A Pony's Tale: Equestria's Fall

by Sparrow9642

Rating: teen
Tags: Violence, Princess Celestia, Death, Main 6, Drama, My Little Pony: Friendship is Magic, Princess Cadance, Dark, Princess Luna, Tragedy
Length: 28620

After Twilight has a terrifying vision, she along with her friends prepare for an all out battle to save Equestria.

When Luna goes missing, and a new threat, unlike anything the Mane Six had ever faced before arrives with a plan to destroy harmony, the Mane Six, plagued with fear and paranoia, must find a solution, before it's too late, while trying to hope alive.

Audiobook demo: https://youtu.be/MIcA3-SoXQQ
Full audiobook version ($10) https://gumroad.com/l/WlHvx

Part one of the trilogy.

Published 2016-09-01 17:30:01 UTC
Last updated 2019-09-03 17:37:29 UTC

A Tragic Beginning

The air was cold as ice. Twilight stood alone in the Canterlot throne room, exhausted from all that she had been through in her fight to save Equestria. Her friend's had all perished in their final stand against Queen Chrysalis and her army of Changelings, Celestia had passed from a mysterious illness, Luna was missing, and this time the magic of friendship had failed Twilight in her greatest hour of need. She was alone, and all she had left was the foal she had vowed to protect from harm, but some promises were impossible to keep.

The sinister laugh of Queen Chrysalis echoed throughout the throne room as Twilight struggled to breathe. She had not surrendered and refused to fall or bow before the demented being that stood high above her, eyeing her with murderous glee. A severe cut on her forehead bled, causing her vision to be obscured to a dark-red perspective, while her muscles twitched, barely able to support the alicorn of which they were attached to.

To suppress the pressure, she leaned against one of the many stained-glass windows. Through her blurry vision of crimson and the reverberation of her heartbeat in her chest audible in her head, she could make out the story that the glass window told. The defeat of Discord many years prior. Another laugh echoed, causing Twilight to gaze from the window to the Changeling Queen, staring at her with blazing green eyes.

Twilight didn't show her any sign of fear or defeat, refusing to give Chrysalis any victory in that moment of pure chaos and dread. The laugh was followed with a set of words that stained her pride, but again, she gave the queen nothing.

"Any last words, princess?" stated Chrysalis, her tattered horn aglow with a green aura.

Twilight stared at Chrysalis through her blurred vision, struggling to speak her last words.

"You'll never get away with this!," struggled Twilight. "Harmony will prevail!"

Chrysalis only chuckled, clearly not intimidated, as her horn continued to charge up a mass amount of magic, intending to finish Twilight off, for good.

"Your harmony is dead, my dear!" Chrysalis taunted. "Your hope is dead, along with all you once held dear! You're alone and helpless! Nothing can save you!"

Twilight continued to just hold her noble stature, not allowing Chrysalis to belittle her. She knew she was defeated, but she knew that one way or another, in the end, harmony would avenge all who had fallen in the battle. It just wasn't her destiny to do so, and the time had come to join the rest of her friends in death. She just stared at Chrysalis, remaining silen as the spell continued to charge up.

"Farewell, Princess Twilight Sparkle!"

Chrysalis fired a massive beam from her fractured horn, hitting and thrusting Twilight out of the window, shattering it in the process. The blast felt like the force of nothing she could've described, and the descent to her death seemed like an eternity. Twilight gazed upon the sky of both night and day, along with the shards of glass falling at what felt like slow motion, allowing the light breeze and the highlights of her short life flashing before her eyes take her. She spoke a pair of words in her head, closing her eyes and letting the tears built up in her eyes flow down her cheeks.

What I thought was right, turned out to be the last of myself. I look, as my final days pass. My final moments. I blink, yet all I see is darkness. We had lost. I had lost. All hope was lost. There was no winning. It was done

Twilight smiled in her defeat, as she felt the impact of something strike her entire body, and a calm feeling began to flood over her entire body like a waterfall.

It was over. She had lost.

Twilight's eyes burst open, nearly screaming from the nightmare she had just witnessed. Sweat soaked her forehead, as she struggled to catch her breath. She quickly came to reality, and slowly calmed herself, feeling her heart pound like a drum in her chest.

"Calm down, Twilight," she whispered. "It was just a nightmare. Nothing more."

Wiping the sweat from her forehead, she gazed out her bedside window, noticing it was still nighttime, but she didn't dare close her eyes again. For some reason, she wanted to wander out into Ponyville just to make sure that her friend's were okay, and know for sure that her nightmare was only a thing of fictional events.

Something about it just didn't feel right. It was unlike anything she had ever experienced. Haunting even.

Not wanting to wake Spike, she did her best to go back to sleep.

She didn't sleep for the remainder of that night.

The next morning, Twilight dragged open her eyelids, having had a restless night. Feeling the warmth of the sun's beams on her skin, she sat herself up slowly, placing all four of her legs on the cold floor. Attempting to shake off all that she had experienced, she focused on the day ahead. The day had a vibe to it; a positive feeling. Not to mention, it was also the day that Luna was scheduled to return from her trip to the Misty Mountains, and perform a special type of moon rising that was unknown to all ponykind. It was an event known as, "the Hallow Moon." An event that only could be performed every ten-thousand years.

Nopony had ever experienced an occasion as such, not even Celestia. Despite her restlessness, Twilight had a smile on her face, feeling good about whatever the day had to offer, despite the terrible nightmare she had woke up from only a few hours prior. Twilight fluffed her wings, noticing Spike enter the room rubbing his eyes. She looked at him with a smile, as the drake approached her.

"I've got a good feeling about today," said Twilight. "How bout you, Spike?"

Spike walked at a slower pace than usual, looking at Twilight with an expression that concerned the alicorn.

"I guess so," replied Spike.

Twilight's smile fell to a concerned grin, as she looked over Spike more. He didn't look like the usual baby dragon she knew, but more like one of Fluttershy's critters when they were first born. He looked pale, was breathing heavily, and even seemed to be shivering a little.

"You feeling okay?" asked Twilight.

"Yeah, I'm just a little slow this morning, that's all," replied Spike.

Twilight wasn't convinced and expressed her disbelief with a look that struck the young dragon like lightning. Spike caught on quickly, embracing the rant yet to come from his guardian.

"Don't lie, Spike. I can see that you are as pale as Starswirl's beard," Twilight sneered with conviction. "Now, I'll ask again. Are you feeling okay?"

Spike responded with a cough, which was enough for Twilight to reach a verdict.

"I'm just not feeling well, Twilight," said Spike. "That's all."

"Seems like more than that, Spike," replied Twilight.

Again, Spike was struck by that same lightning, standing with a fake smile cemented on his face. Twilight wasn't swayed the slightest.

"Why don't you stay here today, while the girls and I take care of Princess Luna's return celebration?" Twilight proposed sweetly.

"Are you sure?" replied Spike with a cough. "I'd hate to abandon you and the girls."

Another cough was emitted off of Spike's statement, causing Twilight not to even question her next choice of words.

"We can handle it, Spike." concluded Twilight. "Now, come on. I'll tuck you in."

Spike attempted to smile as Twilight led him back to his bed. Settling the baby dragon under the bed sheets and tucking the blankets tightly against the drake's body. Twilight followed her mother-like actions with some advice and a light kiss to his rough scales. Then with a mere wave good bye and reassuring smile, Twilight made her way out of the massive castle into Ponyville Center.

During her short-but-sweet trek, all Twilight thought about was the nightmare she had experienced the previous night. Without a doubt, it had scared her to death; it was unlike any other nightmare she had ever had. She had experienced nightmares of her dying before, but something about the one currently troubling her was different. Even the injuries sustained to her by Queen Chrysalis, along with the impact of the fall, had all felt too realistic for comfort.

Twilight usually didn't believe that such nightmares could exist, but at this time, she didn't know whether or not her suspicions were correct. To actually "feel" a nightmare seemed impossible, but could it be possible? Her thoughts were immediately put on hold, replaced by the overly-joyous greetings of the party pony, Pinkie Pie, bouncing her way over. Upon a second glance, Twilight noticed that Pinkie didn't look like, well, the usual Pinkie Pie that normally greeted her with a wide smile in a bubbly manner.

This Pinkie seemed frazzled and unkempt. Her mane was a mess, eyes baggy, and her smile forced, as if it were pasted on her face. Twilight raised an eyebrow, as the frisky mare bounced closer, eventually coming to a soft plop in front of the lavender princess.

"Morning, Twilight!" Pinkie exclaimed joyously.

Twilight wanted to smile but held a more concerned expression, hearing a stress-like tone in Pinkie's greeting.

"Pinkie, are you okay?" replied Twilight. "You seem a bit off this morning."

"I'm fine! It's just been a doozy-of-a-morning!" Pinkie spoke in between heavy breaths. "I skipped breakfast, Rarity hasn't shown up yet to help with the decorations, and the party isn't even close to being ready for when the main event is scheduled! Everything is just a messy mess!"

Pinkie's statement came out as deranged and psychotic, causing Twilight to take a couple steps back. She looked at her stressed friend with a concerned look, attempting to find words to calm down the party pony.

"Pinkie, I think you're stressing over nothing," Twilight stated, her voice calm and sympathetic. "Rarity probably just overslept, seeing she's not the early type of pony, and from what I can see, the party seems to be coming alone fine. The concession stands are set up, the activity booths are slowly coming along, and I'm sure the scheduled delivery carts of foods, beverages, and necessities for the party will be rolling in before too long. Why don't you calm down and, until Rarity arrives, have yourself a nice morning treat?"

Pinkie didn't respond at first, only put a hoof to her chin and emanated a small-but-audible "hmm." Then in a quick moment of action, Twilight sighed, seeing Pinkie's deranged and frazzled demeanor change to a much more stable and joyous manner. Her unkempt mane changed to her usual mane of curls and even patterns, and her frown rose into a real smile, causing Twilight to smile herself.

"You're right!" Pinkie beamed happily. "Thanks Twilight!"

Twilight giggled, eyeing her friend with happiness.

"Sure thing, Pinkie," Twilight replied.

"Now, if you'll excuse me, I have a date with a cake at Sugarcube Corner!" Pinkie clarified, hopping off in her usual manner in the direction of the sweet shop.

"Same ol' Pinkie Pie," Twilight commented. "Now, I'd better get to Canterlot. Celestia is probably awaiting my arrival."

With that said, Twilight took flight in the direction of Canterlot, her previous thoughts of her nightmare now diminished to nothing but a mere memory.

Twilight's flight took a good twenty minutes or so, before she arrived just outside of Canterlot Castle. She landed with a plop, folding up her wings and groaning at a sudden surge of pain. She had not yet adapted to flying, but luckily, had remembered a few tips Rainbow Dash had taught her in the past few weeks, such as taking breaks in between flapping and gliding swiftly to keep herself airborne. Rainbow had also provided her an ointment to help with the aching, which really helped, numbing the wing stem and killing the pain almost instantly.

Planting her hooves on the soft ground, she was immediately met by two guards just outside of the castle.

"Who goes there!?" exclaimed one of the guards.

Twilight rolled her eyes, still surprised that the Royal Guard had not learned to recognize her, due to the countless times that she and her friends had saved Equestria.

"Princess Twilight Sparkle. I've come on business with Princess Celestia," stated Twilight.

The guards lifted their spears, granting her entry.

"My apologies, your highness. Please proceed," the guard apologized with a look of sincerity.

Twilight made her way past the guards, up the stairs, and into the castle. Knowing exactly where to go, she quickly trotted to Princess Celestia's private quarters, coming to a stop at a set of doors. Twilight gently knocked twice, not wanting to walk in on Celestia unannounced.

"Yes?" Celestia called from inside.

"It's Twilight, princess," Twilight answered back.

"Ah, Twilight. Please come in," assured Celestia.

Pushing open the doors, Twilight found Celestia in the middle of the room, hastily going through documents of some kind. Walking up to the matriarch, Twilight awaited Celestia to finish up her business before muttering another word. Being accustomed to dealing with a great amount of letters and documents, Celestia finished up her deed quick and swiftly. Twilight smiled as a response, eyeing her former mentor with glee.

"Sorry I'm late," Twilight commented. "I had some unexpected business along the way."

Celestia giggled in response, causing Twilight to raise an eyebrow.

"You are never late," complimented Celestia. "How goes the preparations for the celebration?"

"As scheduled, despite Rarity sleeping in on Pinkie Pie," Twilight replied.

"Excellent," stated Celestia. "Do you have the speech written out for the event?"

"Yes, but it's more of a rough draft, seeing it doesn't seem suitable for a historic event like this." Twilight sheepishly answered, presenting a scroll in her aura of magenta-colored magic.

Celestia sighed softly at her once-student's usual naivety. She knew her student well enough to have known that this was coming. The princess only smiled, taking the scroll in her golden magic aura, and unrolling the parchment with care. She studied the text with her eyes at a quick pace, uttering some "hmm's" as she did so. Twilight only remained still in suspense, awaiting the verdict.

Celestia finished her analyzation rather quickly, rolling the scroll back to its original state and turning her attention back to the purple alicorn standing in anticipation.

"Everything seems perfect to me," Celestia answered. "Very fitting for my sister, indeed."

Twilight stood in a slightly confused manner, looking at the princess with uncertainty at her decision.

"Are you sure?" Twilight answered quickly. "I thought the part of the speech where you-

Celestia interrupted, placing a hoof on Twilight's muzzle, hushing her instantly.

"It's fine, Twilight," Celestia spoke softly. "Everypony is going to love it. I assure you."

Pulling her hoof from Twilight's muzzle, Celestia eyed Twilight, smiling sweetly. Twilight blushed as a response to the princess's comment, smiling in both relief and happiness.

"Now that that matter is taken care of, shall we move onto composing the organization for the main event of the celebration?" Celestia inquired.

"We shall," Twilight answered.

Celestia bowed her head as response, using her magic to gather a large collection of neatly-stacked papers and documents of all sorts. Placing the tower of endless documents gently on the floor, Celestia directed Twilight to join her, gripping a single file in her golden aura.

"Let's get started then," Celestia commanded nicely. "We don't have all day."

Despite taking Twilight's advice of taking time from arranging the celebration, Pinkie Pie continued to struggle with the preparation regardless. Having no assistance with the decoration, a mountain of stress and pressure ascended in the party pony's mind, along with an invisible weight that continued to weigh upon her shoulders. She had gained some assistance in the absence of Rarity, but the "assistance" had turned out to be a lost cause, seeing the pony who had offered help was none other than the notorious pegasus, Derpy Hooves; aka the Muffin Pony.

Pinkie Pie had assigned Derpy with the simple task of hanging banners. Simple enough, right? Well, not when your vision is unstable. The party pony had done her best to guide the pegasus, but Derpy had struggled nonetheless, creating more of a mess than anything else. Pinkie had admired the pegasus's determination and had thanked her for her efforts, but in the end, it was just a waste of time.

"Where in Equestria is Rarity?!" Pinkie exclaimed with irritation, her mane once again a frazzled mess, and her demeanor unstable.

Pinkie had grown to the point of making a small visit to Carousel Boutique and giving Rarity a wake up call that she'd never forget. That wasn't necessary though, as she caught sight of a frantic Rarity rushing as fast as her hooves could trot into Ponyville Center. It wasn't hard to tell that she had just barely woke up, due to her mane being unkempt and her eyelids still half-shut. That mountain of stress seized from escalating any further, as Pinkie eyed the fashionista with a death glare.

Rarity came to a halt, looking at Pinkie with a sympathetic expression. She could clearly see Pinkie's frustration just from the look she was currently giving the unicorn. It spoke of irritation and slight insanity, but her frustration came to a seize, released in a long dragged out grunt.

Rarity breathed at a rapid pace from her long venture, attempting to utter an apology for her absence but failed to comply. Pinkie didn't care about that. She was more focused on the many tasks that were yet to be completed before the evening came.

"No time to apologize!" Pinkie exclaimed quickly. "We have LOTS to get done in VERY little time!"

"Very well," Rarity spoke inbetween heavy breaths. "Where should we start?"

"First things first, we need to get the banners hung! We are wayyyyyy behind schedule!"

No other response was given. All that coincided with that final statement was a hustle composed of fast work. Rarity worked quick to levitate the banners, while Pinkie directed her on where to position each one. This was only the start on what would be hours of work and playing catch up. It was utter chaos and surprisingly enough, Discord wasn't the cause of it.

"And... DONE!" Twilight exclaimed proudly, placing the final folder gently upon the monstrous tower before her.

Hours had passed of what seemed like endless tasks of organization for the grand event of the festival. Twilight let out a sigh of relief and exhaustion, turning to Princess Celestia, her eyes bloodshot and her mind ablaze with visions of the celebration yet to come. As for Celestia, her demeanor remained untouched by any sign of exhaustion or tiredness of any kind, causing Twilight to stare in complete shock.

How in Equestria does she manage all of this on a daily basis!? Twilight thought.

It truly was unbelievable that Celestia was able to handle to this amount of work each and every day, and in the aftermath, remain sane and civil. Twilight could read books at lightning speed with no complaints, but if this was the amount of work it took just to organize ONE part of a celebration, she didn't even want to think about the endless stacks of papers that came with organizing an event such as the Grand Galloping Gala.

"Is everything alright, Twilight?" Celestia questioned, startling Twilight out of her daze of horrid imagery of the endless towers of files and documents that she knew she'd dream about that night.

