Things couldn't have been worse. Tirek, Chrysalis, and Cozy Glow have successfully disposed of Celestia and Luna, and have taken over Equestria for themselves. Tirek is going around destroying trees, Chrysalis has taken over the Canterlot and Crystal Empire proportions of Equestria (having the Crystal Heart under her control like King Sombra did), and Cozy Glow has made the School of Friendship her castle, and even enslaved all its students.

Though, Cozy Glow decided to pay Twilight a little visit in the remains of Grogar's lair a day after her and her allies' takeover of Equestria.

"Hello, headmare Twilight", Cozy Glow began. "I bet you're so sad now that I have taken over Equestria and you have lost everything!", she taunted as she let out an evil laugh.

"You monster filly!", Rainbow Dash said. "I thought we could trust you!"

"Ah, but you couldn't, professor Rainbow Dash. And again, I have taken over Equestria!", Cozy Glow said.

"Cozy Glow, seriously. Why are you doing all of this!?", Twilight said, practically begging for an actual answer.

"WHY!? To get back at the world for how it treated me, that's why!", Cozy Glow yelled.

"Wait, what!?", Twilight asked.

"You really don't know me do you? You never even contacted any "parents" of mine when you helped Princess Celestia and Luna imprison me in Tartarus", Cozy began as Celestia and Luna scowled at her from their cages. "My parents died when I was a newborn, and I was sent to an orphanage. They treated me horribly there, barely feeding me, constantly beating me up, not letting me have any fun, allowing bullies to torture me routinely. I escaped and moved to Ponyville myself and enrolled myself at your school, and decided that the best way to deal with the pain is to turn evil and unleash it upon those around me, which is why I imprisoned you in Tartarus and tried to get rid of all those who got in my way", Cozy Glow then explained.

"Cozy... I had no idea", Twilight wimpered.

"Well, you SHOULD have. And you could have helped me, but you didn't, and I have taken over Equestria!", Cozy Glow said as she laughed evilly.

Twilight was baffled. "Are you sure I didn't help you, Cozy Glow!? Because I seem to recall having treated you extremely kindly, made you my number one assistant, and encouraged you to make friends that will treat you well. I put an end to your life of misery, and imprisoning me in Tartarus and later here is how you repay me!?", Twilight complained.

"YES! Wait, no... NO, NO, NO, NO, NO, NO, NO!!!", Cozy Glow yelled as she suddenly had a powerful realization. Even if she didn't know of her tragic backstory, Twilight still treated Cozy Glow kindly no matter what, and look how Cozy Glow repayed Twilight. There was no excuse for Cozy Glow's atrocious actions.

As she had her mental breakdown, Cozy Glow suddenly broke into tears. Not the fake tears she was so fond of, but REAL tears of remorse.

"Twilight... I'm sorry. I'm so sorry", Cozy Glow regretfully said.

After crying for 10 more minutes, Cozy Glow decided to make up for her past crimes by freeing every creature from their cages.

"Every creature, wait right here", Cozy Glow said. She later returned with Grogar's Bewitching Bell and used it to restore Twilight's essence and power.

"Cozy Glow, I forgive you", Twilight said as she pulled her former star student in for a hug.

"But... what about the rest of us?", Shining Armor asked.

"I'll get Tirek to restore your power to all of you WILLINGLY", a reformed Cozy Glow reassured.

"But", Luna said. "That is impossible!"

"I'm his friend", Cozy said. "I can get through to him. But first, Twilight and I need to get through to... Chrysalis."

"Well", Celestia began. "Good luck. The fate of Equestria falls into the hooves of the two of you", she weakly said.

Cozy Glow nodded. She and Twilight left the remains of Grogar's lair.

Later on, the two of them where outside the throne room of Canterlot castle. Chrysalis had destroyed Celestia and Luna's thrones and created her own.

"Twilight, I think it's best that you stay here while I go talk to Chrysalis. I'll give you this", Cozy Glow said as she gave Twilight the Bewitching Bell.

"But... are you sure that you'll be okay?", Twilight asked.

Cozy Glow didn't say a word. She just entered the throne room. "Hi, Chrysalis!", she said.

"Oh, it's you", Chrysalis said with a tone of slight annoyance. "Why are you here?"

"Well, since you are my friend, and friends aren't supposed to keep secrets from each other, I just wanted to ask you how you got the idea that the magic of friendship was a disease and that you should be a ruthless queen to your subjects", Cozy Glow said.

"Well, if it means you're going to leave my presence, and since I'm going to destroy Thorax and take back my subjects tomorrow anyways", Chrysalis began. "I'll explain it to you. When I was small, my parents imposed a harsh judgement on me that I should be a ruthless queen to my subjects who sought to conquer kingdoms, and every time I didn't conform to their extremely high standards, that would magically blast me."

Cozy Glow gulped. "You mean the holes in your legs... are your own parents' doing?"

"Yes. They also forced me into believing that the magic of friendship was worthless, and I held that belief even after they died", Chrysalis continued to explain.

"Well, do you think they were wrong to have blasted you whenever you would not conform to their standards?", Cozy Glow asked.

"Of course! No child should have to be treated by their parents like that!", Chrysalis insisted.

Cozy Glow had considered calling out Chrysalis' hypocrisy, but she ultimately decided against it. "So what makes you think they were right to make you believe you should be a ruthless queen to your subjects?"

"Well... wait, no! NO, NO, NO, NO, NO, NO!!!", Chrysalis screamed loudly.

"But it's not too late. You can be the ally Equestria needs. You can be the leader your subjects deserve", Cozy Glow encouraged as she revealed her hoof for Chrysalis to hold.

Chrysalis had considered smacking it away like she did with Starlight's hoof, but knowing Cozy Glow was right, she took Cozy Glow's hoof and smiled.

Chrysalis then proceeded to share her love with Cozy Glow, giving her a beautiful blue-green new form without any holes. Twilight suddenly revealed herself.

"Twilight?", a now reformed Chrysalis asked. "So you were the one who reformed Cozy Glow?"

"Indeed. And I'm proud of you two", Twilight said.

Chrysalis and Cozy Glow blushed.

"Now there's one more friend we need to reform", Cozy Glow said. "Tirek."

Author's Note

Hope you guys enjoyed this chapter! It was easier to make than I expected.

And yes, I know that a certain revelation in this chapter disregards the comics.