Star Shine Chronicles: The Day of Darkness

by Neo-Exodus

Rating: everyone
Tags: Adventure, Main 6, Original Character, My Little Pony: Friendship is Magic
Length: 13713

When Equestria is gripped by nightmares, Twilight and her friends must face an ancient and powerful pony. Will the power of their friendship be enough to stop him or will Equestria be doomed to eternal nightmares?

When Equestria is gripped by nightmares, Twilight and her friends must face an ancient and powerful pony. Will the power of their friendship be enough to stop him or will Equestria be doomed to eternal nightmares?

A very old story of mine written back in 2012 during season 2. Lots of adventure here. Hope you enjoy.

Published 2015-04-02 05:30:02 UTC
Last updated 2015-04-02 05:30:02 UTC

The Day of Darkness

"Oh, no, no, no! This can't be happening!" Twilight yelled as she bolted through the streets of Canterlot, knocking aside anypony unfortunate enough to be caught in her path. "I can't believe I overslept! I never oversleep! Please don't let it be too late!"

She ran up the steps to Princess Celestia's prestigious school for gifted unicorns, through the halls and burst through a pair of doors into one of the classrooms. The classroom was already full of other unicorns who were all now staring at her.

"Miss Twilight Sparkle. You're late." said a white unicorn with a short yellow mane. She wore a large pair of glasses and her cutie mark was a ruler. She seemed to be the class's professor and looked to be very strict.

"I'm sorry. I promise it won't happen again." Twilight huffed, still catching her breath.

"See to it that it doesn't, but since you did decide to grace us with your presence, I'm sure you wouldn't mind answering a few questions." The professor responded.

"Of course not." Twilight answered feeling confident now.

"Alright, let's begin. What is two plus two?" The professor asked.

"Twenty two!" Twilight blurted out dumbly, earning some snickers from her classmates.

"Wrong!" the professor said harshly. "Name the colors in the visible spectrum of light."

"Red, orange, blue, pink, indigo, purple." Twilight named off, causing the snickers to turn to giggles.

"Incorrect!" the professor continued to scold her "Final question. According to Einstein's theory of special relativity, if one pony in relative motion observes two events simultaneously, will another pony in relative motion observe the same two events simultaneously?"

"Wait, what? Who in Equestria is Einstein?" Twilight asked in confusion, causing her classmates to outright laugh at her.

The professor sighed in disappointment "Twilight Sparkle, what am I going to do with you? All I require of you is a little perfection and you know what we must do with ponies who can't meet those requirements."

The professor's horn began to glow and a pointed hat appeared on Twilight's head that read "Dunce".

"But, but, I..." Twilight stuttered.

Now the entire class was pointing and laughing at her.

"Please, stop." She uttered, but the laughing continued. Even the professor was now laughing at her and it made her want to scream.

"Stop!" Twilight yelled, throwing the covers off her bed as she shot awake. "I guess it was just a bad dream." She said as she rubbed the sleep from her eyes.

Suddenly Twilight heard Spike screamed as he jumped out of his bed.

"Spike! Are you okay?!" she asked with concern.

Spike took a deep breath. "Yeah, I just had the craziest nightmare. There were these gigantic gemstones, and they were trying to eat me." he explained.

"That's strange, I was just having a nightmare too." Twilight said thoughtfully.

At that moment, the sun peaked up over the horizon, flooding the library with it's warmth and light.

"Well I guess we won't be going back to sleep now. The sun's coming up." Twilight stated.

Spike's stomach emitted a strange gurgling sound. "Uh oh! That's not all that's coming up!" Spike said before belching up a jet of green flames that quickly materialized into a parchment bearing the royal seal.

"A letter from the princess? It must be important." Twilight said as she levitate the parchment over and began to read it out loud. "My most faithful student Twilight Sparkle, The presence of you and your friends is requested at Canterlot Tower immediately. It is a matter of great importance. Your teacher, Princess Celestia."

*************

Princess Celestia was pacing the grand hall of Canterlot Tower with a worried look on her face when Twilight, Rarity, Rainbow Dash, Fluttershy, Applejack, and Pinkie Pie came bursting through the door.

"Princess Celestia, we all came as soon as we got your letter." Twilight said urgently.

"Twilight, it's good to see you and your friends again." Celestia greeted them. "I wish we could meet under better circumstances, but we have urgent matters to discuss. Tell me, how did you all sleep last night?"

"Simple dreadful, I don't think I got a wink of beauty sleep." Rarity was the first to answer.

"It was awful, I kept having scary nightmares." Fluttershy said.

"Wait, you all had nightmares too?" Twilight asked in curiosity.

They all nodded their heads in response.

"So it's reached Ponyville already." Celestia said to herself.

"What's reached Ponyville? What's going on?" Twilight asked, wanting an explanation.

"You'd all better sit down. It's time I told you girls an important story about Equestria's past." Celestia began.

A very long time ago, even before the time of Discord, Equestria was gripped by a plague of nightmares, much like what is happening now. Night after night, ponies would experience terrible nightmares. The problem became so bad that ponies began to fear sleep and the nightmares it brought and soon most ponies stopped sleeping altogether. However, lack of sleep caused everypony to become tired and unfocused. Ponies were unable to perform their responsibilities and pony society was on the brink of collapse. In a last ditch effort to solve the problem, a counsel was formed of the oldest, wisest, and most powerful ponies in the land. After some debate it was decided that a single pony would be sent to the dream realm to find the source of the issue. When the idea was proposed, an alicorn stallion named Astralus stepped forth to accept the task. He was a proud pony, confident that his power alone could end the nightmares that plagued Equestria. With the decision made, a spell was performed to transport Astralus to the dream realm. That night I was contacted by Astralus in a dream. He revealed to me that the bad dreams were being caused by dark creatures that he dubbed nightmares. He told me that he would remain in the dream realm to combat the nightmares and keep them at bay. I never heard from him again.

Everypony just sat for a few moments, letting the story sink in.

"So if the nightmares are returning, then what happened to Astralus?" Twilight asked.

"That is reason I have summoned you all here. When I began to receive reports of nightmares running rampant throughout Equestria, I attempted to contact Astralus in a dream and what I discovered was unsettling. Astralus is no longer combating the nightmares that haunt Equestria, in fact he is now the one controlling the nightmares. I tried to reason with him, but something has caused his heart to turn twisted and cruel. He is no longer the Astralus I once knew. And so, I have summoned you all here because I need you to take the Elements of Harmony into the dream realm and use them to stop Astralus."

Celestia made her way over to the vault containing the Elements of Harmony. She placed her horn in the specially designed lock and the vault opened. She levitated the chest out of the vault and opened it to reveal the Elements of Harmony. She levitated each of the elements to their respective bearers, placing them around their necks and finished by placing the crown of the final element, the Element of Magic, on Twilight's head.

"Twilight, you and your friends must take the Elements of Harmony to the dream realm and use them to defeat Astralus. If you fail, Equestria will be shrouded in eternal nightmares. Once again, the fate of Equestria lies in your hooves." Celestia said profoundly.

"We won't fail you Princess, and we won't fail Equestria!" Twilight responded with confidence.

"I know you won't." Celestia said. "Now, I can cast a spell that will send you all to the dream realm, but it is only temporary, so use your time wisely. And please, be careful, Astralus is an extremely powerful alicorn and you will be on his turf. Do not underestimate him." Celestia advised as her horn began to glow. The glow grew into a bright light as a white whirlwind formed around Twilight and her friends. After a few moments there was a flash of light and they were gone.

"Good luck, my little ponies. You'll need it."

*************

The whirlwind that had engulfed Twilight and her friends began to die down, and as it cleared, they found that they were no longer in Equestria. They were standing in a lush green field with floating clumps of dirt that sprouted giant flowers. There were also some floating pieces of castle walls due to their proximity to Canterlot Castle. The sky was dark like the night sky and yet they could see bright as day. The sky was also littered with many clouds in the shapes of random objects.

"Wow! Look at this place!" Pinkie Pie burst out. "The grass is so green! Oh, that cloud looks like cotton candy! And have you ever seen a daisy that large?!"

"It is rather amazing." Twilight had to admit. "This world must operate on an entirely different set of physical laws than Equestria."

"Um, can we skip the science lecture and get down to business?" Rainbow Dash interrupted.

"Right, we need to find this Astralus fellow and show him what fer." Applejack agreed. "But where do we even start? Findin' a single pony in this place would be like tryin' to find a needle in a hay stack."

