Transformations and Nightmares

by QueenLunaMoth

Rating: teen
Tags: Sex, Twilight Sparkle, Gore, Princess Celestia, Slice of Life, Alternate Universe, Main 6, Nightmare Moon, Princess Luna, Drama, My Little Pony: Friendship is Magic
Length: 25302

Twilight Sparkle has always been special she was Celestia's student, Lady of house Twilight, Her Brother a Guard and Father a Royal Astronomer and now with a threat looming she's about to become more then just a student

Twilight was born under the stars and night sky; she has always been special. Her mother is an author and famous at that for her writing of Daring Doo. Her brother is a member of the Royal Guards her father a Royal Astronomer. Twilight's family is full of great feats and she is no different. This tale is about the journey of achieving those great feats and of course the changes along the way

And when the 1000th year of the Summer Sun Festival rolls around she will learn just how special she really is.

Sex for reference to sexual spells and Gore for scenes of blood, injury, threats of death and violent illness.

Published 2017-08-30 04:30:06 UTC
Last updated 2018-10-03 20:24:33 UTC

1 Foalish desires and Scholarly lessons

Twilight was born at the crux of the night when the moon and stars rose above. Something connected with the filly there are few if any who could sense it, however, those that could be locked away or were simply just unaware however many somethings all knew of her birth and many say that the night of her birth the stars never shined down so brightly in such a long time that the. One who was left to feel the connection awoke to the brightness in fear and dread and a tiny bit of hope however as the brightness faded so too did the feelings.

The little foal was terrible for several nights she wept and stayed awake all hours barely sleeping that is until one night the tired parents passed out outside with their foal as the night rose so so did the stars and the filly slept soundly. After a few more experimental nights to see what caused such a restful night they found a simple illusion of the night sky or the view of it was enough for their foal whom would sleep soundly every night ever since.

As the years past now, a young filly no older than 6 she stood front a large stage upon it stood a large golden rod adorned with an upward facing crescent made to look similar to the sun shining. The stage itself black and white one side adorned with the moon the other the sun. IT was the summer sun festival the rising of the sun for all to see and she was in front.

What the young filly saw was utter brilliance as the Princess walked up onto the stage the night sky still shone brightly with stars even as the moon now nearly was hid away. She was excited sure she'd seen a sunrise before but this was different. The large Alicorn radiated brilliance her mane shone as if a sea of colors. Though the little filly frowned she felt sadness, pain, heartache and even then as a little filly it was almost painfully obvious the princess had been crying though no one seemed to notice but her. And as fast as she noticed and since it, the feelings passed and were almost all but lost again in a new wave of excitement as the show began.

At first silence and darkness Twilight once more felt...heard? Humming it was sad and yet beautiful. Time seemed to...slow as the princess raised the sun. Twilight felt..saw the magic the humming and song seemed to break away replaced by foolish glee and wonder. The young filly once more seemed to all but forget the strange connection she felt. She was filled with desier...need she wanted to learn magic it was used to create such wonder and beauty. The day after the festival she got her hooves on every magic book she could find. Pouring herself into studying magic she desperately wanted to become like the Princess. When she studied she would catch her elf humming a strange song again and again. When she slept she found herself dreaming of being Celestia..or a princess. Dreams of adventure, flying, magic all of it. She found herself wanting to be a princess too wings and all at least that what she thought what was needed to be a princess. Though as years passed the dreams and foalish desires faded 5 years later she was old enough to enter the Canterlot Academy sure over the years she had gone to normal magic school but this was the time she wanted to be the best at magic that dreams still lived on..so did the tinge of desire to be a princess though it was confused for wanting to be in the same school that the princess taught.

The room was empty except for her parents 4 judges and an egg. Elsewhere 5 other fillies around her age. Two at a race, one in the big city lying to herself about her desires, one getting dragged to a rock and one working at a rock farm little did any of them know just how much their lives were about to change.

"You may begin." the instructors told her Elsewhere a race began and destiny...fate or maybe luck all intertwined as Twilight began to try and hatch the egg, little did she know the test was a test for failure scenario the egg had been in Canterlot for over 100 years and had been a long standing entrance exam test after all who could hatch a clearly dormant dragon's egg. As her attempts failed to do more than light the egg up she frowned. "I'm sorry I don't think I can hatch it." Seeing them scribbling furiously she found herself wishing...no BEGGING the stars..wishing upon them in her heart and in her mind that she succeed she had never wanted anything more than this at this moment.

Moments later a BOOM rang out it was loud and bright and magical. A young flyer had broken the magic barrier. The sound barrier was easy the Wonderbolts did that all the time but the elusive magic barrier was deemed unpassable any who tried were just tossed back into the air often getting hurt. However not this time a Sonic Rainboom erupted a mare tale as old as Equestria itself, maybe older, cracked through the barrier showering the world in a tidal wave of color and magical energy from the wave. It cracked a rock, pointed a mare home, helped a mare commune with animals, brought a smile to a young ponies face, and lastly the wave of magic hit twilight little did she know she was absorbing it and a startled gasp her horn shot out magic hatching the egg but it grew worse as the wave hit she was rocked with immense power she transformed her parents held the judges captive, grew the dragon huge.

She felt immense magic coursing through her, silent whispers of welcome a feeling of acceptance, images flashed and played in her mind what looked like a great battle. she felt pain and sadness and more the images faded..as did all the sensations as a hoof came down on her shoulder. As she calmed down the wave of magic rolling from her faded and everything turned to normal once more.

"Greeting little one it's ok..you're not in trouble, never before have I seen a unicorn with such raw potential as you. I have seen no mare even I even crack this egg and I did spend many years trying to hatch him. You have much to learn and much potential little one..would you be my personal student?"

Twilights little mind broke.. the princess the mare who she had worshipped as her idol and hero for many years now was asking her to be her student...she only had one answer...she didn't even look to her family for permission. "Yes yes yes yes yes yes yes yes yes yes!" she said bounding about like a small filly she was.

"There is more...it appears in the ruckus you earned your cutie mark..you indeed have much potential for few unicorns in Equestria's long history ever earn a mark signifying magic such as yours.

"Magic what?" she asks looking at her flank to see a purple star surrounded by many white stars on her flank. "I got my cutie mark...I got my cutie mark...princess how do you know my talent is magic?"

"That star is the symbol for magic it fills me with joy to see it again after so many years." the Princess's voice grew sad. "However you have great potential I look forward to teaching you, my student."

The day, of course, would go down in her mind as the best day ever she got her cutie mark, she became the princess's personal student and she got to go to her dream school. Spike became her adopted son by all rights though upon asking if she was ready to be his caretaker she firmly answered yes. Though it took several yes answers before the princess trusted her as well as a promise to ask for help should and when it was needed. Twilights life was changed since that day.

The first year she spent learning control, magic schools, branches, magical theory all things magic and her talent grew as did her hunger for knowledge all of which she devoured at an amazing speed, accuracy, and skill. She also took care of Spike as often as she could, of course, going to Celestia for books on dragons and what to feed them her family aided as well.

Her family took the change in their own ways. Her mother, a famous writer who before her acceptance had been in a slump had begun a writing frenzy and often asked Twilight for every detail of her days for the first few months. Her Father ever the astronomer of the family tried his best to give her all he knew knowing she'd cared about the night sky more than any astronomer he had met in a long time including himself. He was inspired and often began studying the night sky again though while something did bring him warmth and joy again with the same old overstudied sky above it merely became star gazing not true study.

Her brother, already in the guard recruits pushed himself harder than ever sure Twilight was learning from the Princess but she was still his sister and he'd work to become a guard so he could spend time in the castle with her.

Another strange yet wonderful change was the addition of Cadence Celestia herself often would ask Cadence to watch over Twilight when she could not as a 'foal-sitter' despite Twilight not being a foal as she proclaimed numerous times. But of course the two became fast friends and Cadence's warm and caring demeanor made Twilight form a strong bond. She often caught her self almost calling her sister numerous times after only 5 months together.

"It's ok Twilight I know I'm an Alicorn like Celestia but I'm not her remember I told you you can treat me as if you would another pony."

"I..I know that..but I keep..I keep." she blushes and mumbles. "I keep wanting to call you sister."

Cadence simply giggles. "Then little sister what is wrong with calling me that?"

"B..but we're not related i..isn't it weird?"Twilight asked utterly shocked Cadence was so welcoming of the idea.

Cadance looked askance looking at a training Shining Armor before turning back to Twilight her pink fur hiding her own small blush "Well let's say I can grow used to the title and no." she paused collecting herself. "Calling some pony a sister isn't bad if you REALLY think of them that way I know of many adopted fillies and colts with siblings and of course there are even some who have big or little sisters despite having no relation at all it's very lovely." she giggles. "But Love is funny like that it works in strange ways...I should know..now...HUGS!" the small unicorn was met with an infamous Cadance hug.

While Twilight was too young to understand fully that Cadence was the Alicorn of Love she did know that Cadence's hugs were 'feared' and loved by all she could make even the grumpiest melt in her embrace...and Twilight was pretty sure she had heard she tackled a large gryphon official in a hug once when she was younger and tackled him to the floor. But of course she did not use such ferocity with Twilight, at least Twilight thought so often hugging her back in kind.

The early years were also the hardest on Twilights nerves and budding personality. For the first few months she worried about every little test and practice scared of failure once again, after all, it was pure luck she got accepted...or so she worried and fretted and thought.

However, Celestia, seeing this slowly helped nudge her away from this path. Even giving her new tests for failure after succeeding at 3 of them Celestia almost gave up until something happened.

A resounding CRACK and crunch could be heard as Celestia walked by an old Study room. She had given it to Twilight until she could get the tower she had planned as the mares dorm and study area and small observatory all in one it was the perfect little tower for her student but it wasn't ready yet. A panicked whimper is heard from within. Pressing her ear to the door to see if Twilight was ok she heard.

"Oh no oh no oh no how did I break the desk..it's solid oak!"

Celestia could not believe her luck she thanked magic and then called through the door. "Twilight...I thought I heard a noise are you alright," she said barely containing a grin. This was perfect she'd catch her student having done wrong and let her realize failure and mistakes were ok she needed worry so much about them

"N...no Princess nothing happened I..um..dropped a book on your old study desk."

This caused Celestia to stifle a small giggle though she did wonder how it broke she herself had struck the desk with magic several times in frustration though all those left where old scorch marks.

"Oh well then let me come in I need to get something." she smiles beginning to open the door with her magic."

"NO!" came a cry and to Celestia's surprise, the door was slammed shut in Twilight's purple magic aura.

"Twilight..what have I told you about control and over reacting?" she said sternly not mad no she'd never grown mad at twilight, Tartarus knows she was never mad at her sister either..just sad. Shaking off the sad thoughts she didn't hear Twilight's answer.

"Twilight I'm coming in whether you like it or not," she calls out and barges in not letting the filly try and stop her. To her surprise, she was trying her hardest to fix the desk with magic she REALLY was.

"So which book did you drop on it my faithful student I don't know a book large enough to do THAT to a desk and if there was I'm rather sure I'd see it." she smiles down at the filly who starts crying.

"Don't ban me from the school please or send me back t magic kindergarten I..I can fix it I swear."

"Twilight it's ok...it's just a desk..I've been TRYING to teach you how to fail and you kept succeeding I almost gave up you know I couldn't think of a task suitable for a filly your age that I knew would make you fail. Twilight..the dragon egg you hatched is a test for failure test as well...every test like it you have done the impossible and succeeded each time. I am loath to admit it Twilight but you frustrated me..and that's ok. You also made me proud. I want you to know that even if you fail or are tardy or all the things I see you worry about they aren't as important as you think. Twilight do you think I have ever failed..answer truthfully."

"N..no Princess..never you're a princess you raise the sun and the moon and rule Equestria I have never seen you fail."

Celestia giggles. "Then you have not been paying attention dear student. I fail I am reminded of my greatest failure of all every night..but that's not a story for now. I will tell you other tales such as how when Canterlot first was being built it fell off the mountain it took me years to clean up the wreckage fully I'm sure you can probably still find a pillar or two if you look deep enough. The nobles...hmm no I believe I know what we will study next to my dear student."

"W..what." Twilight sniffles wondering what failure was so bad it made her remember it every night.

"We'll be teaching you politics and culture I believe it is time to take a break from magic, for now, you may still study and practice on your own and I will give you magic assignments but I think today shows me you need to be given some more worldly experience after all you are my personal student."

"O..of course Princess anything for you,"Twilight said eagerly

"Hehe lesson one my student don't be so eager to please while it can be good at times it can also be a weakness here come with me." Celestia stands and her student follows both forgotten about the destroyed desk as they head back into the castle for Twilight's new lessons.

Author's Note

This is my first ever published story so I hope I am doing well criticism is welcome but I hope I've not written this so poorly I have the entire first episode written out but I'd like to see what people think so far.

2 Adulthood and Prophecies

The lessons that followed where of politics, diplomacy, other cultures, and races. She also was taught illusions, enchantment and more difficult and or potentially dangerous magics. Slowly as time moved on every new year a new magic school for her to study. Her mother having become newly famous with a series called Daring Doo once more seemed enamored with her daughter's life begging for details galore and often though unlike it had all those years ago the questions slowed but never stopped.

Her brother made the guard but also was rising in the ranks quickly. Though her father retired from the Astronomers guild as a scholar he had begun teaching younger ponies about the stars and often the tales that went with them all of which Twilight knew by heart.

And Spike, now adolescent, had begun to be taught with Twilight and cared by her more and more. Thus began his time as her 'assistant' the little dragon loved helping his 'mama' and she loved having him help. And just like his mother, he was a fast learner but he was also her little protector, something which Shining Armor coveted however his duties kept him busier and busier. Twilight's time with Cadence had come to an end as well as the young alicorn began to leave on many trips to study abroad as she called it though often returning after no longer than a month at first then 2 slowly more and more time passing between her returns though often when she did she paid a visit to Twilight first then a certain special some pony though she never said who and Twilight could never guess and honestly she rarely did. Twilight too began to study more on her own with self-appointed topics Celestia still had plenty to teach her however now a teenager Twilight was no longer a filly and so the politics and diplomacy lessons came to an end for she couldn't keep her as a student in that subject but instead she was given small roles to put her teachings into practice. Same with magic which she continued to learn more and more Celestia even allowing her to research in the advanced magic section. Though one section remained off limits for a long time until she turned 18 officially an adult.

