The Rise of an Empire
Chapter 11
Written by KingSombraTheTyrantRuler

Fluttershy's eyelids flutter open, and she's confused upon seeing her surroundings. It's unlike any place she's seen before, and she certainly didn't remember coming here.

She tries to get up, and notices a few IV tubes stuck in her forelegs. "What... happened?" she asks herself.

And then she remembers.

Jumping off the cliff. Rainbow's screams. The pain. And last of all, the umbrum who had saved her.

But why would an umbrum save me? Wait a second... She remembers seeing articles about umbrums in the newspapers when she used to read them. That would mean...

Almost as if on cue, the door opens and Midnight comes in. "Fluttershy! You're awake!" she says happily. "I was so worried about you."

"T-twilight? Where a-am I?"

Something in the dark Queen's eyes shifts after hearing what her friend addressed her by, and she says, "Not Twilight anymore. Call me Midnight."

"O-oh. Sorry, but Midnight, where am I?"

"Do you remember anything from before?"

"I-uh... remember it all," she says hesitantly.

"Don't be scared, Intrépido works for me. However...why did you do it, Fluttershy?"

She shies away from the dark alicorn's gaze and looks at her hooves as she says softly, "I just didn't see the point of staying alive. Everyone ignored me, and I felt so guilty about what I did. Even if the others influenced me at that time, and I was too scared to say anything different...it was wrong of me. I should've known better," Fluttershy explains, fresh tears falling down her cheeks.

"It's ok, Fluttershy," says Midnight, already thinking of something. "Don't beat yourself up about it. Just rest and don't worry about anything, ok?"

"Okay," Fluttershy meekly whispers as Midnight turns and leaves the room.

"Fluttershy can easily be convinced to join our cause," says the dark Queen thoughtfully. "Her nature would not only ensure that she would feel guilty for following the others, but it would also mean she would be willing to do anything to repay me for what she did. And with a few well planned favours to her...she would be easily won over."

"Now...With Rarity unresponsive, that leaves just Applejack and Rainbow Dash, and trust me, I will get my revenge on them," Midnight tells Sombra. "They will regret everything, but it will be too late! They shall plead for mercy on their knees, but they shall find...none!"

"What do you plan to do, dearest?"

"Let them come," she replies. "They will come here sooner or later, and when they do, I will finish them."

Applejack wakes up to find Rainbow Dash and Fluttershy gone. Deciding to save the panic for later and search for them first, she checks the whole cave and then cautiously walks outside.

A few minutes later, the blue frame of her athletic friend comes into view, but there's no sign of Fluttershy. She walks up to the cliff, and doesn't see her anywhere.

Knowing that Rainbow is the only one who could have any possible idea of the yellow Pegasus' whereabouts, she hefts the Pegasus onto her back and returns to the cave.

When Rainbow wakes up, Applejack notices that her eyes are red, and she doesn't seem her usual self.

"Dash?" she asks, softly. "What happened? Where's Shy?"

At the mention of Fluttershy, Rainbow's eyes glisten. "A-applejack....She... She's dead."

"Dead?" Applejack murmurs in shock, not knowing if she heard correctly.

"She...jumped off the cliff. I tried to stop her...but I couldn't....I couldn't save my best friend... What use am I?"

"It's not your fault, Dash," Applejack says, hugging her. "It's Twilight's fault, and we'll make her pay."

Rarity sits up, looking around with wide eyes. "Please...no..." she whimpers, seeing the corrupted Twilight approach her. "I'm sorry..."

"It Is ToO lAtE tO sAy SoRrY nOw," says 'Twilight' with a distorted voice. "ThE dAmAgE iS aLrEaDy DoNe."

"Please don't hurt me," she whispers, shaking.

She feels a hoof on her shoulder. Someone calling her name. The voice sounds familiar. She looks back fearfully and sees Applejack's concerned face, her lips moving but no sound coming out.

Just as she's about to respond, Applejack becomes Twilight, grinning wickedly. "YoU wIlL pAy FoR tHiS, rArItY."

Rarity faints.

Fluttershy stands up shakily, bored of doing nothing but resting in bed for the past week. She stands in front of the door, wondering if she should leave the room, and if she was even allowed to.

Too scared to find out the answer, she walks around the room instead, and glances out of the window, at the ponies walking in the streets, doing their day to day life.

She can't help but think of how beautiful the Empire is, and is so lost in her pony watching that she fails to hear the hoof steps from behind her.

"Fluttershy, right?" asks a deep voice, and her heart races as she slightly jumps, turning around to see none other than King Sombra.

"Y-yes," she replies fearfully.

"Relax, you have nothing to fear. Midnight told me about you."

"Oh."

"I have heard that you are good with animals. In my garden, there will undoubtedly be many of them. If you want, when you feel better, you may go to the garden whenever you wish. Oh, and Midnight also spoke of how you kept many pets in your hometown. "

Fluttershy nods sadly. "It's been so long since I last saw any of them, even Angel Bunny. They must all be so scared...and there's no one to take care of them either."

"If you like...I can arrange for them to be brought here."

