Falls the Shadow

Chapters

II. The Elements of Ruin
III. The Blue Eternal
IV. The Princess of the Stars
V. Surprise
VI. Dawn Overflowing
VIII. She Who Stands Between the Night and the Day
IX. Twilight Transcendent
I. Through a Spyglass Darkly
VII. The Circle is Broken

II. The Elements of Ruin

Episode Two:
The Elements of Ruin

There are only two worlds -- your world, which is the real world, and other worlds, the fantasy. Worlds like this are worlds of the human imagination: their reality, or lack of reality, is not important. What is important is that they are there. These worlds provide an alternative. Provide an escape. Provide a threat. Provide a dream, and power; provide refuge, and pain. They give your world meaning. They do not exist; and thus they are all that matters. Do you understand?
-Neil Gaiman,
The Books of Magic

“That insipid, uncouth knave!”

“Calm down, Rarity,” said Twilight, “I’m sure he didn’t mean to stand Fluttershy up.”

“Yeah,” said Rainbow Dash. “He was way too excited about hanging out with her. Besides, nopony could want to hurt Fluttershy.”

Pinkie Pie popped her head into the train cabin where the rest of them were sitting. “What about Angel?” she said. Then, without waiting for an answer, she popped right back out again.

“Angel…” said Rainbow Dash darkly, “yeah, sometimes I’d like to lob a Holy Hand Grenade at him.”

“Oh no,” said Fluttershy, “he’s actually a really good pet…”

“The point is,” said Twilight, “Nightshy wouldn’t have stood you up without a very good reason.”

“But Twilight…” whispered Fluttershy, “…that is even worse…because it means…it means…”

She didn’t have to say it. All of them knew what it meant. Nopony wanted to be the one to say it out loud, but they all knew. Nightshy had disappeared, just like the other star ponies.

It was almost sundown when the Friendship Express pulled into Canterlot Station. The sky above the white city was a fiery orange. A few brave stars had already come out. Silence hung over the group as the train came to a stop. Almost all of them felt it, a sense of foreboding, the nagging feeling things were going to get worse.

One train car over from the rest of the group, Pinkie Pie was unfazed. It was as if she lived in a bubble that none of the dark feelings could penetrate. Surprise envied her sister that.

“Are you sure about this, Pinkie? I mean, she’s a princess. And I’m…well, I’m nopony…”

“Don’t talk like that!” Pinkie put one hoof on Surprise’s shoulder. “You’re my sister. Wherever I go, you go!”

“But I’m not even one of the Guardians of Harmony. I should just wait outside while the rest of you guys meet with the princess…”

“Nonsense! You’ve got to meet Princess Luna. She’s, like, the most fun princess ever! You should have seen her last Nightmare Night, when she screamed at everypony in her really loud voice and used her magic to create a bunch of monster spiders that chased us all…”

“That…doesn’t sound like much fun…”

“It doesn’t? Oh, well, I thought it was fun. But trust me, she’s totally cool now that she doesn’t want to bring eternal darkness to all of Equestria.” Pinkie smiled happily.

Surprise fidgeted. She wasn’t sure about this…

As they stepped off the train, the Twilight and her friends were met by a group of royal guards, led by a unicorn. The ponies exchanged glances.

“Princess Luna has sent me to escort you to her straight away,” said the unicorn. She was white with a pink cloud for a mane.

“Twinkleshine!” said Twilight.

“Hi, Twilight,” she said weakly.

“What’s wrong?”

The white unicorn shook her head. “Nothing, it’s nothing. Just…all of Canterlot is on edge. With Princess Celestia gone and the…vanishings…we…I…”

Twilight nodded. “How is my family?”

“All still accounted for. Your brother tried to put up a protective shield over the city, but it didn’t work. Ponies still disappeared.”

“And nopony has any idea what is behind it?”

Twinkleshine shook her head. “Not that they are telling us.” There was the tiniest trace of bitterness in her voice. “We hope that whatever it is that Princess Luna wants to talk to you about, it helps. That’s the worst part, the not knowing anything. It’s almost like--”

But what it was almost like, Twilight and her friends never got to hear. At that moment, a pale light surrounded Twinkleshine, who had just enough time to realize what was happening to her, her eyes widening in terror, her mouth opening to scream, before she vanished right in front of them.

Nopony moved, the entire group stood in stunned silence.

“What…just happened?” Applejack asked.

The guards that had come with Twinkleshine whispered furtively among themselves. “Vanished.” “Gone.” “Another one.” “Not her, she was so…” “If it can happen to the Princess, it can happen to anypony.” “Nopony is safe.”

Twilight was stricken. She hadn’t even thought about how Twinkleshine was a star pony. All she had been thinking about was her own family, her mom and her brother. Selfish… she thought. And poor Twinkleshine, she looked so scared…

“Take us to Princess Luna,” she said. The guards looked around, then nodded, and led the friends to the castle.

* * *

As soon as everypony left the station, three colorful shapes emerged from their hiding places and hopped off the Friendship Express. They were three young ponies: a unicorn, a pegasus, and an earth pony. They wore matching capes adorned with a peculiar symbol: a young pony in a cape. It was childish and so were they.

[What follows came about because of their innocence. Remember that and try not to judge them too harshly, for these moments would be the last they spent carefree.]

“Do you have the letter?” asked Apple Bloom.

“Got it,” said Sweetie Belle.

“Well, what’s it say?”

“You know what it says.”

Apple Bloom sighed. “I don’t think ya understand how exposition works.”

“Just read it,” said Scootaloo. “And quit using words I don’t understand.” She was barely paying attention. A set of headphones were clapped over her ears, and the other little ponies could hear faint music coming out of them.

“Okay then,” said Sweetie Belle. She read: “If the three of you want your cutie marks, meet me in the Canterlot Sculpture Garden at Sundown.” A friend, was the only signature the writer had left on the note.

“Cause that don’t sound suspicious at all,” said Apple Bloom.

They all agreed it was.

That did not stop them from sneaking on board the Friendship Express and following Twilight Sparkle and her friends to Canterlot.

There was something magical about the Stone Garden. It was as if every statue were somehow alive, a menagerie of wondrous beings turned hard and grey, but waiting patiently for the moment when life and color would return to them.

There were statues of pony magicians and mythological creatures. Some wore expressions of happiness, others of surprise, a few of terror. In the fading light, the magic of the Garden took on a darker, more frightening tone.

One statue in particular caught Scootaloo’s eye. Distracted by it, she didn’t pay attention as Apple Bloom and Sweetie Belle went on ahead of her. A few firefly lamps hung around the statue, washing it in pale green light.

It was an alicorn. She was beautiful and terrible. Her mane was wild, as if it were made of angry flames that had been turned to stone. She cringed as if from some oncoming fury, defiant. On her head was a crown of stone. Scootaloo stood before the image and stared, transfixed.

“Scootaloo!” a voice broke through her trance. Somepony was shaking her. Her headphones came off and fell to the grass, spilling her music into the evening air: “…wanna be with you, and make believe with you, and live in harmony harmony…”

She picked them back up, blushing. “What…what happened?”

“You were just standing there, not even moving,” said Sweetie Belle.

“For a second there, I thought you’d been turned ta stone,” Apple Bloom said. “What were you doin’?”

“Nothing! I was just…this statue…”

The three of them looked at it.

“She looks like Princess Celestia,” whispered Sweetie Belle.

“Let’s get out of here,” said Apple Bloom.

The others nodded. It felt like the temperature had dropped in the last few minutes. On the horizon, the sun was sinking fast. The sky had gone from orange to deep red to violet. It was getting darker.

The Crusaders went to the part of the Sculpture Garden that they had visited on their class field trip. Even in the more familiar part of the Garden, the night made everything look sinister. Statues seemed to reach out with their stone hooves and claws, trying to grasp anypony who got close enough. Not knowing where else to go to look for whoever they were meeting, the Crusaders took a break under a familiar statue.

It was the draconequus, Discord. His face was frozen in an expression of disbelieving shock. Next to him stood the statue of a young pony with a cello. Her stone features were coolly carved, giving her a serious look.

“Strange place to wait,” observed Scootaloo.

“Aw, it’s ahright. Applejack and her friends whooped him.” Apple Bloom leaned against the statue confidently.

“But…he’s real. Not just a statue.”

“I think…” Sweetie Belle whispered. “I get the feeling all of them are real.”

All three Crusaders swallowed.

“Maybe we shouldn’t have come here,” said Scootaloo.

“At least not at night,” said Sweetie Belle.

“But you wanted your cutie marks, didn’t you?” said the pony statue.

“Yeah, but maybe there’s a less scary way ta get them,” said Apple Bloom.

“Yeah,” said Scootaloo.

“Yeah,” said Sweetie Belle.

A pause.

The hair stood up on all the Crusaders’ necks. They turned to look at the pony statue.

It was looking back at them.

“Y-You’re alive?” asked Apple Bloom.

“A talking statue!” said Scootaloo.

“I am not a statue,” said the pony. “I’m just grey.”

“You lost your colors,” said Apple Bloom.

“Discord got to you!” said Scootaloo.

“No,” said the pony. “I’ve always been grey.”

“Ohhh…” said all of the Crusaders in unison.

“I’m the one who sent you that letter,” said the grey pony. “The name is Octavia.”

“You said you could help us get our cutie marks,” said Apple Bloom.

Octavia nodded. “And not only that. You will get to be heroes, like your sisters and Rainbow Dash. Wouldn’t you like that?”

The three little ponies glanced at one another. A silent agreement passed between them.

“How?”

Octavia smiled a cold, sculpted smile.

“First, we need to rescue a certain somepony…”

She looked up. The Cutie Mark Crusaders followed her gaze.

In the faint light, the statue almost seemed to be grinning.

* * *

“Welcome, friends,” said Princess Luna.

“Princess,” said Twilight. “On the way…Twinkleshine, she…”

“She just kinda went poof,” said Pinkie. “And she was gone.”

Luna closed her eyes and gave a weary sigh. “I know. None of my spells seem to be able to protect my subjects.”

“D’you know what’s goin’ on?” asked Applejack.

Luna surveyed the faces of Twilight Sparkle and her friends, frowning. “I have an idea, but I cannot be certain. Come. Follow me.”

“Where are we going?”

“To the bat cave.”

Twilight and her friends blinked.

“Bat…cave?” asked Rarity.

“Oh…” said Luna, blushing a deep indigo. “That’s what I used to call it. (I like bats.) It’s where the Elements are kept in Canterlot Tower.”

“Ah,” said Rarity. “Makes sense, I suppose.”

“Um…I like bats, too,” said Fluttershy softly.

Princess Luna led them to the tower. The door stood shut, sealed with a lock decorated to look like the sun. The spells that protected the tower ensured that nopony could open it except Princess Celestia.

Luna dipped her head and pushed her horn into the lock. “Please,” she whispered, so faintly that none heard. “Accept this pale reflection of her light.”

Lines of cool blue light flowed out from the sun decoration, running along the grooves in the door. It worked! Luna had not attempted it since her return from the darkness. Did it mean that her sister had trusted her fully? Or had her friendship with her sister been enough magic to get through?

They entered the chamber and stood in a circle. There, in the center of the room was a pedestal upon which sat a jeweled case. Within that case were the most powerful magical artifacts in existence.

Once, two sisters had wielded their power to save their world.

But that was long ago.

“The Elements of Harmony,” breathed Twilight.

“You must wield them, use their power to save Equestria.”

“Save it from what? What’s going on?”

All of the ponies looked at Princess Luna. She looked up at the ceiling. They followed her gaze. The ceiling of the chamber was a dome, covered with a painting of swirling stars. Silver lines stretched between them, forming a geometrical pattern.

“I know what is happening, though I do not know who is behind it.”

“Princess…” Twilight urged.

Luna looked at them. “Our world is…protected by the stars. They are a kind of magic seal that keeps Equestria safe…from the worlds beyond.”

“Worlds beyond?” asked Surprise. “What are you talking about?”

“There are other worlds,” said Luna, making a wide upward gesture with her hoof. “The Outside. A thousand worlds. Ten thousand. More. All of them radiating out from Equestria like shadows cast by our world. All of them in darkness.”

“But, what does that have to do with Equestria?”

Luna smiled sadly. “Equestria is the light that casts the shadows. It stands at the center of…everything. Nopony realizes how important it is. There are entire races living in the darkness, thirsting for the light that our world gives them. There are worlds that have forgotten the power of friendship, beings whose hearts have grown cold. And in each of these places, our light takes some form. It shines in the darkness, giving hope.”

“It’s…kinda hard ta believe…” said Applejack.

“Sometimes they have a hard time believing in us, too. The darkness is strong. It bends the truth, like a warped mirror. To some, our world is only a story. They have forgotten what they once knew…” She began to walk around the room, looking each of them in the eyes. “That the truth is more real than the lie…that kindness is more real than cruelty…that generosity is more real than greed…that loyalty is more real than treachery…that joy is more real than despair…” She stopped at Twilight Sparkle. “And that magic is more real than the grey existence they have lived in.”

“But then…why do we need to be sealed away from them?” asked Twilight.

“Because there are…things out there in the darkness that would try to corrupt us, to let the darkness into our world. They would ruin us if they could, make our world something darker, less pure. Equestria stands like a lonely torch in a room of shadows. They would put out our light. And if that happens…”

“What?”

Luna shook her head. “You can’t have shadows without light. If our world falls, everything falls. The whole Outside, all those worlds that don’t even believe we are real. Everything.”

“But…it’s happening…” Fluttershy said weakly. “The stars are going out. And the star ponies.”

“Yes, the seal is weakening. Already I sense darkness slipping in. But the worst is still on the Outside. For now.”

“Death,” said Applejack, remembering her dream. Those dark wings…

Luna nodded. “Death does not belong in our world. Here love always wins, evil is always defeated, and nopony can ever be killed.”

“But…if this here seal breaks…”

“If Death comes to Equestria, all is lost.”

All will be lost. That’s what Granny Smith had said. All will be lost.

Rainbow Dash slapped the wall behind her with her hoof. “Who in Celestia’s name would do such a thing?”

“Let me tell you a story,” said Luna. “Once, the secrets of our world were entrusted to four sisters. The heavens marked each of them as their protectors. Stella, Astra, Celestia…and Luna. Four princesses born to stand against the Shadow. The eldest, Princess Stella, was the guardian of the stars. She was noblest and most beautiful of the four. And she was the one who betrayed us.

“Over a thousand years ago, she tried to break the seal between Equestria and the Outside, to let the darkness in. She tried to take a life.” Luna’s eyes flashed. “But she was defeated, at great cost. And nopony has tried to do what she did since then. Even I…at my darkest…I would not dare. Not even Discord…” She shook her head.

“What happened to her?” Surprise asked quietly.

Luna’s expression was unfathomable. “You can see her, even now, in the Sculpture Garden…I visit her sometimes…even now…”

Twilight shuddered. She never knew that Princess Celestia had another sister. Two other sisters.

“What about the other? Princess Astra?”

“Lost to Time,” said Luna. “She cannot help us now.”

“So…what do we do? How do we use the Elements of Harmony if we don’t even know where our enemy is?”

“I do not know. My sister might have. She knew much more than I…”

Twilight put a hoof on the princess’s shoulder. “We’ll find her,” she promised.

Luna grabbed her with a sudden ferocity. “Please, Twilight Sparkle. Bring her back to me. I can’t be alone again. I…”

“It’s okay, Princess,” said Twilight gently. “I’ll save everypony…”

Poof. A curl of blue flame flashed in the middle of the room, dropping a scroll to the floor.

Luna released Twilight and magicked the scroll into the air, unrolling it and reading it. Fear darkened her expression. She looked up from the scroll.

“Our enemy has made its first move,” she said.

“What? But where?” asked Rarity.

Luna looked at Rainbow Dash.

“No…” the pegasus whimpered.

“Cloudsdale is under attack.”

* * *

“Are we makin’ a huge mistake?”

Scootaloo shrugged. “Pinkie Pie says he’s not that bad…”

Apple Bloom was not reassured. “But Pinkie’s crazy.”

Scootaloo looked away. “If he can help us save the day, we could be heroes like Rainbow Dash. And maybe he shouldn’t be locked up in stone forever anyway. That’s kinda cruel, isn’t it?”

“Maybe…”

“What about you, Sweetie Belle? You’ve been as silent as one of those RPG heroes from your video games.”

“…” said Sweetie Belle.

“Have you decided?” asked Octavia.

The three ponies looked at her. There was something not quite right about her, of that they were certain. She seemed…

Cold. None of the Crusaders said so, but that is what they felt. Even though they knew she was a real live pony, she still looked like she had been carved out of cold stone. It was in the way she stood, far too still. It was in her voice, which was musical, but musical the way an icy wind sometimes is. Mostly it was in her eyes, that cool silver gaze that chilled anypony it fell upon.

Fear and wild hope mingled with their childish stupidity and daring.

“We’ll do it!” said Scootaloo.

Octavia smiled without any trace of warmth.

“Sing, my little ponies,” she said, and began to play her cello. A haunting melody floated from her instrument. It is impossible to describe in mere words, but it brought to mind long shadows shifting in flames, the emptiness between the stars, the cry of Windigos chained in darkness. If the ponies had known the word demonic, that is what they would have called Octavia’s music.

[Even as she played, that word crawled into dictionaries all over Equestria. A little bit of innocence went out of the world. A little more darkness crept in.]

Sweetie Belle began to sing. Then Apple Bloom and Scootaloo joined in:

All we ever wanted
Was to know who we were
Now it’s being served to us
On a silver platter

And we’re not sure

All we ever wanted
Was a touch of destiny
Now something is asking
Us to set it free

And its up to me

But I want to know
Who pulls the strings?
Who’s behind the curtain
Who’s controlling things?
Are we all just puppets?
Instruments to be played?
(I’d really hate that.)
But a price has gotta be paid.

All we ever wanted
Was an answer to our prayers
Now these halos are falling
And nopony’s there

Does anypony care?

All we ever wanted
Was to be like our heroes
Now we’ve got the chance
And we don’t know

And so it goes…

And we’re not afraid…

A peal of thunder. Stone snapping. A crack running up the statue like a fork of black lightning. The statue shattering.

Dark laughter.

An oily voice poured itself out of the darkness. It spoke in sweet, syrupy tones, “How kind of you. I was getting rather bored in there.”

The Cutie Mark Crusaders gulped as Discord stretched out before them. Maybe this hadn’t been such a good idea after all. Too late.

“Discord…” Octavia’s voice was low, warning.

The draconequus looked down at her. There seemed to be some war of wills between them. Finally, unbelievably, it was Discord who looked away. “Fine, fine, have it your way. I suppose I owe you for letting me out anyway. But don’t get too full of yourself, Princess. Chaos is not so easily controlled.”

Octavia’s smile never wavered. “I am no princess. Not anymore.”

Discord sighed. “I’m sorry, my little Crusaders. I wanted to have a bit of fun with you before you went on your way, but somepony is a little too serious.” He bent low and whispered conspiratorially to Apple Bloom. “I think she envies my…personality.”

All of the Crusaders had gone very pale. “Wh-What are y-you gonna d-do?” asked Apple Bloom.

Discord’s lips curled. “Everything. But first, it’s time you brave fillies were rewarded. That One Thing you have all sought for so long. And so much more…”

He snapped his clawed fingers.

A cutie mark blossomed on each of the Crusaders’ flanks, identical black symbols that looked like the silhouette of a draconequus. The young ponies barely noticed. They were staring ahead, eyes gone dull and grey.

“And now to make you all the heroes you wished to be…”

A black collar appeared on each of their necks, including Octavia’s. Each was adorned with a single dark gem that dangled like a necklace over their chests.

“Behold the Elements of Ruin,” said Discord. “The power that can oppose even the Guardians of Harmony themselves…once their circle of friendship is broken.”

Octavia looked down at her Element. “Despair,” she said. “She would have hated that. Her music was meant to bring happiness to everypony.”

“Ah, but then, where’s the fun in that?”

Octavia paced in front of the Crusaders. “Deception,” she said to Apple Bloom.

Apple Bloom smirked. “Not at all.”

“Greed,” Octavia said to Sweetie Belle.

“All I ever wanted,” the little unicorn replied.

“Cruelty,” Octavia said to Scootaloo.

Scootaloo said nothing, but her colorless eyes sharpened and she smiled and licked her lips.

“Two remain,” said Discord.

“The unicorn is mine,” said Octavia.

“And the other is mine,” purred Discord. “Mine from the moment she was born.”

The sky had darkened to a deep asari blue. Silver starlight drooled down onto the Sculpture Garden, touching all. The curtain of night was fallen.

* * *

The Guardians of Harmony split up.

Twilight took Applejack and Fluttershy to the Canterlot Archives to see if they could find any information about their adversary. Rainbow Dash led the others to Cloudsdale to find out what was going on there. Twilight wasn’t sure about splitting up the group, but the Elements of Harmony were useless if they didn’t know who they were up against. Even apart, Twilight felt the presence of her friends pulse through her Element, comforting her.

The three of them raced through the halls of the castle. Royal guards wished them speed as they passed them.

“D’you know where it is we’re goin’?” asked Applejack as they ran.

“The Starswirl the Bearded wing. He lived at the same time as the Princess of the Stars. Maybe he left some record of what happened.

“But if Princess Luna didn’t know…” said Fluttershy.

“She was only a filly at the time. And then she was banished for a thousand years. If anypony could have told us who is behind this, it would have been Princess Celestia. But with her gone, all we can do is research!”

Applejack gave her a sidelong glance. “You’re lovin’ this, aintcha?”

“Don’t know what you’re talking about,” said Twilight. The truth was, even with all her fear about the coming darkness, and their mysterious foe, and even the disappearance of the Princess and the other star ponies, part of Twilight was indeed loving this. A flame of curiosity had been ignited by Princess Luna’s revelations. What had happened all those centuries ago? What were they up against now? Twilight’s mind burned with questions. She threw open the doors to the Starswirl the Bearded wing with her magic, ready to dive into the scrolls and books with a student’s zeal.

As they flung open the doors to the Archive, three ponies who were already there were startled. One bolted as soon as she saw her, a blur of blue vanishing behind a bookcase. Twilight did not think much of her, because the other two ponies caught all of her attention.

“Twilight Sparkle, right on time,” said the pony who was leaning up against Starswirl’s giant Hourglass. He was a stallion, with a messy brown mane and an hourglass for a cutie mark.

Twilight pulled up short in front of him. She caught her breath. “Do I…know you…?”

“Of course you do!” said the stallion. “Well, not exactly. Not yet, anyway. Even though we actually met a long time ago. Before you were born.”

“Aw, he’s a nut,” said Applejack.

“No, I’m the Doctor, and I know you too, Applejack. Have you told any of your friends about your dreams?”

“Wha? How’d you know about…they’re just dreams is all…”

“Really? Can you tell me what this says?” The Doctor produced a piece of paper and passed it to Applejack.

“It’s blank.”

“No it’s not,” said Fluttershy. “It says Trust me, I’m a Doctor, and there’s a picture of him on it.”

“I see it too,” said Twilight.

“See? Magic and psychic ability have no apparent connection.”

“Sai-kick what now?” asked Applejack.

“We don’t have time for this!” said Twilight.

“Of course we do,” said the Doctor. “In fact, we have all the time in the world.”

Twilight felt herself getting angry. “Listen, you! Do you have any idea what’s going on out there?”

The Doctor’s companion stepped in front of Twilight. “Listen to him, Twilight,” she said. There was something in the way she said her name, with complete familiarity even though they had never met, that made her pause. Twilight took a good look at her for the first time. She was wearing some kind of silvery cloak with a hood. She was a grey pony, with a golden mane peeking out from under her hood. Her eyes were honey colored. They gleamed with an intelligence to rival Twilight’s own.

She looked awfully familiar.

“D-Ditzy Doo?” said Fluttershy.

The pony raised an eyebrow. “Ditzy?” She glanced at the Doctor.

“A descendent of yours, I believe,” said the Doctor. “Very sweet, from what I hear.”

“And they call her Ditzy? Why?”

The Doctor shrugged and looked away. “A term of endearment. No cause for offense, Princess.”

“Princess?” Applejack’s tone was skeptical.

The pony that looked like Ditzy Doo sighed and threw aside her cloak. She had a silver unicorn’s horn and…wings? She spread them. Suddenly she looked ten times as regal.

“Well I’ll be…you’re an alicorn!”

“In my day, we just call ourselves winged unicorns,” she said. “Call me Astra.”

“You’re…Princess Celestia’s sister!” Twilight said with awe.

“Oh, you know Celestia?”

“Know her? I’m her best student!”

Astra looked over at the Doctor. “I thought she was supposed to be Luna’s.”

The Doctor was gesturing wildly, trying to get her attention and making be quiet motions with his hooves. “Both of them, but that hasn’t happened yet.”

Princess Astra’s ears flattened sadly. “Oh. Right. Sorry, I do that all the time.”

“Do you know where the Princess is?” asked Twilight.

“Yes, but you can’t help her right now,” said the Doctor. “You came here for another reason, didn’t you?”

Twilight looked around at the shelves of dusty tomes, frowning. “We need to find out what Starswirl the Bearded might have known about who or what’s stealing the stars.”

“Exactly!” said the Doctor. “Because if the Star Seal breaks, that’s it for the whole universe. And I rather like the universe.”

“Are you here to help?”

The Doctor grinned. “That’s what I do. But first, we have to send the three of you back to Starswirl’s time so you can find out what it is you are up against.”

Silence greeted this statement.

“Back…in time?”

“Why so confused. You’ve already traveled through time once. I can tell.”

“You can? How?”

The Doctor smiled warmly. “It leaves a mark. It’s not something just anypony can see, but these eyes…” He pointed with his hoof to his eyes, and Twilight noticed for the first time how blue they were. The bluest blue ever. And they were old. Ancient. It was like looking into Celestia’s eyes, eyes that had drank in a thousand years worth of light.

Twilight looked away.

“I could only use that spell once, and it only took me back a week.”

“That spell was a prototype. Starswirl was trying to combine science and magic. It only half worked…”

“You…wait, did you know Starswirl the Bearded?”

“Of course. He’s only the noblest, most handsome pony I have ever met.”

“And so humble,” added Princess Astra, rolling her eyes.

* * *

“Cloudsdale’s in danger, we’ve gotta go now!” said Rainbow Dash. She was hovering like a hummingbird right next to Princess Luna.

“Patience, Rainbow Dash. Your will need your friends for this, and they can’t fly.”

“Yeah,” said Pinkie. “How are you gonna save Cloudsdale without me by your side?”

Rainbow Dash coughed.

“Stand still, Pinkie Pie,” commanded Princess Luna. Her horn shone with azure light. Pinkie was enveloped in it. She felt the familiar lightness. It made her even giddier than she normally was. It made her want to jump up into the air and do floating cartwheels.

So she did.

Surprise didn’t bother the princess. She was a pegasus, after all. She could fly when she needed to. And she still felt out of place in the presence of royalty. What am I doing here? she wondered again.

Luna started to cast the cloud-walking spell on Rarity, when she was interrupted.

“Excuse me. Oh, Princess, I do not mean to be a bother, but…well, you see, the last time I had to go to Cloudsdale, Twilight cast a wonderful spell to give me the most beautiful wings…and I was just wondering…if you don’t mind, that is…”

Luna cocked her head. “You want magical wings? Beautiful ones?”

Rarity nodded, smiling hopefully.

“I suppose I can manage that.”

Luna bowed her head and pointed her horn at Rarity. Blue energy swirled around the unicorn, wrapping her in a cocoon of light. She was lifted off the floor. When the spell’s energy dissipated, she floated before them.

“They are gorgeous!” said Princess Luna, admiring her own work.

Rarity beamed. “Thank you, Princess, oh thank you…”

Rainbow Dash, Pinkie Pie, and Surprise just stared.

“What are you looking at?” Rarity asked, glancing at her new wings.

They were black, leathery things that flapped in the night.

She had given her bat’s wings!

Rarity gasped, eyes wide with shock. “What has magic done?!” she shrieked dramatically.

It was time to go.

Princess Luna summoned her chariot for the ponies. “Go now. Protect Cloudsdale if you can. But beware. You cannot wield the full power of the Elements of Harmony unless you are all together.”

“Goodbye, Princess,” said Surprise.

“See you later!” said Pinkie.

Rarity mumbled something about jeweled butterfly wings.

Rainbow Dash gave a salute.

Then they were off, Luna’s shadow guards carrying her chariot into the night, Rainbow Dash flying beside it. The princess watched them until they were a speck of darkness in the night sky. She hung her head, fought tears.

Where were her stars?

* * *

“Who are we looking for?” asked Sweetie Belle. There was an eager gleam in her eyes.

“A very special unicorn,” said Octavia. “She has resisted my power up to now, even though she has a star on her cutie mark. Her will is strong. But she will fall, just like everypony does eventually. Her magic will be mine.”

“Where is she?” asked Apple Bloom.

“Here,” said Discord, pulling a sheet of paper into existence and giving it to them. Sweetie Belle spelled it into the air in front of the three of them and they looked at what was drawn upon it.

It was a map.

“This is the Star Map,” said Discord. “It will lead you to the one who will bear the Element of Loneliness. Would you kindly follow it and recruit her to our noble cause.”

“Uh-huh!” the three said, nodding and smiling. There was no joy in their smiles anymore, just a savage glee.

“Now,” said Discord, fixing his red eyes on Octavia, “I believe I’ve fulfilled my part in this charade.”

Octavia nodded. “I think you can be excused for awhile. Go on. Have some fun.”

Discord chuckled. His body faded from his tail up to his head, vanishing until only his grin remained. “Oh, I will, Princess. Why don’t you?”

Then he was gone. The Crusaders looked down on their Star Map. It showed Canterlot Castle. A single dot of silver light shone in the part marked Starswirl the Bearded Archive. They grinned at each other and raced for the castle.

Octavia was alone. She picked up her bow and began to play Dancing Mad on her cello. On the horizon, red lightning flashed over the Everfree Forest. Discord was playing. In the sky above, the stars were winking out so fast you could watch them. And soon, very soon she would have the unicorn she sought. The one to whom the constellations would kneel.

Heart full of dark emotion, she played passionately for an audience of none.

* * *

“Are you ready, Twilight?” asked Princess Astra.

Twilight looked at the device in the middle of the room. The TARDIS it was called. There was something so alien about it, like it didn’t belong to this world. Like maybe it didn’t belong to any world. It looked like a big blue box, and it was supposed to be able to go anywhere in time or space.

“How did you and the Doctor…”

“Oh.” Astra blushed. “I met him in my own time. I knew there was something different about him right away. Nopony else saw it, but I’m…I was…the Princess of Space. Time and Space…we just seemed right together. So I started traveling with him…”

Twilight remembered what Luna said. Lost to Time. She cannot help us now. “Why didn’t you stay?” she asked, trying to keep the accusation out of her voice. “Princess Luna misses you.”

Astra looked away. “I…don’t know why I haven’t been seen in a thousand years. I can go back right to the moment I left, so why would I be missing? It makes no sense, unless I…”

“What?”

The grey princess looked in Twilight’s eyes. “Unless I just left…with him…for good.”

“Would you do that?” asked Twilight, horrified.

Astra did not answer.

Applejack examined the TARDIS with a critical eye.

“Beautiful, isn’t she?” said the Doctor, who was behind her.

“I s’pose.”

“I like your hat.”

“Thanks.”

“The Element of Honesty…” the Doctor whistled. “I’ve never been very good about that one.”

“Well, we all got our flaws.”

“Yes…are you going to tell your friends about your dreams?”

No, she thought. “Probably not,” she said.

“Don’t you think they need to know?”

I don’t know. “If they do, why don’t you go ahead and tell them?”

“Death…she’s a vixen, isn’t she?”

