Memories

by Sada Pazaki

Rating: teen
Tags: My Little Pony: Friendship is Magic, Dark, Romance, Princess Luna, Original Character, Comedy, Discord, Princess Celestia, Twilight Sparkle
Length: 9850

A mysterious book that once belonged to an equally mysterious pony reveals things about the past Twilight never would have suspected...

A mysterious book that once belonged to an equally mysterious pony reveals things about the past Twilight never would have suspected...

~This story was written a month after the "Return to Harmony" episodes and has been at home on DeviantART and Fanfiction.net. This will explain why it doesn't fit into the 'canon' as well as it used to.

As requested by several of my Watchers there, I'm now uploading "Memories" and other MLP stories here as well.

Please enjoy!~

Published 2014-01-10 04:30:04 UTC
Last updated 2014-01-28 03:56:18 UTC

Chapter One

Twilight cheerily trotted through one of the many gardens of Canterlot Castle. Just last night Princess Celestia had sent her a letter with an invitation to join her for lunch. As the letter had said, it was a way to “make up for not having much time together during the Grand Galloping Gala and as further congratulations for defeating Discord.”

Feeling eager, Twilight had wasted no time and arrived at Canterlot early. So early in fact, she had spent the last hour or so taking a detour through the gardens. It was peaceful and the air was fresh and clean smelling. The surroundings were very beautiful...until she noticed the labyrinth to her left.

She frowned, remembering the trials she and her friends had had to put up with in that dark, twisting place. It had been the perfect setup for the 'little games' of Discord, spirit of chaos and disharmony. She quickly trotted past it but, as if summoned by her thoughts, Discord's statue appeared on her right. She tried to ignore it. His new statue bothered her for some reason. Maybe it was his expression. A pony didn't have to be very observant to notice his face was permanently frozen in a look of terror.

Feelings of slight remorse rose up within her, for his sake. It somehow didn't seem fair for him to turn into stone again. It made sense she supposed but...it just didn't seem fair. She started to turn around to go another way when she heard a soft sound. Fear shot through her body; images of Discord suddenly breaking loose and turning all Equestria upside down again filling her mind. She forced herself to approach his statue, just to check on him, and noticed the true source of the sound.

A pony was sitting in front of his statue. She wondered how she hadn't noticed her before. The pony was...gray. Gray like Discord's statue. She had never seen a pony with a coat that made her look like stone before. Her black mane was cropped in a short, severe style and had a few silver-gray streaks running through it. Her tail was the same. She wore a colorless, ragged old cape that covered most of her body so she couldn't see her cutie mark.

The pony looked absolutely miserable. Twilight couldn't help but wonder what terrible thing Discord had done to her. He must have done something since that was the only reason why she could think anypony would sit beneath his statue like that. Concerned, she walked up to her and said, “Hello there. Is something wrong?”

The pony gave her a side glance with a pair of colorless, grey eyes, “No. Nothing is wrong,” the dark rings under her eyes stood out against the gray, “Everything is quiet and peaceful in Equestria. Just as it should be.”

Twilight blinked, “Uh, yes, yes it is.”

She stood there, watching the pony who went back to staring up at Discord's statue and acting like she wasn't there. Finally Twilight said, “Well, I guess I better get going.”

She started to walk away then stopped. Maybe the pony was just shy. She turned back and tried being friendly one more time, “My name is Twilight Sparkle. What's yours?”

The pony's head shot up and she turned toward her with a deep frown. Her hard gray eyes bored into her's as she pointed an accusing hoof, “You?! You are the holder of the sixth Element of Harmony?!”

Startled, Twilight backed up a little, “Why yes, I-”

“And you did this to him?!” the pony pointed at Discord. Twilight stammered, “W-what?”

Suddenly calming, the pony said, “I'm sorry, that was unfair,” she took in a breath then shouted, “You AND your stupid friends did this to him!!”

Anger swept through Twilight at her words, “Now wait a minute! What we did was for the good of Equestria! We saved it by defeating Discord!”

The pony snorted, glaring mightily, “But you didn't have to turn him back to stone!”

Twilight yelled back, “I had no say in the matter!”

“So the beloved Sun Princess told you to do it?” the pony sneered, “She didn't want to lose her favorite lawn ornament?”

“No!” Twilight was furious, “It just happened that way! Princess Celestia had nothing to do with it!”

They both stopped, the pony glaring and Twilight panting for breath. After a few moments, the pony stated, “So you had no control over his fate. You were simply used by the elements as a way to focus and direct their power.”

Twilight sat down and attempted to control herself while smoothing down her mane, “That's right. I didn't know what would happen when we used them. We just-”

“Used them to save Equestria,” the pony looked away with a downcast expression again, “Please forgive my harshness towards you. I spoke out of anger and surprise, not knowledge.”

“Oh,” the sudden change of attitude was confusing but Twilight tried to smile, “It's okay, I can tell you're already upset about something.”

The pony gazed back up at Discord without comment, tears brimming in her eyes. Suddenly curious, Twilight asked, “Why are you so emotional over Discord? Did you meet him sometime during his escape?”

The pony gave her a thoughtful glance then looked back up at the statue, “What do you think? Should I tell her?” she tilted her head to the side with one ear up as though listening to something, “He says the look on your face would be worth it...but now wouldn't be good. The princess is coming.”

Twilight stood up and looked around, “She is?”

She could see Princess Luna trotting past a little ways off and lost her enthusiasm. Luna was far nicer now that she wasn't trying to cover Equestria in eternal night but she had been hoping it was Princess Celestia.

“It's just Luna,” she said to the nameless pony over her shoulder and waved a hoof, calling, “Hello your highness!”

Seeing her, Luna flapped her wings and landing before her with a yawn, “Greetings Twilight Sparkle,” she looked around, “Who were you speaking to just now?”

“You could hear me? Wow,” Twilight looked behind herself, “I was just talking to-” she blinked. The gray pony was no longer there, “Wait, where did she go?”

She and Luna glanced around but no pony was in sight. Luna shrugged, “We cannot see anypony. Pray tell, who was it?”

“That's odd,” Twilight murmured, “She was this weird gray pony. I think she was a friend of Discord.”

Luna's eyes widened in shock, “A gray pony? Did you happen to glance at her cutie mark?”

