The Twilight Wanderer

by Tyrael

Rating: teen
Tags: Twilight Sparkle, Crossover, Dark, Alternate Universe, Main 6, My Little Pony: Friendship is Magic, Adventure
Length: 69297

When Twilight Sparkle fails to expose Mi Amore Cadenza and prevent her from marrying Shining Armor, Twilight soon finds herself on a quest to reclaim the ponies she loves.

Our tale begins after Twilight Sparkle tries in vain to expose the evil Princess Mi Amore Cadenza, but ends up heartbroken and left all alone, crying on the steps of the great hall. Except this time, it is not Cadenza that comes to comfort her...

(Story was composed pre-Season 3 and is inspired by lore from the Diablo series.)

Published 2013-02-23 04:10:01 UTC
Last updated 2013-02-23 04:10:01 UTC

Act II: To the North

In ancient times, the region of Equestria that is now known as the Frozen North was a veritable paradise, home to the three pony tribes: the Unicorn, the Pegasi, and the Earth ponies. The Earth ponies had a natural affinity for the land, and they were the only tribe capable of growing food. The Pegasi had innate magical abilities that allowed them to be stewards of the weather. And the Unicorns possessed the ability to channel magic itself, which is required to raise and lower the sun and moon.

Although the three tribes depended on each others' talents to survive, they did not live in harmony. The Pegasi distrusted the Unicorns due to their 'freaky magic' and thought the Earths were unintelligent. The Unicorns looked down upon the Pegasi's militaristic society and dismissed them as 'brutes.' The Earth pony tribe had an axe to grind with both the Pegasi and Unicorns, for they had to share their food with both of them since they could easily threaten the Earths with their weather control or magical spells if they did not.

An ancient evil was attracted by the hatred and anger that flowed between the pony tribes - the windigos. These foul equine spirits fed off fighting and hatred, which the ponies had in spades, and the power of these windigos caused raging blizzards. The three tribes bickered even more as the weather went out of control, which only further fed the windigos. The more hate the spirits felt, the colder things became.

With no end to the blizzards in sight, the food supplies dwindled and the starving and freezing ponies finally decided to try and solve the issue by hosting a grand summit between the tribes. Commander Hurricane represented the Pegasi, Chancellor Puddinghead represented the Earths, and Princess Platinum, daughter of the Unicorn King, represented the Unicorns. The talks only further divided the tribes as their leaders were unable to get past their differences. Afterwards, each leader decided that they had had enough of the others and the only solution was to set out and find a new land to live in.

As fate would have it, the three all arrived in a wondrous and fertile paradise that had never been seen before. They each claimed the area in the name of their tribe... and their fighting continued. The windigos followed their hatred to this new paradise and soon covered it in a thick blanket of snow. The only shelter around for miles was a cavern, which they all had to share. Their feuding continued as they drew lines in the dirt to mark their territories and a fight erupted over a rock.

The windigos were drawn to the cave and iced over the entrance. Full of hatred to the last, Platinum, Hurricane, and Puddinghead continued to insult each other as the windigos encased them in ice. Princess Platinum's aide, Clover the Clever, had been a student of Star Swirl the Bearded and was finally able to identify the source of their problems thanks to her master's lessons. After explaining to Private Pansy (Hurricane's underling) and Smart Cookie (Puddinghead's secretary) what the windigos were, all three of them realized they had doomed their old home and damned this new land because they were all foolish enough to hate.

As the windigos' powers began to freeze the three surviving ponies, they huddled together in their final moments and each admitted that they didn't hate one another because no matter their differences, they were all ponies. As the windigos' ice seeped over Clover the Clever's horn, there was a burst of fiery, pink magical energy that shattered the ice upon the three and vanquished the windigos. The magic coalesced above them and formed into a giant, flaming heart, which not only provided warmth to their bodies, but warmed their hearts as well, including those of Platinum, Hurricane, and Puddinghead.

The leaders agreed to share the land and live in harmony, a land they named Equestria. Every year, this story of the kingdom's foundation is celebrated during Hearth's Warming Eve. Regrettably, the land they emigrated from did not fare as well as Equestria.

The centuries of strife between the three tribes had seeped into their ancestral homeland and slowly corrupted it. The raging blizzards of the windigos, and the hatred they produced between the tribes, were the catalysts that finally sent the ponies' ancient home into turmoil, bringing manifest the latent negative energy that had built up from so many years of warfare and hatred. The result was an icy wasteland, fraught with peril and magical beasts. Despite the harsh conditions of the land, some stalwart ponies remained and their fortified cities stand as testament to the tenacity of the pony race.

Twilight's journey into the Frozen North began auspiciously enough. A flock of birds flew alongside her and accompanied her all the way to the mountain ridge that divided the Frozen North and Equestria. As if they had flown against a magical barrier, the birds had turned and flew southward as they neared the airspace over the Frozen North. Twilight was sad to see them go, but she couldn't blame them. Just looking at the skies above the Frozen North made her shiver.

Twilight made great progress on her flight north, covering distances that would have taken days by hoof, but eventually the icy winds of this cursed place wore her down and damaged her delicate gossamer wings. Twilight was forced to abandon the skies and would more than likely have to hoof out the rest of her journey. Twilight had read a lot of books about arctic survival so she thought herself prepared, but she was still worried. While the skies had been reasonably safe, at ground level she was fair game for the magically corrupted creatures that dwelled in the Frozen North.

The most common denizens of the Frozen North, besides ponies, are the frost wolves: bipedal, sentient wolves. They were known for crafting marvelous armaments out of ice, which are magically imbued at a secret location known as the Frostforge. These exquisite Frostforged weapons and armor were as strong as any pony steel. Several clans of frost wolves exist, which fight between themselves and raid the resident ponies. Unfortunately for Twilight, when she was forced to land she wound up right in the middle of one of these frost wolf civil wars.

