The Memories of the Roses

by Burningbloom78

Rating: teen
Tags: My Little Pony: Friendship is Magic, Dark, Sad, Original Character, Tragedy, Violence, Princess Celestia, Death
Length: 10164

Gaze further into the sun princess's past and witness the events that wrought her roses.

The roses of Her Radiant Majesty harbor painful memories, and if one wished to gaze into those memories, then the power to do so is wrought by unknowable forces.

What they will see may shock them, but if they wanted clarity on the harrowing incidents, then they'd do well to lend an eye.

As the sun princess is going about her life, some want to pry; dig inside her mind, witness her past with interest, and who can blame them?

As a boon to help sate their curiosity, a force gave them the liberty to see further beyond Princess Celestia's memories and allowed them to see what the alicorn did not witness.

Let's meddle.

Published 2021-12-23 01:50:00 UTC
Last updated 2021-12-24 16:01:01 UTC

The Maiden of Red Roses

Friendship's a finicky thing; as quickly as a connection can be established, it can be severed beyond repair, no matter how hard one tries to mend it.

This is an important one.

At the age of 21, just before Princess Celestia's rule, the promising Maiden had high expectations from the most regarded of unicorns, Star Swirl, to be the pinnacle of magical power and an influencer to future generations to come. Maiden was a workaholic, constantly toiling away in work to make breakthroughs for the progression of magic. The wise young mare had such knowledge on magic that even Star Swirl sook her out for guidance on occasion.

Maiden loved to work, however, she made time to relax with the one pony she cared about more than anything else: Celestia. The regal alicorn visited Maiden every single day to hang out and talk for hours. They'd read books, duel using their magic, drink tea, play games, go out to restaurants (usually around a less populated area), even go as far as sleeping with one another. They were nearly inseparable; kith that acted like sisters; they were one of the greatest examples of friendship. Celestia cherished every moment because despite being with one another, Maiden was a recluse; she favored a life of not being around other ponies.

That's why this relationship is special. It was a privilege and an honor, an exemption of one's principle. To know that Maiden loved Celestia so much to let the alicorn into her life. That was true magic: the magic of friendship.

When Maiden wasn't working or spending time with Celestia, she would trot out of her study and travel down a beaten path that led to a patch of beautiful red roses. It was her favorite flower. She could be found humming a happy and peaceful tune near those red roses.

Then one day... everything changed. The day of the coronation came. It was supposed to be Celestia's most important day. It was supposed to be perfect. To see Maiden smile and cry at her alicorn friend's coronation. To laugh, play, and celebrate. It should've gone that way. It never should've turned out like this.

Maiden was outside attempting a spell that could heighten one's magical capabilities before going to Princess Celestia's coronation to be crowned ruler of Equestria, but something caught her attention.

Maiden heard a faint voice... calling out to her, asking for help. Lulled by the faint cries, Maiden followed them to the Everfree Forest, an eerie and dangerous place off-limits to everypony. The voice echoed inside the perilous wilderness, and Maiden went in deep into the dark Everfree, trudging through dirt, bushes, and animals before finally coming across the voice that beckoned for help.

It wasn't a pony or a creature. It was an object embedded in the ground, glowing with an umbral splendor. Maiden approached the object and examined it. It was an orb. There was something odd about it, how it began to whisper sweet nothings into Maiden's ears. Compelled, Maiden reached out with her hoof and touched it. She was enticed. Then suddenly, she felt evil surging within the orb. It overtook her, seeping into Maiden's body, injecting the evil inside her. She wailed and cried, shouting for help, but her screams found naught but the wind. Maiden cries out one more time... for Celestia before her vision went black.

She laid there motionless for hours before getting up and making her way towards Celestia's coronation. Her coat was black and mane silver. Her eyes became a glowing dark blue and she wore a wicked smile. Celestia, now dubbed as ruler of Equestria who now properly attests to the title, Star Swirl, and all the other ponies recognized her.

Maiden's horn lit dark blue as she shot a powerful beam of magic towards the civilians, but it was blocked by Princess Celestia's magic shield which nearly broke instantly. She commanded Star Swirl to gather up the ponies and take them somewhere safe, and he did just that.

Then a battle that shook the earth took place with the Maiden gaining the upper hoof. Princess Celestia tried every way imaginable to try and return Maiden to her original state, but all her attempts at restoring her friend failed. Beaten, battered, raspy breathed, and at a disadvantage, Princess Celestia lured Maiden to a large lake in an attempt to contain her, despite the heartache she felt.

She didn't want to harm Maiden. Princess Celestia wished that she had other choices. To hurt, to harm the one she loved so dearly... it was almost too much to take, and she held back her tears and attempted to put on a strong face. This shall be mercy only Princess Celestia could decide.

The Maiden never laughed or said a word after she attacked Princess Celestia's coronation; she was stoic with a murderous ire splayed across her countenance. She used the magic spell to increase her magical capabilities by half, channeling that raw power into various, all-powerful storms. Luna rushed to help her sister after learning about what happened from Star Swirl.

Princess Celestia claimed that no pony can defeat Maiden, her magic was too strong, so she had a plan to contain her instead. The sisters braced themselves, the storms struck them both as struggled to keep back the storms with their magic, slowly failing. Then Star Swirl appeared to help after taking the ponies away from the battle. It was then Princess Celestia put her plan into action.

Princess Celestia conjured a magic cage, Princess Luna created fetters and chains, and Star Swirl made magical rings. With one last effort, Luna and Princess Celestia pushed the storms and the Maiden back. She was forced into the cage, wrapped in chains around her, and the rings bound her horn and her body. Maiden was completely restrained. Then together, the three ponies shot magical beams at the Maiden, turning her to stone, and casting her deep into the lake.

The fight was over. Luna and Star Swirl were triumphant, but Princess Celestia didn't join them in victory. She was quiet. Although Star Swirl and Luna wanted to stay and comfort the depressed princess, the alicorn ordered them to leave and check up on the citizens that attended the coronation. With no way to deter Princess Celestia from her decision, she was left alone.

The dismal princess trotted to the lake and laid down in a depressing slump, her head drooped over the water with a face of regret. She wept. And she wept more and more. Her heart was shattered. Her best friend, one she loved like a sister... and maybe loved her as something more, was gone.

