The Chaos Comes

Chapters

Prologue
Chapter 1
Chapter 2
Chapter 3
Chapter 4
Chapter 5
Chapter 6
Chapter 7
Chapter 8

Prologue

Author's Note

This is my first story. Please leave constructive criticism. No hate. Also this is set before season 4.

Prologue

Twilight looked out over what was once her home. Ponyville had changed in the last ten years. What was once a pristine, pcturesque town had become a varitable fortress. And it was under attack. Legions of what could only be described as demons swarmed at and over the walls. The defenders fell one after another, their sacrifice needed to give her the time she needed for her to perform the spell she had prepared. Her brother stood at her door, a barrior cast.

Sadly, the barrior was no where near powerful enough to deal with the ones who wanted in. The shield and the doors shattered with explosive force. Shining Armor gave a shout of pain and then collapsed. The shards of wood flew out but were stopped by a deep blue aura. A beautiful white mare walked in. If Twilight was terrified at her brother's death, she was livid at who walked in.

"I that you were dead, Rarity," Twilight seethed. "In fact I buried you myself."

"Oh, poor dear. I'm not that marshmellow fluff," the mare said. "I am the darkness that was within her heart. I am Cruelty."

"I much prefered Rarity to you," Twilight growled. "And I assume that you're not the only one of my lost friends that He has changed."

"You're quite right 'sugarcube'" a pale orange pony said, following the white mare in. This one resembled one of Twilight's friends as well, Applejack. But instead of a blond mane, her mane was angry fire. "Pleased to meet ya' Twilight Sparkle. I'm Pyrojack."

More twisted versions of her friends came walking in. Twilight bit back a cry of anguish, despair and rage with each one. Her friends returned from the grave, only to be turned to a darkness fouler than the depths of Tartarus. What followed next was even worse. After the Dark Five came in they parted, faced the door, and bowed their heads. In swept two beauiful alicorn mares. One was pure black, a midnight blue mane waving in an unseen breeze. She had a crescent moon cutie mark, and had been the subject of children's horror stories for most of a thousand years. She was Nightmare Moon. The other was a painful white. Her mane was the colors of a fierce fire, waving in the same breeze as her sister's. She was once known as Celestia, but within the last two years, she had earned a new name. She was the Imperical Sun. Twilight collapsed and started to cry, as the seven twisted and evil images of her friends and mentor laughed, the room grew suddenly cold. The seven stopped their mocking and bowed to the creature that entered the room, Nightmare Moon and Imerical Sun shallower. In walked the newest nightmare. An alicorn stallion, taller and older looking than either of the mares, his coat was black as tar and his mane and tail were flame. He looked upon the purple alicorn before him and laughed in the most derisive way imaginable.

"So the great Twilight Sparkle falls to pieces upon the sight of what she should have known forever," the dark stallion sneered. Twilight glared at him and muttered some dark curses. "Now don't be like that child. You had to have known this is how this had to happen. Each of your friends I turned shortly before they died. But you? You were the only one that I couldn't recreate and turn." He raised his head and looked down on Twilight. "You are the only one that I need to kill myself."

Twilight seethed. Never before in her life had such rage, and hatred filled her. Her mane started to flow in the same wind as the elder alicorns'. Her eyes started to glow, as did her cutie mark. "How dare you? How dare you do this, Chaos?! How DARE YOU?!" she roared. As the last word left her lips, a massive blast of magic left her horn. The force of it knocked the dark mockeries of her friends into the front wall with the force of a bullet. The two alicorn sisters were knocked off their feet, even Chaos fell back a step. The magic in the blast initiated the spell Twilight was preparing. A spiral ripped open, a hole in the fabric of time and space. She glanced back at Chaos and leapt through. Chaos regained his feet, and sent a blast of Dark Fire through after her.

10 years in the past, the hole opened out into the study of an elderly unicorn. He looked up, not the least bit surprised. The older Twilight Sparkle stepped through. She looked up to see the same unicorn she had not seen in over nine years. Star Swirl the Bearded stood and gathered his staff. "I thought this would happen. I'll contact Fatewing." Twilight smiled in gratitude, up until the Dark Fire made contact. It stuck to her, flame a deep blue and clingy as glue. She screamed as it consumed her. The scream held such primal pain that it echoed through time and space to wake her younger self.

Twilight Sparkle awoke in her palace bed, cold sweat beaded on her brow and back. She heaved a few, inexplicably fearful, breathes. Spike looked up.

"Is everything okay, Twilight?" he asked.

"I'm not sure, Spike," she replied, gazing out her window. "I'm not sure."

Chapter 1

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 2

Twilight started to make a plan, sharing it with her friends as it formed. "Rarity, take what earth ponies and unicorns that can work. Get them expanding the tunnels near town towards Cantorlot. There's a network of crystal caves underneath the city that you should be able to follow upto the surface. Tell the barrier unicorns to move with you so that they stay safe to the tunnels." The white unicorn nodded once and took off. "Applejack and Fluttershy, round up as many of the pegasi as you can and get them to move the wounded with the workers. Keep them out of their way but keep them safe." Her two friends gave affirmatives and went about their tasks. "Pinkie Pie and Rainbow Dash, I need you guys to help out where you best can. Pinkie, you stay near the barrier unicorns. Tell them which paths are safest with your Pinkie Senses, and keep their morale up. Rainbow Dash, help Rarity with the tunnels, Your speed will keep the tunnels from filling up with gas as will your ability to control it if it does start to form." The most scared of her friends finally cheered up. They knew she was giving them something to do in order to fight the fear, but they didn't care. It was working. Before they left though, Pinkie looked back. "What will you be doing, Twilight?"

Twilight smiled. "Getting their attention," she said, pointing towards the clouds. "And holding it as long as I can." Before her friends could talk her out of what sounded exactly like suicide, she took off in the opposite direction of he tunnels.

She left the barrier and was buffeted by the fierce winds. She looked for a good spot to take her first shot, and saw a beam that was still standing, high from the ground. She ran for it, and made it to the top. She scanned the clouds, both with her eyes and with her magic. She located a thunderbird, the sense of it larger than the dragon her and her friends had talked away almost two years ago. She charged her horn and fired a concentrated blast of pure magic. It hit the great bird, knocking it off balance for a second. She started to celerate a little before she noticed something truly terrifying. Her blast had knocked the thunderbird off balance a bit. It had not hurt the much larger one above it. And they both took notice of her. She teleported away, as several bolts of lightning struck the exact spot she had just stood. She galloped off, her eyes and senses peeled for both the beings behind her and for another spot to open fire again. She found another spot right before her senses treated her to a nightmare. Her eyes widened and she rethought her attack strategy. She flashed to the top of the next beam and opened her senses to the storm, a wide pulse instead of the narrow cone from before. She visibly shook at the information she had just gotten. There weren't just two huge thunderbirds in this storm. There were six. And she had hit the smallest. The largest was almost a mile long from hooked beak to thunderhead tail and t hovered above the storm, each wingbeat adding greater fury to the storm. The other five circled in progressively smaller circles, from the top down, with the smallest thunderbird at the bottom. Twilight almost shrieked in fear. If Celestia couldn't handle a young one, only about three quarters the size of the one she had hit, than how could she handle this mess? Twilight took aim at the smallest again, fired, and took off as fast as she could. She flew and ran, fire shots at as many as she could aim at, teleporting from where she was whenever they targeted her with a blast of lightning, doing everything she could to keep their attention on her and away from her friends.

She was doing well all the way up until they got lucky. A stray lightning bolt clipped the primaries on her right wing and she crashed to the ground. She could sense them glaring at her, the half hour of hide and seek annoying them more than anything. She felt the blast coming, some much lightning that she doubted that there would be enough of her left to fill a matchbook. She closed her eyes, a thought passing through her mind. It sure would be nice to have Discord around,she thought. He would probably do something really ridiculous and somehow make this lightning dissipate. The thought passed and the blast came. Twilight closed her eyes and waited. Up until she heard a chuckle. She opened her eyes to find a massive soap bubble in front of her, holding the blast within. It bounced around, not able to pop its prison, until the bubble popped on its own. The lightning shot out as a harmless laser light show and was gone. Twilight looked up, an amused grin on her face. Above, was Discord. He was looking at Twilight, a huge smile on his face. "Miss me?" the draconoquis asked. "Cause that lightning sure did." At that he burst out laughing.

Twilight shook her head. "About time you got here," she chuckled. "I was out of tricks."

Shining Armor and Princess Cadence suddenly flashed into being in front of her. Discord continued to laugh, as Shining Armor briefed his sister. "The Princesses are here as is that new alicorn. They've engaged the thunderbirds above, keeping their attention away from the civilians. Me and Cadence are to get you to them and then hold the barrier long enough for you all to get in the tunnels, as well as create a path for you all to take out of the crystal caves below Cantorlot." He took a breath, where Cadence broke in. "Come on, let's go!"

They took of at a full gallop, Shining Armor creating small barriers to intercept any lightning, and Twilight and Cadence collecting any pony that had been left behind or that had gotten lost. They finally made it to the tunnels, the last stragglers already starting to file in. Cadence and Shining Armor took their places at the mouth of the tunnels, Cadence passing her load of ponies to some of the earth ponies passing by. Twilight did the same before walking over to her brother.

"The markers are already set up," he said, parrying stray blasts of lightning from above. "You'll need to lead them, as they will only respond to you or one of the other Element Bearers." He looked at his little sister. "Take care, Twi."