After her birthday she received a summons to meet with Celestia in the lowest section in the Canterlot Library and archives she meet with Celestia who lead her to a familiar locked door way old and ornate. "I have heard you have tried to open this door in the past several times my dear student...however it won't open for those under the age of adult a simple detection spell and it remains locked and thankfully for me such a simple rule makes it impossible to fool though I'm sure one day you will prove me wrong yet again my faithful student."

"I'm sorry I tried to enter was I not supposed to?"Twilight asked

"No you weren't but I never punish curiosity. This is the restricted section beyond here lies tomes of magic not meant for the young minds you will also find a guarded wing to it in there are ancient and old tomes some filled with spells from Starswirl himself these are guarded to keep them safe and out of being misused. Lastly there is one more section one even now you are not ready it is the vault..in there are tomes on darker magics some of which should be destroyed there are some magic that has no good use, however, I must keep them around and safe to be prepared should magics such as these reappear. One day I will entrust you with learning about these magic. But that is far far down the road my faithful student there is much left to teach you and much left to learn. For example, you know of dark magic."

Twilight quirks her head. "But Celestia I thought there was no such thing as bad magic..but yes I have read a few things about dark magic though there isn't much most I can gather is that it's evil and corrupting supposedly. "

Celestia sighs, "Indeed it is dear Twilight I know of two ponies who have used it and fallen..both gone. Now I have tomes a plenty on the subject I could give you an entire year or more on the subject just like I have with other spell schools but like I said that will be another day long ahead for I do not wish to lose you my faithful student so, for now, will you promise me when you are down here to never even try to enter the vault. Everywhere else in here is open to you even the guarded section should you accept this condition. Another request I have is that none of the tomes or scrolls you do find and study remain here not even a copy and my last request is should you choose to ever bring Spike with you down here that you keep a close eye on him many of these tomes are on adult topics such as pain, harm, death, and combat. Of course, I know of a few tomes in there that...are stimulating to say the least if you get my meaning."

Twilight blushes. "A..ah yes..yeah I know what you mean..um I'll be sure to come down here on my own if I research here but yes I promise not to enter the vault or try to...unless it's absolutely necessary I mean what if you're gone and something bad happens that I can't explain with my knowledge of magic or general knowledge. "

Celestia sighs. "I suppose that is a good argument very well you may enter the vault under emergency situations and I MEAN emergency." she pauses and silently thinks to herself "Perhaps something that will, unfortunately, be happening far too soon."

"You got it, Princess." Twilight beamed

"Hehe always eager to learn very well go enjoy be careful with the guarded section the items there are old and hold much history I have not been down here myself to read anything here in a long long time I mainly come down to check on the guards here make sure nothing is amiss before heading back. Who knows you may find something I have forgotten about."Celestia smiles down to Twilight. she was not lying she indeed rarely came down here much of what was here was her collection from over the years but she did not itemize them all mentally the only place she kept track of with vigor content wise was the forbidden vault.

With that Celestia leaves her students to gleefully explore the new section of the library she was allowed in and sighs wistfully. "Oh Luna...you would like her so...she adores your night sometimes more than she does my day, she has an insatiable thirst for knowledge and magic and she reminds me of you...I pray to Magic that you are well and it is a dark hope that the tale Starswirl wrote is true. I barely noticed his vanishing sister I was so distraught over you I still don't know what happened to him sister." she sighs. "Enough reminiscing if that old coot was right I have 2 years before you get here and she will be ready for it. "

And those two years passed too quickly late one night she slipped the book into her students collection to read for the day and so fate, destiny, luck whatever it is that all began her journey 10 years ago with her hatching spike and becoming Celestia's student learning magic and other subjects but there was one 'subject' she failed at, at least she thought so, friend making. Twilight had a few 'friends' Moondancer an introvert mare who loved to study almost as much as Twilight and the two often read and studied together though Twilight was almost always studying something.

Amythest Sparkler a jeweler who was the busiest of the group next to Twilight and though Twilight was no jeweler she helped her out giving her a few simple illusion enchantments that could make her items shimmer and glitter more.

Lemon Heart a candy maker in Canterlot whom Twilight enjoyed her candy and bought it often complimenting her candy making skills just as frequently.

Minuette a self-named 'time mage' although she was just good with clock work and clock pieces though she did have a few spells that helped also control sand for sand time pieces. Twilight taught her a couple spells on how to make ponies pep up and appear faster though warned her was that afterward the pony will feel hungry and drained. And one to make them feel sluggish and slow Minuette seemed to adore her after that even though Twilight kept telling her it really wasn't a big deal.

Lyra Heartstrings a music mare and skilled in song magic just like most unicorn musicians Twilight just helped her learn some as Lyra called it 'cool music magic' but all she did be teach her how to make the Lyre change tune without much effort and make it sound like similar or even other instruments.

Twinkle Shine a science fiction, the genre of book, play actress Twinkle often played roles involving exploring the stars above, Twilight often enjoyed such stories and radio play she even taught her how to conjure several star field images and more for her roles in live plays. Everypony knew space travel was impossible but it was still a fantastic topic to feed the imagination and wonder.

She liked them sure but she was too busy to really spend much time with them and when she did her snout was still usually buried in a book. Today was no different spike was away getting...something, she forgot. And she was reading a book. A story about Celestia and a dark princess of the night Nightmare moon. By the stories end, she found herself humming an oddly familiar song. "Elements of harmony where have I heard that before I know I've heard it somewhere."

"Spike...Spike are you here?" she called out into her study room.

"Geeze Twilight no need to shout. I'm here I was just getting a present for moon dancer she has her party today remember?"Spike grumbled

"Wait..that was today...ugh." she pauses looking at the book again. "Spike, can you please get me the prophesy book we found?"

"Ugh, sure Twilight but we're on a break can we please go to Moondancer's party you're the one that taught me to never let someone down if they are counting on you should that count for this?"Spike asked

"I doubt Moondancer is counting on us to be there but you're right Spike we'll go but only for a little while but first find that book." she requested beginning to look for it herself as well.

"Yeah yeah, mom." he huffs. "You don't gotta be so bossy."

Twilight giggles. "I'm your mother Spike it's my job to be bossy to you side you love being my number 1 assistant."

"True I get gems and bits out of the deal hey good thing 'Aunt' Celestia gave you that book about dragon greed who knows what would have happened to me." he comments continuing his search.

"Well I do and I told you you're fine now we got you used to accept what you're given and not demanding more didn't we?"

"Well I want more things who don't even ponies are guilty of it but yeah I get your point...ah here it is." he said picking up the book he had been tasked with finding.

" I know Spike but you don't have the hoarding instinct anymore is what I mean hehe though it was kinda cute when you first had it."

"Please...not the pile of books story again." he groaned embarrassed by his old actions.

"Oh, you LOVE our book forts when we get time off."Twilight counters playfully

"True..anyways read...please I wanna go to the party." he sighed

"Ok ok ok." she flips through the pages finding the section...groaning as it directs her to another part of the book. "Mare on the Moon," she mutters.

"Isn't that an old mares tale?"Spike asked

"Well considering there is a mare symbol on the moon and I found this history book I've never seen before yes I'm gonna say it might be true now hush let me read." she commanded

Spike just rolls his eyes waiting for Twilight to finish reading only to get shocked out of his frustration with a startled gasp. "Spike get a quill and paper quick I need to write Celestia."

"Ok ok." he rushes off getting a quill and paper. "Ready."

"Dear Princess Celestia through my continued studies, I'm aware you told me to take time off, I have learned that the mare on the moon is none other than Nightmare Moon and that she is returning in two days from today. I'm aware you are busy but It's imperative we do something about this and soon your faithful student Twilight."

"Imper...a.tive..sorry Twi you know bigger words still give me some trouble...ok all done," Spike said as he finished writing

"All right send it." she comments

"Wait now..but she's busy..and the party." he sighed suspecting they weren't gonna go

"Yes I know Spike but Moondancer can wait this is more important it's the fate of Equestria if not the world here...send it please." she asked

"Ok ok ok don't get your tail in a bunch you know I hate it when you freak out." he inhales and breathes orange flames consuming the scroll and whisking it off to the Princess.

"Can we at least go to the party while we wait for the response...pleeease," Spike begged

Twilight sighs. "Of course Spike I know you and the others are better friends than they are with me."

"Oh, Twilight don't be silly they are your friends too." he counters

"Spike I spend all my time studying away from them and even when I'm with them I'm studying. I'm not really their friend if I am I'm a pretty bad one but Moondancer does study with me so let's go," she says in a huff truly not believing she was their friend she never did anything that nice for them nor really gave them her full attention.

The duo leaves the castle and head to Moondancers party they get there with no trouble however after Spike gives Moondancer her gift and Twilight just gives a smile about to apologize for not bringing a gift Spike gags and belches out orange fire and a scroll materializes

"Whoops...sorry." he comments scorching the bear he had gotten Moondancer.

"Read the message in a second Spike...Moondancer can I have the bear?"

"S..sure thing." she meekly says hovering over the scorched bear. Twilight's horn glows before the bear is good as new as if nothing even happened she floats it back to Moondancer. "There you go good as new...ok Spike what's it say?"

"Oh..uh..my dearest Student Twilight while I have always trusted your judgment and your opinion you simply must get your head out of those musty old books...I'm sending you to Ponyville to watch over and coordinate the summer sun festival. You will be set up in the Ponyville town library during your stay try not to read the whole library, my student.

On a more personal note." Spike begins.

"Uh no...Spike stop right there I'm already embarrassed enough as it is." she frowns and sighs. "Sorry, Moondancer I guess I need to go to Ponyville...I'm sorry I didn't bring a gift..come on Spike we have to go."

"But...waah!" he cries out as he's picked up in Magic as Twilight gallops away. "Twiiii light....sorry girls!" he calls out as he is raced off.

She makes it to the room only to have one of the guards stop her before she gets in. "Lady Twilight your chariot awaits the Princess said to come get you right away."

"Oh...but." she tries.

"It's important we leave at once." the guard says.

"Alright...Spike, you still have the letter right."

"Yup...want me to finish reading it?" he asks confused why she was ok now with a guard around.

"Sure thing...come on let's get going...oh hey Winter hows your brother Scorch..still stuck on front door duty?"

"Of course it's an honor to serve the princess in any way we can." The guard answers almost zealously

Twilight rolls her eyes. "Yeah, I forget you're not like your brother at least he likes to talk more openly than you."

"Fraternizing with those above our station is not our place I'm just a guard."Winter Frost comments without a pause or much inflection.

Silence rings out after a bit before Spike speaks up. "Soooo letter?"

"Go for it." she sighs clearly not enjoying Winter's cold shoulder pun definitely intended.

He clears his throat muttering until he reaches where he left off. "On a personal note you should take this time to make some new friends it would make me eternally happy to finally see you with friends you interact with instead of giving the cold shoulder to."

"What is she talking about I keep telling her I doubt they think I'm their friend they just hang out with me cause I study a lot with Moondancer and they are friends with Moondancer so thusly I just am there."

Spike sighs. "I agree with Aunt Celestia though you really should try and open up and make some friends. "

"Spike, I won't have time I have a whole festival to plan AND work out any information on these elements the princess may say it's just a fairy tale but somethings up I just KNOW it." her mind raced she didn't want to be wrong but at the same time she didn't want to be right. She looked up at the sky as Twilight and Spike head onto the chariot..before their two guards strap into to pull the chariot Shining Armor gallops up.

"Twilight's whats this I hear about you leaving?" Shining asked worriedly

"Oh Shining relax I'm only going to Ponyville for 2 days....well ok maybe a bit shorter if everything goes as planned..that is if I'm right...well either way at most I'll be gone 2 days...3 tops ." she wasn't about to tell him about the possible danger besides IF she was wrong she'd never hear the end of it. "Come on it's not like you see me often with all my studies lately so relax...oh if Cadence comes home while I'm gone tell her I said hi."

"Yeah...sure," he grumbles before Twilight hops onto the platform as the two guards fly off shining waving goodbye and Twilight returning the favor. As they flew down to Ponyville by flight it takes no more than half the time it took by train. With two guards pulling the chariot it would take probably a bit less than that. But time was on her side after all she had two days right? What is the worst that could happen?

3 Ponyville

The flight to Ponyville only lasted about 10 minutes tops but Twilight was busy spending most that time grumbling and complaining about not being trusted and sent to do a silly, though important, the task of setting up the Summer Sun Festival. Flying over head toward Ponyville gave her a new perspective she knew OF the town. It was edged by the infamous Everfree forest. The actually famous Sweet apple Achers and of course the white tail woods a small deer refuge among the small idyllic town. Though she was wrong about small to her surprise she noted it was actually quite a large town it had a damn for the Canterhorn river that ran down and through Canterlot not to mention the size of it if not for the lack of tall buildings she might almost qualify it on tiny city sized all things considered. But she didn't have much more time to think as their trip ended landing them in the center of town.

"I still think you should try and at least make one friend while we're here," Spike comments as the duo land in town the guards bowing slightly before they flew off back towards Canterlot.

"Yes Spike I'll try but no promises besides I'm terrible at making friends,"Twilight grumbled but wave goodbye to the guards, after all, it was good to be polite to the guards who dragged them all the way to this large town.

"Here what about this pony." Spike gestures to a pony walking up to them a pink mare her mane an utter puffy crazed mess but somehow it didn't look terrible on her and it made Twilight think of cotton candy. Uggh curses her sweet tooth "Ok...Hi, I'm Twilight I'm looking for."

The pink mare gasps, "Oh my gosh you're new in town I've never seen you before and if I've never seen you before that must mean you're new I need to make a welcome party! Oh and visit Bon Bon for candy!" She then zooms off.

"W...welcome party..but...uggh Spike lets find somebody that knows the town we might get lucky and find one of the ponies we're looking for."Twilight groans in annoyance

"Well...." he rolls out the scroll more displaying more scroll then Twilight had first thought there to be. "Celestia did give us a list."

"Spiiike why didn't you tell me that in the first place,"Twilight whined, no complained she was the student to Celestia herself and a grown mare she did not whine.

