Wish Upon a Star

Outskirts of Ponyville

A pair of footprints left their mark on the ground, coming from the obscurity of the Everfree Forest, to the recently attacked town. The owner of these footprints, a monster. It seemed Nemesis´ thought were correct, there was something bad happening inside Ponyville, and the three fillies could be in danger. His objective? Locate the little ponies and get them to safety, then turn the tie in the attack and slaughter anything standing in his way.

Nemesis´ was almost sure his presence would make ponies think he was a threat, but he certainly didn´t care.

The creature figured he would find the fillies inside their clubhouse, which was between Ponyville, and Sweet Apple Acres. He would start his search there.

Nemesis lifted his head to watch the sky above town, almost instantly noticing it slowly being turned from blue to red, it had been quite some time since he saw this kind of effect in a war zone, though thankfully, this wasn´t a zombie war zone.

The walk was certainly devoid of any soul, with the only sounds heard, being the ones from battle. Black smoke could be seen in the distance, as Nemesis kept walking, but it didn´t distract him long from his objective.

After a few minutes of walking, the monster arrived at a small bridge, in front of it he could spot a fountain. Nemesis was getting closer to the clubhouse. The bridge was indeed very small compared to his huge size, so he jumped to the other side instead, even though the distance between both ends wasn´t too far from each other.

Nemesis turned his head towards Ponyville once more, this time noticing several dark shapes moving in the sky, he figured they were the ones attacking town. At least he knew what to kill. With that thought, Nemesis resumed his walk.

By the looks of these shapes, he figured they wouldn´t be...

"AAAAAAAAAAH!"

Nemesis stopped in his tracks, the loud screams coming from Ponyville stroke him with recognition, and instantly made him run towards the source.

Ponyville - five minutes earlier

Boulder had been searching Chrysalis through a small section of town, not to far away from the castle. His search occasionally interrupted by an annoying guard trying to take him out.

Boulder figured he had to go directly towards the town hall at the center of Ponyville, so he could have a better idea of where his queen had gone. The Changeling began his march as three pegasus guards came from the sky to confront him. Boulder merely smirked at this attempt as he charged against them, with only two escaping the attack. Instantly stopping in his tracks, the Changeling teleported behind one of the pegasus and blasted against him, only one left. The remaining guard launched himself against Boulder´s head, trying to knock him out, but the Changeling grabbed his front hoof with his mouth and splattered him on the ground.

Almost instantly another small battalion appeared in front of him, this time with a mix of unicorns and pegasus, Boulder smirked once again.

As the soldiers prepared their attack, the Changeling launched himself to the sky, before blasting against the floor, and taking out the majority of the guards in the process. Only four unicorns and two pegasus remained.

The soldiers blasted against the Changeling, who created a shield in front of him, before teleporting once again into the floor, and wasted no time in blasting one of the four unicorns, only three remained.

Boulder could spot in time as the two pegasus tried to ram against him, he instantly took a defensive position and brought his right hoof to the front, in an attempt to intercept one of them, and successfully breaking several of the guard´s teeth. Reacting almost instantly, Boulder launched himself to the sky, and wrapped his hooves around the other pegasus, bringing him to the ground. The guard tried to escape the Changeling´s grasp, but was received by a hoof to the skull, ending him almost immediately.

Focusing his attention back on the three remaining unicorns, who had been blasting him since the beginning of the assault, Boulder began charging his horn with magic as he approached them slowly. The guards began to sweat uncontrollably as they noticed none of their attacks worked, and began to slowly step back from the approaching juggernaut.

Once in front of them, both the guards and Boulder stopped walking and stared at each other. The soldiers with a scared expression and the Changeling with a diabolic smile. After a few tense seconds of suspense, Boulder disappeared.

The guards had expected to find him behind them, and turned around... there wasn´t anypony. One of them brought a hoof to his forehead in order to wipe the sweat, meanwhile the other did his best to sigh in relief. None of them would know what happened next.

Boulder came crashing from the sky, landing on top of the guards and crushing their bodies in the process.

Once they were done for, Boulder cleaned the guards´ remainings from his hooves before continuing his search for the queen. He wouldn´t be able to even give five steps before he spotted another two guards approaching the castle, but there was something different about these. The had three fillies with them.

Boulder was about to ignore these group, but he spotted something else. The little ones seemed rather familiar to a couple of the Elements. His face released a wide grin onc an idea crossed his mind.

The Changeling approached the group, as the two guards took notice of his presence.

"Run!" One of them screamed before being blasted by a bolt of magic, instantly ending him.

