Chaotic Nightmareby Sam ColeChaptersThe Nightmare's RealChapter 1.5Chapter 2: Let's Get the Ball Rolling!Chapter 3: Come Together, Right Now, and Conquer Me!Chapter 4: This was a... Triumph?The Nightmare's RealChaotic Nightmare By Sam Cole Chapter 1: The Nightmare’s Real... The lazy town of Ponyville was a perfect sort of town. Not too loud, nor too quiet. Not too big, but never too small either. No, this town was what it always was, peaceful, easy, and welcoming. On a beautiful spring day like today, it was the perfect town anypony could ever imagine. That must be why, one by one, the townsponies let the warm sun lull them into a nice sleep. The wave of dreams fell on the quiet town like the dew does the leaves. Slowly, so slowly that no one even noticed, everypony got tired. They all settled in where ever they were. Work stopped for a while, play was suspended, for today was just perfect. Perfect for a little nap. So that is exactly what everypony did. The Princesses were the first to arrive. They were none to happy. They were scared. Not for themselves. Not for their image. But for the ponies that trusted these mighty alicorns to guide and protect them. Their friends. Their... family. “Twilight!” Celestia called as she stormed the library, looking for the newest princess high and low, and became relieved to find her laying on her bed, a book laying open to her right. “One down, Lulu. Twilight’s safe.” Celestia spoke to no one really. But these princesses had a few tricks up their sleeves, and this was just a very minor one indeed. “I’m glad to hear that, sister. But we have a problem, I cannot find Rainbow Dash, Pinkie Pie, or Rarity.” “Rainbow Dash is pretty lazy sister. She might have been stealing a nap somewhere else before this strange sleep was spread over the town.” Celestia explained as she left to check on Applejack, finding the mare under one of her apple trees with a surprise in tow. “And I just found Pinkie Pie as well. Looks like she was helping Applejack pull carts today.” “Of course sister. I’ll expand my search to unusual spots to nap. I guess I’m still rather new to this idea...” “It’s alright, Lulu. We all make mistakes. Just find the others now. We need them ready to use the Elements should they need them.” “Of course.” Luna nodded as she flew high and began checking clouds around town. But there was nothing to be had of it. So the lunar goddess dropped below the tree line to check there for the prismatic pony. She was running out of ideas when she finally spotted the six colored tail swaying gently from a tree branch. “I’ve found Rainbow Dash. You were right, she has a blanket and book up here, and from the looks of things was already asleep.” “Good. I can’t seem to find Fluttershy though...” Celestia muttered. “Wait, her calender says spa day, and Rarity should be there as well.” “Excellent. Let us fetch them.” Luna smiled as she raced to the spa and met with her sister. The two walked in regally, and were delighted to find Fluttershy napping gently on a massage table. but there was one problem now. “She’s not here...” “Where could she be?” Luna asked as she checked the rest of the building for the white unicorn. “Oh bucking hay... Lulu, she’s gone...” Celestia muttered as she poked through a disheveled blanket on the adjacent table, finding a clue most unwelcome. “What? How do you know this?” “They left their mark,” Celestia nearly spat as Luna galloped into the room, and laid eyes on the letters cut into the table. SOD. “The Sons Of Discord. Oh, I should have known!” Luna bellowed. “Now now, Lulu, calm down. We’re not very much help to her if we can’t think straight.” “Yes. Of course sister. But why would they want the Element of generosity?” Luna inquired as she calmed and began to explore the conundrum. “I haven’t the slightest idea...” Celestia admitted as the sounds of roused ponies graced their ears, letting them know their friends were awaking all over town. “Gah! What Do You Want With Me Villainous Fiends?!” Rarity spat at the nearest robed pony from her spot on the table where she lay, bound in iron. “You’ll be sorry as soon as I’m free!” “Miss Rarity, please.” An elder for the group said. And though his words were as ice, they did lull the enraged mare a touch. “We simply needed to talk with you is all.” “Then- Then why am I chained to a stone slab?” “Because we needed you too be.” The old colt let slip to the mare as she found her strength ebbing away. “You... It... It was... you?” “Yes and no little one. Our friend has given this power to me to help ease you through the changes to come, but it was they alone whom set your town to slumber. Don’t worry Rarity, they are all unharmed.” “That is.. very nice...” Rarity muttered as she fought the sleep again. The elder nodded to his compatriots, and stood back as the ceiling slid open to the stars above. Each star shown so clearly, so brightly. It was breathtaking to say the least. “Take a look Miss. Isn’t it beautiful?” “Indeed it is...” Rarity mewed. “I remember watching the stars like this one night at Twilight’s. It was a sleepover with the girls. I had trouble sleeping through Rainbow Dash’s snoring, as did Twilight. So we went to the balcony and watched the stars in the sky. It was very nice... And I wanted so much more from that night... So much that never came...” “Yes, good Rarity.” The elder smiled as he feed her more power, more dreams. The poor mare could not tell the truth apart from the rest now. All she could see was the stars, and how they seemed to call to her. “Tell me more.” “The night is so beautiful... Yet so... so alone... Like me... Beautiful, but alone...” Rarity muttered as the hooded villains watched in awe as the night began to melt almost, dripping over the mare, staining her coat dark ashen gray. They watched as her mane grew and darkened, caught in wonder as a white stripe cut through the beauty. A bold statement, but that was expected. They knew she would not be the same Nightmare they had worshipped before, but she would be a more than fine host. “I don’t want to be alone...” “Then don’t be Miss.” The elder said as he signaled her irons unbound, her hooves released. The darkness swelled around the mare she lay there, smiling at the cool yet welcoming touch of the sky all over. “Become one with the lonely night. Rise, Nightmare Rarity.” “The night shall la-” The new Rarity began to cry till a blast rocked the room. With a burst of dust and light, the chamber exploded as several of the Canterlot guard swarmed in, weapons at the ready. Behind this gallant force was an even greater threat though. Princess Twilight Sparkle, in all of her rage. “Let my friend go, and you will not be injured!” Twilight bellowed. “What? But- But how did they find us?” The elder squawked as he tripped over his robes, revealing himself to be the elder, Mr Waddles. “Because Goofy, you are a fool.” Another mare sassed as she stepped forward. Princess Celestia, in all of her glory. “This is the same place you held me captive three years ago. During the first Nightmare Moon’s return.” “Goofy?” The Nightmare asked, taken aback. “Your first name is Goofy? Are you telling me I was just summoned by somepony named Goofy Waddles?!” “Oh no...” Twilight whispered as she laid eyes on the mare she once knew. “Rarity?” “We will help her, Twilight. It won’t be easy, but we will find a way. I have faith in you my student.” “Thank you, Princess. Guards, take these gentlecolts back to the old ponies home.” “Awe mare.” The collective groaned. “Seriously you all. Stop worshiping the bad guys, it’s not funny anymore.” Twilight ordered of the ponies being lead out now. “Worst secret cult ever...” “Rarity, I know you’re in there, let me help you.” Twilight pleaded. “You shall have no such thing as my help. But for the time being, I will be your prisoner. I am smart enough to know I am not yet at full power, and two princesses would prove too much, even for me. But make no mistake, Sparkle. As soon as I am fully adjusted, I will destroy you.” The student paced around, cursing every tome that dared show it’s binding and yet refused to contain the answers she needed most. Was this to say there was not an answer? No, quite the opposite actually. She had found a solution almost immediately, but refused it. But again and again, it was thrust in her face, burning itself into her eyes that she was only able to find this spell now. This forbidden spell. The spell that had once turned a noble unicorn king into a monster that sought to enslave all ponies. Shadow Magic. Sombra’s magic. And the more the mare saw this answer, the less she cared about the risks. She was now settled firmly in the belief that if this spell would spare Rarity, then it was worth it. Her mind was now made up, and there would be hell to pay. Besides, if she waited too long, Nightmare Rarity would reach full strength, and who knew if there was any coming back at that point. It was now, or never. The door to the Nightmare cell opened as guards readied bows and spears, all aimed at the princess’s best friend. But the mare did not bat an eye at them. Twilight could feel the pressure of the magic damping field in here, and was shocked to see the mare it held levitating a tea cup and novel, quietly reading. When she had first come here, Rarity had been too weak to even lift a crumb. And now, she was as strong as a unicorn on the outside. Who knows how strong she is now. Her power and body had grown quite a lot over the past three days. “Are you here to surrender? I will not accept, but I will grant you a merciful death, Princess.” “I’m here to cure you, Rarity.” Twilight said with all the authority she could. “But do not think for a second that this means our guard is down. We will kill you where you lay if you move a muscle.” “Death threats. How quaint.” “Try me, Rarity.” Twilight argued, though she desperately hoped the villain did not. “I’m an actual Alicorn. You’re just a boosted unicorn. The odds are against you.” “So you say. But I can smell the fear on you.” “That fear is for you, Rarity. I’m afraid you may already be lost to me, and... And I don’t know if that’s something I can bare...” The endarkened mare stopped, placing a bookmark in her novel and setting it down. She looked right at the former unicorn, and for a second, the real Rarity’s soul flashed in those eyes. “You can try then. I’ll grant you the kindness of knowing you tried all you could to save yourself in the end.” “Guards! Lower the field. One move, Rarity, and I lose my best friend forever.” Twilight growled as she felt her magic surge to full strength. Twilight focused, and summoned the darkness, letting her normal magenta magic turn black and green, as smoke began to pour forth from her eyes. “You can’t be serious, Darling. Shadow Magic? It’ll swallow your mind whole!” “Scared?” Twilight chuckled as she let the magic swell in strength. “You’re mad...” “No! I’m getting rid of your evil! I will save my Rarity!” Twilight yelled as the strain of her magic took root. “Y- Your Rarity?” Rarity asked, raising a hoof to her mouth as she gasped. “Twilight?” But the princess was gone already as what was left laughed mirthlessly. A cold laugh that chilled everypony to the bone. A laugh that pierced stone. A laugh that called for help. A laugh heard by a ruler in her chambers, where said mare was powerless to aid her lost friend. “Twilight! Stop this now!” Celestia screamed as she felt the power surge through her castle. She was too far away though, and she could never have gotten there in time. “I. Will. Not. Fail!” Twilight screamed as she let the bolt of darkness loose, striking the petrified Rarity dead on. The shadows swam around the mare, and her screams were now the loudest of them all. Screams of fear. Of agony. Of loss. With a anticlimactic pop, the spell cut off, and two mares fell to the floor, steam beginning to roll off their coats. It was fitting then that the next move was made by the teacher. The one who had inadvertently set this path in motion by teaching that dangerous magic to Twilight in the first place. She looked to her fallen friends with sorrow, and bowed her head for their loss. And all too soon of course. A shrill whistle cut the air. The report of a rocket sounded out as two streaks shot into the sky. One was a dark foreboding purple. The other, a slice of the night itself. Celestia watched in horror as they bounced off the walls and out finally shot through the roof into the Canterlot night. “H-How? Tw-Twilight f-failed?” “My my my. Canterlot is such a beautiful city.” The Nightmare chuckled as she stood overlooking the city, smirking to herself. She heard the faint sound of wings, and four hooves meeting stone behind her. It was almost amusing. “Only one? You are either very brave or very foalish. I am at full power now, so do not trifle with me, cur.” “Hmm. The new look suits you, Rares.” The one behind her chuckled. “Twilight. I should have known. Hmm, I actually must thank you, Darling. You freed me after all. You eliminated the Nightmare’s presence in my mind, but you left me her rage and sorrow and longing in my heart. You have just created evil, my dear. How does it feel?” “Don’t move, Rarity,” The Princess of Magic ordered. “Just stand still for a minute.” “Striking me in the back?” Rarity asked. “Now this is-” “Who said anything about attacking?” Twilight cut in. “I’m just enjoying the damned fine view.” “What?!” Rarity shrieked as she spun around, facing a now noticeably more evil and taller Twilight Sparkle as she tried to cover herself, despite a blush that persisted over her still delicate features. This was unheard of from the lavender mare, but then again this was a new Twilight. One with a now black mana aura and... eyeliner? “Twilight?” “You’re cute when you don’t know what’s going on.” Twilight chuckled. “S-So I guess you want to challenge me then? For the right to rule Equestria?” “Eh, not really. I mean if you want to...” Twilight dismissed, throwing Rarity off completely. “The way I see it, I’m immortal. With my brains and power, I can take over this country in 20 minutes, and that’s if I stop to get a bite to eat.” “So you’re not going to stop me?” Rarity asked. “No. I had no plans of that. If you want to destroy Canterlot later, I’d be down for that, but in the meantime...” “W-What do you want?” Rarity stammered. “I just want a bit of Fun is all.” Twilight dutifully informed as she sauntered over to Rarity. The lavender mare let her legs hang on the gray villains shoulders as she leaned in to whisper in her ear. “Please say your nickname is Fun.” “Tw-Twi-Twilight?” Rarity stammered as she shook underneath her friend. “We could have soooo much fun together, Rarity. What do you say, baby?” Twilight teased, nipping the other’s ear lightly. “When did you get so...?” “Naughty?” Twilight finished. “I feel like a new mare. I have untold power now, and I just want to do something that feels as good as this. And you’re just like me. We’re two of a kind now. We’re perfect for each other.” “In that case,” Rarity shuddered as she steadied her breath. “Do that thing with my ear again, Love. I like that.” “Ouh lala!” Twilight teased as she complied. “Luna! Prepare a search party!” Celestia ordered as she stormed into her sister’s chamber. “Those two will not get away!” “Who will not get away, Tia?” Luna asked as she failed to glance up from her comic book. It was Batmane, and like Tartarus Luna would miss a second of this. “Twilight Sparkle and Rarity. Those two have escaped!” “How? And why would Twilight escape? She’s free to come and go as she pleases.” “Not anymore. Twilight tried to use Dark Magic to free Rarity from the Nightmare.” Celestia explained, and finally succeeded in getting her sister to drop the comic. “Was she...?” “I don’t know for sure, but I believe so.” Celestia frowned. “If she’s really turned, she will no longer be bound by my magical mental blocks that kept her power in check.” “That’s bad.” “Very. She will not have any mental blocks whatsoever. She’ll be violent. Emotional. She will be a danger to every pony in Equestria!” Celestia anguished. “She’ll be a full grown mare with new hormones and thoughts that she never got to exercise responsibly throughout her life.” Luna muttered. “Did she ever, you know, learn about the birds and the bees?” “Oh mother help us.” Celestia gasped. “Twilight now has the mind of a horny teenager with limitless power...” “We’re all doomed!” Luna and Celestia cried. Chapter 1.5Hey everyone. Instead of doing this down in the Author notes section, I feel the need to headline this. Originally, I had split this part into Chapter 2, and was intent on leaving it there, but another read through has confirmed that I did sort of jump the gun a little with my segmentation earlier. So the original Chapter 2 will now be split into Chapter 1.5 and the new Chapter 2. Enjoy. The small dragon yawned away the sleep as he rolled out of his bed and onto the floor. Last night had been rough on the little guy. He kept having weird dreams and woke up with two extra pillows on top of him. A morning pony would have found this odd, but not the baby dragon. To him, it had failed to even register. As he walked through to the bathroom, a restful grunt caught his ear, and made the little guy smile. “Hey Twilight!” “Mmph.” The reply he received. It was definitely Twilight, and she had been up late again it seems. “I'm really glad you’re finally back. So is Rarity cured now?” “Mmphm.” “That’s great! I can’t wait to see her again! I’m gonna make you breakfast, Twilight. For being such a great friend and never giving up on her! Whaddya want?” “Mmphmmp.” “Clover and pepper jack omelet coming right up!” Spike sang as he bounded down stairs to the kitchen. “I hate him, Twilight.” A sleepy voice next to the lavender mare grunted. “He’s just happy to see me Rares.” “He didn’t even offer me an omelet though...” “He didn’t know you were here.” Twilight sassed as she got out of bed and stretched her wings out. “How? We were not quiet last night by any means.” “He could sleep through a freight train, Rarity. Don’t worry about it.” Twilight dismissed as she let her hooves find purchase on the floor. “Come on. It’s time for breakfast.” “Breakfast for you...” Rarity pouted. “You’re right, let me fix that." Twilight nodded before she called to her oldest friend, even if he was the youngest of her friends. "Spike! I’m sorry I didn’t tell you sooner, but Rarity stayed here last night!” “What?! Rarity’s here!?” Spike shrieked as he dropped the skillet. “Yes dear, I am! I wanted to repay Twilight for getting that horrible thing out of my mind!” Rarity smiled to Twilight, before adding in a whisper. “And I think I will be repaying you again, and again, and again, my Love. My own little Twilight Princess.” “Hmm. The Twilight Princess, has a good ring to it.” Twilight smirked. “Ponies will flock to my regime by the thousands.” “Our regime, my dear.” Rarity cooed softly as she let her smoky mane twist around Twilight’s neck to a tightness not many would find welcoming. “Ooohh, I like that!” Twilight giggled in reply, unfazed by her lover's attempt to kill her. “Call it positive reinforcement then darling.” Rarity giggled as the pair walked down the steps to the lower landing, and more importantly to an unaware dragon assistant. “I’m super excited to see ya, Rarity.” Spike smiled as he cracked two more eggs for the mare’s meal. “I can’t tell ya how glad I am that you’re all better now.” “Yes my dear. I feel like a brand new mare.” Rarity smiled. “I’m glad!” Spike said as he turned to face the pair, and froze, his smile still on his face, but quickly fading. “N-N-N-Nightmare Moon!” “No Spike.” Twilight snorted. “The Nightmare Moon is dead. This is Nightmare Rarity.” “I-I-I thought you cured her! Twilight? What happened? You’re taller! You- Are you wearing eyeliner?” Spike stammered till he noticed his older sister’s appearance. “Looks good on ya...” “Thank you, Spike.” Twilight smiled. “But what the hay is she doing here!? And evil?!” “I’m right here, Spike.” Rarity snorted. “And last night, Twilight and I were reborn.” “Re- reborn? Oh no. T-Twilight?” “Yes Spike. I’ve gotten a taste of true power now, and I like it. No more rules. No more blocks. I’m me at last, and I feel fantastic.” Twilight smiled as she levitated a coffee cup over to herself. “Your mana! It’s black!” “That’s what happens to those that embrace the shadows. I’ve been endarkened, my number one assistant.” Twilight smiled, before she looked to the small drake giddily. “Say, I still need my assistant. Would you like to be the first follower of the Nightmare Regime?” “The what now?” Spike stuttered in fear. “Hold on, Love.” Rarity cut in. “Spike, you’re burning my omelet.” “Oh, sorry!” Spike stated as he spun around to fix the meal. “Hold it! Why am I cooking for super villains? And why did you just call Twilight 'love?'” “Well, first, because we’ll kill you if you don’t cook for us.” Rarity stated as a matter of fact. “Should have seen that one coming...” Spike muttered as he fixed the meal and began to garnish it. “And second, Rarity and I are teaming up now. We’re the two most powerful beings on Equis together. So we took a page out of history.” Twilight smirked. “We made love, not war. Only instead of a philosophy, it was just with each other...” “I’m being held hostage by two crazy super villains...” Spike muttered in horror as he watched the two share a quick kiss. “And they’re my best friends too...” “So Spike, would you care to join our empire?” Rarity asked politely. “If I say no?” “Then I’ll brainwash you silly,” Twilight giggled as she floated a knife over for her meal. “Or maybe I’ll torture you a bit...” “GAH! Waaaaaah! I don’t wanna be cut up!” Spike began to ball sinking to the floor with a loud display of waterworks. “Oh now look what you did, Twilight!” Rarity sassed as she stepped around to hug Spike. “There there little guy. Just come along willingly, and there will be no slicing and dicing.” “Ah- I- You can’t... Okay...” Spike muttered in defeat. “I’ll join you two...” And I’ll bring you down as soon as I can. “Thank you Spike. And I like the thoughts about betrayal.” Twilight smiled, making the dragon freeze. “That shows promise, my knight.” “I’m so-” Spike began, till the thought registered with him. “Knight?” “Captain Spike of the Draco Knights. Has a nice ring to it, huh?” Twilight smiled. “I’m a knight...” Spike muttered as he began to smile. “Oh buck yes!” “Oh I love it!” Rarity sang. “Our first follower!” “See, we got this evil business do-” Twilight began, but froze as she caught on to the truth of her words. “We don’t know how to be evil!” “What’s there to know?” Spike asked. “Don’t you just have to be bad?” “But what level of badness? Is there a quantifiable limit for bad? Who judges if it’s bad? How much do we have to pay henchponies? Do they get dental?...” Twilight rambled off, now caught up in her own questions. “Well dear, why not read up on how to run a large corporation?” Rarity suggested. “Because I want to be evil, not run a food mart.” Twilight shot back. “Darling, being evil and running a company are the same thing.” Rarity dismissed. “Look at the Flim Flam brothers. They are rather successful, and fairly evil too.” “What about Fancypants? He’s very successful, and not remotely evil?” “Darling, he’s an exception to the rule.” Rarity dismissed. “Come now, how hard can this be for the smartest mare in Ponyville?” “Hey yeah. I’ll organize us a plan of action to die for!” Twilight smiled as Spike groaned. “Twilight, no more evil puns.” “What evil pun?” “A ‘plan to die for.’ Really?” Spike protested. “That’s a bad mare pun?” Twilight asked, genuinely perplexed. “Ya know what, forget it. Knock yourself out, Twi!” Spike smiled. “You do that dear, I’m going to go study true evil, as only as master can attain.” Rarity nodded, looking set in her ways as she ate her omelet with grace. Evil or not, it was no excuse for poor table manners. “What’s that? Who’s a master?” Twilight and Spike asked, clearly interested. “Hmm. That shall be my secret darling. After all, you have forever to do as you wish with Equestria. I, on the other hoof, have my life, and my life alone.” Rarity nodded as she finished her meal. “I shall be off now. I’ll see you tonight, Love.” “See ya tonight.” Twilight smiled. “Oh, and stay out of sight. We may be strong, but alerting the guards is still unwise. I don’t think we’re ready to fight a war here...” “Seriously darling? We’re all powerful. What is there to fear?” Rarity asked as she headed for the door. “All powerful goddess that have a tendency to trap nightmares in the moon.” “Celestia. Yes, I forgot about her. In a straight fight, she might be able to overpower me... I must say that my style lies more in misdirection and subterfuge than outright fighting. It’s just so... uncouth.” “Agreed. And I’m more of a mentalist than a combat specialist.” Twilight supplied. “I have the power, but I would feel much better getting somepony else to do my dirty work for me.” “That’s the spirit, Love. We’ll rule these ruffians with iron hooves.” Rarity’s smoky form slipped silently into the room, curling around this way and that as the mare herself tried desperately to remember how to reform from the smoke. She cursed and spat as she tumbled and twisted, till eventually she slipped out again, muttering insults about that being much too silly to ever attempt in front of anypony. But quickly the mare felt eyes upon her, as the mare turned to see the one she had sought. The master of true evil. The one that knew no limits. “Please, I have come to learn all I can from you about evil. Please, teach me, I am putty in your-” Rarity was cut off as the master mewed and stretched, turning away from Rarity to begin napping. “Augh! Really Opal?! Is that how you’re going to treat me? After all these years of dedicated care and attention?!” Rarity shot at the cat. But her anger was quick to recede, to say the least. “I’m so sorry, Opal-Wopal. Mommy loves you. I’m sorry I said mean things to you before. Please, I beg of you, let me learn from my mistakes! Please Opal! Teach me!” Rarity cried as she threw herself at the cat’s paws, weeping large, showy tears. The cat remained asleep. “Stupid cat...” Rarity muttered. “I wish Fluttershy had let you starve during my imprisonment... Oh Please Opal! Teach Me Your Ways!” “Alright, here ya go, Twilight!” Spike smiled as he set down the stack of books for the evil mare. “Thanks Spike. Say, who was running the library while I was away?” “I was. Though it didn’t really matter. No ponies really came by.” Spike supplied with a shrug. “Only Time Turner did, and that was to check out a book about computer repair.” “Really?” Twilight snorted. “I’ll teach these ponies to disrespect my library! To disrespect knowledge!” “Twilight?” Spike muttered as he backed away. But it was already too late. The mare was headlong into another rage fit, and who knows what this new Twilight would do in that situation. Thankfully for one dragon, she was still Twilight in some ways. He walked over to her and grabbed a book at random from her pile, one she had yet to read. He opened it up and then shoved the random page into Twilight’s line of sight, marveling at the wonders it produced. “Spike! Not yet! I’ve still got to read the table of contents, make a list about which chapters would be the most informative, cross reference those topics in all the books for repeated information. Cross reference that cross reference to see if any of the other authors had insight the others- Spike?” Twilight asked as she realized she was holding the book and the dragon was gone. Twilight shrugged as she began to lift books magically one by one, and began her arduous task of crossing them all off the list. Chapter 2: Let's Get the Ball Rolling!Chapter 2: Let’s Get the Ball Rolling! That evening, two powerful mares stood overlooking their prize, the gleaming city of Fillydelphia. “Really Darling? Fillydelphia?” Rarity asked as she reviewed her target. “Large enough to be noticed, far enough away from a guard camp to have a reliable report time,” Twilight smiled. “Let’s get to it! How did your evil lessons go?” Twilight inquired. “Ah haha, they went, um, swimmingly!” Rarity lied. In all truth, she begged her cat for hours, then just gave up and started modifying her dresses to better fit her new form. “How went your studies?” “Great!” Twilight smiled. “I learned about business capital mergers!” “... I don’t think that’s quite right, my love...” “Oh hush,” Twilight retorted playfully. “Let’s have a challenge then. Who ever reeks the most havok tonight gets to be top.” “Oh it is on!” Rarity laughed, believing this to be in the bag. With a blast of epic proportions, Twilight cut her way into the large meeting room. All present sat shocked in fear as the tall Alicorn strode in, a smile gracing her lips. Her tone was smooth and even. She spoke with authority that none could hope to match. “I am Princess Twilight Sparkle, your new ruler. And from now on, things around here will be done by my bidding.” “Y-y-yes P-Princess! Just please, spare us!” One older mare cowered. “Have no fear, my subject. Now, for my first order of business... What is our business?” “We make assorted jams and jellies, your highness!” The mare replied. The news of her acquisition made the poor tyrant’s eye begin to twitch as she lifted her hoof to her face. “Jams and jellies!? Oh hades... “ “And we were just discussing a major loss in profits this past quarter...” The mare spoke now, a little less afraid. “A loss in Profits? No pony shall outproduce me!” Twilight bellowed. “You, your new name is Joe. Find me a sample of this jam they have that is out selling ours. You, you’ll be Joe 2. Go find me a sample of our product so I can figure out what's wrong with it. Come on everypony! We got an Empire to run!” “Yes Ma’am!” The group chanted happily. They finally had a board president that knew what she was doing! Rarity slammed her hooves down on the cold cobble stone streets of Fillydelphia, rage in her eyes. “I Am Nightmare Rarity! You are now My Subjects! If you so much as try to call for help, I’ll- I- is that a Gucci store?” Rarity sang happily, trotting towards her prize with a smile and a laugh to the confusion and horror of all around. “Are we under attack?” One citizen finally asked. “Yes...” Another muttered in fear, shaking hard. “What should we do?” “Riot?” “I like it. Riot it is.” “AAAAHHHH!” The ponies screamed as they bolted away at top speed. “We’re under attack! Everypony, riot!” “And here we have a sample of our new fall lineup, pumpkin spice spread!” Joe 33 smiled as she placed the tray down for Twilight. “Mmm, this is excellent. I want five units prepared for immediate sale to me. Poison the rest!” “Um, that’s a really bad idea Miss,” Joe 117 said. “How would we continue to make a profit if we kill off our customers?” “Profit? From jams and jellies?” Twilight asked. “Our company is worth over five hundred million bits Ma’am.” “F-five. Hundred. Million.” Twilight stammered. “New idea then! This company shall privately fund my new empire! Much better.” “Except we’re still losing profits,” Joe 35 sighed. “You, Joe 89! Take this offer over to our competitions headquarters,” Twilight smiled as she wrote out a simple letter. The colt took it and read it over first. “Dear Jammers Company, If you don’t merge with my company, I will be forced to kill you... No miss, you can’t do that.” “Why not?” “Because... I don’t know, but you can’t! Unless you’re a super villain, then you can. But then we have to register as an evil empire conglomerate, which means a new tax bracket, along with a complete revision of company policy, not to mention we would have to find a new dental provider...” “Okay! Okay! Sheesh! Joe 89, get me a meeting with the Jammer's president, tell him Miss Sparkle would like to have a word with them. Joe 21, you go out and get me all the paperwork I need to complete in order to run this company as an evil empire.” “Yes Ma’am.” “Everypony else, saddle up. I want a graphic designer in here now to work on a new label. It’s time we show these ponies a new Dandy Spreads!” “Your highness,” Joe 14 asked hesitantly, “Our label and brand has not changed in 60 years!” “And that’s why you are suffering losses in sales. No pony wants the same old from their breakfast jam. Joe 18, look up any health benefits these spreads might have. I’m talking antioxidants, low cholesterol, anything!” “Ma’am, it’s sugar and preservatives. There are no benefits.” “Augh! Work with me here, Joe! You’re acting like an expendable hostage again.” Twilight said to the horror of the late night board meeting. They hadn’t seen what happened to an expendable hostage yet, but they were not exactly stepping up to find out either. “Hmm, do these boots say ‘I’m your supreme ruler?’ Or do they just say ‘I’m your ruler?’” Rarity asked the salesmare in the shop as she tried on several different pairs. “Oh these definitely say supreme ruler,” The salesmare said as she measured Rarity for a quick fitting. “And with a nice shall, every colt in town will be begging you to be their ruler.” “Oh no, I already have somepony.” “Lucky colt,” The mare laughed as she tossed aside the tape. “You know what you need? a low neckline. Show off that strong breast.” “Mmm, yes, that would look dashing. But no, you’re wrong,” Rarity said as she floated over a dress. “It’s not a colt. I have myself a mare.” “Ah. You’re scandalis!” “Thank you darling,” Rarity smiled. “Oh Twilight is just going to love this. Tell me though, does this make my flank look big?” “Big flanks are in. And you have a great flank,” The mare joked as she smacked Rarity on the haunches. “How dare you lay hoof on the Mare of Darkness, you foal!” “I-” “Only the empress of the Nightmare Regime, Princess Twilight Sparkle, may slap my flank!” Rarity bellowed as the salesmare bolted. Two mares watching at the counter nodded at this, terror seeping from them. “Just smile and nod.” “I really hate this job.” “Me too.” “I demand another salesmare that is of stronger backbone and brighter mind!” Rarity commanded of those ponies left. “I am still shopping!” Two mares met high above the city, both looking smug and certain of their victory. “I don’t know about you my dear, but I feel quite accomplished in my deeds for the night.” Rarity smiled as she held up her bags of goods. “I got some lovely boots here, a new scarf... Oh! And the cutest lace negligee!” “I took over a fortune 500 company,” Twilight smiled. “But we can still have use of your nighty there.” “You what?” “Yeah, I own a company now,” Twilight smiled. “See, it’s right over there!” Rarity looked over at the building and pouted. “Best two out of three darling?” Twilight failed to contain her dorky giggle as she watched Rarity frown. “My company makes this wonderful pumpkin spice spread! Oh, yeah, and I got some minions... But the spread! That stuff is delicious!” Rarity pouted again, “Can I have some minions?” “Of course, baby.” “Oh Twilight. You treat me too well.” Rarity laughed. “Here my dear, let me repay you.” “Let’s forget payback and rewards.” Twilight smiled. “Let’s just enjoy tonight.” “I love you, Twilight.” “I love you too, Rarity.” Down below, cries could be heard floating up to the pair as the riot tore apart the city. “Why isn’t anypony stopping them?” “Help us, Celestia!” “Supervillain insurance! Get yer supervillain insurance now before they blow you up!” Stadiums collapsed, stores were looted, the barcolt finally got his tabs paid up. It was total anarchy tonight in the once great city of Fillydelphia. “My place darling. Now.” “Are you gonna wear that new little number?” “Maybe...” Rarity teased as she nipped Twilight on the ear, then dissipated into smoke, weaving a trail back home the evil mare was all too happy to follow. “Sister! Fillydelphia has just been destroyed!” Luna cried storming her sister’s chambers. “We must do something!” “I’m already on it, sister. Twilight is predictable. She’ll run home eventually, and then Spike will alert us.” “Good, good.” Luna smiled, then deadpanned. “Unless Twilight already got to him...” “...Buck...” The next day was not kind in announcing itself. Lately, Spike would get to sleep in, watch some cartoons, and read from the young adult section of the library to his hearts content. Today though, he was being assailed by a voice pleading him to do the unthinkable. “Spike!” The voice called out, piercing the small dragon’s slumber. “Spike wake up! Come on buddy!” “Huh, Rainbow? What’s going on?” The dragon asked as he crossed over to the window to greet the fast pony. “Dude, something bad happened last night! I need to find Twi!” Rainbow pleaded. “Ugh,” Spike groaned, looking over to Twilight’s empty bed. “I think she might have stayed at Rarity’s last night...” “What?! Rarity’s back?” Rainbow smiled. “That’s awesome. We need all the help we can get.” “Yeah,” Spike yawned as Rainbow bolted away, leaving the dragon to his sleep once again. “Wait, I forgot to warn her about those two... Oh well, not my problem.” Spike shrugged as he went back to sleep. Maybe there is something to being evil after all, he thought. “Twi! Rarity! Open up!” Rainbow screamed at the door of the boutique. Inside, two very reluctant mares rolled out of bed as they walked down to greet their friend. “What?” Twilight groaned as she opened the door. “I was up late, so make it good.” “Twi, something ha- Are you taller?” Rainbow gawked. “And is that eyeliner? Looks good, girl.” “Thanks,” Twilight smiled till the reality of it hit her like a ton of bricks. In a flash of hooves, Twilight grabbed Rainbow and drug her inside, slamming the door and locking it three fold. “Twilight, what are you doing?” Rarity demanded. “She saw us!” “What the hay? Twilight, what’s going on. Who is this?” Rainbow demanded. “Um...” “What are you doing in Rarity’s place with some random ass mare? Is that what they teach you in Canterlot?” “Well...” “You should be ashamed. Applejack has a perfectly good barn and gets mad as heck when she catches somepony out there going for a roll. It’s a way better prank.” Rainbow sighed. “I guess you could have done worse though. She is cute.” “Darling, I think you have this a bit out of context,” Rarity smiled to Rainbow. “I for one am not some ‘Random Ass Mare.’” “Oh my gosh...” Rainbow gasped. “Rarity? Is this what those guys did to you?” “In a manner of speaking, yes...” Rarity smiled. “Twilight played her part in the new me as well though.” “A very important part,” Twilight smiled. “Yes indeed, my love,” Rarity giggled as she nuzzled Twilight. “Wait, you two- and now- You’re- Go Twi.” “Thanks.” “So why exactly does Rarity kind of look like Nightmare Moon?” Rainbow finally asked. “My dear, I look nothing like Nightmare Moon!” Rarity snorted. “I am Nightmare Rarity now!” “Oh... What?!?” Rainbow shrieked, taking to the air, to only be pinned down by Twilight magically grabbing her tail. “You know, I really hate it when you do that.” “Sorry,” Twilight smiled awkwardly. “But, well... We kinda can’t let you go now... Since, you know, you saw us and what not...” “Like buck I can’t!” Rainbow spat at the mares of sin. “I’ll bust out of here, get the others, and put such a hurting on you two that you’ll miss your next birthdays!” “Oh! I like it,” Rarity giggled. “Can we keep her, love. This one has spunk!” “Hmm, only if you promise to take care of her, Rares.” “Oh trust me, I will,” Rarity flashed the fast mare an evil smile. One that chills ponies to the bone. “I’m not scared of you!” “You should be,” Twilight giggled. “After what we did in Fillydelphia.” “Wait, that was you- No!” Rainbow screamed. “I remember that play Pinkie was in! I don’t wanna be a cupcake!” “Oh calm down,” Twilight chided. “We aren’t going to kill you. Unless we have too.” “Help!” “Stop that,” Rarity snorted. “No pony is going to kill you! We can make due with brainwashing.” “I don’t wanna be brainwashed!” Rainbow screamed out, thrashing about wildly. Rarity sighed and slapped Rainbow, making the mare stop. “Shut. Up.” “I’ll leave! I won’t tell a soul! I swear! Just please, don’t take this out on anypony...” “Twilight, do it,” Rarity sighed, stepping away and taking a seat. “No! Stop! I’ll join you!” Rainbow pleaded, putting her hooves together. “Are you actually begging?” Twilight snorted with laughter. “Are you that scared?” “I’ve seen Filly this morning. It’s horrible. I don’t want that to happen here...” Rainbow muttered to her captors. “Please, I’ll do anything, just spare the town.” Rarity watched this little show, and whether it was nostalgia or deviousness, the mare formed an idea. “You know what Twilight, I think we can use her. Our little Rainbow here has proven to have quite the capacity for evil before.” “Buck you, Rarity. I’m not evil,” Rainbow snorted. “Really? You’re egotistical, scheming, and no matter how much you claim to be out there to aid others, it’s all just a chance to show off, my dear.” “I- alright, so some of that is true, but I’m not evil!” “Pfft,” Twilight snorted. “You may be on the good guys side, but you’re an outcast. You love the limelight.” “So? I’m awesome, and everypony should know this fact,” Rainbow smiled, letting her chest swell with pride. “And what better way to show them than by leading our air corps into war against your corrupt Princesses?” Rarity asked, though the small amount of magic she was feeding Rainbow was not helping matters. “Think about it. They use Cloudsdale, but never give the city it’s just rewards.” “Canterlot, their city, is full of unicorns, not pegasi.” Twilight added, knowing what Rarity was trying to do. “They claim loyalty, but they promote only those they feel are equal. Not us. We want to start a new empire where this old decaying model once stood.” “Join us Rainbow. We need you,” Rarity finished with a whisper. “A new order...” Rainbow whispered. “Are you in, Commander Dash?” Rarity asked. Rainbow had to this point held a determined expression of defiance, but now she snapped too. “Commander? Me?” Rainbow muttered. Rarity and Twilight sat by smirking as their friend willing left the light. “And Ponyville will be safe?” “Completely, as long as you play nice, Miss Dash,” Twilight smiled kindly. The smile of the master before the whip is brought down. “Alright. I’m in.” Rainbow nodded. “Excellent!” Rarity cheered, clapping her hooves together. “We’ll let you go for now then my dear. Ta-ta.” Rarity smiled as Twilight released the cyan mare. Rainbow wasted no time in heading out. “I gotta warn the others,” Rainbow muttered once far enough away from the house. “Stupid mares, trying temptation magic. I’ve beaten that stuff before, and I’ll do it again.” Back in the boutique, the two evil ones were celebrating the doubling of their regime and a personal save for Rarity. “Oh this is wonderful!” Rarity smiled. “I really didn’t want to kill her, my love. New carpets.” “Not to mention I hate to kill on an empty stomach,” Twilight groaned. “What about fooling around?” Rarity asked devilishly. “Care to partake a little before we dine?” “Oh, if that’s where this is going, forget the breakfast. Come here, you saucy mare you!” Five friends, bound by adventures and labors of love, sat in a barn on the edge of an orchard. Word had spread fast Rainbow wanted to see them, but why? She seemed scared, and constantly checking over her shoulder. “What’s this about RD? Ah got work ta be doin.” Applejack snorted. “Yeah, it’s grocery day over at the Corner, Dashie,” Pinkie nodded. “And I was sleeping,” Spike huffed. “I was free. Thank you for inviting me, Rainbow,” Fluttershy offered in a supportive manner. She honestly didn’t feel it was right for everyone to gang up on her like that. “Thanks Shy. But girls, Spike, we have a major problem. Fillydelphia was attacked last night.” “What?” Four voices called out. “Yeah. I just found out that Twi and Rares were behind it too, and-” Rainbow started till a snort of laughter cut her off. “Twilight and Rarity? Oh gosh, ya had me goin fer a second there, Dash,” Applejack chortled. “Good one.” “Yeah,” Pinkie snorted as she laughed hard enough to knock herself off of her hay bale. “Twilight and Rarity, evil! It’s preposterous!” “Good joke, Dashie,” Fluttershy chuckled as she got up and opened the door for her and the two earth ponies. “You got us good, Dashie. I’ll see you again soon.” “Bye Dashie!” Applejack and Pinkie cried back in laughter to the mare left sitting there with her jaw wide open. Surely they didn’t just... “Are you sure?” A voice asked. The last one Rainbow expected. “Yeah Spike. I’m sure.” “What are we gonna do?” Spike asked. “We need to alert the Princess. Spike, take a letter,” Rainbow ordered as Spike took down a note a whisked it away in his green flames. “The Princesses will want some proof first. We should see if we can find something that links them to the city,” Spike offered. “Great plan. Come on Spike, they’re at Rare’s place!” Rainbow cried as she grabbed Spike and placed him on her back, taking off for the boutique at break neck speeds. Silently, two figures slipped into the back door of the boutique, treading lightly as they tried to find their evidence. “Look everywhere Spike... Spike?” Rainbow asked as she turned back to find Spike was no longer behind her, but two rather displeased mares were. “Looks like we were a bit hasty in letting you go,” Rarity sighed. “You really had us fooled though,” Twilight chuckled. “Thank you for the heads up, Spike.” “No problem!” Spike called out as he helped himself to some gems and a loaf of bread, making his famous ruby melt sandwich. “What? Spike betrayed me?!” Rainbow cried out, turning around to face the guilty party. “How? When did he even get the chance?” “Well, I have been in Spike’s mind and keep the back door open,” Twilight mused, “And he did send us a note first. But really, we heard Spike screaming for you too stop from a mile away,” Twilight sighed as Rainbow’s hoof met her face. “So we’ll have to keep closer eyes on you,” Rarity huffed. “Do you have any idea what you interrupted? You owe Twilight and I some private time so we can finish!” “... Ewwww...” Rainbow and Spike muttered at the same time. “Too much information...” “Twilight, take care of her. I need to wash up, since it looks like we don’t get to finish now,” Rarity snorted as she pushed past Rainbow. “Yeah, I got this,” Twilight sighed, “Rainbow, I like you. So I’ll let this one slide. But if you betray us again, I’ll... I don’t know, burn down your house.” “I live in a cloud, egghead.” “Then I’ll burn down Fluttershy’s!” Twilight snorted. “Fine. Just don’t mess with Shy. Please.” Rainbow sighed as she left of her own free will. Rainbow stayed true to her word though as she refused to tell anypony. Besides, who would believe her? With a satisfied smile at her evil deeds, Twilight turned around and bumped snout first into a new problem. A rather pink problem. “Twilight!” “Pinkie?!” “I thought maybe you were back cause Rainbow was joking about you and Rarity, but you weren’t home, so I came here and here you were and now here I am and we’re here together!” “Pinkie?!” Twilight stammered again. “Hi Twilight. Love the eyeliner.” “...How long have you been there?” Twilight finally decided to ask. “I came in when Rainbow opened the door,” Pinkie scoffed as if it was obvious. Twilight racked her brain to think of something to say before Rarity came back. But what to say? Pinkie was so nonsensical that she was completely unpredictable! Or was she? “Pinkie? Would you like to join Rarity’s and mine evil regime?” “Evil regime?” Pinkie recoiled. “Do I get a tee shirt?” “... Sure? And I’ll even throw in a jar of pumpkin spice spread.” “Ooooh! Okie Dokie Loki! “Great!” Twilight smiled. “Pinkie promise.” “Duh. Cross my heart, hope to fly, stick a cupcake in my eye!” “Did you just recrute Pinkie?” Spike called from the other room. “I think so?” Twilight replied, still unsure exactly how this had actually worked. Pinkie only shrugged though as she continued into the next room with a giggle and a bounce. “She is so- Rarity!” Twilight screamed as she remembered the bouncy mare was heading straight for her lover. But alas, it was too late for the tyrant. “Hiya Rarity! Oooo! You look amazing! Did you do something with your mane?” “Pinkie?!” Rarity screamed as she reared back. “What are you doing here?” Twilight bolted into the room to see a very wide eyed Pinkie as the mare examined the new Rarity. “You look so… so… Awesome!” “Oh thank Dark Lord Smooze,” Twilight sighed with a wipe of her brow. “Pinkie? Why are you here?” Rarity repeated as she calmed down from the intrusive colored assault of her abode. “I wanted to see you again! Welcome back!” Pinkie smiled. “Oh! That reminds me! Twilight asked me to join your regime!” “Did you?” The mare of darkness pondered. “Yepperoni!” Pinkie smiled. “She said I’d get a tee shirt!” “Hmm. And I expect I am to be making this shirt then, my love?” Rarity chided to Twilight, and thus for once stalled the bouncy mare. “Next time, ask me, don’t volunteer me.” “Y-Y-Your Love?!” Pinkie exclaimed, looking between them rapidly. “Oh no! No no no no no no no! I will not let you two destroy our group friendship dynamic with a romantic excursion!” “You care that much about the group dynamic?” Rarity recoiled. “You know how to use excursion in a sentence?” Twilight exclaimed unheeded. “If you two are dating, that means you both a favorite among the group. If you two have a favorite, you’ll spend less time with the rest of us. If you spend less time with the rest of us, I’ll feel left out and sad. If I feel left out and sad, I’ll binge eat again. Do you two want me to weigh 190 pounds again?!” Pinkie screamed, levitating all the while as she was prone to do. “Eww, no more leg warmers. No more leg warmers,” Rarity cringed, thoughts of lime green stretchy wear forefront in her mind. “Oh, how about if Twilight and I find you over eating again, we’ll kill you?” “Second!” Twilight smiled. “What?!” Pinkie recoiled. “You would never… Would you?” “Well I don’t want to eliminate one third of our regime like that, but if it’s what it takes,” Rarity sighed. “Hey, what about my minions?” Twilight argued. “They’re cannon fodder, love. They don’t count.” “...Fair enough.” “Oh my gosh, you two are evil…” Pinkie muttered at last. “I thought you were just playing a game of some kind, but- but you’re for realsies, aren't you?” “Yep. We ravaged Fillydelphia last night,” Twilight smiled. “And each other,” Rarity joked to a blush from Twilight. “... I made a Pinkie promise, so I’ll stick by it, no matter what,” Pinkie frowned till one bright thought entered her mind. “Wait! Twilight had snu-snu?!” “Snu-snu?” Twilight recoiled. “Yes she did, Pinkie,” Rarity smiled as she watched her confused lover and tyrant frown. “Is that what we were doing with the-” Twilight began til Rarity closed her mouth magically. “Twilight! A lady would never kiss and tell!” Rarity exclaimed. “But you were teasing her about it,” Pinkie noted. “Yes, but I am allowed. I’m her mistress, you see,” Rarity smiled. “Excuse me! I’m the all powerful immortal!” “Sit down, Twilight.” “Yes Mistress. Wait, what?” “Oh my gosh,” Pinkie muttered. “I’m so happy for you, Twilight!” The pink mare punctuated with a rib crushing hug. “I’m gonna go throw together a congrats Twilight-and-Rarity-on-your-new-relationship party!” The pink machine of a mare declared as she bolted from the studio. “Wait? Wasn’t she upset about the evil deeds?” Twilight finally asked. “Don’t question it. It’s working,” Rarity retorted. “Good plan… Hey, we’re all alone aga-” Twilight began till the sound of the sink turning on rang out. “Spike, get out!” Both mares screamed. “Oh that dragon probably ate all my gems again!” Rarity whined as they heard the boy grumble and storm into the room. “So you got Pinkie and Rainbow. What about AJ and Fluttershy? It’s only a matter of time till they figure it out that you’re back in town too,” Spike snorted. “If you want the public face of the heroines of Equestria, of the elements, being used for you, you had better round them all up so the Princess can’t use them to split the nation against you!” “... When did you get so tactically proficient?” Rarity asked slowly. “Rarity, who among us always wins at Risk?” “Damn my favor of Equestria…” “Hmm, Fluttershy will give us a day to recharge thinking we just got back, but Applejack is a serious concern,” Twilight conceded. “I don’t think we can turn her as easily as the others…” “Hey!” Spike hollered as Twilight basically insulted him. “You’re right, my love. She’s rather stubborn, but humble. Her character is unshakable,” Rarity frowned. “Maybe that could work for us,” Twilight smiled. “Let’s go pay her a visit.” “Looking as we do? We’ll draw the guard right to us!” Rarity pleaded. “Hmm, oh I know! An illusion spell!” Twilight smiled as she charged her horn. “Let’s make you look like old Rarity.” “I happen to like the New Rarity better,” The mare of deceit chuckled as she let the magic wrap around her. “Me too, but this is just for going out on the town.” “Twilight, everypony is staring!” Rarity chided as the pair trotted over to the apple farm. “I couldn’t make you look shorter, alright?” “I look like I had a 2 foot growth spurt!” “Well, technically you did…” “You’re not helping.” Rarity snorted. “Oh whatever,” Twilight giggled. “Just remember, Applejack’s family is rather… offput, we’ll say, by fillyfoolers. If we want to convince her to join us, we need to appear strictly platonic. “If you say so, Twilight.” Rarity nodded. “It’s five minutes. How hard can it be to act like these loveless husks of pony for five minutes?” As the pair strode onto the beautiful Sweet Apple Acres, their resolve set in steel, that question would be put to the test. Instantly the mares found their target, the ever dedicated Applejack. “Sweet Mother of Celestia, look at y’all now!” Applejack