Applejack’s heart pounded within her. She was beautiful. “She was terrifying,” she said. “Have you…I mean…d’you know Death?”

“Know her? No, I wouldn’t say that. You could say we have a…long running relationship. She has chased me for a long time. And I’ve kept on running.”

Fluttershy pointed to Astra’s flank. “Your cutie mark is a bunch of bubbles, just like Ditzy Doo’s.”

Astra sniffed. “These are not bubbles. They are quantum foam.”

“Oh…”

The princess frowned at the shy pegasus. “You’ve…lost somepony recently?”

Fluttershy looked down. “Kind of. We didn’t really know each other well. But we might have…”

Astra nodded. “It’s not how long you know somepony for that connects you. Love is stronger than time. Or space.”

“Is everypony ready?” asked the Doctor.

They were. Each pony was lost in her own thoughts as the doors of the TARDIS opened, spilling light into the dark chamber. Fluttershy was thinking about a certain dark pegasus with a constellation cutie mark. Her heart filled with a gentle bravery. She would cross the threshold of time itself to rescue him. Applejack was thinking about her premonitions. If they could travel into the past, did that mean they could change the future? She felt she would do anything, give anything to keep her friends safe. Twilight was nervous. She would actually get to meet Starswirl the Bearded. And…would she see Princess Celestia? She had studied several histories of Equestria, and thought she knew what life a thousand years ago was like. Princess Astra felt the joy of a homecoming, the same she felt whenever she and the Doctor returned to the Equestria of her time.

Each of them stepped into the light of the TARDIS. The Doctor came last. To describe his thoughts would require an alien language ten thousand times more complex than ours. His mind operated at a level far higher than any normal pony’s. However, as he turned around and looked backward, one thought stooped down from the heaven of his consciousness into words we can understand. He looked at the great Hourglass in the center of the archive, saw how little sand was left, and thought sadly: time is running out.

* * *

The caped Crusaders threw open the doors to the Starswirl the Bearded wing just in time to hear the whine of the TARDIS disappearing into the void of time. They stood in the middle of an empty library. They were alone.

“Are we too late?” asked Apple Bloom.

“I don’t think so,” said Sweetie Belle, pointing to the Star Map. The silver spot was still glowing. As they stared at the Map, it zoomed in to show the archive in greater detail. They could see the spot of shining silver right there, behind a bookshelf.

The three of them walked to the place the Star Map showed.

A unicorn was cowering there, hiding in a pile of scrolls. Realizing she was found out, and it was only a few fillies, she stood up and put on an air of confidence.

“Do you need some help, little ponies?” she asked.

“We’re looking for a very special unicorn,” said Sweetie Belle.

“One with a star on her cutie mark,” said Apple Bloom.

“Who can use magic,” said Scootaloo.

Recognition dawned in Apple Bloom’s grey eyes. “Trixie? Is that you?”

“That’s The Great and Powerful Trixie,” said the unicorn, with a smirk and a toss of her head. “Were you expecting somepony else?”

III. The Blue Eternal

Episode Three:
The Blue Eternal

A certain recluse, I know not who, once said that no bonds attached him to this life, and the only thing he would regret leaving was the sky.
-Yoshida Kenko
Essays in Idleness

Her parents said she could fly before she could walk. Her earliest memory was of a sea of white clouds rolling beneath her. Far beneath her. She had a thousand suitors, but Rainbow Dash only had one lover, the only one who could keep up with her, the one who, no matter how fast and how far she flew, always stretched out, inviting her to go farther, to fly faster, to soar endlessly higher.

Her love was the sky.

Tonight her love was weeping. Dark clouds roiled overhead, blotting out what stars were left. Rain, cold and silvery, fell from those clouds in sheets, drenching all who flew beneath them.

After what seemed an eternity, the wall of rain opened up like curtains being drawn back, revealing Cloudsdale, the city in the sky.

It was dark and flashed with lightning, a city of storm clouds.

Rainbow Dash and her friends landed in the center of town. The streets were empty. All the lights were out. Pinkie and Surprise climbed out of Luna’s chariot. The princess’s spell worked, the clouds held their weight.

“Ooh, what is with this weather?” said Rarity. She looked miserable, flapping her bat wings to stay aloft, fur soaked and dripping, her beautiful mane gone flat.

“I don’t know,” said Rainbow Dash. “Something must be going on at the Weather Factory. Let’s go!”

She charged ahead, the others following.

Surprise galloped alongside her sister. The stormy clouds squished like wet sponges beneath their hooves. What could be happening here? Cloudsdale was usually so…

She began to run slower, then slowed almost to a trot.

“What’s the matter, Sis?” asked Pinkie, slowing down to keep pace with her.

“Come on, Pinkie!” Rainbow Dash yelled back at her.

“N-Nothing,” said Surprise. She picked up her speed and ran after the blue pegasus. She didn’t want to be the one to hold the rest of the group back. I don’t belong here, she thought. I should be back at Ponyville, waiting for Pinkie to come back and tell me all about her adventures.

“Is it…usually like this?” she asked.

“Like what?”

“So frightening.”

“Hmm…nope! Sometimes there’s chocolate milk rain, or trees that make funny faces, or changelings that do bad impersonations of you! Say…does somepony need me to sing her a song?”

“Uh…no. Thanks, Pinkie.”

The Weather Factory loomed just ahead. Rainbow Dash landed in its entryway, reared up between two stormy columns and glanced back at her friends.

“Come on, guys!” she said.

The others hurried, racing toward the factory when--

“Wait! Stop, you foals!” a creaky voice called out to them.

They stopped. They looked and saw that the speaker was an old mare with a ball of lavender yarn for a cutie mark.

“What is it?” Rainbow Dash demanded impatiently.

“You fillies don’t want to be going in there,” the old mare said. “It’s been…taken over.”

“Taken over? By who?”

The old mare shuddered. “The silver ponies! The ones with stars for their cutie marks. They overran the city and took control of the Factory. Since then, it’s been nothing but storms.”

The ponies exchanged worried looks.

“That sounds like the missing ponies,” said Rarity. “But what do you mean silver?”

“It’s what color they are,” said the old mare. “All of them.”

Rarity frowned. She could only think of one thing that could take away a pony’s color. She remembered the time she lost her colors and became a grey pony. Discord had her convinced that a giant rock was…

[She does not think of that. Ever. Her mind bluescreens if you mention it to her.]

[“What are you talking about?” inserts Pinkie Pie. “Is this about Tom?”]

The point was that Rarity knew what it was like to lose your colors, to have everything that was important to you washed away and replaced by something else. Her brilliant eyes narrowed and she pawed at the wet clouds underhoof, flexing her dark wings angrily.

“If you are telling the truth, these silver ponies are probably under the influence of something else.” She sighed. “I hope Twilight gets here soon. We might need her memory spell.”

Surprise bit her lip. She remembered her own grey world before Pinkie threw a party and painted it a thousand living colors. It had been awful. It was like she didn’t even exist. “We have to help them,” she said.

“You?” the old mare asked. “What can you do? There are dozens of them, and they have unicorns who can walk on clouds. If somepony tries to stand up to them, they just tie them up with magic.”

Rarity shot the old mare a look. “I am a unicorn too, you know. Actually, since the Princess gave me these wings, I guess that makes me an alicorn!” She gave a tinkling laugh.

The old mare snorted. “Don’t say I didn’t warn you.”

The ponies brushed past her, into the Weather Factory.

Everything was wrong.

Silver pegasi hovered over the rainbow basins, stirring pools of liquid lightning. In the snowflake workshop, silver unicorns worked making hailstones. Everywhere there were silver ponies, moving like robots, eyes dull and colorless.

“Hiya!” said Pinkie to one of the silver ponies.

The pony didn’t even look at her, he just continued working. Pinkie waved a hoof in front of his face. No response. She tried making faces at him. He ignored her.

Surprise’s ears lowered. “Something is really wrong here.”

“We’ve got to find a way to snap them out of it,” said Rarity.

“Or at least get them to stop making storms,” said Rainbow Dash.

She flew up to where the pegasi were stirring the lightning. “Hey, you gotta cut that out!” she said to one of them. The silver pegasus acted as though he hadn’t heard her. “I said, you gotta…” She looked closer at the flying pony, recognition dawning. “N-Nightshy?”

“Oh, no,” said Rarity, thinking of Fluttershy.

It was him. Even with the dull eyes and the silver colors, you could still see his distinctive constellation cutie mark. He stirred a pool of lightning mechanically, as if he were a lifeless doll pulled along by invisible strings.

“Come on, Nightshy, whatever’s wrong with you, you gotta shake it off!” said Rainbow Dash. “You were supposed to have gone on a date! Don’t you remember how excited you were? What about Fluttershy?”

There was an almost imperceptible narrowing of his eyes. Had he heard her? Hope blossoming in her chest, Rainbow Dash grabbed him by the shoulders and shook him, causing him to drop his stirrer. “That’s right. Fluttershy! You remember her, don’t you? Of course you…”

She stopped shaking him. He was looking right at her. So was every silver pony in the Weather Factory. All of them had stopped what they were doing.

“Um, Rainbow Dash,” Rarity called up to her, “maybe that wasn’t such a good idea…”

Nightshy struck her. Stunned, Rainbow Dash fell out of the air and crashed into the soft floor of the Factory.

“Rainbow Dash!” all her friends cried at once. They gathered around her.

“What just…happened?” asked Rainbow Dash, sitting up and shaking her head.

“I think we’re in trouble…”

Silver ponies surrounded them.

“Oh, I don’t think so,” said Rainbow Dash. She glared at the silver ponies. The lightning emblem on her necklace glowed red. She flew at Nightshy in a flash of rainbow colored light. “Wake up!” She corkscrewed, delivering a spiraling kick to the pegasus’s head.

He crashed into one of the cloud columns with a crack.

“Who’s next?” said Rainbow Dash.

Apparently, they all were.

The silver ponies rushed Rainbow Dash and her friends. The Guardians of Harmony were no strangers to fighting. They had each taken martial arts classes in order to train for their video game debut. Fighting is Magic was never released in Equestria, but training for it had been a great experience for them all. And it came in handy during that whole Royal Wedding fiasco. This time, they were armed with the Elements of Harmony. Power surged through them. Their necklaces flashed with colored light.

Surprise mostly just stayed out of everypony’s way.

After the battle, silver ponies littered the floor of the Weather Factory, stars and chirping birds flying circles around their heads. Rainbow Dash was glowing as she flew a victory lap around the Weather Factory. Rarity was busy cleaning herself of any sign she’d been in a scuffle, but her eyes shone with triumph.

Pinkie Pie was hopping happily when she noticed Surprise standing apart from the others. She hopped over to her sister.

“What’s up? So, I guess we won.”

“Yeah…” Surprise said. Her voice was hollow. She was trying to hold back her tears, but her vision was getting blurry. “I’m sorry. I wasn’t any help at all.”

Pinkie shrugged. “Don’t get too upset about it. Those silver ponies are scary.”

“Not for one of the Guardians of Harmony,” Surprise said quietly.

“Come on. Don’t cry. I hate to see you cry…”

“I was useless!” A fountain of tears poured out of Surprise.

“You take that back,” Pinkie said sternly. “That’s my sister you’re talking about, and she is not useless!”

Surprise stopped her crying, but still sniffled. Pinkie was starting to get upset, and she didn’t want that. She just wanted…

To be part of the group, the thought fluttered softly through her. That was it. Pinkie’s friends were so incredible. Ever since she came to Ponyville, heard Pinkie tell her all about her amazing friends, she had longed to be a part of something so wonderful. But, while they were all nice to her, she never felt like she was truly one of them. Maybe it was impossible. They had something special, the six of them. It was as if they formed a magic circle, one that could never be broken. Something powerful connected them. Surprise wondered if that connection wasn’t even stronger than the one she had with Pinkie.

Even as the thought drifted through her, Pinkie nuzzled her. “You know I love you, right?”

“Right.”

“For how long?”

Surprise rolled her eyes, but smiled. “Forever!” she said in her best Pinkie voice.

The girls giggled.

Above them, the skies began to clear.

* * *

A chariot borne by silver steeds landed in Cloudsdale, just as the weather was clearing up and pegasi were peeking out of their homes to see if the threat had passed. Five ponies climbed out of the chariot and got their bearings. These five formed a magic circle of their own, though it was not yet complete.

Three little ponies marched down the street at the head of the gang. Their eyes were a flat grey, and their capes hung in ragged tatters. You could see clearly the mark of Discord on their flanks. The Chaos Mark Crusaders.

Behind them walked Octavia, whose eyes no longer shone silver, but were the same dull grey as the Crusaders’. Whatever power had possessed her was gone now, but she was still a Guardian of Ruin. The Element of Despair hung sadly around her neck.

Bringing up the rear was Trixie. She wore the Element of Loneliness, its black gem clasping her starry cape, but her eyes were not empty and grey like the others. She was the here of her own free will. A single promise was all it took to recruit her to their dark purpose. You will be more powerful than Twilight Sparkle. Her heart beat quicker just to think of it. She fantasized about a contest with the purple unicorn in Ponyville Square, or maybe even the Cloudiseum. Her fantasies always ended the same way: with Twilight Sparkle in tears and the crowd chanting her name, Trixie Trixie Trixie Trixie Trixie…

The Weather Factory was filling up with workers, even though it was still night. They had to fix the damage caused by the silver ponies as soon as possible. The Guardians of Harmony were hanging out with the workers, laughing and generally feeling pretty good about themselves.

Trixie entered the Factory, cape billowing behind her, the brim of her wizard’s hat pulled low, hiding her face.

“Are you here to help, Miss?” asked a rough-looking stallion.

“In a manner of speaking,” answered Trixie.

She leapt up onto an empty floating basin. The liquid lightning had been removed, but no rainbows flowed into it yet. Trixie looked down on the Factory workers, her violet gaze unreadable.

“Citizens of Cloudsdale, why do you rejoice? Do you think you have won, is that it? Look to the sky. The stars are falling. One by one they answer the Shadow’s call. Do you see? Do you feel the change in the winds? You have won nothing. A storm is still coming and there is nothing you can do to stop it.”

The Factory workers chuckled nervously. Rainbow Dash and her friends exchanged confused looks.

“What’s she doing here?” asked Rainbow Dash, raising an eyebrow.

“I’m not sure,” said Rarity, “but she sure looks serious.”

“She sounds crazy,” said Pinkie. Coming from her, this assessment alarmed the others.

“The Great and Powerful Trixie will not be laughed at!” Fiery violet energy engulfed her horn.

Dark clouds gathered overhead. A bolt of lightning fell from the gloom above, striking a snowflake workbench and shattering it. A cry went up from the workers.

“She is crazy,” said Surprise.

“Just what do you think you’re doing?” Rainbow Dash demanded, flying up and hovering at eye-level with the blue unicorn.

“The Great and Powerful Trixie is taking over Cloudsdale,” said Trixie. “Don’t stand in Trixie’s way.”

“You’re not taking over anything. Not while I’m here.”

Rarity joined Rainbow in the air, using her bat wings. “You mean, while we’re here.”

A slow smile spread across Trixie’s face. “That’s okay, Trixie has reinforcements of her own…Octavia, play. Chaos Mark Crusaders…do what you do.”

Music filled the Weather Factory. A battle theme.

The silver ponies awakened and began attacking the Factory workers. Rainbow Dash started to fly down to help them, her Element blazing, but a blur of orange hurtled into her, bringing her down into one of the floating basins. Rainbow Dash looked up into the eyes of her attacker.

“S-Scootaloo?”

Magic grabbed Rarity and pulled her down to the ground.

“Big Sister,” a girlish voice said.

“Sweetie Belle?!” Rarity’s mouth hung open in shock. “What are you doing here?”

Apple Bloom tackled Surprise. She was much stronger than a normal filly, even an earth pony.

“Why are you doing this?” asked Surprise.

“We’re not doin’ nothin’,” said Apple Bloom.

Chaos erupted in the Weather Factory. The Factory workers fled into the streets of Cloudsdale, chased by the silver ponies. Ponies screamed in anger and fear.

Octavia played on.

Trixie looked down at the commotion and smiled. She felt…happy. Why did she feel so happy? She wasn’t a cruel pony, but seeing all those pegasi flee in terror pleased her, and watching while the Guardians of Harmony were forced to fight their precious Crusaders…that was like opening a particularly beautiful gift on Hearth’s Warming Eve. Why did it make her so happy? She didn’t know. As she watched, her eyes gleamed silver.

* * *

Sweetie Belle’s eyes bored into Rarity. There was a hunger in that look that could never be satisfied.

She tried anyway.

“Nice wings,” she said. “I think I’ll take them.” Her horn glowed. Under normal circumstances, Sweetie Belle could never have stolen a spell cast by Princess Luna, but the Element of Ruin made her magic far more powerful. Rarity’s bat wings dissolved into shadow, a stream of darkness that flowed toward Sweetie Belle. The dark wings re-formed on Sweetie Belle, who tried them out gleefully. “These are fantastic!” she crowed.

Rarity’s hooves began to dip into the clouds. She was sinking! Her heart thudded in her chest and she began to panic, until an aura of blue light surrounded her.

It was Sweetie Belle.

“Th-Thank you,” Rarity said weakly.

“I’m not about to lose you,” said Sweetie Belle.

Rarity’s eyes filled with happy tears. She had been afraid for a moment there. It was almost as if Sweetie Belle was being cruel, and there wasn’t a cruel bone in her sister’s body. But no, she was still the same sweet filly that--

“I won’t let go of anything that’s mine,” said Sweetie Belle. The way she said it, without any caring whatsoever, chilled Rarity.

“What’s wrong with you?”

* * *

“What’s wrong with you?!” demanded Rainbow Dash.

Scootaloo looked down at her. Something flashed behind her, maybe lightning from the new storm that was brewing, or maybe one of Trixie’s fireworks. It made a silhouette out of her, a shadow that looked down at Rainbow Dash with savage eyes. Scootaloo didn’t want to steal from her or to own her like Sweetie Belle did to Rarity. She wanted to hurt her.

She did.

Rainbow Dash cried out in pain. “What…why are you…”

“Are you scared, Rainbow Crash? You should be. You should be terrified of what I am going to do to you…”

This wasn’t the Scootaloo she knew and loved. Where was the little filly who looked up to her and saw a hero? What had happened to change her into this? Rainbow Dash tried to talk to her, to wake her up…

This earned her more pain.

* * *

“We’re not the bad guys,” said Apple Bloom.

“Let me go!” cried Surprise. “Rainbow Dash is in trouble!”

“Don’t worry, Scootaloo won’t hurt her.”

“You’re lying!”

There was a flash of sky blue light. It came from Pinkie Pie’s Element of Harmony. Apple Bloom was thrown off of Surprise. She picked herself up, a confused look on her face.

“Nopony messes with my sister!” Pinkie declared.

“Your…” Apple Bloom looked shocked for a second, then she grinned widely. “Oh, but I do! Let’s see what the Element of Laughter can do against this!”

There was a pulse, like a heartbeat, coming from the black ornament around Apple Bloom’s neck. As the sisters watched, she began to change, the red from her hair running like candle wax over the rest of her body, fur hardening into scales, claws sprouting from her hooves. Her grin stretched until it was too wide for her face, which stretched until it was too long for her body, which stretched and stretched and stretched…

Teeth sharpening.

Eyes burning.

Breath smoking.

The red dragon reared up on its hind legs and opened its mouth to breath its flame at them. Surprise cowered. Pinkie stood up and laughed.

“You expect me to believe that!” said Pinkie. “Apple Bloom can’t turn into a dragon, silly! You’re just trying to trick us!”

A deep chuckle rumbled out of the dragon. “A trick, ya say? A lie? You’d know all ‘bout that wouldn’t ya, Pinkie Pie?”

“What do you mean by that?”

“I’m the Element of Deception. Do ya think ya can lie ta me? What if I told yer sister that you--”

At that moment, Pinkie did something very un-Pinkie-like. She leaped at the dragon and tackled it to the ground, frantically hitting it over and over again. “Shut up shut up shut up shut up!”

The illusion faded like mist, and Apple Bloom lay there, eyes rolling around in her head. “Ugh…” she said. “Yer no fun anymore, Pinkie…”

“Pinkie!” Surprise gasped.

“I’m not lying…” Pinkie whimpered, tears in her eyes.

“Don’t listen to her, Sis. She’s the one who lies…”

Apple Bloom just smiled. “Are ya sure?”

* * *

Trixie noticed Apple Bloom’s defeat at the hooves of Pinkie Pie. The Elements of Harmony are strong. But there were only three of them here, and five Elements of Ruin. The sky above was beginning to lighten. Dawn was fast approaching. It was time to end this.

“To me, Chaos Mark Crusaders!” shouted Trixie. “Octavia, come!” Purple incandescence radiated from her horn. On the ground, Apple Bloom was surrounded by a violet bubble. Black electricity crackled around it. Slowly it floated off the ground.

Sweetie Belle flew on her new dark wings to join Apple Bloom in the air.

Octavia stopped playing. Trixie’s magic lifted her up to join the others.

Scootaloo looked at them, then back down at Rainbow Dash. She looked like she couldn’t decide what she wanted to do. Finally she gave a disappointed sigh and let Trixie’s power carry her up.

At last Trixie herself joined them, hovering at the head of the group, eyes closed.

Rainbow Dash stretched her wings painfully. Some instinct told her that she was in danger. That they all were. “Guys, we gotta get out of here!” she shouted.

“Not without my sister!” Rarity cried.

“Come on, girls,” said Pinkie. “If we stand together, we can beat them!”

Rainbow Dash and Rarity joined Pinkie and Surprise.

“I’m not sure this is going to work without the other Elements,” said Rarity.

“I wish Twilight was here,” said Rainbow Dash.

“No. You can do this,” said Surprise. Suddenly she was certain. As sure as she had ever been about anything. “Friendship is stronger than whatever they have on their side.”

The friends held each other in a fierce group hug.

Trixie’s eyes opened.

They were pure black.

A torrent of dark energy cascaded down onto the huddling ponies, which were surrounded by a soft glow.

There was a flash of light and darkness, and a noise like thunder.

Rainbow Dash opened her eyes. Her ears were ringing. She looked around. Everypony was down: her friends, Trixie, the Crusaders, the musician. All were lying around like broken toys.

She struggled to her hooves.

She spread her wings, looking up at the sky. It was blue. The sun was rising.

Somepony had to go get help. Their enemies were powerful, too powerful to handle without all the Guardians of Harmony gathered together. Rainbow Dash launched herself into the air, soaring up up up…

The sky. Its hooves reached down and picked her up into its embrace. Her hearing was coming back. She could hear the music of the wind as it brushed her mane. She could hear her heart pumping with the thrill of flight. She could hear…crying?

She looked down at the Weather Factory. Her friends. They needed her. She couldn’t see Pinkie Pie, but Rarity was being dragged off by silver ponies. Trixie was getting up again.

The sky beckoned her to just keep going, to fly away. She could escape. She could come back with Twilight, ride in on a cloud like a hero. All she had to do was give in, to let herself be carried off on the winds. She wanted to.

Rainbow Dash looked up at all that blue and smiled sadly. I’m sorry, her smile said. For though Rainbow Dash had a thousand suitors, she had only one lover. And beyond that was something more, something eternal, a love for which she would even give up the sky if it was asked of her.

She stopped her ascent, hung motionless in the air for a breath, then Loyalty Incarnate pulled in her wings and fell into a dive, the wind rushing past her ears in a high pitched scream.

Her vision narrowed to a tunnel. The walls of the tunnel were alive with colors. Silver ponies looked up, sensing something was coming. Hope lit up in Rarity’s eyes. Trixie looked terrified. That’s right, witch, here comes the Element of Astonish--

Rainbow Dash was snatched out of the air and slammed into the cloud-ground with the force of a train wreck. Her body flooded with pain. She gasped. She could barely breathe. What was that?

There was a whoosh as a massive figure landed over Rainbow Dash’s crashed form. It was Princess Celestia! She was the color of polished silver. Her mane was flowing like liquid tinsel. She stood over Rainbow dash and placed a heavy hoof on her body in an ages-old gesture of a conqueror’s victory over the conquered.

Rainbow Dash looked up. She was hurt. She hoped nothing was broken. Her breathing was shallow, labored. Her vision blurred. (Was she crying?) She looked up at the Princess, and beyond her.

The far-off sky.

IV. The Princess of the Stars

Episode Four:
The Princess of the Stars

And her sky is just a bandit
Swinging at the end of a hangman's noose
'Cause he stole the moon and must be made to pay for it
And her friends say, "My, that's tragic"
She says, "Especially for the moon"
And this is the world as best as I can remember it
-Rich Mullins
Jacob and Two Women

“Good morning, Twilight!”

Twilight Sparkle opened her eyes. “Where am I?” she asked, groggily.

“Don’t you remember?” asked Fluttershy.

“I remember…” A light, shining out of a blue door. Blue eyes, as deep and unfathomable as the sea, but also brimming with mad excitement. Like Pinkie Pie’s, the thought suddenly occurred to her. The Doctor. The TARDIS. A door through time.

She looked at Fluttershy. “We’re in Old Canterlot?”

Fluttershy nodded. “Um…yes.”

“Wait, what happened to me?” She couldn’t recall their arrival in the past.

“Oh,” said Fluttershy, turning a pale pink, “you…fainted. When we went inside the TARDIS…”

Twilight remembered. It was…overwhelming. So much science. An airy smile spread across her face just thinking about it. She started to feel a little dizzy.

“Um…Twilight…”

“Yes?”

“Are you…okay?”

“Of course!” Twilight snapped back to the present. Or…the past, she guessed. She was a long way from the present, wasn’t she. Suddenly she felt a wave of curiosity crash down on her. She had to get out of here! She had to gallop through the streets of Old Canterlot, taking in everything. She had to see if her history books were right about…well, everything. She had to meet the ponies that lived a thousand years ago, including…

“Starswirl the Bearded,” she breathed.

“He said to bring you to him when you were awake,” said Fluttershy.

“The Doctor? Where is he?”

Fluttershy looked away. “No…um…Starswirl was the one who said to bring you. The Doctor…um…left….kind of. He went back to his own time. I mean…to our time.”

Now Twilight was confused. “What do you mean he left? After all that stuff about saving the universe? After bringing us all the way here? How are we supposed to get back?”

Fluttershy inched backward. “S-Starswirl will explain everything…when you meet him.”

Twilight’s annoyance evaporated. She was going to meet Starswirl the Bearded! A giddy sort of excitement filled her up, until she felt like a fizzy drink somepony had shaken up, all light-headed and ready to burst.

“I’m up,” she announced. “Let’s go meet him!”

Fluttershy led her through Canterlot Castle. Twilight gawked like a tourist at everything around her. The castle had changed so much over the centuries, but it still retained the same character, the beauty and light.

But something wasn’t right. It took a few moments for her to pick up on it, but you could see it if you looked. It was in the shadow behind the eyes of the royal guards, the slowness with which everypony she met smiled. It was in the quiet. Canterlot Castle should not be quiet. Where was the laughter of colts and fillies that galloped through these halls?

“It’s so…solemn,” said Twilight.

Fluttershy nodded. “Everypony is worried about something.”

Twilight should have known what it was. She must have read a dozen ancient histories of Equestria. Princess Celestia herself had told her the story once, at least in part. But, when you travel backward through time, you sometimes forget that there are dark things waiting for you there. To Twilight, the past was a golden country. She thought she had arrived at the dawn of Princess Celestia’s rule, when in fact, they had landed in the darkness just before.

“Here we are,” said Fluttershy.

They stood before a weathered door. A sign burned on the door. It read: Canterlot Royal Library.

“He sure has good taste in meeting places,” said Twilight.

Fluttershy smiled. “It turns out, he lives here.”

“He lives in the library?”

“Uh huh.”

Twilight swelled with pride at this discovery. It was that peculiar joy of finding that you and your hero have something in common that you never realized before. It made her feel, more than ever, that she somehow knew him already…

The doors opened.

“Welcome, Twilight Sparkle.”

She exhaled, gooseflesh prickling across her body. There he was! Her face felt as if it were on fire. Her mind blanked as he walked over to her, and the only thing she could think of was the stupidest thing ever: even the bells are right.

Starswirl was grey unicorn with a flowing white beard. His cloak and hat were just as Twilight’s books described. He could have been dressed in her costume from last Nightmare Night and she wouldn’t have known the difference. He was old, his grey coat hadn’t always been that color, but his gaze was bright and childlike. And…familiar. Twilight looked away.

“Your friends tell me you are quite the magician,” he said warmly.

“Th-thank you…but not at all. Nothing like you.”

“Oh, I prefer to think of myself as a…er…scientist.”

Twilight looked at him. Invisible hearts bloomed over her head. Then she blinked and turned her attention to the library around her.

“I like your…place.”

“Thank you. I’m quite fond of libraries. I met one of my great loves in a library. But that was a long time ago. And far away.”

Twilight didn’t know what to say to that. “You know, I live in a library too.” Don’t tell him that, doofus! She chided herself. He’ll think you’re some kind of crazed fangirl.

Which, of course, she was.

“I know. Your friends mentioned that too.”

Twilight was suddenly embarrassed. Why did she have to pass out in the TARDIS? Now she felt a few steps behind everypony else.

Starswirl seemed to guess what she was thinking. “Your reaction was perfectly normal. The TARDIS does not do well around magic. The same thing happened to Princess Astra the first time she stepped inside.”

“It did?”

“Oh yes. The two of you are remarkably similar. Very much like Princess Stella used to be…when she was young.”

Their reason for coming to the past rose up in Twilight’s mind.

“Do you know…did anypony tell you about…”

“About how the Princess is going to betray her sisters and try to bring about the end of the world. Yes, they did.”

There was a veiled agony in his voice. Twilight immediately regretted bringing up the subject. She realized what an outsider she was. To her, Princess Stella was a name, one she had only just learned, a mere word that meant betrayal and pain. To Starswirl, she was a person…and one he seemed to care for.

“I’m…sorry.”

He gave her a pained smile. “Just this morning, I was remarking to myself, ‘Why, it would be difficult for things in Canterlot to get any worse.’ That’ll teach me, huh?”

Twilight remembered the gloom she felt hanging over the castle. “What is going on here? Why is everypony so unhappy?”

Starswirl exchanged a glance with Fluttershy. “But you already know. For you, it is ancient history. For us…he is a constant misery.”

Realization dawned on Twilight. “You mean Discord…don’t you?”

“He rules all of Equestria with his mad chaos. Canterlot is the last bastion of sanity in the world. And our power to defend it is weakening. Stella, Astra, and myself have put up a barrier around the city, but every day he pushes against it, and we lose a little more ground to him.”

“But…Princess Celestia and Luna are going to defeat him with the Elements of Harmony,” said Twilight.

“I know. But…their time is not yet. And that is something you and I must talk about.”

“What? Why?”

“It seems we both have a pressing need. You need to know what happened with Princess Stella to save your era, and I need two young princesses trained in magic to save mine. What do you say we trade?”

Twilight stared at him blankly. “What do you mean?”

“Your friends and I will investigate the Princess and her plot, while you take over my duties and teach magic to Princesses Celestia and Luna in Magic Kindergarten.”

Twilight was unprepared for the sudden intensity of the feelings at war within her. On one hoof, she needed to know what was going on with Stella to save Equestria…to save her Princess Celestia. On the other, the chance to see the Princess, even as a filly--no, especially as a filly--captured her heart. Next to that, even meeting Starswirl the Bearded seemed to grey out, like a pony losing its colors.

She needed to save the Princess.

The Princess was already here. And this Celestia needed her too.

Could she trust Starswirl to investigate Stella properly? He might love her too much to realize how destructive she could be.

But she could trust Fluttershy and Applejack.

“I…”

A grey shape flew in through the library window and landed next to them. It was Princess Astra.

