What Nightmares Fear

by Lets Do This

Rating: everyone
Tags: Alternate Universe, Princess Luna, Drama, Trixie, Moondancer, Starlight Glimmer, Adventure, Twilight Sparkle, My Little Pony: Friendship is Magic
Length: 17411

Princess Luna wants to return her nightmare guards to the dark realm from whence they were summoned. And there's just one pony who can help her with that: Trixie Luna Moon. With her Advanced Projects team, of course...

Princess Luna wants to return her nightmare guards to the dark realm from whence they were summoned. And there's just one pony who can help her with that: Trixie Luna Moon. With her Advanced Projects team, of course...

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Since it's been a while, here's a quick recap for those new to the Advanced Projects series:

On an alternate branch of the G4 timeline, Twilight Sparkle never left Canterlot and is now an Acting Princess, with a very different group of close friends: Tempest Shadow, Starlight Glimmer, Trixie Luna Moon, Sunset Shimmer, and Moondancer -- plus Cheese Sandwich as their on-call party pony. And each of these has had a very different past, as a result of meeting Twilight Sparkle so early.

In particular, Trixie was once the Great and Powerful student and protégé of Princess Luna... while she was Nightmare Moon. Which has its consequences...

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For more of this series, start with: A Canterlot Engagement.

Also, check out the entire series, beginning with Not Exactly Friends.

Published 2022-10-20 20:50:01 UTC
Last updated 2022-10-20 20:50:01 UTC

A Midnight Tea Party

"So, let's get this straight," Moondancer said, as she and Starlight Glimmer trotted after Trixie along darkened upper corridors in Canterlot's Royal Palace. "We're going to a tea party?"

"Yep," Trixie replied.

"At night?" Starlight asked.

Trixie shrugged. "So it's a few hours past sunset. Big deal." Shoving her magician's hat to a more resolute angle, she trotted straight ahead.

Starlight eyed her skeptically. "Trixie, are you sure you read the invitation correctly?"

"Of course!" The showpony lofted her snout. "The Great and Powerful Trixie would never flub a curtain-up!" Rolling her eyes, she went on in a more conversational tone. "Look, Princess Luna's still getting over not being Nightmare Moon anymore, right? And she's been shifting her hours toward evening, so eventually she can resume her role as Princess of the Night, right? So obviously, she'll want to start holding social events after dark."

"Including... tea parties?" Moondancer asked.

"With her most trusted companions, don't forget," Trixie gloated. "Which is us! See? All perfectly normal."

"If you say so." Moondancer glanced around nervously. The echoes of their hoof-steps were vanishing into the depths of the shadowy hallways, and returning multiplied, and eerily distorted...

She trotted a little faster, to keep up with the others.

Turning a final corner, the three of them found themselves facing the tall, bone-white doors of the Lunar Suite. As they approached, the doors clicked open and swung wide, all by themselves. Beyond were only moonlit shadows.

Even Trixie came to a halt at that. Biting her lip, she peered into the gloom.

"Um... Princess Luna?" she called, in a voice uncommonly small and meek.

With a suddenness that made them all gasp and take a step back, a pale-violet alicorn filly with a flowing, sky-blue mane emerged from the darkness. She stood facing them, her snout held high, regal...

... and smiling in delight on seeing her guests.

"Lady Trixie!" Luna said, indulgently using the ersatz titles Trixie had invented for herself and her friends. "And, let us see... Countess Moondancer, was it not? And Baroness Starlight Glimmer?"

"Low pony again..." Starlight grumbled, though good-naturedly so.

"Princess Luna!" shouted Trixie. Abandoning all pretense at decorum she rushed forward and flung her forehooves around the Princess, hugging her tightly. So did Moondancer, but more circumspectly, glancing up at Luna to be sure it was okay.

Luna willingly returned their embraces. "My dearest of friends..." she whispered, too overcome to say more. Then she looked up at Starlight. Who waved a hoof, smiling.

"I'm good, Your Highness. As always, just being invited is an honor."

"Thou art most welcome, all my friends." Luna turned and led the way into the suite. "And please pardon the dramatics. With the return of my powers, my connection with the Night, I have been working to rebuild my image. But we are none of us strangers, so do make thyselves comfortable."

With a wave of a hoof Luna lit coldlight lamps, set in tree-shaped sconces around the chamber. Their moonlike glow pushed back the shadows, revealing a luxuriously appointed main room, with its carpeting, tapestries, and curtains all patterned in deep blue evening tones. The main doors swung quietly shut behind them, and ahead on the spacious balcony there was a broad table encircled by comfortable seating cushions. It was already laid out for afternoon tea, even given the lateness of the hour.

But it was at Luna herself that the ponies all stared in surprise.

"Are you getting taller, Your Highness?" Starlight asked.

"And your coat," Moondancer added, "isn't it a darker shade of blue than before? I mean," she added quickly, "if that's not an impolite question?"

Luna looked about at them.

"Yes, I am," she finally replied. "And yes, it is. Celestia says it is a side-effect of the return of my powers. That I shall not forever remain an overgrown filly, but shall gradually regain my stature and coloration as Princess of the Night." She looked briefly worried. "That is... all right, is it not?"

"Absolutely," Starlight replied. "And it's a good thing, right? It means soon you'll be back to your old self again."

"And maybe... just maybe..." Trixie added wistfully, "your memories might return too?"

"Perhaps." Luna shook her head. "Though truth be told I am not certain I would like that. It may be for the best, allowing the past to remain in the past. To begin anew, as I am. In so far as I am able."

"Oh." Trixie looked somber, her shoulders slumped. Then she quickly brightened up as they all moved to sit down around the table. "Well, Princess! Let me tell you all about this wonderful new magic trick, which Starlight here has finally, finally learned to pull off, all by herself." She shook her head in mock disgust.

"Oh, please do!" Luna encouraged. While at the same time giving Starlight a quick, knowing wink.

For a while the ponies chatted together of inconsequential things, as Luna poured out and they passed round the scone plate and jam. Of doings in the Royal Court, as Luna worked hard to reclaim her role as Princess of the Moon and Stars. And of the research studies the Advanced Projects group had been assigning themselves, in lieu of formal classwork at Celestia's School.

Then Luna suddenly paused at length, looking anxious. And finally got round to what the others immediately sensed was the real purpose of the gathering.

"My friends," she began. "Ever since thou aided my return, I have come to rely on thy company, kindness, and discretion, just as much as I do on my sister's loving care and patience. And Celestia has oft spoke of thy capable skill and diligence facing unusual and difficult challenges." She turned to look at Trixie. "Might I now call upon your team, Trixie, to aid me in that more formal capacity?"

Trixie blinked in surprise at that, startled speechless.

"Of course, Your Highness," Starlight quickly answered for her. "How can we help?"

In response, Luna turned to the gloom behind her. "Guard, attend us!"

And her guests gasped as glowing eyes blazed alight, staring out at them from the shadows.

Seeming to emerge straight out of the darkness itself, two of Luna's purple-armored nightmare guards stepped forward. The nightmares were large and ruggedly built, with gray pelts, dragon-like wings, heavily-fanged jaws, and burnt-gold eyes that glowed with an unsettling infernal light. They were a disquieting sight, even once you'd got used to them. In part because they would simply stand there, motionless and silent, not even breathing, simply regarding you with an unreadable, wolf-like gaze. You found yourself wondering if they were even alive at all... and almost hoping they weren't, given what they appeared to be contemplating.

Approaching Luna, the nightmares dropped to their knees, heads bowed abjectly and subserviently. Then they rose as one, snapping to attention, utterly motionless and fiercely attentive. Even Luna herself seemed taken aback by the aggressive display of fealty. But she swiftly recovered, and turned to her friends.

"This is Nacht," she said, gesturing to the one on the left. "And this, Skaad." She gestured to the other. "They are my personal guardians, and leaders amongst their kind in my Night Guard. They have served me, faithfully and true, for well over a thousand years..."

She looked briefly embarrassed.

"... at least, so I have been informed."

She glanced around the table at her guests. "As Nightmare Moon, I summoned them to lead my armies against Celestia. And now that I am returned to myself, I feel the time for such forces is long past. I would therefore reward my guards' unstinting loyalty by freeing them of the bond holding them to me. By allowing them finally, at long last, to return home to their kith and kin."

At this, the nightmares' stern expressions briefly faltered. They glanced at each other uncomfortably, almost forlornly, as if they felt abandoned.

"That sounds... really nice of you, Princess," Moondancer hazarded. "But I'm guessing it's not so easy, right?"

"No. It is not." Luna shook her head. "For when I say I summoned them, I was not being metaphorical. I summoned them -- brought them into physical being." She nodded at her guest's shocked stares. "They are creatures of the dream realm. Of my dreams, my darkest, blackest, most terrible of dreams. Which... adds its own complications. Observe, my friends!"

She turned to the guards once more. "Faithful servants! I have spoken to thee of my wish to release thee from thy service, and return thee home. Pray tell my friends here what thou told me in reply. These are my most trusted of companions. Thou may say anything before them thou would say before me."

The nightmares eyed each other, then Nacht spoke. His voice was low and gravelly, yet surprisingly soft-spoken. "Thou art the Mistress of Nightmares," he said, lowering his head respectfully. "We can but follow, Mistress. Thou must lead."

Luna nodded sadly, and turned to her guests once more. "As they say, to return them home I must lead them there myself. Back into the dream-realm, back into the dream from which I summoned them, long, long ago..."

She hunched, looking frightened.

"And, my friends... I do not remember how..."

In the candle-lit main workroom of the Advanced Projects tower, Twilight Sparkle was seated at her usual place at the big circular worktable. The lavender unicorn's snout was buried in a thick book, with several more stacked conveniently all around her. Twilight read onwards into the night, oblivious of the lateness of the hour.

Behind her, resting comfortably on a favorite cushion, was Commander Tempest Shadow. The tall, black-armored pony appeared half-asleep as she sat, quietly and patiently, keeping watch over her friend. Yet her head snapped up and around, alert and efficient, at the sound of the entry doors slamming below, and multiple sets of hooves charging up the stairs toward the main floor.

Starlight Glimmer and Moondancer hove into view, and galloped across the room toward the library stacks. "... and we'll need Clover the Clever's treatise on dreams and dreaming," Starlight was saying, "plus that compendium of shadow magic. You know? The one with the collection of spells relating to trans-psychic bridges?"

"On it!" Moondancer's horn blazed, and her magic quickly whipped her mane into its efficient top-knot, keeping it out of the way as she vanished amongst the back stacks. And Starlight almost without slowing down took a right-angled turn straight up a ladder, then began poking around at the top of a bookshelf. Her magic lifted out books and shoved them back in, as she ferreted around industriously.

Behind them both, Trixie finally appeared. She sauntered casually up the stairs then over to the main table. Seating herself, she glanced about, nervously tapping her forehooves together.

"Trixie?" Twilight asked.

Before the showpony could reply, Starlight called down from overhead. "Twilight! Where's that journal by General Duskhelm? The one where he was talking about Luna's command of the Forces of the Night?"

"I... thought we were done with books like that," Twilight called back. "I had Spike add it to the bin going back to the Archives."

"What! What'd you do that for? I need it! Like now!" Sliding down the ladder, she dashed over to the bin by the stairs and rooted through it hurriedly, pitching books in every direction. "Aha!" she finally cried, holding up a slim volume. "Thank you, Spike! For being such an incorrigible lazybones."

"What's... going on?" Twilight asked. And jerked back as Starlight slammed the book down on the worktable, along with several others she'd brought along in her magic.

