Unleash the Magic - Nightmare Night

by Firesight

20: Call for Help

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Author's Note

This chapter starts the ball rolling towards the climactic phase of the story—pun very much intended! Sex is minimal, but for those of you who were fans of the original Unleash the Magic - Midnight Rising, there’s a nice little callback to it here, including the reemergence of Midnight and some Futa/solo action with the one Shadowbolt not yet heard from that everyone loved to hate last time—Lemon Zest. Thanks as always goes to the prereading crew of AJ_Aficionado, Silentwoodfire and Denim_Blue, while Leo Archon contributed a decent chunk of the first Earthside section and possibly more going forward.


20: Call for Help

“Nightmarity,” Eclipse all but hissed as a confused and horn-sore Starlight looked on, feeling lost and increasingly out of her depth. “And to what do I owe this displeasure…?”

“Ah. Hello, my former and future friend. I’m so glad you’re here. It saves me the trouble of finding and converting you later… though I see the curse has already found you. And for it, I cannot help but be disappointed,” Nightmarity said as she looked Eclipse over from head to hoof again.

“I mean, really—a Coltic bat-pony? You mix some very odd metaphors, darling. If you wish an olden theme, I think you would do far better in Steedgyptian finery,” she proclaimed, materializing a set of such garments for herself; the glittering golden ensemble accenting her dark hues well. “I would be more than happy to find you a more suitable look—once you swear loyalty to me, of course.”

“I didn’t ask for your opinion, or your company, Nightmare.” Eclipse refused to call the creature before her by the name of her subsumed friend. “And just how did you take over Rarity again? I sense Timberwolf magic in you, so I’m guessing Applejack and Big Macintosh were the culprits. And given Annie Smith told me those two were bestial, I expected you would have been as well!”

“Ah yes… a funny story, that,” the creature who had once been Rarity noted idly as she made herself at home in Twilight’s lab, summoning a chaise lounge all the way from her boutique and laying out on it. She motioned Blueblood forward to attend her, who immediately began fanning her with a materialized palm frond like she was the great Cleoponya herself.

“I suppose it might have happened as you described, except I saw the opportunity to repossess her again in the throes of her transformation, where my host’s mind and body were both receptive and quite malleable. Though admittedly, I did allow certain aspects of my evolution to proceed,” She stretched out her hindquarters to show off her large apples and stallionhood.

“A creature of dreams I may be, but averse to purely physical pleasures I am not… isn’t that true, my beloved Blueblood?” she asked as she presented herself to be pleasured by him, her organ quickly rising to attention as Blueblood gave an audible whimper even as his muzzle began to water, walking slightly stilt-legged around the front of her to begin orally pleasuring her.

“And the Prince?” Eclipse motioned with her head to the dazed and silent stallion, whose eyes were locked on his mistress, a look of dull horror in his eyes. “Why did you prevent his transformation, given he might have granted you the means to spread our evolution to Canterlot and subvert the Celestial Sisters themselves?”

“Oh, I didn’t prevent all of it, darling,” Nightmarity showed her teeth in a grin again even as she extended a magical tendril to the tigress that Eclipse guessed had formerly been Opalescence, who rumbled happily as her chin was scratched. “Just the physical part as I much prefer him as a simple stallion. But alas, the poor thing now craves all forms of rutting and simply can’t get enough of having his muzzle and tail serviced by my servants. I’ve further addicted him to me, and left him aware of it, but helpless to fight it. I think even you would agree thatis not just a fitting punishment for his earlier mistreatment of my host, but an apt end for his arrogance.”

“So you left his body unaltered and gave him no way to satisfy his new needs except through you?” Eclipse paraphrased in disgust. “I see your reputation for cruelty is well-deserved.”

“Oh, spare me the sanctimony, darling, given your former student is now lying bound and helpless on that table,” she said with a nod of acknowledgment towards a stunned and silent Starlight, who was beginning to fervently hope she was somehow dreaming the scene before her.

“And as for Celestia, as I have an old score to settle, I would much prefer to do the job myself.” Her smile turned unpleasant. “I still owe her for my defeat in the Celestial War. And though I might have originally wished to best her on a battlefield, I must say that the idea of subjugating and enslaving her in the bedroom does have a certain attraction now,” she mused as Pinkamena and her sisters exchanged nervous glances.

“But all that will come later.” She waved a hoof dismissively before turning the weight of her gaze fully onto Eclipse. “Now where is that portal to the human world? I see no reason to wait on establishing my presence there, either,” she decided, sitting up and looking around for it.

“And just how do you plan to do that?” Eclipse challenged. “We can’t cross over without losing our pony forms, and thus, our power.”

Nightmarity dismissed her concerns with a wave of her gold-gilded hoof. “Perhaps you can’t, darling. But I can cross still possessing Rarity, and even if our transformation is reverted, I can reestablish it the instant I am over there, and begin both spreading the corruptive magic and enslaving my new human subjects. And don’t worry—I’m well aware of the so-called Element Bearers on that side of the portal. As unprepared and unfamiliar with me as they are, it will be easy enough to corrupt them and bend them to my will. Now where is it?” Her slitted eyes went steely as they narrowed.

“That… is none of your concern,” Eclipse replied carefully through a clenched jaw, her ears folded back while her tail flicked in mild irritation for but a moment before she regained her composure.

Despite her efforts, the meaning of her reaction was instantly divined by the experienced dream demon. “You lost it?” Nightmarity was both amused and annoyed. “And just how, in the name of the ancient Gods of Steedgypt, did you manage that!?”

“Not important. You interrupted me in the middle of determining the portal’s location, which is hidden in Starlight Glimmer’s mind. Once I have it, my soldiers will find both it and the one who removed it shortly. In the meantime, let me make something clear, dream demon: nopony is ruling Equestria or crossing over to the human realm but me when the time comes!”

“Nopony but you? My dear Twilight—”

“That’s Queen Eclipse to you!”

“Queen?” The possessed Rarity openly laughed. “My dear Twilight, your power and grandeur is nothing compared to mine. In honor of our longtime friendship, I in fact offer you the chance to serve a proper regent, whose glory crosses both the physical and mystical realms.”

“We are not friends,” Eclipse retorted. “My friendship was with Rarity, whose identity and body you usurped. And be assured, I will have her back so all my friends may rule at my side. Now get out of my castle, Nightmare. For I have far more important matters than you to deal with right now.”

Nightmarity’s eyes narrowed in anger at the dismissal. “You are making a grave mistake, Twilight Sparkle.”

Eclipse sneered. “I’ll risk it. Now if you’ll excuse me, I have a rather intricate scrying spell to perform in order to recover the location of the portal from my acolyte’s scrambled memory,” she announced, causing Starlight’s eyes to go wide as she knew well how intrusive and unpleasant such a procedure would be.

