Inner Demons: Fragments of Truth

by Sapphire Valley

Rating: teen
Tags: Adventure, Sex, Tragedy, Dark, Sad, Drama, Original Character, Trixie, My Little Pony: Friendship is Magic, Rarity
Length: 43317

Rarity is forced to learn the truth behind Midnight, and her own horrible connection to the past.

Play this song first!

A long time ago, there were four friends. Two were ponies from Equestria, but one was an angel from Elysium, and the other was a demon of Tartarus. None of that mattered to them though, as they grew up, they tried to ignore their destinies, hoping that their friendship would prevail over fate. Oh how wrong they were.

Rarity now finds herself alone, trapped inside Elysium, given more questions at every checkpoint and forced to see memories of a past she shouldn't have any connection to. Why is she here? What do the angels mean mean that "her life isn't hers"?

And who is Vale?

This is a vital part of the Inner Demons series. Recommend reading Inner Demons first.

New cover art by The Spectralist

When did this happen?! Fragments of Truth added to the TV Tropes page?!

Published 2012-09-21 03:54:02 UTC
Last updated 2013-09-12 19:57:22 UTC

Floor I

Common misconception that I wish to clear up, Equestria is the name of the country, not the world. As such, the planet will be known as Terra by the angels. I've decided to draw heavily on two of my favorite games to create this side of the world, so for those who get one reference gets a cookie. Those who get both get a whole cake all to themselves.

Floor I – What's Going On?

Inside the tower was pure white. After a while she felt tired, so she stopped running and began walking through the hallway. As she walked, she thought hard about everyone back home. Poor Sweetie Belle had to be worried sick. Apple Bloom was supposed to be leaving soon, so she was bound to be really sensitive. Fluttershy and the others would be looking for her soon, if they weren't already. Finally, Spike...

"Oh Spike," she said looking down at the golden bracelet that she wore on her front right hoof. It had the red heart stone he got for her eleven years ago in the center. It was her prized possession. At least, material wise. Looking at it made her want to cry, as she remembered the day she gave it to her.

~Last Month

Rarity was wearing a purple cocktail dress, dark purple eye shadow, and was currently applying red lipstick as she looked in the mirror. This was their ritual after they became an offical couple. They went to a different restaurant every year, trying different foods and searching for the best dish in Equestria. They also made it a habit to order something different all the time if they went to the same restaurant during that year.

Naturally she was looking forward to this day.

The doorbell rang just as she was applying her perfume. She finished up and trotted over to the door.

"Coming, I'm coming," she called out. Since her high heels were at the side of the door, she quickly put them on and opened the door. Spike did a double take when he saw Rarity.

"Wow, you look amazing."

"Thank you Spike," Rarity said softly and sweetly. These days it seemed like she and Fluttershy were switching places in how they spoke to their special someponies. In Spike's defense, he wasn't a pony, but terms like that applied to him, right?

"Oh, I got you something," Spike said reaching into his tuxedo jacket and pulling out a somewhat small box, "Remember when I asked to borrow that heart stone I gave you?"

"Yes, I remember," Rarity said.

"Well, I actually had it fitted into a bracelet, but a special kind of bracelet."

"Oh Spike, you didn't have to do all of that. I may be high class, but that doesn't mean you need to go so far for me."

"Actually... this time I did," Spike took her front right hoof into his hands, "Rarity, we met twelve years ago. Back then, I was just a baby dragon, but you were a full grown mare. I thought you were absolutely radiant then, but as I was a kid I didn't fully know how I felt. All I knew was that I wanted to make you happy."

"Spike, I-"

"Just wait. I swear this will be worth it," she knew all of what he was saying, but something told her to let him continue, so she simple smiled and nodded, "That day ten years ago, during the... incident... seeing you hurt like that woke something up inside of me. In that moment, I aged immediately into an adolescent dragon, and I knew that my feelings for you weren't just a crush. I loved you, so much that my body had to grow in order to contain it. Even now, your smile is the most precious thing in my life. I don't need anything else; money, fame, as long as I can see you smile."

"Oh... Spike, that has to be the sweetest thing you ever said to me," by now she felt tears building up in her eyes. She had never felt so loved before.

"Would you believe that I'm not done yet?" Spike asked smiling, surprising Rarity a bit. What else could he say? "I thought about how I was going to do this for a long time. I even asked Macintosh and Shining Armor for tips. In the end, none of their ideas seemed to express how much I loved you, so I decided to just follow my heart," what on earth was he talking about? It almost sounded like he was-

Rarity's breathing picked up as Spike, still holding onto her hoof, slowly knelt in front of her.

"Oh... Celestia..." she just barely got out.

"Rarity, eleven years ago I gave you my heart, and ten years ago you gave me yours. I asked to borrow mine so I could give it back, along with my soul," Spike opened the box, showing the now slightly smaller red heart stone, now fitting in the middle of a golden bracelet, "Rarity, will you marry me?"

She couldn't believe it. She knew that this day would come, but she had no idea it was going to come today, like this. Thankfully she knew how to apply make-up without ruining it, because her tears were coming down like a waterfall now. She couldn't tell if she was laughing or crying, but she knew that right now, she felt so much joy, so once she found her voice...

"Y-yes!" Rarity cried, "Yes Spike! I'll marry you!"

Spike's eyes were wide, but once he calmed down a bit, he gently put the bracelet on her hoof. He then stood up, slowly raising Rarity onto her hind legs, and kissed her. Oh, screw dinner, Rarity thought as she lead Spike inside. After that confession, dinner seemed less important than what she wanted, needed to do with Spike right now.

~Present Day

"I have to get back to him," Rarity said to herself, "Spike, wait for me."

She found her second wind and galloped onward. At the end of the hallway she saw a golden door with the number "I" one it. She slowly approached the door, about to open it.

So, have you finally come to your senses? Are you ready to continue your Directive?

Directive? What directive? And who was that voice?

"Um, excuse me?" Rarity called out, "I'm sorry to sound rude, but I simply must be on my way. You see, my family is probably looking for me, and I-"

Through this door is a memory fragment. It contains Vale's memory, as well as that of others associated with her. All you have to do is proceed with the memory.

"Hello? I don't think you quite heard me. I said that I have to-"

Often times you'll find yourself facing demons in Vale's past. If this happens, just act naturally. This is Vale's memory being repaired, and the demons are the remains of darkness that infected her. Now, open the door when you're ready.

"Are you ignoring me?!" Rarity fumed, "I will not be ignored! Now, I demand that you send me home this INSTANT!" she stomped her hoof, expecting the voice to speak up. Sure enough, they were ignoring her. Sighing in frustration, Rarity decided to do the only thing she could do. She didn't know how to get back to Equestria, and apparently that person speaking wasn't going to tell her what was going on, at least not yet. With no other alternative...

Rarity opened the door...

The room was very large, and it sort of looked like an arena. There were really brigt lights close to the ceiling, and the architecture was very much like what Rarity would have seen in Canterlot castle. In the center of the room she saw what looked like a pony standing with their back turned to her. They were wearing a white cloak, and all Rarity could see was they had a blond tail.

"Um, excuse me," Rarity called out, "Do you know why I'm here?" the pony in front of her was deathly silent, "Ah, I see. You're here against your will too. In that case, perhaps it would be best if we worked together," they remained silent, as if they didn't even hear her. Rarity groaned in frustration and trotted over to the pony, "Now look here, I have been ignored from the moment I arrived in this tower, and quite frankly I'm sick of it. You will aknowledge me!" she put her hoof on their shoulder to turn them around.

You will give back her soul, even if we have to pry it out of you...

"Huh?" Rarity stepped back when she heard that voice. It was almost like a whisper, yet it was perfectly clear in her head. The pony turned around, showing their face. They were pure white, they had a blond mane, much like their tail, but they had a white band covering their eyes. They also had a long unicorn horn on their head. It took a second, but when Rarity realized what this was, she saw red.

"Wait... you! You're the one who-" the pony lunged forward, forcing Rarity to jump back. As she landed she saw the pony's cloak had fallen off, revealing long white pegasus wings. This pony was an Alicorn.

No... based off of what she learned over the years, this pony was an angel.

If you don't want to be deleted, then face the opponent in front of you. Either way we still get what we set out for. It's up to you how we get it.

This was getting so out of hoof. She still had no idea why any of this was happening, and no one was telling her anything. All she knew at this moment, was she had to fight. She charged up the power of the Element of Generosity, noticing how cold the air around her got. This was a good sign. She hadn't used its power in a long time, so hopefully she hadn't forgotten anything.

"I don't know why you brought me here, but I have no plans on dieing just yet!"

The angel spread his wings and lunged at Rarity, who jumped to the side. The angel rushed up to her again and locked horns with her. It seriously had been a long time since Rarity was in a serious fight like this, but thankfully she gained knowledge of combat when the Element of Generosity was in combat mode. She and the angel clashed horns for a good few minutes, until she saw an opening.

Rarity used that opening to lunge at the angel herself, knocking him down. As he got up, Rarity charged up energy into her horn. She then fired icicles at the angel, who flew out of the way still making his way over to Rarity. When he reached her, their horns locked again, but this time he managed to push Rarity down onto the floor.

It is inevitable. Return that which does not belong to you.

"Shut up!" Rarity shouted. She got up and charged up energy through her horn again, this time longer than before. The angel rushed over to her, but she moved to the side and out of the way. For a good while the angel just chased Rarity around the arena. After she had built up enough power in her horn, she jumped far away from her opponent and pointed her horn at him. She unleashed her attack in the form of a large ice beam, encasing the angel in a large icicle. She followed up by charging through the icicle, knocking the angel onto the the floor.

She stomped her feet looking at the angel, ready to charge again if he attacked.

Soon you will see that it is pointless to resist.
You're only hope is to go forward.
She won't let you do otherwise.

The angle fell limb and began to glow. He slowly vanished before Rarity's eyes, shocking her a bit. Did she actually...?

You can't kill what doesn't truly exist. You two actually have a lot in common.

"Wh-what?" Rarity asked looking up, "What could he and I ever have in common?"

Perhaps seeing the memory fragments of what happened will make you more willing to proceed with your directive.

"What are you talking about? What directive?" Rarity asked. Once again her question fell on deaf ears, but Rarity noticed a bright light above her. The light condensed into a small orb that fell to the tip of Rarity's horn. The second it made contact Rarity felt a sharp pain in her head, so much that she fell to the floor. She then felt images forced into her head, almost like they were her own thoughts. Even though her head was hurting beyond a migraine, all she could do now was proceed with the images in front of her.

Vale...
Your reawakening is at hoof...
Rise up...
Guardian of Equestria...

She opened her eyes and looked around. She was still in the Tower of Light, the white walls and machines giving it away.

"Guardian, look up."

The Guardian looked up at the large Alicorn standing on a pedestal in front of her, the light emanating off of her was so much that the young Alicorn wasn't able to see her.

"Please state your name and rank," the glowing entity commanded.

"Guardian Vale, Angel Class S, under direct command of Faust, also known as the All Mother." the Guardian said seriously, her voice somewhat deep yet feminine.

"Tell me what your directive is," the glowing entity commanded.

"I was created with the mission to protect Equestria from the darkness of Tartarus. My title is Guardian of Equestria."

"Good, being asleep hasn't taken away your memory," the glowing entity said, motioning to the window. The young mare walked over to the window and saw the planet outside.

"Vale," the entity asked, "You remember Equestria, do you not?"

"I do," Vale said nodding, "I have been there numerous times."

"You have friends down there, correct?" the entity asked, getting Vale's attention.

"They haven't died?" she asked.

"I do not believe so. Imprinting your directive only took fifteen years, so they should be alive."

Vale looked back at the blue planet, smiling a bit. Good, she thought, they're still there. She hoped that they still remembered her.

"I know that your awakening was sudden," the All Mother said, "You see, the situation on Terra has changed dramatically."

"How so?" Vale asked looking up at the entity.

"The monsters of Tartarus have begun their assault. Information on Tartarus should have been sent directly to you."

Vale thought back, and sure enough she did know about Tartarus. It was like the information was always there, even if she could remember a time where it wasn't.

"Tartarus is the opposite section to Elysium. It can be reached directly from Elysium, and a gate to Tartarus exists somewhere in the country of Equestria," Vale explained. What she didn't say was that one of her friends was from Tartarus. She would never say that, for she feared what would happen if the All Mother found out.

"Correct, currently the gate to Tartarus has cracked open. Monsters are leaking out."

"What?!" Vale asked, showing the most emotion she has shown since awakening. The All Mother took note silently.

"Also," the All Mother continued, "Somepony has accessed the code needed to control day and night. Originally dominion of the sun and moon was to go to you, but your function has been adjusted for this mission. You have been redesigned strictly for combat purposes."

Terra's orbit was different than other worlds. It was an experiment, using magic to control the planet's orbit. Every few millenniums Elysium would send an angel down to actively monitor the code and control day and night. This generation's angel was supposed to be Vale, but apparently the situation had changed.

That was when Vale looked at her flank. Normally the angel sent to hold dominion of the sun had a "Cutie Mark" shaped like the sun, but in the case of Vale right now hers was a sword and shield.

"Vale, as you have friends down there, I understand if you do not feel up for this mission. If necessary, I can send-"

"With all due respect, All Mother," Vale said looking up, "it is because my friends are down there that I must accept this mission. If anything happens to them I would never forgive myself. Please All Mother, allow me to go to Terra."

The All Mother looked down for a second thinking, "Very well," she said, "You will be sent down to Terra using the same Light Road you used when you were a filly. As such, you will land in Equestria at the same entry point. Unlike back then though, you will not be required to return to Elysium at the end of the day. You will remain in Equestria until your mission is complete."

This meant she could remain with Bayonet and Azure this time. She couldn't help but smile a bit hearing that.

"Upon arriving in Equestria, you will have two missions. Mission one is the most important. You must act to protect Equestria from any demons that invade. No matter what form they take, you have to destroy them."

"Understood," Vale said nodding.

"Your second mission is to find the pony who is using the code. At the moment we do not sense a threat from this, but the only pony who should be able to control the sun and moon should be an angel. You must find this pony and insure they are trustworthy. If they are, protect them, as I'm sure that the demons of Tartarus will be targeting that pony. The demons have been trying to gain control of the sun and moon for eons."

"Protect Equestria and find the pony with the code, got it," Vale said.

"The Light Road has been prepared. Vale, you may descend whenever you are ready," the All Mother said.

"Then I will depart immediately," Vale turned around and galloped down the hall. Now that she was out of the view of the All Mother, she could emote a little more. The only thing on her mind right now was the safety of her friends.

"Azure Sky, Bayonet, I'm coming," she said to herself. She wouldn't let the demons of Tartarus destroy her second home. She wouldn't let them kill her friends.

At the end of the hallway she was running in, she saw what looked like a glowing pool of water, but she knew better. She stopped in front of it, and slowly walked onto the pool, actually standing on the water. Once she was in the center she flexed her wings and allowed the light to envelop her. Her surroundings faded away, and she started to feel like she was falling.

She closed her eyes and began to focus on flying down. She had done this so many times in her youth she wasn't afraid of falling. In fact, by flying she could get there quicker.

After a minute or two, she felt the cool air of Equestria. She shifted her stance so she could slowly descend and land on her feet, and once she felt the cool grass on her hooves she opened her eyes. It was night time, but it looked the same. She could even see the village in the distance.

"Looks like I'm not too late," Vale said with a smile. She began trotting over to the village, deciding it would be best to start there.

She walked through the forest, remembering the times she and her friends played together here. She was sad when she had to leave to be conditioned for her directive, but it would all be okay now. She would meet up with her friends, ensure their safety, and then be on the lookout for any demons.

As she walked, she heard something. It was soft, but the sound was unmistakable.

Sobbing...

Somepony was crying...

Vale stopped and looked around, following the sound to a bush next to her. Suddenly she remembered the first time they met... her.

"Impossible..." Vale said to herself. The odds of it were...

When she looked through the bush, she was shocked. It was a young mare about her age, maybe a few years younger. She was an Alicorn just like Vale, and even though she was bigger now (about the same height as Vale), her mane and tail were fuller, her wings were larger, and her horn was longer, Vale recognized the crying mare immediately, as her Cutie Mark gave her away.

"Midnight?" Vale asked walking over to the mare. She looked up at Vale after a second, her eyes red showing how long she had been crying. Her eyes lit up however when she saw her friend.

"V-Vale...? Is that you...?" she asked, her voice deeper, but recognizable. When Vale nodded smiling, Midnight beamed and embraced her, "Vale! I can't believe it! It's really you!"

"I see you haven't changed," Vale said returning the hug from her friend.

"When Azure and Bayonet told me that you returned to Elysium for your directive, I thought I'd never see you again!" she looked in Vale's eyes, crying again, but now she was smiling, "I'm so happy!"

"I'm glad that you're happy now, but why were you crying earlier? Those weren't tears of happiness, darling," Vale asked almost motherly.

"Um..." Midnight looked away ashamed. That meant that whatever she was crying about was something that she didn't want to share. When they were kids Midnight was always sensitive, so often she would start crying for silly reasons. You'd think that after fifteen years she'd have grown up a bit.

A deep growl was heard that caught Vale and Midnight's attention. A sense of wrongness came over Vale. She knew exactly what that was.

Demons...

Small black clouds appeared on the ground all around them, and small black trolls came out of them. They were half the size of the two Alicorns, and there were at least ten of them. Vale braced herself, but she noticed Midnight hiding behind her. Vale took a look at her friend and noticed how bad she was trembling.

"Is this what has you so afraid?" Vale asked softly, Midnight's only response was to back away a little more. Vale then turned to the approaching demons. She hunched over spreading her wings in a threatening manner, her sapphire blue eyes suddenly glowing green as she summoned her new powers.

"You are not welcome in this place!" Vale proclaimed.

The trolls rushed over to the two Alicorns, but Vale turned around and buck kicked a troll into the group knocking the rest of them back. She then looked at Midnight seriously, her eyes still green.

"Find someplace to hide!" Vale commanded. Midnight nodded and ran behind a large rock watching the angelic Alicorn fight.

Vale turned back to the trolls and charged at them, leading with her horn. She blew most of the trolls away, but one got impaled on her horn. She slammed her horn onto a tree making the troll disappear in a black mist.

The trolls starting firing small black beams out of their fingers at Vale, but she rolled out of the way and fired white blasts out of her horn at them. She hit four of the trolls, dispersing them.

Five down, five to go.

The remaining trolls ran up to Vale, but she kicked, swung with her horn, everything in her power to keep the trolls away. She jumped in the air as the trolls lunged at her, causing them to hit each other as Vale landed behind them. She turned around to face them, and then flew up into the air a bit. She spread her wings, causing multiple lasers of light to rain down on the trolls, killing the rest of them.

Vale landed, allowing her powers to die down.

"Midnight? Darling? Are you here?" Vale asked.

"Y-yes. I'm here," Midnight said stepping out from behind her rock, "You were amazing, Vale. Was that from your training on Elysium?"

"Yes, actually," Vale said walking over to her friend, "Are you staying in the village?"

Midnight nodded, "Would you escort me?"

"Of course, dear," Vale said, "Let's go."

The two Alicorns began walking to the village. Once they were about halfway there, Midnight looked like she remembered something.

"Wait, what time is it?" she asked.

"Well, I left Elysium at about five Equestrian Time, and it's been an hour since then, so that makes it six."

"It's that late?! I almost missed it! Azure would have been so mad at me!" Midnight said.

"Almost missed what?" Vale asked watching Midnight run off over to a high point. Midnight looked at the sky and closed her eyes, making her horn glow. At first Vale wasn't sure what she was doing, but after a second Vale noticed something.

The sun was rising...

"Midnight... are you raising the sun?" Vale asked as Midnight turned around with a sheepish expression.

"Is that bad? I know that angels are the ones meant to control the sun, but I wanted to help..."

Vale was shocked, but it answered why the demons of Tartarus were after Midnight. She was the one with the code.

Rarity stood up as the images faded. Those were some of the characters from her dreams. She remembered the names Bayonet and Azure Sky, that purple pony that looked like Twilight was Midnight...

And Vale...

She saw everything though her eyes, as if she were Vale. But that was impossible. She wasn't an Alicorn, nor was her Cutie Mark a sword and shield.

"I don't understand this at all," Rarity said to herself, "Why am I even here?" she looked down at her heartstone bracelet, fighting back a few tears, "I just want to go home..."

She shook it off, and walked over to the door in front of her, figuring that the only way she could go was forward. If nothing else, she might figure out what's going on if she moved on.

Floor II

Floor II – Why Am I Here?

As Rarity climbed the spiral staircase, her thoughts went back to her current situation. How long had she been here? Somehow she had lost track of her perception of time here. It was almost like time didn't even exist here.

She still didn't even know why she was here. That voice was dead silence since the last floor, and she hadn't run into any angels on the way up. Even if she had, it wouldn't have meant anything. Every time she had met an angel other than Princess Celestia all they did was fight her, calling her a "thief", and saying that her life "didn't belong to her".

When Rarity reached the next checkpoint she stopped and thought about what those statements meant. What did she steal? And how could her life not belong to her?

"It just doesn't make sense," she said to herself, "My life is mine. My identity is mine."

"Is that what you believe?" a familiar voice asked. It wasn't the voice from before that was ordering her around, nor was it the whisper like voice that was the angel from before. This voice actually sounded like a pony, and somepony she recognized. She looked forward, and saw the source of the voice. A pony with an azure blue coat, light blue mane and tail, and wearing a fancy silver witch's hat and cape.

"Wait..." Rarity asked stepping back, "Trixie?!"

"Life and identity are two different things," Trixie said walking up to Rarity with a serious expression, "Somepony's identity can belong solely to them, while their life can actually belong to someone else."

"Life and identity...?" Rarity asked, suddenly shaking her head snapping back to reality, "Wait, before that, how are you here? I thought you were-"

"Dead?" Trixie asked laughing a bit, "Your right, I am dead. Here though, I'm able to present myself as an Avatar."

"How are you able to..." Rarity then had a horrible thought, "Wait... am I...?"

"No, you're not dead," Trixie said, relieving Rarity, "But according to a few ponies here, you were never alive to begin with."

Rarity groaned in frustration, "What does that mean?! How am I not alive?!" Trixie winced a bit at Rarity's outburst, and all of a sudden Rarity felt guilty, "I'm sorry Trixie, I shouldn't take my frustration out on you."

"It's okay," Trixie said with a sigh, "I wish I could tell you everything, but the truth would be too painful, nor is that the reason why I'm here."

"They why are you here?" Rarity asked with a sigh, "Are you going to fight me too?"

Trixie laughed, "Actually it's the opposite. I'm here to help you."

"If you were really here to help me, you'd get me out of here."

Trixie looked down in sadness, and Rarity took note. She knew something.

"As long as the All Mother wants you here, you'll have to remain here," Trixie explained, "You don't have a choice but to proceed. My job is to make sure you proceed in the right direction."

"Proceed in the right direction?" Rarity asked.

"From here on out, things are going to get a little different for you as you climb higher," Trixie explained, "You may have to fight more, and you might even lose something important to you, but you have to proceed onward, no matter what. My job here is to make sure you reach the top."

"Will all of this make sense at the top?" Rarity asked, getting a sigh from Trixie.

"Sadly, they will."

What the hell did she mean by "sadly"? Was there something no one was telling her? If she did know the truth, would she turn back and run away? Could she run away? In the end, realism won over fear, and Rarity shook her head sadly.

"Okay then," Rarity said with a sigh, "Let's go."

"You're ready?" Trixie asked.

"Honestly, no I'm not, but you aren't giving me much of a choice. Just tell me, I do get to go home after this, right?"

Trixie didn't say a word. She just looked down sadly. Rarity's heart was leaping out of her chest. Why didn't she say anything?

"The All Mother gave me the memory fragment," Trixie said changing the subject, "I'll transfer it to you now."

"Trixie, wait. You didn't answer my-"

"Some truths are better left unsaid. Good luck Rarity."

She wanted to protest now, but it was too late. Trixie sent the memory fragment over to Rarity, and the second it touched her horn Rarity felt a sharp pain in her head. Looked like she'd have no choice but to trust Trixie now.

By now the effects of Midnight's spell had begun to take full effect, and the sun was shining brightly. They were almost at Canter Village, so Vale decided to ask Midnight a bit about what she had missed.

"You're royalty?!" Vale asked in shock.

"It's surprised me too," Midnight said sheepishly, "But when the villagers saw my ability to control the sun, and believed me to be of royal descent. They've been really nice to be because of it, protecting me from the demons."

"So why were you alone crying last night? It seems like it would be better for you in the village," Vale reasoned.

Midnight looked down in guilt, "The villagers have this image of me being a strong leader, but I'm not. Everything that they think I am, that's Azure. I can't live up to what they want me to be."

"Midnight, running away from your problems is never the answer. You need to tackle your weaknesses head on. Also, if you can't do it alone, that's what friends are for."

"Vale..." Midnight stopped, still looking at the ground, "I'm pathetic, aren't I? Everyone says I'm one thing, and I'm actually the complete opposite. I'm weak, helpless, a coward. I'm nothing like you."

"Oh Midnight..." Vale said walking over to Midnight.

"You were amazing back there. It reminded me that I'm still the same Midnight I was when we were kids while all of you have changed. Azure is the greatest mage in the village, Bayonet is a master carpenter, and you're stronger. I'll never be like you guys."

"You don't have to be strong like us. You just have to be you," Vale stated lifting Midnight's face to hers, "You'll get stronger."

"You believe in me?" Midnight asked.

"The first step is to become less dependent on others. Once you learn to stand on your own four feet, then you'll be on track to becoming stronger," Vale playfully flicked Midnight's forehead, "And no more running away from your problems."

"R-right."

Vale smiled and then began walking back to the village. Midnight ran after her to catch up.

"By the way, what kind of angel are you now? Did they give you a special directive?"

"Yes they did," Vale said proudly, "But I think I'd like to wait till Azure and Bayonet are here as well. I think you'll be happy with it."

It looked like Midnight wanted to know really badly. Well too bad for her, she'd just have to wait. Sure she wasn't exactly here for fun purposes, but she was still here, and that was cause to celebrate.