“Doctor, she is on her way. Has Twilight decided?”

Twilight tilted her head to the side. What?

She had spoken to Starswirl.

“D-Doctor?” Twilight’s voice was unsteady.

“Oh,” said Astra, blushing. “Did I do it again?”

Starswirl the Bearded actually facehoofed.

“You’re the Doctor?” an incredulous Twilight asked.

“You didn’t tell her already?” said Astra.

“I was getting to it,” said Starswirl.

“You can’t be the Doctor,” said Twilight. “You don’t look anything like him.”

“I can. I am. Just not the one you’ve met.” A shadow passed over his ancient face. “Not yet.”

“But…the Doctor said he knew you…he said you were…”

…the noblest, most handsome pony I have ever met.

It was Twilight’s turn to slap her forehead with her hoof.

There was one way to be sure. She faced Starswirl and looked into his eyes. Ancient…yet somehow as bright and thirsty as a newborn’s. They were the same as the Doctor’s. As if that weren’t enough, he lifted the train of his cloak, revealing his hourglass cutie mark.

“This is…this is…”

“Twilight…” Fluttershy’s soft voice was filled with concern. Hearing her murmur her name steadied her.

“I’m…okay. It’s just…” she blushed, “you were…are…one of my heroes. I even made a costume once to dress up as you for…” She couldn’t say the occasion. They didn’t have Nightmare Night in this time. Nightmare Moon was still far away…

“I know,” said Starswirl. The Doctor. No, thought Twilight. He’s still Starswirl to me, no matter what else he might be.

“You do?”

He smiled. “Where do you think I got my cloak and hat? You gave them to Future Doctor…who gave them to me, since the fashion is more suitable to this era.”

Even Twilight’s admirable brain started to hurt a little bit. In spite of this, she found herself embarrassed. She still dressed in that style of clothes, sometimes.

“Doctor…” Astra said gently. “She’ll be here any moment.”

“Ah…I’m sorry, Twilight, but I have to go. The Princess needs to think I’m gone so she will let you teach my class. I’ve already given her a glowing recommendation. If you like, we’ll talk again after you get to meet the little ones. Remember…” his tone grew grave, “this era needs to be saved, too.”

With that, he ran and jumped out the window.

Fluttershy squeaked.

Astra rolled her eyes. “Keeps forgetting he’s not a pegasus anymore,” she said, and flew after him. Twilight had no idea what she meant by that.

“I’ll see you later, Twilight,” said Fluttershy.

“You’re not staying?” Twilight asked.

“No…I can’t do magic. Princess Celestia and Princess Luna need you, not me. But I might be able to help find out something that will help our time…maybe.”

Twilight nodded. Fluttershy gave her one last worried glance and flew after Astra and Starswirl.

Twilight was alone.

Not for long.

“Starswirl!” a voice boomed from outside. The library doors were flung open, and Twilight got her first look at Stella, the Princess of the Stars.

Even more beautiful than Celestia, was the traitorous thought that flashed upon Twilight’s mind. Stella was a gleaming pearl alicorn. Her mane and tail were flowing quicksilver. Tiny specks of light glittered in them, like stars. Her eyes were burning silver. She seemed to glow, even in daylight. Her horn was an ivory spire. There was something…Twilight couldn’t put her hoof on it…sharp about it.

“Where is Starswirl?” the Princess demanded. She demanded it of Twilight; there was nopony else there. Don’t talk so loud, Twilight thought insanely, can’t you see we’re in a library? “He hath avoided his instruction of our sisters for nigh unto a fortnight, and they grow restless.”

“I…”

Her metallic eyes narrowed. “Art thou Twilight? The magician? Starswirl hath spoken well of thee.”

Twilight Fluttershied beneath that gaze.

“Um…Thank you…Princess,” she said, her voice almost a whisper.

“We see nothing special in thee,” the Princess declared, turning her back on Twilight. “But if Starswirl the Unconstant shall not deign to instruct our sisters and the other unicorns, we suppose thou shalt have to do.”

And with that, and nothing more, Princess Stella left.

Twilight was alone again. She was also dazed. I don’t even know how to get to Magic Kindergarten from here, she thought.

* * *

The young unicorns sat at their desks, waiting for their teacher to arrive. The atmosphere in the classroom was one of subdued tension. There was not much talking, and no laughter.

Their teacher burst through the door, panting apologies and dripping sweat. She had obviously been running around.

“Who are you?” asked a pink unicorn colt. “Where’s Mister Starswirl?”

“Hi, class!” their new teacher said cheerfully, her mouth stretched in a fake grin that looked positively painful. “I’m going to be your…substitute teacher while Starswirl is out. My name is Twilight Sp…er…T-Twinkle. Twilight Twinkle.”

The whole class seemed to yawn.

Of course it was Twilight Sparkle. She thought the fake name was a good idea, just in case she didn’t want Princess Celestia and Luna to remember that she had showed up when they were fillies. Where were they? Her eyes scanned the room.

She found Luna with ease. She was the darkest, bluest creature in the room. She was sitting at a corner desk, magicking her quill across a paper, doodling. Nopony sat next to her.

Odd, thought Twilight.

She couldn’t see Princess Celestia anywhere.

An orange unicorn filly with a golden mane put her hoof up.

“Yes?” asked Twilight.

“What kind of magic are you going to teach us today?”

“Is it something awesome?” asked a colt.

“Something that will help us defend Canterlot when Discord comes for us?”

“Yes,” she told them. “I am going to teach you about a kind of magic that even Discord will fear one day.”

All of the little ponies that had not been paying attention looked at her. Even Princess Luna stopped her doodling. It was something about the way she said it, with perfect confidence. They had heard adults talk about how Discord would be defeated and Canterlot would be saved and how none of them had anything to worry about. But the young have a way of knowing when adults are just saying something, forcing out words that they themselves don’t believe. They had gotten a lot of this lately. Deep down, every foal and filly knew that Discord feared nothing.

But their substitute teacher said otherwise, and said it as if she had seen the draconequus cower with her own eyes.

Young eyes glued themselves to her, young ears perked up.

“What magic is this?”

“The magic of friendship,” said Twilight.

You could feel the excitement of the class deflate like an untied balloon. For a second there, it had almost seemed like there was a reason to hope. But their substitute teacher was obviously a little crazy, if she believed that something like friendship was going to stop Discord.

“Friendship?” snorted a white unicorn filly with a pink mane. “That is so lame! And it’s not even real magic!” Something about her reminded Twilight of little Diamond Tiara back in Ponyville.

“Just because it can’t make you walk on clouds or give you a fake mustache doesn’t mean it’s not real magic. Friendship is the spark that ignites all magic.”

There was weak laughter at this. It’s not as if Twilight had expected the entire class to go, ‘Gee, I never thought of it that way before,’ but it still stung to have the thing closest to her heart laughed at. Her Element. She tried to remember what she was like at that age. She had had no friends at all. If somepony had told her how important it was, she would have just shrugged and gone back to reading a book or playing a video game.

She glanced over at Princess Luna and was surprised. The princess was not laughing, not even a little. She stared at Twilight with the same intensity as she had when Twilight had told them she was going to teach them a magic that Discord would fear.

“What about you?” Twilight asked her. “Do you think friendship can be magic?”

The blue princess shrugged, eyes darting to her classmates. “I…don’t…”

“She doesn’t have any friends!” the pink maned unicorn said savagely. Twilight shot the brat a stern look, the kind she reserved for fillies who didn’t return books on time.

A few little unicorns laughed.

“That’s not true,” said Twilight. A sudden surge of loyalty prompted her to add, “I know her big sister Princess Celestia loves her and wants to be her friend.”

The classroom grew dreadfully quiet.

Luna shrank down behind her desk. The pink maned unicorn’s eyes widened with shock, then narrowed to blazing slits.

“What did you say?” she asked.

“I said Princess Celestia is her friend,” said Twilight.

The little unicorn filly hopped up onto her desk and growled at Twilight. That was when Twilight noticed that she also had wings. “I am not her friend! I am the Princess of the Sun! I don’t need friends!”

Twilight stared, eyes wide, mouth hanging open. Princess Celestia? This brat? No, it couldn’t be. It was not possible. There had to be some mistake.

“I’m out of here,” said the little alicorn. She flew over to the door and gave one last proud glance over her shoulder. “Friendship is not magic!” Then she was gone, slamming the door shut behind her.

Twilight was too busy being stunned to notice how restless the class was becoming. Princess Celestia…but she’s nothing like her! It just can’t be true…

[Time traveling readers will note that experiences like this are not at all uncommon. If at all possible, it is best to avoid meeting one’s heroes at all.]

Twilight sat down on the floor, unable to process this turn of events. The little unicorn colts and fillies tried to rouse her from her stupor. When this failed, they shrugged and filed out of the classroom one by one, supposing that this meant class was over for the day.

Poor Twilight! If it had been anypony but Princess Celestia, she would have taken it in stride. She had been shocked to find out that Starswirl the Bearded wasn’t who she thought he was, but he was only a hero to her. Princess Celestia was…well, there wasn’t even a word for what the Princess meant to Twilight Sparkle.

Years ago, the Princess had raised the sun during the Summer Sun Celebration before a crowd of awestruck ponies. In the heart of a young purple unicorn, the sun hadn’t set since.

A small blue hoof rested on Twilight’s shoulder.

“Are…are you okay, Miss Twinkle?” asked Luna.

Twilight blinked.

No, she thought. “Oh…um, yes, Princess,” she said. “I’m fine. Sorry for that, I was…”

What was she doing? She was supposed to be teaching the princesses magic so that they could stand up to Discord. But, how would they ever harness the power of the Elements of Harmony without the magic of friendship?

Look at her, thought Twilight, getting to her hooves. She really doesn’t have any friends.

“It’s okay,” said Luna. “My sister…she’s always like that.”

“But…why?” A desperate yearning filled the word. Why would the Princess…

“I don’t know,” said Luna.

There was a moment, a breath of silence between them. Then Luna looked away. She walked to the middle of the classroom, where she stood among the empty desks, all alone. Then she began to sing:

Ever since I can remember, it’s always been this way
The Night won’t find a friend in the Princess of the Day

I’ve always been her shadow, but never by her side,
The lonely place of shade on which she never shines

Does she even know how much I want to be her friend?
I’ve written her in letters I’ve been too afraid to send

But no matter what I try to do, we’re still so far apart
I need a Sun to shine on me, and warm a wounded heart

My heart…

Twilight listened. She had never heard Luna sing, even in her time. The princess’s voice was even softer and sweeter than Fluttershy’s, something that she would have sworn was impossible before hearing it. It cracked with emotion at the end of her song.

“Princess…” said Twilight.

Luna shook her head. “It’s okay. Maybe she really doesn’t want friends.”

“Don’t give up. It can’t hurt to try to reach out one more time…”

The blue alicorn sighed. “I’ll try…”

As her last student walked slowly out of the class, Twilight reached up and touched the crown thingy on her head with her hoof. The Element of Magic. It felt cold and hard. No power coursed through it. The most powerful Element of all…but also the most fragile. Magic could not exist on its own. Without her friends, Twilight was nothing.

How could Princess Celestia be so…

* * *

“…mean, cruel, selfish, proud…ugh! She was just awful!”

Starswirl listened to Twilight rant about the princess, nodding sympathetically. “And you only had her in your class for a couple of minutes. Let me tell you, she does not get sweeter the more time you spend with her.”

“But…she’s Princess Celestia! She…just…” Words failed Twilight.

“She is young.”

“I can’t teach somepony like her about friendship!”

“Why not? It seems to me that she needs a friend as much as Princess Luna…if not more so.”

“She’s a brat!”

Starswirl smiled sadly. “Children are what we adults make them.”

“She’s terrible to her sister.”

“Princess Celestia has been growing up under a shadow. She knows that she is meant to one day rule Canterlot with her sisters, but all the children see that Discord’s chaos is going to engulf the city long before that happens. Her eldest sister has taken on the burden of rule and so has little time for her, entrusting her education to me. And I am often needed…elsewhere. Princess Astra is…amazing, but as she gives more of herself to the universe, she is failing her little sisters. That is mostly my fault. Princess Luna looks up to her sister. Princess Celestia realizes this, and ends up treating her the way she feels that the ones she looks up to treat her.”

“So…what do I do?”

“I’m not sure. To be honest, you know far more about friendship than I do. But I do know a bit about children…” His voice trailed off into a wistful quiet. His eyes seemed almost to lose their color for a moment. Then he recovered, his tone reverting back to one of wise cheerfulness. “Every child needs somepony to look up to.”

* * *

“She lives in an observatory?” asked Fluttershy.

“Well, she is the Princess of the Stars,” said Astra, as she picked the magical lock to her elder sister’s chambers using her own magic.

They entered together, as silent as thieves.

“Do you…um…know what we might be looking for?”

“Anything that shows my sister is up to something horrible.”

Princess Stella’s observatory was a cozy place, completely at odds with the cold regality of its owner. There was a huge brass telescope in the center of the chamber. Around it were shelves and desks stacked with books and papers and maps and star charts. There were magical devices that neither Fluttershy nor Astra knew what were for. The observatory looked lived in, like a place where things got done, science and magic and flights of fancy.

“Twilight would love this place,” giggled Fluttershy.

“So would the Doctor,” said Astra, spinning a globe with her hoof.

They began to pick through the books and papers, searching for some evidence of Princess Stella’s plot.

“So, this very special somepony of yours…” said Astra, just to fill up the quiet.

“Oh, we’re not that close,” said Fluttershy, coloring. “He just asked me on a d-d-date is all.”

“Ha! That’s farther than I’ve gotten with…” She coughed.

“You really love him,” said Fluttershy.

“He has this…gravity. You just get caught by it.”

“Does he…know how you feel?”

“Who knows? He might be totally aware and just not want to hurt me by turning me down, or he could be genuinely clueless. That’s the way he is.”

“Why would he turn you down? I mean…you’re a princess.”

Astra smiled bitterly. “That makes me about a special as a grain of sand on the beach next to him. He’s known scores of princesses. Heh, hundreds for all I know.”

Fluttershy dropped the book she had been holding, a dusty tome written by somepony named Alhazred, without looking at it. She was looking at Astra, whose ears had drooped and who wasn’t even paying attention to the maps she was looking over.

“You are special to him,” said Fluttershy with absolute confidence.

Astra gave her a cocky smile. “Of course I am.”

Fluttershy had spent enough time with Rainbow Dash to tell when somepony was hiding behind a mask of bravado. “No,” she said. “You really are special, and not just because you are a princess. There’s nopony else like you.”

“Um…thanks, but you don’t really know me, so how can you say that?”

“Because there’s nopony else like anypony. Everypony is special.”

“So I’m special…just like everypony else?”

“Oh yes.”

“That’s kind of the same as not being special at all, ‘Shy.”

“No it isn’t!” insisted Fluttershy. She was very serious. Their surroundings, their mission, all of it was forgotten as she locked eyes with Princess Astra. “My friend Rarity has a special talent for finding precious gems. Sometimes, she has so many just lying around her place, ponies come by and think ‘these must be fakes, because there is no way she’d leave real jewels just lying around.’ But…they are real. Just because there are a lot of them, doesn’t mean they are any less valuable. And every one is so different. But the point of the story is this…” She bent her head down so that Astra could see the butterfly clip in her mane. “She gave this to me…to wear on my first date. It’s made of pink sapphire. That’s the stone she chose for me. I happened to notice that there were hundreds of stones like it lying around her boutique. She didn’t choose it because it was different. It didn’t have to be different to be special. It’s special all on its own. And so are you.”

“I’m…not as special as him.”

“Of course you are! Isn’t that why he travels with you and none of those other hundreds of princesses you mentioned?”

“I…don’t know.”

“He sure seems to. Maybe you should trust him…he is a Doctor, after all.” Fluttershy smiled at her.

Astra coughed and turned away, wiping something out of her eyes. “We should probably…uh…keep looking.”

They went back to it.

“Oh, and Fluttershy?”

“Yes?”

“Thank you.”

They talked while they searched. Fluttershy told Astra all about her animal friends. The princess listened with fascination. Fluttershy had been worried at first that she would get bored of talking about butterflies and bunnies, like Rainbow Dash would. It did not occur to her that the princess, who had only ever known the threat of Discord and the danger of traveling with the Doctor, would find the idea of a simple life in Ponyville as captivating as any grand adventure.

Princess Astra talked about some of her travels with the Doctor. She told Fluttershy about that time they had to face down the cyberponies created by North Central Ponytronics. And how they went into the future, even farther than Fluttershy’s time, but she couldn’t tell her much about that.

“Does that mean we win?” asked Fluttershy, hope springing up within her. “I mean, if you’ve been to the future…and it’s okay…we have to win, right?”

Astra shook her head sadly. “It doesn’t work like that. If we don’t stop whatever is trying to break the Star Seal, then the future I saw…won’t even exist. The same goes for this time: unless my baby sisters fulfill their destiny and stop Discord, your future won’t exist either.”

Fluttershy felt a chill at that. The idea that her own time was liquid, something that could be changed…ruined even…had not occurred to her. Suddenly what they were doing seemed more important than ever.

“Look at these,” said Fluttershy, pointing with her hoof to what she had found.

They were two jeweled circlets lying on a stack of notes. As soon as Fluttershy laid eyes on them, she felt something. It was like seeing a couple of old toys of yours in the window of a toyshop. There was a sense of familiarity, but also the thought that this is not where those are supposed to be. They were obviously magical trinkets, but something seemed wrong about them. They were colorless. Even the jewels set in them were grey.

“What are they?” asked Astra in a whisper.

“The Elements of Harmony,” said a voice from behind them.

They gulped and turned around. There was Princess Stella. Fluttershy had expected her to be furious, catching the two of them in her private chambers, but the expression on the princess’s face was not angry at all.

She was sad.

“S-Sister…” said Astra. “We were only…”

“Snooping around our observatory. We are aware.”

She did not shout in the Royal Canterlot Voice as she did with Twilight Sparkle. Here in the privacy of her own chambers, with her own sister, she spoke softly.

“Did you say these were the…Elements of Harmony?” asked Fluttershy.

“Indeed. Hast thou ever heard the legend?”

“Maybe once,” Fluttershy squeaked.

“They hold the power to bring peace to Equestria…” Princess Stella’s horn glowed and the grey circlets began to hover in the air over the desk. “They have the power to end Discord’s reign of madness forever…” She magicked open a window, letting sunlight in. “They have the power to save the world…”

She threw the Elements out the window.

“Why?” demanded Astra.

“Because they do not work,” said Princess Stella. “Because after searching and searching for them, heeding the prophecies, leaving aside our duties to go adventuring until we found them…They. Do. Not. Work.”

Fluttershy had only seen absolute hopelessness once before. She remembered it as if it were a dream, something she had seen with a backward glance as she flew away. It was a purple pony hanging her head and letting all the colors wash out of her until she was the color of ash.

Now, looking into the silver eyes of the Princess of the Stars, Fluttershy recognized that same emptiness. It pulled at her heart like nothing she had ever seen. She had been under Discord’s spell the day Twilight lost her colors, but this time she was herself. She was Kindness Incarnate. Before she could help herself, her arms were wrapped around the princess’s neck.

“It’s okay…” she started to say.

“R-Release us!” said Princess Stella, shaking Fluttershy off.

“Oh…um…I-I’m sorry…”

She looked at Fluttershy as if she were deciding whether or not to fling her out the window as well. Had her eyes seemed silver before? Now Fluttershy recognized the color for what it was: not silver, just a shiny grey.

“Leave us,” she said softly.

“But, Sister…” Astra began.

“Leave us!” Princess Stella shouted.

What else could they do?

* * *

Princess Celestia stomped her way across the castle courtyard on her way to Starswirl’s library. She was seething. Who did that stupid mare think she was? All that talk about the magic of friendship, when they should have been studying real magic. Stella would not be happy when she found out how their new substitute teacher was wasting their time.

A giggle caught her attention. It was her sister’s voice. What was she so happy about? She followed the sound until, peeking around a hedge, she saw Luna. She was playing by herself with a stuffed pony doll.

There was something…familiar about the stuffed pony. It was white, or had been before she had started playing with it. It had a mane and tail of tangled pink string, and button eyes. It also had both stuffed wings and a horn. It’s mouth had been drawn as a perpetual frown.

Luna faced the stuffed pony. Her expression was serious, almost regal.

“Princess Cosmica,” she said. “Your attempts to banish me have failed. Now I can defeat you before you are able to take over all of Equestria!”

Luna ran over to the stuffed pony and moved it’s head, talking for it in a high-pitched wail of a voice. “You, defeat me? Not this night, Luna. After I take my place on the throne, the day shall last forever!” Then she cackled with insane-sounding laughter.

Luna returned to her place in front of the stuffed pony. “Not if I have anything to say about it!” she declared.

Celestia could take no more of this. “What are you doing?” she demanded, trotting into her sister’s view.

Luna blushed a deep navy. “N-Nothing…” she said.

Celestia opened her mouth to say something more, to siphon off some of her anger and resentment into her little sister. That was when two grey trinkets landed in the grass between the two sisters. Puzzlement crossed both of their faces. They looked up to see where the objects could have fallen from.

Above them loomed the towers of Canterlot. High atop one of these was Princess Stella’s observatory. But to the sisters, it seemed that they had fallen right out of the open sky.

Celestia magicked one into the air in front of her, dispelled the dirt and grass that was caked on it, and peered closely at it. Luna did the same with the other.

“What are they?” asked Luna.

“They are magical,” said Celestia. “I can tell that much.”

“Are they for us?”

Celestia considered it for a moment. “I don’t see why not. We can ask Starswirl about them when he next decides to grace us with his presence.” She spoke those last words bitterly.

“Um…can’t we just ask Miss Twilight about them?”

Suddenly Celestia remembered why her sister was a stupid little foal who would never understand anything about her. Her eyes narrowed and her frown deepened.

“You do what you want,” she said. She spelled the grey circlet onto her head and went off to find a mirror.

She needn’t have. Luna could have told her she was beautiful.

Luna was left alone, except for her stuffed pony doll. She looked over at Princess Cosmica, that pathetic imitation of the friend she really wanted and could never have. Luna didn’t feel like playing anymore.

* * *

Princess Celestia sat atop a castle wall, watching the sun fall slowly into the horizon. She stared out with a kind of bored hatred, too tired to work herself up into a fury, yet still too angry to let herself just slip into numbness. She used her magic to break off a chip of glistening white stone from the castle wall and threw it as far as her spell would carry it.

It passed through the Barrier and promptly turned into a very confused fish.

Something inside the princess snapped. She stood to her hooves and opened her wings, fixing her defiant young eyes on the horizon. She took a breath and screamed until her throat felt like it would tear.

“P-Princess?” a voice called from behind her.

The last voice she wanted to hear in the world.

It was Twilight. Princess Celestia rounded on her. How had she even gotten up here in the first place? She didn’t have wings. She was just an ordinary unicorn, nothing special about her at all.

“What do you want?”

“I just…wanted to see if you were all right,” said Twilight.

She was looking at Celestia in a way that unnerved the princess. If the young winged unicorn had detected the slightest bit of pity in that gaze, she would have flown away. But no, Twilight did not look at her with pity, nor with respect to her royal station. If she had known Twilight longer, she would have recognized her look as one of wonder.

Twilight remembered what the Doctor had told her. This was her Celestia. This little filly was going to grow up to be the most amazing pony Twilight ever knew. She and her sister would wield the Elements of Harmony to defeat Discord. She would save Equestria from Nightmare Moon’s eternal darkness. And, one day, a unicorn filly who was being swallowed from the inside out by her own magic would feel a gentle hoof touch her shoulder, and she would look up into her eyes…

…those eyes, the ones that were looking at Twilight Sparkle right now…

…and everything…everything would be…

“It’s all going to be okay, you know,” said Twilight.

“What are you talking about?”

“The future.”

Princess Celestia bristled. “There is no future. Not for any of us. Everypony knows that. Except you. You just keep lying to us, pretending that there is a reason to hope. And every day the Barrier around the city gets a little smaller. Chaos gets a little closer. And we all know he’s going to win. Canterlot is going to fall, and it’s going to happen soon. And when it does, there is nothing anypony can do about it. The magic of friendship won’t help us!”

Twilight felt a chill at the sneering way she said those words, magic of friendship. It was the same way Discord spoke of friendship, with faithless sarcasm.

The last rays of the setting sun beamed at them. They sparkled on Princess Celestia’s magic circlet. Twilight looked closely at the grey trinket. She had the same feeling of familiarity that Fluttershy had earlier. She recognized the shapes of the grey jewels. They were the same emblems that were carved on stone artifacts in the castle where she fought Nightmare Moon.

Twilight smiled. “Have you ever heard of the Elements of Harmony?” she asked.

Princess Celestia snorted. “A story for babies.”

“No.”

There it was again, that perfect confidence. Part of Celestia wanted to drag the unicorn to the Barrier and throw her across it just to see that calm surety of hers get wiped away by madness.

“There are six Elements,” continued Twilight. “Honesty, laughter, kindness, generosity, loyalty…and the last, the most powerful of them all…”

“Magic,” said Celetia flatly. “Stella told me once.”

“Magic.” Twilight said the word the same way a pony says the name of her best friend. All her love was condensed into two syllables. She said it the same way Rainbow Dash would say the word ‘sky.’ “It can be so powerful. It can be like wildfire, blazing white light that washes over everything. It can repair the world Discord has broken. It can rip him right off his throne. But a fire begins with a spark. This is the power behind the Elements of Harmony. Without friendship, they would just be…well, trinkets. Or pieces of stone.”

Celestia almost seemed to be listening, until Twilight brought up friendship again, then she scowled and stamped her hooves. “Friendship! Friendship! Is that all you can talk about? I don’t want that kind of magic. I want to be alone!”

Twilight’s heart was breaking. She was losing her. What could she say to reach her? “But Princess Luna doesn’t. She wants to be your friend. And if you let her, the two of you could be so great. I promise you, Princess…you would find the power to stop Discord. Together.”

“I don’t want to be friends with her. I don’t want to be responsible for anypony else! I don’t want a friend!”

Then Twilight knew her. This really was her Princess Celestia. It was in those words, I don’t want to be responsible for anypony. That was the key. Because they were a lie. Twilight knew they were a lie as soon as she heard them, knew it the way she would know it if Applejack lied. It was the lie that the princess hid behind because she was frightened. So that when Canterlot finally fell to Discord, it would not hurt. She could not lose friends if she did not have them. The truth was that she really did want to be responsible for somepony else. No, she wanted to be responsible for everypony else. It was the thing she was born for, the way the sun is born to shine on the whole world.

“Well, too late,” said Twilight, voice thick with emotion. “You’ve already got one.”

“What?”

“I am your friend, Princess. And I am going to be…faithful…to you. Forever.”

Celestia’s eyes widened. She started to tremble. No! Don’t say that!

She leapt from the castle wall before Twilight could say anything else. Her white wings opened and she caught the air desperately. It lifted her up, away, far away from the unicorn and her promise of friendship. She fled.

The sun dipped all the way below the horizon.

* * *

Under the shadow of night, a cloaked figure made its way from Canterlot castle. If you looked closely, you could see something like starlight glowing from under the figure’s hood. It avoided the city guards with ease, and found its way to a single winding road that nopony used. This road led outside of the city.

This mysterious pony was being followed. The figure that was following it wore nothing but an old hat. It was Applejack.

The Doctor had told her to follow Princess Stella, which is exactly what she had done. All day. The princess, for her part, had not done anything suspicious the entire time. After hours and hours of stalking and spying, Applejack was starting to think the whole day was a waste.

Then the cloak. And the nighttime journey. Where could the Princess of the Stars, the ruler of Canterlot, be going that she didn’t want anypony else to know about?

She passed a sign. The sign said: To Everfree Garden.

Ahead was the Barrier. The princess threw back her hood. Her horn shone silver. A bubble of light surrounded her. Protected, she ventured into the territory of chaos.

Applejack followed all the way to the Barrier. It was easy to see where it was. On her side was grass and the dirt of the road, trees and bushes. On the other, a field of…was that paper? It was. There were words scrawled on it, made-up words that made no sense. It looked like the page of a giant book.

Then the page flipped, and Discord’s domain was ice. A frozen waste stretched ahead, a road of snow winding through it. Then the road of snow became a road of flowing cider, winding through a field of carrots growing upside down. Some were floating.

“Crazy, isn’t it?” said a voice beside her. Applejack started.

It was the Doctor. Well, it was Starswirl the Bearded. But unlike Twilight, Applejack still thought of him as the Doctor. She didn’t understand how the Doctor could be two different ponies, but as soon as she had set hoof inside his TARDIS, she had given herself up to the madness of it all. All the Doctor’s madness, however, paled compared to what she was looking at now.

But then, she’d seen it before.

“Yeah. Ain’t no other word for it.”

“Don’t cross that line,” said the Doctor. “I will put a barrier up around us.”

“I wasn’t goin’ ta,” said Applejack. She remembered having her colors washed out by Discord’s lie. It was not an experience she cared to repeat.

The Doctor’s horn glowed green. A sphere of emerald surrounded them. They were safely bubbled.

They put tentative hooves across the barrier. The power of chaos pushed back from the magic. The road, which was now ice cream flowing through a field of worms, became dirt under their hooves. Side by side they walked down it.

“Do ya know what this here Everfree Garden is?” asked Applejack. “We only got the Everfree Forest in our time.”

“I know,” said the Doctor. “I’ve been to your time.”

“Yeah…I guess you’ve been ’bout everywhere, huh?”

“Oh no. I’ve been many places. And many times. I’ve seen things…that would take your breath away. I once watched as the universe was being born. I have seen it suffer through its growing pains, watched an army of empty beings try to stop it. I have fought. I have seen the first words ever written…and they were written to me. Heh. I traveled coach once, it was at the Crossings of Rirhath B. Never again…”

“Wow…” breathed Applejack. “If I could travel the stars, I think I’d just go off forever…”

“Really?” asked the Doctor. He looked at her with interest.

Applejack blushed. “Nah. Maybe a visit would be good, but I’d need a place that’s home, if ya know what I mean.”

The Doctor smiled sadly. “I think I do.”

Applejack wondered if she’s said the wrong thing. “Uh…what else have ya seen?”

The Doctor continued, “I have stood on the threshold of Time itself and looked beyond. I have seen the stars go out across a thousand skies…watched as beings so…frail…yet so glorious tried to keep the lights on in a universe that was dying…”

“Dying…” repeated Applejack.

She glanced sideways at the Doctor.

“Well…what I meant was…”

“You’re not part of our universe, are you? You’re from…wha’ did Princess Luna call it? The Outside. Where Death comes from.”

The Doctor chuckled. “It’s odd, but I really didn’t intend to tell you that much. Must have something to do with your Element, I guess.”

Applejack sighed. She thought of Death, racing toward her and her friends. Coming to take one of them away forever. “I…wish it weren’t my Element right about now…”

They walked in silence for awhile.

“We’re here,” said the Doctor. “Everfree Garden.”

The first thing that struck Applejack was that Everfree Garden did not look much different than the Everfree Forest. It was smaller, was all. Wild plants still grew in a dark and tangled mess of lush trees and creeping vines. But then she realized something else about it. Chaos had not touched it.

All around the Garden, the scenery shifted and twisted according to Discord’s insane moods, but the Garden remained the same.

“Is there a magical barrier around it?” asked Applejack.

The Doctor frowned. “No. I would sense that. This is…something else. I am not sure. The Princess sometimes keeps secrets from me, especially if it has to do with the Royal Secret.”

“You mean the Star Seal?”

The Doctor nodded. He seemed to hesitate for a moment, then reached a decision. “Let’s go,” he said. As they ventured into the Garden, he allowed his shield to fall, hiding them in the shadows. The bells of his clothes jingled loudly in the quiet. He silenced them with a spell.

