A Disparate Bond

Chapters

A Rough Start
An Unorthodox Escape
An Unexpected Discovery
A Distressing Vision
A Wonderous Room
A New Purpose
A Harsh Lesson
A Place to Call Home
A Stark Contrast
A Tour of the Fortress
A Trot Through Town
An Uncertain Future
A Room Divided
The Hive Queen
The King of Monsters
A Banished Empire
The Covetous Lord
A Cruel Lesson
A Dark Prison
A Horrific Sight
A Nightmare Worth Fighting Against
A Jolly Hunter
A Wrong Turn
A Monster in the Dark
A Thestral's Dilemma
A Problem Worth Investigating
A Trot Amidst the Stars
A Descent into Darkness
A New Place, A New Prison
A Meeting of the Elders
A Ponytale Made Real
A Truth Revealed
A Heavy Burden to Bear
A Constellation in the Shadows
A Meeting Postponed
A Pleasant Trip
A Rude Awakening ~ Starlight
A Rude Awakening ~ Twilight
A Weary Agent
A Horrible Truth
A Question of Intent
A Creature Within
A Bitter Winter Night
A Mutual Understanding
A Brief Lesson on Changelings
A Morning Meeting with a Mysterious Mare
An Old Thestral's Wish

A Rough Start

"So... do you have any idea where this town is supposed to be?"

Starlight let the question hang in the air for a moment as the two fillies made their trek across the desert. It had only been about half an hour or so since they had left Starlight's burning home behind.

Despite the light pink filly's willingness to take Twilight with her on her journey to the town that was supposed to be nearby, neither of them had actually made any attempt at a conversation. The tense and awkward silence from last night had made a return, and that in turn made the trip feel a whole lot longer.

It didn't help that the terrain looked the same everywhere the lavender filly looked.

"I don't know where the town is exactly," Starlight finally answered after a moment, "all I know is that S... my friend once told me it was somewhere northeast of where I... where I used to live."

"Oh," Twilight replied, "so we just... keep going northeast then?"

Starlight gave a curt nod and said no more, her eyes pointedly focused on the path ahead.

Silence reigned once more.

Twilight sighed in disappointment before turning her somber and somewhat bored gaze skyward. The sky was still a murky grey and a cool wind had picked back up, but thankfully it didn't look like there would be any rain any time soon.

Twilight took the opportunity to think about just how ridiculous their situation was. Here they were, two fillies no more than eight years old, wandering alone in a rocky desert. Neither of them had a family anymore, Starlight no longer had a home to return to, and Twilight may as well have been in the same boat.

Still, they weren't alone and in Twilight's opinion, that counted for a lot, even if Starlight herself wasn't willing to say anything about it.

Twilight's thoughts were interrupted by the loud gurgle of her stomach and she grimaced.

"Um... Starlight?"

The light pink filly slowed to a stop and lit up her horn. Without turning in Twilight's direction, she flipped open one of the saddlebags on her back and floated out two large carrots. She dropped one into Twilight's waiting hoof and kept the other for herself.

"I didn't expect you to come with me so I only brought enough for myself," she turned her head slightly to glance back at the lavender filly, "we gotta make these last so don't eat too much okay?"

Twilight nodded and took an appreciative bite out of the vegetable. Starlight gave a noncommittal grunt and continued her trot forward, Twilight following close behind.

After a few more minutes of quiet travel, Twilight decided to try and make conversation again.

"Have you not been to this town before, Starlight?" Twilight asked in earnest curiosity, "you made it sound like this would be your first time seeing it."

"That's because it would be," Starlight replied -- much to Twilight's surprise, "my mom and dad have been to the town lots of times, and Sunburst is..." she trailed off for a brief moment. biting into her own carrot before continuing, "my friend was from there and came to visit me pretty often, but I was never allowed to actually go there."

"What? Why?" Twilight asked in bewilderment, "Your parents never took you with them?"

Starlight shook her head.

"Never," she replied quietly, "they..." her voice caught in her throat and she brought a hoof to her face -- presumably to wipe her eyes -- before starting over, "they never told me why I couldn't go, they just kept saying you'll learn why when you're old enough."

"And... what about your friend?"

"He didn't know either," Starlight sniffed, "or if he did, he never told me."

"Oh... that's..."

Twilight didn't know what to say. To Twilight it sounded like her family and friend were keeping some kind of secret from her, and now she would never get the chance to ask them what it was. There was no more 'when you're older'. Now she would have to find out for herself once they got to the actual town.

"What about you?"

Twilight blinked.

"Me?"

"Yeah," Starlight sniffed again before turning to face the lavender filly behind her, "you said something about a spell dropping you here? I thought you were from the town, but you don't even know where it is."

"No, I don't know where in Equestria I am," Twilight replied with a shake of her head, "I don't even know if I'm still in Equestria."

"We're still in Equestria as far as I know," Starlight responded, taking a brief glance around the desert before turning back to Twilight, "but... if you're not from that town, then where are you from?"

"I'm from Canterlot, but--"

"Wait, hang on..." Starlight stopped and turned to fully face Twilight, "I don't know exactly where Canterlot is, but I know it's hundreds of miles away from here," she gave the lavender filly an incredulous look, "you're telling me that you cast some sort of spell that... Teleported you here? All the way from Canterlot of all places?"

"I... yes?" Twilight replied in confusion and disbelief, "did you say hundreds of miles?"

"Ridiculous," Starlight concluded as she began trotting once more, "if you tried to Teleport that far you'd be dead before you even got here."

Twilight gaped at the other filly for a moment before shaking her head and hurrying after her.

"I don't know how it happened, but it's true!" Twilight pressed, "a lot of... things happened... and.... a-and I think I lost control or something..."

"So what? You had a magic surge?" Starlight replied skeptically, "that's all the more reason you should be dead."

"No, i-it wasn't like that!" Twilight cried, galloping in front of Starlight and causing the surpised filly to take a step back, "at least, I don't think it was..."

"Okay fine," Starlight huffed in annoyance, "then tell me, what was it like?"

Twilight took her own step back and frowned.

It wasn't like she herself didn't understand just how ridiculous the whole thing sounded. If what Starlight said was true, then she had somehow transported herself hundreds of miles in a single spell. Starlight wasn't wrong to think that Twilight should be dead.

Twilight in fact, very much agreed with that statement.

She knew how fatal the consequences of a magic surge could be, and it had indeed felt like a magic surge at the time -- at least at first. Still though, Twilight couldn't help but feel put off by Starlight's somewhat cold demeanor and blunt responses.

Nevertheless, she responded.

"It felt like I was having a magic surge at first. My horn started hurting really bad, and I thought I was gonna die, but then it stopped."

"It stopped," Starlight repeated flatly.

Twilight nodded and looked down at her hooves.

"It felt like something... changed inside me, and the pain stopped," she explained, "then I fell backwards, everything got really dark, and I woke up next to a giant boulder in this desert."

Starlight stared at the lavender filly with a thoughtful frown as she ate the rest of her carrot. The look lingered just long enough to become uncomfortable and Twilight began to shift uneasily under the light pink filly's scrutiny.

"...What is it?" Twilight finally asked, "why are you looking at me like that?"

"I just remembered something Su... something I heard a while back," Starlight answered after another moment, "apparently there's this thing called a magic miracle."

"A magic... miracle?" Twilight asked in confusion, "I've never heard of that, what is it?"

"It's like... um..." Starlight furrowed her brows as she tried to think of an explanation, "it's... kind of like a free pass for casting a spell or something."

Twilight just looked at her with a raised eyebrow.

"Okay, I don't remember all the details," Starlight conceded with a huff, "but a magic miracle is kind of like a magic surge, except there's no consequences when it happens. It just kind of... happens, and you have no control over it."

"Wow..." Twilight muttered, "how did I not know about something like that?"

"Don't ask me," Starlight replied with a shrug. She turned around and started trotting northeast again, "I didn't know about it either until... well, I haven't known about it for that long either."

"Huh..." Twilight responded as she followed after Starlight, "so you think whatever happened with my magic might've been some kind of... magic miracle?"

"Maybe," the light pink filly replied, "it's the only thing I can think of that would explain how you survived."

"But if it has no consequences, then how do you explain my magical burnout?"

"I don't know, Twilight!" Starlight replied, groaning in annoyance, "why don't you ask one of the grownups when we find that town?"

"Oh, okay then," Twilight muttered dejectedly, "sorry... I just... want some answers about why all this happened is all."

"Well you're not gonna get them from me."

"I know," Twilight responded with a sigh, "I hope we find that town soon..."

She finished off her meager meal of a single carrot and let her sad gaze wander across the rocky, sandy terrain. As she looked to her left, she stopped and frowned.

"What the..."

She squinted slightly and tried to make sense of what she was seeing. In the distance, just on the edge of her vision, she could see what looked like a large bank of fog rolling in.

From where she was standing, she couldn't gauge how far the fog had spread, but she definitely couldn't see anything past it.

"How long has all that been there?" Starlight muttered, "was that fog even there a second ago?"

Twilight glanced at Starlight and saw that she too had seen the odd sight. They both stood there staring at the heavy fog in the distance with wonder and a hint of trepidation.

"I think we should move on, Starlight," Twilight suggested, taking a nervous step back, "I don't like the way that fog looks."

"Yeah, it's definitely creepy alright," Starlight replied, not moving an inch, "I wonder if it's hiding something..."

"Starlight?" Twilight asked worriedly, "you're not thinking of--"

She was cut off by a sudden gasp.

"Maybe that's where the town is!" the light pink filly exclaimed, taking off in the direction of the ominous grey haze, "come on, let's go check it out!"

"Wait, Starlight no!" Twilight cried, rushing after the eager filly, "that's a terrible idea! It might be dangerous!" she continued to chase Starlight, but the filly paid her no mind as she galloped towards the fog, "what if there's monsters from Tartarus in there or something? Starlight! Star--"

Pain exploded in Twilight's horn and she was only vaguely aware that she had fallen to the ground. A loud ringing noise resounded in her ears, blocking out all sound, including that of her own screams as she writhed on the ground in agony.

The pain began to ebb to a dull throb only moments after it had started and she opened one teary eye to see just what had happened. Lying on the ground further away was Starlight. The filly wasn't moving at all and beneath the pain, panic, fear, and confusion clouding her mind, Twilight felt a surge of something welling up within her.

"S-Starlight..."

Not once taking her eyes off of Starlight, she tried to rise to her hooves, only to find she didn't have the strength. Gritting her teeth, she attempted to crawl over to the prone filly. She ignored the painful throbbing of her horn and the gradual darkening of her vision as she pulled herself closer to Starlight.

Nothing mattered except reaching Starlight.

Not the rapidly encroaching fog.

Not the pain in her horn.

Not her fading consciousness.

Not even the several pony shaped silhouettes trotting out of the grey haze before them.

"S-Star..."

Twilight blacked out, mere inches from the unmoving filly.

Author's Note

Bad End.

No I'm kidding, there's more story to come.

An Unorthodox Escape

Twilight awoke with a cry of surprise as she felt something jab her in the barrel sharply.

Her cry was immediately muffled by a hoof and her widened panicked eyes follow that light pink hoof to the light pink pony it was attached to. An equally panicked looking Starlight stared back into Twilight's eyes as she put her free hoof to her own mouth in a shushing gesture.

It took a few seconds, but Twilight's heartbeat slowly began to drop back to normal levels and after another few seconds, she slowly nodded. At that, Starlight removed her hoof and allowed Twilight to rise to her own hooves.

The lavender filly took a moment to look around herself. It seemed she and Starlight were in some kind of small empty room made of shiny black stone and lit by a few sconces high above.

Off to one side of the room was a small pile of hay and two buckets that Twilight hoped were filled with water. Another corner held what looked like two very dirty brown mats that looked less like mats and more like large strips of dirty cloth.

Twilight wouldn't have been surprised if that's what they actually were.

Looking directly ahead of her revealed another room outside separated by a row of iron bars.

We're... in a prison cell?

She looked back over to where Starlight was to see her lying on one of the mats and staring out at the room beyond the bars with an intense expression. It was only then that Twilight noticed the horn ring placed on her horn.

Eyes widening, she reached a hoof up to her own horn to see that she did indeed also have an anti-magic horn ring on her own horn. She lowered her hoof and sighed morosely before trotting over to where Starlight was and planting herself down beside her.

Starlight gave no sign that she had noticed Twilight and instead continued to stare ahead of her. Twilight furrowed her brow and followed Starlight's gaze, spotting what the light pink filly was probably looking at a moment later.

Sitting at a large wooden desk in the middle of the darkened room outside was one of the largest unicorns Twilight had ever seen. Solid corded muscle flexed and rippled under his dark brown coat as he leaned back in his chair.

He had a short cropped orange mane and a rather long and thickly braided tail that Twilight couldn't help but raise an eyebrow at, despite her current predicament.

Maybe it's a local custom?

She couldn't see the unicorn stallion's eyes due to them being closed, and just when Twilight began to wonder if the stallion was asleep, he suddenly let out a loud snort that made the filly jump slightly.

He smacked his lips a few times and adjusted his position slightly in his seat, but made no other movements. Twilight waited and listened a moment and sure enough, she could hear soft snoring coming from the burly pony.

The lavender filly frowned and leaned down to Starlight's level.

"What's going on?" she whispered, not taking her eyes off the unicorn, "who is that pony, and where are we?"

"I don't know," Starlight whispered back, "but shut up for a minute, I'm trying to think."

Twilight rose her head and grimaced at the light pink filly, she wanted to say something about her attitude, but decided now wasn't the time. Instead she opted to get a better look at the dark room where the stallion was sleeping.

She couldn't see much beyond the dim light some torches on the walls offered, but from what little she could glean, there actually wasn't too much more going on than inside their own dingy little cell.

A few racks and shelves lined the walls, the racks mostly empty save for a few rusty looking weapons and the shelves made of some kind of slightly rotted wood. Moving slightly so that she could see more of the room, Twilight spotted a small window on the far right side wall.

To her shock, she could see that night had already fallen, the sky outside completely black and full of stars.

Just how long were we out?

"Twilight."

The lavender filly turned to find that Starlight was facing her, though her eyes remained on the slumbering stallion as she spoke.

"I think I can get us out of here, but I need something to write with," she whispered, "I also need you to get this horn ring off of me."

"What? How?" Twilight whispered back with a bemused frown, "If you haven't noticed, I have my own horn ring to worry about. Even without it, I'm still suffering from magical burnout, remember?"

"Just... I don't know," Starlight hissed, "use your teeth to pry it off or something!"

"My teeth," Twilight deadpanned, "you want me to grab the horn ring with my teeth."

The situation certainly demanded more solemnity than either filly was showing, but Twilight couldn't help her reaction to Starlight's ridiculous suggestion.

"I don't see you coming up with anything to get this thing off," Starlight shot back with a glare, "if you haven't noticed, we don't have a lot of options right now."

Twilight went to argue, but gave a grimace of resignation instead and trotted over to the light pink filly. She really didn't want to do this. Even setting aside the extreme awkwardness of the act, unicorn horns were sensitive and she didn't want to accidentally hurt Starlight.

There was also no guarantee it would even work. Nevertheless, Starlight had a point, they really didn't have much of a choice right now. Putting on a horn ring with your hooves was one thing, but taking one off with hooves was something else entirely.

That's why they were more or less exclusively handled by unicorns.

"Alright, I'll do it," Twilight grumbled, "just... hold still so I can get this over with."

Starlight nodded and lowered her head so that her horn was level with Twilight's muzzle. Twilight herself stood there for a moment, eyeing the horn nervously.

"Are you sure there's no other way to do this?" she asked, "maybe we could--"

"Just hurry up, and do it!" Starlight growled in annoyance, "this isn't exactly fun for me either you know!"

Twilight sighed and opened her mouth, moving forward over Starlight's horn until she felt the cool metal of the ring above her tongue. Making sure not to rush it, she gently bit down on the ring and began pulling back. She heard Starlight inhale sharply and stopped.

"I'm fine," Starlight grunted, "just keep going, and hurry."

Twilight reluctantly started to pull once more with a bit more force, ignoring Starlight's whimpers and grunts. At first, the ring didn't budge and Twilight was afraid they had gone through all this for nothing, but then she felt it start to give.

Starlight must've felt it too because she began pulling in the opposite direction. After a few more tense seconds of pulling the horn ring popped free and Starlight stumbled back with a small surprised yelp. Twilight scrambled back a few steps before turning and spitting out the ring.

She turned to see if Starlight's outburst had awoken the burly unicorn. The stallion gave another loud snort, but remained fast asleep. Both fillies breathed a quiet sigh of relief before Starlight suddenly lit up her horn.

A quill and a piece of parchment that Twilight had failed to noticed previously floated over to the cell from the table in a bright blue aura. They slipped through the bars and landed in front of Starlight. The light pink filly wasted no time in tearing the parchment to shreds with her magic, leaving Twilight completely baffled.

"What are you gonna do?" Twilight asked curiously.

"Just watch," Starlight muttered as she focused her attention on the quill and torn pieces of parchment, "this shouldn't be too difficult..."

Twilight stepped closer to Starlight and peered down at what she was scribbling. Her face scrunched up in confusion as she observed Starlight's work. The filly was hornwriting several strange and complex looking symbols on each piece of parchment.

In all her studies, Twilight had never seen such a thing before. She did get the feeling that whatever the light pink filly was doing, it had something to do with magic.

"Starlight, what--"

She was cut off by a sharp hushing noise from Starlight who hadn't looked up or stopped writing for even a moment. Twilight huffed and took a step back before lowering herself down onto her haunches.

Her tail twitched in irritation at being denied, but she could more than understand the need for concentration in this instance. She decided that whatever the filly was doing had to be magical in nature.

As Starlight continued her work, Twilight's gaze idly drifted back over to the single desk. She blinked and squinted a bit before trotting closer to the bars of her and Starlight's prison. Her eyes widened and she smiled before turning back to Starlight.

"Hey Starlight, it looks like there's some keys on the--"

"Finished!"

Twilight stepped back in surprise as Starlight quickly trotted over to the bars, each torn piece of parchment held in her magic and a determined frown on her face. Before Twilight could ask just what she had finished exactly, Starlight closed her eyes and the glow of her horn intensified.

She floated each of the pieces of parchment over to a separate iron bar and used her magic to make them stick. Twilight watched in awe as the symbols on each piece began to glow a bright yellow. Starlight's eye's snapped open and she focused a steely gaze on the iron bars before her.

"Dissolve."

At Starlight's command. every iron bar that had a piece of parchment stuck to it melted into a liquid state before Twilight's wide disbelieving eyes. In a matter of seconds, several of the bars were nothing more than a rapidly hardening pool of metal on the ground, leaving the two fillies free to exit the prison cell.

Twilight slowly turned from the newly made opening to Starlight herself -- her eyes practically sparkling with amazement, curiosity, and a bit of envy. Starlight noticed Twilight's stare and looked back with a smug grin that quickly faltered and fell into a pained grimace a moment later.

"Come on, let's get out of here," the light pink filly said quietly as she stepped out of the cell, "I don't know what happened, but I don't think it's safe here."

"Wait hang on," Twilight cried trotting ahead of Starlight and cutting her off, "what was that? The symbols, the glowing, and then you just said 'dissolve' and... and... they did! The bars just... melted into a liquid! You just changed a solid to a liquid and it didn't look like it took any effort at--"

"Twilight!" Starlight hissed, "Shut. Up. We're trying to escape, remember?"

"But... but the magic! How did you--"

"You probably should've listened to your friend there, Purple. You're really loud."

Both fillies froze.

They're eyes widened and they slowly turned to see the muscular brown unicorn gazing down at them in annoyance as he rubbed the sleep from his eyes. The girls scrambled back several steps as the stallion rose from the chair and yawned.

He took one step towards the fillies and stopped, looking from them, to the empty cell, and back to them again with a bemused frown. Twilight and Starlight stared back with matching looks of fear and trepidation. They had to crane their necks all the way up just to see the stallion's face.

"Now how the buck did you two get out of there?"

Author's Note

No the stallion isn't their teacher, just wanted to get that out of the way right now. They still have yet to show themselves, and the fillies have to yet to find out just what the hell happened.

More on that in the next chapter. :pinkiesmile:

An Unexpected Discovery

The two fillies were stuck.

Their plan to escape had failed before it even really started and now they were forced to deal with this mammoth of a prison guard. The guard himself stared down at the two somewhat impassively, but for how much Twilight was panicking, he might as well have had murder in his eyes.

The filly sat there frozen in shock and fear as she stared up at the large unicorn. She opened and closed her mouth, but no words came out, a tiny squeak being the only sound she was able to make.

Starlight on the other hoof, fell to her haunches and wailed.

The stallion winced and covered his ears.

"Whoa, whoa, would you quit it with the waterworks already?" he yelled over Starlight's cries, "I'm not gonna hurt you, alright?"

Starlight continued to wail obnoxiously to the point that even Twilight had to cover her ears, her initial fear replaced by utter shock at the sheer volume at which the light pink filly could scream.

"WOULD YOU KNOCK IT OFF?!"

The door to the room was suddenly enveloped in a shining yellow aura and slammed open so hard it was ripped from one of the hinges.

"WHAT IN THE DEEPEST DARKEST PITS OF TARTARUS IS GOING ON HERE?!"

The bellow was more than enough to drown out Starlight's cries and everypony in the room started violently at the sudden intrusion, including the stallion. All heads whipped around to face the doorway.

Standing in the entrance to the room was an absolutely livid unicorn mare.

Beneath all the fear, shock, and confusion, Twilight couldn't help but notice just how immaculate the mare looked, even with her face scrunched up in an angry snarl.

Her pristine cobalt blue coat was wrapped in a soft black cloak clasped together by a small jade colored brooch in the shape of some kind of serpentine creature eating it's own tail. Her neatly feathered turquoise mane fell to one side of her face, and her brilliant yellow eyes were narrowed and blazing.

In a few words, she was the prettiest mare the lavender filly had ever seen.

For a heartbeat, nopony spoke a word, the two fillies and the stallion staring back at the irate unicorn mare. Then the mare, finally taking notice of the fillies, straightened up and looked from them to the prison cell.

All at once, the fury fell away and was replaced with a look of mild interest.

"Oh, the brats finally escaped," she turned once again to the two briefly with an unreadable expression before turning right around and trotting back out of the room, "good, that actually took a lot less time than I expected."

She looked back over her shoulder to the stallion, who stood there next to the fillies with a flat expectant look on his face.

"Fix the door, Comet," she turned back around and continued her trot, "you two come with me."

She didn't wait for the two confused fillies to respond before trotting out of sight down the stone hallway just outside the room. The stallion, Comet, looked over to the broken door and sighed before shaking his head.

"Look," he began, rubbing the back of his neck and turning to Twilight and Starlight, "you two better not keep Aeon waiting," he trotted over and pushed to the two girls towards the doorway, "come on, I'm sure you two have questions. She'll be the one to answer them... probably... hopefully."

Twilight was about to ask the stallion what he meant when he pushed them again, this time all the way out the door.

"Like I said, don't keep her waiting," he said one last time, "she should be down the hall to the left. Keep going until you reach the black metal door at the end of the hallway... oh, hang on a minute, Purple..."

Comet lit his horn and the ring around Twilight's own horn was enveloped in a bright orange glow before being lifted up and off the filly. He floated it over to himself before nodding to Twilight.

"I don't think you'll need that anymore," he explained, "I told that mare you didn't need it in the first place, what with your magical burnout and all, but she insisted..."

He continued grumbling complaints about the mare as he retreated back into the room.

"Well, so much for that plan."

Twilight turned away from the entrance of the room to see Starlight giving her a sour look.

"Thanks for that by the way," she groused as she began trotting down the hall, "If I had known you were such a loud mouth I would've just left you there."

Twilight winced and hung her head guiltily.

"I'm sorry, Starlight," she muttered, "I was just... curious," she looked back up at Starlight, "I love learning about magic, and that... whatever you did back there was something I've never seen before," she gave Starlight an apologetic frown, "I guess I got carried away with my excitement... and got us caught."

Starlight eyed the apologetic filly for a moment, her displeased frown softening slightly. She looked away and sighed before facing forward and trotting down the hall once more.

"It's alright, Twilight," she finally replied, "at least we're not gonna be thrown back in jail again... at least I don't think we are."

Twilight nodded and followed after the light pink filly. A bemused frown crossed her face as she observed Starlight and she decided to voice her concern.

"Hey... Starlight?"

"Hmm?"

Twilight's bemused frown deepened.

"What was all that about back there?" she asked, "y'know, with the screaming?"

"Oh, that?" Starlight replied without looking back, "I always used to do that whenever..." her steps faltered and slowed briefly before she picked back up her pace a moment later, "...whenever I didn't want to do something or my... m-my..."

She shook her head.

"It was just something I did whenever I didn't want to do something," she finished, "I was hoping he'd just let us go if I cried loud enough."

"What?" Twilight asked incredulously, "that's sounds like a terrible plan, Starlight. What if he had decided to just... I don't know... hurt you or something instead?"

Starlight merely shrugged and kept trotting.

"We're here now, aren't we?" she reasoned, "you heard that mare. Apparently she was expecting us to break out of that cell."

"Right, and that's another thing," Twilight whispered worriedly, "we don't know anything about that mare... or anything else about this situation for that matter," she shook her head before looking around her, "how did we get here? Where even is here? What was that fog?"

She turned back to Starlight, giving her a pointed look.

"And why did you just rush towards it without thinking?" she asked accusingly, "I tried to tell you it might be dangerous, but you completely ignored me and galloped off on your own anyway!"

Starlight didn't say anything to that.

She didn't even bother to face the lavender filly.

"Well?" Twilight pressed with a frown, "why did you--"

"I didn't want to keep wandering around out there."

Twilight blinked.

Starlight stopped and finally turned to fully face Twilight with a solemn expression.

"Who knows how long we would've been trotting out in that desert, Twilight," she explained, "I didn't bring enough food for the both of us, and I only had maybe a few hours worth of water if I stretched it."

"But... but then why?" Twilight asked with a frown, "why did you decide to take me with you if you didn't have enough food and water for the both of us?"

"Well for one, I think you would've tried to follow me anyway," Starlight answered with a shake of her head, "and besides that..." she looked away from the lavender filly as she thought, "...I don't know. You just looked... bad, I guess. I couldn't just leave you there."

She turned back around and stared at the black metal door just up ahead.

"And I didn't want to be alone..."

Starlight had said that last part quietly, but Twilight heard her anyway and her expression softened into a look of understanding. She trotted up next to the light pink filly and rested a hoof on her shoulder.

"Starlight, I--"

As heartwarming as all this is, I'd like to get started sometime today if you both don't mind.

Both the fillies jumped in surprise at the sound of the deep, almost sensual feminine voice. They turned to looked at each other, their eyes wide with bewilderment and disbelief.

"Did you just--"

"Yeah I did! What was--"

It's just simple Telepathy. Now hurry up and enter through the door in front of you. I have a lot of time on my hooves right now, but I'll be damned if I'm going to waste it all waiting for you two to get over yourselves.

The fillies simply stood there, gaping at the door before them.

TODAY, FILLIES!

With a yelp, they both scrambled towards the entrance and Starlight used her magic to push the door open. Once inside, the two fillies stumbled to a stop and gawked at their new surroundings.

Beyond the doorway was a massive, circular room filled with rows and rows of large shelves. Even from where they were standing, the fillies could see that each shelf contained a plethora of books of all kinds. A spiral staircase lining the wall could be seen leading up to another floor above and another staircase led to a floor below.

A large chandelier hung from the ceiling and seemed to glow with several bright ethereal looking motes of amber light rather than actual candlelit flames.

Both fillies slowly made their way further into the room, their heads swiveling this way and that, trying to take everything in. Tall bookshelves lined the grey stone walls and the rest of the shelves that weren't against the walls were arranged in circular rows that encroached upon the center of the room.

In the middle of the room itself were a few long wooden tables chairs, presumably for reading or studying. Starlight and Twilight also took note of another door between the rows of shelves lining the walls.

Twilight couldn't believe her eyes.

This was the last thing she had ever expected to see since waking up in that rocky desert. In that moment, all of her fears and worries were completely shunted aside in favor of sheer awe and a growing excitment welling up within her chest.

The mysterious mare had summoned them to one of the largest libraries Twilight had ever seen in her young life.

Author's Note

Hey, Twilight found the library! Maybe things won't be so bad after all. :twilightsmile:

A Distressing Vision

"This... this is incredible!"

Twilight's eyes never stayed in one place for very long. They constantly moved from bookshelf to bookshelf as she quickly trotted around the large library. Starlight moved at a more sedate pace, taking in the room with less enthusiasm, but no less wonder than Twilight herself.

"What are the odds that we'd find a library out here?" Twilight asked, narrowing her eyes as she scanned the books on the lower section of one of the bookshelves, "I can't believe it! I never thought I'd see even one more book again," she straightened up and laughed as she galloped from shelf to shelf, "and now I'm surrounded by hundreds, thousands, maybe tens of thousands of them!"

"Yeah, it's... something alright," Starlight answered cautiously as she eyed the magical chandelier with a curious raise of her brow, "I definitely didn't expect to see all of this when I set out to find that town," her eyes widened and she lowered her gaze to one of the tall windows on the far side of the room, "wait a minute..."

Twilight paid no heed to Starlight as the light pink filly galloped over to one of the few windows not blocked by a bookshelf. Starlight reached the window, lifted herself up onto her hind legs and planted her forelegs on the window itself.

She frantically swept her gaze from left to right, trying to see exactly where they were. Unfortunately night had fully fallen and she couldn't see anything outside the window whatsoever. With an annoyed huff, she lowered herself back to all fours and went to see what Twilight was doing instead.

"Twilight?" Starlight called out, "where are you?"

"Over here!"

Starlight's ear twitched and she turned in the direction of Twilight's ecstatic voice, surprised at how far away it was. She sighed, shook her head and began trotting towards the lavender filly.

Wandering the entirety of the floor, Twilight had found something else she hadn't expected to be there. On a rather ornate stone pedestal in between two bookshelves was a large glass orb sitting on a violet cushion. The glass orb was surrounded by a translucent casing which was itself made of glass.

Starlight trotted over to find the filly sitting transfixed by the sight. She looked from Twilight to the pedestal with a raised eyebrow.

"What is that?" Starlight asked, "and why are you drooling over it?"

"Starlight, this..." Twilight shook her head and frowned at the display, "this is an Orb of Insight... or at least I think it is... but..."

"But what?" Starlight replied sitting down next to Twilight, "looks like one of those fake crystal balls fortune tellers use."

"No, Starlight, this is different... and very real," Twilight replied, "I'm fairly sure this is an Orb of Insight, but it's too... big," she raised a hoof and showed it to Starlight, "normally, Orbs of Insight are only about the size of the underside of my hoof, but this..."

She trailed off and lowered her hoof, turning to stare at the orb with a thoughtful frown.

"Why would there even be a need for an Orb of Insight this big?" she mused quietly, "it's not like increasing the size of the Orb will change its function..."

"And what exactly is its function, Twilight?" Starlight asked somewhat impatiently, "what's it supposed to be giving insight into?"

Twilight was about to explain when a deep chuckle that seemed to come from everywhere at once caused both the fillies to tense up.

Why don't you try using the orb and find out for yourself, Starlight Glimmer?

Before either filly could react, the glass casing around the orb vanished in a flash of yellow light. Twilight took a startled step back and looked around trying to find the source of the voice. After a few moments of searching, she gave up and sat back down in front of the now uncovered glass orb.

"It's that mare again," Twilight whispered, still glancing around cautiously, "how did she even do that? Who is she?"

"I don't know, but how do you use this thing?" Starlight asked, a look of curiosity replacing her earlier look of skepticism.

"What? Starlight!" Twilight cried in exasperation, "you're just gonna do what she says? We don't know anything about her! What if it's a... a trap or something? There's no telling what she did to that--"

Starlight ignored the lavender filly as she lit up her horn and enveloped the orb in her magic. In an instant everything went white and Starlight inhaled sharply, countless symbols she had never seen before flashing before her eyes. In another flash she saw images of things she couldn't comprehend.

Weapons of all shapes and sizes etched with ancient script that rained terrible magical destruction upon an unsuspecting land.

Titanic beasts made of stone and metal that glowed with an arcane light, lumbering along and smashing anything and everything in their way.

Demons summoned from the darkest pits of Tartarus, descending upon the world through large magic portals that covered the sky.

Ponies and zebras and griffons and all manner of races twisted into abominable, monstrous shapes, rending innocent lives asunder in their pain wrought madness.

Entire armies of undead walking the earth, adding more victims to their countless numbers.

Evil shadows that danced amidst bloody fields where horrible battles were fought again and again.

And overlooking all of the carnage, chaos, and corruption were the tall dark silhouettes of two mares -- two sets of eyes drinking in the sight before them.

Cold and cunning blue eyes that held nothing but glee in what had been brought about, and draconic amethyst eyes, intelligent as they were brutal, looked on with grim satisfaction.

Both mares suddenly turned their gazes skyward just in time to see two other mares descend upon them. One mare blazing with all the rage and splendor of the Sun itself and the other overflowing with the ice cold fury of the Moon and Stars, angry pulsating nebulas sparking and flashing within her ethereal mane and tail.

Before contact could be made between the two opposing forces of destruction, the scene flashed white once again and with a gasp, Starlight fell to the floor. Panting, sweating, and shaking as she was, it took her a moment to notice Twilight on the ground right next to her in much the same state as she was.

The two fillies looked at each other with wide terrified eyes, rendered unable to speak from the sheer shock of what they had both seen. They were snapped out of their stupor by another chuckle.

Well now, isn't that interesting...

"W-What are you talking about?" Twilight cried, looking up at the ceiling, "what... what was that? W-What... what did we just see?"

I have absolutely no idea, Twilight Sparkle, the voice of the mare replied, but just based on yours and Starlight's reactions alone, I'd say it's something worth talking about.

Somewhere in the library, the two heard what sounded like a door being unlocked.

So come, talk to me about what you saw, and if it's as interesting as I think it is, maybe I'll even explain what it means...

With one last mocking laugh, the voice fell silent.

Twilight and Starlight didn't move for another few moments, the two of them still trying to get themselves under control.

"That thing... is not... an Orb of Insight..." Twilight panted as she shakily rose to her hooves, "they... can't do something like that. I don't know any kind of magical artifact that can."

"Nevermind... what it is," Starlight replied as she stood up and shook her head, "what the buck was all that?" she shivered, "I don't... I can't even imagine... Twilight, what was that?!"

"I don't know!" Twilight cried in response as she fell to her haunches and held her head in her hooves, "I don't even want to know! Whatever that was, it was awful! It was terrible... it was... it..."

She trailed off and sniffed a few times, tears threatening to fall from her eyes as she thought about what they had seen. For a few heartbeats, they both sat and ruminated in silence, then Starlight spoke up in a quiet shaky voice.

"Hey... Twilight?" Starlight began, "those shadowy mares... the ones we saw in that... vision..."

Twilight heard the light pink filly, but she didn't respond, already knowing what Starlight was going to ask.

"Did they... look familiar to you at all?"

Starlight looked from her hooves to Twilight and saw the other filly looking back at her with tears streaming down her face. They stared at each other for a moment and Twilight gave a slow quiet nod of confirmation, not daring herself to speak.

"What does that mean?" Starlight asked again, looking back at the mysterious orb that had once again been encased in glass at some point, "who were they?"

"I don't know, Starlight," Twilight replied with another sniff, "but I do know one thing..."

She wiped her eyes and stood back up, turning to the orb with a worried look. She shuddered and shook her head once before giving Starlight a determined frown.

"The only way we're gonna find out what's going on is by talking to that mare."

Author's Note

We're finally gonna get some answers in the next chapter, so be ready ya'll. :pinkiesmile:

A Wonderous Room

Twilight and Starlight made their way to the only other door they had seen in the library aside from the entrance, both assuming that was the door that had been unlocked.

Eventually they reached the brown maplewood door itself, but rather than immediately enter, they both hesitated, eyeing the door with some trepidation.

"So... this is it, huh?" Starlight asked, not taking her narrowed eyes off the somewhat unassuming door, "this is where leaving got me. Getting thrown in jail, jerked around by some mysterious... jerk, and crazy evil visions from a stupid crystal ball."

"It could be worse," Twilight tried, staring at the door alongside Starlight, "we could've been captured by ponies who wanted to hurt us... or worse."

"We still don't know if they're planning to do either," Starlight pointed out, "you said it yourself, Twilight. We don't know anything about this mare, and it's too soon to trust that she won't hurt us or do... something worse."

Twilight swallowed nervously.

She knew Starlight was right, and hadn't forgotten that they couldn't relax just yet. She just didn't want to think about the worst case scenario right now -- not in a library of all places.

To Twilight, any library was a sanctuary where she could gain insight and peace of mind -- where the filly could lose herself in a good book no matter the hardship she was facing. This library had been no different... up until Starlight had activated that terrible orb.

Now, standing before the door of the one who was probably the cause of all this, all of Twilight's worries came rushing back. Starlight was likewise worried, but there was an undercurrent of desperate curiosity when it came to the light pink filly.

When she left home, she had taken a lot of unanswered questions with her -- questions she hadn't yet shared with Twilight. She had hoped she would be able to get the answers to her questions when... if she reached the mysterious town she was never allowed to go to.

Now she wasn't sure if this was the place she had been looking for or not. The library was impressive to be sure, but it wasn't what she was looking for. In the end, she could only hope this mare could give her the answers she sought.

"Well... there's no point in just standing out here," Starlight finally said, moving to open the door, "that mare might yell at us again if we wait any longer."

Twilight nodded silently and Starlight pulled the latch on the door with her magic before pushing the door open.

For as impressive as the library itself was, the room the two fillies entered had wonders of its own. It wasn't as large as the library obviously, but it was a fairly big room. Twilight didn't get that impression at first due to the sheer amount of odds and ends, both large and small, that were packed into every nook and cranny she could see.

Her first thought was that the room was a mess, but upon closer inspection, she noticed that everything was placed just so. Items were neatly packed, folded, stacked, and pushed into and on top of shelves, drawers, tables, corners, and more. This was all done in such a way that it left several clear paths throughout the room.

Another thing the fillies noticed were the countless pictures and paintings covering the walls. There were pictures of mares and stallions both young and old, wearing all sorts of odd clothing.

Ponies weren't the only creatures that adorned the walls either. Several different pictures featured all sorts of creatures Twilight and Starlight had never seen before. Large creatures with horns, some with big muscly arms, some with a big coat of shaggy fur, and some with largely feline features.

There was even a large painting of what looked like a cross between a big black bug and an alicorn mare as tall as Celestia herself -- two big differences being the insect-like wings and the long jagged horn. The bug pony thing was reclining lazily on what looked like a shiny black sofa wearing a smirk that could only be described as saucy.

The painting was so odd the two fillies stopped and stared at it in bemusement for a good minute before moving on.

"What is all this?" Starlight wondered aloud as she looked about the room, "some of this stuff is pretty... out there."

"There's so many things I've never seen before," Twilight commented, a hint of excitement making its way back into her voice, "I don't even think a lot of this is from Equestria!"

"So... this mare is some kind of... treasure hunter or something?" Starlight replied, dubiously eyeing yet another glass orb sitting atop a shelf -- this one smaller and filled with shifting black smoke, "what does she even need it all for?"

"Maybe this is some kind of... archive?" Twilight guessed as she curiously scanned a row of books on another shelf, "maybe she's an archivist," Twilight suddenly gasped and turned to Starlight, "maybe this is some kind of castle!"

"How do you figure?" Starlight asked, looking back to Twilight with a raised eyebrow.

"Well, think about it," Twilight explained, "everywhere we've been so far seems to mostly be made out of stone, judging by the shape of the room and the stairways leading up and down, the library is probably part of a tower, there's dungeons," she gestured to everything around her, "and then there's this place!"

"What about this place?" Starlight asked in confusion.

"In most places in Equestria, archives are kept in large and important buildings," Twilight continued, straightening up and raising a hoof, "if this is an archive, it would only make sense for it to be in a castle given what else we've already seen since we woke up. I mean, what other place would have both a dungeon and an archive?"

"Well, I guess that makes sense?" Starlight replied uncertainly, "you might also be jumping to conclusions though."

"Well we can always ask that mare... if we can find her," Twilight responded before looking around in confusion, "where is she anyway?"

"Waiting for you two idiots to notice that I've been here the whole time."

The fillies jumped and cried out in surprise before snapping their gazes upward. Sitting comfortably on top of a large shelf with her muzzle in a book, was the same mare they had seen in the dungeon.

"The both of you are severely lacking in spatial awareness and common sense," the mare said, idly flipping a page in her book, "that can and will get you killed out here," she gave the fillies a side glance, "I'm honestly surprised it hasn't already.

"I mean, one of you had the brilliant idea to gallop headfirst into what could very well have been some Hell Fog that had escaped the Black Mires of Tartarus and found its way into the outer reaches of Equestria."

Starlight glared at the mare indignantly but said nothing, knowing full well how stupid she had been to do just that. Twilight however, was stuck on what the mare had said about the fog.

"What's... Hell Fog? And you said it came from Tartarus?" Twilight asked incredulously, "but... Tartarus isn't a real place! My mom told me... she told me..." Twilight's heart sank in her chest as she remembered her mother, "she told me Tartarus was just something that existed in old pony tales..." she finished quietly.

"Oh no, Twilight," the mare replied matter-of-factly, her eyes still glued to the book, "Tartarus is very real, and it's not even that far from here in fact."

"WHAT?!"

"We get to see all sorts of interesting things because of that," the cobalt mare continued, unfazed by the fillies' cries of shock, "things like that fog I mentioned earlier. You pass through that fog, and the only thing coming out of it is a skeleton picked clean of all its flesh... nasty stuff, that Hell Fog."

"But... but... that's not..." Twilight sputtered, staring at the mare in horror, "how can you just... that can't be true! Celestia wouldn't let a place like that exist! There's no way--"

"It's true."

Twilight whipped around to face Starlight and saw that the filly's eyes had gone distant and cloudy.

"S-Starlight?" Twilight asked worriedly, "you... you can't be serious..."

Starlight said nothing and Twilight stared at her in disbelief -- neither filly noticing the mare giving Starlight a knowing smirk. The mare chuckled softly and closed her book before floating it back into the shelf below her. She stood up and hopped off the dresser, landing right next to the fillies.

"As fun as this idle banter has been, we have things to discuss," the mare exclaimed, before turning around and trotting deeper into the room, "Twilight, snap your friend out of her traumatic flashback and both of you follow me."

Twilight looked from the mare to Starlight who hadn't moved an inch.

"H-Hey... Starlight?" Twilight asked tentatively as she prodded the unresponsive filly with a hoof, "come on, we gotta go..."

Starlight shuddered and blinked a few times before looking at Twilight as though she had only just realized the filly was there.

"Huh? What -- oh!" Starlight replied, "right, yeah... let's... let's go then."

She quickly trotted past Twilight who stepped back and watched her with a worried frown. Twilight didn't know what had happened to Starlight before she arrived at her cabin, but from Starlight's reaction and what she herself had seen in that cabin, she could tell it was at least as bad as what had happened to her own family.

Twilight gave a violent shudder of her own as she remembered her family's fate. She let out a shaky breath before following after Starlight and the mare, desperately trying to put those morbid thoughts behind her.

Author's Note

Chapter was getting too long so I split it. Onward to the next chapter!

A New Purpose

Starlight and Twilight eventually caught up to the mare who began to speak once she noticed them following after her.

"You were right for the most part," the mare began, eyeing Twilight over her shoulder, "about this place being a castle I mean. This place in particular is my own personal archive of things I've collect over the years, as well as an... office of sorts."

"Really?" Twilight asked.

The mare nodded and turned to face the path ahead once more.

"Although it's more a fortress than a castle," she continued, "and it's old... very old, and very run down."

Starlight looked around in bemusement before turning back to the mare.

"It doesn't look that old to me," she replied before frowning in thought, "but then again... that dungeon was in really bad condition."

"Yeah," Twilight added with a nod, "the weapons I saw in there were all rusty and the wood on the shelves and cabinets were rotted."

"Exactly," the mare responded, "some of the areas in the fortress are still clean and intact, like the library, but a lot of places are falling apart -- quite literally in some cases."

"But if it's so run down, then why do you stay here?" Twilight asked with a tilt of her head, "besides the library I mean?"

"Because," the mare replied, "it's still the best defense we have against what's out there in the desert."

The trio stepped out of the many rows of shelves and into a small clearing near the back of the room. The area was oddly spartan in its appearance, with only a single large desk with a cushy looking chair behind it, a few books stacked on top of the desk itself, some parchment, and a quill and inkwell. What looked like a smaller version of the chandelier in the library hung above the desk.

Twilight and Starlight gave each other confused looks before turning back to the mare.

"Starlight and I didn't see anything out in the desert until that fog showed up," Twilight answered with a bemused frown.

"Yeah," Starlight added with a frown to match Twilight's, "I've lived in the desert my whole life and I didn't see anything whenever I was allowed, outside other than the occasional wildlife anyway."

"And that's another reason you both interest me," the mare replied as she stepped around the desk and sat down in the chair, "rest assured, fillies, there are monsters out there in that desert -- things that will tear you apart, devour you, drive you insane, drain away your magic until you're nothing but a husk..."

Twilight and Starlight's eyes slowly widened in horror as the mare spoke, but she continued on regardless.

"...which is why I find it so intriguing that you both remain untouched and unseen by any of the monstrosities that dwell here," she leaned forward and steepled her hooves on the desk, her jade brooch glinting in the amber light from the chandelier above, "there's something strange about you two, and I want to know what it is."

The two fillies shifted uncomfortably under the mare's scrutinizing stare. Eventually Starlight found the courage to ask some of the questions that had been plaguing both her and Twilight thus far.

"Who are you?" she asked, before waving a hoof at everything around her, "where are we, and why did you bring us here?"

"And if it wasn't that... Hell Fog you were talking about, then what was that fog that we ran into?" Twilight added, "and what did it do to us? And I think I saw some other ponies before I blacked out too. Who were th--"

"WILL YOU TWO SHUT UP FOR A MINUTE?!" the mare shouted, slamming a hoof into the table and causing both fillies to flinch back in surprise. She closed her eyes, took a calming breath, and rubbed her temples with a sigh, "this is why I hate foals..."

"I-I'm sorry," Twilight said quietly, "I didn't mean to--"

The mare cut her off with a raise of her hoof, her eyes still closed as she spoke again.

"First thing," she began curtly, "you both will refer to me as Aeon like everypony else around here does. That's not my real name, but I don't give my real name to anypony... ever, so don't ask."

She opened her eyes and gave the two a pointed look.

"As I said before, this fortress, which everypony here just calls 'The Fortress', is the only line of defense we have against the monsters and bandits, and other bad things that roam the desert around here -- though most of what we're up against are the hellspawn that escape from Tartarus every so often."

"H-Hellspawn?" Twilight asked incredulously to which Aeon merely nodded.

"Demons and fell creatures and the like," the cobalt mare replied dismissively, "I have the honorable duty of driving these things back to where they came from."

Twilight raised a hesitant hoof and Aeon sighed before gesturing for the filly to continue.

"How can a place like this exist?" she asked, almost pleadingly, "I thought Princess Celestia wiped out all the monsters plaguing Equestria centuries ago?"

"She didn't get them all," Aeon replied, a dark shadow crossing her features, "though this land is still technically part of Equestria, our beautiful Goddess of the Sun locked it away behind a stupidly powerful Barrier using a combination of Runic and Light Magic to keep it static and stable.

"It's invisible and intangible to anything that wasn't spawned in the pits of Tartarus, so the only way demons and the like can enter Equestria proper is through Summoning Magic."

"Summoning Magic?" Twilight asked, curious despite herself, "I've never heard of Summoning Magic, or Runic Magic for that matter."

"I'm not surprised, but if you're looking for an explanation, you'll have to wait," Aeon replied, "anyway, the Barrier is also an effective defense against any kind of Dark Magic, which makes it all the more interesting that you were able to slip through via a Dark Portal spell, Twilight."

"I did what?!" Twilight cried, taking a shocked step back, "no... that can't be right!"

Aeon raised an eyebrow and gave the lavender filly a devilish smirk.

"Oh yes, Twilight Sparkle," she cooed, "it seems you're quite the budding young Dark Mage," she turned from the stunned filly to face Starlight, her smirk widening into a devious smile, "and then there's you, Starlight Glimmer."

Starlight took her own step back and eyed the mare suspiciously.

"What about me?" she asked warily.

"I think you already know where your affinity lies, don't you?" Aeon asked, "why don't you tell your lavender friend here? I'm sure she's dying to know."

Starlight didn't say anything for a moment.

She looked from Aeon to Twilight who was slowly shaking her head as she stared at her hooves. She sighed and jabbed Twilight in the shoulder, causing the filly to flinch and turn to her, confusion still clouding her features.

"You remember that thing I did with the parchment back in the cell?" Starlight asked.

Twilight nodded dumbly, still reeling from what Aeon had revealed.

"That was Runic Magic. That's what my affinity is... apparently," she turned back to Aeon with a frown, "so, you've revealed our affinities, what now? What do you want from us? Why are we here?"

"You two are here because I want to know what you can do, and put that knowledge to practical use," Aeon replied as she leaned back in her chair, "you're going to tell me what you both saw in that vision, and I'm going to train you accordingly."

"What?" Twilight asked, finally snapping out of her stupor, "why? Train us for what?"

Aeon turned to Starlight with another knowing smile.

"To do as Starlight's parents did before her of course."

"What my... parents did?" Starlight asked with wide eyes.

Aeon nodded, her smile softening ever so slightly as she responded.

"To help defend this little fortified town and the rest of Equestria from the horrors that come crawling out of Tartarus."

Author's Note

To do what I wanted for this story, I needed to place the fillies in the appropriate environment. Outside influence is key in shaping young minds after all...

Anyway, for those who still have questions (which I'm certain you have several), there's more explanations to come in the next chapter.

A Harsh Lesson

It took a minute for the two fillies to parse what the mare had said, and when they finally did, it was Starlight that spoke first as she fell to her haunches in shock.

"My parents... mom and dad... that's what they were doing?" silent tears began streaming down Starlight's face as she slowly shook her head and turned her gaze from Aeon to the floor beneath her, "that's why they left me alone all the time?"

Twilight gave Starlight a sympathetic look. She wanted to say something to comfort the other filly, but she couldn't think of what to say that would make the situation any better. Even though Twilight and Starlight were more or less in the same boat, the circumstances were almost entirely different.

From the sound of it, Starlight's parents had chosen to defend the town rather than fully committing to the responsibility of taking care of their own daughter.

Twilight couldn't even imagine what it felt like to hear something like this just after the death of her parents and close friend -- all deaths Starlight herself had caused no less.

"Seems that way, little lady," Aeon replied to Starlight with a shrug, "I'm rather surprised to be honest. They never even told me they had a foal to begin with, and I didn't find out until I looked into your memories."

"Wait, you... you looked into Starlight's memories? With Mind Magic?" Twilight asked, turning back to Aeon with an incredulous look, "Isn't that -- well it's not completely illegal, but--"

"I sorted through both your memories with Mind Magic," Aeon corrected, leaning forward in her chair and eyeing the lavender filly with interest, "you two have gone through some rather traumatizing experiences from what I've seen."

Twilight took a horrified step back from the mare, her eyes wide and glossy with unshed tears.

"Y-You... you saw..."

"Nothing is illegal out here, Twilight Sparkle -- not when it comes to Magic," Aeon interjected with a grim frown, "when Celestia put up that Barrier all those years ago, she all but abandoned this place, leaving those of us left behind to sort things out on our own."

Twilight merely stared at Aeon.

"I saw the memory of what happened to your family," Aeon replied, never taking her eyes off the lavender filly, "and let me tell you right now Twilight... that kind of thing happens all the time out here.

"This place isn't drowning in Harmony like the rest of Equestria. You'll find that the world outside Celestia's 'perfect little kingdom' isn't so nice and forgiving."

Aeon leaned back in her chair and turned to a still shocked Starlight as she spoke.

"There are of course, exceptions to every rule," she explained, "some areas outside of Equestria's borders are a haven of peace and prosperity, and even within Equestria's borders, there is much darkness to be found, and it can easily manifest where you least expect it.

"Celestia bucked up, not making the Barrier completely impassible. The monsters and demons aren't the only dangerous things to come out of this hellhole. The ponies can be just as bad, and any one of them can just waltz right into Equestria proper -- given they survive the trip anyway."

Aeon's gaze drifted away from Starlight and towards a nearby window, her eyes losing their focus as she continued to speak.

"Harmony doesn't exist... not really," she muttered, speaking more to herself now than to the two fillies, "it might've existed at one point, but now..."

She closed her eyes and sighed before turning back to Twilight.

"Harmony is a lie," Aeon stated with absolute conviction, "it is an unnatural and fragile thing that will only ever succumb to Disharmony in the end. The both of you will learn that the hard way out here, and it's something I won't even have to teach you myself..."

She steepled her hooves atop the desk and gave the stunned lavender filly a dark smile.

"...life itself will beat that lesson into you, and -- judging by what happened to the both of you -- I can see that it's already started to."

Twilight sat on her haunches and stared at Aeon as she let what the mare had said sink in. The more she thought about it, the more sense Aeon's words seemed to make.

All her life she had been taught that it was Celestia and the will of Harmony that allowed ponies to live in peace and prosperity. She was told over and over again that no matter what may happen, the will of Harmony would protect her and everypony else from the cold and terrifying grip of Disharmony.

Up until the night her family was murdered, she had absolutely no reason to believe otherwise. Up until that night, she had been living a quiet, peaceful life full of love, happiness, and magical study within the safety and comfort of Canterlot's noble district.

That night had completely changed everything.

Celestia hadn't come to save them from the monsters that had taken her family away. Harmony hadn't protected her parents and brother from the brutal deaths they had suffered at the hooves of two insane killers.

And then there was this desert.

If what Aeon had said about this place was true, then Harmony most certainly didn't exist here. Regardless of what Aeon or Starlight said, Twilight still didn't fully believe that Tartarus actually existed and she refused to until she saw it or these demons for herself.

That said, Harmony hadn't spared Starlight and her friend and family from their own horrible tragedy, and Celestia was nowhere to be found out here.

Twilight turned her contemplative gaze to Starlight, watching as the filly shook her head in disbelief and cried silent, bitter tears at what she had heard.

"They left me to go fight for some stupid town I've never even seen?" Starlight muttered, still staring at the floor in shock and not paying attention to the conversation at hoof in the slightest, "and what about Sunburst? Was he all part of this?"

"Ah yes," Aeon replied, raising a hoof to her chin and staring at the ceiling in thought, "orphaned during a really nasty tatzlwurm attack on the town a few years ago. Sunburst was a good kid, had a lot of potential as an Elementalist."

She lowered her head and looked back at Starlight with an unreadable expression.

"It's a shame he had to die the way he did," she continued in an even tone, "same goes for Firelight and Sky Diamond. Both of them were fine Hunters and most certainly didn't deserve the hoof they were dealt."

Starlight flinched at Aeon's words and her head sunk lower, her body heaving with the effort to contain the wail that threatened to escape. She sniffed and wiped her eyes furiously before glowering at the cobalt mare.

"I-It was... was an accident!" she shot back, stomping a hoof, "I... I didn't mean... I never wanted to--"

"It doesn't matter what you wanted, Starlight Glimmer!" Aeon shouted back as she rose from her chair, "it shouldn't have happened at all!"

She jabbed an accusing hoof in Starlight's direction, her yellow eyes blazing with indignation.

"Because you decided to mess around with things you didn't understand, two of my best Hunters and an innocent colt are dead! Your thoughtless stupid actions have left you alone and you only have yourself to blame!"

Starlight's own anger died out in the face of Aeon's furious tirade. Her face twisted into an anguished expression and she sank to the floor sobbing uncontrollably.

Without a word, Twilight rushed over to her side and pulled the wailing filly into a tight hug, one Starlight accepted without complaint. Aeon glared at the two of them for a moment longer before sinking back into her chair and pressing her hooves to her face with a sigh.

"Great, now I've gone and forgotten what the buck it was I was trying to say in the first place," she muttered in annoyance, "leave it to the foals to distract you from what's important."

"She's not alone."

Aeon looked up to see Twilight glaring in her direction, her hooves still wrapped around a sniffling, whimpering Starlight.

"Oh?" Aeon replied, raising an eyebrow and giving the filly a knowing smirk, "and I suppose you're going to be her rock? Her pillar of strength, is that it?"

Twilight's face flushed a bright red and she looked away with a grimace. After a moment. she managed to push past her embarrassment and spoke again, her expression resolute as she stared back at Aeon.

"She doesn't have a family anymore -- neither of us do," Twilight continued, before looking back to Starlight, "so... so I'll be her family," she turned back to Aeon, "that way neither of us will be alone."

Starlight sniffed again and looked back at Twilight with a shocked expression. Aeon leaned over her desk and planted her head in her hooves, her eyes half lidded and an amused smirk crossing her muzzle.

"That... is so... precious!" she cooed, "no really, that is just the most adorable thing I've ever heard! I'm serious!" she chuckled at the half indignant, half embarrassed look both fillies gave her, "oh relax... I really am serious, you know."

Aeon's smirk fell away and she turned a somber gaze towards the window, staring out at the night sky outside as she spoke.

"This is a terrible place full of terrible monsters," she said quietly, "and sometimes the ponies can be just as terrible if not worse."

She turned back to the two fillies who had separated and were now looking back with bemused looks. She gave both of them an approving nod and continued speaking.

"This place could use a bit more compassion and understanding," Aeon continued with a small smile, "and I'm the last pony to go to for that kind of thing. Harmony doesn't exist, but that doesn't mean we can't get along every once in a while.

"Life is brutal and can be unforgiving, sure, but it has it's ups as well as its downs, and I think many of the citizens here have forgotten that. Maybe you two can show the rest that it's not all bad all the time, even if it is most of the time."

Twilight and Starlight turned from Aeon and looked at each other. After a moment, Twilight gave Starlight a hopeful smile and Starlight groaned and rolled her eyes in response.

"What do you expect us to do?" Starlight asked, grimacing at the mare in front of her, "I'm pretty sure we're no happier than anypony else here," she hung her head and her voice grew more melancholy, "even if Twilight sticks with me, neither of us have anything. No home, no bits, nothing to eat or drink--"

"All of that will be provided by me," Aeon interjected with a dismissive wave of her hoof, "well... except for the bits, those are needed elsewhere."

She yawned and leaned over to one side of the armchair, propping her head on a hoof.

"I told you I'd be training you so, whether either of us likes it or not, you're my responsibility," Aeon said matter-of-factly, "all I ask is that you listen to me without fail and spread a little hope around here while you're at it."

"We can do that," Twilight said with a determined nod. Her face then fell into a troubled frown and she lowered her head, pawing at the ground nervously, "I... need to think about what you said... about Harmony, I mean," she raised her head again and gave a small smile, "but even if you're right, that doesn't mean we can't have hope, right?"

"Well, we can certainly try at any rate," Aeon replied with a shrug, "either way it's getting really late and I completely forgot what I was trying to... oh, that's right!" she suddenly exclaimed, pounding a hoof down on the arm of the chair, "the vision! You two still need to tell me what you saw."

The two fillies glanced at each other nervously, the both of them silently hoping the mare wouldn't bring it up again. They looked back to the cobalt mare who was now leaning back over the desk and eyeing the two with an eager grin.

"So... come on, out with it! Just what the buck did you two see?"

Author's Note

Yeah... this chapter got away from me. I hadn't intended at all for this one to turn out like it did, but I don't regret it. That just means the other explanations will be pushed back until the next chapter, and who knows? Maybe we'll get our first look at the town outside The Fortress. :ajsmug:

A Place to Call Home

As much as the two fillies had dreaded talking about it, in reality It only took a few minutes for Twilight and Starlight to explain what they had seen during their vision.

Once they finished, Aeon leaned back in her chair, closed her eyes, and hummed in thought. She remained quietly contemplative for a minute or two and the fillies glanced at each other nervously.

Neither of them had any experience in Divination or Foresight or whatever that had been, but they both knew what they had seen wasn't a good sign... and that whatever it was involved them in some way.

Aeon finally opened her eyes and leaned forward with an amused smile. Twilight and Starlight's attention was drawn back to the cobalt mare as she spoke.

"Well now," Aeon began a hint of intrigue in her deep voice, "aside from the death, destruction, and chaos, it seems I was right about the two of you," she chuckled, "the both of you are going to accomplish great things together -- things even I've never seen done before."

"Um..." Twilight began hesitantly, "so... those two shadowy mares... does that mean they're--"

"Those two mares are your potential made manifest in the vision you both shared," Aeon interject before shaking her head in wonder, "the very fact you two even shared that vision speaks volumes of the bond that connects you two together."

"Bond?" Starlight asked, raising an eyebrow, "what are you talking about? What bond? We only just met each other..." she frowned in thought before looking back to Aeon in confusion, "...how long has it been since we were captured and brought here?"

"Irrelevant," Aeon replied, waving a dismissive hoof, "the fact remains that you both are most likely going to be stuck with each other for the rest of your life, so get used to being around one another."

Twilight and Starlight went to question the mare for more information, but Aeon continued on over them.

"More importantly," she said, deliberately drowning out the fillies voices, "this vision, as terrible as it is, isn't something set in stone, though it is the likeliest outcome should you continue on the path you trot now."

"So your saying we're... what? Destined to become the mares in that vision?" Starlight asked in disbelief, "that's... why? I'm not anything like that... that mare," she shuddered in fear and disgust as she thought about those cold cerulean eyes, "she was evil... they both were."

"Sometimes that's just the way the cards fall, Starlight Glimmer," Aeon replied with a shrug, "life can mold you into shapes you'd never expect to take, and what once held true for you may no longer hold true further down the line."

"But... but I don't want to become... that," Twilight whimpered, "I don't want to be evil!"

"Maybe you will, maybe you won't," Aeon replied simply, "but at this point there's no use worrying about it. As I said, that future is not set in stone, more to the point though..."

She lit her horn and in a bright yellow flash of light, a thick notebook appeared along with an inkwell and a dip pen. Without a word, she opened the notebook to a seemingly random page before dipping the pen in the ink and writing something down in the book.

"...You've given me some very interesting things to think about, and with all this in mind, I'm going to begin outlining your studies and training regimen."

"What, already?!" Starlight cried in alarm, "but we don't even know what we're doing yet! We don't know anything!"

"And that'll change once you get settled in," Aeon answered without looking up from her work, "just leave everything to me for now."

"Okay fine," Starlight snapped, "but can you at least tell us where we are? Twilight and I set out to find the city that was supposed to be around where I lived and I'm guessing this was it."

"Probably," Aeon replied distractedly, "this isn't the only bit of civilization out here in the desert. None of them are nearly as big or as fortified as this one, but there are other towns out there, though they're spread pretty thin."

She paused in her writing and gave Starlight a pointed look.

"Also, given that I know... knew your parents, I think it's a safe bet to assume this was the place you were looking for," she dramatically waved a hoof towards the window and the darkness of the night beyond it, "welcome to the Grey Asylum, fillies."

The two fillies followed Aeon's gaze to the window, then back to Aeon when it was clear they wouldn't be seeing anything in the darkness showing through the window.

Aeon didn't seem to care, opting to return to her task at hoof writing in the notebook. For several minutes there was silence save for the quiet scratching of pen on paper.

