Dusk Village

It was 3 weeks into the beginning of Fall, Dash and Maree were out for a stroll outside Ponyville, and had just finished another flight session. Maree was improving steadily every day, and was now able to ascend and descend, as well as make simple turns.  She could remain airborne for about 90 seconds at a time, but could recover quickly for the next flight. She was making great progress, all things considered.

Now the air had started to get cooler as Fall set in, and they wouldn't be doing as much training, so Dash tried to get Maree to do as much practice as possible.

""You're doing great, Maree! I can hardly believe.. The progress you've made in... just a short while!" Dash said.

"One day, I wanna be as fast as you, Mom! One day, you'll be looking over your shoulder to watch me, and the next, WOOSH! I'll be zooming right by you, you'll see!" Maree said with excitement.

Dash smiled. "Well, I don't know if you'll ever... get to be faster than me, but... you can try!" Dash rubbed Maree's mane as they walked, and they laughed together.

The pair continued to walk together through the fields on their way back to Ponyville.  These days were good times for them and everything just seemed right for once.

"Ah, now there's a familiar face I didn't expect to find so easily."

The voice came to them from behind. Maree didn't recognize it, but Dash knew it all too well, She turned around in terror, and was confronted from a phantom of the past. Paragon was back.

"And you've got a little one with you too, how sweet!" He said, a nasty smile on his face, slowly walking towards them. Dash was dumbstruck. She tried to retain her composure on the outside, to show him that she wasn't afraid, when truthfully, she was.

"Paragon.. so, I see you mended your horn." She said as calmly as possible. Indeed, Paragon's horn had been returned to it's original, regal length.

"Mom... who is that?" Maree asked.

"No one. Maree, you need to go." Dash commanded.

"You're not even going to introduce me? Rainbow Dash, I'm hurt. Come little one, you don't need to leave just yet." Paragon chuckled.

"Mom, he scares me..." Maree whimpered.

"Leave us alone Paragon! Whatever you're planning... forget it, Celestia won't let you... get away with it!" Dash declared, backing up slowly, urging Maree to do the same.

"Don't worry so much about Celestia," Paragon warned, "she is not what's important right now..." Paragon continued to walk towards them menacingly, but then stopped, looking at Maree.

"Let me see your face, little one..." He said, squinting at Maree as though to get a better look at her. Maree unintentionally complied, looking up at Paragon. Paragon paused for a long time, frozen in place. Then, he laughed out loud. It frightened Dash, but she tried to hide it.

"What? What are you laughing at?!" Dash demanded to know.

"I don't believe it... so, you lived afterall. Must have been her doing, if she had followed my orders properly..." His voice trailed of as he remembered past events. Dash was totally lost. "My my, you've grown a lot, but it's unmistakable. You take after me in every detail, right down to the mane... except for those eyes... those are definitely your mother's eyes. Those damned, green eyes, always concealing her lies..." Paragon said, thinking aloud.

Dash was horrified to hear this. "No... you can't really be saying that..." She was breathless, for reasons others than the obvious for once. She had never even cared to notice, but Maree and Paragon... they really did look alike.

"Yes. I am am the father." Paragon said confessed. "I had nothing but disappointment and contempt for her the moment she was born. Sick, weak, and premature. A disgraceful child and an insufficient heir. I cast her out the first chance I got. It wasn't long after I discovered her mother's deceit. She'd been trying to undo me since the beginning, the miserable wench!" Paragon snarled.

Dash was overwhelmed by this information. When she was over the initial shock, she felt a small twinge of guilt. She had always felt a certain level of enmity towards Maree's parents, particularly the mother, for the way Maree was seemingly discarded when she had found her. Now she could see, quite clearly, that it was indeed the father who was in control of that relationship.

"M-Mom.. I don't understand, what's going on?!" Maree said frightfully.

"Maree, I need you to run... to Ponyville and warn everyone... right now! Go now!' Dash commanded.

"But Mom, what about you?"

"Don't worry about me! Just get out of here... quickly!" Dash ordered again.

Paragon was starting to lose his patience. "How about niether of you go anywhere, and you both just let yourselves be my first victims of round 2?" He suggested morbidly.

