Fallen and Twilight sat in front of each other and Twilight waited for Fallen to begin with the story.

Twilight listened closely as he began to talk. "You remember that I told you that my horn is an effect of using dark magic right?"

She nodded. "Yes you said it took this shape because you use dark magic so often."

"That is not entirely true. The horn and the fangs come from a my general strong amount of dark magic itself, not from using it. After I used it the first time it reviled itself to the outside."

"But how can it be that you are the only normal pony known to have enough dark magic for that?"

"It is not natural for normal ponies to have so much dark power, maybe even dangerous, but I am not a normal pony. The reason for the great amount of dark magic inside me is that I am a half Umbrum."

Twilight grasp. "But that is impossible! The last Umbrum was king Sombra and he was trapped for thousand years and is dead now!"

Fallen shook his head. "I am not related with king Sombra except being an Umbrum, he wasn't the only Umbrum that lived free in the last thousand years. I will tell you the story of the Umbrum Tenobris. His story begins way over thousand years ago....

The kind of ponies have begun to settle the new found land, Equestria. Cities and kingdoms began to build and grew, but one kingdom rose to enormously glory. The crystal empire in the north of Equestria.

The empire was ruled by the unicorn queen Miraclum, she ruled over her subjects with kindness and love.

But what they didn't know was that they weren't the only new race that settled in this land. The Umbrum arrived in the land and rested with their army in the frozen lands.

The queen was happy to greet the newcomers in her land and sent a messenger to their camp.

The messenger walked through the camp between the tents. While he walked he was watched by the Umbrum. The messenger could hear wolves howl.

After a while of walking he met a big group of Umbrum. These Umbrum were Tenobris and a few of his soldiers "What is your reason for entering our camp?"

The messenger bowed before him and said. "I am a messenger sent by the queen of this land, queen Miraclum. I have a message for your leader."

Tenobirs nodded "That is me. I am Tenobris grand mage and warlord of the Umbrum. Tell me what is the message?" Many of the near Umbrum turned their head to the messenger. Some of them began to grin.

The messenger bowed again. "The queen greets you in her kingdom and hops that we can live in peace and harmony together. She want to meet with you to discuss everything else."

Tenobris laughed about this message. Many other Umbrum began to laugh too. A little bit scared by the behavior of the Umbrum the messenger took a few steps back.

Tenobris stopped laughing and looked back to the messenger. "I have a answer for your pitiful queen."

He grabbed a spear from one of his guards. "We are not interested in peace."

He walked towards the pony and his expression turned to hatred. "And this land is ours!" He punched the pony in the face and made him fall to the ground.

Tenobris lifted the spear and rammed it through the back of the messenger, who started to cough blood. He tired to stand up again but the pain let him sunk to the ground again. The snow beneath him began to turn red from his blood.

Tenobris took the head of the messenger in his hoof. "You only have a few hours to live left. Go and warn your queen that we will attack in one day and tell her that this land now belongs to the darkness."

The messenger realized what would happen if he fails to warn the empire in time and took all his left strength. He slowly stood up and began to walk away. Tenobris watched the pony leaving with the false hope to save his kind, followed by a red line of blood in the snow.

After a few hours of walking alone through the snow the messenger reached the empire. The guards of the walls saw him walking toward them, still carrying a spear in his back, and hurried to help him immediately. They carried him to their queen.

The guards carried him in the throne room and bowed before their queen. "The messenger is back and he said he has an important message for you before he dies."

The queen ran to her wounded subject and talked to him. "Why aren't you at the hospital, the message can wait. Why is the spear still in his back?"

He shook his head. "It his already too late to save me. If you take out the spear I will just die faster. But that doesn't mean I can't try to save everypony else. My queen the newcomers aren't friendly they want this kingdom and they will attack in one day." After he finished his last sentence he died.

The queen nodded slowly and talked to the guards. "Call all guards ready to fight and get all civilians inside the walls. And go to my daughter and tell her to not leave her cambers until I allow it... and bring this pony to his family. Tell them what he has done for our kingdom."

The guards bowed. "Yes my queen." The guard walked away to follow the orders of their queen.

Tenobris was in his tent and discussed the plan with his advisor Insidius. "The first wave of their army should be easily defeated with the help of our shadow-wolf rider and we can turn this in a siege. After this it is up to our mages to end this quickly. "

Insidius nodded. "The spell I found should help but I think the walls will become a problem. They are obviously made to hold back the wild creatures but I think till tomorrow they have prepared them for this war."

