Pony POV Nightmare World: Spike The Dragon

by Alex Warlorn

Rating: everyone
Tags: My Little Pony: Friendship is Magic, Spike, Rarity, Twilight Sparkle, Princess Celestia, Alternate Universe, Sad, Main 6
Length: 42989

A brief look into a world where Spike becomes the mighty Nightmare Banneret, and his plan to . . . give everypony everything they ask for . . .

Pony POV Series
Nightmare World
Nightmare Banneret
By Alex Warlorn

Spike The Dragon's Nightmare Self's world. He doesn't rule the world, he SERVES it. He is at the command of everypony, EVERYWHERE, day and night . . . you shall want for nothing, unless that isn't what you want.

Half-Light Noon, "Iiiich."

Previous: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Wedding-Arc-Love-Is-In-Bloom-473075435

Next Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Sunset-Shimmer-s-Cutie-Mark-475395277

First Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Fluttershy-FlutterCruel-Pearls-260092460

Trope page: http://tvtropes.org/pmwiki/pmwiki.php/Fanfic/PonyPOVSeries (SERIOUSLY need to be kept up to date, every little bit helps!).

My Little Pony Friendship Is Magic And All Related Character Copyright Of Hasbro

PLEASE check out the ton of recursive fanfics of this fanfiction series. A lot of heart went into them! They also answer a lot of unaswered questions. http://mlp-pony-pov-series.deviantart.com/ For heaven sake they rock! Kendell2 and Oracle Mask and Richforce and Ardashir and Jawmax and Persona22 and Dragon of Twilight and ItsFromPeople and all the rest!!!

Picture by Enshems http://enshems.deviantart.com/art/EVIL-SPIKE-342161993

Published 2014-08-15 05:00:06 UTC
Last updated 2018-01-22 02:01:58 UTC

Pony POV Nightdrake World: Spike, Sequel 2/4

Author's Note

Pony POV Series
Nightmare World
Nightmare Banneret Sequel
By Alex Warlorn and quantum-plasma-field and Ardashir and Trooper924 and many others.

Edited by docontra and many others!

First Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Fluttershy-FlutterCruel-Pearls-260092460

Trope page: http://tvtropes.org/pmwiki/pmwiki.php/Fanfic/PonyPOVSeries (SERIOUSLY need to be kept up to date, every little bit helps!).

My Little Pony Friendship Is Magic And All Related Character Copyright Of Hasbro

PLEASE check out the ton of recursive fanfics of this fanfiction series. A lot of heart went into them! They also answer a lot of unaswered questions. http://mlp-pony-pov-series.deviantart.com/ For heaven sake they rock! Kendell2 and Oracle Mask and Richforce and Ardashir and Jawmax and Persona22 and Dragon of Twilight and ItsFromPeople and all the rest!!!

Picture by Enshems http://enshems.deviantart.com/art/EVIL-SPIKE-342161993

Pony POV Nightdrake World: Spike, Sequel 2/4

"What the hay!" Trixie yelled as the citadel shuddered under the attack. "Trixie wants to know what is going on!"

"It's them," Luna said, snorting as she raced back down the hall towards the room they'd eaten in. The others followed her. She reached it just as the ceiling caved in. A pair of ponies entered. At first glance they both looked like pegasi, but then Twilight recognized the palomino.

"A-Applejack? What are you doing here -- YOW!" She barely raised a shielding spell in time to block the blast hurled at her. Even so, the force of impact sent her crashing back into the wall.

With a whoop of joy, Lightning Dust stooped on Luna, her armor and weapons so heavily magical that they made her a physical match for the alicorn princess. The two mares met with whinnies and neighs of sheer fury. Rarity, Twilight, Trixie and Seabreeze barely noticed. Their eyes were on the new threat.

"Hi there, 'friends'," Applejack said venomously. Rage burned in her eyes as her crimson aura boiled around her. She stomped forward, the stone and wood floor cracking under her hooves as she did. "Ah need ta talk with ya, 'bout just what sort o' crazy full o' yourselves flankholes y'all are!"

"Applejack, we're not mad!" Rarity flew above her old friend, dodged a magical blast, and in return hurled a cage made of diamonds down on her. "We're trying to save Equestria, save Spike!"

She went sprawling, and the cage on top of her exploded into fragments.

Applejack snorted down at her. Her horn seemed like a blazing sword, with crimson energy dripping from it.

"No. Y’all ain’t. This stops now!"

...

Along and atop the walls, armored pegasi and Moon Tribe ponies battled each other. The pegasi flew at each other, with the Moon Tribe trying to go three or four against one raider at a time. Occasionally one of them drove a lance or hoof axe through the golden barding of the attackers, sending them crashing to the ground, but whenever they did?

"OW! Spike, heal me up, here!"

"Spike! Gettin' a little tired here!"

"Spike! I broke my lance on that one loser," Score pointed at a Moon Tribe pony, who was gasping in agony for air. "Make me another one! A GOOD one! With a ruby-studded shaft and a head made from a diamond! Twelve feet long! And plus five to hit!"

Score smirked as the empty-eyed dragon breathed green fire and his hooves filled with the weapon, magicked to be unbreakable and to pierce everything. He thrust with it at one Moon Tribe flier and sent her tumbling with a scream and a spray of feathers. "Now THAT'S a lance!"

"Hey, you compensating for something?"

"Huh?" Score turned and blinked doltishly. "Naw, I can get all the mares I want, whenever I --" His eyes went wide. "What the hay are you?"

A clawed fist smashed into his jaw, sending him reeling.

"Take a guess!"

Score rose snorting, but he realized something was wrong. His helmet had disappeared, and he placed his fore hooves into his face, realizing his head wasn’t there anymore. Instead, it was turned into a pane of glass. It cracked a little, and he began trying to scream, but none got out. In his muffled panic, he began randomly trying to thrust anywhere, hoping he’d hit the pony responsible for this.

"He noticed," Fluttecruel said, rolling her eyes. "He can still learn, even after a thousand years of being a professional dimwit. Miracles do still happen."

Score hadn’t realized that if the glass broke, he wouldn’t die.

“Wait, for it.”

Spike could sense his distress and his desire, but he couldn’t hear his wish, so he sent an avatar to him. It was promptly hit by one of Score’s random thrusts.

Spike thought that was his wish.

"What an idiot." She looked at the citadel, seeing and hearing blasts of magic from inside along with wild neighs and whinnies. "If I was smart I'd stay away." She sighed and entered. "It sucks to be loyal, sometimes."

...

"Applejack, stop!" Twilight used another shield, not bothering with stopping one of AJ's wild blasts, but rather deflecting it towards the walls. She winced to see the smoking hole it left in the marble. "You're destroying Luna's home! You'll kill somepony!"

"Kill somepony? Nah. Ah didn’t came here ta kill ya." Applejack grabbed Twilight with her telekinesis and began dragging her close. “Ah’m goin’ to break you!”

Nearby, a groaning Rarity was slowly healing herself from a blast she hadn't dodged swiftly enough, flesh and feathers and hair all regrowing. Past her, Trixie aided Luna, casting illusions to distract the raider commander Lightning Dust as the two mares battled.

Twilight tried to think of something to use, but Applejack just hoofed her in the throat, hard. Twilight gagged and fought to remain conscious. Applejack picked her up with magic, and hurled her to the floor.

Twilight shrieked as she felt something break inside.

"Look at ya," Applejack snorted, giving her a kick. "Ya want ta destroy Paradise an' ya can't handle a little pain? What do ya think it'll be like for all a' those other ponies, the ones that ain't alicorns, if ya ruin everything?" She stepped on Twilight's neck. The purple mare gasped as she felt something grind inside her. She felt more than saw Applejack lean her face down by hers.

"Ah am sickened to know that Ah ever called you 'friend'."

"Right now ya ain't doin' me much good either, blondie!"

Applejack whipped her head up, her eyes going as wide as Twilight's. "FLUTTER --"

Her cry turned into a scream of pain as Seabreeze hurled the pot full of hot sauce from dinner right into her eyes. She shook her head wildly, trying to clear her vision. At the same moment a giant wad of bubble gum enveloped her wings, sticking them together. Out of the corner of her eyes Twilight saw a clawed hand snap its fingers, and a crayon scrawled a square marked 'TRAP DOOR' on the floor beneath her. Applejack dropped out of sight with a shriek and the door vanished.

Twilight looked at her rescuer.

"Thanks, whoever you..." Her voice trailed off as she took it all in. Faded yellow coat. Cyan eyes with slit pupils. One feathered wing and one batlike one, a normal pony foreleg and a scaled and clawed one. Rarity came close, staring in mingled shock and disbelief. Trixie and Seabreeze just looked on, curious. Twilight worked the name out somehow. "F-f-fluttershy?"

"Not quite."

++++++

After falling through the hole that monster wearing Fluttershy's face had made, Applejack looked around. She'd been dumped outside Princess Luna's palace, seeing the idiots in costumes, and what they were doing.

This was crazy. Spike always respected everypony's wishes, when desires conflicted, they simply canceled each other out. As a general rule, everypony wanted to live, and nearly nopony wanted to get hurt. So askin' Spike to hurt somepony was pretty much impossible.

This was impossible. Even if a pony asked Spike for an invincible sword, the victim's desire to live should have canceled out ANY attempt for them to be hurt. It was just how things worked. Spike was a lot of things, but in all these centuries, AJ had never seen him once bend the rules.

This made no sense. So why was it happening?

It was almost like somepony had twisted things just so there would be something to prove beyond all doubt that Spike was obviously evil and had to be stopped and all of that. What these idiots were doing should have been impossible.

These weren't mindless constructs, these were living ponies. As an Earth Pony, AJ's earth pony magic had a connection to life as truly as pegasus magic connected to the weather, and now that she was an Alicorn, the magic she had been born with had expanded in detail and in force exponentially.

This should have been impossible. It didn't make sense. And she had seen a monster with Fluttershy's face that looked a lot like a certain some-horror that made a business out of things not making sense.

The only other explanation was ... AJ was disgusted and horrified at the same time. "YOU IDIOTS!" She bellowed in the Royal Canterlot Voice. She clapped her front hooves together and stomped them into the ground. Red electricity zoomed along the ground, touching the bat ponies and healing them of their often grotesque injuries. They weren't the enemy.

A bat pony looked stunned when her wounds healed and the spear that was inside her a moment before disintegrated.

"WHERE DO YOU GET HEALING THE MOBS?!" Hoops shouted.

"And where do you get off calling us idio-"

"I wasn't calling you idiots, you incomprehensible flank-holes!"

That shut them up for a second.

"Spike can make Simulacrums that are just as able to give you a fight as the real thing! Heck! He can make them so they remember every fight so you have to keep improving, always a challenge, but you losers just want to feel big and powerful, well fine, but there's no buckin' reason to hurt other ponies over it! It's the whole buckin' point of Spike's world!"

Dumbbell and Hoops looked at each other genuinely confused.

"It's just a game," Dumbbell said in sincere honesty.

AJ snorted, and grabbed their heads with her telekinesis, and smashed their heads into the ground, then used her magic to heal them up.

She looked at the bat ponies who were all staring at her confused.

"What?! Well?"

None of the guards were eager to go toe to toe with an Alicorn who wasn't attacking and had just healed them all.

"But aren't you one of Nightdrake Banneret's minions? Why didn't you tell us to ask him for help?"

"You ponies have been told packs of lies! Spike never FORCES anypony to accept anything from 'em! These idiots don't work for anypony but themselves! Why weren't YOU askin' Spike to heal ya?!"

"... We've vowed to Princess Luna that we would accept nothing from Nightdrake Banneret, that we'd do everything ourselves, by ourselves, so our accomplishments would be our own."

"Then stick that spear back inside ya."

"WHAT?"

"Ya heard me! If ya don't want help! If it's so evil, stick that spear back into yer gut and get back to bleedin' ta death cause that's what Princess Luna wants! I got my ascending triggered from Spike! So in a way that means you could say he's the reason ya just go healed!"

"And those psychopaths are invincible BECAUSE of Nightdrake Banneret too!"

"That's because Spike is that good a dragon, he's willin' ta respect yer pride ta bleed ta death cause it's want yer Princess wants."

The bat ponies all gasped, some lookin' ready to attack Applejack then and there for bad mouthing their Princess.

"Go ahead, if that's what ya want, if that's yer choice. But don't go doin' just cause Luna went and TOLD YA TO! ... Ya know? The only thing Ah asked fer that Ah can't say Ah earned from Spike was ta be immortal like Dashie and the rest of Mah family. The rest? Ah just asked for stuff to go and do it mahself. My family's barn's been destroyed a dozen times, and me, Cheerilee, Big Mac, their foals, we've rebuilt it with our own hooves time and again. What? Ya thought just cause Ah accept HELP means Ah can't appreciate doin' somethin' fer myself? But that was my choice, and those of my family. We weren't hurtin' anypony by 'em. ... Sorry for ramblin'. Ah've got business ta get back ta, so Ah'm gonna come out an' say it.

"When Ah ascended, it hit me, Ah get why Celestia always made herself act like a clown for everypony once a night a year after she lost Luna for a thousand years, cause she got it ... pride is stupid. Ah nearly killed myself over pride. Me and mah family nearly lost our farm to a couple of con ponies cause of our pride. It ain't the same as self-respect or love... acceptin' help, ain't the same thing as not doin' anythin' fer yerself if yer dumb pride means that much to ya. If yer pride means more to ya than yer families losin' ya, then go ahead and run yerself through with that spear again, Ah won't stop ya or heal ya this time. Now ya'll excuse me, Ah gotta put a stop to some ponies, Ah wish Ah never called ‘friends’ ta being with."

===

Fluttercruel thought, Like almost everything about my existence, my birth wasn't conventional nor was it intended. Dad created me by accident on a very chaotic day when Mom wouldn't play along with one of his games. I spent the first few hours of my life controlling Mom's body and fulfilling the purpose Dad had given me: I acted cruel to help drive a wedge between Twilight and her friends so that they couldn't use the Elements of Harmony. Didn't work of course, and Twilight used her magic to bring Mom back, but that wasn't the end of me. I went dormant, sleeping in the back of Mom's mind...

Twilight stared at her, mouth hanging open. "I--This--You--WHAT?!"

"Yeah, I imagine that this is a bit much to take in," she said. "You probably have a few questions--"

The ground behind them exploded and a roar of pure rage pierced the air.

"--which will have to wait until after the angry alicorn is dealt with."

Eventually I woke back up as just a voice in Mom's head. By that time, Dad had reformed and he and Mom had become best friends. When I reemerged, they really didn't know how to react. Well, Dad did, he wanted to erase me right on the spot, seeing me as a mistake of a past he'd rather leave behind, but Mom stopped him. They eventually decided to keep me a secret from the others until they figured out what they were going to do with me and thus began what I'd easily call the happiest time of my life… And wish I had appreciated it at the time...

Applejack pulled herself out of the hole, her entire body radiating with energy, burning the gum off her wings. "You--you," she spat at her attacker. "JUS' WHO DO YA THINK YA ARE!? Makin' yourself look like Fluttershy, completely disrespectin' her memory like that!"

"Oh no, it's actually the opposite. I made myself look like her to honor her."

For the next few months, I was raised in secret by my parents, and from my relatively short time with them I learned some lessons I would never forget, and wouldn’t let myself forget. From my mom, I learned the importance of being kind and to always lend a helping hoof where I can. From my dad, I learned how to think on my hooves… well, on my one hoof and my one claw, and how to use brains over brawn. It was a good life and--and sometimes I wish I had appreciated the time I had with them a little more, but I did grow to love them. Towards the end, they planned on revealing me to their friends and were going to see if there was a way to separate me from Mom and give me my own body. Dad even promised to show me how to use a little chaos magic, starting with mind alteration. But of course, they never got the chance...

"Whoever you are--whatever you are, Ah hope ya realize what yer gettin' yerself into by standin' in mah way," Applejack snarled.

"Why no!" said the half-pony/half draconequus innocently, clapping her hoof and claw together. "Pray tell, what am I getting myself into?"

Applejack roared and fired a blast of magic at the newcomer, who simply sidestepped the blast, causing it to impact the wall behind her. "Ah, I see," she said. "Haven't been an alicorn for long have you? I can tell; your aim is frankly terrible."

Bellowing, Applejack lowered her horn and charged at the annoying interloper.

"Nope!" At the last second, the hybrid jumped over Applejack, leaving the alicorn to impale the back wall.

"Hmm, so much for that Apple hospitality I've heard so much about," she said as Applejack wrenched her horn from the wall. "Well, at least you have a nice hat."

Applejack's hoof shot up to her now bare head and then she whirled around to see the stranger wearing her father's Stetson.

"You. Get. Your. Filthy. Claws. Off. That. NOW!! JUST WHO IN TARTARUS DO YOU THINK YOU ARE?"

"You already asked that once and I suppose I should answer that."

When Nightdrake Banneret came to power, Dad immediately opposed him, saying that giving everypony everything they've ever wanted would lead to widespread stagnation and they fought. To make a long story short, Dad lost and was turned back to stone. Banneret then asked the people what they wanted to do with Dad and the near-unanimous choice was to get rid of him, so Banneret sent him to the center of the planet and I haven't seen him since.

Mom kept quiet about me; she was afraid that the ponies would've had Banneret do to me what he did to dad. She would spend the last two centuries of her life trying, in vain, to get ponies to not rely on Banneret so much and to do more stuff on their own. I tried to learn mind alteration so I could try to help her, but I never managed to pull it off. And as the years went by, the ponies got lazier and fatter until even some of her friends just gave in and went along with the hedonism. That really broke her heart when that happened. I'd like to think that's why she chose to not become immortal, just to give a final 'Screw you!' to all her friends that had given up, but I know she was never that vindictive.

Before she died, Mom called for Spike--the only time she ever called on him--and had him give me my own body. Then she told me to go live my life however I wanted. I decided to do so following her and Dad's examples. I had Spike make my body look like a combination of them and then I set out into Equestria to spread some kindness by usurping the status quo.

"Allow me to introduce myself: My name is Fluttercruel, daughter of Fluttershy and Discord. How do you do?"

===

--

In Caketopia, Celestia opened the bag given to her by the two flutterponies, currently in the same room with her, and greeted Minty with a warm little smile on her face.

"AH! CAKELESTIA! DON'T TURN ME INTO A CAKE AND EAT ME!"

"WHAT?! NO! Who gave you that idea?!"

"Well ... that's what I heard."

Even in a world with no want, Celestia couldn't escape the lies of the tabloids.

"Spike."

The avatar appeared.

"Please make me a little bit more presentable."

"As you command." The green flames enveloped her, and Celestia regained most of her figure. Now that she didn't have to pretend to be a perfect goddess, she was happy to show some meat on her bones.

" ... Let's starts this again from the beginning. I'm Celestia, I used to be Princess Celestia, but I raised a wonderful filly who I knew could do a better job than me and trusted her with being Princess instead. Do you know who that filly was? Your great-grandmother Princess Twilight Sparkle.”

“We’re sorry about how we brought you here,” One of the flutterponies present said.

“But we didn’t think you would have come here otherwise.”

“Who are you?” Minty said, clutching the bag with the Elements of Harmony harder.

“Spike, change us back.”

“As you command.” The avatar enveloped the two flutterponies in his green flames, presenting Queen and King of the flutterponies, Cadence and Shining Armor.

“Great-grandaunt and Great-granduncle?” Minty said surprised.

Cadence looked at the bag Minty was holding, and as the Concept of music and harmony, she recognized what was inside. Then she looked at Celestia “You know what’s in there, right?”

“Yes, I know.”

“Good. Now, we’d love to stay around and chat, but we have to get the preparations ready, so we’ll leave you two alone.”

“Prepare for what?” Minty said.

Celestia responded, “Listen, the reason we brought you here is that we need your help to keep your great-grandmother from making a horrible mistake."

--

"... It's a pleasure to meet ya then ... Fluttershy was a wonderful mare ... Ah was sorry ta see 'er go, Rarity, Pinkie Pie, and Dashie even more so, but that was her choice ... Ah hate ta do this ta any youngin' of Fluttershy's ... "

The hybrid was caught off guard when AJ didn't blindly change her again but showed the ability to adapt and learn and grabbed her with her telekinesis and SLAMMED HER so hard into the floor it left an impression. "BUT. THAT. ISN'T. YOURS!!"

AJ placed her hat back on top of her head.

===

"Applejack, listen, please," Twilight stepped between her and Fluttercruel. "Whatever you think of us for wanting to stop what Spike's doing to himself and Equestria..."

"Ya mean makin' sure everypony gets whatever they need ta survive an' be happy? Makin' sure that nopony ever HAS ta do without, well, anything? Or get sick, or old, or get so hurt it don't ever heal?" Applejack stomped up to her former friend. Twilight trotted back a pace, looking away from the literally burning fury in her friend's eyes. "'Cause Ah really want ta know how what y'all are plannin' ta do is gonna make Equestria better than that!"

Then it was Applejack's turn to step back as Seabreeze flew in close, grabbed a hoof-full of her mane, and stared her in the eye. "It von't be place vere evil-crazy ponies KILL odder ponies for FUN!" It made Applejack try to swat him away, but suddenly something in his gaze held her, something familiar. Reflected in her eye, he said, "Dis is not about ponies getting food or medicine or a nice stable to live in, dis iss about ponies like de vuns outside, and yoo know it! How many ponies just sit on fat flank and get fatter, or play nasty games like de vuns outside doo! How many just be selfish pigs all time? Dey haff hurt my breezies, and Moon-butt's ponies..."

"Thank you so much for that new title," Luna said, her voice acid.

"And vat happen to ponies that once make pretty things and machines and such? Nopony make dem any more, nopony even know HOW! Just ask dragon! Vat happen ven Banneret iss gone? Vat happen then?" He let her mane go. "Ve must stop dis now, before everyone is using dragon to get everything dey vant."

"He's right, ya know," Fluttercruel said, rising slowly. "I've seen it myself. So has Luna, and Twilight, and Rarity there. Nopony, almost nopony, MAKES anything anymore. No art, no science, no nothing. Most of them don't even remember how to, or why they should. I heard about you from Mom, goldie. Do you WANT to live in a world where ponies don't CREATE any more?"

"It is why Trixie let the cockatrice turn her to stone," the blue mare said, her voice sorrowing. "What use is a professional magician to a world where every wonder imaginable is available on demand? Nothing, but as a joke." Her horn glowed, and she appeared in a jester's motley before turning back to her old cape and hat.

Applejack winced at their words. They were wrong and stubborn and foolish, she knew that, and Fattybloom created at least a dozen new devices every day, even if most were mere toys, yet...

"Say, Pinkie, Ah brought ya some o' ma best apples from this year's harvest. Ah was kind o' hopin' that we could bake a pie together. Ya know, for Granny an' her highness?"

"Oh, sure, Applejack! Just let me get one of the Spikes and..."

"No, no, I mean BAKE one. Make the dough and slice the apples with our hooves and mix in everything else. Ya know, like how we," Applejack swallowed, hoping she'd hear the answer she wanted, "Like how we used to. Before Spike."

Pinkie just looked at her, nervously. And then she smiled and tousled her mane.

"Sorry AJ, I have silly games I have to get back to in Partitopia. I made a Pinkie promise. That's what I like about you, Jacky. You're such a silly fiily! But if you still want that apple pie- hey Spike! Use these apples to make a really sweet and yummy-nummy pie!"

"As you command."

"No!" Applejack reared and snorted, crimson lightning shooting from her nose. "It still ain't nopony's right ta take away everything ponies’ve been dreamin' about havin' since forever! Ponies used ta think they'd have ta die ta be happy, now we got everythin' we need right here an' we can have it forever! If, if it means that ponies are gettin'... kinda slow and lazy and not dreamin' or thinkin' so much, then that's just the way it has ta be. And Spike wants ta do it, and I want him ta do it, and YOU AIN'T TAKIN' THAT AWAY!" She almost snarled at them all. "An Ah will stop y'all maself if need be!" She glared at Fluttercruel. "Startin' with you, ya, ya phony pony!"

She started forward, head down and scraping the ground with one forehoof... And leaped with a yell as a flung spear embedded itself in her side. Fluttercruel snapped her claws just before another spear hit her, turning it into a peppermint stick.

The ponies and one breezie turned to see 'General' Lightning Dust and the three jocks by the hole in the wall, their armor and weapons looking not gaudy but coldly functional now.

"Guess what, you dumb blond," Lightning Dust said. "We don't care about those losers," she pointed at Twilight, Rarity, Seabreeze and Trixie, "or the Batmare, right now." Luna snorted, insulted, as they pointed first at Fluttercruel and then her. "But that weirdo's been a pain in our flanks for years now, ruining our fun. Just like you tried to do. So guess what?" She held out the lance in her hooves. "We asked Spike for weapons that could hurt freak ponies like you two."

Applejack rose, snorting with pain at the effort, barely managing to stand with the spear stuck inside her hip.

Lightning Dust and her flunkies flew forward, her eyes glittering with wicked glee.

"And guess what?" She parked her lance, ready for a charge and the shock of impact.

"The dragon delivered."

===

In Caketopia--the famous castle made entirely out of cake and home to the former Princess Celestia--a young unicorn paced a room with a confused look on her face, and tightly clutching a bag around one of her legs. Unbeknownst to her, she was being watched by a pegasus-turned-griffon and the ex-regent herself.

"So, that's her, huh?" said Rainbow Dash. "What are you going to do with her? And what is in that bag she’s carrying?"

“The Elements of Harmony are there.”

“What? Then what are you waiting for, we can just-”

"No,” Celestia said firmly. “I am convincing her to help us talk down her great grandmother, which I don’t think I will be able to do if I try taking them by force," said Celestia. "She's not entirely sure yet, but I believe I can win her over eventually, and hopefully get her to give up the Elements to us."

"Ah, good. I was afraid that you were going to turn her into a cake and eat her."

Celestia gave an exasperated groan. "Ugh! Why, WHY do ponies think I would do such a thing?" Celestia telekinetically yanked a chunk of the cake wall and shoved the whole thing into her mouth.

"Well, you did try to eat that Spike avatar that one time."

"That was an accident!" Celestia said around a mouthful of cake. "How was I supposed to know what it was underneath all that frosting?"

"Celestia, is there a reason you called me here? I should be out there looking for Twilight and her cronies."

Celestia swallowed. "Yes, Rainbow Dash, there is. Right now, Applejack is facing Twilight at Moonshine Valley. And she is going to lose."

"WHAT?!" Rainbow Dash hovered in the air "Like hay she is! I'll head over there right now and give that purple nag--"

"No, Rainbow," said Celestia, pulling Dash down by the tail. "Even if you used Spike, you would be too late to help."

"So...what? We're going to stand around doing nothing while Applejack gets the oats kicked out of her?"

"No, we're going to make preparations." Celestia produced a scrap of paper. "I know who Generosity is. Twilight and Rarity have assembled five of the six Elements together. Only he remains." Celestia hovered the paper towards Dash. "This is who that pony is and where they currently live at. I want you to go there. I'm going to invite Twilight to Caketopia to see if I can reason with her, hopefully they can’t activate the Elements without her. If nothing else, at least I can stall her for time. But if I fail, I want you to set a trap for them.”

