The Dawn Chronicles - Book 1: The Star at Midnight

by littlelionbigheart

Rating: everyone
Tags: Cutie Mark Crusaders, Adventure, Princess Celestia, Main 6, My Little Pony: Friendship is Magic, Romance, Princess Luna, Original Character
Length: 5631

When Princess Luna's unicorn student, Midnight Star, is brought to ponyville to study magic and other things, she finds that something isn't right. Will she be able to save Equestria from what lurks in the shadows?

Midnight Star, Princess Luna's unicorn student, has been sent to ponyville to study things of all sorts, but mainly magic. She will discover there's more to ponyville than she thought. Evil will arise, and nightmares will come alive. Will true love stand in the way? Will Midnight be able to save Equestria before it's too late?

Published 2013-01-24 21:00:01 UTC
Last updated 2013-10-18 02:00:09 UTC

Prologue: When the Shadows Arise

It was midnight. Most of the ponies across Equestria were most likely sleeping, resting, in their comfy beds... Midnight Star shook her head of these thoughts. Her teacher was Princess Luna, and she generally stayed up late with her, studied and other things. But right now, she longed for sleep more than anything. Luna walked down the final steps of the tower, reaching the bottom, where Midnight was. Luna had been watching the moon, making sure everything was right, while Midnight sat at the bottom of the tower, Half asleep.

Midnight perked up a little when she saw her teacher. "Is it time to leave now Luna?"

Luna slowly nodded her head. Luna flew down to lower ground, while Midnight teleported, to where a carriage awaited them. They both climbed in, and the two ponies, pulling the carriage, flew up into the air, heading towards Ponyville. Midnight watched the long shadows the Moonlight cast from the carriage on the clouds that soared past.

They flew past Cloudsdale, but Midnight had about 7 seconds to look at it before it too, along with the clouds around it, were lost in the distance. They passed over Saddle Arabia and the Crystal Palace, Midnight was too mesmerized by the castle's beauty to notice her mother was lecturing her about Ponyville.

"... And Rarity will most likely want to know everything there is to know about Canterl-- Midnight!"

Midnight whipped her head around. "Sorry, you were saying?"

Luna cleared her throat. "Then there's Applejack, who is more honest than anyone you might know, and also Pinkie Pie, who loves to party. But just a warning, don't hang around her too long, something might land on your head. There's Rainbow Dash, who aspires to become a Wonderbolt one day, Fluttershy, who loves to take care of animals, and by her name, you can probably guess that she is very shy. Last but not least, the pony you will be staying with, Twilight Sparkle. She loves magic, and books. In fact, she lives in a library! You might have heard about her from Celestia, considering she is her student."

Midnight nodded her head quickly in response. "Yes, I have heard many great things about Twilight, and I am really looking forward to meeting her!"

The stallions pulling the carriage started to slow a bit, as they were reaching Ponyville soon. Midnight peered down through the clouds, and gazed at what was to be her home for the next year or two, possibly longer. There was the occasional street light on, which alighted the streets with a pale orange glow. She almost fell out of the carriage, as a sudden jerk from the front had knocked her balance off.

Midnight straightened herself out and forced herself to look away from the small yet beautiful town. The carriage was centimetres off the ground when Midnight jumped out and landed on the fertile earth. She looked up and saw the Tree Library that Twilight Sparkle has been calling home for many years. Luna leaped out of the Carriage, with grace.

"Welcome Midnight, to your new home."

Midnight raced up to the door, but Luna stepped in front of her as she was about to pound on the door.

"No, she is sleeping. At least, I would hope. Anyway, if she is, you shouldn't wake her at this time of night."

Suddenly, the door opened and there stood Spike, Twilight was looking on one of her bookshelves for a book, not even noticing the company she had. "Twilight! We've got company!!!!"

Twilight turned her head and all of the books she had been levitating with magic dropped to the ground. "Princess Luna!" Twilight ran over. "How nice to see you! And I suppose this is your student, Midnight Star?"

Luna nodded with a smile. "Indeed it is. You remember what Celestia and I had asked of you?"

This time, it was Spike who spoke. "I know! You guys agreed that Midnight was going to stay here while she studied!"