"No time to explain!" Starlight said, as she levitated over some spell-scroll paper and quills from the table's caddy. One quill immediately became a blur over the paper, sketching out an initial frame.

Moondancer joined her, dropping several large tomes onto the table and flipping them open to relevant pages. She grinned nervously at Twilight. "We just need to recreate an alicorn-level spell from over a thousand years ago. Which nopony ever bothered to write down, since it was pretty much unique to the only pony who could actually work it." She shrugged. "Like they say, the impossible just takes a while longer."

From the bunkroom behind the bookshelves Sunset Shimmer trotted out. The flame-maned pony yawned and rubbed her eyes. "What's all the noise out here? Are we being invaded by gummy bears again or... was I only dreaming that?" Spotting Trixie, Sunset grinned. "Hey, Trix! How'd tea with Luna go?"

"Oh... fine. Like usual. No big deal." Trixie smiled weakly. "Luna only asked us to help her out by going with her into one of her own dreams. To a place where nightmares live. To return her guards to their ancestral home, or something like that. You know, kind of thing that happens every day?"

Sunset stared at her.

"Speaking as a pony who's actually been to another dimension, that... still didn't make a whole lot of sense to me."

"Luna is Princess of the Night," Moondancer explained. "And one of her powers is visiting the dream realm. She's supposed to watch over ponies' dreams and if necessary intervene if a bad dream gets seriously out of hoof. At least, she used to before, well... you know..."

"Before she became Nightmare Moon," Trixie finished bluntly. "And now that she's not anymore, she wants to get back to doing her old job. Only along with everything else she lost in giving up being Nightmare Moon, she's lost the spell she used to get to this dream-realm thingy. Which... kinda makes things difficult, as you can imagine."

"And that's where we come in," Starlight said as she ran a hooftip down a list of spell components in one of the books. "Luna thinks that maybe if we can help her get back to this particular dream, and from there find a way out to the larger dream realm, that'll help jog her memory of how to get there herself."

"And she's asked our help with that?" Twilight asked. "Not the Research ponies at the Archives? Or even Celestia?"

"I think..." Moondancer said carefully, "she's afraid to ask anypony else. It's difficult enough as it is convincing everypony to trust her again. Would you want to admit you'd lost track of one of your signature spells?"

"And Celestia can't help," Starlight added. "This requires Luna's magic, her affinity with the Night and dreaming. But we can make it work, no problem!" Her quill scribbled madly over the paper, crossing out nearly as much as it was writing down. "Luna can invoke the spell, easy. We just have to piece it together again. Or... as much of it as we can figure out, or... even something remotely like it..."

The quill skidded to a halt. Starlight fell silent and stared at the scroll, momentarily stymied by the enormity of the task. "Uh, maybe? I hope?"

"Here, give me that." Twilight gently took hold of the quill and scroll with her magic. "You're just making a mess trying to copy everything down so fast. I'll work on getting the boilerplate for the spell set up. You focus on figuring out what components we need."

"Thanks, Twilight!"

"I can help you there," Sunset said. She yawned and stretched. "Once I've woken up properly, that is. There's some optimizations we can apply once we have the framework doped out. And we should make the spell configurable. That way, if it doesn't work first time, we just switch components and try again. Here, gimme that, Moon-Moon." She grabbed the spell-catalog Moondancer was holding. "I'll help Starlight look stuff up. You take care of chasing down the references we'll need."

"No problem. And thanks, Sunset!" Moondancer grinned and pumped a hoof. "Yeah! Are we a team or what? Look, I'm gonna go hunt around on my own, see what else I can find. Yell when you gals need something!"

Turning, she vanished back into the stacks. And the others set to work, industrious and oblivious, focused on the job...

... except Trixie, who sat watching them. And sighed.

"And the Great and Powerful Trixie will just... sit here quietly? Providing, um... moral support, I guess?"

Tempest snorted in amusement. "Welcome to my world..."

"Oh, and Twilight?" Starlight looked up, smiling mischievously. "Just so you know, Trixie's in charge of the group now."

Twilight blinked, and stared. "Trixie's what?"

The group turned to look at the showpony, who first tried to hide beneath her hat. And then, adopting a blasé air, shrugged carelessly. "Well, what can Trixie say? I'm simply the pony Luna's known the longest. Um, even if she doesn't really remember it. But she trusts me! I was her personal student when she was Nightmare Moon, after all, so naturally she assumes I'm in charge." She glanced around at the others uneasily. "Well... that's what she says. But look, haven't you heard the saying we have in the entertainment biz? The customer is always right?"

Sunset smiled. "Isn't it, there's a sucker born every minute?"

Trixie nodded. "That's the Barnum translation." Seeing doubtful looks from the others, she grunted impatiently. "Look, the point is, we're helping Princess Luna here. She's still feeling lost and unsure of herself. And as long as we're helping her with that, everything else is just... details!" She waved her hooves. "Props and stage-lighting! Look, we can do this, I know we can!" She struck a pose, lofting a hoof in the air. "And the Grrreat and Powerful Trrrixie would never let an appreciative audience down! The show must go on!" Spreading her hooves, she glanced around triumphantly at the others. "So? Who's with me?"

Tempest exchanged a glance with Twilight.

"Overconfident and underinformed... sounds like management material to me."

After several busy days and nights of experimenting, testing, and reconfiguring the Advanced Projects group returned to the Lunar Suite early one morning, just after sunrise.

With Trixie in the lead. Moondancer and Starlight trotted to either side of her, their carryalls laden with books and other equipment.

"Why does Tempest have to follow me everywhere?" Trixie grumbled. She glanced over her shoulder at the Commander, who was striding barely a pace behind her as the group approached the Suite's doors.

"Well," Twilight said from the rear of the group next to Sunset, "if Princess Luna thinks you're in charge, that makes you a Very Important Pony --"

"Dare we say it?" Sunset put in cheekily. "A Great and Powerful pony?"

Twilight glanced reprovingly at her. "So we need to show the Princess we take that seriously."

"And somepony needs to keep an eye on you." Tempest rolled her eyes. "Just my luck, I guess."

Trixie huffed in annoyance, but didn't press the point.

At the Suite's doorway Luna once again greeted them herself. The Princess appeared both pleased and a bit overwhelmed by the number and enthusiasm of her guests. Yet as the ponies unpacked books and scrolls and chalk and set to work, the Princess became quietly withdrawn. She stood off to the side, bracketed by her nightmare guards, and watched attentively -- almost editorially, in fact -- as Starlight and Sunset sketched out an intricate magic circle on an open stretch of floor near the main doors.

"Now," Starlight said, tucking the glowing chalk safely back in its box, "this won't be quite the same as your dreamwalking spell, Your Highness. But once you activate it, it should establish a psychic portal. In essence, it'll create a bridge to your own personal dream-realm."

"And then all you have to do," Moondancer added, "is go to sleep and try to dream about the place we all need to get to. Once you're there, you'll open the portal from your end, and we'll cross over the bridge and meet you on the other side -- in the dream itself."

"Since you'll be the one dreaming," Starlight warned, "you may not have the same ability to control events that you'd normally have. But we'll be there, and we should be able to act on your behalf. And we'll... have a look round. Try to figure out what to do next. And kinda... take it from there." She gritted her teeth. "At least, that's the theory."

"Don't you worry, Princess!" Trixie threw her forehooves around Starlight and Moondancer. "My Great and Powerful assistants here know their stuff. They won't let you down!"

"I am certain they will not." Luna attempted a vanishing smile. "I only hope I shall prove as capable." She had been studying the spell-scroll that Starlight had presented her, and seemed satisfied by it. Reluctantly she charged her horn, then touched a forehoof to the circle. It came alight, gleaming with her shimmering blue magic.

"That should do it," Sunset said. "Now as we planned, Princess, you go tuck in. And we'll be ready out here, when the portal opens."

Luna nodded uneasily. Then turning, she headed for her sanctum-like bedroom, accompanied by her guards plus Trixie and Moondancer. And Twilight as well, following along behind them silent and watchful.

The bedroom's tall windows were hung with heavy, light-smothering curtains. These were already drawn against the daylight, plunging the room into night-dark shadow. In the center of the deep-carpeted, sound-proofed room was Luna's bed, shaped like a huge crescent Moon riding on billowing clouds. The bed was hung with star-speckled curtains and arrayed with soft pillows and blankets. A single cold-light lantern hung from its arched crescent canopy, a solitary beacon in the dark.

Luna came to an abrupt halt. She stared apprehensively at the bed, as if at a rack or an executioner's block.

"It'll be okay, Princess," Moondancer encouraged. "You'll have all of us there to help you, whatever happens."

Relaxing a bit, Luna nodded thankfully. Then she moved to climb into the bed and tuck herself in. Drawing up the covers, she gazed up forlornly at the lantern hanging above her.

"Trixie..." she called, holding out a hoof.

"Princess?" The showpony moved to lean on the bed's carved railing.

"Will you be there?" Luna asked. "Promise me you will be."

"Of course, Princess! Why do you even ask?"

Luna smiled uneasily. "I know sometimes you feel uncertain about yourself, that your magic is not as strong as the others."

"Um... yeah." Trixie admitted. "Sometimes."

"Know this then: you are important. As in so many things, a gift is rarely obvious until it is expressed. And though I cannot say exactly why, I do feel this is a problem only you can solve, Trixie Luna Moon."

"Me?" Trixie squeaked.

"You." Luna nodded. "With the help of your capable team, of course." She lay back, settling herself. "You can do this, Trixie."

Trixie looked briefly uncomfortable. Then she set her jaw determinedly. "You can count on us, Princess!"

Luna merely smiled back at her, relieved.

Twilight nodded her head towards the doorway. "Let's go check on the portal-spell, Trixie? And give Luna some privacy?"

"Right..." Trixie nodded. "... right. Uh, good call, Twilight!" Turning from the bedside, Trixie followed the others out through the doors, past the nightmare guards standing sentinel at the doorway.

Luna gazed across at the guards herself. "Follow, my faithful servants."

The guards bowed their heads. "We shall, Mistress," answered Nacht.

Luna's horn sang, and the lantern winked out. Then she got comfortable in the darkness, as the guards backed out of the room and drew the doors quietly shut behind them. With that done the guards turned about to face the outer room and then came to attention, silent and motionless as usual, vigilantly on watch.

Which essentially left the Advanced Projects team to themselves. The ponies gathered around the glowing magic circle, and looked at each other, uneasily.

"And now?" Tempest asked.

"Now..." Moondancer said, "we wait."

"And hope Luna can find the right dream," Starlight added.

"Might be a while," Sunset warned. "Maybe we should've brought a deck of cards?"

Trixie snorted, and crossed her forehooves.

"And just how are we supposed to know when she's found it?"

Even as she spoke, the nightmares suddenly came alert. Their heads swept back and forth, as if triangulating on something no one else could sense.

At the same time, the air above the magic circle glowed. The glow coalesced into a vaporous, swirling blue mist. Without hesitation, the guards trotted straight forward, into the mist.

And vanished.

Twilight raised an eyebrow.

"That... could be a clue."

City of Nightmares

Once they'd stepped through the portal, the mist parting around them, they found themselves standing on a dirt hoofpath, winding through a night-dark forest beside a trickling stream. The shadowy air amongst the trees was hot, and breathless, and filled with that peculiarly loud stillness that left one's ears ringing.

The ponies gazed around, astonished at how real it all was. It was a dream... yet it felt as solid and substantial as the waking world.

"I only dreamed about gummy bears..." Sunset whispered. "I want my money back."