"NO!" Dash shouted, putting herself between Maree and Paragon, while taking a defensive stance. "Maree, I'm not telling you again!" She yelled over her shoulder.

"But.. Mom..." Maree was starting to cry. Dash looked over her shoulder, a look on her face that Maree initially mistook for anger, which frightened Maree; Dash had almost never been angry with Maree. But then she noticed something that made Maree even more afraid; Dash's bottom lip was quivering. She was scared, too. Without another words, Maree took off running as fast as she could towards Ponyville, leaving Paragon and Dash alone.

Dash stood her ground, facing the stallion who had killed her once, years ago. Only by the graces of her own daughter's phenominal hidden power did she stand here today to face him again. He was much stronger than Dash was, and she knew it. It would hardly even be a fight. But Dash knew that as long as she could act, she would resist against Paragon. He absolutely could not touch Maree, no matter what.

"I'm not sure what you hope to accomplish by doing this, you can't stop me from getting what I want." Paragon said dubiously.

"And what exactly... do you want?" Dash asked.

Paragon just chuckled a little and smiled. "Everything I can get my hooves on."

Dash glared and shifted, Preparing herself. "Even if I can't stop you... I can at least slow you down!" Dash said, charging at Paragon.

With an expertly time back step, Paragon avoided Dash as she took a swing at his face, stepping forward again at just the right time to bring his knee up into her chest. Dash fell back, but corrected herself with her wings and was on him again in a second. She tried to tackle him, but Paragon was all too well prepared for her. He ducked down with surprising agility for an Alicorn of his size, and Dash sailed overhead. By the time she'd stopped to turn around, Paragon was up and moving. Now it was his turn to be offensive. He got right up in Dash's face and reared back for a punch, which connected to the left of her cheek, knocking her to the ground. Disoriented but not out yet, Dash tried to get up, but stumbled a bit; right into Paragon's leg as he kicked her in the ribs. Down she went again, this time in no clear rush to get back up. She struggled slightly, holding herself part of the way on her front legs. She looked around for Paragon, but he wasn't where she had last seen him. She looked off to her right, and finally found him; far to late to stop him from giving her a solid buck to her face. She blacked out, collapsing on the ground. After a moment or two Paragon, Holding the side of her face, called her attention to himself.

"Is that all you can do to impede my progress? I'm not even warmed up yet." Dash believed she heard, though she wasn't totally sure. She was faint and weary, and losing consciousness quickly. "Well that's just too bad, I was hoping for more. You've let yourself go, I suppose..." He put Dash down, as she fought to stay awake. She tasted blood. "Don't go anywhere now. I'd like to to see what happens next... I'd like you to watch the world burn in my wake." And that was the last Dash heard of him before she had closed her eyes. I'm sorry, Everypony. I did my best. Please... stop him... And then everything was quiet.

Maree raced through the town, looking for Celestia. She knew she was in town somewhere; she'd heard something about her making an appearance among the common folk and had glimpsed her entry shortly before departing that morning. Even though Maree did not really understand what was going on; something about a bad Alicorn planning to do terrible things, and that he was... her father?!; and she had to report all this as quickly as possible. A crowd was massed near the Town Hall, so she assumed that was where Celestia was. She broke through the crowd and found the tall, elegant, white Alicorn smiling and bowing modestly to her subjects. The crowd seemed upset by Maree's barging in, but Celestia was merely concerned.

"Is that you, little Maree? What is the matter?" She asked politely.

Maree stopped for a moment to catch her breath, and replied, "Princess Celestia, you have to help, there's this bad stallion outside town, and I have a feeling something terrible's going to happen because of him! I think his name was..."

Celestia was looking on, an expression of fear on her face. "Paragon." She said, finishing Maree's sentence. The crowd met Celestia's gaze. In the distance, they saw a mob of armor clad ponies marching into Ponyville. The crowd spread out more, concerned whispers and murmurs abound. Amongst them were all the other members of the Mane Six, including Twilight Sparkle, Applejack, Fluttershy, Rarity, and Pinkie Pie.