"You too, Big Brother," Twilight said. She gave her big brother a quick hug, smiled at Cadence, and ran to catch up to the front of the refugees. When she was safely gone, Shining Armor trotted over to his wife.

"You ready, my dear?" he asked, his horn starting to glow a similar purple as his sister's.

"Of course, my love," Cadence, Princess and Alicorn of Love, replied, her own horn glowing a light blue. They bowed their heads to each other, and touched horns. Unlike at their wedding, where they were removing unwanted guests, this time they created a massive barrier. it completely covered the entrances to the tunnels, shining neither blue nor purple, but pure gold. At the same time, marks started to appear in the caves, pointing the refugees safely towards Cantorlot. They separated and looked up through their barrier. They knew that what they had made was one of the greatest shields ever constructed in Equestrian history. But what they saw beyond their shield had them doubting if it would survive the battle above. Shining Armor and Cadence looked at each other and nodded once. Together the teleported back to their room in Cantorlot Castle. Let the gods handle the affairs of gods.

Above the barriers of Shining Armor and Cadence, four beings faced the storm unafraid. As one the extended their magics at the storm, and released. The clouds dissipated a while, giving them a clear view of the six thunderbirds.

"Great," Fatewing said, a cocky smile on his face. "The Six Thunder Lords, including their King." He drew his blade, a silver glow covering the handle. "This should be fun."

"We don't want this to become a fight," Celestia said, trying to be the voice of reason, even though she wore her gold trimmed armor. "We just want them to go away."

Discord laughed. "Ah, come on Sunbutt," he laughed, cracking his knuckles. "You know how they are."

"Indeed, sister, Discord is right," Luna replied, her black and blue armor glinting, as was her double ended scythe. "They know only the diplomacy of blood."

The thunderbirds descended onto the small group. As one, the four separated, thunderbirds following each. One, maybe the second smallest, followed Celestia and Luna. Another, the second biggest followed Discord. But Fatewing had hovered his ground and faced the remainder, the smallest, the middle biggest, and their king. And then the world seemed to break, as battle was met.

Discord led his opponent off a ways, trying to find a spot that wouldn't get too broken up in his fight. He didn't want o upset Fluttershy later. He finally found his spot and just stopped. It was so sudden, that the Thunder Lord following him, sped right pass, leaving his back open. Discord pointed his talon, and struck the bird with a bolt of lightning. The thunderbird wheeled around and laughed.

"Did you really think that lightning could hurt me?" it called in a language no regular Equestrian would understand, but one that Discord did with ease. "I am Thor, the first born son of our king and Thunder Lord of the Mighty North. No lightning can harm me!" With that, the great beast flapped its wings at Discord, and unleashed a massive strike of lightning. It seemed to strike true, turning Discord to dust. "It can harm you, though."

Discord tapped the thunderbird on the shoulder. "Actually it can't," the Spirit of Chaos said. "Allow me to introduce myself." Snapped his fingers and appeared back where he was, suddenly three times his regular size. "I am Discord, Spirit of Chaos and formally Disharmony, Master of Paradoxes, and Lord of the Impossible. And I knew that lightning couldn't hurt you, you twit. I was being nice. Celestia wants us to try and convince you to leave peacefully." He grinned. "So will you run with your hide intact, or do I get a nw headdress?" He dodged another lightning bolt. Thor was seething. "I guess it's duck season before rabbit season then." He dodged another lightning bolt.

Discord was not just gonna stand there and allow the same thing to happen again and again then though. That would have been boring. However, he still wanted to have some fun. So he retaliated with a massive snowball, fully seventy feet across. He tossed one handed, only for it to be blasted out of the sky by concentrated thunder. Thor responded with a massive wave of hailstones, some the size of golfballs and all bladed. Discord snapped his fingers and they turned into water about half way to him. He then shot a blast of fire, a cone of it to rival a dragon's breath, that was countered with a solid wall of rain. On and on this went, five minutes of pure energy flying through the air. There was even a kitchen sink. Finally Discord seemed to get bored. He lifted his Lion's paw towards the heavens and extended his claws. The clouds vanished and everything went very still. Thor kept beating his wings, building the storm back up, and some, but Discord was unimpressed. Beyond where the clouds had been, you could see the night sky in startling detail, especially since everywhere else was still noon day. Discord made a gripping motion, seeming to wrap his claw around an invisible egg, and whipped it down towards Thor. The hole in the sky sparkled a bit as an object in it started to grow larger. Discord frowned at the Thunder Lord. "You should have just left." The Spirit of Chaos took a deep breath and shouted as the object started to get clearer, both in shape and trajectory. "OURABORUS! FALL AND DESTROY THIS BIRD!" The hole in the sky vanished, but the object did not. An asteroid, fully a mile in diameter at its point and close to three times that wide at its center, was falling at Thor. The whole of its ten mile length hit the great bird, seeming to render it infinitesimally small in comparison. Discord cupped his hands, as if to catch the collision, and the asteroid's destruction was limited to a few miles of the Everfree Forest rather then the entirety of Ponyville and the surrounding fifty miles as it would have been. Discord then snapped his fingers and set Ouraboras the asteroid back in the night sky. He then looked towards Celestia and Luna's battle and decided that they had it. He snapped his fingers again and was in the Canterlot throne room, sipping a large soda.

Celestia and Luna also led their adversary to an area where the destruction would be limited. They finally settled over Sweet Apple Acres and awaited their opponent. However it would be unnecessary as it had beat them to the spot.

"Did you really think you could out race me, foolish ponies?" the Thunder Lord said. "I am the messenger of my king, fastest of all creatures within the sky. I am Hermes, Thunder Lord of the Great Air Current, and I have been tasked with killing you." He punctuated his statement with a blast of wind so great, it was nearly a physical thing. The Princesses braced themselves mid air, and withstood it.

"So you will not leave peacefully?" Celestia called, the wind dying down to simple thunderstorm levels. She drew her morningstar. "You are sure you wish to engage us?" Hermes responded with rain, driven so hard by the wind that it had become a near solid wall of needles. The Sisters enacted a barrier, its strength the equal of what Cadence and Shining Armor had just created. The rain struck it and evaporated from the heat.

"So be it," Luna called. "THOU HAST CHOSEN THY DOOM!" Her Royal Cantorlot voice rang out, the power within it so great that any of her subjects that would have heard it would have died. Chains of night appeared, controlled by her magic and bound Hermes. She then dived at his falling form and slashed with her scythe. Hermes hit the ground, destroying the barn and got back on his talons, taking off in less then a second. Luna's slash had cut him from wing joint to wing joint, but it was shallow. He shrieked at her, and a tornado enveloped her. It finally released Luna, leaving the Princess of the Night battered, but still in the air. Celestia retaliated. The storm cover seemed to burst apart as a beam of concentrated sunlight blasted Hermes once more from the sky. This time, he struck the north fields, and kept going for about five hundred yards. When he stopped, Celestia's morningstar struck his chest like a comet. It flew back to her, carried by her magic. She and Luna began concentrating their magic into an orb at the end of their horns, Celestia's a white gold, Luna's a blue black. They touched horns, the orbs merging into a deep sunset purple. Hermes looked up and cried out once. Then, the sisters released their attack. The light of the noon day sun and the dark of midnight spiraled around each other, a massive helix, before converging on the Thunder Lord. The resultant shock wave destroyed everything within several miles, leaving only the inactive Zap Apple trees standing on all of Sweet Apple Acres. The sisters looked down and winced.

"Applejack is going to be royally perturbed," Celestia said to Luna.

Luna smiled a worried grin. "We're bucked, dear sister."

The two looked at each other, silently came to the agreement to blame the thunderbirds, and teleported to the throne room. Discord was waiting, watching Fatewing's battle on a television he had summoned. It had his whole attention.

Fatewing hovered in midair, feeling a little insulted. He knew who it was he was facing of course. The largest thunderbird was their king, a creature near as old as he, named King Aurelias. The next largest was his favored son, Cumolos, who ruled the great hurricane regions. The smallest was the newest of the Thunder Lords, a young bird named Cirrius. He hadn't established a region of his own yet. Fatewing smiled, a grim grin that seemed to convey the promise of a swift death to all that opposed him.

"I have been tasked with asking you to leave peacefully, King Aurelias," the black alicorn stated. "But you and I both know that you won't even consider it. HE sent you here to destroy the Bearers, didn't He?"

"Indeed, Fatewing, you are correct," the king of all thunderbirds replied. "But you missed one thing. I was also asked to destroy you as well." His last word was punctuated with a combined blast of lightning and thunder from the three Thunder Lords. "Turn to ash, you ancient relic."

"Very well," Fatewing stated, arcs of electricity flowing off and around the silver barrier he had enacted. "I'll make this quick." Fatewing started to concentrate. The three Thunder Lords struck at him time and again, each blast, each attack, foiled by a barrier or from a simple side step. The blade of Fatewing's sword started to glow, the blade turning from iron grey to silver, to gold, to black, and finally too a threaded mix of the three. He opened his eyes, and his armor shown forth. His blade turned pure white, and he swung, an incantation flowing form his lips, "Greatness is the judge of us all. You are sentenced to DEATH!" A present of pure power surged out of his sword, following the sweep of the sword. It seemed to expand maybe three feet from him, growing from a ten foot arc to a four mile one. The beam met the thunderbirds in mid flap, and kept on right through. The size increase had not lessened the power in the swing, and the blast kept going. The Thunder Lords and their King fell from the heavens, their corpses crushing most of Ponyville. The blast finally stopped about a mile from where Discord had fought his battle, and detonated. The blast was great enough, that the displaced air was felt where Fatewing was hovering, nearly forty miles away. He sheathed his blade, looked down on his enemies, and teleported back to Cantorlot Castle, almost unfazed from the amount of power he had just used.