They found Princess Luna nearby as well. She was standing beside the stream, her horn glowing softly to provide a light, gazing down uneasily at her own distorted reflection. Nacht and Skaad were stationed to either side of her, on guard, and they scowled watchfully at the surrounding darkness.

"Princess?" Trixie called.

Luna looked up at them, startled. Then smiled in relief. "I see thy spell worked. Celestia's confidence is not misplaced."

"And we're sure this is the right dream?" Starlight asked.

Luna looked to her guards, who nodded. "Apparently so. It was quite easy, in fact. I had barely to consider the subject of my dream as I drifted off. Clearly I retain some memory of this dreamworld. Yet it is... fragmentary, at best. I recall this stream in particular." She gestured with a hoof. "I remember thinking it was the one pleasant part of this entire domain..."

Moondancer's eyes went wide. "That doesn't sound reassuring."

Luna gazed about uneasily. "I wish I could say I disagreed."

Trixie glared around impatiently. "So... where do these nightmares live, anyway? Up in the trees, like bats?"

"Uh, gang?" Sunset Shimmer called. "You might want to come have a look at this..."

She'd trotted further along the hoofpath to where the stream spread out into a rippling, moonlit pool. Standing beside the pool was a small, ornately frescoed guardhouse. It had a thatched roof and a domed upper room, and was positioned so it commanded a clear view of the stream and the path alongside it.

But the guardhouse wasn't what Sunset was pointing at.

In the distance, far down a winding hoof-trail where the forest opened onto a wide stretch of moorland, was a city. And this was no mere collection of rustic wooden towers lost amidst the trees.

It was a metropolis... of sheer gothic menace.

"You're all seeing this too, right?" Sunset asked, as the others joined her. "I'm not just dreaming it?"

"Wake me first," Twilight whispered back, "and I'll tell you..."

The city loomed in the misty night air under the cold gleam of the moon. It was broad and disconcertingly tall, comprised of soaring wooden towers with peaked spires, and arching bridges spanning the air between them. And every line and curve and span of the place was like an unerring stroke of knife-edged dark ink. The city was girded by a barrier wall of swirling, vaporous shadow. The hoof-trail led up to a single, wispy-edged gap in this barrier, where there stood a tall, ornate entry arch like a glowering, multi-story mouth. And everywhere throughout the city, hundreds of small windows burned a dull ember orange. Like a host of sullen, infernal eyes...

"Woah..." Moondancer breathed. "Straight out of Hoofstradamus. The part where he talks about the City of Nightmares? Everyone assumed he was feverish when he wrote that. Guess he wasn't!"

"Guess not," Starlight agreed. "Is that your home, Nacht?"

The guard looked at her in surprise, as if unaccustomed to being directly addressed. Then he nodded compliantly. "It... was our home, long ago. Then we were chosen to serve the Mistress. Our place is with her now."

Luna was gazing at the city herself in wonder, as if she could scarcely credit it as the product of her own fevered imagination. "Thy grand city..." she said at last, "what is it called?"

Nacht looked at her uneasily.

"You... have never asked its name, Mistress. To us it is simply... where we live."

Luna's mouth fell open. Then shut, remorsefully.

"I have wronged thee," she whispered. "And I can only ask forgiveness."

The group approached the guardhouse, and a yellow, flickering taper-light flared in the upper room. A shadowy figure appeared, briefly silhouetted against the glow. It peered down at them, lantern-like eyes gleaming intently.

Then the figure abruptly disappeared from view, and there was a sound like a sack of potatoes falling down a flight of stairs. An elderly nightmare dressed in a ragged, patched cloak all but fell out through the guardhouse door. He flopped to the ground in front of Luna and her guards, prostrating himself.

"Mistress! Forgive the delay! We did not anticipate thy arrival!"

Luna stared down at him in astonishment, then glanced inquiringly at Nacht. He leaned closer.

"Tasjen," he whispered -- with mild scorn.

Nodding gratefully, the Princess stepped forward from the shadows, into a patch of moonlight directly in front of the gatehouse. "Rise, good Tasjen!" she called. "The fault is not thine, but ours, for arriving so unexpectedly."

Tasjen peered up at Luna, a puzzled look on his face. "Mistress? Is it truly thee?"

Nacht scowled. He glanced at Skaad, who nodded in return. The two nightmares assumed a firm, resolute stance, glowering fiercely. "Long live the Mistress of Nightmares!" they thundered.

Tasjen flung himself down again, trembling, forehooves over his eyes.

"Forgive my impertinence, Mistress! I did not question thee. Not for an instant."

Luna winced. She stepped forward and offered a hoof, and at her nod, Tasjen gingerly took it and rose to stand before her. "Fret not, good servant," she said. "All is well. We have but come to make our peace with thee and thy kin. We would visit thy fair city if it can be arranged, and speak with its elders."

"Oh..." The nightmare still looked puzzled -- and suddenly nervous as well. But he gamely threw himself into the request. "At once, Mistress! Our city stands ever-ready for thy inspection."

Luna looked uncomfortable at that but she held her peace, as Tasjen moved to lead the way. The party set off again, down the path towards the city, with Tasjen trotting in front, Luna and her guards following, and Trixie and the others bringing up the rear. Yet as they approached the swirling barrier, it suddenly roiled like smoke from a bonfire then abruptly swept together, hiding the entrance from view. And something about the oily, sickly nature of the fumes suggested it would not be a healthy idea to try crossing through them.

Tasjen came to a halt and looked back, abjectly. "Apologies, Mistress. It is not my doing."

Nacht snorted. "It is thy place, old one, to keep the others mindful and in readiness for the Mistress's return. Yet perhaps thou hast grown a trifle... comfortable in that role?"

Tasjen cringed. "They no longer heed me, Mistress! Even I, your most loyal of servants, I am no longer welcome in our city, and I --" He abruptly fell silent, seeing the angry glare from both of Luna's guards. They appeared ready to attack him outright.

But Luna held up a placating hoof, and the guards reluctantly stood down. "We have been away," she said tolerantly. "And perhaps it is for the best. They forget who we were. We would show them who we are now."

"So..." Starlight asked, "how do we get in?"

"It's their city," Twilight suggested. "Shouldn't we ask their permission?"

"Is there anypony we can talk to?" Moondancer suggested. "Ask them to open the gate, or whatever it is?"

Trixie huffed impatiently. "Or since this is all just a dream," she sneered, "maybe we just wave a hoof?" She gestured accordingly. "And say abracadabra?"

The other ponies gasped in shock. And Trixie turned herself, just in time to see the roiling vapors swirl apart, leaving the way open before them. The showpony stared at her own hoof in worried astonishment.

Then she looked at Luna, and saw the Princess projecting a spell with her horn -- which was what had actually opened the gate. "Apparently," Luna said, "we still retain some influence here." She smiled encouragingly at Trixie. "It was the right idea, my thoughtful student."

Trixie looked sour. Then she shrugged indifferently, and followed along as the group set out again.

They passed beneath the soaring entrance gate, staring up at it in awe. Then they trotted onwards into the city, along narrow and winding cobbled streets. To all sides towers and spires vaulted into the misty heights. The air overhead was criss-crossed by hoof-bridges. Many of the towers had doorways that simply opened straight onto several-story drops, although for ponies with wings this was probably not too unusual.

And above all else, the city exuded a humbling impression of age: of stolid, entrenched, unrelenting permanence. Dream though it might be, this city had been here a while, and it wasn't going anywhere in a hurry.

Twilight stared up at it all, wide-eyed. She spun gently round as she walked, taking it all in. "This is... it's just... I can't... there are no words..."

"Breathe, Twilight," Sunset advised with a smirk. "Remember to breathe."

"Sorry." Twilight sheepishly faced front. "But Sunset, isn't it incredible? An entire pony civilization, centuries old, down to the last detail... in a dream!"

"Oh, I hear you." Sunset nodded. "This place makes Canterlot feel like a pop-up sushi bar."

"A what now?" Moondancer asked.

Sunset gave her a look. "Be thankful you don't know."

"It's impressive, all right." Starlight nodded as she gazed around. "I like to think I'm good with magic. But compared to this?" She blushed. "I'm a dilettante! This is art! Isn't it impressive, Trixie?"

"Eeeyeah... impressive, sure..." The showpony looked around nervously, then lowered her voice. "It's also kind of worrying, don't you think?" At their puzzled looks, Trixie nodded towards the buildings all around them. And they realized there were nightmares watching them. Dozens in fact, with more becoming evident every moment. From doorways and shop-fronts, from myriad windows and doorways overhead, glowing-eyed, brutally fanged faces peered out. Their expressions were as ever blankly stolid and impassive.

Yet there was an undeniable, disquieting intensity to the stares greeting Luna as she passed by.

"Is it my imagination," Moondancer whispered. "Or are we not entirely welcome?"

"It's not your imagination." Tempest's gaze darted about warily. "Though it's hard to tell exactly what they think of us."

Nacht was glancing about cautiously as well, and he leaned closer to Luna. "If we might suggest, Mistress? We should summon more of the Guard to escort thee properly."

Tempest nodded. "I'll second that, Your Highness. Whole-heartely!"

But Luna shook her head. "No. That is precisely what we do not want. We have come to make peace, not storm the gate. The two of thee and the Commander should suffice."

The nightmares exchanged a worried glance with each other. Then, acquiescing, they settled for marching more closely to either side of Luna. And Tempest likewise shrugged and glanced about as they went, keeping track of where everypony was.

Traversing a final stretch of cobbled street the group finally came to what appeared to be a kind of city center. It was a broad, open square, framed on three sides by massive, ornate buildings. These had a stodgy, almost comfortingly bureaucratic feel to them.

But on the far side, in utter contrast, stood a grand gothic palace. It was a soaring Cathedral of Night, clad in onyx with towering spires. Black pennants flapped high in the mists, the silver Moon-and-Stars visible on them. In the open square directly before the palace steps there was a high wooden reviewing platform. It looked down upon a rectangular fenced-in area, rather like an animal pen.

And something about the pen just screamed misery...

Tasjen trotted forwards, tall and proudly, although his voice shook as he called out across the square. "Behold! The Mistress of Nightmares returns as promised, gracing us with her presence. She would inspect our city, and address us. Gather ye all, gather quickly!"

Nightmares began to enter the square from all directions. Their heads were low, their eyes glaring. It was difficult to tell whether they were supplicants gathering for an audience... or a pack, closing in for a kill.

At Tasjen's bowing gesture, Luna and her guards approached the reviewing platform. They mounted its side stairs, then turned to face the assembling crowd. Tempest, with nods of her head, gathered the other ponies into a defensible corner near the base of the stairs. She positioned herself between them and the nearest of the gathering nightmares, more for form's sake than anything else.

And Luna waited, quietly nervous, as the last stragglers joined the rear of the crowd. Then, drawing herself up proudly, she stepped forward to address them. Her voice carried clearly, if timidly, across the square.

"Good and faithful servants! We come before thee to express our undying gratitude for thy service, and to tell thee that the long struggle has ended. The Nightmare is banished once and for all. We have been returned to our true self!"

There was muttering from the crowd, incredulous looks passing back and forth amongst the nightmares, even as they listened attentively.

Luna went on: "We no longer call upon thee to struggle, to fight in our name. We would in fact show our thanks and gratitude, by returning those who have so diligently served us to the homes from which they have been so unjustly taken."

The muttering became a displeased growling. There were angry glares being cast at the Princess, as she hesitantly went on.