There was a rustle in the nearby grass. "Eep!" Fluttershy shouted in surprise.

"Fluttershy, what is it?!" Twilight asked with concern.

"I-I saw something move in the grass." Fluttershy stammered out.

"It's probably just your imagination." Rainbow Dash said dismissively.

But at that moment a dark form rose out of the grass and took on the form of a toad like creature, but it's body was formed entirely of darkness.

"Ew! What is that repulsive thing?" Rarity asked in disgust.

"I think... it's a nightmare." Twilight speculated.

The nightmare suddenly turned and began to hop away.

"Don't let it get away! It might be our only clue to finding Astralus!" Twilight ordered.

"On it!" Rainbow Dash yelled as she shot after the fleeing nightmare. It didn't take long for her to overtake it and tackle it to the ground. However as they rolled along, the nightmare evaporated into a cloud of dark smoke. The others quickly ran over to Rainbow Dash.

"We'll I guess that's one way to get rid of a nightmare." Applejack said.

"Yeah, did you see that?!" Rainbow Dash boasted. "If this is the best Astralus has, then this is going to be a walk in the park. Bring it on!"

"Who is foolish enough to set hoof in my realm?" a voice called from above them.

They all looked to the sky to search for the source of the voice and what they found was a large white alicorn stallion flying straight towards them. His long mane and tail were golden blonde in color while his eyes were dark green. He wore two golden bracers on each of his legs, each studded with a large green emerald that matched his eyes. His cutie mark looked remarkably like one of the dream catchers Zercora had once shown them. The alicorn landed in front of them with a confident smirk on his face.

"You must be Astralus." Twilight said.

"I see my reputation precedes me." Astralus replied.

"Yes, Princess Celestia told us all about you." Twilight continued.

"Princess Celestia?" Astralus questioned, taking a closer look at the six mares in front of him. He soon noticed the necklaces they were all wearing as well as the crown on Twilight's head. "Then those trinkets you're wearing must be the fabled Elements of Harmony, the six Elements discovered by Celestia and Luna that, when united, unleash the awesome power of harmony. I was wondering when Celestia was going to play her trump card, but I must say I'm surprised the Elements would bind to such young ponies. Just how much has changed since the last time I peered into Equestria?"

A dark glow appeared around his horn as Twilight and her friends could feel him reaching into their minds. They tried to force him out, but it was no use. Soon the spell faded on its own and Twilight and her friends shook the sensation from their heads.

"What was that?!" Twilight asked.

"They say that dreams are the gateway to a ponies thoughts and memories. In my time here, I have learned how to expand that gateway." Astralus answered enigmatically.

"In Equestrian please!" Rainbow Dash demanded.

"It means he read our minds, Rainbow Dash." Twilight simplified.

"Very perceptive Twilight." Astralus said. "And I must say what interesting memories you hold. I never imagined that mere mares could wield the Elements to such great effect, especially considering your feelings towards each other.

"What are you talking about?" Twilight asked in confusion.

"You all claim to be the best of friends, but it's all just smoke and mirrors to hide how you really feel about each other." Astralus explained. "But why listen to me, when you can hear them for yourselves?"

His horn began to glow again and a bubble appeared in front of him. Looking at the bubble, Twilight and her friends could see an image of Rarity within it.

"I can't believe Applejack wears that exact same hat every single day. I swear that pony has no fashion sense. One cannot wear the same outfit everyday, it's a crime against fashion." The image of Rarity said before shifting and shimmering into an image of Applejack.

"I like Pinkie Pie and all, but sometimes it seems like she's a few cards short of a full deck." the image of Applejack said before changing to Rainbow Dash.

"Fluttershy is such a scaredy pony sometimes." the image of Rainbow Dash said before shifting to Fluttershy.

"Why does Rarity always ask me to model for her? I mean, I like to help, but honestly I wish she would just pick somepony else." the image of Fluttershy said before changing to Pinkie Pie.

"I wonder what I should make for dinner tonight? Maybe I should try that new recipe for hayloaf." the image of Pinkie Pie mused before finally shifting to Twilight.

"I can't believe everypony is buying this. It's obviously some kind of trick, I mean how gullible can you be? Wait is he playing my thoughts live?!" the image of Twilight said before the bubble popped.

"So, my hat's a crime against fashion is it?" Applejack turned on Rarity.

"Well it wouldn't hurt you to change it every now and again." Rarity responded.

"I can't believe you said I'm a few cards short of a full deck. Look I have a full deck of cards right here." Pinkie Pie objected as she pulled a deck of cards from seemingly nowhere.

"See that's exactly what I'm talking about." Applejack replied.

"Rainbow Dash, do you really think I'm a scaredy pony?" Fluttershy asked.

"Yeah, how could you say that about her after all we've been through?" Twilight sided with Fluttershy.

"I... well... um... What about you miss high and mighty 'This is obviously a trick'. We can't all be eggheads like you!" Rainbow Dash retorted, turning the focus to Twilight.

"How many times do I have to tell you? I am not an egghead!" Twilight yelled in response.

The quarrel erupted into a full on argument. The girls continues to hurl insults at each other and in the commotion didn't even notice the Elements of Harmony dissolve into thin air. The fight reached its end as each pony shot one last insult at each other.

"Stubborn!"

"Coward!"

"Show off!"

"Drama Queen!"

"Nuisance!"

They all huffed, out of breath from so much yelling.

"Well it seems we're at a stand off. I suggest we part ways before somepony says something they might regret." Applejack suggested.

"I couldn't agree more." Rarity said in an angry huff.

"Yeah, with friends like you, who needs enemies!" Rainbow Dash yelled as they all turned their backs on one another and went their separate ways, forgetting the very reason they had come here.

Twilight slowly walked through the field of grass, the memory of their fight still fresh in her head. She continued to walk aimlessly until she came across a small pond with a waterfall flowing up into the sky. She decided to lie down at the pond's edge and began staring at the pond's surface. The surface of the pond began to ripple and an image of their fight appeared in the pond's reflection. Twilight couldn't help but wonder if Astralus was right. Was their entire friendship really based on lies? A few tear drops rolled down her face and into the pond. As the tears struck the surface they sent out new ripples and the image shifted to when she was facing Nightmare Moon and she had first felt the spark of friendship. It reminded her of how she had felt at that moment and the power that feeling had granted her and her friends. Their friendship was no lie. How could she have doubted that for even a second? Astralus may not believe in the power of their friendship, but she did!

"I've made a huge mistake." She said to herself.

She had to reunite with her friends, but she would need to find them first. She looked around for any clues of her friends whereabouts. This realm seemed to go on endlessly in every direction, but in the far distance she could make out what seemed to be apple trees. She could think of one pony who would likely be there so she galloped towards the orchard. Surely enough she found Applejack lying her head back against a tree.

"Applejack! Boy, you don't know how happy I am I found you." Twilight said.

Applejack turned her head away before responding "That's mighty surprisin' considerin', you know, me being stubborn as a mule and all."

Twilight drooped a little. "Applejack, I'm sorry. You're not just some stubborn old mule, you're a determined, hard working, pony. Once you put your mind to something, nothing can stop you from getting it done and that's one the things I've always admired about you. Please Applejack, won't you accept my apology?" she pleaded.

Applejack turned back to face Twilight for a few moments before replying. "Apology accepted." she said as they both gave each other a swift hug. "I can't believe we let that Astralus varmint turn us against each other like that. I guess I acted a might foolish." she said with a little shame.

"We all did. Now come on, let's go find the others." Twilight replied.

"Right behind ya."

The two of them began to search together and it didn't take long for Applejack to spot the yellow coat and pink mane of a certain shy pegasus. They both rushed over to see her.

"Fluttershy, thank Celestia we found ya!" Applejack said.

"Oh, surely you don't need a coward like me around." Fluttershy said softly, but they could tell she was angry.

"I'm sorry I said that Fluttershy, I was just blowin' smoke. You ain't no coward. In fact, you're one of the most courageous ponies I know.

"Oh you're just saying that." Fluttershy responded, still angry.

"Naw, it's the truth." Applejack insisted.

"Fluttershy, courage isn't the lack of fear, but rather it's having the ability to face your fears." Twilight said.

"We've faced all kinds of scary stuff." Applejack said.

"Like when we faced Nightmare Moon."

"And the way you got that dragon to leave that cave."

"And when we faced Discord."

"No matter how scary the situation was, you were always right by our sides in the end." Applejack finished.