They crept through the small jungle, making as little noise as they could. The darkness surrounded them. It was…suffocating. Applejack imagined Death as she appeared to her in her dreams, blending in with the darkness between the trees. Every movement of the leaves could have been the rustle of her dark feathers. She was getting spooked. This wasn’t good. Where was Pinkie Pie when you needed her? What she needed was one good thought to banish the darkness.

“Doctor,” Applejack whispered.

“What is it?”

“What’s the most amazin’ thing you’ve ever seen? I mean, out of everythin’?”

The Doctor slowed down. “Shh…I think we’re close.”

Applejack focused on what they came for. But part of her wondered if he hadn’t just avoided answering her.

Sneaking ahead, they came to a clearing in the Garden. In the middle of the clearing was a raised circle of stone. Princess Stella knelt in its center. She had cast aside her cloak. Her light, the same silvery light of the stars, illuminated the stone circle. Applejack and the Doctor watched her from the shadows of the tree line.

“We have come,” she said. Her voice was anguished, as if the words had to be torn from her.

A voice answered her. Applejack could not see anypony, it seemed to come from out of the air. It sounded faint, like it was coming from far away. She couldn’t tell if it was male or female. It sounded like words formed out of a cold wind. It had a tone of dangerous amusement.

It said, “Welcome, Princess of the Stars.”

Princess Stella’s light dimmed as she shuddered. “Thou knowest why we have come here.”

“Harmony,” it practically spat the word, “has failed you. Now you come to me to save Equestria from chaos.”

“We beseech thee,” Princess Stella said quietly. She lifted her face. Glowing tears streamed down her cheeks. “Save our world. We shall pay whatsoever thou askest. Name thy price…”

“A life,” the voice said. “To defeat Discord will cost you a life.”

The princess exhaled slowly and wiped the tears from her eyes with her hoof. Then she drew herself up, proudly. “Then take ours.”

Applejack’s muscles tightened. She nearly leaped out to stop her, but the Doctor put one hoof in front of her. She looked at him. He shook his head. Why? How could he just stand by and let this happen?

The princess closed her eyes. A halo of silver light surrounded her. For a moment, she shone too bright to look upon, like a real star. Then the light went out completely.

Applejack was holding her breath.

The Princess of the Stars opened her eyes, looking up to the heavens. “I will end the chaos in your world, Princess,” she said. Her voice was different. Colder. “Your life will serve me nicely, but it is not the life I demand. I will slay a noble soul, bring Death into your world. And when I do, the Star Seal will break and the shadow will fall across all Equestria. Entire universes will shudder as the light at the center of all things goes out, and I…” A cruel smile touched her lips. “…the darkness behind the stars, shall fill all creation, forever.”

Above her, the stars shuddered and began to go dark.

V. Surprise

Episode Five:
Surprise

The devil took Him to a very high mountain and showed Him all the kingdoms of the world and their glory; and he said to Him, "All these things I will give You, if You fall down and worship me."
-Matthew 4:8-9
The Bible

The Guardians of Harmony had been defeated.

Surprise hid in an alley between buildings, cradling a still-unconscious Pinkie Pie. After the fight with that blue magician and her friends, everypony had been down. She had grabbed Pinkie and escaped. Surprise didn’t understand how the power of friendship could have been beaten by evil. She also didn’t understand why Pinkie hadn’t woken up yet. Maybe it had something to do with that seal Princess Luna was talking about being broken. The world was becoming darker…more dangerous. Before the stars started going out, Pinkie could have taken an anvil to the head and sprung back up in seconds. Now she lay in Surprise’s arms, murmuring softly.

“What was that?” Surprise asked, leaning down close.

“Mmn…sorry, Surprise. Couldn’t…tell you the truth…”

Surprise felt something cold slither in her stomach. What had Apple Bloom said? That Pinkie lied to her about something? But no, not Pinkie. She would never lie to her. Why not? It’s not as if she’s the Element of Honesty, a dark part of her mind whispered.

“Because we’re sisters,” she said aloud. Come on, Pinkie, wake up…

Pinkie did not wake up. Surprise was too scared of being captured by the silver ponies to try leaving the alley to get help. But she had to do something, she was the only one left. It was up to her to try to warn the others, to get somepony like Twilight Sparkle to come and rescue her friends with her magic. But she couldn’t leave Pinkie.

She didn’t know what to do.

Soft, shadowy laughter came from out of nowhere. “Now, now, what have we here?”

Surprise looked up. On the cloud wall in front of her, inky lines were drooling, forming crooked rivulets of darkness, then pooling into a circle, which opened up into a gaping black hole…

…which Discord slipped through, smiling at her the way a timber wolf smiles.

Sudden terror gripped her and Surprise gasped. “N-No! Pinkie and her friends defeated you!”

“Not defeated,” said the draconequus. “Never defeated. Only hindered. Nothing can truly defeat me. Everything comes to chaos in the end.”

Surprise shivered. What would Pinkie Pie do right now? she asked herself. Ha! Probably laugh right in his big, scary face, that’s what! Then she and her friends would unleash the power of Harmony on his scaly flank, and he’d be nothing but a harmless statue again. But Surprsie didn’t feel like laughing. And she didn’t have the power of Harmony. She wasn’t a hero. She was a scared pony who felt like crying out for help. But she couldn’t even do that. If she did, the silver ponies would find her…

“Wh-Why are you here?” she asked, her voice barely rising above a squeak.

“Because I was getting bored tormenting your precious Ponyville. And because I have a bit of unfinished business here. You see, last night I started a band. Just a few talented little ponies. I’m calling them the Guardians of Ruin…I believe you’ve met.”

He means the ponies that fought Pinkie Pie and Rarity and Rainbow Dash, she realized. The blue magician, the one playing the music, and the three fillies, the Cutie Mark Crusaders.

“What did you do to them?” she whispered.

“I made them heroes, just like the Guardians of Harmony themselves. The Elements of Despair, Deception, Greed, Cruelty, and Loneliness. But look, there’s an Element missing. The last piece of the puzzle as it were. Can you guess which one it is?”

Surprise didn’t want to guess. She kept her mouth shut and shook her head.

“Treachery,” Discord crooned. “The most important dark Element of all. And do you know why?”

She shook her head again.

“An act of betrayal can break even the most powerful of friendships. If I could only get one of the Guardians of Harmony over to my side…then the circle would be broken and the power of Harmony shattered.”

A tiny flame of courage ignited in Surprise. She held her sister’s sleeping form tighter. “No! I won’t let you get Pinkie! And she’d never betray her friends for you anyway.”

“Are you sure? We have more in common than she cares to realize, Pinkie Pie and I…”

“She’s nothing like you!”

Discord laughed his horrible soft laugh. “Oh, you are hilarious! If you could only see yourself right now!”

Surprise felt anger rising in her. She grabbed onto it, like a lifeline. It was better than the terror she had been feeling up to now.

“I don’t care if you are the big lord of chaos or…whatever! You won’t get Pinkie to join you. The Guardians of Harmony share a friendship so powerful that nothing can break it!”

“Once you may have been right, but things have changed. I don’t need Pinkie Pie anymore. The one I came to invite to join me…is you.”

All the defiance she felt for the sake of her sister drained out of her. What did he mean, he wanted her?

“I’m not a Guardian of Harmony,” she said.

“You’ve been saying that a lot recently, haven’t you?”

“No…I…well, it’s true.”

“It hurts, doesn’t it? Being the only one without an Element, having a sister who is so much more than you could ever be…”

“P-Pinkie loves me!” She said it like a magic spell to ward off evil.

“Yes she does,” said Discord. His eyes glittered with pleasure. “And that is what this is all about, isn’t it? But will you still love her once you find out her dark little secret?”

“She lies…” said Surprise. She was talking about Apple Bloom, the Element of Deception.

Wasn’t she?

“Yes she does,” said Discord. “All in the name of love.”

Surprise tried to get her courage back, looked for that thread of defiance she had felt in her only moments ago. She forced out the words, “I…won’t ever…join you.”

“Yes you will,” said Discord. He said it the way you would say, ‘water is wet.’ It was a fact, not something that could even be argued. “In fact, once you see what I have to show you, you won’t even need to join me. You will realize you’ve been on my side all along.”

He touched her forehead with one claw, almost gently, and there was a flash of white light. Then they weren’t in the alley anymore. They weren’t even in Cloudsdale.

They were in the Great Hall of Canterlot Castle. Princess Luna paced restlessly in front of an empty throne.

“Princess!” Surprise cried.

The Princess did not even look her way.

“She cannot hear you,” said Discord. Surprise looked at him. His body was translucent and glowed a ghostly blue. She looked down at her hooves and noticed that she was the same. “Nopony can see or hear you…or me. Just watch. I am showing you why you are going to join me.”

No matter what he shows me, I’ll never join him, thought Surprise. She couldn’t imagine anything the creature could show her that would make her want to betray her sister and her friends. She felt a twinge of shame as she realized she was genuinely curious what secret Discord thought would change her mind so completely. He had seemed as certain of her joining him as she was that she never would. Why was he so darned sure?

A handsome stallion dressed in a uniform entered the Grand Hall. Luna stopped her pacing and went to greet him.

“Shining Armor,” she said.

“My Princess.” He gave a short bow. “Your army stands ready.” He said the words with obvious distaste.

“My army…” the princess repeated colorlessly. “Has it really come to this?”

“The enemy has taken Cloudsdale. It is an act of war.”

“War…” the princess echoed. She sighed.

“Has Twilight…have you any news of my sister?” A desperate hope glowed in the stallion’s eyes.

The Princess shook her head. “Not yet. I do not believe she has vanished, though. Two of the other Guardians of Harmony went missing when she did. Neither of them have star cutie marks. I can only trust them and believe that wherever they are…they are doing all they can for us.”

Shining Armor nodded. “And the other Guardians of Harmony…the ones that went to Cloudsdale?”

“The last scroll arrived hours ago. It seems they have been taken prisoner. Two of them at least. Pinkie Pie is…unaccounted for.”

Silence stretched between them.

“What are we going to do, Princess?” Shining Armor asked at last.

“All we can,” said Princess Luna.

Discord chuckled darkly. “Did you notice anything strange about that conversation? Hmm? Did it seem to you that they…forgot something?”

Surprise felt two emotions touch her at once. One was a pang of sadness. Princess Luna had forgotten about her. She only mentioned the Guardians of Harmony in Cloudsdale. The sister of a Guardian…wasn’t important enough to notice, she guessed. The other emotion was a happy kind of triumph. Is that all he’s got? she thought. So the Princess forgot about her. So what? She was preparing for war. Her subjects were vanishing all around her. Whatever that seal was that protects Equestria, it was starting to break. Who cared that she forgot about one little pony while the world was coming to an end. Certainly not Surprise.

And she told Discord so.

His smile did not even waver. “Oh, this is just the warm-up, my dear. I’ve got so much more to show you. More than you could even imagine. But before we go, I just want to let you see this one last thing.” He gestured with one clawed hand. Surprise looked.

The Princess and her Captain of the Guard stood in solemn silence for a moment, then Shining Armor gasped. “Princess!” There was fear in his voice. A faint glow surrounded him, as if a magic spell had been cast. Princess Luna watched, eyes wide, as pale light engulfed him. Then he was gone.

“No…” Luna trembled. “No no no no no!” She threw her head back and screamed. The only witnesses to her despair were Surprise and Discord. And he was munching loudly on a handful of movie popcorn, just enjoying the show. Surprise’s heart ached for the princess. She had lost her sister, then the Guardians of Harmony, and now her Captain of the Royal Guard.

All on the eve of battle.

“Right then,” said Discord. “Moving on.”

There was another flash of white light, and they were back in Cloudsdale. Only, they weren’t in the alley with Pinkie. They stood before a huge golden cage. In the cage was Rarity and Rainbow Dash.

“My friends!” said Surprise.

“No, not yours,” said Discord. “Pinkie Pie’s…”

“I can’t believe what that little creep did to me,” said Rainbow Dash.

“And Sweetie Belle…” Rarity said quietly. “She was just…awful. What do you suppose happened to them?”

Rainbow Dash shrugged. (A mistake which made her wince.) “Could be like what happened to us that time with Discord. Something’s gone and scrambled their brains.”

“Do you…” Rarity hesitated. “Do you think…it can be fixed?”

“Of course!” said Rainbow Dash confidently. “We just need to get all of the Elements of Harmony together. Everything will be set right: the fillies, the star ponies, Cloudsdale. Even…” she shuddered, “…Princess Celestia.”

Rarity nodded. “You’re right. Pinkie Pie will come save us.”

Rainbow Dash flashed a cocky grin. “No one can stop Pinkie Pie.”

Is that all he’s got? Surprise thought. Or, more accurately, Surprise forced herself to think. But some small part of her (the tiniest little, not-even-worth-considering part of her) felt a flash of quiet anger. Why is it ‘Pinkie’s gonna save us?’ Why not Surprise? Why don’t you believe in me? You’re supposed to be my friends! Or maybe you really are just Pinkie Pie’s friends…

“Of course they put their hope in Pinkie,” said Surprise. “They’re her friends! That’s the whole point of this, isn’t it? You’re trying to break up their circle of friendship because it’s so powerful. I know I’m not a part of it. Not really…” Though I wanted to be, she thought sadly, I wanted to be so much… “But that’s okay. The only friend I need is Pinkie Pie. She loves me. Even you admitted that much. So there’s really nothing you can show me that can make me betray her, as long as she loves me.”

“Just wait…we haven’t come to the good stuff yet.”

In a flash, the scene changed.

They were still in Cloudsdale. A throne had been set up under the open sky. The blue magician, Trixie, sat in it, proudly looking on as a crowd of silver ponies gathered around her. At her right hoof was Princess Celestia in silver. At her left was her musician, standing as still as a statue, tears running down her cheeks. The Chaos Mark Crusaders loitered at the front of the crowd. Surprise noticed a silver Shining Armor standing near them, looking dully toward the throne.

At the back of the crowd loomed the constellations. Ursa Minors and Ursa Majors filled entire streets with their mass. And others, constellations that Surprise did not know the names of, fierce and terrible, were all waiting, watching the one on the throne.

Trixie looked up. A silver light, shining and flashing even in the brightness of day, descended through clouds and flying rings of silver pegasi, until it hovered over Trixie.

It almost looked like a pony.

“The Great and Powerful Trixie,” a cold voice spoke from the light. It dripped with sarcasm and distain. “Look how far you have come.”

“You…promised Trixie power,” Trixie said weakly. Her arrogance and bravado were gone.

“I did indeed,” said the voice.

“Ooh,” said Discord, “I can’t watch this part.” He covered his eyes, then peeked between his clawed fingers.

* * *

Trixie looked into the light, and beyond it, into the shadow that nopony else, not even Surprise and Discord in their ghostly forms, could see. It filled her. She felt like something precious was being stolen from her while she stood idly by and let it happen.

She could do nothing to stop it. Once, long ago, a princess offered herself to this thing. Trixie made no such offer, yet it took her.

“No…” Trixie whimpered as she realized what was happening to her.

I require a vessel, the voice said. The words were in her head, spoken only for her. It had to be a special vessel. A star. And you are, Trixie. Look at where you are. Princess Celestia herself bows before you.

“But Trixie…” said Trixie.

There is a power in the word “I” that poor Trixie never understood. When somepony says “I” and “me,” she names herself from the inside. Trixie had only ever seen herself from the outside, through the eyes of others. That was why she had tried to be a star in the first place. Getting everypony else to love her was the only way she could love herself.

Deep inside, she had no Self to stand against the voice. Once it had gotten past the façade she put up, the flashy cover called The Great and Powerful Trixie, it found that there was nothing inside her to resist it. It did not need her to give herself willingly, as Princess Stella had done.

What are you? she thought as the cold and the darkness filled her, washed everything she was away into oblivion.

Now, answered the voice, I am Trixie.

* * *

The onlookers only saw a corona of light surround the blue unicorn for a moment, then fade. Trixie smiled down on them. She cast off her cape and tossed her hat aside, letting her starlight-colored mane flow free.

“My lights,” she said, looking on the crowd. “Kneel.”

Hundreds of silver ponies bowed. So did the Chaos Mark Crusaders and the other Guardians of Ruin. So did the constellations. Even the great Ursa Majors fell to their knees before her.

“She always did have a way with the stars,” said Discord.

“An army,” whispered Surprise.

“Behold the enemy of all that is good. Isn’t she something?”

“What just happened?”

“Something just put your little Trixie on like a costume…and just in time for Nightmare Night.”

“What is she?”

Discord smiled. “Let me show you.”

A flash of light, and they were somewhere else. It was night. Thousands of stars littered the night sky. A blue alicorn stood on top of the highest tower in Canterlot Castle and stared out over the sleeping city. It was Princess Luna. She looks so young, thought Surprise. Not quite a filly, but not yet a mare.

“Good night, my little ponies,” she whispered.

None of her subjects heard her. They were all asleep.

“They love your sister more than you,” said a voice.

“Who’s there?” Luna demanded.

There was nopony.

“Look how they laugh and play in her day, but sleep through your beautiful night.”

Princess Luna did not answer right away.

“That was the beginning,” said Discord. “It had tried to bring all of Equestria under its shadow years earlier, but it had failed. Some group of ragtag “heroes” stood up to it and defeated it…though it cost them dearly. But the important thing is that the enemy survived. And it was not idle. It came to the Princess of the Night as a voice speaking soft things in her ears, bending her light to its will, filling her with its dark power. And…you know how that story ends, don’t you?”

In a flash, they were in another place. A dark castle. It was not Canterlot, but it somewhere almost as grand, a city on the edge of a wild forest. It was cold. Frost covered everything. A black mare looked down on her grim little kingdom and was pleased.

“Sister,” called a voice.

The Princess of the Sun stood before the black mare. She was so young! Just like Luna had been. The frost melted where she walked, striding up to her sister. Shivering ponies watched the meeting, whispered prayers passing their lips in foggy breaths.

“Celestia,” said the black mare. “I have been expecting you.”

“Please, Luna, end this madness. It’s not too late.”

“I am Nightmare Moon!” the black mare howled. “And the night will not give way to the sun. Never again.”

“Then you leave me no choice,” said Celestia. There were tears in her eyes. She closed them, blinking them away, and when she opened them again, they were blazing with white magic.

Around her swirled six jewels. Each one glowed a different color.

“No! You cannot wield them all!” Nightmare Moon screamed.

Rainbow light exploded in all directions. A beam of light connected the earth with the moon, shining up like a beacon. When it finally faded, Nightmare Moon was gone.

The Elements of Harmony turned to grey stone and fell to the ground. Princess Celestia looked up at the moon, where a dark silhouette now marred its face. She let out a wail of such unfathomable loneliness that those who stood by trembled. None dared approach her. Then she spread her wings and rose from the earth. And with her, the sun.

Discord’s expression was unreadable. “You know, between the two of us, I think spending the next thousand years as a statue would have been preferable to her.”

Surprise said nothing.

“The power of Harmony was broken,” said Discord. “Nightmare Moon was right. There’s no way Celestia could have wielded them all by herself. Somewhere deep inside Nightmare Moon, dear little Luna had to have helped. But the damage was done. Both princesses were cut off from the Elements. It warms my heart to know that while I was trapped in stone for a thousand years, so was the power of Harmony.”

Why is he showing me this? wondered Surprise. How can showing me how evil used Nightmare Moon to break the power of Harmony make me want to betray Pinkie and her friends. I hate him more than ever!

Discord seemed to know what she was thinking. “You will understand soon enough.”

Another white flash.

This time they stood in Ponyville, in front of the library. It looked just like Ponyville did in Surprise’s time.

“Over a thousand years, the shadow tried to slip into the world countless times,” said Discord. “Each time it was withstood. All the while its power grew. Until that night, after a thousand years had passed, when it realized it once again had the power to move the stars.”

A young unicorn looked out the window of the library. Surprise followed her gaze. Four shining stars moved across the night sky. They descended on the moon like flies.

“And you know how this story ends as well, don’t you?”

“The stars helped Nightmare Moon escape, and she tried to bring eternal darkness to Equestria again. But Pinkie and her friends used the Elements of Harmony to stop her. And Princess Luna turned good again.”

“Now listen, because this part is important,” said Discord. He leaned over to whisper in Surprise’s ear. “When Princess Luna turned good again, what happened to Nightmare Moon?”

Surprise blinked. “But Princess Luna was Nightmare Moon.”

“No,” said Discord. “Nightmare Moon was born in the shadow. Would you like to see how she was made?”

In a flash, they were in the Great Labyrinth of Canterlot.

“After Nightmare Moon failed, the shadow freed me from my prison of stone. And I put my own plan in motion.” Discord sighed. “The Chaos Capitol of the world…it would have been beautiful. But the Elements of Harmony put an end to that. Still, I did have my moments. Like this one.”

“That’s Pinkie!” said Surprise.

She watched as Discord corrupted her sister, took all her colors away. All of the Guardians of Harmony were turned into grey ponies with evil personalities. Seeing them all act so wrong was hard to watch.

“They defeated you, though. Their friendship was stronger than your corruption.”

“Yes it was. But tell me, where do you think those grey ponies came from? The lies and the cruelty and meanness…where were they born?”

“Evil?”

“Close. Shadow. They came from Outside, from a universe of worlds where everypony lives grey lives untouched by magic. And here, they were given life. Then they were destroyed by Harmony.”

“So what? What does this have to do with anything?”

“Everything. Because there was this one little Guardian of Harmony that didn’t quite hate the chaos the way that all the others did. She couldn’t help it, you see. She is…ha, even I don’t know what she is. But I know chaos when I see it, and she is pure chaos.”

“Pinkie…”

“She laughs at plans of Discord and Harmony both. And do you know what she did when she was touched by the grey corruption of the Outside?”

“No!” a voice cut him off. “Don’t say it!”

It was Pinkie. She was glowing the same ghostly blue as Surprise and Discord.

“How did you get here?” asked Discord. “Ha, what am I saying. Of course you would find a way. I was just telling your sister a story about you.”

Pinkie was panting, exhausted. “Don’t listen to him!”

Surprise was scared. Pinkie wasn’t acting like herself at all. She was acting…guilty. And frightened. Did she really do something so bad that she didn’t want her own sister to know about it? How could she? She was Pinkie Pie. There wasn’t an evil hair on her mane.

“It’s okay,” said Surprise. “Whatever it is, I can handle it.”

“No,” sobbed Pinkie. “Not this. Don’t listen to him. Just come with me. Please.”

Surprise turned to Discord, who was watching the two of them with amusement. Surprise hated him for what he was doing. She hated herself even more for having to know.

“Whatever she did, it won’t make me want to join you,” Surprise said. “Go ahead and tell me. There’s nothing she could do that is so bad I would ever betray her.”

Discord laughed with glee. “That’s just it. She didn’t do anything bad. She just did what she does with every single thing she meets. All the other Guardians of Harmony shed the corruption of the Outside. But Pinkie Pie…she had to go and make friends with it!”

“What?” Surprise didn’t understand.

Pinkie was weeping.

“Imagine if you will something like Nightmare Moon, maybe not as powerful, but a being born in shadow. Six grey beings born to lie and covet and be mean. And just like Nightmare Moon, they were destroyed. But not all. One survived.”

Surprise’s heart was pounding. She had that same feeling of terror that one experiences standing on the edge of a cliff, looking down, afraid to fall, yet, perversely, wanting to jump.

“What does this have to do with…have to do with…”

“Tell me, can you ever remember one of Pinkie’s friends ever calling you by name?”

“What? Ha ha. Of course they did…I mean…they had to have…I…”

No. Only Pinkie had ever called her Surprise.

But…

“Why haven’t you ever used your wings?”

The world seemed to spin around her. Why didn’t she fly? She could fly, couldn’t she? She had wings…

“What…are you…saying?”

“I’m saying that you are a creature of chaos, just like Nightmare Moon. Pinkie Pie made friends with a joyless grey being. No, she didn’t just make friends with it, she made a sister out of you. But what you really are is a shadow, a confused little lie, the greyed-out side of Pinkie, born in chaos. This is why the Princess and the other Guardians of Harmony never mention you, why nopony calls you by name, except the one who named you, why you can’t fly even though you think you have wings. You don’t even exist to them. There is only Pinkie Pie. And if Harmony wins, you will be destroyed just like Nightmare Moon was. You cannot exist without the shadow. It is what you are.”

Discord smiled wickedly and spread his arms out to her.

“Surprise!”

VI. Dawn Overflowing

Episode Six:
Dawn Overflowing

Legends can be now and forever
Teaching us to love for goodness sake
Legends can be now and forever
Loved by the Sun
-Tangerine Dream
Loved by the Sun

Once upon a time, there was a beautiful young princess who lived in a lonely castle in the middle of a cursed kingdom. Then, one day, a hero from beyond the farthest star came and took the princess away on an adventure. Her heart, which had been asleep for years, awakened. She traveled the universe, danced and fought across time and space with her hero. Saved worlds. Fell in…love. But after every adventure, the princess would always return home to her sisters in her own time. She would wait, forever if she had to, but usually only days, or minutes once, for her hero to return to take her away again. She loved every moment of it.

Then, one night, she had her last adventure…

Princess Astra stood on her balcony, looking out at the stars as they vanished. By the time this night was over, the sky would be empty. What was taking the Doctor so long? The waiting never got easier. He was still out following Stella, trying to find out what happened to make her turn against them.

It was one of the first things she learned to hate about time travel. You find out things you wish you didn’t know. Things you wish you could change. And sometimes you tried to change them. And when you couldn’t it…hurt. A lot. She had tried to reach out to her sister, to help her defend Canterlot, but Stella had been pulling away from her for years now. She could not tell what her sister was thinking anymore. Soon…very soon, she was going to betray them.

Sometimes Astra hated knowing the future.

But then…there were always good surprises too. She had seen what her younger sisters would one day become, all that they would accomplish together. And they would do it without Stella or her. That last bit was a sore spot with her. Where was she while those two were growing up? She just…disappeared from history. Like a vanished star.

Astra sighed and went back inside. Twilight Sparkle and Fluttershy were there, waiting for Applejack the way she was waiting for the Doctor.

“They’ll be back soon,” said Fluttershy, trying to comfort her.

“I know,” said Astra, forcing a smile.

It still felt strange to have them just sitting around in her chambers. Two of the six legendary Guardians of Harmony, Twilight Sparkle and Fluttershy. And they were still so…young. They had no idea what the future had in store for them. Oh, but they would be magnificent. One day.

Astra had met Twilight before. She couldn’t tell her, and unless they found a way to stop the Star Seal from breaking that future would never even happen. But Astra would carry that memory with her for as long as she lived. It was one of the first times the Doctor had taken her into the future…

“Where do you want to go?”

“How about the future?”

“Anything special you want to see?”

“Oh, I don’t know. I can’t even imagine what it’s going to be like. But I guess…there would have to be amazing ponies there. I’d like to meet somepony special, somepony great from the future.”

He had beamed at her. “Oh, I think I know just the one.”

And they were off.

Later, they were looking in a window at a unicorn sitting alone at a writing desk, scribbling notes on page after page of parchment.

“Who is that?”

“That, Princess, is Twilight Sparkle.”

“What is she? An adventurer? A princess? A great wizard?”

“She is a librarian.”

“A…librarian?”

“She’s also writing a book.”

“Oh. Is it an important one?”

“The one she’s writing now? No. It’s a load of astronomical rubbish. Most of the ‘important observations’ she thinks she’s making get disproven in a century or so.”

“Oh.”
“But one day she will write another book. This one will be a collection of thoughts she has about friendship. Thousands of years after her time, that book will still be read. It will be translated into languages she doesn’t even know exist, it will be scattered across worlds.”

“And it’s just her thoughts about friendship?”

“Nothing more.”

“The book is that good, huh?”

“Oh yes. Entire civilizations have been founded on the truths contained in Friendship is Magic. I know of at least two wars that were averted solely because somepony got hold of a copy.”

“She must be some writer.”

“I can’t say that her writing style is better than anypony else’s…but…her words have a way of feeling like they were written just for you, like she’s reaching across time, wanting to be your friend. I have two letters that I carry with me all the time. One was written by a girl who cared for me very much and never got the chance to tell me goodbye. The other was written by Twilight Sparkle.”

“What makes her so special?”

The Doctor’s eyes had sparkled with excitement. “Why don’t we go in and find out?”

They knocked on her door. She magicked it open without getting up from her writing. “Come in,” she said.

“Twilight Sparkle,” said the Doctor.

She looked up.

“Oh, hi, Doctor. And hello, Princess Astra.”

She knows me, thought Astra. The princess never forgot that, or how welcome she felt there. She remembered being nuzzled by an overjoyed Twilight, how warm and gentle it was. Then they started talking. They talked for hours, until the sun came up. About…Astra could barely remember. They were simple things. Trivial. Yet…somehow as important as anything could be.

That was when a new dream had been born in the princess’s heart. Not a dream of adventure, but peace. That was what she wanted more than anything. Just to live in someplace gentle like Ponyville, a simple life borrowing books from Twilight’s library, watching animals for Fluttershy, eating Apple treats and cupcakes, discussing the newest fashions at Carousel Boutique, chasing clouds with Rainbow Dash…

It was the first dream of hers that she didn’t share with the Doctor, but kept it to herself. A secret wish.

The doors to Astra’s chambers flew open, breaking the princess out of her reverie. Little Princess Luna stood in the doorway, pale and panting. She looked frightened.

“She took her!” Luna cried, panicking. “She just flew off with her!”

“Shh,” said Fluttershy in a soothing voice. “Just slow down and tell us what happened…”

“S-Stella came and took Celestia away. She didn’t want to go. Stella just…took her! And flew away! I think she’s going outside the Barrier!”

Astra’s eyes narrowed. It was happening. But, why take Celestia? What could she want with her? “I will go after her. The rest of you, wait for the Doctor. Tell him what happened.”

Fluttershy raised a hoof. “I could go with you…if you wanted…”

Astra shook her head. “No. This is between my sister and I. Just…” she hesitated, “…tell the Doctor goodbye for me.”

With that, the princess galloped out onto her balcony, leaped the railing, and flew off into the night. She had a dark suspicion where her sister was headed. And why. She did not dwell on it, but set her course for Everfree Garden.

Goodbye. The word was so…small. And not what she really wanted to say at all. He deserved more from her. Why hadn’t she said what she really meant? The words she wanted to say with every atom of her being? She smiled bitterly as she flew, tears leaking from the corners of her eyes, cold in the rushing wind. She was the Princess of Space…and if Space has one quality above all others, it is silence.

* * *

“We can’t just sit here,” said Princess Luna. “We have to go after them!”

Twilight knelt down beside her. “I know it’s hard. We just have to trust our friends.”

“But Celestia!”

“You love her very much, don’t you?”

Princess Luna looked down at her hooves. “She…”

“I’m going to tell you something, Princess. It’s very important so you have to listen to me. Do you know what you have here?” She touched the circlet on Luna’s head with her nose.

“Celestia says it’s magic,” Luna sniffled.

“She’s right. They are called the Elements of Harmony, and they are the most powerful magical artifacts in the world.”

“I’ve heard of them. Stella talked about them once.”

“With the power of Harmony, you can rescue your sister. You can save your world. But do you remember what I told you about the spark that ignites magic?”

“Friendship.”

“Yes. Because the real power of the Elements of Harmony does not live in magical jewels and necklaces and crowns. It needs a vessel, somepony who embodies the qualities of a friend, a Guardian of Harmony.”

“Oh…why don’t you use them then, Miss Twilight? You seem like you know all about friendship.”