Twilight had selected what appeared to be a nice, tranquil little dell. Twilight set down and was glad to get her hooves on the ground once more. As she gleefully took in her surroundings, she suddenly fell through the ground and found herself surrounded by angry-looking canines. It turned out to be a heavily camouflaged headquarters for one of the frost wolf clans, the Ice Fangs, which had been fighting for control of the area for months against the Winter's Bite clan and had reached an impasse.

Time seemed to stand still as Twilight and the frost wolf officers stared at one another. The frost wolves were all clad in long, white greatcoats and their breasts bristled with medals and ribbons. Snowflake-shaped insignia on their collars denoted their ranks, and they proudly wore a medallion featuring a fang made of ice around their necks.

A frost wolf finally snarled, "Spy!"

The frost wolf commander bellowed, "Those dogs! They've allied with ponies?! Get her!"

Twilight shrieked and cast her teleportation spell as the frost wolves leapt towards her. She was a little too slow and one of her wings was mangled. Back on the surface, Twilight panicked, unsure of where to go. She tried to take to the air and fell face first into the snow. As howls and barks erupted all around her, Twilight jumped up into a tree and hoped for the best as chaos erupted in the dell.

Twilight stared in amazement as companies of frost wolves emerged from the snowy grove below her. Thankfully, the frost wolves' movement attracted the attention of the rival clan, and all hell quickly broke loose. Giant snowballs began crashing down upon the defenders of the dell, and soon catapults on both sides hurled projectiles at the opposing camps as frost wolves charged forwards to battle each other once more.

As the battle intensified, the frost wolves appeared to have more pressing concerns than a rogue pony. Twilight breathed a sigh of relief and stealthily climbed down from the tree then began to run. A few frost wolves noticed and tried to halt her escape, but she easily subdued them with some blasts of magical energy.

Twilight kept running until the sounds of battle were far behind her, then sat on a log to catch her breath. She opened up her saddlebags and pulled out a map and a sunflower and daisy sandwich, savoring her meal as she tried to determine where she was. It appeared she was somewhat close to a pony settlement, Evergreen Citadel.

Twilight studied the paths leading to the Citadel and knew she would have a lot of ground to cover. She wasn't sure how much daylight was left, but she estimated that the sun should be setting soon. She couldn't help but be reminded of Celestia, and from there her mind wandered to her brother, her friends, her sorrows. She willed herself off her rear and dispelled her now-useless wings, yet another reminder of happier times.

A trail of frozen tears marked her path as she headed towards the Evergreen Citadel.

The first hour of Twilight's journey towards the Citadel had been peaceful, but that would soon change. As darkness fell, Twilight cast a spell to illuminate her horn and pressed onwards. Twilight was used to frequently staying up all night anyways, usually studying or writing reports, and she knew the sooner she got to Star Swirl's tower, the sooner Equestria would be safe.

As Twilight was making her way over a mountain pass, a whirling orb of green light began dancing around in front of her. Twilight watched the light with curiosity as it blinked in and out and spiraled through the air. As she stared at the light, she began to have a very bad feeling about it. Twilight tried to look away but she couldn't, and she found herself absent mindedly following it as it led her off the trail and towards a cavern.

An eerie green glow emanated from the cavern. Twilight screamed at herself to run away but her body continued following the light. As she approached the cavern mouth, she heard a familiar voice call out, "Twily!"

Twilight was shocked. My brother?! "Shining Armor? What?! Where are you?"

Shining Armor's voice responded, "Come on in, little sis. I picked up some of your favorite smoothies and got those donuts you like."

As Twilight wandered into the cavern, the orb of light began to intensify in brightness. Twilight shut her eyes and looked away. When she re-opened them, she found herself standing outside of her brother's home in Canterlot.

Twilight blinked in astonishment. It sure did look like Canterlot. Two royal guards were even standing watch in front of her brother's home, and if she looked towards Canterlot Castle she could *just* barely make out Princess Luna on the watch tower. She warily trotted towards the two guardsmen, who greeted her with smiles. "What is going on?" she asked.

The voice of Princess Celestia rang out from within Shining's home, "Twilight Sparkle, we are waiting for you!"

Twilight raised an eyebrow. "Princess Celestia?"

Leary, Twilight surveyed the area once more. "Well, it looks like Canterlot alright. I guess there's only one way to find out what this is all about."

Twilight walked up the steps to her brother's house and stepped inside. Shining Armor and Celestia were lying on mats near the fireplace. Shining Armor motioned for Twilight to join him. "Come sit with me, Twily!"

"Okay..." Twilight nervously said as she laid down next to Shining Armor.

She discreetly inspected her brother and Princess Celestia. Shining Armor looked exactly as he always had, with a white coat, hair of sapphire, cerulean, and blue. and his cutie mark of a three light blue stars over a purple shield bearing the same six-pointed, pink star featured on Twilight's own mark. Princess Celestia likewise looked exactly as she was supposed to, with a white coat, and her long, beautiful mane and tail of hues of blues, pink, and turquoise that flowed on their own. Celestia bemusedly smiled at Twilight as she stared at the sun-shaped cutie mark on Celestia's flank.

Twilight turned her attention to the room and began to get the feeling that something was missing, but she couldn't place her hoof on it. I know there's something off here, it feels like something is missing... No, wait, somepony, but who?

Shining Armor used his magic to bring over the aforementioned smoothie and donuts for Twilight. "Princess Celestia has been eagerly waiting to look at our old photo albums with you, Twily," Shining Armor said.

