Shadow's Flare

by MrAlterad

Rating: everyone
Tags: Original Character, Trixie, Queen Chrysalis, Adventure, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Nightmare Moon
Length: 38018

Trixie works to break a curse of eternal slumber cast over Equestria, with some unexpected help from a former enemy.

'By Shadow's Flare, dreams swallowed in Nightmare.'

Eternal night, unwaking slumber.
When everypony in Equestria is trapped within their own nightmares, it's up to one pony to save them.
Okay, one pony, and a changeling queen ... and maybe a former enemy. And also a baby dragon, as well as a shy filly?
No, wait-
There's only one pony to save them! A pony who will dive into her friends worst nightmares without even batting an eye! A pony that'll uncover ancient secrets in order to end this eternal night!
Who is this pony, you may ask? Why, none other then The Great and Powerful Trixie~!
Rest assured, Equestria is in good hooves.

Thanks to Cloureed for the cover, as always~!
Set in the Trio-verse, an AU where Celestia was banished, and Luna took up Sunset, Trixie and Twilight as her students. Recommend reading Luna's Protégé and Midnight's Radiance first.

Published 2015-05-31 18:40:02 UTC
Last updated 2015-08-02 20:58:37 UTC

1. New Nightmare

She was having a dream. One that was longer than any she could ever recall. At least, she felt that was the case, for as she began to stir she could already feel the traces of the dream fading away. And though she tried to grasp at the fragments, they simply slipped by her hooves and vanished. Her heart ached as she saw those fragments slip away, but she steeled herself as she looked towards an approaching light. A warm, blue light, that was guiding her out of the darkness of that long dream. And after casting a brief glance back, she left the darkness behind her, and Trixie Lulamoon awoke.

“-go, see if you can find any other of Luna's students.” A familiar voice commanded, prompting Trixie to let out a groggy groan as she tried to look to its source.

“Yes, Your Highness!” Another voice let out, followed by the sound of its owner departing from Trixie's carriage. Trixie's body ached as she turned to the tall figure standing close to her bed. She then rubbed her eyes, thinking that she was still asleep, as she saw that it was the queen of the changelings in her carriage.

“Chrys ... why are you in my- Why are you in Trixie's bedroom?” She asked, then winced as she put a hoof to her forehead. Her mind not quite awake, she failed to pick up on the oddity of the situation as she looked to Chrysalis, her eyes half open. “Ugh, please tell Trixie it doesn't involve cider and a long night of regret.” Oh horseapples. I can't recall what I was doing last night... She thought, still looking to Chrysalis with half-open eyes, who was a little taken aback by her words, but quickly collected herself.

“Despite my curiosity, what you do with your free time doesn't concern me, Trixie.” Chrysalis stated as she shook her head, “Get moving. We need to save Equestria.” She stated, and Trixie looked at her for a moment before slowly nodding her head.

“Sounds good, how about breakfast first-” Wait. Trixie thought as she attempted to alleviate her headache. Waaiiit. Something's not right about this. Let's see, Chrysalis is in my home. And, she's asking- No, telling me, me, that we need to save Equestria? She looked to the changeling queen, who was standing next to the bed with a very impatient look on her face. “Is this real?” Trixie asked, which only made Chrysalis's brow furrow further. Trixie adopted a sheepish smile as she then added, “So, breakfast first?”

“Well, everypony in Equestria's been out cold for a week, but sure, have breakfast. I suppose the most important meal of the day is also more important than waking everypony up.” Chrysalis stated snidely, making Trixie blink slowly again.

“You don't need to be mean about it.” Trixie mumbled as she shuffled past Chrysalis, who was slowly turning a shade of red.

“Trixie! You're not even hungry!”

Well, that's weird, she's right. How'd she know? Trixie wondered as she looked to Chrysalis, who was looking over her for a second before letting out a long, heated sigh.

“You're clearly not a 'morning' pony.” She stated, with Trixie offering no argument against her. “Fine. Hurry and do whatever you need to get going, we have a lot of work ahead of us.” She said, and Trixie gave her a small nod in gratitude, her mind slowly winding up from the odd encounter.

“Save Equestria...” Trixie mumbled as she moved from her bed, shuffling around the large changeling to reach the mirror in her 'kitchen'. She was a little confused that it was still dark out, and that the lamp wasn't lighting when she willed it. Looking to the offending object, her morning grogginess shifting towards frustration as she tried turning it on again. Her frustration shifted towards confusion when she finally noticed that it wasn't the lamp, but her magic that wasn't working. “Hey Chrys, did you do something to Trixie's magic?”

“Oh, now you want to ask pertinent questions?” Chrysalis replied as she rolled her eyes, “I suppose I can indulge you, not like I have better things I could be doing.” She stated as she looked to Trixie, “It's a side affect of waking you up, I suppose.”

“Waking Trixie up? You suppose?” She asked, barely recalling what Chrysalis said concerning everypony being asleep. “Wait. So, everypony in Equestria is asleep?”

“That's what I've been saying! Everypony but you.”

“But Trixie...” But what does that make- Oh. Right. I guess it's different for changelings. She thought as the last traces of a week-long-sleep's worth of grogginess finally dissipated. Her eyes widened, her mind starting to pick up its pace as the gravity of the situation dawned on her. Asleep, for a week? Everypony!? Trixie looked to Chrysalis with a distressed look on her face, “What's going on, where's Luna?” And how am I suppose to help without magic!? She wondered as she glanced out the window, seeing Canterlot blanketed in a moonlit night.

“One thing at a time,” Chrysalis said calmly as she placed a hoof up, “Now, a little over a week ago, the sun didn't rise when it should have.” She said as she gave Trixie a somber look, “Which has caused no end of complications.”

“The sun...” Trixie said as another worry was added to a growing pile. “Why isn't it cold, shouldn't it be freezing?” She asked, and Chrysalis gave her a slightly pained expression as she shrugged.

“Whatever magic that's been cast on the ponies seems to also affect their land. Equestria is, simply put, asleep, which is lucky for you, I guess.” She said as she looked away from Trixie, concealing her face. “The badlands, they've become snow ridden.” She stated as she rubbed her hoof into the ground, the wooden boards creaking in protest. “We had to abandon our home." She added as she eased up on the floor. "I, I'm truly hoping it'll recover when this matter is taken care of.” She finished, and Trixie's brow furrowed, her own anxiety fading as she approached the changeling.

“Well, you clearly have something in mind,” Trixie started as she placed a reassuring hoof on Chrysalis's shoulder, “So let's get it rolling,” she then gave her a fiery look, “Trixie doesn't doubt that Luna and Celestia will help with the Badlands afterwards, so let's stay focused on how to fix the sleeping problem.” She said, and Chrysalis briefly glanced to her, giving her a small, thankful smile, before hiding it behind an equally small scowl.

“Hmph, I didn't need your reassurance.” Chrysalis replied as she glanced to the side, getting a small smile from Trixie. “I take it Luna talked to you about Nightmare?” She asked, and Trixie nodded.

“It's a mass of fear and other bad things that was defeated by Luna long ago. She told us about it after Shadow Flare's defeat last winter.”

“Right, well clearly it's done something to completely mess with everyone. Everypony that was connected to the Realm of Dreams where Nightmare resided is caught under an enchanted slumber. Since it lives where my kind can't go, I had to wake a pony I trusted with some dark magic.” She said, getting another smile from Trixie, which the changeling hadn't expected.

“Trixie's glad that you trust her!” She exclaimed, making the changeling blush as Trixie's brow furrowed in realization. “Wait, dark magic? No wonder Trixie's head hurts!” she said as she let out a small sigh. “You changelings and your dark magic. So, Trixie assumes that your plan has more to it than waking her up?” She asked, and Chrysalis nodded.

“Well, first, the headache isn't my fault. You can chalk that up to being asleep for a week. Second, the rest of the plan involves trying to wake up the others before sending the sorry lot of you into the Realm of Dreams.” She explained, and Trixie stared at her blankly for several moments before giving her a slightly disappointed look.

“Well, Trixie thinks it's not a bad plan.” She replied, making Chrysalis roll her eyes.

“Look, unless Luna told you something helpful that you're withholding, I'm pretty sure none of us were expecting Nightmare to find some means of making everypony in Equestria fall into an eternal sleep. It's really the best I've got right now, so we'll have to make due.” She curtly finished.

“Yes. Well. How are you gonna send us into the Realm of Dreams?”

“Luna taught me a spell for that a long time ago.” Chrysalis then adopted a slightly a disgusted look, “I think she wanted me to use it to make pony friends,” she stated as she shook her head, “I mean, the spell doesn't work on myself or my children, only ponies.”

“Umm, okay then. By using it on 'the lot of you', you mean Trixie, Twilight, Sunset and Cadance, right?”

“Cadance? Who's that?” Chrysalis asked, caught off guard by the additional name.

“She's an old friend of Trixie's! She helped Luna and Celestia up north, and she's one of us Bearers of Harmony!”

“You managed to find the fourth?” Chrysalis asked in surprise.

“That's right!” Trixie then glanced to the side, “Though, it would have been nice if The Great and Powerful Trixie had gotten her element second, rather then Cadance.” She said with a sigh. “Still not sure about the fifth and sixth pony though, maybe we'll find them through this mess?” Trixie wondered out loud with a hopeful look as Chrysalis shrugged.

“I'm not fond of Luna's prophecies, so I'll let you ponies worry about that nonsense. Now, any idea where the others are? I don't know about this Cadance, but Sunset and Twilight aren't in Canterlot.”

“Umm, give Trixie a moment.” She replied as she tried to recall. Being asleep for a week has really messed with my head- “Ah! Cadance and Sunset were heading back from the Crystal Empire the night before all this happened, so they're probably...” she then adopted a rather troubled look, “Anywhere between Canterlot and the Crystal Empire... Oh! But Twilight should be in Ponyville!”

“Well, at least one of them is close.” Chrysalis stated as she rubbed her chin, looking a little conflicted as she glanced to Trixie. “You ready? We should get moving. I mean, it's been over a week, I'm not sure if time is of the essence anymore, everything's been strange since it all started.”

“Strange?” Trixie asked, and Chrysalis nodded as she glanced out the window.

“It's quiet. No birds or bugs or anything making a sound. Not even a breeze. It's very ... disconcerting.” Chrysalis said, looking uncomfortable in stating it.

Trixie considered what she said while looking out into Canterlot. It looked no different from any other night, but now that she was giving it more of her attention, she could feel how quiet it was. Even in the midst of night, there was always something stirring in Canterlot. Be it a passing breeze, the buzzing of insects, or the miscellaneous late-night pony. Seeing the quiet scene before her made it easier for Trixie to understand the scope of what was happening, and that understanding made her brow furrow.

This won't do. We need to get the show going sooner rather than later. She thought as she adopted a determined look.

“Chrys. Does Trixie need to go with you to find the others?”

“Trixie?” Chrysalis asked curiously, then quickly looked to the side, “Well, not entirely, and I'll admit, I wasn't looking forward to carrying you to Ponyville.” She said, and Trixie blinked before adopting a smile.

“Hah, like Trixie would trouble a friend by riding her!” She then blinked as Chrysalis looked at her incredulously, making Trixie cough into her hoof, “T-That aside, maybe it would be better if you sent Trixie into the Realm of Dreams now, instead of later. She can take a look around and see what's up while you and your children look for the others.” Trixie suggested as she adopted a smug look, “Or even better, maybe Trixie can take care of this whole thing before you find her friends.” She said, making Chrysalis scoff as she shook her head.

“You'd get lost as soon as you got there!” Chrysalis said sarcastically before readopting a serious look, “Twilight's not that far from here, she could help,” she then hesitated as she added, “Then again, she may not wake up.” She added, getting a concerned look from Trixie.

“What do you mean by, 'she may not wake up?'”

“Well, I tried waking Tell Tale, as well as several others, but there's something happening on the other side that's keeping my spell from working.”

“Then why'd it work for Trixie?” She asked, feeling like she was forgetting something as she took note of Tell Tale's name.

“I don't know, but I'm relieved that it did.” She admitted as she glanced to the side.

“Oh! Trixie remembers!” She let out suddenly, catching her companion off guard. “When Luna took her sister, Cadance, and Sunset north to fight the crystal ponies, Luna insisted Trixie stay behind to look after Spike and Page.” Trixie noticed Chrysalis adopt a curious look upon hearing that. “Much to Trixie's griping and complaining, she'll add.” She added as she glanced to the side, then looked back to the changeling with a fiery look in her eyes. “Chrysalis, did you see Spike sleeping in Tell Tale's home?” She asked, glancing out the window again, seeing the stallion's home right outside her carriage.

“Spike? Sunset's dragon?”

“Right! He's not a pony, so he may not have been affected by Nightmare's magic!”

“...And you're sure he and Page were staying in Tell Tale's home, not the castle?” Chrysalis asked, making Trixie wonder why she was also asking about Tell Tale's daughter.

“Nope, they were staying there.” Trixie replied as she pointed to his home, “That's why Trixie's carriage is here. Let's go check-”

“That's not needed. Tell Tale was the only pony there, I've already looked.”

What!? Spike not being there, I can get, but Page too?

“You're sure?” Trixie asked as she got closer to Chrysalis, a worried look on her face, which slightly flustered the changeling.

“I'm positive.” Chrysalis quickly replied, then noticed Trixie's ears fall before adding, “Trixie, let me worry about finding the filly and the dragon, you've got someplace to be right now.”

“Chrys.” Trixie began, giving the changeling an almost pleading look. What would those two be doing, wandering outside in an Equestria gone dark...?

“My children will find them,” Chrysalis assured, “so don't worry about your charges. I promise you, we'll find them. Okay?”

“Right, thank you.” Trixie replied with a small, relieved smile. “Well, now Trixie wants to help look for them!" She admitted as she lightly kicked the floorboards, "But well, she's already pitched looking ahead. So instead, she'll trust Chrys, just as she trusts Trixie.” She stated, making Chrysalis blush slightly as Trixie looked to her, “So, ready?” She asked, getting a hesitant nod from her friend. “Alright! Let's get this show rolling! The Great and Powerful Trixie never disappoints!” She declared with forced bravado as she got back on her bed, finding a small amount of humor at the thought of going back to bed after having made such a grandiose declaration. Well, it would have been grandiose, if she could use her magic.

“Just so you know,” Chrysalis began, “I won't be able to assist you once you're on the other side.”

“Well, Trixie figured you'd be busy with finding her friends.” She said as she let out a sigh. “It's okay, Trixie will play it safe.”

“Be sure that you do. Trust your instincts, and for what it's worth, good luck.”

“Trixie always trusts her gut, but, thanks.” She replied as Chrysalis's horn began to glow.

“I really don't deserve your gratitude.” Chrysalis mumbled, making Trixie adopt a confused look before everything grew dark.

~~~~~~~~~~

Trixie's been to a lot a places, having toured all of Equestria after graduating as Luna's student. However, she's never been to the Badlands, which was outside those borders. The closest she's been was a small border town a day's trot south of Appleloosa. It was hot and dry. So much so that she had to drop pyrotechnics from her show or risk setting the town on fire.

Now that she was in the Realm of Dreams, she couldn't help but think that Chrysalis would simply love this place. Here, it was also hot and dry.

Trixie stood upon cracked earth, surrounded by dead trees which cast sinister shadows. The air was heavy, and still. Yet the branches of the trees still shook as if blowing in a breeze, generating an ambiance that was starting to put Trixie on edge. Though this was her first venture into the realm outside of her own dreams, she knew from the way Luna described it that this was far from its normal state.

“Well, this is a fine start.” She said as she looked up, her eyes widening as she took in the scenery above. Rolling dark clouds with purplish lining blanketed the sky, the clouds themselves shifting into shapes that brought to mind common fears, such as spiders or monsters. Between the clouds were large floating chunks of broken earth, and constant flashes of lightning left plenty illuminated for one's eyes to fall on. But the most prominent feature Trixie's eyes were drawn to was the moon, which was wreathed in purple fire.

The moon is on fire!? How did this happen? Luna made it sound like that Nightmare thing wasn't capable of something like this! She thought as she started to get a better hold of the land. Well, at least my headache is gone now, so there's-

There was a bright flash of light, followed instantly by a deafening boom that made Trixie hop in fright. Her ears were ringing as she put a hoof to her chest, feeling her heart pounding as she saw a tree that was uncomfortably close was now on fire.

“Okay, calm down Trixie, it's just a dream.” She said as she took several deep breaths. “Whether they know it or not, everypony is counting on you, so keep it together.” She stood there for several moments, taking in the troubling ambiance as she felt her heart calm down. “Okay, since this is a dream, we should be able to take control.” She told herself as she pictured the tree not being on fire. Her confidence then found an unexpected boost when she saw the fire die down to her will. “See, just a dream!” She affirmed as the fire poofed out.

Trixie then let out an indignant yelp as another flash and boom drove away her bravado. “Right! Nightmare, Trixie meant to say Nightmare!” She stated as she put some distance between herself and a newly ignited tree. Maybe I should avoid drawing its attention, wherever it is. She thought as she started seeking direction, Let's see, maybe if I can find Tell Tale's dream, it'll help me figure out what's going on. That, and maybe it'll be safer there! She thought as she briefly glanced to the lightning racing across the clouds. So, what would his dream look like?

Eyeing her surroundings again, she spotted a change in the landscape a long trot away; a patch of land that was covered in a fog-like dome. Trixie turned towards the landmark, immediately finding the ball of fog to be far less sinister then her current surroundings.

Is that Tell Tale's dream? It must be! Since I'm close to his home, his dream should be the closest! She thought with a nod as she eyed the distance between here and there, not liking the idea of going on an hour long trot through lightning land to reach her destination. Well ... here's hoping I'm right about not needing my magic. She thought as she went through the motions of teleporting, changing locations in a flash of light.

Hah! Trixie doesn't need her magic to use her magic while in a dream! She thought heartily as found herself at the edge of her destination. Shame it's just a dream, I really wish I could teleport like that outside! I'd be able to make my shows even more spectacular, packing that much magic!- She then caught herself, and shook her head, Focus Trixie, focus.

Standing at the wall of fog, she could pick up a salty smell in the air ahead of her, as well as a cool breeze as she saw the cracked earth shift into sandy terrain at the fog's edge. And though she couldn't see through the fog, she could also hear the crashing waves from beyond, giving her the impression that an ocean was close by.

Moving forward, she passed through the fog, immediately revealing a large ocean ahead of her, and the open blue skies that accompanied it. This is it! I'm in somepony's dream now! She thought, no longer feeling any of the ill tidings that came with the dead forest behind her. So, whose dream is it? Pretty sure Tell Tale wouldn't be caught dead slacking on a beach-

Trixie's mouth fell open as she spotted the dark blue stallion, wearing sunglasses as he lay relaxing on a towel under a Luna-themed umbrella. Her surprise then shifted to something far less friendly as her brow furrowed. Equestria is in danger, and Luna's bookkeeper is relaxing on a beach!? She thought as she approached him, stomping her hooves in the sand as she did. When she reached him, he gave her a very casual glance before looking back to the sea.

“Here for more advice, Trixie?” Sir Tell Tale asked, “Or did you decide to take a break from it all as well?” His words made Trixie hesitate as she appraised him.

“Take a break!?” She let out in surprise. I didn't even know Tell Tale knew that word! She then blinked as she appraised the stallion, who was also looking at her, reading her reactions. Wait, is this Tell Tale?

“You don't need to be so surprised, even I need a vacation sometimes.” He stated, making Trixie give him a very unamused look.

So what, is this Tell Tale's nightmare? He's not one to go on vacations, least of all when Equestria is in peril! She thought as she looked around again, seeing nothing out of the ordinary. Well, besides the burning moon, which was taking the place of the sun in the sky. Then again, there was that time with Shadow Flare- No, that's not right. Luna sent him away during all that. She thought as Tell Tale cleared his throat.

“Something wrong?” He asked, sitting up as he gave her more attention.

Wait! Maybe that's it! This is Tell Tale's nightmare! Maybe if I end it, he'll wake up! Trixie thought as she looked to the stallion. So, how do I do that?

“You seem to want to help me with something. Maybe if you helped me see what the problem was?” Tell Tale pitched, starting to look a little annoyed with Trixie's silence.

Would it be that easy? Trixie wondered, hoping there was no harm in trying.

“Tell Tale, you're asleep right now, and this is all a nightmare.” Trixie curtly began, going into what she knew about the whole affair while her old teacher listened intently. After talking to him for several minutes about what was going on outside, Trixie's doubts of him being the real Tell Tale were dissuaded. He was very patient with her, and was confident that what Trixie was telling him was true.

“Why, that's terrible!" He said after Trixie was finished with her explanation, "I need to wake up and see to Princess Luna! But, how do we go about doing that?” He asked, then nodded to himself before Trixie could reply, “I suppose it would start with ending the dream.” He stated, looking to Trixie, “Though, I don't think this is a nightmare, as you suggested.”

“Huh?”

“I don't have some hidden phobia about going to the beach. Indeed, I've been here several times over the last few years.”

“Well, that's true. Trixie does recall you telling her that Page loves the ocean.” She admitted, then blinked as she realized something. If that's the case, why isn't she here as well?

“Who's Page?" Tell Tale asked, "She sounds like somepony I should know.” He said, making Trixie's blood run cold as she looked him in the eyes, seeing nothing but ignorance.

“Page. Your daughter.” Trixie explained, prompting the stallion to raise an eyebrow in doubt, which only made her brow furrow deeper. “The one filly you wish you could spend more time with! You asked me, The Great and Powerful Trixie, to foalsit her in Cadance's place, and I humbly did so!”

“Trixie, calm down.” Tell Tale calmly replied, “You're mistaken,” he said with a certainty that briefly instilled doubt in Trixie, “I've never been a father. And If I was, I'd likely be a pretty poor one.”

“Hah! No argument there.” Trixie curtly replied, now understanding exactly how this was a nightmare. This must mean that Tell Tale is afraid of forgetting his daughter! The darn workaholic! He should just retire already and spend more time with her! She thought as she let out an annoyed sigh. Okay, so, a nightmare is a manifestation of your fears. And to beat your fears, you need to face them. She thought with a nod, giving Tell Tale a determined look.

“What are you intending, Trixie?” Tell Tale asked, prompting her to take a step closer to him.

“Tell Tale, you're a father.”

“I told you, I've never-”

“Her name is Page.” Trixie started, taking another heavy step towards him as she looked into his eyes. “She's shy and clingy and adorable and you both really love each other even though you're always very busy helping Luna.”

“Trixie-”

“She's got a cute little crush on Spike. She's scared of Sunset, and loves to play with Twilight and Cadance. She used to be scared of me too, but I won her over with my magic and charming personality, and she's your daughter.” Trixie finished, giving him a hard look. He looked back at her with a patient expression, but Trixie could tell she was accomplishing something, because the sky was becoming overcast.

“That's quite the delusion you've conjured up. It'll take more than your honest words to convince me of something that doesn't-” Tell Tale was interrupted when Trixie used one of her older tricks, and brought forth an illusion of Page to stand at her side. The white filly looked to her father, her limp light brown mane shifting slightly in the wind as she gave him a smile, which prompted the stallion to take a step back.

“Papa, let's make a sand castle~!” Page let out, making the stallion and Trixie both blink.

Th-That's not what I wanted her to say! Trixie thought, seeing the illusion act outside of her intentions as it approached Tell Tale.

“You're not real, leave me be.” Tell Tale asked of the filly, trying to act composed as he dodged a hug from her. His flustered actions struck a cord with Trixie, making her feel an urge to corner him on his fear, which she was quick to listen to.

“Why are you so scared of her?” Trixie ask as she got closer, getting a disconcerting look from him, “If you're right, then why are you so troubled?”

“S-She's not mine!” Tell Tale insisted, “I wouldn't forget my own daughter!

“But you're afraid that you will.” She stated, making him freeze as he appraised her, then Page. There was a troubling pause, making Trixie more aware of the growing storm as Tell Tale spoke up.

“I- I'm Princess Luna's bookkeeper! I don't have the time for a family. I mean, there's no way I'd have a daughter-”

“But you do! And Trixie knows that you love her!” she declared, practically in the stallion's face. “She knows that you want to hug her! Stop lying to yourself and see the truth!”

“The truth?” He said as he avoided Trixie's gaze, “That I'm a father?” He asked, and Trixie was about to reply, but was cut off by, of all ponies, Page.

“Papa? Are you scared?” Page asked as she looked up to him, making him take a step back. “If you're scared, a hug makes it better, right?” She asked as she tilted her head, making Tell Tale blink. Trixie sensed that there was some sort of connection formed from those words, for comprehension dawned on Tell Tale's face as he looked into Page's eyes. Trixie then stepped back, her heart aching slightly as she saw that the stallion was fighting back tears.

“Trixie, you're right, I'm a father. A foolish, scared father.” He said as he made a welcoming gesture to Page, who quickly excepted it, giving him a hug, which he immediately returned. “And the truth, is that I do forget about her.” He admitted as his ears fell.

“What?” Trixie asked, completely blindsided by his confession.

“I get so caught up in my work that I forget about her. There are so many days where we don't even see each other. I leave to aid the princess, and Page smiles as I do. I come home late, and she's already in bed, having fallen asleep waiting to show me how she did in her arts and crafts. It honestly wouldn't surprise me if I woke up one morning, and forget to wake her up before leaving. Or that I'd forget to reassure her when she's sad, or scared.” He said, pulling his daughter closer for a moment before letting her go.

“Tell Tale...” Trixie said sympathetically as she approached him, “Take it from Trixie, you won't forget about her. Even in this nightmare you still remembered her. Trixie kind of admits, it's scary, forgetting the small things, but Page is too important for you to forget.” She then gave him a determined smile, “But, don't worry, if you do forget, you've got plenty of friends who'll smack you upside the head for it.”

“Heh, I guess you're right.” Tell Tale said as he shook his head, adopting a small smile. "I suppose you're really not a student anymore." He stated as he gave her a smile, his words causing Trixie's chest to well up with an unexpected feeling of accomplishment.

“Come here sweety.” Tell Tale asked of his daughter, who let out a happy little cheer as she hopped on his back. Trixie's mirth then shifted to confusion when the sounds of the crashing waves and coming thunder stopped, as if the dream had frozen. “Thank's Trixie, for opening my eyes. It's time this nightmare came to an end. I hope you find what you're looking for, before it's too late.” Tell Tale said as he and Page began to fade away. Trixie looked on in surprise, reaching out for them as Tell Tale looked to his daughter. “Now, what's this about you having a crush on Spike?” Her asked her, and Page's ears dropped as she gave him a sheepish grin, before they both completely vanished. Trixie's hoof passed through where they had just been, and she stood there for a moment in confusion as the environment around her started to shift.

Where Tell Tale once stood was now an emblem on the floor that mirrored his cutiemark, an open book with a magnifying glass looking over it. The floor spread out, made of marble, and as it did the sands of the beach vanished in sparkling light, spreading out as the beach gave way for a stone home. The emblem being the home's center, pictures adorned the walls as they formed. Pictures and portraits, Trixie noticed, of important events and ponies in Tell Tale's life. She then noted that the interior of the home resembled his Canterlot home, only with more potted plants, and looking more damaged and worn.

As the rest of the building fully materialized, the fog outside dissipated, and the nightmare outside the dream made its presence know. Cracks lined the pillars holding the structure up, and a number of the portraits fell dark. As Trixie was taking in the damage with a concerned look on her face, she noticed a small portion of the sparkling light, the last traces of the dream that was, approach her, and infuse itself with her cape, to her surprise. The lower end of her cape was now white, instead of its usual light purple.

Taking in her new surroundings and slight change in her attire, Trixie's confusion shifted towards optimism. She wasn't sure if ending the nightmare had awaken Tell Tale, or if what she'd done really helped Equestria, but that honestly didn't matter. Tell Tale had done a great deal for her over the years, and she helped him face his nightmare. A fact that brought a proud smile to her face, as so looked off into the broken dreamscape.

Wait, are my friends like Tell Tale? Are they dealing with their own nightmares too? She wondered, adopting a fiery look, which quickly shifted into a heated glare aimed at the very dreamscape outside. Not if The Great and Powerful Trixie has anything to say about it!

Author's Note

**Opens up the big book of dream tropes, and lets out a small sigh.**
Let's see if I can manage to surprise my readers.
Oh hey! It's Shadow's Flare! I'm expecting this story to about about twice as long as Midnight's Radiance, so I hope you enjoy what's to come!
Also, dark tag because, well, nightmares.
I promised Cadance would play a big role here, but I've decided to tone it down from my original intentions, mostly because that'll be better explored when I work on the story that immediately came before this one, chronologically speaking. She will, however, be in this story. Very soon, I might add. :twilightsmile:
Now, I'd like to take this moment to reaffirm, that you are awesome, and thanks as always for reading my story!

2. Waning Sleep

Chrysalis was quite thankful that Trixie was asleep, it spared her from having to deal with any teasing and complaining that would have come of their current situation.

As far as she's concerned, I carried her with my magic! Chrysalis thought as she looked ahead, spotting the barely illuminated forms of Ponyville's buildings, with an unconscious Trixie tied to her back.

“I can see Ponyville,” Chrysalis stated as she turned to her royal guard, “return to Canterlot and continue the search for Page and Sunset's dragon. And don't return unless you've found something.”

“Yes, Your Highness, stay safe!”

“Same to you, now go!” she replied as she adopted a small smile, and with a salute, her guard left her side, disappearing into the night. Just what are those two little ones doing? She wondered as she eyed the full moon, letting out a sigh before glancing at her sleeping passenger. Luna, I really hope you were right about your students. After everything we've been through, I just- Chrysalis paused, then shook her head to rid herself of her growing gloom, No! None of that! I'm done moping! Everything will be fine, I'll make sure of it! She affirmed to herself as she cast her eyes to the small town in the distance.

