After the Sun

by criticalmess

Rating: everyone
Tags: Twilight Sparkle, My Little Pony: Friendship is Magic, Other, Nightmare Moon, Spike, Comedy, Tragedy
Length: 17521

Nightmare Moon's return leaves her weakened, and is drawn to Twilight and the darkness in her heart

The Summer Sun Celebration has gone off without a hitch, leaving Twilight embarrassed and confused. She is sent to remain in Ponyville to learn about friendship, the most powerful magic ever. However this task is interrupted by an unwanted guest. Not only is Twilight forced to put up with her new houseguest, she's starting to feel a change coming over her, taking over her mind. Can she resist the call of the night, or will she fall entirely into the grasp of Nightmare Moon?

Published 2012-04-23 04:34:02 UTC
Last updated 2012-08-08 01:46:17 UTC

Act I Chapter I

Act I: Creatures of the Night
Chapter One

I've been wrestling with my circumstances for a long time now, trying to find some sense in it all. Maybe the universe was thrown off balance by some cosmic force or being. Maybe the stars aligned on the night of my birth and completely ruined my chances at a normal life. Maybe I'm simply insane and I'm doing this to myself for no good reason. But there's one thought that I can't stand.

Maybe she's right.

Maybe all of this...

...happened...

...Perfectly

Even though Twilight grinned and applauded along with the rest of the ponies as her teacher raised the sun, she was inwardly stunned and ashamed. She had been certain that all of her research was correct. She had been certain that the Summer Sun Celebration was going to be remembered as the day Nightmare Moon returned. She had been certain that after a thousand years the Mare in the Moon would be released. Hay, she even could have sworn she saw the image on the lunar surface disappear as the four stars aligned in the sky.

But no.

When she was introduced Princess Celestia emerged with all of the pomp and circumstance befitting a goddess. As the ponies cheered on the floor below, she rose into the air and brought the sun over the horizon for the longest day of the year. Afterwards she stepped back down and smiled warmly as her subjects laid adulations upon her. It was majestic, it was awe-inspiring, it was completely unmarred by any interruptions.

Twilight never before felt so unhappy over perfection.

When the princess' gaze passed over Twilight, the purple mare winced instinctively. I feel so foalish now. She gazed down at the floor as the Princess turned away and left the main room. The Princess was right, I was overreacting... again.

"Mss Sparkle?" Twilight's head jerked up. Many of the ponies were filing out of the Town Hall and talking amongst themselves while a Royal Hussar had landed in front of her. "The Princess wishes to see you."

"I..." Twilight opened her mouth but her sentence faded off into a nervous chuckle. "Of course, lead the way."

The two ponies made their way against the flow of ponies leaving the hall. Most turned their heads to see the passing two; a few actually waved at Twilight as she passed. She nervously smiled and waved back at a few of the ponies. Well, at least it was nice here, even though most of the ponies here are crazy.

Princess Celestia was waiting for her on a balcony on the top floor of the Town Hall. The Princess was flanked by two of her Guards as she looked over the town. Below ponies were going about their lives, the those that didn't stay up all night partying that is. The quaint buildings looked even more colorful than normal as the morning sun gave them a soft glow. The Princess' multicolored mane waved in the nonexistent breeze and sparkled even in the shade cast by the awning.

Twilight's eyes narrowed slightly in concern as she spotted the distant look in her teacher's eyes, but as she approached, Twilight saw Celestia's wise and caring smile return. The sun princess looked over to her student. "Well Twilight, I have to say that this Summer Sun Celebration was a complete success, what do you think?" Twilight's eye twitched briefly at the perceived jab, but Celestia seemed to not notice. "Thank you for overseeing the preparations so spectacularly."

"Well, the praise isn't just mine, Princess," Twilight said sheepishly and looked away humbly, "the ponies here were quite talented. I wouldn't be surprised if the Celebration were just as successful even without me to organize everything."

Celestia grinned. "Oh, Twilight. Don't tell me you didn't help at all."

"Well," Twilight continued to look away and kicked at the ground. "I mean, of course I made sure everything was ready. And it was."

"Twilight?"

Twilight looked up at her teacher's smiling face and sighed. "I guess... I'm sorry."

Celestia's laugh was as melodious as the finest songbird in Equestria. "Twilight, you have nothing to be sorry about."

"You were right, I was too focused on the Mare in the Moon. Once again I made a big deal over nothing and... I'm sorry."

There was a pause as Celestia looked Twilight up and down. She stepped forward and leaned down to her student's level. "Twilight, you have nothing to be sorry for. You were worried and you made your concerns known to be. You just have to learn to relax sometimes Twilight. I wasn't telling you not to be worried, but I did tell you to step away from your books for a while and make some friends." She tilted her head. "Did you make any friends, Twilight?"

The purple unicorn smirked. "Inadvertently."

Celestia leaned back and grinned. "I'm glad for that. Don't stop thinking about these things Twilight, telling you to do otherwise would be fruitless. But you have to learn the value of friendship."

Twilight laughed. "I guess that's just one more thing I need to learn then."

Celestia looked away and out at the town thoughtfully.

"So," Twilight continued, "I just need to go back to the library to gather my things..."

Celestia turned back to Twilight suddenly with a bright smile on her face. Twilight was struck silent by the spark of light in her teacher's eyes. "Twilight," she said brightly, "I have a new assignment for you...."

Twilight walked back to the library in silence, eyes wide, completely oblivious to everypony around her.

Study the magic of friendship and report back to me your findings every week. Study the magic of friendship and report back to me your findings every week. Study the magic of friendship and report back to me your findings every week. Study...

She only stopped repeating her teacher's assignment in her head when she nearly ran into the door of the library. My new home.

She leaned forward and sighed. I know she wants me to make friends, but does she really need to do this? I mean, Ponyville is really nice but... she shook her head as she struggled to find an objection to the Princess' request. Twilight gave up her inner debate and yawned. It's been a while since I've slept. Using her magic, Twilight opened the door and entered the library. I'll get started after I get some sleep.

Twilght looked around the library and barely registered how dark it was. The windows were shuttered and curtains were drawn. All of the lights in the room were snuffed out, recently too; some of the candles were still smoking. There weren't even any lights coming from the bedroom upstairs. She frowned slightly at this but shrugged and entered the tree, closing the door behind her.

That's when she heard the sound of hoofsteps upstairs.

She paused in the center of the room and craned her neck up, hoping for a better look at the dark room upstairs. "Spike?" She carefully trotted towards the staircase. "I can't believe you're still up after last night. You're only a baby dragon after all; you need your sleep."

Twilight waited patiently and stared up into the silent room. Nervously, she stepped towards the stairs and was encountered by a sudden wave of foreboding. It chilled the unicorn down to her core and set off alarm bells in her head. She instinctively gulped and found her throat incredibly dry. Slowly, she crept up the stairs.

The bedroom was even darker than the room below and filled with the same dark energy. If she knew better, she would have sworn that a bookshelf had been thrown across the window to completely block out the light. But inside the pitch-black bedroom she could hear a soft snoring coming from Spike's bed.

"Spike?" She whispered anxiously. Tentatively, she illuminated her horn with magic.

"If you move, speak, or do anything that would draw attention to me, your familiar is as good as dead."

Twilight recoiled in horror as she looked back into the deep blue eyes of Nightmare Moon. The black alicorn sat on the floor next to Spike's bed, one eye on its occupant, the other on Twilight. Her shadowy mane lay flat against her back, twitching only slightly. Waves of dark energy radiated from her still form and filled the room with an unearthly aura. Meanwhile Spike yawned and rolled over in his bed, blissfully unaware of the darkness hovering right above him.

"Ah-" Twilight choked.

Nightmare Moon raised a hoof threateningly over the baby dragon. "What did I say?" Twilight closed her mouth and stared fearfully at her guest. "Good. Do you know who I am?" The two stared at each other in silence for ten seconds before Nightmare Moon twitched in annoyance and cocked her head. "You can speak now."

"Nightmare Moon." Twlight's voice was barely audible, but Nightmare Moon smirked.

"Then you're aware of what I can do."

Twilight nodded mutely.

"Excellent." The former Princess of the Night turned her attention to Spike and grinned wickedly. "What a cute familiar. I didn't know Celestia could continue this practice. I especially didn't expect her to attempt..."

"What do you want?"

Twilight's declaration was firm but with an undertone of fear. Sternly, she stepped forward and looked the black alicorn in the eyes. Nightmare Moon's eyelids lowered slightly in annoyance. Slowly, she raised her head and met Twilight's gaze with her own imperious glare. Twilight's eyes furrowed slightly as the unicorn thought she saw a glimmer of embarrassment in those serpentine eyes.

"I need... your help."

Act I Chapter II

Act One: Creatures of the Night
Chapter Two

"My..."

"Help, yes. Must I repeat it?"

Twilight blinked in confusion at Nightmare Moon's request, nay, demand for help. The black alicorn turned her attention back to Spike, a scowl on her regal features. If Twilight didn't know better, she could have sworn that the dark alicorn was embarrassed.

"Why?"

Nightmare Moon glanced back at the unicorn. "I have just now emerged from my millennium prison. Such a feat, even for somepony such as myself, is extremely taxing on one's magic. I may have succeeded but at the cost of.... Simply put I am not at my best." She growled threateningly and added, "Don't misunderstand me, I'm no foal. I'm still powerful enough to face you down, let alone this baby dragon. I merely need to bide my time and recover my full strength so that I may face Celestia myself, though this sunlight is certainly not helpful."

The black alicorn shifted her wings slightly. "Until I can return with my full might and an army supporting me, I need somepony to keep me hidden."

Twilight shook her head disbelievingly. "But why me? Why me?"

Nightmare Moon sighed and looked away thoughtfully. "It's difficult to explain. Just accept that right now you are the only pony in this town that I can possibly hope to trust." Twilight opened her mouth to retort but Nightmare Moon raised her hoof threatening over Spike's bed. "And keep in mind that I hold your precious familiar's life in my hooves."

Twilight remained still, thinking her situation over. I could try to fight her if she's really weak; she could be underestimating my own talent. But what if she's not? I can't risk Spike, but this is...

"You will help me."

Twilight could sense the desperation and pleading behind the imperious veil of the Night Princess' declaration. Carefully, she nodded her head and replied quietly. "How long?"

Nightmare Moon smirked triumphantly. "I should be ready to reveal myself to the world by the Winter Moon Celebration. That is, if it is still celebrated."

Twilight jumped in shock. "But that's...."

"As long as I need, and I expect your cooperation for at least that long." Nightmare Moon's smirk widened into an evil grin. "Perhaps even longer."

"Six months...." Twilight scowled. "I'm not helping you any more than I have to."

Nightmare Moon settled back comfortably. "We'll see."

Twilight stared at the evil princess, who merely returned her gaze. The latter raised an eyebrow questioningly. "This is my bedroom." Twilight explained.

Nightmare Moon cocked her head. "I could have sworn you ponies slept during the night, or has society really changed that much since I have been absent."

"It hasn't," Twilight shot back. "I've just had a long, sleepless night. If you would mind..."

"I'm not using your bed." Nightmare Moon gestured towards the unoccupied bed.

Twilight stared at her for a few seconds and turned around. "I'm going to do some reading."

"Remember Twilight," Nightmare moon cautioned, her voice dropping coldly, "I'm watching you. If you do anything..."

"I know." Twilight muttered and trotted back down the stairs, taking her light with her. Satisfied, Nightmare Moon rose unsteadily to her feet and slowly walked over to Twilight's bed. There she curled up into a tight ball and laid down, taking up the entirety of the purple unicorn's bed. With her eyes, she watched the slumbering dragon while her mind remained concentrated on the sparkling white aura that now paced in the library below.

