Ascendancy: Fear

by SeedOfEvil

Rating: teen
Tags: Adventure, King Sombra, Princess Celestia, Alternate Universe, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Princess Cadance, Dark
Length: 36961

Twilights fear will cause the rebirth and rise of Sombra once more.

Over a month has past since Sombra was defeated during the return of the crystal empire. But Twilight still feels uneasy. Plagued with nightmares, Twilight has become consumed by fear. But in trying to run from her fears, she will put all of Equestria at risk.

Published 2012-12-08 09:10:02 UTC
Last updated 2014-02-26 22:32:28 UTC

Nightmares

Chapter 1. Nightmares

The darkness was overwhelming. Twilight Sparkle felt like she had been wandering for hours. Maybe even days. Lost in the unwelcoming darkness that lay around her.

"Where am I? How did I get here?" ,she wondered, "Or more importantly, how do I leave?"

Twilight didn't like it here. She wanted to call out for help, even cry, but her vocal cords betrayed her and wouldn't let her utter a sound. No matter how badly she wanted to.

Twilight soon began to notice she wasn't even walking any more. Just, drifting. As though her hooves were plated on the ground, but her body kept moving forward. She was floating almost, as she traveled through the blanket of shadow around her.

The only sound she could hear was that of her own steady breathing. Her breath was cold, though it didn't fog as it left her body. Twilight's face felt almost numb. Her breath threatening to freeze her from the inside out. Twilight felt alone. Sure, she was used to being alone before she came to Ponyville. But this was different than before. Before when she was alone, she was never really alone. Twilight could always see her loving parents, her brother Shinning Armor, and even her mentor, Princess Celestia. Yet here, in this suffocating black void, she felt nothing. No friends. No family. No love. Only miles upon miles of darkness.

No. Not just darkness. Something else was there as well. Something that twilight couldn't see, but feel. An ominous presence that seemed to block out any joy, or hope. Watching her. Waiting. And then slowly, it spoke.

"Sparkle.....Twilight......Sparkle"

It was only a whisper. Almost nonexistent in its volume. Yet among the silence, it felt loud. Almost deafening. The voice seemed to cut through Twilight's eardrums. No. Not her ears, but her mind. Finding enough strength to move, Twilight clamped her hooves over her ears. The voice pierced her mind like a griffons talon. Her hooves did little to ease the pain her mind was wrapped in, and did nothing to stop the voice. "Twilight....Sparkle...", the voice continued to chant. Twilight wanted to respond. Ask who or what the voice was, but still she found herself unable to utter a single sound as the voice tore through her psyche. As Twilight was assaulted by the voice she attempted to determine where the voice was coming from. But this effort was futile. For each time the voice spoke it seemed to be moving and staying in place at the same time. Twilight tried to comprehend how such a theory could be possible, but logic was fleeing her. she couldn't speak. she couldn't think.She couldn't even move from the spot she stood. Or rather, drifted. Twilight wasn't sure. She didn't have the time to think as a new problem presented itself.

"Twilight...Sparkle"

The voice seemed to be getting louder. And much to Twilight's dismay, closer. "Twilight...Sparkle", the voice continued. Each time getting louder and closer. Twilight tried to ignore it. Ignore the pain it brought. Ignore the fear she felt. But as the voice grew, it forced itself into Twilight's mind. Forcing her to pay it attention. Forcing her to submit to its power.

"Twilight Sparkle!"

The whispering voice was booming now. Filling twilight's entire being with its presence. In her mind it grew and grew. Louder, and louder! Each time more violent and powerful than the last! Twilight's mind was racing with panic. The voice felt as though it was making her head expand. Pushing against the sides of her skull as it threatened to burst through her head. Much like a balloon that was filled with too much air. And just as Twilight felt as if she was about to die...

It stopped.

Silence fell over Twilight once more. Again, she was alone. And for her sanity's sake. Twilight wanted it to stay that way.
Darkness took her once more. But this time she welcomed it. It felt like a loving hug compared to the mind breaking voice. Twilight almost felt happy to feel its cold embrace once more. But as she drifted; enveloped in shadow. Something drew her attention. A light. A dim light yes, but a light all the same. It dangled in front of her. Not more than a hoofs distance away. It dimly glowed a dark red hue. It was cone shaped and curved upward with sharp looking tip.

Twilight wondered how it had gotten so close to her without noticing its presence. But in fact she had no idea of when she first noticed it, or how long she had been starring at it. Twilight felt warmth from the light. Yet she was hesitant to approach it. Confused on why such a beautiful thing would linger in such a depressing world. Still, like a cat, curiosity got the better of her. Twilight slowly lifted her right hoof. Carefully extending it towards the mysterious object in front of her. The distance began to close. Five inches. Four. Three. Her hoof touched the source of the red light. And as it did the object grew brighter from her touch. It was smooth, and dense feeling. Twilight Closed her eyes smiling, basking in the lights warmth as it grew an ever brighter red.

In closing her eyes, however, Twilight failed to notice the flash of a dark aura around the object she clung to. The warm feeling quickly grew cold as she felt something latch onto her hoof.

Twilight's eyes shot open. looking towards the source of what was once warmth. Darkness flowed from the red light. A darkness that somehow seemed blacker than the already pitch-black void around her. The dark energy latched onto her hoof in fine string-like tendrils. Twilight tried to pull away, but the tendrils held her hoof firmly in place against the now terrifying object before her. The tendrils continued to snake up her leg. Thickening as they did so. Within seconds, half of Twilight's leg looked as though she as wearing a black sock as the darkness seeped into her fur, turning it from a bright lavender to an oily black.

Twilight soon began to feel panic as the tendrils wrapped around her shoulder blade and latched onto her chest. She tried to use her magic. At least to stop the spread of the tendrils if not cutting her from them entirely. But as she concentrated on a spell nothing happened. Already the tendrils were enveloping her other legs , and clawing up her neck. The more Twilight pulled against the binding darkness, the more they seemed to cling to her. She had no magic. No means of escape. Twilight shut her eyes. Somehow hoping that if she couldn't see it, it would stop. But the darkness would have none of that. As the tendrils pulled themselves to her forehead they dug into her eyelids. Forcing Twilight to open them wide. And when she could see once more. Twilight came face to face with a pair of gigantic eyes.

Where a pony would see white in other eyes, Twilight saw only green. At the center of each eye were large red pupils. Not round pupils, but slit ones. Pupils like the eyes of a snake. A poisonous snake. Twilight starred with horror at the eyes as the black tendrils continued to spread across her face. Pulling Twilight's jaw open as they forced their way inside her. Traveling down her throat to infect the rest of her body with the fear they wrought. And as the darkness began to fill her lungs, the quite eyes lunged at her.

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Alright, how was that? my first run at a dark mlp fanfic story. After reading so many over the past week i decided to write my own.

Oh and by the way. The whole tendrils entering Twilight's throat part. That is not intended to be sexual. if you saw it that way, shame on you! this isn't a clop fic.

and just some extra info if you couldnt tell from my text.

SEMI- SPOILER ALERT!!!!!!

the red cone shaped object was intended to

be Sombra's horn. and the eyes are also his eyes.

I intend to go all the way with this story as i already have the ending planed out. This will be a three volume story. as in 3 books. not 3 chapters. and the end of this volume will have and awesome twist within the last 10 paragraphs.

END OF SEMI-SPOILER!

I hope you enjoyed chapter 1. Peace.

Awakening

Chapter 2. Awakening.

Twilight awoke screaming in her bed. A violent ringing sound beside her bed startling her, as she used her magic to grab hold of the unknown source of the sound; throwing it against the wall of her room as hard as she could. Shattering the object into twenty different pieces like grenade shrapnel in a war zone.

"Twilight?! Are you okay?!"

Twilight looked toward the voice speaking to her. Just off to the right of Twilight's bed was Spike. The purple dragon was sitting up in his small cozy bed looking at Twilight. A look of worry upon his face. Twilight stared blankly at the dragon for several seconds before realizing he had asked her a question. "W-what Spike?", she managed to stutter out. Her mind still settling from the fierce amount of adrenalin pumping through her body.

"Are you okay?", the dragon repeated.

Twilight tilted her head to the side. Smiling as she did so. "Of course I'm okay Spike. Why do you ask?",she dumbly replied. Twilight knew very well that she wasn't 'okay'. But seeing the look of worry on Spike's face made her want to comfort the dragons worries as quickly as she could.

"I ask because every other pony I know start their day off with a glass of orange juice and scrambled eggs. Not a glass of sweat and scrambled clock." Spike replied sarcastically, pointing his scaly hand to the giant dent in the wall where Twilight's alarm clock had hit it.

Twilight took a moment to observe the surroundings of her bedroom. Her bed and fur were indeed drenched in sweat. Her breathing was labored and her mouth felt as dry as the hottest day of summer in the Applepalooza desert. Twilight looked toward the dent in the wall she had made when she attempted to send her alarm clock into orbit. The wallpaper that was caught within the impact zone was half torn and falling of the wall. All around her bed, Twilight could see bits and pieces of metal from the object that once resembled a clock.

Twilight looked back to Spike, the look of worry still apparent on his face, "Sorry.", twilight said blushing, "Bad dream."

"Bad dream? The way you reacted it looked more like a nightmare", Spike retorted.

At hearing that, Twilight thought back to the dream she had been having before waking up. The memories of the darkness, and the tendrils returning to her thoughts. She shivered slightly as she slowly made her way off her bed and onto her own four hooves. "It's nothing Spike. Really, just a bad dream. I'll be fine", she said as she walked toward the baby dragon. Throwing her hooves around him in a hug as she did so. "I appreciate your concern for me though."

Spike smiled and hugged Twilight back. Somehow he always felt safe when Twilight hugged him. Even if her lavender fur was wet with sweat.. Maybe this is how it felt to be hugged by ones mother. As far as Spike was concerned, Twilight was very much like a mother to him. She was the one who hatched him from his egg. Even taught him how to speak and walk. Without Twilight, he wouldn't have had the life he did now.

Twilight released Spike from the hug before straitening her mane, and clearing her throat. "Now then," she said with a dignified composure that most ponies only saw from a school teacher, "What's on our schedule for today?

Spike reached under the cushion of his small bed, pulling out a piece of paper listed with the dates and times of the weeks planned activities. "Well lets see. Looks like the only thing today is your spa date with Rarity.", spikes body perked up slightly as he read the name of his supposedly secret crush. 'Supposedly secret', because just about everypony knew about it. Only reason it was still considered a secret was because Spike had never actually spoken his true feelings to the white mare of his dreams. "Other than that, guess I'll just clean up this mess",Spike said, gesturing towards the metal clock bits still scattered around the floor.

"I could help if you'd like. After all it was me who made the mess." said Twilight.

"No Twilight its fine", Spike assured her. "I was just going to clean the library today anyway. And I'll probably be done before mid-day anyway"

Twilight still felt guilty for Spike's offering to clean her mess.But Spike insisted. And when Spike said he would do something, he meant it. Twilight couldn't help but feel a little proud of Spike. Keeping to ones word was something she felt that Spike had learned from herself. There was rarely a time in her life when twilight had said she would do something and not follow through with it.

:"Well okay.", Twilight said. "As long as it isn't an extra burden to you."

"It's fine Twilight.", Spike smiled, "Go enjoy your spa-date with Rarity."

"I will," she said as she descended the stairs to the library's first floor. "Thanks."

"Oh, and Twilight!" Spike shouted from the second floor as Twilight reached for the front door.

"Yes?" she replied.

"Take a bath while you're there at the spa. You stink with all that sweat.." Spike said with a mischievous grin.

Twilight playfully stuck her tongue out at him as she left the library. Closing the door behind her.

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As Twilight headed out for the Ponyville spa to meet Rarity, she couldn't help but think about the dream she had last night. Truth was, that wasn't the first nightmare she had experienced that month. Ever since she and her friends had departed from the Crystal Empire and arrived back home, Twilight had had nothing but bad dreams. Last nights dream was far worse though. She didn't want to tell Spike about the nightmares. That would only cause him to worry about her. But Twilight wasn't above seeking help though. That was the real reason she was going to meet with Rarity. Of all Twilight's friends, Rarity would probably be the most logical.

Twilight had already imagined how each of her friends would react. Fluttershy would be cowing in a corner as Twilight tried to explain what happened in her nightmares. Pinkie would try to throw some kind of 'Get out of Twilight's dreams' party. Rainbow Dash would tell her to beat the hay out of the things in her nightmares.And though Applejack would also be good pony to talk to, she was busy with harvest since Big Macintosh hurt his leg last week. Twilight didn't ant to disturb her. So Rarity became the one she would confide in.

Continuing toward the spa Twilight rounded a corner when she heard a pair of familiar voices in front of her.

"Come on Scootaloo! You promised!"

"For the last time Sweetie Belle no! I just got this knew scooter and i don't need you breaking it!"

It was Sweetie Belle and Scootaloo. The two of them were arguing with each other. Each one had a hoof on a brand new scooter that appeared to belong to Scootaloo. Twilight didn't want to be late to the spa, but being one of the elements of harmony wouldn't allow her to turn a blind eye to the clear disharmony happening here. Her kind nature wouldn't allow it either.

"Um...girls? Something wrong?" Twilight asked. She wanted to get this dispute among friends to end as quickly as possible.

"Twilight!", the younger unicorn said, "Twilight you gotta help me! Make Scootaloo share!"

"Why should I?",the orange pegasus replied.

"Because you promised to give me a turn yesterday before you broke your old scooter!"

Twilight looked over the situation with her mind.Then she looked at Scootaloo. "Did you promise to give Sweetie Belle a turn yesterday Scootaloo?", she questioned.

"Well...yeah but-" she attempted to say before Twilight interrupted her.

"Scootaloo. What kind of place would Equestria be if nopony keep their word? What if Princess Celestia refused to hand control of the moon back over to Princess Luna? We'd be in the middle of a civil war right now, and you wouldn't even have a scooter.", she calmly explained.

"I...I guess you're right." Scootaloo finally admitted. "I'm sorry Sweetiebell. Here.", Scootaloo handed the scooter over to Sweetiebell.

"All right! I'm gonna tear this town of the map!" Sweetiebell declared as she hopped onto the scooter. She pushed off with one of her hind legs as she moved forward smiling......... At least until the scooter was suddenly stopped by the wheel hitting a small rock on the ground. Sweetie Belle fell forward. Smacking her face hard against the ground.

"Sweetie Belle! Are you alright!?" both Twilight and Sweetiebell shouted in unison. They hurried over to the fallen Sweetie Belle.

Sweetie Belle sat up rubbing her sore brow with her hoof. "On second thought, I think I'll leave the scootering to Scootaloo.", she said blushing. The three ponies all burst out laughing.

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Rarity had been waiting out side the Ponyville spa for nearly ten minutes. It was so unlike Twilight to be late, and even more unlike her to break her word to a friend. Just as Rarity began to think she came on the wrong day, Twilight rounded the corner. Rarity waved her hoof at her as Twilight approached.

"Sorry I'm late Rarity. I had to sort out some friendship problems on my way here.", Twilight said apologetically.

"Well I certainly hope they weren't problems with our friendship darling", Rarity said as she put on an overly dramatic face,"Why. Imagine the horrors i would've faced if my dear friend Twilight Sparkle stood me up! Oh the inhumanity!" Both Twilight and Rarity laughed as they entered the spa together.

Luckily for Twilight and Rarity, Aloe and Lotus, the twins who ran the spa, had no other appointments made for that morning. So getting in late wasn't a problem. The spa ponies led them to a room with two cushioned lounge chairs for Twilight and Rarity to relax on while they waited. Once Twilight was settled in her chair, she explained to Rarity why she had asked her to meet with her today.

"Nightmares?", Rarity said as Twilight finished her story, "How long did you say you've been having them?"

"About a month.", Twilight said regretfully. "Ever since we got back from the Crystal Empire."

"That's a long time to be having nightmares and not tell anypony Twilight. I don't know how I could ever function without my full eight hours of beauty sleep" Rarity said as she flipped back her styled mane in an overly exaggerated motion.

Twilight playfully rolled her eyes, smiling as she continued. "I can sleep through a few nightmares just fine. That's not really the problem. Or... at least it wasn't until last night..."

"What do you mean?" Rarity asked her. "What happened last night?"

Twilight told Rarity the whole story of what she had experienced the night before. From the darkness and the voice. To the tendril emitting light and the green and red eyes. The more twilight spoke about the eyes, the more she began to realize just whose eyes they were. Twilight knew of only one pony with eyes like that. The eyes of-...

"King Sombra's eyes?" Rarity said bluntly, even before Twilight herself had the answer in her mind.

Twilight looked at her friend with a look of pure surprise on her face. "How did you know?", she asked.

"Well as far as I'm aware, only one pony had eyes matching the ones you just described. Besides, we all saw them Twilight. Felt them. I doubt anypony could forget seeing eyes like that." Rarity pictured the King Sombra in her head. The terrifying eyes staring back at her, "Anypony not afraid of those eyes, is either a complete foal, or Rainbow Dash."

It was true. Every word Rarity said was true. Twilight remembered when she first saw Sombra's eyes. She and her friends were running from a cloud of dark magic in a snow filled wasteland, trying to reach the safety of the Crystal Empire behind Princess Cadance's shield. As they ran the cloud came closer and closer. It was then Twilight turned around, and saw them for the first time.

Towering over her was a giant pair of eyes. Where there should have been white, was a neon green color. The eyes irises were colored a bright red.And each eye held a slit pupil instead of a normal rounded one. Twilight had never felt more terrified, than the moment she saw those unnatural eyes. Even discords misshapen yellow eyes seemed normal when compared to Sombra's. The eyes also had something even more strange about them. Emitting from the sides of each eye was a purple wisp of dark magic. To see such a being with dark magic quite literally pouring from its eyes, Twilight was scared. No. She was terrified. If her brother Shinning Armor hadn't stayed behind to stall the clouds progress, Twilight was sure it would have captured and consumed her.

"Alright! Time for your treatment!"

Aloe and Lotus had been preparing while Twilight and Rarity talked. Twilight didn't mind that the twins had heard every word they said. Of all the ponies in Ponyville, Aloe and Lotus were the most trustworthy. Everyday they would hear their customers talking about their private lives as if the twins weren't even there. They were good at their job, but even better at keeping confidentiality. If there was an element of harmony on Secret keeping, Twilight was sure these two would share it.

In front of Twilight and Rarity were two tables. Each one had around thirty strips of some kind of green plant laid out on them. Rarity saw the look of confusion on her friends face and obliged her curiosity. "Seaweed wraps dear.", she said. "They'll work wonders on your coat and mane."

"Have you done this before?", Twilight asked, still unsure of the odd smelling plants in front of her.

"But of course!. How else do you think i keep myself looking so glossy and chic", Rarity exclaimed while rubbing a hoof through her fur coat.

Twilight laid back in her chair as she closed her eyes to relax.

Aloe slowly began applying the seaweed to Twilight's body. Starting at Twilight's hind hooves and working the wrappings up toward her mid-section as her sister Lotus did the same to Rarity. Twilight shifted her weight several times. She felt rather uncomfortable, but she just blew off the feeling as this being a new experience to her. Little did she fully realize that this feeling was all too familiar to her. As Aloe continued to apply the wrappings, she began tightening them around Twilight's body to ensure that the seaweed dug deep enough through Twilight's fur to feel its full effect.

By the time Twilight's chest was covered in the watery plants her breaths had become shallow, and her heart beat began beating violently in her chest. Twilight felt breathless. She couldn't breath correctly. As Aloe started to cover Twilight's neck with the seaweed, Twilight quietly asked the pink twin to stop. Aloe didn't hear her and still continued to apply the seaweed to Twilight's neck. "P-please stop", Twilight said a little louder. But Aloe was lost in her work. Unable to hear her customer weakly gasp for air as she continued to apply and tighten the seaweed to her body.

Twilight closed her eyes for a few seconds, but when she opened them again, she saw a sight far diffident than the one she remembered before closing her eyes. Twilight was back in the darkness, The tendrils creeping across her body as she felt herself struggle to breath. Twilight's body began writhing in the oily substance squeezing her. Her panicked mind unable to say anything as the tendrils continued to cling and tighten against her form. Twilight closed her eyes again, and as she opened them she saw them. The Green eyes. Blazing in front of her with their frightening appearance. The purple wisps emitting from them began to envelope her restrained body. Twilight's heart continued to pound against her chest. She had to escape. She had get away. If she didn't, Twilight knew it would mean her end. Using all of her remaining strength, Twilight took a deep breath. Focusing her magic for a spell to free her from the binds that held her. As Twilight released the spell, she Screamed at the top of her lungs.

"GET AWAY!"

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After cleaning up the destroyed clock, Spike started working on cleaning the rest of the library he called home. Dusting shelves. Re-shelving books. Polishing the wooden floors. The works. Unlike most dragons, Spike enjoyed having a clean living space. Something he had probably inherited from living his entire life among ponies. While twilight was obsessive with her studies. Spike was obsessed with keeping Twilight's work area clean and tidy. It was the least he cold offer her, having given him life and all.

There was only one more thing left for Spike to clean. And although it wasn't necessary, he still felt compelled to make sure all parts of the library were as tidy as he could make them. Moving over to one of the bookshelves, Spike began shifting some books around until he had made a large enough opening to reach for what he was after.

