Eclipsed

by That_brony_guy

Rating: mature
Tags: Death, Alternate Universe, Main 6, Princess Luna, Drama, Original Character, My Little Pony: Friendship is Magic, Adventure, Sunset Shimmer, Profanity, Violence, Princess Celestia, Dark
Length: 32380

Twilight and her friends must dig up well kept secrets in order to defeat a new foe who's hellbent on revenge against the princesses who wronged him so long ago.

The two sister princesses of Equestria have defended the land of colourful ponies for over a thousand years, just like their parents did before them. They have always stood in the name of harmony and peace.

At least that's what the public believe to be the case.

But what happens when proof of the opposite being once the truth comes in the form of another alicorn? An alicorn who has marched straight up to Canterlot's doorstep with a army strong enough to take it.

Twilight and her friends must attempt to uncover well kept secrets in order to defeat a vengeful alicorn adamant of becoming Equestria's King.

Celestia and Luna must also come to terms with the horrible acts they attempted to cover up, as well as terrible mistakes.

(Takes place after the season six finale. If anything does not match up with mlp canon, simply take it as being part of an alternate universe)

Published 2018-11-27 11:30:01 UTC
Last updated 2019-02-23 21:08:45 UTC

Prologue

The sun was setting, ending another day in the land of Equestria. The princess of the sun, Celestia, watched contently at the sky as the horizon turned a hazy orange while at the same time her sister's silvery moon arose across the blackening sky. One by one, stars began to light up and decorated the vast night sky above as the sun was now completely gone.

This was a very normal occurrence, raising and lowering the sun and moon day in day out, and was not seen by anypony as something to be questioned or even pay mind to. In any normal circumstances Celestia would have took up this common way of thinking also, but she couldn't help but look up at the moon and then over to the horizon where the sun had been, and she wondered if certain things were not meant to be as commonly displaced as they were.

Tomorrow was a day of one of Equestria's many celebrations, although this one only ever happened once every fifty years. Tomorrow ponies from all other Equestria would be travelling to Canterlot in order to witness the one thousandth year eclipse, an event in witch the moon would block out the sun for an entire hour. No mortal pony knew why the eclipse was celebrated in such a way, or why it was even celebrated at all, but most just assumed it to be some way of remembrance of how darker times were banished by the light or something mystical along those lines.

But Celestia knew exactly what the eclipse was about, and she'd hoped that the celebrations would occur one hundred percent problem free. But given the fact that just hours earlier princess Luna had asked to speak with her after sunset, stating that it was too important, Celestia only hopped that it was something that could be fixed immediately.

Celestia's hooves clopping were all that filled the silence across one of the expensively decorative empty halls of the royal palace in Canterlot, Celestia's pace being too quick to be a walk but too slow to be considered a gallop. She made her way down the corridor until she reached a doorway leading toward spiral staircase, at the top of which was the location of princess Luna's personal chambers.

At the top of the stairs was a small corridor with many stars and other celestial bodies painted on the walls and ceiling coloured like the night sky outside, and hung from the centre of the ceiling was a glass chandelier crafted into the shape of the moon. At the other side of the hallway was a black door with a silver handle.

Celestia approached the large door and raised her hoof up to it, knocking on it hard enough to be heard. At once a soft humming noise filled the air and the door was pulled opened by a magically produced aura, allowing Celestia to walk inside of the dimly lit circular chamber.

Next to a large neatly made bed stood princess Luna, who appeared to have faded bags under her eyes from a lack of sleep. As Celestia walked in, Luna forced a puny and hallow smile onto her face. Celestia returned a smile of her own as she pushed the door shut with one of her hooves.

"I'm glad you came, sister" said Luna.

Celestia offered a comforting smile and a gently nod before moving closer to Luna. "Is something the matter?" She asked Luna, slight concern in her voice.

"I wanted to request that we increase the number of guards that will be stationed in Canterlot's centre during the eclipse tomorrow" Luna answered bluntly, catching Celestia off guard ever so slightly by the suddenness of Luna's statement.

Celestia wasn't sure what to make of Luna's statement at first. Increase the guard? The number of guards in the city centre had already been increased in preparation for the eclipse. The ponies attending the event would already be more than protected. Celestia knew Luna wouldn't make the request unless she was concerned about something, but what?

"But the guard has already been doubled in the city's centre" Celestia reasoned.

"Well then we must triple it" retorted Luna, growing more confident in her tone about her wanting of the decision to be agreed upon.

"We simply can't spare any more guards, not unless we draw some off of the outer walls" Celestia said before asking "what's this about Luna? Does it have to do with your struggling to sleep?"

I just believe that we do not have enough protection placed over so many ponies in one place" She sat down on the end of her bed, giving enough room so that Celestia could do the same.

"And what has brought this belief on?" Celestia pressured slightly for an answer.

Luna gave a sigh at first, the look on her face basically saying how she didn't want to admit something she found to be rather foolish, but she knew she had to tell her sister. "I've...been seeing things, when I sleep" Luna started vaguely, looking down at the floor before turning back to Celestia "in regards to tomorrow, something...dark is coming, I just know it"

Celestia nodded slowly, listening to every word Luna said. "And do you know what that something is?" She asked.

"No" Luna shook her head slowly "I just know that it is something...angry and vengeful. Something, or somepony who is coming to Canterlot with ill intent"

Celestia nodded again. "Are you sure it isn't just a nightmare or something, sister?"

"I do not have nightmares" Luna stated, clearly disdainful towards the idea "and even if I did, I defend others from their nightmares, so I should know what one feels like and it did not feel like a dream of any kind"

Celestia stood up off of Luna bed and slowly walked towards the outside balcony of Luna's room, thinking throughly about the snippets of information Luna had told her. Something bad was going to happen tomorrow, and she had no idea what or when tomorrow exactly. That didn't help her at all in terms of forming a plan to prevent said bad thing from happening during the eclipse...

'The eclipse!' Celestia thought to herself as she looked up at the moon in the starry night sky, a cold bead of nervous sweat traveling down her head only to be slyly and silently wiped away by Celestia's magic. 'It couldn't possibly be...no, of course not! Don't be ridiculous! But if it is...'

"Very well, Luna" Celestia said, attempting to give off a calming tone "I shall arrange with the captains to reposition some more of the guards from the wall to the city centre"

Luna looked up at Celestia and stood up from the bed, surprised that Celestia did not have any further questions. Celestia didn't doubt her or these apparent visions at all? Nonetheless, Luna gave grateful smile to Celestia and nodded. "Thank you, sister" Luna said.

"The safely of everypony tomorrow will be more than enough thanks" Celestia said as she slowly trotted toward the door "was there anything else you needed? Because I should get my rest for the celebrations tomorrow"

"There is one other thing" Luna said, grabbing Celestia's attention "with all this talk of the eclipse, I was just wondering...when I was banished to the moon all those years ago, what happened to-"

"I told you back when you first returned from the moon. He's gone" Celestia cut up Luna before she could finish, already knowing what she was going to ask. Her voice seemed stern with a hint of unease. "I have to go now, I will see you in the morning"

"Yes, goodnight, sister" Luna said slowly as she trotted over to her balcony, hearing the sound of Celestia closing the door behind her as she left.

Luna briefly looked up at the night sky, as if it held the answers to what she was seeing. The glimpses she saw at night were brief, but their impacts still hit her strong. She had actually seen it though, hadn't she? Was what she'd seen just her first ever nightmare, induced by the event unfolding outside her front door tomorrow. She watched a shooting star fly past the moon before she slowly looked back down.

Luna's horn glowed with a night blue haze and a soft humming emitting outward. She silently transported herself to the dream realm, hoping that fulfilling her duty as the protector of dreams would clear her mind enough so that she would be physically, mentally and emotionally prepared for tomorrow morning.

Celestia, on the other hand, had already made her way back down the spiral staircase outside of Luna's room, far quicker than when she had gone up them. She was getting further away from Luna's room by the second, heading for her own room so that she could rest for the day ahead.

'Nothing bad is going to happen...' Celestia told herself mentally before pushing the subject completely out of her mind, opened the door and entering her personal chambers.

Celestia's room was similar to Luna's, but was decorated with colours more likely to be seen in the daytime. Celestia walked past her bed and approached a mirror and table she had. She looked into the mirror and, after checking nopony would barge in, grabbed a cloth and wiped the left side of her face.

The wiping motion Celestia made removed a pale white powder that matched Celestia's coat perfectly without any differences, and upon its removal revealed three large gashed but long since healed scars running down her face.

She gently placed a hoof on her face, looking at the scars. Nopony knew about them, not even her sister or her personal student did. She had kept them a secret for one thousand years, and intended to keep their origins a secret for much longer still.

"I wish I could tell you the truth, sister" Celestia said to herself quietly as she began to take her Royal attire off piece by piece. "But the safety of Equestria should come first...yes" she tried to convince herself, turning around and walking over to her bed and lying down.

Strange, normally the smoothness of the silky sheets her bed had would comfort her when she felt stressed, but now she just felt...cornered.

Like something was stalking her and getting ready to strike...

Far to the eastern part of Equestria, far passed the settlement of Griffonstone and high in the mountains stood an enormous fortress of stone. It hung off of the highest cliff large enough to hold the gigantic structure's weight. It stood with coned towers and huge rings of walls and battlements which had once intimidated any who sought to brink harm to its owner.

As grand as the fortress had been in a time now long forgotten by most, the building was now broken away and left for much vegetation to take over. The walls had chipped away at from all sides, holes had broken open all over the walls and towers, and thick dirty moss covered the structure all over, except from the doors where the moss had been burned or cut away by its current inhabitants.

While the inside of the castle's main entrance hall had once been decorated with trophies of war and priceless antiques of gold and silver, now its only decor consisted of cobwebs and dust. Lots of dust. Further down at the end of the hall was a single set of now damaged wooden double doors which were met by a large flight of withered stone stairs.

If one were to walk down these stairs, the first thing that would be noticed would be the distant sound of metal clanging against metal. The sound got louder and louder the further in from the entrance the castle went, passing by a damaged stone throne which had clearly been stripped of valuables.

Behind the back wall of this abandoned throne room was another room with a large hole in the roof, allowing the smoke to leave through, where the clanging sounds were at their loudest, due to the many ponies that were in this enormous room working away at many fiery forges, smashing hammers down against hot metal. Molten metal being set in casts and being cool by unicorn magic as earth ponies bashed any dents in the cooled metal flat. Piles of black armour trimmed with an amber material were stacked up in wagons ready to be worn, as piles of blades stacked up in a separate wagon next to the armour.

As these many stallions and mares worked away at their forges and wheeling wagons back and forth, a single unicorn stallion stood superciliously as he over watched all of the assembly process contently. He was a tall scrawny stallion with a blackened grey coat, a whitened grey mane and tail, and his cutie mark was of a hazy green star. He looked down at the working ponies of all races as they did their varying jobs, like a manticore stalking its prey as he searched for any mistakes being made.

A pegasus mare with a cyan coat and brown mane, wearing a hooded cloak that covered her body and mouth, walked passed the working ponies and up some stairs until she was at level height with the older unicorn.

"Report on production" the unicorn stallion said coldly to the pegasus, not even turning his head to look at her as he ignited his horn with a hazy white glow, producing a bubble around the two of them.

The pegasus removed the hood and the cloth covering her mouth, taking a deep breath in and then back out before turning to look at the unicorn. "Production is running smoothly. The siege equipment is completed and the blacksmiths are almost done. We should reach the required amount by morning"

"Good, our liege will be please" the unicorn said, more to himself than to the pegasus. He then made a slight shooing motion with his hoof "you may retire to your bed until you are next needed, Cinder Rush"

The pegasus, Cinder Rush, gritted her teeth slightly before forcing herself to pull a straight face. "Thank you" she gave a nod and walk through the doorway behind the unicorn.

The unicorn lowered the bubble of magic he'd raised once Cinder Rush had left and continued observing the progress being made. He would head to his chambers soon, he was just waiting for something, or rather he was waiting for somepony.

The unicorn looked up at the hole in the roof and, as if on que, a fast pair of pegasus wings flew through the sky and towards the castle. The pony rocketed at top speed through the hole and landed perfectly. This caught the attention of every single pony in the room, who saluted the stallion one by one.

He stood tall and strong over the other ponies as he walk by them, those closer to him shuddered as he moved past them. He had a black coat and a cosmic flaming orange mane which lit the room up a bit more. In a way he could be consider quite handsome. His cutie mark depicted a black circle with a fiery circle around the edges. His horn was as sharp as a blade and his wings folded pristinely into his torso. This alicorn stallion walked with the same professional stance as the princesses had as he approached the unicorn.

"Nexus Dawn, report" the alicorn ordered as he walked up to the unicorn, his voice a calm and strong resonant tone which seemingly called attention from all those around him.

"My lord, I am pleased to inform you that we should reach the amount of equipment you requested by morning" the unicorn, Nexus Dawn, dropped to a bowing stance, standing only when the alicorn gestured his hoof for him to do so.

"I see" was all the alicorn said at first "have the workers double their efforts, I want to set out as soon as possible and arrive at Canterlot at midday tomorrow"

Nexus Dawn looked up at the alicorn, seemingly caught back slightly. "But my liege, the only way we could achieve that is by crossing the celestial sea, and the fastest way to do that is to pass through Griffonstone"

"I know this already, and we shall advance on Griffonstone in order to gain passage through in two hours" the alicorn said as he looked down at Nexus, his head leering down to meet his height "that won't be a problem, will it?"

"No, I shall increase all of our efforts" Nexus shuddered slightly with a bow of his head, waiting for the alicorn to walk away from him before he moved to address the workers.

"Faster! All of you!" He bellowed out, his voice amplified by magic emitting from his horn "Lord Umbra wishes to march as soon as possible. We shall take Griffonstone in two hours!" He added as ponies began moving from room to room, informing others of the orders they'd been given. "Tomorrow, our Lord ascends to becomes our rightful King!" Nexus Dawn stated clearly as the ponies worked as fast as they possibly could.

The alicorn, Umbra, walked away as he heard the immediate change in the speed and volume of the workers, smashing and bashing away in order to produce enough equipment to gear up his armies. He couldn't help but let a grin slowly creep up his face. He trotted down the corridor and headed towards his personal armoury to get ready.

He entered a room, his room, as he turned his head to look toward a pile of jagged glass and chewed up gemstones. "Grimshanks!" Umbra called before walking over to a set armour placed on stones, stacked in a way as to act like an armour stand.

Out of the pile of jagged shards, stood up a sickly green scaled dragon with yellow eyes and a single snagged tooth. "Yes, sir?" Yawned Grimshanks as he stretched, creaking some joints lazily as well as cracking his back.

"You are to write a letter to our inside sources" Umbra said, levitating pieces of armour and attaching them to his hooves, legs and torso "tell them we attack tomorrow"

"Very well, sir" Grimshanks nodded with a crooked grin, pulling a piece of parchment paper and a quill out from his pile of gems and grime. "So, tomorrow we leave this dump and get a real castle?" He said as he wrote down on the paper.

"Indeed" Umbra stated as he levitated his helmet onto his head "and I will have my revenge against those princesses who wrong me so long ago"

His armour was a bleak grey accompanied with a orange lining across the edges as well as the holes his horn and wings fit through. The armour covered his hooves, kneecaps, the upper half of his legs, the entirety of his body and neck, and the helmet concealed the upper half of his face under metal plates.

He watched as Grimshanks rolled the letter up and wrapped it in a piece of string, blowing a blaze of green fire onto it and sending it away to its receiver over in Canterlot.

Umbra gestured for Grimshanks to follow him as he left his room, ready to begin the long march ahead towards Griffonstone. He had no doubt in his mind the town would fall under his control with no problems at all.

Two hours had passed, and the echoed sounds of metal boots marching across woodland and rock filled the air for miles, as well as the wooden wheels of siege equipment and ships being dragged by many earth ponies. Although all this was approaching Griffonstone at a rapid pace, not a single individual in the village noticed the armies of thousands of armoured ponies approaching.

The unicorns used their magic to wield varying blades from swords to spears, some of the pegasi wielded weapons while other secured knives to each of their individual wing feathers. Most of the earth ponies were just preparing to use their raw strength to beat their foes down permanently. Out in front was Umbra, Nexus Dawn who was now wearing an auburn cloak, Cinder Rush, and another member of Umbra's inner elite, Iron Hoof.

Iron Hoof was an earth pony stallion who stood higher than even his fellow earth ponies, although Umbra still dwarfed him in size. He had a dirty orange coat and a blonde mane and beard, as well as a scribbling of scars trailing over the left side of his face. His cutie mark was of a stacked up pile of iron bars. He looked grisly and ready to fight.

Umbra led the advancement on Griffonstone as the griffin city came into view at long last after crossing mountainous and woodland terrain. He didn't turn his head when he spoke to Iron Hoof, but the earth pony still knew it was he who was being addressed.

"Bring me the griffon King" Umbra told the stallion that stood by him before he turned behind to Cinder Rush "I want pegasi squads overhead, no griffon leaves. Kill them to prove a point if necessary"

Upon these orders being given, Iron Hoof bowed his head before charging off ahead towards the griffon kingdom. Cinder Rush nodded and turned around, addressing several groups of pegasi, giving them their orders. Pegasi took off into their skies over Griffonstone, their armour helping to conceal them from any griffon eyes that could possibly be open still.

Umbra's eyes traveled carefully over the town, watching the last of the pieces fall into place. Every pegasi, every solider on the ground, Iron Hoof approaching the king's estate. He might actually pull this off without waking up a single griffon.

But then, as if fate were attempting to spit in Umbra's face, a pair of armoured griffons guarding the king's home had just patrolled around the corner and had seen Iron Hoof. "Halt!" Ordered one of the griffon guards as the pair both approached and pointed their spears at the muscular stallion intruder.

Iron Hoof had not choice but to engage the pair of them. He raised himself back onto his hind legs before crushing the heads off of both spears the guards were holding. The griffons made several swipes at him with their claws, scratching the metal plates of Iron Hoof's armour.

The commotion going on up there was loud enough to awaken several griffons, evident by the increasing number of light's turning on as well as a bell ringing out.

"Someone silence that bell!" Nexus hissed out, causing several pegasi to take flight and head for the source of the ringing.

Umbra knew now that stealth wasn't an option anymore. He sighed slightly, watching Iron Hoof smash the head of one of the griffon guards into a wall, before flaring his wings up and pointing his hoof at the griffon kingdom. "Charge!" He called out to his forces, his voice amplified by the magic burning bright from his horn.

Umbra's soldiers charged towards the village, weapons primed and ready for any resistance. Iron Hoof broke the back of the other guard he'd been fighting and then booted the door of the king's home open with his hind legs, walking inside.

By this time many of the griffons knew they were being attacked, and hundreds of armoured soldiers were gearing up ready to defend their home, even against the far larger enemy force. Some griffons took flight and attempted to flee with their children, only for their way to be blocked by pegasi who gave warnings to back down or be put down. The armoured ponies of differing races entered Griffonstone and prepared for battle with the far smaller force of griffon soldiers.