"Hrk...Gh...Huh?"

Nightmare Moon turned her full attention to the purple dragon baby that now stirred in his bed below her. The dragon snorted and rubbed his eyes. Blinking, he groaned, "Did I really sleep all day?"

"Hardly."

The purple dragon jumped in shock and looked around the pitch-black room. "Wh-Who's there?"

Nightmare Moon grinned mischievously and leaned over the bed, whispering in the dragon's ear. "Your new foalsitter."

The dragon froze and fainted, causing Nightmare Moon to chuckle in villainous pleasure.

Twilight tried to calm down and read something, anything, but her mind was still racing, trying to find out a way to break Nightmare Moon's hold over her. I need to get Spike away from her, but she's too smart for that. Maybe I can claim I need to go shopping for... quills? No, she'd never buy that. Maybe a secret... no, she'll see through that. Maybe... I don't have enough time alone for that...

"...you are the only pony in this town that I can possibly hope to trust..."

Twilight stopped pacing. How can she trust me? Does she even know who I am? She looked up at the ceiling, thinking she heard a thud from upstairs, but dismissed it as her new houseguest. I can't be helping Nightmare Moon. I mean, I'm Princess Celestia's personal student, I have to be able to find a way to stop her.

"Of course..." She muttered softly, and turned her attention to the bookshelves that lined the room. "Elements... Elements... there has to be a book on them around here somewhere."

A sudden knock on the door caused her to freeze in shock. "Hello? Is anypony in here?" Twilight grimaced at the sound of Applejack's voice and stood still in the middle of the room. Maybe if I stay still and don't make a sound, she'll go away...

A shadow fell over a curtained window and an orange pony appeared through a crack. Twilight watched as the newcomer peered into the dark room, her eyes eventually falling on Twilight's still form. "Hay there, anypony in there?" Applejack repeated, knocking on the window, "Is that you Twilight?"

Twilight sighed and did her best to put on a smile and opened the door with her magic. The orange pony reappeared at the door shortly after and trotted into the room. "Hiya, Twilight! Gosh," Applejack remarked and looked around the darkened room, "awful dark in here, isn't it?"

"Well, yes, yes it is." Twilight nervously laughed, "It's just that... I... wait!" She suddenly sped over as Applejack tried to open one of the curtains.

"Well what's wrong Twilight?" Applejack asked with one eyebrow raised.

"It's just... I've been up for too long." It was a half-truth, and that was good enough for her. "I'm really tired, and I really need to get some sleep."

"Well, sorry for bothering you then sugarcube," Applejack apologized abashedly, "It's just that I could have sworn I left some cider here from last night's party."

"It's okay." Twilight's nervous smile returned in full force. "There's no problem." She looked around the dark room: most of the party decorations and paraphernalia from last night had been taken away by the time she arrived, most likely by Pinkie Pie. "I don't think it's here, though."

"Shucks, I should've tried Sugarcube Corner first. Sorry again Twilight." Applejack turned back to the door, missing the purple unicorn breathe a sigh of relief.

A loud creak from upstairs caused Twilight and Applejack to freeze.

"Uh, Twilight?" Applejack asked, slowly turning around, "Is anypony else here?"

"Nope, nopony else." Twilight's smile widened to unrealistic proportions. It's certainly not Nightmare Moon holding my number one assistant hostage.

Applejack's eyes narrowed suspiciously. "Nopony?"

"No. Well," she conceded as she looked away from Applejack's accusing glare, "just me and Spike. That's it, Spike, he must be up. Spike, is that you!?"

There was no response from upstairs. Applejack carefully approached Twilight and peered up the stairs. "Twilight, is everything all right?"

"Of course it is." Sweat was slowly starting to soak through her fur. "Why shouldn't it be? Everything's all normal here. Spike?!" she called up again. "Are you up Sike?"

Applejack's eyes narrowed again as she approached the staircase. "Are you sure everything's all right Twilight?" She said over her shoulder.

"I don't..." Twilight stammered, more worried for the orange pony than anything else.

"MORNING TWILIGHT!"

Spike's sudden cry and appearance at the top the stairs caused both of the ponies to jump into the air. The purple dragon stood firmly like a board, a smile nearly identical to Twilight's plastered on his face. Blinking far too much to be normal, Spike descended the stairs stiffly.

"Spike!" Twilight said relieved, "That was you up there, right?"

"Yep, that was me." Spike chuckled, "Nopony else. Just me. All me."

Both Spike and Twilight turned to Applejack, who was taken aback by their eerie smiles. Awkwardly, she took a few steps back towards the door. "Er, are you two...?"

"Tired." Both said simultaneously. "Long night."

"Er, well," Applejack replied as she nervously backed out of the library, "get some sleep you two. And, er, good day."

When the door finally closed shut, Twilight and Spike breathed a sigh of relief. They looked at each other, their eyes both heavy with weariness. "Twilight, why is Nightmare Moon in your bedroom?" Spike moaned.

"Apparently she needs me to look after her for a while."

"And you're doing this...?" Spike asked, waving his claw in the air

"Because she'll kill you otherwise."

"Ah," Spike replied flatly. Looking around nervously, he began to sprint for the front door, only to be caught in a halo of clear blue energy. The baby dragon was pulled back upstairs with a yelp and landed at the hooves of Nightmare Moon, who appeared at the top of the stairs. Taking the dragon in a hoof, the alicorn raised Spike into the air and scowled at him.

"You are both terrible liars." She sneered. "If I didn't wake your assistant for you, you'd be facing Princess Celestia's wrath... and mine."

"I'm sorry if I hadn't any reason to lie to anypony until now." Twilight scowled back.

Nightmare Moon scoffed and turned back into the bedroom, taking Spike with her. "One thing you'll simply have to learn, then... Twilight." She chuckled. "What a fitting name, the last light before nighttime."

Twilight trotted over to the base of the stairs and called up, "I'm not doing this because I want to!"

Nightmare Moon poked her head back down the staircase, causing Twilight to back up slightly. "Little Twilight, did I ever say you were? Who are you trying to convince if not me?" She smirked and returned to the black room she now used as her home.

Twilight didn't reply and instead turned back to the bookshelves, searching for the one book that could possibly be of any use to her.

But there was a knocking at her door.

Twilight twitched and turned back to the door, finding another pony waiting outside. "Who is it now?" she muttered, and trotted over to the door, opening it telepathically as she did. Standing in the awfully bright sunlight was a familiar white unicorn.

"Darling!" Rarity cried with delight, "It's so good to see you again! Oh," she peered around Twilight and into the dark library, "awfully dark, isn't it? You simply must open your curtains."

"No, thank you." Twilight sighed, "I'm really tired and I need a little rest. I didn't get to sleep last night."

"Oh, I'm terribly sorry for intruding my dear." Rarity shook her head apologetically. "I was just wondering if you were willing to join me for some brunch later today?"

"Sorry, but no."

"Dinner?" Rarity pressed hopefully.

"Tomorrow." Twilight looked up wearily. "How about tomorrow for dinner? Too tired right now."

"Oh thank you Twilight!" Rarity beamed. "Oh, you must tell me all about Canterlot, all of the latest fashions, the latest trends. Say, did I see you with the Princess ear-"

But Twilight cut her off, politely closing the door in her white face. Twilight rubbed her eyes and sighed. Wearily, she walked over to the bookshelves, only to find Nightmare Moon glaring down at her from the top of the stairs. "Your majesty?" Twilight asked sarcastically.

"No wonder Celestia's aura is so thick around you." Nightmare Moon looked upon Twilight with a thin frown. "Canterlot-born, and you know the Princess." The last word she spoke with unrestrained contempt.

"I'm Princess Celestia's personal protégée." Twilight explained.

Nightmare Moon sneered briefly before turning around and returning to the bedroom. "The nerve."

"What?" Twilight asked without response from the Princess of the Night. "Hay, I'm talking to you!" Twilight trotted over to the stairs and looked up, "What's the nerve!"

"That somepony like you would be her protégée." Nightmare Moon replied testily from the darkness. "I can understand her reasons, but the act is a brazen insult."

"And what do you mean by that?" Twilight shot back, only to raise her hooves in an exasperated manner shortly after, "Never mind, I don't care."

Sighing, she trotted over to the bookshelves, looking for the one book-

But there was a knocking at her door.

Growling in annoyance, Twilight trotted up to the door and opened it with her magic. "What do you need?" Twilight asked, her eyes narrowed at the bright multi-colored mare hovering in front of her.

"Hay, no need to be so testy." Rainbow Dash said, raising her hooves in annoyance.

"Tired." Twilight repeated curtly. "No sleep. Trying."

"Yeah, I expected, given last night's party." Rainbow Dash nodded understandingly. "So... are you going back to Canterlot soon?"

Twilight closed her eyes. "No, I'm going to be here for a while."

"Oh, okay." Rainbow Dash remarked in a slightly higher register. "Not that I don't want you around, it's just, well."

"What." Twilight replied flatly.

"You're still in contact with the Princess, right?" Rainbow Dash questioned warily.

Twilight stared at the pegasus.

"Well, I heard she and the Wonderbolts..."

Twilight slammed the door in Rainbow's face and turned around quickly, glaring at the bookshelves opposite her.

"Truly if you were to be anyone's student," a thoughtful voice drifted down from upstairs, "you should be mine."

Twilight squeezed her eyes shut and started breathing steadily: in through the nose and out through the mouth

"Given your own talents," Nightmare Moon continued, "and your particular background, it only makes sense. Imagine the things I could teach you Twilight."

"Twilight's Princess Celestia's student!" Twilight heard Spike's retort upstairs, "She'll never even think about-MUMPGH!"

"Little dragons should learn to keep their mouths shut." Nightmare Moon replied, her voice low and cool again.

Twilight scowled and opened her eyes. Grinding her teeth, she turned once again to the bookshelv-

But there was a knocking-

"WHAT?!" Twilight cried in anger, throwing open the door with her magic and glaring at the pony waiting outside.

A soft yellow pegasus with a pink mane sat, eyes wide with fright, cowering under Twilight's gaze. "Oh, I'm so sorry," Fluttershy whimpered, "Is this a bad time?"

Twilight screwed up her eyes, chastising herself over her loss of temper. "I'm sorry Fluttershy, It's just I've been dealing with this stubborn..." she cast a glance at the darkness at the top of the stairs and could have sworn she saw two nightmarish eyes glaring back at her. "...insomnia," Twilight finished, defeated, "and... and I really need to sleep."

Fluttershy looked away and replied, her voice barely above a whisper, "Oh, I'm sorry to have bothered you."

"It's all right, Fluttershy." Twilight replied apologetically, "What can I help you with?"

But the pegasus did not reply. She merely whimpered slightly as a wounded puppy would and crawled away from the door. Twilight stared out the door for a few moments before sighing wearily and closing it shut. The eyes at the top of the stairs twinkled with some unknown emotion.

" I think..."

"Shut up." Twilight replied without humor. Nightmare Moon's eyes narrowed for a moment before disappearing into the dark entirely. Twilight sighed and turned away from the door. However she did not go to the bookshelves, remaining where she was and waiting patiently.

And there was a knock at her door.

"Five ponies, five visits." Twilight muttered and stepped up to the front door. She slowly opened the door and asked, "Pinkie, how can I...?"

But she stopped mid-sentence, shocked to see somepony other that Pinkie Pie standing before her. A familiar grey pegasus with a scruffy blond mane stared at her expectantly with two crooked yellow eyes. Thrown over her back was a slightly crooked pair of saddlebags. Her smile, though not as manic or bright as Pinkie's, was no less cheerful as she tilted her head and silently watched Twilight.