"Well uh...I didn't want to show you because I was hoping the scroll was big because of gift ideas for MoonDancer...I was KINDA hoping she'd ask you to go to the party..but guess not and besides you never asked." he said smugly

"Well, of course, I didn't ask Spike you said she ordered us here and we didn't even get to go back to the Study to make our own list. I never really had a chance to ask. I WAS going to improvise and ask around but if she provided a list that'll help. " She retorted with a hint of anger in her voice.

"Yeah ok, it says here the first stop is Sweet Apple Acres a huge apple farm just outside of town."He states simply.

"I think I saw it when we flew over...come on let's go we've only got so long," Spike says trying his best to get his mom to relax she was worrying about this mare's tale far too much.

"Twilight the festival isn't until the day after tomorrow we have the rest of the day to prepare for the festival plus a WHOLE day to ourselves knowing you."He said trying his hardest to get his mother to relax the note had said to make friends why was it so hard to get her to do that even the friends she had in Canterlot. He really wondered how and why Twilight thought she wasn't friends with them when she really was.

"What's that supposed to mean?"Twilight's anger definitely rising

"Oh, nothing...just that you'll rush through preparing the festival trying to prove yourself right...again. Even though you know being wrong isn't bad you taught me that and told me the desk story. But you'll find that it's all just an old mares tale and we'll spend a whole day in town relaxing doing nothing."

"Spike...I don't think it's just a tale...something..something in me is telling me its true."It was true she felt something, like an unease in the air not from the town just like magic itself, was uneasy. At least that's what she thought but they were passing many unicorns. Plus most of Canterlot was unicorns and nopony seemed as distressed as her. So why was she so uneasy and seemed to sense the oncoming danger more than anypony else.

"Oh you're just over reacting...oh there it is!" he hollers pointing to a large patch of land with a huge swath of trees stretching from left to right and beyond farther than the eye can see. "Woah guess when they say acres they mean it that's practically a forest."

"Well actually despite the number of trees it's an orchard Spike no matter its size but you're right if you count this farm Ponyville is surrounded by lots of forests and woods alike. There are the Apple Acres woods, I suppose would be a good name for it...hmm I want some honey gum now." she paused wondering where the sudden craving for some honey based sweet came from. "Anyways the White Tail woods and of course, the infamous Everfree forest. Even Celestia doesn't venture there but I don't know why. The Everfree forest is the largest and stretches out quite a ways all the way to Ghastly Gorge, another land mark, that is full of dangerous creatures. Supposedly Princess Celestia fought a great battle and carved it out though I've never gotten her to admit that any time I've asked."

"Yeah yeah, I just said the place was huge no need for a history and geography lesson mom."Spike groaned mostly at himself he should have known stating an incorrect 'fact' even if it was just an idle comment could lead to a lecture.

Twilight giggles. "Sorry Spike you know me I can't help it come on let's go," she said blushing madly realizing she had just gone into lesson mode again.

The duo walks onto the farm and not too long before entering they hear a loud. "YEEEHAW!" the duo spotted an Orange pony with golden mane and tail wearing a Stetson hat charging at them. She comes screeching to a halt right in front of Twilight. "Well howdy there what can ah do for you ah'm sorry for the hollering ah thought you were my kin showing up."

"Huh..wha..oh uh sorry I'm looking for the pony in charge of catering for the Summer sun festival I'm the supervisor for it the princess herself asked me to do so."Twilight finally answered not quite sure exactly what was going on but she certainly was intrigued by the mares country accent.

"And make friends," Spike comments though he withers under a glare from Twilight that he was pretty sure if she could probably melt rock and metal alike with that look.

"Yes Spike and make friends but I told you I'm."But Twilight was swiftly interrupted

"Well shoot we here at Sweet Apple Acres love making new friends ah'm AJ nice to meet you." she grabs Twilights hoof and starts shaking it strongly. "Me and my kin are usually in charge of it this year my Ma and Granny are off with a family reunion me my brother and sis are in charge so me and Pinkie are both in charge..shoot ah'm surprised you haven't run into her already...anyhow would you care for a sample." she stops violently shaking Twilights hoof when she stops talking.

Twilight shaking a few moments after gingerly puts her hoof down. "Talk about strong...I'm...ok sure it's for the festival I'll try a!" she is then suddenly greeted by a small yellow filly with a red bow and a large stallion in red wearing a yoke. both carrying plates of food. AJ gallops off and returns just as quickly with her own huge plate. Twilight gulps and sighs resigning herself to taste testing. The food was good but there was a lot of it to the point she was utterly stuffed half way through taste testing. "Uggh ok..sorry I can't eat anymore please don't be mad it's all good I'm sure but I can't eat another bite."

"Well shoot sugar cube why didn't ya tell us you were getting full no need to hide that."Applejack said looking concerned. for Twilight

"Well I didn't want to make you angry plus it was all really good...I have more I need to do is it ok if...Spike...Spike?" Twilight began searching and scanning the area for her young dragon slowly growing concerned until she spots him with his head practically buried in a pie tin. The young dragon pulls his head out of a pie before licking his face clean with his long tongue. "Ew Spike I told you to not do that." she groans in mild annoyance for his manners.

"Awww but Twilight their pie was really good I couldn't help it. What'd ya need?" he asks making sure to get the last bits of pie off him the normal way instead of licking it off.

"What's next on the list perhaps miss Apple Jack can direct us."Twilight sighed out once more feeling the rush of time strain on her mind and worry, while the food had distracted her it hadn't made her forget the growing concerns she had.

"Well shoot you can call me AJ everypony does sides we're friends."AJ, as she now wanted to be called, responded looking eager to help.

"Friends?...I barely met you I only ate your food and said it was good how are we friends?" Twilight asked honestly confused.

"Well cause ah say so silly you look like a good mare sides ya ain't nothing like those other Canterlot snobs that moved inta town with their rotten little filly ain't no way to raise a filly to be. But ah'm gabbing where you off to next?"AJ stated simply

"Uhhh...here we go weather detail. Talk to a pegasus by the name of Rainbow Dash."Spike finally answered both mares as he rolled the scroll back up

"Rainbow, well shoot. She'll be near town hall where the festival is being held trust me ah know the mare she'll be there."

"Well thank you Applejack. I'll be on my way. Come on Spike."Twilight turned to leave still mildly lost over the quick declaration of friendship. She really didn't understand friendship at all. despite Spike saying she already had some friends.

"Coming mom." he pauses both not noticing the 3 apple family members gaining a shocked expression to his statement. "Hey wait can I take another Apple fritter please," he asks.

Twilight chuckled. "Ok one more apple fritter won't hurt but remember what happened the last time you ate a boat load of sweets."

"Yeah I nearly scorched half our Study at least it was magical fire and it just bothered Auntie for a bit."

She just shakes her head. "Yeah I got scolded at for not feeding you properly and letting you get away with eating so much junk..so ONE more fritter no more. Go on go ask her for another fritter."Twilight said hoof waving him back towards the stunned apple family.

"Ok ok sheesh." He walks up to AJ, the one with the fritters, and asks for another. Only getting a nod as an answer he grabs a fritter off a plate and hops on Twilights back before scarfing it down. "Later AJ." he calls back as the duo walk off though AJ soon gallops after Twilight. "Wait did ah here him right...did he just call you his ma...ain't you a dragon?"

"Huh...oh well yeah but I hatched him so he's my son by all rights. Besides even if he's not my flesh and blood as it were he's still family why what's the big deal?" Twilight asks mildly concerned she had some how offended the mare. Though she doubted it AJ didn' seem the type to judge somepony on their family.

"Oh no big deal ah..well ya remind me of Dash and her family is all. It's good to see somepony else doing it too...have a good one." trying to defuse the clearly awkward moment she had put herself in by blurting out that Spike was a dragon AJ just turned back and left towards her own family.

"Well...ok," Twilight says quizzically before heading into town. "Do you have any idea what she meant Spike."

"Nope not a clue...wait does she think I'm adopted or something?"Spike wondered aloud though clearly not minding the implication. After all Twilight was his mom no questions asked.

"Ohhh probably I thought I said I hatched you..but I guess I didn't go into detail beyond that so I guess that just saying that I'd assume you were adopted too which I SUPPOSE technically you are in a weird sense."She answered trying to figure out exactly the true logical situation for Spike. No, she wasn't like that anymore ever since that whole. Desk incident years ago she'd been getting better and better at limiting her insane amounts of scheduling, OCD and panic attacks that she used to have over every mistake. Though that didn't mean she didn't worry like a normal pony..okay more than a normal pony

"Yeah ....hey the clouds are still out I thought the weather was supposed to be clear." Spike simply stated not exactly caring if he was adopted or not Twilight was his mom, if ever some old dragon came and said it was his mother he'd probably get furious at her sure but she'd never replace Twilight and he doubted he'd accept the imaginary dragon into his life.

"Yeah it WAAAH oof!" she yells leaving a temporarily airborne Spike before he falls to the ground. As Twilight is slammed into a muddy puddle by a cyan and rainbow blur her muzzle deep in mud and water

"Oops...my bad...here let me help you." The mare zooms off, clean and then back with a rain cloud she jumps on it a few times causing it to pour rain until it was dry leaving Twilight in a puddle. "Whoops, my bad I overdid it here let me." Twilight just raises a hoof. "Don't...just...wait two seconds." she breaths in and casts a spell her mane fur and tail all dry off and so does the puddle raising up to form a small cloud. "Oh..woops sorry I gave you more work it looks like...um..I can fix that." she zaps the cloud making it pop like a balloon.

"Woah I've never seen unicorns mess with the weather before I thought only pegasi could do that that's pretty cool."The Rainbow maned mare commented clearly impressed enough to not make any comment on the overdone drying spell.

"Actually it's not that difficult...but you must be Rainbow dash...isn't the sky supposed to be clear?" Twilight asked getting a bit annoyed at the fact the sky was so full of clouds

"Huh..what oh yeah I guess it's not gonna take me long besides I'm busy."Rainbow Dash shrugged

"Busy doing what exactly it's the 1000th summer sun festival,"Twilight asked her anger beginning to well up this event was important!

"Exactly the Wonderbolts are gonna be here I need to practice so I can show them my moves I totally wanna join them!"Rainbow Said taking to the air again though hovering just above eye level

"THE Wonderbolts the best fliers in Equestria?"Twilight asked frustration boiling up if this lazy mare was training to be a Wonderbolt she was doing it WAY wrong.

"Yup,"Rainbow stated simply

"Not to be rude, but I don't think they'd take a pegasus who can't keep the sky clear for one day!"Twilight stated a bit hopefully she wasn't trying to be mean she wanted to help the pegasus a bit even if she crashed into her it was quite the dream to be a Wonderbolt.

"Pfft, I can clear the sky in 10 seconds flat."Rainbow Dash dismissively waved a hoof.

"Really?....Prove it."Twilight said she doubted the claim but none the less she set up a mental timer spell.

"Ha." she zooms through the sky bursting clouds with kicks and slams and bucks before she lands in, by Twilight's estimate, 9.8 seconds. "See 10 seconds flat!"

Twilight and Spike both looked in awe for a moment before Twilight shakes her head. "Actually that was faster than 10 seconds if only a little if you want to know,"Twilight stated. She was impressed for sure but wow that was some good flying if the Wonderbolts took her in there'd be no doubt she'd be able to keep up with them.

"Woah you were able to keep track?"Rainbow asked clearly happy someone was able to keep track of her boastful claim.

"Well...yeah I said prove it. It wouldn't do well not to keep track, after all, I don't know a 'time mage' for nothing." she sighs giggling a bit at Minuettes antics to herself. "She's not really a time mage no pony can use time magic," Twilight stated matter of factly

"Woah..still sounds cool..we should hang out some time see ya I gotta go practice."Rainbow Dash then blasted off to another section of the city.

"Uh sure,"Twilight said to nopony in particular

"Well next is decorations and those are in the town hall straight ahead."Spike finally said trying to shock his mom back to reality.

"Well that was weird, to say the least...come on lets." she trips and falls landing in another wet puddle and mud. "Uggggh!" she groans getting back up another spell and this time in her rush her man is an utter frazzle even crazier than that pink ponies. "I...you know what...I'm just going to ignore this," she comments before walking into the Town hall with a snickering Spike.

"The decorations appear in order maybe this won't be so bad. " Twilight says upon entering the town hall which was already set up for the sun raising tomorrow night minus the few decorations.

"Twilight the last two meetings weren't bad at all," Spike commented and corrected her trying to make her see the two ponies they met were nice.

"Yeah but we're in a hurry remember."Twilight quickly reminded him the growing dread had returned again but somehow it always went away when I met a new pony she had even forgotten it a moment upon meeting the pink mare.

"Yeah yeah hey there's the decorator..she looks nice." Spike complimented

"Hehe, I can certainly agree to that...excuse me,"Twilight commented towards the decorator a white unicorn mare with gem cutie mark and a purple mane and tail.

"One moment I'll be right with you darling I'm in the zone!" came a prim and proper accent very graceful. "No no ah ha Sparkles are always lovely don't you think? Bwahaha!" she gasps "Darling what happened to your coiffure?"

"My mane...oh my own fault I dried it too fast with a heat and clean spell it's no big deal."Twilight sighed annoyed by her out of place mane but it really wasn't a big deal.

"No big deal I simply mustn't let somepony go like that if I can help it." the mares horn glows and Twilights mane straightens out but then begins to morph, "Hmmmmm ah ha there we go perfect~ Oh I'm Rarity by the way."The mare commented after several mane styles took shape on her head.

Twilight now sported her mane bunched up into a bun very..intellectual in appearance she wasn't sure if it was the point. "Uhhh thanks, I guess I'm Twilight Sparkle from Canterlot and I'm here to supervise the summer sun festival."

"Canterlot darling you must tell me everything the glamor the sophistication I've always dreamed of living there you simply must tell me everything darling."The White mare exclaimed.

Twilight sighs, "The nobles in the day court are all self-centered and will back stab you at any chance they get if it means more money or power or fame. Canterlot has guards for a reason which is that despite its closeness to the Princess it still has crime not to mention the prevention of more dubious sabotage. Thankfully my teacher Celestia keeps them in line and of course don't get me started on Blueblood that loudmouth...pardon my language." her magic glows forming a bubble around Spikes head. "Bigot I mean I'm officially Celestia's student I'm a Lady of house Twilight and he still loves nothing more than to talk down to me simply because he's a duke." Twilight huffs "Now not all nobles are bad Flur is a friend of my brothers and Fancy pants is a card buddy of my dads and a few other nobles who are ok but just avoid day court and honestly the more 'upper' crust ponies as it were and you should be fine." She finally finished her rant she liked Canterlot sure it was her home but it wasn't as ideal as so many ponies painted it and she certainly saw that. Perhaps she was just being a bit cynical.