"AAAAAAAAAAAAH!" The three screamed in unison at the sight of the Changeling. His enormous physical appearance, coupled with his black coat made him a terrifying sight for anypony.

Wasting no time, the remaining guard instructed the fillies to run and hide. The little ones nodded with their head before running towards the castle.

"What the hay is that!" Apple Bloom asked, doing her best to reach Twilight´s place.

"How the Heck am I supposed to know?" Answered scootaloo.

Sweetie tried to look behind to see what had happened to the guards, but her question was almost immediately answered by a loud scream. Their current guardian was gone, all that was left, was run and hide.

The fillies hearts were beating faster as they got closer to the castle. None of them wanted to look around and find themselves with the Changeling.

Finally, the castle was up ahead, and a smile began to appear on their faces, but to their dismay, Boulder landed in front of them, almost making the fillies spill their hearts out.

The Changeling released a smirk as he stared directly into the little one´s eyes, slowly walking towards them. The fillies were too terrified to think about any escape, so they simply backed away from him. Boulder was tasting every step he gave, releasing small hisses at the little ponies.

Soon enough, the fillies found themselves at a dead end, the prefect spot for the Changeling to finish them.

Boulder charged his horn with magic, his blue eyes focused on the three fillies, who could only watch in terror as the black figure slowly approached them. His head moved down, so he could be able to have eye contact with the fillies. Smiling, the Changeling´s magic began to grow stronger, ready to strike against the helpless ponies, but something caught his attention.

In the eyes of Scootaloo, an image was reflected. Amongst the flames and destroyed buildings, a bulking, dark silhouette could be seen. The changeling narrowed his sight, trying to identify the shadow, but a shocked look appeared on his face, as he saw the creature opening his small, white eye.

Before anypony could react, the Changeling was tackled by a major force. The floor trembled as the Boulder crashed against the side of a house. Wasting no time, the Changeling moved rocks out of his body and tried to stand up, but a huge fist crashed on his face.

The changeling was sent flying away, destroying part of the house´s interiors. The one who had sent him sailing across a house, revealed himself to the terrified fillies, who slowly released small smiles on their faces. They had been saved by a stronger monster, by Nemesis. The creature took a few seconds to stare at the fillies before he began to run towards the Changeling.

Once Nemesis arrived, the air around the little ones began to lighten up, and even though, the creature had went for Boulder, they could feel safety. Apple Bloom was the first to snap back to reality, and looked towards the castle, realizing how close they were from it.

"Come on girls!" Apple Bloom exclaimed, trying to push her friends away from the place, but Scootaloo crossed her hooves and replied.

"We can´t leave him here, what if something happens to him?"

"She´s right! We we don´t leave our friends alone!" Sweetie added, a frown appearing on her face.

Apple Bloom couldn´t help but to sigh in annoyance, before putting a hoof on her chin. Spotting a safe place inside a house, her face released a wide smile, then, pointed with her hoof towards the place. "There, we´ll be safe, and we´ll be able to keep an eye on Nemesis! Come on!"

Without any other word, the three headed towards the safe place. The big house was in ruins, but there was no sight of the Changelings, it would be a perfect place to take cover, while making sure their friend was alright. Hiding behind a window frame, the fillies witnessed the battle ensuing, not even a hint of a worried look appeared on their faces.

On their end, the huge Changeling was doing his best to evade and block the golem´s punches. Magic barrier after magic barrier was shattered under the monster´s strength. If it weren´t for his shields, the Changeling´s bones would have probably been destroyed by then.

Nemesis launched his right fist, which Boulder evaded by ducking. The monster launched an uppercut, which was stopped by another shield. Seeing an opening, the Changeling blasted against Nemesis´head, before backing away with a jump, from him. Once a few feet away, the pony blasted again, but Nemesis jumped over it and landed with his right fist crashing against the ground, the Changeling moved out of the way in time, but Nemesis tackled the pony and brought him to the ground. Boulder blasted once again, against the creature´s chest, before he could bring his feet against his face. Dodging out of the way, the dark pony charged his horn, before teleporting behind Nemesis, then, launched a powerful blast against his back.

The situation was proving to be exasperating for the pony, as it seemed, none of his blasts scratched the monster. Nemesis turned around slowly, facing the Changeling again, who had his eyes wide open.
Seeing none of his magic attacks seemed to work, Boulder tried the brute strength approach. Launching himself against the creature, the Changeling sent his right foot against Nemesis´ face. To his horror, the monster didn´t flinch.

Nemesis took the opportunity, and tried to punch the pony with his right fist, but it was dodged, using the momentum, Boulder teleported at the top of a house.