What could have Princess Celestia done? What choice did she have? All future memories she would've shared with Maiden were vanishing, burning away. She lamented; she mourned her best friend's absence. Princess Celestia only wanted tears streaming down her face, but the heartache and pain she felt were too great and she wailed and cried with all her might.

The harsh truth overtook her mind; it was all she could think about. Her Radiant Majesty would never see her best friend ever again.

And then it ends.

The Lost One

To live forever is to lose forever; to know those you loved and cherished will perish as you move on. It's almost too much to take.

One evening, Princess Celestia relaxes out on the balcony overseeing Canterlot. A thought runs through her mind, a memory from the distant past surfaced as the sun princess gazes out into the red sky.

Life is full of meanings, but what if a pony didn't have one? To live a life is to have a soul, but what if a pony had no soul? To have a destiny is to have a place in the land of Equestria, but what if a pony had no destiny? These are the thoughts of Alma, a particular pony born lost.

A raven-haired earth pony with a coat ashen-red and eyes that resembled a faint, flickering ember, He Who is Lost sook a destiny, a longing fate to his empty life, but it never came, and he eventually gave up.

In Equestria, a long time ago were a species called the Lost Ones, ponies with no place in the world; who had no destiny; a fate possessed of nothingness. With no purpose or belonging, The Lost Ones grew bitter and resentful, fueling the only emotion they ever had. Hatred.

A Lost One can be identified as a pony with ashen or grayish coats often mixed with a variation of an existing color. All of them have manes and tails the color of a raven's feathers and the eyes of a dying ember that flew too far from the fire. They have no cutie marks.

Studies had shown that the Lost Ones were mostly earth ponies, rarely would there be pegasi or unicorns. A Lost One pegasus had droopy wings and a Lost One unicorn had very little magic or even control over the sorcery.

The Lost Ones were referred to as the wasteful and the unfortunate; omens born with no purpose, and with their ill existence were banished, excluded from the rest of the world, and placed in a barren land until the end of their days.

The anger and contempt they felt toward their brethren who had destinies were not unfounded, however, Alma was different. He shared none of the same hatred his ashen brothers and sisters felt in the past. It did not matter to Alma to hate those who had destinies or futures because nothing would change. He would be born as nothing and die as nothing.

A heart cold and hard as stone, bones faulty, body reviled, and existence soulless and dead, it would seem the Lost One, Alma, was waiting for his life to end. The endling of the Lost Ones, sulking on the cracked earth of the Graveyard of Hatred. In the future, it would become the Dragon Lands.

One day, a pony as radiant as the sun appeared.

An alicorn with a coat of pure white, a mane that shimmered a pink and blue, her illustrious eyes would shine in the deepest darkness, and a cutie mark resembling the sun. Alma has never seen a pony like her. She wore a gentle smile who exhibited an interest in Alma.

The two ponies were at complete odds. A pony is born with nothing and is nothing encountered a pony who is born with everything and is everything; the light and dark stood in front of one another, and for the first time in Alma's entire existence, he didn't feel lonely.

The young alicorn's name was Celestia, a pony who strayed from her parents to go adventuring in the Barren Lands.

"I am Celestia," she said, her voice sounding as beautiful and coruscating as an angel. "What's your name?"

Alma turned away from Celestia's bright stare as if it was too much to handle; the friendliness the stallion experienced was foreign. He felt like he didn't deserve this.

"Hey, you're one of those Lost Ones in the stories mom and dad told me, but it seems that you're all alone. I'll be your friend."

"You can't," he muttered. Alma's voice had lost any vigor and happiness. It was nothing but an arid, monotoned sound.

Celestia pouted and her cheeks puffed. "Why not?" she asks.

Alma gestured his body. "Look at me. You think you could be friends with something like me?"

Celestia tilted her head and smiled. "I would like to only if you let me. No pony should be lonely."

Alma turned his gaze from Celestia to the cracked earth. "Some ponies don't get a choice," he said, hanging his head in shame. "I was born like this; I inherit the loneliness of my ancestors."

Celestia giggled and stepped close to Alma. "There's a difference between being lonely and alone that mother taught me. Being alone means you have the choice to as long as you want, but if you're lonely, you're only holding yourself back," she explained. Even at such a young age, Celestia exhibited a shrewd rationale.

Hearing her words, Alma shifted his head to meet Celestia's ardent gaze. "Would it even matter?" he inquired. "If your parents come here and see you talking with a banished freak, it won't end well."

"I read about your people and it's horrible. Oh, I know! Here! Have this as a token of our friendship!"

"We aren't friends, and what is that?"

Celestia presented a small pendant with an even smaller gem. The auburn-colored gem glistened dimly in the evening light. Alma has never seen anything like it, and he had to admit, it was a wonderful-looking trinket.

Alma raised a brow in bewilderment. "What is that thing?"

"It's called a necklace," she answered with a gleeful squeal. "You put it around your neck!"

"What for?"

Celestia rolled her eyes. "To look handsome! It'll go well with your eyes. I made this myself fiddling with my mother's jewelry. She wasn't very pleased I... uh... messed up some gems trying to make one."

Alma was slightly taken aback. It was a present Celestia made just for him. He didn't understand. "And you're giving this to me? Celestia, this might be the last time you'll see me. Ponies just don't come out here."

Celestia leisurely waved her hoof, dismissing Alma's concerns. "I was close by and with all the stories I heard, I just had to see it all for myself. No pony knows I snuck off, even that protective, tattletale sister of mine doesn't know," she said, sticking out her tongue in a playful manner.

Alma was reluctant. "I don't know if I should take this from you. It looks like you worked hard on it."

Celestia held out the necklace, insisting Alma takes it. "I made it give it to a Lost One and you're the only one I've seen, so it's yours. I want to be your friend even if you don't want to be mine. I understand."

Alma sighed quietly and looked at the red sky taking a deep breath. He reached out and took the necklace struggling to put it on. Thinking it was cute, Celestia helped him with a grand smile across her face. It fit perfectly around Alma's neck.

"Symbol of friendship!" Celestia shouted with merriment.

Alma waited for something to happen, but nothing did. "I don't feel any different."

Celestia laughed and snorted gleefully, covering her mouth in surprise. "Silly, that necklace is only an object of our friendship. You and I are friends, the necklaces are only a representation of that friendship."