gasped as she laid eyes on the pair. “Them magics sure did you two a world of good! Yer both taller! Ah have to admit, ya look so much more refined with eyeliner, Twi.” “Oh, thank you.” Twilight smiled. “And just look at you, Rares. Them boys may have been evil, but you sure filled out nicely.” “Why thank you, Applejack deary!” Rarity smiled. Before letting the complements go completely to their heads, Twilight made her move. “Applejack, we need you to help us out with an important task.” “Well shoot girls, name it,” Applejack frowned as she became serious. “I’m afraid this is a bad place for it, dear. How about inside?” Rarity asked as she looked around, almost scanning for trouble. Once in the Apple Family barn, Applejack had a bad feeling. She was sure they had been followed. What else could make these two so nervous. But now was not the time for speculation, it was a time for answers. “Applejack darling, we have changed, much more than physically too,” Rarity frowned. “What’s going on?” “When I used an ancient magic to free Rarity from the Nightmare Moon’s control, Celestia became angry,” Twilight muttered in defeat. “She is scared of this power I discovered. She’s- She’s- Oh I can’t say it Rarity!” “There there, darling,” Rarity muttered as she hugged the mare close. “Celestia decided to name us as enemies of Equestria for this knowledge.” “She did what?” Applejack balked. “Yes. She even went so far as to blame some random attack on Fillydelphia last night on us. I’ve done my best to keep that much out of the news here, but it won’t be long till her agents get the word out, even if it is a complete shamble.” Twilight managed through ragged breaths. Her acting was improving. “Why is she trying to frame ya?” Applejack stammered. “Because our power could very well make her obsolete. She’s a tyrant,” Rarity cried. “How can Ah trust ya? Celestia has never led us wrong before,” Applejack snorted. “Lemmings never know they’re being lead to a cliff till it’s too late,” Twilight sniffed. “AJ, could we lie to you? You’re like our best friend.” “Naw, y’all would never lie to me,” Applejack nodded. “How can I help?” “We’ve started a movement, a new regime to challenge Celestia’s decayed old model of government. Join us Applejack!” Rarity pleaded. “O’ course! Anything to save Equestria!” Applejack frowned. “Thanks,” Twilight smiled as Rarity began to nuzzle her, making the mare freeze. “Damn it, Rarity. You couldn’t do it for five minutes?” “I’m sorry, Twilight. I know you wanted to keep this between us, but I just… couldn’t help myself.” Rarity blushed as Applejack began to snicker, throwing off the unicorn lovers. “And what, pray tell, is so damned funny?” “It’s great y’all are something special now. Ah’m happy fer ya, really. But y’all are actin as though that’s somethin to be ashamed of.” Applejack stated in her perfect honesty. “Ah don’t see why love is anything to be embarrassed about. If y’all are happy, Ah’m happy. No need to be bashful around me!” “I thought your family hated fillyfoolers though?” Twilight asked the orange mare. “Eh, that’s them. Ah don’t see the harm in just being who yer supposed to be. Live and let live, ya know?” “Thank you, dear,” Rarity smiled. “Oh how I wish Celestia was a kind and forgiving as you!” “Wait, Ah thought she was mad about the magic stuff?” Applejack questioned. “She is… It’s an ancient love magic we found that could topple her empire,” Twilight lied, cursing Rarity for saying anything. “How could love topple an empire?” “Love can move mountains, Applejack! It can turn back the sands of time! Never question the power of love!” Rarity demanded. “Okay, okay, sorry!” Applejack muttered. “So how did love magic make y’all taller?” “It unlocked our true powers,” Twilight smiled as she dropped the illusion on her lover. “Behold, Rarity’s true form!” “What the buck!?” Applejack screamed as she fell over backwards. “Ya look all evil, Rares!” “No my dear. Celestia has hidden the truth from us for too long. The power of the Nightmare Moon was pure! She wanted ponies to embrace the sweet night, where dreams ruled the land. Where there was no suffering!” Rarity lied. “We are reclaiming the power now.” “Think about it AJ, every threat to Equestria has been banished, right?” “Yeah…” “It’s because they all sought to bring forward the truth. Well, besides Chrysalis. She was looking to feed her people…” Twilight conceded. “But Sombra was not evil. He sought to stop the weaponization of the Crystal Empire, and he was killed. Nightmare Moon wanted to erase all pain and suffering, and she was banished. Discord wanted to bring order like the god he is, and he was turned insane, then to stone because she cannot kill another immortal.” “So y’all are sayin that Celestia has secretly controlled Equestria for over a thousand years after knocking off all of her opposition?” Applejack muttered. “That can’t be right. Celestia would never…” “I’m so sorry Applejack. But it's all true,” Rarity lied. “And we are here to right this wrong.” “Ah’m in. Ah wanna right all that’s wrong!” Applejack snorted. “Thank you, darling,” Rarity smiled kindly as Twilight reformed her image, “We’ll be seeing you soon.” “Yeah,” Applejack nodded as the two slipped out of her barn again, letting the mare sigh. “Just how stupid do they think Ah am? Ah’ll stop ya two no matter what. As soon as y’all drop yer guard…” That night, two evil mares slipped silently into their last target’s home while she slumbered peacefully. This was it. They would soon have the last Element of Harmony under their control! It was now or never! “Twilight, I can’t do it,” Rarity eventually whispered after ten minutes of trying to invade Fluttershy’s dream. “I can’t figure it out.” “What?” Twilight snorted as quietly as she could. “Oh forget it, plan B.” Twilight sighed as she sat down on Fluttershy’s bed, waking the poor mare. “Twilight?! Why are you here? Are you wearing eyeliner?” “Hey Fluttershy, calm down. This is just a dream,” Twilight smiled. “How can my dream tell me its a dream?” “You’ve been spending too much time with Pinkie lately,” Twilight nodded sagely. “Oh, I knew it!” “Rarity! You’re here!” Twilight smiled, faking the mare just appearing. “Hello dear.” Rarity smiled awkwardly while she tried to figure out Twilight’s plan. “Hello Rari-” Fluttershy began til she laid eyes on the mare. “Oh no… I’m having a nightmare…” “No my dear. We’re here to protect you,” Rarity lied, seeing what Twilight was doing at last. “We know how badly you want to fit in. How badly you want to be secure under the wing of True Leadership.” “I do?” “Oh yes. You’re sick of being left alone. But not in the Nightmare Regime. We come to offer you peace, security, love.” Rarity smiled. “Security? Love? H-How? You two look evil…” Fluttershy squeaked out in fear. “Evil? Does Power always look evil? Or does it just look new?” Twilight gently asked. “Power?” “We have true power, Fluttershy. Come join us, and we will protect you from all you fear,” Rarity smiled lovingly, a smile that could sell coal as diamonds. The butter colored mare turned slowly to Twilight and took in all she was seeing. The eyeliner was bold, but confident. Her height was welcoming, comforting. She looked so strong now, so regal. “I will!” “Good,” Twilight smiled as she levitated over a book and bashed Fluttershy on the head, knocking her out cold again. “What was that for?” Rarity stammered. “The ruse is useless if she figures out it wasn’t a dream,” Twilight chided. “Besides, now we can go back home and enjoy each others… company, if you will?” “Oh, I do love the sound of that,” Rarity smiled. “I’ll get the massage oils.” “You kinky mare,” Twilight giggled as she and Rarity departed, leaving the soft spoken mare in her bed, but now with new information bouncing around her ears. Twilight’s kinky? Rarity’s saucy? They want to protect me? No I want them to protect me. I want them to dominate me with that power from my dream... Oh my gosh! “I’m falling for Twilight and Rarity!” Fluttershy screamed as she bolted awake, then fell back to her bed giggling like a school filly. Chapter 3: Come Together, Right Now, and Conquer Me!Chapter 3: Come Together, Right now, And Conquer Me! The next day saw a trickle of friends and family pouring into the boutique as Twilight and Rarity smiled, feeling quite accomplished in their evil deeds for the night. Twilight stood front and center as she drew breath to address them all. A second before she would be knocked over by that blur of mare. “Damn it Pinkie!” Twilight swore. “It wasn’t me…” “Then…?” Twilight questioned as she looked down, meeting eyes with their soft spoken, but not soft landing friend. “H-Hi Twilight!” Fluttershy smiled, nuzzling the dark mare’s chest. “Fluttershy, what do you think you’re doing, you foal?” Rarity hissed as the entirety of the Nightmare Regime sat around dumbfounded. “Rarity!” Fluttershy squeaked, moving over to kiss her hooves and nuzzle her legs. “You two look just like you did in my dreams last night! I knew you would! I knew it!” Rarity met eyes with her lover as she let the message pass between them. ‘Your plan has had a bit of a set back.’ ‘How was I to know Fluttershy would develop a crush on us?’ ‘Fix it! Now!’ “M-mistress?” Fluttershy squeaked after Rarity failed to answer. “Fluttershy, I appreciate your dedication to the regime, but get off my leg.” Rarity growled. If Fluttershy even registered the anger in her friends voice was unknown, but Fluttershy did as told, and happily sat next to the mare with the largest smile of all present. Considering Pinkie was in the room, that was saying quite a lot actually. “Ahem,” Twilight greeted as she commanded all attention, “Tonight we’re going to hit a new target. We need a show of force, so we’re going after the city of Detrot.” “Detrot?” Applejack snorted. “What did we do to you?” “Applejack darling, do kindly shut up.” Rarity hissed. “Please? It’s rude to interrupt.” Fluttershy nodded. “Detrot,” Twilight continued with a glare at the three parties responsible, “Is a large hub. They make all of the Equestrian owned Airships there, making it a key military point of attack!” “Won’t that mean lots of guards?” Rainbow inquired. “Normally, but we have a secret weapon.” Rarity smiled as she shifted her gaze to Pinkie Pie. “Darling, please be a dear, and throw those hard working ponies a party of Pinkie Pie proportions tonight.” “A take over by party?” Pinkie questioned. “I’m sold, this regime rocks.” “So what are the rest of us going to do?” Applejack asked as Pinkie began muttering about how to best pull off this feat. “Why, destroy Detrot, of course.” Twilight giggled. “Twilight, use an evil laugh, not a bucking giggle. You sound like a school filly.” Spike groaned as he put his head in his claws. “But I like my giggle…” “Our evil overlord, y’all…” “News out of Detrot today, everypony…” The radio squaked the next morning as two mares sat in bed listening to the recap. “Turn it off, Twilight.” Rarity whined. “How? How could we do that? To Detrot of all places!” Twilight moaned. “I didn’t even think something like that was equinally possible!” “The city has long been plagued by violence and drugs, mobsters and gangs,” The radio continued. “I can’t bear to relive those memories.” Rarity anguished, throwing her face into Twilight’s chest. “The horror!” “But not anymore! Somehow, overnight, the city has been turned around. No more is the joke ‘We’re not Detrot.’ Now that saying is one of shame.” Last night: Detrot Cries pierced the air as the seven strode down the street. Cries always pierced the air of Detrot, but soon there would be new reason. No pony knew what was coming for them, not yet. “Pinkie, you know your mission.” Twilight commanded. “Yepperoni! I’m gonna go make some new friends!” Pinkie sang as she bounced away toward the guard camp. “We’ll leave her out of the history book, correct?” Rarity asked as she watched the pink mare frolic away. “Agreed.” Twilight nodded. “You all are the ground assault team. Start causing as much trouble as you can!” “Um… okay…” Applejack offered with a definite lack of enthusiasm. “We’ll rob a liquor store, ‘er something…” “Uncreative, but sufficient.” Rarity fussed. “Twilight and I shall destroy the airship factories, while Spike shall go to the tallest building and fly the Regime flag I made!” Rarity squeaked with glee as she magically pulled the flag out of her pack. The Mare in the Moon shone brightly against the dark background of dusk purples and blacks. Spike was unconvinced. “And when somepony takes it back down to put up the regular flag again, then what?” “Kill them.” Twilight ordered as she handed a knife over to the drake. “Umm… This is a butter knife…” “Well it’s not like I have a great collection to work with here or anything.” Twilight sassed back. “I only just became evil three days ago!” “Can we get to work?” Rainbow interrupted. “I hate to be in Detrot longer than I have to.” “Yes, get to work, Nightmare Regime!” Rarity cried out as she and Twilight took to the air. “How can Rarity fly now, anyways?” Applejack asked as she, Rainbow, Spike, and Fluttershy watched the pair take off. “Smoke form. She’s less dense than the air around her like that.” Rainbow dismissed to a puzzled look from the three remaining friends. “What? I’m a weather mare. I know a lot about aerodynamics, particulate density, thermodynamics, and slipstream/ jetstream movements.” “Oh…” The three nodded. “Well, I got a flag to plant, I guess.” Spike huffed. “See y’all later.” “I had better go do something too, girls,” Fluttershy smiled. “For the Regime.” “Knock yerself out, Shy.” Applejack shrugged. But there was one problem, the definite lack of the soft spoken friend’s retreat. “Um… I’m really bad at this sort of thing girls… What should I even do?” “Well, obviously you should break something.” Rainbow scoffed. “But what if somepony really liked what I decided to break?” Fluttershy cowered. “They might get angry. Or be really sad…” Two friends fell to the ground as all plans, no matter how pointless, were put on hold as they decided to just help Fluttershy. “Now!” Twilight growled as she spread her wings high above the city of factories and smoke stacks.. “We shall- achoo!” “Bless you, love.” Rarity giggled. “Shall we exclude that as well?” “Oh my, the smog up here is unbearable!” Twilight groaned. “How are you unaffected?” “I’m in a smoky form, my love.” Rarity replied with a roll of the eyes. “Honestly.” “That doesn’t answer my question…” Twilight muttered angrily. “Forget it. I am not reigning over this city with this- this disgusting cloud over my town!” “What are you planning?” Rarity asked. “First, we clear the air!” Twilight bellowed as she charged her horn, letting the smoke and smog and pollution wrap around her horn and disappear entirely. “You seem to forget that we’re here to rule this city, not clean it!” Rarity hissed. “I have not forgotten! I just don’t want us to be breathing this crap! It takes years off your life!” Twilight snapped back. “You’re immortal.” Rarity snorted. “But you, my love, are not.” Twilight smiled as Rarity gasped. “I wouldn’t want our new city to make you sick, honey.” “Oh Twilight. That’s the most romantic thing I’ve ever heard.” Rarity fawned. “I love you, Twilight.” “I love you too, Rarity. Now, let’s- whoa!” Twilight stumbled as she lost altitude. “I guess I used too much magic…” “I would imagine,” Rarity chuckled. “Let’s go down and do this up close and personal.” “It’s a date!” Twilight giggled as she glided down with Rarity. With a pop and a shower of paper detritus, a Pink blur injected itself into the main formation of the Detrot guard camp, wearing a huge smile and a top hat, for reasons unknown. “Hiya everypony! I’m Pinkie Pie! And I’m here to throw you all a Par-Tay!” Pinkie announced to the crowd. But instead of cheers, there was only silence. Silence, till one mare spoke up. “Oh thank Celestia, I thought the agency was only going to send me in tonight.” The white pegasi smiled as she came up next to Pinkie Pie. “I’m Surprise. And these guys are tough. It’s like they don’t want to even party!” “Who are- Don’t Want To Party?!” Pinkie began, seconds before she snapped to it. “Oh honey, we’ll get them to party, or my name isn’t Pinkamena Diane Pie!” “Awesome!” Surprise smiled. “That guy there just got dumped, so make it special. For poor Brian there.” Pinkie’s eyes shone with new resolve some would say after the fact. “This is everything I have ever lived for. Hey everypony, who wants to dance!?” The pink mare sang as she bounced into the crowd in what would become the first documented case of infectious energy ever witnessed in Detrot. “Just tip poorly then!” Rainbow yelled as she pitched another idea. “But food service ponies rely on those tips…” Fluttershy whispered. “I wouldn’t want them to be late on their bills just because of me…” “Argh!” Across town, one dragon took upon his daring mission now with great resolve. His claws ached as he pulled himself up the scaffolding, trying with all his might to not look down. No, he had come too far to let a silly thing like fear stop him now. He was close. So close. His fingers reached for the pole, the cold metal biting him as he grabbed hold. There was no rope, but that was alright. The flag would just be fashioned to the tower as it were. A quick knot, and his mission was done. Spike had succeeded. With a sigh, the drake felt his tired hands slip. Despite his desperate claws for grip, the drake began to tumble out of his tower now, falling, fa- “Ouff!” Spike grunted as he hit the ground, looking up through the jungle gym to the flag a mere 5 feet above him. With a pant as the dragon regained his breath, Spike chuckled. “I… I did it. I accompli-” A voice pierced the dark depths of the draconic mind though, calling to him. Spike, someplace important. “Really Twi? Telepathy now?” Spike groaned. “Fine. I’ll try again.” “Maybe I could just be loud? A lot of ponies are asleep, and waking them up would be evil?” Fluttershy suggested. “You know what, sure. Go for it, Shy!” Rainbow smiled, till she felt the vibrations. It felt like an earthquake rolling in, but something was wrong. Everything was getting louder? “Par-Tay!” Pinkie and the unknown white mare screamed from atop what could only be called a tidal wave of partying ponies as it roared through the intersection, spilling punch and confetti everywhere, and leaving all who saw them to run after, joining in the random celebration. After all, it looked like a lot of fun. “Oh shoot, Pinkie stole my idea…” Fluttershy pouted as Dash and Applejack turned back to her. “That’s just so rude, stealing somepony’s idea!” “Buck it, let’s go get a cider.” Rainbow sighed in defeat. “Second.” Applejack nodded. “Okay,” Fluttershy pouted, still hurt. But maybe alcohol could spark a few ideas for her. She knew it wouldn’t, but she could just stop hoping now, could she? Two mares bucked down the large oaken doors as they strut into the office, looking around with smiles laced with malicious intent. Soon, this would all be rubble and their historic reign over this pathetic nation would be claimed. “I can’t wait to see the pony’s faces as we level the very life blood of the city.” Rarity chuckled. “Agreed. It will be oh so sweet,” Twilight giggled, till her eyes lingered on the reception desk. Specifically, the catalogue. “So we should start with the fuel supply inside the factory, then- Twilight?” “Real walnut inlays in the dash.” Twilight muttered as she flipped through the pages of airships. “And tempurpedic beds? Oh that sounds lovely…” “Twilight?” Rarity sassed. “Hmm?” The bookish villain asked as she peeled her eyes up and away from the print. “We are not here to buy a damned Airship! We can both fly!” Rarity nearly screamed. “Besides, I might have overdrafted the account back in Fillydelphia…” “Why were you using the- Wait, when did you even set up a joint account?” “You were studying business models if I recall,” Rarity sheepishly smiled. “You really have that much faith in our relationship?” Twilight cooed. “Awe baby. I love you!” “I love you too Twilight, but we’re getting distracted.” Rarity reminded politely. “Okay, but first, come look at this? They call it the Mile High Special.” Twilight smiled. “It sounds divine.” “Darling…” Rarity groaned as she walked over, letting her eyes dance to the page. “We don’t… is that a hot tub?” “Jacuzzi,” Twilight smiled. “With 16 massage jets and 18 scented oils for the water.” “Oh my, that does sound divine…” Rarity gasped. “And look at that four poster bed!” “Can we?” Twilight giggled as she bounced. “Darling, something like this is… it’s just…” Rarity fought to find the words. “The Regime needs this! How could we not get one?” “Yay!” Claws grappled with the foe as the noble knight of a very unnoble cause fought to complete his mission. But this villainous scourge was not relenting, and the drake was soon to be pushed past his limits as he struggled for honor. “Let go, you mutt!” Spike whined as the pup held onto the flag stoutly, flinging it’s adorable head from side to side as it played tug of war. “Please! It’s my mission to fly the flag!” “Grr, arf!” The pup managed with the fabric in it’s maw. “Quit it!” Spike pleaded. “I will not hit a puppy, I will not hit a puppy!” Spike, status report! The persistent voice of perfection rang out in the poor drake’s mind. “I’ve, um…. encountered some resistance!” Spike grunted as he felt the flag begin to tear. No, Spike! Are you okay? Do you need my help? Twilight panicked. “You- You still care about me?” Spike awed as he let the flag slip from his grasp. Of course I do. Twilight mentally assured the young dragon. I still need you for back up plans B through F54! “How many of those do I die in?” Spike asked, deadpan. Er… “All of them?!” No! Of course not! I don’t want you to get hurt, ever. I still love you little brother… That said, all those plans hinge on us pinning the crimes on you and bailing. “Twilight, I take it all back. You are pretty evil.” Spike huffed. Hey, I let you escape in plan A. Be grateful! “I feel so much better now, thanks.” Good! Twilight sang as Spike could clearly picture her smile forming. Glad I could cheer you up! The factories had never been the colt’s specialty. He had never really like being there to be honest, but that was what he got for being the best sales pony ever. Too sell fleets, and oversee production. But alas, somepony had to. Though in truth, he would soon be back to some dealership. Equestrian Airliners newest model, The Mile High Special, was a complete disaster. The company had sunk everything into the one they had right now, and if they could get rid of it, would watch as it pulled their entire company under with it. But that was no easy feat. No pony who wanted one could afford it, and those that could didn’t want the damned thing. It was a glorified- “Ah, there you are, Monsieur!” A voice called out. The voice that had called him out of bed and to the damned factory at two am. “Hello?” The colt hazarded. “My lady and I would like to purchase an airliner.” The mysterious voice replied. “I’m sorry, but business hours are from-” “This one, the Mile High Special!” A second voice rang out, full of glee. “- Now till you soar off with your new ship, ladies!” The colt smiled, perking up. Today, I eat! “Hurray!” The two voices cheered. “Tell me, does it have a mini bar?” One voice asked, the one the sales pony would later learn as Rarity. “Ye-” “Because we can pay extra if we need too.” The second, a Miss Twilight, added. “Hmm, I don’t know…” The colt smiled. “I’ll see what I can work out for you girls!” “Yay!” Present: “Ugh!” Twilight grunted as she threw her pillow at the radio. “We saved that damn company from going under? Of all the lousy luck…” “We didn’t even haggle on the interest rate…” Rarity groaned. “Ten percent. Ten! What were we thinking?” The radio continued it’s track about the turn about, and every second it made the pair of evil mares snarl. “A random party incited at the guard camp soon overtook the city, leaving everypony happy and in just fantastic spirits. “That’s right, Tom. Physiologists are talking about how all the city needed was a good pick me up. But it also helped boost the economy when four thousand jobless ponies were employed overnight to aid in cleanup efforts and to plan a similar City Party Palooza for next month, turning these good times into a regular staple of Detrot!” The pair would have stayed in bed all day, lamenting over their failures, if it had not been for the knock on the door hailing their attention. Their visitor? A very cranky Rainbow Dash. “I don’t know, I don’t wanna know. I’m nursing a hangover right now. But somehow, we saved Detrot, improved the city, and I’m not sure, but we might have left Pinkie in Detrot.” The cyan mare grumbled to the pair. “Shoot, I knew we forgot something…” Twilight muttered. “Yeah, yeah, whatever.” Rainbow growled. “Just get this giant air yacht out of my bucking yard! Do you have any idea how long it took to cloudscape this place? Do you?!” “We had to park it somewhere,” Rarity dismissed. “Here, how about if we let you use the jacuzzi today? A way to refresh and recharge!” “You took out one of my walls parking this thing!” Rainbow scoffed. Twilight and Rarity huddled together for a second before turning back to the homeowner they had wronged. “Two days and you can invite Fluttershy.” Rarity counter offered. “No deal.” Rainbow snorted. “Three days, Shy and Aj welcome.” Twilight ventured. “Getting better…” Rainbow grumbled. “And you may feel free to use the mini bar to your hearts content over those days.” Rarity added. “Sold to the tyrant with smoky powers!” Rainbow smiled. “Pleasure talking to ya!” “So where are we all goin again?” The young filly with the red bow asked as she wandered about with her friends. “I think my sister’s back in town now.” Sweetie Belle sang as she bounced with joy. “Her place has been used recently!” “How do you know that?” Scootaloo asked as they rounded the corner to the Carousel Boutique. “Button and I were using it for a lan hotspot.” Sweetie reply as if it was obvious. “But now I have my sister-” The filly paused as she heard voices inside, one clearly her sister’s. “She’s here! Rarity!” The small unicorn shouted, bursting into the house and making the now five inhabitants scream. “Nightmare Moon!” Three fillies cried. “It’s not what it looks like! We were wrestling!” The others cried out. Today was set to be a long day. “Why do you look so different sis?” Sweetie Belle asked slowly after everything was settled. Or at least locked in the house so to prevent escape… It was hard to tell for the fillies right now. “I’ve, um… Twilight?” “Rarity discovered some new powers, girls. It’s made her into a new mare.” Twilight smiled as she explained. “Wait, that’s what happens during puberty?” Scootaloo asked. “Awe yeah!” “No, that’s not it!” Twilight snapped. “It’s the magic of the Nightmare Moon! Now it belongs