"Wow, I never really thought of it that way before. Do you really mean it?" Fluttershy asked, starting to warm up.

"Aw sugar cube, you know I wouldn't say it if it weren't true." Applejack assured her.

Fluttershy blushed a little and they knew she accepted their apology.

"Come along now, we've still got three more friends to find." Applejack said.

Having Fluttershy back was a real advantage as she was able to get an airborne view of the area. In the distance she saw a cloud in the shape of a rainbow. On top of the cloud, she could see the rainbow colored mane of somepony familiar and the three of them made their way over.

"Rainbow Dash, please come down, we need your help!" Twilight called up at the cloud.

Rainbow Dash peeked over the cloud's edge. "Why would you want help from a show off like me?" she replied bitterly.

"Oh Rainbow Dash, I'm sorry I said that. I feel just awful about it." Fluttershy called up. "I think I only said it because I was, well, jealous."

Rainbow Dash swooped down from the cloud and landed in front of them. "Jealous? Of what?"

"Well, jealous of your confidence. You're never afraid to speak your mind and you always stood up for me when we were just fillies. Sometimes I wish I had confidence like that." Fluttershy admitted.

"Wow Fluttershy, I never knew you thought that about me, and after all the terrible stuff I said." Rainbow Dash felt like a heel. "I promise I'll make it up to you... right after I wipe that smirk off of Astralus's face!" she said as she prepared to take off.

"Rainbow, wait! We still need to find Rarity and Pinkie Pie." Twilight stopped her.

"Oh, yeah, right." Rainbow Dash said, laughing nervously.

Rainbow Dash took to searching from the sky and with her speed it didn't take her long to spot a certain white unicorn. "Look over there! I think I see Rarity!" she pointed out before shooting ahead of the others. "Rarity, I found you!" she announced as she landed next to the white unicorn.

"Oh, hello Rainbow Dash. Have you come to hear more of my incessant whining?" Rarity asked sarcastically.

"Okay, yeah, about that, you can be kind of a drama queen, but you also have sense of grace and elegance. Admittedly that's not really my thing, I'm more into the awesome and radical, but recently I've been thinking, if only I had just a little of you grace and style, it might give me the edge I need to really impress the Wonder Bolts. I've just been, sort of, too embarrassed to ask." Rainbow Dash finished sheepishly.

"Oh darling, you don't need to be embarrassed. I would be delighted to give you a few pointers in elegance." Rarity replied happily.

"Yeah, just don't go spreading it around. I have a reputation to maintain." Rainbow Dash managed to get out before the others arrived. "Good news, Rarity's back on board." Rainbow Dash informed them, preferring to keep the details of their conversation a secret.

"Great, that just leaves Pinkie Pie." Twilight said.

"How hard could it be to cheer her up?" Rainbow Dash asked rhetorically.

With the five of them it didn't take long for them to find Pinkie Pie bouncing up and down, trying to smell one of the giant flowers that was hanging close to the ground.

"Oh Pinkie Pie, I'm so glad we found you." Rarity said with relief.

"Well, I'm sure you don't want to hang out with an annoying pony like me." Pinkie Pie responded.

"Pinkie Pie, I'm sorry for the way I acted, it was most unbecoming of me. The truth is sometimes I envy your carefree life style. You have no deadlines to meet, no clients to please, and no image to keep. Life as a fashionista can be simply overwhelming at times, yet somehow just having you around makes everything less stressful. You always know how to bring a smile to everyponies' face, even mine." Rarity said.

The pink mare just stared at her for a few moments and the other began to wonder if she would actually decline the apology.

"Oh, I can't stay mad at you girls!" Pinkie Pie finally responded.

"Good, we're all back together." Twilight said.

"Oh, let's never fight like that again." Fluttershy said.

"I agree wholeheartedly." Rarity agreed.

"Yeah, if we're going to yell at somepony, it should be Astralus!" Rainbow Dash added.

"Speakin' of which, how're we ganna find that varmint?" Applejack asked.

"Hey, what's that over there?" Pinkie Pie pointed her hoof at a group of ominous looking storm clouds.

"If I were a bettin' pony, I'd put my chips on Astralus bein' over there." Applejack said.

"Alright girls, let's go save Equestria!" Twilight rallied them.

"Yeah!" they all shouted in unison as they raced off towards the dark clouds.

As they approached the source of the dark clouds, they found Astralus deep in concentration, but he broke it to deal with his uninvited guests.

"Made up already have we? And after you said such nasty things about each other." Astralus said with a hint of irritation.

"It will take more than a few harsh words to break us apart." Twilight stated "In fact this whole experience has taught me something. Friendship isn't about being perfect. True friends accept each other for their strengths and their flaws. It is important not to let your friend's flaws cloud your vision of their strengths. And by combining those strengths, we can overcome our weaknesses!" she finished triumphantly.

With those words the Elements of Harmony shimmered back into existence.

Astralus let out a cynical laugh. "You think your friendship gives you strength?"

"I know it gives us strength and we'll show you that strength right now!" Twilight declared as all six ponies began to levitate into the air, forming a ring around Twilight.

"So you still wish to face me? Very well, I'll show you what true power is!" Astralus shouted as he began to float into the air.

A dark glow appeared around his horn as he pointed it at the ring of ponies and a large symbol resembling his cutie mark appeared. After a moment a dark beam shot from the symbol while a rainbow beam shot from Twilight and her friends. The two beams collided and interlocked in a stalemate. Both the girls and Astralus placed all of their energy into their attacks and after a moment the dark beam began to push forward, fracturing the rainbow beam. Smaller rainbow beams scattered in every direction as the dark beam grew closer to the girls. They attempted to put even more energy into their attack, but they were at their limit. The dark beam struck the center of the ring, scattering the girls in various different directions.

"The Elements of Harmony... failed?... but how?!" Twilight was flabbergasted.

Astralus cackled maniacally "It seems my power exceeds that of the Elements of Harmony!"

"B-But that's impossible, nopony is that powerful." Twilight stammered.

"Now do you see how powerless your friendship really is?!" Astralus mocked them.

"Something must have gone wrong, we have to try again." Twilight said desperately.

Everypony gathered around Twilight preparing for another attack, but suddenly sparkles appeared around each of the girls and they began to fade.

"Huh? What's goin' on?" Applejack asked in surprise.

"No, not now! Princess Celestia's spell must be wearing off!" Twilight realized.

As they faded their vision was enveloped in a white light and when it faded they found themselves back in Canterlot Tower.

"My little ponies, are you okay?" Celestia rushed over to them with concerned.

"We aren't hurt, but the Elements of Harmony... they weren't strong enough to stop Astralus." Twilight said in shame, her head drooping down.

"I was afraid of this. The darkness in Astralus's heart has amplified his already formidable power.

"What can we do now?" Fluttershy asked.

"Take heart my little ponies, there is still hope." Celestia reassured them. "Astralus may be powerful, but the powers of friendship and harmony can always grow stronger. Twilight, do you have any other friends who might be able to help us?" She said like she knew something Twilight didn't.

Twilight thought hard for a few seconds. "Well, there is one pony, but..."

"Uh oh, I feel something coming on!" Pinkie Pie cut her off as her entire body began to shudder. "Pinchy knee, twitchy tail, itchy nose!" she gasped in horror "Oh no, that's the combo that means something bad is about to happen!"

"Um Pinkie, I think your Pinkie Sense is a little late this time; Something bad already did happen." Twilight stated.

"You don't understand, that just means something even worse is about to happen!" Pinkie Pie insisted.

"Worse?!" Twilight shouted "The Elements of Harmony failed! Equestria is gripped by nightmares! How can things get any worse?!"

As if on cue, a large dream catcher symbol appeared on the floor in the back of the room.

"Um Twilight, never ask how things can get worse." Applejack said.

A large pillar of dark energy shot up from the symbol and slowly faded away, revealing Astralus in its wake.

He took a deep breath and exhaled slowly. "Ah. It's been so long since I've breathed Equestrian air."

"Astralus?! What are you doing here?!" Celestia demanded.

"Come now Celestia, is that any way to greet an old friend?" Astralus mocked her. "I even brought you a gift."

Astralus formed a spear of dark energy and launched it at Celestia. She instantly threw up a barrier in an attempt to deflect the attack, but the spear went right through the barrier, shattering it like glass. As the spear struck Celestia it scattered into dark energy that began to envelope her.