"But Celestia, I-"

Celestia cut Alma off, looking at the sky. "Oh no! It's getting late! I have to go before some pony notices I've gone missing! I'll never hear the end of it from Luna," she groaned. "What was your name?"

Alma looked at the necklace and took another deep breath. "It's Alma. Hurry along and don't get into trouble."

"Goodbye, Alma! And take good care of that necklace!" Celestia waved, galloping off to her family.

Once again, Alma was alone. He held the necklace in his hoof as he grinned and chuckled to himself. "What was that just now?" Alma rubbed his chest. "I feel something warm inside... I see it now. Celestia, huh? Thanks. I'll cherish this, the only possession to call my own."

And then he was no longer lost but found.

Princess Celestia snapped from her stupor from hoofsteps entering the balcony. Out of her daze, Princess Celestia turns her head to meet the beautiful eyes of her little sister, Princess Luna. The lunar princess came to the balcony from seeing her big sister laying there all alone and sought to join her. She noticed tears streaming down Princess Celestia's eyes and immediately embraced her radiant sister.

"Sister, what's wrong? You're crying..."Princess Luna whispered, caressing her big sister's face. "I'm here. Tell me what ails you."

Princess Celestia looked at her sister with a smile on her face. "Nothing," she sniffled, trying to wipe away her tears. "I just remembered something from a long time ago."

"What was it?"

Princess Celestia continued to wipe the incessant tears from her eyes, but they kept coming no matter how diligently she tried. "One of my first friends I ever made."

"Oh... you told me about him," she said, nuzzling her sister's face. "Do you remember his name?"

"It eludes me... I laid up here for hours thinking about him, trying to remember," she sniffled again. "I must look like a mess. I apologize."

Princess Luna sighed. "It's fine, let it out," she said. "It was centuries ago. He's called a Lost One, right? From the stories."

Princess Celestia nodded. "Yes. I gave him a necklace I made from our mother's jewelry. I worked hard on it to give to a Lost One. When I met him, I gave that necklace to him. I even... helped put it around his neck. He felt soft and so warm."

"Oh, dear sister..."

Princess Celestia's face cracked a weakened smile. "It went wonderfully with his eyes. As I was galloping back to our parents, I could swear I heard him say something."

"Can you remember his name?"

Princess Celestia tried her best, and after a few minutes, the words began to form inside her mind. "Oh, now I remember. Yes. His name was... Al...ma. Alma, the Lost One. I never went back. I could've shown Alma so much."

Princess Luna kissed her sister's mane. "Although Alma is gone, your friendship will never perish."

Princess Celestia finally broke down, weeping profusely in the embrace of her little sister. "Please... stay with me a while longer..."

"You carry many burdens," Princess Luna whispered in her big sister's ear. "I shall comfort you forever and always."

Deep within the Dragon Lands lay a distant cave. Inside was an old necklace surpassing its age laying atop a small, pony-made pedestal. There were words inscribed on the pedestal with messy handwriting saying, "Undying Friendship."

If only she knew.

From Fear Sprouted Evil

Author's Note

For those who may be looking forward to the memory of the blue rose, I will tell you that I won't be doing a chapter on that. The reason why is that the story told wouldn't be interesting.

However, in the future, I'll make up for it in the form of another story that features the king of the Frozen North.

For now, that's the end of the memories.

Also, you may find some similarities with the Scarlet Eventide while reading (if you've gotten that far in the story), and I want to make something very clear: these are just similarities, nothing more.

That is all. Enjoy.

From Fear Sprouted Evil

Fear Creates Monsters.

Memories should stay as they are, however, one, in particular, is coming back to haunt Her Radiant Majesty in the dead of night.

Don't be afraid. Face your fears.

Across the sky is a shining beacon of hope, blazing like the sun yet lighthearted to those she places upon her shoulders, Princess Celestia, ruler of Equestria, is responding to a personal distress signal from a town far beyond the borders of Equestria. Princess Celestia crossed the ancient line that has not been touched in well over a thousand years, and hurriedly did she fly, using her magic to summon fire around her hooves to soar faster than Rainbow Dash. She reached her destination, landing firmly upon the ground.

The distress signal came from the town of Borum, one of the first standing locations ever built by a civilization. Borum was quiet and arid, even the air was silent, and the lack of civilians occupying the streets was void, and this worried Princess Celestia greatly. The atmosphere was eerie, a sense of dread amplified immensely, and there it was... sauntering through the foreboding town.

What Princess Celestia saw baffled her. It was a pony... a mare with a dark coat and darker mane, meandering about the quiet town. Princess Celestia approached slowly to get a better look at her. The mare's ears weren't of a pony's... but something old and archaic of a bygone age. Her eyes were a vibrant green with a mouth that smiled with dagger-like teeth.

The mane of the mare floated ominously with shadowy black tendrils growing out of her back. A chilling sight, but perhaps what was more shocking to Princess Celestia is that the mare's horn was not glowing... but an aura of a blackish-purple seeped from the mare's body like a light smoke, gradually covering the town in a mysterious haze.

Suddenly, a stallion was running and tripped on the ground, frightened out of his mind... exhausted. The mare chased this stallion around the town until he didn't have the strength to move any longer. It was a cruel game of cat & mouse. Princess Celestia was petrified as the mare stood over the stallion, placing her hoof onto his face, slowly crushing his skull in the dirt like a dog.

She held him down with her black tendrils, wrapping them around his legs and neck as the stallion yelled out for help. Princess Celestia snapped out of the terror and announced herself to the mare, ordering her to let the stallion go, but the mare did not listen. She pressed down harder until faint cracking filled Princess Celestia's ears that made her heart race.

Princess Celestia attempted to save the stallion from being murdered, but the mare glared directly at her, making the sun princess halt.

"If you continue forward, I will crush his skull instantly," the mare whispered. Princess Celestia was in a predicament. "You're not good enough. You will watch me kill this stallion."

Princess Celestia gritted her teeth and narrowed her eyes. "Who are you?!"

The mare shook her head slowly, applying more pressure to the stallion's skull, reveling in the helpless stallion's misery. "Can't you hear it?" asked the mare. "It's so beautiful... what a flesh-born gift to relish, and you demanded to know my name. Your memory is failing you, Celestia."