“Do you have any ideas?” Rainbow Dash said.

“I do. But first, did you put the anti-teleportation runes like I asked you to?”

“Yes, I did. Though, I couldn’t get out so I had to ask Spike to make a tunnel out of there.”

“Did you block the entrance?”

“Well, duh. I wasn’t gonna let Twilight and her group enter!”

“Good. Just what we needed.” Celestia rang her bell, “Spike?”

The avatar appeared.

“Yes.” Spike said.

“Extend the tunnel leading to you and make it lead to a dead end instead.”

“As you wish.”

Far away, the tunnel from where Rainbow Dash came from setting up the runes began rumble as it changed. And so it was done.

Celestia turned to Rainbow Dash “Now when you get to Ponyville, I want you to rally as many ponies as you can to our cause and place some of them inside. Once you have done that, put a sign on it saying that the tunnel leads to Spike, and place some of our recruits inside to stop them from leaving the tunnel. We’ll rush them from the entrance once they’re distracted fighting the one inside.”

“So, we’re going to corner her?”

“Yes. Best case scenario, we have all of the Elements and their bearers caught. Worst case scenario, Twilight escapes from here, but won’t make it in time to activate the Elements, won’t have anywhere to fallback to and reformulate her plans. Can you get this ready for me?"

Rainbow Dash didn't look happy about this at first. But then she snatched up the paper in her claws. "Yeah, I can do that. I won't let you down--and I won't let them win!" Rainbow turned to the avatar present, “Send me to Moonshine Valley! And make sure I arrive in style!”

“As you command,” Spike said.

And with that, Rainbow launched herself upward, crashing through the ceiling and into the open air, sending bits of cake flying everywhere.

Celestia looked at the hole in the ceiling and sighed. Friend against friend, it should have never happened. She shouldn't have let it happen. Not after she had it happen to her, not once but twice...

Celestia felt a pang in her heart. No, don't think about that now, focus on Twilight... she thought as she started to walk away.

Then barely realizing what she was doing, Celestia used her magic to collect up the cake debris left by Rainbow Dash as well as more pieces of the wall and some of the cake furniture and began to stuff her face. Her belly groaned and creaked as it started to develop a sizable bulge...

===

Score, who had his head turned back to normal by Dumbbell, was thrusting his lance at a guard in mid-air, when all of a sudden he was somewhere else in Moonshine Valley. “Wait, what!? Where am I?!”

“HI-YAH” Rainbow Dash shot through the sky, aiming a flying kick at Score’s jaw.

He dodged and thrusted his lance on his hunting harness, and failed. Again. And Again. And again.

Rainbow Griffon dodged out of the way as Score blundered another thrust at her with the lance. He put too much force into it and barely avoided hitting the wall. Dash shrieked griffon laughter as she maneuvered carefully.

"Yeesh, Score, a thousand years to practice and you guys STILL suck at flying!"

"Shut up!" He flew back at her.

Dash sighed, rolled her eyes, and got out of the way, allowing him to collide with Dumbbell. The two knuckleheads dropped to the floor.

“Spike?” Rainbow Dash said as she stood back up.

“Excellent! An actual fight!”

“Take their weapons away!” Rainbow Dash commanded.

“Wait, what!?”

“As you wish.”

“Spike! Give me my-” He got a fistful of Rainbow’s griffon might before he could finish that sentence. Moments later, he was lying on the floor, cramping and aching from the beating in hoof-to-talon combat he got.

"Okay, this is even sadder than I'd expected. And you guys were supposed to be 'ancient pegasus warriors'?" She rolled her eyes skywards. "Commander Hurricane, be GLAD you're dead rather than around to see this." She looked around to see how everypony else was doing.

She saw Lightning Dust fighting it out with the healed Applejack. Dust was using her newly-empowered spear along with blasts of lightning. Apparently she'd gone after Fluttercruel first, but the weird pegasus-draconequus, draco-pegasus, whatever, simply curved her body out of the way of the thrusts -- as in literally curving to the sides, like forming a letter C -- and imitated Dash's trick, sending her flying into the still furious alicorn AJ. Snorting, her eyes blazing, Alicornjack was now hurling crimson lightning at the increasingly desperate Lightning Dust.

"Guess y'all shoulda tried askin' Spike ta make your fancy armor immune ta alicorn magic too, huh?"

Dash saw her former friends Twilight and Rarity beyond her grasp in horror. That little horsefly guy just slapped his head in dismay. Fluttercruel was too busy dropping what looked like a haycart's worth of tapioca pudding onto Hoops, trapping him beneath it. She said, "Being immune to my magic isn't the same as being immune to the effects of it, ya dope!"

Dust whinnied in glee.

"Hah! Boy are you stupid, blondie! But thanks for the reminder! SPIKE!" One of the dragon's golden-armored avatars appeared beside her. "Make me immune to alicorn magic, too!"

"As you command." Spike breathed his green fire. Lightning Dust whooped.

"Now I'll fix you -- OOOF!" She flew back against the wall and slid down, two horseshoe-shaped dents in her armor. Applejack looked grimly pleased until Dust began to rise.

"Okay, now Ah'm gettin' sick o' this. SPIKE!"

The avatar appeared next to Applejack and heard her wish.

Lightning Dust heard that blond hayseed yelling something to Spike, not that she cared. She just flew straight at her, spear extended.

Applejack glared at her, like Rainbow Dash, like Spitfire, like every pony who thought she wasn't as great as Dust knew herself to be.

"Ya think Ah'm scared o' ya..." Her voice trailed off in a scream as the golden spear drove right through her, disintegrating her. Leaving nothing, not even dust.

"Jacky! NOOOOO!" Dash flew at her, talons outstretched. That pitiful freak, ashamed of her own pegasus nature! Dust sneered and made another flawless thrust, turning the griffon back to an emaciated pegasus with no wings, no cutie mark and no color. Dash, now a barely recognizable husk, dropped dead on the floor. Not even a whimper.

She rampaged through the room. The pegasus wing blade spell cut through those other two meddlers, Purple and Whitey, engulfing them in a fiery explosion behind her. A kick to Luna’s neck sent that pathetic relic into a wall hard enough to destroy it. Luna didn’t get back up. Then finally she drove her lance through the Flutter-freak, pulled it out, and watched her fall on her knees, weakly trying to reach for her, until whatever life she had inside left her. Dust laughed wildly at the way her eyes rolled afterwards.

She flew to the throne. Her throne, won by her own sweat and cunning. What the game should have given her long ago. Her kingdom.

HERS!

"Okay," Rainbow Dash said, waving a talon before Lightning Dust's wildly grinning but otherwise blank face. She didn't even blink. "What's with her?"

"Ah told Spike ta make her and her cronies dream they'd be gettin' everything they wanted," Applejack said. She pointed her hoof at the weird, fleshy flower that had its tendrils wrapped around both her and the three bullies. All four ponies shared in the same blank but pleased stares. "Dunno what that is or where he got it from, though."

In yet another dimension:

"Now, Wonder Mare, feel the narcotic grip of the Black Mercy -- hey!" The massive yellow earth pony mare stared at her hooves in confusion. "Where did it go?"

She looked up just in time to take a hoof to the jaw.

"You're just getting senile in your old age, Mare-gul!"

"Well, that's taken care of," Applejack said, after tying Lightning Dust, Score, Hoops and Dumbbell up, like the rest.

“Okay, let’s take that thing off,” RD started trying to rip the black tentacled bouquet of flowers off Lightning Dust's chest.

Applejack noticed the other alicorn's injuries and the damage done to the citadel, along with the disappearance of Twilight and her meddling friends, then looked at Luna. "Sorry about everything, Princess." She said to Dash, "C'mon, we gotta catch those fools 'fore they cause more trouble. But first, SPIKE!" The avatar appeared and Applejack said, "Fix all o' this --"

"No." Luna limped forward, but her voice was steady. "I refuse this offer. I have refused it for centuries, I will not accept it now. And if there is nothing else?" She turned to her Moon Tribe as they began entering the room. "Please leave us in peace."

She held her breath until she heard the flapping of two pairs of wings as Applejack and Rainbow Dash left.

"Okay," Fluttercruel said to Twilight and the rest. They stood on the edge of Moonshine Valley, brought there in a long-range teleport by Twilight's magic. "Where to now, Purple?"

"Now we go and find Generosity,” - She made herself ignore Rarity's wince at the mention of her old Element - “then I’ll give Minty the signal to send us the Elements."

“Minty?” Fluttercruel asked.

“My great-granddaughter,” Twilight said.

“The great and powerful Trixie believes we shouldn’t waste time with introductions, so Trixie proposes that we take off!”

Two alicorns, one draconequus, and a breezie all flew off -- with a blue unicorn chasing along behind.

"The Great and Powerful Trixie wishes to remind her friends that she does NOT have wings!"

It was all way more than Rainbow wanted to take in right now, along with Fluttershy's long lost foal. But there was a more pressing matter she wanted to tell AJ, “I couldn’t rip that thing off her.”

“What thing?” AJ said.

“That flower- Monster- Parasite- whatever it was, I don’t think we can undo that.”

“Yeah… Let’s not do that to Twilight or the rest of ‘em. Ah want ta stop them, don’t get me wrong, but… Maybe that’s too much.”

“Yeah… Wait, You did ask Spike not to do that to US, or anypony else, for that matter, right?" Rainbow Dash asked.

"Yep. Ah had Spike send a message ta mah family too while Ah was at it, telling’em to ask Spike the same thing for us. We’ll ask Spike to undo it to that mare later," Even with the collapse of the economy and most of the government, the farmers' voting numbers still held a powerful sway in Equestria. The last thing she wanted was to be stuck in some fake dream state. “By the way, any news from Pinkie Pie?”

Rainbow Dash started. She knew what had happened in Breezie Grotto. And so she told her.

“Gosh. Is Pinkie Pie okay?”

“I hope so… I told her she could sit this one out and take all the time she needed...”

Applejack stayed silent. She wanted to go there and see for herself if she was doing ok after hearing that Gummy died, but this couldn’t wait. The fate of Equestria was hanging in the balance, and she couldn’t let them win. Not without giving everything she could, because she believed that otherwise, she wouldn't be there when her friends needed her the most.

“We’re gonna see her when all of this is over, right?” Rainbow Dash said.

“Huh? Yeah, sure...”

Rainbow Dash couldn’t stand the awkward silence. She looked for something to break it, and it didn’t take more than a glance at Applejack’s new set of wings and brand spanking horn.

"So. Uh. You're an Alicorn now?” Rainbow Dash said, “You just asked Spike for it?"

"Yep. More like asked Spike to make it happen, not ta make me one."

"I don't get it."

"He didn't make an apple an orange, he just triggered ... triggered what Twili' and Rarity ... Twili said I was good and ready once upon a time ... I didn't want it."

"So ... why ..."

"Because, this isn't just about what Ah want. That's what Twili' isn't gettin'!"

"Calm down Jackie, I'm on your side, remember?"

"Yeah,... Ah know... Dash... thank ya kindly... fer stayin' loyal..."

"Least I can do Jackie. What do you think they'll do with LD and the others?"

"Ah don't know or care right now."

===

"Remind Trixie again, why can't we just teleport to the next Element?" asked Trixie as the group walked along the edge of a garbage strewn field.

"Because Spike can sense when we teleport," said Twilight. "It’s how Pinkie knew we were on Breezie Grotto. I'm certain that's how Applejack knew we were at Moonshine Valley. So from now on, we're going to be hoofing it whenever can."

"So...Twilight," said Rarity. "Just how far do we have to go until we meet my--my replacement."

Twilight frowned at the slight edge in Rarity's voice, but she again chose to ignore it for now. "It's still a few hours' hike away. Provided that nopony had Spike change the terrain."

"Nah, Spike doesn't do that around here," said Fluttercruel, hovering along in a reclined position. "There's a bunch of old Canterlot nobles that live around here and they hate it whenever somepony messes with the landscape. Distracts them from reliving their quote-unquote 'glory days'."

"Strap in, everypony," said Twilight. "This is going to be a long--" Twilight suddenly stopped, causing Trixie to run into her.

Standing in the middle of the road was a Spike avatar, patiently waiting, with its claws clasped in front of it and a blank smile on its face.

The group stared at it for moment. "Vhat is dis, some sort of trick?" asked Seabreeze from his perch on Trixie's hat.

"It's just standing there," said Rarity. "If it was going to attack us, it would've done so by now."

"Doesn't mean it isn't a trap," said Fluttercruel. "Lull us into a false sense of security then bam! Dragon chow."

"I'm going to get closer to it," said Twilight. "Everypony keep on your guard."

Twilight cautiously approached the avatar with the others close behind. "Twilight Sparkle?" it said as she got near. "Message for you."

The avatar belched up a rolled-up scroll. "Um, thanks," said Twilight, taking the scroll with her magic.

The avatar vanished.

Seabreeze fluttered up and examined the scroll. "Is dat...frosting?" he asked, pointing at something pink dripping from it.

"Then I know who it's from," said Twilight, unfurling the scroll. She quickly scanned the letter. "Oh no..."

"What?" asked Rarity, stepping forward. "What's wrong? Is it from Celestia?"

"Yes, she wants to meet with me and-and she has Minty."

Everypony looked shocked. "Oh my," said Rarity, placing a hoof to her mouth. "Is she alright?"

"It sounds like it. It says that she and Celestia have been 'having some talks' about what we've been doing. I don't like the sound of that. I need to go."

"What?!" said Trixie as Twilight walked past her. "But-but what about the Element?"

"You guys can go after him. I have to do this. I always knew I'd have to do this eventually."

"Twilight, wait a moment--" Rarity started to say, but Twilight had already kicked off the ground and was streaking off into the distance.

"I don't like this," said Fluttercruel, picking up the discarded letter. "Awfully suspicious that avatar seemed to know to wait here for us."

"What do you think? That Celestia knew we would be heading for the Element?"

"Pretty much, yeah. Mom always said that she was a crafty type." Fluttercruel quickly folded the letter into a paper airplane and tossed it into a trash pile. "At any rate, we probably shouldn't let Purple go off by herself. Do you want me to go after the Element and you follow Twilight or would you like to do the honors while I take a trip to Caketopia?"

...

In Caketopia, Celestia watched Twilight fly away on a large monitor created by Spike.

"Your great-grandmother approaches," she said to Minty. "It won't be long until she gets here. Then we can try to reason with her."

Minty looked up at Celestia. Despite having slimmed down only a few hours ago, the ex-princess had managed to regain most of her former girth. Perhaps even more. "Listen, I just want to be clear that I haven't made up my mind yet. I want Great-Grandma Twilight to give her side of the story. I don't want you to hurt her or anything."

Celestia looked hurt. "Do you really think I would do that?"

"I-no, it's-- I just want to let you know that I don't want there to be any fighting, that's all."

"Don't worry, it won't come to that." Or at least, I hope it won't.

===

Twilight settled onto the ground outside Celestia's citadel with a shudder. It was a monument to gluttony, literally made out of cakes of all sorts -- layer cakes, fruit and candy and frosting-decorated walls. The sheer smell of sugar from it was overpowering. She walked forward under a gate with the legend WELCOME BACK TWILIGHT in purple frosting on a white background.

It had a smiley face at the end. Within were statues of ponies in various poses, many of them her and her friends as they were a thousand years gone. As well as ones of Luna and Celestia when they'd laid their rulership down by the popular demand of the ponies. Every single one was made of sugar and had edible sequins for the eyes and cutie marks.

And every single one had a few surreptitious bites taken out of it.

Twilight shuddered.

"Either my teacher has lost her mind, or she's really gone evil, or the only sense of taste she has left is in her mouth."

"Princess Twilight!"

Twi froze, horn down and glowing. She relaxed after seeing who stood before her. A pair of stallions in armor resembling aprons, with helmets made to look like cook's hats and broad-bladed polearms like oversized spatulas. One walked forward, its eyes showing the emptiness of Spike's lower-order created ponies, the mere constructs. It lowered its head in a bow and said, "Please follow us. We will lead you to Princess Celestia of Caketopia."

"And my great-granddaughter Minty?" Twi asked calmly. She didn't react to the fear within her. Even if it would have done any good, these beings were like the rest of the constructs rather than actual living beings Spike made, lacking any responses other than those implanted at their creation.

"And your great-granddaughter Minty," it parroted back at her. It turned and walked off down the hall, its movements slightly jerky like a wind up toy.

Twilight followed through walls of cake and chambers made of sponge cake, decorated with what would have been paintings elsewhere but here were made from marzipan and royal icing. Here and there she saw more Cake Guards repairing damaged and partly-eaten ones. More sugar sculptures stood everywhere, with the bitten away parts leaving them looking oddly unsettling.

"I think I know why some ponies think Celestia turns them into cake and eats them," Twi muttered. She said to her guide as they reached a pair of open doors that looked like the front of an oven, "How much longer will this take?"

"No longer," a once familiar voice answered her. "Welcome, Twilight, my former-student. I believe there's somepony here who wants to see you?"

Okay, Twilight thought, steeling herself. Now remember, be calm. Forget that she was once your teacher and a second mother. Forget all the stories she shared or how she used to let you wear her tiara when we were alone, or how we took care of Spike when he was a hatchling. Forget how we laughed together and how she wept for joy when we saved her sister and that night she flew little filly you up so high it felt like we could bounce the stars on our horns...

Because now, she's the enemy who kidnapped your great-granddaughter and wants to stop us from saving Spike and Equestria just so she can indulge in her own sloth and gluttony.

So Twilight thought, and so she tried to make herself believe. She held her head high, her face serene, and she stepped towards the doors.

"GREAT-GRANDMA!"

"Minty!"

The next thing Twilight knew, her great-granddaughter was hugging her, still carrying the bag with the Elements inside.

"Honey, sweetheart, are you okay? She didn't," Twilight gulped just to think it, "hurt you?"

"I would never do that!" Twilight pricked her ears up at that labored and grief-thickened voice. "Twilight, have you forgotten me that much?"

Twilight turned away, setting herself between her great-granddaughter and what she saw on that throne, more like a pile of cushions, on the dais before her. Multi-colored Corinthian columns, once more made of sugar -- and she criticized Discord for the chocolate milk? -- rose around her to support the gingerbread ceiling. Again, all showed signs of having chunks bitten out of them.

And in the center of it sprawled an immense white blob of a pony. Not just fat, but morbidly obese. Twilight wondered if she could only barely make out the legs and head. A multitude of pastry stains showed on that once flawless snowy hide and against the ethereal mane. Nearby stood a seven-layer chocolate cake, half demolished. Her eyes, sunken amid pouches of fat, were filled with tears at the look in Twilight's eyes.

"Do I really look that horrible to you?" She turned and sank her muzzle into the cake, lips smacking as she ate.

Twilight stared in shock.

"Princess Celestia?"

"Twilight, come here." Celestia patted the dais. "Why are you trying to take all of this away from me and everypony else?"

===

Twilight cautiously approached her former mentor. "C-Celestia? You--you--you're--"

"At peace? Giving you a chance to explain? Free of a thousand years of burdens?" asked Celestia, shoving more of the cake into her mouth. "Looking out for my ponies?"

Actually, I was going to say "as big as a house", thought Twilight, but she chose not to say this. Instead she said, "I got your message and here I am. You said that you've been talking with Minty."

"Yes, Great-Grandma," said Minty stepping forward. "Celestia says that you're doing the wrong thing by trying to stop Nightdrake Banneret, but I wanted you to give your side of the story."

"And I agreed to give you this chance," said Celestia, licking some frosting off her hooves. "So I ask again: why do you want to take paradise from everypony so badly?"

"Have you seen Equestria recently?" asked Twilight, raising an eyebrow. "Everypony has become lazy do-nothings. They don't do anything for themselves, they rely on Spike for almost everything--even for stuff they could do themselves!"

"Not everypony." Celestia nibbled on a nearby painting she'd ripped off a wall. "There are still a great many ponies who choose to do things without Spike's assistance. And even with the ponies that do, is it really such a bad thing? They're not hurting anypony with what they're doing."

"But there are ponies who are hurting others with what they're doing! I just met some in Moonshine Valley. These ponies go around to the breezies' grotto and to the bat pony cities and torture them just because they won't accept Spike's help!"

"Hmm, sounds like an easily solved problem. I'm certain that there are ponies who'd be willing to help deter these ponies. Why throw out all the good with the bad?"

"It's more than that. Everypony has creatively stagnated! Nopony makes anything anymore, they just have Spike do it for them. And the ones that do, there's no point since nopony cares! Like my mom, she spends all her time writing, but I'm the only one who reads them since nopony else wants to! How do you think everypony who once aspired to anything is doing compared to her!? What's the point of things like dreams, inspiration or improvement if it can't reach out to anypony!?" Twilight stopped as Celestia grabbed another slice of cake. Then she angrily slapped it away with her magic. "And could you stop stuffing your face for ONE SECOND, YOU FAT NAG!?"

Twilight Sparkle covered her mouth with her hooves in a gasp at her own words, looking at Celestia. Celestia's eyes shimmered. Minty trotted back at her ancestor's outburst. Even the cake guard constructs looked shocked at Twilight.

"If that's true, then why haven't you stagnated?"

"Huh?"

"Why haven't you? You live in Equestria like everypony else, so why haven't you stagnated?"

Twilight was left without words. Her great-granddaughter intently watched her waiting for an answer, but Twilight didn't want to answer the question, because she was rather afraid of the answer. Centuries ago she would have put the safety of an entire empire over her fear of disappointing her mentor, but now? She didn't know, and the world she lived in now didn't help one bit.

"Well?" Celestia said.

"... I'm sorry... but I see now that this was a mistake... You loved to see ponies grow and learn and be able to stand on their own four hooves, you didn't cram cake down you throat all day. You're not at peace, you've just given up. I'm leaving. My friends will have reached the next Element by now."

"Actually, Twilight, they probably haven't."

Twilight turned back. "What do you mean?"

"What I mean is that... I'm sorry, Twilight." Celestia shook her head sadly. "But I can't let you take away the happiness of so many ponies just because you think it's wrong. I made some arrangements before you arrived."

Twilight went wide-eyed. "What... kind of arrangements?"

--Earlier--

"So ya sure that Twilight will be headed this way?" asked Applejack as she and Rainbow Dash flew over Equestria.

"Yeah," said the ex-pegasus. "Before I came to bail you out, I met with Celestia and she said that if we didn't catch them at Moonshine Valley, they'd be going this way to collect the Element of Generosity."

"Ya didn't bail me out, Ah could've handled those bozos--" Applejack broke off as she started to recognize the landscape. "Hey, this is around where Ah live. Jus' who is the new Element now?"

And so Rainbow Dash told her and what she said made Applejack's jaw drop.

"WHAT?!"

"If you wish, I could clean that up for you."

"Eenope."

"Sir, I insist. I would be able to do this in a fraction of the time--"

"Eenope. Ya do enough for us. For everypony. Ya deserve a break every now and then."

"...Very well then. If it is what you wish."

The Spike-avatar bowed and vanished, leaving Big Macintosh alone in a roomful of Apple Bloom's discarded inventions. He really needed to talk to Apple Bloom about leaving these things lying around. Well, no sense wasting any time, he picked up a broom and went to work.

===

Twilight Sparkle tensed herself, ready for an attack on her and Minty at any moment. None came.

"Well? What are you waiting for?" Twilight said.

Celestia sighed. "I have no intention of fighting or hurting you, Twilight. And I have no intention of holding you here against your will, my former student. I ask again, why haven't you stagnated? Is this about YOUR moral indignation? Why must everypony else give up their happiness for YOU?"

"Are YOU happy?"

"This isn't about what I want, Twilight. I can't decide for everypony else how to live their own lives, and you can't do that either. I can't put my happiness above everypony else's."

Twilight looked down in silence, unable to respond to her former mentor's display of selflessness. Much like Minty, she was beginning to doubt if she was doing the right thing.

Minty, however, was expecting Twilight to say something. She asked that Twilight could give her side, and so far, she'd only gotten a portion of it. Minty knew this, so she didn't speak -- she waited, clutching the bag with the Elements of Harmony even harder.

Celestia broke the silence, "I'm very very very very proud of you. When you were crowned Princess and ruler of Equestria, you became the pony I hoped you'd grow up to be, and MORE. I knew Equestria would be safe with you. I can tell that you don't want to answer my questions, and I won't force you. But Twilight, please, I beg you, stop this crusade. I don't want to see you get hurt. Everypony's unhappiness or your moral indignation isn't worth that."

===

Twilight had to make sure she wasn't making a mistake, so she closed her eyes and thought about this. But then she started to think about certain other things. Everything she'd seen happen ever since Nightdrake Banneret first appeared. In particular, her mother in her pocket dimension, constantly writing her books and becoming more and more bitter as less and less ponies read them, causing her to react with venom to even the slightest criticism. She thought about the ponies who abandoned their foals in favor of a more perfect duplicate, Diamond Tiara in particular stuck out in her head. Even after Spike set her up to have eternal tea parties with her best friend, she still bore the psychological scars from being rejected by her own parents. She thought about Spike, alone in his cave, wasting away to a skeleton...

"I can't," said Twilight. "Being a leader does mean respecting the choices of those under your rule, but that doesn't mean you have to stay out of the way while they make choices that end up harming themselves. In my travels, I've seen ponies taking the opportunity to hurt each other with impunity. I've seen thousands of parents treating their foals like they were distractions, and then abandoning them in Partitopia once they got bored with them. I've seen friendships being destroyed over Nightdrake Banneret's existence, mine just being a few of them. I've seen the work of every pony I ever met amounting to nothing, not just yours or my mother's; everypony's. And that isn't to say anything about the fact that the changelings had nowhere else to go besides The Crystal empire, or the ponies who killed themselves, when they realized that Nightdrake Banneret couldn't make them happy... Whose fault do you think this is?" Twilight looked at Celestia, "I let this happen. I've made Equestria a worse place than it was before. I've failed you, my friends, and worst of all, I've failed Spike... Just look at him now..."

"I'm sorry to hear that." Celestia took a piece from one of the pillars with her magic. Attempting to share it, she placed it next to Twilight. "Can't they all just wish for something different? My friend, Jade Singer, when she gave up writing, she wished for a young body and wished to read every book ever written in Equestria. Last I checked she was up to the Ms I think."

Twilight noticed the piece of cake, enveloped in Celestia's aura, and looked at her for a moment. She appreciated the gesture, but she couldn't accept it, not if it came at Spike's expense. Twilight gently moved it out the way. "It's not that simple. Ponies aren't just their hobbies or the things they consume. They all have problems--deep personal problems that they need to address. They can't ask Spike sweep it all under the rug, they already tried that. All it did was cause more problems for themselves and for others. Just go to Partitopia and talk to the children. They may be laughing and playing, but if you talk with any of them, you'll see that they're all hurting. Some of them are in denial and think their parents will come back for them. Others are just angry at them. When they grow up--if they choose to grow up--they'll often have Spike arm them to the teeth so they can go take revenge on their parents for abandoning them."

Twilight turned away. "I'm leaving now. I'm going to end this, I just hope you don't hate me when all of this is over. But I just want to say one last thing. You haven't been happy in a long time."

Pony POV Nightdrake World: Spike, Sequel 3/4

Author's Note

Pony POV Series
Nightmare World
Nightmare Banneret Sequel
By Alex Warlorn and quantum-plasma-field and Ardashir and Trooper924 and many others.