Hidden behind the books on the back of the shelf was a horse shoe shaped symbol. Spike pressed on the symbol. Causing it to recede into the wall before it revealed a secret compartment. The first time Spike had found this was when Pinkie Pie had decided to try a little cloning experiment that had gotten way out of hoof. The book that the compartment once held was now a part of Twilight's personal collection of books. What the compartment now held was something far more dangerous.

Inside the hidden area sat a large glass dome. And inside the dome lay a device that had almost caused the very destruction of Ponyville. The object contained by the glass dome was small, but none the less, powerful. A large portion of the item dawned a large crimson diamond cut crystal. Atop it sat the sculpted image of a unicorn's head, surrounded by a pair of crimson accented wings. The artifact was none other than the alicorn amulet.

Spike hated having such a dangerous thing no more than 15 feet away from his own bed, but Twilight had insisted that it be kept where she could keep a close eye on it. Though the amulet was proven to grant any unicorn great power beyond their years, it also would slowly begin to corrupt the user. Driving them insane to the point of not trusting wheels like it had done to Trixie. The pony who brought it to Ponyville in the first place in an attempt to get revenge on Twilight for upstaging her. To make things worse, it could only be removed by the its wearer.

Before closing the compartment, Spike ran a small feather duster through it. Clearing away the old cobwebs that still lingered from the first time he had opened it. "At least Twilight would never do something as crazy as using the amulet." Spike thought to himself.

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"Twilight? Twilight are you alright?"

Aloe had stopped applying the seaweed to Twilight's body when she noticed the lavender unicorn gasping for air. She looked on in horror as the gasping unicorn began shaking violently within the seaweed she was wrapped in. But just as Aloe thought she should call a doctor, Twilight stopped shaking.

By this time, Rarity had freed herself from the seaweed by carefully cutting it with a pair of scissors she had levitated over to herself. Rarity, Aloe, and Lotus stood over Twilight's unconscious form. Unsure of what to do. Twilight was still breathing, but her breaths sounded shallow and labored. Rarity began to pull on the seaweed, trying to free her friend. But before she could make much progress, Twilight's eyes shot open.

Twilight's eyes Were Glowing a Bright lavender color, as she took a large breath before screaming.

"GET AWAY!"

The three standing over Twilight were thrown across the room with a concussive force that would've rivaled that of the royal Canterlot voice. Rarity looked on with horror as she saw blades of purple magic shred the seaweed around Twilight into a thousand pieces. No. Not shredded. Rarity looked harder. The seaweed wasn't just cut, it was disintegrating until it no longer ceased to exist. With the binds gone Twilight began levitating upward. Her head was mere inches from the ceiling, when Twilight's horn began to glow a dark lavender. With an ear piercing scream, Twilight's horn shot out a ray of energy above her. Creating a hole nearly five feet wide in diameter through the roof of the spa.

Her magic spent. Twilight's limp form fell. She hit the ground with a deep thud, as she drifted back into unconsciousness.

Author's Note

Hows that for chapter two? spent all night writing this. its now 3:04am as i write this sentence.

I gotta say. I love how this chapter turned out. Much better than i had thought it would be when i started. anyway. hope you liked it. im not going to do any proof reading on it right now cause im tired and i want to post it. let me know of any major errors in the comments and ill see to them later.

By the way. Did you notice that twilight never ate breakfast? yeah... i don't like breakfast. ^3^

Next update can be expected this weekend. dec 14-16

Memories of Fear

Chapter 3: Memories of Fear

Canterlot, the pristine capital of Equestria. If being the capital didn't impress a pony, the fact that it was built on the side of the tallest mountain in Equestria would. The capital was built nearly a thousand years ago some time after the first rise and fall of Nightmare Moon, the evil princess of the night. The placement of the capital served as an example to all ponies of Equestria that their Princess of the Sun was the most powerful being in all of existence. Legend had it, Canterlot was built single hoofedly by the Sun Princess herself in a single days time. Some say that legend was highly exaggerated. Some believed every word. There was really nopony still alive who knew the true story. Save for two.

Princess Celestia, The princess of the sun lived in the most notable structure in all of Equestria. Canterlot Castle. It was here she would spend her days and nights ruling over her subjects from behind the high castle walls. As high and mighty as she was, the Princess was not so much a ruler as she was a caring mother. Everypony loved the sun goddess, and she in turn loved them. Princess Celestia would cringe at even the thought of her little ponies in any sort of pain. She devoted her entire life to her subjects by building a world in which they could feel safe. From the moment they woke, to the moment they drifted back into sleep for the next day.

It was a good life being a princess. The best beds. The best food. The best... everything. But Celestia was not one to desire such things. Yet this modesty in turn simply made her subjects want to give her more. Everyday ponies would bring her gifts for being such a benevolent ruler. In time however, it became too much, and Celestia was forced to actually write laws to prevent ponies from showering her with such gifts. Lest her subjects start giving up their own children for her.

Yet where Celestia was loved, there was another princess who did not receive such praise and admiration. Princess Luna, Celestia's sister, the alicorn godless of the night, and at one time Nightmare Moon. Long ago, when the capital of Equestria was centered around what was now known as the Everfree forest, Princess Luna ruled by Celestia s side. Celestia ruled over the day, while Luna was given the night as her domain. In time Luna became irritated with her rule over the night, Where ponies would frolic and play during the daytime, they did nothing but sleep when night fell. As if they didn't care about the beautiful night the moon princess gave them. Distraught with jealousy, Princess Luna attempted to usurp power from her sister. An attempt which failed miserably. Luna was banished by her own sister. Sent to exile for a thousand years upon the source of her power. The Moon.

One thousand years later, Luna, who had taken the name of Nightmare Moon, returned to recreate Equestria under her blanket of night. Celestia had prepared for this moment however. Finding six ponies who would wield a great power known as the Elements of Harmony, to cast down Nightmare Moon once and for all. Having another attempt for power fail, Luna apologized to her sister for her foalish behavior.

With her sister back by her side again, Celestia had thought things might return to normal.Yet ponies did not forget easily. Many still believed Luna to be the evil Nightmare Moon. The dark alicorn who would stop at nothing until all of Equestria bowed before her. Celestia knew that it would take time for them to accept Luna. After all, until now, the only mention of the second princess for a thousand years was under the name of Nightmare Moon. It would be hard, but Celestia still had hope that her sister would one day earn the love of the ponies she had once tried to control.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Princess Celestia sat in her private quarters. It was unusually quite in Canterlot today. No meetings. No scrolls to sign. Not even the complaint of some plushy noble who thought he deserved more land for his mansion. For once Celestia had some time for herself. The Princess sat at a large desk, as she happily drank a small cup of tea while humming a song she couldn't remember the words to.

Using a microscopic sliver of her magic, Celestia opened the window near her. She smiled has the warm air blew across her muzzle. It was almost always sunny in Canterlot. Usually because the weather pegasi worked around the clock to make sure no rain would cloud a single day for their princess. She made a mental note to herself to send a request for rain. If she didn't the weather teams would end up letting Canterlot burn from a lack of water. Celestia thought back about 50 years to the great fire of district 4. A whole district was wiped of the map because of a neglect to give rain when it was needed. The district was rebuilt, but it was never the same as it was before the fires.

Celestia found it strange she was thinking about such dark events on such a beautiful day. She thought perhaps she felt a little guilty for having time to herself. Before her sister Luna returned to Equestria, Celestia had had so much to oversee that the only time she had to herself was when she slept. Luna had wanted to take many of Celestia s drab and boring jobs as a way to pay her back for the one thousand years Celestia had to do them all alone. Celestia could still remember the gleam in her sisters eyes when Luna had asked to become the first receiver of Twilight sparkles friendship letters. Luna had wanted to know more about Twilight Sparkle and her friends after visiting them on Nightmare night last year. Celestia was so proud of her student for creating such an interest in friendship for Luna. She knew this would be a great turning point for her sister's life. One for the best.

"Hmm.... Twilight Sparkle...", Celestia thought.

It seemed like just yesterday that she had met the Lavender Filly. It was when young Twilight was auditioning for enrollment in Celestia's own magic school for gifted unicorns when the two first met. Twilight had shown a great magic potential when she not only hatched the dragon egg used to assess new students, but also made the dragon grow to full adulthood in mere seconds.

Age spells were extremely difficult to master, and even though Twilight did it only accidentally, Celestia knew that this unicorn had great potential. And right she was. Twilight not only freed Princess Luna form her Jealousy. She had also stopped the embodiment of chaos, Discord, from destroying everything Celestia had worked so hard to create. Twilight further exceeded expectations when she saved the Crystal Empire form the dark King Sombra by locating the Legendary Crystal heart. The credit was given to Spike of course, but Celestia felt that having Twilight's image immortalized in three stain glass windows might make the fame go to her head. So instead she gave the credit to spike. It was him who brought the crystal heart to Princess Cadence after all. So Spike should have at least gotten something for showing such bravery against King Sombra.

"King Sombra.", Celestia said with a snort of her nostrils. "He had so much potential as well. If only h-"

"Sister!"

Celestia didn't even have time to finish her sentence as Princess Luna burst in through the double doors of Celestia's room. One of the doors unhinging in the process.

"Luna? What is it?", Celestia asked. Celestia stood from her desk at seeing the concern on her sister's face.

Luna approached her older sister. Her horn glowed as she pulled out a scroll and promptly shoved it close to Celestia's face as she opened it with her magic. Celestia quickly began reading over the scroll floating inches from her face.

Dear Princess Celestia,

Please help! Something has happened to Twilight! I don't have time to explain in a letter. Just please come to Ponyville as quickly as you can!

Sincerely, Spike.

Celestia read over the letter three times to make sure she hadn't missed anything. The writing was sloppy and there were several spots on the scroll where the quill had been pushed too hard against the paper, punching holes through it. When she finished reading the letter, Celestia looked up from the scroll to her sister. A serious look forming on the sun goddesses face.

"Pack quickly Luna. We leave for Ponyville immediately."

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

"What happened? Where am I? And....argh....why does my head hurt so much?.....

These where the thoughts of Twilight Sparkle as she slowly awoke from what seemed like the deepest and most relaxing sleep of her life.Though Twilight's eye lids were now half open, she was unable to make out a single detail of the space around her. Her vision was blurred and her head was in too much pain to think clearly.The little light visible in the room Twilight assumed it was past nightfall. From the feeling of the bed she lay in, Twilight logically assumed this was her bed. How she had gotten here, however, was a complete mystery to her.

Twilight just continued to lay in her bed. Any form of movement toward getting up only made her head hurt worse, so she decided lying still was the best option. Twilight felt not only completely exhausted, but also completely drained of any magic her small lavender body once held. The last thing Twilight could remember was talking with her friend Rarity, and then... nothing. Her mind drew nothing but a blank picture in her thoughts.

As Twilight sat in her bed completely unaware of her surroundings, she soon felt a presence in the room with her. Looking to her left bedside, Twilight watched as the large form of somepony quietly loomed over her. Watching her. Even though she still couldn't see well, Twilight wasn't afraid of the unknown pony leaning over her. The pony's presence itself felt so warm and inviting.

From what little Twilight could make out through her impaired vision, she was able to deduce that this pony was a unicorn. A very large unicorn. Around the strange unicorns head was a great billowing mane of many colors.Twilight continued looking over the large unicorn. staring down the unicorns neck and around its shoulders until she saw-

"Wings?", Twilight quietly whispered through her breath.

This confused her for a few seconds until her vision finally began to clear and she finally saw who exactly was looming over her.

"Good morning my most faithful student. Did you sleep well?"

"Princess Celestia?" Twilight asked out of the pure shock of seeing the most powerful being alive standing at her bedside. Twilight wanted to reach out and hug the princess, but her pounding head kept her at bay beneath the covers.

"What are you doing here?" Twilight weakly asked.

"Later Twilight. For now you need to rest. If im guessing correctly your head probably feels like its been hit by a falling tree. Yes?" Celestia playfully answered.

Twilight smiled and nodded her head slightly. She didn't want to go against the Princesses wishes. If her mentor thought she needed to rest, it was probably true. Twilight closed her eyes before slowly falling back into a deep sleep once more.

-_-_-_-_-_-_-_-_-_-_-_-_-

It wasn't until around noon the next day that Twilight began slowly descending the stairs from her room on the second floor of the library. The library its self looked the same as it always had, except for the seven ponies all seated around a large round table in the center of the room. As she reached the bottom step, Twilight was assaulted by the voice of a very anxious pink earth pony who was all too glad to see Twilight awake.

"Oh my gosh! Twilight girls! It's Twilight! Oh Twilight we were sooo super worried about you when we heard you turned into a giant floating laser beam! At first i was all like 'no. not Twilight' but then I thought Duh! Twilights' a unicorn! She shoots lasers all the time! Like the time when we were attacked by all those funny changeling things and i grabbed you tail and started sh-"

Pinkie was quickly silenced as an orange hoof clamped over the Pink pony's mouth.

"Wut Pinkie here means to say is, its good to see ur alright Twilight." Applejack said as she held back Pinkie Pie's voice. The pink pony still trying to speak through the orange hoof forced over her mouth.

"Oh course she's alright! Our Twilight is tougher than any other pony in this room. Myself and the Princesses excluded of course." Rainbow Dash proclaimed from her spot at the table.

"Speaking of Princesses", Twilight looked over at the two large alicorns seated at the table in front of her. "What are you two doing here? N-not that you aren't welcome princesses! I just....uh..." Twilight quickly added in a panic before Celestia raised a hoof to silence her student.

"Its quite alright Twilight." Celestia assured her," Perhaps we should start at the beginning. Miss Rarity? Would you kindly tell Twilight what you told all of us?"

Rarity nodded before retelling the horrific event she had witnessed.

~ ~ ~ ~ ~ ~ ~ ~

Twilight collapsed onto the ground. After several seconds had passed, Rarity rushed over to her fallen friend.

"Twilight?! Twilight, can you hear me?!", Rarity cautiously asked as she placed her hoof on the side of Twilights neck. She could faintly feel Twilights pulse against her hoof. Her friend was alive, but just barley. Twilights pulse was slow. And as the seconds went by it only seemed to slow further.

"Aloe! Lotus!", Rarity ordered, "Go find Nurse Redheart immediately! I'll stay here with Twilight. Please hurry!"

The two spa ponies both nodded before rushing out of the building to find Nurse Redheart. Being careful not to cut themselves on the many shards of wood which now littered the floor around them.

As Rarity waited for help to arrive, she thought back to what she had just seen. Twilight had released a massive amount of pure magical energy. Though Rarity knew practically nothing about the medical field, she knew enough to know that Twilight was suffering from a severe case of magic fatigue. Magic fatigue is usually the most common side effect for when a unicorn abuses their magical power. It typically occurs in young unicorns who first learn how to use their magic. using too much magic within a few hours, or trying to use a spell far too advanced for their own bodies to handle correctly is usually the cause for magic fatigue.

Rarity still remembered the first time she had overused her own magic. She had tried to levitate a gigantic cookie jar down from the high cabinet in her parents home. She had practices levitation spells with feathers, but the ten pound jar was too much to handle. Not only did she drop the jar, but Rarity had a pounding head ache for the next week. Most unicorns are too young to do any real damage to themselves, but Twilight had released enough magic that Rarity was amazed that Twilight even had a body left.

Minutes went by, and there was no sign of Aloe and Lotus returning. Twilight was only getting worse with each second. Rarity was just about to leave to find more help until, as if right on cue, Rainbow Dash entered the spa through the very large hole Twilight made in the roof.

"What the hay was with all that big flare in the sky!? I could see it all the way in cl-" Rainbow Dash ended her statement there when her eyes fell on Rarity and the unconscious Twilight. "Rarity? What happened to Twilight?", she asked while hovering just over the two of them.

"There's no time Rainbow!", Rarity snapped, "Hurry and find Spike and tell him to send a letter for help to Princess Celestia! Then come back here and help me get Twilight back to the library!"

Rainbow wanted to stay put until her friend told her what had happened to Twilight, but the glare Rarity was giving her quickly put an end to those thoughts.

" Got it.", Rainbow said before taking off towards the Library. A thin Rainbow trail following her as she left.

~~~~~~~~~~~~

"And after Rainbow returned, she flew you back here to the library where we met the Princesses waiting for us." Rarity said as she finished telling her story to the now very confused Twilight Sparkle.

Twilight put a hoof to her mouth as she tried to remember anything from the story Rarity had just told her.

"I put a hole through the spa's roof?, Twilight asked doubtfully. Her friends and the Princesses all nodded their heads in unison. "Then how come I cant remember anything past talking to Rarity about my nightmares? I mean I get not remembering what happened to me while i was unconscious, but how could I just forget doing something so destructive?"

Princess Luna Spoke up to give the answer Twilight was seeking, "The pony mind works hard to block out memories it does not with to see, young Twilight Sparkle. Perhaps it had something to do with these Nightmares we've been hearing about from your friend?"

Twilight felt a little betrayed by Rarity for telling them about her nightmares, but she quickly cast those feelings aside. After all, Rarity was only trying to help her. And for that, she was very thankful.

"I don't know," Twilight answered, "Possibly, but I wont know unless I can remember what happened."

"Perhaps we can be of some assistance on this matter" Luna interjected," As Princess of the night, we are able to view what ponies dream. In this sense, we can also access the thoughts and memories of any pony we so choose. So long as they willingly subject themselves to us."

Twilight looked at the Princess. A look of determination burning in her eyes."Do it." was all Twilight said to Luna.

Luna walked over to the lavender unicorn sitting at the table." Are you certain? Unlocking what your mind wanted forgotten could do untold damage to your psyche. Do not be so rash in this decision Sparkle.

Twilight merely shook her head. "No. If it can help my friends and I understand what happened to me. I'll take any risk." Twilight said.

"Whoa there partner.", Applejack argued, "Maybe ya'll should listen to what the princess is sayin. I dont know much about pony brains, but I do know its not good to be poking around bad memories".

Twilight looked at her friend. She understood her friends concern, but she knew she had to do this. If not for herself, for her friends own safety.

" Applejack. What if Rainbow had been flying over head when I shot that magic into the sky?" Twilight felt tear almost come to her eyes as she thought about such a possibility.

"But I'm fine Twilight." Rainbow assured her.

Twilight stamped a hoof on the ground. "But 'What If'!? I cant go around Ponyville knowing that at any time i could hurt one of my friends in a random magical explosion. This time it was only a building, but what about next time? I couldn't live with myself if any of you got hurt because i failed to act."

Celestia smiled, "As Noble as ever, my faithful student." Celestia looked over to her sister. They both nodded together as Luna moved to start unlocking the hidden memories of Twilights mind.

"You may feel some discomfort Twilight. It is quite natural.", Luna stated before beginning.

Twilight swallowed hard and nodded. Letting the princess know she was ready.

Luna placed her right hoof against Twilights forehead. She closed her eyes as she began concentrating on gathering the magic required for such an advanced spell. After a few seconds, Luna's horn became surrounded by a navy blue aura of energy. Luna then opened her eyes, revealing them to be glowing with the same dark aura that encased her horn. Twilights eyes did the same in turn.

Twilight's friends looked on in wonder and worry. Except Fluttershy, who was hiding behind Applejack.

"Wha-..what if something goes wrong?", she asked timidly. What if instead of Twilights memory being returned, what if she forgets who she is or who we are?"

Applejack looked back at the cowering yellow pegasus behind her. "Now don't you worry surgarcube. I'm sure the Princess knows exactly what she's doing. Our Twi would never forget about us. Not in a million years." she assured her. Applejack looked back at Twilight and the Princess. She was hoping that what she told Fluttershy would be true.

As Luna continued to focus her spell, the dream world of Twilight's mind came into focus inside her own mind.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Princess Luna found herself once more inside the familiar dimension she called her second home. She was inside her own mind. Her minds realm could be described as a home because, in a sense, it was. Whether it was because of the spell she used or the actually structure of pony minds, her mind resembled that of a long white marble hallway. Along the hallways were various doors and even furniture. Luna never truly understood why the dream realm needed furniture, but it was here that she spent most of her time while imprisoned on the moon as Nightmare Moon. So she wasn't complaining.

As Luna started down the hallway, she passed by the many doors that lined the walls. Each doorway was unmarked and held no handle or knob. The only thing on the surface of each door were small deep holes that acted as the doors locks. In order to open a doorway, Luna would have to insert her own horn into the lock to open each door. Each door contained not more rooms,but memories. Even though each door was unmarked, Luna somehow knew what memory was where. How she knew this was unknown to her, but at least it made it convenient to study her own past.

As Luna walked further down the corridor, the doors and furnishing became less frequent as the walls around her began to turn from a bright white to a dark grey hue. It was here she approached her destination. The walls and ceiling surrounding her came to an abrupt end as Luna came face to face with the great chasm. It was here that Luna would cross over into Twilight Sparkles mind.

There would be only one way into the realm of Twilights memories. Luna would have to cross the white ethereal bridge which connected their two minds. The bridge was small. Only about three feet wide and almost fifty feet long. Surrounding the bridge was what Luna simply called, 'the void'. A black bottomless,topless, and side-less, room of absolutely nothing. When Luna first visited this place thousands of years ago, she had created a magic bird to see how far down the void truly was. She had commanded the bird to return after it had reached the bottom, but even after thousands of years, the bird never returned. Even now, Luna believed that bird was still flying down into the void. Still following the orders of her master.

To make things worse in the void, flight was impossible. No matter how much Luna attempted to fly or even levitate herself with magic, the void simply did not allow it. If Luna fell from the bridge, she was sure she would fall forever. Her conscience would be lost forever. Unable to return to the real world. Luna took in a deep breath. Summoning her courage, she slowly crossed the bridge.

Once Luna's hooves were firmly planted on the other side of the bridge, she was finally able to relax a bit. The worst was behind her. At least until she had to go back. Slowly, the Princess walked down the grey corridor. The sound of her hooves echoed slightly with each step she took. After about thirty feet or so, the corridor began to change from the dark grey into an almost pink marble color.

Soon Luna found herself surrounded by the doors that led to each of Twilight's memories. Luna paid these brown doors no mind and simply kept walking forward. Luna wasn't looking for just any door. She needed to find a locked door. A door that contained sealed memories was not an easy door to find. Unlike her own memory doors, Twilight's doors were completely foreign to her. She had no way of knowing what was behind each door. Luna could see anything from Twilights first memory, to the last one she had before submitting to Luna's spell. Luckily for Luna, every pony mind was shaped nearly the same as her own. Luna herself was no stranger to sealed memories. She had a few locked away in her own mind from when she did certain actions as Nightmare Moon. Memories she knew should be kept closed to her. No matter what.

After what seemed like hours of wandering, Luna came upon her destination. Just like the expression of pushing memories to the back of ones mind, the same applied in the memory realm. Located at the very end of Twilights memories stood a wall. The wall was covered in what appeared to be some kind of black goo. Sitting in the center of the wall was a red door. The door itself was covered in thick black chains. Every few seconds, the door would expand forward and then retreat back as if the door itself was breathing.

Luna slowly stepped toward the door. She slowly let eyes wander from the doors center to its edges where the chains were fastened to the black wall. One by one, Luna penetrated the locks holding each chain with her horn. One by one, the chains fell to the floor before disintegrating into fine dust particles. Without the chains holding back the door, only one lock remained. Luna slowly inserted her horn into the lock at the center of the door until she heard it click. She stepped back as the door opened in front of her.

Sitting on the other side of the door, Luna saw only darkness. She leaned in to try and get a better look. There was nothing but empty darkness. Luna continued staring forward through the door. Was this it? All this effort for an empty room? Luna was hoping she would at least see a spider or something. But there was nothing.

"One should at least knock before opening a closed door."

The cold voice made Luna freeze in place. Every muscle in her body completely stopped. She was sure her heart had even skipped a beat. Luna looked harder into the dark nothingness as two green eyes opened in front of her. If there was anything Luna was certain of during her entire life, it was that she should run. Now.

Luna took off back down the hallway as fast as her legs would carry her. Behind her the door had exploded outward as a hundred black tendrils clawed across the walls and floor of the corridor. Luna didn't even want to think about what would happen if she became trapped inside Twilight's mind. So she kept running.

As the tendrils began to close the distance towards Luna, the princess saw her goal approaching ahead of her. The void. Luna stepped out onto the bridge above the void before stopping. Using all of her alicorn strength she reared up her front hind hooves before smashing them back down against the bridge as she started running once more. The tendrils reached out to catch the bridge but were too late. The Bridge was beginning to shatter into a thousand pieces behind Luna as she ran for her life.

Luna could feel the bridge becoming more and more unstable with each stomp of her hooves against it. She wasn't going to make it. The bridge would collapse long before she could reach the other side. With the last of her strength, Luna jumped. Even though she knew her wings couldn't help her she flapped them wildly hoping that some miracle would allow her to take flight. Luna flew through the air for what seemed like minutes until her body was hit hard against the ledge of her minds territory.

Luna used what little she had left in her fore legs to shuffle up onto the ledge. Once she was back on stable ground she quickly let go of the spell keeping her tied to the realm of memories. Luna watched as the world around her shattered as the spell was dropped.