"Eh..." Twilight blinked, staring back into the pegasus' eyes.

The pegasus dropped one ear and asked, "This is the library, right?"

Twilight looked behind her and at the shelves of books. "Yes." She replied, turning around slowly.

The pegasus laughed cheerfully. "Oh thank goodness, I remembered! Sorry, I usually get places all jumbled up, but I was here yesterday, wasn't I?" The pegasus poked her head in and looked around. "Yeah, for the party. It's darker now, isn't it?"

"I think I remember you." Twilight replied, carefully leading the pegasus away from going inside. "Your name's... um...."

The pegasus smiled and saluted, "Ditzy Doo, Ms. Sparkle, Ponyville's mailmare extraordinaire."

Twilight blinked. "Um, yes. Do you have...?"

"Oh, right!" Ditzy reached back and retrieved a package from her saddlebags. and carefully handed it to Twilight. "A gift from Sugarcube Corner."

"Thanks," Twilight said, levitating the package from Ditzy.

The pegasus smiled and flapped her wings, taking off into the sky in a slightly lopsided manner. She turned around and waved excitedly, grinning happily. "See you around Twilight Sparkle! See you around Twilight's friend!"

Twilight closed the door and looked down at the package levitating in front of her. She plucked a note that hung from the package and examined the curving pink scrawl.

Heya Twilight, it's me Pinkie Pie. I'm sorry I can't see you myself, but I'm really busy working at Sugarcube Corner right now. Plus I know you need your sleep after that kicking party last night! I know you left early and all, but I know you had a really good time while you were there. I mean there was the hot sauce you accidentally ate, but wasn't it tasty? Oh, you weren't there when I tried the hot sauce cupcakes, boy were those...

Twilight shook her head and put aside the note. She carefully opened the package, revealing a dozen purple and pink cupcakes. A small, warm smile crept across Twilight's face. The ponies here all crazy... but nice. Her smile disappeared in an instant. But still crazy.

"Sparkle?"

Twilight jumped, letting the cupcakes drop to the ground. She spun around to see Nightmare Moon standing mere feet from her. The alicorn was staring at the purple unicorn, one eye raised. "It doesn't do you justice. Sparkle. It's foalish. It's like calling me Nightmare... Glitter."

"How long were you down here?" Twilight hissed, remembering Ditzy's farewell.

Nightmare Moon turned away and walked gracefully towards the bookshelves. "Don't fear for me, the mailmare... Ditzy won't tell anypony about me, and if she did," she turned back and stared at Twilight Sparkle, "would you trust her?"

"I don't know?" Twilight replied, heart still pounding. "Maybe? Everypony's crazy here! The farmers, the weather ponies, the designers, the mailmares."

"The students."

Twilight glared at Nightmare Moon, who had resumed browsing the shelves. "What are you doing down here in the first place?"

The black alicorn turned away and levitated a book from the shelves. Climbing the stairs, she replied, "Some light reading while I rest."

Twilight sighed and followed her upstairs. Nightmare Moon raised an eyebrow as Twilight passed her on the stairs and strode into the bedroom. Spike sat in his bed, eyes focused on Nightmare Moon's every move. Twilight paid Spike no mind as she passed his bed, climbed into her own, and threw herself under the covers.

Nightmare Moon chuckled. "What, do you no longer fear my presence? I must be losing my touch."

"Don't care." Twilight replied flatly. "Too tired. You can see in the dark, right? Shut up, read your book, and let me sleep."

Nightmare Moon scowled at Twilight, but with no other reaction from the unicorn, Nightmare Moon curled up next to Spike's bed, leading the purple dragon to recoil slightly. She placed her book on the ground in front of her. Embossed on the cover was The Elements of Harmony: a Reference Guide. Her horn glowed softly as she flipped open the book and began to read.

She cast a glance over at Twilight's bed, where the purple unicorn had fallen asleep and began to snore. The black alicorn smiled, with only a hint of wickedness or derision in her lips. She blinked and turned back to her book.

Meanwhile a sparkling white aura of magic slowly peeled away from the purple unicorn it enveloped. Underneath, a shadowy web of energy began to stir.

Act I Chapter III

Act One: Creatures of the Night
Chapter Three

Twilight had pulled many all-night study sessions while at Canterlot, and was accustomed to paying the price of her reading binges, but never before did she feel so comfortable doing it. Maybe it was because Nightmare Moon had prevented any sliver of sunlight from entering the library in her attempt to minimize her exposure to Celestia's sun. Maybe it was because Nightmare Moon, Princess of the Night and, by extension, sleep, was near her. Maybe it was because Twilight was really that weary after such a long day

But she really didn't care.

Even when Twilight awoke hours later to the sound of crickets chirping outside her window, the sun having set beneath the horizon, the only thought on her mind was that she was incredibly hungry.

Twilight groaned and flipped over on her bed. She opened one eye and found herself staring into a still dark room. Shaking her head, she shrugged the sheets off of her and stumbled out of bed. With a heavy clip-clop she walked over to the stairs, navigating by memory only. When she finally reached them, her hoof landed heavily on the top step, which gave out a loud creak.

"Have ponies forgotten the axiom: 'Silence is Golden'?"

Twilight yelped and spun around. Glowing in the darkness were a pair of nightmarish eyes and a soft celestial mane. Both belonged to the pitch-black creature curled up on the carpet, a creature Twilight legitimately forgot about.

Twilight recovered and hissed, "You slept on the floor?"

"Comparatively speaking, it is quite comfortable." Nightmare Moon muttered, laying her head flat against the floor and closing her eyes. "In my grace, I allowed you to keep your bed, and I would not trust this whelp of a familiar to make me a cup of tea, let alone a proper bed."

"Spike...." Twilight started but sighed and shook her head. "Not my problem. I'm going to get something to eat."

Nightmare Moon snorted. "Get your midnight snack, I still need my sleep."

As the purple unicorn disappeared into the floor below, Nightmare Moon opened one eye and gazed at the purple dragon in the bed next to her, snoring away obliviously. Nightmare Moon closed her eye and muttered darkly, "I envy you, dragon."

Twilight stopped halfway down the stairs and looked out the shuttered windows. Only moonlight illuminated the library below. Twilight sighed and trotted downstairs. I slept through the entire day, the longest day of the year as well. I must've been more tired than I thought.

She looked around the library, eyes growing quickly accustomed to the lack of light. Everything was exactly as she had left it, though now no annoying beams of light shone in through cracks in the shutters and curtains. There were no patterns of sunlight travelling across the floors and walls. Everything was instead cool, dark, and quiet.

Serene, isn't it?

Twilight took and deep breath and walked over to the front door. Sitting right where she dropped it that day was the box of cupcakes. She levitated the box up to her face and opened it, revealing the delicious treats inside. Smirking, she took one of the cupcakes and bit into it.

Her eyes widened with shock. "Oh sweet Celestia, these are good." Hungrily, she wolfed down the cupcake, savoring each sugary morsel of the cupcake. "Oh, that was so good..." Twilight turned away, sitting the box of cupcakes down on the table in the center of the room. How long has it been since I've eaten? Last night's hot sauce punch, I think. I'm starving.

Food.

Twilight looked up, blinking in shock. The word suddenly crossed her mind, setting off a little lantern of realization over her head. "Did I get...?" Twilight muttered before rushing into the kitchen.

Quickly, she tore through the cupboards, the pantry, the ice box, only to find absolutely nothing edible anywhere in the kitchen. "I didn't get any food." Twilight muttered. "I'm so foalish, I never expected to be staying longer than the Summer Sun Celebration. And I can't leave the library because..." Twilight groaned and trod back into the library.

She entered to find Nightmare Moon walking down the stairs, rubbing sleep out her eyes. "Twilight," Nightmare Moon growled furiously, "if you continue to trouble us so, I swear I will...."

"No food." Twilight explained, glaring at the black alicorn.

Nightmare Moon blinked. It was several seconds before realization spread across her imperious features. "Of course, you ponies need to eat to sustain yourselves. I had nearly forgotten."

"Forgotten?" Twilight raised an eyebrow disbelievingly. "Forgotten to eat?"

Nightmare Moon scowled. "I am a goddess, Twilight; to me such mortal necessities are mere luxuries. How else could I have survived for a millennium on the moon?" Nightmare Moon sniffed the air and turned her attention to the box on the table. "Which reminds me...."

She gracefully lifted a cupcake out of the box and twirled the confection in the air. "What, pray tell, is this?"

"A cupcake," Twilight explained, "and they're mine."

Nightmare Moon raised an eyebrow. "Really? You're kidding, right?" Nightmare Moon advanced on Twilight Sparkle, who reflexively backed away, horn sparking with magic. The black alicorn leaned in and said, "You would stand up to your Princess over a mere snack?"

You're not my Princess, Twilight thought bitterly. "For one thing, they were given to me as a gift."

Nightmare Moon glared at her, eyes plainly spelling out, So?

"Secondly," Twilight continued, "Right now, they're the only food in the house. Seeing as you don't need to eat and I am famished, and that all of the stores are closed for the night...."

"All of them?" Nightmare Moon prodded, sniffing at the cupcake levitating in front of her.

"Likely." Twilight nodded. After a pause, she continued, "Probably. Well, I haven't been here long, there might be some sort of restaurant or something open... but even if one was, I'm not supposed to leave your sight, am I?"

Nightmare Moon mulled this over. Unconsciously, she levitated the cupcake to her mouth and took a bite of it. Her eyes widened suddenly and the Goddess of the Night looked down at the pink and purple cupcake, wonder filling her eyes.

"Nightmare Moon?" Twilight probed, approaching the Princess. The black alicorn remained still for a long time, holding the half-eaten cupcake in front of her. She chewed slowly, deliberately, never taking her eyes off of the confection. After several long seconds, the alicorn finally swallowed. Her mouth opened ever so slightly.

A tear fell from her eye.

"Uh...." Twilight stepped back, not sure what to make of this change in character. Suddenly Nightmare Moon lifted the box of cupcakes into the air and turned for the stairs. She made it halfway up before turning around and addressing the unicorn.

"You will find your own food." Nightmare Moon stated sternly. "For now, you have my permission to go shopping for whatever to need to fill your kitchen. You will also please us greatly if you could bring us more... cupcakes." Nightmare Moon twisted the box in the air.

Twilight blinked at how quickly everything moved in her favor. "I thought you were going to keep an eye on me?"

Nightmare Moon looked at the unicorn. Twilight frowned and cocked her head, suddenly unsettled by the Princess' gaze. It's not like she's looking at me, she wondered, it's like she's looking around me.

"Don't think you'll escape me that easily." Nightmare Moon finally replied. "I still have you under my gaze. One misstep and your familiar will be destroyed." The alicorn turned around and walked back upstairs. "Now leave me to my meal. Your Princess commands it."

Twilight stared into the darkness above, where the sounds of the Princess' hoofsteps could be heard. "Okay. I'll be... right back then."

Nightmare Moon merely grunted, and Twilight Sparkle turned around and, levitating her saddlebags off of the hook by the door, trotted out into the night. Upstairs, Nightmare Moon shifted the bookshelf lying across the upstairs window slightly and watched Twilight walk away, sparkling white aura surrounding her.

"Oh boy, cupcakes!"

Nightmare Moon spun around to see Spike, wide awake, sitting on the bed with a cupcake in his hand. He froze as he noticed Nightmare Moon's gaze and placed the cupcake back in the box. A mad grin spread across Nightmare Moon's face as she advanced on the hapless dragon.