"Goodness, I never knew Canterlot had a dark side to it I suppose even the finest gems have their flaws. Wait...you're a LADY!" Rarity shrieks practically and bows making Twilight groan

"Please please don't I don't like it when my a friend bows to me." she found herself saying and it was true she caught Minuette doing it once and practically gave her a lecture how she wasn't a noble just because of some title. One she was about to give to the white mare

Spike laughs "HA told you you think of them as your friends!"

"What...no Spike I ...oh nevermind. Rarity no matter my title or position you never need to bow to me ok just because I'm from Canterlot and a noble doesn't mean anything it's just a title it's...superficial I guess what I mean is it's just makeup sure it can make you look good and get you things you want sometimes but it doesn't make you who you are."Twilight explained it was how she felt truthfully sure she understood titles had power and use but she never really thought of any of them. After all, they were practically meaningless compared to the Princess after all, not that it was a bad thing.

"Goodness I never thought of it that way well darling I simply must pay you back for teaching me a thing or two at the very least you've earned yourself a new friend lady Sparkle."

Twilight chuckled. "Thank you for calling me by my last name nopony really does that even though me and my mom share the same name though she often calls me Sparkle."

"Rarity!" came a shrill voice of a young filly clearly upset. "Rarity..those..those bullies kicked a rock at me."

Rarity gasps. "Not those two Canterlot fillies I hope?"

"Yes those two they're so mean..they hit my eye." the young filly sniffles.

"Can I see?" asks Twilight unable to help herself she was not about to turn a blind eye to someponies plight.

"Huh, darling can you heal her it looks like the poor dear has a cut on her brow from where the ruffians hit her."Rarity commented not exactly pleased to see a bleeding wound on her sister.

"It's ok my brother is a guard I learned first aid magic at a young age." she smiles her horn glows and a warm lavender light washes over the young filly the cut knits closed and the blood vanishes. "There you go don't tell anypony this but my brother cried like a foal for HOURS when he got his first cut," Twilight said trying to calm the injured little one.

"Oh nothing serious I hope." came Rarity.

"No just a small graze like your sister I teased him endlessly for it right Spike....Spike?"

"She's....pretty." he shakes his head. "Pretty nice I meant pretty nice." came the stammering drake causing the two grown mares to giggle. Rarity leaning in close. "Goodness dear your little friend there seems smitten with Sweetie Bell. "

"Yeah well, this is his first crush I'm sure Spike won't do anything bad I taught him better I hope."

"So I see he's a dragon but what is he..to you I mean? He's no pet that's for sure but is her your familiar?"

"Why does every unicorn ask that no Familiars look different trust me I've summoned more than a few...I guess cause EVERY powerful mage character in fiction or history often traveled with one except Starswirl the bearded."

"Who?"Rarity asks clearly not a historian like Twilight.

"Uggh how everypony seems to forget him is beyond me." then again she had access to books and scrolls older than most anyone in Equestria.

"No he's not I hatched him and he's my son and #1 assistant if you want to know," she said casually once more. She already forgot about Rarity's question. This was the second time she was asked she was so used to Spike she forgot how rare dragons visited or lived in Equestria itself they were very reclusive apparently according to Celestia.

"Sorry those in Canterlot are so used to him only the snobby nobles are bothered by him and me I forget how...strange he is."Twilight continued

"Oh that's quite alright darling I think it's simply adorable I'm sure the two will get a long swimmingly besides..young love is always so romantic." she giggles. "Let's go rescue Spike shall we." After rescuing and leaving with the poor romanced Spike Twilight waves goodbye to Rarity. "Ok Spike fine you win I made a friend." she sighs she hated to admit it but she liked Rarity..she liked the mares in Canterlot too but she felt more..open with Rarity perhaps it was because unlike the mares in Canterlot she had talked more to Rarity about more personal stuff than just spells and study stuff...wait hadn't she done that with the other two mares too...maybe she wasn't bad at making friends as she thought?

"Huh..wha...oh next up is music last on the list...see told you you'd get this done fast it's not even dusk out."

"Yeah." the two hear the sound of birds singing in the chorus..impressively so the two follow the sound back towards sweet apple acres until they stumble across a yellow coat and pink maned pegasus conducting the birds. "Oh..uh stop stop every one." the birds stop impressively as she flys up to a blue jay. "Oh um excuse me but you're a tiiiiny bit off key can you keep up with the group." she flies back to her position. "Ok and a one and a two and a one two."

Twilights horn glows playing a soothing soft tune using illusion it was harder to create music out of 'thin air' than with an instrument but it doable she shouldn't be but she felt an urge to play music for the yellow and pink mare. The tune was an oddly familiar one to her the tune always seemed to pop up now and then. She even hummed along with it. The birds and the mare go silent as Twilight walks on out of her hiding space before canceling the magic. "Oh my gosh I'm sorry I didn't mean to interrupt...I um...I'm Twilight I'm so sorry again your birds were singing very beautifully I just..um I wanted to join in I guess." she stutters though she didn't have a clue why but it quickly passed. "Sorry again..are um you in charge of music?"

The mare meekly nods and Twilight..in the deafening silence speaks up again. "Um..what's your name..I'm Twilight..I'm here to help with the festival."

"I'm Fluttershy." the mare barely mutters.

"Oh...well nice to meet you Fluttershy."

"You...heard me?" The shy mare squeaks in embarrassment and surprise normally ponies never heard her which made her more embarrassed

"Well..sorta..I'm..uh kinda cheating." she blushes. "I...can read lips, pony sign language and of course unicorn picto speech I um...nevermind I'll leave you alone come on Spike."

"Aww but I wanted to hear the birds again." came Spike as he ran from the bushes and onto Twilights back.

"A baby dragon!" the yellow mare says at normal pony volume.

"Uhh." both say in surprise and shock at the sudden change in volume and personality

"I've never seen a baby dragon before oh my gosh you're so cute," Fluttershy said looking over the young dragon with intense interest.

"Well mom says I'm a handsome drake...but I guess cutely is fine." he comments

Twilight chuckled. "Spike you HATE it when I call you cute," she says regaining her composure now that it seemed conversation was back to normal though she still felt, odd around the mare at least a little.

"Oh my gosh he can talk. Hi, Spike, I'm Fluttershy..oh wow I never knew dragons could talk...what do you talk about?"

"Oh uh, what do you wanna know?"Spike asks not sure how much help he'd be.

"Absolutely everything."She responds in kind.

"You'll have to ask my mom then." he points a thumb to Twilight. "She knows more about dragons than me plus she hatched me most I talk about is gems or comics or books or chores or food or games. Huh, guess I do have SOME stuff I can talk about but nothing dragon related really."

"And of course now you have another topic you like to talk about." Twilight giggles teasing the young dragon with a knowing look as she spoke about his crush though he was none the wiser

"Aww you two are so cute." comments Fluttershy making Twilight blush heavily.

"Oh..uh thanks anyways I'll tell you all I can but is it ok if we head to the library as we chat?"Twilight asked simply she had finished her list after all.

"Oh..yes,"Fluttershy comments looking a bit shy again.

The new trio left the birds, Twilight talking and telling Fluttershy lots of things like how she hatched Spike and raised him since she was just a filly. How she taught him all he knows with the help of Celestia and her family but she was the main care giver a lot of the time. She told her about his hoarding phase that she helped quell now he won't have an issue with greed growth. She then moved onto how he could breathe fire both magical and normal and it changed colors for example when she sends letters to Celestia it's orange or to Cadence it's pink. The same with getting letters from them. "I really wish I could use that spell I wouldn't have to force spike to basically burp up letters from them."Twilight lamented

"Oh, it's not so bad," Spike said trying to alleviate his mother's worry.

"Still apparently it requires tapping into dragon magic. I'm working on a work around at the moment." Twilight stated as she was indeed working on teleportation if she got that down she'd be able to, hopefully, teleport items to and from places.

"Excuse my mom she'll get like this whenever she talks about magic or the stars...or anything she is interested in."Spike said with a chuckle as he teased his mother about her 'lectures'.

"Oh my gosh I know it's hard to believe but I get like that too..oh um...there's the library." Fluttershy's wing points to the tree building "I guess that means you two need to go...oh my we've been talking so long it's evening."She stated simply looking at the dimming sunlight trying not to look a little sad they both where leaving.

"Oh it's ok Fluttershy..why not come in with us I just want to look up a book and then we can talk,"Twilight commented wanting to spend more time with the sweet shy mare.

"Woah...Woah we're breaking new ground here. I think I might faint." Spike says sarcastically and Twilight's tail thwaps him gently.

"Be nice Spike I can still give you some chores you know."She said with a stern look though she didn't mean it she knew his sarcasm was in jest.

"Yes mom." he sighs.

Twilight opens the door with her magic the room was pitch black her horn begins to charge a light spell when the lights flash on. "SURPRISE!."

"BWAAAH!" shouts a surprised Twilight, sure she'd had surprise parties before but not with so many ponies, in fact, it sounded like a LOT of ponies. As her eyes focused she sees the Pink mare again

"Hi I'm Pinkie Pie and I threw this party just for you were you surprised where you were you?" the mare asked impressively clearing the unicorn with springing hops.

"Yes..how did you...?"Twilight asks confused remembering the bouncing mare who zoomed off earlier.

"Oh it was easy peasy you're new in town and if you're new I haven't met you and I throw welcome parties for every pony new in town so I had to think where was a new pony gonna go and so I searched and searched then I remembered how the library was all vacant so I went and asked Ink Scroll..whoops sorry. I mean Mayor if any pony was moving into the library and tada here you are! oh oh oh you didn't go to Bon Bon's candy shop so I asked her to bring some for the party!"

"Well, that's..I." Twilight tried to get a word in rather lost and surprised still by this whole ordeal

"And look look I made sure to invite all your friends well and of course any pony else I could find it wouldn't be fair to leave them out of a party for a new Ponyvillian!" she squees bouncing. "Cause this place is yours!"

Twilight looks around indeed seeing a lot of ponies but who stood out was Rarity, Rainbow Dash, Fluttershy, Pinkie, of course, Applejack, Lyra, Minuette, Lemon hearts, Twinkle Shine, Amythest, and Moondancer the last one surprised Twilight.

"Moondancer...what are you doing here?"

"Oh..uh well you came to my party..and well the others said you were helping with the sun festival so I've never been to one really so I came with everypony to come down and see what you were doing for the festival and so when Pinkie told us she was throwing a party for you. We decided to come." the mare looked a bit scared of the large crowd but was mostly focused on Twilight.

"Yeah, and I get to hang out with Bons!" yelled out Lyra who was openly smooching on a beige colored mare with a swirl of colored hair pink and purple who was giggling like a school filly telling Lyra to calm down. "She means well Twilight." came the beige mare whom Twilight guessed was Bon Bon.

"Uh...yeah." Twilight sighed inwardly she hated to admit it but she was glad to see them maybe ..just maybe she was never as bad at making friends as she thought.

"Well it's good to see you all but...never mind it can wait you all did come down here to say hi." Twilight sighed her worry for the Nightmare's return was practically none existent but still, it was there at the edge of her mind.

"Well we're coming back tomorrow right Pinkie?" asked Rainbow Dash as she took a swig of punch.

"Of course! you're the festival runner so we totally need to have the before party at your place! Well actually maybe not tomorrow but the day after for SURE I mean a big doozy is happening soon!"

"But...wha...I...ok that'll be fine I did finish up with everypony today,"Twilight admitted in defeat.

The party went into full force upon her submission by the time the sun went down all the way and the moon started getting higher was when everypony left after all tomorrow was the big day before the festival meaning set up for fun and games which apparently was Pinkie Pies unofficial/official job. Twilight apologized for not getting to her today then but the Pink mare just giggled and bounced off ignoring the apology. "See you soon!" the pink mare smiled seeming to know something Twilight didn't. know what the mare meant, however, it wouldn't be long before she found out exactly what she meant.

Author's Note

I'm sure I've not improved much but I have done my best to edit this to be better. But I'm gonna assume this will still need more editing sorry for my clunky writing but I hope you all still enjoy the story none the less

4 Darker Times Ahead

The moon was high and the hour was late after the party had ended and the mess all cleaned up almost as fast and mysteriously as it had been set up though Twilight was glad for that but with nothing to do now the dread that had been gone most the day whenever she talked with these new ponies was coming back. Spike was asleep and she didn't want to turn the library upside down for any information on the Elements of harmony. Sure it was late but there was no way she was going to sleep tonight with all this worry. She trotted down to the front opening the library out into the night. Perhaps a nice walk was in order she doubted Ponyville had anything to worry about like back home Closing the door behind her quietly with a simple muffle spell she begins to walk out into the night.

The walk doesn't get very far before an intense dread, pain and what could only be described as violation like something was stolen of being used, something like that wouldn't bother her but this felt powerfully strong. Her head felt like it was in a vise the pain was so intense she stopped in her tracks gasping for air. Everything felt wrong her magic felt like it was being drained...or taken it was unpleasant, heart-wrenching but no sooner did it begin does it fade. The wrongness the dread all...lift. It would be relieving if the pain didn't linger making her cry out. "S...stop!" barely above a croak. But soon a wave of energy, or so it felt not too dissimilar to the day she got her cutie mark. It felt like a wave of energy washing over her very being. She saw many of the magi-lights most homes often had forcibly flicked on. As a wave of energy washes over the town, if not Equestria itself. Twilight can't help but run towards Canterlot, there was no way she'd get there but she wanted to be there. So she ran

However not a minute later a swirl of purple mist coalesce in front of Twilight. She slams into the mist as it turns solid. It was a large black mare her eyes slit like a dragons or cats. Her mouth full of sharp predatory teeth that gleam in the night light and her purple and sparkling etherial mane. She towered as tall as Celestia in size and build, her large wings flared out at the impact of the smaller mare they were large, imposing nearly stretched the width of the road with their bat-like expanse. Her shimmering blue armor shown brilliantly blue in the light of the moon from helm to her spiked bracers on her hoofs and legs and clear glinting sharpness of it all. "Well well well what have we here a pony outside in my beautiful night. Are you fleeing from something...perhaps me?" she smiles those sharp teeth gleam like daggers.