Nemesis spotted the dark pony seconds later, and jumped towards the rooftop, while bringing his arm down ready to strike against him, but the Changeling moved out of the way, causing Nemesis to break part of the roof and land inside the house.

The Changeling sighed in relief, but the sound of cracking alerted him again. Seconds later, the huge monster came from the inside of the house, destroying the rest of the roof, and grabbing the Changeling with his arms in the process. Once in the air, Nemesis brought his fist against the pony´s chest, and even though, it was intercepted by his shield, the punch was strong enough to bring the Changeling to the ground. The force of impact shook most part of the town.

Not so far away from the battle, Chrysalis had finally found the box, and went to grab it, after that she was ready to teleport away. The Changeling Queen prepared her teleportation spell, but she was intercepted by a blast, that caused the box to slip away from her again.

Chrysalis turned her eyes to spot Twilight and her friends getting closer to her.

"You´ve got nowhere to run Chrysalis, give us back the box!" Twilight said, threat in her voice. The young princess had her horn pointed against the Queen, magic flowing from it. It had been quite some time after her brother´s wedding, and by then she was more than capable of taking care of Chrysalis. The looks of rage in everypony´s eyes didn´t went unnoticed by the Queen.

After a few tense seconds of silence, screams of several ponies caused Chrysalis to release a wide grin, as she assumed the cause of this was Boulder finishing off anypony crossing on his path. She instantly took the opportunity as a way out. "Look like we´re at an impasse here! The only solution I see is that you let me go with the box."

"And why would we do that?" Asked Twilight, preparing to strike.

"Because if you don´t, Boulder´s going to take care of everypony in this town!" Chrysalis backfired, her words shutting Twilight´s horn off in the process, she had begun to weight her chances. Not long had passed before Applejack asked.

"That big guy from before?" Her question was immediately answered, as a loud cracking sound greeted all of them just a few feet behind. Boulder came crashing into the ground, destroying part of a wall from a house, it was clear somepony was overpowering the Changeling.

"Hah! Guy´s getting his buck handed Chrysalis!" Rainbow mocked the queen. "I bet it´s the coltfriend of Twilight here! You know why? Because he´s a pegasus, and pegasus are..."

As Rainbow kept showing off, Twilight was slightly blushing, and for a moment she forgot about the upcoming battle. The alicorn filled her horn with magic, and prepared to strike against the queen, but she noticed something. Chrysalis was staring blankly past them, as if something had caught her attention. It must have been something terrifying, as her eyes demonstrated fear. The rest of the group (with the exception of Rainbow) took notice of this as well, and turned their heads behind them, with the intention of knowing what was the thing Chrysalis was watching. The Element´s eyes wide opened as soon as they witnessed what was happening.

"...and that´s why we´re gonna kick your b..." Rainbow felt somepony gently hitting her side. "Can´t you just wait Applejack? I´m almost finishing my epic dis..." Applejack grabbed the pegasus´head with her hooves, and forced her to look behind her, her eyes wide opened in shock as well. "...Wow!"

Not too far from them, Boulder was struggling to survive the attacks of something more sinister. A larger, scarier creature in a long black trench coat, was launching lefts and rights against the Changeling. His face was the thing that shocked the whole group (even Chrysalis), he appeared to have one eye only, his face seemed to be devoid of any lips, causing the creature to freely show his teeth and gums.

The fearsome enemies found themselves in a loss for words. One moment they were preparing the fight, and now they were witnessing a third party, even though the creature was attacking Boulder, there was no way to tell whether he would go for them next, or not.

Nemesis never noticed the group staring at him, as he was concentrated in butchering the Changeling. Boulder fired against Nemesis one more time, but same as before, the creature never flinched nor did he moved, this time however, Nemesis grabbed one of Boulder´s wings. The changeling let out a scream of pain as his wing was suddenly ripped apart from his body, it was a major injury, but he could live without it.

The Changeling jumped into the air, trying to get away from the monster, but was intercepted by Nemesis. Boulder felt a huge fist on his belly, before he was sent towards the ground and between Chrysalis and the Elements.

The entire group let out a small scream, as soon as they watched Boulder crashing into the floor, followed by Nemesis. The Changeling got on his hooves and lifted a magic shield, protecting him from Nemesis´ punch, but the creature attacked again, this time sending Boulder back. The Changeling took the opportunity to launch another blast, and this time he didn´t stop the attack.

The ponies could barely see a smile coming from Boulder, but it wouldn´t last. A loud roar came from the beam, followed by a huge fist. The Changeling could only blink once, before he was sent flying towards a house.