"Whelp, I am glad you are awake." Nightmare Moon spoke lyrically, nearly singing the words as Spike cowered on the bed. "We have some work to do...."

"Thanks again, Mr. Grazer."

The pale green stallion smiled and locked the door to the grocery behind him. "No problem, Ms. Sparkle, though I didn't really peg you for a night owl."

Twilight smiled awkwardly. "I've just been awfully busy today, I only just realized that I needed to pick up some food."

"Well the next time you need to stop by at closing time," Mr. Grazer said happily, trotting home, "you just head over."

Twilight waved at the departing pony and started heading back to the library. Okay, I have all the basics: lettuce, carrots, assorted flowers. No cupcakes, but "her highness" is going to have to just live with that. I should have enough for a week, factoring in what tribute I may be forced to give up. Am I forgetting anything?

Telling somepony that Nightmare Moon is living with me?

Twilight stopped, stuck by the sudden thought. Since she left the library, she hadn't given a second's thought to trying to betray Nightmare Moon. Not once did she look for how Nightmare Moon was tracking her. Not once did she even consider the possibility of escape.

Please don't tell me I'm getting used to this.

Twilight groaned and trotted on. I'll think about it later. As she walked, she glanced up at the night sky. Few clouds obscured the sky's brilliance, revealing a sea sparkling stars. Dominating the sky, as always, was the brilliant orb of the moon. As full as always, it watched over Twilight like a shining eye. The feeling was strangely comforting.

The unicorn passed through a park on her way back, admiring the way the moonlight caused the plant life to glow ever so slightly. The moon itself was reflected in a calm, still pool nearby Soft green grass bent under her feet, as she smiled serenely, the very air of nighttime making her feel warm and calm.

What the hay.

Twilight fell down into the grass, pushing her bags of groceries to the side. Smiling like a little filly, Twilight rolled onto her side and just stared up at the night sky. She lost herself to time, watching all the little stars in the sky and naming the constellations.

There's Sagittarius, Twilight pointed out. And Cancer, Scorpius, and Hydrus, all in their right place. That must be Saturn all the way over by the horizon. The North Star is looking exceptionally bright tonight. And there's Orion.... Twilight frowned. Wait a minute, Orion isn't supposed to be there... or that small.

Twilight started as Orion suddenly disappeared behind nearby oak. Twilight jumped to her hooves and instinctively reached for her magic. "All right, no games!" Twilight called out. "Come out where I can see you."

"It's okay!" A stallion's voice replied from the other side of the tree. "Sorry I was just... looking, that's all. Looking."

"At me?"

"To be perfectly honest, yes."

"Out."

"All right!" A deep navy blue pegasus with an unruly blue mane flew out from behind the tree. Twilight noted his cutie mark, the same constellation that confused her earlier. Sheepishly, the pegasus fluttered down in front of her.

"Sorry," the stallion chuckled, raising his hoof to the back of his neck, "It's just I've never seen you around before. New pony in town?" Twilight nodded. "Pinkie throw you a party yet?"

Twilight smirked. "Yeah she did, last night."

The pegasus groaned. "Ah man, Pinkie's parties are always the best. I can't believe I missed it. Anyway," the pegasus reached out with his hoof, "Star Hunter, I'm the weather pony in charge of the night shift."

"Twilight Sparkle." Twilight took the hoof-shake and dropping the magic from around her horn. "I guess that explains why I don't remember seeing you."

"Yeah, I was busy keeping the sky clear for the Celebration."

"I thought Rainbow...."

Star Hunter scoffed. "Please, Rainbow Dash may be the fastest pony I know, but she's terrible at keeping the sky together. Well, for long that is." Star Hunter looked up at the night sky. "It was a lot of trouble keeping that sky clear yesterday: Thunderlane is out with the flu again so I was in charge of the entire sky over Ponyville."

Twilight gathered up her groceries. "I see, well..." she was just about to dismiss herself when she remembered something from not too long ago:

Study the magic of friendship...

Right, I nearly forgot about that. Twilight silently looked at Star Hunter, who was patiently staring back. Well, he seems normal, at least.

"You're doing a great job tonight." Twilight said brightly, sitting down again.

Star Hunter smiled and sat down next to Twilight. "Thanks, but I've gotten some help tonight." Star Hunter frowned and looked pensively off into the sky. "Odd, I think I've forgotten something...."

"The sky looks beautiful."

Star Hunter gazed up at the moon. "Yeah, one of the reasons I volunteer for the night shift. I guess I've always been a creature of the night. You?"

Twilight chuckled. "Of course."

She blinked. Since when?

Since forever, I love the night sky.

Well I wouldn't go as far to say that I'm a "creature of the night."

But my cutie mark's a bunch of stars. Explain that.

That represents... I'm arguing with myself.

Outside of Twilight's little hallucinating mind, Star Hunter glanced at Twilight's flank. "I guess I can see that." Twilight shot a glare at the pegasus, who immediately looked away. "Sorry, looking again."

Twilight shook her head. "You're unbelieveable."

Star Hunter recoiled in mock offense. "Madame, I consider myself to be the paragon of honesty. It's just... not saying what's on my mind that's the problem."

Twilight raised an eyebrow. "So, what's on your mind right now?"

Without missing a beat Star Hunter replied, "That you're really hot, in a nerdy kind of way." Immediately he threw his hoof over his mouth.

"I'm leaving." Twilight said simply and stood up.

"Wait!" Star Hunter cried out, staggering to his feet. "I'm sorry that you're hot. No, wait! I'm sorry that... ah..."

Twilight turned away and started trotting back to the library. "Have a good night."

"Just give me a second chance!" Star Hunter pleaded, flying over Twilight and landing in front of her. "Look, let's try this again." Star Hunter stretched out his hoof. "Hi, my name is-WOAH!"

Twilight was shocked to find herself thrown off her hooves and back against a tree, narrowly avoiding a bolt of lightning that shot out of nowhere. Breathing heavily, she stared at the pegasus stallion that now pinned her to the tree. For the briefest of moments, wide eyes met shocked and furious ones.

Before Twilight could say anything, Star Hunter let her go and shouted up at the thundercloud now hovering overhead. "DERPY!"

A familiar grey pegasus peeked over the edge of the cloud. "Oops," she said, "my bad."

"Sorry, just remembered," Star Hunter explained to Twilight, "the only pony I could get to help me was Derpy over here."

Twilight recovered and asked, "I thought her name was...?"

"Ditzy?" Star Hunter replied. "It is, Derpy's just a little nickname we use in these situations." He winced. "I don't know who used it first, it just kinda stuck."

"Uh huh." Twilight said slowly, keeping one eye on the mare in the clouds. Blushing, Ditzy began pushing the cloud towards a grove of trees at the other end of the pond. "Well, it was nice meeting you, but I'd really like to get back home now."

"Right, sorry." Star Hunter waved at the retreating Twilight. "Maybe we'll see each other later? Go get something to eat? Come over to my place?"

"Probably not!"

Star Hunter winced at Twilight's yell. "I just can't stop myself, can I?" He muttered sadly to nopony in particular.

Ditzy reappeared over Star Hunter's shoulder, flying upside-down with leaves stuck in her hair. "I know what you mean." the mailmare sighed.

"I should have known!" Twilight fumed, marching back to the library. "It doesn't matter how normal they look, how reasonable they may seem, everypony in this town is crazy!" Eventually Twilight reached the door to her library. Resting her head against the frame, she muttered, "At least here I know what crazy I'm getting into."

Inside a loud thump and a moan of pain sounded from inside. Inside an imperious voice sneered, "Did I say you could rest, whelp?"

Twilight's eyes opened with a snap. Groaning, she flung open the door and stepped inside.

The library was lit for the first time since Pinkie's party, the candles burning bright yellow. Near the staircase, a certain small purple dragon was being crushed by a large mattress draped with dark blue blankets. Meanwhile a black alicorn stood at the top of the stairs, levitating a half-eaten cupcake next to her mouth. When Twilight entered, her eyes darted to the door.

"You're late." Nightmare Moon said coldly, taking another bite out of the cupcake. "I expected your return far sooner. I was even contemplating maiming your assistant as a precaution."

"I'm sorry," Twilight said sarcastically, "I just ran into...."

"Did you bring me cupcakes?" Nightmare Moon quickly asked, staring at Twilight's bags.

"No."

The Princess of the Night looked away in disdain. "Then I don't care and you're not forgiven." Finishing the cupcake in a single bite, she threw the paper lining over her shoulder and into Twilight's room.

"What are you even doing?" Twilight asked instead, levitating the mattress off of her poor assistant.

"Thanks Twilight," the dragon moaned, rubbing his head. "Nightmare Moon has been running me up the wall."

"He was merely assisting me in setting up my throne room." Nightmare Moon explained, trotting down the stairs and into the library. "That is his title, is it not? Your assistant?"

"Yes," Twilight replied testily, setting the mattress down against the wall, "my assistant."

"And what's yours is mine." Nightmare Moon waved her hoof dismissively. "I thought I made that clear when I took these cupcakes."

Twilght growled but changed the subject. "So, your throne room?"

"Indeed," Nightmare Moon said haugtilly. "For now this tree is all that remains in my domain. It seems only fitting that my throne shall reside here, temporarily of course." Nightmare Moon walked over to the window and peered out at the moon. "Once my power has returned, and my army is ready, I'll march on Celestia's new palace and take what's rightfully mine."

Twilight stared at the back of Nightmare Moon's head for a moment. She's cruel, plotting, haughty, monstrous....

But she's not necessarily evil.

Twilight pushed that thought out of her mind like she had before. "I refuse to let you do any more damage to Spike than you already have. I'll help you set up your throne room."

"You will?"

Twilight was taken slightly aback by the alicorn's surprised tone. "The sooner you get out of my room, the better I'll sleep." The unicorn raised the mattress off of the wall. "Where shall you be staying, O Princess of the Night?"

Nightmare Moon blinked for a second and smiled broadly and cruelly. "It is about time you learned your place, Twilight." Head raised in the air, the black alicorn strode down a second staircase which lead to an old storage area. "Follow me, my subject."

Twilight groaned loudly and levitated the mattress downstairs. I'll never get used to her. Still, how long could this take?

I can't believe this took so long.

Over the course of several dark hours (punctuated only by brief snack breaks on Twilight's behalf), the unicorn transformed the basement into a makeshift throne/bed room for her unwanted lord. The room had been dusted, washed, scrubbed, dried, and spit-cleaned until every surface had been perfectly cleaned off. The walls had been covered in bedsheets-turned-tapestries, each dark blue and painted with the emblem of the crescent moon surrounded by four stars. A throne of heavy encyclopedias had been raised at one end of the basement, it's high back made up of several volumes of the dictionary. At the other end was a basic living area: a mattress covered in blankets and spare pillows. All of this was illuminated by a series of candles lining the walls.

Nightmare Moon examined her new abode with a raised snout. "Spartan," she finally remarked, "but adequate. This will serve for now."

Twilight grunted in agreement and rubbed her eyes. The renovations took so long and were so grueling (by her standards), that Twilight was completely sapped of energy.

Nightmare Moon glanced at her subject. "Tired are we? Very well, you are dismissed."

Twilight didn't wait for Nightmare Moon's approval, climbing the stairs out of the throne room wearily. Through the windows in the library, the unicorn could see the faintest traces of the sky lightening. Groaning, she used her magic to draw all the curtains shut and plunge the library into darkness once more. Upstairs, Twilight could hear Spike snoring away like a baby.

"Unebleiveable," Nightmare Moon said, following Twilight upstairs, "that it took this long to put together a simple room. Of course, the days are far too long during the summer, not enough time to enjoy the night."