Chapter 3

The throne room was still. Not that this was unusual, as there were only four entities in it, but the reason was. Celestia, Luna, and Discord stood nearly stone still, shocked at the power that Fatewing had just unleashed. Never had they seen such a display, not even from when they had all worked together. Before any questions could be asked, the refugees from Ponyville started to arrive, Twilight and her friends at the head of the group. Twilight came trotting over, exhaustion written on her face, as well as on the face of every other pony.

"Are the thunderbirds gone?" she asked.

"Yes, Twilight, they're gone," Celestia said, her voice betraying none of the shock she had felt earlier. "They won't be bothering anypony ever again."

Discord chuckled. "Sunbutt left out the best part. They won't be bothering anypony ever again is because we- oof!" Luna smacked the Spirit of Chaos in the gut.

"We negotiated an ironclad treaty," Luna said to cover Discord. She didn't want for her sister to have to explain the necessity of battle to Twilight. "They left soon there after. Now, if you wonderful ponies will excuse me, I am going back to bed. It is still many hours until I must raise the moon." She nodded to each of the alicorns present and to Discord each once, and teleported herself upto her room.

Twilight looked at her mentor. "What should we do with everypony from Ponyville, Princess?" she asked. "They won't be able to go home."

Celestia looked down at her protege. She had already given orders to the guard and the staff in Cantorlot Castle. "The refugees were to be given rooms within the castle, family units to be kept together, otherwise one room for each pony. If there were not enough rooms within the castle, the guard had been issued royal decrees to take to the hotels close by. They are to donate rooms under the same provisions as the castle." She smiled, the picture of regality. "Once it is made clear around Ponyville, the royal masons and carpenters will begin to rebuild Ponyville."

Twilight gave a weary smile. Then she started to fall over. Her friends caught her before she could hit the ground, then looked at Celestia. She gave her student a worried scan, then smiled. "She's fine, girls,"she said. "She's just tired. If you would, will you take her upto her room? She can sleep peacefully there."

Rainbow Dash took point. "Of course we can," the tom-boy pony said. "We'll get her up there in ten seconds flat." The girls all groaned and then started taking Twilight upto her room.

Fatewing called out, "Ask her, when she wakes up, to come down to the Star Swirl the Bearded wing of the library. You guys come with her." The alicorn stallion, until that point ignored by the girls, turned and trotted off to where he told them to go. He slipped out of the throne room and closed the door behind him. The girls looked at each other, and shrugged. They went back to taking their exhausted friend to her bed for a much needed rest. Little did they realize that the rest was not so peaceful.

Twilight came to in a long, dimly lit, corridor. The material of the floor and walls seemed, well, immaterial. As if walking on solid nothing. Her mind processed this, along with what her eyes showed her. AT the end of the corridor, two beings were conversing. Well at first glance it seemed they were conversing. As Twilight drew closer, she could see the truth of the matter. The two beings were alicorns, and with a sickening glance, one was her. The other was tar black, with mane and tail of an angry flame. His, for it was a stallion, wings were outstretched. They were also flame, only instead of angry reds and yellows, they were blue. The older Twilight was being horridly tortured. The physical wounds weren't that extensive. They didn't need to be. The real torture was something that the younger Twilight knew was purely mental, but she could see it, the malice and evil of the visions rippling across the elder's mind down through the years to the younger's. The black alicorn was showing Twilight her worst fears. She watched as he destroyed everything she had ever loved. A lift of his wing set her library home on fire. A flash of light from his horn reduced her friends to dust, only for them to reform, dark mockeries of their former selves. Each vision was different, often different takes on the same things. But the purpose of each was clear to the younger Twilight. He was destroying her mind, twisting it into a similar nightmare as what his visions showed of her friends. He was turning her into a Nightmare. The younger Twilight saw each vision herself, filtered by the intervening years as they were, and knew that he would succeed. She looked up and gave a start. The evil alicorn was standing in front of her.

"I know who you are my dear," the stallion said. "And I know that you guess who I am. I am here to tell you that you're right. I am the great Darkness, the Void Within the Soul, Alicorn of Nightmares. I am the master of twisting the spirits of my enemies and turning them upon themselves. I am Chaos."

Twilight blanched. His each syllable was an assault on her mind. She knew that if he wanted to, he could turn the visions more totally against HER, turning her will to nothing. So what was stopping him?

"What do you want?" she whimpered, fear coloring her voice.

"Smart, good girl," Chaos said. "What I want is simple. Do not listen to what Fatewing will tell you. Do not seek what he will tell you to." He grinned. "Surrender, and I will not have to reduce everything you love to less than dust." He started to laugh threateningly, but suddenly stopped, his smile becoming a snarl, his laugh a growl.

"You will not get her, creature of Nightmares," a warm female voice said behind her, comforting night light flowing around her.

"Step away, Chaos," a similar but male voice commanded from the other side of her. An aura of pure power flowed around her, shielding her from the dark power that Chaos was exerting. The two sources of these voices stepped forward, putting their whole power between the evil alicorn and Twilight. Fatewing and Princess Luna stood before her, and she felt hope. She had known that Luna was the Mistress of Dreams, her job being to guide ponies through their worst nightmares, and learn what they must from them without succumbing to them. It made sense for Fatewing to be there, she realized, as he was supposedly the Guardian of the Unknown, and what was more unknown then a pony's private dreams? Once that thought passed her mind though, she thought it creepy. She was so absorbed with her celebration that she almost missed what came next. When she did recognize it, she immediately regretted it. Chaos was laughing again.

"The Lost Warrior and the Fallen Princess!" he howled in what was almost delight. He looked at Fatewing. "You couldn't beat me the last time we faced, even with the full might of the Aspects of Greatness at your disposal." He turned to Luna, his mocking grin growing wider, like a kid finding a lost toy. "And you are already so close to turning to my power that I scarcely need to even try." He turned around and walked back to the older Twilight's near corpse. "Besides, I'm done here with you three." He looked back at Twilight Sparkle. "Remember my warning dear." With that word, the dream started to fade. Luna took a quick look around and started to leave. Fatewing looked down on Twilight and helped her lay down.

"I will explain everything when you truly awake, Twilight," the alicorn said. "Til then, rest and know that you are safe here and now. I promise." He turned around, like Luna. Only he didn't leave, he stood sentinel. Twilight closed her eyes, and slept peacefully.

Chapter 4

Twilight woke with a start. She looked around, finding herself in her room in Cantorlot Castle. She was a little confused. "Was what had happened yesterday just a dream?" she asked herself, hopping out of bed. However, her feet met something that was not her floor. It was warm and furry. She gave another start, and jumped back up on her bed. But it was only one of her friends, Applejack. When she finally calmed down, she saw that Applejack wasn't the only one in the room. All of her friends were there, asleep, resting from their toils. Twilight Sparkle sat down, her head hung low. Yesterday had not been a dream. And that meant that her dream just now, had been real. She had met the enemy, and his name was Chaos. And he was more truly evil than anything they had ever faced before. Discord had been their most trying enemy, but he hadn't been really evil, so much as maliciously tricky. Nightmare Moon had been evil, but she had also been weakened from her imprisonment. Chrysalis had only wanted to feed her hive. Sombra had been the only adversary that had been anywhere close to this evil, and that powerful. And he didn't compare to the tar colored alicorn in her dreams. She shuddered a little thinking of him. 'Surrender, and I won't reduce all you love to less than dust,' he had said. She didn't want to hand her home over to such a monster. She looked at all of her friends, who had started to stir. But she didn't want to see if he could make good on his threat.

The rest of the Bearers got up. Applejack stretched up, Pinkie Pie as well only more resembling a cat as she did. Rarity woke, stretched her neck and went over to the mirror to take care of her hair. Fluttershy gave herself a little shake, then took off for the restroom. Rainbow Dash wasn't in the room, choosing to sleep on a cloud as per usual. She got up and flew into the room. After they were all more awake they checked up on Twilight. She was still sitting on her bed, but she was crying quietly. Everypony rushed forward, trying to comfort their friend.

"What's wrong, sugarcube?" Applejack asked, worry evident in her voice.

"What's wrong, dear?" Rarity asked, her voice soft.

"Did you have a bad dream?" Fluttershy murmured.

"Don't worry silly!" Pinkie Pie said, pulling Twilight into a surprise hug. "We'll chase those mean ol' nightmares away!"

"Yeah!" Rainbow Dash said. "No one makes my friends cry. Not even bad dreams."

Twilight started to shake. Her friends let go of her, looking worried, until she started to laugh. She was suddenly very happy, her fears forgotten, or at least suppressed. She kept laughing, truly glad that her friends cared so much for her. She finally quieted down, a smile plastered to her face. Her friends looked at her, small smiles of their own, and knew she was better. Suddenly, Applejack facehooved.

"That's right," she muttered. Then spoke up. "Twi, we were asked to tell ya' that that feller, Fatewing, wants to talk to us all. He wants us all to meet him in the Star Swirl the Bearded wing or somethin'."

"That's right," Rainbow Dash said. "And he looked all serious about it to."