~~~~~~~~~~

Trixie's steps echoed off the stone floor as she looked through the window. Eyeing the horizon, she noticed a small glow of red illuminating the clouds in the distance, but besides that everything was as it was before she entered Tell Tale's dream. Moving from the window, she looked around to appraise the home that had formed around her.

“So, how does Trixie reach her friends from here?” She asked to nopony in particular, Let's see, I think there was a lesson on this. ...Oh horseapples. She thought as her ears fell. Guess I should have payed attention to that one. Her brow furrowed as Chrysalis's suggestion to find Twilight first came to mind. Well, no matter, this shouldn't be all that hard to figure out. She thought with a nod as she looked to the cutiemark emblem on the floor's center.

If I recall, a pony is always connected to the Realm of Dreams, even while awake. So, this home must be some sort of representation of Tell Tale's connection. I guess everypony must have something like this, a dream home. She figured, feeling as if the assumption wasn't wrong. Is it supposed to be all cracked and broken up like this? She wondered as she ran her hoof over the cracks of an ivy covered pillar, then pulled away as small pieces of stone fell off if at her touch.

“S-Sorry Tell Tale!” She let out as she stepped back, unsure if the stallion received the apology, or if she had actually caused any harm to him. Okay, let's just assume that Tell Tale's dream home is normally sturdier than this. She thought as she moved away from the pillar, her eyes being drawn to the large and detailed pictures on the walls.

Lining the walls in an orderly fashion, the pictures detailed events, what Trixie assumed were memories from Tell Tale's life, and some of them even moved, to her wonder. Though the frames were cracked, the contents for them were well preserved.

Because of the orderly arrangement, Trixie guessed that some pictures were missing, as a silhouette was left on the walls of where several had formerly been. At a certain point she started picking out events she recognized, which was pretty easy, considering she was in them. Adopting a reminiscing smile, she continued on until she started to notice that something was missing from the memories.

Luna and Page were nowhere to be seen. Realizing this, Trixie's brow furrowed as she started looking to the portraits. They were kept together on a single wall, also nicely organized and grouped into tiers, and the portraits were in an even worse state then the memories. The portraits were framed in a format that Trixie's seen before, sporting a cutiemark of the pony on a plaque above the picture, and their name and title below.

Near the top of the wall was a particular patch of portraits, three pictures for three ponies important to Tell Tale. One was just a shattered frame, the remnants of the portrait being nothing more than bits of wood and a small piece of the owner's cutiemark, Princess Luna. Next to it was an empty space where a portrait should have been, that Trixie assumed was Page's portrait.

Did the missing portrait cause the nightmare? Trixie wondered as she eyed the blank spot, before letting her eyes fall to the intact portrait next to it, Page's mother.

Out of all the portraits on the wall, it was the only one in perfect condition. Yet, it was still set apart from the others, as it was also the only picture lacking color. Trixie needn't guess as to why that was, as she paused a moment, lowering her head in respect, her heart aching slightly for Tell Tale and his daughter.

As the moment gradually passed, Trixie's eyes fell to the row below, a small smile melting the passing sadness as she saw portraits of Twilight, Sunset and Cadance lined up together. There was also a fourth portrait that was covered by a white sheet, which Trixie assumed was her own.

She eyed that cloth, her brow furrowing. Why is mine covered up? She wondered as she reached out to remove the offending article. As her hoof got closer to the portrait, she felt a building sense of vertigo swelling up within her, making her take a step back before she could reach the cloth. As the sensation died down, she looked to the cloth in a concerned light.

W-What was that just now? She thought, briefly considering trying again. Nodding to herself, and taking a deep breath, she instead tried to remove the veil with her magic. The second she grasped it, the sense of vertigo returned, only now it was more prominent, as Trixie's breath caught in her throat. She stared at the veil, still in her grasp, and she was filled with an overwhelming premonition. She felt as if she would literally fall if she removed the veil, and despite how irrational the sensation was, it still held power over her.

She let go of the cloth, taking another step back as she did. The sense of vertigo lingered, and it took a minute for Trixie to regain her composure as she stared at the cloth covering her own portrait, coming to an unsavory conclusion. That- That must have something to do with the black magic Chrysalis used. Will I fall back to sleep if I see my own portrait? She wondered in an attempt to distract herself from the fact that she'd been unnerved by an unassuming piece of fabric.

Fortunately, something else caught her attention, making her quickly move on from her portrait as she took a closer look at Sunset's and Cadance's, for their cutiemarks were different from all the other ponies on the wall. They were simpler, and were made of crystal instead of wood. Sunset's cutiemark looked exactly as her Element of Harmony, and looking to Cadance, Trixie had to assume the same for her, as it was just a single pink crystal heart. Both gave off a small glimmer of light and a sense of integrity. Twilight's cutiemark looked as it normally did, and Trixie suspected that was the case for hers as well. She also noted that the crystal cutiemarks were completely unblemished, which couldn't be said about the rest of the portraits themselves.

Sunset's portrait was barely recognizable, as most of it was charred, and the frame was warped. Twilight's looked like it was ripped into pieces, then glued back together by a foal.

In fact, there were very few portraits that were intact. Of Trixie's friends, Cadance's portrait was the only one that was mostly intact, with several cracks in the frame and a slight tear in the picture. As Trixie looked to it, she felt a small compulsion, and reached out to it. As her hoof got closer, she felt a slight pulling sensation, as if the portrait was offering to take her somewhere, and Trixie almost indulged in the offer. Pulling her hoof back, she considered all this for a moment, looking between the pictures of her friends, nodding to herself as she looked back between Sunset and Cadance.

Twilight and I haven't earned our elements yet, so I guess when that happens, our cutiemarks in the Realm of Dreams will change? Would be nice if they looked like that right now. Finding the fifth and sixth would be so much easier like that! Trixie thought as she nodded to herself. But, I guess Luna would know who they were if it were that easy. Her eyes then widened as an idea came to mind. I don't know about the Element of Magic, but Twilight explained that Honesty and Kindness didn't need their color returned, and finding their bearers should be easier than us going through what Sunset did to awaken Loyalty. Maybe the bearer of Honesty's cutiemark is sort of like Cadance and Sunset's. She guessed, If that's the case, then I should keep an eye out! Her brow then furrowed as she let out a sigh. Or, maybe that's not the case, cause Luna would have found that pony. Trixie then sat down, rubbing her chin, Then again, there are a lot of ponies in Equestria, maybe too many for Luna to look through. She then nodded to herself again, Either way, I should keep an eye out, and pay attention to the portraits as I come across them. She concluded, not doubting for a moment that she'd end up seeing more dream homes than Tell Tale's.

“Well well well.” And unfamiliar voice let out, making Trixie's thoughts come to a halt as she hopped to her hooves, turning to the front door. “What an unexpected oddity I've stumbled upon.” The female voice said in an amused tone as Trixie took in somepony she immediately recognized, making her take up a defensive stance.

It was a walking shadow, in the shape of an alicorn mare. Where her hooves met the ground spawned dark tendrils that lazily lingered around her. Because of the dark nature of the mare, it was almost impossible to make out her facial features, but Trixie was certain that she was smiling at her. Trixie glared at the shadow, anger born at recalling its intentions of possessing Sunset, and basking Equestria in eternal day.

Shadow Flare!

“So, how'd it feel to end a nightmare?” She asked snidely, making Trixie's scowl deepen.

“Trixie see's no reason to answer that, you two-bit schemer! What did you do to Equestria!?” Trixie asked, and she felt as if Shadow Flare was caught off guard by the question, as the shadow seemed to hesitate for a moment. Ah! An opening! Trixie thought, getting the jump on Shadow Flare as Trixie's horn glowed, and with empowering ease she summoned a thick brass bell, making it appear over Flare, encasing the shadow within. Trixie blinked as she realized what she'd just done, and for a moment, was distracted by the possibilities.

So my 'magic' doesn't have any limitations here!? Incredi- A shadow tendril pierced through the bell, wrapping itself around Trixie before she could react, tossing her like a doll across the room. Trixie winced as she quickly rolled to her hooves, dodging another tendril as it tried to catch her again. Focus Trixie! Being thrown is not fun! She then imagined her telekinesis being incredibly strong, and grabbed Shadow Flare with it as the brass bell was consumed by shadows. Trixie's brow then furrowed when nothing happened, and instead worked towards keeping Shadow Flare away from her by creating a bunch of furniture and throwing them at her. As Trixie dodged more of Flare's efforts to grab her, Trixie noticed that the furniture, and just about anything else she imagined, turned into shadow and vanished when it touched her foe.

“Stay still so I can keep you from moving!” Shadow Flare shouted in annoyance, making Trixie grin as she clouded the room with smoke.

Now, how do I fight her if what I create can't touch her? Trixie thought as she cast herself in a cloak of invisibility. Maybe I can-

“Thank you!” Shadow Flare said, from right behind Trixie, to Trixie's surprise. She tried to teleport away, but found herself unable, once again grabbed by Shadow Flare.

I can't teleport while she's got me!? Trixie thought as Flare picked her up and turned her around to face her.

“Can we settle this later?” She asked, making Trixie stop struggling in surprise as Shadow Flare put her down, letting her go. “Look here, Littlemoon, Nightmare will be here soon, and we don't want to be here when it does!”

Littlemoon? Nightmare!?

“It's Lulamoon- It's The Great and Powerful Trixie to you! And what was that about Nightmare? Aren't you Nightmare?” Trixie asked warily as the smoke disappeared, revealing to her that the dream home had suffered some damage from her actions. A realization that made her ears fall.

“Am I Nightmare?” Shadow Flare asked incredulously, “Me? I lost that name ages ago! No, I'm just Shadow Flare now. But enough of me, what's Luna's little shadow doing here?”

“Trixie is nopony's shadow but her own! And she's here to see what happened to Equestria!” Trixie declared as she took a valiant step forward, “What'd you think she'd come for, a vacation!?” She asked in a condescending tone. Her words failed to antagonize Shadow Flare, who seemed to find her statements amusing.

“Let me guess. The changeling queen, she woke you up.” Shadow Flare stated, making Trixie blink before letting out a scoff.

“The Great and Powerful Trixie awoke of her own will!” Trixie confidently replied. How'd she know about Chrysalis-

“I see, so this is the best that overgrown bug can offer.” Shadow Flare replied in a disappointed tone, making Trixie flush at Flare seeing through her ruse.

“She's not a bug! And she's got more than Trixie in mind! Trixie isn't doing this alone-”

“Yes, you are. The others won't awaken.” She stated confidently, “Honestly, it's a miracle she was even able to awaken you.”

“W-what?”

“Look, Luna's shadow, besides here, everypony in Equestria was drawn into Nightmare. There's no way to pull them out of...” Flare's words gave out as her gaze looked past Trixie. Following Flare's stare, Trixie saw the portraits of her friends, and she was under the impression that Flare was looking at Cadance in particular. “It's been fixed?” Flare asked to nopony in particular, then looked to Trixie. “Littlemoon, how did you end Tell Tale's dream?” She asked in a curious tone.

“That's Trixie!” Trixie replied with a huff as she looked back to Flare. Everywhere but Tell Tale's? She briefly thought as she gave her opponent a glare. “And Trixie still doesn't see why she should tell you anything!”

“If you want to free Equestria, you'll talk.” Shadow Flare said coldly, making Trixie hesitate as she looked over the apparition.

Is she actually the way Celestia and Sunset described her? That she actually cares about Equestria?

“Look, before Trixie tells you anything, she wants to know, why do you want to help?” Trixie asked with a determined look, and Shadow Flare appraised her for a long moment before looking away.

“Because I have friends who live in Equestria, what of it?”

That's 'friends' with an 's'. So she found somepony else besides Celestia... Trixie thought, feeling as if giving Flare a chance would be best, despite her dislike of her. She then nodded to herself, Something's off. She opened up hostile, but changed when I said I wanted to help Equestria. She has answers, and she's doing this for her friends. So, I guess that's good enough for me.

“Alright, Trixie will trust you, for now.” Trixie stated as she glanced to the side, “Trixie ended the nightmare by helping Tell Tale remember his daughter.” She explained, making Flare contemplate over her words for a moment.

“I see, I guess the changeling queen might actually have something here. So, there's reason for hope.” Flare admitted as she glanced back to Trixie. “You should wake up, now. Nightmare will be here soon.”

“Wait just a second! Trixie has questions too, don't try and end our talk now! Where's Luna, and how do you fit in all this!?” Trixie asked, casting a brief looking around for Nightmare and seeing nothing out of place.

“Hmph, fine. Luna's gone. She's been absorbed by Nightmare, both in mind and body. If you want to save your precious princess, you'll need to rip her out of it!”

“W-What-”

“As for me, I could care less about that mare. She may be Celestia's beloved sister, but there's no love lost between Luna and I. And regarding Nightmare, it needs to be stopped. I hold no influence over that mass, and I never will. Now stop wasting our time, you need to wake up, now!”

“Not that she intends to,” Trixie began as she gave Flare another hard glare, “but how would Trixie go about waking up?” She asked, doubting pinching herself would help. Her question caught Shadow Flare off-guard, making the shadow almost physically falter in surprise.

“Chrysalis didn't give you a means?”

“That was something she could do?” Trixie asked as she adopted an incredulous look, That would be nice to have!

“I see, perhaps I was giving her too much credit.” Flare responded as she let out an annoyed sigh.

There was a sudden flash of blinding light, but the boom that came with it was never heard, in its place was a throbbing pain as Trixie cradled her head. She could smell burning wood, and could feel heavy things hitting the ground near her. She laid still for several moments before managing to regain a sense of her surroundings. Getting on her hooves, her eyes widened as she took in the destruction.

An entire half of the dream home was now a charred wreck. The front half of the building was completely gone, and burning bits of wood, plants and debris fell from parts of the second floor, as if to punctuate the scene. Now with no wall to bar her vision, Trixie could make out that the red hue on the horizon was now significantly more pronounced, with lightning arcing from it. It was coming closer at a noticeable pace, and the clouds touched by that light looked almost as if they were screaming in anger. There was a rapidly growing sense of dread growing in the air, and the clouds seemed to thicken in anticipation as the red glow grew closer.

“Tr-Trixie would like to wake up now!” She let out as she looked to see Shadow Flare, completely unphased, looking over the damaged building. “Is Tell Tale alright!?”

“The damage is superficial, nothing more.” Flare calmly replied, getting a relieved sigh from Trixie, who briefly glanced at the coming Nightmare with unease. “The stallion is in a point between sleep and waking up, what happens to the dream home has no effect on him now, and the building will be repaired the next time he falls asleep. That aside,” Shadow Flare stated as she swiftly grabbed Trixie, to the blue mare's surprise, “Since you can't wake yourself up, you'll just have to run.”

“Trixie isn't running! She simply needs to make a tactical relocation, that's all!” Trixie assured with a slightly confident grin as she looked back towards Nightmare. Her grin melted as she did. It felt as if the very air around them was starting to turn red, and though Trixie couldn't make out their coming foe, the sense of dread was quickly growing. The ground almost seemed to be quivering in anticipation. “Where are we going!?” Trixie quickly asked as she looked back to Flare.

“You're going someplace Nightmare can't follow.” Flare responded nonchalantly as she tossed Trixie towards the portrait of Cadance, which was now resting on the floor.

Trixie braced for a landing that didn't come, for as she reached the portrait, it seemed to grow into the size of a corridor. Tell Tale's dream home, as well as Shadow Flare, disappeared as Trixie was sent falling through the hall, which was lined with Cadance's colors.

I-I fell into the portrait!? She thought as she tried to direct her fall into a less disorienting direction. And Shadow Flare isn't coming? Well, good riddance, I guess... She thought as she looked down, seeing a bright point of light that was quickly growing, becoming so bright that Trixie had to shield her eyes. She then let out a 'oomph' when she unexpectedly landed on something soft and puffy.

“That foul mare! Tossing The Great and Powerful Trixie like she was some sort of doll!” She let out indignantly as she got on her hooves, and paused when she realized that she was standing on a cloud. Glad that the cloud was kind enough to not let her fall through, Trixie started looking for the edge to get a better look around.

Okay, so, Nightmare has Luna. How am I suppose to get her away from it? She thought as she briefly shivered at the thought of actually encountering Nightmare. She then looked up to where she fell from, seeing no apparent entrance or exit, just grey skies. Shadow Flare said it can't follow, but can it still find me? Her brow then furrowed, Why do I get the feeling I'm gonna need her help to get through all this? She thought as she lightly kicked the cloud. If she wants to help Equestria, she's probably got a plan, I'll need to get more answers from her next time. Her thinking came to an abrupt end as she found the edge, and after pausing for a moment, she took a peek at the fall beyond.