Twilight smiled sadly. She was aware of her own Element of Magic resting on her head, cold and powerless in this era. She wondered if this is what Princess Celestia felt like when she was cut off from the power of Harmony and had to put her trust in a little filly who didn’t know the first thing about friendship. Twilight’s job was going to be easier. Luna didn’t know it, but she already knew the most important thing about friendship. “This is not my…” (time) “…I mean, this is not about me, Princess, it’s about you. This is your moment in the sun.”

“The Sun…” said Luna, and a gleam of determination filled her dark eyes. Twilight noticed the jewels in her grey circlet were starting to regain their colors.

There was a clopping sound in the hall outside. Applejack and Starswirl arrived, covered with sweat and breathing heavily. Before they could catch their breath, Twilight told them what had happened.

“This ain’t good,” said Applejack. “Princess Stella’s gone crazy.”

“A noble soul,” said Starswirl. “She said she was going to slay a noble soul.

“Slay?” asked Fluttershy. “You mean…she wants to actually kill somepony?”

“Not just anypony…”

Twilight looked at Princess Luna. The dark princess was trembling with fright and fury. “We have to go after her right now,” Luna said.

Starswirl’s horn glowed green. “Okay, I found her. She’s heading…oh, back to Everfree Garden.”

“Where we just came from!” Applejack moaned.

“We have to go back, and fast,” said Starswirl.

“I think I can help with that,” said Twilight. “Hold on to me, everypony…”

They did.

Bamf! There was a flash of violet light, and they were outside of the castle, on the road to Everfree Garden.

“Run,” said Twilight. “I’ll teleport us as much of the way as I can.”

They galloped in the same direction as Princess Stella flew. After a ways, Twilight cast her spell and they were suddenly much further. Almost to the Barrier.

“Starswirl, can you cast a shield over us?”

He answered with a glowing green bubble that surrounded all of them.

They passed through the Barrier, into Discord’s realm. The shield held. Twilight’s spell jumped them forward again. They raced onward…

* * *

“Why, Sister?” Celestia whimpered.

She lay on the Stone Circle, held fast by glowing silver chains. Princess Stella walked the edge of the circle. A hush filled the dark forest around them. Above, the last few stars winked out. The only light in the sky was a tiny sliver of moon. Celestia gazed up at that lonely sickle. Its light filled her over-bright eyes.

“Do you know what this place is?” asked Stella.

Celestia tried to shake her head.

“The Star Seal that keeps Equestria safe from the darkness of the Outside is like a giant lock. This place is like a keyhole where each side can look in on the other.” She laughed musically. It sounded like the tinkling of frozen wind chimes. “Of course, that is not completely accurate. There is no actual keyhole. The Seal cannot be opened, it can only be broken. It is very weak now. Not a single star lights the sky. Only one thing remains to be done…”

She bowed her head, horn glowing. A jagged piece of stone, as big as a full grown pony, was levitated into the air. She suspended it over Celestia’s defenseless body, sharp end pointed down.

Celestia looked at it with disbelieving horror.

Then her sister let it fall.

A bolt of golden light struck the stone, sending it crashing into the darkness of the forest. Little pieces of it rained down on the Stone Circle, pelting Celestia.

“Enough, Stella.”

It was Princess Astra. She flew down and alighted on the Stone Circle, standing between Celestia and Stella. The flame of battle was in her eyes.

Stella smiled. “Sister…you are just in time.”

“For what? To see you destroy the world?”

“Destroy? Whatever gave you that idea. Not destroy. Only change. What makes light any better than shadow? Tell me you haven’t dreamed of it, that place where your precious Doctor comes from, those glittering, infinite worlds that think your world is only a story. Tell me you have no desire to escape from this bright, colorful prison of yours.”

Astra smiled. Where her sister’s smile was cold, hers was warm. Kind. “We’re all just stories in the end,” she said. It was something the Doctor told her once. Astra had no desire to travel the shadowlands of the Outside. Not anymore. Her secret wish glowed in her heart, giving her the strength she needed.

“You cannot beat me,” Stella warned.

“Please, Stella, stop this,” Astra begged. A plea that would be echoed by another princess who had to face her sister years later. “It’s not too late.”

The Princess of the Stars answered with a bolt of silver magic. Astra met her with a beam of gold. The two spells locked together, shining white. Threads of colored light swam up and down the beam, which crackled with dangerous magical energy.

The princesses dueled.

* * *

Twilight and her friends came upon the clearing as the sisters battled. She was tired from casting her teleportation spell so many times in a row. Then she saw Princess Celestia, bound to the Stone Circle, and all her weariness vanished in a flash.

She went to her. “Princess!”

“T-Twilight?” said Celestia. The Princess looked at her as if she were looking at a stranger. She was almost out of her mind with terror.

Around them, the duel between the sisters raged on. Streams and flashes of magic blasted their surroundings, scorching tree trunks and even melting part of the edge of the Stone Circle itself. Starswirl watched, naked emotion on his face, as two princesses he loved fought one another with all their might.

Twilight’s horn glowed. Stella’s silver chains were powerful, but not invincible. With a surge of energy, Twilight broke the spell, freeing the princess.

“Celestia!” Luna cried.

Princess Celestia glared at her. “What are you doing here?” she demanded.

It was not the welcome Luna had hoped for.

“Oh, Sister, you don’t understand. Those crowns we found are actually the Elements of Harmony, and you and I have to be friends so that their magic will work and we can save everypony!”

“I told you before, I don’t need friends!” Celestia spat.

Luna was crestfallen. Applejack and Fluttershy just stared, mouths hanging open. They had not met the Celestia of this era before now, and so were caught completely off guard. Only Twilight saw inside the princess enough to realize that she was terrified. And not terrified because her elder sister had just tried to kill her. It was seeing Luna and Twilight come for her that had terrified her. She was lashing out at Luna because she was terrified for her sake.

Twilight looked Celestia in the eye. “But you have them,” she said. “And your friends need you.”

Celestia looked at her with a hatred so fierce it could only have been born in the deepest of loves.

A pulse of cold silver power ran down the beam that connected Stella and Astra. Astra felt it coming. All her love and fury weren’t enough. She glanced to her side at the Doctor. There was something important I wanted to tell him, she thought. What was it again? Some silly dream. A hope that could never be. Then the frozen light reached her.

Stella’s magic tore through Astra’s spell, and she was struck with the full force of its terrible power. Astra’s horn glowed white hot for an instant under that magic. Then it shattered.

Twilight had never heard a wail of pain like the one that came from Princess Astra’s lips. She screamed as if her soul were on fire, fell backward, convulsed on the Stone Circle in a seizure, then went still.

“No!” cried Starswirl. He tried to leap to Astra’s aid, but Stella cut him down with a spear of silver light. The bolt of magic went right through his chest, flinging him backward through the air. He landed on the edge of the Stone Circle, then rolled off, onto the ground.

Twilight ran to Astra. Fluttershy and Applejack went to the Doctor.

“She’s alive,” said Twilight. “Barely.”

“So is the Doctor,” shouted Fluttershy. “But…”

“He will not survive that,” said Stella. “Watch, my little ponies, as Death steals your friend away forever. Watch the light of your world go out.”

“Doctor?” said Applejack.

“Ouch,” groaned the Doctor. “That one…really hurt.”

Twilight wasn’t watching. She heard, but couldn’t bring herself to look at her hero lying there. She just focused on the broken Princess Astra. Starswirl the Bearded cannot die, she told herself. It is simply not possible.

“You asked me…Applejack, you asked me what the most amazing thing I’ve ever seen was…”

“I did.”

He took a labored breath. “The answer is…magic. It’s the thing I never expected, in all my travels…an impossible miracle. The very substance of friendship…”

Fluttershy was weeping.

“Don’t they have magic where yer from?”

“You mean the Outside…where worlds go on forever…and I traveled them. I tracked the dust from a thousand worlds in on my shoes…saw the greatness in all of them. Then…there was this one…full of ponies of all things…ha…it seemed so small…but it shone so, so bright…and now that I’m here I see…your world…is so much bigger on the inside…”

Applejack felt something flutter beside her, invisible.

Then the Doctor began to glow. Light poured out of him. Gushed. It was gold, the same color as Princess Astra’s magic. Applejack and Fluttershy had to look away. Then the light faded, and lying there was the Doctor. He no longer looked like Starswirl. He looked like he did when he met them in the Canterlot Archive, a young brown earth pony. He blinked.

Missed him again, a voice seemed to whisper in Applejack’s ear. Then, with a rustle of dark wings, it was gone.

“Y-You’re alive,” said Fluttershy.

The Doctor climbed to his hooves. “Seems so. Let me check.” He examined himself. “Hmm, still a pony…and still not ginger…oh, and no horn…or wings. Oh well, one out of four ain’t so bad.”

“How is this possible?” Applejack whispered, awestruck.

“I regenerated. Didn’t I tell you I can do that?”

“No. You didn’t.”

“Oh well, silly me.” Then he looked up at Princess Stella, who was watching from the center of the Stone Circle, cold hatred etched in every line of her. “Looks like Death is not getting into Equestria today.”

The princess sneered. “And what’s going to stop me from killing somepony else?”

The Doctor pointed with one hoof at something behind her. “Her, for one.”

Stella turned around.

A small blue alicorn stood on the edge of the Stone Circle and faced her, trembling. It was Princess Luna. She stood alone before the Princess of the Stars. Twilight looked up from Astra, marveled at the bravery of the little princess.

“What are you doing?” Celestia shrieked at her sister.

“I won’t let you hurt anypony else!” Luna said defiantly. There was no grey in the circlet she wore. It was a shiny ebony. The Elements of Harmony glowed brightly in it.

“My brave little sister…” said Stella, “…die.”

A bolt of magic lanced toward her. Luna’s eyes widened and she stepped awkwardly to one side, so the spell missed her by a few precious inches. A few blue hairs of her mane were singed.

Celestia saw this.

And it was like watching her own heart nearly pierced.

The Princess of the Sun woke up. A secret unfolded itself within her, something she had never allowed herself to feel before. The enormity of it staggered her. Her breath caught. Long ago she had hidden her heart, locked it away so she wouldn’t have to feel anything when her kingdom finally fell. Now, seeing her little sister almost struck down before her brought every buried passion surging violently to the surface. She was completely unprepared for it. White light filled her, washing away the whole world except for a tiny, trembling spot of dark blue that stood at the center of everything to her.

“Not my Luna!” she cried, leaping in front of her sister.

The power of Harmony heard her cry, summoned by a love so great it would have broken the universe to get to her.

Twilight and her friends looked on as the Sun rose over the Stone Circle.

The Elements of Harmony blazed with colored light that bled into white fire. The Princesses of Dawn and Evening were lifted up into the air by its power. They looked down on Stella, who raged and cast her cold magic at them. Her spells melted before they could so much as touch the edge of that power.

A wave of light, every color imaginable, poured from the princesses. It soared up into the sky like a phoenix, arced back down, and crashed down on the Princess of the Stars. She cringed beneath its power.

From the edge of the Stone Circle, Fluttershy noticed something then that nopony else did. As the light took the princess, a shadow slipped away from her and vanished into the woods.

When the wave had passed, Princess Stella had been turned to stone, like a wicked troll caught by the dawn in a fairy tale. Luna and Celestia descended back to the surface of the Stone Circle. The Princess of the Moon rested, the power leaving her.

The Princess of the Sun did not.

White fire blazed inside her. Pure magic crackled around her, streamed out into the woods. The Stone Circle cracked under her hooves. It would not stop. Pure magic, born of even purer love swelled within Celestia. It was untamable. A dam had been broken inside her. She loved. She loved EVERYTHING. A storm of emotion raged inside her and she was swallowed by it.

Twilight knew what was happening. Once she had felt something similar. She hadn’t known it then, but it was the first touch of a connection with five ponies that she hadn’t even met, the gentlest whisper of a love eternal, kindling the magic of friendship inside her for the first time.

It had almost consumed her.

She approached the princess. She did so without fear. Princess Celestia cried out, exultant. Dawn overflowed. Twilight put a gentle hoof on her Princess’s shoulder. Celestia looked up into her eyes. She was crying tears of white fire.

Love. Love. Love. Forever.

“It’s okay, Princess,” cooed Twilight. “You can come back now…” And her horn glowed as she let her own magic, the same that had run so uncontrollably when she was a filly, flow into Princess Celestia’s. Purple magic mingled with the princess’s. There was a flash, an explosion of colors. Energy stopped spilling out of her. The white magic quieted its raging. As the sea of her love calmed, light shimmered in Princess Celestia’s mane and tail. One color split into many, all the hues of the sky by day. Dawn mixed with noon and sunset.

And even a streak of twilight.

* * *

They had won. The Traitor Princess was defeated. Death had been thwarted. The Elements of Harmony had been awakened. The stars glittered on the face of the night sky once more. Their victory was complete.

Almost.

“Is she…all right?” asked Applejack.

“She will live,” said Fluttershy, wrapping the bandage around Princess Astra’s head. She was still unconscious. “But…I don’t know much about unicorn magic…” She looked to Twilight.

“I can’t fix her horn,” said Twilight. “She will…probably never be the same.”

“She’s waking up,” said Applejack.

The Doctor leaned in close. He was the first pony she saw when she opened her eyes.

“Oh…hi,” she said.

“Hello, you,” said the Doctor, smiling down at his companion.

“Um…who are you?”

Twilight felt her stomach clench. Magical damage…no way to know how bad.

The Doctor’s smile fell. “You…don’t know who I am?”

Astra shook her head. “No. Is that bad? Am I doing something wrong?”

“No, Princess…no, you’re not…”

She giggled. “You called me Princess! Isn’t that funny? I don’t know why it’s funny, though. Um…what’s wrong, Mister?”

“Nothing…” the Doctor’s voice cracked.

“Your eyes are…leaking…”

The Doctor nuzzled the bandaged princess. “I’m sorry. I’m so sorry,” he said.

“It’s okay,” she said. “I feel fine.”

* * *

“Can’t you do anything for her?” Twilight asked. She looked out the window of the Royal Library, watched as Fluttershy played with Astra in the courtyard.

The Doctor shook his head. “Even if I still had my magic…I wouldn’t know where to begin.”

It had been two days since their victory at the Stone Circle. Astra showed no signs of improvement. When her horn was destroyed, the magical trauma to her mind was severe. She didn’t know who any of her friends were. She didn’t even remember her own name. Worse, no matter how many times they told it to her, her mind couldn’t seem to hang on to it.. Her mind was like a filly’s.

Her days of adventuring were over.

“What is going to happen to her?” asked Twilight.

“Well…I was thinking,” said the Doctor, “that she deserves a rest after all she’s done. Somewhere peaceful and quiet, where she will make lots of friends…”

“Not much chance of that in this time. There’s still Discord…and later Nightmare Moon…”

“No…not in this time…”

What was the Doctor trying to say?

“You mean…Ponyville? Like, our Ponyville?”

“It’s the safest, kindest place I know,” said the Doctor. “And…isn’t it kind of obvious by this point?”

“What?”

“Doesn’t she remind you of one of your friends?”

Realization dawned on Twilight. “You can’t mean…not Ditzy Doo.”

“Not the most appropriate name for a hero princess, I admit. But maybe for a sweet, joyful little pegasus living out her retirement…she could do worse. I’ll just take her back to a few years before you arrived there.”

Twilight’s brain was hurting again. She remembered scolding Ditzy for bringing a rain cloud into the library and soaking all the books in the science-fiction and fantasy section. She couldn’t really have been talking to a royal princess that time…could she have?

“It seems I will be spending a lot more time in Ponyville in the future,” said the Doctor.

“Maybe the Princess is not the only one who gets to rest a bit.”

* * *

That night, Twilight and her friends prepared to leave Old Canterlot and return to their own time. Twilight told the others about the Doctor’s plan for Princess Astra. Fluttershy and Applejack were as shocked as she had been. Princess Luna wept, but she knew that she and Celestia could not take care of their sister and keep her safe the way she deserved. Astra didn’t belong here anymore. This era belonged to the Princesses of the Sun and the Moon alone.

They gathered in Starswirl’s old office, what would one day become the Starswirl the Bearded wing of the Royal Canterlot Archives. That amazing blue box, the TARDIS, stood in almost the same place it had been when Twilight and her friends first encountered it in their own time.

Princess Luna had come to say goodbye.

Princess Celestia had not.

“Sorry,” said Luna. “She wanted to…but I think she’s a bit shy when it comes to you, Miss Twilight.

Twilight felt a pang of bittersweet emotion. “That’s okay. I’m the same way, sometimes. At least you and her are getting along well now, right?”

Luna beamed. “Oh, yes! And…she did give me this to give to you.” Luna spelled a roll of parchment into the air in front of Twilight.

“What’s this?”

“It’s a letter she wrote to you.”

“A letter?” Twilight couldn’t help giggling.

Princess Luna cocked her head to one side. “What’s so funny?”

“Nothing, Princess.”

The Doctor, Applejack, and Fluttershy stood next to the giant Hourglass. All its sand was still in the top, not falling at all. Astra lay on top of it, hooves dangling over the edge.

Fluttershy was describing the thing she saw in Everfree Garden. “It looked like…a shadow. It escaped when Princess Stella was turned to stone.”

“Are you sure it wasn’t just a trick of the light?” asked Applejack.

“No, it wasn’t a normal shadow at all. It was…scarier.”

Applejack looked to the Doctor. “What d’you make of that?”

“I’ve met my share scary shadows,” he said. “And you and I both know that something else was influencing the Princess.”

“You mean that thing she was talkin’ ta when we followed her,” said Applejack.

“I don’t know what this thing is,” said the Doctor. “But I can guess where it comes from.”

“The Outside.” Fluttershy shivered.

“And whatever it is,” said Applejack grimly, “it’s in our time too, tryin’ ta break the Seal…tryin’ ta kill somepony. That’s our real enemy.”

“It seems our victory in this era was not as complete as we should have hoped. This…shadow…needs to be stopped in your time. The six of you will have to face it and find a way to defeat it for good.”

Twilight walked over to them. “That won’t be a problem. When the six of us stand together, nothing can stop us!”

She seemed so…sure of herself. Of all of them. Their adventure in the past seemed to have made Twilight more certain than ever of their ability to win the day. Applejack wished she could be as confident. But part of her, the part that dreamed, that turned over grim prophecies in her mind, that heard a dark voice speak to her as the Doctor regenerated, that part of her could not shake the feeling that no matter what they did, something terrible was going to happen.

The circle will be broken. All will be lost.

“Hope so, Twilight,” was the best she could say.

Princess Luna watched as the five of them walked into the light of the TARDIS. She smiled a watery smile at Astra as she waved goodbye. Then the blue doors closed. There was a noise, a kind of whiney whirring. And the box faded out of the office, leaving only an empty square where it once stood.

Luna was alone.

But not really, she thought, her smile blooming into something far more joyful. She ran off to find her big sister and tell her everything.

* * *

In the TARDIS, flying through Time and Space, Twilight found a corner to herself and unrolled the scroll Luna had given to her. A letter from the Princess. It began with these words:

Dear Twilight, I didn’t know what friendship could be, until you shared its magic with me…

Her friends glanced over at her as she read. There was an expression in her eyes they had only ever seen glimpses of before, usually when she was looking at the Princess. Her eyes filled with the same light that had dawned in a young unicorn’s eyes one Summer Sun Celebration. It was childlike awe. It was love and worship mingled. It was joyous wonder in witnessing the rising of the sun.

* * *

“You should have said goodbye,” said Luna.

Celestia shook her head. “She knows how I feel. You gave her my letter.”

“What about the rest of them?”

The Princess of the Sun had the grace to blush.

The sisters stood at the edge of the Barrier. Without Stella, Astra, or Starswirl to renew it, its magic was almost spent. The citizens of Canterlot were terrified. An ocean of madness lapped against the weary spell, waiting to flood the city. Above, the stars were fading as the night came to an end. Princess Luna had already lowered the moon. Soon Celestia would raise the sun. But for a few precious in-between moments they stood together, not as princesses of the heavens, but as sisters. As friends.

“Where did they go?” Celestia asked.

“I’m not sure,” said Luna. “Somewhere in Time. Mister Starswirl…I mean, the Doctor, said he can travel anywhere.”

“Do you…do you think we will ever see them again?”

“I think so.”

They stood in silence for a minute.

“The Barrier is going to fall,” said Luna.

Celestia grinned. “I don’t think it’s going to matter after today.”

Her sister’s confidence was infectious. “What about the Star Seal? Stella always took care of the really big things.”

“I think I can handle it. The sun is a star too, you know. And I think I’ve found a way to make the Seal even stronger. Instead of just the stars themselves, every pony with a cutie mark that has a star will be a part of the Seal, lights set to keep the darkness away for all time.”

“Wow.”

Celestia’s horn glowed a soft yellow. She closed her eyes and flapped her wings, rising into the air. The sun came up over the horizon. Light fell on the kingdom of chaos. Then she landed next to her sister and cast a shield over both of them. The Elements of Harmony sparkled in their crowns.

It was dawn.

Across the Barrier, they felt the anguish of the miserable ponies who suffered under Discord’s reign. Resolve filled their hearts.

Together, they stepped across the threshold of magic that preserved the city. As they did so, it flickered, then melted.

On his dark throne, the lord of chaos felt the Barrier fall. His horrible laughter echoed across the land, as chilling as the breath of a windigo. It was the sound of darkness triumphant. He came upon Canterlot like a storm.

He was expecting an army, a terrified remnant of royal guards.

The only thing that stood in his way were two filly princesses.

“Oh, my little ponies,” he laughed. “This isn’t even going to be a contest.”

As it turned out, he was right about that.

VIII. She Who Stands Between the Night and the Day

Episode Eight:
She Who Stands Between the Night and the Day

Between the idea
And the reality
Between the motion
And the act
Falls the Shadow

-T.S. Eliot
The Hollow Men

Nightmare Night had fallen on the land. The silver ponies descended from Cloudsdale. Princess Luna met them with an army composed of Celstia’s royal guards, her own shadowguards, Canterlot unicorns and whomever else she could get her hooves on. Twilight Sparkle and the Guardians of Harmony stood with her.

The opposing forces stared at each other across the field where they were to do battle.

Twilight went over her combat spells in her head. She did this only halfheartedly. The Elements of Harmony were the key, she was sure. She had to reach Pinkie Pie somehow.

Applejack did a few warm-up exercises with her lasso. She was trying not to think, not to dwell on what she knew in her heart was about to happen. No! It won’t! But was there any denying it now? She was honest with everypony…including herself.

Rainbow Dash flew up and took in the view. She could see all the way across to the far side of the enemy army, where the constellations prepared to march against them. And not just Ursa Minors, either. A host of starry foes glowed in the distance.

Fluttershy and Rarity trembled. They were not the kind of ponies that got into fights, except in the most dire of circumstances. Why were they even here?

Friendship.

In the skies above, the last few stars went black, until at last there was only one, a single pinprick of light in a sheet of darkness. The ponies looked up and saw it there, flickering against the dark.

“Would ya look at that,” said Applejack to Twilight, who stood beside her. “That’s the only one left, I reckon. It sure must be lonely up there.”

Twilight whispered, “It is not alone.”

Far away, in the Canterlot Archives, the sands in the giant Hourglass fell like stars. It was almost empty.

A light flared into existence between the two armies, like a lamppost out in the middle of nowhere in a fairy tale. With a familiar whine, the whole TARDIS appeared on the battlefield, the light on its top shining like a beacon.

The Doctor stepped out of it. Ditzy Doo was at his side.

“Ah, just in time,” he said. “Did you miss me?”

Trixie stepped forth from her army, trailed by her Guardians of Ruin. Twilight’s heart leapt when she saw Pinkie among them. There was not a drop of happiness in her friend’s face. What had happened to her?

“I did miss you, Doctor,” Trixie said, smiling. “A thousand years ago. This time I won’t.”

The Doctor met this apparition without fear. “I know what you are,” he said.

“And I know you.”

“You know, I don’t think you do. If you did, you’d be backing up right about now.”

“Not this time, Doctor. This is my hour, and the power of darkness. I’ve left nothing to chance. I’ve even broken the power of Harmony. So, you see, there’s really nothing left that can stand in my way.”

“Except her.”

“Who? There’s no princess here to wield the Elements of Harmony and cast me back into the night.”

“Oh, there is a princess all right, one you might have forgotten about.”

Her gaze fell from the Doctor to the grey pony at his side. “Her?” She laughed coldly. “Tell me, broken princess, what can you do?”

Ditzy Doo smiled cheerfully. “Deliver the mail!” she answered. And she reached into her harness and pulled out a scroll, which she flew over and gave to a certain pink pony.

Surprise unrolled the parchment and read it. It was a letter. From Twilight Sparkle. It was very like the one that the Doctor had carried with him for years. And when Surprise read it, it was like it was written just for her. Love and friendship seemed to drip from it. Had Nightmare Moon at the height of her dark power read it, her heart would have melted as if before the dawn.

But here the Doctor made a simple mistake. He assumed, like Twilight and her friends did, that a shadow had fallen over Pinkie Pie. The truth was, even though Surprise thought herself like Nightmare Moon, she was actually very different. She was not cruel or wicked. She was angry with Pinkie’s friends, but she did not hate them. Pinkie had taught her to love. Surprise wasn’t standing on Trixie’s side because she wanted to end the world. She just wanted a world where she, a creature from the Outside, could exist. She didn’t want to be destroyed by Harmony like Nightmare Moon was.

“I’m sorry,” she said. “This letter isn’t for me.”

“It’s for everypony,” said the Doctor.

Surprise smiled sadly. “Except me.”

The Doctor stared at her without comprehending.

“Now do you understand, Doctor? Harmony has fallen.”

He stood defiant. “No. Even when everything else has fallen, that is the one thing that will remain.” How could he say this, having seen the future, having trembled at the darkness? Easy. He lied. But there was hope in that lie, a fool’s hope. The only kind of hope the Doctor ever had to begin with.

Trixie stepped into the air and was held aloft by her power. The rest of the Guardians of Ruin floated up to join her.

“Doctor?” Ditzy Doo asked, worried.

“It’s okay, Princess,” he said. He put his arms around her and held her tight.

Trixie’s eyes filled with darkness. A ribbon of shadow, like a black rainbow, rose from the Guardians of Ruin and crashed down on the Doctor and Ditzy. The two ponies were frozen in an embrace of stone.

Time stood still.

It was as if a signal shot had been fired. A cry went up from both armies. Constellations roared. Guards shouted, “For Canterlot!” “For Celestia!” Even, “For Luna!” Unicorn magic brightened the night with countless beams of colored light.

The battle commenced.

To the shadow-worlds of the Outside, the battle would have seemed little more than a skirmish. Even with the starry behemoths and the flashes of magic and gleaming weapons. It was small. Safe. Ponies fought. Many were knocked unconscious. Death still couldn’t touch them. Not even a drop of blood was spilled. The lonely star burned in the darkness above.

In the chaos of battle, there were a few confrontations worth mentioning…

Rarity and Applejack met their sisters on the field.

“Sweetie Belle!” cried Rarity.

The little white unicorn flew on her bat wings, dodging spellfire. When she heard her sister cry out her name, she circled around and went into a dive. She fell into Rarity with a crash.

“I can’t stop!” Sweetie Belle cried. Her dull grey eyes were full of tears. “I want…everything. All the time. And I can’t stop…”

She hit Rarity with one small hoof.

“Sweetie…”

“Come on and hit me,” the filly said. She was genuinely asking for it.

Rarity couldn’t.

A ways away, Applejack faced Apple Bloom. A cloud of dust filled the air around her, hung like a mist over the sisters. The Guardian of Deception chose a lie to wrap herself in and faced her opposite.

She came as Death.

“Applejack,” she said. “I’m gonna to take one of your friends away and there’s nothin’ you can do about it.”

Applejack threw her lasso around the black pegasus and gave it a yank.

“Hey!” Apple Bloom cried as she was pulled off her hooves and tied up. “I’m Death. I’m the end of everythin’!”

But Applejack was the Guardian of Honesty, Truth Incarnate, and she could see through a lie as easy as clear water on a sunny day. Especially when it came from her baby sister.

That’s why the real thing scares you, a thought assaulted her. Because you know it’s true.

Rainbow Dash fought Scootaloo. The little orange pegasus seemed strangely weakened. The battle should have fed her power, the Element of Cruelty, but it did not. The truth was that the power behind the Guardians of Ruin had been fading since Trixie had dispelled Discord. Summoning the power of Ruin to turn the Doctor to stone had only drained them.

The exception to this was Trixie herself, whose power only seemed to grow.

Rainbow Dash didn’t even need to raise a hoof. Scootaloo tried to hurt her. Couldn’t. She ended up collapsing. Rainbow Dash held her gently. Scootaloo looked up at her once-hero. All she wanted was to cause her pain. She couldn’t help it any more than Octavia could produce a single joyous note anymore.

Twilight Sparkle fought her way to Pinkie Pie. Between them stood a constellation. It was an Ursa. Minor or Major? Would you believe that in that moment it didn’t matter? The starry creature looked down on the unicorn, who looked up into its eyes without so much as a flinch.

Twilight said in a low, dangerous voice, “I have to talk to my friend and you’re in my way.”

The constellation spoke. The language was old. Ancient. From far before the founding of Equestria. What did the words of that ancient language sound like? Imagine the kinds of words that could come from stars. Words of fire and light, wrapped in cold, and as sharp and clear as crystal. Twilight understood the language. She had studied it with Princess Celestia, who never told her student she was sharing with her one of the secrets of the heavens.

[You are of the stars, little one. How do you stand against us?]

Twilight answered in the same starry tongue. [What stars? Look at the sky. It is nearly empty.]

[We hear her voice. We must obey.]

[I don’t. I will stand against her forever if I have to.]

[But you are only one star.]

[I am not alone.]

[Oh?] There was unmistakable amusement in its voice. [Tell me, little star, what is the name of your constellation?]

[Friendship.]

If a constellation could pale, the starry creature would have.

Twilight had studied the language, but she did not know the secrets of the heavens well enough to realize that she had just spoken the name of the Star Seal itself.

The Ursa stepped aside and let Twilight pass. The creature went to find somepony else to fight, obeying the voice of the shadow. It found a whole division of Royal Guards and made short work of them.

Twilight faced who she thought was Pinkie Pie.

“Twilight,” said the pink pony.

“Pinkie,” said Twilight.

“Wrong.”

Twilight’s eyebrow’s scrunched up as she studied her friend. “What happened? We’re supposed to be friends.”

“You’re thinking of Pinkie Pie.”

“What are you talking about?”

It was as if a shield had been raised around the two of them and nopony could get close enough to interfere with their confrontation. Neither side broke whatever spell surrounded Twilight and Surprise.

While the battle raged around them, they talked.

“You’re supposed to be smart! Look at me. I am not Pinkie.”

Twilight believed her. “Are you some kind of changeling?”

“No. That would make things easy.”

“What then?”

Surprise gave a hollow laugh. “What was Nightmare Moon? Was she Princess Luna?”

“She was…” Realization dawned on Twilight. “…a shadow.”

Surprise said nothing, but felt like crying.

“How long?” asked Twilight.

“Since Discord,” said Surprise. “When he…”

“Of course,” said Twilight. “Those other personalities had to come from somewhere. The Outside? But we called on the power of Harmony. We got our colors back. How did you survive?”

Surprise shrugged. “Pinkie.”

In a flash, Twilight understood it all. “Then…oh, I’m so sorry!”

Surprise had not expected an apology. Something inside her groaned hungrily. An apology…a validation of her existence, a few words that meant, ‘you deserve something more than you have received from me.’

“You didn’t know,” said Surprise, surprising herself. Hadn’t she thought earlier that they should have known. Especially Twilight Sparkle, the genius!

“I should have,” said Twilight. Her words were rain on a thirsty ground. Surprise drank them in. “I think I knew something was…different. I just didn’t realize…and I’m sorry…um…do you have a name?”