to Rarity!” “So you are Nightmare Moon…” Apple Bloom hazarded. “No deary. I am Nightmare Rarity now.” Rarity said as softly as she could. “We are now the heads of the Nightmare Regime. We will… We are the new ruling class to Equestria, dear.” “Why?” Sweetie Belle asked slowly. “Because we have the power.” Twilight smiled. “I know it’s hard to understand, but we want to rule Equestria. Please, will you-” “Twilight, a word.” Rarity hissed as she wheeled her lover around to talk more privately. “We are not going to recruit my sister!” “Why not? We recruited Spike, and he’s like a brother to me!” “Spike is a dragon! Sweetie Belle is just a sweet little filly that wrecks everything.” “Now that’s just being mean.” Twilight snorted. “They don’t have to be cabinet members. They just need to run around, flying our colors. Use them to recruit others.” “Really darling? Fly our colors? Just how long did you spend in Detrot?” “Oh stop it.” Twilight played. “Are you ‘In tha hood, G?’” Rarity asked as she tickled Twilight a little. “Stop!” Twilight snorted with laughter. “Um… I need an adult…” Sweetie Belle said slowly. “Technically, they are adults…” Apple Bloom pointed out. “Ew. They’re acting like those high schoolers in Canterlot on that field trip!” Scootaloo wretched. “If we agree to join y’all, will ya stop?” Apple Bloom pleaded. The pleas succeeded in tearing the two love birds from their flights of fancy. “Sorry! Ahem, yes. Welcome to the Nightmare Regime!” Twilight smiled as she spread her wings out far. “Tell your friends! We will bring a new age to Equestria with children like you. Remember, our future is in you.” “... Right…” Scootaloo nodded as the three foals back away slowly. “We got um… Homework!” “Yeah, loads!” Sweetie Belle smiled. “We do?” Apple Bloom asked till Sweetie’s elbow met her ribs. “Ow! Ah mean, Yeah, we do! Gotta go, school calls!” “Homework? Well, get to it! Do well! Study hard!” Twilight called after the retreating fillies as they galloped away from the shop. “We’re all alone now, Twilight.” Rarity smiled. “We could-” “Where are Twilight and Rarity?!” The pair heard float through the open door. “Oh, Pinkie’s back…” Twilight muttered. “Hide. I think I broke a Pinkie Promise about giving her a ride back!” “Luna, I have an idea!” Celestia announced as s he barged into her sister’s room, making the nightly goddess look up from some rather extensive paperwork. “Shining Armor.” “Hmm, it would look good on you sis, but I don’t care for the heroine look myself.” “What? No! Prince Shining Armor, Twilight’s brother!” Celestia raged at her playful sister’s joke. “Sorry… I-” “It’s alright Tia. I am just enjoying the good news from last night is all.” Luna smiled, tossing over a military report about the late night block party in Detrot that had turned the city around. “Too think, we owe the salvation of the city to the party planning agency sending two mares instead of just the one for the ESO show last night.” “Yes. After the week we’ve had, some good news is quite appreciated. And what better news than the safety and joy of over a million citizens.” Celestia sighed happily, till her eyes danced over the accompanying photographs in proper, stopping her cold. “Lulu, what’s that?” “What is what?” Luna asked as she followed her sister’s hoof to look at a small piece of trash found during the clean up, a tattered and torn flag that definitely held… “The Mare in the Moon…” “Nightmare Rarity…” Celestia whispered. “They where there.” “You don’t think they were responsible, do you?” Luna asked in a hushed tone, but Celestia’s eyes told all. "For those two to have pulled this off, they would have to have converted their closest friends to darkness as well..." “Twilight is brilliant. Of course she would realize a brute force attack was foolish against Detrot, so she decided to subvert the city. By being their savior, she has set herself up to lead the city against us, all through a con…” “...Or, I’m just noting, the city was so far gone into it’s own despair, it had no where else to go but up?” Luna offered. “They have not made any appearances. No show of force. Nothing.” “No, we are counting this as the spread of their evil.” “What had those Fillydelphia ponies called it?” Luna asked quietly. “The Nightmare Regime?” “We won’t let them hurt another pony Luna, so help us Mother. Send word to the Crystal Empire, I want Shining Armor on the next train to Ponyville.” “Why Ponyville?” “There just might be a clue there, Lulu. It’s a slim chance, but it's the best we’ve got…” Chapter 4: This was a... Triumph?Chapter 4: This Was a… Triumph? “I want to go with you!” A desperate voice called out. A little more desperate than it’s normally glorious cadence, compared almost unjustly to that of a songbird, but not without reason. Despite all they had seen and faced, this was not just dangerous, it was reckless. Her husband was almost actively trying to commit the single stupidest action of his life, purposely getting close to the new Nightmare Moon, and the even greater threat, a corrupted Princess of Magic. “Cadence, this is my sister. If what Princess Celestia says is true, she may be lost to us already. I want you here to protect our kingdom and our subjects- No, our friends, from her evil.” Shining Armor replied with sage like wisdom, rather out of sorts for the colt. “I don’t like it though!” Cadence whined. “If Twilight really has turned, she might not pause. She might just attack you on sight! I don’t want you to get hurt, or have too…” “I’m just going to see what I can find.” Shining chuckled. “She would be insane to actually still be in Ponyville.” “And what about Rarity?” Cadence asked as she grabbed her husbands bags magically and pulled them away from the train. “She was forced into becoming the new Nightmare Moon. And I know for a fact that she and Twilight have been acting together. Who knows how stable she is…” “Well, I’ll just have to cross that bridge when I come to it.” Shining sighed. “My question is how long will I have before they catch on that I’m tracking them now?” “Just be safe, okay?” “Always.” Shining smiled as he kissed his wife goodbye. Ponyville. Never before had Shining been to such a peaceful little town, and the city colt had to admit he rather liked it. No towers, no angry pedestrians. Loads of happy, carefree foals around. “I’ve been watching too many movies.” Shining chuckled as he trotted out calmly into town. But the colt was on a mission. He must remain vigilant, lest he tip off the mares he was their stealthy predator, silently stalking them to their- “Shining!” The excited voice of Twilight called out as Shining Armor froze solid. The mares running at him, as if to only insult his tracking skills, were a taller looking Twilight and Rarity, but not much else had changed about them. “Twily!” Shining smiled, running to his sister as he hugged her fiercely. Celestia must be trolling again. Ah, am I ever going to learn? “What brings you to Ponyville?” Twilight asked at long last. “Oh, Princess Celestia just played a little joke on me is all.” Shining laughed. “I guess she thought I don’t visit enough.” “The Princess sent you?” Rarity asked sharply, looking to Twilight with what could only be called an evil look. “I do believe she is fighting dirty now, my love.” “It would appear so, babe.” Twilight nodded. “Are you two having some sort of contest with- Wait! Love?! Babe?!” Shining snapped. “No way my baby sister is dating! Alicorn Princess or not!” “Oh darling, he’s upset.” Rarity chided playfully. “Here, I have just the thing for that…” The white mare smiled as she dug around her saddle bag. “Shining,” Twilight chuckled. “I’m old enough to date. Please, can’t you see me as the tyrant that I’m becoming over the filly of yesteryear?” “No! You will always be- Wait, tyrant?” Shining asked as Rarity gasped. “You didn’t- Twilight?” “Found it!” Rarity sang as she pulled a new frying pan out of her bags and whacked Shining painfully over the head. “Wow.” Spike nodded when he saw the stallion in the basement. “You two actually took him out?” “What’s that supposed to mean?” Rarity asked as she dissipated the image spell. “Um…” Spike froze, and thoughts of frying pans came dangerously close to mind for the drake. “He’s… um- a trained Captain of the Guard, skilled in hoof to hoof combat. I’m impressed you two were willing to resort to that sort of fighting to take him down is all…” “Oh.” Rarity blushed. “I thought you were insulting us. I’m sorry Spikey-Wikey.” “Yeah, I would never do that.” Spike nodded sarcastically as he came over to the stallion that was beginning to stir. “Sup, Shine Bro?” “Spike?” Shining asked as the fog cleared from his head. “Ugh... What’s up, Scaly Dude?” “Eh, Twi turned all evil.” Spike nodded. “Bummer.” “Way. So welcome to the Nightmare Regime’s brig, also known as Twilight’s basement.” Spike nodded to a snort from Rarity. “Spike, don’t tell him where he is!” “Where’s Twi?” Shining groaned, looking around. “She’s just getting some things ready for your ‘visit,’ darling.” Rarity smiled mirthlessly. “You look different.” Shining finally noticed. “You look old now.” “... I’ll kill you for that.” Rarity snarled as the door up top flew open, letting in the mare of evil herself, Twilight Sparkle. “Okay, so I wrote Cadance a letter saying Shining got in safe, Celestia was just playing some joke on them was all. I don’t know if it will keep her away long, but it will buy us some time.” Twilight sighed as she came down the stairs, till her eyes met the defiant orbs of her brother’s gaze. “He’s awake?! Guys, I wanted to be here for that!” “Twilight, how could you?” Shining nearly spat. “Oh hush you.” Twilight huffed. “I haven’t had my daily playtime yet, and you’re not helping matters.” “Playtime? What evil courses through your veins?” Shining roared. “Dude, don’t ask about playtime.” Spike added quickly. “Trust me, you do not want to know.” “Are you two done?” Twilight asked coldly as she glared at the small dragon, making him turn to her slowly. “I want a moment with my brother. Please.” “That wasn’t a question, was it?” Spike asked as Twilight continued to glare. Wow, when did they actually become evil? “You got it, Twi.” “Darling,” Rarity asked kindly as she and Spike reached the stairs. “He called me old. I expect vengeance one hundred fold.” “Anything for you, baby.” Twilight smiled as Shining groaned, pained by her sister's growth in several respects. “So they captured Shining Armor?” Rainbow asked her produce minding friend. “Eeyup. Them two are gettin outta hoof. We gotta put a stop to this before somepony gets hurt.” Applejack nodded. “Trust me, I’m want to help, but they’ll…” Rainbow faltered. “I can’t risk it…” “Ah know. Ah’m workin on it…” Applejack frowned. “Ah think our best bet is to-” The swish of the door paused Applejack as two new figures strode into the room. Nightmare Rarity. And Spike, but mainly the Nightmare. “Girls, I have something to discuss with you.” “What’s up?” Rainbow almost quivered. “Where are Shy and Pinks?” “I can’t trust them with this, seeing as it has to do with Twilight.” Rarity confided, soundproofing the room. “With Twilight?” The two asked as Spike groaned. “I’m almost at Twilight Overload. Can I just go?” The small firebreather asked. “Spike, I need you for this plan.” Rarity hissed. “Twilight cannot be allowed to see what’s coming!” Instantly, both mares smiled brightly. They leaned forward. Had their prayers been answered? “Whatever ya need, we’re yer mares!” Applejack smiled brightly. “Thank you.” Rarity smiled as she stole a steadying breath. “So, what do you think I should do? With Twilight, I mean?” “I’m pretty sure that’s more your line…” Rainbow offered. “I’m not sure about helping with something like that. I mean I still kinda like Twi, we don’t need to…” “What are you blathering about?” Rarity snapped, stalling the mare. “What are you talking about?” Rainbow asked meekly. “Our one week anniversary.” Rarity snorted. “What did you think I meant?” “Ah… AJ?” “Don’t bring me into this.” Applejack laughed. “Y’all are the one who was talking about helping her with ‘that.’” “I hate you.” Rainbow growled while Applejack laughed. “Excuse me, but I recall this being the Nightmare Regime. Not a daycare!” Rarity snapped as the two blushed. “Now, what dress should I wear? Black, or Cherry?” “I’m gonna go check on Shy.” Spike chuckled as he open the door. The pair was graced to just a second of screams from downstairs as Rarity smiled. “Holy hoof grenade…” Applejack muttered. “That’s her own brother…” “Yes.” Rarity sighed. “You would think he would be the first to throw himself at the cause.” “What’s she doing to him…” Rainbow asked slowly as the door blocked out all sound once more. “Noooo!! Please, I beg of you! I’ll do anything!” Shining cried out. “And this is us sharing our first photo booth kiss!” Twilight giggled while she showed him picture after picture of her and Rarity. Each one, their lips upon the others. “Make it stop!” “Oh, this is us on the bow after we bought our new airship…” “Buddha? Zeus? God? One of you guys, help me!” “Whatever it is, the colt is getting off easy.” Rarity huffed as she looked back to the pair of ponies she had for consult. “So, which dress?” “Um… I like them both?” Rainbow offered meekly. “Like them both? What kind of cowardly answer is that?” Rarity snapped, looking at the fast filly. “... Unless, a nice dark red, like say black cherry… Oh my, Rainbow Dash, you do have an eye for fashion after all!” Rarity squealed in joy as she bounced out the door, leaving behind two very confused, very scared mares. “I need a drink, AJ.” “Make it a double.” Applejack nodded as she and Rainbow made a break for the exit, not once looking back despite the horrific screams coming from downstairs. Despite their desire to help, they also desired not being added to whatever personal hell the stallion was enduring. “Mistress Twilight?” The soft call of the friend to animals echoed into the basement. “Over here, Fluttershy.” Twilight replied, her nose in a book and her eye to the microscope. “Hmm, fascinating.” “What are you working on?” Fluttershy asked softly as she set down next to her ruler, a soft smile gracing her lips as she did so. “Nothing, I was just bored.” Twilight sighed as she sat up more proper. “Since my brother over there will not stop crying!” “Twily has a girlfriend.” Shining muttered weakly. “So I’m just observing cellular mitosis.” Twilight finished with a bored sigh. “Ah.” Fluttershy nodded. “So just how long are we going to keep him down here.” “I dunno.” Twilight confessed, shrugging her shoulders. “It only took three minutes to break him…” “Wow. You’re very good at evil, Mistress.” Fluttershy smiled brightly. Twilight wasn’t sure, but she could have sworn she heard a small noise, almost like Fluttershy had said ‘squee’ under her breath. “Right…” Twilight nodded while she pushed Fluttershy to the end of her reach. “So what’s everyone else up too?” “Well, Spike is reading comics. Pinkie is baking some cupcakes. Rainbow Dash went to work, along with Applejack. And Mistress Rarity is making a couple new dresses for something.” “Hmm…” Twilight frowned. “The regime is just ploughing along, eh?” “Oh yes. I have to say, we’re-” “We need to expand.” Twilight muttered, getting to her hooves. “We need to conquer.” “What? But- but I’m horrible at missions!” Fluttershy cowered. “I’m just good at serving you and Mistress Rarity.” With a sigh, Twilight looked down to the small mare, cowering behind her own mane. “No, this will be just me and my beloved. Go, tell my lover that I wish to go out tonight. I must rule it all.” Twilight nodded, looking to the west. “Oh, yes mistress!” Fluttershy smiled. “Where will you invade tonight?” “Tell her I want to invade Trottingham tonight.” Twilight smiled. “Of course!” Fluttershy smiled as she zipped up stairs, leaving Twilight to her planning. But the butter colored mare returned a short minute later, looking almost frightened. “What is it, Fluttershy?” Twilight almost demanded. “She says not tonight. She said…” Fluttershy paused, trying to find the words as fear of upsetting her mistress seethed in her mind. “She said tonight is date night.” “Date night?” Twilight asked, taken aback. But she smiled a second later. “A date night? With my cuddly mare of unspeakable horrors? Aww!” “She’s working on a dress just for this, and has one ready for you too.” Fluttershy nodded happily. “How did she have my measurements?” Twilight asked, thrown off kilter. “She said she’s seen you a lot recently to figure them out.” Fluttershy giggled, punctuating her sentence with a wink for good measure. “Wahhhhhaaaaa!” Shining cried loudly. “Oh shut up!” Twilight snapped at the colt. “Gods, you’re worse now than when I told you I was moving to Ponyville.” “Can I come with, Mistress?” Fluttershy asked, her eyes begging for inclusion. “Um… I…” Twilight stalled, her brothers soft whimpers ringing in her ears. “Ah, I need you to watch over Shining actually. Make sure he doesn’t escape!” “Oh of course, Mistress!” Fluttershy smiled brightly. “Do you want me to get him to stop crying also?” “Please?” Twilight asked, almost a little too fast. “Just enjoy your date. I’ll take care of Shining Armor.” Fluttershy smiled kindly, letting Twilight slip upstairs as Shining cried again at the word ‘date.’ Two mares stepped forth from the library to the welcoming evening, their new dresses flowing with them as if Celestia herself had made them like that. They were dressed to the nines, and ready to- “Nightmare Moon!” A shrill cry interrupted, all eyes quickly turning towards the mares as Twilight figured out they had forgotten Rarity’s image spell. “I think we overlooked an important detail, my love.” Rarity chided under her breath. “Maybe we should have been spending more time getting ready, and less time… well, you know…” Twilight blushed. “Hmm, it was fun, though.” Rarity lamented. “Well, let’s get to it then. I don’t want to be late for dinner after all.” “Agreed.” Twilight laughed as she spread her large wings. Though the world was already shrouded in night, her wings seemed to pull in all light, setting the town into darkness as she took to the skies. “Attention citizens of Ponyville! I, along with Miss Rarity, are your new sovereign. All will bow to the might of the Nightmare Regime!” “We are your lords now! Obey us, or per-” Rarity began, but a rumble from the forest cut her off. “Twilight, what was that?” “I don’t-” Twilight began, but was quickly silenced. A roar like thunder rent the air asunder, as all in it’s wake held their ears for fear of losing their minds to it’s power and ferocity. “Oh, not now. Why did it have to be an Ursa Major?” Twilight frowned. The creature bellowed it’s fierce call as it left the forest, letting it’s ethereal paw strike flat anything it’s path. The creature snarled and roared, letting it’s eyes rest on Twilight at long last as it sat back onto its hind legs, getting ready to strike. “You there!” A voice called out, giving the creature pause as it looked down to the small dot of a pony at it’s paws. “Yes, you. You are ruining my date with that lovely mare up there! We will not tolerate letting you just stomp in here and terrorizing us. Now be gone, or else!” The creature was perplexed. Normally, dinner ran away, not talked back. It decided against the aerial pony as it reached for the loud one, finding it’s courage to be very strong. It did not run at all. Suddenly, pain gripped the creature, from two different sources. One, its claw, the other its ear. “Hey, paws off my Rare Bear!” Twilight shouted as she magically twisted the creatures ear. “You dare try to lay claw on the mare of darkness? Fool, I’ll command you! Be gone!” Rarity spat at the creature, pushing it back with enough power to make it flop over into the treeline again. “If I see you again and I am not riding you into battle, I’ll make a rug out of you big enough to blanket Canterlot!” The Ursa had quite enough now. Stumbling back to its paws, the creature gave one last look at the pair of powerful foes, and hung its head. With a whimper, tail between it’s legs, the ethereal bear retreated into the forest, leaving the pair to their devices once more. “About time.” Twilight huffed, turning back to the town. She opened her mouth to speak, but a cry cut her off. One of jubilation? “Thank you Nightmare Moon! Thank you, Twilight!” The towns ponies all cried, gathering around the mares as they continued to thank them. “We would have been flattened if it hadn’t been for you two!” One pony cried out. “Did we just save another town?” Rarity asked as Twilight landed next to her. “If the others ask, that was planned.” Twilight whispered before stepping forward. “Ponyvillians, hear me. We are the most powerful beings in Equestria. Join our regime, and you will be protected!” “Why should we?” One donkey asked, stepping forward. “I’ve been keeping up on the news, and I know the truth! You two are evil! Why should we turn against Princess Celestia and Princess Luna?” “Because we just beat an Ursa Major.” Rarity replied coldly. “Oh, it’s blackmail.” The donkey nodded in understanding. “Yeah, I can live with that.” “Now, all who oppose us?” Rarity smiled to the crowd. There were a few hesitant faces as towns ponies figured out that they were simply swapping out one blatant evil for another. But at least this one could be benevolent. Slowly, they all bowed, though none was too happy about it. None, but the two at the head of the formation, Twilight and Rarity. Now was the time for a show of force. To conquer. To- -Order diner. “I’ll have a glass of the 72 Château Cheval Blanc, paired with the spinach and romaine salad with carrots and red vinaigrette dressing, please.” Rarity smiled. “Mmm, that sounds heavenly. I’ll have the same.” Twilight smiled, hoofing her menu over to the waiter. Around the pair sat a dumbfounded village, trying it’s absolute best to comprehend how two lovebirds had just conquered their town, and without breaking a sweat. Many had decided not to think about it too hard, or else they might have an aneurysm. “A lovely choice, ladies.” The waiter smiled. “And might I say how honored I am to be serving the new rulers of Ponyville.” “Hmm, flattery will get you far in life.” Rarity giggled before waving off the colt. “Ah, ruling is such hard work, darling. I think I need some time in our new jacuzzi after this.” “Rainbow Dash still has dibs till Monday.” Twilight frowned. “But, I know of this lovely hot springs not far from here.” “My dear, that sounds divine.” Rarity giggled. “But darling, won’t these minions try to call for help if left unsupervised?” “Hmm, you’re right.” Twilight nodded, deep in thought. She waved over a pony, and ordered them to sit for a second. “What’s your name?” “I’m Joe, ma’am.” The pony nodded slowly. “Wait, seriously?” Twilight gawked. “Never mind. Joe, you’re in charge when we leave. No one calls for help, okay? Honor system.” “You’re kidding me, right?” “No. Promise to be well behaved.” Twilight demand, but her style was much more elementary teacher than maniacal dictator. “If we don’t call for help?” The pony asked, showing some level of intelligence. “Hmm, good question. How about a Pinkie Pie ‘Welcome to the Regime’ party and a free day off work for everypony?” Twilight offered. “... Surely you can’t be serious…” “I am serious, and don’t call me Shirley.” Twilight retorted, but soon broke into giggles. “Sorry, couldn’t resist. But yes. If you all behave, you get a reward. But if anypony calls for help, I’ll come after you, Joe.” “Deal.” The pony nodded, quickly taking his leave before she flipped again and decided she didn’t want to wait for somepony to turn rat. “Where did you learn negotiations, Twilight?” Rarity smiled. “Celestia’s School for Gifted Unicorns. Joe there will maintain our rule for his own sake, but will do so very, very effectively.” Twilight smiled at their food was brought to them. “Now, about that hot spring.” “So Shining, how are you?” Fluttershy asked as she sat with the still muttering stallion, setting out a cup of tea for him. “I just found out my sister is doing… adult things.” Shining pouted. “Well, I know you never wanted her to grow up, but you have to see things from her point of view.” Fluttershy chided. “She’s changed a lot in the last week, turning from simple princess into a ruler worthy of the Equestrian throne.” “I get that, and a part of me is still sad about that.” Shining confessed, relaxing a little and taking the cup of tea offered to him. “But I have to be proud of her too. She’s finally living the dream.” “Really? She always dreamed of ruling Equestria?” Fluttershy asked. “No, not that dream.” Shining chuckled. “She always wanted to make a difference in the world. And now she is. True, she’s destroying it, but hey, who am I to judge?” “You’re very accepting of this…” Fluttershy noted. “It’s easier to see her as a deranged tyrant than having a special somepony.” Shining forced a smile. “Well, for a special somepony, she made a great choice.” Fluttershy nodded. But Shining’s locked expression told all as his ears flattened out and his eye began to twitch. “First, Rarity owns and operates her own business.” “I don’t like her.” Shining snorted, still maintaining the false smile. “She’s extremely generous, and always willing to help.” “Grrr…” Shining growled. “Um… and she can’t impregnate Twilight no matter how hard she tries.” Fluttershy offered meekly at last. Finally, Shining’s face changed. He looked distant as he let the words sink in. After about ten minutes of reflection, Shing smiled. “You’re right! Oh, you are so right!” “See?” Fluttershy smiled. “Oh I can’t wait till they come back. I have to congratulate her like a real brother!” Shining declared, standing up tall. “Woo hoo! That’s the spirit!” Fluttershy cheered softly, sporting a huge smile. The Mistresses will be so pleased with me! They might even let me join them for the next date night! “Sister, we have lost contact!” Luna cried, bursting into her sister’s room once more. “Oh, I hate it when that happens.” Celestia frowned, looking carefully at the floor. “Watch your step then. I’ll help you look for it.” “No, not that.” Luna barked. “Shining Armor never reported in from Ponyville. I fear the worst.” Luna frowned, her anger giving way to sorrow. “Then we have no choice. Send in the roy-” Celestia began, but a pop of magic and an appearing scroll stopped her. At first, she suspected Spike, but the seal was that of the Crystal Empire. Opening the scroll, Celestia read fervently, then relaxed as she began to laugh. “Sister? What news from the north?” Luna inquired. “Cadence has heard from Shining, saying he’s staying with Twilight. They think we were joking with them.” “What? How is this funny then?” Luna demanded. “Because Cadence is furious that Shining didn’t invite her down for a visit, so she’s storming Ponyville tomorrow.” “She’s- She’s what?” Luna asked as Celestia nodded. “By the gods, our fears may be over.” “Tartarus hath no fury like a filly scorned.” Celestia laughed.