She couldn't make out ground of any kind, and briefly wondered if that was because this was a pegasus' dream. What she did make out, was a bunch of clouds that were tethered together with what Trixie could only assume were spider webs, making her gut sink slightly as she let out a sigh.

“Of course, Cadance is scared of spiders. It just had to be spiders!” She said as she tried spotting some sign of her friend in the mess of webs. Well, first, I'll need to fly. Oh! I know! She thought excitedly as she pictured one of her favorite performances. With a thought, her slightly whitened cape shimmered with magic, and Trixie felt her hooves leave the cloud as she gained flight. Ha! I bet Sunset would be green with envy is she saw me using WonderMare's Cape of Flight!

Trixie then eyed the patch of webbing below her with a determined look. However, before she plummeted into that thicket, there was something she had to get off her chest. With a sudden burst of speed, she flew off, letting out an energetic yell as she did a slightly sloppy double-spiral-loopty-turn-of-doom. She spent the better part of a minute enjoying her new found flight, before giving her mirth direction and plummeting down into the dark clouds and webbing. This is awesome! What other things can I do in a dream! Oh! How about a pony tracker that shows me- Her smile then deepened as blue arrow appeared a pace ahead of her, matching her speed as it pointed towards Cadance. “I'm coming Cadance!” Trixie let out, all traces of her former doom and gloom gone.

She soared through the clouds, weaving around webs at a breakneck pace. The farther she got, the darker the clouds became, and it wasn't long before she started spotting the web-makers. They were bigger than a pony, with long and skinny legs and a bulbous abdomen. They were fast too, and were incredibly capable jumpers.

The arachnids were intimidating, but that didn't bother Trixie in the least, for she was in an athletic high, and from it spawned a confidence that wasn't shaken by ponysized spiders. It also helped that she knew that this was just a dream, and it also helped that every spider she saw quickly disappeared under a fairly large roll of newspaper, thanks to hers truly.

Zipping past all the webs and spiders, she saw a web covered floating chunk of earth that had a homely cottage on it, and Trixie shot for it, ready to save her friend from her worst fears. Just as she was about to land, she felt as if she had crossed some unseen threshold, and as she did, the tracking arrow disappeared, and so did her ability to fly. Caught off guard by her sudden lack of flight, she failed to react in time, and crashed onto the small island, leaving a nice ponysized skid on the ground that led right to the cottage's front door.

“What was that about?” Trixie asked indignantly as she got on her hooves, the fall only harming her pride. Maybe it has something to do with the way my illusion left my control back in Tell Tale's dream. She wondered as she cleaned herself off with a simple spell. Well, it's not my dream, after all, so maybe when I'm close to the dreamer, what I can do becomes limited. She guessed, then flinched as a strand of webbing caught the door behind her, drawing her eyes to the horde of upset spiders she had sped past. Her ears fell as she realized that she had managed to tick off a horde of spiders, and was no longer able to fly around the problem. With haste that would impress a Shadowbolt, Trixie turned to the door and tried to open it. Not budging in the least, she instead ran to a nearby window, seeing that it was boarded up. Well, that makes sense! Trixie affirmed as several spiders landed uncomfortably close.

Throwing caution to the wind, she used her magic to remove one of the boards on the window, forcibly. The board smashed and broke, as well as the window, granting Trixie a view inside the home right as she felt herself being caught with webbing. With a thought, she teleported inside, and let out a sigh of relief-

One of the spiders shot after her, through the broken window, catching Trixie. As it started pulling her close, she saw several legs work through the broken barricade, working to tear it apart. Her heart pounding fiercely, her eyes wide open, Trixie tried to end the encounter with another barrage of unrealistically large rolls of newspaper, and ended up getting realistically sized ones instead. She could almost feel the spiders smiling at her as she teleported out of their hold again. It just had to be spiders!! Trixie thought as she summoned a bucket of chili sauce, and splattered its contents all over her attackers, making them reel back from the unexpected seasoning.

Using the opportunity, she began to board up the window; but before she could, a pink blur flew past her, flying through and smashing into the spiders, sending several flying away. The window now clear, Trixie moved to it, looking outside to affirm what she had just seen. Cadance was standing in the midst of the dispersed spiders, who were regathering after the pegasus's unexpected barrage. Cadance's eyes met Trixie's, and a brief look of surprise flashed across her face.

“Trixie? S-Stay put, it's safer there! I'll keep them away!” Cadance assured, making Trixie's eyebrow twitch slightly.

“Trixie came here to save you, so get it right!” She replied as she teleported to Cadance's side, eyeing the spiders warily as they both shared a look.

“Oh?” Cadance asked as she zipped around Trixie, ramming a spider that was about to pounce on the distracted unicorn. “Oh! Well, by all means, save me!” Cadance said as she gave Trixie a sly smile, “Just don't mind if I end up saving you too!”

Caught off guard by Cadance's actions, Trixie coughed into her hoof as she gave a small nod, and seeing that, Cadance flew off to continue her attack. Trixie then teleported as another spider tried to catch her, and just like that, the two of them were involved in a bout of tag against the arachnids.

I knew she could fight, but I wasn't expecting this! Trixie thought as Cadance weaved through the battle. Trixie herself dodged and teleported from the spiders, all while using all manner of simple spells to send them running. More chili sauce, pepper, blinding flashes of light, and bombardments of her double A+ fireworks did wonders at driving them away.

“Not that I'm not enjoying spending time together-” Cadance let out as she sent a spider sprawling off of the floating island. “But there doesn't seem to be an end to them!”

“Just you wait! They'll be fleeing in no time~! After all, you've got The Great and Powerful Trixie on your side!” She proclaimed, then adopted a surprised look when a spider caught the white part of her cape with its web. Then, almost as swiftly as it connected, the web vanished as it was washed with light, evaporating before Trixie's eyes. Seeing that, an idea came to the mare, and she let a spider get uncomfortably close to her before hitting it with her cape. When the white cloth connected with the spider, it vanished in a flash as well.

Screaming a little thank you to Tell Tale in her heart, Trixie changed her approach to the fight, and the flow of the battle almost immediately shifted in their favor. Now, it was the spiders that were avoiding her. With the combined assault of her cape and Cadance's flank-kickery, it wasn't long before the spiders fled, leaving as Trixie laughed at their fleeing backs. She then looked to Cadance, noticing her shiver slightly as she shook her head. Cadance then looked to Trixie, and adopted a big smile.

“I didn't think we'd actually send them running.” Cadance let out energetically, before her smile then shifted to concern, “Now. Trixie, what are you doing here!? You could have gotten hurt!”

“Hah! Like an army of spiders could harm Trixie! Who, she might add, came here to save you. Why else would she dive into such a hive of foul creatures?” Trixie asked nonchalantly, briefly eyeing their surrounds warily to ensure no spiders were daring to make a return.

“Well, they're gone now, and it was kind of fun fighting together. So, good job!” She said as she glanced to the cottage, suddenly making Trixie aware of the fact that the spiders were probably leaving the home alone until she came blazing in. “Let's get inside and board up, they'll be back if we linger out here.”

“Shouldn't we leave?”

“You know the way out?” Cadance asked as she gestured to the fact that, from the cottage, it looked like a maze of clouds and webbing from all sides.

“Well, sort of. Trixie guesses we can do that inside the cottage too.” She admitted, getting a confused look from Cadance as Trixie teleported into the home. After Cadance flew in, they both worked to board up the broken window, making the interior of the home darken. After creating a small lamp, Trixie appraised Cadance. Besides looking a little tired, a notion that Trixie found confusing, Cadance looked perfectly fine.

“Alright, not that I'm happy to see you, I truly am, but how'd you get here?” Cadance asked, “How'd you make it past the skyders?”

“Skyders? As is sky spiders?” Trixie asked incredulously, getting a nod from the pegasus.

“They don't normally get that big...” Cadance explained.

“Well, Trixie flew past them.”

“You can fly? How?” Cadance asked, a little impressed.

“Trixie enchanted her cape. It's pretty easy since we're in a dream.” She stated, causing Cadance to blink as Trixie felt something about the dream shift.

“You can fly? How?” Cadance repeated, getting a confused look from Trixie.

“Trixie just said that she enchanted her cape.”

“Heh, is there anything your magic can't do?” Cadance replied, “So, I guess you know how to get out of this skyder maze?”

“Like Trixie said, this is a dream, so we just need to wake you-” Trixie felt that slight shift again as Cadance stared at her.

“So, I guess you know how to get out of this skyder maze?”

What, I can't tell her she's dreaming? Is she more entrapped by Nightmare then Tell Tale was? Trixie thought as she adopted a contemplative look.

“Um, yeah. To get out of the maze, we need to break your fear of spiders.” Trixie replied hesitantly. She then let out a small sigh when she didn't feel Cadance's dream backpedal.

“Spiders? You think so? I mean, I feel like I've been here for days, and yes, I was terrified at first.” Cadance admitted as her ears fell, “But, I guess after dealing with them for so long, they don't bother me much anymore. I mean, they still spook me, but a solid kick gets rid of them.” She admitted, making Trixie appraise her.

“Really? You're sure? I mean-” Trixie began, then paused, recalling that Tell Tale's nightmare wasn't immediately apparent. Is there something else Cadance is scared of? Is this whole skyder thing just a distraction? She wondered as Cadance gave her a smile.

“I'm glad that you're back though. I, well, didn't think you'd return after our argument.”

“Argument?” Trixie asked.

“About how you did more than enough for a thankless mare like me?” Cadance hesitantly put in, looking at Trixie in confusion.

It must have been some dream version of me. Wait, maybe that's tied to her deeper fear! She thought as she took a step towards Cadance.

“Was it just Trixie that you argued with?”

“What? I mean, no, I guess not.” She then adopted a slightly pained expression that she tried to hide, “There was Twilight and Sunset too, they left saying I was a burden to everything they aspired for.”

“Th-That's terrible!”

“It's okay, they were probably right, I mean, why else would they say it?”

“Cadance, we'd never say something so cruel to you! You're our friend. Sunset would buck herself if she even thought of saying something like that to you!” Trixie adamantly affirmed, getting a small smile from Cadance. Trixie then staggered slightly, suddenly hit with a wave of fatigue, getting a concerned look from Cadance.

“Are you alright? The skyders didn't bite you, did they?” Cadance asked with great concern, helping Trixie to her hooves.

“Trixie suddenly felt tired, is all.” She assured, unsure of what that meant. If I'm tired in a dream, does falling asleep here mean waking up outside? She briefly wondered as she was hit by another wave of fatigue, making her fall through Cadance as Trixie became transparent. H-Huh!? She thought as she crawled out of Cadance's space, seeing the pegasus still holding Trixie, another Trixie, whose cape was its complete original color.

Trixie looked at her other self wide-eyed as she felt herself slipping further away. She fought against the urge to fall asleep, as she saw the other unicorn that looked like her adopt a scowl.

“Let go! The Great and Powerful Trixie wasn't bitten by skyders!” The false Trixie proclaimed as she separated herself from Cadance, getting a surprised look from the pegasus. “That's just like you, trying to change the subject while pretending to care! That's what Trixie can't stand about you!” She shouted, making Cadance step back as the real Trixie understood what was going on.

The dream's playing back into her fears! A nightmare! Why now!? She wondered, immediately grasping the answer, Is it because I'm trying to free her from it!?

“You take that back!” Trixie shouted to her double, “You're not great enough to be Trixie, you copy-cat!” She goaded, getting no response from anypony as the false Trixie gave Cadance a snide smile.

“That's why everypony abandons you!” She declared, “Your real parents, and your friends! You should just stay in this rotten cottage and leave everypony else alone!”

Trixie staggered to her hooves, lumber to her other self, swinging at the mare, her hoof passing through harmlessly. She yelled to Cadance, telling her that it wasn't true. That her friends wouldn't abandon her, all for naught. Trixie glared at her situation, a fading observer who had been the spark of all this.

“W-Why would you say that?” Cadance asked, “After just reassuring me-”

“Because I'm Trixie, why else!? Nopony needs you, and Trixie wanted to get that across! Did it work? Did The Great and Powerful Trixie's little trick work!?”

“Trixie, I'm sorry.” Cadance said as she stepped back, looking to the side, “I didn't mean to offend you. You're right, I, I just-”

“You just want us to be with you? How greedy can you be!” The false Trixie then let out an exasperated sigh as she stopped the ground. “Why does Trixie even bother!?” She shouted as her horn began to glow, “Trixie hopes you never bother her again! Good riddance!” She stated, and in a flash of light, was gone. Cadance stood there, reaching out towards where the false Trixie had been a moment before, tears welling in her eyes.

“P-please, don't abandon me. I can help. I'm sorry, I-, I-...” Everything was fading away from Trixie as she saw her friend cry, and she wasn't going to let their parting end like this. Grabbing onto a glimmer of hope, Trixie willed her cape off, still translucent as she was, and placed it upon her crying friend.

When the white patch touched Cadance, the translucent cape became solid again, and Cadance's eyes shot open as she noticed the cape, resting on her shoulders as if it were a shield to keep her from her fears. As she adopted a smile, everything seemed to freeze, and the growing fatigue left Trixie, surprising her as she stood tall, looking around in confusion.

“Just what are you doing!?” The false Trixie asked, appearing in a flash after having asked the question. She was glaring at Trixie, and she got a glare back for her efforts.

“Waking up my friend, you imposter!”

“Friend? Imposter!?” The fake replied, looking over Trixie as if she was an insect. “Wait, you've awakened. How?” She asked, then shook her head, “It doesn't matter, return from whence you came, I have this completely under cont-”

“Get out of my friend's dream!!” Trixie shouted as she tacked her other self, catching the double completely offguard as they both tumbled next to Cadance. As Trixie stood over her fake, she grabbed her cape, intending to end this farce. However, her fake's horn glowed a sinister purple, her eyes shifting green as she adopted a smile.

“Care to try your blessing against my curse?” It asked in a not-so-Trixie voice as it pointed its horn to Trixie. Trixie, unsure of how to defend herself against black magic, brought her cape forward as a shield. The spell went off, striking her cloak, and there was a flash of light, and an unearthly scream. There were several moments of confusion as Trixie's head spun, and as she recollected herself, she found Cadance next to her, looking a little confused, and greatly concerned.

“Trixie, are you okay!?” Cadance asked as she put Trixie's cape back on her.

“Ow.” Trixie replied as she winced, feeling a little lightheaded as she rubbed her head. “Not so loud Cadance.” She added, making Cadance's ears fall as she looked away.

“I-I'm sorry, I didn't-”

“Cadance, Trixie likes you. You're a good friend.” Trixie interrupted. Stammering Cadance won't do! She thought as she gave Cadance one of her golden smiles.

“Huh?” Cadance replied, as if she hadn't heard Trixie right.

“Look, you've always helped out when you could. You even listened to our silly problems and helped Trixie with a few of her pranks. And, you're our friend.” Trixie insisted, causing Cadance to blush.

“Where's this coming from? What happened to this all being a trick?” She asked as she started to regain her composure.

“That was, a terrible prank. Trixie was coerced into it, and she didn't mean what she said. Trixie is very sorry, and she truly wants you to know, we'd never abandon you.” Trixie replied as she gave a determined look, “We'd fight tooth and nail to save our friends, and that includes you. You know that, right?” Trixie asked, her question being the final push, as comprehension dawned in her friend's eyes.

“Coerced into it?" Cadance asked as she blinked, "Who would do such a thing!? Was it Sombra?" She asked with a concerned look, and Trixie gave a hesitant nod, making Cadance's brow furrowed, before her eyes widened in realization. "Wait, why was I scared of being abandoned?" Cadance asked as she looked around, seeming to see the cottage in a new light. "Oh... It's because..." She let out, getting a concerned look from Trixie. "It's nothing, just an old, silly assumption." She said as she let out a tired sigh. "You're right. My friends wouldn't abandon me." She added with a small smile as she looked to Trixie. "This, this is all a dream. Isn't it?” She asked, getting a nod from Trixie.

“Yep. Just a bad dream. And Trixie'd like it if you woke up.” Trixie replied as she sat down, her legs feeling to heavy to bother with standing.

“I don't know if I can, but, I can at least say this much.” Cadance began as she turned to Trixie, a bright smile on her face, “I'll see you in the morning.”

“Count on it!” Trixie replied, getting an unexpected hug from Cadance, before the dream started fading. Trixie sat there, a silly grin on her face as the cottage changed and became more decorated, the boarded windows being traded out for open ones as the dream shifted into Cadance's dream home. As Cadance vanished, and Trixie's cape became a little whiter, Trixie adopted a look of surprise before cursing herself.

I should have asked Cadance where she and Sunset fell asleep! She thought as she let out an annoyed sigh. Her head then began to spin as she was hit with another wave of fatigue. That copy, what was that about a curse and a blessing... She thought as she lay on the ground, resting over a shining pink crystal heart emblem. Whatever it was, it really took … a lot, out of... She lazily thought as she feel asleep, her desire to resist cast away in the light of her success.

She lay there for several moments longer, before disappearing from the Realm of Dreams, having been pulled out the other side. As she vanished, a certain shadow watched, nodding to herself.

Materializing into the cottage, Shadow Flare looked around as she cast a wall of fog around the small home, hiding it from the ever searching eyes of Nightmare. Not one to trust such a simple barrier, she cast her eyes to the portraits on the wall, seeing that Sunset's picture was now repaired. Her eyes then fell to a portrait of a white and brown filly, and with care, she took the portrait from its holding, hiding it someplace where Nightmare would never find it, before moving on.

“This may very well work.” Shadow Flare said to nopony in particular, then let out a small laugh. “Well now, I guess I owe Chrysalis one, whether she intended it, or not.” She said in an amused tone as she looked to the one covered portrait on the wall, veiled by a white cloth, “Better hurry, Luna's little shadow. The longer you stay awake, the harder it'll be to return.” She stated, leaving behind the pink, kind glow coming from Cadance's cutiemark alone, as she vanished.

Author's Note

Hrrrmmmmmmmmmm.
This chapter has a slow start, and I'm not sure if its a bad thing or not. I also have some doubts with the chapter's resolution, though I can't seem to pin them down.
Well, either way, thanks again for reading! I hope you enjoyed this chapter!
Wanna thank my friend OCisbestpony for his help as well. :twilightsmile:
Now, I'll leave you with this little tidbit:
Horns and or Wings will be dispensed to certain characters in the future. That is all.

3. Third Shadow

Spike paused, noticing that Page had stopped following him. Raising the burning branch higher, he saw that the filly was looking back the way they came, looking as if she saw or heard something important.

“Something up?” Spike asked as he gave her a confused look.

“Huh? Oh. I- well, I thought I heard Cadance.” She got out, looking to Spike before glancing back to the source of their confusion. “It was like, she was wishing me luck.” She said, then turned back the way they came, as if to respond to that call, but she hesitated, glancing at the two bound books resting in her saddlebag. “Spike, what do we do?” She asked as she looked back to him, “I- I wanna see Cadance.” She added as her ears fell, and not for the first time since this week of night began, Spike saw her fighting tears.

Her words got to the young dragon. He wanted to see Sunset just as badly as she wanted to see Cadance. But, they had an important mission to carry out, and he was the older of the pair, so it was up to him to keep them on track, and in high spirits. However, it was hard at times, especially now that they were in the Everfree Forest.

Fortunately, and unbeknownst to both of them (or anypony else for that matter), the Everfree was the safest it's been in a very long time. The forest itself had also fallen under the same spell as the rest of Equestria. The monsters, the trees, even the unbound weather was asleep. Spike and Page were none the wiser to the dangers they were spared for it.

“Do you wanna check in?” Spike asked, hoping the break would help ease her apprehension. Page considered his question for a moment before shaking her head.

“N-No, she said we're close.” She then hesitated again before nodding, “We gotta find the castle first. I wanna know 'bout Cadance, but, we gotta find the magical necklace. Then, we can wake everypony up.” She finished hopefully as she looked to Spike.

“Right, castle first.” Spike started as he adopted a confident look. “A bit more this way and we'll be there for sure!” he added as he puffed his chest out, getting a small smile from the white filly.

Lifting his torch high, Spike pressed forward through the underbrush, Page a step behind him. Using the moon's light as a compass, Spike led the two of them in the same direction for several minutes through the forest. He paused every so often so Page could catch up, for she was constantly looking back in the direction she'd heard Cadance's voice with a longing look. As Spike crossed past a line of trees, his eyes widened as he spotted their destination.

Beyond a ravine, illuminated by the moon, was an ancient abandoned castle, left to be swallowed up by the forest. Spike smiled, glad they weren't lost, having secretly suspected they were for the last few hours. He then spotted a problem, but was distracted when he heard a small, painful yelp from his friend.

“Page!?” He asked as he turned around, seeing that she was trying really hard not to cry as she got on her hooves, twigs caught in her brown mane.

“I'm okay.” She replied as she sniffled. Her brow then furrowed as she glared at the source of her pain, “I just tripped-” She added, rubbing her eyes before noticing the castle in the distance. “The castle? We're here?” She asked, getting a nod from Spike as he helped get the branches out of her mane.

“Yea, but the bridge is out.” He pointed out, making Page adopt a contemplating look.

“Umm, hold on, I think there's something about stairs, and a secret door.” She replied as she pulled out a book from her saddlebags, a certain ancient journal that was shared between Luna and Celestia.

“Wanna check in first, before we go?” Spike asked, and Page paused, about to open the book as she looked to Spike. She gave a reluctant nod, adopting a slightly disappointed look as she put the book away.

“Are you ... staying up?” She asked as she tried to mask the fear in her eyes, and Spike nodded, prompting a sigh of relief from the filly.

“Don't worry. I'll check the book while you're out, I won't go anywhere, promise.” He said resolutely, making the filly blush as she nodded. Laying down, Page allowed the fatigue that's been nipping at her ever since this all started to wash over her, quickly falling asleep.