Vale and Midnight walked into Canter Village an hour later to see a lot of commotion. The villagers looked frantic and some of them were even wearing armor.

"Oh dear..." Midnight said looking worried. Vale was confused. Were they looking for Midnight?

"There you are!" they heard in the distance. Both alicorns looked out and saw a familiar blue unicorn walking up to them. She was wearing a dark blue and gold robe now, her magic wand Cutie Mark sown to the side, and her light blue mane and tail were much fuller, but Vale recognized her.

"A-Azure..." Midnight said looking down in shame.

"I was worried sick about you!" Azure fussed at Midnight. Even though both she and Vale were a foot larger than Azure being full grown alicorns, Midnight seemed so small in comparison.

"I'm sorry, Azure..." Midnight said, now biting back tears, "I know I'm not supposed to leave the village unattended, and I did get attacked-"

Azure freaked out, "Midnight! You didn't get hurt, did you?!"

"N-n-no..." Midnight said, "Vale found me and protected m-me..."

"Wait, Vale?" Azure asked, finally looking at the other alicorn. Her expression immediately became brighter, even though she still didn't smile, "My Faust! Vale?! Is that really you?"

"Yes, it's me old friend," Vale said smiling. Before Azure could say anything else, another pony ran up to them, this one being a yellow earth pony with a red mane and tail. Unlike Azure, this pony wore a white and blue dress like a farmer, but her Cutie Mark at the moment wasn't visible.

"Sky, we got a problem!" the pony said, "The demons are starting to break through the gate!"

"Damn it!" Azure Sky swore biting her lip.

"Demons? In the village?" Vale asked.

"Yeah," the earth pony said, "We've been fighting them for..." the earth pony looked at Vale, and immediate her eyes lit up and she smiled, "Vale?! Is that you?!"

Vale smiled and nodded, "Yes, but I get the feeling the celebrations will have to wait. You mentioned demons attacking?"

"Ah! Right!" Bayonet turned back to Azure, "A large scale demon is trying to burrow into the village underground. I think the shield is failing."

"That's not good," Azure turned to look at Vale, "I'm sorry to ask this right after you just got here, but we could really use the help of an angel. Can we count on you to help us?"

"Of course," Vale said nodding, "I may be from Elysium, but this is my real home. I'll do whatever I need to do."

Azure smiled and turned to Bayonet, "I'll take Midnight back to the castle. Can you-"

"Hold on, that's right!" Bayonet turned to Midnight, "You had us worried sick, filly!"

"I-I know..." Midnight said looking down in shame.

"Bayonet! Priorities!" Azure shouted, snapping Bayonet out of her moment.

"Right, sorry Azure," Bayonet said rubbing the back of her head. At least things hadn't changed that much.

Azure Sky sighed, and then continued, "I need you to take Vale with you to the gate and help protect it. I'll join you once I'm sure that Midnight is secure."

"Got it," Bayonet turned to Vale, "Follow me."

Vale nodded and ran after her enthusiastic friend, wondering the whole way how they had lasted so long without her.

"So, exactly what did I miss?" Vale asked as they ran.

"Well let's see, it started about a year ago," Bayonet started, "Midnight had come back from Tartarus, only this time she had control over the sun and moon. She demonstrated this and the people of Canter Village assumed she was an angel sent to watch over them. They built the castle over there just for her," Bayonet pointed to the side and Vale saw a black stoned castle sitting on the edge of town. It was small by most castle standards, but still impressive given the time.

"They built that in a year?" Vale asked.

"You'd be surprised what ponies are capable of when they work together," Bayonet said, "Midnight actually brought the entire village together in a way Azure and I had never seen. When Midnight was looking for attendants, Azure volunteered herself to be Midnight's personal servant. You should have seen the look on Midnight's face when she saw Azure."

"Assuming that was the first time in years, I'd imagine she cried?" Vale asked.

"Yep, she cried," Bayonet said, laughing a bit, "But we couldn't be mad. Honestly, I was crying a bit looking at them."

"Well, that still leaves a few things I need to ask Midnight, but that comes later," Vale stated, "What next?"

"Well, things were peaceful for about a year, until the beginning of this year. That was when the demons came. They started attacking the village in waves, always trying to get to the castle."

"Do we know why?"

"Well, a lot of us suspect they're after Midnight. You see, Azure and I didn't tell anypony that Midnight came from Tartarus, but all the demons seem like they're trying to get to her."

"I imagine it's to get their hands on control of the sun," Vale then thought about something Bayonet said, "Wait, you didn't tell anypony where Midnight came from?"

"And risk everypony thinking she was summoning the demons?! Buck that! I hate lying, but Azure said it's better to omit the truth for the safety of a friend."

Normally Vale would disagree with that statement, but at a time like this Azure had a point. Midnight was from Tartarus, but she was sweet, and fainthearted, nothing like the demons that attacked the village. Vale knew that, Bayonet knew that, and Azure Sky knew it too, but Vale also knew how silly mortals got sometimes.

"So you've been secretly protecting both Midnight and the village from the demons?" Vale asked as they slowed to their destination.

"Yep. Midnight helps out too, sometimes, but this one might be a little too much for her. Oh, we also have help from Morgana. You remember her, right?"

"Morgana? Where have I heard that name before?" Vale asked.

"She played with us a few times after Midnight left, remember?" Bayonet mentioned. Now Vale remembered. They had gotten so used to having Midnight around that when she left they went looking for a fourth member of their group. They found it in the form of Morgana, a unicorn from the orphanage who usually kept to herself. At first she was afraid of Vale for being an alicorn, but eventually she opened up and fell right into place as a member of the group.

"Right, she's still living here?" Vale asked.

"She just moved back," Bayonet said smiling, "It's like our whole group is coming back together. It's seriously great having you back, Vale."

"Yes, let's celebrate after we take out this wave of demons," Vale said as they stopped and looked at the gate.

"Right, priorities," Bayonet said shaking her head and slapping her cheeks, apparently getting ready for the fight ahead.

Trolls and demons that looked like ponies in black armor emerged from the ground. Just seeing them invade her second home made Vale furious. She hunched forward and stomped the ground, her eyes glowing green.

"Your kind is NOT welcome here!" Vale shouted angrily, "I will not let you defile this place!"

"I need something sharp and easy to weild!" Bayonet called out. One of the villagers handed her a sword, which she weilded in her mouth. She then rushed over to Vale's side.

The two friends split up the fight, Bayonet going after the demon ponies and Vale fighting the trolls.

Bayonet swung her sword around slashing at the demon ponies in a controlled yet wild manner. One of the demons cast a spell, firing a black beam at Bayonet, but she rolled out of the way making the spell hit one of his allies. She then clashed swords with another demon, who was also wielding a sword in it's mouth.

Vale was on fire, flying around the field and firing white beams out of her horn at the trolls, who were practically running away from the rampaging alicorn. She landed and began rapidly firing at the trolls, offing them one by one.

The fight literally ended too quickly, and before they knew it, the two ponies were alone.

"That was easy," Bayonet said.

"A little too easy, if you ask me," Vale stated. A rumble caught their attention as a villager galloped over to them.

"Bayonet, the sandworm has broken through the shield!" he said. Bayonet was wide eyed.

"What?! Does Azure know yet?!" Bayonet asked.

"One of the other guards is warning her now!"

"What about Morgana? I heard she's nearby," Vale asked.

"Morgana is preparing a spell to banish the sandworm," the villager said.

"Good, in the meantime we need to get to the castle!" Vale said turning to Bayonet, "Let's move!"

Bayonet nodded before running to the castle.

"Wait!" the villager called out, making Vale stop and turn to him, "Angel, thank you for coming to our aid."

Vale smiled warmly, "This place was once my second home as a filly. It's only natural that I'd do what I could to protect it."

The villager suddenly looked shocked, "Wait, are you little Vale? I thought you looked familiar. Thank the heavens you were sent down."

"There will be time for welcomes later. Go and help Morgana. Once she's ready send her to the castle."

"Understood Vale," the villager said. Vale gave a small nod and then ran off to the castle.

At the castle she saw Bayonet and Azure Sky standing in front of a giant black worm like monster with a big mouth and really sharp teeth. The monster charged downward, but both ponies jumped away from it, forcing it to burrow underground.

"Bayonet! Azure Sky!" Vale called out running up to them, "Is this the sandworm?"

"Yeah. It's one of the more dangerous demons," Azure said.

"They're blind, but they're really powerful," Bayonet said, "Usually we have Midnight helping us from the sky, but she's powering up the shield right now,"

Midnight fought? Vale decided to put that in the list of questions she would ask later and nodded in understanding, "I understand. You guys keep it busy from down here and I'll fire at it from the sky."

"Alright," Azure Sky began charging up her magic, "Let's hope Morgana gets done with her banishing spell soon."

"It's coming back!" Bayonet shouted bracing herself. Vale took to the skies right before the sandworm jumped out of the ground. Azure ran past it's open mouth and fired a lightning spell at it. The sandworm roared in anger and tried to tackle Azure, but Bayonet pushed Azure out of the way. At the same time Vale flew past the sandworm firing beams of light at it, angering it further.

Bayonet tried stabbing her sword in the side of the sandworm. It roared in pain, but otherwise it didn't seem like it went though anything vital. Bayonet backed away from the sandworm as it turned to her.

"Um... guys?! A little help would be nice!" she screamed.

Vale and Azure Sky turned back to Bayonet and rushed back to her side. Azure Sky stood in front of Bayonet firing bolts of lightning at the sandworm, and Vale followed up with firing a stream of light at the sandworms exposed mouth.

"This isn't working!" Vale shouted.

"We're hurting it, but unless we banish it to Tartarus are we're doing is making it angry!" Bayonet shouted.

"Damn it! Where is Morgana?!" Azure Sky shouted.

"Vale! Bayonet! Azure!" Midnight screamed galloping out. Azure, still firing her spell, looked at Midnight through gritted teeth.

"Damn it Midnight, get back in the castle!" Azure Sky commanded. Midnight was visibly trembling, but she shook her head.

"B-but I can help!" Midnight said, "Everyone else is fighting!"

"You're the one they're after!" Bayonet shouted.

"B-but...!" she looked so indecisive to Vale, like she wanted to help, but also wanted to run away. Either one would be good, but to just stand there...

The sandworm must have felt Midnight's energy, because it burrowed into the ground away from Azure and Vale's attacks, and then came out right in front of Midnight, who screamed and fell to the ground. The sandworm hovered over Midnight, who just remained where she was, lying on the ground whimpering in fear.

"MIDNIGHT!!!!!" Azure Sky shouted.

"MOVE!!!!" Bayonet shouted.

Vale looked around frantically until she saw sompony galloping over to them. They were a grey unicorn, with a really long and straight black mane and tail, and they were wearing robes similar to Azure Sky, only they were black and red, and the Cutie Mark sown to the side was a purple musical note surrounded by a magical aura. Realizing who it was, Vale turned to Midnight.

"Midnight, fire into its mouth!" Vale shouted. The purple alicorn didn't even think about it. Immediately she fired a burst of fire into its mouth, knocking the sandworm onto the ground. Following that, the gray unicorn ran into the scene and began casting a spell.

"Azure, help me!" the grey unicorn shouted. Azure nodded and ran over to the unicorn, joining horns with her. Under their feet, a red spell circle appeared under them.

"We banish thee to the depths of Tartarus!" the two unicorns shouted in unison, "Demon, BEGONE!!!"

Black hands appeared out of the ground under the sandworm, and began pulling it into the ground. Midnight backed away in horror watching the demon get pulled back into Tartarus, and Vale noticed she was crying.

When the demon was gone, the unicorn turned to Azure Sky, "We're not done," the unicorn said, her voice deep and sultry, "Azure, you need to cast the shield spell, just like I taught you."

Azure nodded and walked forward. She pointed her horn to the sky and began charging her magic. A few seconds later, a beam of light shout out, and the spread out to form a dome that enveloped the entire village. Vale looked around in confusion as the dome vanished.

"The spell works on intention," the gray unicorn said sauntering past Vale, "Anything that is both of Tartarus and has ill intention to the village is kept away," the unicorn looked at Vale with a sultry smile, her magenta depths meeting with Vale's eyes, "It's good to see you again, Guardian Vale," she purred.

"M-Morgana..." Vale said. For some reason, her heart was racing.

Rarity came to, feeling like she had fought that demon. Trixie's hoof helped Rarity up. As Rarity looked at Trixie, she had a realization.

"That one pony, Azure Sky," Rarity said, "She looked just like you."

Trixie laughed, "That's because she is me," Trixie stated, "I'm both Trixie Lulamoon, and Azure Sky."

Rarity nodded looking at her Cutie Mark, "It's the same, isn't it?"

"Oh, my Cutie Mark?" Trixie asked, "Yeah, Cutie Marks get transferred over through reincarnation. After all, she is me. It's only natural that I'd have the same special talent."

Rarity thought about that, and realized that she recognized quite a few ponies there. Bayonet really looked like Apple Bloom, and the comparison between Midnight and Twilight was so uncanny it was scary. There was one more though that stood out.

"That one unicorn," Rarity asked, "Morgana, was it? She looked familiar as well."

"You've never met her," Trixie stated, "but I'm sure you have seen her before."

"Really? Who is-"

"We need to keep going," Trixie said walking ahead, "I can guide you, but that's about it."

There she goes again, Rarity thought, dodging the question. Rarity sighed and galloped after Trixie. She had a feeling this was going to be a long day.

Floor III

Floor III – What Are YOU Doing Here?

Since there was no one else to talk to here, Rarity decided to talk to Trixie. She was still surprised that Trixie was even here, and she still didn't fully trust her, but at least there was someone here not trying to hurt her, or telling her that her "life didn't belong to her".

"So what is an Avatar?" Rarity asked Trixie as they climbed the stairs.

"No questions of why you're here?" Trixie asked laughing a bit, apparently trying to lighten the mood.

"For now, I've given up on figuring that out. You said this would all make sense at the top, so I'm trusting you, which by the way, how many floors do we have left? This tower looked really big from the outside."

"Don't worry, we don't have to go up the whole tower," Trixie stated, "Our destination is on the tenth floor. To answer your first question, an Avatar is a special pony designed for a special purpose."

"You mean like a Cutie Mark?" Rarity asked, but Trixie shook her head.

"No, these ponies aren't normal ponies," Trixie explained further, "They're magical representations of ponies. These ponies can be made either in Elysium, Tartarus, or even by magical items. Unless they're given souls though, they aren't regular ponies."

"So, are you Trixie?" Rarity asked.

"Yes, I am Trixie. You see, I'm an Avatar made to facilitate this tower, but I was given the soul of the one you call Trixie Lulamoon, as such I am Trixie Lulamoon."

"Can Avatars exist in Equestria?"

Trixie looked away a bit before answering, "Yeah, it's possible. Rare, but possible."

Why did she look away? There were just too many things going on that she didn't know, and Trixie was starting to irritate her with that whole "not answering the important question" thing.

They reached the door, where the next memory fragment was.

"I can't join you until you defeat the opponent behind this door," Trixie said. Rarity stopped and turned to Trixie.

"Wait, why not?" Rarity asked.

"It's not my place to help you in this fight, nor the fights before. Defeat the opponent inside and you'll get the memory fragment."

Rarity groaned in frustration, "Why do I have to fight anyway? Can't this "All Mother" just give me the memories?"

"The fights are important for another reason entirely," Trixie explained. Rarity sighed and then gave Trixie a deadpanned expression.

"Let me guess, you can't tell me why though?" Rarity asked.

"I'm... sorry," Trixie said looking down. Rarity sighed and turned to the door.

"Well, there's no point in worrying about it. You said you'd explain everything upon getting to the top, so I'm holding you to that."

Rarity opened the door going inside. It was another dome like room, just like where she fought the angel and met Trixie on the lower floors. In the center she saw the last pony she wanted to see though.

She saw Fluttershy.

"Fluttershy...?" Rarity asked, "What are you..."

Fluttershy looked so wrong though. Her expression was so serious, not "the stare" serious, but definitely not normal for her.

"You need to give that life back to who it belongs to," Fluttershy said, the wind picking up around her. A second later she was engulfed in a small tornado, and when it vanished she was in her Element of Harmony armor.

Wait a second, was she about to fight Rarity?!

"Fluttershy, what is the meaning of-"

"The All Mother would prefer it if she didn't have to destroy you, but should you still resist, I have no choice but to destroy you."

This was sick! Fluttershy was her best friend! She couldn't fight her! But why was she even here? And why did she look so weird. She didn't even look like a pony anymore, more like a...

An Avatar.

"This is a sick joke, All Mother," Rarity said stomping her foot and preparing to fight, "I hope you didn't think I would keel over."

Fluttershy charged forward and began punching and kicking Rarity, who mainly blocked the assaults. Being a pegasus Fluttershy was more nimble than Rarity, but Rarity surprised Fluttershy by firing a blast of ice at Fluttershy.

Fluttershy fell back, but then flipped to her feet and flapped her wings hard, sending a huge gust of wind at Rarity. Rarity hit the back wall, but when she caught herself she saw Fluttershy sending more gusts of wind at her. Rarity circled around the Avatar of Fluttershy, trying to avoid her attacks.

Eventually Fluttershy flew over to Rarity, who ran to the side causing the Avatar to hit her head on a wall. Rarity then shot a barrage of icicles at Fluttershy, who this time flew around the field.

"Return the life you stole!" Fluttershy shouted.

Rarity didn't even grace the Avatar with an answer. As she saw it, the only thing she could do now was focus on the fight. Rarity charged at Fluttershy and began using her horn to impale the Avatar.

Fluttershy and Rarity locked hooves, glaring at each other. This felt so wrong to Rarity. Why was she fighting Fluttershy? Why was this Avatar made to look like her friend?

"Delete it!" Trixie called out from the door, "You have to delete that Avatar!"

"But she's-" Rarity started before Fluttershy pushed her to the ground. She looked up and saw Fluttershy staring down at her. If looks could kill...

A blast of electricity hit the Avatar, paralyzing her. Rarity looked and saw Trixie poised to fire another bolt of electricity.

"That's not your friend!" Trixie said, "That's an empty Avatar without a soul! It doesn't have your friend's memories or feelings! The only way to proceed forward is to delete it!"

She was right. The only direction she could go was forward, and that meant she had to delete this Avatar. It wasn't like Trixie. It wasn't real. It was fake.

"Fine," Rarity said, calling on the power of the Element of Generosity again, "You're just another apparition made by the All Mother. That means I don't have to feel guilty about killing you!"

With that said, Rarity took a chance and trusted Trixie. She jumped up and surrounded her horn with ice to extend it. She then impaled the Avatar, who screamed out in pain. The Avatar fell to the ground, her body slowly fading away.

"You have no idea... what you have done..." Fluttershy said, "The more you... fight... the more you fall... into the All Mother's... plans for you..."

When she faded away, all that was left was a small light. Rarity assumed that was the memory fragment. She didn't even need Trixie to push her any more. She knelt down, and pointed her horn at the memory fagment. Instantly, images her forced into Rarity's mind. She was merging with that Alicorn again.

She was becoming... Vale...

The whole village decided to celebrate that night. Not just for the victory. According to Bayonet, they had a series of victories against them. This celebration was for the angel that descended to protect them.

This was for Vale.

Vale walked around the village, listening to the music playing. It warmed her heart seeing everyone so happy.

"There she is," a male voice called out. Vale turned around and saw the villager from earlier leading another guard to her, "Gatekeeper, this is Vale," he said in disbelief.

"Little Vale?" Gatekeeper asked, "Ha! I barely recognized you."

"Do I look that different?" Vale asked.

"Last time I saw you, you were only up to here," the other villager said raising a hoof about half his height, "To think you grw up to be so strong. I always knew you would do well."

"Thank you," Vale said laughing a bit.

"We better leave you alone," Gatekeeper said laughing. He and his friend trotted away, leaving Vale confused. Before she could question them though, somepony jumped on her back embracing her.

"Vale!" Bayonet said happily. Vale laughed.

"Bayonet! I don't know, are you happy to see me?"

"Thrilled!" Bayonet got off of Vale and ran in front of her still beaming, "It wasn't the same without you. Azure and I missed you so much."

"I'd say I missed you guys too, but I was actually asleep for most of my time in Elysium," Vale explained as they walked forward.

"So the last thing you remember was leaving Equestria for your conditioning?"

"Not exactly. I'm aware that I was asleep for so long, but most of my memory is filled with new information, like what Tartarus is, how to fight, and how to behave like a mature pony. So no, I'm not a seven year old in an adult's body."

"I... wasn't going to ask that," Bayonet asked, making Vale laugh.

"Of course you weren't," Vale taunted, "So, you did get that Cutie Mark, right? Last time I checked you were a late bloomer."

"Course I got it, God," Bayonet groaned stopping to pull up her skirt and show Vale. The Cutie Mark in question was a pick ax and a hammer in an X formation, "I'm a tool master."

"Huh, that makes sense," Vale said, "You were always good at using tools. How long did it take you to get it?"

"Only another month after you left," Bayonet said continuing their walk, "The old bridge broke, and I helped everypony rebuiled. During that time I did most of the major repairs, and I realized that I was supposed to be working with tools. Currently I'm working as a carpenter."

Vale nodded and looked around again. They were in the town square, where most of the celebration was. Dancing in the middle in front of a fire was Morgana, who surprisingly was standing on her hind legs as she danced.

"Morgana's dance is pretty, but unusual for a pony," Vale said.

"She learned how to dance from the dragons up north," Bayonet explained, "Her dances are extremely provocative, but everyone in the village loves them."

"How is she able to stand on her hind legs for so long?"

"Practice, I guess."

As Morgana spun around, she met eyes with Vale and gave her a seductive look and smile. Once agian, Vale felt her face turn red.

"She asked about you the most," Bayonet said, "Apparently she really liked you."

"Could have fooled me," Vale said walking off. Even after she stopped avoiding Vale, she always avoided eye contact with her. Now though, she couldn't stop looking at her.

Vale saw Azure Sky and Midnight sitting by the fire talking. She smiled and walked over to them, Bayonet following.

"I hope I'm not interrupting," Vale said, catching their attention.

"Not at all," Azure Sky said, "We were waiting for you to join us."

Vale and Bayonet sat down to join their friends, and for a while the four friends just took in each other's presence.

"We're finally together again," Midnight said, "All four of us."

"Feels nice," Azure said, "Like we never were apart."

"Will you be staying with us for a while?" Bayonet asked Vale.

"Yes. I do have a mission that I wish to share with you, but it looks like I might be here to stay," Vale explained.

"After Morgana's dance, let's all go to the castle," Azure suggested, "That way you can tell us what your directive is, and this mission."

"Yes, because I believe they all go hoof in hoof," Vale said looking down. Right now though, she didn't want to think about it. All she wanted to do was enjoy her friends, and the dance that was starting to seem more and more like it was for her.

After the dance, the five friends went to the castle. Here Vale shared with them the missions the All Mother gave her.

"So you did come in response to the demons," Azure Sky reasoned, getting a nod from Vale.

"Normally I would have been sent to act as a goddess to control the sun," Vale stated, "But as Midnight is already taking that job, I was sent instead as a knight of sorts."

"Sorry..." Midnight said sadly.

"Don't worry about it," Vale said, "My second mission was to find the pony with the code and ensure that they can be trusted. You helped me with the second mission, so that's good. All I need now is to find a means of fighting the demons," Vale walked over to Midnight, "I am curious though, how did you get the power to control the sun?"

Midnight looked away almost in shame, and was about to answer, but Morgana stepped up.

"Does it really matter how she attained the power?" Morgana asked, "At least it isn't in the hooves of the demons, right?"

"Actually, it does matter," Vale said, "If she gained the code for orbital control then anypony could attain it."

"I'm sorry..." Midnight said, now on the verge of tears, "I'm always causing trouble for everyone."

"Oh, Midnight..." Azure said walking over to her friend and nuzzling her, "Vale's just trying to do her job. It's not your fault," she then gave Vale a sharp glare that said "don't push it". She'd have to talk to Midnight about it in private.

"Um, in the meantime," Bayonet said after a second, "You think we could do something to help? I mean, we've been fighting the demons for a while ourselves, and it's obvious that they're after Midnight. This affects all of us."

"I agree," Azure Sky said, "I'm not going to let them get their hooves on Midnight."

"This is dangerous, you know," Vale said, "I have been conditioned specifically to destroy the demons. Not only are you four civilians, but you're my friends. If anything happened to you, I'd..."

"That's how we feel about you," Morgana said sauntering over to Vale, "Also, this is our world. We should be the ones to protect it, don't you think?"

"W-well..." Vale was looking for a reason to protest, but strangely with Morgana right there, so close to her that her sweet scent invaded Vale's nostrils, it became really hard to focus, or to find a reason to say no to them.

Truth was, she did want them to help her, but she had a mission to protect them.

"In that regard, I think I have a means to stopping them," Morgana continued, "Tell me Vale," she almost purred whenever she said her name, "Did the All Mother say anything about how the demons got out?"

"All she said what that the gate has cracked open," Vale explained softly.

"Then we need to lock the gate," Morgana explained, "I believe I know how it's possible, if you are interested."

Damn it. Now Vale had to ask them for help. At least she needed Morgana.

"How do we shut the door?" Bayonet asked for Vale. Morgana gave a sensual chuckle before speaking again.

"Follow me, all of you," Morgana said sauntering out of the castle, "I believe I have exactly what we need."

Bayonet skipped after Morgana without a second thought. Azure Sky looked at Vale for a second, and then trotted after them.

"Vale," Midnight said, "Are you mad at me?"

"No dear," Vale assured the dark Alicorn, "I'm just worried, that's all. You will tell me later though, won't you?" Vale asked. Midnight nodded and walked after her friends. Vale took a deep breath, thinking about what she was about to do.

"Mother forgive me," Vale said galloping after them. For now she had to believe that this was the right thing.

When Rarity came to, the pain in her head wasn't as bad. Maybe she was getting used to this.

"There's something about that Morgana," she said to herself, "Something not right."

"She was always really strange," Trixie said walking up to Rarity, "But for a time she meant well. At least I thought so."

That struck Rarity as odd. Did Morgana do something?