It was clear Aeon had nothing else to say for the moment, so the two fillies took the opportunity to ruminate on everything the mare had told them.

Twilight couldn't help but dwell on what she had seen in the vision she and Starlight had shared. She thought back on what Aeon had revealed about her own magical affinity and the spell she had unconsciously used to escape from her home.

It had been a Dark Magic spell, and not only that, but it had apparently been quite a strong one to boot. If her affinity was indeed Dark Magic, then some of the things she had seen in that vision made sense, much to her own horror.

She could never see herself creating such a terrible future, but given where she had ended up, and everything that had happened to both her and Starlight, anything could happen between then and now.

The more Starlight thought about her and Twilight's situation, the more she realized the actual possibility of such a future. She had made a mistake, a terrible mistake that had cost her everything, and Twilight was a victim that wound up in the same unfortunate circumstances.

Given what Aeon had told them about the desert and what she and Twilight had both been through, Starlight could see how growing up in such an environment could possibly change them for the worst.

Despite her efforts to remain calm and normal on the surface, Starlight was a wreck. She had killed her own parents and best friend in an ill conceived attempt to impress her parents enough that they would finally take her into town with them.

She had thought that maybe if she proved herself useful and talented, she wouldn't have to stay home while they left to do who-knows-what. Maybe she wouldn't have to be alone all the time in that cabin, whiling away her hours with magical study because she literally had nothing better to do.

But her plan had blown up in her face, and the only ponies she had ever known and cared about paid the ultimate price for her failure. It had almost been enough to break her -- and it would have... had Twilight not shown up when she did.

It was only then that Starlight realized that Twilight had actually saved her in a sense. She'd never admit it aloud to anypony, but Aeon had been right, Twilight had been that rock for her to cling to when she had very nearly fallen over the edge.

They both shared the same pain, they had both been left alone, violently torn from their families, they both understood each other. Twilight had been there to comfort Starlight when she was at her lowest point, and in return, Starlight had chosen not to abandon the lavender filly when all was said and done.

In other words, Starlight realized it was exactly like Aeon had said. Despite not having known each other for very long, they both shared a very real bond -- strong or not.

Starlight blinked and suddenly realized she had been staring at Twilight. Things became awkward when she realized Twilight had been staring right back, and they both looked away, red-faced and embarrassed.

The fact that Aeon had stopped writing at some point and had her head resting on a hoof as she eyed the two with a knowing smirk didn't help matters. The two fillies shifted uncomfortably for a moment before Twilight cleared her throat and addressed Aeon.

"U-Um, so..." she began clumsily, "where... where are we supposed to stay while we're here? You're not gonna put us back in the dungeon... are you?"

"Of course not," Aeon scoffed, "that was just to test whether or not you had the capability to think outside the box... which reminds me," she looked between the two, "just how did you two escape anyway?"

As Twilight and Starlight told Aeon about the escape attempt she nodded in understanding. After they were finished she turned to Starlight with an acknowledging smile.

"Well it seems you're very good at using what you know to come up with clever solutions to your problems, not surprising given who your mother was," she sighed wistfully, turning her gaze towards the ceiling, "I swear, that mare could get herself out of any situation..."

She shook her head and her smile turned downwards into a frown.

"As clever as you are though, you're also reckless, and like I said before, that can and will get you killed," she chided, "you need to learn to control yourself if you don't want a repeat of what happened to your parents and Sunburst."

Starlight hung her head and scuffed a hoof against the floor, an odd mix of pride, sorrow, and guilt washing over her briefly. Aeon paid her no mind as she turned to Twilight with a frown.

"You on the other hoof, need to learn to unlearn."

Twilight blinked and scrunched up her face in confusion. Aeon rolled her eyes and continued.

"Given what little I know about you, you strike me as a very intelligent and very talented filly when it comes to magic, but you're too cautious," she shook her head once, "caution is all well and good, but it becomes a detriment when used in excess.

"Sometimes you need to be reckless -- to unlearn what you know so that you can innovate and find new solutions to problems you otherwise couldn't overcome."

"So... in other words," Twilight surmised, "I need to be a little more like Starlight, and Starlight needs to be a little more like me?"

"Exactly," Aeon answered with a nod of satisfaction, "you two were practically made for each other," she leaned forward, lowered her eyelids, and spoke her next words in a breathy whisper, "perhaps in more ways than one."

Both fillies blushed furiously, sputtering and glaring indignantly at the laughing mare sitting across from them. After a few minutes of oddly childish giggling from the cobalt mare, Aeon regained her composure and a business like frown once again adorned her features.

"Anyway, I think that's enough for now," she turned to the window for a moment before looking back to the two fillies, "you're both probably as tired as I am, so we're gonna call it a night here."

She stood up from her chair and trotted around the desk, motioning for the fillies to follow her as she made her way back to the entrance.

"You asked where you and Starlight will be staying, right?" she asked, giving Twilight a questioning look. Twilight nodded and Aeon nodded in return before facing the path ahead, as she spoke, "rather than tell you, I'll just show you instead."

The trio made their way out of Aeon's office and back into the large library. The mare led the fillies past all the bookshelves and towards the staircase at the opposite end of the room.

The two bemused fillies followed her down the spiraling staircase to the lower floor where the staircase became a stairwell. A large and thick stone pillar replaced the open space of the library above.

The path grew a bit narrower and the stairwell steeper, the stairwell itself being broken up by the doors placed along the central pillar at regular intervals.

"This is the area where all the scholarly types stay during the night. You didn't see any of them because I don't allow anypony in the library after curfew, so they're all probably cooped up in their rooms doing who-knows-what."

"You have a curfew on how long ponies can stay in the library?" Twilight asked incredulously, "why?"

"Reasons," Aeon replied shortly before stopping in front of one of the many doors, "anyway, this is where you two will be staying."

Twilight and Starlight eyed the plain wooden door with curiosity before turning back to Aeon. Aeon pushed the door open and stepped inside without any fanfare, the fillies following right behind her.

They looked around the rather large room and were a bit disappointed at what they saw.

The room itself, while large, was almost completely barren. There were a few bookshelves against the curved stone wall here and there, but they were all empty. A large, but plain looking bed rested against the far wall to the left of the entrance and a small desk with a single chair was placed near another end of the room.

Another magically lit chandelier was placed overhead, but other then the empty shelves, large bed, and desk with a chair, there was nothing else in the room.

Twilight and Starlight turned to Aeon with curious raised of their brow. Aeon merely frowned in annoyance and shook her head.

"Don't look at me like that," she said, trotting back to the entrance, "you girls are basically living here for free, so I don't want to hear any complaints about the crappy condition of your room, it's the best I could on short notice."

She yawned and rubbed the back of her neck before trotting outside the door. She turned to look at the fillies over her shoulder.

"Burning Comet will be here tomorrow morning to give you two a tour of the Grey Asylum, so be ready for that."

With that, she trotted the rest of the way out and shut the door behind her, leaving the two fillies alone. They both turned to each other with bemused frowns.

"I wasn't complaining," Twilight stated, "were you?"

Starlight simply shrugged and trotted over to the bed.

"It's better than nothing at any rate," she replied, hopping onto the bed and making herself comfortable, "at least we have somewhere to stay."

Twilight nodded and followed Starlight's example, hopping onto the bed and curling up on the other end opposite the light pink filly.

"If you think about it, we've been pretty lucky so far," Twilight mused aloud, "in fact, if what Aeon said was true about the desert, we've been really lucky."

Starlight scoffed and closed her eyes as she pulled the blanket over her. She rolled over onto her side, facing away from Twilight, and opened her eyes again -- a troubled frown crossing her face.

"Yeah, maybe... or maybe we have the worst luck in the world."

Author's Note

I know what some of you are thinking, but was is hinted at will not necessarily come to pass, I haven't fully made a decision yet.

A Stark Contrast

A gentle but urgent knock on the door roused Starlight from her sleep.

She gave a tired groan of annoyance before rolling over and throwing a pillow over her head. She resolved to ignore the second, louder knock, pressing the pillow harder against her head.

On the third knock she grunted in frustration and threw off the pillow. She sat up and glared at the door on the far side of the empty room, ready to give whoever had awoken her a piece of her mind.

The words died in her throat as she took in her unfamiliar surroundings. She looked around in momentary confusion before the memories all came crashing back into her mind.

She wasn't home.

Her parents and best friend were dead by her hooves.

She and Twilight had--

A small whimper to her immediate right caused her to turn and her eyes fell on a restless looking Twilight. The lavender filly turned and twisted in her sleep, her mane and forehead matted with sweat and her expression twisted in pain.

Seeing this, all ruminations of what had happened to them both were set aside as Starlight reached over and roughly nudged Twilight. Twilight whimpered again and mumbled something incoherent as she tried to shove Starlight away.

The light pink filly frowned and grabbed Twilight by the withers, opting instead to shake her awake. It worked and Twilight awoke with a panicked scream.

Immediately following this, the door to the room was thrown open and a familiar dark brown and heavily muscled unicorn stepped inside. His sudden entrance renewed Twilight's scream and Starlight, startled from the intrusion, joined in the screaming.

The unicorn stallion's ears folded back and he grimaced in annoyance.

"Would you two knock it off! Seriously, is this going to happen every time I'm around the both of you?"

Starlight's cry faded as she recognized the stallion, but Twilight's did not. Starlight turned and grabbed Twilight, forcing the screaming filly to look at her.

"Twilight! Twilight! It's okay!" Starlight yelled trying to speak over Twilight, "we're safe! We're fine! It's just that stallion from the dungeon!"

It took a second, but eventually Twilight's screams of terror died down into quick and heavy gasps. She took stock of where she was, her eyes moving from Starlight's worried face to the stallion still standing near the doorway wearing an irritated scowl.

She blinked once, then twice before looking back to Starlight. Starlight pulled away from Twilight once she saw that the panicked filly was finally beginning to calm down.

"Are you okay now?" Starlight asked warily, "do you remember what happened?"

Twilight's breathing gradually returned to normal and after another moment, she swallowed and nodded shakily.

"I-I'm okay now," she replied, brushing her sweaty mane out of her eyes, "thanks, Starlight, and..." she furrowed her brow for a moment as she thought back to everything that had occurred. A second later she nodded, her expression turning morose, "yeah... I remember..."

"Are you two finished?"

The two fillies looked back towards the impatient unicorn stallion, then back to each other. It was clear to Starlight that Twilight was still shaken by whatever she'd been dreaming about.

Nevertheless, Twilight nodded once before pushing back the blanket and hopping off the bed, Starlight following right behind her. They both trotted over to the stallion who nodded in return before addressing the two of them.

"I'd say good morning, but judging by all the screaming, apparently it wasn't. Ah," he held up a hoof, forestalling the explanation Twilight was about to give, "I don't wanna hear about it. As long as no one's in danger, I don't care, now follow me."

He turned and abruptly began trotting out of the room, much to the fillies' bemusement and slight irritation. They were about to follow before the stallion suddenly stopped just outside the doorway, looking as though he had just forgotten something.

"Oh, right... introductions," he muttered before turning back to the two, "I think Aeon mentioned it once last night before you two left the dungeon, but my name is Comet -- Burning Comet if you wanna be formal about it. Everypony else here just calls me Comet though."

Twilight gave a small smile and opened her mouth to introduce her and Starlight, but was once again cut off by the brusque stallion as he began trotting up the stairs just outside the room.

"I already know who you two are, so we can skip that part of the introduction," Comet said without looking back, "normally I'm a lot more cordial than this, but I've got a ton of things to do today, so we need to make this quick."

Twilight frowned and made to respond, but stopped when Starlight placed a hoof on her shoulder. She turned to the light pink filly who just shook her head and trotted after Burning Comet.

"It's not worth the effort," Starlight said, trotting up the stairs, "let's just get this over with."

After a moment, Twilight's eyes lit up as she remembered what Burning Comet had come to get them for in the first place. She pushed the dark memory of her nightmare to the back of her mind as she hurried after Starlight.

As the two fillies trotted up the rather narrow stairwell, they squeezed past several ponies making their way down the stairs. Some wore brown and black scholar's robes while others went without.

The fillies received more than a few odd looks as they passed, the looks making them somewhat uncomfortable. The majority of ponies however, had their muzzles buried in books or notes or some other type of documents.

Neither Twilight nor Starlight spoke as they ascended to the large library above. Burning Comet was content to stay silent as well, not speaking until they had reached the top of the stairs.

"Alright, now then," Comet began, as the three of them stepped off the staircase and into the library itself, "despite my already extremely busy schedule, Aeon has assigned me to show you two around the Fortress as well as the rest of the Grey Asylum."

Twilight was only half listening, as the sheer number of ponies in the library had taken up a large amount of her attention. Contrary to the quiet, serene atmosphere the library carried last night, the morning had brought a whirlwind of activity to the large room.

It was still relatively quiet all things considered, but there was definitely a lot more energy in the air as countless ponies, griffons, diamond dogs, and even a few of those cat creatures Twilight had seen portraits of, wandered about.

Some sat at the desks in the middle of the circular room, reading, taking notes, or conversing with others in hushed but energetic voices. Others flitted about the many shelves of books around the library, searching for some tome or another.

The sight made Twilight's heart swell with something warm, something familiar... something nostalgic. For the first time in she couldn't even remember how long, she felt at peace -- momentarily forgetting about her troubles as she continued to observe the many library goers.

A sharp jab to the side caused her to start and she whipped around to give Starlight an unamused frown. Starlight in returned rolled her eyes and pointed to Comet who had started trotting towards the library's exit.

"Wait, we're leaving already?" Twilight asked in both surprise and dismay, "what about the library? Isn't he supposed to give us a tour or something?"

"I told him we already got a chance to explore the library," Starlight explain, "so he just gave us a rundown on what type of books the library contained, when we could visit, how long we could check them out for... things like that."

"Wha? But... but I didn't -- I wasn't--"

"Paying attention?" Starlight finished with a smirk. She turned and trotted after Burning Comet, "yeah, I figured as much. Oh well, guess you'll just have to figure it out for yourself."

Twilight's eyes widened briefly before she narrowed them and let out an aggravated grunt. She stomped after Starlight, intent on getting the other filly to tell her just what Burning Comet had explained.

So focused was the filly on her goal that she didn't see the tall gangly unicorn mare crossing her path until it was too late. Both of them yelped in surprise as the tall mare tripped over the smaller filly and fell to the floor, the books in her pale greyish pink aura falling right along with her.

"Ohmygosh I'm so sorry!" Twilight cried, turning to try and help the groaning mare, "are you okay?"

The mare clumsily rose to her hooves and shook her head before lifting the books in her magic. Twilight stepped back to get a better look at the mare.

She was tall -- almost as tall as Celestia -- and incredibly thin, but not so much as to look unhealthy. Her coat was a light grey -- a rather painful reminder of both her own mother and brother -- and she had a pale pink mane and tail that both cascaded downward like eddies in a river.

It didn't take a discerning eye to see that she had a fairly beautiful frame. This however, was heavily contrasted by the sheer awkwardness that hung about the mare like a shroud.

Not to mention the nasty scar marring her forehead just beneath her mane. It looked as though she was trying to hide it, but Twilight had caught a glimpse of it as the mare was trying to stand.

Her expression was withdrawn and somewhat timid looking, her bright magenta eyes constantly shifting this way and that, as if expecting someone to jump her at any moment.

The mare's shifty gaze settled on the filly she had tripped over and her eyes briefly widened in surprise before she quickly turned away. Twilight's ear twitched as she heard the mare mutter something under her breath, though she couldn't quite catch what it was.

"S-Sorry about that," the mare quietly apologized in an accent the filly had never heard before, "I d-didn't... ah... e-excuse me."

She lowered her head and pushed past the confused filly. The tall awkward mare quickly trotted further into the library with her books in tow and soon enough, she had trotted out of sight behind one of the bookshelves, but not before Twilight saw the trio of odd flowery looking symbols adorning her flank.

Twilight frowned in bemusement as she stared after the mare, but a voice from up ahead caught her attention.

"Twilight! Come on!" she heard Starlight shout from over by the library entrance, "Comet says he's gonna leave without us!"

Twilight reluctantly tore her gaze away from where the mare had disappeared to and quickly trotted the rest of the way to the door where Starlight was waiting impatiently.

She didn't know what it was, but something about the mare piqued Twilight's curiosity. As she and Starlight followed Burning Comet out of the library, she decided then and there that if she ever ran into the mare again, she'd take some time to actually talk to her.

But first, she had some important information to get out of Starlight regarding the library.

A Tour of the Fortress

The rest of the tour went by fairly quickly, with Burning Comet only taking a few moments at a time to show the fillies around each room of the Fortress. His explanations on what the rooms were and what they were used for were short and concise and he rarely if ever answered any of Twilight or Starlight's questions.

Starlight didn't mind, but Twilight was getting rather frustrated with the large unicorn stallion's curt descriptions and replies. Nevertheless, she held her tongue and bore with it, figuring she'd have plenty of time to explore the Fortress at her own leisure later.

This was hers and Starlight's new home after all.

As the three continued their tour, Twilight and Starlight saw that many of the rooms, such as the bottlery, the solar, the buttery, the garderobe, and the bowery to name a few, were either completely destroyed or in such a state of disrepair that it had been sealed off.

Other rooms, like the storeroom, the casemate, and the place of arms, were strictly off limits to the fillies, with big burly ponies and griffons standing guard to ensure nopony that wasn't supposed to be there came through without express permission from Aeon.

They stepped outside to see some of the other places within the Fortress, the overcast morning sky casting the buildings in muted colors. Outside, Burning Comet showed the girls the gatehouse where there were a staggering array of defenses set up in case of any attacks.

The bailey was completely out of place compared to everywhere else Twilight and Starlight had seen so far. The courtyard was far greener than the rest of the Fortress and indeed the desert beyond.

After seeing nothing but rocks and dirt for miles on end, it was strange to see so much flora in one place -- and there were even some fauna in the form of birds, squirrels, and the occasional rabbit.

The tour continued on all through the morning, and during their trek through the Fortress, Twilight and Starlight couldn't help but notice all the weird looks they were getting from the residents and visitors.

Many of the creatures they passed were content to mind their own business, but a large amount would either stop a moment to stare at the fillies or raise a curious eyebrow as though the girls were some kind of oddity they had never seen before.

A few asked questions that Burning Comet was quick to brush aside, and some went to make some kind of comment, only to think better of it at Comet's stern glare.

The girls found this both a relief, and a slight annoyance. Twilight wanted to know more about the citizens and what life would be like if she was going to be staying here. Starlight on the other hoof observed everyone with a quiet sort of intensity, wary of every creature that passed her by.

Still, while the vast majority of creatures they came across were surly, serious, and grim faced, there were a few friendly faces among the throng of ponies, griffons, diamond dogs, cats, and the other various races that littered the Fortress.

When their tour had taken them to the kitchen and pantry, one of the minotaur chefs that had been working in the kitchen snuck the fillies a few honey glazed bread rolls behind Burning Comet's back.

They had met a griffon and pony couple in the minstrel's gallery that played them an uplifting tune about unbreakable wills and better tomorrows. The griffon male played the lute masterfully while the pegasus mare sang, her voice a low soprano that resonated deep within the two fillies and did wonders to lift their spirits.

Even Burning Comet had nothing to complain about as they stayed and listened for a good few minutes or so. Eventually they said their goodbyes and the trio moved on.

By the time they finished the tour of the Fortress it was a little after noon, though the relentlessly grey sky made it hard to tell. As they reached the gates of the Fortress, Burning Comet suddenly slowed to a stop and looked down at the two bemused fillies with a thoughtful frown.

After a moment of silent contemplation he let out a weary sigh and spoke, his voice tinged with a hint of something the girls couldn't quite place.

"Alright, it's been all fun and games up to this point, but now we're going into the actual town itself," Comet said, the warning clear in his tone, "I'm telling you two right now, you might not like some of what you see."

He paused to let the warning sink in before continuing.

"The town isn't all bad, but you have to understand, many of the creatures of this town have seen things and suffered horrors the likes of which you've probably never seen."

Starlight snorted and turned away with a scowl while Twilight merely lowered her head, a pained grimace crossing her face. Burning Comet raised an eyebrow at their reactions, but moved on regardless after a moment.

"In any case, just be careful who you talk to, and stay close. You don't want to get lost in a place like this, trust me," he turned back to the large closed steel gate and the two minotaurs guarding it on each side, "remember, stay close and try to keep your questions to yourself."

He nodded to the minotaurs who nodded back. One of them walked over to a large lever the two girls hadn't noticed on the wall near the gate. With one mighty yank, he pulled it downward and with a loud metallic groan, the gate slowly began to rise.

After what felt like several minutes, the gate fully opened and Burning Comet motioned for the fillies to follow him through. Twilight and Starlight looked at each other worriedly before looking back to the Fortress.

From where they stood, the Fortress itself looked all kinds of battered and beaten -- its walls broken, chipped, and crumbling in some places. Still, the majority of the structure held strong and looked as though it would continue to do so for awhile longer.

But Twilight couldn't help but wonder just how much longer.

She soon set the thought aside with a shake of her head and she and Starlight once again started off after Burning Comet. The path that led into town was a short one, the dirt road sloping downward and giving the fillies a good look at the buildings below.

The first thing that caught the fillies' attention was the distant wall surrounding the town.

It was a tall grey monster of a wall that absolutely towered over everything else. The sheer dominating presence of it made both Twilight and Starlight incredibly uneasy as opposed to feeling safe and secure.

It felt as though they were the ones being kept in rather than the demons and monster being kept out.

Upon closer inspection, Twilight could see large towers built into the wall at various strategic points and looking around, she could see the wall completely encompassed the entirety of the town on all sides -- at least from what she could observe from where she was standing.

How long did it take them to build that wall?

The second thing they noticed was the color of the overall town itself -- or rather, the lack thereof. Just as the name implied, every single building, like the wall, was built from cold grey stone and metal.

Many of the structures varied in shape and size, but the color and overall shabbiness remained a constant. While Twilight puzzled over the structure of the town, Starlight watched the creatures roaming the streets below.

Just like in the Fortress, there were creatures of every race living in the Grey Asylum, and even from a distance, Starlight could tell many of them had no energy. There were some who moved with confidence and purpose, but many others shambled about like the undead,

Others moved quickly, as though there was something hot on their trail, and in one instance, Starlight could see that was exactly the case. The filly looked on in confusion as she spotted a diamond dog female hurry into an alleyway followed by two griffons and a stallion.

Burning Comet's voice brought the two fillies attention back to the stallion as he spoke.

"This is the closest town to the Celestial Barrier separating Equestria from the rest of this Tartarus forsaken desert," he explained, "while I'm a Defender, sworn to protect this town, it's the job of Hunters to go out and fight against the demons and native monsters that try to cross that Barrier."

"Aeon mentioned something about my parents being 'Hunters'," Starlight responded with a worried grimace, "is that what Aeon wants us to do? Just go out and fight monsters and demons?"

"Probably," Comet replied simply, "I'm pretty sure she's not gonna just throw you to the direwolves without the proper training, but given how she is, I doubt it won't be long before she's sending you out on your first mission."

"What?!" Twilight exclaimed in disbelief, "but... b-but we're just foals! We can't fight! I've never been in a fight in my entire life!"

"Doesn't matter, Purple," Comet replied flippantly, "you've got potential according to Aeon, and rest assured, that mare will wring out every last drop of it no matter what methods she has to use."

The two fillies sat there in stunned silence as they ruminated on what the stallion had just said. After a moment, Twilight shook her head and opted to change the subject somewhat to something less nerve wracking.

"Are there other towns out there like this one?" she asked, "Aeon said there were other towns, but do they all have these Hunters and Defenders?"

"Many of them do in some form or another," Comet replied with a shrug, "but some of them don't. Those that don't, don't last very long though," he shook his head and began trotting forward towards the town below, "anyway, that's enough chitchat, it's getting late in the day and I'm already behind schedule because of this thrice damned tour as it is."

Twilight and Starlight watched Burning Comet for a moment before giving each other another worried glance. The two of them wondered just what their future would hold... and whether or not they'd even live to see that future.

Author's Note

We'll find out more about what it means to be a Hunter and a Defender once Twilight's and Starlight's training get underway, but for now, the Grey Asylum awaits. :pinkiesmile:

A Trot Through Town

One of the things that hit Twilight and Starlight first was the smell.

As they reached the town itself, Starlight couldn't help but wrinkle her nose in disgust at a smell she couldn't quite describe. It was like a mix between blood, sweat, soot, dust, and some kind of mold.

In all honesty, the smell actually wasn't that overpowering, but for two fillies who had never been around such an odd concoction of scents, it stood out like a sore hoof. Twilight covered her muzzle with a hoof and looked over to Burning Comet, to see that he hadn't reacted at all.

If the smell bothered him, he didn't show it -- in fact, if anything, he seemed amused at the fillies reactions. The stallion looked at them and gave a brief chuckle before turning his gaze back to the town they were nearing, his expression once more serious.

"Trust me, kids," he began with a single shake of his head, "the smell of this place is gonna be the least of your worries if you don't do as I say and stick close, got it?"

The two fillies nodded before taking in the town around them. Up close, the town around this area looked a bit nicer than what the fillies had seen further back near the outer walls of the city.

It seemed as though the town got progressively more shabby the further away from the Fortress they got, but as a whole, the town generally looked more rundown than it had from a distance.

Despite being so close in proximity to the Fortress, many of the buildings in this area were still in various states of disrepair -- at least to a minor degree -- and the ones that weren't still looked at least a little worn and rusted.

It was also packed with creatures that paid them no heed as they passed by. Twilight and Starlight had to try very hard not to get pulled apart by the crowd, and it made following Burning Comet's order that much more difficult.

Still, with some effort they managed to keep together and on Burning Comet's tail well enough. The stallion eyed them for a moment as he trotted before raising his head up to look at the surrounding buildings. He frowned slightly as he spoke, his voice booming somewhat over the loud buzz of the crowd.

"This is the nicer part of town, which isn't saying much," he said with a glance back to the girls, "but here you're much less likely to get a knife in the throat if you wander too far."

Twilight's and Starlight's eyes widened and they both looked at each other in horror before looking back to Burning Comet, whose grim expression hadn't changed in the slightest.

The two resolved to stick as close to Burning Comet as possible, his idle statement quashing most of their enthusiasm if not their curiosity. Burning Comet nodded once before sweeping his gaze over the throng of various creatures as he continued.

"The city itself isn't very big, and there's only two real districts in the Grey Asylum, the market or merchants district and the residential area," Comet explained, "Defenders are generally spread throughout each district so that we can respond quickly to any attacks from the outside."

Sure enough, Twilight and Starlight could see the occasional griffon, pony, or diamond dog walking or trotting around in armor, weapons holstered at their sides or on their backs. They would stop every now and then to scan the crowd with narrowed eyes.

As the two curious fillies observed the Defenders, Burning Comet turned slightly and gave them both a wry grin.

"We're also supposed to be keeping the peace within the city," he commented with a slight chuckle, "but the citizens of this town still manage to get away with some pretty... devious things from time to time."

For some reason the memory of seeing the two griffons and the stallion following the diamond dog female came unbidden to Starlight's mind, and she frowned. After a moment of indecision, she shook her head and looked around the various creatures working the shops and stalls before looking up at Burning Comet.

"I don't really get it," the light pink filly said with a bemused frown, "you make it sound like there's all sorts of bad pon -- er, creatures here in town, but why is that? If the town is getting attacked all the time, why aren't they helping each other more?"

"Yeah," Twilight agreed, nodding towards Starlight before looking at Burning Comet, "I still don't know a lot about what's going on, but if everypon -- ah, every creature here worked together more, wouldn't it be easier to fight against the monsters?"

"It probably would," Comet replied with a shrug, "but life out here doesn't work that way, Purple."

Twilight frowned at Burning Comet's repeated use of the nickname, but the stallion ignored her annoyance as he continued speaking.

"The constant attacks against the Grey Asylum often leave many injured, dead, or without homes or jobs," he explained, "the sadness and despair generally turns to anger, bitterness, and in many cases, desperation," he looked down at the two with a solemn expression, "they do what they feel they have to to survive."

"But... but what about the Defenders?" Twilight asked pleadingly, "aren't they supposed to keep everyp... everyone safe?"

"We are," Comet replied with a single nod, "but there's a lot of townsfolk and not nearly as many Defenders, Purple. Sure we manage to save a lot of lives, and a lot of us are good at what we do, but you can't expect us to save everyone in town. It can't be done, especially with some of the more deadly monsters and demons that attack."

Twilight's ears folded back and she remain silent as she thought about Burning Comet's words. Starlight frowned contemplatively as she looked over to Twilight, the stallion's words making perfect sense from her perspective.

It was ridiculous to think every life could be saved, or else she doubted the town would be as rundown and filled with strife as it apparently was. The two of them continued to follow after Burning Comet in silence as the stallion continued to explain about the various shops and stalls in the market.

They passed by food stalls, blacksmiths, outfitters, tailors, and the occasional seller of miscellaneous odds and ends. Just as the trio were about to make their way to the residential district, a loud raspy voice called out from somewhere to their left.

"Oi! That you, Comet?"

The stallion in question froze, his ears perking up and his eyes narrowing as he turned to face the owner of the voice. The fillies looked about in confusion for a moment before following Burning Comet's gaze to a nondescript stall near a small alleyway.

A thin, dirty looking brown and white pit bull terrier wearing a black vest and a large maroon scarf leaned over his stall casually. One arm rested on the counter and the other on his hip. He flashed Burning Comet a fang filled smile when he realized he had caught the stallion's attention.

"Well I'll be damned to the darkest pits o' Tartarus, it is you!" the diamond dog laughed a moment before his laughed turned into a loud hacking cough that did nothing to deter his apparent cheer as he spoke again, "haven't seen you 'round these parts in ages, mate!"

Burning Comet gave the diamond dog an unamused frown and sighed. Twilight and Starlight just stared at the diamond dog behind the stall with matching looks of bemusement before Twilight looked back to Burning Comet.

"Do you... know him?" she asked, furrowing her brows in confusion, "it looks like he knows you."

"We have a history," Burning Comet replied shortly, "...unfortunately."

"Well don't just stand there!" the pit bull shouted, waving them over, "come on over, let's talk awhile! Maybe check out what I got for sale why don'tcha?" he frowned in confusion as he finally noticed the two fillies at Burning Comet's side, "oi, what's with the runts, Comet?"

Before the stallion could reply, the diamond dog's eyes suddenly widened and he gave Burning Comet a shocked look, "no way... Comet, did you--"

"No, Bannon, they're not mine," Comet interjected wearily, rubbing a temple in frustration, "I'm showing them around town on Aeon's orders."

"Ah... newcomers, eh?" the pit bull -- Bannon, replied with a knowing nod and a smirk, "well then, here's hoping you love the Grey Asylum as much as we all do."

The two fillies didn't know how to respond to that. Looking around, Twilight didn't see one single creature that looked anywhere close to happy that they were here. Starlight on the other hoof, could hear the sarcasm dripping from Bannon's words and frowned.

"Anyway," Bannon continued, turning his attention back to Burning Comet, "me and you should catch up sometime, Comet," he flashed another grin as he gestured to the 'wares' in front of him -- most wares looking like nothing more than junk picked up from the streets, "we ain't seen each other since you moved into the Fortress, but I kept the business alive old pal. Sure I ain't got the knack for findin' the good stuff like you, but I do well enough."

"What's he talking about?" Starlight whispered to Burning Comet, "what even is all that stuff?"

Rather than answer, the stallion grimaced and started trotting off towards the residential district once more.

"We're moving on," he replied curtly, "there's still more to see, and I've wasted enough time already."

Twilight looked to Starlight in confusion and saw that same confusion reflected back at her. The two went to scramble after Burning Comet when Bannon's angry snarl rang out, startling the two and causing them to turn back to the diamond dog.

"So that's it then, is it?" he sneered, glaring at the retreating stallion, "ya get a fancy new job in the Fortress an' suddenly your old mates back in the slums don't matter anymore?" he slammed a paw down on the counter, causing the random junk to clatter loudly, "I HOPE A RED FANG CLAWS YOUR EYES OUT YOU DAMNED TRAITOR!"

The girls flinched back at the pit bull's shout and decided now was a good time to hurry after Burning Comet.

Neither of them noticed the stallion tense up momentarily, his jaw tightening and his brow furrowing in some kind of dark emotion he was visibly struggling to hold back.

By the time the fillies reached him, Burning Comet had calmed once more, and the three of them continued their trot into the residential district.

An Uncertain Future

Stepping into the residential district of the Grey Asylum was like stepping out of the day and into the night. It seemed as though there were half as many citizens and twice as many Defenders roaming about. The increased number of Defenders didn't make the two fillies feel any safer however.

On the contrary, it made them more nervous than anything. Still, they kept close to Burning Comet as they observed their surrounding with wary eyes. The buildings didn't really look any worse or better than those in the market -- at least not the ones near the market.

It didn't start getting really different until they made their way past the first few houses. The further in they travelled, the more dilapidated and worn the residential district looked. That wasn't even mentioning the creatures.

They didn't see as many citizens walking or trotting about as in the market, but the ones they did see either ignored the fillies, eyed them hungrily, or stood in the shadows of windows and alleys where they couldn't fully be seen.

They had begun to see why Burning Comet had said to stay close. Even if he hadn't said anything, neither of them would've dared to stray far in this kind of oppressively hostile atmosphere.

That's not to say there weren't the occasional normal looking creatures roaming about -- though they were rare to see. Even then, there was a hardness in their eyes that even Twilight and Starlight could see plain as day.

"Is... is it like this all the time?" Twilight found herself whispering nervously, "everypony... everyone around here looks so... dangerous and paranoid..."

"That's because they are dangerous and paranoid, Purple," Comet answered in his normal oddly accented drone, "it's like I said, these creatures have lived hard lives, fighting against both the monsters from both outside of and within these walls."

He glanced down at Twilight and Starlight with a grim look.

"You two should count yourself lucky the Hunters found you first," he said with a solemn frown, "had you wound up at the Grey Asylum's front gates, things would've gone very differently for you, and not in a good way."

Twilight swallowed, trying not to think about the implications. Starlight furrowed her brow and looked up at Burning Comet with a bemused frown.

"That's right, I was meaning to ask you," she said slowly, "how did you find us? What was that fog we saw in the desert?"

"Oh yeah," Twilight added, her previous trepidation momentarily forgotten as she remembered the assault on her senses. She frowned and rubbed her horn, "whatever it was, it made my horn hurt really bad."

Burning Comet smiled slightly before letting out a small, low chuckle -- as though he remembering a particularly funny joke.

"Believe it or not, that fog wasn't magical in nature," he explained -- much to the fillies' surprise, "that fog is actually a gas developed by some of the diamond dogs here in the city.

"It's created using a combination of different chemicals and a particularly nasty plant that grows out in the desert called Manabane."

"Manabane?" Starlight repeated with a frown, "that... doesn't sound like anything I want to be near at all..."

"You and most unicorns would do well to stay away from the stuff," Burning Comet agreed with a single nod, "self explanatory name aside, we use it to create what the brainy folk back in the Fortress call an anti-mana cloud."

"Wait, but I swear I saw ponies coming out of that cloud," Twilight argued, furrowing her brow in confusion, "they didn't look affected to me."

"That's because we have masks and such to protect against the stuff. It's only effective if the stuff gets into your system through the eyes, nose, or mouth," he shrugged, "honestly we didn't even know you two were out there."

"What?" Starlight asked in disbelief, "then why were you--"

"One of our teams of Hunters had just fought off and killed a small group of Feral Umbrum," Comet interjected, "the things are deadly in groups, but they can't do much against the anti-mana cloud."

He jabbed a hoof in Starlight's direction, causing the filly to take a step back in surprise.

"You happened to waltz right into the cloud just as we finished off the last of them," he shook his head and frowned at Starlight disapprovingly, "in other words, you were in the wrong place, at the wrong time."

"Oh..." Starlight shrunk back slightly, pressing her ears flat against her head and looking away, "so you were all fighting demons then."

"Yup -- well not me specifically," Burning Comet amended, "but I was there when the Hunting team brought you both into the city," he turned to Twilight, his expression softening slightly, "you already had magical burnout, so you probably got the worst of it."

Twilight grimaced as she remembered the intense pain she had felt when she had come into contact with the cloud.

Twilight could tell the burnout had finally worn off on its own and she could use her magic freely once more. She resolved to never overtax her spells again, though she was unsure of whether she'd be able to keep that promise in the near future.

"Either way, unless Aeon makes one or both of you Hunters, you won't have to worry about the weapons used when Hunting," he started off down the path once more, prompting the fillies to follow after him, "keep the info in mind for now, though."

As they continued trotting through the streets, Burning Comet reiterated that the increased Defender presence in the residential district wasn't just to keep the peace, but to respond quickly to any breach in the gate by monsters or demons.

He also explained that Grey Asylum's food and water supply were shipped in from various other towns around the desert, who themselves got the food and water from the more bountiful patches of land in the area.

He explained that it was an often deadly job, and the creatures that went out to collect were always guarded by the most experienced Defenders available.

Supply runs were also the only time Defenders left the city to do their work, as their training specialized in the defense and protection of creatures rather than the assault and elimination of monsters and demons.

This made them uniquely qualified for escort missions and the like. As Burning Comet went into more detail about the roles of Hunters and Defenders, the fillies listened with rapt attention -- interested in the subject matter despite their fear of having to become one or the other at some point.

After roughly an hour or so, Burning Comet opted to return to the Fortress with Twilight and Starlight in tow. Though the fillies got odd and often unnerving looks from the residents, Burning Comet's presence was enough to deter any creature that wanted to start trouble.

By the time they had all arrived back at the Fortress, the afternoon was pushing into evening, though the sky remained as overcast as it had been all day.

The fillies were also glad to see that Bannon had packed up and left at some point, though Twilight remained somewhat curious as to how he and Burning Comet knew each other.

"While this took far longer to finish than I would've liked, it could've been worse I suppose," Burning Comet mused as the three of them passed through the front gate of the Fortress, "you two didn't wander off and that made my job easier."

The two fillies smiled for a moment, expecting some kind of praise, but when the stallion merely continued to trot along with nothing more to say, their smiles fell and were replaced with flat looks.

"Now that we're finally back, I'm supposed to take you both back to the library," Comet explained as they all trotted through the halls of the Fortress, "Aeon said she wanted to discuss your training regimen along with a few other things before you both turn in for the night."

"Do you know what we're gonna be doing at all?" Twilight asked tentatively, "like what kind of training she's gonna make us do?"

"No clue," Burning Comet said with a shrug, "I was never trained by Aeon herself, but I've heard her methods can get pretty brutal, so I hope you girls are ready for some pain."

He flashed them both a big smile before facing forward once more. The girls glanced at each other with matching looks of dread on their faces. Each of them silently prayed the burly unicorn was just kidding, but deep down they knew he most likely wasn't.

They eventually reached the library and the stallion stopped in front of the entrance before turning to fully face the two fillies.

"Alright, I've done my job," he exclaimed, "if you both have any questions about what you saw today, just ask Aeon," he smirked, "hopefully you'll get some answers out of her, but don't count on it," he then frowned thoughtfully, "though she does seem to like you two for some reason..."

He thought for another moment before shrugging and trotting past the two bemused fillies, going back the way they came.

"Well, at any rate, good luck to the both of you, and try not piss off the boss lady, alright?" he called back, "she really isn't pleasant when she's angry, trust me!"

"Don't have to tell me twice," Starlight muttered bitterly before turning to Twilight, "so what do you think about all of this?"

Twilight frowned as she continued to stare down the hall after Burning Comet. Her mind was indeed filled with all sorts of questions about what she had seen and what her and Starlight's future held.

Despite her fear of what they may have had to do, or what they might've had to go through, Twilight still couldn't help but feel a bit of excitement at the prospect of what she might get to learn, especially having access to a library of this magnitude.

With all the information she had to take in, the grim events of her past were pushed to the back of her mind to make way for the many trials the future would no doubt bring. With a determined grimace, she turned to Starlight and nodded once.

"I think we should find out what kind of training Aeon wants to put us through."

A Room Divided

"And so here we are again, fillies."

Twilight and Starlight both stood once more before Aeon's desk, both fillies wearing matching looks of apprehension at what Aeon had in store for them. Aeon, in response, merely rolled her eyes and gave them each a flat look.

"Oh would you two quit your blubbering?" she scoffed, "I'm not just gonna toss you right into the desert without some kind of training," she tossed her mane and gave them both what Twilight hoped was a playful smirk, "no, that bit doesn't come until you've learned to at least cast a few proper wards first."

At Twilight's and Starlight's horrified looks, Aeon's smirk fell away and was replaced with another flat look.

"I was joking... somewhat," she paused, looking thoughtful for a moment before shrugging, "well, not at all really, but you shouldn't let that worry you too much," she smiled at the two confidently before rising from her seat and trotting around her desk towards them, "I'm very good at what I teach, and my methods get results, so trust me when I say you fillies are in good hooves."

She trotted a little ways past Twilight and Starlight before stopping and motioning them to follow, which they did rather reluctantly. Once Aeon saw that they were right behind her, she continued talking as they moved.

"So, I went back through the information I gathered together from your memories, and I think I have something for each of you," she turned and looked from one filly to the other, "both of you have different talents—and no I'm not just talking about the talents that come from cutie marks."

She gave the magic circle adorning Starlight's flank a significant look.

"Although yours will be a huge boon, Starlight Glimmer," the cobalt mare continued with a small smirk, "you should count yourself lucky, little lady. A spellcrafting talent is rare, and can only lead to great things in the future."

Starlight raised her brows in surprise and looked back towards her own flank. Upon seeing the image of the magic circle she winced and quickly turned away, causing Aeon to raise an eyebrow.

To Starlight, the cutie mark was only a reminder of what she had done to her friend and parents, and as far she was concerned, it wasn't something to be particularly proud of.

After a minute, Aeon snorted softly and looked to Twilight instead, her frown turning slightly contemplative.

"You on the other hoof..." she mused, talking to herself more than the bemused lavender filly, "I might not know what your cutie mark will be exactly, but it's going to be something special, that's for sure. I can feel it."

She stared at Twilight for a moment longer before shaking her head and moving forward once more, having earlier slowed to a stop during her observations.

"I'm getting off topic," she said quickly, "my point is, you both have different things you're good at, and I want to bring out of you not just the full potential of what you're each talented in, but to break down your weaknesses as well—both magical and mental."

Twilight and Starlight glanced at each other behind Aeon's back, the two wondering and dreading just how the mare was going to go about doing that. They each turned back to Aeon as she spoke again.

"As I've said countless times already, the desert is a brutal place, girls," Aeon continued, "I know you've both suffered some terrible hardships, but clinging to those hangups are only going to get you killed in the long run."

She glanced back at the two as she pushed the door leading to the library open—her expression softening somewhat.

"Trust me, it's better to snuff them out as soon as possible, because when it comes right down to it, both your present and your future matter far more than your past."

With that, she pushed the door the rest of the way open and trotted through, leaving the fillies to stand there for a moment in contemplative silence. Both Twilight and Starlight knew the unicorn mare was right deep down.

Accepting and embracing her words however, was a task all its own—one that the two couldn't quite overcome just yet. Still they followed her out of her office and into the nearly deserted library—the crowd thinning out more and more as the night grew later.

As they all made their way across the library, Twilight caught sight of the tall scarred unicorn mare she had seen earlier in the day. She sat at one of the tables in the center of the room, hunched over a book with an intense frown of concentration. Piled high next to her were a stack of books Twilight couldn't see the names of.

Before she could get too curious about the mare's rather startling change in demeanor compared to that morning however, Aeon's voice brought her attention back to the conversation at hoof.

"I plan to separate the two of you during the first and second phases of both your training and your studies," Aeon explained as they continued towards the staircase at the other end of the circular room, "it's important that you two be able to act independently of each other to allow for more versatility."

Rather than head downstairs like the fillies expected, Aeon turned and trotted up the steps instead. Twilight and Starlight followed her upstairs, curious to see where they led. All the while, Aeon kept up her explanation to the two fillies.

"Once those phases are complete however," the mare said, "you'll be continuing your studies and training together. You'll be learning to work together as a cohesive unit—building off one another's strengths and making up for any remaining weaknesses."

"So," Twilight asked tentatively, "we're not gonna be able to see each other while we're training?"

"Not while you're in the middle of your training and studies, no," Aeon replied, "but that doesn't mean you won't be able to see each other during your downtime. In fact, I urge you two to see each other during your breaks."

"Why?" Starlight asked with a raise of her brow, "what's so important about us hanging out during our breaks?"

Aeon stopped part way up the steps and turned to give Starlight a knowing smile.

"Back when I said you two were practically made for each other, I meant it," she said before once again moving up the stairs, "alone you two have the potential for greatness, but together, I really think you both have what it takes to turn Equus on its head—though whether or not that's a good thing remains to be seen I suppose."

After a certain point, the staircase began to give way to a narrow stairwell, much like it did downstairs, although instead of the several doors lining the thick central pillar, there was only one door at the top of the stairwell.

As they reached the end of the stairwell, Aeon paused and put a hoof to her chin as though thinking on her own words. After a moment she shrugged and pushed open the plain, dark brown wooden door. Both fillies could've sworn they saw a flash of something as Aeon's hoof made contact with the door, but it was so quick, they didn't know whether or not it had happened at all.

"Either way, I feel we'll all get better results if I stick you two together," Aeon said, trotting into the room, "but for now, there's some other things I need to discuss with the both of you, and as for why I brought you both here..."

As Twilight and Starlight followed Aeon into the room, they couldn't help but gape. Stepping into the room was like stepping into an entirely different reality for the two fillies.

The entire room was as black as the void save for a single large orb of light shining above like a miniature Sun. The orb only served to illuminate the ponies who had just trotted into the room and did nothing to brighten the all encompassing blackness otherwise.

Once the two stunned fillies were inside, the door slammed itself shut, leaving the bright orb the only source of light in the room—a room both Twilight and Starlight weren't entirely sure was a room at all.

"...I brought you both here so that we could meet your... other teachers."

"Wait... other teachers?" Twilight repeated, the statement snapping her out of her daze, "what other teachers?"

"Surely you didn't think I'd be the only one teaching you girls what you need to know?" Aeon replied with a raised eyebrow, "I run the Grey Asylum. I don't have time to see to you both every second of everyday. Hay, I'll only be able to teach you personally each day for maybe an hour or two at the most."

She shook her head and looked towards the light in the center as she spoke.

"No, instead I've arranged to have some of my... past associates teach you in my stead," she looked back to the girls with a reassuring smile, that came off as somewhat sinister in the contrasting light and darkness of their location, "they might all be a bit scary at first, and some of them might be in some very... odd places for reasons they may or may not decide to share, but I trust them all with my life."

Rather than comfort the fillies, Aeon's words only made them that much more nervous about meeting these teachers. Starlight looked around the room in confusion, before turning back to Aeon.

"So... how are we supposed to get where these teachers are?" she asked with a bemused frown, "in fact, how do we do anything in here? What even is this place?"

"Oh, right, almost forgot to explain that bit," Aeon replied, almost as an afterthought, "this is a pocket dimension I created ages ago. You see, this light here..."

She turned towards the light in question and suddenly lit up her horn. the orb of light flashed once, then twice, then a third time, then one final time before four lines of light shot out of the center in different directions.

After a certain point, the lines of light stopped and began to swirl in on themselves before expanding into large formless blobs of pure light. After a few moments, the blobs of light began to take form and with one more flash from each of the four shapes, they solidified into four shining white doorways that surrounded the three on all sides.

"...is actually the cornerstone that connects every 'doorway' I've ever created," Aeon finished, turning back to a shocked Twilight and Starlight, "I use this place to travel to other places one wouldn't be able to reach by any normal means."

"This... y-you... I..." Twilight stammered, trying and failing to grasp what had just occurred. Eventually she just turned back to Aeon with a look of awe and a bit of fear, "w-what kind of magic is this?"

"The kind of magic I doubt many would be able to replicate," Aeon replied simply, "let's just say I have a lot of experience with this sort of thing and leave it at that for now."

"This is ridiculous," Starlight murmured, slowly shaking her head in disbelief as she stared at the doorways around her, "this can't be real..."

"Oh, it's very real, Starlight Glimmer," Aeon replied with a smirk, "and it's our ticket to meeting four very special individuals who can't wait to meet the two of you."

The cloaked unicorn trotted into the center of the four doorways, and waved a hoof dramatically—her tone suddenly taking on that of a scientist announcing the greatest invention ever made.

"Twilight Sparkle... Starlight Glimmer... welcome... to the Nexus!"

Author's Note

This is where things get... interesting. :trollestia:

Also I'm just going to come out and say that as a mage, Aeon is significantly more powerful than Ancient Scroll for reasons I've hinted at, but haven't revealed just yet.

I wonder if anyone's figured out what Aeon's affinity is... :trixieshiftright: (as if her name didn't make it obvious enough...)

The Hive Queen

Both Twilight and Starlight had several questions.

Questions about what they were seeing, what—and who—they were going to see, and just what kind of training and study warranted such a mind boggling feat of magic.

They very badly wanted to ask Aeon all of these questions and more, but were also smart enough to learn the first time that Aeon didn't particularly take well to being bombarded with questions. So they waited in the hopes that the mysteriously powerful mare would explain herself.

And explain she did.

"I realize you both have a lot of questions... most of them I'm not going to answer."

Or not.

The two fillies grimaced but didn't speak out for fear of verbal retribution. They were quickly beginning to realize just what Burning Comet had meant when he said the mare could be difficult. Still, their ears perked up as the cobalt mare spoke again.

"What I will tell you—or rather warn you about," Aeon continued, "is that while these creatures and I have gained a mutual understanding and respect for each other, neither of you have had that luxury."

Her expression turned grave.

"I'm sure this goes without saying, but don't get on their bad side," her eyes narrowed slightly, "they can be real tyrants when they're crossed, and they won't hesitate to take their wrath out on a couple of mouthy foals, got it?"

The two nodded and swallowed nervously.

"Good," Aeon replied with a bright smile and a satisfied nod of her own, "we're just meeting them all for now, and I'll be with you both, so you don't need to worry too much about it right now, just remember to do what they tell you once the time comes and you should both be fine."

That at least, eased their worries a bit—though it spiked back up slightly as they watched Aeon make her way over to one of the shining doorways. She kept talking even as she moved towards the doorway.

"The first teacher you're going to meet is a... close personal friend of mine," Aeon said with a small, nearly imperceptible, smirk, "getting her to cooperate was a bit of a challenge. She doesn't really like to reveal the... ah... tricks of her trade to those not of her brood, but when I told her about the two of you, she was willing to make an exception."

"...Did she say brood?" Starlight whispered to Twilight, "I didn't mishear that did I?"

"No, she said brood," Twilight whispered back anxiously, "I don't have a good feeling about this, Starlight."

"Enough complaining," Aeon interjected, motioning for the two to come forward, "I don't have all day to do this, and it's been ages since I've seen Chryssie."

Twilight and Starlight glanced at each other, then back to Aeon with raised eyebrows.

"Chryssie?"

"MOVE IT... NOW."

Needing no further prompting, the two fillies scrambled forwards and practically galloped through the doorway.

The first thing that caught the fillies attention as they emerged from the doorway, was the severe lack of light around them. The second thing they noticed was how moist and humid their new surroundings were.

"Where are we?" Twilight asked, taking a curious step forward before scrunching up her nose, "and what's that smell?"

"I... think we're in some kind of cave," Starlight replied, looking around warily, "but I don't know what that smell is either."

At a second glance, Twilight could see that they were indeed in some kind of dark cave. Glowing green fungi that dotted the walls gave them just enough light to see the stone walls and the uneven ground beneath them.

The walls themselves were slick with some kind of substance the fillies didn't dare touch, and the path ahead was straightforward—at least, what little of it they could see. Aside from the steady drip of something further in, it was completely silent.

The two fillies, almost without realizing it, huddled a little closer together as they scanned the caves.

"Hey... Starlight?"

"Yeah?"

"...W-Where's Aeon?"

The two looked at each other with wide fearful eyes before snapping their gazes back towards where they had come from. The only thing they saw behind them was more darkness.

The doorway had vanished, and Aeon was nowhere to be seen.

"A-Are you kidding me?!" Starlight cried, stomping a hoof in anger even as her voice shook with fear, "she... she just left us here?! She said she was gonna—"

"S-Starlight?"

The urgency in Twilight's tone caught Starlight's attention and made her heart rise up into her throat. Her ear twitched at the sudden sound of several clicks and chirps.

She didn't want to turn around and face whatever it was Twilight had seen.

She really didn't.

"Starlight!"

She turned.

A scream ripped its way out of her throat and she stumbled back as far away from the angrily glowing blue eyes as she could. Twilight tried to do the same—quickly backpedaling away from the countless eyes shining in the darkened path ahead—but yelped as she bumped into something.

Something hard and unyielding.

"So this is what Aeon's given me to work with? Frankly I'm rather disappointed."

The two terrified fillies froze not daring to look back at what had just spoken.

"LOOK AT ME, YOU COWARDS!"

Their eyes immediately snapped towards the angry voice. Standing tall above them both, barely visible in the darkness, was the tallest mare either of them had ever seen save for the Princess herself—though she was much thinner, to almost an absurd degree.

Twilight wasn't even sure 'mare' was the right word. While there were some obvious equine features, most everything else just screamed 'insect' to the fillies. Her skin was jet black and chitinous with her entire midsection being covered by a green carapace, and holes covered her lower legs, murky green mane and tail, and insect-like wings.

Her horn was long and jagged, her teeth and jade eyes were sharp and predatory, and her gaze as she looked down at them was one of immense distaste. As frightened as she was though, Twilight couldn't help but feel like she had seen this creature somewhere before...

The strange creature snorted and shook her head.

"While your fear is palatable, it's not something I'm in the mood for at the moment," without preamble, she step forwards and past the two fillies, making them yelp and scatter to the side, "come, we have much to discuss and I have other things I must prepare for."

They watched as the creature trotted further into the darkness, taking note of the lack of shining blue eyes. Twilight furrowed her brow in confusion and looked over to Starlight, who looked back and shook her head, just as confused.

Once it was clear the creature wasn't going to hurt them, their fear lessened considerably—that is, until an eerie layered voice spoke from right behind them.

"The Queen does not like to be kept waiting, foals, so I suggest you move quickly."

The girls yelped and whipped around to face two smaller insect winged creatures that were just as dark and chitinous as the larger creature—the Queen apparently. Their filmy blue eyes gave nothing away as they shoved the two fillies forward.

"Keep going," the other creature commanded, "fall too far behind and the Queen will not be pleased."

"Alright, alright, I'm going," Starlight growled, her annoyance at being pushed around temporarily overtaking her unease, "you don't have to get pushy..."

And so, Twilight and Starlight followed the Queen down the dark path, making sure to keep an eye on the two smaller creatures trotting just behind them. After what felt like half an hour of trotting in silence, the Queen finally spoke.

"So... Twilight Sparkle and Starlight Glimmer is it?" she began without turning around or breaking stride, "you two must be quite the pair if a pony like Aeon chose to take you under her wing—figuratively speaking of course," she cast them a side glance from over her shoulder, a small smirk plastered on her short muzzle, "you should be honored to be able to learn under her... and myself for that matter."

She turned back around and was silent for another moment before speaking up again.

"I don't take well to strangers invading my hive," she continued casually, "normally I would've ambushed you, captured you, strung you up in pods to be drained of all your precious resources until you were nothing but mere husks," she turned back to the fillies with a toothy grin, "after making you more... compliant of course."

She let out a small amused chuckle at the looks of horror on the fillies faces.

"But instead, I'm going to teach you two the meaning of subtlety, subterfuge, and most importantly, working together as a single cohesive unit to take down your enemies and to seize whatever your heart desires."

As the Queen spoke, the two fillies noticed that the area around them seemed to be getting brighter, though not by much. What was far more noticeable however, was the fact that the relatively small cave had given way to a larger hallway.

It was clear that the hall itself was not naturally designed. The walls were smooth and the ceiling formed a perfect arch. The walls of the hall weren't made of the same stone they had seen in the cave, but instead looked like it was made of some kind of dark green material similar in texture to slightly hardened resin, though not quite as hard as amber.

The hallway was short, and the two fillies, the Queen, and the other two creatures taking up the rear soon found themselves standing in front of what Twilight and Starlight could only guess was a large circular door.

It didn't look like any door they had ever seen before. It had no handle or opening they could see, and it had no features either. It looked for all the world like a dark green wall embedded into the other dark green walls surrounding it.

That is, until the Queen stepped forward.

She moved as though she was ready to hit the wall, but then to the fillies surprise, the wall gave way, pulling itself apart with a squelch and disappearing into the walls around it.

The two stood there in wide eyed shock for only a moment before they were once again shoved forward by the two creatures behind them. They both stumbled into the room and Starlight immediately went to give the two a piece of her mind, but was interrupted by a tap on the shoulder.

She turned to see Twilight staring ahead of her with undisguised awe. She followed the lavender filly's gaze and her own mouth dropped open at what she saw. It wasn't just a room the two had entered, it was far far more than that.

It was practically an entire underground kingdom.

The two fillies stood atop a ledge overlooking a tall castle surrounded on all sides by several oddly shaped buildings that looked as though they were made of the same material as the walls of the hallway they had just come through.

Every single building looked as though it had grown right out of the ground and had been sculpted into their current shapes—the castle included.

The castle looked nothing like the one Twilight had grown used to seeing in Canterlot. She was too far away to tell what color it actually was, but the castle was dark, had many spires, and cast somewhat of an imposing shadow over the rest of the town.

There was a clear ceiling above them that seemed to give off a bright glow that bathed the many buildings below in a soft jade light. Many more of the smaller creatures could be seen flying in and out of countless holes dotting the walls and ceiling of the massive cavern—holes that no doubt led to different parts of the hive.

"Rare is it for ponies not trussed up as tasty morsels to witness the majesty that is my Queendom in all it's glory."

The girls broke their gazes away from the sight to look back at the Queen, who had stepped up beside them and was now staring down at the city with no small amount of pride.

"I built this—all of this from nothing," she continued somewhat wistfully, "it took centuries of grueling work, hardship, and the many lives of my own children to get to where we are now, but it was all worth it in the end."

She raised a hole ridden hoof and gestured to the sight before them.

"My only desire now is to see my Queendom grow and prosper," she exclaimed, a look of conviction shining in her slitted eyes, "to that end, I will do whatever it takes to make it happen."

"Um..."

Chrysalis shot the lavender filly who had just spoken an annoyed look. Twilight winced, but continued on nonetheless.

"You... you said children?" she asked, casting a glance back at the two silent creatures standing as still as statues behind them, "and Aeon mentioned something about a 'brood'. So... does that make you..."

She trailed off expectantly, and the Queen chuckled before giving the filly another smirk.

"Indeed, Twilight Sparkle," she answered, "all of the creatures you see here are my children, and I their Mother," she fully turned to face Twilight and Starlight as she spoke, somehow standing much taller than she had before, "you stand before the HIve Mother and Queen of the entire changeling race..."

She flashed the fillies a vicious grin, causing the two to take an involuntary step back and shiver slightly.

"I am Chrysalis, your new mentor and, while you both reside within my domain, your reigning Queen."

Author's Note

I'm making sure to be constantly cognizant of the fact that there are two separate timelines taking place in the same universe more or less at the same time.

I'm aware that—in-universe at least—the world doesn't revolve around Twilight, and there are others out there plotting and scheming and making their own plans to prepare for certain future events as they would've in The Ties that Bind.

Yes I'm hinting at something, no I'm not telling you what it is. If you just so happen to figure it out though, I'll give you a virtual cookie. It'll be chocolate chip or something... probably. :pinkiesmile:

The King of Monsters

The shining doorway flashed as Aeon, Twilight, and Starlight stepped through, disappearing behind them and leaving only three more doorways in the Nexus. The cobalt unicorn mare chuckled in response to Starlight's surly demeanor.

"You said you'd be right there with us!" Starlight growled, rounding on Aeon almost as soon as they entered the Nexus, "instead we were left there alone! We could've died or something!"

"You wouldn't have died, Starlight Glimmer," Aeon replied with a roll of her eyes, "Chrysalis knew you were coming and knew what you looked like already. She wouldn't have attacked you, her changelings wouldn't have attacked you, and she would've kept any dangerous creatures in the caves from attacking you."

"Well... how were we supposed to know that?" the indignant pink filly retorted, "we were terrified!"

Aeon sighed and rubbed her temples.

"Look," Aeon began, "sorry for bailing on you two, but something came up that I had to personally deal with right then."

"What could've possibly happened in the few seconds that passed while we went through the door?" Starlight asked with a skeptical raise of her brow, "you were ready to go when we left."

"No I wasn't actually," Aeon replied with a shake of her head, "in fact the issue I had to deal with started about a minute or so before you went through. The only reason I didn't leave to go deal with it right then was because I needed to make sure the doorway was stable before you went in."

"Oh," Starlight replied, lowering her ears and looking away. She perked back up and snapped her gaze back to Aeon a moment later, "wait, then why did you lie to us and tell us you were coming?"

"To get you two moving," Aeon replied simply, "honestly, I was about ready to throw both of you through the doorway with how much you were both hesitating, but now that the crisis is over, there's no need."

"What was the crisis anyway?" Twilight asked worriedly, "is everypony okay?"

"Aw, you're worried about ponies you've never even met?" Aeon cooed, leaning over to muss up Twilight's mane, "that's so adorable!"

"Hey!" Twilight cried stepping out from under Aeon's hoof and shaking her head roughly before glaring at her mentor, "I'm serious! Was there some kind of monster attack or something?"

"Something like that," Aeon replied cryptically, "you'll probably see once we get back, but right now that's not for you to worry about," she motioned for the girls to follow as she made her way over to another door, "right now, it's time to meet your next tutor."

"Are they gonna be as... creepy, as Chrysalis was?" Twilight asked nervously, "are all of our teachers gonna be like this?"

Aeon's chuckle did nothing to reassure the lavender filly.

"Ah, they're alright once you get to know them," the mare replied with an airy wave of her hoof, "that said, your next teacher can be a bit... strange."

"What's that supposed to mean?" Starlight grumbled.

"Well..." Aeon paused in thought, "he... comes from a different time. Back then, ponies were more... ah... theatrical in their speech... I guess," after a moment she shrugged, "you'll see what I mean when you get there. Any questions?"

There was a second of silence before Twilight spoke up, shifting from hoof to hoof uncomfortably.

"So... you and Chrysalis," she began hesitantly, "are you both like... y'know..."

"What? Me and Chryssie?" Aeon replied, raising an eyebrow before giving the filly an amused smirk, "we're not in love if that's what you're wondering. It's more like... oh, how do I explain this to a filly?" she tapped her chin thoughtfully, giving a simple shrug a moment later, "we have fun together, nothing more, nothing less."

"Fun?" Twilight asked, tilting her head in confusion, "what kind of fun? What do you—"

"Moving on," Aeon interjected as she stepped aside and gestured to the doorway before them, "this time around you won't have to worry about me lying to you girls," Aeon assured, much to the fillies' relief, "...because now I'm flat out telling you you're on your own."

The relief was quickly washed away by shock and incredulity.

"Are you serious?" Starlight practically screeched.

"Yup," Aeon replied cheerfully before lighting up her horn, "Say hi to tall, dark, and spooky for me~"

Before either filly could say or do anything else, they were both wrapped in a yellow aura and promptly tossed through the doorway.