"This doesn't matter .The walls will fall and then they have no place to hide" They both discussed the plan in more detail for the next hour.

The next morning Tenobris hold a speech in front of his army. "This is the day were we will take the first of many kingdoms. These ponies lived long enough in peace on harmony."

The soldiers cheered.

"Today we will show them fear!"

The soldiers cheered even more and stomped with their hoofs on the ground.

"Today we will show them darkness!" He turned around and gave the generals the signal to move forward.

Tenobris and Insidius watched as the army walked towards the crystal empire. Some stayed in their normal form others changed to smoke clouds.

Between the soldiers ran a few big creatures. These were the shadow wolves, big monsters made of shadows and black smoke with red glowing eyes. These monsters carried the best soldiers of the army.

In the crystal empire the army got ready to fight and walked through the gates of the walls of the empire. They marched in their bright armors towards their enemies.

The armies clashed against each other in the frozen land in front of the crystal empire.

First it looked like the armies were equally but then the army of the crystal empire got pushed back and for each Umbrum that died they killed ten ponies.

Tenobris and Insidius could watch the shining army slowly getting devoured by the dark cloud.

Everything worked like Tenobris has planned. After a few more hours of battle the enemy army retreated inside the walls. At the end of the day Tenobris prepared the everything to break the walls.

Tenobirs gave the orders to attack the walls. Soon his mages were shooting the walls with their magic.

After hours of attacking Insidius came to the already expected conclusion and decided to talk to his master.

He walked inside of Tenobris tent to speak with his warlord. "Our mages are attacking the walls but the enemy is shielding it with a strong spell and it looks like they have enough mages to hold this up forever."

Tenobris was looking at a map of the empire they had stolen from an enemy general. "Like I expected, we have to get to the next step of the plan. Dose every mage know the spell?"

Insidius nodded. "Yes and it should go through the barrier of the enemy."

Tenobris smiled. "Perfect. The magic gas should give the enemy nightmares so horribly that they can't sleep. And without sleep they will become exhausted. The barrier will fall and we can go on with the attack."

They walked outside the tent and on a hill. Tenobris used a spell to higher the volume of his voice so he could be heard even in the crystal empire. "Queen Miraclum, I give you the last change to give up. End this war right now and become the first slaves of the darkness. Or you can go on and my army will have no mercy and make your lives a living nightmare!"

Tenobris waited for the answer and he got one. The queen answered by increasing the volume of her voice too. "We will not give up! We will never become slaves of a tyrant!"

Tenobris laughed and gave the signal for the mages to begin. "Then may your nightmare begin!"

The mages heard the signal and began to summon the gas.

The mages and guards of the crystal empire saw the gas coming through the barrier. The guards were immediately alarmed ."Don't inhale the gas, it could be poised."

They all took one last deep breath before the gas reached them. All of them tried to hold their breath but after some time the guards and mages couldn't hold it anymore.

As the first one breathed again, they saw that it had no effect. The guards told everypony that it was ok to breathe again. "This was just a distraction you can breathe again."

They all breathed again thinking that it wasn't dangerous.

This night, after the switch of guards and mages at the walls, they realized how wrong they were, that it was more than an distraction.

Everypony who breathed the gas was haunted in their dreams by horrible monsters. They couldn't get a hour sleep. That means when it was their turn again they were still exhausted. They couldn't warn each other fast enough before every guard and every mage was infected.

They tried their best to but each day it was harder to even stand, until one day the mages were too exhausted to hold up the barrier. The barria broke and the army of the empire retreated.

The Umbrum destroyed the wall and they began to invade the empire. They slaughter the exhausted soldiers and the civilians. Tenobris ordered to take a few soldiers and a few civilians as prisoners. The invasion went on and every pony tried to rescue themselves in to the castle.

The whole empire was covered with dark clouds and large crystal pillars raised from the ground.

The doors of the castle closed shortly before the Umbrum could enter it. The dark mages began to attack the doors with their magic but they faced an unexpected obstacle.

At the evening Insidius walked into Tenobris tent to inform him about this obstacle. "The enemy retreated in to the castle, but it seems like it is prepared with a special spell, we can't damage it. We don't know who cast the spell but it is very powerful."

"Go and ask the prisoners for another way in the castle. If they don't speak torture them! I want this war to be over in three days, before any other kingdom see what we are doing and come to help them."