Twilight shook her head, “I couldn't see any cutie mark. She wore this cape thingy.”

Luna looked disturbed, “Did she say anything?”

“Well yes, she did,” Twilight said almost jokingly, “She had lots to say once I got her talking.”

Leaning in close, Luna whispered, “Did she say she was going to do something?”

“No,” Twilight felt slightly confused, “She was just upset about Discord being turned to stone for some reason.”

Luna sighed, “Well if that's all,” she briefly shook herself, “Are you going to visit our sister?”

“Yes, but is there something I should know about?”

“Yes,” Luna looked around, “You're going to be late.”

“I am?!” Twilight looked up at the sun then bowed, “You'll have to excuse me princess!”

“One moment,” Luna quickly said, “Be sure to tell our sister what you told us. She'll want to know.”

“Of course,” Twilight felt suspicion take hold, “Tell me, is this pony some sort of past villain I need to know about? She seemed to have some knowledge of the Elements of Harmony.”

Luna frowned, muttering, “Probably not,” before trotting off, “Just tell our sister about her.”

Twilight nodded, “Okay...” and watched her leave, “That was also odd...oh!” she started running towards the palace, “I'm going to be late!”

Author's Note

A slow but intriguing start...

Chapter Two

Fortunately Twilight wasn't late to meet the princess. However she did embarrass herself by rushing into the throne room right as some of the princess's guards were escorting the royal alicorn out. Celestia was quick to alleviate her embarrassment though, saying she was delighted to see her. They both settled down to a royal brunch being served by elegant servants. After delicious-looking salads were placed before them, the princess started the conversation with, “Again, I congratulate you and your friends for all your efforts in defeating Discord. You all went through much pain to put him back in his place.”

As thrilled as Twilight was to see the princess, those words made her feel awkward for some reason. She remembered the tears in the mysterious pony's eyes and nodded, “Thank you princess.”

“Perhaps we should have a holiday in your honor?” Princess Celestia continued cheerfully, “How about Harmony Holiday?” she delicately chuckled. Twilight felt her smile become strained, “Sounds catchy. Heh.”

Celestia became more serious, noticing her awkwardness, “Is there something on your mind my favorite student?”

“Well...” Twilight bit her lower lip, “I met this gray pony on the way here.”

Celestia nodded, all smiles.

“I don't know her name but she was in front of Discord's statue,” Twilight continued, “I think she was mourning for him. Luna told me that I should let you know.”

“Oh?” Celestia's smile had frozen, “What kind of pony was she? Unicorn? Pegasus? Or perhaps an Earth Pony?”

“I think she was an Earth Pony,” Twilight answered, “She wore a gray cape that covered most of her so I guess she might have had wings. Oh, and I couldn't see a cutie mark either so...are you okay?”

Princess Celestia looked shocked, “I just didn't think...” she said breathlessly, “But it makes sense...that she should show up now. After all this time.”

Twilight began to feel worried again, “Your highness, I think you should tell me what's going on. What is so special about this pony?”

Celestia looked down at her food then back up, “Her name was Serenity and...she's been gone for so long. I don't know how old she is. She was only a foal when Discord first found her and brought her to his palace.”

Twilight's eyes went wide, “His palace? But that can't be possible!” her mind went through several calculations, “That would mean she was around when he was still ruling...she would have to be over a thousand years old and she looks no older than I!”

The princess nodded, “I know it sounds a bit strange-”

“A bit strange?” Twilight interrupted, “You're talking about a pony: a normal, non-magical Earth Pony, being almost as old as you! And you're...you're-” she stopped, realizing how silly and disrespectful she was being. Embarrassed yet again and fearing the worst, she sank down, “I'm so so sorry Princess Celestia.”

Celestia quietly chuckled, “I can understand your confusion. I felt it myself for a long while after Discord was first defeated.”

Twilight quickly asked, “Then you don't know how she came to be so old?”

“No, I don't,” for some reason Celestia gave her a secret smile, “But I have my theories.”

Twilight waited for her to expand on that but she did not, “Okay, you said Discord found her? What do you mean?”

“Exactly what I said,” Celestia replied, “He just brought her back to his palace one day and it was there she stayed.”

Discontent with that answer, Twilight raised an eyebrow and Celestia sighed, “You have to understand, it was a difficult time for me. My sister and I were...servants under him. It was humiliating; he took such pleasure in pulling pranks on us...and with the most aggravating, immature jokes. Most of which involved buckets or pies,” she scowled for a moment before her face snapped back to its normal 'pleasant look', “Anyways, he had a habit of randomly popping in and out of rooms without warning so I wasn't surprised when he suddenly appeared in front of me while I was trying to unclean some floating tiles. He had his back to me so I'm not sure if he knew I was there at first...but he was cackling at something he was holding out in front of him. It was a little purple, dirt-covered foal. Much like yourself when you were young, only badly taken care of. The poor thing looked as though she had been through one of his hurricanes and then rolled down a rocky hill. Her mane and tail were messy and cut unattractively short. I was worried that he had done his worse to her but, for some reason she was grinning ear-to-ear.”

Twilight leaned forward, “So what happened?”

“He stopped laughing long enough to say something like, “Welcome to my palace of chaos! Feel free to walk along the walls and eat some clouds! They're melon-flavored today”. He then threw her into the air with another laugh, “Just don't fall through any holes you make while eating!” I was surprised by the foal's response. She laughed and started walking in the air as though she were born to do so. That was when he noticed me,” she rolled her eyes, “First thing he does is inform me that the buckets on my hooves were very becoming.”

“You were wearing buckets?” Twilight asked skeptically and Celestia quickly said, “They hadn't been there until he mentioned them.”

“I see. So what happened next?”

“Your highness!”

A blue stallion rushed into the room and Celestia straightened, “What is it Stormcloud?”

He saluted and stated, “There is a matter in Bridletown that needs your attention.”

She sighed, “Indeed? I will be there momentarily.”

Stormcloud bowed and rushed back out of the room. Celestia stood, “I'm sorry Twilight but it seems that I'm out of leisure time.”

“But what about Serenity?” Twilight jumped up, “You were acting so worried that I was afraid that there was some new villain on the loose I would have to use the elements on!”

“I wouldn't worry about that,” Celestia calmly stated, “Serenity might have been...well acquainted with Discord, but she was never evil like him.”