"Huh? Oh! Everything is fine, princess!" Twilight unintentionally exclaimed.

Celestia didn't question anything and just nodded her head, giving Twilight a smile.

"Everything seems to be in order for my sister's return," Celestia stated. "Shall we proceed to Ponyville to check up on the progress of the celebration?"

"Sure," Twilight answered simply. "I should probably check up on Spike as well. He woke up this morning with a small fever, so I gave him the day off to rest."

"Ah, I was wondering why Spike was absent when you first arrived," Celestia stated. "I am quite confident that his fever has passed by now. It would be a shame if he missed out on the rising of the Hallow Moon."

"If I know Spike, he's probably helping out the rest of Ponyville by now. I can never keep that dragon from assisting the girls and I, especially Rarity."

That comment had caused both of them to giggle, aware of Spike's feelings for Rarity.

"Alright, back to the task at hoof," Celestia said gently. "Do you have everything?"

Twilight nodded as response.

"Very well, then we should hurry to Ponyville. It's won't be much longer before sundown." Celestia concluded.

Twilight agreed, following the matriarch out of the private quarters. Their next stop, Ponyville Center.

Pinkie Pie let out a long sigh of relief, admiring the décor for the celebration. Rarity had sped up the process massively, her magic being the main key to their success. It had taken less than two hours for the party pony and fashionista to finish up the preparations; hanging banners and applying the decorations, which Rarity provided with the upmost amount of care and insight. All that was left to add to the celebration was ponies to run the concession stands, and the arrival of the main guest of honor. However, Pinkie and Rarity both knew that wasn't a worry, considering Luna wasn't scheduled to arrive until sunset.

Both were a mess, relaxing in celebration of their accomplishment.

"Phew! I think we got things done just in the knick of time, and Twilight and Princess Celestia aren't even here yet!" exclaimed Pinkie, feeling her stress drop into a dormant state.

"The décor looks marvelous if I do say so myself," commented Rarity. "I believe that Princess Luna will be awestruck by such a fabulous display!"

Pinkie agreed, fixing her mane back to its usual state.

"Again, I'm very sorry for being late this morning, Pinkie," Rarity proposed, surprising Pinkie, having forgotten about the whole ordeal in the midst of prepping the celebration. "I overslept for some reason that I cannot explain, and I feel terrible for putting you through much turmoil prior to my arrival."

"Awww, it's okay Rarity," Pinkie replied sympathetically. "I was just under soooo much pressure, and I tend to get easily snappy under lots of it. Let's just forget about it, and once Twilight and the others get here, have some super duper fun while enjoying the party at the same time!"

Rarity smiled sweetly at Pinkie's response, happy that her tardiness had been forgiven easily. The scene of forgiveness and relief was suddenly interrupted by the sound of flapping wings, which at first, was assumed to be Rainbow Dash, but upon further glance in the direction of the sound, it was found to be Twilight and Princess Celestia instead. Rarity and Pinkie smiled upon the two princesses arrival, hearing their hooves make contact with the ground, and emanating a clop sound upon impact.

Folding up their equine wings, the two walked forward, admiring the party decorations as they did. Rarity and Pinkie didn't bother bowing knowing that Twilight was their friend, along with Celestia, being less a ruler, and more a friend to them now. They practically became royalty after defeating Discord for the first time and had only evolved ever since.

"Well?" Pinkie mused, looking at Twilight with worry. "How does everything look?"

"It looks amazing, Pinkie!" Twilight exclaimed with happiness. "You two make a great team!"

"Indeed you do," Celestia added. "I'm certain that my sister will feel warmly welcomed."

Pinkie, along with Rarity, expressed smiles as a response. The matriarch only continued to admire the decorations, consisting of moon-based props. The celebration had the appearance of a Nightmare Night party, rather than a historic event, but Celestia shrugged the "appearance" factor aside, focusing more on it as a way of the ponies of Ponyville expressing their love and gratitude towards their beloved Princess of the Night.

The night was composed of darkness and mysteries beyond the imagination; things that only Luna herself could experience and understand. Nightmare Night was a holiday of similar things and spooky fun amongst the civilians of Ponyville. If you really thought hard about it, the night itself and Nightmare Night were nearly identical. Therefore, the decoration matched well with Luna's personality and appearance in the end.

"By any chance, did Spike ever assist you two?" Twilight asked.

"Not at all," Rarity replied simply. "Though, now that you mentioned it, where is the dear?"

"Oh, he woke up this morning with a small fever," Twilight answered. "I figured it would've passed by now, but seeing he never showed up to help, he's probably still resting up in the castle."

"I do hope he's alright," Rarity cooed. "I would hate to see poor Spikey-wikey miss the main event of the evening."

"I'm sure he's fine," Twilight replied sweetly. "Seeing things are fine here, I better go fetch him. I'll catch back up with you two and the other girls soon."

"Okie dokey lokey!" Pinkie replied with a contagious amount of happiness.

"Very well, dear. See you soon!" Rarity followed up.

Twilight waved in return, quickly turning and making haste to the Castle of Friendship just outside of Ponyville.

Upon entering the castle, Twilight was met with a silence, but not just an ordinary silence. It was eerie and somewhat scary, as if she had just entered, unwelcome by something she couldn't describe. She shrugged off the eerie greeting as an overreaction, and navigated past the foyer. Continuing onward to the top floor of the castle, the eeriness of the quiet didn't leave her, noticing something very odd. The top floor was much darker than usual. So dark that Twilight had to resort to a light spell just to navigate herself through the halls.

It was as if a massive shadow had covered the entire inside of the castle, and she was travelling through the maw of an endless black. She wrote it off in her mind as some sort of set up that Spike had done as a way to scare her in a playful way, but at the same time, she knew that Spike could not have done such a feat. Doing her best to smile, she came to Spike's bedroom, and opened it slowly.

The creaking of the door did her no justice as she eyed the room with all her might. Spike was in his bed, wrapped tightly in the blankets. Twilight let out a long exhalation of breath that she had unintentionally been holding in, taking steady steps towards the bed.

"Spike, how are you feeling?" she asked in a motherly tone.

No answer came, causing Twilight to stir slightly. Returning to reality, she came to an explanation of why Spike had not replied; he was just in a deep sleep. She walked to the bed, turning the baby dragon to face her. The sight that befell her vision would forever be burned in her memories. Twilight gasped in absolute horror at her discovery; in the bed was a grey and pale baby dragon. She didn't have any sort of response, except tears. Spike's eyes were slightly open, revealing dilated pupils with no color, and upon touching his scales, Twilight was met with a piercing coldness.

Spike was dead.

Twilight searched for words, but none came, feeling her heart drop like a stone. Tears escaped her eyes, as she continued to stare in disbelief at the corpse before her.

"No... No...

The alicorn could only mutter, as reality slowly began to seep into the pores of her mind.

"No... T-This.. can't...

All disbelief left the Princess of Friendship, and she broke into a fit of dread and sadness.

"NO! S-SPIKE! Y-Y-YOU C-CAN'T B-BE...

Her words coalesced into a burst of maddening emotions. She had no idea what had just happened. Just moments before, she was giddy with pride and happiness of joining her friends in the celebration, but now, she was broken and unable to process what and why this had happened. She wept on the bedroom floor, holding the pale body of the deceased drake in her hooves.

She had no idea of how long she sobbed, but to her, it felt like an eternity. Spike, her loyal assistant for life was dead, and she no idea why. At first, she blamed herself, wondering if the "fever" she had suspected had been something more lethal and could've been prevented had it been diagnosed sooner. Had her own assumption gotten one of her closest and trusted friends killed?

She couldn't tell.

The blankets that wrapped the corpse were stained with Twilight's tears, as she came to a stable state of mind, anger clouding her judgement.

"Why did this happen!?" she barked in rage. "Was I really that oblivious to assume!?"

Her rage was met with an unexpected conclusion, hearing a chuckle amongst the darkness of the room. Twilight quickly got into a defensive stance, her horn alight with a magic aura.

"Who's there! Show yourself!" Twilight demanded.

Strangely enough, she was met with an answer, the voice being deep and raspy.

"So weak and vulnerable you ponies are," responded the unknown voice in an insulting manner, causing the walls of the castle to rumble. "One loss able to break the mind and fracture one's own sanity. You can assure that you will become aware of who I am, soon enough. Just know this, princess. You will regret your words. I am the beginning of what will be your worst nightmare."

That exclamation caused Twilight's anger to peak, and the room became alit with fiery magical light from endless blasts of magic, intending to destroy whomever had spoken to her. Drunken with nothing but rage and sadness, the blasts became so rapid, the room had become littered with debris from the ceiling and gaping holes that had been formed in the surrounding walls.

The light show had caught the attention of Rainbow Dash, currently airborne above the growing crowds of ponies in Ponyville Center. Flashes of magenta light lit the windows of the upper rooms of the Castle of Friendship, and beams of enraged magic escaped the structure. While other ponies may have seen this display as some form of a gimmick for the celebration, Rainbow knew otherwise.

Twilight had continued her useless assault, unaware that she was unintentionally destroying the castle slowly but surely. The threat that had spoken to her before had long since disappeared, its task now complete, leaving the mentally fractured alicorn to fight empty space. The assault had continued, until a familiar voice stopped her at long last.

"Twilight! Stop!" spoke the voice of Applejack, standing just outside of the doorway to the room that Twilight had mindlessly wandered into, searching for a lost cause.

The onslaught ended, and for a moment, nothing happened. Twilight just stood still, exhausted, and broken beyond repair. The room was still and silent for a long moment, then Twilight collapsed to the ground, emotionally exhausted and defeated. The group of five were completely clueless on what had just occurred and why Twilight had resorted to such a violent demeanor.

Fluttershy rushed to Twilight's aid, only to find her friend unconscious. The pegasus resorted to performing some of the usual first aid steps, first checking for a pulse. Luckily, she found it quickly, the pace being rapid at first, but depleted back to normal after a few seconds. Upon first examination, she noticed the massive tear streaks that ran down Twilight's face, causing her to immediately question what had caused her friend to become an emotionally-driven mess.

"What's wrong with her, Fluttershy?" asked Rainbow Dash, having grown impatient.

"She's emotionally exhausted," Fluttershy clarified. "Twilight's fallen into a state of shock, but she's not physically injured in any way. Something major has put her into this state."

"Any ideas?" Applejack added in.

"No, but whatever it was, it emotionally drained her," Fluttershy replied.

Applejack huffed, unsure of what to do next, until she noticed something out of place.

"Wait, y'all said that Twilight was comin' here to get Spike, right?" Applejack questioned.

Looks were exchanged, as the obvious came to fruition. Rarity was the first to rush out of the room, into Spike's bedroom down the hallway, only to discover the grim truth of why the recent events had come to pass. Fluttershy stayed with Twilight, while Rainbow Dash rushed after Rarity, alongside Applejack and Pinkie, attempting to alert her of the potential danger. The discovery had sent the fashionista into an emotional state, while the others were able to keep their composure.

The mystery had been solved, but the question remained; who or what had killed Spike? At that time, the only pony who had any clue as to the real threat was Twilight, currently unconscious and unstable. It was clear that there was a new danger amongst their midst, and none of them were safe.

"We need to alert Princess Celestia about all this," Applejack stated, her voice stern and fearful. "We can't afford stayin' here. The killer could still be hangin' around in the shadows."

"AJ's right," Rainbow agreed. "For now, we need to get to safety. Until Twilight wakes up, we won't know for sure what exactly happened here."

"And what about Spike?!" Rarity barked, her eyes ablaze with tears and smeared mascara. "We can't just leave his body to rot!"

"We'll come back for his body when it's safe," Applejack answered calmly, not letting her emotions corrupt her mindset. "I know it seems wrong, but right now, unless we want to end up like him, we need to get out of the castle."

Rarity sniffled in her state of raw emotion but came to reason, standing up and wiping her eyes. The four rushed back to the room where Fluttershy continued to monitor Twilight, alerting the pegasus of their temporary retreat. Being sensible enough to understand, the shy pony quickly agreed.

"Rainbow, since you are probably the strongest of all of us, you're going to have to carry Twi,'" Applejack quickly directed.

"Sure thing," Rainbow answered, causing the others to act quickly, working together to lift Twilight onto the pegasus's back.

Once Twilight was secured, the six quickly made a hasty retreat out of the castle, rushing to alert Celestia of the grim news that they had become aware of.

It didn't take long for them to spot Celestia just outside the perimeter of Ponyville Center. All five quickly approached, hoping that nothing else had gone awry in their absence.

"Princess!" yelled Applejack, immediately catching Celestia's attention.

She turned to all of them, quickly noticing Twilight unconscious upon Rainbow's back and looks of fear on all of their faces. Celestia didn't waste any time, knowing something was wrong.

"What is going on?" questioned the matriarch.

"Spike's dead," confirmed Applejack. "We don't know who or what killed him. All we do know, is that Twi' has been put into a temporary state of shock."

Celestia's face fell to horror, but she kept her demeanor stable for the sake of the five ponies before her.

"Details," stated Celestia. "Were there any physical wounds?"

"No. He had no injuries," Applejack inquired. "But Twilight wouldn't have been firing magic blasts for nothin.' Somethin' antagonized her to do it."

Celestia nodded in agreement.

"It would be best to await my sister's arrival before we do anything," Celestia stated. "For now, I suggest you six take refuge elsewhere. I will take care of keeping the situation under control for now."

"Understood," replied Applejack. "Where do you suggest we take refuge?"

"I'm afraid, that's something you'll have to figure out yourselves," replied Celestia. "I must get back to the celebration. The last thing we need right now, is for everypony to panic. It's best we keep this as classified as possible while also keeping an eye open for any further actions this killer may have in mind. Good luck to all of you, and stay safe."

With that, Celestia turned and flew off. Applejack quickly followed up with the other five ponies behind her.

"Well, we'd best do what the princess says," stated Applejack. "Anypony got any suggestions?"

The refuge had to be a place where this killer wouldn't even think to look for Twilight, so all five thought hard of the places that their currently comatose friend didn't normally occupy. That was the challenge. Library's were a no go, nor Sweet Apple Acres, Carousel Boutique, Fluttershy's Cottage, Sugarcube Corner, or Rainbow's Cloudominium. She was also a princess, so she accompanied many different places. What should've been an easy task, turned out to be a real headscratcher.

The only pony of the five able to come up with even one suggestion was Rainbow Dash. Seeing nopony else had anything, they listened to reason.

"What about the flower shop?" suggested Rainbow Dash. "Twilight's not much of a florist pony. She's more an egghead than anything."

That actually wasn't a bad suggestion, seeing Twilight rarely visited the flower shop. The other five agreed that it was better than nothing and decided to go with Rainbow's suggestion. Hastily, they trotted to safety, hoping that this newfound situation would be all summed up by the following day. Little did they know, that this "situation" was only the start of would become their greatest challenge, and the beginning of what would become an endless nightmare for all of Equestria and beyond.

Corruption

From high above and beyond Ponyville, the sound of fractured wings echoed throughout the dark night. The wings were not of a pegasus, alicorn, or nocturnal creature, but more of a sinister creature. The echo of the wings manifested a much more hollow sound, similar to the sound of a dragon's wings, but this being was not a dragon. This creature was something more cunning. Something more ancient, evil, and clever in a demented manner. The creature chuckled, as it planted it's hooves along the surface of a distant cliff, admiring it's view of Ponyville.

The town was lit with multiple streams of lights, due to the celebration of Princess Luna's return from the Misty Mountains. Fillies and colts were too occupied diving their heads into barrels for apples, hoping to win a prize, while other colts of an older age were enjoying the night with their marefriends. Some were earning their first kiss, while some were managing to gain the courage to talk to somepony they had admired for years.

These thoughts of pathetic romance caused the creature to chuckle, for it had much "darker" tactics in mind. The hour of Luna's return was approaching, and it sat in admiration. Soon, it would become obvious that Equestria was no longer safe.

"Celebrate while you can, weaklings, for as soon as the sun descends beyond the horizon, you'll realize the truth that your pathetic "protector" is trying to hide," spoke the creature in a deep voice. "Dishonesty never protects anything, and your sun-princess should know that more than any of you weaklings. I suppose I'll have to teach her otherwise."

The creature chuckled, as the sun began to lower, forming a sinister smile upon the creature's face. It wasn't long before the sun had completely disappeared behind the distant horizon, and the sound of Princess Celestia's voice began to erupt from Ponyville.

"I'd like to thank everypony for coming to the celebration, and for all the effort that you all put into it, just to make my sister and your beloved princess of the night feel welcomed back from her trip!" announced Celestia. "Now that the sun has descended, I'd like to welcome back from the Misty Mountains, Princess Luna!"

Celestia motioned her hoof outward, causing every pony present in the crowd to turn their heads in the direction of Celestia's hoof. Their heads were turned toward a large opening between two distant mountains where the Hallow Moon was supposed to rise, along with Princess Luna. At first, there was nothing but the sound of crickets chirping, but Celestia had not exactly scheduled the event with Luna before her departure, so she waited just a little longer.

Time passed, and now some ponies were starting to get worried. Whispers of worry stirred throughout the crowd of ponies, immediately causing Celestia to become worried. Considering what had happened earlier, she prayed that this sudden predicament was not linked to Spike's death. As the minutes passed, more and more panic begun to settle amongst both the crowd and in Celestia mind. From afar, the creature chuckled, feeding on the panic that had begun to ensue the citizens of Ponyville.