Twilight smiled. "Yes, right Spike. Now... I have no idea where you are going to be sleeping." Midnight smiled with a tired face.

"It's okay, tonight, I could sleep anywhere!" Midnight peered around Twilight and Spike. "And if you want, I can help you with this mess of books. Or help look for a book."

Twilight blushed. "Oh no, it's fine. And please excuse the mess. I didn't expect you at this hour... Give me one quick second!" With that, she slammed the door. A minute later she opened the door again, a bed was in the other room of the library, and the mess was clean.

Midnight gazed at the once messy room that was now almost sparkling clean. "Wow! You do a good job at cleaning! Could you do that with my room back at the Castle?"

Twilight laughed. "Anyway, if you want you can read some books before you sleep or--- Midnight?" The door to Midnight's room where she would be staying was closed, and a soft snore could be heard. "Well, I guess that settles that."

Princess Luna dipped her head in gratefulness. "Thank you Twilight Sparkle, this will not be forgotten." With that, Princess Luna flew back to the carriage and they zoomed off. Twilight closed the door and walked up to her own bed, and turned the light out.

Meanwhile, in a dark alleyway in Ponyville, two mysterious creatures, were discussing "Important" matters.

"What do you mean the Toxicon queen was injured during the travel?!"

A male snarled back at the female who had spoken. "I mean that she was hurt, has a boo-boo, understand?"

The green liquid on both their hooves started to turn a dark shade of red.

"I understood that captain obvious, I meant how did she get hurt!"

The male rolled his eyes. "Leena, she was almost drowned by cave rats, you were there!"

Leena frowned. "Oh yeah. Well still, you could have told me Gavier! It would have been 50% easier!"

A gurgling noise came from a Manhole cover underneath them. Gavier put one of his hooves on it and it immediately disintegrated. A Cave Rat, which was very large, scurried by, making the gurgling noise. Many creatures that looked like Leena and Gavier chased after it, as Cave Rats were and always had been their main source of food.

"After you Leena."

Gavier motioned towards the open hole to their sewer home, and Leena flew right in. Gavier followed after and they too started to chase after what would be a delicious meal. Soon, they would not only have the sewers to themselves, but all of Equestria to themselves! If, that is, their plan worked, which, with the help of King Sombra's horn, could not fail.

Chapter 1: Friends of a Friend

The morning light streamed through the window in Midnight's bedroom. The tree branches casted long shadows across the bed. She felt refreshed after sleeping as long as she did. She looked around, noticing hushed voices in the other room.

"Are you sure about this Pinkie Pie?" Whispered a worried pony.

Midnight couldn't see anything in the other room, as it was pitch black, but guessed that the pony had nodded it's head.

"Yuppers! I am as sure as ever!"

Midnight walked closer to the door, and prepared to open it.

"Shh! I think she's coming!"

Midnight guessed it was Spike from his boyish tone. She opened the door and the light flickered on. Midnight covered her face. She covered her face since the light wasn't like the one in her sunlit room. Many ponies yelled surprise. One pink pony, who seemed energetic, came bouncing over to Midnight.

"Hiya! You must be Midnight Star! That's a great name! My name's Pinkie Pie! So, do you like your party, huh, huh, huh?"

Pinkie Pie's face was right in front of Midnight, and she was surprised that she was comfortable getting that close to someone she had never, ever, met before. Pinkie eagerly awaited her answer.

"Yeah, it's uhhh... Great? I mean, it's great!"

Midnight smiled uncomfortably, there were many ponies here she had never met before. There was a snow white unicorn with a curled purple mane, who was Rarity from Luna's description, a cyan pegasus with a rainbow coloured mane, who she guessed was probably Rainbow Dash. a yellow pegasus, who was not dancing or anything, with a shy look on her face, and her pink mane covering her one eye. Midnight guessed this was Fluttershy.

Then there was Pinkie Pie, with the puffiest mane she had ever seen, a orange pony with a yellowish mane and a cowboy hat, who must be Apple Jack. There were other ponies, but these ones looked like they were better friends with Twilight and Spike than any of the other ponies. Midnight walked through the crowd to where Twilight was, with the five other ponies.