She turned to Twilight and her friends "Girls, listen to me! You must find the..." She shouted before the dark energy enveloped her completely and dispersed, leaving nothing behind.

"Princess!" Everypony gasped.

Astralus cackled maniacally as the sun suddenly dropped out of the sky, robbing Equestria of all natural light. Magically the torches along the walls began to light, filling the room with a dim light.

"What have you done to the princess?!" Rainbow Dash yelled as she charged at Astralus.

"Fool!" Astralus shouted as he flared his wings, unleashing a shock-wave of pure force that sent Rainbow Dash careening back towards her friends. They all jumped to the side to avoid the impact. "If you must know, I banished your beloved princess to the dream realm where she won't be able to interfere with my plans. The question now is what should I do with the six of you?" He thought hard for a second. "I know, you can be the first to bow down before Equestria's new ruler!"

"We'll never bow to the likes of you!" Rainbow Dash responded defiantly, still picking herself up from the crash.

"Very well, if you all love your precious princess so much, you can join her!" Astralus said as he summoned six more spears behind him and began to advance on the girls.

"Astralus!" a familiar voice roared from the air as a sphere of deep blue energy struck Astralus in the side and sent him flying across the room.

Outside the moon slowly rose into the sky, replacing the light Equestria lost. Everypony turned to see who had launched the attack and found a dark blue alicorn, with a mane that resembled a starry night sky. On her flank was a black patch with a crescent moon cutie mark.

"Princess Luna!" Everypony shouted with relief.

"Astralus, you have defiled my precious night with your nightmares, banished my sister to the dream realm, and disrupted the balance between night and day! I cannot allow these crimes to stand!" She declared as she flew down and placed herself between Astralus and the girls.

Astralus slowly picked himself up from the ground. "So, the younger sibling thinks she will fare better than her sister!" He said, the irritation clear in his voice.

Luna kept her attention on Astralus, but directed her voice at Twilight "Twilight, take you friends and the Elements of Harmony and leave this place. I'll hold off Astralus." She instructed.

"What?! There's no way we're leaving you to fight that monster alone!" Rainbow Dash refused.

"This is not open for discussion! Now GO!" Luna commanded as her horn began to glow, engulfing the girls in a deep blue whirlwind. When the whirlwind dispersed they found themselves outside the castle grounds.

"Why did she do that?! We have to go back and help her!" Rainbow Dash said frantically as she prepared to race back to the castle.

"Rainbow, wait!" Twilight stopped her. "As much as I hate to admit it, Luna's right, we'd only get in her way. I mean you saw how powerless we were against Astralus. If we really want to help Luna, we need to figure out what Princess Celestia was trying to tell us. She asked me if I had any other friends that could help."

"Got anypony in mind?" Applejack asked.

"Well I was thinking about Star Shine..." Twilight began.

"Star Shine? I don't know Twilight, she's kind of a feather brain. Do you really think she could help us against an opponent like Astralus?" Rainbow Dash asked skeptically.

"Well I've been doing some research on Star Shine's ability and I found a few historical records of pegasii having similar abilities to hers. They are known as Stardust Pegasii and they are incredibly rare. The interesting part is that in each of the records, the Stardust Pegasus was involved in saving Equestria from some form of disaster. Some ponies even go as far as to say that they cause miracles." Twilight explained.

"Celestia knows we could really use a miracle right now." Rarity said.

"Well what're we waitin' 'round her for? Let's go round her up!" Applejack said.

They all made their way to the Canterlot train station. As they ran along, they saw many of Canterlot's citizens outside looking at the sky in bewilderment. As they reached the train station, they were relieved to see that the train was still in the station. They quickly boarded the train and made their way to the conductor's cart.

"We need you to take this train to Ponyville immediately." Twilight demanded.

"Well you girls are in luck, I was just about to head out. I don't trust this crazy change from day to night." the conductor responded.

The conductor started up the train and the girls headed back to one of the passenger carts. As the train left Canterlot, Twilight looked back out the window towards Canterlot Castle. She couldn't help but wonder how Princess Luna was holding up against Astralus.

*************

Back at Canterlot Tower the battle was already well underway and Astralus already had Luna on the defensive. He fired several dagger shaped projectiles at her, forcing her into the air. He fired three more daggers at her as she veered to the right causing them to strike the wall. He formed a spear of dark energy and launched it straight at Luna, but she performed a swift half loop and flew straight at Astralus. She fired her own sphere of deep blue energy, but Astralus threw up a barrier and deflected it effortlessly. He formed another spear and launched it at Luna, but this time she disappeared in a flash of dark blue light. Astralus scanned the area, looking for his foe. Suddenly a bolt of dark blue lightning came from behind him. He turned just in time to throw up another barrier, however a barrage of lightning bolts followed, forcing Astralus to maintain the barrier. As the attack subsided, Astralus appeared to be completely unharmed.

"Well, it's good to see that a thousand years of imprisonment hasn't dulled your edge." Astralus taunted her. "Tell me Luna, how does it feel to know it was your own sister who imprisoned you?"

"Your taunts won't work on me Astralus. That part of my life is behind me. My sister and I have reconciled our differences and I have accepted my place as the ruler of the night." Luna responded.

"Come now, you can't tell me this isn't what you always wanted; Your sister out of the way and the night to reign over Equestria?" Astralus continued to taunt her.

"Maybe once, but not anymore." Luna replied somberly.

"Very well then, tell your sister I send my regards." Astralus said as he formed several spears above Luna and rained them down on her. Fortunately none of them struck her, but they left her completely pinned down. She prepared for another teleportation spell, but Astralus launched a bolt of lightning at her horn and interrupt the spell. "Let's have no more of that. How ironic that you would escape one prison, only to be sent to another." he said as he formed another spear behind him and approached Luna with it. However she showed no fear in her eyes, only pity.

"Astralus, what happened to you? We used to be friends." she uttered.

This caused Astralus to hesitate, his spear disappearing. In his eyes, Luna could see a hint of remorse, but the glint disappeared just a quickly as it appeared.

"I don't need friends... I don't need ANYPONY!" He shouted in rage, reforming the spear and hurling it at Luna. The same dark energy enveloped Luna that had enveloped her sister and in mere moments she was gone.

*************

As the train pulled into Ponyville station, Twilight and her friends leaped off the train and rushed to the house where Star Shine was staying. The situation in Ponyville was much like Canterlot. Ponies were out of their houses staring into the sky, while some discussed theories on what was happening. As they reached the guest house where Star Shine was staying, Twilight knocked on the door urgently. After a few moments, a gray pegasus with a star dotted dark gray mane answered the door. She was brimming with a smile as if nothing was wrong.

"Hi girls! Hey, do any of you know what's going on with the sky? I've never seen anything like it!" She greeted them cheerfully.

"Star Shine, there isn't a lot of time to explain, but we need your help." Twilight said urgently.

However Star Shine was distracted by necklaces they were all wearing. "Oh, what pretty necklaces! Where can I get one?" She asked innocently.

"As lovely as these necklaces are, they are more than just common jewelry darling." Rarity replied.

"These are the Elements of Harmony, powerful magical artifacts. Listen we don't have a lot of time, we need you to come with us to Canterlot Castle." Twilight said trying to steer the conversation back to matter at hand.

"Um okay, just let me leave a note telling Sky Flare that I'm..."

Suddenly the moon fell out of the sky, once again depriving Equestria of all natural light. The street lamps and candle lights were the only things keeping Ponyville from total darkness.

"No time, come on, we'll explain on the way!" Twilight said, grabbing Star Shine with her levitation spell as they all ran back towards the train station.

Ponyville was now in a panic; Many ponies ran the streets in a state of hysteria. "What do we do?!... Where did the sun and moon go?!... Is this the end of the world?!"

As they finally reached the train station, they spotted the conductor fleeing the train.

"Hey, where do you think you're going?" Rainbow Dash shouted at him.

"I'm going home. I told you I didn't trust that crazy shift from day to night and now look what's happened." He responded.

"But we need you to take us back to Canterlot." Twilight said.

"Are you crazy? It's pitch black out there. I wouldn't be able to see my hoof in front of my face, let alone the track. If you ponies want to risk your necks going back to Canterlot, you can drive the train yourself, but I'm going home where it's safe." He replied before running off.

"So, anypony know how to drive a train?" Applejack asked.

"There's probably a book on it back in the library, but we don't have that kind of time." Twilight answered as she went into deep thought for a moment. "I could use my 'come to life' spell on it."