"Um, I have another question," Rarity said, "What was your relationship with Vale?"

Trixie looked away seriously, "She and I were friends, but whenever it came to Midnight she and I just couldn't agree."

"What happened?" Rarity asked.

"I'd tell you, but it'll make more sense if you learn the whole story," Trixie said turning to the door, "Come on. Let's go."

They walked forward a bit, but Rarity stopped and looked back at the room, "About the Avatar I just fought."

Trixie stopped and looked at Rarity, almost in fear, "Yeah?"

"Who was that?" Rarity asked, visibly surprising Trixie.

"You don't know her?" Trixie asked.

"I'd think I'd remember a pretty pony like her," Rarity said looking confused, "Why did the All Mother make me fight somepony like that?"

"I wish I knew..." Trixie said sadly, "Listen, right now let's just keep going. I think it'll make more sense further up."

Rarity nodded and walked off, heading further up, still wondering who the cream colored pegasus was. For a second her name was on the tip of her tongue, but eventually it faded. Oh well, couldn't be that important right?

"By the way," Rarity said, "I thought you couldn't join me in the fight. If you hadn't saved me, I would have been killed."

"W-well," Trixie said, "I can't let anything happen to you. The All Mother wants you to succeed, so..."

"Uh huh," Rarity said in a taunting manner, "Funny, because last time I checked, they didn't need me to be alive."

With that Rarity trotted off. As far as she saw it, Trixie proved that she could be trusted. At least she had one friend here, right? Also, as long as the All Mother kept sending Avatars that looked like other ponies and not like her friends, then it should be okay. She could do this.

Author's Note

So... anypony figuring out what's going on here yet?

Floor IV

Floor IV: Will Somepony Just Tell Me The Truth?!

As Rarity continued to climb the stairs, she couldn't help but think about the cream colored pony she fought. It just didn't make any sense. Why did the All Mother make her fight somepony she didn't even know?

“You okay?” Trixie asked Rarity once they reached the top. Rarity swore that she would trust Trixie, as she was the only pony here that seemed to give a damn about her, but she was still wary of her.

“Um, Trixie, you'd tell me if I knew that pony, right?” Rarity asked. Trixie stopped and turned to Rarity.

“You're still on that?”

“I know, I know, but...” Rarity took a deep breath, “There are so many things I don't understand here, like why I'm seeing things through Vale's eyes. I have a theory, but it doesn't make much sense.”

“What's your theory?” Trixie asked, almost sounding worried. Rarity silently took note.

“Was I... Vale in a past life?” Rarity asked slowly.

“Do you think you were Vale in the past?”

“Well, it's the only thing that makes sense. Twilight started out as a Unicorn, but she became an Alicorn after gaining her memories. Using that logic, it could be that I was Vale, but...” she looked at her Cutie Mark, the one thing that disproved her hypothesis.

“They don't match,” Trixie said, understanding what Rarity was saying.

“You have the same Cutie Mark as Azure Sky, Twilight's is the same as Midnight's, even Bayonet's Cutie Mark is similar to Apple Bloom's. Mine on the other hoof, is completely different than Vale's. Is it possible for a pony to have a completely different talent in their next life?”

Trixie sighed, “I wish I could say it is, but that's the only constant when dealing with reincarnation. Even if there's a slight adjustment like with Apple Bloom and Bayonet's Cutie Mark, they still have to represent the same thing.”

“So I'm not Vale...” Rarity said with a sigh, actually wanting to cry a bit, “Back to square one I guess.”

“I know you want to make sense of this, but believe me, it's better you not know the truth.”

“In other words, shut up and keep climbing the tower?” Rarity asked harshly, trotting past Trixie. Trixie gave a frustrated sigh and galloped after Rarity.

“I didn't say that,” Trixie said.

“Not in so many words, but that's basically what you're saying. No, that's what the “All Mother” is saying. You're nicer than her, but in the end she's just using you to say the same things in a nicer way.”

“Rarity-”

“If you want me to just proceed onward then I will. As long as she keeps making me fight ponies I don't know then I'll be okay,” Rarity finished, pushing the door open. Trixie stomped her foot in frustration and galloped after her. She did know something, but she was upset about it. What wasn't she saying?

Rarity walked to the center of the room, where she saw a pony standing in the center with her back turned to her. Obviously another Avatar. This one however was an orange pony with a familiar blond mane and tail, wearing a familiar stetson, and a Cutie Mark that looked like three apples.

Apples...?

Oh no...

Not this...

“What...?” Rarity asked turning to Trixie, “Trixie, please tell me that's not who I think it is.”

“Rarity, I'm-”

“All ya had ta do is come back,” the Avatar said in a familiar Apploosian accent. Rarity shook her head in horror as the Avatar continued to speak, “Yer directive was simple, yet ya couldn't even do that right.”

“Please... no...” Rarity said softly as the Avatar turned around. She did know this Avatar...

Applejack...

“Ah've been created ta remind ya of yer directive. Either way, ya will give back the life ya stole.”

The Avatar was engulfed in a bright flame that closely hugged her body. When the flames dispersed, Applejack was wearing her red and gold Element of Harmony armor. Unlike the lat pony she fought, this armor was similar to Rarity's armor.

“So, I’ll have to fight Avatars based off of my friends after all,” Rarity said allowing the air around her to get colder, “You were better off using strangers “All Mother”, because now I’m pissed off!”

Applejack galloped over to Rarity, who fired icicles out of her horn at the Avatar. When the Applejack Avatar got close to Rarity, she jumped up a bit, turned into a fireball and tackled Rarity, knocking her into a wall.

“Rarity!” Trixie shouted.

Rarity forced herself up, but immediately had to duck as Applejack did a spin kick engulfed in fire. Applejack then proceeded to punch and kick wildly, forcing Rarity to frantically dodge.

“I can’t get a clear shot!” Rarity cried, feeling hopeless now. Applejack’s element was in complete contrast with her own, so being so close prevented Rarity from firing her powerful spells.

Trixie was about to gallop over to the fight, but she stopped and looked up, “What do you mean?!” she asked no one that Rarity could hear, “If I don’t help her, she’ll-“ she stopped as if cut off. Trixie looked down and groaned, “That may be true, but if she doesn’t go all the way safely then Vale could be hurt too! If you want the best result then let me support her!”

Trixie suddenly looked relieved, and then fired a bolt of lightning at Applejack, knocking her back. She then ran over to Rarity’s side as she got up.

“You okay?” Trixie asked.

“You sure are… breaking a lot of… rules,” Rarity breathed out, making Trixie laugh a bit.

“This time it’s official,” Trixie said, “The All Mother gave me official permission to assist you in this fight and all of your other fights from here on,” she looked at Rarity seriously, “I am on your side, you know.”

“Trixie…” now Rarity felt really guilty for doubting Trixie. In the end, she was just trying to do her job. That didn’t mean she had to like it. There were times when Rarity hated working for a client, but she still had to finish the job. Trixie was probably the same way.

They may have been enemies during Equestria’s Darkest Hour, but now they had to be friends.

Both Unicorns turned to Avatar Applejack and hunched over in fighting stances as she got up. She looked at Rarity, then at Trixie, and then growled angrily. Rarity and Trixie nodded to each other, and braced themselves for the incoming assault.

Avatar Applejack charged at the two Unicorns, who both dashed to the side to dodge the assault. Trixie turned around and pointed her horn at the ground, creating a rune right in front of her. As she did this, Rarity fired an ice beam at the Avatar, knocking her back. Avatar Applejack rushed over to Rarity swinging fiery hooves at her, now forcing Rarity to stay defensive.

“Rarity, lead her here!” Trixie called out. Rarity nodded and started leading Applejack over to the rune. When she was really close, Rarity jumped away, and Trixie ran behind the Avatar and shot her onto he rune. It exploded when she landed on it, causing extra damage.

As the Avatar got up, her entire body was engulfed in fire. Trixie fired a bolt of electricity at Avatar Applejack, forcing her to block. Rarity hunched forward and charged, leading with her horn. She then impaled the Avatar with her horn, killing her. As she faded away, she looked up at Trixie, glaring at her.

“The All Mother knows what 'yer tryin ta do,” she said, “Ya can't change her fate. What's born of nothin will return ta nothin.”

Trixie glared at the Avatar as she faded away. Rarity walked over to her remains and examined the memory fragment.

“Thank you Trixie,” Rarity said warmly, “I'm really happy that you came to help me,” Rarity looked away embarrassed, “I'm... sorry for what I said earlier. I see now that you're trying to help.”

Trixie smiled, “I know this is hard for you. Honestly, it's hard for me too. If I had all the answers, I'd give them to you, but...”

“I understand,” Rarity said looking at the memory fragment, “Well, here I go.”

“I'll be right here,” Trixie said smiling. Rarity nodded and took the memory fragment into her horn.

“Guys, I think it's over here!” Bayonet said as they approached the end of the temple, wearing a strange gold necklace with a pink gemin the center. In the center there was a small shrine with a small red gemstone. Vale, Midnight, Azure, and Morgana walked over to her, all looking at the gemstone.

“Ahh...” Morgana began, “Just like the book predicted.”

“So, which one is this?” Azure Sky asked.

“If the book is correct, then this is the Element of Loyalty,” Morgana said. Vale looked at it closely, still unable to believe that such magic existed in the world.

“Does it work like the other’s we found?” Midnight asked, also wearing a necklace like Bayonet, her's with a light green gem.

“It should,” Morgana said, “Everyone, stand in a circle around the shrine.” All five of them did as they were told, “Now, close your eyes and focus on your sense of honesty, and what you feel it means to be truly loyal.”

They all followed Morgana's instructions, focusing on what they all felt honesty meant. Vale didn't know what the others felt, but to her, loyalty meant never abandoning a friend. She wasn't sure it that's what the Element wanted, but maybe it was-

The Element began to glow. Vale didn't know if she was supposed to open her eyes yet, so she decided to continue thinking on her definition of loyalty.

“Wait, me?!” Vale heard Azure Sky ask. When she opened her eyes she saw the gemstone floating over Azure Sky's head.

“Azure...” Midnight said softly, watching the gemstone become a gold necklace with the gemstone as the centerpiece.

“Azure! It was you!” Bayonet said happily.

“I've been... chosen as...”

“Congratulations,” Morgana said walking behind Azure Sky, “You are now the Element of Loyalty.”

“So, with this power, I can protect Midnight,” Azure Sky reasoned.

“Well, we still need to find the last one,” Morgana stated, “But with this power, you are much stronger.”

Midnight ran over to Azure Sky and hugged her, “I'm so happy for you!” Midnight said.

“Thanks Midnight,” Azure Sky said smiling.

“The power of the gods, in the hooves of ponies,” Vale said, “I honestly don't know how I feel about this.”

“These were left for ponies to use, right?” Bayonet asked, “Your mom shouldn't have too much of a problem with us using them.”

“I suppose not,” Vale said looking away. For some reason, she hated this.

Their journey continued for a few weeks to a month, each of them receiving one of these magical forces. According to Morgana, these five artifacts when applied together could create a miracle, such as closing the door to Tartarus forever and wiping all the demons from Tartarus away from the face of Terra. By the end of the month, they had found all but one of the Elements.

That following night, Vale couldn't get any sleep. She left the campsite and walked over to a nearby waterfall. Here she closed her eyes and thought about her situation. Sure, she wanted them to be by her side, but this was dangerous. What if they got hurt? She looked down at the necklace around her neck, representing the Element of Honesty. Could this power really protect Equestria?

“You do know that I'm supposed to be keeping watch, right?” Vale heard from behind. She turned around and saw Azure Sky walking up to her, still wearing the Element of Loyalty.

“Do you really think you can protect Midnight with that power?” Vale asked.

“I know I can protect her,” Azure Sky said, “As long as I have this power, nothing will touch Midnight.”

“I remember when we were kids,” Vale said standing next to Azure Sky, “You couldn't stand how clingy Midnight was to you. Now it looks like you actually enjoy it.”

“I guess things change,” Azure Sky said, “Truth is, I always cared about Midnight. She's my best friend after all.”

“Best friend,” Vale said looking down. Azure Sky bumped Vale lightly to get her attention.

“What's wrong?” Azure Sky asked.

“The All Mother sent me on this mission,” Vale said, “I know that you guys care about me, but-”

“Just because you're an angel now, that doesn't mean that you need to do everything on your own,” Azure Sky said, “These demons are after Midnight. If anything were to happen to her because I didn't take action, I'd never forgive myself.”

“Your devotion is admirable, but that level of devotion can get you killed one day.”

“If I die protecting Midnight, then I die happily,” Azure Sky looked up and smiled, “She's my everything, Vale.”

That statement caught Vale's attention, “Azure, if I didn't know any better, then I'd say you were in love with-”

“Is it really that shocking?” Azure Sky asked walking off a bit closer to the water, “Same sex relationships aren't as uncommon as you'd think here on Terra. Don't get me wrong, it's still taboo, but...”

“Does she know?” Vale asked walking closer to Azure Sky, both of them looking at the purple mare sleeping peacefully.

“No,” Azure Sky said shaking her head, “Honestly, I don't know why I don't just tell her. I guess I just don't want to seem weak.”

“Weak? You?” Vale asked incredulous, “The pony who defended even an angel in training from bullies growing up?”

Azure Sky laughed at that, “In your defense, you were more for diplomatic methods then, not Miss Scary-Glowing-Eyed-Ally-Of-Justice-Angel.”

Vale raised an eyebrow at that name, “Bayonet came up with that?” Azure Sky nodded, and Vale facehoofed, “Element of... what again?”

“Morgana said Laughter, but I think it should be called Happiness,” Azure Sky said, “But that's just the thing. Midnight looks to me as a symbol of strength, but to confess my love to her would mean-”

“Humbling yourself,” Vale finished, “That's your problem. Not that you don't want to be weak, but your pride is stopping you from saying those three words,” Vale closed her eyes, “But your wrong. Midnight doesn't see you as a symbol of strength. She sees you a pony who will protect her. Sadly, Midnight is weak, and as long as she sees you as her sword and shield, she will never be strong.”

“What if I'm okay with that?” Azure Sky asked looking at Vale, “I can protect Midnight from everything, even the whole world if I had to.”

Vale shook her head, “No Azure, you want to protect her from everything, but you can't. What if I hadn't come here last month? Midnight would have been out there all alone, and who knows how she'd fair against the demons,” Vale looked at Midnight again, “She's the epitome of her Element, yes. I don't think I've ever met a pony as kind as her, but she could be so much stronger. If you really want to help her Azure, then you need to push her to be stronger.”

Azure Sky sighed, “How do I do that?”

“You already know how,” Vale said, “But are you willing to let go of your pride to do it?”

With that Vale walked off, back to the campsite. She knew that Azure Sky would do what was right for Midnight. That was one thing that Vale could count on.

As Vale returned to the campsite, she noticed that Morgana wasn't around. It was dangerous to be out, even if she was a powerful sorceress. Vale decided to look for her before returning to sleep herself.

She saw a purple light in the distance. Was that where Morgana was? Vale trotted over to the light, but the closer she got, she got this sense of wrongness. Before she knew it, her angel instincts kicked in. Her pace slowed, she hunched over a bit, and her eyes began to glow green.

“Wretched beast!” Vale shouted charging toward the light. As soon as she reached the area though, the light vanished, and all she saw was Morgana sitting by with her book, her horn giving her light.

“Vale?” Morgana asked in surprise, “Why are you poised for combat?”

“There were demons here,” Vale stated, “I sense their presence.”

“Vale, I assure you that nothing like that was here,” Morgana said as Vale looked around.

“But I-”

“It's getting late, we should probably return to the camp,” Morgana said getting up and walking past Vale, “You are coming, right?”

“Y-yes,” Vale said as her eyes returned to their natural deep blue, “I'll be there.”

But she knew that something was there. Vale turned back to the area and looked around again, wondering where the demons went. She then looked at Morgana. She always had an unusual air to her, but these days, there was something that just seemed a little... off. But no, Morgana was the one telling them how to seal away the demons. It wasn't possible.

The next day the five of them found the last Element Shrine. This time, the last Element went to Morgana.

“The Element of Generosity,” Morgana explained, “With this power, we can finally close the door that the demons used to get here.”

“Midnight, are you going to be okay?” Bayonet asked.

“Once the door is closed, everything will be safe,” Midnight explained, but Azure Sky walked over to her and shook her head.

“What we mean is that once the door is closed we can't get it open again. You'll never get home,” Azure Sky said.

“We all remember how upset you were when you couldn't go back the last time,” Vale added for a bit of levity.

“That was then,” Midnight said looking down smiling. She walked forward a bit and turned to her friends, “This is my home now. I never want to leave you guys again.”

“Midnight...” Bayonet said, clearly touched by her statement. Even Vale nodded in acceptance. Azure actually looked a little relieved. Vale took note silently.

“Well then,” Morgana said catching everypony's attention, “Shall we close the door for good?”

As they all nodded, Vale looked at Morgana intently. That wrong feeling she got, it never left her, and now it was coming from Morgana.

But there was no way... Morgana wouldn't...

As Rarity came to, she was actually a little disappointed this time. She was, against her better judgment, starting to enjoy seeing Vale's memories. She was seeing a piece of history that no pony even knew. She could wait to be back in Equestria and tell them what she learned. She couldn't wait to see Twilight, Rainbow Dash, Pinkie Pie, Spike, Sweetie Belle, and...

Huh? Weren't there more? Her friends were all the Elements of Harmony, right? Twilight was Magic, Rainbow Dash was Loyalty, Pinkie Pie was Laughter, Generosity was shard by both her and Spike now, and Honesty belonged to...

Ugh, she couldn't remember. Nor could she remember the Element of Kindness. Not a name, nor a face.

“What's wrong with me?” Rarity said to herself.

“Are you okay?” Trixie asked Rarity as she stood up.

“I think I'm getting a little tired,” Rarity said, “Think we could rest for a second when we reach the next floor?”

“Sure,” Trixie said, “Take your time. We have to reach the tenth floor, but that doesn't mean we have to get there fast.

Rarity nodded smiling, and the two of them walked out of the room together. It felt good to know that she could at least trust Trixie.

Author's Note

EDIT: I switched Vale and Azure Sky's elements, because of something I read on the TV Tropes page and because this makes more sense in the long run.

Vale - Element of Honesty

Bayonet - Element of Laughter

Azure Sky - Element of Loyalty

Midnight - Element of Kindness

Morgana - Element of Generosity

Floor V

Floor V: Did I Forget Something Important?

"It just doesn't make any sense," Rarity said to herself as they reached the fifth floor.

"What's wrong?" Trixie asked.

"Well, I can't help but feel like something is wrong," Rarity explained, "That last Avatar said that all that is born of nothing will return to nothing. Was she referring to me?"

Trixie sighed and looked away, "Why don't we stop here for a bit. We're halfway there now, and our pace is pretty good."

Changing the subject? Rarity was done suspecting Trixie, as she rationalized that Trixie was doing her job. It was still frustrating though, being the only one who didn't know the truth.

The two mares sat down near the door. Rarity didn't even realize how tired she was until she sat down. She even took the chance to deactivate her armor, returning it to its necklace form.

"I forgot how heavy that armor is," Rarity complained, "It feels nice to be able to take it off for a bit."

"Do you remember how you got here?" Trixie asked, confusing Rarity a bit, "I wasn't briefed on how you ended up here."

"Ahh," Rarity nodded, "Well let's see here, how long have we been in this tower?"

"Not long at all. It's only the afternoon on Equestria."

"That means Apple Bloom will be leaving soon," instead of dwelling on it she shook it off and continued her story, "I guess it started last night then. I had been having weird dreams for about a year, all of them pertaining to what I'm guessing is Vale's childhood. I asked Twilight what she thought about them, but she always dodged the question."

"How?" Trixie asked.

"Changing the subject, saying that she didn't know much about it, stuff like that. Eventually I just gave up," Rarity stated, "But one day, last night..."

~Yesterday Night

Rarity had just returned from the spa. Between the dreams she was having, and Twilight not being helpful, she just needed a night to herself.

Ever since Twilight went off to talk to the Princess six years ago, she had become really secretive. She started watching Sweetie Belle and her friends from the shadows, spending lots of time in the library away from everypony, and whenever someone asked about the times when she was Midnight, she would clam up and avoid the question.

"Damn it Twilight," Rarity said to herself, "All I want are answers."

As she trotted back to her boutique, she was becoming increasingly aware of the pony following her. They had been behind her since she left the spa, and she was getting sick and tired of them. Yes, she was beautiful, but she was taken now. Her flirting days were over, and she never let anypony pick her up on the street.

She led them to the outskirts of the town, closer to the Everfree Forest. Once she was sure she was alone, she turned around.

"It's rude to stalk a lady, you know," Rarity taunted. The pony following her was a stallion with a white coat, and a blond mane. They were wearing a white cloak, so she couldn't see their face.

"And who are you?" Rarity asked them, only getting silence, "You know, I haven't been in the best of moods these days, so I'm not really in the mood to deal with creeps. Now, am I going to get an answer out of you, or am I going to have to-"

Thief...

"Huh?" Rarity asked. Did this weird stallion say that?

Return what you stole...

The stallion was walking to her. This was getting scary.

"Um, I think you have the wrong mare," Rarity said backing away from him, only to back into another just like him.

That life you have doesn't belong to you...

"Wh-what's going on?" Rarity asked, now getting scared as more of them appeared around her, "I didn't steal anything!"

The closed in on her. Unfortunately she had forgotten the Element of Generosity at her place. They had all started keeping the Elements of Harmony close to them, just in case they were needed again, but this was the one time she opted to leave it at home. If she survived this encounter, she'd never leave home without it again.

The one right in front of her started charging up his magic. He pointed his horn right at her and fired something point blank at her. She screamed as her entire world went white.

~Present

"After that I woke up here," Rarity finished, "Do you know what they mean by calling me a thief?"

Trixie sighed looking away, "Y-yeah, I do. Contrary to what they all think though, it's not entirely your fault."

Not entirely? Well, that was more than she had gotten so far. If she did steal something, at least she knew that it wasn't completely her fault. If they'd just tell her what she stole, then she'd gladly give it back.

Rarity got up and reactivated her armor, "I've rested enough. Come along Trixie," Rarity said walking to the door.

"Right, let's go."

The two of them approached the door, but Rarity stopped right before opening it.

"Is something wrong?" Trixie asked.

"The last few Avatars I fought, they were strangers, right?" Rarity asked, "Because I know that my friends are the Elements of Harmony, yet for some reason I can't remember who the Elements of Kindness and Honesty are, and those were the ponies I fought in the last two floors."

Trixie's expression was dark, and somewhat angry. What was that all about?

"I... Rarity... those two Avatars... they were-"

"No, nevermind," Rarity said, shocking Trixie.

"Rarity-"

"I shouldn't put you in that position. You were given a mission, and I shouldn't compromise that," even Rarity was surprised by how reasonable she was being. All of a sudden though, the answer didn't matter to her. She turned to Trixie and smiled, "So let's go, alright?"

Trixie gave Rarity a sad smile, "Yeah... let's go."

The two of them walked into the room, where they saw the next Avatar waitingn for them. This one being a cyan pony with a long multi colored mane and tail.

Rainbow Dash...

"Why don't we cut the chit-chat," Rainbow Dash asked arrogantly, "We all know at this point that fighting is the only way for you to really get it, and your not just going to give up willingly. We're just going to have to take it by force then."

"If you're expecting me to just keel over and die, then you're in for a big surprise," Rarity said hunching forward in a fighting stance, "Trixie, you'll help me, right?"

"Are you going to be okay?" Trixie asked, "I mean, she is an Avatar of your friend, right?"

"True, but just like the last two, this isn't really Rainbow Dash. They want to kill me, so I'll show them and the All Mother how strong I really am."

Trixie made an irritated sound and then stood next to Rarity, charging up her magic, "She and I use the same element, so I might not do that much damage to her."

"Then follow my lead."

Rainbow Dash laughed, "You really have no idea what's going on here, do you?" her entire body was engulfed in lightning, and her fancy golden armor appeared on her body, "Makes my job that much easier."

She charged forward, her entire body becoming a bolt of lightning. Rarity and Trixie jumped to opposite sides to dodge, and Rarity began firing icicles rapidly at Rainbow Dash, while Trixie ran around the room, creating runes all around the room.

Rainbow Dash flew around the entire room at high speed as Rarity continued to fire at her. She then dashed into Rarity knocking her into a wall.

"Rarity!" Trixie called out. She ran over to them firing bolts of lightning at Rainbow Dash, but she charged up her entire body to absorb the electricity, "Damn it! Like this she'll..."

Rarity kicked Rainbow Dash away from her and fired a large ice arrow at the Avatar. She then glared at Rainbow Dash, stomping her feet getting ready to charge.

"I don't care what you say!" Rarity shouted, "This is my life!"

"How cute is that?!" Rainbow Dash said, "The doll wants to protect "her" life!" Rainbow Dash and Rarity charged at each other and traded blows, even though Rainbow Dash did most of the fighting. Rarity just blocked and dodged.

Trixie fired another bolt at Rainbow Dash, this time knocking her away, "STORM AVATAR!" she shouted. A bolt of lightning came down onto her horn, charging up her entire body with electricity.

Rainbow Dash scowled, and then charged her body with electricity. Oddly, Trixie smirked.

"Trixie, she's getting ready to charge again!" Rarity called out.

"I know, I have a plan," Trixie stated, "Just trust me."

Rainbow Dash charged at Trixie, but Trixie didn't move or anything. She remained just as she was. When Rainbow Dash reached Trixie, she knocked her down, and there was an explosion of electricity, one that knocked Rarity back a bit. When the smoke cleared, Rarity saw Trixie and Rainbow Dash struggling to get up.

"Trixie, are you-"

"Now!" Trixie called out, shocking Rarity.

"Wh-what?"

"Attack NOW!"

Rarity wasted no time. She bombarded Rainbow Dash with icicles, actually knocking her to the ground and freezing her. She then charged at Rainbow Dash and impaled her with her horn. The Avatar fell back as she faded away.

"Thanks... for the... memories..." Rainbow Dash's Avatar said with a sinister smile. When she was gone, Rarity just stood there confused.