Both fillies landed in a heap and struggled for a moment as they tried to recover.

"I can't believe this!" Starlight cried, untangling herself from Twilight and rising to her hooves, "she just... threw us in! What kind of teacher is she?"

"Um... Starlight?"

"And just what the hay did she mean tall... dark... and..."

She trailed off as she finally took notice of her surroundings. Twilight stood next to her, the both of them staring wide eyed and open mouthed at the sight before them.

A castle, taller than any the two had ever seen, towered over them. For Starlight, she had nothing to compare it to other than the castle she had seen back in the Core. For Twilight, it wasn't as spread out as Canterlot Castle with it's many spires and separate buildings, but it made up for it with the sheer intimidating height of the few spires the castle did have.

They stood before the massive ornate double doors in silence—that is, until Starlight turned to get a look at the scenery around her. Something had looked odd about the castle, and really everything in general, but she hadn't been able to put her hoof on just what.

It was when she was able to actually see everything other than the large doors taking up her vision, that she realized what it was. She nudged Twilight, getting the filly's attention and causing her to follow her gaze.

They both stood at the top of a steep, long stairway leading further down into the city surrounding the castle below. The city itself was massive and—though the colors were dull—the whole city seemed to glow with an inner light.

The various buildings all appeared to be carved out of some kind of crystalline material and they all came in different shapes and sizes. The castle also seemed to be a crystal-like structure, but that wasn't what caught and held Twilight and Starlight's attention. What had caught their attention, and what Starlight had realized was wrong, were a few other things.

The sky was completely devoid of any Sun, moon, or stars. It was a pitch black canvas of nothingness that enveloped their entire view. The second thing that was made abundantly clear was the complete and utter lack of any sound whatsoever.

They hadn't noticed it when they first arrived, but whenever they spoke, their voices carried a sort of muted echo, that seemed to quickly wither and die in the face of such overwhelming silence.

By far the most noticeable thing about their surroundings however, were the countless shadowy silhouettes moving about the streets below. They were all pony shaped and trotted about soundlessly and aimlessly—occasionally stopping and looking around as if they didn't know what to do or where to go.

Twilight turned away from the eerie sight and looked to Starlight with an unnerved expression.

"Where are we?"

"How am I supposed to know, Twilight?" Starlight replied, not taking her eyes off the shadows moving below, "this place is even creepier than that cave," she finally returned Twilight's gaze with an uncomfortable look of her own, "I don't want to be here."

"Neither do I," Twilight agreed, taking a step back from the staircase and towards the double doors, "but what are we supposed to do? Aeon just left us here and we don't have a way back."

"Well..." Starlight hesitated and her ears flopped against her head as she looked from the city below to the double doors behind her, "I... guess we have to find this tall, dark, spooky pony."

"And he's probably in the castle," Twilight replied, fully turning back towards the doors, "I really don't want to go in there."

"Me either," Starlight responded before taking a few steps forward and placing a hoof on the door, "but we don't really have any other choice," she swallowed nervously and began to push the door, "let's just... get this... over with!"

Starlight grunted as she pressed her hoof to the door, then both hooves, then she threw her body into it. She pushed with everything she had, but no matter what she did, the doors didn't budge.

After a minute she stepped back and glared at the door her chest heaving slightly.

"What... the hay?" she panted, "it won't... open!"

Twilight's brow furrowed and she stepped forward to give it a try, meeting the same result as Starlight.

"I don't get it," Twilight muttered, scrunching her face up in confusion, "wasn't he supposed to be expecting us?"

"Indeed I was, little foals."

The sudden deep rumble of a voice made the two jump with a yelp and they quickly searched for the source. They saw nothing and looked at each other with no small amount of fear in their eyes. Their ears perked up as the voice chuckled and spoke again.

"You seem to be having some trouble, young ones... here, allow me."

The two screamed as a swirling black something rapidly spread below them. Both their screams were cut off as they were instantly sucked into the black mass—the screams resuming once more as they re-emerged in a completely different location mere seconds later.

The fillies continued to scream and babble in a panic for a moment longer before they realized they weren't being attacked or otherwise affected by anything else. Having calmed down somewhat they looked around with wide eyes.

Though she had never been in one before, Twilight immediately recognized the long stretch of carpet, tall stained-glass windows and pillars, and the overall massive size that made up a throne room.

Not having grown up in a castle town, Starlight had no such knowledge.

"W-Where are we?" she asked in a shaky voice—her fearful eyes darting this way and that, "Twilight... what happened? Where did—"

"And thus... we finally meet, Twilight Sparkle... Starlight Glimmer."

The two snapped their gazes towards the back of the large room. A few yards away they could see a large throne. Everything around the throne looked to be enveloped in large black crystals.

Reclined atop the throne itself was a tall grey unicorn stallion in menacing silver armor and a red cape—though the fillies had never seen a stallion quite like the one that sat before them. His horn, rather than the color of his coat, was a blood red color that brightened to a dark orange as it reached the tip.

His mane and tail were jet black and billowed about him in much the same way as Celestia's did. Even from a few yards away, the stallion's piercing gaze sent chills down the fillies' spines.

Twilight knew a few things about Dark Magic, and the slitted red pupils, glowing green sclera, and purple mist wafting from his eyes spoke of complete corruption—at least from what she had read. The sheer wrongness of the stallion's aura would've been enough to give his corruption away even if Twilight hadn't known a thing about Dark Magic.

Once the stallion saw that he had their attention he slowly rose from his throne and trotted towards them at a leisurely pace, an intrigued smile playing across his muzzle.

"Aeon has told me much about you two," he began as he made his way towards the slowly retreating fillies, "she tells me you both are quite... prodigious in your magical capabilities..."

His piercing gaze flicked towards Twilight, causing the lavender filly to freeze in place, breath hitching and eyes widening in fear.

"...especially you, Twilight Sparkle," he continued, not taking his eyes off the filly, "I was told of a very interesting vision the two of you shared, and I must say... if even half of what I've heard is true, you shall make quite the Dark Mage when you've fully developed your affinity."

He leaned down towards Twilight, his smile turning wicked.

"You might even be a match for my own power someday," he straightened up and stepped back with another small chuckle, "and that my dear filly, is a future I very much wish to see come to fruition."

"W-Who are you?"

The stallion looked towards the light pink filly that had spoken. Starlight winced and shrank back as his full attention fell upon her. Nevertheless, she swallowed and spoke again.

"A-Aeon... Aeon never told us your name," she continued haltingly, "and... a-and you're supposed to... t-to be our teacher... so..."

"Ah, yes, you must forgive me," he turned on his heel and trotted back towards the throne, "it has been... quite some time since I've had anyone other than that mare to talk to."

He sat once again on his throne and beckoned the fillies forward. The two gave each other worried glances before reluctantly trotting closer to the stallion's throne.

"Come, there is much I wish to discuss regarding our arrangement, and though I am eager to begin, we do not have the luxury of time," he paused and gave an irritated snort, "I suppose it would be more accurate to say that the two of you do not have the luxury of time."

Twilight wanted to ask what the stallion meant, but chose to hold her tongue this time. Something about both the stallion and this place bugged her, and she felt as though it was something beyond the cloying stench of Dark Magic and the unsettling atmosphere of the city.

"Aeon merely stated that this was to be a simple introduction and nothing more," the stallion continued, "so, Twilight Sparkle... Starlight Glimmer... allow me to introduce myself..."

The stallion sat up straighter on his throne, his tone suddenly booming and imperious.

"I once reigned supreme as the ruler of the Crystal Empire. Many knew me far and wide as the King of Monsters, however, while you two are under my tutelage, you shall simply refer to me.... as Sombra."

A Banished Empire

The two fillies stood before the imposing stallion with unsure expressions.

On one hoof, Sombra's very presence set the girls on edge. The Dark Magic rolled off the stallion in waves, and while Twilight merely felt uneasy, it practically made Starlight sick.

On the other hoof, he really did seem happy to have somepony else to talk to, and Aeon did say as long as they didn't act like brats, he wouldn't hurt them.

But then again, the two fillies wouldn't have trusted Aeon with a wet match, not after this and the last time they went through the doorway.

Still, as uncomfortable as they were, the girls had silently agreed to give the stallion the benefit of the doubt. Twilight more so than Starlight, but both of them all the same.

Those shadowy ponies outside the castle though...

"Hey, um... Sombra?"

The dark stallion standing before them raised an expectant eyebrow at Twilight. The filly shifted uneasily before looking back at the entrance far behind them.

"Those... shadowy ponies out there," she began tentatively, "what are those? Is that... Dark Magic?"

"Ah, yes," Sombra replied with a knowing nod, "I should have guessed you two would be curious about such a thing," he trotted forward, causing the fillies to scramble out of his way, "come, I shall explain just where it is you two have found yourselves."

As he made his way towards the entrance, the two fillies looked at each other briefly before hurrying after him. With a simple push of his hoof, the massive double doors slowly but surely slid open, much to the fillies' awe.

The things had to have weighed a literal ton, but Sombra had opened it like it was nothing. Twilight idly wondered if it was raw strength, or if there was some kind of magic at play.

Either way, he stepped outside and the double doors closed on their own once the girls had stepped through the doorway.

Sombra stood atop the tall staircase and stared out at the town below with an unreadable expression. Twilight trotted a bit closer and looked up at the stallion curiously.

"S-Sombra?"

Sombra blinked and looked down at the nervous lavender filly standing next to him. He frowned and looked back towards the city as he spoke.

"What you two are looking at, is the remnant—the very shadow of the Crystal Empire... my empire," he explained, "it was once a glorious city, filled with ponies whose coats shined like diamonds due to the magic that once surrounded the city."

"What happened?" Starlight asked, moving to stand next to Twilight as she herself looked out at the city, "it didn't always look like this... did it?"

"Of course not," Sombra scoffed, "this was once a beautiful place full of color, magic... and love," he grimaced, "it was a place I once literally could not tolerate."

The two gave Sombra a bemused look and, seeing this, the Stallion explained.

"You see, young ones, I am not what you would call a... normal pony," he began, "I am something altogether quite different actually. I can tell by your initial reactions that you could feel the darkness wrapped around me like a thick cloak."

Twilight and Starlight gave slow, uncertain nods at this. Sombra chuckled and shook his head before frowning once more.

"There is a reason for that, and contrary to what you may believe, it's not because I fell and became a corrupted Dark Mage," he cast them a side glance, "rather, it was because I was originally born this way."

"You were... born with a Dark Magic affinity?" Twilight guessed with a confused frown, "but... that's not that uncommon, I mean, apparently I was born with a Dark Magic affinity."

"You misunderstand me, child," Sombra replied with a single slow shake of his head, "it is not an affinity I speak of, but my very being. I am not a pony, I am what's known as an Umbrum."

"An... Umbrum?" Starlight repeated, furrowing her brow, "what's an Umbrum?"

"The Umbrum are a race of specter-like equines," Sombra explained, "they are creatures born of potent Dark Magic, and I am no different. The pony form you see before you was given shape by my mother Rabia in order to seize this land."

"Seize?" Twilight repeated, a slight hint of fear in her voice, "so... y-you're... you're a—"

"A what? A tyrant? A villain?" Sombra finished with another chuckle, "I assure you, Twilight Sparkle, I am no more a tyrant than that Sun Princess of yours."

His amused smirk fell away and was replaced with a scowl as he looked towards the pitch black sky.

"Were you to ask about me, that mare would have you believe me to be some sort of evil dictator, bent on enslaving the Crystal ponies and ruling with an iron hoof."

"And... did you?"

"Hardly," Sombra replied with a snort, "yes, my rule was strict, and yes insolence was met with dire retribution... but I am not my mother.

"I do not seek to destroy for the fun of it and I do not condone outright slavery. It is ineffective and would only result in my downfall at the hooves of my citizens in the end," he lowered his head and stared out into the distance, his gaze becoming wistful, "...and she would never forgive me if I were to attempt such a thing."

"She?" Twilight asked, glancing towards Starlight, who returned her bemused look, "who's 'she'?"

"It matters not," Sombra replied after a moment, "that aside, the shadows you see below are none other than the citizens of my Crystal Empire."

"They're... wait, those things are actual ponies?" Starlight cried, backing away a step in shock, "but... what happened to them?"

"An unfortunate effect of the Shadow Dimension I'm afraid," Sombra answered, "many centuries ago, my empire was in danger of burning to the ground at the hooves of a true tyrant, and I had no choice but to flee, much as it pained me to do so."

"That's... that's terrible," Twilight replied with a sympathetic frown, "who attacked your empire?"

"Not attacked, Twilight Sparkle—she didn't get a chance to," Sombra answered with a shake of his head, "no, I hid the entire Crystal Empire away before she arrived, and as for the mare responsible..."

He trailed off, his eyes narrowing dangerously as he grit his sharpened teeth in silent fury. The fillies took a startled step back as his black mane flared out and the violet mist about his eyes blazed like miniature flames.

"Let's just say that when I am free from this accursed spell, that mare will not live to create another Sunrise."

It took a second, but Twilight caught on to the phrasing of Sombra's words. Her eyes widened in shock as the realization dawned on her.

"You're saying it was Princess Celestia that tried to attack your Empire?" she asked in a horrified whisper, "but... but why? She wouldn't do something like that... would she?"

Sombra took in a deep breath and let it out in a long sigh before turning to Twilight. He frowned at her confused and disbelieving expression.

"...I see there is much you do not know about your lauded Goddess of the Sun," Sombra stated dryly, "while I would love to set the record sraight I believe now is not the time."

Twilight went to ask more, but thought better of it and closed her mouth. Sombra nodded in approval and continued.

"As I was saying, in order to keep my Empire and it's citizens safe, I cast one of the most powerful Dark Magic spells I know. It was a... banishment spell of sorts known as the Shadow Gate."

"The Shadow Gate..." Twilight muttered, with a thoughtful frown, "from the name, it sounds like a dimensional spell, and you did say something about a 'Shadow Dimension'," she turned back to Sombra with a bemused raise of her brow, "don't those usually fall under the category of Time Magic?"

"Normally you'd be right, child," Sombra replied with a nod, "but remember, many spells cannot be properly defined and can often overlap with other Branches of Magic. The Shadow Gate spell is one such spell in that it uses Dark Magic as its source."

"Huh," Twilight responded, "I... actually didn't know you could use Dark Magic for a dimensional spell."

"Did you not demonstrate such when you arrived in the desert wasteland you now call home?" Sombra replied, raising his own eyebrow at the filly, "from what I was told, it was quite an impressive feat of Dark Magic for one so young."

Twilight winced and looked away, to Sombra's confusion. He didn't push the apparent issue and instead turned to Starlight.

"And then there's you, Starlight Glimmer," he began, causing the light pink filly to eye him warily, "you should be proud to have such a rare affinity as Runic Magic. The potential in such a thing is staggering, and I must admit, I find myself somewhat envious."

"Um... thanks?" Starlight replied, blinking in surprise, "I... don't really know what else to say to that..."

"There's no need for thanks," Sombra replied with a smirk, "just be grateful you two have such rare gifts," he suddenly frowned in thought, "gifts... yes I believe that's a fair idea."

He eyed the two for a brief moment, his brow furrowing contemplatively. The two fillies looked back at him curiously.

"I suppose it can't hurt," he finally muttered after a moment, "and it's never to early to learn..."

Before the girls could ask what he was talking about, his horn lit up with a dark violet bubbling aura and two rolled up scrolls materialized into existence directly above each filly.

"A... gift for the two of you," Sombra said in response to the fillies' confusion, "think of it as study material for an entrance exam."

Twilight's eyes lit up at the stallion's words, whereas Starlight merely frowned in annoyance.

"Seriously?" Starlight grumbled, picking the scroll out of the air with her magic, "I thought we weren't gonna be doing any learning yet?"

"True," Sombra replied, "and I don't intend to teach you until the time is right, but that doesn't mean you can't get a head start."

"Why... can't I... get this open?!" Twilight cried in frustration as she tried to pry the scroll open with her magic, "what kind of scroll... is this?"

Sombra chuckled, and as Twilight continued to struggle, his chuckle turned into a full blown laugh.

"I see someone is an avid student," Sombra observed, "I know you're eager to begin your studies, Twilight Sparkle, but you must have patience. These scrolls will not reveal their contents until the time is right."

"And how will we know when the time is right?" Starlight asked with a raised eyebrow, "are they just gonna pop open?"

"Trust me, Starlight Glimmer," Sombra answered with a smirk, "you'll know when the time is right. Now then," he turned to look in the direction of the double doors, "I believe that is all the time we have for now."

"What do you—"

A familiar rising hum and a bright flash of light signaled the appearance of the shining doorway that led back to the Nexus—though Aeon did not step out this time.

"Oh," Starlight finished flatly, "guess it's time to go then."

"Why don't you come with us?" Twilight asked suddenly, looking between Sombra and the door, "I'm sure Aeon wouldn't mind."

Sombra's eyes widened in surprise and he gave a hearty laugh a second later.

"Oh that is precious!" the stallion said, still chuckling, "while I appreciate your sympathy for my plight, I must decline. Aeon's 'gates' only allow those she specifically chooses to go through, and I wouldn't even if I could."

"What?" Twilight asked, taking a step towards the stallion, "but why? You might be kind of scary, but I don't think you're really a bad pony!"

"He's not a pony, remember?" Starlight pointed out as she made her way to the doorway, "and I don't think it's a good idea, Twilight."

"But—"

"Listen to your friend, Twilight Sparkle," Sombra interjected, nodding towards the shining door, "she speaks the truth, and besides, it is not my time yet. I will return—and soon—but for now you must leave me here."

Twilight wanted to argue, having grown accustomed to the stallion's presence during the course of their conversation. She wrestled with herself a moment before coming to the conclusion that they'd be seeing him again soon anyway.

Reluctantly, she nodded and trotted after Starlight, turning to give Sombra one last look over her shoulder before stepping through the doorway, the scroll she had been given floating alongside her in a bright magenta aura.

The stallion chuckled and shook his head in amusement before disappearing in a whirl of ebony smoke—the doorway vanishing at the same time in another blinding flash of light.

The Covetous Lord

As Starlight and Twilight stepped through the doorway and back into the Nexus, Starlight immediately noticed that something was off.

"Took you two long enough," came a somewhat disgruntled voice, "I suppose that's not fair though. That windbag does like to talk."

Starlight's eyes snapped towards the cloaked mare standing next to another doorway. She stood facing away from the two and towards the shining doorway, one of her front hooves tapping impatiently.

Wait... hang on a minute...

Starlight looked around the black void and soon realized what it was that had been off.

"Um... hey, Aeon?" Starlight asked, turning back to the cobalt unicorn, "weren't there four doors here?"

Twilight, who had been staring at her own rolled up scroll with a contemplative expression, looked up at Starlight's question. She looked around and, sure enough, there were only three doors surrounding them.

"Yeah, there was." Twilight confirmed, "what happened to the other door?"

"Oh, that," Aeon replied with a snort. She turned to look at the fillies out of the corner of her eye—an annoyed grimace on her face, "it seems we're down a teacher, girls."

She ignored the confused looks of the two as she turned back around and continued speaking.

"I was going to introduce you two to a really, really, really old acquaintance of mine, but the old goat apparently went and got himself another student and decided not to tell me until now."

She turned back to Twilight with an oddly amused expression, causing the filly to frown and tilt her head in confusion.

"From the way he describes his new pet, she sounds a lot like you actually," Aeon said with a small smirk, "now isn't that funny?"

"I... guess so?" Twilight replied uncertainly, "so... we only have three other teachers then?"

"Seems like it," Aeon replied with a shrug. She went to say something more, but stopped when she spotted the scrolls held in both the fillies' aura, "ah... it looks like Sombra's still just as wicked as ever."

She chuckled and lit up her horn. The two scrolls were yanked out of Twilight and Starlight's magic, and Aeon brought them over to herself, completely ignoring Twilight's complaints.

"Yeah... I'm gonna hang onto these for now," Aeon said as the two scrolls popped out of existence with a flash of her horn, "don't freak out, Twilight, I'll give the scrolls back once I feel you can handle what's inside."

Before Twilight could argue any further, Aeon's horn flashed again and—with a loud pop—the two fillies found themselves standing next to the slightly frowning mare.

"Alright, it's been all fun and games up to this point," the mare said seriously, "but now we're headed to the one place that isn't safe for the two of you to travel by yourselves."

Neither Twilight or Starlight liked the sound of that.

"So... you're coming with us this time?" Starlight asked warily, "like... actually coming with us?"

"Yes, Starlight Glimmer," Aeon replied with a roll of her eyes, "I'm actually coming with you. Now enough chit-chat, we don't have much time left, and I have other things I need to get done."

With that said, she pushed the two forward and through the doorway with her magic and quickly stepped in after them.

It was hot.

That was the first thought that crossed Twilight's mind as she and Starlight entered through the doorway. The second thing both fillies noticed was the oppressive presence of the large castle before them.

It wasn't as large as Sombra's castle, but it more than made up for it with just how ominous its dark grey walls, gothic design, and tall black gates were.

The area outside the castle was no more comforting.

The castle itself was built atop a large rocky platform that—to the horror of both Twilight and Starlight—seemed to be suspended over a bottomless chasm with nothing connecting it to... well... anything.

There was no path forward or back, and indeed no sign of any other land for what looked like miles in any direction.

The castle simply floated over the endless abyss.

The sky above seemed to fluctuate between a deep red and a fiery orange. The clouds were numerous, black, and stormy. The girls could hear a steady rumble of thunder in the distance every so often. though they could see no lightning and feel no rain.

"Quit with the gawking and get inside... now!"

The sudden and urgent sounding command caused the fillies to jump in surprise and they turned to see Aeon standing behind them—her brow furrowed as she glanced left and right.

When she saw they were still standing there staring at her, Aeon glared at the two fillies.

"Did I stutter?" she growled, "get your flanks inside that castle... now!"

The girls scrambled backwards before turning back to the castle and galloping towards the ominous gates. As they reached the entrance a deep, earth shaking roar caused them to stumble.

They instinctively turned towards the sound and the blood drained from their face at what they saw. Rising up out of the dark abyss was a massive, monstrous creature unlike anything the two had ever seen.

It's head was that of a dragon's—its scaly skin maroon and its cold draconic eyes a deep jade color. The two black horns on either side of its head curved backwards and its mouth hung slightly open, showing row after row after row of jagged, razor-like teeth.

As it slowly rose higher and higher, the fillies could see its long yet thick neck and broad, bright red torso and powerful scaly arms ending in giant, four fingered claws—it muscular frame as large and wide as a small mountain.

Its lower half disappeared over the edge of the rocky platform, making it hard to discern just how big the monstrous dragon was.

The draconic beast flexed its claws and lowered its head just over the much, much smaller unicorn mare standing before it.

It opened its mouth and began speaking.

The fillies had no idea what was being said, as the words didn't sound anything like the language they used. The fillies weren't even sure how they knew the dragon was actually talking—just that something in their brain told them those strange and alien sounds were words.

"S-Starlight," Twilight slurred, "I... I don' feel so good..."

Starlight didn't respond as she staggered backwards and shook her head trying to clear it of the sudden disorientation she felt. The two of them fell to their haunches, overwhelmed by a wave of nausea, confusion, and grogginess.

The heart stopping fear they had experienced only moments ago was quickly replaced by a growing fuzziness as the words the dragon spoke dug themselves into their minds.

"T... Twilight," Starlight muttered, lowering herself to the ground, "we... need to..."

She never finished her sentence as her head dropped into her hooves and her eyelids slid closed. Twilight struggled with herself for a moment more before she too fell and closed her eyes.

The two fillies—dead to the world as they were—never noticed the glowing red magic circle form beneath them, pulling them into the ground to who knows where.

Twilight's eyes snapped open and she screamed.

Another scream joined hers a moment later and she looked over to see a panicked Starlight looking back at her. It took a second, but the screams soon died down into heavy pants—their heartbeats gradually slowing down to normal levels.

Once they had fully calmed, the two scared and confused fillies looked around themselves. They had somehow been transported into a large room—its dark grey stone walls dimly lit by the glow of a fireplace.

As they took in the sights before them, their fear and nervousness gave way to curiosity.

At one end of the room was a large window that overlooked the dark abyss outside. In front of the window was a rather large desk with papers, quills, a couple of inkwells, and a few books strewn about it.

The desk itself was made of a dark wood with elegant but mysterious designs etched into its sides. There was no chair behind the desk, something the two fillies found odd, but not incredibly so.

across from the window, placed along the opposite wall were several tall bookshelves packed with all sorts of tomes. Placed along the wall next to that was a smaller shelf, above which hung a large black bag and a smaller golden pendant on a chain.

Next to that was the entrance to the room—a large ornate wooden door with a ring handle. All in all, the room the two fillies found themselves in was surprisingly cozy.

With its softly crackling fireplace, quiet atmosphere dotted by the occasional muffled boom of distant thunder, and the soothingly warm air, the room was a far cry from what they had seen outside.

Then the door opened.

All calmness was scattered to the winds as the girls whipped around to see who had entered. Standing in the doorway looking very unsurprised to see the two, was a tall, thin, withered looking creature.

Fear gave way to bafflement as the two fillies stared at the creature.

Its lower body was that of an equine, with a dark grey coat, light grey cloven hooves, and a white tail. Its upper body however, consisted of a torso of black fur, thin and furless red arms ending in bony, leathery hands with long fingers.

Its equally red face was similar to that of a primate, with a thick white beard, a large silver nose ring, and two small horns.

Among its most striking features were black eyes with yellow irises that seemed to pierce right through the fillies, and the silver collar around its neck and silver cuffs on each of its wrists.

Both cuffs had broken chains attached to them, meaning the strange creature had been a prisoner of some sort at one point.

At least, that's what Twilight and Starlight assumed.

For several moments, no one said a word—the two fillies staring at the creature nervously and the creature itself looking back impassively.

The spell was broken a few seconds later as the creature snorted and trotted fully into the room. The girls watched as it made its way over to one of the many bookshelves, scanned over several books with a bony finger and pulled a tome from the shelf.

Without a word to the fillies it then trotted over to, and behind the desk. It set the book down on the desk and opened it up, perusing its contents silently.

Twilight and Starlight glanced at each other briefly, then looked back to the creature, both fillies not daring to say a word just yet.

The creature stood behind the desk for several minutes, reading and muttering to itself before snorting again and snapping the book shut.

"Tirek."

The girls blinked in confusion at the word, looking at one another with matching bemused frowns. They looked back to the creature a moment later as it spoke again.

"My name is Tirek," the creature continued in a thin, raspy, yet still powerful voice, "I will be your tutor in all matters regarding the arcane and forbidden. This includes Summoning Magic, Runic Magic, and Demonology among other things."

"Wait, you're our new teacher?" Starlight blurted out before shrinking back sheepishly, "I-I mean... sorry, I just... um..."

"Is there a problem?" Tirek asked, raising an eyebrow, "am I not what you expected, little pony?"

"Well, not... really?" Twilight replied uncertainly, "to be honest, we didn't know what to expect. I'd also kind of like to know what happened... and, um... where we are?"

"Where you are?" Tirek repeated with a dark chuckle, "that mare didn't tell you? She mentioned nothing of where you'd be staying while you learned from me?"

The two fillies shook their heads and Tirek laughed in response.

"It seems she wanted to keep it a surprise," he said, still chuckling, "make me do all the explaining I imagine," he shook his head and frowned at the girls, "you two are very lucky, you know that?"

The two fillies gave him a bemused look and he continued.

"Had I not snatched you away when I did, Fe Dommea would've claimed your very souls," he explained with a wicked grin, "and he wouldn't have even noticed."

The two fillies paled.

"Fe Dommea's words are not for mortal ears," he continued, ignoring the dread etched into the girls faces, "there is a dark, ancient, and terrible power in them, and merely listening can drain away the spirit of the unworthy."

The two girls simply continued to stare at Tirek in horror. The demonic centaur laughed again and turned slightly—gesturing to the world outside the window.

"Welcome to Midnight Castle, little ponies," he exclaimed, "my own personal abode nestled in the outer reaches of Tartarus."

He turned back to a stunned Twilight and Starlight with a vicious smile.

"I don't care what Aeon says," Tirek growled, "this is my domain, and these are my lessons. I will train you as I see fit, and mark my words, fillies..."

He slammed his hands into the desk and leaned over it to stare at the two—his black and yellow eyes blazing with malicious glee.

"...you will either learn... or you will break."

Author's Note

One more chapter and we're headed back to the Grey Asylum. Hopefully things haven't gotten too crazy while they've been gone...

A Cruel Lesson

The two frightened fillies merely stared on as Tirek stepped out from behind the desk with a chuckle. They didn't know what to say in this situation.

Twilight, who still hadn't been fully ready to believe that Tartarus had even existed yet, now found herself on the outskirts of that very place.

She had heard all sorts of nasty things about this place. The old ponytales hadn't been kind or held back when it came to what lurked in Tartarus or what would happen to poor ponies who got lost within its horrible fiery depths.

The tales had been enough to make her whimper with fear when she was even smaller than she was now.

Starlight on the other hoof, had found out just how real Tartarus really was, and to actually be here where those things resided...

She tried not to let it show, but the reality of her situation had her shaking from the tip of her horn to the end of her tail. She had vowed never to involve herself with this place in any way ever again, but now they were actually here...

With a demon as a teacher no less.

Starlight shook and shivered as she thought back to that horrible night, before Twilight had come. Flashes of memory came to her mind unbidden, and sweat poured down her face as her breathing picked up.

Tirek, who had been watching her curiously as he made his way back to the bookshelf with the tome he had taken, raised an eyebrow and frowned.

Then it hit him and he stopped midway towards putting the book back in its proper place. He paused for only a moment before slowly replacing the book and turning back to Starlight with a growing smile that dripped with malevolence.

"You tried to summon a demon, didn't you, Starlight Glimmer?"

Starlight flinched violently and Twilight snapped her gaze to Starlight, her own eyes widening in horror. Tirek let out a bark of laughter at their reaction and trotted over to Starlight.

"You did!" he exclaimed, still chortling, "a filly your age, actually dabbling in the arcane art of summoning demons directly from Tartarus!"

"Starlight," Twilight whispered in disbelief, never taking her wide eyed gaze off the other filly, "you didn't... did you?"

"I... I-I just..." Starlight took a shaky step back from the lavender filly and shook her head, "I d-didn't mean—"

"Such foolishness cannot be understated enough!" Tirek growled, all mirth gone from his voice, "were you that curious little pony? Was it worth it? Did you obtain everything you had hoped for and more?"

Tirek advanced on the terrified filly as she continued to back away, her eyes misting over with unshed tears and her breath heavy and panicked.

"Tell me, little pony," he said, his smile returning with far more malice than before, "what could have possibly possessed you to do something so horrendously stupid, hmm? What did you have to gain from—"

"IT KILLED HER FAMILY!"

Tirek stopped short and frowned.

At some point, Twilight had rushed over and pulled the sobbing pink filly into a hug as she glared at the demonic centaur, her own eyes shining with tears.

"Oh?" Tirek replied, raising an eyebrow, "did it now?"

Twilight's glare faltered and she looked back to Starlight for a brief moment. After a few seconds her glare returned and she looked back at Tirek as she spoke.

"I... I'm not sure what happened... I didn't get there until it was over," she explained, "but... but I can put the pieces together. I don't know why she summoned a demon... but I know she didn't mean to."

Tirek snorted and folded his arms, seemingly unimpressed with the explanation. Nevertheless, Twilight continued.

"She... s-she just wanted to show off a new magic she learned... that's all," Twilight said, hugging Starlight tighter as her own tears slipped down her face, "a-and I didn't know it at the time... but I've seen a pony summon a demon before too. I... I know how horrible it is."

Starlight looked back up at Twilight in surprise, her teary eyes widening. Twilight stepped back out of the embrace and gave Starlight a significant look as she continued.

"I tried... tried to ignore it! I... d-didn't know what I was seeing... but," Twilight's voice hitched and she shook her head, "but my dad... d-daddy was killed by a demon too..."

"You... y-you saw it too?" Starlight asked quietly, "did you..."

"No," Twilight said with a small sniffle. She rubbed her eyes before speaking again, "a... a pony—there were two ponies that came to my house and... and one of them... t-they... they cast a spell and a weird magic circle opened up..."

She trailed off and looked over to Tirek, who was watching with a half intrigued, half amused look on his face. A spark of indignation lit up in the lavender filly and she turned back to Starlight, her voice a bit stronger.

"I didn't know what was going on at the time," she pressed on, "but the magic circle opened up a hole in the floor and... a-and a giant... arm thing came out... and it... i-it grabbed daddy a-and... and..."

She couldn't finish.

Try as she might, the memory was too painful and she sunk to the floor with a whimper, her ears flat and her head hung low.

Starlight stared at the filly, completely unsure of what to say. Starlight herself had indeed unwittingly summoned a demon in her overzealous attempt to impress her parents and Starburst.

It had cost her everything, and Starlight would never forgive herself for it... but Twilight was different. Twilight didn't kill her family, but had watched them die at the hooves of somepony else if her words were anything to go by.

But just like her... just like Starlight, she knew the horror of seeing what a demon could do, first hoof, even if it was only a partial summon.

Yet something else they shared.

A link that brought them closer together, a mutual hurt that resonated strongly, a bond that had tightened for the light pink filly as she both sympathized and empathized with the morose lavender filly once more.

"Enough!"

Twilight and Starlight, both momentarily having forgot Tirek was in the room, jumped and snapped their surprised gazes towards the grimacing centaur.

"Such a sentimental display sickens me," he growled before huffing and folding his arms again, "in any case, both of you have seen but a glimpse of what Summoning Magic is capable of."

He trotted back to his desk as he spoke, never taking his intense gaze off the two fillies.

"If you plan to conquer your fears and overcome the tragedies that have befallen you, do not shy away from those memories..."

He once again stood behind the desk and planted his hands on the surface. He paused a moment, looking between each filly and making sure they were taking in his words before continuing.

"...rather, you must seize them—burn them into your mind and take them as a lesson never to underestimate just how deadly the art of Summoning can be when placed in the wrong hands... or hooves as the case may be."

Twilight looked over to Starlight and Starlight looked back. The two sat there for a moment in thought. Both fillies knew Tirek was right... but the issue was whether or not they could do it.

Could they get over their pasts that easily?

Could they push past the hurt and sorrow for the sake of growth and knowledge?

Aeon had said much the same regarding letting go of their despair when it came to what happened before, but no... they still weren't ready yet—not when the pain of their mutual losses were still so fresh in their minds.

Maybe... maybe one day soon though.

"It's definitely something worth thinking about, fillies."

Twilight and Starlight, who had fallen to their haunches, quickly sat up and turned towards the entrance at the sound of the familiar voice.

Standing there in the doorway, was an irritated looking cobalt blue unicorn mare in a black cloak. Her narrowed eyes were on a smirking Tirek, though she spoke to the fillies.

"Tirek may be a major pain in the flank, but he knows what he's talking about," Aeon continued, trotting further into the room, "I'd listen to him if I were you... but not too closely."

"Aeon," Tirek replied, spreading his arms out in an enthusiastic show of welcome, "glad to see you finally decided to join us!"

"Oh shut it you sunburnt horse-ape," Aeon growled in annoyance as she shook her feathery turquoise mane out of her eyes, "if you wanted to talk to the fillies alone, you could've just asked. You didn't have to sic your little guardian on me."

"I'm afraid I have no idea what you're talking about," Tirek replied with an innocent shrug, "it was merely unfortunate happenstance, Fe Dommea is very protective of this place after all."

Aeon simply rolled her eyes with a groan before turning back to the two shocked fillies. Without warning her horn sparked to life and a beam of light shot out, startling the two and causing them to leap out of the way.

Right behind where they stood, a familiar doorway appeared, shining brightly and casting shadows over everything before it.

"We've wasted enough time, you two," Aeon said in an urgent tone, "say goodbye to Uncle Tirek and let's get the buck out of here... I hate Tartarus..."

The unicorn mare continued grumbling to herself distractedly as she made her way over to, and through the doorway.

The two fillies stood there for a moment, trying to process everything that had happened up to this point, when Tirek spoke once more.

"That mare..."

The two fillies looked back to see the centaur frowning deeply at the two. His gaze drifted towards the doorway and a contemplative expression overcame his features as he continued.

"You two have probably already figured this out by now," he looked back at the two with a solemn frown, "but she isn't normal. My last word of advice to you... is to keep your faith and trust in that mare in check."

At that, he turned to stare out the window and up at the burning orange and red sky. He waved a hand dismissively and both Twilight and Starlight glanced at each other before turning around and trotting towards the doorway.

As they stepped through and the doorway vanished, Tirek sighed and shook his head. He looked back outside with a thoughtful, if slightly troubled, grimace.

"Aeon... just what have you gotten yourself into this time?"

A Dark Prison

Almost as soon as Twilight and Starlight stepped through the doorway, it once more swirled in on itself. The other doors did much the same, and as the fillies watched, they once again became beams of light that shot back into the shining orb above them all.

The orb flashed brightly a few times before it winked out entirely, bathing everything in an inky blackness for a few brief moments. The darkness gradually receded around them and soon enough, the light of a magic chandelier began replacing it.

Within a matter of seconds, Twilight, Starlight, and Aeon found themselves in an empty room consisting of nothing but a stone floor and stone walls, and a wooden door.

Before the fillies could wonder too much at what had happened, Aeon quickly made her way to the exit.

"Alright, come on you two," Aeon urged, as she pulled the door open with her magic, "while time may dilate in the Nexus, it's not dilated by much, so we've still been gone for a lot longer than I would've liked."

Normally, a pony like Twilight would've jumped on the subject of time dilation and its effects, but as it stood, she and Starlight were far too distracted by everything, and everyone they had seen.

With the fillies lost in their thoughts, neither of them said a word to Aeon as they trotted back down into the library. Aeon, was content to leave the girls to their musings as she led them past row after row of bookshelves.

The girls slowly began to return to the real world when each of them realized they weren't being led back to their bedroom for the night. Instead, Aeon had led them out of the library and down the hallway to another part of the Fortress.

"Um... Aeon?" Starlight asked, glancing at the grim looking residents passing them by with a nervous frown, "where exactly are we going?"

"I got one more thing I want to show you girls before you turn in for the night," Aeon replied, her tone and expression serious, "it isn't gonna be pretty, and it probably won't help you get any sleep, but I think its high time you saw what the desert has to offer."

Aeon said nothing more beyond that ominous statement, and Twilight looked over to Starlight worriedly. They traveled for a few more minutes and Twilight began to get the sense that they were heading deeper into the castle.

Neither Twilight nor Starlight recognized the area they were being taken to from their tour with Burning Comet, and Aeon gave no explanation as to where they were headed.

They eventually turned a corner and came to what Twilight at first glance, thought was a dead end. The hall ended in a wide, dimly lit circular area, and upon closer inspection, the fillies could see three different doors.

Standing in the middle of the area, there was one door to their left, one to the right, and one massive set of double doors directly in front of the three ponies.

Each door to their left and right was made of a plain dark metal and aside from that, was otherwise unremarkable. The middle doors however, were anything but.

The double doors together were made of a slightly brownish grey metal and easily five ponies tall and at least six ponies wide. It was a beast of a door, with layers of metal around the edges, bolts drilled into the rim of the doors, and a large, strange mechanism covering the center.

The strange device looked like an oversize black cog engrave with yellow, softly glowing arcane looking symbols that completely baffled the lavender filly.

She tilted her head in thought for a moment before her eyes widened in recognition. She turned to Starlight to see the light pink filly distracted by something else.

Two guards stood vigilantly on either side of the door. They were clearly ponies, but the hooded black cloaks they wore obscured their tribe from view.

Starlight could've sworn she saw fangs peeking out from their dark grey muzzles as she, Twilight, and Aeon got closer. Before she could glean anymore however, she was pulled away from her thoughts by a poke from Twilight.

"What?" Starlight hissed, rather annoyed by the distraction, "what do you want, Twilight?"

"Those doors with the giant cog thing in the middle," Twilight replied, ignoring Starlight's irritated tone as she pointed at the doors in question, "there's some weird writing on the cog. Is that Runic Magic?"

Starlight raised an eyebrow and turned to the door, blinking in surprise at what she saw. Aeon glanced down at the two fillies and grinned slightly, but didn't say anything as Starlight's eyes scanned the doors just ahead.

"That's... definitely Runic Magic at work alright... but," Starlight frowned in bemusement, and narrowed her eyes, "I'm assuming the runes are forming some kind of Binding sigil, but I don't recognize any of the runes being used."

"Well, you're right at any rate, Starlight Glimmer," Aeon said suddenly, "that is most definitely a Binding sigil, and very powerful one at that."

As they approached the door, Aeon stopped and, like Burning Comet had done with the minotaur guards before, Aeon nodded towards the cloaked ponies.

Without a word, the two ponies stepped away and towards the walls on either side of the large double doors. They each raised a hoof in sync and pressed them against the wall, causing two previously unseen miniature glowing yellow magic circles to appear on both sides beneath their hooves.

Twilight watched in awe as the magic circles started to spin, gradually picking up speed for a few seconds before stopping abruptly. The circles flashed twice, and Twilight turned to the large doors just in time to see the large sigil on the mechanism glow brighter and flash twice in response.

"Might wanna take a step back, fillies," Aeon said as she herself did just that, "this part can get pretty—"

There were two loud, muffled clacks that seemingly came from the doors themselves. The two fillies scrambled back in surprise as the cog began to spin slowly.

The spinning was accompanied by a whir that increased in volume as the cog began to spin faster. This soon turned into a piercing metal screech that, while only lasting a second or two, had the fillies ears ringing painfully.

The cog soon slowed to a stop and seemed to press itself into the door. For a few heartbeats there was nothing but silence.

Just when the fillies thought it was over, the doors suddenly gave a loud, drawn out hiss and the screeching returned as they slowly slid apart. After what felt like an eternity, the doors finally stopped with another clack that made the fillies jump slightly.

The doors themselves had somehow been pulled into the wall, leaving the path before them all wide open. The two cloaked guards gave Aeon a sharp salute before returning to their post wordlessly, standing on either side of the now open doorway.

"...So as I was saying, that part could get pretty loud," Aeon finished with a smirk at the two stunned fillies, "just a heads up."

With that said, Aeon casually trotted into the room. Twilight and Starlight remained where they were a moment longer, Twilight's shock turning to apprehension as they saw what was inside.

Starlight on the other hoof, was completely floored at what she was seeing.

The room itself was massive, and one thing that stood out to the girls as they reluctantly followed Aeon in was that both the walls and the floor within were made of some kind of smooth jet black stone.

The stone seemed to reflect the bright golden glow of the many, many runes both slowly circling a gigantic black orb floating in the center of the otherwise empty room, and the equally large and fiendishly complex looking magic sigil on the floor directly below the black orb.

The moment the fillies stepped into the room, something began to feel off. It took a second to figure out what it was, but a moment later, Twilight realized it was mana.

Raw, ambient mana permeated this room like a thick fog, and it made the lavender filly's horn tingle uncomfortably.

Starlight felt much the same, and the two couldn't help but notice that Aeon didn't seem affected in the least. Returning her attention to the large circular sigil on the ground, Starlight spoke up, addressing the cobalt unicorn mare.

"Aeon... what is this place?" the pink filly's gaze drifted to the orb floating above the sigil, "and what is that?"

Twilight didn't speak as she waited for Aeon to respond. Most of her attention had been on the orb since they entered the room. An unpleasant sensation twisted in her gut as she stared at the object.

She narrowed her eyes as her mind worked to figure out just what it was, and a moment later her eyes widened once more.

"It's a barrier spell," she nearly whispered in awe, before turning to Starlight, "it's a barrier... but it's not like any kind of barrier I've ever read about."

"And the purple one gets a gold star," Aeon exclaimed, smirking as she stepped up next to the two fillies, "this is the Black Barrier. I know the name is a little on the nose, but it'll most likely be the most powerful piece of Barrier Magic you'll ever see—aside from the Celestial Barrier that is."

"And... you're using it as a prison... aren't you?" Starlight guessed with a worried frown, her eyes glued to the orb, "there's something in there, isn't there?"

Aeon's smirk fell away and a solemn frown crossed her face as she replied.

"I based the Black Barrier off of the spell Celestia used to create the Celestial Barrier—albeit with a few of my own personal touches," she explained, trotting around the orb, "unlike the Light Magic that makes up a large part of her barrier though, I used a combination of Dark and Runic Magic to make this work."

Aeon made a full round before coming to a stop in front of the two fillies. She stood facing the barrier that took up most of the room. She stood there silently for a moment before turning her head to look back at the girls.

"I don't have as much raw power as an alicorn, so I can't cover nearly as much distance as the Celestial Barrier," Aeon continued, her expression turning grim, "but I can at least make an impenetrable prison for the things we can't kill, can't send back to Tartarus, or simply want to study to find a weakness."

"So... there's a... demon in there?" Twilight asked, taking a step back from the barrier in alarm, "but... you said this barrier used, Dark Magic. From what I've read, demons aren't affected by Dark Magic!"

"Attacking a demon with an offensive Dark Magic spell may not yield much," Aeon replied with a nod, "but demons, despite Dark Magic making up a majority of their life force, can still be affected by Dark Magic in other ways."

"Like how?" Starlight asked, eyeing Aeon intently, "how would you stop a demon with Dark Magic?"

"By making it work against them," Aeon answered, returning her attention back to the barrier, "the Black Barrier is special in that it adapts to a demon's unique magic signature and strengthens itself accordingly."

She gestured to the large magic circle below the floating barrier as she continued her explanation.

"That's the affect of the sigil you see below," she then pointed towards the barrier itself and the many runes slowly rotating about it, "my Dark Magic spell draws out the innate Dark Magic of the demon and the runes create—or rather imitate the effect of—a barrier spell and reverse its effects."

"I get it," Twilight replied, nodding slowly as she eyed the barrier with a thoughtful frown, "so you're basically forcing the demon to cast a Barrier spell using its own innate Dark Magic and flipping it around so that it keeps them in instead of keeping everything else out."

"Precisely," Aeon replied, "you catch on quick, Twilight Sparkle."

"Okay, that I understand," Starlight chimed in, tapping her chin and frowning in contemplation, "but that still doesn't explain how it's effective. The barrier might be reversed, but it's still Dark Magic and therefore should be ineffective."

"And that just goes to show how little you know about Barrier Magic, Starlight Glimmer," Aeon replied with a disappointed frown, "we'll need to fix that little problem as soon as possible if you want to continue living a long-ish life out here."

Starlight merely huffed in annoyance and looked away. Twilight turned to Starlight, her eyes practically sparkling as she straightened up and raised a hoof.

"You see, Starlight," the eager lavender filly began, "when you cast a barrier spell properly, it creates not one, not two, but three layers.

"An outermost layer that repels, a middle layer that specifies the type of magic or object being repelled, and an innermost layer that reinforces the barrier.

"While the innermost barrier isn't completely necessary, it does keep the barrier far more stable, and if your magic is strong enough, you can even have multiple reinforcement layers.

"In this case, from what I can understand, Aeon's runes somehow forced the demon's innate Dark Magic into a proper barrier spell, which means—"

"Which means all three layers are present," Starlight finished with a nod, "and since Aeon's spell drew out only the Dark Magic, that's what the second layer is targeting and that's what the outermost layer is repelling."

"And I'm willing to bet the sigil below is working in tandem with the runes above to affect the layer of reinforcement!" Twilight added excitedly, all worries about what the barrier actually held now completely gone. She turned back to an amused Aeon with a bright, hopeful smile, "am I right?!"

"Got it in one, filly," Aeon replied with a shrug, "see, this is what I'm talking about when I say you two are meant for each other."

Her amused grin suddenly vanished and her expression became unreadable. The change was so abrupt, that it made both fillies' hearts skip a beat. Aeon stared both of them down with that unnervingly blank expression for a few more moments before she blinked, and her eyes shone with a brilliant golden yellow light.

"Now who wants to see what's inside?"

Author's Note

I... did not mean for this chapter to turn into a magic lesson, but nevertheless here we are. Still, this was a rather fun chapter. Almost forgot how much I enjoy coming up with magic lessons.

Anyway, a bit more explanation to come next time.

A Horrific Sight

One of Twilight's ears twitched at the sudden commotion she was hearing all around her.

With a groan, she opened her eyes, blinking them rapidly to clear away the blurry haze. Raising her head, she looked around in confusion, uncertain of where she had wound up.

It took her a moment due to the lack of any proper lighting to realize she was lying on the cold stone floor of what looked like some kind of large, long, torchlit bridge.

She snapped to full wakefulness with a surprised yelp as a large, silver armored stallion galloped past her, shouting something she couldn't quite catch.

"What... w-what happened?" she cried, quickly scrambling to her hooves, "where am I... and where's—"

"Twilight!"

The filly in question turned to see Starlight looking around the same as she was. Her face was a mask of panic and bewilderment as she watched several more armor clad stallions, diamond dogs and griffons moving about the bridge in a hurry.

She turned from them to Twilight with wide fearful eyes.

"What's going on?" she shouted over the commotion, "Twilight, where in Tartarus are we?"

"I don't know!" Twilight shouted back, "All I know is that we were in that room with the barrier and then Aeon's eyes flashed yellow and... and... I don't know what happened after that!"

She yelped and stumbled and out of the way of a heavy set stallion who huffed and puffed as he clamored along.

"E-Excuse me," Starlight called out to a tall, brown, maroon armored dachshund who had stopped in front of the two confused fillies, "helllo? Can you tell us what's going on? Where are we? And who are all these ponies—er, creatures?"

The irritated looking diamond dog completely ignored Starlight and muttered unintelligibly to himself as he adjusted the large two-handed sword on his back.

"Hey!" Starlight called again, her tone growing annoyed, "can you hear me? I asked you what—hey I was talking to you!"

Starlight growled as the diamond dog walked away without even giving her a glance. Twilight watched him go with a growing sense of unease. A black armored griffon caught the fillies off guard as he suddenly landed on the bridge a few hoof-lengths from where they stood.

"Hello?" Twilight called, deciding to try her luck, "can you tell us what's going—"

Something flashed in the distance, momentarily distracting the two fillies as they looked to their left... and down. A sense of vertigo overwhelmed the two fillies as they realized they were not on a stone bridge, but atop a massive stone wall.

The outer wall surrounding the city to be exact.

Far below, just outside the city walls, they see could flashes of various spells being cast, the spectacular hue of colors lighting up the desert. While the girls couldn't see much in the darkness, they could certainly hear the vicious battle cries of the Hunters and Defenders fighting against... something.

Both horrified and transfixed, Twilight and Starlight moved closer to the low wall in front of them and peered over the edge to get a better look. They watched as more soldiers poured out of the gates and charged into the fray, the majority of the creatures swinging blades and the more magically inclined slinging all kinds of spells.

A few of the creatures from the bipedal races even had some sort of miniature projectiles that made far too much noise and smoke for how small they were.

Vicious battle cries rang out, along with the hums, bangs, zaps, and various other noises that accompanied the casting of a spell. Among those cries however, were inequine howls, shrieks, growls, and roars.

Upon closer inspection, the two fillies could just make out the outlines of some other creatures. There were outlines of large hulking creatures, smaller, bipedal things that didn't quite look right, flying monstrosities, and even a few limbless, slithering things that made the skin beneath Twilight's fur crawl.

Some of the creatures emitted a slight glow, but that hadn't been enough to tell exactly what they were... that is, until somepony shot a magical flare into the sky.

The resulting flash caused the two fillies to cry out in surprise and shield their eyes. They opened them a few seconds later to see that a large patch of land had been lit up and cast in a bright orange glow, revealing a sight that made Twilight and Starlight scream and stumble back and away from the edge.

Demons.

There were dozens of them, and they came in all shapes and sizes—many of them sporting nasty looking claws, fangs, and horns. As the girls watched, some of them even seemed capable of casting magic of their own.

"Ugly freaks of nature, aren't they?"

The fillies jumped and whipped around to see none other than Aeon herself, somehow having placed herself right next to the two without their notice. For a moment, Twilight and Starlight simply stared at her as she stoically observed the violent scene playing out below.

"Aeon?!" Starlight finally shouted, shaking her head in disbelief, "what... how did you—no, you know what? Forget that! What the hay is going on here?!"

"How did we even get here?" Twilight asked in a somewhat quieter, but no less indignant tone, "what did you do?"

"Well girls," Aeon replied, finally turning back to the angry, scared, and confused fillies with a small smirk, "I've decided to take you all on a little impromptu field trip to the past.

"Oh, and to answer another question, no one here can see, hear, or even touch us. Precautions against messing with the timestream and all that, you know how it goes."

"We're... wait," Twilight blinked and furrowed her brow before it shot up again in alarm, "we're in the past? You actually sent us back to the past?!"

"A few hours into the past to be specific," Aeon replied, "there's this nifty little spell a certain magically gifted stallion taught me a long time ago that allowed me to travel back in time for a certain amount of time."

"And you used this spell to take us back to see... this?" Starlight asked, looking back down at the chaos below, "why would you want us to see something like this?!"

Twilight's ear twitched at the sudden rising panick in her tone. She turned to Starlight with a worried frown, her frown deepening as the filly's breathing began to pick up.

"S-Starlight?" Twilight asked, "are you... are you alright?"

She took a step forward, only to freeze and Starlight stepped away from the edge once more, shaking her head slowly as she kept her eyes on the battle.

"No, Twilight," she said in a quiet shaky voice, "I am not okay," she gave a violent shudder and suddenly snapped a wide eyed gaze towards Aeon, "get me out of here... now."

Aeon returned her panicked gaze with an unreadable expression.

"I brought you two here for two reasons," Aeon replied in an eerily calm voice. She turned her attention towards the griffon in black armor shouting out orders to the soldiers moving about the wall, "the first was to show you what kind of world you two have found yourselves in, and the second..."

Something shot up from the ground and towards the griffon just as the two fillies turned their own gazes to him. There was an alarmed squawk that quickly devolved into choked gasps.

Before Twilight and Starlight could even scream, the griffon was yanked off the wall and down into a waiting mass of teeth and fangs.

They hadn't even seen what grabbed him.

The griffon screamed, and an instant later the screaming was replaced by several shrieks and a sickening crunch.

Twilight turned away and retched.

Starlight shook like a leaf in the wind, tears streaming down her face as she looked back to Aeon.

"GET ME OUT OF HERE! PLEASE!"

"Not until you've seen it," Aeon replied, her eyes drifting towards something in the distance, "I'm well aware of how bucked up this is, but you two are gonna have to bear with it for a few more moments."

"WHY?!" Starlight screamed, her voice and expression now hysterical, "WHY WOULD YOU MAKE ME WATCH THIS?! YOU KNOW—"

"Yes, Starlight Glimmer, I know," Aeon replied harshly, her gaze still locked on the horizon, "now shut up and watch."

"NO, I'M NOT GONNA—"

"Your lives... your souls... your entire town... they all belong to me... and I will take what is mine."

For a few seconds, it was as though time itself had stopped.

There was no other noise. there was no movement, there was nothing but that cold, cruel voice so full of malice and... something else... some intangible, but abundant all the same.

Twilight and Starlight stood frozen, their minds locked up and their thoughts grinding to a complete halt. Panic and hysteria were crushed under the sheer gravity of the voice.

Then reality crashed back around the fillies once more and, almost unbidden, both Twilight and Starlight turned to look at what had spoken.

The brightly burning flare was snuffed out, and all manner of screams could be heard—whether it was from the demons or the soldiers, the fillies didn't know.

Their attention was focused solely on the massive shadow looming over the darkened battlefield. It was as big as the wall itself—its shape almost impossible to make out.

The only thing the girls could make out at all were the outline of two almost completely straight horns that jutted out to either side of what they assumed was its head, two arms the size of towers that ended in viciously sharp claws, and two burning white orbs of light where its eyes would be.

"A Greater Greed Demon."

The two fillies didn't even bother turning around at Aeon's words. Nevertheless, Aeon trotted forward, her face hard as stone as she continued to explain.

"This is what I wanted you girls to see," she continued, "normally the soldiers are enough to handle the average demon raid that plagues the Grey Asylum from time to time, but once in a very rare while, a Greater Demon will show up, and when that happens..."

"ZAL THASTRA!"

That snapped the fillies out of their fear induced haze and they turned towards on of the nearby towers lining the walls.

Standing atop the roof of the tower, silhouetted by the light of the full moon... was Aeon. Even if they couldn't fully see her features from where they were standing, Twilight and Starlight could hear and practically feel the fury in Aeon's voice as she spoke.

They looked from the Aeon standing atop the tower, to the Aeon stand right next to them. The Aeon standing next to them didn't seem to be fazed by the sight, and instead focused her attention on the girls as she continued speaking.

"When that happens... that's when I have to step in and take care of things personally," she explained, "Zal Thastra has been a thorn in my flank for many years, and I got fed up with his nonsense... so I threw him in prison."

"Y-You... threw him in prison?" Twilight squeaked, "you don't m-mean..."

"Yep, he's the thing I trapped in the Black Barrier," Aeon finished, turning to watch as her past self closed her eyes and lit her horn, "anyway, you've seen what I wanted you to see, so I think it's time we get out of here."

"Good," Starlight agreed in what Twilight could only describe as a tired, sullen whimper, "get us out of here, I just..." she fell to her haunches, her cheeks damp with tears and her cerulean blue eyes dull, "...I just want to go to bed."

"Same here," Aeon replied with a yawn, completely ignoring the blazing golden yellow glow of Past Aeon's eyes as she leapt from the tower and shot towards the shadow in the distance, "sorry to put you girls through that, but I had a reason, and you'll thank me one day."

Twilight watched the large demonic shadow bare down on Past Aeon with weary eyes of her own—feeling just as drained as Starlight—but just before the clash occurred, her vision began to waver and darken.

There was a sudden odd pulling sensation and Twilight thought she heard Aeon say something, but it was drowned out by the siren's call of sleep.

Before they knew it, both Twilight and Starlight were out like a light, desperately hoping they could forget about what they had seen that night, but knowing deep down that they never would.

Author's Note

I swear, if I had a dollar for everytime someone blacked out at the end of a chapter in my stories... :facehoof:

You'd think I'd get more work done on my days off, but nope, distractions abound and now this chapter is coming out way later than I'd like.

Anyway, I created Aeon with the idea that she didn't pull any punches with her methods. They can at times be brutal and messed up, much like what happened here.

This isn't going to be a walk in the park, and these fillies are in for some hard times in the near future. There is a reason Aeon is allowing this to happen however, something that'll become clear in the next chapter...

Also, for those who are confused about Aeon's eyes flashing yellow, I made a minor change to the end of the last chapter to better fit the spell she was casting, as it wasn't a Dark Magic spell and thus, no black eyes.

A Nightmare Worth Fighting Against

Twilight's hooves beat hard against the dry, cracked, burning ground of the endless desert before her.

She didn't know where she was going, or what she was desperately galloping away from, but she knew she had to get away. If she didn't get away, bad things would happen to her.

Terrible, unspeakable things.

She whimpered and panted as she continued to gallop for all she was worth, heedless of the fact that she had gained no ground whatsoever.

Heedless of the fact that no matter how fast or how desperately she galloped, it was always there... like a shadow.

That horrible monstrous thing with all its horrible fangs and claws that snapped at Twilight's heels, making her scream and gallop faster.

Yet for all her struggles she did not make it any farther.

And so the two were caught in an endless cycle of flight and pursuit. It felt like she had been galloping for days, but despite this, the filly never once dared to look back at what was chasing her.

If she did, she was certain she'd go insane.

No, she refused to look... but that didn't stop her from hearing the vile, incomprehensible thing as it growled and shrieked and gurgled and oozed and hissed and snapped at her.

Always a hair's breath away.

Always chasing.... always fleeing.

Never slowing down or falling behind.

Never noticing the dark being that gazed upon the never-ending tragedy of the hunter and the prey like an intangible, invisible, and unfeeling sentinel of stone.

No escape from the endless cycle of flight and pursuit.

Something has changed... this... was not meant to be...

It was a feast to remember!

It was a feast to end all feasts, a grand spectacle of delectable delicacies the likes of which Tartarus had never seen before! Yes, they all lined up to the table with empty growling bellies and drooling mouths, eager to dig into the meal that sat before them.

It was a feast to remember!

A wonderful feast of fur and flesh and blood and bone!

It was a feast Starlight Glimmer wanted nothing to do with, yet it was a feast she could not simply excuse herself from, for it was a feast she herself had prepared.

As the host, she was made to watch as the dinner bell was rung, and the demons partook of their long awaited meal. The air was soon filled with the chorus of raucous laughter, tearing flesh, snapping jaws, cracking, slurping, chewing, and belching.

And then there was little Starlight, sitting at the head of the table, not taking a single bite. Little teary eyed Starlight, who could not, and would not, partake of such delicacies, for they were not meant for her.

She was to simply look on as Firelight, Sky Diamond, and Sunburst were devoured with all the zeal of a starving creature—their bones picked clean in only a matter of minutes.

The bones.

Not even the bones escaped the voracious appetites of the demons sitting at that table. Poor Starlight Glimmer could do nothing but watch in horror and despair.

Little did she know that a new guest had arrived to watch the sickening scene of gluttony on display.

It seems there is yet more work to be done, Vengeful One... I wonder what you will do once you find her... I wonder what she will do...

A wicked grin split the face of the dark creature and a low, malicious chuckle cut through the gruesome cacophony.

A light—as dark as midnight and as cold as the Frozen North—shined forth from the unseen creature and expanded until it bathed the entire world in its glow.

I cannot help but anticipate the outcome... in the meantime, however...

A bright flash, and all was reduced to blackness and silence.

Both Twilight and Starlight jerked awake with a scream.

Their hearts pounded in their chest as they looked around frantically waiting for something to lunge out from the darkness... but nothing happened.

Instead they found themselves safe and sound in their bed. A single lamp on the table was lit, casting a dim glow over the stone walls of the nearly empty bedroom in which they slept.

Their eyes swept over the room, and eventually landed on one another. Matching looks of panic soon gave way to relieved sighs and shaky chuckles.

"I guess I wasn't the only one that had a nightmare then," Starlight said, trying and partially succeeding at a smile, "figures... after what we saw..."

She shivered and turned to stare at her hooves.

"Y-Yeah," Twilight replied after a moment, "it was... some kind of nightmare... I'd rather not remember it... or what happened before."

She fell quiet and for a long while, the two fillies just sat there, trying to stop the slight shaking and collect themselves. It proved a rather difficult task as images of what they had seen and heard assaulted their minds, but eventually, Starlight looked up and around once more.

"Hey," she asked with a puzzled frown, "how did we get back here anyway?"

"I don't know," Twilight replied as she also looked around in bemusement, "I guess Aeon brought us back?"

"Aeon," Starlight growled out in a bitter tone, "I... I can't believe she did that!" she turned to Twilight with fire in her eyes, "I told her! She knew what happened to me! What I went through!"

"I know, Starlight," Twilight replied quietly, a troubled, yet thoughtful expression crossing her face, "I don't like it either... but—"

"But?!" Starlight cried indignantly as she whipped around to face Twilight, "there is no 'but'! What she did was... it was... unforgivable!"

Twilight opened her mouth to respond, but closed it again and sighed. She wrung the blanket in her hooves for a moment, unsure of how to tell the angry filly what she was thinking.

"You know what?" Starlight continued, throwing off the blanket and hopping out of bed, "I'm gonna tell her to take her stupid lessons and—"

"Starlight, wait!"