“A scrying spell?” Nightmarity repeated with a scoffing sound. “My dear Twilight, or whatever ridiculous name you call yourself now, there is no need for such crude and inelegant measures. Allow me,” she said, then closed her eyes and aimed her corrupted but very powerful magic at Starlight, whose eyes went wide and then closed as she felt herself being dragged down into sleep and thrown into an immediate dream where her memories, hidden behind a magically locked and sealed door, were retrieved.

The locks were shattered and door itself was destroyed in distressingly short order by a very powerful presence, causing her memories to flow out and back to her, giving her instant recall of all of them. They were then sifted through by the alien entity, noting not just the events of the past several hours, but her fears and hopes along with them, filing them away for future reference.

How interesting... The Nightmare’s voice sounded in her head as not just her mind, but her very soul was bared to the evil creature. Such unique fears and desires… and such untapped potential! I can make use of these! In due course, that is… was the last thing she heard before the Nightmare withdrew, leaving Starlight feeling helpless and violated anew.

“And there we are. So not only do you lack fashion sense, my dear Twilight, but any tactical acumen if you could not anticipate your own former apprentice’s move to have Trixie teleport the portal away while you were imprisoned in her hybrid spell,” she sniffed, causing Twilight’s eyes to narrow as the godlike-creature then repaired the floor-to-ceiling mirror Twilight had earlier smashed, causing the shards to fly back into place and the surface to become smooth again. “Forgive me, but I am expecting somepony soon. And I must say, my host’s extensive experience with mirror magic is quite convenient for such things.”

“Enough! If you have information on the portal location, share it, and I might consider not purging you from Rarity here and now!” Eclipse threatened.

Nightmarity’s only response to that was to stretch out on her chaise lounge again and laugh. “And just how do you plan to do that without the Elements of Harmony, which cannot be activated without your precious Element of Generosity?” Nightmarity mocked, then her eyes narrowed as she saw the corner of the former Twilight’s mouth crook upwards.

“But on the odd chance you do know a way, it would behoof me to keep that information secret. So I will dispatch my servants to retrieve it, and then we may negotiate over its use…”


With it now well past 2am, The Halloween party at Canterlot High was finally beginning to wind down.

As the slightly tipsy CHS students began making their sometimes less-than-stable ways home—but always with designated drivers as Pinkie insisted they name them before granting any alcohol—the only remaining order of business were the announcements of the costume contest winners. The Crystal Prep students, on the other hand, would have to wait for Principal Cadance to be ready to leave, as both she and the bus drivers firmly insisted on everyone being present before departing despite a few requests from individual students to stay with their Canterlot High friends.

Awaiting their departure, the Rainbooms and four of their five Shadowbolt friends were lounging near the base of the ruined Wondercolt statue, sharing a few final cups of punch while they awaited the results of the costume contest.

“Whoa Nellie, what a night!” Applejack kicked back on a folding chair and laced her fingers behind the orange costume afro on her head. “Hay of a game. Hay of a party!”

“Eh, it was okay,” Sour Sweet shrugged as she bit into yet another rainbow-candied apple, still dressed in her Saddle Rager costume. “Though I think she liked it the most.” She motioned to Pinkie Pie, who was still grooving to the party music.

“I still can’t believe you made out with Flash like that,” Indigo Zap said to Sugarcoat. “Didn’t think you were into musicians.”

“Why? Just because I tend to be very blunt and open with my opinions?” A rose-cheeked Sugarcoat asked, swaying slightly as she spoke.

“No, because you’re more of an intellectual,” Sunny Flare noted. “Guitar jocks don’t exactly strike me as your type.”

Sugarcoat blinked at that. “Oh. Well, just because we’re from two different social cliques doesn’t mean anything. After all, didn’t Princess Twilight pull a complete one-eighty on the cliques here at CHS?” she asked, helping herself to more punch.

“Shore did!” Applejack said with a grin. “Undid in about three days what Sunset had spent three years building up!” She threw a wink at Sunset.

Sunset took the jab with a smirk. “Yep. I was completely outplayed by somepony who’d never heard of humans before, let alone been one. Goes to show how much actual charisma she has, when she remembers to use it.”

“Yeah, she’s pretty amazing, alright,” Rainbow agreed, fiddling with the ‘horns’ her hair had been styled into, twirling them around her fingers. “When she’s not being an utter dork, that is. Remember how she acted around pizza the first time?

The memory brought chuckles to the core Rainbooms, and the story of what had happened soon had the Crystal Prep girls and Twilight laughing as well. “‘Pizza broke math!’ That’s a new one!” Indigo howled.

“Hmph! Trixie wishes she’d known of this sooner. Maybe then she would have been victorious in the Battle of the Bands?” came the voice of the school’s resident stage magician as she wandered over, her own Huntress-dressed bandmates in tow.

Rarity gave her a deadpan look. “Darling, need I remind you that anyone but us winning would have resulted in every student of CHS, and quite possibly every resident of Canterlot City, becoming slaves to the Sirens?”

Trixie had the decency to blush at that. “Well, maybe they were magically cheating, but so were you! Trixie still thinks she had a chance to win if it wasn’t for your ringer!” she said defensively. “Although, Trixie has to wonder… since that Twilight has a twin, do the rest of us? Do all of us have doubles on the other side of that portal?” She indicated the ruined statue base.

All eyes turned towards the statue before Sunset spoke up. “From what Princess Twilight’s told me, yes. We seem to be parallel worlds linked by the portal. Though I admit I haven’t seen a human double for Starlight Glimmer yet,” she noted idly, suddenly wondering why she hadn’t followed up her earlier attempt at communication. Or was that even her? No way to know for sure until she writes again. And should I be worried her initial message cut off like that…? “Doesn’t mean she doesn’t exist, though.”

“Oh yeah? Then what about your humandouble, Sunset?” a slightly tipsy Twilight challenged, magically controlling her selfie drone, which was driving through the air slightly erratically. “How come we’ve never seen her?”

Sunset grimaced slightly. “Well, that’s because she—”

“Hey, girls!” a new voice broke in. They turned to see Lemon Zest approach in her pink-and-white Milli-second costume, having wrapped up her DJ’ing duties for the party as Vinyl broke down her equipment, the latter packing it back up before turning her soundstage back into her car. “And hey, Twilight…” The Shadowbolt teen’s voice turned sultry, causing Twilight to immediately sober up and stiffen.

Lemon Zest started to approach her former classmate only to be immediately blocked by Rainbow Dash and Indigo, who stepped up to interpose themselves, arms crossed and giving the green-haired teen a warning glare.

Lemon Zest went crestfallen at that. “Aw, come on, girls! It’s been awhile since I’ve seen Twi. I just wanted to say hi!”