"Thanks for the memories...?" Rarity asked herself. She was about to ask Trixie about what she meant, but the memory fragment was right there. She decided to ask her after the memory, instead focusing on Vale's memories.

It was worse than they thought it would be. They assumed that the Gates to Tartarus would be deserted, but the second they arrived they saw that the door was actually starting to force itself open.

"This is horrible!" Bayonet exclaimed.

"Why is it this bad?!" Azure asked.

"Apparently the door has been opening more and more overtime," Morgana reasoned, "This is the result of the gate slowly opening over the last two months."

"Will the Elements of Harmony still work?" Azure Sky asked.

"They should," Morgana stated, "But we need to act quickly. Otherwise the door will be opened enough for the King of Tartarus to emerge."

"Daddy..." Midnight said softly to herself. Vale silently took note, and then walked forward.

"My mission is to cut this place off from Tartarus, and destroy any demons that plague this world," Vale stated, "At this point, this is the only way. Quickly."

"Then let's not waste any time," Morgana said, making her way to the gate, "We must stand surrounding the gate. Midnight, dear, please stand in the center."

Midnight stopped and looked at Morgana in fear, "W-w-w-why me?"

Morgana shrugged, "Well, you are from Tartarus. We may need to draw from your energy to close the gate. Besides, they're after you."

Midnight was trembling, and looking away, "I c-c-can't..."

Everyone stopped and looked at Midnight in shock.

"What are you talking about?" Bayonet asked.

"I can't go to that gate... I can't face him...!"

Vale had all but had enough of Midnight's cowardice. They all defended her constantly from the demons, even running into a few on their journey to get here. Sure she fought a little, but mostly she just hid behind them, mostly Azure Sky. This was it, their last chance, and Midnight was about to run away?

"Midnight," Vale began, "How long are you going to keep hiding behind us?"

"You don't understand..." Midnight said softly.

"No, I don't. I don't understand how you can stand here with the power to save everyone, and refuse to use it. I don't understand how you claim to desire to be stronger, yet all you do is run away and hide behind others."

"Vale-" Azure Sky began, but Vale held up her hoof stopping her.

"The ponies of Canter Village are looking up to you. They view you as a symbol of hope and strength. When are you going to act like it? When are you going to grow up?"

As soon as she said that, she wished she hadn't. Midnight's eyes were wide, and Azure Sky was scowling at her.

"Midnight," Bayonet said, "Vale didn't mean-"

"Well I'm sorry I'm not as strong as you!" Midnight screamed at Vale, tears in her eyes, "I'm sorry I'm not a super powered angel from Elysium! Unlike you, I get afraid, and right now I'm terrified! So excuse me for actually having feelings!"

With that, Midnight turned around and ran off.

"Midnight!" Azure Sky called out. She turned to Vale with a serious expression, "Smooth," she said spitefully before running after Midnight. Vale just stood there in shock. Emotionless? Her? Yes she was stern, but never emotionless.

"She's just upset," Morgana said trying to comfort Vale, "She'll come around."

"I... I have to track her down!" Vale said running after them.

"Vale! Where are you going?" Bayonet asked.

"Stay here! I'll be back!" Vale called out as she ran. She hated herself so much right now. She had hurt Midnight, her friend. That was something she'd never wanted to do, and she had to fight back tears as she ran.

She didn't have to run for very long. She saw them probably only a minute later, and Midnight was leaning into Azure Sky crying. She hid behind a large rock to listen a bit before she stepped out.

"You know she didn't mean it," Azure Sky said softly.

'Yes she did!" Midnight sobbed, "and she's right! I'm a coward! All I do is run away and hide! I don't deserve to be Equestria's Queen!"

"Well, I don't agree with that," Azure Sky stated, "I think you're perfectly suited to be queen. I'd rather have a queen that's sympathetic but fainthearted, than a queen that's bold but uncaring."

"That's just you! You're supposed to say that because you're my servant!"

Azure Sky laughed a bit, "Do you really think that's the reason I'm like this? Why I support you no matter what?"

"Why else?!" Midnight got up and walked off a bit. Vale could see them perfectly now, but thankfully they still couldn't see her, "You're strong, just like Vale, Bayonet, and Morgana! You have the strongest magic in Equestria, you rallied the entire village against the demons, why else would you support someone as weak as me?!"

"Midnight-"

"Honestly, I don't even know why you wanted to be my servant! You could have become anything, but you waste your talent watching over a weakling like me!"

"I don't want to do anything else," Azure Sky admitted softly, walking closer to Midnight, who still had her bacck turned to her, "And I guess this is as good of a time to show you why."

"Why?" Midnight sobbed, turning around, "Why would you want-"

Azure Sky kissed Midnight dead on the mouth, shocking both Alicorn's watching the moment. When the kiss was over, Azure looked into Midnight's eyes sweetly.

"Midnight, all I ever want to do is watch over you. You're my whole world," Azure Sky said.

"Azure..." Midnight said, not sobbing anymore, but tears were still streaming down her face.

"When you were gone, I felt lost. I wasn't interested in playing with the other kids, using magic had lost meaning, I had even started getting into fights with the nuns at the orphanage. It got so bad that no one even wanted to adopt me.

"It wasn't until I saw you again that the meaning in my life returned. After more than a decade of seeing the world in black and white, the color finally returned. I knew that I had to be where you were, so I went to the castle and pledged my loyalty to you. I'll admit, I was nervous that you would have forgotten about me."

"No! Never!" Midnight said, "You were the reason I even wanted to come back! I missed you so much. I wanted to come back just so I could see you. You were the reason why I couldn't go through with my daddy's orders," she looked away, but that statement confused Vale, "How could I destroy the world that my best friend lived in."

Destroy the world?! What?!

"Midnight, if that's the case, then maybe you do need to face your father," Azure Sky said, scaring Midnight, "Show him that it's your life."

"But I can't! I'm not strong like you!" Midnight cried looking away from Azure Sky's gaze, "He's too strong for me!"

"Then let me be your strength," Azure Sky stated, "Anytime you feel weak, let my strength fill you. I may not be an alicorn like you and Vale, so I will die one day, but until that day comes, I'll be the strength you need."

"Y-you will?" Midnight asked, trying so hard not to start crying again.

"So you don't have to hold in your tears, or be ashamed of them. Whenever you feel like crying, I'll use my magic to make you smile, like I always do. I love you, Midnight."

Poor Midnight broke down when she said that, "I l-l-love y-you t-t-t-too!" she sobbed. Azure then leaned in, and the two mares kissed passionately. Vale, realizing that Midnight was in good hooves, turned around and flew back to the others.

"I wonder," she said to herself, "Is this what you meant?"

When Azure and Midnight came back, they were leaning into one another as they walked, both of them smiling.

"Don't you two look happy?" Bayonet taunted, earning a slight scowl from Azure Sky.

"Shut it," Azure Sky stated. Vale walked over to them with her head bowed.

"Midnight, I apologize for my words earlier. You're not weak, I am. I was raised to be unwavering, and to not show weakness, but it takes true strength to show one's weakness. I was in error for how I spoke earlier."

Midnight shook her head smiling, "No Vale, I was the one who spoke out of turn. You're not emotionless. I admire your strength against the demons. I'm just glad that I'll never have to fight you."

"So, we're still friends?" Vale asked.

"Best friends," Midnight said. She and Vale hugged, their bond growing even stronger.

"While I have no problem with public affection," Morgana said catching everypony's attention, "I feel that we need to get moving. The door is almost completely open. Midnight, if you want someone else to stand in the middle then-"

"No," Midnight said with a surprising amount of conviction, "I'll do it. I have to face him."

Morgana nodded smiling, "Then let's get set up."

The five of them got into position, Bayonet standing in the far right, next to her was Morgana, on the far left was Azure Sky, and next to her was Vale, Midnight standing dead center. The five mares all powered up their elements, looking up at the gate as it slowly opened.

"Here it comes!" Azure Sky shouted.

"Everyone, focus on your elements!" Morgana commanded.

"Girls, something stepping out!" Bayonet shouted. Everyone looked up, and saw what looked like a large Alicorn stepping out of the gate. It was as big as the gate itself, putting it at thirty meters. They had a long flowing mane and tail, and although they appeared as a shadow, they had glowing red eyes.

"D-Daddy..." Midnight said, trembling again.

"Midnight!" Azure Sky called out. Midnight looked at Azure Sky, who was giving her a reassuring smile, "I believe in you!"

Midnight smiled at Azure Sky, and then turned to Vale standing right next to her. She nodded, and the two of them faced the demon emerging with confident expressions.

Midnight... I am disappointed in you...

Why do you stand before me with an angel...

"This angel... is my friend, as are the other ponies with me," Midnight said looking down, and then she glared at the large figure, "I won't destroy Equestria!"

So she heard that right. Midnight was sent to destroy Equestria.

You have been poisoned by their light...

Unable to see how horrible the world is...

"This world isn't horrible! It's filled with wonderful ponies who value unity, and can even love a demon like me! These ponies know what I am, and they've welcomed me into their world! I will not destroy is, nor will I allow you to destroy it!" like when Vale's eyes glowed green when her full power activated, Midnight's normally lavander eyes began to glow crimson red, "You'll have to go through me first!"

This was the first time anyone had seen her display this much power. To Vale, it felt like she was just as strong as her, only in a dark manner, like Midnight's darkness was as strong as her light. Vale looked at Morgana, who actually looked worried for some reason.

You would turn on your father...?

The one who created you...?

You are made from my blood...

and the blood of my dearest friends...

All of them know my rage against the angels of Elysium...

Yet you turn on me and them...

"I'll never follow your will! This world is beautiful, and you will not destroy it! Girls, now!"

Everyone charged up their Elements, and fired them at the gate. The figure tried to step out, and for a split second Vale saw a dark gray leg come out of the portal, but then their necklaces all shot out lights at the portal, and forced the figure back into the portal.

"I think it's working!" Vale shouted.

"Yeah, we're almost done!" Bayonet shouted in agreement.

The figure stepped deeper into the portal as the gate closed.

It matters not...

Soon you'll be shown the truth about this world...

As the gate closed, he looked in the direction of Bayonet and Morgana.

And you, traitor...

You will pay for stealing my sword...

My power is not to be coveted...

With that the gate closed, leaving the five mares feeling a mix of relief, and confusion. Bayonet looked at Morgana in confusion as the mare in question looked down seriously.

"What did that demon mean by his power being coveted?" Bayonet asked.

"Demons like that speak nonsense all the time," Morgana stated walking off, "Why don't we get back to the village? I'm sure that the ponies there are waiting for us to celebrate our victory."

"Midnight, are you okay?" Azure Sky asked as she, Bayonet, and Vale ran over to her.

"I'm fine," Midnight said, "I've never used that power before. It was sort of like when you use your powers, Vale."

"Similar, yes, but not quite," Vale said, still wondering what that was all about. Did Midnight have even more power than they thought?

"Come on, everypony!" Morgana called out, "Let's get our tails in gear!"

"We're coming!" Bayonet called out, "Sheesh, what's got her so eager to leave all of a sudden?"

"I don't know for sure," Vale said, "but I have a few ideas."

As they trotted back to the village, Vale thought about everything she learned. Midnight was sent to destroy Equestria. That meant that she and Vale were truly polar opposites.

That wasn't all though. If that demon was to be believed, then Morgana was...

"Was what?" Rarity asked as she came to. These memories were getting more and more interesting, and she really wanted to know the rest.

"Was that memory interesting?" Trixie asked.

"They closed the gate, but something tried to come out, something big. It looked like a pony, but..."

"That must have been the King of Tartarus, Katastroph, also known as the Father of Darkness. He's been sealed away for now, but eventually that seal..."

"Is he trying to escape?! Is that what this is about?!"

Trixie looked taken aback by Rarity's sudden eagerness, and Rarity was too. Where did all of that come from? Rarity shook it off and instead decided to ask the next question on her mind.

"That last Avatar said something strange as she faded away. Do you know what she meant by thanks for the memories?" Rarity asked. Trixie looked away in sadness and walked off to the door, "Trixie?"

"We need to get going. I'll wait for you upstairs," she said going through the door. That proved it, Trixie did know something, but she couldn't say. Either she was told not to, or was simply unable to. One thing was certain though. The Avatars she fought were the connection, and she had to get to the bottom of it.

Even if she had to go it alone.

"Damn it! This isn't fair to her!" Trixie shouted to herself, "She deserves to know the truth! I don't care if it's to awaken Vale, she shouldn't have to give up her life!"

Trixie leaned against a wall and silently cursed herself for being so powerless. If she could save Rarity from this fate, then she would have. But now it was already too late.

Rarity was already...

Floor VI

Floor VI: Will I Disappear?

"Are you sure this will work, Princess?" her dark armored retainer asked as she prepared her meditation.

"This is the only way for us to get up there," she said, "Sister has lost her connection to Elysium, and I am half Equestrian. Unless we have official authorization we cannot enter. Honestly, I'm not sure this will work, but it had better."

Her retainer nodded to her and helped fluff her pillow. In order to maintain her connection, she had to be fully comfortable. She wasn't as good at projecting herself as Twilight Sparkle, who could even possess ponies if they allowed her to. She was alsways somewhat envious of Twilight's power, who more and more seemed to surpass her.

Well, Twilight was a pure blooded demon now. She was only half angel, unlike her sister who was a full angel.

"I am ready," she said to her retainer, "Leave me in peace."

"Yes, Princess Luna," he said. When he left, she lied down on her pillow, allowing her body to relax. Upon relaxing, she followed Twilight's instructions, imagining a door in front of her and going through. Once out of her body, she imagined herself in Elysium, praying and hoping that this method would carry her there. She couldn't get Rarity out of there, but she could at least try and alert her of the danger she was in.

"I will not allow this to happen," she said to herself, "We are not prisoners to our fate."

Rarity and Trixie had just arrived at the sixth floor, and were in the middle of fighting the fourth Avatar. This one was an Avatar of Rarity's friend Pinkie Pie. The only thing that made this fight annoying, besides the fact that she had to fight her friend, was Pinkie Pie's illusion powers.

Trixie fired a bolt of lightning at two Pinkie Pies both of them exploding.

"Damn, they weren't real!" Trixie shouted, electricity flowing from her body signalling the Storm Avatar spell.

Rarity fired icicles out of her horn at the Pinkies surrounding her, all of them exploding like bombs when they were shot back.

"They just keep coming!" Rarity exclaimed. She rolled to the side just before a Pinkie clone jumped onto her. Unfortunately Trixie wasn't so lucky, as about five or six Pinkie Pies landed on top of her and exploded, causing Trixie to scream out in pain.

"Trixie!" Rarity called out, thankful that she was using her Storm Avatar spell, but still worried. When the smoke cleared, Trixie was forcing herself up.

"I've just about had it with this fight!!!" Trixie called out, firing electricity around the entire room. All of the Pinkie Pies present exploded, save for one in the back of the room, "There she is!"

Rarity nodded and charged at her, firing icicles at Pinkie Pie's Avatar. The Avatar jumped and dodged out of the way, and then lunged at Rarity knocking her down.

"It's too bad you won't just let us kill you," Pinkie Pie said, "Either way you're just going to vanish, why not do it now, thief?"

"Shut up!" Rarity shouted firing a large ice arrow point blank at the Avatar, knocking her back, "I do not plan on vanishing in this tower!"

Pinkie Pie giggled, "Not like you have much of a choice in the matter," she said, confusing Rarity. What did that mean? Was Rarity going to...

Trixie fired at Pinkie Pie's Avatar knocking her to the ground, "She's down!" Trixie said shaking Rarity back to reality, "Finish her!"

Rarity was hesitant for some reason, but she did have to kill this Avatar at some point. She pointed her horn up to the ceiling, creating two large ice pillars at her side. When she pointed forward, the pillars charged at the Avatar, knocking her into the wall. Rarity followed up by charging into the Avatar with her horn, killing it.

"Rarity..." Pinkie Pie said, "You wouldn't forget about me, would you...?"

Pinkie Pie faded away, leaving the memory fragment in her place. Rarity stepped back and looked down thinking about how that Avatar acted.

"I'm going to vanish...?" Rarity asked as the memory fragment flowed over to her horn.

"Rarity, are you okay?" Trixie asked.

"I am going to be okay, right?" Rarity asked, her heart racing for some reason. Trixie looked away from her as the memory fragment touched her horn. She was about to question why she looked so upset, when Vale's memories flowed into her, she knew that any questions would have to wait.

When they arrived back in Canter Village, there was a unanimous cheer so loud that even Vale stepped back in shock.

"By the stars!" Vale exclaimed.

"I think they're happy," Bayonet stated somewhat sarcastically.

"Gee, you think?" Vale asked. Midnight walked forward surprisingly to face the crowd that gathered, Azure Sky right next to her.

"Ponies of Canter Village," Midnight started, "the threat of the demons is gone! The doorway to Tartarus has been permanently sealed shut, and with it all of the demons as well. You may finally live in peace!" the cheer that followed was even louder than before. Midnight waited a few seconds before she continued, "But this peace could only be obtained with the help of my dear friends. First I'd like to thank my Vassal and best friend, Azure Sky, who from this day forward will be much more."

With that said, she kissed Azure Sky, right on the mouth, and in front of everypony. There was a gasp in the crowd, and even Azure Sky looked taken aback at first. When they parted, Midnight looked into Azure Sky's eyes.

"Thank you for being my strength," Midnight said sweetly.

"Anytime Midnight. I am yours eternally," Azure Sky stated softly and proudly. Midnight then turned to Bayonet.

"Next I'd like to thank Bayonet, who kept us laughing the entire trip."

Bayonet walked up to Midnight, "Just so you know, I'm not kissing you," she said loftily, making Midnight laugh.

"See? Just like that," Midnight said before hugging her. She then turned to Vale, "Thirdly, I want to thank Vale, also known as the Guardian of Equestria. Her power against the demons was a great help, and I would have given up a long time ago had I not had her harsh manner of speaking."

"It's good to know that I'm appreciated," Vale said with a smile. She then walked over to Midnight and nuzzled her, "You're doing a wonderful job, Midnight."

"Thank you, Vale," Midnight said. Finally she turned to Morgana, who still looked really out of it, "Last but certainly not least, I wish to thank Morgana, for it was her idea to use the Elements of Harmony to lock Tartarus away for good."

"It was nothing," Morgana said, "I was... glad I could... help." she said slowly, and strangely. Vale took note of course, and planned on seeing the All Mother about this later.

"I proclaim that this day is a day of celebration," Midnight said to the crowd, "Tonight, we shall party so loud that the gods will hear us!"

The cheer that followed was certainly loud enough. Midnight, Azure Sky, and Bayonet all walked over to Vale.

"Does this mean that your mission is over?" Bayonet asked.

"I don't know," Vale stated, "Perhaps. The demons have been taken care of, and I am pretty sure that the Code for Orbital Control is safe in Midnight's hooves, so unless the All Mother can think of a new mission for me, there is no reason for me to remain here," she noticed that all three of her friends looked sad when she said that, so she quickly continued, "But I planned on talking with Mother in a bit to know my next move. I could ask for her to extend my tenure here..."

"Would you?" Midnight asked quickly.

"Please?" Bayonet added.

"You can't just leave now, we finally got back together!" Azure Sky stated. Vale couldn't hold in her laugh. It felt good to know she was loved so much.

"Alright, alright. Let me get to it. Either way, I'll come back to the village with the results. That way I don't just vanish without a warning."

"Good," Azure Sky said, "We'll wait for you here then. Come on Midnight," Azure Sky said walking off.

"Right," Midnight said walking after Azure Sky. Bayonet walked over to Vale looking depressed.

"Please stay, Vale," Bayonet said sadly, "You're my best friend. I'll be sad if you leave."

"Oh, Bayonet," Vale said nuzzling Bayonet, "I'll talk with Mother and try to convince her to allow me to stay. I can't promise that I'll be able to stay, but I can promise that I'll ask, alright?"

"Alright," Bayonet said. She turned and walked after Azure Sky and Midnight. Before she left, Vale walked over to Morgana, who was walking away from the village.

"Going somewhere?" Vale asked, stopping Morgana.

"I just needed to get something from my house," Morgana said, "I'll be coming back, don't worry."

That wasn't what Vale was worried about, but she nodded in acceptance all the same. Even if Vale suspected Morgana of foul play, she couldn't actually attack her without a reason or proof. With that said and done, Vale made her way to the meadow she tranferredd from, so she could use that to communicate with the All Mother.

Once she arrived at the hill, she closed her eyes and allowed the cool breeze to ruch past her coat. She would act professionally, but deep down she did wish to stay. These were her friends, and after they helped her seal the door to Tartarus, she begun to truly appreciate them. It would be a shame if she had to leave them.

She opened her mind and reached out to the All Mother. The sky opened up for her and a bright light shined on her, signalling that the All Mother was watching her.

Guardian Vale, you have done us a great service.

"Thank you, Mother," Vale said, her heart racing. She didn't want to go.

Vale, you seem troubled.

Is something amiss?

"Well, the truth is, there are a few things bothering me," Vale sighed, deciding to get the most difficult on eout of the way, "I confess, I have grown attached to the ponies here, in particular my friends from childhood. Now that my mission is over, I find it... difficult... to leave them. If there is anyway for my time on Terra to be extended, then-"

Worry not, Vale, I understand.

I feel that it would greatly benifit Terra to have an angel present at all times.

Did she hear the All Mother correctly? Was she just given permission to...

And also, I'm afraid that your mission is not over.

That caught Vale's attention, "What do you mean?"

I feel that the shadow of Tartarus is still present in the country of Equestria.

Can you think of anyone there who displays an unusual affinity to the darkness?

Oh yeah, Vale could. In fact, this was all the proof she needed.

"Yes, Mother. One of the ponies traveling with us I believe may be dappling with dark magic. What course of action do you wish for me to take?"

This pony may be dangerous. First you must find this pony and catch her in the act.

Afterward, you and your friends must deal with this pony.

I leave her sentence to you, Guardian of Equestria.

"I will not let you down, Mother," Vale said with a bow. The light faded, and Vale turned back to Canter Village. Good news, she could stay for as long as she wanted. Bad news, the threat wasn't over. Vale had to hurry.

She galloped back to Canter Village, eventually taking to the skies and flying back to the village. When she arrived, she almost flew into Bayonet.

"Ah!" Bayonet screamed as Vale landed, "Vale, are you alrigh-"

"Have you seen Morgana?" Vale asked Bayonet.

"I don't think she's come back yet, why?"

"Get Azure and Midnight and bring them to Morgana's place! It's not over yet!" Vale ran out of the village to Morgana's cabin. She thought she heard Bayonet calling her, but she didn't know for sure. All she knew was that she had to stop Morgana.

Morgana's cabin was actually pretty large. It was two floors tall, made of wood, and standing in the middle of the forest surrounded by trees. Vale reached out with her angel senses, and felt the evil radiating off of it.

"That witch..." Vale said angrilly, feeling betrayed in the worst way. They allowed Morgana into their lives, and treated her like a friend. What happened to her? How could she betray Equestria like this?

Vale's eyes turned green as her angel powers activated, and she charged into the cabin, not even bothering to knock.

"MORGANA!!!" Vale shouted. Morgana calmly walked downstairs with a soft smile, but Vale could feel that something was wrong with her.

"Hello Vale," Morgana said sensually, "What a surprise seeing you here."

"You knew that I'd be here," Vale said, "How long could you hide what you were?"

"Oh? And what am I?"

"A dark witch," Vale spat, making Morgana laugh, "You invoke the power of demons to use your magic, dark magic."

"Very good, Vale. Your Mother must be so proud of you."

Her aura was changing, becoming darker. As she reached the first floor, Vale noticed something coming out of the ground. It was a sword, but not any old sword. Vale got the worst possible feeling from that sword.

"Soon the others will be here, so why don't we go someplace where they can't bother us?" Morgana said using her magic to pick up the sword. There was something about that gothic blade that was setting Vale's senses off.

Vale's body reacted on its own. Before she knew it, she had charged at Morgana, leading with her horn. Morgana used the sword to block and push her aside. She then pointed her horn at Vale, firing dark red electricity at Vale. The attack attacked her core, hurting more than anything. This lightning, it was demonic, Vale's exact opposite.

Vale fell to the floor, feeling weaker than anything. Her vision was getting blurry as Morgana sauntered over to her.

"Worry not, my love," Morgana cooed, "I could never kill you. When you wake up, it will just be you and me."

"Morgana..." Vale said, as her entire world went blank.

When Rarity came to, she wasn't in Elysium like she thought she would be. Instead, she found herself in another cloudy area. How did she get here?

"It pleases me that I was able to reach you," Rarity heard from in front of her. She got up and saw a sight she didn't expect.

"Princess... Luna!" Rarity exclaimed as the Princess of the night stepped out of the fog.

"In order to enter undetected, I had to take advantage of the latest memory. As you experience Vale's memories as if they were your own, any pain that she felt becomes real to you, this is why you fell unconscious. I am speaking to you through your dreams."

"How are you even here, and more importantly, why?" Rarity asked, hoping to Celestia that for once she could get a straight answer.

"That's quite simple, Rarity," Luna said looking down smiling, "I'm here to warn you of the danger you are in."

"Danger?" Rarity asked, "I know that I've had to fight a number of Avatars, but I am more than capable of taking care of myself."

"No Rarity," Luna said, "That is only part of the plot against you. These Avatars, what are they? Do you know?"

"No, I don't," Rarity admitted, "I've never seen any of the ponies that these Avatars are supposed to represent, which is weird."

"I assure you, those Avatars are not representations of strangers," Luna said, her voice raising a bit, "Tell me, Rarity, how many friends do you have?"

"Well that's easy," Rarity stated, "I don't have too many friends. My dearest friends are Twilight Sparkle and Spike, the latter of those two being my lover."

Luna pursed her lips looking away slightly, "Don't you think it's funny? Your friends are the Elements of Harmony, yes?"

"Well, yes they are," Rarity said, her heart racing.

"Twilight Sparkle is the Element of Magic, and Spike shares the Element of Generosity with you. Tell me, who are the Elements of Laughter, Loyalty, Kindness, and Honesty?"