The light pink filly stopped just as she was about to reach the door to their bedroom and turned back to Twilight with an angry but expectant look.

Twilight paused.

She had Starlight's attention, but what did she say now? Starlight was too angry to listen, but she had to say something before the irate filly did something the both of them would most likely regret.

"Look, I... I've been thinking," the lavender filly began hesitantly, "a-and I think... I think Aeon and Tirek have a point... a-about what we've been through, I mean."

Starlight said nothing for another long moment. Her ear twitched once and she gave an agitated flick of her tail before slowly turning back around to fully face the other filly.

"What are you getting at, Twilight?" she asked warily, "are you saying we should just completely forget about the fact that both our families are gone? That we should just... sweep all that under the rug and say 'oh well, I guess that's that'?"

Twilight winced at the ice in Starlight's voice, but pressed on nevertheless.

"That's not what I'm saying at all, Starlight," she replied with a shake of her head, "I'm not saying we should just forget about... about what happened, but... I'm tired of feeling so terrible about it all the time."

She lowered her head and sniffed.

"I don't want to keep feeling the way I do, a-and I'm pretty sure you don't either."

Starlight said nothing in response, though her angry scowl faltered slightly as Twilight's words hit home. Twilight wiped her eyes and turned back to Starlight, her gaze somewhat more steely than it had been.

"When I... when we were out there, at the end just before we... blacked out... I realized something," fully awake now, Twilight shifted towards the edge and slipped off the bed as she spoke, "I realized Aeon was right... whether she's there or not... whether she's teaching us or not... this is gonna be our life now."

She trotted up to Starlight, who took a step back. She scowled harder, but Twilight could see the uncertainty and contemplation building behind the facade.

Just a bit further... I just need to push a bit further...

"Aeon thinks we're some kind of 'prodigies' or whatever, but that doesn't change the fact that we're still just foals, Starlight—smart foals, powerful for our age, but still just foals."

Twilight shook her head and stepped back before sitting on her haunches. She gave Starlight a level stare as she continued.

"We can't survive out here on our own," she scoffed, "you saw the city! You saw what it looked like! What everypony was like... we wouldn't even be able to survive in town, let alone out there in the desert, and that's exactly where we might end up if you go yelling at Aeon."

"But... nothing attacked us while we were out there before," Starlight argued, though it sounded weak and pitiful in the face of Twilight's impassioned plea, "a-and... nothing attacked me while I was living in the cabin..."

"Maybe we just got lucky," Twilight replied, completely undeterred, "maybe there was secretly somepony looking out for you... maybe your parents were protecting you and didn't tell you."

Starlight glared at Twilight and was about to say something, but Twilight verbally barreled over her, too caught up in her speech to stop now.

"I don't know why we weren't attacked back then," she continued, shaking her head, "but I think it would be a stupid idea to just rely on what was probably just luck on our part."

Starlight tried to look angry.

She tried to look indignant and upset that Twilight had brought up her parents like that... but she was losing steam, and she was losing it fast.

The lavender filly had made too many good points for Starlight to refute, and before she even realized it, she had sank to her own haunches in defeat. Now all she could do was wait for Twilight to finish her speech.

"I know what she did was wrong, Starlight, believe me," Twilight said, her tone becoming softer as she wrapped her tail around herself and looked away, "I hate that she did that... that she made us go through that... but it doesn't matter in the end."

When she looked back to Starlight again, it was with a determined frown that spoke of the absolute certainty she had in her own decision.

"It hurts, what she did, but she's just trying to teach us to survive," Twilight said with an air of finality, "I don't wanna die out here, Starlight, and if we're gonna live, we do have to get over what happened to us."

Starlight sighed and gave Twilight a tired, defeated smile.

"Yeah... when you put it like that, I can't really argue," she chuckled bitterly, "I don't like Aeon... but I don't wanna die either... and if we go out there without her or Burning Comet... we're not gonna make it far."

Twilight's hardened gaze melted into a hopeful look.

"So... does that mean..."

"Yes, Twilight," Starlight finished with a roll of her eyes, "I'm not gonna go flying off the handle at Aeon... but I'm not gonna forget what she did either."

With that, she turned and made her way over to the exit.

"Now, I'm starving," she muttered, opening the door and stepping outside, "I don't even remember the last time we ate now that I think about it... hopefully we can find something to eat around here..."

Twilight smiled and followed after Starlight, relieved that she was able to get through to her friend and hoping it wasn't too early in the morning for breakfast.

It was rather hard to tell the time of day with no windows.

A Jolly Hunter

After they had agreed to meet up with Fleur later that night, the two fillies searched around the library a bit more as they looked for somepony to tell them where to go for breakfast.

They were about to give up and head to Aeon's office when Twilight spotted a weary looking stallion sitting at one of the other tables with seemingly nothing to do.

While oddly standoffish, he at least informed the fillies of where to go and who to see about food—though he gave no direction, much to both the fillies' annoyance.

Deciding to just ask somepony on the way, Twilight and Starlight left the library and made their way down the hall, stopping at a nearby intersection that split three ways.

Ahead of them, the path continued forward until it reached a spiral staircase that led upwards to another floor. To their immediate left was another staircase that led down to a lower floor.

The path to their right led further down a hallway lined with several wooden doors on either side. At the end of the hall was a large set of double doors.

Twilight recognized the hallway as the one that led back to the dungeons, and thus, most likely wasn't the path they were looking for.

According to the somewhat cooperative stallion, they were supposed to see a sandy brown earth pony mare with a dark brown mane and tail by the name of Pot Sticker about breakfast.

The mare in question was supposed to be serving it in the Great Hall. Since that was all they had to go on, the fillies would have to either find the Great Hall themselves or ask somepony who knew where it was.

Twilight hadn't read much on castle interior, but she did vaguely remember passing through the Great Hall during their tour, and at least knew it was somewhere on the ground floor of the Fortress.

So it was downstairs they went, going from the third floor and bypassing the second floor until they reached the first. Up until this point there hadn't been much traffic—with the fillies only having seen a few creatures going to and coming from the library.

The first floor was an entirely different experience altogether. The halls weren't so crowded that they couldn't navigate, but that didn't mean they weren't jostled around a bit here and there.

They had been lucky enough to be left alone despite the odd looks they had gotten during their first tour, and for that, both Twilight and Starlight were thankful.

Twilight couldn't help but find the fact that there were so many creatures hanging around the Fortress odd. From what little she did know about castles and the like, the halls weren't usually so... crowded.

Most of the time it was only the castle staff traversing the halls, and the only time there were regular citizens about were when they were seeking an audience with the ruler.

By some unspoken agreement, Twilight took the liberty of memorizing their route while Starlight scanned the halls for somepony to ask directions to where the Great Hall was.

Most simply ignored the increasingly annoyed pink filly, but thankfully with so many creatures wandering about the halls, it didn't take long to catch one willing to talk.

They had stopped a friendly looking Abyssinian tom, and the cat pointed them down the hall and to the right where there was another massive set of ornate double doors on one side of the wall.

They found that the doors were currently propped open and many of the creatures were going in and out of the room. The two fillies glanced at each other, and with a shrug from Starlight, they made their way towards the doorway and stepped inside.

"Oh, wow," Twilight breathed, looking around with wide eyes, "that's... a lot of creatures..."

As it turned out, the Great Hall wasn't simply a name. The room was massive, at least twice as big as the library, and three times as long.

There was a long row of tables that stretch from one end of the hall to the other on either side of the room. As Twilight had pointed out, the room was filled with creatures, most of which sat at the tables.

The majority of them spent their time eating, drinking, chatting, laughing, and just generally going about their business as several ponies and diamond dogs went around serving or clearing away trays of food and drink.

Starlight narrowed her eyes as she scanned the lively scene, something about the whole thing not sitting right with her. Twilight, who was about to comment to the other filly, took notice and frowned slightly.

"Starlight?" she asked with a small hint of concern, "what's wrong?"

Starlight blinked and shook her head before turning to Twilight, a small frown of her own making its way across her face.

"It's... well, there really is a lot of creatures here."

"Yes," Twilight replied slowly, unsure of where Starlight was going, "I already pointed out as much."

"Well... doesn't it seem odd to you?" Starlight continued, "I mean—"

She yelped as she was pushed to the side by a heavyset griffon coming into the Great Hall. She glared at the griffons back as they passed, the griffon himself not even acknowledging the filly he had bumped into.

"Well, that was... rude," Twilight muttered, scowling at the griffon. She turned back to Starlight, raising a brow at the other filly, "Maybe we should... not stand in front of the doorway?"

Starlight grunted an affirmative and the two fillies headed further into the room, opting to keep an eye out for the mare as Starlight continued on from where she had left off.

"Don't you find it weird that the town outside looks so... so..." the light pink filly twisted her hoof around as she tried to find the right word, "so... rundown, yet everypony here looks like they're living the high life?"

"Well... I guess," Twilight replied, looking around the hall, "I do find it weird that there's so many creatures in the Fortress as it is, but it's not like the Fortress is in the best condition either, Starlight."

"Okay," Starlight conceded, "but what about all this food? Where are they getting it all? I know Burning Comet said they trade and collect food from the desert and other towns, but from the state of the town, you'd think there wouldn't be a lot of food going around—at least not like this."

Twilight slowed her pace as she thought about what Starlight was saying. She looked around with a contemplative frown, watching the many creatures as they ate and drank.

She furrowed her brow as something caught her notice.

"I think..." she turned back to Starlight as she spoke, "I think everypony—er, everyone here is either a Hunter or a Defender... or I think most of them are anyway."

Starlight raised an eyebrow and looked around, noticing that Twilight was right. Most everyone in the hall was wearing some kind of armor—whether in part or in full, with some resting helmets next to them or leaning their weapons against tables.

It looked like there were a few civilians, but for the most part, many of them were soldiers of some sort. Starlight turned back to Twilight with another shake of her head.

"So a lot of them are soldiers," she replied with a sniff, "what about it?"

"Well, if that's the case, then I think I kind of get it," Twilight answered with a thoughtful nod, "back in Canterlot, the ponies in the Royal Guard have to eat a lot so they can turn all that fat into muscle when they train, maybe it's the same here."

Starlight grimaced and was about to respond, when a deep hearty laugh from her left cut her off. Both fillies turned to the table on their left to see a large earth pony stallion somewhat isolated from the others.

The stallion wore black armor, but even with most of his body covered, the fillies could tell he had muscle... and lots of it. This contrasted oddly with his bright periwinkle coat and long pale yellow mane and tail, highlighted with burgundy stripes.

The stallion's laughter died down to an amused chuckle as he turned in his seat to look at the two fillies—a surprisingly kind smile on his grizzled face.

"Ye got it in one, little lady," said the deep voiced stallion, "despite what ye may think o' the Grey Asylum itself, we're pretty well off when it comes ta food an' drink."

"Really?" Twilight asked, tilting her head curiously, "but... everything is so broken and... well... like Starlight, said... rundown."

"Yeah," Starlight added, eyeing the black armored stallion warily, "where does all the food come from? I may not have traveled around the desert at all, but I doubt there's that much food just lying around out there."

"Aeon's Blessing," the stallion replied with a snort, "that's what some o' the more daft folk around here call it."

"Aeon's Blessing?" Starlight replied, giving the stallion a flat look, "really?"

"Aye," he answered with a shrug. He picked up and tore a large chunk out of a loaf of some kind of seasoned bread before speaking again, "Aeon tells us where ta go ta find food, an' we always manage ta bring back a big haul—mindin' we don't run into any beasties along the way.

"We barter with other towns from time to time for food, but most of it comes from out in the desert. Since no one knows how Aeon finds all that chow," he airily waved a hoof, "they just chalk it up to Aeon's Blessing. Buncha roadapples if ye ask me."

He polished off the loaf with three more bites and sighed in satisfaction before turning back to the fillies. He was about to continue when he noticed both the fillies eyeing the rest of the food on his plate.

He frowned slightly for a moment before shaking his head with a small chuckle.

"Why don't the both o' ye join me fer a bite?" he suggested, gesturing to the empty space next to him, "ye look like ye haven't eaten in moons."

"What? With you? Now?" Starlight asked, taking a step back, "why would you just... why would we... we don't even know you!"

"Name's Tungsten, lass," he said with another shrug before gesturing to the seat once more, "damn good Hunter, and loads o' fun to be around, especially when there's booze to be had... now take a seat the two o' ye an' I'll get Pot Sticker over with some more grub."

Twilight and Starlight looked at each other, the two of them having a silent debate in which Twilight shrugged and trotted over to the table before hopping onto the seat next to Tungsten.

Starlight's eyes widened incredulously for a brief moment before she gave an annoyed growl and stomped after Twilight and hoisted herself onto the seat next to Twilight.

"Don't be like that, Starlight," Twilight chided, "at least we're finally gonna get something to eat. And this is our chance to learn more about this place and the desert."

"Yeah, I guess," Starlight grumbled, pointedly staring at the table in front of her with a scowl, "just wished you'd stop cozying up to every stranger who stops to talk to you... or the other way around."

"Not everypony is out to get us, Starlight," Twilight said with a slight frown, "I don't think it's fair to treat everypony like a potential enemy just because we don't know them."

"On the contrary, lass," Tungsten interrupted with a grim frown, "yer friends got the right of it... fer the most part."

"What do you mean?" Twlight asked, turning around to face the much larger stallion with worried look, "I know not everypo... everyone is gonna be as nice to talk to, but—"

"All the same, ye should be careful who ye decided ta chat with, little lady," Tungsten interjected, his frown turning stern, "there be some vicious folk in this town, an' they'll gut ye as soon as look at ye if ye give em' a chance."

Both Twilight and Starlight swallowed nervously, shying away from Tungsten's intense gaze. Then all at once, the stallion's grave look fell away in an instant and was quickly replaced with a toothy jovial grin.

"Now let's get the two o' ye something ta eat, eh?"

Author's Note

A bit of a fluff chapter admittedly, but I figured we could take a break from all the insanity and slow things down a bit before jumping into more of the drama and thrills.

Also I wanted to introduce a new character.

A Wrong Turn

For all Starlight's suspicions of Tungsten, the stallion had been nothing but pleasant company all throughout breakfast.

Twilight had taken the opportunity to find out more about both the Grey Asylum and the roles Hunters and Defenders played in society.

Unsurprisingly, they weren't able to get a whole lot out of the stallion regarding Aeon herself. It seemed no one knew much about their leader other than that she somehow was able to work the occasional miracle.

Even Twilight had to admit that sounded a bit suspect, but as she and Starlight were the ones being trained by the mare, she figured they could keep an eye on her.

Honestly, if Twilight thought about it, she and Starlight probably knew more about the mare than almost anyone else in the Grey Asylum, and they hadn't even been there for a week.

That wasn't to say they knew much themselves either, but if they continued to spend more time around Aeon, Starlight was certain the mare would let something about herself slip eventually.

In any case, time went on as the two fillies and large stallion talked over strange and—in Twilight's case—exotic boiled desert plants, seasoned breads, and beverages that tasted like slightly sweetened milk, among other things.

When the inevitable question of how the two fillies came to live in a place like the Grey Asylum, said fillies hesitated, unsure of whether or not to share their story.

After a silent debate between the two and a resolute frown from Twilight, the lavender filly decided to tell Tungsten how she came to the land beyond the Barrier—though it was done haltingly and not without the odd sniffle or two.

Starlight remained resolutely quiet on her own experience, choosing instead to focus on devouring the last of her own breakfast.

They both told the stallion of their upcoming tutelage under Aeon and what they had experienced so far since they had been taken into town.

They didn't tell Tungsten about their other tutors however. Something told both of them that it would be best not to bring it up.

Tungsten took in all the information with both a solemn air and good humor whenever either was appropriate. In return, he told the fillies of his life as a Hunter and more about how the fortress town worked.

He told them who and what to avoid should they ever find themselves lost in town. Surprisingly, the stallion had mentioned Bannon as one of the creatures to avoid like the plague.

The name rang familiar, and when Starlight mentioned they had met the shady diamond dog, that led to them asking about the relationship between Burning Comet and Bannon.

As it turned out, Tungsten knew about Burning Comet, mentioning that he and the other stallion were 'something like friendly rivals'.

Apparently it was much the same with many of the Hunters and Defenders. For the most part, the rivalry was tame, if somewhat bitter, but there were some who were a bit more congenial in their competition.

Unfortunately, the only thing Tungsten knew about Bannon and Burning Comet was that they used to be friends in some gang back when they were younger.

Both fillies had already guessed as much based on what Bannon said when they had met him. What they didn't understand and were trying to find out, was Bannon's current animosity and Burning Comet's cold demeanor.

With that question going unanswered for the moment, breakfast finished, and the two fillies said their goodbye to Tungsten before exiting out of the still bustling Great Hall.

"Sooo...?"

"So what?"

Twilight smirked at Starlight's irritated grimace, knowing full well that the other filly knew what she was talking about.

"So... he wasn't so bad, was he?" Twilight remarked, her smirk turning into a genuine smile, "he was friendly and even got us more food when we asked."

Starlight inhaled, ready to make some kind of retort, only to let out the breath in an explosive sigh. She shrugged, trying to look nonchalant as she replied.

"I guess he was alright," she conceded, "at least we learned a lot more about the Grey Asylum."

Twilight nodded in agreement before hanging her head slightly.

"We also learned more about what we're probably gonna have to do once Aeon thinks we're ready."

"Yeah," Starlight responded quietly, a small frown on her face, "there's also that... I guess."

The two trotted through the busy halls of the Fortress in contemplative silence for a time, paying no heed to who passed by or where they were going.

It was several minutes later that Twilight finally spoke, getting tired of the silence between the two.

"So... what now?"

"Hmm?"

Starlight, who had her head lowered with a thoughtful frown, raised it to meet Twilight's questioning look.

"Oh... I dunno," she looked around, trying to gauge where they were, "to be honest, I thought Aeon would get somepony to look for us."

Twilight followed Starlight's example and scanned their surroundings, her look of curiosity turning to one of worry.

"Starlight?" she asked nervously, "where are we?"

"What?" Starlight furrowed her brow and looked down the now empty hall they had unwittingly wandered into, "we're... uh... oh, horseapples."

A bit further ahead of where they were, was a path that split off into two directions. One path led to the left, and one to the right.

Looking back the way they had come, Starlight could only see more of the same hallway.

The lack of any other creatures whatsoever when there had been dozens making their way through the halls only moments ago only served to unnerve the fillies even more.

There were single doors made of a dark wood lining the corridor behind them, at regular intervals.

The fillies had no idea where they led, and something told them it wouldn't have been a good idea to try and find out.

What didn't help their nerves in the slightest was the fact that the hall was much darker than where they had been before, with sconces few and far between each other.

How did we not notice such a huge change in where we were?

Starlight pushed the thought aside and swallowed nervously before turning back to Twilight.

"I... I think we're lost."

"I think you're right," Twilight agreed, shifting her gaze from one end of the hallway to the other, "I don't recognize this place at all. I don't think Burning Comet ever took us down this way."

"What do you think?" Starlight asked, a growing curiosity burning just below her worry, "should we go back the other way or—"

"You two shouldn't be here."

The two fillies shrieked in terror and scrambled away from the voice, only for Twilight to stop as her confusion and curiosity took over.

Standing in the middle of the path leading left and right, was a colt unlike any either filly had ever seen.

Well, they thought it was a colt anyway. It looked like a colt, save for the tiny black batlike wings, little fangs, and orange, catlike eyes that seemed to practically glow in the dim light of the hallway.

Everything else about the creature was largely equine. He had a dark grey coat, a bright orange mane and tail that matched his eyes, and a morose look about him.

He looked no older than Twilight herself, and the sheer strangeness of the creature was enough to keep Twilight's panic at bay somewhat.

Starlight on the other hoof, was still ready to make a break for it.

"Starlight, wait!" Twilight cried, pulling on the other filly's tail, "I don't think he's gonna hurt us or anything!"

"Don't care," Starlight grunted as she tried to pull away, "not taking any chances!"

"Starlight, come on!" Twilight growled, pulling harder, "Just... wait a minute! Let's hear what he has to say!"

Starlight stopped struggling and said nothing for a moment. Twilight waited a few seconds before cautiously letting go of Starlight's tail.

The moment she did, the pink filly whipped around to face her with a glare.

"You know what? Fine!" she snapped her gaze over to the now wide eyed colt, who flinched back at the look on Starlight's face, "well? You have something to say?"

"I... I don't," the colt stuttered, "I d-didn't mean to... m-mean to sc—"

"Come on, out with it!" Starlight snapped, marching right up to the panicky colt, "why'd you pop out of nowhere and scare us half to death, huh? This place is creepy enough without you—"

"Starlight, stop it!" Twilight yelled angrily, "you're scaring him!"

"I'm scaring him?" Starlight replied, turning to give the other filly an incredulous look, "look at him! He's the scary one! What is he? Where did he even come from?"

"I'm sorry."

Both Twilight and Starlight turned back to the colt just in time to see him disappear down the rightmost path.

"Hey, wait!" Twilight called out as she pushed past a confused Starlight, "come back! I just wanna talk!"

"Twilight!" Starlight cried out as Twilight prepare to chase after the strange colt, "what are you doing? We should be going the other w—"

"Shut up, Starlight," Twilight growled, giving Starlight an icy glare that caused the other filly to reel back in shock, "you can go back if you want, but I'm gonna make sure he's okay."

Before Starlight could respond, the lavender filly hurried off in the same direction the colt went.

Starlight was left, standing there in the hallway alone, her hoof slightly raised and her face still a mask of shock.

The shock quickly became a look of anger, then uncertainty, and her ears finally folded back as the guilt of what she had said finally settled in.

For a moment she sat there in silence, wincing as she remembered the look on Twilight's face.

She fell to her haunches and inhaled deeply before letting out the breath in a sigh heavy with regret.

"Ah... buck," she muttered to herself, "stupid conscience... stupid bat pony... stupid Twilight and her stupid... stupid... gah!"

She stood up and stomped down the hallway after the other two. That lasted all of a few hoof-lengths before her shoulders slumped and she dragged her hooves the rest of the way.

Maybe Twilight was right, maybe I don't need to be suspicious about everypony we meet.

She didn't want to admit that Twilight might've been right, and she wouldn't... but she could at least apologize for being a jerk and hear what the odd bat pony creature had to say.

Even if he did still creep her out.

Author's Note

I was honestly going to just skip over the day and go straight to the talk with Fleur, but then I realized I'd be passing up an opportunity.

Twilight and Starlight are about to have a very productive day, and it ain't gonna be your average Cutie Mark Crusader misadventure either. :ajsmug:

A Monster in the Dark

Twilight didn't know where she was going, but at that moment, it didn't matter.

The only thing that mattered to the filly was fixing the damage Starlight's words had caused. She had almost missed the odd looking colt as he dashed away, but soon caught sight of him once more as she turned another corner.

The corridors she chased the colt down seemed to get darker and darker, as she went along, but that could've just been her imagination.

Still, despite the growing unease caused by her surroundings, she continued onward. The look on the colt's face as he fled was still fresh in her mind, and it pushed her to follow after, and call out to the colt.

She called out again and again, but there was no response. She galloped as fast as she could, but the dark colt always seemed to be one more step ahead of her.

Eventually she turned one last corner and hit a dead end. The colt had stopped running and now stood with his back against a dark stone wall.

There didn't seem to be any doors down this way, and as tired as she was, Twilight couldn't help but be glad for that. She stumbled to a stop a short distance from the cowering colt, but said nothing.

She stood there with her head drooping and her chest heaving as she struggled to catch her breath. After a few moments she had recovered enough to speak once more.

"You... I... I'm sorry... gimme a minute," Twilight panted, "you're... really fast."

She went quite for a moment and just focused on her breathing. After that moment had passed, she looked back up at the colt and found that he was still pressed up against the wall.

"Hey... don't be afraid," she said, giving him a reassuring smile, "I'm sorry about what Starlight said. She's just... wary about strangers, and... well... we've never seen any th—ah... anypony, like you before."

She winced at her slip, but the colt didn't seem to notice. In fact, Twilight saw that the colt wasn't even looking in her direction.

Instead, the colt sat on his haunches, staring up at the ceiling above him. His small leathery wings and odd fluffy ears twitched nervously and his Twilight was given the impression that he was waiting for something.

"Um... what are you doing?" Twilight asked, following his gaze and seeing nothing of note other than a high stone ceiling, "what's up there?"

"I-It's like I... like I s-said, before," the colt replied, lowering his gaze and looking around the hall with worried eyes, "you... y-you two shouldn't be here..."

"I'm sorry if we're trespassing, but Starlight and I don't really know how we got here," Twilight replied, taking an unsure step forward, "why shouldn't we be here though? What's—"

A distant shriek of terror from back where they had come, caused Twilight's ears to perk up and her eyes to widen.

"W-What was that?" she asked, her head snapping in the direction of the voice, "wait... was that... Starlight?!"

"Oh no..." Twilight heard the colt mutter weakly, "I told you... I told you both you shouldn't be here. You shouldn't have followed me, you should've left like your friend wanted..."

But Twilight wasn't listening anymore, all of her attention was focused on Starlight and the rising guilt she felt for leaving her behind all alone in this creepy place.

"Starlight?" she cried, moving a few steps forward before taking off in another full gallop down the hall, "STARLIGHT, I'M COMING! HANG ON!"

The colt watched her go with sad eyes, knowing full well what would happen next. After a few seconds he bit his lip and turned away... only to look back at Twilight's retreating form.

She rounded a corner and the colt lost sight of her. As her hoofsteps grew more distant, the colt was seized by a sudden urge to make sure she and the other filly were okay.

The urge was so strong, that he found himself taking a step forward before he even realized it. He paused for a moment, shocked at his own actions, but another moment later, he took another step.

He had listened when the filly said that they had arrived here by mistake. He knew they didn't deserve to die for such an accident, and despite the other filly's harsh words, he didn't want to see her suffer either.

With some effort on his part, he grit his teeth, gave a small half groan, half whimper of resignation, and took off after the other two fillies.

Starlight was completely and utterly lost.

Both she and Twilight had already been lost before, but now Starlight was wandering alone in these dark spooky corridors. She had lost Twilight's trail a bit ago, and was now creeping as quietly as she could around the halls, her eyes frantically twitching this way and that.

She jumped at shadows and 'eep'd' at every little noise that echoed in the dimly lit corridors she unwillingly explored. Why was it so quiet? Just where in Tartarus was everypony? Would she run into more of those creepy bat ponies if she stayed here?

All these questions and more went unanswered as Starlight made her way down yet another empty, silent, barren corridor. With each empty hallway she trotted down she cursed her own stupidity and if she ever managed to get out of here, she'd—

A low growl emanating from somewhere ahead of Starlight made her freeze, wide terrified eyes locked on the long corridor before her. She could see sunlight reflected off a distant wall where the long hall turned sharply to the left. Another low, deep growl had her shivering, and her own body fought against her as she tried to turn back the other way.

She didn't know what was around that distant corner, but she really didn't want to find out. Unfortunately her shaking legs wouldn't cooperate, and so she remained frozen where she was.

Then she heard the heavy thud of footfalls echoing down the hall from up ahead. Judging by how they seemed to get a little louder with each repetition, whatever they belonged to was getting closer.

And whatever this thing was... it was big.

A quiet whimper escaped Starlight's lips as she saw the shadow of something decidedly not equine pass over the distant wall.

A moment later she saw it.

First came the jet black snout full of countless dagger-like teeth dripping with saliva. Then came the rest of the head. It was clearly leonine with brilliant golden, intelligent, and predatory eyes, a wild, tangled mane of pure white. Then she saw its legs, juest as dark as the fur about its face and thick with muscle.

And finally, as it turned the corner, she could see the rest of the creature.

Starlight had never seen a manticore before, but she had read about them. They were supposed to be giant lions with bat-like wings and a massive poisonous scorpion tail.

She had seen pictures of what they looked like, and while they were certainly scary, they were nothing Starlight had to worry about. After all, they were a breed of creature that only existed within some of the more dangerous forests of Equestria proper, not the desert in the Land Beyond.

Oh how wrong she had been.

This creature, this monster, may not have looked exactly like the manticores she'd seen in books, but there was no doubt that it was a manticore all the same.

Unlike the manticores in her books, this one had a black coat, white mane, leathery blood red wings, and a dark grey scorpion tail. One would think that such a large creature as a manticore would have trouble navigating the rather enclosed space of a Fortress corridor.

To Starlight's dismay however, the corridor in question was just large enough to comfortably fit the beasts bulky muscular frame, provided it kept its wings folded. The petrified filly didn't question why the manticore looked different. She didn't question where it had come from or even why it was here.

In that moment, when the manticore turned the corner and locked eyes with the filly, nothing else mattered but the almost painful beating of her heart against her chest and the hunger in the beast's eyes.

It was Starlight that screamed first.

The spell broke, and the filly turned and sped off in the other direction as fast as her little legs could carry her. The manticore stared after the filly for a moment, silent save for another low growl.

Rather than let out a deafening roar as any other manticore would do, it bounded after Starlight quickly and quietly—the only sound to be heard from it being the heavy thud of its massive paws as they hit the ground.

It knew the prey before it wouldn't last long, and was in no rush to see the hunt end. And so it followed after the small filly at its own pace, content to corner its meal when it was at its weakest and most exhausted.

Just because it was hungry didn't mean the manticore couldn't have a little fun in the meantime.

Tired though she was, Twilight didn't stop, and another cry from somewhere to her left spurred her onwards through hallway after hallway. Her fur became matted with sweat and her breaths came in short, panicked gasps, but she pushed herself forward, desperate to find Starlight at any cost.

As she galloped down more corridors, she would stop every so often to listen for her friend, who would oblige with another wordless cry or shout for help. It took several moments for the lavender filly to realize that Starlight's cries had stopped altogether, but she didn't stop searching.

The silence only made her panic more, and tears began to form in her eyes as she thought about what kind of horrible fate Starlight had been subjected to.

And it was all because Twilight herself had abandoned—

"Twilight!"

The sudden call of her own name made her scramble to a stop and she whipped around to see, the very filly she'd been looking for galloping towards her. Twilight's heart soared at the sight of her friend and she was about to call back when she noticed the look on Starlight's face.

Her eyes were wild with fear and she was galloping towards Twilight like her very life depended on it. Seeing that caused Twilight's own prior panic and fear to return, and it tripled when she saw the titanic frame of a manticore round the corner after the pink filly.

Any fatigue Twilight felt right then was washed away in a flood of adrenaline as she turned and galloped the other way, Starlight right behind her. Images of a dream thought forgotten rose to the surface of Twilight's mind as she galloped away from the manticore.

The horror of running away from something she couldn't fathom and the despair of never being able to escape no matter how fast or how long she galloped clouded her thoughts.

That was when she felt it.

Something was building deep within the filly's wellspring... something dark and born of the desperate fear and horror of her dire situation. It boiled and bubbled as it rose from the depths of her being and practically burned as it made its way to the tip of her horn.

A thick, viscous, bubbling aura as black as midnight enveloped the appendage and Twilight found her fear, panic, and despair twisted into a sudden and violent rage.

Already desperate for a way out of her predicament, she didn't fight it. She embraced the sudden influx of power and with a snarl, she skidded to a stop and turned to face her and Starlight's pursuer.

The sudden chill of raw Dark Magic cut through the haze of fear clouding Starlight's mind and she stumbled to a stop just as she passed Twilight.

"Twilight, what are you—"

Once she noticed that Twilight hadn't followed after her, she turned to call back to the filly. Her words however, died in her throat when she actually saw Twilight.

Even with her back turned to Starlight and her front facing the incoming manticore, Starlight could tell there was something very wrong with the lavender filly. Whatever was going on with Twilight was alarming enough for Starlight to completely forget about the dangerous beast for a moment.

"Twilight?"

Twilight didn't respond, her attention and ire fully focused on the manticore, who had begun to slow to a stop, sensing that something had changed, and not for the better.

Before either the black manticore or Starlight had a chance to realize what was happening, Twilight let out a furious shriek that echoed and distorted with the power being forced through her horn.

In the blink of an eye, the corridor before Twilight filled with countless spires of black crystal. The razor sharp crystal jutted from the floor, the walls, and the ceiling.

Several of them cut into and through the giant beast like burning ebony knives through so much butter. The manticore died instantly, a spike of crystal having pierced through its lower jaw and out the top of its head.

There was no struggle, there was no roar of agony, there was no escape. The force of the spires that shot up from beneath the manticore left it partially suspended in the air.

It was all over in a matter of seconds.

To Starlight, it felt like everything had happened in slow motion, and the only thing she could do was stare, wide-eyed and mouth agape at the sudden violence. A sick groan snapped her out of her daze and she turned her attention towards Twilight. She could see the other filly visibly struggle to keep herself standing.

"Twilight!" Starlight cried, the mix of emotions she was experience momentarily being overriden by worry, "Twilight are you okay? Twilight!"

As Starlight got closer, Twilight finally turned to look back at her. A familiar and unpleasant sight greeted the pink filly—eyes she had only seen once before from a certain dark stallion they had both met not so long ago.

Crimson and Jade colored eyes ringed with violet mist and pouring tears of fear, terror, and confusion met Starlight's own scared cerulean eyes.

"S... Starlight?" Twilight muttered groggily, "What's going on? What did I do?"

Starlight didn't have an answer.

Academically, she knew what had happened, but at that moment, she couldn't put it into words. Twilight didn't seem to expect an answer, as she once more slowly turned back to the very dead manticore before her.

"I killed it... it's dead, Starlight..." Twilight mumbled tonelessly after a silent moment, "it's dead and I killed it. I... I killed..."

Somewhere far away, Starlight call out Twilight's name, but the other filly's voice went unheard as the memory of what she had done played itself over and over again. The violet mist around her eyes gradually dissipated and her eyes themselves returned to their normal amethyst hue, but Twilight took no notice.

She simply sat there, blind and deaf to everything but the bloody, punctured mass of fur and flesh in front of her. If she listened hard enough, she could still hear how the crystals sang out in joy as they pierced the beast's flesh.

She could still feel how her own heart had done the same as she watched it happen.

A Thestral's Dilemma

Twilight had no idea how long she stood there staring at the dead manticore. It could have been minutes or hours, she had no idea, but a distant tugging sensation on her tail finally made her turn away.

Starlight was pulling on her tail with her teeth.

"C-Come on, Twilight," she stuttered through clenched teeth, "let's... l-let's get outta here."

Twilight simply blinked at her.

"Twilight," Starlight growled, yanking harder, "let's go!"

Twilight blinked again and turned to stare at the manticore for a few more moments, then—with a painful slowness—she turned to follow Starlight down the hall and away from the gruesome sight.

Starlight led the way, her jaw set and her eyes resolutely facing forward as she tried not to break down at the thought of what Twilight had just done. The shaking in her legs and the unsteadiness of her movements gave her away, but Twilight didn't notice.

The lavender filly's mind was still reeling from the sudden violence, the scene still repeating in her head. She followed after Starlight in a confused daze, her eyes clouded and unfocused.

Starlight had no idea where she was going, but she didn't care at this point. She only wanted to get as far away from where they'd been as possible.

Eventually Starlight began to calm down, her heartbeat slowing, and her thoughts once more becoming clear. With the manticore no longer a threat, the pink filly's mind was free to wander, and her thoughts split off into countless directions.

Being able to think clearly, Starlight could deduce more or less what happened with Twilight and even why it happened. They were both in a dire position, and through a magic miracle, Twilight unleashed a powerful Dark Magic spell.

The nature of the magic she released made sense, as Dark Magic was her affinity—according to Aeon anyway. Starlight herself wasn't actually one hundred percent sure it was a magic miracle though.

She had never actually seen one, and didn't know all that much about how they worked, but it clearly wasn't a magic surge, or else the situation would've been a lot worse than it was, so it had to be a magic miracle... right?

She thought to ask Twilight, but then remembered that the filly hadn't even known what a magic miracle was before Starlight told her, nor was she in any condition to give an answer as it was.

In short, Starlight Glimmer was able to rationalize the situation, which did wonders to calm her even further. She did still have more than a few questions, however.

One of the biggest questions on her mind right now was just where in Tartarus that manticore came from and why it was in the Fortress.

She had seen sunlight coming in through the hall where it emerged, so maybe there was some kind of huge doorway that led outside and it got in because somepony forgot to lock the door?

No, somehow that didn't seem right.

In fact, the very idea was so dumb that Starlight dismissed it outright.

Either way, she wasn't curious enough to go back the way they came and find out, that was for sure. Then there was the matter of the mysterious bat pony colt they'd run into earlier.

Did he know about the manticore?

Did he have something to do with it?

No, that was even stupider than somepony leaving the door unlocked and letting a manticore in... unless he was the one that let it in.

But... why would he do that? When would he have done that? Wouldn't it have killed him on the spot? Starlight had no idea, and as the questions continued to tumble around in her head, she absently turned another corner...

...and promptly smacked right into the dark grey colt himself just as he was about to do the same.

They both cried out in alarm, falling over and scrambling away from each other in wide-eyed panic. It was a few moments of heavy breathing and a couple of rapidly pumping hearts later that they finally calmed enough to notice just who they had run into.

Twilight had no reaction to give.

"Y-You!" Starlight growled angrily, "what are you... you know what? No, I don't have time for you," she rose to her hooves and brushed herself off before pushing past the stunned colt, "Twilight and I need to get out of here. Come on, Twilight."

The colt turned to the other filly in question, who merely stared back at him blankly for a moment before following after Starlight. The colt watched her go, spluttering wordlessly before gritting his teeth and giving a low whine deep in his throat.

"W-Wait," he called out, following after them, "hey, wait a minute! You can't just go wandering off on your own!"

"Watch me!" came Starlight's petulant reply, "I don't know where this place is, but there has to be a way to get back to the main corridor somehow, and we'll find it ourselves."

The colt observed them both as he followed a few hoof-lengths behind. They both looked sweaty, exhausted and just a complete mess in general.

The lavender pony looked as though all the life had been drained out of her.

"Let... let me help you at least," the colt offered meekly, "these halls... aren't exactly normal right now. You'll get lost without a thestral to guide you... well, more lost than you are anyway."

Starlight stopped in her tracks and whipped around to glare at the colt. He flinched back, but didn't relent, shuffling his leathery wings and looking away before speaking again.

"I heard you screaming earlier," he continued, "I... the only ones that should be roaming these halls are me and Tenebris—er, that manticore that you probably ran into."

Starlight narrowed her eyes at the colt.

"Yeah, we ran into it, alright," she confirmed, taking an aggressive step forward towards the colt, "you seem awfully calm about it though, and even know its name."

She took another step forward and the colt shrank back a bit.

"What else do you know about it?" Starlight demanded, "did you release that thing? Was it your fault Twilight and I nearly died trying to get away from it?"

"No!" the colt cried, backing away as the pink filly cotinued to advance, "I didn't do anything! I didn't release it, the Elders did! I-It was supposed to be part of my test!"

"The 'elders'?" Starlight asked, momentarily caught off guard, "part of your test? What the hay are you talking about?"

"I-It's supposed to be a rite of passage—a sort of coming-of-age trial!" the colt explained quickly "the corridors are enchanted to become disorienting and maze-like, and the Elders release the Tenebris.

"I'm supposed to either kill it on my own, or survive for three days and three nights with nothing but the rations I'm given!"

Starlight stared at him.

"That's why I told you guys you shouldn't be here," he continued in a slightly more measure tone, "it's way too dangerous. I'm not sure how you managed to escape or even get into these halls in the first place, but we shouldn't even be standing here, not when—"

"The manticore is dead."

It was the colt's turn to stare.

Starlight sat down a little ways from the colt and considered him for a moment before speaking again, her tone no longer angry, but contemplative.

"That manticore—Tenebris or whatever?" Starlight continued, searching the colt's face, "it's dead. Gone. Twilight killed it."

The thestral's jaw dropped open and his gaze shifted to Twilight, who stood frozen a few hoof-lengths away. She didn't respond, and she didn't look back, but the colt could see her visibly shiver.

He swallowed and looked back the way they had come before turning back to Starlight. When he next spoke his voice was weak with disbelief.

"How?" he croaked, "no thestral has ever been able to even touch Tenebris, let alone kill him. Most of the fillies and colts end up hiding out until the three days are over. Those that don't... don't make it at all."

"Well, it's a good thing we're not thestrals," Starlight replied with a weary shrug. She cast a small glance back at Twilight before speaking again, "we have magic, and that made all the difference."

The colt was silent for a time, his mouth sitll hanging open slightly. He snapped it closed eventually and shuffled his wings uncomfortably again.

"Oh."

"Right," Starlight replied slowly before rising to her hooves and backing away towards the other filly, "so... we'll just be going now. Good luck with your... incredibly insane, and incredibly stupid trial."

"I... wait, no I..." the colt struggled with his words, looking from Starlight to the corridor behind him, "this changes things," he finally said uncertainly, "you can't just leave now. I have to explain what happened to the Elders, and I can't just go back to them alone without some kind of... of..."

"Not my problem," Starlight replied, turning on the spot and trotting away with a dismissive flick of her tail, "we're not supposed to be here, remember? Just... tell them it was you or something."

"No!" the thestral suddenly cried in both frustration and desperation, "it doesn't work like that! There's rules! Strict rules about outside help! They'll know it wasn't me who did it, and I'll be punished!"

"Oh please," Starlight replied, rolling her eyes as she continued to trot away, "if what you said is true, these 'elders' of yours are practically sending you to your death. What could they possibly do to you that's worse than what they're doing now?"

"They'll cast me out!"

Twilight, who had started to follow after Starlight, came to a dead stop. The colt, not taking any notice, fell to his haunches, his eyes tearing up.

"My tribe has no use for a coward who needlessly puts others in danger just to save their own skin," he said quietly, "if I go back alone, they'll find out what happened, and come to their own conclusions. They'll banish me, and I don't have anywhere else to go."

Starlight stopped and was about to turn around and tell the colt just how much she cared, when she suddenly felt a hoof on her shoulder.

She turned to see Twilight looking at her with a stern expression, her eyes somewhat clearer than they had been before.

She didn't say anything, but Starlight knew the other filly well enough by now to know what she'd say about the situation.

What's more, Starlight knew she was right. The main reason she'd come back was to apologize for her behavior after all, and, while the lavender filly was still clearly bothered by what happened, it was a relief to see some of the light come back to her eyes.

With a heavy sigh of annoyance and resignation, Starlight turned back to the colt. He continued to sit there, his eyes downcast and tears streaming down his face.

She watched him for a moment before quietly trotting over and sitting down in front of him. Starlight was aware of Twilight's eyes on her as she took a deep breath.

"Hey."

The thestral sniffed and looked up at the filly sitting before him. Starlight rubbed the back of her neck awkwardly and looked away for a few seconds before looking back with a frown.

"Look, I'm sorry, alright?" she said with another sigh, "about this... and about earlier. I'm just... I don't know. I was just being a jerk. I'm scared, and worried, and... and there's some other things going on in my life and I just kind of took it out on you, so... yeah. Sorry about that."

The colt sniffed again and lowered his gaze once more.

"It's fine."

"No, no it's not," Starlight replied shaking her head, "hey, look at me."

It took a second, but the colt hesitantly raised his head to meet Starlight's gaze. Once she had his attention Starlight spoke again, a bit more conviction in her voice.

"What's your name?" she asked, "I can't just keep thinking of you as 'that bat pony colt'. It's weird and I'm pretty sure you wouldn't appreciate me calling you that all the time."

The colt fidgeted nervously for a moment before responding in a small voice.

"My name's... Firebrand."

"Great, now we're getting somewhere," Starlight replied, this time with a genuine smile, "alright Firebrand, because I know Twilight will just do this without me, we're gonna help you out with these 'elders' of yours."

Firebrand's eyes widened in disbelief and he looked from Starlight to Twilight, who nodded with a small smile of her own. Twilight's smile fell quickly though, replaced once more by a grim line as she looked away.

The colt looked back to Starlight, who was eyeing Twilight with a worried frown. After a second, she noticed Firebrand looking at her and she gave him a weak smile.

"You're actually gonna come with me to see the Elders?" he asked, still stunned, "you'll help me convince them that this was all a mistake?"

"Yeah," Starlight answered, maintaining her unsure smile, "I, uh... guess so."

Starlight 'eep'd' in surprise as she found herself wrapped in a tight hug.

"Thank you!" Firebrand cried joyfully, " thank you both so much!"

"Y-Yeah, sure, great! You're welcome!" Starlight cried, her face growing red as she pushed the colt away, "now get offa me and just show us where to go already!"

Firebrand stumbled back, but didn't seem to mind as he wiped his eyes and beamed at the filly.

"Sure thing," he replied happily, "just follow me!"

With that, he turned and began trotting down the corridor, a visible bounce in his step.

Starlight watched him go with a grimace. Twilight trotted up next to her, and despite her current state, she couldn't help but give Starlight a small smile of appreciation and approval.

"Don't you dare say a word," Starlight growled before trotting after Firebrand, "not... one... word."

Twilight's smile merely widened as Starlight trotted away, but soon fell again, as she thought about prior events. She still had a lot to think about, and she was far from okay, but hopefully this would serve as a good distraction for the time being.

With a heavy heart and even heavier thoughts, Twilight hurried to catch up with Starlight and Firebrand.

Author's Note

And thus Twilight didn't say a single word throughout the entire chapter.

A Problem Worth Investigating

Aeon was a powerful mare.

She knew exactly how powerful she was, and not once had she ever taken that power for granted.

On top of being naturally gifted in certain aspects, she had done quite a bit to earn the power she had now. She had also suffered quite a bit for it as well.

More than any pony should have to.

Still, even with all this power, she never looked forward to trekking through the desert whenever she decided to cross the Celestial Barrier into the Equestrian mainland.

It took less than a fraction of the time it would take the average Outlander, sure, but crossing such a distance in so short a time was draining—both physically and magically.

While a long distance Teleportation spell wasn't beyond her, one jump wasn't even close enough to make it all the way to the Barrier from the Grey Asylum.

It would take at least three, and while Aeon could accomplish such a feat, it would leave her utterly spent to the point of magical burnout.

Aeon was a very powerful unicorn certainly, but she wasn't all powerful.

She knew her limits, and relied not on her power so much as the knowledge, finesse, versatility, and overall knack for finding the most mana cost efficient and effective methods for her spells.

All of this honed over countless years of experience made her a force to be reckoned with. Having said all of that, Aeon also knew potential when she saw it, and the two fillies that wound up on her doorstep so to speak, were practically drowning in it.

Rare was it for Aeon to take on any kind of student or apprentice, but there were exceptions to be made for fillies of that caliber.

Sure, a lot of her teaching would be hooves off and delegated to other teachers—even now, she had left the fillies to their own devices for the next couple of days—but after everything she'd observed of the two, she was confident they'd be able to handle themselves.

It was important that they got used to not having her around all the time, because she wouldn't be around for a lot of the time.

Of course, that didn't mean she didn't have a few of her more trusted underlings discreetly watching out for them in case the worst did happen.

They were still foals as well as fledgling unicorn mages after all, and were prone to the certain mishaps and misadventures all foals learning magic were.

The problem with that, was that such mishaps and misadventures could get really deadly, really fast in a place like the Grey Asylum.

That of course, didn't mean she'd allow those shadowing the fillies to hold their hooves either. Only in the event of a fatal injury would her shadows reveal themselves, but until that time, the two fillies were on their own.

If Aeon wanted to draw out that potential to the fullest, such harsh methods would be required. It didn't matter if they hated her for it, it didn't matter if they tried to bring her down once they had decided they were ready to do so.

They wouldn't have been the first students she'd taken on to try such a thing.

But no, none of that would matter as long as Aeon could bring them to heights not even she herself could reach—and these two fillies together could most definitely reach such a peak, given enough time and experience.

As long as she was able to successfully pass on what she knew—pass on all of the power she had accumulated over the many, many years she'd been a mage, she'd be happy to give up everything.

All she wanted in the end, was an heir worthy of her name, knowledge, and power, and she saw that in both Twilight Sparkle and Starlight Glimmer.

She had however, taken on a few unexpected problems when she decided to take Twilight Sparkle in particular, under her wing.

Upon sifting through the fillies memories during her and Starlight's initial arrival, she discovered who it was that'd slain her family. While she hadn't been able to see the whole event due to Twilight's residual trauma, Aeon had seen enough to recognize the vile ponies.

Ponies that were rather infamous in many of the smaller towns around the Outlands.

Why they were in the Equestrian mainlands, she had no idea, but curiosity had driven her to do some digging of her own.

Through a combination of magic, intuition, and good old deductive reasoning, she managed to find out a few things.

If it had just been the two ponies working alone, Aeon wouldn't have bothered looking into the matter any further, but she'd found the killers hadn't been working alone.

They'd been working under someone. That meant someone either wanted Twilight and the rest of her family killed, or wanted Twilight to themselves for some purpose Aeon hadn't yet figured out.

Whatever the case, this meant that whoever had been desperate enough to attack Twilight's family smack dab in the middle of the Equestrian capital hadn't gotten what they wanted.

That meant they might be itching to finish what they started.

Twilight had escaped through a Dark Portal, which could be tracked quite easily if the caster hadn't properly prepared the spell.

Twilight hadn't properly prepared the spell, and though Aeon found it unlikely, there was still a chance that the pony who'd been the cause of all of this would try to either send somepony out into the wastes to find her protege, or search for her themselves.

How successful they'd be remained to be seen, but Aeon didn't want to take the chance. Aeon couldn't care less about what their plan was, but she, at the very least, wanted to find out just who it was that orchestrated the murder.

And so it was that the mare had left the Grey Asylum on her own to find out. Rather than cast multiple long distance Teleportation spells, she opted to take a page out of Twilight's book and use a Dark Portal spell to reach the edge of the Barrier.

How Twilight managed to warp through the Barrier was still something that confounded the mare, but for all she knew, it could've very well been due to the filly's affinity with the Darker Arts that was the cause.

To Aeon, it was just proof that the filly would one day be in a league of her own, far beyond what even the cobalt mare herself was capable of... if she was lucky.

Whatever the case, all she really needed to do was reach the Barrier. Though she'd be exhausted upon her arrival, it wouldn't be nearly as bad as if she had attempted multiple Teleports, and from there things would only get easier.

Once she reached the mainlands, it shouldn't have been too much of a hassle to find the culprit. She'd just have to be careful about drawing too much attention to herself—especially the attention of the Princess.

That was the last thing she needed.

For the moment, she only planned on observing their movements and deciding whether or not the pony was a credible threat to the filly where she was now.

She'd make no moves unless she absolutely had to, and if Aeon was being honest, she really hoped she wouldn't have to.

Sure, she could've delegated this task to one of the many Hunters in the city, but the expedition would've taken far too long, and she didn't want to devote too much time to this mystery.

Besides that, it wouldn't have been the first time she took matters into her own hooves—far from it in fact, and it certainly wouldn't be the last time either.

That said, she hadn't been to the mainland in she didn't even remember how long. Stepping through that Barrier after so long would be an odd experience for sure.

Though she kept tabs on certain areas within the mainland, she hadn't bothered to pay much attention to the rest of Equestria over the years.

Standing before the large, shimmering, and barely visible Barrier, she found herself wondering just how much the mainland had changed during her absence.

She wondered how much that sleepy little hamlet near the Everfree Forest had changed. She knew it had become a thriving little village, but not much more than that.

She might have to visit at some point while she was in the mainlands. Six hundred and thirty five years was quite a long time to be away from her original home, after all.

That particular visit could wait until she'd completed her task however. Right now, she needed to get in, find out who this pony was, and get back to the Grey Asylum before those two got themselves into a situation that was way over their heads.

With the knowledge that they'd most likely do just that, Aeon stepped through the Celestial Barrier and into the mainlands.

It was time to find the problem plaguing her student, and if need be, put it down for good.

Author's Note

I'm not gonna get too much into what Aeon does in the Equestrian mainland... at least, not right now. This was more to give you guys an idea of what the mare is up to, as well as a tiny bit of insight into her thoughts and past.

A Trot Amidst the Stars

As the two fillies followed after the thestral colt into the unknown depths of the Fortress, Starlight couldn't help but become more and more nervous, and she wasn't alone.

Twilight had been supportive of the idea of following the colt, despite her own troubled thoughts, but even she was starting to feel like this might be a bad idea.

Still, Firebrand's sudden enthusiasm and grateful smile was enough for the two to keep their worries to themselves, at least for the time being.

On top of that, they both had felt something change within the many confusing corridors. The path felt somehow more... solid than before—more real.

They didn't realize it until it was gone, but it had felt like they were galloping through some kind of haze or fog that left them slightly disoriented.

Everywhere they went, the halls had a strange dream-like quality to them that they hadn't even noticed until Firebrand had said the halls were enchanted.

It was enough to make Twilight wonder if she really had killed that manticore—if it had indeed existed at all.

The thought that it all may have been some sort of illusion lifted the lavender filly's spirit, but only briefly. Her hope came crashing back down when she remembered Firebrand saying that some thestrals didn't make it out of the trial.

Add to that the fact that the manticore's presence was the most solid thing she'd felt back then. She could still feel the weight of its massive paws shaking the ground, the sound of its low growls, its piercing eyes boring into her and Starlight, and the bloodlust coming off of it in waves.

Despite the fact that it was magic, she could even feel the impact of each and every one of those black crystals as they bit into the manticore's flesh.

It had brought about raw, conflicting thoughts and emotions.

It sickened her, it thrilled her, it made her feel like she had no control, it made her feel like she had all the control, she felt more powerful than she ever had before, she felt like she was being crushed beneath the weight of that very same power.

She was just as horrified at what she'd done as she was gratified by the dark deed... and it had all happened in a near instant. She'd had no time to think her actions through before it all ended.

She was simply left with the gruesome consequences of her rash, panicked, and angry actions.

All of this, more than anything, was enough to convince Twilight that the thing was real. It was enough to convince her that the atrocity she'd committed had actually happened.

As more and more time passed, Twilight became less affected by what she'd done and more concerned with her conflicting emotions on the matter.

She didn't know what to feel at this point, and had been so focused on trying to center herself, that she hadn't realized the other two had come to a stop until she bumped into Starlight.

Twilight shook her head and gave a small apology before looking ahead. Her eyes widened and she gasped at what was before her—all thoughts of her past actions temporarily shunted to the side.

Just ahead of them, the darkened walls of the wide Fortress corridor gave way to the mouth of a large cave. Even standing right before it, Twilight couldn't see past the impenetrable darkness that lie within.

Or rather, it would've been impenetrable, had it not been for the myriad motes of light that shined inside the cave itself.

It looked as though they were stepping right into the night sky, and the sight nearly took both fillies' breath away.

"Well, this is it," came Firebrand's voice, his tone suddenly quiet and unsure, "once we pass through this cave, we'll be in the heart of Nightshade... the underground village of the thestrals."

"Underground?" Twilight asked, turning to the colt with a furrowed brow, "you all live in a village beneath the earth?"

"Well, yeah," Firebrand replied, raising an eyebrow at the incredulous filly, "it's not that strange. From what I've heard, diamond dogs have all sorts of subterranean villages and cities all over Equestria."

"Oh... right," Twilight replied, blushing slightly, "I... I remember reading somewhere that most diamond dogs preferred to live underground. Something about rarer gem deposits the further down you go and..."

She trailed off into unintelligible mumbling and Starlight rolled her eyes before turning her attention back to Firebrand.

"So what can we expect from the other thestrals once we reach your village?" Starlight asked warily, "these elders of yours aren't gonna throw us in a dungeon or something like that, are they?"

"What? No, they wouldn't..." Firebrand paused, "well... I don't think they would anyway. I'm... actually not too sure. This would be the first time a non-thestral other than Aeon ever entered Nightshade."

Starlight looked at the colt for a good long minute before suddenly turning to the filly beside her.

"Twilight, I've decided I don't want to do this, can we please go back?"

"Wait! Hang on a minute," Firebrand interjected, raising his hooves placatingly, "I'll... I'll go in first and talk to them. My grandfather is one of the members of the Council of Elders, maybe he can vouch for you."

"Wait, you're grandpa is one of these important elders?" Starlight asked, narrowing her eyes at the colt, "and he'd be willing to just go along with the others and throw his own grandson out of the village?"

"In a heartbeat," was Firebrand's swift and unhappy reply, "he... takes his job very seriously."

Twilight and Starlight gave each other dubious looks before Starlight turned back to Firebrand and spoke again.

"Yeah... I'm not gonna put my faith in the 'kindness' and 'generosity' of a guy like that," the pale pink filly deadpanned, "if you're trying to convince us that everything's gonna be okay, you're doing a terrible job."

"I'm not really too sure about this either if I'm being honest," Twilight added somewhat reluctantly before letting out a sigh and turning to Starlight, "but we did agree to help, and... and I'd feel bad if we turned back now."

Starlight went to argue, but groaned in frustration instead and whipped back around to face Firebrand.

"We'll go with you," Starlight conceded in a begrudging tone, "but if they tell us to leave, we're gone, got it? I've had enough trouble for one day."

"I... but..." Firebrand looked between the two fillies, sighing in defeat as he saw Twilight look away guiltily, "alright fine... I guess that's fair. Just... if the worst happens and they banish me... can I come with you two back to the upper levels?"

"Upper levels?" Twilight asked, frowning in confusion, "what do you mean 'upper levels'?"

"Of the Fortress," Firebrand explained, "did you not notice how we've been heading downward this whole time?"

Twilight blinked and turned to look behind her, then looked up. While the filly had been lost in thought, the three of them had descended down a long stairwell.

They'd gone so far down in fact, that Twilight couldn't see the bottom of the floor above—the few sconces lining the walls not able to penetrate the darkness from where they were.

Twilight hadn't even noticed.

"How did I miss that?" Twilight muttered to herself, "that... that's a lot of stairs..." she shook her head and looked back to Firebrand, "if they kick you out, then I don't see a problem with it, just... I don't know where you'd go afterwords."

"I'll... think of something, I guess," Firebrand replied, pawing at the ground. He closed his eyes for a moment before turning and heading into the cave, "c'mon, I'm pretty sure the Elders already know about Tenebris, so we need to hurry and explain things."

"What?" Starlight asked, furrowing her brow as she and Twilight followed the colt into the cave, "how would they know? They didn't see it happen."

"I don't know how they know," Firebrand replied with a small shrug, "but whenever something happens during the trial, the Council is always the first to know about it."

The two fillies were silent for a moment as they let the information sink in, both of them wondering just what they'd find beyond the cave.

Once they were inside, the strange nighttime sky effect the fillies had seen from outside became even more prominent—the glow bright enough for them to see the interior of the cave.

Along the way, the thestral colt explained that there were thousands of minuscule gems embedded into the walls. The gems gave off natural light from within, causing the starry effect they were witnessing.

Firebrand had called it the Starlight Cave, causing the filly of the same name to roll her eyes and Twilight to give a small, brief smile of amusement.

Thankfully the path was fairly straightforward, though Twilight wondered just how far down they really were. Her worries and fears were slowly beginning to give way to curiosity, and she welcomed the change with open hooves.

"So, I'm assuming we're under the castle?" Twilight commented, still marveling at the sight of the glowing gems around them, "how deep below the ground are we anyway?"

"Not too deep I don't think," Firebrand replied, looking back at the other fillies, "at the end of this cave is a lift that'll take us further down... although..."

Firebrand slowed his pace and hung his head slightly, his tufted ears drooping. Starlight narrowed her eyes at the colt's sudden hesitance.

"Although, what?" she pushed, "what is it this time?"

Firebrand winced at Starlight's tone and gave the fillies a sheepish smile.

"We'll... well, we're gonna need to convince the guards to let us down," he explained with a weak chuckle, "I shouldn't have any problems getting in, but you two..."

Starlight was about to make an exasperated retort when Twilight put a hoof over her muzzle, causing the pale pink filly to give a muffled cry of indignation.

Twilight ignored her glare and gave Firebrand a determined nod.

"We'll manage somehow," she said reassuringly, "just keep leading the way," removing her hoof from Starlight's muzzle, she looked around and smiled, "now that I've seen this place, I'm kind of interested to see what Nightshade looks like."

Firebrand's ears perked up and he puffed out his chest with pride as he spoke.

"Well, if you like this place, you're gonna love Nightshade," he gushed, "the whole village is inside this massive cave, and it's all lit up by huge glowing plants and gems! It might be a little dark for you ponies, but that shouldn't be too much of a problem—because of the glowy gems and plants I mean..."

They all continued to make their way deeper into the cave as the ecstatic colt spoke. As Firebrand continued to ramble on about his village, both Twilight and Starlight glanced at each other with raised eyebrows.

The more the thestral talked about his home, the more the two fillies were reminded of Chrysalis's hive, and as they trotted through the gem studded cave, the image only continued to strengthen in their mind.

They could only hope the village of Nightshade wasn't as creepy as the Changeling Queen's kingdom had been.

Author's Note

My vision might be extremely bad, but that doesn't mean I wouldn't like to see an actual subterranean city.

For some reason, the idea of an entire community of people living underground like one would above the earth has always fascinated me.

A Descent into Darkness

The three foals lost track of time as they traversed through the crystal lit caverns. Firebrand seemed to be done with his eager description of his home, and the rest of the trip so far had been replaced with contemplative silence from all three.

Without any banter to distract her, Twilight's mind once again returned to the manticore and what she had allowed to happen when her fear and panic took over. She rolled the event around in her mind trying to make sense of it, and found the answer with a rather distressing ease.

It was Dark Magic, and it was her affinity.

In desperation, her magic had acted more or less of its own accord and flared to the surface as Dark Magic due to that affinity. She was certain it hadn't been a magic surge, which only left the explanation of what Starlight called a magic miracle.

At least, as far as Twilight knew.

She tried to rationalize it, like she would've done with any other problem that was way over her head. It was something she'd done more than once back in Canterlot, and that always seemed to help calm her down, but she wasn't having a panic attack here.

No, in this instance, she was simply... conflicted.

She tried to rationalize that the manticore had attacked first. She told herself she hadn't been in control—that Tenebris would've eventually caught and killed both her and Starlight had she not acted when she did.

Knowing that she had managed to save both hers and Starlight's life did alleviate some of the stress she was feeling, but the majority of it was still there. No matter what angle she came from, the fact remained the same.

She had killed a living creature with Dark Magic, and it had felt good to do so.

This, above everything else, is what kept the lavender filly in a constant state of emotional turmoil. Had it not been for the horribly satisfying sensation of killing the thing that threatened her and her friend conflicting with her own sense of right and wrong, this wouldn't have been a problem.

As it stood however, she couldn't help but dwell on the event.

Twilight's continued melancholy hadn't gone entirely unnoticed. Starlight, who'd been trotting ahead of Twilight and had seen her falling further behind as she remained lost in her thoughts, slowed her own pace so that she fell in step with the other filly.

"Still thinking about that manticore, huh?" she asked in a near whisper, "you do realize it was gonna kill us, right? Frankly I'm glad the thing is gone. It just means we get to live a little longer, and I kinda like living, y'know?"

Starlight gave her despondent friend a halfhearted smile, but it fell quickly when she saw Twilight wasn't even looking in her direction. The other filly hung her head, her ears drooping and her face a mask of misery.

Starlight knitted her brow in thought for a few moments before her ears perked up and she broke into a small smile.

"Hey, Firebrand?" she called out, turning to the thestral colt, who'd been lost in his own thoughts, "I got a question."