"Thanks girls," Twilight said. She started getting everything around. She levitated her crown/Element onto her head, and then opened a specially enchanted safe. Out of it she pulled the other Elements of Harmony, and quickly gave them to her friends, each Element almost flying to its wielder on their own.

"What are we gonna need these for?" Rainbow Dash asked, as Loyalty secured itself around her neck. "We got bad guy butt to kick?"

Twilight laughed. Then she stopped and frowned a little. "Yes," she said. "I had a nightmare just now. In it, the pony that was responsible for the attack on our home told me to surrender."

"And you told him no, right Twi?" Applejack said. Honesty was secure around her throat as well.

"I didn't get the chance to say yes or no. But, in truth, I wanted to surrender," Twilight said, tears thick in her voice.

"Why?" Fluttershy asked, her voice reflecting the Kindness on her neck.

"Because..." Twilight started to cry, "Because he threatened to destroy all of you." Her tears fell in earnest. The thought of losing her friends was too much. Suddenly, sh was buried in a hug from all of her friends. She accepted the warmth.

"Silly Filly! You shouldn't worry about us," Pinkie Pie laughed. Laughter decorated her neck.

"Let us worry about you," Rarity said. Generosity glittered on her throat.

Twilight felt another tear leave her eye, only not one of fear but of gratitude. Her friends truly cared. She hugged them back. "But friends do worry fr each other after all," she said. "That's what makes them friends." Her Element, Magic, rested on her head. Suddenly, all of them started to glow, their power flowing. The girls did not find themselves taking their standard formation though. Instead, they felt as if a huge shield suddenly protected them. Twilight felt lighter, the fear and grieve from her dreams easing off of her, becoming but a memory. Each of the girls felt their worries vanishing, leaving only their friendship behind, it rapidly growing to fill the void left behind.

As suddenly as it had begun, the phenomenon ended. The feeling still remained though. They all took a step back and studied their Elements. They still held a small glow, but were otherwise as they always were.

"What in tarnation was that?" Applejack asked.

"I don't know," Twilight answered. "I've never heard of something like that before."

"It was your friendship," a male voice explained. "Made nearly tangible by the Elements of Harmony, giving the correct way to repair the damage that Chaos had inflicted." Fatewing walked into the room. He still looked as Twilight had last seen him, but something seemed off. With her Element still glowing slightly, she had a hard time looking away from the strange bracelet that he wore on his left foreleg.

"I came to check up on you all," the dark alicorn explained. "I was not expecting you all to have unlocked that particular aspect of your Elements."

"What do you mean 'that particular aspect' ?" Rainbow Dash asked, her eyes drawn to the helmet strapped to his side. "I thought that the Elements were just used for kicking bad guy butt."

"For the most part, they are," Fatewing replied. "But that is not their actual purpose. They were created to wield the true power of Harmony, of Friendship. The reason they work so well on most bad guys is that they are not in Harmony themselves."

"So what yer saying," Applejack tried to summarize, studying the earring Fatewing was wearing. "Is that the Elements of Harmony are just helping us better express our friendship?"

"Yes, and no," Fatewing clarified. "They allow you to wield your friendship in the best way for each situation. You have only ever used them as weapons against Disharmonious foes. They worked on Nightmare Moon because she was not at Harmony with herself. She questioned why she had to do what she was doing. They worked so well on Discord because he was the very Spirit of Disharmony. Not that he has found friendship, you would find the Elements all but useless against him. They also would have never worked against Sombra. He had come to accept what he was, and he didn't care. While evil, he was still at Harmony, both with himself and with his true weakness."

"So the Elements only work on people that aren't truly able to accept themselves?" Fluttershy asked quietly, her attention on Fatewing's boots.

"Yes, Fluttershy," Fatewing replied. "It also explains why just now, they helped to remove all of your negative worries. They were bringing their Bearers into Harmony." He sighed sadly. "They are, however, almost useless against the one who leads the newest threat though."

"Who is he and why are they useless?" Rarity questioned, her eyes not quite leaving the the ring Fatewing had on his horn.

"Oh, oh I know!" Pinkie Pie said, raising her hoof in the air. "He's a big ol' meany that knows he's evil. He's a Nightmare from a time before Equestria that was sealed away forever, but he somehow escaped and is trying to take ver everything with evil clones of the ponies and what nots that fight him," she took a deep breath, "Right?!" She smiled at Fatewing, eyeing his cloak.

"Sweety," Rarity began. "There is no way.."

"That's about right, Pinkie," Fatewing said.

"YAY!" Pinkie whooped.

Fatewing turned and left the room. Meet me in the library in about-" he suddenly stopped talking, his eyes going hard, wrath rolling off of his coat.Suddenly the girls felt it too. A cold, and almost evil feeling draft had blown in from the direction of, "LUNA!" Fatewing roared. He ran down the hall, putting on his helmet and drawing his sword as he went. His speed created a minor vacuum behind him, causing many paintings and statues to fall over as he went. The girls followed him, not near as fast, fearful of whatever was behind this weird feeling.

Chapter 5

They ran through many hallways, following the wreckage that Fatewing left behind. They had no idea where they were going until they passed the highly stylized moon.

"Why are we heading towards Princess Luna's room?" Fluttershy asked, just a little to quiet for anypony else to hear.

"Why are we going to Luna's room, Twi?" Applejack asked. "Wouldn't she be asleep right now? What with her bein' the Princess of the Night and whatnot."

"I don't know," Twilight replied, a sudden memory flashing through her mind making her cold. "But I can guess. And I hope I'm wrong." That statement froze her friends in their tracks for a second. Twilight hated being wrong. If what she guessed was so bad, did they want to find out the truth? They still followed their friend though, knowing that she was going to need them.

They rounded another corner to find Fatewing blasting Luna's bedroom doors to splinters. He charged in as soon as the dust settled, the Element Bearers on his heels. What they saw there made all of them freeze. There were three alicorns in the room before they got there. One was Princess Luna, somehow seeming younger and weaker than she had ever looked before. For some reason she was covering her cutie mark, an expression of pain and shame evident. The other alicorn mare was pitch black, as tall as Celestia, and was the subject of children's horror stories still. Somehow Nightmare Moon had her own body, and stood over Luna gloating. The third alicorn was unknown to five of the heroes, but was well known to Twilight and Fatewing. Twilight's face blanched, the blood draining out of it in total fear. Fatewing's face contorted in such a fit of rage, that his companions all took a step back. His mane and tail started to whip as if tossed in a storm, and his eyes and cutie mark started to shine with a fierce silver light. The rasp of his sword leaving its scabbard was the very whisper of death. Both of the alicorns that knew him understood now. Chaos had come. And he had his lieutenant. Nightmare Moon, and Chaos turned their attentions from Luna and faced the newcomers squarely.

"So the Elements of Harmony come to this weakling's rescue once more," Nightmare Moon sneered. "Too bad. I was starting to have fun." She kicked Luna hard, knocking the smaller alicorn over. She then dashed for the window and vanished through it as a cloud of vapor. Chaos chuckled.

"It really is too bad," the tar colored alicorn said. He faced Fatewing, the scene appearing as a twisted reflection. Certain obvious details allowed the Bearers to really tell the difference, but without them, they could be the same pony. Chaos's wings, mane and tail were all various colors of fire, and he had three horns. Fatewing's wings still looked like normal wings, but his power was flickering off of them, streamers of silver flame coming from both wingtips. His eyes were lost behind the silver light of his rage, and his mane and tail resembled a flag in a storm. Chaos turned to leave, only for Fatewing to attack him. Fatewing didn't get very far. Twilight and Rarity grabbed him with their magic. He struggled, his strength almost enough to break out by itself. But then he saw who was within his path of ruin and just stopped. Luna lied not five feet from him, weak and bleeding. He hung his head, a tear falling. Chaos chuckled, derision and scorn within it, and flew out the window.

"It seems that you have not heeded my warning, Twilight Sparkle!" the evil alicorn called as he faded. "So be it!"

Twilight rushed to Luna's side,tears of fear falling again, the light of her Element fading back to a standard crystal. Chaos knew she meant to fight him, and she simply knew that he would make good on his threat. But those were worries for another time. She started to scan Luna for serious wounds, calling each of her friends to action as she did.

"Applejack, we're going to have to move her to the infirmary."

"Fluttershy, see if you and Rarity can make some bandages from the curtains to bind this wound."

"Rainbow Dash, hurry to the nearest guard and tell them to get Princess Celestia."

"Pinkie Pie, try to keep her conscious, she may have a concussion."

"Fatewing," she stopped. "I think it's time for an explanation."

"You're right," Fatewing said, voice flat. "Get comfortable. I'll explain everything I can when Celestia and Discord get here. And we'll be here a while after."

Twilight turned away from Luna to glare at Fatewing. "I demand the explanation now. Princess Luna is laying wounded on the ground in front of you. If Rarity and I hadn't stopped you, you would have crushed her in your drive to kill Chaos," the young alicorn marched up to the dark stallion. "Explain what is going on NOW." Her friends looked at her. She didn't seem to notice, but she was glowing. The Element of Magic upon her head was the source of it. She had also used the Royal Cantorlot Voice, and the power behind it had blasted out the windows.

Fatewing looked chagrined. "You do deserve an explanation. But I want to make sure that my best friend's daughter is okay before I risk the lot of you trying to blast me to bits," he looked Twilight in the glowing eyes, his own matching the glare in both light and severity. "Is that alright with you, child?"