The griffons charged fiercely towards their attackers, knowing they were outnumbered but still attempting to defend. Only to be met by a barrage of jagged blade shards, shot at them by the horns of hundreds of unicorns, which sliced through the griffons like they were made of ribbons. A line of griffon bodies drop to the ground, having shielded the griffons behind them from the arcane attack.

The remaining griffons, both soldiers and civilians, now looked more hesitant to resist but the soldiers kept their weapons raised. But what happened next practically sealed their surrender.

Iron Hoof stomped back into the centre of Griffonstone were the brief, and ever so slight disappointing, battle had occurred. Trapped in a headlock was a rather strong appearing, yet beaten and bruised, griffon being dragged along by the burly earth pony, before being thrown down at the hooves of Umbra. This caused the remaining soldiers to stop their battle stances at the sight of their King beaten down in front of the enemy.

"What do you want? We have no quarrel with Equestria's princesses" the griffon King struggled to his feet, attempting and failing greatly to meet the alicorn's height.

Umbra's said nothing at first as his horn began to glow, lifting the griffon King off of the ground and at equal height to Umbra. He then used his magic to remove his helmet, tossing to one side only to be caught by Iron Hoof.

The silence was unnerving to the griffons, the griffon King wincing slightly upon noticing the colours of their invaders didn't match that of the lunar guard. These weren't Royal Equestrian soldiers, and he had just offended their leader by assuming as such.

But instead of a painful death like what the King was expecting, Umbra finally broke the silence were a simple statement.

"What I want is your allegiance in the impending conflict to come" Umbra said at last, leering his head slightly "I trust that I shall have it with no problems?"

The King regained some of his composure, taking a shallow breath before speaking. "What conflict are you referring to?" He asked in a tone that attempted to show neutrality between the two leaders.

"A revolution is coming, my feathery friend, and the Equestrian princesses shall be on the losing side of it" Umbra answered "those who ally with me shall prosper most grandly after I am made King"

"And...what if I refuse your offer?"

"If you refuse...then I'll find someone who will join me in your place" Umbra looked around at the amassing griffons being held back by his soldiers "I'm sure one of them would make a fine Barron in my name"

"Barron? Only a King rules Griffonstone" the King would've stamped his claw if he wasn't being levitated off the ground.

"And during my reign, there shall be only one King in Equestria...and it shall be me"

"You're mad, you are" the King stated, beginning to struggle slightly to escape the telekinetic grip of the alicorn "Celestia and Luna will banish you to Tartarus for this, alicorn or not"

"They banished me once before, yes, but as you can see: that didn't stop me" Umbra's voice didn't raise or change at all, but still slowly broke down the bravery the King had built up "I take it then that you are refusing my offer of allegiance?"

"Yes, you're no King and you've no power here. If you leave now, I will let you do so with all your soldiers still able to leave of their own accord" the King warned, his courage clearly wavering until his warning ended in a slight whimper "I'm sure that we could come to an agreement which won't require any more bloodshed"

The King felt his feet touch the ground once more. His subjects around the scene unfolding were holding their breath as they awaited for something, anything, to happen. The King looked up at Umbra, whose face didn't show anger or rage or anything. He also looked at the unicorn who stood nobly by Umbra's side, who seemed to be watching curiously with a thin smile.

Had he actually managed to talk his attacker down? He knew that the princesses did it all the time, but he never though that it could actually-

His thought was cut short, however, as Umbra brought his head down with great strength, and bore his horn down into the griffon's eye. The King howled in pain as he struggled and tried to claw at Umbra's horn, starting to feel a burning sensation in his head. The crowds gasped in horror as the armoured ponies held them back from doing anything foolish.

After a few agonising moments, Umbra ripped his glowing horn back out of the griffon's eye socket and watched him drop to the ground. Bubbling and boiling blood poured out of the opened wound as the, now former, King there lifelessly.

"Do any others here have something to say regarding my occupation?" Umbra asked as he looked around him, blood ran down his horn and onto his face.

The griffons all said nothing, some of them shaking their heads softly as confirmation of their silence.

"Good, I'm glad we're all on the same page" Umbra nodded as he turned around to face Nexus Dawn, who levitated a cloth up and wiped the blood from Umbra's face and horn.

Once his face had been cleaned, Umbra turned back around. "Would any of you like to volunteer yourselves for the position as my Barron in Griffonstone?"

There was silence among the griffons, until one of them pushed past the others. "I will be your Barron" said a scruffy and weak looking griffon with a grey and white feather colour scheme.

"And, you are?" Umbra said, looking down at the puny griffon.

"Gristle, my King" Gristle said, the 'my King' earning a small acknowledging smile from Umbra.

"Well very then, do not fail me" Umbra approached the griffon "I shall leave three hundred ponies here to assist you in reorganising the town"

"Oka- I mean, thank you my liege" Gristle corrected himself, looking at the dead king's corpse on the ground for a moment.

"I shall return soon to see how you are doing, but for now I require passage toward the west" Umbra explained, his words causing the crowds of griffons to split in half and clear a path westward purely out of fear.

Umbra turned and nodded to Iron Hoof and Cinder Rush, who both called for the armies to march forward, dragging their equipment through behind them. Nexus flicked his horn elegantly, tossing the griffon corpses out of their path forward as they past through Griffonstone and approached the other side.

"That went rather splendidly, my liege" Nexus said to Umbra, walking along side him.

"Glad to know you think that, Dawn" Umbra stated before looked at the western horizon "Canterlot shouldn't be much further at this rate"

"Yes, and by tomorrow midday, we shall have a true ruler and a worthy King" Nexus bowed his head respectfully.

"Yes...and I shall have my revenge" Umbra said, more to himself than to Nexus.

Umbra came to a stop as he watched his soldiers push the large wooden ships they'd built and dragged with them, from the old castle, into the water. Roughly three to four hundred ships were in total being pushed in and boarded. As soldiers boarded the ships and loaded their equipment onboard, Iron Hoof approached and bowed his head to Umbra, handing him his helmet.

Umbra took the helmet and equipped it once more before watching his ship, twice as long as the other ships, get pushed into the water. He and his generals boarded the ship and prepared to set sail for the west. Umbra made his horn glow, amplifying his voice again so all his army could hear him.

"Rest now, my children, for by sunrise we march to war"

Chapter 1: the one thousand year eclipse

The sun rose up high over the town of Ponyville in the early hours of the morning. Clouds were put their proper place by the early working weatherponies and many of Ponyville inhabitants exited their homes, getting ready for the celebrations taking place during the day ahead.

With the first eclipse to occur in Equestria in fifty years, many ponies had prepared in advance to travel to Canterlot in order to witness the princesses raise the eclipse together for all to see, meaning most ponies had to settle with good old fashioned gatherings in their home settlements and watch the spectacle from afar.

Past the sights of ponies setting up food stalls and picking out spots to sit and watch with their families or special somepony, there was the glorious and grand castle of friendship, which had many eclipse themed decorations and banners hung all over its outside, placed up there by local hero and princess, Twilight Sparkle, with the assistance of some of her friends.

The lavender alicorn was currently preparing for the trip she and her friends would be taking to the beautiful city of Canterlot in order to attend the eclipse ceremony being held there. Twilight, her assistant Spike and her student Starlight Glimmer were packing their bags to head out for the train station and meet their friends there.

Rarity had put together some beautiful dresses for each of her friends, for the Royal ball which the princesses would be holding after the eclipse. Twilight had been given a deep blue dress with a starry night sky decal, Starlight had a long cyan dress with a silver trim, and Spike had a small black suit with a green bow tie specially made for a dragon of his size.

While Starlight and Spike seemed to be rather calm, and a bit excited, Twilight was getting herself into quite a worried mess. As a princess, she was expected to join princess Celestia and princess Luna in making an appearance to the citizens as well as delivering her own speech about the eclipse and the importance of remembrance toward the past, at least that's what princess Luna had told Twilight the speech had to involve.

The problem that sparked Twilight's nervousness and worry however was that she had never delivered a speech as important as this one, to a crowd as large as the one rumoured to be at Canterlot today. She had a speech ready and had put Spike and Starlight thought listening to it six times last night alone, and was currently reading it to herself out loud now making sure everything was right.

"Citizens of Equestria, we have gathered here today in commemoration of this period of Equestrian peace and remember the hardships and mistakes suffered through in order to achieve that peace..." Twilight spoke aloud to herself as she trotted back and forth across the room and flipped to her next cue card with her magic.

"...we are here to remember the fallen and the survivors, both heroes and villains, in the unity of the sun and moon this day. With the sparking of this eclipse we remember both good and bad times, decisions both supported and regretted, and we celebrate the coming of light and harmony through dark times long gone and yet to come. Here is to a thousand years of Equestrian unity, and to another thousand after that" Twilight finished and stopped pacing, turning to look at Spike and Starlight "how was that?"

"Just as great as all the other times" Spike said with a tired grumble.

"You should stop stressing yourself out so much" Starlight said as she finished packing her saddlebag. She trotted over and placed a hoof on Twilight's shoulder "you're gonna do great today"

"I know, I'm just nervous...this is a very important occasion that won't come around for another fifty years, I can't afford to mess this up" Twilight said before letting out a soft sigh.

"You won't, you're gonna nail it" Starlight said as she walked around to Twilight's front "and all of us are gonna be there to support you"

Twilight couldn't help but smile gently at Starlight. While it didn't completely relieve her of her stress, it helped about as much as words could. She slid her cue cards back into her bag before closing it up.

"You said that we were meeting Sunset in Canterlot, right?" Asked Spike as he too finished packing his small bag.

"Yeah, she said she would try to catch up with us before the eclipse" Twilight gave a confirming nod before looking up at the clock on the wall, the time reading 7:10. "We should get going, the train leaves in twenty minutes"

Starlight and Spike both grabbed their bags, following Twilight out of the castle doors as the trio made their way down to the train station.

Twilight, Starlight and Spike approached the train station, which had begun to fill with some ponies who had gotten the same idea as Twilight and her friends in terms of catching an early train to Canterlot.

The trio stepped onto the train station platform and looked around for a few moments for any of their friends. Rarity and Applejack had both agreed to get purchase the train tickets before everyone else arrived so that they could get on board straight away.

There were a few ponies around the station, and it didn't take that long for them to spot their friends on the platform waiting for them, their bags sat down on the ground. Twilight and Starlight trotted over to them, Spike following closely behind.

"Hey girls" Twilight greeted them both.

"Hey Twi, we got the tickets an' ev'rything ready" Applejack replied as Rarity levitated the eight train tickets out of one of her bags.

"Great, we just need to wait for Rainbow, Pinkie and Fluttershy" Twilight said as she checked the time. They still had some time before the train sets off and Twilight knew her friends would arrive shortly.

"Scratch that, there's Fluttershy and Pinkie over there" Spike pointed out.

Just as Spike had said, Fluttershy and Pinkie Pie were approaching the train station with their bags in tow, or rather Fluttershy had her bag in tow and Pinkie was bouncing over towards them with her bag somehow staying perfectly on her back.

"Hey you two, you ready to go?" Twilight asked the pair as they approached.

"Yep, you betcha we are!" Pinkie declared with her regularly energetic tone.

"Rainbow Dash was running a tad bit late, but she said she'd be here in a few minutes" Fluttershy told the others.

"Oh, okay, she'd better hurry then. The train leaves soon" Twilight said, knowing that when Fluttershy said Rainbow Dash was 'running late' she actually meant that Fluttershy had found and woken up a still sleeping Rainbow.

"With the speed she was moving at the pack her bag, I'd say she'll be here-"

But before Fluttershy could finish speaking, the cyan blue and spectra maned pegasus in question blitzed across the sky and slammed down on all four hooves in front of the group.

"-any moment" Fluttershy finished as she and the others looked at the heavily panting Rainbow Dash.

"Not late! I'm not late" Rainbow declared with a raised hoof pointed at Rarity, who looked as if she was about to say Rainbow was late.

"Well, you're close enough to being late" Rarity said with a slight huff "did you listen to a thing of what told you yesterday regarding time management?"

"Yeah...no...maybe...some of it?" Rainbow rubbed the back of her head, practically feeling the opal mare's burning yet elegant gaze.

"Come on! Let's get on the train!" Pinkie jumped over Rainbow Dash, got her train ticket off of Rarity, and leaped her way over to the train.

"Yeah, come on" Twilight began trotting over towards the train, the others all following behind her.

The roaring whistle of the train soon filled the air as the steam powered locomotive began its journey out of the station, picking up speed as it barrelled through the grassy terrains of the equestrian countryside and towards the gold and marble coated walls of Canterlot.

Twilight and the girls had already settled down in their cabin on the train, sat in their seats and their bags packed away. She looked up at sky as she watched the sun gently move towards the central point of the sky, getting ready for the eclipse happening in a few hours time. The slightest slither of the edge of the moon could also be seen on the horizons edge also, most likely being moved at a far slower pace by princess Luna.

"I can't wait for when we get to Canterlot" Twilight said as she turned to face her friends.

"Same, I simply cannot wait to see the natural beauty of the eclipse" Rarity responded, raising her hoof up in dramatic fashion as she brushed her mane lightly.

"Yeah, plus I can introduce you all to my cousin" Twilight said "it's his first official day as a member of the Royal guard"

"What's he like?" Rainbow Dash asked as she looked at Twilight.

"You're not considering looking for a coltfriend, are you, Rainbow?" Rarity said with a small teasing smile.

Rainbow choked slightly at the tease on Rarity's part. "What? Of course not!" Rainbow glared at Rarity for a moment "I just wanna know what he's like"

"Oh, he's nice, I'm sure you'll all like him" Twilight said.

"Well we look forward to meeting him" Applejack said, the girls agreeing with her statement.

The girls had been chatting for most of the way to Canterlot, so much so that the train ride seemed to simply fly by in a few minutes. Canterlot was in clear plain view now and the first thing that Twilight noticed was the patrols of the Canterlot guard along the outer wall, or rather the lack of patrols along the outer wall. Normally Twilight was able to spot at least ten or twelve guards at any one time along the wall, but today there was only three or four.

Twilight found this to be quite curious. Had Celestia or Luna repositioned the guards or something? Twilight wondered for a few moments, deciding she'd ask Celestia about it if she had time before the eclipse. But for now she got ready to depart the train she it had began to slow down.

Once the train had come to a complete halt, the group stood up from their seats and made their way off the train and, once they'd collected their saddlebags, moved towards Canterlot castle. The streets of Canterlot were far busier than normal, from workings setting up stalls and decorations to ponies who've come simply for the eclipse. Ponies of all different backgrounds had shown up.

"It's pretty nice of the princesses to let us stay in the castle" Fluttershy said as she looked at the towering structure that was Canterlot castle in the distance.

"Yes, quite so, I'd imagine that finding an inn with a spare room large enough for us all would be rather difficult" said Rarity.

The girls walked on ahead and made it to the city centre of Canterlot, the area where the raising of the eclipse would be viewed on by everypony. Just like that, Twilight's question about the location of the remainder of the Royal guard was answered. Rows upon rows of guards were stationed around the edges of the city centre, with several more of them still getting in position. Both gold and silver suits of armour were visual from all directions.

"Geez, do you think they have enough guards" Rainbow said as she looked at the rows of guards on either side of where they were walking.

"Well, I suppose you can never be too secure" Rarity pondered for a moment as she looked at the guards as well "I'm sure the princesses have their reasons"

Then as they were about to continue their conversation, Twilight heard someone call her name.

"Twilight?"

The group of mares and baby dragon turned to the direct of the voice and saw a unicorn stallion with a light purple coat and a dark blue mane. He was wearing the standard gold armour set for the average grunts of the Royal guard as well as the standard spear most guards were equipped with.

"Bronze" Twilight said, showing a smile as she went over to the armoured stallion, giving him a short hug before turning back the the others "girls, this is Bronze Armour, my cousin" Twilight said, turning back to Bronze Armour "Bronze, these are my friends: Applejack, Rainbow Dash, Rarity, Pinkie Pie, Fluttershy, and Starlight"

"Howdy" Applejack greeted.

"Hey there!" Pinkie said with a bounce in her step.

"It's nice to meet you" Rarity flash a smile.

"Hi" Fluttershy said quietly.

"Hey, it's nice to meet you Bronze" Starlight gave a small wave.

"Hey" Rainbow offered a hoof bump, which Bronze returned naturally.

"It's nice to meet you all, Twilight's told me quite a bit about you all in letters" Bronze Armour said with what sounded like a faint Manehatten accent. He then turned to look at Spike "hey Spike, how you been?"

"I've been great" Spike said as he saw Bronze up and down quickly "looking good, you suit a set of armour"

"Thanks, it's surprisingly lighter than it looks" Bronze said as he straightened up his helmet.

"Hey, you don't happen to know why there are so many guards here, do you?" Twilight asked curiously.

"Not really, all I know is that the princesses requested more guards be stationed here" Bronze said with a slight shrug "it's my first official day, so it's probably best I don't question direct orders from the princesses themselves"

"Oh, well we're gonna get settled into our rooms, we might see you again before the eclipse" Twilight said "it was nice seeing you"

"Nice see you too" Bronze gave a quick nod before he went to trot over to stand along side his fellow guards.

The girls all walked over to the castle, approaching the large front entrance just in time to see another group of guards march out of the palace. Twilight assumed they were off to join the city centre and pressed on forward.

"I'm gonna go find Celestia" Twilight said "I'll catch up with you all in our room. I'm pretty sure Celestia said that the guards were notified about our stay, so ask one of them if you get lost"

"Alright, we'll take your bags up for you" Rainbow said, taking Twilight's bags from her and piling them on top of her own on her back.

"Thanks, Rainbow" Twilight said as she gave her bags to Rainbow.

The girls and Spike walked off in one direction to find their room while Twilight went in the opposite direction, heading towards the throne room where she guessed Celestia and Luna would be currently. She had about roughly an hour before the celebrations began officially, so she wanted to see if she could have a little talk.

Spike and the girls trotted down the corridor, looking around as they tried to find the guest room they'd be staying in. Applejack and the others managed to stop a pair of guards in order to ask which direction their guest room was, which the guards explained the directions clearly once they'd heard the princesses were letting them stay.

The group wondered in the direction they'd been pointed down. The guards had mentioned a staircase which led up to the guest rooms past the castle barracks, where the guards who were specifically assigned to patrolling the castle trained when they weren't on patrol. The barracks were completely empty, as was what the girls had suspected considering the large quantity of armoured stallions and mares on guard in the city centre.

As they approached the stairs leading up to their room, a mare's voice was heard.

"Hey, you lot, halt!"

Applejack and the others turned around toward the direction of the voice telling them to stop. There stood a ruby coated unicorn with a black mane staring at them with an aged face and sunken eyes. She was also wearing a suit of silver and black armour which, although it appeared reflective, seemed to absorb all light that shun on it. She was clearly a member of princess Luna's lunar guard. She trotted over towards the ground with a stern look on her face as she shoved a piece of paper inside of her armour and out of sight.

"Is there a problem, miss...?" Rarity asked, awaiting for a name.