"Whoa no, I remember what happened last time you used that spell." Applejack objected.

"That was a long time ago; I have far more control over it now, besides we don't have a lot of options." Twilight argued.

"Well, alright." Applejack relented, still seeming uneasy about it.

Once they were all aboard the train, Twilight's horn began to glow. The entire train was enveloped in a purple glow and began to move forward.

Now that they were en route to their destination, Twilight finally turned her attention to Star Shine. "I guess we still owe you an explanation."

They all sat down as Twilight recounted the events of the last few hours. She told Star Shine about the nightmares of Equestria's past and how Astralus had been sent to stop them. She then explained Astralus's corruption and how they had been sent to the dream realm to stop him. She talked about how the Elements of Harmony had failed and how Astralus had come to Equestria. She finished by explaining how Princess Celestia had been banished and Luna had saved them from the same fate.

"I'm still not sure I get all that." Star Shine said innocently rubbing the back of her head with her hoof. "But I promise I'll go whatever I can to help."

Rainbow Dash, who had been keeping an eye out for Canterlot, could finally see the lights of the city off in the distance. "Twilight, I see the city lights, we're almost there."

"Good, I'd better stop the 'come to life' spell." Twilight said as light from her horn faded, causing the glow surrounding the train to disappear as well. However the train kept going. "Uh oh."

"'Uh oh'? Wadda ya mean 'uh oh'?!" Applejack snapped at her.

"The brake lever won't budge. I can't stop the train!" Twilight explained.

"See, I just knew somethin' bad would happen! Somepony pull that brake!" Applejack cried out.

"On it!" Rainbow Dash said as she raced up the line of passenger cars towards the engine car. When she got there she found that a shovel normally used for shoveling coal was propped against the brake lever. She quickly threw the shovel aside and pulled the lever as hard as she could.

Back in the passenger car, the train lurched suddenly, knocking everypony off their hooves as the train slowly came to a screeching halt.

"Everypony okay?" Twilight asked as everypony picked themselves off the ground.

"Well, I'm in one piece." Applejack answered.

"Oh, I hope I didn't chip a hoof." Rarity complained.

"That was fun! Can we do it again?!" Star Shine said with glee.

"Yeah, let's do it again!" Pinkie Pie agreed.

Luckily the train had stopped halfway into the station, so they were able to exit right into Canterlot. The streets of Canterlot were now completely empty. No doubt everypony was hiding in their houses, waiting for this to blow over. It was eerie to see the normally busy streets of Canterlot completely void of ponies. The street lamps and house lamps were their only light sources and it felt like the shadows were following them wherever they went.

"Hey what's that?" Star Shine asked, pointing her hoof into a dark corner.

A shadow rose from the ground and slowly took the form of a shadowy timber wolf.

"A nightmare? What's that wretched thing doing in Equestria?" Rarity wondered.

"Astralus must have summoned it." Twilight theorized. "This can't be good."

"What's the big deal?" It's just one nightmare. You remember how easily I took out that nightmare in the dream realm." Rainbow Dash boasted, but her overconfidence deflated as more shadows danced to life, forming into various shapes and sizes, from rodents to bears.

"Now this could be a problem." Applejack said.

"RUN!" Twilight yelled.

They all high tailed it for the castle, the wall of nightmares chasing behind them. As they entered the castle grounds they could see the main gate in the distance. As they drew closer, Twilight used her magic to throw the doors open. They all ran inside before Twilight slammed the doors shut and they all placed their backs against the door to brace for impact; But the impact never came. They all huffed, catching their breaths as a familiar laughter filled the room.

"I've been expecting you. Did you enjoy your welcoming committee?" Astralus mocked them. "I knew you'd return and try to save your beloved princesses, but I must say, I'm rather disappointed. Luna gave you a second chance and all you could muster was one measly pony? Tell me, what is you name my foolish little pony?"

"Um, my name's Star Shine." Star Shine responded as she looked around the room, trying to find the source of the voice.

Astralus just laughed. "It looks like you have a real winner there." He continued to mock them. "Now, allow me to introduce myself."

A dream catchers symbol appeared in the back of the room and a great pillar of darkness erupted form the circle. The energy faded, leaving Astralus in its place.

"I am Astralus." He introduced himself.

"What did you do with Princess Luna?!" Rainbow Dash shouted as she charged at him again.

Astralus sighed. "Will you ever learn?" He said, unleashing another shockwave of force, slamming Rainbow Dash back against the castle door. "I sent her off to be with her sister. Those two really deserve each other, don't you think?"

"Are you insane?!" Twilight shouted at him. "Without the sun and moon, Equestria will be covered in eternal darkness! Every living thing in Equestria will perish!"

Astralus chucked arrogantly. "I control the sun and the moon now and, you see, nightmares prefer the darkness. I'll bring back your precious light when I see fit. Think of it as incentive for the citizens of Equestria to accept their new ruler."

"The citizens of Equestira will never bow to a tyrant like you!" Rainbow Dash said as she picked herself up off the ground.

"Oh, you think not? As we speak, my nightmares are spreading fear and hopelessness all across Equestria. It's only a matter of time before all of Equestria is under my hoof." Astralus stated.

"Not if we stop you first!" Rainbow Dash retorted.

Astralus cackled maniacally. "What an utterly ridiculous notion! You truly believe you can stand against me?!"

"As long as we stand together, there's no challenge we can't overcome!" Twilight answered.

"You fools still don't get it do you? Not even a miracle can save you now. Allow me to show you how hopeless your situation truly is!" Astralus said as he formed a dark spear above him head and launched it at the girls, causing them to dive in different directions to avoid the attack. Astralus let out another maniacal cackle as he rose his horn to the sky, causing stone walls to erupt from the floor and separate each of the girls from each other. For a moment they were concealed in total darkness, but then torches lit up along the walls, revealing to each pony a hallway. Separated from their friends, each pony had no choice but to travel down the path presented to them.

*************

Applejack began her journey down the dimly lit hallway. The hall was warped by Astralus's magic, making it much longer than normal. The walls were lined with torches and tapestries of Astralus. After a few minutes of walking the hall opened up into a larger square room. There was a pillar near each of the corners and these walls were also lined torches and tapestries. On the opposite end of the room was a large wall of darkness blocking the exit. Applejack wondered how she was supposed to get past it. She inspected the room carefully and in the dim light she saw something glint on a ledge outcropping from one of the pillars. It was a key! She walked over to the pillar and gave it a swift buck with her hind legs. Unfortunately neither the pillar nor the key budged. She tried again and again and after several attempts she paused to catch her breath. Suddenly a large black form emerged from the dark wall and slowly formed into the shape of Astralus.

"Poor Applejack, your strength has failed you." The nightmare of Astralus taunted her. "Even with your friends in danger, you can't muster the strength to help them. What will they think of you when they learn how weak you really are?"

Applejack knew that if she couldn't get that key, Equestria would be doomed and it would be her fault, but the task before her seemed impossible. At that moment, Twilight's words rang in her mind "You're a determined, hard working, pony. Once you put your mind to something, nothing can stop you from getting it done." Twilight was right, she wouldn't give up that easily, there had to be another way.

"Now hold on a gosh darn minute! My friends like me for more than just my strength. I'm honest, dependable, and a whole heap nicer than you. As long as my friends are countin' on me, I won't let them down." Applejack said with pride as she approached one of the tapestries on the wall and yanked it down.

"What are you doing?" The nightmare asked.

"Showin' ya a little Apple family ingenuity." Applejack answered as she pulled the golden rope from the border of the tapestry and tied it into a lasso. After a quick twirl of the rope, she threw it up at the pillar and lassoed the key. "Yee ha! And that's how we do it Apple style."

The nightmare looked unhappy about Applejack's success. "Hmph! Clever, but one day your strength WILL fail you and we'll see what your friends think of you then!" It threw one last taunt before evaporating into thin air along with the wall of darkness.

Applejack tossed the key aside and hurried down the hall, hoping it would lead her back to her friends.

*************

Pinkie Pie was bouncing along the dimly lit hallway as she sung happily to herself "Lalalalala!" She continued to bounce until she entered a large square room with a wall of darkness blocking the exit. A black shade emerged from the wall and took the shape of Astralus.

"Pinkie Pie, both of you princesses have been banished; Equestria is covered in darkness; And worst of all you have been separated from your friends. How can you still be in such high spirits?" The nightmare questioned her.

"Oh that's an easy one; I'm happy because my friends and I are going to beat you!" Pinkie Pie answered happily.