Twilight didn't respond and continued heading towards her bedroom.

Nightmare Moon continued to follow, now sighing, "I don't even see why so many ponies enjoy the day. Certainly it's brighter and more warm, but otherwise it's so dull. There's no stars, no planets, just a big burning sun." Nightmare Moon grumbled, "Fitting, given Celestia's nature."

Twilight just closed her eyes, praying that the alicorn would just shut up.

Nightmare Moon kept her eyes fixed on Twilight Sparkle as the unicorn fell into bed. "You must admit, Twilight, that sometimes you have thought that the days are simply too long."

Twilight grunted.

"That perhaps the moon would be a better alternative to the sun?"

Twilight rolled over in bed, closing her eyes. "I guess you're right." Twilight muttered.

Three seconds later, her eyes snapped open.

"No." Twilight said, her heart suddenly pounding in her chest. "You're not right."

Nightmare moon shrugged and turned away. The black alicorn traced a hoof over Spike, sleeping calmly in his bed, "If that is what you think, Twilight."

"But that isn't." Twilight clambered out of the covers. Standing on the bed, she stared at Nightmare Moon with true horror in her eyes. "It isn't what I think, I mean, what I thought." She raised a shaking hoof at the alicorn. "I really agreed with you, but... I don't. Do I?"

Nightmare Moon glanced over at Twilight and chuckled. "Dear Twilight, second-guessing your own thoughts?"

Twilight's heart skipped a beat.

"What did you do to me?" She asked, her voice barely a whisper.

Nightmare Moon cocked her head. "What do you mean?"

"It's not just then, I've been having these conflicting thoughts all night." Twilight leapt out of bed and ran to her mirror. "Sleeping all day, awake all night," Twilight peered into the mirror. "I even think my night vision is getting better." Breathing heavily, Twilight spun around to stare at Nightmare Moon. "You did something to me. Don't deny it."

Nightmare Moon stared at Twilight stoically, the humor gone from her face. Slowly, the massive alicorn stepped forward and glared down at Twilight Sparkle. Despite the fear that filled the purple unicorn, she met Nightmare Moon's steely gaze.

Nightmare Moon took a deep breath and replied flatly, without inflection, " Not directly."

Author's Notes: You asked... no, not you, the other one... back there... yes, in the black shirt... and you received. Another chapter when I really should be working on schoolwork. You're welcome. Oh, and before I get those comments, there are no OC main characters. If a character with a bunch of limes seems like an OC, think again. I live off of comments, so keep them coming!

Act I Chapter IV

Act I: Creatures of the Night
Chapter Four

The two ponies glared at each other from across the room. Twilight Sparkle breathed heavily, heart hammering in anticipation. The Princess of the Night, on the other hand, calmly stared into the unicorn's eyes. The bedroom remained silent for a long time before Twilight finally opened her mouth and quietly demanded, "Explain."

Nightmare Moon's upper lip twitched slightly but the alicorn showed no other sign of displeasure. "A thousand years ago, I usurped Celestia, forcing her to flee our palace and leaving myself in control of the sky." Nightmare Moon crossed her hooves. "As you know, I began my reign of eternal night that fateful moment, but I knew my power wasn't secure; Celestia was still out there, forming an army to march against me. I also knew that eternal night would ravage the world, as without sunlight and the warmth of the day crops would wither and die."

"And then there was the matter of my subjects." Nightmare Moon growled, "Ponies refused to accept my beautiful night, so obsessed were they with their sun. Granted there were those few ponies that were so mad or obsessed that they willingly betrayed Celestia and joined me, the traitors." Nightmare Moon raised her head and looked off at a corner. "But these were only a handful of ponies, and they could not stand against pony nature. I could enchant the plants or draft my own army but this last problem was the most inconvenient."

"You're not..."

Nightmare Moon glared impatiently at Twilight Sparkle, who closed her mouth immediately. "You see, ponies are Creatures of the Day: they play and revel in the sunlight and sleep during the night. Even my loyal servants were unable to fully accept an end to sunlight. I knew I had to change that."

Twilight felt a wave a nausea fall over her at Nightmare Moon's last sentence. "What did you do?" She asked warily.

"Nothing too difficult." Nightmare Moon smirked. "I merely chose those few ponies that were loyal to me and exposed them to the full splendor of my magic for an extended period of time. The plan was only in its first phase by the time Celestia finally came back to face me, but the process was already starting to bear fruit."

Twilight gritted her teeth and glared at Nightmare Moon. "You turned them into..."

Nightmare Moon's laugh interrupted Twilight's accusation. "Twilight, even exposing somepony to my raw magical power wouldn't be enough to change their nature. It would mask it at best, and even then it would chip away rather quickly." Nightmare Moon smirked and pointed a hoof at Twilight Sparkle. "Their children, on the other hand..."

Twilight backed up into a bookshelf. "You're saying...?"

"You are directly descended from one of the ponies who swore their lives to me, and were subsequently exposed to my magic." Nightmare Moon's smirk widened into a full grin. "Not to mention that your particular inheritance is quite concentrated, relatively untainted by loyalist blood."

"So you're saying that this... darkness in me is because I'm descended from traitors?"

Nightmare Moon sighed. "Must I spell everything out for you? The darkness isn't in you, it is you. Buried under years of exposure to Celestia's magic is your true self, the real Twilight." Nightmare Moon glanced over Twilight Sparkle, her eyes following some invisible outline around her body. "I can see Celestia's aura slipping away from you, most likely because you're so far away from your precious Princess." Nightmare Moon chuckled merrily. "It won't be long before your true self comes through."

"Get it out of me!" Twilight yelled at the black alicorn, eyes wide with fright.

Nightmare Moon groaned in frustration and placed her hoof against her forehead. Taking a calming breath, she turned back and explained to Twilight in a voice oddly reminiscent of her teacher's, "Twilight, even if I wished to, I would not be able to. This darkness is yourself, and all this anger you're experiencing right now is just a byproduct of Celestia's disintegrating aura trying to keep control. You have no choice but to accept it: you are a Creature of the Night."

"I'm NOT!" Twilight yelled defiantly, slamming her hoof on the ground.

"YEAGH!" Spike, finally awakened, jumped out of his bed and landed on the wooden floor. Both Twilight and Nightmare Moon involuntarily stared at the purple dragon, breaking the mounting tension in the room. Spike groaned and rose to his feet, rubbing his head gingerly.

"Do you both have to be so..." Spike complained, looking up. He trailed off as he saw both ponies standing still, bodies tensed. Both seemed as though they were going to attack the other. "...loud?" Spike finished, his eyes darting between the two ponies. "What did I miss?"

"I forgot to mention," Nightmare Moon spoke up, ignoring the purple dragon, "since your familiar is an extension of your own magic, the same applies to him as well."

"Don't you dare bring Spike into this." Twilight raised her hoof threateningly. "I warn you."

"It's not my fault he's your familiar." The black alicorn said defensively. "I'm merely stating the obvious." The Princess bent over and examined Spike with her piercing glare. "Though I don't suppose it will make much of a difference, seeing as he sleeps all day anyways."

"I don't-" Spike started, but found himself lifted off the floor and onto Twilight's back.

"Leave. Him. Alone." Twilight stated firmly.

Nightmare Moon sighed, her horn glowing softly blue. Spike felt himself hoisted in the air yet again and now hovered next to Nightmare Moon. "Really, Twilight," the back alicorn sighed, "It's far too late to be arguing. I think it's time for bed, what do you think?"

YES, a voice inside her screamed, but Twilight shook her head and backed up. "It's sunrise." Twilight stated. "The day's just beginning."

Nightmare Moon shook her head. "Creature of the Night, remember?"

Twilight spun around, ignoring her Princess. "I'm going to go out today. Play in the sun, enjoy the warmth, hang out with my friends." She stressed this last word far more than needed.

Those ponies are crazy, why would I want to play with them?

"Shut up!" Twilight said to the empty air in front of her. "I'm a Creature of the Day! I can't wait to enjoy the day. How I love the day!"

"Twilight?" Spike questioned nervously, "are you all right?" But Twilight just trotted downstairs and towards the door, eyes fixed on the sun slowly creeping over the horizon.

"Sunlight!" She cried. "Beautiful sunlight! Sweet Celestia how I love sunlight!"

I sound insane.

"Well I'm not the voice inside my head, now am I?" Twilight yelled at a potted plant next to the door. "That's what I thought!"

Nightmare Moon groaned and rolled her eyes, following Twilight down into the library. "Whatever you call yourself, even you must realize you haven't slept all night. How do you intend to stay awake?"

"Doesn't matter." Twilight stated. "It's daytime, time to be awake." Before Nightmare Moon could say anything else, Twilight threw the door open and marched out into the early morning with nothing but her determination to stay awake.

Spike blinked several times before turning to the alicorn still levitating him and asking, "What was that?"

"Remember this," Nightmare Moon said regally, walking over and closing the door behind Twilight, "for what you witnessed was the most violent case of denial I have ever seen."

"Thanks again for the help, sugarcube," Applejack called back to Twilight, "it's always helpful to have somepony else bucking apples alongside yah."

Twilight smiled brightly, hiding the weariness that was already building around her eyes. "It's nothing, Applejack. After all, what are friends for?"

"YEE-HA!" Applejack agreed wholeheartedly and rushed off towards the orchard.

Twilight sighed and looked up at the sun. It had only just cleared the horizon and had barely begun its climb in the sky. It's bright glow forced Twilight to rub her eyes and discomfort. Drawing her hoof away, she felt the barest traces of sleep in her eyes.

It's too late to be up. I need to sleep.

Shut uuuu-uuuup! Twilight replied, singing in her mind, I love the sun, I don't need to sleep. I'll be fine.

Why am I helping Applejack with this anyway? I can't buck apples.

I'll do anything for a friend.

She's not my friend. She's too... energetic.

So?

She's not bad, but I really think there are other ponies more worth my time. Like that Star Hunter pony, for all his faults-

Lies!

Twilight groaned and followed Applejack into the orchard. Already the orange earth pony had set up a series of baskets around the nearby trees. Adjusting her Stetson, Applejack looked over at Twilight and frowned. "Twilight, you okay?"

Twilight shook her head and looked up at Applejack. "Yes!" She said, smiling widely. "Of course I'm fine. It's a beautiful day isn't it?"

"It's just that," Applejack continued, squinting, "well, you've been acting kinda funny. I don't know if this is how all y'all Canterlot ponies act...."

"SO," Twilight said, ignoring Applejack's concern, "I've never applebucked before."

"It's easy, just line up with the tree and, well, buck it." Applejack explained, worry still on her face, "But yesterday you and that dragon of yours were acting mighty suspicious...."

"Like this?" Twilight asked, standing in front of an apple tree.

"Yeah," Applejack nodded, "now just go and... kick it."

Twilight closed her eyes, rose onto her front hooves, and kicked the tree with all of her might. Her hooves connected with solid wood with a loud thwack.

For a moment there was nothing but silence in the orchard.

Then pain raced up Twilight's spine, causing her to involuntarily wince. Her legs suddenly turned to jelly, as though all of the bones disintegrated under the force of her kick. The purple unicorn fell to the ground in a crumpled heap, her body feeling oddly and blissfully numb. The tree shook only slightly, no apples falling from its high branches.

Sweet Celestia that hurt.

Sweet Sagittarius that hurt.

If the two voices had faces, they would have been glaring at each other in the unicorn's mind. A shadow fell over Twilight, causing her to look up. Applejack stood over Twilight, worry still etched on her face. The earth pony shook her head pityingly.

"Maybe I should handle the applebucking."

"Yeah." Twilight agreed.