Princess Celestia grew grim and worried... the past has once again caught up to her, and now it has put others in harm's way. "What do you want?" Princess Celestia begged.

The mare eyed the stallion underneath her hoof and then back at Princess Celestia. "You won't save him. He will die just like the others," the mare said, indicating she murdered every other pony in Borum. "None will even notice these ponies are gone."

It was at that moment Princess Celestia's eyes widened greatly after hearing about an atrocity brought about by a monster from her past, and that this stallion is the only survivor. It was clear what had to be done. Not a moment before and not a moment later.

An aura engulfed Princess Celestia as her body became distorted and bright, moving forward at breakneck speed, dashing towards the mare and the stallion. In an instant, Princess Celestia, in a flash of blinding light, rescued the stallion from the mare's bloodlust before she had the chance to crush his skull.

Or so she thought.

"Interesting trick... but despite your best, it isn't good enough," the mare whispered, pointing at the stallion.

Princess Celestia looked down and saw that the stallion had died. His eyes oozed out blood. Princess Celestia grew quiet and wept that she couldn't save him... the last survivor of Borum. Princess Celestia laid the dead body on the ground and looked back at the mare, furious.

"When will you be good enough to save others rather than yourself?" the mare asked, taunting Princess Celestia. "If only you were faster, you probably could have saved that life... but it looks like you aren't as youthful as all those years before."

"Who are you and why did you do this?!" Princess Celestia shouted angrily, prompting the mare to answer her questions.

"It's simple... it's because of you I did this. How else could I attract your attention? By the only way that I know how, and here you are... like a moth to a flame; you came running," the mare explained. "You sought to chain me... hold me down and forget about my existence. I broke free and now I am here to make you miserable. My name is Valda. Remember?"

Princess Celestia stood still, shocked, and horrified by Valda revealing herself. Flashbacks flooded her mind and without a second thought, Princess Celestia lunged at the twisted mare, creating a spear of light to strike her down... however, Valda blocks with a shield made of darkness and repelled Princess Celestia back.

"You're not strong enough," Valda said, shooting magic at Princess Celestia as she dodges. "No matter how many times you try, even when you rise, you were always destined to fall. I'm not the same mare from all those years ago. I've been changed... let me show you."

Valda stomped the ground as four pillars of darkness were erected around the town of Borum. The pillars released black lightning, arcing to one another, creating a field of electricity that entraps Valda and Princess Celestia inside. The arcing bolts are volatile and violent as sparks flew in all directions, lighting up the town in repeated flashes of an effulgent shine.

Dazed from the lights, Princess Celestia staggered, blocking out the flashes with a shield of flame. Seconds pass and she gradually adjusts to the repeated flashes.

"Valda..." Princess Celestia started, "how did you leave your prison?"

"Time rots, your majesty, and so have the chains you placed upon me five thousand years ago," Valda explained.

"You didn't have to do this, Valda! I tried helping you!" Princess Celestia yelled. "The innocent ponies you slaughtered had nothing to do with me!"

Valda shook her head and chuckled to herself. "It had everything to do with you. Now those fools paid the price. You should have destroyed me when you had the chance, but you never had the heart to make the tough choices."

Princess Celestia denied Valda's accusations. "I've made many decisions and did actions I'm not proud of, but I always tried my best!"

"Then why am I like this?" Valda asked. "You pushed me to do the unthinkable... and I should thank you. Having morals and a guilty conscience is for weak ponies. I gained this magic because I cast away everything... and even when you defeated me, I still won in the end, and now there is no hope for you to stop me!"

"Valda, I implore you to turn away from this path you tread. You can be redeemed if you pay for what you have done!" Princess Celestia cried out.

Valda spat on the ground, laughing. "I don't want to be redeemed! I like this! Dark magic fuels me!"

Princess Celestia had tears streaming down her face. "Valda... please. I lost so many... I don't want to lose you as well! Please!"

"I am not yours. Not anymore," Valda confessed harshly with a distasteful smirk. "I don't need your pity... your compassion or your hollow lessons. Would you mind if I hurt you?"

Valda blasted dark magic to attack Princess Celestia. The princess blocks it but crashes to the ground from the sheer force of the blast. Valda continued her assault, grabbing Princess Celestia and throwing her into buildings and statues across Borum, then she chucked her high into the air and slammed the sun princess back down on the earth once more with a powerful impact.

Princess Celestia retched and coughed up blood, trying to crawl away from Valda, however, the violent lightning struck the ground near Princess Celestia, stunning her. Valda slowly approached the ailing princess.

The expression on Valda was twisted and malicious with a smile that showed her pearly white, dagger-like teeth. Princess Celestia looked at Valda's eyes with burning fury, and with sorrow. The princess sighed with despair before forcing herself to stand.

Princess Celestia's coat was bloodied and dirty; she had cuts and bruises all over her. Her eyes glowed white as a beam of light blasted forth from her horn, directly hitting Valda square in the face, pushing her back through building after building. Princess Celestia yelled with great pain, purging the lightning that imprisoned her and Valda. She then fell back to the ground in exhaustion.

Valda recovered from Princess Celestia's desperate attack and loomed over her with a ghastly grin. Before Valda could harm Princess Celestia, something inside her struck, forcing her to kneel on the ground in pain. Valda held her chest with anguish. It was clear to Valda that she had to retreat, much to her discontent. She vanished into the shadows. Through a stroke of luck, Princess Celestia has narrowly evaded death.

The sky was gloomy, and rain began to fall upon Princess Celestia as she laid there on the ground resting, alive, but not well, for evil has emerged once again. Princess Celestia got up from the ground and trotted painfully, limping back to Canterlot Castle in the dead of night.

Poor princess, but this venture into the memory of Her Radiance is far from being over, fortunately, for us who love to pry.

Although the root inside may be all things evil, there is innocence in us all.

Beyond her eyes; further where her memory witnesses naught, but for us, and it's all a prize.

Deep within the harrowing woods of ominous creatures and things that lurk in its dark recesses, Valda roams. The most frightening of monsters held her chest, limping and trotting quietly to the end of the woods where an opening led to a massive clearing where one can rest and breathe easily.