Spike quietly sat next to her as he looked over the journal, looking for any details concerning the secret passage Page mentioned. As he looked over it, he glanced back from whence they came, feeling a little lonely as he wondered how Sunset and his friends fared. Those thoughts on his mind, he looked back to the castle, a tomb for the copy they were sent to retrieve. A copy of a relic, the one Luna supposedly used to defeat Nightmare back in the early days of Equestria, The Queen's Necklace.

~~~~~~~~~~

Trixie winced as she opened her eyes, slowly turning her aching head as she saw that she was in the Golden Oaks Library. There were a small number of sleeping ponies gathered near her, tucked in sleeping bags and blankets. She recognized their faces as Twilight and her Ponyville friends, but she'd never really put in the effort to remember her friend's names. Well, besides the one she worked with to put her show on after what happened last winter, Applejack, and the one who totally wasn't a Shadowbolt, Rainbow Dash.

She saw a table with dishes and candy, old punch, as well as spoiled food. Taking that in, she vaguely recalled Twilight mentioning a slumber party with her friends to celebrate the victory up north. As Trixie got on her hooves, she noticed that Chrysalis was at her side, and after taking a moment to rub her head, her brow furrowed as she looked to the changeling.

“Chrys! Why'd you have to wake Trixie up now!?” She asked as she slammed a hoof on the ground, then almost fell over as her headache punished her for her outburst. And why has my headache gotten worse!?

“W-What?” Chrysalis responded in surprise, before frowning. “Because we're in Ponyville now! What of it?” She asked, and the two of them shared a brief glare before Trixie let out a sigh.

She didn't know I was in Cadance's dream. Just calm down Trixie, or you might just pass out... She thought as she rubbed her head again.

“Sorry. It was- Trixie was helping a friend, and it almost ended horribly.” She said, making Chrysalis look over her for a second before adopting a slightly apologetic look.

“I did feel some resistance, that's why I let up on pulling you back. How's...?”

“Cadance. It was Cadance.” Trixie then adopted a fiery look. “There's a lot you need to know.” She began, “But, how'd it go, did you try waking Twilight?” She asked, and Chrysalis shook her head.

“It didn't work, that's why I woke you up.”

“Of course it didn't.” Trixie said as let out a sigh. “Alright then, here's what Trixie learned on the other side...” She said as she began filling in her friend, casually walking about Twilight's home as she did, looking over the sleeping ponies before reaching Twilight herself. She adopted a small smile as she finished, then looked to Chrysalis, who was thinking over everything she'd heard. Trixie then noticed a small rolled up piece of paper next to Twilight, and her eyes widened in realization. She tried to pick it up with her magic, her brow furrowing when nothing happened.

“You know, if Trixie could use her magic, we could send a letter to Spike!” She let out in annoyance, causing her to wince again. She then scooped up the rolled paper with her hooves, opening it to confirm her suspicions. “It's a letter, from Spike.” She said for Chrysalis' benefit, pulling the changeling from her thoughts as she looked over Trixie's shoulder.

'I sent a letter like this to Sunset and Trixie-' Trixie read, pausing as she looked to Chrysalis.

“Don't look at me. I was too distracted to notice any letters in your home.” Chrysalis admitted, getting a sigh from Trixie.

“Trixie missed it too, she was also distracted.” She stated in annoyance as she continued on.

'I sent a letter like this to Sunset and Trixie as well. ~~We're both going~~ Page and I are going into the Everfree to find something that can wake everypony up. If you somehow wake up before that, we could use help getting there!'

'If you see this, and everypony else is awake too, then we did it! That would-' The rest of the letter didn't have any other pertinent information, and was mostly the young dragon sounding energetic at the prospect of saving Equestria. A notion that made Trixie adopt a fond smile.

“The Everfree!?” Chrysalis let out shortly after she finished reading. She then ran outside, to Trixie's surprise. Looking out the window, Trixie saw Chrysalis' horn glow as a ball of green light flew from it, into the sky. Trixie watched for a moment as she saw the orb start to pulse.

Is she calling her children? Trixie guessed as she looked back to the changeling, who seemed to be focused on the orb. Spike and Page are looking for something to wake eveypony up? Did Luna leave something behind for them? She wondered, before looking back towards the sleeping mares behind her. She looked to Twilight, briefly glanced back to Chrysalis, then moved to her sleeping friend's side.

Trixie sat there for a moment, looking over her, before putting a hoof on Twilight's shoulder, shaking her gently. Getting no response, Trixie resisted the powerful urge to shake her harder as her eyes started to sting. She blinked as a depressing notion came to mind, and she felt her shoulders start to shake as she glared at nothing in particular.

Great! Just Great! Now I'm getting myself worked up! She thought as her brow furrowed. Darn it. If only I had my magic! I could pick up Chrysalis' spell and just dive on in! Thinking that, she looked back to the door, considering her options for a moment before nodding to herself. She then looked back to Twilight, and adopted a determined smile.

“Don't you worry, Twily, I'm coming to get you.” She whispered out, “And Sunny too, just wait a little bit longer.” She added as she moved some of Twilight's mane from her face. A fire beating in her chest, Trixie left the sleeping ponies behind, finding Chrysalis done with her spell.

“You sent a message to the others?” Trixie asked as she looked off towards Canterlot mountain.

“Yes, the Everfree, isn't safe for children!” Chrysalis let out, getting a curious look from Trixie.

“Wouldn't it be asleep too?” She asked, hesitating as she looked back to the library.

“I'm not counting on it.” Chrysalis replied as Trixie noticed a small green glow shine from Canterlot. Chrysalis then looked to Trixie, “You coming with me, or am I sending you back?” She asked, and Trixie shook her head, recalling her words before she had sent her into the Realm of Dreams.

“Trixie's going back. She said she'd trust you with Spike and Page, so she'll keep doing that.” She then gave Chrysalis a frustrated look, “There's not much I can do on this side without my magic. I want to do what I can, so it'd be best if I was back on the other side!” She said resolutely, getting an understanding nod from Chrysalis. Trixie then cleared her throat, “Trixie'd like to go back to Cadance's dream home; but, she doubts you can simply send her back there. Still, she can reach Twilight from here, so let's keep moving forward.” She then adopted an uncertain look, “You're not going to carry Trixie as she sleeps again, are you?” She asked, and the changeling quickly shook her head.

“No, I'll be leaving you here.” She then adopted a very serious look. “I want you to be careful around Shadow Flare, she may very well want to save Equestria simply so she can rule it.” She then adopted a slightly disgusted look, “Not that I can see why, you ponies can be insufferable at times.” She added, getting a smile from Trixie.

“Well, Trixie will keep that in mind.” She replied, then winced again in pain, prompting her to appraise her friend. “Chrys, are you sure your magic isn't causing Trixie's headaches? It's worse than before, and she's worried she may not be able to think straight next time she wakes up.” She explained, getting a concerned look from the changeling, who quickly hid it under a contemplating expression.

“Maybe it is. I still don't know why the spell worked for you, but nopony else.” She admitted as she glanced to the side.

“What does the spell do?”

“It literally pulls a pony out of their dreams, nothing complicated about it. When I used it on the others, it felt like there was a wall that my magic couldn't get past.”

“...Why do you know such a spell?” Trixie asked hesitantly, making her friend adopt a somber look.

“My mother loved to play with her food, and insisted I learn the spells involved.”

“R-Right, say no more!” Trixie quickly replied, then looked back to the library. “If you pull Trixie out again, the headaches could be even worse, so don't wake her unless it's important, 'kay?”

“Agreed.” Chrysalis replied as her horn started to glow, catching Trixie off guard as she was hit with a wave of fatigue, making her topple over as everything started to grow dark. Before hitting the ground, Trixie vaguely felt her friend's magic catch her, as everything faded away.

~~~~~~~~~~

Shadow Flare's recounting of what occurred faltered as she felt Luna's student return to the Realm of Dreams. Flare's little 'minion' noticed the interruption in her narrative, and was giving her a quizzical look.

“What's wrong?” Page asked, before her eyes widened in alarm, “Is it Nightmare!?”

“No. You needn't worry,” Flare quickly replied, “It seems that Trixie's returned.” She explained, making the filly's ears perk up in surprise.

“She's here? Now? Can I see her!?” She asked as she gave Flare a pleading look, eyes aglow with hope. Seeing that glow made Flare falter for a moment, before she shook her head.

“Not right now. We've both got important things to do.” She insisted, her heart aching when the filly adopted a sad look.

“I get it.” She stated as she pattered the ground with a hoof. “It's time to go?”

“Yes, it's time to go. Remember, you don't need to be afraid of the castle, there are no monsters there, understand?” Flare asked as she lifted the filly's chin, looking her in the eyes.

“I won't be scared, promise.” Page assured as she adopted a determined look.

“Very good, I'm counting on you, and Spike too.” Flare added, getting a firm nod from Page. “Be safe.” She urged, and Page hesitated for a brief moment.

“You too. Bye bye...” She replied as she closed her eyes. Flare then tapped Page's head with her glowing horn, bring the filly's dream to an end, leaving Shadow Flare alone as Page's dream home materialized around her.

The home itself greatly resembled Tell Tale's, but the pictures were different, the plants were younger, and there were several mostly empty bookshelves waiting to be filled. Flare stood there for a moment in anticipation, before seeing the home shimmer and fade away, just as the dream had.

Letting out a small sigh of relief, Flare looked south. She then called back her shadow, reconcealing her cutiemark, mane and eyes, once again becoming a featureless creature of the night. She then adopted a fond smile as she thought about the little filly and the dragon.

As far as minions go, I think this is more than acceptable. She thought, before looking north. I wonder, what would Celestia think if she saw me now? Her brow then furrowed as she let out a sigh. She'd probably tease me. Still, that's not gonna happen if I can't get rid of Nightmare. She then considered what to do next, before looking in the direction of Ponyville's dreamers. Trixie... I better make sure she doesn't make a mess of things. She affirmed as she focused her mind's eye towards Canterlot, sensing Nightmare in the distance. Feeling no movement from that presence, she took to the sky, to see to the blue unicorn.

~~~~~~~~~~

Trixie let out a comfortable sigh, feeling no trace of her headache as she opened her eyes. A crack of thunder ended her brief relief, making her adopt a defensive stance as she looked to the sky. Eyeing the horizon in every direction, she saw no sign of the ominous red glow that preceded Nightmare.

Instead, she saw several isolated areas of fog, each of them separated by about hoofball field's distance, making Trixie wonder why distances were so off in the Realm of Dreams. I mean, those are the dreams of Twilight and her friends, and they were practically sleeping next to each other! She thought as she re-enchanted her cape, taking flight in an energetic manner as she got a better look around. So, six dreams. Which one's Twilight- She began to wonder, then paused when she saw that there were only four pockets of fog.

Pretty sure I saw six ponies sleeping in her home. She thought as she double counted. Okay, there's two on the ground, and two in the air. Assuming the ones in the sky are for her pegasi friends, that still leaves two missing dreams! She thought as worry started to weigh upon her, Why do I get the feeling that Twilight is one of the missing ones!

She began to circle around as lightning stuck nearby, making her eye the sky warily before focusing back on the ground. Calm down Trixie, maybe earth ponies' dreams take place underground? She then paused as her eyes fell upon a slightly worn down home.

The structure was hidden by large rocks; Trixie wouldn't have spotted it had she not hovered around, and her curiosity got the better of her as she landed near the structure. Did somepony manage to end their own nightmare? She wondered, assuming the place to be a dream home as she entered.

While the outside had been worn and unassuming, the interior was far from that. It was brightly colored, mostly pink, with walls decorated with candy, along with pictures and portraits; a lot of portraits, to Trixie's surprise. As she entered, her eyes fell on a bowl near the door with a sign on it. 'Help yourself!' The sign read, the bowl filled with colorful rocks, a sight which jogged Trixie's memory.

Wait, I remember this! This must be that pink energetic pony's dream home! She gave me some rock candy when I first came to Ponyville. What was her name again? Trixie wondered as she gingerly took one of the colorful rocks. Something-a-mena? Giving it a lick, her tongue was assaulted by a zap of sugary goodness, bringing an unexpected smile to her face. Suddenly having the idea to summon her favorite meal, she abandoned the notion as she focused her attention on her surroundings.

This mare is friends with Twilight, so I should be able to get to her dreams through one of those portraits, like I did with Cadance! She thought as her eyes went over the large collection of ponies on the wall. There seemed to be no order to the arrangement, but it wasn't that difficult for Trixie to pick out her friend, despite the fact that Twilight's portrait was still ruined.

Her picture wasn't as messed up as it had been in Tell Tale's place, but it was still ripped in several places, and Trixie's heart sank when she placed her hoof on the portrait. She stood there for a moment as her ears fell, suspecting that the last missing dream in the area outside the building was Twilight's.

Well, at least the picture is in better shape than it was before. Ending Cadance's nightmare … Did doing that fix up Twilight's portrait? Trixie wondered as she recalled Shadow Flare's surprise when she said that Cadance's picture had been fixed. Helping Tell Tale fixed Cadance's, what if it also made Sunset and Twilight's pictures better than they were before? Looking to the wall, she let out a small sigh when she couldn't spot Sunset. Right, that was a silly thing to hope for. She doesn't make a lot of friends like Twilight does. Or any friends for that matter, unlike The Great and Powerful Trixie! She thought as she shook her head.

Her eyes then fell to something she hadn't expected, a picture covered by a white cloth. Is that my portrait? She wondered as she reached for the cloth, feeling the sense of vertigo returning. Yep! Can't say I'm surprised it's here. I am The Great and Powerful Trixie after all! She thought with a smile.

As she looked away from her portrait, her heart nearly lept out of her chest when she saw Shadow Flare standing at the door. W-When did she get here!? She thought as she tried to hide her embarrassment for being spooked.

“What do you want? Is Nightmare coming again?” Trixie asked as she gave Flare a cold look.

“It's settled around Canterlot for now,” Flare replied as she causally grabbed a bit of rock candy from the bowl, “What's wrong, can't get into your friend's dream? Don't you know that's an invasion of privacy?” She added mockingly.

“And possessing ponies isn't?” Trixie shot back.

“Possession requires consent-”

“Trixie doesn't want to hear your excuses! If you want to help, help Trixie get to her friends.”

“Right to business then.” Flare said, sounding a little put off, “Follow me, I'll take you to Sunset's dream.” And not even waiting for a reply, Flare turned around, and took flight.

“H-Hey! Wait for Trixie!” She let out as she flew after Flare. “How'd you know Trixie could fly now?”

“I wonder...” Flare stated, leaving Trixie under the impression she was smiling at her. As they left the dreams behind, Trixie couldn't help but feel as though she overlooked something, making her look over her shoulder for a moment. Shrugging off the feeling, she eyed Flare with a determined look.

“So, how do you intend to stop Nightmare?”

“The same way Luna defeated me before I made a pact with Celestia, and that's all you need to know.”

“You don't want Trixie's help?” Trixie asked, hoping to gleam more from the shadow.

“I have all the help I need.”

“Fine.” Trixie let out in annoyance, “Why are you helping Trixie?”

“For insurance, in case my plan fails.” Flare replied before glancing to Trixie, “It seems that when you end a pony's nightmare, it heals the bonds between.”

“Bonds between?” Trixie asked, “You mean those portraits?”

“Yes. Everypony is connected, through memories and relationships. The dream homes show that connection. And it was through that connection that Nightmare spread.”

“So, if Trixie takes down enough nightmares, we can reach Luna?”

“That's a possibility, yes. This is a speculation on my part, but if you can free Sunset from her nightmare, she should be able to wake up.”

“You're not sure?”

“Not entirely, something like this has never happened before.” Flare admitted. Trixie then let out a gasp a she was struck with a realization.

“If Sunset wakes up, she can raise the sun!”

“Yes. Though I doubt it would be enough to defeat Nightmare, or end the sleeping curse, I suspect it would greatly weaken it.”

“And that's when you swoop in, take over it, and claim Equestria as your own?” Trixie stated as she looked to Flare, who seemed upset by the accusation.

“My interest in ruling her kingdom has waned greatly in the last few months. I just want to make it all right again.”

“For Celestia?”

“Yes.” She curtly answered.

“Can't we wake her as well?”

“That would be very difficult. Only a handful of ponies know her enough to have a connection to her. And they're all currently trapped in their own nightmares.”

“...Trixie doesn't get it. How can you care about Equestria, but clearly hate Luna?” She asked, getting a dark scowl from the shadow, the power behind it distracting Trixie, almost making her crash into a floating rock. “F-Forget Trixie asked.” She added, and Shadow Flare considered her a moment before casting her gaze forward.

“I have every right to hate her. She's spurned me thrice, and never apologized.” Flare explained as the shadows around her started to dance, as if on fire.

Three times? Okay, there was when she was defeated the first time, then the second time with the Elements of Harmony, is the third time when we beat her last winter? Does she blame Luna for that? Trixie wondered as Flare let out a sigh.

“Luna is truly a foolish mare, who shuns her fears, and at times lets herself be ruled by them.”

“Hey! Luna's the bravest pony Trixie knows! You take that back!” Trixie shouted as she flew in front of Flare.

“Oh what do you know! All those years under her, you must have at least picked up that she's great at keeping secrets!” Flare replied, making Trixie hesitate for a moment.

“What of it!?” Trixie asked, prompting Flare to adopt a confident stance.

“I know what she fears. I know what anypony fears, and do you know why?”

“Because you were once Nightmare!”

“That's only the half of it! I was once the Queen of Nightmares! Nightmare Moon was my name! And do you know what it was like!? I was filled with fear! Anger! All dark emotions born from the time before Equestria was born!? And I wanted to share that! Return it all from whence it came!!” She shouted, and for a moment, Trixie was certain Flare was about to attack her, but the shadow's anger died out after a moment's silence. “...I was once Nightmare Moon, a name I wish to never adopt again. I had power, ambition. Now, I have no need for those.” She admitted as she looked to the side, making Trixie tilt her head in confusion. Flare noticed, and let out a small sigh. “Suffice to say, sharing a vessel with Celestia for a thousand years tends to change a pony.” She explained, and Trixie hesitated for a moment before speaking up.

“If that's the case, why do you still hate Luna?” She asked, hoping Flare had cooled down enough for the question.

“Because, of all the ponies in Equestria, I'm the only one with the right to hate her.” Flare responded, leaving Trixie under the impression that was going to be the best answer she'd get from her. The two of them then flew in silence for several minutes, before Flare spoke up. “Do you know what she's afraid of?”

“The Grand Galloping Gala.” Trixie quickly responded, getting an unexpected chuckle from Flare, “H-Hey! Trixie was being serious!”

“No, no, you're quite right, she truly can't stand the event, and I don't blame her.”

“...If that's not it, then, what?” Trixie asked.

“You ever wonder why she's never had children?” Flare asked, making Trixie blush briefly before coughing into her hoof.

“Sort of, yes. She's been looking after Equestria for so long, Trixie couldn't help but wonder. Luna said it was because she has to be a 'responsible' leader.” Trixie replied in an unconvinced manner.

“Yeah, she's been giving that excuse for centuries. Truth is, she want's to have a foal or two of her own. But, because of her fears, she keeps herself away from that outcome. And as long as she's afraid, she'll never be a mother.” Flare said, and Trixie was about to asked why, but she then recalled a particular hall in Canterlot castle, and was filled with an idea as to what Luna's fear was.

“Is she … afraid of outliving her children?”

“Hah! I didn't have to spell it out for you!” Flare let out, sounding a little impressed, which only made Trixie's brow furrow.

“S-So, when Trixie finally reaches Luna, she'll need to take on a nightmare like that?” How would I even tackle such a thing!?

“Not likely, if you can enter Luna's dreams, then that would mean that Nightmare was defeated.” Flare said, and she looked like she was about to add something, before stopping herself. “But all that aside, yes, Luna has her fears. Everypony has them, and I typically know them with simply a glance.”

Even Luna's afraid of something. I guess I can't blame her, but, doesn't Chrysalis have a similar problem? She seems to handle outliving her children just fine. Though, I guess that would explain why she's always so bitter around everypony close to her. Trixie thought as their conversation died down.

In the silence that followed, Trixie found her eyes taking in the bleak landscape. They were following a path of large metal train tracks below them, the land around the tracks barren. There were no trees to be seen, and the lightning had been traded in for cyclones dotting the plains, which were swallowed by shadow and vanished when they got too close to Flare.

“Trixie supposes this was all Nightmares doing?” She asked in an attempt to end the silence.

“Well, yes and no. Nightmare's influence fell over the ponies and their magic, which trickled down to the land and all the critters and creatures that inhabited it. The wildlife doesn't have dream bubbles like ponies and dragons and other thinking creatures do. Instead, their dreams shape the land within the realm. Critters are afraid of storms, inhospitable conditions, lightning, thunder, and all that you see around you.”

“How did Nightmare do all this?” Trixie asked, and she could feel Flare's expression darken for a brief moment before she answered.

“Sombra. One of the greatest wielders of dark magic our world has ever known. He was malicious, insidious, and a little over prepared. I assume that he had prepared a powerful curse, set to go off should he ever fall, which activated when he was bested by your friends. I don't know what that curse would have done, and I doubt anypony will ever find out. Nightmare found that curse, and fed off of it.”

“And that was enough for it to best Luna?” Trixie asked skeptically, and Flare nodded.

“A nightmare, all by itself, is harmless. Add some dark magic, and it becomes something greater, and curses are the greatest manifestations of dark magic. It was more than enough for Nightmare to best Luna. But, that alone wasn't enough to cause all this.” Flare stated as she indicated the wastelands around them.

“Something else let it spread overnight?” Trixie offered, under the impression that Flare was smiling at her.

“There's an old artifact, made for Luna by one of her friends long, long ago. She used it to defeat me when I was Nightmare Moon. I never learned its original name, and I made sure that Luna and its creator didn't know its name either.”

“Huh?”

“Well, when I possessed Celestia, I acted to erase all evidence of the artifact before awakening Luna. I didn't want to be done in again by that blasted trinket. Although, I didn't really count on Luna being able to wield the Elements of Harmony on her own.”

“What did this, uh, thing, do?”

“The 'thing' is a necklace that only works in the Realm of Dreams. It reverses the portraits in a pony's dream home.”

“That doesn't sound very special.” Trixie admitted.

“Right, let's see, how to put it,” Flare began as she adopted a contemplative look, “The ponies you see on the walls in a pony's dream home show those that are important to the pony. Loved ones, ponies that had a big influence on their lives. Take Luna's bookkeeper for example, you saw all the ponies there, those were the ones he cares for, the ones he deems important to who he is.”

“Right...” Trixie said, a little impatiently.

“That necklace makes it so that instead of showing the ponies important to your life, it'll show the ponies who consider you important to their lives.” She explained, and Trixie thought on it for a moment before her eyes widened.

“Nightmare, can it travel through the portraits?”

“Only if the pony is asleep, and not already under its influence.”

“Then, Princess Luna, she's a part of just about everyponies lives, so when Nightmare defeated her-”

“It used the artifact Luna used against me on her, granting it the ability to wash all of Equestria in nightmares.”

“Then, shouldn't we be trying to get this thing away from Nightmare-”

“Let me worry about that, you can deal with bringing the sun back.” Flare curtly stated, making Trixie frown.

“About that, you mentioned that Tell Tale is still asleep, and Trixie guesses that Cadance is too, even though she ended their nightmares. How is she suppose to wake them up?”

“Actually, that's the easy part. Now that Nightmare's initial hold is gone, a simple cleansing spell should do the trick. Though, you need to do it from the other side.” Flare stated simply, making Trixie's brow furrow.

If I could use my magic on the other side- Well, guess I'll just have to tell Chrys.

“Where's Sunset and Cadance, in the real world?”

“They're on the train bound from Rainbow Falls to Canterlot, we'll be there shortly.” She stated as Trixie looked to the horizon, seeing large structures of metal dotting the broken tracks they were following.

Right, once I take care of Sunset's nightmare, I'll return to Chrys, and we can follow the tracks. She thought as they got closer, seeing that the large metal structures were train cars, four times their normal size.

“Why is everything exaggerated here?” Trixie asked as she flew low, seeing the broken down and rusted cars having several dream 'pockets' in them.

“Because it's a realm made from dreams.” Flare stated flatly as she reached Trixie's side, sounding a little disappointed by the question. “Well, Luna's little shadow, this is where we part, I need to head back and make sure Nightmare doesn't wander from Canterlot. Look for Cadance's home,” she said as she pointed to a series of floating rocks above them, “You can reach Sunset's dream from there.” With that, it looked like she was about to part, but she hesitated for a moment. “Give Sunset my regards, and for what it's worth, I'm sorry I tried to possess her last winter.”

“You can apologize to her yourself, Trixie isn't your messenger!”

“The apology wasn't for her.” Flare replied flatly as she parted, leaving Trixie alone with a surprised look on her face. She watched Flare fly away, at a speed that impressed Trixie, as it was only moments before Shadow Flare was too far to make out from the dark clouds in the sky. Shortly after Flare parted, a lightning bolt stuck close to Trixie, to the mare's annoyance.

“Trixie is getting really tired of this hostile weather!” She declared as she rushed towards the floating islands, looking for a cottage she had been in not too long ago. I think I'm beginning to see why Sunset doesn't speak poorly of Shadow Flare. She thought as Flare's apology played through her head.

Spotting the cottage, she bee-lined for it, intending to get Sunset out of her nightmare as soon as she could. She paused briefly as she entered, looking to all the portraits, noticing that Page was missing here as well. Her brow then furrowed as she noticed that Spike's portrait was also nowhere to be found. Finding Sunset's portrait, she approached it, seeing it was whole again, if a little ragged. Adopting a determined look, she entered the portrait, and was whisked away to tackle one of her best friends' nightmares.

Knowing her, it wouldn't surprise me if her nightmare involved her becoming Princess of Equestria! Trixie thought, a little amused at the notion as her falling came to an abrupt end, the portrait's corridor having formed into a back-alley of Canterlot.

Getting up, she dusted herself off as she stepped out into the street. She then stopped as she saw a banner emblazoned with Sunset's cutiemark, as well as wings and feathers of fire. The banner was one of many hanging above the road, and the moon, as bright as the sun, was casting a harsh light upon the city.

The decorations reminded Trixie of the Summer Sun celebration, and her brow furrowed as she noticed another banner down the road with very telling words written on it.

'Praise be to The Great and Glorious Princess Shimmer!'

“T-The Great and Glorious!?” Trixie let out as she looked to the castle, before taking in a deep breath. “Suuunsseet!!!!”

Author's Note

It's here! Chock-full of exposition and character interactions! (I really hope it wasn't boring.)
For some reason, I feel obligated to state that none of the remaining bearers will be OCs.
I had originally intended for Sunset's dream to take place in this chapter, but then it would have been twice as long as it is now.
~~Chapter 4: It's Always Sunny in Canterlot!~~
Hope you enjoyed this chapter, and thanks again as always for reading!

4. Waning Lights

Shadow Flare's heart was pounding, despite her best efforts to calm its distress. She tried to take reassurance in the fact that she was faster, that she was also completely hidden from her foe's view, but to no avail. She closed her eyes for a moment as she took in a shallow breath, before peering beyond her perch in the lightning laced clouds. She looked to the ruins in the distance, still distracted by the tempered urge to flee.

Beneath her was a barren and broken land tinted red. The very air she breathed almost felt caustic. Though she knew it wasn't, she couldn't help but hold her breath every so often as she tried to read her enemy.

In the distance were the ruins of the largest dream home within The Realm of Dreams. It was so large that it had been called a palace by its former owner, Princess Luna. A structure of many towers, not dissimilar to its real world counterpart, only here, Luna's home lay crushed. Its foundations ruptured. Its towers scattered. Its contents burnt beyond recognition. Nothing more than an indistinguishable pile of rubble.

And now, it was Nightmare's den.

Shadow Flare's heart ached for a brief of moments upon seeing the ruins, and it wasn't because of fear. Realizing the emotions she felt regarding the palace made her brow furrow, her fear temporarily replaced with anger. You foolish princess, how could you let this happen! She thought as she looked towards the ruin's center, seeing the undefined mass that was Nightmare; a bubble of red fog. Nightmare was nothing more than an entity, a terrible dream composed of malice and fear that was drawn towards others.

At least, that's what it used to be. But Nightmare has been acting strangely for some time now, being the reason Shadow Flare dared to come this close to observe it.

The changelings... It's been acting strange since they came to Equestria. Why? Shadow Flare wondered as she scrutinized Nightmare as best she could, unsure if she could will herself to edge any closer.

It-It went straight for Trixie after she left the dream I placed Page's father in. But after Trixie encountered Cadance's dream, Nightmare came here. Is the changelings' presence changing Nightmare? She wondered before her eyes widened. It's waiting! But, what is it waiting for? She wondered as she pulled the clouds closer to better hide herself, ready to bolt at a moment's notice should Nightmare move.

Is it waiting for Trixie, Page, or … me?

