The Bearers of the Elements of Generosity, Honesty, Loyalty, and Laughter all sat in their cages. They periodically switched between attempting escape, trying to cheer up their friends, and glaring at Discord. Carina, the changeling princess was also in a cage and she was doing many of the same things, though she chose to glare at the draconequus the vast majority of the time.

"He's going to kick your ass, dickhead." As one might expect, this started a new round of jeering from the other ponies.

Rainbow Dash pipes in; "Teats is right. And Elfilis isn't the only one you have you have to worry about. Twilight and the Princesses are going to totally ruin your plans!"

Applejack shouts; "Yeah! So you better let us all outta here before they find ya!"

Pinkie Pie giggles before stating; "I'm already planning a 'We beat the big bad evil guy' party!"

Rarity didn't feel the need to say anything, simply turning her nose up at Discord. But everypony was surprised when the so-far silent Bearer of Kindness spoke up.

"U-um, Mister Discord...? I think you should... um... let us go? Maybe?" Fluttershy was shaking, as the girls sadly expected from her, but what was odd was that she didn't duck her head or hide her face behind her mane. She looked the now-curious Discord in the eyes, unfalteringly. The chaotic serpent slithered out of the throne he stole as he approached his most behaved prisoner.

"Oh? And why would I do that? Are you scared of little ol' me? Well, I'll have you know that you all are safe in Discord's very capable extremities. Nopony can get you here, hahaha!" Rainbow is particular wanted to kick his one visible fang off his face, but any words she had for the insane warden died when Fluttershy cut throught the laughter unperturbed.

"Oh, I am scared. V-very scared actually... But, um... Not of you... Sorry..." Discord's smile dropped, though he didn't look angry or upset. True beffudlement shone through his eyes as he inched closer to the shy pegasus.

"Really? What are you scared of then? I kidnapped you and put you in a cage you know, in case you haven't noticed." Fluttershy would never answer him. Before she could-

"DELIVERY!" And even Discord jumped as the room was filled with a rapid banging as someone went to town on the closed doors. The spirit squinted at an invisible watch on his eagle claw.

"You're early! Did you skip the chase sequence?!"

"Not on purpose! Can I come in or not!? Your pizza's getting cold!" The caged mares all recognized the voice of Elfilis but as much as that filled them with hope, worry grew as he began to play with Discord.

"I don't remember ordering any pizza!"

"No?! You didn't order the large fuck-you pizza with reality-check pepperoni?!" Despite themselves, Rainbow Dash and Pinkie Pie giggled as Discord rolled his eyes.

"No no no, I didn't order the large pizza. Now-"

"Sorry for the confusion! I'll check the address again!" This caused the chimera to sputter in confusement.

"W-What! No! You have the right address!"

"Oh? So you did order the fuck-you pizza!"

"Grrr, yes fine. I ordered the large fuck-you pizza. Get in here! Only I'm allowed to waste my time..." Discord grumbled under his breath, but no one could hear what he said as the large doors slammed open. Elfilis strutted across the carpet, ornate spear in hand. One could have caught a glimpse of Twilight Sparkle violently scraping her hooves against something as Spike looked on in concern, but most would have instead noticed Princess Luna panicking before the doors bounced closed again. Discord crossed his arms and glared at the latest arrival before throwing his arms out dramatically.

"Well?! Where's my pizza?" To which Elfilis eloquently replied-

"Fuck you." Cue the nervous laughter from the peanut gallery.

"Yes yes, you're very funny. I would take things more seriously if I were you-"

"No you wouldn't."

"No I wouldn't, but my point still stands! I didn't think you were one to take the lives of your friends so lightly!" Elfilis's eyes scanned the mares one by one, and Carina shivered as his eyes met hers. There was a moment where he looked at the cage with the intense look in eyes she had come to learn meant that he was reacting poorly to something, thinking faster than he could keep up with. To her shock, his eyelids quickly drooped back down to their usual calm gaze as he turned back to Discord.

"They seem plenty safe to me. I mean, have you seen it out there? It's crazy let me tell ya. I wonder if that's what it woukd look like with Marx in charge."

"Like the communist?" As Rainbow shushed Pinkie Pie, Discord just deadpanned at the nonchalant response.

"I. Have. Your. Friends. Hostage."

"Whaaaat? Are you kidding? I couldn't think of a safer place for them to be then in your very capable extremities." The temperature dropped a degree. No one knew what to expect, but it wasn't for Elfilis to start repeating Discord's lines back at him. Despite everything, it was the draconequus who was most disturbed. He wasn't supposed to be predictable.