Twilight frowned but stopped the words “Who says Discord was evil?” that were teetering on the tip of her tongue. She didn't think Celestia would be too thrilled with that statement. Instead, she said, “I should probably know everything you can tell me about her though. Just in case. Maybe you could send me the information by letter?”

Celestia opened her mouth then sighed. Her long, white horn glowed as she said, “I will entrust something to you. Something you must not share with anypony, understand?”

Twilight eagerly nodded.

“Serenity spent much of her time writing,” Celestia continued, “She wrote down almost everything that ever happened to her...ah, in this book here.”

A large book floated into the room and gently landed on the table beside Twilight. She stared at it in wonder. It looked like a filly's art-project gone wrong. Colorful ribbons were crudely attached onto its cover and glitter had been glued on to form the words “Serenity's Adventures of a Lifetime!” Bits and pieces of paper stuck out of the pages and she started to lift the cover.

“Do not read it here please,” Celestia leaned down towards her, “It's like a diary. It should be read in private.”

Twilight frowned, “If it's like a diary, I probably shouldn't read it at all.”

Celestia shook her head, “It's not that much like a diary. There are no deep, dark secrets to be found. Besides, she left it at my disposal because she did not wish to have it anymore.”

“So she gave it to you?”

“More like she left it behind and never tried to get it back.”

Twilight blinked at Celestia's small 'n' sweet smile, “Okay then.”

Celestia touched her horn to Twilight's forehead, “I'm sure it contains all you need and more. Now, farewell my trusted student.”

There was a flash of light and Twilight found herself back in her library. She looked around in confusion before noticing Serenity's book beside her, “Wait, what? Did the princess send me here?”

“Hey Twilight!”

She looked up to see her dragon assistant coming into the room with a stack of books, “Hello Spike!”

“What are you doing back so soon?” he wobbled over to where a pile of books was slowly growing, “I thought you wouldn't be back until evening.”

“Well, the princess had to go to Bridletown so she sent me home early.”

“Oh, in that case, maybe you can help me with these books?”

“Sorry Spike,” she trotted past him, Serenity’s clunky book floating behind her, “But the princess gave me an assignment. I'll be reading on my bed.”

“On your bed?” he tried to put the books down gently and succeeded, “Why not in here?”

“I don't want to distract you from your work,” she cheerfully replied and disappeared. Spike sighed, “Okay, whatever,” and wiped his forehead before placing a hand on the stacked books. The books trembled and promptly fell around him, “Oh noooo!”

Twilight did not hear his yell as she climbed onto her bed, eager to read Serenity's book. Making herself comfortable, she slowly opened the book...

Discord's head suddenly popped up in a cloud of confetti. Twilight fell back with a gasp but quickly noticed his head was only paper on a spring. It bounced back and forth playfully. Almost mockingly. She frowned at it and its silly grin. Going back up to the book, she saw a hoof-written note in the corner of the first page:

Today Discord put this new joke in my book. It worked fabulously and made me laugh for the longest time. I could hardly write for laughing...

An image of a purple pony with messy black and violet hair filled her mind. Silver bracelets flashed on her legs as she happily walked among the many books that lay on the ground or floated in the air. With a bounce, she stopped in front of a book that looked much like the one Twilight was reading.

Humming contentedly, she opened it to be met with the same surprise Twilight had just encountered. The pony leapt back with a startled yelp and stared at the bobbling Discord head before letting loose howls of laughter. The image started to fade as the real Discord suddenly flashed into being behind the pony, pointing at the book and laughing loudly...

Twilight blinked. She was back on her bed...in her room. She looked around in confusion. What had she just seen?

Author's Note

And the real story begins...

Chapter Three

Twilight glanced back down at Serenity's book warily and noticed the bobbing Discord head and spring were gone. Cautiously she turned the page. It was covered with a badly drawn doodle of a pony playing in what seemed to be the roots of an upside down tree. Below it was a whole paragraph of the ancient pony's scrawl:

I have lost the ability to speak properly today. It all happened because of one of the trees I was playing in. The sky was a lovely pink shade at the time and I was trying to climb to the very top of the tree's roots...

Another image rose up in her mind, making her oblivious to everything else around her. It was the same purple pony as before that entered her vision, only younger and much dirtier. She was balancing on a high...root. Twilight looked around in mild interest. There was the ground beneath her hooves, distant rolling hills, and dozens of upside down trees with their roots stuck up in the air. However, there were gaps here and there; white patches in the distance, white smudges among the trees, even bits of the tree the pony was in seemed blurred.

Twilight frowned in thought as she considered the causes of this. There was obviously some sort of magic in the book that allowed the reader to see what was being written about, but why the missing pieces? Was it because the book was so old? Perhaps its magic was wearing out. Or maybe there was another less obvious reason.

Suddenly curious, she glanced down at herself to see she was see-through and a strange bluish color. She immediately thought back to when she had accused Discord of not playing fair after the labyrinth her friends had been corrupted in disappeared. She thought that he said the Elements of Harmony were hidden in the labyrinth but he had laughed hysterically in response. Snapping his talons, he transported the two of them back to when he had given his 'clue' to where the elements were. They both had looked just the same as she did now. Shock and just a small bit of fear ran through her body. This book's power...was it Discord's doing?

She looked back up as the pony she assumed was a young Serenity continued climbing higher. Her face was scrunched together in the effort it took to remain balanced and Twilight wondered why she was climbing the tree in the first place. Serenity struggled and grunted, climbing higher and higher until finally, amazingly, she reached the 'top'. Once there, she started moving her front hooves around as though...doing...something.

Twilight squinted her eyes and tried to walk forward only to find she couldn't move. With a sigh she resigned herself to having to wait for whatever was going to happen. Eventually there was a gleeful squeal and, to Twilight's horror, Serenity jumped from the tree-'top' and....dangled. In the air.

“What?” Twilight leaned forward, trying to get a good look at the floating pony. She was acting as though she was hanging from a rope in her mouth but she couldn't see anything there. Slowly Serenity began to descend, gaily swinging her legs back and forth, obviously pleased with whatever she had accomplished.

As she came within five feet of the ground, Twilight could finally see the thin string in her mouth and the cloud on the other end. Twilight raised an eyebrow at the orange cloud. It reminded her of the cotton candy clouds Discord had made but those were pink. What were orange clouds made of?