The ponies followed Boulder with their sight, and once he was lost between the debris, they turned to face Nemesis, who was roaring against the house Boulder crashed.

Several sighs of relief could be heard from the shocked ponies, as Nemesis went running towards the house. Chrysalis took the opportunity to blast against the Elements, then in the blink of an eye, she disappeared from sight.

"No!" Twilight screamed as she got up from the floor, realizing what had just happened... the box was gone.

The day Twilight´s castle was erected, the box that helped them defeat Tirek, was buried beneath it. It soon became the foundation of everything the new castle stood for, the magic of friendship. The Elements and the new royal guard would dedicated their lives to protect the landmark, as it held Equestria´s most powerful deterrent, and know it´s core was gone. Twilight blinked twice before she snapped back to reality.

"There´s no time!" She began, facing her friends, who had worried looks on their faces. "Fluttershy, Rarity, and Pinkie try to save as many ponies as you can, and tend the wounded!" The three mares nodded, before doing their task. "Applejack, Rainbow, head back to the castle and tell Spike to send a letter to princess Celestia, inform her what is happening!"

"Wait! Why didn´t you ask Spike to send her a letter before?" Rainbow asked, making Twilight to groan in frustration before answering.

"Because I´m a princess now, I can´t rely in princess Celestia to come save us every time there´s an attack! I have to learn how to control these kind of situations!"

"Aren´t we the ones who take care of almost every problem around Equestria?" Rainbow asked with a deadpan expression.

"Rainbow, there is not time for this! Go tell spike to send a letter, things are quite out of control."

"Come on sugarcube, let´s go!" Applejack intervened before the pegasus could argue, and the two proceeded to approach the castle, leaving Twilight to deal with the rest.

Everfree Forest

Hiding between the shadows of the Everfree Forest, Sombra casted a spell which would show him what was happening in Ponyville.

Even though, he lacked a horn, Sombra was quite good at dark magic which involved the use of magical words. The fallen king had been observing the whole battle from a magical mist, he was more than impressed at what was happening. Twilight had really grown up, she had become more experienced, she and her friends, but that wasn´t the thing that caught his eye. Sombra looked with amazement in his eyes at the new creature.

Boulder was surely powerful, but he was being overpowered by the monster. The looks on this creature seemed to hold many secrets, secrets that he would be more than glad to uncover. Breaking his thoughts, Chrysalis appeared alongside him, even though she was still shocked, her face held a victorious grin, the box was hers.

"Did you see that?" The queen asked.

"Indeed I have, what is that?" Sombra replied, as he shot off the spell.

"I don´t know, but at least we have the box, whatever that monster was, I hope it takes care of them." Chrysalis chuckled at the thought, causing Sombra to shake his head.

"What about you think bigger for once, Chrisy." His words made Chrysalis frown, but she stopped there, as she was more than happy for her recent victory. "Don´t you think we could use something like that? He doesn´t seem to be on any side. This new creature surely is magnificent, ruthless!"

"Why should we care, we have what we came for!"

Sombra opened his mouth to speak, but no words came out, he was tired of dealing with her stubbornness, and opted to simply follow her. Chrysalis turned to face the rest of the Changelings, and motioned for them to part towards their home, it was indeed a very good night.

Sombra had secretly opened his mirror spell, and proceeded to watch the battle between Boulder and Nemesis.

Boulder had been running from Nemesis for several minutes. After the last time he blasted against the monster, he simply disappeared from sight, not wanting to be served on a silver plate, the Changeling searched for refugee inside the town hall.

The large hallways of the place were obscured by the darkness of the night. Almost everypony had already been evacuated from Ponyville, making the town hall a very silent place. The fires across the city were the only sounds heard, it was unsettling.

Boulder was walking slowly, and not only because he was hurt, but he was trying to make as less noise as he could, in case certain creature found him. The Changeling wasn´t following his orders anymore, he wanted to escape his fate, he wanted to get out of Ponyville. Once he was sure the creature wasn´t following, the Changeling would make his escape.

Boulder got close to a brown door, and proceeded to open it slowly, the darkness of the following hall way greeted the Changeling as he got inside. There were seven doors to the left, and numerous windows to the right, Boulder would have to walk carefully. The white floor contrasted with the yellow walls, the night obscured the brown ceiling, it was a scary place by night.

Boulder´s destination was at the opposite side of the hall way, and he had only reached the second door, five more to go. Suddenly, a loud crack was heard behind him, turning around, Boulder got into combat position. Ready to fight the monster, the Changeling turned around... it was nothing, a loose beam had fallen just outside the place. He sighed in relief before continuing his march.