Twilight remembered who was missing: Mi Amore Cadenza. How the hay did I forget about her? Twilight cocked her head and snapped at her brother, "Isn't Cadenza going to join us?"

Shining Armor furrowed his brow. "Who?"

Celestia laughed. "She means my niece, Princess Mi Amore Cadenza."

Shining Armor smiled. "Oh, Cadence. Why would she be here, Twilight?"

Twilight frowned. "Uh, because you're marrying her?"

Shining Armor snickered and glanced at Celestia. "Oh, am I now? When was she going to tell me, our wedding day?"

Her brother and Celestia both began to laugh. Twilight looked confused and put her hooves on her brother's chest. "So you're not marrying Cadence now?"

Shining Armor snorted. "When was I going to marry Cadence? It's been years since I've seen her Twily, not since she last foalsitted for you."

Twilight put her hoof on her brother's shoulder. "I don't understand. You were marrying Cadence, and she's super evil, and rude. Then at your wedding rehearsal I called her out on it, and nopony believed me, not even you two..."

Shining Armor stroked Twilight's mane. "Are you feeling alright, Twilight? Maybe you should eat something."

Twilight looked down at the donuts. "Oh, I guess I am a little hungry."

As she munched on the tasty treat, Shining Armor set the photo albums down in front of them with his magic.

"Here's Twily when she got her first scooter," Shining Armor explained.

"Aww, isn't she cute," Celestia cooed.

As the two continued commenting on the photos, Twilight sipped on her smoothie and began to relax, falling deeper into the cave's enchantment. She felt like she was forgetting something, something important, but she couldn't put her mind on it. No matter, she thought, whatever it is, I'm sure it can wait until after Celestia has seen my photos...

Twilight picked up another donut with her magic and leaned against her brother, sighing in contentment. She finished her donut and closed her eyes, nuzzling against her brother before drifting to sleep.

In her dream, she found herself reliving a childhood memory. It was one of the happier memories from her childhood, a day she got to play with Cadence in the Canterlot Castle hedge maze. Twilight was her filly self in the dream, and was running around looking for Cadence.

"Cadence! Cadence!" Twilight yelled as she merrily trotted through the labyrinth.

Twilight rounded a bend and smashed into Cadence's rear. When this event had played out years ago, Cadence had pretended to go blind from Twilight bumping into her behind. She then took little Twily upon her back and had her guide them out through the maze.

To Twilight's horror, it wasn't the young Cadence from Twilight's memory that she saw before her, but the adult Cadenza, who turned and snarled, "Imbecile."

Twilight whimpered. "Cadence?"

Cadenza laughed and began casting a spell. Twilight's eyes went wide as green flames sprung up around her. Twilight jumped out of the ring of fire and began to run. Cadenza continued to laugh as a wave of green flames pursued Twilight into the labyrinth.

Twilight kept running around and around the maze until finally she hit a dead end. Her heart was pounding in her chest and tears streamed down her face. The green flames began to fill the area and Cadenza casually strolled in and walked over to Twilight. Cadenza lifted Twilight's head towards hers and smiled, then her horn began to glow with magic as she began to cast a fireball spell. Twilight watched in horror as Cadenza's spell was being charged, unable to move, unable to speak.

As the blast of infernal magic struck her in the dream, Twilight gasped and woke up. She saw a green glow and panicked, thinking it was the fire from her dreams. It was perhaps worse than that, as floating above her were two horse shades, foul undead monstrosities that feed off magic. The shades' long tongues were wrapped around her horn, draining Twilight's magic. Twilight screamed.

One of the shades withdrew its tongue and flew closer to Twilight. "Shhhhh...." it hissed, "Go back to sleep young unicorn."

As the shade spoke, its body began to coalesce into Shining Armor. The shade stroked its hoof across Twilight's cheek and her eyes began to grow heavy. She struggled against the shade's touch, and the shade laughed, a sort of horrible whinnying sound.

The other shade withdrew its tongue. "I've never tasted magic so pure!" The shade moved in and whispered in Twilight's ear, "Don't worry little one. Just enjoy the fantasy world we can create for you. You won't feel a thing." The shade morphed into Celestia and said in her voice, "Would I lie to you?"

As the two shades laughed, Twilight saw her opening. She closed her eyes and focused on her teleportation spell. The shades snorted in anger as Twilight disappeared, then pursued their prey.

Twilight had teleported outside the cave and began galloping as fast as she could. One thing was going her way at least, the moon was up and the moonlight provided enough illumination that Twilight could see without having to use magic, which surely would have helped the shades find her. As she fled, she could see the eerie green glow of the horse shades in the distance behind her. She cleared the mountain pass and headed into a forest of fir trees.

After miles of running at full speed through the forest, Twilight was worn out. She slowed her pace, constantly checking behind her for any sign of the horse shades, and shortly found herself at a large clearing in the forest. Twilight froze as she looked out into the clearing and saw what appeared to be frost wolves battling ponies.

Twilight slipped back into the forest and peaked out from behind a tree, intrigued that there was no noise coming from the battle. In fact, none of the combatants were moving at all. Against her better judgment, Twilight decided to explore this strange sight.

The frost wolves and ponies were frozen solid. Twilight began to talk to herself as she inspected them. "Hmm, they all look pretty focused on fighting each other. None look like they were shocked that they were about to get frozen. What could have done this? A backfired spell?"

Twilight jumped as she heard the jingling of bells behind her. She turned and saw a female reindeer wearing a crown, exquisite jewelry, a long, flowing, crimson cloak adorned with bells, and a pure white dress. Her coat was as white as snow and icicles hung from her antlers. A pale blue snowflake cutie mark adorned her flanks, hidden beneath her clothes. She was slightly larger than Twilight in height, but her graceful form weighed far less than a pony.