"That joke is starting to get old." The nightmare said.

"That's not a joke; This is a joke; So a pony, a donkey, and a mule enter a bakery and the donkey says to the mule.."

"Is this really the time for that?" The nightmare asked in frustration.

"Of course! There's always time for a good laugh!" Pinkie Pie replied.

"Even now, when the world around you is falling apart? When will you learn that you can't solve all of life's problems by laughing?"

Pinkie Pie's tone turned slightly more serious. "Maybe not, but it's still better than being a big grumpy head like you. You should try looking on the bright side of things like me. It's like I always say..." Pinkie Pie inhaled a large breath before bursting out into song.

You've got to look on the bright side, when life has got you down!

look on the bright side, make a smile from that frown!

look on the bright side, every cloud has a silver lining!

look on the bright side, and the sun will keep on shinniiiiiiiiing!

"Enough!" The nightmare yelled in absolute frustration "How does anypony put up with you?!" The nightmare dismissed the wall of darkness blocking the exit. "There, just go!"

"I don't know, you still sound pretty grumpy, maybe I should start over..." Pinkie Pie inhaled another breath.

"NO!" The nightmare yelled as it burst into a cloud of black smoke.

"Aw, now he's going to miss my song... Oh well..." Pinkie Pie said as she resumed bouncing down the hall while singing to herself "Lalalalala!"

*************

Rainbow Dash flew down the hall as fast as she could, shooting into a large room and screeching to a halt right in front of a wall of darkness. Several dark shades emerged from the wall, each forming into a member of the Wonder Bolts.

"Hey, what kind of trick is this?!" Rainbow Dash asked in annoyance.

"This is no trick." The nightmare of Spitfire spoke "We are the embodiment of what you already know to be true."

"Oh and what's that?!" Rainbow Dash asked the imposter.

"That you are not good enough to join us and you never will be." The nightmare stated simply.

"No, that can't be true!" Rainbow Dash denied.

"You know it's true. You dropped out of flight school and you spend most of your days napping. What did you expect?" The nightmare continued.

"Well... I... um..." Rainbow Dash stuttered, finding it harder and harder to deny the nightmare's words.

"Failure... Failure..." The nightmares began to chant in unison.

"Stop it!" Rainbow Dash shouted.

"Failure.. Failure..." The nightmares continued to chant.

"Lalala, I can't hear you!" Rainbow Dash placed her hooves over her ears while trying to drown out the nightmares.

"You can't hide from your failure Rainbow Dash. You know it and your friends know it." The nightmare of Spitfire said.

Fluttershy's words rang in her mind. "Sometimes I wish I had confidence like that." Fluttershy had never seen her as a failure, in fact none of her friends ever had. They had always supported her dream.

"No! You're wrong!" Rainbow Dash shouted, breaking the nightmare's chant. "My friends believe in me! And I believe in myself! I WILL become a Wonder Bolt! And I WILL defeat Astralus! And no stupid nightmares are going to stop me!"

The nightmares seemed taken aback and returned to formless masses of darkness before combining together to shape Astralus.

"That's a rather bold claim. Let's see if you can live up to it." The wall of darkness evaporated. "Come and face me. I look forward to breaking that confidence of yours myself." Those were the nightmare's last words before it too evaporated.

Rainbow Dash wasted no time in shooting down the newly opened hallway. "Look out Astralus, I'm coming for you!"

*************

Rarity walked along the dimly lit hallway, critiquing Astralus's sense of style as she went. "Simply dreadful, look at what Astralus has done to this place. I never would have chosen this wall color and these tapestries, I swear, I've never seen a pony more full of himself, and I've met Prince Blue Blood.

Ahead she could see the hallway open into a larger room with a wall of darkness at the opposite end. As soon as she set hoof into the room, several globs of black goo shot out of the wall and stuck to her coat and mane.

"AH! Rarity cried in distress "Ick! What is this stuff?! Oh, get it off me, get it off me!" She said in a panic as she tried to shake the goo free. However any goo that left her body immediately darted back towards her. "It won't come off! What am I going to do?! I can't let anypony see me like this!"

A larger shade emerged from the wall of darkness and took the shape of Astralus.

The nightmare laughed at her misery. "Poor Rarity, Whatever will you do without your beautiful looks? And what will your friends think? Surely they won't want to remain friends with a pony as ugly as you."

Tear were forming in Rarity's eyes, but Rainbow Dash's words rang in her mind. "You also have sense of grace and elegance." That was right, no matter how terrible she looked on the outside, she would always be the same beautiful mare on the inside and Astralus could never take that away from her.

"Excuse me?! YOU are calling ME ugly?! I hardly think you're in a position to judge me. If anypony here is ugly, it's you! Didn't your parents ever teach you the proper way to treat a lady?! And about my friends, do you really think my friends care about such petty things as how I look?! My friends like me for who I am, not how I look. You may have ruined my precious coat and mane, but that won't stop me from conducting myself with grace and civility." Rarity lectured the nightmare.

"Is that so? Well, one day your looks WILL fail you, and then we'll see how civil you are." The nightmare said before disappearing along with the wall of darkness and the goo that covered Rarity.

"Oh thank goodness. My gorgeous coat and mane." She spoke to them like they were long lost friends. "When this is over you're getting the full spa treatment."

*************

Twilight was keeping a close eye on her surroundings. She didn't know what Astralus had planned, but she knew it wouldn't be good. She walked into a large room and noticed the large wall of darkness blocking her path. Six dark forms emerged from the wall, each taking the shape of one of her friends. Twilight knew this had to be part of Astralus's plan.

"Astralus." She called out. "What is the meaning of this? If you're trying to trick me, you can forget it. It's painfully obvious these aren't my friends."

Another shade emerged from the wall and took the form of Astralus.

"Perceptive as ever, Twilight Sparkle." He mocked her. "However, these were never meant to trick you. They are simply here to help me prove a point."

"And what would that be?" Twilight asked, not entirely sure she wanted to know the answer.

"I've seen your memories. I know what kind of power you have hidden beneath your surface and how much trouble you have controlling that power. It would be a shame if something like this were to happen." The nightmare shot a bolt of lightning from his horn to Twilight's. Suddenly her eyes filled with magical energy and a magical aura surrounded her.

Twilight cried out in distress "My power... I can't... control it!" She clutched her head with her hooves.

Bolts of magic flew out in every direction, some striking the nightmares of her friends. Applejack turned into a pile of apples; Pinkie Pie into balloons; Rarity into a pile of gems; Fluttershy into butterflies; Rainbow Dash into a rainbow; and Star Shine into stardust.

The nightmare of Astralus laughed at her. "My, what a selfish friend you are, keeping such dangerous power around your friends. If you truly cared about them, you'd keep that power as far away from them as possible."

"You're wrong Astralus!" Twilight shouted.

"What?!" The nightmare was completely taken aback.

"Separating myself from my friends would only put them at greater risk, for you see it's my friends that give me the strength to control my power." Twilight said profoundly.

The power surrounding her began to subside and the nightmares transformed back to their original shapes.

"We'll just see about that." The nightmare of Astralus said in frustration. "One day you WILL bring harm to your friends and then you'll wish you had taken my advice!"

All of the nightmares disappeared as well as the wall of darkness. As Twilight continued down that hall, her thoughts turned to her friends. What kind of challenges did Astralus have in store for them? Well, whatever they were, she was confident her friends would overcome them.

*************

Fluttershy walked nervously along the dimly lit hall. The flickering flames made the shadows dance in the edge of her vision and she couldn't shake the feeling that she was being watched.

Suddenly a voice called from the hall ahead. "Fluttershy, help!" It sounded like Twilight.

Fluttershy gasped. "Oh no, Twilight!" she said as she picked up the pace.

Another voice came down the hall. "Fluttershy, help!" It sounded like Rarity this time.

Fluttershy was spurred along even faster. She ran into a large open room and straight towards a wall of darkness. As she approached the wall, a giant black claw emerged from the wall and dug into the ground. A second claw reached out and slowly a large nightmare in the form of dragon emerged from the wall. It released an ear splitting roar, stopping Fluttershy in her tracks. She immediately fled behind a nearby pillar.

More voices called out to haunt her. "Fluttershy, help!" cried Rainbow Dash and then Star Shine.

A nightmare of Astralus emerged from the dark wall to torment the terrified pegasus. "Poor, poor, Fluttershy. What a worthless friend you are. Your friends need you, but you're too much of a coward to even lift a hoof to help them."