“Hee hee ha! I got you!” Serenity cackled after pinning down the string under a large rock, “Let's see what flavor you are today!”

She eagerly leaped forward, diving into the cloud with her mouth wide open. She went in so deep, only her flank and back legs could be seen. Her scruffy black and purple tail wiggled to and fro then suddenly froze. Twilight watched as her back legs started flailing frantically, working to get her out of the cloud. She came out with a plop, landing on the ground covered in orange goo.

“Lloccorb ekil setsat ti!” she screamed in disgust then stopped, “Yas I did tahw?”

Twilight felt a giggle make its way up her throat as the young pony ran in circles while screaming unintelligible things. She would have thought her to be horribly upset if Serenity's screams hadn't been broken with shrill laughter. She acted as though she were enjoying whatever the cloud did to her.

Suddenly she ran off like her tail was on fire. Twilight gasped as the scenery around her began to change, becoming blurred and unimportant. A primitive little village soon appeared and she could only watch helplessly as Serenity ran among the inhabitants, trying to communicate with her garbled speech. No pony could understand her...

Twilight took in a deep breath. She was back on her bed. Hurriedly she turned the page. There was a picture of Serenity...flying? Falling? What had she gotten herself into now? Twilight quickly began to read:

The roads all move today. It was like a wonderful ride! But it was scary too...

Things blurred around her and she found herself beside a road...that was indeed moving. She turned to see where it led to and found herself looking into Serenity's big violet eyes. She was also watching the road with interest.

“Wen si siht,” she murmured. Suddenly she grinned, “Wonk I!” and jumped on. She happily chuckled as she rode the road and Twilight found herself moving along with her. The road twisted this way and that, went up and down. Because of Twilight's perspective, she was able to see that after one of the 'ups' the road disappeared over a huge mud pit. There was nothing she could do to warn the little pony as she went up, gasped, and then fell into the mud with a giant squish.

Serenity managed to drag herself out, shaking off the mud but, to Twilight's surprise, she let loose a whoop, ran over to the road, and jumped back on. Again and again, the young pony rode the road, doing flips and dives into the mud and sometimes running backwards against the flow of the road to make it more challenging.

It was during one of these times that there was a sudden flash in the distance. Sounding like an overworked machine, the road started becoming faster and faster until little Serenity was running as fast as she could to stay in one place. The road was too fast though and she was whisked towards the mud. Or not. The broken end of the road had tilted up so that when she reached it she was flung high up into the air with a terrified scream.

“Serenity!” Twilight yelled in vain, stomping a hoof in anger. This was Discord's doing of course. Didn't he realize that he was putting ponies in danger with his pranks? Didn't he care that he had just thrown a young filly up into the air with the risk of her falling to her death? Didn't he-

“Pleeeeeeeh!!” Serenity was coming back down, apparently unable to even scream correctly, “Eeeem pleeeh !!”

There was another flash and she suddenly appeared only a few feet above the mud, “Haa!”

Splat! Serenity landed on her hooves, looking very confused. She stood still, staring straight ahead and taking in deep breaths. Twilight felt concern for the young pony; she must have been scared half to death. Abruptly Serenity started laughing. It wasn't genuine laughter, it sounded too strained for that, but still she laughed as she squished out of the mud and shook herself off.

Twilight watched in disbelief as she shakily started off in some random direction. How could that pony just...laugh? And after something like that? Was there something wrong with her? Like, mentally?

“Maybe she's like Pinkie Pie,” she murmured to herself as she slowly became aware of her bed again, “Maybe laughter is how she deals with fear,” and she turned the page.

Author's Note

To everyone who has favorited or commented, my most sincerest thanks :D

Chapter Four

Turning the page, Twilight finally found what she was looking for. It was a picture of Discord. His mouth was open as though in laughter and Serenity had drawn herself looking up at him. Below were the words:

I have been trying to get some food to eat but no pony could give me any because it is so scarce. That won't matter anymore though. I made a new friend today and no longer need to worry about food...

Images blurred yet again and she felt the passing of time. Things solidified into another village scene and this time it was covered in...snow? She looked around in confusion. Snow didn't really seem to be Discord's style...then she noticed a sign by a cart containing some shriveled squash proclaiming “Mid-summer Sale!”

She sighed. Snow in the middle of summer. That was more like it.

“Sugar flakes fall doooooown among my ponies. Tasting ever so sweeeeet to my tongue. Where my poooonies are though, noooo pony can teeeeeeell!”

“Discord?” she looked up towards the familiar voice to see an even more familiar serpentine figure gliding through the air, singing his silly song.

“Sugar flakes, sugar flakes, ah my lovely sugar flakes...” he dipped upside down with his mouth open. Some flakes of 'snow' fell into his mouth and he licked them up with a contented sigh, “Aaaaaah, the sheer bliss of it all,” he turned in a full circle, looking below himself in mild irritation, “And no pony around to enjoy it but me? That's no fun at all!”

He breathed in until his chest looked as though it were about to explode. Before he could release whatever he was planning though, the sound of a giggle caught his attention. He continued holding in his breath, looking rather ridiculous, and turned his head in the direction of the sound. It was Serenity. Twilight caught sight of the young pony and frowned. She looked terrible. Thin and feeble looking, she was dancing among the sugar, greedily eating as many flakes as she could.

Twilight glanced back at Discord to see him back to normal, stroking his little beard and grinning in amusement. He twirled and sank lower in the sky, singing, “One little pony dancing in my snow. One turn, two turn, three...oh come on! Try again!”

Serenity, also noticing his presence, started spinning in response to his song but had quickly lost her balance and dizzily fallen to the ground. Discord appeared above her, laughing, “Get up little pony!”

“Yzzid oot m'i tub!”

Discord blinked and sank even lower, “What?”

“Yzzid oot m'i!”

“Ah,” Discord crossed his arms with another laugh, “You took a bite of one of thooose clouds. Easily fixed,” he snapped a claw, “There! Try it now.”

Serenity blinked and squeaked, “I...I can talk?”

“That's right!” Discord grinned, “Now get up!”

Seeing that she could speak normally again, she did get up and tried bouncing in a circle, “Whoohoo! I can talk!” before falling to the ground again because of her shaky legs. Twilight watched with keen interest as Discord hovered directly over the pony with a frown, “Now why can't you stay up when I tell you to?” his eyes narrowed, “You haven't eaten any of the purple cabbage lately, have you?”