"Maybe you can carry-"

"I'll carry the baskets." Twilight finished, standing on jellified legs. She winced but managed to stabilize herself. She staggered out of the way as Applejack stepped up and knocked every single apple off the tree without breaking a sweat. Twilight glanced up at the sky and winced at the bright sun.

"Beautiful day..." she muttered.

"I'm telling you, it's no problem Fluttershy," Twilight smiled and followed the yellow pegasus over the hill, "I want to help you take care of the animals."

"Oh, okay." Fluttershy muttered.

Twilight rubbed her eyes and followed Fluttershy up the flowery hill. She blinked and glanced up at the morning sun. It's been thirteen hours since I last slept, she mused, I really should be in bed.

"Lovely day, isn't it?" Twilight remarked, ignoring the voice in her head.

Fluttershy glanced back at Twilight with a frown. "Um, not to be a bother, but that's the third time you've said that."

"Oh," Twilight chuckled, "well, it is, isn't it?"

"Yes." Fluttershy said quietly and continued to trot up the hill.

Twilight followed in silence. She looked around at the flowers that dotted the hill, bees busily buzzing about, collecting pollen. In the wooded thicket nearby, birds flew between trees and sang their idyllic summer tunes. The soft rustle of leaves heralded the presence of tiny creatures scampering through the branches.

Now imagine it in moonlight.

"Lovely da-"

"We're here." Fluttershy said quickly, stopping at the edge of the thicket. "It's just a check-up to make sure the critters over here are doing all right. I'll start up here, with the birds." Fluttershy glanced away nervously, "That is, if you're all right with that."

"Okey-dokey." Twilight said overenthusiastically, and trotted into the forest.

Her next memory was washed in a red-haze of pain and chaos. She lay on the ground, futilely swatting at a blur of fur and fury that scratched at her face. From overhead, Fluttershy besseched, "Now Mr. Raccoon, that's not how we treat guests."

When the furry monster was finally pried from her battered form, Twilight shakily rose to her hooves. She groaned and placed a hoof to her face, feeling her tender flesh gingerly. Through squinted eyes Twilight could make out Fluttershy landing in front of her. Her body was whole and unscratched despite having to tear that beast away from Twilight. As Twilight moaned in pain, Fluttershy kicked at the ground.

"Um..." she muttered, "... lovely day, isn't it?"

Twilight limped down the dirt road.

Go to sleep.

Stay Awake.

Embrace the night.

I love the day.

Twilight continued to argue with herself, completely oblivious to the outside world. She stifled a yawn and continued on her trek back towards Ponyville. Waves of exhaustion threatened to overcome her, but through sheer determination, Twilight pushed them away.

If only I can do the same for this annoying voice.

This annoying voice happens to be a part of my psyche.

I refuse.

Creature of the Night or not, I'm tired.

No I'm not.

I can hardly pay attention to where I'm going.

Yes I can.

There's a rainbow dashing towards me.

No there-

Twilight found herself suddenly knocked head over hooves, a blur of chromatic light blasting out of nowhere. She wheezed as the light faded away, revealing the cyan pegasus that caused it. I was right, the voice in Twilight's head triumphantly remarked.

"Whoops, didn't see you there." Rainbow Dash chuckled, helping Twilight up. The laugher stopped when she spotted the cuts and bruises that covered the purple unicorn's face, "Woah, I didn't think I hit you that badly."

Twilight groaned and staggered to her hooves. "Do you ever watch where you're going?" She muttered bitterly.

"What was that?"

"Nothing." Twilight quickly replied, shaking her head. "Just... nothing."

"So," Rainbow said conversationally, dropping to the ground next to the purple unicorn, "you're up early."

"I was just helping out Fluttershy." Twilight gestured over her shoulder at the cottage down the path.

"Oh, that explains everything." Rainbow nodded knowingly. "So... wanna hang?"

"Well...." Twilight said thoughtfully.

"It'd be awesome!" Rainbow said, leaping into the air and spinning over Twilight's head. "I've got a bunch of tricks you could help me out with. I've been really anxious to try out this new move I call the Super-Sonic Solar Spiral! I just need somepony to light the dynamite."

"The what?"

Rainbow waved a hoof in dismissal, "It's perfectly safe! I've finally got it down after the last two tries. I guarantee you won't get a scratch on you." Rainbow started flying upside-down. "A few singes maybe, but definitely no scratches."

Twilight stared at the perfectly-serious pegasus. The aches and pains won earlier that day returned with a passionate intensity. Her body screamed at her, begging to be spared any more torture.

"I would love to," Twilight said, smiling more than necessary, "really, but I have this... thing I need to do."

Rainbow Dash raised an eyebrow and landed in front of the purple pony. "Is that so? What is it?"

Twilight's eyes darted around, looking for an escape. "I have to... meet...."

"Oh dear Twilight, I'm so glad you were able to join me for brunch today."

Twilight smiled politely from the other side of the table and sipped her tea. Around the two unicorns the sound of cheerful ponies digging into their morning brunch filled the restaurant. Twilight leaned back on her soft, plush cushion and savored the peace.

"But you simply must accompany me to the spa tomorrow," Rarity said with concern, seeping her teabag into her cup, "to be frank your mane looks absoutely atrocious."

Twilight frowned and looked at her reflection in the polished silverware that lay on the table. When she ran into Rarity the white unicorn had been remarkably helpful, combing out the various twigs and leaves that had become tangled in her hair and hiding the scars gained from that morning's animal adventure under copious amounts of makeup. To the passerby, Twilight looked perfectly normal, without any sign of her fight. "You did a marvelous job, Rarity." Twilight smiled back at Rarity and chuckled.

"Yes for just somepony," Rarity insisted, "I mean, I simply didn't have enough time to be more thorough. Not to mention you desperately need to relax. Why," Rarity leaned in scrutinizing Twilight's eyes, "you look like you haven't slept at all."

Twilight glanced away, "Yes, well..."

"I can't believe somepony could live in a tree like that, even if it's a library." Rarity continued, ignoring her compatriot's explanation, "I can understand Fluttershy, given her own job, but not a sophisticated Canterlot pony like yourself."

"I..."

"Speaking of which, you still haven't told me about Canterlot. Oh, how glamorous it must be. And living with the Princess as well! You must go to all of the balls. Tell me, have to met Mr. Fancypants?"

"I-"

"Of course you have, who hasn't met him. Well, I haven't but then again I haven't been to Canterlot before. One day I shall, mark my words Twilight Sparkle, mark my words."

"Rar-"

"Has there been any major changes in Canterlot fashion? I've been reading all of the Canterlot fashion magazines, do you? I don't think so, no. But Fashion Monthly says turquoise is in this year and I'm not so sure. Is turquoise in?"

"Rarity."

"And what is living with the Princess like? Do you have any-oh! No, I shant gossip. Especially about the Princess, good heavens. But seriously, anything? Maybe just a little tiny Canterlot rumor?"

"Rarity."

"Any pepper?"

"Enough!"

The unicorn waiter stalled next to the two ponies, peppershaker hovering in the air and a garden salad now sitting in front of each pony. He looked between the ticked-off purple pony and shocked white pony before placing it back in its slot in his apron and backed away, muttering, "Enjoy your meal."

"Rarity," Twilight pleaded, calming herself down, "You're right, I have been a little stressed lately. I haven't been sleeping much lately-"

I've been keeping myself up and I know it.

"-and right now," she pressed through more firmly than before, "all I really want to do, more than anything, is to just relax. Can you just let me do that?"

Rarity blinked and stared at Twilight for a few moments before replying, "Of course Twilight, I'm so sorry about that it's just I'm so excited to have a real Canterlot pony moving into town. It's so new, so exciting! Of course I might have been a little bit too nosey, but don't worry, I understand perfectly. But maybe if you could just...?"

Unable to hold her annoyance back any longer, Twilight groaned and fell forward into her salad.

Twilight was startled from her sleep by the whining blast of a noisemaker. The purple unicorn flailed miserably in the air for a few moments before toppling off of her stool and onto the floor below. Groaning through pain and weariness, Twilight rubbed her head and stared up into the annoyingly cheerful face of particular pink pony.

"How did I get here?" Twilight asked, puzzled at her predicament.

"Wow, you really are tired silly filly." Pinkie Pie smiled and shook her head. "Maybe you should take a nap."

"What am I doing here?" Twilight blinked and looked around the room in confusion. Judging by the cabinets, utensils, and ingredients that lined the walls, she assumed she was in some sort of kitchen.

"I'm so-so-so happy you stopped by." Pinkie cheered, turning away. "I really needed a second set of hooves around here, and you were the pony for the job! I've never worked with a unicorn before, you were so-so-so helpful!"

"What?" Twilight muttered and pulled herself back onto the stool. She stared as the pink pony practically bounced around the room, putting ingredients and utensils away.

"I mean, a hundred cookies in record time! For baking, not eating. That record is still unbroken. That is, as far as I know." Pinkie turned to face Twilight while sliding a baking sheet into the sink. "Have you eaten a hundred cookies in less than eleven seconds?"

"No?"

"Goodie! Rainbow Dash claims she can do it in ten, but I haven't seen her do it yet. I think she's just bluffing. I mean, a hundred cookies in ten seconds? Puh-leaze! Oh, and here's the cupcakes. They turned out fantastic!"

Twilight jolted as a tray was set down in front of her, the enticing aroma of chocolate cupcakes wafting off of it. Twilight blinked and rubbed her eyes. When the unicorn's eyes finally focused on the tray in front of her, she froze. Sitting there was a batch of freshly-baked chocolate cupcakes which she apparently had made while sleep-baking.

Oh no.

What? They look delicious.

The cupcakes were decorated by sweeping folds of dark blue frosting, twisting to form little spires atop their delicious confections. Decorating them were plain white star-shaped sprinkles, breaking up the dark expanse of frosting. In her sleep-deprived state, Twilight could have sworn they were twinkling, like their real-life companions in the night sky.

"Go ahead, try one!" Pinkie plucked one of the cupcakes out of the tray and thrust it into Twilight's open mouth. The purple unicorn choked briefly before finally chewing up the sugary treat and swallowing it.

See, delicious.

Not the problem.

"Uh." Twilight said blankly, still staring at the cupcaked before her.

"I knew it!" Pinkie Pie clapped her hooves together excitedly. "Speechless!" The pinked pony zipped away for a second before returning with a box. Scooping up the remaining cupcakes, she dumped them inside and sealed them up.

"Uh." Twilight repeated, taking the box as it was thrust into her hooves.

"No need to thank me, you helped, it's the least I could do." Pinkie giggled and pulled Twilight from the stool.

"Uh." Twilight said again before being dragged from the kitchen and lead outside.

"Now go home and get some sleep, you shouldn't be so frumpy on a day like this." Pinkie said brightly and waved at the purple unicorn. "Have a good day, Twilight!" With that she slammed the door shut.

Twilight stood there for several uncertain moments. Outside, ponies were going about their daily activities, oblivious to the cupcake-bearing unicorn that had arrived on their pleasant street. Finally Twilight's silence was broken by one word escaping her mouth, "Frumpy?"

At that moment, both voices were in agreement.

I'm going home.

Twilight burst through the door of the library, grinning brightly. Her mane was ruffled, her eyes were red, and her every muscle screamed in agony, but she was smiling. "I win!"

Spike looked up from his position on top of a ladder and stared at Twilight. "Uhhh...."

"She said I wasn't a Creature of the Day, but she was WRONG!" Twilight muttered madly. "I showed her. I stayed up all day, all day, and I loved it. I loved every minute of it! Sure it was long, and by Celestia my eyes won't stop twitching, but I'm going to spend all night sleeping my cares away!"