"Oh really? And why is that? I could snap my fingers and you would never see them again. I-"

"Oh you could. But that wasn't the plan, right?" Elfilis casually walked past a bewildered Discord, sauntering towards the cages before stopping and turning to brazenly sit upon the throne, as if it had always been his. More than one pony gasped before they could stop themselves. "If I remember correctly, you were going to capture the Bearers and hide the Elements while I was stuck on a road-trip through the multiverse so I couldn't stop you. You left yourself some room to improvise, you weren't sure how you were going to keep me away, but this point here was pretty set in stone." Elfilis barely blinked as Discord flinched before growling, slithering up into his face in a blur of movement. The teal biped just leaned closer, locking his antlers with his opponent confrontationaly. "You planned on me rushing through here, angry and scared of what you might do, of who you might be. And then, you were going to give me an offer I couldn't refuse."

"Do us both a favor and shut your trap." Elfilis pushed foward with his head as he stood from the throne, shocking the draconequus into giving ground.

"You were going to challenge me to a battle. Win or lose, you were going to open the cages. Correct?"

"How-?!"

"If I won, you would reveal the location of the Elements and return to stone! Correct?!"

"N-no! Why-?" Discord choked as he had to back pedal. Elfilis pushed his his antlers further into his space.

"And if you won, you said you would be free to do whatever you want! But that was just what you going to say, correct?!" He didn't let Discord deny it as he reached out and shoved him out of the lock they had been in. "You don't have a plan for if you win, you don't have an endgame. All that mattered was the fight that you seem to gain nothing from. You don't want to win, do you?" His words echoed as the chamber became silent. Discord looked at him with a conflicted fearful expression that made his mixed features appear even more warped. The mares held their breath, not daring to cut the tension Elfilis brought with him "I'm not going to ask you if I'm correct. Now, you may be thinking something like 'Wow, this is so crazy! It's like he's in my head!' You would almost be right. You may have made a tiny mistake by putting yourself in mine."

"S-so what?! Are you calling the mini-me a chatterbox?! That's not funny! I wouldn't-" Discord squeaked through the large hand now squeezing his muzzle shut, silencing him.

"No. He didn't say anything. He chose to stay as my Dream collapsed on him. Crushed him until he popped. And then, I sifted through the scraps. I know that something is wrong in that head of yours. The only question is whether or not you'll sit still long enough for me to find out what, or if I'll have to beat you down before I give you your reality check."

My heart was hammering in my chest and I kept a tight grip on my breathing to keep it calm and even. When Discord vanished in a flash of light followed by a stinging sensation behind my shoulders, I was only surprised that it took so long for him to do so. I had no idea he would let me go one for so long. Especially since some of the things I said that weren't meant to mean anything seemed to really piss him off. Regardless, I pushed myself off the ground with my wings before facing Discord. He looked deranged with his lion paw tinged with red. I tightened my grip on my spear as he began to growl.

"You... I would run if I were you." Still channeling the spirit of smartass, I responded.

"Hm... You would, wouldn't you?" I let my mind expand through the Dream, enhancing my senses and letting me feel the minds of everyone in the room. Discord's in particular felt oily and malformed. It also suddenly felt like it was right behind me, so I swung my spear in an arc behind me. It nicked his horns as he sunk his head into his torso, and he followed up by firing his head at me like a cannon. A portal opened in front of me, sending the head to nowhere as Discord disappeared again. I felt his mind reappear above me even as I charged a beam between my antlers. He shot through the ceiling like a comet, legs on fire as they extended towards me.

I fired the beam, catching him in it and halting his progress entirely as he fought against the current of it. I portalled away as the laser faltered and shot out at one aimed at his head. I only needed to stun him, but I still missed the mark as the Discord I grabbed by the head fell apart like clay as I felt gravity's effects increase. My body fell several feet, and I only manage to compensate in time to avoid hitting the floor. I quickly had to block with the shaft of my spear as an unhinged jaw snapped onto it. I wrestled with him for only a moment before I made a cracking motion with it, as if Discord was a whip.

He didn't make a big wave with his body that ended with a snap at his tail, as I half expected him too. I ended up just breaking his jaw. He flashed away as he snarled, spending no time slapping his jaw back into place like it had a faulty battery.

"Gah! How dare you?! Don't you know what I am!?" A strong beat of my wings stopped me from being struck as he grew to twice his original size, lunging at me with eagle claw outstretched.

"Enlighten me!" Suddenly, his mind was everywhere. A Discord slashed at my wings as another wrapped around my legs, and I slashed through both as best I could before another lactched onto my spear-arm like a viper. "Grah! I'm trying not to kill you here! Cooperate motherfucker!"

"Why! Why do you try!? I am Discord! You aren't making any... GRAAAAAGH!" I punched the Discord biting my arm until it's head split open, spilling candy like a pinata, before catching the one roaring towards me by the neck before he could reach mine. I wondered if I should have kept my mouth shut earlier, if a Discord who believed everything was going according to plan would have been easier to deal with than one that acts ferally. I pushed the thought away as he grabbed my waist and slammed me into the floor. My arm began the shake as he used his grip to pull me closer to his mouth, and I dropped my weapon so I could use both arms to keep him away.