~~~

Twilight and Luna were both thrown in opposite directions. Each of them landing hard on the library's wooden floor. Celestia rushed over to her sister as Twilights friends did the same towards Twilight.

Twilights five friends looked terrified as they saw Twilight laying motion less on the floor. Fluttershy reached out to try and wake her friend up just before Twilights eyes shot open. Her pupils were as small as pin pricks as terror ran through her mind.

-_-_-_-_-_-_-_-_-_-_-_-_-

The memories Twilight's mind had sealed away returned to her in an instant. The darkness, the tendrils, the eyes of emerald staring into her soul threatening to kill her with a single blink. Twilight shot to her feet before shouting at the top of her lungs.

"Get back! All of you! Get back!", she screamed. Her eyes were darting back and forth in there sockets. Twilight used her magic, not caring how much it hurt her head, to levitate several chairs around her body before throwing them at her friends.

Applejack was the first to stand after being knocked to the ground by the wooden chair. She looked over her other friends around her. Rarity was out cold while rainbow was helping Fluttershy to her hooves. Pinkie was cowering on the floor. Her normally poofy mane hanging low around her face. Even Celestia was unsure of what to do as she watched her student rampage. Applejack knew she had to do something. This was the very thing Twilight herself was afraid would happen.

In the heat of the moment Applejack did the only thing she could think off. She ran towards Twilight. Dodging a few more chairs as she stopped just to the left of Twilight's head. Facing away from Twilight, Applejack reared up her hind legs before bucking them right into Twilight's head resulting in a knockout. The impact wasn't strong enough to crack Twilights skull, but if Twilights head hurt before, it was going to feel a lot worse when she woke up.

Seeing that Twilight was back under control, Princess Celestia looked back to her sister.

"Luna! What was it? What did you see?!", Celestia asked.

Luna lifted her head from the floor just long enough to give her answer.

"Sombra", Luna said before passing out on the library floor.

Author's Note

First part of this story was rather "blah blah blah" I know. But i Felt it was necessary to include.

I had originally planned a different ending to this chapter. but the further i got the more i realized that what i thought would take up only about 2,000 words would end up being a fully 5,000.

Again yes the beginning sucked. i didn't really enjoy it and might rewrite it one of these days.

im also not a big guy on proofreading. i do my best while writing but that's about it. ill take some time maybe next week to edit all 3 chapters.

Expect "Chapter 4: What could go wrong?" to be posted some time around Christmas.

Also. flashbacks!!! flashbacks in italics!!!!!! MWAHAHAHAHAHAHA!!!!! (i think it was in italics at least)

The Creator

Chapter 5: The Creator

Everything had gone according plan.

As powerful as he was, Sombra knew he would be a fool if he didn't think of some sort of backup plan. If he had even a single fault, carelessness wasn't one of them. As small as the chances were that someone would actually find the crystal heart and activate it, Sombra knew all too well that such a possible could occur. And occur it did.

For all logical reason, King Sombra should have died. When the meddlesome unicorn Twilight Sparkle found the crystal heart, Sombra knew he would have to begin implementing his backup plan. Luckily for him, the plan had already begun. Sombra had taken great time and put great detail into every measure of precaution to prepare for the unlikely events that would unfold if he were to lose the crystal heart.

In order to survive the power of the crystal heart, Sombre knew that he would need to duplicate his mind. It was this secondary mind that would sustain his life should his body perish. But a second mind would be useless unless there was a conduit to place it in. If there ever were a pony that could find the Crystal heart, they would have to be very smart, and very powerful. In this sense, there was no reason to put forth much effort to hide the entrance to the chamber where the heart would be held.

The crystal above Sombra's throne would serve as an excellent first stage into opening the way toward the heart. The only way to unlock the hidden chamber would be to submit ones self to dark magic. After all that power had done, Sombra was certain no crystal pony would even attempt dark magic. As long as the crystal ponies were under his control, the heart would be safe. But relying on only one door would be foolish. If there were a pony powerful enough to even open the chamber the heart was as good as theirs.

Though the heart would be lost, Sombra would not let them leave with only the crystal heart. It was here that Sombra's true trap would come into play. A doorway. It was this doorway that would spell the end for the pony who was smart enough to come even that far. Unlike the throne room's crystal, this door would only open correctly when pure white magic was cast upon it. Any attempt to open the door with dark magic would be hit with a powerful spell. It was this spell that Twilight herself had fallen victim to. One might believe that doors purpose was to stop or stall an intruder. That was what Sombra wanted them to think.

Though the door would stall any intruder, its true purpose was not such. Should the door be opened with dark magic, the pony responsible would become trapped inside an illusion of one of their worst fears. Though effective, Sombra knew this wouldn't stop an intruder smart enough to come this far. Of all emotions that Sombra liked to use against ponies, Fear was his favorite. While sadness could make a target more vulnerable to attack, and anger could make them careless. Fear was an emotion that would open a bridge right into the mind itself. Fear was how Sombra controlled most of his subjects, And fear was how he would destroy his enemies.

While the intruder in question would be trapped within their fearful illusions, the door would begin its second purpose. To feed the very mind of Sombra himself into the very pony who sought his destruction. In trying to kill Sombra, they would only give him another way to live.

Twilight Sparkle had fallen right into Sombra's hooves. With his mind implanted inside her, Sombra would live another day. Of course, there was one problem with the plan. Sombra was quite surprised when he found out just who this purple unicorn he would reside in was. Not only was this the private student of Celestia herself, she was also a member of the elements of harmony. Looking through Twilights mind, Sombra realized he needed to tweak his plans.

Originally, once his mind was safe inside his new host, Sombra would slowly take over their mind. By slowly closing off his hosts memories, Sombra would have simply just taken over. Without memories, ponies are simply empty shells. Easy to control, and easy to alter. Twilight however, changed this plan. Sombra couldn't bear to let such an important pony disappear and die. No. He would make full use of this pony, but he would need help from an outside source. Imagine the sheer surprise Sombra felt when he learned that the very instruments he needed to succeed in his plans were already in the young Twilights possession.

It must have been fate. Only fate could explain why Twilight had not only The Alicorn amulet, but the very book he needed it for. Fantasy Removal Charms.

Though he had no physical body, the dark king was sure he was smiling wider than he ever had his entire life.

-_-_-_-_-_-_-_-_-_-_-_-

It was still nighttime in the small earth pony settlement of Ponyville. Everywhere, mares and stallions, fillies and colts were asleep in their warm beds having sweet dreams. All but two that is. Through all the dark windowed homes, there was one that stood tall with its lights on. The Ponyville library near the center of town shined like a dim nightlight during the night. But for the young unicorn within, the dark was only getting darker.

Twilight Sparkle lay on her stomach on the hard wooden floor of the library, as she stared up at the dark figure that stood before her. Twilight had never actually seen King Sombra's entire form in person. When he had revealed his body from the dark smoke he usually shrouded himself in, Twilight had been stuck in a cage at the top of the Crystal empires palace. Thus she was unable to actually see the King in his true form. Seeing the King in his true form brought nothing but despair to the lavender pony. Sombra was dressed in silver armor and dawned a red royal robe. Atop his head sat a horned crown of the same silver with accents of red in its front. Unlike most unicorns who had still manes, Sombra's mane and tail billowed behind him as if being blown by some unfeeling breeze. The way an alicorn's mane would.

For the longest time, Sombra didn't move. Standing in one spot, the dark king took in deep breaths before exhaling as if in a meditative state. He repeated this action several times before he finally spoke in his usual menacing tone.

"I apologize for my poor manners Ms. Sparkle.", he said with a bow," Being dead for so long made me forget the pleasures of breathing actual air."

Twilight remained silent. Trembling as the dark king continued to speak to her.

"Allow me to introduce myself properly. I am King Sombra. The true ruler of Equestria."

Sombra's mouth flashed a quick smile before his body morphed into a shadowy form. He shot towars the cowering unicorn before wrapping his black clouded form around her.

"And you must be Twilight Sparkle", he said with a grin, "I must say, I was quite amazed when a unicorn of your age was able to find where I had hidden that wretched crystal heart. Too bad you im still alive."

Twilight trembled even more as her greatest fear violated her personal space. thought he was only made of smoke, Sombra's form seemed to squeeze around her own body. Finally, she found the courage to speak.

"What....what do you want?" Twilight weakly asked. She hated her own voice for betraying her, she had tried to make her voice sound stronger, but the sheer terror she was experiencing left her throat dry and weak. What really scared Twilight however, was Sombra's next words.

"What do I want? heh.... I desire many things young Twilight Sparkle.", he said with small laugh," Most of which involve me enslaving your pitiful world and killing your arrogant sun and moon princesses. But as for right now, I desire you."

"Me?!" Twilight responded,"What... what do you mean?" Twilight tried to move away from the fog which encased her, but she was still too weak to move. All she could do was grunt in pain as Sombra continued to tighten his misty body around her own. Her insides were hurting badly from vomiting the king from her body. She needed to find some way out of this. Alas, she wasn't going anywhere anytime soon.

"I need you for a very special task my dear." Sombra watched as the lavender mare struggled to move. "Of course the way you are now, the only use you have is timber wolf bait. But since I am a generous king ill help you out."

Twilight watched as Sombra's red horn began to glow with a black aura. "This is it", she thought, "He's going to kill me.", Twilight closed her eyes as Sombra Released the spell. A bright yellow beam shot forth from Sombra's horn hitting Twilight square in her back. Twilight waited for the pain she was sure would come, but was surprised when she began feeling better. Opening her eyes, she saw Sombra wasn't killing her. He was healing her. Twilight couldn't comprehend what was happening, but she wasn't complaining. This was exactly what she needed.

The Second Sombra's spell ended, Twilight shot forth a large blast of telekinetic energy at the distracted king. Sombra was flying across the room before he even knew what hit him. Sombra hit the bookcase behind him as several books buried him. Taking full advantage of the situation, Twilight quickly shot several super amplified versions of candle lighting spells at the staggered Sombra. Twilight hated to see so many books burn, but she had no choice. One by one, the flames hit Sombra. Setting his body ablaze in a fiery inferno.

But Twilight was far from done. Using her magic, she levitated a large canister of lantern oil from a nearby storage closet. With a yell, she through the canister into the flames, but no explosion came. Twilight had purposely left the canister sealed knowing she would need time to escape the blast range. Not bothering with the handle, Twilight literally tackled the libraries front door, knocking it off its hinges.

Landing outside the Library, Twilight quickly hurried to her hooves. Due to her need to be prepared, Twilight had enough oil in that canister to fill over a hundred lanterns. If she didn't hurry, Twilight would join Sombra in his premature cremation. Twilight could only estimate how far she needed to be from the bast radius, as she didn't have the time to preform the math in her head. So she kept running. She ran and ran, until after about ten second from escaping the library, the canister went off.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Twilight didn't remember much of the explosion. The last thing she remembered was running and the next thing she knew, she was on the ground up against a nearby building. Twilight looked upon the charred burning ruins of what she once called home. Luckily, the tree that the library was built inside absorbed enough of the blast that none of the neighboring buildings were set on fire as well. Her own home wasn't so lucky.

The the library had been literally split in two. what was once a tall proud oak was now nothing but two of its sides. Both sides were burning and bent outward. All around the tree were hundreds of scorched branches. Any leaves that the branches once held had been burnt away before they even hit the ground.

Twilight sat up while she looked on as her home continued to burn. "Well," Twilight looked up at the sky. It was almost morning and the faint blue color of the day could be seen," At least I made a great alarm clock for everypony." Twilight giggled at the lame joke she said aloud to herself.

"I hardly believe this is the time for laughter."

Twilight stopped cold at the voice that spoke to her. Slowly she turned around to find the source of the voice. As she looked back, Twilight saw him. King Sombra, alive and unscathed stood atop the chimney of the home behind Twilight. His black mane blowing behind him, and his green eye seeping will dark magic wisps.

"Im-impossible! I saw you on fire! How do you not have even a burn!?" Twilight exclaimed.

"Yes well, perhaps if you had attacked with the intent to kill me directly, you may have succeeded. Now, I do believe its my turn." Sombra gave Twilight a wide grin before unleashing his power once more upon Twilight.

Twilight hadn't even see Sombra's horn glow before she found herself being hurled through the air in his telekinetic grip. Twilight was slammed hard into a pile of still burning ashes. The heat singed her fur and brought tears to her eyes. Twilight tried to escape from Sombra's hold but was unable to concentrate due to the immense pain she was feeling from the ash burning her. Sombra gave his head several sharp motions to the left, his magic dragging Twilight along with it. Twilight was slammed repeatedly into the brick siding of another nearby business. Not hard enough to break any bones, but enough to keep her from casting any spells. Eventually Sombra grew tired of the repeated motion and threw her onto the ground in front of the burning remains of the library before teleporting in front of her.

"I must say Sparkle. I'm rather disappointed.", Twilight raised her head to look up at the dark unicorn standing over her, "I thought you might provide me with at least a little bit of a challenge. Especially since you're wearing that amulet."

Twilights eyes grew as wide as cantaloupes. "The amulet!", she thought, "I forgot to take it off!" Twilight reached up a hoof to pull off the amulet from her neck. As tempting as it was to use its power, she had been wearing it for too long. If she didn't remove it soon, it would begin corrupting her to the point that she might never want to take it off. Twilight grabbed a hold the amulet with her hoof and pulled. The amulet didn't unlock. Surprised by this, Twilight pulled on it with both of her fore hooves. But the amulet still remained locked around her neck.

"I don't understand." she said in confusion,"The amulet should be able to be removed by its wearer."

At hearing this, Sombra burst into laughter. "Foolish child. The alicorn amulet can only be removed by its owner."

"But I saw Trixie remove it, so why cant I ?!", Twilight asked as she continued to pull on amulet.

Sombra continued laughing even harder, "I don't know who this 'Trixie' is, but she was only a temporary owner. With the amulet cut off from my magic for over one thousand years during my entrapment in the arctic north, the amulet was allowed to be controlled by others. But now that I have returned, the amulet will only answer to its true master's call."

Twilight looked at Sombra puzzlingly as he spoke. Then the realization of what he was saying hit her head across the head. "Wait, you're not saying!..."

Sombra smiled wickedly, "The alicorn amulet is mine. I created it. Only I can control when it can be used. And only I can remove it from your neck!"

((be sure to read the authors notes))

Author's Note

Yes. im using part of the Sombra/alicorn amulet theory. I just love it so much.

Useful info for understanding this chapter: The alicorn amulet episode of mlp is taking place BEFORE the crystal empire episodes. that's the best way i could make this story work.

I originally intended this chapter to be much longer, but due to procrastination, i started working on it late and i don't want to be up till 3am writing it. so instead, im splitting this chapter in two.

I recently got the game "Okami" on my ps3 and im loving it! I want to play it some more before I go to bed. If you have a ps2 ps3 or wii, GET THIS GAME! ive always heard the game is fun. well its even more fun than that.

Anywho. I'll try not to procrastinate and actually make a full chapter next weekend. Thank you for reading my story for this long.

Btw. I also have a pony facebook page. I own the largest Filly Princess Celestia page on facebook. Im freaking adorable. give it a like. (if you care that is. if not, to each his own!)

Link: https://www.facebook.com/pages/Filly-Princess-Celestia/287887534563339

Later. and give me a thumbs up if you like the story so far. Thanks!

Ascendancy Through Fear

Ascendancy Through Fear

Chapter 6: Ascendancy Through Fear

Celestia woke as the sound waves of an explosion shook through walls of the Carousel Boutique. The Princess had been startled so badly that she'd almost retaliated by setting the bed she slept in on fire. Still half asleep, the Princess rushed to the nearby window. Outside, it was still to dark to see much of anything save for the faint glow of red and orange reflecting against a tower of billowing smoke. The column of smoke was gigantic, reaching nearly a mile into the air before spreading outwards to blot out a large portion of the starry sky.

Looking toward the source of the smoke, Celestia could easily tell the distance from where the explosion had occurred. Though Celestia had never memorized the layout of the small earth pony village, she could still easily tell where the smoke was coming from. The Ponyville library, Twilights home.

Celestia wasted no time to spring into action. She moved quickly over the bed rooms doorway only for it to be opened by another pony instead. Luna, also woken by the sound of events outside, stood in the door way of Celestia's room.

"It's Twilight sparkle isn't it? We knew we shouldn't have let her do this alone." Luna said to her older sister.

She was right. Luna had wanted her sister to be there when Twilight attempted to rid herself of he darkness in her mind. Twilight had already gone out of control twice, but Celestia still couldn't say no to letting her student do this on her own.

"Yes Luna, I know. But that is the past. We must now focus on the here and now. And right now, Twilight is probably creating a danger for herself and everypony in this town. If I don't stop her, she could end up killing somepony." Celestia said eagerly.

You mean 'We' sister." Luna interjected, "We are both going to help young Twilight."

"No Luna. As much as I desire your help, you are still too weak to even fly. Let alone stop a rampaging Twilight Sparkle."

"But sister I-..."

"Not another word. If you wish to help, then please gather Twilights friends and have them help you evacuate the area. I will handle Twilight."

Luna opened her mouth to argue, but quickly shut it again before nodding in obedience. Celestia was Right. Luna was still too weak to be of any help to her sister. Though her mane had begun to etherealize again, She was still no match for even a Timber wolf. Besides, arguing would not help the situation. Time was of the essence, and the two royal alicorns had no time to loose.

Without another word, Both Celestia and Luna Left the house to go their separate ways. Luna to Surgarcube Corner where Twilights friends were, and Celestia to the Library.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Of all the mistakes Celestia had made in her life, that one had to be the most idiotic. After leaving the Carousel Boutique, Celestia had decided to take to the skies in order to reach the Library on the other side of Ponyville. But what would have only been around a two minute flight had become a thirty second failure. The moment Celestia had flown into the smoke leading the Library, she began coughing violently until she was ultimately forced to land. Now short of breath and barley able to see from the burning of smoke in her eyes, Celestia made her way on hoof toward her student.