The sky is churning; dark clouds spiraling in different directions, and although that any other pony would be fearful of such a striking sight, Valda paid little to no attention to it, rubbing her chest softly. There was a burning cold feeling under her skin which irritated Valda, and she couldn't seem to get rid of it; magic would not work, and thus, a problem out of her hooves that hopefully, time can mend.

While lolling on the flowing grass to hopefully rest her aching chest, and overlooking a large field of green, Valda turned her head and saw a filly sitting next to her gazing out at the field of green. Startled, Valda attempted to attack the filly by using her black tendrils to pierce the filly's body, but then she stopped herself. Valda examined the filly and retracted her tendrils before laying back down.

"You changed, you know," the filly said, her echoing words ringing in Valda's ears, casting her gaze at the small creature. "Is this truly okay to you?"

Valda looked weary and vexed by the pain in her chest. "What do you mean?" she asked.

"Everything that has led up this point in your life," the filly said. "Isn't it all too much for you? Don't you want to sleep?"

Valda looked away from the filly. "No, and I'm not exhausted."

The filly shook her head. "No. I meant don't you want to sleep for good. Haven't you done enough damage yet?" the filly pressured Valda slightly.

Valda chuckled with an evil smirk. "I haven't even started yet... that town was just a warm-up," she uttered ominously.

The filly's head went left and then right, rocking back and forth like she was listening to a catchy song, her tail copying her head. "Aren't you trying too hard?" the filly asked.

Valda was confused. "What are you saying?"

"You may act like an animal... but I am very aware, you know," the filly said, giggling to herself.

Valda sat up and glared at the filly. "Quiet, vexing spirit!" she shouted, annoyed by the filly's incessant, cryptic words. "This magic I have is all I need!"

"No, it's not," the filly retorted. "She was only scared of your growth."

Valda scoffed and looked forward. "Magic is my life. Magic is all I have... and she took it away from me like it was nothing," she grumbled, smacking the earth with her hoof. "With a flick of her hoof, everything I indulged in, everything I tirelessly worked on and studied was gone in an instant!"

Valda become so angry her tendrils stretched out of her body and thrashed the earth around her and the filly. Seconds after her fit of rage, Valda calmed herself down.

"You may be stronger, but it won't be enough," the filly muttered.

"Enough, you little spirit!" Valda said angrily. "Leave my presence! Begone from my sight!"

The filly shook her head. "That's easy to say, hard to do... you know that." the filly replied, sticking her tongue out at Valda playfully. "You have to make me, but you can't."

"What makes you think that?" Valda asked with a snarky attitude.

The filly laughed, basking at the clear field in front of her. "Because you can't, silly. You can try all you like, but I am here to stay, and you already know why."

Valda gritted her teeth but calmed herself. "You're irritating, but you are right. I wish I could."

The filly shook her head. "Wish as much as you want!"

"Why are you here, ghost?! To torment me?!" Valda interrogated with hate behind her voice.

"I guess you can say I'm all you have left," the filly uttered, touching Valda's chest firmly.

Valda was astonished. "Then you're?"

"I'm the innocence," the filly said. "I'm the only one left and you can't get rid of me."

"And why not?"

"Because you have innocence; I'm still here, Valda Banks," the filly said softly. "You're not alone."

Valda's heartbeat was slow as the pain lifted bit by bit, although a faint burning persisted. As the wind was silent, so was Valda and the spirit that hung around her until she spoke.

"I won't stop until I die," Valda stated. "Princess Celestia, in her fear, took what... made me special. I won't listen to you, not while I have this chance to return the pain she did onto me."

The filly shook her head. "Didn't you see the regret in her eyes?" the filly asked. "Once she realized who you were, her tone shifted into sorrow and guilt; she even cried in front of you..."

The guilt Princess Celestia had towards Valda was strong, but the hatred and bitterness inside Valda Banks's heart were too great, reflecting what the filly was saying by an act of complete silence. Valda merely stared off into the distance, her eyes were glossy and dreamy, yet she was restless.

"Find it in your heart to forgive your former mentor, Valda Banks." the filly whispered.

"My heart is broken, and I desire it not to be mended. That is enough, you spirit," Valda told the filly. "Please. Leave me alone."

The filly shook her head and slowly faded into obscurity, yet Valda could still feel her presence lingering somewhere. To be left alone, Valda had to take what she could get. The night trails on.

Light is in us all, but like a fire, it can be extinguished.

No matter how many times one tries to look towards a future, the past will always come back in the end; there is no escape.

The night was darker than usual and the sound of falling rain was shattering like glass onto the damp earth. Princess Celestia, wounded in body and heart by her former pupil, Valda Banks, is limping in the pouring rain, next to the dark woods. She was alone with her thoughts.

The drenched princess wobbled side-to-side, putting her weight in every step as she silently strode with strife and remorse, her head drooping towards the soiled earth with glassy eyes and tear-stained cheeks. It was a pitifully shameful image; a being who to many views as a god and a protector is nothing more than a lamenting, fragile pony.

As Princess Celestia weakly trekked down a road, she felt a large presence slapping her face, a force so great and foreboding. Princess Celestia's heart raced, and her eyes widened when she picked up her head and looked forward, basking at an enormous figure with multiple legs. The arms dragged large chains that skid across the earth and the figure held a giant stave that is used as a walking stick.

Princess Celestia saw a type of ripped fabric covering the figure as it stood in front of her, gesturing the princess to come closer with an ominous, beckoning call of its voice that sounded like hundreds of other voices filling her ears, giving Princess Celestia a slight headache.

Seeing that she is still alive and not dead by this giant creature, and with no other options to fight or to flee because of her injuries, Princess Celestia limps over to the huge figure. The closer she got, the greater the force it exudes became, and before she realizes it, Princess Celestia stood right in front of the large creature as it looked down on her with emissive blue eyes.

She fell to the ground in exhaustion, gasping for air. "What... what are you?" Princess Celestia asked. "Who are you...?"

As the princess pondered, the large figure lifted its stave and tapped it on the ground three times as ripples formed in the air and on the ground, creating a portal. It pointed to the portal and Princess Celestia forced herself up and entered it with the figure close behind. A few minutes later, Princess Celestia found herself transported to a dim space. The figure lolled to the floor, letting out a comfortable sigh that blew Princess Celestia's mane back.