"And then, good servants," she said. "We would depart, and burden thee no longer with the unjust imposition of our will. Thou shalt be free of us finally -- free to live as thou would, on thine own."

At this, the grumbling jumped to an angered roar. The crowd was rearing and stamping.

Tasjen waved his hooves, futilely trying to make himself heard over the noise. "Be still! Be attentive! Lest the Mistress's wrath be brought down upon us!"

The nightmares were having none of it. Roaring angrily, they began crowding toward the platform. Several were taking wing, clearly preparing to dive onto the platform and attack directly.

"Nay! My friends!" Luna called desperately. "Hear me! We shall trouble thee no longer! We would leave thee willingly to thy freedom! To live as thou art, safe and sound, for all eternity!"

For some reason, this was the final match on the hay-pile. The nightmares bellowed, then rushed the platform.

Tempest held the nearest of them at bay for a few moments, with sparking blasts from her broken horn, buying the others time to mount the platform and join Luna and her guards. Then Tempest backed up the stairs herself. She looked around for an escape route and saw none.

"You know," she called over her shoulder, "a backup plan would be really good right about now..."

Nacht and Skaad stood fast to either side of Luna, their gaze snapping about as they prepared for a fight. The Advanced Projects group huddled close about them, their horns singing as they cast shields and wards to hold back the onslaught. But it was only a matter of time before their reserves ran dry, and the snarling and swooping nightmares overwhelmed them.

"Hear me, my good servants!" Luna called helplessly. "Please! We wish only peace with thee!"

"Any ideas?" Sunset yelled. "Anypony?"

In the midst of the group, Trixie hunched, forehooves tugging her hat down about her ears, terrified by it all. Finally, she could take it no longer.

"I call bugging out!" she yelled. Digging into a pocket of her cape, she brought up a hoof-full of smoke bombs. "Ready, everypony?"

The others nodded, their horns blazing as they prepared to switch spells.

Trixie reared, hoof in the air. "Behold! The magician's exit!"

She flung down her hoof, setting off clouds of dense, choking smoke all across the platform.

Undeterred, the nightmares charged up the stairs and swooped down from the sky, occupying the platform in a tumbling, confused mass...

And found, when the smoke had cleared, that apart from themselves the platform was empty. Luna, her guards, the other ponies, even Tasjen, had vanished entirely. For a while the nightmares milled about, enraged but frustrated, having no target on which to vent their fury.

Then, as one, they turned towards the dark palace, with its fluttering Moon-and-Star pennants. And knelt, heads bowed abjectly and subserviently, in worried obeisance...

... to the true Nightmare.

"Well..." Sunset observed grimly, "that coulda gone better."

Having teleported everypony back to the moonlit pool and its solitary guardhouse, the Advanced Projects group had reconvened to consider their options.

Moondancer shook her head, puzzled. "I don't get it! Everything in Duskhelm's journal says the nightmares -- the 'Forces of Night', as he called them -- were entirely under Nightmare Moon's sway. They'd willingly perish to defend her, or carry out her orders."

"He only saw the ones in armor," Tempest said, "like our friends over there." She nodded at Nacht and Skaad, who were once again standing watch to either side of Princess Luna. The Princess herself was seated by the pool's edge, staring miserably down into its rippling waters. "Civilians generally have other ideas," Tempest went on. Then she shrugged. "Which... is how it ought to be, really."

"The nightmares either don't believe," Twilight said, "or won't believe, that Princess Luna is, or was Nightmare Moon. They see her as an imposter or worse. We need to find a way to convince them, change their minds."

"Maybe we should've taken Nacht's advice?" Sunset suggested. "Brought along more of Luna's Guard? They could vouch for her, right?"

Tempest shook her head. "Luna was right on that one. It could easily seem like an invasion. And right now, it might look like retaliation, for the way they treated her. And that can only make things worse."

"Yeah..." Sunset reluctantly nodded. "I guess you're right."

"Even if we did convince them," Moondancer asked. "where would that get us? They don't seem very happy with how they were treated by Luna -- I mean, when she was Nightmare Moon. Not that I'd blame them."

"Humph!" Trixie frowned and crossed her forehooves. "They don't seem very happy, period! I've never seen such a grumpy, unruly crowd."

"That's for sure." Starlight grinned. "Hey, maybe we should have brought along Cheese Sandwich? He'd throw them one of his patented polka dance-parties, have the entire town jumping in no time."

Tempest looked ill. "Maybe it's just as well we didn't."

"Yeah, maybe you're right," Starlight admitted. "What do you think, Trixie? Uh... Trixie?"

The showpony suddenly wasn't there. Looking round, Starlight saw Trixie had trotted away from the group, over towards Luna.

Approaching the pool's edge, Trixie cautiously sat down beside the Princess, and peered up at her worriedly. Luna glanced her way briefly, then shut her eyes in shame.

"I have lost them, Trixie. If I ever had their allegiance to begin with..."

"Thou hast our allegiance, Mistress," Nacht insisted gruffly. "The entire Guard stands with thee... whatever thou decides..." The nightmares both turned to scowl at the distant city, as if contemplating storming it themselves in order to exact revenge.

"I beg thee, Mistress," moaned Tasjen. "Do not look too harshly upon us." The watchpony was seated a short distance away, hunched and miserable, as near as the guards would allow him. "We are your servants, your faithful. The others have merely... forgotten that for the time being."

Luna favored Tasjen with a smile. "We do not blame thee," she said, "or thy kin. Thou art our subjects, not our servants. The fault instead lies with us. And thou deserves far better than we have offered thee to date."

She stared down at the rippling waters.

"But I am not sure I can offer that any longer. I am not the pony I once was. I am a pale imitation, a shadow. A weak, useless filly..." She shut her eyes, pained and miserable.

"You'll figure it out, Princess," offered Moondancer. She'd trotted over to sit on the Princess's other side. "You're Luna, Princess of the Night! Just show them who you are, how kind and caring you are. You'll bring them around, win them over..."

"No." Luna shook her head. "Celestia was right, all those centuries ago. I overreached, and hurt so many by my arrogance. I should leave the nightmares be, not interfere with them any more than I already have. And I should not try to resume the mantle of rule in Canterlot. I have far too much to learn, before I am ready for that."

She sighed.

"I am a fraud. I am no Princess. I have no power, no authority... not here, not anywhere."

Trixie opened her mouth to object. Then quietly shut it, and stared down at the rippling water. At her own reflection, next to Luna's. A miserable, nearly powerless little showpony...

Then she angrily set her jaw, shoved her hat back on her mane. Grabbing up a stone from the bank she flung it into the water with a huge splash. "I'm a fraud, Princess!" she said to a startled Luna. "Always have been, probably always will be. It's never stopped me. You just have to figure out how to make the fraud work for you, that's all."

Luna looked at her, puzzled... and hopeful. "Thou hast a plan?"

"Not just yet." Trixie looked smug. "But if there's one thing the Great and Powerful Trixie knows... it's how to read a crowd."

Turning to Nacht, Trixie pointed a forehoof at him -- sharply, making the fierce nightmare draw back in surprise.

"You!" she demanded. "What scares you? What terrifies you the most?" Not even waiting for an answer, Trixie turned to Luna. "Because that's the problem we're dealing with here, Princess. That crowd in there, they're afraid of something. Something that frightens them enough to make them turn on you, the one pony who might be able to do something about it."

Trixie turned to Nacht again, crossing her forehooves.

"Well?" she demanded.

Surprised, Nacht looked to Luna for help... and found the Princess staring at him too, clearly expecting an answer. Deeply uncomfortable, the nightmare considered it for a moment. "Dismissal," he finally said. "Being unnecessary. Cast aside, no longer able to serve." He lowered his head. "Being useless..." He glanced at Skaad, who merely nodded sadly.

"I had no idea," Luna whispered. "Why didst thou not say, when I offered to return thee home?"

Nacht shook his head. "It is not our place, Mistress. We are bound to serve thee."

"Yeah. Loyalty." Trixie snorted. "Tell me about it. Real pain sometimes, huh?" She rounded on Tasjen, fiercely. "And you! What about you?"

The watchpony stared back at her, a deer caught in headlights. "Me... er, Mistress?"

"What scares you the most?" Trixie demanded.

The watchpony glanced about nervously. Then he hung his head, ashamed. "The wrath of the Mistress," he whispered. "Should we fail to serve her... should we displease her..."

"Uh huh..." Trixie nodded. "You're scared of what she might do. And if the nightmares in there feel the same way..."

"Of course they would, Trixie!" Moondancer agreed. "After all, if you're living in somepony's dream... and the dreamer suddenly decides to dream about something else... or just to wake up..."

"But, but..." Luna shook her head. "That is not our wish at all! We would that our subjects exist peacefully, without fear. With our gratitude and our protection if need be!"

"Sometimes, Princess," Trixie said, "you have to be cruel to be kind. And I'd say this is one of those times. Yeah... we need to get their attention first, before we can get our point across." She tapped her chin with a hoof thoughtfully. Then she turned to Luna again.

"They're not afraid of you, Princess. So we need to find somepony who does scare them, somepony they will listen to, somepony they can't ignore..." She nodded smugly. "And I think I know just how to work it..."

Then she paused, looking at Luna timidly. "If... you'll trust me, Your Highness?"

Luna nodded confidently. "We are in thy hooves, Trixie."

"All right, then!" Trixie beamed. "Give me a few minutes to consult with my colleagues. Come on, Moondancer."

Turning, Trixie trotted back to the other ponies. They were all staring at her with expressions ranging from surprise to bemusement -- plus a look of flat skepticism from Tempest. Trixie ignored that. Lofting her snout, she pursed her lips and glowered at them.

"The Great and Powerful Trixie," she declaimed, "does not like losing an audience. Nor does Trixie appreciate being run out of town. Trixie does not like that at all! And Trixie feels that we should do something about it."

Twilight eyed her warily. "Such as...?"

"What else, Twilight?" Trixie said sweetly. "We give the nightmares a show! But not just any show..."

Trixie smiled nastily.

"We show them who's boss around here!"

It was quiet in the open square in front of the dark cathedral. The crowd was gradually dispersing, the nightmares muttering and snarling amongst themselves as they headed back out into the cobbled streets.

Then suddenly, it wasn't quiet -- in rather a big way.

There was a tumultuous explosion, an eruption of fire. A cloud of black, fulminating smoke blasted into the air above the platform, lit by crimson bolts of lightning and a lava-orange underglow.

"HOW DARE YOU!" roared a voice from the midst of the smoke. It boomed through the square and out along the streets of the city.

Startled, the nightmares halted in their tracks and turned to look.

"HOW DARE YOU, " the voice went on, "INSULT THE PRINCESS OF THE NIGHT! DO YOU NOT KNOW SHE HAS FRIENDS... GREAT AND POWERFUL FRIENDS? DID YOU BELIEVE SUCH AN INSULT WOULD BE LEFT UNCHALLENGED?"

In the cramped space beneath the platform, Trixie paused to press a hoof to her snout and giggle merrily. Then she motioned for Twilight to resume projecting the Voice spell.

"JUST WHO DO YOU BAT-WINGED, BUG-EYED CARTHORSES THINK YOU ARE?"

Starlight stared at her. "Don't overdo it, Trixie!"

"Au contraire, bestie," Trixie said. "Overdoing it is kinda the point here. Trust a showpony on this." She glanced around at the others, who were crowded in under the platform with her. "Now remember, follow my lead..."

"DO NOT THINK TO CHALLENGE ME!" the booming voice went on. "DO NOT THINK TO STAND AGAINST ME! DO NOT AROUSE THE WRATH OF THE GRRRREAT... AND POWERFUL... TRRRRIXIE!"