The reindeer were once beloved across the world, for they would bring wondrous gifts for everypony during the Midwinter holiday. After the pony tribes' feuding brought the windigos and froze over the land, the reindeer cut themselves off from the other races and to this day had never forgiven the ponies for desecrating the land. The Midwinter gifts mysteriously continued after the reindeers' seclusion, but were given to children only. It was widely believed that the unicorns had taken over the tradition, as nopony had ever seen a reindeer in Equestria.

"It was I, Queen Rimeantler, ruler of the reindeer, that did this," the reindeer, Rimeantler, said. Rimeantler narrowed her icy blue eyes and glared at Twilight. "The penalty for all who trespass on our sacred burial grounds."

Twilight felt the temperature around her plummet as the reindeer pursed her lips and began to blow air towards her.

Twilight shivered and kneeled before the reindeer. She pleaded, "Your majesty, I'm so sorry. Please don't freeze me! I had no idea. I was fleeing from some horse shades and wound up here. I didn't mean any disrespect to your ancestors. Please, please, don't freeze me! I need to save Equestria!"

Rimeantler stopped her attack then leaned towards Twilight and examined her horn. The shades' saliva was frozen to the horn and dimly glowed green. "Indeed. I see their mark upon your horn, so your story appears to be true. I shall spare your life, but you must tell me your tale. If Equestria hangs in the balance, my people are at risk as well."

Twilight smiled and clambered to her feet. "Thank you, your majesty! It would be an honor."

The reindeer queen enveloped Twilight in her cloak and Twilight found herself atop a tower of the keep of a magnificent castle. Along the ramparts below, Twilight could see pairs of reindeer walking with torches as they patrolled the grounds, and an aviary full of cardinals could be seen on an adjacent tower. A large brazier illuminated the tower, and Twilight eagerly rubbed her hooves over the fire. A gust of icy wind swept the tower and caused Twilight to shiver as the gentle music of wind chimes filled the air.

"I bid you welcome to the kingdom of Frostfell, young unicorn," Rimeantler said. "You have the honor of being the first pony to set hoof in Icewind Castle in well over a thousand years."

Twilight begrudgingly moved away from the fire to look at the castle. The palace of the reindeer was over a thousand years old and had been built with a white and green marble. The ancient masons had used magic to transform the green veins of the marble into breathtaking imagery including forests and wild life. The most impressive of these images was a large map of the world made from many colors of marble, which was featured on the floor of the throne room. The castle was once surrounded by a large moat, but it had been completely frozen over for centuries.

The outer courtyard featured a workshop where the reindeer produced their Midwinter gifts, a confectionery, and a storage house holding a strategic reserve of maple syrup. Twilight gasped as she saw green grass and flowers in the inner courtyard, a strange sight to see in the Frozen North. Icewind Castle had been built around a hot spring, which allowed plant life to flourish and provided the reindeer a relief against the ceaseless cold of the Frozen North.

Twilight smiled at Rimeantler. "Your home is beautiful, your majesty."

"Thank you," Rimeantler said as she opened a wooden trapdoor. "This way, please, and you may want to hold onto your saddlebags."

The trapdoor led to a spiral staircase, which was covered in a slick layer of ice and formed a slide. Rimeantler hiked up her dress, sat on the icy steps, and slid away into the darkness below, the bells of her cloak jingling frantically as it fluttered behind her. Twilight hesitated and tried to cast a light spell. The horse shade saliva on her horn began to glow brighter and she felt a tremendous pain. She aborted her spell then sat down and shrieked as she rapidly descended around and around through the darkness.

Two reindeer does, RImeantler's handmaidens, caught Twilight at the bottom of the tower. The does were identically dressed in white dresses styled like their queen's, and both their coats were toffee cream. The handmaidens whispered excitedly to each other about Twilight as they followed Rimeantler into the throne room.

The throne room reminded Twilight a little of Princess Celestia's back home in Canterlot. Upon a raised dais was an ornate throne made of stained wood, green padding, and gold. The throne was flanked by two large banners bearing the coat-of-arms of Frostfell: a sprig of mistletoe crossed over an antler surrounded by an icicle-covered wreath of holly leaves.

Twilight's eyes were immediately drawn to the large map that had been magically produced in the marble floor. She studied the map and was shocked to see that Equestria was not marked. Wow, this map was made pre-Equestria! She looked at the area that was now the Frozen North (which was labelled by its old name: Aquilon), and felt saddened as she saw the lush, fertile countryside that once was.

Twilight's attention drifted from the map to strange pillars of ice that lined the walls of the throne room. She strained her eyes and could make out ancient tapestries buried in the ice. Rimeantler watched the curious unicorn as she studied the ice and told her, "You may look at them."

Twilight moved towards a pillar and peered through the ice. She saw scenes of reindeer and ponies frolicking together in the snow outside what appeared to be Icewind Castle. Twilight tilted her head. That's weird, why would they cover that in ice?

Twilight checked a few more of the frozen tapestries and found them to also portray scenes from long ago. Twilight could see Rimeantler and her handmaidens waiting patiently at the doorway leading out of the throne room, and hurried to their side. Rimeantler led Twilight towards the grand hall of Icewind Castle and Twilight's stomach began to growl as she smelled mouthwatering aromas wafting from the kitchen.

Many reindeer were gathered around a central fireplace in the grand hall, and Rimeantler brought Twilight to her table up on a stage at the head of the room. Twilight began to feel self-conscious as the reindeer discreetly pointed towards her and excitedly murmured amongst themselves about a pony dining with their queen. One of the handmaidens fetched a cloth to clean the melting saliva off of Twilight's horn. After she finished cleaning the horn, the handmaiden tossed the cloth into the fire, which produced a plume of green smoke as it burned.