"It's captain to you" the mare said before looking at the group as a whole, her eyes looking over the ponies and dragon thoroughly with thought "what is your business here, celebrations are restricted to the streets of Canterlot"

"Princess Celestia said we could stay in the guest rooms" Applejack informed the armoured mare "we was just on our way up to drop our things off, ya can ask Twilight if ya want"

The mare listened to Applejack and nodded slightly and slowly. The mention of Twilight changed the captain's dulled expression to one of peaked interest. "Princess Twilight?" She muttered for a moment before shaking her head. "That won't be necessary, just stay out of the way" she warned "My fellow guards and I still have things to attend to"

"You mean that there are guards left? There's like a whole battalion in the city centre" Pinkie jumped in, leading on the captain's shoulder.

The captain had a look on her face that appeared as though she was about to swing for the pink mare with one of her armoured hooves, but the moment Pinkie spoke of guards in the city centre her expression completely mellowed out. "What do you mean?" She said as she pushed Pinkie off of her gently.

"There's a whole load of guards outside by the city centre, did ya not notice?" Applejack answered.

The mare paused for a moment, though clearly shown on her face. A small grin formed on her lips before she nodded, making her expression blank again. "Of course I noticed, I simply forgot is all" she nodded for a moment before turning around "you'd best get to your room, your pegasus friend looks as though she's struggling with those bags"

Applejack and the girls turned to Rainbow Dash, who did indeed appear to be struggling a bit with the bags. Rarity was the first to head to her side.

"Here, let me help you with those" Rarity said as she took one of the bags Rainbow was carrying.

Applejack and Starlight turned back around, only to be surprised the mare was gone. She wasn't trotting off and couldn't be heard at all, it was as if the unicorn mare hadn't been there to begin with.

"What a strange mare" Applejack said as she turned back around toward the staircase.

The others followed behind Applejack as they began to trot up the stairs towards their room.

The door swung open as Applejack was the first one to walk through into the large circular room. While marble walls with gold decorations and ten extremely comfortable looking beds. Rainbow Dash wasted no time at all. Once she placed her bags down she practically leaped onto one of the beds, lying down and folding her fore hooves behind her head as she gave a sigh of satisfaction.

The girl all placed their bags down and admired the room Celestia and Luna had allowed them to use during their stay in Canterlot. A large balcony allowed for all of Canterlot to be in view as well as the skies and greenery beyond the city walls.

"This room is huge" Starlight looked around as she placed her bag down.

"Sure is, you sure that this is the right room?" Spike asked as he turned to Applejack.

"Of course I'm sure" Applejack said before giving a small shrug "...maybe"

Spike raised an eyebrow slightly before Rainbow cut in. "If it's not our room, we'll stay stay here until we're told otherwise" Rainbow said as she sat up "so until we have to head down for the eclipse, who wants to play 'what evil threat are the princesses preparing for today'?"

"Say what now?" Applejack cocked her brow at Rainbow "what the hay are you on about?"

"Think about it" said Rainbow "increased guards in the city, gotta be some kind of major threat"

"But if it was a 'major threat', wouldn't they have deployed the guards on the city wall?" Starlight chimed in.

"Not if it was some kind of super evil mcevily sort of major threat" Pinkie said.

As the others were talking, Fluttershy wandered out onto the balcony to have a look outside. She noticed beyond the walls of Canterlot several outlines of individuals in the distance, late comers who'd missed the train she assumed. She moved on to admire the greenery of the castle shrubbery and the animals living within, her eyes following a pair of birds as they flew into the sky. That was when she saw it.

"Umm...girls?" Fluttershy stuttered slightly, turning her head behind her before looking back up at the sky. The others clearly hasn't heard her.

"Come on, we may as well guess since we have some time" Rainbow said.

"Fine, may as well" Applejack shrugged as she sat on one of the beds "I'm guessing...some kind of everfree creature.

"Girls?" Fluttershy repeated, this time her eyes fixed on the sky.

"It could be a skelepony, no! An army of skeleponies, or an army of regular ponies!" Pinkie Pie guessed with rapid succession "or another evil centaur, or a old forgotten enemy with a hidden past!"

"Should the moon be moving that quickly?"

Applejack and the others all went quiet and looked over at the balcony after hearing what Fluttershy said. The whole group moved over to the balcony and looked up at the sky, gasping at what they saw.

Up above was the sun in the centre of the sky, but next to it was the moon quickly moving towards the sun with far greater speed than what Luna usually moved the moon.

"What in tarnation? There's still another hour yet" Applejack said slowly as she watched the moon and the sun "what the hay is princess Luna doin'"

Chapter 2: the eclipse arrives

Twilight trotted down the hallway that led to the throne room. The halls were filled with deadening silence, the only sounds being Twilight's hoofsteps and a distant voice getting louder as she approached the throne room.

Twilight wondered if the princesses had somepony else with them or whether they were merely talking with one another. She knew that princess Cadence and Shining wouldn't be visiting since they had their own eclipse celebrations to prepare over at the crystal empire.

As she reached the door to the throne room, she couldn't help but listen for a moment. She heard princess Luna and a stallions voice she didn't recognise.

"And you're certain you've spared all you can, commander?" Luna asked, some worry in her voice.

"Yes, princess" the stallion responded immediately, his voice deep and commanding "if I spared any more, the wall would be completely vulnerable"

"Then things should stay as they are currently, thank you commander"

Twilight decided she had eavesdropped enough and knocked on the door before walking in. Once she came in, she saw that Luna and the stallion were the only two in the room. Celestia was no where to be seen. The pair was looking at Twilight as she entered and Twilight got a good look at the stallion.

He was a muscular pegasus stallion with a olive green coat and a black mane with a white streak. He had an aged and good natured face with some stubble growing. He wore possibly the most unique armour she had ever seen. Instead of gold for Celestia's guard or silver for Luna's guard, he wore a suit of darkened armour with both gold and silver colours on it.

Twilight had never heard of a general, at least not of Canterlot's Royal guard. She knew that there were military commanders and the such from Shining Armour's explanations of the Equestrian army, but he never mentioned a pony like this.

"Twilight Sparkle, it's good to see you" Luna said as Twilight approached. She sounded as if Twilight's mere presence had lifted a thousand problems off of the lunar princess's back. She noticed Twilight looking at the stallion, who was currently stood at attention and awaiting orders "you've not met commander Spearhead, have you?"

"No, I haven't" Twilight extended a hoof out to the stallion "it's a pleasure to meet you, commander"

"As it is to meet you, princess" Spearhead shook Twilight's hoof with a firm grip before letting go "if you'll excuse me, princesses, I've some things to attend to before the eclipse"

"Of course, don't let us keep you" Luna said with a nod.

Spearhead trotted passed Twilight and headed for the door Twilight had entered through. Upon the sound of the door closing filling the air, Twilight and Luna were the only two in the throne room.

"So, Luna, you wouldn't happen to know where Celestia is, would you?" Twilight asked after a moment of silence.

"She is in one of the upper towers, seeing to a more personal matter before the eclipse celebrations"

"Oh, okay" Twilight nodded understandingly "then do you mind if I ask about the guards?"

"What about the guards?" Luna asked.

"Well, why are they're so many stationed in the city centre?" Twilight asked "there was barely anypony on the outer walls. Something hasn't happened, has it?"

Luna paused for a moment, looking at Twilight as she thought deeply before answering. "It's simply a safety precaution, in case anyone tries something dangerous"

Twilight found herself questioning that answer more than she did the subject of conversation. "But, that's a lot of guards just for a safety precaution, don't you think?"

"Perhaps, but that is what we thought back when the changelings attacked princess Cadence's wedding" Luna replied "or when Tirek escaped Tartarus. Or when the changelings attacked again before gaining their new lease on life"

"Okay, I see your point" Twilight nodded "but I still think that-"

But before Twilight could continue, a sudden poof of magic caught the attention of both princesses. They both turned and were greeted by princess Celestia, who appeared to be placing her necklace back on.

"Twilight, it's good to see you" Celestia's said as she approached the other two alicorns.

"It's good to see you too" Twilight replied.

Celestia looked as though she was about to say something to Luna before the loud bang of the throne room doors being pushed open caught their attention. Twilight was as surprised as the other two princesses when she saw her friends all come through.

"Girls? What are you all doing here?" Twilight asked them.

"Why is the moon rising up so fast?" Starlight asked bluntly "I thought that there was another hour before the eclipse?"

Celestia and Twilight both looked at Luna, who was as confused as the rest of them.

"Whatever do you mean? I'm not raising the moon currently" Luna stated.

"I still you should see for yourself" Applejack said.

Celestia and Luna both nodded and trotted ahead with the group of ponies behind them. They walked back up the hallway Twilight had entered through earlier until they arrived at the front doors of the castle. They walked through the doors, and the girls could clearly hear the gasps of the three alicorns.

Up in the sky the moon had almost gotten into position over the sun, currently covering the very edge of the sun. All the ponies across Canterlot looked up at the sky, both surprised and confused.

Luna's horn began to glow as she aimed at the moon. "I don't know what is happening, but I'll send the moon back in its place" Luna stated before a beam of blue magic shot out of the tip of her horn.

The blue sparkling strip of magic shot through the skies, going higher and higher as it neared the moon. But before it could make contact with the moon, it simply began to dissipate until it was completely gone. Luna's magic hadn't worked on the moon. Luna's shock changed to annoyance as she shot another beam up at the sky, only to receive the same results as the first time.

"Luna...?" Celestia looked at her sister.

"I can't move the moon" Luna said with concern in her voice.

The group then looked back up at the sky as the moon had now completely covered the sun. This unscheduled eclipse burned a strong amber around the edges with a black void at its centre. The skies were darkened as a whole, turning grey with very little light shining outward. Ponies marvelled at the sky as Celestia and Luna's faces became more concerned.

"What's happening?" Twilight looked back and forth between the two princesses, hoping they had any answers.

Celestia and Luna looked at Twilight and then at each other. Twilight could tell from the looks on their faces that they knew about as much as she and her friends did. Then, a voice projected out among the confusion.

"Now that my master has your attention, allow me to address you all"

Everypony, Twilight and the princesses, turned their heads away from the skies and looked at the owner of the voice. A blackened grey coated unicorn stallion with white hair, who was wearing an auburn cloak, walked through the now crowded city centre. He was accompanied by two ponies in armour walking at either side of him. The ponies of Canterlot immediately moved out of his way without needing to be told. He looked up at Twilight's group, more specifically at Celestia.

"Nexus...?" Twilight heard Celestia mutter in surprise.

"Today is a day of rejoice for all ponies" the stallion, who Twilight guessed was called Nexus, stated with pride in his voice. "For today, ponies of Canterlot, you are being liberated"

"Liberated from what?" One pony in the crowd asked, catching Nexus's attention.

"Why, liberated from the rule of the deceptive princesses Celestia and Luna" Nexus answered proudly "we believed their rule to be gracious and kind, but it is a reign built on the bloodied soil of decades of conquest and deceit"

The ponies began whispering to one another, clearly not believing a word of what was being said. This Nexus simply walked into Canterlot and called Celestia and Luna 'deceptive' and 'deceitful' practically to their faces and in front of their subjects.

"It is hard to believe, I know, I myself found it hard to find truth in it" Nexus continued, silencing the whispers "but I've become enlightened, as have my associates" he said as he gestured to the two armoured ponies either side of him.

Celestia trotted forward a few steps, Luna at her side. "Nexus, I don't know what exactly what you think you're doing, or how you've assumed control of the moon, but-"

But Celestia was silenced by a deep cackled chuckle from Nexus, who looked at the princesses with a cold dead gaze. "Do you really think that such a feat as this could be achieved by any less than the great power my master wields?" He asked as he gestured to the eclipse.

"And who would your 'master' be exactly?" Luna demanded from Nexus.

"Why don't you see him yourself? He's been wanting to see both of you" Nexus said as he pointed his hoof at the sky behind him.

The ponies all looked at where Nexus was pointing, spotting a black shape shooting across the sky faster than any pegasus could. Twilight looked at Celestia and Luna, seeing the fear begin to show on their faces.

With a loud clank of metal boot adorned hooves, a black coated stallion with a cosmic flaming orange mane and an equally as orange pair of cold threatening eyes began landed on the ground of the city centre. He stood as tall and nobly as Celestia, he appeared as threatening as Luna would appear to strangers, he was...

"An...alicorn?" Twilight muttered in shock as she looked at the stallion's horn and wings.

Twilight, her friends, and everypony around them were shocked by the sight of an alicorn stallion trotted gallantly passed the onlooking ponies as well as Nexus and his two guards, who had dropped into a bowing position. The alicorn raised his hoof, allowing his three underlings to stand again. The alicorn then looked Celestia dead in the eyes. Celestia stood in front of Twilight, blocking her from the alicorn's view.

Twilight looked at the princesses. Celestia seemed to be trying to put on a front, while Luna looked outright terrified of the stallion.

"Celestia, it's been a while" the alicorn spoke with disdainful smugness as he approached.

"Umbra..." was all Celestia said at first. She took a deep breath before giving a stone cold and commanding look to the alicorn male "leave here, at once" she commanded "you and Nexus are surrounded"

"Oh, you didn't think I'd show up with simply three ponies, did you" Umbra said as he leered at the two princesses, his voice showing a small scowl now "I think you'll find that I've been rather...busy, and that the fruits of my labour are moving in as we speak"

Then, a loud bang of an explosion sent a fume of fire into the sky. Twilight looked up and saw the explosion had occurred at the outer wall, and the carnage of the aftermath looked as though it were large enough to have blown a good chunk of the wall wide open.

Screams filled the air as ponies fled from the city centre, Canterlot guards doing what they could to lead them to safety.

"Luna, get Twilight and the others out of here. Now!" Celestia told Luna before turning back towards the fleeing crowds "guards! Prepare for battle!" She called out.

Twilight felt Luna's hoof force her to start moving towards the castle door. Looking either side, she saw her friends also being moved inside.

Once they were inside, Luna ran ahead of the group. Twilight and her friends didn't need to be told to follow her. Twilight levitated Spike onto her back and ran with her friends, following Luna. Muffled explosions from outside shook the very foundations of the castle.

"Luna, what's happening?" Twilight looked up at Luna "who was that?"

Luna didn't respond, continuing to run as she burst through the throne room doors. She made her horn glow and used her magic to blow out one of the back windows. The act startled the entire group.

"Quickly, through the window" Luna ordered them.

"What about Celestia?" Twilight said.

Then the whole group looked back at the throne room doors behind them as the sound of wood smashing could be heard rather close to them.

Celestia stood her ground and waited until Luna and the other had gone inside the castle.

"Our conflict ended long ago, Umbra, I beat you once I can beat you agin" Celestia warned Umbra.

"I think you'll find I'm more than ready for a rematch" Umbra responded.

Celestia saw that Umbra now far closer to her than before. Guards charged to defend Canterlot as the explosions died down, clearly signifying to Celestia the real assault had begun.

But before she had anymore time to think, she felt the full force of Umbra's armoured hooves smash into her chest. The two of them smashed through the castle doors like they were wet paper as Celestia flew back a couple of feet. Umbra stayed on his hooves while Celestia crashed into a decorative table.

"You've grown stronger" Celestia stated as her horn glowed.

A beam of bright light erupted out and was thrown at Umbra by Celestia. Umbra projected a flaming orange shield in front of him which took the brunt of the attack, though he still was knocked down to his knees.

"One thousand years in the deepest crevices of Tartarus...you pick up a thing or two" Umbra rose back to his hooves "including how to convince a lot of ponies to assist in my conquest"

"The only thing you'll be conquering is a far stronger cell in Tartarus!"

"once I have what I've come for, nothing will be able to stand against me" Umbra said as his horn began to glow.

Celestia froze for a moment, bringing a hoof to her necklace for a mere moment. She couldn't allow him to have it.

She made her own horn glow and threw a beam of gold light at the other alicorn. Umbra shot a blast of bright amber at the oncoming magical attack. The two beams connected in between the opposing alicorns, the struggle causing more shifts of dominance than could be counted.

But in the end, Umbra raised up on his back hooves, spreading his wings apart before he slammed back down onto all fours, closing his wings together in front of him as several small projectiles shot toward Celestia.

Celestia managed to avoid some, but winced as she felt three sharp points drive themselves into her fore legs, drawing blood. Upon closer inspection, she saw that they were in fact sharpened down black feathers from Umbra's wings.

Celestia looked up from her leg wounds too late, as another blast of energy struck her chest. She was sent crashing back through the throne room doors. Celestia found that she had been sent about halfway across the throne room. She turned her head back to the now shattered doors, watching Umbra trot on through the wreckage as his horn charged up for another attack.

But suddenly, a large chunk of debris from the door was flung at Umbra, catching him off guard but not doing much other than that. Another but debris was also thrown, and another after that. Each piece slamming into the alicorn and slowing him down.

Celestia looked behind her to where the debris was coming from. She saw Twilight, Starlight and Rarity, all using their magic to throw whatever they could telekinetically grab with their magic at the alicorn threatening Celestia.

Celestia felt a pair of hooves help her stand up. She saw Applejack and Rainbow Dash both at her side assisting her. She looked back and saw Luna helping Pinkie Pie and Fluttershy through a broken window.

"We got ya, princess" Applejack said to Celestia, helping her walk along to the window.

"Enough!" Umbra roared as his horn released a blast of magic.

The pulse of energy shot out in all directions, obliterating all the incoming debris and furniture that was being thrown at him into dust. He began his approach again, the group of terrified ponies in his sights.

Celestia saw Luna, standing as though she were about to attack. But once she took a look at Umbra, she hesitated. The fear in her eyes was clear to Celestia, who understood it perfectly when Luna flew out of the window with the others making their way out.

Celestia regained her strength and hurried over to the broken window, making sure that Twilight and her friends were out first before taking flight out of the window herself.

"Run! Run all you want! But you can never again run home!" Celestia heard Umbra shout from behind her "I will find you both wherever you go!"

Celestia flew over Twilight and her friends, making sure they were safe. All the fighting was most likely happening in the city right now, so they had at the very least a few minutes before Umbra could get anyone to give pursuit. A few precious minutes was all she needed to end this before it could truly begin.

"Twilight" Celestia called to the lavender pony as she landed down in the grassy fields outside of Canterlot "you must head back to Ponyville"

Twilight looked confused and panicked by what was happening "but why? What's happening? Who is that alicorn?"

"His name is Umbra, that is all you need to know right now" Celetsia said bluntly "head to Ponyville and grab the elements of harmony"

She didn't know what to do at all. Normally she would have some kind of plan she'd made ahead of time, but she had nothing for something like this. The elements of harmony were a complete gamble, she didn't even know if they'd help them the same way they did with Discord.

She could tell that Twilight knew her instruction to be completely comprised of guesswork and improper planning. Regardless, she gave a small nod. "What about you?"

"I will attempt to evacuate Canterlot" Celestia stood up and looked at Luna "sister, head for the crystal empire and warn them about what is happening"

"Wait, shouldn't you both be defending Canterlot?" Twilight asked "you'll have a better chance to stop this"

"We don't have time for this, just get the elements and be quick" Luna told them.

With that, Luna spread her wings quickly and took flight towards the north. She had sped off before anypony could say anymore to her.

"Quickly, you can't waste a second, go!" Celestia ordered before she hurried to take flight and dive over the castle walls, leaving a shocked Twilight and her friends behind.