Edited by docontra and many others!

First Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Fluttershy-FlutterCruel-Pearls-260092460

Trope page: http://tvtropes.org/pmwiki/pmwiki.php/Fanfic/PonyPOVSeries (SERIOUSLY need to be kept up to date, every little bit helps!).

My Little Pony Friendship Is Magic And All Related Character Copyright Of Hasbro

PLEASE check out the ton of recursive fanfics of this fanfiction series. A lot of heart went into them! They also answer a lot of unaswered questions. http://mlp-pony-pov-series.deviantart.com/ For heaven sake they rock! Kendell2 and Oracle Mask and Richforce and Ardashir and Jawmax and Persona22 and Dragon of Twilight and ItsFromPeople and all the rest!!!

Picture by Enshems http://enshems.deviantart.com/art/EVIL-SPIKE-342161993

Pony POV Nightdrake World: Spike, Sequel 3/4

"Twilight, wait!"

Twilight hesitated, before she started walking again.

"Twilight!" Celestia's voice lashed at her now. "I was once your teacher, and once your princess, I command you to listen to me!"

Twilight stopped and looked back at Celestia, massive and wallowing on her throne, tears running down Celestia's cheeks. Twilight told herself to ignore them. She turned her gaze to Minty, “Minty?”

“Yes,” Minty said, unsure of what to think.

“Get back home,” Twilight’s horn glowed, and sent Minty just out of Caketopia’s outskirts. Twilight turned back towards the door. "I'm done here. Don't fight me, Celestia, I don't want to have to fight you."

She turned and began heading for the door.

Only to fly back across the room as a magical blast struck her, a familiar-looking light-blue magical blast. She smashed into the throne of cake, sending splatters of chocolate frosting and yellow cake everywhere.

"My throne!" Celly cried out, and then, in a shadow of her old voice, "Twilight!"

"I'm fine," Twilight said, rising with a wince.

"For now," Cadence said angrily.

Shining armor joined in. "If you don't want to fight, then I have bad news for you, little sis.”

Twilight gasped as she remembered the speakers. "Please," she whispered. "Not them, please not them..."

She looked and felt her heart turn over.

Cadence and Shining Armor both looked down at her, neither purely pony any more. Cadence's wings were insect-like, and her hide showed signs of a carapace in places; and Shiny's coat looked almost scaly in sections. Leathery wings stretched out from his back as, looking cold and very disappointed, he slapped one of his shields down over her, containing the lavender alicorn.

"Paradise exists for ponies, Twilight," Cadence said as her husband concentrated on the force field. "We don't want to hurt you, but we're not letting you hurt anypony else, either."

A few Changelings -- no, Twi thought, they've been the new Flutterponies for generations now -- their carapaces looking almost crystalline, flew up to Queen Cadence.

"Her fellow conspirators are approaching, highness," one of them buzzed. "What do you wish us to do with them?"

"Stop them from aiding her," Cadence said, her voice holding a chill vaguely reminiscent of the long-gone Chrysalis. "Don't hurt them if you can help it."

They buzzed their wings in agreement and flew for the door, only to stop as Cadence spoke.

"But if you can't do it peacefully, then..." Cadence swallowed before saying clearly. "Then... I'll understand."

===

Outside, the flutterponies flew a little ways down the road leading to Caketopia before stopping. Running towards them in the distance were an alicorn, a unicorn, a draconequus and a breezie.

Strange, thought the lead flutterpony. I thought breezies weren't supposed to be that fast. Then magically amplifying his voice he said, "In the name of High Queen Cadence and King Shining Armor, I command you to stop! You are not allowed to enter Caketopia."

The group ignored him and continued to run towards them.

"Stop now! If you do not comply, I am authorized to use force!"

Again the group ignored him.

"I said--Gah!" A white alicorn barreled past him, knocking him to the ground. His fellow flutterponies shouted as the alicorn's friends stampeded past them.

"That's it," he growled as he got up. "Take them down. Hard."

Fluttercruel peeked out of her hiding spot to get a better of view of the angry flutterponies chasing the decoys of herself and the others. She fiddled with a remote control to make the decoys veer off the road, leading the flutterponies away from Caketopia.

"Well, that should keep them distracted for awhile," she said, tossing the remote over her shoulder. Then she looked up at the cake-castle. "Guess the rest of them are still in there. Great. Well, no sense in waiting around." She started to float towards the castle entrance. "Hope the others are having better luck getting the Element..."

Minty walked the opposite direction of Fluttercruel, causing them both to stop.

“Huh?” Both said at the same time.

“Who are you?” Minty said.

“I could ask the same.”

“I’m Minty. I-”

“Wait, if you’re here, then where’s Twilight?”

“I need your help.”

===

"Applejack, what are you doing?" Rainbow Dash asked.

"Discord, Sombra, Chrysalis, Nightmare Moon, they had all the same problem... they didn't think they could lose."

"But we're the good guys!"

"And let me tell ya darlin', that means squat, we can still lose. So Ah'm gonna hedge mah bets. Ah'll have a talk with Big Mac so he doesn't get mixed up in this tomfoolery later, ya keep Rarity and the others distracted in the meantime."

"Gotcha AJ." The two clasped hooves and went in separate directions. "Hmmm, maybe I should have something prepared just in case too. Spike."

"Yes Rainbow Dash?" The baby dragon avatar appeared.

"I've got a message I want you to send to everypony!"

+++

Applejack flew inside Apple Bloom's 'bigger on the inside than on the outside' design room. Her morbidly obese little sister was floating on her massive golden throne, surrounded by floating schematics and blueprints. She had not left her throne or seen her friends in over a century.

"Apple Bloom!"

"Big sister? You're... you're a princess!"

"No. Ah just became what Ah had to become to protect ya and everypony else."

"Protect? From what? Did monkeys from space try to invade Equestria again?"

"No. Spike!"

"Yes Applejack?" The baby dragon avatar asked.

"Ah need ya to build a factory for Apple Bloom's inventions!"

"What? But Applejack, Spike can just MAKE my stuff appear right off the paper."

"Maybe now, but what if something happens?"

"HAPPENS?! Applejack, yer scarin' me!"

"Ah'm sorry Apple Bloom." Applejack nuzzled her. "Ah don't mean ta. But this is important. Spike! Make that factory piece by piece! And do it FAST and do it NOW! I'll be VERY disappointed if you don't."

Applejack might not have been a magic expert, but she had picked up some fundamentals over the centuries. 'Permanent' magic worked in that the magic was what was holding together whatever it made. 'Instantaneous' magic meant whatever the magic did was now the natural state of things. But there were ways around it. All the nails put in by a magicked up hammer wouldn't all pop out if the hammer went away, and if you magicked up something, but then made it into something new, then it wasn't the something that got magicked up anymore and couldn't be made to go poof.

"And Apple Bloom! Ya got some robots and 'talkin' to each other without wires' stuff in that collection of yours?"

"Uh, yeah. A couple decades ago, even invented some who could form a labor union, then I dumped that design, burnt it, and had Spike erase all copies of that design, and went for the ones who weren't programmed to feel resentment and indignity.

"Good. Good. And Ah've got a few other inventions of yours ya showed me that Ah wanna see ya build more of."

+++

Many ponies all over Equestria had requested their bodies to be kept perfectly healthy and safe so they could dream forever. The ultimate symbol of love and devotion to the night goddess, who was unconditionally looked up to by all of them. Pipsqueak, who now was a full-grown stallion, was among them. Their minds forever remaining in the dream world, to effectively live in the domain of the Alicorn Princess of The Night forever.

+++

Donut Joe wondered what was going on up there. Were monkeys in power armor invading the planet again? Donut Joe sighed. All least the constructs were constantly repairing and updating his beautiful Caketopia. And of course he always had extensions to build. Who didn't like Cake after all? And there were plenty of ponies who were perfectly happy to enjoy his cakes. To think once, his city of pastries could only exist as a model. Now, NOW it truly existed life size, and Princess Celestia herself had chosen it as her retirement home! What other pastry chefs could ever hope to say that?! Who cared if she made a pig of herself; if anypony had earned a cushy retirement, it was her.

+++

Diamond Tiara had spent over a century on the most ostentatious throne imaginable. But she had eventually gotten bored with that. Then she had viciously teased Simulacrums of the Cutie Mark Crusaders and anypony else who had shorted her in life. She'd gotten bored of that even faster. Then Spike's Simulacrums had given her endless admiration, but she grew bored of that much faster still, it slowly dawning on her how hollow it was.

There was nopony to manipulate or command, Spike provided her with Simulacrums to do so, but they were pointless, not real, and real ponies now couldn't be bothered with what she ever had to say. In fact, many had created mute spells, filtering out whatever she had to say into silence whenever she tried to speak to them. She had no pony to lead, control, manipulate, command, or rule over, her special talent was completely worthless!

Diamond Tiara had always defined her worth by how she had what others didn't, and now everypony had everything, she was worthless!

And she was out voted on EVERYTHING. Her parents now had their own private paradise. And a clone of her that was the ideal daughter she had never been when she herself had been too busy sitting on her throne eating bon bons.

A part of her growing larger and larger wanted to ask Nightdrake Banneret to end her life (as other ponies had done when they felt they had explored every pleasure, or conquered every challenge their minds could conceive of).

She was alone. And she didn't WANT to be alone.

Spike provided.

"Hello Diamond Tiara."

"S-Silver Spoon? That's really you? The real you?"

Diamond Tiara wanted this to be true.

Spike provided.

"Of course it's me! Who else would it be?" Silver Spoon nuzzled her.

The two oblivious fillies wandered in a field of flowers with dolls and tea-sets and played, oblivious to all else, all the two truly wanted was the other's company. And all Silver Spoon had ever wanted, was to be with her only friend.

+++

"Auntie Pinkie Two, is everything okay?" The 1000 year old colt Pound Cake, who still lived in Sugarcube corner, no longer a baby but not a stallion either, asked.

"What's wrong? Didn't you like the new level to the Whack-A-Pony Tower?" She then whispered to the side. "Don't get any wrong ideas, it's just a name."

"Who are you talking to?"

"No one!"

"Oh, well, no, it's great, but where's Mama-Pinkie Pie?"

"She's... resting I think." Pinkie Pie's first clone answered. Her appearance was mostly identical to her mother except her cutie mark balloons were different colors, and she also had the nickname Junior. Her sisters ran Partitopia with zeal and effectiveness, no foal was unhappy for long under their watch. Like their mother, what made them most happy was the happiness of others, in particular the foals they watched over. Her sister Pinkamena ran the super-spooky haunted house.

"Resting?" The colt had never known in his memory for Mama-Pinkie Pie to tire out.

"Yeah.” She briefly thought about telling them of how Gummy accidentally died, but decided not to. “Some mean ponies said some mean things to her, and she needs to have a good cry or something, she told me to house sit in the meantime, don't worry, she'll be back to herself in no time."

"Hey Pound! Ya wanna play this round or not?" Pumpkin Cake shouted. "Anne Smith, Cup, and Carrot are all ready!"

"Coming!" The little pegasus flew to the Smash Ponies Live Room, a costume appearing on him as he wanted. The other four foals on the floating platform already stood in position.

"Ready? GO!" One of the Pinkie Clones serving as referee (who had taken the name Pinkie Cake) shouted.

The foals used toon physics to give harmless slapstick attacks to each other in the reality bending chamber, the last not to fall into the comfy pit of balloons below would be the winner.

+++

"Cadence! Please don't hurt her!" Celestia begged. For the first time in centuries she had forgotten about her cake.

"I don't WANT to hurt her Auntie." Queen Cadence said. "But I'm not letting my sister-in-law destroy the world."

"I'm trying to SAVE the world!" Twilight pleaded. "Please... let me out."

"So you keep saying," Cadence sighed. "But unlike Auntie, I'm not going to sit there and do nothing."

"Please Twiley, just stay put." Shining Armor said.

Cadence turned towards her aunt, "I hate to say this auntie, but you're too SOFT. You aren't willing to do what NEEDS to happen to protect Equestria's ponies..."

"You're sounding too cruel Cadence," Celestia said sadly.

"I don't WANT TO BE! But if Twilight's going to do this, knowing exactly what's going to happen, not just to my changelings but all of Equestria, if she wins, then I'll be what I need to be to protect my subjects."

"Like Chrysalis?" Celestia said, tears in her eyes.

"NO!" Cadence snapped.

"YOU TAKE THAT BACK!" Shining Armor roared.

"Chrysalis ENJOYED the hurt she caused others, she didn't think the lives of any but her subjects had value. Nightdrake Banneret is the only reason my changelings don't revolt and try to feed off everypony else, who exactly do you think I'm doing this for?! Whether you realize it or not, ALL of Equestria is at stake! I am NOT enjoying this! At all!"

This brought Twilight memories of when she was ruler of Equestria, and guilt with them.

At the time Cadence had defeated Chrysalis and became the new Queen of the Changelings. It was then when it was discovered they were another race of ponies, the flutterponies, and it was Twilight's job, as the new ruler of Equestria, to integrate them into society, and also to punish them for their previous invasion.

She didn't. Nightdrake Banneret gave them the love to feed from and a place where they wouldn't be hated because of their invasion. No wonder why the new flutterponies and the crystal ponies had been interbreeding for centuries now, it was the only place that didn't held a grudge.

"Please, I promised I wouldn't stop Twilight from leaving here," Celestia asked.

"I didn't," Shining Armor said simply. "Don't make this harder than it already is."

===

Far away from Caketopia, Rarity, Trixie, and Seabreeze looked down on a little farm. Apple trees grew around a farmhouse that looked comfortable rather than palatial, and the fruit on them showed crimson and yellow and rainbow colored. And some grey as well.

"Trixie finds it odd to see plain old normal apples after all this time," the blue unicorn said as she tried tugging one of the latter from a branch with her hoof. "Well, except for these. Just what is it?" It refused to budge. Trixie frowned and pulled harder. Little sparks began to run along the apple.

"Dear," Rarity said, stepping forward. "If I were you I wouldn't try..."

Too late.

Rarity and Seabreeze both stared as electricity flew all along Trixie's body. Her eyes bulged and her mane and tail stood out on end before she dropped with a groan. Seabreeze flew up to her with a shake of his tiny head.

"Trixie! Vy yoo do dis foolish ting?" He pointed at the grey apple. "Dese are zap apples, dey cannot be pulled until dey are ripe, everybreezie knows dis!"

"Eee-yup," a massive red pony said as he came into sight. Behind him came a purple mare and with her were several younger ponies, ranging from near-foals to near-grown colts and fillies. None of them showed the sloth or heftiness that dominated so many ponies. The stallion looked at the snowy alicorn. "Miz Rarity. Your little friend there," he nodded at the breezie before scowling down at Trixie. "Trixie. Y'all are guests here. If ya want somethin' ta eat an' drink, ya can have it, an' no obligation."

Rarity relaxed as Seabreeze flew over to the windfallen apples and started eating one. At least it wouldn't be a fight. And his words only emphasized what her own alicorn's senses were telling her as soon as she saw him, the once-familiar energy seeming to hover over him.

Big Mac said, "What are y'all doin' here on Sweet Apple Acres? Ah thought y'all were tryin' ta ruin what Spike's doing for everypony."

Rarity decided to get right to the point. "You know why we're here, Generosity." Big Mac flinched. Rarity continued, "You knew Spike in the old days, Big Mac. And Cheerilee, you remember what it was like to be a teacher, to see ponies want to learn and grow." Cheerilee looked away, a twinge flashing across her face. Rarity nodded. "We don't want to ruin anything, but we have to stop what he's doing, both to himself as well as everypony else, while there's still something left to save of Equestria."

Applejack dropped down between Rarity and Big Mac, wings outspread and snorting. "Ya know, Ah think that's what sickens me th' most about sidewinders like y'all." She scraped one forehoof against the dirt. "Ya always dress up ever' self-servin' thing ya do in how it's 'for everypony's good'."

Rarity froze, ready to fight, but holding off to keep the peace for now. Thorny vines reached up from the ground and gripped her legs and wings. One snatched Seabreeze, whose language alone should have set it afire. Another reached for Trixie, who vanished with one of her trademark puffs of smoke -- only for it to reach right through it and drag her back, hanging her up by her hind legs.

"It was so much easier for Trixie to be clever when she was not Laughter," the showmare groaned. Big Mac and Cheerilee set themselves between the vines and their kids. The young ponies looked at Applejack and shivered, backing away. AJ caught it, raised one hoof hesitantly as something like regret showed in her eyes, and then turned back to Rarity with a snort.

"Y'all have some nerve comin' here, missy." Applejack glared at Rarity, before she thrust her horned head against her old friend's. "Ya ain't welcome here no more!"

"Yes, she is, little sis." AJ looked at Big Mac. The massive stallion trotted forward, slow and steady as a mountain. "She's mah guest, they all are. So will ya let 'em go so we can talk? Or are ya gonna spit on Apple hospitality?" It looked almost like Applejack would, fury in her eyes, before she calmed herself.

"Fine." Applejack grumbled, her horn glowing as the vines around Rarity vanished. But only the ones around Rarity. Big Mac just looked at her. "She used ta be a friend, not them two! Ain't nothin' about hospitality says I gotta let some pony go so they can hurt other ponies."

"Fair 'nough," Big Mac said. "Cheery, honey, maybe ya and the little ones can stay out here an' keep an eye on them two so nothin' happens while Ah talk things over with ma sis an' Miss Rarity?"

He headed for the farmhouse. Rarity started to follow, with the angry Applejack right behind.

Twilight ran for one of the windows leading outside, her horn aglow as she dispelled another of her brother's force fields, only to drop as greenish slime splattered across her, pinning her to the floor.

She looked up at a pink Changeling Queen. It landed atop her, holding her down.

"Queen of the Changelings, remember?" Cadence hissed at her.

The next moment magical purple light surrounded Cadence, sending her flying back with a piercing shriek, landing on top Shiny.

"Element of Magic, remember?" Twilight said, her horn alight as she dissolved the goo. Cadence reverted to a pony as she and Shiny rose, furious.

"Please," Twilight said, "I don't WANT to hurt either of you! I just want to save Spike! And everypony else!"

"Sorry, little sister," Shiny said. He trotted around her, trying to make her turn her back on Cadence, but Twilight took to the air instead, keeping them both in sight. "But I know better! If you wanted to 'save' everypony you care about so much, you would have visited some of them more than once a decade! Our grandfoals and great-grandfoals don't even know what you look like." He pointed a hoof at Cadence. "Spike gave me an eternity with the mare I love! And if that's wrong? SPIKE!" The dragon's avatar appeared beside him. "Scale me up, little bro!"

"And me!" Cadence said. She looked at Twilight with pity and fury. "I don't WANT to hurt you, Twilight; but if it takes a few weeks in a body cast to make you realize why you're going to hurt absolutely everypony with this, then..." Greenish flames surrounded her as Cadence's form exploded outwards, expanding into a scaled, clawed, fanged pink mountain beside the white scaled and blue crested dragon, "SO BE IT!"

"Oh, no," Twilight said. She ignored Celestia's yells, as chunks of the cake castle began dropping around them both, knocked down by the two dragons. She could feel the fire charging up in their throats, just behind their fangs.

Only to vanish in a puff of yellow smoke that reeked. The two dragons howled, clawing at their mouths and spitting out clots of bright yellow foam.

"I hate hot mustard!" Cadence roared as she spat an especially large wad out. Celestia whinnied in fury. Cadence saw her, enraged and covered in mustard and dragon-drool glaring at her. "Sorry, auntie."

Celestia looked at her ruined throne, now dripping mustard, and shrieked. "My cake castle! Do you have any idea how long it took me to get it just the right flavor of chocolate!? You, you vandals!"

Celestia grabbed her still-draconic niece and Shiny with her magic, still potent even after centuries, and knocked both of their heads together. Dazed, the married couple of titanic proportions fell in opposite directions, into and through the cake walls.

Celestia whinnied once more as her entire castle fell on her head.

Stunned, Twilight tried to fight as something with claws snatched at her and dragged her out the door.

"Who -- Fluttercruel?" Then she saw her great-granddaughter running alongside them, “Minty!? I told you to go home!”

"Can we do this later!? If you haven’t noticed, a giant cake fortress is coming down on us!"

Roars echoed behind them as she pulled and pushed Twilight down the hallway. The walls began to collapse and the ceiling started to cave in. Fluttercruel dodged away from a hard-sugar column. "Now let's get out of here before the whole place comes down on our heads. I sent the rest off to find Generosity, but I got the feeling somepony else found them too!"

“Fluttercruel! Can’t you teleport us out of here?!” Minty said.

“Don’t need to ask me twice!”

With a snap of her claws, they were suddenly standing on hill on the outskirts, panting. The group turned around and saw the center of Caketopia, right where the once big, mighty and solitary castle once stood.

“They know where we are,” Twilight said. “Minty, I told you to go back home!”

“I couldn’t just leave you there!”

“That doesn’t matter! You-” Twilight stopped when she heard that familiar loud buzz that could only come from changeling wings, prompting her to look over Caketopia. It wasn’t tens changeling or dozens or even hundreds of them. It was tens of thousands rising from the streets of Caketopia, and ready to swarm them where they stood.

Minty turned to Fluttercruel. “I need you take this,” Minty passed the bag containing the Elements of Harmony to her “And get away from here!”

“But what about you? What about the plan?!”

Minty didn’t answer, she turned to Fluttercruel, “Teleport me out of here. Spike will tell them where am I, but he won’t tell them where,” Then she briefly looked at Twilight “you are.”

“No. I’m your great-grandmother, I can’t-!”

“I don’t care!” Minty yelled, then said to Fluttercruel, “Fluttercruel, just do it!”

“I am sorry,” Fluttercruel snapped her claws, teleporting Minty out, then grabbed Twilight and flew near the ground level as fast as she could.

The swarm of changelings began moving in a different direction.

“Minty...”

Behind them both, Celestia looked around on the ruins of her cake castle, her eyes filled with tears. What little remained was stained in mustard and dragon drool. Restored to normal, Shining Armor and Cadence sat there sheepishly.

Celesta hovered a piece of one sugar column over. She nibbled on it, and it crumbled.

"Uhhh..." Cadence looked at her aunt, wondering what to say. "You needed to go on a diet, anyway?"

===

"WHAT THE BUCK?! I KNOW I DESIGNED THIS CASTLE BETTER THAN THIS!! It should stay standing until the last crumb!" Donut Joe cursed as he climbed out of the destroyed master work. "Somepony sabotaged my work! And if I ever find out who, Wham! Right in the kisser!"

-

Fluttercruel felt a chill go down her spine.

-

One ruined cake castle did not stop two dragonified ponies. And they knew where Twilight Sparkle was headed.

Celestia sighed. "... Just go. I can't stop Twilight from making her choice to destroy the world. And I can't stop you from using violence on your own family. MY own family. I couldn't stop Luna from becoming Nightmare Moon. I couldn't stop Sunset Shimmer from becoming a monster."

===

Back at the farmhouse, Rarity and Applejack sat at opposite ends of a table. Applejack angrily glared at Rarity, while the white alicorn attempted to maintain a more neutral expression. Big Macintosh sat at the middle of the table between the two mares, with Rarity’s friends behind him.

"Okay," he said. "Before we talk about anythin' else, Ah want ta know one thing: why am Ah the Element of Generosity? Why me?"

"Well, if what I heard is true," said Rarity. "Then you're probably one of the few ponies who still show some generosity. I mean, do you really try to help Spike out?"

"Eeyup. It's usually not much, Ah think he sometimes just invents things for me ta do, but jus' last week, Ah helped an orphaned colt get ta Partitopia."

"And why do you do this?"

"'Cause Ah worry 'bout him. He does a lot of good, but he works himself a little too hard in mah opinion, so Ah try ta help lighten his workload where Ah can."

"Now that's outta the way," said Applejack placing both hooves onto the table. "We can get ta the important stuff. Like how ya all want ta destroy Equestria and kill us all!"

"Applejack." Big Mac said, warningly, silencing his sister. Then to Rarity, he said, "Why do ya want ta stop Spike? Why now?"

Rarity composed herself before she spoke. "As you know, Big Macintosh, Equestria has become quite literally fat and lazy. Ponykind has become completely stagnant Nopony does anything for themselves anymore. They make nothing--no art, no machines, nothing. They contribute nothing to world and simply occupy space. And every year they become more and more hedonistic."

"That's a lotta words ta say that nopony measures up ta yer high-falutin' standards," said Applejack scornfully. "You've always thought of yerself as being better than everypony an' this is no different. Ya think that jus' because ponies aren't strugglin' that they don't deserve paradise!"

"No, that isn't it at all!" said Rarity angrily. "This 'paradise' has made ponies ignorant, selfish, and honestly it isn’t that much of one. You've seen what happened at Moonshine Valley--those thugs were maiming, torturing, and ending the lives of bat ponies for fun!"

"An' Ah took care of them! An' when Ah'm done here, Ah'll take care of anypony that tries ta repeat what they did!"

"This isn't just about that, this is also about Spike! He can't keep doing this to himself."

"Spike's fine. He's been fine fer the last thousand years."

"Wait," interrupted Big Mac. "Is there somethin' wrong with Spike?"

"Spike's fine," repeated Applejack. "Or at least, he was until they started messin' with things."

"Spike isn't doing fine. The effort from maintaining everything has taken a tremendous toll on him. I don't know how much longer he can handle it..."

"Spike's immortal like the rest of us. Whatever it is, he can take it."

Big Macintosh silenced Applejack with a hoof. "Ah think Ah need ta see this fer mahself. Spike?"

A Spike avatar appeared. "Yes? What is your request?"

"Ah want ta see you. The real you."

Rarity and Applejack both stared at the avatar in anticipation.

The avatar bowed. "Very well, if that is what you wish."

Then it turned to a wall and blew green flames on it, turning it into a giant screen. For a moment, it was completely dark. Then an image formed.

The normally stoic Big Macintosh gasped. Rarity closed her eyes. Applejack turned away muttering "He can take it, he can take it..."

On the screen, a skeletal adult dragon laid on the floor. His eyes flickered open and he slowly raised his head. "Does this satisfy you, Big Macintosh?" asked Spike.

"Yes... it does," said Big Mac. "That's enough Spike. Ah don't need anything else."

The screen flickered off and the Spike-avatar vanished. For a moment, everypony was silent. Then Big Mac turned to his sister. "Applejack?"

"Yes?" asked Applejack.

"Little sis, Ah love ya, but we know Spike. An' even if we didn't, nopony should do to themselves what he's done."

===

"But it's his choice Big Mac! We don't have a right to say what he does with his life!"

"Little sis," Big Mac said, looking her directly in the eyes. "I just heard y'all say that ya were gonna stop anypony from doin' what those thugs did. If y'all are gonna allow Spike ta torture himself, how can ya turn around an' say you're gonna stop those OTHER ponies from hurtin' folks? Who gave ya the right ta say what THEY ought ta do with their lives?"

"Huh?" Applejack's eyes widened. "That's, Ah mean, they're..." She waved her hooves over her head. "That's different! Ya can't say they're the same thing! Spike does it ta his own self voluntarily for everypony else's sake; they were hurting ponies and not healin' them after just fer fun."