A reindeer bull in a pristine chef's jacket emerged from the kitchen carrying a large covered platter and brought it to Rimeantler's table. He placed some plates and bowls of food in front of Rimeantler and Twilight, then bowed and returned to the kitchen. A maiden came soon after with mugs and a steaming pitcher of mulled apple cider seasoned with nutmeg, cinnamon, sugar, and ginger.

Twilight licked her lips as she looked at her meal. There was a bowl of stew made with willow and birch leaves, noodles, and the flowers and leaves of sedges. A mince pie made with a mixture of dried fruits, brown sugar, cinnamon, cloves, nutmeg, and brandy. The main course was a heaping helping of a greyish lichen known as 'reindeer lichen' (a staple of reindeer cuisine), which had been sautéed in butter and tossed with herbs and spices. And for dessert, a custard topped with a mixture of wild berries.

"Thank you for the meal, your majesty. It looks amazing!" Twilight waited for Rimeantler to begin eating before tucking into her own food.

"You're welcome," Rimeantler said as she swirled her mulled cider around in its mug and took a deep whiff, then slowly exhaled in ecstasy. She sipped at her drink and said to Twilight. "Once you are ready, please tell me your tale, my friend."

Twilight began to tell her story, in between mouthfuls of her delicious dinner, and soon found herself in front of a large audience of reindeer that had gathered in the grand hall to hear her story. Once Twilight told the story about her brother's unfortunate wedding to Mi Amore Cadenza and the visit by Star Swirl the Bearded, every reindeer was in the sole of her hoof. Rimeantler pressed Twilight for more information, and Twilight found herself talking about the time she earned her cutie mark, her friends, and the position as Celestia's student.

Rimeantler was greatly intrigued by the tale of Twilight and her friends all being connected before they even knew one another. She asked Twilight how she had finally met her friends, and Twilight told the story about the return of Nightmare Moon and her and her friends finding, and wielding, the Elements of Harmony. Based on the previous story Rimeantler suspected that Twilight was connected to the Elements of Harmony, and she become more and more mortified as the story of Twilight finding them progressed.

As Twilight finished the story, Rimeantler hung her head in shame, "I am so ashamed for what I almost did to you, Twilight Sparkle. I don't know if I could ever forgive myself if I froze the Element of Magic..."

Twilight placed her hooves on Rimeantler's and said, "I know you have a good heart, if you didn't, I would be a pony popsicle right now instead of here with you. There was no way you could have known who I was."

As Rimeantler looked up at Twilight and smiled, one of the windows of the great hall flew open and an emerald cloud of shimmering energy flowed into the room with the cold night air. The cloud of energy coalesced into the form of an emerald-eyed reindeer doe. The reindeer was wearing dark green robes and wore a white sash around her waist. Potions, bags of herbs, and other reagents hung from the sash. On her flank was a visual representation of a gust of wind.

The robed reindeer bowed before Rimeantler, then turned to Twilight. "Greetings, Twilight Sparkle. I am Windwalk, a mystic. I must ask you to forgive me as well, for if I had interpreted the signs sooner we could have prevented the mishap at the burial grounds, and the horse shade attack as well."

"You foresaw her arrival? What did your cards tell you?" Rimeantler asked.

"I will try to show you," Windwalk replied as she produced a deck of cards from one of her pouches and set it on the table. She spied Twilight's mug and gestured towards it. "May I?"

Twilight shrugged. "I guess?"

Windwalk reached into a pouch and sprinkled a hoofful of dried leaves into the cider. She slowly whirled the concoction around in the mug as she walked to the fireplace, then quickly turned it upside down and set it on the hearth. She pulled out a chair at Rimeantler's table and turned it so she could look at the fire.

Windwalk began to shuffle her deck of cards while gazing intently at the flames. She divided the deck into three stacks and placed them on the table. She picked up the first stack and carefully studied them. She added the second stack of cards to the first and slowly ran them through her hooves. Something about the cards obviously troubled Windwalk, as she frowned heavily, but said nothing. Her frown deepened as she studied the last stack of cards.

"What's wrong?" Twilight asked.

Without changing the order of the cards, Windwalk studied the deck again before responding. "This is not the same reading they gave me before your arrival. I've never seen the cards run like this before. Let me try again."

Windwalk re-shuffled her deck and divided it once more, then subjected them to the same process as before. Windwalk's frown returned as she found the cards in the same order as the first reading. Windwalk sighed and spread the deck out on the table.

"What do the cards say, Windwalk?" Rimeantler softly asked.

"I ran them twice, and both readings had the same result. They appear to tell the story of Twilight Sparkle's life," Windwalk said as she pointed to the cards that had been in the first stack. "These stand for the past." She pointed towards the second set of cards. "These are the present." She gestured towards the remaining cards. "And these are the future."

Windwalk held up two of the cards from the 'past' pile. One had an illustration of the moon, with Nightmare Moon's image upon it, and the other had six gems of various colors - the Elements of Harmony. Twilight gasped as she recognized them. Windwalk grimly nodded, "I thought so."

Windwalk pulled two cards from the 'present' - the first had an illustration of a wedding and the second had a figure wearing saddlebags venturing out into the wilderness. "The cards say you are on a journey because of a wedding, a wedding you wanted to stop."