~~~~~~~~~~

Without even batting an eye, Trixie was off, leaving the street behind as she took to the air, flying towards the castle with righteous haste.

I don't care if it's just a dream! There are some things you just don't do! she thought, her brow furrowed, her gaze focused on her destination. Or, at least it was for several moments, but before she reached the castle she couldn't help but notice more features regarding Sunset's dream.

Just like the Realm of Dreams outside, it was uncomfortably hot, and there was no green to be seen. As she took this in, her pace started to slow, and her anger began to lose direction.

Where is everypony? She thought as she noticed how quiet it was, seeing no movement within the city below. I mean, it's Canterlot! I doubt even Sunset's dream would miss such a detail... She began to waver on her path, trying to get a better look down the alleys and streets of the city as she passed them by.

Canterlot was decorated for a celebration in honor of Sunset, but Trixie was now under the impression that these displays were put up long, long ago. Many buildings showed signs of neglect, and when she peeked into one of them, she saw the decayed remains of wooden furniture inside. Struck with an idea, she flew up, high enough to look over the buildings, and see what state Equestria was in beyond the mountain.

Her mouth slowly fell open as she saw a land of dried earth, just like outside, only bathed brightly in daylight. Far off, towards the horizon, the tan and brown colors gave way to a wall of white, which Trixie assumed to be the dream's borders.

So, Sunset's nightmare is being the last pony in all of Equestria? Trixie thought as she somberly took in the scenery for a moment longer, feeling a quiet breeze punctuate the idea. Looking back to the castle, she adopted a determined look as she spread out her cape, and continued on.

Still, Great and Glorious!? What a better way to end her nightmare than by giving her a piece of my mind! She thought with mixed feelings as she descended towards the castle's 'garden'.

When she got closer, she noticed that the old statues of mythical creatures had been replaced with new statues of ponies. As she glanced between them she was assaulted by a painful migraine, making her lose focus on her flying, causing her to unceremoniously crash into the dirt.

Just as quickly as it came, the migraine was gone, making Trixie glare at nothing in particular as she got on her hooves. As she brushed dirt off of herself, she glanced to the statues before her.

They were modeled after a number of very familiar faces, paired on either side of the path leading to the castle's front door. Closest to Trixie were statues of Twilight, Shining Armor, and Sunset's father. Each was twice as large as the pony they were modeled after, and they all had a life like quality to them that made her eyes linger in awe.

Twilight's statue stood on three hooves. A forehoof planted on an open book floating next to her. She had a happily excited look on her face, her eyes aglow behind her glasses, as if she was explaining something of great importance to an eager listener. There was also a small enchantment on the statue that gave the illusion that Twilight's horn and the book were giving off a magenta glow. Seeing the statue brought a smile to Trixie's face, and she couldn't think of a better pose to see of her friend expressed in stone.

Her somber mood dispelled by seeing the statue, Trixie moved on from Twilight, taking in Shining Armor's statue. He stood tall with his eyes to the sky, his stone form covered in the golden armor of the royal guard. He had a determined look in his eyes, and his tall stature radiated a sense of strength that Trixie couldn't help but find inspiring.

So this is how she prefers to see him? She thought as she adopted a sly grin, She's so getting teased for this later!

Letting out a mischievous laugh, she moved on, briefly taking in the statue of Sunset's father. He had an old and tired look in his eyes, but a smile on his face.

She then adopted a ponderous look when her eyes fell on a statue of a shadowbolt, Shadow Blitz. She stood in a flying pose, her back hoof and tail connecting to the statue's base. She was looking to the sky, a proud smile on her face, as if oblivious to the other statues around her.

Are those two friends? Trixie briefly wondered as she nodded, I suppose working close to Luna, Sunset must see the shadowbolts often... She concluded, making a mental note to pester friend on the matter as soon as possible. Good to know she doesn't need The Great and Powerful Trixie to make new friends! She thought as her eyes wandered to the next statue.

Before she could take it in, the migraine returned, more powerful then before. She staggered back as she felt her stomach churn, looking away from the statue, muttering a curse before feeling the sensation dissipate again.

Opening her eyes slowly, she looked to the source of her pain. This time, there was no migraine. Trixie looked, wide-eyed as she saw that the statue was now completely covered in a familiar looking white cloth.

Did I put that there!? She thought in alarm, certain the statue wasn't covered a moment before. Her statue.

She eyed the cloth for a moment, gently brushing it with her magic. She felt a chill crawl down her spine, and for a moment was paralyzed once again by the sense of dread born from touching the cloth.

What's the deal!? Can't I see myself in the dream realm? Just what's up with this whole thing!? She wondered in frustration, summoning a large mirror, seeing her glaring reflection in it. With that reflection came no fear, no migraines, only a brief moment of surprise at how different she looked with her cape now mostly white. Looks like I can see myself just fine, so why can't I see myself in the dream homes, or this statue? She wondered as the mirror vanished, suspecting it had something to do with the headaches she had while awake. She then let out an annoyed exasperation before stomping the ground.

“Questions questions questions! Why does everything have to be a stupid mystery!” She then eyed the covered statue, pointing at the harmless drapes as they blew in the wind. “You! You're here because I'm the only pony that woke up!” she declared, “And that's all there is to it!” She added, dropping the matter, quietly hoping it was really that simple. Turning her back on the concealed statue, she continued towards the castle, pausing when she reached a display for Cadance.

She was kneeling down, her hoof stretched out towards the path Trixie walked, and Trixie almost felt an urge to accept that hoof. Cadance had a warm, almost loving smile, and in her mane was a golden mane-clip that caught Trixie's attention. The accessory had a small pink crystal heart in it, her Element of Harmony, Kindness. As she looked into it, the gem started to glow, in tandem with Trixie's cape, catching the mare off guard as she was blinded by a flash of light.

As Trixie's vision returned, she noticed a change on Cadance's statue. On the base were words written on a gold plaque. Briefly glancing to her white cape, she stepped closer to the statue to read the message. By either her imagination, or by the strange workings of the dream, she could hear Cadance's voice reading the words in tandem with her, making Trixie's heart jump in surprise. Finding herself alone, she continued reading, almost feeling as if she was taking part in a recent memory shared between Sunset and Cadance.

'Kindness, isn't love. Kindness is reaching out a helping hoof to somepony that needs it. Somepony you probably don't understand. Somepony that may wish you harm, or harm to ones dear to you.'

'Love, however, is a warm smile, or a harsh frown, when those you love are in need of it. To love somepony, is to be willing to be hard on them, while kindness may cause those you love to stray from the path their hearts' wish to walk.

'Kindness, isn't love, but it is born from love. And from the kindness of an outstretched hoof, love can blossom from the kindness that was given. Kindness begets love, and love begets kindness.'

'Yes, you should be kind to others. It would make me happy if you did. But, above that, I want you to be kind to yourself. Please, forgive yourself for the actions you regret. From there, love's wings can spread, allowing your, heart to soar...'

Trixie looked up from the words to Cadance's smile, her heart aching slightly from the words she read. She then rubbed her eyes, before letting out a sheepish laugh.

Be kind to yourself? These words aren't for me, are they? She considered as she looked to the castle, then back to the statue.

“...Cadance.” Trixie said out loud, glancing to her cape, remembering the small promise they made to each other. “You ... wouldn't be against waking up, before dawn, would you?” She asked, getting no reply from the statue. She then let out a sigh, looking over the words again. “Well, if you're gonna leave Trixie with this, you can bet that she'll remember it.” She said with a nod as she took a moment to commit the paragraph to memory. Then, just to be sure, she created a paper copy with her magic, and tucked it under her hat.

Moving towards the castle's doors, she glanced to the next statue, adopting a surprised smile. Wait, Tell Tale? I guess Sunset does like him more than she claims! She thought as she looked over the statue.

He stood at the ready, a confident stature gained from years as a Luna's bookkeeper. There was a scrutinizing look on his face, as if he was judging the pony passing in front of him. He looks a lot better with a smile. Trixie thought as she trotted past him, her cape shimmering slightly as she did. She then approached the last pair of statues before the castle, statues of of Luna and Celestia.

They were both sitting together, each without their crowns or crests. Luna had a hoof raised, her mouth open as if speaking, with a smile. The exasperated look on Celestia's face suggested that whatever Luna was saying was on the silly side, and seeing the two sisters being sisters made Trixie feel a little envious of them.

I guess even Nightmare can't keep us from dreaming about Luna. She thought, taking the statues as a good omen as she climbed the stairs to the castle's open doors. She then paused when she reached the top, looking back over the statues behind her. Nightmare... Her brow then furrowed. This is Sunset's dream, her prison. I need to be ready to snap her out of it. She thought as she turned around, moving closer to the statues before appraising them.

Even though it was a dream, Trixie didn't see any harm in trying, as her horn glowed. Her magic spread out in all directions, touching everything around her, before returning back to her. A small spell that let a unicorn get a basic understanding of ambient magic around them, a spell that Trixie mastered before she even got her cutie mark. Sensing magic came naturally to her, often to Sunset's annoyance. As Trixie's magic returned to her, she adopted a smile at what she found.

The dirt and path feel just like dirt and rocks, but the statues, they were made from magic! That must mean they were made after the dream started! She thought as she walked between the statues again, And there isn't one for Sunset. I can see her actually making these if- She thought before she paused, her ears falling as a somber realization struck her.

She once recalled Sunset say something along the lines of 'stone lasting longer', and seeing the statues, as well as the state of Equestria in this dream led Trixie towards what Sunset's nightmare was.

Losing her friends.

Trixie's eyes briefly fell to the cloth covering her statue before looking back to the castle, her chest aching as she looked to where she believed her friend to be.

“Sunset! It's just a dream!” She let out, unsure if she was heard as she rushed up the stairs to the castle's doors.

Instead of opening to the grand hall, the front doors lead straight to the throne room. Or, at least what used to be the throne room. Large pieces of structured stone lay scattered about, and a great many blueprints littered the floor. The throne itself was in a state of neglect, and the stained glass windows had different, shattered murals on them.

Trixie's ears then perked when she head the sound of somepony writing, and a small amount of mumbling from the corner of the room. She willed her cape to fly, but when it didn't respond she adopted a relieved smile. Just like Cadance's dream! That means-

“Sunset!” Trixie let out, her voice echoing off the high ceiling.

“Tch, Trixie, you don't need to be so loud! I'm right here.” Sunset replied, and though Trixie couldn't see her, she still smiled all the same as she started traversing the room towards the source of the writing. She then tilted her head as she tried to look over the rubble littering the room.

“You ... don't seem too surprised that Trixie's here.”

“Should I? You've been here the whole time, nagging me and pointing out every. Single. Mistake.”

“Trixie helped you with something?” She asked, disregarding Sunset's tone as her pace started quickened, feeling something off about this conversation. Was I wrong about her worst fear? I really hope so- She then bumped into one of the stone chunks in the room, causing her to eye it as she moved around it. The rock looked like a piece of Twilight's statue, shattered and cast aside.

“Just this whole mess!” Sunset let out in exasperation. As Trixie moved closer, she saw more of the rubble for what it was.

These were the statues that didn't make the cut... She thought wide-eyed as she reached the pile of stone that Sunset's voice came from. Trixie looked down both sides of it, walking the pile's circumference until she found an opening.

The first thing that caught her attention as she looked into Sunset's 'workshop', was how dusty Sunset looked. She sat in front of a desk, a quill hastily at work as she ignored Trixie's presence. Seeing a crumpled pile of paper next to the orange mare, Trixie levitated a scrap over and unraveled it, revealing a design for a statue of Spike.

Looking up from the paper, Trixie saw a small assortment of pony-sized statues, as well as blueprints of the statues that stood outside, lined up behind a life-sized statue of herself, and Twilight. Trixie's eyes lingered on her own statue for a moment, noticing a lack of a head-splitting migraine. As she looked to it, she noticed flaws in its make, the cutiemark was off, and her mane was too long. So, the ones outside are close enough to the real thing to be special? She wondered as she noticed flaws on Twilight's statue as well, which was wearing her glasses, while Trixie's had her hat and cape, in their original colors.

“Well if you're gonna bother me, the least you can do is help.” Sunset stated as she levitated what she'd been writing on to Trixie's statue. “So, think this is 'Spike' enough? It's been really hard to nail him down.” She stated to the stoned Trixie, with a hint of hesitation.

“Um, Sunset... I'm over here.” Trixie said, making Sunset flinch before turning around. As she turned around, Trixie noticed that she was wearing her Element of Harmony, covered in a little bit of rock dust just like its wearer. Sunset looked at Trixie, she had shadows under her eyes, as if she were tired.

“W-What? Trixie!?” Sunset asked in confusion, dropping the paper in surprise.

“The one, and only!” Trixie said confidently, before pointing at her statue, “Did you honestly think some statue could capture the grandeur that is The Great and Powerful Trixie?”

“I, well, that is-” Sunset stammered as her face turned red. “P-Pretend you didn't see any of this!” She demanded as she gave Trixie a hard look. “Got it?”

“Trixie's word is as good as her show, she won't tell a soul.” Trixie stated as she gave Sunset a sly grin.

“That smile suggests otherwise.” Sunset replied as her shoulders sagged. “So, are you real?” She asked as she looked to Trixie apprehensively, “I haven't completely lost it, right? You're actually here?”

“You didn't think a big Nightmare thing would keep Trixie from her friends, did you?” She asked, feeling the dream shift as Sunset blinked at her.

“I haven't completely lost it, right? You're actually here?”

Oh great! Just like Cadance. Trixie thought as her brow furrowed. So, I guess I just have to convince her that everypony is just fine- She thought, before adopting a confident smile.

“That's right, Trixie's come to bring you home!” She declared as her horn glowed, summoning an illusion of a magical portal behind her. “Sorry it took so long to find you, Trixie's hoove's were a little … full.” She finished with a confident smirk, getting a surprised look from her friend. Hopefully this illusion won't escape my control this time. She thought as Sunset appraised the portal.

“Okay Trixie, what's going on?”

“You were whisked away into the far future by a mishap on Twilight's part, and we've been trying to get you back. What did you think this is?” Trixie asked, rolling her eyes as she worked towards selling her lie. "Honestly, we work so hard to save you, and you're busy wasting the day away trying to be a sculptor!" She added in a disappointed tone.

“I was- that doesn't matter!" She replied before letting out a long sigh, "I was sent into the future? Seriously Trixie? That sounds … really made up.” Sunset stated skeptically.

“Well, it's the truth. It's either that, or you've lost your marbles. Come on, you woke up, not sure how you got here, all thanks to Twilight's blunder!” Trixie then feigned a wince, making the portal shrink a little at the same time. “Hurry Sunset! Trixie can't keep the portal open long!” Since this is a dream, if Sunset believes the portal is real, then it'll actually take her to the past when she steps through it! Well, the past in her dream anyway. Trixie thought as she resisted the urge to nod to herself, Then the nightmare can end because everypony will be fine in the past! She hoped as Sunset's face started to soften.

“So it's real then? Everypony's alright? This is just some terrible far off future?” Sunset asked hopefully as she started approaching the portal. Her horn started to glow, catching Trixie off guard as she was wrapped in Sunset's magic, her power aiding in sustaining Trixie's 'portal'. “Oh Trixie, this portal doesn't require that … much...” Sunset said as her steps started to slow, her eyes drooping as her sentence died off.

“Sunset?” Trixie asked hesitantly as she felt the ambiance in the room start to shift and darken. “Ooh horseapples...” She let out as she started to back away from her friend, abandoning her illusion, which faded instantly. Before she got too far, the emerald aura that surrounded her shifted dark purple, and shadows started to form around Sunset.

Trixie felt that purple magic tighten around her, and she wasn't having any of that. She teleported out of it, closer to the door. She almost staggered back as she looked to her friend wide-eyed. That was as taxing as a real teleport! She thought, feeling drained as her friend's eyes shifted green.

“She thought we'd just let her bring back the sun!?
This mare is ours!
Beware the cape. Cut it off. Tear it to shreds.”

Trixie heard the voices speak in unison, the first being the most clear, the first reminding her of her double in Cadance's dream. And those weren't the only voices, as there were more speaking in tandem, but their words were unrecognizable in the haunting chorus that rang before her. A chorus born from the shadows around her friend. Oh great! This isn't ever going to be easy, is it? She wondered as she glared at her friend.

“Come on Sunset! You're going to let yourself get possessed? Again!?” Trixie let out in an insulting tone, making Sunset flinch in time with the shadows. The room seemed to freeze for a second, before the shadows started to swirl around Sunset.

“She is not your friend, but a traitor in your friend's guise! Don't trust her. Give her a traitor's reward!
A copy! Fake! Not your friend!
Crush the one that got free, make it swift. Make her scream.”

Trixie took another step back as a shadow tendril touched the Element of Loyalty. There was a brief shooting of red and black sparks, before the element began to darken.

“No!!” Trixie shouted as her horn glowed, grabbing the tendril in an attempt to pry it off.

The other tendrils acted in unison, lashing out towards Trixie. She brought her cape around to take on the assault, and was caught off guard when the tendrils whipped around the fabric entirely. She abandoned her magic as she quickly rolled to the side, hopping off the ground to get some distance from the shadows. As her magic died down, the shadows retreated, to her surprise. “Sunset, fight them! Don't you dare lose!” She shouted desperately as she saw the Element of Loyalty lose its red shine.

“Shut up!” Sunset replied as her horn glowed purple. A large amount of the scattered rubble in the room glowed in response and rose into the air, making Trixie's ears fall, before she bolted for the door. “Where do you think you're going, impostor! You're not Trixie! She's gone, she's been gone for a long time!" She shouted as tears started to run down her face, "And I won't let anypony copy her!” she declared as she hurled her broken collection.

Trixie stopped for a half second, before rolling to the side, the mass of stone crushing down where she once stood. The impact sent the mare rolling, throwing dust and debris all over the place, obscuring the area. Certain she was hidden, she hugged the ground as her horn glowed, creating an illusion of herself running out of the cloud. She felt the air above her shift, as if many things were passing her at great speed, towards her illusion. When it passed, she immediately got on her hooves and continued towards the door, hearing another loud cascade of stone behind her, prompting her to abandon her spell.

Reaching the garden, she continued her gallop to the nearest statue, Celestia's, and hid behind it before glancing back to the castle. She took in several deep breaths, seeing the sky immediately becoming overcast, darkening Canterlot as Trixie took the time her illusion bought to formulate a plan.