"Yes my lord." Insidius bowed and walked away.

Insidius walked to the prisoners and started to question them, but the soldiers didn't talk and the civilians had no information.

After he tried every method Insidius walked back to Tenobris who was sitting in his tent, meditating . "Nothing seem to work they are nearly as good trained as our soldiers."

Tenobris rubbed his forehead in annoyance. "They are nearly a annoying as these druids and their obsession about rescuing these wolves, but unlike the druids they don't know when it is time to die!"

Tenobris stood up and walked outside the tent. "Bring me the soldier with the least fear and all civilians. I will break his will by myself."

Insidius brought Tenobris to a group of civilians and one soldier. The ponies were sitting in a line with the soldier at the beginning. Tenobris walked to him and looked him directly in the eyes. "You will tell me how we can get inside the castle."

The soldier just looked at him without any signs of fear. "Never."

Tenobris laughed. "Really? How about every time you refuse to speak I do this." He used a spell to put the first civilian on dark fire. It was a young mare. She screamed in pain as she slowly burned till she was nothing more than a skeleton. The other civilians looked at the skeleton in horror and the foals began to cry in fear.

As Tenobris turned back to the soldier he saw that his face was consumed by anger. "You monster! They don't deserve to die!"

Tenobris smiled at him and walked to the next pony in the line. "Good. You finally understand. Will you speak now?"

"No. If I do everypony in the castle will die." The soldier closed his eyes and hoped that the ponies in the line would understand.

Tenobris smiled, he already thought the soldier would give up too easily . "Well then, who is next?"

He looked at the line till he noticed that the eyes of the soldier twitched for a second to the end of the line. The last pony was a little colt. After looking at the colt Tenobris knew what the reason for the twitch was.

He walked to the colt. "Speak or your son will be the next one I burn down!"

"You monster he is just a foal, do you have no honor?"

Tenobris eyes began to glow green and purple mist came from the corner of his eyes. He grabbed the colt by his head. "Will you tell me or not?" The foal began to cry in Tenobris hoof.

The soldier looked at his son and nodded while a tear rolled from his eyes. "In the library is a secret passage that leads directly in the castle. You have to look for the book 'The way of a princess'. They probably didn't used it because they feared that one of your soldiers would see them leave through the passage."

The soldier closed his eyes and let his head hang. He began to quietly curse himself. "I am a monster."

Tenobris turned to Insidius. "Prepare a infantry squad to open the castle gates from the inside and let every other soldier prepare to invade the castle."

Insidius bowed before Tenobris and nodded. "Yes my lord, but what about the prisoners?"

Tenobris put on an evil grin. "Burn them down. One by One and make sure that this soldier and his son watch every single one of them burn. Then kill the son and after him is father!"

The father screamed at Tenobris. "You liar. I thought you would let them live if I tell you about the entrance!"

Tenobris walked behind the colt and kicked it to his father.

Tenobris turned away and began to smile as he heard the first civilian burn. "I never said I will let anypony alive." He walked away and began to laugh as he hear the soldier screaming at him and calling him a monster.

After a few hours of preparation for the fight, Tenobris and Insidius where the only Umbrum who stayed in the camp. They watched as the Umbrum army got ready to invade the castle. But something was odd.

Tenobris told Insidius about this. "I sense something is happening in this castle. It feels like a very powerful spell and it feels like light magic."

Insidius nodded. "I sense it too. Should we stop the attack?"

Tenobris hold his hoof to his chin. "No. Whatever the spell does it is too late to stop it and we don't have enough time to let the army fall back. We have to go on and hope for the best."

Meanwhile four Umbrum sneaked in form of shadows inside the castle. They made their way to the main hall of the castle where they saw the queen.

Miraclums horn began to glow but a young mare ran to her. "Please don't do it mother. This spell will kill you!"

A tear came out of Miraclums eye. "I am sorry Amore but this is the only way to save my subjects and protect them. Promise me that after I died you will rule this empire with kindness and never again let innocent suffer like I did!"

Princess Amore began to cry and nodded. "I will rule and protect my subjects with love."

Miraclum hugged her daughter. "I am proud of you."

The queen began to cast the spell and light filled the room.

Tenobris and Insidiuns sensed the energy getting stronger but before one of them could say anything they saw the army of darkness vanish in a big flash of light. "What happened. Where is my army Insidius?"