Twilight back up and instinctively bows, her mind rushing at a mile a minute she manages to form some...semblance of a plan to save her flank from Nightmare Moon who stood before her she just hopped those acting classes and years of political training paid off right this second. "N..no my queen. I..I knew of your return this day none believed me Celestia herself banished me to this small town once I told her you were returning. I..I simply was well...to be unfortunately honest my Queen I was worried about you...I know I shouldn't have been but after SHE made a fool of me for thinking you were arriving I began to hope that you would just to show her up...so when I felt the huge blast of magic I feared you had arrived but had been turned back to the moon....forgive me for assuming you could not defeat your former sister."

"Indeed you are smart but perhaps too smart." she narrowed those predatory eyes down at the small unicorn. "Hmm, I sense great power in you young unicorn tell me what you were before your supposed banishment to this town."

"C..Celestia's personal student she took me on as such because I hatched a dragon egg that she could not."

"My my you are powerful but you didn't stand up to my fool of a sister..why?!" The Alicorn demanded

"I...I wanted to bide my time I knew you were returning but I had no clue when I had hoped that you would be returning for the festival she had planned for this town and if you had I'd be able to assist you...I'm sorry my Queen I should not have thought so highly of my skill to think I could aid one so powerful."

"Silence your apologies will serve you no longer hmm if you truly mean all you say I have an offer for you my young unicorn servant. I will turn them into an Umbral a dark version of a unicorn just like my Thestrals in the past pray tell are they still around. And What of my hounds and of course my greatest creation of all the star beast I RIPPED from the Sky." The alicorn smiled with a vile glee as she recounted her creations not noticing Twilight shudder at the mention of star beasts.

"Y...yes my queen I am yours." she bows low, she knew she had no choice in the matter she just prayed that whatever this magic she was about to use was not mental magic if it was she was about to lose herself to Nightmare. But should she say no she doubted that she'd leave this spot alive? The aura that the alicorn exuded was terrifying, to say the least.

The Large alicorn chuckles darkly smiling with her sharp teeth, cackles darkly, "Wise decision. As a reward once I'm done with you. You will be my first Legate of the new Lunar Guard and Soldiers revile in the power I am to grant you young one." The Alicorns horn cackles and sparks alight with a black and blue lightning esk aura clear sign of dark magic and before Twilight can even panic at the sight of the vile magic it strikes her very being.

The change happens fast her coat darkens from it's light lavender to a dark purple her eyes turn to draconian slits like the Queen herself her teeth sharpen her tail grows longer and thinner like a griffon even ending in a now smaller tuft of a tail. Her mane shrunk and altered to a more militaristic bob cut darkening to almost black with a vibrant blue stripe instead of her signature pink she once sported. And ethereal mist from the alicorn forms into solid around the unicorn forming a strong dark armor helmet to gauntlets just like her Queen.

She almost jolted in shock when she thought of Nightmare as her Queen she felt stronger, more confident, that almost crushing fear exuding off Nightmare was gone her magic also felt more powerful something the young unicorn certainly didn't need after all it took so long to learn to control the first time and now with more power she hoped it'd not be a process she'd need to repeat. Her mind went blank only for a few moments before she remembered herself and came back to focus. She found herself bowing before the Nightmare Queen she'd have shot straight up in terror once more if not for the other changes she feels. So she played the part.

"I live to serve you my Queen hat is your first decree for your Legate." she said sharply with vigor and zealotry.

The Dark Alicorn chuckles darkly, "Good good your first order is to cover your ears for I have an announcement to make. The new Umbral complied flattening her ears even placing a small muffling spell on herself. Before a loud thunderclap of voice booms out "CITIZENS OF PONYVILLE AND EQUESTRIA, I HOPE YOU ENJOYED THIS DAY FOR IT WAS YOUR LAST. I HAVE BESTED CELESTIA UPON MY RETURN BOW BEFORE THE QUEEN OF THE NIGHT NIGHTMARE MOON! THY TOWN IS NOW UNDER THE COMMAND OF MY FIRST UMBRAL UNICORN YOU WILL TREAT HER AS YOU WOULD ME OR YOU SHALL FACE BOTH HER AND MY WRAITH. I TAKE MY LEAVE NOW MY NEW SUBJECT SHOULD THEE BE BRAVE ENOUGH TO SEEK AUDIENCE WITH ME YOU WILL FIND ME IN MY OLD CASTLE IN YOUR NEIGHBORING FOREST!"

The boom of the alicorns voice finishes "Speak thy name my new Legate so I may know whom serves me and now commands this town for me until it becomes my new capital for my old Castle is so close once it is rebuilt this town will rival that pathetic Canterlot."

"I am Twilight Sparkle your majesty Lady of house Twilight former student to Celestia yours to command."

"An old house indeed it warms my heart to know that one of the houses that stood against me now stands with me at least their outcast. So Twilight your first order is to scour this town for any and all information on the Elements of Harmony find them if you can if you can not deliver the information to me forthwith."

"Of course my queen. I shall recruit any locals whom wish to serve thee and bring them to you while I have no doubt my Queen can deter any foe but a guard rank would keep any would be fools from making so grave a mistake and assaulting you."

"A wise decision my Legate make sure they are truly loyal to us use any means you deem fit I must go should I spy you with a group I shall assume you have what I desire do not fail me or I will show you what happens to those that displease me."

"Yes, my Queen." Twilight bows again as the tall dark alicorn turns to a purple sparkly mist once more and soars off towards the infamous forest. Not long after the shadow mist left Twilight finally relaxed shaking her odd armor barely even rattling as she collapsed in mild fear. "Sweet maker I...can't believe...I'm alive." she pants softly standing back up. "Ok, I need to get to the library." She trots off back towards her impromptu home unaware of all the eyes on her as she ghostly drifts through the town her armor eerily quiet as she walks.

The library was quick to get to unaware of her own increased height, now on par with Applejack in height maybe even a bit larger entering the library she can't help but smile toothily closing the library door behind her, "Ha who know it'd take getting turned into a monster and the usurping of Celestia to get me some alone time to study what I wanted to....and now I'm talking to myself....again." she huffs and gets to work searching starting in the M section for mystical artifacts she could have started under E for Elements of harmony but there was no way it was that easy.

Twilight had only been searching for a few moments when the front door was violently bucked in by an angry, snorting Applejack. Wood and splinters flying onto the floor from the cracked hinges, a large shard of wood missing Twilights head by scant inches. Before the farmer could enter she was beaten by a rage-filled polychromatic cyan blur. Before Twilight could blink, Rainbow got right in her face, the next moment Twilight felt a blow then pain, as she received a speeding hoof to the face. Her new helmet took most of the blow, but she still heard a small crack, not from her but from Rainbow sure Twilight now sported a nose bleed but it looked like Rainbow had actually cracked her hoof on Twilight and this was a weather mare she dealt with wild and normal weather those hooves should be pretty tough.

"Who the buck are you and what was that?! Tell me the truth...AJ here will Applebuck you till you do! Right AJ?". The Apple farmer had entered and simply nodded, answering with a stern "Eeyep".

She was quickly followed inside by a scared looking Fluttershy and a less poofy maned Pinkie Pie.

Twilight's anger flared for only a moment before her new eyes caught sight of the injured hoof, "You'll need that fixed." she stated calmly her horn glows and both mares ready to attack only to be instantly locked in place in Twilight's magic aura. "Relax you two I'm healing Rainbow just two seconds THEN you can beat the tar out of me," she comments not really sure what to say or do at the moment but she didn't want anyone but her hurt her basic healing spell was enough to fix a cracked hoof before releasing them from their music binds only to have both mares rocket towards Twilight ready for a fresh beat down only to have somepony step in

"WAIT!" came a sharp yell and a blue of yellow steps in the path of the two charging ponies only to have them come to a screeching halt. "Fluttershy move that their pony is in cahoots with that Nightmare she's gonna lie and do anything to win us over so we don't beat her senseless like we should!" came the gruff and angry tone of Applejack

"Yeah get out of the way Fluttershy so we can beat her to a pulp."

"No....NO! She has done nothing against us nor have either of you even let her speak other than when she FORCED you two still so she can heal Rainbow and she hasn't even taken care of herself." Fluttershy motioned the still bleeding nose of Twilights she gently cantered up to the mare and placed her hoof against Twilight's nose to stem the bleeding. "We just have to show her some kindness and maybe you'll be surprised. She may look scary but she may be really very sweet."

Twilight smiles feeling her face warm a little happy to be defended by this meek pegasus whom she just met showing her some...kindness, thinking on it she felt another tinge of warmth fill her chest as she pulls her head back gently lighting her horn again to stem the blood and heal it as well as clean the blood from Fluttershy's hoof. "Thanks, Fluttershy." she smiles softly careful not to show her new teeth ad she levitates the helmet off. "It's me Twilight."

"TWILIGHT!" came an outcry in unison from every mare in the room. Making the mare flinch Rainbow Dash and AJ glare again seeming ready to attack. But RD was vocal of the two first.

"So hat where you a spy, a traitor did you come here just to get back at Celestia."

"What no Celestia's my teacher I'd never do anything to hurt her if it could be helped and I'm the only one who KNEW she was coming it seems I honestly was beginning to think it was as Celestia said and just a tall tale before well I ran into the Mare herself... and it was either let this happen....or hope she's...HOPE she is merciful enough to spare me for turning her down...I kinda doubted the latter considering she attacked Celestia in the past."

"So...what yer saying is ya let yourself get hurt just to have a chance at savin the day...wow sugar cube that's pretty tough and brave....so what are you looking for ah wanna help anypony willing to go to risk their life for Equestria is good in mah book."

"AJ." Came Rainbow Dash still not trusting the mare before them was Twilight. "How can we believe her? She could be lying."

"Well, I plan on telling you what we need to find to defeat her that the Nightmare asked me to find. Twilight replied calmly, however internally she was beginning to feel the edges of her younger panic-filled days then again all day has practically been a ball of panic and worry.

"Ok...not saying I believe you but what are we looking for," Rainbow asked cautiously

"A book on the Elements of harmony those are what defeated her last and 'the queen' herself asked me to search for any information on them...ok asked is a strong word more like ordered." Twilight corrects trying to lighten the tone of the room With RD still on edge and the others minus Fluttershy where still on edge around Twilight. Suddenly Rarity bursts into the now broken door of the library.

"Girls Girls is Twiiiiiii um.....hmm I must say, darling, the new look while a bit frightening certainly suits you at least it makes you look dark and mysterious...why are do you look like that Twilight isn't it a bit early for...ah yes right I heard the booming voice from the Boutique. What is going on?!"Rarity shouts now refocusing drawing deadpan looks from most everyone but Pinkie who was now searching the library shelves and Twilight who looked shocked and surprised.

"Rarity you could tell this was me...well uh anyways long story short I sacrificed my body, because truthfully I don't think this can be undone, in hopes of gaining a bit of support from Nightmare Moon who you heard shouting I FELT her arrive and then the wave of magic I was running towards Canterlot practically on instinct until I ran muzzle first into her." she gasps and shudders softly remembering her rotten luck despite it just happening not too long ago she was still shaken. "We're looking for any information on the Elements of Harmony."

"The Elements of Harmony a reference guide." came Pinkies all to chipper voice bouncing over to Twilight with the Book on her head. "It was under Eeeeee~" she sing songs

"Well...ok go figure, of course, it's THAT easy." Twilight huffs remembering her earlier search in the wrong section. She levitates it over to her opening the book soon having the other gather around her.

"The Elements of Harmony ancient relics found by the regal sisters before the defeat of the maniacal chaos lord Discord. The elements of harmony are Kindness, Generosity, Laughter Honesty, and Loyalty. The final one is thought to be Magic however during the dark rebellion knowledge of the final element has been lost. The Elements of harmony last known location after the fall of Nightmare was in the now ruined Castel of the Two Sisters which resides in the now infamous Everfree forest."

Twilight can't help but turn pale as she finishes reading. "That's not good...Nightmare said she was heading there I need to get there as fast as I can." She drops the book and moves to run out the door only to be stopped by AJ.

"Now Listen here sugar cube we still don't fully trust ya plus the more ponies ya have with ya the safer that forest is less yer Fluttershy. We're coming with ya whether you like it or not."

"Hey, I don't want anypony getting hurt this is dangerous. I already was forced to change my very being for this I don't want anypony else having to do anything like that."

"Well it ain't yer choice it's ours and to be honest sugarcube now we've hurt ya and you've told us all of Equestria if not the world is depending on somepony stopping her so ya need all the help ya can get."

Twilight groans softly. "Fine, we don't have time to argue we need to get going. Anypony Staying behind stay here stay safe everyone else let's go I don't know where the ruins are but we need to hurry none the less least Nightmare finds them first."

Everypony nods in agreement as the now 6 strong group rushes out of the Library Twilight only stopping long enough to put back on the helmet who knows if she'd need this type of armor in the woods but better safe than sorry. With Rainbow Dash, Applejack and Twilight more or less all tied in the lead the other three right behind them as they make quick time to the edge of the dark foreboding forest. Screeching to a halt at its edge all the group shudders to enter one more so than the rest.

"Ah should'a known this was gonna be hard," AJ mutters.

"Applejack are you ok?" Twilight asks not wanting to force the Apple farmer to follow if she was already unsure despite her earlier commitment to helping. Twilight certainly wouldn't blame her.

"Honestly Twilight...no I'm not but ah gotta be true to mahself and what's right. Mah pa was....well let's just say he met the teeth of a Timberwolf and didn't make it outta the forest ah know this forest is dangerous it brings back bad memories fer me since me and bloom and Ma were with him." She didn't show it but her she was fighting back tears her voice wavering slightly before stiffening up. "But we've got ta save Equestria no matter the risk." AJ was the first to boldly enter the forest followed by the rest with Twilight lagging behind as she paused in reflection of the farm mare statement.

"Honest to herself and to others she's ether very brave or stubborn or both." Twilight chuckles softly feeling another pang of warmth was through her chest like earlier before wading into the dark forest full of danger and monsters of the night.