"Twi," Spike said slowly, "It's only noon."

Twilight turned around and looked out the still-open front door. Sure enough the sun was still high in the sky, and ponies were still laughing and playing in the afternoon sun. The day was still young, and there were so many other things to do, so many other ponies to meet. So many....

I give up.

About time.

With that Twilight finally keeled over and fainted.

Hours later Twilight slowly regained consciousness. Groaning, Twilight lifted her head and rubbed the sleep from her eyes. She tried to rise, only to feel something holding her body down. Blinking, she raised her head and saw that she had been brought upstairs and tucked into bed.

"Twilight?" A familiar dragon's head poked into the bedroom, letting in a sliver of light from the library outside. "Are you up?"

"Yeah, Spike." Twilight pulled the covers off of her with her magic and rose to her hooves. She glanced over at the still-blockaded window in her room. "How long have I...?"

"It's ten now," Spike explained, "You slept through the rest of the day."

Twilight moaned and buried her face in her hooves. "What in the hoof was I thinking? Even if she's wrong, I shouldn't have been trying to stay awake all day without any rest."

I've been saying that the whole time.

Well I'm not listening to you so, nyeh.

"Oh," Spike continued, "and Nightmare Moon wanted to thank you for the cupcakes. Well, she didn't really say it like that, but it's the thought that counts."

I'm just pleased she's happy.

"Shut up." Twilight groaned into her hooves. "Not you, Spike," she quickly added, lifting her head to look at her assistant, "It's just... I've got this...." Twilight trailed off and fell over into the bed again.

Spike stood in the doorway for a few moments, nervously tapping his claws on the wood. He sighed and slowly entered, closing the door behind him and sealing the two in darkness. "I, uh, talked to Nightmare Moon about why you went all... you know...."

Twilight sighed and stepped towards her assistant. "And?"

"And..." Spike nervously shook his head and kicked at the ground. "And, well, I don't think it really... matters."

Twilight blinked. "Come again?"

"I mean think about it Twilight, what's changing?"

Twilight furrowed her brows, "My sleep schedule, my feelings about the night, my night vision, apparently," Twilight shook her hoof at Spike, "I can still see you and it's pitch-black. I'm turning into a completely different pony!"

"Well I can't see it."

"Of course not, you probably...."

"No, I mean, you still look like Twilight to me." Spike stepped up to Twilight and smiled, "You sound just like Twilight. You're acting just like Twilight." Twilight leaned her head back and groaned. Spike raised a claw excitedly, "You see? That's totally you, Twilight."

Twilight looked away thoughtfully while Spike continued, "Twilight, no matter what happens, you're still going to be you. Deep down, you're always going to be the same Twilight that hatched me from that egg years ago. I mean, sure you're going to be staying up late, seeing in the dark..."

"Helping Nightmare Moon rule over nighttime eternal?"

Spike stopped. The two looked at each other for a long time. "Well," the dragon stuttered, rubbing the back of his neck. "That is... um..."

"Spike, being a Creature of the Night isn't just being a bit more excited about the night, it's being a part of Nightmare Moon's magic. Creatures of the Night are bound to her soul." Twilight advanced, pushing the purple dragon back. "You're right, I'm still Twilight now, but if she's right then soon enough I'm going to be no worse than the ponies who rebelled against Celestia with her a thousand years ago, and I'll never betray the Princess. Never." She repeated, preemptively stopping the voice in her head.

"She kinda left out that part...."Spike rubbed his claws together sadly.

Twilight sighed and trotted by the dragon. "I'm not a Creature of the Night as long as I remain faithful to the Princess. But as long as she thinks I can be turned she'll keep me close. I just need to keep waiting for an opening to contact the Princess, and in the meantime prevent her from getting anypony else involved." Twilight turned back to Spike. "It shouldn't be too hard. After all, it's not like she can just waltz outside and start recruiting."

Spike's eyes widened and he began to wring his wrists together with more anxiety. Sweat started dripping from his brow. "Um, Twilight...?" Spike muttered.

Twilight's smile dropped, "She really didn't, did she?"

"No, but..." Spike grinned nervously, "...you see, somepony showed up a couple minutes ago."

Twilight's eyes twitched in disbelief. "Who?"

Twilight slammed open the door and nearly fell down the stairs into the basement. Regaining her footing, the unicorn stared down at Nightmare Moon. The alicorn was sitting on her throne of books, staring up at Twilight and her sudden intrusion.

"Ah, good night, Twilight." Nightmare Moon said cheerfully, a sparkle of humor in her eyes. "Did you enjoy your sleep?"

"Who's...?" Twilight gasped, but trailed off when she spied the dark pony standing across from the black alicorn. Surprisingly, the pegasus smiled and waved a hoof at the dumbfounded unicorn.

Nightmare Moon turned to face the pegasus with a smirk on her face. "Twilight, I would like to introduce you to my new loyal subject...."

"Don't worry, we've already met." Star Hunter said brightly, beaming up at Twilight.

Author's Note: This took, FAR too long to get done. Don't worry, the next chapter shouldn't take so long... hopefully. Still, I'm back now and there's nothing that can stop me now short of EMP strike, world-ending catastrophe, or death. Stay tuned, and be sure to read and review. Critiques and suggestions are always welcome.

Act I Chapter V

Act I: Creatures of the Night
Chapter Five

Time stretched on to eternity. Twilight stared unblinking down at the two figures below her. Nightmare Moon stared smugly back at her, an infinite lifetime's patience radiating off of her. Star Hunter blinked several times before dropping his raised hoof. His smile remained awkwardly plastered to his jaw. After a few minutes, he coughed.

"So," he said casually, "you're working for Nightmare Moon."

"HOW?"

Twilight's simple question caused Star Hunter to cower slightly, the sheer weight of the letters hanging around his neck. "I... think you would know that better than me?"

"HOW YOU?" Twilight said with exasperation.

"Twilight," Nightmare Moon raised a hoof to her chin, her voice high and mocking, "use your big-pony words."

"NOT NOW." Twilight glared at Nightmare Moon with enough force that it actually wiped the smirk off her face. "YOU." She glanced back at Star Hunter. "HOW," Twilight glanced away, gritting her teeth. After several bracing breaths, she turned back and tensely asked. "How did you know she was here."

Nightmare Moon's smile returned, "That's my little pony."

"What did I say?"

Star Hunter glanced between the two ponies, Nightmare Moon petulantly grinning at a unicorn would most likely could explode at any moment. "Ditzy." Both ponies turned their attention towards him. "Ditzy told me last night that she saw some, um, 'cool pony' with you that day. I decided to check it out and... Nightmare Moon."

Twilight turned her gaze on the black alicorn, who shrugged and said, "I stand by what I said then, we didn't need to worry about her. After all, she managed to bring little Star Hunter to me."

"Thank you, your majesty." Star Hunter replied, bowing awkwardly.

"Now, Twilight," the regal alicorn said, stopping Twilight from asking any more questions, "Star Hunter has pledged his service to me, completely on his own will, may I add? He's going to be carrying out a very special task for me."

"Let me guess...." Twilight muttered.

"He's going to be keeping his eyes peeled for any more Creatures of the Night and direct them to me so I don't have to risk myself recruiting." Nightmare Moon smiled proudly at the pegasus, who proudly drew himself up. "Isn't that right, Captain Hunter."

The pegasus grinned like an idiot and explained, "She made me Captain of the Guard. Well, her Guard that is, not the...."

"He is." Nightmare Moon said, cutting him off, "Seeing as I still need an army if I'm going to overthrow my sister and bring about nighttime eternal, I'm going to need a few ponies willing to sacrifice themselves for me. I'm sure there's at least one or two more here in Ponyville."

"And I'm going to find them!"

"I already explained that." Nightmare Moon said, chuckling. "Now, he has a long night ahead of him, don't you Star Hunter?"

"Right, need to get started tonight. Busy nights ahead of me, I suppose?" Star Hunter grinned and started trudging up the staircase. "Captain of the Guard. Me! Thank you, your highness. I won't fail you, your highness!"

"Just get going, already." Nightmare Moon replied, smiling broadly.

Star Hunter, still grinning like an idiot, trotted briskly upstairs past a mute Twilight Sparkle. So lost was he in visions of grandeur, of shining black armor and ponies at his command, that he was completely oblivious to Twilight closing the basement door behind him.

"So," he said, still grinning, "Nightma-"

He grunted as Twilight shoved him against a bookcase with her magic, knocking the wind out of him in the process. A crazed, disbelieving look plastered on her face, Twilight approached the struggling pegasus. "Why?" She asked, completely incredulous.

"Why?" Star Hunter replied with a raspy voice. "Why, what?"

"Why are you joining Nightmare Moon? Why are you... bending over backwards to serve her?" She leaned in and whispered, "What did she promise you?"

"That I would be Captain of the Guard when she overthrows Celestia?" Star Hunter replied, pulling his head as far back as the bookcase would allow him. "Um, look, this really isn't necessary."

After a brief pause, Twilight let go of the magic and allowed Star Hunter to tumble to the ground. "Okay." Twilight said, shaking her head. "Oh-kay. Nightmare Moon. She wants to: One, Overthrow Princess Celestia and become the sole ruler over all of Equestria."

Star Hunter rubbed his throat, complaining, "You know that really hurt."

"Two, Bring down the sun forever and replace it with constant night."

"You could seriously hurt a pony with that."

"and Three, Start a reign of tyranny where all ponies will be forced to worship her and will eventually be turned into Creatures of the Night like her."

Star Hunter looked up in a daze, "Wait, what did you say?"

"So I ask again," Twilight continued, her voice still high-pitched with disbelief, "why do you want to serve Nightmare Moon?"

"Um," Star Hunter replied frankly, "Well, I guess I'm just a creature of the night." At the sight of Twilight's eyes widening to the size of saucers, the dark pegasus stepped back into the shelves. "What did I say?"

Twilight wrenched her eyes closed and drew a hoof over her forehead. "Nothing, just... what do you mean by that?"

Star Hunter shrugged. "I just really like the night. I mean really." Star Hunter sat down and stared at the carpet as he explained, "When I was a little colt, I loved Nightmare Night more than any other time. I waited all year for a chance to put on my little costume and go trotting off into the night in search of candy. I remember this one time I dressed up as a Royal Guard; my mom got my grandfather's..."

Twilight coughed, causing him to glance upwards. "Oh, right. Anyway, I didn't just like all the candy and the costumes and the games and the, well, I really like hearing about Nightmare Moon. I thought she was, well, cool."

"Cool." Twilight repeated incredulously.

Star Hunter stared back excitedly. "Think about it, this mysterious royal pony flying in from the darkness, teeth bared, ready to gobble up unsuspecting ponies." He paused, a smile creeping across his face, "Cool, right?"

"No."

Star Hunter turned away, "Oh you don't know what you're talking about. Come on Twilight, tell me you never thought that to be cool."

Well, there was my first Nightmare Night...

"No." Twilight repeated firmly.

Star Hunter shrugged, though she could see in his eyes a glimmer of disappointment. "Well, that never stopped for me. I read all I could about her, every book I could get my hooves on." He paused, gauging Twilight's reaction. Insulted, he stood up straighter and said, "I read. What, do you think I never picked up a book before, Ms. High-and-Mighty unicorn?"

"I didn't...."

Star Hunter slumped slightly and shook his head. "Right, sorry, my mouth has a habit of getting ahead of my brain. Where was I? Oh yeah, when I was younger I found this really cool book about Nightmare Moon in the attic of my parents' house. Apparently it belonged to some great-great-great-great-grandsire. Now this got me thinking, what else is there in my past? So one week I travelled to Canterlot and managed to get into the Archives. Legally. I didn't break in, I found an old friend of mine that was a student at the University. A little stuck-up, but she's nice once you get to know her. Though he has this annoying habit of...."