Serenity shook her head, “I... haven't eaten anything. In a while,” she smiled up at him. Discord frowned even deeper, “And why may I ask haven't you eaten anything?”

“Well I can usually feed myself when there's food to spare,” she gestured around her, “But they have so little food and I'm not from their village so-”

“So they let you staaarve?” Discord glared around him, “Selfish ponies,” he rubbed his hands together, “They should be punished...”

“They just want enough food to eat,” Serenity ventured, “If they had more food, I'm sure they-”

“Of course,” he twirled up higher with his mismatched arms crossed, “Sharing is all fine and dandy when there's plenty to go around, blah blah blah. Here,” he pointed down at her, “I'll give these selfish ponies food and I bet they still won't feed you.”

Serenity frowned, “But I'm sure that with enough food-”

“Your faith in your own kind is touching,” Discord sounded disgusted, “But you'll see,” and he vanished with a flash. Serenity shook her head defiantly, “You're wrong. You'll see. You're-ah!”

A carrot suddenly popped into being beside her. Her eyes widened and her stomach rumbled in anticipation. She quickly snatched up the carrot, devouring it as more and more began to appear. There were more than just carrots though. Corn, apples, cucumbers and squash that actually looked good was popping into existence everywhere.

There was a low squeak and Twilight looked behind her to see a stallion's head poking out from one of the houses. He looked back and forth in shock then shouted out, “He's gone! And there's food everywhere!”

At his call many others poured out of their dwellings, exclaiming over the food.

“There's so much!”

“We can feed our families!”

“But what if it's another trick?”

A pony stared at Serenity who was eagerly starting on a long cucumber and yelled, “Nothing's happening to her! It must be safe!”

“Gather it up and bring it inside quickly!”

At those words more residents left the houses with baskets and bags. The produce on the ground quickly disappeared into these baskets and bags and was brought into the houses. Serenity soon found herself alone and surrounded by nothing but sugar crystals crushed into the ground, “Hello?”

“Heeellooo.”

Serenity flinched as Discord appeared in front of her with a raised eyebrow, “Well? What are you waiting for? Go ask for some food.”

Looking determined, she shakily stood and started towards the nearest door. Closely observing Discord, Twilight noticed his skeptical look as he watched the pony walk; his paw and talons placed on his hips with a disapproving air.

“Excuse me?” Serenity knocked on a door, “Excuuuse me!”

The door cracked open, “Who is-oh.”

Serenity smiled, “Hello, I was wondering if you could spare me some food. I'm really very hungry and I haven't-”

“You're the one Discord was talking to.”

She blinked, “Discord?”

“Yes,” the speaker sounded hostile, “We saw you talking to him just a little while ago. Who are you? One of his spies?”

“What?” she looked behind her but Discord was nowhere to be seen, “I didn't know that was-”

“You didn't know?!” the voice scoffed, “Where are you from?”

Serenity's ears drooped, “I-I'm from Daisyville...”

“Daisyville? What are you trying to do? Steal our food? Well you can't have any!” the door slammed shut and the now muffled voice could be heard saying, “That pony from Daisyville was trying to run off with our food!”

Shock and disappointment flitted across Serenity's face, “But I...I...” tears started forming in her eyes, “I'm just hungry...”

“Oooh, my poor, poor little pony.”

Twilight scowled up at Discord who lounged on the rooftop above, “I told you they wouldn't give you food even if they had it.”

“But...but why?” Serenity sniffed and hiccupped. Discord rolled onto his stomach, his paw resting under his bearded chin, “Because they're selfish. They have no sense of generosity. Oh, tsk, tsk, tsk, don't cry tiny pony,” tears had started pouring down Serenity's face, “I much preferred it when you were dizzily dancing and eating my sugar. Here, look up.”

Still sniffing, Serenity tilted her head up. Discord was dangling his eagle arm over her, rubbing his talons together to make more flakes of sugar drift down from them. They gently landed on her face and skinny body. The tiniest of smiles began to appear and Discord chuckled, “That's right, no need to be upset because of some stupid ponies with no sense of enjoyment. Come now, smile!”

Reaching down he started tickling her under her chin. She immediately started laughing, “Ah! St-sto-stop! Ah hahaaa stop it! Whoohahaha!!”

“Not until you answer me one question,” Twilight didn't trust the cunning expression on his face, “What are you going to do now?”

“I-I don't know!” Serenity managed to gasp through her laughter, “Move on?!”

“Oh no, no, no, no, no,” he stopped tickling her and flashed behind her, “That simply won't do,” he appeared to think about it for an exaggerated amount of time while Serenity recovered from his tickle-attack. Twilight glanced around, noticing the occasional eye peeking out at the scene, and wondered what the villagers thought of what they were witnessing. They obviously hated and feared Discord but why didn't Serenity? Was it because she was so young and all alone?

“I got it!” Discord picked Serenity up, “I'll take you to my amaaazing palace where you can eat anything you want and have all the fun you can handle!” he grinned at her like a lunatic, “You like games right?”

Serenity nodded, “Love them.”

“Excellent!” Discord exclaimed, letting go of her and dramatically flinging his arms into the air, “We'll play tons of games! Pulling pranks by day and plotting by night!” he put his paw and talons on his face, “I can see it all now: Celestia's face. She would never see it coming. HA! Priceless!!”

He burst out laughing as though from some private joke. Serenity, having landed on the ground with a thump, merely looked up at him with a look of curiosity, “Are you really...Discord?”

He immediately stopped laughing and stared down at her, “What? You don't know who I am?”

Flashing away, he reappeared on another rooftop sitting in a ridiculous-looking throne. Striking a pose, he proclaimed, “I am indeed Discord! King of ALL Equestria and Lord of Chaos!!” lightning momentarily blazed in the sky as he leaned forward, “And who are you little pony?”

Serenity's mouth hung open at his display but she quickly recovered. Running through the leftover bits of sugar, she jumped onto the mostly empty squash cart, struck her own pose, and declared, “I am Serenity! Explorer Extraordinaire and Eater of Clouds!!”

The smile on Discord's face widened as a faint sound started drifting from the houses and Twilight heard him mutter, “That settles it.”