"Howdy Midnight! The name's Apple Jack! Hope ya'll didn't mind the surprise party!"

Apple Jack had a grip on Midnight's hoof and was firmly shaking it. She was very strong, in fact, very, VERY strong. Apple Jack let go and Midnight still felt as though she was still shaking her hoof.

The white coated pony with the beautiful mane trotted over to Midnight.

"Hello, Midnight Star, if I am correct?"

Midnight slowly nodded.

"My name is Rarity, and if I do say, your mane is quite lovely. Did a pony from Canterlot do it for you?" Her face beamed, she obviously wanted an answer.

Midnight gulped. "Yeah."

"If I may ask darling, who?" Again Rarity looked expectant.

"I'm not sure. A friend of Luna's I guess." Midnight shrugged.

The Cyan pegasus shoved Rarity out of the way, obviously not caring that she had been having a conversation with Midnight.

"The name's Rainbow Dash, don't wear it out! I am also the most awesome pony in Ponyville, so don't try anything funny with me!" Rainbow tried to keep a straight face as she said it.

"Okay, whatever."

Midnight headed toward the snack table, leaving Rainbow laughing. Beside the snack table was the shy yellow pegasus. The pegasus backed up when Midnight approached.

"Hi, my name's Midnight Star, what's yours?" Midnight waited for an answer.

"My name's Fluttershy..." the pegasus said it so quietly, Midnight could barely hear it.

"Sorry, what?"

Twilight came trotting over, a happy look on her face.

"Her name's Fluttershy, and she is one of my many friends. I know you already met Rainbow Dash, Apple Jack, Pinkie Pie, and Rarity. They are my best friends. I have quite a few other friends, but they aren't as close to me as those girls."

"Anyway, I'm still kind of tired, I think I am going to head back to bed."

Pinkie Pie came bouncing over, with a very happy look on her face, it seemed that this pony was one who would party all day and night.

"No way silly, we can't stop the party now! Look at how much fun all the other ponies are having!"

Midnight looked around the room twice, sat beside the table, groaned, and thumped her head down on the table. It would be a long day.

Chapter 2: The Shooting Star

The party went on for hours. Throughout almost the whole time, Midnight had her head on the table, the sounds of the ponies and music ringing in her ears. When she couldn't take it any longer, she got up, and went to her room. Just as she opened the door, Pinkie Pie came bouncing over, again.

"Oh great, hi Pinkie." Midnight sighed.

"Hiya party pony! Are you hitting the hay early? Because the party is still going on! If you leave, everpony will be sad! Do you want everypony to be sad because you wanted to sleep through your party?"

Midnight pondered on the idea for a moment.

"Yes, yes I would. If it means I can sleep!"

Midnight walked through the door and slammed it behind her. She glanced back out of the small window in the door, seeing Pinkie sitting with her mouth slightly open.

"Pinkie, what did you do?"

It was Rainbow Dash who had spoken. She sounded as though Pinkie had caused Midnight to leave, but she didn't, so why was she suddenly blaming her for something she never did?

"Rainbow! It wasn't Pinkie Pie's fault, I'd been sitting here the whole time, and it was Midnight's choice to leave."

It was Applejack. Her voice sounded scolding, but it was securing, almost loving, like a mother.

"Come on sugarcube, how about we get ya'll one of those delicious cupcakes ya made huh?"

Pinkie slowly nodded and walked with Applejack towards the snack table, While Rainbow flew to where Fluttershy and Twilight were. Midnight sat on her bed and thought about whether she should go back out there. She had a pounding headache, so thinking was sort of hard to do.

"It wouldn't be worth it." she mumbled to no one in particular.

She decided to stay in her room, since she was tired anyway. She got under the blankets and just stared out the window. It was night time already. The moon was high in the sky.

Suddenly, a shooting star raced across the sky. If there was anytime to make a wish, it would be now.

Midnight quickly thought of something to wish for. She had always wanted to sort of stand out, but in a good way, not like changeling stand out. She wanted to be extraordinary. Amazing.

"I wish that I could do something no other pony could do, something that could help Equestria one day."