"I know who you are! I was Discord! I lived your thoughts before escaping our prison! That's why I'm trying! Because I know that something is wrong in there, fucking you up like you were with me!" He snapped his fang at me as he tried to lung the last bit of distance towards me. "Would you rather I actually fight you to the death?!" Discord's eyes gained a white tint.

"Yeeeeeees!" My arm, already injured, was losing the battle. As he wrapped his lower body around my back and began to squeeze me closer, I felt resignation. I didn't think I would die here, I knew how Fecto Elfilis cheated death after all, but I thought that was it. I talked to him, I goaded him, I told him that something was wrong with him and I had real reason to believe it! Either I was wrong believing I could help him through whatever was crooked in his head or whatever had a hold of him had too tight a grip to just let itself be discovered. I wondered if I would be forced to kill him. I summoned a portal, and prepared to summon a spear from it. I hadn't even decided if I was going for lethal when a young voice suddenly came yelling.

"Watch out! Baby's coming!" The pressure on my body lessened significantly as the golden changeling from earlier flew in and latched onto Discord's face. He let go of me with one arm to pull him off roughly, before glaring into him.

"What will you do now, insect? You are a child!" The changeling, whose eyes shined like saphires, just smiled.

"Well, I do have one thing I'm really good at!" He took a deep breath, inhaled until it looked like his chest might pop, and then-

"AaaaaaaaaaaaaaAAAAAAAAAAAAAAAAH!" I closed my wings up against my head as he screeched like a banshee, and I very belately realized this was Aurum as Discord tossed him and let go of me to clamp onto his ears as well. My legs caught me, and I began to rush towards him while I had the chance.

Unfortunately, Discord popped his ears off like they were toy peices before ducking under my grab. I opened a portal behind him, hoping he'd fall in, but he swerved around it easily. He held his chest with both arms, like he was hugging himself, and fire began spilling from his lips. Before I could get out of the way, Twilight Sparkle rushed in and made her own contribution.

"Dragon is weak to Dragon, asshole!" And then she threw a bag of pinkish-purplish powder into his mouth as she ran by. It detonated in his face, and he screeched before he began to cough and hack, sputtering fire all the while. I opened a portal right over his head, pulled it down towards him, but he still managed to slither away faster than I could blink. Luna stood in the open doorway as he rushed at her, ready to stop him by any means necessary. Discord dodged an attack spell as it whizzed by his head, only to slam head first into Celestia as she swung her head like a flail. I grabbed him by the neck and tried to pull us both into the Dream, but a second Discord torso grew from his back and spat bubbles into my eyes, causing me to let go as they popped directly in my eyes. They sizzled.

"Fuck! You're making being a nice guy really difficult right now!" I squinted through the pain, and I barely saw as he shattered a shield Luna had set up to block him. I lunged forward, missing the tuft of hair I was aiming for. I remembered that Superman said he would hear if I yelled out his name, and I was about to do so. However, as if he knew I was going to call for help, he appeared.

Toby the motherfucking puffball. Discord leapt over Luna like a spring, only to run directly into the purple hero's foot as he jump kicked into the air. The draconequus lost his momentum and flopped onto the floor, and Toby saw his opening. He grabbed onto his face, a cheek in each hand, and lifted. Toby held Discord's head over himself and jumped into the air, carrying the rest of the limp body with him. They reached the apex of the jump, slowing in the air, and then Toby aimed Discord toward the floor and began to spin. He was committing to a Tornado Throw, and it was absolutely perfect. The portal opened right under them as they descended, and whether it be luck or shock or the powder Twilight made him choke on, Discord didn't teleport away as he and Toby spun into it like a corkscrew.

I didn't waste a moment. I entered the Dream, brought Discord to me, locked his mind down. This was my chance. I put my mind against his, and I pushed the oil and the slime away as best I could. It resisted, pushing back, trying to infect my mind as well, but I was the Psychic Beast! If I couldn't do this than I might as well-

"Sir? You wanted to see me?"

"No. I didn't. And I still don't as a matter of fact."

"W-wha- Sir! Did-"

"You don't belong here. You aren't a unicorn, you're barely even a pony. This is no place for a creature like you."

"W-wha-! How dare you! I was invited by-"

"Indeed. And I will have to explain to her what a mistake it was. Your 'unique magic' is nothing but a cheap way of getting what the rest of us have to earn through hard work."

"I-I didn't choose to be born this way! Its who I am!"

"Mhm. You are an abberation. An abomination. You're nothing but a catalyst for chaos and I will not allow it to destroy what this academy stands for."

"Tch, my parents were right about you. I can't believe a monster like you is respected by ponies of all races."

"Monster!? No. You are the monster. Here, let me show you."

"Wait- What are you- Gah! AH! WHYYYYY!"

... If that wasn't Starswhirl the Bearded I'll eat my fucking... hooves.

Author's Note

Woot woot.

Now, I know what you may be thinking.
"Your only in the first season and you're losing villians like flies!"

Yeah. I know. But this is also a Kirby crossover.

Also, longest chapter.