"That's right. Let it take over; the realization that your princess is not coming back," spoke the creature with a chuckle. "Your princess shall never return, because I've already made sure of that, after I disposed of her, for good!"

The creature laughed, as the entire population of Ponyville erupted into complete and utter panic. Screams of horror erupted, immediately causing Celestia to struggle to control the situation at hoof. Nopony was listening to her, because they knew that something wasn't right, and that Luna was not coming back. The creature smiled at it's accomplishment.

"Excellent. The message has been delivered, but little do these weaklings know that this is just the beginning. Soon, every bit of their hope and happiness will be broken."

The creature chuckled again, as it ascended into flight, disappearing into the darkness. The message was clear now; Equestria was not safe, and a new evil had arisen. An evil that would be Equestria's biggest challenge yet.

The next morning, Twilight peeked her eyes open, only to find herself upon a table. The environment smelled like soil and plants, immediately causing Twilight's mind to spike, realizing she was in a flower shop. She sat up, confused on why she was in a flower shop in the first place, but was quickly stopped by Applejack. Applejack's eyes spoke nothing but restlessness and worry, as Twilight questioned the farm pony on why she looked so restless.

"What's wrong, Applejack?" she asked.

"Be easy on yourself, sugarcube," she replied. "You had a rough night."

Twilight was immediately confused.

"Rough night? What do you mean?" questioned the alicorn princess.

Applejack remained silent, allowing the previous night's events to unfold slowly. Twilight wasn't a pony to accept the truth of reality so easily, and Applejack knew that it was best to let the truth come to Twilight naturally.

"Sure, I may have had a dream that Spike died...

Twilight's pace lowered fast, slowly coming to realization that her "dream" was nothing but reality. Twilight continued.

"The castle had been taken over by something, and Princess Luna didn't return at the peak of the...

Realization suddenly struck Twilight like a ton of bricks, and tears begun to build up in her eyes. She had become aware of the situation, and the tragedy that had occurred the previous night.

"None of that was a dream, Twi'," spoke Applejack sternly. "Everythin' that you just mentioned is the reason why we're in the flower shop."

Applejack didn't speak lightly, seeing she wanted to get Twilight to realize that everything that she had mentioned in her awakening was the harsh reality as quickly as she could. There were bigger things at hoof, and unless they worked fast, the situation could resolve in more chaos. Twilight quickly caught on.

"I'm sorry Twi', but it's all true, and unless we act quickly, this situation can spiral out of control even more, so since you were the last pony to see what killed Spike, we need you to describe what you saw."

"Actually, Applejack, I wasn't able to catch any sort of glimpse of the foe," clarified Twilight. "All I heard was a deep voice from among the castle walls, but there was nothing there. I can't explain it, but all I remember is finding Spike dead, falling to tears, and lastly, the voice speaking "I am the beginning of what will be your worst nightmare". Everything else is just a solid blur."

Applejack quivered at the sound of the description of the unknown foe. A threat with no appearance? That seemed both sketchy and terrifying. How can a creature have no appearance, yet be audible at the same time? Applejack decided to nudge Twilight a little further, hoping to find any other clues to what they were up against. So far, this threat's description was beyond anything they had ever faced in the past.

"Are you absolutely sure that's all you can remember, Twi?" questioned Applejack. "Is there any other solid details that you can remember, before you went into shock?"

Twilight attempted to remember every bit of what happened the night before, and suddenly remembered one certain thing, before she went into shock. It happened so fast, but she remembered it.

"I remember one last thing before everything fell to black," spoke Twilight. "I remember a sudden mass of black flashing before my eyes, just before I blacked out."

Applejack's ears perked at Twilight's statement. However, it still wasn't enough to determine what type of foe they were dealing with. Even though Applejack wanted to push Twilight just a little further for any sort of information, she knew that pushing Twilight too far might cause her to fall to shock again. Applejack just nodded her head, unsure of where to go next for answers.

"Alright. Now that we have "somewhat" an idea on what in Equestria we might be dealin' with, let's get back to Princess Celestia," stated Applejack. "Hopefully she'll have answers to what in tarnation we are dealin' with."

"Hold it, AJ," Rainbow intervened. "I'm sure that Princess Celestia is going to need a better explanation than a "mass of black" to get an idea of whatever caused this."

"Rainbow does have a point, Applejack," added Fluttershy.

Applejack snorted in frustration, even though the points made by Rainbow and Fluttershy were valid.

"I know, but it's all we got!" exclaimed Applejack. "We don't want to pressure Twilight to the point of where she might go into shock again, and that's just what's gonna happen if we attempt to force anymore answers out of Twi' that she can't provide!"

"Good point," agreed Rainbow Dash.

"EXACTAMUNDO!" exclaimed Pinkie in the happiest voice she could provide.

Knowing what they had to do, all six proceeded out of the flower shop, hoping to find Celestia with ease.

Outside, Ponyville was completely silent. Debris from the celebration covered the ground, along with multiple pairs of hoofsteps implanted in the soft dirt. It was clear that Ponyville was not the same, and that every inhabitant was aware that a new threat was among their midst. Ponyville was in a complete state of panic, not knowing whether they were safe from a threat strong enough to kill an alicorn princess or not. It had managed to push Twilight into shock, and disposed of Princess Luna. Whatever they were dealing with, it was clear that it was a murderous creature.

Neither Princess Celestia, Princess Luna, or the Mane Six had dealt with a threat that had the urge to kill. Nightmare Moon only wanted to bring eternal darkness upon Equestria, Discord only wished to spread chaos and disharmony, Queen Chrysalis only wished for eternal rule over Equestria, King Sombra only wanted rule over Equestria, and Tirek only wanted to absorb all the magic from every pony in Equestria, and turn it into a wasteland. If this new threat didn't want dominance over Equestria or magic, then what did they want? That was the biggest question on the Mane Six's minds, as they spotted Celestia by the Ponyville Fountain.

She was discussing something with one of her guards and looked stressed over all that had happened in the past night. There was a mild expression of worry and sadness upon her face as well, due to the fact that Luna was more than likely dead. Everypony was wondering the same question, now all that remained was the answers, which at this time, seemed impossible to find.

Applejack quickly alerted Celestia, as all six of them approached closer. Celestia turned to see all six of them in a rush, dismissing the guard, so she could attend to other matters. She could tell something was amiss, as all six of the ponies came to a stop just a few feet from her.

"I see all six of you took my advice, considering you made it through the night," stated Celestia.

Applejack, being the strongest of the six responded to Celestia.

"We took refuge in the Ponyville flower shop," Applejack replied. "From what remains of last night, I can see that our foe's presence is known well to everypony."

"Unfortunately," mumbled Celestia. "As much as I wanted to keep this in secrecy, it's clear that who or whatever has done these ungrateful acts wants its presence to be known to all."

Applejack found Celestia's statement disturbing, considering that most clever villains normally prefer to remain in the dark as much as possible. This one, clearly wanted their acts to be known, and it had managed to do so very grimly. Ponyville's streets were completely empty of any life, all businesses were deserted, and even the birds were silent. This villain was something unlike anything Equestria had faced, and considering that not even Celestia could name a creature capable of these sorts of abilities, to find out what they were up against, they'd have to go deeper.

Applejack proceeded to telling Celestia about what Twilight had stated before she fell into shock; the mass of black.

"Moving on, Twilight actually managed to give us a brief identification of what may have killed Spike," stated Applejack.

"I'm listening," replied Celestia, hoping to gain something from whatever Twilight may have seen.

"It's not much, but just before Twi' fell into shock, she was able to see what she describes as a "mass of black," confessed Applejack.

Celestia gave a look that Applejack expected, considering the description of whatever Twilight saw was very vague.

"Can you give me any better description?" questioned Celestia. "Perhaps any certain details about it?

Applejack shook her head, causing Celestia to fall into deep thought, wondering if there was any other possible way to identify Twilight's description any better. If she was going to ever get this situation under control, she needed to be able to identify whatever had caused this chaos in the first place. Suddenly, a thought came to her, along with a possible solution; if Twilight couldn't manage to identify the "mass of black," then maybe if she managed to enter Twilight's memories, she could get a better depiction of this brief description.

The only problem with the spell, was that it was a very dangerous one, and if she made one wrong move during the spell, it could cause some of Twilight's memories to be destroyed. She decided to approach Twilight about it first, seeing that doing this would be very risky to both her and her student. This was not for her to decide.

"I have a solution, but only if Twilight is willing to let me," Celestia stated with urgency.

Twilight startled at the mentioning of her name, as she thought of what Celestia could have planned.

"What do you have in mind, Celestia?" asked Twilight.

"I'm asking to enter your memories, so I can get a look at what you describe as a "mass of black," but I'll only do it if you allow me. The spell I must perform is highly dangerous, Twilight," answered Celestia.

Twilight suddenly realized the spell that Celestia was talking about. It was a spell that only alicorns could perform, due to the amount of concentration required to perform it; the Memory Delve spell. Twilight knew why Celestia had considered asking her permission before performing it now, considering just how dangerous it was.

"You really think I'm up to a spell of that magnitude, Celestia?" questioned Twilight.

Celestia nodded her head, confident in her faithful student.

"Then you have my permission to perform the spell, considering I'd like to find out who or whatever killed Spike," she confirmed with anger in her voice.

Celestia smiled, as she proceeded to doing some precautions before performing the spell. She alerted the other five with her hooves, waving them outward in a motion one uses to shoo somepony away from them.

"You other five might want to stand back," warned Celestia. "This spell is very powerful, and can easily affect anypony within close range, if anything were to go wrong."

The other five did not hesitate, and quickly took a large number of steps away from the area where the spell would be cast. Twilight had begun to breathe in large amounts of air through her mouth as well, knowing that this spell was going to use a large amount of her energy that she had very little of now. Celestia had full faith in her student, as she placed a hoof lightly upon Twilight's shoulder, attempting to calm her down.

"Are you ready, Twilight?" asked Celestia, as a last precaution.

"I believe so," replied Twilight in a shaky voice.

Celestia found Twilight's response strange, seeing Twilight was normally somepony that wasn't scathed or shaken easily. She was normally a strong pony, even in the toughest of situations.

"Twilight, are you sure you are ready?" Celestia questioned again.

"I'm sure, Celestia," Twilight confirmed with the same tone as before. "My head just feels a little cluttered right now, that's all."

Celestia nodded her head, proceeding to igniting her horn with an aura of yellow magic. Twilight followed, illuminating an aura of purple magic, struggling to keep her horn lit. Celestia was even showing signs of struggle, as she continued to cast the spell, showing that even this spell was powerful enough to challenge an ancient alicorn. The power of the spell had even shocked the other five in the distance, feeling the ground shake. Despite all the struggling, the spell had been cast successfully.

From the tips of Celestia and Twilight's horns, thin strings of jagged magic slowly stretched outward like magnets attempting to connect to one another. The ground beneath Celestia and Twilight's hooves had started to collapse from the massive strength of the spell, and the entire atmosphere of the area had grown dark and cold. The strings of magic were only a short distance from each other, as a strong wind picked up, nearly causing Twilight to lose control of the spell. However, the young alicorn had managed to stay strong as finally, the two strings of magic connected.

A strong gust of wind blew at the contact, leading to Celestia and Twilight's eyes falling to nothing but a bright illumination of light, as both of the alicorns became enclosed in bubbles of magic to keep them safe. The other four had no idea what had happened as they remained a safe distance from their friend and beloved princess. They knew for sure something was happening, but until the spell was ended by Celestia or Twilight, they would be clueless if this attempt to uncover whatever had killed Spike and traumatized Ponyville was a success.

Having successfully gained entry into her former student's mind, Celestia stood up. It was dark and quiet, immediately causing her to shudder, knowing that something was amiss. Twilight's mind would be warm and welcoming, but this seemed more like a cold and unwelcoming arrival. Celestia lit her horn in the endless darkness of wherever she had wandered into. The princess shuddered again, as she caught sight of a very thick and sticky material just in front of her. She didn't dare to touch it, so Celestia just carefully observed it, recognizing it as something similar to something she had encountered in the past.

The sticky material was similar to a mind she had entered in the past corrupted by King Sombra, but this wasn't Sombra's doing, due to the material being less of a shadow, but more of a solid material. Celestia immediately eliminated Sombra as a possibility and moved forward, attempting to avoid the material as much as possible. The sights remained the same as she wandered deeper. It seemed as if a spider had woven a web within Twilight deepest thoughts, in an attempt to fog them. The matriarch suddenly felt as if she should leave, but quickly shook it off, realizing if she did, she would have done the spell for nothing. She had to go deeper, straight to wherever this material had originated from.

Celestia gulped, wandering deeper and deeper into Twilight's subconscious, noticing the material becoming less thick and more open. The pathway eventually came to an end, where Celestia could only see solid walls, and nothing else. She suddenly jumped, as the eerie silence was broken by a deep and raspy laugh.

"One little alicorn all alone in the depths of darkness and fear. Foolish and stupid ponies!"

A laugh followed, as Celestia attempted to spot who or whatever had insulted her.

"Who are you?!" Celestia demanded.

"Your worst nightmare,"replied the voice."You are foolish for coming here, seeing your poor little student has already lost most of her most precious memories, and shall remain hidden from her as long as I have control of her fragile mind!"

The creature continued to taunt her, causing her anger to rise at all that this unknown creature had done to her student.

"Show yourself, coward!" Celestia demanded with rage.

"Ah, just like your pathetic sister. You demand for things beyond your power,"taunted the creature."You'll learn who I am very soon, when your kingdom starts to fall before your very eyes, and you'll have no way to stop the inevitable!"

"What have you done to Luna!?" Celestia barked, feeling tears build up in her eyes. "Where is she?! WHERE IS SHE!?"

The creature only continued to laugh at Celestia's demands, resorting to ending the confrontation.

"I left her body within the cliffs of the Misty Mountains, so if you want to go retrieve her body, be my guest. I have no use for you or any of your pathetic subjects anyways. The dragon was only a warning for what's to come in short time."

Celestia felt disgusted, and her anger was at it's peak, as she once again, illuminated her horn in an attempt to silence whatever was taunting her.

"You... You monster!" Celestia barked, as she prepared to fire a large mass of magic.

"Go ahead! Destroy your student's most precious memories over rage! Break your beloved student! Make her completely useless!"

Celestia seized her magic blast immediately, as she realized that whatever was speaking to her was correct. She couldn't destroy Twilight's memories over her anger. This foe was smart, and knew how to break and pin anypony that approached them.

"We'll meet again, and next time I won't hesitate!" Celestia concluded as she turned and ran through the endless clutter that caked Twilight's thoughts and memories.

Laughter is all Celestia heard, as she reached where she had entered, quickly exiting Twilight's mind, back to Ponyville.

The spell came to an end as both Celestia and Twilight regained their thoughts and strength, standing in silence. Noticing the others approaching, she quickly halted them to a stop. The situation had fallen from dangerous to extremely dangerous, as the matriarch turned to Twilight, looking at her with eyes of sorrow and caution.

"What happened?" questioned Rainbow Dash. "Is Twilight okay?"

Celestia shook her head, quickly enclosing Twilight in a large ball of magic to prevent her from leaving the area.

"Twilight, along with the rest of Equestria is in deep danger, Rainbow Dash," Celestia spoke strictly. "We must get to Canterlot, quickly. Nowhere is safe."

The Foe

In a sudden flash of light, Celestia and the Mane Six arrived within the Canterlot throne room. All of them, excluding Celestia, were confused on why the matriarch had taken these drastic actions. Rainbow was the first to question.

"What's going on?" questioned Rainbow with sincerity. "Why is Twilight in a bubble of magic?"

Celestia paused, holding back both her rage and tears. The truth of her sister's absence had been assured to her in the most cruel manner possible, and the cold truth had sunk into her heart like a knife. She turned to face Rainbow with a look of uncertainty and sadness, which Rainbow caught quickly as a sign that whatever Celestia had found in Twilight's mind had traumatized her.

"Rainbow, I'm afraid... Twilight has been taken over by whatever has made itself known to Equestria," Celestia muttered. "Her mind is being controlled and her memories are being fogged by some sort of substance that this fiend is able to manifest, which explains why she is unable to remember the events of last night."

The five ponies expressed looks of shock and fear. If this fiend was able to scare Celestia, and make her take drastic actions to assure everypony's safety, that meant that this it had to be intimidating enough to break an almighty alicorn princess. The thought of this foe's capabilities caused everypony to pause.

"What are we going to do to get this thing out of Twilight's mind?!" exclaimed Rainbow out of her anger. "Don't you a spell or something that can just pull that..that...jerk out of Twilight's mind?!"

Rainbow nearly cussed at the amount of anger that had overcome her, but quickly calmed down, knowing that now was not the time to burst out in rage.

"I'm afraid it's not that easy, Rainbow Dash," Celestia assured. "Even if I were to just extract this fiend out of Twilight's mind, it could put all of us in danger. From what I caught of this new evil, I can clearly see that this foe is smart and cunning. It will not go down without a fight, and I believe that none of us are strong enough to even pose as a threat to whatever this creature is. Not even the power of every alicorn in Equestria would pose as a threat to this creature, and to be honest, I think we've only seen a small demonstration of this creature's power."