She looked at the shooting star just as it was about to disappear, and she swore she saw it flash a bright green for a second.

Did shooting stars normally flash green? What could it mean? Was it something bad? all these questions would have to be answered when Midnight had the energy to actually ask them. She curled up with the soft blanket and fell asleep.

She had dreams about the possible powers or things she might have. Laser vision, super strength, and many more. She hoped that maybe, just maybe one of them would come true.

Deep in the sewers of Ponyville, the strange creatures were out hunting, and Leena and Gavier were with them.

"Leena, is it true that once a male Toxicon became friends with a female pony?"

Leena nodded with a look of disgust on her face.

"Yes, he was killed for that. Don't you remember our rules?"

Gavier shuddered. He certainly remembered. They were almost literally etched into his brain. The rule that Leena was talking about was rule #5: Under no circumstances may any Toxicon interact with a pony in any way. But he could not deny that in one way or another, ponies seemed to... attract him. They had luscious, flowing manes with sparkling eyes and clean shining coats.

A female Toxicon would be the exact opposite. A grotesque mane, dull eyes, and dirty, ugly coats. Sure, he and Leena were friends, but nothing more. And they never would be. If he had to betray some rules to find true love, he would. Gavier slowed down, and thought for a second. The flock of Toxicons pulled ahead of him. He flew up to a manhole and pulled the cover off. The streets were dark, and full of long shadows. Gavier took one last look at Leena as she flew with the swarm of Toxicons for their prey, not noticing him, and he flew up and out of the sewers.

Chapter 3: Powers Beyond Magic

Midnight looked out the window in the door. The bulk of the ponies had left the party, and now only Rainbow Dash, Pinkie Pie, Rarity, and Twilight were still partying. She watched as Rarity, Rainbow Dash, and Pinkie Pie said their goodbyes, and exited through the front door.

"Goodbye everyone, have a nice evening!" Twilight said with a smile.

Suddenly, Midnight's had a roaring headache, and it felt like a million knives were jabbed into her mind. About 5 seconds later, it was gone, but she was hearing a voice. Not her own voice, a... stallion's? She was scared, and tried to think of other things, but the voice wouldn't go away. She started to see images, of the streets of Ponyville, dimly lit homes, lifeless street lights.

"The Toxicon Queen..."

It echoed in her head.

"Midnight are you okay?!"

Twilight was by her side, and she somehow ended up on the ground.

"What happened?" Asked Midnight shakily.

Twilight responded with worry in her voice.

"I heard a loud thump come from in here, I rushed in to see what was wrong and saw you lying on the ground, and your eyes were completely green, and your horn was dimly glowing! It was sort of scary."

Midnight thought back to what she saw. Why had she seen what she had seen? Why had she heard a voice? What was it all about? She also started to think about what she might have looked like, lying on the ground, not moving, eyes green.

"Okay, well, I'm fine now. I guess."

Twilight didn't budge.

"This has never happened before. To any unicorn I know. So why on earth would it happen to you? Did you see anything? Hear anything? Feel anything?"

Midnight nodded.

"Yes, I heard a stallion's voice. At least, I think it was a stallion. Then, I saw images of Ponyville. I guess it must have been around the same time it is now, if not exactly. And, do you know what a Toxicon is?"

Twilight looked like she was thinking hard. She raced into the library, and came back with a book. She flipped through the pages and stopped at one page, entitled "Toxicons". She began to read the description aloud.

"Toxicons are generally known as 'Mutant Ponies' because they have almost the same body shape as ponies, except different features. They always have dark, ugly green manes and tails, and have what appears to be acid on their legs. The acid can destroy anything, if the Toxicon wants to use it. When angry, the acid turns a deep shade of red, and it is hot like fire. In a 'Swarm' of Toxicons, there is always a queen. Like bees, the queen controls everything, and makes all of the laws. A swarm of Toxicons normally live in the sewers. Long ago, a mighty swarm of Toxicons rose up from the sewers and attacked Equestria. Princess Celestia and Princess Luna banished them with mighty magic, forbidding them from ever returning. It was also said that Toxicons were once ponies that became mutated by science experiments."