There was a flash, a puff of choking gray smoke, and Trixie appeared on the platform. She coughed and choked a bit, then quickly resumed her stage persona. "Do not make the mistake!" she yelled. "Of misjudging this, my simple, humble, pony form. For I am a force to be reckoned with... the Greatest Pony Magician Who Has Ever LIVED!"

She flung her hooves wide. In place of her usual modest fireworks, vast booming, crackling chrysanthemums of electric power blazed into the sky.

Trixie marvelled at them herself. "Oo-oooh! Nice one, Tempest!" she whispered. And then she quickly refocused on the task at hoof. She gazed out at the nightmares, steadily returning to the square... and beginning to crowd just a little too close to the platform for Trixie's liking.

She lofted her snout, haughtily. "Still think you can take me down?" she sneered. "Seriously? You haven't a chance!"

Undeterred, the nightmares continued to advance.

"Don't compel me..." she warned them, "to make an example of somepony..."

Still they crowded in.

"Huh! So be it," Trixie called airily. She swept out a hoof and pointed it, seemingly at random, at the crowd.

"You!"

There was a yelp from the midst of the crowd of nightmares. Suddenly one of them was rising into the air, lifting above the crowd. It was Tasjen, struggling vainly against the bubble of cyan magic that held him.

"Mistress!" he called helplessly. "I beg of thee! Be merciful!"

"Merciful?" Trixie sniffed haughtily. "The Great and Powerful Trixie has no need of such as thee. Trixie can announce her own comings and goings, thank you so very much!"

Trixie swept her hoof left, then right, then left again, appearing to drag the pinned nightmare back and forth through the air above the crowd. And in the process, she made sure they all had a really good look at him.

Then as if bored, Trixie ostentatiously flicked her hoof. And Tasjen screamed, as he hurtled away high over the tower-tops. There was a flash in the distance, a shattering crash of thunder.

Trixie crossed her hooves, and glared down at the crowd of nightmares.

"Anypony else feel like a free ticket to the Moon?" She nodded upward, at the glowing orb scudding through the mists overhead. On it, plainly visible, there was a blurred gray outline of a nightmare, much like the miserable old watchpony who'd just disappeared. The nightmares all stared at it, silent and awestruck. A few of them trembled, even as they tried to hide it.

And at the same time, beneath the platform, Moondancer was fanning the shivering watchpony with a corner of his cloak.

"You did great, Tasjen!" she reassured him.

"Take it from me," Starlight said, "you're a natural stage assistant. You totally sold it to them."

"It... was not all pretense," he replied shakily. "I am proud at last to be of some use to the Mistress..."

"Was that necessary?" Twilight demanded, aghast. "It seemed awfully cruel to me."

"Oh absolutely, Twilight!" Trixie hissed from overhead. "Crowd control 101: make sure they all want somepony else to go first."

Starlight stared upward worriedly. "Where'd you learn to think like that, Trixie?"

For a moment there was silence, then:

"You don't wanna know."

Recovering, Trixie faced the crowd and went on. "Let that be your first and last lesson!" She scowled down at the worried nightmares. "Trixie is not merciful! Trixie is vengeful! Trixie is demanding! And Trixie does not tolerate the slightest show of resistance!"

Trixie tilted her head, smiled at her audience... and played her final card.

"And right now, Trixie's continued good will is the one thing... the one thing... saving you nightmares from utter oblivion!"

She added a wide-eyed, fierce look, suggesting vague-but-hideous possibilities.

The nightmares gazed up at her, mouths open in shock.

Then as one, they fell to their knees before her, yielding without protest.

Trixie stared around at the genuflecting crowd, honestly surprised. "Wow... this bunch must be really hurting for tyrants, eh?" Then she realized that it wasn't merely her that the nightmares were kneeling to. Turning, Trixie saw the massive oaken doors of the black cathedral were opening, swinging wide all on their own.

Beyond them, there were only night-dark shadows.

"O-kayyy..." Trixie said, swallowing nervously. "Kinda off-script here. What just happened?"

Underneath the platform, Sunset was peering up at the doors. "Yeah, what she said. What's going on, Tasjen?"

Tasjen was staring at the palace doors himself, wide-eyed and speechless. "Only the true Mistress," he finally choked out, "can open the doors of the Palace of Night!" He flung himself to the ground, shivering, hooves over his eyes.

"So, uhhh..." Trixie hissed, in a strangled manner, "what do I do?"

Twilight glanced around at the others, and at the cowering watch-pony. Then she looked upward. "I think this one's on you... Great and Powerful Trixie."

"Ah. Right," Trixie whispered. "On me. Right..."

She thought fast. And then swung to face the audience of nightmares, confidently flourishing her magician's cape. "Well! That is more like it! After all, the rightful Princess of the Night will need her castle back, won't she? And now, the Great and Powerful Trixie will just... go make sure all is in readiness..."

Gritting her teeth, and shoving her hat forward, Trixie marched down the back steps of the platform, and then up the onyx stairs of the palace itself... on legs that felt like jelly, all four of them.

Coming to the threshold of the immense doors, she peered through them, into the darkness.

"Um, hello?" she called.

She was startled when torches puffed alight on the side walls, one after another, down the length of the cavernous nave. The torches flickered with cold blue magefire, casting a chill, rippling gleam over everything. Revealed at the far end of the hall was a high, multi-stepped dais. And standing atop it, beneath gigantic ceremonial banners, there was a throne. A dark, dragon-winged throne, wreathed in swirling shadows.

Trixie gulped. She knew this place. She'd visited it often enough... in her dreams.

It was the throneroom. Her throneroom...

Nightmare Moon.

The throne stood empty, as if abandoned. The immense hall stood silent, save for the low guttering of torches.

Hesitantly, Trixie stepped inside. Then, nerving herself, she trotted the length of the long, echoing nave, glancing around as she went. To either side of her on the walls were night-blue tapestry banners. They depicted the Moon and Stars, and a rearing, black-armored pony.

My teacher... Trixie thought grimly. The Dark Mare.

She half-expected at any moment to hear that cackling, imperious voice ring out from the dais, welcoming her student back. To see those glaring, dragon-irised eyes leering down at her, the fanged mouth grinning.

But there was nothing here, save her own hoofsteps in the stillness. Trixie came to the end of the dark-purple carpet, and stood at the base of the stairs leading up to the dais.

And almost, almost knelt before the throne, out of sheer habit.

Catching herself in time, she gazed up at the empty throne in mock haughture, as if she was simply there to inspect it, to take inventory. Simply counting the number of thrones in the room...

One. Count 'em. One.

There'd never be a better time, Trixie thought hectically. I could just march right up there, sit down and claim the throne, and take over. I'd have those nightmares eating out of my hooves. That terrified crowd outside, they'd have to listen to me...

... the same way they listened to her, so long ago. Trixie snorted. And we know how that story ends, don't we?

Trixie sighed, shoulders drooping.

She's gone, really gone. All this -- this dream, or nightmare or whatever it is -- it's just an echo, a shadow. A bad memory of something best forgotten.

Trixie winced. Her eyes pricked with tears.

So why... she thought desperately. Why can't I just forget?

She turned away. Turned away from the throne. Turned away from her past, away from her teacher... or one of them, anyways. The Bad One.

And marched straight back down the long stretch of carpet to the doorway. Outside, the nightmares had crowded closer, tentatively approaching the base of the stairs.

"Ahem!" Trixie called down to them. "All appears to be in order."

She scowled down at them, impatiently.

"You just gonna mooch around out there all night or what?"

In short order, the nave of the Cathedral of Night was packed to the gills with nightmares. The gray ponies stood restlessly in uneven ranks before the dais, muttering and snarling at each other.

Trixie herself stood at the base of the stairs, directly before the throne. With her were the rest of the Advanced Projects group, whom Trixie had indulgently introduced as her "humble assistants".

"Now!" Trixie called out briskly, "before the Great and Powerful Trixie returns to the many, many more important tasks demanding her awesome skills and experience, there is one matter she would see done correctly: the reinstatement of your proper ruler. And so, without further ado, may I present the Mistress of Nightmares, ruler of the Night, Moon and the Stars... her Royal Highness -- Princess Luna!"

Trixie gestured grandly with a hoof toward the far end of the hall, where the main doors were standing open. And through them a blaze of cold white light suddenly fell like a sword, filling that end of the hall. The nearest nightmares flinched from it, shielding their eyes against the glare.

Trixie nodded, impressed. "Wow! You've been practicing, Sunset!"

"That's not me," Sunset whispered back. "Though I did suggest it, as a way of showing how different her rule will be."

From out of the blaze of light stepped Princess Luna, striding tall and proud, and escorted by Nacht and Skaad. And behind them, as Luna and her guardians strode up the carpet, more of her Night Guard followed, two by two. The armored, tramping ponies swiftly filled the central aisle in her wake.

Luna approached the dais, then came to a halt. She eyed the dark throne uneasily. And Trixie edged closer, gently nudged her.

"It's what they expect of you, Princess."

Luna nodded minutely in return. Taking a deep breath, she mounted the steps, approached the throne and then seated herself upon it. With a wave of a hoof she dismissed the looming veil of shadows about the throne, so she was fully visible to her audience. Nacht and Skaad took up station to her left and right, stern and proud. The rest of the Night Guard ponies marched forwards, turning alternately to the left and right, then coming about to form a solid wall at the base of the dais -- apart from the center, where Trixie and the others were still standing.

Then as one the guards came firmly, solidly to attention.

"Long live the Mistress of Nightmares!" Nacht and Skaad called.

The Night Guard echoed it, their gruff voices ringing out through the vast hall: "Long live the Mistress of Nightmares!"

And into the dead silence that followed, Luna spoke:

"Good subjects! It is our pleasure to return to thee at last. And this time, to properly heed thy petitions and grant thy requests. For we would be thy Princess just as much as we are thy Mistress. We would rule... and serve thee, our good and faithful subjects. Now, we implore thee to tell us: is there aught thou wouldst have of us? Speak it, henceforth, without fear! For we shall be merciful and mindful of thee."

This is it, Trixie thought. Now we find out...

Luna glanced about, at the silently attentive audience.

"Speak, any of thee! What wouldst thou ask of us?"

The nightmares merely exchanged worried glances with each other.

Hmmph, Trixie thought. May have done my job a little too well. She cleared her throat. "Perhaps," she called to them, "you might feel more comfortable with somepony to speak for you? Perhaps Trixie should summon your little spokespony friend back from the Moon, eh?"

She ostentatiously brushed back her cloak -- first the left shoulder, then the right. Then she weaved her forehooves in mystic passes, drawing out the moment... and also distracting attention from her "assistants" casting the real spells.

Trixie suddenly pointed a hoof to the back of the hall. "Voila!"

And out of the blaze of light, Tasjen stepped in through the doorway. The watchpony blinked in surprise, then advanced up the carpet. He glanced to the left and the right, somewhat anxiously. And found, to his great surprise, that the other nightmares now regarded him with a kind of reverent awe. After all, he had been banished to the Moon, and come back to tell the tale.

Trixie nodded to him, winked encouragingly. Don't blow this, old-timer! she thought fiercely.

Tasjen hesitantly approached the nearest of the nightmares, found they were eager to speak with him, to press their concerns upon him. And to allow him to bring them before the Mistress, in their stead.

The watchpony trotted up the aisle, speaking quietly with those he passed, hearing the same concern repeated over and over. On reaching the dais, he flung himself down at the base of the stairs, fearful and anxious.