It took him a second, but he finally registered that he'd been spoken to and turned around to face Starlight with an expectant look. Starlight nudged Twilight before hurrying off to catch up with Firebrand. Twilight was left to trot after her, a frown full of both annoyance and curiosity.

"So," Starlight began innocently, "how old is this place anyway? How long has this cave been down here below the Fortress?"

"Huh?" Fireband asked, blinking in surprise. His eyes widened a moment later and he gave Starlight a wide grin, "oh! Right, the Starlight Cave!" in his eagerness to explain, he turned and started trotting backwards in order to face the pale pink filly, "so get this, the Starlight Cave, and Nightshade, have both been here way longer than the Fortress."

"Oh, really?" Starlight asked in mock awe as she cast an inconspicuous glance in Twilight's direction, who's eyebrows had risen slightly as she came up behind her, "and how long ago was that exactly?"

"Well, the Fortress and the entirety of the Grey Asylum was built over the Starlight Cave," Firebrand continued, "according to the Elders, us thestrals were the ones that built the Fortress and founded the city about three hundred years ago."

"You all used to live above ground?" Twilight asked, her own curiosity overtaking her sullen mood, "and you've all been surviving out here in the desert for three hundred years?"

"Yeah!" Firebrand replied, puffing out his chest. He deflated a moment later as he spoke again, "though it wasn't easy. Apparently there were a lot more of us back then, but with all the deadly monsters and demons attacking, our numbers kinda... dwindled."

"I can imagine," Starlight replied with a grimace, "so with all that going on, how did you manage to even build a city like that?"

Firebrand pursed his lips and furrowed his brow in thought. He gave a contemplative flap of his leathery wings and sighed in frustration a few seconds later.

"I honestly can't remember how we did it," he replied with an irritated frown, "I think my grandpa told me once, but I can't remember what he said. Maybe I can ask him once we get to the town," his smile faltered, "...if he doesn't decide to banish me along with the other Elders that is."

"I'm sure it'll all be fine," Twilight replied with a reassuring, if slightly weak, smile. Her smile became a bit more genuine at her next words, "so how did you all get here? Or wait, are thestrals native to the desert? What made you all move underground—no, that's a stupid question given all the monsters. Did you—"

"Twilight," Starlight interjected, shoving a hoof in her mouth, "give the colt a minute to speak, would you?"

"Right, sorry," Twilight said, giving Firebrand an apologetic smile once Starlight had pulled her hoof away, "I just... got a bit excited is all. I didn't know thestrals even existed until now, and I, well..."

Starlight listened to Twilight fumble over her own words and allowed herself a small smirk of satisfaction. She'd successfully been able to once again distract Twilight from her own worries, and, while it was by no means a permanent solution, it felt good to see the other filly smiling again.

Firebrand on the other hoof, continued to annoy Starlight. She had no idea what it was exactly, but something about the colt just rubbed her the wrong way. Now that she'd gotten used to his appearance, the fact that he was a thestral didn't bother her in the slightest.

No, if Starlight had to guess, it was probably his somewhat reedy voice and his meek disposition. His overall appearance and tone just seemed to scream 'doormat' to Starlight, and she didn't like it for some reason.

Another thing Starlight noticed, and that did nothing to endear the colt to her, was that he certainly did like to go on about how amazing thestrals were. To Starlight, it was an odd trait for somepony so meek, and she found it rather grating.

Maybe that's just the way all thestrals are?

"The way my grandpa tells it," Firebrand was saying to an attentive Twilight, "we thestrals came from a small country that was basically on the opposite side of Equestria from where we are now, and... oh, um..."

Firebrand suddenly looked uncomfortable, and to both Twilight's and Starlight's confusion, the colt suddenly whipped back around to face the path ahead of him.

"W-Well, a lot of... stuff happened, and... uh..." he paused a moment before continuing in a smaller, more reluctant tone, "we all... migrated to the Land Beyond the Barrier," he turned and gave both fillies a very unconvincing smile, "so now we live here in the desert. We tried to make a living above ground when we built the city, but things... didn't exactly work out."

Twilight and Starlight exchanged a look, both clearly aware that there was a lot more to the story than Firebrand was letting on. Starlight wondered at the sudden hesitation and Twilight was about to pry further when Firebrand froze up ahead.

The two startled fillies scrambled to a stop behind him, but Firebrand paid no attention. He stood rigid, his ears twitching about as though listening for something Twilight and Starlight couldn't hear.

"F-Firebrand?" Twilight whispered worriedly, "what's—"

Firebrand shushed the lavender filly before taking a slow step back. Almost subconsciously, the other two mirrored his movement, wondering what they were in for next.

"We're almost there," Firebrand muttered ominously, "the lift is just up ahead, and that means..."

He trailed off and the cavern went silent. Twilight swallowed and took a step forward. Firebrand didn't look back, instead hanging his head and looking much like Twilight had earlier with his ears hanging low.

"T-That means... what?" she asked, before her eyes widened in realization. She turned back to Starlight and saw that the pale pink filly had come to the same realization, "wait, if we're near the lift, then doesn't that mean the guards—"

Twilight never got a chance to finish as she found herself pinned roughly to the ground. A pained cry escaped her lips, followed by the same from Starlight next to her as something heavy, and clearly living, pressed them down into the hard stone that made up the cavern floor.

Almost on instinct, Twilight's horn flared to life, only to be quickly and agonizingly snuffed out by a sharp blow. Judging from the loud squeak of pain coming from her right, Starlight had attempted the same thing and failed.

"What are you doing!" came Starlight's furious and terrified voice, "Firebrand, do something! Why are you just standing—gah!"

"Quiet!"

At Starlight's outburst and the following masculine, gravelly voiced command, Twilight, who had shut her eyes reflexively pried one open. She moved her head as much as she could and saw a dark grey hoof pressed against Starlight's head, pushing her cheek into the ground, but she paid no attention to that.

Starlight's eyes were on something else ahead of her, and her eyes were blazing with indignant anger—her teeth grit in a furious snarl. Twilight, feeling another hoof atop her own head just above her horn, managed to turn her head just enough to see Firebrand in the distance.

The colt stood back, his posture slumped, his head turned away, and his eyes full of shame, guilt, and fear. Twilight's own eyes widened as she realized what was happening, and she renewed her struggle to escape from the ones that had pinned her and Starlight down.

It was a short lived struggle.

In a quick blur of motion, Twilight and Starlight found themselves forced to their hooves, their small frames aching from the rough treatment, their vision blinded by rough cloth, and the horribly familiar weight of a cold metal ring wrapped around their horns.

It had all happened in a matter of seconds, and somewhere deep in the analytical part of Twilight's mind, she couldn't help notice just how prepared their assailants were for this attack. Neither Twilight nor Starlight had any time to recover as they were shoved forward with matching yelps of surprise.

"Move, now," came a gruff feminine voice from somewhere behind Starlight, "and you..."

Twilight couldn't see what was happening, but by the terrified squeak coming from up ahead, she surmised the feminine voice was directed towards Firebrand.

"I hope you have a really good explanation for the Council," the voice hissed, "don't think Elder Dying Flame is gonna be able to protect you from this one, Firebrand."

There was a small whimper, followed by another command to move forward, and both Twilight and Starlight began trotting ahead blindly, only occasionally bumping into one another.

"I bucking knew it," Twilight heard Starlight growl under her breath, "I knew this was gonna happen... bucking coward. I bet he knew—"

Twilight heard a soft whump followed by another pained cry from Starlight.

"I said shut it!" growled the masculine voice, "buck, this is why I can't stand foals..."

Starlight fell silent, but even blindfolded, Twilight could practically feel the rage wafting from her friend in waves, and she had no doubt it was all directed at Firebrand.

Twilight herself was more concerned than anything. Compared to what they'd been through running from the manticore, this was hardly a terrifying experience, especially since they'd been captured once before.

Then again, that had apparently been some kind of test set up by Aeon. At that thought, Twilight began to wonder just where their supposed mentor had gone. The filly was convinced Aeon had a way to track them both, and wondered why she was allowing this to happen at all.

Unfortunately she didn't have too much longer to dwell on the matter, as she felt the cold, hard stone beneath her hooves give way to sturdy wood and was forced to a stop by a rough hoof.

"Congratulations, fillies," came the feminine voice in a mock tone of geniality, "you're about to be two of the only ponies to ever set hoof in the beautiful town of Nightshade in over one hundred and forty-six years—not counting our savior of course."

"Be grateful, brats," rumbled the masculine voice nastily, "and if you're lucky, who knows? Maybe the Council will only have your horns removed before sending you on your way."

Twilight's eyes widened in horror behind her blindfold, and her heart began to race. Starlight yelled something in her outrage, but Twilight ignored it as she focused on the words she'd just heard.

Have our horns removed... our horns...

It invoked a primal fear in her, and Starlight no doubt. It most likely would've invoked a deep seated fear in all unicorns, and Twilight visibly shook at the thought.

She heard stories of unicorns who'd lost their horns. As far as punishments went, it was an archaic practice, mostly due to the fact that de-horning a unicorn was seen as cruel and inequine. It also didn't stop the flow of mana from attempting to reach the conduit that was the horn.

What happened instead was that there was no conduit to regulate and focus the mana being used to cast a spell. If a unicorn tried to cast a spell with just a cracked horn, not only would the pain alone be enough to render one unconscious, but the spell would go out of control and whatever happened next would be out of anypony's hooves.

Trying to cast magic with a fully, or even partially removed horn was suicide. It was said that attempting to push mana through a broken or severed horn was akin to setting fire to the brain, and would be just as fatal.

It made Twilight shiver that much more violently.

The male, most likely a thestral stallion, hit Starlight once more, but this time the filly would not be silenced and continued to shout with equal parts anger and terror... but Twilight ignored that. She didn't know what Firebrand was doing, but she too paid no mind to the colt.

She heard the mechanical click of something being activated and felt the wooden platform beneath her jerked slightly. She heard the lift whir to life and felt the platform vibrate as it sent them down below. They descended quickly, and Twilight shut everything out as her whole world was reduced to one single thought.

I don't wanna die.

A New Place, A New Prison

Both fillies either grunted or yelped as they were shoved forward into a small, dark room and onto the cold, hard ground. Before they could regain their footing, a thick, heavy sounding metal door was slammed shut and an audible click could be heard.

The blindfolds had been removed only moments before, and Twilight could see that the room was dimly lit by two large crystals jutting out from the walls above them on either side. The dim glow cast an eerie teal glow over the smooth stone walls, and for a moment, Twilight lost herself in that odd glow.

Then she heard something bang against the heavy metal door and reality crashed back down around her.

"We didn't do anything wrong!" Starlight shouted as she slammed her hooves against the door, "how could you just lock two foals in prison when we didn't do anything! We only came to this stupid place by accident, and we were almost eaten!"

After a moment, a face appeared in the small opening in the metal door. lime green predatory eyes peered down at the pale pink filly with annoyance.

"Oh knock it off, would ya?" droned the thestral's slightly raspy masculine voice just outside, "just be thankful the Council hasn't decided to kill you two on the spot."

"But that's not fair!" Starlight continued to whine, "if this is about that stupid manticore, we were only trying to defend ourselves! It's not like we came here looking to kill the thing! It. Was. An. Accident! We didn't even know it was here!"

"Sorry, filly, but rules are rules," the thestral replied dispassionately, "doesn't matter what the situation was, you two violated those rules within our domain, and whatever happens to you now is up to the Council to decide."

"Buck the Council!" Starlight growled, "we're just fillies, for Sun's sake! Let us out!"

The thestral merely shook his head before moving away from the opening and out of sight. The sound of hooves against stone became more distant, meaning the thestral stallion had trotted away, but Starlight continued to call after him regardless.

"Just stop already, Starlight," Twilight sighed as she slumped against the wall in defeat, "they're not gonna let us out. There's nothing we can do... not this time."

"But this is stupid!" Starlight snapped, rounding on the other filly, "none of this is our fault! We don't deserve to be in here!" she clenched her teeth and narrowed her eyes, glaring at the door, "this is all his fault! Firebrand should've said something! He said he was gonna talk to them, and then we're the ones who get thrown in jail... again! Why are we in jail again?!"

"Because we... I broke their rules," Twilight replied, hanging her head, "it's just as much my fault that we're in here as it is Firebrand's. In fact, it's all my fault, Firebrand had nothing to do with it."

"But—"

"You know it's my fault, Starlight," Twilight interjected, shaking her head helplessly, "I was the one that urged you to help Firebrand, and I was the one that... that killed the manticore."

"Well... yeah, but..." Starlight bit her lip, looked back towards the door, and sighed before trotting over to sit next to the miserable lavender filly, "alright fine, so maybe it isn't all Firebrand's fault, but that doesn't mean it's all your fault either.

"Yeah, you were the one that wanted to help, but, it was my choice to go along with it. Sure, you killed the manticore, but like I said, it was self-defense."

When Twilight didn't reply, Starlight frowned and turned to stare at the glowing crystals above.

"Well... at least they're not gonna cut off our horns," she looked back to Twilight with a wan smile, "that's something, right?"

Twilight tried to smile back, but didn't quite make it that far before it slipped back into a grimace. On the way to the town, the female thestral that had been escorting them had gotten sick of Starlight's whining and revealed that de-horning had been a thing of the distant past and had never been practiced in Nightshade.

That did a fair amount to settle Twilight's nearly heart stopping panic attack, though her worry was far from abated. There wasn't much talking to be had after that during the trip to the prison cell the two fillies now resided in.

They weren't sure exactly when they had passed into the town due to the blindfolds, but the growing amount of whispers and mutters of several voices as they walked by were a fairly good indicator that they had reached Nightshade.

There had been a few stops, and words were exchanged between the two thestral guards that had escorted the fillies and other thestrals within the town presumably, but that was only so much noise to Twilight and Starlight.

Starlight herself had tried to pick up anything she could use in the conversations she heard, but little was said in each exchange, and what she did hear seemed to be words and phrases that had no discernible context.

It was as if they were all speaking in some kind of code, and neither Starlight or Twilight could keep up. At some point, another thestral had come along and taken Firebrand away somewhere else for reasons that were never revealed to the captive fillies.

Sometime after that, the fillies had been marched into what the female thestral escorting them called the 'prison hall', in a building somewhere in town. It was there that the blindfolds had finally been removed and the two fillies had almost literally been thrown into prison.

Starlight sighed again and looked around the cell. The room itself seemed to be carved right out of the rock, the walls corners naturally curving slightly into the floor and ceiling. It gave Starlight the impression that they'd been tossed into a small cave with a metal door rather than an actual room.

"Didn't even bother to give us a bucket," Starlight muttered with a frown, "if I could get my hooves on some parchment and something to write with, I could use Runic Magic to get us out of here."

The pale pink filly rose to her hooves and trotted over to one of the walls. Curiously, she raised a hoof and ran it down the smooth dark grey stone surface, humming to herself thoughtfully after a moment.

"You know what?" she mused aloud, "all I'd really need is something to write with, actually. These walls are smooth enough to write on, and I'm pretty sure I could come up with something to break us out."

Twilight watched her with a mix of curiosity and concern. She frowned and turned her attention to the door, an ear flicking as she contemplated their situation. A few seconds later she sighed and turned back to Starlight.

"I don't know if that's a good idea, Starlight," Twilight called out, causing Starlight to give her a questioning look. Twilight simply shrugged, "we don't know what's waiting for us out there, and I don't wanna know what they'll do if they catch us."

Starlight made to protest, but found she couldn't. It certainly would've been foolish to try and sneak out unprepared for what awaited them outside of that cell. The filly also thought about how these creatures were willing to put foals in mortal danger just for some dumb trial.

If they were willing to send foals to their very likely deaths as some kind of rite of passage, who knows what they'd do to a couple of escapees who broke their precious rules? It wasn't a thought Starlight wanted to entertain, so she didn't.

"Alright, fine then," Starlight grumbled, sitting back down next to Twilight, "so what do we do then, just wait for them to hoof out our super unfair sentence?"

"We don't really have a choice," Twilight answered before tapping the metal ring around her own horn, "we can't just magic our way out of this, and making a fuss about it is probably just gonna make things worse."

She cast a quick glance around the cell before speaking again.

"We're probably not gonna be in here for long anyway," Twilight continued, "in fact, I'm pretty sure they only stuck us in here until the Council decides what to do with us. Once that's done, they'll probably let us out, and then... I don't know."

"Well hopefully Firebrand isn't off somewhere screwing us over even more," Starlight groused in response, "he's the one that begged us to come with him after all, so it's still partially his fault."

Twilight eyed her grumbling friend for a moment before shaking her head and staring back down at her hooves. She didn't know how much time had passed since the two of them had accidentally wandered down the corridor that led them both to this point, but she was already getting tired again.

"So... hey, um..."

Twilight looked back up at Starlight, who gave her what was probably supposed to be a reassuring smile, but just came off as an awkward sort of half smile instead.

"Did you... wanna talk about it?" at Twilight's bemused expression, Starlight clarified, "the whole 'killing a giant deadly manticore with crazy Dark Magic' thing, I mean."

"Oh," Twilight's frown deepened and she looked back down at her hooves, "right... that. I don't know, Starlight, I just... I don't think I'm broken up about it, not anymore. Now I just kind of... feel... weird about it, y'know?"

"No, not really," Starlight replied, furrowing her brow, "when I... when I killed my parents and Sunburst, I... well, it was bad, Twilight. At first I didn't feel anything, and I mean like, I didn't feel anything. Then everything started to hurt inside, and it got worse... and that's when you found me."

Twilight stared at her for a moment and Starlight groaned before looking away.

"I don't really know how to explain it, okay?" she huffed, "I just felt horrible, but from the way you're explaining how you felt, I don't think it was in any kind of weird way like you're talking about," she turned back to Twilight with a curious frown, "so what do you mean though, when you said you felt weird?"

"Well, I..." Twilight shifted uncomfortably and fell silent for a moment, not wanting to tell Starlight how she truly felt about what happened in that moment, "promise you won't freak out or hate me or anything like that?"

"What? Why would I?" Starlight asked with a bemused frown, "I'm not exactly in a position to judge you, and you technically saved my life, so yeah, I have absolutely no reason to hate you."

"I enjoyed it."

Starlight blinked.

"You... what?" Starlight answered, shaking her head, "you enjoyed it? What are you talking about? Do you mean you..." her eyebrows suddenly rose in understanding, "wait... are you telling me you enjoyed killing that manticore?"

Twilight winced, but nodded nevertheless.

"I don't know why, but when I killed that manticore, something inside me just felt... happy about it," Twilight grimaced at the memory, "it was like, I dunno, it was trying to kill us, and I killed it instead. I put it in its place, and I was happy about that."

Starlight stared at her, mouth hanging slightly open. Aware of her disbelieving gaze, Twilight pointedly kept her own fixed on her hooves as she continued.

"At first I was horrified and confused about it, but now," she worked up the nerved to looked back at Starlight, her expression helpless, "now I'm just... confused. I don't know how to feel about it anymore. I don't feel bad, but I still know it's wrong. Yeah, it was a manticore, and it was trying to eat us... but... but I..."

She trailed off into silence, her eyes shining with unshed tears. A small hiccup escaped her lips and Starlight snapped out of her shocked state.

"Hey, look," Starlight said after a long minute. She put a comforting hoof on Twilight's shoulder and smiled a slightly uneasy smile, "it's Dark Magic, Twilight. It's kind of infamous for doing that kind of stuff to a pony, and it's your affinity."

"That just makes it worse, doesn't it?" Twilight shot back, "every time I think about what I did, I keep seeing that... that mare in the vision. That mare with the scary eyes that looked like mine. The one that was supposed to be me."

"Right, the vision," Starlight muttered, shivering slightly at the memory of her own adult counterpart. She shook her head before looking Twilight in the eye, "look, don't worry about that, okay? It's not gonna go down like that. We have Aeon and all those other teachers. Some of them are... scarier than others, but I'm sure they'll teach us how to control things like your Dark Magic."

Twilight remained completely unconvinced of the fact, but before she could continue to voice her own concerns, they heard a click. The two of them turned to the door in surprise just as it swung open with a loud creak.

A second later, a tall grey thestral mare with hard rosy eyes and a white, mulberry streaked mane stepped inside, followed by two other robed and hooded thestrals who immediately moved off to either side of the room.

The mare wore a pair of black horn rimmed glasses and a set of dark blue robes that nearly dragged across the floor as she trotted in. The two fillies shrank back slightly as she peered down at them, her gaze boring into and right through them both. After a minute she sniffed, raised her head, and spoke, her tone loud, clear, and imperious.

"If you two will follow me, the Council of Elders will see you now."

A Meeting of the Elders

Both Twilight and Starlight found themselves once more traveling through town with blindfolds blocking out their view, much to Starlight's annoyance. Twilight herself was too worried about what would come to bother worrying about what the town looked like.

When Starlight had asked the reason for the blindfolds, she'd been completely ignored by the thestral mare that now led them to who knew where. Thankfully the trip was nowhere near as long, and by the lack of general voices, there seemed to be less thestrals about, wherever they were going.

That wasn't to say they didn't run into any other thestrals and their strange phrasing, which Twilight was beginning to realize might've been either some unique form of Old Ponish, or a language specific to the thestrals.

She hadn't bothered to learn much about other languages in general, and decided that if she managed to make it out of this place, she'd make an effort to learn as many languages as she could. There were several other races where she lived now anyway, and it might do her well in the future, if she even had a future.

The sound of a door creaking open pulled the lavender filly from her thoughts, and by how loud the sound was and how it reverberated through her small frame, Twilight guessed the door must've been massive.

She didn't have too much time to ponder it as she and Starlight were forced through the doorway. The air around them became somewhat colder, and both fillies shivered, but for different reasons. To Starlight, the temperature had simply dropped a few degrees, but to Twilight, the cold felt slightly unnatural in a way she couldn't explain.

Though she couldn't see, Twilight glanced around nervously, wondering just what it was that was making her so uneasy. She couldn't put into words what she was feeling, so she remained silent as they all made their way towards their destination. After a few moments, The fillies heard their escorts speak in that strange language, followed by a shuffling of hooves and the sound of another, smaller door opening.

Both Twilight and Starlight cried out in surprise as they were pushed forward into the room, the door closing behind them with an ominous click. A moment later their blindfolds were torn off and they blinked a few times before looking around. The room was far from jaw dropping, at least to Starlight.

Twilight however, could sense something wrong in the air, though she couldn't put her hoof on what it was. The room itself seemed to be much like their own cell, but bigger, and much harder to see. The floor, walls, and ceiling came together naturally and seamlessly, giving the impression of a cave, albeit much larger.

The biggest difference was that the cave seemed to be much more circular in shape, almost perfectly so, Twilight noticed. Above the fillies were a row of five identical, brightly glowing teal crystals embedded deeply in the ceiling directly overhead.

The crystals above were placed in such a way as to bathe five figures that sat in the center of the room below in their own individual spotlights. Contrary to what either filly was expecting, these figures didn't seat themselves on some high bench or thrones, or behind some raised desk looking down on them.

Rather, the five heavily shadowed thestrals before them simply sat side by side on large, lavish cushion on the floor. Still, with how dark, empty, large, and quiet the room was, the atmosphere did much to make them imposing either way, to say nothing of the thestrals themselves.

Though a lot of their forms were hard to see due to the odd way the light above reflected on them, the two fillies could still make out their general features. All five thestrals wore dark blue robes similar to that of the mare that brought them here, though theirs were more opulent, with silver lined hems, and swirling silver designs along the sleeves.

A stylized image of a white crescent moon adorned the front, and atop each of their heads were dark blue skullcaps that matched their robes, along with the same stylized crescent moons on the front.

Though their dress made their forms beneath somewhat indistinguishable for the most part, their faces were clearer to see, and each of their eyes seemed to glow, piercing the darkness around them and burning a hole through the shivering fillies.

The thestral on the far right looked slightly emaciated, his ashen coated features were gaunt and heavily defined. Though he looked the frailest and oldest of the five with his bony cheeks and the wispy, snow white mane beneath his skullcap, his crimson eyes bore the most intense gaze of all of them.

It was also this stallion that spoke first, his voice loud, reedy, and ancient.

"Interlopers!" he boomed, making both fillies jump slightly, "you stand before the Council of Elders, accused of committing a grave sin within our domain!" he paused and inclined his head slightly giving the fillies a baleful glare devoid of any mercy, "...though you are outsiders, as well as mere fillies, do not think this absolves you of your crimes. You shall be tried in accordance with our laws, and the sentence shall be carried out swiftly and without fail."

Unbeknownst to Twilight, Starlight had had enough, and when they'd been let out of their prison, she'd fully intended on giving the Council a piece of her mind. Now however, beneath the burning, venomous gaze of this elderly stallion, the pale pink filly found herself completely speechless.

The stallion's words robbed her of her own, and all she could do now was stand there, cowering next to Twilight who herself was having trouble keeping her wits about her. More than the focused stares of the Council, it was both the gravity of the situation and the utter wrongness in the air that rendered Twilight speechless and shaky.

She knew this wouldn't be a pleasant experience, but she hadn't expected the trial to be nearly this harrowing. She'd been relieved when she heard the thestrals didn't cut off horns, but with the utter contempt she heard in the stallion's voice, she wasn't so sure that was the case anymore, and the fear returned in spades.

"Please calm yourself, Elder Sanguine Oak," came a deeper and far more measured voice from somewhere left of the red eyed stallion, "we are all well aware that you have more reason to be upset than anyone here, but we will get nowhere if you let your personal grudge cloud your judgement."

Both Twilight and Starlight's eyes focused on another stallion that sat second from the leftmost thestral. The voice came from a giant of a dark grey thestral who sat head and shoulders above the rest. His brilliant, golden orange eyes were far more gentle than the older stallion's, though no less stern for it.

Mostly tucked beneath his skullcap was a dull orange mane with visible greying in some areas, and though wizened somewhat, his facial features were far stronger than that of his much older counterpart. As he spoke, he kept his eyes firmly on the two fillies, as though he expected them to flee at any moment.

"Do you realize exactly what it is they've done, Dying Flame?" Sanguine Oak snapped, turning to face the larger thestral, "Tenebris is dead! Impaled! Pierced through by countless blades of Dark Magic!" he whipped back around to face Twilight, his eyes blazing with hatred as he jabbed a withered hoof in her direction, "and it's all because of this... this unicorn brat! If you ask me, we should return the favor! A life for a life!"

Twilight flinched back and hung her head, unable to say anything in response due to the fear and guilt welling up at the old stallion's accusations. A glance in her direction was enough to restore a bit of Starlight's resolve and she glared at the furious Elder in defiance.

"That's not fair!" she cried, taking a step forward, "she was just defending herself! It was an—"

"SILENCE, WHELP! YOU ARE ONLY TO SPEAK WHEN WE DEEM IT NECESSARY!"

At Sanguine's indignant shout, Starlight's mouth snapped shut and she stepped back, but her glare didn't falter. An audible sigh of exasperation drew everyone's attention to the thestral seated directly in the middle of the group of elderly thestrals.

An old thestral mare had turned her wrinkled frown and narrowed cerulean eyes towards Sanguine Oak, her displeasure with the stallion plainly visible for all to see. Her coat was a light grey, nearly matching a pale grey mane that came down in ringlets below her cap, and when she spoke, it was with an odd musical lilt.

"You should not take the lives of the young so lightly, Sanguine, even if one of them did kill one of your precious pets," she said, her voice full of disapproval, "the Sacred Trial of the Waxing Moon is an important event in the lives of our foals, and the death of Tenebris is indeed a terrible loss that will set us back, but there was always the possibility, however small, that a youngling would fell her eventually."

"Impossible!" Sanguine scoffed, "in no conceivable universe would a thestral foal be able to best the likes of Tenebris!" he stomped a hoof on his cushion and glared in the old thestral mare's direction, "the trial is meant to be a test of survival and endurance, not some... some hunt to be carried out! Those that undergo the trial are meant to try and outwit her and stay alive for the duration of the trial!"

"On the contrary, Sanguine," came another feminine voice on Dying Flame's left, "I believe your exact words dictating the rules of the trial to the younglings when asked if they had to kill the brute were 'if you think you can, go ahead and try', am I wrong?"

The two fillies turned to see another thestral mare, this one with a jet black coat, dark green eyes, a faded turquoise mane tied back in a bun beneath her cap, and an unpleasant smirk on her face. Out of all the thestrals that'd spoken so far, this mare looked the youngest of them, though she wasn't without her wrinkles and crow's feet.

"TENEBRIS IS NOT A BRUTE YOU—"

The enraged old stallion fell into a fit of coughing before he could finish, and the black thestral mare merely chuckled in amusement before returning her attention to the curly haired old mare in the middle.

"While I do believe the outsiders should be punished for interfering with our sacred rite, I think death might be a bit too much, Elder Fallen Snow," she turned to Twilight with an enigmatic smile, "this one may have forestalled any future trials, but Elder Sanguine Oak can always train a replacement, and once he does, we'll be right back where we were."

Fallen Snow opened her mouth to reply when she was interrupted by an angry stomp of a hoof. The black thestral furrowed her brow, giving Sanguine an annoyed frown as the stallion spoke again, his tone venomous.

""Damn it, Jade—"

"Elder Jade Rose if you would, Elder Sanguine—"

"You will not treat the death of such a hallowed creature so blithely," Sanguine sneered, barreling right over Jade's words, "that manticore was a gift from the Glorious Moon herself, and it was I who was tasked with raising her from a cub! Now she is no more! This is a travesty that cannot stand, and justice needs to be served properly!"

"And it will be, Elder Sanguine Oak," Dying Flame sighed, "but the punishment for their interference will be meted out after we've all decided, and only then, after we've heard all the facts," he turned to the Elder sitting between Fallen Snow and Sanguine Oak, the only Elder that hadn't spoken yet, "do you have any grievances to voice before we continue, Elder Dusk?"

The slate grey stallion in question sat completely relaxed on his maroon cushion, his eyes closed and his worn and weather-beaten face a mask of serenity. At Dying Flame's query, Dusk slowly opened his eyes and fixed the two nervous fillies with an unreadable stare. much of his white mane fell into his smoky grey eyes, but that did nothing to diminish the intensity of his gaze.

Whereas Sanguine's glare seemed to radiate heat, Dusk's calm and stoic gaze sent chills down both fillies' spines. He watched the two squirm uncomfortably for a moment before slowly closing his eyes once more, his reply to Dying Ember quiet and raspy, but absolutely clear for all to hear.

"...None."

"Very well then," Fallen Snow exclaimed, prompting all Elders present to return their attention to the fillies, "if all of us are prepared, we shall begin," she inclined her head towards the fillies, "if you both would, please state your names for the Council."

For a moment, the two simply stood there, staring back at the Elders before them. They all wore various expressions ranging from indifference, to amusement, to pity, and in Sanguine's case, simmering fury. At a sudden clearing of the throat from Fallen Snow, the two snapped back to attention.

"Oh, s-sorry, um... my... my name is Twilight Sparkle," Twilight shifted her hooves nervously before turning to Starlight, "and this is Star—"

"Starlight Glimmer," Starlight announced with a defiant glare, "and we didn't do anything wrong. This... whatever this is, is totally unfair!"

"That remains to be seen," Fallen Snow replied evenly, "now... Twilight Sparkle, Starlight Glimmer, we are the Council of Elders who oversee all that transpires within Nightshade's domain," she nodded towards each of the other Elders, "starting from your left, I formally introduce you to Elder Jade Rose, then Elder Dying Flame," she turned to the Elders on her other side, "Elder Dusk, Elder Sanguine Oak," she returned her attention to the fillies and raised a hoof to her chest, "and myself, Elder Fallen Snow."

"Elder Dying Flame," Twilight muttered, the name having already triggered something in her memory. She looked into the large stallions golden eyes and it came to her a moment later, "I... I think I heard one of the guards mention you... are you—"

"I am Firebrand's grandfather, yes," Dying Flame replied with a curt nod, "I believe the two of you met him during his trial. Do not think for a moment that whatever rapport you've built with my grandson will save you from the appropriate punishment you are due."

"But we—"

"Enough," Fallen Snow exclaimed, cutting the lavender filly off, "there will be plenty of time to make your case, but for now, we will be the one asking questions," her eyes narrowed slightly and she sat up straighter, "be aware that we know what has transpired and that you are, without a doubt, guilty of criminal interference in the Sacred Trial of the Waxing Moon.

"What we are not aware of, are your intentions," she held up a hoof to forestall Starlight's outburst, "yes, we know what you say, but that has yet to be proven by our Mystic."

Starlight and Twilight glanced at each other with matching frowns of bemusement before turning back to Fallen Snow.

"Mystic?" Twilight asked carefully, "what's a 'mystic'?"

"Elder Fallen Snow refers to me."

Both Twilight and Starlight jumped slightly before snapping their gazes to the left, spotting a pair of milky white eyes in the darkness that they could've sworn weren't there before. As they watched, the owner of the soft and airy feminine voice stepped forward into what little light there was.

As it turned out, the 'mystic' was another thestral mare, though she was unlike any thestral the two fillies had seen yet. Her coat, mane, and tail were all pure white, and as they'd seen in the darkness, her eyes were glassy, the pupils and irises so light a grey that they were barely distinguishable from the sclera.

Her mane was swept back over her tufted ears, revealing a black, crescent shaped mark adorning her forehead. Starlight eyed the mare with mixed emotions ranging including shock, curiosity, and wariness. Twilight however, took an involuntary step back and shivered.

She knew for certain that this mare was the one giving off the horrible vibe she was feeling, yet couldn't place. Something was wrong with the mare, but Twilight was to unnerved to figure out what it was. Though she was sure the mare was blind, Twilight could feel her gazing at something within that the lavender filly herself couldn't see.

After a long moment, the Mystic looked from Twilight to Starlight, then took a step back and bowed her head to the both of them, much to their confusion. She lifted her head back up a second later and addressed them both in a respectful monotone.

"Greetings, Twilight Sparkle and Starlight Glimmer. I am She who Speaks for the Moon... but you may call me... Moonlight."

Author's Note

I... really don't like Sanguine Oak... I needed an annoying character on the Council, but I think I might've overdone it a bit... :ajbemused:

A Ponytale Made Real

Moonlight was the very picture of serenity—even more so than Elder Dusk. She stood before the fillies and the Council, her stoic gaze shifting from filly to filly one last time before she fully turned to face the old thestrals that made up the Council.

"I am ready to begin at any time, my Elders," Moonlight said, bowing her head low, "you need only say so and I shall start immediately."

"Very good, Moonlight," Fallen Snow replied with a curt nod, "now, if you would—"

Wait, wait, hang on a minute!" Starlight cried causing most of the Elders to glare at her. She paid them no mind, her eyes remaining on the blind white thestral with a look of trepidation, "can you at least tell us what she's going to do?"

"That's not for you outsiders to worry about!" Sanguine Oak snapped, "you need only to stand there and face your judgement! Quietly!"

"Oh come now, Elder Sanguine Oak," Jade Rose purred, "I don't see the harm in letting them know of Moonlight's... talents. They might even get a kick out of it, I know I do."

"Elder Jade Rose," Dying Flame warned, giving the cheeky thestral a hard stare, "Moonlight's task and talents are both important and a sacred blessing bestowed upon her and the rest of us. They are not to be treated as some sort of circus act."

"Of course, Elder Dying Flame," Jade replied with a slight nod and a clearly insincere smile, "all the same, the poor fillies are most likely due a harsh punishment as it is, surely the least we can do is tell them a bit of Moonlight's sacred talents?"

Dying Flame eyed the mare warily for several more seconds before shaking his head and giving a quiet, but exasperated sigh.

"I suppose it would not hurt," he turned to Fallen Snow, "Elder Fallen Snow? What say you?"

"...Very well then," Fallen Snow said after a moment of silent deliberation. She gave an affirmative nod to Dying Flame before turning to the white thestral mare next to the fillies, "Moonlight, you are free to explain your hallowed task and abilities to the accused. Please do so."

"As you wish, Elder Fallen Snow," came Moonlight's breathy reply. She bowed once more and turned back to the two wary fillies, "Twilight Sparkle, Starlight Glimmer, are either of you aware of the tale of the Mare in the Moon?"

"Never heard of it," Starlight replied sourly, wondering where the strange mare was going with the question, "sounds like a dumb ponytale."

"Insolent foal!" Sanguine Oak growled, rising to his hooves with surprising swiftness, "it is no mere ponytale, I assure you! To speak ill of our Glorious Moon is a blasphemy I will not allow!"

"For the love of the Moon, Sanguine!" Fallen Snow hissed, at her wit's end, "sit back down and be silent. They are mere foals who know nothing of our ways. They are ignorant, and you can not hold them to our standards, at least not now."

"Elder Fallen Snow," Sanguine Oak pressed, jabbing an angry hoof in the fillies' general direction, "this entire trial has been a farce from the very beginning! We know they are guilty, and I must insist that justice be—"

"That is enough, Elder Sanguine Oak," Fallen Snow snapped. Both thestral's held each other's fiery gazes for a long tense moment before Sanguine grunted in dissatisfaction and slowly sat back down. He said nothing more, but from the look on his face, it was clear he had a great deal more to say on the matter. Fallen Snow nodded in satisfaction before turning back to Moonlight, "please, Moonlight, continue."

"Wait," Dying Flame interjected, eyeing Moonlight with a half curious, half impatient look, "is there a point to telling the fillies this tale? It seems somewhat irrelevant to the topic at hoof."

"Oh, there is a reason, Elder Dying Flame," Moonlight replied in her soft tone. A small, knowing smile crossed her face, "all shall be revealed soon enough," she ignored Dying Flames skeptical look and turned back to the fillies, "well, Twilight Sparkle, what about you? Have you heard this tale?"

"Y-Yeah, I've actually read the story of the Mare in the Moon," came Twilight's reluctant reply, unable to resist the chance to flaunt her knowledge, even in her extreme unease. She stepped forward, ears folded back and voice weak, but clearly audible, "I found it in a book of old ponytales in the Canterlot Public Library."

She looked around the room and noticed all eyes were on her. Clearing her throat, she began to speak, desperately trying to ignore the stares.

"F-From what I remember, there were two unnamed sisters, both Princess's who ruled over a nameless kingdom full of hope, love, and harmony. One day, a stallion from an empire far to the north traveled to the unnamed kingdom and, upon arriving in the kingdom's capital city, saw the two Princess's for the first time.

"The two Princess's greeted the stallion with open hooves, and upon witnessing the beauty of the younger sister, the stallion fell madly in love. He courted the younger Princess and eventually, the younger Princess returned his affections in secret, for it was an illicit relationship and she knew her sister would not approve."

"Yup, just like I thought," Starlight muttered grumpily, "a stupid ponytale."

Twilight, Moonlight, and the rest of the Council ignored her, all their focus on the story. Seeing this, Starlight merely rolled her eyes, sat on her haunches, and huffed in irritation as Twilight continued.

"For a time, both the younger Princess and her lover were happy. Unbeknownst to both Princess's however, the stallion's affections were a lie, and his true goal had been to corrupt the younger sister and turn her against her older sister so that he could take the kingdom for himself."

"Oh no, what a shocker," Starlight grumbled facetiously, "definitely didn't see that coming."

Twilight frowned and flicked an ear in annoyance, but continued on nonetheless.

"The older sister caught wind of his plans and drove him out of the kingdom. The younger sister pleaded with the older to let him stay, but the older sister forbade it, telling her younger sister his love was all an act. The younger sister didn't believe her and accused the elder sibling of being jealous of their love."

Starlight snorted out a laugh and Twilight, having had enough, rounded on the other filly with a grimace of annoyance.

"Starlight, will you please knock it off?" she snapped, "I'm trying to tell this story as best I can, and I don't think the Council appreciates your flippant attitude! If you keep this up, they might make our punishment worse!"

"Alright, alright, fine, I'll keep quiet," Starlight groaned, completely over the entire situation. She waved a hoof airily in Twilight's direction, "please continue, oh great teller of tales."

Twilight's frowned deepened, but she sighed a moment later and turned back to Moonlight. At the very least, the story, and Starlight's unwanted interruptions had done fairly well in distracting her from the white thestral's disturbing aura.

"Alright, um..." Twilight paused, trying to remember where she'd left off. A few seconds later she nodded, "right, so... the stallion was driven away, and the younger sister fell into a deep despair, but that despair soon became resentment, then anger towards her older sister."

As she spoke the next part of the story, Twilight became uncomfortable, shifting uneasily on her hooves. She paused for only a moment before continuing on in a slightly quieter voice.

"In her blind anger, the younger sister began to plot her vengeance against her elder sister, all the while unaware that Dark Magic had taken hold of her heart. One day, in the dark of the night, the younger Princess fled the unnamed kingdom for the empire to the north to be with her beloved.

"Once she found out her younger sister was gone, the elder Princess grew sick with worry for the younger, and realized she'd been much too harsh. She wanted to apologize, but her sister was nowhere to be found. She searched and searched, but she couldn't find her anywhere."

"Why wouldn't the empire be the first place she looked?" Starlight couldn't help but ask with a raised brow, "I mean, that's obviously where she'd go, given what happened. That's the first place I'd look."

"It's a ponytale for young foals, Starlight," Twilight replied irritably, "last I checked, not many foals ask hard hitting questions like that."

"We're foals," Starlight shot back with a shrug, "I'm asking those questions, and I'm pretty sure you asked yourself the same thing when you first read the story."

"That's not the point! None of that matters, because that's not what we're focusing on here!" Twilight snapped once more before taking a calming breath and speaking in a more measured tone, "look, the story's almost over, so just... let me finish, okay?"

"Fine, sure, whatever," Starlight replied, laying on the ground and crossing her hooves, "go ahead, I won't say anything else, I promise."

If Starlight was being honest, she was more curious as to why the thestrals hadn't said anything about her interruptions. They'd been oddly silent and it was beginning to unnerve her slightly. When she turned to look, she saw the Elders had shifted their attention to Moonlight, unreadable expressions marking their faces.

A glance at Moonlight showed that she'd closed her eyes, her head bowed slightly as if in deference to somepony Starlight couldn't see. She wore a small, slightly pained grimace, and Starlight shivered involuntarily. To Starlight, it felt like the air was getting colder and a small knot of dread began to form in her stomach.

Something wasn't right here.

Starlight turned her attention back to Twilight, wondering if she'd noticed anything off, but the lavender filly didn't seem to notice, or if she did, she was ignoring it. Twilight meanwhile, cleared her throat and gave the other filly one last wary glance before speaking again.

"Unable to find her sister anywhere in the kingdom, the elder Princess returned to the castle, alone and distraught. Unfortunately for her, things would only get worse, for when she entered her throne room, she found both her younger sister and the stallion already waiting for her.

"To the elder Princess's horror, both the stallion and her sister had changed into terrible monsters. The stallion revealed himself to be the Emperor of the North, and the younger sister had become the Nightmare, taking on the name in order to instill fear in the hearts of her older sister and the rest of the ponies of the unnamed kingdom.

"They announced their plan to cast the elder Princess down and rule the unnamed kingdom themselves. The elder sister pleaded with her younger sister to cease her foolishness, but the younger sister, too far gone down the path of darkness, didn't listen, and so they were forced to fight.

"The elder Princess fought with all her strength, but the combined might of her younger sister and the Emperor was too much for her, and she was nearly defeated. With no other option, the elder Princess used the last of her strength to summon six ancient and powerful artifacts known as the Elements of Harmony.

"With their power, she sealed the Nightmare within the moon, where she would remain for a thousand years. Terrified at the sight of such power, the Emperor fled back to his own empire and never returned.

"With that, peace once again reigned in the unnamed kingdom, and though the elder Princess wept for her younger sister, she could at least take solace in the fact that her subjects were safe... and that's it," Twilight finished, turning to Starlight, "that's the end of the story."

"So this is the tale my dear sister has concocted in my absence? This pitiful, foal friendly tragedy? Pah, what utter nonsense!"

Both fillies froze, eyes wide with shock and a sudden, overwhelming terror. Twilight, who'd turned to address Starlight, now twisting around with painful slowness to face the direction the horribly cold and imperious voice had come from. Before her stood Moonlight, her eyes closed and a frown adorning her face.

Her eyes snapped open suddenly and both fillies scrambled back, away from the thestral mare. Twilight's voice hitched in her throat and a wave of nausea nearly overcame her at the dark energy the mare was emitting, but that wasn't the focus of her fear. It was the eyes of the thestral mare.

They were no longer a milky white, but instead shone an icy blue, practically shining with a cold light in the surrounding darkness. Those draconic eyes, so full of malice, arrogance, and something else Twilight couldn't quite place, peered down at the two fillies, and a sneer crossed the mare's face.

Both fillies stood rooted to the spot, terrified, but unable to break eye contact. When Moonlight next spoke, it wasn't with her soft, airy voice, but a deeper tone full of all the pride, privilege, and arrogance of a Queen addressing the lowest of commoners.

"I shall take it upon myself to separate the truth from Celestia's lies..." she stepped in front of Twilight and lowered her head so that she was at eye level with the shaking filly. Her eyes narrowed and a wicked, fang filled smile crossed her face, "...and then we can discuss the real reason I've decided to grace this ridiculous trial with my presence."

A Truth Revealed

Neither Twilight nor Starlight knew when it had happened, but somehow while they were distracted by Moonlight's sudden and horrifying change, the five members of the Council had formed a semi-circle around her and were silently prostrating themselves before the mare a few hoof-lengths away, face to the ground, one hoof stretched out in front of the other and wings spread open in reverence.

The position looked somewhat awkward, but that was the least of either filly's worries. Indeed, they hadn't taken their widened, horrified eyes off of Moonlight. Moonlight, in turn, hadn't taken her cold blue eyes off of Twilight. She still wore that savage, knowing smirk that promised something unpleasant, though thankfully she had pulled back and stood at a reasonable distance from the filly.

"You all may rise and return to your seats," Moonlight commanded, not even looking in the direction of the Elders, "I will address you in due time, but for now, these foals and I have some matters to discuss."

"As you wish, Lady Moon," Fallen Snow replied obediently, her eyes fixed on the ground, "we shall wait until you've finished your business with the younglings."

With that, they all seemed to slither back and away from Moonlight, and before Twilight could really understand what she was seeing, they'd already taken up their original seats on the fancy cushions further away. They all sat stiffly and silently, almost like soldiers waiting for an order—all save for Sanguine Oak, who fixed the fillies with an inconspicuous glare.

"Now then," came the deep commanding voice that was decidedly not Moonlight's. The two fillies' turned to see the white thestral mare watching them with great interest as she spoke, "I don't have a lot of time, so I'll dispense with the formalities. I am the one they call the Mare in the Moon, Nightmare Moon," she smirked and gestured to herself, "for self evident reasons, I cannot greet the two of you personally, so I am commandeering this body in order to speak to you directly."

Twilight tried to speak, but the oppressive weight of the mare's presence made her breath catch in her throat. It was as though the horrible sensation she'd been feeling since she arrived had increased drastically and converged at one point to smother her beneath the pressure. Starlight didn't seem to have the same problem, though she was just as speechless and unnerved.

"Nothing to say?" Nightmare Moon asked, raising an eyebrow at the two. Her gaze focused on the nearly hyperventilating lavender filly and her brow furrowed in understanding, "ah, it seems you've become rather sensitive to Dark Magic. How interesting..."

Twilight wasn't sure what happened, but the intense pressure seemed to lift all of a sudden and she could breathe properly once again. She took full advantage, gulping in as much air as she could before coughing it back out a few times.

"You try to subconsciously reject what you feel, and thus suffer for it," Nightmare explained, shaking her head like some disappointed schoolteacher, "an easy mistake for a budding Dark Mage to make if their character and affinity for the Darker Arts are at odds. Simply learn to accept your own affinity for Dark Magic and all will be well."

She left Twilight to puzzle out her words on her own as she turned to Starlight, who flinched back slightly. The Nightmare's presence, combined with those icy blue draconic eyes made her shiver involuntarily, and she had to push back some very unpleasant memories.

"And then there's you," she began in a thoughtful tone, "another hidden gem amidst a sea of sand and rock," the possessed white thestral turned to fully face the pale pink filly, "you may not have heard of me, Starlight Glimmer, but I know all too well of you and your... mistakes."

Starlight's face grew pale beneath her fur and she retreated yet further back.

"You... y-you don't mean," she slowly shook her head, the horrible memories she was trying to suppress pushing their way forward at the mare's words, "how... do you know about that?"

"It matters not how I know, only that you and Twilight Sparkle are ponies of interest to me," Nightmare Moon replied with a haughty sneer. The look didn't last long, and the malicious grin soon returned to her face, "but we can talk of such things in due time. For now, I shall 'set the record straight' as it were in regards to this insulting tale."

Twilight, having recovered from her ordeal, watched the white mare as she began to pace before the two fillies, her emotions a mix of fear, wariness, and—to her own surprise—curiosity. She'd heard what Nightmare Moon had said about a sensitivity to Dark Magic, and that raised several questions in her mind.

She'd accidentally dabbled in Dark Magic and been around somepony whom she knew for certain was a powerful Dark Mage, and had reacted similarly. It was true that deep down she hadn't quite accepted that she had an affinity for Dark Magic, and what she'd done recently because of it had only complicated matters.

With what she'd done to that manticore, how was she supposed to simply accept that part of herself?

As she tried to wrap her head around the issue, the possessed mare began to speak again. Heedless of her inner turmoil, Nightmare Moon began her tale, and Twilight found herself sufficiently distracted enough to listen.

"As you no doubt may have guessed, this 'nameless kingdom' was Equestria, and I was the foolish younger sister who'd fallen in love with the mysterious stallion from an empire to the north—the Crystal Empire located in the Frozen North to be exact," Nightmare explained, "there was indeed an illicit relationship, and my dear sister and I did indeed have a... falling out over it."

Nightmare Moon chuckled humorlessly, and went to continue her tale, only to stop and frown as the two fillies looked at each other. Nightmare's own eyes narrowed even as theirs widened in realization, like they'd solved some kind of mystery.

"Have the two of you something to say?" Nightmare Moon asked, catching the attention of the two fillies, "go on then, out with it."

A beat of silence passed as Twilight and Starlight looked from Nightmare Moon, to each other, their expressions hesitant. A silent conversation seemed to pass between the two and Starlight nodded towards the white thestral. Twilight swallowed and nodded once in return before stepping forward.

"Um... that empire in the north, the Crystal Empire?" Twilight began after a moment of hesitation, "we—I mean, Starlight and I... we've actually been to the Crystal Empire."

Nightmare Moon opened her mouth to reply, but nothing came out and she slowly clicked her mouth shut. Her eyes narrowed to dangerous slits and when she next spoke, it was with a tone as cold as the Frozen North itself.

"Do you think me a fool, child?" she hissed, "I may be a prisoner trapped within my own namesake, but I am far from ignorant of the current state of the world. I know full well that the Crystal Empire is no more," she took a threatening step forward, her eyes seeming to glow with malice, "if you mean to mock me, I assure you, foals, the consequences will be most—"

"It's true!" Starlight blurted out in a panic. Nightmare snapped her cold gaze towards the pale pink filly, who shrank back, but didn't relent, "A-Aeon was able to send us there through some kind of portal. We have seen the Crystal Empire, and we know about Sombra. We met Sombra."

Nightmare Moon mouth dropped open slightly at Starlight's words, but she quickly regained her composure and shot forward suddenly, her ice blue eyes flashing in the darkness of the cave. What happened next, neither Twilight nor Starlight could say for certain.

They both gave a sharp gasp and their eyes widened in shock and fear as their bodies locked up. Some horrible sensation tore at them, making them feel as though their minds were being pulled apart. Both wanted to scream, but could only whimper in agony as something cold and unpleasant violently wormed its way into, and scoured through, their heads.

Then, just as abruptly as it had started, the pain ceased.

The two shaken and exhausted fillies slumped bonelessly to the ground, their bodies trembling from what they'd just experienced. Nightmare Moon paid them no mind, as her own mind was reeling from whatever she'd gleaned from Twilight and Starlight. Twilight looked up to see the possessed thestral looking up and away from everypony present.

Her eyes were wide and unfocused, her mouth hanging open in shocked disbelief. To her surprise, the lavender filly could see the beginning of tears shining in her eyes. She looked over to Starlight and saw that the other filly looked just as stunned as she herself felt. The Elders fidgeted restlessly, unsure of what to make of this new development. Sanguine Oak made to move forward, but a look from Fallen Snow made him retreat, though not without some bitterness.

"He's alive," Nightmare muttered numbly, "I thought we... that spell wasn't finished when I..." she slowly shook her head and sank to her haunches, "all this time, I thought Celestia had razed the empire to the ground. All this time... all the mourning, all that heartache," her cold, imperious voice cracked and her breath hitched in her throat, "the Crystal Empire yet lives, as does my beloved Sombra."

She let her head hang, and the cave descended into a tense and horribly uncomfortable silence. As tense as the silence was however, neither filly dared to break it, and the Elders could only look to each other with varying expressions of concern and bewilderment. The loud silence eventually gave way to hushed but urgent whispers amongst the Council members. Dusk had been the only one to hold his own silence, looking almost oblivious to everything around him with his eyes closed and the serene expression on his face.

The voices rose steadily as arguments were made, but before things could get too loud, a decision was finally reached. After a moment, Sanguine Oak stepped forward and gave the fillies one last glare before turning to the possessed thestral and bowing low.

"Forgive me, Lady Moon," he began, his raspy voice barely above a whisper, "I mean no disrespect, a-and I'm happy—ecstatic to know that the stallion you've given your heart to is alive... b-but... the trial—"

"FIE ON YOUR WORTHLESS TRIAL!" Nightmare Moon suddenly boomed. She whipped around to face the startled stallion, her teeth bared and her eyes blazing, "I CARE NOT ONE WHIT FOR YOUR GRIEVANCES AGAINST THESE FOALS YOU FOOL!"

Sanguine Oak backed away a few steps before throwing himself onto the ground, practically concussing himself on the cold hard rock beneath him as he bowed.

"Y-Yes, my Lady, I apologize!" he stuttered fearfully, "I m-meant no offense. I simply—"

"Enough!" she barked before taking a deep, calming breath through her nose and turning away from everypony once more, "you are to let these fillies go. Send them back to the main hall of the Fortress and let them find their own way from there."

"What?!" Sanguine Oak cried, his head shooting up and his eyes bulging, "but... b-but, Lady Moon, I beg you," he shot Twilight a caustic look as the filly helped Starlight to her hooves, "these... these... outsiders have committed a terrible sin, and justice must—"

"Do not speak to me of justice, worm," Nightmare Moon hissed in Sanguine's face, "these foals and their mentor are of great interest to me, and I will have the fillies returned to where they belong unscathed, or my next visit will not be as pleasant, am I understood, Elder?"

Sanguine Oak visibly swallowed and bowed again.

"Yes... of course, my Lady," he muttered in defeat, "by your will, we shall see it done."

"Good," Nightmare Moon replied, straightening up and turning to Twilight and Starlight. All knowing smirks and malicious grins were gone, replaced with a stoic formality that seemed odd after all they'd heard from the mare, "we shall meet again, perhaps sooner than you think. When that time comes, we will talk more, but until then... we are done here."

With that, the snowy thestral blinked and the cold blue eyes vanished. In their place were the milky white eyes of a blind and dazed mare. Moonlight let out a loud gasp as her legs gave out from underneath her. She fell to the ground and was still as a stone, much to Twilight's worry.

"Oh she'll be fine," came the silky voice of Jade Rose. Almost all eyes turned to the greened eyed thestral, and she gave the two fillies a gentle, reassuring smile as she spoke, "Moonlight may be the most gifted Mystic to date, but performing a séance of this magnitude is still no mean feat. All she needs is a bit of rest and she'll be back on her hooves in no time," her eyes flicked towards Sanguine Oak and her smile grew wider with the slightest hint of smug satisfaction, "isn't that right, Elder Sanguine Oak?"

The two fillies followed Jade's gaze and immediately shuffled back from what they saw. Sanguine Oak hadn't moved from where he stood, but that didn't bring any real comfort to Twilight or Starlight. The withered old thestral stallion was practically choking on his rage as he sat hunched over and staring at the fillies.

His teeth were bared in a furious snarl and his glare was downright murderous, but he made no move toward the two, nor did he say anything. He merely gave a few strangled gurgles and an angry snort before turning on his heel and stomping back to his own cushion. The other Elders watched him warily as he took his seat, though Jade simply smiled at the sight before turning back to Fallen Snow.

"Well, I believe our illustrious Lady has settled things quite nicely," the mare concluded, "if she says the outsiders are to go free, then I think it pertinent to obey, don't you?"

"Indeed," Fallen Snow replied somewhat absently as she continued to watch a now stone faced Sanguine Oak, "our Lady has spoken, and has made it abundantly clear that no harm or retribution of any sort is to come to the fillies," she finally turned to the fillies in question, "I suppose that means the two of you are free to go."

"It's about time," Starlight muttered, trying to regain some of her old bravado. She glared at the Elders, but it was plain to see that the whole experience, short as it was, had left her drained—both her and Twilight, "I can't wait to get out of here."

"In light of Lady Moon's verdict, we shall conclude this trial," Dying Flame exclaimed, "a pair of guards will escort you out of Nightshade and back to the main hall of the Fortress just as our Lady ordered."

"Are we gonna have to wear blindfolds again?" Starlight grumbled, "because it's really hard to move around when you can't see. It's already dark enough around here as it is without—"

"Wait," Twilight interjected, taking a step forward. Her eyes locked on Dying Flame's and the two stared at each other for a heartbeat before the filly continued, "...before we go, I'd like to know something first, if that's okay."

Dying Flame furrowed his brow and Twilight was sure he was going to reject her inquiry, but a moment later, and much to everyone's surprise, he gave her a small knowing smile of his own.

"You're wondering what will become of my grandson."

It wasn't a question, but a statement, and an accurate one at that. Twilight reined in her surprise after a few seconds and nodded mutely, to which the large thestral snorted and shook his head in apparent amusement.

"It is kind of you to worry about Firebrand, but I assure you nothing will happen to the youngling," Dying Flame answered, "we will simply have to postpone his trial until further notice. It is a shame, but—"

"You're gonna put him through all of that again?" Twilight cried angrily, "don't you care about what happens to him? Aren't you happy he didn't have to go through with it in the first place? Why have him do it again? Where would you even find another—"

"SILENCE!" barked Sanguine Oak, Twilight's outburst enough to break his bitter stoicism on the matter, "I don't expect an outsider like you to understand, but we thestrals are born and bred to become the very idea of what it means to survive!

"Strength, endurance, cunning, a keen eye, a stout heart, the insurmountable will to live and an undying devotion to Nightmare Moon!" he stomped a bony hoof angrily into the ground, the impact somewhat lost as he hit the cushion beneath him, "that is what it means to be a thestral! This is why the Trial of the Waxing Moon exists, as it has for centuries!"

"None of that means anything if the one undergoing the trial dies in the process!" Starlight argued, "they're just foals! How can you expect them to survive against something like a manticore? That's insane!"

"Is it?"

Quiet as it was, the deep, raspy voice still cut right through the argument like a razor. The fillies and the other Elders all turned to Dusk, who's eyes were open and fixed solely on Twilight. There was a small smile playing on his face, but to Twilight, it was anything but pleasant.

"You, Twilight Sparkle, are a mere foal after all," he countered, "and yet, you managed to do what many of us thought impossible and slay Tenebris on your own."

Twilight winced and hung her head.

"That was... those were different circumstances," she muttered before shaking her head and glaring back into the calm face of Dusk, "the only reason I was able to do what I did was because I had magic, and even then, it was an accident!"

"I very much doubt that, little one," Dusk replied with a wry chuckle, "still, you are right I suppose, though I think you give our young ones far too little credit. Despite his inappropriate outbursts, Elder Sanguine Oak is not wrong in what he says. Ever since the thestrals either went into hiding almost a millennia ago, ours has been a harsh and unforgiving life.

"In order to adapt, we've had to do things both horrible and fantastic. We trained and pushed our minds, bodies and spirits to their very limits all in the name of survival, and over time, the idea of survival had become ingrained in our very beings. It became second nature to the thestrals living out in these forsaken wastes."

"Elder Dusk speaks the truth," Fallen Snow added, "we understand your concerns, and there are even a few that would agree with you, but whether you accept it or not, survival has become central to our way of life and nothing you or anyone else can say will change that, and as for the supposed lack of magic on our part..."

Both Twilight and Starlight looked on in bewilderment as Fallen Snow's cerulean eyes blazed to life with an arcane light. The air around her seemed to shift and a cool white mist enveloped her withered frame. The fillies watched the old thestral mare warily, not sure if they should be scared or amazed at the display.

Then the temperature dropped like a rock and the fillies gasped from the shock of it. They looked around, wide eyed and shivering as a gentle snow began to fall from seemingly nowhere. Starlight looked up, but found no visible source of the snowfall. Twilight knew better and was staring at Fallen Snow. Her mouth would've dropped open had her teeth not been chattering uncontrollably.

"Y-You... can use Elemental M-Magic?" she asked in a stunned whisper, "but... h-how?"

Fallen Snow smiled as the ethereal glow faded from her eyes. To Starlight's relief, the snow stopped and the temperature returned to normal, as though the weather had never changed.

"We thestrals have a rather interesting ancestry," Fallen Snow replied, her smile growing mysterious, "thanks to that, and the ancient blessing of Nightmare Moon, a rare few of us can tap into powerful Ice Magic. Well, I say powerful, but our abilities are nowhere near as powerful as they once were so long ago."

"Innate Ice Magic," Twilight muttered in disbelief, her eyes shining with awe and curiosity, "that's... that's amazing! Who else can do it? How rare is it? Who were your ancestors and what does Nightmare Moon have to do with—"

"Twilight!" Starlight snapped. She grabbed the other filly's face in her hooves and twisted it around so that they were looking at each other, "Twilight... focus. Yeah, they can use Ice Magic, yeah that's super neat, but I. Want. To. Leave."

"But—"

"No, Twilight, they said we were free to go, so we're leaving... now," Starlight let go of Twilight and rounded on the Elders, "we can leave now, right?"

"Of course," Jade replied with a nod towards the entrance behind the two fillies, "just as ordered, we'll have the gaurds escort you out."

The clop of hooves nearby caused the two fillies to turn in alarm. Coming up behind them were two unfamiliar thestrals clad in onyx armor that covered most of their body and some of their face. The pair consisted of a short, but lithe thestral mare with cold grey eyes and a jet black coat and a large, muscular grey thestral stallion with pale magenta eyes and an unpleasant smirk. Their helmets covered their manes and a cloak draped over their armor covered their tail, making it impossible to tell the color.

"Well, it looks like you got to keep your horn after all, eh, filly?" the large stallion joked, "not only that, but you get to waltz out of here scot free. Talk about lucky."

He laughed a grating laugh and both fillies recognized the voice as that of the stallion who'd assaulted them back in Starlight Cave. With that in mind, they deduced that the mare standing a little ways behind must've been the other guard who'd been with him at the time.

"Can it, Iron," the mare hissed, jabbing the stallion in the side with a hoof, "we're in the presence of the Council. Show some respect, would you?"

"Right, right," the stallion replied, bowing his head towards the Elders, "beg your pardon, meant no offense and all that."

"Ugh," the mare groaned, shaking her head and bowing along with the stallion, "forgive this idiot, Elders, he's... well... he wasn't exactly raised in a cultured household."

"And what's that supposed to mean?" the stallion grumbled under his breath.