“Yeah, we know what you wanted to do,” Indigo was unimpressed. “And you’ll forgive us if we’d rather you not pull Midnight out of her again.”

“Aw! And why not? Never mind the Friendship Games; she was so much fun when she came out at Crystal Prep this last time!” Lemon Zest recalled wistfully. “She took down Principal Chrysalis and her drones with our help, and we had a whale of a time doing it!” she proclaimed, causing an increasingly uncomfortable Twilight to cringe.

“Huh? What’s this? Midnight appeared again?” a confused Flash asked, now giving Twilight a very wary look.

“Never mind,” Twilight replied shortly, alarmed to feel a sudden and increasingly strong presence rising within her as Lemon Zest appeared.

“Yep! And I loved every second of it!” Lemon Zest licked her lips at the memory. “So I was hoping she might come out and play again!”

The Shadowbolts and Rainbooms stared at her in disbelief along with everyone else within earshot. “Isn’t getting punished by Midnight twice enough for you?” Indigo asked.

“And we like nothing more than getting turned into her toys when she’s out!” Sour Sweet snarled from beneath her Saddle Rager costume. “Even if it was kind of fun and we did end up getting some nice new equipment and abilities out of it…” she granted under her breath, surreptitiously shifting a sudden stiffness in her crotch.

“Hey, you know me! I’m insatiable,” Lemon Zest was unrepentant. “And don’t tell me you girls didn’t enjoy it all too!” she further challenged, causing several fierce blushes and some effort to loosen some suddenly constricted clothes.

The Rainbooms all smirked at the reactions. “Ain’t ya’ll figured out how to suppress that yet?” Applejack asked in some amusement.

“What? You can?” a startled Sunny Flare asked, trying to hide the sudden bulge in her Radiance costume.

“Sure! It just takes a little practice,” Rainbow said with a shrug.

“And self-control.” Rarity rolled her eyes.

“Well, that eliminates Lemon Zest,” Sugarcoat noted dispassionately over crossed arms, her voice belying her own arousal as she found herself frantically trying to will her suddenly-swelling bust down before her boobs broke free of her Mistress Marvelous attire.

“Aw, come on, girls! Why would you even want to suppress it?” she asked, allowing herself to rise to attention right in front of everyone, her equine stallionhood tenting the front of her skintight costume and then pushing right through a burst seam to display herself fully. “I love mine!” She showed off her large equine erection proudly to the mingled interest and disgust of onlookers.

“Dammit, will you put that thing away?” Sunny Flare yanked a tablecloth off a nearby table and threw it over her classmate, holding it over her from behind. “We’re trying not to attract that kind of attention here! And definitely not around her!” She motioned in some alarm to Twilight.

“Speak for yourself, Sunny! That’s why I’m doing it!” Lemon Zest announced jovially, causing Sunny Flare to stiffen as her classmate began to push back and grind her hips into her, pinning her in place against a tree and then reaching back with both hands to grope her butt. “I mean, the party’s been fun, but still a bit lacking! So I was really hoping I could entice Middy to come out and play again! So tell me, is she still in you, Sparks?”

“She is,” Twilight confirmed shortly, trying very hard not to look at Lemon Zest, lest she—or worse, Midnight herself—be tempted. “And you’ll understand that I try very hard not to do anything that might let her loose.” Which at this point, includes indulging pretty much ANY desires…

“Aw, really? That’s a shame. You know that ain’t healthy, Sparks! Hey, Middy! If you’re in there, I’d be more than happy to give you some fun time if you want!” she called out loudly.

“Shut up!” A shaky Sunny Flare cuffed her hard despite the stimulation she was being given, her hips starting to thrust of their own accord as Lemon Zest pinned her classmate’s swelling horse organ between her upper legs and started squeezing motions with her thighs.

“Zesty! You don’t know what you’re—” Twilight had just started to respond when she suddenly stiffened. Her eyes closed, and then opened again, and when they did, her pupils had turned slitted and the violet glow of her aura spectacles was abruptly apparent, causing everyone around her to freeze.

“You realize that I really don’t like you, right, Lemon Zest?” Her voice was suddenly that of Midnight, not Twilight, causing the other Shadowbolt girls to take an involuntary step back even as they became quickly and surely aroused from her mere presence; a byproduct of past encounters and remembered treatment at the mercy of her irresistible sexual power.

“Uh-oh…” Rainbow said in prize understatement as several stifled curses were heard from Sunset and Applejack. Each of the Rainbooms then began exchanging glances, silently asking each other if their powers would be of any use against the returned demigoddess.

Far from perturbed herself, Lemon Zest’s grin got wider. “Oh, hey Middy! Welcome back! Listen, I’ve been a real bad girl and I really need to be punished again…” she offered hopefully, tossing off the tablecloth and now stroking herself openly.

“That’s it. She’s dead,” Rainbow muttered, wondering if she might be able to dash in and then whisk Lemon Zest to safety. She had nearly decided to do so before Sunset stopped her with a hand on her shoulder, shaking her head once in warning.

“I don’t know why, but she’s not that powerful this time,” Sunset noted in a whisper with some relief as her magical awareness told her Midnight’s aura wasn’t much stronger than Twilight’s. “She can’t do much, and she’s never actually hurt anyone before. So just let’s see where this goes before we do something rash.”

If Midnight heard her, she gave no indication. Instead, everyone held their breath as she stared at Lemon Zest disdainfully and then magically picked her up by the back of her costume shirt like it was the scruff of a cat, dangling her a short distance off the ground, ignoring her hanging stallionhood. “You’re playing with fire, Zesty. You know that, right?”

“Oh, I know!” a still-smiling Lemon Zest said even as she was held helpless before the altered Twilight, her organ noticeably throbbing. “But what’s life without a little danger? Ain’t nobody ever bested me and made me feel so good about it!”

Midnight’s sneer deepened. “You seem to think that’s all I’m inclined to do,” she said as she stood up and began to approach her former classmate. “And you also seem to forget that the gifts I give you, I can also turn against you. For example...” Her eyes started to glow brighter for a moment before a hand fell on her shoulder and pulled her back.

“I think that will do,” Principal Celestia’s voice broke in, still dressed in her heavy metal rocker costume, her voice stern, Luna right behind her as Dean Sombra and Principal Cadance looked on in some confusion. “’Midnight’, is it? I would appreciate it if you would release Miss Zest and return me my student. And you’ll further forgive me if I’d rather you not turn my schoolyard into your personal playpen again.”

Midnight studied her for a moment in something approaching disapproval. “I am not one of your students, Principal Celestia. I am in fact the sum total of Twilight Sparkle’s repressed passions and desires. The purest expression of her id, as Dean Sombra’s psychology professors would no doubt say,” she stated with a nod behind her at the frowning Dean, who was studying her closely. “In point of fact, I am a goddess, and I answer to nobody but myself. So be assured, I will do as I please.”