"Mistress!" he called up. "None of thy subjects question thy restored power, thy authority. Or the might of thy Great and Powerful ally." He nodded to Trixie, who couldn't help but preen a little at the compliment. "Yet there is one we fear," Tasjen went on. "One who casts a pall over our lives, threatens our very existence..."

"Yes?" Luna replied, struggling to keep her voice steady. "Who might this be? Where might we seek them?"

With a shaking hoof, Tasjen pointed upwards and to the right, through a tall side window. It looked out upon an expanse of mist-wreathed night sky. Framed in it was a single massive spire, far in the distance, rising high in the starry darkness. At its summit was a broad chamber, ringed with open arches. Within, flickering red firelight shone, as of an eternally roaring flame.

"The Watcher..." Tasjen said, his voice catching in horror. "... the Watcher of Shadows!"

Trixie stared up at the tower, swallowing nervously. Well, she thought grimly. We had to find out, didn't we? She took a deep breath, drew herself up. And swung to face the audience, her stage-persona firmly in place.

"Huh! The Great and Powerful Trixie is of a mind to go and... have a word with this Watcher, whatever it might be. Persuade it to mind its own business. Certainly, it should prove no match for such as Trixie!"

This proclamation was met with stamping, roaring assent by the assembled nightmares. Tasjen, quickly reading the room, bowed to Luna.

"Mistress! Thy subjects would be eternally grateful if thou would send thy powerful ally to deal with this threat."

Determinedly keeping a proud look plastered on her face, Trixie turned to the throne herself. And found Luna was also staring up at the distant tower in fascination... and apprehension. The Princess turned to look down at Trixie. "We are... reluctant to send our valiant ally in our stead. We should prefer to defend our subjects ourself. However..."

"Think nothing of it, Your Highness!" Trixie waved a hoof nonchalantly. "Your place is here, watching over your subjects. Trixie is only too happy to be of service. Whoever or whatever this Watcher is, I'm sure it shall prove no match, no match at all, for the awesome might of the Great... the Powerful... uh... Trixie..."

For a moment Trixie faltered, her voice trailing off. She nervously wondered whether she'd finally gone too far, bitten off more than she could chew...

... then she felt a hoof touch on her shoulder. It was Twilight Sparkle, smiling reassuringly at her.

"You won't be alone, Trixie. You'll have your entire team backing you up on this. Right, girls?"

The others crowded around, nodding in agreement. "Absolutely!" Sunset said. "Can't leave us behind!"

"Not a chance!" Starlight added.

"Right with you, Trixie!" Moondancer said.

Even Tempest was smirking, nodding at Trixie approvingly.

Trixie stared around at them all, inexpressibly grateful. "Thanks, everypony..." she whispered.

Then she swung to face the audience, nodding archly. "Yes, thank you! Thank you all, my humble, supportive assistants! Your help shall likely prove completely unnecessary, yet it is greatly appreciated."

She turned and bowed to the throne. "Your Highness?"

Luna hesitated, looking down at her worriedly. Then nodded.

"Go with our blessing, Trixie. If this Watcher may be reasoned with, do so. If not, then... do as thou thinks best. Nacht!" she snapped, turning to her guards. "You will escort them. See they come to no harm. Guard our finest of friends, as thou would guard us."

The nightmare bowed formally. Then he turned and marched down the stairs, motioning with his head for several of the other nightmare guards to join him. They came to a halt before Trixie's group, proudly and fiercely ready.

Taking a steadying breath, Trixie turned next to Tasjen.

"So, uhh..." she said, "how exactly do we get to this tower?

The Watcher of Shadows

A short time later the Advanced Projects group stood on the far edge of the city, before a smaller gateway.

They had been accompanied there by a large onlooking crowd of nightmares, seemingly drawn by sheer curiosity. Yet Trixie couldn't help noticing that none of the watching nightmares were too eager to follow all that closely.

Before them, the swirling, smoky barrier roiled and fumed. Then it abruptly swept open. Revealed beyond was a stark, near-dead landscape of jagged rocks and distant hills. It was dotted here and there with stunted, gnarled trees, like skeletal claws menacing a cold, starlit sky.

And looming on a peak in the far distance was the tower. Its glowering firelight flickered high in the darkness.

"I don't suppose we could just teleport up there?" Starlight asked. "Gonna be an awful long hike otherwise."

Twilight shook her head. "Best not. Any use of magic will put whoever it is on guard, let them know we're coming."

"Assuming that they don't already know," Tempest grumbled.

"Hmph!" Trixie grimaced. "Well, like I always say, the next town's not getting any closer by itself, so let's get this wagon on the road."

She set off determinedly through the gate, then through the gap in the barrier, and then followed a likely looking hoof-path, which curved away amid the tangle of rocky shards. The others followed close about her, with Nacht and the other nightmares marching in formation around the group. The nightmare guard was eyeing the shadows and crevices to all sides warily. It wasn't clear what they were watching for, yet nopony really wanted to find out.

Behind the party, the barrier swept closed again, sealing off the nightmare city, Princess Luna, and pretty much any other sign of life and civilization in the desolate landscape.

Despite the sudden isolation, Trixie was finally able to relax a bit. She glanced around at the others.

"Don't get me wrong. I totally appreciate you backing me up. But now we've a moment to ourselves, I gotta ask... why?"

Twilight smiled. "Princess Celestia once told me a good leader knows when to lead and when to follow. You know your way around here, Trixie. You know what to do, how we should deal with this realm and its inhabitants."

"Only because I was Nightmare Moon's student." Trixie hunched in her cloak. "Only because all this --" She gestured at the barren, chill landscape around them. "-- is as much a bad dream for me as it is for Princess Luna."

Twilight smiled sympathetically. "That's another thing Celestia taught me: there are no mistakes, only experience. If your past can help us figure this out, and you can turn that knowledge to good use, then it's nothing to be ashamed of. And we should follow your lead."

"Absolutely," Starlight said. She put a companionable hoof around Trixie's shoulders.

"Like I always say," added Sunset, "when the chips are down, we're a team. We back each other up, and nopony can tell us different."

Moondancer sighed happily. "Have I mentioned how much I love being part of this group? What about you, Tempest?"

The maroon pony shrugged indifferently. "Somepony still needs to keep an eye on this one." She nodded towards Trixie. "And it might as well be me." She smirked. "After all, more than any of us I want to see how she manages to pull this one off."

The others laughed at that. Then they companionably tramped onwards, through the oppressive silence and bleak rocky waste.

The way was long and frequently difficult, the trail fading in and out amongst the stony hillocks and shards. But thankfully it was uneventful. After seeming hours of trotting along barely visible hoof-paths, winding up through shadowed ravines and switchbacks into the hills, under a stark night sky filled with coldly distant stars, they at last attained the summit, upon which stood the great stone watchtower.

Set into the tower's curved stone wall were a massive pair of oaken entry doors. They were many lengths in height, carved with stern, knife-edged sigils. At their base was a smaller wicket gate, with a more conventional-sized set of doors. Trixie trotted up to the smaller doors, and experimentally yanked the heavy iron-ring handle of one. It didn't budge.

"Hope somepony brought a key," she muttered. "Don't think I can hocus-pocus my way into this one... unless..."

She reached out her forehooves and shoved the doors. With a creak of hinges and a whirling of dust and old cobweb, they clicked open, swinging inwards into the darkness beyond.

Trixie face-hoofed, then looked ruefully at the others. "You never saw that, right?"

Sunset grinned. "Saw what?"

"Why would they leave the doors unlocked like this?" asked Moondancer.

Tempest snorted. "To make it easy for us to walk right into the trap inside."

"Or..." Twilight said as she peered into the dark interior, "maybe it's because whoever it is, they're powerful enough that nopony in their right minds would just stroll in unannounced..."

"The way we're doing?" Sunset asked.

"It's really dark in there," Starlight said. "Should we risk using our horns? Just for a luminance spell?"

Twilight shook her head. "Better not, even for something that small. We seem to have avoided attention so far, and we don't want that to change. Still, a light of some kind wouldn't be bad."

Nacht glanced around the almost bare hilltop. Then he sent a couple of his nightmares over to a patch of scrub bushes nearby. The guards worked for a bit, snapping branches and bundling them, and quickly returned with crudely fashioned yet serviceable torches, which they lit with flint and steel.

These in hoof, the party stepped cautiously inside. And stared upwards, up the vast height of the tower's interior, towards where it vanished beyond the reach of the torchlight. Circling the inside of the tower, leading up into the blackness, was a flight of stone stairs...

... lots and lots of stairs.

"Look at it this way," Tempest said dryly. "The rest of you could use a good workout."

"Ugh!" Moondancer grimaced. "There's a reason I'm into books."

"All right, Trixie," Starlight said, looking at her, "what's our next move?"

Trixie stared up into the heights worriedly. "The Great and Powerful Trixie... must admit she's never actually stormed a tower before. So!" she added, adopting a cheerfully blasé air, "Trixie would now like to call upon the able and capable experience of her bodyguard helper-pony. Uhh... Tempest? Over to you?"

Tempest nodded with a smile. She'd already been eyeing the stairs herself. "Nacht, if you'll take point? And I'll bring up the rear. Unicorns, keep close to the wall, nightmares to the outside. If things go south we use shields and levitation, and get ourselves out of danger. And don't forget everypony," she added sternly, "the exit is down. Any questions?"

"We could carry thee to safety." Nacht flapped his wings to demonstrate.

Tempest shook her head. "You're our backstop, Nacht. If it comes down to it, I want your hooves free for a fight."

"Better trust her," Trixie added. "She's seen more street brawls than you have."

The nightmare snorted in amusement at that, then bowed compliantly. "We are at thy command, Mistress."

The group rearranged themselves, then slowly made their way up the stairs. And for a very long time, that was all there was to it. Step after trudging step, over and over, higher and higher into the darkness. The stone risers were chipped and gritty underhoof, the wall to the right grimy and crumbling. The air was stale and increasingly chilly as they ascended. And apart from the clicking of their hooves on the steps, there was no other sound in the dark as they climbed, seemingly forever.

"Yeesh," Starlight finally said, "I'd ask if we were there yet, but I doubt I'd like the answer either way."

Nacht leaned out fearlessly over the precipitous drop, looking upwards. "We are nearing the top."

"Ah. Of course," Starlight said. "Must be nice being able to see in the dark. Lots more to worry about, that way..."

In reply, Nacht gave a rare smile. Then he abruptly came to a halt, and looked down. The rest of the party did likewise. In the sudden silence they could all hear it: a gutteral snarling and chittering, accompanied by leathery slappings, as of wings. It was coming from below... and getting rapidly closer.

"Uhh..." Sunset looked around. "Did somepony remember to shut the doors down there?"

Nacht barked, sharply. The nightmare guards swung round, facing the open center of the tower. Their wings were spread, their teeth bared, tensed and ready for attack. Tempest motioned her head, and the unicorns gathered in a tighter group behind them.

Before them all, in the open center of the tower, there was a sudden eruption of wings and hooves, sweeping past and flitting upward. Out of the rush and confusion a few of the creatures paused and hovered, blinking in the torchlight. They were similar to the nightmares but smaller and sleeker, with dark blue coats and soft, almost fox-like muzzles. Plus glowing red eyes, and needle-sharp fangs, which they bared, hissing.

"Batponies!" Moondancer gasped. "Geez, I've got to give Hoofstradamus a re-read..."

"If we get out of this alive," Starlight added.