Normally a run through Ponyville would be no more than seven or eight minutes, but adding up the factors of blinding smoke, coughing lungs, and disorientation from inhaling large amounts of carbon dioxide, Celestia was taking nearly three times as long. All the while Celestia continued to send a message to any pony she saw to evacuate the area away from the smoke. By this time the streets were beginning to flood with dozens of ponies who had all woken to the loud explosion. Celestia saw Fathers and Mothers dragging there crying foals through the smoke covered streets as they attempted to evacuate.

Celestia stopped only twice in order to help extinguish a few rooftops that had caught fire from falling debris. But otherwise carried on. The whole time Celestia traveled however, she couldn't shake the feeling that this smoke seemed almost unnatural. Though she was sure that the explosion had been real, the resulting smoke did not seem to be from the fires. Normally, smoke simply lifted up and away from a fire. The smoke Celestia was now submerged however, seemed to purposely linger on the ground. Linger as if it was being told to stay low.

Not only did Celestia notice how unusually low the smoke was, she also took notice of a very strange occurrence of where the smoke was. The streets that Celestia ran down were indeed covered in a thick layer of smoke, but nearly all the alleyways she passed were nearly void of any smoke at all. Risking the loss of another minute, Celestia decided to turn off into one the adjacent alleys.

Just as she thought. Almost immediately after entering the alley, smoke quickly filed in after her. There was no doubt in Celestia's mind now. The smoke was being controlled. And its purpose, was to slow her down.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

If Twilight was scarred before, now she was terrified. Not only was she alone with the pony she feared most in all of Equestria, but she was also at the mercy of his control. The alicorn amulet was locked tight around her neck. There would be no removing it unless King Sombra himself willed it. Worst still, even if Twilight wanted to use it, she would be unable to unless Sombra allowed her to do so. All Twilight had now was her regular magic and her mind. Both of which were severely handicapped in her state of anxiety.

"What do you mean you created it?", Twilight asked.

Sombra stared at her with a grim smile before answering.

"I mean just what I said. The amulet is my creation, and only I have the authority to control how it is used."

Twilight, finding a small drop of courage, took the moment to do the one thing she knew she shouldn't. She taunted the King.

"So what," she said with a slight grin, "It doesn't matter if I cant use the amulets power against you. I still have my own magic. And that is something you will never control!"

Twilight soon found her self on the ground once more. The dark king pressing her face against the ground with one of his armored hooves. He had moved so fast, Twilight didn't even have a chance to defend herself.

"Foalish girl. The amulet is far more impressive than just that. The magic you receive from wearing the amulet is only a taste of its true power.", Sombra pushed Twilight's face into the ground one more time before stepping off of her. As the king moved away a gleam of inspiration twinkled in his emerald eyes, "Perhaps, a demonstration is in order?"

Sombra's horn began glowing in a black aura as he focused on the spell he would show the terrified Twilight. Twilight looked down to the amulet around her neck to see it to was glowing in a similar aura.

"What are you doing?!" Twilight asked in terror.

In an instant, Sombra was once again right next to the lavender pony. This time he looked her directly in the eyes as his own face hung mere centimeters from Twilights.

"I'm doing what I do best my dear. Breaking you!"

At that moment, black tendrils of pure darkness shot forth from the amulet around Twilights neck. The tendril flew outward in a three foot radius before turning back toward the pony who bore them. One by one, the tendrils stabbed their way through Twilights back like knifes.

Twilight shrieked out in pain as each tendril wormed its way through her body just under her skin. Every movement they made inside her, Twilight felt it. She felt as one tendril forced its way into her chest cavity. Wrapping around her quick beating heart before tearing through her left lung. Another Tendril worked into Twilight right foreleg, snapping ligaments and blood vessels as it went like they were a child's toy while a third tendril crawled under the skin of Twilights face .Ripping open her cheeks and threatening to crush her eyes in their sockets. Several more tendrils simply kept a repeating motion of stabbing strait through Twilight's entire body before turning around and stabbing her again like a needle stitching cloth.

There was blood, more blood than Twilight even thought she had. Each new wound to her body sent pint after pint of life sustaining liquid flowing out of her body. Each stab to her body made Twilight cry out in agony until finally her lungs had been ripped into so many pieces, sound was impossible to make. Eventually Twilight just lay there. Writhing in pain as her fur was stained red by her own blood.

Sombra looked on at the sight he was seeing. It had been so long since he'd seen another pony bleed, he had forgotten the sheer pleasure he sought in it. The smell of blood in the air was intoxicating. So much so, he thought about impaling himself just to smell more of it. But time was of the essence, and young Twilight was on the verge of death. All of Sombra's efforts would be wasted if he allowed himself to let the unicorn die. Sombra focused his magic once more. This time, in a faint golden color.

The amulet around the blood soaked Twilight glowed in the same aura that now surrounded Sombra's horn. With one final push, Sombra's spell was released. Slowly, the amulet surrounded Twilight in an orb of golden light for several seconds, before fading away. With the blinding golden light gone, Twilight was able to see herself once more. She gasped in pure shock as she found herself standing once more. All the wounds that Twilight had received, all the blood that once stained the ground beneath her, all the pain she felt. It was gone. Twilight was completely healed.

Twilight looked back to the king. She couldn't understand. This was the second time that night that Sombra had healed her. The second time after he himself brought forth the injuries. Why would he nearly kill her, only to heal her back to full health? It was a question that Twilight soon found herself saying aloud.

"I don't get it.", she said,"Why don't you just kill me and get it over with? Why do you bring me near death if you're just going to heal me?"

Sombra moved closer to Twilight. Another grin forming from his mouth. "As I told you once before my dear. I need you for a very special task. I cant have you dying just yet. What you felt just now is what I like to call, a learning spell. Each time it is used, you will learn to be more obedient. To put things simply, You will do exactly as I say Twilight Sparkle, and if you should refuse....well...." Sombra's horn glowed black once more as tendrils shot forth briefly from the amulet before receding back inside once more. "You get the idea."

Twilight trembled in silence. Would he really do that again? Make her fall into the depths of agony just so that she'll obey? And for what purpose? What did Twilight have that Sombra didn't? Twilight couldn't take it. As strong as she was mentally, there was no way she would be able to keep her sanity if Sombra unleashed the spell again. Twilight was afraid. Afraid for Equestria's well being, afraid for her friends safety, but most of all, she was afraid of Sombra.

Sombra brought a hoof to hold up Twilight's head from below her chin, "So now. What will it be? Will you be good little pony, or will I have to break you further?"

Twilight said nothing. Could say nothing. All she could see before her were Sombra's red and emerald eyes glaring back at her. The very eyes that would threaten to drive her into madness.

Sombra waited for Twilights answer, but he was soon growing impatient. ."Hmm... Perhaps you require a different lesson.", he hissed menacingly.

Sombra made his horn glow black once more before unleashing his power upon the powerless Twilight for a second time. The tendrils burst forth from the amulet once more. But instead of cutting Twilight to pieces, they took to a different tactic. Slowly, they begin to swim through Twilight's fur coat until each was rooted tightly against Twilight's skull. One by one, the tendrils begin pulsating. Slowly at first, but gradually increasing in speed.

Twilight began screaming louder than she ever had in her entire life. She writhed violently on the ground as she did so. But Twilight Sparkle was not in pain. What made Twilight scream was not what was happening to her body, but what was happening to her mind.

Images of darkness and death swam through the currents of Twilight's mind. And what Twilight saw, made her want to end her own life right then and there. Twilight could do nothing but watch as the most horrible things filled herminds eye. She saw all of Ponyville ablaze in fire as ponies she knew fled from their homes. Their hair and skin on fire. Not only could Twilight see it, she could smell it. She could smell the flesh of burning ponies as it blackened and sloughed off their bodies in mess of blood and gore. Twilight saw a young foal crying for its already dead mother as timber-wolfs feasted upon its still living body. As much as Twilight tried to fight back the scene she was being shown, she couldn't shake them from her mind. The thoughts soon grew more gruesome. And more personal.

Twilight saw Rarity on the ground drenched in blood. A large gash ran up her stomach allowing her intestines to spill out in the dirt. Fluttershy was next to her. At least, some of her was. Twilight could clearly see Fluttershy's head, but the rest had been melted away by some kind of acid. Nothing remained of Fluttershy's body other than the eroded remains of her skeletal structure.

Pinkie Pie, a pony once so filled with joy and happiness, laid weeping as she sat beneath the blade of a guillotine just before it dropped, beheading her in an instant, before her head rolled across the ground. A a trail of blood leading back to her headless body.

Twilight tried to close her eyes. In her heart, she knew that none of this was real. In reality she was still writhing on the ground at King Sombra's hooves. But in her mind, everything Twilight saw was real. And it was happening right in front of her.

The images of death continued to flood the unicorns mind. Twilight saw Rainbow Dash falling from a red sky as she attempted to fight off some kind of winged demons that were pursuing her. Her wings were torn and bloodied. Rainbows left wing was missing an entire forth of its original length, having been bitten completely off by one of her pursuers. The blue feathers still hanging from its mouth. Rainbow Dash flapped her damaged wings helplessly as she fell. She spiraled out of control while falling for nearly twelve seconds before she hit the ground at nearly terminal velocity.Her skull practically exploding on impact with the hard rock below.

One by one, Twilight saw her each of her friends tortured and killed in gruesome ways. When all of her friends were killed the images would simply cycle back around and play again for Twilight to see. Each one fake. Each one an illusion. Yet each one seemed one-hundred percent real. Then as quickly as waking up from one of her nightmares, Twilight was brought back to reality.

Twilight woke from the illusions gasping for breath as tears flowed from her eyes. Each image of her dying friends was burned into her brain. Scenes she wouldn't be able to forget until the day she died.

"They seem so real don't they Twilight Sparkle?" Sombra spoke as he leaned over the sobbing Twilight, "Its the same spell that I used to create your nightmares. Only with that amulet, its effect is much more intense.", Sombra caressed Twilights cheek with his hoof before repeating his earlier question, "Will you follow my orders Twilight Sparkle?"

Twilight just lay on her side sobbing and breathing heavily as Sombra's armored hoof moved gingerly across her face. She couldn't fight him anymore. There was only one option left for her now.

"I will.... do whatever you say..." Twilight disdainfully answered.

A wide grin spread across Sombra's face.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

When Princess Luna reached Sugar Cube corner, she found Twilights friends waiting for her outside. Luna figured that, like her, they were also awakened by the loud explosion and smoke that swept through Ponyville.

"Princess Luna!", Applejack exclaimed in worried egarness,"Whats going on!? Why are ya out of bed!?"

Luna held up a hoof to silence the concerned Applejack before speaking.

"Our well being is not in need of thous concern. We come to tell thee that something has happened at young Twilight Sparkles home.''

Rainbow Dash zoomed in between Luna and Applejack to speak, "Well than what the hay are we waiting for?! We gotta go help Twilight!"

"Calm thyself Rainbow Dash.", Luna continued, "Our sister is on route to Twilight as we speak, our job must be to help Ponyville's Townsfolk evacuate."

"Is the Ponyville in that much trouble?" Fluttershy asked.

"We do not know. But better safe than sorry as they say.", Luna replied.

With that the group sprang into action. Pinkie Pie and Applejack, being unable to fly, were put in charge of going door to door evacuating Ponyville's residents. Fluttershy and rainbow dash would fly just overhead so that everyone knew where to go, and where the smoke was less dense. Rarity had perhaps the hardest job of the group. Using her magic, Rarity sent several shinning flares into the sky at the edge of town to lure as many ponies as possible away from the source of the smoke. Unlike Twilight, Rarity was not used to continuously producing burst after burst of magic into a bright enough lights to pierce the blanket of smoke surrounding the town. The most she ever used her magic for was for levitating fabrics and small sewing tools.

Meanwhile Luna did her best to help out as well. Though her sister probably wouldn't have approved, Luna moved though the smoke covered streets trying to find some other source of the smoke. It seemed strange to her how so much smoke could be produced by a fire on the other end of town. Especially since the wind was currently blowing in the opposite direction that the smoke was traveling. In fact, it almost seemed like the smoke was following her. The best place to start looking seemed to be at the Library.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Murphy's law was out to get Celestia. From getting lost and disoriented in dense smoke. To struggling through clouds of scared and confused ponies as they tried to evacuate. Celestia was having nothing but bad luck. Everything that could go wrong, was. Celestia had run as fast as her legs would carry her, but by the time Celestia reached her destination it was almost dawn. They sky above the smoke cloud covering Ponyville was beginning to brighten and turn from black to blue as night progressed into day. At least her spell to keep the solar cycle moving without her intervention was staying active.In the end, Celestia had at last reached her destination. But what she saw there filled her with horror.

Entering the small square outside the Library, Celestia stared in shock at what she saw. The once great tree which held Ponyville's library was completely torn apart. Except for a couple of side of the trees trunk, there was nothing left standing. Piles of burning wood and ash were scattered across the entire area. Of the hundreds of books the library once held, Celestia could only see small burnt scraps of what she assumed were pages of books lucky enough to be indirectly shielded by their covers.

Walking among the debris and flames, Celestia desperately looked for her student. She lifted several branches with her magic. Hoping desperately that she wouldn't find her students corpse crushed beneath them. At least luck was on her side with that much. Celestia kept looking among the rubble. Sending out her magic like a sonar wave, Celestia tried to pinpoint Twilights location. Unfortunately, the thick layer of smoke in the area proved to be too thick for her spell to work efficiently. Never the less, she continued to channel her magic into the spell. She had to find Twilight. She had to find her soon before anything bad could happen to her.

Sending out several waves of magic proved to be quite effective. With wave after wave of her magic vibrating off the surfaces around her, Celestia could practically see everything around her from within her own mind. She wondered briefly to herself on why she hadn't thought of this while getting lost among the streets and buildings she passed trying to get here. Celestia had only time to store the thought away for later as she felt one of her waves of energy return to her. It was in this wave that she felt something. Two magic energies that did not belong to her, but other ponies. One was Twilight's and the other a magic that she hoped she was imagining.

Like a trained homing pigeon, Celestia headed toward the direction of where she felt Twilights magic. She sighed with relief that it wasn't coming from the torn remains of the library, but from just beyond it on the other side of the square where the smoke seemed to be less thick. She had to hurry. If her magic senses were correct, Twilight was in more danger now than she was if she were actually still inside her burning home.

Celestia saw what looked to be an unnatural clearing in the smoke, and inside it were the two forms of Twilight and another pony who she knew was responsible for this. Celestia for one was glad to see an end to the blinding smog that surrounded her. With a single flap of her white alicorn wings, Celestia shot herself into the clearing.

-_-_-_-_-_-_-_-_-_-_-_-_-

Despite having a few difficulties along the way, Rarity, Applejack, Pinkie Pie, Rainbow Dash, and Fluttershy had succeeded in evacuating nearly the entire town. Only a few still remained in inside, having volunteered to help anyone else who might still be lost in the smoke. And aside from a few cuts and bruises obtained in the chaos, everypony was uninjured.

With everyone safe and their job done, the five ponies were quick to debate on what to do next.

"Isn't it obviouse! We need to go help Twilight!" Rainbow dash said, "We cant just sit around here while she's still in there!"

"Rainbow Dash, the princess told us to stay here.", Applejack said, pointing toward the ground for emphasis, "I wanna help Twilight as much as you, but goin off blindly into that smoke again wont do anything but make more trouble."

"I agree with Applejack." Rarity concurred,"I think we should stay put and let Celestia handle Twilight. She is a Princess after all and Im sure she can handle it. Don't you two agree as well?"

Rarity looked toward Fluttershy and Pinkie Pie. A look of undecidedness upon both their faces. Uncharacteristicly, Fluttershy was the first to speak.

"I,... I think we should go after Twilight," she squeaked" She's all alone in there after all. And...um...I agree with Rainbow Dash....if... that's okay..."

Rainbow Dash took that moment to confirm her opinion, "See? Even Fluttershy thinks we should go! Come on Pinkie! You're with me too aren't you?"

Pinkie held a hoof to her mouth as she pondered Rainbows question. She wanted to help Twilight, but she also didn't want to disobey Princess Luna's orders. There had to be a way to choose. Then it came to her.

"I know!", Pinkie reached her hoof into the hole of a nearby tree. After rooting around inside for a few seconds she pulled out revealing a six sided dice in her hoof. "I'll roll this dice! If it lands on and even number, we all stay! And if it lands on an odd number, we go help Twilight!"

The others looked at Pinkie. None of them could believe that she would actually put such an important decision up to the rolling of a dice.

"Pinkie dear, why do you keep dice in that tree?", Rarity asked.

"In case I have a dice emergency! Duh-uh!" she sang playfully.

Rainbow Dash simply smacked her own forehead with her hoof before responding, "Argh... Yeah... fine. Roll the dice Pinkie. Just do it quick!"

"Okey-dokey-lokey!" Pinkie said as she tossed the small cube into the air.

The dice landed quickly onto the ground. Rolling across its flat edges several times before stopping. Everyone gathered around to see which side had landed face up.

"Ah cant believe we're gonna take advice from a block of plastic.", Applejack said after seeing the cubes results.

-_-_-_-_-_-_-_-_-_-_-_-_-

"Twilight get down!", Celestia called as she shot out of the smoke.

The sun princess was no fool. Already she had prepared a flare spell to fire at King Sombra.She would not allow her enemy time to build a defense against her. Once she had her hooves planted firmly on the ground, she fired. A beam of white hot plasma shot forth at the Dark king. Its speed and velocity fueled by a deep rooted hatred for the king in Celestia's heart.

The blast made contact. A direct hit. But as the smoke cleared, Sombra still stood tall. Not even shaken by the spell that had exploded only inches from his body. In mere milliseconds, Sombra had not only raised a magic shield, but had also made one strong enough to nullify one of Celestia's strongest spells. At first, the king didn't even seem to acknowledge Celestia's presence. Only standing there as Twilight rushed to the Princesses side.

"Princess Celestia!", Twilight shouted. She ran to her mentor to embrace her in the way they would often greet each other, only to be stopped by Celestia's hoof held out in front of her.

"Do not let down your guard Twilight. This is not over yet.", Celestia looked back to the unmoved king. She couldn't believe that one of her most powerful abilities was just knocked away like it was a mosquito. Sombra had become more powerful since the last time she fought him. She would have to be careful. Especially since Luna was not here to aid her.

Twilight moved back to stand behind Celestia.

"Are you hurt Twilight?" she asked in concern.

"No", Twilight answered.

"I am glad for that", Celestia answered back, turning her attention back to Sombra.

Only after several moments did Sombra actually turn to face the Princess. His black mane flowing behind him as small fires illuminated him from behind.

"You're late Celestia." he began, "I didn't realize my smog spell would give you so much trouble. Perhaps it was too challenging for an old mare like yourself?"

Celestia snorted her nostrils at the insult. Though she was in-fact thousands of years old, it was still rather embarrassing for her to be considered such. Alicorn or not, she was still a mare, and disliked being called elderly.

"So I was correct. That smoke was following me. A spell you no doubt created to buy some time was it Sombra?"

"Come now Celestia. Cant I just have a little fun with my favorite princess?" he said innocently, "Why do you always think I have some kind of master plan up my sleeve?"

"Because you always do have a plan Sombra.", Celestia shot back," Since the day I met you, you've always been scheming to get what you want. The only question is, what is it you want this time?"

"What I want you ask?", Sombra smiled, "You appear to be confused my dear Celestia. For you see. What I want, and what I have are completely different concepts." Sombra looked toward Twilight who was still standing behind Celestia. All according to plan.

"What I wanted, is something that is already mine. Isn't that right, Twilight?"

Celestia's eyes shot wide as she looked back to her student standing behind her. Twilight stood behind Celestia, her horn overflowing with magic. The only thing Celestia had time to think about was how foolish she was to let her guard down for the pony who had spent an unknown about of time with the most corrupting unicorn ever born.

"I'm so sorry princess." Twilight said with tears streaming from her eyes.

"I'm sorry too," Celestia thought, "Sorry I couldn't protect you."

A blinding Light and a dull pain was all Celestia felt before she felt her consciousness fade away.

-_-_-_-_-_-_-_-_-_-_-_-

Princess Celestia lay passed out on the fire scorched earth in front of what was once the Ponyville library. The sun was just starting to peak over the horizon. Perfect timing in Sombra's opinion. Celestia would have been much more difficult to handle if the sun had been up. Twilight did played this role obediently, but there was still more to accomplish.

Twilight lay sobbing next to the princess.Her muzzle buried deep in her white coat. The alicorn amulet still clung around her neck. Celestia had been so preoccupied with Sombra that she didn't even notice the alicorn amulet around her own students neck. Sombra had counted on Celestia being distracted by himself. She was always so predictable.

However, now was not the time to celebrate. There was still more work to be done.

"Stand Twilight Sparkle." Sombra ordered her.

Twilight left the side of her mentor to stand before Sombra as ordered. She felt like a pet. Just some toy for Sombra to do with as he saw fit. But as painful as it was to attack the Princess, Twilight couldn't bear to face the horrors of punishment from her new Master. Twilight dried her tears, and spoke in the way she was instructed to.

"What do you desire my King?..." she said with cold monotone voice.

"I must prepare Celestia's body for transport. Be a good girl and keep Luna from interfering." Sombra said as he looked back at a nearby alleyway.