“Just like you did before?” Flash challenged, trying to still his own shaking limbs, having flashbacks to being thrown in the dumpster again.

Midnight’s eyes then turned on him, regarding him with the same bored expression she had once before; it was all Flash could do not to flinch away from her gaze. “You know, I really don’t understand what my equine counterpart sees in you, Flash Sentry, but no matter—she’s welcome to you. After all, I have both worlds at my beck and call if I need it. And one day, they will be.” She closed her eyes and smiled serenely.

“You know we’ll stop you,” Sunset warned her over crossed arms. “So you better let Twilight go!”

“I know you’ll try,” Midnight said easily, sensing and teleporting Pinkie’s flask into her hand before taking a long draw on it, lounging back into her chair as she continued to regard Lemon Zest lazily. “And going up against Daydream again could be quite fun. But business before pleasure. Now where was I…?” She licked her lips as she turned her attention on an eager Lemon Zest again.

“Hey!” Spike shouted and jumped up on her lap, putting his paws on Midnight’s shoulders. “That’s enough! Now you let Twilight go!” he ordered with a growl.

To the surprise of all, Midnight’s expression softened as she set her eyes on Spike and then gently lowered Lemon Zest to the ground. “Fine, my future familiar,” she replied at length with a tolerant smile. “I’ll withdraw for now, as my power is currently limited, and I have no wish to upset you or unduly alarm my humble host. And as for you, Principal Celestia…”

She turned to the surprised school head next. “I know the secrets of you and your sister. And that your dark sides are the equal of my own,” she announced with a toothy grin, causing Celestia and Luna to freeze.

“Be assured their time will come… as will my own! For as much as you all may fear me, I promise that you will yet have need for me again. And perhaps far sooner than you may think!” she displayed her pointed teeth with a grin, and then released Twilight, who slumped forward hard, and promptly began sobbing as Spike tried to comfort her.

“Twi! You okay?” Applejack asked first, immediately going to Twilight’s side with the rest of the Rainbooms as the two Principals exchanged worried looks with each other.

“How can I be…?” she asked them all, her lip quivering, collapsing crying in Sunset’s arms. “Just knowing that… that thing is in me, ready to emerge if my control slips for even a second?” She shivered visibly.

“We won’t let her take you over, Twilight!” Rarity promised.

“Speak for yourself! I want her to!” Lemon Zest claimed, which earned her yet another sharp cuff from Sunny Flare before she was collared and ushered off hard by Luna.

“We’re real sorry about that…” Indigo offered once she’d been removed. “Believe me, she’s just as bad back at Crystal Prep.” And yet, we never seem to do anything about her… her own stallionhood twitched in her pants. And neither does Principal Cadance…?

“I don’t blame you…” Twilight said. “It’s just that every time Lemon Zest is around, Midnight wants to—” She broke down in sobs again.

Midnight, or YOURSELF? Sunset didn’t ask, suddenly wondering if it would be desirable to try and mend the two halves of her being, as she increasingly suspected Midnight was correct and she was now simply the expression of Twilight’s still-suppressed desires, both romantic and otherwise.

Twilight may not want to hear this, but she’s going to have to confront Midnight and accept everything she is sooner rather than later, Sunset sensed. Because unless I miss my guess, the longer she goes without doing so and tries to keep that side of her suppressed, the more powerful and irresistible Midnight becomes...


“My Queen!” a franticShadowdash’s voice broke in to the argument between Eclipse and Nightmarity. “We need you at once! We have found the portal, but Trixie escaped through it!”

“Escaped? Surprising and annoying, but no matter—she gains a brief reprieve, nothing more. But for it, you say you found the portal?”

“Yes!” Shadowdash nodded frantically. “It was—”

“In the spa,” both she and Nightmarity answered as one, causing Shadowdash to start and blink as she beheld her transformed friend, then sneer.

“And just what the hay are you doing here, Nightmare? And in Rarity’s body again?”

“The same thing I always do, my future servant—attempt to take over Equestria!” she proclaimed grandly from where she still lay. Only this time, I will have all the former element bearers as my servants and slaves. And this castle will be my new palace—after a little redecoration, that is.”

“Over my dead body!” Shadowdash proclaimed, thumping her chest hard as Pinkamena drew a knife and Limestone all but growled her own warning as Eclipse’s only reaction was to narrow her eyes.

“That could be arranged. But that would likely upset my as-yet unassimilated host, and be such a dreadful shame.” the Nightmare-possessed Rarity answered evenly as the rest of the transformed weather team returned with an object being pulled in a sky carriage—an enormous block of ice.

“What the…” Limestone was confused as Maud only raised an eyeridge.

“Annie? What happened to her?” Pinkamena spoke up in something approaching concern.

“We don’t know! We felt a big magic surge from Trixie, and then we found her like this! Please save her, My Queen! We need her!” Shadowdash begged Eclipse, who promptly probed the ice and its contents as Nightmarity looked on in at least idle interest.

“Magically created ice? How unusual…” Eclipse noted, less alarmed than curious as she probed the construct with her aura and then smiled.

“Worry not, my attentive and attractive Lieutenant—Annie’s fine. Her Timberwolf power preserves her. She’s just in hibernation, as any plant would be in winter,” she stated, then flared her horn to begin carefully melting the ice, her eyes glowing red as she tapped her inner fire to do so. “Though it would appear Trixie had a hidden power not even she was aware of, as the only way she could do this is if she’s an ice elemental.”

“And you didn’t know? How careless of you,” Nightmarity needled. “Such a horrid oversight from a supposed master strategist that nearly cost you one of your own. Clearly you and your so-called soldiers are notas infallible as you think, darling.”

Eclipse pinned her with a stare. “They are loyal, Nightmarity—a quality you would know nothing about.”

Nightmarity only laughed. “Be not so sure. Take it from me, darling—loyalty can be quite easily usurped. I will yet take your servants as my own. I will yet take you as my own,” she promised.

“Oh yeah? You and what army?" Shadowdash challenged as the rest of her former weather team likewise snorted and pawed at the ground angrily.

“The one you all have neglected to notice,” Nightmarity answered easily. “The one my own loyal servants are gathering even as we speak!”

Before anypony could reply, the restored mirror suddenly glowed. “And in fact, it would appear my newest servant is soon to arrive, and be assured that no matter how powerful you may think you are, my erstwhile opponent, you cannot defeat him!” she announced as a bat-like Fluttershy flew through with an excited screeee, a dual-aroused and visibly shocked Discord being held limply in her arms.