Twilight watched as Celestia took off towards Canterlot and Luna toward the empire, taking whatever answers to the questions she had with them. She had never known either of them to hold this much information about something. She turned to her friends, unsure of what to do other than what Celestia had told her to: get to Ponyville and use the elements against this Umbra.

"We can't just leave Canterlot" Rainbow Dash said as she prepared to take flight "we have to help the princess"

"And we will by getting the elements" Twilight told them.

"But how do we get back to Ponyville? I doubt the train will be running during a full blown invasion" Rarity pointed out "and we can't outrun Celestia knows how many of those brutes that are attacking"

Invasion. Twilight still couldn't believe that's what was happening. The fact an alicorn was leading the charge was also a huge shock, one she probably wouldn't have believed if she hadn't see him herself.

She looked up at the burning eclipse above in the dirty grey skies. This was meant to be something grand to behold, instead it was being used as some kind of war banner by this Umbra.

"Maybe if we both focus our magic together, we could teleport the whole group to Ponyville" Starlight suggested to Twilight.

"It's worth a try" Twilight nodded slightly, knowing that she couldn't allow herself to become distressed, at least not right now.

"Stand between me and Twilight" Starlight told the group.

The girls and Spike wasted no time at all, moving themselves in between Starlight and Twilight. Twilight gave Starlight a nod, which Starlight returned, before the pair began to focus their magic to transport them all to Ponyville. They both funnelled their magic through their horns with great focus, which Twilight found hard to keep considering the reminder of what was happening through the sounds of screams and clanging metal coming from Ponyville.

However, she still managed to produce a beam of purple energy, which connected with Starlight's cyan beam directly over the group. The two beams glowed brighter, creating an arcane circle around the group.

Then, with a bright flash and release of energy, the group vanished completely from sight outside of the grasslands beyond Canterlot.

Chapter 3: harmony shattered

After a few moments, Twilight opened her eyes. She saw her friends all accounted for and confirmed that they were indeed in Ponyville, more specifically in between two houses and out of sight from anypony.

"Come on, we have to hurry" Twilight said to the others.

"Wait, d'ya hear that?" Applejack placed a hoof on Twilight's shoulder, stopping her in her tracks.

Twilight and the other's listened quietly. For a moment they all heard the sounds of several voices of ponies she knew around, giving several mutterings of confusion. Then, she heard another voice.

"...now is not a time for fear, but for a new age!"

Twilight peaked her head around the corner of the building she and the others were behind. She knew that a couple of the others were also looking as well, as she could feel Applejack's hat brushing against her slightly.

She looked and saw that everypony in Ponyville were drawn over to the town hall, where several armoured ponies were stood with a cloaked unicorn addressing the masses.

There was no doubt in Twilight's mind that it was Nexus addressing the ponies of Ponyville. At his side was possibly the most muscular and intimidating earth pony stallion Twilight had ever seen, wearing the same armour as the other pony soldiers at the town hall, marching down the town hall steps and spreading out across Ponyville as Nexus delivered his speech.

"How the hay did that guy get here ahead of us?" Applejack asked.

"He must've teleported here as well" Starlight suggested.

"Well let's go and kick his flank before Ponyville ends up like Canterlot" Rainbow Dash said, pounding her front hooves together for emphasis.

"And are you going to kick the flank of that mass of muscle next to him?" Rarity inquired as she slyly pointed to the stallion in question.

Rainbow hesitated for a moment, looking at the stallion next to Nexus and then back at Rarity. "If I have to, yeah" she nodded.

"Okay, Rainbow, after this is all over we need to talk about the differences between courage and down right foolishness" Rarity said "that stallion makes Big Macintosh look like...well, me" she said before looking at Applejack "no offence meant, Applejack"

"Nah, that's a pretty decent comparison" Applejack nodded, not taking her eyes off of the beast of a stallion that stood far away from them.

"We need to get to the tree" Twilight cut in, catching the attention of all her friends.

"But how? Those ponies are just stood there, menacingly" Fluttershy said "they're right in our way"

"You're right" Twilight sighed "stealth is out of the question, if they don't allow us to pass, we'll have to go through them"

The whole group nodded at what Twilight said. Twilight was the first to walk out of cover, her friends following behind closely. As they approached, they could hear Nexus's speech to the townsfolk.

"So rejoice, for your meaningless lives shall be given greater purpose" Nexus preached "we shall bring down the tyrants Celestia and Luna and praise our holy King Umbra"

The crowd began to talk out to one another again. Confusion to outright accusations of lunacy could be heard.

"King who?" One voice would say.

"Equestria doesn't have a King!" Said another.

"What tyrants? The princesses are kind and protecting" a third could be heard.

Nexus grabbed their attention again by snapping a single bolt of lightning into the air above, startling those in front. "I know the news I bring is hard to comprehend, but what I say is truth" he stated "the princesses have lied to us all"

"The only lies here are coming from you!" Rainbow called as the group approached.

Nexus leered his gaze over to Twilight and her friends, pride and loathing in his eyes. "Ah, the false prophet of Celestia" he stated "come for the elements of harmony, have you? Another set of trinkets you are not worthy to possess"

"Well she clearly is worthy to possess the elements, otherwise she wouldn't have them in the first place" Pinkie told Nexus.

Nexus turned his nose up slightly at Pinkie before turning back to look at Twilight. "Alicorn" he merely said as he gestured to Pinkie Pie, catching Twilight's attention "tell me, does this...chattering clown speak for you?"

"No, I can speak for myself, and I don't appreciate you talking about my friends like that" Twilight stated.

"What you appreciate is irrelevant, I simply speak truth" Nexus stood proudly "and the truth is that Lord Umbra wants you brought to him alive"

"Well, I'd like to see you try and take her, even with your lapdog there" Rarity told him.

"Iron Hoof, they've begun bore me, bring her to me" Nexus ordered "her friends are expendable"

Twilight and her friends watched as the armoured goliath of a pony, Iron Hoof, next to Nexus nodded and charged straight towards them. The townsfolk had decided to fall back from the town hall, sensing that a fight was about to occur.

"Bring it on, big guy!" Rainbow exclaimed as she spread her wings, darted straight at the charging stallion.

Rainbow Dash lunged at the charging stallion, full of determination and ready to fight, only for her to be smashed to one side by a single swing of Iron Hoof's armoured fore leg. Rainbow was sent flying into a tree, hitting the ground before she struggled to her hooves.

Iron Hoof didn't slow in his charge at all, meeting up with Applejack next. Applejack too charged toward Iron Hoof, taking advantage of her smaller size by sliding in better the brute's legs. Once she was behind him, she waited for him to turn around before springing onto her fore legs and delivering three consecutive bucks to the stallion's face.

Iron Hoof grunted, swaying slightly before getting over his stagger. The last thing Applejack saw was Iron Hoof's flared nostrils before she felt Iron Hoof's forehead connect with her face with full force. Blood erupted upwards from Applejack's nose as she dropped to the ground.

"Hmm? And here I was thinking the farm mare had more in her" Nexus commented as he observed the fighting from the town hall platform.

"Applejack!" Twilight glared at Iron Hoof, who was preparing another charge towards her.

Twilight's horn glowed a strong magenta as she watched Iron Hoof charge away from Applejack and towards her. She waited until he was close enough and then released a large blast of magic at the brute, striking him in the chest and sending him flying backwards towards Nexus.

Nexus merely rolled his eyes before making his own horn glow, effortlessly catching Twilight's magic in mid air. The act made both Twilight and Starlight stare in shock as Nexus held the raw magic in mid air, leaving Iron Hoof to crash straight through the town hall doors, taking them off the hinges in the process.

Nexus then threw Twilight's spell back at her with a flick of his horn. The group separated as the magical blast hit the spot they were all previously stood, sending grass and soil in all directions as a cloud of purple smoke rose from where the blast hit.

Nexus turned his head in time to see Rainbow Dash soaring straight for him. He used his magic to throw Rainbow off course and onto the stage he was previously delivering his speech.

"Come on, old colt! Show me what ya got!" Rainbow Dash lunged at Nexus again.

"Very well" Nexus nodded simply as his horn glowed again.

Rainbow Dash merely picked up more speed, hoping to hit him before he cast his spell. She sped straight into Nexus, only to fly straight through the other side of him. Before she could register what happened, she felt her tail get grabbed by Nexus's magic and she was sent spinning straight into the side of town hall with enough force to crash through the wall and to fly out of the other side.

Nexus closed his eyes for a moment, focusing himself. Then, with perfect precision, he spun around in time to shield himself from a beam shot by Starlight and then another from Twilight.

Twilight and Starlight both attempted to overpower him. Twilight had struggled back when she fought against Starlight, but this Nexus was on a whole other level than that. He had far more years of study than she or Starlight, Twilight knew this and figured she had no chance of beating him without completely depleting her magic in the process.

"Do you honestly think the pair of you can beat me? Or are you just delaying the inevitable?" Nexus turned his shield into two separate beams erupting from his horn, each one colliding against Starlight and Twilight's magical attacks.

"He's too powerful!" Starlight said to Twilight "go get the elements, I'll keep him busy and catch up with you"

"I'm not leaving you, Starlight" Twilight shook her head.

Before either mare had a chance to say anymore, the sound of rubble moving caught their attention. They both looked and saw Iron Hoof emerging from the debris of the town hall, the parts that had landed on him when Rainbow Dash was sent crashing through.

"We don't have time to argue, and these two are gonna take a massive beating before they stay down" Starlight stated "go! I'll be fine"

Twilight hesitated. She couldn't just leave Starlight to deal with both of them. She saw Applejack getting to her hooves, blood from her nose staining her coat, and Rainbow Dash pulling herself off of the ground.

She reluctantly nodded at Starlight "okay, but I'll be right back"

Starlight nodded before using a teleportation spell, the beam she was previously combating striking the ground. Once Nexus turned to defend against Starlight attacking front another direction, the beam Twilight was colliding her magic with was broken and Twilight and an opening to sprint passed.

Applejack was helped to her hooves by Rarity and Fluttershy. Rainbow Dash was helped up by Pinkie Pie and Spike and the whole group galloped off towards the Everfree forest.

"What about Starlight?" Rarity asked as they ran.

"She's keeping them busy" Twilight replied, her tone clearly showing that she didn't like it one bit.

The group hurried off into the dense forest of trees ahead, Twilight turning around one last time to see Starlight chancing between teleportation and blasting pure energy at the two stallions attacking her.

Twilight hesitated again before following the rest of her friends into the forest.

The Everfree forest was dark enough normally, but the eclipse burning above darkened everything in the forest even further. The group was at least thankful that the eclipse seemed to frighten the more dangerous beasts of the Everfree, meaning that while they could barely see they at least didn't run the risk of running in a hydra or a manticore or something else of that nature.

Applejack's nose had stopped bleeding mostly, but dried blood still stained her coat and parts of her hair. Her face was bruised in areas but her nose somehow wasn't broken.

Rainbow didn't have any serious injuries, just a few bruises and scrapes, which surprised most of the group considering Rainbow had been sent through a wall at high speed.

Twilight ran ahead of the group as she hurried quickly to the cave where the tree of harmony was located. The only reason she didn't take flight with her wings was because the others reasoned that Nexus and his brute would see them overhead. They had no idea how long Starlight could hold them off, they just knew they didn't have a second to waste.

Twilight didn't like that she had left Starlight behind in Ponyville with those brutes, but she knew that she couldn't beat them as easily as she first thought that she could. She was used to magically strong opponents, but she found Nexus to be in an entirely different league from all the other foes she and her friends have faced.

They approached the cave of harmony and ran inside. They hurried down the tunnels as fast as they all could.

"So, do we head back to Canterlot to blast 'his royal highness' or do we bring the beating of a lifetime down on that Nexus and his pet?" Rainbow asked as they ran.

"As much as I'd like to bring that Nexus down a peg or two, I don't think Canterlot can last very long with an alicorn leading the charge against them" Twilight replied as they approached the tree "once we have the elements, we hurry back and blast that Umbra back to wherever he came from"

Twilight and the others approached the tree of harmony in the centre of the large expanse within the cave. It stood there in all its harmonious glory, though it seemed to be reacting to the eclipse outside by making its crystalline surface glow brighter, giving an ominous glow that covered most of the cave.

However, when they stood right in front of the tree, a collective gasp filled the cave when they saw.

"The elements?! They're gone!" Twilight exclaimed in pure shock and horror.

Like Twilight had said, the elements weren't in their proper places in the tree. They had been taken, and judging by the cracks in certain parts of the tree, whoever had taken them had ripped them out forcefully.

"That Nexus must've been playing us" Rainbow Dash stated as she looked up at the tree.

"Which would mean that this is a trap" Applejack thought out loud.

"Indeed"

The girls all turned around upon hearing Nexus. He stood on one side of the cave entrance with Iron Hoof on the other side.

"What have you done to Starlight?!" Twilight stood in front of the rest of her friends in a battle ready position.

"I can assure you that she put up quite the fight"

Nexus and Iron Hoof both bowed their heads as a silhouette of a tall stallion filled the cave entrance as he entered. Then the sound of what sounded like blades scrapping against stone could be here, and it took Twilight a moment to realise that it was in fact wings that were being sharpened against the ground with every circular swipe at the ground.

"Umbra" Twilight said as she watched the stallion walk past Nexus and Iron Hoof.

Umbra approached through the doorway, his wings striking the stone ground in a circular motion with each step. He looked up passed Twilight and her friends and at the tree.

"I noticed the tree had changed a lot since I last came here" Umbra stated "very tacky"

"How dare you set hoof on these grounds!" Twilight glared at Umbra, she and her friends standing their ground.

"Look at you pathetic fools, ready to fight in the name of Celestia the magnificent" Umbra.

"You aren't fit to speak her name" Rainbow Dash stated as she hovered on the spot with the help of her wings.

With a sharp flex of his back muscles, Umbra's wings spread out from either side of his body as he glared at Rainbow Dash. "I am not fit, little pegasi?" He asked plainly, earning a grunt of annoyance from the rainbow maned pegasus.

"Before I realised it was nothing, I fought for the tree of harmony by their sides once" Umbra said as he pointed his wing at the tree of harmony. "I loved them like true family should, and they...betrayed me" he stated as he lowered his wing "well, now I will destroy...EVERYTHING they have created!"

Before Twilight had a chance to react to what Umbra said, the dark alicorn threw a barrage of sharpened feathers at the group, which quickly went into separate directions to avoid the sharpened projectiles that were thrown.

Umbra leaped forward with his wings flared out. He blocked several strikes from Applejack and Twilight and quickly to attack mode. Twilight had never seen such skill and grace. He was like a spinning gyro and struck with the force of a hurricane as he sent Twilight back against the cave wall with his hoof.

Applejack was the next to attack, actually managing to land a hit on Umbra's fore leg, which proved ineffective as Umbra quickly used his horn to blow Applejack back with a powerful force of magic.

Umbra turned to strike first this time, but instead felt two hooves drive into his chest as Rainbow Dash flew into him with determination. He struck his wings into the ground with enough force to break rock, slowing down the rate that he was force back by Rainbow Dash.

"How's this for a little pegasi?" Rainbow asked with a grin as she forced Umbra back as far as she could.

Umbra didn't reply. Instead he spun around on the spot, carving a perfect circle in the ground with his wings. Umbra's back hooves struck Rainbow Dash in the chest and sent her back to the ground, falling down at the base of the tree of harmony.

"Hey!"

Umbra turned around to the origin of the voice, and was struck with a strong force of two sets of hooves. He was sent back against the wall with great force, cracking and shattering the wall in the process. He looked up and saw the two ponies who'd struck him.

Pinkie Pie and Applejack both stood proudly, and both of them were ready to strike again as they ran at Umbra.

"That's the spirit" Umbra muttered to himself through a grin before lunging forward.

Umbra dodged both of the incoming strikes this time and struck Pinkie with an extended wing, slamming her down to the ground. He kicked Applejack against the wall and prepared to strike her again, before Twilight blasted a beam of light at him.

Umbra turned around in time and met the beam with one of his own, the two alicorns locked in a power struggle which Twilight was quickly loosing.

Then a second beam of blue was shot along side Twilight's. Twilight turned her head, half expecting Starlight to be stood there, but was surprised to see Rarity to be the mare blasting a beam along side Twilight.

"Since when did you know attack magic?" Twilight asked.

"I did a little light reading after the whole changeling fiasco" Rarity answered "though I'm still getting the hang of it"

Twilight nodded and focused on combatting Umbra's powerful magic. She was already weakened from her battle with Nexus, so it was getting increasingly hard to keep up with this far more powerful opponent.

Rarity focused with all her might and changed her offensive beam into an attempt to bind Umbra's body in place. The most she managed to do was slow down his movement, something Umbra was quick to notice.

"Hold him still!" Rainbow called as she prepared for another charge.

Rarity nodded in acknowledgement held him down as best she could, slowing Umbra down to a snail's pace as he struggled with all his strength.

Rainbow had a quick running start from the tree and took flight, soaring with quickening speed towards Umbra. Umbra attempted to intercept but was drawn to a complete halt by Twilight also helping Rarity bind him in place. Rainbow grinned as she was about to connect her front hooves straight into Umbra's face.

But before she could, Twilight was struck with great force and was sent flying back against the wall, her magical connection broken and allowing Umbra more movement. Rarity turned to see that Iron Hoof had stepped in to assist.

Then she felt a blow of power strike her side from behind, sending her not that far from where Twilight was beaten down to. Rainbow saw that it was Nexus who had thrown Rarity to one side. Rainbow picked up more speed and hurried to strike.

Umbra quickly moved his once again freed body just in time to dodge Rainbow Dash.

Rainbow would have cursed and attempted another fly around, but instead she shrieked out in pain as something sharp slash across her stomach. She was sent down to the ground with a crashing force.

"Rainbow!" Rarity called as she watched Applejack and Fluttershy hurry over to her. Rarity hurried to her hooves and moved over to Rainbow's side.

Rainbow grunted and attempted to stand, failing as she was forced to stay down by Fluttershy. Rainbow looked down and saw a bloody slashed wound on her stomach, with one of Umbra's knife like feathers still dug into the flesh.

Twilight gritted her teeth before struggling to her hooves. Umbra noticed and turned around, ready to fight again.

"I'm far too powerful for you, what in Equestria do you honestly think you have that could match my power?" Umbra said as he approached.

"Something far more powerful than any one pony" Twilight said as she was the last one standing against Umbra.

"Let me guess, friendship?" Umbra said with a cold laugh "I just hope your precious friendship has made many ponies willing to mourn for you once you're gone"

Twilight, struggling to stay on her hooves, prepared a shield spell. She failed to produce it at first, her weakness starting to show. Umbra charged up his horn and prepared to fight a bright orange flaming spell at Twilight. Twilight continued trying to fight, refusing to accept that she'd lost.

"Come on, come on for Celestia's sake!" Twilight shouted at herself as she tried to make her horn glow, her eyes screwed shut in focus.

"That's right, where is your princess Celestia now?" Umbra said with a mocking tone as he prepared to release his magical attack.