The Nightmare's RealChaotic Nightmare By Sam Cole Chapter 1: The Nightmare’s Real... The lazy town of Ponyville was a perfect sort of town. Not too loud, nor too quiet. Not too big, but never too small either. No, this town was what it always was, peaceful, easy, and welcoming. On a beautiful spring day like today, it was the perfect town anypony could ever imagine. That must be why, one by one, the townsponies let the warm sun lull them into a nice sleep. The wave of dreams fell on the quiet town like the dew does the leaves. Slowly, so slowly that no one even noticed, everypony got tired. They all settled in where ever they were. Work stopped for a while, play was suspended, for today was just perfect. Perfect for a little nap. So that is exactly what everypony did. The Princesses were the first to arrive. They were none to happy. They were scared. Not for themselves. Not for their image. But for the ponies that trusted these mighty alicorns to guide and protect them. Their friends. Their... family. “Twilight!” Celestia called as she stormed the library, looking for the newest princess high and low, and became relieved to find her laying on her bed, a book laying open to her right. “One down, Lulu. Twilight’s safe.” Celestia spoke to no one really. But these princesses had a few tricks up their sleeves, and this was just a very minor one indeed. “I’m glad to hear that, sister. But we have a problem, I cannot find Rainbow Dash, Pinkie Pie, or Rarity.” “Rainbow Dash is pretty lazy sister. She might have been stealing a nap somewhere else before this strange sleep was spread over the town.” Celestia explained as she left to check on Applejack, finding the mare under one of her apple trees with a surprise in tow. “And I just found Pinkie Pie as well. Looks like she was helping Applejack pull carts today.” “Of course sister. I’ll expand my search to unusual spots to nap. I guess I’m still rather new to this idea...” “It’s alright, Lulu. We all make mistakes. Just find the others now. We need them ready to use the Elements should they need them.” “Of course.” Luna nodded as she flew high and began checking clouds around town. But there was nothing to be had of it. So the lunar goddess dropped below the tree line to check there for the prismatic pony. She was running out of ideas when she finally spotted the six colored tail swaying gently from a tree branch. “I’ve found Rainbow Dash. You were right, she has a blanket and book up here, and from the looks of things was already asleep.” “Good. I can’t seem to find Fluttershy though...” Celestia muttered. “Wait, her calender says spa day, and Rarity should be there as well.” “Excellent. Let us fetch them.” Luna smiled as she raced to the spa and met with her sister. The two walked in regally, and were delighted to find Fluttershy napping gently on a massage table. but there was one problem now. “She’s not here...” “Where could she be?” Luna asked as she checked the rest of the building for the white unicorn. “Oh bucking hay... Lulu, she’s gone...” Celestia muttered as she poked through a disheveled blanket on the adjacent table, finding a clue most unwelcome. “What? How do you know this?” “They left their mark,” Celestia nearly spat as Luna galloped into the room, and laid eyes on the letters cut into the table. SOD. “The Sons Of Discord. Oh, I should have known!” Luna bellowed. “Now now, Lulu, calm down. We’re not very much help to her if we can’t think straight.” “Yes. Of course sister. But why would they want the Element of generosity?” Luna inquired as she calmed and began to explore the conundrum. “I haven’t the slightest idea...” Celestia admitted as the sounds of roused ponies graced their ears, letting them know their friends were awaking all over town. “Gah! What Do You Want With Me Villainous Fiends?!” Rarity spat at the nearest robed pony from her spot on the table where she lay, bound in iron. “You’ll be sorry as soon as I’m free!” “Miss Rarity, please.” An elder for the group said. And though his words were as ice, they did lull the enraged mare a touch. “We simply needed to talk with you is all.” “Then- Then why am I chained to a stone slab?” “Because we needed you too be.” The old colt let slip to the mare as she found her strength ebbing away. “You... It... It was... you?” “Yes and no little one. Our friend has given this power to me to help ease you through the changes to come, but it was they alone whom set your town to slumber. Don’t worry Rarity, they are all unharmed.” “That is.. very nice...” Rarity muttered as she fought the sleep again. The elder nodded to his compatriots, and stood back as the ceiling slid open to the stars above. Each star shown so clearly, so brightly. It was breathtaking to say the least. “Take a look Miss. Isn’t it beautiful?” “Indeed it is...” Rarity mewed. “I remember watching the stars like this one night at Twilight’s. It was a sleepover with the girls. I had trouble sleeping through Rainbow Dash’s snoring, as did Twilight. So we went to the balcony and watched the stars in the sky. It was very nice... And I wanted so much more from that night... So much that never came...” “Yes, good Rarity.” The elder smiled as he feed her more power, more dreams. The poor mare could not tell the truth apart from the rest now. All she could see was the stars, and how they seemed to call to her. “Tell me more.” “The night is so beautiful... Yet so... so alone... Like me... Beautiful, but alone...” Rarity muttered as the hooded villains watched in awe as the night began to melt almost, dripping over the mare, staining her coat dark ashen gray. They watched as her mane grew and darkened, caught in wonder as a white stripe cut through the beauty. A bold statement, but that was expected. They knew she would not be the same Nightmare they had worshipped before, but she would be a more than fine host. “I don’t want to be alone...” “Then don’t be Miss.” The elder said as he signaled her irons unbound, her hooves released. The darkness swelled around the mare she lay there, smiling at the cool yet welcoming touch of the sky all over. “Become one with the lonely night. Rise, Nightmare Rarity.” “The night shall la-” The new Rarity began to cry till a blast rocked the room. With a burst of dust and light, the chamber exploded as several of the Canterlot guard swarmed in, weapons at the ready. Behind this gallant force was an even greater threat though. Princess Twilight Sparkle, in all of her rage. “Let my friend go, and you will not be injured!” Twilight bellowed. “What? But- But how did they find us?” The elder squawked as he tripped over his robes, revealing himself to be the elder, Mr Waddles. “Because Goofy, you are a fool.” Another mare sassed as she stepped forward. Princess Celestia, in all of her glory. “This is the same place you held me captive three years ago. During the first Nightmare Moon’s return.” “Goofy?” The Nightmare asked, taken aback. “Your first name is Goofy? Are you telling me I was just summoned by somepony named Goofy Waddles?!” “Oh no...” Twilight whispered as she laid eyes on the mare she once knew. “Rarity?” “We will help her, Twilight. It won’t be easy, but we will find a way. I have faith in you my student.” “Thank you, Princess. Guards, take these gentlecolts back to the old ponies home.” “Awe mare.” The collective groaned. “Seriously you all. Stop worshiping the bad guys, it’s not funny anymore.” Twilight ordered of the ponies being lead out now. “Worst secret cult ever...” “Rarity, I know you’re in there, let me help you.” Twilight pleaded. “You shall have no such thing as my help. But for the time being, I will be your prisoner. I am smart enough to know I am not yet at full power, and two princesses would prove too much, even for me. But make no mistake, Sparkle. As soon as I am fully adjusted, I will destroy you.” The student paced around, cursing every tome that dared show it’s binding and yet refused to contain the answers she needed most. Was this to say there was not an answer? No, quite the opposite actually. She had found a solution almost immediately, but refused it. But again and again, it was thrust in her face, burning itself into her eyes that she was only able to find this spell now. This forbidden spell. The spell that had once turned a noble unicorn king into a monster that sought to enslave all ponies. Shadow Magic. Sombra’s magic. And the more the mare saw this answer, the less she cared about the risks. She was now settled firmly in the belief that if this spell would spare Rarity, then it was worth it. Her mind was now made up, and there would be hell to pay. Besides, if she waited too long, Nightmare Rarity would reach full strength, and who knew if there was any coming back at that point. It was now, or never. The door to the Nightmare cell opened as guards readied bows and spears, all aimed at the princess’s best friend. But the mare did not bat an eye at them. Twilight could feel the pressure of the magic damping field in here, and was shocked to see the mare it held levitating a tea cup and novel, quietly reading. When she had first come here, Rarity had been too weak to even lift a crumb. And now, she was as strong as a unicorn on the outside. Who knows how strong she is now. Her power and body had grown quite a lot over the past three days. “Are you here to surrender? I will not accept, but I will grant you a merciful death, Princess.” “I’m here to cure you, Rarity.” Twilight said with all the authority she could. “But do not think for a second that this means our guard is down. We will kill you where you lay if you move a muscle.” “Death threats. How quaint.” “Try me, Rarity.” Twilight argued, though she desperately hoped the villain did not. “I’m an actual Alicorn. You’re just a boosted unicorn. The odds are against you.” “So you say. But I can smell the fear on you.” “That fear is for you, Rarity. I’m afraid you may already be lost to me, and... And I don’t know if that’s something I can bare...” The endarkened mare stopped, placing a bookmark in her novel and setting it down. She looked right at the former unicorn, and for a second, the real Rarity’s soul flashed in those eyes. “You can try then. I’ll grant you the kindness of knowing you tried all you could to save yourself in the end.” “Guards! Lower the field. One move, Rarity, and I lose my best friend forever.” Twilight growled as she felt her magic surge to full strength. Twilight focused, and summoned the darkness, letting her normal magenta magic turn black and green, as smoke began to pour forth from her eyes. “You can’t be serious, Darling. Shadow Magic? It’ll swallow your mind whole!” “Scared?” Twilight chuckled as she let the magic swell in strength. “You’re mad...” “No! I’m getting rid of your evil! I will save my Rarity!” Twilight yelled as the strain of her magic took root. “Y- Your Rarity?” Rarity asked, raising a hoof to her mouth as she gasped. “Twilight?” But the princess was gone already as what was left laughed mirthlessly. A cold laugh that chilled everypony to the bone. A laugh that pierced stone. A laugh that called for help. A laugh heard by a ruler in her chambers, where said mare was powerless to aid her lost friend. “Twilight! Stop this now!” Celestia screamed as she felt the power surge through her castle. She was too far away though, and she could never have gotten there in time. “I. Will. Not. Fail!” Twilight screamed as she let the bolt of darkness loose, striking the petrified Rarity dead on. The shadows swam around the mare, and her screams were now the loudest of them all. Screams of fear. Of agony. Of loss. With a anticlimactic pop, the spell cut off, and two mares fell to the floor, steam beginning to roll off their coats. It was fitting then that the next move was made by the teacher. The one who had inadvertently set this path in motion by teaching that dangerous magic to Twilight in the first place. She looked to her fallen friends with sorrow, and bowed her head for their loss. And all too soon of course. A shrill whistle cut the air. The report of a rocket sounded out as two streaks shot into the sky. One was a dark foreboding purple. The other, a slice of the night itself. Celestia watched in horror as they bounced off the walls and out finally shot through the roof into the Canterlot night. “H-How? Tw-Twilight f-failed?” “My my my. Canterlot is such a beautiful city.” The Nightmare chuckled as she stood overlooking the city, smirking to herself. She heard the faint sound of wings, and four hooves meeting stone behind her. It was almost amusing. “Only one? You are either very brave or very foalish. I am at full power now, so do not trifle with me, cur.” “Hmm. The new look suits you, Rares.” The one behind her chuckled. “Twilight. I should have known. Hmm, I actually must thank you, Darling. You freed me after all. You eliminated the Nightmare’s presence in my mind, but you left me her rage and sorrow and longing in my heart. You have just created evil, my dear. How does it feel?” “Don’t move, Rarity,” The Princess of Magic ordered. “Just stand still for a minute.” “Striking me in the back?” Rarity asked. “Now this is-” “Who said anything about attacking?” Twilight cut in. “I’m just enjoying the damned fine view.” “What?!” Rarity shrieked as she spun around, facing a now noticeably more evil and taller Twilight Sparkle as she tried to cover herself, despite a blush that persisted over her still delicate features. This was unheard of from the lavender mare, but then again this was a new Twilight. One with a now black mana aura and... eyeliner? “Twilight?” “You’re cute when you don’t know what’s going on.” Twilight chuckled. “S-So I guess you want to challenge me then? For the right to rule Equestria?” “Eh, not really. I mean if you want to...” Twilight dismissed, throwing Rarity off completely. “The way I see it, I’m immortal. With my brains and power, I can take over this country in 20 minutes, and that’s if I stop to get a bite to eat.” “So you’re not going to stop me?” Rarity asked. “No. I had no plans of that. If you want to destroy Canterlot later, I’d be down for that, but in the meantime...” “W-What do you want?” Rarity stammered. “I just want a bit of Fun is all.” Twilight dutifully informed as she sauntered over to Rarity. The lavender mare let her legs hang on the gray villains shoulders as she leaned in to whisper in her ear. “Please say your nickname is Fun.” “Tw-Twi-Twilight?” Rarity stammered as she shook underneath her friend. “We could have soooo much fun together, Rarity. What do you say, baby?” Twilight teased, nipping the other’s ear lightly. “When did you get so...?” “Naughty?” Twilight finished. “I feel like a new mare. I have untold power now, and I just want to do something that feels as good as this. And you’re just like me. We’re two of a kind now. We’re perfect for each other.” “In that case,” Rarity shuddered as she steadied her breath. “Do that thing with my ear again, Love. I like that.” “Ouh lala!” Twilight teased as she complied. “Luna! Prepare a search party!” Celestia ordered as she stormed into her sister’s chamber. “Those two will not get away!” “Who will not get away, Tia?” Luna asked as she failed to glance up from her comic book. It was Batmane, and like Tartarus Luna would miss a second of this. “Twilight Sparkle and Rarity. Those two have escaped!” “How? And why would Twilight escape? She’s free to come and go as she pleases.” “Not anymore. Twilight tried to use Dark Magic to free Rarity from the Nightmare.” Celestia explained, and finally succeeded in getting her sister to drop the comic. “Was she...?” “I don’t know for sure, but I believe so.” Celestia frowned. “If she’s really turned, she will no longer be bound by my magical mental blocks that kept her power in check.” “That’s bad.” “Very. She will not have any mental blocks whatsoever. She’ll be violent. Emotional. She will be a danger to every pony in Equestria!” Celestia anguished. “She’ll be a full grown mare with new hormones and thoughts that she never got to exercise responsibly throughout her life.” Luna muttered. “Did she ever, you know, learn about the birds and the bees?” “Oh mother help us.” Celestia gasped. “Twilight now has the mind of a horny teenager with limitless power...” “We’re all doomed!” Luna and Celestia cried.
Chapter 1.5Hey everyone. Instead of doing this down in the Author notes section, I feel the need to headline this. Originally, I had split this part into Chapter 2, and was intent on leaving it there, but another read through has confirmed that I did sort of jump the gun a little with my segmentation earlier. So the original Chapter 2 will now be split into Chapter 1.5 and the new Chapter 2. Enjoy. The small dragon yawned away the sleep as he rolled out of his bed and onto the floor. Last night had been rough on the little guy. He kept having weird dreams and woke up with two extra pillows on top of him. A morning pony would have found this odd, but not the baby dragon. To him, it had failed to even register. As he walked through to the bathroom, a restful grunt caught his ear, and made the little guy smile. “Hey Twilight!” “Mmph.” The reply he received. It was definitely Twilight, and she had been up late again it seems. “I'm really glad you’re finally back. So is Rarity cured now?” “Mmphm.” “That’s great! I can’t wait to see her again! I’m gonna make you breakfast, Twilight. For being such a great friend and never giving up on her! Whaddya want?” “Mmphmmp.” “Clover and pepper jack omelet coming right up!” Spike sang as he bounded down stairs to the kitchen. “I hate him, Twilight.” A sleepy voice next to the lavender mare grunted. “He’s just happy to see me Rares.” “He didn’t even offer me an omelet though...” “He didn’t know you were here.” Twilight sassed as she got out of bed and stretched her wings out. “How? We were not quiet last night by any means.” “He could sleep through a freight train, Rarity. Don’t worry about it.” Twilight dismissed as she let her hooves find purchase on the floor. “Come on. It’s time for breakfast.” “Breakfast for you...” Rarity pouted. “You’re right, let me fix that." Twilight nodded before she called to her oldest friend, even if he was the youngest of her friends. "Spike! I’m sorry I didn’t tell you sooner, but Rarity stayed here last night!” “What?! Rarity’s here!?” Spike shrieked as he dropped the skillet. “Yes dear, I am! I wanted to repay Twilight for getting that horrible thing out of my mind!” Rarity smiled to Twilight, before adding in a whisper. “And I think I will be repaying you again, and again, and again, my Love. My own little Twilight Princess.” “Hmm. The Twilight Princess, has a good ring to it.” Twilight smirked. “Ponies will flock to my regime by the thousands.” “Our regime, my dear.” Rarity cooed softly as she let her smoky mane twist around Twilight’s neck to a tightness not many would find welcoming. “Ooohh, I like that!” Twilight giggled in reply, unfazed by her lover's attempt to kill her. “Call it positive reinforcement then darling.” Rarity giggled as the pair walked down the steps to the lower landing, and more importantly to an unaware dragon assistant. “I’m super excited to see ya, Rarity.” Spike smiled as he cracked two more eggs for the mare’s meal. “I can’t tell ya how glad I am that you’re all better now.” “Yes my dear. I feel like a brand new mare.” Rarity smiled. “I’m glad!” Spike said as he turned to face the pair, and froze, his smile still on his face, but quickly fading. “N-N-N-Nightmare Moon!” “No Spike.” Twilight snorted. “The Nightmare Moon is dead. This is Nightmare Rarity.” “I-I-I thought you cured her! Twilight? What happened? You’re taller! You- Are you wearing eyeliner?” Spike stammered till he noticed his older sister’s appearance. “Looks good on ya...” “Thank you, Spike.” Twilight smiled. “But what the hay is she doing here!? And evil?!” “I’m right here, Spike.” Rarity snorted. “And last night, Twilight and I were reborn.” “Re- reborn? Oh no. T-Twilight?” “Yes Spike. I’ve gotten a taste of true power now, and I like it. No more rules. No more blocks. I’m me at last, and I feel fantastic.” Twilight smiled as she levitated a coffee cup over to herself. “Your mana! It’s black!” “That’s what happens to those that embrace the shadows. I’ve been endarkened, my number one assistant.” Twilight smiled, before she looked to the small drake giddily. “Say, I still need my assistant. Would you like to be the first follower of the Nightmare Regime?” “The what now?” Spike stuttered in fear. “Hold on, Love.” Rarity cut in. “Spike, you’re burning my omelet.” “Oh, sorry!” Spike stated as he spun around to fix the meal. “Hold it! Why am I cooking for super villains? And why did you just call Twilight 'love?'” “Well, first, because we’ll kill you if you don’t cook for us.” Rarity stated as a matter of fact. “Should have seen that one coming...” Spike muttered as he fixed the meal and began to garnish it. “And second, Rarity and I are teaming up now. We’re the two most powerful beings on Equis together. So we took a page out of history.” Twilight smirked. “We made love, not war. Only instead of a philosophy, it was just with each other...” “I’m being held hostage by two crazy super villains...” Spike muttered in horror as he watched the two share a quick kiss. “And they’re my best friends too...” “So Spike, would you care to join our empire?” Rarity asked politely. “If I say no?” “Then I’ll brainwash you silly,” Twilight giggled as she floated a knife over for her meal. “Or maybe I’ll torture you a bit...” “GAH! Waaaaaah! I don’t wanna be cut up!” Spike began to ball sinking to the floor with a loud display of waterworks. “Oh now look what you did, Twilight!” Rarity sassed as she stepped around to hug Spike. “There there little guy. Just come along willingly, and there will be no slicing and dicing.” “Ah- I- You can’t... Okay...” Spike muttered in defeat. “I’ll join you two...” And I’ll bring you down as soon as I can. “Thank you Spike. And I like the thoughts about betrayal.” Twilight smiled, making the dragon freeze. “That shows promise, my knight.” “I’m so-” Spike began, till the thought registered with him. “Knight?” “Captain Spike of the Draco Knights. Has a nice ring to it, huh?” Twilight smiled. “I’m a knight...” Spike muttered as he began to smile. “Oh buck yes!” “Oh I love it!” Rarity sang. “Our first follower!” “See, we got this evil business do-” Twilight began, but froze as she caught on to the truth of her words. “We don’t know how to be evil!” “What’s there to know?” Spike asked. “Don’t you just have to be bad?” “But what level of badness? Is there a quantifiable limit for bad? Who judges if it’s bad? How much do we have to pay henchponies? Do they get dental?...” Twilight rambled off, now caught up in her own questions. “Well dear, why not read up on how to run a large corporation?” Rarity suggested. “Because I want to be evil, not run a food mart.” Twilight shot back. “Darling, being evil and running a company are the same thing.” Rarity dismissed. “Look at the Flim Flam brothers. They are rather successful, and fairly evil too.” “What about Fancypants? He’s very successful, and not remotely evil?” “Darling, he’s an exception to the rule.” Rarity dismissed. “Come now, how hard can this be for the smartest mare in Ponyville?” “Hey yeah. I’ll organize us a plan of action to die for!” Twilight smiled as Spike groaned. “Twilight, no more evil puns.” “What evil pun?” “A ‘plan to die for.’ Really?” Spike protested. “That’s a bad mare pun?” Twilight asked, genuinely perplexed. “Ya know what, forget it. Knock yourself out, Twi!” Spike smiled. “You do that dear, I’m going to go study true evil, as only as master can attain.” Rarity nodded, looking set in her ways as she ate her omelet with grace. Evil or not, it was no excuse for poor table manners. “What’s that? Who’s a master?” Twilight and Spike asked, clearly interested. “Hmm. That shall be my secret darling. After all, you have forever to do as you wish with Equestria. I, on the other hoof, have my life, and my life alone.” Rarity nodded as she finished her meal. “I shall be off now. I’ll see you tonight, Love.” “See ya tonight.” Twilight smiled. “Oh, and stay out of sight. We may be strong, but alerting the guards is still unwise. I don’t think we’re ready to fight a war here...” “Seriously darling? We’re all powerful. What is there to fear?” Rarity asked as she headed for the door. “All powerful goddess that have a tendency to trap nightmares in the moon.” “Celestia. Yes, I forgot about her. In a straight fight, she might be able to overpower me... I must say that my style lies more in misdirection and subterfuge than outright fighting. It’s just so... uncouth.” “Agreed. And I’m more of a mentalist than a combat specialist.” Twilight supplied. “I have the power, but I would feel much better getting somepony else to do my dirty work for me.” “That’s the spirit, Love. We’ll rule these ruffians with iron hooves.” Rarity’s smoky form slipped silently into the room, curling around this way and that as the mare herself tried desperately to remember how to reform from the smoke. She cursed and spat as she tumbled and twisted, till eventually she slipped out again, muttering insults about that being much too silly to ever attempt in front of anypony. But quickly the mare felt eyes upon her, as the mare turned to see the one she had sought. The master of true evil. The one that knew no limits. “Please, I have come to learn all I can from you about evil. Please, teach me, I am putty in your-” Rarity was cut off as the master mewed and stretched, turning away from Rarity to begin napping. “Augh! Really Opal?! Is that how you’re going to treat me? After all these years of dedicated care and attention?!” Rarity shot at the cat. But her anger was quick to recede, to say the least. “I’m so sorry, Opal-Wopal. Mommy loves you. I’m sorry I said mean things to you before. Please, I beg of you, let me learn from my mistakes! Please Opal! Teach me!” Rarity cried as she threw herself at the cat’s paws, weeping large, showy tears. The cat remained asleep. “Stupid cat...” Rarity muttered. “I wish Fluttershy had let you starve during my imprisonment... Oh Please Opal! Teach Me Your Ways!” “Alright, here ya go, Twilight!” Spike smiled as he set down the stack of books for the evil mare. “Thanks Spike. Say, who was running the library while I was away?” “I was. Though it didn’t really matter. No ponies really came by.” Spike supplied with a shrug. “Only Time Turner did, and that was to check out a book about computer repair.” “Really?” Twilight snorted. “I’ll teach these ponies to disrespect my library! To disrespect knowledge!” “Twilight?” Spike muttered as he backed away. But it was already too late. The mare was headlong into another rage fit, and who knows what this new Twilight would do in that situation. Thankfully for one dragon, she was still Twilight in some ways. He walked over to her and grabbed a book at random from her pile, one she had yet to read. He opened it up and then shoved the random page into Twilight’s line of sight, marveling at the wonders it produced. “Spike! Not yet! I’ve still got to read the table of contents, make a list about which chapters would be the most informative, cross reference those topics in all the books for repeated information. Cross reference that cross reference to see if any of the other authors had insight the others- Spike?” Twilight asked as she realized she was holding the book and the dragon was gone. Twilight shrugged as she began to lift books magically one by one, and began her arduous task of crossing them all off the list.
