I'll Leave you Spellbound

by Blueheartpegasus

Rating: everyone
Tags: Main 6, Original Character, My Little Pony: Friendship is Magic, Random, Princess Celestia
Length: 3869

Two ponies- Spellbound and Shade- try to take over Equestria

Spellbound and Shade are two unique ponies. Spellbound may look innocent, but she has a special power, and Shade lurks in the shadows, unseen. These two friends share on thing in common- they both think Earth Ponies are useless and that Celestia is an old fool. With a plan in their heart, they go to Ponyville in the hope of using the Summer Sun Celebration to their advantage.

This was mostly an experiment, I wanted to try something I never had before- writing from the antagonist's point of view. I give all credit on Shade's character to my older sister, who designed her and came up with her personality.

I need help, I can't decide what categories to put this in. Until someone suggests a category, this will remain in random.

Notes: ALL images in this story were made with General Zoi's Pony Creator(actually only the ponies were. Backgrounds were by me). It can be found here(I don't have the dA link):http://www.dolldivine.com/mlp-fim-pony-creator.php

Published 2012-05-31 23:54:01 UTC
Last updated 2012-05-31 23:54:01 UTC

Welcome to Ponyville

Here she was. Right here, in Ponyville. She glared around the town square, watching all the various ponies buying food at the market. Her eyes fell on an orange Earth Pony who was selling apples. She flapped her wings with anger and disgust, then, when other ponies looked at her, she quickly folded them beside her again.

The sun glowed brightly overhead, it was only three days until summer. The Summer Sun Celebration was coming to Ponyville again, and she had to come see it. It was the second time it was to be held in Ponyville in three years. Damn, Celestia’s favoritism. this pony thought, She only wants to come here to visit her student. Why this dumb Earth Pony town?

“I’d better go fix this dress.” She said aloud to herself. She was wearing saddlebags, blue with her four-music-note cutie mark. She reached in and pulled out a wet, muddy, ripped dress. When in good condition, it had been a beautiful azure dress with dancing music notes around the rim and a sky blue riffle around the bottom.

“Oh, dear!” somepony gasped. The strange pony jumped and almost dropped the dress she was holding. She looked up to see a white Unicorn with gracefully-curly purple hair and a triple-diamond cutie mark. “What has happened to that dress?”

“I crashed into a swamp.” The first pony said through the dress in her mouth. She accidentally dropped the dress as she spoke, but it was so dirty it didn’t matter. As it fell, some mud fell off and she spotted the beautiful stitching on the inside rim. It was a tiny version of her cutie mark with her name written underneath it, ‘Spellbound’.

“My dear, I must help you fix this dress!” the white Unicorn said, trotting over. It was more a statement than an offer. “Come, let’s go to my shop.”

“Um… you don’t have to-“ Spellbound started, but with interrupted as the Unicorn ran off with the dress. She rolled her eyes and followed the marshmallow-colored stranger.

Spellbound stood in front of a mirror. Wow, was she beat up. She had been flying to Ponyville to attend the Summer Sun Celebration when she heard a cracking noise from below that had startled her. She had lost control of her wings for a moment and was plunged into a swamp. When she had regained her senses, she saw that her dress had fallen out of her saddlebag and was ruined.

“I could have fixed it myself, really.” Spellbound insisted.

“Oh, it’s no problem.” The white Unicorn, who had told Spellbound that her name was Rarity, said. Rarity was standing next to a red dress covered in rubies, using her blue magic to sew it. Spellbound’s dress had been washed and was drying outside in the warm sun.

Spellbound observed herself in the mirror. She was an azure/sky blue Pegasus with four music notes for a cutie mark. She had a fluffy mane that was yellow with purple streaks, but her tail was messier. She had small white freckles on her face and teal eyes. She looked so innocent.

So innocent.

“Do you know any…. Earth Ponies?” Spellbound asked casually, trying not to sounds suspicious. “This town seems to have a lot of them.”

“Oh, yes.” Rarity said, not looking up from her work. “Two are my best friends- Applejack and Pinkie Pie.”

“Well, how are they?”

“Well, Applejack can be very messy sometimes; I need to make her wash the mud off her hooves before she comes inside any house. She doesn’t care if she stains her hide with mud, it’s just gross!” Rarity blinked at the dress she was sewing. “Oh dear, I’ve lost the thread.”