“Okay, students, show’s over! And as it’s nearly time to wrap things up, we’re ready to announce our winners of the costume contest!” Celestia called out over her loudspeaker after Twilight had been seen to and Lemon Zest given a stern talking to, though nobody thought for a minute she’d take any of it to heart.

“We admit, this was a very difficult decision this year, especially on the subject of best costume theme. But before we do, we would like to congratulate both schools on a well-fought football game and a very successful Halloween party!” she said to cheers.

“I’d take the time to name everyone who helped out individually, but as I’m sure you’re all tired and have had your fill of a few things Luna and I really don’t want to know about—” She paused long enough for laughter and whistles to erupt “—we’ll skip right to the awards.”

“Ha! Trixie and her Great and Powerful Band have this one in the bag!” Trixie rubbed her hands together gleefully, having made her way to the front of the crowd.

“Ha! You wish!” Rainbow retaliated as all the students from both schools stepped up to listen, chattering excitedly amongst themselves.

“We’ll do team awards for best costume theme first,” Luna announced. “Third place and an award of a $50 gift certificate to Sugar Cube Corner goes to… Young Justice! ” She motioned to Flash Sentry’s band, who whooped and cheered, exchanging high fives with each other and some of the surrounding students before heading up to retrieve the award, getting their picture taken again by Photo Finish while shaking the hands of the three Principals and Dean in turn.

Cadance spoke up next. “Second place and an award of a $100 gift certificate to the Big Burger Palace goes to… The Power People!” She indicated the rest of the costumed Shadowbolt girls, who smiled and immediately announced which burger they were going to be eating as they likewise stepped up to be photographed, though Principal Cadance stiffened and her smile suddenly seemed slightly forced as Lemon Zest stood next to her with her hand out of sight behind her.

“And for first place…” This time it was Dean Sombra who spoke, in his customary deep tones, “with the top prize of season passes to the Elements of Enjoyment Amusement and Water Park next summer goes to—”

His voice trailed off as suddenly there was a growing high pitched ringing and tinkling sound heard from the base of the Wondercolts statue, whose front glowed with a bright blue light, crackling with electricity. The sight caused the Crystal Prep students to step back in worry while their Canterlot High counterparts stepped forward eagerly, recognizing the effect as indicating a portal passage.

“Whoa! Is Twilie coming through?” Flash asked hopefully as a still-tense Twilight stiffened. “But she said she couldn’t come before! Guess she wanted to surprise me!”

“I guess. It’s odd, though. I mean, she usually lets us know she’s on the way?” Sunset recalled with a glance at the others, who gathered close to receive their friend.

“Yeah, but who cares? Now we can show her a good Halloween time after all!” Pinkie proclaimed.

“Oh, I hope her Spike is coming too!” Canine Spike rubbed his paws together in eager anticipation. “We need to play the next installment of our Ogres and Oubliettes game!”

“Man, I can’t wait to meet this other Twilight!” the Milli-second-costumed Lemon Zest likewise rubbed her hands together in glee as she elbowed her way to the front. “Especially if she’s anything like ours!”

“Is she…?” The other Shadowbolt students asked among themselves nervously as the human Twilight held her breath.

The portal then flashed bright as a familiar but decidedly non-Twilight figure emerged, all but spat out… and promptly fell awkwardly to the ground, stumbling hard like she was uncertain of her footing.

She groaned as she tried and failed to pull herself back up. Her only costume was a simple black cape and pointed witch’s hat, but she was otherwise dressed in what everyone recognized as her usual school attire of a violet skirt and blue hoodie over a lavender blouse; a far cry from the Halloween disguise she’d chosen.

“Huh? Trixie?” Rainbow recognized. “When did you cross over? And when did you change costumes?”

“Cross over? Change costumes? What are you babbling about, Rainbow Trash?” She spun when Trixie’s voice came from behind her, to reveal the original Trixie, still dressed in her Huntress attire, trying but failing to see who the new arrival was through the crush of students she now found herself at the back of.

“What the…?” One of Flash’s bandmates was heard over the general murmur that erupted. Everyone then looked back and forth between the pair of Trixies in confusion as the newly arrived one attempted to push herself up again. “What’s going on?”

“Ow…” the formerly pony Trixie called out, having not immediately heard the conversation around her. “That was even more unpleasant than Granny Smith’s Timberwolf travel. So where is Trixie now?” She gasped as she opened her eyes and saw her hands, and then she looked up to see the assembled crowd staring at her…

And then she shrieked at the top of her lungs, stumbling back in sheer terror as she beheld the mingled students, their costumes only adding to her alarm.

Sunset recognized the reaction immediately, having seen it—and experienced it once—herself. “Whoa! Whoa. It’s okay! It’s okay…” she soothed, approaching the new arrival carefully. “You’re Trixie, right? Starlight Glimmer’s friend?” she asked gently, getting down on one knee before her but keeping a respectful distance, recalling that Starlight had mentioned befriending the pony Trixie during her latest visit after spotting the human one in the hallway. “It’s okay. We know her, and you’re among friends here.”

“F-friends?” Trixie hiccuped, still staring at her, visibly trying and failing to use her magic as she felt the top of her head and realized she no longer had a horn. “But… I… this is just…” She looked on the verge of crying again as she motioned down at her altered and now very alien form.

“Wrong? I promise you’ll get used to it, and don’t worry—it reverses upon your return through the portal. And as for myself, I’m sure Starlight’s mentioned me—I’m Sunset Shimmer. Does that name sound familiar at all?” she asked, then offered a hand to help her up. “Starlight’s friend. And now yours as well.”

That earned her an initially shocked, and then very relieved look. “Sunset… Shimmer…?” the newly arrived Trixie repeated, and then, to the surprise of all, she leapt at and threw her arms around Sunset, clutching her and sobbing.


“Fluttershy!” Eclipse and her soldiers shouted as she reappeared through the reassembled mirror portal, carrying a familiar Dragonequis along.

“Or Flutterbat…” Pinkamena noted with some nervousness.

“Welcome back, my lovely servant,” Nightmarity rose to meet her. “And you too, my soon-to-be converted Chaos God. After all the times you thwarted my plans in the past, know that this time, you shall serve me!”

“You captured Discord!?” Eclipse shot Pinkamena an angry glare.

“We got him, but then she came along…” Pinkamena explained shortly, motioning to Flutterbat.

“At my orders, she did. And as he is now my servant, he…” Nightmarity trailed off as she realized that the normally talkative Discord was unspeaking and unmoving, except for his eyes, which darted to and fro, setting first on Eclipse, then Pinkamena, Limestone and finally Maud with a very unusual emotion from him—fear.