"Dear," Rarity said. "What if those brutish pegasi HAD been healing them afterwards? Said 'No hard feelings, we'll do this again next week'? Would that have made their actions acceptable to you?"

"Oh, that would be different."

"Vould it?" Seabreeze shot forward, his wings buzzing. "Vould it really be different if de pink pony dat hurt my fellow breezies chust say after' vards, 'Now be alife again'? Breezies and ponies is people, not toys in games that can be broken over and over and fixed vit no other effects!" He pointed at the foals hiding back by their mother. "Vat if some pony do dat vit dem? You chust say, 'Iss alright...'"

"SHUT UP!" Seabreeze was blown away from the force of Applejack's roar. Rarity and Big Mac rose to set themselves between he and the foals as Applejack surged to her hooves, her eyes ablaze. "Ah, that is, Ah mean..." She shook her head, her words harsher as she said, "It ain't the same when it's somepony Ah care about! There, Ah said it! Was that what ya wanted ta hear?!?" She thrust her hoof at Rarity. "An' don't you play all righteous with me, missy! If you'd done what Spike was brave enough ta do from the get-go, you'd have made sure stuff like this never coulda happened! Ponies got hurt, ponies got lazy, ponies got selfish, and it's all our fault for not makin' em go hungry and cold and lonely 'for their own good'?" Something in her liked this anger, when she focused on it she could forget Spike wasting away -- don't think about that!

She thrust her hoof at the wall.

"Granny Smith is young again, she's happy! Fatty, Ah mean Apple Bloom, sits on her throne but she spends all her time thinkin' of new machines that do things nopony else can even think of! Lil' Sweetie has parents that love her cookin' now," AJ shuddered despite herself, "Scootaloo can try all the stunts she likes without ever gettin' hurt permanent, millions o' ponies are content with what they are, some r' even happy..." Her voice turned to a shriek, and she felt pain in her eyes as the pupils turned to slits, "An' damn all of you ta Tartarus if y'all want ta end that, just so YOU can tell yerselves how noble ya are!"

She panted, her sides heaving and more of that crimson lightning crawling over her horn and face. It felt like a caress. She dimly heard the foals weeping, and her sister-in-law, Cheerilee, comforting them in a quiet and frightened voice. Big Mac and Rarity looked at her as though she was something dangerous. What a laugh! They were the threat, to everypony in Equestria. Why couldn't they see that?

Why did she have to be the only pony who ever saw or understood anything? Why did everypony else always have to be so STUPID?

A soft cough sounded at the door.

Everypony and breezie turned to look.

"Uh, hi," Twilight Sparkle said. She stood in the doorway with Fluttercruel and a frightened looking and now unbound Trixie with her.

"Did we come at a bad time?"

Elsewhere, a pink Alicorn Minor and her blue-maned unicorn husband slowly made their way from Caketopia, the furious words of both Celestia and Pony Joe ringing in their ears.

"That could have gone better," Shining Armor said weakly.

"I know," Cadence said, sounding equally wretched. "And we didn't even stop Twilight. If she wins, so many are going to die!"

"Maybe, and maybe not," a familiar voice said above them. Both ponies looked up to see a blue-feathered griffon with a rainbow hood grinning at them. She dropped down between them.

"Cadence, Shiny, listen up," she gathered them in close. "I have got the best idea ever for how to stop Twilight and Rarity and the rest from ruining everything for everypony forever." And as she talked, Shiny and Cadence both perked up with joy at every word.

===

Twilight had no time to react before Applejack charged into her and sent them both crashing into a nearby apple tree.

"Applejack--!" Twilight started to say when the former earth pony picked up the shattered tree trunk and knocked her straight into the sky. Applejack was ready to pursue Twilight, but then she found herself encased in in gelatin.

“Where do you think you’re going?” Fluttercruel said.

The alicorn magic that now engulfed Applejack in a red aura started to melt the gelatin, burning hotter every moment, “I’m going after that stinking, no good snake of a friend!”

Applejack lunged at Fluttercruel, trying to rapidly assault her with a barrage of hits and red lasers, directed at Fluttercruel’s mana-points, the ones she could sense with her earth-pony magic. Fluttercruel managed to dodge some of the hits, but others connected with extreme force. A few of those hits were too much for Fluttercruel, who had to teleport before she went past her limit. She wouldn’t underestimate Applejack again.

Of course, Twilight’s friends wouldn’t stay still as their friend was being attacked, so they went after Applejack who responded by putting a large barrier, preventing them from coming.

Fluttercruel knew she couldn’t just kill Applejack. It would endanger her association with the rest, especially with Big Mac, and therefore their chances of getting the Elements to work. Teleporting her to the other side of the world would just make her ask Spike to send her back to the farmhouse. She didn’t have many options.

Fluttercruel tried a cage, walls, telekinesis, everything, but Applejack either blasted through it or used her alicorn strength to get out. It finally came to mind altering magic. With so much on the line, she hoped she could pull it off this time.

She didn’t. Applejack just finished hitting the rest of her mana-points as fast as she could, and finished with a strike at Fluttercruel’s forehead, sending her crashing against the barrier. Fluttercruel saw Applejack put all of her rage into the final lightning blast she was changing, and tried to snap her fingers before she was hit with it. Nothing came to save her from the lightning blast that broke through the barrier, slamming her against the rest of the Elements and destroying the farm house’s doorway.

Roaring, Applejack kicked off the ground and pursued after Twilight.

At the farmhouse, Big Macintosh stood at the smashed doorway and looked on in horror. "Applejack, no..."

"What just happened?" Trixie asked as she and Cheerilee helped Fluttercruel off the ground. "Did Applejack just go nightmare?"

"Nah," Fluttercruel said pained, panting and trying to stand up. "But she is going completely out of control-- She worked herself up into a real frenzy..."

"Ah know Ah can reason with her," said Big Mac "But first we need ta get her ta calm down somehow..."

"Dat's easier said than done," said Seabreeze as the sky flashed red and purple.

Cheerilee turned to Fluttercruel. "Are you alright? You took quite a beating back there."

“My magic stopped working.”

“What?” Rarity said.

“I don’t know what she did. I tried to get away from the blast but nothing happened!”

“How?” Cheerilee said. “You’re a draconequus. Didn’t you have something to get her to settle down?”

"First off, I’m actually a half draconequus," replied Fluttercruel. "And secondly, I tried to use mind altering magic, and you saw how that turned out. Besides, even if it was working, let alone on an alicorn, I would have probably burnt through most of my mana before she even got a headache."

"'Burnt through...?'" Trixie repeated. The phrase caused Trixie to recall the very first lesson she learned in magic kindergarten. A light bulb went off in her head.

Fluttercruel turned to Rarity “Can you fix this?”

“No... I’m afraid only Applejack can.”

“What?!”

“Trixie’s got it!” Trixie excitedly jumped, startling everypony, “Trixie has thought of a way to defeat her! Big Macintosh," she said, confidently strolling to the stallion. "Trixie believes she has an idea..."

===

Far above, Twilight dodged wildly as Applejack sent blasts of crimson lightning at her.

"AJ, please! Don't do this! We're friends, we..." Twilight barely raised a shield in time to counter an especially potent lightning burst, only for AJ to come charging through and slam into her. Twilight choked as she felt a telekinetic grip closing on her. She felt unsurprised to look down and see something like a lasso of crimson energy around her.

"You mean we USED ta be friends," Applejack said with a grunt of effort. She spun Twilight around her head before flinging her at the ground beneath the clouds far below. "If y'all are Spike's enemy, then y'all are mah enemy! Ah ain't lettin' ya ruin Paradise!" AJ plunged after Twilight, horn lowered like a lance.

Twilight didn't fight against the force of the toss. Instead she used it, diving at the ground and turning it into a spiraling descent far enough up that she reached the ground safely. Her friends gathered around her as she landed. Rarity hurried to her side.

"Twilight, darling! Are you alright?"

"Give me a second," Twilight said, waiting for her eyes to stop spinning. "I think I'll be fine."

"Ve don't haff a second," Seabreeze said in a weak voice, looking skywards.

They all heard the rolling boom and could see the thick clouds being sucked down after Applejack broke the sound barrier. The air seemed to burn around her as she dove.

Twilight spread her wings, ready to take flight. If she met Applejack in the sky maybe the destruction would be limited... But how would she stop her old friend without killing her? She pulled up short as Trixie let off a blast of magical fireworks before her.

"Twilight, listen," Trixie hurriedly said. "Trixie has a plan to stop your friend safely, but we must work together!"

Many miles away, Scootaloo and Sweetie Belle also looked skywards as old friends dropped in.

"Hi, Rainbow Dash!" Both of the little fillies said. They were both currently fillies, forms they retook every few decades. Scootaloo stood at the top of a scooter ramp that rivaled Old Canterlot for height, Sweetie with her. They saw who was with Dash. "Hi, Princess Cadence, Shining Armor -- wait, what's wrong?"

"Hi, squirt, Sweetie," Dash said, landing before them. Her eyes were grim as she said, "We gotta talk. I sent Spike to tell everypony else, but this involves family."

"What's wrong?" Scootaloo asked.

“It’s a long story.”

Along with Cadence and Shining Armor, Dash quickly filled the two in on what Twilight, Rarity, and the rest were up to. Scoot and Sweetie went from shocked to determined as Dash finished with, "An' that's the plan. I'm hoping we can use a show of force to make them back down and listen ta reason, but if not?" She clenched one claw. "We'll stop them the other way, and do whatever it takes to make them stop short of permanently hurting them."

“But what if that doesn't work?" Sweetie said, her voice soft but her eyes cold. Dash reminded herself that despite their appearance, they were both as old as her and the two seemingly adult ponies with her.

"In that case," she flexed her talons against the dirt, clawing it up, "We do what we gotta to save Equestria and Spike from Twilight and Rarity."

===

Applejack swerved to dodge the fireworks, causing her to crash into the ground. The alicorn quickly got back onto her hooves and turned to face Twilight, only to realize that she and her friends had vanished.

"TWILIGHT!" she shouted as she climbed out of the crater she made. "YA LILY-LIVERED COWARD! COME OUT AND FACE ME LIKE A MARE!"

Twilight didn't respond. Instead a thick, blue fog flooded the area. Applejack could only see a few feet away from her, but this only made the mare snort in disgust. "TWILIGHT, AH KNOW WHAT YER DOING! AH'M NOT AS DUMB AS YA THINK AH AM! AH KNOW THIS IS ILLUSION MAGIC--"

"I don't think you're dumb." Twilight walked out of the mist in front of Applejack. "Applejack, please, it doesn't have to be this way--"

"Oh, yes IT DOES!" Applejack charged up her horn and fired a powerful blast at Twilight--

--which passed harmlessly through the alicorn.

Applejack stood dumbfounded as the illusionary Twilight disappeared. Then she heard laughter. Trixie stepped out from behind a nearby tree, laughing madly.

"S-sorry," said the blue mare, wiping tears from her eyes. "It's just--you say you're not dumb and then--and then not two seconds later, you fall for the oldest trick in the book! Priceless!"

"YEEEAARGH!" Applejack pounced and smashed both hooves down on the unicorn--who promptly faded away.

"And then you fall for it again," said another Trixie, sitting smugly behind Applejack. "Would you like another try?"

"Or three or four?" asked a third as a crowd of Trixies materialized around the alicorn. "Or three dozen?"

Looking around in frustration, Applejack roared and started firing magic blasts randomly as the Trixies ran circles around her. One blast hit a Trixie causing it to disappear. "Wrong!" said one of the remaining Trixies.

Applejack picked up a boulder with her telekinesis and crushed three Trixies at once with it. "Wrong again!"

Applejack stomped the ground causing a number of roots to grow up from the ground and entangle several Trixies. "Wow, you're no good at this at all."

"Trixie," growled Applejack, eyes glowing red. "Ah've never liked ya, but there was a time Ah thought you had changed for the better. And now Ah see that yer the same stuck-up nag ya always were. Guess it's like what Granny Smith used ta always say." Applejack hovered in the air, crimson lightning arcing from her horn. "ONCE A SNAKE, ALWAYS A SNAKE!"

Applejack blasted the ground causing an explosion that engulfed all the Trixies. She then landed on the smoldering ground, sweating profusely and panting heavily.

"It's over," said a voice above her. Applejack looked up to see Twilight standing on an enchanted cloud with Trixie, looking down at her.

"No," snarled Applejack. She jumped off and started to fly towards the mares...but she found herself struggling to gain altitude and speed. "It ain't over--until--Ah--say--" Applejack didn't make it up to them, stopping just short. Her wings felt like they were on fire. "What's--happening?"

"You overchanneled," explained Trixie. "Basically, you used too much of your magic in a very short time. Your body's going into metabolic shock." Trixie leaned down to be closer to Applejack's face. "You know, Trixie is genuinely impressed by level of magical mastery you displayed during our fights, but Trixie guesses that nopony taught you Lesson Number One, the first lesson they teach in magic kindergarten." At that moment, Applejack's wings seized up and she started to plummet to the ground. "'The star that shines twice as bright, burns half as long.'"

Applejack fell towards the earth at an alarming speed. Rarity teleported her closer to the ground, to shorten the distance, and summoned several pillows formed with her magic. Then she laid Applejack on the ground.

"Is she alright?" asked Big Macintosh.

"She'll live through this. Though, I shudder at the thought of her waking up and being out for blood."

"Not if we wake her up, weakened and all."

“Are you insane?!”

"Ah wanted ta talk with her, and that’s what Ah’m gonna do."

“I hope you know what you’re doing.”

“Don’t y’all worry,” Big Mac got out his rope. “Ah’m prepared.”

===

They listened as Big Mac spoke with his sister, still very much weakened from her fight, all to no avail.

"Ah ain't hearing any o' this! Just because y'all ain't happy with what ponies are doin' with their lives, or not doin', ya wanna return everypony's lives ta the misery we all used ta have!?" Applejack fought against her bonds. "The only reason Ah held back was because I didn’t want ta kill them! But no more! Ah'm stopping ya however Ah can! So lemme go!" She fought against her bonds and started to get free --

CLONG!

Applejack sank back down, her eyes rolling, a lump rising on her head and little half-pegasus draconequi flying around it.

"What?" Fluttercruel said to the others. "We weren't getting anywhere with her! It was this or spend all day listening to her rage at us."

"V'hat she says iss true," Seabreeze said. He tapped Applejack on her head and said in a gentler voice, "I saw it vit'in her. She tinks that if we stop the dragon, den her grandmother and so many other ponies vill age into dust."

"Blast," Twilight muttered. "I was hoping we'd be able to get through to her. She is one of my oldest friends, or used to be..." She sighed and looked at Big Mac, picking the unconscious Applejack up. "You have anywhere you can keep her so she won't get hurt?"

"Ee-yup," Big Mac said. "Ah hope so, anyhow." He walked over to what was once the storm cellar; no longer needed, since Banneret could make whatever weather, or food, anypony desired. He opened the door, saying, "Ah hate ta do this ta her, but like Ah said, Spike was a friend o' ours once. And even if he wasn't, nopony, or dragon, should do to themselves what he's done. This has gotta end." He frowned. "Ah just hope we don't hurt a lot o' ponies doing this... Ain't there some way ta make Spike still help, just not as much as he has been? Ta kinda wean them off him and get ponies back ta doin' things for themselves?"

"I'm hoping we can," Rarity said. Horns glowing, she and Twilight lowered the unconscious Applejack into the cellar, laying her gently on a pile of empty bags. They deepened the slumber she was in. Hopefully she would be out for days. "I don't want to hurt dear Spike, or any ponies, but we can't let him keep doing what he's been doing to himself. It would be the worst cruelty to him, and to Equestria as well."

"Right," Twilight said. She sighed as she thought of what lay ahead. Can I really do this? Confront, maybe even fight, that little dragon I hatched so long ago? She remembered every single time hatchling-Spike laughed or cuddled against her on cold nights or gave selflessly of himself to help her and Rarity and the rest.

We can talk it out. I hope.

"Well," she said, spreading her wings. "Let's get going."

And the two alicorns, one breezie, one draconequi, unicorn, and Earth pony all disappeared in a flash of violet light.

Headed right for Spike's lair.

===

Except ... they didn't teleport into Spike's lair. Which was a problem, since teleportation was the ONLY WAY inside, the lair being miles underground and surrounded by protective runes, metal sheets and solid rock.

In fact, if Twilight had calculated right... they were a hundred miles away from Spike's lair, actually FARTHER AWAY than when they had teleported.

"Urgh. Trixie is beginning to find this really frustrating. Trixie means to say, it’s not like the Elements are going to cause everypony to drop dead," said Trixie. Then after a moment she turned to Twilight. "The Elements wouldn't do that, would they..?"

"No." said Twilight firmly. "I don't believe that the Elements would do that. I know that they won't." I hope they won't.

The group fell silent.

Then Big Macintosh said. "Well, what are we waitin' for?" He started trotting down the tunnel.

Seabreeze flew up to Twilight. "Yes, Ve have come too far to get cold hooves now. Ve need to finish this once and for all." The breezie flew after the red stallion.

Trixie straightened her hat. "Show's about start. And a good magician never misses her cue." And then she too started following them.

"And here's where I say something suitably heroic," said Fluttercruel, hovering past Twilight and Rarity. "Hurry up, you two. You don't want to miss all the fun now do you?"

Twilight turned to Rarity. "You ready?"

"Not really," said Rarity, sighing heavily. "But it must be done. For Spike's sake."

"Then let's do this. Wait up you guys!" And the two alicorns ran after their friends.

None of the ponies ever noticed that Apple Bloom's machines were already building more machines. Apple Bloom's mind going full blast with everything Applejack had instructed her to do and using her talent to its full potential like she'd done for a thousand years, had her machines ready to take over for Nightdrake Banneret if the unthinkable happened. Apple Bloom desperately wanted to help fight. But Applejack had given her instructions. In fact ...

Pudgy and hover chair bound Apple Bloom, ever the dutiful little sister, asked Spike how her big siblings were doing.

He had to restart her heart after he told her the news.

Twilight and her friends were so focused on the idea that every pony in Equestria had been blindly lazy and 0-dimensional centered spoiled brats, the mere idea that ANYONE would seek out Applejack, let alone ask Nightdrake Banneret to heal her, was outside of their realm of thinking ...

The CMC, after a thousand years, still wrought chaos wherever they went, even if it was only one of them.

Rainbow Dash, meanwhile, met with Lyra and Bon Bon, recruiting them to her group with eight words. "Do you wish for your daughter to die?"

That was all Rainbow Dash needed to say to gain two ponies ready to fight to the death to protect Spike's paradise.

Toot Sweet was Lyra Heartstrings and Bon Bon's child, created from Spike's magic and raised from newborn status to her filly age. She had Bon Bon's beige coat and Lyra's green and white mane. Her cutie mark was a whistle made out of candy. Having been born after the rise of Nightdrake Banneret, all she knew of the 'Equestria of Endless Struggle' was what she read about, and what she read terrified her.

Before the fight could start, Lyra and Bon Bon decided to bring their daughter to Partitopia, until the conflict was over.

Lyra crouched down to her daughter’s level, “Toot Sweet, there are some bad ponies out there who want to make Gift-Giver Spike vanish.”

Bon Bon interceded, “To make you vanish.”

“I don’t wanna die!” She ran to her mothers and hugged them.

“We won’t let them, sweetheart, we promise” Bon Bon said, as she and Lyra hugged her back.

“But we need you to stay with Granny Pinkie Pie, please, we need you to be brave,” Lyra said, still holding her daughter.

“Promise me you will come back,”

They began doing all the Pinkie promise motions, “Cross my heart and hope to fly, stick a cupcake in my eye.”

They hugged again, just before asking Spike to sent them back with the rest of their comrades. They left and despite their reassurance that would stop them and that they would come back for her, Toot Sweet was still scared, and now alone.

The Pinkie clone approaching Toot Sweet wasn’t going to let that stand.

“Welcome to Partitopia, where the fun will never end!” The clone slapped a party hat on her and gave her a balloon.

"Granny Pinkie Pie?" Toot Sweet asked a Pinkie Pie clone.

"Yes dear?" The Pinkie Pie clone asked politely.

"Is it true... there are some bad ponies... who are going to make Gift Giver Spike go away... and when he goes away... all magic will go away and..." The little filly whimpered, and then began to cry. "That means I'll... go away?" She knew she'd been born from Gift Giver Spike's magic green flame.

Granny Pinkie Pie hugged her. "No dear... because we have friends who won't let that happen. I promise."

===

The Element bearers got closer to the location of the tunnel. It was hard to miss because of giant sign saying “Entrance to Spike. It’s totally not a trap!” in glowing letters.

Fluttercruel said, “‘Totally not a trap’ my tail. It’s so obvious.”

“Sadly, that REALLY is the only way to get to him.” Celestia flew down from the sky behind them. The white Alicorn, being considerably thinner. “I take it you haven’t seen the angry mob waiting in front of it on the hill.”

"Celestia?!" Twilight gasped.

"Hello Twilight." She lowered her head. "I'm here to protect you."

"Does this mean yer done with what Nightdrake Banneret is offering?" Big Mac asked.

"No. When I retired I meant it... When I said I think if this is the happiness my ponies have chosen of their own free will I won't take it away from them... but I'm also incredibly selfish, and unlike you I can recognize what I'm doing is selfish. I'll fight to the death against anypony who'd dare try to harm you Twilight Sparkle... I won't lose you too Twilight. I'm at your service, my Princess. Your subject offers her services."

"BBBFF? Cadence?"

"They're up ahead, Spike has it set up so there is no way for you to avoid those waiting for you... and they'll fight to the death to prevent you from ending this world. I'm sorry My Princess."

===

"So what's the plan?" asked Rarity as she patted Fluttercruel on the back.

"I... don't know," said Twilight, running a hoof through her mane. "How many of them are there?"

"Several. More than we can hope to fight off," said Celestia. "Rainbow Dash has been going all through Equestria recruiting everypony she could think of."

"Okay, that's no good." Twilight squeezed her eyes shut and tapped her brow. "Come on, come on. Think! There's got to be some way to get past them all."

"You know, if I knew something like this would happen, I would've had Spike make my body out of poisonous animals," said Fluttercruel, sighing. "Then at least I could have something to fall back on."

"Well, we gotta do somethin'," said Big Mac.

"But what? We have all hooves working against us now..." said Twilight.

"Maybe if somepony were to throw me into a wall causing a rock to poke me in the back, unlocking my balled-up chakra then I'd get my powers back," mused Fluttercruel. "That could work. Who wants to throw me into a wall?"

Everypony ignored her. Seabreeze fluttered up and said, "Vhy don't ve just shoot ze Elements of Harmony at dem?"

"I doubt that would work," said Twilight, shaking her head. Then in a flash of light, she made the bag with the Elements inside appear. "Rainbow Dash probably has some measure in place to prevent us from using them if we tried charging them up."

Trixie cleared her throat. "That may be true, but Trixie believes that the Elements may still be able to make us a path..."

“That cave leads to a dead end. Do you know the exact spot where Spike is?” Celestia said.

“Nope,” Big Mac said. “But Ah’m sure ya can tell us.”

The mob led by Rainbow Dash watched the Elements run towards the tunnel through her viewing globe. She was at the front with Applejack, Cadence and Shining Armor, the latter two having resumed their dragonified forms.

“Where’s Pinkie Pie? Why isn’t she here?” Cadence asked.

“She’s in Partitopia trying to make the foals feel safe?” Rainbow said.

“I hope she’s alright,” Applejack said.

“Me too.” Rainbow Dash cracked her claws, "We're going to end this once and for all." She flew up and said to the crowd, "Alright, this is it! Remember, this is where we draw the line! If we fail then everything will--will--"

The pegasus-turned griffon noticed the shocked expressions coming from the crowd. This prompted her to turn around, and she saw him. Nightdrake Banneret, or what was left of him, barely managing to crawl out of the tunnel with his giant arms, not even paying attention to where he was going, almost like he wasn't even conscious and lacking the muscle to do it, just like the rest of his body.

A rainbow light beneath the emaciated dragon shone from the ground.

"WHAT!?" cried Rainbow Dash, covering her face with her wings. "HOW--? Why didn’t he stay inside!?"

Applejack tried to ignore this as hard as she could. She glared at what she was seeing, focusing her rage-filled gaze on the ponies beneath the dragon and gritted her teeth. "If ya think Ah'm just going to go down without a fight then ya got another thing comin'! Come on everypony! Today ain’t the day we return to the dirt!"

The angry mob charged towards the rainbow light. Whatever happened today, they weren’t going to give up so quickly. Cadence and Shining Armor, along with several others, put themselves between the Elements and Spike, while everyone else, especially Rainbow Dash and Applejack, tried to strike their former friends down. Their attacks phased through them.

"It was a trick," she said, dumbfounded. "IT WAS A TRICK!"

She said the last words using the Royal Canterlot Voice. The surrounding chaos immediately ended as everypony stopped and looked at Applejack.

After a moment of awkward silence, Rainbow Dash said, “Applejack. Go to the cave, and check if they’re there already. If you see them, alert everycreature inside.”

Applejack flew closer to the cave, first noticing that the gems inside where glowing, finally arriving at the spot where the gems glowed the brightest, just in time to see Twilight and her friends dispel an invisibility spell, making it seem like they reappeared right next to it. They were on top of a floating blue platform made of diamonds, and surrounded by a barrier maintained by Celestia that protected them.

Applejack said using the Royal Canterlot Voice. “AH FOUND’EM VARMINTS!” She began charging a lightning blast as fast as she could. “EVERYPONY FOLLOW THE RED LIGHT!”

Rarity dispelled the platform she and her friends stood on, and summoned a large diamond encrusted drill.

“Oh no, yah don’t!” Applejack shot several lightning blasts towards them, lifting the dust beneath them with every shot, but it didn’t even dent Celestia’s barrier. When she was done and the dust cleared all she saw was the hole they had drilled, which promptly shut itself with rocks and dirt.

Applejack landed on the spot where they had entered Spike’s cave and smashed it with her hooves. It didn't give with the first blow or the second, but it cracked with the third.

"No," she said wide-eyed. "They're going to Spike!"

Pony POV Nightdrake World: Spike, Sequel 4/4

Author's Note

Pony POV Series
Nightmare World
Nightmare Banneret Sequel
By Alex Warlorn and quantum-plasma-field and Ardashir and Trooper924 and many others.

Edited by docontra and many others!

First Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Fluttershy-FlutterCruel-Pearls-260092460

Trope page: http://tvtropes.org/pmwiki/pmwiki.php/Fanfic/PonyPOVSeries (SERIOUSLY need to be kept up to date, every little bit helps!).

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PLEASE check out the ton of recursive fanfics of this fanfiction series. A lot of heart went into them! They also answer a lot of unaswered questions. http://mlp-pony-pov-series.deviantart.com/ For heaven sake they rock! Kendell2 and Oracle Mask and Richforce and Ardashir and Jawmax and Persona22 and Dragon of Twilight and ItsFromPeople and all the rest!!!

Picture by Enshems http://enshems.deviantart.com/art/EVIL-SPIKE-342161993

Pony POV Nightdrake World: Spike, Sequel 4/4

"Is," Trixie swallowed and made a face, "Is that what your dragon became?"