The pegasus becomes ecstatic despite her weakened state, and for the first time in ages, a huge grin adorned her face. "Oh, thank you, King Sombra! I would like that very much!"

King Sombra nods and allows a smirk to cross his face as he leaves. Everything is going according to plan.

A few days pass, and true to his word, King Sombra had brought all of Fluttershy's pets, and they were now in a spare room in the Castle, which had been modified slightly by Midnight to accommodate her animals.

She had been overjoyed and this, and in a moment of utter bliss, had asked how could she ever repay them both for this act of kindness. The King had promised that the time would come, and it had...

Fluttershy tossed and turned in bed, unable to sleep due to the growing turmoil in her head. Life, to her, had been granted once more, but at the price of joining a pony she knew once before.

However, Twilight was not the same- she was evil, and bore a new name. And while Fluttershy was scared...she knew she would eventually be offered a place in Midnight Terror's army, and she had no way to get out of saying anything other than 'yes'.

She had to make amends for her former sins; it would be cruel of her to leave the newly turned alicorn again. Although it would require leaving her very morality behind...she would have to do it; it was what was right.

Now recovered from her wounds, Fluttershy was able to sit up in bed without wincing from pain. Getting out, she stumbled towards the bathroom to freshen up, and mulled over what to do as she lay in a hot, steamy bath.

She played with the bubbles, relaxing in the water that was just the right temperature as the scene of the previous night replayed itself in her mind.

The yellow pegasus had just gone for a walk in the Castle's garden, desiring to get some fresh air and perhaps meeting some sort of wildlife, for she was becoming rather bored, staying in the same room all day.

The gardens were absolutely beautiful, and her mind rejoiced upon seeing the flowers and plants, many of which she had been hoping to see for a very long time, but until now, had been unable to.

In fact, she was just on her way to take a closer look at one of the many breeds of roses, near which a bird was resting, when the sudden sound of hoofsteps from behind drew her attention.

Freezing up momentarily as her heart began to beat faster and faster in fear, Fluttershy could only wait for the pony to draw closer before she would look. The hoofsteps came to a stop beside her, and a familiar voice, that had not changed at all despite the numerous changes its owner had undergone spoke, "Ah, Fluttershy. What a surprise."

"Good afternoon, Queen Midnight," the pegasus replied, thankfully managing not to stutter.

This response merely drew nothing but a disapproving look from the dark alicorn, who said, "Did I not tell you that you are free to call me by my name? We are friends, are we not?"

"F-forgive me, Midnight," Fluttershy whispered meekly, trembling a little.

"Think nothing of it," says Midnight dismissively. "However, it would do you well if you were to remember that in the future." Fluttershy nods, and Midnight continues, "So, how have you been finding your stay at my castle so far?"

"It's been wonderful," the pegasus replies, not exaggerating the slightest bit. Though the presence of evil bothered her, it was truly a nice place.

The Queen nods satisfactorily. "That's great to hear. Now, Fluttershy, remember how you asked how you could, in your words, ever repay King Sombra and I?" The pegasus nods, and Midnight continues, "It may be too soon to ask, but I've been thinking quite a fair bit recently, and the help of someone like you on my side would be invaluable."

Fluttershy nervously begins to say, "Uhm-"

"Fear not, you shan't have to take up a position in the army; I was merely referring to your healing skills, as well as your excellent skill with animals and creatures of all kinds. I won't pressure you to make your decision, but know that if you were to join me, not only would I be extremely happy, but you would also have a much better life..."

"I, uh, I'll think about it, Midnight," Fluttershy stammers, and nodding, the alicorn leaves. The yellow pegasus sighs as she returns her gaze to the flowers before her, and whispers softly, "They've been so kind to me... What am I to do?"

Ever since then, the offer had haunted Fluttershy every waking second. She was hesitant to play a role in the downfall of Equestria- to help the forces of evil, but the guilt from betraying Midnight before also hung heavily on her heart, and she felt as though she had to make it up somehow.

Especially after Midnight had saved her from her suicide attempt. Thinking back on it, she wasn't sure she could have found contentment in the afterlife. If anything, it scared her, especially the thought of being held accountable for every good and bad deed she had done throughout her lifetime.

Fluttershy wasn't completely sure, but wasn't the saying- follow your heart?

Her heart was telling her to join Midnight.

Rainbow Dash's heart was racing as a Crystal guard marched past. If he'd come any closer, they'd have been done for. "So, you're sure this plan of yours will work?" Applejack asks sceptically.

"Like, there's only a sixty percent chance it'll go wrong and we'll die," the pegasus replies. "But we should be fine. I hope."

"Y'all haven't thought this through properly, have ya?"

Rainbow hisses, "Don't make fun of me, AJ!" and turns her gaze back to the Castle looming ahead. She gulps. I really should have thought this through...

Author's Note

Life is a bitch... at least I found my drafts from before my life got all messed up, and after a bit of editing and writing, here we are. I hope you all enjoyed this chapter; please vote/like, comment, favourite/track/add to your library, and follow!