The possessed Rarity frowned as she realized what the culprit was; her slitted eyes settling on the amulet around his neck. She tried to remove it with her aura only to recoil from it like she’d been burned; the magical talisman remaining stuck fast to him. “He’s paralyzed by that pendant, which is infused with Harmony magic!?” Nightmarity appeared angry for the first time as she realized she was unable to remove it.

“Ah. So he was your prize as well as mine, Nightmare? A good move. Unfortunately for you, my servants reached him first. Such a pity he’s depowered.” Eclipse smiled sweetly. “And such a pity only I know how to restore him—which I will not do until I can guarantee his chaos magic will serve me!”

“You…” Nightmarity bared her pointed teeth, causing Eclipse’s grin to grow broader.

“So it would seem we both have something the other wants,” the latter noted with a smirk. “You have the portal. I have the Chaos God. And I’ll be more than happy to negotiate with you over such matters… once I’ve attended Annie Smith, that is.” She then deliberately turned her back on the Nightmare-possessed Rarity, causing the latter to growl at being ignored.

A minute after Eclipse’s efforts began, Annie Smith had been thawed out and was starting to move again. “She’ll be fine,” The former promised again to the relief of Shadowdash and the Pie sisters. “Ultimately, she’s every bit as resilient as the creatures she draws her magic from.”

“Ow… what hit me…?” the Apple family matriarch asked, shaking her coat free of the remaining ice shards. “Ah’d just cornered Lulamoon and then…” She blinked as she remembered.

“She hit you with an elemental ice spell,” Eclipse explained, bathing her in warmth and offering her water, the combination of which quickly restored her power. “One even she didn’t know she could cast. It’s not your fault, Annie. None of us knew she was an ice elemental. Not even Trixie herself, it would seem.”

“Yeah, well, that’s twice now I’ve been hoodwinked! And I want payback for it!” she proclaimed, then set her eyes on Nightmarity.

“Huh? You?” Annie Smith sneered. “So yer back, and this time, ya got Timberwolf magic in you? That means AJ and Big Mac converted you! So what did you do with mah kin, Nightmare?” She approached the other mare menacingly, causing the tigress Opalescence to interpose herself, growling low.

Nightmarity regarded her with something more than idle interest. “Nothing but give them a real queen. And if you wish to be with them, all you need do is join me, Granny Smith. I admit I am impressed by your power, and your ability to retain your intelligence, unlike your grandfoals. Through you, I could control not just them, but all the Everfree packs. You would make an excellent addition to my entourage. A general of my legions, in a manner of speaking.”

“It’s Annie! And Ah don’t answer to you, demon! Ah already made a deal with Clipsie here! And call me old-fashioned, but when Ah strike a deal, Ah keep it!”

“How predictably puerile,” Nightmarity rolled her eyes. “So be it. Even without her, I control three Element Bearers, Twilight, making activation of the Elements of Harmony impossible—though I suspect they would be unusable by you in this form anyway.” She gestured to Eclipse with a wave of her hoof.

“Then I suggest you think again,” Eclipse replied, her eyes narrowing once more at the use of her old name. “I am still the Element of Magic and the Avatar of Friendship. My evolution simply redefines what those mean. And friendship does not extend to ancient dream demons who stage hostile takeovers of my friends!”

“Hostile?” Nightmarity laughed. “Unlike you, who seek to forcibly convert all you meet, I only took what was offered to me. But perhaps I misspeak.” She directed her gaze to her winged companion. “Tell me, my dear Flutterbat—what do you think of Twilight taking your beloved Discord away from you?” she asked Fluttershy, who was nuzzling and shielding him.

Fluttershy’s answer was an angry shriek and hiss directed right at Eclipse, whose jaw clenched as she saw her friend’s red-glowing eyes and bared teeth.

“So you’ve bewitched her too,” the latter decided. “One more thing you must answer for.”

“I do not answer to you, darling. And I promise that before this night is out, you and your so-called soldiers will fall under my fold—as will Celestia herself. For if Discord is useless to me, then I will simply take her in his stead.”

“Uh, yeah… about that…” a previously silent Pinkamena Diane Pie spoke up as her sisters cringed, exchanging nervous glances. “That might not be such a good idea right now.”

Nightmarity spared her a disdainful look. “And just what is that supposed to mean, you ridiculous pink clown?”

Pinkamena’s eyes narrowed, as did that of Limestone and Maud. “That’s Pinkamena. And if you think me merely a clown, Nightmare, I suggest you think again. I am not who you remember, and if you weren’t inhabiting my friend, I would end you.” She licked her blade meaningfully.

The former Rarity considered that, then smiled. “Hmmm… I take it back. I think I rather like you, Pinkamena,” the unintimidated Nightmarity corrected herself. “You will do well as my enforcer—once you’ve been properly conditioned like the good Prince here, that is,” she summoned a collared Blueblood forward again, who immediately served her grapes and wine he materialized with a flare of his horn. But even as he did so, the ground suddenly shook and dust fell from cracks in the ceiling as everyone present sensed an immensely powerful—and very hostile—magical nexus approaching at high speed.

Eclipse paused for a moment, then turned slowly as she met Pinkamena and the Pie sisters’ sheepish expressions. “You didn’t…” she suddenly facehooved as she recognized the magical signature and quickly deduced what had happened. “It was too soon!”

“Sorry, Queenie. But she was right there, and just like Nighty, we thought we could take her instead of Discord. But then…” The rest went unspoken as the wall blew in to reveal a furious Celestia, sporting male equipment with a fiery mane and tail, her orange pupils slitted against a black background and teeth pointed as she bared them with a snarl. Her monstrous visage caused Marble to hide and even Maud and Limestone to take a precautionary step back from her, while a still-bound Starlight found she just wanted to curl herself into a ball and cry as all her worst nightmares came to life at once.

“Where is he?” she demanded to know of all present without preamble, her enraged roar a far cry from her normally soft-spoken and friendly nature.

“Huh? Where’s who?” a suddenly-nervous Shadowdash asked as Eclipse turned very slowly and deliberately to face her former and very furious mentor.

“I’ve traced him here! Now WHERE IS HE?” she thundered again in her Royal Canterlot Voice, her mane and tail ablaze and immense alicorn energy all but radiating off her, redoubled by whatever the curse had done to her; her sheer level of power even giving Nightmarity pause. “Where is my darling DISCORD?”


Though surprised at the sudden hug from the no-longer-equine Trixie, Sunset returned it, letting the other mare cry herself out. She tried to reassure her even though she didn’t yet know what had happened to provoke that reaction, wondering if it had anything to do with the earlier aborted message from Starlight she’d received through the journal.

“It’s okay. I’m here...” Sunset soothed as she held the pony-turned-human close. “I know what you’re going through. It’s going to be okay.”