Insidius closed his eyes and searched out for the dark magic of the army. He grasp as he found them. "They are underneath the empire. They are trapped by an powerful spell, there is no way out for them."

Tenobris hit Insidius so he fell to the ground. "WHAT? That is impossible nopony can use such a spell and live!"

Insidius stood up, bowed and took a few steps back. "I am sorry but it is the truth you can try to sense it yourself if you don't believe me. I only sense our four soldiers inside the castle."

The four Umbrum in the castle weren't affected by the spell but they knew what had happened. They saw the queen falling to the ground, dead. She slowly vanished leafing a crystal shaped heart in her place.

They heard Tenobris talking to them trough a spell. "The original plan is destroyed. It is time for plan B. We will kill all members of the royal family!"

They immediately left the ground and ran towards the crying princess. "FOR DARKNESS!"

The princess heard the Umbrum and turned around with the heart in her hoofs.

As she saw the Umbrum attacking her she closed her eyes and let her kindness flow through the heart.

It began to glow and a white shockwave came from the heart. As it hits the Umbrum they screamed and shattered into pieces.

The shockwave flew till the borders of the empire and formed a shield around it.

Tenobris watched the shield for a short time and decided what to do next. "This is not over yet. I will find a way to break the spell and I will have my revenge on the crystal empire for defeating my army."

Insidius watched his master. "What is the next step?"

Tenobris thought for a moment. "We cant do anything right now. We will split up. Each one of us will go on a journey. We will search of a way for revenge. When one of us finds a way he will seek out for the other and we will conquer this land."

Insidius nodded. "I will follow your orders, our enemy will cower in fear."

"Yes, in fear and in my hatred!"

They both took a gray hooded-cloak from the now empty camp and walked in different directions. They knew that the camp would be destroyed by the next blizzard.

The last free Umbrum began their journeys. What happened to Insidius is unknown, but Tenobris searched through the land of Equestria for hundreds of years, aging extremely slow because of his enormous dark power. What was a month in a ponies live was a minute in his.

He heard of many possible allies but they all fell before he could get to them. One day he sensed something. He sensed that his king was born. He knew it was his duty to serve him.

He sensed him in the crystal empire. He waited at the borders for his master to grew up and fulfill his destiny, but Tenobris knew that is quest wasn't watching his king grow. He decided that it would be the best if he goes on with his journey. He looked one last time at the empire and turned away. So he began his journey to find allies.

After a few year he heard news about the empire. His king was banished and the empire vanished by a curse. Knowing that his king will come back he went on with his quest.

One day he heard about what happened to the royal sisters. He heard about Nightmare Moon and he decided to change his quest. He made his way to Canterlot so that he should spy on princess Celestia. But to do that he needed to hide his dark magic.

He used a spell to extract a big part of his magic and contained it in a small crystal but that also meant that he now aged, slower as normal ponies but still aged.

Fallen stopped talking for a moment and Twilight looked at him. "Why did you stop?"

Fallen lifted his hoof to his chin. "This was one of the last thing he wrote in this book. The only other thing is the message he wrote for me, the one that you read."

Twilight looked at him confused. "Why did he signed with Teno Dark?"

"I will come to this point. I just have to remember the rest of the story from what my mother told me...

Tenobris lived many years in Canterlot. He lived form small jobs all the time keeping an eye on the princess. In one year couldn't find any jobs so he lived on the street.

He could live a long time without food or water but it was embarrassing for him knowing that other ponies live in happiness while he barely lived at all.

One day he was lonely sitting in the rain without his magic and nearly no energy left at all. His cloak was damaged and had many holes. It was months ago since he ate something. He tried to sleep but he heard somepony walking towards him. "May I help you mister?"

Tenobris opened his eyes and looked up. In front of him was a mare. She was maybe twenty-five years old.

He closed his eyes again and lowered his head on the ground again. "No. Now let me sleep."

The mare didn't walked away. She looked at Tenobris and felt sorry for him. "But it is raining and you look like you haven't eaten for a month. Have you no place to stay?"

He grumbled something. His situation was already beneath his dignity, he didn't needed another pony to remind him of his situation.

She reached out with her hoof. "I have a room in the orphanage I own, maybe you can rest there for some days till you found a job and a place to live."

Without any other option besides lying on the street and risking to get noticed by guards he took her hoof and got up. As he got up his hood fell from his head and his red curved horn was exposed. The mare looked at his red curved horn.