“My name is Surprise.”

“Surprise…” Twilight tried it out.

Hearing her name from Twilight’s lips, her own name, was more than Surprise could handle. She broke down and wept.

“Oh, Surprise,” said Twilight. “This is all wrong. You’re not evil at all, are you? What are you doing with them?”

“Trying to live.”

“What do you mean?”

“Discord showed it to me. The thing that’s leading this army has been around for more than a thousand years. It’s been trying to break the Seal for that long.”

“I know,” said Twilight softly.

“It was the one that turned Princess Luna into Nightmare Moon. It was the one that sent the stars to help her escape. It freed Discord from his prison. And it brought something grey and mean in from the Outside to corrupt all of you. And…a bit of that is what made me. So you see, if I let Pinkie go and you use the Elements of Harmony to defeat it, the same thing would happen to me as happened to Nightmare Moon. I would be destroyed.”

Twilight didn’t know what to say. “But…I need Pinkie.”

“And I need to live!”

“Maybe the power of Harmony wouldn’t destroy you…” Twilight was grasping at straws.

“Right. And Nightmare Moon and Luna are great friends today, aren’t they? I’m sorry, Twilight. I don’t have magic so I can’t beat you in a fight. And I don’t have wings,” she said that part bitterly, “so I can’t escape. You can do whatever you want with me, but I won’t give you Pinkie.”

Twilight didn’t know what to do. She was clever, so why couldn’t she think of a way out of this? A constellation had given way to her only moments ago, but there was still somepony standing between her and Pinkie Pie. And this one wouldn’t stand aside, she knew. And how could she ask her to? Now that she knew what she was, how could she ask anypony to sacrifice her very existence? She might not ask. She considered trying to force Surprise out with magic, but she couldn’t bring herself to do it. There seemed too much of Pinkie’s goodness in Surprise. She had chosen the wrong side because she was scared, but Twilight looked at her and saw somepony who could be a friend. If things were different…

They were at a standstill.

Nearby, Fluttershy ducked and hid and ran away across the battlefield until she found herself face to face with Nightshy. The silver pony, who had been about to strike at her, pulled back his hoof when he saw who it was. They stood there, facing one another, and doing nothing else.

“Nightshy…” Fluttershy said.

The silver pony did not answer. His features seemed to twitch.

She spoke in soothing tones. “It’s okay…you don’t really want to fight me, do you? I know…something’s happened to all of you…but I think you can come back from it…if you want to…”

Nightshy opened his mouth, and he might have tried to speak, but at that moment a bolt of silver light crashed into him and knocked him aside. The one who had cast it approached Fluttershy with slow, deliberate steps.

It was Princess Celestia.

“Um…hi,” Fluttershy squeaked, backing up as Celestia advanced on her.

She backed into somepony. Looking up, she saw Princess Luna, who faced her sister with steely intensity.

“Go on, Fluttershy. I will deal with this.

The sisters crossed horns.

Trixie crowed with joy when she saw the princesses begin to fight. She was enjoying herself in the battle, knocking out guards left and right, hexing unicorns whose magical power could not even be compared to her own, commanding her silver ponies and constellations to lay waste at every turn.

And yet, nopony had died. The lonely star continued to shine above the fighting, giving hope to her enemies and defying her with its light. Anger swelled within her. She was so close. What stood in her way?

Her cold gaze found Twilight Sparkle. The unicorn was talking to Surprise. Her friends were drifting toward her amid the fighting. It was strange how the six of them seemed drawn to each other even in the midst of all this violent mayhem.

Luna and Celestia were tearing each other apart. Spells flew so fast between them that it was impossible to tell who cast which one. They clashed and struck each other with hooves and horns. They tumbled in a winged blur, light flashing from them all the while.

Trixie looked from them to Twilight. An idea occurred to her. It was monstrous.

She smiled broadly.

“Give me your paw,” she ordered a constellation. It obeyed her. She stepped into its starry palm. “Now lift me high.” It raised its paw, lifting her above the fighting.

“Twilight Sparkle!” she spoke, amplifying her voice with magic.

Twilight turned and looked at her.

“Guardian of Magic, I have your princess.”

Twilight lowered her head, not taking her eyes off Trixie, and let out a low growl.

“We’ve seen this before, you and I. Two sisters in mortal combat. Only this time it doesn’t matter to me which one falls. Whomever loses, I win. Now watch one of your beloved princesses destroy the other!”

It was true. The princesses were fighting like they were trying to kill each other. Twilight had never seen anything like it. Even Luna fought like one possessed. Twilight had no idea what was going on in her head. Perhaps it was simple survival at this point. Celestia was merciless. But Luna gave as good as she got.

The sisters pulled away from each other, galloped in opposite directions until there was a space between them, then they closed the space in a flash. They were jousting. It was the way Canterlot royalty dueled long ago.

Wounds opened up on their bodies. Luna bled moonlight. Celestia’s silver flesh opened into gashes of molten gold. They clashed again. And again. Could one of them really kill the other? Was the Star Seal weak enough?

“Finish this!” commanded Trixie.

Celestia flew away from Luna. The Princess of the Moon followed her example. They put miles between each other. Twilight could barely see them when they stopped and turned around, facing one another in the air. Then they raced toward each other with terrifying speed.

“Somepony has to stop them!” cried Twilight.

The alicorns were traveling as fast as Rainbow Dash when she was about to perform her Sonic Rainboom. It was too late. Even Rainbow Dash couldn’t reach them now. There was nopony fast enough to get there in time.

Except one.

All she had was a moment. It was enough. She looked at her friends, who had only just reached her. “I’m sorry,” she said. They stared at her, eyes wide.

“Twilight, NO!” Applejack cried out.

Bamf! With a violet flash, she was gone.

She was falling. She had no wings. It didn’t matter. Twilight Sparkle had calculated right, as always. She fell right between the two princesses as they clashed in midair.

The moment stretched into an eternity.

Luna’s fury turned to horror in an instant, and she tried to turn aside, tried to slow down. She succeeded a little.

Incredibly, Celestia did the same. She came to herself just in time to know what she was doing as they met.

There was a flash of light and awful power. The princesses felt the impact in every atom of their bodies. But they had pulled back just enough, turned aside just enough, and Twilight had taken just enough of the blow. They would survive.

Twilight went flying like a rag doll. A spiral of something red and wet flew from her body as she plummeted to the earth. She landed with a crash in the center of the battlefield.

The fighting stopped. All across the field, ponies were looking toward where Twilight had fallen. A circle formed around her.

Twilight took a shuddering breath and gazed up at the sky. The last star vanished as she looked on. She had a hazy feeling that she really ought to do something about that.

Far away, the last grain of sand fell through the great Hourglass.

Twilight Sparkle died under a sky without stars.

Her friends ran to her. They were screaming and crying her name.

Surprise did not join them. She stared in open-mouthed shock. Twilight Sparkle couldn’t die. They had only just met!

The princesses, wounded but alive, joined the circle around Twilight.

Princess Celestia saw her precious student lying there in that unmistakable stillness, a pool of red slowly expanding around her body. She threw back her head and screamed. Her cry chilled the blood of every being on the battlefield. It would have shaken the very heavens.

But the heavens were empty.

* * *

The Black Mare led the young unicorn through the shadow lands. An inky, featureless landscape sprawled in every direction. They were on a worn pathway that wound its way through the darkness. Ahead loomed a massive door of stone. It was shut.

Twilight Sparkle was in a daze. What had happened to her? Something frightfully important. The most important thing that had ever happened to her. Wait. No. That wasn’t right. There was something else, something even more important than…

She stopped.

“Who are you?” asked Twilight.

She looked at the one who had been leading her. She was a pure black Pegasus. Her mane was kind of unruly. Her cutie mark was a silver ankh. She met Twilight’s bright, curious eyes with her dark ones. Twilight felt something behind that gaze that defied age. Her Princess and the Doctor had ancient eyes. They had seen a thousand years. This being had seen millions. And there was nothing but fathomless kindness in those eyes.

“You already know who I am, Twilight.”

Twilight remembered.

“But I can’t! Not now! My friends…Equestria! Everything is in danger!”

“There is nothing you can do about that. Your time is done.”

“But Equestria is…you know how important it is, don’t you? If my world falls, that’s it for the whole universe. Everything!”

“Yes,” said Death. “All that is.”

“But how can you stand there and let it happen?”

“Everything dies, Twilight. You. Your friends. Your world. The very stars you have watched ever since you were a filly. Even your ancient princess is only a brief flicker of light. Everything, Twilight.”

“But…it’s not fair!”

“It is the only thing that is fair. Your world has lit up the universe, given it hope for eons. But the universe is ready to die. It’s time has come. I’m just here to turn out the lights.”

They came to the stone door. A brown unicorn stood outside it. He was wearing a blindfold. His horn glowed a soft white. His magic held a Book in the air next to him.

“Greetings, Sister,” he said.

“Destiny,” said Death. “What are you doing here?”

“I’ve come to see the end of all things.”

Twilight burst into tears. “No! We can’t lose! Not everything!”

“Twilight Sparkle,” said the blind unicorn. “Your death is the beginning of the end. It was this way from the beginning.”

“I don’t believe you,” said Twilight. “The Doctor said that the future can be changed. Things don’t have to happen. There’s no such thing as destiny.”

“The Doctor is a child. He plays and theorizes about events that are fixed in Time and things that are not. He does not realize that every event is fixed. Every change he has ever made was recorded in my Book before he ever made it. All the futures he has seen, the ones that did not happen, those were fantasies. Mere dreams. Do you wish to read from my Book, Twilight Sparkle?” He floated the Book toward her and opened to a certain page. “Read there.”

Twilight read from the Book of Destiny.

When the Unfallen Star makes her final stand between the Night and the Day, Death claims her. The power of Friendship fails. The Great Seal breaks. Then the light at the center of all worlds goes out, and the shadow falls on All Creation forever. This is the end of all things.

The page with these words on it was grey. Every page after was black.

“The words of the Book are eternal, from the beginning to the end,” said Destiny. “It was always going to be this way.”

Twilight looked to Death. “Why?” she asked.

Death had been asked that same question countless times. “There is no answer I could give you that would satisfy you. When you take your first step Beyond, you will understand. Just know that I love you, Twilight. And all your friends. You will see them soon. But for you, the end has already come. The Sunless Lands are waiting.”

Sunless? They didn’t sound like any lands Twilight wanted to go to.

The stone door opened. Death led Twilight to the door and she stepped across the threshold. A gentle light surrounded the purple unicorn. She looked up into What Comes After. Suddenly she brightened.

“Oh…it’s you,” she said. Then she smiled. “That makes perfect sense.”

The stone door shut with awful finality.

* * *

Twilight’s friends were weeping.

Twilight was dead. The innocence had gone out of their world.

The jewels in the Elements of Harmony went dull. Then they turned grey. The necklaces turned to stone around the Guardians’ necks. What was happening? One of the Elements, the one that tied all of the others together, had died.

The stone necklaces crumbled into dust.

The ponies that had been the Guardians of Harmony didn’t even care.

Then the color began to drain from them. Fluttershy and Rainbow Dash, Rarity and Applejack…all of them turned grey.

Then the princesses lost their colors. Celestia went from silver that was bleeding gold to the same dull grey. Luna’s colors ran from her as well.

Above, even the darkness of the sky turned grey.

Then the armies, both Luna’s and Trixie’s, lost their colors.

Trixie too, though she was smiling as it happened, welcoming it.

Surprise had gone grey when Twilight’s friends had.

All the colors of Equestria faded into shades of grey. The whole world turned the color of ash. There was not a single drop of color left anywhere.

The shining world went dim.

Across the universe, hope went out of every world.

IX. Twilight Transcendent

Episode Nine:
Twilight Transcendent

What’s loved…lives

-Diane Duane
Deep Wizardry

There was darkness.

In the days before the power of Friendship went out of the universe, there were countless worlds lying under the power of shadow. There was pain and grief and cruelty. Children went hungry and friends were separated. There was war and disease and death. Everything died. And there were monsters, too, no matter what anyone said.

But there was something else, a Power greater and more terrible than the shadow. It seemed to sleep behind the light, and the darkness feared lest it should awaken. And we who lived in the shadow-worlds of the Outside gave it a name, a single word to describe the awe in a child’s eyes gazing up at its mother, or the raging sea of emotion overflowing between two lovers, or the mystery that drove one to lay down her life for another. And the name we gave it was too small for it, a single unworthy syllable that we dressed it in, a word that hung like a cloak of rags upon a furious, untamable light.

This is the story of that dreadful Power.

At the center of All That Is was a world, a brilliant, shining world that was lit from within by the power of Friendship. Equestria. It shone at the heart of all things, casting the universes from its blazing center like shadows. And even though the worlds lay in darkness, the light from that world reached them. It took many forms. On one world, it came as a song, on another a tale passed down from generation to generation. And on another, a story for children…

Until the end came, and the light was vanquished. Hope failed. The darkness was triumphant. Equestria, the light of worlds, faded.

In the ashes of Friendship’s power stood Light’s Enemy, dressed in the body of a unicorn. Her dark laughter mixed horribly with the sound of weeping.

Celestia, the greyed-out Princess of the Sun looked up from the body of Twilight Sparkle, saw Trixie laughing, and cast a bolt of white-hot magic at her. The magician deflected it with a casual spell.

“Vengeance is not a powerful enough force to defeat me, Princess,” said Trixie. “Now that Death has entered your world and broken the bonds of friendship forever, nothing can defeat me.”

Celestia had no more strength within her to try to attack the unicorn again, not after seeing her fiercest spell swatted down like a parasprite. It really was hopeless. Twilight was gone, and with her, the friendship that saved the world from Nightmare Moon and Discord. The power of Harmony was beyond their reach forever now.

Rarity, Applejack, Rainbow Dash, and Fluttershy clung to one another, trembling. Their tears flowed unchecked.

Octavia began to play mournfully. Nopony tried to stop her. The Element of Despair seemed right for the occasion. The armies of ponies and constellations stood as grey and motionless as statues, waiting for what would come next.

A rip tore across the grey sky. It opened on nothing. Darkness began to seep into the greyed-out world. Black shadows drooled from the sky. Trixie gazed upward, exultant. Her eyes were the same black. The Darkness was calling to itself.

“Surprise,” said a voice only one could hear.

Surprise looked up, trying to blink away her tears. It was Pinkie, the phantom that haunted her. She was as grey as everything else in the world.

“What?” said Surprise. Her voice came out as a strained croak.

“Let me go to them.”

More tears spilled hotly down Surprise’s cheeks. Why wouldn’t they stop? This was her moment, wasn’t it? Now that the Outside was bleeding into Equestria, she didn’t have to worry about being destroyed. She was just coming home.

Only now the Outside didn’t feel like home. Pinkie’s love had ruined her. The grey existence of the Outside would never be enough for her anymore. She wanted more. She wanted…

…the very thing I betrayed, she thought bitterly.

“What does it matter anymore?” she said.

“I can help fix this,” said Pinkie.

“You? Fix this? Twilight is dead. You can’t be friends with a corpse. And if you could somehow get your world back, what would happen to me? I’m from the Outside, remember? I don’t have a place in your world.”

Pinkie gave her a steady look. “You don’t have a place in this one, either.”

There it was, put into words that Surprise could not deny. There really was no place for her. Still, how could she just give up? When the moment comes…

“I don’t want to go,” she said through tears.

“I know.”

She regained her composure a little, enough to talk without her voice breaking. “Pinkie…I am very afraid.”

“It’s okay. I’m here with you.”

“Ha ha ha. Of course you are…you always have been, haven’t you?”

“And always will be.”

“Don’t forget me.”

What was Surprise in the end? A creature of the Outside, nothing more than the dredge of grey emotion given form by chaos? Another side of Pinkie Pie’s soul? A real pony? Pinkie’s sister? A friend?

For an instant, she was a hero.

She closed her eyes. With an effort of will beyond anything she would have thought herself capable of, she gave up her existence. It felt like…flying. “Goodbye, Pinkie,” she murmured. “I wish…”

And she was gone.

In a world of grey, a colorless pony opened her eyes.

They were crystal blue.

Trixie’s voice floated over the crowd. “Do you see? You thought you could keep me at bay forever, that your precious Star Seal could defy the darkness between worlds. Look what friendship comes to in the end. No matter how bright it shines, there is a line it cannot cross. Everyone who loves is destroyed eventually. It is inevitable. Before the tragedy of Death, even friendship is nothing!”

A circle of weeping friends could not argue with her. They had never lost anypony before, not really. If a friend ran away, they could go and bring her back. But this…what could any of them do? They were powerless.

The sky continued to bleed darkness. Trixie’s power swelled. It was felt across the universe. On undiscovered worlds where dark gods lived, they felt a power and a cruelty that dwarfed their own and shuddered, knowing that it would soon stretch its hoof across the vastness of space and reach them. There were earthquakes on a thousand worlds, heralding her coming. All of creation trembled as her black eyes gazed upward and she decided where she would cast her shadow next.

In that moment, when all hope was lost, Octavia’s tragic music was broken by the last sound anypony expected. She ceased her playing and everypony listened.

It was laughter.

Pure, clean, childlike, wonderful laughter.

It was not mad and cruel like Trixie’s. It was the sound of joy. The armies of ponies turned to see whose voice had pierced the despair that hung over them.

What they saw brought a drop of hope to each of them. Twilight’s friends stared with openmouthed awe. It was a pony, a simple wingless, magic-less earth pony.

And it was pink.

She was the only thing of color in the whole world. The crowd of grey ponies parted as she approached her friends, who watched her with uncomprehending expressions.

Trixie saw also. Her black eyes narrowed. For the first time, uncertainty crept into her dark heart. A pony untouched by the Outside? It was impossible! And yet, there it was…

“Pinkie Pie?” asked Rainbow Dash. She had none of her trademark pride and boldness left in her. She was a wreck, her wet eyes wide and afraid.

“It’s me,” said Pinkie. “The real me.”

“Twilight…” Rainbow Dash couldn’t say it.

“I know,” said Pinkie. She was smiling at her friends, but there were tears streaming down her face.

“It’s all over.” She bowed her head.

“No it isn’t, Silly,” said Pinkie.

“How can you say that?” asked Rarity between sobs.

“Don’t you remember what happened the last time you lost your colors? It looked bad then, too, didn’t it? But we won.”

“Because of Twilight,” said Applejack. “She used her memory spell ta remind us of our friendship.”

“And now it looks like we’ve all forgotten again,” said Pinkie Pie. There was something stern in her eyes.

“Pinkie…” said Fluttershy. “We…don’t have Twilight to help us anymore. She’s gone, just like the Elements of Harmony. There’s nothing left…”

“But, Fluttershy, don’t you remember? The Elements have been destroyed before. By Nightmare Moon. And they came back.”

“Because of Twilight,” said Rainbow Dash. “She discovered the sixth Element and the…”

“The…” prodded Pinkie.

Rainbow Dash shook her head. “The spirits of the Elements of Harmony.”

“That’s right! The real Elements of Harmony can’t be destroyed.”

“They can by Death!” said Trixie savagely.

Pinkie laughed again.

“Why are you laughing?” said Trixie. A fury was building within her. She was more powerful than anything in this world and this little speck of a pony dared…

“You think Death can destroy the power of Harmony? That’s worse than silly. It’s just dumb. The power of Harmony comes from friendship.”

“Your friend is dead. I have killed her. You will never talk to her again, never hear the music of her laughter, never feel the warmth of her, never look into her eyes and see any life in them. Where is your friendship?”

“The same place it’s always been,” said Pinkie. “Just because she’s gone doesn’t mean we can’t be friends.”

“But…doesn’t it?” asked Applejack.

“Of course not!” said Pinkie.

“I…think I get it,” said Fluttershy. They looked at her. She blushed. And they kept staring, because they could actually see the rose color of her blush on her yellow coat. Yellow! Her colors were coming back.

“But…” Rainbow Dash started to say, but went quiet.

“It’s like Pinkie Sense,” said Pinkie. “It doesn’t have to make sense to be true. Do you remember what it was like when Twilight used her memory spell on us? It’s like that. You just have to remember her.”

“I do!” said Rarity suddenly. “But…oh, it hurts!”

“I know,” said Pinkie. “But friendship is friendship, even when it’s painful. The spirits of the Elements of Harmony can’t be destroyed because they live in us. And the same is true…” she had to force the words out in her grief, “the same is true of Twilight!”

One by one the grey bled out of the Guardians of Harmony, replaced by the brilliant colors that once filled their world. They remembered Twilight. They remembered that moment, when she brought them all together for the first time.

And it was like we had known each other forever, they thought, as if something had connected us before we had ever met.

“She is dead,” said Trixie. She was furious by now, and her fury was cold. “Dead! Don’t you understand? Death is the end of friendship. Every world in the whole universe knows it except for you. A memory is not a friend. It’s just an image in your minds, a trick your hopeless little hearts play on you. Your Twilight is gone. Your friendship with her is over!”

“Why should we listen to you?” said Rainbow Dash. She was defiant. Every color of the rainbow shimmered in her mane. She was flapping her wings, hovering.

“That’s right, what do you know about it?” said Applejack.

Pinkie beamed at her friends, then faced Trixie. “See? Our friendship doesn’t have to play by your rules. This is our world and Twilight is our friend. And Death can’t stand in the way of friendship here because friendship is magic!”

A necklace of brilliant blue light appeared on Pinkie’s neck. It was aflame with the power of joyous, defiant laughter. One light became five as the Elements of Harmony returned to their guardians. They stood their ground together, a circle of lights against the darkness.

Whatever was happening, Trixie knew she had to stop it. She cast a bolt of deadly magic at the circle of friends. Her powers were such by now that there was not a force in existence that could save them from her spell.

Except one.

Far away, a fountain of sand began to fall upward through the giant Hourglass.

A purple hoof stretched out, caught Trixie’s spell and flicked it casually aside.

Years ago, a young unicorn filly had felt the faintest caress of friendship’s Power. She hadn’t even met her friends yet, but in a flash of colored light that connection had brushed up against her. Magic had lit her up like a firework. It had chosen her, marked her as its own. The Element of Magic. Friendship Incarnate.

That had only been a drop of the Power.

In an ancient ruin, the young unicorn finally discovered the magic of friendship. And in that moment, when she knew that she had friends, Magic awoke within her. For the first time in a thousand years, the power of Harmony had been called upon. And it had answered. A princess had wielded its power to banish her possessed sister. A peasant girl had wielded the same power and redeemed her. She did not realize how pure her connection to Harmony was. Even Celestia had been in awe of her.

That had only been a sip of the Power.

It had been incredible. It had broken the power of darkness, vanquished chaos, united a circle of friends to save Equestria. It had been pure holy White Fire flowing through her, all the colors of magic blended into a single blinding flash. It had remade the world that Discord had broken.

And all that was nothing--nothing--compared to what happened when Twilight’s friends stood in her name before the shadow, their love for her unquenchable even in the face of her death.

All she had ever known of the Power before could have fit inside a bowl.

This was an ocean.

It was every ocean on every world in every universe.

Only a being that was magic in every fiber of her being could have survived it. Anypony else would have been destroyed. Twilight, who had already been destroyed, was remade. The spirit of the living Element of Magic had lived on in the hearts of her friends, all the fragments of her being strung like pearls on the thread of their love for her. And when they called on Harmony, the Power had answered. It had reached beyond Death and ripped Twilight back from the Sunless Lands with no more effort than a lovestruck filly plucking the petal from a flower. Twilight had felt what a phoenix feels when a pile of ash becomes a living flame and spreads its wings in a flash of burning light.

The light of magic flashed in Twilight. Its power brushed through her mane and tail, turning them as brilliantly white as the sunlight on the snow. She was glowing.

Now she was more than a pony. Her hour had come at last. She opened her eyes and the Power looked out from them.

The Dark One met her without flinching. Its power was great. The evil of countless worlds coursed through it like a boundless sea of living shadows. All the black hatred of the universe glared at Twilight from pitiless eyes.

Twilight floated toward her Enemy and alighted on the ground in front of her. They faced one another and bowed their heads, pointing their horns at each other. Their horns glowed like flares. They ran at each other.

Just before they met, a smile touched Twilight’s lips.

“Trixie,” she called out. Her voice was tinged with power.

And from the depths of shadow, the magician heard her call her name.

“Twilight!” she tried to cry. It was like trying to scream in a nightmare. The thing that held her in its power did not allow her a voice.

Twilight dodged the unicorn’s horn and flung her hooves around her in a fierce embrace. “Come with me, Trixie,” she said.

And she tore Trixie from the Dark One’s grip in a flash.

The blue unicorn trembled in Twilight’s arms. “Trixie is…Trixie is…”

“I know,” said Twilight.

Her Enemy did not lose much in their contest. Now that the Outside was bleeding into Equestria it did not need a vessel anyway. It had only been holding on to Trixie because she was comfortable, like a well-worn dress. Now without a body, the Dark One stood in its own form.

It looked like a standing shadow, a pony-shaped hole in the universe.

“Take her then,” it said. “Let’s settle this between ourselves, Twilight Sparkle.”

Twilight pulled herself away from Trixie gently. “Wait here,” she said to the unicorn. “This isn’t going to take long.”

This time when they raced toward each other, they collided.

Supreme Light met Supreme Shadow.

Twilight knew what she had to do. She had seen the future, how the Darkness filled everything. The shadow was her opposite, everything that stood against Friendship. But she had learned something from Pinkie and Surprise. Love can take a shadow and make it something else…

“What are you doing, Twilight Sparkle?” the shadow hissed.

It was similar to the memory spell she had used to bring her friends back from the grey of Discord, only far more powerful. She opened her heart to the darkness, and let the light within her pour into it.

The shadow knew at once what she was trying to do.

It resisted.

“No! I am the Darkness.”

“That’s okay. I like the dark as much as the light.”

“I am Friendless!”

“Not anymore.”

“Foal! You can’t change me. You don’t have the power to change the very nature of a being.”

“You should ask my parents what I did to them the day I came into my magic.”

There was a struggle. Even Twilight, at the zenith of her power, was not sure she would win. The power of Friendship searched the shadow desperately, trying to find a single place in that dark heart that might welcome it.

“I am Nameless!”

“Then I will name you.”

The emptiness that made up the Dark One was being filled. Twilight looked into the creature’s eyes. All she saw was need, a desperate longing that would drink in the universe if she let it. But no, Twilight Sparkle would not give it the universe.

She would give it something infinitely more vast.

Twilight embraced her shadow, let her heart open all the way. All the oceans of the Power that filled her poured themselves into her opposite.

Twilight and her shadow were locked in a circuit of Power. Twilight loved endlessly.

And her love was returned.

The shadow took on substance. She looked like a pony. Her features were similar to Twilight’s own, except her coat was grey. When she opened her eyes, they were filled with the same blazing white light as Twilight’s.

A fierce pride blossomed within Twilight. She’s beautiful, she thought. “Your name is…” she said.

All existence seemed to hold its breath.

“…Harmony.”

And there was light.

The White Fire of Magic filled the entire world. The grey was washed away in a flood of countless colors. The stars leapt joyfully back into the heavens. The Great Seal was restored. All the darkness of the Outside was banished.

The once-shadow was a daughter of the light and the darkness both. A child of the twilight. She felt the Outside call to her.

Harmony ascended, leaving behind Equestria.

“Go, my Harmony. See the worlds. Love them.”

As the Star Seal closed, Harmony slipped through.

The light continued to shine.

The world was remade. All good things were restored. The constellations returned to their caves to slumber peacefully in the darkness. For the first and only time in her life, Twilight Sparkle brought the night to an end just like her beloved Princess. With a surge of magic, she raised the sun.

Twilight’s dawn caught the Doctor and Ditzy Doo, and they were freed from the stone. Ditzy looked around. Something else had changed. She flexed her wings. No, that wasn’t it.

“Princess!” cried the Doctor, hugging her. She could feel magic flowing through her. Oh! That must mean… Her broken horn had been healed.

The light of Harmony did not stop.

The mark of chaos was erased from the Cutie Mark Crusaders. Their sisters swept them up in joyful embraces. Rainbow Dash did the same with Scootaloo, caught up in the moment. Then she quickly set her back down. Both of them were blushing.

Octavia felt the power of despair break. Glorious joy flooded her entire being. She closed her eyes against the light. There was a music to the power of Harmony. She would spend years trying to put into her own music what she heard in that moment.

Every wound on every pony was healed down to the last scratch. The Princesses of Day and Night were restored to their glory.

Far away, in the Sculpture Garden of Canterlot, another princess woke from what felt like a long sleep. Princess Stella took her first steps in over a thousand years. She blinked, looking around herself. There was no trace of the madness of Discord’s reign. The world seemed…perfect.

The Princess of the Stars smiled, her eyes sparkling with happy tears.

Only when every star was in its right place, every pony painted her right color, every trace of the corruption of the Outside gone for good, only then did the power of Harmony subside. The White Fire cooled in Twilight’s eyes and she slowly floated down and rested on the earth.

Her friends surrounded her instantly, hugging her and talking very fast through tears.

A white blur collided with the group and ripped Twilight out of their arms, clobbering her and tumbling in a ball of hooves and horns and wings. They came to rest several yards away, Princess Celestia held her precious student in an unyielding embrace.

If what lit the sun in the sky was the purest, most furious love, and you could fall into it without being destroyed, you would feel what Twilight felt at that moment.

“My faithful student,” Celestia whispered, “I thought I had lost you.”

Twilight’s friends joined them. So did Princess Luna. There was more hugging and more tears and demanding of promises that she would never leave them again.

“You know what this calls for?” said Pinkie Pie.

They all did.

* * *

In the shadow lands, Death stood over her scrying pool, watching the joyful ponies. Her expression was unfathomable. Once more their world was beyond her power.

“A world where nopony dies…” she whispered. She had seen people and places that had hidden themselves from her before, but nowhere like Equestria. The light at the heart of all things. She wondered how long that light could shine. She was not one to use the word ‘forever’ lightly. But she wondered…

Her blind brother approached.

“It seems…” he started to say something, but couldn’t seem to bring himself to.

Death smiled. “Your Book was wrong,” she said.

“Not wrong,” he said. “Changed.”

“Changed?” Death raised an eyebrow. “How is that even possible?”

Destiny’s horn glowed and he magicked the Book open before her.

“I do not understand,” he confessed.

Death looked at the pages. The words that told the story of the universe, the unchanging destiny of all things, had been written over.

“Is this…crayon?” Death tried to rub the new writing with a hoof, but it didn’t come off. It was as eternal and unchanging as the words of Destiny himself.

“Everypony lived happily ever after,” the words said.

They were scrawled in a suspicious color.

Pink.

* * *

“It feels strange,” said Twilight.

She was walking with Princess Celestia in the gardens of Canterlot. Everypony that saw them there greeted Twilight with every bit as much awe and respect as they did the princess herself. Twilight still hadn’t gotten used to that. She had been a hero of Equestria before, and people had not treated her so differently. Maybe that was because she had always seemed like the same old Twilight, even after she made friends.

This time, she had been changed. There was the obvious physical difference. Her mane and her tail had remained crystal white. But there was something else, something far deeper. It was in the way she moved, the way she talked, the way she looked at you. To have touched the Power at the heart of magic, to have felt a boundless love course through her entire being, to have wielded all the power of Harmony in its brightness had left Twilight transformed.

Princess Celestia was the only one who had an inkling of what it had been like.

“Are you happy, my faithful student?”

“Oh yes. Happier than I’ve ever been. I just…it’s strange to not be…you know.”

“To not be connected to the Elements of Harmony. Yes. I do know.”

“The others are still the Guardians of their Elements.”

“And how are they doing now?”