It was clear Celestia wasn't holding back and was dead serious about everything she had stated. The other five stood scared. A creature that wasn't beatable and hadn't even shown its full potential yet? These facts had caused the encased Twilight to hyperventilate in fear, and had a feeling why this fiend had chosen to take over her mind of all ponies. It wasn't to fog her memories, otherwise Celestia would've been assaulted by the creature. This being had more malicious intentions, which is why Celestia had resorted to closing her in a ball of anti-magic energy.

It was clear that the creature was planning to use Twilight like a puppetmaster. What it planned to do with her was unclear, seeing there was a large number of acts that this unknown being could do with a princess. Considering what this foe had done to make its presence well known, Twilight suspected that it was planning to make her commit murder to the princesses of Equestria, clearly having a murderous nature.

"Close, but not exactly,"a voice suddenly interrupted Twilight's thoughts.

The voice was low, deep, and raspy, just like the one she had heard the night before. Anger overcame her, quickly shouting out in rage to the voice within her mind.

"Get out of my head! Leave me alone!" Twilight shouted, immediately catching the attention of Celestia and her friends.

Twilight violently shook her head, attempting to shake off the voice within her head laughing at her failure.

"Your princess's pathetic attempt at trying to keep you contained won't work, seeing it only works against pony magic. I am no pony, but something beyond your kind. You will soon find out what my intentions are, Miss Sparkle."spoke the voice, as it dissipated to the darker corners of her mind.

"NO! YOU WON'T! I WON'T LET YOU!" Twilight exclaimed with fury.

Celestia along with the others quickly intervened, standing outside of the bubble encasing Twilight. Looks of fear and worry were expressed on their faces, as the young alicorn continued to fight the massive force cluttering her mind.

"Twilight, what is happening?!" questioned Celestia.

"It's... It's him! He's in my head! He's going to hurt all of you!" Twilight exclaimed with fear.

"Him? Who is he?!" asked Celestia.

Twilight continued to shake her head violently, attempting to fight off the creature within her head, but it was no use. The creature was too powerful for her to fight against. She struggled for a moment, then stopped, standing still. She uttered a sinister laugh and expressed a smile that sent chills up the other's spines. The young matriarch rose her head slowly, opening her eyes and revealing piercing green eyes that blazed like a burning fire. They eyed the others with hatred and an ancient evil, opening their mouth to speak.

"No need for my identity to be said as pronouns anymore. Allow me to introduce myself, weaklings. My name is Viro, and you'd best remember it very clearly."

"What did you do with Twilight, you creep!" exclaimed Rainbow Dash, lunging forward.

Applejack responded quick, grabbing Rainbow's tail with her teeth, before she could make any contact. The creature now-known as "Viro" laughed at Rainbow Dash's anger, as she exclaimed objections towards Applejack.

"She's fine, I assure you," confessed Viro. "She's just sleeping in a dark room right now, until I decide to free her of my control."

All six of the others stared in horror, not knowing if this creature was even speaking the truth or lies.

"Now, let me assure you ponies that I know every single trick that you could ever use against me, along with anything you can use to defend yourselves," Viro stated in a threatening manner, continuing on. "I know every bit of your weaknesses, fears, and talents. Take your pathetic sun princess here for instance, all it took to weaken her to a vulnerable state was the mentioning of her sister perishing in the Misty Mountains, thanks to me. I've been studying all of you for nearly a year now, and know that you use "friendship" as your key weapon against the likes of threats like myself. Your friendship won't work against me, and you'd best memorize those words very well, because soon, your "friendship" will be nothing but an obsolete fragment of the past, turned to nothing but a memory of what "was."

"Just who do you think you are!" Rainbow Dash snapped.

"I'll soon be your overlord, but you'll all have perished by then," replied Viro. "So, on that note, allow me to enlighten you on just how powerful I am, and just what you are up against!"

Almost instantly, the entire room had begun to shake rapidly. The others struggled to keep their balance, noticing Twilight's horn ignite with a magical aura of green. Viro laughed, using Twilight as his vessel to charge up the magical aura to where it nearly blinded the eyes of everypony else present. The false Twilight's horn glowed so bright, it caused the entire throne room to light up with a blinding light, until Viro let out a laugh that shook the room even more. With a sudden burst, the magical aura shattered the anti-magic orb to nothing but magic fragments of what looked like glass shards. A burst of bright light engulfed the room as well, making it nearly impossible to see anything.

All of the sound present within the room had gone mute, and the only noise audible was the sound of everypony's separate heartbeat and rapid breathing. Ringing engulfed everypony's eardrums, hearing the sounds of the panicked screams among the room faintly. It was as if time had stopped, and the only thing that remained was a bright light and muffled screams of the ponies that had survived. Even Celestia had never seen a light so piercing to the eye, and she was the riser of the sun; one of the brightest stars in the entire solar system. Everypony was stunned for a moment, until finally, they all regained their composure.

The false Twilight was gone, immediately causing all six to get into a defensive pose, unaware of just what Viro was capable of. One thing was assured; he wasn't lying or bluffing about the limitations of his magic, due to being able to create a light even mightier than the sun, and being able to break out of an alicorn-casted sphere with only the might of his laughter and a blast of light. That proved alone, that he was more powerful than an alicorn.

Once the ringing finally subsided, everypony listened closely for Viro. He was loose, and based off of what he did to Luna, it was clear what his intentions were, and he had done it very cleverly. The light had caused everypony to become stunned and blind, and all sound had been silenced as well, making warnings from others completely impossible to catch. The strange thing though, was that Viro had not chosen to attack while they were vulnerable. That was unusual, seeing most foes would've taken the offensive.

"Is everypony okay?" asked Applejack.

Everypony gave an assurance that they were not harmed, only shocked and scared.

"What kind of game are you playing, Viro?!" yelled Celestia.

"Oh, trust me, I could've easily disposed of all six of you in that moment of weakness, but that would've been too fast and no fun, so let's see if I can't feed off of your fear some more, by making you as paranoid as any other victim I've pushed to this limit," Viro spoke from among the throne room.

All six stood their ground, watching with their eyes peeled for any sudden movements, and for a moment there was nothing, until a sudden burst of green light manifested only a few feet from in front of them. The false Twilight stared them down, feeling as though they were being provoked by some invisible force.

"Enough games, Viro! What do you want!?" snapped Celestia, fed up with being mocked.

"Isn't it obvious, you fool? What does some creature who has no care for weaklings like you normally want?" provoked Viro.

"Equestria," Celestia replied with mild anger.

"While that may seem tempting, that's not what I want. No, I am after something more... precious," explained Viro.

Celestia was immediately confused. What could be more precious to a foe than Equestria? That's when she remembered that Viro had the urge to kill Spike, solely to set Twilight off into a state where she couldn't control her emotions. He didn't want Equestria. He wanted to destroy what held Equestria together; friendship and harmony.

"I see you've caught on," Viro stated with a chuckle. "You see, I'm only a fraction of what you have to fear, because the fall of this pathetic land is approaching. Your own ponykind will soon start to turn against each other because of their fear and insecurity, including all six of you. Soon, lands will burn, hope will be diminished, and your harmony and friendship will be nothing but an obsolete fraction of the past."

"ENOUGH!" Celestia growled, charging up her horn and pointing it at the false Twilight.

"Princess! Wait!" shouted Applejack, but she was too late.

Celestia shot the magic blast at the false Twilight, hitting her with a massive force and lunging her across the room. It didn't take long for Celestia to realize the horrid mistake she had made, hearing Twilight mutter out moans of pain and suffering from the adjacent side of the throne room.

"Oh no... TWILIGHT!" Celestia exclaimed, feeling tears escape her eyes at the sight of her horribly injured student, squirming on the floor.

Viro laughed from some unknown area within the room, no longer in Twilight's body, as Celestia continued weep and express a glare of anger.

"You fiend!" Celestia snapped. "If you are so eager to destroy us, then why don't you strike?!"

"Because, my job is done. I was sent to kill the baby dragon and deliver a clear message. Let it be known, soon you all shall see this world fall to nothing but a land of fear and paranoia. All of your harmony will be broken."

"I won't let that happen, Viro!" Celestia stated with might. "You will never succeed in your plan to break the harmony that holds Equestria together!"

"Foolish princess, it's already started. Look at what you've done. You've let your anger get the better of you, resulting in your most faithful student paying the price," Viro stated.

Celestia froze, realizing Viro was correct. As much as she didn't want to accept it, she had let her anger overcome her senses, and because of it, Twilight was now horribly injured, and slowly beginning to bleed to death.

"Farewell for now, ponies. Enjoy your freedom for now, because when I return, there will be no escape!" Viro spoke, and almost instantly, the heaviness within the room lifted, giving Celestia and the others assurance that it was safe to approach Twilight.

Wasting no time, Celestia and the others quickly rushed to Twilight's aid, immediately noticing the severe damage that had been done. Celestia wanted to throw up at the horrid sight. Twilight's entire body was burned horribly from the magic blast, and her sides were covered with deep lacerations, seeping blood and forming a puddle.

"Is she going to be ok!?" asked Fluttershy, tears escaping her eyes.

Celestia examined Twilight closely, lifting her from the ground with her magic.

"Twilight needs medical attention immediately. This is beyond my power," Celestia stated bluntly.

"Isn't there just a healing spell you can cast?" Rainbow questioned, attempting to hide her tears.

"There is, but I'm afraid to cast any spells on her in this condition. It could do more harm than good," Celestia explained.

"Understood, princess," Applejack spoke. "Let's just focus on getting Twi' better, and hopefully be prepared for Viro's next assault, whenever that may come."

Celestia nodded her head, resting Twilight upon her back.

"For now, Applejack, it's probably best that you five stick together. I'll get Twilight the help she needs, while you five remain here. I'm not taking any chances in leaving the castle defenseless, and am giving all five of you access to anything you may need to protect the castle. Can I count on all of you to guard the castle, until I return?"

"You have our word, princess," Applejack agreed.

The other four nodded as well, assuring Celestia further.

Celestia smiled, turning from them.

"I'll be back as soon as I can. Good luck to all of you, and stay safe!"

The five ponies all nodded their heads, watching as Celestia rushed out of the throne room with great haste. There was no telling how long they had before Viro's return, and deep down, all five of them knew that time was not on their side. Unless they were prepared for the next assault, Viro would easily succeed in his plans. A fact they all kept in mind as they gathered together to formulate a solution.

Origins

150 Years Earlier

It all began with a child. An unusual child was born within the colony of the Kindlings; a race of no conflict or flaws. Born with a major skin condition and strange power greater than any of the others, this both amazed and caused a great fear to emanate within the lead Kindlings, Barxan and Seyci. Eventually, both considered the child a threat to society and exiled the newborn from the Kindling Kingdom, leaving it for dead.

Not long after his exile, the Kindlings were attacked and defeated by another ruthless race known as, the Changelings. All those that had exiled him for being different from them were now defenseless and trapped, being used as food for the Queen of the Changelings at that time; Queen Archna.

She had hoped for the love that existed within the Kindlings to be enough to fulfill her desire to be young once again. Unfortunately for the queen, that wasn't the case, and she remained her same elderly age. After the invasion of the Kindling Kingdom, Queen Archna had discovered the abandoned child out in the cold, and upon discovery, sensed an unfathomable strength within the child. Most newborns would've died in such harsh conditions, but Queen Archna recognized the child as a fighter. She decided to spare the child, sensing a deep hatred within him; a hatred for his own kind. The queen proposed a test to determine just how much power the child contained, putting his abilities to the test.

She put one of the more useless Kindlings into a contained area with the child, and upon one glance, the child did something that not even the queen had been expecting; with one violent grasp around the victim's neck, the poor thing had developed a sickly green and black bruise in the inflicted areas.

It wasn't much longer before the subject had died from what Archna named, the "Shadow Virus," and that if the child were trained to handle these abilities correctly, he could pose as a major threat for the Changeling Kingdom. Within her last years of life, Queen Archna had put Viro through rigorous training, teaching him how to fight and defend under the harshest of conditions. She intended to turn him into an unstoppable killing machine, and as the years passed, he only grew stronger, smarter, wiser, and much more terrifying. Even his fellow brothers and sisters cowered in fear before him, seeing Viro as a reincarnation of Queen Archna herself, only much more powerful and dangerous on all levels.

Archna gave her adopted child a special name; a name that in the Changeling language meant "ruthless." A name that struck fear into those whom were unfortunate enough to encounter this monstrous being. His name is and always will be "Viro."

Present day

Within the dense and ice cold tundra of the Misty Mountains, Viro arrived in what was once known as the Kindling Kingdom, but now seemed like long-forgotten ruins. Massive structures that once stood tall, now lied as broken and decrepit fossils left to rot over the many centuries still to come. All that remained within that forgotten kingdom, was a solace for the Changeling Queen to produce an army of thousands of ruthless warriors. Over the century that had passed since Chrysalis had been crowned, along with the many years before she could produce children of her own, the Changeling army had grown massive in numbers.

Before the new queen had been crowned, the newly developed Changelings produced by Archna had either been stillborn or had died shortly after hatching. The cause of this was due to Archna's age and health, being deathly ill and unable to produce any healthy children. It became obvious that her reign as queen was near its end, and resorted to deeming her most healthy and loyal child as the new queen. That child was Chrysalis.

Chrysalis was nothing short of cunning or manipulative. Like Viro, she too was feared by her fellow brothers and sisters, given her many displays of raw power and tactics. She had even crippled some of her fellow siblings in battle supposedly unintentionally, but even Viro could see in her tactics, that she had intended to cause permanent damage. Archna saw it too and knew that Chrysalis would be her choice to take the place on the throne as Queen of the Changelings when she passed.

And so it was; not long after Archna had made her decision, the new Queen of the Changelings had been crowned, despite her age being too young to produce eggs. However, five years after her coronation, and now old enough to produce eggs, Chrysalis fulfilled her mother's wishes. She produced a massive amount of children, all of them being ruthless warriors with one purpose to live; to serve their queen and swear their loyalty to the Hive.

However, Viro had his own tactics. With a burning hatred for what remained of his race, he decided to "preserve" the creatures that had left him for dead, feeding off of their fear, strength, and life force for centuries upon centuries. The Kindlings had a strange type of digestive system, being able to feed and survive off of one meal for a hundred years, explaining why the Kindlings had lived for so long undetected by ponykind. The earliest that their existence could be dated back to, is two-thousand years before the age of Celestia and Luna had arisen.

Viro was over a hundred years of age, yet he still seemed young, much like Chrysalis. The Changelings were much similar to the Kindling race, being able to live for centuries upon centuries, but only if their food source was accessible. Over the course of one-hundred fifty years, only fifty or so Changelings had perished. Most cases were due to age or that some had been cast out as nuisances to the Hive by the queen herself. Within the first decade of Chrysalis's rule, she had produced premature children that were either deformed, unable to support themselves, or just weak in nature. This was normal for a female Changeling, as a younger and newer female's system isn't fully developed, causing the production cycle to have flaws, resulting in unnatural births.

It wasn't until the eighth year into Chrysalis's rule that her system had fully developed, and at long last, she was producing healthy litters of offspring. As the Hive grew in numbers, Viro had begun to devise a plan on a way to support both the Hive, his queen, and to make the Changelings the superior race of this new world known as "Equestria."

So begun the rise of the Changeling race by striking fear into the lands beyond Equestria, claiming each of them either by force or surrender. Most fought to protect their lands, but were quickly defeated by the fraction of an army that Chrysalis provided the young tyrant.

One by one, lands were taken, seized, and devastated by Viro's army. Many resisted. Many fell. It was clear that the land of Equestria was slowly entering a new era and that victory was assured. That is, until Chrysalis took matters into her own hooves. She betrayed Viro, growing impatient with his tactics, and made her own plan. A much quicker and agile plan that would assure victory in rule over Equestria.

The queen infiltrated the city of Canterlot on the eve of the royal wedding between Princess Mi Amore Cadenza and the captain of the Royal Guard, Shining Armor. Using her stealth and abilities to match any pony she had seen in this city, she kidnapped the princess, and proceeded to disguising herself as Princess Mi Amore Cadenza, in an attempt to wed the groom. All had gone according to plan, until on the day of the wedding, she was outwitted by a group of six ponies, and with no chance of recovering, Chrysalis was defeated by the power of love.

It didn't take long for Viro to become aware of Chrysalis's betrayal, and in a fit of anger, threatened to abandon the Hive, unless the queen deem him as part-ruler, as punishment for her betrayal. Being stubborn and unwilling to give into Viro's demands, Chrysalis denied the requests. Keeping his word, Viro immediately left the Hive, keeping the lands he had conquered under his rule.

Time passed and Chrysalis had tried again and again to seize Equestria, only for each attempt to fail. Through her reckless actions and failures, many of her soldiers had been killed in battle by those who opposed her army. The army of millions had faltered to a mere hundreds, and Chrysalis had begun to see the errors of her ways. With no plans or any further actions to take, Chrysalis swallowed her pride and tracked down Viro in one of the seized villages he had conquered many years before.

The meeting between the two was more bittersweet in nature with a mixture of hatred and an uncalm that shook the land like an eruption. After much contemplation between the two, both had come to a compromise. After reforming an army massive enough to conquer lands with little to no complications, Viro proceeded with his original plan, heeding Chrysalis's warning on the "Elements of Harmony."