Author's Note

Sorry for the long delay I literally lost all of my stories if not for the fact I had posted the previous chapters already I'd be starting from scratch which would not have been fun still rewriting this has been interesting for sure trying to take it in a different direction than in the show. The next chapter hopefully shouldn't take near as long t do.

5 A Fate Changed

The forest was thick darker then even the night thanks to the thick branches and canopy of the summer leaves blocking even more of the full moons eerie and unnaturally bright light. Twilight made a note on the brightness wondering if deep down Nightmare had made the moon brighter somehow to feed the plants in it's light instead of the sun's rays. But that wasn't important right now.

Twilight catches back up with the front of the group, in case 'her queen' comes looking for her upon entry into the forest. "I'm a little glad you all came, even if only MAYBE two of you trust me." Twilight frowns she certainly was not happy she was beginning to think of these 5 as friends but now with all that's happened she was wondering if she'd lost that chance perhaps she really wasn't meant to have friends.

Pinkie seems to notice bounding up to the sulking mare, "Hey Twilight see I told you I'd see you later though I didn't know that doozie was gonna this. Come one think of it this way once this is all over you'll have the best Nightmare Night Costume ever."

Twilight can't help but smile a little, "Gee thanks now I know my scary appearance and altered body totally will not be out of place once a year." she laughs harshly. "Well, at least I'll fit in with the rest of the monsters."

"You know what I say I say you crack up at the creepies and the meanies just because you look different doesn't mean you are a different silly filly. I've dealt with meanies before just gotta laugh with them sometimes. I learned that the hard way." Pinkie just smiles before continuing not seeming any less chipper. "Besides AJ said you were very brave for letting yourself get changed like this come on and smile even when things look grim sometimes a smile and a laugh can make even the worst situations seem better. After all laughter the best medicine... well unless you've got feather flu and then I wonder how you got that cause normally only pegasi can get that but then I'd give you my Auntie Pie's home remedy then THAT'S the best medicine." She smiles leaving a now giggling Twilight behind as she bounds ahead into the dark forest.

"Laughter huh?" Twilight smiles feeling a bit better perhaps everything would work out and even if it didn't she'd just smile and know she did her best, perhaps that's all that can ever be asked. She smiles wider feeling another soothing warmth blossom across her chest. "She's strange but she knows how to make others smile even when things are dark."

The trek finally began to take it's toll after an hour into the forest from skidding down a cliff with the group since there was no quicker way down, and moving through a dark patch of forest Twilight was beginning o feel the strain of being awake all night so far as where the others. "If this keeps up we'll be dead on our hooves before we reach the ruins." Twilight sighs "

"We can't rest sugar cube you know that we gotta find those ruins and fast."

"Yeah...unless you're trying to stall us!" Came a rather threatening tone from Rainbow Dash.

"Oh Dash be nice she looks exhausted beside all of us are too nopony is used to staying up this late."Fluttershy tried to defend Twilight though unsuccessfully as Dash cries out in response "Yeah well miss creature of the night over there should be fine so let's get going!"

A sharp snarl rips through the tension around the group 8 pairs of glowing yellow eyes form a semi-circle around the group the telltale smell of rotten plant causing the girls to lock up, Rarity is the first to react she grabs pinkie pie and in a scene not fitting of the dire situation they now all found themselves in she shakes the mare as a few cupcake and other teats suddenly drop to the ground. "Sorry Pinkie." is all she says in a clear rush as she magics up the food and then bites her lip as her magic flares a sharp razor like slash runs across her leg a crimson stream of reading mars her pristine white coat she whimpers slightly as she coats the confectionary treats in the dripping red before tossing them into the pack of Timberwolves.

The pack indeed is distracted running after the scent of fresh blood Rarity encasing her leg in an aura to prevent her injury from making the wolves come back to them. As the 8 wolves run after the blood-soaked goodies the girls run fast and far deeper into the forest until they nearly run themselves off a canyon...filled with fog and mist and low hanging clouds it is nearly the end of them if not for Twilight grabbing several ponies in her own magic to prevent them all from falling from the edge.

"Rarity." Twilight pants looking to the now even paler white unicorn.

"Hmm yes, Darling?" She says shakily and weakly panting.

"Twilight walks over grabbing the leg in her magic using her healing magic as best she can to close the wound. "Thank you....you saved us...but your coat...your body this cut will leave a scar even with my efforts and you'll be woozy from blood loss...I....why did you do that?"

"I'm willing to sacrifice whatever I need to to help others...besides a Lady's beauty is not just skin and fur-deep," she says with faux conviction but clearly not pleased with the idea of a scar.

"Rarity that was beyond generous...and brave....and to be honest a little stupid."

Rarity just chuckles a bit. "Oh don't worry about me I'm a big mare a little blood loss won't stop me from helping you save the day." Pinkie soon trots over with a cupcake in tow. "Rarity eat this...I know you took some of my stashes to save us but here have the last one you'll need it if you don't wanna faint." The Pink mare's mane oddly deflated again

"Pinkie I would never take your last treat if I could help it no darling you keep it I'll find just give me a few moments to rest I'll be fine."

"Rarity Pinkie right takes the cupcake and rest a little...we're actually almost to the ruins," Twilight said motioning her head across the canyon indeed within view was the ruins of the castle of the two sisters a broken bridge all that remains between them and the ruins was a disheveled broken bridge.

Rarity reluctantly takes the cupcake eating the confectionary treat letting Pinkie's mane oddly pop back into shape Twilight wondered how she did that but right now it didn't matter."

"Ok Dash I'm tending to Rarity would you please go fix the bridge and be careful we're close to my majesties castle so be on your best behavior around our new queen," Twilight said before sighing as she gains many concerned looks sending everyone a silent magic message.

'I'm acting remember I have to play the part of her legate and you all are my recruit before our mighty queen yes that was sarcasm so let's not all get caught before we have even a small chance to look for the elements of harmony. So please...please trust me long enough to get us through this then you can hate me all you want Dash.'

Dash seems to glare only a moment before saluting and diving off into the cloudy abyss before a few moments pass and she fixes the bridge on the other side.

"One Bridge fixed Legate." She salutes again.

Twilight just nods before standing up. "Rarity is healed, how are you feeling?"

"I..I'm much better now not as woozy that cupcake really helped."

"Well, of course, it's like when you give blood a quick snack can make you feel even just a little better until you recover," Pinkie says matter of factly.

"Come on we are keeping the Queen waiting." Twilight gestured to the bridge beginning to head across it as the group crosses the bridge towards the ruins entering the large room past the ruined craggy stairs and into the still smoldering ruined door clearly blasted apart by a magical force.

"Ah, I see you found some recruits very good my Legate." The dark mist once more appears and congeals before Twilight and the others Fluttershy squeaks and bows in a rush hiding behind her mane from the large mare the other follow suit even Rainbow dash though she is the last to bow outside of Twilight whom stays standing through her eyes lock on the still standing mare with anger and concern.

"Report your findings Legate...and next time be sure to join your comrades in bowing to me or you will be punished."

"Of course my queen I simply did not to expedite my report on the locations of the Elements of harmony."

"Hmm very good it seems you have discovered their location but I do not see them present did I not say to bring them to me? Yet I do not see the former gems of harmony only ponies you recruited."

"Of course my queen you also said should I be unable to retrieve them come find you. I have discovered the former location of the elements of harmony, however, I don't know their exact location, however, I did find they were last located here, however, I suspect that my former teacher would not be foolish enough to leave them here. That leaves Canterlot as the most likely location to hide them and keep them safe. You being the ruler now will be freely able to access anything in the former capital. Not to be presumptuous but I would suggest you search there. Me and my new recruits can scour this castle for any remains of them."

"Hmm, you make a valid argument Celestia was wise enough to surrender to me so our fight would not harm her, now my, precious subjects. I will take your advice...very well Legate scours the ruins for the Elements should you find them destroy them!" she snarled before turning to dark mist once more and flying from the ruins after several moments a sigh of relieving erupts from everypony in the room."

"Twilight remind me never to play poker with you," Rainbow said

"Yeah sugar cube I know lying isn't a good thing to be good at but I sure as shoot am glad you managed to get her away from here."

"Well that's just it I didn't Lie....exactly I mean we all know the elements are here but she doesn't I just told her I didn't know exactly where they where and what they where here last and that it would be silly to assume that Celestia left them here...but that's the thing this is a big gamble 50/50 either I was right and the elements are in Canterlot and I just ruined everything or they are here and just saved us...I'm sorry I hope I guessed right."

"It's ok you did the best you could given the circumstances we couldn't rightly search the ruins for them with that...thing breathing down our neck. Now come on girls we need to find these elements."

The girls scoured the ruins until several minutes later they found a planetarium like a statue on each long rusted armature and pedestal rested a stone with the gem like symbols on them. Fluttershy, Rainbow, Rarity, and Twilight all move the orbs down to the ground.

"The book said the 6th element was lost but how is that possible the others are all here where is the 6th."

"Back in my day dear Legate you needed to form a spark of the 5 together to bring forth the 6th." a dark chuckle fills the room as once more the dark Queen of the night takes shape before the mares this time however they all stand at the ready.

"Don't just stand there you fools destroy them as I commanded and you all will be heavily rewarded."

"Hey, Twilight...think you can spark those suckers cause." Rainbow rushes headlong a blur of rainbow and cyan missile ramming into Nightmare knocking the air out of both.

"You're not gonna take over Equestria nor are you gonna hurt my friends I should never have doubted Twilight just because of what you did to her from now on she'll always have me at her back and side I'll never leave her or Ponyville or Equestria hanging now come on and fight me you..." Rainbow didn't get to finish the sentence with a blast of magic strikes all the mares away from the elements of harmony slamming them all into the far wall of the ruined wing of the castle.

"You fools I could have given you power and position you've dreamed of and beyond you could have been my royal guards answering only to me and now after I destroy these elements you will be made my servants and playthings!" Nightmare Moon rears up to smash the elements of harmony only for Twilight to suddenly teleport between her and them conjuring a shield that makes her armor-clad hooves bounce off.

"What is this. Teleportation...my my, impressive you would have been a fine student of mine I was going to teach you so much of my magic but now...now you won't last the night." Nightmare's horn begins to charge sickly blue and black lightning like magic arcs on her horn but Twilight's horn charges as well embuing the elements with magic before teleporting away the elements glow bright and thrum with energy.

"No...nooo!" but the charge stops and sputters out. "Hahaha fool you need all 6..and now." This time her hooves come down smashing the elements apart into shards. "Now you have no hope...surrender and I may be merciful. "

Twilight feels shattered..she failed...sure she had been taught failure wasn't bad but this..this was worse then failure this was defeat.

"Ha, what are you gonna do you, big meanie! So what if you're gonna capture us or make us servants you'll never take our smiles and laughter!" Pinkie pie shouted in defiance

"Yeah, you'll have ta muzzle us to keep us from hollering the truth to any pony who'll listen!" Applejack shouted next

"Face it Nightmare you may have destroyed those element things but you'll never win somepony will always stand up to you because they are loyal to their friends and family protecting them from you!"

"Yeah..you..um big meanie you may be mean and cruel but small acts of kindness can undo even the vilest acts with time and care."

"That goes for generosity to giving our time, blood, money, body, soul and life if need be to stop you and help those around us we'll stand up to you no matter what you do!"

Nightmare cackles, "That's why you all will perish before me tonight without those elements you 6 are just annoying obstacles."

A spark...a light a warmth and surge of power filled Twilight's chest. "That's where you're wrong Nightmare...the elements aren't gone...they are right here!" The ruined stones begin to glow.

"Fluttershy showed me nothing but kindness even when the others thought I was your minion and stood up to you and your threats she's the element of kindness." A green glow fuses with Fluttershy as the gems encircle her in a bright light protecting her in a barrier of green magic

"What...no I destroyed them!" Shouted Nightmare her horn charges blasting At Twilight only for a shield of magic to dissipate it.

"You're wrong the elements aren't just rocks they are their bearers and they all are here right now. Applejack when she was honest to herself and to us about her fear of the woods and yet strove to stop you and help us..and threatening to tell anyone who'll listen about you she's Honesty!" Red gems glow and surround her just like Fluttershy

"Pinkie helped me smile even when things looked down and I felt awful and trapped because I let myself get turned into this Umbra just to fool you. Even in the end here she's more than willing to make us smile and keep our spirits high even in the face of danger she's laughter!" Pink gems and lights shimmer around pinkie guarding her as well

"Rarity sacrificed her body and beauty scaring herself and giving her own blood to distract a pack of timberwolves and even now she threatens you with her generosity!" white gems join the color rainbow filling the room's glow of magic

"Rainbow Dash is Loyalty the hardest element to earn but once you earn Loyalty it's there forever. Rainbow didn't trust me at first even attacked me but once I showed I was trustworthy she stood by my side attacking you and protecting us giving us time to get the elements and still she stands by our side even as you threaten us!" Blue gems finally join the glow

"But you're missing the last element you can't stop me without it!" Nightmare Shrieked in fury.

"That's where you're wrong again Nightmare...you see All through the night I've been feeling more and more connected to these 5 ponies and I hope them to me together we all came together to stop you that formed a bond..a connection a spark and with that, the final element is reviled...Magic!" Twilight's chest glows brighter a star similar in shape to her cutie mark glows brightly it's indigo and violet glow shines as Twilight's eyes turn white with power and energy. The 6 mares float up into the air as the elements all work together before a blast of all the colors combines together barreling down on Nightmare moon a loud shriek and roar of "NOOOOOOOOOOOO!" fills the air but that is not all who is shrieking Twilight too is crying out in pain and agony.

The element of magic was destroyed completely 1000 years ago upon the banishment of Nightmare moon the battle between Her and Celestia cracked the star element and when it was used by one pony forcing them all to work the power and forcing it to work was to much for the element and it shattered while the others went dormant. As Twilight had said the elements are embodied in the 6 mares but in Twilight it was truer than ever. With the element destroyed Twilight and the element became almost one and the same so Twilight was channeling the worlds strongest magic through her very being from the others through her as a focal point and down onto Nightmare, it was not pleasant.

As the magic built and built and builts a the elements stop channeling on Nightmare their job done but the brightness builds and builds bright as the sun itself before a huge explosion of energy rips through the ruins. The magic ignites the mossy stone, the force kicks up dirt and blasts the 6 mares apart from one another sending Twilight careening towards where Nightmare had stood while the others collapsed onto the ground the intense magic drawing in the wild weather of the forest mixing together dust, smoke and now fog and cloud together to form a sickly smokescreen as the silence of the night finally filters back in leaving 7 mares all collapsed on the ruined floor of the castle. None were awake to notice the sun rising.