"Never mind that," Dying Flame replied, "as you've heard, you are to take these younglings back to the surface and lead them as far as the main hall without delay. You have your orders, I expect you to carry them out. Dismissed."

The two guards bowed low once more before turning to Twilight and Starlight.

"Well, you heard the Elder," the stallion said, smirking at the two, "time to shove off, fillies."

"Hold a moment," Dusk exclaimed. The smoky eyed thestral turned to Dying Flame, "Elder Dying Flame, if you'll permit me, I have a proposition regarding your grandson."

Dying Flame, along with a curious Twilight and an irritated Starlight, looked at Dusk expectantly.

"Oh?" the large thestral replied with an intrigued raise of his brow, "and just what sort of proposition did you have in mind, Elder Dusk?"

Dusk smiled back at Twilight and Starlight. It was an odd, mischievous sort of smile that was horribly at odds with the old thestral's wrinkled features.

"I propose... that young Firebrand accompany these foals to the surface."

Author's Note

We didn't really get to hear Nightmare's side of the story this time, but she'll be back.

A Heavy Burden to Bear

There had been surprisingly little conversation between Twilight, Starlight and Night Runner on the way back to the entrance of Starlight Cave. Most of the trip was spent by the two fillies taking in the bizarre scenery that was the subterranean city of Nightshade.

They'd been allowed to have their blindfolds and anti-magic horn rings removed, much to the relief of them both. Now free to gawk at the sights around them, the girls made note of what they could. Any worries of the city being similar to the Changeling Queen's hive were quickly put to rest once they made it out of the council building and into Nightshade proper.

Nightshade itself was much smaller and darker all around than the hive had been for one thing. Another factor that differentiated Nightshade from the hive were the varied structures. Each and every building, from residences to shops and other establishments, were made of some dark, complex and intricately carved stone, but no two structures were built exactly the same size or shape. Just as Firebrand had described during their initial trip through Starlight Cave, the entire town was lit by massive glowing fungi and some naturally glowing crystals growing out of the ground or embedded in walls.

The light given was only just enough for the fillies to see by, but what grabbed their attention the most was the striking variety of colors on display. Not every source of light gave off the same glow, and as a result, a veritable kaleidoscope of soft blues, bright greens, pale yellows and even some orange here and there dotted the city around them. A nudge to Twilight's side grabbed her attention and she turned to see Starlight staring up at something, her eyes wide with awe. Following her gaze, Twilight's own jaw dropped open at the sight of countless stars scattered above.

It took a moment, but the lavender filly realized that, rather than the actual night sky, they were looking at yet more of the tiny glowing crystals that littered Starlight Cave. The sight gave off yet again the illusion of a night sky, and the result was no less breathtaking than it had been in the cave. If anything it was far more impressive and did much to make the fillies feel less like they were in a cavern and more like they'd stepped outside and into the night's embrace.

Somewhere nearby, Twilight could hear the sound of a gently flowing underground river that she hadn't heard upon their first arrival into the city. A quick look around revealed a wide split in the cobbled stone path further ahead and off to her left where there was indeed a river snaking its way through the city. More of the miniature glowing crystals could be seen below the river's surface, giving yet another illusion of a river of stars. She pointed out as much to Starlight and together they stopped atop a small stone bridge to admire the sight, though they were quickly ushered forward by Night Runner towards their destination.

All in all, for as small as it was, both Twilight and Starlight could agree that despite the pale pink filly's distaste for the city, Nightshade was a far more beautiful place than they gave it credit for. They passed several thestrals on their way, some who stared with open curiosity, some who whispered amongst each other and gestured towards them, and yet others who ignored them outright as they went about their own business. The number of predatory eyes on them had begun to make Starlight somewhat nervous, but Twilight was far too busy mentally cataloging each and every detail of the alien city to notice the stares.

Thankfully the pale pink filly didn't have to deal with it for much longer, as the group eventually made their way back to the lift and another half hour or so found them all back at the entrance of Starlight Cave and waiting for Iron Hide and Firebrand to arrive. As they had nothing but time for the moment, Twilight spent hers pacing the entrance, her face scrunched up in worry and contemplation. Occasionally she would glance out the cave opening towards the massive winding stairway in the distance beyond where she, Starlight, and Firebrand had originally come down to get here.

Starlight sat on her haunches near the guard, watching Twilight with a small frown. The pale pink filly had some thinking of her own to do about the recent events that had transpired and especially about this Nightmare Moon character. Certainly she'd acted the part of a fed up and bratty filly, and sure, she knew she was lucky she hadn't gotten into more trouble for it than she did, but really what else was she supposed to do? Be like Twilight? Fret and worry and fuss over every little detail?

No, somepony had to have their head on straight in this situation, and seeing as they only had each other to rely on for now, Starlight supposed she'd have to be level-headed enough for the both of them. Aeon certainly wasn't going to be any help in the matter and, in Starlight's opinion, the less said about Firebrand, the better. That thought led her mind to wander to the colt and why everything about him seemed to rub her the wrong way. Was it because he was a thestral? Was it his personality? Was it a little of both? Or was it something else entirely that she hadn't figured out yet?

Maybe just a hunch? A bad feeling?

Starlight didn't know for sure, but whatever it was, it certainly didn't endear the colt to her at all. The more she thought about it, the more annoyed she got, so she tried to put it out of her mind, only for her ears to perk up as her and Twilight's chaperone suddenly spoke up next to her.

"Bit for your thoughts, kid?"

Starlight turned and looked up to see the thestral mare had removed her helmet at some point and was looking down at her with a rather bored looking expression. She—Night Runner if Starlight remembered correctly—had fallen to her own haunches and leaned back against the wall of the cave. Without her helmet to hold it in place, her violet mane had fallen over one grey eye. She brushed it back as she address Starlight again, the filly not having responded right away out of sheer confusion.

"What?" the mare asked with a raise of her brow, "just because I'm the big bad guard who brought you in I can't make small talk?" she shrugged as Starlight frowned in response, "hey, we got nothing else to do until Iron Hide shows up with the other brat, so... what's eatin' ya?"

"What do you care?" Starlight asked warily, "and does it matter? We're never gonna see each other again, so why ask at all?"

"Because I'm bored?" Night Runner replied, "because I'm curious? Because, like I said, we got nothing better to do than talk. I may be a guard, but I'm not big on just standing around and quietly twiddling my hooves. I do enough of that during my normal duties."

Starlight regarded Night Runner silently for another moment, unsure what to make of this new attitude. She couldn't say she disliked it, it reminded her of how she herself normally acted, but still...

"You were there, weren't you? You and that other guard?" Starlight finally replied, "didn't you see what happened?"

"Iron and I were there for most of it, yeah," Night Runner replied, turning to watch Twilight as she continued to pace and mutter to herself, "but from where I'm standing, it seems like everything worked out in the end," she turned back to Starlight with an impressed smirk, "I mean, the two of you even managed to catch our Night Mother's attention. I'd say that's something to be proud of, not scowl about."

"Excuse me for not jumping for joy," Starlight grumbled, looking away from the bemused mare, "but there's... a lot going on in our lives right now. There's a lot of stuff me and Twilight are trying to deal with, and this whole situation didn't help."

"Oh?" the mare replied, leaning down towards the filly, her eyes shining with renewed curiosity, "care to fill me in?"

"No."

Night Runner leaned back, snorting in disappointment.

"Aw, c'mon, kid," the thestral mare mock pleaded, "I've lived my whole life down here and the average thestral hardly ever hears anything about what happens on the surface," she frowned and her gaze idly wandered towards the depths of the cave, "usually its only what the Council deems necessary to reveal, and even then they don't reveal much."

"You're not really missing out, trust me," Starlight replied, suppressing a shudder as the memory of the demon attack flashed across her mind, "honestly, I don't care what that weird old stallion says, you all are probably better off down here."

Night Runner's frown deepened slightly at that, but before she could reply the sound of distant hoofsteps punctuated by a nervous, foalish voice from deeper within the cave drew all of their attention. From out of the gloom emerged a fully armored thestral stallion, quickly followed by a much smaller, fiery maned thestral colt. The voice in question no doubt belonged to the colt, and that was reveal when the two newcomers stepped out into the light beyond the cave.

"...glad for them, really, but to send me up there?" Firebrand was whining to a thoroughly disgruntled looking Iron Hide, "I never wanted to go up to the surface to begin with! I'm not ready! I know that, grandpa knows that, and so does the rest of the Coun—"

"Look, boy," the armored stallion interjected roughly, rounding on the startled colt, "I've listened to you piss and moan about this decision since we left the Council's chambers, and I'm sick of it," he leaned down, narrowing his cold magenta eyes, "this was the Council's decision, and your grandpa gave his blessing. There's nothing you can do about it, so I suggest you zip your lip and get over it, get me?"

Firebrand only whimpered unhappily in response, his ears lowering as he looked away. That seemed to be enough for the armored stallion, who snorted and turned to trot the rest of the way to where the others were. After a moment, Firebrand silently followed behind, his head hanging low and a soft, despondent sigh on his lips.

"I take it the discussion went well?" Night Runner asked with a smirk, "kid seems pretty excited at least."

"Can it, Night Runner," Iron Hide groused in response, "let's just get this over with."

Night Runner watched Iron Hide pass by her with a slight chuckle before following after. Twilight, having watched the exchange between Iron Hide and Firebrand worriedly, was quick to make her way over to the thestral colt. Starlight sighed discontentedly, but went after her nevertheless, and together they all followed the two guards as they made their way towards the spiraling staircase.

"Hey... you okay, Firebrand?" Twilight asked quietly, to which Firebrand only gave her a brief side glance before hanging his head once more and staring at his hooves. Twilight frowned and tried again, "I know this isn't exactly what you wanted, but at least you won't have to do that trial, right?"

"Yeah," Starlight added with mock cheer in her tone, "now you only have vicious demons, horrifying desert beasts and shady ponies and griffons and minotaurs and the like to worry about, just like us!"

Starlight's words were met with a terrified look from Firebrand and scathing glare from Twilight, but the filly only shrugged in response.

"What? Sugarcoating the truth isn't gonna help anypony," she replied airily. When the looks didn't abate she rolled her eyes, "oh c'mon, Twilight and I have survived this long, so you'll probably be fine, and besides, I heard from you're grandpa that you were a good fighter."

"But I hate fighting!" Firebrand cried, turning to fully face the two fillies, "combat practice is the worst, and I only fight when I have to, and even then only when the instructor gets really mad."

Twilight and Starlight looked at each other uncertainly before turning back to Firebrand. Unbeknownst to all three foals, both Night Runner and Iron Hide had stopped and were listening in as the distraught colt continued his rant.

"I know you're trying to cheer me up, but you don't get it—neither of you do," Firebrand paused and took a deep breath before continuing on in a calmer, but no less upset tone, "if I'd gone through with the trial, I could've just avoided Tenebris altogether until the trial was over.

"I wouldn't have had to fight her at all, and I could've just gone back to Nightshade. Yeah I still would've had to do combat training every now and then, but I wouldn't have been sent out to do any dangerous missions—at least not for a long, long time. Now I'm gonna have to train and fight all the time, so no, it's not better that I'm gonna be living on the surface."

"Firebrand," Twilight began softly, "I... I didn't know you were that against all of this, and I'm sorry you have to go through it, but..." she moved closer, putting a hoof on Firebrand's shoulder and giving the colt a reassuring smile, "...you don't have to go through it alone, y'know? Starlight and I will be there to help you... if you need it I mean."

Firebrand stared back at Twilight for a moment, then opened his mouth to speak, only to shut it another moment later. With a bitter sigh he gently pushed the lavender fillly's hoof away and continued forward towards the guards. Night Runner turned to Iron Hide, her eyebrow raised in a silent question, but Iron Hide only shook his head and they both moved ahead once more.

Before any of them could get too far, Firebrand suddenly found himself wrapped in a turqoise aura and roughly yanked backward. One startled yelp later and he was face-to-face and practically nose to nose with a very irate Starlight. He tried to move, but Starlight's magic held him fast, not letting up even as she spoke.

"Oh, I'm so sorry you were ripped away from your comfy little life in your tiny little hole in the ground," the pink filly sneered, "but sometimes life doesn't work the way you want. Sometimes life bucks you in the teeth and there's nothing you can do about it. Sometimes—a lot of the time, life... just... sucks, and like the big guy over there said, you need to stallion up and get over it."

"Starlight," Twilight began, both completely nonplussed and upset at the other filly's outburst, "think about how he feels for a moment," she moved closer to the two, her eyes pleading with Starlight to understand, "the one thing he didn't want was to be cast out, and now that's more or less what happened here. Of course he's gonna be upset about it."

"Yeah," Starlight shot back, her furious eyes never wavering from Firebrand's, "and you and I both know there are way worse things that can happened than just being cast out of your home."

"Well... yeah, but," Twilight argued, suddenly uncertain at Starlight's response. She paused, then spoke again, her tone more sure, "but he doesn't know about any of that, not yet. I don't think it's fair to hold him to that kind of standard and expect him to just 'get over' his life completely changing like that."

"And you think it's fair that we had to get over what happened to us just like that?!" Starlight snapped, finally rounding on Twilight, "we have no homes to return to! We have no family waiting to take care of us anymore! That's all gone now!" she shook the colt in her magic, causing him to yelp again, "At least he still has his grandpa!"

"I'm not saying that's fair either! None of it is, and I know there's nothing we can do about that," Twilight argued back, "but it's not like we were okay right away either! I still don't think we are! Daddy—"

Twilight's voice hitched, but she fought through the unexpected stab of grief and pushed on, determined to get her point across.

"...my grandpa died when I was really small—smaller than I am now, and my mom was really upset for a long time. My... my brother and I tried to cheer her up, but nothing worked. When I asked my dad about it, he told me my mom was grieving, and that it takes time for ponies to recover from loss."

"But this isn't loss!" Starlight growled, "he didn't lose anything! Not like we did! Maybe something will change at some point and maybe he'll get to go home to his friends and family. He'll always have that possibility, we won't."

"Actually..."

At Iron Hide's gruff voice, the two bickering fillies turned to see he and Night Runner had stopped a little ways ahead and were once again watching the exchange. When he had their attention, Iron Hide spoke again, the ghost of an amused and slightly vindictive smile on his face.

"Little Firebrand here hasn't been cast out at all," Iron Hide continued, "far from it in fact."

Starlight blinked and slowly turned from Iron Hide to the colt she was still holding captive in her magic. She took special note of the colt's shamefaced expression and his refusal to look her in the eye. She stared at him blankly for another second before turning back to Iron Hide.

"Run that by me again?"

"Gladly," Iron Hide replied with a bit too much cheer in his voice, "while the Council has decreed that Firebrand is to live on the surface, he's actually required to return to Nightshade once every two months for three days to report his progress on his studies, the goings-on of life above, and to continue training only thestrals are privy to—albeit it at a much slower pace."

There was tense and uncomfortable beat of silence between the group for a long moment. Night Runner glared at Iron Hide, not amused in the slightest at him stirring the pot, but the stallion only smirked and—having said what he wanted to say—continued trotting up the stairs.

"Just wanted to set the record straight is all," he finished with a small chuckle, "wouldn't do to have such a glaring miscommunication between new friends, eh?"

Night Runner went to say something to the foals, but seemed to think better of it and sighed before following after Iron Hide. That left Firebrand to confront the two fillies alone, and at that moment he would've rather fought against Tenebris than deal with the situation he was in now.

"Starlight... Twilight... look, I didn't—"

His words were cut off by his own surprised grunt as Starlight magically shoved him away from her. He stumbled, trying to regaining his footing, only to be sent sprawling on the floor as the pale pink filly pushed past him and silently stormed her way up the stairs. Both Twilight and Firebrand watched her go, but Starlight didn't look back or say anything more.

A few seconds passed by before Twilight held out a hoof towards Firebrand. The colt looked at her, surprised, but Twilight smiled a small, sad and—Firebrand couldn't help but notice—somewhat oddly strained smile. Reluctantly, he took the offered hoof and the remaining filly helped him up the rest of the way.

He muttered a thank you and Twilight shook her head before making her way towards and up the staircase after the others. She stopped a few steps up and turned to cast Firebrand a side glance.

"Try to cheer up, okay?" she said quietly, "if things get bad, just remember that you have a place to return to and ponies... thestrals who care about you."

There was something in Twilight's voice that made Firebrand wince and a pang of guilt stabbed at his stomach. He wanted to say something—anything; he felt he needed to, but it was already too late. Twilight had already begun heading upstairs, and just like Starlight, she didn't bother looking back to see whether he was following or not.

Author's Note

Well, this chapter was certainly more emotionally charged than I expected it to be, but that's how things go sometimes I suppose. Anyway, it's back to the Fortress proper and onto the next order of business in the next chapter.

A Constellation in the Shadows

The rest of the trip back to the main hall of the Fortress was a tense and uncomfortable affair for the foals. Starlight hadn't said a word since her initial outburst, and no one was willing to approach her about what had happened between her and Firebrand. Twilight was too caught up in her ruminations of everything she'd been through over the past few days to alleviate the tension. Firebrand, still feeling somewhat ashamed at his own behavior, was wise enough to keep his own mouth shut, though his own feelings on his personal situation hadn't fully changed, despite the new outlook on things provided by Starlight.

The two guards that escorted them through the maze of shifting halls had nothing to say on the matter and ignored the tension altogether. So things went until Night Runner finally announced that they'd left thestral territory and entered the main hall. If it hadn't been for the grandiose staircase leading up to the second and third floors at the other end of the hall and the few armored ponies and griffons patrolling the halls further up ahead, the fillies would've mistaken the large corridor for another one of the barren halls they'd just come from. One looked out one of the windows lining the halls revealed why there was so little activity.

The sun had long since set and the moon and stars were out on full display. The fillies had lost almost an entire day to their unintentional 'adventure' into the thestral's domain, and now it was most likely past curfew.

"How long were we down there?" Starlight muttered, staring out the window with a worried frown, "I'm pretty sure it was still morning when we got lost in that stupid maze."

"Hey, time flies when you're having fun, right?" Night Runner joked, causing Starlight to glare back at the thestral guard. Night Runner just shrugged and moved on, "I heard about the whole curfew thing. Bit weird if you ask me, but I wouldn't worry about it too much. I'm pretty sure something or someone's gonna—"

"Oi, you lot!"

Every eye in the group turned to see what Twilight and Starlight assumed was two of the Fortress guards quickly making their way towards them from across the hall. One was a griffon male, the other a pegasus stallion, and both were heavily in worn mail that'd been dulled to a murky grey color by age. Neither looked happy to see them all standing around an empty hall in the middle of the night, not when everyone aside from the Fortress guards were supposed to be tucked away in their dorms or barracks.

"Evening, boys!" Night Runner called out in a mock tone of joviality, "nice night out, eh?"

"Stow it, batpony," the griffon hissed with no small amount of distaste. The thestral mare narrowed her eyes at the griffon's tone, but he ignored her completely. Instead turned his attention to Iron Hide, "you wanna tell me what a couple of thestrals and..." he glanced down to see Twilight, Starlight, and Firebrand standing behind the two adults and his frown deepened as his gaze returned to Iron Hide, "...a bunch of foals are doing wandering around the Fortress after curfew?"

"Who knows?" Iron Hide answered, taking a challenging step forward and glaring up at the griffon, "why don't you ask that pony you all worship so much? Aeon, wasn't it? Maybe she can tell you."

Twilight had the sudden urge to point out that Aeon had also apparently been a prominent figure in thestral society as well, but that urge was buried under her current anxiety of what might happen next.

"Aeon ain't here right now, so I'm asking you," the griffon retorted, leaning down so that the two were nearly beak to muzzle, "look, it's been a long day, and I'd rather keep things civil, so why don't you make my job a little easier and tell me what you lot are up to, eh?"

"Iron Hide, just tell the birdbrain so we can move on," Night Runner sighed, "you know what'll happen if the Elders think we've been gone too long."

That... won't be necessary...

We can... take things from here...

A sudden chill settled over the bickering group and both Twilight and Starlight couldn't help but shiver involuntarily as an odd and wholly unpleasant tingle shot down their spines. Everyone else save for Firebrand drew their weapons, the two adult thestrals having lowered into a battle stance and brandishing hidden wing blades. The two disembodied voices echoed through the entire hall, the tone haunting and ethereal.

"W-What the hay was—"

"Starlight, look!"

Cut off by Twilight's sudden outburst, Starlight turned to the other filly to see her staring wide-eyed at something beneath both of them. The pale pink filly followed her gaze and barely choked back a scream as her own shadow began to twist, warp, and stretch outward towards the griffon and pony guards. It wasn't just Starlight's shadow either; both hers and Twilight's shadows elongated, pulling themselves further away from the pair of shocked and horrified fillies. The two guards for their part cried out in surprise and quickly shuffled away from the creeping shadows, their weapons at the ready for whatever came next.

Rather than attack, however, the shadows stopped just short of the two guards and slowly rose from the ground, their shapes morphing into something vaguely equine. Before long the pitch-black silhouettes of two ponies stood in front of the stunned guards. For a moment no one spoke, but the silence didn't last long, and to the surprise of Twilight and the others, it was the pegasus guard that spoke first, his eyes widening with recognition.

"Wait... a-aren't those..." he muttered shakily, dropping his weapon before nudging his fellow guard, "hey... Arne, wasn't there a rumor going around that Aeon caught two shades that escaped from Tartarus? I remember hearing something about her binding them to her service or something like that..."

The griffon gave his partner an incredulous look before returned his disbelieving gaze back to the shadowponies. He blinked once, then snorted and readjusted his stance before glaring at the two shadows.

"I... I don't buy it!" the griffon growled, "why would Aeon need shades under command? We've got perfectly capable Defenders to get done what needs to be done, right? I bet those damned batponies brought these things up with them from the depths!"

"E-Excuse me?!" Night Runner cried indignantly, "just where the buck do you get off you racist son of a—"

Oh, dear...

It seems... they don't recognize us...

I suppose... that's to be expected... given our appearance...

Shall we... shed our black guise... sister?

Must we, sister?

I think we must... lest the situation... escalate...

...Mm.

With the matter apparently decided and no small amount of confusion on the part of everyone else involved the two pony-shaped shadows suddenly blew away, scattering across the hall and vanishing into nothingness like dust on the wind. Standing in their place, bubbling black and violet aura fading from their horns, were two flesh and blood ponies—two identical unicorn mares to be exact. For a moment, Starlight thought she was looking at two other fillies, but upon closer inspection, the two were clearly mares, albeit on the shorter side.

Both wore black thinly plated, form-fitting barding beneath hooded cloaks not dissimilar to the one Aeon herself wore—although the jade brooch Aeon used to pin her cloak had been replaced by a simple circular clasp made of silver. Beneath their raised hoods, both mare's cloudy violet eyes and darker forest green coats contrasted heavily with snow-white manes that practically spilled down their face, their long silky locks nearly reaching the floor. The only real difference between the two mares, as far as Starlight and Twilight could tell, were the shape of their eyes; one mare had eyes that were wide and staring, giving the strange impression that she was constantly in awe of something. The other mare's eyes were half-lidded and sleepy.

Another trait they both shared, in particular, was the oddness of their gaze, their eyes both dull and piercing all at once. As if to complete the rather unsettling image, neither mare wore any kind of actual expression and when they finally spoke after revealing themselves, it was in a near-identical monotone.

"Castor..." said the sleepy-eyed mare.

"Pollux..." said the wide-eyed mare.

""Do you remember us now, Arne?"" they both asked simultaneously.

"Gemini," the griffon muttered, his angry and suspicious demeanor once more switching to disbelief, "so that's how it's going to be then, is it? You're to be the... escorts of this rabble?"

The mares slowly nodded once in response, never breaking eye contact with Arne. The griffon was silent for a brief moment, his narrowed eyes darting to the group of thestral. He clacked his beak in frustration but ultimately slammed his sword back into its scabbard before turning away from them all.

"Very well then," he finally replied, grimacing in displeasure but giving the group of foals and thestral guards a curt nod over his shoulder all the same, "...as you were."

"W-Wait, what?" the bemused pegasus guard asked, whipping around to face his retreating partner, "Arne, what's going on? Who are these two?"

"I'll tell you later, rookie," Arne snapped back, "now pick up your weapon and get back to your post! We're done here."

The stallion, apparently a rookie guard, jumped at the command and snapped his weapon back up. He turned to give the twins and the rest of the group one last bewildered look before hurrying after the senior guard. The moment they were out of earshot, Starlight spoke, her voice quiet but carrying a weight the everybody else could feel nevertheless.

"Can somepony please explain what the buck is going on?"

It was a fair question, and one that filled the minds of each thestral present. Twilight, for her part, stared at the two identical mares as they finally turned their attention to the remaining group. They looked nothing like them, but the mere fact that they were twins triggered something in the back of her mind, and her stomach twisted in painful knots at the memory beginning to rise to the surface. With an effort far beyond what she thought herself capable of she pushed the memory back down, remembering the rousing speech she herself had given Starlight that very morning before they both had stumbled into their little 'misadventure'.

I have to move on...

With that thought, she moved her focus to other, more important things. Things like the fact that those two mares had apparently been using Dark Magic to hide within their shadows.

"How long have you been following us?" Twilight asked the mares, her question completely overriding Starlight's as everyone looked in her direction, "you were using Dark Magic to hide yourselves, right? I saw it when the shadows went away."

"Y'know... I bet they were sent by Aeon," Starlight guessed, her eyes narrowing with immense suspicion, "knowing her, she probably had them tailing us since before we even got lost."

"Wait, seriously?!" Night Runner exclaimed, looking from the fillies to the twins. Something seemed to click in her mind and she frowned at the two warily, "...is that true?"

"Spies," Iron Hide grunted with a disgusted sneer, "using fillies to gather information. Knew that arrogant nag couldn't be trusted."

At the accusations filed against them, the twins glanced at each other, their mostly blank expressions unchanged.

"It appears they've... made some troubling assumptions, sister..." droned the sleepy-eyed Castor.

"It can't be helped, sister... they are not... entirely wrong..." came the equally languid reply of the wide-eyed Pollux.

There was another brief pause while the two glanced at each other. This time there seemed to be some kind of silent conversation taking place between the two and this was confirmed when Pollux nodded and stepped forth to address the others.

"We were, the two of us... ordered by our Mistress... to watch over the fillies while she is away... this much is true..." the mare explained before turning to the two thestral guards, "we have no interest... in your sanctuary... our Mistress knows all she needs to know... about the city of Nightshade..."

As the fillies parsed these words and began to realize what they implied, Pollux wrapped her horn in a bright yellow glow and levitated a rolled-up scroll from beneath her cloak.

"If you still require convincing... then show this to your Elder... the one called Dusk..." Pollux continued, floating the scroll over to Iron Hide who, rather than take it right away, eyed the piece of parchment with a wary scowl, "I'm certain... this will clarify things... feel free to read it if you wish... though I doubt you could make sense of what is written..."

In response, Iron Hide snorted and snatched the scroll out of the air before pulling it open and scanning the parchment. Curious, Night Runner moved closer to Iron Hide so that she could read over his shoulder. As the two read whatever was written within the letter, Twilight and Starlight took the opportunity to speak, both fillies already coming to the same realization by now.

"So you've been with us this whole time?" Twilight asked taking a step forward, "since before we got lost? Since before we were trapped in that maze? Since before we got attacked by a manticore?"

Pollux nodded.

"You two were there, supposedly 'watching over us' on Aeons orders?" Starlight supplemented, getting another nod from Pollux, "okay... so tell me, what does 'watching over us' mean to you two exactly? Because I was under the impression that 'watching over us' meant... I don't know, maybe jumping in to help us before we get mauled and eaten by a massive rampaging beast!"

Neither mare said anything in response, nor did they show any sign of shame or guilt.

"I... if I hadn't... If I hadn't killed that manticore..." Twilight said in a shaky near whisper, "if my magic hadn't gone out of control like that, Starlight and I would've died... if you were there, why didn't you do anything? If you'd helped us back then, I wouldn't have had to—"

"You did... what was necessary... to survive..." Castor cut in, moving to stand next to her sister, "exactly... as our Mistress intended..."

"I... what?" Twilight asked, a bewildered frown crossing her face.

"This is not a place... meant for the weak and sheltered..." Pollux explained, "you will find... very few creatures willing to hold your hoof... our Mistress understands this... and wanted you two to understand as well..."

"The day was yours to do with as you wished... we were merely meant to observe..." Castor continued, "only in the most dire circumstance... were we to intervene... as our Mistress ordered..."

"And that... all of that back there didn't count as 'dire circumstance'?!" Starlight shouted in indignation as she gestured in the general direction they'd all come from, "we were nearly eaten! We were thrown in jail... again! Who knows what those Elders would've done to us if Nightmare Moon hadn't showed up! Oh yeah, by the way, Nightmare Moon showed up! The Mare in the Moon herself!"

"We are aware... we witnessed as much for ourselves..." Castor replied dully, "and no... none of that qualifies... as dire circumstance..."

Her gaze shifted briefly to Firebrand, who'd been quietly observing the entire situation with no small amount of shock and confusion. Seeing he had the mare's attention, he jumped slightly and shrank further back behind the two fillies. Castor only blinked once at that and returned her attention to Twilight and Starlight.

"You should also be aware... that had we interfered then... your punishment would have been... far more severe..." she pointed out, "justice meted out so swiftly... that Nightmare Moon would've had no chance to intervene on your behalf..."

"What? Why?" Starlight asked incredulously, "what would've happened?"

"The Elders—well, most of them—were willing to be a bit more lenient because they understood that you were foals who got caught up in something you didn't understand," Night Runner explained, having read the letter with little comprehension of what it meant, "if the two of you had been adults or were found guilty of colluding with adults to sabotage the trial—specifically with intent to kill Tenebrae... well..."

"Let's just say that Elder Sanguine Oak probably would've had his way," Iron Hide finished, rolling the parchment back up and stuffing it in his armor, "and if he'd had his way, the whole lot of you might've actually had your horns removed."

"Y-You wouldn't..." Starlight stammered, her pale face moving from Iron Hide to the twins, "you wouldn't let that happen, right? That would count as dire circumstances wouldn't it?"

"It would..." Castor replied after a moment.

"We would, at the very least... not allow ourselves to fall victim to such a fate..." Pollux continued, "we would fight to escape... and we would do so with ease... but in doing so..."

"A pact... between our Mistress and the thestral race... would be broken..." Castor finished, "it would be... very inconvenient for Mistress Aeon... if that were to happen... but she was willing to take that risk... because she believed it would not come to that... and she was right..."

"You did well... Twilight Sparkle..." Pollux added with a nod towards the filly in question, though her expression still didn't change in the slightest despite the praise, "Mistress Aeon will most likely be pleased... to hear about this development... when she returns..."

"Wait... so hang on a minute," Night Runner chimed in with a frown, "you may not have been caught, but we're still here, and we just heard... all of that. What's to stop us from just—"

"Forget it, Night Runner," Iron Hide sighed, "unlike you, I more or less got the gist of the situation from the letter. If I'm reading this right, then the foals are basically off the hook," he turned to glare at the twins, "...and so are they," that said, he grunted in frustration, spat to the side, and turned to leave, nearly bowling Firebrand over as he practically stomped away, "our work is done here."

Night Runner watched him go for a moment, before shaking her head and turning back to the twins. She wanted to say something else and opened her mouth to do so, but then realized there wasn't really much else to say. They'd brought the foals to the surface just as instructed, and everyone was in the clear, despite the violation of this pact, whatever it might've been. She thought about asking who the mares actually were, but not only did it not matter because odds are she wasn't going to see them again, but she also got the distinct feeling the answer was above her pay grade. And so, deciding it wasn't worth it, she simply shrugged her shoulders and turned to follow after Iron Hide.

"Welp, I'm not sure what this is all about, but I guess I'm supposed to leave the rest to you two," she said, a hint of bemusement still lingering in her tone. She stopped next to Firebrand and, on a whim, leaned down and whispered with an impish grin, "hey, kid... tell me about the surface when you get back. I wanna know if being a Defender is worth the trouble."

With that, she trotted off with a wave of the hoof and one last goodbye to the group. That left one confused thestral colt, a pair of eerie chaperones, and two very troubled fillies with a multitude of questions standing in the nearly empty moonlit corridor.

A Meeting Postponed

"Hey, um... can I ask a question?"

The twin dark mages leading the small party of foals down the main hall towards the spiral staircase that led to the second and third floors simultaneously turned to the curious lavender filly who'd just spoken. Twilight, who found herself intimidated at their sudden silent gaze, had to find her voice again but continued on nonetheless with the question that was bothering her. Starlight and Firebrand looked over her as well, their looks less unnerving but no less curious.

"You, uh... you said before that Aeon believed everything would turn out okay with the thestrals in the end," she began, trying and failing to look the twins in the eye as she spoke, "that implies that she knew we were in Nightshade, right? Did she see everything you both saw?"

The Gemini Twins turned to each other for a moment to have what looked to Twilight like another silent conversation. To Twilight's relief, the awkward silence that followed didn't last long, and the two were quick to respond.

"Our Mistress... did not witness your exploits... through our eyes," said Castor.

"She has gone past the Celestial Barrier... where the magic that would require such a feat... cannot reach," finished Pollux, "we can, however... continue to communicate... through simple Telepathy... neither the Barrier... nor the distance... are an issue for us."

"So you two are basically spies," Starlight pointed out, "I mean, if that's not what a spy does, then what is?" she turned to Twilight, "right? I'm right, aren't I?"

"Call us what you will," Castor replied in a dull but oddly flippant tone, "there are no secrets... between us and our Mistress."

"Our eyes and ears... are hers to do with as she sees fit," Pollux agreed.

Evidently feeling they'd made their point, the twins returned their attention to the path ahead. It was clear they were done with the conversation, but neither Twilight nor Starlight was satisfied with just that. For Starlight's part, the filly couldn't help but frown at the blind devotion they had to Aeon.

If we hang around that mare long enough, are we gonna end up like them? Like obedient little dogs, wagging their tails at every word she says?

The thought of it made her shiver slightly.

"Yeah, fat chance..." she muttered under her breath.

Twilight heard Starlight, being right next to her, but the only response she gave was a flick of the ear. She had other things on her mind and hadn't yet asked what she wanted to ask. Even without context, the lavender filly got the feeling she knew what Starlight was referring to, and if she was right, she could understand where the other filly was coming from, but...

"So... so if she knows what happened," Twilight continued tentatively. This time it was only Castor that turned to listen, but that was enough for Twilight to keep speaking, "...if she knows about what happened with the manticore... with Tenebrae... w-what does she think? Does she know what happened? O-Or why I—"

“Flight-or-fight response,” Castor explained, “a miracle… shaped by your affinity… and triggered by your survival instincts… nothing more,” as she spoke her next words, the mare smiled, though it was almost imperceptible, “I assure you, Twilight Sparkle... our Mistress is quite pleased… at this development.”

Twilight blinked in surprise.

"She... she is?" the filly asked, not quite sure how to feel about the response, "b-but I killed the manticore! I almost caused an incident with the thestrals!"

"They weren't too happy that Twilight offed their pet," Starlight chimed in with a sour frown, "that was kind of the whole reason we were arrested."

Firebrand, who'd been listening quietly up to that point, opened his mouth to say something, but Pollux cut him off before he could get the chance.

"The end result of your actions... doesn't matter to our Mistress," Pollux replied. She finally turned to stare into Twilight's eyes—much to the filly's discomfort, "what's important... is the experience you've gained... that feeling... that raw emotion and immense power coursing through you... remember it well, Twilight Sparkle."

But the filly didn't really want to remember it, she didn't want to remember any of it if she could help it. The look on her face must've said as much because now both twins turned to her before glancing at each other with small frowns. After a brief pause, Castor and Pollux seemed to lose interest and focused their eyes forward, but not before both spoke to Twilight one last time.

"Emotion plays an integral part... in the casting of Dark Magic, Twilight Sparkle... more so than almost any other branch of magic," she gave one last glance Twilight's way, "if you wish to master Dark Magic... if you want to avoid losing control... then learn to master your emotions."

"Our Mistress sees great promise in you... both you and Starlight Glimmer," Pollux continued, "she desires to cultivate that potential... and once honed, together your power will bring great change... to this wretched wasteland... this is our Mistress's ultimate wish... so please, do not disappoint her."

Though the flatness of their tone hadn't changed, both Twilight and Starlight could still feel some kind of negativity rolling off the twins, and Starlight, in particular, didn't miss the veiled threat in Pollux's 'plea'. The words of the Gemini twins were enough to quiet the fillies, and they all continued up the spiral staircase in silence—Twilight and Starlight's mouths shut, but their minds preoccupied with the implications of what Pollux had said. Twilight almost didn't notice when the twins halted their advance once they'd all reached the second floor. As Starlight stopped the other filly from bumping into Castor, Pollux turned to Firebrand, speaking loud enough for everypony to hear.

"This is where we are meant to part ways... with the others," she announced, "you and I... will go to see the one who will guide you... during your stay on the surface... come, little Firebrand..."

Without another word and without waiting for the thestral colt to reply, the diminutive mare started off down the mostly empty hall towards a destination unknown to the two fillies. Firebrand lagged behind for a moment, sputtering in confusion. He turned to the remaining three but received no help or explanation from any of them.

"What are you doing?" Starlight gestured down the hall with an impatient grimace, "she's gonna leave you behind!"

"You should probably just follow along," Twilight said with a small but sympathetic smile, "that's what we've had to do pretty much since we got here. You'll get used to it... probably."

"Well, b-but... I mean," the colt turned to Castor with a bemused and slightly pleading expression, "who am I gonna meet? If it's not Aeon, then—"

"Her name is Cheshire," Castor replied, "a retired Defender... she will see to your training... and your lodgings... go on... you're falling behind, little Firebrand," she turned to Twilight and Starlight, "we should be going as well... though night has fallen... your day is not yet over..."

Like her sister before her, the sleepy-eyed mare turned away and began moving without another word, though instead of further down the hall, she started making her way up the staircase to the third floor. Both Twilight and Starlight began to follow but stopped at the sound of Firebrand calling out to them. Both fillies turned, Twilight with a look of curiosity and Starlight with irritation etched into every part of her expression.

"Um... look, I..." the colt began. His eyes fell on Starlight, who's frown deepened. He winced and looked away, but continued on despite the glare, "...I'm sorry, alright? I didn't know you two had it that bad. I didn't mean to be insensitive, I just..." he glanced back toward Starlight and Twilight, but quickly looked away again before turning around, "n-nevermind, that's all I wanted to say... I'll... see you around, maybe."

And with that, he took off after Pollux, who'd already made it quite a distance, but was still in sight. Both fillies watched him go for a moment, but it wasn't long before Starlight followed after Castor, snorting in annoyance as she made her way upstairs.

"I'll be happy if I never see him again," she muttered loud enough for Twilight to hear, "the wimp can go die in the wastes for all I care."

Twilight gave Starlight a disapproving frown at the harsh comment. She found it a little unfair and just a touch unnecessary but said nothing in response as she followed behind. It wasn't worth arguing over she decided, and besides that, there was something else on her mind—namely what Castor had said about their day not being over. Unable to let that go, she asked about it once they'd caught up to the cloaked mare.

"So what did you mean by that?" Twilight asked as the small group made their way back to the library, "what else do we have left to do?"

"Yeah, I'm exhausted," Starlight complained, "can't we just call it a night and go to bed?"

It was true; the day's events had occupied much of their energy and attention, but now that their ordeal was more or less over, that energy was spent and both Twilight and Starlight couldn't help but focus more on their sore bodies and weary minds. They needed sleep, and badly, but to their disappointment and Starlight's frustration, Castor merely shook her head at the notion.

"Not yet... there is more for you to do... an agreement you must uphold..." she said in a dull but solemn tone, "a chance meeting... a mare in need of help... she waits for you in the library even now."

"A mare?" Starlight replied, frowning in bemusement, "what mare? What are you—"

Twilight's sharp and sudden gasp cut her off and the pale pink filly turned to see a look of both realization and guilt on her companion's face.

"Fleur!" she cried, "oh, Celestia, I completely forgot about her!"

"Who?" Starlight asked again, more baffled than before. It took a second, but after a bit of thought, she groaned and slapped a hoof to her face, "oh, right... her. You're telling me she's still there waiting for us? Why? And how do you even..." she paused and gave Castor a flat, not-at-all amused look, "right, you two have literally been shadowing us all day apparently."

"A job given to me by my Mistress... and one I must continue for the time being," Castor replied, with a single nod, towards Starlight, "Mistress Aeon wishes to ascertain... the reason behind that mare's suspicious behavior... to that end, my sister and I... will accompany you two as we have been... while you fulfill Fleur's request."

Starlight attempted to protest, but her pleas and outrage went unheeded by the mare. Twilight, on the other hoof—while not at all pleased that they were being used—was much more okay with the idea, given that she'd been the one to agree to help Fleur. While she hadn't exactly made a promise, she would've felt terrible if she'd missed the mare altogether. She already felt bad enough as it was, so when Starlight finally threw open the doors of the library and they all stepped inside to see Fleur waiting at one of the many empty tables near the back, Twilight was somewhat relieved. From the sharp gasp and shocked, panicky look on her face at the sight of the small group, Fleur clearly hadn't expected anypony to come waltzing right into the library so late at night. Starlight didn't miss that, and narrowed her eyes, feeling already that something was off.

"Ah! You are—" the startled mare began, rising from the desk she sat at so abruptly that she nearly knocked over her chair. She paused for a moment, terrified, then squinted at the two fillies trotting into the library and sighed quietly in relief a moment later, "—oh, goodness, I thought—but no... you are Twilight Sparkle and... Starlight Shimmer, yes?"

"Glimmer," Starlight grumpily corrected as she neared the table, "Starlight Glimmer, and yes, we're here despite how late it is. Question is why are you still here?"

As Starlight spoke, both fillies moved to seat themselves at the table Fleur sat at just as they'd done earlier that morning. Castor had once again melted into Twilight's shadow before she and Starlight entered the library and said filly was trying not to think about how uncomfortable it made her now that she knew the mare was there watching and reporting everything the two said and did.

"Oh, w-well..." Fleur frowned as she eased herself back into her chair, "it is a very funny thing, you see... I waited for you two for some time, but you did not show so I returned to my room in the tower," she shook her head and her frown deepened slightly, "but when I returned, I found a letter address to me on my bedside stand."

"A letter?" Twilight asked, now wearing a bewildered frown of her own. She and Starlight glanced at each other from across the table before looking back over to Fleur, "what letter? What did it say?"

"The letter... it mentioned the two fillies I was waiting for would be returning to the library just past midnight and to wait for them here," she eyed the other two sitting at the table with no small amount of bemusement and suspicion, "it could not have referred to anypony else but you, and yet from your reaction I take it you two did not know about this letter?"

"No!" Twilight was quick to point out, "I—we... I'm sorry, Fleur, but a lot happened today and we both kind of... completely forgot about meeting you here."

"Yeah, we didn't really have any time to send you any kind of letter," Starlight said. She leaned forward and propped her head up on one hoof, moreso out of sheer exhaustion than boredom or disinterest, "don't know who sent it, but I bet you it was one of Aeon's lackeys," at Fleur's look of shock, Starlight rolled her eyes, "look, I don't know that for sure okay? And no, we didn't tell anypony about the meeting, like Twilight said, we had other things to worry about."

"I... I see..." Fleur replied after a few seconds of thoughtful silence, "well... whether it was somepony associated with Aeon or no, this is still rather troubling."

"I guess so," Starlight said with a loud yawn, "but frankly I'm too tired to care and I'd really rather be back in bed."

Twilight, for her part, was fighting just as hard as Starlight to stay awake but made more of an effort to stay invested. Fueled by her anxiety of what had come before and what would come next, the filly pushed her weariness to the back of her mind and pressed on. She wondered whether or not the twins had somehow managed to sneak the letter into Fleur's room at some point, but chose not to mention them given that one of them was listening in and most likely wouldn't approve.

Starlight also had an idea of who it might've been of course, but—like Twilight—she wasn't going to say anything while that suspect was present. Both fillies remained silent on the subject and Twilight instead settled for moving the conversation along to where it needed to go. Neither said as much out loud, but both Twilight and Starlight agreed wholeheartedly; The faster they got this over with, the faster they could get some well deserved and much-needed sleep.

"Well, I don't think we're gonna find out just sitting here," Twilight said aloud, "but for now, why don't we just focus on what you wanted us to help you with?"

Fleur's remained quiet for another few seconds longer, her eyes narrowing slightly. It was clear to Twilight and Starlight that she wanted to ask more questions about what happened to them and wasn't entirely convinced that the two weren't involved, but she ultimately let it go with a small sigh and a slight shake of her head before rising from the table again.

"Perhaps it would be better to discuss this another day," she decided, "it is very late and you are both clearly exhausted from whatever ordeal you've endured. I am not so cruel as to force two fillies to accompany me when they so desperately need rest."

"That's fine with me," came Starlight's immediate and enthusiastic reply, "honestly, I think that's the best decision anypony's made all day."

"A-Are you sure?" Twilight asked in a markedly less enthusiastic tone. She turned slightly and cast a furtive and inconspicuous glance below the table, "I mean, I still feel bad that we made you wait so long... could you at least tell us what you wanted us to help with since we're here?"

It wasn't a complete lie—at least not on Twilight's part—and she hated to do it, but something told Twilight it would be a bad idea to end the conversation here without learning anything. She could practically feel Castor's unseen gaze burning a hole in the back of her head despite the mare being nothing more than a shadow. Unfortunately, it seemed like Fleur too was starting to realize that something was off.

"I am sorry," Fleur replied with an apologetic smile towards Twilight, "though I do not intend to drag you and your sister into any more trouble than you may have already gone through, this is still a rather sensitive matter and I would rather the wrong creatures not find out about it," she gave a humble bow of her head and began trotting away from the table towards the staircase that led to the living quarters below the library, "I will come and find you two again soon when I have the chance. I hope you will still be willing to help me then but for now, I bid you two bonne nuit."

Twilight watched the mare as she made her way downstairs and once she was out of sight, the filly turned to see Starlight already out of her seat. She crouched down into a languid, cat-like stretch before moving around the table to where Twilight was.

"Welp, that's that I guess," she practically chirped, "least we can finally get some—"

This is... quite an unwelcome development...

Before Starlight could finish, Castor revealed herself, stretching, twisting and morphing from a formless black mass into the cloaked unicorn mare that had been escorting the fillies. Just as Twilight had feared, she didn't look happy. That wasn't to say she looked upset or had any kind of actual expression aside from her normal sleepy stoicism, but even without visibly showing it, Twilight could still feel the irritation coming off the mare in waves. Twilight was ready to make an excuse, but Castor ignored her and turned her attention to the winding staircase.

"It seems... a change of plans is in order..." she said, speaking more to herself than Twilight or Starlight, "Mistress Aeon... will not be happy to hear of this..."

"Well, I mean, of courseshe's gonna be suspicious if she gets some anonymous letter about something that was supposed to be a secret," Starlight pointed out with another poorly stifled yawn, "I'dbe pretty suspicious too."

Twilight couldn't help but agree, though she didn't say anything aloud.

"Well... at least we can try again," Twilight reasoned, "I still want to help her... and I'm also curious about what she wants us to do, but... um..." she paused tentatively, looking in Castor's direction. The mare, in turn, stared at her expectantly. Twilight opened her mouth to continue, closed it, then opened it again, "so... did you or your sister send the letter then?"

"No."

Twilight blinked and turned to Starlight, both of them sharing a look of slight surprise. They both turned back to Castor as she elaborated.

"My sister and I... we were under orders from our Mistress to watch over you... and we never once left either of you alone," she looked back over to the distant spiral staircase, "whoever sent that letter to Fleur de Lis... is an outlier... a creature whose interference warrants further investigation..."

"But you already knew she was there in the library!" Starlight argued, "and you're telling me neither you or your sister had anything to do with—"

"Detecting Fleur's presence within the library... was a simple matter of sensing her mana..." Castor explained, "neither my sister nor I... know what transpired within this tower... while we were away..."

"Oh... right," Starlight muttered, slightly embarrassed, "unicorns can do that..."

Twilight had remembered there were spells that would let a unicorn sense the mana of another pony. That was the reason she hadn't questioned how Castor knew Fleur was in the library. She knew, but of course, she said nothing aloud.

"In any case... I suggest you two return to your room..." Castor said, returning her focus to Twilight and Starlight, "due to extenuating circumstances... Mistress Aeon will not be back for some time... and in light of this new development... we are moving forward with your basic thaumatological studies... starting tomorrow..."

Both fillies had entirely different reactions—one whose knee-jerk reaction was of sudden unbridled glee and the other whose immediate reaction was shock, confusion, and the slightest bit of horror. The weariness of both, however, had completely, if temporarily, vanished at the news.

"Wait, seriously?! Just like that?" cried Starlight, "and when you say 'we', you don't mean—"

"We're finally gonna start studying magic?!" Twilight interjected happily, not caring one whit for who was teaching, so long as she was taught, "oh! What kind of lessons are we gonna start with? Wait, do we need textbooks? Are you gonna provide them or—wait, can we check them out from the library? Oh, maybe I can—"

"We will come to collect you... at seven o'clock sharp," Castor cut in, "get some rest... you will need it in the days to come..."

And with that, Castor's horn flare to life with bubbling black and violet light. And amidst the fillies' excited and indignant questions, her body shifted back into a black shapeless mass and she sank into the floor before quickly slipping away beneath the large black door that was the library's entrance.

Author's Note

Sorry for the wait on this, got busy with certain things and stuff.

A Pleasant Trip

Roan was a smallish podunk town situated near the northeastern border of mainland Equestria. It sat just a dozen or so miles shy of the Celestial Barrier. Not many ponies from the mainland knew about the town, isolated as it was from the rest of the towns and cities across the mainland and the ponies from the town, in turn, never really traveled out of that town all that much.

With all this said, Roan didn't really get many visitors and those few outsiders that did happen to stumble across this town often did nothing more than pass through on their way elsewhere and nothing more. Still, that was fine with the citizens of Roan; the ponies who lived there were a laid-back and pleasant sort who welcomed visitors with open hooves. Those few who knew about Roan knew they had one of the most hospitable innkeepers that side of Equestria.

Or so I was led to believe, but this...?

"Hundred fifty bits a night, take it or leave it, lady."

Aeon frowned at the burly earth pony stallion standing behind the counter, but her obvious disapproval did nothing to change the stallion's surly and disinterested demeanor.

This is just plain robbery right here.

The mare had spent the better part of five minutes trying to haggle the price down using her words, her wits, and even went so far as to resort to using her feminine charms all to no avail. The infuriating stallion standing between her and a place to stay for the night was, by his own words, the innkeeper of this humble inn.

That said, and despite what Aeon had heard about him, the pony was unshakable in his inhospitable attitude. There weren't many stallions—or mares for that matter—who could resist Aeon when she chose to turn on the charm, and yet this pony didn't even cast her a second glance let alone offer any sort of reasonable price. Honestly, Aeon would've been impressed if she weren't so irritated.

And it wasn't just the innkeeper either.

Ever since she'd wandered into town she'd had a feeling that something was off. There weren't many ponies out and about when she arrived, but Aeon could practically taste the passive hostility rolling off of the few still wandering around who'd bothered to look her way. It probably hadn't helped that she'd arrived in town at a suspiciously late hour—so late in fact that the clock had already fallen on midnight.

Her late arrival wasn't intentional of course, that's just how things happened to work out, but in some ways, Aeon could see where the townsponies were coming from. That said, she'd never been to Roan herself until now, but from what she understood based on her intelligence, the town was overall fairly friendly. From what she was experiencing, however, it was clear that her information was somewhat out of date.

To be fair, Aeon hadn't bothered to update herself on the town's goings-on in ages so she really had nopony else to blame but herself for her crushed expectations. Still, even if the town had changed from what it once was, this was too much. There was far too much rancor in the air, too much antagonism towards a pony who'd done nothing other than to ask for a place to stay for the night.

No, not just a pony... an outsider.

Aeon wasn't a stranger to this kind of treatment—far from it—and that was why she was certain that there was something else going on. Her guess was that something must have happened, something big and terrible enough to turn the entire town not just against her, but against any and all outsiders in general. And it had to have happened recently, though just how recently Aeon wasn't sure.

Roan is pretty close to the Barrier so it's not a stretch to think something or somepony slipped past and caused some trouble on their way through town.

If that was the case it would make sense, and if Aeon was lucky—and if the town was unlucky—that something or somepony may have happened to be just the vile creatures she was looking for. Whatever the reason for the grim and unfriendly atmosphere, one thing Aeon knew for sure was that causing the kind of fuss she was capable of causing over something so petty as a few bits would only exacerbate the situation, and that was something she neither needed nor wanted.

Especially if I'm gonna get anything out of anypony here. I have my work cut out for me as it is.

And so, with those thoughts in mind and a slightly exasperated sigh on her lips, the cloaked mare slid the one hundred and fifty bits over to the innkeeper without any further complaint. The stallion merely grunted out a room number in response before swiping the bits off the counter and tossing Aeon a key to one of the many rooms on the floor above.

"By the way, sunshine," Aeon began casually, "you wouldn't happen to know where a mare could get a hot meal and something cold to drink?"

"Who knows, lady? Look around town if ya want," came the innkeeper's disinterested response, "I'm sure you'll find something eventually. In the meantime, you've got your key so if ya don't mind moving along I've got other things I need ta do."

Aeon's unamused frown returned as the stallion dismissed her outright.

"Can't even bother to give me some proper directions, huh?" she muttered before giving a small shrug and turning to head upstairs, "well it seems I'm not quite wanted here so I'll get out of your hair... for now."

The innkeeper merely grunted again as he pulled out a newspaper and began to read. He paid no more attention to Aeon and the mare took that as a sign to continue up the stairs to her room and leave the stallion be. A few moments later and Aeon was in her room, removing her cloak and tossing it onto the bed on the opposite side of the room with a weary sigh.

"Ugh, I just got here and I'm already sick of this town," she groaned before tossing herself onto the bed next to her cloak, "I should really start paying more attention to what goes on in the mainland."

She gave another quiet sigh and turned her attention to the open window across from her bed. It was pitch black out now, but Aeon knew Celestia would be raising the sun in only a few hours. With nothing to distract her at the moment, her thoughts turned once again toward the two would-be students she'd left behind back in the Grey Asylum.

The Gemini Twins had been keeping her updated on their little adventure beneath the Fortress since that morning. The information Castor and Pollux had provided had been an endless source of entertainment during Aeon's own journey, particularly where Twilight's miracle was concerned. Aeon didn't have to see the filly or hear the reports from the twins to know that Twilight was probably distraught about the whole thing, but the experience would benefit her in the long run, the cobalt mare was sure of it.

More concerning was the appearance of Nightmare Moon during their trial. In Aeon's experience that brought nothing but trouble whenever she decided to poke her muzzle into things. Aeon had no idea as to why she'd chosen to show up now, but from the sound of it, it seemed like the fillies had told her about Sombra.

I have no idea what that nag is planning but as things are now, all I can do is wait and see what she does. But in the meantime...

"Guess I should check in now that I have nothing else to do, huh?" Aeon muttered to herself before closing her eyes and reaching out with her magic, "Castor and Pollux should be returning right about now, I think..."

Pollux, Castor... give me an update.

At the projection of her thoughts, another voice reached across the void and into her own mind. She'd sent the mental message to both mares, but it was Pollux who answered her command in a dull feminine monotone that somehow still managed to convey absolute obeisance.

Yes, my Mistress... We've reached the library... and Castor has just reminded the two foals... about their rendezvous with Fleur de Lis.

Aeon chuckled to herself at the news.

Ah, that's right, our other little wayward 'refugee'. Is she still waiting for them in the library?

We've confirmed her presence... She still awaits the two... within the library.

Perfect. I'm not sure if that mare is crafty or just extremely paranoid, but she's an elusive one either way. That said, hopefully, we can get something out of this meeting. Make sure to keep careful tabs on the conversation, I don't want any details left out.

Of course, Mistress... What will you do in the meantime?

Aeon frowned at the question.

I made it to Roan not too long ago and things aren't exactly as I expected. Something happened here, something that flipped the whole town on its head. I intend to spend some time investigating before I move on. I need to find out what that 'something' was so I'll be here for a bit, maybe two or three days tops.

...Was it them?

The question was quiet and the words flat and lifeless, but Aeon still managed to catch the borderline dark undertone beneath the other mare's monotonous voice.

I'm not sure, but it would certainly explain why all of Roan is as grim as a graveyard. In any case, I should be able to get somepony here to spill the beans. Depending on what I hear I may have a few more stops to make before I return so let the brats know I'll still be gone for a while.

Aeon paused a moment, her brow furrowing thoughtfully.

And one more thing. I'd planned on waiting until my business in the Equestrian mainland was done, but I've decided to move forward with Twilight and Starlight's studies. Castor, keep an ear on their conversation and Pollux, I need you to retrieve my 'lesson plan' once you've sent the thestral brat off to Chesire. I'll send you an image of where it's located.

This time it was both twins that replied one after the other.

Understood, Mistress. I'll see to it that the foals are made aware of your intentions.

And you can leave the retrieval of these lesson plans to me. Would I be correct in assuming that we will have the honor of implementing these lessons until you return to the Fortress?

Aeon smiled.

Got it in one, Pollux, I'm leaving you two to handle the lessons for now until I get back. You won't have to do too much—mostly just what you've been doing while giving some pointers here and there. I'm also giving you two permission to use the Nexus to send them off to their other teachers if and when you think they're ready.

Understood... Should we begin instruction... starting tomorrow? The foals... are quite exhausted from the day's prior events. It may be prudent... to let them rest for a day or two before lessons begin... but that is merely a suggestion... from your humble servant... I will defer to your judgment, of course, Mistress.

It was Castor who'd suggested the lessons be put on hold, but that didn't surprise Aeon. The mare gave off the same distant and eerie vibe as her sister, but Aeon knew better; They were both cold and cruel when they needed to be, but Castor in particular had a soft spot for foals. It made her chuckle to think that even after everything the twins had been through, that was the one thing that hadn't changed.

I'll leave that up to you, Castor. This probably wasn't an easy mission for you, so think of this as my way of saying thanks for the hard work. You can do as you see fit, just make sure you don't give them too much leeway—two days max, got it?

Yes, Mistress... thank you for your consideration.

Don't sweat it, just let me know how the meeting with Fleur goes, and if there are any other developments that warrant my attention. I have some things I need to take care of in the meantime so I'll end this talk here and leave you both to it.

By your will, Mistress Aeon.

And with that response from both mares, Aeon cut the telepathic connection before letting out a jaw cracking yawn. She'd mentioned having work that needed to be done, but rather than move to take care of it, she remained sprawled across the bed with a slight frown. After a moment of silence, she closed her eyes and gave a thoughtful hum.

I'd actually like to get a bit of shuteye before I go skulking around town looking for clues, but... well, I guess it couldn't hurt. It probably won't take Castor too long to report back anyway so I might as well hang out here until then.

It wasn't too unreasonable to be a little lazy right now, or so Aeon told herself. After all, in the short amount of time since those two fillies had shown up, she'd been busting her flank preparing for their lessons behind the scenes. Some rest wouldn't hurt anypony, and the break was more than well deserved in Aeon's opinion.

Unfortunately, that break wound up being much shorter than Aeon would've liked. It seemed like the mare had only just started to doze off when Castor's troubled voice pierced through her sluggish thoughts with an update. There wasn't too much of a change from her normal monotone, but Aeon could still detect a hint of gravitas in her voice that hadn't been there before.

A letter? To Fleur?

Yes, Mistress... from an unknown element informing Fleur de Lis... that the foals would be returning to the library... just past midnight.

So there was somepony else tailing the brats then, probably since that morning given how they knew about the meeting.

There is a high possibility, yes... neither Fleur de Lis nor the foals... have any clue as to who could have sent the letter... but it's clear from the contents of the letter... that somepony else... has an interest in either the foals... or that mare's machinations.

Well, I don't think I'd go so far as to call them 'machinations' just yet, but this does have to be dealt with as soon as possible. If my suspicions about Fleur are right and this unknown element was attempting to help her, then we may have another potential enemy to deal with.

Aeon gave yet another sigh, this one of mounting frustration. It didn't look like she was going to get a chance to rest after all. It was because of incidents like these that Aeon rarely left the Grey Asylum unless it was necessary. There was always some creature waiting for an opportunity to pull something. She wasn't sure what it was this creature was after, but she was certain it wasn't anything good.

It almost never was.

...Did we at least gain anything from that exchange?

I'm afraid not, my Mistress... Fleur de Lis did not know of this letter or its sender... and because of this, she is now on guard... She has retreated without divulging... any information about her request.

Of course, that's what she'd do... dammit. Alright, new plan; We need to find out whether or not this unknown wants information on the foals, Fleur, or something else related to one or both of those subjects. With that in mind, Castor, I want you to push forward with the foal's training.

I have already sent the foals to bed... and have informed them that their studies... will begin at sunrise. If I'm not mistaken in my Mistress' intentions... you have a specific goal in mind for the foals... that requires immediate action, yes?

Good mare, and right you are. Sorry to rush you but I want both of those fillies at least as competent as your average Hunter as soon as possible. Start with the basics, then once they get that down, send them to Chrysalis. I'll get in touch with her later to discuss things and in the meantime, I'll have Pollux focus on investigating Fleur.

Understood... I'll see to it that the foals... meet and exceed your expectations... by the time you return... will that be all then, Mistress?

That's it for now. I'll let you two know if I need anything else. Remember to keep me updated on Twilight and Starlight's progress.

Of course, Mistress Aeon... then if you'll excuse me...

Once Castor dismissed herself from the telepathic connection, Aeon switched over to Pollux and informed her of the situation before giving the other twin her own orders.

"So much for taking it easy," Aeon grumbled as the telepathic link between herself and Pollux cut out, "is it too much to ask for just one day where I don't have to worry about some kind of stupid plot or asinine scheme? Just one day! Ugh... I need a drink."

Aeon grimaced in annoyance as she threw her cloak back on and headed for the door. Then another thought came to her and she paused in front of the doorway with a hum of interest and a mischievous smile.

"Y'know... that's not a bad idea," she chuckled as she pulled the bedroom door open and stepped outside, "there's gotta be a pub around here somewhere that's still open, right?"

And who knows? Maybe by some miracle, I can get my delightful innkeeping friend downstairs to loosen up and join me. If I can get some hard cider into him I bet he'll have all kinds of interesting tales to tell.

A Rude Awakening ~ Starlight

Starlight Glimmer woke with a start.

A sudden, almost violent sense that something wasn't right drove away any residual weariness or exhaustion she might've felt from her abrupt awakening. The enchanted chandelier above lit the windowless, circular bedroom in a dim amber glow. The room itself was completely silent save for the distant yet distinct rumble of thunder Starlight could just faintly hear somewhere outside the tower.

For a brief moment, the bewildered filly forgot where she was, but it wasn't long before her location and the events of the day before all came rushing back to her in one fell swoop. Still, even with all of that madness to think about, the nagging sensation that something was wrong continued to force its way to the forefront of Starlight's mind.

"Twilight?" she whispered, turning to see if the other filly was awake and felt the same sense of wrongness, "Twilight, do you—"

There was no other filly on the bed.

"Twilight?" Starlight sat up and scanned the room, "where...?"