"Fatewing! Enough!" Celestia had finally arrived. "I will not have you talking to my student like that." The alabaster princess turned to the guards that had entered with her. "Take my sister to the infirmary. Have the healers examine her for anything truly serious, and begin treatment immediately. Keep at least ten guards posted around her room, another ten at the entrances to her floor and another five at the entrances to the healing wing in general. No one other than the healers and myself is to so much as look at the healing wing without having to get through you all."

"Yes Princess," the head guard saluted. He than began to give Celestia's orders out to the rest, Rainbow Dash coming back in shortly after they had left.

Twilight and Celestia turned to Fatewing. "Now start explaining, Fatewing," the Solar Princess commanded. "Or I will start interrogating."

Fatewing stood up from his slouch, and seemed even angrier than when he had charged down the hall. "Don't assume to threaten me Celestia," his voice was sharper than the blade he was levitating back into his sheath. "I am far older and stronger than you. I will give the explanation you all seem to want. But only after Discord gets here. For what I'm about to tell you is important to him as well." There was no compromise in the stallion's voice. The Fatewing that had joked with Twilight in the throne room was gone. At the same time this was not the Fatewing that had stood against Chaos in her nightmare either. This was a Fatewing that seemed in more ways than one, older and more dangerous than the rest. This was a warrior that had seen a lot of bloodshed, and still stood before them all.

They didn't have to wait very long, a mere five minutes. But when Discord did show up, he did not want to enter the powder keg that was the atmosphere. So the draconaquis entered silently, and sat the same.

"Now that everyone is ready," Fatewing began, some of the tension leaving his shoulders. "I can start my tale. Many of you will not believe a single word I utter. But I swear that everything I'm about to say is the Truth."

Applejack gave a small shout as her Element started to glow. The orange light passed over every pony, but somehow seemed to stick to Fatewing. "And now that I have a guarantee of Honesty, let's start."

Chapter 6

Fatewing summoned a journal looking book. At least it looked like that except for the size. Where a journal might be about two inches thick, this one was almost as thick as a novel. He addressed the group. "This is a tale of much darkness. You all know the tale of how you ponies found Equestria, and fled from the Windigoes. What you don't know is that was not your first center of civilization, nor is Equestria the first one where you all cooperated peacefully. This kingdom of the Two Sisters is actually the third great civilization of regular ponies." He opened the tome. "This is the history of the first. But I need to give you a brief prelude to it. Who knows an Origin story? On how the world was created?"

Twilight and Pinkie put up their hooves.

"Twilight," Fatewing chose. "What is your tale?"

"The 'tale' of science," she began. "This world was created when a passing object moved through the dust cloud before our whole solar system formed. The force allowed the cloud to condense then to form a star and various planets."

"That is both correct and not," Fatewing said. Twilight's jaw dropped. How could a statement be both right AND wrong?

"And your's, Pinkie Pie?" Fatewing asked.

"Well, alicorns made it didn't they?" the pink mare said. "I mean, if two of them control the sun and moon, then couldn't older and more powerful ones make the sun and moon?"

"Again, both right and yet not," Fatewing said. Pinkie smiled, sensing a real good story coming.

"This solar system was formed when an object passed through it. But that was not some random rock. It was actually a being. Who and what that being was is unknown, even to me. But that being did far more than form this system. It then populated this planet. Originally there were two species. One of them were the Angels, beings of pure light and creation. They were tasked with filling the rest of the world with life. The other species was a by product, a balance to the Angels. They were called Demons, and they were the darkness to the Angels' light, destruction to creation." Twilight was suddenly very interested. "Each of the two species realized that they could not undone what the other did completely. And such, created independent species each, one of three times they ever would directly create something rather than allow it to run its course. The Angels created the Alicorns, meant to help run the universe and prevent some of the chaos and destruction and perversion of the Demons. And the Demons, a truly rare occurrence, created the Dragons. These great wurms were not anymore the dragons of today than the ponies of today are alicorns. These beasts were engines of pure destruction, any one of them able to reduce a country to naught but ash. The Alicorns and the Dragons fought in the mortal world, each trying to ensure that their purpose remained, even as the Angels and Demons fought in the Æther, the twin wars reflecting each other. Finally, the Demons scored a major victory, disguised in a defeat, the Dragons reflecting this. Each of the two had stolen a powerful member of their enemy, at truly devastating cost. The Demons had taken the Angel then in charge of the sun's light, and had begun to pervert his body and mind, turning him into a twisted mockery of himself. The Dragons had captured the Alicorn of peace, trapped and tortured. The Dragons gave this Alicorn to their masters, who then began their own transformations of him. The demons attacked the Angels, along side their creations, while at a feast to celebrate their victory. The battles became truly bloody then, both side being annihilated by the other. The Alicorns and Dragons left the fight, their numbers barely a tenth of their original, and came to a form of peace. Together, the Alicorn of Magic, and the Dragon of the Void banished the Angels and Demons to two separate realms, unable to interact with each other or with the Material World. What they created were the realms of the afterlife, Heaven for the Angels, and Tartarus for the Demons. The Alicorns then abandoned a continent for the Dragons to raze and destroy as they pleased. The Dragons accepted the land, allowing the Alicorns to have their own land for creation. This is where our tale truly begins." Fluttershy raised her hoof.

"Yes?" Fatewing asked, a teacher to their student.

"Where did the original Being go?" the cream mare asked.

"No one, and I do mean no one, knows," he said. "Like I had stated earlier, no one even knows what type of Being it was."

"Continuing. What the Alicorns made was a great Kingdom of creation. They tended to the needs of the planet and to the inhabitants there of. Some were in charge of the heavenly bodies, some in the seasons. Some saw to the cycles of plants and others to animals. Then, one of the Alicorns in charge of the animals found a family of new beings. They resembled the Alicorns in most ways, but differed in several key ways. These beings were smaller in stature, and had three distinct subspecies. Some where stronger than the others and could easily care for the earth, but lacked a horn or wings. The Earth Ponies. Another had a horn and the use of magic, but lacked an alicorns strength or wings. The Unicorns. Then there were the winged ponies that could manipulate weather. They were the Pegasi. The Alicorns assimilated the smaller ponies into their culture. This was about 1000 years after the Great War of Creation. About five hundred years pass without major incident, at least until the discovery of another strange species. Unlike the ponies though, these beings were sitting in the throne room one day, their appearance as sudden as it was strange. Each of the ten were different, with the largest two introducing themselves as their king and queen. The male was named Havok and his wife was known as Pandomonium. They introduced their species as Draconiquis, entities of purest chaos, brought to this world by the magics that sepperated Heaven and Hell from the Material World. The chaos entities and the Alicorns could have lived happily enough, if a certain idiot had not attacked the king and queen within five minutes of seeing them."

"Who was the idiot?" Discord asked. "I want to meet him."

"You did," Fatewing said. "The idiot was the King of Alicorns, King Galactis. Celestia and Luna's father."

The response was unanimous. "WHAAAAT?!"

"Yeah," Fatewing chuckled. "The moron was still used to the war with the Dragons and just reacted. No harm was done, as Havok teleported out of the way, but it did start a war. The fighting lasted for centuries. Both species, the Draconiquis and the Alicorn were immortal. However, the respective subjects, the minotaurs and the ponies were not. After a horrible failure at assassination by yours truly, the Alicorns started to form a set of super weapons, called the Aspects of Greatness. A pony that personified each Aspect was in charge of creating them, their cutie marks acting as a guide. Unfortunately, nothing can be gained without sacrifice, and the price of the Aspects was the lives of the ponies that made them. Only one of the creators survived, for he was the only Alicorn that was involved. King Galactis and Queen Gaia decided that the survivor, me, would face King Havok and Queen Pandimonium in single combat, wielding these weapons. By then I had befriended the Draconiquis on a personal level. The only things that had kept the war going was the minotaurs' and the other creatures of chaos drive to annihilate the Alicorns. Neither Havok nor Pandimonium wanted to lose control of their subjects, for fear that they would be killed by them, like the rest of the ten had been. So they accepted the formal challenge, the price of defeat being death and the surrender of their forces. Before battle they had me adopt their then unborn son, and raise him." Fatewing looked at Discord pointedly. "He not only survived, he is sitting in this room now." Discord stood and bowed to everyone in the room. "I won, barely, and the forces of chaos were defeated. Before he had fallen though, Havok had warned me of a greater darkness to come. He warned me of the Demons, whom I had never faced. I was only about five hundred years old at the time and had not yet obtained my title as Knower of the Unknown yet. I took his warning, and Discord to Galactis, who had faced the ancient Demons before. I was granted custody of Discord, and was told to seek the old Knower. I had no idea where to look, and was told to find the accidental alicorn pony for advice. I found him, a brown earth pony that had inherited his Alicorn knight's powers over time, as well as an object with which to travel it. He took me to the castle that I would soon call my home, and talked with the Alicorn that guarded it. He told me the legend of the Demons, as well as the atrocity that had happened, when they had stolen one of us. He warned me that the Demons had aleady released him for destruction, for the sole purpose of undoing the Alicorns completely. The ponies were a symptom of this, the spark needed to allow an Alicorn to retain their true power removed somehow within the womb. Cutie marks were another, the Demons marking their enemies so as to estimate their strength. Shortly after those epiphanies, the old stallion died, passing his mantle to me. I rushed back to Galactis to warn him, only I was too late. Chaos had come and had razed the Capitol to the ground. Only he hadn't killed everypony. He had done something far worse. Chaos had once been the Alicorn of Peace and Harmony. He had been slowly, over the course of 1500 years, perverted into an abomination. The Demons had turned him into a weaker one of them. He was the Demon Alicorn of Dark Reflections. He had gained the power to take almost anypony's darkness within their hearts and bring it to this world in their own bodies. He did this with almost all of the citizens, Alicorn and pony alike, and had set that army upon their origins. Only six Alicorns had not had enough within them to create a copy. They were the Alicorns of Harmony, each one the fullest personification of the Elements of Harmony. They had unleashed their full power upon the ruins of the city, driving the copies out, but at the cost of their own lives. Their souls passed on, their power sealed within their favored jewelry, which now you all wear." The Bearers looked at their respective Elements, an expression of shock and awe on their faces. "I collected them as well as found Galactis and Gaia. They were the only ones left alive, their reason standing over them crying. The little fillies were Celestia and Luna. Gaia asked me to care for her daughters, as Galactis gave his girls a final smile and slept his final. I gave my affirmative, crying once more in what felt as many months. It had actually been about three hundred years. Time passes differently within my castle. I took Celestia, Luna and Discord back to the Castle of the Forgotten. I told them to stay there, I had something I had to do."