"Whatta y'all s'ppose this is about?" Applejack whsipered.

"Oh my... They look like they're up to no good..." Fluttershy said, watching the marching soliders surround the ponies.

"I Don't suppose this is part of some birthday party I don't know about, is it?" Pinkie Pie wondered aloud worriedly.

"Do you think they mean to do us harm?" Rarity asked to no one in particular.

Twilight stepped out of the crowd. "Who are you all? Why are you here?" She asked in as demanding a voice as she could manage.

"I'll take this, question, thanks." The voice came from overhead, belonging to none other than Paragon, arriving at the scene at last.

The worried whsipers became gasps of shock and fear. Everyone present recognized Paragon as the one who had once threatened Ponyville with it's total destruction, and none of them were more vividly familiar with the experience than Twilight, Fluttershy, Applejack, Pinkie Pie and Celestia, who each had their own hand in stopping Paragon the first time.

"Paragon! So, you've finally come back..." Celestia said, stepping towards Paragon, who stood at the center of his army, General Iron Hoof present a short distance behind him.

"Good to see you too, Celestia. What has it been, 5 years?" Paragon feigned plesantries briefly, before going on to answer Twilight's earlier question. "Fillies and gentlecolts of Ponyville, may I introduce the military arm of the future governing body of Equestria. That being me, if you couldn't guess as much on your own." He gestured, pointing towards the hundreds of armored soldiers who stood amongst them now. "Or at least, a small, small sect of it. The rest are headed for Canterlot Castle even as we speak, approaching a meet-up point. I will be joining them soon. You see, these strong, stone faced soldiers were once your brothers and sisters, over a thousand years ago. But a... difference in politcal views caused our two factions to split long before anyone here was even born. Except for you of course, Celestia. After all, yours was the birth that put the first crack into our now miles-wide division." Paragon explained. "We have been hardened by centuries of harsh climates and even harsher training, and now we have become the most powerful force on Equestria. However, though I put much confidence in my troops, I don't hold them in such esteem that they might storm a heavily guarded Equestrian Castle with 2 royal Alicorns present inside. So the rest have been ordered to wait outside while I prepare my...insurance." Paragon's infamous devlishish grin returned to his face.

"And what insurance might that be, Paragon?" Celestia asked, standing tall and strong, trying not to be intimidated.

"Only the best kind, Celestia. A hostage. You." Paragon declared, laughing.

Celestia scoffed. "I'd sooner die than be your prisoner, Paragon!" Celestia said, horn glowing.

Paragon shook his head, seemingly quite amused. "Oh my dear sister, you'll soon find that when I have the upper hand, dying is actually unbelievably difficult to do, much to what shall soon be your great displeasure." He chuckled evily. "But for now, don't think I won't fight you for what I want." He cautioned.

"I don't fear you Paragon, I will fight you if that is what you wish!" Celestia declared, taking up a defensive stance. The other soldiers made no motion to interfere.

"Actualy, Celestia, I was hoping there would be as little fighting as possible... I guess I'll have to move onto 'Plan B'." Paragon said. On cue two figures flying overhead briefly blocked out the sun. before Celestia could see what they were, she suddenly felt herself struck in the back by a ball of fire, which knocked her down. Before she recovered, she felt a second equally painful experience as two sharp objects pierced through each of her wings, pinning her to the ground. She screamed, and looked at her wings. Icicles?

After a brief struggle the two new assailants came into view. One was A pale-blue mare with a long, flowing mane and eyes that were nearly white. The other was a red and orange stallion, tall and strong like Paragon, but not quite equally. His mane was shorter and curlier. They were both Alicorns.

"Excellent shooting, you really got her with that one!" Paragon complimented genuinely. "Celestia, may I introduce your other sister, Selene, master of ice and frost." He pointed to the blue Mare on his left.

"So, this is Equestria. Nice place you've got here, sis. I think I'll enjoy moving in." Selene laughed, a laugh distictively different from Paragon's but it said the exact same thing. She was mocking Celestia.

"..And to my right, the equally talented and deadly Helios, your other brother, who commands fire." He pointed to his right and the Red stallion bowed, as if to conclude some performance.