But one quick glance around the dimly lit and nearly barren room was enough to see that Twilight was nowhere to be found. Another distant rumble of thunder in the ensuing silence was the only response Starlight received in return. Nervousness and worry bled into her confusion as she pushed the blanket aside and moved to hop off the bed.

Before she could get too far in that action, something on the bed next to her caught Starlight's eye—two items that had been hidden beneath the blanket where Twilight should've been until just a moment ago. Starlight's bemused frown deepened as she wrapped one of the objects in her magic and brought it in for a closer look. The object in question was a book.

More specifically, it was a large tome bound in worn black leather and lined with dull silver corner protectors. It was strange enough that the book had made its way onto the bed—it certainly hadn't been there when Starlight and Twilight had settled in for the night. What was even more baffling to Starlight, however, were the words inscribed in silver upon tome's cover:

'SÉ BÓC OF STÆFCRÆFT'

"What kind of title is that?" the pale pink filly muttered aloud, "what kind of language is that?"

There was nothing else to mark the cover—no author, no illustrations... nothing save for the enigmatic title. Starlight turned the book to check the spine only to see that it was also blank. Eventually, curiosity won out over caution and she opened the book before magically flipping through a few pages. Sure enough, from what she could see, the pages seemed to be filled from front to back with that same strange language, however...

"These..." the filly's eyes widened in surprise as she skimmed the book, "are these... runes? Yeah... these are the same type of runes I saw on that door and in that chamber with the sealed demon..."

Images of magical sigils and thaumatological formulae both complex and simple were dotted throughout the book, and much of what was shown was completely alien to Starlight. That said, as she continued to peruse the book's pages, she found that there were quite a few runes she did recognize. Even then the composition and overall structure of the runic language in this tome was completely different from what Starlight had learned from the many tomes she'd read on the subject back home.

And I don't understand these words, but... is this... Old Ponish maybe?

All the books Starlight read on runic magic back at her parent's cottage had been in Modern Ponish, but thinking back, she remembered her father mentioning something about runic magic being deeply rooted in Equestria's ancient history. She also knew that Ponish back then was far different than what ponies spoke today.

Given both those facts and the tattered state of the tome itself with its worn leather cover and aged and yellowed pages, it would stand to reason that the book Starlight held in her magic was very, very old. Just how old she had no idea, but the unfamiliar words and atypical rune structure was enough to tell the filly that this book was written quite literally ages ago.

It was a fascinating book to be sure, but any interest Starlight had in it was tempered and shunted aside by that lingering sense of wrongness. The feeling hadn't dissipated in the slightest and in fact, had only grown worse with the discovery of Twilight's absence. Frowning, Starlight snapped the book shut and set it aside to focus on the other object, a small piece of parchment that had been placed next to the book.

Taking up the parchment, Starlight began to read the note written upon it, hoping for some kind of explanation as to what was going on:

Trapped within these stone walls, you must earn your freedom and unlock the way forward by the seventh set of the sun. The key lies not within the book but within yourself and within the past. You already know the answer, Starlight Glimmer, as do all who truly aspire to walk the arcane path of Runology.

Endemenn þinde, eabdas onhwerfednes, fiðerfótníetenas forgitt, ac drýcræftas eftgemyndgaþ.

"Trapped within... wait," Starlight took a moment to process the message once more as several clues and realizations coming together to form one horrifying conclusion, "no, this is... they wouldn't..."

She dropped the note and practically launched herself off the bed before galloping over the bedroom door. Wide-eyed and desperate, the filly lit up her horn and tried to magically yank at the doorknob. The moment her aura touched the knob, thaumic feedback hit her like a train and she stumbled back with a pained yelp. She fell back on her haunches and rubbed at her tingling horn, staring at the door in disbelief.

She'd looked just in time to see the slowly fading outline of a series of complex interlocking sigils imprinted upon the door. Each glowing circle was comprised of dozens of golden lines overlapping, crisscrossing over, and spiraling around one another in intricate, almost hypnotically beautiful patterns. Housed within and bordering around each sigil was that same unfamiliar composition of runes Starlight had seen before.

Again, some of the runes within were themselves familiar, but the way they were implemented was all wrong. It was like looking at a sentence where many of the words were in a completely different language and the structure was entirely disjointed. The filly couldn't make heads or tails of what she was seeing, but just by looking she could tell breaking the seal wouldn't be nearly as easy a feat as dissolving some iron bars.

"They locked me in here?" Starlight slowly shook her head, her expression incredulous, "they sealed me in here? Like... like some sort of demon?!"

She rose to her hooves and trotted back over to the door, her disbelief slowly turning to outrage.

"Are you kidding me?!" she shouted, whipping around and raising her furious gaze to the ceiling above, "this is your idea of training?! Just... just seal me in a room with some old book I can't read and a stupid cryptic note?! And you expect me to spend an entire weekin here?! What about food? W-What if I need to go to the bathroom or—"

As if on cue, there were two loud pops and two sudden flashes of pale green light—one atop and one next to the small desk beside the bed. Starlight blinked at what had just been magically deposited into her room, her anger temporarily suspended by the unexpected display. Now sitting on the desk was a tall glass of what the dumbfounded filly suspected was orange juice and next to that, a plate with an adequate portion of eggs and hay bacon, both still fresh from the smell of it.

Below that, next to the desk on the floor was a large wooden bucket and roll of toilet paper. Resting beside the bucket was another small note. Starlight's face went red, though whether from fury or embarrassment, she didn't know but suspected it was both. In the end, she could only laugh at the sheer absurdity of her current situation as she made her way over to the bucket to read the note.

"A prisoner," she chuckled humorlessly, "I'm a literal bucking prisoner in my own room."

She picked up the note and read it to herself aloud:

The bucket is enchanted to be self-cleaning. Please remember to wipe when necessary.

~ Castor

"Buck you!" Starlight screamed, telekinetically tearing the note to pieces and tossing them into the bucket. She sighed and moved back over to give the door a forlorn look before sinking to the ground with a despairing groan, "what in Tartarus did I do to deserve this?"

She laid there on the cold stone floor simmering in silence for a few moments longer but eventually let out a mostly resigned sigh. With a flick of her horn, she brought the book from the bed over to where she was and laid it open in front of her, running her suddenly very tired eyes over the words on each page she flipped through without really seeing them.

With things as they were now, Starlight couldn't help but think back to those lonely days she spent back in the cottage, doing nothing but studying the same lessons day after day. She had a very good grasp of the basics and even some of what she thought were the more advanced techniques in rune crafting as a result. Now it was like she was back at square one and trapped in a situation she never thought she'd have to experience again.

What's more, Starlight wasn't even sure she wanted to 'walk the arcane path of Runology', not after what her foolishness and inexperience had cost her. As far as she was concerned, her cutie mark and the talent that came with it was nothing but a curse. And yet, here she was, forced to confront and overcome yet another trial being pushed on her against her will. Being forced to confront yet more reminders of a mistake she couldn't seem to escape.

I thought I left all that baggage behind when I burned that place down, but ever since I got here I feel like it's all just being thrown back in my face...

She gave a loud despondent sigh, closed the book, and rested her chin on the tattered leather cover.

"I don't know where those two freaks took Twilight, but here's hoping she's better off than I am," she smiled bitterly to herself, " ...yeah right. She's probably got it way worse than I do."

Author's Note

Working on the Twilight side of things right now so we'll soon see what she's up to and if it really is worse or not...

A Rude Awakening ~ Twilight

Again.

She was running once again from something seemingly inescapable—some nameless horror that followed close behind, snapping at her heels, giving her no rest. No matter how much she begged and screamed and pleaded for it to stop or leave her alone, it continued to chase her mercilessly and endlessly like a shadow.

Words were useless.

Running was useless.

She had no idea where she was or why it was chasing her and deep down she knew running would do no good, but what else could she do? She couldn't fight back—she didn't want to fight back. The fear was too great to do anything else other than flee for her life. What exactly was it that she was fleeing from? She didn't know nor did she care. All that mattered was that whatever it was didn't catch her, because if it did...

If it did...

If it did... then what? What would happen?

What are you so afraid of, child?

What is it that instills in you such raw fear that you would choose to run for eternity rather than confront it even once?

The terrified filly had no answer to give.

So overcome with the need to escape from her pursuer was she that there was no space in her fear addled mind for any other consideration—no capacity left to think on the preponderance of those questions. If left on her own, the poor filly would continue to run, always one step ahead of the unnamable fear that haunted her every step but never able to fully break free of it.

Pitiful...

Shameful...

Wasteful...

Drowning in the mire of your own fears and insecurities, you will never be able to take hold of the destiny that awaits you. You cannot even hope to grasp at the truly vast potential that dwells within you, surging and roiling just beneath the surface...

...

...Very well then.

I cannot abide this foolishness any longer, and thus I will take matters into my own hooves.

And just like that, the terrified filly found her momentum suddenly halted, stopped in her tracks by a will other than her own. Then, to her further horror, her legs began to move in the opposite direction, her body turning to meet the very thing she sought asylum from.

Come, child, you must face your darkness if you wish to overcome it! Only by conquering the shadow that lingers in your heart and mind can you control it!

The filly shook her head and tried to turn away, tried to shut her teary eyes to the fear that would not let her be, but she found she couldn't. Before her, the darkness loomed tall and imposing—an abominable entity that defied description. The amalgamation of every horrible thought, every wretched memory, every cruel and vicious impulse that the filly had tried desperately to hide away or ignore.

She trembled as the baleful gaze of that unspeakable manifestation bore down on her, its cold amethyst eyes tearing into her psyche like the snapping jaws of a ravenous beast.

No, you will not avert your eyes, girl! This is who you are! This is what you are! Do not run from it! Do not hide from it! Subjugate the beast within and it will give you strength unimaginable!

But she didn't understand.

The words were bold, authoritative, meant to stoke in the filly the flames of rebellion against everything she was afraid to confront, but it wasn't enough. How could she, a mere foal, be expected to do anything other than cower before a frightening visage such as this?

Madness.

Unreasonable.

Impossible.

Is it, truly?

I have seen in you the will overcome the harsh trials set upon you, child, both past and present. I sense the conviction of a pony two or three times your senior. Do not dare to use your age as an excuse!

This creature called fear holds no power over you! Even now you cower and cringe before it, and yet it makes no move to bring you harm. Do you not see?

A crack in the filly's terror began to show as she looked upon her tormentor and realized that no it had not, in fact, done anything other than menace her with its presence.

Like a receding thunderstorm seen from a distance, she could look into its eyes and witness again the fate of her brother, father, and mother. She could feel the terror she felt as that violent storm ravaged and destroyed utterly her previous life and home.

And yet, it ultimately could not bring her harm for it was a mere memory and though traumatic and life-changing, it was confined—caged behind the inescapable prison of the past.

But her past was not the only fear the filly had to conquer.

Those cruel amethyst eyes that threatened to swallow whole everything she was and everything she knew, Those eyes were born not of what came before, but what was yet to come. It was not a fear of the past, but of herself and that very potential surging and roiling beneath the surface.

If you do not want to be consumed by your destiny, then reach out and seize it for yourself, child. Bend it to your will. Remember that you are the one in control of your own future.

Again the words gave the filly pause, made her falter if only slightly. Between a painful past and a monstrous future, where was she meant to go? What was she meant to do? She was trapped—stuck between two terrifying and insurmountable walls that threatened to close in on her, that threatened to squeeze the life out of her.

And yet...

As she continued to stare into those ruthless eyes that were so undeniably alien yet so achingly familiar all at once, she began to see something else—something she hadn't seen while blinded by mindless fear. She began to realize that there was no true hostility behind that malevolent gaze. She could see impatience and expectation—she even thought she could see a small hint of concern—but there was no harmful intent to be found.

It simply stood by, watching and waiting.

Waiting for what? What did it want from her? Why wouldn't it leave her alone? Up until now, the filly couldn't understand, but now she was beginning to, even if she didn't want to. This vile incarnation of darkness and negativity—of her traumatic past and her heinous future... it was waiting for her to make a choice.

It was then, at that moment, that full realization set in and the filly was no longer looking at some unnamable all-consuming horror out to devour her from within. The nightmarish veil was cast aside to reveal the spurned reflection beneath—the Twilight Sparkle that yearned for nothing more than acceptance.

But would the filly give it? Could she? Could she accept that part of herself with eyes as cold as the Frozen North, or would she continue to reject what she knew she could never escape?

Yes! This is what you are! This is where your true strength lies! If you wish to be whole... if you wish to truly shine... then reach out and take hold of that darkness! Make it your own!

Twilight Sparkle knew now that there was nothing to be afraid of. The filly that stared back at her with those cold, predatory eyes that reflected everything she'd ever feared about herself and the world around her... it was simply another facet of her mind—unpleasant to look upon and contemplate, but ultimately no more a monster than she was.

And just knowing that much was enough for now.

She could now acknowledge that part of herself for what it truly was, but she wasn't ready to accept it. Not yet. She knew there was nothing to be afraid of, but though it had diminished considerably, the fear yet remained. The trauma of that tragic night, the dread and anxiety caused by the vision she and Starlight had shared, her own preconceived notions about dark magic, and the corruption it brought forth...

Twilight found she couldn't rid herself of it all entirely, and thus she couldn't help but close her eyes to that cruel reflection, despite the bold words of encouragement. Whatever strange force held her in place had released its grip, allowing the filly to turn away and fully acknowledge the commanding voice for the first time.

...So you choose to reject yourself, then.

Twilight glanced behind her to watch as her reflection frowned and dissipated into nothingness, then scanned the arid, empty desert that was her dreamscape. Finding no obvious source for the voice that seemed to come from everywhere at once, she looked to the burning red sky.

You would continue to run, knowing the true nature of your fears and that you cannot reach your full capability as a mage as you are now?

At this, Twilight could only lower her head, her ears flattening in shame at the immense disappointment in the words of the disembodied voice.

"I'm sorry, but," she sniffed and shook her head, "b-but I can't do it. It's... it's too much right now..."

There was a brief moment of heavy silence in the wake of the filly's response, but then...

Tch... fine then.

As I am now, I can only make you face the truth, so as vexing as it is... I will relent for the time being. Know you this though, Twilight Sparkle. If you cannot gain dominion over that darkness... if you cannot overcome those fears and insecurities festering within you... then you will fail in the trials ahead... and that failure will cost you dearly.

Twilight winced at those words, the weight of the ominous warning pressing heavily down on the filly. The gravity of the situation had brought the filly around to near-complete lucidity and as the fog began to clear from the dreaming filly's mind, the imperious voice became increasingly familiar.

"W-Wait, who are you?" she asked, calling out to the sky, "h-hello?"

But there was no response.

Twilight looked around, but everywhere she turned there was only more empty desert to meet her gaze. She couldn't hear the voice anymore, her reflection had disappeared, and the anxious filly had the unsettling realization that she was truly alone now. Above and unnoticed by Twilight, the sky gradually turned from a burning red to a murky grey, then pitch black as if to mirror the nameless dread beginning to eat away at her thoughts.

"Hello? Is anypony there?" she cried, growing desperate for some kind of response, "hello?!"

But the only response she received was a slow, deep rumble that shook the dry, cracked earth beneath her hooves. She cried out, stumbling about for a moment as she tried to maintain her footing. The tremors lasted only a few seconds or so before stopping, but started again only a minute or two later. Then it stopped, then began again, and again, growing consecutively louder and more violent.

A bright white flash suddenly lit the oily black sky, throwing the dismal image of the barren desert into sharp relief in Twilight's eyes. The filly raised her terrified gaze once more to the sky just as the sky lit up again and barely had any time to scream as her world cracked apart and exploded in a blinding and deafening cacophony of light and sound.

Twilight's eyes flew open.

She cried out in pain, curling up and clutching her head as magenta hued sparks erupted from her horn. Thankfully the pain was brief and the sparks died out after only a few seconds. It took another moment for Twilight to get her bearings, but eventually, her senses began to settle. She kept her eyes closed, not wanting to open them just yet, and instead listened to the world around her.

All was quiet save for a low continuous hum coming from somewhere nearby. An ear twitched at the familiar sound of a page being flipped a moment later. Now that she had calm down somewhat, Twilight wanted to reflect on the dream she'd just had, but the curiosity regarding just what she was waking up to was too powerful to ignore. It was around that time that she also noticed the distinct lack of a soft bed beneath her.

She set a hoof down and her eyes snapped open as she felt not a bed, but rather some kind of soft carpeting below. Bewildered, Twilight scrambled to her hooves and took in her new surroundings. She was shocked to find herself in what she initially thought was the Fortress' library. That thought was swiftly amended when she realized the layout was completely different from what she knew.

There were certainly rows and rows of bookshelves around her, and she could tell right off that it was indeed a library, but on a far more grandiose scale. It was less a proper library and more a maze of hallways where the walls themselves seemed to be made up of sparkling crystalline bookshelves whose heights reached the very ceiling above. Everywhere the filly turned there was another wall of books to be found.

If she wasn't certain she'd just woken up, Twilight would've thought her previous nightmare had somehow become the best dream she'd ever had. Still, something about the library made her uneasy, almost as if she could sense something malicious wandering the halls—some malevolent creature waiting just around the corner.

"Finally awake I see, and by the looks of it, it seems your dreams were none too pleasant."

The enraptured filly yelped in surprise, not at all expecting any kind of voice let alone the deep timbre of the creature who stood just beside her. She whipped around to find none other than King Sombra himself, the intimidating stallion idly perusing one of many tomes and records on display throughout the fantastical library Twilight found herself in.

"S-Sombra?! Why are you—no, w-wait," she took another look around, "this is... the Crystal Empire, right? Why am I here? Where's Starlight?"

"Your confusion is understandable," Sombra chuckled. He quietly snapped shut the book held in his red aura and replaced it upon the shelf in front of him before giving his full attention to Twilight, "in all honesty, I myself hadn't expected to see you back here in my domain again so soon, Twilight Sparkle."

"What do you mean?" Twilight asked, "how did I get here? Did Aeon bring me here?"

"It was not Aeon that dropped you upon my doorstep, no," Sombra clarified. He stepped past Twilight before motioning her to follow after him with a nod of his head, "rather, it was one of her subordinates. I believe she called herself Pollux," his expression turned thoughtful, "...strange mare, that one."

Twilight hesitated a moment, her mind still trying somewhat to process her current situation. Castor had mentioned to Twilight and Starlight that their training would start the next day, but something was off. She shook her head and hurried to follow behind the stallion after another moment.

"I don't get it," she said, picking up her own pace as she tried to keep up with Sombra's stride, "Castor said that she and Pollux would come to get us at seven in the morning to start our training, so why am I here? And what about Starlight?"

"I've no notion as to the whereabouts of your companion as you were the only one brought before me," Sombra replied with a shake of his head, "as for the intentions of that strange mare... it seems she meant to educate you in the basics of dark magic herself but evidently, something else urgently required her attention—or so I was told."

"So... does that mean..." Twilight began before trailing off hopefully.

Sombra nodded solemnly.

"Though it was meant to happen eventually, it appears the task of instructing you has fallen to me much sooner than expected," he turned to look down at the filly walking beside him with a sardonic grin, "I cannot say that I am too displeased with the arrangement, hasty though it may be, but this sudden development does change things to a certain extent."

"What do you mean?" Twilight asked curiously.

"I was originally to teach you the more complex workings of dark magic," he explained, "advanced lessons not meant for the eyes and ears of a mere acolyte of the darker arts.

"Now, however, we must account for your lack of experience," he paused and raised an armored hoof to gesture to the halls of books surrounding them both, "and to that end, I have brought you here to this place."

"It's huge..." Twilight muttered, her eyes roaming over each and every bookshelf in the monolithic library,"I thought the library in the Fortress was big, but this place is way bigger than any other library I've ever seen. It's might even be bigger than the Royal Archives in Canterlot!"

Sombra raised a thoughtful brow at the statement but chose not to comment. He instead filed away that bit of information for the time being and continued with his explanation.

"This, my sedulous pupil, is the Crystal Library," he said, a hint of pride seeping into his tone, "at one time it was considered the greatest repository of documented knowledge known to ponykind, and it is here where we will begin your lessons."

At that moment, the excitement and anticipation of what was to come washed away any residual worries Twilight had gathered during her stay in the Fortress. Time and the events that had transpired since she was roused from her slumber had, for the moment, wiped clean any memory the filly had of what lurked within her subconscious.

The foreboding words of that domineering voice were all but forgotten in the mind of Twilight Sparkle.

Author's Note

I'm aware that this is much longer than the last chapter, but I just had more of a foundation to place this time around. Kind of just worked out that way.

A Weary Agent

Fleur stepped into her room and lightly closed the door behind her with a weary sigh.

After having heard what she just did, she had to once again thank her keen instincts for the decision she'd made to keep quiet. Some would've called it rampant paranoia, but Fleur wouldn't have gotten where she was today if it hadn't been for that 'rampant paranoia', so if that's what they wanted to call it, that was fine with her. As far as she was concerned, they were keen instincts and they were a blessing.

Just because you're paranoid and all that...

She stretched languidly and let out a jaw-cracking yawn before moving past her simple ivory vanity and armoire to reach the nightstand by her bedside. A pale pink flash of her horn lit the small desk lamp, illuminating the half-rolled bit of parchment on the stand in a soft white glow. Fleur frowned down at it, her thoughts racing and her mind filling with questions and possibilities.

She was a careful mare, she was a cautious mare, she'd questioned the letter—of course she had. She knew it might be a trap, she'd figured the foals might tell somepony at some point. The possibility was always there, so rather than trust them to keep their word, she chose to use the situation to her advantage. Until tonight, Fleur had only suspected that Aeon might be on to her, but then she'd gotten the letter.

The fact that somepony had gone out of their way to sneak into her room and leave the letter at all meant that their conversation that morning had reached the wrong ears... or so she thought. Fleur hadn't been living in the Grey Asylum for all that long, but she'd been able to observe Aeon long enough to know what kind of mare she was. If nothing else, she was fairly confident that the crafty mare wouldn't make any overt moves until she could get more information.

And so she took the bait.

She'd gotten word through an outside contact that Aeon had left the city for one reason or other and the necessary Defenders had already been bribed to move their patrols elsewhere for the night. There was a curfew, yes, but it was easy to get around if you knew the right creature and knew what they wanted. It was all the easier because Aeon wasn't here to keep an eye on things, though very few ponies probably knew she was gone at all.

So with those problems out of the way it was just a matter of waiting in the appropriate place at the appropriate time. Bad as she felt about fooling the poor foals, in reality, she had no intention of telling the two anything at all about her 'request'. In reality, that night's conversation—and to a lesser extent, the conversation that morning—had been a ploy to draw out Aeon and her lackeys... and the ploy had worked splendidly.

Yes, it worked but I really am going to need to get Twilight to accompany me at some point. The problem is how to do so while she and that other filly are under Aeon's eye and those of her pets...

Twilight hadn't always been part of the plan. In fact, up until she'd literally run into the foal, her mission had been entirely different and far more daunting if she was being honest. Yes, the original plan still needed to be carried out, but ever since she'd reported her run-in with Twilight Sparkle to her outside contact, the foal's retrieval had become a high priority as well.

Fleur's frown deepened into an irritated scowl as she picked up the letter in her magic. Her original mission had already been off to a frankly disastrous start—a fact she was reminded of every time she looked in a mirror and saw that hideous scar. There had always been the possibility of the outcome, but she'd been certain she'd have help from at least one of the other agents that had come with her... but no.

Plans had to be changed, drastic measures had to be taken, and Fleur had to relearn everything she thought she'd already learned during her training. She knew the Equestrian Outlands was a different beast, but there was only so much you could expect from a report, even one as detailed as the one she'd read before passing through the Celestial Barrier. Neither her training nor those reports had prepared the lanky mare or her fellow agents for what they found in these Celestia-forsaken wastes.

But what was done was done, no use looking back now.

She had to look forward, and she was trying—Celestia knows she was trying her best, but she'd already felt like she was being thrown out to sea without even a wooden plank to grasp onto. Time and time again she found herself wanting to just give up altogether. She'd told her contact time and again that the mission had been a failure and to send a team for extraction out of the Outlands.

She'd all but begged, but all she'd ever receive in turn were orders to continue the mission. When that didn't work, she thought about taking more drastic measures, but every time those dark thoughts crossed her mind she remembered her superior's words without fail. Every. Single. Time. And so she pushed through her frustration and despair and strove to finish her mission no matter the cost.

Even in death, you won't let me rest, will you, you old nag?

Fleur almost tore the letter wrapped in her aura to pieces at the thought of her current predicament, but held herself back and gave another tired sigh instead. She set the note back down on the nightstand and fell heavily onto her bed. She stared up at the ceiling for a moment in bitter silence, then closed her eyes and let the images of her fallen comrades flood her mind again for what felt like the thousandth time.

Somewhere outside the living quarters and beyond the castle walls she could hear the beginnings of a storm approaching. The distant rumble of thunder matched her mood and she couldn't help but smile a bit sardonically at that. She stayed like that for several minutes, wondering what to do next as she tried to calm her frustrated mind. Her contemplations returned to the filly, Twilight Sparkle and she grimaced.

The mare hadn't known the foal personally but rather found out about her through work. She'd known of Twilight for a while, even before she was shipped off to the Outlands. She didn't know everything about it—and in fact not many, even in her line of work did—but she'd heard plenty of rumors that the Princess had a plan that had been centuries in the making.

The rumors that had reached her own ears said that the filly in question had been a key piece, the final piece in that supposed plan. Curious, Fleur had looked up information on the foal and had been fairly impressed with what she found, but that had been as far as her curiosity went. Time passed and she'd forgotten all about both the rumors and the filly... until she ran into that same filly in the one place she never expected her to be.

It wasn't until after she'd reported back the info that she found out that the supposed plan had some ring of truth to it. She'd been horrified to hear about the fate of the filly's family and stupefied as to how Twilight had managed the jump from Canterlot all the way to the Outlands of all places. She wanted to know more, but evidently, there wasn't much more information to give on the subject other than that the death of Twilight's family and her own disappearance had left Canterlot in a rather precarious state of unease and growing paranoia.

It really was a frustrating situation.

On one hoof, she'd been saddled with even more responsibility on top of a situation she was only barely managing to cope with. On the other, she genuinely did want to see Twilight Sparkle safely back to Canterlot if she could. The problem was that she didn't know if that was possible given the circumstances. Her new responsibility was made all the harder by the fact that, somehow, for some reason, Aeon herself had decided to take the filly and her 'sister' under her wing.

Why? For what purpose? Why Aeon of all ponies?

Fleur needed help and she needed it badly, and that was where the mysterious letter came in. At first, she thought Aeon might've caught wind of her earlier conversation with the two fillies and pulled something. She thought maybe she'd gotten one of her lackeys to place the letter in her room, but apparently—after using one of her favorite spells to eavesdrop on the conversation immediately following their most recent meeting—that hadn't been the case.

She'd been right about Aeon's sycophants having overheard her and the foals that morning, but she'd been wrong about Aeon's involvement regarding the letter. That implied that there was someone else involved—a third party that neither Aeon nor Fleur herself expected. What's more, given the contents of the letter and how it was written, that third party most likely knew about Fleur and her mission to some degree.

Whether the interloper was after what Fleur knew or if they wanted the foals for some unknown purpose remained to be seen. It put the agent on edge, but also gave her a slight bit of hope at the same time, hope that just maybe, whoever or whatever this third party entity was, it was on her side. It was a small hope, minuscule even, but it was something to consider at least.

She'd have to ask her contact about it when she next got the chance, but until then, Fleur decided then that she'd do a bit of digging of her own before confronting the issue of Twilight Sparkle again. She knew it was a long shot, but she also planned to request assistance from the mainland... again. It hadn't worked yet, but with this new development, perhaps she could finally convince them to at least try.

I know it wouldn't be easy. I know that now far better than I did before, but I don't think I can finish both these tasks without some kind of help. I've tried making my own allies out here, but...

It hadn't gone well.

Fleur had found out very quickly that far too many of the creatures that lived in the Grey Asylum couldn't be trusted. The best she could do was find out what creatures wanted, use her wits and what little resources she had at her disposal to get it, and bribe her way into their good graces. Even then, loyalty wasn't a guarantee and she'd been burned more than once. The biggest lesson she'd learned the hard way was that out in the Outlands, self-interest was the name of the game.

That, and strength.

Fleur knew how to use self-interest to her benefit, but she still lacked the kind of strength needed to survive in a place like the Outlands. She and the others in her squad had been trained by some of the best Equestria had to offer, but it was clear that hadn't been nearly enough. Though it technically sat within Equestria's borders, the land beyond the Celestial Barrier was just too different.

That was a large part of why she was working to build up the power necessary to not only survive but thrive in the wastes—she needed to if wanted to accomplish the mission with any kind of chance of success. Mental, physical, magical, and even spiritual fortitude were all a must. Her experiences since crossing over showed she was lacking in all of those traits, and that needed to change.

So, after much deliberation, she chose to act on the old adage, when in Roam, do as the Roamans do. She chose to follow the path of a Hunter, and while she was far, far from reaching the level of competence she was aiming for, she was certainly making progress. Thinking about each and every little accomplishment, reaching every little goal she'd set for herself made Fleur smile, if only slightly.

But the smile didn't last as she remembered the daunting tasks still left unfinished. She still lacked a solid plan of action and her next chance to reach out to her contact back in the mainland wouldn't come for a while yet. In the meantime, all she could think to do was to keep building up her strength enough to face the wastes head-on and figure out a way to get Twilight away from Aeon long enough to introduce her to the contact.

Once Fleur did that, she could leave the rest in 'his' hooves. She was sure he would know what to do from there. She let the thought permeate her mind for a moment before it floated away along with all her other thoughts. She had too many problems to count, but right now, at this moment, all she wanted to do was forget it all and sleep her frayed nerves away.

And so, with one last fleeting thought of her home back in the mainland, Fleur did just that.

A Horrible Truth

Starlight sullenly chewed on a piece of hay bacon as she sat on the much-too-large bed in her much-too-empty bedroom and temporary prison. Her weary blue eyes stared daggers into the overturned tome resting at the foot of the magically sealed door only a short distance away—the only way into or out of the room she was currently trapped in.

Three days.

It had been three days since the filly was confined to hers and Twilight's room and been told to escape using runology to unseal the door. For three days Starlight had poured over that esoteric book. For three days she'd wracked her brain, searching through her existing knowledge of runic magic to no avail. She'd tried everything she already knew.

She'd tried every runic spell she'd learned with only overly taxed mana reserves and frustration to show for her efforts. She'd also failed to make any sense of the words inscribed within the tome. Without knowing Old Ponish, Starlight couldn't decipher the seemingly nonsensical syntax of the runic script she was reading. The unfamiliar arrangement of runic circles continued to stump her again and again until she'd had enough.

Eventually, she'd simply given up and hurled the tome at the door in a foalish fit of rage. To put it simply, she hadn't gotten anywhere with her meager font of knowledge. She needed to try something new, and so now had turned more of her attention toward the cryptic note that had come with the tome. It had said that she'd already known the answer, that the key was within the past and within Starlight herself.

"What does that even mean?" the filly grumbled to herself as she took another disgruntled bite out of her magically provided breakfast, "why does everypony around here have to be so cryptic all the time? If you know what I'm supposed to do, just tell me!"

With an aggravated huff, the filly finished off the rest of her breakfast and telekinetically dropped the empty plate and silverware onto the nightstand. It all promptly vanished with a pale green flash and a magical pop just the same as it had when it appeared. Her meal consumed, Starlight picked up the quill and one of the unused rolls of parchment she'd been provided upon demanding the other day.

She eyed the tome distastefully for a moment before magically snatching it up from where it sat and bringing it towards her as well. With both parchment and tome in hoof, she took a deep breath, closed her eyes, and reached back into her memories. She reached past her time in the Fortress, past her first meeting with Twilight. Her breath hitched as the memory of that night washed over her. A shiver ran down her spine and suddenly the filly had a feeling that she'd made some kind of terrible mistake.

Something in the air seemed to shift strangely. Starlight felt it, but the feeling was distant. The tome, quil, and parchment all fell from her physical and magical grip but she paid that no mind. She found she couldn't pull her mind away from the nightmarish memory. With her eyes closed and her mind preoccupied, Starlight took no notice of the radiant red glow emanating from her cutie mark. The filly tried desperately to push past the memory but it was as if the scene had her mind in a vice grip. It wouldn't let her go.

She sat there, her small frame shaking as she was forced yet again to watch her already tiny world crumble around her. Pride and happiness turned to horror and failure. Countless hours of preparation and a stalwart belief in her own skills, all washed away in an instant—reduced to a violent whirlwind of madness and bloodshed. Starlight let out a shuddering gasp as the emotions she'd been trying desperately to bury came crashing into her all at once. What had she been trying to do? Where had she gone wrong? Why couldn't she stop it?

It was only now as those questions filled her thoughts that Starlight realized she had worryingly few answers to give. What had she been trying to do? Thinking back, she found she couldn't actually remember. The realization sparked a flame of confusion that pushed through her horror and allowed her to ask more questions she hadn't thought to ask before. What kind of ritual was that and how had she not realized the outcome sooner? What had she been studying that whole time and where had she gotten the tome that taught her how to enact the ritual?

And there was more. From the outside looking in, the filly could see details she'd completely overlooked during the night of the ritual. She could see the excitement in her own expression as she etched a series of glowing red lines and runes she didn't recognize or understand into the wooden floorboard of her home. She could see how that eagerness failed to reach her eyes—how there was nothing there.

Starlight shivered.

What... what is this? Is that really me?

She turned away, instead focusing on her parents who stood to one side. There was concern there, but they didn't know anything about runology or rituals. They clearly had their reservations but the love and support for their daughter was plain to see—except it wasn't. Just like the Starlight who diligently worked to bring her own nightmare to fruition, there was an eerie hollowness in their gaze, like a light that had gone out. The sight shook the filly to her core.

What—

A rising fear that had little to do with the ritual itself began to overwhelm Starlight. Within her own mind, she tore her eyes from her parents and turned to her one and only friend, half expecting to see that same empty gaze. What she saw instead made her insides grow cold. Just beyond the ritual circle, black tome in hoof and bright blue eyes alive with anticipation and something else entirely, stood Sunburst. There was a playfulness in the colt's eyes, but it was wrong—full of callous disregard and brimming with ill-intent. It wasn't an expression Starlight had ever seen Sunburst make, but then again, was this really Sunburst?

And that tome.

Starlight remembered that tome. It was the last book Sunburst had given her before that night, a tome on advanced runology for experts or something to that regard. In her strange and sudden state of clarity, Starlight remembered that she'd actually delved into the study of runology at Sunburst's suggestion. She hadn't had any interest in the topic initially, but the colt had made it sound so fascinating at the time. He'd been the one to provide all those books on the subject, but Starlight never thought to question where he obtained them all, assuming they came from the Grey Fortress.

She never thought to question any of his behavior. She never questioned why he tried to hard to get her into runology. She never questioned how he and her parents met. She never questioned why they brought him to their house out in the middle of nowhere. She never questioned where he'd come from exactly or what his story was. To Starlight, he was a beacon of companionship in her dull and lonely life. In reality, and only now that she could see it in hindsight, she never really knew Sunburst.

But no, that's not true! Aeon told me... she told me about Sunburst. He was an orphan, right? He was innocent! It wasn't his fault! None of this was! He died! He died, and it was all my... I was the one who... who—

Pain lanced through Starlight's mind and body like a bolt of lightning, ripping her out of her vivid vision of the past. She fell backwards from where she sat, unable to control herself as she screamed and writhed and twitched in agony. Behind her eyes she could see images flash by one after another—words and symbols she could never have known or learned in the span of her young life. And then the visions came again. Starlight's mind became a violent kaleidoscope of scarlet light and death and screams and teeth and blood, the maddening sight set to the tune of twisted laughter.

All the while, those strange words and symbols continued to dance amidst the chaos of Starlight's inner world. After what felt like an eternity, all the agony wracking the filly's entire body began to spill into her glowing cutie mark like water down a drain. The soft red light enveloping the mark started to pulse steadily, growing brighter with each passing second until it shone like a lighthouse in the dark of night. Within that brilliant red light the image of a simplistic spell circle that was Starlight's cutie mark warped and twisted into something ancient and complex.

It could have been seconds or minutes or hours, Starlight didn't know, but eventually something cracked and gave way. Her cutie mark flared one more time, the crimson light blinding and the innate magic within pulsing like a heartbeat. Starlight gasped in shock as words and symbols and images coalesced and became knowledge. She groaned and whimpered in relief as the sharp, fiery agony coming from her slowly dimming cutie mark faded into a dull, throbbing ache. The pain remained, but it was bearable and lessening at a noticeable rate.

It wasn't the physical or magical pain that finally brought the tears spilling from the shaking filly's eyes—not just physical or magical anyway. Through some unassailable force she couldn't even begin to comprehend, Starlight had been forced to relive her worst nightmare. She didn't know why or what had triggered the visions of her past or the ensuing agony. At this point, she didn't even care to find out. She was content knowing it was all finally over, however long that nightmare had lasted.

Yes, the strange ordeal was over, but it was what that ordeal left behind that mattered. Whatever the trial may have been, she had passed it and gained both a gift and a curse. The gift of arcane knowledge had imprinted itself upon her mind, but with it came the curse of bitter truth. Starlight tried to put her thoughts back together as she lay upon the single bed in her nearly empty bedroom, but all she could do was whimper and sob. Try as she might to deny it, there was no running from the truth—not anymore.

"Sunburst... S-Sunburst..."

The words came out in a choked whisper. She repeated the name over and over again, trying and failing to make sense of what it all meant—of why it all happened, why it had to end this way. Some small part of the filly wanted to be relieved, knowing it wasn't entirely her fault. She'd been used and betrayed. She'd been a pawn in somepony else's scheme. She was the victim, not the culprit. What's more, the actual monster got what he deserved. He'd paid for his betrayal with his life.

But knowing all of that did nothing to staunch the guilt and pain. Had the price been paid with only Sunburst's life, maybe Starlight would have been satisfied, but it hadn't. She'd lost everything and had played at least some part in that tragedy. Neither the filly nor her parents had been in their right minds that night, but had Starlight been a bit more observant, had she not been blinded by the light of companionship in her life of solitude, then maybe she could have prevented it all.

But it hadn't turned out that way. She'd fallen for her 'friend's' schemes and had nothing to show for that 'friendship' except two dead parents and the brand of a sinner. Starlight sniffed, wiped her eyes, and glowered at the ceiling, her sorrow suddenly boiling into anger. She sat up and twisted her head around to glare down at her 'cutie mark'. What was once a simple spell circle denoting her talent for spell crafting had become something wholly other. The mark still took the shape of a spell circle, but the line work within the circle had become far more complex.

The only other major change she could see were the seven runes that now wrapped around the outside of the circle—the same type of runes as the ones in the tome. She'd struggled for days to find the meaning of those runes, banging her head against the wall both figuratively and sometimes literally in frustration... but now she understood. The process had taken its pound of flesh, but now she could read the runic script as clearly as any modern Ponish. She remembered the words and symbols, how they swirled about in her mind as she suffered.

She remembered how those seven runes tore themselves from the raging sea of symbols and buried themselves deep within the primordial essence of her soul. They were now as much a part of her as her own mana. With the arcane knowledge gifted to her, she understood the the runes and what they meant. The seven runes made up one word, a word as ancient as it was damning. A word that now forever etched into her very being. A word she could never escape from no matter how much she tried.

"Gedwola..."

Heretic.

Starlight wasn't sure about the religious connotations, but as the word slipped from her mouth, her thoughts turned to the vision she and Twilight shared back in the library when they first arrived. She remembered the eyes of her older self, remembered the callous madness in them. She couldn't help but feel a rightness in the word and that made her shudder. Still, while she couldn't fully comprehend how the process worked, she now understood that it had been a necessary step on the path to becoming a true Runic Mage.

As she continued to stare at the mark—the brand—Starlight finally began to get it. The key was within the past, within herself. The knowledge had been there all along—not in her mind, but in the magic. The magic had remembered and somehow the memory was the trigger. How that was the case was something she still had trouble figuring out—at least until her eyes fell upon the seal attached to the bedroom door.

She'd ruminated on that night countless times since coming to the Fortress, but the memory had never affected her in such a way as it did now. Now that she could see the indecipherable runic script for what it was, she knew it had been the cause. The seal hadn't just been a lock to keep her imprisoned in her own room. Whoever had created the seal had also written within it a secondary—or perhaps the primary—function. Woven into the seal was an enchantment that made sense to Starlight on a fundamental level, but the details of how it worked escaped her.

It was almost like Soul Magic, but felt somehow older—which was strange because Soul Magic was supposed to be one of the oldest forms of magic there was from what Starlight knew. The enchantment had been cast over the whole room, but Starlight wasn't sure if it would have affected Twilight the same way it did her if she was here. As far as the filly could tell, the enchantment remained dormant until triggered by a certain... something. Once triggered, the enchantment reached into the soul and did... something.

That was about all she could tell. She got the overall picture and could now probably unseal the door given a bit more time, but the composition and complexity of the seal itself was still leagues above her own skill. Even if she could read the script and unlock the door, she doubted she could recreate the seal in its entirety. Not without a few more years of practice anyway. Still, any happiness or satisfaction she would've gained from being able to finally leave her room was crushed under the weight of her fury and the guilt and sorrow she was trying to bury underneath.

No matter what she'd gained this day, the fact remained that she'd been imprisoned, tortured, betrayed, and lied to. She'd had to face truths she wasn't ready for, and it wasn't just Sunburst who'd taken advantage of her naivety. Once Starlight got out of her—and she would get out of here—she, the twins, and that lying, scheming whorse of a 'mentor' would have words.

A Question of Intent

“Again.”

Twilight flinched at the pitiless tone in the command, but she pressed on just as ordered. Sweat beading down her face and tears streaking down her cheeks, she closed her eyes and tried once more to center herself. She tried to shut out all external distractions and instead look within. She tried to calm her mind but only found herself lost amidst her own roiling emotions.

Her horn sparked dangerously, a sign that she was quickly losing control, just like last time... but no, not again. Not this time. The filly gritted her teeth and viciously clamped down on her magic as it tried to slip out of her grasp. At the same time she gathered every ounce of willpower she could muster to mentally shove her stormy thoughts down.

She continued to wrestle with her emotions for another few moments before her mind finally calmed to what she felt was an acceptable degree. Even then, she took a few more calming breaths in preparation for what was to come. She tried to still her shaking limbs, but they refused to listen. Twilight Sparkle gave a mental sigh, knowing full well that nothing she could do would prepare her for what came next.

Not really.

“A-Alright,” she called out, hating how shaky her voice was but unable to help it, “I'm... I'm ready—”

Twilight had barely gotten the words out when she felt a powerful presence slam into her mind. The force of it was so strong that it physically drove the breath from her lungs. In an instant, her thoughts were overtaken, her head flooding with horrific memories of terrified screams, brutal slaughter, and sadistic cackles. Her not-so-distant past pressed down on her, crushing the filly beneath its prodigious weight.

She tried to hold on, tried to keep herself apart from the pain and anguish. She had to. Twilight couldn't let her affinity run wild again. She wouldn't. She refused to. A horrendous wail ripped itself from the filly's throat as she was assaulted again and again by memories so vivid and visceral that she felt as if she'd stepped right back into the past. Right back into that moment.

Right back to a time when all she could was watch from within the depths of her own closet as her family perished.

She could hear the screams of her mother as her father was crushed beneath massive claws of living shadow. She felt the weight of her older brother's rage and grief as he abandoned her and his promise to stay by her side. Lost to vengeance and foalish bravado, he pushed his little sister aside and charged out of the closet... but what could he do?

Twilight and her mother could only look on, the former too weak and scared to stop him and the latter too slow to react. In what felt like a blink, he was gone, his small frame pierced through by more deadly shadows and his body dragged down into a bubbling mire of inky darkness, never to be seen again.

Her mother, sliced apart by some unseen force even as she choked out her son's name. And then came the laughter, loud and brimming with sadistic glee. It was too much. Far too much. Twilight couldn't hold it back anymore. She screamed and fell back, scrambling away, pressing herself deeper into the back of the closet. Head shaking in denial, tears streaming in rivulets, her mind tried and failed to comprehend it all.

Separate herself. She had to separate herself from the pain. She tried. She failed. She screamed again and the laughter stopped. She'd given herself away, brought their attention down on her. Their eyes, like emerald green coals burning bright with the light of violent madness, fell upon the small, quaking filly.

She had to separate herself. Had to push back against—

They approached, those two monsters. Fiends. Demons in equine skin. They came closer and closer, prowling like predators with matching grins that promised a slow, agonizing end. They enjoyed this, the filly realized belatedly. They reveled in the slaughter. They were eager for more, these twisted creatures. They'd killed, and they would kill again. They would kill her, and there was nothing she could do about it.

Nothing...

Nothing.

Twilight howled, the fear and pain scoured from her mind by a sudden and violent rage. Her eyes snapped wide open, incandescent with sickly green light and trailing purple vapor. Her horn bubbled and sparked with barely restrained dark magic. Power surged and roiled within the filly's small body, greater than anything she'd felt before. Greater even than what she'd unleashed against the manticore in the Fortress' depths.

Just like back then, she wanted to release that power. Twilight wanted a target, something to direct her fury at. She needed to rend asunder, to demolish, to prove she wasn't afraid, to do what she couldn't back then. She had the power now. She could feel it in every fiber of her being. She was strong. She was deadly. She was—

Twilight gasped in sudden shock as an aura far greater than her own seized at something vague and ethereal within her. It closed around that nebulous thing inside her like vicious claws and squeezed. Twilight cried out as a pain she couldn't quite describe washed over her. It only lasted a brief moment, but it was enough to leave her feeling frail and shaken.

She fell to the ground, her body going completely limp. She tried to get back up, but moving her legs was like trying to move a mountain. All she could manage was a slight tilt of her head, looking up just enough to watch as a certain armored stallion approached her. The dark grey unicorn stopped just before the filly and stared down at her, piercing her with his ruby red eyes.

Twilight flinched again and looked away, unable to bear the pressure of his gaze. The judgment. It burned, but the filly knew she had nopony to blame but herself. She'd failed. Again. She'd thought she'd finally made some progress, but in the end, she'd just found a new way to disappoint her current mentor.

The cold stone floor of the open pavilion that was her current training ground did nothing to help her misery either. There was a beat of silence between the two, a quiet moment that made Twilight more and more nervous as it went on. Then King Sombra spoke, fixing the filly with a reproachful frown. Yet, despite his severe expression, the stallion's next words surprised the filly.

“This was a step above your previous attempts, if a small one,” he commended, though his expression didn't change, “that said, unlike your last few attempts, you pushed too far in the opposite direction. There is power within you, Twilight Sparkle, but your actions here are those of a foal lashing out—a mere filly who thinks herself strong while knowing nothing.”

Twilight said nothing in response, knowing full well that he was right. In the beginning, she'd been too afraid to even attempt any kind of control over herself. She'd failed to master her own emotions time and again and each time her affinity would flare uncontrollably, her dark magic wrested from her magical grasp. She'd spent the last few days reading up on the basics of dark magic and the first step was to master oneself.

She needed to gain mastery over her negative emotions—learn to wield them as a tool. If she couldn't do that, then even the most basic of the dark arts would be beyond her reach. Yes, she'd flung herself across Equestria using her own magical strength. Yes, she'd killed a manticore. None of that mattered. Those feats were closer to an uncontrolled magic surge than anything else, nothing even remotely close to true skill.

Twilight knew she had such a long way to go, and yet...

“You are making progress, do not doubt that,” Sombra continued, a bit of the edge slipping from his harsh tone, “you turned your fear and despair into rage and that will in no way avail you. That said, I could feel the barest hint of intent beneath the fury, and that is what's important here. Intent. Willpower. Do you understand, Twilight?”

“I... yeah, I do,” Twilight licked her dry lips and nodded. She could feel strength coming back into her limbs. With a grunt of effort, she slowly picked herself back up and continued. “Negativity bias makes it easier to give in to darker emotions, which is why dark magic is both dangerous and hard to learn. All magic requires intent, but dark magic demands more than most. That's why it's important to build up your mental fortitude before learning even the most basic of dark magic spells.”

“Spoken word for word from Alamino Coltley's Art of the Dark Mind,” Sombra nodded in approval, “a fine treatise to memorize certainly, but I trust you now realize that knowledge alone isn't enough?”

“Yes, Magister,” Twilight replied, using a title Sombra had evidently taken at some point in his long life, “I know what I need to do, but...” She trailed off as shame and frustration threatened to consume her.

Sombra chuckled deep in his throat at Twilight's bitter expression, “Roam was not built in a day, youngling. You possess a prodigious mind and a font of magical power I've not seen in ages—especically for a foal, but the dark arts aren't so easily conquered.”

With those words, he stepped past the exhausted filly and out of the open pavilion within the Crystal Castle's inner garden. He paused after a few paces and turned to look back at Twilight over his shoulder, “Take this opportunity to rest and reflect on your failures and how best to strengthen your will. We will begin your training anew two hour hence.”

And just like that, the stallion turned back around, took another few steps forward, and vanished in a whirl of black smoke. Twilight found herself entirely alone in the snow covered garden. Alone, with nothing but her thoughts and the deafening silence to keep her company. Twilight shivered. It had been roughly a week since she'd been tossed unconscious back into the strange realm that housed King Sombra's entire empire.

She'd hoped to get used to the place, but the unnatural silence that enveloped the world still unnerved her—and that was to say nothing of the King's 'subjects'. Twilight would see them around the castle occasionally, eerie pony shaped shadows that flickered in and out of focus. They wandered both the streets of the empire and the castle's halls without aim or purpose.

They were just as hauntingly quiet as everything else, and Twilight did her best to avoid them all as much as possible. The garden was beautiful, that much she could admit. Twilight had always liked the winter season and the snowfall it brought. Everything in the garden, from the tallest trees to the smallest flowers, was perpetually covered in ice and snow. It made for a beautiful aesthetic... but that was it.

The snow, for all of its sparkling beauty, wasn't cold. There was no pleasant chill in the air, no frosty breath or stinging eyes. There was no wind, but the atmosphere was never stifling, nor was it ever too hot or too cold. Twilight wasn't sure how it was possible, but the sensation was so at odds with the winter wonderland before her that it almost gave her a headache.

It was all so... uncanny.

The filly shivered again and quickly hurried out of the garden and back into the castle. As she made her way to the private quarters Sombra had prepared for her, Twilight wondered how her crimson-eyed mentor had been able to live in such a place for so long without going completely insane.

The only reason Twilight still maintained her own sanity was because she had something to focus on. She had books to read and training with Sombra. It also helped that she didnt mind being alone for long periods of time all that much. In short, she could bear King Sombra's creepy empire realm because she kept herself busy.

Even now, the long walk she was forced to endure down the empty, twisting corridors of the Crystal Castle was wearing on her nerves. The world around her was too quiet. Too still. Her hurried hoofsteps were strangely muted and with each corner she took she was afraid one of those eerie shadow ponies would walk past and scare her half to death. It had happened before and she had no doubt it would happen again.

And, even putting all of that aside, Twilight just didn't want to be alone with her thoughts. Not right now. Normally it wasn't an issue, but her training was making her more prone to introspection lately. In some ways, that was kind of the point, but the filly didn't like where her mind was taking her.

She found herself losing focus during her studies, her thoughts wandering in troubling directions. It wasn't just memories of her family and their deaths either. She worried about her place in the world, about her future, about Starlight and what she was doing right now. She wondered what Aeon was up to and what her plans were for her and Starlight.

She thought about the demons and found that she was just as curious about them as she was terrified of their existence. She ruminated on her lack of a cutie mark and what it might be once she finally got one. The filly still remembered Aeon's words, how she said that her cutie mark would be something special. Twilight was beginning to realize that 'special' didn't necessarily mean 'good'.

She thought about all of these things, and she worried. She realized that she didn't really have much to look forward to in her life other than her studies. Even then, she could tell that all of her teachers weren't exactly the kind and upstanding sort. She thought about the future, and she feared for it. Feared what it would bring. Not once did she forget what she and Starlight saw in that crystal ball.

The more she dwelled on that vision, the heavier it weighed on her soul. But what could she do except move forward? What else was there but to survive? She and Starlight, as exceptional as they both were, were still just fillies at the end of the day. Despite what she'd told herself during her rage-fueled power trip earlier, she didn't have the strength to live in a world like this. Not yet.

No, she and Starlight would have to build up their own personal power, and they would. They had to. As painful as her existence was right now, Twilight didn't want to die. She didn't want Starlight to die. Starlight Glimmer was the only pony she could truly call a friend. Maybe even family. She wasn't sure how Starlight felt, but to Twilight, the filly was beginning to feel like a sister in more than name.

It was a warm feeling, but that scared her too. It scared her because she didn't want to lose that warmth. She refused the idea outright. The sheer weight of her own denial surprised Twilight. It lit a fire in her, and as she finally reached her room and flopped down onto her generously provided bed, Twilight's worries began to fade, if just a little. She felt the flames of conviction flicker to life in her chest.

It was just a small ember at the moment, but that was fine for now. A sense of purpose was beginning to form within the small unicorn—a budding intent, just like Sombra said. Twilight, utterly worn out, smiled nevertheless as she closed her eyes and prepared to nap her short break away. Confidence was the last thing she felt before her consciousness fled. Confidence that next time, she would not fail.

And as she dreamed of the past—dreamed of better times, an old presence within that ethereal realm of slumber watched on, smug satisfaction writ plain across its void black features.

A Creature Within

Twilight once again found herself sprawled upon the cold, unforgiving stone floor of the Crystal Castle's courtyard pavilion, tears streaking down her face and her teeth grit in shame and frustration. Panting, the exhausted filly tried to rise to her hooves but failed. She would have slammed a hoof down into the stone, but she just didn't have the energy anymore.

Why? She inwardly snarled at herself, Why can't I control my emotions? Why can't I get my own magic to obey me? I told myself I wouldn't fail again! I'm trying so hard, but... but I...

"I see..." came the calm and speculative voice of her instructor from above her. Twilight looked up to see Sombra looking down at her, brow furrowed not in anger or disappointment, but in thought as he said, "I believe I'm beginning to grasp what the issue might be, Twilight Sparkle."

Twilight looked back at him with a mix of confusion and hope in her teary eyes. During this last attempt to gain control over her emotions, Sombra had done... something. The filly had no idea what, but whatever it had been, it was clearly magical in nature. Just before she'd closed her eyes to concentrate, she'd caught a glimpse of her teacher's own eyes flaring to life with sickly green light.

Just then, Twilight had gotten a sense that the ruler of this unsettling castle was peering directly into her soul. He hadn't explained himself, and Twilight had done her best to ignore the sensation, figuring he had his reasons and trusting that he wasn't trying to harm her in any way. She certainly wouldn't have extended that trust in the beginning, but that had changed over the course of her training.

The regal stallion had been an excellent teacher in her opinion. He was strict but fair, and though he held nothing back with his criticisms, his demeanor was both calm and patient—for the most part. No, it wasn't that Sombra failed as a teacher, but that Twilight had failed the King as his student. At least, that's what the filly told herself.

It was due to these reasons that, despite the sinister air about the stallion, Twilight had decided to at least put her faith in his lessons if nothing else. If he could determine what she was missing, point out what she was clearly failing to see, then all the better. The filly looked up at Sombra expectantly, but he fell silent, seemingly lost in thought as he watched her. Thankfully, before things could get too uncomfortable, he finally spoke.

"You, my dear student, are hiding something," he stated, his tone was casual, but Twilight could hear a hint of irritation in his voice. She reeled back slightly, somewhat stricken by the accusation. She opened her mouth to deny the claim, but Sombra cut her off with a raised hoof before continuing, "Not from me, but rather yourself. I peered into your mind as you attempted to master yourself, and in doing so, I've stumbled across something quite interesting."

Twilight blushed at that, her shame and embarrassment only growing as she realized he'd likely seen everything. She wanted to be angry at the blatant and casual invasion of privacy, but she couldn't bring herself to say anything. The fact that he could so easily peruse her thoughts unnerved Twilight, but at the same time, she recognized that he'd done it for her own sake. She didn't know how to feel about what he'd done, but didn't get the time to dwell on it as the stallion pressed on.

"This is not the first time I've witnessed the trauma you hold within you," he explained, "and each time I've seen it, I felt that something is amiss. After having delved into your past this last time, I believe I've figured out what the issue is."

"A-And what's that?" Twilight asked hesitantly.

"I'm unsure if you yourself are aware of it," Sombra replied, "but each time you lose control, whether in fear or in anger, your memory always unravels at the same exact point."

Twilight blinked in confusion, trying to scour her mind for answers as she asked, "What do you mean?"

Sombra gave the filly a look she couldn't quite parse before letting out a small sigh and shaking his head. "Your recollection of events regarding your family's murder is vivid—every detail viciously etched into your mind. That much I can see, and yet it is... incomplete."

He looked at Twilight with an expression of mild consternation as he continued, "The conclusion is always the same; you cower in your closet as your family's killers approach and then... nothing. You've told me of the dark magic surge that brought you to the region where you currently reside, but there is a large gap between your would-be killer's approach and your arrival in the wastes."

"I don't... that's not," Twilight frowned, her troubled gaze falling to her hooves. She'd been so caught up in Sombra's explanation that she hadn't realized she'd already picked herself back up from the ground. She shook her head, as if denying her mentor's words, "I mean... yeah, things get a bit hazy at the end, but that's only because of the magic surge and my escape. I was disoriented. Lost. I just... I wasn't thinking at the time. I was too scared."

Scared? Was that it? Was I just scared?

That's what she told both Sombra and herself, but even as she spoke, she suddenly realized the explanation felt wrong somehow. She also realized she'd never actually spoken about what happened at the end in any real detail. She hadn't even thought about it. Not really. But now that Sombra had pointed it out, and she was giving it some actual consideration, Twilight couldn't help but wonder if he was right.

"You say you were consumed by fear, but think on this, Twilight Sparkle," Sombra countered with a small, but wicked and knowing grin, "if fear is all that held sway over you, then where did all that fury come from during your last training session? That raw, violent emotion was a deep-seated thing, and if the story you told me of your encounter with the manticore is anything to go by, you've displayed such viciousness before."

Twilight... didn't have an answer for him. All she could do was stare at her hooves, her mind racing as she tried to put together all the pieces of a puzzle she hadn't even known existed until just now. Or rather, a puzzle she'd forgotten about entirely. A puzzle shoved somewhere deep down in her mind. The more Twilight thought on Sombra's words, the more she realized he was likely right, and that terrified her.

Sombra watched Twilight for another few moments as his student attempted to come to grips with the potential gap in her memory and what that could mean. Sombra, for his part, knew very well what it meant. He could even guess what had likely happened back then. Twilight was a brilliant student, but this wasn't the first time he'd taught somepony in her situation—far from it, in fact, but he held his tongue.

Twilight herself didn't know it, but Sombra could see that the filly had come to a crossroad on her path to learning the darker arts. She would soon break through her mental barriers and walk the road to greatness—becoming one of the greatest dark mages since Sombra himself—or she herself would break and likely fall to madness and despair. Sombra had seen the latter happen to too many would-be dark mages to count, and it was never a pretty sight to behold.

But in Twilight Sparkle, Sombra had faith. He himself couldn't say what it was about the filly that inspired such faith, but somehow he knew she would come out of this stronger than perhaps even he could imagine. That said, the filly was standing on a knife's edge, and she'd have to take that next step on her own. With that in mind, the stallion moved past the ruminating filly, only stopping to give her some final advice.

"Take the rest of the day to think on what I've told you, Twilight Sparkle," he said, "you already know what hides beneath the surface, you need only muster the courage to look deep enough to find it. And you will. Of that, I have no doubt."

And with that, Sombra vanished, leaving Twilight to further ponder what he meant. A flash of something flickered across her mind—a flitting shadow in the dark—but it was gone before she could even register that anything had happened. Twilight stood lost in thought for another few minutes before finally leaving the snowy courtyard and heading back to her provided room. All the while, that final moment before she whisked herself away from her home played itself in her mind again and again.

What does it mean? What am I missing?

Twilight's bleary eyes scanned the surrounding desert, the disoriented filly taking in the dry, cracked ground and blood-red sky with groggy confusion. Her mind felt as though it was in a haze, and she found her thoughts excruciatingly slow to come. It was hard to think clearly, and yet through the haze, she could tell that something wasn't quite right. Muddled as her mind was, one thought came through loud and clear.

She wasn't sure what this place was or how or when she'd gotten here, but she knew she'd been here before.

The place was unsettling to be sure, but Twilight's somnolent confusion dulled her unease. She tried to recall what she'd been doing last, but her memories before the desert were shrouded in a fog. With nothing else to go off of, and getting nowhere fast in this eerie landscape, Twilight called out for somepony. Anypony. Her voice echoed strangely in her ears, the sound seeming to carry on for miles.

And to her shock, something responded.

And here we are once again, crowed a deep, feminine voice oozing with self-satisfaction, welcome back, little mageling.

Something in the atmosphere shifted as the voice spoke, and Twilight suddenly found herself snapped back to full clarity. She swept her gaze about with new eyes and gasped as the memories came rushing back. She'd been lying awake in bed, trying and failing to get any sleep as she pondered what secret could possibly lay hidden within her memory of that tragic night. And then... and then...

"I fell asleep at some point," the filly realized with wide eyes, "I'm... I'm dreaming right now."

Indeed, you are, Twilight Sparkle, came the disembodied voice once more, its tone growing serious, but this is no mere nocturnal reverie. Not this time.

"What are you talking about?" Twilight called back, searching the crimson sky for the source of the voice, "Who are you? Where are you?"

It matters not who I am. What matters is that you focus, child. You've a decision to make, and this time there shall be no waffling.

"A decision?" Twilight repeated, confused and unable to quell the growing unease in her chest, "What do you mean? What decision am I supposed to—"

The filly shuddered as another presence suddenly made itself known behind her. Without even turning around, Twilight knew. She'd felt this sensation before. This pitch-black malevolence that was so alien yet so familiar. At that same moment, she remembered the previous conversation she'd had with the enigmatic and imperious voice in the sky.

It all clicked together then, and Twilight found she didn't have the strength to face the creature that stood behind her, waiting even now for her acceptance. A decision had to be made, the voice said, and Twilight understood. She knew very well what decision had to be made, and still, she wasn't ready to make it. It was too sudden! Too soon! She hadn't prepared for—

Still hesitant to accept who and what you truly are, I see...

The voice sounded disappointed, but somehow Twilight got the impression whoever was behind that voice was smiling, and it wasn't a pleasant smile either. Before the filly could even think of a response, the voice spoke again, its tone disarmingly casual.

A shame, that. Though I suppose being put on the spot would make most nervous. The voice paused briefly, then, in a tone that made it clear the voice had been waiting for this moment, it said, Ah, but what if I told you that little piece of yourself you've been shying away from all this time held the answers you've so desperately been searching for?

That caught Twilight's attention and she once more raised wide eyes to the sky. She didn't reply aloud, but her expression spoke volumes. How did you know? Are you telling the truth? Who are you, really? How can I trust you? All these questions and more flitted across the filly's face in an instant and the voice laughed as it caught them all.

Oh yes, whelp, I know all about your painful past—better than you do even, and I'll tell you something else. Sombra knows what you're hiding from yourself as well, but he won't tell you, and neither will I. No, that truth must be earned, little mageling, and you know exactly what you have to do to earn it, don't you?