"Hm, so that's what a Toxicon is. Should we write a letter to Princess Luna about our findings and what has happened?"

Twilight nodded.

"Spike, write what Midnight says down."

"On it!" He replied.

Midnight began to speak.

"Dear Princess Luna, An unexplainable phenomenon has just occurred. I heard a stallion's voice, and saw images of Ponyville around this time. I also heard the words "The Toxicon Queen". Any idea what this is? Sincerely, Midnight Star."

Spike breathed fire on the scroll and it was gone.

"Now, we wait for a reply."

Gavier walked through the streets of Ponyville. His legs were taking him to a Tree home just ahead. He knocked on the door, for an unknown reason, and accidentally burned a hole in it. A baby dragon came and opened the door. A cry tore from his lips.

"AAAAAH!!! TWILIGHT!!!!"

A lavender unicorn teleported in front of the dragon, horn glowing. Another voice came from behind her. It was a blue unicorn, with a purple mane. Her horn was glowing too, but it was pointed at the lavender unicorn.

"Midnight, what are you doing!" Said the lavender unicorn angrily.

"Stopping you Twilight! I think this is a Toxicon! He could be of use to us!"

Gavier looked at the two, then collapsed at the front step. He heard screams and magic, then felt like he had just been teleported somewhere else. He got the strength to open his eyes and saw he was on a bed, and Midnight had locked the door so that that Twilight could not get in.

"Midnight, I am going to count to three, and you are going to open this door!"

"No Twilight, please, just trust me!" Pleaded Midnight.

Twilight sighed in defeat.

"Fine! But if it tries anything, you'll be in for it, and it will be gone within 10 seconds flat!"

Gavier heard the sound of hooves going up stairs. He looked at the unicorn, she was beautiful. Her mane was a wonderful shade of purple, and her coat was a soft yet elegant blue. Her eyes were magenta, and her gaze was soft. She looked over at him, Almost saying "You got lucky!" She magically pulled a blanket out of the closet along with a pillow, and curled up on the ground. Gavier was tired too, and he closed his eyes, falling asleep.

Chapter 4: Another Point of View

The sound of pony voices came from the other room. Gavier looked around. He remembered the room from last night, but it was easier to see in the light. He pressed his ear to the door, listening to their conversation.

"... I know what I said before, but I want that 'Toxicon' out of here!"

"You get rid of him, you get rid of me. I'm sure Princess Luna wouldn't be too pleased if you lost me somewhere in Ponyville."

Twilight sounded disgruntled.

"Fine, but trust me, I won't be happy about it!"

Midnight responded with a snarky comment.

"Yeah, I can trust you on that. Anyway, I am going to get a few of my quills, scrolls, and books."

Footsteps got closer and closer and closer, and Gavier backed away from the door, as Midnight flung it open. She stepped back in surprise, seeing that he was awake.

"Oh, hello. I am Midnight Star. And you are?"

"Gavier..."

She chimed cheerfully.

"Nice to meet you Gavier! A few tips for while you are here, don't touch anything, and don't go near Spike or Twilight. As you may have heard, they don't really like you."

He nodded in agreement. Everything that he had heard so far had completely suggested that Twilight and Spike don't like him. He understands though, as Toxicons are not generally welcomed in cities or towns. Why he even left the Swarm he may never know.

"Anyway, if you could just stay here until me and Twilight are finished that would be great. By the way, what do Toxicons eat?"

He thought he blushed a little, it was embarrassing to say he ate rats, but he wouldn't eat anything else, so he had to.

"Rats."

Midnight stuck her tongue out in disgust.

"Rats? Mmm, sounds delicious. This place has one or two rats I'm sure, so feel free to help yourself if you see one. And whatever you do, do not let a Yellow pony with a pink mane named Fluttershy see you eating rats. She will go crazy! Got it?"

"Got it."

"Okay, I'm off!"

And with that, she disappeared into thin air with a pop. For some reason, he missed her. But he pushed these thoughts aside as his stomach growled in hunger as a rat scurried by. It ran past him again and he pounced on it, gobbling it up in a single bite. It wasn't very satisfying, but it calmed his raging hunger for now. Gavier walked over to a mirror and gazed into it. He jumped back in surprise at what he saw.