"Well that's also easy. The Element of Laughter is..." it hit Rarity, she didn't know. No, she couldn't remember. But her friends were the Elements of Harmony, she knew that. She even remembered how they became the Elements of Harmony, yet try as she might, she just couldn't remember any other faces there besides Twilight's.

Weren't there four more...?

"Also, what do you do for a living?" Luna asked, Rarity getting more and more upset the longer Luna smoke, "What city were you born in? Do you have any relatives? What school did you go to? What does your Cutie Mark mean? What is your special talent?"

"I DON'T KNOW!!!!" Rarity screamed, now falling to the ground in tears. All of those questions she was supposed to know the answer to, but she didn't.

"Do you see it now?" Luna asked, "Do you understand what's happening to you?"

Partially, she did. Her thoughts went to when she ran into Trixie the first time, and her words back then.

You may lose something important...

Rarity did lose something important. She lost her memories.

"Why?" Rarity sobbed, "What does this mean? What does the All Mother want me to do?"

Luna sighed, "My guess, she wants you to reawaken Vale."

"I know that!" Rarity cried looking up at Luna in desperation, "I want to know what happens to me! What does the All Mother want to happen to me?!"

"The second Vale is reawakened, you Rarity, will no longer exist."

Everything stopped for Rarity at that moment. Her biggest fear was coming true. The fear that in the end she wasn't going to get out of this tower. The fear that she was supposed to...

"You mean, I'll die...?" Rarity asked.

"Worse," Luna said, making Rarity's heart sink, "Nothing will remain of you. Your body, your heart, your soul, nothing will be left, so nothing will pass on. You will literally vanish."

No... she couldn't... She was supposed to marry Spike... She was supposed to have a future... There were so many things she wanted to do, probably a few more that she couldn't remember now, but now none of those things could come true.

Impudent child...

That voice, it was the All Mother. Both Rarity and Luna looked up.

"Faust..." Luna spat. Was that the name of the All Mother? Faust?

These matters do not concern you, half breed.

"The pony here is dear to a lot of ponies, and myself as well. For that reason it does concern me!"

What I do with my things are no one's business but my own.

You, disgusting half breed, are not even welcome here.

The fog got denser around Luna, and Rarity felt a force pulling her away from Luna.

"Rarity, I'll find a way to get to you!" Luna said, "Just stay alive until then! Even if you have to destroy more Avatars, please live!"

"But I don't want to lose anything else!" Rarity said, trying to reach out to Luna's hoof.

"We will get it all back! I swear on the moon itself, you will get it all back!" Luna said right before vanishing. Rarity found herself slowly coming to, back in the tower, Trixie standing over her worried.

"Rarity! You're okay!" Trixie breathed out in relief, and sat down, "I was worried you'd never wake up."

"Oh Trixie..." Even with everything she learned, for some reason she couldn't allow herself to lose trust in Trixie.

"We need to get moving," Trixie said helping Rarity up, "Unless you still need to recover from-"

"No! No, I'm fine," Rarity said, "Um, let's go."

Rarity walked through the door, realizing that she unfortunately had to keep going. She'd play along with this game for a while longer.

But when they climbed up the stairs and went into the next room, Rarity got the shock of a lifetime. Because if what Luna told her was true, then after this fight, she'd forget the one person she never wanted to forget.

"The All Mother decided to push things to the next level," he said, swinging his spear, "We can't have you stopping, can we?"

"No..." Rarity pleaded, stepping back, "Not him, anypony but him."

"Rarity?" Trixie asked.

"I can't lose him," Rarity cried, "I can't lose Spike!"

Floor VIII

Floor VIII: I Just Want The Truth...

When Rarity and Trixie reached the eighth floor, Rarity stopped short of going into the door. She hadn't spoken since getting the last memory fragment, or since losing her memories of the one she loved. The one Trixie named "Spike".

When she finally spoke, her voice was low and even.

"Trixie, you said that you'd help me make sense of all of this, right?" Rarity asked, still not turning around to face Trixie.

Trixie sighed, "Yeah, I did. Are you sure you want to know though? The truth isn't like your memories. Once you know it, you can't unknow it. It will change you, and not for the better."

"I've lost the memories of my friends, the stallion I loved," Trixie winced when she said stallion, as if she got it wrong, "I can't even remember my family. Do I have a brother? A sister? What do my parents look like? What's my special talent? The only friend I remember is Twilight, and I can't even remember how we met," she finally turned to face Trixie with a hopeless expression, "I get it, I'm not leaving this building alive. But if I have to die, I deserve to know why. I refuse to walk a step further until you tell me what's going on."

Trixie closed her eyes and considered her words for a long time. After what felt like an eternity, Trixie opened her eyes and nodded, "Alright. I'll tell you the truth."

"I wish to know as well," Rarity and Trixie turned to the side and saw another Alicorn walk in. She had a coat dark like the night sky, and a long sparkly mane and tail that looked like a starry sky. Rarity thought back to the few memories she had, and remembered who she was.

"Princess Luna?" Rarity asked, getting a nod from the Alicorn.

"I'm glad to see that you didn't completely forget me," she said with a smile.

"How did you manifest yourself here?" Trixie asked, "Our files tell us that you're only half angel, and not even your older sister can-"

"There are back doors into this domain not even the All Mother is aware of," Luna explained, "Having my body locked in the moon I had lots of time to find those back doors. Now, tell us why Rarity has to do this."

Trixie took a deep breath before she spoke, "You're Vale's Cipher."

There was that word again, the thing that Vale called Rarity in her vision.

"What's a Cipher?" Rarity asked.

"A Cipher is a special Avatar made as a place holder for an angel. You see, angels can die. Before they do though, their bodies can be preserved until they are needed again. When they are, a Cipher is put into Equestria first, and then reports back to Elysium when it's time for the angel to reawaken.

"You, Rarity, were supposed to be called back approximately twenty-five years ago, after Twilight was founded to be the reincarnation of Midnight. The current angel assigned to Equestria is a B Class named Celestia, known for her rebellious nature. Instead of reporting directly to the All Mother once she found Midnight, she took pity on Midnight and attempted to convert her. The All Mother knew the result of this action, so she attempted to call you back. However, the Sonic Rainboom interfered, and resulted in you gaining your Cutie Mark instead."

"Wait," Rarity said to herself, "So you're telling me that Vale was supposed to be awakened twenty-five years ago?"

Trixie nodded gravely, "Yes, she was."

"And what happens to the Cipher once the angel is reawakened?" Rarity asked. Apparently Trixie was dreading telling this answer as much as she was dreading hearing the answer.

"The Cipher is broken down and deleted," Luna answered for Trixie, "All information that the Cipher recorded is transferred to the angel, and the angel continues where the Cipher left off. You, Rarity, would no longer exist as yourself."

"However, in this case Vale will not acquire any information from you," Trixie said, shocking Rarity, "The All Mother wishes for Vale to accomplish a specific mission, and she feels that if she has the information you would give her she'd waver. Hence why you're losing your memories as we climb higher."

This was a major discovery for Rarity. She was a special Avatar called a Cipher, and she was Vale's Cipher. The day of the first Sonic Rainboom, she was supposed to be called back to Elysium to reawaken Vale twenty-five years ago in response to Twilight using her magic for the first time, but the Sonic Rainboom kept her form fulfilling her directive. From there she lived her life as if she were a real pony, making friends, and becoming the Element of Generosity, and falling in love. However, now the situation was so dire that Vale HAD to be awakened, and now.

Also, it made sense why the All Mother was so harsh with her, and why she was trying so hard to bring Vale back. Why she was called a thief. She did steal Vale's life. By not coming back here, she denied Vale a chance to continue her life.

"I really am a thief..." Rarity said sadly, for once in her life feeling like the worst pony in the world.

"There was no way for you to know," Luna said somberly, "This falls on Mother herself, for not telling us anything."

Trixie groaned, "You don't understand-"

"Oh I understand," Luna stated seriously, "I understand that the gods look at us as pawns. They treat us any way they please because they feel we are inferior to them and can't do anything about it. Well, we are not pawns, and our destinies belong to us!" she turned to Rarity, "Come, Rarity. I have devised a way for you to return to Equestria. Upon your safe return, I'll return here and regain your memories," Luna turned and walked off down the hall she came in from.

"I know that you feel betrayed," Trixie called out, "But believe me, Vale is necessary for Equestria's survival."

"That's what you and Mother think! Equestria is our world, and whatever evil comes our way, we will find a way to defeat it with our own hooves!" After a second, Luna realized that Rarity wasn't following her, "Rarity, come."

Rarity remained where she was, still looking down seriously. She let the words and consequences fill her mind, and she realized something horrible. She had to get to the top of this tower.

"Rarity?" Trixie asked.

"What if it were your daughter?" Rarity asked Luna, "Wouldn't you do whatever it took to bring her back to life?"

Luna turned around and sighed, "Rarity, if you continue any higher you'll lose the last of your memories. You'll only be a shadow of yourself."

"I'll tackle that issue when it comes!" Rarity shouted, "But I have to end this on my terms! The All Mother took me, and forced me to climb this tower! I have to meet the All Mother, and I have to see Vale in person, but most of all, I have to choose how this ends for myself."

"You aren't considering actually-" Luna began.

"I don't know what I'm considering! But I can't decide on anything until I see Vale!" Rarity turned to the door, "You can either help me get higher in this tower, or you can go back to Equestria and wait for the results of my decision. Trixie, let's go."

Trixie nodded and trotted after Rarity. Luna looked down for a while, not moving, but eventually turned to Rarity and Trixie again, "Wait," the two mares stopped and turned to Luna, "I'll go with you. You may still need my help to get home, assuming that is your choice."

Rarity smiled, "Thank you, Princess."

Luna did not return the smile, but she nodded. The three of them walked into the room, Rarity already knowing who the next Avatar would be. After all, if she was right, this would be the last one.

A purple alicorn about as tall as Princess Luna, with a dark purple mane and tail, and a familiar pink highlight.

"Twilight," Rarity said.

"This Avatar feels significantly stronger than the others," Luna stated, "It feels more like this is an Avatar of Midnight."

"She might represent both," Trixie explained, "Either way she was born of Rarity's memories, so however Rarity sees her is probably right."

"I already know that the All Mother needs me to awaken Vale," Rarity said, "So why make me fight more?"

"Truth is, you're the one making this harder than it needs to be," Twilight's Avatar said, "But I have to commend you. During that last fight you did something we all thougth impossible. You drew from Vale's power. As amazing as that is though, you've proven the All Mother right."

"Right about what?" Rarity asked.

"That the longer you were allowed to live, the more you and Vale would meld together. You see, we can't allow that. Vale has a special directive she has to follow, and if she' smerged with you, she might run into... difficulty."

"So the All Mother never planned for Rarity to get this high," Trixie reasoned, "She was expected to fall further down."

Twilight's Avatar nodded, "But you had to interfeer. Then you," she looked at Luna, "The half breed. You just couldn't help but poke your nose in where it wasn't needed. Thanks to you, Vale's Cipher has these weird notions of fighting for her life, as if she had a life of her own to begin with."

"Contrary to what you may think," Luna said, "Rarity is a pony, whether she be a Cipher or not, she has a life, and her life matters."

"Vale herself told me that her life was my life as well," Rarity explained, "I'm the only pony who decides what happens to my life."

Twilight's Avatar looked genuinely surprised, "You were able to speak to Vale?" she looked down for a second, and then glared at Rarity, allowing her purple eyes to glow red, "Then I'm afraid that this is the end of the line."

"No, it isn't!" Rarity said, once again calling on Vale's power, knowing full well her eyes were glowing green now. Both Trixie and Luna got in stances ready to fight, which Rarity was not complaining about. This fight would be harder than the others.

Twilight's Avatar fired a black and red beam out of her horn at the mares. Rarity dodged to the right, Trixie dodged to the left, but Luna jumped over the attack and flew directly to Twilight. She met her horn with her own, and a violent horn fight began, as if their horns were swords.

Trixie ran around the field creating runes on the ground while Rarity ran in the opposite direction firing icicles at the Avatar, who used her wing to block the attacks. She jumped away from them and pointed her horn to the ceiling. Black spears came out of the ceiling and rained down on them, but the three mares ran around the room dodging the assaults.

"LIGHTNING BOLT!!!" Trixie shouted, firing at the Avatar, but she flew up and pointed her horn at Trixie.

"HELL WAVE!!!" Twilight's Avatar shouted, firing a large black and red beam at Trixie. It was too big for her to dodge, so she fell back from the resulting wave once it hit the ground.

When Twilight's Avatar landed, Rarity charged at her and pushed her onto the rune that Trixie made, making it explode. She screamed in pain, but was otherwise unharmed. Luna flew to the ceiling above Twilight's Avatar.

"STAR SHOWER!!!" she shouted, firing large stars from her wings at Twilight's Avatar. The Avatar created a shield of darkness around herself to defend the assaults, and then created a claw of darkness that slashed Luna out of the air.

"According to the thief's memories, you were never able to defeat the real Twilight," Twilight's Avatar said, "I thought you were supposed to be the mighty Princess of the Night. The former Nightmare Moon. To think that such a powerful pony would be this weak," Luna growled in frustration as she forced herself up, "Well, in the end you are still a half breed."

"Shut... up!" Luna growled. Rarity was confused, so she ran to Trixie to help her up.

"Why does everypony here call Luna a half breed?" she asked.

"Apparently, Luna was born in Equestria, her mother being a pure Angel, and her father being an Earth Pony," Trixie explained, shocking Rarity, "Her file is on record, marking her as a Class D Angel."

"Is that low?" Rarity asked.

"The lowest," Trixie stated, "Most of her spells are Unicorn spells, the only Angel Class spell she knows being Star Shower."

Rarity looked at Luna, who was staring daggers at Twilight's Avatar. From what little she could remember, Luna lost all of her fights against Twilight. This must be a little personal for Luna.

Luna charged at Twilight's Avatar and met horns with her again, the Avatar smiling arrogantly. While they pushed at each other, Rarity created two large icicles at her side and sent them rushing at Twilight's Avatar. She flew back from Luna and the attack, and Trixie fired another large lightning bolt at the Avatar, knocking her back.

"TIME STOP!!!" Luna shouted. What Rarity saw next was weird. In one second, Twilight fell back and screamed as if she took major damage, but she didn't see Luna move. What Rarity did see though, was Luna now lying down in that same spot, but she was surrounded by electricity and it looked like she was unable to move.

"Princess!" Rarity shouted, about to run over to her.

"Attack now!" Luna said through gritted teeth. Rarity nodded in understanding and charged at Twilight, her eyes glowing green once again. She managed to knock Twilight's Avatar back onto the ground, and then clarged up her horn getting ready to finish it.

"You may look like Twilight, and fight like her," Rarity said, "but the real Twilight is a lot mightier than you!"

Rarity was about to finish her off, but in a shocking turn, Luna charged past Rarity and impaled Twilight's Avatar.

"Luna!" Trixie called out, "Rarity was supposed to-"

"I don't care what Rarity was supposed to do," Luna said pulling her horn out of the Avatar, "Besides, aren't we acting on our own accord now?"

Trixie looked down when Luna said that. She had a point, but even Rarity felt sort of funny with somepony else delivering the final blow. The Avatar smiled spitefully at Luna as she faded away.

"This doesn't change anything," she said, "You're still no match for the real-"

"Your talking bores me," Luna said, smashing the remains of the Avatar with her hooves, leaving the memory fragment in her place. Rarity and Trixie were both shocked by Luna's actions, and the dark expression on her face.

"Are you okay?" Trixie asked.

"Check the door," Luna commanded, "If we don't have to analyze the memory fragment, then Rarity shouldn't-"

"I still want to take the memory fragment," Rarity said, shocking Luna.

"Rarity?! There's no need to continue with this charade!"

"I owe it to Vale," Rarity said calmly, "I need to know what happened to her. I get the feeling that this memory fragment will tell me a bit about how Vale got hurt in the first place. If you can get out of here, then wait for me on the next floor."

Luna frowned, but she nodded and walked after Trixie, who managed to get the door open. Now that she was alone, Rarity pointed her horn at the memory fragment, taking it in and merging with Vale. Something was telling her that this memory fragment was going to be heavier than the others.

After making sure that Morgana was locked up, Vale made her way back to the hill in the meadow so she could talk to the All Mother. She needed to know a few things, but most of all she needed the comfort of home.

"Mother, I..."

Something is amiss with your mentality.

What is troubling you?

She didn't have the heart to tell her mother that she was almost killed, or that she was actually afraid for her life. That sword could have truly destroyed Vale, and she'd never recover.

No, Morgana hadn't wanted to kill her. She wanted to steal her powers. After that she'd be Morgana's slave, and that frightened her the most.

Guardian?

"S-sorry Mother," Vale said shaking her head, "I needed to ask you about something I heard about down here. Is it true that the Destroyer of Equestria is here on Terra?"

Have you made contact with them?

"I think so," Vale said looking down, "But I'm curious. The pony that shows the signs of being the Destroyer isn't at all what I expected. She's usually sweet, soft spoken, faint hearted to a fault, and only concerned with making ponies happy. If she is the Destroyer of Equestria though, does that mean-"

Guardian, you must not be swayed.

The Destroyer of Equestria is the most dangerous being in all of Equestria apart from Katastroph himself.

"I honestly don't see how-"

At her core, she's still a demon from Tartarus, and like you she has a directive embedded deep in her subconscious.

A directive that if pushed far enough, she will procede with it.

"What must I do then?" Vale asked, dreading the upcoming answer.

As the Guardian of Equestria, her very existence goes against what you stand for.

No matter what, you must kill this pony.

There it was. The one thing that Vale didn't wish to hear. She and Midnight were polar opposites, thus meant from the beginning to fight each other, with only one of them coming out victorious.

"There is no chance that this pony can be reasoned with?" Vale asked softly.

Once she falls to far into the darkness, then no.

She is the Destroyer, and you are the Guardian.

The two forces cannot coexist.

Vale sighed in sadness, "I understand Mother. I will carry out your will," the light faded and Vale started making her way back to the village. Midnight was her friend. How could she kill her, even if she fell into the darkest of darkness.

"I don't know if I can do this," Vale said, lying down on the grass shedding a few tears of sadness herself, "Midnight is my friend... How can I kill her? Why do I have to be the Guardian of Equestria? Azure... Bayonet... I'm sorry..."

She stayed in the forest and cried for a few minutes. She hoped that once she got back to the village she could steel her nerves, then she could figure out what to do about this. Maybe Midnight wouldn't succumb to her darkness. Then she'd never have to-

"Vale! VALE!" she heard in the distance. She looked up and saw Bayonet running to her frantic. Vale wiped her eyes and stood up when Bayonet reached her.

"Bayonet? What's wrong?" Vale asked. Bayonet took a second to catch her breath before speaking.

"Canter... Village... riot... Midnight's... Castle...!"

"What did you say?!" Vale asked, "Riot!"

"Yeah," Bayonet stood up straight and looked in Vale's eyes, she was terrified, "The ponies of Canter Village accused Midnight of being a demon and threatened to kill her!"

"You and Azure never told anypony where Midnight came from though."

"Only Morgana, but she's still locked up! How did the villagers find out-"

Vale gasped, "The colt! He must have told everyone about Midnight's powers!"

"Wait, what colt?"

"We have to get moving now!" Vale immediately galloped back to the village. Bayonet galloped after her, but they both stopped when they reached a cliff overlooking the village.

Canter Village was burning to the ground.

Bayonet back away, holding a hoof over her mouth in horror, her entire body trembling, "Faust...! Oh FAUST!!!"

Vale's breathing picked up to the point that she was hyperventalating. She shook her head, denying what she knew in her heart.

"No... It's can't be her..." she said to herself, "Bayonet, I'll meet you in the village..."

"H-huh?" Bayonet asked, clearly traumatized by the sight before her. Vale didn't repeat herself. She took to the skies and flew to the village at high speed.

When she arrived in the village, she landed and ran to the castle looking around for any signs of life. All she saw were bodies. Dead bodies.

"No... No...! No!" Vale screamed pounding the ground with her hooves, "WHY?!!! WHY DOES IT HAVE TO BE HER?!!! WHY DO I HAVE TO BE THE GUARDIAN?!!!" she sobbed loudly, and then looked up at the sky, "SHE'S MY FRIEND!!!! YOU'RE ASKING ME TO KILL MY FRIEND!!!!" she collapsed onto the ground again and continued to sob loudly. She knew, surrounded by all this destruction, what she had to do. Before she could do it though, she had to let all of her emotions out.

So she cried even more, forcing all of the sadness, grief, and guilt for what she was about to do, out of her. She let Midnight's friend Vale emote as long as she needed, so that Guardian of Equestria Vale could do her job.

And kill Midnight...

After letting her emotions out, she continued her search for Midnight. She figured Midnight would be at the castle, so she trotted there. The castle was in bad shape, but still standing. When Vale stepped inside, she saw Midnight. She was sitting on the floor in the throne room, crying deep, heavy sobs, and holding a familiar blue unicorn in her forelegs.

Azure Sky, and she wasn't breathing.

"Oh, Midnight..." Vale said somberly walking over to Midnight and Azure.

"They killed her..." Midnight just barely got out, "She wanted to protect me... but they killed her..."

At least she knew that Midnight hadn't killed Azure Sky, but that didn't excuse her for killing all of the villagers.

"Midnight, why did you destroy the village?" Vale asked, not needing anymore convincing. Midnight looked up at Vale with an intense glare filled with dispair and hatred.

"Because they betrayed me!" she screamed, making Vale step back, "They turned on me first! That much I could have forgiven," she looked down at Azure Sky's body, a stab wound on her chest, "But they killed her. She stayed behind when they broke into the castle, and they... killed her... because she defended me. Why did they kill her, Vale?"

Vale sighed and looked away, "You were created to be the Destroyer of Equestria, weren't you?" she asked, Midnight craddling Azure Sky's body ignoring Vale, "Where did you aquire the Code for Orbital Control, Midnight?" this time when Midnight didn't answer, Vale got angry and picked her up and held her against a wall.

"Answer me!" Vale commanded, "Where did you get the Code?!"

"Azure... help me..." Midnight said softly.

"Only angels are supposed to have access to that power! You're a demon from Tartarus, so you shouldn't be able to control the sun and moon!"

"Azure...! Help me...!" Midnight cried, louder this time.

"Your father is King Katastroph, the King of Tartarus, right?! That makes you the Princess of Tartarus! He stole the code and gave it to you, didn't he?!"

"AZURE!!! HELP ME!!!" Midnight screamed.

"AZURE IS DEAD!!!" Vale shouted shaking Midnight a bit, "She's dead because she tried to protect you!" she didn't think she would cry, but there were tears coming from Vale's eyes, "Are you really this weak?! Azure is dead, and not only do you throw the biggest temper tantrum in history, but you sit here and cry for her to help you?!" Vale actually threw Midnight onto the ground and walked off a bit, putting a hoof on the wall.

"Bloody hell! This is so screwed up! Why do you, of all ponies, have to be the Destroyer of Equestria?!" Vale shouted, unsure if she was angry at Midnight for what she had done, angry for what Midnight was, or angry for what she knew she'd have to do.

"I had to do it..." Midnight said softly through her tears, "They killed Azure..."

"You keep saying that," Vale said through gritted teeth.

"You'll protect me, right Vale?" Midnight asked desparately, holding onto Vale's leg, "Even better, you can talk to your mother and ask her to bring Azure back! You can do that, right?"

Vale groaned in agony, thankful that her mane covered her eyes at the moment, "It doesn't work like that, Midnight. I can't bring ponies back to life."

"So... she's really gone...?" Midnight asked.

"Midnight, let go of my leg," Vale commanded.

"Vale...? What's wro-"

"MIDNIGHT! LET GO OF MY LEG!!!" Vale shouted, making Midnight let go immediately.

"Vale, did I do something wrong?" Midnight asked.

"Did you-" Vale almost threw up when Midnight asked that question, "Look outside for Faust's sake! All of that was you! Stallions, mares, even foals, foals!" Vale couldn't even look at Midnight right now, she was so angry, "All of them dead, and you killed them! Does that mean anything to you?!"

"No! It doesn't!" Midnight said, "I hate this village! I hate all of Equestria! Azure was the most important thing to me! Without her, this world is ugly! Daddy was right, this world doesn't deserve to exist!"

That did it. It confirmed everything that the All Mother said. Deep down, she was still a demon. She lacked empathy, and saw no value for life. Vale took a deep breath, and spoke the words that she knew would forever define their relationship from here on out.

"Then you leave me no choice, demon."

Midnight was silent for a while, her eyes wide in shock, "Wh-what did you say?"

"You are the Destroyer of Equestria, and I am the Guardian of Equestria," Vale explained, her tone low and even, almost devoid of emotion, "As long as we possess those titles, we cannot coexist. I see that now. Deep down, you are a monster, and I can't allow something that would kill so many innocent ponies with such ease exist."

"Innocent?! Innocent?! I thought these ponies loved me! I thought they were my friends! I thought we were friends! Why are you saying these things, Vale?!"

"Because I am the Guardian of Equestria first!" Vale said turning to Midnight, "Before my friendship with you, Azure, and Bayonet, my duties to Elysium and Equestria come first! Even if my target is my friend, I will complete my mission!"

Midnight looked horrified for a second, but almost immediately the innocence on her face was gone, replaced with a dark and hate filled glare, "Then even my friends turn against me. Fine, that's how it is then. I hate you too."

(Play Song: Meaning of Birth/Tales of the Abyss)

"Then I don't have to feel too guilty about ridding this world of you," Vale's eyes turned green, "Prepare yourself, vile beast! Your end is at hoof!"

Midnight's eyes turned red, "You're dead to me, angel. I'll kill you... I'll KILL YOU!!!"

The two mares charged at each other, horns met in a clash. They jumped away from each other, and Midnight fired black darts out of her horn, but Vale galloped to the side and shot a white beam out of her horn at Minight. The blast knocked Midnight to the ground, and Vale flew over her and spread her wings out.

White lasers of light shot out of her wings, but Midnight rolled to the side to dodge. When Vale landed, Midnight buck kicked Vale hard in the face, knocking her back. She then jumped on top of Vale and tried to impale the Guardian with her horn, but Vale moved her head out of the way and pushed Midnight off of her.