“I’ll help.” Spellbound trotted over and carefully used her wing to lift up a flap of fabric. She found the thread and grabbed it carefully between her teeth. Taking the needle from Rarity, she fitted the thread through the needle and gave it back to her.

“That’s quite a talent.” Rarity said, taking the sewing needle with her blue magic. “It’s not easy to sew for Pegasi or Earth Ponies, hooves weren’t really made for this kind of careful work.”

“My Unicorn friend taught me, and I figured out my own tricks." Spellbound replied, "Oh, and you were telling me about your friends.”

“Oh, yes.” Rarity continued her work, carefully laying the fabric back in place and weaving the needle in and out of the material. “And Pinkie Pie, she throws great parties. They are very enjoyable. She is also a great cook, but she is much too hyper to hang around for long.” Rarity looked up at Spellbound. “But even though my friends have their faults, they are still great friends and they have good qualities. Applejack is strong, honest, and responsible. Pinkie, like I said, throws great parties and helps being smiles to her friends’ faces.”

Spellbound nodded, barely paying attention.

“All ponies have both good things and bad things about them.” Rarity continued.

“Yes, yes.” Spellbound glanced around the room. Rarity’s dress shop was beautiful and spotless. She now understood why the Unicorn had complained about her friend’s untidiness. Apparently Rarity was a bit of a clean-freak.

“So, Spellbound, is that dress the one you’re going to wear for the Summer Sun Celebration?”

“Oh, yes.”

"It is a beautiful dress, the way you have your cutie mark around the rim.” Rarity glanced out the window at the dress hanging, soggy wet on the line below. “What does your Cutie Mark mean, if you don’t mind me asking?”

“You mean my special talent?” Spellbound thought quickly. She couldn’t say what her real special talent was. “Oh, I play piano.” It wasn’t a total lie.

“Oh, you must play for me sometime!” Rarity said kindly. “I adore classical music.”

“Yes, and I so love playing it.” Spellbound smiled.

After several moments of silence where Spellbound didn’t know what to say and Rarity was concentrating on her sewing, Rarity finally said with a flourish, “This dress is complete!” She slipped it off the mannequin of a pony with her magic and folded it neatly in a box. “This is a very important order for some Canterlot ponies.”

“I was born in Canterlot.” Spellbound stated somewhat randomly.

Rarity turned to Spellbound, eyes wide and smile big. “You came from Canterlot?” she gasped. “Oh, I’ve always wanted to live in Canterlot, the glamour, the sophistication!”

Spellbound listened to Rarity ramble on about why she loved Canterlot, silently noting that she could never see eye-to-eye with this Unicorn. That’s why she had left Canterlot. She couldn’t stand the softy Princess and all the stuck-up, hoity-toity ponies. Even if they were Unicorns instead of Earth Ponies.

“Well, I think I’ll go meet some of the other ponies in town while I’m here.” Spellbound said, standing and trotting to the door in a forced happy manner. “I’ll come back in a few hours to check on my dress.

“Oh, goodbye then.” Rarity called a moment before the door closed behind Spellbound. “She sure was quite a strange pony.” The Unicorn said aloud to herself, surrounding some fabric with her magic and laying it across her mannequin pony. “And why did she ask about Earth Ponies?”

You would think the small, shimmering space outside Carousel Boutique’s door was empty. But it was not. With her glowing with magic, a pale green Unicorn was smiling insanely.

She was casting an invisibility spell. It made her translucent, not completely invisible. Of course, nopony was observant enough to spot her. If anypony looked hard enough, they would see the shimmering take the shape of the Unicorn mare.

Of course, the invisible mare was waiting for her friend. Instead of following after Spellbound, this pony liked to silently observe from the shadows. She loved observing from the shadows. She loved learning things- thing she could use later.

And one thing she had learned was that this Unicorn- the one that ran Carousel Boutique- was named Rarity. She was obsessed with fashion and was known as ‘The Element of Generosity’. She didn’t know what it meant, but she suspected it had something to do with this Twilight Sparkle. She did not know Twilight Sparkle personally, but knew she was an enemy of both her and spellbound.

Of course, she hadn’t gotten all this by simply sitting there. She had walked around town, listening in on conversations. She had only returned a few moments ago.

Suddenly, the door to the boutique flew open and a blue Pegasus flew out, landing in front of the invisible Unicorn. “Shade? Shade, are you there?”