A normal looking stallion stared back at him. It made the same movements as him. But, it didn't seem to be... him. It was a normal pastel yellow Pegasus, with electric blue eyes, and a vibrant red mane. He thought back to some of the tales that he and Leena told. Leena's voice rang through his head. He was having a flashback.

"It was said that long ago, all of the Toxicon Swarms across Equestria, were..." She shivered in disgust, but Gavier had still been listening intently. "Ponies. Our queen had been a ruler of Equestria long ago. She had been corrupted by a dark magic, and those evil princesses Luna and Celestia banished her to the underground. She lived in the sewer and ended up rising up again. She had raided many cities, gaining followers by corrupting them with her own magic. These followers were outcasts, who had chosen to join her. We too are part of this group. She is the only one who accepts us!"

She stomped her foot on the ground. Gavier thought he saw tears fall to the ground. She wiped her eyes and continued the story.

"With her many followers, she attacked the castle. But the two princesses used their 'Elements of Harmony' to banish them permanently to the sewers. Over the years, the spell has been wearing off. That is why we have been working our butts off so much lately! Soon, the spell will be completely broken, and we can rise up again! Equestria will be ours! So far, only normal toxicons can leave the sewers, but we will wait for the queen to have the ability to do so, and when she can, we will attack!"

Gavier snapped back to reality, as another rat scurried by. He pounced on it and ate it. Suddenly, the door flung open and a familiar figure jumped ontop of him and stared into his eyes with flaming anger.

"Leena?!"

Chapter 5: A Blazing Fire

        "Well hello Gavier. Nice to see you again."

        She spoke with a growl.

        "Leena, why are you here?!"

        "I'm here so I can bring you back to the queen, so she can show you what happens when a Toxicon betrays her and her laws!"

         Her voice was now raspy, like these words actually hurt her. Did Leena actually care about him? He didn't know, but if she did, it was her problem.

        "I'm not going anywhere. At least, not unless Twilight kicks me out."

        Just before Leena could respond, the door flung open and Twilight stood there, her horn glowing. Midnight was beside her, her horn was also glowing.

         "I knew he would bring trouble! Let's get rid of them both!"

         Midnight responded, fighting for Gavier's right to stay there. He was envious of her. Being able to stand up to someone as seemingly powerful as Twilight. Midnight shot a beam of pale orange light at Leena, and she disappeared into thin air with a shriek. Gavier scrambled to his hooves, dipping his head respectfully.

        "I'm so very sorry that one of my old friends had barged in like that. I hope no other Toxicons will do that."

        Midnight responded quickly.

         "Why was she here anyways?"

        Gavier gulped. Could he tell her the real reason Leena was there?

        "She was here to... Beg me to come back! She got a little carried away though..."

       He just stared at the ground.

        "Alright... well I'm going to hit the hay Midnight, come on Spike!"

         "Coming Twilight!"

        Twilight and Spike ascended the stairs to Twilight's room and were out of sight.

         "Gavier, right? You can't keep doing stupid things, or Twilight WILL kick you out, got it?"

        He nodded.

         "Okay, let's go."

She quickly trotted towards the door, opening it and continued inside. Gavier walked over to a wide window, gazing out at the star-filled sky.

"It's nice."

Midnight turned and faced him, a almost sad look in her eyes.

"You probably haven't seen the light of day, or the stars of night, have you?"

He lowered his gaze to the ground.

"No," He choked out. "I never got the chance to see the sunrise, or sunset, the sun for that matter. The stars, the moon. All... distant memories..."

Gavier's eyes clouded with a sudden grief, and Midnight shut her own eyes, taking herself into his past.

Midnight was flung backwards into darkness, swallowing her whole. She shivered as any icy chill trickled down her back, and she heard many voices, all raspy and quite deep, like Gavier's. She opened her eyes, and looked around. She gasped as she saw many, many other toxicons. Midnight looked down at her hooves, and to her surprise, saw they were a smoky gray-black colour. As she looked around, more in depth, she saw that beside her, on her right, was a muscular, bulky toxicon. She quickly turned her head to the left, and saw Leena gazing at him with her amber orange eyes.