Unable to stand any longer, Her Radiance sat down, fixing her mane. "Where did you bring me?" Princess Celestia asked, looking around. "This... what is this magic?"

The figure stared at the sun princess. "A place where none but you and I may travel," the creature responded, its voice ringing in Princess Celestia's ears.

Princess Celestia took a deep breath before talking to the large figure. "My name is-"

"I know who you are," the large creature confessed, cutting Princess Celestia off. "Princess Celestia, the elder sister of Princess Luna, wielder of light magic who has ruled over Equestria through harmony and goodwill. The road has been quite bumpy, yes?" the figure asked.

Princess Celestia was stunned the figure knew who she was before she had the chance to introduce herself. "Who are you... and how do you know me?"

As the chains rattled with movement from the creature's arms trying to get comfortable, it answered her question. "I am Yatava, a warlock. I reside in the heart of the place you creatures call the Everfree Forest," he said. "I have known about this place for longer than you were even alive."

Princess Celestia was awestruck to be in the presence of a superior, primordial being, and, as an act of respect, she bowed, which Yatava chortled in appreciation.

"Princess Celestia, you've been better," Yatava quipped. "Something from the past came back to haunt you perhaps?"

Princess Celestia nodded before Yatava in a depressed posture. "Yes... it is something I had forgotten. Something that was my fault during my youth..."

"And quite the haunting nightmare it is, yes?" Yatava asked, lifting his stave and inscribing ancient runes on the walls in a circular pattern. "This pony, your first pupil, has come back for revenge. She will not stop until she kills you."

Princess Celestia was surprised Yatava knew about Valda Banks. "How could you know that?"

Yatava chuckled. "Princess, I've been alive for a long, long time, and I've seen many things during my rebirths," Yatava said.

Princess Celestia was curious. "Rebirths?"

Yatava slowly nodded. "I've been reborn a total of 20 times, and each rebirth, I live for hundreds of thousands of years, and I gain knowledge spanning back more than ten-thousand years when I awake, although I am not all-knowing if you could believe it."

"When you were reborn in Equestria, you attained knowledge more than ten thousand years?" Princess Celestia pondered. "Then... you know just about everything."

Yatava nodded. "Including Valda Banks, the prodigy that mirrors a pony you took under your wing some time ago."

"Twilight?" Princess Celestia asked.

"Yes," Yatava confirmed. "The mare the Elements of Harmony dubbed as Magic. She was much like Valda, before her fall, yes?"

Princess Celestia agreed. "They were both studious, gifted ponies in their own right... but one turned out better than the other," Princess Celestia grimly muttered.

The wall lit up from Yatava's inscriptions and directed Princess Celestia to them. The runes were bright and colorful, shifting and turning into an orb containing an odd strength, but what Princess Celestia felt was vaguely familiar.

"What... what is that?" Princess Celestia asked. "I think I know that magic."

Yatava looked at Princess Celestia with his emissive blue eyes. "You and a few others viewed this arcana and called it Grand Magic," Yatava explained. "It's not even magic, but power left behind, and what a paltry amount it was."

"If that's not magic but power, then what is it?" Princess Celestia asked, touching the orb and feeling its power emanate throughout her body. "I used this to stop Valda, but then it went away, and I couldn't tap into its strength any longer."

"The power to protect others," he said. One of Yatava's hands spindles some power into the orb, weaving it into a single long strand similar to a small lock of hair. The mysticism of its power uplifted some of the guilt and hardship weighing Princess Celestia down. "What you used was a very small amount of the orb's power..." Yatava explained. "It's the residue left behind from a powerful being; me."

Princess Celestia was shocked. "But how?"

"This planet is my home, and it's where I underwent my constant rebirth," Yatava said, creating purer power and seeping some into the orb. "This world wasn't ruled by ponies, but by many different creatures. At one point, another creature, like yourself, came across my power and used it for the greater good, and this is what's left."

"Then what are you doing with it now?"

"I'm just putting a little bit more power inside the orb for your coming battle with your former pupil," Yatava clarified.

Princess Celestia seemed worried. "Valda... Is this okay for me to use?"

Yatava chuckled. "My power won't kill you if that's what you're asking," he jokingly said. "Using my power will give you an edge in the coming confrontation, and you used it before, unknowingly, nonetheless, I think you should be fine. Are you ready?"

Her Radiance took another deep breath and exhaled. "I am not sure, but I have to stop Valda from committing any more atrocities."

"That's a good enough answer," Yatava said, instructing Princess Celestia to stand still as he touched her chest with his stave, transferring the leftover power of the orb into Princess Celestia.

The power was surging deep within Princess Celestia's body followed by a blinding flash of colorful light before she slowly sat down. The overwhelming power felt too hard to contain, but with a calm mind, Princess Celestia was able to keep the power under control.

"This what you call Grand Magic, and it is yours for a limited time."

Princess Celestia's body had runic symbols pulsating at a slow pace around her body, but the power she could feel was immense, and it was from nothing but residue. She wondered how powerful was considering this power is but a meager fraction. Questions for another day.

"I need to go now and find my pupil," Princess Celestia announced with a firm countenance, her face said it all.

Yatava weaved together a portal to send Princess Celestia back to her reality. She gracelessly thanked Yatava before leaving him alone.

"All she needed was a pick-me-up, now it's up to her to figure out the course of action in dealing with her former pupil," Yatava said to himself. "Curious indeed... Princess Celestia. I wonder what you'll do."

Princess Celestia stepped out of the portal and back into her reality. It was still raining. She could feel a foul presence emanating around her, and it seemed to be Valda's powerful magic seeping out into the air. Princess Celestia sets off to track down Valda and put an end to this haunting nightmare.

Time to act like a princess; it was time to make a hard decision.

To overcome your fears and mistakes, you must charge headfirst into them and not give up, even if you're afraid of failure.

The threat of Valda Banks is high as her evil presence stinks the air around Princess Celestia. Now, once again like all those years ago, Princess Celestia has gained temporary access to this power, but will it be enough to put down Valda Banks... it is up to the princess. And not a moment sooner as Princess Celestia located Valda's position near the dark woods by using her magic.

Entering the woods, Princess Celestia's own horn emitted light without her notice, indicating that the Grand Magic bestowed upon the sunlight princess activates certain spells without her knowing about it. It's almost like the Grand Magic had a mind of its own, or at the very least, can assist Princess Celestia in certain circumstances.