"Star."

"Right, off topic. It took a while, but I managed to trace my family history back through generations, and do you know what I found?"

Hesitantly, Twilight replied, "You're descended from traitors."

Star Hunter frowned, "How'd you know?"

"Lucky guess." Twilight mumbled, kicking at the ground.

The dark pegasus squinted his eyes for a moment before jumping. "Ooh, you're descended from traitors too! Which one?"

"I'm...!" Twilight started but caught herself in time. Nose twitching in distaste, she looked away. "Yeah, apparently I am."

Star Hunter, now beaming, fluttered over to Twilight. "That's amazing! Maybe we could be descended from the same one. My ancestor's Scorpan the Deciever, whose yours? Hydia the Enchantress? Grogar the Twisted-Horn? Ooh, maybe T-"

"I don't know and I don't care, so shut it!"

Star Hunter dropped to the ground, shocked out of the air. Uncomfortable silence reigned in the library for nearly a minute before the pegasus leaned in and asked suspiciously, "You know, I have the strangest feeling you don't like Nightmare Moon."

Twilight's eye twitched as she held back her anger. "What gave you that idea?"

Star Hunter stepped back, wings flaring defensively. "Chill out, it's okay. It's just, why is she staying in your basement?"

"She's keeping my friend hostage." Twilight replied, eyes narrowed.

"Oh." Star Hunter replied simply. "I, uh, didn't see anypony else down there with her."

"No, he's upstairs."

"Then she really isn't keeping him hostage, is he?"

Twilight froze at the uncomfortable revelation. No, she's keeping an eye on him... but I could get him at any time....

But that would make her angry.

Now it not the time to be thinking like this. Think about Spike.

No, I could run upstairs and... no, what about the plan?

"Twilight?"

Twilight snapped out of her reverie and looked back at Star Hunter's concerned face. "If you must know, I'm keeping an eye on her. I'm making sure she can't spread her influence too far. You are an unfortunate accident..."

"Hey!"
'

"...but I assure you, she's going to get nopony else on my watch."

"And you're going to stop me from recruiting, how?"

Twilight opened and closed her mouth as she mulled over what to say next. Meanwhile Star Hunter sat unblinking, waiting for an answer. "Well..." Twilight finally replied, stretching out her answer, "...I...I'm going to defeat Nightmare Moon before you have the chance to."

Star Hunter hardly reacted. "And you're going to accomplish this...?"

Twilight turned around and walked towards the bookshelves on the far wall. "Nightmare Moon was defeated before, and take my word for it she can be defeated again. There were these... things... these Elements of..." Twilight bent her head as she picked through her mind. Unfortunately the two warring voices had picked that time to start arguing, making it hard to concentrate. "The Elements of... something with an H...."

"The Elements of Harmony?"

"Yes." Twilight froze. She spun around and glared at Star Hunter, the pegasus nonchalantly standing in the middle of the room. "Wait, how do you know about them?"

The pegasus gestured over his shoulder. "I saw it on that book Nightmare Moon was reading, over by her bed. Well, if you can call it a bed. It's more of a mattress, really."

"What book?"

"Something like, The Elements of Harmony: a Reference Guide."

Twilight blinked. Star Hunter blinked. A few moments later, Star Hunter glanced up at the ceiling and mumbled, "Wait...."

Without warning, Star Hunter found himself grabbed by a wave of energy which lifted him into the air and flung him out the door. The pegasus hit the ground with a thud and winced in pain. Inside, Twilight quickly said, "Good night." and slammed the door in his face.

Nightmare Moon slowly ran her tongue over the delicate folds of the cupcake's frosting, savoring each flake of sugary goodness. Eyes closed, she raised the glorious confection to her mouth, only to be interrupted by the door to the basement being thrown open. With a burst of magic, the cupcake was wrenched from her grasp, leaving nothing but empty air in front of her mouth.

The dark alicorn opened her eyes and glared into the determined eyes of Twilight Sparkle. "I sense you might be unhappy for some reason," Nightmare Moon said softly, crossing her legs in front of her, "well, rather than the usual reason."

"Let's talk."

Nightmare Moon's eyebrows briefly twitched downwards as Twilight sat down in front of her, still glaring into her own eyes. The Princess of the Night leaned backwards and replied, "Talk?"

"Why me?" Twilight asked flatly.

"You were the closest Creature of the Night I could find when I arrived in Ponyville," she replied quickly and curtly, "nothing more."

"How did you know?"

"What you were a Creature of the Night? Even with Celestia's aura? It's nothing more than a shell, and a failing one at that."

She smirked as Twilight twitched in annoyance. "What about Star Hunter?"

Nightmare Moon rolled her eyes. "I didn't know about him then. As I said, you were closest."

"Well what about now?" Nightmare Moon frowned, confused. Twilight leaned in and continued, "Why don't you leave me and join him seeing as he actually wants you around."

Nightmare Moon scoffed, "Please, he may be a good pawn, but he's terrible company. You should have shown up earlier; his sycophantic prattling was making me consider tearing him apart, necessary or otherwise."

Twilight silently continued to stare at the black alicorn, causing her to readjust her wings uncomfortably. "Besides," she continued, "you already know that I've returned. I can't exactly leave you here unattended. Who knows what you might do to compromise me?"

"And you can't keep a track on me from Star Hunter's house? You claimed to be able to keep an eye on me when I left last night."

Nightmare Moon glanced away nervously. "Well... I trust you more than Star Hunter. I mean," she rapidly added, glaring back at Twilight, "he has an incredibly loud mouth and, from what I've heard, he has a roommate and I doubt I'm lucky enough to have two Creatures of the Night together."

Twilight's eyes remained narrowed. Nightmare Moon ground her teeth in reply and reared back. "That's it. I won't have any more questioning of this matter. I am your Princess and that's final."

Twilight flinched and briefly looked away. The dark alicorn smirked at the outward signs of Twilight's obvious inner turmoil. After a moment of hesitation, Twilight stood up and said, "No."

"No?" Nightmare Moon repeated incredulously.

Twilight turned around and started taking down the makeshift banners that lined her throne room. "You don't need to stay here any longer, so I'm kicking you out. You're not my Princess, Celestia is, and I don't need to do anything you say. So no more throne room, no more using Spike as your slave..." With a flick of her horn, the half-empty box of cupcakes flew into the air and started hovering towards Twilight, "...and no more cupcakes."

The cupcakes were wrenched from the air and slammed to the ground. Nightmare Moon brought herself up to her full height and in three strides crossed the room and pressed her head against Twilight's. The purple unicorn cowered, promptly falling on her flank.

"I don't know what brought on this insane little rebellion of yours, but I won't stand for it." Nightmare Moon growled coldly, staring directly into Twilight's shaking eyes. "Regardless of what you feel, if you stand in my way again I will break your little dragon's pudgy neck. Do not test me. Understand?"

Twilight, averting her gaze, nodded mutely. "Get out of here." Nightmare Moon growled, gesturing towards the door. The cowering purple unicorn, horn dimly lit for light, rapidly cantered upstairs and sealed the door closed behind her.

The irate black alicorn gazed at the door briefly before turning back to her mattress and sitting down again. She closed her eyes, and laid her head down at the edge of the bed. She calmly breathed in and out, calming the raging fire inside of her.

Seconds later one eye snapped open, fixing on an empty place by her bed that was definitely not empty before. Closing her eye again and gritting her teeth, Nightmare Moon couldn't help but grin at Twilight's surprisingly cunning plan....

"C'mon, c'mon, c'mon," Twilight muttered, flipping rapidly through the pages of the ancient tome, "just tell me where they are."

Pages of rumors and speculation flew by her where "experts" wrote their theories on the most mysterious of magical artifacts. Sketches and drawings of the Elements in many exotic styles filled her eyes as she scanned for the only important piece of information in the book. Words blurred, sentences ran together, and paragraphs faded away as Twilight's search became more and more frantic.

...spark of...

...reflection of the universe...

...cient aliens ma...

...known location...

Twilight stopped, slamming her hoof down on the open page. Her eyes wide, she practically pressed her face into the book as she read: The last known location of the Elements of Harmony is the Castle of the Royal Pony Sisters in what is now Everfree Forest, outside of the town of Ponyville.

Ponyville

All this time, Twilight realized, mouth agape, the Elements were probably just sitting in the middle of the forest. If I can get away from her for long enough, I can find them in ten....

"Interesting, isn't it?"

The hairs on the back of Twilight's neck stiffened as dread washed over her. Slowly, the unicorn turned around, unconsciously floating the book with her. Nightmare Moon stood behind her, towering over the little unicorn. The black alicorn's face was frozen in a mask of pleasant calm, but Twilight could feel cold animosity radiating from her.

"If you wanted to read that," the alicorn said mockingly, "you could have just asked."

Twilight backed away, keeping the book close to her. She didn't say a word, she hardly even blinked as she met the black Princess' gaze. Twilight took a steadying breath. Her eyes darted to the book and then to the door. A plan was already starting to form in her mind. Nightmare Moon saw this, her eyes narrowing in disbelief.

"No." She said disbelievingly, laughing slightly.

No one voice said cautiously

Yes the other said hopefully.

Twilight braced herself against the ground, staring directly into Nightmare Moon's dark eyes. The alicorn blinked in shock, but quickly recovered herself and laughed humorlessly. "Enough of this foalishness." Nightmare Moon's imperious glare fell into place as she lifted her head. An aura of blue surrounded the tome and pulled it towards the alicorn. "Besides, how could you possibly think of finding it-"

The book stopped in mid-flight, a purple aura now competing with the blue. Nightmare Moon scowled at Twilight as the unicorn narrowed her eyes and focused on the book. "Now see here," Nightmare Moon said impatiently, "do you honestly think," she pulled at the book with her magic, "that you could-"

With a sudden surge of magic the book was wrenched from Nightmare Moon's grasp. Her magic faltered and Twilight found herself with the tome once more. The alicorn's composure slipped completely, her eyes widening in shock. Her breathing became slightly heavier, the first signs of exertion sneaking through her facade. Silently, Twilight noticed these signs. Her eyes widened slightly in realization.

I'm stronger than her.

No.

I can beat her.

Don't do this.

This is it.

The black alicorn growled and raised her wings threateningly. "Don't even think about it. Take one step outside and your familiar is dead meat."

Tense silence hung in the air, two magical forces locked in a contest of wills. Nightmare Moon's superior gaze had been replaced by a challenging glare. Twilight returned it with an equally furious stare of her own. A soft breeze seeped in through a crack in the wall, chilling Twilight slightly.

The silence was finally broken when Nightmare Moon snorted impatiently. "Well?"

"YEARGH!"

Nightmare Moon glanced up just in time to see Spike leap off the stairs and crash into the black alicorn's face. His claws outstretched, the baby dragon latched onto the alicorn's ears and held on for his life. Nightmare Moon yelled in shock and reared back, her magic firing randomly. Bolts of dark energy soared around the room, knocking books off shelves and. A blue aura surrounded Spike, tugging vainly at his scaly hide. Twilight froze in shock, unable to process what was happening.

"Forget about me!" Spike yelled through gritted teeth, "Just run!"

Twilight stood still even then, "I-I-...." she managed to stammer.

"Twilight!" The dragon cried desperately, "RUN!"

And so she did.

Took long to get out. Oh criticalmess, you're so late. I know. End scene.

Pre-Read by my good friend Duffman18, go check out his work sometime.

Please, Read and Review, especially Review.