“I’m here, Spellbound.” The Unicorn said with a sly smile. She stopped using her magic and her invisibility spell fell away, revealing her full self. She had staring, purple eyes that saw all. She had a flat, short, black and gray mane. Her tail was the same, except fluffier. She was a pale green, a shade unusual in ponies. But her strangest feature was the fact that she was wearing a white lab coat. She always wore it, even though she didn’t have a lab. You would think that she was an evil scientist from a story-tale.

And that’s pretty much who she was.

“Shade, did you find anything out?” Spellbound asked. Spellbound was the only one who wasn’t creeped out by Shade, they had been best friends for as long as they could remember. Not to mention that Spellbound was the only one that Shade had promised not use as a lab rat.

“Yes, something important.” She turned her staring purple eyes at Spellbound. “I think it is true.”

“What is?”

“The Elements of Harmony.”

Spellbound reared back in surprise. “This isn’t good, this isn’t good.”

“I’m sure we can fix this.” Shade said calmly, starting to walk away. “Let’s go for a walk, out of town. Too many can see us, and you made me promise not to use my invisibility spell when you’re talking to me.”

“At least you’re keeping one of your promises.” Spellbound responded, trotting after her green friend, “I could have sworn you slipped something into my drink this morning. I told you I’m not a lab rat.”

Shade didn’t respond, she merely turned her head to Spellbound and continued talking about their previous subject. “Anyway, you could just play one of your songs and the problem is solved.”

“Problem not solved!” Spellbound snapped, one of the few ponies who ever snapped at Shade and lived to tell the tale. “We don’t even know who wields the Elements yet, will we have enough time to find them all before the Summer Sun Celebration?”

“Don’t snap at me.” Shade growled warningly.

“Sorry.” Spellbound muttered.

Shade nodded then continued speaking, “That Unicorn, Rarity, is one of them.” Before Spellbound could interrupt, Shade held up a green hoof to let the Pegasus know she wasn’t finished speaking, “I’d have a guess that those two Earth Pony friends she was talking about, Applejack and Pinkie Pie, have Elements as well.”

Spellbound didn’t ask how Shade knew what she and Rarity had been talking about- it was Shade. She knew all. Instead, the blue mare’s face twisted in mild disgust. “Earth Ponies wield Elements of Harmony? They can’t fly and they cant use magic- they don’t deserve such power.”

“Don’t worry, Spell.” Shade said, “Once we take over Equestria, we can drive those Earth Ponies out, just like we planned.”

Spellbound looked up and gazed ahead, lost in thought. “Just like we planned.” She murmured to herself. “Celestia will fall and we will rule.” She started to a sing a song she had written herself under her breath;

Hypnotize

Secrets and lies

When I play my music

They will all be my allies

With my music I can control

Every Stallion, mare and foal

With the sound of a single note,

All their lives they will devote

And then Equestria I will rule

And drive out that old fool

All according to my plan…

She sang beautifully, as it was her special talent. Well, not exactly. Her talent was to hypnotize anypony with her music, namely when she played the piano.

Suddenly, the ground disappeared underneath her hooves. Not sure what was happening,
Spellbound waved her hooves around her, trying to stop her fall. Of course, she failed and plummeted towards the ground. It was coming closer and closer, but Spellbound was so startled she could barely move.

Suddenly, there was a gasp and she stopped less than a foot away from the ground. Blinking in surprise, the blue Pegasus looked around and saw a purple Unicorn galloping towards her, horn aglow with magenta magic.

“I was going to save her.” Shade called from above. She would have, but she would have waited until the last minute, just to scare Spellbound. Shade had a strange sense of humor.

Now that Spellbound looked around, she realized that she had simply walked off a cliff that dropped steeply into town. There was even a road that led up to it.

“Why in the world didn’t they put up a sign that said there was a cliff there!” Spellbound snapped at nopony in particular.

“Are you okay, miss…?” the purple stranger asked, finally reaching Spellbound, who was hovering a foot above the ground in the stranger’s magic spell.

“Spellbound. And yes, I am.” Spellbound responded. She was suddenly aware of a flash of green magic as Shade teleported to stand beside her.

“I’m Twilight Sparkle.” The purple Unicorn introduced herself. The glow from Twilight’s horn faded and Spellbound dropped safely onto the grass. “I was walking by when I saw you falling.”