"He was never 'my' dragon, he was, is, my little brother," Twilight answered. She blinked away tears. To see him like this... Beside her she heard Rarity swallow a sob.

Before them all, in the deepest cavern in all of Equestria, lay a vast scaled figure. Spykorunvellatar, Nightdrake Banneret, Beautiful Fury of the Generous Green Flames, the greatest dragon of his line and the greatest dragon in all of Equestria barring only Tiamat and Bahamut, just laying in a pile of shed scales inside a dark hole, reeking of decay. His ribs showed against his sides. His muscles looked withered on those mighty limbs, and great gaps showed between the fangs that filled his heavy muzzle, as he turned his dulled eyes towards them.

"Hello, Twilight, Princess Celestia," his voice changed, turned almost mechanical. "A new kitten for Ruby Pinch, check, a new complete printing of her entire works for Twilight Velvet, check, a ruby and emerald studded golden palace for Prince Blueblood, check..." He shook himself, and a few more scales dropped away to clatter against the floor. Raw sores showed where they'd fallen. He ignored it to say in an almost worshipful tone, "Hello, Rarity. Are you finally willing to accept everything I want to make for you?"

He breathed emerald flames and a scale-model castle of diamonds and sapphires appeared before them. Rarity's eyes glittered on it. Twilight coughed and with only a little reluctance Rarity stepped past it.

"No, Spike darling. We came to tell you that," she swallowed. "T-that things have to change. For you. For Equestria." Tears filled the lovely alicorn's eyes again. "Spike, why did you do this? How can all of this be worth something this dreadful?"

"A full pizza dinner with cinnamon sticks on the side for every single one of Pinkie Pie's foals in Partitopia, check..." Spike shuddered. His gaze focused on them again. "Rarity, after your Element abandoned you, or you abandoned it, right after I used that spellbook on you..."

"I was ashamed, Spike!" Rarity walked up to the immense dragon, ignoring the pools of rot all about him. Reflected full-length in one dull draconic eye, she said, "I did terrible things, even if I didn't hurt anypony. They were furious afterwards! I, I betrayed my Element by setting my selfish desires above those of others. But I never thought you would try to take my place, use the spell from that book you ate to become," she made an illusion of her own, showing Spike his wasted form, "This."

"Somedragon had to take care of everypony--new game for Button Mash, check," his gaze hardened infinitesimally, "Somedragon had to do what you never could or would do."

Trixie fell back by Twilight as Rarity and Spike argued. She whispered, "Trixie does not think that the wall behind us will hold those other ponies forever. Maybe we should give him the, you know," a small rainbow burst from her horn against what looked like a foal's crayon picture of a dragon before vanishing, "Now, while we can?"

"De showmare iss right," Seabreeze said. He patted his own Element where it lay against his chest. "Dis has gone on for long enough. If ve do not end it now, den they catch us and maybe dis never ends."

Twilight looked at her friends and nodded. "I think you're right." She stepped forward and lightly touched Rarity who still pleaded with Spike. Both dragon and alicorn looked at her.

"Spike," she said, "I'm sorry. But what you've done, to yourself, to Equestria... We can't let this go on. You've got to be healed." Rarity looked at her as though ready to argue, but Twilight stopped her. "Rarity. This is why we came here." Rarity nodded sadly, and she went to join the others standing equidistant in a circle around Spike.

Their Elements began to glow. From the corner of her eye Twilight caught Celestia, looking both ashamed and afraid at once.

Spike looked on dully, and said only one thing:

"Rainbow Dash saves the world. Check."

Twilight froze. "What?" She tore the tiara with her Element on it from her head as she stepped forward. Her hooves clicked so clearly on the rocks in the sudden silence.

"Hey!” Fluttercruel hissed. "We ain't got all day, Purple!" The roars and shrieks and angry whinnies coming down the wall behind them only stressed her words.

Twilight ignored them to approach Nightdrake Banneret as he eyed her dully. "Spike. What did you say?"

"Rainbow Dash saves the world..."

"What?!?" Rarity stepped up beside her, her eyes wide with shock. "Spike, dear, do you mean to say that this was all Rainbow Dash's idea from the start? That we..." She gulped. "We were just being used to grant her wish?" She and Twilight looked at each other, and then at the allies they'd gathered. Every face they saw looked as stunned as their own.

"Dash wished for an enemy to threaten the whole world so she could beat them, so Spike inspired us to finally fight back after a thousand years, and now..."

Twilight somehow knew they all shared the same thought.

If we were just made to gather the Elements to make a threat that Rainbow Dash could defeat, then where is she?

The stone wall behind them exploded. Behind it were a horde of angry ponies, and in front of it?

"Okay you jerks," Rainbow Dash flew into the chamber, her Banneret-supplied personal floating sound system blasting out Richard Sleipner's 'Ride of the Pegasi' at full volume as she did.

"Now it's finally my turn to be a hero again!"

===

"Rainbow Dash..." Twilight Sparkle lost control. "HOW IN THE TARTARUS COULD --YOU-- HAVE BECOME THIS BUCKING SELFISH?! Most of us were almost strangers when you rejected Nightmare Moon's temptation for our sake! Discord was only able to break your loyalty by striking it against itself! You fought against and HATED what Lightning Dust and her friends were doing to Princess Luna's ponies! Even when you became so pathetically starved for attention after that slew of accidents in Ponyville dried up, you never MADE accidents happen!"

Trixie shouted. "Everypony! The whole reason this is happening is because Rainbow Dash WISHED IT to happen just so she could play hero!"

"So you're not going to zap Gift-Giver Spike?" Lyra asked.

"We are," Fluttercruel said.

"Then we're still going to beat you up!" Bon-Bon swore. "The life of my foal depends on it!"

"Sis'," Sweetie Belle looked at Rarity scornfully.

Twilight ignored them. Tears came to Twilight's eyes. "RAINBOW DASH! WHAT HAPPENED TO YOU?! WHERE IS OUR RAINBOW DASH?! GIVE HER BACK!!!" She wailed. She broke down sobbing. "I want the Celestia I love and respect back! I want Fluttershy back! I want the Discord who learned his lesson back! I want my BBBFF and Sister-In-Law back! I want the Spike who was my number one assistant back! I want the Applejack that could give Rainbow Dash and Fluttershy a run for their money for loyalty and kindness! I want the Pinkie Pie who knows when to take things seriously! I WANT PONYVILLE BACK! I want my friends back! I don't want to fight my friends anymore! I don't want to see this ugly place the world's become! I want everything back the way it was!!!"

"Majority ... overruled," Nightdrake Banneret breathed.

Celestia put a wing over Twilight Sparkle.

"If you want to fight Her Highness, Rainbow Dash... you'll have to go through me first." Celestia whispered in Twilight's ear. "I apologize My Princess, I failed you, I never taught you to accept that time marches forward, and we can never have 'things back the way they were', no immortal has the right to demand that of the world. Luna herself had to learn that lesson after being freed from Nightmare Moon... I'm sorry I failed to teach you..."

"Rainbow Dash, please..." Twilight said, "Come back to us. You couldn't... you couldn't have really wished for us to try and heal Spike, just so you could stop us... please Rainbow. No more fighting. Just let us end this insanity."

===

Rainbow Dash looked at Spike in confusion and slowly dawning shock.

"Spike?" Nightdrake Banneret slowly rolled one eye in her direction. Dash winced at the sight of her distorted reflection in it.

"Yes?" he said dully. His voice seemed weak, but it still rumbled through the chamber. "What else do you wish for now, Rainbow Dash?"

"I," she gulped, looked around at her friends, at her former friends Twilight and the new Elements -- it's a trick, it's gotta be, I KNOW I'm not a bad pony! -- and then back at Spike. "I want to know, is this happening because I wished that one time for, for a chance to be a hero again? Because I wanted to save everypony?"

Spike looked at her, and though she'd never seen anything but machine-like obedience in his eyes for centuries, she thought she caught sight of a mixture of petty spite and a deeper sadness. He said one word.

"Yes."

"Rainbow Dash!" The pegasus flinched as Rarity flew up to her. "You wanted all this to happen? The evils inflicted on the Breezies and the Bat Ponies and our families?" Her face turned dark as a thundercloud as she said, "All that we've suffered for the past few days, that's happened to everypony we met -- was so YOU could be a HERO?"

"Yes! I, I mean no! I mean..." Dash shook her head. She dropped to the floor of the cave, huddled as though the tons of stone above were caving in on her. She looked at Spike. "You! You did this! I didn't want anypony to get hurt, I wanted it to be like that time with the phony aliens!"

"Correction," Spike said. "The aliens were not 'phony'." Dash stared in rising horror as he said, "I brought them here from another universe. As with everything I make. Buildings, toys, cakes, machines, everything. They were real."

Dash barely heard the gasps all around her, or noticed the looks of fury aimed her way. She remembered knocking ships out of the sky, making a game of it with Jackie as they destroyed one of the alien invaders after another and piling them up to see who got more... They'd cursed her and tried fighting and running and hiding and begged like cowards -- no, like ponies afraid to DIE -- and she'd just laughed and killed them all.

"Hey, AJ! Watch me sling this one with the bombs right into the others!"

"No! Please don't, you evil horse-monster -- AAAHH!" BOOM!

They were, I thought they were just magical constructs made to look and sound real. But they were like ponies, they were real... And they were pulled into another world because of me, and they all died -- because I wanted to be the big hero!

"Why?" Dash's voice was just like her, a little hoarse. She felt faintly glad she was on the floor. If she tried flying then she wouldn't have been able to. "Why did you... Why didn't you tell me?"

"You wanted to save the world from an alien invasion," Spike said. Something very vaguely like grief sounded in his voice as he said, "I provided the invasion, as you asked. You and your friends saved everypony. The aliens would have killed everypony. You were a hero again." He paused, and sounded almost confused when he said, "Did this not make you happy?"

"I killed people." Dash just stared at him as she said in a small voice, "I, you made me do it, no, I killed people." She shrank down weeping, racking sobs. Rarity, the new Element of Kindness, lay down beside her and enfolded her with one wing like a mare with her foal.

Twilight and the rest looked at Spike in shock. Twilight shook herself as a new realization struck her. By the look on their faces it hit Lyra and Bon Bon at the same time.

"Spike, you say everything you created was actually brought here from other worlds." He looked at her, uncaring. Twilight swallowed. Behind her, Lyra and Bon Bon rubbed their withers against each other as their legs went weak. Twilight asked, "Does that mean that the, the foals and other ponies you created were..."

"Taken from other worlds." Spike said it the way another pony would describe a shopping list. "From beings about to die, or who suffered, or others who accepted when I asked them if they desired a chance at life in Equestria with all their needs met and families that would love them. Even if only briefly. If nopony desires a foal or lover or friend at the time I take them, I set their souls and consciousnesses in storage until needed." Spike looked like he thought about something. "Do you desire to see them?"

"I," Twilight knew what she had to say, but still needed to force it out. "Yes, I do." Dash looked up beside her, and Applejack hesitantly stepped forward to stand on her other side.

"Very well." Spike breathed out green fire and what looked like a hole opened before them. And within that hole, an endless array of shining lights, all the colors of the rainbow and more besides, floated in what looked like a mass of stars. The lights seemed to throb slowly, peacefully.

"Coco Pommel desires a daughter to be her apprentice," Spike said. One of the lights whipped off and through another gate, seeming to change in form as it did to a small Earth pony. "Done."

"Ah, ah never knew," Applejack said. She looked at her friend. "Twi, ah swear ah never even guessed."

"None of us did," Twilight said in quiet horror. She looked around at her friends, new, old, and those that used to be. "I'm sorry, everypony, I really am, but this HAS to stop. I don't want to ruin everything we already have, but we've become the worst thieves and slavers in all the universes by doing this." She didn't notice a newfound anger rising in Spike's gaze as she said, "This has to end now."

"You're right," Dash said. She rose onto her talons. A sickly fire flared up in Spike's eyes as she looked at him. She ignored it. Tears showed against her cheeks but her voice was strong when she said, "Spike, cancel my wish immediately. We, we can't do this to you and those other ponies anymore."

"It's never enough, is it?"

Everypony started at that voice. Twi and Rarity and Dashie and Jackie, 'Cruel and Seabreeze and Trixie and Big Mac, Celestia and Cadence and Shining Armor, all of them stared at Spike raising his head up from the spot where it'd laid for centuries. Heavy smoke came from his nostrils, causing several of the ponies to cough.

"I'm still not good enough, am I?" Spike hissed with bitter fury in his voice. "For a thousand years all I ever did was to give everypony whatever they wanted, whenever they wanted it. Never a word of thanks, never anything, but I still did it for everypony. Because then I thought you'd finally see me as something more than a pet or lackey."

"Spike," Twilight began, stepping forward. Only to jump back with a whinny as his tail lashed at the spot where she'd stood.

"I gave you ungrateful vermin everything," Spike said, his voice becoming a roar. His claws dug at the stone floor even as the withered muscles surged along his arms. "And what did you say in the end? 'Oh, no, Spike, you worthless lizard, just take it all back, we don't want it any more'." He surged up, green flames enveloping him and blasting upwards. Twilight and Rarity, Celestia and every unicorn there that was able, all raised shields against the tons of molten rocks and soil that rained down.

"What will it take to satisfy you?!?"

A large hole was on the ceiling. For the first time in centuries, sunlight shined down into Spike's cave, the deepest in Equestria. The green fire around him faded to reveal a full grown dragon in flawless health, his scales and fangs and claws all gleaming like ebon and purple steel. He roared down at the ponies who gaped at him.

"If it wasn't enough for me to give you everything, I'll try TAKING it all from you first! Let me see how you like it when Equestria is a blasted hellhole, when even the air you need to survive comes from me!" He glared at them in fury, tears running down his scaly cheeks.

"Because maybe then you'll FINALLY appreciate me!"

===

"Everypony, run!" For miles around ponies froze upon hearing the centuries-unused Royal Canterlot Voice boom across the countryside. "Get out of here, now!"

Ponies scattered in all directions as stones melting into lava cascaded down from the shattered ceiling. A mighty voice thundered: "You ungrateful, greedy, grasping, slothful vermin!"

For miles around, ponies froze. Some so fat they could barely move, some with bodies of inequine perfection, some no longer even pony in form but rather griffons and dragons and minotaurs. Ponies that were eating and running and making art and playing and just lying down to enjoy the sun, all being served by their very own personal avatar of Gift-Giver Spike, all turned to stare at the source of the sound.

Nightdrake Banneret rose higher and higher, a vision in ebony against the clear sky. Green flame limned his form, replenishing his strength after so long a time unused. He looked over Equestria, and hissed in fury. It sounded like someone had plunged a city's worth of molten metal into a frozen sea all at once. Both the ponies that came to rescue him and the ones that came to defeat him fled, dodging the dragon's fury.

All save one.

"Spikey-wikey!"

Spike froze and looked down at a purple-maned white alicorn flying up towards his face.

"Spike," she begged as she flew up close enough to see herself reflected in one massive eye. "Please, dear, don't do this! What Dash asked for, what we did, we were all wrong! Please don't hurt other ponies because of us!"

"Still the same selfish Rarity," he rumbled. She flinched as he said, "Come to beg for me to stop? Come back later, after I've finally shown everypony just what it'll be like to try living without my help! Don't worry, I'll keep you safe," Spike said with a sneer. "But first -- RETURN!"

Rarity dropped back down beside Twilight. Beside them stood Rainbow Dash and Applejack. Nearby were Trixie and Seabreeze, Celestia and Cadance and Shining Armor, the latter two in small draconic forms of their own, as were many of the other ponies recruited by Dash.

"What is he doing?" Rarity said. All around she saw dozens if not hundreds of the avatars appearing inside the cave, all looking intently at the true Spike.

"Easy," Twilight said. She swallowed. "He's recalling his power. All of it at once."

"Avatars!" Spike roared. "I said RETURN!"

All across Equestria, ponies found themselves suddenly bereft of aid, many of them couldn't even remember the last time they'd ever had to accomplish even the simplest tasks on their own, as the black-scaled dragon standing within hoof's reach just vanished.

Earth ponies and unicorns being born aloft by Spike's granted wings plunged down to the ground. Most were caught by nearby pegasi or other fliers, but not all. The rest landed in snow piles or mounds of grass, or water deep enough to break the fall but not harm them. Spike was careful like that. He had to be if he wanted to make his point.

The rides and games and galleries of Partitopia shuddered to a stop as the Spike-supplied power cut off. Pinkie Pie, no longer having her clones to help her, hurried to help the foals, calling loudly for help to a dragon who ignored her.

Ponies in other forms maintained by draconic magic. Ponies swimming blissfully beneath the sea. Ponies eating more food than a normal being could contain, the excess teleported away by Spike before it reached their bellies. Ponies at the edge of the upper atmosphere where they could see the stars in perfect chill clarity. And ponies who asked to be lava and heat-proof, tobogganing down an active lava flow for the novelty. All saw 'their' Spike look away, eyes hard, and then vanish in green flame. Oddly enough, all were abandoned in a way that left them safe, if dismayed.

And they all yelled the same thing:

"Spike! Please come back! HELP!"

"Oh, now they appreciate me," Spike snarled. "Now when they need my help and won't be getting it!" He ran his tongue over his fangs in amusement, only to roar as a flash of magic flew into his eyes. He roared and blinked as it turned into a giant cream pie. Spike snarled and shook his head, trying to clear it away.

"Okay!" Trixie turned to her new friends. "Now this is the point when Twilight comes up with the brilliant plan? Like by stopping that, so we don't have to fight an even MORE powerful night-dragon?" Trixie pointed at the sky, where at first hundreds, and then thousands, of streaks of green fire were flying towards Spike.

Twilight didn't hesitate. "Big brother, remember the royal wedding? That big shield? Same thing but over us and Spike, now!"

"What?!?" He stared at her in shock, still draconic in form. "Little sis, I don't have a horn right now! And I..." he fell silent as Twi's magic enveloped him and Cadence, leaving an alicorn and unicorn behind. Cadence laid her head against his neck and let her own magic flow into him. He aimed his horn high and blue magic shot into the air, erecting a shield between the onrushing flames and the dragon. They flared against it, unable to pass. Nightdrake Banneret roared.

"Nice trick, Twilight!" He spewed flames, passing through Shining Armor’s barrier, down at the ground. Where it struck more Spike-avatars stood, the size of him as a teenaged dragon, but equipped with vicious claws and fangs. "But I can create more avatars -- as many as I need!" The snarling scaly horde descended down the hole on the ponies.

Only to cover their faces from the scintillating light coming from there. Lead by Princess Celestia, her horn glowing brighter than it had in centuries, a herd of ponies countercharged. Ponies and dragons collided, whinnying and roaring.

"Twilight!" Celestia called to her student as a pair of dragons yanked on her mane and tail, trying to pull her off balance.

Twilight noticed how none of Spike's avatars were actually hurting anypony as Celestia called. "Stop Spike now, before he regains his full power, or --

“OW!"

Celestia spun and gave a forehoof kick to one dragon holding a mouthful of her mane. She vanished into the battle taking place between the ponies and the dragons.

"Right," Twilight said. She hoped she hadn't seen her teacher for the last time as she turned to Dash and Applejack. "Can you both..."

"Keep Big Spike occupied until y'all can use the Elements on him?" AJ nodded. Bitterness soured her voice. "Can do, sugarcube. Ah won't say Ah want ta, but Ah can. Just one thing," she called back as she ran off after Dash, who was already flying around Spike's head. "Spike offered ponies a choice about acceptin' his help, can you say the same sugar cube? Can ya say y'all are SURE about bein' right?"

I hope so, Twilight thought. She thought of all the ponies and other creatures who ate and stayed warm and clean, or at least had the illusion of being loved, because of Spike. And if not, may I never know.

Applejack stopped as Fluttercruel rushed out before her. "Dangit, ya crazy filly! This ain't the time ta fight ya --"

"No, but it's time for me to fight, and I need my magic for that!" Fluttercruel pointed at Applejack's hooves. Applejack snorted and thrust with one hoof so swiftly Fluttercruel felt the wind of its passage. She concentrated, eyes furrowed, and laughed when chocolate milk rained down on her.

"There, ya happy now?" When Fluttercruel nodded and flew back to the Element Bearers, Applejack raced after her and Dash into the fight.

Behind her, Twilight said to her friends, "Seabreeze, Trixie, Rarity, Fluttercruel, Big Mac, come on!" She flew towards Nightdrake Banneret, her oldest friend and little brother, towards Spike. Her Element began to glow as she set it on.

"It's do or die time!" Fluttercruel said as she charged forward with her claws and hooves drawn. "This is it! For Luna and Moonshine Valley, and the Equestria that was!"

"Trixie hopes the joke does not end up being on us," the blue unicorn called as she raced forward, hurling more of her magical fireworks at Nightdrake Banneret's head. "This all stopped being funny a long time ago, but it's time to bring the joy and laughter back!"

"Dis is for my Breezies, yoo overgrown lizard!" Seabreeze flew as fast as any Breezie ever flew, his Element starting to glow as they got closer to the furious dragon. "Now yoo vill lose, and dat is de honest truth!"

"Spike, darling," Rarity said as she flew alongside Twilight, her own Element shining like a small sun on her throat, "Forgive me for not being kind enough to help you centuries ago by being truthful! Spike ... I lied to you. I remembered EVERYTHING I did with the Inspiration Manifestation Spell, I was driven MAD with power until you told me what I needed to hear instead of what I wanted to hear to bring me back to my senses." She thought she saw a shiver go over Spike's face, his face twist for just one instant in grief. "It was cruel, but that thorn had to be drawn so I could be restored -- just like here and now, Spike!"

Big Mac could barely see through the light from his own Element as they took up their positions facing Nightdrake Banneret. He thought of the many foals he'd helped reach Partitopia over the years, as well as the ones who'd stayed with him and Cheery; their children and grandchildren and down to great-great grandchildren, maybe enough ponies to start their own country by now. And more, the food given to griffons and Diamond Dogs, the ponies who came to their farm before allowing Spike to end their lives painlessly because they knew he'd set them in their final bed with kind words.

"Don't let me be wrong 'bout this," he whispered, and wondered who or what he said it to. "Don't let none o' us be wrong 'bout this, an' if the ponies Spike's kept alive go when he does -- please, don't let me stay if Cheery don't." He felt his Element start to reach out as the others did, judging and weighing Nightdrake Banneret as he fought to get past Applejack and Rainbow Dash.

Loyalty looked into Banneret, scorned his turning everypony to utter selfishness, at his turning brother against sister and teacher against student, at turning even friends against friends; Laughter giggled at his humorless arrogance and self-loathing, his twisted need to be the Noble Martyr...

Dash flew at Banneret's eyes, forcing him to recoil instinctively. As he did, Applejack wheeled and drove both of her hind legs into one of Nightdrake Banneret's, with all the strength her alicorn form gave her. The dragon howled as scales flew from the kick, hopping on one leg inside the barrier.

"You rotten mares!" Nightdrake Banneret roared as he clutched at the injury.

Meanwhile Dash dove at his face again.

"I'll fix you -- OOF!" He flinched back and collapsed on his back with a yelp. All four of his legs flailed uselessly, as he fell into the ground, the barrier still surrounding him.

"I hate you!" He screamed, lashing the ground with his tail. Applejack barely dodged aside. "Everything you ever had came from ME! I was so good to everypony! Why don't you appreciate me!"

Honesty shook its head in disgust at a thousand years of self-deluding lies; Kindness wept at all the pain he needlessly endured, and the pain he encouraged ponies to hide from rather than heal...

"Spike," Applejack said, racing back in towards him. She barely dodged aside from his claws as he fought to rise, to get past her and at that painfully familiar light rising behind her. She had to keep him from it, had to keep him busy. She flew up from his near leg past his shoulder to his back. Combining her flight capabilities with centuries of learned skill, she drove her hooves into the scale-covered muscles at the base of his neck. He roared and dropped, temporarily paralyzed. She fell hard and hit the dirt, rolled and got up to find one leg unable to take her weight. She saw his avatars running to close in, and hurled herself at them on three legs. Kicking and bucking like mad, she drove them back for the moment. She repeated, "Spike! Yer my friend, Ah'm sorry Ah let ya hurt yourself, but ain't no way Ah'm lettin' ya hurt Twi and Big Mac and the others. Not now!"

"You hurt me," Spike snarled as sensation came back into his body. One of his avatars lashed at Applejack with a tail like a battering ram. She whinnied as she smacked into the side of a stone and slid down, to lie unmoving. Spike hissed, "I kept everyone content! Nopony needed anything, and most of them never knew they should want anything else! Why does everypony hate me?" He snatched Applejack up in one claw and got ready to hurl her at Twilight and the rest. "I suffered for you! I made you happy! Well, maybe after I take everything away you'll see how good I really was!"

Friendship grieved at his casting away every friend he once knew in exchange for self-hating isolation, happiness and trust turning into bitter self-righteousness; and Generosity shuddered at his perversion of everything it truly was and leaving everypony he touched nothing but self-serving and grasping.

Spike turned to Twilight, emerald flame drooling from his jaws, only to stop as Rainbow Dash flew before his face. He spat it at her and Dash was no longer a griffon, she was restored to her pegasus form. Her sound system fell from the sky to shatter below, adding to the massive pile of junk.

"Woah!" She looked at herself and then down at her stereo. "Aww! Didja have to do that, Spike? I really liked it -- URRK!"

"Now you?!?" He snapped at her, caught in his massive claw. "I've been too good to everypony. I made you a hero twice now, and you repay me by attacking me? Some Element of Loyalty, 'Rainbow Crash'! Guess what? After all of this, no more wishes for you!" She just glared at him, even when his grip tightened. He drew her closer. "I'm beating them, and then you can spend eternity eating grass and seeing everyone else get whatever they want while you're the object lesson to never mess with..." He broke off with a yell as she hoofed him in the eye.

"Get over it, Spike! You can stop acting now." She laughed at his furious look and pointed. "Remember the Elements, scaly?" He looked and stared in horror as he saw them shining brighter than a star. Dash choked out, "I got my wish -- I saved the world." She added with a laugh, "Thanks, Spike! Best adventure ever!"

Spike raised his claws in a useless defense.

The Elements lashed out.

And his world became nothing but light.

Twilight slowly reawakened. She looked around. Her new friends, Fluttercruel and Seabreeze and Big Mac and all the rest, lay nearby, alive but out of it. Trixie was rubbing her head, and Rarity stood over by three still forms.

Suddenly afraid, Twilight hurried to their side. She sighed in relief to see that all three -- palomino Alicorn, sky-blue pegasus, and a good-sized but no longer gigantic -- about the size of a small airship -- purple and green dragon lay there, stunned.

"So," Celestia said as she strode to stand alongside Twilight. "Nightdrake Banneret is gone. And the world he made possible is, too."

Twilight couldn't say anything. She just nodded.

Celestia looked at her and said just two words.

"Now what?"

===

Years later.