Serenity suddenly disappeared and plopped into his lap, “You shall be my Princess of Chaos until I say otherwise! How does that sound?”

He looked inviting, even to Twilight, but the hopeful expression that had appeared on Serenity's face vanished. She frowned and began sliding off his lap. He scowled and picked her up, “Now wait a minute. What do you say?”

She mirrored his scowl and growled, “NO thank you.”

“WHAT?!”

There was a flash accompanied by the sound of shrill, panicked cries and Twilight found herself surrounded by clouds with the sun shining brightly in her eyes. What had those sounds been? Had Discord done something to the villager ponies?

“And here I was thinking we got along so well. State your reasons for refusing me pony and they better be good. I don't like being told no.”

Twilight blinked in the light, eyes adjusting to reveal the silhouettes of Discord and Serenity as they floated in the sky.

“You said I could stay with you until you said otherwise. I'd rather not go with you at all then.”

“So you'd rather starve than come with me?”

“If it's only for a little while, then yes.”

“Why?!”

“Because I don't want to get settled down just to get kicked out on a whim!”

Silence. Twilight felt a growing respect for Serenity. She seemed far wiser than her age dictated.

“Explain pony.”

“Well...after my daddy died, Lemontart took me in. She was nice to me until I was big enough to start doing things to help her in the garden. I did my best but...gardening is NOT my special talent. If anything, it's my UNtalent. When it became clear I was incapable of helping her, she kicked me out on my own. So, I'm used to being on my own now and I'd rather stay that way than get used to being taken care of and kicked out again. Get it?”

“Oh boo-hoo,” Discord's form drifted around the filly, “If that's all, you can stay with me as long as you want.”

“Really? I can? You won't ever kick me out?”

His eagle arm went up, “Cross my heart and hope to cry. Now come!” he grabbed her and there was another flash. Twilight rubbed her eyes and looked around. It was...a giant ballroom! The walls pulsed with moving clouds, giant white columns sparkled like sugar, and the flooring was rainbow-colored. She took note of the individual tiles that moved and floated around. Crouched on one such tile was...

“Celestia?” Twilight tried to step forward, forgetting she couldn't move. It was Celestia, though she looked far younger and...her mane and tail was an aqua-ish color?

“Welcome to my palace of chaos! Here you can walk along the walls when bored with the floor and eat all the clouds you want! They're melon-flavored today.”

She looked to see Discord standing not too far away, holding little Serenity up just as Celestia had described. He tossed her up, laughing, “Just don't fall through any holes you make while snacking!”

Serenity laughed at his comment and started walking in the air with ease, “This is great!”

“I know,” he smugly replied and turned around, “Ah, my dear Celestia, those buckets you're wearing are very becoming. They bring out your eyes.”

Twilight tried not to snicker to herself as Celestia looked down at her hooves that, amazingly, had buckets on them. She glared up at Discord, stomping one of her bucketed hooves, “That's NOT funny.”

“Oh,” he smirked down at her, “Isn't it? Ooooh Serenity!” he called, “Tell me, are those bucket-shoes funny or not?”

Serenity stopped her floating about and looked at Celestia. She tilted her head, her cheeks started to bulge, she tried to hold it in...she failed.

“Bwahahahaaa!” she burst out laughing and Discord bent over backward to look into Celestia's face, “See? I was right and you were wrong.”

Celestia turned away from him in disgust, “I hate you.”

Discord straightened and Twilight noticed a hurt look briefly flicker across his face, “How cruel of you to say my dear, and after all that I've offered you,” he twisted around her, forcing her to face him, “My offer still stands. Think of it,” he drew a claw down the side of her face, “Ruling Equestria beside me as Queen of Chaos. It can't sound that bad.”

“I should be ruling Equestria anyways!” Celestia spat, “You're the one who took it away from my family, the rightful rulers of Equestria, in the first place!”

Twilight had never seen Celestia look so bitter. She and Discord locked gazes, their eyes narrowed in mutual discontentment. He abruptly spun away from her. Looking unconcerned, he walked away with his arms swinging limply, nose in the air.

Serenity watched all this with wide eyes. Twilight couldn't tell how much of what happened she understood. The pony bit her lower lip as Discord plodded past her, remaining silent. As though realizing something, he stopped in mid-step and looked down at her. His expression remained aloof as he waved his talons toward her, “Celestia, this is Serenity. She's my new princess and must be treated as such. Take care of her will you?” saying that he continued walking...down until he had sunk into the clouds. There was a moment of awkward silence then Celestia opened her mouth with a smile.

Before she could speak, Discord's lion paw came out of the cloud he had gone into and, moving it like a mouth, his voice said, “Oh, and Serenity? Be sure you don't catch Celestia's cold. It's terribly infectious and has the unfortunate side-effect of killing one's sense of humor. Tootles!” his paw disappeared back into the cloud with a pop.

There was another awkward silence as both females were probably wondering if Discord was still around. Eventually, Serenity giggled, “He's funny.”

Celestia rolled her eyes, “He certainly seems to think so,” smiling kindly, she walked over to the young pony, “So, little one, why did Discord bring you here?”

Serenity beamed, “He's going to let me stay here and take care of me.”

“Oh really?” Celestia tossed her mane back, “Did he say that?”

Serenity nodded.

“I wouldn't put weight into what he says,” Celestia sighed, “He probably only brought you here in order to pull pranks on you for a while. Goodness knows that must be why he keeps my sister and I around.”

“I think you're wrong.”

Celestia looked surprised by the filly's statement, “And why do you say that?”

Serenity bit her lower lip and attempted to toss her short, messy mane back like Celestia had, “I think...he didn't like seeing me starve. And I think he keeps you around because he likes you. He said he wanted you to be his queen. I don't know about your sister...to make you happy maybe?”

“Hm?” Celestia ignored what she said about her, “You were starving? Was there no pony to help you?”

“There were plenty to help me after Discord made all the food appear,” Serenity looked down in sadness, “But they wouldn't give me anything because I was from a different village.”

“What?” Celestia stomped a hoof and flinched at the metallic sound it made, “These stupid buckets! I hate them!” she bucked them off and they went flying into the air and stayed there. Serenity frowned, “Why did you say you hated him? I think you hurt his feelings.”