"What was it?" Flutershy asked, as Fatewing came to a stop.

"I had to find, and destroy Chaos. And find him I did. He was marching on the last settlement of ponies, his army blacking out the skies and the earth. I fought my way to the front, and found him waiting for me. We were still a full day from the town that would eventually be the same one from your Hearth Warming Eve story. I looked upon Chaos for the first time, rage and sudden fear hitting me like physical wounds. He resembled me in many ways, and I came to realize that I was his original form reborn. That filled me with fear. What filled me with such rage was who stood next to him, as well as what he had done." He smiled a sad little thing and allowed a tear to fall. "If I had been faster in getting to the castle and back to the Capitol, you three would of had a stepmother, helping me raise you. Chaos had taken my wife, brought forth her copy, and had killed the original himself. I learned this from him and I snapped. I remember what happened next very clearly. If what had happened was the most frightening show of rage you have seen, then know this. That was what remained after almost 9000 years of letting go. I waged full war on him and his forces, holding them where they were for almost five hundred years, Discord, Luna and Celestia did not age through this time, stuck in a stasis bubble zone for it. I stained the crystals on that hill red for all eternity with the full blood of that force. The last to fall before my rage, was the shadow of my wife. Finally, I faced Chaos. He was leery of me, and I was exhausted. We clashed, twin gods set to end the world. We fought one another for almost a month, when finally I gained the upper hoof. The Aspects of Greatness had connected with the Elements of Harmony, seeing their common enemy before them. Their power filled me and I released it. But Chaos was prepared. He countered the power enough that it didn't destroy him. Instead, it trapped him within the crystals of the hill, burying his essence and body under the blood of his army, miles below the surface of the earth. I then sank the whole crystal structure under the ground further. All but one. In her death throes, the shadow of my wife had returned to her light. I formed her body and soul into a crystal heart, and left it shining within the frozen wastes. I returned to the children that I had been given responsibility of. I raised them and then sent them on their own journey when they were ready. The rest is history." He came to an end. "Any questions?"

Twilight raised her hoof. "How old are you, Fatewing?"

Fatewing smiled. "I'm roughly 10500 years in age."

After that things got real quiet. Then Applejack asked the real question. "What does this have to do with us though? I mean, you already said the Elements of Harmony are useless against him, an' I doubt the Crystal Heart is anymore of a help. So what can we do?"

Fatewing gave another small smile. "Applejack, have you been able to look away from my earring throughout most of this conversation?" Applejack caught herself, finally realizing and shook her head, both to clear it and to answer. "Each of the Element Bearers are an anomaly made truth. For not only are you the true bearers of those Elements but are also destined to bear the Aspects of Greatness, at least all but one. I must send you, the Alicorns of Harmony reborn, upon a quest to claim the Aspects of Greatness for yourselves. I will also be sending Discord, Celestia and Luna on their own quest."

"Why can't you just give us the Aspects?" Rainbow Dash said, finally catching the fact that she was staring at his helmet again. "I mean it seems that they're already here."

"Indeed they are here," Fatewing replied. "In fact each of you have been staring at the one you're meant to wield since before Luna's incident. However, none of you are ready for them. They cannot be given, only earned."

"What do you mean earned?" Rarity asked, suspicious from his tale.

"Simple," he responded. "The sacrifice was your homes. Now each aspect will have a trial for you, to test if you are worthy. Succeed and they're all yours. Fail and you may die." He turned to the two immortals in the room. "I would like to talk to you two alone." His horn flashed silver, and they were gone.

Chapter 7

The three immortal beings rematerialized in Celestia's bedchambers. Fatewing, showing the first signs of fatigue from the energy he had wielded today, fell into one of the chairs.

"Like I said before," the ancient alicorn began, "I have a task for each of you. Luna as well."

"What is it?" Celestia said. "What could be so important that you would tear me from my ponies in what could be their darkest times?"

"Actually, Celestia, I would have you and your sister staying here," the stallion said. "I need you to moniter the barriors of Equestria, looking for areas where life is, but where your mind won't travel."

"What do you mean?" she replied.

"In those areas, Chaos has already struck," Fatewing explained. "The occupants are alive, but are no longer your subjects. Your mind will not be able to pierce these areas, having lost their foothold. I will also need Luna to moniter the dreamscape very carefully. The Nightmares will have gained in power significantly, and she will need to be wary of them." He turned to Discord. "I need you, godson, to travel to the final location of where the girls are going. Your trial is located there, and unlike theirs, I can tell you what to expect."

"What is there?" Discord asked, tea appearing in his hand. "And where is it?"

"Your trial is located about three days south of my castle," Fatewing told him. "And it is the 'grave site' of your parents." Discord spit his tea all over the place.

"What do you mean, grave site?" Discord said. "My race evaporates into pure chaotic energy when we die. There would be no grave."

"You're right," Fatewing said. "Yet the girls kept a gravesite for you when they killed you, didn't they?"

"But they didn't..." Discord's eyes went wide. "You didn't."

"But I did," the dark alicorn replied. "They are currently locked in stone, much as you were all those years. The major difference, is that a little bit of disharmony in front of them would not have released them. I set their prisons to release only if a being of pure chaos were to strike each with energy."

"So let me get this straight," Discord said, twisting himself into knots. " You want me to find my parents' statues," one part came free, "channel pure chaotic energy," another popped loose, "and free them by blasting them?" He was entirely unknotted. "Have you lost it?"

"Nope," Fatewing said. "They are some of our best chances to beat Him. If you convince them to help, we might actually live, instead of each of us being either dead or turned."

That sobered everyone up. The thought of any in the room going truely evil was frightening. They sat like that for a while, before Fatewing finally rose to his hooves.

"I'm going to prepare the sites of the girls' trials. If you'll excuse me," he said turning to walk out.

"Wait, Fatewing," Celestia called. "When you told the girls that their trials could kill them, were you being serious?"

"As a heart attack," the ancient alicorn replied. He left Celestia's chambers, his head held low. He heard the pop of Discord leaving for his quest, not realizing the Fatewing was still holding some information back. Fatewing went to the library, found a dark, quiet corner, cast an illusion to mask his pressence, and started to weep. There so much that he wanted to tell them. He wanted to scream the specifics of each trial from the hills, so that the girls wouldn't face the chance of death. He wanted to tell his godson of the guardians set by Chaos over his parents' statues, he wanted to tell Celestia the reason why she must not try too hard to pierce those dark areas of her control. So much that he wanted to say, but he could not. Not without upseting the balance of power that kept Chaos from assaulting them directly. One word. That was all Fatewing had to say in order to allow his evil counterpart to really flex his power. Fatewing's involvment in the earlier battles, and his explanations had already allowed Chaos to gain truely terrifying allies. Nightmare Moon and the thunderbirds were only a beginning. Fatewing wiped his tears and dispelled the illusion. It was time to move out.

The girls had each gone their sepperate ways, packing gear they thought might be useful for the upcoming trials. Twilight had scoured various libraries, hoping to find more combat based spells than telekinesis and a magic blast. She bought a few, intent on studying them during her journey. Applejack, ever resourceful, had decided to stock up their food supplies, as well as get herself some armor. Pinkie Pie, in classic Pinkie Pie fashion, had decided to break various laws of physics and brought her party cannon and other party goods. Rainbow Dash packed lightly, mostly things that would help her scout out their path if she needed to. Fluttershy had packed various herbs and other first aid supplies. Rarity had packed cold weather clothes for her and her friends, that were both functional and of course, fashionable. Twilight and Spike were arguing over whether or not he could go.

"Twi, I can handle myself," the young drake was saying. "And what if you need to send Celestia a letter, or if she needs to send you one? What if-?"

"Enough, Spike," the lavander alicorn said. "I said you're not going. From what I can gather and infer, it's the furthest thing from safe. I also figured out the spell that Celestia uses with her letters to send them to you and to recieve them. I will send them whenever I can."

"But," Spike began.

"No buts" Twilight said.

"Which will be rarely," Fatewing said behind her, appearing from nowhere. The girls and Spike all jumped out of their skins, exclaiming loudly at the surprise. "It's time I told you where you will start your journey. Tonight, find the Great Bear constillation. Follow its northmost claw until you hit the borders of Equestria. There you should find a cottage. Its inhabitant will tell you the rest." He turned to leave.