These mysterious relics didn't even intimidate nor feel like any sort of threat to the young tyrant, but to keep Chrysalis's trust, he just went along with whatever she considered "threatening." Through his travels and conquering countless lands, Viro had learned more of these "Elements of Harmony," and their properties. These relics could only be activated certain ways, and only by certain beings able to represent the elements themselves. This information had allowed the young tyrant to spot the one weakness of these relics, and immediately devised a plan on how to render them as no threat to his plan to take over Equestria.

All he had to do was dispose of one of the bearer's, as they could only work if all the element bearers were present. With his powers and abilities, he saw his plan to do so as no struggle.

So begun the beginning of the end, with his first objective being to take out the only possible threats that stood in his way; the princesses of Equestria and beyond.

Using torture and brutal force, Viro forged a letter from what seemed like a harmless source, its target being Princess Luna. Viro had preferred to divide his threats, rather than taking on all of them at once. Despite being powerful, Viro had decided to take no chances of being defeated, not knowing just how powerful these princesses were.

With one princess defeated, Viro's plan had fallen into motion. Following Chrysalis's demands, he proceeded forward with his second objective; to strike fear into the ponies, targeting one of element bearers; the Princess of Friendship herself. However, Viro had plans of his own to accomplish his objective.

Like the monster he was, Viro toyed with the princess's emotions, infecting and slowly killing her most loyal assistant the night prior to when the reveal of Luna's defeat and death would be bestowed upon ponykind. Events unfolded, and what was meant to kept as a quiet situation to avoid panic and fear being plagued into the ponies's minds, became an epidemic.

Now, here Viro was. The place he was cast out of twice. The snow flew in the breeze, as he descended into a ruined monument, out of the blistering cold, and into the damp and moist dwelling of the Hive he called his home. An ominous green glow ensued his vision along with groups of Changeling soldiers of all ages pinning their eyes on the tyrant. With his presence came a dead silence, minus the dripping of liquids from cocoons that had recently hatched.

Whenever his presence was known, no creature spoke or moved a muscle for good reason, knowing what he was capable of in all manners. Viro walked forward with a blank expression, until he came to the throne where Chrysalis sat with royal composure. Once she caught sight of Viro, Chrysalis rose to full attention and gave the tyrant a look of what one could describe as "malicious yet satisfied."

"Welcome back," Chrysalis said in her kindest tone of voice but could only be heard as intimidating. "I trust that you followed through with what I instructed?"

"Yes, my queen," Viro replied in a blank voice. "One of the four princesses has been disposed of, the element bearer has been temporarily disabled, and the message is clear. They fear each other now more than anything, and it's only a matter of time before paranoia ensues their minds, along with their actions as well."

"Excellent, you've done well, Viro," Chrysalis stated. "With the Elements of Harmony eliminated as a threat, I think it's time that we mobilize the army that I've worked so hard and long to create."

"You mean the army that WE'VE worked long and hard to create," Viro lashed in a mighty voice that sent a shiver down every Changeling's spine.

The queen took a step back from Viro, knowing that she was no match for him, had he decided to resort to violence. She bit her tongue to not lash back in retort, holding her stance and making direct eye contact.

"The plan will proceed as it was planned to from the beginning, Chrysalis. The army will mobilize, but the target will not be Canterlot nor Ponyville. I have full control of those areas for the time being, so we will hold off on a direct strike to those locations for now. For now, we will proceed to initiating a full strike upon another important target, and the task will be simple; eliminate all who oppose."

Chrysalis ate the words with bitter disgust, but she couldn't object, seeing Viro was part-ruler of the Changelings and had all rights to whatever she could command. She just swallowed all of her anger into her stomach and turned to Viro.

"And where exactly do you plan to strike, Viro?" Chrysalis questioned.

"The Crystal Empire," Viro stated. "We are going to eliminate the Princess of Love, along any other fool who dares to stand in our way."

Chrysalis smiled at that statement, due to her defeat all those years ago. She could finally strike back at the one that defeated her and get the revenge she deserved. Despite how she had felt toward the young tyrant just moments ago, she held a smile, slowly revealing her sharp teeth in a grimacing smile that spoke malevolence.

"I'll prepare the troops," Chrysalis said with a mild happiness. "For now, it would be best that you feed. You will need all your strength when we strike."

"The misery I obtained in my mission was enough to feed my strength for another century," Viro claimed. "We leave at dawn. Be ready or be left behind."

With that statement, Viro turned from Chrysalis, and walked off to take care of some business of his own. Something he had kept hidden from Chrysalis and knew she couldn't find, due to the form of entrance. Viro still was a Kindling, so he still had the properties and abilities of any Kindling. He walked out of the Hive, deep into the ruined society of his kind, until he came to what used to be a temple. Most of the temple was still intact, save for the shattered windows, and the stone structure was stained with the blood from the Kindlings that were killed when Queen Archna and her army had invaded and conquered the land. Frozen corpses and skeletons were littered across the outside of the structure, preserved like fossils for the remainder of history. Viro eyed them with hate.

"You deserved every bit of what you received that day," Viro stated to the corpses with might and vigor. "The day the dawn of a new beginning was forged to those who deserved to exist in all of its glory. For the longest time, you thought you would outlive history, but now, I'm about to prove that false."

Viro turned his attention from the corpses and entered the temple. Most of the infrastructure was decrepit and rotted, except for one part that Viro had intentionally kept intact. He walked deep into the temple, until he came to a trapdoor. Placing one of his hooves on the surface of the door, an outline of ancient scripture manifested in full light, revealing a seal that could only be accessed by the race that forged it. After speaking a phrase in the Kindling language, the seal disappeared and the trapdoor unlocked.

Wasting no time, Viro opened the trapdoor and descended into the dark depths of what used to be a storage cellar for medicines and spell books. Now, the cellar only contained what remained of the Kindling race, minus Viro. With a flash of his appendage known as a "coronican" the cellar was ignited with light. Very similar to a horn, only more curved and able to sustain more magic than a Changeling or unicorn.

Chained to the wall were two near-skeletal creatures that struggled to even move. They groaned and moaned from a mixture of the light and their aching limbs, as they looked upwards at the young tyrant. Upon seeing who had disturbed their peace, the two creatures frantically moved toward the wall, away from the creature before them.

"Hello Barxan and Seyci, it's good to see you again after fifty years of absence," Viro stated, following with a chuckle. "Fortune has seemed to have finally crossed your paths, for at long last, after all these years, I've decided that you no longer satisfy my hunger. Therefore, I think it's time that I fulfill the promise I made over one hundred years ago."

A silence followed, but was quickly replaced by the sound of charging magic, and the force of an earthquake. The two creatures immediately resorted to panic, knowing what was coming, as the magic and quaking continued to increase to a level of impossibility. After what seemed like a long time, the quaking stopped, and Viro stood with his coronican glowing green with a radiance mightier than the sun. Viro expressed a sinister smile, speaking a final set of words to the main Kindlings that exiled him exactly one-hundred fifty years prior.

"Even if you survive the debris, you won't survive the cold. The cold you left me for dead in, and now, you'll die in it!"

With all of his hatred and anger displayed, Viro released his hold on the spell, and with the force of ten alicorns, collapsed the temple, killing the only remaining Kindlings except himself. To avoid the collision, Viro took the first chance he had to escape, standing outside the temple, watching it crumble in a fit of amusement.

"So ends the Age of the Kindlings, and marks the beginning of the Age of the Changelings. Soon, the Age of Ponies will be all forgotten and harmony destroyed."

Viro chuckled in amusement, then flew off back to the hive to prep for what would follow the following day.

Realization

The reoccurring beep of a heart monitor reverberated against Celestia's eardrums, as she sat in complete despair at the sight her once student, asleep on her provided hospital bed. Twilight's breathing was shallow and raspy, while her heartbeats were weak and slow, like a melody being played in minor.

In a short description, Twilight was fighting to stay alive, after being struck by a blast that was equal to the power of a hundred suns. She was very lucky to even be alive.

Celestia was sickened, hearing Viro's words repeat in her head. She couldn't deny them either, because it was true. She had been angered to the point of violent actions, due to the mixture of her sister being killed and mockery. She had dealt with a number of antagonists in her life, but never had she resorted to actions as such, even in the face of mockery.

She could normally handle mockery and anger, so why was it different with Viro? Why had he gotten into her head? Out of her self-conflict, the sound of the hospital door opening, made Celestia's head rise to attention, her paranoia causing her to emit a fearful gasp.

"I'm sorry, princess," spoke a young female nurse. "I didn't mean to startle you."

"No, please, forgive me," Celestia replied, attempting to compose herself.

"Right. Well, as you've already guessed, Twilight is in a comatose state. Her vitals are as stable as you'd expect in a state such as this, but luckily, not fatal. She was admitted just in time, before her condition could've worsened to the point of where we wouldn't have been able to save her."

Celestia felt her blood run cold. While the news was somewhat good, she couldn't brush aside the fact that Twilight was seconds from assured fatality, if she were not admitted any second sooner into the hospital. Distantly, she thought she could hear Viro laughing, but she knew it was only her thoughts of dread mixed with the hurt she felt deep down.

"So, she's going to live?" Celestia asked shakily, a desperation filling her voice.

"While her condition is not fatal, she still has an internal struggle to battle now, your highness," the nurse replied as somberly as she could. "For now, all we can do is continue to monitor her, until, or even if she wakes up. I'm sorry, your highness."

Somehow, Celestia held her composure, sitting still and not even moving a muscle. From Celestia's response of not muttering a word and remaining immobile, the nurse turned and walked out of the room, leaving the two princesses alone.

At the sound of the door closing, Celestia muttered a single phrase amongst the ambience of the life support continuing to support Twilight in her fight to stay alive.

"What have I done!?"

The following morning was blistering cold, as Chrysalis navigated out of the hive, noticing Viro, perched along the edge of the cliffside of which the Kindling kingdom once existed. He stared outward, his posture being unaffected by the icy winds, while Chrysalis shivered mildly from the winds caressing and slightly burning her skin cells. While Viro's gaze was focused outward, he immediately felt Chrysalis's presence.

"Is the army ready?" he spoke in a gravelly voice that seemed to pierce the winds.

"Yes," Chrysalis confirmed. "I've dreamed of this day, ever since I was defeated all those years ago, and now, I will finally have my revenge against that excuse of a princess!"

Viro chuckled in a way that seemed to quake the entire mountainside.

"I admire your confidence, but remember our agreement," Viro stated in a way that made Chrysalis stop and just stare blankly. "The plan will follow through as intended. I won't be having your actions foil my plans. Everything must go smoothly, or we could end up in a siege where we are outnumbered and forced to retreat."

"And it shall," Chrysalis stated in retort. "Do you doubt me to follow through?"

"In ways, yes." Viro stated bluntly. "I know you too well, and I know just how easily reckless you are. I understand that you want the Princess of Love dead at your hooves, but for this plan to succeed, we must hold back on hostile actions. I plan to use the princess as a bait for the bigger targets, and having studied their actions, they'll bite."

"I can assure you that I will follow through," Chrysalis retorted. "Despite our history, we must adapt to trusting one another, otherwise we will never truly be a legion."

"I trusted you from the very beginning, and you chose to betray me," Viro stated, slightly gazing back at the Changeling queen. "Before I even consider trusting you one bit, you will have to convince me that are indeed trustworthy. Only then will I even consider it. For now, you can start proving your worth by following through with this siege. I'd say that's a fair start."

"Then I will prove my worth. I won't make the same mistake twice."

"Hmm, then we shall see soon if you truly won't make that mistake again."

Viro returned his gaze back to beyond the cliffside, taking in a deep breath through his nostrils.

"Mobilize the army. It's time."

"Very well," Chrysalis responded, turning away from Viro, and navigating back to her hive.

Chrysalis expressed a glare, knowing full well that Viro sensed it, but didn't care. She had never had any positive relationship with Viro, due to both having only one thing in common; the desire to rule and have power over all who dared oppose them.

It was all she wanted, but had failed at so badly that in the end, she had no choice but to form an alliance with Viro. An alliance that came at a heavy cost that was neither in bits or any sort of barter. It was a cost that Chrysalis had regretted ever paying.

One year earlier

The small village of Biram, once composed of farmland and fresh gardens, smelled of fire and ash, as Chrysalis walked along what looked like white snow. She had travelled long and far, and despite her efforts, she wasn't pleased the slightest on her intentions of being here.

She had been forced here out of humiliation and anger, and as prideful as she was, she had no other solution except this one. She navigated past charred corpses and bloodstained soil, each corpse bearing the same sickly-green wound that she recognized all too well.

She couldn't help but to admire such a display of mayhem and carnage, as much as it disgusted her to give even a shred of admiration to something created by the being she despised the most. She knew she was in the right place.

Her trek came to a halt at the entrance of a large hut, a tattered blanket being the door. She took a moment to compose herself like the queen she was, not wanting to give away any sign of need or desire. Once she felt like her emotions were cloaked enough, she trekked forward, sifting past the blanket with ease.

The sight that befell her vision upon entrance was indescribable. Before her was a throne composed of stacked corpses, and on both sides of the massive throne, muzzled ponies in massive cages. Their tear-filled eyes reflected fear, sadness, and despair, but Chrysalis fed off it, bathing in the despair and drooling from the essence of it. She felt as if she were drunk with love, and nearly lost track of her objective in the midst of the sensation.

Regaining her composure, she focused on the reason she had come to this place at all. Only one being could be this cruel and murderous to the point where it would be made into the throne he sat upon. She didn't have to speak out.

"Well, well. Queen Chrysalis. What a surprise," spoke that same deep and gravelly voice she had known for centuries.

She directed her gaze to the creature seated upon the throne of corpses and pure misery. Seated, was the creature she knew as, Viro.

"Why are you here?" Viro asked in a stone-cold voice.

Chrysalis backed up just a little upon the statement, feeling Viro's voice rattle her bones. She didn't want to resort to violence, knowing full well she was no match for Viro.

"I've come strictly on business," Chrysalis replied with slight arrogance.

Viro didn't move a muscle, nor did he express any sort of emotion. He just stared blankly, his piercing gaze meeting Chrysalis's in the form of a showdown.

"You've come seeking my help," Viro clarified, causing Chrysalis to shudder and lose her composure almost immediately.
"Don't even try hiding it, Chrysalis. I know you too well to know how you act in response of a defeat."

Chrysalis couldn't respond in retort and just stood completely baffled in humiliation, anger, and loss. Having no retort, she just spoke the truth.

"Yes!" Chrysalis responded in strife. "I admit it! Are you satisfied?! Do you wish to shame me any further?!"

Viro responded with a chuckle of satisfaction.

"No. I'm never satisfied," Viro said. "Not as long as harmony exists upon this world."

"Then you know what must be done," Chrysalis said quickly, not wanting to give Viro a chance to have second thoughts.

"I do, but if my memory serves me correct, the last time I had a solidified plan to do said actions, I was betrayed by the one who stands before me now in desperation. Why should I abandon what I have now, to form an alliance with a creature that could potentially repeat history? I have enough misery to feed on for centuries, ponies to use as my personal food supply, and my own little empire. Convince me, Chrysalis. Why should I abandon what I have to assist a traitor?"

Once again, Chrysalis couldn't retort, knowing Viro had her pinned. She thought hard on what she could say that would convince the tyrant to join her once again. She didn't have to think long, as her thoughts were broken by Viro's voice.

"I see that I've managed to once again silence the great queen of the Changelings," Viro insulted, continuing onward. "The answer is that you couldn't say anything to convince me. I don't care who you are, nor what you are. To me, you are just another bag of flesh, bones, and muscle. We may have the same mother, but we are far from equals. Even YOU know that, and it's because of that reason that you truly fear me, don't you?

You were never my leader; never my queen! That is why you now stand before me in desperation, because you know that I'm the reason for your success. You are reckless, impatient, and idiotic in your attempts to be successful. Without me, you've lost your ability to do anything successful. That's why you are here. That's why you are willing to humiliate yourself, as stubborn and prideful as you are. You are here, because you are broken beyond repair."

Chrysalis could feel tears building up, feeling as if her entire life force had been ripped out of her piece by piece, slowly and painfully. Her face had grown pale, legs shaky, and her ability to speak, shredded apart. Viro followed with another chuckle, admiring the broken queen in her state of hopelessness.

"Would you like to add any more salt to my wounds?!" Chrysalis spoke in utter defeat.

"Oh dear Chrysalis, not even salt on your fresh wounds could amount to the pain I could inflict upon you, both physically and mentally," Viro taunted, stinging Chrysalis even further. "I could just kill you and be done with this conversation, but I have a proposition to ensure that you are kept at bay, and we accomplish the goals that we both seek."

Chrysalis jumped a little at the mention of the proposition, but didn't let her emotions grow too wild, knowing that Viro's ways of doing things always came with a catch.

"What do you propose, Viro?" Chrysalis asked with slight irritation.

"An eternal alliance, but instead of me being your little servant, we are forever a legion," Viro claimed. "Instead of us being individuals, our souls will be entwined as one."

"You want me, Queen Chrysalis, to be your little puppet?!" Chrysalis barked. "What sort of game do you think this is?!"

"You came to ME seeking my assistance, and you know you have no other choice," Viro stated. "That's my one and ONLY proposition. Do you want to rule Equestria or not? Take my offer or leave it. Either way, I don't care. You are in my domain, therefore, you have no power over me. I have power over you.

Accept my offer or get out. I only spare you, because I enjoy seeing you broken and unable to do anything about it."