Luna's eyes shot wide. How did he know she was hiding here. She was sure she hadn't been noticed and yet, somehow, Sombra knew. Since there was no point in hiding now, Luna stepped out of the shadows and into the early morning sunlight. Twilight looked to the night princess. A deep shame filling her chest. Luna saw it. Watched as Twilight attacked her sister, yet Luna simply stood regal. Not a glimpse of emotion upon her face.

Luna looked to her fallen sister, Sombra, and then back to Twilight. "What is the meaning of this betrayal Twilight?" she asked calmly, "Why have you attacked our sister?"

Twilight could not answer her. She wanted to tell her everything, about the alicorn amulet and that she was being controlled. But the truth was, every action she took, was her choice. She could have chosen to suffer at the hands of Sombra's spell. Could have chosen to do nothing. But her fear and cowardliness had betrayed her. Whatever answer Twilight might have given was cut off as Sombra gave his order.

"Attack."

Twilight rushed Princess Luna.Twilight acted quickly and unhesitantly. Lest she be punished again by Sombra's magic. Using the magic of the alicorn amulet, she was able to cover the distance of twelve yards in less than it took her to blink her own eyes. Twilight focused her magic into a shell around her right hoof, making it as hard as steel before smashing it against the side of Luna's face.

Luna flew backwards upon impact. She was unprepared for such a fast attack and in her weakened state she hadn't the reflexes to dodge. But nopony could say she didn't learn. As Twilight was about to attack again, Luna teleported to the top of a nearby building that overlooked the battleground. Up close, she knew she didn't stand a chance. Her physical body was still to weak. Luna knew that if she wanted to last more than three minutes, she had to fight from a distance.

Luna focused her magic to her horn. As she released her spell, it split into two parts in the air. Each part forming a blue ethereal bow on both sides of Luna. She then spoke in the royal Canterlot voice.

" We do not know why thou are doing this Twilight. But we are sure thou is being manipulated. We would like to apologize for any injury you may receive."

With her apology finished, Luna was ready to begin. The ethereal bows moved on their own. Their strings pulled back as ethereal arrows took their place behind the strings. Before firing, Luna made a bright flash with her horn to blind the her opponents below. Simultaneously, the arrows fired. One headed for Twilight while the other was on target to Sombra. Both arrows shot with incredible speed. even in her weakened state, Luna was no pushover. She didn't fight to survive. She was fighting to win.

Twilight blocked her arrow with a basic shield spell. Though she couldn't see the arrow due to the light, she knew very well where it was headed. The trick was stopping the arrow targeting Sombra. Twilight was ordered to not let Luna interfere with Sombra's preparations. She didn't want to fail him and risk punishment. Using the power of the amulet, Twilight shot out a black tendril from her horn. The tendril shot out to intercept the arrow. Since the blinding light kept her from seeing the arrow, Twilight let the amulet act for her. Just as Twilight hypothesized, the tendril not only intercepted the arrow. It caught it.

Slinging back the tendril, Twilight threw the arrow back at Princess Luna, adding her own touch by setting the arrow aflame. Luna might have expected another shield, but to actually catch the arrow? "This Alicorn Amulet has more power than I thought"

Before the arrow could hit. Luna Teleported away. Narrowly avoiding the arrow. But Twilight was not yet finished. As Luna reappeared, Twilight met the princess in the exact spot she teleported to. Using the still extended tendril Twilight grabbed hold of Luna's exposed neck. The sudden force choking off her air supply made Luna gag. She scrapped at the tendril with her hooves in an attempt to free herself, only to be suddenly slammed against the ground. Luna felt one of her ribs crack as she was lifted once more to be slammed into the ground again. When Luna hit the ground again, she was able to lift her head just enough to see Twilights face. What Luna saw though, horrified her.

Twilight was smiling. She was... enjoying this fight. Enjoying the opportunity to cause Luna pain. And then in an instant, the smile was gone. Twilight came to her senses and held her head with a hoof. She looked as if her mind was in pain. Using the opportunity to escape, Luna unleashed several blade shard blasts from her horn. Several blue crescent shaped blasts shot out toward the base of the tendril where it connected with the amulet. The tendril holding Luna fell linp as it was cut into a hundred pieces, allowing Luna to retreat backwards to a safe distance.

Being lost for a thousand years, Luna didn't know much about the alicorn amulet. In fact, most considered the amulet to have been destroyed long ago when Sombra was defeated the first time. But Luna did know that the more magic a pony used from it, the more the amulet would corrupt them. And its effects were already starting to show on Twilight. Twilight Sparkle by herself was a challenge. With the amulet, she was a rival. But a corrupt Twilight was a nightmare. As informed as Luna was in the art of warfare. She was still no match to the intellect of Twilight Sparkle.

-_-_-_-_-_-_-_-_-_-_-_-

While Luna fought with Twilight, King Sombra started his preparations for transporting Celestia's unconscious body. Of all the ponies that could pose a threat to his plans, Celestia was the most dangerous. This also, however, made her the most useful as well. There were many secrets locked inside this alicorn of the sun. Secrets that could give Sombra the power he needed to rule over all of Equestria. Sombra needed Celestia alive so he could do just that.

Transporting an alicorn was no easy feat. First and foremost, was the possibility of Celestia waking up. To ensure her capture Sombra bound the princesses hooves with the purest dark magic he could muster. Magic so dark and corrupted that even Celestia would be helpless to break free. Sombra tied the princesses front hoofs together with her hind hooves in a hogtied position as she lay on her side. The wings were another problem factor. So Sombra also tied them down to Celestia's sides with dark energy as well. Finally, to keep the princess from using her magic, Sombra cast a spell onto Celestia's razor sharp horn. As he did so, her horn became covered in what appeared to be black crystal. It was the very same spell that Sombra had used to keep Shinning Armor from using his own magic.

Preparations were almost complete. All he needed to do now was gather enough magic to teleport Celestia, Twilight, and himself to a safe location where he could hold the princess while he stripped her of the knowledge she so selfishly hid within her. This would take time. luckily, Twilight was more than capable to give him the time he required.

-_-_-_-_-_-_-_-_-_-_-_-_-

Luna dived to the ground just in time to dodge a spout of black mage fire. As her belly hit the ground, Luna fired of a blast of blue lightning at Twilight before jumping to her hooves once more to maintain the distance she needed to fight the friend before her. Twilight was not so easily moved however. Instead of dodging, Twilight simply cast a spell to change the polarity of electrons within her own body to match the charge of the lightning bolt.. As the lightning hit her, the bolt was repelled off of her. Simply gliding across Twilights chest before following her legs to the ground beneath her. Like a living lightning rod, Twilight had redirected the lightning into the ground.

Twilight did her best to maintain control of her sanity. Sombra had ordered her to attack, but that didn't mean she had to kill Luna. She did her best to make the fight as evenly matched as possible so that no victor could be decided. But as the amulet grew in power, her own will was beginning to waver. If this kept up for much longer, Twilight would lose control again. She couldn't let that happen. If she did, Luna would be done for.

"Princess Luna!", Twilight called out to the her, "Stop fighting me and run!"

Luna stopped only for a second to fire off an arrow from one of her ethereal bows which hung in the air next to her. Run? How could she just run?

"We will do no such thing Twilight Sparkle!" she proclaimed as she kept up the pressure of arrows, "We will not abandon thee to Sombra!"

"But you're in no condition to fight!" Twilight continued,"I'm purposely fighting on par so that I don't kill you! You haven't recovered enough strength to fight yet! Every second I spend fighting is another step to loosing my mind to this amulet! Please princess! I'm begging you!"

What Twilight said was true, and Luna knew it. At her full strength, Luna should be able to fire nearly twenty arrows without even stopping to think about it. In her current state, Luna was only able to use two. But she couldn't just give up. Not while her own sister was in danger.

"We will not run Twilight Sparkle. We will free you, and we will free my sister!"

At first Twilight did nothing. Then as a few seconds passed, her eyes flashed red before the vile grin returned to her face. "Then I'll make you stop. By breaking your legs!"

Twilight charge toward Luna with the intent to kill. Luna fired off a few arrows, only to have them disintegrate in the air as Twilight hit them with a wall of her own magic. Before Luna could react, Twilight had teleported directly in front of the princess. Three tendrils shot out from the amulet on Twilight's neck. Each one latched its self onto the princess. One wrapping itself around Luna's body while the other two tendrils grabbed hold of her legs.

In an instant, Luna was being lifted into the air by the unnatural appendages. Upside down, Luna screamed in agony as the tendrils pulled apart from each other. As one tendril pulled on her fore legs, the other tug back her hind legs in the opposite direction, threatening to tear Luna in Two.

"Hmm...", Twilight pondered out loud, "I wonder how much force it takes to break a pony's spine?"

"Ah-ahhhhgga!", Luna screamed as the tendrils bent her spine backwards. Luna tried to teleport away, but the pain made it too difficult to concentrate. She could hear the sound of her vertebra snapping as they one by one began to crack under the force bending them.

Twilight stood laughing as she tortured the Princess in front of her. Each scream was like music to her ears. Each tear shed, a reminder of her superior power over the alicorn. Everything was perfect. Everything felt right. Nothing could stop her.

"Twilight!"

Twilight shook from the influence of the alicorn amulet as she heard her name called. The next thing she knew, Twilight was tackled by a fast flying pegasus. Forcing her to release the princess from her grip. Twilight and the pegasus rolled together for a few feet before coming to a stop with Twilight pinned on her back while Rainbow Dash sat atop of her holding down Twilights forehooves with her own to keep her from moving.

"What do you think you're doing Twilight!?", Rainbow yelled not four inches from Twilights face. "Why are you attacking the Princess!?"

Twilight looked away from her friend above her. A feeling of guilt and regret in her heart.

"Im sorry Rainbow.", she said with tears welling in her eyes.,"But I don't have a choice."

Before Rainbow Dash could speak again, she was thrown off of Twilight like a rag doll, and slammed against the nearby wall of a building. Twilight stood up, her horn glowing as she pinned Rainbow to wall using her magic. Rainbow struggled against the magic that held her, but it was clear that she wasn't going anywhere anytime soon.

Twilight looked over at Princess Luna laying on the ground. Though Luna wasn't moving, Twilight could still see her breathing. She undoubtedly had a few torn muscle tendons but other than that, there were no life threatening injuries to the princess. She wouldn't be moving though anytime soon though.

Sombra was nearly complete with his preparations for transporting Celestia. Twilight only hoped that they would all be gone before her other friends showed up. Hurting them was the last thing she wanted. Unfortunately, Luck wasn't on Twilights side today.

Applejack, Rarity, Pinkie Pie and Fluttershy rounded the corner of a nearby building. Each of them stopping with a gasp at what they saw. Twilight holding Rainbow against a wall with her magic, Luna laying face down in the dirt, and of course they took in the sight of King Sombra himself as he stood over a defeated Celestia.

"Twilight?" Applejack began,"W-what are ya doin to Dash? Whats goin on?"

"Yeah!", Pinkie added, "Why are you hanging out here with king spooky hooves?!"

"And why on earth are you wearing the alicorn amulet?", Rarity questioned.

Twilight did nothing but continue to hold Rainbow against the wall as she remained silent. She looked each of her friends in the eyes. Each pair reflecting back feeling of concern for their friend. But Twilight wasn't their friend anymore. She was a puppet. A mere slave to the darkness she was too afraid to face. She was ashamed of herself. Ashamed that her best friends were seeing her like this. So she did the only thing she felt she could do. She hid her feelings from them.

Twilight threw Rainbow Dash from the wall to crash into her friends. As Rainbow landed all five were knocked off their hooves. Twilight stood before them. She hid away her emotions from her face, knowing they would only make this harder.

"If you don't want to get hurt. Take Rainbow and get as far away from here as possible." she coldly said. "I don't want to hurt you girls, but if you stay you'll leave me with no choice."

"Twilight, is something wrong? You can tell us. We're your friends." Fluttershy meekly asked.

Twilight stared coldly at the pink maned pegasus. "I am not your friend." she said, "At least, not anymore."

"What are you talking about Twilight? Of course you're our friend.", Pinkie said with a smile as she stood up."After everything we've been through, what else would you be?"

"She is my slave."

Sombra approached the group. Levitating a bound Celestia as he did so.

"Your Twilight has sworn her loyalty to me. She has attacked both Celestia and Luna in my name. And without question."

"That's a lie!", Applejack protested, "Our Twilight would never do such a thing!"

"Ah, but she's not your Twilight anymore. She is mine. Isn't that right Twilight?", Sombra said. Lifting Twilights chin with a hoof as he did so.

"Twilight? Are you..." Rarity began, unable to finish.

"Yes. King Sombra is my master. I have sworn my loyalties to him. And I will not allow anypony, not even my former friends from interfering with his plans." Twilight answered as she fought back the urge to weep. She couldn't cry. Not now. Not In front of the very ponies she betrayed. "The elements of harmony are dead. I'm sorry."

At that moment, the hearts of Twilights friends felt as if they had been hit with a thousand needles. And although the sun had risen, Each one of them felt as if the world was black as night.

"It is time Twilight." Sombra stated.

"Yes", Twilight answered back.

Sombra began the Teleportation spell.

"Despair Equestria! Despair In knowing that your strongest have fallen before me!", Sombra spoke in his own version of the royal Canterlot voice. The very sound of it seemed to fill every pony within a twenty mile radius with a great dread, "Today the Rule of your Princesses ends!..."

And as Sombra released his high powered teleportation spell, his voice seemed to echo into a whisper that flew for miles around. A whisper that filled all ponies with a deep fear of what would come to pass.

"And now My Rule, will begin...."

And with a final burst of magical light, Sombra, along with Twilight Sparkle and Princess Celestia, Vanished.

Author's Note

Took me way too long to write this. And to be honest. I kind of rushed the last 1,000 words. Unfortunately, I only get to use a computer on the weekends because its my fathers, and he works out of town during the week. So all my writing is taken place on two days of the week. Long periods of nothing and then two days of writing isn't healthy for a story but its what I have to work with.

Also, If you are ever wondering about story updates, I typically write them in the comments.

I would also like to refer you to My absolute favorite fan fic of all time. If you like my story at all, you will fall in love with this one. A link will be posted below.

Its called the immortal game. And it is probably my favorite story of all time. Not fanfiction. Story. I rate it above most of the actual published books Ive ever read.

Like I said. Read 'The Immortal game' if you like my story. you'll probably never want to come back to mine if you do. lol.

But I dont plan on stopping my story anytime soon.

http://www.fimfiction.net/story/1886/the-immortal-game

The Day After.

Chapter 7: The Day After

Fear is static that prevents me from hearing myself.

~~~Samuel Butler

Even though the sun was shinning over Ponyville, there was no light that could shine through the darkness and sorrow that filled the hearts of five young ponies. Their best friend was gone, taken by the darkness, along with their Princess of the sun. They were unsure of what to do next, for there were so many questions that needed answers. They hoped desperately that Princess Luna would have the answers they sought.

As Luna awoke, she couldn't help but yelp from the searing pain that shot through her entire body. Though Luna was indeed immortal, it did not mean she was invincible. Pain was no stranger to her. Unable to move Luna looked around to get an idea of where she was. Luna found herself laying on her stomach on a stiff cot near the center of a large room. She saw what looked to be different kinds tools one would use for dress making. A sewing machine, a few mannequins, and gigantic rolls of cloth stored on several rows of shelves against a far wall.

"Its good to see you awake you're majesty. I don't know much about alicorn anatomy so I just thought of a magical earth pegasus and went from there."

Luna turned her head toward the voice that spoke to her.

"You are... Red Vein...yes?" she weakly asked.

The white earth pony giggled at the mistake in name. She wouldn't hold it against the princess though, how was she supposed to know everypony's name in Equestria anyway?

"Its Red 'Heart'. Nurse Red Heart. Though may heart probably turned pale when I saw those girls about to move you without a stretcher. They could have broken your spine even further than it already was. Thank goodness I was still looking for anypony who might have been hurt during that fire.

"Friends?" ,Luna pondered, "Who do you mean?

"Oh you know. Those girls who defeated Discord."

Hearing that Twilight's friends had disobeyed her direct orders to stay away from the library upset Luna, but she did her best to keep calm in the presence of this pony who was not involved.

"Oh yes. Those girls. Where are they now? We would most like to speak with them."

Nurse Red Heart looked to the Princess. Though Luna was healing at an extraordinary rate, inviting the others in might create too stressful an environment for her. Or at least that hyperactive pink pony might.

"Perhaps later. For now I would like you to get as much rest as possible. I'm sorry we couldn't get you a better bed. But with the condition of your back, all we could do was set up this cot in Miss Rarity's work room here. I hope it isn't too uncomfortable for your liking."

Luna looked around the room once more. She was indeed inside Rarity's workshop. Noting the tools and fabrics she saw earlier. Luna shook her head. Her mane hanging loosely around her face.

"No. This is quite fine. Thank you."

Nurse Red Heart walked toward the doorway leading out to the hall, before looking back at the princess.

"Please do get some rest Princess.", she said as she walked out of the room.

____________________________________________________________________________

After Celestia's abduction and the attack on Luna, the Royal guard had been called in to secure Ponyville and question everypony young and old for any information on what had occurred just the night before. The new captain of the Royal guard had requested the mayor's office as their temporary headquarters while they sorted everything out.

"I just don't get it! Why would Twilight side herself with a creep like Sombra!?" Rainbow Dash was pacing back and forth just outside the mayor mare's office in the town hall while she waited for the Commander to call her in for questioning. "And furthermore, why would she just....attack the Princess like that?!"

Applejack, and Rarity were both with the blue pegasus while Pinkie and Fluttershy were out bringing back some breakfast pastries from Surgarcube Corner while they all waited. Just like Rainbow, the two of them of them were also trying to figure out why their best friend would betray them.

"Now just calm down Rainbow. I'm sure Twilight had some reason for doing what she did." Applejack said.

"Twilight had said that she was afraid of Sombra. Perhaps she was only doing what she had to so that Sombra wouldn't attack her." Rarity added.

Hearing Rarity suggest that Twilight would attack her friends to save herself infuriated Rainbow. Being the element of loyalty, Rainbow refused to believe that Twilight would commit such a betrayal.

"No way!" Rainbow shouted, "Twilight may have been afraid, but there's no way she would betray us like that! If there's anything I know about Twilight, it's that when it comes to loyalty, shes second only to me."

Rarity straightened her posture, to retain her regal appearance,"I would never doubt that she was dear. But it doesn't change that fact that something made her turn against both Princess Celestia and Princess Luna. And I'm regretful to say, us as well."

In a flash Rainbow had flown through the air to hover directly in front of Rarity, "Oh come on Rarity! Even Fluttershy wouldn't turn against her friends, and shes scared of everything!"

And just then, Pinkie Pie burst through a nearby doorway. Saddlebags filled to the brim with sugary treats for her friends.

"I'm baaack!", Pinkie exclaimed.

Despite everything that had happened, Pinkie Pie never lost her playful spirit. In fact, to her friends, she almost seemed happier than usual, if that were even possible.

"Thanks fer bringing us breakfast Pinkie. We really appreciate it.", Applejack said as she helped Pinkie remove the saddlebags from her back.

"No problem Applejack." she said with a cheery smile. "I bet we could all use a bit of sugary baked goods to raise our spirits!"

"Pinkie dear," Rarity added, "I believe you're already cheery enough for all five of us."

"Hey yeah. Speaking of all five of us, where's Fluttershy?", Pinkie asked.

Rainbow bit into a blueberry filled pastry before speaking, "Wahshn't she wiff ou?" she said, spitting crumbs from her mouth as she spoke.

Pinkie shook her head, "Nope, I sent her back before me with some bottled drinks. Didn't she show up?"

Applejack peered around the outside of the doorway Pinkie had just walked through. Sitting against the wall was Fluttershy's saddlebag. It was filled with all kinds of different drinks. But besides Fluttershy's bag, there was no sign of Fluttershy herself.

"I wonder where she went." she said before bringing the bag inside the room.

"Maybe she forgot to feed her fuzzy animal friends!" Pinkie said before biting into one of her pastries.

"Eh you're probably right. Lets eat!"

~~~~~

Fluttershy steadily made her way up the stairs to the town hall's second floor where her friends were waiting for Pinkie Pie and herself to arrive with breakfast for the group. Everyone was rather distraught at what had happened only hours ago with Twilight, and both her and Pinkie agreed they could all use some sweets to feel better while they sorted everything out.

As Fluttershy neared the top of the stairs she could hear her friends talking about Twilight. Fluttershy knew it was impolite to eavesdrop, but she needed to know how her friends were feeling about everything that had happened. If Fluttershy made her presence known, her friends might not speak their minds as openly as she wanted them to be. Not that her friends weren't honest with her, but they often would soften their tones if she was around. Fluttershy did appreciate how thoughtfully her friends were towards her, but it didn't mean she couldn't handle the hard truth.

Fluttershy pressed her ear gently against the wall just outside the room her friends were waiting. She wasn't sure what was going on, but it seemed to be about Twilight. As she listened, Fluttershy could hear the distinct voice of Rainbow Dash. It was easy to tell who due to the fact Rainbow would often talk aggressively loud; something Fluttershy did wish she would do less often. Fluttershy dint even have to hold her breath to breath to hear what he friend was saying.

" Oh come on Rarity! Even Fluttershy wouldn't turn against her friends, and shes scared of everything!"