"Who is it?" Twilight asked.

"Someone that none of you have met, but a few could identify on sight." He finished and took off. His speed was intense. The mach cone started to form almost instantly, and then burst in less than a second. A explosion of black and gold trailed behind him as he rocketed off.

"Remind me to challenge him to a race next time," Rainbow Dash said.

"Fifty bits says he'll leave you so far in the dust, that he'll beat the sound of the startcall to the finish," Applejack said, goading in good nature.

"I'll take that bet," the cyan pegaseus replied. "Though, I'm almost tempted to say you're right. I've never seen such speed before."

"He is an alicorn," Twilight stated. "An ancient one too."

The girls all parted ways, finishing their preparations, and catching some sleep. Little did they know that there was more than five alicorns in Cantorlot at the time. A dark mist lingered a little longer, unseen and unsensed, than streamed away.

"They leave their little city this night," Nightmare Moon said to Chaos. "The Elder One told them to follow the Great Bear's claw tonight, until the borders."

"And thus the Fourth Great War begins," the evil alicorn said. He turned to a dark crystal mirror, hanging behind him in his throne room. He started chanting, the words so old and evil that Nightmare Moon started to worry for her sanity.

"I don't understand, my King," she said, her voice acting as a barrior against the dark magic. "Why don't you attack now, while their defenses are weak and unprepared?"

"Because of the Laws of Balance," Chaos explained. "It is for a similar reason that you could not usurp the moon entirely from Luna. Unless Their forces gain an ally to equal yourself, perfectly, you cannot release your full power. Unless Fatewing interveres, I cannot directly intervere."

"What about when you came for me?" Nightmare Moon asked, sultry tones easily heard. "Was that not directly intervering?"

"Yes it was," the tar black alicorn said. "And I could only do that because he directly assisted on the field of battle against the Thunder Lords."

"How did he defeat them so easily?" the dark mare pondered. "They were of such power that even I would loath to face them alone, one on one. He defeated the three most powerful with almost cotemptous ease."

"Because it was easy," Chaos explained. "He was the sole survivor amongst the creators of the Aspects of Greatness, items of such power, that they defy the Laws of Balance. They do this by being in Balance. They are beholden to neither good nor evil, law nor chaos. They are each an embodiment of traits that define a great warrior. Until this century, he was their only wielder. Against such Power, even my armies of old were but dust in the wind, except for their numbers."

"Could YOU wield them?" Nightmare Moon asked, excitment barely contained.

"No," Chaos replied. "He saw to that. I could only wield them if there are no better qualified wielders alive."

"And thus the plans," Nightmare Moon said.

"Not until they reach the old mage's cottage," Chaos said. "Then I may add my own element to each trial." He suddenly grinned wide. "And I know which trial will occur and in which order. The Balance works against him." He started to laugh, a sound so cold and evil, that Nightmare Moon took a step back, before joining him. Beneath them, an army of darkness added their own laughter. If they had been listning, they might have heard answering laughter from the dark mirror. Chaos heard, and his laughter only grew. He quieted long enough to add, "And then shall we see what they are made of," before resuming his maniacal laughter.

Chapter 8

Each of the friends slept later that day, aiming to leave around 10pm that night, so to avoid any unneeded attention. Unfortunately, their Elements and the Aspects, decided to twist fate. With a flash of light around each's head the color of the Element, their dreams changed.

Pinkie Pie hopped around, aware that she was in a dream and not caring. She was throwing a party, same as always, when she felt something off. She couldn't explain, it wasn't her Pinkie Sense, and it felt wrong. She looked around at her party, and found what was wrong. All of the guest had vanished, leaving only one pony there. She didn't know why, but that pony scared her. Still this was her party, and this was somepony new.

"Hi!" Pinkie called out, trotting over to the stranger. "I'm Pinkie Pie! What's your name?"

"You know me very well, Pinkie," the stranger said, her voice somehow the same as Pinkie's and yet not. Pinkie decided to look a little closer, and, upon finishing her inspection, recoiled in fear. The other pony looked almost exactly like her, except that her mane and tail were completely straight, and the ends were a blood red. The Not-Pinkie, turnd around, and revealed her most frightening feature. Above her too wide smile, were eyes that were almost all black. Only blue irises broke the field of darkness. "After all, I'm the real you."

"No you're not," Pinkie said, false humor in her voice, which cracked under her fear. "I'm the real me."

"Only half right," the Dark Pinkie said. "You are the Pinkie Pie that is released into the world, the one that is seen. I am the darkness, the evil that you harbor within your heart. The voice that you try to ignore or tune out that wonders what a pony's insides look like."

"You're wrong!" Pinkie Pie yelled, turning to run, only to find herself staring into those black orbs.

"You can't run from yourself," Dark Pinkie whispered, before those evil eyes widened in fear.

"BEGONE FOUL EVIL," a very large voice said, laughter evident in the female timber of it. "IT IS NOT TIME FOR THIS TRIAL."

"She will have to face me eventually," the dark mare said, fading into shadow. "And as she is, she will become mine." The shadows completely enveloped the evil Pinkie, and she was gone.

"Thank you strange voice!" Pinkie Pie said turning. "She really...scared...me..." Pinkie Pie fell silent, awe on her face. The source of the voice was another pony. It looked kinda like her, but again it was not. This was an alicorn, wearing a green cape with a gold balloon shaped clasp.

"Who are YOU?" Pinkie asked surprised.

"ALL THINGS COME TO THOSE WHO WAIT," the alicorn mare replied, revealing herself as the source of the large voice. "BUT FOR NOW, SLEEP..." The mare drew and released a breathe, and Pinkie saw no more.

Applejack was resting beneath the zap apple tree on her ranch, catching a quick catnapp before returning to harvesting. She was just about asleep when she smelled something weird. If she wasn't aware of the safety measures that her family had installed, she would of said it was fire. She followed her nose to the source only to start charging forward. Her home and barn were on fire! She ran for the well, thinking to go in to safe some pony, only to find that even it was on fire.

"Isn't it beautiful?" a mean prissy female voice asked. Applejack looked back behind her, only to turn around in shock. The pony behind her, looked a lot like her, and yet didn't. Her coat was too fierce a yellow, her mane and tail a fiery orange.

"I find that fire is the best way to express something," the strange mare continued. "What better way to say 'I love you all' than to set everything they love, and themselves, ablaze?" The obviously psychotic mare stared at the flames a little while, as Applejack studied the stranger closer. She finally got to the eyes, and drew back in fear. What she had thought was just a reflection of the conflagration befallen her home was not a reflection. The eyes of this strange pony were fire, somehow contained within the eye sockets.

"Who are you?" AJ finally asked. "I ain't ever seen anypony with eyes like yours."

"Why silly girl," the mare said. "I'm you. Your friends have seen these very eyes whenever you get passionate about anything. Those feelings deep inside, of burning all of your past behind you to ash, and starting over? That fire that's in your belly? That's all me." The mare finally looked away from the fire and looked at AJ, head cocked to the side. "I'm the real you."

"LIAR!" AJ shouted, the first statement she ever made that she wasn't sure to be honest. She knew of the darkness that this mare was bringing up, but that wasn't the real her, was it?

"Oh, you only wish," the mare said, then she suddenly went quiet. AJ felt another source of heat at her back, but this wasn't like the fire that consumed her home. This one felt like a hearth fire, warm and inviting.

"BEGONE, PARASITE OF THE DARK," a huge, powerful male voice said. "TROUBLE HER NO LONGER THIS NIGHT."

"She will have to face me for real some day," the fiery mare stated, before fading in the angry orange light. "And I WILL finally be free."

"NOT THIS NIGHT," the voice replied. "NOW LOOK AT ME APPLEJACK."

AJ looked behind and had to blink a few times in order to make sure she was seeing this right. An alicorn stallion was standing there, his appearance some how similar in all ways to Applejack's. He wore an earring with a topaz apple set in it.

"Who in all of tarnation are you?" Applejack asked, after finding her voice again.

"WHEN YOU ARE READY TO TRULY KNOW THAT, I WILL TELL YOU," the stallion said, revealing himself as the source of the huge voice. "UNTIL THEN, SLEEP." He drew in a deep breath, and released it at AJ. She immediately fell into a peaceful dreamless slumber.

Rainbow Dash was living her dream. She was challenging the head of the Wonderbolts to a race. If she won, crossing the finish line nearly ten miles away, before Spitfire, she would be given immediate acceptance into the Wonderbolts. If she lost, as unlikely as that was she would be forced to re attend Flight School. She was at the starting line when she felt a chill run up her spine. This wasn't the chill of excitement though. This felt like fear. She looked at Spitfire, only to do a double take. The fiery mare she was suppose to be racing was gone. Instead, Rainbow Dash could of sworn that she was staring at herself in her old Shadowbolts costume. The eyes are what let her know that this wasn't a reflection. Instead of her rose irises, this pony's eyes were a uniform ruby red. There were no whites or a pupil. Only a cold, hard red.

"What's the matter, coward?" the dark costumed mare said. "Afraid to race a Shadow?"

"Who are you?" Rainbow Dash asked. "And who do you think you're calling coward?"

"The answer to both questions is the same, wimp," the doppelganger said. "You. You're only loyal when it's easy to you. When you know you'll succeed, or that if you did back down it would look bad for you. I at least don't hide the fact that I don't want to help them at all. I take great joy, true joy, at seeing my 'friends' hurt because I didn't help them."