“Well, thank you for saving me.” Spellbound knew the name ‘Twilight Sparkle’ rang a bell, but ignored it for now. Shade would probably tell her about it later.

“I haven’t seen you around Ponyville before, are you here for the Summer Sun Celebration?” Twilight asked.

“Yes.” Spellbound nodded.

“Twilight Sparkle?” Shade asked.

“Yes?” Twilight focused her attention on the green Unicorn.

Spellbound was surprised when Shade narrowed her eyes, but with a blink, the Unicorn put a pleasant expression on her face.

“I know I’ve heard that name before.” Shade explained, “Do you know where I might have heard it?”

“Well, I am one of the Elements of Harmony, and I’m the pupil of Princess Celestia.” Twilight explained.

“I see.” Shade said, then looked around as a sound hit her ears. “Spell, do you hear that?”

Spellbound looked in the direction Shade was pointing and listened. She did hear something, like a faint bouncing. “Bouncing?” she asked nopony in particular.

Bounce. Bounce. Bounce. Bounce. Bounce. Bounce.

“Uh oh,” Twilight said, rolling her eyes. “Here she comes.”

Soon, a pink pony bounced into the sight. Instead of trotting like a normal pony, this mare bounced along, not a care in the world. She had her eyes closed and she was smiling, singing a song to herself.

Come on everypony, smile smile smile!

Filly my heart up with sunshine, sunshine!

All I really need’s a smile smile smile,

From these happy friends of miiiiiine!

She stopped right in front of Spellbound and gave her a long look. “Hey, Pinkie.” Twilight said, trotting over to get the pink pony’s attention.

“Hey Twilight!" Pinkie said, turning her attention to the purple mare. “Are these new friends of yours? Are they moving to Ponyville? Oh, I know, I should throw a ‘Welcome to Ponyville Party’!”

“Um, Pinkie-” Twilight began, but was cut off by Shade.

“What in the world?” Shade asked, her eyes wide with surprise. “How did she know I was here?”

Spellbound turned, only to see a faint outline of her green friend. Shade must have cast her invisibility spell once the pink pony had come into sight. She knew why the Unicorn wouldn’t want to be spotted by this pony- Shade wasn’t one for cheery things, and this pony seemed nothing but cheery. Not to mention she was an Earth Pony, and the both of them usually avoided Earth Ponies whenever they could.

“I can see you.” Pinkie said, pointing at the outline of Shade, “I can see your outline against the sun! Either that or you’re a ghost pony…” She stopped for a moment to think about what she had said, then screamed and hid behind a bush. “Ahh! She’s a ghost!”

“Pinkie, she’s not a ghost.” Twilight trotted over to the bush and used her magic to grab the pink pony’s fluffy tail and pull her out into the open. Shade rolled her eyes and she solidified.

Shade leaned in and whispered to Spellbound, “These ponies are airheads, want to go try and find the room we're supposed to stay in?”

“Sure.” Spellbound whispered back, then she raised her voice so Twilight and Pinkie could hear her. “We’ll be off, thanks again for saving me.” She spread her wings and flew away, Shade galloping after her.

“Are you there, Shade?” Spellbound asked, landing softly in town. They appeared to be next to a market.

“Here.” A shimmering patch of air whispered. “Let’s go ask somepony where this house is.” Shade’s outline turned and used her magic to pull a piece of paper out of the pocket in her lab coat. “Hmm… looks like we’re staying in an extra room in ‘Sugarcube Corner.’”

Spellbound scanned the area where there were many ponies, trotting through the crowds with saddlebags and purses full of bits. Spellbound spotted a cyan Pegasus galloping through the crowd near them. “Let’s ask her.” She said, pointing.

Shade didn’t respond, or at least she didn’t appear to respond, as Spellbound had raced off in pursuit of the cyan Pegasus mare. After weaving through the crowd of ponies, She quickly reached her, standing beside a stand selling apples.

“Hello, Applejack.” The stranger greeted the orange Earth Pony who was attending the stand. “I’m here to buy an apple, since you snapped at me the last time I took one from your trees.”

“I told ya, Rainbow,” the orange mare said in a southern accent, “If ya take an apple off my farm without payin’, it’s stealin’.”

“Yeah, yeah.” The rainbow-maned cyan mare reached in her saddlebags and pulled out a bag of bits. She dropped a few on the stand’s wooden surface and Applejack turned to get some apples from the basket behind her.