Chrysalis gritted her teeth in anger. She absolutely hated the proposition, but she knew Viro wasn't being budged on any other propositions she may have had. He had said it himself. She went over the pros and cons in her head. The pros were that she'd finally have rule over Equestria, and the Elements of Harmony would be ridden of as a potential threat.

However, in return, she'd have to be Viro's little servant and be stuck in an eternal legion. She hated even thinking that that was even something she'd consider, but if she didn't, she would eventually just waste away in her hive as a queen that failed her mother's wishes.

So, would she rather die a failure, or rule Equestria with a few exceptions to deal with? Swallowing every bit of her pride, she made her decision.

"It's a deal," she confirmed, nearly gagging on her words.

"Excellent," Viro spoke, rising from his throne and joining Chrysalis at ground level. "I expect you to follow everything I say and command, otherwise there will be consequences. Now, kindly remain in place."

Chrysalis obeyed, watching as Viro placed his hoof in the center of her upper chest. With the connection made, Viro concentrated his magic from his soul to the hoof on Chrysalis's chest, causing his eyes to glow and Chrysalis's chest to tighten.

Chrysalis jumped, feeling like her lungs were being constricted, unable to breathe or move a muscle as the spell Viro planned to cast, connected to her soul. Once the connection was made, Viro proceeded to infusing Chrysalis's soul with a pressure so intense that Chrysalis felt like she were being crushed. The sensation occurred for what felt like forever to Chrysalis, but eventually the pressure subsided, and Viro released his hold on the Changeling queen.

Chrysalis collapsed to the ground, taking in deep breaths and coughing out sparks of magic residue from the spell, while Viro stood above her basking in his newfound power. Chrysalis continued coughing, looking up at Viro with fire in her eyes.

"What did you do to me?!" Chrysalis muttered, struggling to breathe.

"I combined your soul with mine," Viro started. "We now share each other's memories, powers, and strengths. You now have the powers of a God, at the cost of your freedom and assurance that you will never disobey me again."

Chrysalis stood back up on all fours, admiring her newfound strength. The amount of power she contained was almost unbearable, but she did her best to control and absorb the surge she felt in that moment. It was very similar to the surge she felt when she was crowned queen, only much more stronger and overwhelming.

"Focus hard," Viro commanded. "Absorb the power, otherwise my powers will work against you, and you'll be killed quickly."

Chrysalis struggled hard and long, but with her goal in mind, she absorbed the magic and regained her natural composure. She still hated the fact that she was now Viro's puppet to use and abuse, but in the mix of her newfound power, she didn't even think negative.

"We are now a legion," Viro said. "Follow my orders and Equestria will fall. Shall you TRY to disobey, well, I guess you'll find out what happens if you do."

Chrysalis nodded her head in response, as the two soulbonded tyrants trotted out of the hut, onward to new horizons, leaving the caged ponies to rot in their prisons.

Present day

It was around sunset when Celestia had no choice but to return to the castle. She had sat with Twilight, currently comatose, until the visiting hours were over, and while she was reluctant to leave, she eventually followed through. She honestly felt like she were returning to a wasteland of hopelessness, unable to comprehend the events of the previous days. From Luna's death, to Twilight comatose, to finding a solution to winning against whatever was coming next, Celestia felt as if she were completely empty.

The princess of the sun, unable to do anything to stop the chaos that had dawned upon her empire. Ancient and wise, but clueless on what to do next. It stung her with might, along with the grief she was facing. Celestia knew she had to be strong, but so much had happened too fast for her to handle, and upon her arrival back at the castle, she knew that her struggles were far from over.

Applejack, Fluttershy, Rainbow Dash, Rarity, and a somehow-still-inflated Pinkie Pie all stood at a table covered with parchment paper, food plates, and scrunched up balls of paper littered across the floor. All five looked tired and exhausted, as they caught sight of their fellow princess's arrival, their faces immediately expressing curiosity, worry, and slight fake happiness.

"How's Twilight?!" Rainbow asked in a concerned voice.

"Is she going to be ok?!" Fluttershy added.

Celestia didn't even attempt a facade, knowing just how close the five were to Twilight. She just gave them the direct truth.

"She's alive," Celestia started.

Each released a sigh of relief in tandem, but the worse was still to come. Applejack knew that.

"And the bad news?" Applejack asked with worry in her voice.

Celestia didn't sugarcoat anything, knowing that the times of trying to pull off facades for the sake of keeping situations quiet were over. Equestria was in full panic and beyond Celestia's control. Exactly what Viro wanted.

"Twilight is comatose and fighting to keep herself alive. There's no guarantee that she'll survive the fight," Celestia confirmed, her voice growing shaky and emotional.

The room fell silent almost immediately. What remained of the Mane Six all exchanged glances of sadness and absolute horror, knowing that without Twilight, the Elements of Harmony were useless. Not that they would work anyway, as Viro had stated that the Elements were not even a threat to him earlier that day.

A long moment passed, as the five shared a somber moment for Twilight. They were down one element, and that alone was terrifying to all of them, knowing time was running out.

"So, now what do we do?" Rainbow questioned, her voice shallow and somber.

"No cake in Equestria can fix Twilight," Pinkie intervened, her mane deflating like a balloon.

Applejack turned to face Celestia.

"There isn't any sort of spell that can cure Twi'?" Applejack pleaded.

"I'm afraid not," Celestia started. "Like I said, if I even tried any magic on Twilight now, it would only do more harm than good. She's far too fragile to even risk it."

Applejack hung her head in defeat, her Stetson hiding her emotions. It was obvious that Twilight was down for the fight, and now, somepony else had to keep hope alive, otherwise they should've just thrown up the white flag in surrender.

Harnessing all the strength she could've possibly had left, Applejack turned to the other four, all broken and defeated, and began to speak.

"Then we'll just have to come up with another plan!" Applejack spoke loudly and proudly. The sudden exclamation made all four of them jump a little, as Applejack continued. "We may be down one pony, but we're still here, still standing and fighting for our home! If we give up now, just because Twi's not here to fight with us, then Viro wins! Are we gonna let a swiss cheese legged Changeling take us down?!"

The remaining four exchanged looks, their doubt and hopelessness fading and being replaced by smiles of encouragement.

"Right now, Twilight is dependin' on us to do what she can't right now, and I know it seems hopeless right now, but if we work together and just focus on what we need to do, I KNOW we can beat Viro!"

An audible "YEAH" in unison from the remaining four ended the speech, and the feeling of hope had once again arisen. Even Celestia expressed a smile in the moment, reflecting memories of Luna encouraging her in moments of hopelessness, back when she was a filly.

It felt as if a light switch had been turned on, extinguishing the void of darkness that plagued their minds. However, as sudden as hope began to finally shine again, it was interrupted by a sudden flash of light. With it, came a scroll.

Celestia hoped it was some letter informing her of reinforcements being sent to aid in their fight with Viro, seeing the word had spread fast across Equestria of a new foe and Luna's death. Celestia levitated the scroll in her magic, removing the seal and unrolling the letter.

"Is it a letter from some super-awesome place bringing some backup to kick some Viro-butt?!" Rainbow Dash asked in her usual cocky tone.

The others rolled their eyes at Rainbow's words, but grew worried as Celestia continued to read the letter. It only grew worse, as she read on.

"Oh no..." Celestia muttered in what sounded like pure terror.

"What's wrong, Celestia?" Applejack asked, her voice trembling.

Celestia didn't answer, as she finished up the letter, dropping it to the floor.

"I must go! The Crystal Empire is under attack by a Changeling swarm!" Celestia finally answered.

The five expressed looks of terror, knowing Viro had once again outsmarted them.

"Let us go with ya!" Applejack said fast.

"No!" Celestia spat. "If you go with me and something happens, Canterlot will be defenseless against any surprise attacks!"

Applejack stepped back, knowing Celestia was right.

"It's best that all of you remain here, and do your best to come up with some plan to defend the castle from Viro," Celestia stated with sincerity.

"What about you?" Fluttershy asked. "We can't afford to lose another princess!'"

"Yeah!" Rainbow added.

"I'll do my best to slow down the swarm. Right now, we need time, and if I can buy us some time to prepare, then I'll take it, even if it could mean I may not return this time," Celestia stated with vigor.

"You five may be Equestria's last chance at survival. Equestria's end is upon us, and I fear that we may not have much time left to come up with a solution. If I don't return, promise me that you won't surrender and will keep finding some way to fight back!"

A long moment paused before there was a response. One by one all five agreed to Celestia's plea, and with no further hesitation, Celestia transported herself to the Crystal Empire, leaving the other five to defend Canterlot.

In a burst of light, Celestia arrived in the midst of what seemed like an eerie calm. She stood in the middle of the Crystal Empire throne room, devoid of any life or sound. Celestia was scared and confused at the same time, unsure if she should even move, knowing that Viro was capable of shapeshifting.

She attempted to take a step forward, but as she did, was immediately met with an agonizing pain on her right side. The pain was so agonizing that it caused her to collapse, as much as lose her breath and most feeling in her entire right side.

She screamed from the pain as she breathed heavily and struggled to move at all. Her vision had gone blurry in the mix of agonizing pain and breathlessness, and as she turned her head to look up, she saw a very blurry black figure. The voice that followed, clarified that her fears had become reality.

"I told you they'd bite," spoke Viro, a chuckle following.

The tyrant stood high above her gripping a large pink glob in his radiant green magic, with Chrysalis across from him. It took a ton of effort, but Celestia finally managed to clear her vision, only to find a sight of horror. The "pink glob" she had first seen, was Cadance, her eyes green and her appearance seeming zombified.

"Such easy creatures to sway and control," stated Viro, releasing Cadance from whatever control he had over her.

Cadance collapsed, coming back to reality. She squirmed in agony, as she stared up at Chrysalis, the queen giving her a malevolent smile.

"Y-you!" Cadance barked.

Chrysalis laughed in the princess's face, lowering her head to meet Cadance's gaze.

"Hello again, dear," Chrysalis greeted. "Remember me from all those years ago?"

"H-how could I forget?! Cadance retorted. "It d-doesn't matter though! W-we'll defeat you a-again, just l-like before, w-with the p-power of l-love!"

Following that statement, Chrysalis only laughed in a maniacal manner. This confused Cadance, aside from the pain she felt.

"I'm afraid the power of love won't save you this time, dear. You can only do that with your dear Shining Armor, and I'm afraid that he's no longer a factor in this fight. Have a look yourself."

Chrysalis pointed towards the opposite end of the room, which Cadance followed, only to see the corpse of her once husband, deadweight on the floor. Tears immediately welled up in her eyes, as she began to shout.

"SHINING!"

Silence.

"SHINING! NO!" Cadance shouted again, beginning to cry.

She cried and shouted over and over, but nothing changed. Chrysalis intervened as the princess fell into a cry, sobbing over the traumatizing image that would forever burn her mind.

"Don't be sad, dear," Chrysalis cooed. "You'll be reunited with him sooner than you think."

Off that statement, before Cadance even had a chance to defend herself, Chrysalis shot a beam from her horn, straight through Cadance's heart cavity. Immediately, a pool of blood began to slowly form around Cadance's body, as she took her last raspy breathes of air. A sound that would forever haunt Celestia's memories.

Only a few more shallow rasps escaped Cadance's airway, then with only the smell of blood present, Princess Cadance went limp on the floor.

Chrysalis laughed in amusement.

"So much for the power of love," Chrysalis finalized.

"CADANCE!!" Celestia shouted in pure agony, tears beginning to roll down her cheeks. "NO!"

Celestia fell to tears, unable to hold back her emotions any further. In the mix of the tragedy, Viro met Celestia on the ground, gazing at her blankly in amusement.

"Look at it, princess," Viro stated. "This is what is to come. This was going to happen, no matter what you or your little band of enforcers ever did. All the princesses either dead or out of commission in Equestria's greatest time of need.

Face it, Celestia. Equestria's age is over, and there's no way to stop it from ending. All of the major empires seized and taken by the Changeling race. All the great and mighty rulers overthrown and destroyed. Well, all except one, temporarily; the main one that controls all. You know, and I know that you cannot win, and that fighting is futile.

A new age is dawning, princess. Your time is up. Accept it. Nopony can stop us, not even your reformed pansie, Discord. I made sure to take care of him first, knowing he would most likely be the biggest obstacle in my path. Your hope is gone, and as you slowly die away over the next few hours, you'll see just how easily your precious harmony was crushed and destroyed in a matter of three days. I only spare you to watch you squirm, as you see your kingdom falter in defeat. Enjoy watching it, because I'm going to love seeing your harmony burn to ashes."

With that, the young tyrant, along with Chrysalis proceeded out of the castle, onward to Canterlot. Celestia struggled to get up, due to her strength faltering quickly from whatever Viro had infected her with. She was still torn up from Cadance's death, but knew that she had to get back to Canterlot to warn the other five of what was coming their way. She attempted to balance herself, but quickly found that putting any weight on her right side was a bad idea, causing her to nearly collapse again, but she caught herself in time.

"I-I have to w-warn the others!" Celestia muttered to herself as a reminder on why she needed to keep going, even if it hurt to walk.

A sound suddenly broke the void of silence and dread, causing Celestia to rise to caution, but she quickly calmed herself. The sound was a very muffled cry of a foal.

Celestia limped her way in the direction of the sound, eventually ending up at the backside of the throne. Behind the massive structure was a box with air holes in the lid, and upon removing the lid with her magic, a newborn foal with fur the same color as its mother's, and a curly mane that also matched it mother's.

Atop the foal, was a folded piece of parchment paper, which Celestia guessed was some form of a note. Using her magic, she unfolded the paper and read the note.

She was only born today. We were just about to send out the news, but that's when Shining gave the alarm about the invasion, and I knew we couldn't win. I'm sorry to put such a burden on you, Celestia, but we had no choice. Please take care of our daughter, Princess Skyla. She may be the only princess left to keep hope alive.

~Cadance

Celestia sat down the note and levitated the newborn into her left hoof, comforting it the best she could. She did the usual motherly hushes and rocked the foal gently with her one good hoof. It was a long moment before Skyla finally hushed into a sleep, but in that long moment, while looking at the foal in her motherly hold, Celestia had found a solution that didn't involve surrendering or dying.

It wasn't the solution she would have preferred, but it was the only way out, alive. Viro was right. Equestria's age was over, and a new age was starting, but that didn't mean they had to just surrender.

We just need to live to fight another day.

A New Plan

A sudden flash of light startled Applejack and the others, turning in the direction of the flash, only to see their beloved princess collapsed on the floor. Her demeanor was one of pain and worry, as she attempted to stand up, but quickly collapsed back onto the floor.

"Princess!" yelled all five in unison, rushing to the alicorn princess's aid with haste.

Celestia breathed heavily and grunted in pain. The virus coursing through her entire body was spreading at rapid pace, causing her strength to falter and her limbs to feel as if they were made of gelatin.

"What happened!?" Applejack exclaimed in a mixture of emotions.

"V-Viro ambushed m-me," Celestia responded, her voice trembling. "L-listen to me. All of you! W-we d-don't have much time! V-Viro and h-his army are c-coming, a-and we c-c-cannot win against them! There are no p-princesses' left t-to guard Equestria! T-they killed C-Cadance, and the C-Crystal Empire is v-vacant of any life!"

A tear escaped Celestia's eye at the mention of Cadance's death as she continued to speak what could've been her final words, feeling the virus continue to pulsate painful surges throughout her body. A pain Celestia estimated as the equivalent of being electrocuted and burned by fire, along with a punch that bruised her bones and nerves. It was excruciating, unlike any physical pain she had ever experienced in her lifetime.

"I won't l-last much l-longer, my dear ponies, and as much as I wish I c-could assist you all, I-I'm far too w-weak to even support m-myself anymore," Celestia punctuated with as much seriousness as she could muster.

"What are you saying, princess?" Applejack asked, fear audible in her voice.

"Please tell me that you're not...

Rarity lost track, knowing full well the next words she would've spoken would be all in void. As a result, she had fallen to tears, something Applejack noticed and quickly followed up on by comforting her troubled friend. Celestia followed by answering with the cold and painful truth.

"We can't win, my little ponies," Celestia stated directly. "E-Even with all of C-Canterlot's forces combined, i-it's still not enough. A-As much as I hate to admit i-it, we have n-no choice but t-to fall back."

"B-but, we can't just surrender to t-that creep!" Rainbow Dash retorted, a hint of defeat in her voice. "We would've fought for nothing!"

"I-I'm not saying w-we surrender, Rainbow Dash," Celestia muttered, the virus continuing to pound at her nerves.

That statement caused everypony's ears to immediately perk in surprise.

"Then what are you suggestin?" Applejack asked in confusion, continuing to comfort Rarity.

Celestia stood herself up slowly, supporting herself with only her right hoof. She grunted as she did, her teeth gritted and her skin pale in color.

"I-I'm suggesting that we l-live to fight a-another day," Celestia said, continuously struggling. "We m-may not stand a chance n-now, but i-if we can r-retreat everypony for n-now, then we c-can return another d-day to reclaim E-Equestria."

"And how can we do that?" Rainbow said with a slight arrogance. "If Viro's army is massive enough to take the Crystal Empire with ease, then anywhere we go, they'll find us easily. We won't be able to stay occupied in one area long enough to formulate a plan."