Tenobris thought as fast as he could for an explanation. "I was born with it I don't know why."He hoped that this was enough so she won't continue asking.

After she heard this answer she immediately looked away from his horn. "Oh I am sorry I didn't wanted to stare." She turned around and began to walk. "We should better go. It looks like the rain will not stop very soon and it is already late." Tenobris followed her.

They walked down the street and Tenobris looked at the mare. "What is your name?"

"Oh sorry my name is Shine Keeper but you can call me just Shine. What is your name?"

He told her his false name . "Just call me Teno dark. I know that this name is very old fashion."

Shine giggled a bit and nodded. "Teno sounds funny." Tenobris growled a bit.

They stopped in front of an building with a sign with the text "The shining orphanage."

"This is where I live and work. I have a guest room in the first floor. That is where I live and the orphanage is in the ground floor. Tomorrow you will start with your work."

"What do you mean?" He raised an eyebrow and looked at her.

Shine smiled at him. "Did you thought I will let you live here for free? You are going to help me with the foals as long as you live here."

He sighed. "I suppose that is fair."

They walked inside and Shine told him that the foals were already sleeping. They walked up the stairs she showed him her home. After they ate dinner together she showed him the guest room.

The next day Tenobirs watched over the foals. He tired to be as calm as he could and he also tire to not scare the foals.

At the end of the day Shine told him that he did a great job and offered him a permanent job. With no other option he agreed. He watched over the foals every day and helped Shine. He began to get used to the foals, he even began to like his job.

The time went on and Tenobris was less and less interested in revenge or spying the princess. He decided that he was already too old and that his time as warlord was over. He stopped his spying completely and just enjoyed his live.

After a few years he and Shine became close friends and he told her his origin. Even after all he did she said that it was a long time ago and she couldn't see the Tenobris he talked about only her friend Teno."Every creature deserves a second chance, even the darkest one." That was the last thing he said to him about this topic.

After years they fell in love and married. Tenobris didn't even thought about his still trapped king anymore. He only cared about his live with his wife and their not yet born child. Tenobris began to write a book about his live and everything he knew about dark magic.

He put the crystal with his energy in the middle of the cover. He prepared everything so that his child could learn everything, even if he died.

He thought that it wouldn't be needed but one day he was proven wrong. He walked through the streets of Canterlot to buy some food and he decided to walked through a side street as a shortcut. In the street his way was blocked by somepony. "What is it?"

The pony walked towards him. "I know what you are and I will not let a creature like you live." The pony walked in the light. It was Fury Light, a well known light mage.

Fury looked at Temobris and his eyes were filled with hatred "You are a Umbrum and don't deserve to live. You are nothing more than a shadow of everything good and you should burn in the light!"

He shoot a beam of light directly at Tenobris. He fell back in the open street and many ponies saw as Fury ran towards him and began to shoot light bolts at him. They hit Tenobris and he flew against the next building. Fury attempted to shoot more bolts at him but he was stopped by some guards. They took Fury in jail for fifty years.

Tenobris was brought to a hospital. Shine came as fast as she could after she heard what happened. She sat down besides his bed and waited till he woke up.

The doctor entered the room to tell how Tenos situation was. "He is going to die. There is nothing we can do. His body seems to block any healing spell we know. I am sorry."

He turned around and left Tenobris and Shine alone.

Shine began to cry. Tenobris petted her head to calm her. "It is alright I already lived for over thousand years. Just promise me to tell our foal his name and promise to take care of him. Give him the book and tell him the rest I couldn't write"

She wiped the tears away and said a quiet. "Yes, I promise."

He nodded. His breath began to slow down and as he died he gave Shine a last smile.

Fallen closed his eyes and waited for Twilight to think about what she heard.

After a short while she talked to him. "Thank you for telling me. I am sure it wasn't easy for you. The only thing I didn't understand is what he meant with telling you your name."

Fallen didn't expect her to be so calm about everything he told her but decided to just answer her. "Fallen Dark is my pony name. I have an Umbrum name too."

Twilight got a little bit closer to Fallen. "And what is your Umbrum name?"

"My name is Malonex."

Author's Note

Important Info:
I haven't read the new MLP comics yet but for those who have read them, I wrote this backstory before the Sombra comics were even announced. So, in this version Umbrum are ponies with darker colors.
It may not match up with the information of the comics.The only information I had as I wrote this was everything that was told in Sombras origin comic.