Windwalk frowned ominously towards the cards in the 'future' pile. "What the future holds, and what it does not, can be hard to tell, but I can tell you what these cards say. The journey you are embarking on is just the beginning of your adventure. They say you will be tested and pushed to your limits, but you will persevere." She held up a card with shadowy figures that had embers for eyes. "You will have to confront an ancient evil." She picked up a card which bore an illustration of a rundown castle. "An old kingdom, long forgotten, shall return." She held up two cards, one showed a fawn, the other a ray of light. "And thanks to you, a new hope shall be born and save us from the darkness."

Twilight sat on the edge of her seat and leaned towards Windwalk. "Will I save Equestria?"

Windwalk showed Twilight a card with a laurel wreath. "The cards say there will be a great battle in your future."

"Do... do I win this 'great battle?'" Twilight hesitatingly asked.

Windwalk slowly held up the final card in the deck, which showed a Grim Reaper-like entity. "They say that Death will haunt you all along your journey, but I can not tell if it will claim you at the end. I'm sorry."

Twilight looked at the Death card and felt as if she'd been hit by a runaway cart. She sat back in her chair and frowned as Windwalk retrieved the mug from the fireplace. She peered intently into the cup and mumbled to herself, then brought it back to the table. She showed the cup to Twilight and Rimeantler; the leaves presented what seemed to be a most intricate map of the Frozen North. Cities, forests, mountain ranges, and most importantly, Star Swirl's tower, were all visible.

"There's your journey," Windwalk said. "An ancient tower, and the fate of our world, awaits your arrival."

"All of the citizens of the Kingdom of Frostfell are prepared to do whatever it takes to aid you, Twilight Sparkle," Rimeantler declared.

Windwalk shook her head. "No, your majesty." Windwalk held up another 'future' card. It showed two ponies hugging each other. "The cards say that Twilight's journey will be aided by a companion, and I believe it means me."

Rimeantler frowned. "Are you certain?"

"Yes," Windwalk firmly replied. She turned to Twilight, "That is, if she trusts in my readings ."

Twilight pointed towards the 'past' and 'present' cards. "Sure looks like you know what you're talking about, although I kind of wish you didn't with that 'death' card."

Windwalk comforted Twilight. "We reindeer may not harness magic in the same ways as you ponies, but even we have heard of Star Swirl the Bearded, and if he has faith in your abilities, then you should have no need to worry."

Queen Rimeantler held up her hoof and blew onto it and her breath formed into an icy circlet. Rimeantler placed the circlet on Twilight's head. "Please take this with you. The circlet will help protect you against some of the evil spirits that lurk in the North. It will take a little while for us to get Windwalk the supplies she will need, or you may spend the night here if you desire."

"Thank you for the offer, your majesty," Twilight said. She yawned, "I think we'll depart at sunrise, if that's okay with Windwalk."

Windwalk nodded. "Sounds like a good idea to me. I get the feeling we may not be getting much sleep on this journey."

While Twilight finished the rest of her meal, Windwalk and Rimeantler discussed the supplies that she would need for the journey across the Frozen North. After Twilight finished her dessert, they excused themselves and Windwalk brought her across the castle grounds and to her residence, which was in a tower near the gatehouse.

Windwalk's home was fairly quaint compared to the luxurious castle rooms Twilight was used to at Canterlot Castle. Windwalk's room had a large table with a few chairs, some bookshelves, scroll cabinets, cupboards, and a padded hammock near a large fireplace. A wooden ladder lead up to a trapdoor, which opened to the tower's roof.

There was a knock at the door and a reindeer brought in a feather mattress. pillows, and blankets for Twilight to sleep on. Twilight neatly organized her belongings and tested out the mattress. She stared up at the stone ceiling of the room and began to study a series of strange symbols that had been painted there. She began to think, I should ask WIndwalk what those mean... and drifted off to sleep before she had the chance.

Windwalk smiled at the sleeping unicorn and tucked her into her covers. Windwalk began to brew a special tea over the fire to help herself sleep, for she knew her mind would keep her awake for hours as it poured over the future she had foreseen. Windwalk gulped down and her tea and climbed into her hammock, almost immediately falling into a deep sleep.

In her dreams, Twilight found herself as a filly yet again. She was in Canterlot and she immediately recognized it as the day of the Summer Sun Celebration, where she first gained her desire to learn everything there was to know about magic. All of Canterlot was decorated for the event, and a fair had been set up with a ferris wheel and other rides. Celestia's royal guards began to play a fanfare on their trumpets and Twilight knew Princess Celestia would soon arrive. She headed towards the stage, navigating past the vendor stalls offering treats, and made her way through towards the front of the crowd.

Twilight smiled happily as an alicorn appeared on stage in a blinding flash of light. Her heart sank in her chest as the light faded and instead of Celestia she saw Mi Amore Cadenza on stage and leering towards her. Cadenza's horn began to glow green and Twilight was lifted out of the crowd and brought face to face with Cadenza. Cadenza watched her squirm and began to laugh. "You thought you were so clever, Twilight Sparkle. You thought you outwitted me? You have no idea what I am capable of. I have plans for your brother-"

Twilight interrupted her, "Leave him alone!" Twilight found she really was her filly self, as she was unable to wield her magic as she normally could. Twilight closed her eyes and concentrated on a spell, ultimately producing just a few sparks.

Cadenza snorted and began to laugh, an evil, malicious laugh. She forced Twilight to look into her eyes, which began to burn with green fire. "If that's the best you can do, you will have no hope of defeating me. Shining Armor is mine!"

Twilight awoke with a gasp and found herself covered in sweat. She had slept for less than an hour. Twilight tried to go back to sleep, but whenever she closed her eyes she saw the strange, glowing green eyes of Cadenza before her. She breathed heavily and looked towards Windwalk's hammock. To her surprise, the reindeer was also awake.

Windwalk looked at her with concern. "In my dream I saw a vision of something terrible happening to you, Twilight."