“Excuse me,” Spellbound said, trotting over to the two ponies, “Do you know where Sugarcube Corner is?”

“Yeah, it’s over there.” The rainbow-maned mare, whom was apparently called Rainbow, pointed towards a building behind them with a hoof. Spellbound turned to see a big building that looked like a giant cake. It had a sign on the front with a picture of a cupcake on it.

“Here ya go, Rainbow.” Applejack dropped a small bag of apples on the table part of the stand. Then she looked around. “Where’d that blue pony go?”

“She just ran off to Sugarcube Corner.” Rainbow said, pointing to the sweet shop. She swept the apples into her bag with her wings then trotted off. Right before she slipped back into the crowd, she thought she heard somepony grumble,

“I wish should would stop running off like that.”

But when she looked around to find the source of the voice, there was nothing but a shimmering patch of air.

Spellbound flew quickly to the doorstep of the cake-like building. She landed carefully before the door and waited. It took nearly a minute before Shade, panting from her run, solidified in front of her with fading green magic.

“Spell!” Shade gasped for breath, “Just because I’m invisible doesn’t mean I don’t exist! Quit leaving me behind!”

“Sorry, Shade.” Spellbound said. She waited for the green Unicorn to catch her breath before knocking on the door with a hoof. While they waited for somepony to answer, Spellbound turned back to Shade. “Don’t worry, we only need to stay in this town for three days, then, after the Summer Sun Celebration, we’ll be able to live wherever we want.”

“Perhaps in the palace.” Shade smiled at the thought, and soon her normal evil smile was back on her face.

Suddenly, the door opened to reveal a short, slightly chubby blue Earth Pony mare with a swirling pink mane and tail. Spellbound and Shade’s hearts both fell at the sight. They exchanged a glance that said, ‘Please don’t tell me we’ll be staying with Earth Ponies’.

“Hello, who might you be?” the blue Earth Pony asked.

“I’m Spellbound, and this is my friend, Shade.” Spellbound said, gesturing to her and Shade, “We’re here because we rented your extra room for the Summer Sun Celebration.”

“Oh, okay, I’ll show you there.” The mare backed up to let Spellbound and Shade in. “My name’s Cup Cake, my husband and I run this place with the help of-“ she was interrupted by a cry from the other room. “Oh, dear. I’ll be right back.”

With that, Cup Cake raced into the other room, leaving Shade and Spellbound to sit in the main room of Sugarcube Corner. However, before they could observe it properly, a pink face appeared out of nowhere.

“Hello!” Pinkie said, bouncing over to Spellbound and shaking her hoof. “You two are the ponies Twilight was with earlier!”

“Oh, hello.” Spellbound said, pulling her hoof away, “What are you doing here?”

“I live here, silly!” Pinkie said.

Spellbound’s heart sank. Not only they would be living with Earth Ponies, they would be living with this Earth Pony! “Well, my friend and I will only be staying for the Summer Sun Celebration.”

“Okay!” Pinkie backed away, then looked around at a clipboard on the wall. She frowned, then immediately brightened and turned back to Spellbound and Shade. “Do you two want to help me?”

“With what?” Spellbound asked.

“My orders!” Pinkie bounced as she said it. She raced over to the clipboard, grabbed it in her mouth and trotted back to them. She showed it to them. “I have so many orders; I don’t think I can do them by myself. If I can’t do them, then so many ponies won’t get their snacks! If you two help, it will be more fun!”

“Umm… okay.” Spellbound shrugged at Shade, who rolled her eyes. “What do you want us to do?”

“Okay, I’ll bake and you two will sort out what sweets go to which pony.” Pinkie said excitedly through the clipboard in her mouth. She turned and skipped into another room, Spellbound and Shade following.

“Something tells me these will be the longest three days of our life.” Shade muttered. Then she smirked at Spellbound. “And about earlier, you have wings. You fell off a cliff, yet you have wings. What are you, an Earth Pony?”

“Shush.” Spellbound playfully smacked Shade with a wing before slipping into the other room with Pinkie. "Don't compare me to and Earth Pony." she whispered, though she knew Shade wasn't listening anymore. Earth Ponies serve no purpose. They say they can grow food and interact with nature- anypony could do that. After the Summer Sun Celebration, there will be no more Earth Ponies.