“Huh?” Celestia was still glaring at the buckets, “Oh, don't worry about him. He has no feelings to hurt.”

Serenity's frown deepened, “I don't think-”

“Alright then!” Celestia cheerfully floated over to her, “First things first: however long you're here, know that I am here for you. I can act as your big sister!” she happily pranced around her, “You must meet my little sister Luna! She needs a fellow pony friend. Also,” she looked her up and down, “A bath. You need to be bathed and then I will comb out your mane and uh, your...tail?”

Serenity blinked and looked back at her tail, wiggling it, “What's wrong with it?”

“Well it's so...” Celestia's eyes roved around before blurting out, “Scruffy.”

“Scruffy?”

“Yes, it looks as though most of it was ripped off. All that's left looks like a messy bush.”

“Oh,” Serenity blushed, “I, uh-”

“Don't worry about it,” Celestia gestured to her, “Follow me and I'll help you look as cute as you can be.”

Serenity's eyes widened in confusion but she followed closely after Celestia.

Author's Note

FIM kept giving me issues whenever I tried to upload this chapter.

Oh well, it's up now! :D

Chapter Five

As the images around Twilight slowly faded, she noticed that she did not become aware of her bedroom again. Instead, the area around her shifted as a familiar voice read aloud in her head:

Discord didn't show up again for a few days. At least, I think they were days. The sun and moon spent most of the time playing tag in the sky. Actually I don't know how long he was gone. Celestia was very nice to me and spent a lot of time with me. She even took me flying around Discord's humongous castle. It sticks out of a mountain, defying gravity as she put it. I've also met her younger sister Luna. She's nice and quiet and she likes Discord's jokes too. This helps us get along...

It was a dark hallway of the palace. Twilight glanced around in apprehension and saw no pony around. Where was Serenity? Suddenly, she heard something from behind her. Twilight turned around, feeling completely creeped out, and saw it was Discord. He looked much like he had when he had disappeared into the cloud: discontent, aloof, brooding. She wondered what could be wrong with him. Had Celestia's words really affected him that much?

He suddenly stopped, blinked, and leaned forward with his eyes narrowed, looking right at Twilight. Unsure of what to do, she smiled nervously, “Uh, hi?”

He slowly reached out a paw, claws extended, and she desperately wished she could move, “Look, I'm not sure if you recognize me or anything but-”

He grasped something invisible between two digits and she shut her mouth, realizing how silly it was for her to be talking to him. Of course he couldn't see her. She was nothing but this unseen entity being dragged around Serenity's memories.

Discord's narrowed eyes widened and he abruptly pulled whatever it was. A pie fell from above, landing right in front of him with a resounding PLAT! He stared at it, looking thoroughly unimpressed, “A...pie? Must be Luna again.”

“Nope!”

Twilight turned to see Serenity and Luna pop out of nowhere. Serenity had been cleaned and Twilight could clearly see her beautiful, deep purple coat for the first time. Her black and purple mane was also clean, though still wild-looking, and her tail had grown a tiny bit.

“The pie was MY idea!” Serenity boasted, “But the trick was her's,” she proudly pointed at Luna who giggled. Discord rolled his eyes, “I suppose I shouldn't expect much more from a couple of amateurs.”

“Hey!” Luna exclaimed indignantly, “It was foal proof!”

“Foal proof?” Discord scoffed, “You used a trip-wire. A TRIP-wire. Any pony could have seen it, even in this gloomy lighting,” he glared around, “If you ever want to prank me with something this-this...pathetically predictable, at least use magic instead of trip-wires!”

Luna sat down with a pout but Serenity stared at him with a determined expression. Crouching, she suddenly grinned yelling, “You're a grouchy-face!” and leaped at him. She landed on his chest, latching on and singing, “Why do you frown? Turn it upside down! You're better than that! So open your mouth and laugh!”

She looked up his nose and laughed, “Ha! Ha! Ha!”

A small smile started growing on Discord's face and she quickly continued, “In case you haven't noticed, I still haven't caught Celestia's cold!” she scrutinized him, “I think YOU have though. No sense of humor at all,” she slid down to the floor and picked up a piece of pie, “No worries! I have just the thing to cure you!” and she flung the piece at his face.

It hit his chest with a soft 'plut'. His slightly amused expression froze. His left eye twitched. A weird sound could be heard from within him. His lips squeezed together then parted, revealing his sharpened teeth. Hunching over, he abruptly started howling with laughter. The two ponies grinned triumphantly at each other, not noticing the mischievous glint in Discord's eyes. Nor did they notice all the other pies mysteriously appearing behind him.

“Oooh my little ponies...”

They looked at him expectantly and froze. Luna was the first to understand and attempt to flee, “RUN!!”

“Wha-?” Serenity turned to watch her leave and was creamed in the face by a...well, a cream pie. She blinked past the sugary whiteness, looked to see Discord with his paw and talons on his hips with over fifty pies behind him, and blinked again.

“I'd run now princess,” he arched his back, laughing uproariously as the pies started moving forward like an advancing army. As several more flew past her, something finally seemed to click and she said, “Oh.”

She streaked away, hopelessly behind Luna. Twilight was pulled along behind her but managed to look back at Discord to see him let out another laugh and disappear with all his pies. Serenity ran as though for her life but to no avail.

When it was all over, the entire interior of the palace was covered in every single kind of pie pony-kind had ever physically created or only dreamed of. In one of the main rooms, Serenity and Luna were sitting in the middle of a giant chocolate-mousse pie, throwing pieces at each other and laughing.

Twilight watched from a corner, having truly enjoyed the entire spectacle. It had certainly been exciting to watch. The two ponies had been at the mercy of Discord whose ruthless pie-throwing skills left them multicolored and sticky. He hovered above them now, laughing as he went over all their failed attempts to escape him.

They didn't seem to mind this, though the occasional piece of pie was tossed in his direction. The only one who wasn't there was Celestia.

“And I can't believe you actually jumped!” Discord gasped with glee, “And Luna had to fly down and save you! Ohahahaa!”

Serenity stuck her tongue out at him, “I didn't jump. Your Apple-Cheese Pie bomb blew me out the window!”

This only made him laugh harder. Luna leaned in close to Serenity and whispered, “At least the plan worked. I was worried about him.”

Serenity nodded and whispered back, “Does he usually get like that after Celestia's mean to him?”