Vale stomped the ground preparing to charge, waiting for Midnight to get up. Once she did, Vale flew into her as fast as she could, but Midnight cast the spell Arcane Shield, defending her from the attack. Vale was forced back, and Midnight pointed her horn to the ceiling.

She screamed, and Vale saw sharp blades coming out of the ground. Vale flew up to dodge, but Midnight fired large blasts out of her horn at Vale as she flew around the room. Vale stopped flying in circles and then flew into Midnight. From here she began slashing wildly with her horn, Midnight using her horn to block. Midnight spun around and used a hind leg to kick Vale into a wall, and then charged at Vale.

This time Vale created a light shield to block Midnight's charge, and then grabbed her and flew out of the castle into the village remains.

Now that they were outside, Vale had more room to maneuver. She jumped on a building and fired a white beam at Midnight, who jumped onto another building launching a black and red blast at Vale. She flew away, but the building was destroyed.

For a good while, the two mares flew around the entire village, launching blasts at each other, doing more damage to the village remains than to each other.

Vale charged magic all through her body, "PRISM STAR!!!" Vale shouted, standing straight in the air and spreading her fore hooves out. A multicolored star appeared in front of Vale, and she lauched it at Midnight, who flew to the side already charging up her own magic.

"HELL WAVE!!!" she shouted, firing the largest beam Vale had ever seen at her. Vale was unable to dodge, so she blocked it as best as she could with her magic, but her shield shattered from the force of the wave, knocking her to the ground.

When Vale got up, she was immediately assaulted by Midnight horn. She blocked with her hoof, paying for that by having Midnight stab her hoof, and then kicked Midnight away from her. She then charged up her horn. Midnight caught herself and did the same. The two near godly mares then fired their own beams at each other, Midnight's being black and red, and Vale's being white and blue. The two beams met in a power struggle right in the middle.

Vale was a little surprised. Midnight truly was just as strong as she was. This fight could go on forever. Bayonet chose that time to run to the scene, shocked by what she was seeing.

"Midnight! Vale!" Bayonet called out. Vale lost focus for a split second when her name was called, and payed for that by having Midnight's attack go through and knock her back, "VALE!!!"

Vale staggared to her feet as Midnight walked over to her. She then kicked Vale in the side hard with her hind legs, and then slapping her to the ground with her fore hoof. Midnight picked up Vale and glared at the bloody and bruised Guardian.

(End Meaning of Birth)

"You have it backwards, Giardian," Midnight said, "You weren't made in response to me. I was made in response to you."

"Damn... you... Midnight..." Vale breathed out.

"I should thank you though, because once again you showed me the truth. I can't depend on anypony, so from now on, I'll be alone. I'll destroy everything, kill everypony, so that I'll be alone."

"I... won't... let... you...!" Vale said, making Midnight laugh.

"What can you do to stop me?" Midnight asked, "This time, you're the weak one."

"Midnight, stop!" Bayonet cried out, "You two are friends! We shouldn't fight each other!"

"This mare... is no friend of mine!" Midnight spat, throwing Vale to the ground, "Azure is dead, Equestria hates me, and now Vale has become my enemy. I have no friends anymore."

"That's not true!" Bayonet urged, "We can talk this out! You don't have to turn against everypony! Azure was my friend too! I'm hurting just as much as-"

"SHUT UP!!!" Midnight screamed, "I don't want to hear it! Either you're with me or against me!"

"I've... made my... decision..." Vale said forcing herself up, "I can never stand beside a monster like you!"

Midnight looked visibly hurt by that, and Bayonet was taken aback by those words as well, "Then you can die with the others."

"Like hell!" Vale shouted, once again charging at Midnight. She responded by charging magic into her horn, and when Vale reached her, she let out a small blast hitting Vale in the heart.

"NOOOO!!!!!!!" Bayonet screamed as Vale fell to the ground. Midnight looked down at Vale and laughed, her expression maniacle.

"I did it..." she said, "I defeated the Guardian of Equestria..." she turned to Bayonet and smiled evilly, "I'll be waiting for you, Bayonet. Give me your decision then."

Midnight flew off, and Bayonet ran over Vale, who at the moment was still breathing.

"Vale... what happend?! Why were you and Midnight-"

Vale coughed, "She... destroyed... the village..."

Bayonet was horrified, "Midnight did..."

"Need... to get... back... Elysium..." Vale wheezed.

"Wh-what?! Vale, what's-"

"I'm... dying... Bayonet..." Vale stated. Instantly Bayonet's expression was crestfallen.

"N-no..." Bayonet said, tears streaming down her face.

"If I do not... get to... Elysium... my death... will be... permanent... Please Bayonet..."

Bayonet nodded, still crying, and put Vale on her back. She then galloped as fast as she could to the meadow.

It took a few minutes, but Bayonet never stopped galloping so she made it to the hill Vale used to transfer between worlds. Bayonet set Vale on the ground and ran up to the hill, calling out to the sky.

"Somepony! Vale's really hurt! She needs help!" a second later, a bright light came out of the sky. Bayonet ran back to Vale and nuzzled her, "Vale, I'm sorry!" Bayonet cried, "Because we kept this from you, now-"

Vale silently shushed her friend, "Dry your tears... dear friend... I could never... be angry at... you..." Vale slowly returned the loving gesture of her dear friend, "Do you remember... what I said to you... when we... met...?"

"Th-that Earth P-Ponies are known f-for their s-s-strength, both physical and e-emotional..." Bayonet cried.

"That's right..." Vale said smiling.

"You'll... come back, r-right?" Bayonet asked.

"I don't think so..." Vale said, "The damage... to my... body and... mind are... to extensive..." Vale explained with a sadened smile, "It will take... more than your... lifetime... to be... healed... Worry not... for another... angel... will come... in my... place..."

"I don't want another angel though!" Bayonet said hugging Vale, "I want you! You're my best friend, Vale!"

"Oh Bayonet..." Vale said, "When I do... reawaken... I hope to meet... you... again... my dearest friend..."

Bayonet slowly picked up Vale and lead her to the light. She set Vale down ans stepped away, still looking at Vale.

"Promise me... that you'll... stop Midnight... She'll... destroy... Equestria if you..."

"What can I do?" Bayonet asked.

"Elements... of Harmony... use them..." Vale said as he started to teleport, "The power of the... gods... in the... hooves... of mortals..."

"I'll stop her!" Bayonet said, tears in her eyes, "I promise you, I'll stop Midnight!"

Vale felt herself relax and closed her eyes, knowing full well that it would be a long time before she ever saw Equestria again. Though her mission was a failure, she was confident that her friend could save Equestria.

Perhaps...
Mortal ponies...
Are in fact superior...
To the gods...

Bayonet... my friend...
I believe in you...
Farewell...

When Rarity came to, she couldn't help but cry. She now understood Vale truly. She was truly a good pony, but was forced to fight her friend because of her directive. She remembered the pain Vale felt, the sadness knowing that she had to fight Midnight, and the grief in knowing that she might never see her best friends again.

"Vale..." Rarity said, "I'm sorry for what you had to go through. I'll find some way to make this right."

With her new found resolve, she thought back to the Avatar she faced. She knew that it was of Midnight, but didn't she go by another name now? Oh well, she'd get it back soon. She was almost there. All she had to do now was face the All Mother and reach the top.

It's almost over...

Floor IX

Floor IX: Which Life is More Important?

Rarity, Trixie, and Luna continued their trek up the stairs, going to the ninth floor. Trixie confirmed for Rarity that she had indeed absorbed the last memory fragment, leaving Rarity wondering what was left for her to do. A small part of her still wanted to try and go home, but she still felt a need to see what was at the top.

Trixie, Rarity was beginning to notice, was having second thoughts about her place in this. She didn't know when it happened, but at some point she began to support Rarity and actually wanted to save her. She wished for the life of her that she could remember what their relationship was when Trixie was alive, but if she was anything like this then Rarity felt they had to be friends.

Luna on the other hoof was probably the most somber. It was her plan to bring Rarity back with her and to begin reclaiming her memories herself, but Rarity's stubbornness prevented that. Rarity wondered if she was always this stubborn. If she still had her memories, would she be willing to go to the top? Rarity knew that Luna was a little irritated with her, but at this point she couldn't just leave.

At the top of the stairs Rarity, Trixie, and Luna saw a larger door than what they saw earlier. Was this her destination.

"Wait... this is..." Trixie said, catching Rarity's attention.

"What?" Rarity asked.

"This door... it leads to the All Mother's chambers," Trixie stated.

"But I thought I was supposed to see Vale next," Rarity said.

"Apparently that was a bold faced lie," Luna said seriously, "The All Mother didn't expect you to get this far."

"So, I was supposed to be deleted by one of the Avatars," Rarity reasoned. She looked over at Trixie, who had her head down in shame.

"Whether we're here to get your memories back, or to wake up Vale, we have to get through the All Mother," Luna stated, "Rarity, are you sure you want to proceed further?"

"Yes," Rarity said stepping forward, "Trixie, you'll come with me, right?"

"Of course," Trixie said walking forward, "I need to know the truth of what's happening here. There's to much here that I wasn't briefed on. Luna, I know that there's no way I can make up for this, but-"

"What happened here wasn't your fault," Luna said with a slight sigh, "Come, we have answers to get."

"Right," Rarity nodded and pushed the door open. For such a large door, it was shocking how light it was. It wasn't locked or anything. She didn't know what to expect on the other side of the door.

What she saw was not anything she expected.

She saw an alicorn standing in the center of the room facing the back wall. This alicorn was taller than Princess Luna, but not by much. She had a white coat and a long golden mane and tail in a style similar to Vale's but both were longer and fuller. Her cutie mark was odd looking. It was a half opened eye in the middle of a triangle. Rarity vaguely remembered reading about that symbol. It was the symbol for God in Equestria. She didn't remember much, but that much she remembered.

Symbol for God? This alicorn couldn't be...

"I have been expecting you, Cipher," the alicorn said. Rarity recognized that voice. It was the voice that spoke to her before, "Though you have a larger entourage then I thought you would."

She turned around and faced them. The alicorn was probably the most beautiful being Rarity had ever seen. Her eyes were green, and her expression was both serene and full of authority. The way she walked was a saunter, but there was nothing sexual about it.

"Y-you're..." Rarity said, her heart racing looking at the mare in front of her.

"A simple Avatar shouldn't have been able to defeat their friends one by one, but your desire to survive surpassed my expectations. I had originally planned to simply escort you to the top floor of this chamber, but it appears things have changed," the mare looked at Luna and smiled, "Hello Luna."

"Mother," Luna said curtly, shocking Rarity.

"Wait, this is your mother?!" Rarity exclaimed.

"Not only is she the direct mother to both Vale, Celestia, and Luna," Trixie said slowly, "She's the being that made all of Terra, and all life in it," Trixie met eyes with Rarity, "That, Rarity, is Faust."

"Faust..." that was all the convincing Rarity needed. This entity wasn't a pony, at least not like she was. This entity was the creator of everything. This entity was the All Mother.

This entity was God...

"You seem surprised, Cipher," Faust said with a sideways smile, "You have earned this audience with me, after all."

"Earned?!" Rarity said, now at her wits end, "What the hell has all of this been about?! Why did you make me destroy Avatars of my friends?! Why can't I remember anything about my life?! I demand answers NOW!"

"Rarity!" Trixie said in shock, "That's the All Mother you just-"

"It's fine, Azure," Faust said calmly, which Rarity thought was strange, "She has every right to be angry with me. The way of God is not to be understood by mere mortals, and she has a mortal mind," Faust looked at Rarity again, "Do you remember what Azure told you when you arrived here? You'd lose something important, but you'd have to proceed onward?"

"I remember," Rarity said.

"When I first saw you, I thought you had stolen my dear Vale's life," Faust explained, "If that was the case, you were just an Avatar that could be defeated by mere angel drones. However, when you defeated the angel at the first floor, I knew that there was more to you. You aren't a mere Cipher anymore."

"What is a Cipher?" Rarity asked, "What am I?"

"I believe that the best way to explain that is for you to see it for yourself," Faust said walking over to Rarity. When she was right in front of her, Luna put her wing out to defend Rarity, "You have nothing to worry about, child. If the Cipher and I are to fight, it will be entirely her decision."

"You mean you actually wish to fight Rarity?!" Trixie asked, "All Mother-"

"As I said, that is entirely up to the Cipher," she lowered her horn to Rarity's as a familiar light tranferred to her, "This is a fragment of my memory, which I have programmed for you to view it. This will explain what you are."

Rarity closed her eyes, allowing herself to meld with the fragment. This time she didn't become Vale. Instead, she became somepony else.

Faust...

"How is she?!" Faust exclaimed running over to an angel examining Vale.

"Her biomagical make up is breaking down!" the angel said, "She's taken in too much demonic energy, and it's killing her from the inside!"

"That demon she fought, the Destroyer of Equestria, how was she able to do this much damage to the Guardian?!"

"The Destroyer was created not just to destroy Equestria, but to destroy the Guardian! That demon must have planted a virus into Vale!"

Faust trotted over to the pod that Vale was floating in. She weakly opened her eyes and looked at her mother.

"Mother..." Vale said weakly, "How is... Equestria..."

"Your Earth Pony friend is fighting the Destroyer as we speak," Faust said, "She's taken in all the Elements of Harmony and became a makeshift god, but she will not survive that fight."

"Bay...onet..." Vale said shedding a few tears, "I'm... sorry... my friend..."

"Guardian, I can save you, but you will have to be in stasis for a long while. There will come a time when you are needed again, so until then you must rest."

"Mother... I'm sorry... I failed... my... mission..."

"Not at all," Faust said, "You did wonderfully. You deserve this period of rest."

Vale closed her eyes, and something came out of her chest. A small cloud of light. An angel went over to it and grabbed it with his magic.

"That's Vale's heart," Faust said, "Prepare a Cipher to receive it. When Vale is needed again, we will send the Cipher to survey the area."

"What about an angel? We can't leave Terra unguarded," the angel said.

"Begin training Celestia," Faust said, "She may only be a B-Class, but she's the best we have. I'm sure she'll be able to protect Terra."

"But her sense of logic is-"

"Do not question my judgment!" Faust shouted, "That Earth Pony won't be able to kill the Destroyer permanently, and when she is found we'll need an angel to fight her. At least to keep her held off until Vale is reawakened."

"Yes, All Mother," the angel flew off, leaving Faust with her fallen daughter, "Sweet dreams, my dear Vale," she said, for the first time in years using her chosen name.

Millenniums later, Celestia was sent to Equestria, and along with a mysterious dark blue alicorn Faust refused to divulge the origins of, was made into royalty. Faust was beginning to wonder if Equestria would need the Guardian again, as Celestia and her Terra born "sister" Luna were doing just fine without her.

But one day a dark wave ran through Equestria. Faust knew what that wave was. Her brother was preparing for his second campaign against Equestria.

The Destroyer of Equestria was returning.

"Is the Cipher ready?" Faust asked an angel.

"We can send it at anytime," the angel said. Faust look at the screen, showing an image of what the Cipher would look like when it reached it's early twenties. It was created in the image of Vale, but it's mane was purple instead of deep blue. This particular Cipher was a unicorn.

Faust pointed her horn at the Cipher, sending the energy of Vale into it. This Cipher, though it wouldn't have Vale's soul, would possess Vale's heart and life force, so it would mimic Vale's personality traits and mannerisms. Those things would guide it, so it would act as if it were alive, but the Cipher would have no soul of its own.

An empty, soulless copy of Vale. Faust hated using these things, but they still needed more time to save Vale. Hopefully the Cipher would do until Vale could return.

"Deploy the Cipher," Faust commanded, "Target the country of Equestria, near the town of Ponyville. Target age should be around a single year old to start."

"Yes, All Mother!" the angels all said in unison. The Cipher was shot down toward Equestria, actually in the same spot that Vale would always enter Equestria from. There Faust watched as a unicorn family arrived near the landing spot and picked up the Cipher. It would have a family at least.

"Watch over that family," Faust said, "When Vale is to reawaken, she will go with them and explain the situation. Also, prepare the soul of Bayonet as well. Vale will need help in fighting the Destroyer again.

"The soul of the Master of Harmony will take longer to prepare for reincarnation. Should we prepare a Cipher for her as well?"

"No," Faust said, "If the Master of Harmony is a little younger when Vale reawakens then so be it." The angel nodded and ran back to work, leaving Faust to her thoughts. She had never used Ciphers like this before, so she had no idea how this would effect Vale upon reawakening. Would she still be Vale, or would the Cipher's identity rule over her own?

Only time would tell.

Rarity stepped back upon reawakening. The ponies that picked her up were her parents, right? So did that mean Rarity was adopted?

"A Cipher, as you saw, is a shell designed to follow certain ques from the angel's heart that they represent," Faust explained to a traumatized Rarity, "When the angel is revived, the Cipher is broken down and everything they've seen is transferred to the angel. I had originally commissioned for your memory to be erased so that your memories wouldn't taint Vale's, but things didn't play out the way I had planned.

"First was Azure Sky, who you know as Trixie Lulamoon. She invested a lot more interest into your well being than I originally planned. I told her what you were, and yet she still saw you as a life worth protecting.

"Next thing was the arrival of my mortal born daughter, Luna. She knew upon meeting you that you were a Cipher, yet she was still willing to fight for your life. Why was an angel willing to defend an empty life.

"Finally was the moment you started using Vale's powers. That much shouldn't have been possible, yet here you were, a mere Cipher using angel powers. I didn't understand it, but it sparked an interest in me. I had to see how far this would play out. So I changed my plans, and instead of waiting for you to escort you to the room where Vale is, I've decided to give you a choice."

"A... choice...?" Rarity said looking up at the All Mother.

"The door behind me is the chamber where Vale sleeps," Faust said, "If you wish, I can escort you to the chamber, where I will then break you down and return Vale's life force energy and heart to her. You will cease to exist, with no evidence of your existence beyond the memories of those who remember you."

That scared Rarity, the thought that she would just vanish. But if what she learned was true, then she never truly existed at all. Perhaps she should just give her life back to Vale.

"The second choice is right here," Faust said, prompting Rarity to look up. Floating above them were six multicolored lights.

"Wait, those are-" Luna started.

"If the Cipher wishes to reclaim her memories, then she will have to show me that desire to live she seems to possess," Faust said, "I'm sure you know what that means, don't you Cipher?"

She did, and the thought was beyond anything she ever thought. She was going to have to take her memories back by force. She would have to fight the All Mother. Fight God.

"Why are you giving Rarity this choice now?" Trixie asked, "You don't expect Rarity to be able to defeat you, do you?"

"Do you now have faith in the Cipher?" Faust asked, "Besides, she does not have to defeat me. All I wish to see is her desire to live. I want to gauge how much she loves life."

"So this is a game to you then?!" Luna exclaimed, "We ponies aren't pawns for you to play with for your amusement! Rarity has ponies waiting for her back on Equestria, and I came here to take her back to them, not to play some silly game!"

"What happens next isn't for you to decide, Luna," Faust said, "I am putting the choice directly in the hooves of the Cipher. So Cipher, what will it be? Will you fight for the life you claim belongs to you, or will you surrender it to give it back to Vale?"

"There's no way..." Rarity began, "For Vale and I to just coexist?"

Faust looked away gravely, "That is impossible, Cipher. You have within you everything that makes Vale who she is. Without that, she will never wake up."

"So you're asking me to choose between myself or her, is that it?!" Rarity asked, bursting into tears, "Damn it, how can anypony make that choice?! How can I make that choice?!"

"Rarity..." Trixie said somberly.

"I want to live, I do!" Rarity sobbed, "But Vale deserves a chance to live as well! Why do I have to make this decision?!"

"Because Vale herself cannot," Faust said, "I can almost imagine what Vale would do, but she is not here to make that choice. Come now, Cipher, will you stop here? Are you just going to give up, or can I see the drive to live that you showed Azure?"

Rarity hated the way things were playing out. She now had to choose between living with the knowledge that Vale would never wake up, or fading into oblivion to be replaced by Vale. When this began, all she wanted was the ability to choose the outcome herself, and now she had that choice. The question was, could she make it?

After calming down a bit, she thought back to the one she loved. She couldn't remember his face, nor his name, but she remembered his love. At the very least she wanted to remember who he was if she could.

And there was only one way to do that.

Rarity stood up and wiped her eyes, looking at the All Mother with all of the intensity she felt within, "I want my memories back!"

"Rarity?!" Trixie exclaimed as Luna nodded in acceptance.

"I don't know what I'll do concerning Vale or myself, but I want to make that choice as myself completely!" Rarity continued, "If you want me to disappear, then you'll have to kill me, because I'm not leaving here until I remember who I am!"

As strange as it was, Faust closed her eyes and smiled. She then started laughing, laughing. It was the scariest thing Rarity had ever seen, knowing who this pony was. Her entire air changed at that moment. She seemed so serene before, but now she seemed terrifying.

"There it is! That's the fire I wanted to see!" Faust said, in a voice so unlike her, "That glare almost reminds me of Vale! It's enough to make me want to rip you apart myself!"

"A-All Mother...?" Trixie asked, "Are you okay...? You seem a little..."

"I'll wait for you in the next room, Cipher," Faust said, "I'll assume your entry in that room is a declaration of you not running away."

"Not that I would!" Rarity said.

"Well then, I eagerly await our upcoming fight, Cipher," with that, Faust vanished, bringing the six lights with her. Rarity wasted no time running to the door.

"Rarity, wait!" Trixie called out stopping her, "Are you sure you want to do this? The All Mother is not like anything you've ever faced! She's beyond anything we could comprehend!"

"If I die here, then I guess that's it," Rarity said, "But I need to remember! I can't make any decision if I can't even remember who I am!"

"Then you will need our help," Luna said, "Let's-"

"No," Rarity said, "This is between me and her!"

"Rarity, don't be foolish!" Luna shouted, "You're talking about fighting a God! You can't do this on your own!"

"She took my memories, and my life!" Rarity retaliated, "I'm the one she wants to fight, so I'm the one she's fighting! If I die, then tell everyone on the surface that I love them, even if I can't remember who they are."

With that, Rarity turned to the door and ran, not stopping for a second. She heard both Luna and Trixie calling out to her, but she didn't even let that stop her. It was time to end this. By the end of this fight, Faust would know, she wasn't just a Cipher.

Her name was Rarity! After this fight, Faust had better say her name!

Floor X

Floor X: I'll Fight for the Right to Live!

When Rarity arrived at the tenth and final floor, she found herself in a room unlike any of the other rooms. The room seemed larger, and the walls looked more like an endless white sky. In the middle of the room was a large almost egg shaped pod.

Rarity walked over to the pod to get a closer look, and she saw somepony floating inside it. She galloped right in front of it and saw exactly who was inside of it.

Vale...

That confirmed everything for her that still needed confirming. She looked so peaceful sleeping inside of the pod, but it felt like she was almost dead. Something inside of Rarity wanted to go to Vale, like it was supposed to be over there instead of with her. It was the life that they shared. Right now, Vale's life force was constantly running through her, and her heart was powering her. She was being guided by everything that made Vale who she was. It was almost like Vale was right next to her at all times guiding her.

But that was it, wasn't it? Vale and Rarity shared life force, but they weren't the same pony. This meant what Faust said was true. As long as one was alive, the other one couldn't be. In order for Rarity to keep living, Vale would have to sleep forever.

In order for Vale to wake up, Rarity would have to...

"So, have you come to your senses, Cipher?" Rarity heard behind her. She turned around and saw Faust standing in front of the door, those six lights all floating around her.

"Why do you hate me so much?!" Rarity asked, "I just wanted to live my life in peace! I didn't mean to steal Vale's life! What in Celestia's name did I do to you?!"

Faust laughed, but it was a cold chilling laugh, "Honestly, it has nothing to do with you directly. You just look so digustingly like my daughter I can't help but hate you."

"You're God though!" Rarity said in disbelief, "For you to hate-"

"And why shouldn't I be able to hate something?" Faust said, still calmly but with a sligtly more intense edge, "I may be the creator of this world, but that doesn't mean I don't have feelings. Besides, I wasn't the one who made you in Vale's image. That's only so the life force will power you as it would Vale," Faust's expression became dark, "If I had my way, you'd wear the face of a mule! The fact that you have to look like my daughter, sound like my daughter, and even act like my daughter is enough to make me sick!"

"Act like her? What do you mean?! I'm nothing like Vale!"

"Oh, aren't you?" Faust asked mockingly before circling around Rarity, "You had to have noticed it through the memory fragments, how she always spoke like a mother or a big sister to her peers. "Honey" and "darling" and things like that. Most of the memories you saw were of her in battle or simply out of her element, but you two are quite similar. She prided herself on her appearance, and she loved her friends more than she loved herself. If given the opportunity to fall in love she'd be a passionate lover, but she always put the needs of others before her own needs."

"But she was the original Element of Honesty! I'm Generosity! There's no way she-"

"Different circumstances lead to different aspects of one's personality to be accentuated," Faust explained, "Vale was just as generous, but her duties as an angel taught her to be honesty no matter what. You were raised to be caring and open hearted, so Vale's generous nature came through you more."

"You mean my generous nature!" Rarity retaliated, "I don't care if I was born from Vale or if my entire personality is a mirror of Vale's, she is Vale and I'm me! I'm more than just a copy of Vale! I'm Rarity!"

"We'll see about that, won't we?" Faust said, "Here you are, without your memories or anything to distinguish you from Vale. I'll see first hand whether or not you possess a life or a will of your own."

Trixie and Luna ran into the room and stopped when they saw Rarity and Faust staring each other down, Rarity intense with anger, but Faust with a calmness that was almost insane.

"All Mother!" Trixie called out.

"You will not interfere with this fight, Azure Sky," Faust said, "The Cipher has to overcome this fight on her own. That goes for you as well, Luna."

Luna exhaled slowly to control her anger and turned to Rarity, "Are you sure you can do this?"

"I'll either win this fight or die trying!" but Rarity had a horrible feeling it would end up being the latter.

"Come then, Cipher!" Faust said, "Show me what the Element of Generosity is capable of!"