"I'm not like that," Rainbow Dash said. "And I know that I'm nothing like you."

"Oh, but you are," Shadow Dash said. "At least deep down. Where the darkest corners of your heart lie, where there are no lies to cover the truth. I'm the voice that whispers deep down 'safe yourself, forget these losers.' You're so afraid that someone will find out that you're only loyal to yourself, that even your dream situation is you cheating past the entrance exams for the Wonderdolts."

"No it's not!" Rainbow Dash yelled angrily. But then she stopped and looked at the situation closer. She was cheating past the exams wasn't she? After all, she had failed out of Wonderbolts Boot Camp, because she couldn't be loyal to her wingmare, or the rules of the camp. Maybe this mare was right, maybe she was only loyal when it was easy.

"DON'T THINK THAT FOR A SECOND," a huge voice called from behind her, a prism shining from the same direction. "I KNOW YOU BETTER THAN THAT. BEGONE POISONER OF HEARTS. TONIGHT IS NOT THE TIME."

"She WILL face me in truth someday," the dark pegaseus said in parting, a shadow trail in her flight wake. "And she will be mine."

"BUT NOT TONIGHT," the voice said. "LOOK AT ME RAINBOW DASH."

She turned, and the sight waiting for her was not what she expected. There was an alicorn mare standing there, majestic as could be. She resembled Rainbow Dash, all the way down to her rainbow tail and mane. The alicorn wore a gold helmet with a lightning bolt etched into it.

"WHEN NEXT WE MEET," the mare said to the awestruck Rainbow Dash. "WILL YOU BE READY? DON'T ANSWER RIGHT NOW. FOR NOW, SLEEP." The mare took a deep breath and released it at Rainbow Dash. She then fell into a deep, dreamless slumber.

Fluttershy was in her cottage. She was looking for Angel Bunny, hoping to get him to take some medicine. She went out to the yard, noticing something strange. None of her animal friends were there. She went to her shed, thinking that maybe one or two of the squirrel families might know where they went. She opened the door into something straight from a horror movie. The room was somehow much larger than her shed. The walls were still wooden, though what type could not be determined, covered with blood as they were. At an examiner's table, there was a pegaseus, surrounded by the corpses of animals, torn to shreds. Angel Bunny's corpse was on the table, the pegaseus slowly peeling his skin off.

"Nothing felt as good as finally killing that stupid rabbit," the dark mare said. She turned to Fluuttershy, who let out a little shriek of fear. The mare looked like her, except for the eyes. While Fluttershy's were a pleasant blue, this stranger's eyes were a flat blue. And they shed constant tears of blood. "He was always treating us with disrespect, and was more rude to everyone than even I could be."

"Wh-wh-who are you?" Fluttershy whispered, fear and sadness coloring and breaking her voice.

"I am the darkness in your heart. I was let out twice before. Once when Discord worked his magic on us and then when Iron Will gave us those lessons. Unfortunately, you were able to get me back in this box before I could really have any fun with our animal friends." The Nightmare Pegaseus licked the blood from her knife. "As for my name, I am Shadowshy. I am all of your malice, the shadow that you hide when others are walking all over you." She then pointed her blade at Fluttershy. "I look forward to the day YOU'LL be under this."

Fluttershy started to cry with fear. She then felt a warm presence at her side, shielding her from the darkness. She felt the outer edges of a great power being directed at Shadowshy, who seemed to have frozen in midstride.

"BE SILENT NOW, DARK CREATURE," a massive, yet kind voice said. "SHE IS NOT READY TO FACE YOU IN TRUTH JUST YET."

"She'll have to be soon," Shadowshy said, The Stare in her eyes, but it being somehow blocked. "And when she does, she will be on my table as my new toy. HE promised me."

"I KNOW HIS PROMISE, DARK FOOL,"the voice replied, the strength of The Stare somehow magnified and directed at the Nightmare. "AND I WILL NEVER ALLOW IT. BEGONE, AND DO NOT RETURN."

The dark mare suddenly gasped, before being wrapped in chains and locked in the shed. Fluttershy found herself outside of it, wondering where that voice was from.

"I AM HERE, DEAR CHILD," the voice said from behind her. "TURN AROUND."

Fluttershy turned to look at the speaker. There, right where she said she was, was an alicorn of magnificent beauty. Her pale pink mane and tail flowed in an ethereal wind, wearing shiny silver boots.

"NOW IS NOT RELlLY THE TIME FOR INTRODUCTIONS I'M AFRAID. SLEEP AND KNOW THAT SHE WILL NOT DISTURB YOU FOR WHILE." The mare took a deep breath and released it towards Fluttershy. The cream colored pegaseus curled up and slipped into a deep sleep.

Rarity was busy working on a major new dress. She could sense she was dreaming, a new design being born, so she began the meditation that would imprint the dress idea into her conscience mind. But as she started, she sensed a shift. The dress before horribly changed in every way. The colors inverted, the beautiful powder blue turning blood red, the purple trim turning a poisonous green. The material even changed. The soft velvet grew rougher, taking on the consistency of skin. When the garment started to suddenly rip and scream, Rarity started to scream in fear. Just as suddenly, everything returned to normal. Her fear was still sharp as her scissors, when she heard cruel laughter coming from behind her.

"AHAHAHA!" a mare's cruel laugh went. "I never dreamed that this would be so much fun!" Rarity turned to look at the mare, only to double take. The mare was an inverted version of herself. The white coat replaced with black, the purple mane and tail changed to a moss green. Most disturbing were the eyes. They were not inverted in color, as the rest had been. They were an evil red, glowing with the light of an inner evil. Right now they shone with a special cruelty.

"Who in Celestia's name are you?" Rarity asked the mare. "I've never seen a pony quite like you."

"Ah, dearie, have you really forgotten me so easily?" the mare replied. "I mean, I was your go to mare for quips against the upper crust after all. I am the darkness in your heart. While you take pleasure in watching others smile, I take pleasure in watching them cry, preferably from something I had said to them. My name is Cruelty."

"What utter nonsense," Rarity said. "I would never take pleasure from a pony's tears, even in the deepest part of my heart." Rarity glared at the mare. "So stop trying to scare me."

"Scare you?" Cruelty said. "No, if I had wanted to scare you, there were several thousand things I could have done beyond changing that dress." The dark mare's horn started to glow, the magic aura the same color as Rarity's. "I could have had that dress enfold you," the image appeared in Rarity's mind, "or shown you the process of where the skin came from," a skinned Sweetie Belle appeared and disappeared in a flash, "and many others beside." She walked closer to the shell shocked Rarity. "But instead, I've come to really test you mettle."

"BACK AWAY, FOUL THING," a voice, sounding like church bells right behind Rarity, commanded. "THIS NEITHER THE TIME NOR PLACE FOR THIS MATCH."

"I know, darling," Cruelty sneered. "I was merely introducing myself. Isn't that what proper ladies do?" Cruelty started to laugh derisively.

"YOU HAVE NEVER BEEN A PROPER LADY. YOU ARE BUT THE SHADOW THAT FOLLOWS," the voice replied. "BEGONE."

"I'm going," Cruelty flipped her mane as she walked out the door. "But she will face me again someday." With the last word, Cruelty slammed the door.

"I'M SORRY, RARITY," the voice said. "I WAS HOPING THAT YOU WOULD NEVER MEET THAT NIGHTMARE."

Rarity turned to face the voice, only to drop her jaw. Before her eyes was quite probably the most beautiful alicorn mare she had ever seen. All of the grace of every noble mare seemed distilled and concentrated into this one mare. All of the beauty of the three alicorn princesses seemed to have found the same vessel. The mystery mare wore a horn ring with a diamond in it.

The mare laughed, a pleasing sound. "I MUST ASK YOUR FORGIVENESS, BUT I WILL NOT BE REVEALING MY NAME TO YOU. HOPEFULLY SOON YOU WILL BE ABLE TO GUESS IT FOR YOURSELF. FOR NOW THOUGH, SLEEEEP..." The mare took a deep breath and released as a cloud of dust and mist at Rarity. The white unicorn found herself drifting into a dreamless slumber.

The six friends all woke near the deadline they had set. Rarity, Fluttershy, Applejack, and Rainbow Dash had the strangest feeling that they were forgetting something. Something important and dangerous. But for the life of them they could not remember. But Pinkie Pie did. She was well acquainted with the dark mare within her. She had thought that she had died, especially when she didn't appear after the Mirror Lake incident. But somehow she had returned, and Pinkie was not going to allow her to hurt her friends. Not in this world. She walked with her friends, her thoughts a more chaotic mess then normal, trying to figure out how to contain the evil within her.

"Are you alrigh' sugarcube?" Applejack asked.

"Of course AJ!" Pinkie lied. " What would make you think I'm not?"

"You're walking," Rainbow Dash replied. "Normally, you'd be bouncing at the idea of meeting new ponies."

"Oh don't worry about me, silly billies," Pinkie said. "I just didn't sleep well."

"Alrigh'," Applejack replied. "But if there's anything wrong just let us know. We are your friends after all." Applejack walked away after patting Pinkie Pie on the shoulder.

"That's what I'm worried about," Pinkie whispered to herself. "She always targets my friends first."

Author's Note

I am SO sorry for the long wait. Inspiration and time have been an all time premium laely. I promise to try a little harder though.