At hearing what Rainbow said about her, Fluttershy's jaw dropped as tears began to soak her eyes. Fluttershy dropped her saddlebag of drinks and took off down the stairs as quietly as she had climbed them, crying the whole way. Though she was crying, Fluttershy wasn't saddened by what Rainbow had said. On the contrary, she was furious.
__________________________________________________________

As the bright light from Sombra's teleportation spell ended, Twilight found herself in a place she had never seen before. Though she had never been to this place before, she was aware of where she was in Equestria. Being a unicorn herself, Twilight had teleported enough times to be able to sense how far she was traveling while doing so. Sombra's spell had taken her nearly half way across Equestria to the north west from Ponyville.

The sun was still quite low in the horizon despite the distance she had traveled in Sombra's spell. Though teleportation seemed instant, Twilight knew from years of study that it was merely a parlor trick. Teleportation seemed instant, but in fact was nothing more than fast traveling. Normally, it would take as much as five hours for any average unicorn to travel from Ponyville to Twilight's current location. It simply took too much energy for one pony to create in a teleportation spell to be instant. Judging from the sun in the sky however, Sombra had teleported Twilight himself, and an alicorn princess, Celestia, in no more than ten minutes.

Twilight and Sombra stood around only for a second to observe the scenery around them before Sombra began moving forward.

"We walk from here", Sombra said as he moved forward. Celestia's unconscious form followed silently as it levitated mere inches from the ground. Having no choice in the matter, Twilight followed obediently.

As they moved, Twilight took the time to observe the landscape around her. Anything to avoid starring at the princess and mentor she betrayed. All around her, there were rows and rows of trees. All were positioned in a fashion not unlike the trees in the Everfree forest. Unlike the Everfree forest however, these trees that once held a dark brown color in their bark were now gray and dying. Twilight reached out toward the trunk of a nearby tree to touch it only for Sombra to quickly blast her away with a force of telekinetic force.

Twilight fell flat on her back. She could feel her muscles tighten as Sombra griped her in his magic to restrain her. Slowly, Sombra approached the magically bound Twilight. His face came only inches from Twilight's own as he snorted hot air from his nostrils onto the terrified pony he stood over.

"Don't, touch the trees", it was all the King said before releasing Twilight from his magic, and returning with his walk forward.

Shaken, Twilight stood to follow Sombra; taking extra care not to touch a low hanging branch next to her.

For the next several minutes Twilight walked behind Sombra silently. The entire time Sombra remained equally silent. Aside from the sound of a breeze every few minutes, the only sound for miles was that of hooves walking across the ground. Twilight noticed that the ground they walked on was very strange. It looked very much like grass, but held the same gray color as the trees it grew around. While normal grass would bend and compress when stepped on, the gray stems would instead not bend, but turn to ash. Everywhere Twilight walked, a trail of ash followed behind her; outlining every step she took; creating a trail.

Twilight tried to keep her mind occupied with the scenery, but her intellectual nature kept pushing questions into her mind. Eventually Twilight couldn't take it anymore. She had to obtain answers to her questions. Even if it meant speaking to Sombra, and hearing the voice she feared so much.

"Um.... Kin-....King Sombra.....", Twilight spoke weakly. She wasn't even sure if he had heard her,as he made no change in his walking speed or posture. Reluctantly, Twilight continued, "Where....Where are we exactly?..."

At first Sombra said nothing, and as much as Twilight wanted to know where she was, she was in some small way relieved that he didn't seem interested in a Q and A session. To Twilight's dismay however, the silence was broken.

"I was wondering when you would ask that.", he said plainly. "I'm not surprised you do not know. These lands are not made for the soft hides of ponies who lack my power."

Each word Sombra hissed made Twilight more and more regretful that she had spoken. Still, her scholarly personality kept her attention. Even Sombra was probably better than the shame she felt inside when she looked at the unconscious Celestia floating gently behind him.

"This is the land known as the vile forest. The place where no pony but myself has ever survived a journey to. Be wary Twilight Sparkle. This land is unforgiving to to the weak, and i can not have you dying on me just yet."

'Yet'. Of every word Sombra spoke, none filled Twilight with more terror than that one. 'dying just 'yet''. Nevertheless, Twilight prodded Sombra for more answers.

"Why are we here? If I may ask......master." Twilight snapped her mouth shut. Had she just called Sombra master? No, not her. It was something inside her. The amulet. Despite how she tried to fight it, the alicorn amulet still spread its influence through her body. It was speaking for her now. Before, the amulet would take control of her mind completely. Leaving gaping blanks in her Twilight memory when it did so. Now it would seem that the amulet was mixing its influence with Twilights mind. Doing so meant that the amulet was corrupting Twilight further. It also meant that its removal would be that much harder to accomplish.

Though Twilight didn't notice , Sombra smiled when she had addressed him as master. The amulet was doing its job well. Soon Sombra wouldn't even need fear to control Twilight. She would become a puppet, completely loyal to him and him alone.

Sombra answered Twilight's question, "We are here, my pet, because we require the power of those who live here."

Twilight looked at Sombra puzzlingly, "Who would live out here? Everything is dead. How could sompony even live out here?", she said bluntly.

Sombra made a little grin at the remark. How naive this student of Celestia was about the Vile Forest. Of course knowing Celestia, she probably declared the Vile Forest forbidden after Sombra had been deafeated a thousand years ago; in order to keep curious ponies from repeating the same experiments as Sombra had done.

"My dear child, you can not even see the forest through the trees so to speak. There isnt the single thing here that isn't alive.", he said with a short laugh,

Twilight looked around once more, but still she saw only the same trees as before. What did Sombra mean? What ponies could live out here? Or were they even ponies at all? Twilight had several thoughts of who Sombra was seeking. From dragons to Ursa-majors, Twilight shuttered at the thought of such powerful creatures under the Kings control.

Twilight had been so lost in her thoughts that she almost walked right into Sombra who had suddenly stopped in front of her while she was looking down. Stumbling to regain her composure, Twilight looked up to see what had made the dark king stop so suddenly. What she saw, was incredible.

Standing in the middle of a large clearing in the forest was a large tree. The biggest tree that Twilight had ever seen.Big enough that Twilight couldn't believe she hadn't noticed it earlier It was so tall Twilight could swear she saw a cloud dip below its branches. It had to be nearly two-thousand feet high with a trunk wide enough to hold a fourth of Ponyville at ground level. Unlike the gray dying trees that surrounded the clearing, this tree's bark was pitch black. The trunk itself was riddled with hundreds of holes; an eerie green light emitting from each one.

Nearly four fifths of the tree was made up of only its trunk while the last fifth held hundreds of branches. Each branch appeared large enough to hold several hundred ponies on each branch. Each branch was joined together to neighboring branches from what looked like many hoof made wooden walkways. The tree as a whole almost made Canterlot Castle seem like a foals play house.

Twilight was awestruck, she barely had enough words to describe such a marvelous feat of nature.

"What is this place?", she asked Sombra standing in-front of her.

"They call it The Hive. A fitting name for a colony species."

Twilight wondered what Sombra had meant by that. "A colony?", she thought to herself, "A colony of what?"

Twilight's thoughts however, became distracted as her attention was diverted to somthing dark moveing in the sky near the great tree. Though it was too far away for her see clearly, Twilight was able to see that its body was not unlike a ponies. In fact, she may have thought it was indeed a pegasus pony flying through the sky had it not been for its unusual flight pattern.

When pegasi flew, they often did so in smooth flight patterns. Adjusting their flight speed in order to change directions without losing control. The creature Twilight saw did not use such techniques. It rapidly flew from one location to the next, changeing directions without hardly any movement from its actual body.

Twilight knew of only one creature that was capable of these flight padtterns. She had seen the same motions before. A creature that she had hoped would never return after its kind was thrown from Canterlot Castle on the day of her brother's wedding with Princess Cadence.

Several more of the creatures flew forth from the tree. Each one was black in color and displayed the same flight puatterns as the first. It was then Twilight was sure of what lived in The Vile Forest, and it was not ponies or dragons. What King Sombra sought, were none other than changelings.

______________________________________________________________________________

"And that is everything you know?"

"Yeh- I mean, yes sir. That's everything, up till now i mean"

Applejack wasn't a the kind of pony to be nervous talking to a figure of authority. Even to the Captain of the Royal guard. But something about Captain Sky Heart was just unsettling to her. Sure his name was warm enough, but his personality was just flat out cold.

Applejack, Rainbow Dash, Rarity, and Pinkie Pie were all gathered in Mayor Mayors office; more recently being used as the Captain of the royal guard's office while Ponyville town hall was acting as a temporary headquarters. The Captain spoke to them one by one, trying to piece together the events of the night before. It was his sole duty to make sure that Equestria was safe while neither princess was present to take charge. It was a duty he took very seriously.

"I was told that there were five ponies present when Princess Luna was found. Where is your yellow pegasus friend? Fluttershy, it believe it was?", Sky Heart asked from his seat at the mayor's desk, "Why is she not here, as ordered, to tell her side of last nights events?"

Rarity spoke first to explain her friends absence "I'm sure she'll be along very shortly Captain Sky He-"

"Just Captain will do thank you" ,the Captain shot back sternly.

"Uhh...Captain, sorry, She will be here soon I assure you. Fluttershy isn't the kind of pony to just leave without a good reason."

The Captain sat perfectly still, his front hooves pressed together near his muzzle as he leaned forward on the desk. "Then tell me Miss Rarity, what could be more important than finding out where Princess Celestia is, and stopping King Sombra from destroying everything we know?"

Rarity blinked at the question "W-well.. I..", she studdered.

"And what, pray tell, is so important that it would force her to leave, unannounced, when she knew very well that the royal guard needs her statement in order to accomplish these tasks?!"

"I'm sure that sh-...."

"Twice you girls have been given orders to follow and twice you have disobeyed them!", the captain yelled, picking up a lone dice that sat on the desk,"When Princess Luna told you girls to stay put after getting the townsfolk to safety, you decided to ignore her orders and put your faith in a plastic bead!"

The captain threw the dice toward the group, narrowly missing Pinkie Pie who had to duck to keep it from hitting her square in the face.

"And when you are all told to be here for questioning, one of you decides she has more important things to do.",the captain continued.

Rainbow Dash, who had been trying so hard to stay calm in the presence of a the guard captain, was feeling her blood boil hearing Sky Heart's word. "Now wait just a second!," she exclaimed, her chest shoved out in front proudly as she spoke up against the captains words, "The way you sound, I'd almost think you thought we were suspects or something!"

The captain sat up tall in his chair. He wasn't sure if he was impressed or insulted that this pegasus spoke to him in such a tone, "And you would be exactly correct Miss Dash.", he said plainly. A series of gasps resonated throughout the group of girls.

"But why are we suspects?", Applejack asked, "We've all helped out the Princesses more times than we can count!"

"Yeah!", Pinkie added."We even helped put together Princess Cadance's wedding! I put together the after party! I set up the chairs the streamers baked a few cakes-..."

"And lets not forget that terrible fashion disaster Discord." Rarity said. A little shiver running down her spine while remembering his clashing body anatomy.

"Four hundred sixty three cups for punch, a GIANT bowl of-..."

"While all that may be true.", the captain began "It still does not change the fact that-... would somepony silence her!?", he said pointing at Pinkie Pie.

"Pinkie Pie. Down girl." Applejack whispered as she nudged Pinkie's side with her leg.

"-a big ol' bouncy house an-... oh sorry.." she said with a blush.

"As I was saying," Captain Sky Heart continued, "It still does not change the fact that you were all found next to an unconscious Princess Luna in the last place Celestia had been seen before your friend Twilight Sparkle who has teamed up with King Sombra in order abduct her Royal Highness. And until Princess Luna is in good enough health to say otherwise, all five of you, including that suspiciously absent yellow friend of yours, will be kept under guard by several of my most elite soldiers."

Rainbow Dash started wanted to protest to being under watch, but Applejack saw this in her friends eyes and quickly shot a look of disapproval. Being a pegasus, Rainbow hated the feeling of being cooped up. It felt like being a bird trapped in a cage; when all she wanted to do was fly and be free in the clouds. Rainbow looked back at Applejack with a nod. Showing her friend she understood.

The Captain stood as he walked casually yet properly to the door of the office, "The world isn't all about parties and friendship. And the sooner you ladies learn that, the better off you will be.", he said, opening the door. " Now if you'll excuse me I have work that needs to be done. Storm! Strider!", the Captain called out into the hallway. Two muscular unicorns dressed in armor just outside answered his call with two unison salutes.

"Yes Captain!", they said together.

"Escort these young ladies to a private room downstairs. They are not to be allowed outside until I give the order."

"Yes Captain!," they said once more with the same unison salute.

"You may leave now ladies.", the Captain said, motioning his hoof toward the doorway where the two guards waited.
"And if you see your yellow friend, please do direct her here. I'll have a special questioning session set up for her."

One by one, the group left the mayors office, and reluctantly into what one could call furnished imprisonment without bail. One could only hope that Fluttershy wouldn't be in too much trouble for her absence.

As the five mares left him to his other duties, Captain Sky Heart sank into his chair at the desk once more.

"I've got a bad feeling about those girls. heh... They'll probably be the death of me.", he thought to himself as he filled through more reports from his squadrons.

The Captain slowly sorted through the files, until he came across one that truly interested him. It was a report from squad eight. The squad that was in charge of sorting through the charred rubble of what was once the Ponyville library. Not much was a surprise to the captain. Burned furniture, broken glass, a few books that weren't too badly burned by the fire. As he reached the bottom of the list however, Sky Heart saw something that almost made him choke on air.

It was a book. A book that had been found completely unscathed by the fire. "Fantasy Removal Charms by Umbrous Shadowstride" was the title of the book. The Captain starred in horror at what he was reading.

"This book,", he said quietly to himself, "should not exist."

Author's Note

okay. something i wanted to say back in chapter 6 but forgot to mention. i am well aware that the singular version of dice is die. but i just cant stand how it sounds to be grammatically correct.

As I have done twice already, this chapter was also cut in half. what would have originally been in this chapter will now be chapter 8. It shouldn't take me too long to write as Im rather excited about the next part. After all, Changelings are my favorite MLP creatures.

By the way, remember Princess Cristallo that was very briefly mentioned back in chapter 4? Yeah that's still a thing in my story. but wont be talked on much till much later. (actually maybe a little sooner now that i think about it.) Just didn't want you sitting there wondering when the heck im going to explain that.

As always I appreciate your reading of my story and love you all with many many hugs.

Every King Needs His Queen

Chapter 8: Every King Needs His Queen

Emotions are like a mirror. Fear is narcissistic. Growing stronger when it sees itself in the reflection.
-SeedOfEvil

Twilight Sparkle was not very fond of changelings. In fact, you even say she hated them. After they kidnapped Princess Cadance, brainwashed Twilights brother, Shinning Armor, attacked Princess Celestia, and nearly took over all of Canterlot; Changelings were the last thing Twilight wanted to see. Twilight couldn't even bring herself to study these horrid creatures after all that had happened. Whenever she had tried to broaden her knowledge of changelings, all of the memories of what they had done would return to Twilight's thoughts; angering her to the point that she would simply throw whatever book she was reading back onto the shelf and find something else to distract her thoughts.

This of course made the long walk to the great black tree seem twice as long to the purple unicorn. Knowing that thousands if not hundreds of the wretched creatures were waiting inside. Twilight couldn't believe how Sombra was walking so confidently toward them. Changelings once brought Princess Celestia and all of Canterlot to the edge of collapse. Even so, Sombra continued on silently, unafraid of the creatures that flew just overhead.

As they got closer, Twilight found it strange that not one Changeling had acknowledged the arrival of her and Sombra. Here they walked only a few hundred feet from The Hive, and not one of the dozens of changelings had even so much as looked in their direction. One changeling even flew so close that Twilight could feel the breeze from its buzzing insect-like wings. It flew by without even a single curious glance at the two unicorns and one unconscious alicorn princess traveling through its territory.

It wasn't until Twilight stood at the base of the tree that she understood why the changelings acted in such a way. The alicorn amulet locked around Twilight's neck acted as more than just a shackle keeping her bound to Sombra's orders. It also granted Twilight a heightened sense of magic around her. Using this power, Twilight could feel the magic radiating from the changelings that dwelled within the black tree.

The energy around Twilight felt, cold, dark, evil, familiar. Twilight knew this magic. It was the very same magic that only hours ago tore through her flesh and forced her to submit to the dark king. The same magic that haunted her dreams and made her feel joy at hurting princess Luna. The changelings and their home within the black tree, reeked of the very same magic of the unicorn who walked in front of her. It was Sombra's magic. Whatever this place was, it was filled to the brim of King Sombra's dark magic.

Due to the shear size of the great tree, it took nearly ten minutes of further walking around the trees trunk before Twilight and Sombra reached an entryway. Hidden between the enormous roots at the tree's base was a small tunnel. It was just tall enough for a pony of Celestia's height to fit through. The width of the tunnel was equally minimal in size. Wide enough only to allow ponies to pass through in single file.

Following Sombra, Twilight entered the dark tunnel with Celestia's body floating just behind her. The air in the tunnel was moist and thick with the scent of decaying wood. It was if the tree itself was rotting from the inside out. The further she traveled into the darkness of the tunnel, the more potent the sent of rot and the aura of dark magic became. It was a good thing Twilight wasn't claustrophobic, or this place would be even scarier than the dark unicorn who walked only feet in front of her.

After the first few dozen yards forward, however, the tunnel opened up considerably all around them. Much like the wide end of a funnel. The darkness that once filled the tunnel was now receding as an eerie green glow from up ahead lit the path forward. It was good news for Twilight since any illumination spell she might use would only increase the spread of the amulets corrupting influence through her body.

Walking to the end of the tunnel, Twilight was finally able to see the inner structure of the changeling hive. To her surprise, the entire structure was nearly hollow, and shaped in a gigantic form. It was much like as if Twilight stood inside a tin can, only this can was the inside of a five hundred foot tall tree.

The inner architecture of the hive consisted of various ramps and catwalks which criss-crossed in numerous locations . On the outer most edges of the inner hive was a ramp, no more than four feet wide, that spiraled upward; circling the entire hive nearly five times before ending somewhere near the ceiling of the tree. Most likely where the trunk of the tree split to form its branches.

But the most interesting part of the hive was what stood at its dead center. A pillar. It began at floor of the hollowed tree, stretching all the way upward until it met the ceiling. Half way up the pillar, there was what appeared to be a room of some kind. It was round, but not circular. It was oval shaped, much like an egg. In-fact, it looked exactly like an egg. The top and bottom of the pillar cradling it as if it were one of the jeweled egg displays Twilight saw in museums as a filly. But where the rest of the hive was that of a pitch black color, the egg shaped heart of the hive was an iridescent green color. It glowed eerily in the darkness as the only source of light within the bowels of the hive. What ever the room was for, it was obviously important. Nearly half of the narrow catwalks stemmed from this single location of the hive.

Twilight wished she had some sort of notebook so that she could have drawn what she was seeing. For a bunch of disgusting changelings, they had an amazing home. From the way each catwalk and ramp was positioned, Twilight could see that each one was positioned as such so that no one walkway was closer or further from the others surrounding it. The hive had been built for maximum efficiency. Rather strange since all changelings could actually fly. The catwalks seemed rather redundant, but marvelous to the lavender unicorn nonetheless.

With nothing but a silent gesture from his head Sombra told Twilight to follow as he began the long assent up the spiraling ramp on the edge of the hive interior. Twilight followed behind, still observing changeling hive as she and Sombra ascended the spiraling ramp. Twilight watched as countless numbers of changelings flew above her. She watched as they emerged from tunnels all around the the hive before disappearing again by flying into another some other tunnel dotted around the spiraling ramp.

As she ascended the spire, Twilight noticed many of these tunnels housed everything from exits out of the hive, to living quarters for the thousands of changelings. Twilight even thought she saw a kind of kitchen-like area. Which was strange considering that the everyday diet of a changeling was to feast on the emotions of ponies who loved each other. What exactly did love even taste like? she wondered. Though she had no intention of eating another pony's emotions anytime soon.

After climbing nearly a forth of the way up the great spiraling ramp, Sombra turned onto one of the many catwalks that spand across the hives great diameter. Twilight followed cautiously behind. Her first few steps spent trying to build up the courage to move onto the unsafe walkway. Due to the fact that changelings could fly, the cat walks themselves were actually narrower than the great ramp she had been climbing before and had no sort of railing to keep ponies from falling over the edge and plummeting to the pitch dark floor below. In-fact everything was so dimly lit, Twilight wasn't even sure she could see a floor below her. Looking down, it seemed as if there were no bottom below Twilight at all. Twilight took a nervous gulp of air. Just how long would she fall if she fell from this height?

Twilight shook the thought from her head and decided to concentrate on where Sombra was taking her. (As if she couldn't already guess). The thin catwalk Sombra led her on was one of the several that connected to the green structure located at the center of the hive. Twilight looked upon it with awe as she walked steadily closer to it with each step.

The egg shaped room appeared to be several stories high. Large balconies dotted its surface in a most unique fashion as well as what appeared to be sculpted artwork along each balcony's base. Some of these balconies welcomed the many catwalks leading toward then, while others simply hang as decoration. Some balconies were connected together by various ramps or stairways; allowing easy passage to upper and lower floors of the green structure.

And green it was. Every part of hives heart was made out of the luminescent material. Twilight pondered at what kind of material it was, having never seen anything like it in all her studies on pony architecture. Furthermore, Twilight could sense the same kind of dark magic here as she did the rest of the hive. Only more pure and concentrated than the magic she had felt before.

It wasn't long until Twilight found herself at the end of the catwalk. She stood just beyond where the green balcony turned black where the catwalk connected. Sombra, having already stepped onto the balcony, looked back at her. A look of curiosity upon his face. It was if he was waiting for something to happen.