“Great! No, they are…really great. I mean, Rarity and Applejack are spending a lot of time with their sisters. Rainbow Dash is trying to teach little Scootaloo to fly. Fluttershy has a…well, I don’t know if I can call him a very special somepony. She tells me they almost held hooves yesterday. And Pinkie is…well, she’s Pinkie. She’s taking the whole Surprise thing really well, I think. I wonder what her secret is.”

“And what do they think about you not being a Guardian of Harmony anymore?”

Twilight smiled. “They’ve let me know it doesn’t change anything. Every time I see them somepony seems to feel the need to tell me something to that effect. It’s kind of sweet and annoying at the same time.”

Twilight had known as soon as the power of Harmony had left her that it would never return again. Like the princesses, she was no longer connected to the Elements. Her friends still were. After discussing it with the Princess, Twilight felt she knew what had happened. The power of Harmony cannot be wielded against itself. When Celestia banished Nightmare Moon a thousand years ago, both princesses had been cut off from the Elements. The same happened to Twilight when she had used the Power to name the shadow. Harmony. If she had not been born in that moment, if the Dark One had merely been destroyed, Twilight would probably have remained the Guardian of Magic. But Harmony the pony, being a creature of the Outside even now that she loved, had been cast out by the light. The power of friendship was used against a friend, just as it was between the princesses long ago. And so Twilight had lost her connection to the Elements.

It was okay. She was happier the way it had turned out. She felt the same pride in her Harmony as a mother feels for her foal, or perhaps an elder sister for a younger. A part of her wished she could look beyond the stars, see the Outside, watch her creation find her place in the universe.

“Did you see her?” asked Twilight.

Celestia knew who Twilight was talking about. “I did. Just for a moment, before she…left. She looked a lot like you.”

“Do you think she’ll be all right? The Outside…it’s a pretty dark place.”

Celestia smiled. “Yes it is. But our world will continue to give it light, thanks to you. All the things you do, the adventures you will have, the friends you make, every one gives a little more light to the worlds beyond. And some of that light will find its way to your Harmony, I’m sure.”

“Then I’ll live as brightly as I can.”

“Oh, Twilight…I don’t think it would be possible for you to do anything else.”

* * *

Trixie the unicorn sat in her trailer and thought about the object on her nightstand. She knew what it was, of course. She had gotten a front-row seat to its power. The little tiara was grey now, but whenever she touched it…

She stretched out a hoof toward it. The purple jewel started to brighten. Trixie pulled her hoof back quickly, as if she’d been burned.

What did it mean?

Trixie knew who to ask about it. As soon as Twilight Sparkle returned to Ponyville, Trixie would tell her everything. And Twilight would say…well, Trixie had no idea what she would say. Oh, it would be something brilliant and wise and good, and probably would have a lot to do with the magic of friendship…

Trixie blushed, even though she was alone.

Friendship. Twilight did seem to know a lot about that particular kind of magic. More than Trixie.

But maybe Trixie could learn.

* * *

The Doctor had somehow managed to remain in Equestria even after the power of Harmony had swept away all traces of the Outside. He didn’t tell his companion how he managed that particular trick, but then, he hadn’t told her how he got there through the Star Seal in the first place.

He pushed the door of the TARDIS open with a hoof and cast a glance backward. “Come along, Princess,” he said happily.

The grey alicorn took one last look at Ponyville. She saw the town through new eyes. Harmony had restored all of her magical powers, and her mind was whole once more. While she was crippled, she couldn’t help but wonder like a child at everything she saw. Now that she was healed, she was happy to discover that the wonder had not left. Ponyville was every bit as special as she had known it to be these past years.

It was home.

“We’ll be back by tomorrow, right?” she asked.

“Of course! Really, what could go wrong?”

She rolled her eyes. “Nothing, I’m sure.”

“Trust me, Ditz…er…sorry, Princess Astra.”

The princess shook her head as she stepped on board the TARDIS. “Actually, why don’t you keep calling me Ditzy. I’ve grown quite fond of it.”

* * *

At the edge of the world, a lonely pegasus stood on the Outside looking in on Equestria. She was watching Pinkie Pie make cupcakes with the Cutie Mark Crusaders and their sisters. They were laughing and getting messy and having fun…

Surprise couldn’t bear it.

When Harmony was restored, she had awoken on this side of the Star Seal. She didn’t know whether to be happy that she still existed at all, or heartbroken that she was cut off from her sister and friends forever. She decided on heartbroken.

A grey unicorn came near her. She looked like Twilight Sparkle, except for the color.

“Surprise?” she asked.

“You know me?”

The pony blushed. “Yeah. We’re…kind of sisters in a way.”

“Oh.”

“What are you doing here all by yourself?”

Surprise gestured toward the window she was looking in. It was one of the places where Equestria’s light shone through to the Outside. But nothing from their side could pass through to Equestria’s. Surprise couldn’t even talk to Pinkie Pie.

“They look happy,” said the grey pony. She was smiling fondly as she looked at the ponies through the window.

“Yeah.” Surprise felt her voice crack. She couldn’t say any more.

The grey pony turned from the window and looked around. The landscape was strange. Carpeted hills rolled beneath a starry sky. There was a wood of twisted trees ahead. It looked a little chaotic, like something Discord would come up with, but not as shifting and unstable.

“What is this place?” she asked.

“I do not know,” said Surprise.

“It’s an In Between place,” said Pinkie Pie.

“In between what?” said the grey pony.

Surprise froze. Slowly she turned around. There stood Pinkie, beaming at her.

“P-Pinkie?!”

“Hi, Surprise! Hello, Harmony. What are you two doing here? I mean, there’s a whole universe out there, just waiting for us. Let’s go exploring!”

“Sounds good to me,” said Harmony.

Surprise’s eyes blurred with tears. She couldn’t believe it. She looked in the window. Pinkie was still there, pulling a tray of Crusader-baked cinder out of an oven. And yet, somehow, Pinkie was also standing right in front of her, hooves firmly on the Outside.

“I don’t understand…” Surprise said, voice choked with emotion. “How can you be here too?”

Pinkie grabbed Surprise with one arm and Harmony with the other, pulling them into a tight hug and facing the universe head-on. Surprise felt the warmth of her touch, and all her doubt melted away.

Pinkie nuzzled her sisters and whispered, “…I’m kind of everywhere.”

The End

I. Through a Spyglass Darkly

Episode One:
Through A Spyglass Darkly

Take him and cut him out in little stars,
And he will make the face of heaven so fine
That all the world will be in love with night
And pay no worship to the garish sun.
-William Shakespeare,
Romeo & Juliet

A star winked out over Equestria, leaving a tiny spot of emptiness in its place. Below, all the ponies slept soundly through the night just as they always did. Even if they had been awake, they would not have noticed. What is one tiny freckle of light on the face of the night sky? They slept and dreamed of their songs and sweets and smiles, blissfully unaware.

Somewhere a lonely princess looked up at the night. Her night. She knew at once that something was terribly wrong. The darkened sky was her domain. (There was only one other who knew its face as well as she.) The princess noticed the empty place where the star had been and felt a chill sweep over her. What is going on? The sky held no answers for her, just a broken constellation making its silent arc above. The princess’ gaze fell from the heavens to her kingdom, all her subjects asleep. She felt like crying. A star had gone out. The night was a little darker and nopony but her cared.

Except one.

In the little town of Ponyville, a telescope was pointed right at the place where the star had gone missing. If you looked down the scope you would see a deep purple eye, watching the sky without blinking. There was an icy intelligence behind that eye, but also a fiery compassion. This contradiction was typical of her. She was a child of magic and of science. She helped save the world once or twice, but she wasn’t the adventurous type, with her lists and books and stacks of video games. She liked being alone, but loved being with her friends. She would enjoy a party with her companions in the day, and go home and study in the night. She was loved by two princesses. Sometimes, when they were alone, they would argue fondly over her. She never knew this, nor did she realize what others saw immediately about her, how she always found herself walking the border In Between. Smarts and silliness. Boredom and adventure. Friendship and loneliness. Power and weakness. The night and the day.

Twilight.

She was the only pony who knew the night sky as well as Princess Luna. Every constellation was meticulously mapped by her keen mind. And she cared very much that a star had gone out.

It caused all kinds of problems with her astronomy charts!

“Spike,” she called out, not taking her eye from her telescope. What was that? Just there. Did…another star just go out?

It had. Two lights gone just like that.

“Spike!” she called out again.

“Coming, coming,” a rough, boyish voice answered. The baby dragon waddled into view. “Do you have any idea what time it is?”

Twilight Sparkle glanced up from her telescope. “Why, did I wake you from an ice cream dream again?”

“Nope. I was just playing some Skyrim before bed.”

Twilight blinked. “Isn’t that the one where you have to slay…”

“Yep.”

She rolled her eyes. “There is something seriously wrong with you, you know.”

“So, what is it that you wanted?”

“A star has just vanished. Two stars. I need you to send a letter to the Princess right away.”

Spike raised an eyebrow. “Over a missing star?”

“Of course! And it’s two missing stars now. And one of them is from the constellation Monoceros. Without that star his--” Spike yawned, drowning out Twilight’s next word “--is twenty percent shorter. It’s a disaster!”

“Okay, okay…” Spike grumbled, picking up quill and scroll and jotting down the letter that Twilight Sparkle dictated to him. When it was done, he sent it on its way in a puff of curling green flame.

Then they waited.

And waited…

Spike became bored and returned to his game. Twilight Sparkle stayed up waiting for the Princess’ reply. No letter came. The night passed without incident, except for a moment when a dark pegasus with a constellation for a cutie mark saw that the library lights were on and stopped by to ask her if she had seen Fluttershy lately. He looked nervous. Twilight was too distracted to think much of this.

Far above, another star disappeared.

* * *

The whole of Ponyville awoke the next morning to that kind of soft, warm innocence that the young and safe take for granted. An entire town of foals. By day, the missing stars were not noticeable, just a wide blue sky, spotted here and there by fluffy white clouds. If you looked closely, you could see a tail or a hoof hanging off the edge of the clouds.

It was…peaceful. The last good day.

In the center of the town was Sugarcube Corner. The bakery looked like something out of the pages of a fairy tale, with gingerbread roofing and an upper level that looked like a stack of cupcakes, and frosting. So much frosting. A pony-shaped weathervane holding a candy cane adorned the roof.

A gust of cold wind blew through Ponyville. The weathervane on top of Sugarcube Corner spun until it faced the opposite direction.

Inside the bakery, sitting at the counter where not a single customer had appeared all morning, sat a very bored pegasus. Her coat looked like vanilla ice cream, and she had a fluffy butterscotch mane and bright eyes that were the color of grape soda. If you could see her, you would swear that she was lit from within by pure love. Even when she was sitting with her chin in her hooves, bored almost to sleep.

Her name was Surprise, and she is the hero of this story.

Kind of.

She was relatively new to Ponyville. A couple of months ago she had moved out here to live with her sister Pinkie Pie. At first she was worried that it would be awkward, but nopony was even fazed. It was almost like they were used to ponies suddenly showing up with previously unmentioned siblings, or something. Also, nopony ever asked about the fact that she was a pegasus while Pinkie was an earth pony. She got the feeling that they were used to a certain amount of weirdness when it came to Pinkie Pie.

Like today. Pinkie had her minding the shop while she was down in the basement, working on her bizarre “Masterpiece.” Surprise didn’t mind Pinkie’s weirdness. She looked down at her balloon cutie mark, just like her sister’s. She had got it the first time Pinkie threw her a party. Before that, everything had been a colorless grey to her. The earth was grey, the sky was grey…even she had been a blank grey. All that changed with a single surprise party. Ever since, she had been a pony transformed, with Pinkie to thank for it.

“Helllloooooo? Is anypony theeeeerrrree?” A bright unicorn head peeked into the door of the bakery.

“Hi, Rarity!” said Surprise, sitting up straight. Her boredom evaporated. It was not possible to be bored around Rarity. The unicorn was just so…animated.

Rarity trotted up to the counter. “I just popped in to pick up some of those delicious candies for Nightmare Night. It’s in just a couple of days, you know.”

“I know.”

“And you know what that means?”

“Candy?”

“Cosplay!” Rarity squealed. “I am going as Ixion from Pony Fantasy this year. You wouldn’t believe how many jewels it took to make my costume.”

“I’m sure it’s amazing.”

“It is! And Sweetie Belle is going as Eiko.”

Surprise raised an eyebrow. “That one might be harder to pull off.”

“It’s okay. Lyra is training her.”

“Oh. I’m sure it will be great then.” Surprise poured a tray full of colored candies into a paper bag, which she gave to Rarity.

“So…what are you going as this year?”

“Me?” Surprise was caught off guard. “I don’t know. Maybe I’ll just skip it.”

Rarity cocked her head. “Is everything all right, Darling?”

Surprise shrugged. “Nightmare Night is just so…dark. Not really my thing, you know.”

“Oh…well, if you change your mind, I would love to make you a costume. You could come over and we could work on it together if you liked.”

Surprise’s mouth melted into a smile. “That’s very nice of you, Rarity. I might.”

“Okay then.”

Surprise waved goodbye to Rarity, who gave her one last concerned backward glance as she left the shop. She really was a caring pony.

“Was somepony just here?” a cheerful voice asked over her shoulder. Surprise turned around and saw Pinkie Pie. How did she move so silently? You didn’t hear her coming or going, you just turned around and poof, there she was.

“It was just Rarity picking up her Nightmare Night sweets.”

“What? Rarity was here? You could have sent her down to me!”

Surprise looked at her sister closely. There were a few spots of some dark red fluid on her cheek. It looked like strawberry syrup, only darker and redder.

“Um, Pinkie…” she pointed out the bit of splatter.

Pinkie wiped it off with one bubblegum colored hoof. “Thanks.” Her lips pursed into a pout. “But I really wanted to show one of my friends my work.”
“I’m…not sure she wants to see your…Masterpiece…” Surprise wished she didn’t know what Pinkie had been up to in the Cakes’ basement.

“Why not?” Pinkie asked innocently.

Surprise was spared having to answer by the appearance of another pony. It was a dark pegasus with a constellation cutie mark.

“Nightshy!” Pinkie waved to him excitedly. Pinkie knew everypony in town.

“Hey, Pinkie Pie. Um…have you seen your friend Fluttershy?”

“Nope! I’ve been working all day on…hmm…do you want to come down into the basement and see?”

Nightshy shook his head. “Sorry, Pinkie. I gotta go.”

“Maybe you should ask Rainbow Dash,” suggested Surprise. “She seems to know what Fluttershy is up to more than anypony.”

The dark pony sighed and left. As he trotted out the door, he bumped into Twilight Sparkle, disrupting the spell she was using to carry her book. It fell to the floor with a thump.

“Sorry,” he said, and galloped off in a hurry.

“What was that about?” asked Twilight.

“He’s looking for Fluttershy,” said Surprise.

“I know, he showed up at the library late last night. Does he ever sleep?”

“Look who’s talking. She spelled her book back into the air and went up to the counter.

“Twilight! You’ve got to come down to the basement and see what I’ve been working on.”

“I don’t have time for that, Pinkie. Something terrible is happening, and I’ve got to find out how to stop it, but I’ve read every book in the library (twice) and not one can tell me what I need to know.”

“Well…what do you need to know?” asked Pinkie.

“What’s wrong, Twilight?” asked Surprise.

Twilight slapped her book on the counter. The cover showed a picture of a nebula shaped like a pony’s head. “Right now, while you and I are talking, the stars are disappearing one by one over Equestria. I’m sure it means something awful is going on, but my research has led me nowhere and I’ve exhausted all the astronomical books in Ponyville. Plus, I sent a letter to Princess Celestia and she hasn’t replied. I don’t think it’s ever taken her this long before…”

Pinkie nodded sagely. “It’s probably some kinda omen.”

“Omen?” Twilight asked, raising a skeptical eyebrow.

“Yeah,” said Pinkie, waving her hooves menacingly, “like some scary evil thing is awakening from its slumber and is about to bring doom to all of Equestria!”

The other ponies stared.

“Well…if it is, then research is the only way to stop it,” said Twilight. “I might have to take the Friendship Express to Canterlot, and check the Royal Library. But that could take days, and I’m not sure how much time we have!”

Surprise bit her lip thoughtfully. She wasn’t used to adventure. She knew that her sister and Twilight Sparkle, along with their friends, had saved Equestria before. They had an awards celebration in Canterlot and everything. Looking at Twilight’s worried expression, she found herself already starting to believe that a few missing stars were leading to some kind of disaster. But what could she do to help?

“Um…what about the Cloudsdale library? They have some pretty rare old books. You might find something there to help you…in fact, I’m sure of it.”

Twilight blinked. “Cloudsdale has a…library?”

“Ooh, Twilight,” said Pinkie, waving a hoof in front of her face, trying to get her attention.

“What is it, Pinkie Pie?” asked Twilight in an airy voice.

“You’re drooling.”

* * *

Rainbow Dash sunned herself on a cloud, drifting slowly along the outskirts of town. She cast a lazy glance at the small, grey cloud nearest her. There was a pegasus resting on that one, too, curled up into a ball. The cloud drifted closer to hers. If it kept going, it was going to bump into her. She didn’t mind, until she noticed who it was that was sleeping on the cloud. Oh no! She tried to get up, tried to paddle with her hooves or flap a wing, but her limbs hadn’t quite woken up yet.

The little cloud collided with hers in a fluffy bump, startling the little grey pegasus who rode it out of her sleep. She leapt to her hooves, which sent a jolt of electricity through both clouds, shocking poor Rainbow Dash.

“Ouch!” She flew off her cloud and hovered in the air, flapping her wings, which were working perfectly fine now.

The little pegasus with the bubbles cutie mark looked up at her. “I’m sorry, Rainbow Dash. Do you want some help fixing your mane?” She offered one hoof to the blue pegasus.

“No, I don’t need…wait, what’s wrong with my mane?”

The grey Pegasus made a strange up and down gesture with her hoof. “It’s all…spiky.”

Rainbow Dash sighed. Only one way to fix that. She fell into a dive, the wind catching every colored strand of her mane and tossing it any way it liked. She pulled up and spread her blue wings, catching the air and gliding over the forest. She flew carelessly for awhile, just enjoying the freedom of flight, scoffing at the earth below.

There was no pony in all of Equestria that was more a child of the sky than Rainbow Dash. Her hooves rarely touched the earth, if she could help it. Her mom used to tell her that she was part Windigo. The air streamed around her, stroked her blue fur, whispered in her ears. All its words were love to her.

Eventually she realized that she was not alone.

“Oh, hi, Nightshy. Out for a fly?”

“Actually I was looking for you.” The dark pegasus kept pace with her, though he had to flap his wings more than she did.

“What for?”

“I’ve been looking for your friend Fluttershy. She wasn’t at her cottage all day yesterday, and I’ve been asking your friends and nopony’s seen her.”

Rainbow Dash skidded to a stop in the air. “Hold on, why are you looking for Fluttershy?”

Nightshy hovered next to her. “I…”

“Hmm?” Rainbow Dash leaned forward.

“Well I…what I mean is that…”

“Huh?”

Nightshy sighed. He pulled a scrap of paper out of his pack and gave it to her.

Rainbow Dash read it.

She looked up at him. “Uh…I’m sorry, you seem really nice and all, but I’m kinda…”

“What? No! I don’t like you.”

Rainbow Dash’s eyes narrowed. “Well, I’m not too fond of you, either! And let me tell you, I’ve read my share of love notes, and you’re no Edgar Allan Poeny.”

[It’s true what she said about the love notes. She had whole boxes full of them in her floating house. Even if she didn’t like the pony who gave her a note, she never threw even one of them away.]

Nightshy took a floating step backward. “No, I just mean that note isn’t for you! I don’t like you like that. I still like you, just not…”

“Wait a second, if this isn’t for me…and you said you were looking for…”

“Yes.”

“Aha! You mean you like…”

“Yes!”

“Fluttershy’s bunny, Angel! I knew it!”

“What? No! I like…”

“Fluttershy, I know, I’m just messing with you. Don’t be so sensitive, sheesh!”

“You…you’re horrible…”

Rainbow Dash giggled. “Well, let me make it up to you. I think Fluttershy is busy in the Everfree Forest right now…”

“The Everfree Forest?!”

“Yeah, she’s babysitting for Echidna or something. I can look for her and give her your note if you like.”

“You…you will?”

“Of course I will.”

“You won’t…throw it away or something?”

“Hellooooo. Element of Awesome right here. I don’t let my friends down.”

“But…we’re not really close friends…”

“But Fluttershy is. I might think it’s silly, but it could mean a lot to her. Besides,” she grinned broadly, “I wouldn’t miss the chance to see the look on her face when she reads it for anything!”

Nightshy’s face brightened. “Thank you, Rainbow Dash! Thank you thank you thank you thank you…” He gave her a tight, excited hug in midair. “I…I’ve got to go! I’ve got to get ready! I mean…what if she says no?” His wings drooped, and he started to fall… “But what if she says yes?” He caught the air and shot upward. “I…I’m so excited, I could just shout!” He took a breath. “Yeah!” he…shouted? Well, it wasn’t a shout, that is, it wasn’t any louder than anything else he had been saying. Actually it was pretty quiet.

Rainbow Dash rolled her eyes.

Nightshy took off, leaving her alone.

The aloneness didn’t last long.

“Rainbow Dash,” a voice cried from the ground. It was a familiar voice, but there was something odd in its tone. “Rainbow Dash!” Ah, that was it. She could tell when a voice was full of Lecture. Twilight must be upset with her about something. Had she found the chocolate stain that she left on that last Daring Do novel? Or did someone tell her that she was the one who was behind that whole Forged Letter To The Princess incident? She chuckled to herself. Even if Twilight found out about that, it had been worth it.

“What is it?” asked Rainbow Dash, flying low, almost within reach.

“I just found out that there is a library in Cloudsdale. A library!”

“Yeah, so?”

Twilight spoke through clenched teeth. “You think you might have mentioned it earlier…say, when we were in Cloudsdale and you were giving us the grand tour?

Rainbow Dash blinked. “Is that really what this is about?”

“Of course!” said Twilight in her best M. Bison voice. “Don’t you realize what’s happening? The stars are disappearing, and I’ve got to do research, and there’s a library right above me that I didn’t even know about!”

“Research?” Rainbow Dash made a face. “Does that mean you want to be visiting the Cloudsdale Museum and Observatory, too?”

“Heh heh heh…” A low chuckle escaped the purple unicorn. One of her eyes twitched. “O-Observatory?”

Rainbow flew a little bit higher. Just for safety.

* * *

Applejack the pony was worried. It was probably nothing. Granny Smith could be a bit senile at times. But then, she could also be a mystic when it suited her. And what she had said…

No. She would not think about it. It was nothing. She would just go and pick up the Nightmare Night candies from Sugercube Corner. Pinkie Pie would get her mind off it. It was one of her special abilities. Pinkie Pie could get anyone’s mind off of anything.

Was it just her, or were the streets a little less crowded today? She couldn’t imagine why this could be, it was just something she felt, like an itch. She entered the bakery. It was empty.

“Pinkie Pie?” she called. “Are you here?”

A fluffy pink head peeked out of a doorway. “Yep! I’m here all right! I’ve got a surprise for you.” She stopped, a thought chasing another thought in her head. “But it’s not my sister,” she said seriously. “She’s out on her break. It’s a totally different surprise. It’s in the basement. You coming?”

“Okay, Pinkie,” Applejack sighed. She followed Pinkie Pie toward the door to the basement. “Wait just a second,” she said. She pointed with one hoof to a watermelon sitting on the counter. “What’s with that there watermelon?”

“I’ll tell you later,” said Pinkie.

They went down the stairs to the Cakes’ basement. A strange odor filled the air. It was sweet and familiar. Her eyes adjusted to the dark and she noticed that there were wet hoof prints on the steps, and smears of something on the walls. Applejack touched a spot. It was wet and sticky. Probably some kind of jam or pastry filling, she thought.

“Come on inside,” said Pinkie Pie, pushing open the basement door.

The room was a study in scarlet. There were red splotches and splatters everywhere. Drooling from the ceiling, dripping down the walls, pooling in crimson puddles on the floor. So much red. Applejack noticed for the first time that Pinkie Pie’s coat was covered with dark red stains.

Red, red everywhere.

Granny Smith’s voice echoed in her mind. What she said…

In the center of the room was a table. (Splashed with red.)

On the table was a cardboard box. (Covered with red smears.)

“What’s in the box, Pinkie?” Applejack asked, her voice barely a whisper.

“Look for yourself,” said Pinkie, mimicking the quietness of her voice.

Slowly, as if she were moving underwater, Applejack approached the table, looked down at the box. Whatever was inside was leaking. A puddle of red liquid was oozing out of the bottom of it.

Gingerly she prodded one cardboard flap with her hoof. Then another.

The box was open. She peered inside. Behind her, Pinkie Pie giggled quietly.

The look on Applejack’s face when she saw what was in the box was one of mingled horror and wonder.

“Is this…” she tried to ask, her voice barely a croak.

“My Masterpiece. It took me hours and hours to get it just right.”

“I know you said…before…but I never thought you’d actually…”

But she had.

Applejack reached into the box and pulled out the quivering, slimy red thing. She held it in her hoof. She looked at Pinkie Pie, who was staring at her.

“We needed a dessert worthy of Nightmare Night, and Pinkie Pie was up to the challenge! My cherrychanga is such a delectable dish of deliciousness that nopony can possibly pass on!”

“Pinkie, this is…perfect!” Applejack beamed at her.

* * *

In the Everfree Forest, a blonde-colored pegasus made her way through the shadows. It was dark in the forest. The Everfree Forest was always dark, even during the day, and by now night was falling over Equestria again. But to Fluttershy it seemed somehow darker than usual, even darker than it usually was by night. It was as if the night itself had somehow gotten darker.

She crept over the wet branches, careful to be as quiet as she could. This was something she was pretty good at, actually. She was almost silent as she moved through the forest.

Then something rustled in the black canopy of the trees. She looked up and saw a blur of darkness. A dragon! A black dragon crashed through the branches, spread its dark wings and descended upon her. She tried to squeal in terror, but no sound came out.

It got her.

She panicked, kicking and blocking.

“Ow! Fluttershy, it’s me!”

A dragon that sounded just like Rainbow Dash. What horrors lurked in the Everfree Forest! Her flight-or-curlupintoaballandquiver response set in. She could not run from a dragon.

So she curled up into a ball.

And quivered.

Rainbow Dash walked up to the Flutterball and waited.

“Fluttershy, get up. It’s me.”

No response. She prodded her with her hoof.

“Fluttershy.”

Still silence.

“I’m wondering what the plan is, Fluttershy. Pretend to be a fuzzy yellow rock with wings and hope your awesome friend Rainbow Dash flies away and leaves you in the dark forest all alone? ‘Cause that sounds kinda dumb to me.”

One large eye opened, looking out from the safety of her mane. She couldn’t be totally sure, but it did look like Rainbow Dash after all. But what was she doing out here in the Everfree Forest?

“I’ve been looking all over for you! What were you doing out here, anyway?”

Fluttershy stopped quivering (mostly) and uncurled herself and sat up. “I was helping out some…friends.”

“Look, I know how you feel about animals. But the creatures in the Everfree Forest are dangerous. There are timber wolves and cockatrices and…I don’t know…weird star constellations living in caves out here. They’re not all cute and cuddly. You know that, don’t you?”

“O-Of course I…” she said softly.

She said everything softly.

“Then what were you doing out here?”

Fluttershy said nothing.

Rainbow Dash stared the blonde pony down. Fluttershy pawed at the ground with one hoof, not looking Rainbow Dash in the eyes. Eventually Rainbow Dash gave up. “Fine,” she said with a frustrated snort, “I didn’t come all this way for that anyway.” She pulled out the note Nightshy had given her. “Do you know what this is?”

“No.”

“Read it.” Rainbow Dash flashed a triumphant smile.

Fluttershy tried to read the note. “It’s too dark,” she said at last.

“C’mon, let’s fly up over these trees,” said Rainbow Dash, taking off.

Fluttershy followed, holding her note in her mouth.

The two pegasi floated in the moonlight above the Everfree Forest. Rainbow Dash stared at her friend, who read her note by the silver light. It took her a long time.

This is what the note said: Fluttershy, I’ve always liked you. Would you meet me in the Ponyville botanical garden tonight? -Nightshy.

Fluttershy just stared at the note without expression.

“Well?” asked Rainbow Dash.

Fluttershy looked up at her. “Oh…I’m not sure I understand. Nightshy wants to meet me for something?”

Rainbow Dash slapped her forehead with her hoof. “He’s asking you out, Fluttershy! As in, on a date.”

“A…d-d-d…” Her eyes widened. Then she blushed, her entire body turning the color of her mane, all the way to her wingtips. Then her wings stopped working, and she fell out of the sky, still wearing her awestruck expression.

Rainbow Dash was too surprised to try and catch her. She fell through the treetops, landing with a soft thump. The blue pegasus dove after her to make sure she was all right. She found her lying on the ground, frozen.

“Fluttershy? Are you all right? Fluttershy?”

“I…don’t know,” whispered Fluttershy, sitting up and stretching her wings. “I’ve never been asked on a d-d-d…oh, I can’t say it, but I’ve never been asked on one before.”

“Well, are you gonna go?”

“Oh, I’m not sure I can…”

“Do you want to?”

“Are…are you sure that letter was meant for me?”

“Of course! He handed it to me himself.”

“But maybe he meant some other Fluttershy.”

Rainbow Dash gave her a flat look and pointed one hoof at her. “You’re the only Fluttershy in Ponyville.”

“Are you sure?”

“Yes. It’s totally you.”

Fluttershy didn’t look sure. She mouthed the word “date” silently to herself a couple of times. Then she looked up at Rainbow Dash. A tiny, overwhelmed smile touched her features.

By the time she arrived at Carousel Boutique, she was glowing.

* * *

While Fluttershy was getting dressed for her date, Twilight Sparkle was in the library, preparing her spell to cloud-walk. Rainbow Dash was hanging around, playing video games with Spike. Neither of them realizes how serious this is, thought Twilight.

She screwed her eyes up tight and an aura of pink magic surrounded her horn. The glow spread over her entire body, cloaking it with magic and clinging to her. She felt warm…and light, as if she could walk on air. The young unicorn allowed herself a satisfied smile.

Upstairs there was the sound of a burp, and a flash of green light. Could it be…?

“T-Twilight!” Spike called. He ran down the stairs, nearly tripping over them to get to her. Rainbow Dash was right behind him. He looked pale, almost afraid. “It’s a letter from the Princess!”

“Finally!” said Twilight. “I was starting to get worried. What does Princess Celestia say?”

“Not Princess Celestia, the other one!”

Twilight blinked. “W-What?”

“It’s a letter from Princess Luna!”

Twilight snatched the scroll out of Spike’s hands with magic, and held it floating in front of her. She read it out loud, heart sinking as she did:

“Twilight Sparkle. I need the help of you and your friends. I suspect you know what has been going on in the heavens, how the stars are vanishing one by one. What you may not know is that ponies are vanishing as well. Whatever is responsible, it only seems to affect ponies with stars on their cutie marks. That is why I am writing to you in place of my sister. She has disappeared…”

Twilight looked up from the letter, her breaths coming in shallow little gulps. Princess Celestia…gone?! It wasn’t possible. And why hadn’t she noticed? There were ponies with stars for cutie marks right here in Ponyville. She had been so focused on what was happening in the sky that she hadn’t seen what was going on right around her. Her eyes filled with tears. Not the Princess…

She finished reading out Luna’s letter, her voice a cracked whisper, “There are things you will need to know if you are to prevail against the gathering darkness as you have before. Gather your friends, the Guardians of Harmony, and come to me with all speed.”

* * *

Surprise returned to Sugarcube Corner just in time to witness Applejack actually paying Pinkie Pie for the Cherry Horror.

“I can’t believe you actually bought it,” she said.