A force field appeared around them, apparently keeping Trixie and Luna out of the fight. Faust's eyes then began glowing golden, similar to when Vale's eyes would glow green. She was serious. Rarity called on Vale's power again, making her blue eyes glow green.

Rarity fired icicles at the All Mother, but she vanished in a bright light. Faust then appeared behind Rarity and took in one of the lights, glowing red.

"SHOW ME YOUR WILL TO SURVIVE!!!" Faust shouted before charging at Rarity engulfed in fire. When she reached Rarity she swung her hooves at Rarity trying to punch and kick Rarity with fiery hooves, but she dodged all the assaults. When Rarity saw her land and return to her usual white, she fired her icicles at Faust, causing her to hold up a hoof in defense and vanish.

"Well, I see how this fight is going to go now," Rarity said to herself.

Faust appeared right in front of Rarity, making her scream and run away. This time Faust took in the blue light, and her body took on a blue glow. She then screamed in anger and charged through the room at high speed, using the force field to bounce around the battle field in an attempt to impale Rarity with her horn.

Rarity ran out of the way of most of the assaults, but the last one hit her knocking her into the force field.

"RARITY!!!" Trixie and Luna cried out. Faust took on her original white glow and vanished again. Rarity staggered to her feet just as Faust appeared again, this time a good distance from her and took in the yellow light.

"Well Cipher?" Faust asked as her body took on a yellow glow. A tornado appeared around Faust and she fired it at Rarity. She managed to jump aside, but she then created another one and sent it, that one hitting her and sending her into the air. As Rarity fell, she fired an ice beam at Faust, making her hold up her hoof again. Faust lost the yellow glow and disappeared again.

Rarity fell to the ground and forced herself up, just as the All Mother appeared behind her, "Oh come on!" Rarity whined, "Give me a chance to recover at least!"

Faust didn't grace her with an answer, instead just taking in the red light again. She then charged at Rarity ingulfed in fire tackling her. Rarity fell back from the assault, and as Faust vanished, Rarity found herself having a harder time getting up.

"Can't we do something?!" Luna asked frantically.

"There's no way to get through the foce field," Trixie stated gravely, "Rarity has to win this fight on her own."

Faust appeared at Rarity's side, taking in the white light and glowing brighter than before.

"DISAPPEAR!!!" Faust shouted, holding her horn up and creating five icicles above her. She sent them flying at Rarity at high speed, but she rolled to the side and took a chance, charging at the All Mother herself. When she tackled the All Mother, she felt like she hit a force field again, but the All Mother held up her hoof in defense so she must have done some damage.

Faust disappeared, and Rarity decided it was time to move to another section of the arena. When Faust appeared again, she took in the pink light and took on a similar glow.

"Prepare yourself, Cipher!" Faust shouted, briefly vanishing. She then reappeared in front of Rarity, but then fazed to the side creating seven after images of herself. The Fausts all pointed their horns forward, and shot lasers at Rarity. Since she couldn't move to the side, all she could do was duck, which she did right on time.

When the lasers stoped, all the Fausts vanished and the original Faust appeared a bit in front of Rarity with her original white glow. Rarity took that as her chance to fire icicles at Faust. As she held up her hoof, Rarity heard Faust make a sound like a grunt in pain.

"Not bad, Cipher," Faust said softly as she vanished. She reappeared right in front of Vale's pod and took in the purple light, this time taking on a dark glow as black and red energy ran through her. Rarity backed away from her as she didn't know what to expect.

Faust screamed loudly and pointed her horn to the ceiling firing a black laser up. When it hit the ceiling, it broke and smaller lasers rained down on top of Rarity. She used as much of her magic as possible to create an ice dome around herself as a defense. When the attack ended, Rarity saw her chance to attack and called on as much of the energy within as possible, firing a large ice beam at Faust. She held up her hoof in defense, creating a shield herself, showing that she was in fact not tired in the slightest.

This fight was hopeless. How could Rarity win a fight against God? Faust wasn't even using her full power, and she still seemed to be winning! Faust swiped her hoof aside knocking Rarity back and onto the floor.

"This has been fun," Faust said, "but it's time to end this."

"Rarity! Get up!" Trixie cried.

"Damn it! At this rate she'll..." Luna said, unable to even finish her thought.

Faust walked over to Rarity with her horn glowing, smiling in triumph, "It's a shame your will to survive wasn't stronger. You might have had a chance to live."

Rarity couldn't hold in her tears. It wasn't fair! She was going to fade away, and before she could even learn the name of the one who loved her.

"Help me..." she sobbed, "Whoever you are, please help me...!"

Faust prepared to end it, and pointed her horn at Rarity. The attack was about to come, when...

"Don't give up!"

The blue light vanished from Faust and took the form of thhe blue mare with the rainbow colored mane and golden armor. She then tackled Faust back before turning to Rarity.

"Who are...?" Rarity began as the pony held her hoof out to help her stand.

"Don't worry about that," the mare said, "I'm your friend, and that's all that matters."

As Rarity looked at the rainbow maned pony, she felt something awaken within her. Something deep within knew who this pony was, and before she knew it, a name came to her.

Rainbow Dash...

This pony was her friend, and an important friend. She was pivitol in bringing them all together.

"I... remember..." Rarity said, "But how is that..."

"Rarity!" Trixie called out catching her attention, "Even if you don't remember the pony, you still remember the friendship! Use that!"

Rarity nodded as she and Rainbow Dash turned to Faust, who was rising to her feet.

"I don't know what happened, Cipher," Faust said, "But it doesn't change anything."

"Wrong," Rarity said, "It changes everything!" she closed her eyes and felt the friendships she knew were there, and the image of the cream colored pegasus appeared in her mind's eye. Faust was about to take in the yellow light, but it flew away from her and took the form of the cream colored pony, who flew in a large circle around Faust making an even larger tornado, knocking Faust into the force field.

The cream colored pegasus trotted over to Rarity with a meek smile, "Are you okay, Rarity?" she asked in a sweet and soft voice. This pony was Rarity's best friend, and she was very sweet and faithful, if not a tad shy. These days though, she had come out of her shell a lot more since marrying Big Macintosh.

Her name... was Flutershy... and Big Macintosh was related to...

The red light flew away from Faust, and took the form of an orange pony in a cowboy's hat and red and golden armor. She and Faust charged at each other, but the earth pony was unmovable.

"Ya'll gonna step in an' help?!" the earth pony said in an accent Rarity recognized, "Ah can't take her on mahself!"

Rarity looked at Rainbow Dash and Fluttershy and nodded to them. Both of them nodded, and they flew over to the pony Rarity now remembered the name of.

Applejack...

Rainbow Dash broke into tiny bolts of electricity and flew around Faust as Fluttershy used the wind to push her further away from Applejack. Now with an opening, Applejack jumped in the air and turned into a fireball tackling Faust, knocking her back.

"Not... possible..." Faust said, "How can this be? I have your memories! How are you able to bring them back?!"

"I don't understand this either," Luna admitted, "How are they even here?"

"This place makes thoughts and memories into reality," Trixie explained, "As Rarity recalls the friendships she has with them, they can manifest here."

The pink light came from Faust, and the pink earth pony in the pink armor/dress appeared. She immediately created an army of herself that ran over to Faust pushing her to the ground. The clones all exploded, doing massive damage to the All Mother, at least as much damage as that could do to a God.

"Ta da!" the pink pony said happily, "Pinkie Pie has arrived! Now it's a party!"

That's right! She loved throwing parties for ponies! She lived for that!

Pinkie Pie...

"You guys..." Rarity said, tears in her eyes, "You're here! You're all here!"

"We never left you," another voice said, softer yet stronger. She sounded like Midnight, only with confidence and maturity. The purple light left Faust and turned into Midnight, yet another name came to Rarity. This pony was the whole reason the six of them became friends. She was smart, and an expert on magic. She was also nothing like Midnight. She was strong willed, logical, and had a strong sense of right and wrong.

Twilight Sparkle...

"T-Twilight..." Rarity sobbed.

"Our friendship stayed with you the whole way," Twilight said, "Even if you didn't rember us."

Faust stood up, and glared at Rarity and her friends, "What is this feeling?" she said through gritted teeth, "How are you doing this? You're just a mere Cipher!"

"No, she's not!" Rainbow Dash said.

"She's our friend, and you can't take her away from us!" Pinkie Pie said.

"Even if ya get rid of the memory, ya can't get rid of what's in the heart!" Applejack said.

"And even if we can't be with Rarity in body, our friendship will always keep us together!" Fluttershy said.

"Friendship saved me when I couldn't be saved," Twilight said, "and it will be that same friendship that keeps us together even if Rarity forgets us!"

"They talk as if they're really here..." Faust said, stepping back, "They're not here, yet I feel them... How..."

"They are here," Rarity said stepping forward, "My best friends are right here with me," she put her hoof over her heart and closed her eyes, "They never left me, even when you tried to take them from me. Just like he never left me either."

Before Faust could question it, the last white light left her, and turned into the purple dragon wearing armor similar to her own. Faust looked in shock as the dragon swung his spear over his head and thrust forward. At the same time, Rarity felt something temporarily leave her and charge at Faust, knocking her further back. When the dragon turned to Rarity and smiled, it all returned to her. His name, his face, his love, it was all returning to her.

Spike...

"I came for you, Rarity," Spike said sweetly. That was how Spike was supposed to sound.

"Spikey... Wikey..." Rarity said rushing to Spike and kissing him. She didn't even care about the fight at the moment. She was in Spike's arms right now, and that was all that mattered to her.

After they finished, all seven of them turned to face Faust, who was staggering to her feet. They all stood in a circle around Twilight, each of them charging up their own Elements. The five ponies and dragon shot their Elements at Twilight, who then flew up a bit glowing white.

"What are you doing?!" Faust asked.

"You said it was time to end it!" Rarity said, "Well we're ending it!"

Twilight opened her eyes, which were glowing white. A large rainbow shot out from them and engulfed the All Mother, who screamed as the attack swirled around her. She had to have been in that rainbow for at least a few minutes before it vanished, leaving Faust seemingly worn out.

Twilight slowly landed, and one by one she and the rest of Rarity's friends faded away. Spike was the last one to leave, and Rarity embraced him one last time before he was gone.

"I love you... Spikey Wikey..." she whispered to Spike.

"And I love you, Rarity," Spike said as he faded away. The force field vanished next, and Trixie and Luna wasted no time running over to Rarity.

"Are you alright?" Luna asked.

"Better than alright," Rarity said, "I remember. It's good to see you, Princess Luna."

Luna smiled warmly. Rarity turned to Trixie, who looked away in shame. Rarity walked over to Trixe and hugged her, shocking the light blue unicorn.

"Rarity, I..." Trixie said slowly.

"Thank you for supporting me, Trixie," Rarity said softly. Trixie closed her eyes and smiled, returning the hug.

"Of course Rarity," Trixie said softly, "Anytime."

They heard Faust groan, and they all turned to her. She was slowly getting up. The three of them braced themselves for anything.

But the All Mother laughed. It wasn't an evil or heartless laugh though. It was actually a sort of sad yet relaxed laugh.

"What's so funny?" Rarity asked harshly.

"So that's it..." Faust said softly, "That's what Vale saw in the mortals of Terra... all those years ago."

She stood up and looked at them, and Rarity saw something that she never thought she'd see on the All Mother's face. She saw tears.

"Faust..." Rarity said slowly walking over to the now tearful God.

"I never understood why Vale insisted on spending so much time on Terra," Faust admitted, "At first, I wanted to forbid her from engaging with the mortals, but when I saw how happy she was I couldn't. She spoke of such wonderful things concerning the mortals, so much that when we needed a Guardian of Equestria, the choice was obvious."

"That's why you made her the Guardian," Rarity said, "To make her happy."

"I never told her, but in truth the Guardian of Equestria is to remain in Equestria as a watcher, unlike the angel that carries the code, who must return to Elysium at the end of their three millennium tenure on the surface. This way she could remain in the world she loved so much. I never understood why, until now," Faust looked at Rarity with so much sadness it took everything in her power not to burst into tears herself, "Love... friendship.... those are the things that make the impossible possible. I had been looking for something special that the mortals had within them, when what I needed to find was something that was shared among them.

"I felt it, Cipher. I felt it through you. I am the highest entity there could ever be, yet I was powerless against the power of your love. Tell me, is that what gave you a life of your own?" Faust asked.

"I think," Rarity began, "What makes us all special is the feeling of love that's shared with one another."

"Astounding..." Faust said, "To think I had to be taught... such an obvious lesson from something, no, someone I had spent so long loathing," she slammed her hoof on the floor, and the door behind them opened, "I have opened all the doors in this tower. If you wish, you may leave this tower and return to Equestria."

"Wait, that's it?" Trixie asked running up to them, "What about Vale? If Rarity leaves here, then Vale will never-"

"Perhaps my daughter's soul is meant to live on through the one standing before us," Faust said, though Rarity could tell she was devastated, "Maybe... this is for the best..." Faust looked at Luna, "When you see Celestia, tell her that I love her."

"I will, Mother," Luna said, though it was clear that she still had a hard time with Faust.

"That love extends to-"

"Don't," Luna said, "Even if you have finally seen the light, I still don't want to forgive you yet."

"I understand," Faust said softly, turning to Rarity, "You have earned the right to live. From this point forward, your decisions are solely yours. Well done, Rarity. Well done."

Faust vanished, and for a while Rarity just stood there in shock. She did it. She was free. She could go home now. Her life was now officially hers to do as she pleased.

"Rarity," Luna said softly next to Rarity, "Are you ready to return to Equestria?"

Rarity nodded smiling and turned to Trixie, "Is this... goodbye?"

"I guess so," Trixie said, "I'm still dead after all. I can walk you guys to the exit, but after that I have to give up this Avatar body and return to the life stream."

"Too bad," Rarity said, "Well, let's enjoy these last few minutes together."

The three of them started making their way to the door, but as Trixie and Luna laughed at a joke Trixie told, Rarity found herself looking back at Vale's pod. Her heart was racing, thinking about the nice pony that would now never get the chance to see the Equestria she loved so much. It was too much for Rarity, thinking of how much Vale loved Terra, and how now she'd never again see the world she loved.

It made Rarity feel like a true thief.

"Wait!" Rarity said stopping, "Wait, wait, wait, wait..." she started sobbing. Trixie and Luna turned to Rarity confused.

"What's wrong?" Trixie asked.

"I can't do this..." she sobbed, "I can't just leave."

"What do you mean?" Luna asked seriously, "The door is right there, Rarity."

"I know, but..." Rarity turned to Vale's pod, "Should I be the one to walk through it? I'm starting to think that maybe that's not the case."

"Rarity, no!" Trixie said running in front of Rarity, "You don't have to give up your life! Faust is an honest entity! When she said you could leave, she meant it! Please Rarity, just go back to your life!"

Rarity shook her head as Luna walked over to her.

"What about your friends? What about your family? What about Spike?!" Luna asked harshly, "What am I supposed to tell your friends?!"

"I don't know!" Rarity cried.

"You're talking about leaving them all behind!" Luna said, "Do you have any idea how selfish you sound right now?!"

"WHAT'S MORE SELFISH!!!!" Rarity shouted, "ME LEAVING MY FRIENDS AND FAMILY BEHIND, OR ME WALKING THROUGH THAT DOOR AND DENYING A GOOD PONY A CHANCE TO LIVE KNOWING FULL WELL I COULD HAVE SAVED HER?!!!!!" Luna stepped back in shock. For what felt like an eternity, everyone was silent.

"I know what this means for me!" Rarity sobbed, "I'll disappear! But why do I have to live while she doesn't?" Rarity walked over to Vale and put her hoof on the glass separating them, "She loves Equestria just as much as I do, if not even more. So much that she was willing to devote an eternity protecting Equestria. She deserves to live again."

Luna looked away, "If that is... what you wish... I shall not stop you..."

Trixie looked at Luna in shock, "Luna?"

"Rarity is right, it would be truly selfish to leave Vale here knowing that there was a chance to save her," Luna looked at Rarity, "You truly deserve the Element of Generosity, Rarity. This is something even I would have a hard time doing, knowing my fate in the end," Rarity didn't turn to Luna, but she could hear her voice shaking a bit, "I'll think of... something to tell them... even if it ends up being... nothing... at all... Good bye... Element of Generosity..."

Rarity heard Luna run out of the room, apparently unable to watch what would happen next. Trixie walked over to Rarity and put a hoof on her back.

"Are you absolutely sure you want to do this?" Trixie asked.

"I am," Rarity said, suddenly feeling free. A great weight was lifted off her shoulders. Yes, she was still sad, but the knowledge that she would fade away into oblivion was oddly, calming. She was still terrified of disappearing, but this was still the best option. She smiled looking up at Vale, who continued to sleep peacefully.

"Thank you, Vale," Rarity said through her tears, "You believed in me, and helped me fight for my life. Now I'm going to give that life to you. I hope you can get along with my friends. They're wonderful, you know. Fluttershy is the sweetest thing you'll ever see, and I dare you to not smile in Pinkie Pie's pressence. Rainbow Dash is a little arrogant... okay, she's really arrogant, but with her as a friend you have somepony who will never abandon you.

"Let's see, oh, there's Applejack. She's strong willed, but lately she's been dealing with a lot. Honestly, it's taking it's toll on her, the poor thing. Her little sister is moving away to Canterlot, but you'll get to meet her eventually. You want to meet Apple Bloom, after all, she's the reincarnation of your best friend. You wanted to see her in the next life, well now you can.

"Don't worry when you see Twilight. Yes, she has her memories as Midnight again, but she's a good pony. I hope you two can reconcile, because I know Twilight is truly sorry for what happened that day, and she doesn't want it to happen again.

"When you see Sweetie Belle, my little sister, tell her that I'm sorry I will never hear her beautiful voice again. She's so sensitive, so try to break it to her gently. I know that you can be harsh at times, but please be kind to her. She's lovely, the true epitome of her name.

"Finally... when you see Spike... tell him... how much I love him... and that I'm sorry I'll... miss our next... dinner date..." Rarity broke down, unable to stand anymore. This was it, her last few seconds, "Do it Trixie..."

"Alright..." Trixie said, "Good bye... Rarity..."

Rarity looked up at Vale one last time before her entire world went dark. As she felt herself fall into the darkness, she allowed herself one last thought.

Good bye everyone...
My story...
Is...
Over...

Equestria

Equestria: I'll Carry On Your Memory...

"So in the end, she gave her life of her own free will," Faust said, watching her leave.

"She was truly a good pony," Trixie said, "I wish she didn't have to vanish."

"I don't think she did," Faust said, catching Trixie's attention, "You saw it, right? When she opened her eyes, she seemed different somehow."

"Does that mean, that was actually Rarity who-"

"I'm not sure," Faust admitted, "But whoever that was, I know that my daughter is there as well. Who knows, perhaps it was both of them together."

"Perhaps," Trixie said, "Should I return to the life stream now?"

"Actually, no. I rather enjoy your company. Perhaps you and I could even be... friends..."

"You know what All Mother, I'd like that a lot," Trixie said looking down at the planet Terra.

"Please, Azure Sky, call me Faust."

"Very well, Faust. You may call me Trixie then."

"Trixie..."

The two new friends continued to stare down at the planet, knowing that if they were to keep the planet as beautiful as it is now, they would have to act.

Upon waking up back in her room, Luna walked over to her sister's chambers. When she opened the door, she saw her older sister leaning over the balcony, crying tears of anguish.

"Tia, I tried to stop it... but in the end, she..."

"Worry not sister," Celestia sobbed, "I was well aware that things would play out like this."

Luna gritted her teeth and looked away, "I swear it, Celestia, I'll save you! Even if I have to go to the depths of Tartarus in order to do it!"

"Equestria... will be in... wonderful hooves... Stay close to Twilight... please... When it happens, she'll be..."

"I know, sister," Luna said, "I know all about you two. I'll keep her strong."

Luna looked down and shed a few silent tears herself as Celestia continued to sob loudly. There would be time for strength later. Right now, it was time to let one's sadness out.

So this was what her mother called rain?

She had been in Elysium for so long, she had never known what rain was or what it looked like. It was almost like the world was crying.

Vale looked forward and saw a village in the distance. That was what her mother called "Canter Village". The gates were closed for the night, so she'd have to wait until morning in order to see the inside.

Just when she was about to return to Elysium, she saw a filly outside the gate. She was a yellow Earth Pony, and had a red mane and tail. She looked close to Vale's age actually, if not a little younger. She was sitting down in front of the gate, and it looked like she was crying too.

Just like the world.

Vale trotted over to the filly and spread her wing out to shield her from the rain. The filly looked up at Vale surprised.

"What are you...?" she asked.

"I'm an alicorn. My mommy says I'm an angel. Why are you crying?" Vale asked.

"The gate's locked..." the little filly said, "Now I can't get home... It's raining... and my mommy is going to yell at me for staying out too late..."

"I'll stay with you," Vale said, surprising the filly.

"But won't your mommy yell at you for staying out too late?"

"Well, your mommy is going to be mad either way. I don't mind getting in trouble too. I'd feel bad leaving you out here alone. Let's find someplace to get out of the rain together."

The filly nodded and got up. The two of them ran deeper into the forest and found a small cave to rest in.

"I've never seen a pony with a horn and wings before," the little filly said.

"I've never seen a pony that didn't have wings or a horn before," Vale admitted.

"Where did you come from?"

"Elysium, it's a place in the sky. Up there, every pony looks like me."

"Wow, that's amazing," the filly shivered a bit and sat down. Vale sat next to her and wrapped a wing around her, "My name is Bayonet. What's yours?"

"Mommy calls me Vale, so I guess that's my name," Vale said.

Bayonet looked at Vale curiously, "You talk funny, but I like you. Want to be friends?"

"Friends? What's that?"

"It means you and can play together and have fun. I have another friend named Azure Sky, and she and I play everyday."

"Friend... play..." Vale thought about the new words she learned, and smiled, "I want to be friends with you, Bayonet."

"Good," Bayonet said yawning and leaning into Vale closing her eyes, "You and I are going to be... best friends... Vale..."

Friends... what did that mean? Why did she feel like smiling when she heard that word? All she knew, was that she liked Terra.

Mommy would be mad at her, but she'd come back here a lot. She wanted to... play... with her new... friend.

That was my first time here... wasn't it?

Vale materialized in Equestria again after apparently eons of sleep. So much had changed. She knew that this was the same spot she always came in from, but now there was a new village in the distance. That was Rarity's home, Ponyville.

"Rarity..." Vale said looking down and putting a hoof over her heart, "Thank you. I promise I will not use your life in vain," she looked up at the sky as the light faded, signalling the entrance to Elysium closing, "You're wrong though. Your story isn't over. Our story is just beginning."

Vale then began the long trek to the place she would call home from now on. She had a new mission, and this time she would not fail. She would protect Equestria herself, with her own hooves.

She was Guardian Vale. Angel Special Class S, under the direct command of Faust, also known as the All Mother. Her current designation was Guardian of Equestria.

That wasn't all though. A second life existed within her now as well.

You will not be forgotten...
The life you gave me I will cherish more than even my own...

I'll never forget your generosity...
Rarity...

Entrance

Entrance – How Did I Get Here?

I've had this dream every night...
In it, I see four fillies laughing and playing...
An Earth Pony...
A Unicorn...
And two Alicorns...
They built up a powerful bond, but they were separated, as friends usually are...
Why...?
Why am I seeing this...?
And who's Vale...?
That name...
It sounds...
Familiar...

"Come on Azure, she's descending over here!" the young hyper Earth Pony shouted. She had a yellow coat and a red mane and tail.

"I'm... coming..." her slightly older friend panted as she ran. She was a unicorn with a blue coat (matching her name) and a light blue mane and tail, "Honestly, you forget... I don't have as much stamina... as you..."

They galloped up to the top of a hill, where a bright light was seen shining from the sky. Out of the light they saw a white filly descending down onto the ground. She was about as old as they were, and she had a long, straight deep blue mane and tail. This filly was what they found out was an Alicorn, a special pony with the strength of an Earth Pony, the magic of a Unicorn, and the flying abilities of a Pegasus. She opened her eyes when she elegantly landed and looked around.

"Vale!" the Earth Pony shouted. Vale smiled brightly and turned to the Earth Pony and Unicorn.

"Bayonet! Azure!" she cried out happily running over to them. The three of them embraced and then galloped around laughing. Anyone who saw them could tell they were best friends.

After playing tag for a while, the three friends walked through the forest talking.

"Azure learned a new spell today!" Bayonet said happily.

"Really? What sort of spell?" Vale asked eagerly.

"I-It's nothing major," Azure said blushing, "It's a simple transfiguration spell. Anypony with a horn could do it."

"Aw, you're too modest, Azure," Vale said, "I bet it only took you a day to master it."

"Uh, duh, Azure is the greatest magic user in the village," Bayonet bragged, making poor Azure blush even more.

"Bayonet..."

"Could you show me?" Vale asked, "All I can do with my horn is shoot light out."

"Show her, Azure," Bayonet said, "Please."

It looked like Azure didn't want to. She hated putting herself in the limelight, but she didn't have much of a choice anymore. Not with both of her friends watching her. In the end, she sighed and walked over to a rock, both Vale and Bayonet cheering. She made her horn glow, and she was about to do turn it into a turtle or something, but she stopped when she heard something.

"What's up Azure?" Bayonet asked, but Azure shushed Bayonet and listened closely to the sound.

It was crying.

Vale walked into the bush a bit in front of Azure, and peeked inside, shocked by what she saw.

"Guys," she whispered, "it's a filly."

The two of them ran over to Vale and looked as well. In the bush, they saw an adorable little filly with a lavander coat, long dark purple mane and tail, both with the same pink highlight, and like Vale, she was apparently an Alicorn. She looked to be around their age. She was in the distance, surrounded by flowers, and she was crying.

"Who is she?" Bayonet asked, "Do you know her, Vale?"

"Nu uh," Vale shook her head, "She's not from Elysium."

"She's pretty, but she looks so sad," Bayonet said, "Azure, what should we do?" Azure was silent, "Azure?"