One of the creatures, larger than the rest, swooped closer and snarled aggressively. The nearest of the nightmares bellowed a challenge in return. The bat-like creature hissed angrily, yet held its distance, as did the others, clearly unwilling to attack the guards individually. But they certainly had the advantage of numbers, if they ever realized it...

"Change of plan," Tempest called. "The exit is now up. Nacht, lead the way!"

Nacht growled an order to his guards, and the group continued its advance up the winding stairs, pausing every now and then to hunker down, whenever one of the hovering creatures got bold enough to flap closer. It took seemingly forever to cover the last few turns of stairs. But finally they could see the flat, cobweb-swathed surface of the ceiling above them, lit by their torches.

And no way out. They'd come to the end of the stairs -- literally. The staircase ended in a flat, unrailinged stone platform.

"Anypony see a ladder?" Sunset called. "A doorknob? A trap-door? Anything?"

"Nothing!" Starlight said. "But there's got to be! Who'd have a staircase this high, leading nowhere?"

The ponies hunted frantically, searching for a hidden switch, a false panel, any way out of the apparent dead-end. As they searched, the bat-ponies, sensing an advantage, swooped in to attack. The unicorns found themselves beset by fanged, hissing faces and flailing hooves. Nacht and the other nightmares snarled and lunged, holding off the feral attackers. Tempest likewise helped to protect the group, with occasional well-placed kicks and swings of her forehooves. Yet it was a standoff at best, a terrifying fight on a tiny, overcrowded platform high above an immense drop...

In the scuffle, Trixie found herself being buffeted forcefully about. Then she was abruptly swept off her hooves by an errant swipe of a guard's wing. She flung out a hoof, felt nothing stopping it. For a heart-freezing moment, she shrieked and fell...

... a length at most. She landed flat on her face, on a broad stretch of flagstone flooring.

"Ow," she muttered crossly. "The Great and Powerful Trixie does not like being pushed around. For reasons she hopes are obvious..."

"Trixie!" Starlight yelled. "Anypony see her?"

"Omigosh!" Moondancer yelled. "What happened? Did she go over the edge?"

"Ugh! I'm right here! As if anypony cares." Rolling over, Trixie sat up, shoving her hat off her face so she could see properly. And found herself facing a stretch of blank stone wall.

Turning to look behind her, she saw a marble-walled corridor stretching away. It was lit by familiar-looking blue magefire torches, in sconces along the walls.

"Trixie?" Twilight's voice called, apparently from behind the wall. "Is that you? Are you all right?"

"I'm fine, Twilight, just peachy. Look, there must be some kind of secret panel out there, made to look like part of the wall. Just walk through it... ahem, like Trixie did."

There was silence for a moment.

"Trixie, there's nothing here. Only the edge of the platform. And when I reach over it -- whoa! Thanks, Sunset! -- there's nothing beyond, just empty air. I don't feel a floor or anything."

"Oh. Well, let me see if I can work it from this side. Or I'll come back through, and see if I can bring you with me."

"No, wait! Trixie, listen! You might not be able to work it again. And we don't have a lot of time. Go on ahead. Maybe you can find something or somepony that can help us."

"Me?" Trixie blinked. "All by myself? What if..."

"Trixie! Remember what Luna said! You can do this!"

Trixie stared around, fearfully. She'd never felt so alone, as she did just then. Never felt so immediately her lack of anything beyond the simplest of magic spells...

Never had such an urgent wish to find the door marked This Way to the Egress...

But, she reminded herself sternly, the Great and Powerful Trixie never lets her audience down. The show must go on! Somehow...

Standing up, she primly dusted off her cloak with her hooves.

"Trixie will return," she declared archly, "just as soon as she can."

Then she turned and hared off down the corridor, a hoof pressed to her hat to keep it from flying off.

The corridor stretched longer than she expected. Longer, seemingly, than the width of the tower should have contained. Then it turned a corner. And Trixie found herself facing a set of familiar tall, bone-white doors.

Which swung open before her, all by themselves.

Trixie trotted forwards, peered through them nervously.

Beyond was the topmost room of the tower. It was a broad, circular stone chamber, with a massive roaring bonfire in its center, like a signal flame. There were open arches to all sides, looking out on the night sky beyond.

And to her right, across the room, seated on a cushion before one of the arches on that side, was a tall, cloaked figure. It sat, silent and watchful, gazing outward at something Trixie could not see. And something about the figure simply radiated power and purpose. A grim, fierce determination to carry out a self-imposed duty, to see some task to its end, however long it might take.

Then the figure sighed, and shivered, and got up and moved to the bonfire, to warm its silver-shod hooves for a spell.

"Uh, hello?" Trixie called from the doorway.

The figure jerked, looked up. As it did so its hood fell back, revealing a familiar face... a very familiar face: a dark-blue, gentle-eyed alicorn, with a sword-like horn and an ethereal night-blue mane dusted with shining stars.

"Trixie?" she asked, astonished.

Trixie gasped. "Princess Luna!"

Abandoning all caution, Trixie rushed across the room and flung herself on the Princess. Hugging her tightly, Trixie looked up, tears in her eyes, at the face of her beloved teacher. Or one of them, anyways... the Good One.

And found the Princess glaring down at her in cold disapproval.

"Thou should not be here," Luna said flatly. Gently brushing Trixie aside, the alicorn turned, crossed back to her cushion at the stone arch, and sat down again. She stared out at the darkness once more, without another word.

Astonished and hurt, Trixie stared at her. Then she cautiously trotted over, and sat down beside the Princess, on the cold stone floor. She peered up in bewilderment at the somber cast of the alicorn's face.

"Princess?"

"And neither should she be here," Luna said. "Thou shouldst not have brought her here, back into this dream realm..."

Then she paused, looking puzzled.

"Wait. How is it thou are here at all?" She looked down at Trixie, an eyebrow raised. "Didst we not conceal the entrance to this chamber, against all who might seek it?"

Trixie lofted her snout archly. "The Great and Powerful Trixie... er... kinda fell through it. By accident, mostly," she added lamely.

"Perhaps," Luna said. "Or perhaps it is because now, thanks to us, thou represents the Element of Honesty? Thou can recognize deception for what it is, and cannot be fooled by it. Hence, a simple illusion such as this has no power over thee." She huffed in annoyance, and stared back out into the night. "We shall have to remember that from now on."

"Princess Luna?" Trixie edged hesitantly closer. "You asked us to come. You said you wanted to free your guards. To bring them back home, and --"

"A foolish wish," Luna interrupted. "The bond can never be broken, as long as this dreamworld exists. And this world can never be abandoned, can never be forgotten." She shut her eyes, miserably. "The risk is too great."

"Why? What's so special about it? It's just a dream, right?"

Luna eyed her coldly.

"Long ago, my little pony, in unthinking arrogance I opened a door that should never have been opened. Created a gateway to a realm that should never have touched ours. And loosed a terror upon our world that must never be forgotten -- or forgiven!"

She pointed with a hoof, through the arch.

"Out there -- do not look, my ever-curious student! Or thou wilt never be free of its influence. Out there, there is a land of night darker than Night. A land of Shadows... deep and black, encroaching and infesting. A world that knows but one thing, has but one thing to offer to any within its power...

"Despair!"

Trixie hunched, pulled her threadbare magician's cloak closer about her for warmth, even with the roaring bonfire at her back.

And Luna laughed once, sharply and humorlessly. "And I thought I could contain it. In my supreme arrogance I thought I could use it. I was wrong. So very, very wrong..."

She shook her head, ruefully. "We are strange and unsettled creatures, Trixie. We exist eternally between the cold indifference of dead matter, and the blind, uncaring self-centeredness of total ambition. There must be balance, always a balance. Too little, and we lapse into tranquilizing philosophy. Too much, and our hearts grow cold, our ears flat and unheeding, our eyes blind to the damage we sow and the misery we reap. We must ever seek to rise above our station, to improve ourselves. Yet never without awareness of when we go too far, when we begin to hurt those around us. We must always walk the middle way, Trixie. Always the middle way!"

Luna's face was grim, her jaw set as she glared out at the darkness. Then she glanced sideways at Trixie. Her mouth quirked in a hint of a smile.

"My apologies. Thou looked as if thou desired a lesson, my diligent student."

Trixie nodded. "Thank you, Princess."

"Thou art welcome. I hope it was instructive, for it must be the last."

Trixie's face fell. "You mean... forever?"

"Yes. Thou must go, and take that other Princess Luna with thee. Tell her whatever thou must. Take her back to the waking world, along with the nightmares that are still bound to her. There, she has a chance to begin anew. She can live, grow up, learn... and perhaps avoid making the same mistakes I did."

Luna sighed.

"While I... I must remain on watch, ever-vigilant, against the forces I have unleashed, here in my own dreams. I must ensure the Darkness never again takes hold, never again uses my arrogance as a conduit to reach the waking world. I must remain here, alone, without even my nightmares for company. For I must needs leave them be as well, interfere in their lives no longer..."

"The nightmares are terrified of you," Trixie said softly.

Luna nodded. "They misunderstand me. They think I keep watch on them. When in truth I defend them, by keeping watch on the Shadow realm. Such is my penance for my mistakes. And I shall not falter in this. It is far too important."

She was silent for a while. Then she looked down at Trixie, annoyed.

"Well? Why art thou still here? Wert thou not paying attention, my infuriatingly persistent student?"

Trixie winced, miserable. "I don't want this to be the end, Princess. I... I miss you."

"Me?" Luna sniffed. "Whatever for?"

"Because, well... you're the Princess Luna I remember," Trixie insisted. "The one who taught me, the one who understood. The one who cared about me. When my friends and I banished Nightmare Moon, I... I thought you were gone for good."

"Nothing is ever lost, Trixie," Luna replied grimly. "Though I am, at best, a memory. A memory of all that she gave up, in freeing herself from the Nightmare. A Nightmare that I created, and visited upon her, in my unthinking desire for glory and recognition." Luna shook her head, ashamed. "She is better off without me. And so art thou."

Trixie's gaze fell. She stared at her hooves.

"No," she said firmly.

Luna glared at her. "Excuse me?"

"That is not enough," Trixie said, stamping the flagstones with a hoof. "And you know it isn't! I need you!"

"Ridiculous. Why?"

"Because you were always there!" Trixie shouted. "When I was little, and frightened, or confused, or just needed somepony to smile and tell me it was all going to be fine... you were there!"

"Nightmare Moon was there as well --"

"I didn't care! I put up with her because it meant I'd get to see you again! When my parents broke up, I had you. When Nightmare Moon used me against my friends, I had you. And in the end, when I wasn't even sure whether Nightmare Moon was still using me, when I wasn't even sure of myself anymore... I still had you!"

Trixie's face screwed up, her voice choking. "And then... then..."

She stared up at Luna, tears streaming down her face.

"You were all I had!" she shouted. "And then you were gone!"

Trixie flung herself forward, grabbed hold of Luna, of her teacher, as she'd never truly been able to do before. And she just held on, sobbing uncontrollably. She never wanted to let go, not ever.

"I just..." she finally gasped, miserably. "I just want... just one thing I can always be sure of..."

Luna sighed wearily. And then bent to hug the small, sobbing pony, holding her gently.

"And I have always needed my diligent student," she said. "Who allows me to care, allows me to forget for a brief moment all that I was. Who allows me to see the world as I would wish it to be, just for a little while..."

She smiled, amused. "That must be why I kept opening doors for thee, whenever they barred thy way."

For a time the two of them held each other, quietly. Then Trixie sat up, wiping her snout with a fetlock.