"It feels great being here! I'm so glad we left those wretched ponies behind!"

Leena's eyes gleamed. How terrible was her life before that she should hate ponies? Midnight just gaped at her, unable to find words to say.

"Don't look at me like that Gavier!"

She glared at Midnight with an intense stare, and Midnight recoiled, her eyes wide.

"Whatever..." Leena said mindlessly. "I don't care, our queen is announcing all of our duties, I'm so excited, aren't you? We finally have a purpose!"

Midnight tilted her head slightly, then turned her attention to a tall, very slender toxicon. Her ribs showed, and her wing feathers were ragged and, in some places, ripped off. Her fiery gaze held the crowd in a suspense that was thick in the air.

"Females," Her voice was hypnotic. "You will be responsible for hunting for all of us."

The female toxicons all murmured something to each other, but in turn, each of them nodded. Leena gazed at the 'queen' with a hungry look in her eyes, as if she wanted more.

"Males," She continued. "You will hunt, AND guard all of us."

Some voices were raised in protest, but most were approving.

"Soon, the spell on us will be broken, and Equestria will be ours! It's not long my children..."

The toxicons burst into cheers of ecstasy, clearly overjoyed that one day they would be able to once again see the real world. But... How could they do that? What will happen to us ponies?

Leena shoved her over towards a group of males that were gathering, preparing a hunting plan.

"Come on Gavier, we need to join in, can't let ourselves be forgotten again!"

Her voice was desperate, but strong all the same. As Midnight joined in the bustle of all of the gathering toxicons, she was thrown into the darkness again, wind rushed around her as she fell into nothingness.

Midnight opened her eyes, her vision blurred as she took a step forward. She stared at her hooves, which were now a pale yellow colour. She gazed upward, and gasped as she realized she was outside, not in Ponyville, but somewhere else. She looked to her right, and saw a beautiful bright blue pegasus, with a deep blue mane. She reflected a pony she had seen before, but Midnight couldn't put her hoof on it. Then, it came to her. Leena? Isn't that the Toxicon who Gavier was talking to before...? Leena gazed at her with large, fire like eyes. But, they didn't seem as rage-filled as they had been. The intensity of her anger had no trace now, and was replaced with an utter look of... Love

"Isn't it beautiful Gavier?"

Midnight blinked, then realized she had been talking to her. Am I... Gavier? Again?

"Y-yeah..."

All she could do was stutter the words out, while the thought finally sunk in that she was in another one of Gavier's memories, as Gavier. She blinked at Leena, Or, who she thought was Leena. Her skinny, boney frame, with her black, slimey skin, paled in comparison to her now bright blue feathers. Midnight turned her head around and looked at her, or, Gavier's back, and simply stared. 'Gavier' had pale yellow feathers, a orange mane, with hints of red in it. Was this what Gavier truly was?

"I, I just want to be cared about Gavier," She sighed, gazing up at the stars. "I just want to be accepted for once."

"What do you mean?"

As Midnight spoke, she realized it was the wrong thing to say altogether.

"What do I mean?! I mean I'm hated! I feel like an outcast! I can't fit in like I used to..."

Midnight gazed at Leena, sorrow was twisted with a sudden pang of hatred in her heart. This is why Leena became a Toxicon, she felt like an outcast, never to fit in... their queen must have taken advantage of that.

"I.... I miss the times, when we were cared about. When our parents cared, when our friends cared, All of it's gone now. I... I just want it all back."

Leena looked at Midnight, her amber orange eyes clouding.

"You're the only one who understands..."

The words echoed as the world became black. Midnight opened her eyes again, and looked down at her hooves, to see they were the normal lightish blue they always had been. She blinked at Gavier in surprise, she had just seen a side of him she never thought she would see. The real him, Underneath all the change, there was a pony. Gavier had laid down, and was fast asleep.

"Is it possible... For the real you to return?"

She pondered the idea of it for a moment, if there was, she would help him. His past clearly meant a lot to him, and she would help him retrieve the missing fragments of it.

"Don't worry Gavier," She whispered. "I'm here to help you, whenever you need it."