Before anyone knew it, Azure was trotting over to the filly. She knelt down in front of her and nudged her lightly, "Hey, what's wrong?"

"I'm... lost..." the purple filly sobbed, "I was... curious... about... the... outside... but when... I left... the... door... closed... and now... I... can't... go... home!" she continued to sob loudly, not even trying to hide how upset she was.

"That's horrible!" Bayonet said as she and Vale walked over to the crying filly, "I got locked out of the village once. I cried all night until Vale came. That was how I met her."

"What's your name?" Vale asked.

"M-M-Midnight..." the filly sobbed.

"You're not from Elysium like Vale," Bayonet said, "Are you from another village?"

Midnight shook her head, "Tar...tarus..."

"Vale..." Bayonet said turning to Vale, "What's Tartarus?"

"I don't really know. My mom tells me that it's a dangerous place, filled with monsters, but Midnight doesn't seem like a monster to me."

Right now, she actually seemed quite harmless. Azure was looking at Midnight intently as she cried. It looked like it hurt her to see her cry. She then looked at the flowers around them as if she had an idea.

"Midnight, watch this," Azure said getting up. She then made her horn glow, and the flowers instantly turned into butterflies. Bayonet jumped up and down in excitement laughing. Vale gasped in amazement. Midnight stopped crying and looked up at the butterflies with mesmerized expression.

"I told you she was amazing!" Bayonet said.

"Wow... that was cool!" Vale said, now smiling. Midnight walked over to Azure and stood next to her.

"That was beautiful..." Midnight stated. Azure looked over at Midnight with a smile.

"I don't ever want you to cry again," Azure said, shocking Midnight a bit, "If you ever feel like crying, I'll use my magic to make you smile."

"Y-you will?" Midnight asked. Azure nodded.

"My name is Azure Sky," Azure said.

"I'm Bayonet, and she's Vale. She's from Elysium," Bayonet said.

"Azure, why don't you take Midnight back to the orphanage with you? I don't think I can bring other ponies with me to Elysium," Vale stated.

"Yeah, and we don't have any room in my house," Bayonet said, "But there's plenty of room there, right?"

"Yeah. Okay Midnight, until we can get you back to Tartarus, you can stay with me."

"You'll... really... let me stay with... you?" Midnight asked slowly, looking like she was ready to cry again. When Azure nodded, Midnight did cry again, but she was smiling, "Thank you so much!"

"Aw.. it's nothing... really..." Azure looked away blushing. Midnight then embraced Azure in a tight hug, making Azure blush even more, "I-I-I-I said no more crying!"

"But I'm so happy right now! Can we... be friends...?" Midnight asked, still hugging Azure. Azure looked at Bayonet and Vale, hoping for support, but both of them were giggling looking at the scene.

"Ugh... sure. If you'll let go of me, then fine. We can be friends," Azure said. Of course, hearing that made Midnight cry even more. Azure shook her head, wondering how somepony from Tartarus could be such a crybaby.

"Mmm..." Rarity stirred a bit before she sat up. She didn't recognize her surroundings. She was standing on a ledge outside of a large golden tower, the skies around her were bright blue with white clouds, and it was really windy. As she got up she noticed that she was wearing the Element of Generosity around her neck.

"This isn't an ideal place for a nap," Rarity scolded herself, "All of this wind will mess up my beautiful mane." She turned around and was about to walk off, but stopped when she saw how high up she was. She couldn't even see the ground below. Rarity wasn't afraid of heights, but being up this high would unnerve anypony.

But how did she even get here?

"Now think, Rarity," she began pacing around, "You were on your way to the spa. You got the full treatment, and then you were on your way back home, when..."

That life doesn't belong to you...

"That's right!" Rarity said suddenly remembering, "That ruffian in the white cloak! I was ambushed, surrounded, and," overly dramatic gasp, "Ponynapped!" she looked around suddenly in fear, "Oh dear, oh dear, oh dear, HELP ME!" she called out, "HELLO?!" she felt hopeless looking around. Her heart was racing. The thought of being ponynapped, actually ponynapped, it was by far the WORST. POSSIBLE. THING!

"O-o-o-oh dear, I have no way of reaching anyone," she said to herself, "And I'm so high up that I can't get down. The only thing I can do is..." she looked back at the tower. The door was open, but something was telling her that if she went inside there she wasn't going to get out. Perhaps she could get some answers as to what the hell was going on though.

She looked at the necklace around her neck. At least she wasn't defenseless. Rarity closed her eyes, and allowed the power of the Element of Generosity to fill her. A second later, there was a bright glow and the necklace was replaced with sapphire blue and white armor. She then ran into the tower, the door closing behind her as expected. Well, at least she knew she was going in the right direction.

But with no way out, was that such a good thing to in the "right" direction?

Short, but this is just the prologue.

Floor VII

Floor VII: What Could Be Worth Losing This?!

Spike...

He was the next Avatar...

But if Luna was right, then...

"Lose... Spike...?" Trixie asked.

"I know the truth, Trixie..." Rarity said, still unable to take her eyes off of Spike's Avatar, "The other Avatars, they were my friends, right?"

Trixie sighed looking down.

"I didn't want things to go like this," Trixie admitted, "I tried to tell you multiple times, but-"

"How long are you two going to stand there and talk?" Spike's Avatar asked with an arrogant sneer, "You know Azure, the All Mother isn't pleased with you either."

"Oh, and what did I do?" Trixie asked.

"You show sympathy to that doll standing next to you, and continue to interfere with the All Mother's plans. If you hadn't insisted on helping to extend the thief's pathetic life Vale would have been awakened by now."

Hearing Spike talk about her like that tore Rarity's heart in two. Sure, she knew that it wasn't really Spike, but it looked just like him, and it had his voice. Rarity felt like she was about to go insane.

"If Rarity's going to have this fate, then she deserves the chance to understand things herself, and that won't happen if she's just deleted!" Trixie stated, charging up her magic, "She has to see it for herself!"

Trixie was about to charge, but Rarity jumped in the way.

"W-wait!" Rarity called out, "If this Avatar is deleted then I'll-"

A white unicorn spirit tackled Rarity into a wall. Rarity looked at Spike's Avatar and saw herself, rather she saw the spirit she turned into standing over Spike's Avatar.

"Surprised?" the Avatar said, "The All Mother managed to replicate even the power you gave the real Spike. This means that I'm fighting at full power. Can you survive?"

Spike's Avatar charged at Rarity, but Trixie jumped in front of him and blocked with her horn.

"If we don't delete this Avatar then he'll kill us! You don't have a choice anymore!"

Hearing that made Rarity want to cry. Truth was, she was never given a choice. Since this whole thing began, she was forced to act, and forced to lose. Now her life and Trixie's life depended on deleting that Avatar.

But it was Spike's Avatar, and if she deleted it, she would also...

Spike's Avatar lunged forward with his spear, making Trixie jump away. He then pointed his spear at Rarity, and a sound like glass shattering was heard. Instantly the white unicorn spirit charged at Rarity at high speed. She managed to jump out of the way just in time before the spirit tackled her, making it slam into the wall.

"This isn't fair!" Rarity sobbed, "Why are you making me do this?! Why do I have to be the one to wake up Vale?! Why do I have to lose everything?! WHAT'S THE POINT TO ALL OF THIS?!!!"

Spike's Avatar was walking toward Rarity, but Trixie fired a bolt of lightning at the Avatar, who blocked the attack with his spear. Trixie then charged at the Avatar again, her entire body surrounded by electricity.

"Rarity, I swear, I'll help you make sense of all of this! I'll tell you everything, but you have to live in order to get to that point! Rarity, please fight!"

She didn't want to fight. Not anymore. Not now that she knew what would happen. How could she fight Spike's Avatar with the knowledge that if she won that fight she'd lose him? What else would she lose with this? Would she even remember that she loved him? That there was someone that she actually loved?

"Give up!" Spike's Avatar said pushing Trixie to the ground next to Rarity.

"Trixie!" Rarity called out, looking up at Spike's Avatar as he walked over to her swinging his spear over his head.

"Now be a good doll and give back that life," he said, "Vale needs it a little more than you."

Rarity couldn't stop trembling. She looked up at the Avatar with the realization that there was no way around it. In order to live, she had to fight this Avatar, and delete it.

She had to lose Spike...

Rarity stood up activating the ice powers her armor granted her, tears streaming from her eyes, "You better answer all of my questions after this!" Rarity said, "I need to know why I'm being forced to do this!"

With that Rarity lunged at Spike's Avatar, using her horn violently to slash and stab the spear wielding dragon. He did an upward slash with his spear, knocking Rarity back, and then followed up by summoning his unicorn spirit, who followed up his attack by tackling Rarity knocking her further away.

Trixie forced herself up and charged up her horn, "LIGHTNING SPEAR!!!" she shouted, firing a large spear shaped lightning bolt at Spike's Avatar. He blocked the attack, but was pushed back a bit from it.

Rarity got up and followed up by firing icicles at the Avatar, who spun his spear in front of him.

Spike's Avatar yawned, "Boring, got any other tricks?" he snapped his fingers, and his unicorn spirit partner appeared next to him and rapidly shot large icicles at Rarity, actually pinning her to the wall with ice.

"Rarity!" Trixie called out, galloping over to her. The unicorn spirit however appeared in front of Trixie and knocked her away. Spike's Avatar slowly walked over to Rarity, who was pinned to the wall in ice and shedding tears of anguish.

"Too bad, I guess in the end you were just a lifeless doll after all," he held he spear at the side of his head, ready to impale Rarity, "Her information will be incomplete, but at least Vale will wake up."

This was horrible. Either way she was going to die, either now or a few hours from now. With what she learned from Princess Luna, at the end here she would have to give her life to Vale.

No, not her life. If she was to believe everyone here, then her life belonged to Vale from the start, right?

That doesn't mean you should just give up.

At that moment, everything stopped, and Rarity found herself in another place similar to where she saw Princess Luna, only this place was pure white. In front of her she saw the last pony she thought she'd see.

She saw Vale.

"How...?" Rarity asked.

"You and I have a connection," Vale said with a warm smile, "One that is strengthening thanks to you gaining my memories."

Rarity finally got a good look at Vale, and was both shocked and a little horrified. They almost looked like twins. Vale had a fuller figure, and her mane and tail were different in both color and style, and being an Alicorn she was about as large as Twilight and Cadence, if not a little taller.

But the face. The eyes, the smile, even her voice, it was all looking back at her, like a twisted reflection.

"Vale, who am I to you?" Rarity asked, "Why am I even here?"

"You and I are two halves of a whole," Vale explained, "You were created by Mother so my soul would have a place of rest while my body was repaired."

"Created... by...?" this was becoming too much for Rarity to handle, and she was starting to wish she could wake up from this horrible nightmare.

"All of that will be explained by Azure," Vale said, Rarity assuming she meant Trixie, "but for that to happen you must live."

"But Spike!" Rarity cried looking away, "I can't lose him! He's one of the last things I have left! If I destory this Avatar then I'll forget about him!"

Vale trotted over to Rarity as she cried and nuzzled her affectionately, "Worry not, my Cipher. Even if you lose the memory of the pony, or in this case dragon, you will never forget the love that was shared."

Even though Rarity was caught on the term "Cipher", she looked up at Vale with a somewhat hopeful expression, "Do you think I'll disappear?"

"That is entirely up to you, Cipher," Vale said, "No matter what Mother says, in the end it's still your choice. I feel that this life is just as much yours as it is mine. The question is, are you willing to fight for it?"

Rarity thought for a second, and then nodded, "If I had the power, then yes, I'd fight for it."

"That's my filly," Vale said helping Rarity up, "Call upon my power, and you will be able to overcome this obstacle."

"Your power? How can I-"

"We are connected, you and I," Vale smiled warmly, "I am on your side, Cipher. Go to the top floor, and make your decision. Show my mother that you do have a right to choose."

Rarity felt her spirit return to her, and she returned to the moment in the present. Right before the spear reached her heart, Rarity screamed and broke the ice, a force pushing Spike's Avatar back.

"What the hell?!" he said. Rarity felt stronger than ever. Strong enough to also know what she had to do. Even if she lost the memory of Spike the dragon, she'd never forget the memory of his love.

She glared at him, feeling power radiating through her, empowering her. Trixie got up and was shocked looking at Rarity, only able to make one remark.

"Those eyes..." Trixie said softly, "They're just like..."

Rarity shot toward Spike's Avatar at high speed, but the Avatar flew over her and pointed his spear at her, summoning his spirit partner. The spirit tried to push Rarity back, but she suddenly became immovable, using her horn to block the spirit's.

"This life... is mine!" Rarity shouted, "I'll be the one to decide what happens to it! Not you, and certainly not the All Mother!" Rarity shot a large ice beam at the spirit, making it dissapate. Spike's Avatar actually felt that as well and fell on to the floor.

Rarity slowly trotted over to Spike's Avatar, who was backing away from Rarity in fear.

"How is that possible?!" he asked, swinging his spear at Rarity sending a icicle at her, but she moved her head out of the way still walking to him, "You're just the carrier! You're not supposed to be able to use that power!"

"I told you," Rarity said, "This is my life!"

With that Rarity did the one thing she didn't think she could do. She charged up her horn and pointed it at the Avatar.

"If you keep going you'll lose more!" the Avatar said, "You'll just be a shadow of yourself!"

"Even if I forget who they are, I'll remember that I had ponies I cared about. You're just a shadow of one of those," Rarity closed her eyes and shed one single tear, "Good bye... Spikey... Wikey..."

She fired her ice beam, piercing the Avatar's core, deleting it.

It slowly faded away, leaving memory fragment in it's place. Rarity didn't waste time trying to emote. She knew that she had to take the memory into herself in order to proceed, so instead of waiting, she took in the memory, allowing herself to become Vale again.

She felt heavy, and tired. Something cold was on her fore hooves and hind hooves, and she found herself unable to move. When she tried to move, something metallic was heard, and something kept her still.

"Are you awake, my dear?" a sultry voice said. Vale opened her eyes and saw Morgana lying on a black couch in front of her, giving her a smile filled with lust.

"Mor...gana...?" Vale asked rising as best as she could, "What are you... doing?"

"I'm sorry if you're uncomfortable," Morgana said stepping off from the couch and sauntering around Vale, "There was no guarantee that you wouldn't attack me if I didn't restrain you."

"I can do that even if I'm restrained," Vale tried to demonstrate by charging her horn prepared to attack, but oddly found the light on her horn dying down immediately, "What?"

"Oh, I probably should have shared with you that part," Morgana said, "You're lying over a seal of my creation. Using it I can seal angel magic. As long as you're chained to that surface, you're completely at my mercy."

"And what is the reason for me to be at your mercy?" Vale asked, pulling at her shackles in a futile attempt to free herself.

Morgana walked over to Vale and knelt down in front of her, her face only mere inches from Vale's, "I thought that was obvious," Morgana said softly, "I haven't been hiding my attractions to you."

Attraction?! What?! Since when was she-

Vale thought back to all of these last months. From the beginning Morgana was always looking at her with what seemed like desire. She was constantly pressing herself against Vale. Then there was that dance the day of her descent.

"Oh dear..." Vale said, as the realization hit her.

"You finally get it," Morgana said, suddenly her smile was gone and she glared at Vale, "Took you long enough."

"Morgana, no..." Vale pleaded, "Please tell me that I'm wrong. You aren't in love with-"

"Why shouldn't I be?!" Morgana shouted, "Are you truly that unattainable?! Am I still not worthy of your love?!"

Vale actually winced a bit hearing Morgana scream. How long was she holding this in?

"Since when have you been-"

"Since the day you and I met," Morgana admitted, "You were so radiant that I could barely lay eyes on you, for I was feeble and mortal, while you were magnificent and eternal."

That explained why when they were kids Morgana avoided her gaze.

"I couldn't handle it," Morgana added, "Being in your presence, and so unworthy of your love, yet I found my very reason to live lost when you returned to Elysium."

As Morgana poured her heart out to Vale, she looked at the sword leaning next to the couch. Once again Vale felt something evil coming from that sword.

"Where did you get that?" Vale asked, using her horn to point to the sword.

"Ah, you refer to the Sword of the Condemned," Morgana said, "Well, I had to bring you back to Equestria one way or another. Thankfully the king of Tartarus, Katastroph, was so generous to give me a fraction of his power, and all I had to do was tell him that I'd help him bring back his daughter," Morgana laughed, "Demons are so gullible."

"The demons sent to attack the village..." Vale said slowly, "They weren't sent from Midnight's father, they were sent by you!" Vale couldn't believe what she was hearing. Morgana had betrayed the trust of so many ponies, including her friends...

"Why?" Vale asked her once friend, "Why did you bring those demons to attack Canter Village, and then guide us to the gates of Tartarus? Did you just use Azure, Bayonet, and Midnight?"

"Once you finally returned to us, I had no further use for Katastroph," Morgana said, picking up the demon sword with her magic, "So I had to close that door once and for all. It was just a matter of presenting myself as somepony who knew how to close the door. In the end, the gates to Tartarus would be closed, I'd still have Katastroph's powers, and you and I could finally be the couple we were meant to be ages ago. Honestly, I would have come to you, but you were generous to come to me."

"So you claimed the powers of a demon in hopes that you and I would be equals and I would love you," Vale reasoned.

"It seems however, that you still see yourself superior to me," Morgana said softly, her back turned to Vale.

"I see myself superior to no pony. In terms of you though, you have thrown away your humanity in hopes of becoming something no mortal pony can ever hope to become."

"You're wrong," Morgana said, a dark aura coming over her, "Godliness isn't out of reach of mortals. In fact, we are the ones the gods fear the most. You won't allow me to love you if I am equal," Morgana turned to Vale with a dangerous expression on her face, "What if I became your superior? Then you'd know how I felt being under your hoof, always desiring to look up at you, but unable to glimpse your light!"

She held up the Sword of the Condemned and began slowly trotting over to Vale, who's heart was racing faster and faster.

"What are you going to..." Vale asked slowly.

"Simple," Morgana stated, "With this sword I can take powers from other entities and absorb them into myself," she gave a crazed laugh, "I wonder what would happen if a pony held within them to powers of a demon and an angel! Let's find out, shall we?!"

As Morgana loomed over to Vale, she realized there was nothing she could do. For the first time ever, Vale feared for her life. She pulled at her chains, trying her absolute hardest to get free, but Morgana stood right above her, holding the sword over Vale's back, ready to plunge it deep into the Guardian's body. Right before the worst could happen, Vale did the only thing she thought to do that moment. Something so unlike the powerful Guardian of Equestria.

She screamed in fear.

The worst never came though, for at that very moment the door to where they were came crashing open, and a bolt of lightning shot into the room, knocking Morgana away. Vale looked at the door and saw a sight that brought tears of joy to her eyes.

Azure Sky charging her horn with electric magic, Bayonet with her sword in her mouth, and Midnight with her wings spread out in anger.

Her friends came to save her.

"Girls..." Vale said, as her fear slowly turned into sheer joy at seeing her friends.

"We heard everything," Azure Sky said, "I can't believe you would betray us like this Morgana!"

"How did you find us?!" Morgana asked as she got up.

"A villager saw you coming to the abandoned manor," Bayonet said, "Said you were carrying something in a bag over your shoulder. Apparently that was Vale."

"I thanked you at the ceremony," Midnight said, her voice shaking, "I treated you like a friend, but you were using me from the beginning! You were using ALL of us! It was all to get Vale!" her eyes turned red, and Vale felt that same demonic energy from before coming from her, "I hate you!"

Azure Sky and Bayonet turned to Midnight slightly with worried expressions, "Midnight, are you alright?" Bayonet asked.

Morgana stood up and held the Sword of the Condemned ready, "So the great Destroyer of Equestria finally shows her true colors. With this sword I'm more than a match for you."

"You were better off as my father's lackey!" Midnight said in a voice so unlike hers It possessed power and authority, "At least then you could have lived in eternal damnation with him!"

"Think you can kill me?" Morgana asked.

"I don't think I can kill you, I am going to kill you!"

With that Midnight fired a black beam out of her horn at Morgana, who blocked the attack and sent a wave from the sword at Midnight, Bayonet, and Azure Sky. Azure Sky and Bayonet both rolled to the sides out of the way as Midnight took the attack and fell out of the room.

"I'll be back for you," Morgana said, "Once I kill her and take her powers!"

Morgana ran out of the room, and Azure Sky and Morgana ran over to Vale.

"What is she talking about?" Vale asked as Azure Sky pointed her horn at the chains trying to undo them, "Why did she call Midnight the Destroyer of Equestria?"

"Vale, right now isn't the time," Azure Sky said.

"She's right. Are you okay?" Bayonet asked.

"I'll be fine once somepony explains to me what the hell is going on! I knew that Midnight was from Tartarus, but what did Morgana mean when she called Midnight the Destroyer of Equestria.

The chains were undone, and Bayonet looked down in sadness, "We don't know all the details. All we know is that Midnight was sent here to-"

"Bayonet, shut it!" Azure Sky shouted instantly, shocking the two mares.

"Azure! Vale is Midnight's friend too! She needs to know-"

"We spoke about this Bayonet! If she hears the truth then Midnight's life is over!"

"Do you really think that lowly of Vale?! She wouldn't kill Midnight!"

"Wait, kill Midnight?!" Vale asked in shock, "Why on Terra would I ever-"

"Just don't pry into things that don't concern you, okay? It's Midnight's' business!"

"From the sound of it, it's also my business! You two know something, and it's high time I was let in on the big secret! Why was Midnight sent here?!"

Bayonet really wanted to tell Vale, and she turned away shedding tears, "Vale..."

"Bayonet, don't you dare!" Azure Sky commanded. This time Bayonet glared at Azure Sky.

"I can't keep this a secret forever, Azure! Especially not from Vale! She deserves to know the truth, then we can figure out what to do together! Besides, she going to find out eventually anyway!"

"Would you both please stop talking like I'm not in the room?!" Vale shouted, getting fed up with both of her friends, "Either one of you is going to tell me right now, or I'm going to force the answers out of Midnight herself! Your choice!"

Before anyone could say anything else, they heard a loud scream outside. It sounded like Morgana. The three mares ran out of the abandoned manor and saw Midnight trotting over Morgana, who was lying down on the ground breathing heavily.

"You've lost, witch!" Midnight stated angrily.

"You think so?" Morgana asked s she slowly staggered up.

"You wer a fool to think that a feeble pony like you could ever become a god! No one would ever bow to you!"

"If that's what you truly think, then I'll prove to you how eternal I truly am!" with that she threw the sword down and fired a light purple beam at it. At the same time Midnight fired another large beam at Morgana knocking her back. Vale stood there in horror looking at Midnight as Azure Sky and Bayonet ran over to the sword. They tried to pick it up, but electricity kept them back as the sword faded away.

AVATAR FUNCTION ACTIVATED

"Huh?" Bayonet asked, "Did the sword just..."

RETURNING TO DORMANT STATE

With that the sword completely vanished. Midnight used her magic to pull up Morgana by the collar of her cloak.

"What did you do?!" she asked.

"I just ordered the sword to return to the mana stream," Morgana stated, "It will only return when I have been reborn, and only I will know where it is," she laughed evilly, "You see, Midnight, the body may be mortal, but the soul is eternal. As long as I have that, I'll return again, and again, and again, all to take what belongs to me!"

"Like my father said, our power is NOT to be coveted," Midnight threw Morgana to the ground and began charging up her magic, "And it's a good thing I'll be here for a while. So I can kill you whenever you show your ugly face again!"

"Midnight STOP!" Vale shouted running over to Midnight.

"She hurt you, Vale," Midnight said, sounding almost possessed, "She used all of us, and her mindset is dangerous to all ponies in Equestria. I have to kill her, Vale. It's the only way to end this nightmare."

"No!" Vale urged, "Render her unable to act again, but do NOT kill her, please!"

Midnight looked at Vale, at first in shock, but then her expression softend a bit and she looked at Morgana again.

"Be happy my friend took pity on you. You will not die today, however, from this day forward I condemn you to live the rest of your days without magic. This punishment will pass itself onto all of your lifetimes from here on out, and you will never find peace in death!"

Something scary and horrifying happened after that. Black claws came out of the ground aroudn Morgana, and reached into her, seeming to pull out some sort of energy. Morgana screamed the entire time this was happening, and everyonehad to turn away from the sight. Midnight however, remained perfetly still, looking at Morgana with almost evil satisfaction.

When the ordeal was over, Morgana fell to the ground limb, thankfully still breathing.

"Lock her up in the castle dungeons," Midnight commanded, looking at Azure Sky and Bayonet. It took a second, but they snapped out of their daze and ran over to pick Morgana up. As they carried her away, she laughed under her throat, and looked at Midnight when they passed her.

"Looks like I won't be the only one without peace," she said spitefully. As they passed, both Midnight and Vale saw a young colt from the village looking at Midnight in horror. Her eyes immediately turned back to purple and she reached out to the colt, but he backed away.

"Monster!" he shouted, running back to the village. Midnight looked down genuinely hurt by that statement.

"I'm not a monster," Midnight pouted, "Just because I'm a demon, that doesn't make me a monster, right Vale?"

This time though, Vale couldn't bring herself to answer Midnight. She was started to suspect that the darkness the All Mother was sensing wasn't coming from the gate anymore than it was coming from Morgana.

If Midnight was the Destroyer of Equestria...

And she herself was the Guardian of Equestria...

Then they were from the beginning meant to be...

Rarity came to, and thought about the Avatar she faced, and who she just lost. She couldn't help herself, and immediately fell back to the floor and wept harder than she wept since coming here. She couldn't remember his name, his face, or anything about him. Even as she wept, she could feel the memory fading more and more.

All that was left, was the love. Whoever he was, he loved her, and she loved him in return.

Trixie slowly walked over to Rarity, but this time stopped short of putting a hoof on her back. Apparently she blamed herself for what happened, and in Rarity's mind, she was partially to blame, but only a little.

When Rarity calmed down a bit, she got up and began walking to the door to the next room.

"Spike!" Trixie called out, stopping Rarity, "His name was Spike."

Rarity looked down, taking that in, and then walked to the door and climbed the stairs to the next floor. Now she had the love they shared, and a name.

Spike...

His name was... Spike...