More voices continued to assault the poor pegasus. "Fluttershy, help!" Pinkie Pie called out and finally Applejack.

Hearing Applejack's voice brought back a memory from earlier "You ain't no coward. In fact, you're one of the most courageous ponies I know."

"No! Applejack is right! I AM courageous and I won't abandon my friends!" Fluttershy shouted before stepping out from behind the pillar. Slowly she moved forward, one step at a time. "Just put... one hoof... in front of... the other." She whispered to herself. The dragon nightmare let out another roar, but Fluttershy only hesitated for a moment before continuing forward.

"I don't believe this!" The nightmare of Astralus yelled in rage. "I thought for certain, you of all ponies would crumble!"

Right before Fluttershy's eyes the dragon nightmare began to evaporate, having lost any power it had over her. The wall of darkness evaporated along with it.

"Very well, continue forward, but you'll wish you had listened to your instincts and ran." The nightmare gave one last threat and vanished.

Fluttershy hurried forward. "Hang on girls, I'm coming!"

*************

In the final hallway, Star Shine was walking along looking at various tapestries along the wall. She stopped to look at one in particular. No! She shook the distraction away. She had promised her friends she would help them; She couldn't afford to get distracted now. She continued forward and soon entered a large room with a wall of darkness blocking her path.

"Wow, what is that?" Star Shine wasn't sure what to make of it.

As she stared at it a nightmare of Astralus emerged from the dark wall. "Hello Star Shine. Thanks to your friend's impulsive actions, we never got properly acquainted. The others seem to think that you will be their salvation. Just what is it they see in you I wonder?"

The nightmare's horn began to glow as visions of Star Shine's past filled both their vision. Her childhood; Discovering her cutie mark; Leaving her home in Feathersberg; Her first meeting with Sky Flare; Performing their first show together; A mysterious dream she had...

"Now THAT is interesting!" The nightmare said.

"What?! How did you...?!" Star Shine babbled in shock.

"Oh, did your friends neglect to tell you? I have the ability to see into other ponies' memories. They probably thought you had nothing to hide, but boy were they wrong." The nightmare taunted her.

"But, but, It was an accident." Star Shine stuttered.

The nightmare laughed cruelly at her. "Do you think your friends will care if it was an accident or not?! The fact of the matter is it DID happen and it's all your fault! I bet you didn't even know that it was your new friends who had to clean up your little mess! What will they think of you when they learn that you were the one who caused it?"

"Please don't tell them!" Star Shine begged him.

"Well, if you turn back now, your friends would simply think that I stopped you and there would be no need for them to know your little secret. However if you continue forward, I can't be held responsible for what I might say. Simply put, abandon your friends this one time or lose them forever. The choice is yours.

With a maniacal cackle, the nightmare returned to the dark wall before it vanished, clearing the way for Star Shine. Star Shine's mind was racing even more than usual. This was horrible. Her friends could never learn her terrible secret, but she had never turned her back on a promise before. She wrestled with herself for a few moments, before finally deciding on her course of action. She knew what she had to do...

*************

Twilight and her friends emerged from their respective hallways and found themselves in the throne room and sitting on the throne was the real Astralus.

"Well you ponies certainly are persistent, I'll give you that." He mocked them.

"It's over Astralus! We all passed your twisted trials!" Twilight declared.

"Is that so? Your observation skills seem to be slipping Twilight. If I'm not mistaken, there were seven of you coming in here. I only count six." Astralus pointed out.

Twilight and her friends looked at each other before they realized who was missing.

"Oh no, where's Star Shine?!" Twilight asked with worry.

"Here I am." A meek voice came from the final hallway.

The others were relieved to see that Star Shine was unharmed, but they could instantly tell that something wasn't right. The pegasus's usually cheerful demeanor was replaced by one of shame. She held her head low as she slowly walked toward the other girls.

"Well, well, well, look who decided to show up. If it isn't my little disaster." Astralus mocked her cruelly.

"What are you talking about? What did you say to her?" Twilight asked in both concern and confusion.

"Nothing she didn't already know. Your friend's been keeping secrets from you. Isn't that right Star Shine?"

"Star Shine, what is he talking about?" Twilight asked, still confused.

"Yes Star Shine, why don't you enlighten us all?" Astralus continued to taunt her.

"I... can't. You'll never forgive me." Star Shine shrank back a little.

"Star Shine, whatever it is, we're your friends. You have to believe you can tell us anything." Twilight urged her.

"But... I..." Star Shine continued to stutter before finally sighing in defeat. "Okay. I can't hide it anymore, not from you girls." The suspense in the air was palpable as everypony waited for Star Shine's response. "I was the one who released Nightmare Moon!" She shouted as tears welled up in her eyes.

Everypony was completely dumbstruck. That event seemed like so long ago now, but it was true that nopony really knew the details of Nightmare Moon's escape. However Twilight found herself reciting a line from the prophecy. "'The stars will aid in her escape.' That prophecy wasn't referring to the actual stars, it was referring to you." She said in realization.

"I swear, I didn't know what I was going! Please... don't hate me." She hung her head low, tears streaming down her face and onto the cold floor below.

Twilight slowly made here way over to the sobbing pegasus and when she was within reach, she placed her hooves around Star Shine and pulled her into a loving embrace.

"Wh-What?" Star Shine managed between sobs. "I don't understand; I released Nightmare Moon; I almost doomed Equestria to eternal night; And worst of all, I put you girls in danger; Don't you hate me?"

"Hate you? I think I should be thanking you." Twilight answered.

"What?" Star Shine asking in absolute confusion.

"Yes it's true, facing Nightmare Moon was a frightening and dangerous experience, but if it hadn't happened I never would have know what it was like to have such great friends. On top of that, Princess Celestia really missed her sister. If you hadn't accidentally released her, then the two of them would never had been reunited." Twilight explained.

"Oh my gosh, do you know what this means?!" Pinkie Pie burst out. "It means you had a special connection with us before we ever met too!"

"If it weren't for you we probably never woulda met Twilight." Applejack said.

Everypony moved over and wrapped their hooves around Star Shine a big group hug.

Star Shine's depression faded, she was overjoyed. All this time she had feared that if anypony knew her secret that she would be outcast, but now that the secret was out and her friends had forgiven her, it was like a huge weight had been lifted from her. She took a moment to bask in the love of her friends. "I love you girls." She whispered as a single tear of joy rolled down her face and dropped to the floor below. As it struck the floor, several sparkles rose from the ground and formed together to create a gray orb above Star Shine.

"WHAT?!" Astralus shouted in rage "You're not supposed to forgive her! You should despise her!"

"You really don't understand friendship, do you? Ever since we've met you, all you've tried to do is tear us apart, but you've only succeeded in bringing us closer together. And now Star Shine, a pony who sees wonder in everything that life has to offer, represents the spirit of joy!" Twilight said profoundly.

As she finished the gray orb shattered into several smaller pieces that span around Star Shine. They closed in around her neck and changed into a necklace containing a yellow gem in the shape of her cutie mark.

"A seventh Element of Harmony?! Impossible!" Astralus shouted in disbelief.

"No Astralus, it's a miracle! I finally understand what Princess Celestia was trying to tell us. She said that the powers of friendship and harmony could always grow stronger. The Element of Magic is powered by the spark of friendship and the stronger that spark, the stronger the power it wields. When we forgave Star Shine, she felt the spark of true friendship and its power created the seventh Element." Twilight continued to lecture him.

"I've heard enough of this!" Astralus raged, forming seven dark spears above his head. "This charade you call friendship ends here!" He yelled unleashing the spears at the girls.

Suddenly the Elements of Harmony unleashed a bright shimmering rainbow light that shattered the spears mid-flight.

"What?!" It was Astralus's turn to be flabbergasted.

The girls began to float into the air, forming a ring around Twilight.

"No! I won't accept this!" Astralus yelled in a mixture of rage and desperation.

Astralus floated into the air and formed the dream catcher symbol in front of him again. Both sides fired their beams, once again causing a climactic clash. After a short stalemate the rainbow beam began to push forward, fragmenting the dark beam.

"NO! My power is all that I have left! I won't let you take it from me!" Astralus shouted desperately.

Despite the outburst, Astralus was unable to muster anymore power and the rainbow beam continued to approach him. Soon the rainbow beam reached the symbol and shattered it like glass, allowing the rainbow beam to shot forth and engulf Astralus in a rainbow colored whirlwind.