Then a bright light filled the entire cave. Twilight at first though it was Umbra's spell hurdling itself at her, but when she opened her eyes she saw that Umbra's magic had shot straight up into the ceiling of the cave.

Dropping down to her knees for a moment, Twilight looked up and saw that princess Celestia had arrived in the cave, and had also rammed Umbra straight into a wall with all her remaining strength, attempting to pin Umbra to be the wall.

The wounds on Celestia's fore legs from earlier were still bleeding fresh blood. She pushed on through and used her magic to throw an approaching Iron Hoof back towards the cave entrance, smashing through through the rock formation.

Umbra pushed forward and managed to overpower Celestia, throwing her back a couple feet. Celestia kept on her hooves stood ready to defend the weakened group who'd tried to beat Umbra.

"I will not let you harm them!" Celestia declared.

"You're a bit late for that" Umbra replied, pointing his hoof toward the bleeding Rainbow Dash.

Celestia scowled and threw herself forwards at Umbra, who in turn ran forward. The two alicorns clashed horns and each attempted to overpower the other in a struggle like no other.

"What's wrong, Celestia, mad that I broke your trusty watchdogs?" Umbra asked as he pushed forward.

Celestia ignored Umbra's statement and ignited her horn, a swirling gold bolt striking Umbra back. Celestia acted quickly to avoid an attack from the side of her, having seen Nexus in the corner of her eye.

Celetsia duelled Umbra and Nexus in a skirmish of spells being thrown between the three powerful magic users. Umbra and Nexus both worked together to try and whittle down Celestia's magic stores, which proved far more difficult than when they did the same with Twilight and her friends.

Celestia had a plentiful and rich supply of magic to release and she had burned through very little of it, her weakness being mainly from her physical injuries.

"Ah, Celestia, nice to see that after all these years your magic is still at the top of your game" Umbra stated as he set his horn ablaze with raw magical power.

Celestia shielded herself from the initial blast, but was struck from the side by Nexus. She didn't have time to recover as Umbra changed his strategy to striking Celestia in the face with the full strength of his hoof. Blood flying out of her mouth, Celestia was sent to the ground by a second blow from Umbra.

"Celestia!" Twilight staggered over to Celestia's side to check on her.

"You have to go to the empire" Celestia said with a cough, wiping blood from the corner of her mouth "warn Luna and the others"

Twilight and Celetsia both looked up as they heard the sound of a spell being charged. They first thought that Umbra was about to finish them off as they saw his horn glow, but they had no idea what he was going to do next.

"I'll show you the true potential of magic!" Umbra stated as his horn glowed far brighter than it had before.

Twilight expected a far more destructive spell to be thrown, or something of that nature. But the moment she heard cracking sounds, her face went completely pale.

"No..." She heard Celestia say weakly.

She and Celetsia both turned around and saw the tree of harmony, completely covered from top to bottom with Umbra's orange glow of hazed magic. Twilight tried her hardest to stand up, but her magic depletion had weakened her body greatly.

With every yank of Umbra's head, the tree of harmony cracked and shook with resistance. The tree glowed in defiance as of attempting to protect itself, but Twilight knew the tree couldn't do very much without the elements.

"Umbra! Stop!" Celetsia cried out as she forced herself up to her hooves. Twilight was able to see the tears brimming in Celestia's eyes.

Umbra ignored her and put all his strength into his magic. Pulling and tearing away with sharp motions, everypony in the room was forced to watch Umbra, being too weak to intervene. Nexus was the only one with a smile on his face.

Then it happened. With a loud shrieking smash, the very base of the crystalline tree was shattered apart from the stump. Twilight's eyes widened as her pupils shrunk in horror.

Umbra side stepped in a circle with the damaged tree in his telekinetic grasp, purposefully smashing and thrashing and dragging it across the cave walls and ceiling. Chunks and shards of blue and white crystal were flung and shattered in all directions in a display of destruction. Then one last large chunk of the former tree crash landed back against the trunk as Umbra let it go.

To Twilight it was as if the entire event was happening in slow motion as she watched the tree of harmony, the most powerful object in all of Equestria, being completely decimated so carelessly by Umbra.

"Twilight, go" Celestia's voice was barely heard by Twilight, who was still frozen in place.

Twilight was unable to move for a moment, finally turning her head away as she felt a hoof on her shoulder. She turned around slowly and saw Applejack, who had a cold hopeless look on her face.

"Twilight, we have to go" she said slowly.

Twilight turned back around and saw Celetsia pulling herself over to the pile of crystalline rubble that was the tree of harmony. She pulled herself up to her hooves, ready to continue the fight.

But she turned her head around as she heard Rainbow Dash's whimpers and struggling. Rarity seemed to be attempting to calm Rainbow as Fluttershy was examining the wound, which still had the blade like feather stuck in it.

Twilight looked back at Applejack, giving her a nod before staggering over to her friend's side.

As carefully as they could, Rarity and Applejack picked Rainbow Dash up by her back and hurried to get out of the cave. Fluttershy and Pinkie followed behind and Twilight was about to leave when a spell struck the ground in front of her.

"Leaving so soon?" Nexus asked as he approached.

But before anymore could be done or said, Twilight felt a claw push passed her. Twilight then watched in surprise as Spike charged forward and let out a thick flame of green fire towards Nexus.

Nexus shielded himself from most of the flames, but wailed out in pain as a streak of flames hit him in the eye, sending him to the ground as he attempted to but the flames on his face out.

Twilight quickly levitated Spike onto her back and turned back to see Celestia on her knees in front of the rubble.

She shook her head and hurried out of the cave.

Celestia hobbled over to the remnants of the tree of harmony, the largest chunk that had been shattered across the cave. She dropped down to her knees and placed a hoof on the large chunk of crystal.

"Mother...forgive me" Celestia said as she lowered her head.

"Hmm, what do you say grandmother?" Umbra approached, speaking to a small chunk of crystal in his telekinetic grasp before looking back at Celestia "Do you forgive her?"

Celestia turned around at Umbra, watching as he tossed the chunk of crystal to one side and walk closer. She noticed that Twilight had escaped the caves with Spike on her back.

"You may have taken Canterlot and destroyed the tree of harmony, but you will never win" Celestia stated as she struggled to her hooves "someone will always stand in your way to stop you"

"Who, the purple alicorn?" Umbra asked as he leered his head closer to Celestia "her magic may be strong, but it isn't enough. Without the elements, she will suffer the same fate as all others who stand against me"

"No..."

But before Celestia could say anymore, her entire body went limp as Umbra hit her with a spell that paralysed her entire body. Celestia fell to the ground, helpless as she saw Umbra standing over her.

One of the very spells she had taught him long ago was now being used against her.

Twilight galloped as fast as she could to catch up with her friends, Spike holding onto her back tightly. She watched Rarity and Applejack carrying a wounded Rainbow Dash on their backs as the others ran closely behind. It was obvious that every movement caused the feather stuck in her flesh to draw great pain from Rainbow.

"Why can't we pull that feather out?" Rarity asked with concern, her eyes tearing at the edges as she heard Rainbow's painful cries.

"Because she could bleed out faster if we do" Fluttershy answered, who was practically crying from what had happened. "We have to get Rainbow to a doctor"

"That Umbra and his goons will find us if we head to Ponyville General" Applejack said as she supported Rainbow's upper body on her back.

Twilight and the group arrived back in Ponyville, where she immediately noticed the damage from the battle that had occurred earlier.

The town hall had now completely caved in on itself, as well as several other buildings being destroyed or partly destroyed. Ponies were rushing to put out several fires that had broken out and the ground had been scarred all over by disruptions in the soil.

Then the group saw Starlight, lay on the ground beaten and unconscious.

"Starlight!" Twilight ran over to Starlight's side, Spike jumping off of her back and landing next to the two ponies.

"What do we do now?" Pinkie Pie asked, looking behind her to see if they were being followed.

"We have to get to the empire" Twilight said as she tried to carefully move Starlight.

Just as Applejack was about to question how, a loud whirring splash of magical energy ringed out. The group looked on, those who were able to quickly ready to defend. But their defensive positions when they saw what had occurred.

In front of the group was a violently swirling circular vortex of silver and blue energy twice as tall as any of them. It spat specs of magic that quickly absorbed into the soil where it landed. Twilight knew it was some kind of magic, but what? And cast by who?

"Twilight, hurry! Get through the portal!" A familiar voice echoed through the vortex.

"Cadence?!" Twilight asked through the portal.

"Hurry! We can't hold it much longer!" Luna's voice could also be heard across the vortex's stream.

Before Twilight could say anything, she looked behind her and saw Umbra staring directly at them from the entrance of the Everfree. He charged quickly and spread his wings into flight as he advanced forward.

"Quickly, everypony through the portal! Hurry!" Twilight called out.

Rarity and Applejack ran though first with Rainbow Dash on their backs, Pinkie Pie picked up Starlight and hurried through. Fluttershy and Spike were ushered through last by Twilight.

Twilight threw herself through the portal last, actually being able to hear Umbra's frustrated screams echo out from the portal as she landed on the crystal ground on the other side of the now closed portal.

Chapter 4: the story of Umbra

Twilight landed down on the crystal ground, close to her friends. She was now in the crystal empire. But how? Twilight had never heard of such teleportation magic before, at least if that was what it was.

Twilight looked up and saw Rarity and Applejack placing Rainbow Dash on a stretcher two doctors had quickly brought in. They kept Rainbow on her back so she didn't bleed out and quickly took her through a doorway and away to the hospital. Another stretcher also was pushed away which had Starlight on it. Twilight noticed that Starlight was stuck in a hunched, almost curled up position as she was taken away.

"Will they both be alright?" Rarity asked, worried as she was about to go after them, only to be stopped by the gently hoof of Cadence.

"They're both in the best hooves the empire has to offer" Cadence said reassuringly "it's probably best that you let them work for now"

Rarity looked as though she was about to object, but mellowed out as she realised Cadence was right. They wouldn't be able to work to the best of their ability if ponies were in their way. She sighed and watched as the doctors wheeled Rainbow Dash and Starlight away, assessing her injuries as they went.

"Can't they just heal Rainbow with magic though?" Rarity asked "healing magic does exist, right?"

"Yes, but healing magic does have its limits" Twilight pulled herself up off the ground and trotted over to Rarity "it can't heal injuries as serious as what Rainbow has, but it may lessen the scarring a bit once they manage to close the wounds"

"Scarring is the least of her concerns, she could've have died! She still could die" Rarity turned back towards the doorway as tears formed in her eyes "it's my fault, I should've focused on defending you all rather than holding back that ruffian"

"It's not your fault, rares" Applejack said.

"Applejack's right, none of us could've predicted what would happen in the cave" Twilight said, her face lowering as she remembered what had occurred in the cave of harmony.

"Speaking of which, were you able to secure the elements?" Luna asked them as she stepped forward. She seemed to have been taken aback slightly by the extent of the groups injuries.

"No, they weren't even there" Twilight answered.

"What!?" Luna asked, shocked to her core.

"They weren't there, somepony ripped them out of the tree before we got there" Twilight explained "then Umbra showed up and he..." She went silent, not wanting to say the words in hopes it would make it untrue.

"What? He what?" Luna persisted.

"He...he destroyed the tree of harmony" Twilight looked up at Luna.

Luna's pupils shrunk to pinheads as her breath hitched. She looked at Twilight for a moment before shaking her head. "Impossible" she said with a shaky voice.

"It's true, princess, we all saw Umbra smashing the tree around the cave" Applejack said.

"You could've just been seeing things. Delirium brought on by prolonged fighting" Luna answered.

"No, it was real" Pinkie spoke up, but not with her regular happy tone, as she trotted over to Luna and handed her something "I thought we might be able to regrow it somehow, so I grabbed a piece"

The group looked on in silence as Luna took the small chunk of blue and white crystal from Pinkie. The jagged and broken hoof sized piece of crystal was clearly from the tree of harmony, shimmering with weak remnants of magic dust. Twilight and the others hadn't even noticed Pinkie grab it before they fled from the cave.

Luna said nothing as she looked at the fragment of harmony in her hoof. Tears ran down her face as she held the piece close for a few moments.

"Thank you" Luna looked down at Pinkie, wiping the tears off her face "but I'm afraid we cannot grow another tree from this, though I'd still like to keep ahold of it if you don't mind"

"Of course, no need to ask" Pinkie nodded.

Luna nodded, almost as if saying thanks as she placed the piece of crystal under her wing, using it to hold the crystal piece before turning back to the group.

"So we can't make a new tree of harmony? Is this it then?" Twilight asked Luna "have we...lost just like that?"

"No, Umbra is many things, but he's fool" Luna shook her head as she looked at the group "I highly doubt that he would have destroy the elements themselves, regardless of whether they could defeat him or not. He's too proud, and most likely wants to control them himself. The destruction of the tree may of simply been a display of his power"

"You seem to know this Umbra rather well" Twilight commented "who is he?"

"That...doesn't matter" Luna said as she looked at the group "we must focus on what our next move will be. Canterlot may have been captured, but we still managed to evacuate most of the Royal guard to the empire through a wormhole"

"That's the spell Luna and I used to pull you all out of Ponyville. Ancient and very powerful magic" Cadence answered before Twilight could ask.

"What? Canterlot has been captured?" Fluttershy asked.

"I'm afraid so"

Everypony looked at the doorway and saw a stallion walk through that the princesses and Shining Armour recognised immediately. General Spearhead walked into the room with his armour dented, his hair a mess and blood staining parts of his body and armour.

"We fought as hard as we could, almost had the bast-" Spearhead stopped as he looked at the princesses "-the enemy contained, but..."

General Spearhead ran into the front lines, leading a charge of both earth pony and unicorn soldiers on the ground and pegasi flying over them. The force of around a hundred ponies made their way in the opposite direction of fleeing civilians who knew to fall back into the inner city and let the guard deal with the invaders. Both suits of silver and gold armour filled the streets as the force grew larger with Spearhead rallying them together.

He made it to the origin of the explosion at the outer wall and saw suits of black and amber armour wearing ponies moving through the debris of the collapsed walls. Spearhead eyed them up side to side.

"Let's teach those bastards what happens when you mess with the princesses, shall we colts and mares!" Spearhead called out behind him.

"Yes sir!" The collective shouts of the guard called out as they charged behind their general.

"Charge!"

Spearhead pushed his helmet securely on his head before sprinting faster than the rest of his force. He looked at the enemy force charging straight at him and his troops. He gritted his teeth and spread his wings.

At last second, his struck his wings down and rocketed over the first line of attackers and landed down in the middle of the third and fourth lines. He spun on the spot, grabbing a spear from an enemy pony with his wing and slicing through everypony that attempted to land a hit on him. Liquid crimson flew up in all directions like ribbons as Spearhead span around like a blade of death.

Spearhead came to a sudden stop, ramming the base of the spear into the skull of another pony before lunging the spear through the air and nailing a unicorn in the distance against a part of the crumbling wall.

The rest of the guards finally caught up and charged through the weakened waves of soldiers. The first, second and third waves were almost completely decimated as the fourth line soon fell the Royal guard made their way through the first, hacking and slashing with weapons of their own.

Earth ponies of opposing sides violently beat each other into the stone ground, unicorns slinging debris and shards at the opposing side, and pegasi dive bombing the ponies down below. Blood from both sides was spilt, bodies dropping to the ground all over the place.

The battle for Canterlot raged on. Spearhead knew he only had to buy the princesses enough time to get the element bearers to Ponyville to retrieve the elements in order to fix this whole mess and stop whoever was behind this. Who knew so many ponies hated the princesses? Spearhead always figured an invasion would occur from one of the non equine races.

Just as it appeared they had managed to push the attacking force back, Spearhead looked at the hole in the wall as more waves ebony armoured ponies marched through. A lot more ponies marched through.

"By Celestia, soon we'll kill enough of them to fill in that hole!" Spearhead chuckled before preparing for another charge. Spearhead ran forward, ready to fight the whole army if he needed to.

Then, as Spearhead and his soldiers were about to sprint forward into the next skirmish, a ball of bright gold slammed into the first few waves, the flames burning so bright that they bleached the ebony suits of armour armour a sickly white as it scorched the soldiers wearing them.

"The princess has arrived!" Spearhead declared as she watched princess Celestia rise from the white flames and burnt corpses.

Celestia rose up and looked at Spearhead, giving a firm nod before spreading her wings and flying overhead. She made her horn glow gold and threw several chunks of debris at the hole in the wall, closing it up a bit before she turned back to her guards.

"Stand your ground!" Celestia bellowed out to her soldiers.

"You heard the princess, defensive positions!" Spearhead ordered.

Rows of gold and silver formed a semicircle line of defence, spears lowered and ready to strike. More soldiers donning the same black armour charged through, being forced to march through in almost single file formation due to the debris block the way.

Spearhead and his battalion cleaved down the funnelled attacks as quickly as they rushed in, Celestia providing magic aid from above in the form of beams of destructive light as well as shooting down any pegasi that tried to fly over. It looked as though it would be victory for sure as piles of bodies began to form.

But two bolt of orange struck the ground and the closed up wall as a black and amber flash tackled Celestia out of the sky. The lines were broken and the wall had been reopened, the enemy taking full advantage as they piled through and began to overrun.

"Hold the line!" Spearhead ordered as he rushed over to assist Celestia.

He ran across the battlefield, following the trail of fresh destruction as he found Celestia and the armoured ebony alicorn duelling.

"You're going down, bucket head!" Spearhead yelled as he charged at Umbra.

Umbra turned around as Spearhead leaped forward and attempted to attack, only to be thrown to one side against a wall by the alicorn's magic. Spearhead got up to charge again, but saw the look on Celestia's face telling him to stay his ground.

"Why so caring? He is a soldier. One who holds my position in the army as well" Umbra asked Celestia "he joined the army, he should expect death in every battle"

"But not when it can be avoided" Celestia responded as she lunged her horn forward.

"Death cannot be prevented, merely delayed in its arrival" Umbra answered as he blocked her strike with his wings.

Celestia threw herself forward and slashed with her wings, Umbra doing the same. It was as flashy as it was deadly looking as Spearhead watched on, knowing he wouldn't be able to intervene without Celestia's opportunity for attack being interrupted.

"You're stalling..." Umbra stated suddenly as the two alicorn's were locked in battle. Umbra then laughed as he forced Celestia back "attempting to end this before its began? You didn't really think I'd leave the elements where they could be used against my favour? But since they're there, I think I should test your element bearers fighting abilities"

Umbra's horn glowed before he was enveloped in a magic field, teleporting away. Celestia hurried over to Spearhead with a look of worry on her face.

"General, tell everypony to fall back, and evacuate as many as you can" Celestia ordered.

"But, princess, we can win this" Spearhead responded.

"No we can't, the city is lost for now" Celestia looked at him before making her horn glow "get out of the city, now!"

"Yes, princess" Spearhead saluted before turning around to rally his soldiers.

"Celestia told you to fall back?" Twilight asked Spearhead.

"Yes, princess, she seemed adamant that the city was lost" Spearhead nodded "so I got as many civilians and guards as I could out of Canterlot, and that's when the princesses opened one of those portals"

"Hold up" Applejack cut in "Umbra said you held his position in the army?"