“Of course,” said Applejack. “It’s gonna go great with my Haunted Barn.” She tipped her hat to the chef. “Thank you, Pinkie Pie,” she said.

As she walked past her, Surprise noticed the orange pony’s smile slip.

“Wait,” she called after her, following her into the street. Lamps filled with fireflies cast their soft glow around them. “Are you okay? For a pony planning a party, you don’t seem very happy.”

Applejack looked away. Of all ponies, she couldn’t tell a lie, but that didn’t mean she always told you everything that was going on with her, either.

“It’s nothin’…at least, I hope it’s nothin’. Just something Granny Smith said today. I shouldn’t let it bother me, but…”

Pinkie Pie followed them out into the street. “What is it?” she asked.

“She said…that death was coming for one of us.”

Surprise’s eyes went wide. “Death? In Equestria?”

Everypony knew about death, but nopony they knew had ever actually seen it happen. It was just something that existed on the edge of things, forgotten about usually. Why would Granny Smith have said such a thing?

Applejack remembered the moment, that morning, as she was heading out to work on the farm. Granny Smith was sitting in her rocking chair. Applejack had just put one hoof out the door when she felt a prickling sensation on the back of her neck. Granny Smith’s crackling voice floated out to her.

“She’s a-comin’, AJ. The true Black Mare. Comin’ for one of you. The shadow will fall, the circle will be broken, and death will come for one of you. And when that happens…all will be lost.”

She hadn’t believed. Hadn’t wanted to believe. She tried to pretend she hadn’t heard anything. When that failed, she bucked apples until she was drenched with sweat and collapsed under a tree. There she fell asleep.

Applejack dreamed of a young pony, a pegasus, as black as a starless midnight. She was beautiful. Her eyes were…kind. They reminded her of Fluttershy’s, only they were the color of ink. On her flank was a strange cutie mark: a silver cross with a loop on the top. Applejack didn’t know what it was supposed to mean. The Black Pony waved to her, smiling. But for some reason, Applejack was afraid. She turned and ran, galloping as hard as she could. Behind her, she heard the sound of dark wings beating…

She awoke, heart pounding within her. She couldn’t shake the dream, no matter how hard she tried. Working didn’t help. Neither did sleeping. That’s when she decided to call it a day and focus on preparing for her Nightmare Night party. Pinkie Pie could get anypony’s mind off of anything.

“So…you think somepony is actually going to d-die?” Surprise asked.

Applejack closed her eyes and shook her head. “I don’t know. Maybe Granny’s just gettin’ senile and maybe I’m just being silly, worryin’ about a stupid dream…”

“That’s it,” said Pinkie cheerfully, “you’re just being a silly filly!”

“But if not,” added Surprise, “we’re here for you.”

Applejack wiped something from her eye. “Thanks…”

“Ooh, lookit that!,” said Pinkie. “A shooting star!”

They looked. It was. It streaked across the night sky like a tear of fire.

“There’s another one!” said Surprise.

As they watched, more and more stars fell. The stars…somehow it seemed like there were less of them up there. Surprise felt something stir in her heart, a sense of foreboding. She saw a star go out above them. It didn’t fall. It just vanished.

“Where did you go?” she whispered.

* * *

Nightshy hurried toward the botanical garden. A meteor shower was happening. Falling stars crisscrossed the sky above him. How romantic! He was sure Fluttershy would love it. If she showed up, that is…

He was scared. His heart was thumping in his chest, his hooves sweaty. Did his mane look all right? He hadn’t brushed it before leaving, he was so excited. Even though he was scared, he was overflowing with happiness. He was going on a d…he couldn’t even think the word! But he was going on one of them. And with Fluttershy, the kindest, most beautiful pony in all of Equestria! If she showed up, that is…

The garden was blooming. Nocturnal flowers breathed their perfume into the warm night air. A choir of songbirds whistled their music, then fell silent as another voice started to sing…

“La la la laaa laaaaa…la la la laaa laaaaa…”

Nightshy watched from behind a tree. It was Fluttershy! She actually showed up! Warm relief and giddy joy spread through his entire body. He stared at her. She was dressed in a beautiful pale dress that he had never seen her wear before. It was definitely one of her friend Rarity’s designs. It’s train glimmered a silvery pink in the moonlight. There was a butterfly clip in her mane. She was barely touching the ground, her wings constantly fluttering so that she appeared to be walking on air. She was singing in her musical voice. Above her, the falling stars fell like rain.

Nigthshy just stared, capturing the moment in his heart.

Finally he could not take it any longer. He had to go to her. He took a step forward…

…but found that he couldn’t. Puzzled, he looked down and saw a faint glow around his hooves. What’s happening to me? he thought. Then his whole body was surrounded by the faint pale light. He tried to call out to Fluttershy, who was floating in happy circles only a stone’s throw away, but he couldn’t speak. The light around him flickered.

And he was gone.

Another star vanished.

* * *

Fluttershy continued to sing softly to herself while she waited for Nightshy to arrive. Occasionally she glanced down at herself, marveling at the dress that Rarity had made for her. The unicorn had been so excited to learn that she was going on her very first date. She had seemed even more excited than Fluttershy. At least, on the outside. On the inside, Fluttershy was all trumpets and fireworks. She felt like her soul had been loaded into Pinkie’s party cannon and fired straight into the middle of a heart-shaped sonic rainboom.

She waited for Nightshy to show up.

The falling stars were so beautiful. He really should show up soon so they could share this moment. And maybe they would be so overcome by the beauty all around them that they would…(she blushed even thinking about it)…hold hooves! The thought made her close her eyes and float a little higher.

She kept waiting.

Eventually she stopped flying and just walked on the ground like usual. Was he supposed to be this late? The note hadn’t actually said what time they were supposed to meet. If he didn’t show up soon, he was going to miss the meteor shower. It was strange, but it actually looked like there were less stars in the sky now.

And she waited.

The night grew cold. And he hadn’t showed up. Why not? Fluttershy had stopped pacing and sat down in the middle of the garden. She shivered. He had probably thought better of it. After all, she could barely fly. She lived on the ground. And some ponies thought her cottage smelled like a zoo, because of all her animals. And there was that article about her tail extensions…

She looked up into the sky. Her ears had drooped and there were tears streaming down her face. They caught the light of the falling stars and seemed to glitter on her cheeks. And she kept on waiting.

She waited all night.

He never came.

Eventually she curled up on the grass, buried her face in her arm and sobbed quietly. She fell asleep right there in the garden. Morning found her lying there, covered with dew.

Alone.

“Fluttershy!” a voice pulled her out of a dream, snatching her from dark wings. She opened her eyes. It was Twilight Sparkle! She was looking down at Fluttershy, purple eyes full of sympathy, but also shining with determination.

“Hi, Twilight,” Fluttershy said, her voice so quiet that it was barely audible.

“Oh, Fluttershy…”

“I’ve been…” (stood up) She couldn’t say it. “That is…I’m alone.”

“I’m so sorry, Fluttershy, but we’ve got even bigger problems.”

Fluttershy sat up and looked. All her friends were there. What was going on? Twilight offered her a purple hoof and pulled her up.

“Come on, we have a Princess to save.”

* * *

Elsewhere, a pair of dark eyes cracked open. Nightshy tried to rise, felt the pull of metal on his neck. He was in chains. Above him, the sky was full of lights, but they were dim, faded. Everything was a colorless silver. He turned, next to him was…no, it couldn’t be…

Princess Celestia! In chains. She was the same colorless silver color as everything else. She gave him a dull, empty stare.

“Princess!” he tried to prod her with his muzzle, to rouse her from whatever spell she was under. She did not move. She did not even acknowledge his existence.

What was this place? They were prisoners, and they were not alone. All around them were ponies in chains, drained of color, not even struggling. Some part of his mind registered the fact that all the ponies he could see had cutie marks with stars on them.

A ball of colorless light descended from the sky. It hurt to look at. Nightshy’s vision blurred. He couldn’t see what it was. But he heard it. As the light faded from his eyes, and the color drained from him, a voice came from the light. He couldn’t tell if it was male or female. It sounded like it was coming from somewhere else, an echo from a far off place. The only word he could think of to describe it was cold.

“My little ponies,” it said. “You have served the sun and the moon…but what of the stars? Each one of you, every tiny light that has stood flickering against the darkness beyond, keeping the shadow at bay…every one of you shall serve me. The shadow will fall on Equestria, and nothing, neither day nor night, nor the twilight between…none shall stand before me. Every light will bow.”

VII. The Circle is Broken

Episode Seven:
The Circle is Broken

…for this curious child was very fond of pretending to be two people.

-Lewis Carroll
Alice’s Adventures in Wonderland

Surprise was numb.

So, this is how it feels to be a lie, she thought. She was not angry. Or sad. Or anything at all.

“That’s not true!” Pinkie’s voice cried. “You’re my sis--”

“Don’t say it!” Surprise hissed. Oh, there’s some anger in me after all.

Pinkie’s eyes went round and filled with tears.

“How come I can still see her?” The question was addressed to Discord.

The draconequus watched her carefully. “Who knows? Perhaps Nightmare Moon could see Princess Luna the whole time she was rampaging. All that matters is that you are the one in control.”

“Control,” repeated Surprise. Her voice was colorless, void of emotion. “Yes.”

It was true. Pinkie hadn’t been able to do anything to stop her from receiving her Element of Ruin from Discord. She had begged and pleaded and cried, but Surprise had donned the black necklace in spite of her.

The Element of Treachery.

She didn’t feel like a traitor. That’s not why she wore it. As far as she was concerned, she was the one who had been betrayed. She flexed her wings. She knew they weren’t real. One of the first things she had tried to do after finding out the truth was take off and fly away. It hadn’t worked. She had beat her wings furiously, reached for the sky with all her might. But it was impossible. Her wings were as much of a lie as the rest of her.

She couldn’t fly.

Hmm, looks like there’s some sadness in me after all, too.

Discord took her before Trixie’s throne and presented her as the last Guardian of Ruin. Surprise looked at the others who wore the black emblems. The Chaos Mark Crusaders watched her with curiously dull expressions. The musician, Octavia, sat to one side, crying to herself. Trixie looked down on Surprise. Those silver eyes held a chilling depth, a frozen infinity that made her want to avert her gaze.

“This is the one?” Trixie asked. “A Guardian of Harmony?”

Surprise felt his clawed hands on her shoulders as Discord stood behind her. “Harmony? Not anymore. Tell me, Princess, do you notice anything familiar about her?”

Trixie peered closer. A wide smile spilled across her features. “I seem to remember you telling me that this one was yours…but she’s not, is she? She’s mine.”

“Oh, she’s both of ours. But mostly mine. Her substance may have come from your Outside, but here she was born out of chaos. Allow me to introduce her…” And he began to sing in a voice like dripping poisoned chocolate:

Meet the newest incarnation
Of the Power I represent
A figment of the imagination
Make no mistake, she’s chaos-sent

I have waited for generations
To see my throne of madness restored
Watched this pony infestation
All this friendship has left me bored

Now this dark hour has given me
A champion beyond all I could think
To break the power of Harmony
Will take a Nightmare dressed in pink!

This one’s born of cruel illusion
And she knows it, look in her eyes
See the shadow there has fallen
Pinkie’s gone, there’s only Surprise…

Trixie’s stared at her. It made Surprise uncomfortable. “Tell me, little one. What are you?”

“I am…nothing,” said Surprise.

“Yes…yes you are. And such a beautiful nothing, too. A shadow with more substance than the one that casts it.” She turned back to the draconequus. “This one will be perfect. You have shown yourself quite useful, Discord.”

“Oh, Princess, your praises make me blush.” A note of warning slipped into his voice. “Just remember our bargain.”

“Yes…about that…I would step away from him if I were you, little one.”

Surprise did just that.

A bolt of silver magic flashed from Trixie’s horn, and Discord, his face contorted in an almost comical expression of mingled hatred and dumbfounded shock, exploded. A fountain of confetti rained down on everypony who was gathered there.

Discord was gone.

Then the sound of his dark laughter seemed to come from every direction at once.

“Ah, Princess…I should have expected no less from you,” Discord’s disembodied voice hovered over the crowd. It was already fading. “But chaos is eternal. It cannot be destroyed. Before this is over, you may find yourself…surprised.”

Trixie smirked. “Chaos may not be able to be destroyed just yet. But by tonight, when the last star falls, the great Seal will break. Then, anything will be possible.”

“Yes…anything…”

Then Surprise heard his voice in her head, barely a whisper, snatched away by the wind. When the moment comes… he began to say. Then it was silent.

Surprise was on her own, which suited her just fine.

Trixie sized her up with a cold glance. “Did that bother you, Surprise?”

Surprise shrugged. “I had no loyalty to him,” she said. Which was true.

“Yes…the Element of Treachery. But what about those sweet, colorful ponies, the Guardians of Harmony? Do you feel any loyalty to them?”

“I don’t think so.” Which was also true.

“Then come, I have a task for you…”

* * *

“All right, everypony,” said the Doctor. “Next stop, Canterlot, second year of the Age of Harmony.” He threw switches and pushed buttons on the console of the TARDIS.

Homecoming. It was a word filled with a particular emotion. It was not like any other feeling one experienced. Anypony could feel it in course of everyday life. You come back to your house after a long day at work. There is a drop of that feeling. The farther away you travel, the stronger you feel it. There is a depth of feeling to a homecoming after going away to another town or city, and there is another, even deeper, after returning from another country. But all of those pale to the sheer emotional power of returning through time to one’s own era. Twilight and her friends were surprised, knowing the danger they were about to face, to find themselves strangely elated.

Then it happened.

“What does this one do?” asked Ditzy. [We must call her so, especially after this.] She flipped a switch, the shiniest one on the console.

“No, wait, not that one!” the Doctor tried to say.

The whole TARDIS rocked. Fluttershy was flung halfway across the chamber, right into Applejack. Twilight almost fell over the railing, but steadied herself with magic. The Doctor frantically worked the controls of the TARDIS, trying to fix whatever had happened. The whole vessel shuddered.

Then everything went still. And the stillness was more terrifying than a crash would have been.

“Where are we?” Fluttershy asked, picking herself off of Applejack.

“Don’t ya mean when are we?” said Applejack, climbing to her hooves.

The Doctor swallowed. “The future…” he said.

“That’s good, right?” said Twilight. “That’s where we were going, isn’t it?”

He examined a screen above the control deck. “No…that can’t be right.”

Twilight felt that something was very wrong. “What is it, Doctor?”

He looked at her. “We arrived almost a hundred years ahead of your time. Only, there’s no readings outside the TARDIS. I mean, we should be right in the center of Ponyville and--”

“Ponyville!” cheered Ditzy, and flew toward the door.

“No, Princess, don’t!” the Doctor cried.

Too late. She opened the door of the TARDIS, expecting the blue skies and green pastures that glittered in her fragmented memories.

Instead, the door opened on The Dark.

It was a vacuum, an open maw gasping for the light. Everypony grabbed whatever they could to keep from being sucked out into the darkness. Ditzy screamed as she fell toward it. She flapped her wings with all her might, which slowed her fall into the abyss, but she still slipped out the door of the TARDIS.

“Doctor!” she cried.

The Doctor gave one look at Twilight, then let go of the railing they were both clinging to. He fell out, grabbed onto the threshold with his hooves. Ditzy clamped down on his tail with her teeth. They dangled together.

The wind roared around them. Applejack saw a loose cable and tried to use it as a lasso, sending it to them like a lifeline. The Doctor grabbed it with his mouth, just as his hooves lost their grip.

Then Applejack started to slip.

Twilight tried to grab onto her friends with magic, but something awful was happening. Her magic couldn’t reach into the darkness beyond the TARDIS door. All she could do was help to steady Applejack. Fluttershy bravely offered a hoof to the earth pony. Twilight tried to hold on to Fluttershy too.

“Twilight,” said the doctor through clenched teeth. It sounded more like ‘Twirigh,’ but she was good at understanding earth ponies talking with things in their mouths.

“What?”

“The blue lever with the black handle. Pull it!”

Twilight looked up at the console. She couldn’t see a blue lever. It must be farther up. She would have to climb.

Fluttershy and Applejack pulled. Ditzy Doo and the Doctor hung on. And Twilight climbed. The force of the black emptiness pulled against all of them. Twilight felt it the least, because she was furthest from the door, and because she was using magic to keep her grip, and because she had something she was climbing toward.

The others couldn’t help but glance down into the abyss.

What they saw there, in the heart of the darkness, was different for each of them.

There is a darkness that is nothing more than the absence of light. Everypony has seen this. Then there is the other kind, the darkness that is a thing in itself, a substance, a force that pushes back against the light. That is what was waiting outside. That is what they gazed into.

To Fluttershy, it looked like dragons. She could see them, without number, coiling and writhing in the darkness, a mass of black scales and claws and awful wings.

To Ditzy, it looked like a night without stars. She could almost hear Stella’s cold laughter riding on the wind that was whirling all around them.

Applejack saw Death, the thing that didn’t belong in their world. And she was every bit as beautiful and terrifying as she was in her nightmares. Those kind eyes looked out from the darkness. Her lips formed a single silent word. Come.

The Doctor saw a mirror. And standing in the center of that black looking glass was the only thing he feared: the shadow standing at the center of Time, like a spider on its web. The oncoming storm.

They shuddered as one. Their will seemed to fail them, and they might have lost their grip and fallen into the darkness, but at that moment Twilight reached the blue lever and threw it with her magic.

The TARDIS rocked as violently as it had when Ditzy had thrown that shiny switch. They were thrown back into the vortex of Time. Applejack and Fluttershy pulled the Doctor and Ditzy back into the TARDIS and slammed the door shut perhaps harder than they needed to.

They were safe.

“What was that?” Applejack asked between heavy breaths.

“The future,” said the Doctor. “Our future.”

“Does…does that mean we lose?” asked Fluttershy.

The Doctor smiled crookedly. “I don’t know. Some things you can change, some are fixed. Things that have to happen. I just…don’t know.”

“It was…scary,” said Ditzy.

They all agreed.

Except Twilight. She was thinking to herself. You see, after she had pulled the lever, right before the TARDIS was yanked out of that future, she had looked back, just for a moment. She had seen into the shadow as well.

And what she saw was quite different.

What did Twilight see? Nothing frightening. Just…sad. She saw her opposite. If you could look into the soul of Twilight Sparkle, you would see the white light of friendship, the spark of magic blazing eternally. It was her Element. When she looked into the abyss, she saw the darkness for what it was: the dark power that stood against friendship. Friendless. Forever.

And it broke her heart.

* * *

“Don’t do this,” said Pinkie Pie.

Surprise ignored her.

They were heading toward the cage where Rainbow Dash and Rarity were imprisoned. Trixie had given Surprise a simple task, her first mission as a Guardian of Ruin. And it was something she had been wanting to do anyway.

A Guardian of Ruin…she let those words wash over her mind. It was funny…she had wanted to belong, to be a part of something for so long, had entertained fantasies and daydreams about her, Surprise, the Seventh Guardian of Harmony. Bitter tears welled up in her eyes. If she had known then what she really was, how impossible her stupid dream had been, she would have laughed. Just like the Element of Laughter, she thought darkly, and then she did laugh, though there was no joy in it.

“They don’t deserve what you are about to do to them,” said Pinkie.

“Yes they do,” said Surprise.

“They loved you.”

“No…they loved you. Only you.”

* * *

Trixie stood outside the bars of the cage where she held Rainbow Dash and Rarity, beaming at them. “Are you well, my little prisoners?” she asked.

“Better than you’re gonna be when our friends get here,” said Rainbow Dash.

“What have you done to my sister?” asked Rarity.

“Just given her what she wanted. A purpose. A destiny. Speaking of which, have you seen your friend Pinkie Pie?”

Rainbow Dash grinned. “Haven’t caught her yet, huh? Well, that’s Pinkie for you.”

Trixie only smiled, which unnerved both ponies, though Rainbow Dash put on a brave face.

“What are you going to do with us?” asked Rarity.

“Kill you, eventually,” said Trixie. “I can’t yet, of course. There are still a few stars in the sky, and a few star ponies holding out against the dark. But soon.”

Rainbow Dash looked at her with disgust. “What happened to you, Trixie? You were always a bit of a jerk, but this…this is just…”

Trixie leaned in close to the bars. “Do you want to know a secret, Rainbow Dash?” She pointed a hoof at her head. “Trixie doesn’t live here anymore. I am just her rider. It’s so hard to get anything done in your world without a body. To be completely honest, she was not my first choice, but Celestia would not yield to me.”

“Of course she wouldn’t! She’s our princess!”

“Ha! You saw how much good it did her in the end.”

Rainbow Dash glared at the thing that wore Trixie’s face. “What are you?” she whispered.

“I have no name,” she said. “I don’t need one. After tonight, there won’t be any names anymore. Can you even grasp what my victory will mean? This world, this tiny light, sits at the center of All Creation, and once it goes out, every shadow it casts will fall. The emptiness between worlds will bleed into everything. Whole universes will shudder and die, and those that remain will sink into the nameless void.”

“It’ll never happen,” said Rainbow Dash. “Harmony will defeat you.”

“That’s right,” Rarity agreed. “We’ve taken on enemies like you before.”

“I know,” said Trixie. “I sent them.”

“And they lost.”

“Because your circle of friends was whole,” said Trixie.

“It still is!” said Rainbow Dash. “Our friends will come for us, you’ll see.”

Trixie nodded. “And when they do, all five of you will face my Guardians of Ruin.”

“What do you mean, ‘five’ of us?” asked Rarity. She was suddenly very afraid.

This was the moment Trixie had been waiting for. She threw her head back and laughed. “Pinkie, you can come out.”

Of course, it was not truly Pinkie Pie, but Surprise that stepped into view, but her friends had no way of knowing that. All they saw was Pinkie, standing next to their enemy, wearing the black emblem of a Guardian of Ruin around her neck.

For a moment, nopony spoke.

“What are you doing, Pinkie?!” demanded Rainbow Dash.

Surprise smiled at her. “Changing sides,” she said.

Rainbow Dash took a step back. “What?” There was pain on her face. For a moment, Surprise felt like taking it all back. There was still time, wasn’t there?

“Yes!” said Pinkie, heard and seen only by Surprise.

“I’m through with you,” said Surprise. She didn’t know if she was talking to Rainbow Dash or Pinkie.

“Oh, Rainbow Dash, they’ve done something to her, like my sister!” said Rarity.

“No, they haven’t,” said Surprise. “They had to trick the little ones into joining them. I’m with them because I want to be.”

“I don’t believe it,” said Rainbow Dash, crossing her hooves over her chest.

“Pinkie Pie is a Guardian of Harmony,” said Rarity. “She would never betray her friends!”

“A Guardian of Harmony…” Surprise tasted the words. They were bitter. She showed them her Element of Harmony, the blue jeweled necklace that represented Laughter. Then she dropped it at her hooves.

It rested on the cloud-ground as if it were spelled.

“That’s…” Rarity’s keen eye recognized the Element for what it was.

“Here is what I think of your Harmony,” said Surprise. She raised a hoof…

“No!” Pinkie shouted.

…and brought it down on the Element, shattering it. Blue light flashed, and the sound of fillies laughing joyfully spilled out into the air. The light and the noise of laughter faded, and when Surprise lifted her hoof, only the broken shards of the Element remained. They turned into stone and sank into the clouds.

The Element of Laughter was no more.

Rainbow Dash and Rarity stared, mouths agape. “What did you just do?” said Rainbow Dash.

“Broke Harmony, I guess.”

“But…why?” If there had been pain on her face before, it was anguish now.

“Why,” repeated Surprise. “You want to know why?” Her eyes were flashing. “You never saw me! None of you! You didn’t even know I existed!”

“But Pinkie…” said Rarity.

“Don’t call me that!” shrieked Surprise. “That’s not me!”

Trixie watched this outburst with amusement.

“But…Sweetheart…”

“But nothing! You could have seen it. You should have, if Pinkie was your friend, you should have known something wasn’t right! But you didn’t and I went on like a fool, trying to be your friend when you didn’t even know me!”

“What are you talking about?” said Rainbow Dash. “We are your friends!” She was near tears by now.

“They don’t understand,” sobbed Pinkie.

“Not mine,” said Surprise, shaking her head. “I have no friends.”

“Don’t listen to her!” cried Pinkie. “She’s not me! I love you!”

Nopony heard her but Surprise.

Rainbow Dash and Rarity were both trembling, hot tears spilling down their cheeks. They didn’t understand, but they felt the pain behind Surprise’s words, how honestly she believed they had hurt her. What had they done wrong? They couldn’t know.

“Shut up, Pinkie,” Surprise whispered. Then, to Rainbow Dash and Rarity, “Maybe when the light of our world goes out, It’ll be like coming home for me.”

Then she turned and galloped away before they could see her cry.

“Pinkie!” Rarity called after her.

“Surprise!” Pinkie cried.

Both names were lost on the wind.

Trixie’s eyes gleamed with triumph. “You see, without her Element the rest of you won’t be able to harness the power of Harmony. There’s nothing left that can stop me. I’ve already won.”

And that was the moment when a big blue box came flying out of nowhere and crashed into the golden cage.

It was the TARDIS! Its door was open and a lot of screaming was coming out of it, sprinkled with some swearing and shouting of the name Ditzy Doo. Applejack, Fluttershy, and Twilight were dumped out of the flying time machine.

“I’m sorry! I’m so sorry!” the Doctor’s voice called after them. Then there was a whiny screeching, and the TARDIS vanished back into Time.

Trixie was caught off guard by this. All she could do was watch with shock as Twilight and her friends fell right in front of her.

But they didn’t have any cloud-walking spells cast on them, so all three of them fell right through the cloud-ground of Cloudsdale and plummeted to the earth below.

The crash of the TARDIS had broken open the cage. Another moment and Trixie would have noticed it and used her magic to stop her prisoners from escaping. But Rainbow Dash was nothing if not fast. She saw her opportunity, heard the screams of her friends who were falling, shook her tears away, grabbed Rarity and shot like a bolt of rainbow-colored lightning from the cloud city.

Trixie recovered from her surprise and walked over to the edge of the clouds and looked down. It was too much to hope that the fall would kill them. No, she could feel the stars above. A few were left. Death could not touch anypony in Equestria yet.

Twilight Sparkle had returned. Trixie would have known it even if she hadn’t fallen right in front of her. She could sense her, just as she could sense the stars in the sky that made up the Great Seal. What was it about the unicorn?

She had not told Rainbow Dash the full truth when she said that Trixie was not her first choice. The truth was, neither was Princess Celestia. It was Twilight. It had always been Twilight.

Magic incarnate. The very light of Friendship wrapped in the body of a purple pony. It made Trixie shudder just thinking about it. Twilight was her opposite, the Power that withstood her, that had thwarted her for generations. Oh, she remembered Twilight Sparkle. She remembered the one who kindled the spark of friendship in two filly princesses and broken her power. For a thousand years she had wandered, a shadow, a voice. And Celestia, the faithful student of Twilight Sparkle, had kept her at bay. Then, once her powers had been restored and she could move the stars once again, she freed her old puppet, Nightmare Moon. And who did she find in this era, born to become the Guardian of Magic, but Twilight! And of course Nightmare Moon was defeated. Worse, Princess Luna had been restored. Twilight, who even defeated a minor constellation. And the truth was, with the power of friendship she could have brought down an Ursa Major as well. The pony that freed her friends from the touch of the Outside that Discord had corrupted them with. The one that withstood the lord of chaos himself. At every turn Twilight Sparkle had been there to stand against her.

Trixie had not been able to reach Twilight. She was as unyielding as Celestia. Or perhaps Celestia had been as unyielding as Twilight Sparkle. But at least she had been able to turn the Princess of the Sun into one of her silver sentries. Every star pony fell under her sway eventually.

All but one.

Twilight Sparkle was a star pony. It was right there on her cutie mark. So why didn’t she fall? Her princess had fallen. So had her brother. Even her mother had eventually fallen into Trixie’s hooves. So why didn’t Twilight? Perhaps it was the Element of Harmony she wore. It was the most powerful of them all, the one that tied all the other Elements together. Just as Twilight did with her friends, and the princesses. She was the one that stood at the center of it all, the final star in the Great Seal.

Trixie cooed softly, “Tonight, the last star falls.”

* * *

Rainbow Dash swooped down and rescued her falling friends. She even had to rescue poor Fluttershy, who had been so surprised at being suddenly shaken out of the TARDIS that she had forgotten that she could fly.

They landed in the Everfree Forest.

“Where did you guys come from?” asked Rainbow Dash, once they had caught their breath.

Twilight explained about the Doctor, and traveling to Old Canterlot, and the Traitor Princess, and the shadow from the Outside.

“Trixie,” said Rainbow Dash. “It’s using her somehow. It’s using all of the ponies with stars on their cutie marks. They’re, like, it’s slaves or something. Even…” She looked at Twilight, wondering if she should mention this part. No, it was too important to leave out, no matter how much it might hurt her. “Even Princess Celestia. She does whatever it wants. I don’t know how any of us are going to be able to stand up to her.”

“There’s only one thing that can save us now,” said Twilight. “The power of Harmony. The six of us need to face her together and…” She trailed off, noticing the look on Rainbow Dash’s face, the way she wouldn’t meet her eyes. “What is it?”

“It’s…Pinkie Pie,” said Rainbow Dash, her voice a soft croak.

“What about her? Where is she, anyway?”

Rainbow Dash shook her head. How could she tell Twilight about Pinkie? If she hadn’t spoken to her face to face, seen the pain and anger in her, she wouldn’t have believed it herself.

Rarity answered for her. “Pinkie is…with them.”

“What do you mean?” asked Twilight, a new fear dawning within her.

“I don’t understand it, but it’s true,” said Rarity. “She’s gone over to their side. She’s left us. She doesn’t even want to be our friend anymore.”

Twilight felt this revelation like a hammer to her heart. Without Pinkie, they could not call on the full power of the Elements of Harmony. How could they defeat the shadow behind Trixie? The dark future they had glimpsed out the door of the TARDIS would come to pass. Dread pressed its cold hoof down on her.

But even the end of the world was secondary to this: Twilight had lost a friend. Why wouldn’t Pinkie want to be friends anymore? Twilight trusted Rainbow Dash and Rarity, but she couldn’t understand any more than they could. It didn’t make sense. But, like every pain that made no sense, it still hurt. She could feel herself going grey inside, fought the despair. No! There had to be a reason, and if there was, then she could fix this. She would find a way.

Somehow.

“So…what are we gonna do?” asked Applejack.

“Fight,” said Twilight.

They ventured out of the Everfree Forest. It was sunset when they reached Luna’s camp, where her army gathered to stand against the silver ponies. Cloudsdale was drifting toward Canterlot. In a few hours, the forces would meet in actual battle, something Equestria had not seen in centuries.

Luna brightened when Twilight and her friends arrived. “Twilight Sparkle! You have returned. The Elements of Harmony are together again.”

“Not all of us,” said Twilight. “I’m sorry, Princess. I’ve failed you. I know what our enemy is, and I know how to defeat it, but we can’t.”

“Then…all is lost.”

“No,” said Twilight. “I’ve seen what this thing is, what it wants to do to our world, and I won’t let it. Somehow, I will find a way to stop it. I will never give in to it. Never.”

Luna looked closely at her sister’s prize pupil. Even when things were at their darkest, she would not give up on the power of friendship. Just seeing her brought Luna hope. It reminded her of something she had seen once, a vision reaching out to her in a storm of colored light, bringing her back from the nightmare, back to her sister, back to Harmony. Now Twilight stood there, a pony with a star on her cutie mark. The last one, as far as Luna knew. Could the enemy take her too? Luna didn’t know. But there she stood, and no matter how long Luna stared, she refused to vanish.

The Princess of the Night gave a weary smile.