Nightmare, or I guess a piece of it, doesn't like my cape. It remembers me from Cadance's dream, so that means it's connected between nightmares! And it wants Sunset do me in instead. She thought, not doubting that the shadows would attack her if she tried to get close enough to touch Sunset with her cape. Thinking of her cape, Trixie was alarmed with she noticed it was now torn and tattered. Why is everything just getting worse-

“Where is she!?” Trixie heard Sunset shout from the castle. As she looked to the source, she saw an emerald and purple light pulse out, followed by a shockwave that sent every brick, window, door, pillar, every piece that comprised the castle flew outward. As Trixie pulled her head behind her cover, one such piece struck the statue, its fragments knocking off her hat and sending it flying away. The noise was deafening, and the entire area was immediately blanketed in dust.

Trixie sat there, her mouth hanging open as she saw parts of the statues ahead of her get pulverized by the debris.

Sunset. Sunset's going to- Trixie began to shake, and she swallowed as she tried to not picture what would have happened had she been struck by any of Sunset attacks. How am I suppose to take that on? Sunset's tough on her own, but, with Nightmare too? She wondered as she cradled her head. I need help. I need to get out of here. But, if I do that, then... then... She thought as her eyes started to itch.

As she lay there, unable to make a move, a small piece of paper fell past her, drawing her eyes to the copy she made of Cadance's words. Cadance... ! Her eyes widened as as she recalled what happened in her flying friend's dream. Nightmare, it wants to make Sunset scream!

She could easily picture it. After everything was done, Sunset would become aware of what's happened, what she did to the broken blue mare lying before her, and what it would do to her. It didn't matter if Trixie stayed, or ran. Nightmare would make Sunset see that outcome all the same.

Something about that mental image struck Trixie, and her shivering slowly stopped. She took in several deep breaths, her brow furrowing as she pushed out all concern for herself. The, The Great and Powerful Trixie isn't going to run. And Sunset isn't going to cry. Not if I have anything to say about it! She thought as a fire lit in her breast, washing away the poison that shook her.

She then felt a drop of water strike her nose, followed by another as it started to rain. Knowing the rain would clear out the dust, Trixie got to work, tearing up what remained of her cape and throwing it in the air before putting some distance between herself and the castle.

“For somepony so Great and Glorious, you sure have a hard time hitting a fake!” Trixie projected from an obscured part of the garden, hearing something hard and heavy hit the spot she'd used her ventriloquism spell from. “Hah! At this rate you'll end up destroying what's left of your precious statues before you can even find Trixie!”

“Stop saying that! There's only one Trixie, and you are not her!” Sunset declared, signaling a bout of thunder as the steady rain became a heavy downpour, clearing the area of dust. Now hiding behind Shadow Blitz's statue, Trixie could see Sunset standing at what remained of the stairs leading to the castle. Her eyes were glowing green, and she walked with a deliberate and determined pace that made Trixie briefly doubt she could pull this off. “Show yourself!”

“Right, because Trixie is dumb and would come out of hiding because you said to!” Trixie replied from behind Celestia's statue, getting a dark scowl from Sunset. Sunset then glanced to the side, mumbling something as she adopted a briefly apologetic look, before her horn glowed, and Celestia's statue was bathed in fire.

Seriously!? Trixie thought, counting three pieces of her cape lost to that conflagration. Sunset looked to the burnt statue, mixed emotions on her face as the shadows seemed to waver and hesitate, an opportunity Trixie took advantage of. She sent a nearby cape fragment burred in the now muddy ground towards Sunset's Element of Loyalty. Before it could reach her, the shadows lashed out at it. When they connected, there was a brief flash, and the tendrils and the cloth that touched vanished. Thought so, well, at least now it knows what I'm up to. Trixie thought as she adopted a sly smile. Don't get hit, catch her off guard, and Trixie wins!

“You torched Celestia? How could you!?” Trixie asked out loud, her eyes widening as she realized she forgot to use her spell. She jumped away from Blitz's statue, her tail feeling hot as the statue was bathed in a pillar of fire.

“I can replace it, now stop wasting my time!” Sunset said as Trixie rolled around, dragging her tail through the mud to put out the flame as she adopted a pained look.

“Th-There are some things you can't replace!” Trixie replied, her voice coming from her own statue. She then saw Sunset look to her statue, adopting a confused look.

“You- You covered my friend!?” Sunset said, her brow furrowing as the green in her eyes started to fade. The shadows around her seemed to twist as Sunset's horn flared, its purple glow shifting to a fiery red. “You- You!”

“Cat got your tongue?” Trixie asked as she slipped behind Tell Tale's statue. Her own statue was engulfed by an explosion, the cloth burnt and broken up from the blast, scattering its fragments all over the garden as nothing remained of the statue. Trixie let out a brief sigh that no headaches came from that action, before taking a deep breath. “Seriously Sunset, what if Trixie had been hit by that?”

“Trixie's too good to be hit by a simple fireball!” Sunset quickly replied, bringing an unexpected smile to Trixie's face. Her smile then faded as she rolled her eyes.

That was no simple fireball!

“Then I guess you're never gonna hit her!” Trixie goaded.

“Stop.” Sunset said as she stomped the ground, “Pretending. To. Be. Her!” She shouted as her horn flared. The shadows seemed to dance around her, and Trixie could hear them laughing as a pair of fiery wings appeared on Sunset's back. Trixie's jaw fell open as Sunset took to the sky, her wings creating a small trail of steam behind her. After ascending, Sunset quickly flew a circle around the garden. Trixie tried to keep out of sight, but when she peeked around the corner, Sunset's eyes locked with hers, making Trixie's stomach sink at what was about to transpire.

As Sunset began her dive, Trixie cast a fire-warding spell on herself, and all the cloth fragments in the area. She then tried to teleport before Sunset landed, but her horn sputtered out a refusal, making the mare bound out of the way at the last moment, as Sunset impacted the earth.

Trixie was sent flying back as fire and earth blasted outward. By sheer, dumb luck, the path Trixie was hurled through didn't collide with any of the statues. She slammed into the mud, sliding a good distance as flames brushed past her. From the impact area was a short lived mushroom cloud, washed away by the rain, was well as the flames spread by the impact. Trixie's horn still glowed as she tried to crawl onto her hooves. She then let out a gasp as she felt something grasp her neck, dragging her up, as she saw Sunset walking towards her.

“Look what I've caught.” Sunset said with a smile as her wings ebbed away. She then blinked as the shadows drew close to her. Her eyes gained that green sheen again, as her magic shifted back to dark purple. “Nothing more than a surviving changeling that needs to be taught a lesson.” She stated as her magic pinned Trixie to the ground, getting a small cry from the mare as Sunset levitated a large rock over her. Trixie's eyes ached as she struggled to move, turning her head towards Sunset.

“S-Sunny, you're hurting me.” Trixie managed to get out as she felt tears running down her cheeks. Sunset hesitated, and just as earlier, the shadows hesitated too. Trixie took the opening. Her horn glowed as she called on all the scaps of cloth she'd protected from Sunset's impact, driving them all towards her at once.

“It's coming!”

A single voice from the mass of shadows cried out, the only voice to react in time, as the shadow tendrils flew out to destroy the burnt fragments. Fragments of a particular veil used to cover a statue. Trixie smiled as the fragments of her cape came out of their hiding places in the mud, having slinkered closer when Sunset grabbed Trixie. With the shadows occupied with the decoys, the pieces of Trixie's cape reached Sunset's Element of Harmony unimpeded.

When those slivers of cloth connected, everything in the dream seemed to freeze. The shadows, the rain, and the ponies in between. The dark hue in the Element of Loyalty shattered like glass, falling away to reveal the glowing gem beneath. Its light poured out, blasting away the shadows tied to Sunset. Her magic faded, the glow in her eyes dissipating as she collapsed onto the mud.

Time resumed, the rain fell as Nightmare let out a cacophony of cries. Trixie herself let out a yelp as she rolled out of the way of the large rock that had been floating above her, becoming splattered in mud as it crashed next to her. As she picked herself up, she felt something grab onto her. Her heart skipped a beat as she flinched, paralyzed as she looked wide-eyed to the dark mass that was closing on her.

“It is ours. It is all ours! And you'll give us more!
Feed us, give us more!
She'll bring them to us. Plant the wish. Consume the changelings.”

Trixie tried to cry for help, now hearing the voices in her head, but her body wouldn't make a sound. She began to feel as though she was falling away, and the image of a white cloth resting over her came to mind as her dread built up. She wanted to scream, but she couldn't.

There was a brilliant flash of red light, causing Nightmare to let out a scream instead.

In that red glow, the dread faded, and Trixie felt something warm wrap around her as Nightmare's cries grew more distant, before vanishing altogether. Trixie opened her eyes, feeling a little battered, soaked to the bone, and drained. Yet, in Sunset's embrace, she also felt warm, and safe.

“Still think I'm a fake?” Trixie let out weakly, giving Sunset a small smile as she looked to her.

“Trixie, I'm so sorry! I-I don't know what came over me.” Sunset said as her eyes started to water.

“Trixie does. It's okay. No hard feelings.”

“But, I almost-” Sunset sputtered out, "I almost-" Seeing horror building in her eyes, Trixie interrupted Sunset, weakly slapping her.

“Trixie said no hard feelings.” She repeated, making Sunset rub her cheek as she glanced to the side, before tightening her hug.

“What about soft feelings?” She asked after a moment's pause, making Trixie giggle.

“That's so corny. Especially coming from you! Trixie'd expect Twilight to say something like that!” She let out, getting a miffed face from her friend. Trixie couldn't hold it in, seeing that look on Sunset's face made the mare's giggling open to full laughter.

After all that just happened, Sunset couldn't help but find her friend's laughter infectious, and shortly after she started laughing as well. And as the rain continued, the two friends laughed their hearts out, in joy and relief, as their tears were washed away.

Author's Note

Thank you for your patience! Hopefully the next chapter won't take more than a week to put out. :twilightsheepish:
Hope you enjoyed it, and thanks as always for reading! :pinkiehappy:

5. Full Exposure

Poetry and Prose, Chapter 5: A Tale of Two Moons

In a time before the sun's descent; after its rise. In a time after the star's fall; before its ascent.

There was a playful moon.

Younger than the stars, younger than the sun; she lived loud; laughed openly; loved by all.

Having love and joy and wit, she also had a secret.

In her element, she sat; always with night at her back. Unseen by starlight; unseen by sunlight; a shadow, hidden by her own light.

Fear.

Behind her smile, it cowered. Behind her love, it cried. Behind her solitude, it waited.

Then, struck by magic darker than night, shadow was severed from light.

From that pain a curse did rise; a nightmare wearing shadow's guise.

The light was bound, locked in dreams; while shadow aimed to cage its screams.

So it found itself a new light, banishing the curse from its sight.

In a time after the star's fall, before the sun's descent. So shadow and light did fight.

In a time before the star's accent, after the sun's rise. Did shadow and light, reunite.

~~~~~~~~~~

Chrysalis circled the abandoned castle, her horn glowing like a beacon as she did. She had a gut feeling that Page and Sunset's dragon were in there, somewhere. However, she ignored the itch to investigate on her own, choosing to wait in the open for her children from Canterlot to arrive.

Good thing the forest is asleep. She thought as she landed atop one of the broken towers. If something had happened to them...

She knew if that were the case, Tell Tale and Sunset wouldn't hold it against her. Ponies were nice like that. But, she wouldn't be able to forgive herself for letting harm come to her friends' children. Realizing her mind was wandering towards sentimental thoughts, she shook her head, glaring at nothing in particular.

Still, how are those two still awake, when everyone else is asleep? Did they find some means of waking up, or did someone help them? Her brow then furrowed as she looked into the castle beneath her, seeing no sources of light.

In the eerie silence around her, she found herself noticing how warm the air was, finding it tolerable, instead of uncomfortably cool. She then let out a regretful sigh as her eyes took in the Everfree Forest, illuminated by the moon. This forest is scarred. By Luna's battle against her own sister, and our battle against my mother. And despite that, it sleeps. It's scarred, but it's still pony land. She thought as she rubbed her chin, The Equestrian desert is frigid at night; maybe it would be better to move the hive into the forest until we can return home...

As she considered her limited options, a glint of light caught her eye, pulling her from her thoughts as she saw a small glow coming towards her from above the forest. Briefly glancing to the south, Chrysalis left her perch to reunite with her kin.

Flying to the slightly buzzing cloud of changelings, a mother's pride swelled in her chest when she saw them flying in formation. Numbered just shy of two hundred, they all halted when she joined them, briefly bowing in unison, before her royal guards, and General Mantis lined up before her.

“We're here at you call, Your Highness.” Mantis began, “As you hoped, we've found something of note in Canterlot.” He stated, making Chrysalis nod her head.

“Report.”

“We found a small flock of griffins. They were asleep, and wouldn't respond to our attempts to wake them. They appeared to be a scouting party.”

“Tch, I should have guessed as much.” Chrysalis let out in annoyance.

“Highness?”

“I didn't think we'd be the first race to look into this eternal night; Nightmare must have spread to the other races somehow.” Which explains why we haven't seen much of them...

“If the other races are asleep as well, doesn't that bode well for us?” Mantis asked, making Chrysalis raise an eyebrow before shaking her head.

“No, it doesn't. We rely on the Feeder's Well now, and if something were to happen to it-”

“But if the ponies, and the other fodder are asleep-”

“Mantis, while I value your opinion, I won't tolerate any belittling of the other races. Understand?”

“Yes; my apologies, Your Highness.” Mantis replied.

“As to them being asleep, yes, I suppose they are ripe for the taking.” Chrysalis then kneeled closer to her general, “But then we'd be making the same folly as Queen Amber did.”

“Highness?”

“Just because the ponies, and the world it seems, is asleep, doesn't stop the clock from turning.”

“...I can see what you mean. My apologies.” Mantis finished, and Chrysalis resisted letting out a sigh as she contemplated this new information for a moment.

“Stand tall Mantis, there is work to be done.” Chrysalis stated, prompting the changeling to do just that.

“We're ready to carry out your orders, Your Highness!” He said confidently, the changelings behind him saluting in agreement.

“Glad to hear it. Now, I want the troops divided into seven squads. One shall immediately head out to Ponyville, looking after Luna's students. Signal immediately if the blue one wakes up. I also want four squads to return to the hive and aid in getting the hatchlings and workers here. Don't rush, and be mindful of the terrain. I also want one of those squads to join the others looking after the well.” She divvied out, getting a nod from her general.

“And the last two?”

“Here with me. I want one to search the castle, keep an eye out for a young dragon and filly, and inform me when they're found. Search discreetly.” Chrysalis added, before looking down to the castle behind her. “Mantis, I want your squad with me, there's something here I wish to look into, personally. Organize the squads, then meet me in the ravine.” She stated as she indicated the landmark.

“Yes, Your Highness!” Mantis replied, before turning to the changelings behind him. As he started giving out her orders, Chrysalis and her guards descended to the ravine, heading towards a cave that resided under the castle.

“My queen?” Bulwark, the largest of the guards, inquired. Chrysalis gave him a casual glance before nodding to where she was leading them.

“There's a tree under this castle, sacred to the ponies.” She began, before hesitating a moment, “When my mother claimed the Everfree, Luna rallied all of Equestria in order to protect it.” She then paused, looking to her company. “It's also important to us, as a number of its leaves were used to help make the Feeder's Well.” She explained, getting surprised looks from her usually passive guards.

"My queen," Bulwark began, "Is this where..." he began, feeling uncomfortable with finishing the question.

"Where my mother fell? No, not here. But, it is nearby." She replied coolly, her face a mask that didn't give away her feelings on the matter. Despite that, her guard felt it would be in poor tact to pursue the topic. So with that, silence fell over them as they went deeper into the cave, and as they got close to the cavern's end, their low-light vision started to fail them. Certain they were close, Chrysalis's horn glowed, lighting the end of the cavern in a caustic green light.

The tree stood tall before them; bark of silver and blue, nearly reaching the cavern's ceiling. Wrapped around the tree's base, spiraling up and twisting around its branches were many large black vines. The spiked plants were slack, asleep under the same spell as the forest. Taking this in, Chrysalis's brow furrowed, her horn glowing brighter as she took a hostile step forward.

“We're clearing these vines. I don't know how they got here, but they're not staying.” Chrysalis declared as Mantis and his squad arrived.

“Highness?” Mantis asked as he saw his queen start tearing the vines apart.

“Clear the vines. This tree is important.” She then looked to her children with a confident smile, “Equestria will be in our debt, all we need to do is a little gardening.” She explained. These vines, they're trouble! She thought as she tore more of the black weeds apart, They're made from magic, but not black magic; something older, and … strange. If Equestria wasn't asleep, what would this plant have done? She then clumped together the debris she'd cut off, directing the pile to her soldiers. “Gather the rubbish outside the cavern, once we're done, we're burning it.”

“Yes, Your Highness!” Her soldiers replied as they aided in the vine's removal. With her magic making quick work on the sleeping vines, it wasn't long before the tree was free. As Chrysalis started uprooting the vines, she took care not to harm the tree, and she paused momentarily when it started to give off a light blue glow.

Looking to the tree, she was surprised to see Luna's cutiemark, and that of her sister, Celestia, on the tree's base. Though this was her second time before the tree, she hadn't taken note of its markings the first time she'd discovered it, many years ago. Taking in its features anew, her eyes climbed the trunk, pausing when they fell upon the trunk's apex, where it split into five thick branches. The bark was scarred, as if a blast of fire had been burned upon that spot in ages past. She was under the impression that something used to be where the scar lay, but the damage was too great for her to learn more from it. Despite the scar, the tree seemed to radiate as the last of the vines were uprooted, making the changelings suddenly feel uncomfortable in its presence; as if they were trespassers on some sacred site.

“Highness, is it just me, or does the tree seem to be, awake?” Mantis asked, a hint of concern in his eyes as he looked to the tree.

“I believe you're right. The ponies will owe us greatly, especially when we free them from the Nightmare.” She stated as they started to leave the cave, “Let's get set up out here, there's a fire to be had.”

~~~~~~~~~~

“So..." Trixie began several moments after their laughter died down, "Trixie couldn't help but notice that Shining Armor looks a little more chiseled than he does outside.” She said as she gave Sunset a coy smile, “Somepony must have been really lonely~, being in here all by herself.” She added, making her friend blush as she got on her hooves.

“I-I see what you're trying to do, and I'm not falling for it!” Sunset replied, “I wasn't that lonely” She added, getting a little chuckle from Trixie as the rain began to give way.

Trixie then paused for a moment, finding her hat crushed under a large piece of the castle, it was slathered in mud. She would have found that funny as well, if not for the fact that her magic couldn't free her hat, despite being in a dream. I still feel drained, and I think I can guess why... She thought as she glanced to Sunset, who was now distracting herself from Trixie, a slightly regretful look on her face as she eyed the damage she caused.

“So, feeling better? Ready to hear Trixie out?” She asked as she approached her friend, who gave a small nod.

“When that ... thing possessed me, it was different from Shadow Flare. It felt like a whole lot of voices were added to my head; I believed that they were all my voice.” She said as she lightly kicked the ground. She then let out a sigh before turning to Trixie, “Your story of me being trapped in the future is a lie, isn't it?”

“Of course that was a lie! Do you actually think Twilight would send Trixie to tell you something like that? She'd go herself for authenticity's sake!” She pointed out, earning a sour look from Sunset.

“Look, after being here alone for a week, I was eager to believe you.” She then looked to their battle-scarred surroundings, “Then, this is all a dream, isn't it?”

“Bingo!” Trixie exclaimed, then her eyes widened, “But Trixie is real!” She affirmed, getting a nod from Sunset.

“So this is it, 'By Shadow's Flare, dreams swallowed in Nightmare,' this is the crisis that re-empowers the Element of Laughter; your element.”

“While Trixie does love it when everything is about her, it's not just about her this time.” She stated as she contained a sheepish smile. Having all of this riding on one mare would be a bad choice! N-Not that Trixie isn't up for it. The blue mare thought to herself.

“What're the details? Do you have your element already? How is everypony? Where's Luna? Twilight? Cadance? How did you save me from-”

“S-Slow down Sunset-” Trixie replied as she put her hooves up defensively. “Trixie can't answer questions if you're too busy throwing them out!” She added, letting out an internal sigh. Right down to business then. She thought as she took a deep breath. “First, Trixie wants to point out that since this is a dream, our magic has no limits.” She stated firmly, making Sunset blink in confusion.

“Well, that does make sense.” Sunset replied, making Trixie's smile grow as she called on her magic, feeling as if an unseen weight was lifted from her shoulders as her limitations vanish.

Hah! Knew it! she thought as she effortlessly pulled her hat free of the rubble. She then reformed her cape from the tattered remnants of the cloth that had covered her statue, resulting in having a white cape again. Her magic picked up a particular note she'd written, and she brought it over, tucking it back under her hat. She then appraised her cape as she made the dirt and mud on it vanish. There, looks like it did before, but can it still protect me from Nightmare...? She wondered, before giving her attention to the damaged stone artifacts around her.

Debris started to float in her grasp as fragments blown off were pieced back together. Scorch marks were washed away as all the damage was undone before their eyes. All were repaired but one headache inducing statue, which Trixie had been unable to view with her own eyes. As her horn died down, her smile widened when she noticed that Sunset's jaw had dropped.

“They're just like new!” She let out, before turning to the blue mare, “Okay, I'll admit, that was impressive. Though, it makes me wonder. Were you holding back during our fight? Did you want to be crushed?” She asked, sounding confused and a little upset.

“That's the thing. When Trixie was in Cadance's dream, she could fly until she was close enough for Cadance to see her. The rest of Trixie's spells weren't affected.”

“You flew in Cadance's dream-” Sunset was about to ask.

“And here, Trixie's magic drained away when she convinced you that she needed help holding the 'portal' open.” She added, prompting Sunset to consider this information for a moment.

“So, your limitations are based on what the dreamer knows of you?”

“That's what Trixie thinks. So, Trixie is stronger in other ponies' dreams, but not in her friends' dreams.”

“Well, that's interesting...” Sunset said as she looked over the statues, seeing rubble from the blown apart castle still littering the area. She then closed her eyes, and her dream bent to her will; mud was replaced with grass, the hot air became cool and breezy and all the lingering traces of moisture disappeared. “Much better,” she said with a smile before turning back to her friend, “Now, how about telling me what's going on in Equestria.”

“Right right.” Trixie replied as she waved a dismissive hoof in the air. “Everypony in Equestria's been asleep for a little over a week, thanks to Nightmare. Trixie's here to wake you up so you can raise the sun to help weaken it. That thing that possessed you was Nightmare, or part of it. It's been night since it all began since everypony is asleep.” She quickly explained, then spoke up when she guessed Sunset's next question. “Celestia is probably trapped in a bad dream too, but Luna was, uh, absorbed by Nightmare. Shadow Flare said that she'll need to be ripped out of it.”

“Luna's been absorbed!?” Sunset replied as her brow darkened. “We go and free the Crystal Empire, then all this happens!" She let out in annoyance, before she blinked, "Wait, Flare's helping?" She asked, getting a nod from Trixie, "Well, at least we have that going for us.” She said as her mood brightened a small amount.

“She did show Trixie where your dream was. Though, Trixie isn't entirely sure if she can be trusted.”