Further, she goes and the heavier the dark magic weighs upon her. There was naught a single sound but the grass trampled by the princess's hooves. Princess Celestia braved through the eerie darkness and saw the dim moonlight shining faintly at the end of the dark woods. It didn't take the sun princess long to find Valda, as she was sitting out in an open field.

Entering the vast field, Princess Celestia witnessed swirls of black and dark purple energy exuding from Valda's body like smoke around the open area. Princess Celestia's heart fell heavy as she trudged through the swirling darkness and approached Valda, who had her back turned to her former mentor.

Valda's mane warped and flowed with dark magic as she slightly turned her head to the side to meet her former mentor's gaze. "I remember one of the lessons you taught me; a solemn lecture I thought I would carry through my life," Valda told Princess Celestia, her voice was quiet and dismal. "You taught me that I should never use my magic for anything other than helping and saving others."

Princess Celestia looked grim. "I did..."

Valda held an intense glare toward Her Radiance. "You told me I should never turn away from a creature in need... because you believed that doing the right thing paved a path towards true peace and prosperity when we practiced solidarity," she said, scraping the ground with her hoof, as if troubled. "Then I wondered why you took everything from me. I thought I was doing what you wanted... what you expected. So, why did you do it to me?"

Princess Celestia was silent as Valda waited for an answer. The air got heavy and a little hard to breathe; the weight of Valda's magic became hostile to the environment as her black tendrils drilled through the earth slowly; it caused soft rumbles.

"That was the first lesson you ever taught me when I was a filly," Valda said. "You took me in and cared for me like a mother... so why did you throw all of that away? Because you were scared of me? Did my growth frighten you so much that you cast away everything I worked so hard for?"

The interrogation directed by Valda waited for a response. Her hopes were answered with Princess Celestia's silence.

Valda ground her teeth and sighed. "I see... and you have nothing left to say. Well... that's fine by me," Valda whispered, getting up from the ground. Princess Celestia could feel chaotic waves of magic touch her as she backed away slowly.

"If a simple fear was all it took to cast me away, did you ever love me at all?" Valda questioned the sun princess, turning around to meet the only pony who showed her any fondness. "I'm going to kill you."

Princess Celestia sighed sadly. "All I can say over and over again is that I'm sorry I pushed you to be this way," she cried. "I should have placed my trust onto you rather than giving in to my fears, but right now, I have to stop you."

Valda chuckled. "I see from your body that you regained that special magic again, but I wonder if it will save you this time," she said, charging her horn, creating multiple bladed knives.

"It didn't have to be this way, Valda." Princess Celestia began charging her horn, conjuring a spear of light. "If I could turn back the clock to that time, I would in a heartbeat."

Valda laughed. "The result would have been the same; no matter how many times you could, this will be the outcome because YOU fear me!"

"Valda... please don't do this," Princess Celestia warned her former pupil.

"Too late."

Valda held her blades towards the moonlight drenched with the falling rain. The knives aim and shoot towards Princess Celestia with devastating speed, but the sun princess blocks them with her spear of light, deflecting the sharp blades to the ground.

Princess Celestia dashed at Valda and collided with her, clashing her spear against Valda's black tendrils with one another creating a whiplash of wind. They exchange blows without letting up, each interaction getting louder and more powerful than the last.

Valda blasted Princess Celestia away with dark magic before jumping high into the air, hoisted by her black tendrils. She pierces the sky and summons rays of pure darkness to assault the princess.

Standing firm, Princess Celestia stomps the ground with her hooves as the light from the earth is given form, creating a white golem of radiant light to tank the incoming attack with a solar punch.

When the onset of darkness strikes against the golem's fist, a massive explosion of black and white erupts with the golem's large fist powering through the dark rays and directly hitting Valda's body, knocking her out of the air and crashing into the earth with a resounding boom as loud as thunder.

As the dust cleared, there was a small crater where she fell. The former pupil rose from the ground but only to be met with Princess Celestia charging at her, jumping in the air, and slamming her weapon onto Valda, who barely blocks the princess's surprise attack.

Valda grabbed her former mentor with her black tendrils and threw her on the ground. "You will not beat me!" Valda declared with hatred. "What gives you the right?! I did everything, everything! And yet you betrayed me! I thought you were different from the rest of them, the ones who cast me out!"

Valda Banks started to break down as her magic became more unstable. The resentment and anguish she feels have started to unearth slowly as tears flowed out of her eyes.

"I won't forgive you! Never! In the end, out of everything I've done for you was all for nothing, and I can't stand it!" Valda cried out. "All I did was love and cherish our time! I tried my hardest to please, to make myself useful to you. I served you when you took me in, and you repay my love with betrayal. Tell me why!"

Princess Celestia saw Valda's body flare a faint purple and black as her anger reached its peak.

"Valda... I'm so sorry I did this to you," Princess Celestia quietly said, guilt littering her voice. "No matter how many times I try, the remorse for what I've done will never go away, but I love you like a daughter... I just got frightened and made the worst decision possible. I'm so sorry..."

Valda lashed out at the ground, tearing the earth apart in a fit of rage and passion. "How can one who sounds so gracious and kind spew nothing but lies?!" Valda shouted. "You are not loyal; you are nothing but an unreliable tergiversate! I will raze Equestria the ground!"

Princess Celestia became furious. "Enough, Valda! I will not let you hurt anypony else!"

She dashed at Valda and smacked her with the spear of light, propelling the former pupil into the ground, but Valda quickly rose back up and sliced at Princess Celestia's body with magical knives in retaliation.

"How does it feel?!" Valda asked Princess Celestia with a wicked look. "This is what I felt! Now you get to feel the stinging pain!"

Valda slammed her hooves on the ground to create a shockwave of dark magic, but it's blocked by a beam of light shot forth from Princess Celestia's horn, hitting Valda directly. She skids across the ground, rolling and tumbling before coming to a stop, seemingly lifeless to Princess Celestia. Worried, the princess galloped to her former student's body.

"Valda!" Princess Celestia cried out, turning over her pupil's body. "Valda, can you hear me?! Please say something!"

Valda opened her eyes and saw a distressed Princess Celestia. "Why?" she questioned. "Why is it like this? Why is this the only way? Why is life so unfair?"