"I want to stay here too," she said. It wasn't a request, wasn't an offer... it was a demand. "After all, if you can make these nightmare whatevers real enough to exist in the real world, then you could make me, well... unreal enough to exist here, right?"

"This is not an existence to which anypony should aspire," Luna warned.

"Doesn't matter, I'm staying." Then Trixie looked up at Luna. "Please? I've lost you so many times before... I can't... I won't lose you again."

Luna sighed, and gazed out, into the darkness.

"I must remain on guard, Trixie," she said. "Must remain vigilant. Must never forget the responsibility I have placed upon myself by my actions."

Trixie nodded sadly, forlornly. "I know."

Luna looked down at her. And this time, truly smiled.

"But I can do that just as well from the waking world, I would think."

Trixie's face lit up. "You mean it?"

Luna nodded. "But there is a price. Thou must promise -- a promise thou must never break. Thou must keep a secret --"

Trixie nodded. "I'm a magician. I know how to keep a secret."

"I know thou does. That is why I ask it."

"Sorry!"

"Thou must never tell anypony about what lies out there." Luna gestured through the arch, at the night-shrouded land beyond. "Nopony must know. Especially not Celestia... it would break her heart."

"Really? Why?"

Luna tipped her head, thoughtfully. "I suppose I must show thee, just to slake thy curiosity. But only a glimpse, mind, and no more. Here, take my hoof."

Trixie did, puzzled.

"Now, rise up, just a hair -- stop! That is enough. Now, what does thou see?"

Trixie peered cautiously over the low stone parapet of the arch, into the darkness beyond. And she saw far off in the distance, an enormous, shadowy range of rolling mountains, grand and majestic, lit in ghostly outline by the moon. Even at that distance their heights made the tower Trixie was sitting in seem puny and humble by comparison.

And atop one massive peak, very far away, Trixie saw a soaring spire, miles in height. It was far grander and more splendid than anything she'd ever seen. It sparkled in the moonlight, like chill ice, like the finest crystal...

Trixie gasped. "It looks like a palace!" she breathed. "It's beautiful! What is it?"

"I do not know," Luna replied, as she gently lowered Trixie again. "I have never been there. Nopony has... ever."

"Why not?"

"Because, my attentive student, there are some heights to which one should aspire... and others..."

Luna fixed Trixie with a stern gaze. Trixie shivered at the look in Luna's eyes. It was ancient and forbidding, not to be trifled with.

"... others, it were better not."

Trixie nodded solemnly.

"Not a word, Princess. I promise."

"Good. Then we should be going," Luna said. "It is time for us to be waking in any case."

"But... wait a minute," Trixie demanded. "What about my friends?"

"They will be unharmed. They will return with thee."

"And... Princess Luna? The other Luna, I mean?" Trixie gestured across the room, in the direction she assumed the nightmare city was. "What about her? How do we explain all this to her?"

Luna raised an eyebrow.

"What need have we to explain anything? Recall, Trixie, this is a dream -- my dream. Everything thou sees is part of my dream: this land of Night, the nightmares, their city. Even thy friends... and even thou thyself." She nodded at Trixie's shocked look. "It is all part of me. In a way, it all is me..."

She gently touched Trixie's cheek with a silver-shod hoof. And smiled, lovingly and thankfully.

"What need have we to explain anything to her? When she has been here, all along...

"... Trixie Luna Moon."

She awoke, in utter darkness, and for a moment was frightened. Then she belatedly remembered, and shook her head at her own foalishness. Her horn sang, lighting the lamp hanging from the bed's canopy, and also the cold-light lamps about the room.

She sat up and looked round. And saw herself, in the mirror over the dressing table. The dark-blue coat, the sword-like horn, the flowing ethereal mane of night, flickering with stars.

She smiled, nodding.

I am Luna! she told herself firmly.

Rising from the bed, she trotted to the doors, and gently swung them open with her magic. Beyond she found the nightmares, Nacht and Skaad, waiting sternly on guard. They bowed their heads silently in acknowledgement as she passed.

And in the room beyond, around the magic circle, Luna saw them all: Moondancer, Starlight, Sunset, Tempest Shadow, even her sister's favorite, Twilight Sparkle. They were sprawled on cushions and pillows swiped from couches and chairs around the room. All of them, lying where they'd fallen asleep, waiting for her.

And on the rim of the magic circle itself, as if determined despite the risk not to miss the opening of the portal... there was Trixie. The showpony's head rested on her bundled up magician's robe, her hat sat on the floor beside her. She feebly waved her hooves in her sleep, mumbling disjointed patter from some stage trick or other.

Luna strode over to her, gently nudged her awake. And then held a hoof to Trixie's snout for quiet, seeing the showpony's look of shocked surprise.

"It has been a long day for the others," Luna warned. "We should let them rest a while longer. Come, my diligent student. There are things we must see to."

Jumping to her hooves, Trixie flung on her cloak, grabbed her hat, and then hurried after Luna as, flanked by her nightmare guards, the Princess of the Night made her way out of the Lunar Suite and down through the Palace...

In the main Audience Hall, having just finished the lowering of the Sun, Princess Celestia was seated on the Sun Throne, attentively listening as her aide Raven went over the planned schedule for the following day.

Celestia's head snapped up when the Audience Hall doors suddenly blazed with blue magic and were flung wide.

"GIVE US THE ROOM," an imperious Voice commanded.

Astonished, Celestia smoothly nodded assent. Her aides rapidly collected their papers and scrolls and departed. The guards left as well, shutting the doors behind them.

Leaving Princess Luna advancing alone down the length of the carpet. Tall and proud, Luna strode haughtily forwards and came to a halt before the Golden Throne.

"Sister! We are returned to ourself."

"So I see," Celestia replied. "Astonishing! But how --"

"And, Sister," Luna interrupted, fixing Celestia with a sharp gaze, "we remember everything..."

Celestia's mouth dropped open. "Oh?" she hazarded, her eyes wide.

Luna's stern expression suddenly faltered, becoming woe-stricken. "And Sister..." she went on miserably, "we are so sorry!"

"Luna..." Celestia lept to her hooves, and hurried down the ramp. She would have willingly thrown her forehooves around her downcast sibling to comfort her. But Luna swiftly put up a hoof to stop her.

"We must save discussion for another time," Luna said. "At this moment, we should like to express our gratitude to the facilitators of our return: thy Advanced Projects group... along with its capable leader, Trixie Luna Moon."

Her horn flared, the Audience Hall doors swung wide again. And the Advanced Projects team walked in, with Trixie in the lead, striding tall and proud and just a trifle smug. Behind her came the others, some of them blinking and looking around dazedly, as if still waking up.

"Luna," Celestia asked gently, "you do know Twilight is nominally in charge of the group, don't you?"

"Actually, Princess..." Twilight put in, "we've been trying out a rotational system, based on the project at hoof. Allowing the pony with the most direct expertise to lead the group."

"Oh?" Celestia's amused smile indicated she wasn't quite snowed by this but was willing to play along, for the sake of sibling amity.

"And in this case," Twilight continued, "I'd say Trixie more than rose to the occasion."

"That she did," Luna confirmed. "Step forward, our diligent student!"

Trixie did so. "Princess?" she asked. "And... Your Highness?" She added a nervous bow in Celestia's direction.

"Trixie Luna Moon," Luna said, "thou and thy friends have done us a great service. Thou have restored not merely our memories, but our confidence in ourself. And our ability to visit the dream realm -- all at one go! A success exceeding even our wildest hopes. So in return, we should wish to grant thee a worthy boon. What should thou like? Name it!"

Trixie blinked, astonished. "Well, I'll have to think about that..."

"Trixie, undecided?" Sunset whispered. "Now there's a first." The other ponies giggled discreetly.

"Which is not to say," Trixie quickly went on, "there aren't plenty of things Trixie would like. It's just, well... too many flavors of ice-cream if you see what I mean?"

"I like vanilla," whispered Moondancer. "But that's just me."

"If we might suggest then," Luna said, "Thou hast spoken to us of wanting something thou could be certain of. Somepony who would always be there for thee. Somepony, perhaps, beyond a mere teacher, or a mentor...?"

"Sister?" Celestia asked, surprised.

"Well, Celestia, if thou canst adopt this Mi Amore Cadenza as thy niece, couldst we not do the same for Trixie?"

Celestia thought briefly, then nodded. "I see no reason why not."

"Woah!" Starlight said quietly. "Okay, mind blown."

Trixie stared at Luna, open-mouthed, wide-eyed. And Luna gave her an examining look in return. "Too much, our student?" Luna said gently. "Perhaps thou aspires to something a little... less grand?"

"Well..." Trixie said carefully. "I don't need to be a royal to visit you, right? You will still be my teacher, won't you?"

"Absolutely." Luna nodded. "Thou shalt always be welcome, and acknowledged as our greatest of friends and our most favored of students."

"And, well..." Trixie went on, thinking out loud, "I guess I've kinda gotten used to hanging out with my friends." She turned to look at them, at Starlight, Moondancer, Sunset, Tempest -- even Twilight. And Trixie found that she meant it, every word. My Great and Powerful friends... she thought to herself. "And that might be difficult," she went on, "being royalty, and having to live in the Palace and so on. I mean, I've always been okay with just my wagon. Though it's not really that fixed an abode. In fact, apart from that clear space behind the Advanced Projects tower, I'm never certain where I'll be able to park the darn thing next, and..."

Trixie realized she was blathering and she belatedly slapped a hoof over her mouth. But Luna was smiling mischievously at Celestia.

"Hmmm... what think thee, Sister?"

Celestia nodded. "It would represent an interesting challenge for the Office of Lands and Titles, Sister."

"But they like a challenge, do they not?"

"I believe they do," Celestia agreed. "And I for one should enjoy seeing what they make of this."

"Then thou concurs, Sister?"

Celestia sighed, her eyes twinkling, though with laughter or with tears it was hard to say.

"Whole-heartedly, Sister!"

"Very well, then." Luna drew herself up formally. "Trixie Luna Moon! Pending official investiture by the Royal Lands and Titles Office, we shall for the nonce create thee as the Lady Trixie Luna Moon." She gently placed a silver-shod hoof on each of the astonished showpony's shoulders.

Tempest shook her head. "Oh, that's done it! She'll be insufferable now..."

"And for thy demesne," Luna went on, "it shall be whatever locale thy wagon happens to reside in, or on."

"So, basically..." Trixie asked, "free parking? Anywhere?"

"Anywhere. Thou shalt be able to park thy wagon wherever thou pleases, and none shall question thee."

"Wow! Thanks!" Trixie nodded.

"Um..." Starlight murmured thoughtfully. "If Trixie were to park her wagon right here, in the Audience Hall... would Equestria implode?" She glanced around at the others. "What? Just asking."

"Oh! And just so I know, Princess," Trixie went on. "What exactly is it that a Lady does, anyways?"

Luna and Celestia exchanged an amused glance. Then Luna leaned closer.

"Why, whatever she can get away with. I thought thou understood that implicitly." She put out a silver-shod hoof, and gently touched Trixie's cheek. "And we shall always be there for thee, Trixie. Always. Thou shalt never be alone, not ever."

"Never, Princess?" Trixie whispered, overjoyed.

"Never," Luna confirmed. "And this time, Trixie Luna Moon, have no fear... and have no doubt... that we truly mean it."

Trixie gasped, shut her eyes...

... and burst into happy tears.

The End

My Little Pony: Friendship is Magic, its characters and indicia are the property of Hasbro.
No infringement is intended. This story is a work of fan fiction, written by fans for fans of the series.