“It's okay to trust her. I understand now what Celestia sees in her.” Sunset replied, getting a confused look from Trixie. “It's about what happened up north, which can wait for later." She said as she copied the dismissive gesture Trixie made earlier, making the blue mare raise an eyebrow at Sunset. "You mentioned Cadance's nightmare, did you also help Tell Tale's with his?” She asked, getting a surprised look from Trixie.

“How'd you guess?”

“I heard their voices, before I was freed from Nightmare.”

“Really?” Trixie asked, adopting a small smile as she nodded, “When Chrys sent Trixie into the Realm of Dreams, Tell Tale's dream was the closest.”

“Chrysalis is helping too?” Sunset asked, sounding surprised.

“Yep! Trixie's magic doesn't work while she's awake,” she admitted with a brief frown, “so Chrys is gonna dispel what's left of Nightmare's magic on you to wake you up. When she gets to you, that is.”

“And when will that be?”

“Not sure. Trixie needs to tell her first, and she's going to free Twilight from her nightmare before doing that. Chrys will have to follow the tracks north until she finds the train you're sleeping in, so it could take a few hours.” She said, making Sunset adopt a contemplative look.

“So, you're going to save Twilight first?”

“That's right!”

“In that case, I'm going with you.” Sunset replied without a hint of hesitation, catching Trixie off guard.

“You're not gonna tell Trixie to help Twilight after telling Chrys to wake you up?” She asked, prompting Sunset to shake her head.

“I don't want her to be caught in a bad dream any more than you do. If you go alone, you'll be hard pressed to defeat Nightmare. Twilight was always better at handling your tricks than I.” Sunset stated as she glanced to the side, “You could use the help. You said that Equestria's been asleep for a week, I think it can manage just fine for another thirty minutes.” She finished, not sounding as convinced as she wanted to be.

“Chrys will be mad that we went for Twilight first.” Trixie pointed out in a slightly teasing tone.

“She doesn't need to know." Sunset curtly replied. "Though ... I'm not sure what Luna would think about me putting Twilight first, but-”

“Trixie isn't gonna have any of that.” She interjected, throwing a glob of mud at Sunset's face, who caught the mess before it collided.

“W-What was that for?”

“Trixie was going to go to Twilight's first anyway. If anypony is gonna be mad, it'll be Trixie they'll be mad at, not Sunset.” Trixie firmly stated, giving her friend a determined look.

“Trixie-” Sunset began as her brow furrowed.

“I said none of that!” Trixie emphasized as she took a resolute step forward, surprising her friend. “Sunset, I want you to come with me. But not if it's gonna make you all blame-taking later on.” She stated, before offering her hoof to Sunset. “Come on; let's go save our best friend, 'kay?” She asked, and Sunset looked from Trixie's hoof to her face, before letting out a sigh, shaking her head.

“You will be hearing more about this later. But, only you.” Sunset said as she grabbed Trixie's hoof.

“Trixie's fine with that.” She replied with a smile, before gathering her magic. She then pictured Cadance's dream home as their destination, and in a flash, took Sunset outside of her dream.

Or not. Both mares wore confused expressions when they saw that had reappeared exactly where they started. A look of realization then dawned on Sunset's face as she looked to Trixie.

“...You can go outside, right?” She asked in an uncertain tone.

“Yes, Trixie's been outside before. Though, this is her first time trying to take somepony with her.” She admitted as she looked to the distance, trying to picture the dream's foggy border in her mind's eye. “Sunset, close your eyes, maybe it'll help.” She asked, getting a nod from her friend as she closed her eyes.

Grabbing her hoof again, Trixie tried to teleport them out of the dream, leaving the statues behind as they reached the dream's border. When Trixie took in their destination, the border was no longer readily apparent, as if it had fled from their presence. Now they were in some forest south of Canterlot, no closer to leaving than before.

“We're still inside, aren't we?” Sunset asked, sounding a little disappointed as she kept her eyes closed.

“Yes, but don't worry. Trixie knows there's a way, she just needs to find it.” She assured, seeing doubt show on Sunset's face, before the orange mare took a small breath.

“Well, if anypony can weave a spell to get us outside my dream, it'd be you. I'm sure you can do it.” She declared with a small smile, surprising Trixie.

“R-Right!” Trixie replied, a fire lighting in her chest as she closed her eyes too. Something is keeping me from taking Sunset out. Let's try something slower and see what's going on here... She thought as her horn glowed again, performing a slower teleport, in the process making her and Sunset disappear, but not quite reappear anywhere for several seconds.

We're in the Realm of Dreams. There's inside Sunset's dream, and outside the dream. Trying to take Sunset with me, feels just like trying to leave a completely enclosed space; a room with no exit. She thought as the spell ended, returning the two of them to the castle's ruins. If that's the case, then I need to make a door first! She affirmed to herself as Sunset stood quietly to her side, patiently waiting.

Find the border, then make a door. She thought as her horn flared, her pink aura glowing brightly as she mentally pictured the dreamspace outside. A large derailed train on a broken plain, dotted with cyclones, under a dark sky, and a moon on fire. She then grabbed on to how all of that felt. The emotions, the smell, the unsettling nature of it all, and lined the sensation up with how she felt in Sunset's dream; calm, determined, welcome and warm. She used those two separate images as a means to find the dream's border with her magic, a border where both sensations connected. Her brow furrowed in concentration, and she started to feel a light headache attempt to distract her focus. After several moments of searching, her magic found itself being pulled towards where she felt both feelings permeated, and she latched onto it.

There! She mentally shouted as her eyes opened up, her horn glowing brighter as she melded those two feelings into one, fabricating a doorway within the hidden border that bridged the gap. Through that doorway, Trixie could see the other side, and had a destination for her teleport. Sunset's dream wavered for a moment; Trixie's small headache flared sharply, almost making her lose focus as the doorway fluctuated. Sensing that she wouldn't be able to keep her concentration much longer, her horn flared once more as she shoved herself and Sunset through that passageway, and in a brilliant flash of pink light, they were both gone.

~~~~~~~~~~

Shadow Flare's eyes widened as she felt something happen that was suppose to be impossible. She tore her eyes off of Nightmare, glancing to the northwest.

Trixie pulled Sunset outside of her dream!? How? Not even Luna or myself can do that! She wondered, her complete surprise reminding her of how she felt when Sunset broke free of her shadow snare. First Sunset's Element of Loyalty awakening, then the miracle Cadance wielded against Sombra, and now this! It's true that the Elements of Harmony can perform the impossible, but only with the Element of Magic to empower them-

Her eyes widened further, her mouth falling open as all the pertinent information she possessed lined together. Celestia's knowledge of the elements, the book written by Clover the Clever, and the miracles born from the bearers themselves all played through her mind in a sharp moment of clarity.

There is no bearer of magic; there will only be five Bearers of Harmony. One for the earth, one for the sky, and three for the heavens. The last bearer will be an earth pony with strong ties to their roots, and the Element of Magic will never be reformed, because- She was sharply interrupted when she felt her shadow tendrils quiver; something was entering the clouds she was hiding in, making her heart fall as she looked back to Nightmare.

The mass of red was flying towards her at an incredible speed; faster than she assumed it could move. She started to jump back; started to rally her shadows to form a shield; started to call on her magic. In an agonizing second, she saw that cloud come upon her, and before any of her actions could bear fruit, she was swallowed up by that wall of red, without so much as making a sound.

~~~~~~~~~~

Both mares let out an indignant yelp as they appeared outside the dream, a meter in the air. Both of them shook their heads as they got on their hooves, both suffering from a light headache as they turned in unison to the bubble of fog behind them. With its owner no longer inside, the dream bubble fluctuated for a moment, before popping in a blinding flash of light.

As their vision returned, they saw in the bubble's place was Sunset's dream home; a house made of living trees, with pictures hanging from branches or woven into the bark. The trees had grown into their surroundings, the interior of the large train, and the plants were unmarred from the dreary dreamscape they were surrounded by. The ground became grassy, and there were a variety of flowers circling around the home. It was also fairly large, being the biggest dream home Trixie's seen yet, to her surprise. In the center of the floor, where the grass didn't grow, was Sunset's cutiemark, crystalline and shining red like the Element of Loyalty around her neck.

Jeeze, I mean, I know Sunset likes plants, but this is a bit much- Trixie thought, being interrupted when Sunset patted her on the shoulder, hard.

“Hah! Isn't Luna going to be surprised when we tell her!” Sunset exclaimed as she gave Trixie a beaming grin.

“Huh?” Trixie replied as she rubbed her head, feeling the headache fade away in the process, leaving a sense of light-headedness in its wake.

“One of Luna's lessons was about the Realm of Dreams, but it looks like you forgot that one too. Twilight asked if it was possible to do what you just did, and Luna said it wasn't.”

“Then, when you said you had faith in Trixie-”

“I was being honest.” Sunset quickly replied, “I knew that if anypony could do it, it would be you.” She assured, making Trixie adopt a fierce grin.

“Well, was there ever any doubt?” Trixie said with a confident stance, “Though, Trixie can see why Luna would say that, it wasn't all that easy to do.” She admitted, her eyes widening as she adopted a contemplative look. “Could Trixie do that again, and pull Twilight out of her dream, without having to deal with Nightmare?” She asked as she looked to her friend.

“Possibly ... but I think it would be better if we took care of Nightmare. We should be taking it down where we can, instead of running from it.” Sunset stated, making Trixie's shoulders slump slightly.

“Trixie has to reluctantly agree.” She replied as she looked over Sunset's portraits. “That aside, isn't this a bit much?” She asked as she indicated the dream home.

“What? I think it's perfect.” Sunset stated resolutely.

“She thinks 'it's perfect'. Maybe you should trade out your horn; you'd make a fine earth pony.” Trixie teased as she gave the portraits more of her attention. Okay, there's Tell Tale, and Page, still no Spike? Does this realm work differently for dragons? She wondered, seeing her portrait covered by a white cloth again. She then noticed that Twilight's portrait was now repaired, and that the broken frame of Luna's was looking a little better, but still a long ways to being fixed.

“Hah hah, very funny.” Sunset replied in monotone before moving towards Twilight's portrait. “Let's get going, we shouldn't keep everypony waiting.”

“Right!” Trixie replied as she moved to Sunset's side. She isn't gonna ask why my portrait's covered up? She wondered, before something caught her eye, making her grab Sunset before she entered Twilight's picture.

“What's up?” Sunset asked, following Trixie's surprised gaze towards a small portrait resting on a bookshelf.