Twilight gave her a weak smile. "Yeah, me too... What did you see?"

Windwalk closed her eyes. "I can only see glimpses. You are terrified. Surrounded. Then I see your lifeless body, slowly covered in snow."

Twilight gulped. "Uh, sorry I asked."

The warmth of the fire and her cozy bedding beckoned to Twilight, but something deep within her urged her to continue onwards. It was as a faint whisper in her mind, like listening to a conversation on the other side of a room, all she could understand was: 'north.' Her dream also continued to haunt her and her thoughts went to Shining Armor.

Twilight stood and stretched her limbs. "I think we should leave now. If I'm going to save Equestria, and my brother, I need to get to those books."

WIndwalk nodded slowly. "Time may be of the essence. Gather your things, I will get Queen RImeantler."

Windwalk's form dissolved into the cloud of emerald energy and she vanished through the door's keyhole. Still sweating, Twilight climbed the ladder and threw open the trapdoor. She sighed with pleasure as the frigid air washed over her and cooler her body. A few minutes later, she heard a jingling of bells and could make out Windwalk's cloud form and the reindeer queen flying towards the tower. Twilight waved at them and headed back inside as the pair circled around to the tower's entrance.

Windwalk entered carrying a load of supplies that had been sent over for her. As she began to prepare for their journey, Twilight described to Rimeantler the dream she had had, which only further worried Windwalk. "Whoever, or whatever, this Cadenza is, it is not good. Dream magic is the domain of Princess Luna, one of the most powerful sorceresses there is. If this Cadenza is able to speak to you in your dreams, she may be more powerful than you know."

"Are you ready to depart?" Rimeantler asked as Twilight and Windwalk finished packing their gear.

Twilight nodded. "I think so. Thank you for your hospitality, your majesty."

Rimeantler bowed her head towards Twilight. "You are welcome."

After Twilight quintuple checked her belongings, Rimeantler wrapped her magical cloak around the three of them and they appeared at the edge of the fir tree forest - the end of the reindeer's territory.

"Thank you yet again, your majesty," Twilight said, curtseying before the queen.

Rimeantler smiled. "You are welcome, Twilight Sparkle. Good luck, safe travels!"

As Rimeantler was about to depart, Twilight asked her to wait. Twilight pulled out her map and had Rimeantler indicate their location. Thanks to the reindeer queen, Twilight had covered huge amounts of land that would have taken her several hours to travel through by hoof, and now the Evergreen Citadel was just an hour or two away.

Twilight and Windwalk said their farewells with Rimeantler then continued heading north towards the Citadel. Twilight's encounter with the reindeer had not only saved her quite a bit of time, but also rekindled the fire within that suppressed the negative thoughts that roamed her mind.

As they ventured across a frozen lake, Twilight and WIndwalk began to chat.

"What's the deal with those frozen tapestries in the throne room at Icewind?" Twilight asked. "Do your people not like ponies? Queen Rimeantler said I was the first one to visit in a long time."

Windwalk looked down at the ground sheepishly. "Reindeer are....reclusive. The local ponies avoid our territory. We also avoid leaving our forest if we can help it, it is our last bastion against the nightmares that your kind unleashed on the land. This wasn't always the Frozen North, you know."

"That was the windigos, not us ponies," Twilight replied.

Windwalk shook her head. "It was more than that. Your tribes feuded for generations, bad blood and bad energy poisoned the very land itself. The scourge of the windigos was merely the last straw."

"I'm sorry," Twilight said.

"Oh, don't be. You had nothing to do it with it. I'm sorry for bringing it up. It's just, us reindeer have been told the tale through generations about how the ponies ruined the lands, and old habits die hard," Windwalk paused, "Perhaps we are not so much reclusive as we are racist."

Twilight gave a weak smile. "Well, this is awkward."

Windwalk laughed. "Quite. If you can believe it, things actually used to be worse around here. As Equestria prospered, the harmony they extolled and the magic of their friendships seeped up into the north and quieted some of the raging spirits of the land. However, that fact does not get repeated near as often as the 'don't trust ponies' tales."

Twilight laughed and the two continued on in silence. On the other side of the lake they came upon a grove of dead trees, the aptly named Dead Woods. Windwalk motioned for Twilight to stop. "I sense a disturbance here. This area was the scene of a terrible battle in ancient times. A powerful unicorn's magic backfired and drained the life of every living thing in the area. The land never recovered."

"Um, that kind of sounds like something we should avoid," Twilight said as she pulled out her map.

"You have Queen Rimeantler's circlet, yes?" Windwalk asked.

Twilight nodded.

"Then we should be safe," Windwalk said.

Twilight folded her map back up. "Well, I don't like it, but if you say so. Let's go."

As they proceeded through the Dead Woods, they both could sense the lingering presence of the ancient unicorn's spell. It nauseated them. Not even the wind blew in this cursed place. The sounds of fallen branches snapping beneath their hooves added to the tension. Suddenly, Windwalk cried out and Twilight glanced over at the reindeer. Something had grabbed onto her leg. Twilight cast a spell and shot at it with a bolt of magic, then shrieked as the glow from her attack illuminated the target - an undead pony.

Windwalk screamed, "Revenants!"

All around them, revenants began to rise from the ground. They were the cursed remains of the pony warriors that died on that day, centuries ago. A bright light began to shine from Twilight's circlet and a magical aura emanated, pushing back the undead.

"Let's get out of here!" Twilight yelled, running forward. The undead continued to rise and shambled after them. Undead pegasi circled over head like vultures. The terrifying groans of the undead spurred Twilight to gallop faster and faster. Luckily, the magical aura of sanctuary from the Queen's circlet held out as they reached the other side of the Dead Woods.