Chapter 2: Let's Get the Ball Rolling!Chapter 2: Let’s Get the Ball Rolling! That evening, two powerful mares stood overlooking their prize, the gleaming city of Fillydelphia. “Really Darling? Fillydelphia?” Rarity asked as she reviewed her target. “Large enough to be noticed, far enough away from a guard camp to have a reliable report time,” Twilight smiled. “Let’s get to it! How did your evil lessons go?” Twilight inquired. “Ah haha, they went, um, swimmingly!” Rarity lied. In all truth, she begged her cat for hours, then just gave up and started modifying her dresses to better fit her new form. “How went your studies?” “Great!” Twilight smiled. “I learned about business capital mergers!” “... I don’t think that’s quite right, my love...” “Oh hush,” Twilight retorted playfully. “Let’s have a challenge then. Who ever reeks the most havok tonight gets to be top.” “Oh it is on!” Rarity laughed, believing this to be in the bag. With a blast of epic proportions, Twilight cut her way into the large meeting room. All present sat shocked in fear as the tall Alicorn strode in, a smile gracing her lips. Her tone was smooth and even. She spoke with authority that none could hope to match. “I am Princess Twilight Sparkle, your new ruler. And from now on, things around here will be done by my bidding.” “Y-y-yes P-Princess! Just please, spare us!” One older mare cowered. “Have no fear, my subject. Now, for my first order of business... What is our business?” “We make assorted jams and jellies, your highness!” The mare replied. The news of her acquisition made the poor tyrant’s eye begin to twitch as she lifted her hoof to her face. “Jams and jellies!? Oh hades... “ “And we were just discussing a major loss in profits this past quarter...” The mare spoke now, a little less afraid. “A loss in Profits? No pony shall outproduce me!” Twilight bellowed. “You, your new name is Joe. Find me a sample of this jam they have that is out selling ours. You, you’ll be Joe 2. Go find me a sample of our product so I can figure out what's wrong with it. Come on everypony! We got an Empire to run!” “Yes Ma’am!” The group chanted happily. They finally had a board president that knew what she was doing! Rarity slammed her hooves down on the cold cobble stone streets of Fillydelphia, rage in her eyes. “I Am Nightmare Rarity! You are now My Subjects! If you so much as try to call for help, I’ll- I- is that a Gucci store?” Rarity sang happily, trotting towards her prize with a smile and a laugh to the confusion and horror of all around. “Are we under attack?” One citizen finally asked. “Yes...” Another muttered in fear, shaking hard. “What should we do?” “Riot?” “I like it. Riot it is.” “AAAAHHHH!” The ponies screamed as they bolted away at top speed. “We’re under attack! Everypony, riot!” “And here we have a sample of our new fall lineup, pumpkin spice spread!” Joe 33 smiled as she placed the tray down for Twilight. “Mmm, this is excellent. I want five units prepared for immediate sale to me. Poison the rest!” “Um, that’s a really bad idea Miss,” Joe 117 said. “How would we continue to make a profit if we kill off our customers?” “Profit? From jams and jellies?” Twilight asked. “Our company is worth over five hundred million bits Ma’am.” “F-five. Hundred. Million.” Twilight stammered. “New idea then! This company shall privately fund my new empire! Much better.” “Except we’re still losing profits,” Joe 35 sighed. “You, Joe 89! Take this offer over to our competitions headquarters,” Twilight smiled as she wrote out a simple letter. The colt took it and read it over first. “Dear Jammers Company, If you don’t merge with my company, I will be forced to kill you... No miss, you can’t do that.” “Why not?” “Because... I don’t know, but you can’t! Unless you’re a super villain, then you can. But then we have to register as an evil empire conglomerate, which means a new tax bracket, along with a complete revision of company policy, not to mention we would have to find a new dental provider...” “Okay! Okay! Sheesh! Joe 89, get me a meeting with the Jammer's president, tell him Miss Sparkle would like to have a word with them. Joe 21, you go out and get me all the paperwork I need to complete in order to run this company as an evil empire.” “Yes Ma’am.” “Everypony else, saddle up. I want a graphic designer in here now to work on a new label. It’s time we show these ponies a new Dandy Spreads!” “Your highness,” Joe 14 asked hesitantly, “Our label and brand has not changed in 60 years!” “And that’s why you are suffering losses in sales. No pony wants the same old from their breakfast jam. Joe 18, look up any health benefits these spreads might have. I’m talking antioxidants, low cholesterol, anything!” “Ma’am, it’s sugar and preservatives. There are no benefits.” “Augh! Work with me here, Joe! You’re acting like an expendable hostage again.” Twilight said to the horror of the late night board meeting. They hadn’t seen what happened to an expendable hostage yet, but they were not exactly stepping up to find out either. “Hmm, do these boots say ‘I’m your supreme ruler?’ Or do they just say ‘I’m your ruler?’” Rarity asked the salesmare in the shop as she tried on several different pairs. “Oh these definitely say supreme ruler,” The salesmare said as she measured Rarity for a quick fitting. “And with a nice shall, every colt in town will be begging you to be their ruler.” “Oh no, I already have somepony.” “Lucky colt,” The mare laughed as she tossed aside the tape. “You know what you need? a low neckline. Show off that strong breast.” “Mmm, yes, that would look dashing. But no, you’re wrong,” Rarity said as she floated over a dress. “It’s not a colt. I have myself a mare.” “Ah. You’re scandalis!” “Thank you darling,” Rarity smiled. “Oh Twilight is just going to love this. Tell me though, does this make my flank look big?” “Big flanks are in. And you have a great flank,” The mare joked as she smacked Rarity on the haunches. “How dare you lay hoof on the Mare of Darkness, you foal!” “I-” “Only the empress of the Nightmare Regime, Princess Twilight Sparkle, may slap my flank!” Rarity bellowed as the salesmare bolted. Two mares watching at the counter nodded at this, terror seeping from them. “Just smile and nod.” “I really hate this job.” “Me too.” “I demand another salesmare that is of stronger backbone and brighter mind!” Rarity commanded of those ponies left. “I am still shopping!” Two mares met high above the city, both looking smug and certain of their victory. “I don’t know about you my dear, but I feel quite accomplished in my deeds for the night.” Rarity smiled as she held up her bags of goods. “I got some lovely boots here, a new scarf... Oh! And the cutest lace negligee!” “I took over a fortune 500 company,” Twilight smiled. “But we can still have use of your nighty there.” “You what?” “Yeah, I own a company now,” Twilight smiled. “See, it’s right over there!” Rarity looked over at the building and pouted. “Best two out of three darling?” Twilight failed to contain her dorky giggle as she watched Rarity frown. “My company makes this wonderful pumpkin spice spread! Oh, yeah, and I got some minions... But the spread! That stuff is delicious!” Rarity pouted again, “Can I have some minions?” “Of course, baby.” “Oh Twilight. You treat me too well.” Rarity laughed. “Here my dear, let me repay you.” “Let’s forget payback and rewards.” Twilight smiled. “Let’s just enjoy tonight.” “I love you, Twilight.” “I love you too, Rarity.” Down below, cries could be heard floating up to the pair as the riot tore apart the city. “Why isn’t anypony stopping them?” “Help us, Celestia!” “Supervillain insurance! Get yer supervillain insurance now before they blow you up!” Stadiums collapsed, stores were looted, the barcolt finally got his tabs paid up. It was total anarchy tonight in the once great city of Fillydelphia. “My place darling. Now.” “Are you gonna wear that new little number?” “Maybe...” Rarity teased as she nipped Twilight on the ear, then dissipated into smoke, weaving a trail back home the evil mare was all too happy to follow. “Sister! Fillydelphia has just been destroyed!” Luna cried storming her sister’s chambers. “We must do something!” “I’m already on it, sister. Twilight is predictable. She’ll run home eventually, and then Spike will alert us.” “Good, good.” Luna smiled, then deadpanned. “Unless Twilight already got to him...” “...Buck...” The next day was not kind in announcing itself. Lately, Spike would get to sleep in, watch some cartoons, and read from the young adult section of the library to his hearts content. Today though, he was being assailed by a voice pleading him to do the unthinkable. “Spike!” The voice called out, piercing the small dragon’s slumber. “Spike wake up! Come on buddy!” “Huh, Rainbow? What’s going on?” The dragon asked as he crossed over to the window to greet the fast pony. “Dude, something bad happened last night! I need to find Twi!” Rainbow pleaded. “Ugh,” Spike groaned, looking over to Twilight’s empty bed. “I think she might have stayed at Rarity’s last night...” “What?! Rarity’s back?” Rainbow smiled. “That’s awesome. We need all the help we can get.” “Yeah,” Spike yawned as Rainbow bolted away, leaving the dragon to his sleep once again. “Wait, I forgot to warn her about those two... Oh well, not my problem.” Spike shrugged as he went back to sleep. Maybe there is something to being evil after all, he thought. “Twi! Rarity! Open up!” Rainbow screamed at the door of the boutique. Inside, two very reluctant mares rolled out of bed as they walked down to greet their friend. “What?” Twilight groaned as she opened the door. “I was up late, so make it good.” “Twi, something ha- Are you taller?” Rainbow gawked. “And is that eyeliner? Looks good, girl.” “Thanks,” Twilight smiled till the reality of it hit her like a ton of bricks. In a flash of hooves, Twilight grabbed Rainbow and drug her inside, slamming the door and locking it three fold. “Twilight, what are you doing?” Rarity demanded. “She saw us!” “What the hay? Twilight, what’s going on. Who is this?” Rainbow demanded. “Um...” “What are you doing in Rarity’s place with some random ass mare? Is that what they teach you in Canterlot?” “Well...” “You should be ashamed. Applejack has a perfectly good barn and gets mad as heck when she catches somepony out there going for a roll. It’s a way better prank.” Rainbow sighed. “I guess you could have done worse though. She is cute.” “Darling, I think you have this a bit out of context,” Rarity smiled to Rainbow. “I for one am not some ‘Random Ass Mare.’” “Oh my gosh...” Rainbow gasped. “Rarity? Is this what those guys did to you?” “In a manner of speaking, yes...” Rarity smiled. “Twilight played her part in the new me as well though.” “A very important part,” Twilight smiled. “Yes indeed, my love,” Rarity giggled as she nuzzled Twilight. “Wait, you two- and now- You’re- Go Twi.” “Thanks.” “So why exactly does Rarity kind of look like Nightmare Moon?” Rainbow finally asked. “My dear, I look nothing like Nightmare Moon!” Rarity snorted. “I am Nightmare Rarity now!” “Oh... What?!?” Rainbow shrieked, taking to the air, to only be pinned down by Twilight magically grabbing her tail. “You know, I really hate it when you do that.” “Sorry,” Twilight smiled awkwardly. “But, well... We kinda can’t let you go now... Since, you know, you saw us and what not...” “Like buck I can’t!” Rainbow spat at the mares of sin. “I’ll bust out of here, get the others, and put such a hurting on you two that you’ll miss your next birthdays!” “Oh! I like it,” Rarity giggled. “Can we keep her, love. This one has spunk!” “Hmm, only if you promise to take care of her, Rares.” “Oh trust me, I will,” Rarity flashed the fast mare an evil smile. One that chills ponies to the bone. “I’m not scared of you!” “You should be,” Twilight giggled. “After what we did in Fillydelphia.” “Wait, that was you- No!” Rainbow screamed. “I remember that play Pinkie was in! I don’t wanna be a cupcake!” “Oh calm down,” Twilight chided. “We aren’t going to kill you. Unless we have too.” “Help!” “Stop that,” Rarity snorted. “No pony is going to kill you! We can make due with brainwashing.” “I don’t wanna be brainwashed!” Rainbow screamed out, thrashing about wildly. Rarity sighed and slapped Rainbow, making the mare stop. “Shut. Up.” “I’ll leave! I won’t tell a soul! I swear! Just please, don’t take this out on anypony...” “Twilight, do it,” Rarity sighed, stepping away and taking a seat. “No! Stop! I’ll join you!” Rainbow pleaded, putting her hooves together. “Are you actually begging?” Twilight snorted with laughter. “Are you that scared?” “I’ve seen Filly this morning. It’s horrible. I don’t want that to happen here...” Rainbow muttered to her captors. “Please, I’ll do anything, just spare the town.” Rarity watched this little show, and whether it was nostalgia or deviousness, the mare formed an idea. “You know what Twilight, I think we can use her. Our little Rainbow here has proven to have quite the capacity for evil before.” “Buck you, Rarity. I’m not evil,” Rainbow snorted. “Really? You’re egotistical, scheming, and no matter how much you claim to be out there to aid others, it’s all just a chance to show off, my dear.” “I- alright, so some of that is true, but I’m not evil!” “Pfft,” Twilight snorted. “You may be on the good guys side, but you’re an outcast. You love the limelight.” “So? I’m awesome, and everypony should know this fact,” Rainbow smiled, letting her chest swell with pride. “And what better way to show them than by leading our air corps into war against your corrupt Princesses?” Rarity asked, though the small amount of magic she was feeding Rainbow was not helping matters. “Think about it. They use Cloudsdale, but never give the city it’s just rewards.” “Canterlot, their city, is full of unicorns, not pegasi.” Twilight added, knowing what Rarity was trying to do. “They claim loyalty, but they promote only those they feel are equal. Not us. We want to start a new empire where this old decaying model once stood.” “Join us Rainbow. We need you,” Rarity finished with a whisper. “A new order...” Rainbow whispered. “Are you in, Commander Dash?” Rarity asked. Rainbow had to this point held a determined expression of defiance, but now she snapped too. “Commander? Me?” Rainbow muttered. Rarity and Twilight sat by smirking as their friend willing left the light. “And Ponyville will be safe?” “Completely, as long as you play nice, Miss Dash,” Twilight smiled kindly. The smile of the master before the whip is brought down. “Alright. I’m in.” Rainbow nodded. “Excellent!” Rarity cheered, clapping her hooves together. “We’ll let you go for now then my dear. Ta-ta.” Rarity smiled as Twilight released the cyan mare. Rainbow wasted no time in heading out. “I gotta warn the others,” Rainbow muttered once far enough away from the house. “Stupid mares, trying temptation magic. I’ve beaten that stuff before, and I’ll do it again.” Back in the boutique, the two evil ones were celebrating the doubling of their regime and a personal save for Rarity. “Oh this is wonderful!” Rarity smiled. “I really didn’t want to kill her, my love. New carpets.” “Not to mention I hate to kill on an empty stomach,” Twilight groaned. “What about fooling around?” Rarity asked devilishly. “Care to partake a little before we dine?” “Oh, if that’s where this is going, forget the breakfast. Come here, you saucy mare you!” Five friends, bound by adventures and labors of love, sat in a barn on the edge of an orchard. Word had spread fast Rainbow wanted to see them, but why? She seemed scared, and constantly checking over her shoulder. “What’s this about RD? Ah got work ta be doin.” Applejack snorted. “Yeah, it’s grocery day over at the Corner, Dashie,” Pinkie nodded. “And I was sleeping,” Spike huffed. “I was free. Thank you for inviting me, Rainbow,” Fluttershy offered in a supportive manner. She honestly didn’t feel it was right for everyone to gang up on her like that. “Thanks Shy. But girls, Spike, we have a major problem. Fillydelphia was attacked last night.” “What?” Four voices called out. “Yeah. I just found out that Twi and Rares were behind it too, and-” Rainbow started till a snort of laughter cut her off. “Twilight and Rarity? Oh gosh, ya had me goin fer a second there, Dash,” Applejack chortled. “Good one.” “Yeah,” Pinkie snorted as she laughed hard enough to knock herself off of her hay bale. “Twilight and Rarity, evil! It’s preposterous!” “Good joke, Dashie,” Fluttershy chuckled as she got up and opened the door for her and the two earth ponies. “You got us good, Dashie. I’ll see you again soon.” “Bye Dashie!” Applejack and Pinkie cried back in laughter to the mare left sitting there with her jaw wide open. Surely they didn’t just... “Are you sure?” A voice asked. The last one Rainbow expected. “Yeah Spike. I’m sure.” “What are we gonna do?” Spike asked. “We need to alert the Princess. Spike, take a letter,” Rainbow ordered as Spike took down a note a whisked it away in his green flames. “The Princesses will want some proof first. We should see if we can find something that links them to the city,” Spike offered. “Great plan. Come on Spike, they’re at Rare’s place!” Rainbow cried as she grabbed Spike and placed him on her back, taking off for the boutique at break neck speeds. Silently, two figures slipped into the back door of the boutique, treading lightly as they tried to find their evidence. “Look everywhere Spike... Spike?” Rainbow asked as she turned back to find Spike was no longer behind her, but two rather displeased mares were. “Looks like we were a bit hasty in letting you go,” Rarity sighed. “You really had us fooled though,” Twilight chuckled. “Thank you for the heads up, Spike.” “No problem!” Spike called out as he helped himself to some gems and a loaf of bread, making his famous ruby melt sandwich. “What? Spike betrayed me?!” Rainbow cried out, turning around to face the guilty party. “How? When did he even get the chance?” “Well, I have been in Spike’s mind and keep the back door open,” Twilight mused, “And he did send us a note first. But really, we heard Spike screaming for you too stop from a mile away,” Twilight sighed as Rainbow’s hoof met her face. “So we’ll have to keep closer eyes on you,” Rarity huffed. “Do you have any idea what you interrupted? You owe Twilight and I some private time so we can finish!” “... Ewwww...” Rainbow and Spike muttered at the same time. “Too much information...” “Twilight, take care of her. I need to wash up, since it looks like we don’t get to finish now,” Rarity snorted as she pushed past Rainbow. “Yeah, I got this,” Twilight sighed, “Rainbow, I like you. So I’ll let this one slide. But if you betray us again, I’ll... I don’t know, burn down your house.” “I live in a cloud, egghead.” “Then I’ll burn down Fluttershy’s!” Twilight snorted. “Fine. Just don’t mess with Shy. Please.” Rainbow sighed as she left of her own free will. Rainbow stayed true to her word though as she refused to tell anypony. Besides, who would believe her? With a satisfied smile at her evil deeds, Twilight turned around and bumped snout first into a new problem. A rather pink problem. “Twilight!” “Pinkie?!” “I thought maybe you were back cause Rainbow was joking about you and Rarity, but you weren’t home, so I came here and here you were and now here I am and we’re here together!” “Pinkie?!” Twilight stammered again. “Hi Twilight. Love the eyeliner.” “...How long have you been there?” Twilight finally decided to ask. “I came in when Rainbow opened the door,” Pinkie scoffed as if it was obvious. Twilight racked her brain to think of something to say before Rarity came back. But what to say? Pinkie was so nonsensical that she was completely unpredictable! Or was she? “Pinkie? Would you like to join Rarity’s and mine evil regime?” “Evil regime?” Pinkie recoiled. “Do I get a tee shirt?” “... Sure? And I’ll even throw in a jar of pumpkin spice spread.” “Ooooh! Okie Dokie Loki! “Great!” Twilight smiled. “Pinkie promise.” “Duh. Cross my heart, hope to fly, stick a cupcake in my eye!” “Did you just recrute Pinkie?” Spike called from the other room. “I think so?” Twilight replied, still unsure exactly how this had actually worked. Pinkie only shrugged though as she continued into the next room with a giggle and a bounce. “She is so- Rarity!” Twilight screamed as she remembered the bouncy mare was heading straight for her lover. But alas, it was too late for the tyrant. “Hiya Rarity! Oooo! You look amazing! Did you do something with your mane?” “Pinkie?!” Rarity screamed as she reared back. “What are you doing here?” Twilight bolted into the room to see a very wide eyed Pinkie as the mare examined the new Rarity. “You look so… so… Awesome!” “Oh thank Dark Lord Smooze,” Twilight sighed with a wipe of her brow. “Pinkie? Why are you here?” Rarity repeated as she calmed down from the intrusive colored assault of her abode. “I wanted to see you again! Welcome back!” Pinkie smiled. “Oh! That reminds me! Twilight asked me to join your regime!” “Did you?” The mare of darkness pondered. “Yepperoni!” Pinkie smiled. “She said I’d get a tee shirt!” “Hmm. And I expect I am to be making this shirt then, my love?” Rarity chided to Twilight, and thus for once stalled the bouncy mare. “Next time, ask me, don’t volunteer me.” “Y-Y-Your Love?!” Pinkie exclaimed, looking between them rapidly. “Oh no! No no no no no no no! I will not let you two destroy our group friendship dynamic with a romantic excursion!” “You care that much about the group dynamic?” Rarity recoiled. “You know how to use excursion in a sentence?” Twilight exclaimed unheeded. “If you two are dating, that means you both a favorite among the group. If you two have a favorite, you’ll spend less time with the rest of us. If you spend less time with the rest of us, I’ll feel left out and sad. If I feel left out and sad, I’ll binge eat again. Do you two want me to weigh 190 pounds again?!” Pinkie screamed, levitating all the while as she was prone to do. “Eww, no more leg warmers. No more leg warmers,” Rarity cringed, thoughts of lime green stretchy wear forefront in her mind. “Oh, how about if Twilight and I find you over eating again, we’ll kill you?” “Second!” Twilight smiled. “What?!” Pinkie recoiled. “You would never… Would you?” “Well I don’t want to eliminate one third of our regime like that, but if it’s what it takes,” Rarity sighed. “Hey, what about my minions?” Twilight argued. “They’re cannon fodder, love. They don’t count.” “...Fair enough.” “Oh my gosh, you two are evil…” Pinkie muttered at last. “I thought you were just playing a game of some kind, but- but you’re for realsies, aren't you?” “Yep. We ravaged Fillydelphia last night,” Twilight smiled. “And each other,” Rarity joked to a blush from Twilight. “... I made a Pinkie promise, so I’ll stick by it, no matter what,” Pinkie frowned till one bright thought entered her mind. “Wait! Twilight had snu-snu?!” “Snu-snu?” Twilight recoiled. “Yes she did, Pinkie,” Rarity smiled as she watched her confused lover and tyrant frown. “Is that what we were doing with the-” Twilight began til Rarity closed her mouth magically. “Twilight! A lady would never kiss and tell!” Rarity exclaimed. “But you were teasing her about it,” Pinkie noted. “Yes, but I am allowed. I’m her mistress, you see,” Rarity smiled. “Excuse me! I’m the all powerful immortal!” “Sit down, Twilight.” “Yes Mistress. Wait, what?” “Oh my gosh,” Pinkie muttered. “I’m so happy for you, Twilight!” The pink mare punctuated with a rib crushing hug. “I’m gonna go throw together a congrats Twilight-and-Rarity-on-your-new-relationship party!” The pink machine of a mare declared as she bolted from the studio. “Wait? Wasn’t she upset about the evil deeds?” Twilight finally asked. “Don’t question it. It’s working,” Rarity retorted. “Good plan… Hey, we’re all alone aga-” Twilight began till the sound of the sink turning on rang out. “Spike, get out!” Both mares screamed. “Oh that dragon probably ate all my gems again!” Rarity whined as they heard the boy grumble and storm into the room. “So you got Pinkie and Rainbow. What about AJ and Fluttershy? It’s only a matter of time till they figure it out that you’re back in town too,” Spike snorted. “If you want the public face of the heroines of Equestria, of the elements, being used for you, you had better round them all up so the Princess can’t use them to split the nation against you!” “... When did you get so tactically proficient?” Rarity asked slowly. “Rarity, who among us always wins at Risk?” “Damn my favor of Equestria…” “Hmm, Fluttershy will give us a day to recharge thinking we just got back, but Applejack is a serious concern,” Twilight conceded. “I don’t think we can turn her as easily as the others…” “Hey!” Spike hollered as Twilight basically insulted him. “You’re right, my love. She’s rather stubborn, but humble. Her character is unshakable,” Rarity frowned. “Maybe that could work for us,” Twilight smiled. “Let’s go pay her a visit.” “Looking as we do? We’ll draw the guard right to us!” Rarity pleaded. “Hmm, oh I know! An illusion spell!” Twilight smiled as she charged her horn. “Let’s make you look like old Rarity.” “I happen to like the New Rarity better,” The mare of deceit chuckled as she let the magic wrap around her. “Me too, but this is just for going out on the town.” “Twilight, everypony is staring!” Rarity chided as the pair trotted over to the apple farm. “I couldn’t make you look shorter, alright?” “I look like I had a 2 foot growth spurt!” “Well, technically you did…” “You’re not helping.” Rarity snorted. “Oh whatever,” Twilight giggled. “Just remember, Applejack’s family is rather… offput, we’ll say, by fillyfoolers. If we want to convince her to join us, we need to appear strictly platonic. “If you say so, Twilight.” Rarity nodded. “It’s five minutes. How hard can it be to act like these loveless husks of pony for five minutes?” As the pair strode onto the beautiful Sweet Apple Acres, their resolve set in steel, that question would be put to the test. Instantly the mares found their target, the ever dedicated Applejack. “Sweet Mother of Celestia, look at y’all now!” Applejack gasped as she laid eyes on the pair. “Them magics sure did you two a world of good! Yer both