"Oh, come ON, Apple Bloom!" Diamond Tiara called back at her, as she and Silver Spoon ran past the small herd of Alicorns and towards the school Cheerilee made outside the rebuilt Ponyville. Diamond’s parents were nowhere to be seen. "Stop trying to make your robo-ponies do everything for you. Maybe if you moved once in awhile your legs could reach the ground!" No longer immortal, just like the rest of her friends, but very long-lived thanks to the aftereffects of Spike's magic, and with enough time to reconcile with her parents and maybe Perfect Diamond, she hoped.

"Ah ain't that fat! Anymore." Displaying an impressive belly, Apple Bloom huffed and puffed as she hurried after them. "Wish sometimes Ah coulda kept mah hover-chair. Or figure out how ta rebuild it, leastways!" A young green-coated Earth pony mare trotted past her. Apple Bloom groaned. "Ah, come on now, Granny Smith! Walk with me here."

"Come on yerself!" Granny called to her, still running as she did. "Miss Cheerilee asked us ta come in an' tell the students what it was like for us as young'uns in Old Equestria, an' we woulda been there ten minutes ago if ya hurried!"

On her way to Cheerilee's new school, Perfect Diamond was seriously considering to skip it today. She didn’t like it, she didn’t get immediately rewarded during or after it, and she didn’t see why would she have to go there. The chance of displeasing mommy and daddy was the only thing that was holding her back, but considering how little they seemed to care about what’s happening in her life, she was beginning to question if there was any point in doing as they told her. What did it matter to her how it made them look? Why keep up the charade when they can’t be bothered to put effort into their homelife?

But then she remembered...

"Mom, Dad... who was that filly that looked like me? And why does she have my tiara?"

"We don't talk about her!" Golden Tiara angrily yelled, hiding how much it hurt to remember her daughter, who she had almost killed and then couldn't bear to look at.

"Perfect, that mistake is something I don't think you could understand." In that moment Filthy Rich sported a look of shame. "Just move on and stop dwelling on the past," Filthy said accusingly.

The day Nightdrake Banneret was defeated, she had been left in Partitopia, along with many other foals, until the crisis was solved; and the filly she saw, who looked just like her (even wearing an exact copy of the same tiara) had been bothering her for sometime now. Perfect Diamond was distressed by their reaction, leaving her shocked and slightly watery eyed. She truly didn't know if there was something wrong with what she was asking about, and she wasn't sure what to say next.

Golden pulled Perfect and hugged her tightly, "Perfect, you're not replaceable, we wouldn't hurt you, and we love you. Please, don't forget that."

Filthy joined too, "You and Golden mean a lot to me, and I don't want to let fighting destroy our family. Can we start over?"

Now Perfect was just confused. They had been yelling at her a moment ago, and now they were reassuring her? Whatever was going, she wanted to know, even more than before. So she asked again about the filly identical to her, and they told her and this time it was harder for her parents to hide their shame, frustration, guilt and fear.

Then when Perfect asked about whether they loved Diamond at all, the only response they had was silence.

Now Perfect Diamond remembered why she was going along with this. Of course, she didn't think she had horrible ponies for parents and she wanted them to feel better, but she couldn't do more than just hug them that day. And that’s why she’s coming to school today. Today she's going to try to befriend Diamond Tiara.

Thankfully, she didn't have to speak the first word.

"So you're my replacement, huh. Hi, I'm Diamond Tiara. How are Mom and Dad doing?"

"Hi. Um, my name is Perfect Diamond, and... they're..." Perfect hesitated. It was a little too direct, "not okay actually."

"What?" Diamond Tiara said, surprised.

"A few days ago they told me about you. Well, I ASKED them about you, and they... feel terrible. About, you know, abandoning you."

In equal parts hopeful and confused, Diamond Tiara said, "So they want me back?"

"... I don't know, honestly. They didn't even tell me why they did it..."

"Huh..." Diamond Tiara was prepared to be told that she was worthless, that her parents didn't need her or how inferior she was compared to Perfect Diamond, but she wasn't prepared to be told that her parents were unhappy with what they had done.

The conversation had gone into a rather awkward pause, so Diamond Tiara swiftly started looking for something to change the conversation with. Then it hit her.

"So, uh, did any of your friends come with you?" Diamond said, knowing that if any came with her, she wouldn't be alone, but obviously she was. Diamond Tiara wanted to fix that.

"I didn't have many friends, well, friends that weren't Gift-Giver Spike-constructs..." Perfect Diamond felt as if Diamond Tiara's astounded look demanded an explanation from her. "Mom and Dad didn't let me out of the house much."

"So, um, my friends have gotten a head start to school." Diamond Tiara pointed towards Apple Bloom and Granny Smith up ahead, the latter of which was about to dash past Rarity and Applejack "So, uh, you want to come?"

"... Yeah, sure." Perfect Diamond began walking by Diamond Tiara's side. "So, I've been meaning to ask; did you ever forgive them?"

"... Honestly, I don't know," Diamond Tiara responded worriedly. "I just hope it's not too late..."

"...Me neither."

Diamond Tiara let out a relieved smile. "You and I are going to get along just fine."

Perfect Diamond smiled back.

Today at school, they were going to look at one of Twilight Velvet’s books, and the longer-lived foals could barely contain their excitement. Ever better, Twilight Velvet herself was going to be there! It took years, but thanks to the help Velvet got from her husband and her son, she was now ready to meet her audience once more. And ponies, no longer able to demand entertainment customized to their tastes on a whim, were reading her stories again, diving into her written worlds with only the magic of their imagination with the sense of adventures all readers should have.

Granny Smith fetched up against both of the Alicorns with a whoof of expelled air. She hurried past, calling, "Sorry, grand-daughter, Miss Rarity!"

"She could call me 'Princess', you know," Rarity grumped as the fillies, centuries older than most of the adult ponies watching them, raced to the school. Some of the newer actual foals galloped along as well, like Lyra and Bon Bon's daughter, and some of Big Mac and Cheerilee's own foals. It looked like the old school she remembered from her mortal life, though thanks to Apple Bloom's inventions the chalkboards were holographic now. When Applejack snickered, Rarity sniffed, "Oh, I know it's not like the old days. Outside of Moonshine Valley and the Crystal Empire we Alicorns don't really rule anymore, but still, I do so like the title!"

"Ah know," Applejack said, rolling her eyes. "Ya only talk about it every time we see each other." She looked around New Ponyville as they trotted into town, happy to see that electric lights were finally reaching outside the few remaining cities. In the distance the train headed out, puffing steam -- purely for effect, as it ran off something Apple Bloom devised after studying stars alongside Celestia. What was it, 'fusion' or the like?

"By the way, dear, how is dear Princ --" Rarity caught herself, and said, "I mean, how is Celestia doing?" Both Alicorn mares looked over at Sugarcube Corner. "Is she still Pinkie's apprentice baker?"

“Yeah, she is. She has been ever since she helped her bake that apology cake for the breezies.”

“The one saying ‘I’m sorry for destroying your town’ that she personally delivered?”

“That’s the one. They accepted it, Ah heard.”

Rarity smiled. "I do wonder what it must be like for visitors to realize they're being attended by the mare who once ruled Equestria."

"Heh," Applejack said. "She's doing fine, an' so's Pinkie. Now that she’s getting help with Partitopia, she can take the time from her foals and th' amusement park to come and teach her how to be a baker." She chuckled, "Though Ah hear she gives Celly grief sometimes 'bout eatin' the cakes!"

"Apprentice Baker Celestia!" Pinkie Pie frowned, or tried to, at the once Sun Princess. A grin twitched at the corners of her mouth. "What did I tell you about snacking on the cakes we're supposed to be selling to the customers?"

"But they smell so good!" Celestia said, chunkier than in her princess years if nowhere near as globular as when she'd 'ruled' Caketopia. She wore a stained pink apron with the words 'Nuzzle the Chef' on it. "And even if I'm not the Princess anymore, I still have to raise the sun every morning. I need to keep my strength up."

"You don't need that much strength," Pinkie said. Celestia tried and failed to look downcast. Pinkie trotted over and nuzzled her former ruler and now friend. "Just try and make sure some of them reach the shelves. I have to trust you to do it, Trixie and I are working on the new shows for the park." Pinkie gave a shudder. "I just wish she could get over that love of fireworks! I think they heard the last show in Neighpon. And remember, the workponies making the new hydroelectric dam outside of town love your angel's food! Then again, I guess they would, what with you..."

Celestia, once primary and then sole ruler of Equestria, defender against horror after horror, and then for a thousand years lost in her own gluttonous despair before aiding her student to save the world and her friends once more, sat back and sighed in contentment to listen to Pinkie Pie tell her how to arrange the day's orders of cakes.

This makes me so much happier than running the country ever did. It truly does.

“By the way, did any of those poor orphans ever got their families back?” Rarity said.

“Yep. Ponies are startin’ to realize that just abandoning their foals was a bad idea. Fact is, many have gotten adopted or taken back in by their families!”

"I'm glad everypony’s happy." Rarity looked around the town square. It all looked so familiar, and yet so different. Electric lights rather than the old glowgem lamps, those speedier airships in the distance, -- though she privately preferred the old ones of centuries gone by. The ones supported by pegasus magic and helium -- very slow, but so stately and elegant -- and the once more cultivated fields in the distance around the town. She shivered. "I remember what it was like, the first few years right after..." Her voice trailed off. "I imagine you and Big Mac and your assistants had some difficulties teaching the new ponies how to plant and harvest."

"We did," Applejack nodded. She looked across the square, and Rarity saw a cart pulled by several ponies with smaller figures flying around it and calling out advice in high-pitched, peeved voices. "Kinda glad Ah asked Spike ta bring in some seed stock and put some preserved food by in the years leadin' up ta what ya and the others did." Rarity glanced at her friend. Only the faintest trace of nostalgia touched Applejack’s voice now as she said, "Ah figgered somepony'd up an try ta stop Spike, an' maybe even succeed, an Ah wanted something for th' first few years as we tried ta learn how ta farm again." She shook herself, and Rarity looked away at the memory of what their victory had cost, as Applejack said, "That way it wasn't near as bad as I feared it was gonna be. But we lost more'n a few ponies, those first eight-ten years."

Both fell silent as the cart went by. The mare and stallion pulling it somehow looked tired, satisfied, and annoyed all at once as a trio of Breezies called advice on how to treat the harvest: "And do not just t'row apples in baskets, dey vill bruise and go bad! Yoo must be careful if yoo want enough to last the winter through!" The ponies just rolled their eyes -- they looked like ones born before Spike's fall -- but they would still have learned the hard way by now how to take care of food.

Past them, against the side of Town Hall, Rarity shook her head to see an old election poster. Even from here the legend could be read: Might as well vote for me, politics are already insane!

"I'm still stunned that ponies voted Discord into office after we let him go," she said. "Even if Fluttercruel spoke up for him... Still, he did behave himself, and Discord did aid quite a few ponies with his Chaos magic when we needed it." She looked thoughtful. "'Cruel's still helping Luna's bat ponies, isn't she? Along with Rainbow Dash? Did they make Lightning Dust and her crew see reason?”

"They sure did and she sure is," Applejack said. "When Dash ain't helping out in 'New Cloudsdale' or plannin' her own campaign against Discord-- What?" She grinned at the jaws agape Rarity. Her horn glowed and an apple from her own orchards teleported to her, floating before AJ so she could take a bite of its tart sweetness before saying, "Ya didn't know? Dash said a thousand years o' losin' races ta me was enough, now she wants ta try her own hooves at doin' right by Equestria."

"To hear her tell it, Applejack dear, she got tired of beating you for a thousand years." Rarity smiled gently as Applejack coughed and sputtered on a chunk of apple. The white Alicorn looked downcast and said, "It's a shame that neither Spike nor Twilight could be here to see this."

"Ah know," Applejack said. The two Alicorns twined necks in honor of missing friends.

"I'll have to tell her and Spikey-Wikey about it when I see them tomorrow."

"You do that, sugarcube."

"Spike?" Twilight called up to the massive dragon as he lifted a heavy concrete slab into place on the future dam with his bare claws. When he showed no signs of noticing, she yelled again, "Spike!"

"I heard you, Twilight," he rumbled back at her. The purple and green dragon carefully set the slab down. "I'll be with you in a second." He waited as the pegasus forepony examined the work. When he nodded, Spike turned to Twilight. "Looks like I can take a break now. What's up?"

"First of all, I still feel surprised to see you taking a break," Twilight said as she hovered before Spike's eyes. "I remember you as the dragon who spent a thousand years working yourself to death so nopony else would have to do anything more strenuous than breathe," She chuckled. "And before that, as the little dragon that used to complain whenever I asked him to help reshelve the books." She waved one hoof at the dam. "And now this?"

"Hey, I have to pay off my debt to Equestria somehow."

Twilight winced. Right after Spike's defeat and curing, Equestria experienced hard years. Ponies that had never so much as cleaned their own floors in their lives, and others that did nothing for a thousand years, were woefully unprepared for the realities of life in a now Banneret-free Equestria. Even with the food stocks set aside by Applejack, and the tools created by Apple Bloom's factories, the aid given by the Breezies and Bat Ponies, and magical help from her and her sister Alicorns, and even Fluttercruel and her father... it was hard. But the ponies proved themselves worthy of their ancestors in both body and spirit. Only a few ever asked Spike to once again accept the power he'd been freed from; indeed, after it became common knowledge what happened to him as Banneret, many ponies wrote or visited the dragon in person to apologize.

Of course, Twilight thought, it helped mightily that none of the foals or adult ponies he'd created went 'poof' with Banneret. That reminded Twilight of why she'd come here.

"So, Spike." She pulled with her magic a low-lying cloud down to the same level as his face and laid on it. He in turn sat on his haunches, looking relieved. She said, "There's something I've been wondering about for a few years now. You say you remember everything you did as Banneret."

"The big things, yeah." He stretched and scratched along his back. "The little stuff, all the day to day demands, it all just kind of blurs together after the first two or three centuries."

"I'm not talking about that," Twilight said, shaking her head. "I meant that last wish you got from Rainbow Dash." She didn't fail to notice how he started, so slightly that she doubted anypony other than her would even notice. "She asked for you to give her a chance to be a hero, like years before with the aliens, to save the world..."

"Uhh, yeah..." Spike replied. The clouds overhead must have become fascinating to him. He looked up at them and not at her.

Twilight snorted and flew around to look him in the face. "Please pay attention." When he did so, she said, "For a long time the Element bearers and I thought that was what got us going after so many centuries, that you gave us a push to try to defeat you so Dash could defeat us, but it all snowballed." Spike said nothing, and she added, "But then I wondered. Rarity and I were visiting you for centuries, asking you to stop, pleading with you to end what you were doing. You never seemed to pay attention, but what if you did?" Spike looked at her in utter silence as she said, "What if you really DID play us all -- not to entertain Dash, but to stop you? Was that why you permitted Lightning Dust and her loutish friends to actually hurt the Bat Ponies, or Pinkie Pie's clones to attack the Breezie village? To make us and everypony else WANT to stop its maker? Why you suddenly revealed, if it WAS a reveal," Spike seemed to gulp at her words, "after so many centuries that the things we thought you created were being stolen from other worlds -- worlds that I and the other Alicorns have never been able to find with all our searching the nearby dimensions?"

"The story about the new souls for the foals was true," Spike said hurriedly, but also sincerely. "I, I saw them in other dimensions. They were hurting so much, and I remembered what it was like for me as a hatchling, with you and Celestia and the rest... I wanted them to be loved and happy."

“What happened to them anyway?”

“I've been thinking about reincarnating them, or just creating them new bodies and introducing them to families around Equus. It's not right to treat them as inventory. I mean, I was the one who brought them here in the first place, so I feel that this is something that I have to do.”

“I could help you do it subtly. You know, so there’s no problems down the line.”

“Thanks Twilight,” Spike rose and turned back towards the dam. "I kinda have to get back to work. Hey!"

A glow of magic surrounded him, picking the massive dragon up and turning him to face Twilight.

"Forget it, Spike." Twilight said with a smile. "You, or Banneret, decided to kill two parasprites with one stone, didn't you? You did all that, to make us want to stop Banneret -- and at the same time you made sure Dash and the others learned about it so you could fulfill her wish as well, and let her save Equestria." She flew closer and nuzzled him. "And you."

"Oh, Twi," Spike said, blushing right through his scales. "Not in front of the other guys!" Twi looked and saw the other ponies on the site studiously ignoring it all. He said in forced humor "Besides, do you really think I could be that smart?"

"Yes." Twilight said simply. "Yes, I could. Because even when you were a nightmare and an elder dragon, with the sheer power to destroy us all or make us want to be part of your world regardless of our desires, you let us go. You never killed, Spike, or even seriously hurt anypony. Every pony who lost one of your avatars at the end remembers how they all came through safely." Spike smiled at her as she said, "Even when you were a monster lost in your own fury, Spike, on some level you cared. Like Luna as Nightmare Moon.

"And that's what really saved everything."

She flew back away from him as the giant dragon dug at the dirt with one claw. "Now be sure to visit next week, Minty and some of her cousins are all graduating, along with some of the first ponies to study my magic in a thousand years who aren't related to me. Like Sweetie Belle," she added slyly. "Rarity will be there."

"She will?" Spike grinned broadly. The sight of that gleaming wall of ivory fangs would have scared anypony else. He said, "I'll be there. Should I bring any gifts for them?"

"Just bring yourself, Spike," Twilight called back as she flew away from him before teleporting away.

"Your company is the only gift I ever want to see from you again."

Episode 209: What Is Your Command?

Pony POV Series
Nightmare World
Nightmare Banneret
By Alex Warlorn

"Spike!"

"Spike!"

"Spike!"

"Spike!"

"Spike!"

Day in and day out, it echoed in my head, everywhere and everyplace. Ponies calling for me. I work without rest, without pause, without hesitation, without regret. This is the world I've made.

Ponies sit on their golden thrones (or silver, or obsidian, or bean bags, or candy, etc), their round bellies poking out. Some don't even bother shouting, some just ring a bell I've given them or press a buzzer, whatever they want.

My mind is splinted several millions different ways, every one utterly devoted to a single ponies' needs and wants, and I provide unconditional service.

When one of them wants to run, after years of letting their flank grow, I just breath fire on them, and they have the body of an athlete, and run around for miles, days without rest because they don't want to rest, and I provide for them. Then they get bored some time later, years or minutes, and sit back down, and just watch their belly grow again.

I feed them, or they feed themselves, plastic forms or fancy silverware, or with their bare hooves. I cook it for them, or they cook it themselves and I provide every ingredient, or I provide them with a shop to buy it themselves.

Foals wish to be adults, I breath my green fire and give them the bodies and minds they WANT to have. The elderly wish to return to foalhood, I give them the bodies and simplistic view they long for. There are ponies who wish to remain in their prime forever, I give them that too.

Then come ponies who are bored out of their minds after centuries of having overcome every challenge they can imagine for themselves by themselves, and just want it to end...I grant that desire too.

I don't what shocked Equestria more, that I could become something like Princess Luna when I wasn't even a pony, or that I didn't try to enslave every pony alive into giving everything they had until everypony was exactly equal. Forcing ponies to give away things wouldn't be very generous would it?

I think the Princesses had no idea how to handle me. What crime had I committed? Stealing? I produced all I gave myself. Trying to conquer Equestria? I never once challenged the Royal Sisters' rule nor founded any kingdom or political party of my own. Slavery? Everypony who I gave to, I did so only because they desired it, and asked me of it. The ones who wished to be different species or have different personality traits, I only did as they asked of me, what they wanted of me. My green flames created and changed what they wished for. Forcing a pony to do something against their will is hardly generous.

All types came to me at the beginning. The greedy, the desperate, the disabled (that first mare who had lost two of her legs to a Cragadile pranced out of her wheel chair), and the elderly.

The greedy of course just asked for more and more and more and more, and I provided. When they asked for servants, I gave them myself, a piece of myself, splintered from myself, to serve them loyally and unconditionally. I had to explain I couldn't MAKE ponies fall in love with each other. That wouldn't be generous. I could turn them into a pony that their fancy would fall for. I could create a pony who was like their fancy who'd love them forever. But I couldn't go MAKING ponies fall in love who hadn't come to me to ask for my gifts and ASKED to fall in love.

Of course I was proactive in spots, food and water to Zebrafrica, food and clothes for unemployed ponies. It was the generous thing to do after all.

And ponies realized they could ask for nearly anything and I could provide for them. Mansions. Exotic pets and tamers for them. A clown for their birthday party. I would create it, shape it, or I would be it.

I could provide gold and jewels, but not bits unto themselves, those could only be 'real' bits if they were minted by Equestria after all. And it wouldn't be proper or me to provide 'counterfeit' wealth to those who asked. That wouldn't be generous.

I splintered myself, and sent pieces of myself everywhere, providing what was ask of me. Ponies realized they didn't need to spend their well earned bits on...nearly anything. Food, clothes, jewelry, toys, houses, pets, potted plants, sofas, quills, books, musical instruments, video games...

The economy collapsed. But by that point, few ponies took notice. I was everywhere. And everywhere I was, anything would be provided if but asked.

Piles of junk began to litter Equestria, as ponies were granted whatever they asked of me, quickly grew bored of them and tossed them aside. Many were asking now for a landscape unobscured by garbage.

I waited until they forgot totally about them in their need for their next object of want before I used my green fire to unmake their now unwanted things.

There were ponies who wanted to provide for themselves, I provided them the basic tools to allow them to do so and as little help as they wished for.

Then came the ponies who wanted foals, but didn't want to go through the trouble of being pregnant, others wanted to skip the diaper years. I used my green flames, reached into the well of souls, and provided them what they wished for, implanting the knowledge in the heads of their foal so the foals could live and decide what they wanted for themselves.

Through my now countless avatars, splintered pieces of myself, I watch the pudgy ponies on their free floating thrones.

There are ponies who want me to destroy myself. But they are out numbered by the ponies who me to stay. There are ponies who want things back to way it was before I became Nightmare Banneret, but they are out numbered by the ones who like being waited on hoof and hoof by my claws.

Ponies don't want Discord to bother them, so I keep his statue at the center of the planet, away from any source of disharmony that could free him.

I made Shining Armor immortal, so he and Cadence would be alive together forever, like they had wanted.

Princess Luna had -commanded- her bat-ponies to never ask anything of me, they wanted to obey her. They were now a tribe unto themselves, their foals now born with Princess Luna's essence and bat wings, they remained loyal to Princess Luna as they wanted to be, as Princess Luna in turn wanted them to be. Their numbers grew.

Most of the the other tribes now found the idea of having foals only a novelty. I provided the love and nurturing their foals wanted after their parents grew bored with them.

Somepony teleports deep underground. The cave is completely bare of anything, light, books, treasure, anything of remote value of any kind, it is simply a space underground with no way in or out sans teleportation.

This is where I dwell.

"Spike."

"Hello Twilight." She looks different, oh right, she'd become an Alicorn a few centuries back. Her and...who was it? Applejack and Rainbow Dash still had the young bodies they asked for, keep them in shape themselves, and still challenging each other to new challenges in their endless competition.

Pinkie Pie hadn't been seen outside of Partitopia in years hosting her endless parties for eternally young foals. Had Celestia finished Caketopia yet? It got so confusing sometimes. So many places, all at once, but serve, but give them what they want, didn't matter what.

Fluttershy had died of old age after a century or two, her own request of course for her to grow into old age. Oh yes, it was Rarity, Rarity had become an Alicorn too. Beautiful perfect Rarity.

I have no wants. I have no desires. I have no hopes or dreams of my own. Everything I have, is something that someone else therefore doesn't. I give all that I am.

Twilight wants me to answer.

"Hello Twilight," I rumble. The golden armor I had been born into when I became Nightmare Banneret, had long since become dull and dirty.

I had become Rarity's knight in shining armor, I gave her everything she could have possibly wanted. I gave her the love she wanted. I gave her the beauty and wealth she wanted. I gave her the means to earn her fame and recognition like she wanted. All that she wanted. I gave her the path she could walk to become a Princess herself by her own hard work and enlightenment, as she wanted.

Why did she leave me in tears when I told her that I wanted nothing, that I couldn't want anything, that I didn't desire anything, anypony, when she asked me, with her new beautiful feathered wings and perfect platinum and amethyst barding, "Spikey Wickey, what is it that YOU want?"

I didn't understand. She never asked me to understand. She simply left in tears. I didn't want to see her cry. I didn't want to see her stop crying. What mattered was what she wanted.

"Spike? Spike!"

Oh right. Twilight. She's right here in front of me. She's a princess now. An Alicorn. Like Rarity. Did Rarity now succeed Celestia as Princess of Equestria? Or was that a dream? When was the last time I slept? But those who wanted me to sleep, were out numbered by those who wished for me to continue to provide for them.

"Sorry Twilight, there are just...many...so many...I...am distracted easy."

"Spike I want to talk to you."

"Your wish is my command, you are talking to me."

"Spike! I want you to listen to me!"

"Your wish is my command, I am listening."

"Spike I want you to want something!" The Alicorn said, her magical wavering mane jerking a bit as she spoke. Rarity's was beautiful too.

"Your wish is my command. I do want something. I want whatever you want. And what Rarity wants. And what Celestia wants. And what Applejack wants. And what Applebloom wants. And what Scootaloo wants. And-"

"I want you to want something for yourself!"

"Your wish is my command. I want to give to everypony what they want. I want to give all of myself to everypony. I want to give all that I am, all I was, and all I'll be to everypony else. So everypony can have what they want."

"UGH!" Twilight face hoofed. "Spike! I mean something YOU want! Something that only SPIKE wants! Not Nightmare Banneret! Spike The Dragon!"

"Your wish is my command. Spike wants to be everypony's number one assistant, to assist everypony, to help everypony to give to everypony, to provide to everypony who wants to be provided for."

Twilight sighed, I don't think this is the first time we've had this conversation. She looked over my entire body, she sniffs as tears come down her muzzle. Her entire body is reflected in one of my eyes like a full a length mirror, she stand before my body that is now as large as the red dragon that once roosted above Ponyville. But it's...dirty, skinny, the scales are shaggy, my ribs are visible through my scales.

One of my avatars appears and provides her a handkerchief, she looks at it, looking wistfully at it as I look up at her through it, but she doesn't tae the hankie, she never does.

"I...I had better go, my...my foals are waiting for me. I'll...speak to you later Spike."

"If that is what you wish."

She teleported away to where she, and her foals, did not wanted me to have any of my avatars near, so I did not.

Button Mash meanwhile wants a new video game. So I provide him one.

Scootaloo meanwhile like a skating course as tall as MountEverPony, so I provide her one.

Pinkie Pie meanwhile wants more pies, so I provide them to her.

Lilly wants a full body massage, so I provide it.

Rainbow Dash wants a Daring Do book with herself as the main character, so I provide it.

So many ponies, wanting so many things, everywhere, so much at once, and I provide.

Author's Note

An RP 'sequel' to this story currently in the world if you wish to take a look. http://comments.deviantart.com/1/473977886/3564225989

Pony POV Nightdrake World: Spike, Sequel 1/4

Author's Note

Pony POV Series
Nightmare World
Nightmare Banneret Sequel 1/4
By Alex Warlorn and quantum-plasma-field and Ardashir and Trooper924 and many others.

Edited by docontra and many others!