The ground shook and rumbled around the two ponies, alerting Princess Celestia. "Valda, stop! It's over! You don't have to fight anymore!"

Valda shook her head as darkness creeped out of the ground, pulsating violently. "Do you think you've beaten me? You're no different from them. I will show you all my rage and hatred!" Valda shrieked as the force threw Princess Celestia off of her.

"I was disowned and abandoned; no pony wanted this freak. When I met you, I thought that could change, but you left me like the others. You don't love me!" Valda screeched so hard that the force cracked the earth and knocked Princess Celestia even further away. Valda floated into the air as swirling darkness enveloped her face. She raised her hooves into the air, casting a dark magic spell, a summoning.

Princess Celestia looked at the ground and the grass, its very life, being drained and coated in a grayish-black color. It was evident what Valda was casting, a spell that only dark magic had: the spell of death.

Valda, in her fury and animosity toward her mentor, now explosive, has gathered energy from nature to cast a spell of death which manifested into a large, menacing black skull with scarlet red eyes.

"Valda... I'm sorry for what I'm about to do," Princess Celestia grimly confessed to herself.

The princess started to charge a huge celestial beam of light in her horn, which is enhanced by Yatava's power, cracking the earth underneath Princess Celestia's hooves as she aimed it directly at the skull of death.

Valda used her magical power to pull the monumental skull down towards her mentor. Princess Celestia fired the celestial beam that collides with the skull in an effulgent flash of black and white. Princess Celestia yelled in pain from the amount of magic she's pouring into the beam as Valda dropped onto the skull to give it extra pushing power.

It was now or never for Princess Celestia. It was time to make a decision; not a moment before and not a moment later, and as much as it will pain her, she made a choice and gave all her magic into the celestial beam which pierces through the skull and Valda's body.

An explosion of light and darkness filled the sky, warping in a flash, and then it was over. The skull disappeared and Valda fell from the sky to the ground, in a deafening crash. Princess Celestia fell to the ground exhausted. She felt the evil magic slowly dissipate.

She raises her head and saw Valda laying on the ground. Princess Celestia mustered what little strength she had and crawled to her former pupil. Valda's lower body was gone, perishing in the great collide from the explosion that engulfed her.

"Valda!" Princess Celestia cried out in a pained groan. "Valda! Valda!" Princess Celestia lowered her head and held Valda close to her before starting to shed tears. Valda then opened her eyes. She was quiet and calm. The sounds of the rain began to fill their ears.

"So... that's it?" Valda pondered, tears streaming down her face. "Figures. I'm so tired..."

Princess Celestia's tears dripped onto her former pupil's face. "Valda! I... I'm so sorry!" Princess Celestia wailed.

"I can't feel my body anymore," Valda murmured. "Everything is getting dark. I... I don't know what to do."

Princess Celestia began to panic, hyperventilating; her head scrambling to think of a way to save her daughter. She attempted to use her magic to heal Valda, but it wasn't working. Princess Celestia's horn would not glow.

"My magic won't work!" she screamed desperately, holding Valda close to her chest. "No! No! No! Please, not now! I'm begging you! Don't take her away from me!" Princess Celestia saw Valda slowly fading. "You... you used all of your magic! You're vanishing!"

"Let me fade..." Valda whispered. "I want to sleep. I was so angry that I should have done something different all those years ago, but I didn't. I'm sorry, mother..."

Princess Celestia cradled Valda's head against her chest, trying to calm down. "Close your eyes and drift off to sleep, Valda," she muttered. "It's okay... i-it's okay. You've done enough, now have your rest."

As Valda faded away, for the first time since all those years ago, she felt happy again. Valda vanished in dark and white particles that floated into the air before dissipating.

Princess Celestia wept until she felt something touch her side. Turning her head, it was a spirit, the filly that hung around Valda.

"You're... is that you, Valda?" Princess Celestia asked.

The spirit was revealed to be Valda in her younger years, way before she became consumed with hatred. "I'm the innocence," the young Valda said. "Before I disappear to be with my real self, I wanted to say thank you for everything."

Princess Celestia didn't understand. "What do you mean?"

"For taking me in when no pony else wanted me," she explained. "They were all scared of me, of magic, but then you took me in and acted as my mother and mentor. Even when you took everything away, I finally know why you did it."

Princess Celestia looked towards the rainy sky. "It's true. I indeed feared your magical growth, and I wanted you to realize that you were going too fast," she said. "You had too much potential, and I thought you would become corrupted, so I took everything away, out of love and worry, but I was inexperienced..."

"I appreciate it, now that I know. Despite what happened, you gave me a home and affection when none else would. For that, I thank you, mother," the young Valda said, starting to fade away. "Have you had any other pupils?"

Princess Celestia smiled. "I have and there is one that is just like you. She loves studying and magic."

"What happened to her?"

"She became a princess of friendship, and... soon to be my successor. I learned from my mistakes in the past."

Young Valda smiled. "I wish I could have met her. What's her name?"

"Her name is Twilight Sparkle," Princess Celestia answered.

Valda giggled. "She makes for a good other. I have to go now. Goodbye, mother."

Princess Celestia cried again. "Goodbye, my daughter."

Young Valda faded away, leaving Princess Celestia to her lonesome. Yatava suddenly appeared and used his stave to keep Princess Celestia out of the rain.

"That was quite an interesting turnabout, Princess Celestia," Yatava said. "The power has left you and don't worry about your magic. It will return to you in a few minutes.

Princess Celestia looked up to the warlock. "Thank you, Yatava. I am in your debt." Princess Celestia bowed in appreciation.

"I'll keep that in mind, but for now... let's get you home. I'll clean up everything here."

"Thank you so much... I have to get back," Princess Celestia bowed.

Yatava tapped the ground twice, healing the princess and amassing a portal that takes her into Canterlot Castle. Before the princess left, Yatava urged the alicorn to keep what happened a secret, to which Princess Celestia agreed. The two beings then parted ways.

Princess Celestia stepped out of the portal and headed to her room for a good night's sleep... however, just minutes after she plopped on her bed, Princess Luna busts open the door and tells her elder sister to wake up and raise the sun. Princess Celestia groaned and got back up, tired and sleepy.

And then the memory ends.