Seeing it, Trixie could now place the feeling that she overlooked something when she left that pink pony's home; it was this portrait. In it was the mayor of Ponyville, giving a reassuring smile; her cutiemark being a single weakly glowing orange apple, made of crystal.

~~~~~~~~~~

In the clouds above a broken palace, Nightmare stirred. The clouds it touched became darker than coal, letting no light escape as they became part of Nightmare's form. From there, the clouds started to spread out, a black blanket that closed off the moon's light from the land below.

The mass of red started to change shape, becoming a fine point attached to atop the mass of clouds. A mouth then formed underneath the red spine, letting out a laugh that shook the realm, making the land crack beneath as a chorus of voices cried out from Nightmare.

Without a shred of decency, the monstrous cloud spat out the mare it consumed. Stripped of her shadows, paralyzed by what she saw within, Shadow Flare fell limply to the earth. And all the while, the shadow in the sky laughed.

Author's Note

Man, this chapter is packed. And it's the shortest one! (I'm trying to get the hang of semicolons, so if they were distracting, my apologies.) :twilightoops:
Thanks as always for reading, and as I always dare to hope beyond hope that you enjoyed it. :twilightblush:
Special thanks to Bashy and OCisbestpony for the help with this chapter.

6. Waxing Illusion

“Applejack's the Bearer of Honesty?” Trixie asked as she looked to Sunset, as if she had all the answers. “Did Luna know?” She wondered, prompting Sunset to adopt a contemplative expression.

“I doubt it. She said she didn't have a clue as to who the bearers of honesty and magic were. She did say that the bearers were ponies close to us.” Sunset said as she approached the portrait in question.

“Close to us? Hah! Trixie sure isn't friends with her.” Trixie replied as she eyed the picture, “Still, her cutie-mark kinda stands out, shouldn't Luna have noticed it?”

“Maybe only we can see this.” Sunset offered as she indicated the crystal cutie-mark, “Since we're the Bearers of Harmony, we can see the other bearers, or something like that...”

“Well, Twilight will be happy to hear this. From what Trixie gathered, those two are quite close.” She said as she adopted a conflicted look, “Though Trixie admits, she wasn't looking forward to meeting the pony that fit honesty.” She then looked to Sunset, her hooves spread out in an exasperated manner, “Can you picture Trixie getting along with such a pony? Trixie spends most of her time tricking other ponies with her magic!” She let out, getting a small laugh from Sunset.

“I can see it working out.” Sunset said confidently, getting a surprised look from her friend, “After all, we get along, don't we?”

“If you can call it that.” Trixie said as she rolled her eyes, getting a smile from Sunset.

“We can worry about how well you and AJ get along later. For now, let's free Twilight from Nightmare, then we can talk to her about what to do next in regards of Ponyville's mayor.” Sunset said as she approached Twilight's portrait, Trixie rubbing her chin as she followed suit.

“Since Applejack's picture is here, does that mean you're friends?”

“I ... guess so.” Sunset said, a little surprised by the notion. “I mean, she's come to Canterlot a few times since Hearth's Warming, and I've made the effort to spend some time with her when she did.” She added, looking a little happy to admit it. “I like her; she's terribly stubborn, focused and a hard worker.”

“Trixie can't help but be reminded of somepony else.” She said, raising an eyebrow to Sunset, tilting her head knowingly, prompting Sunset to shake her head.

“Twilight said we have a lot of things in common, but I don't really see it.” Sunset stated. Her eyes then widened in realization, “Wait, why are we wasting time shooting the breeze, let's get moving!”

“Oh.” Trixie replied, blinking before nodding, “Right!” she said, taking a step into Twilight's portrait, being whisked away along with Sunset into Twilight's dream. Sunset was caught off guard by the fact that they were now falling down a corridor that matched Twilight's colors; the uncomposed look on her face making Trixie smile. Falling through the purple tunnel came to an unexpected end when the two of them found their hooves on solid ground. Trixie took a moment to take in their surroundings, then rubbed her eyes before doing a double take.

They appeared in the center of Ponyville. The atmosphere was bright and cheery, with the air brimming with energy, and there were stallions all over the place.

Some were working shop stalls, while others were moving carriages of hay and apples. All of them were busy with some task that looked particularly important. Trixie and Sunset looked on as the stallions worked about, and it didn't take long for the two mares to notice that they were the only mares present.

“W-What in Equestria is Twilight dreaming?” Sunset let out, her eyes widening as several stallions took notice of them, dropping their tasks and approaching them with a mixture of sheepish to handsome smiles.

“What, you've never dreamed of stallions before?” Trixie asked as she adopted a coy smile, eyeing a red stallion that stood taller than the others. Trixie decided to single him out, giving the other stallions warm smiles as they tried for her attention. She then moved to through the herd, intending to ask the stallion what was going on.

“No. Can't say I have.” Sunset quickly stated, forcing away the stallions that approached her with her magic, getting sad looks from the rejected herd.

“It's just a dream Sunset,” Trixie began as her grin widened, “Shining probably wouldn't mind.” She said as she reached the red stallion, who managed to blush despite being all red already.

“Don't even start, Trixie.” Sunset said warningly as she moved to her friend's side, looking to the red stallion. “You're Big-Mac, right?” Sunset asked, making Trixie raise an eyebrow to her.

“Eh-Eeyup!” The stallion replied in a deep voice that caught Trixie's ear, making her inquisitive look grow.

“How's Twilight?” Sunset asked, making Trixie all the more curious as to why Sunset seemed to know him.

“Doin' fine fer the most part.” He replied, pointing off towards the Golden Oaks Library, “She's been lookin' little down though.” He stated, reminding Trixie of why there were here.

“Not for long~!” Trixie let out with a confident grin. “Come on Sunset, let's see what this whole thing is about!” She let out, heading off towards the library, Sunset a step behind her. “So, how'd you know him?” She asked as soon as they were out of ear-shot of Big Mac.

“He's Applejack's brother.” Sunset replied sternly, giving a 'drop it' look to Trixie, prompting the blue mare to let out a disappointed sigh as Sunset looked to all the stallions waving at them. “This is a nightmare, and there's nothing but stallions here.” Sunset pointed out, “I thought Twilight would be afraid of the future, or worried about something, well, bigger than all this.”

“Big Mac waass pretty big-”

“Is Twilight afraid of stallions?” Sunset asked, making a point to ignore Trixie's comment.

“That has to be the silliest question you've ever asked." Trixie pointed out as she shook her head in mock dissappointment. "And the answer is no. Her nightmare is about something else. Let Trixie tell you, her first guess has never been right when it comes to nightmares.”

“Guess we'll find out once soon enough.” Sunset said as they reached Twilight's library. Trixie gave it a light knock, and it wasn't long before the door was opened for them.

“Sunset? Trixie?” Twilight said in surprise, her eyes carrying a tired look as she let them in. “You're back from your vacation?”

“Vacation?” Sunset asked.

“Yeah, you know, the vacation that every mare went on?” Twilight said, giving Sunset a concerned look, as if her friend had hit herself on the head.

“Every mare?” Trixie asked, getting a confident nod from Twilight.

“Every mare in Equestria.” Twilight affirmed.

“Okay, Twilight, this is a dream.” Sunset said impatiently, making the dream shift, prompting Trixie to give Sunset a small sigh as Twilight looked to them.

“Every mare in Equestria.” Twilight repeated.

“Telling her its a dream isn't gonna work.” Trixie whispered to Sunset, before looking to Twilight, “So if every mare is gone, what has Twilight been up to?” She asked, causing Twilight to blush as she adopted a sheepish look.

“Weellll, with every mare gone, I thought I'd try to find my special somepony.” Twilight admitted, her face turning more red as Sunset and Trixie's mouths fell open. Trixie then shook her head, biting at the bit.

“And?” Trixie asked, “How'd it go?”

“...Not very good.” Twilight replied as her ears fell.

“So, just making sure I'm getting this right,” Sunset said as she rubbed her eyes in an attempt to dissuade a headache, “You're the only mare in Equestria, and you can't get a date?”

“N-no! Well, yes. But, you're both here, right? So I'm not the only mare in Equestria.” Twilight quickly replied, getting a cross look from Sunset.

“Oh. My mistake.” She said, before glancing to Trixie, “Is this, normal?”

“Be nice Sunset,” Trixie replied, her brow furrowed, “Everypony is afraid of something different, Twilight's is just less ... scary. Can you imagine not being able to get a date?” Trixie asked, then remembered who she was talking to. “Right, forget Trixie asked.”

“I don't really see what the big deal is.” Sunset said, making Trixie and Twilight frown at her.

“Of course you don't. You've already got a special somepony.” Twilight replied as she let out a long sigh, looking to the ceiling with a forlorn look in her eyes. “At this rate, you'll make grandparents out of mom and dad before I do.” She declared, causing Trixie to snicker as she saw Sunset start to turn a wonderful shade of red.

“Hear that Sunset,” Trixie began as she adopted a mischievous grin, “Twilight thinks you're gonna go all in before she can even join the game-”

“Trixie. Not. Another. Word.” Sunset said, placing her face close to Trixie's, glaring into her eyes.

“Fine fine.” Trixie said, still smiling as she glanced to the side. She then separated herself from Sunset, giving Twilight her attention. “You're scared of not finding your special somepony?” Trixie asked, hoping they wouldn't have to track down said pony to free Twilight from her ~~nightmare~~ bad dream.

“Am I?” Twilight asked as she looked away from the window, looking to her two friends for a moment, as if she'd never considered the question before. She then adopted a small smile. “Well, not really. Okay, maybe a little. But, I already have two wonderful friends here right now.” She said, making Trixie's eyes widen, while Sunset's blush maintained its momentum. “Even if I never find my special somepony, I've already have so many friends dear to me, who are very special to me.” She said, her words bringing about a bright smile from Trixie, while Sunset adopted a sheepish smile of her own.

“Still, it's better to act than to just rely on us.” Trixie said as her grin grew, “Go out there and try your luck again!” She said as she gave Twilight a small push, surprising the mare, before giving Trixie a nod. As she left the library, Sunset joined Trixie's side, giving her a skeptical look.

“You … think that's a good idea?”

“Why not? It's just a dream.” Trixie replied, seeing Twilight approach Big Mac from the back window, a sheepish look on her face as she started a conversation with him. Wait, didn't Twilight go out the front door? Trixie briefly wondered, before the dream shifted, and she found herself somewhere else.

Sunset and Trixie traded in their smiles for surprise as they found themselves inside Luna's library. They were sitting in front of a table, a set of scored tests sitting before them. Twilight was crying on the opposite side of the table, her head nestled between her hooves, tears streaming from her eyes in copious amounts, filling buckets lined up on her table's side.

“T-Twilight!?” Sunset let out, moving to her side, “What happened?” She asked in a confused tone.

“I failed!” Twilight let out, her crying redoubling as she showed Sunset and Trixie a tear soaked test. In red ink were the words 'Not Enough / All the Points' written atop the paper. The test itself composed of nonsensical scribbled lines which Trixie found oddly appropriate. Her eyes then went from the soaked test to the one in front of her, seeing a 100 / 100 score, making her brow furrow slightly. So I only get perfect marks in somepony elses dream? She wondered, not sure if she should feel insulted.

“Trixie,” Sunset began, pulling Trixie from her thoughts, “did we just get punted from one bad dream to another?” She asked as she left Twilight the nonsensical test.

“Sure looks like it.” Trixie stated, looking from Sunset to Twilight, briefly noting that the floor was starting to flood from the tears. She then moved next to Twilight, patting her gently on the shoulder as she said “There there.” She then noticed the odd look Sunset was giving her, “What? This is the first time this has happened. Trixie is just as confused as you are.”

“You don't seem to be all that bothered by it.” Sunset pointed out, getting an exasperated sigh from Trixie.

“Trixie's had to deal with vacationing work-a-holics, skyders, evil clones and possessed best friends. This,” she said as she indicated the slowly flooding room, “is quite welcome.” She declared with a nod, making Sunset roll her eyes.

“Right, so instead of having one big fear, Twilight's nightmare is a bunch of smaller ones?” Sunset guessed as she adopted a contemplative look. “Well, we're not getting anywhere wondering about it.” She said as placed a hoof on the balling mare's shoulder. “Twilight, it's okay. It's just a test. Maybe Luna will let you retake it?”

“Me? Retake a test!?” Twilight let out, “Only fillies are allowed to retake tests! Noooo! It's back to filly kindergarten for me!” She added as her torrent of tears redoubled, making Trixie roll her eyes as she grabbed Twilight's test. Trixie's horn then briefly glowed as she changed the score.

“Twilight, what are you crying about?” Trixie asked as she showed Twilight the paper, now saying '(All the Points) +1 / All the Points'. Twilight eyed the paper for a minute, rubbing her eyes as her tears died down, before a smile appeared on her face.

Everything started to change again, and for a moment, Trixie thought she felt the test catch on fire as the room vanished.

She blinked, unsure if she simply imagined it as she found herself and Sunset in a large room, the walls lined with metal bars with small gray elements-of-harmony-resembling-crystals resting where the bars crossed. The room had no door, but it did have a window, showing a group of foals playing outside on a beautiful spring day. A group of foals, Trixie noticed, that matched Twilight's friends. Wait, is that me and Sunset!? She wondered as she saw a filly version of herself playing with filly Sunset. Trixie then paused as she noticed the occupants she shared the room with.

They were in a classroom; an entire class of filly Twilights. At the front of the room stood a regular Twilight in a professor's robe, droning on about the importance of interspecies relationships between ants and sea-whales.

It only took two sentences from Professor Twilight's mouth to make Trixie's eyes glaze over. She spoke in a monotone voice and presented information in the most boring manner Trixie could imagine, writing what was in the book on the board. Trixie couldn't fathom how this topic had any relevance, and quickly gave up caring on the matter.

While Trixie had been distracted by the 'lesson', Sunset had been walking through the classroom appraising the fillies. They also had glazed looks in their eyes, and only one showed any interest in writing down what the professor was writing. She also looked like she was trying her hardest not to doze off. Sunset then slammed her hoof on the filly's desk, surprising her, and Trixie as well.

“Twilight, go outside and play with your friends.” Sunset said sternly, making Twilight adopt a sad look.

“I can't leave. The door's closed, and class isn't over for another thirty years.”

“T-Thirty years!?” Trixie let out in dismay, “We can't stay here for thirty years!” she added, prompting a hushing motion from Sunset.

“Twilight, this lesson isn't important. Now, go outside.” Sunset repeated, giving the filly a hard look, which she tried to shy away from.

“But, we're stuck in here.” She replied, making Sunset roll her eyes, her horn flashing as she teleported them outside of the room, to the field of playing foals. Twilight looked back to the boxed classroom, a look of wonder in her eyes as she looked to Sunset.

“Well, go on. Have fun.” Sunset said with a small smile as Twilight gave her a big grin, before she ran off to join the playing foals.

“So, even Twilight finds some things boring.” Trixie said in astonishment as she watched her filly friend run off.

“Do you think that was the last one?” Sunset asked, getting a small laugh from Trixie.

“Trixie thinks we'll know when we're at the last one.” She said, feeling the dream start to change as she looked to the caged room, still filled with young Twilights. As the scene faded away, she adopted a contemplative look. “Maybe Nightmare wants to trap us in a maze of bad dreams?” Trixie offered with a weak smile, getting an unamused look from Sunset.

They then found themselves back in Twilight's library. Its owner was wearing her glasses, and had her mane tied up as she prepared the lobby of her home for class. The front door then opened, a number of fillies and colts filtering in, getting a smile from Twilight as she greeted her students.

“Good morning eveypony.” Twilight said, pausing when she saw her students sharing looks. They whispered amongst each other as they reached their desks, some were hiding grins, while others looked embarrassed. Three fillies, a unicorn, pegasus and earth pony, looked up to Twilight wide-eyed as Twilight gave them a confused look. “Something wrong?” She asked, prompting the white filly unicorn to speak up.

“Ms. Twilight, did you forget to put on your cutie-mark today?” The filly asked, making Twilight look to her rump, a lack of a cutie-mark in its place. Twilight's face started to flush, and Trixie couldn't help but feel embarrassed for her.

“Going about your normal day without your cutie-mark.” Sunset said, also looking a little embarrassed for her friend, “I hate that dream.”

“Well, eh heh heh,” Twilight let out sheepishly as she pulled a curtain from the window to cover herself, “Give me a just a quick minute here.” Twilight said, charging up the stairs as several of her students started laughing at her. Trixie then teleported up to Twilight's loft, seeing her friend rummaging through her clothes in search of her cutie-mark. Trixie briefly summoned her magic, before coughing into her hoof, getting Twilight's attention.

“Looking for something?” Trixie asked as she pointed to Twilight's flank, an illusion of Twilight's cutie-mark resting in the genuine article's spot, becoming real as Twilight perceived it.

“Oh? Oh! There it is!” Twilight let out as she gave Trixie a thankful smile, “If it wasn't attached to my rump, I'd probably lose it!” She said, and before Trixie could make a witty retort, she heard the giggling from the students suddenly stop. Trixie looked to the lobby, but lost sight of the students as the dream changed again.

They were now in a large city that immediately made Trixie think of Manehatten. They stood at an intersection, with the city spreading out in every direction. The buildings were all a clone of each other, with no features to distinguish them apart. Well, besides the big orange building on the corner of the street, that is.

“Oh, hi girls!” Twilight let out as she gave Sunset and Trixie a smile, “What luck finding you here!” she said, making Trixie and Sunset share a look, giving small nods to each other before looking to Twilight.

“What brings you to Manehattan?” Trixie asked, getting a small sigh from Twilight.

“I wanted to surprise Applejack, but I can't find her place. Do either of you know where Orange Square is? I feel like I've been looking for days.”

“Uh, Twilight, is that what you're looking for?” Trixie said, a slightly worried look on her face as she pointed to the orange building.

“Don't be silly Trixie,” Twilight said with a kind smile, “That's Orange Cube Garden, I'm looking for the square.”

“Trixie's mistake.” Trixie replied as she let out a sigh.

“Twilight, they're the same place.” An unexpected voice explained, making Sunset and Trixie turn to see Cadance with an exasperated look on her face. “They've always been the same place. Didn't Applejack tell you?”

“Oh, uh, oops.” Twilight said as she lightly tapped herself on the head, “Guess I should have asked around.” She finished, as the dream began to change again, making Trixie and Sunset exchange confused looks.

“Did that last one seem strange to you too?” Sunset asked Trixie the city faded away.

“Really?” Trixie asked sarcastically, “They've all been strange. Still, Cadance appearing out of nowhere and solving the problem for us? What was up with that?”

“Beats me.” Sunset replied as she looked to their shifting environment. “Just how many of bad dreams does Twilight have?” She asked, and as if on cue, their surroundings solidified.

The sun and moon were in the sky, casting an eerie twilight glow across the heavens. It was quiet, and everything felt strange, causing Trixie and Sunset to share a concerned look.

“Okay, this one definitely feels like a 'last one'.” Sunset said, getting a nod from Trixie as they took in their surroundings. It took a moment for them to realize that they were in Ponyville. It was in ruins; many of the buildings looked like they'd been hit by the crossfire of an epic battle. “Let's … check out the library.” Sunset said as her eyes took in the desolation, leading on as Trixie followed a pace behind her. They didn't have to go far to reach the burnt husk of the library, their purple friend standing before it, a patient look on her face as they reached her.

“Sunset, Trixie, you're probably wondering what's going on-” Twilight began as she indicated their surroundings.

“You can say that again,” Sunset said in annoyance, “Working through your bad dreams was getting old. Just, what's going on here, Twilight?” She asked, her eyes then widening when she noticed that the dream didn't loop.

“Twilight's had a lot on her mind since Hearth Warming.” Twilight said, making her friends share a curious look, “Honestly, it would have been best if Luna had kept Clover's book to herself.” She added, letting out a long sigh.

“Twilight, is that you?” Trixie asked.

“Yes, it's me. Well, sort of." She said as her brow furrowed in thought, "I guess I'm a piece of Twilight. Or, maybe I'm a piece of the Element of Generosity?” She offered with an unsure look, getting a small gasp from Sunset, which Twilight took note of. “You know what I'm talking about, right Sunset?” She asked, making Trixie look to Sunset, who nodded.

“When Shadow Flare tried to possess me, I was helped by an apparition that was me, or some part of me. She also didn't know what she was; it was a little confusing.” Sunset stated, making Twilight nod.

“I'm not that different.” Twilight replied, “I'm some part of Twilight, working to help her through this dream.” She said, making Trixie look between her two friends, her head aching slightly.

“Trixie doesn't follow. You're Twilight, but you're not?” Trixie asked, getting a nod from the purple mare.

“I guess a good way of putting it is that I'm like Twilight's shadow. I resemble her, and I'm a part of her, but I'm not entirely her.” She added as she adopted a speculative look.

“How were you helping her?” Sunset asked.

“I was hiding her from her nightmare.” She said as she indicated the burnt Ponyville around them.

“So she was afraid of the future!” Trixie stated in an 'ah-ha!' tone, getting another nod from Twilight.

“I kept her consciousness from this dream, while trying to weaken Nightmare by segregating it into smaller dreams.” She then looked to Trixie and Sunset, “Those other dreams were a buffer from here, pulling on my weaker fears, such as being exposed, of my fears and insecurities being known to you. Or how I feel lost when I look through Clover's book; sometimes feeling trapped by the events it foretells. I'm also afraid of failing when it's my turn to gain my element, that I'll have to do it alone.” She explained, getting looks of comprehension from Trixie and Sunset as the dreams they went through to came to mind. Twilight then nodded to herself. “This is my nightmare. I'm scared of the future, that it'll be like this," she said as she indicated the ruins, "because of me. But, I know it won't turn out like this, because we're going to make sure it doesn't." She said with a determined look in her eyes, which was carried by Trixie and Sunset, "This isn't our future. Nightmare wants me forget that, but you're both here to set the record straight. So, here we are, at the end of my dream.”

“Right,” Trixie began as she looked between her friends, “you're a small part of Twilight, and Sunset's already gotten help from a small part of herself. Does that mean Trixie will get some help from herself as well?” She asked, getting a nod from Twilight.

“Assuming you haven't already.” Twilight replied.

“What do you mean?” Sunset asked.

“Trixie woke up without remembering a thing.” She said, making Trixie's eyes widen as she realized she couldn't recall the dream she had before Chrysalis woke her. “When Twilight wakes up, she won't remember this dream.”

“You're sure?” Trixie asked, getting a confident nod from the mare.

“'By Shadow's Flare, dreams swallowed in Nightmare.'” Twilight quoted, “I made sure to do some research into it. Though I'm not one hundred percent certain, I'm guessing that I've been asleep for at least five days. Ponies weren't meant to sleep that long. Our memory can't keep track of that much time while we're asleep. So when we wake up, we'll forget whatever it was we were dreaming.” She explained, getting an alarmed look from Trixie and Sunset.

“Then, what about all the help I did!?” Trixie let out in alarm. “If nopony remembers Trixie fighting their nightmares, then what good was it?”

“It still matters.” Twilight said resolutely. “We may not remember it, but it still touched our hearts. I'll still remember,” She added as she placed a hoof over her chest, “And, you'll still remember.” She added with a smile. “Which is very important. I don't think Twilight would be able to wake up if that was the case.”

“What?” Sunset and Trixie asked in unison.

“Something about this nightmare was very revealing to her. She saw something that needed to be shared, and now, you're both here.” She then hesitated, looking to the side before looking back to them. “Assuming you're fine seeing it.”

“If it'll end your nightmare, Trixie is all ears.” She said, then hesitated herself. “What is it we'll see?”

“The future that Clover the Clever foresaw.” Twilight replied as she looked the burnt library. Her horn then glowed, and a limp purple unicorn was levitated out of the ruins. “It's time for her to wake up, and for me to sleep. The nightmare will continue, and you'll see what I saw.” She said as she placed her sleeping self next to her, then looked to Sunset and Trixie. “Ready?” She asked, getting resolute nods from her friends. She the placed her horn on her other self, and disappeared in a flash of light. With that light's passing, the scene around them changed, making Trixie feel like an onlooker as something akin to a memory played out before her.

Cadance, Twilight, Trixie, Sunset, and Applejack were all gathered together, facing down against Luna and Celestia. Something was off about the two sisters, their colors were gone, as if they had both taken a bath in gray paint.

Luna and Celestia's horn glowed, their magic combining before firing off towards Trixie's friends. Their spell faltered for a moment as an emerald bubble protected the five mares, before it shattered like glass, sending them flying in each direction.

Words were shouted, but Trixie couldn't make them out. Twilight started to glow purple, tears in her eyes. She was followed by Applejack glowing orange; then Trixie glowing blue; Cadance pink and finally Sunset glowing red. Their glows brightened, a sixth light forming above them. A crystal reformed in essence alone, radiating magic to rival the heavens. The six lights gathered together, combining into a rainbow that connected with the follow-up attack fired off by the celestial sisters. There was a great explosion of light, and over the deafening sound, Trixie could hear someone chuckling. A cackle belonging to the source of this battle, a laugh befitting of chaos.

Six lights united, now divided. For between the Sun and Moon, Harmony's loss presided.

The blinding light gave way, revealing the two sisters banished, the five mares looking on with mixed expression on their faces. Sadness, confusion, and above all, fear. In their emotional delirium, they were to slow to react, as the spirit of chaos appeared in their midst, picking up the reformed element, and with a sinister grin, smashed it in his claws. Once again, the scene before them was bathed in blinding light.

One light lost, Magic's might, destroyed in spite. Its crystal shattered, its essence scattered. The loss cascaded, and three lights faded.

In a dark room lay Twilight. Her hooves and body were bound by string, all of which were connected to 'X' shaped boards of wood. Strings and boards of a puppet.

The Generous Spark, lost in the dark. Its giving nature bound, waiting to be found.

In the fields north of Canterlot, under the twilight sky, wandered Sunset Shimmer. Her mane and coat were lacking color, and she had a glazed look in her eyes as she traversed the plains, her head low to the ground.

A Loyal Radiance, gone in defiance. Now basked in shame, wandering without aim.

Near a small rock farm was a hut, its owner cloaked to conceal her features. A pony fond of rocks looks to converse with the cloaked mare, but was shunned away by an unnatural look. A look of spite that didn't suit the monochrome mare underneath the cloak; Trixie.

And the Laughing Flare, banished by hatred's glare. Now waiting for a smile, hiding all the while.

On the wall in a hidden room in Canterlot Castle rested three Elements of Harmony; Generosity, Loyalty, and Laughter. In the room's center was a large table covered by a map, being looked over by Applejack and Cadance. The two of them were having a heated conversation, their words unheard by the observers of the vision.

Two lights persisted, their glow untwisted.

Applejack was hugging a young mare with an white coat and light blue mane. She was assuring the young mare, tears running down her face as panic and an air of urgency permeated around them.

Honest tears, to banish those fears.

Applejack and Cadance were looking into a strange arcane device, the young mare disappearing in the light it gave off as the two mares adopted weak smiles. Cadance said something, getting a surprised look from Applejack. Her ears fell as she looked to the ground, the glowing device shined brighter as Applejack rubbed her eyes, giving Cadance a beaming smile, which was given in turn by the pegasus as they were both washed away in light.

And a Kind oath, to settle them both.

The vision then came to an end, returning Trixie and Sunset before the burnt husk of Twilight's home. Silence fell on them as the events Trixie witnessed played through her mind, questions springing forth without end, making her brow furrow as she looked to Twilight. There was one question that stood above all the others, a question that Trixie wanted an answer for immediately.

“Was that real?” Trixie asked, getting a look from Sunset as Twilight nodded. “And you're not surprised that Applejack is the fifth member of our merry band?”

“I had a feeling, but didn't speak up because I didn't want to make it a self-fulfilling prophecy.”

“We think Applejack is the fifth,” Sunset began “so believing that, we bring her into a position where she can become the fifth.” She explained, making Trixie's brow furrow further.

“There's something fishy about all of this. You happen to have this vision while in a nightmare? And why didn't it cover the rest of Clover's message?” Trixie asked, making Twilight hesitate for a moment. A moment that Trixie took note of.

“'By Flare, Spark, and Radiance, ignited, the faded lights divided, must be united.'” Twilight quoted, “This part is a warning of what's to come. What follows are choices.”

“Choices?” Sunset asked, looking a little disconcerted.

“'And Chaos's Spark, shall herald those ends. For Equestria's time, the last sunrise portends. And the Moon's reign, shall come to an end.' I am the herald that shows you the vision, and the following passage is offering us a choice. An outcome that meets the last two lines can dissuade the future we saw.” Twilight explained, making Sunset look more alarmed.

“'Or through Midnight's Radiance, the Sun extracts obedience.'” Sunset said, “Had I accepted Shadow Flare's possession, Luna's banishment would become permanent, and the sun would never set.”

“And your power combined with Shadow Flare would have subverted the future we saw.” Twilight said matter-of-factly.

“So?” Trixie said, not sure where this was going, “That didn't happen, because it's stupid. Leaving Luna on the moon? Letting Sunset get possessed? Eternal daylight? As if we were ever gonna let that happen!”

“That's right. The choice was made, and we can't go back. But now, we're at another choice.” Twilight said as she looked to Trixie.

“Twilight, what are you going on about-” Trixie began.

“Trixie, if you let Nightmare win, then the future was saw will never happen.” Twilight said, prompting Trixie to raise an eyebrow to her.

“You're saying that Trixie should let Nightmare win?” She asked as she slowly approached her friend with a worried look.

“Over time, Nightmare will weaken. It may take a couple years, but eventually it'll be too weak to maintain itself, and the curse will lift.” Twilight explained, making Trixie pause as she looked to Sunset.

“Your thoughts?” Trixie asked, noticing Twilight give Sunset her attention.

“Well, Twilight's right. I did have a choice." Sunset said as her brow furrowed, "But, I can't see Twilight pitching that we just give up.”

“W-What?” Twilight asked, sounding surprised, before she was wrapped in Trixie's cloak, catching the mare off guard. As soon as her cloak made contact, there was a bright flash of light and a terrifying scream. Trixie was sent flying back away from Twilight, tendrils of shadow now present around her hooves. Twilight looked to Trixie, her eyes giving off a green glow as she glared at the blue mare.

“How did you know!?” The unearthly voice asked as Trixie got on her hooves.

“Something's been off ever since we started switching dreams.” Trixie said as she stomped her hoof, “And Trixie wasn't buying Twilight telling her friends to give up! You messed up, Nightmare! Now, get out!” she yelled, getting a sneer from the monster before her.

“Your blessing is spent, you cannot harm-” Nightmare was interrupted as it was hit square in the chest by spiraling beams of emerald and red light, causing the monster to scream.

Then, everything seemed to freeze. The red and emerald light striking Nightmare cascaded into the surrounding environment, the beams of light revealing unseen parts of the dream; parts they had already been to. Parts now tainted by Nightmare's poison.

Trixie looked from the now disjointed dreamscape before her to Sunset, seeing a fiercely determined look on her face as her horn and Element of Harmony worked to bring about what was transpiring before Trixie. Nightmare's scream was replied with a strange silence as Trixie found herself able to move and act in this frozen moment.

Giving the revealed sections of the dream her attention, her brow furrowed as she saw five instances of Twilight being alone.

Outside of her library, her ears and head lay low, as if somepony had just crushed her heart.

Sitting before an old desk in a decaying library, the ash remains of a test rested before her.

A caged classroom, words of mockery written about a smart purple filly.

The purple unicorn laying on her bed, without her cutie-mark, all her secrets and insecurities exposed to nothing but her own nightmares.

In a desolate city, she wandered, lost; wondering what became of the friends that had been there a moment before.

Five nightmares that grew worse after her friends had departed. As she saw the dreams lined up before, Trixie noticed the common thread that branched out into the dreams she'd been to before Twilight's. The only company they had in their dreams, was whatever dark intent Nightmare brought with it. In their nightmares, they were all alone.

Trixie took a step forward, but hesitated a brief moment as an idea came to mind. Seeing Nightmare caught in Sunset's magic, Trixie's horn glowed, as she brought forth an illusion; five illusions, of herself. She sent the illusions into each of the dreams, and with Nightmare's influence on lockdown, trusted her friends dreams would play out positively.

Trixie waited on baited breath as her illusions left her control, each becoming a part of the dream they entered; her act being born of a simple notion; a hope that nopony wanted to live in a nightmare. And that hope bore fruit.

Outside of her library, Trixie placed a comforting hoof around Twilight's shoulder, saying something encouraging and boisterous, getting a warm smile from the purple unicorn, as the dream vanished.

Ashes on a broken desk were gathered in a small spell, being turned into a ticket for the annual Clover Convention, getting a surprised look from the test taker as she looked to the smile the blue mare was giving her.

A chalk board of mean words vanished, replaced by a little filly's laughter as a wandering magician did what she did best.

An exposed mare laying on her bed was covered by a white cloak, and another smile was born.

And a lost mare was guided by her silly friend, who also had no idea where the exit was. But that didn't matter, because Twilight was lost with good company.

With each dream finding its smile, the scattered fragments of Nightmare vanished, along with the five dreams. The cascaded emerald and red light circled around its original target, and time resumed as Nightmare let out a painful cry. It then shattered into countless pieces, leaving Twilight free of shadows in its place, who collapsed immediately. Trixie blinked, feeling a little drained as she felt Sunset's eyes fell to her.

“Thanks for the distraction, Trixie.” Sunset said with a sharp smile.

“Did, did you see any of that?” Trixie asked, getting an odd look from Sunset.

“See what?”

“N-Nevermind.” Trixie replied as she looked to Twilight. “Maybe you were right about Trixie needing your help.” She added with a sheepish grin as she saw the glow from the Element of Loyalty die down.

“Good thing too,” Sunset replied as she glared at nopony in particular. “Nopony possesses my friends.” She said stalwartly as she moved to Twilight's side, followed by Trixie.

“...Did you hit Trixie with that back in your dream?” Trixie asked, and Sunset nodded as she tried to rouse Twilight. Twilight's form then shifted slightly, as her other self reappeared, slightly translucent, at her side.

“I am sooo sorry!” She let out with a pained look, “I didn't know that Nightmare had possessed my primary self, I would have warned you otherwise.” Twilight's other self said, getting a slightly surprised look from Sunset and Trixie.

“So all of this was just a trick set up by Nightmare,” Sunset said as she sat down, cradling Twilight's sleeping body as she looked to Twilight's 'shadow', “that terrible future was a bad dream, right?” She asked, getting an uncertain shrug in return.

“I wanna say yes, but I can't say for certain.” She said as her brow furrowed, “Nightmare's been around since before the founding of Equestria, it's possible it could have seen the future Clover the Clever saw through her dreams.”

“Real or not, it doesn't matter.” Trixie stated firmly, prompting her friends to look at her, “Like you said, that isn't our future.” She said confidently, getting a nod of agreement from Sunset.

“You're right.” Twilight said with a small smile, “We'll be sure to keep it from happening. All of us. But, let's deal with the more pressing problem first.” She said with a sheepish smile, putting her horn to Twilight's, disappearing in a flash as Twilight stirred, her eyes opening to see her friends.

“Ughh, I feel like I've been having nothing but terrible dreams for over a week.” She said as she rubbed her head, getting a small smile from Trixie.

“About that,” Trixie began they they helped her up, getting a confused look from the purple mare, “Twilight, Sunset asked a very important question earlier that Trixie feels a pressing need to have answered." She said, getting a confused look from Sunset as Twilight gave Trixie her attention.

"What is it?" Twilight asked, eager to provide an answer.

"Twilight, are you afraid of stallions?"

Author's Note

Marching ever onwards towards the next dream!
Thanks as always for reading! And if you must know, Twilight isn't afraid of stallions. :twilightsmile:
But if she was, her brother would have to answer for it!

Wanna give special thanks to Seiya for the help with this chapter.