After several tense seconds, Boulder had finally reached the door at the other end. He used his magic to open the door slowly, but stopped when he heard another crack behind it. Charging his horn, the Changeling breathed a few moments before he opened the door, ready to strike, but there was nothing at the other site. This situation was starting to get in Boulder´s nerves.

The Changeling proceeded to enter the room, when suddenly...

CRACK!

The large window behind him was destroyed, along with part of the wall, giving way for the monster to enter the hallway. Nemesis began to walk towards the terrified Changeling, who opted to fire a few blasts against the creature. Angered, Nemesis released a roar to the sky before he went running against Boulder, and seconds before the monster´s right arm could hit him, Boulder ducked under. Getting a few feet away from Nemesis, the Changeling blasted not only the creature, but the ceiling as well, causing it to fall on top of Nemesis. Boulder took this opportunity and exited the building.

Fate was doing it´s worst with him, as a purple blast hit Boulder on his side. The Changeling was certainly tough, but his fight against Nemesis had left him a total wreck, he was no match for the alicorn´s blast.

Twilight got closer to the Changeling, her horn glowing, meanwhile Boulder got up from the floor, a look of fury was drown in his face, that was it!

Boulder screamed in anger as he returned the attack, Twilight had only a second to react before she pulled a protective shield, taking the momentum, the alicorn transported behind the Changeling and blasted against him. Boulder was not fool, he lifted shield of his own, just in time for him to avoid being further damaged.

Twilight screamed in pain as a magical blast hit her in the chest, sending her flying away, Boulder followed behind. Before the princess could crash, Twilight used her wings to land without another hit. Boulder launched another spell, which was dodged by the alicorn, who blasted against the Changeling in return. Boulder used another protective shield.

Twilight transported once again, and tried to attack the Changeling, who attacked back in return. The two ponies were struggling to keep their blast steady, as the two magical forces collided against each other. Boulder put on more weight to his blast, causing Twilight to step back a little. The alicorn could barely see how the attack almost reached her, and augmented her magic. A big ball of magic was placed between the two different spells, the green furiously contrasted with purple, as the two ponies did their best to overcome the others magic.

Finally, Boulder reached his critical point and screamed as his attack overwhelmed Twilight, sending her crashing into a building.

Twilight struggled to get up, getting some of the debris off in the process. She had a really tough landing, but it was nothing compared to what she had went through. The debris was easily removed with her magic, and went to get up, but the huge Changeling appeared in front of her, causing the alicorn to fall to the ground again.

She was pretty damaged, her body full of bruises, and she had almost no energy to combat the Changeling in front of her, still, she placed herself in combat position. The enhanced creature in front of her wasn´t in good shape either, even looking worse than the alicorn.

The Changeling was bleeding on several parts of his body, his left hoof was flinching (probably because of a broken bone), and his head was full of severe cuts, his left wing also appeared to be crudely torn apart by a major force.

The seconds passed pretty slowly, as the Changeling prepared himself to attack. Twilight tried to do the same, but her body was more sensible to damage. Finally, the Changeling had begun the charge his horn, ready to strike against the alicorn, while a look of hatred was painted on his face.

Twilight prepared herself for the strike, but then...

CRASH!

The wall behind the Changeling was completely destroyed, giving way to the creature from before, who grabbed the dark pony´s hooves with both of his hands. Rising the Changeling to the air, Nemesis began to pull apart his limbs, making the dark pony to release a horrible scream, the Changeling had never experienced pain as he did in that moment.

The screams seemed to last forever, and Twilight did her best to look away from the disturbing scene. A live being, being enemy or not, was simply being torn apart without remorse. Green blood was splattered throughout the wrecked home, even falling on Twilight´s coat. The alicorn suddenly began to wish none of this had happened, she had never seen such cruelty, and such a monstrous act before.

Thankfully, the screams stopped, followed by the worst silent moment in her life. Twilight had her eyes closed the entire time, not wanting to see what was standing in front of her, and hoping he would just go away, sadly, it was not to be. The sound of something heavy being dropped to the floor, made her realize she was next, the fear of the moment wouldn´t let her move at all, and to make matters worst, the sounds of feet were heard going towards her.

Twilight began to tremble badly, as she heard the sounds of steps finally stop, then simply waited for the inevitable. Two seconds passed, then four, then ten, it was as if the creature was simply playing with her, enjoying the moment; then, something completely unexpected happened.

The gates of Tartarus had been opened, and from the inside, all the evils and horrible beings were suddenly joining in one word, this word would strike hard against her, as it was the voice of death.

"STAAAARS!"