Twilight's gaping mouth snapped shut. Her eyes fell to the ground, her expression twisting into a bitter and indecisive grimace. Overwhelmed by her current situation as she was, Twilight did, in fact, know what she needed to do. She'd known all along that the voice was right. Even back during their first meeting in this nightmarish desert, she'd known somewhere deep down that she'd have to face the creature that lurked within.

She didn't want to face the creature—to face that part of herself. It was cold. It was dark. It was scary. It felt evil. She hated it. Hated to think that something that malicious could be a part of her, and yet it was, undeniably, Twilight Sparkle. She could feel it, knew it on a fundamental level, even if she didn't fully understand how or why that piece of her existed. But in the end, what choice did she have but to accept it?

Not only was the creature a part of herself—not only could she not progress until she embraced it—but that part of her also carried with it that crucial bit of her memory. A memory Twilight hadn't even known she'd been hiding from. A memory she was beginning to realize she'd likely kept buried for good reason. And yet, she couldn't move on without it. The thought of what that single memory contained terrified her.

It made her hooves shake and her heart pound painfully in her chest, but the voice was right. Sombra was right. All the hesitation was holding her back. Her failure to accept that malevolence lurking within her was hindering her growth. Making control of her emotions nigh impossible. Whatever this part of her was, she had to face it head on. Look it in the eye and embrace it, no matter what form it took.

And besides, hadn't she already resolved to do whatever was necessary to grow stronger?

She had, and with one last shuddering breath, Twilight raised her head, jaw set, and turned to face the creature behind her. Cold amethyst eyes met her gaze, piercing right through the filly with their bottomless cruelty. Twilight swallowed, her entire body trembling, but she refused to look away. The voice had fallen silent, but Twilight could feel its eager anticipation like a shroud. She ignored it.

"W-Well?" Twilight began, unable to keep her own voice steady as she challenged the shadowy, filly-shaped mass of malevolence before her, "What are you waiting for? J-Just... do what you need to do, already!"

For a long, tense moment, nothing happened. The creature continued to stare at Twilight, and Twilight continued to stare back. Her nerve began to slip more than once, but each time Twilight viciously clamped down on it, refusing to give ground in this unnerving starting contest. And then, after what felt like an age, the creature smiled.

Eyes wide and razor sharp teeth flashing with malicious glee, it stepped forward before Twilight could react with anything more than a startled gasp. Then it stepped into the filly, and her entire world shattered. Somewhere in the endless nothingness, Twilight's heart began to pound. She could hear her blood pumping in her ears. She could feel the mana boiling in her wellspring. Emotion, raw and violent, threatened to tear her mind apart, but somehow Twilight held on. She had to, or else—

The memory hit her like a tidal wave, and like a tidal wave, it washed everything else away.

Somewhere within herself, Twilight listened as horrified screams turned to broken laughter. The sound echoed strangely throughout the small confines of her bloodstained bedroom, but the laughing filly paid it no mind. Twilight watched transfixed as the vicious smiles of her family's killers faltered. She watched confusion on the twins' faces as they looked around the room, then at each other, then back to the cackling filly.

She watched as the pegasus twin's confusion turned to alarm, then terror, then agony as a pair of bubbling, purple-black tendrils lashed out and tore her wings from her barrel. A third tendril grabbed at one of her legs and tore that away, then more and more came to pull the wailing pegasus apart piece by piece.

The pegasus screamed. She begged, she sobbed, she cursed, but the filly with her smoky purple-green eyes just laughed as countless tendrils continued to pour out of one miniature black portal after another. Twilight looked on, a dark sense of satisfaction bubbling to the surface as she watched the dozens of tendrils pull each and every piece of the pegasus back into the pitch-black void of those portals.

Once the deed was done, the portals snapped shut and the giggling filly stepped out of the closet, her radiant green eyes fixed on her next victim. The filly—the creature—saw the remaining twin. She saw his rage, his despair, his fear. She saw the unicorn's attempts to summon the demon that smashed her father to paste. She registered none of it. There was no conscious thought. There was no consideration. There was no guilt or sympathy or mercy.

There was only the image of the filly's father crushed to death. The image of the filly's mother cut to ribbons. The images of the filly's brother, his body impaled and dragged away to who knew where. Over and over again, the scenes played out in her mind as the filly thoughtlessly lashed out with dark magic far beyond her ken. There was despair, yes. There was also rage. Twilight could feel so much of both that it made her ill, but beneath it all, she could also feel something else.

There was power, and the sick joy it brought to the filly. She was drunk on the raw power of her own twisted mana, and she hadn't even noticed. Twilight saw this and understood that it was bad, but as the filly used another massive black tentacle to tear apart the unicorn twin's summoned demon arm—as she drank in the utter horror on the unicorn's face—Twilight found it harder and harder to fault her past self.

After all, that was the power she wanted. The power she needed. If she could only learn to control herself, all of that could be hers without the mental baggage. Twilight watched the writhing tentacle wrap itself around the struggling unicorn. She looked on with uncharacteristic relish as the giant limb smashed her father and brother's killer into the ground again and again and again and again.

The stallion had died after the first drop, his entire front half rendered to nothing but a messy red pulp. Yet, the filly kept going, heedless of the fact. Her laughter never stopped for a moment, and neither did the tears. Eventually, some semblance of sanity returned to the filly, and she finally released the pile of viscera that was once a unicorn stallion.

All that was left now was the silence, save for the filly's choked giggles, and the overpowering stench of blood and entrails. Twilight gave a mental wince as the scene before her flickered. The filly stumbled backwards, her sickly green eyes flaring and her horn bubbling and sparking with dark mana. She'd used power she wasn't meant to have in an emotionally charged magic surge, and now she was about to pay the price.

Twilight could feel it coming, the pain, the fear, the horror of what she'd done. The filly had been dragged along by her emotions and let her own dark affinity take the reins. Now that she had no other targets for her rage and despair, her consciousness began to seep back in. The filly flinched, and Twilight flinched right along with her in sympathy. Eyes still blazing with dark magic, the filly looked around her gore drenched bedroom.

"No... N-No..."

That was all the filly could rasp out as she slowly shook her head in denial. Her horn discharged a small bolt of purple-black lightning, and she cried out at the resulting shock to her wellspring. The mana in her wellspring was still boiling over, desperately in need of release but blocked off by the partial return of the filly's sanity.

Twilight herself knew what came next. In terrible pain and desperate to escape the horror of her circumstances, the filly turned and leapt right into a black portal she'd unwittingly torn open in her half-mad attempt to abandon her home. The remaining power in her magic surge had been enough to throw the filly halfway across Equestria, penetrating Celestia's barrier and knocking the filly unconscious in the process.

By the time Twilight had woken up in that rocky desert, she'd already divorced her mind from the wanton slaughter she'd committed. It hadn't been a conscious decision on her part, and Twilight found it both interesting and baffling that her vengeance—unintentional as it was—had been what her mind had chosen to block out instead of her family's murder.

She couldn't help but wonder why that was. Both events were equally traumatizing. Why hold on to one and not the other? Twilight didn't understand, but now that she'd uncovered the truth of what happened immediately following her family's murder, she had a chance to ruminate on what she saw. It didn't take her long to realize that, as gruesome as her actions were, now that's she'd faced them head on, it didn't bother her all that much.

It left her a bit sick at first, but the more she thought about it, the more she couldn't help but see it as justified revenge. Those monsters had slaughtered her family with brutal smiles and cruel laughter. Now they were dead, and Twilight was the one left laughing in the end. Was this closure? Twilight didn't feel like it was, but she could accept what she'd done with far more ease than she expected.

She'd embraced and accepted the memory of what she'd done, but Twilight also understood on some level that she hadn't been right in the head back then. The question still remained whether she could willingly rend her enemies asunder with such vicious brutality. Twilight didn't know for sure, but something told her she'd get her chance to find out sooner rather than later.

The Equestrian Outlands were a dangerous place, after all.

It took Twilight a moment to realize she'd woken up, and had been awake for quite some time. Feeling like a new pony, she opened her eyes and sat up in her bed. Rubbing the crust from her eyes, Twilight tried to understand where this elation and sense of accomplishment were coming from. She'd finally accepted the creature within and discovered the truth of what she'd done, but she could feel there was more to it than that.

She looked around her room, then froze in shock as a thought hit her.

No... it couldn't be... could it?

With her heart pounding its way into her throat, Twilight hurriedly threw off her blanket and scrambled out of bed before turning to get a good look at her flank. A wide smile split her face as she took in the newly embossed design she found there. A violet six-pointed star wrapped in stylized swirls of green and black. Any potential worries about what the design itself could mean were thrown to the wayside in the filly's excitement.

The only thing that mattered to Twilight Sparkle right then was the fact that she had finally gotten her cutie mark.

A Bitter Winter Night

Numb.

The lavender filly was so cold most of her extremities had gone numb.

She pressed onward nevertheless, unable to muster up any sort of real concern over her current condition. It actually wasn't all that cold out compared to the rest of Equestria this time of year.

There wasn't even any snow to be seen -- just a biting wind the blew across this sandy, rocky wasteland. The filly shivered involuntarily from both the chill and the memories she was replaying in her mind as she wandered aimlessly.

Those two...

She tried not to think about them -- about what they had done to her parents and her brother.

It couldn't be helped.

She had nothing else to think about with the loneliness pushing in from all sides. She had cried, she had yelled and screamed and wailed and did just about every other thing a filly who had experienced what she had could do beside...

No.

Even in as much pain as she was, and even if she wanted to, she could never do that.

But all that had been at least a few hours ago.

Now she moved along the wasteland on complete autopilot -- her hooves taking her on a dark path to nowhere in particular. Somewhere deep down beneath her horrible memories she wondered how she had even ended up here.

She knew she had wanted to get away -- be literally anywhere but there in that awful moment. Then something happened with her magic and her head started to hurt really bad.

She thought she was going to die from the pain, but before it became too much to handle, the pain suddenly stopped, she felt herself falling backwards, and then everything went black. When she finally opened her eyes, she was lying in the shadow of a large boulder in this... rocky desert.

Canterlot -- and the great mountain it sat on -- was nowhere to be seen. She didn't even know if she was still in Equestria anymore, but she didn't care. It didn't matter how far away Canterlot was... not anymore.

She no longer had a family to return to after all.

And so she wandered -- cold, lost, hungry, and alone.

Then she saw it.

Her dull gaze fell upon what looked like a rather large dilapidated old shack in the distance. For the first time in what felt like ages, the filly's eyes gained a bit of life and she quickened her sluggish pace.

She wasn't sure how she had missed something so out of place in this empty field, but she suddenly found herself grateful that she had stumbled upon it. As she got closer to the shack, she could see that was actually in much worse condition than she had originally believed.

Even from a distance she could see all sorts of holes in the walls and the roof was slightly tilted at an odd angle. The front door was partway off the hinges and she could hear the wooden structure creaking and groaning pathetically as the bitter cold wind whipped through its weak frame.

Still, it was better than nothing at all.

She carefully made her way over to the broken door and, after a moments hesitation, she pushed it open. The instant the door made a sound, she heard a startled cry from within. The sound was so unexpected, the lavender filly cried out herself and stumbled back away from the door.

The door itself was left to swing open and the filly, who had fallen over in her haste to get away, couldn't help but stare at what lie within. She couldn't make anything out in the gloom of the shack, but then she heard whimpering from somewhere inside.

Her curiosity momentarily overrode her fear and picked herself up off the ground.

"H-Hello?"

The whimpering stopped abruptly and the lavender filly swallowed as she took a step forward.

"W-Whoever's in there, I... I-I'm not gonna hurt you," she said, trying to convey a calm she herself didn't feel, "I don't even know... where I am right now, or how I got here."

There was still no response.

"Please!" the filly pleaded, "if you can hear me, say something! I don't..." she fell to her haunches, "I don't know what to do and--"

"Go away!" a filly's voice cried out desperately from inside, "don't... don't come in here!"

The lavender filly's eyes widened in surprise.

Another filly like her? All the way out here?

"I m-mean it!" the increasingly distraught voice continued, "if... if y-you don't leave... I might... I might do something horrible!" there was a pause and then, "please just... just leave me alone..."

There was something about this voice -- this filly that drew the lavender filly's intrigue. She wasn't sure what it was, but there was something in the mysterious filly's voice that felt... familiar.

After a second the lavender filly realized what it was.

The mysterious filly sounded just like she had earlier when she had woken up out here.

"...I don't know who you are, and I don't know what happened to you," the lavender filly said just loud enough to be heard over the wind, "but... but I..." she faltered and clenched her eyes shut as tears rolled down her face, "my mom and dad and brother are gone... and -- and I don't have anywhere to go anymore."

She took another step forward.

"Can I please come in?" she pressed, "I've been wandering around out here for hours and it's really cold and I'm hungry and... and..."

There was no response.

She took a few more steps towards the door and when she heard no objections from the voice, she trotted the rest of the way inside the shack. It took a moment for her eyes to adjust, but once they did, she cried out in panic and backpedaled back to the doorway.

The inside of the shack was a mess.

Overturned furniture littered the area, and all sorts of odds and ends were thrown about and smashed on the floor. There were a few things that especially caught the lavender filly's attention and caused her to shake uncontrollably.

A large circular scorch mark had imprinted itself in the middle of the room. To the left and far right the filly could just make out the mutilated bodies of two ponies -- the floor around them soaked with blood. She turned and saw a third body near an upturned table -- this one the size of a foal.

Upon closer inspection the horrified filly could see it was a colt who looked as though he could've been sleeping if it weren't for the large dark red pool beneath him.

And then there was the mysterious filly herself.

She sat huddled up in a far corner, her light pink coat spattered in more blood. Her dark violet, lighter violet, and aquamarine mane was set up in two short pigtails that were coming apart. Her wide, fearful blue eyes locked on the lavender filly in the doorway and she whimpered again.

For several moments, neither filly said anything -- both of them too shocked to speak.

Then the lavender filly fell to her haunches once more and just stared at the other filly -- her mouth slightly open and her expression blank. The light pink filly slowly looked away from the other filly and turned to stared at the far wall.

"I... I told you," she muttered, her eyes still glued to the wall across from her, "I told you... not to come in..." she shivered as silent tears streamed down her face, "I said don't... d-don't come in."

The lavender filly blinked and slowly stood up.

"I... did this..." the mysterious filly continued in a choked voice.

WIth agonizingly slow steps, the lavender filly made her way over to the light pink filly.

"I'm a monster... I'm sorry mommy... daddy... S-Sunburst. I d-didn't mean it..."

The lavender filly idly noticed the ominous looking magic circle printed on the other filly's flank that almost seemed to glow with a bright blue light.

"I just want... all I wanted... to do w-was show... show them the new spell I made..."

The lavender filly reached the light pink filly and lowered herself on the floor next to her.

"They're gone," the light pink filly sniffed, "t-they're all gone. I... I killed--"

Her watery eyes widened in shock as she felt a pair of lavender hooves pull her into a hug.

"I'm sorry."

With those simple words, the floodgates opened.

The light pink filly leaned against the lavender filly and sobbed.

Author's Note

And so it begins...

For those of you wondering what Starlight is doing all the way out in the desert, I will explain that in due time.

But yeah, I made some more drastic changes to the canon that you'll see soon enough.

A Mutual Understanding

It took several long minutes of empty reassurances that everything would be okay, but eventually the light pink filly calmed down enough for the lavender filly to ask a few questions that were running through her mind. She decided to ask the most appropriate question she could think of.

"Do you... feel any better?" she asked, knowing the answer already.

The other filly said nothing, only giving a small sniff and shake of her head in response. The lavender filly was silent for a moment before she spoke again.

"My name is Twilight. Twilight Sparkle," the lavender filly offered, "can you tell me your name?"

"...S-Starlight," the other filly replied hoarsely, "my n-name is Starlight Glimmer."

Twilight tried to smile for Starlight's sake, but an errant gust of freezing wind blew through the destroyed house and the smile dropped off her face as she shivered.

"Do you have any blankets or anything?" Twilight asked worriedly, "I think it's getting colder."

Starlight nodded and pulled away from Twilight's warm embrace. She silently trotted across the dark and messy room, making sure to avoid as much of the aftermath of whatever had happened here as possible.

She briefly disappeared into a backroom before coming back out with two thick brown blankets. She offered one to Twilight, who tried to take it, before wincing in pain. She reached up and rubbed her horn, pulling her hoof away a second later with a hiss.

She sighed and trotted over to where Starlight was. As she took the blanket in her hooves, Starlight eyed her curiously.

"...Your horn burned out," she stated bluntly, "why?"

Twilight took a moment to answer as she wrapped the blanket around herself. Once she was comfortably snug she turned back to Starlight with a grimace.

"I... I don't really know exactly what happened, but..." she shifted uncomfortably and looked away, "something terrible happened and I used a really powerful spell that dropped me in this place."

"Oh..."

Starlight said nothing more as she wrapped herself up in her own blanket. Together they sat there in the dark, everything completely silent save for the howling wind outside. As the silence dragged on, it became more and more tense, but neither filly made any attempt to break it.

There was only one topic on their minds and neither of them had any desire to share just what had happened.

At the very least, the blankets did an adequate job of keeping the wind chill to a bare minimum if nothing else. Twilight's ear twitched and she turned to Starlight to see her moving back toward the far corner of the room where she was originally.

"What are you doing?" Twilight asked with a bemused frown.

"Going to sleep."

With that, Starlight lowered herself to the floor and curled up beneath the blanket, facing towards the wall.

"Oh... well... good night, then..." Twilight replied feeling somewhat awkward, "I guess I'll... try to do the same..."

She moved over to another part of the living room and laid down, adjusting herself so that she was at least somewhat comfortable. She didn't believe for a second that sleep would come to her. She didn't know what had happened here with Starlight, but she was fairly sure the pink filly wouldn't actually be getting any sleep either.

Still, it gave them both an excuse not to talk to each other about themselves and what they went through without the uneasy silence.

Sure enough however, Twilight's ears picked up quiet sobs coming from the other side of the living room. Had the wind not died down, she would've missed them, but as it stood, they were perfectly audible to the lavender filly.

She let out a quiet sigh.

It was strange.

Until she had met Starlight, she was ready to give up completely on doing anything but wandering around until she froze or starved to death. She didn't want to die, but she had already accepted it as a strong possibility given her current circumstances.

Now though...

Seeing Starlight Glimmer in that state somehow made her feel calmer about her own situation. In a way, she was also relieved to know that she wasn't alone, even if Starlight didn't want to talk about what happened.

It wasn't like Twilight herself wanted to talk about it either, but still, it felt nice to be able to reach out and give the pink filly at least a little bit of comfort, whether it was reciprocated or not.

She felt she had regained some kind of control over her own emotions by trying to help Starlight with hers. Twilight began to think that maybe if she could get Starlight to open up, they could both find some kind of mutual understanding.

They already had some common ground to work off of, but the problem was that neither of them were ready to build anything up from that common ground. Still She had to try if not for her own sake, then for Starlight's.

Whether either of them liked it or not, it looked like all they had left was each other in this vast rocky desert that stretched on for who knew how long.

A soft snore caught Twilight's attention and she looked over to see that the pink filly had finally fallen asleep. Twilight didn't know how long she had been lying there ruminating on both their situations, but it must've been for quite some time, as she herself was becoming tired.

With all these thoughts in mind, she tried to ignore the stench of the bodies -- and the fact that the bodies were even there -- and get some rest. Eventually rest finally did claim her and she fell into a fitful sleep.

Twilight sneezed.

The act jolted her awake and she slowly sat up, the blanket falling around her. She blinked a few times and looked around, momentarily confused as to where she was and what had happened.

Then all the memories came crashing back down on her like so many boulders in a landslide. Rather than let them overwhelm her, she desperately tried to push the memories to the back of her mind and focus on the filly she had met during the night.

Twilight looked around the ruined shack.

Upon closer inspection, it turned out the place they had slept wasn't a shack like she had thought. The morning was grey, but it was still bright enough out to make out the interior -- especially with all the holes in the walls and ceilings.

It turned out the building had been a legitimately nice cabin before whatever had caused all of this death and destruction.

Now however, everything was shattered, smashed, crushed, or otherwise broken in one way or another. A quick glance around the main room showed that Starlight was nowhere to be found -- her blanket laying crumpled up and abandoned in the corner.

Twilight yawned and stood up, shaking the blanket the rest of the way off. The air was cool, but thankfully nowhere near as bad as it had been last night. She decided her winter coat was enough to keep the morning's chill at bay and proceed to look around the room for the pink filly.

Wrinkling up her nose at the smell and doing her best to avoid the bodies, she looked under the overturned furniture and even in the few rooms there were in the cabin. Eventually she found Starlight in what she could only assume was a bedroom.

Starlight had her back to the lavender filly and it looked like she was messing with something Twilight couldn't see. From the look of it, it seemed she'd washed off the blood at some point, as her pale pink fur cleared of the stuff, something which Twilight was honestly thankful for.

"Starlight?"

A slight turn of the head was the only acknowledgment Starlight gave before going back to whatever she was doing.

"What are you..." Starlight shifted and Twilight got a glimpse of what she was messing with, "...is that a candle?"

Held in Starlight's bright blue magic was a tall maroon colored candle -- it's wick lit and the melting wax dripping steadily onto the floor. Twilight also took note of a pair of dirty brown saddlebags lying on the floor nearby that looked much too big for Starlight.

Regardless of the fact, the light pink filly threw them onto her back.

"Why do you have -- hey!"

Twilight cried out in surprise as Starlight pushed past her and trotted out into the living room with the lit candle.

"Starlight!" Twilight called out as she trotted after the other filly, "what are you doing?"

Starlight stopped in the middle of the living room and turned to Twilight.

The look on her face sent shivers down the lavender filly's spine.

"S-Starlight?" Twilight asked again, taking a hesitant step forward, "w-what are doing?"

Rather than answer, Starlight turned and trotted towards a large bucket near the wall that Twilight had failed to notice earlier.

"Starlight?"

Ignoring the lavender filly, Starlight grunted as she lifted the bucket in her magic. Twilight watched as she raised the bucket overhead and jumped back in surprise as the filly proceeded to dump the contents all over the hardwood floor.

Oil.

The smell of it hit Twilight like a punch to the muzzle, and it was in that moment that she realized what Starlight was planning to do.

"Starlight, wait!" the lavender filly cried, "you can't just--"

"I'm leaving."

The hollowness in Starlight's voice caused Twilight's heart to skip a beat. For a moment, she couldn't do anything but gape at the other filly as she tossed the now empty bucket away and trotted towards the entrance to the cabin -- lit candle floating beside her.

"You should probably leave too."

Twilight scrambled after Starlight and made it outside just as Starlight threw the lit candle back into the cabin.

The candle hit the large pool of oil and set the floor aflame. Both Twilight and Starlight slowly backed away from the cabin and looked on as the fire spread across the floor, then to the wooden furniture, then it hit the walls and continued to fan out and cover everything within.

Twilight couldn't look away, both horrified and enthralled by the spectacle. Starlight merely looked on with a blank expression, but the tears streaming down her face made her true feelings about the situation clear for Twilight to see.

The lavender filly wanted to say something -- anything to make Starlight feel better, but she couldn't think of what to say at that moment. So she turned her attention back to the burning cabin.

Twilight didn't know how long they sat there, but neither of them spoke a word as the time passed and the flames grew. As they watched the flames grow higher and higher, they settled into a sort of trance -- losing themselves in their own thoughts and feelings.

"I think..."

Starlight's ears perked up and she gave the contemplative filly next to her a side glance.

"Maybe it's wrong," Twilight continued, "but I feel... better -- about my family I mean. I'm looking at all this fire, and I keep imagining them... their bodies, in that cabin."

Despite both the heat and the calm induced by the roaring flames, she shuddered.

"It's like, nopony will have to see them... like they were," she hung her head in sorrow, "I won't have to see them like that. I can pretend like I didn't see..."

Her voice hitched and she turned to Starlight with tears in her eyes.

"Is... i-is that... how you feel?" she asked, "is that why... why you did it?"

Starlight's mask cracked as she looked at the despairing filly.

She had heard Twilight saying something about her parents last night, but she had been too caught up in her own horror and despair to pay her problems any real attention. It wasn't until that moment -- sitting in front of her burning home -- that Starlight understood.

This filly was just like her.

She had also lost everything she ever cared about. She had also wound up lost, afraid, and alone with nopony to rely on. In that moment it finally dawned on the light pink filly that Twilight could've died out there in those freezing cold winds had she not found her cabin.

Right then and there, Starlight made a decision.

Rather than answer Twilight's question, she looked towards her home one last time before turning away and trotting off in the other direction.

"S-Starlight?" Twilight asked in confusion, "w-where... where are you going?"

Starlight stopped and turned towards Twilight with a look of grim determination.

"There's supposed to be a town somewhere around here, and I'm gonna find it," she trotted over to the bewildered lavender filly and put a hoof on her shoulder, "and you're coming with me."

Without another word, Starlight stepped back and continued her trot forward. Twilight remained seated where she was, momentarily stunned by Starlight's sudden change in demeanor. After a few more seconds she slowly began to smile and hurried after the light pink filly.

As they trotted away from the still blazing cabin, Twilight couldn't help but hope...

Maybe this wouldn't be so hard after all...

Author's Note

Whether it's a fireplace, a simple campfire, a large bonfire, a blazing forest, or a burning cabin, no matter how horrible the circumstances may be, there's just something about an open flame that draws the eye.

A Brief Lesson on Changelings

Once she had finished her introductions, Chrysalis led the two fillies down a rather steep rocky path that led into the city of changelings—the Core, as Chrysalis called it.

As they trotted through the town, Twilight and Starlight could see various changelings going about their business. They were surprised to find that the city wasn't all that different from what one would see in a place like Canterlot or Manehattan.

While the Core lacked any significantly large buildings save for Chrysalis' own castle, it made up for it in the efficient way the many structures were crafted. Though the cavern was massive, there was still only so much room available to build, so many of the structures were packed tightly together.

Despite this, the changelings had managed to make it so that there was more than enough space to maneuver. It also helped that the changelings seemed to fly most everywhere they went.

The fillies did notice a few key differences between this city and a typical city in Equestria however.

They hadn't seen any shops of any kind, nor was there any place for entertainment, or food, or anything outside of what looked like simple houses made of that strange green resin-like material.

The other thing the fillies had noticed—and were frankly a bit unnerved by—was the severe lack of verbal communication going on. The only real sounds they heard as they traveled were the buzz of countless insectoid wings and the clicks and chirps of the changelings themselves.

While many flitted about in the sky, some would touch down briefly to do something or another. During these times, they would give only a few clicks and chirps to a fellow changeling before flying off again to do who-knows-what.

Chrysalis hadn't spoken much—or really at all—during their trek, in fact, to Twilight, she looked rather distracted. Though she kept her eyes firmly on the path ahead, she would occasionally give a twitch of an ear or an irritated frown.

To Starlight, it looked as though she was thinking really hard about something and not particularly liking the conclusion she was coming to. There was one point where Chrysalis startled the two by coming to an abrupt halt and suddenly snapping her gaze to one of the many changelings flying about.

She had given the changeling a scathing glare that made the bug pony cringe and quickly fly off in the other direction. To Twilight and Starlight, the changeling hadn't done anything wrong, merely going about it's business like the others.

Both girls had remained largely silent due to Chrysalis' intimidating and domineering presence—the two of them not speaking out of turn for fear of... they didn't really know what. After a moment of silent debate with Starlight however, Twilight finally decided to ask more about what was going on.

She went to speak, when Chrysalis suddenly growled, did an about-face, and trotted in the opposite direction, causing both Twilight and Starlight to yelp in surprise and scramble out of her way.

"I meant to take you both directly to my castle and explain more about the changeling race there," Chrysalis said with more than a little annoyance coloring her tone, "but it seems we've run short on time, so I'll have to give you the abridged version on the way back."

"The way... wait, we're done already?" Starlight asked in surprise, "we're going back to the... actually where are we going?"

"I'm sending you two back to Aeon," Chrysalis answered curtly, "there are many things that require more of my attention than I can spare for the two of you, so you're going back."

"But," Twilight stammered, "b-but you haven't told us any—"

"If you'll shut up and listen I'll tell you now," Chrysalis hissed, casting an irritated, but brief side glance at Twilight before returning her gaze forward, "pay close attention, because I'm not repeating myself."

Twilight winced and looked over to Starlight, only to see that the other filly was watching Chrysalis intently. She furrowed her brows in bemusement at the light pink filly's behavior, but didn't get a chance to comment on it before Chrysalis began speaking.

"The first thing you two need to know about changelings is that we're all connected," Chrysalis explained, "our minds are as one, and I am at the very center," she cast the two fillies a side glance, "that means I have eyes and ears everywhere."

"So... you can all hear each others thoughts?" Twilight asked, watching a pair of changelings fly by overhead, "is that how you communicate normally?"

"For the most part, yes," Chrysalis replied with a nod, "it's far more efficient than verbal communication, as commands can be issued at the speed of thought. I trust I shouldn't have to tell you how useful such an ability is, yes?"

"Wow..." Starlight uttered in earnest awe, "could we learned to do something like that?"

Chrysalis merely smirked in response before moving on.

"The second, and arguably most important thing you need to be aware of is the reason we're called changelings to begin with..."

Without warning or preamble, a bright green flame engulfed the Queen and both Twilight and Starlight found themselves standing before the Solar Princess herself. She turned to the two shocked fillies with a gentle smile, that caused both of them to shiver slightly.

"This, my little ponies, is what it means to be a changeling," the disguised Queen said in the warm motherly tone of Celestia, "this is one major reason why you should fear us."

Her smile then became an uncharacteristically lopsided smirk.

"We can change our forms to any creature at will as long as we have the energy necessary to do so," she explained, transforming back to her jet black, hole riddled self in another flash of emerald fire, "we are many, and as long as we roam the land, you can never be too sure who is a friend or loved one, and who is one of our own, waiting to drain you down to a withered husk."

Twilight gave Starlight a fearful glance, but Starlight's fearful gaze was directed towards the many changelings around them. Chrysalis chuckled at their distress and continued her explanation as they all made their way up the steep slope and towards the cavern entrance.

"While we're on the subject, I may as well explain what we use for sustenance," the Queen continued, "you see, changelings aren't like other races you may have seen. We have a very... unique diet."

"Unique how?" Starlight asked warily, "from what I can see, you all look like some sort of carnivores."

Chrysalis turned to Starlight and flashed her a toothy smile, showing off her many sharp teeth as she replied.

"Oh, we can and do eat meat, little foal," she purred, "but our main diet consists of something much more... intangible to most."

"Intangible?" Twilight asked in confusion, "what do you mean? How can you eat something that's intangible?"

"A combination of our natural magic and our unique physiology," Chrysalis answered matter-of-factly, "with these two working together, we can make a meal out of your... very... emotions."

"What?!"

Chrysalis laughed at the fillies' simultaneous shout of surprise. She spoke again, talking over their stuttering and stammering questions.

"Joy, sorrow, jealousy, fear, gratitude, lust," Chrysalis said, making her way to the top of the cliff overlooking the city, "we can acutely sense, manipulate, drain, and eat every single emotion you can think of."

The bug-like Queen stopped at the entrance and turned to the two changelings that had been following after them. She gave a quick nod and the two saluted in turn before turning around and flying back towards the city. Ignoring the fillies' confused looks she continued her explanation.

"They all have their own distinct flavors" Chrysalis said as she trotted through the open doorway and back into the resin-like hall, "but none are as desirable and nutritious as love."

"Why?" Twilight asked, her curiosity momentarily overtaking her unease, "what makes love so special?"

"Love is the most powerful emotion a sapient being possesses," Chrysalis replied, "it can work miracles in some cases, and I teach each and every changeling not to underestimate those who are motivated by it, and you can both count that as your first lesson I suppose."

"You said you drain emotions," Starlight interjected with a nervous frown, "what... what happens to the ones you take the emotions from?"

"Haven't you been listening, you witless foal?" Chrysalis retorted with an irritated scowl aimed at the light pink filly, "depending on how much we drain, they will either be somewhat weakened for a time, or become living husks, unable to function to the point where they may as well be dead."

Starlight had nothing to say in response. Chrysalis eyed her for a moment before rolling her eyes and turning back towards the hall entrance, her eyes narrowing and an ear twitching slightly.

"I swear," she muttered to herself, "that mare has the worst timing. Bringing foals to see me when I have so much to do. She knows the future of my hive is riding on this, and yet she insists I play the role of mentor. Bah!"

Before either filly had the chance to question Chrysalis on what exactly she was talking about, she suddenly spoke aloud once more.

"I believe that's enough on changelings for now," she announced, "we'll have more opportunities to discuss our ways in depth once you begin your tutelage under me, but for now... your current mentor approaches."

"Wha—"

Starlight's question was cut off by a low hum that sharply grew in pitch in a matter of seconds. The sound caused the fillies' ears to flatten against their skulls and the follow flash of white light made them snap their eyes shut.

Another second passed by and all was quiet again. When the two fillies opened their eyes, they saw a familiar shining doorway in the front of the hallway entrance.

From out of the familiar doorway stepped a familiar cobalt unicorn mare, a mischievous smirk plastered on her muzzle. She stopped just before Chrysalis and gave her a simple nod.

"Good to see you again, Chryssie."

The bug Queen snorted and gave the mare an unamused frown.

"You do realize you owe me for this, don't you, Aeon?" Chrysalis grumbled, "I have my own plans to attend to and foalsitting these two is going to cut into what little time I have left."

"Oh, please, Chrysalis," Aeon replied with a roll of her eyes, "we both know you have plenty of time to spare, and if you need more..." she stepped closer to Chrysalis and lowered her eyelids suggestively, "you know you only have to ask."

Chrysalis pushed the mare away with a low growl, her face slightly flushed a dark green. Twilight and Starlight merely looked between the blushing Queen and their chuckling mentor in confusion.

"Just... take your foals and go!" Chrysalis hissed before turning around and stomping off in the direction of the city once again, "I don't have time for this nonsense..."

Twilight, Starlight, and Aeon watched her go until she disappeared behind the organic door. Aeon chuckled again and shook her head with a smirk.

"Same old Chrysalis," she muttered in amusement, "maybe someday I'll get tired of teasing her... probably not though. She just makes it too easy."

Her ears suddenly perked up and she turned to the gaping fillies still standing near the shining doorway. She smiled and gave a single wave to the two before making her way back over.

"Hey girls, I trust you had fun hanging out with my little love bug?"

Author's Note

Sorry guys, chapter took longer than expected. :twilightsheepish:

Anyhow, Twilight and Starlight are off to see the next future mentor! Who could it be? Well... we'll find out soon enough in the next chapter... :ajsmug:

A Morning Meeting with a Mysterious Mare

Twilight and Starlight made their way up the spiral staircase and back into the library. They were relieved to see that they had risen just as the Sun had—its morning rays shining through the large windows dotting the walls.

"So... what now?" Twilight asked, looking around the busy library, "I kinda thought Burning Comet would come and wake us up or something."

"I don't know," Starlight, trotting ahead, "maybe we woke up before anypony was able to show up, or maybe Aeon is finally letting us have some free time to do... whatever."

"I doubt that," Twilight muttered, following Starlight's lead, "we still don't know anypony here, or where anything is, really."

"We took that tour with Burning Comet, didn't we?" Starlight replied, looking back at Twilight with a raised eyebrow, "I mean, sure one trip through the Fortress probably wouldn't be enough to memorize everything but..."

"How much do you remember about where things are around here?" Twilight challenged, raising her own eyebrow, "because I don't remember a lot of places, and I have a pretty good memory."

"I... well... t-that," Starlight fumbled for a moment before shaking her head roughly turning away with an irritated scowl, "look, let's just ask somepony where to get some breakfast, alright?"

Twilight chuckled a bit and followed Starlight deeper into the library. Together they weaved their way through bookshelves and tables looking for anyone who didn't look too busy.

"Wait... Starlight, hang on a minute..." Twilight whispered, before stopping suddenly, "that mare over there..."

Starlight stopped and looked back to see that Twilight's eyes were slightly narrowed and focused on something over near the row of tables in the middle of the library.

She furrowed her brow and followed Twilight's gaze until she saw what—or rather who—the lavender filly was looking at.

Sitting at the exact same table as the night before, was the tall, slender, and clumsy mare Twilight had literally bumped into.

From what they could tell, the mare had just sat down with a large number of books in her bright grey aura. Placing them on the desk, she glanced around nervously before pulling the topmost book off the pile and cracking it open.

"That mare?" Starlight asked, turning back to Twilight in bemusement, "what about her? She looks just as busy as everypony else."

"I wanna talk to her," Twilight replied, already making her way over to the mare, "she might be able to tell us where we can get something to eat."

"Twilight!" Starlight hissed, "you can't just... ugh, fine!", she reluctantly followed after the curious filly, and grumbled under her breath, "why do I get the feeling we're not gonna be getting any breakfast anytime soon?"

Twilight ignored the other filly and trotted up to the table, where the mare was already absorbed in what she was reading, scanning the pages with an intense frown.

Twilight hesitated a moment before making her way to the other side of the table and hopping onto the long bench opposite the mare.

Starlight rolled her eyes and sat beside Twilight, before leaning forward and propping her head on a hoof. Curious, Twilight gave the other books in the pile a conspicuous glance and frowned in confusion at the titles she read.

'The Outlands: A Survival Guide'... 'An Introduction to Combat Magic'... 'Deadly Creatures from Beyond the Barrier'?

Twilight turned to look at Starlight, who had also read some of the titles and merely shrugged as she looked back at the other filly.

Getting no help from Starlight, Twilight then turned back to the mare, who still hadn't noticed them, and cleared her throat politely. When the mare didn't react, Twilight frowned again and decided to speak up.

"Excuse me."

The mare flinched slightly at Twilight's voice and looked up from her book, blinking in surprise. After a moment she shook her head and gave the fillies an apologetic and somewhat hesitant smile.

"Oh, I'm terribly sorry you two," she said in that odd accent Twilight had picked up on before, "I didn't see you sitting there. Did you need something from me?"

"Well... kind of," Twilight replied, rubbing the back of her neck before giving the mare an awkward smile, "my name's Twilight... Twilight Sparkle. We bumped into each other the other day."

The mare furrowed her brow in thought before her eyes widened and she slowly nodded.

"Ah, that's right, I remember now," she exclaimed before giving Twilight another apologetic frown, "again, you must forgive me, Twilight Sparkle, I... my mind was on... other things, and I was not paying as much attention as I should have been."

'That's okay," Twilight replied with a friendly smile, "it was just an accident, and no one was hurt," she then gestured to the impatient looking filly sitting next to her, "anyway, this is Starlight Glimmer, she's... my sister."

Starlight whipped around to face Twilight with an incredulous raise of her brow. Twilight looked back with an innocent, and somewhat pleading smile.

The light pink filly went to protest, but seemed to think better of it, and shut her mouth. She frowned thoughtfully for several seconds before shrugging and turning to the mare with a nod.

"Hey," Starlight greeted casually, "nice to meet you."

"Likewise," the young mare replied with a small giggle before gesturing to herself, "my name is Fleur de Lis, but you can just call me Fleur."

"Alright," Twilight responded with a nod and smile. She then frowned and tilted her head slightly, "you seem... different from when I first saw you."

Fleur's smile faltered and turned a bit sad as she looked away.

"Ah... well... it is as I said," she replied quietly, "I had... other things on my mind at the time, but... I'd rather not talk about that if it's all the same to you girls."

"Fine by me," Starlight replied, "it's your business after all."

But Twilight frowned again, her gaze drifting to where she knew the mare was hiding a large scar. That same sensation—that same pull she had felt before, nagged at her again as she stared at Fleur.

She needed to know what this was about.

She frantically searched for a way to ease them both into what she wanted to talk about. After a moment, her eyes landed on the stack of books and she smiled.

"Um, so..." Twilight began tentatively, "are you... planning on traveling into the desert?"

Fleur's eye's widened slightly, but she quickly hid her reaction behind a mask of polite confusion. Starlight gave the other filly an annoyed grimace, but Twilight ignored her as she waited for Fleur to answer.

"What makes you ask that?"

"Well, I noticed the books you were reading," the lavender filly explained, nodding towards the stack of books, "and, judging by the titles, it seems like you're preparing to head out into the desert."

Fleur glanced over at the books in question with a small glare, as though they had given away an embarrassing secret. After a second however, she sighed and shook her head, her ears flattening beneath her faded pink mane.

"Yes... I do plan on trekking across the desert," she conceded, somewhat bitterly, "I... have somewhere I need to go... some answers I need to find."

"What kind of answers?" Starlight asked, her own curiosity getting the better of her, "are you going on some kind of epic journey of self discovery or something?"

Fleur didn't answer right away.

Instead she looked between the two fillies with an odd expression Twilight couldn't quite place. A minute passed and Fleur's eyes eventually settled on Twilight herself.

Twilight looked back, shifting nervously under the mare's contemplative and scrutinizing gaze. Just when the filly was about to comment, Fleur spoke again, her tone thoughtful.

"Where are you from, Twilight Sparkle?"

Twilight's brow furrowed and she looked over to Starlight, who looked back with just as much confusion on her face. She then turned back to Fleur with a bemused frown.

"I'm... from Canterlot," she answered warily, "why?"

At this, Fleur gave a slow nod before chuckling, her smile returning to her face once more.

"I thought as much," she replied, leaning forward and resting her hooves on the table, "I do not know how you made it all the way out here from Canterlot, but I will not pry. There is, however, something you may be able to help me with after all... if you'd be willing, that is."

Twilight and Starlight gave each other another confused glance before turning back to Fleur.

"Um... okay?" Twilight replied with an uncertain smile, "what did you need help with?"

"Not now," Fleur replied quietly as she stood up from the bench. She wrapped her books in her light gray aura as she continued, "can you meet me back here around an hour after the Sun sets? The library should be mostly empty by then... oh, and you can bring your sister so long as she can keep a secret."

Twilight didn't have to think too hard about her answer. She still didn't know why Fleur drew her attention so much, but if the mare was willing to give her answers, then she wasn't about to turn her down.

"I'll be here," Twilight replied with a determined nod, "I don't know if I'll be able to help you, but I can at least try, right, Starlight?"

She turned to Starlight expectantly, but frowned when she saw Starlight's unsure expression. The light pink filly eyed Fleur warily, clearly not trusting the mare nearly as much as Twilight did.

When she looked back to Twilight, she could see that the other filly wasn't going to change her mind. She gave Fleur one last look before letting out a heavy sigh.

If she couldn't convince Twilight to reconsider, then she'd just have to be there to look out for her in case something went wrong—not that she believed it would, given Aeon's office was just across the room.

Starlight may have been reckless, but she wasn't stupid enough to randomly trust strangers like her 'sister' was apparently. With that in mind, Starlight turned back to Twilight with a scowl.

"Right," she replied in a low, begrudging tone, "I'll come with you," she whipped around and pointed an accusatory hoof at Fleur, who took a step back in surprise, "but if things start getting shady, we're going straight to Aeon, got it?"

"Starlight!" Twilight hissed, "be nice! She hasn't done anything suspicious!"

"She's got a shady past," Starlight replied with a shrug, "can't be too careful, right?"

Twilight bit back her retort, not daring to say what she thought about that comment coming from Starlight of all ponies. Instead, she turned back to Fleur with an apologetic smile of her own.

"I'm sorry, Fleur," she said, casting a small glare in Starlight's direction, "my sister is kinda slow to trust other ponies. Don't let it bother you too much."

"No, it is okay," Fleur replied with a small chuckle, "I understand where she's coming from, believe me," she grimaced before shaking her head and smiling at Starlight, "but you needn't worry yourself, Starlight Glimmer, I mean no harm, I just... need some help is all, and I'm hoping your sister can oblige."

"If you say so," Starlight replied, still unconvinced, "as long as you're not gonna make us do anything that'll get us in trouble with Aeon, I'll keep your little secret."

"Thank you... both of you," she replied, giving them one last beaming smile before turning on her heel and looking back at them from over her shoulder, "see you two tonight then."

With that, she quickly trotted away, disappearing behind one of the large bookshelves further ahead. Twilight turned towards Starlight with a satisfied smile.

"Thanks for agreeing to do this, Starlight," she said, smiling gratefully, "I know we just met her, but... there's something about her that's bugging me, and I wanna find out what it is."

"Don't thank me yet, Twilight," Starlight replied with another scowl, "I meant what I said. If things start getting suspicious, I'm going to Aeon."

"Right," Twilight agreed with a solemn nod, "I wanna know more about her, but that doesn't mean I fully trust her either."

"Well," Starlight responded with a smirk, "glad to see you're not a total idiot, then."

The light pink filly laughed at Twilight's indignant sputtering, but the sudden growling of both their stomachs cut the laughter short and she gave Twilight an annoyed frown.

"You forgot to ask her where to get breakfast, Twilight."

An Old Thestral's Wish

Complete silence reigned through the room for a long moment. The other Elders stared openly at Dusk, most of their expressions a mix of shock, confusion and disbelief. Dying Flame however, eyed the smiling stallion with a look of intrigue and wariness.

"You would have my grandson accompany these foals to the surface?" he asked, furrowing his brow, "why? What purpose would that serve exactly?"

"I believe it would serve as a fine substitute to the Trial he was originally to undertake, among other things," Dusk replied evenly. He nodded towards Twilight and Starlight, "aside from that, he seems to have taken quite a shine to these two young fillies."

"This is ridiculous," Sanguine Oak huffed indignantly, "only those who've proven themselves worthy warriors and exceptional survivalists are free to roam about beyond the Hall of Trials. Rarely are full grown stallions and mares given the honor, let alone a mere whelp like Firebrand!" he turned to Dying Flame with a scowl, "surely you're not considering such an absurd proposal, Elder Dying Flame? Surely you have more sense than that?"

Dying Flame opened his mouth to reply, but Jade Rose spoke first.

"Why don't we at least hear what Elder Dusk has to say for himself before we dismiss him outright?" Jade Rose suggested. Sanguine Oak gave the mare a vicious sneer, but she only smiled back sweetly and continued on, "I for one think it's an interesting idea."

"No one asked you!" Sanguine Oak snarled, "just the thought of sending a colt out there is... it's madness is what it is!"

"And yet nopony sees a problem with sending foals off to fend for themselves against a giant killer manticore?" Starlight muttered in Twilight's ear, "I really, really hate this place, Twilight. Seriously the sooner we leave, the better."

Twilight sighed and gave a helpless shrug, not really having anything else to say about it. She didn't hate Nightshade like Starlight seemed to—neither of them had even really seen it, but she could certainly see where the other filly was coming from.

"I understand your concerns, Elder Sanguine Oak and yes, you bring up a very good point," Fallen Snow interjected. She turned to Dusk, "we can't simply send one so young and untested out into the world, not without a very good reason anyhow," she nodded towards Dying Flame, "but he is your grandson, Elder Dying Flame, so I move to leave the decision up to you."

"Seconded," Jade Rose added, speaking over Sanguine Oak's outraged objections, "and I'm sure Elder Dying Flame would like to have some say over his own grandson's fate?"

"That I would," Dying Flame replied with a nod. He turned to Dusk, "very well then. You have my curiosity at the very least, so I will hear what you have to say, Elder Dusk."

Dusk inclined his head gratefully, but before he could explain himself, Sanguine Oak shot to his hooves, his expression a mask of fury and his tone one of utter contempt and disgust.

"Preposterous!" he growled, stepping off his cushion and backing away from the others, "this entire meeting has been one outrage after another and I refuse to tolerate it any longer!"

"Oh?" Jade Rose replied, looking back at him with a small smirk of amusement, "do you mean to abandon your sworn duty as a senior member of the Council, Elder Sanguine Oak?"

"Not on your life, Elder Jade Rose," Sanguine Oak hissed with all the bite and venom of a snake. He snapped his icy gaze over to Dying Flame, "it seems clear to me however, that both my opinion and vote hold no weight here. You are free to do what you will, Elder Dying Flame, but that is my last vote in this particular Council meeting and I believe this was the last order of business as it was. May the Moon bless you all."

And with that, Sanguine Oak turned and stormed off into the darkness at the back of the ,vanishing from Twilight and Starlight's sight. They waited for a moment, and the bitter old stallion's echoing hoofsteps eventually disappeared. Twilight's eyebrows raised slightly in surprise.

Evidently there'd been a corridor in the back of the room neither filly had seen when they'd first arrived. It was almost impossible to see anything after a certain point in the distance so the filly realized it shouldn't have been quite that surprising that they missed it.

"Good riddance," Starlight grumbled under her breath, "crazy old stallion."

Jade Rose chuckled lightly and turned back to the remaining Elders.

"Well, I suppose that settles it then," she remarked, "Elder Dusk, you have the floor. Please, enlighten us won't you?"

"Gladly," Dusk replied. He cleared his throat, turned to Dying Flame and began to explain, "as I said before, I believe this may be a fine opportunity for your son to gain some much needed hooves on experience in lieu of the Trial of the Waxing Moon. I think in fact, that he would do far better out there than he would in the actual Trial."

"What makes you say that, Elder Dusk?" Fallen Snow asked curiously, "from what I know of young Firebrand, he is... somewhat..." she cast a worried glance in Dying Flame's direction, but the stallion only waited for her to finish speaking. She sighed, "Firebrand has proven himself a surprisingly capable fighter, but when it comes to survival skills, he is somewhat... lacking."

"He's also a coward," Jade Rose chimed in, "and while cowardice in an of itself is not an entirely unwelcome trait to have when it comes to survival, it does him no credit if he can't utilize that cowardice as an effective tool of survival," she gave Dying Flame an innocent smile, "am I wrong, Elder Dying Flame?"

"You are... not wrong," Dying Flame replied with a hint of reluctance in his voice, "the colt has inherited his mother's skill in combat, both armed and unarmed, but has his father's softness and soft-headedness," he shook his head and looked over to Dusk, "he still has much to learn, Elder Dusk."

"Indeed he does, and that's one of the reasons I propose we send him to the surface with the two fillies," Dusk replied, "if you want my honest, humble opinion, I did not for a moment believe he would or will survive the Trial of the Waxing Moon, and I think you feel the same, do you not, Elder Dying Flame?"

The stallion in question didn't reply, but his expression said it all. He felt exactly the same, no matter how much he hated to admit it. Dusk nodded grimly and turned his attention towards Twilight and Starlight, a mysterious smile playing across his face.

"I don't believe it was mere coincidence that brought you two here this day," Dusk continued, "nor do I think it was chance that you met Firebrand and slew Tenebris either," he leaned forward towards the two bemused fillies, "even our illustrious Night Mother has taken an interest in you. No, you two are no ordinary ponies... I can feel it."

Twilight and Starlight glanced nervously at each other, both remembering what they'd seen in the crystal ball back in the library. They had certainly been extraordinary then, but in all the wrong ways. Twilight had been sure she could steer herself away from the possible future she saw for herself and Starlight, but after what she'd done to the manticore, and how she'd felt about it... she wasn't so sure anymore.

"I don't really know if that's a good idea," Twilight tried, taking a hesitant step forward, "I'm... pretty sure we might not be as great as you think we are."

"No, you both are meant for great things, I am sure of it," Dusk argued, his smokey grey eyes glinting brightly in the low light of the dark room, "from what I understand, Aeon intends to have you two become Hunters, correct?"

Both fillies eyebrows raised in surprise, and they weren't the only ones. Each of the other Council members stared at Dusk with stunned, bemused, and—in Fallen Snow's case—suspicious expressions.

"Well... she hasn't even started training us yet, but yeah we think so," Starlight replied warily, "how did you know that? Did Aeon tell you?"

"That is something I'd like to know as well, Elder Dusk," Fallen Snow added, "Aeon has not paid a visit to our city in quite some time, and we—rather, the rest of us, have heard nothing of these fillies; not until Moonlight's divination revealed them to us."

"Sadly I cannot reveal details, but suffice it to say I have eyes and ears above," Dusk replied with another incline of his head, "I apologize for the secrecy, but if you wish to discuss such matters, I beg you all to hold off until our business here is complete."

The other members looked at each other, a silent conversation playing out between them all. After a long tense moment, Dying Flame spoke up.

"Very well, Elder Dusk," he exclaimed, "we will discuss this at a later time, but there must and will be an explanation for why the rest of us have remained in the dark about these 'eyes and ears' of yours."

"I promise to tell you what I can, but back to the topic at hoof," Dusk cleared his throat, "I have several reasons for this proposal, but first and foremost of which is that I wish for the younger generation of thestrals to thrive and grow among the other races that dwell on the surface."

Surprised gasps and sharp intakes of breath from the others followed Dusk's statement.

"Well, now I'm doubly glad Elder Sanguine Oak decided to leave when he did," Jade Rose muttered, "that stallion would've had a heart attack if he'd heard what you're suggesting. Sending thestral foals to live on the surface..." her frown vanished and her lips curled upward into an amused smile, "a bold proposal indeed, but an interesting one."

"What you're suggesting," Fallen Snow added with a grave look towards Dusk, "it is no small thing, Elder Dusk. You're effectively asking us to forgo centuries of tradition. There are certain teachings and trades that take years to learn and master—teachings and trades that do not exist outside of Nightshade."

"There is a reason we as a race have chosen to live below the surface," Dying Flame said, his frown hard, "there is a reason we only send the most elite of us to live above. Thestrals number only in the hundreds, and in such a hostile environment we cannot afford to expand our population any further than that."

"And that brings me to yet another reason for this proposal," Dusk countered with a knowing smile, "you see, it has recently come to my attention that there is a high chance that other thestrals are living elsewhere beyond the Celestial Barrier—entire communities of them in fact, various others that fled to different parts of Equestria and perhaps even further than that during the purge of our race so many years ago."

That gave the others pause, but Dying Flame recovered quickly.

"I take it this information comes from these 'eyes and ears' of yours?"

"Indeed," Dusk replied with a nod, "we've always known it was a possibility, but have been far too cautious to confirm said possibility for ourselves. On occasion, Hunters may travel beyond the Celestial Barrier in secret for various undercover missions. Most thestrals that work on the surface take jobs as Defenders rather than Hunters, and even those rare few Hunters have never taken missions that send them past the Barrier."

"Wait," Jade Rose cut in, her eyes wide with realization and surprise, "do you mean to have Firebrand train to become a Hunter alongside these two fillies?"

"Precisely," Dusk replied easily, "Hunters are given plenty of opportunities to travel and it is my hope that in his travels, Firebrand will stumble upon our lost brothers and sisters."

"We cannot simply uproot centuries of tradition based on rumors and hearsay, Elder Dusk," Fallen Snow argued, "unless you have some sort of proof of this claim—"

"Very well then," Dying Flame interjected, much to Fallen Snow's surprise, "I will allow you to send my grandson with Twilight Sparkle and Starlight Glimmer to the surface."

"Elder Dying Flame!" Fallen Snow gasped, whipping around to stare at the stallion in shock, "this... you approve of Elder Dusk's proposal?" she gaped opened mouthed at Dying Flame as he nodded, his eyes never leaving Dusk's. Fallen Snow quickly regained her composure and frowned heavily, "e-even so, now that we know what Dusk's ultimate goal is in this venture, there are other factors to consider—"

"I also approve of Elder Dusk's proposal," Jade Rose added with a small smirk, "I want to see where this goes," at Fallen Snow's glare, she elaborated further, "let's think of it as... testing the waters, shall we? We will send Firebrand with the fillies to live on the surface, and if all goes well, if he does thrive, if he learns to become a better survivor, if he does indeed find evidence of other surviving thestrals out there in the world... then we can call Elder Dusk's crazy scheme a success," she shrugged, "If not..."

Jade Rose trailed off and Fallen Snow worked her mouth, flapping her lips silently for a long moment. Eventually she closed her mouth altogether and frowned in contemplation. All the while Starlight frowned right along with her, not liking the idea of taking Firebrand with them one bit.

"Um, excuse me?" Starlight exclaimed, taking a step forward and drawing every eye of the Council. She flinched and Twilight watched her worriedly, but didn't back down, "don't we have a say in this?"

The Council members continued to stare at her and Twilight began to shift nervously, looking back and forth between her friend and the elderly thestrals.

"Starlight," she muttered, "it's pretty obvious we don't have any power here. If they wanna send Firebrand with us back to the Fortress, there's not much we can really do about it."

"But the way they're talking, it's like they want him to... to live with us or something!" Starlight retorted angrily before snapping her gaze back to the Council, "If you wanna send that colt to the Fortress that's fine and all, but you can't just... drop him on us like that! Why can't you just have him do his own thing?"

There was another beat of silence in which Starlight held each and every one of the Elder's gazes, then it passed as Jade Rose tittered into her hoof. Dying Flame and Fallen Snow frowned while Dusk only raised an eyebrow and gave an amused smile of his own.

"Oh?" the grey eyed stallion said with a hint of playful mirth in his tone, "worried over a little competition are we? Afraid the colt will outshine the two of you academically?"

"Wha—no!" Starlight cried indignantly, "I just don't want him hanging out with us all the time! He's annoying, and on top of that I didn't ask for it! He can have his stupid lessons if he wants, but leave us out of it!"

"Speaking of which," Twilight chimed in tentatively. She didn't really care one way or the other if Firebrand joined them or not, but there were other questions bothering her, and she decided to voice them, "is Aeon even gonna allow him to train and study under her? Even if she does, what about his parents? Won't they be—"

"My daughter... Firebrand's mother is dead," Dying Flame said suddenly, his face hard as stone, "his father went missing years ago and is presumed dead. I am his guardian and I have already given my blessing on this matter."

"Oh," Twilight muttered, shrinking back from Dying Flame's intense gaze, "I'm sorry..."

Dusk glanced sideways at Dying Flame for a moment, his expression inscrutable. He gave a small, nearly inaudible sigh before addressing Twilight.

"As for Aeon, you need not worry about her," he explained, "nor do you need to concern yourselves with having to..." he raised an eyebrow at Starlight, "...tolerate his company. He will not be trained by Aeon personally like the two of you, but he will be nearby, trained by another of Aeon's... associates. You may see him fairly often but he will not hinder your own studies, I can assure you of at least that much."

Starlight huffed quietly and moved to stand back next to Twilight, the pale pink filly mollified for the time being. Twilight gave her a half irritated, half quizzical frown, but the other filly ignored her as Fallen Snow spoke.

"So you've already made arrangements then?" she inquired, her frown growing ever deeper as she eyed Dusk, "just how long have you been planning to set this plan in motion, Elder Dusk?"

"I admit, I've given it quite a bit of thought over the past few years," Dusk conceded, "though I've only begun making preparations the last year or so. Nothing concrete, just a few measures put into place here and there in case I was ever given a chance to put my plans to action," he gave her a small smile, "and speaking of which, it seems you've been outvoted, Elder Snow."

"Though I am somewhat reluctant to go along with this—especially considering the circumstances and your intentions—I have yet to vote one way or the other," Fallen Snow closed her eyes and sighed deeply, "...that said, it seems this will happen whether I disagree or not."

She opened her eyes and scowled at Dusk.

"I still have many questions about your... dealings, Elder Dusk," she continued, "but I will also allow Firebrand to accompany the ponies back to the surface. As Jade Rose suggested, it will be a test to see whether or not your ideals have any merit," she turned to Dying Flame, "it is decided, but I do wonder why you've agreed so readily, Elder Dying Flame. I would've thought out of all of us—aside from maybe Elder Sanguine Oak, you'd be the most against this. Especially considering—"

"I have my reasons, Elder Fallen Snow," Dying Flame replied curtly, "let us leave it at that for now."

Fallen Snow watched him for a moment, then sighed.

"Very well then," she replied quietly before addressing the two fillies, "I suppose that finally concludes this... rather surprising trial. You two are free to go," she looked past the fillies and spoke in a louder, more commanding voice, "Iron Hide, I want you to fetch Firebrand and bring him here so that we may explain the situation."

"As you command, Elder!"

Twilight and Starlight whipped around to find the two guards from earlier standing behind them just a few strides away. Both the mare and stallion stood stock still, the armored stallion frozen in a crisp salute. They'd been so quiet up until now the fillies had forgotten they were even there.

After a second, Iron Hide turned and vanished down the darkened stone corridor Twilight presumed to be the exit. Silence fell over the chamber for a moment as everyone watched the stallion leave, the sound of his clanking armor getting quieter as he moved further away into the darkness.

"Night Runner," Fallen Snow continued once it was quiet again. She nodded towards the armored mare, "I'd like you to bring these foals back to the mouth of Starlight Cave. Iron Hide and Firebrand will meet you there and together the two of you will lead them all back to the surface."

"As you wish so shall it be, Elder," the mare replied smoothly. She turned, "on my honor I'll see that it gets done."

"Very good," Fallen Snow replied, "we of the Council still have some..." she frowned over at Dusk, who continued to look straight ahead at Night Runner and the fillies, "...lingering issues to discuss here," she turned back to guard and waved a dismissive hoof, "you may go, the lot of you."

"Ugh, finally!" Starlight groaned, already making her way towards the dark corridor, "glad that's over. Now we can get these stupid horn rings off and get the bu—"

"A moment... please."

Starlight stopped in her tracks and turned back around with a dark scowl. Twilight and Night Runner, who'd both been about to follow after her followed suit. The scolding Twilight was about to give her friend died in her throat when she saw that Dying Flame was staring at her—at both of them with an earnest look.

Once he had their attention, the old thestral stallion made to speak, but he paused, seeming to have trouble with his words. He turned to Dusk as if to ask for help, and the other stallion merely nodded with a warm smile. At that, Dying Flame took a deep, tired breath and frowned at both fillies.

"This... may be a selfish request given what we've put you through here today," he began hesitantly, "but I'd like the two of you to... watch out for Firebrand," he eyed Twilight, "though you've only met briefly he thinks rather highly of you. He tried to speak on your behalf before we brought you here, something he would've never done before," he smiled a small, almost imperceptible smile, "I think the two of you may be just what that colt needs to become a stronger thestral."

Twilight stared at him for a moment, then looked over to see Starlight looking back at Dying Flame with a thoughtful frown.

"Wait... so he actually did try to get us out of trouble?" Starlight asked, a hint of disbelief in her voice, "he didn't just... run off and hide or something?"

Dying Flame slowly shook his head.

"He met with me privately and begged me to let the two of you go," he explained, "I could not oblige him of course, not at the time, but things have changed. Now I can only wish him luck in his future endeavors and entreat the two of you to look after him when you can."

"Of course we will," Twilight replied with a reassuring smile. She nudged the other filly and frowned, "right, Starlight?"

Starlight frowned back, but sighed a second later and gave Dying Flame a single nod.

"Yeah," she replied with much less enthusiasm than Twilight, "we'll keep an eye on Firebrand for you. I mean we're gonna be super busy and probably won't see him very often but," she shrugged, "we'll find a way... I guess."

An invisible weight seemed to lift from Dying Flame's shoulders and he sagged slightly.

"That is all I can ask," Dying Flame replied with another small smile, "thank you... both of you."

The other members of the Council watched the exchange silently, Jade Rose with an odd grin and Fallen Snow with the same kind of nigh imperceptible smile as Dying Flame. Dusk had closed his eyes and once again looked the part of a stallion completely at peace with the world. Twilight went to reply to Dying Flame, but Starlight cut her off, an impatient scowl forming on her face.

"Yeah, no problem, now can we please just get out of here already?"

Author's Note

One more chapter and we'll be out of Nightshade and back to the Fortress. I haven't forgotten about a certain meeting that's suppose to take place with a certain mare. We'll get to that soon enough.