Author's Note

It took FOREVER to think up a section for Rarity I mean really I like Steven he's amazingly flamboyant. But with Nightmare moon out to play I figured just like the day grew dark the story should too. I KNOW it should have been more difficult for her to willingly hurt herself but I figured the heat of the moment would help with that. Otherwise, I liked the idea.

6 A Happy Ending and A New Beginning

Celestia couldn't be more proud of her little ponies especially Twilight she knew it was a, in hoof ball terms, Hail Mary pass so to speak. Twilight succeding was her best and only hope she knew she had to surrender lest what happened to their old home happen to Canterlot and the magic that held the city on the mountain while powerful could still be undone by two alicorns clashing no doubt. She was made aware of her time on the moon it was...horrid she hoped that Luna, should she be back to her old self, did not experience that torture. The silence the darkness not being aware of anything but your own thoughts and nothing else. She raced towards the old castle ruins joining the raising of the sun as in brightens he gloomy forest however her hopes are replaced with worry as the sight of the clouded wing where she had left the elements all those years ago. She couldn't get there fast enough as she landed in the wing amongst the bodies of 5 mares none of whom where Twilight. Her horn lights up with sorry scanning the laying forms before her relief filling her system as they 5 she can see register as alive extending the magic to fill the room the others register as alive as well but she wasn't using a spell more advanced then discovering if they were alive or not.

"Well, at least everypony is ok." The Solar monarch, hopeful Diarch soon, sighed with relief.

Groans of soreness erupt from the 5 mares before Celestia as they all jostle awake slowly Rainbow the first to speak. "Anypony get the name of the carriage that ran me over?"

"Shhh, darling not so loud I feel almost as bad as a hangover." Rarity wobbly stands up looking herself over groggily she jolts more awake noticing her scared injury was no more. "Oh, my word girls the elements healed my wound perfectly!"

"Huh, whu." AJ joining the land of the living also wakes up looking over the Rarity who was flailing her formerly scared and bloodied leg about yet it was pristine and white not even a hint of her self-inflicted wound. "Well Aye'll be...though I guess that makes up for the huge amount of soreness ah feel if it can fix stuff like that no problem."

"Indeed my little ponies the elements are powerful artifacts...please time is of the essence are the elements the cause of this fog and smoke or did Nightmare attack you once more after you used the elements on her?"Celestia interrupted warmly but with concern evident in her voice

The rest of the mares practically shoot to attention sore or not the Princess was here..which means they succeeded. "Nope that big meanie pants ate rainbow to the face...well not rainbow exactly though Rainbow did tackle her earlier before we all got blasted...but well big meanie did still take a giant laser of friendship to the face!"

"Yes well that meanie used to be my sister long ago I hope she is ok not that she didn't need a...as you put it a Giant laser of friendship to the face." she mildly chuckles at the bearer of laughter's antics she certainly earned her place as the bearer.

A collective gasp rips through the moment of silence after Celestia's chuckle. "Your sister!" came a collective cry.

"Yes now, where is my student and sister I do not see them, "Celestia asked once more still heavy with worry for her sister and her student

Elsewhere in the fog not long after Celestia's question, the Princess of the Moon stirs awake her mind clearing of a dense dark fog her mind and faculties returning to her slowly. Memories and flashes of being the Nightmare, of being trapped in the moon flashed in her mind memories of the vile Nightmare she was trapped as and some of the many deeds she had done. She had ripped apart the stars themselves to form monsters to fight her sister. She stole the stars she knew she had no right to them now for her misdeeds a fitting punishment for her actions atop the 1000 year imprisonment. Her vision no longer blurred lifted her head to look around only to land on a black starry expanse rippling gently in a non-existent breeze her mind only registered that and that alone as a shrill blood-curdling shriek of terror erupts from her throat as she bolts, sorely, upright before dashing away from the starry mane such a mane could only belong to the Nightmare the elements must have separated her from Luna. Her terrified gallop didn't last long as she plowed muzzle long into a wall of alabaster fur who didn't even budge despite the shoulder height alicorn smashing into her it was the smaller alicorn that found herself sprawled on the floor before the elements and her sister before cowering like a young foal now between a rock and a hard place.

"Luna..dear sister I don't mean you harm...I want my sister back...can we please be friends and family again I miss my sister." Celestia said tearily lost in the sight of her sister to fully register that her sister's terror was not just for Celestia.

"S..sister....yes if you'll forgive my misdeeds but now is not the time for thou and all these ponies are in danger tis Nightmare the elements separated her and us. We awoke to find her next to me...we're sorry we reacted so poorly but we shall not befall that vile creature foul whispers again. "

Celestia's face goes from happy and joy to stern and ready to fight as she moves in front of the smaller Alicorn princess blocking her and the other behind her spreading her huge white wings wide as if forming a wall between her and her ponies and sister.

"Wait for Princess..where's Twilight...she's..not over by Nightmare moon is she?" Asked a worried Rarity.

"I don't know Rarity if she is I can only hope she wakes first and joins us before Nightmare awakes, "Celestia answered she too feeling just as worried for her student

"Hey why don't we clear the fog and smoke and dust?" asked Rainbow. "That way we can see where there are."

"A brilliant idea but not right now I fear if Nightmare is awake and not near Twilight it would give her a view on my student and your friend and risk her life."Celestia gently smiles to reaffirm Dash's suggestion

"Yeah but...of course princess," Rainbow said dejectedly she wanted to go save Twilight after all she had a lot to make up for after tonight's mistreatment but the princess was right she had to cool her flared anger down or she'd risk the friend she was trying to save.

As the others wait for any sign of moment or sound Twilight awakes, her body in intense pain worse then she's ever felt her back felt as if it had been torn open her legs felt like they'd be bruised if not broken and healed, a feat she has felt once when training with Shining on her self-defense classes both her family and Celestia wanted her to take. Every part of her felt alight with pain her mind hurt with fire and agony she just croaked out in pitiful whimpering pain wanting it to stop she tries to stand but doing so brings the pain alight with even greater ferocity her stomach churns and roils before she vomits all over the ground from how intense the pain was. "I..I wish it'd stop." was all she croaked out before collapsing again. Her magic new and old obliged her command when she would awake again only the faint memory of the pain would remain.

The others would hear the sound of movment...soon followed by the very unpleasant sound of somepony becoming violently ill and then a collapse. Celestia couldn't hold herself back if that was her student she sounded in pain or in danger..if that was Nightmare it would prove to be key to sealing her away for good where she could harm no pony ever again. With a great THOOM, her wings flap forward clearing the cloud...only for everyponys jaw to drop as the view cleared. There weren't two ponies there...just one a very familiar looking alicorn.

Twilight was still discolored as an umbra pony her size was just as large as Princess Cadance who stood perhaps just an inch or two taller than AJ large purple wings drooped and splayed out across the floor her body covered in sweat from the intense pain she had felt though now she rested peacefully. Besides her clear change into an Alicorn, another very prominent feature was a white star shape emblazoned on her chest and her already waving etherial starry mane.

"It....canot be." Celestia breathed in disbelief. She began to walk closer no longer on guard as she walked over to the unconscious mare her magic shaking the mare gently. Only receiving a disgruntled grunt of displeasure.

"5 more minutes I feel....terrible." Twilight coughs trying to dislodge the taste of bile from her mouth. Her head still fogged from the pain and with how adrenalin fueled the night before was it was rather reasonable for the mare to assume it had been a fever dream.

"Twilight....are you...still you?" Celestia asked voice tinged with worry and dread wondering if the Nightmare had infested her precious student and somehow turned her into an Alicorn.

Twilight's wings twitch as she frowns, "Celestia what are you doing in my room I thought I had time off....can I please sleep in for once."

Celestia sighs softly smiling ever so slightly this was a good sign so far but she pressed on. "I'm sorry Twilight I have dire need of your help just for a moment before you may go to bed...is that reasonable?"

Twilight weakly nods before turning to look at Celestia her eyes were no longer their sharp lavender color now they gleamed with a deep dark blue like that of the night sky it was stunning. "What do you need Princess?"

"What do you remember before passing out did the elements do this to you or was it Nightmare?" Celestia asked unsure of what to do with either answer but she needed to know

"Wait...that..wasn't a dream...wait." she bolts upright nearly smacking into Celestia her new wings flare out dramatically showing off their already impressive size certainly on par with Fluttershy's larger wings instead of Rainbow's smaller yet more powerful wings.

"Yes My student you succeded my sister is free of Nightmare's grasp because of you...now tell me did Nightmare get to you?" So far she behaved not too different than her Student but Celestia had to be sure.

Twilight frowns, "Oh...yeah...she did I'm sorry Princess I didn't want to become an Umbra as she called it but I...I didn't know what else to do to make sure I didn't get hurt I figured if I...lied and said you banished me from Canterlot she might spare me...and she did but I had to let her turn me into well..this." Twilight unaware of her changes yet but as she looks over herself she gasps in surprise. "That armor is gone." she looks back to her formerly griffin-like tail tuft only to be greeted with an ethereal tail whipping about gently in a non-existent breeze and her large feathery wings. Not even the forest life outside and nature could break the sudden awkward silence that filled the room everyone waiting to see how Twilight would react.

It hit Twilight like a ton of bricks her old memories her old desires the memory of how she felt connected to the stars how last night when the stars moved to free Nightmare it felt wrong, somehow she knew now that that is what had made her felt so wrong almost violated. Memories of her bursts of earth pony like strength or her magical flare at a young age. It all made sense, was she always an alicorn was this going to happen even if she didn't use the elements. No wait...when she used the elements she felt..all this she remembered now her transformation it hurt...so did channeling magic leagues more powerful then even Celestia's own through her body hurt too.

"Celestia....." Twilight said with an eerie calm to her voice. "I think the elements did this....I'm...gonna pass out now." She said wearily before collapsing in a heavy thump to overwhelmed by it all

Celestia sighed in mild relief. She too had seen the signs of Twilight's Alicorn nature through the years she thought that one-day Twilight would prove worth and ascend a task Starswirl said was indeed possible he even told her he had been working on a spell should it succeed would do just that. Though he was always vague about it and it never came to be before he simply vanished. "She'll be ok...she'll just be dealing with her...changes...I knew she was gifted and would possibly be an alicorn one day....but this...and so soon she still has so much to learn." She began to speak mainly to herself with worry over her student..no fellow alicorn now.

The other gather around their passed out friend despite the unpleasant scent of the poor ponies emptied stomach still in the air. Celestia used her magic to clean her student and the area around her helping ease some of the tension. Even Princess Luna grew worried for the mare before her..were it not for her she would still be lost to the nightmare...yet she couldn't help but mildly fear the newly christened alicorn. the starry mane brought back memories of Nightmare. "S...Sister...thou art sure she is not Nightmare her mane is very similar."

"Yes, I am sure after all my mane has behaved like that since.....well..that night." Celestia frowns reflecting on the sad past 1000 years. Luna joining in the frown mostly at her own self for bringing up something from that night a night both rulers would be more than happy to forget.

"Princess...why is Twi an Alicorn like you two..if it's cause of the elements how come none of us are Alicorns now?" AJ asked

"Well, I think it's cause we don't have princess powers but that'd be silly." Pinkie declared.

"Actually Pinkie that is not far from the truth. Ever since she gained her cutie mark I have seen and felt hints of greater power within my fair student I knew one day she'd be ready to take on a lost and unfinished spell of an old friend of mine's and join me my sister and Cadence as Alicorns."Celestia answered

"Sister tis another Alicorn besides us..what have we missed this past 1000 years?"Luna asked with wide wonder, another alicorn besides the one before her what has happened

"Plenty dear sister I'm sure your niece will be happy to meet her aunt I have told her much about you," Celestia answered with a soft knowing smile very sure the news would shock her sister

"Sister...thee had a daughter...in the day thee thought courting was...beneath thee."Indeed the shock struck the lunar princess with great surprise

"You are not wrong dear sister but...I lost you for 1000 years...I don't think I could have done it alone."Celestia sighed with sadness very evident in her voice and body.

"We're sorry we left you."Luna tried to soothe her sister's sadness a sadness she caused.

"And I'm sorry I sent you away...did you know I sang the moon a lullaby every night for the first 100 years....now I just do it once a year..whenever the summer sun festival arrives," Celestia answered with mild hope tinging her voice hoping her sister knew of the lullaby it was a silly hope but one she wanted nothing more than to be true.

"We'd love to hear it sometime dear sister but now we're sure our.....thine subjects are wondering where thee are, "Luna replied shattering the small hope but rekindling it anew with the desire to have it sung to her

"Sister they are our subjects you may have been gone long and it may take time but your place is always by my side. The moon is yours once again."Celestia smiles more than happy to have her sister by her side.

"I'm...sorry to break the moment your highness's but what about Twilight she's still unconscious...should we wait for her to wake up?" Asked Rarity

"No I shall wake her up she just needed a moment or two to rest, "Celestia answered snapping away from her sister to her fallen student.

The solar princess gently shakes the resting alicorn who groans once more awake. "Princess....please tell me being an alicorn was a dream."Twilight groans, not that she wasn't happy this was a fillyhood dream come true basically she would never admit it openly right now but she was FAR from ready to be a ruler or an alicorn and she only JUST got through being a leader tonight and she half thought that was sheer luck.

"Sorry my student it was not...I'm sorry...but fear not you will not be thrust into princesshood should you not wish it, "Celestia answered, truly meaning if she had known this was a possibility but she thought it as far down the line she would not rush her student into this accelerated fate.

"Sister you can't be serious her mane alone tells that she is the new keeper of the stars let alone her cutie mark I am surprised it was not obvious she was destined for this fate just by her cutie mark alone."Luna barked with worry

"Why...what does my cutie mark mean? I thought you said it was magic." Twilight said concerned and worried she had been misreading her cutie mark ever since she got it.

"As I told you the day you got it. It means magic...you cutie mark is the same shape and color the element of magic was so long ago and surrounded by stars well you have certainly had the symbols for magic aplenty on your mark it truly is no wonder you are the bearer of magic just as my sister once was so long ago."