“Nothing will ever be okay…” Trixie choked out, then she fully noticed her counterpart, who had finally made her way to the front only to freeze in her tracks.

Their eyes locked and both flinched, jaws dropping. “But… but… there can be only one Trixie!” the white-costumed human one claimed as she drew her stylized sword and pointed it directly at her doppelganger, its tip shaking. “Who are you? Where did you come from?” she demanded to know.

“Trixie, back off!” Rainbow ordered, stepping between them. “We were talking about this earlier, remember? This is the pony version of you! She came through the portal and got turned into a human for it. We’re still trying to figure out why.”

Trixie gaped at that. “What are you talking about? She can’t be me! She’s an imposter!”

“Imposter?” The pony Trixie repeated in disbelief, surprised to feel a flare of indignation even after all that had happened to her.

“Yes, imposter! Listen to her! She doesn’t even sound like me!” Trixie kept her sword pointed at the other girl.

“Huh? They sound exactly alike to me!” Indigo protested.

“WHAT??? My voice is MUCH higher pitched than hers!” the two Trixies chorused, pointing at each other, one with a finger and the other with her sword, the latter until Rainbow decided it would be best to relieve the clearly rattled human Trixie of it, using her speed to pluck it away.

“Great. It’s Trixie in stereo.” Applejack made a show of twisting a finger in her ear.

“Everyone, back off!” Sunset ordered. “Give her some space! It’s her first time crossing over, and the presence of so many humans is probably freaking her out—never mind the fact that she suddenly is one!” She recalled with a grimace her own experience of her initial passage. “AJ, get her something to drink, will you? And the rest of you, clear out!” she directed again, nodding gratefully as the three Principals and one Dean herded everyone away.

“Will do.” Applejack answered, going back to her serving table.

“You poor thing,” Fluttershy gently wrapped a blanket around her. “It’s okay. You’re safe now,” she said in the same tone she would use to entice an injured animal to come to her.

“Safe?” Trixie’s eyes darted nervously as she tugged at the blanket with her as-yet unfamiliar fingers. “Trixie doesn’t think she’ll ever be safe again!”

“Here, drink this,” Applejack spooned a ladle of punch from her serving bowl into a fresh plastic cup. “Don’t worry, it’s just some party punch—Apple Cider and one or two other things.”

Trixie moved to accept it, then froze. “Wait—it’s not Zap Apple Cider, is it?”

“Uh… no?” Applejack traded a confused look with Rainbow, who shrugged. “It’s just plain old apples. Reckon Ah know every apple breed in existence, but Ah’ve never heard of Zap Apples.”

“Thank the sun…” was all Trixie could say as she was surprised to taste the bite of some exotic alcohol as Fluttershy helped her grip with her unfamiliar appendages, gently wrapping them around the cup.

“Okay. So why are you here, Trixie?” Sunset asked after she’d downed about half the drink.

“Trixie does not know where to begin…” She struggled to hold the mug in her new human hands. “And Trixie fears for all Equestria if she cannot explain it properly!”

Sunset smiled at that, sharing a knowing glance with her friends as the Shadowbolts and Flash’s band began drifting back over, talking softly amongst themselves. “It’s okay. You don’t have to explain anything. Just hold still,” she instructed, not waiting for a reply before laying her hand on Trixie’s bare arm. The latter flinched at the contact, feeling the renewed intrusion on her mind as her latest memories were replayed, from the start of the evening to all that had happened in its wake.

But Sunset’s presence was far more warm and friendly than Eclipse’s had been, and when it was over, Sunset withdrew her hand and fell back against the statue wall heavily, bringing her hand to her forehead to rub her temples. “Hoo boy…”

“Y-you see now?” Trixie asked, her hands trembling again. “We’re all in danger! And I can’t go back!”

“I saw,” Sunset confirmed grimly, then put a comforting hand on her shoulder. “What you did was very brave, Trixie.”

“Starlight was the brave one.” Trixie couldn’t restrain her tears. “For all Trixie could do in the end was abandon her!”

“Starlight?” Twilight spoke up for the first time. “My counterpart’s apprentice?”

Hearing her voice. Trixie’s eyes locked with Twilight’s, widened…

And then she shrieked again, hiding behind Sunset.

“Huh? What did I do?” a confused Twilight asked, wondering if her attorney attire had somehow scared the former mare.

“Nothing. But unfortunately, her reaction to you makes perfect sense…” Sunset explained, taking a half-step to the side so Twilight was once more in plain view. “Don’t worry, Trixie. It’s alright; I promise. This is Twilight Sparkle, but she’s from this world, not Equestria. She’s not like Eclipse. She’s just a human girl, just like the rest of us… er, well, aside from you and me, that is.” She gave Trixie’s shoulder a gentle squeeze. “She’s not going to hurt or convert you. You’re safe here, okay?”

Trixie sniffled, casting a nervous glance from Sunset to the human counterpart of Twilight Sparkle, “Y-you mean it?”

Sunset smiled and gave her a nod. “I do.” Meanwhile, Twilight, who while unaware of the details surrounding Trixie’s current state, gave a nod as well. Trixie seemed to hesitate for a moment before relaxing, if only a little.

After giving the distraught pony-turned-girl another reassuring smile, she turned to the rest of the group. “Right… so, girls, there’s no other way to put this: Equestria’s in trouble and needs our help...” Sunset followed that statement up by detailing what she’d seen in Trixie’s memories to everyone.

Her explanation elicited not shock to the pony Trixie’s surprise, but a series of sighs and exasperated groans.

“Oh, my.” Fluttershy blushed when the story was done. “That sounds…”

“Strangely familiar?” Rarity finished with surprising calmness over crossed arms, idly tapping a finger on her bicep in her prosecutor’s attire.

“Wait—so what you’re saying is that the other Twilight has gone the same way as this one?” Indigo asked, pointing at the human Twilight, who had buried her face in her hands.

“Twilie? You mean my Twilie?” Flash had to make sure.

“Yes and no,” Sunset replied carefully, praying her explanation would not cause Flash to try something very rash. “It’s your Twilight, but she’s been magically corrupted. From what I saw in Trixie’s memories, she’s turned evil, Flash.” She decided against sugar-coating it. “Along with the rest of the pony element bearers. They’re under the influence of what ponies call a sexually transmitted curse.”

“A… what?” the Shadowbolts and Rainbooms chorused, along with Flash and his band as the three principals and one Dean shared a look of their own.

“Think of it as a magical Sexually Transmitted Infection. They’re rare and usually more or less benign in Equestria, but not this one. Wherever it came from, it’s incredibly powerful and virulent—it turns its hosts predatory and compels them to spread the curse further, screwing anyone and everyone they can.