taller! Ah have to admit, ya look so much more refined with eyeliner, Twi.” “Oh, thank you.” Twilight smiled. “And just look at you, Rares. Them boys may have been evil, but you sure filled out nicely.” “Why thank you, Applejack deary!” Rarity smiled. Before letting the complements go completely to their heads, Twilight made her move. “Applejack, we need you to help us out with an important task.” “Well shoot girls, name it,” Applejack frowned as she became serious. “I’m afraid this is a bad place for it, dear. How about inside?” Rarity asked as she looked around, almost scanning for trouble. Once in the Apple Family barn, Applejack had a bad feeling. She was sure they had been followed. What else could make these two so nervous. But now was not the time for speculation, it was a time for answers. “Applejack darling, we have changed, much more than physically too,” Rarity frowned. “What’s going on?” “When I used an ancient magic to free Rarity from the Nightmare Moon’s control, Celestia became angry,” Twilight muttered in defeat. “She is scared of this power I discovered. She’s- She’s- Oh I can’t say it Rarity!” “There there, darling,” Rarity muttered as she hugged the mare close. “Celestia decided to name us as enemies of Equestria for this knowledge.” “She did what?” Applejack balked. “Yes. She even went so far as to blame some random attack on Fillydelphia last night on us. I’ve done my best to keep that much out of the news here, but it won’t be long till her agents get the word out, even if it is a complete shamble.” Twilight managed through ragged breaths. Her acting was improving. “Why is she trying to frame ya?” Applejack stammered. “Because our power could very well make her obsolete. She’s a tyrant,” Rarity cried. “How can Ah trust ya? Celestia has never led us wrong before,” Applejack snorted. “Lemmings never know they’re being lead to a cliff till it’s too late,” Twilight sniffed. “AJ, could we lie to you? You’re like our best friend.” “Naw, y’all would never lie to me,” Applejack nodded. “How can I help?” “We’ve started a movement, a new regime to challenge Celestia’s decayed old model of government. Join us Applejack!” Rarity pleaded. “O’ course! Anything to save Equestria!” Applejack frowned. “Thanks,” Twilight smiled as Rarity began to nuzzle her, making the mare freeze. “Damn it, Rarity. You couldn’t do it for five minutes?” “I’m sorry, Twilight. I know you wanted to keep this between us, but I just… couldn’t help myself.” Rarity blushed as Applejack began to snicker, throwing off the unicorn lovers. “And what, pray tell, is so damned funny?” “It’s great y’all are something special now. Ah’m happy fer ya, really. But y’all are actin as though that’s somethin to be ashamed of.” Applejack stated in her perfect honesty. “Ah don’t see why love is anything to be embarrassed about. If y’all are happy, Ah’m happy. No need to be bashful around me!” “I thought your family hated fillyfoolers though?” Twilight asked the orange mare. “Eh, that’s them. Ah don’t see the harm in just being who yer supposed to be. Live and let live, ya know?” “Thank you, dear,” Rarity smiled. “Oh how I wish Celestia was a kind and forgiving as you!” “Wait, Ah thought she was mad about the magic stuff?” Applejack questioned. “She is… It’s an ancient love magic we found that could topple her empire,” Twilight lied, cursing Rarity for saying anything. “How could love topple an empire?” “Love can move mountains, Applejack! It can turn back the sands of time! Never question the power of love!” Rarity demanded. “Okay, okay, sorry!” Applejack muttered. “So how did love magic make y’all taller?” “It unlocked our true powers,” Twilight smiled as she dropped the illusion on her lover. “Behold, Rarity’s true form!” “What the buck!?” Applejack screamed as she fell over backwards. “Ya look all evil, Rares!” “No my dear. Celestia has hidden the truth from us for too long. The power of the Nightmare Moon was pure! She wanted ponies to embrace the sweet night, where dreams ruled the land. Where there was no suffering!” Rarity lied. “We are reclaiming the power now.” “Think about it AJ, every threat to Equestria has been banished, right?” “Yeah…” “It’s because they all sought to bring forward the truth. Well, besides Chrysalis. She was looking to feed her people…” Twilight conceded. “But Sombra was not evil. He sought to stop the weaponization of the Crystal Empire, and he was killed. Nightmare Moon wanted to erase all pain and suffering, and she was banished. Discord wanted to bring order like the god he is, and he was turned insane, then to stone because she cannot kill another immortal.” “So y’all are sayin that Celestia has secretly controlled Equestria for over a thousand years after knocking off all of her opposition?” Applejack muttered. “That can’t be right. Celestia would never…” “I’m so sorry Applejack. But it's all true,” Rarity lied. “And we are here to right this wrong.” “Ah’m in. Ah wanna right all that’s wrong!” Applejack snorted. “Thank you, darling,” Rarity smiled kindly as Twilight reformed her image, “We’ll be seeing you soon.” “Yeah,” Applejack nodded as the two slipped out of her barn again, letting the mare sigh. “Just how stupid do they think Ah am? Ah’ll stop ya two no matter what. As soon as y’all drop yer guard…” That night, two evil mares slipped silently into their last target’s home while she slumbered peacefully. This was it. They would soon have the last Element of Harmony under their control! It was now or never! “Twilight, I can’t do it,” Rarity eventually whispered after ten minutes of trying to invade Fluttershy’s dream. “I can’t figure it out.” “What?” Twilight snorted as quietly as she could. “Oh forget it, plan B.” Twilight sighed as she sat down on Fluttershy’s bed, waking the poor mare. “Twilight?! Why are you here? Are you wearing eyeliner?” “Hey Fluttershy, calm down. This is just a dream,” Twilight smiled. “How can my dream tell me its a dream?” “You’ve been spending too much time with Pinkie lately,” Twilight nodded sagely. “Oh, I knew it!” “Rarity! You’re here!” Twilight smiled, faking the mare just appearing. “Hello dear.” Rarity smiled awkwardly while she tried to figure out Twilight’s plan. “Hello Rari-” Fluttershy began til she laid eyes on the mare. “Oh no… I’m having a nightmare…” “No my dear. We’re here to protect you,” Rarity lied, seeing what Twilight was doing at last. “We know how badly you want to fit in. How badly you want to be secure under the wing of True Leadership.” “I do?” “Oh yes. You’re sick of being left alone. But not in the Nightmare Regime. We come to offer you peace, security, love.” Rarity smiled. “Security? Love? H-How? You two look evil…” Fluttershy squeaked out in fear. “Evil? Does Power always look evil? Or does it just look new?” Twilight gently asked. “Power?” “We have true power, Fluttershy. Come join us, and we will protect you from all you fear,” Rarity smiled lovingly, a smile that could sell coal as diamonds. The butter colored mare turned slowly to Twilight and took in all she was seeing. The eyeliner was bold, but confident. Her height was welcoming, comforting. She looked so strong now, so regal. “I will!” “Good,” Twilight smiled as she levitated over a book and bashed Fluttershy on the head, knocking her out cold again. “What was that for?” Rarity stammered. “The ruse is useless if she figures out it wasn’t a dream,” Twilight chided. “Besides, now we can go back home and enjoy each others… company, if you will?” “Oh, I do love the sound of that,” Rarity smiled. “I’ll get the massage oils.” “You kinky mare,” Twilight giggled as she and Rarity departed, leaving the soft spoken mare in her bed, but now with new information bouncing around her ears. Twilight’s kinky? Rarity’s saucy? They want to protect me? No I want them to protect me. I want them to dominate me with that power from my dream... Oh my gosh! “I’m falling for Twilight and Rarity!” Fluttershy screamed as she bolted awake, then fell back to her bed giggling like a school filly.
Chapter 3: Come Together, Right Now, and Conquer Me!Chapter 3: Come Together, Right now, And Conquer Me! The next day saw a trickle of friends and family pouring into the boutique as Twilight and Rarity smiled, feeling quite accomplished in their evil deeds for the night. Twilight stood front and center as she drew breath to address them all. A second before she would be knocked over by that blur of mare. “Damn it Pinkie!” Twilight swore. “It wasn’t me…” “Then…?” Twilight questioned as she looked down, meeting eyes with their soft spoken, but not soft landing friend. “H-Hi Twilight!” Fluttershy smiled, nuzzling the dark mare’s chest. “Fluttershy, what do you think you’re doing, you foal?” Rarity hissed as the entirety of the Nightmare Regime sat around dumbfounded. “Rarity!” Fluttershy squeaked, moving over to kiss her hooves and nuzzle her legs. “You two look just like you did in my dreams last night! I knew you would! I knew it!” Rarity met eyes with her lover as she let the message pass between them. ‘Your plan has had a bit of a set back.’ ‘How was I to know Fluttershy would develop a crush on us?’ ‘Fix it! Now!’ “M-mistress?” Fluttershy squeaked after Rarity failed to answer. “Fluttershy, I appreciate your dedication to the regime, but get off my leg.” Rarity growled. If Fluttershy even registered the anger in her friends voice was unknown, but Fluttershy did as told, and happily sat next to the mare with the largest smile of all present. Considering Pinkie was in the room, that was saying quite a lot actually. “Ahem,” Twilight greeted as she commanded all attention, “Tonight we’re going to hit a new target. We need a show of force, so we’re going after the city of Detrot.” “Detrot?” Applejack snorted. “What did we do to you?” “Applejack darling, do kindly shut up.” Rarity hissed. “Please? It’s rude to interrupt.” Fluttershy nodded. “Detrot,” Twilight continued with a glare at the three parties responsible, “Is a large hub. They make all of the Equestrian owned Airships there, making it a key military point of attack!” “Won’t that mean lots of guards?” Rainbow inquired. “Normally, but we have a secret weapon.” Rarity smiled as she shifted her gaze to Pinkie Pie. “Darling, please be a dear, and throw those hard working ponies a party of Pinkie Pie proportions tonight.” “A take over by party?” Pinkie questioned. “I’m sold, this regime rocks.” “So what are the rest of us going to do?” Applejack asked as Pinkie began muttering about how to best pull off this feat. “Why, destroy Detrot, of course.” Twilight giggled. “Twilight, use an evil laugh, not a bucking giggle. You sound like a school filly.” Spike groaned as he put his head in his claws. “But I like my giggle…” “Our evil overlord, y’all…” “News out of Detrot today, everypony…” The radio squaked the next morning as two mares sat in bed listening to the recap. “Turn it off, Twilight.” Rarity whined. “How? How could we do that? To Detrot of all places!” Twilight moaned. “I didn’t even think something like that was equinally possible!” “The city has long been plagued by violence and drugs, mobsters and gangs,” The radio continued. “I can’t bear to relive those memories.” Rarity anguished, throwing her face into Twilight’s chest. “The horror!” “But not anymore! Somehow, overnight, the city has been turned around. No more is the joke ‘We’re not Detrot.’ Now that saying is one of shame.” Last night: Detrot Cries pierced the air as the seven strode down the street. Cries always pierced the air of Detrot, but soon there would be new reason. No pony knew what was coming for them, not yet. “Pinkie, you know your mission.” Twilight commanded. “Yepperoni! I’m gonna go make some new friends!” Pinkie sang as she bounced away toward the guard camp. “We’ll leave her out of the history book, correct?” Rarity asked as she watched the pink mare frolic away. “Agreed.” Twilight nodded. “You all are the ground assault team. Start causing as much trouble as you can!” “Um… okay…” Applejack offered with a definite lack of enthusiasm. “We’ll rob a liquor store, ‘er something…” “Uncreative, but sufficient.” Rarity fussed. “Twilight and I shall destroy the airship factories, while Spike shall go to the tallest building and fly the Regime flag I made!” Rarity squeaked with glee as she magically pulled the flag out of her pack. The Mare in the Moon shone brightly against the dark background of dusk purples and blacks. Spike was unconvinced. “And when somepony takes it back down to put up the regular flag again, then what?” “Kill them.” Twilight ordered as she handed a knife over to the drake. “Umm… This is a butter knife…” “Well it’s not like I have a great collection to work with here or anything.” Twilight sassed back. “I only just became evil three days ago!” “Can we get to work?” Rainbow interrupted. “I hate to be in Detrot longer than I have to.” “Yes, get to work, Nightmare Regime!” Rarity cried out as she and Twilight took to the air. “How can Rarity fly now, anyways?” Applejack asked as she, Rainbow, Spike, and Fluttershy watched the pair take off. “Smoke form. She’s less dense than the air around her like that.” Rainbow dismissed to a puzzled look from the three remaining friends. “What? I’m a weather mare. I know a lot about aerodynamics, particulate density, thermodynamics, and slipstream/ jetstream movements.” “Oh…” The three nodded. “Well, I got a flag to plant, I guess.” Spike huffed. “See y’all later.” “I had better go do something too, girls,” Fluttershy smiled. “For the Regime.” “Knock yerself out, Shy.” Applejack shrugged. But there was one problem, the definite lack of the soft spoken friend’s retreat. “Um… I’m really bad at this sort of thing girls… What should I even do?” “Well, obviously you should break something.” Rainbow scoffed. “But what if somepony really liked what I decided to break?” Fluttershy cowered. “They might get angry. Or be really sad…” Two friends fell to the ground as all plans, no matter how pointless, were put on hold as they decided to just help Fluttershy. “Now!” Twilight growled as she spread her wings high above the city of factories and smoke stacks.. “We shall- achoo!” “Bless you, love.” Rarity giggled. “Shall we exclude that as well?” “Oh my, the smog up here is unbearable!” Twilight groaned. “How are you unaffected?” “I’m in a smoky form, my love.” Rarity replied with a roll of the eyes. “Honestly.” “That doesn’t answer my question…” Twilight muttered angrily. “Forget it. I am not reigning over this city with this- this disgusting cloud over my town!” “What are you planning?” Rarity asked. “First, we clear the air!” Twilight bellowed as she charged her horn, letting the smoke and smog and pollution wrap around her horn and disappear entirely. “You seem to forget that we’re here to rule this city, not clean it!” Rarity hissed. “I have not forgotten! I just don’t want us to be breathing this crap! It takes years off your life!” Twilight snapped back. “You’re immortal.” Rarity snorted. “But you, my love, are not.” Twilight smiled as Rarity gasped. “I wouldn’t want our new city to make you sick, honey.” “Oh Twilight. That’s the most romantic thing I’ve ever heard.” Rarity fawned. “I love you, Twilight.” “I love you too, Rarity. Now, let’s- whoa!” Twilight stumbled as she lost altitude. “I guess I used too much magic…” “I would imagine,” Rarity chuckled. “Let’s go down and do this up close and personal.” “It’s a date!” Twilight giggled as she glided down with Rarity. With a pop and a shower of paper detritus, a Pink blur injected itself into the main formation of the Detrot guard camp, wearing a huge smile and a top hat, for reasons unknown. “Hiya everypony! I’m Pinkie Pie! And I’m here to throw you all a Par-Tay!” Pinkie announced to the crowd. But instead of cheers, there was only silence. Silence, till one mare spoke up. “Oh thank Celestia, I thought the agency was only going to send me in tonight.” The white pegasi smiled as she came up next to Pinkie Pie. “I’m Surprise. And these guys are tough. It’s like they don’t want to even party!” “Who are- Don’t Want To Party?!” Pinkie began, seconds before she snapped to it. “Oh honey, we’ll get them to party, or my name isn’t Pinkamena Diane Pie!” “Awesome!” Surprise smiled. “That guy there just got dumped, so make it special. For poor Brian there.” Pinkie’s eyes shone with new resolve some would say after the fact. “This is everything I have ever lived for. Hey everypony, who wants to dance!?” The pink mare sang as she bounced into the crowd in what would become the first documented case of infectious energy ever witnessed in Detrot. “Just tip poorly then!” Rainbow yelled as she pitched another idea. “But food service ponies rely on those tips…” Fluttershy whispered. “I wouldn’t want them to be late on their bills just because of me…” “Argh!” Across town, one dragon took upon his daring mission now with great resolve. His claws ached as he pulled himself up the scaffolding, trying with all his might to not look down. No, he had come too far to let a silly thing like fear stop him now. He was close. So close. His fingers reached for the pole, the cold metal biting him as he grabbed hold. There was no rope, but that was alright. The flag would just be fashioned to the tower as it were. A quick knot, and his mission was done. Spike had succeeded. With a sigh, the drake felt his tired hands slip. Despite his desperate claws for grip, the drake began to tumble out of his tower now, falling, fa- “Ouff!” Spike grunted as he hit the ground, looking up through the jungle gym to the flag a mere 5 feet above him. With a pant as the dragon regained his breath, Spike chuckled. “I… I did it. I accompli-” A voice pierced the dark depths of the draconic mind though, calling to him. Spike, someplace important. “Really Twi? Telepathy now?” Spike groaned. “Fine. I’ll try again.” “Maybe I could just be loud? A lot of ponies are asleep, and waking them up would be evil?” Fluttershy suggested. “You know what, sure. Go for it, Shy!” Rainbow smiled, till she felt the vibrations. It felt like an earthquake rolling in, but something was wrong. Everything was getting louder? “Par-Tay!” Pinkie and the unknown white mare screamed from atop what could only be called a tidal wave of partying ponies as it roared through the intersection, spilling punch and confetti everywhere, and leaving all who saw them to run after, joining in the random celebration. After all, it looked like a lot of fun. “Oh shoot, Pinkie stole my idea…” Fluttershy pouted as Dash and Applejack turned back to her. “That’s just so rude, stealing somepony’s idea!” “Buck it, let’s go get a cider.” Rainbow sighed in defeat. “Second.” Applejack nodded. “Okay,” Fluttershy pouted, still hurt. But maybe alcohol could spark a few ideas for her. She knew it wouldn’t, but she could just stop hoping now, could she? Two mares bucked down the large oaken doors as they strut into the office, looking around with smiles laced with malicious intent. Soon, this would all be rubble and their historic reign over this pathetic nation would be claimed. “I can’t wait to see the pony’s faces as we level the very life blood of the city.” Rarity chuckled. “Agreed. It will be oh so sweet,” Twilight giggled, till her eyes lingered on the reception desk. Specifically, the catalogue. “So we should start with the fuel supply inside the factory, then- Twilight?” “Real walnut inlays in the dash.” Twilight muttered as she flipped through the pages of airships. “And tempurpedic beds? Oh that sounds lovely…” “Twilight?” Rarity sassed. “Hmm?” The bookish villain asked as she peeled her eyes up and away from the print. “We are not here to buy a damned Airship! We can both fly!” Rarity nearly screamed. “Besides, I might have overdrafted the account back in Fillydelphia…” “Why were you using the- Wait, when did you even set up a joint account?” “You were studying business models if I recall,” Rarity sheepishly smiled. “You really have that much faith in our relationship?” Twilight cooed. “Awe baby. I love you!” “I love you too Twilight, but we’re getting distracted.” Rarity reminded politely. “Okay, but first, come look at this? They call it the Mile High Special.” Twilight smiled. “It sounds divine.” “Darling…” Rarity groaned as she walked over, letting her eyes dance to the page. “We don’t… is that a hot tub?” “Jacuzzi,” Twilight smiled. “With 16 massage jets and 18 scented oils for the water.” “Oh my, that does sound divine…” Rarity gasped. “And look at that four poster bed!” “Can we?” Twilight giggled as she bounced. “Darling, something like this is… it’s just…” Rarity fought to find the words. “The Regime needs this! How could we not get one?” “Yay!” Claws grappled with the foe as the noble knight of a very unnoble cause fought to complete his mission. But this villainous scourge was not relenting, and the drake was soon to be pushed past his limits as he struggled for honor. “Let go, you mutt!” Spike whined as the pup held onto the flag stoutly, flinging it’s adorable head from side to side as it played tug of war. “Please! It’s my mission to fly the flag!” “Grr, arf!” The pup managed with the fabric in it’s maw. “Quit it!” Spike pleaded. “I will not hit a puppy, I will not hit a puppy!” Spike, status report! The persistent voice of perfection rang out in the poor drake’s mind. “I’ve, um…. encountered some resistance!” Spike grunted as he felt the flag begin to tear. No, Spike! Are you okay? Do you need my help? Twilight panicked. “You- You still care about me?” Spike awed as he let the flag slip from his grasp. Of course I do. Twilight mentally assured the young dragon. I still need you for back up plans B through F54! “How many of those do I die in?” Spike asked, deadpan. Er… “All of them?!” No! Of course not! I don’t want you to get hurt, ever. I still love you little brother… That said, all those plans hinge on us pinning the crimes on you and bailing. “Twilight, I take it all back. You are pretty evil.” Spike huffed. Hey, I let you escape in plan A. Be grateful! “I feel so much better now, thanks.” Good! Twilight sang as Spike could clearly picture her smile forming. Glad I could cheer you up! The factories had never been the colt’s specialty. He had never really like being there to be honest, but that was what he got for being the best sales pony ever. Too sell fleets, and oversee production. But alas, somepony had to. Though in truth, he would soon be back to some dealership. Equestrian Airliners newest model, The Mile High Special, was a complete disaster. The company had sunk everything into the one they had right now, and if they could get rid of it, would watch as it pulled their entire company under with it. But that was no easy feat. No pony who wanted one could afford it, and those that could didn’t want the damned thing. It was a glorified- “Ah, there you are, Monsieur!” A voice called out. The voice that had called him out of bed and to the damned factory at two am. “Hello?” The colt hazarded. “My lady and I would like to purchase an airliner.” The mysterious voice replied. “I’m sorry, but business hours are from-” “This one, the Mile High Special!” A second voice rang out, full of glee. “- Now till you soar off with your new ship, ladies!” The colt smiled, perking up. Today, I eat! “Hurray!” The two voices cheered. “Tell me, does it have a mini bar?” One voice asked, the one the sales pony would later learn as Rarity. “Ye-” “Because we can pay extra if we need too.” The second, a Miss Twilight, added. “Hmm, I don’t know…” The colt smiled. “I’ll see what I can work out for you girls!” “Yay!” Present: “Ugh!” Twilight grunted as she threw her pillow at the radio. “We saved that damn company from going under? Of all the lousy luck…” “We didn’t even haggle on the interest rate…” Rarity groaned. “Ten percent. Ten! What were we thinking?” The radio continued it’s track about the turn about, and every second it made the pair of evil mares snarl. “A random party incited at the guard camp soon overtook the city, leaving everypony happy and in just fantastic spirits. “That’s right, Tom. Physiologists are talking about how all the city needed was a good pick me up. But it also helped boost the economy when four thousand jobless ponies were employed overnight to aid in cleanup efforts and to plan a similar City Party Palooza for next month, turning these good times into a regular staple of Detrot!” The pair would have stayed in bed all day, lamenting over their failures, if it had not been for the knock on the door hailing their attention. Their visitor? A very cranky Rainbow Dash. “I don’t know, I don’t wanna know. I’m nursing a hangover right now. But somehow, we saved Detrot, improved the city, and I’m not sure, but we might have left Pinkie in Detrot.” The cyan mare grumbled to the pair. “Shoot, I knew we forgot something…” Twilight muttered. “Yeah, yeah, whatever.” Rainbow growled. “Just get this giant air yacht out of my bucking yard! Do you have any idea how long it took to cloudscape this place? Do you?!” “We had to park it somewhere,” Rarity dismissed. “Here, how about if we let you use the jacuzzi today? A way to refresh and recharge!” “You took out one of my walls parking this thing!” Rainbow scoffed. Twilight and Rarity huddled together for a second before turning back to the homeowner they had wronged. “Two days and you can invite Fluttershy.” Rarity counter offered. “No deal.” Rainbow snorted. “Three days, Shy and Aj welcome.” Twilight ventured. “Getting better…” Rainbow grumbled. “And you may feel free to use the mini bar to your hearts content over those days.” Rarity added. “Sold to the tyrant with smoky powers!” Rainbow smiled. “Pleasure talking to ya!” “So where are we all goin again?” The young filly with the red bow asked as she wandered about with her friends. “I think my sister’s back in town now.” Sweetie Belle sang as she bounced with joy. “Her place has been used recently!” “How do you know that?” Scootaloo asked as they rounded the corner to the Carousel Boutique. “Button and I were using it for a lan hotspot.” Sweetie reply as if it was obvious. “But now I have my sister-” The filly paused as she heard voices inside, one clearly her sister’s. “She’s here! Rarity!” The small unicorn shouted, bursting into the house and making the now five inhabitants scream. “Nightmare Moon!” Three fillies cried. “It’s not what it looks like! We were wrestling!” The others cried out. Today was set to be a long day. “Why do you look so different sis?” Sweetie Belle asked slowly after everything was settled. Or at least locked in the house so to prevent escape… It was hard to tell for the fillies right now. “I’ve, um… Twilight?” “Rarity discovered some new powers, girls. It’s made her into a new mare.” Twilight smiled as she explained. “Wait, that’s what happens during puberty?” Scootaloo asked. “Awe yeah!” “No, that’s not it!” Twilight snapped. “It’s the magic of the Nightmare Moon! Now it belongs to Rarity!” “So you are Nightmare Moon…” Apple Bloom hazarded. “No deary. I am Nightmare Rarity