"Yes, I heard as clear as possible" Spearhead nodded "I thought that maybe princess Luna could elaborate more once we were in a more appropriate position"

"He was the general of the Royal army, over a thousand years ago" Luna cut in "but he no longer holds the position, he lost that title long ago"

"Luna, I know you said it didn't matter..." Twilight started as she looked over at Luna "...but we have to know who this Umbra is if we're going to have a chance of beating him"

Luna stood in hesitant silence as she looked over the group. Twilight was expecting some kind of fear or maybe anger to show on Luna's face, but was completely surprised when what she saw on Luna's face was shame.

"Please do not think of me any different when I tell you what I'm about to" Luna was almost begging in the way she said.

"Of course we won't" Twilight said, her friends all nodding in agreement to her statement.

"You can tell us anything" Cadence said.

Shining Armour and Spearhead both simply gave a nod of agreement as they waited for Luna to speak.

"Umbra is...he's..." Luna's voice went quiet and inaudible as she said something.

"He's what?" Twilight asked, noticing the tears form in the corners of her eyes.

"He's...my son" Luna forced the words out of her mouth.

The whole group looked at Luna with expressions of shock and disbelief. Twilight looked at Luna, as if asking if what she said was true. Luna lowered her head shamefully as she looked away.

"He's...your son?" Twilight asked slowly as she looked up at Luna.

"Yes" Luna replied as she looked away.

"That explains him being an alicorn" Cadence said, shock in her voice though she tried to hide it.

"But...why would he turn against you and Celestia?" Twilight asked "and why does he think you and Celestia are lying tyrants"

"That is...quite the story" Luna explained with a sad look on her face "although in the end, it was mine and Celestia's fault"

"Would you rather not talk about it?" Fluttershy asked.

"No, it's best if I tell you everything" Luna said "if we are going to work together in these dark times, it's best we trust each other completely"

"I shall excuse myself, I've already heard too much classified information" Spearhead said.

"No, general, I'd prefer it if you knew as well" Luna said "I believe you can be trusted with this information"

"Very well" Spearhead nodded.

The group got together and awaited for Luna to begin speaking. Luna took a deep breath before she began to speak.

"We kept Umbra's birth a secret due to the...controversy that would have arose because of how young I was at the time" Luna began "I was barely out of my teens at the time"

"Who was his father?" Pinkie Pie asked.

"His father was Sombra, before he was a King and far before he fell to darkness" Luna answered as she looked at Pinkie "we were both so young, so reckless. He stood by me when I found out I was expecting, Celestia even helped me hide the truth from our mother until I was ready to tell her myself. Then after he was born, he stayed back and forth between the crystal empire and our old castle. Truth is Sombra built the crystal empire as a present for Umbra to rule over when he was older"

The group stayed completely silent as Luna told her story. Twilight had so many questions, but she decided they could wait.

"We were all surprised when Umbra was born an alicorn, we were even more surprised when the day he earned his cutie mark he did so by moving both the sun and the moon in front of one another. I always had a feeling he'd be crowned a prince when he was older"

"What do you mean? He was a prince the moment he was born, wasn't he?" Shining Armour asked.

"No, things were different back then. Over a thousand years ago, it was a tradition for alicorns to have their royal title bestowed upon them when they were of age" Luna explained "until he would become prince Umbra, we allowed him to serve as general of the Royal army"

"Okay, but none of this explains why he called you two tyrants, or why he has turned against you" Applejack commented.

"Of course. The reason he referred to us as tyrants...is because we were" Luna lowered her head in shame.

"What?!" Twilight and her friends all asked, shock in their voices.

"Me and Celestia ruled Equestria with an iron grip all those centuries ago, we were grieving after our mother had died...and we took it out on our citizens" Luna paused for a moment before continuing "Umbra was our greatest enforcer, he is the reason Equestria's borders are as vast as they are. He conquered everything we ordered him to, and conquered things he simply took interest in. Regardless, everything Umbra did was for Celestia and I"

"One day, Sombra and I were convinced that Umbra would earn his title as prince. You see Celestia was the reigning authority of crowning Royal figures in Equestria. I trained him for most of his life. I even had the standard Royal boots, necklace and crown forged for him" Luna went on "but when we approached Celestia with the matter, she said that Umbra was not ready to be a prince for a long time yet. This frustrated Umbra to a point...where we couldn't have predicted what happened next"

"What happened?" Twilight asked "what did he do?"

"Have you ever wondered why you've never seen a ram in Equestria?" Luna asked.

"Yeah, I heard that they charged a failed rebellion against you both before they all...vanished" Twilight stopped as the pieces came together in her mind.

"After Umbra was denied his prince title, we sent him to deal with the rising ram rebellion. He was gone for weeks, and when he came back with his army he declared that he'd slaughter all of them" Luna stopped for a moment "he arrogantly demanded that he be made the alicorn prince, stating that if he didn't become a prince that he would become a King"

"We tried reasoning with him, but he tried to take Equestria's throne through force. Celestia, Sombra and I were forced to fight one of our own" Luna began to tear up "it was impossible to beat him fairly, so Sombra held him off while me and Celestia came up with a plan of action. We though of everything, but only one option presented itself. We argued about it, but in the end we were forced to seal him away in the eclipse zone"

"The...what?" Twilight asked.

"The eclipse zone is a plane of existence that exists between the sun and the moon, it is also an extension of Tartarus. The perfect prison, Celestia referred to it as" Luna said "though we had never used it before, for all we knew it could've killed him. When we sealed him away, we thought that it had. Evidently, Unbra survived and was trapped there for a thousand years...until now"

"After Umbra was sealed away, Celestia and I realised we had to act as true protecters of Equestria. Sombra and I grew apart as a new hatred began to grow on his heart against Celestia, he blamed her for what happened. He crowned himself king of the crystal empire and soon after, went to war with Celestia and I" Luna looked at the group "and after Sombra's defeat..."

"You became Nightmare Moon" Twilight finished for Luna.

"Yes, you know how it goes from there" Luna nodded "I was banished to the moon and Sombra was trapped in the ice"

"So Umbra is back because he wants revenge" Rarity said slowly.

"Yes, and he most likely has taken Celestia prisoner, so he already has what he wants most" Luna stood up "the alicorn talisman"

"You mean the alicorn amulet? There's another one?" Pinkie Pie asked.

"No, the alicorn amulet was a relic created by Sombra and Umbra" Luna shook her head "the alicorn talisman is the most powerful relic in alicorn history, for it possesses the ability of achieving inner peace"

"Inner peace?" Twilight tilted her head.

"Inner peace is a state of mind in which an individual is capable of bestowing alicorn magic on any pony the individual desires, whether it be temporary or permanent" Luna explains.

"Wait, this talisman can make alicorns?" Spearhead cut in "and now Umbra has the power to make an army of alicorns?"

Everyone in the room froze momentarily as they realised what Spearhead was getting at. An alicorn army under Umbra's control would be unstoppable.

"Umbra has the power to create an alicorn empire if he so chose to" Luna said as she looked around.

Then the whole group was caught off guard as a knock sounded from the other side of the door. Luna nodded for Cadence to answer. Cadence opened the door was saw one of the crystal ponies doctors from earlier who had taken Rainbow Dash and Starlight away.

"Apologies for the interruption princesses, but I was wondering if I could speak with princess Twilight Sparkle?" The doctor spoke.

"What do you need?" Twilight asked as she approached "is it about Rainbow and Starlight?"

"Are they okay?" Rarity came over as well.

"Rainbow Dash is still in surgery as we speak, it's harder than usually due to the nature of her injuries" the doctor explained "Starlight on the other hoof, is making a far more rapid recovery"

"Can we see her?" Twilight asked.

"Yes, but that's what I wanted to talk to you about. When we were getting her to a hospital bed, Starlight was clinging onto something tight, we tried to take it away but she insisted we gave it to you immediately" the doctor explained as he took something out of his bag "it was the only way we could get her to part with it"

Twilight and the others stared in disbelief at what they saw. The doctor handed it over to Twilight, who observed it in greater detail to confirm it was what she thought it was.

"Celestia's necklace? What was Starlight doing with this?" Twilight asked.

There in Twilight's hoof was the large gold necklace that Celestia always wore as she attended to royal duties. Twilight hadn't even noticed that Celestia wasn't wearing it back in the cave of harmony.

"Perhaps there is more hope than we originally thought" Luna said as she looked at the necklace in Twilight's hoof "you are holding the alicorn talisman"

Twilight looked down at the piece of jewellery in her hooves, caught off guard slightly as she realised she was holding one of the most powerful objects in all of Equestria. Her hoof shook slightly in amazement as she turned to Luna, extending her hoof to pass it to her.

"You should have this, you know how it works" Twilight said as she handed the talisman to Luna.

"I'm afraid I do not, only Celestia knew how it truly worked" Luna says as she took the talisman from Twilight "we simply have to keep it out of Umbra's hooves. I highly doubt she will tell him anything important, but his mind is in constant thought always and he will probably figure it out soon enough"

"So we have a highly military trained alicorn, who is also related to the princesses, waging what is essentially war with the princesses so he can rule Equestria and claim a powerful relic that will make him and his army unstoppable?" Spearhead said as he leaned against the doorframe "see this is why I hate Mondays"

"What do we do now?" Applejack asked.

"For now, you should all head down to the hospital to check on your friends and also get some rest yourselves" Luna said to Twilight and her friends before turning to Cadence, Shining Armour and Spearhead "we shall attempt to rally our allies together, all of them. Umbra has an army, so we must stand with a united front"

Twilight nodded "I'll come to assist you however I can as soon as I can"

The group then went their separate ways, Twilight and her friends heading down to the hospital ward to check on Rainbow Dash and Starlight.

Twilight and her friends trotted down to the hospital ward, immediately taking note of the number of guards from Canterlot that were being tended to by doctors. Blade wounds, broken bones and bloody faces being looked at by health professionals were seen on either side of the ward they were making their way down.

"This place is packed tight" Applejack said as she looked around "I don't think they have enough staff to take care of them all, not without overworking themselves in the process"

"But the princess is contacting other Equestrian cities, surely they'll send aid to the crystal empire" Rarity added "more medical equipment, maybe even some unicorn healers"

"Yeah, but they'll still need to look after their own too" Applejack replied to Rarity "with Canterlot and Ponyville under that Umbra's control, Cloudsdale is surely next"

"Speaking of Ponyville, what about everypony there?" Rarity asked suddenly "Sweetie Belle, Applebloom and Scootaloo are still there"

"They were at the farm, far from any of the destruction, Big Mac will keep them safe for sure" Applejack answered.

As the others continued talking about what Umbra's next move could be, Twilight was stuck in thought about what had just been explained to her. Celestia and Luna weren't always the kind and protecting leaders they were always believed to be. They were once bad enough to be labelled tyrants.

Twilight was so trapped in thought that it took her a moment to hear Spike speak to her.

"You okay, Twilight?" Spike asked.

"Oh, yeah, just thinking" Twilight said.

"Well, we found Starlight" Spike said as he pointed to the bed the other girls had gone to.

Twilight turned around and looked over at Starlight, now conscious and bruised. She shook the thoughts out of her head and hurried over with Spike to the hospital bed.

"Starlight, how are you feeling?" Twilight asked.

"I've been better, but I'm okay" Starlight said as she sat up, wheezing slightly as she held her chest "doctor said I got quite the beating from Nexus and that Iron Hoof"

"Glad to see that you're okay" Applejack said.

"Speaking of that mean brute, shouldn't you get your nose looked at?" Fluttershy asked.

"Nah, I'm fine" Applejack said "a busted nose is nothing compared to what some of these ponies got in here"

"Fluttershy is right, you took quite the hit head on from Iron Hoof, you should get it checked just to be safe" Twilight insisted.

Applejack looked ready to argue against, but one look from her friends made her sigh and nod. "Fine, I'll get it check if there's somepony free"

"I'll take you to find someone" Fluttershy said.

"We'll see you two once you've been checked over" Twilight said.

Applejack and Fluttershy trotted off to find a spare doctor. Twilight thought of how badly they had all been beaten, especially Rainbow Dash.

"I'm going to see how Rainbow is doing" Rarity said to the group.

"Okay, let us know once you find out" Twilight nodded.

Rarity nodded and looked at Starlight. "I do hope you get better Starlight" she said before trotting off to find Rainbow Dash.

It was now just Twilight, Spike, Pinkie and Starlight together now. Twilight figured now that she should ask Starlight what happened.

"Starlight, do you remember what happened after we left?" Twilight asked.

"I take it you got Celestia's necklace" Starlight started "well, after Nexus and Iron Hoof left to follow you both, Celestia appeared and found me on the ground. She said she'd come back for me once she helped you all out, but she told me to hold onto it for her and that only you or Luna should take it from me. I don't know what's so special about it, but she sure seemed adamant about keeping it safe"

Twilight knew she'd have quite a bit of explaining to do.

Rarity trotted down a corridor in the hospital in search of Rainbow Dash. She made her way passed a couple of patients awaiting treatment before approaching a nurse.

"Excuse me, but do you know how my friend Rainbow Dash is doing? She came in with some severe wounds to her torso" Rarity said to the nurse.

"She should be somewhere down there if her injuries are severe" the nurse said as she pointed down a corridor.

"Thank you" Rarity nodded before trotting down the corridor the nurse had told her to head down.

She trotted along and heard the various ponies at work to patch up the more severely injured soldiers and civilians that had been evacuated from Canterlot. Rarity grimaced at the sights she saw, but she had to look through every window to see if it was Rainbow's room.

After about a dozen rooms, Rarity looked through a window and spotted a Rainbow mane. She peaked through the door and saw Rainbow Dash lay in bed, with a line of stitches running up her stomach. Her wound had been closed up and the blood cleaned off of her body. Rarity knew she was probably waiting on a healer to lessen the injuries.

Rarity was about to go and get the others when she heard Rainbow speak.

"Rarity?"

Rarity turned around and looked at Rainbow Dash. She pushed the door open more and walked inside, offering a small smile as she approached.

"Rainbow, how are you feeling?" Rarity asked as the smile dropped from her face. 'Stupid question! She's just been sliced open at high speed!' Rarity thought to herself before she sat down on a chair at Rainbow's bedside.

"Like utter crap, although the pain relief potion the nurse gave me definitely helped" Rainbow answered "plus a healer is going to come down later to seal up my wounds"

Rarity winced slightly at Rainbow's cursing, but figured she would let her off considering what had just happened.

"How are the others? Are they okay?" Rainbow asked them.

"Yes, honesty you received the worst of it. The rest of us only have a few bruises, except Applejack who is having her nose looked at as we speak" Rarity answered.

"Yeah, that big guy really was as tough as he looked" Rainbow chuckled hoarsely before holding her chest in pain.

"Careful, don't strain yourself" Rarity said with concern in her voice "you could reopen your stitches"

"Relax, once the healer arrives I'll be back on my hooves in no time" Rainbow said.

"I can't just relax, if it that blow were even an inch further into your chest a healer wouldn't be able to do anything for you" Rarity said.

"Hey, don't think like that. It'll take a lot more than some stuck up alicorn to take me down" Rainbow assured.

Rarity couldn't help but smile at Rainbow. She was so glad that Rainbow was okay, she couldn't bear to think what would've happened if they hadn't of gotten help in time.

In fact it took Rarity a moment to realise she had been holding Rainbow's hoof in her own. A light flush filled both mares' faces as Rarity pulled away.

"So...I'll go get the others, let them know you're okay" Rarity said after a moment of silence, going to get up from her chair.

"No" Rainbow said, catching Rarity off guard slightly "I'd like a little more calm before everypony else comes in"

Rarity was surprised at first. Rainbow Dash, the most not calm pony in Equestria asking for a little more calm? She could've believed it if she hadn't heard it. She smiled softly and nodded.

"Sure thing, Rainbow" Rarity smiled and sat back down.

"So, what happened while I was being sewn back together?" Rainbow asked.

Rarity smiled and sat back in the chair. She knew that there was quite a bit to explain, so she may as well get comfortable.

Interlude 1:

Two days had passed by since the initial Canterlot invasion by Umbra's force. The eclipse had finally been lowered and both the sun and moon resumed their regular cycles under Umbra's guidance. Soldiers patrolled the city streets all the time. Quite a few ponies may have managed to escape the city during the battle, but quite a few still remained, whether it was through force or by choice.

The outer wall had been built back up with the assistance of unicorns from Umbra's force, the outer wall having been made a priority due to the three princesses being unaccounted for as well as the element bearers confirmed to have escaped Ponyville.

Canterlot and Ponyville were both under Umbra's control now. Umbra managed to 'persuade' the former mayor, Mayor Mare, to step down and allow a representative of his empire to stand in as the leader of the town.

Members of the Canterlot elite that were still in Canterlot had chosen to either outwardly rejoice in Umbra's occupation or to keep their mouths completely and entirely shut in every sense of the word.

Umbra knew they were merely sucking up to him so he'd spare them or even hoping he'd raise their positions in life, both politically and economically. But he didn't care so long as they knew their place.

Currently, Umbra had walked into the Canterlot throne room, where princess Celestia and princess Luna's thrones both stood side by side.

And to one side of the thrones was the once proud princess Celestia, trapped in a cage with jagged bars and sharp spines sticking out at all possible angles. She no longer had her crown or boots, as Umbra had ordered they be taken away. She knew the cage had been enchanted to block the use of any kind of magic, so she was stuck in the confined space as Umbra went on with his assimilation of Canterlot into his regime.

"I remember these very same pair of thrones in the old castle, mother used to let me play right there when I was a little foal" Umbra spoke aloud as he point at a space just to the left of Luna's throne "watching me and whispering promises of how one day, I'd have a throne of my own"

Celestia watched on as the two thrones were levitated into the air by Umbra's magic, flinching at the sound of shattering glass as both stone thrones were hurled out of the window by the black alicorn.

"Glad to know that's one thing she wasn't wrong about" Umbra said as he watched eight stallions walk through the throne room doors, carrying a large obsidian throne through.

"You have been busy" Celestia commented as she positioned herself to avoid cutting herself on the cage bars.

"Indeed, you'd be surprised how much you can get done in a couple of decades" Umbra turned to Celestia as he stood in the spot the thrones had once been "lying in wait and scouting out the world and its changes"

"You haven't changed a bit" Celestia commented "always planning ahead"

"I wish I would say the same for you, but you've grown soft" Umbra stated as he trotted down the steps in front of where his throne was currently being placed "the Celestia from a thousand years ago wouldn't have been beaten so easily, if she were beaten at all"

"What can I say, I've grown wise with age"

"Or foolish" Umbra began to circle Celestia's cage observantly "and it's your foolishness that caused my invasion to be a success"

"Near success" Celestia corrected.