Not wanting to anger her new master, Twilight stepped gingerly onto the balcony. And as her hoof met the smooth green surface, Twilight felt a rush of electricity painfully shoot through her body, causing her to scream out in agony.. At that same moment, every changeling around her stopped and stared at her. Twilight couldn't see this of course because her eyes were shut tightly, but she could feel it. She could feel the stares upon her body; not just as a whole, but every single individual stare. It was as if she were those changelings, and those changelings were her. As if Twilight and the changelings had become a single collective being.

Then, just as quickly as it had began, the moment was over. Twilight's legs buckled beneath her as the pain receded from her body. She sat, gasping for air. The episode had pushed all the air from her lungs as if somepony had hit her in the stomach. She looked up Sombra, panting.

"What....what was that?" she asked after catching her breath.

Sombra looked down at her, an emotionless mask on his face.

"I never imagined the connection would be so.... violent to new comers. Tell me slave, do you know what this material we stand upon is?"

Twilight shook her head. How could she know? Before today, Twilight hadn't even known such a place existed within the Equestria. Let alone what had just happened to her.

"N-no.." she answered, trying to stand, "I don't know what this is."

Sombra tilted his head to the side as his eyes became more focused on his pet.

"Are you sure?" Sombra asked, "I was certain that you would have recognized the material that once imprisoned Celestia herself." he said, gesturing a hoof toward the sleeping princess.

Twilight stood, puzzled by the kings words. A material that imprisoned Celestia? What could possibly-... And like that the memory rushed back to her. It had been after Twilight and her friends failed to attain the elements of harmony to defeat the changeling queen after she had invaded Canterlot. After being brought back to the wedding chapel, Twilight saw her mentor hanging from the ceiling above. She had been wrapped in some kind cocoon. The lining green, just as the ground Twilight now stood upon.

"Wait. You mean this is that same stuff?" she asked, scratching at the floor beneath her with a hoof.

Sombra nodded, "Indeed. It is a unique material made only by the changeling queen herself. It links her to the mind of every changeling in the hive. And links every changeling in the hive to her. Should a pony, like Celestia, be exposed to it for too long, that pony would soon change into a changeling themselves. They would become a willing servant to the hive. Forever bound to its fate. Their destinies, intertwined."

Twilight looked on in horror at what the king was telling her. "Is that why I'm here!?" she asked fearfully, "You're going to turn me into one of those things!?"

Such an idea disgusted and horrified Twilight. She was going to turn into the very creatures she hated. And she would serve under the very Pony she feared above all other things that lay waiting in the darkness. Twilight thought of running. Even dying would be better than this fate. After all, if she became part of the changeling hive mind she would lose herself. She would be as good as dead. The only thing that stopped her now though was Sombra's deep and wicked laugh.

"Hahaha! Be still my slave. I have much better plans in-store for you than to become a mindless wasp drone," he said with a grin. "No,, so long as you posses my amulet, you are quite protected from changeling magic." Sombra looked toward the unconscious Celestia bound and floating gently next to him. She would not be so lucky.

"Now than, enough talk. We would not want to keep her waiting."

"H-her?" Twilight asked timidly.

"My Queen of course."

_____________________________________

The throne room of the changeling queen was as emerald green as the eyes of King Sombra himself. Everywhere Twilight looked she saw nothing but the glowing substance. Everything from the floors and ceilings were crafted from the Queens mind linking excretion. Twilight didn't know what orifice the material came out of the Queen, but she thought it would be best if she didn't think about such things. Seeing as she was surrounded by it.

Despite her hatred of these cheese legged creatures, Twilight couldn't help but be impressed that such a material could be fabricated in so many ways. Everything here was made from it. From the hard stone-like floors and walls, to the soft flexible carpet Twilight stood on. The throne room even received its own light source from the green material, making the room much brighter than the rest of the hive structure. Aside from the fact that only the Queen could create the substance, it was perfect. If ponies could somehow artificially create it, it would be an engineering miracle.

The layout of the throne room was actually not unlike the one residing in Canterlot castle. There was even a great stairway leading to the throne itself. Unlike Canterlot however, behind the seat of the queen was a great archway in the wall. A long drape hung down; obscuring the view of the room that sat behind it. No doubt Chrysalis's private chambers.

Not long after Twilight and Sombra approached the throne did the curtain behind begin to stir. A tall changeling, nearly the same height as Celestia herself, emerged from behind the hanging sheet and took its place upon the throne. Queen Chrysalis, the ruler of the changeling hive, sat on her emerald throne. A cold look of silent approval upon her face. Her long forked tongue emerged from her mouth as it slid across her lips and fangs; moistening them before she spoke.

"Welcome home my love." she said in her duel toned voice. A grim smile stretching across the sides of her face. "I assume your resurrection posed little trouble for you?"

A sly grin grew on the dark Kings face. "But of course my dear. Even the power of the crystal heart would not be enough to slay me," Sombra's smile then suddenly turned to a frown of disapproval. A dark aura passing over him. "I was rather disappointed to find that Canterlot was not under our rule. Did you forget the arrangement we had made?"

Chrysalis's expression turned from one of satisfaction to that of a submissive in a second. Her voice becoming less confident as she answered. "But of course not my king. I had indeed invaded Canterlot and even went so far as capturing the Princess of crystals and securing the elements of harmony for your lordship but,-"

"But?.." the king interjected impatiently.

The Queens voice became unbalanced from Sombra's interruption, " B-but... it...they..." she staggered trying to give her excuse of failure. She looked around the room. Trying to find anything to keep her eyes from meeting her lovers gaze. Her eyes instead came to rest on Twilight as she fell silent. A look of anger cast over her face.

"Well?" Sombra asked, "What happened?"

Chrysalis glared at Twilight. Her anger threatening to boil the blood in her veins.

"She happened." Chrysalis spat.

Twilight stepped backward and held her head low. She suddenly felt so small compared to the two ponies that stood before her. If you could even call Chrysalis a pony. Both her and Sombra glared at Twilight. Their stares feeling like a weight that might crush her at any second. After what seemed like an eternity, Sombra turned back to to the Queen.

"Well that's certainly understandable," said Sombra, a slight smirk formed on his face before falling serious once more, "But while i resided inside this pony's mind I couldn't help but notice her memories of the events that occurred that day. You failed not because of her, but because you failed to tie loose ends. You should have killed her. Her and the crystal princess. But instead, you foolishly let them live."

Chrysalis took a large gulp of air. Her expression was that of a foal who had done something wrong. She seemed so small compared to Sombra. Twilight couldn't help but find joy in seeing the changeling squirm. The source of her hatred, belittled by the pony she feared. Twilight didn't notice her tongue moistening her lips as she watched the scene unfold.

Chrysalis tried to stammer out an excuse for her failure. "But, my king, I only kept them alive so that they may be your slaves in the new order. I meant for them as gifts to your greatness." Sombra saw through this pathetic endeavor. His face unmoving as the queen spoke.

Twilight found herself imaging what Sombra would do to the changeling queen. Images of spears stabbed through her chest and flesh melting from her body filled Twilights thoughts. She wanted the queen to suffer, like she had made Cadance suffer. It wasn't until Chrysalis looked directly at Twilight did she realize what she had been fantasizing. Those thoughts of rage. They weren't Twilight's, Or at least, not the Twilight she used to be. The amulet around her neck was corrupting her will. Soon there would be nothing left of the old Twilight. Did the queen know? Twilight wiped away some drool from her mouth, hoping the queen hadn't seen it. Changelings could sense the emotion of love. Twilight hoped that they couldn't sense other emotions as well.

The queen glared at Twilight, a puzzled look upon her face. "Come to think of it, why haven't you killed this pony yet?" she questioned, "You speak to me about tying loose ends, yet here you bring the very cause of my failure here to our hive. What are you plotting?"

Sombra spoke, a hint of pride in his voice, "You do remember the amulet, yes?" he said, using his magic to make the amulet glow red for emphasis.

"Of course I do." the queen spat. "You wouldn't shut up about the importance of hiding it away from Celestia if you ever fell to her and Luna."

Sombra nodded. "The amulet is a necessary tool if we are to reclaim the crystal empire. As is the pony who bears its power."

"Reclaim the crystal empire?" Twilight thought. "Why does he need 'me' to reclaim it?"

"As you know my Queen, while the crystal heart is powered by the emotions of the crystal ponies, you and I are both unable to even enter the city without being evaporated to dust by its power." Sombra closed his eyes in thought of his plans. "For years, i pondered a way around this. Anypony the crystal ponies believe to be a threat to them will cause the heart to act against that threat."

Sombra's emerald eyes shot open as a wave of energy spread through the through the throne room. Its eerie darkness piercing through Twilights bones.

"If the heart is to be defeated, we will require a pony of not only great power, but also who is an ally of the crystal ponies. A pony that they see not as an enemy, but as a friend."

The queens roared with laughter. Her crackling echoing throughout the chamber. "How deliciously wicked!" she roared, "You still know how to turn me on after all these years, my love! I can just see it, pony-kind, betrayed by the very pony they trust the most! You truly are an artist."

Sombra bowed, As he took the queens laughter as an applause.

Now Twilight understood her part in Sombra's plans. Not only will she betray her friends and mentor. Twilight will be forced to betray two of the ponies she loved most. Her oldest friend, Princess Cadance, and her own brother, Shinning armor.

Twilights heart felt heavy. her thoughts overburdened by such guilt of what she must do. Twilight didn't have the strength to fight back anymore. She sank back into the recesses of her mind, and let go.

The amulet around Twilights neck glowed a dark red as black wisps of magic fumed from her eyes.

"Well what are we waiting for?", she said aloud, "I cant wait to show my dear brother his new and improved sister." A demonic look set upon her face.

Sombra looked back at the lavender pony. A smile spread across his muzzle as he sensed the power being released from his slave.

"At last," he thought,"Her will is ready to shatter."

Author's Note

Take long enough don't I?
I did lots of revision on this chapter and got stuck a few times on what to write, how to write it, etc.... but at least i finally got it out. I like my story, im just terrible at getting it written down. Wish my writing ability was stronger but, what are ya gonna do. Practice practice practice. So I finally got my crap together and sat down to finish it. 2 weeks after my blog post said i would get it done. Hope you enjoyed this story. Next chapter release: NO IDEA! WEEE! ( but i do have a portion already written that i removed from this chapter.)

btw. anypony know how to get more character icons for who is in my story. Fimfic only allows like 6 but ive seen stories shorter than mine with nearly 12. any reason for this? send me a private message if you know why.

oh and i hope you enjoy the new cover image for the story. i had been waiting for an image just like it to pop up.

What Could Go Wrong?

Chapter 4: What Could Go Wrong?

Celestia watched her most faithful student sleep as she experienced another nightmare. Twilight was mumbling something about 'escape' while she tossed and turned in her small bed. Celestia couldn't stand seeing her this way. She wanted to do something, anything to help Twilight. Alas, even with all the power Celestia possessed, she didn't know a thing about the dream world. The only pony who could help Twilight right now was Princess Luna, but with Luna still recovering from whatever it was she experienced inside Twilights mind, there was little that could be done.

Celestia thought back to what Luna had said before passing out. 'Sombra'. What could that have meant? Was the memory Twilight had forgotten, a memory of the dark king? Yet how could such a thing be? Sombra was destroyed. Vaporized at the power of the Crystal heart. If there was one thing Celestia was one hundred percent sure of, It was that Sombra was indeed dead.

No pony who was that dark and twisted could have survived the sheer power that the heart held. Even the elements of harmony were dwarfed when matched against the crystal heart. The heart was after all, even older than Celestia herself. It had been created long ago by the very first Alicorn to walk among ponies.Princess Cristallo. Celestia missed her elder sister. She missed her more than anything else in the world. Few today even remember the princess. Save for the crystal ponies. And even they had limited knowledge of her.

Celestia was too young. Though she had lived for thousands of years, Celestia still felt small when she compared herself to Cristallo. Cristallo's might was that of the experience of living for well over ten thousand years. Celestia herself had only existed for a few hundred years when her sister passed away. If only she were still here, none of this would have ever happened. Celestia and Luna would rule happily under Cristallo as she crafted a perfect world for all Equestrians to live in. No war. No famine. Even with all of her power, these things still existed under Celestia's rule. Though war has not occurred for hundreds of years, it was always possibility. All it would take, is one griffin getting killed by a pony. One lie to the buffalo herds. One sister- Celestia hung her head low. One sister, to not realize how unloved her younger sibling felt.

"Oh Cristallo. If only you were still here. None of the horrible things that I'm responsible for would have ever happened."

-_-_-_-_-_-_-_-_-_-_-_-_-

Twilight awoke from another nightmare. She breathed heavily as she took in the surroundings of her bedroom. Sweat was once again soaked throughout her fur and bed sheets. Twilight sat quietly. Rubbing her sleep filled eyes with a hoof as she tried to get a baring on yesterdays events before falling asleep. It was only after several seconds that she realized she had no recollection of going to bed on her own. She remembered Princess Luna helping er remember something and then... nothing.

Twilight jumped out of her bed. She didn't remember anything. It was not remembering what scarred her. The last time she awoke 'not remembering' something, she had shot a hole through the roof of somepony's business. Twilight rushed down the steps from her room. What had she done this time? Was somepony hurt? Was there a front door missing from her home? Or was there somepony hurt? Twilight's fears were all realized as she hit the last step.

The library was a mess. books were scattered about on the floor. a table was broken into thirds against a far wall. There was even a chair wedged, hanging out of a broken window. A window that was nearly seven feet up the wall. But books and chairs were replaceable. What drew Twilights attention was not the state of library, but of her friends sleeping on the floor away from the the debris.

All of five of the sleeping mares were covered in bandages. From Rarity's head to Applejack's hind hooves. Every single one had injuries. Small ones yes, but none the less injuries. Twilight stood motionless. With every bandage she saw on her friends, Twilight saw herself creating the wound that the bandage now concealed.

"How?"

It was the only thing Twilight could think to say.

"How did this happen?", she said a little louder.

Twilight's voice had carried its way to the ear of a sleeping Rainbow Dash. The blue pegasus slowly awoke to locate the sound that hit her ear when she saw the unicorn standing at the bottom of the library stairs.

"Twilight!", Rainbow yelled in surprise, waking the other four sleeping near her.

Rainbow Dash zoomed overhead to the lavender unicorn that stood just feet away. She was prepared to grab her friend into a giant hug, but stopped when she saw the sorrowful look in Twilights eyes. The other four did the same. Expecting to embrace Twilight into a big group hug, but something about Twilight told them it was best to stay away. Instead they simply stood around her in an arch formation.

Fluttershy was the first to speak up. " Um... Twilight... are....are you okay?", she timidly said. The yellow pegasus seemed almost frightened by her own voice in the silence around them.

Twilight only stayed silent as she looked over her friends injuries. Fluttershy had several bandages wrapped around her left fore hoof. Pinkie Pie was covered similarly on her right. Rainbow Dash, having not wanting a bandage in order to look tougher, had several cuts across her back. Her wings were also missing several feathers from what Twilight could tell. Applejack had several bandages wrapped around hind hooves the very same hooves which were used to stop Twilight from hurting her friends even more. Rarity was by far the worst of the lot. A large bandage was wrapped tightly around her head. Underneath was a small ice pack, most likely being used to numb a large bump on her forehead. Where Rarity once had two gorgeous blue eyes, was now only one. The other was swollen and black around its edges.

"What happened?" Twilight said coldly after several moments passed.

The five friends said nothing.

"What happened?!"she asked again.

The five shot nervous glances to each other. After some time Rarity answered. "We...uh.. just had a little accident dear. You know how it is when Pinkie here gets all excited..uh..right Pinkie?"

Pinkie quickly nodded her head as fast as she could, " y-yeah.... you know.... with my party cannon and the balloons and uh...the...um..."

Twilight stomped her hoof against the wood floor. "Balloons and confetti didn't cut Rainbow's back or blacken Rarity's eye! Stop lying to me and tell me what happened!" she was angry now. She was angry that her friends were trying to keep the obvious truth from her. She knew that something like this would happen. She Knew! She needed to know what had happened. Even if was only to confirm her fears.

With a reluctant sigh, Applejack did the one thing she knew was a bad idea for the first time in her life. She told the truth. "You did this Twilight. When Princess Luna finished her spell, you flew into a rampage."

And with those words Twilight's hypothesis was proven right. She did it. Twilight Sparkle, bearer of the Element of magic, attacked her friends in a blind furry.

Rainbow dash was quick to comment on what Applejack said,"Yeah But we're fine. A little cut up, but totally fine."

"Yes. Nothing but scratches and bruises. Nothing the five of us cant walk away from.", Rarity added.

'Five of us' It was those words which struck deep into Twilights mind. Five of her friends were fine, but there were seven in the room when Twilight had rampaged. Twilights eyes widened to the sizes of grapefruit. There were still two ponies unaccounted for.

"Where are Princess Celestia and Princess Luna?!", she asked with panic.

-_-_-_-_-_-_-_-_-_-_-

Rarity had insisted that Celestia and Luna stay at her home in the Carousel Boutique while she and the others took care of Twilight. After breaking her link to Twilights mind, Luna had fallen into a deep comatose state. Luna's mind had nearly been shattered to pieces by whatever it was she had witnessed inside of Twilight. If she hadn't succeeded in breaking her connection, Celestia didn't know what could have happened to Luna. Celestia didn't know much about mind magic, but she knew very well that her sister could have died right in-front of her. Her body a lifeless shell that was empty of any form of Luna's consciousness. But Luna had survived. And even though her mental stably was cracked, it was not broken. Luna would be back to full health soon. It was simply a matter of waiting.

Celestia watched as her sister slept. She admired how peaceful she looked. Luna's chest would rise slightly when she inhaled. Lifting the sheets on Rarity's bed before exhaling as the sheets would drop down once more. Celestia giggled to herself as she watched Luna. Luna was unusually quiet today. As beautiful as the night princess was, there was always one detail that made her a little less viewed as a lady. Luna snored, loudly. But not today. It was a rather humorous thought that her sister wouldn't snore if she were forcefully knocked. She really must remember that for the next time Luna woke her in the middle of the night with that loud snoring. "Hmm... Perhaps a blow to the head?", Celestia thought, " Not a large one. just enough to keep her out for a few hours."

Celestia cleared the thought from her mind. She knew full well she couldn't just beat her sister to sleep every night. That would be barbaric. Let alone the fact that Luna might not be too happy about awakening each day to a pain induced hangover.

It was nearly six in the afternoon when Celestia Heard the faint sound of a knock on the front door of the carousel boutique. She assumed it was one of Rarity's many costomers.

"I suppose i should let them know that Rarity will be out for a while."

Celestia griped the front door with her magic as she approached. She slowly opened the door revealing not a costumer. Upon open opening the door, Celestia saw not a customer, but Rarity with Twilight and the others..

"Um... Miss Rarity? You do know this is your home. You don't have to knock before entering.", Celestia said with a smile in her calming tone.

"While two princesses are residing here? Oh heavens no. The niceties must be observed. I assure you your majesty." Rarity replied as she dipped her bandaged head slightly in an attempt to bow through the throbbing pain she felt.

"If you insist." Celestia looked over to Twilight who stood next to Rarity. Twilight's eyes wore small bags underneath them. Even for having slept for over a good twenty hours, Twilight still looked exhausted. Mentally and physically. Celestia contributed it to the nightmares she was having. "I am happy to see that you are alright Twilight."

Twilight looked up at the Princess. Her tired eyes staring over every inch of the princess. There wasn't a single injury upon the Princesses mighty form. A small wave of relief washed over her. But Twilight still had to confirm the well being of the other who was taking refuge in Rarity's home.

"I'll be doing much better if I could see Princess Luna." Twilight said plainly.

Celestia's face darkened. She knew Twilight was probably blaming herself for what had happened to her friends. Seeing Luna would only make her feel worse.

"Twilight. I do not think that would be a good idea right no-", Celestia was cut off as her student Raised her voice to her mentor for the first time in her life.

"I need to see Luna now!" Twilight shouted. Celestia could see Twilights eyes starting to water as she yelled at her. Celestia just stood there. Her mouth hung open trying to catch flies. She couldn't believe somepony was actually shouting at her.And not just any pony. Twilight Sparkle. She of all ponies was the last Celestia expected to be yelled at by. Slowly, Celestia turned and headed back inside.

"Follow me Twilight."

Celestia Led Twilight and the others up the a flight of stairs that led to the buildings living area. The group slowly walked through the upstairs hallway until they reached the doorway into Rarity's bedroom. Reluctantly, Celestia entered the room with her Student close behind. Celestia turned to face her student as they stood before an unconscious Luna.

"Luna has suffered from great strain to her psyche, but she should be fine within a few days."

Twilight said nothing. She looked at the form of the sleeping alicorn. Luna's mane, which once waved so gently around her, was still and it drooped around face on the bed. She looked so frail. The once great and immortal Luna, reduced to a state of vulnerability and weakness. For the longest time, no one said anything. Even Pinkie, who was normally so talkative stood silently as if she thought her voice would further weaken the princesses current state.

Fluttershy moved closer to Twilight's she tried to place her hoof on her friends shoulder in an attempt to comfort her. Twilight simply shrugged off the Pegasuses sympathetic gesture as she moved closer to the sleeping Luna. Even though what happened to the princess was an accident, Twilight couldn't help but feel responsible. Twilights legs buckled underneath her as she collapsed beside the bed in tears.