"As much as I hate to say it, Rainbow Dash does have a point," Applejack confirmed. "The Changelings, especially one like Viro, are ruthless and will not stop huntin' for us. We'd be sitting ducks in Equestria, and we don't even have enough time to travel outside of Equestria. Even then, they'd still never stop huntin' us. If only Twi' were here. She'd be able to transport us, savin' us time and givin' us an advantage against Viro. Wait...

A sudden realization hit Applejack like a ton of bricks, causing her to panic.

"What do we do about Twi'?!" Applejack exclaimed in panic. "We can't just leave her behind!"

Celestia intervened quickly, knowing her time was running out.

"A-Applejack! Please l-listen to me!" Celestia barked.

Everypony froze in place, stunned from Celestia's outburst. Celestia continued, now that she had everypony's attention, front and center.

"I'm n-not suggesting to fall b-back elsewhere in E-Equestria, n-nor outside of Equestria," Celestia explained.

"Then where else is there to go?" Fluttershy asked.

"Somewhere V-Viro can never find any of you or any other pony; another world," Celestia clarified.

Everypony was immediately lost on what Celestia was suggesting, but the confusion was subsided as Celestia explained further.

"You all r-remember the S-Sunset Shimmer i-incident, correct?" Celestia questioned.

Applejack caught on immediately, as much as the others.

"The mirror," Applejack spoke slowly. "It's closed now though."

"Cadance's mirror is, b-but Twilight's is not," Celestia clarified.

Applejack gasped, remembering Twilight had made an artificial mirror that was always open. One other factor remained though.

"What about Twi'?" questioned Applejack. "We can't just leave her to die!"

Celestia had no definite answer to that, nor a solution.

"I'm s-sorry Applejack, b-but I have no answer t-to that," Celestia said. "If you take her off her l-life support, then she'll d-die no matter w-what. Equestria's end i-is upon us, t-therefore there's n-no time for c-contemplation. As m-much as it may seem w-wrong, you must l-leave Twilight b-behind. T-there's no time to w-waste, and T-Twilight would want you all to l-live."

As much as Applejack wanted to deny Celestia's claims, she knew that she was right. There was no time left to deny the truth, and by contemplating it, they were just wasting time.

"No way! We can't leave her behind!" Rainbow exclaimed.

"Not after all she's done for us!" Rarity added.

"She's our friend! Friends don't leave other friends behind to die!" Rainbow exclaimed again.

"Y'all," Applejack said, but the contemplation blocked out her words, as Rainbow and Rarity continued to bicker at Celestia. She raised her voice.

"Y'ALL!!!" Applejack yelled again, catching the others' attention this time. "Celestia is right! The longer we stand here and continue to contemplate on the inevitable, Viro draws closer and we lose time to actually do somethin' helpful!"

"B-but AJ," Rainbow stuttered.

"No "buts" RD! If we don't get movin' now, Equestria will never have a second chance of bein' reclaimed in the future! That's not what Twi' would've wanted! She would've wanted us to save ponykind from assured defeat!"

Rainbow stuttered to find words to say, but found she couldn't, knowing that Applejack was right. Rainbow sighed.

"You're right, AJ. I'm sorry," Rainbow confessed sadly.

"Me too," Rarity added.

"It's alright. I understand," Applejack said in a comforting manner. "It saddens me too, but right now, we need to focus on getting everypony through that mirror, to safety."

Everypony agreed, and now, with their mindsets' set on the task, they returned their attention to Celestia. She had managed to lift herself back onto all fours, using the wall as her support.

"So, how exactly do we alert everypony that they need to go to Twilight's castle?" questioned Rarity.

Almost immediately, the silence following the question was broken by Pinkie Pie.

"Just leave that to me!" Pinkie said cheerfully and confidently, as she rushed off in a haste.

Everypony immediately exchanged looks of confusion, as they returned their focus to Celestia again.

"I'll never understand that mare," whispered Dash, forcing a giggle out of any others that heard her.

"It's best not to even question it," Applejack replied. "Now, back to the task at hoof. What can we do while Pinkie does "her" thing?"

"I'd say we have about t-two hours before all Tartarus b-breaks loose on C-Canterlot," Celestia calculated. "Just enough t-to reinforce the castle as m-much as possible. I-It'll buy time, shall t-the plan t-take longer t-than anticipated."

"Then let's get to it!" Applejack yelled. "Time is not on our side, so let's show those little cheese-legged pesticides just how strong ponies are!"

The others agreed in unison, rushing to get the castle prepared for an all out assault.

Celestia smiled, despite the pain she was enduring.

"Even in the darkest of times, harmony still lives on strong," Celestia said to herself. "That's the one thing Viro will never break."

The hours passed, and within that time, Applejack and the others had made great haste. Pinkie had rounded all the ponies up from Canterlot and Ponyville, which to Applejack and the others seemed completely impossible, but then again, she was Pinkie Pie. It was best not to even question it and move onward with the plan to get the ponies through the mirror.

To everypony's relief, the mirror was already activated, therefore there was no struggle in figuring out Twilight's instructions to activate the mirror, which could've possibly been the cause for the plan to fail on its own. The majority of the ponies gathered up were reluctant to cooperate in the slightest, especially the snooty Canterlot nobles. It nearly got to the point that Applejack and the others decided to let a specific pair of snooty ponies perish under Viro's reign, but in the end, that would literally be murder in a way.

To solve the conundrum, Rarity cast a temporary paralysis spell on the two, causing a literal wave of "thank Celestia's" and "about time's" to pierce the airways. That alone, was enough to make everypony gain some sense of confidence back, even if it was in the midst of the end of Equestria.

Fillies were the next major holdup, due to fear and unsureness being the culprit. A bit of reassurance was all it took to sway the youngsters, all except for the CMC's. They were fearless on the matter, knowing what was at stake. It would take awhile, but the plan would follow through.

As for Canterlot Castle, not much could be done that Celestia had wished could've been done. The outside was reinforced by a protection spell, causing Celestia to lose strength even faster, but the spell was meant only to buy time, due to her fear of the plan taking longer than expected, becoming reality.

With very little time left to prepare for the assault, the Canterlot Royal Guard had prepared, clad in heavy armor. The Royal Guard had devoted their lives to protecting the Celestial Bodies from any threats, therefore, they couldn't be swayed to go through the mirror.

It had made Celestia feel brave and confident, despite the fact she was slowly dying away with each passing second, and that the assured end result of the assault, was defeat. She could only wait now. They had done all they possibly could to fight back.

Celestia had wished she could've seen Twilight one last time, to say goodbye, but just like she had stated before, now was not a time for emotions to get in the way of what must be done. It would be reckless and literal suicide. Now, she was needed there to stand against evil one last time.

In the time she waited for the swarm to manifest upon the open skies of Canterlot, she reminisced about times when things were not so hopeless. Times when she didn't even have a care in the world. Times before she was a princess, and her only responsibility was to care for her beloved sister.

She remembered the times when she and Luna would sneak off from a magic lesson with Starswirl to prank other Canterlot citizens. They'd enchant food to explode in the victim's face, replace shampoo in the local store with dye, put a whoopie cushion under Starswirl's usual chair cushion, and just do carefree things that both the unfortunate pony and the two to-be princesses could get a laugh out of.

Thinking about those simple times sprouted a smile on her face, along with tears. How she wished she could go back to those days all those decades ago, but she knew those days were over. Reality returned to Celestia, gazing upon what seemed like a large number of black dots raging towards Canterlot.

"It's time," Celestia said to herself. "Equestria's end is here."

The Siege

The distant hum of buzzing increased every second, as Celestia continued to push every bit of her remaining strength into the protection spell she had cast over the entire perimeter of Canterlot. This was it. Equestria's final stand against evil. Each separate guard stood valiant, prepared to defend their matriarch at any cost.

The swarm arrived at the border of where the spell ended, the main front soldiers landing while the rest remained airborne. Celestia immediately caught sight of Viro, stepping forward, along with Chrysalis at his side. He curiously tapped at the same protective spell used to protect Canterlot from his accomplice a few years prior, smiling as he did.

Chrysalis merely growled under her breath at the sight, remembering the culmination of events that led to her first humiliating defeat. Viro lowered his hoof, continuing to hold a sinister expression on his face.

"It will take some time to break it apart, but it shouldn't affect our plans too harshly," Chrysalis stated, knowing just how powerful the spell was from previous experience.

Viro only followed with a chuckle, not looking phased by Chrysalis's statement one bit.

"Dear Chrysalis, the last time you were in this situation, you didn't have me," Viro stated in a calm and sinister tone. "Why do you think I infected Celestia in the first place, aside from killing her?"

"I figured it was just your way of getting a potential threat out of the way," Chrysalis replied with a hint of confusion.

"That is true," Viro responded. "However, there's another reason why."

Chrysalis was still a little confused, but became aware of what Viro meant, watching as he hit the dome hard with his hoof. The strike immediately struck Celestia hard, causing her to stumble and lose focus on the spell for a moment. The spell dimmed just enough to leave an opening for the swarm, which Viro quickly took advantage of.

"Go!" he commanded, mobilizing the swarm.

Celestia grunted in pain, quickly regaining herself.

"No!" she yelled in retort, reinforcing the spell back to full strength.

The Changeling soldiers were immediately flung back upon impact with the spell, including Viro and Chrysalis, both rising back to their hooves slowly. The action had caused Viro to become irritated, not used to being outwitted by others. As a way to express his anger, he once again struck the dome. This time, with a much more vulgar strength.

The action once again struck Celestia with a massive and devastating impact, nearly knocking her out and leaving her breathless. Her focus was lost temporarily again, allowing Viro to mobilize his swarm once more. Celestia didn't know how, but she somehow managed to rebound her focus, not allowing Viro to break her down easily.

"I...can't...let...him...win," Celestia muttered through the unbearable pain.

Celestia's second rebound had resulted in some Changeling soldiers being killed by decapitation, unable to fall back behind the barrier in time.

"That...was...for...Luna!" Celestia exclaimed proudly, giving her sister some form of justice.

Green blood splurted from corpses of fallen Changeling soldiers, as Viro, once again knocked down by the impact, growled in anger. He stood back up and stomped back to the barrier, hitting it harder and harder. But the barrier remained unaffected by the blows, as he stood baffled.

"What is going on!?" Chrysalis barked.

"It would appear that I may have underestimated Celestia's strength," Viro said, mild anger audible in his voice. "No matter. Her stubbornness will have dire consequences!"

Chrysalis stood baffled. Never before had she seen Viro so infuriated by any creature. This was the first time she had actually ever seen Viro defeated, even if it was only a temporary one. She wanted to laugh or express some form of mockery towards Viro, but she kept herself composed, knowing that her actions would have consequences she didn't intend to experience.

"What do we do now, seeing your original plan to disrupt the barrier failed?" Chrysalis questioned.

"We wait for the virus to finish her off," Viro responded arrogantly. "It won't be much longer. I can feel her heart depleting slowly. Patience is all we can suffice for the time being."

Planting her rear on the ground, Chrysalis followed Viro's words, not letting her reckless actions corrupt her mindset again.

"Then wait we shall," Chrysalis finalized, noticing a smile creep across Viro's face, along with a smirk of satisfaction that made Chrysalis smile in return.

From the castle balcony, Celestia saw the sequence of events unfold, as she took in a deep breath, relieved that the battle was at a seizefire for awhile. She knew she was the only thing standing in their way, and she planned to hold out as long as she possibly could. The plan was working. She just hoped her will to live was strong enough to allow Applejack and the others to resolve their part of the plan.

"Please... hurry, my... friends. Time... is running out... for both...myself...and Equestria."

The plan had worked. Everypony had made it through. All except for the five that had lead their fellow ponyfolk through the mirror with persuasion and promise of safety on the other side. All five stood in triumph at their accomplishment, until they suddenly felt a familiar sense of guilt engulf them; one pony was still out there.

Emotions began to compile, knowing that their dear friend and leader, Twilight Sparkle was still out there, alone and helpless. The impact and shock of the sudden realization had hit harder than they could've imagined, and now, they had to actually perform the action. They had to leave their beloved friend and homeland in defeat.

Each exchanged words in that moment, standing before the mirror in unsure manners.

"In all my time, I never thought that it would end like this," Applejack started. "Yet, here we are. Being forced out."

Rarity put a hoof on Applejack's shoulder as a way of comfort, following her own statement.

"We'll be back, darling." Rarity paused briefly. "Someday. Someday, we will all return to take back Equestria."

"Yeah!" added Rainbow Dash. "This isn't over! When we return, Viro and his buddies are going to be the ones running away!"

"That big meanie won't stand a chance!" Pinkie added.

"He'll pay for all he's done!" Fluttershy added, her voice aggressive and strict.

Applejack smiled, turning to the mirror with the others.

"Y'all ready to do this?" Applejack stated, releasing a long breath.

The other four nodded their heads, and with as much valor as they could express, took steps toward the mirror. Just as they were about to pass through the portal though, a voice suddenly stopped all of them instantly.

"Well, well. This is quite the discovery!" spoke a rather high and enthusiastic voice. The tone gave away exactly what was speaking to them however.

All five turned to face four lone Changeling soldiers, staring at all of them with hunger and malevolence. The smiles and valor disappeared from all five, as they realized that they were going to have no choice but to fight. They would not escape.

"Let me guess, y'all are spies of Viro's?" Applejack said, not making any drastic movements yet.

"Very good, pony," the same soldier replied. "We've been following you five ever since Viro took down your poor friend. You never had a chance to outsmart us!"

Rainbow Dash gritted her teeth at the four Changelings and made an attempt to charge, until she was stopped by Applejack.

"Hold it!" Applejack yelled.

Rainbow did as Applejack said, and backed off, noticing that the four soldiers had taken defensive poses.

"What do you want?" Applejack asked. "You could've stopped us at anytime, so it's clear you held off for a reason."

The Changeling soldier smiled, reassembling his stance.

"A smart one you are," the soldier said. "All we want is for you to surrender. Shall you obey, Lord Viro has agreed to spare you. You will make fine decorative pieces for our lord's throne, after your world falls to ashes."

"And if we should not?"

"I believe that answer is obvious, pony. So, what shall it be?"

Applejack paused for a second. Within that time, a series of disagreements from the other four were exchanged, but she payed them no attention. She finally responded after only twenty seconds of thought.

"I believe that answer is obvious, Changeling scum!" Applejack exclaimed in a righteous fury. "We will never surrender to you! We will fight for our home and our families! Even if it costs us our lives!"

The Changeling responded with a laugh at first, but quickly followed up with his own remark.

"Then you know how this ends."

"Yes. Yes we do!" exclaimed Applejack, as she kicked back at the mirror's outer frame and broke it in two, closing the portal for good.

The mirror reverted back to its original state as just a regular glass mirror, which quickly fell back, being unsupported by the outer beams, and shattered to millions of pieces.

"Now you can't harm the others," Applejack started. "Looks like we did manage to outsmart you after all."

The Changeling soldier growled in retort, as he and his sidekicks got into stances, ready to pounce. All five followed suit, as the Changeling soldier muttered one last thing before pouncing.

"Your deaths will be ruthless."

Both sides pounced, and all Tartarus erupted within the Castle of Friendship. Life or death on the line.

It had come. Celestia had tried so hard, but her magic resources had run dry, just as much as her strength. She could feel her heart depleting to a shallow rhythm, her breaths growing weaker, and the color of her skin fading. The infection had at long last taken full control, and Celestia's protection spell had begun to flicker away.

Viro and Chrysalis gazed upon their only obstacle, reassembling their stances. The time had come at long last. The fall of Equestria. Viro and Chrysalis snickered, smiling at the symbolism that their only remaining threat had at long last met their fate. Silence only emanated in that moment of tragedy for harmony, and an almighty triumph for disharmony.

While she tried so hard to keep herself alive, Celestia had come to a realization that her time was up. There was no use in fighting it anymore. She collapsed to the ground, somehow still holding the spell, and in her final moments, spoke in her mind, hearing her heartbeat deplete slowly.

Never would I have thought it would end this way. Defeated so easily. I only hope and pray to my own embodiment that every one of my subjects are safe elsewhere. Equestria has fallen, but harmony will always remain, even in the darkest of times. That's one thing Viro will never truly defeat. I'm just sorry I couldn't have done better than this.

Dear Luna, I'm sorry I couldn't protect you. I just hope you can forgive me when I reunite with you very soon. May Equestria be taken back in many years to come! Evil will never prevail in the presence of harmony!

Now, I bid this world farewell with only one wish. Whoever shall fight for Equestria's freedom, never give up hope. Only if we truly surrender, is when harmony will truly be defeated.

With those last statements, Celestia's golden aura flickered away, her vision fell to an endless black void, her heart grew silent, and the matriarch's last breath was exhaled, sounding more like a whisper amongst the calamity. The great goddess of the sun was no more, and all that remained, was a cold and empty shell of what used to be Princess Celestia.

With the protection spell no longer in the way of Viro's army, the siege resumed, and all Tartarus erupted upon the once glorious city of Canterlot.

Magic beams of many colors blasted in all directions imaginable, both on the ground and in the air. A minor number of Changeling soldiers fell, while the Royal Guard soldiers fell in defeat like flies. Viro trotted onward, easily ridding any obstacles with both blasts from his coronican and blows from his front legs, infecting any who were struck by the blows.

One by one, the Royal Guard was eradicated, while the unicorns and earth pony soldiers fought with all their might to protect the castle. Spears flew through the air, along with arrows, taking out some Changeling soldiers. Arrows were shot at Chrysalis and Viro, but were protected by the endless soldiers that swore to protect their queen, even if it meant being killed in the process.