Spike The Dragon's Nightdrake Self's world. Nightdrake Banneret. This timeline happened after Spike ATE the book with the Inspiration Manifestation, but while Rarity was cured, it had an unexpected side effect on Spike. Ponies being able to ask for anything for nothing in return, the world as they knew it quickly ended and a new world of everyone getting whatever they wanted whenever they wanted it rose on its place.

After a thousand years, and lots of wishes for living as long as they wish, no danger threatens Equestria, no villain remains, no kingdom can hope to challenge Equestria, since all they need to do is wish what they want into existence, all have either cut themselves off completely or become part of the welfare state.

But Princess Twilight Sparkle (put in charge of what remained of Equestria's government by now retired Princess Celestia just before it collapsed with everyone more interested in their own personal paradises than taxes or wars), intends to challenge this. But many of her friends who have grown to LIKE this world, aren't all about to side with her.

First Chapter: http://alexwarlorn.deviantart.com/art/Pony-POV-Series-Fluttershy-FlutterCruel-Pearls-260092460

Trope page: http://tvtropes.org/pmwiki/pmwiki.php/Fanfic/PonyPOVSeries (SERIOUSLY need to be kept up to date, every little bit helps!).

My Little Pony Friendship Is Magic And All Related Character Copyright Of Hasbro

PLEASE check out the ton of recursive fanfics of this fanfiction series. A lot of heart went into them! They also answer a lot of unaswered questions. http://mlp-pony-pov-series.deviantart.com/ For heaven sake they rock! Kendell2 and Oracle Mask and Richforce and Ardashir and Jawmax and Persona22 and Dragon of Twilight and ItsFromPeople and all the rest!!!

Picture by Enshems http://enshems.deviantart.com/art/EVIL-SPIKE-342161993

Pony POV Nightdrake World: Spike, Sequel 1/4

"I’m not gonna let those scumbags Twilight and Rarity take away OUR paradise!" said Rainbow Dash, wearing a Wonderbolts flight suit, with wings made of rainbow-colored light.

"How dare they," growled Applejack. "Nightdrake Banneret is the best thing that's ever happened ta Equestria and they want ta destroy the paradise he built? Ah'm not gonna let that happen." Unlike almost everypony else, she still looked the same as she had before Spike took over. She liked the way she looked and didn't want to change, even centuries later.

"I'LL PROTECT OUR FRIEND SPIKE!" Pinkie Pie declared, striking a dramatic pose in her brightly colored ninja costume. Neighponese rock music blared in the background. Fireworks set off by Pinkie Pie's personal Spike Assistant followed. She still wore that party hat/crown on her head, though.

= Soul Eater - Official Opening 2 - Papermoon =

"I can't let the foals in Partitopia down. I can't let down all the parents I've been foalsitting for all these centuries! If Twilight has her way, I won't be able to keep the party train going, so count me in!" Behind her, her legion of Pinkie clones all nodded in agreement, the horde wearing Clone Trooper, Zaku, Star Trot, and various other cosplay costumes.

"I'll protect my ponies' happiness! I may have retired but I just can't stand idly by!" Celestia, the former ruler of Equestria, wiggled excitedly. She might have stood up, it was hard to tell. While most of the ponies had grown big and fat over the years, Celestia was by far the biggest and the fattest. Centuries of gorging herself non stop in Caketopia had turned the former princess into a gigantic, completely spherical white orb, splattered with the remnants of countless cakes.

As Nightdrake Banneret had risen, fewer and fewer ponies were interested in working hard for a vague promise of peaceful retirement in their old age, with the majority stuck on the social bottom compared to a tiny handful of extremely well off elites. The elite had been shocked and horrified, as their money meant nothing with Nightdrake Banneret producing any products and services that ponies desired for free with nothing but a request. They had demanded Celestia ban Spike from destroying their sense of superiority. Celestia, having always looked for a way to eliminate the classism that still plagued her beautiful country, refused, then asked Spike for Caketopia to retire in, and gave her administrative duties (for as long as they lasted) to Twilight Sparkle.

The elite had promptly began demanding the same thing of Twilight. Since the majority did NOT want Spike to listen to the elites’ demands that he stop, he didn't. Twilight, not able to take their shrill whining, asked for them to go away. Spike had obeyed, and teleported them to Neighpon. They'd demanded of Spike a way back to Equestria on the spot, and Spike had provided. And the elites, true to form and nature, had insisted on Spike improving the ride in every way possible until the airship resembled a mobile palace... by the time the elites got back to Canterlot they were no longer interested in demanding Spike end his 'rampage.'

Now everypony was elite, which was certainly better than everypony being lower class or something.

"Then it's settled," said Rainbow Dash. "Spike! Griffon mode!" An avatar of Spike appeared out of thin air and spewed green flames onto the pegasus. When the flames cleared, the now-Griffon Dash extended her new claws. "I’m going to find them, and when I do, Twilight and Rarity are going down."

“Hold yer horses there. First things first,” AJ said. “Spike.”

“Yes?” One of his avatars, in the likeness of how he used to look when he was Twilight’s assistant, appeared.

“Bring the Elements of Harmony here and destroy them.”

“I can’t do that,” Spike said.

“What?!” Everypony present said.

Spike turned to Celestia. “Her enchantments from when she sent you to fight Discord are still working, and it’s harmony magic. I wouldn’t be able to destroy them even if I wanted to.”

“Nightmare Moon did. Why can’t you destroy them?” Rainbow Dash said.

“Maybe if they were inactive, I could.”

Pinkie said to Celestia, “Can’t you make your divine magical enchantments go screaming and running away from the Elements?!”

“I would need them here to do that,” Celestia said.

“Well, we have’ta try something else,” Applejack said.

“We gotta find them, even if it’s the most unfun thing we do!” Pinkie Pie said.

===

Unnoticed by the assembled ponies, a small globe of purple light far away from them winked out.

Twilight sighed. "They're coming after us. All of them, even," she swallowed. "Even my own teacher, Celestia." Her head drooped as she blinked against the tears.

"Grandmommy?" Minty, a young unicorn with a pale violet coat and a pink mane, carrying a bag with the Elements inside, asked in concern.

"Twilight," Rarity nuzzled along her neck. "She's not your teacher. Not any more. She hasn't been for, for centuries. Just as my," she shivered, "just as Sweetie doesn't want me to be a part of her, well, not her life, but the existence she has now." She looked up at the night sky. It alone seemed the same as from before Spike's awakening to his nightmare power. He respected Luna's desire to keep the Night her own. But in the distance on the ground there shone spots that were constant sunlight from the wishes of the ponies there; just as others showed endless cool dark, or patches of winter chill, or summer heat.

"We have to stop this," Rarity looked at Twilight. "We need to gather new Element Bearers, somehow. But we also have to find a way to hide ourselves from Spike's notice. And of his, well, I suppose we have to say his masters?"

"I've been thinking about that," Twilight said. She looked at the wall of her new home. Books from the long-gone Golden Oaks Library and from the Royal Castle in Canterlot covered the walls. One of them floated over to Twilight, one of the last few books ever written in Equestria. These days ponies never bothered to write anything down. If they wanted something in literary form, they just told Spike to make it. The title ran, Life Before Spike the Generous.

"First of all, we have to find the Great and Powerful Trixie."

She flipped through it and held it open before Rarity. It showed a picture of a unicorn statue, a unicorn they both remembered from so very long ago. One with a conical hat, a blue cape, and a dismayed expression from when she'd realized that in a world where everyone could have whatever they wanted, no matter how unusual, her magical performances were meaningless. The look that had been on her face when she'd gone into the wilds and found a cockatrice and forced it to gaze into her eyes.

===

"Why?" Trixie shook stone fragments from her mane. "Why did you free Trixie? Trixie is obsolete, a relic of a bygone era. She deserves to be forgotten by a world that no longer needs her."

"Trixie, please listen," said Twilight. "We found a way to return everything back to normal, but we can't do it without your help."

"Why bother though?" Trixie flopped onto the ground. "If everypony just wants to waste their time doing frivolous things then so be it. It's not Trixie's problem."

"Now I know that you don't mean that, darling," said Rarity. "Don't you miss seeing ponies marvel at your tricks? Don't you want them to dazzle with exciting displays the likes of which they have never seen before?" Rarity leaned her head down to Trixie's level. "Please, help us bring the laughter back to Equestria."

Trixie was silent for a moment. Then she stood up and straightened her hat. "Yes. Trixie--The Great and Powerful Trixie does! Just give Trixie a moment, she wants to see if there's anything useful in those trash heaps over there. Stars, it's gotten messy around."

The blue unicorn trotted off. Rarity turned to Twilight. "Well, that's one down, five to go."

Twilight flipped the book open. "We’re going to see next Seabreeze the Forty-second."

The page showed a picture of a breezy convincing his fellow breezies to not accept Spike's help. And whose descendants would do the same across multiple generations, keeping their race from becoming complacent and constantly reminding them the value of an honest day's work.

===

It took less time than they would have expected to find Breezie Grotto. Being an extradimensional world made it paradoxically easy. Nightdrake Banneret had set up so many dimension-crossing gates for quick and easy travel in Equestria that it made opening other gates even easier. All they had to do was create a gate to the Grotto’s entrance, but they hadn’t counted on Pinkie asking Banneret to tell her when this happened.

After opening the gate to Breezie Grotto’s gate, Twilight looked at Minty. "Minty, I’m going to need you to transform us into breezies. I won’t have my horn, so I need you to stay outside to transform us back when we get out. If we don’t come back through that portal in two hours, go and take the Elements to my family. You know where they are, and I made sure there were enough candidates for the Elements once you reach them. Do you understand?”

Rarity said, “Twilight, are you sure about this?”

“We’re up against our friends. We can’t afford to be unprepared.”

“Grandma, should I begin now?” Minty said.

"Yes."

Minty concentrated. Her horn glowed, magic pouring forth in a moment, and in another three breezies stood where two alicorns and one unicorn once did. Twilight Breezie flew forward, nuzzled her descendant, and flew after the other two through the gate.

On the other side lay the dimly-familiar sight from so long ago, Breezie Grotto. The three ponies-turned-breezies looked around in awe.

"I'd forgotten how lovely it all is," Rarity said. She frowned and her saddlebag opened. "Blast it! I kept telling myself that the next time I came here I'd pack my sketchbook, and I STILL forgot!"

"It's been a thousand years, Rarity. We kind of have bigger problems to deal with." Twilight said.

"I think some may be coming our way," Trixie pointed a warning hoof at the small -- swarm? -- of Breezies flying at them. Twilight and Rarity gulped at the sight of them holding spears. Spears the size of sewing needles, true, but still spears, tips dripping ichor with an almost metallic odor.

"Dragon Bile?" Twilight swallowed at her recognition. "That's one of the deadliest poisons known to exist, or it was before Spike came to power, anyway. It was supposed to be able to kill full-grown dragons!"

"And dat is vy ve use it!" A familiar-sounding voice said. A Breezie with a thick pink mane and tail and a Prussian blue body glared at them. His fellow Breezies looked only slightly more friendly as he said, "If yoo are here because that crazy dragon vants to know ef ve haff changed our minds, the answer is still no! And if yoo are here to amuse yourselves at our expense," he jabbed at Twilight with the spear, "Yoo haff anodder think coming!"

"Amuse ourselves at your expense?" Rarity asked, shocked. "What do you mean?"

"Some ponies come here to fight and kill us for der amusement, sometimes. Ve make sure dey cannot do much damage. But after, de dragon always ask if ve vant our wounded made better. Ve tell him no!" Seabreeze said. Trixie stared in shock, Rarity and Twilight in horror. Warily, he lowered his spear. "Yoo, yoo are not here for dat?"

"No, ve, I mean WE, are not!" Twilight hurriedly explained. "Seabreeze, we want, no, we NEED your help to stop what Nightdrake Banneret has done. Your honesty in your dealings with your people and the ponies and even Nightdrake Banneret is something we need with us to defeat and cure him."

"If yoo vant to beat Nightdrake Banneret, fine," Seabreeze said. "But yoo want to cure him? He is like Diamond Dog with foaming sickness," he tapped his head. "Vat vunce was inside him, is gone. Only nasty-hurting sickness is left."

"No!" Twilight yelled, causing him to spun back. Speaking more quietly, she said, "I, I know the old Spike is in there! We just have to bring him to his senses..."

"YOU'RE the pony who needs to be brought to her senses, Miss Princess Meany-mean Know-it-all!" A new gate opened beside Twilight and she barely avoided a blast from a party cannon that sent Breezie homes tumbling. A pink ball of energy came out, stained from endless feasts of pastry, and looking almost too heavy to move. Twilight and Rarity gasped to see one of Banneret's normal avatars next to her, one that possessed slightly more awareness than the usual ones. But even so a dullness showed in the green eyes set in that large black-scaled and golden armored form.

"Pinkie, dear, how did you find us?” Rarity said.

“I know where you’re teleporting,” Spike’s avatar said.

“That’s right! Did you think we wouldn’t try to find you?” Pinkie said.

“Don't make us fight you! We don't want to hurt you!" Rarity said.

"I got news for you, Princess No-Fun Prissy Pony," Pinkie sneered as she aimed her party cannon, having reloaded it with a blast of Spike's magical breath. "If you want to destroy the joy I bring the foals I foalsit in Partitopia, then I'll do what I gotta do!"

===

Despite her girth, Pinkie moved with the speed of a pony a third her size. "GET BACK HERE!" she screamed as she chased after the three transformed ponies, crushing breezie homes under hoof.

"DUCK!" shouted Twilight as Pinkie once again aimed her party cannon. The three managed to dive out of the way at the last minute when the cannon fired, destroying more breezie homes and sending even more breezies flying.

"No!" cried Seabreeze, horrified. "Do yoo see vhat yoo brought here?"

"We're sorry, Seabreeze! We didn't mean for this to happen..."

Rarity shushed them as Pinkie drew near, the ground shaking with every hoofstep. The pink pony looked around in frustration. "Come out, come out wherever you are! Man, Dashie was right--you are all a bunch of chickens!"

"Come on, turn us back to ponies!" whispered Trixie as Pinkie started to walk away. "The three of us should be able to overpower even her."

"No, Trixie, we can't have a fight here," said Rarity. "The breezies' home would be utterly obliterated if we did."

"Wait!" said Twilight, as Pinkie trotted back towards the gate. "What's she doing?"

Pinkie approached the avatar of Spike. "Spike! Pinkie clones!"

Immediately, the avatar spewed green fire and five (considerably thinner than the original) Pinkie clones appeared.

"Alright, everypony!" said Pinkie, pacing in front of the clones. "There are a couple of party poopers hiding around here and I want you to find them and bring them to me and let them face cold, hard, Pinkie Pie justice. Understand?"

The Pinkie clones saluted and charged towards the Breezie town. Any building that was still standing was quickly upturned and splintered apart. Debris and rubble rained down as the clones rooted around looking for the trio, uncaring of the screaming, fleeing breezies that got in their way.

“But don’t kill them! You silly buffoons!” Pinkie said. “Well, technically I’m a buffon too, since it used to make ponies happy… Most of the time, but this isn’t that! But wouldn’t that thwart my plans of scaring them? … Spike! Make sure nopony except my clones heard that!”

Five minutes later.

"No, no, NO!" shouted Seabreeze. He angrily picked up a discarded spear. "Zhat's it! I am going to end zis once and for all!"

"No, wait!" Twilight flew in front of Seabreeze. "Please, Seabreeze, don't kill her! She doesn't realize what's she doing--!"

"And that’s suppose to vhat? Make me feel bad for her?"

"Please, let us try to reason with her. Just don't kill her."

Seabreeze glared at Twilight. Then he looked up at the rampaging Pinkie clones before turning back to Twilight.

"Fine," he said. "I von't kill her. We'll use reason on her, but first yoo haff to stop those oversized beasts!"

"Simple," said Trixie with a smirk. "Just follow Trixie's lead."

Trixie flew up and positioned herself between two Pinkie clones. "Oh, yoo-hoo." The clones turned around to see the tiny blue breezie posturing at them. "Were you looking for The Small, But Still Powerful Trixie?"

"Fun!" cried out one of the clones triumphantly. And the two clones both hunched and pounced at Trixie at the same time, just as Trixie flew up, causing the clones to painfully crack their heads together.

"You'll have to do better than that if you want to catch Trixie!" The clones quickly recovered and began to chase the pony-turned-breezie. "Come on, this waaaay!" And she led the clones away from the damaged town and towards what was a relatively empty part of the grotto.

"Great idea, Trixie!" said Twilight. "Hey! Over here!"

"Yes! Come get us!" said Rarity. "We're just right here, minding our own business!"

Soon all the clones were chasing after the pony-turned-breezies… And doing a terrible job at it. They tripped over each other, simple ruses fooled them, and the smaller breezies outmaneuvered them at every turn. Twilight had to laugh when she managed to trick one clone into hitting itself in the face with a large clown hammer. Of course, none of this would have been possible if Breezie’s Grotto’s dimension didn’t have air much less denser than that of Equus, otherwise a simple breeze would have blown them away into a trap, possibly superglued into something, knowing Pinkie Pie… most certainly NOT a slasher horror movie poster, that would just be silly.

On the sidelines, Pinkie groaned in frustration. "Come ON! They're itty-bitty BUGS! How are you NOT catching them! Even a small leaf can send them flying! A LEAF!"

Seabreeze scowled at her, then he looked at the wrecked town around and at all the scared breezies huddled in the rubble. Then he looked at the spear in his hoof. "Alright, prinzess, you wanted to use reason on her--" The breezie tossed aside the spear. "--so I'll reason with her."

The breezie flew forward, over the ruined buildings, bobbing and weaving around the increasingly irritated clones, and towards Pinkie "Hey YOO!"

Pinkie turned and found herself face to face with the angry breezie. "Alright, yoo fettämne mare, it's about time somebreezie laid down some cold hard truths on yoo!"

===

"Truths?" Pinkie snorted, almost knocking Seabreeze out of the air. "You jerks want to make everyone miserable again, and I'M the one who needs to listen? Oh, this oughta be good. Come on, Mister Teeny-Meany Pants, tell me these 'cold hard truths'!"

"First of all, yoo are wrecking our home, yoo crazy mare!" Seabreeze pointed at the shattered village behind him. Breezies flew in all directions. ther cries of fear and grief filling the air. "Yoo are the one making sadness and misery here!"

"Look, I'm sorry about your homes, but what exactly do you think it's going to happen when Nightdrake Banneret is gone?"

"None of yoo will ever come here to kill us all! If those foals vant their parents so badly, vhy don't they just vish for new parents?"

"They don't want REPLACEMENTS, they want their REAL parents."

"Then vhy don't yoo just wish that they take responsibility for their foals!? Have yoo thought of that?!"

"They already tried that... It didn't work. The wishes conflicted and got cancelled."

Seabreeze didn't like that his home was being destroyed. In his experience, every other time someone invaded his home, breezies died and homes were lost, and they did it for fun. He realized that Pinkie wasn't doing it for that, she just wanted to protect her orphans, her people. Just like him every time his home was invaded.

"Look, I don't like destroying your homes, in fact- Hey! Spike!" Pinkie snorted at Spike. "Fix all the damage I've caused here so far!"

"As you command," the Spike avatar said in an utterly emotionless voice. He strode carefully into the village and opened his mouth, ready to breathe fire on the ruins.

Seabreeze gasped and flew at him.

"Don't yoo DARE! Vatever vickedness she does us, ve vill fix it vit our OWN hands!"

Spike immediately closed his mouth.

"I said fix it so they can have their homes back!"

Spike opened his mouth.

"I said no!"

"I said yes!"

Twilight, Rarity and Trixie wanted to watch as soon as they heard Seabreeze confront Pinkie. However, with them being too busy fleeing from the Pinkie clones, they simply flew up higher, away from their grasp.

“Hey! That’s not fair!” One of the clones said.

“Get back down here!”

They saw Seabreeze and Pinkie giving conflicting orders to Nightdrake Banneret’s avatar, effectively freezing it.

"Pinkie used to be smarter than this," Rarity said.

"Everypony used to be smarter than this," Twilight agreed sadly. "But she's done nothing but give parties to everypony for centuries. Everything she needed Spike made, she hasn't done anything for herself for that whole time."

Rarity remembered: "This way we can all live up to our Elements without having to worry about anything else! Rarity, this is a GOOD thing! Spike WANTS to do it, isn't that right?"

"I want what you want, Pinkie," came the reply in Spike’s voice, and the DEAD look he wore on his face made Rarity’s stomach flip. "I want to give everypony whatever they need and want to be happy." He looked at Rarity as she stood nearby and looked haggard, like some precious part of her very soul had been torn away by the sight of this. The faintest note of anger was in Spike’s voice as he said, "Like YOU never could, Rarity."

Rarity looked at her old friend, tears in her eyes. "I swear to you, Twilight, if I'd known it was possible to lose an Element, I would never have --"

"Save it," Twilight said. "I wonder if I should try out a new spell, one that might help deal with Spike's avatars at the very least, I -- oh, no!"

"Spike! Bring Gummy here!" Pinkie yelled at Spike.

An instant later an alligator stood beneath Pinkie. Its head alone was the size of an alicorn, and the fangs looked long and lethal. Past changes to please its mistress showed on it: a red rubber clown nose, a dingy party hat, and his bright pink and chartreuse coloring. Rarity shuddered at this crime against fashion.

“Gummy, do the thing!” Pinkie said, signaling him to put them in his throat pouch instead of swallowing them.

It rumbled a roar and strode forward into the village, snapping at everything that moved. Half a dozen breezies, many of which still carried their spears, vanished between its jaws.

"My people!" Seabreeze shook his fist at Pinkie. "Yoo crazy vitch! I swore not to hurt you, but dis iss too much!" He flew for his dropped spear.

Pinkie rolled her eyes. "Spike, bring the breezies back, alive and unharmed."

They came back covered in alligator gunk, but they didn’t have their spears anymore.

“See? They-” Pinkie look down towards Gummy, “Gummy? What’s wrong?”

The alligator barely reacted to what Pinkie said. Everything became a blur to him and his breaths kept getting softer. He finally closed his eyes.

“No, No, nononononono!” Pinkie cried. “Gummy wake up! Please!”

Seabreeze didn’t find any satisfaction in Pinkie’s pain. Watching her cry over her dead, after realizing she was first and foremost trying to protect the foals under her care made him, if anything, feel sorry for her. And yet, she still had destroyed his town, injured many of his people, and his people were defending themselves; Gummy's death was just the result. He knew that it didn't matter if she had a good reason or not, she still wronged them, and he had to punish her. But how? He didn't want to punish her too harshly.

Twilight took her normal form back. Pinkie didn’t pay any attention to her, her fallen friend mattering more to her than somepony she would never consider a friend again. Spike, however, blinked in surprise to see her standing right beside them. And she casted a spell. One she remembered Rarity showing her a book about centuries past, one from the now long-forgotten Castle of the Sisters, the book Spike tried to share with her when she was crying over her hard work being rejected and -- when she refused -- literally consumed into himself.

It cut off all the dark magic flowing into the avatar.

Everything it'd made vanished. All the enhancements Gummy received over the years. The restored homes belonging to the breezies. The Pinkie clones. The cake.

Everything.

Including itself. And for just a second...

"Twi, Rarity, PLEASE! No!” Spike begged. “I just want to help! I just want you to love me!" Eyes wide and pleading, a dragon with tattered scales and in lead armor begged at the alicorns before it vanished.

"What?" Pinkie stared around in horror. The village was ruined. Homes were shattered. Breezies went over to hug their loved ones. And Twilight and Rarity just looked at her, grief filling their eyes. "I, no, this wasn't supposed to, I didn't mean."

“Wait, the breezies didn’t stay obliterated,” Rarity said.

“BECAUSE I WASN’T TRYING TO KILL THEM!” She shrieked at them both, "WHY DID YOU DO THAT? WHY? YOU BIG DUMB JERKASSICORNS! I WAS GONNA HAVE SPIKE FIX IT ALL AND HEAL EVERYPONY AFTER I STOPPED YOU! Now Gummy’s dead, everypony’s hurt, and it's all your fault!" She dropped on her hefty belly. "I was gonna fix it all, but I can't and you made it happen. Why? Why?!"

"Dey did not do dis," Seabreeze said. His voice was stern, but pity showed in his eyes. "Yoo did dis. Yoo brought the other-yoos here, yoo brought that lissard here and told it to eat breezies. Your alligator is dead because of yoo!" Pinkie began to sob.

Rarity reached out for her, but Twilight stopped her.

"She needs honesty more than your kindness right now, Rarity."

"Yoo say yoo vant to fix dis?" Seabreeze looked into her eyes. Pinkie blinked tears away and nodded. He pointed at the village. "Den dis is your punishment. Stay here. Vork vit your own hoofs. Fix every house yoo vrecked and apologize to every breezie living here..."

"No..." Pinkie said, her eyes going pinpoint pupils at the last one.

Seabreeze ignored her. "Yes. Ven dis is done, ven yoo haff done all yoo can to fix dis, den yoo are forgiven." He flew away from her to the two alicorns and Trixie. Twilight cast her spell, restoring them to their true forms. He looked back and sighed. "Yoo vish to stop things like dis from happening again? Den I am vith yoo."

"Okay," Twilight said. She looked at Pinkie as the overweight mare, moving slowly and painfully, began to try and repair the breezie homes under the direction of the survivors. "Now we go and find loyalty."

“And how do yoo suppose to get me there in vun piece? I’m a breezie, an acorn can easily kill me.”

Twilight thought for a moment, and had an idea. She charged up her horn and focused her magic on Seabreeze, momentarily engulfing him in a purple aura. His body didn’t change, but now he felt stronger.

“All done. This spell should allow you to fly even through storms.”

“Vat did yoo do?”

“I increased your strength and stamina. It should last you for a few weeks.”

Seabreeze began flying around Twilight and her friends, surprised by how fast he moved, way faster than he ever did. “I am ready. Let’s do dis!”

“You’ll be slower out of Breeze grotto than inside.”

Seabreeze shrugged, “Vorks for me”

Twilight took a deep breath.

"Princess Luna, here we come!"

===

Minty waited outside of the portal into Breezie Grotto for her great-grandmother and her friends’ return, bored out of her mind and unaware of the fact that Pinkie was there and fighting them.

"Lost something?" Gilda said.

Minty immediately tensed. The way she saw it, an enemy had come to steal the Elements, and she wouldn’t let her great-grandmother down.

"Chill. I'm not here to fight. I'm just here to say something." The griffon spoke, a white flag tied up on her tail. "I’m assuming that Twilight never even mentioned me, the name's Gilda. Long story short, I was a jerkass when I visited your elders' home town to hang out with my best bud, my only bud, Rainbow Dash ... and she ended up choosing them over me ... And I lost the only real friend I'd ever had. It took me a few decades, but I realized I hated myself.”

Minty was still glaring at her. She had no idea what they were planning to do, but she wouldn’t let them play her for a fool.

"I've only ever asked Nightdrake Banneret for two things. The second was to extend my life so I could stay in top form with Dash like she did. The first, I asked him to change my heart so I could BE with Dash without being a jealous beotch to her other friends ... He offered to create a clone of Dash who was more like me to be my best friend instead first. I turned him down. You ponies bleat that you shouldn't change who you are to better suit a friend. Yet you always cheer when the 'magic of friendship' changes somegriff for the better. Hypocrites.”