“Judging from Trixie’s memories, it takes the basic personalities of its victims and severely warps them along with their bodies. In Twilight’s case, it turned her into a thestral—that’s a fancy name for a bat-pony—and then she decided to further the curse by taking over Equestria and ruling it as Queen.”

“She did? Nice!” Lemon Zest rubbed her hands together gleefully as Flash was at a sudden loss for words. “So now we get two Midnights! And that means nonstop fun for all of us!”

“Yay!” Pinkie agreed, producing pom-poms from somewhere, to looks of disbelief from the others. “So finally pony-Twi lightens up!”

“Huh? What do you mean, ‘finally’?” Spike voiced the thought everyone else had, causing Pinkie Pie to blink and whistle innocently again.

“Great. So it’s another sexpocalypse, only this time on the pony side of the portal?” Rainbow rubbed her eyes, ignoring the pair. “Okay. Then the question becomes, just what can we do about it?”

“Nothing!” the recently arrived Trixie exclaimed, then caught herself. “N-nothing. You c-can’t fight Eclipse,” she told them, nursing her remaining cider. “Starlight tr-tried and got clobbered. A-and worse, that Twilight already said she intends to take over this world too!” she announced to the consternation of the human bearers.

“Starlight sent me to warn you. She had a plan, but take it from me—there’s no way to stop Eclipse! If you want your world to be safe, you’ll have to seal the portal permanently!” she told them, then went crestfallen. “Even if it means Trixie has to stay here as a human forever…”

“Leave my Twilie evil and corrupted? That’s not gonna happen!” Flash promised. “I’ll cross the portal right now to save her!”

“You and me both, brother!” Rainbow promised, raising her left arm while twisting her right hand over the large bracelet on her left wrist. “We’re gonna cure her! But how…?” she suddenly wondered.

“That’s the million-bit question…” Sunset confirmed. “Starlight Glimmer indeed had a plan to deal with it—she telepathically implanted it in Trixie’s mind. In a nutshell, she wanted to use the Element bearers on this side to cleanse the ones in hers, who could then use the power of their elements to disperse the curse in turn.”

“Huh? And just how’s that supposed to work?” Applejack asked as Sunset sat down heavily on the statue base beside a still-shivering Trixie.

“I’m not sure. In simple terms, she thinks that the activation of the Elements of Harmony from here is the only way to fix things there, but that has… practical difficulties. Short of crossing over ourselves, I don’t know how we can do it remotely. And that would be very dangerous for us. If Twilight, or ‘Eclipse’ as she now calls herself, is ready for us, we’d be walking right into a trap,” Sunset mused.

“If it was me, I know I would set one…” Twilight murmured, suddenly and sorely afraid Midnight was listening in on her thoughts despite her best efforts.

“And that’s the other thing,” Sunset realized. “According to Trixie’s memories, she smashed the portal’s power conduits on the other side at Starlight’s instructions, making it so once she used the portal, it couldn’t be used again until it was recharged—which was good thinking on Starlight’s part, but it also means we can’t pass through right now. Sorry, Flash,” she added, experimentally putting her hand against the normally-yielding stone surface of the statue only to find she couldn’t enter it.

“And then there’s the fact that even if we could cross over safely, I’m not sure we have the means to defeat her if we can’t play our instruments to tap our full power. We’d be changed into ponies by the passage, and you’ll understand that unless you’re a unicorn, guitar’s just a little more difficult with hooves.”

“Actually… we might have the means. Both to pass through the portal and defeat this ‘Eclipse’,” Twilight spoke up. “I-I mean, I think I know how to charge the portal. And as I’ve developed the means to restrain myself as Midnight should she ever emerge again, it might work on the other me as well.”

Everyone instantly turned towards her. “You did?” Indigo asked, exchanging glances with her schoolmates.

“Yeah,” a still-shaky Twilight said, taking another stiff shot out of a flask offered her by Pinkie Pie as Spike curled up reassuringly on her lap, knowing his presence helped keep her owner’s other self at bay. “I wish I could say I wasn’t afraid of her. But the truth is… she scares me half to death, and like you saw, sometimes she still tries to speak or act through me. So I came up with… this.”

She produced a pendant-like mechanical device from under her blouse. “It’s a much-improved version of my original energy siphon. Just like the last one, it drains and stores the host’s magic for later analysis or retrieval. The biggest improvement is, it’s not indiscriminate—it can be targeted and remotely triggered so it won’t just suck up the magic of everything around it,” she detailed.

“This one is keyed to Midnight’s magical signature. If she attempts to remove it or her power exceeds a certain threshold, it triggers automatically and depowers her instantly. Meaning even if she does emerge like she did here, she can’t do much damage and the rest of you can deal with her.”

“Clever. But how did you make this without Midnight knowing?” Sunset gave it—and her—a wary look.

Twilight hesitated before answering. “I used the shards of the Memory Stone,” she admitted with a grimace, to the shocked looks of her classmates. “I found I could capture and target the remnants of its magic at certain areas of my brain, so I used it to keep Midnight from knowing what I was working on—and then temporarily blocked my own memories of it afterwards so she couldn’t figure it out.” She held up what looked like a small pen with a chip of the memory stone at the top.

“So you invented a Neuralyzer?” a nervous Pinkie exclaimed, then donned a pair of dark glasses.

“Basically,” Twilight confirmed, resting a hand on Spike’s back, taking strength from his comfort and presence. “It was that or me and everyone else would forever be at Midnight’s mercy!”

“Twilight…” Sunset rubbed her eyes, wondering if she could ever get through to her friend that Midnight was in fact a part of her and suppressing her only made things worse. You know, Zesty’s right about that much… problem for later, though!

“Fine, that’s a definite option at this point—though getting it close enough to Pony-Twi might be problematic. She’s sure to recognize any odd tech and have spells to block it—especially if she’s truly planning to cross over,” she reasoned. “But then again, how could she without losing all her power?”

She didn’t get a chance to ponder the answer before her phone and Twilight’s buzzed with an incoming text message, sounding an odd ringtone she’d never heard before. “Huh? Who’d be texting me this late?” she wondered aloud as she pulled out her smartphone and Trixie studied it in some confusion.

When she clicked on the message, it was just a gif of her former cutie mark and Twilight’s circling around each other. Upon clicking the image, it opened her map app and then, instead of displaying her own city, it turned into what she recognized as a somewhat stylized map of Equestria, focusing in gradually on the location of Ponyville and then what she remembered was the site of Princess Twilight’s castle, the two cutie marks somehow circling it. “What’s this?”

“I’m getting it too…” Twilight said uncertainly, turning the phone around to show everyone the same gif. “And I don’t recognize the sender.”

“That’s the Friendship Map!” Trixie exclaimed in some shock, peering at the screen over Sunset’s shoulder. “And it’s calling you both to Equestria!”

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