"Ah, yes. I suppose you think that what clever, ensuring I don't get the alicorn talisman?" Umbra stopped when he was behind Celestia "you're merely delaying the inevitable, once my forces are great enough I shall take back the crystal empire so, that it may become the capital city of my new empire"

"Haven't you heard? I entrusted the crystal empire to princess Cadence and her husband"

"It was not yours to give away to begin with!" Umbra scowled slightly before calming himself "but the empire can wait for now, I have other matters to attend to"

"Like what, you may have taken Canterlot, Ponyville and Griffonstone, but that doesn't mean the rest of Equestria will kneel so easily" Celestia watched Umbra as he began to walk over to his throne "you may call yourself King but it will never be true"

"Isn't that how mother and you both ruled things a millennia ago?" Umbra said "you came, you saw, I conquered"

Then with a loud clank, Umbra's throne was placed down in the centre of the back of the room with perfect symmetry. Content, Umbra merely gave the ponies that had lugged his throne around a simply nod and they made their way out of the throne room.

Before Umbra could sit down in his new throne, a pair of doors from the side of the room opened, revealing Umbra's dragon Grimshanks walking through first as he carried a box on his back. Nexus Dawn walked behind Grimshanks, the skin around his eye and upper face scarred from his encounter in the cave of harmony.

"Did you find it?" Umbra asked as he turned to them.

"Yes, my liege" Nexus bowed his head as he silently gestured at Grimshanks to place the box down.

Grimshanks grumbled slightly before placing the box he'd been carrying down. Celestia was intrigued by what Umbra could have sent his underlings to collect, that is until the markings on the box reminded her.

Umbra opened the box with his magic and looked inside. Inside was a set of four dark grey boots with orange gems adorning each boot, a necklace that bore an image of an eclipse, and a crown that was jagged yet symmetrical.

"Nice to know you kept them after so long" Umbra commented as he looked at Celestia for a brief moment "saved me the time of having Iron Hoof forge me a new set"

"Luna wanted me to keep them" Celestia said as she watched Nexus levitate the Royal garb out of the box.

"Regardless, they shall finally achieve their original purpose" Umbra said as he looked at the Royal wear being laid out "to signify my greatness"

"I see your ego has grown while you've been gone" Celestia remarked as she watched Umbra and Nexus.

Umbra's horn glowed as he had a look of annoyance on his face. Then, Celestia cried out as volts of orange electricity run up and down the cage and in turn shocking her. The electricity ceased completely as Umbra's horn stopped glowing. Celestia dropped to her knees and watched Nexus levitate the Royal shoes into position.

Umbra made her horn glow again, but this time he began to remove his armour pieces one by one. Once he'd finished removing his armour, Nexus began to speak as he carefully pulled out the crown and necklace.

"Never before has a stallion with such grandeur, nay the nobility, been able to control both the sun and the moon. And never before has Equestria been met with such a merciful and benevolent Lord" Nexus began as Umbra stepped into his Royal shoes "you may have been shunned to the depths of time and space, but never again. For your ascension has become imminent, you came into this throne room as Lord Umbra, but you leave it as King Umbra. Supreme leader of all Equestria and beyond"

Umbra lowered his head as Nexus placed the eclipse adored necklace around the alicorn's neck, setting it in place before levitating the crown into Umbra's head. Umbra's lupine grin grew as he was crowned.

"Simply because you have the Royal wear and use the title of King, does not mean Equestria will yield to you" Celestia said as she pulled herself to her hooves.

"I know that, I can't expect my reign to be accepted so easily. So I'll have to simply make them see reason" Umbra looked at Celestia "you know? The good old days"

"The good old days were what got us in this mess to begin with"

"Really? Because I thought that Nexus Dawn here was betrayed by you after your little change of heart?" Umbra said as he looked at Nexus and then back at Celestia "in fact that was only fifty years ago"

"I didn't betray him" Celestia stated "he was dabbling with dark magic, I had no choice but to let him go"

"He was possibly one of the greatest students you ever had, and then you had the sheer cheek to take on his granddaughter as your next student" Umbra shook his head before walking closer to Celestia's cage "how is Sunset Shimmer by the way? Another of your long string of failures since your knew lease on life"

"She is well, she's found a greater purpose that what I could offer" Celestia responded.

"In another dimension because of you" Nexus stated as he looked at Celestia.

"She chose to stay there, I didn't force her to remain" Celestia said, trying to reason with Nexus.

"Say whatever you like, it doesn't matter anyway" Nexus stated "she hasn't spoken to me since you told her about our past. I was lost, wandering alone and without purpose until I discovered an ancient scroll that depicted Umbra's greatest achievements"

"Yes, he freed me from the eclipse zone, and I owe him my eternal thanks" Umbra added "and once I have the alicorn talisman, Nexus will complete his training as my student"

Celestia looked back and forth between Umbra and Nexus, unable to say anything for once in her life. She'd never been in such a place where she didn't have a plan or a way of talking her opponent into a more passive state.

Her only plan was to keep the alicorn talisman away from Umbra, and she definitely knew she couldn't talk Umbra or Nexus down from what they were doing. For now, all she could do was wait and suffer knowing that she couldn't do anything to stop this.

"What's wrong Celestia, finally ran out of tricks? No more ace cards to play?" Umbra asked before he heard the throne room doors open.

Umbra and Nexus both turned around as they watched a three ponies walk through, a ruby coated unicorn mare, Iron Hoof, and Cinder Rush who had remained hidden during the battle for Canterlot as per Umbra's instructions.

"Ah, and what have you offered these ponies in return for their allegiance?" Celestia asked as she looked at the three ponies approaching "you don't plan on turning every single member of your army into alicorns?"

"Of course not, becoming an alicorn is an honour very few can be granted" Umbra stated "I've made promises I intend on keeping, and then there are those who simply wish to see me rule"

Umbra approached the three ponies, who halted and bowed their heads respectfully. Umbra gestured to the ruby mare and turned his head back to Celestia.

"Take Star Stream here as an example" Umbra said "she was a member of the lunar Royal guard, but she came to me once she learned of my existence, and she offered to become an inside source for absolutely nothing in return"

The ruby coated mare, Star Stream, simply stood at attention as Umbra spoke. Celestia had recognised Star Stream as the captain of Luna's silver armoured Royal guards. She knew Umbra must have had inside sources, but she never suspected that Star Stream was one of them.

"You wished to see us, my liege?" Star Stream asked once Umbra had finished speaking.

"Indeed I did, I have assignments for each of you" Umbra looked at them "Iron Hoof, take a legion and pay a visit to the draconequus Discord, he may be unable to help our enemies in his current state but I have a feeling they may attempt to get his aid. You should be able to catch up with a couple of them if you're patient enough"

Iron Hoof nodded in acknowledgement and bowed his head, before turning around and walking back out the hall once Umbra dismissed him.

"Star Stream, take several battalions to Manehatten and ensure its devotion to our cause, then you are to capture any and all settlements surrounding the fortress city of Stalliongrad" Umbra ordered "we must cut off the crystal empire's supply to new troops if we ever hope to take it"

"Yes, my King, it shall be done" Star Stream bowed her head down.

Once Star Stream turned around to leave, Umbra turned to Cinder Rush. "As for you, Cinder Rush, I'm sending you to Cloudsdale" Umbra explained "it is paramount that you capture the entire city before Star Stream begins her assault on Stalliongrad, to insure they cannot receive pegasi air support"

"Forgive me for questioning your wisdom, my King" Cinder Rush's semi wheezed voice caught Umbra's attention "but how do I reach Cloudsdale? I can't fly that high without my lungs tightening up"

"Ah, yes, I've just the thing to help you with that" Umbra admitted before turning back to Celestia, practically feeling the confusion emitting from her "she has pegasus lung, you see, she can't fly too high or too fast else she'd struggle with breathing. Another thing you didn't work to fix since it wasn't considered life threatening"

Umbra turned back to Cinder Rush and made his horn glow. Suddenly an object flashed up out of thin air. It was a black and red amulet that depicted a unicorn head with a pair of wings.

"The 'alicorn amulet' as it has been named by scholars, is capable of granting great power to its wearer, and it also can cure any ailment or illness so long as you wear it" Umbra explained to Cinder Rush as he gestured to the amulet "it's the last one of its kind, I only found out it was still intake when I sensed an arrogant unicorn attempting to use it. What scholars didn't realise is that it's enchanted so that an alicorn must bestow the amulet onto a lesser pony in order to cancel out the enchantment put on it"

Cinder Rush felt the amulet attach itself around her neck and immediately felt its power take effect. Her chest pains disappeared completely, allowing her to take far deeper breaths of fresh air. She. Inhaled deeply for the first time without any chest pains at all, exhaling again and looked up at Umbra.

She bowed her head respectively. "Thank you, my King" she said.

"It was my pleasure to help you, now go and set out for Cloudsdale, I have a feeling your special talent will provide a certain edge need to take the sky city" Umbra said as he gestured for the cyan pegasus to rise.

Cinder Rush nodded and turned around, trotting out of the throne room just as Star Stream and Iron Hoof had before her. Once the door closed, Nexus Dawn spoke up.

"Are you certain it was wise to trust her with such a sacred artefact?" Nexus asked.

"Indeed, Cinder Rush is a member of my airborne ranks" Umbra answered "but, it is no coincidence that the amulet also possesses the power for me to...check in on how she is doing"

A thin slit of a smile formed on Nexus's face as he gave an acknowledging nod.

"What good are subordinates that you don't even trust? Paranoia quickly leads to ones own downfall" Celestia commented in a clearly mocking tone.

Before anymore could be said, Umbra's horn glowed and the cage Celestia was locked in lit up with bright orange sparks of electricity. Celestia cried out as a violent burning feeling rocketed all over her body, shocking her with strong blasts of electricity. The feeling stopped completely as fast as it started, Umbra having decided that was enough.

Celestia dropped down to her knees, barely managing to look up as she noticed Umbra had trotted over to the cage.

"It's no longer your place to stand above and judge me on how I do things" Umbra said coldly "I'm king now, I am in charge!"

"Then why haven't you killed me if you're so sure you don't need me?" Celestia asked.

"Because..." Umbra leaned down so that he was almost at eye level with Celestia "I want to see the look on dear mother's face when I end your life right in front of her, until then you will remain my prisoner"

Umbra rose back up and turned around, gesturing for Nexus and Grimshanks to follow him. The unicorn and dragon both walked on either side of the ebony alicorn as they walked down a side entrance of the throne room.

Celestia was silent as she watched the three individuals leave the room, most likely heading down to the Canterlot archives. She sighed in defeat as she lay down in the cage.

"Oh, Luna, what have I done..."

Chapter 5: plans and decisions

Three days had past by since their arrival at the crystal empire. The soldiers from Canterlot that had escaped were being healed back to health, and the crystal empire soldiers were preparing for any attacks from the south. So far as Twilight knew none of Equestria's allies had responded to the calls for aid yet, whether it was because they had been delayed or because Umbra's army had already gotten to them nopony knew.

Twilight and her friends had healed up rather well, especially Rainbow Dash. The doctors were actually going to allow her to leave her bed today upon her insistence and after a lot of healing magic and pain relief. Twilight and her friends had all agreed to meet at Rainbow's room in order to see how she was doing.

Twilight trotted down the crystal hallway, accompanied by Spike and Starlight. They had all been helping out with tending to the soldiers however they could, since Luna told them it was too dangerous to head out of the empire's borders just yet. But now that things were getting more stabilised around the crystal empire, the girls could relax a little now, well as much as they possibly could with what's happened.

As they approached the door to the room Rainbow was being treated in, they noticed that the other girls were already inside with Rainbow and a doctor who was having Rainbow sign a form. Twilight, Starlight and Spike entered the room and approached the group.

"How's the patient doing, today?" Twilight asked.

"She's far better than when she came in, almost back to her regular self completely" the doctor answered "she's cleared to leave the hospital wing so long as she doesn't do too much too quickly" the doctor explained before he left the room.

"Finally" Rainbow said as she sat up, only to be halted by Rarity's hoof.

"That doesn't mean you can go and take flight immediately or anything like that" Rarity told her.

"Fine" Rainbow nodded before getting out of the hospital bed.

Rainbow then stood up, taking a few steps forward with assistance from Fluttershy before she was able to walk on her own. The long thin scar across her stomach was visible to the rest of the group, reminding them of what could happen if they made even a single mistake in the days and possible weeks to come.

"How's the scarring? Is it bad?" Rainbow asked the others.

Each of the group began shaking their heads, saying how the scars were barely even noticeable. Twilight, however, was the only one who hadn't said anything.

She couldn't help but think, what would've happened if Rainbow hadn't actually died? They may of faced dangerous threats that would wish great harm to them, but none of them actually got that close to ending one of their lives. They could've lost one of their closest friends, all because of a family feud that spiralled out of control over a thousand years ago.

She could have lost a close friend because of Celestia and Luna failing to finish something they had started, again.

"You okay, Twilight?" Pinkie Pie said, catching Twilight's attention.

"Oh, yes, I'm just...a bit tired is all" Twilight said, shaking her head slightly "but I'll be fine"

Pinkie gave a nod before turning back to Rainbow Dash.

"So, what's the plan?" Rainbow asked the rest of the group "what's our next move?"

"Actually, once you were out of bed we were going to ask Luna" Twilight said "she's been trying to contact Equestria's allies but so far we haven't heard back from any of them"

"Then what are we waiting for, lets go see what's happening" Rainbow said as she walked over to the door.

The girls and Spike all nodded and followed Rainbow Dash out of the hospital ward.

Twilight and the others arrived at the crystal empire throne room, where they had heard Luna was currently with Cadence and Shining Armour. The halls were even more empty than normal, due to the crystal empire guard having to watch the borders as well as the walls to ensure Umbra's army doesn't get too close.

The first thing Twilight heard was a grunt of annoyance. The group looked and saw Luna reading one of several letters. She also noticed that Luna was wearing the alicorn talisman around her neck, most likely to keep it safe.

"Manehatten, Griffonstone, Cloudsdale...all of them!" Luna slammed the letter down "every settlement and city from the east to the west is either being invaded...or has surrendered to Umbra's rule"

"What? But they can't have just given up that easily" Twilight said as she hurried over and picked up one of the letters, reading it over.

"Some of them haven't, and that's why they cannot send us aid, because they need everything they have if they're going to stand a chance of pushing Umbra's army out of their cities" Luna sighed "the changelings said they will attempt to assist us if their borders are clear, which doesn't sound good considering Umbra's full blown invasion spreading across Equestria"

"So all we have is the crystal empire guards and what remains of the Canterlot guard" Shining Armour said as he read a report "in all about a force of two thousand, two hundred of which are still being treated in the hospital wards"

Twilight read over the letters that Luna had put to one side. The same thing was written on almost every single one, either they needed the supplies to fight back or they had surrendered to a far too large force to combat.

"Surely somewhere hasn't been invaded yet" Twilight said.

"What's the situation with Canterlot? We could try and sneak in if Umbra's army is being separated across Equestria" Rainbow suggested.

"Heavily guarded, both day and night, by whole legions of soldiers even with his invasion spreading out across Equestria" Luna answered "clearly, with both Celestia and the elements in Canterlot castle, Umbra doesn't want to risk loosing either"

"What about Cloudsdale? Or Manehattan?" Twilight asked.

"It appears as though Umbra's forces are merely planning on using Manehattan to block our access to fresh soldiers from Stalliongrad, which they may also being planning to attack" Shining Armour answered.

"Stalliongrad?" Rarity asked.

"Stalliongrad is the training grounds for the Equestrian military, it's where all guards and soldiers are trained" Luna explained.

"Have we heard any news from there?" Twilight asked "do they know they might be attacked soon?"

Then the throne room doors opened up, revealing general Spearhead as he entered the room, his armour repaired and cleaned up. He approached the rest of the group with an official look on his face.

"General, have we any news from Stalliongrad?" Luna asked Spearhead as he approached.

"Yes, princess, they are preparing troops to head for both Manehattan and Griffonstone" Spearhead answered "once they manage to clear out Manehattan, they shall send us aid in the form of ground troops and supplies"

"What about the Air Force, do they not have any units available?" Luna asked.

"No, it would seem that they're all being held up at Cloudsdale, which is under heavy siege from an armada of pegasi and airships which Stalliongrad spotted overhead a few days ago" Spearhead explained.

"Airships? I didn't see any airships in the skies over Canterlot" Applejack stated.

"It would appear that Umbra's forces have repurposed regular boats to sail through the skies, and have sailed them straight up in preparation for invading Cloudsdale" Spearhead told Applejack before turning back to Luna "these airships are carrying both unicorns and earth ponies from what pegasi scouts managed to see"

"How is Cloudsdale holding up?" Rainbow asked.

"Honestly, it's not good" Spearhead said bluntly "the majority of the Air Force has been grounded, and captain Spitfire has had to resort to guerrilla tactics just to keep the fight going"

"We must get aid to Cloudsdale" Luna stated "only to evacuate any and all ponies who could help us liberate Manehattan if we can't push out the invasion force"

"I'll set up a rendezvous with Spitfire and take a strike team up to Cloudsdale" Spearhead said.

"Very well, set out when your team is assembled and ready" Luna told Spearhead, who saluted as a response.

Twilight began to think of what was being said so far. Griffonstone, Manehattan, Cloudsdale and Stalliongrad are the most important locations currently within their reach. Canterlot was a no go zone for now while Umbra's army was stationed there.

If Spearhead's team managed to free the Air Force, then they'd be able to assist in Manehattan and with defending the empire, and in turn the alicorn talisman. But then again if Spearhead's team failed, then they would loose a high ranking military leading and Umbra's forces may attack the empire in retaliation.

She and her friends wouldn't be able to get very much done if they stayed together, not without the elements. If they went off in groups to different places, then maybe they'd be able to get more done quicker. Less time means lower casualties, right? Twilight wasn't sure herself, but it had to be worth a shot.

"Maybe we should split up in order to cover more ground" Twilight suggested to her friends.

"Nexus said that Umbra was looking for you, are you sure that it's a good idea for any of you to leave the crystal empire right now?" Spike asked.

"Honestly, I think Umbra might declare my capture as being secondary compared to dominating Equestria's cities" Twilight said as she looked at Spike "although I think you should stay here for a while after that run in with Nexus"

"Oh yeah, right" Spike nodded understandingly.

Twilight smiled slightly, happy that Spike was still safe after all that's happened over the last couple of days. She still couldn't believe that Spike actually stepped in and spat fire at Nexus to protect her.

She didn't know how she would've reacted if Spike had of actually...killed somepony. If he'd of killed Nexus, that would've been bad, right? Celestia always said that you should try to talk your enemies down instead of just striking them down. But then again, if Celestia and Luna had have killed the likes of Sombra or Tirek the first time they fought then the ponies of modern Equestria wouldn't have suffered their wrath.

But if Twilight had have just slaughtered all of her opponents instead of speaking to them, then she wouldn't have made friends with the likes of Starlight, Discord or even Sunset.

"Sunset!" Twilight almost shouted in realisation, startling and grabbing the attention of the whole group "she was suppose to visit Canterlot for the celebrations"

"She'll probably be in Canterlot if she made it there, with the other civilians that couldn't make it out" Luna said to Twilight "we can't risk getting caught to go and get her and you'll be recognised immediately if you go"

"But she could help us based on what I've read about her, she trained under Celestia so she must know some kind of strong magic" Spearhead said "it'd be a great risk for an even greater advantage"

"Yes, but Nexus was also Celestia's student before Sunset, and served as such for far longer" Luna stated "compared to Nexus, Sunset's power is very little"

'Great, another evil former student of Celestia's' Twilight thought in her head before she heard Starlight speak up.