now.” Rarity said as softly as she could. “We are now the heads of the Nightmare Regime. We will… We are the new ruling class to Equestria, dear.” “Why?” Sweetie Belle asked slowly. “Because we have the power.” Twilight smiled. “I know it’s hard to understand, but we want to rule Equestria. Please, will you-” “Twilight, a word.” Rarity hissed as she wheeled her lover around to talk more privately. “We are not going to recruit my sister!” “Why not? We recruited Spike, and he’s like a brother to me!” “Spike is a dragon! Sweetie Belle is just a sweet little filly that wrecks everything.” “Now that’s just being mean.” Twilight snorted. “They don’t have to be cabinet members. They just need to run around, flying our colors. Use them to recruit others.” “Really darling? Fly our colors? Just how long did you spend in Detrot?” “Oh stop it.” Twilight played. “Are you ‘In tha hood, G?’” Rarity asked as she tickled Twilight a little. “Stop!” Twilight snorted with laughter. “Um… I need an adult…” Sweetie Belle said slowly. “Technically, they are adults…” Apple Bloom pointed out. “Ew. They’re acting like those high schoolers in Canterlot on that field trip!” Scootaloo wretched. “If we agree to join y’all, will ya stop?” Apple Bloom pleaded. The pleas succeeded in tearing the two love birds from their flights of fancy. “Sorry! Ahem, yes. Welcome to the Nightmare Regime!” Twilight smiled as she spread her wings out far. “Tell your friends! We will bring a new age to Equestria with children like you. Remember, our future is in you.” “... Right…” Scootaloo nodded as the three foals back away slowly. “We got um… Homework!” “Yeah, loads!” Sweetie Belle smiled. “We do?” Apple Bloom asked till Sweetie’s elbow met her ribs. “Ow! Ah mean, Yeah, we do! Gotta go, school calls!” “Homework? Well, get to it! Do well! Study hard!” Twilight called after the retreating fillies as they galloped away from the shop. “We’re all alone now, Twilight.” Rarity smiled. “We could-” “Where are Twilight and Rarity?!” The pair heard float through the open door. “Oh, Pinkie’s back…” Twilight muttered. “Hide. I think I broke a Pinkie Promise about giving her a ride back!” “Luna, I have an idea!” Celestia announced as s he barged into her sister’s room, making the nightly goddess look up from some rather extensive paperwork. “Shining Armor.” “Hmm, it would look good on you sis, but I don’t care for the heroine look myself.” “What? No! Prince Shining Armor, Twilight’s brother!” Celestia raged at her playful sister’s joke. “Sorry… I-” “It’s alright Tia. I am just enjoying the good news from last night is all.” Luna smiled, tossing over a military report about the late night block party in Detrot that had turned the city around. “Too think, we owe the salvation of the city to the party planning agency sending two mares instead of just the one for the ESO show last night.” “Yes. After the week we’ve had, some good news is quite appreciated. And what better news than the safety and joy of over a million citizens.” Celestia sighed happily, till her eyes danced over the accompanying photographs in proper, stopping her cold. “Lulu, what’s that?” “What is what?” Luna asked as she followed her sister’s hoof to look at a small piece of trash found during the clean up, a tattered and torn flag that definitely held… “The Mare in the Moon…” “Nightmare Rarity…” Celestia whispered. “They where there.” “You don’t think they were responsible, do you?” Luna asked in a hushed tone, but Celestia’s eyes told all. "For those two to have pulled this off, they would have to have converted their closest friends to darkness as well..." “Twilight is brilliant. Of course she would realize a brute force attack was foolish against Detrot, so she decided to subvert the city. By being their savior, she has set herself up to lead the city against us, all through a con…” “...Or, I’m just noting, the city was so far gone into it’s own despair, it had no where else to go but up?” Luna offered. “They have not made any appearances. No show of force. Nothing.” “No, we are counting this as the spread of their evil.” “What had those Fillydelphia ponies called it?” Luna asked quietly. “The Nightmare Regime?” “We won’t let them hurt another pony Luna, so help us Mother. Send word to the Crystal Empire, I want Shining Armor on the next train to Ponyville.” “Why Ponyville?” “There just might be a clue there, Lulu. It’s a slim chance, but it's the best we’ve got…”
Chapter 4: This was a... Triumph?Chapter 4: This Was a… Triumph? “I want to go with you!” A desperate voice called out. A little more desperate than it’s normally glorious cadence, compared almost unjustly to that of a songbird, but not without reason. Despite all they had seen and faced, this was not just dangerous, it was reckless. Her husband was almost actively trying to commit the single stupidest action of his life, purposely getting close to the new Nightmare Moon, and the even greater threat, a corrupted Princess of Magic. “Cadence, this is my sister. If what Princess Celestia says is true, she may be lost to us already. I want you here to protect our kingdom and our subjects- No, our friends, from her evil.” Shining Armor replied with sage like wisdom, rather out of sorts for the colt. “I don’t like it though!” Cadence whined. “If Twilight really has turned, she might not pause. She might just attack you on sight! I don’t want you to get hurt, or have too…” “I’m just going to see what I can find.” Shining chuckled. “She would be insane to actually still be in Ponyville.” “And what about Rarity?” Cadence asked as she grabbed her husbands bags magically and pulled them away from the train. “She was forced into becoming the new Nightmare Moon. And I know for a fact that she and Twilight have been acting together. Who knows how stable she is…” “Well, I’ll just have to cross that bridge when I come to it.” Shining sighed. “My question is how long will I have before they catch on that I’m tracking them now?” “Just be safe, okay?” “Always.” Shining smiled as he kissed his wife goodbye. Ponyville. Never before had Shining been to such a peaceful little town, and the city colt had to admit he rather liked it. No towers, no angry pedestrians. Loads of happy, carefree foals around. “I’ve been watching too many movies.” Shining chuckled as he trotted out calmly into town. But the colt was on a mission. He must remain vigilant, lest he tip off the mares he was their stealthy predator, silently stalking them to their- “Shining!” The excited voice of Twilight called out as Shining Armor froze solid. The mares running at him, as if to only insult his tracking skills, were a taller looking Twilight and Rarity, but not much else had changed about them. “Twily!” Shining smiled, running to his sister as he hugged her fiercely. Celestia must be trolling again. Ah, am I ever going to learn? “What brings you to Ponyville?” Twilight asked at long last. “Oh, Princess Celestia just played a little joke on me is all.” Shining laughed. “I guess she thought I don’t visit enough.” “The Princess sent you?” Rarity asked sharply, looking to Twilight with what could only be called an evil look. “I do believe she is fighting dirty now, my love.” “It would appear so, babe.” Twilight nodded. “Are you two having some sort of contest with- Wait! Love?! Babe?!” Shining snapped. “No way my baby sister is dating! Alicorn Princess or not!” “Oh darling, he’s upset.” Rarity chided playfully. “Here, I have just the thing for that…” The white mare smiled as she dug around her saddle bag. “Shining,” Twilight chuckled. “I’m old enough to date. Please, can’t you see me as the tyrant that I’m becoming over the filly of yesteryear?” “No! You will always be- Wait, tyrant?” Shining asked as Rarity gasped. “You didn’t- Twilight?” “Found it!” Rarity sang as she pulled a new frying pan out of her bags and whacked Shining painfully over the head. “Wow.” Spike nodded when he saw the stallion in the basement. “You two actually took him out?” “What’s that supposed to mean?” Rarity asked as she dissipated the image spell. “Um…” Spike froze, and thoughts of frying pans came dangerously close to mind for the drake. “He’s… um- a trained Captain of the Guard, skilled in hoof to hoof combat. I’m impressed you two were willing to resort to that sort of fighting to take him down is all…” “Oh.” Rarity blushed. “I thought you were insulting us. I’m sorry Spikey-Wikey.” “Yeah, I would never do that.” Spike nodded sarcastically as he came over to the stallion that was beginning to stir. “Sup, Shine Bro?” “Spike?” Shining asked as the fog cleared from his head. “Ugh... What’s up, Scaly Dude?” “Eh, Twi turned all evil.” Spike nodded. “Bummer.” “Way. So welcome to the Nightmare Regime’s brig, also known as Twilight’s basement.” Spike nodded to a snort from Rarity. “Spike, don’t tell him where he is!” “Where’s Twi?” Shining groaned, looking around. “She’s just getting some things ready for your ‘visit,’ darling.” Rarity smiled mirthlessly. “You look different.” Shining finally noticed. “You look old now.” “... I’ll kill you for that.” Rarity snarled as the door up top flew open, letting in the mare of evil herself, Twilight Sparkle. “Okay, so I wrote Cadance a letter saying Shining got in safe, Celestia was just playing some joke on them was all. I don’t know if it will keep her away long, but it will buy us some time.” Twilight sighed as she came down the stairs, till her eyes met the defiant orbs of her brother’s gaze. “He’s awake?! Guys, I wanted to be here for that!” “Twilight, how could you?” Shining nearly spat. “Oh hush you.” Twilight huffed. “I haven’t had my daily playtime yet, and you’re not helping matters.” “Playtime? What evil courses through your veins?” Shining roared. “Dude, don’t ask about playtime.” Spike added quickly. “Trust me, you do not want to know.” “Are you two done?” Twilight asked coldly as she glared at the small dragon, making him turn to her slowly. “I want a moment with my brother. Please.” “That wasn’t a question, was it?” Spike asked as Twilight continued to glare. Wow, when did they actually become evil? “You got it, Twi.” “Darling,” Rarity asked kindly as she and Spike reached the stairs. “He called me old. I expect vengeance one hundred fold.” “Anything for you, baby.” Twilight smiled as Shining groaned, pained by her sister's growth in several respects. “So they captured Shining Armor?” Rainbow asked her produce minding friend. “Eeyup. Them two are gettin outta hoof. We gotta put a stop to this before somepony gets hurt.” Applejack nodded. “Trust me, I’m want to help, but they’ll…” Rainbow faltered. “I can’t risk it…” “Ah know. Ah’m workin on it…” Applejack frowned. “Ah think our best bet is to-” The swish of the door paused Applejack as two new figures strode into the room. Nightmare Rarity. And Spike, but mainly the Nightmare. “Girls, I have something to discuss with you.” “What’s up?” Rainbow almost quivered. “Where are Shy and Pinks?” “I can’t trust them with this, seeing as it has to do with Twilight.” Rarity confided, soundproofing the room. “With Twilight?” The two asked as Spike groaned. “I’m almost at Twilight Overload. Can I just go?” The small firebreather asked. “Spike, I need you for this plan.” Rarity hissed. “Twilight cannot be allowed to see what’s coming!” Instantly, both mares smiled brightly. They leaned forward. Had their prayers been answered? “Whatever ya need, we’re yer mares!” Applejack smiled brightly. “Thank you.” Rarity smiled as she stole a steadying breath. “So, what do you think I should do? With Twilight, I mean?” “I’m pretty sure that’s more your line…” Rainbow offered. “I’m not sure about helping with something like that. I mean I still kinda like Twi, we don’t need to…” “What are you blathering about?” Rarity snapped, stalling the mare. “What are you talking about?” Rainbow asked meekly. “Our one week anniversary.” Rarity snorted. “What did you think I meant?” “Ah… AJ?” “Don’t bring me into this.” Applejack laughed. “Y’all are the one who was talking about helping her with ‘that.’” “I hate you.” Rainbow growled while Applejack laughed. “Excuse me, but I recall this being the Nightmare Regime. Not a daycare!” Rarity snapped as the two blushed. “Now, what dress should I wear? Black, or Cherry?” “I’m gonna go check on Shy.” Spike chuckled as he open the door. The pair was graced to just a second of screams from downstairs as Rarity smiled. “Holy hoof grenade…” Applejack muttered. “That’s her own brother…” “Yes.” Rarity sighed. “You would think he would be the first to throw himself at the cause.” “What’s she doing to him…” Rainbow asked slowly as the door blocked out all sound once more. “Noooo!! Please, I beg of you! I’ll do anything!” Shining cried out. “And this is us sharing our first photo booth kiss!” Twilight giggled while she showed him picture after picture of her and Rarity. Each one, their lips upon the others. “Make it stop!” “Oh, this is us on the bow after we bought our new airship…” “Buddha? Zeus? God? One of you guys, help me!” “Whatever it is, the colt is getting off easy.” Rarity huffed as she looked back to the pair of ponies she had for consult. “So, which dress?” “Um… I like them both?” Rainbow offered meekly. “Like them both? What kind of cowardly answer is that?” Rarity snapped, looking at the fast filly. “... Unless, a nice dark red, like say black cherry… Oh my, Rainbow Dash, you do have an eye for fashion after all!” Rarity squealed in joy as she bounced out the door, leaving behind two very confused, very scared mares. “I need a drink, AJ.” “Make it a double.” Applejack nodded as she and Rainbow made a break for the exit, not once looking back despite the horrific screams coming from downstairs. Despite their desire to help, they also desired not being added to whatever personal hell the stallion was enduring. “Mistress Twilight?” The soft call of the friend to animals echoed into the basement. “Over here, Fluttershy.” Twilight replied, her nose in a book and her eye to the microscope. “Hmm, fascinating.” “What are you working on?” Fluttershy asked softly as she set down next to her ruler, a soft smile gracing her lips as she did so. “Nothing, I was just bored.” Twilight sighed as she sat up more proper. “Since my brother over there will not stop crying!” “Twily has a girlfriend.” Shining muttered weakly. “So I’m just observing cellular mitosis.” Twilight finished with a bored sigh. “Ah.” Fluttershy nodded. “So just how long are we going to keep him down here.” “I dunno.” Twilight confessed, shrugging her shoulders. “It only took three minutes to break him…” “Wow. You’re very good at evil, Mistress.” Fluttershy smiled brightly. Twilight wasn’t sure, but she could have sworn she heard a small noise, almost like Fluttershy had said ‘squee’ under her breath. “Right…” Twilight nodded while she pushed Fluttershy to the end of her reach. “So what’s everyone else up too?” “Well, Spike is reading comics. Pinkie is baking some cupcakes. Rainbow Dash went to work, along with Applejack. And Mistress Rarity is making a couple new dresses for something.” “Hmm…” Twilight frowned. “The regime is just ploughing along, eh?” “Oh yes. I have to say, we’re-” “We need to expand.” Twilight muttered, getting to her hooves. “We need to conquer.” “What? But- but I’m horrible at missions!” Fluttershy cowered. “I’m just good at serving you and Mistress Rarity.” With a sigh, Twilight looked down to the small mare, cowering behind her own mane. “No, this will be just me and my beloved. Go, tell my lover that I wish to go out tonight. I must rule it all.” Twilight nodded, looking to the west. “Oh, yes mistress!” Fluttershy smiled. “Where will you invade tonight?” “Tell her I want to invade Trottingham tonight.” Twilight smiled. “Of course!” Fluttershy smiled as she zipped up stairs, leaving Twilight to her planning. But the butter colored mare returned a short minute later, looking almost frightened. “What is it, Fluttershy?” Twilight almost demanded. “She says not tonight. She said…” Fluttershy paused, trying to find the words as fear of upsetting her mistress seethed in her mind. “She said tonight is date night.” “Date night?” Twilight asked, taken aback. But she smiled a second later. “A date night? With my cuddly mare of unspeakable horrors? Aww!” “She’s working on a dress just for this, and has one ready for you too.” Fluttershy nodded happily. “How did she have my measurements?” Twilight asked, thrown off kilter. “She said she’s seen you a lot recently to figure them out.” Fluttershy giggled, punctuating her sentence with a wink for good measure. “Wahhhhhaaaaa!” Shining cried loudly. “Oh shut up!” Twilight snapped at the colt. “Gods, you’re worse now than when I told you I was moving to Ponyville.” “Can I come with, Mistress?” Fluttershy asked, her eyes begging for inclusion. “Um… I…” Twilight stalled, her brothers soft whimpers ringing in her ears. “Ah, I need you to watch over Shining actually. Make sure he doesn’t escape!” “Oh of course, Mistress!” Fluttershy smiled brightly. “Do you want me to get him to stop crying also?” “Please?” Twilight asked, almost a little too fast. “Just enjoy your date. I’ll take care of Shining Armor.” Fluttershy smiled kindly, letting Twilight slip upstairs as Shining cried again at the word ‘date.’ Two mares stepped forth from the library to the welcoming evening, their new dresses flowing with them as if Celestia herself had made them like that. They were dressed to the nines, and ready to- “Nightmare Moon!” A shrill cry interrupted, all eyes quickly turning towards the mares as Twilight figured out they had forgotten Rarity’s image spell. “I think we overlooked an important detail, my love.” Rarity chided under her breath. “Maybe we should have been spending more time getting ready, and less time… well, you know…” Twilight blushed. “Hmm, it was fun, though.” Rarity lamented. “Well, let’s get to it then. I don’t want to be late for dinner after all.” “Agreed.” Twilight laughed as she spread her large wings. Though the world was already shrouded in night, her wings seemed to pull in all light, setting the town into darkness as she took to the skies. “Attention citizens of Ponyville! I, along with Miss Rarity, are your new sovereign. All will bow to the might of the Nightmare Regime!” “We are your lords now! Obey us, or per-” Rarity began, but a rumble from the forest cut her off. “Twilight, what was that?” “I don’t-” Twilight began, but was quickly silenced. A roar like thunder rent the air asunder, as all in it’s wake held their ears for fear of losing their minds to it’s power and ferocity. “Oh, not now. Why did it have to be an Ursa Major?” Twilight frowned. The creature bellowed it’s fierce call as it left the forest, letting it’s ethereal paw strike flat anything it’s path. The creature snarled and roared, letting it’s eyes rest on Twilight at long last as it sat back onto its hind legs, getting ready to strike. “You there!” A voice called out, giving the creature pause as it looked down to the small dot of a pony at it’s paws. “Yes, you. You are ruining my date with that lovely mare up there! We will not tolerate letting you just stomp in here and terrorizing us. Now be gone, or else!” The creature was perplexed. Normally, dinner ran away, not talked back. It decided against the aerial pony as it reached for the loud one, finding it’s courage to be very strong. It did not run at all. Suddenly, pain gripped the creature, from two different sources. One, its claw, the other its ear. “Hey, paws off my Rare Bear!” Twilight shouted as she magically twisted the creatures ear. “You dare try to lay claw on the mare of darkness? Fool, I’ll command you! Be gone!” Rarity spat at the creature, pushing it back with enough power to make it flop over into the treeline again. “If I see you again and I am not riding you into battle, I’ll make a rug out of you big enough to blanket Canterlot!” The Ursa had quite enough now. Stumbling back to its paws, the creature gave one last look at the pair of powerful foes, and hung its head. With a whimper, tail between it’s legs, the ethereal bear retreated into the forest, leaving the pair to their devices once more. “About time.” Twilight huffed, turning back to the town. She opened her mouth to speak, but a cry cut her off. One of jubilation? “Thank you Nightmare Moon! Thank you, Twilight!” The towns ponies all cried, gathering around the mares as they continued to thank them. “We would have been flattened if it hadn’t been for you two!” One pony cried out. “Did we just save another town?” Rarity asked as Twilight landed next to her. “If the others ask, that was planned.” Twilight whispered before stepping forward. “Ponyvillians, hear me. We are the most powerful beings in Equestria. Join our regime, and you will be protected!” “Why should we?” One donkey asked, stepping forward. “I’ve been keeping up on the news, and I know the truth! You two are evil! Why should we turn against Princess Celestia and Princess Luna?” “Because we just beat an Ursa Major.” Rarity replied coldly. “Oh, it’s blackmail.” The donkey nodded in understanding. “Yeah, I can live with that.” “Now, all who oppose us?” Rarity smiled to the crowd. There were a few hesitant faces as towns ponies figured out that they were simply swapping out one blatant evil for another. But at least this one could be benevolent. Slowly, they all bowed, though none was too happy about it. None, but the two at the head of the formation, Twilight and Rarity. Now was the time for a show of force. To conquer. To- -Order diner. “I’ll have a glass of the 72 Château Cheval Blanc, paired with the spinach and romaine salad with carrots and red vinaigrette dressing, please.” Rarity smiled. “Mmm, that sounds heavenly. I’ll have the same.” Twilight smiled, hoofing her menu over to the waiter. Around the pair sat a dumbfounded village, trying it’s absolute best to comprehend how two lovebirds had just conquered their town, and without breaking a sweat. Many had decided not to think about it too hard, or else they might have an aneurysm. “A lovely choice, ladies.” The waiter smiled. “And might I say how honored I am to be serving the new rulers of Ponyville.” “Hmm, flattery will get you far in life.” Rarity giggled before waving off the colt. “Ah, ruling is such hard work, darling. I think I need some time in our new jacuzzi after this.” “Rainbow Dash still has dibs till Monday.” Twilight frowned. “But, I know of this lovely hot springs not far from here.” “My dear, that sounds divine.” Rarity giggled. “But darling, won’t these minions try to call for help if left unsupervised?” “Hmm, you’re right.” Twilight nodded, deep in thought. She waved over a pony, and ordered them to sit for a second. “What’s your name?” “I’m Joe, ma’am.” The pony nodded slowly. “Wait, seriously?” Twilight gawked. “Never mind. Joe, you’re in charge when we leave. No one calls for help, okay? Honor system.” “You’re kidding me, right?” “No. Promise to be well behaved.” Twilight demand, but her style was much more elementary teacher than maniacal dictator. “If we don’t call for help?” The pony asked, showing some level of intelligence. “Hmm, good question. How about a Pinkie Pie ‘Welcome to the Regime’ party and a free day off work for everypony?” Twilight offered. “... Surely you can’t be serious…” “I am serious, and don’t call me Shirley.” Twilight retorted, but soon broke into giggles. “Sorry, couldn’t resist. But yes. If you all behave, you get a reward. But if anypony calls for help, I’ll come after you, Joe.” “Deal.” The pony nodded, quickly taking his leave before she flipped again and decided she didn’t want to wait for somepony to turn rat. “Where did you learn negotiations, Twilight?” Rarity smiled. “Celestia’s School for Gifted Unicorns. Joe there will maintain our rule for his own sake, but will do so very, very effectively.” Twilight smiled at their food was brought to them. “Now, about that hot spring.” “So Shining, how are you?” Fluttershy asked as she sat with the still muttering stallion, setting out a cup of tea for him. “I just found out my sister is doing… adult things.” Shining pouted. “Well, I know you never wanted her to grow up, but you have to see things from her point of view.” Fluttershy chided. “She’s changed a lot in the last week, turning from simple princess into a ruler worthy of the Equestrian throne.” “I get that, and a part of me is still sad about that.” Shining confessed, relaxing a little and taking the cup of tea offered to him. “But I have to be proud of her too. She’s finally living the dream.” “Really? She always dreamed of ruling Equestria?” Fluttershy asked. “No, not that dream.” Shining chuckled. “She always wanted to make a difference in the world. And now she is. True, she’s destroying it, but hey, who am I to judge?” “You’re very accepting of this…” Fluttershy noted. “It’s easier to see her as a deranged tyrant than having a special somepony.” Shining forced a smile. “Well, for a special somepony, she made a great choice.” Fluttershy nodded. But Shining’s locked expression told all as his ears flattened out and his eye began to twitch. “First, Rarity owns and operates her own business.” “I don’t like her.” Shining snorted, still maintaining the false smile. “She’s extremely generous, and always willing to help.” “Grrr…” Shining growled. “Um… and she can’t impregnate Twilight no matter how hard she tries.” Fluttershy offered meekly at last. Finally, Shining’s face changed. He looked distant as he let the words sink in. After about ten minutes of reflection, Shing smiled. “You’re right! Oh, you are so right!” “See?” Fluttershy smiled. “Oh I can’t wait till they come back. I have to congratulate her like a real brother!” Shining declared, standing up tall. “Woo hoo! That’s the spirit!” Fluttershy cheered softly, sporting a huge smile. The Mistresses will be so pleased with me! They might even let me join them for the next date night! “Sister, we have lost contact!” Luna cried, bursting into her sister’s room once more. “Oh, I hate it when that happens.” Celestia frowned, looking carefully at the floor. “Watch your step then. I’ll help you look for it.” “No, not that.” Luna barked. “Shining Armor never reported in from Ponyville. I fear the worst.” Luna frowned, her anger giving way to sorrow. “Then we have no choice. Send in the roy-” Celestia began, but a pop of magic and an appearing scroll stopped her. At first, she suspected Spike, but the seal was that of the Crystal Empire. Opening the scroll, Celestia read fervently, then relaxed as she began to laugh. “Sister? What news from the north?” Luna inquired. “Cadence has heard from Shining, saying he’s staying with Twilight. They think we were joking with them.” “What? How is this funny then?” Luna demanded. “Because Cadence is furious that Shining didn’t invite her down for a visit, so she’s storming Ponyville tomorrow.” “She’s- She’s what?” Luna asked as Celestia nodded. “By the gods, our fears may be over.” “Tartarus hath no fury like a filly scorned.” Celestia laughed.