"I'll have fun burning some of those pretty little fields we passed on our way in. " He said.

"And together, we are the 3 children of Hayperion, the Tempest Triplets. Together, we will conquer Equestria!"

Celestia looked up at her 3 opponents. She tried to focus, and managed to pull heself free of the icicles binding her. She knew that Paragon had only been beaten so easily last time because of how weakened he was by the time she got to him. But even at full strength, He probably wasn't as strong as she was. But the three of them together? Celestia was helpless.

Celestia stared down her enemies, increasingly worried by the turning tides. Twilight Sparkle watched from the sidelines, worried for her mentor's well-being, knowing she was powerless to help. Paragon spoke again, his unwavering confidence bolder than ever.

"Now, I'll offer you one final chance to surrender quietly and nicely before things get ugly." Paragon warned.

Celestia, knowing she could not take all three of them, continued to resist. "I told you Paragon, I'd sooner die than be your prisoner!" Celestia repeated, getting ready to fight for her people.

Paragon seemed almost excited by Celestia's defiance. "Ah looks, like plan B is still on track. Helios, would you like to start?"

Helios stepped forward, his horn glowing. "My pleasure..." His spell discharged, releasing a stream of whie-hot fire in a flamethrower-like stream straight outward. It missed Celestia completely, but it was soon made clear that it was intentional. It had been aimed at a nearby house instead.

Celestia was enraged. "Dammit, Paragon! I thought I made it clear that this battle is between us! Fight me!"

Paragon laughed some more. "But I am attacking you, Celestia. After all, does it not pain you when your kingdom is damaged? When your people suffer? When I strike this child?!" He plucked a young colt out of the crowd of observers, not even 10 years old, and struck him hard, causing him to cry. A mare, apparently the mother, screamed in horror, and tried to force her way into the circle, but was caught and held by two of the guards.

"NOOO! My baby Don't hurt my baby!" She screamed.

Celestia gaped. "Monster! Fiend! You horrible, ruthless creature!" She cursed him.

"That doesn't sound like a 'yes' to me, Celestia! Perhaps I need to try HARDER!" Seemingly out of nowhere, a bolt of lightning came from the skies, crashing down next to Paragon, right on top of the colt. He was dead instantly.

The mother was horrified. "NOOOO!" She screamed, breaking free of the guards' grip (or perhaps they allowed her to go) only to be met by Selene, who conjured another one of her sharpened icicles, which she used to impale the frantic mother. She, too, was now dead, not 3 feet from her baby.

"NO! no, no no please no more, STOP!" Celestia pleaded. "I'll come with you,  just stop killing the innocent!" she looked like she might be sick.

This pleased Paragon. "Ah, wonderful... So we can finally move on. He waved his hoof, and the soldiers began to fall into line behind him. "Come along then, Celestia, we have yet a busy day ahead of us." He said as he put himself directly in the center of the crowd. "As for the rest of you, consider yourselves fortunate to have such a spineless leader with such a weak stomach. She has spared you all... for now. I look forward to enslaving you all in the near future." Paragon, Selene, Helios, Celestia, and the small army Paragon had brought with him to Ponyville all began to file out of the town. Over his shoulder,Paragon added one final comment: "And when I come back, do try and run, would you? Make a game out of it. I could use some fun of my own."

With Celestia captured and Paragon on his way to Canterlot Castle with his army, is there anything left that can stop him? What will the citizens of Ponyville- and all of Equestria- do about this hostile takeover? Is there anything that CAN be done?

End of Chapter 3.

Well, everyone here it is. Sorry it took so long, I would have had it up by the 30th, but my new editor is a bit of a tool, and even though he said he could have it done by last night, he just finished it about an hour before this got uploaded. He didn't even do that great of a job! I had to re-read the whole thing, I must have corrected at least a half a dozen errors he missed. Anyway, I'll try and be better about uploads in the future. School's starting soon, so that'll make things challenging, but I swear to do my best.

P.S. If you ever happen across a story titled "The Lunatic" Whatever you do, don't read it. I hear it's terrible.