“Sometimes,” Luna hissed, “But not usually. Never for so long.”

“Well she did say she hated him.”

The scene faded with Discord's laughter echoing in her ears. Things around her moved, shifted, and she felt like she was being dragged through water. Various glimpses of other scenes floated past her, pieces of Serenity's script sighing in her ear...

I've been here one year. We celebrated with a birthday party…..Discord and I went flying all around Equestria today…..Today we went to the beach…..Celestia really is nice, just not to Discord…..Luna and I have created the ultimate muffin to surprise Celestia with because she loves muffins.....Discord taught me to stack cards and I'm really good at it.....Celestia is helping me to read more complicated books.....Another birthday! Discord created a new bed for me that is always in the dark so I can sleep even when the sun is up.....Discord...Discord...Discord...

Images faded, became dark, and then shifted to a setting Twilight felt more at home with. She was in some kind of library. As she looked around at the floating books, mismatched titles, and random papers on the walls, she concluded it was the same library she had seen Serenity in when she had read about that prank at the beginning of the book. Where was Serenity anyways?

A pile of books lifted and floated out of her way and she found herself looking into the face of an older Serenity. She had grown taller and her tail finally looked like a proper tail, though it was still messy like her mane. As she trotted past her, humming contentedly, Twilight noticed she wore a silver ring on each leg. They glinted and sparkled and she was obviously proud of them, stopping to look at them or pose with her legs attractively crossed now and then.

“Admiring yourself?”

Discord appeared, lounging on several wobbling book piles. Serenity didn't seem fazed by his sudden appearance at all. Twilight guessed she was used to it by now.

“I am, thank you,” she twirled, “It’s hard not to.”

He sleepily smiled, “Especially when they're a birthday gift from me.”

“Especially,” she beamed at him and jumped on a random book, “There it is! You go over...here.”

With an over-dramatic yawn, he drawled, “Why bother organizing them at all? They'll be in different spots when you come back later anyways.”

Serenity shrugged, “I don't know. It's fun.”

“Fun?” he stretched down and took hold of her head, “Are you feeling ill? You can't possibly think organizing books is fun.”

“I'm fine,” she laughed and he popped into being beside her, “I wouldn't be so sure about that. Perhaps you're confused because of lack of sleep. Isn't this the time you're usually in dreamland?”

“Yeah, but I'm not tired right now,” she opened another book, “Ah ha! That's what you're really about! You go over here!”

This went on for a while: Serenity organizing her books and Discord watching her with bored disbelief. As she went on with her organizing, he floated around while occasionally letting out a loud sigh. The frequency these sighs issued from his mouth kept increasing until Serenity finally exclaimed, “Why are you doing that?!”

In answer, he let out another sigh.

“Arrrrg,” she rubbed her head with her hooves then abruptly looked up at him, “How about you go play a game with some pesky Pegasuses?”

Admiring his paw, he said, “I'm hurt. You're actually trying to get rid of me?”

“Not really,” she tried to smile, “You're just being distracting.”

He rolled his eyes, “Okay, fine, how about we play some word games while you indulge in your warped sense of fun.”

“Ha ha, that's still distracting,” Serenity sat down, “Why are you here anyways?”

“I happen to live here princess,” he crossed his arms and she laughed, “What I meant was, why are you with me and not with somepony else?”

Discord twirled his talons in the air, “You mean Celestia? She's being all doom and gloom again and when she's like that, she's horribly booooring.”

Serenity nodded, “True. What about Luna?”

Bringing his paw up, he made Serenity float over to him until they touched noses, “Why would I want to be with Luna when I can have loads of fun annoying you?”

“What a compliment,” Serenity's eyes twinkled, “Okay, you've persuaded me, I'll play some word games with you,” she cleared her throat, “Twisting and turning, both tall and short, as diverse as the land, though all it distorts. Who am I?”

“Let's see now,” he began to grin, still touching his nose to her's, “Twisting and turning? That can be so many things...but both tall and short? Cryptic my dear, cryptic. Diverse as the land...though all it distorts,” he chuckled, “Well that gives it away. It's me!”

She giggled, “Correct!” and blew some air up his nose, making him lean back and sneeze. Rubbing his nose, he said, “Now it's my turn: It shines in the night as strongly as during the day but it is never seen. It makes the heart leap, the ears pleasantly ring, and drives away all that is dull. What am I dearie?”

“Hmm,” Serenity crossed her hoofs in thought, “It shines with the same strength be it night or day...but is never seen...well, if it doesn't actually shine in the first place, that would explain why it is never seen. You didn't actually say that it literally shines.”

Discord smirked with a raised eyebrow, “Continue...”

“I think it's a sound,” she stated, “It makes the ears ring...in a good way. So it's a good sound...that makes the heart leap. So it makes you happy. It drives away all that is dull...” her eyes suddenly widened and she pointed a hoof at him victoriously, “It's laughter isn't it? I know you well enough to know that that sound makes you happier than any other sound in all Equestria.”

He laughed in response, “Very good Serenity! But can you guess whose laughter my dear? Whose?”

“Um...” Serenity bit her lower lip, “Celestia's?”

“What? Her? No!” he scoffed, “I have a completely different riddle for her. It's obviously somepony else.”

“Uh, Luna's?”

“Ugh, no.”

“...yours?”

“Silly pony!” he grabbed her front hooves and pulled her to him, “It shines in the night as strongly as during the day but it is never seen and is pleasing to the ear! Obviously laughter! But it makes the heart leap and drives away all that is dull! Obviously you!”

Serenity blinked, “Oh.”

“Oh? Oh?! That's all you have to say to that?! OH?!” Discord pushed her away and turned to the side with a scowl, propping his head up with his talons. Serenity softly landed on the floor and blinked again, “Um, are you alri-”

“Basta!” Discord growled in frustration and disappeared in a flash, leaving Serenity to look confused and completely clueless. Twilight, who was comfortably observing all this as though watching an unfolding soap-opera, suddenly exclaimed, “No way! Really?!”

It had suddenly occurred to her that Discord might actually like Serenity. As in LIKE-like. Wasn't he pursuing Celestia though? Had he given up on her? He did seem annoyed with her...but...Twilight shook her head, “It just can't be.”

Author's Note

Thank you all for your patience for this chapter :D

Please review!