Minty had raised an eyebrow. She understood the value of improving herself for the sake of her friends, but it never occurred to her that her fellow ponies might be demanding more than they themselves were giving. She was beginning to feel unsure.

"If all Nightdrake Banneret's used is quick fix magic, and if you beating Nightdrake Banneret will undo all he's done like all that Discord and Nightmare Moon did was undone when they got zapped ... then not only am I fighting to keep from aging into a pile of dust and others to suffer the same fate except you immortal Alicorns, I'm also fighting NOT to turn back into into somegriff I don't WANT to be again! ...”

Minty was beginning to feel scared. Her great-grandmother wouldn’t let that happen, right?

"So just turn around, and go back home. You want to change the world? VOTE! That's what you ponies always said to griffons isn't it? Why your goddess was always trying to make herself LESS powerful a leader and let ponies decide more for themselves. Just talk to ponies one by one and convince them to vote your way. You can do it the peaceful way, or you can ignore what everyone else wants in favor of what YOU want. Like Discord, Sombra, Nightmare Moon, and Chrysalis all did."

Minty heard of those names before. This had to be bait. This comparison wasn’t fair! Her great-grandmother was nothing like them! She didn’t talk back or moved from where she was. It wasn’t worth the trouble.

"Now personally, I'd ask you to give up. But we both know that's not going to happen. You're self-righteous and convinced it doesn't matter how many have to suffer for how you think the world should be. Ponies like you have always existed, and will always exist, trying to push back time, to make thing how they were again in 'the good old days.' Where everything was so much more worthwhile, where foals dying of hoof in mouth disease was common, when us griffons still saw ponies as food, when racism was the order of the day, or back further, when stallions murdered each other for mates while the mares cheered the winners and the slow and sickly were left to die when the predators came.”

Minty wouldn’t accept this. She couldn’t accept this. She knew things weren’t perfect back when her great-grandmother was the ruler of Equestria, but this wasn’t what she wanted… was it? Angry, scared and confused, she only had one thing to say to Gilda, “Get out.”

"Look, I KNOW nothing I'm saying is getting through to you. I KNOW nothing I COULD say will make you stop. Because once you ponies decide you're the heroes, that your way is right, NOTHING ELSE CHANGES IT!”

Minty looked down in shame.

“But DASH wanted me to say it! She said it was formal junk, but I know it's because she doesn't want to fight any of you. But she knows that her loyalty to Equestria has to outweigh her loyalty to a handful of friends out to destroy the world because 'they want hard work to be important again'... . So again, zap me where I stand, send me to Mars so you don't have to deal with me later. But I want you to remember that all the suffering and misery that you want in the world to feel important, everypony who dies, including me, is YOUR FAULT!"

Gilda flew off, but contrary to what she believed, her words left their impact on Minty. Was this the right thing to do? Was what Gilda was saying about her, her great-grandmother and her friends true? She didn’t know, and she was scared to find out. She looked at the bag containing the Elements of Harmony, for a moment the thought of running off to Caketopia and hoffing them over crossed her mind. But she also knew her family, especially Twilight, would never forgive her for this. Maybe she wasn’t cut out for going on adventures and “Saving the world”. Maybe she needed to go back home and think this over.

“Hi, Minty! Kept you waiting, huh?” Twilight came through the portal along with her friends.

“Hi, great-grandmother.”

“Are you alright, dear?” Rarity said, “You look terribly shaken. Is everything okay?”

“Yeah. It’s fine.” Minty said, “Where are we going next?”

“We’re going to Moonshine Valley to pick up Luna.” Twilight said. “Is something wrong?”

“No. Let’s just go.”

===

Far away, Nightdrake Banneret screamed in pain.

"Twi, Rarity, PLEASE! No! I just want to help! I just want you to love me!" his avatar had cried out. Then darkness. Like a part of his body had been cut clean off.

For the first time in a very long time, the dragon felt rage. He wanted to teleport every one of his avatars to the Breezie grotto and punish Twilight and Rarity for hurting him, for betraying him. And he would have except...

"Spike?"

"Spike? Did you hear me?"

"Spike?! SPIIIKE?!"

"SPIKE!?"

All across Equestria, ponies screamed his name, frantically smashed their buzzers or furiously rang their bells. The ponies were so used to having their every wish immediately fulfilled that even the slightest delay was enough to send them into a panic. Banneret quickly went back to work, refilling ponies' drinks, cleaning up their messes, and giving them new trinkets. And already the memory of the incident was beginning to fade from his mind...

Elsewhere, Applejack watched the avatars get back to work after suddenly freezing for a few seconds.

"Rarity an' Twilight, you two had somethin' ta do with this, didn't you?" she growled, gritting her teeth. "You two better hope that Pinkie or Rainbow Dash will find you first. Because if Ah find ya--" She gave her brand new lasso a tug-- "it ain’t gonna be pretty."

===

Applejack wasn't blind, she knew what lazy bums a lot of ponies had become, but all of it had been their choice. She hadn't LIKED Aunt and Uncle Orange's fancy shmancy upper class junk, but she had RESPECTED IT, and had accepted that was how they chose to live, just as they accepted Sweet Apple Acres was how she'd chosen to live.

AJ stamped her hoof, and shouted at the sky, not caring who heard her or not. "DANGNABBIT TWILIGHT! WHAT THE BUCK GIVES YOU THE RIGHT?! YA THINK JUST CAUSE YER AN ALICORN NOW YA GOT THE RIGHT TO TAKE PONIES' CHOICES FROM 'EM!? This was their choice, and my choice! Just cause ya chose somethin' different doesn't mean ya got a right ta make everypony else dance ta yer tune! We never forced ya ta dance to ours!

"If you buncha self righteous bullies are gonna make everypony else miserable just cause they ain't bein' up ta yer standards, then Ah'm gonna give ya a hard and fast lesson on respectin' other ponies' choices! Ya can bet on it!"

Applejack sighed.

She took out a locket Spike had given her that let her keep an eye on all the relatives of her choice.

Fatty Apple Bloom was in that fancy throne of hers, dictating every possible design idea for new gadgets, then as soon as they were done she'd begin working on the NEXT design that was an improvement on the last.

Big Mac still working the fields, with Cheerilee with 'em.

And "Granny" Smith, now a filly having fun at Pinkie Pie's endless parties. Her granny had earned it.

And Twilight and her friends wanted to end it because they disagreed with it.

"Idiots, if they really wanted to undo EVERYTHING Spike's done, does that mean everypony besides the two of them turnin' ta dust cause we're past our time? Selfish jerks." Applejack sighed again, gritted her teeth, and shed a single tear for her astray friends.

Applejack remembered how busy she used to be, all the blood sweat and tears her friends had to go through just to get her to relax, how Applejack had nearly worked herself to death once before admitting weakness.

She remembered how her obsession with making sure her family was protected and being always important to her family had caused her once to baby Apple Bloom so badly she nearly got eaten by a Chimera as a result of trying to break free of Applejack's grip. She wouldn't fall into that trap again. Rainbow Dash had been more than eager to fill the void, coming up with ever more elaborate competitions between the two.

She didn't think her family or her friends would need her, and why would they? As far as she knew, they all had their own lives, they were happy, and this was all thanks to Nightdrake Banneret. They would need her again if Banneret was gone, but this wasn't an option. The way she saw it, it shouldn't be; they shouldn't have to suffer because of the desires of a few selfish ponies. Her decision was already made.

"Spike."

Nightdrake Banneret’s avatar appeared. It was like most of his standard avatars, a replica of how Spike had been when he was Twilight's number one assistant. She’d seen on rare occations avatars that looked like hulking titans, close to how he looked now.Compared to the hulking titans she'd seen Spike use on rare occasions that were a lot closer to how he looked now.

“Do you want me to bring Twilight’s family here?”

“Huh, why?” AJ asked.

“I thought getting hostages would stop them.”

“No! Ah ain’t delivering THAT low of a blow!” Applejack said.

"Then, what is your command?" The avatar asked.

"Ah'm ready." AJ put her father's beloved stetson down. "Don't hold back, and don't be gentle."

"I can do it painlessly easily."

"Ah'm gonna be fightin' mah friends cause they can't let go of the 'good old days' and want everypony to be in 'em too. There ain't nothin' painless about this, so why should this?"

"Because the pain is unneeded."

"It'll feel like cheatin' TA ME if it ain't there." She look a deep breath and slowly let it go. "Do it Spike."

"As you command."

Green fire covered Applejack, she screamed in agony.

Her body twisted and turned. She felt an extra-special pain unlike any other pierce her skull, then that same extra-special pain rip apart her back.

She thought of it, her centuries of life, her endless competitions with Rainbow Dash, her mistakes, her sins, her achievements, her virtues, she felt felt her heart, mind and soul burn along with her body.

Applejack didn't know how long it lasted. It might as well have been an eternity.

Spike had been happy to let everypony who didn't want anything to do with him be, until Twilight and Rarity had to go and upset the applecart because they couldn't accept ponies having chosen a different way from them?

Possibly kill off an entire world just to satisfy what THEY DECIDED was right and wrong?

No. Did she want her brother to die and turn to dust because SHE thought it was unnatural for him to still be with his wife?

Applejack wouldn't let them.

The pillar of green flame faded.

A red glow picked up the stetson hat and slowly put it back on Applejack's head, she grunted as she had to reposition it to make room for her new horn. AJ flexed her new feathery wings.

"Ah'll protect this world Twili, and if Ah can't, Ah promise ya, Ah will avenge it," said the new Alicorn.

"I could make you some new regalia, Princess Applejack."

"Ah ain't no princess. And fancy bardin' is for lookin' pretty, and Ah ain't gonna be doin' stuff that it's right to be pretty about."

"Excuse me, I think carrying your request caused another mass delay for others."

"Sorry," the new Alicorn said. The avatar bowed and vanished.

===

Miles away, the sun had risen, and the four ponies and one breezie stood at the entrance of Moonshine Valley, home of Princess Luna and the bat ponies. The valley was filled with beautifully crafted silver and sapphire buildings, and at the center of it all was a large citadel with a giant moon carved into the side. Trixie whistled.

"Now that is impressive," she said. "The bat ponies are quite the artisans aren't they?"

"Yes, they've had a thousand years to perfect their craft," said Rarity. "You should see the sculptures they built on the moon."

"And dey did dis all vithout de help of de dragon?" Seabreeze asked suspiciously, examining his reflection in one of the buildings.

Twilight nodded. "Princess Luna commanded that none of the bat ponies were to ask Spike for anything and so… they didn't."

"Seems pretty quiet," said Minty, looking around the empty streets. "Where is everypony?"

"Probably sleeping. Bat ponies are nocturnal after all. Ah, here we go."

Twilight walked up to a snoozing bat pony guard leaning on his spear. She cleared her throat, startling him awake.

"Wha..?" he said.

"Excuse me, sir," said Twilight, patiently. "But we would like an audience with Princess Luna. Is now a good time?"

"Uh..." The bat pony scratched his head with his spear. "The princess is already meeting with someone else, but I can see if she's willing for a few more guests."

Twilight thanked the guard as he flew off towards the citadel and rejoined the others.

"Twilight, do you think Princess Luna will help us?" asked Rarity. "The last few times I met her, she seemed pretty... morose."

"I'm sure she'll help us," said Twilight firmly. "She has always been loyal to the ideals of the old Equestria and she always managed to cultivate a sense of devotion in her subjects. She's exactly what we need.” Twilight turned to Minty. “Minty, you should get back home. I’ll give you a signal to send us the Elements or, in case we fail, I’ll leave taking Nightdrake Banneret down to you. Hopefully, you won’t have to fight this yourself.”

“Alright, I’ll be waiting.” Minty nuzzled her Great-grandmother. "Hopefully, I'll see you after all this is over."

Minty said goodbye to the others and was on her way. She breathed in the fresh air and sighed. It was a beautiful day. Minty had a long way to go and she would be teleporting most of the distance, but for now, she would take her time and enjoy the scenery--

Minty paused as she spotted something out of the corner of her eye.

The unicorn walked over to where she had just seen whatever it was, but there was nothing. Just trees and flowers surrounding the otherwise empty road.

"Huh," she said turning back towards the road--

THWACK!

Minty fell to the ground, unconscious. Working rather efficiently, a pair of changelings -- now called the Flutterponies -- who were accompanied by one of Spike's avatars, stuffed the pony into a sack along with the bag she carried with Elements inside, and tied it shut.

“Spike, take us to Celestia.”

“As you wish.”

They were gone in a burst of green flame.

...

In her citadel, Princess Luna, her mane no longer starry or flowing, stirred her tea as she talked to Fluttercruel. "So then what happened?"

"So after I gave my big speech, the guy looks at me right in the eye and says, 'So what? The daughter Sir Spike made for us is better than the daughter we actually had." Fluttercruel snorted in disgust. "Then his wife dumped a bowl of custard on my head and kicked me out."

"That's terrible."

"Eh, it's still a step up from what most ponies normally do. Usually, they just have Spike run me off as soon as they see me."

"Sometimes I don't know why you even bother," said Luna sadly, setting down her teacup. "Every year, the ponies seem to get more and more lazy and selfish. Just when I think they can't sink lower, they surprise me."

"I bother because it's how my momma raised me. 'You're not doing any good if you only help those who don't need help,' that's what she always told me."

"Still... it can't be easy." Luna got up and walked over to the balcony and gazed out at the city. She noted a guard flying up towards her. "Having ponies constantly mock, spit on you and treat you like dirt."

"'Course it isn't easy, but that's how I like it." Fluttercruel said. "'Challenge is the spice of life!' My dad taught me that one."

The guard finally reached the balcony and landed in front of Luna.

"Pardon the intrusion, your majesty," he said, bowing before her. "But Twilight Sparkle and Rarity are at the valley entrance with two others requesting an audience with you."

Luna instantly brightened up. "Really? Of course I'd liked to see them, it's always a pleasure. I wonder who the two others are? Hmm..." Luna pondered this for a moment before turning back to Fluttercruel. "Do you want to come along? I'm sure they'd be glad to see you."

"Eh, maybe later," she said, reclining back in her chair. "I'm just going to chill for a little bit. You have some fun. You could use it."

And with that, Luna jumped off the balcony and flew down to meet Twilight and the others.

...

Far away, on top of a cliff, the newly-alicornified Applejack sat waiting.

Then there was a burst of green flame behind her. A pair of Spike's avatars bowed to her.

"As you have commanded, we have returned," one of them said. "With news of the whereabouts of Twilight Sparkle and her associates."

"Presently, they are at Moonshine Valley," said the other. "They seem to be trying to recruit Princess Luna to their cause."

"They won't get a chance to," growled Applejack. "An' if Luna has joined up with them, then she'll suffer with the rest of those slimey varmints!"

She kicked off the ground and shot off towards the Valley. Despite her inexperience with flying, she was moving at an incredible speed. She made a mental note to challenge Rainbow Dash to a race when this was all over. She'd probably be able to outstrip her by far...

No! Stay focused, Applejack. Remember why you're doing this. Remember what will happen if you fail...

A horrible mental image filled her mind. She saw pudgy Apple Bloom falling off her throne, gasping for air. She saw Big Macintosh and his wife scream in pain as their bodies withered away. She saw "Granny" Smith rapidly age from foal to an ancient pony before falling to pieces...

Applejack gritted her teeth and increased her speed. The air around her crackled with red energy and her eyes glowed red.

"Twilight an' Rarity, Ah will stop you. FOR MAH FAMILY!"

===

Three ponies and one breezie looked up as Luna descended to meet them in the moonflower garden outside her palace, the light becoming shadowy in her presence.

"My friends," Luna said, nuzzling Twilight first and then Rarity. They winced slightly at seeing her, smaller and shorn of much of her power. Luna nodded first at Seabreeze, and then at Trixie. "Seabreeze, is it not? Leader of the breezies? And..." Her eyes widened as she looked at the blue unicorn. "Wait, I remember hearing of you from my sister..." Luna shook herself, "An illusionist, she said? Trick-something?"

"The Great and Powerful Trixie is pleased to meet the Princess of the Moon," Trixie stood and gave a formal bow as she spoke. "Trixie wishes she was better remembered, but after a thousand years she supposes that a few things will be forgotten."

"Much has been forgotten. It's why I made this city," Luna said, her voice going dull before lightening. "But it is good to see old friends. Please come inside, I have a small lunch prepared..."

"Green cheese and moon pies?" Trixie tried and failed to look innocent as the three alicorns looked disgusted. She said, "Given that Trixie has not eaten in a thousand years, she should not complain. After all..."

"Trixie," Twilight said, her voice stern, "If you even try to say 'hungry as a horse', I think I might turn you back into stone."

"I think the meal may be slightly more varied than that," Luna said. "Please do come, let us eat before we speak of whatever brought you here." She turned and led her guests and old friends into the ivory citadel.

The meal was indeed more varied than expected, complete with some sweet wine. Even Seabreeze drank a thimble-full. Twilight and Rarity wondered if Luna knew why they were there. If she did she gave no sign, speaking only of times gone by, before Nightdrake Banneret. Banners hung from the walls, their colors dull and faded and looking tattered along the edges. Hastily worked patches showed on the walls behind them. Twilight noticed Rarity shaking her head ever so slightly as she saw them.

They also wondered who else had been there; an empty seat sat along the table, and an empty silver platter lay before it with some scraps of meat on it. Twilight and Rarity looked at each other, their curiosity reflected in each others' eyes.

"My Moon Tribe eats some meat, especially of late," Luna said. She indicated some of the guards standing around the chamber. Some of them bore bandages along their limbs. Their silvered barding showed some faint tarnish and scarring, but the spears they bore looked serviceable. "They, we, raise some cattle and other domestic animals in the valleys further into the mountains where ponies no longer wish to go."

"Domestic animals?" Trixie looked away from a pair of small Moon Tribe foals she'd been amusing with her illusion and at Luna, swallowing. "You feed cows and pigs to them?"

"Non-sapient ones," Twilight hurriedly said, catching the angry look on the faces of the bat ponies. "They existed back in our time, too; griffons and other carnivores ate them." Trixie still looked a trifle ill, but she returned to the happy foals. Twilight said, "And while I love history, I'm afraid it's more current events we have to discuss here. Luna, Rarity and I, we've decided that..."

"That 'tis time for Nightdrake Banneret to be defeated, and responsibility for the lives of ponies be handed back over to them?" Luna looked at her and Rarity.

"Yes!" Twilight said, relieved. She'd wondered how to say it. "We need to gather new Elements; between us we already have Magic, Laughter," Trixie threw off a small burst of purple and blue fireworks, eliciting delighted little whinnies from the foals, "and Honesty." Seabreeze looked up from his thimble and nodded tersely. Twilight looked at Luna. "I was hoping we'd found Loyalty here. Your devotion to the Moon Tribe, your determination to keep them from becoming reliant on Nightdrake Banneret... Will you help us?"

"No."

Twilight blinked. "But why not?!?"

"For one reason, I am not the current Bearer of Loyalty, though I know who is." Luna said, standing up at the head of the table. Before any could ask the obvious question, she added, "And I dare not leave my ponies unguarded at this time."

"Vhich enemies are attacking yoo?" Twilight looked at Seabreeze, shocked. He noticed and shrugged, pointing around the room. "Guard-ponies' armor is damaged, and they are too. Valls haff been damaged too, recently. Dey raise their food in hidden places; animals that can be driven avay ven enemy comes." He buzzed over to look Luna in the face. The Moon Princess looked ashamed. "Hoo your enemies are? Other dragons? Griffons?"

"No," she said, the words almost dragged out of her. "They are ponies. Pegasi. They attack my ponies, plunder what little we have sometimes, but mostly," her next words sounded like a curse, "they seek battle because it amuses them."

"That, that can't be true!" Rarity stared in shock. "Ponies get everything they need from Spike, there's no need for them to..." Realization struck her at the same moment as it did the others.

"What they NEED, yes," Luna emphasized. "But not everything they want. You remember the, what did you call them, the 'historical re-enactors' of your time, Twilight, Rarity?" The two alicorns nodded.

"It was good to see ponies interested in the past, but they romanticized it so much," Twilight said.

"So do these," Luna said. "I know not where they learned it from, but they heard the old stories about pegasus warriors raiding their enemies for plunder and glory in the days before Equestria and decided it would be fun," Luna flattened her ears, "to play at it. They asked Nightdrake Banneret for armor, weapons, strong and healthy bodies. Then they started raiding Moonshine Valley." She looked at the damaged walls and at the guards. "It has gone on for years now. It took me long enough to realize they were serious, and to teach my ponies how to fight back." She shivered, the feathers of her wings ruffling. "It was not easy. Banneret gives them protection against my powers -- 'to keep it fair' -- and heals their injuries, but since we refuse to accept his help?" She sank down on her haunches, head hanging. "We grow fewer and fewer. They mock us, saying all we need to do is to accept Banneret's gifts and we can play this game forever as they wish to. Sometimes I wonder if that is why the dragon allows it to happen."

"Luna, I..." Rarity went to the Princess and nuzzled her. "I promise you, we will stop this. All of it. When we stop Spi -- I mean Nightdrake Banneret. But you have to tell us who Loyalty is."

"Rarity," Luna looked at her, at them all. "You may not be pleased to know who the Bearer is. And I do not know if I have the right to share her identity without her consent."

Outside the valley, Applejack looked up from atop the pinnacle on the hill she stood on and wondered just what she was seeing. Four pegasi, three stallions and a mare, descended towards her. Lances set in fighting harnesses hung at their sides, and they bore blades like a rooster's spur set along their fetlocks. Their glittering, gem-encrusted golden armor looked as gaudy as one of Rarity's old dresses.

"Hey, blondie! Get outta here, no overpowered OCs permitted!"

Applejack noticed these weren’t bat-ponies, like the ones she expected to encounter. They were armed, but they didn’t look like they were with Luna. She knew something wasn’t right.

“First off, what are ya talkin’ about? And secondly, who are ya and what are you doin’ here?” Applejack said.

One of the pegasi stallions dropped before her, snorting. "This is our playground, and we don't need some wanna-be alicorn..."

"Hey, keep it period! I mean," One of the stallions said, "Uh, 'speakest thou as true warriors ought'?"

"Ah ain't got time!" Applejack charged into their midst before they could call for one of Spike's avatars. Her hooves lashed out in every direction, sending all three flying. They impacted with groans. Their leader, ‘General’ Lightning Dust, a light turquoise mare with an amber and gold mane spilling from under her crested helmet, snorted in disgust.

"Idiots. We're off on a raid against the bats here, not hassling everypony we meet." The three armored stallions cringed. Lightning Dust dropped down before Applejack and spoke in a more respectful tone. "Er sorry about that, ma'am, but sometimes these three forget that not everypony's playing the game."

"Game?" Now Applejack remembered. Dash told her about these pegasi, with contemptuous snorts. They acted like it was the old days of the Three Tribes, and treating it like a game. AJ wondered what went through their minds, but given that Spike could repair all the damage and heal everypony involved in a moment, what harm did it… Wait… Wasn’t Moonshine Valley independent from Nightdrake Banneret?

“What are a buncha’ play-pretend pony-raiders doin’ in Moonshine Valley?” Applejack horn started to crack lightning, “Y’all ain’t being a bunch of rattle-snakes ta them, are ya?”

“What, uh, no, no,” Lightning Dust gave a nervous laugh, “In fact, Luna is in on it!” She lied.

“What?”

“Uh, yes! Luna changed her mind about Spike!” Dumbbell said.

“When?”

“A hundred years ago! We’re just playing a friendly game of ‘capture the fort’!” Score said.

“Well, Ah’m glad the Princess finally decided ta accept help,” Applejack believed the liars with a smile.

Lightning Dust grinned, a trifle too widely. "Yes, that’s it! So, forgiven?"

"Sure, y'all are forgiven," Applejack said. "What's more, ah just have ta know." She spread her wings and let crimson lightning play between them and over her horn. The pegasi fell back, eyes wide.

"Can AH play?"

===

Twilight wasn't sure of what to think as Princess Luna lead them through the halls of the citadel to meet this mystery pony.

"And you're sure that this pony is the Element of Loyalty?" she asked. "How do you know? And why can't you tell us who is?"

"And what do you mean that I 'won't be pleased to know who it is'?" asked Rarity.

"Everything will be clear soon," said Luna. "But first we need to find her. She likes to wander, you see, but I'm hoping that she'll be in her quarters."

"Sorry to interrupt, but Trixie was wondering about something, why is Celestia not here with you...?"

"We had a disagreement," said Luna quietly.

"Nightdrake Banneret?"

Then she turned to Trixie. "Oh, yes, we did disagree there. But that isn't why she isn't here. We wanted to continue being a princess, and she didn't."

"That's--well, Trixie would never in a thousand years imagine that the princess would just abandon her duties like that!"

"Neither did we," said Luna sadly. "But she did. I suppose we should've seen it coming. Celestia did always feel burdened by her responsibilities..." Luna shook herself. "But that's in past. For now, let's just focus on the present and find our friend, shall we?"

And with that Luna set off down the hall. Twilight, Rarity, Trixie, and Seabreeze exchanged uneasy looks before following her.

...

High above the valley, Applejack and the four pegasi laid on a cloud and looked down on the city.

"So how do you want to do this?" ‘General’ Lightning Dust asked. "We've hit this place plenty of times before and we know a few strategies you might want to consider."

"Yeah," Hoops said. "Like for example, the southern wall isn't as well guarded as the others, you can always start there."

"Or you could try the sneaky approach," Score said. "There's an old sewer pipe over there that leads right to the city square. You could use that. That is if you don't mind the smell."

"Hold on," Dumbbell said. "Are we going to speak in period accurate speech or not? I thought we were doing that."

"No, Dumbbell, we are not doing that," Lightning Dust said, rolling her eyes. "We were never going to do that, it's just busy work. Anyways, we could also split up and do a pincer attack on the city and get them to divide their forces so they're easier to take out."

"Those are mighty fine suggestions," said Applejack, standing up. "But here's deal: there are some lowdown, dirty varmints down there that Ah need ta tear ta pieces. Ah'll deal with them and Ah need you bunch ta keep all the guards off mah back while Ah do that. Think ya could do that?"

"Ha! You kidding?" Core said. "We've been kicking around those losers for years now; this'll be a cakewalk! But, um, how do you wanna attack?"

Applejack smirked. "Like this." Applejack's new horn glowed bright red. The former earth pony obviously didn't know any fancy spells enchantments. Except for two: basic telekinesis and this:

Applejack fired off a bolt of magic at the city. It struck the side of a building causing an explosion to blossom forth.

"There! That'll get their attention," she said as she and the pegasi jumped off the cloud. "An' remember! Take care of the guards--while Ah take care of business!"

...

Outside the valley, Fluttercruel watched a plume of smoke rise up from the city as she reclined on a ledge and sipped a glass of chocolate milk.

"Of course all the fun stuff happens when I'm away," she muttered to herself. "Heh, Dad would've found that funny."

She got up and stretched. "Well, better get to it then, eh, Mom? No rest for the good guys."

She downed the glass and tossed it aside. And was disappointed when it merely shattered.

"I can never get it to explode..." she said, shaking her head.

Then she hopped down and started to make her way back to the city.