"What if I were to go?" Starlight asked, getting Luna's attention "send me to Ponyville so I don't get caught and I'll make my way to Canterlot to search for her, I'll make my way back once I've found her"

"But you can't go alone, you could be captured" Twilight said as she looked at Starlight.

"I could come with too" Pinkie Pie suggested "two ponies will still be hard to notice will that's going on"

"If we are going to attempt to recruit Sunset to our cause, Starlight and Pinkie Pie's plan is the best course of action" Luna said as she looked at Starlight "a pair of ponies in a crowd is indeed harder to spot than a group of ponies watching each other's backs"

Twilight knew where Luna was coming from with what she was saying, she just couldn't believe how...official she'd made it sound. Obviously, she had never been in a war before like Luna had, but she didn't know that saving a friend from possible danger was now simply securing an asset.

She couldn't help but think back to when Luna mentioned about their past. Could Luna have treated Umbra as nothing but a soldier? She found it quite hard to imagine Luna as the motherly type, especially prior to her transformation into Nightmare Moon.

After all, why didn't Luna do more to help her son after he was denied his prince title?

"Okay" Twilight said after a moment, realising that the others were awaiting a response. "But make sure you're safe" she said to Starlight.

"I will be, won't go standing off against two extremely powerful stallions at once again any time soon" Starlight said.

Twilight smiled warmly, and nodded. She didn't like the idea of her friends separating across Equestria. But Umbra had Canterlot, and by the way things were looking he would have a lot more land before this was over, so they'd have to spread themselves out wherever and however they could.

"I was also thinking about going somewhere" Fluttershy suddenly admitted, getting everypony's attention "I was thinking of asking Discord to help us"

"I've already tried to call for his help, but he hasn't answered back at all" Luna said to Fluttershy.

"Exactly, he would have made at least one appearance to inquire about something this big going on" Fluttershy explained "he might be in trouble"

"Very well, Fluttershy, if you are able to get Discord to join our cause, see if he can help Manehattan at all" Luna said, to which Fluttershy nodded.

"I'll go with Fluttershy, it could be dangerous" Twilight said.

"I'll come along too" Applejack said.

"I'll head off with Spearhead" Rainbow Dash said to the group "help them out up in Cloudsdale if I can"

"Are you sure that's a good idea, leaping into another fight so soon?" Rarity asked.

"Yeah, Cloudsdale needs help and I'll do my part" Rainbow nodded "I've been patched up, Umbra's most likely not up there, so I'm ready to go"

"Well, that doesn't mean you can just go off galavanting with some soldiers across a battlefield" Rarity said, concerned "surely there's some kind of regulations to follow"

"Well, actually if you want to be legal about it all, I'm a reservist" Rainbow said "I'd show you my forms but they're back in Cloudsdale"

"Since when did you enrol in the army?" Rarity asked, clearly surprised by the information.

"I spent three years in the cadets when I was younger, although we normally practiced fighting each other in training rooms" Rainbow explained "after that I signed up as a reservist, but since war in Equestria was far too rare, I wasn't ever really needed. But the point is, I legally can serve as a soldier"

"She's right" Spearhead commented.

"You're not helping" Rarity muttered as she looks at the general.

"I'll be fine, don't worry" Rainbow said.

"Okay then, I'll come as well" Rarity said, surprising Rainbow.

"You sure about that? You don't really seem the type to be in a war zone" Spearhead said as he looked at Rarity.

"Trust me, general, she's tougher than she looks" Rainbow said to Spearhead.

"Very well then, get suited up and I'll come to get you two once my team is ready" Spearhead told Rainbow and Rarity before turning around and trotting back towards the door.

"Starlight and Pinkie Pie shall head to Ponyville in search of Sunset Shimmer. Fluttershy, Twilight and Applejack shall attempt to reach Discord. And Rainbow Dash and Rarity shall assist general Spearhead with the Cloudsdale campaign" Luna listed off as she looked at each of the assembled teams "does anypony here have anymore to say on the matter?"

A moment of silence filled the room as Luna awaited for anyone to say any different on the matters at hand.

"Very well then, we shall proceed with the plans set out by Twilight and her friends, after which we shall meet back here if possible" Luna said "we could be Equestria's only hope of restoring the harmony Umbra has tainted"

The group collectively nodded in agreement, acknowledgement and understanding at Luna's last statement. A statement that made Twilight question whether this was all actually happening. They were actually going out to gather allies to fight a war against an alicorn with power to rival Celestia who possesses an army that is ever growing by the hour.

Speaking of which, how did Umbra even manage to get in a position where he could build an army? If the eclipse zone he was sealed away in was the perfect prison, then how did he get out?

Was it simply the arrogance of the two sisters causing misplaced confidence? Did Umbra's power allow him to escape the inescapable prison? If the latter was the case, how would they be able to combat that kind of power? But if the former was true, how much have the princesses really changed since then?

"Come on, let's suit up and get ready to set out for Cloudsdale" Rainbow said to Rarity before leading her to a doorway.

"We should also take a saddlebag of supplies, we don't know how long we'll be gone" Starlight said to Pinkie Pie, who nodded in response.

"Luna, could I ask you something?" Twilight asked Luna "in private?"

Luna looked at her for a moment before nodding and gesturing for Twilight to follow her to another room. The two alicorns trotted off to the other room once Twilight told her friends to go off ahead and that she'd catch up. Once the two of them were alone, Luna spoke up.

"What do you need?" Luna asked.

"Well, I have a question...concerning Umbra" Twilight said, making sure only Luna could hear her.

"Yes...what would you like to know?" Luna asked, slightly concerned while also keeping its official tone.

"How do you think he escaped the eclipse zone?" Twilight asked "could he have generated enough power in there to have broken the seal?"

"I don't know how powerful he is exactly, but I do know that it wouldn't have mattered in terms of the eclipse zone" Luna said, her face showing quite a lot of thought "the reason Celestia called it the perfect prison was because the seal can only be broken from the outside"

"So, someone would have to have released Umbra from the outside?" Twilight said.

"Yes, most likely during the last time the eclipse celebrations occurred" Luna said "Celestia and I noticed that the eclipse zone's barrier is at its weakest when an eclipse forms in our world, and thus easier to break if you know how to"

"But if the eclipse zone's barrier becomes weaker when an eclipse forms, then why do you summon an eclipse once every fifty years?" Twilight asked.

"To serve as a reminder of mine and Celestia's greatest failure" Luna answered.

Twilight looked up at Luna, straight into her nocturnal eyes. She could tell immediately that Luna was genuine when she said that. She wondered if Celestia looked up at the eclipse for the same reasons or whether she merely did it to give her subjects something pretty to look at. Celestia was the one who raised the eclipse for the past one thousand years, this was Luna's first time since being freed from the moon.

"Was there anything else you wanted to ask?" Luna asked Twilight, noticing the look on her face.

"No, I'm fine now" Twilight nodded slightly before thinking again "well, there was one question I had..."

"Yes?" Luna asked.

"How did you react when Umbra was denied his prince title by Celestia?"

Luna looked at thought she were caught off guard by the question, but nodded understandingly as she looked at the smaller alicorn. "I was surprised at first, surprised that after everything Umbra had done Celestia still denied him his title, but I was also...disappointed" Luna admitted.

"Disappointed?" Twilight asked.

"Yes, my pride made me feel disappointed that my training was not enough for Umbra" Luna said "I asked Celestia what he didn't do right, and she simply said he wasn't meant to be a prince"

"So, wouldn't that mean that the fate of the rams is...Celestia's fault?" Twilight asked slowly as she looked up at Luna "as well as everything that's happening now"

Luna was silent for a few moments in deep thought at Twilight's words. Twilight wondered if she should have kept her thoughts to herself. Did she really just blame Luna's sister for a total genocide of a species in front of Luna herself.

"You shouldn't think like that. Celestia may not have helped the matter in the past, but Umbra chose to try and force things that simply weren't to be, and to take his anger out on the ram kingdom" Luna said after a moment "and if blame is to be given, then it is mine to bear for how I treated Umbra in the past"

Twilight looked up at Luna, wondering what exactly she meant how how she treated Umbra. She couldn't press the issue too much now, she had already been told far more than Luna would have to. She merely nodded in response, unsure of how else to respond.

"I should catch up with Fluttershy and Applejack" Twilight said, breaking the silence.

"Very well" Luna said as she nodded "if you have any more questions anytime at all, ask me whenever they come to mind"

"Okay" Twilight nodded "what will you do while we're all gone?"

"I will remain here to help Cadence and Shining Armour organise the empire incase of attack from Umbra's army" Luna said "I will also make sure that Spike is safe while you are all gone"

"Thank you" Twilight smiled as she went to leave.

"Twilight" Luna said, getting Twilight's attention "be careful"

"I will" Twilight gave a small nod before she opened the door and left.

Twilight trotted down the length of the crystal empire throne room to catch up with her friends and also attend to some other things before she left for Discord's dimension.

Rainbow Dash and Rarity trotted down the hallway as they approached the crystal empire's barracks. While Rainbow seemed to appear as though she raring to go and help Cloudsdale, Rarity was trying to hide her utter terror at what she had just signed herself up for.

What was she thinking? Offering to come with Rainbow Dash and a team of highly trained soldiers to a war torn Cloudsdale. She had no place in a combat zone, and she especially didn't have a place inside of a suit of armour. She didn't know why she did it, she just heard Rainbow say she was going and blurted out things she really wished she'd kept in her head.

But she couldn't back out now, and she certainly couldn't leave her friend to charge into unseen dangers thousands of feet in the sky. For now she pushed the thoughts of hesitation to the back of her mind as the pair approached the armoury.

"So, umm...what kind of stuff should we get suited up in?" Rarity asked Rainbow since she knew far more about this kind of thing than Rarity did.

"Well I was gonna grab some standard pegasi armour, I'd suggest maybe lightweight armour for you since you aren't use to the weight of the regular stuff" Rainbow answered.

"Ah, okay" Rarity nodded as they approached a section adorned with rows upon rows of all different kinds of armours, Rarity having no idea how to tell any of them apart from one another.

"Don't worry, I'll help you find a good fit" Rainbow said as she reached up and grabbed a suit of silver plated armour, examining it.

Rainbow looked over the suit of armour in her hooves. It was good for her but far too heavy for Rarity. She examined further, checking all over until she arrived at the underneath of the metal suit. She was taught back in cadet school that a soldier is only as good as the equipment they carry.

Rainbow paused for a moment as she subconsciously thought back to the long obvious yet faded scar running across the underneath of her torso. She shook her head slightly and grabbed another suit of silver armour with some bronze coloured plates running along the legs, one which had metal plating on the underside as well and which also supplied some protection for her wings.

"Perfect" Rainbow said as she set the armour down for herself.

Rainbow looked back at the lines of armoured suits and spotted one she figured Rarity could walk around in which would also provide actual protection in battle. It was a darker shade of silver than Rainbow's armour, with a helmet that would lock around a unicorn horn to insure it wouldn't come off. It also born a light blue insignia of the crystal heart on the sections where the wearers cutie mark would've been visible.

"Here, put this on" Rainbow passed Rarity the set of armour before beginning to slide her metal boots on.

Rarity nodded and began to gear up in the set of armour which was snug yet steely on her skin. Sliding her boots on, attaching the armour plating to the different sections of her body Rainbow's assistance and finally putting the helmet on, which her horn slid into swiftly.

The entire suit of armour fit perfectly once she was finished. The only issue she really had was that the helmet flattened her mane inside of the metal dome.

"I'm going to have some serious helmet hair after this" Rarity muttered as she adjusted the helmet slightly. "Now what do we do?" Rarity asked as she looked at Rainbow.

Rainbow thought for a moment as she looked at Rarity. She then approached a rack of weapons and pulled out something small. She trotted over and attached it to Rarity's right foreleg, making the other mare flustered slightly as Rainbow touched her leg to attach whatever it was she was attaching.

Rarity looked down once Rainbow moved away and saw that it was a small scabbard with a dagger slid into it. It was secured tightly to her leg, so there was no way of it falling off.

"Just in case anypony gets too close" Rainbow said.

"Thanks" Rarity said meekly at the idea of having to use it against somepony "what about you?"

Rainbow then walked over to the weapons racks again, pulling out a standard spear before turning back to Rarity. "This'll do for now" she said "let's go see the others off on their missions before General Spearhead calls for us"

Rarity nodded and followed Rainbow out of the armoury and the barracks. The two armoured mares walked side by side as they moved back up the hallway.

"So how bad do you think things are gonna be in Cloudsdale?" Rainbow asked Rarity.

"Honestly, I have no idea" Rarity admitted with slight nervousness.

"You don't have to come if you don't want? Don't feel that you have to" Rainbow told the other mare.

"No, it's just...nerves that all, I'll be fine once we're up there" Rarity said before adding "well about as fine as you can be with possible death around every corner, that is"

Rainbow chuckled slightly before wrapping a hoof around Rarity's shoulder. "Thanks, Rarity, for coming along" she said.

"You can thank me by watching my back when we're in Cloudsdale" Rarity said with a smile.

"For you? Anything" Rainbow smiled before continuing back up the hall with Rarity alongside her.

Twilight hurried down the crystal empire hallway to where she and her friends had agreed to meet up before they went off on their separate missions. She had spent far more time with other things, worrying things.

Twilight had finished up with some work she promised to help the doctors around the hospital with, lightening their load slightly while they attended to the wounded as quickly as they could.

She also made an appearance at where the Canterlot refugees were currently being housed. She checked to make sure everypony was alright and safe and helped a few of them out. But that's when she noticed something.

Her parents weren't among the refugees that had escaped from Ponyville.

She searched around three times over, barely managing to keep her panic and fear hidden from the ponies she passed by in search, but she couldn't see them anywhere. They were still in Canterlot, where Umbra could choose to harm them to get to her if he were to ever discover their identities.

She was considering asking Starlight and Pinkie to search for them, but she couldn't ask them to do that, could she? It'd be a bit selfish to ask them to pull her parents out of Canterlot while dozens of others were separated from their loved ones. But she could just ask them to make sure they were safe, right?

She slowed down once she spotted her friends gathering together not far from where the crystal heart was. She approached and spotted most of her friends there: Fluttershy, Applejack, Pinkie Pie and Starlight were all accounted for, as well as Spike who'd come to see them off as well. Rainbow and Rarity must've still been getting ready to head out for Cloudsdale.

Starlight and Pinkie both had saddlebags that they had packed for the trip. She was still unsure about letting just the two of them head deep into what was now enemy territory in order to search for Sunset.

"Hey girls" Twilight said once she was stood in front of the group "you all ready to head out?"

"Yeah, ready when you are" Applejack nodded, Fluttershy nodding in agreement with Applejack.

"Yeah, once Cadence comes to send us to Ponyville through a wormhole, we'll begin the search for Sunset" Starlight nodded, Pinkie Pie having pulled out a magnifying glass for emphasis on the searching they'd be doing.

"Great, but could I ask you to do something else if you manage to reach Canterlot?" Twilight asked Starlight.

"Of course, anything you need" Starlight nodded.

"Well, if you reach Canterlot, could you please check to see if my parents a okay?" She asked.

"They didn't make it out of Canterlot?" Starlight asked, to which Twilight lowered her head as if to say no "yeah, of course, I'll make sure they're safe"

"Thank you" Twilight smiled and raised her head back up "but make sure you stay safe, same goes for all of you"

"We'll be safe alright"

The group turned around when they heard Rainbow's voice. They saw Rainbow Dash and Rarity both wearing suits of armour, Rainbow Dash carrying a spear on her back. The rest of the girls and Spike looked amazed at both of them, and almost shocked that Rarity was actually wearing a suit of armour.

"What do you all think? I'd say we both look pretty awesome" Rainbow said as she patted Rarity in the back, clanking the armour against her boot.

"Looking 'awesome' is the least of your concerns, though I will say you've both picked good sets of armour"

The girls looked and saw general Spearhead had approached the group, obviously to come and collect Rainbow and Rarity.

"We'll be taking a hot air balloon to hide ourselves from enemy eyes, so we're setting out for Cloudsdale while the northern winds are strong" Spearhead told the pair.

"Yes sir" Rainbow and Rarity both said with nods.

"We'll see you soon" Twilight smiled at the pair.

Rainbow and Rarity both said their goodbyes to the group and then trotted off alongside Spearhead towards a hot air balloon in the distance that had four soldiers stood around geared up and ready for their mission, three pegasi and a unicorn.

"I hope they're both okay" Fluttershy said quietly once the three armoured ponies were out of earshot.

"They'll be fine, they're as tough as the armour they're wearing" Applejack assured Fluttershy.

'But none of us have been in a war before...' Twilight thought to herself before turning around upon hearing more hoofsteps.

The rest of the girls and Spike turned around to see that Cadence had stepped out of the palace. She approached the group accompanied by eight robed unicorns, the robes they wore signifying their high level of talent in sorcery.

"Luna helped me open the first wormhole, but she is otherwise preoccupied with other matters, so I'll be opening the wormhole with the help of my best sorcerers" Cadence explained as she gestured to the unicorns accompanying her "who will be going first?"

"We'll go first" Starlight said with Pinkie Pie bouncing to her side "best that we get started in our search before it gets too late"

"Okay, step into it once I tell you too" Cadence told Starlight and Pinkie before she gestured for her unicorn mages to begin channeling their magic.

The eight unicorns nodded and ignited their horns with different coloured auras of magic. Cadence shot a beam at the open ground as a small orb of bright blue began to form.

The other unicorns added their own magic to the growing influx of arcane mastery. The small bright blue orb began to grow in size as eight more colours swirled in the growing vortex. Soon it was about the size as the portal that took Twilight and her friends from Ponyville.

"Go on through when you're ready" Cadence told Starlight and Pinkie before continuing to focus her magic onto keeping the portal open.

Starlight and Pinkie turned to the others, saying their goodbyes and hugging their friends before they turned back around. Looking at the portal.

"Woohoo!" Said Pinkie before she leaped through the swirling portal.

"We'll meet back her as soon as we can" Starlight said as she looked back at the group one last time before she also stepped through the portal.

After a few moments of silence, except for the vortex's unnatural sounds ringing out, Cadence and her mages ceased their magic and the vortex closed up and disappeared entirely.

"Next up, Discord's dimension" Cadence said as she looked at Twilight, Fluttershy and Applejack.

As Cadence and the group of powerful unicorns worked to open a second vortex, Twilight turned back around to Spike with a warm smile.

"You sure about me staying here, I could still come along" Spike said.

"As much as I'd love to keep you close, but I don't want risk you getting hurt" Twilight smiled softly "it's best if you stay here"

Twilight and Spike moved closer to each other and held one another in a loving hug. Twilight hid her actual feelings of how this could be the last time she sees him if anything goes wrong. After a few moments they heard Cadence tell them the portal was ready.

"Just be careful" Spike said.

"We will be" Twilight smiled before turning to Applejack and Fluttershy "let's go"

Without any more being said, Twilight, Applejack and Fluttershy all stepped through the wormhole into Discord's dimension.