"NOOOOOOOOOOOO!" Astralus cried out as the whirlwind enveloped him fully.

Magic energy poured from Twilight's eyes and consumed the entire room in a bright light. When the light faded everypony was sprawled out on the floor.

"I don't think I'll ever get used to that." Applejack commented as she got up off the ground.

"Wow, I've never felt anything like that before!" Star Shine said in amazement.

A loud groan echoed from the opposite end of the room, grabbing everyponies' attention. Astralus slowly got to his hooves and shook his head.

"I feel like I've just awoken from a terrible nightmare. Where am I?" Astralus questioned as he took in his surroundings. "Canterlot Castle? But what am I..." Memories of what had just transpired came rushing back into his mind. He had banished both Princess Celestia and Luna; He had lowered the sun and the moon; and worst of all, he had summoned nightmares to Equestria. "What have I done?" He muttered to himself.

Astralus's horn began to glow and a golden dream catcher symbol appeared on the ground below him. A golden pillar of light engulfed Astralus before fading away. As the light faded, the girls could see that Astralus was gone and in his place were Celestia and Luna. The moon returned to the night sky, once again restoring light to Equestria.

"Princess Celestia! Princess Luna!" Everypony cried out in joy and relief as they made their way over to the princesses.

"My little ponies! I knew you could do it! I'm very proud of you all!" Celestia greeted them as she noticed the necklace hanging around Star Shine's neck. "So Star Shine, you were the seventh Element of Harmony after all. I knew there was something special about you since that night I saw you perform at the Grand Galloping Gala.

"So you knew there was a seventh Element of Harmony this whole time?" Applejack asked.

"Harmony is a wonderful, but very complex force. Luna and I always suspected that there were more Elements than the original six that we discovered. It just took the right pony to discover one." Celestia explained.

It was finally over and everypony was as happy as could be. Everypony this is, except Twilight, who's mind seemed to be elsewhere.

"What's wrong my most faithful student?" Celestia asked her with concern. "You defeated Astralus and saved Equestria from eternal darkness. You should be proud of your accomplishment."

"I know, it's just that even after everything he did, I can't help but feel sorry for Astralus." Twilight answered.

"How could you possibly feel sorry for that monster?" Rarity asked in confusion.

"That's just it, I'm not so sure he really was a monster. The last thing he said before the Elements hit him was that his power was all that he had left. The entire time he was in the dream realm, he was completely alone. I think he was just lonely, and jealous of how strong our friendship is. I think all of his attempts to break us apart were just attempts to prove to himself that he didn't need friendship. But everypony needs a friend. No amount of power, knowledge, or material wealth can fill the void left by loneliness. In a way, I was once like him, and it's scary to think that if I had never met you girls that I could have turned out as cruel and bitter as him."

"And that may be the most important lesson of them all." Celestia stated. "I had always taken Astralus's silence as a sign that he was okay, but I should have known what he was going through and that his stubborn pride would prevent him from reaching out when he needed it most. Astralus needs to be reminded that he is not alone, and I think I know how.

*************

The citizens of Ponyville were gathering around a stage that had been erected at the edge of town. They had been told that Princess Celestia herself would be making an appearance and after yesterday's events, ponies were eager to hear what the princess had to say. A procession of trumpets sounded and a chariot carrying Princess Celestia could be seen in the sky. The chariot landed in the middle of the stage and Princess Celestia stepped off to address the crowd.

"Citizens of Ponyville and all of Equestria. I'm sure you are all wondering what happened yesterday. A grave threat presented itself to Equestria and robbed Equestria of all light, but I am happy to announce that thanks to the courage and heroism of seven young mares, harmony and light has been restored to Equestria. I am also pleased to announce that the terrible nightmares that once plagued Equestria are no more. Let this be a reminder to us all that we should not take our dreams for granted, which is why I hereby decree that from now on, on this day every year, we shall celebrate the Festival of Dreams. This festival will be held in honor of a long forgotten friend in order to thank him for keeping our dreams safe and to remind him that he is not alone. And on that note, let the Festival of Dreams begin!"

A large cheer erupted from the audience at the conclusion of Celestia's speech, but it wasn't over. Celestia stepped back, making room for the next speaker. The crowd was surprised to see Sky Flare and Star Shine take the stage.

"Citizens of Ponyville, in thanks for your generous hospitality and in honor of the Festival of Dreams, Star Shine and I would like to put on a special performance for you tonight." Sky Flare announced, drawing another cheer from the audience.

The day was like a non-stop party. There was cake, music, and dancing. Needless to say, Pinkie Pie and Star Shine were having the time of their lives. On top of that, everypony was really hyped up about Sky Flare and Star Shine's performance. That night everypony gathered in a field just outside of Ponyville to see the duo perform. It truly was a show the likes of which they had never seen. Sky Flare brought the sky to life with fireworks and moving constellations, while Star Shine performed feats of aerial acrobatics that filled the crowd with awe. One trick in particular involved Sky Flare forming rings of bright stars that Star Shine had to fly through. As she did, the stars would burst in an explosion of colorful fireworks. Everypony was completely awestruck and it was an evening they would never forget.

With the closing act of the festival finished, most ponies returned to their homes, ready for a good, nightmare free, night's sleep. Twilight and Spike returned to the library to get some shut eye of their own. Twilight climbed into her bed and let her mind slowly drift off into sleep.

Twilight opened her eyes and found herself back in the dream realm. Was this a dream? she wondered to herself. Suddenly a familiar symbol appeared on the ground in front of her. A pillar of golden light shot out of it and Twilight found herself face to face with Astralus.

"You know, fate has a funny way of working out sometimes. One day you're being defeated seven young mares and the next you're having a festival throne in your honor." Astralus mused. "I suppose I have you to thank for that. You saw through to the true reason for my despair. Every time I looked in on Equestria, I saw how happy everypony was and I realized just how alone I truly was. Over time I forgot what it meant to have friends, and eventually I forgot the very reason for which I fought. My heart was crushed by loneliness and I attempted to fill it with the only other thing that I knew; Power. The Elements of Harmony restored my memories of times before I became the Dream Guardian; Memories of the friendships I once had; And for that, I thank you."

"You're welcome, but what are you going to do now?" Twilight asked.

"I will return to my duties as the Dream Guardian. I have a lot to make up for, but you needn't worry about me, it's nothing my power can't handle." He answered before turning to leave.

"Astralus, wait!" Twilight called out, catching his attention. "Princess Celestia told us about how much you value your pride, but I wanted to tell you that seeking companionship isn't a weakness. I once thought that friends would only hold me back and impede my studies, but I was wrong. My friends are the best thing to ever happen to me and I've only grown stronger because of them. You don't have to be alone Astralus, you just need to let somepony in."

Astralus pondered her words for a second before laughing, but it was a heartfelt laugh.

"Princess Celestia sure knows how to pick her protégés. Perhaps you're right, maybe I will drop by Equestria now and again. I especially look forward to seeing you blossom, Twilight Sparkle. Until we meet again." Astralus said before flying off.

*************

The next morning, ponies were gathering around the southern gate to see off Sky Flare and Star Shine. Twilight and her friends were at the front of the crowd, all except Rarity, who was mysteriously absent.

"Awe, do you really have to go?!" Pinkie Pie asked.

"I'm afraid so." Sky Flare answered.

"Yeah, there's still so much of the world I want to experience, but I'll never forget the experiences I've had here and I promise I'll come back and visit soon!" Star Shine promised.

"Well, good luck y'all." Applejack said her goodbye.

"Bye, I'll miss you." Fluttershy said.

"So long, and if you're ever looking for another pony to use in your show, you know where to find me." Rainbow Dash offered.

"Good bye and thanks for everything, both of you." Twilight said.

Suddenly Rarity's voice could be heard among the crowd. "Excuse me! Pardon me! Oh please tell me I'm not too late!" Rarity emerged from the crowd levitating a dress behind her. It was a simple, but elegant dress, lined with gems that made it shine in the sunlight. "Oh thank goodness! I finished just in time. Here, a little something to remember me by."

"Wow Rarity, it's beautiful!" Star Shine beamed.

Sky Flare took over levitating the dress and they both gave one final wave goodbye before traveling down the road. Even though Twilight had only know them for a week, she missed them already. Star Shine did promise she would visit though, and she never forgot a promise. Twilight had been right; the week had been anything but boring. But after such an exciting week she was really looking forward to some good, old fashion R&R. Reading and Research.