"Its... all my fault! None of this... would... have happened if it wasn't for these... stupid dreams of mine!" Twilight took in labored gasping breaths as she cried her heart out for the princess.

"Now Twilight, you know perfectly well that this wasn't your fault. These things just happen." Applejack tried her best to calm her friend down. Applejack tried to embrace her into a warm hug to help comfort her, only for Twilight to push her away as she turned to face the group of ponies before her.

Twilights face was covered in tears. Her large eyes looked as if they would burst with anger.
"Dont you get it!? It IS my fault! If i hadn't insisted she enter my mind! If I had simply listened to Applejack! Luna would be here with us now instead of lying in a bed hurt!"

Twilight was angry. If her nightmares hadn't frightened her. If she had been less of a coward, Twilights friends wouldn't be injured, and the Princess would be wide awake. Unscathed and preforming her duties in Canterlot instead of barely clinging to her life in a bed in Ponyville.

"If I wasn't such.....such a coward... none of you would have gotten hurt! If I just....if I...just..." Twilight could no longer find any words to express her sorrow. There was nothing more she could do except lie down i and cry.

Celestia decided that the time for silence was at an end. She stomped the floor using one of her mighty hooves, causing pictures hung on the walls to shake.

"Who are you?!", she yelled using the royal Canterlot voice.

The six smaller ponies in the room nearly screamed at the sound of the frightening voice before their ears. Celestia had not used her full voice in hundreds of years, yet the power in each syllable she uttered remained just as intimidating as they used to be. Each one, shacking the entire house as she addressed her Student.

Twilight had stopped crying. Her heart not filled with regret, but fear. She had never heard Celestia speak in such away. It was truly terrifying. Celestia s body had seemed to darken. The form that now stood before Twilight was black as night, yet still glowing with the strength of the sun's light. The princesses eyes which once contained beautiful irises revealed only a blinding light. Celestia's eyes shined brightly with raw power.

"I will ask you again pony! Who are you?!" Celestia let her voice boom once more. She needed to knock some sense into her student. And this seemed like the best way to do it.

Twilight weakly responded to the question." Twi-Twilight S-Sparkle.." The Princess tilted her head slightly at the response she received.

"Are you?! I do not remember you! The Twilight Sparkle I knew, Would never be so foolish as to take all the blame onto herself! The Twilight I knew was strong! Courageous! And Happy! You are not Twilight! You who blame yourself for the faults of others are not my student! You who attack your friends with hateful tones! You who only focus on the bad,and not the good! The Twilight I knew would let her friends help her! Not push them away! If you are indeed Twilight Sparkle!, Prove it! If there is a problem, fix it! Do not wallow in the pits of despair! Strive for a better tomorrow instead of holding to an unfortunate past! Remember what it means to love and be loved! Remember who you were! Remember....!", Celestia released the power she stored as she dropped the Canterlot voice and finished her sentence using her soft and loving voice once more." ...who you 'still' are."

Celestia had drawn her student into a deep hug. She had to lean over awkwardly in order to match the terrified unicorns height. As she did so, she spoke once more as the two ponies embraced one-another, "You have done nothing wrong Twilight. You are not a bad pony. You are a good pony, who bad things have happened to. Please do not dread on the past. Luna knew very well this could happen to her. She knew. And she took the risk because she believed you were worth it. You mean far more to her than you know. And me." Celestia slowly released Twilight from the hug as she returned to standing proud above her.

Twilight wiped the tears from her face before looking up at the Princess with a smile. "Thanks for the lecture Princess. I needed that." Twilight turned to face her friends once more, " I know that what happened to all of you was something I couldn't have avoided, but i can now. I'll do what ever it takes to make sure that it doesn't happen again." Twilight changed her face to a darkening frown as she continued, "but, if something does happen,-"

"Twilight." Applejack scolded her, fearing she was going to take another fall down the depression roller coaster.

Twilight raised her hoof towards the orange pony so she could finish, "If something does happen, I wont take the burden by myself." her smile returned, "After all, you're my friends. Im honored to have your help."

And with that all of Twilights friends tackled the lavender unicorn into a group hug. Pinkie and Fluttershy were crying just as hysterically as Twilight had been just moments ago. But the tears that flowed this time were that of joy.Not sorrow. The group was so warmed by each others love that they didn't even notice the body stirring in the bed next to them until they heard the weak sound of a familiar voice.

"Although we hate to break up such a beautiful event, we have much work to accomplish."

-_-_-_-_-_-_-_-_-_-_-

Luna's awakening had brought much relief to the already stressed group of ponies who resided inside the Carousel Boutique. With Twilight nearly back to her old self and Luna awake, everypony could finally get back to the original problem at hand. Twilights memory of what happened to her at the Ponyville spa.

The group once more sat around a round table, the same round table. Only this time in Rarity's home. When Celestia brought in the table no one knew, but they supposed being an alicorn had its advantages of magic table spawning. On one side of the table sat Twilight. Directly across from her were the two Princesses. Celestia sat strait up, looking as refined and royal as usual. Next to Celestia was Luna. Although Luna looked much better than she did only an hour ago, her mane still fell limp against the sides of her face. Its once sparkling night pattern, reduced to a plain light blue color.

"Now then", Celestia began, "Back to the matters at hoof. Twilight?", she looked directly at the small unicorn opposite to her at the table. "If you are ready, please tell us about what happened that day at the spa. I'm sure you remember now, yes?"

Twilight nodded her head as she swallowed hard. It was true, she remembered everything. Every horrifying detail. Twilight now understood why her mind blocked the hallucination from her memory. Unlike her dreams, what happened to Twilight at the spa seemed so real. As if the tendrils she thought surrounded her were going to kill her at any second.

Slowly, Twilight explained what she saw that day. The tendrils around her body, chocking her breath from her lungs. The terrifying darkness. The eyes. Especially the eyes. The very same eyes that belonged to King Sombra. As she spoke of what she saw, Twilights friends looked on in horror at the tale Twilight spoke. Even the brave Rainbow Dash seemed to cower a little at the story she was hearing.

As Twilight finished telling her side of the story, everyone in the room looked toward Luna. It was her turn. Now that she was awake, it was Luna's turn to tell of what happened inside Twilight's mind. Much to everyone's surprise the same details of Twilights story were also present in Luna's. Eyes, darkness, tendrils, all of it.

"But, you got away. So why were you affected so harshly that your mind almost broke?" Twilight asked.

Luna Looked back at the questioning pony, "The mind is a frail thing dear Twilight. Anything that happens in that realm can have drastic effects on ones mind and body left behind in the real world. I barely escaped with my life in that realm. So in turn,I barely escaped with my mind in this world."

"I guess that makes sense" Twilight responded unsure as she took a moment to ponder such a thing. She would have to do some research on the topic, but that could wait until later.

"Now now. wait just a second." Rarity, hearing this story as well had her own questions to ask, "You said that you were going to unlock Twilights memory. But from what I can tell, you found a very real King Sombra inside Twilights head!

"Rarity's right." Fluttershy added, "From what you told us Princess, shouldn't we be worried about the possibility of Sombra living inside Twilights mind."

Luna continued to explain, "What was inside Twilight's mind was not Sombra, but manifestation of him."

"So. Hes like a fake?" Applejack asked.

"Yes. A fake. But not just any fake. This Sombra was created through fear. A fear so great inside Twilight's thoughts, that it took root and was able to give itself the form of the very thing Twilight feared most." Luna looked back to Twilight.

Pinkie Pie who had been unusually quite draped a hoof over Twilight's back gently. "Is that true Twilight? Were you afraid of that big meanie Sombra?"

"Of course Twilight wasn't scarred!", Rainbow forcefully added, "Twilights not scared of anything! Especially some wannabe King Som-" Rainbow was unable to finish as Twilight answered Pinkies question.

"Yes. Im afraid of him" Twilight admitted with her ears folded back in shame. "Ive been afraid ever since I first saw him while we were running across the tundra plains."

Pinkie drew Twilight into a strangling hug as she spoke with her usual high pitched, cheery voice, "Why didn't you say so silly filly?! Auntie Pinkie knows just the thing to fix that! ♩Oh! When I was a little filly and the sun was going dow-mph..♩"

Twilight pried herself away from the singing pony before sticking a hoof into Pinkie's mouth. "It's not that simple Pinkie!" Twilight shuddered as she recalled the still fresh memories of her latest nightmares. "Sombra isn't something I can just laugh away. Every time I sleep. Every time I close my eyes, I see nothing but his eyes and darkness surrounding me. It's not like hes some shadow that cant hurt me. Sombra is real. A real pony who can and WILL hurt me if I don't get out of his way!"

"But Twilight," Applejack said, "Sombra's gone, he was destroyed when the crystal heart was returned to the crystal ponies remember? He ain't never commin back. you got nothin to be afraid of."

"I know that Applejack. I've told myself that a hundred times, and then a hundred more for good measure. But it doesn't stop the nightmares. It doesn't stop how I feel when I think about him."

Celestia, now sure of the situation, was ready to give her diagnosis on curing Twilight's nightmares. "Then the answer is simple my faithful student. You must face your fears, and defeat this dream Sombra and cast him out from your mind."

Everypony in the room looked towards the sun goddess after she spoke those words.

"We agree sister. The only way for Twilight to be rid of these nightmares is for her to face them head on." Luna added.

Twilight rose a hoof in a panicked objection, "wait wait wait! I cant just go off on some dream mission to defeat something that could snap my neck! Isn't there some other way to do this?"

Luna silently shook her head, "No. This is the only way. You must face him Twilight. If not for your own sake, for your friends." Luna's horn glowed slightly as the various wounds on Twilights friends began to glow a bright blue.

"But how am I supposed to face this dream Sombra anyway?!"

Luna gave a small smile,"By going to sleep of course."

Twilight sunk low in her seat. As much as she wanted it to not be true, she knew in her heart this was the only way. Twilight sat tall once more as she gave her answer, "Alright." she said. "I'll do it. If it means protecting my friends, I'll do anything"

All eight ponies in the room gave out small cheers of joy at Twilights resolve. Twilight was going to face her fears at last, and she was going to beat them.

"I can do this.", she thought to herself.

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

"I CANT DO THIS!" Twilight yelled out loud inside the library.

It had been nearly five hours since the sun had set over Ponyville. Most ponies in town had been asleep for a while, except for one. Twilight Sparkle remained awake. She had requested to be left alone while she attempted to combat the fears in her dreams. It was just her in the library now. Spike was staying at Fluttershy's cottage for the night. Princess Celestia and Luna had decided to stay at Rarity's home until Luna was back to full health. So it was just Twilight inside the old library. Twilight was supposed to be sleeping, but going to sleep was the last thing she wanted to do.

Despite her bold words just hours ago, Twilight was no where near ready to face her fears in her dreams. As much as it shamed her, Twilight couldn't bear to sleep unless it was the only option left open to her. So with out any further hesitation, Twilight did the one thing she was best at. She started studying.

Twilight had pulled nearly every book she could find that had to do with dreams, or advanced spells off of the book cases of her home. Piles upon piles of books were scattered all around her as she read them one by one at her desk. One of the few pieces of furniture that wasn't destroyed during her earlier rampage a day ago. Twilight had been researching a way out of facing her fears for nearly five hours strait, and not a single book so far had held even the slightest clue to solving her problem.

"Figures," Twilight said to herself as she closed book number fifty-two, "I guess the only pony who knows anything about dreams is Luna. What, are dreams are some kind of top secret genre of magic?"

Twilight took a sip from a cup hot cocoa she had made for herself before levitating another book in front of her. This book was titled "Sleep for the sleepless". The book contained nothing but spells on how to make a pony fall asleep. One chapter even suggested hitting the sleep less pony with a baseball bat on the head. Not really a spell. And once again, not useful. Twilight tossed the book into the pile for reshelving before getting a new one.

With each book Twilight read, the more she felt utterly helpless against the dreams she sought to escape. Twilight was getting sleepy. If there wasn't a book that could help her soon, Twilight would fall asleep before even getting a chance to even read them all.

It wasn't until nearly three in the morning that Twilight came across a book with a very interesting, and promising title.

"Fantasy Removal Charms by Umbrous Shadowstride", Twilight read aloud, "Well I guess a dream is like a fantasy. And I do need it removed. Maybe this is my last shot."

Twilight opened the book. Slowly, she skimmed through the pages. There weren't very many. Only twenty at the most. Twilight had long ago decided to stop reading entire books, and focus mainly on the Chapter Titles. The book was filled with many strange spells. Twilight wanted to take time some time to read them, but every passing second only made her more and more sleepy.

After about the fifteenth spell, Twilight came to a spell title that was too alluring to skip.

"Dream Purging- For extracting dreams from the mind."

"THIS IS IT!" Twilight nearly fell out of the chair she sat in as she screamed out in pure joy. "Yes! Yes! Yes! Finally! I can end this nightmare I'm in" she said with great relief.

Twilight quickly began reading over instructions for the spell. She had to skip over several paragraphs before she found the spell instructions. As she read over the spell instructions, Twilight was surprised at how basic the spell really was. It appeared as if the only thing she had to do was think about what she wanted purged and then cast the magic required to do so. Twilight was so sure she found it. A solution that neither Celestia or Luna had thought of. For that, Twilight couldn't help but feel a bit of pride as she thought about finding a solution that even Equestria's princess'es didn't know about.

All the joy Twilight was feeling, however, poured out of her like water when she dropped her jaw at the next sentence she read. Although the spell itself was simple, the amount of magic required to preform such a spell was the largest Twilight had ever seen. Located next to the sentence was a side note that said, "For Alicorn use only."

Twilights heart dropped in her chest. She was so close just seconds ago, and now she felt like she was sent back to start, because of one detail. Sure, Twilight could ask one of the princesses to preform it for her, but Twilight was sure that they would refuse. Celestia wanted her student to face her fears. Not cheat around them. Twilight could just see the disappointment on her mentors face as she imagined asking her to preform the purging spell.

As much as Twilight wanted to ask the Princess to preform the spell, she knew doing so would be folly. However, Twilight didn't want to face her fears head on either. She had to preform the spell. She needed to!

"But how?!" Twilight said as she stomped her fore hooves on the book, "I'm just a regular unicorn! How am I supposed to match the power of an alicorn!?" Twilight slammed her head hard on her desk as she let out a long groan of frustration.

But then suddenly, like a freight train, an idea hit her square across the face, knocking her face back upright as a metaphoric light bulb turned on in her head. Slowly, Twilight stood from her seat at the desk and approached a nearby bookcase. There was only one way Twilight could match an alicorns power, and that way was right behind the bookcase she stood before.

Looking around first to make sure no one was watching her, Twilight began moving the books on the shelf off to the sides to reveal the familiar horseshoe shaped button on the bookcase wall.

"I must be nuts", Twilight thought to herself. "But its the only thing left i can count on."

Twilight gently pushed one of her fore hooves against the button until she heard a faint 'click'. The button then proceeded to recede into the wall before it revealed the object hidden within. Twilight gingerly wrapped the large glass dome within a small telekinetic before moving it through the air and onto her desk. As Twilight removed the glass dome from what it covered, she couldn't help but think this was the worst good idea she ever had. After the dome was gone, all that was left was none other than the Alicorn Amulet.

Twilight knew that she could never hope to match an alicorns power on her own. But if she wore the Alicorn Amulet, Twilight could do almost anything. There was only one problem. If Twilight were to put on the amulet, she would become susceptible to the corruption that the amulet bestowed upon all who basked in its glory.

Of course, Twilight knew that the amulet could only corrupt the user if it remained on them for long periods of time. Twilight only needed it for one spell. She could put it on, do the spell, take it off, then go back to her normal life, and a normal sleep. Every fiber of Twilights being screamed at her not to do this, but Twilight was too scared and too tired to care.

"After all," she said, "What could go wrong?"

-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-_-

Everything was ready. The book, the spell, and now, the Amulet. Twilight stood next to her desk eyeing the dark amulet she knew would be her salvation. Twilight was ready to finally be through with these nightmares, But she was still afraid of the possibility of becoming dark and corrupted from the effects of the amulet. As scared as she was, however, Twilight was even more afraid of the darkness that awaited her in her dreams.

With one final deep breath to regain her composure, Twilight adorned the grey and black amulet around her neck. As the amulet snapped in place around her Twilight instantly felt a surge of power rush through her entire body. It felt as though Pinkie had rubbed her entire body with balloons until her fur was filled with static electricity. Twilight felt like she could do anything.

Almost getting lost in the feeling of immense power coursing through her small form, Twilight shook her head roughly in order to recollect her thoughts. "I have to work fast", she thought.

Twilight quickly looked back to the spell book in case she had over looked any of the instructions on preforming the spell. It didn't take long considering that there were only three steps. Slowly, Twilight began focusing magic into her horn as she recited the instructions to herself.

"Step one. Gather the required magic."

Twilight took a deep breath as she tapped into the amulet. Her horn slowly began to glow a dark purple hue as she collected the fuel needed for the alicorn level spell. Twilight wanted to desperately try some other spells while she wore the amulet, but stuck to her plan of ending this quickly so as not to be corrupted.

"Step two. Think about the dream you wish to purge from your mind."

Reluctantly, Twilight did as the book said. She thought about the dreams she had, the tendrils the darkness, and especially the green eyes of evil that plagued her with sleepless nights. Every fearful detail was brought to her mind as she did her best to preform the spell as thoroughly as possible. Twilight didn't want to leave even the smallest trace of Sombra inside her head, so she thought of everything.

Finally, Twilight reached the last step.

"Step three. Release the magic and activate it."

Twilight did just that. With a small labored grunt, she unleashed the spell. The magic erupted forth from her horn like a tsunami wave. The purple aura quickly drifted across her body like a sheet of magical armor. It filled every inch of Twilights body with that of warm loving sensations. The spell its self felt amazing. Twilight could only hope that the results would be equally pleasing.

As the magic weaved its way through Twilight's fur coat, it stuck to her underlying skin. Then, when the purple magic field had covered every inch of Twilight, It began sinking into her flesh. As it sunk in Twilight could swear she could actually feel the magic ripping her fears from her mind as it prepared to destroy it once and for all.

As all the magic had finished entering her form, Twilight had expected something else to happen. Several moments passed, but nothing seemed to change. The warmth of her magic was gone, but Twilight didn't feel any different than how she felt before using the spell.

"Was that it?" she wondered,"Did it work?"

Once more, Twilight approached the open spell book to be sure she did every instruction correctly. She was only halfway to her desk though when she began to feel sick. Very sick. Twilight's stomach felt like it was on fire. Something was happening inside her and she didn't like it. Twilight soon was forced to bend over in pain as she involuntarily start to gag and lurch her head forward in violent motions. Twilight was always a pretty healthy pony and rarely ever got sick, but Twilight knew from only a few experiences of the matter that she was about to throw up.

Twilight gagged one final time as she began to vomit. A substance that looked similar to black tar shot from her stomach and onto the library floor. Twilight could do nothing but watch as her body forced her to vomit upon the floor below her. Again and again she gagged and threw up more of the black tar. Some of it even shot from her nostrils as her body violently pushed the substance out from her body.

Twilights throat and stomach were burning. Each time she vomited, Twilight could taste the awful tar flying from her mouth. It stuck to her tongue and squeezed between the small gaps between her teeth before it was pushed aside by the next load of tar leaving her oral cavity. Twilights eyes soon began to water as her body was wracked with pain each time her stomach convulsed. By this time, Twilight had fallen unto her stomach, no longer able to stand as tar was expelled from her body. Then, like a wish come true, the vomiting stopped.

Twilight looked on at the black mess covering the floor in front of her. Unable to move due to immense pain she still felt from the whole ordeal. Then, as Twilight was about to give in to sleep, she was shocked back into alertness.The tar was moving. Slowly but surly, the oily mess began to group itself together on the floor in front of Twilight. After about five seconds it had formed into a large cube shaped object. Then as it begin to settle, the tar cube began to mold itself into a new form. The bottom, which was once flat, was now arched with four legs while the top began to mold into the shape of a pony's head and neck.

As the molding became more detailed, it began to shape itself into long thin hairs for a mane and tail. One the head of the pony shaped tar, a small portion of it had turned red as it slowly grew upward to protrude from the head forming a red horn. Soon facial features were beginning to form. A distinct black muzzle was slowly coming into focus. The mouth opened as if to speak only to close again as the tar inside held the jaw firmly in place with long stringy strands of goop that clung on the mouths interior.

As the form was almost complete, Twilight could do nothing but watch one thing the entire time the tar formed itself. The eyes, which were only bulges at first, had carved themselves out of the black tar into detailed eyelids. As the eyes finished forming, they opened. Green pupiless eyes stared back at Twilight. The oily body was almost near completion when the red horn atop its head began to glow with a blinding red light. Twilight was forced to shut her own eyes and look away, but when she looked back to the shape before her, she saw the very complete, very real, and very alive form of the one she feared most in all of Equestria.And it smiled back at her with a grin of victory upon its face.

King Sombra lived once more.

Author's Note

Chapter could have been better. I found it hard to put my thoughts to writing of the events between Celestia and Twilight. but that's why im still learning. (and as usual, i have done no proofreading. damn im lazy. yet somehow these chapter keep getting longer.)

also, did you see the Harry Potter quote i snuck in there? i didn't want to add any movie/book quotes into the story. but i couldn't resist on that one.

took me too long to write this one. next chapter might be next weekend, or two weekends from now.

If you've stuck with me this long, i thank you. besure to give my fic a thumbs up. i treasure every one