Being more effective, spears were replaced by the arrows, making more haste toward the intended targets. Despite Changeling soldiers guarding Chrysalis and Viro, the spears managed to get through the hordes, causing Viro and Chrysalis to halt.

Viro had grown tired of all these petty obstacles, so using his unlimited power, he gripped the entire balcony where the Royal Guard stood in defense with his coronican, and in a sudden burst of magic, the entire balcony began to crumble to rubble. The force was similar to the force of an earthquake, as he and Chrysalis watched the ponies fall, being impaled by the sharp debris below.

Some had retreated back into the castle, but the majority were eliminated, making the remainder of the siege all the more easier. Breaking open the castle door with his magic, Viro and Chrysalis continued further onward, while the majority of the army remained outside to eliminate any other potential threats.

Along the trek to the throne room, Viro and Chrysalis had come across the other Royal Guard soldiers that had retreated back into the castle, before they could fall to their deaths. Try as they might, they were easily defeated with a deflection of their weapons and a snap to the neck, leaving no further issues for Viro or Chrysalis.

Both easily trekked through the castle, until they came to the throne room. Blasting open the doors, the sight of the thrones of the once princesses of the celestial bodies befell their visions, along with the pale and lifeless corpse of Celestia on the floor.

Neither of them paid the corpse any attention, walking forward and at long last, seating themselves on the throne. A feeling of triumph and majesty engulfed Chrysalis as she looked outward upon the long and wide throne room. A sight fit for only that of a matriarch. Viro didn't express any emotion and just sat in silence. Chrysalis still was unsure if what was happening was actually real, as she continued to look outward upon the throne room.

"Am I really here?" Chrysalis questioned, her eyes wide. "Am I really seated upon the throne of the celestial bodies?"

"Yes," Viro replied. "However, we are not yet the true leaders of Equestria."

Chrysalis grew confused, looking at Viro with slight irritation in her gaze.

"How are we not!?" Chrysalis barked. "We've taken the throne! All the princesses are dead! How can we not be the rulers of Equestria now?!"

"Calm yourself, Chrysalis!" Viro retorted. "Not all of them are dead, nor are all ponies eradicated. This is merely the setup for the true finale to the fall of Equestria. There's still one more task yet to accomplish, and I plan on making it a truly remarkable event in history. An event that will truly mark the beginning of the Age of the Changelings."

"I don't understand," Chrysalis stated.

Viro chuckled, looking away from Chrysalis.

"Trust me. It'll be a show worth waiting for, Chrysalis."

Finale

Two weeks later

Twilight awoke to a dark and dreary room, her vision blurry and skin slightly pale. It took a moment for her vision to clear, as she caught sight of her surroundings. She was in a hospital room, hooked to some sort of machine, the blinds to the windows pulled down. She groaned as she noticed the unusual silence from outside her closed room door.

She took a moment to recollect her thoughts then remembered everything. Why she was here, and who had put her here. At the sudden remembrance of all the past events, she began to quickly disassemble herself from the machine, quickly resulting in alerts to the nurses. Surprisingly however, Twilight was not met with any nurses, only the continuing alerts blurting out.

Twilight swore she felt her heart sink then and there, knowing already, something wasn't right. Slowly and cautiously, she made her way to the door of her room, pushing it open, only to be met with darkness and an eerie quiet that sent chills down her spine. The hospital was completely abandoned.

Making haste, Twilight quickened her pace, feeling sick to her stomach. She trotted endlessly, yelling for anypony to answer to her calls, until she came to the main exit of the building. Stepping out into the world, she was met with a haunting sight of pure silence and a sign that her worst fear was more than likely the case.

In the sky, was a familiar sight that had only appeared when Celestia and Luna had disappeared from sight. The sun and moon were both positioned in the sky, inches from one another. That was not a good sign, and Twilight felt her blood run cold at the realization that Viro was most likely the new ruler of Equestria.

Navigating further into Canterlot only continued to confirm her worst fear. Shops were abandoned with the signs still turned to "OPEN," debris lined the ground, and as she got closer to the castle, it became obvious. Changeling corpses lay in the streets, fuming the putrid stench of death, dried blood of both red and green colors lined the pathway to the castle, and more and more corpses of Changeling and Royal Guard soldiers lay rotting away.

Twilight stopped, looking upon the massive structure known as Canterlot Castle, knowing that she wasn't alone, and those who were with her in this world were not allies. She hesitated on continuing further, wondering if Ponyville had escaped Viro's terror, but then she remembered who Viro's first victim was; her beloved assistant, Spike. Viro wouldn't have skipped Ponyville.

All she could do, was face her enemy, and put all of her efforts into one last stand for Equestria. She couldn't run or hide, nor did she have her friends to help her. As scared as she was, as a princess, she had to keep fighting for her friends, subjects, and Equestria.

Taking a deep breath, Twilight proceeded forward, into the courtyard, up the stairs, and into the castle. The castle was just as empty as the rest of Canterlot, minus lines of a familiar green slime trailing across the ceilings of the corridors, similar to banners you see at parties.

At the ends of the trails were large green pods, containing larvae of developing Changelings, squirming around like worms. Twilight just continued forward, knowing where to go. The castle wasn't the castle she remembered navigating through as Celestia's student.

This castle was barren, alien, and depressing, yet she knew the way. That was a thought that made her shiver, as she grew closer to the throne room, doors blown off and wide open to any being that dared to enter. Her hooves echoed throughout the room, as she gazed around, immediately spotting Celestia's body on the floor.

"Celestia!" Twilight shouted, trotting as fast as possible to the corpse and sprawling atop Celestia.

The husk of flesh, muscle, and bone was hard and as cold as ice, which Twilight caught quickly, feeling emotions overcome her state of pure dread.

"Celestia," Twilight muttered, as she fell to tears. "No. NO! NO! NO! NO!"

She continued to sob, soaking the corpse with her tears, until a voice broke the void of dread and silence.

"Remarkable, isn't it princess," spoke a voice that sent an urge of anger through Twilight, turning to face the gaze of Viro, standing high and proud. "Even immortal beings can be extinguished from this world, no matter how powerful they may be."

Twilight stared at the tyrant with a blaze of hatred and disgust, firing up her horn.

"I admire your devotion," Viro said in a calm matter. "Still fighting, even in the wake of clear defeat, knowing the odds are stacked against you."

Twilight didn't listen, continuing to ready herself for an all out last stand. Viro just smiled, and spoke simply.

"So be it."

Twilight fired a magic blast toward Viro, only for it to miss and hit the far adjacent wall. Viro returned with a magic blast of his own, immediately blocked by Twilight, causing magic sparks to fall. The next exchange was by Viro, teleporting directly in front of Twilight, throwing a blow with one of his front limbs.

The blow was blocked by Twilight, as she took advantage, hitting Viro with a close-range magic blast, sending him backward with a grunt. Viro recovered quickly, dodging another magic blast by Twilight, his coronican being the shield.

Magic sparks flew again, as Twilight teleported to Viro, her back legs kicking upward, connecting to Viro's jaw, and knocking him back again. Twilight took the advantage, thrusting another magic blast at Viro, hitting him and knocking him down.

Viro rose to his hooves again, staring back at Twilight with a smile. Twilight's horn remained alight like a raging fire, as she struggled to focus. Her body was still not fully recovered from her initial injuries, so her strength was faltering slowly but surely. Viro may have been knocked down, but he still remained unaffected by any of Twilight's blows.

"Foolish princess," Viro taunted. "Using all of your strength in the beginning, just to lose all of it later on."

Twilight didn't respond, struggling to breathe normal from the amounts of energy she had just used. Her vision grew blurry, continuing to hear Viro's words.

"While you may have managed to land a few blows, you are now at my mercy in your weakened state. I respect your display of fury, even if it be for ponies, but now, I'll take back your blows for my own."

Twilight couldn't respond, as Viro teleported to Twilight, landing a severe kick to her right wing, breaking it. The blow was even impactful enough to surpass the wing and fracture some ribs. Twilight squirmed in agonizing pain, as Viro landed another blow to her other wing, also being shattered upon impact, along with more ribs. The actions happened too quickly for Twilight to comprehend, as she was met with a magic blast to her face.

Twilight managed to escape the full impact, only being hit by a mild percentage of the blast, resulting in only a deep laceration just above her right eye, starting to bleed quickly. The blast knocked her back onto the floor, and Viro followed her, landing a series of blows to Twilight, until she was too weak to get up anymore.

Viro laughed at his victory, standing above her with with a look of malevolence.

"So much for the rage of vengeance," Viro taunted. "Face it, princess. Hope has abandoned you, along with your friendship and harmony. And here I thought I'd get an actual challenge from you, the embodiment of magic, yet in only five blows, you can't even stand up. Pathetic. Perhaps I should have just killed you, instead of keeping you alive for two weeks."

Twilight squirmed in pain, as Viro walked away from her. Her sight had grown blurry and she felt like she was going to throw up.

"Why didn't you just kill me?" Twilight muttered, slowly standing herself back against the wall. "If you're so eager to, why didn't you?"

"Because, Princess Twilight, I have a proposition for you, and now that I have you weak and defenseless, I believe I can now propose you what will either your end, or a new beginning."

Twilight grew confused at Viro's words, as he continued onward.

"You see, princess, I've been watching you for a long time, and I feel you have potential to be something greater than the "Princess of Friendship." Your talents with magic were wasted by Celestia. You have greater strength than all of them, and knowledge beyond any other creature's potential. With the right guidance, your abilities and talents can be made limitless. You could have power beyond your wildest dreams."

"You kill my friends and expect me to even listen to a word you say?!" Twilight shot back.

"Dear princess, I didn't kill them," Viro proposed. "In fact, I have the power to bring all of your friends back. One with power such as mine, has to power to reverse it."

"I don't believe you!" Twilight barked.

"Oh, then allow me to demonstrate," Viro replied, as Chrysalis presented a cage of five pale corpses, rolling it to where Viro stood.

Viro reached into the cage, grabbing Applejack, and produced a flow of magic from his coronican to his hoof. The magic flowed into Applejack, and after a long moment of anticipation, the corpse of Applejack burst to life with a sudden heavy intake of breath and coughs.

Viro dropped Applejack back onto the surface of the cage, not giving her much of a life force to work with. Twilight couldn't believe her eyes. Viro had brought a lifeless corpse back from the dead.

"Now you see I'm not feeding you lies, princess," Viro stated. "You see now that I have the power to bring back your friends, but that's only if you surrender to me, and join me in the new age dawning before your very eyes as we speak.

Think about it, you would be the empress of the new age. "Princess of Friendship" is such an insulting title. "Empress of Fear" or "Goddess of Darkness" is a much more fitting title for one of such power. You get your friends back and rule over a new age, alongside matriarchs worthy of such stature.

So, what will it be, princess? Will you choose to rise as the empress of a new age, or will you choose to perish like your friends?"

Somewhere amongst the quiet and chaos in Canterlot Castle, a pair of hooves caressed the sound waves. Feeble yet powerful. Strong and wise. One lone survivor still remained, carrying with them a burning pride and hatred. Broken in more ways than one, physically and mentally, the mare lies in wait, remaining in the shadows.

"I'm too late," she says. "It has already begun."

As she guides alongside the castle, she sees the horrible end results of the siege, and dreads at the sight of the two celestial bodies in the sky. It was a sight that greatly saddened her, knowing that her celestial other was no longer alive.

"I'm sorry, Tia, but I promise that your death will not be in vain. This is far from over, and as long as a princess remains, hope will remain! So declares I, Princess Luna!"
Luna is suddenly startled from the sound of a distant blast, coming from just above her.

Moments earlier

Twilight stood in heavy thought, knowing that her choice would define the future of Equestria. The proposition Viro had offered her was a tempting one, and she was honestly close to accepting it. But, that was just it; close. With her vision growing red from the blood leaking out of her wound, she stood as proud as she could, staring at Viro with a smile of valor.

"I know who I'm supposed to be, Viro," Twilight started. "And what you are proposing, isn't me. I'm loyal to the celestial bodies and don't need things such as power to make me happy, unlike you. I will never join you! You can knock me down as much as you want, but I'll always get up again! You will never win! Harmony will defeat you, just like any other foe Equestria has ever faced! It may not be me, but one day, YOU WILL FALL!"

Viro responded with a laugh of admiration, looking at Twilight with his fiery green eyes.

"So be it then," Viro stated. "Any last words, before I blast you into oblivion with the rest of your friends?"

Twilight's mind suddenly spiked at those words, remembering her nightmare before all of this had happened. Chrysalis had stated very similar words, and here she was, face to face with the same situation, only under different conditions.

Even her injury in her nightmare matched; a laceration above her right eye. That's when she knew that her nightmare was not a nightmare at all. It was a premonition of all that was to come. The deaths of her friends, her defeat, and Equestria's fall. She knew how to respond.

"You'll never get away with this! Harmony will prevail!"

Viro just laughed at her words, charging up his coronican for the final blow.

"Farewell, Princess Twilight Sparkle," Viro finalized, firing the final magic blast at the defeated Princess of Friendship.

A massive explosion followed, blowing Twilight out of the castle, into the descent to her death. The final moments of her life played out in slow motion, as she remembered the phrase spoken in her premonition. In the mix of the shattered glass and falling debris, she recited the words again.

"What I thought was right turned out to be the end of myself. I look, as my final days pass. My final moments. I blink, yet all I see is darkness. We had lost. I had lost. All hope was lost. There was no winning. It was done."

Twilight closed her eyes into a slumber, allowing sleep to take her moments before the impact of concrete and instant death. Twilight accepted her defeat. Equestria had officially fallen to the Changelings.

Epilogue: Awakening

Twilight shot awake, unsure of the nightmare she had just experienced. That was, until she looked around, noticing she wasn't in her castle bedroom. She was in some sort of makeshift hut, composed of only her bed, a door, and something next to her bed.

She gazed, only to come to realization that what was next to her bed, was a wooden crib. Inside of it, was a foal wrapped in blankets. Attempting to move, Twilight was suddenly met with an agonizing pain. She did her best to remain quiet, not wanting to wake the foal that seemed very vaguely familiar in more ways than one.

Regaining her composure, Twilight did her best to move slowly, planting her hooves gently on the ground. The ground felt like regular dirt, and Twilight shuddered, wondering where in the world she was. She wasn't caged or worse, so she quickly assumed that she wasn't in any sort of danger.

She walked forward, eyeing the sleeping foal closely, noticing how strangely it resembled Cadance in both fur color and mane colors. Then she remembered. Cadance had been expecting a foal not long before all of the tragic events with Viro had started.

"Could this be-

Twilight was interrupted by the sound of her hut door opening from the outside, entering a medium sized pony. Twilight felt a chill go down her spine, until she realized who the pony was; it was Princess Luna.

"It's good to finally see you awake," Luna said cheerfully.

"Luna?" Twilight stated in surprise. "How are you-

"I'll explain later," Luna quickly intervened. "For now, it's best to go over the necessities."

Twilight nodded in agreement, as Luna walked to Twilight's side, looking down at the foal as well.

"Where am I, Luna?" Twilight asked calmly. "How did I get here?"

Luna took a moment before responding, looking at Twilight with a serious look.

"You're safe," Luna responded simply. "I brought you here after barely saving you from falling to assured peril. You have been in a sleep for three weeks, caused more than likely by the amount of injuries you took."

"And where exactly am I?" Twilight questioned.

"A reserve safe area made for reasons as such," Luna clarified. "Nopony except for trusted members of the Celestial Order know of this place."

Twilight just stood in confusion, which Luna assumed to be the response.

"It's less complicated than it sounds," Luna stated. "I promise it'll all make more sense when we meet up with General Pierce in the morning. All will be explained in short time."

Twilight nodded, as she turned her attention back to the foal.

"Is this Cadance and Shining Armor's foal?" Twilight asked.

"Yes, and she is very lucky to even be alive," Luna confirmed. "Celestia used the last bits of her strength to transport her here. The Order only can receive transports from Celestia or I, so young Skyla here was accepted, and she's been in their care ever since. Congratulations "Aunt" Twilight. I only wish the circumstances were more... positive."

Twilight gazed at her niece, levitating her out of the crib, into her hooves. She rocked the foal gently, grunting mildly at the minor shocks of pain.

"She looks just like her mother," Twilight stated silently. "It's unfortunate she never got to even meet her."

She placed Skyla back into the crib gently, then turned to Luna.

"I have so many questions, princess," Twilight stated.

"I know, but for now, it's best you just rest. You still have much recovering to do, before we can start," Luna assured walking towards the exit.

"Start what, princess?" Twilight asked.

Luna stopped, looking at Twilight and answering.

"Planning," Luna responded easily. "Now, rest, Princess Twilight Sparkle. I will return in the morning to escort you."

With that, Luna exited, leaving behind a baffled Twilight. Twilight followed Luna's advice and returned to her makeshift bed, slowly and carefully. Before she closed her eyes, all she could think of was question after question. She had so many and knew Luna would answer them in the near future, but she was still unsure about so many things.

All she did know was that she was somehow alive, Viro and Chrysalis were the rulers of Equestria, and that in the dawn of the new age of her new world, many challenges were to come. What they were she was yet to discover, and as she dozed off to sleep, knew that her life would never be the same again.