"But we violated its use when we became Nightmare..we have much to answer for."Luna wilted in memory of her misdeeds

"And you have already paid your due dear sister it is time to move on Equestria will remember today as the day the Elements of harmony where used to return the Lunar princess back to my side." Celestia smiles nuzzling the smaller Alicorn.

"But my answer remains the same should I need to I have moved the moon and stars for 1000 years I can do so until she is ready. So do not fear if you want your new transformation will not leave these walls until you are ready to share it."Celestia continues

Twilight pauses then nod. "I'd like that I...don't think I'm ready for the attention this would bring...I know all the attention you and Cadence get for being royalty and with you both being princess's if ponies saw me as an alicorn I'd no doubt be thought of as a princess...I...I need time to think about this and what to do."

Celestia's horn glows wrapping Twilight in a golden aura much like before when Luna's magic morphed her a pleasant soothing magic ran through her before the old Twilight, strange how just a few hours could change her very being not once...but twice, the smaller unicorn looked no different then she had the start of the night.

"I have one final task for you my student before me and my sister leave I ask you discover how to do this on your own it is a magic spell Me and Cadence both use plentifully for relaxation, Luna too can do it though it has been some time since she has done so. Now come along I'm sure the town of Ponyville awaits. Celestia smiles before beginning to leave with her sister alongside her

"Wait...we save the day, saved the princess, Twilight became an Alicorn, which is secret don't worry I won't tell anypony who isn't here unless you say I can cross my heart hope to fly stick a cupcake in my eye." Pinkie pauses doing the motions of a strange promise gesture. "And we all got super cool mystic artifact thingies...you know what this calls for A PARTY!" with that Pinkie practically vanishes only a small cloud of pink dust remains where she once stood in the same shape as her before it disappeared.

"Welp we'd better hurry for Pinkie winds up inviting all of Equestria to the party she's setting up." Came AJ not too bothered by the very strange antics that were just displayed.

"Pinkie is so weird sometimes." bemoaned Rainbow Dash. "Yeah let's go come on." With a collective agreement, the group left to the ruined castle and headed back to ponyville proper.

It took far less time to exit the forest then it did to wade through it the first time and now without fear of any predators in the forest like the Timberwolves. Along the way, the small group of now firm friend begins to chat.

"Darling I know you are not exactly a princess and all but I don't suppose I can ask to design a little something for you when we things all settle down, princess or not the chance to design something for a princess is practically a dream come true."

Twilight giggles lightly the tension of the night's events finally lifting though that means her body is beginning to grow weary though she has had many late night study sessions this adventure-filled night, however, was definitely gonna leave her drained and dead on her hooves. Or so she thought despite all the running and vast amounts of magic spent in the last fight plus having her body felt like it was torn into and apart by magic should leave her drained yet she still felt peppy at least somewhat.

"Yes Rarity you can make me something....actually...what will you make I...don't know much about a lot of you...I know Rainbow is the Town's weather mare."

"ANNNND Number one flier hooves down." Came a boatsful outcry from Rainbow in response

"Applejack is a Farmer, But I don't know about the rest of you."Twilight continues to feel a bit silly for not knowing much about her new friends

"Well yeah, mah family's been farmin in Ponyville since it started."Applejack answered.

Celestia smiles softly. "How is Apple Smith doing she is still around right?"

"Well Shoot that's right you knew my granny when she was a youngin yeah she's still round."AJ smiles up to the Princess.

"Pinkie is our Resident party mare and baker she works at Sugar cube corner if you want a baked good that's the place to go."Rarity says

"I'm...actually more of a candy mare but I won't turn down a baked good like doughnuts....mmm." Twilight smiles feeling a bit peckish for breakfast.

"I'm the Town fashionista if it's clothes you want I can make it I also dabble a bit in jewelry but I'm much more talented when it comes to making an ensemble. "Rarity beamed with clear pride

"Oh that sounds lovely I'm sure a dress from you will be stunning Rarity." Twilight smiles looking to Fluttershy the only mare who's profession hasn't been mentioned.

"Oh...um I'm sorta have a few jobs I um..kinda have an animal sanctuary around my cottage and oh um I pet sit a lot as well as offer pets to ponies who want them. I um..would like to be a vet but um I'm so busy taking care of all the animals I don't have time."

"Well shoot Fluttershy I think you're just as good as Doctor Fauna, after all, you take care of Harry and all them....not to mention Manny!"

"Manny?" Twilight asks confused "And Harry who...or what are they?"

"Oh...um Harry is a brown bear but he's such a sweetheart he loves hugs...but the poor thing has back aches a lot I have to be a chiropractor for him a lot to help him out. And Manny is a lovely little Manticore poor thing had a thorn stuck in his paw I met him just a week ago though so he's new to my little group of animal friends."Fluttershy spoke sweetly about the duo

"Thou hast befriended a Manticore thou surely jests?" Asked Luna even Twilight and Celestia look stunned at the small demur mare.

"Oh um no I'm sorry was I not being serious...oh um I'm sorry."Fluttershy squeaked hiding behind her mane

"No, no dear Fluttershy it is just surprising to hear most would...run in terror from a manticore not befriend it," Celestia answered diplomatically though she too found it hard to believe.

"Oh...he's just a sweet little kitty once you get to know him. Though he prefers to hang out in the forest unlike Harry I still think he likes to play tough like somepony else I know."Fluttershy smiles knowingly towards Rainbow Dash who just ignores the comment or doesn't notice.

"Fluttershy...thou willingly allow a predator to eat meat near you? What has passed these millennium ponies used to nearly faint at the thought of griffons and dragons eating them yet now thou lives with several predators as if they were no more then pets."

"Oh it's no big deal it's just my talent is all though um...big dragons scare me still, "Fluttershy said shyly

"And besides even Fluttershy eats some fish now and then with Harry or her otters or things like that." Rainbow Dash says nonchalantly and she's like the sweetest pony you'll ever meet...well she did get the element of kindness."

"Ah, another one of my old elements in the past I bore magic, kindness, and laughter while Tia bore Honesty generosity and loyalty...we both failed our elements after we defeated...him and began to rule Equestria."Luna reminisced

"It's ok sister I'm sorry I failed you...if I had seen your displeasure sooner," Celestia said nuzzling the younger alicorn once more. Celestia tried to defend and cheer her sister up truly still blaming herself not her sister

"You are not to blame we were the only one at fault."While Luna also only blamed herself and not her sister.

"Well, today is supposed to be a happy day Princess's enough reminiscing on the past, Speaking of Twilight darling you were staying until the summer sun festival finished...right?"

Twilight screeches to a halt looking shocked, "Oh.....right." she frowns looking sad, "I'm only here for the festival...I forgot...heh it's funny really I already kinda thought I was heading home I guess I have to go back to Canterlot don't I...especially now?" she looks to her back where the wings would be.

"No Twilight had today gone any other way, had you remained a unicorn, had Nightmare not returned I had...hopped you would finally make friends instead of just...barly acquaintances whom you spend time with because you felt you had to. I was going to suggest you stay here in Ponyville and learn the magic of friendship..after all your friendship saved my sister...and turned you into an alicorn Twilight but while that is still something you can do I'd ask you to write to me and or my sister any time you wish should you wish to report on friendship or want to ask us something about your new form. Ponyville's library is yours I had planned to give it to you as a gift think of it as a...graduation present I had no more I could teach you that wasn't better learned on your own...now is different but I could not take my student away from her friends let along the saviors of Equestria." she smiles knowingly

OH thank you thank you...wait what about my family or my Canterlot friends?"

"Oh you think of them as your friends now too do you...well I have it on good authority that one of your friends is moving here as well so I'm sure those friends of yours will visit often as for your family I will inform them of your move personally so fret not enjoy today you've earned it." Celestia smiles as they broke free of the forest into the edge of town the huge cheer of ponies was almost deafening a huge crowd of ponies stand not far from the edge of the forest cheering many ponies holding banners, somehow made in the few minutes of them traveling through the forest, reading. 'Hooray for saving the day and the princess!'

The pink pony responsible for the whole thing bouncing in place with glee many ponies looking surprised by the appearance of the group of ponies not to mention 2 princesses one of whom no pony really knew. "Lookie lookie see I wasn't fibbing. We saved two princess's when we beat that nasty nightmare."

The party kicked off with a bang the two princesses showered in attention and celebration surrounded by most of the town's ponies while the 6 heroes of the night were only mildly celebrated though none of them minded their deeds were going to be immortalized though none of them knew that yet.

Twilight, however, was lost in thought, so much had happened this night, what was she going to do with her life, first becoming that...Umbral then on an adventure THEN waking up as an Alicorn it was just so crazy she felt as if any moment she'd wake up from this dream sure with a happy ending but a dream for sure.

HER...an ALICORN she'd..always wanted this she knew deep down that thought was true ever since she first say Celestia perform all those years ago some part of her wanted all this..so this couldn't be real...could it? She was given her answer as she was jarred out of her mind by a playful shove finding Rarity next to her Twilight couldn't help but smile.

"Bit for your thoughts dear you look particularly..lost I suppose." Rarity said trying to bring some small comfort to her new friend.

Twilight sighs. "If I didn't know better from all the pain this evening I'd honestly say this was a dream...I mean everything that happened just seems so unreal.....and..well there's the whole." Twilight vaguely waves towards her sides where the wings had been. "It's all a bit much is all."

Rarity nods smiling as she gently nudges Twilight again. "I agree darling but if this is a dream I'm having it too and I say it's quite smashing..but you must need the most time to deal with everything...you sacrificed a lot and lead us to victory even if some of us doubted you if anypony deserved..what happened it's you, darling. Oh, that reminds me have you informed your little Spikie of the news~"

Twilight locks up looking panicked, "Oh no I totally forgot about Spike...Rarity I'll be right back I need to go to the library."

Rarity gives a small smile, "I'm sure...oh right Rainbow and AJ DID break in the door..yes perhaps it is a good idea to go check in on him me and the girls will all be here when you get back...oh that reminds me any luck cracking the Princess's riddle...the spell one."

Twilight pauses a bit to think on an answer, "Well...sort of I think I have a feel for it. It's strange I'll try and figure it out before I get back."

Rarity nods letting Twilight gallop off, thanks to the crowd and party it took Twilight 5 whole minutes to even break the party crowd as fast, and politely, as she could. Thankfully one free she was able to make it home after a minute long heavy trot.

She found herself investigating the shattered door the remains of the door propped up against a now disheveled bookcase wood splinters all around the hinges utterly torn from the frame save one limply hanging on the door by one stubborn screw. Twilight unleashes a heavy sigh before chuckling lightly.

"Spike if you would sleep through this I'm so going to tease you any time you complain about me being too noisy in the night." Twilight then smiled...an evil idea forming in her head. perhaps she could test her theory and wake up Spike in an...fun way it was a bit mean but he did leave her to get socked in the nose without even waking up. Oh...revenge was in order.

Her horn lights up the door moving from the shelf the books resorting onto the shelf and the door reattaching itself as her, now blue, the magic fades she felt herself chuckle the night blue color...felt more her than her old Lavander aura though it would be missed she felt like this is what belonged.

"Time to wake up Spike." she smiled her horn glowing again remembering the feel of the spell the effects of it as it had been cast on her. Her body tingled and shimmered she felt...no saw black and white sand.

'Was it sand?' She wondered in her head as it seems to spill from her and ripple over her. Her eyes tickle making her blink and in an instant after it's all over. Looking herself over to her surprise she finds her Umbral form. The spell worked sure she didn't have the armor but it would do.

With a wide now sharp-toothed smiled she made her way to her room, just now she was beginning to realize how much a..home this was feeling with her friends here and how quaint and just..perfect it all was for her and her son. As she entered the room she snuck up to the side of spike's resting place the young drake happily snoozing now wrapped in a self-made cocoon of blankets.

Her horn began to glow altering her voice. "WAKE UP SOLIDER YOUR NEW QUEEN DEMANDS YOUR PRESENCE!."

Spike yells springing up as he's hit with a loud voice shouting at him he looks around wondering what was going on...only to find a terrifying dark pony with sharp teeth. "AHHHHT...Twilight there's a monster in the room wake." he looks to wake up Twilight only unable to find her growing more scared her sputters. "I..I'm a dragon I can defend m..my self you know."

Twilight smiles before breaking down into giggles, "S..sorry Spike you missed a lot so I figured a little revenge was in order."

"M..Mom?" he asks confused. "W..what the hay happened to you...you look...well no offense like a monster."

Twilight sighs. "Well after we went to bed I couldn't sleep so I went for a walk...when Nightmare Moon appeared..no I'm not joking spike she really appeared and she DID attack she even succeeded in besting Celestia...I..litterally ran into her so I had to submit to her or risk getting hurt..well you can see the result."

His eyes begin to water as he leaps off the bed and hugs his mother. "Y..you're okay though right..please tell me you're ok?"

She smiles and hugs him to her foreleg she casts the spell again Spike confused as sand falls from her legs changing the darker night coat to her old lavender one again. "Yes I'm fine a lot of things happened...by the way..I'm never letting you live down sleeping through having our front door kicked in...litterally."

Spike backs up seeing his mom back as her old self he sighs in relief before going wide eye. "WOAH wait WHAT!...okay fill me in and don't leave out anything...please."

She sighs but nods and fills in Spike recapping that nights events even showing her new body it still felt right to be this but at the same time she felt...odd too. "Well, now you know."

"Soooo does that make me royalty now?" Spike asks

Twilight couldn't help but laugh. "Not yet I'm not officially a princess and probably won't be for a while it's just so much to take in I don't even fully know my domain or what I need to do...or Tartarus anything really about being a princess, I mean really Spike would YOU pick me to be a princess if you where asked to pick anypony besides Celestia as a princess."

Spike pauses thinking a few moments, "I don't know I probably would but you're my mom so I think you can do pretty much anything." he smiles but also shrugs before continuing to speak, "Relax I'm sure this will turn out for the better in the end."

Twilight smiles offering to let him hop on her back which he does of course as she trots back downstairs talking to Spike along the way, "Yeah Spike I think this is the start of a new chapter in our lives...I'm looking forward to seeing what new thins I'll get up to in Ponyville now that I have friends, not just...ponies I associate with. Come on we've got a party to attend." With that Twilight returns to the party ready to begin her new life in Ponyville with a gaggle of new friends and a respect for the ponies, she should have been friends with in the first place.