As the two left the Woods, the revenants began to sink back into the ground, and all was silent once more. Twilight panted, "What the hay was that?"

Windwalk breathed heavily, "I... I guess we should have found another way."

Twilight snorted. "Yeah, some place not filled with undead would have been nice. So, that was what your vision was about, huh? I'm not sure how I would have died to those things since I have the circlet." As Twilight talked, a blizzard suddenly began raging around them.

Twilight looked over at Windwalk, who was staring wide-eyed into the snow storm.

"What is it?" Twilight asked.

Windwalk pointed with her hoof. "Those were what my vision was about!"

Twilight could barely make out shapes approaching them in the blizzard. They looked like giant snakes and were covered with sharp spines.

Twilight asked, "What are these things?"

"Frost wurms," Windwalk replied. "They are sinister serpents that create storms to disorient their prey. I will hold them off, you need to get to the Citadel."

Twilight frowned. "I'm not leaving you to fight them by yourself!"

"I can take care of them," Windwalk lied. "You need to get to that tower, and for the good of us all, I can't risk you getting hurt here."

Twilight really didn't like the thought of just abandoning her new companion. Twilight started to protest, "But..."

Windwalk shook her head and hugged Twilight. "Get out of here while you still can, Twilight. Go. Now."

Windwalk quaffed one of her potions and charged towards the frost wurms. Twilight knew the reindeer was hiding something, she could sense it in her voice, but she also knew she was right, Equestria was depending on her. Leaving the reindeer behind was one of the hardest things Twilight had ever done. Tears ran down her face as Twilight ran through the blizzard and towards the Citadel. A short while later, a blood curdling scream echoed into the night, and Twilight knew Windwalk had fallen.

The reindeer had lost her battle, and Twilight had lost something of her own. A festering darkness began to grow within her soul, and the flame of her spirit grew a little dimmer. The voice in her mind whispered to her, and Twilight found it had become clearer.

"North," it called to her, "North. Everything will be resolved in the north."

It took Twilight almost two hours to reach Evergreen Citadel, and she was battered and bruised after falling down the side of a ravine along the way. The fortified city was a peculiar sight; Twilight had never seen anything like it before.

Evergreen Citadel was originally a small Earth pony town, founded pre-Equestria. After the windigos came and the land began to change, master Earth pony landscape engineers planted a ring of evergreen pines around the town. As the trees grew, the engineers crafted them into a living, impenetrable wall to protect the town. The trees had continued to grow, eventually reaching heights of over one-hundred feet. The citizens of the Citadel had capitalized on this by building secure rings of wooden platforms in the trees high above the ground, which allowed their town to grow in size when the need arose.

The ground level featured the town's original medieval buildings made of stone with thatched roofs. The first platform was built nearly two-hundred years ago after gold was found in the nearby hills and an influx of ponies came to the Citadel. The platform was built forty feet in the air, and featured opulent buildings constructed during this Age of Gold. Another platform was built above the first around eighty years later during the second Gold Rush. This second platform featured colorful Art Deco structures and housed most of the modern facilities in the town.

Twilight made her way towards one of the gatehouses that led into the Citadel. An archway had been carved through the trunks of one of the evergreens and a heavy iron portcullis protected the entrance. Twilight anxiously waited near the gatehouse but nopony came to open the gate for her. She glanced inside and saw the gate guard was asleep, slumped over in his chair. Twilight rolled her eyes and teleported to the other side.

Twilight felt like she had entered a portal back through time as she ventured into the Citadel. The ground level town looked very much as it did in pre-Equestria times. Twilight began to search for someplace to rest and recuperate and found only one establishment that was open at this hour - a cider tavern. The tavern's sign had no name, the only thing that attempted to identify it was artwork of a white-furred paw from some creature Twilight didn't recognize. Twilight could smell the fresh mulled apple cider as she neared the entryway, and fresh tears fell down her cheeks as she remembered Windwalk and how she had read the signs in her cider mug back at Icewind Castle.

Twilight sighed and pulled the hood of her cloak forwards to conceal her tears as she pushed open the door to the tavern.

***

A sleep-deprived unicorn thirstily gulped down cider as she sat alone at the Yeti's Paw cider tavern in Evergreen Citadel. Her coat was a pretty pink and her hair was a medley of shades of grey, evoking the image of a storm cloud. Bags hung under her lovely crimson eyes from weeks of restless nights. The unicorn was called Silver Shock, an adventurous young mare who had journeyed north to try to make a difference, as well as in the pursuit of ancient spells. Her special talent was weather-related spells, represented by her cutie mark of a dark hurricane over two silver lightning bolts. Silver Shock's cutie mark also adorned the cover of a tome she carried with her at all times. It was her life's work; within the tome she recorded every weather spell she could get her hooves on.

Silver Shock's foalhood desire was to try and cleanse the Frozen North and return it to the beautiful countryside it once was. Unfortunately, the foul magics that plagued the North were too powerful for her to combat.

While she wasn't powerful enough to completely alter the weather as she had once dreamed, she was still able to control it on a small scale. So, she remained, traveling between the settlements and using her magic to provide temporary relief against the relentless onslaught of the Frozen North.

About two weeks ago, Silver Shock had arrived at Evergreen Citadel, and that is when she began having terrible dreams. In her dreams, nay, nightmares, a burning terror haunted her. She had fought sleep for days at a time, for when she dreamt, the memories returned. Memories of an ancient tower and the evil which had claimed it.

Dreams, memories, Silver Shock couldn't tell the difference anymore in her frazzled state.

Due to her nightmares, Silver Shock sought sanctuary in the local cider tavern, smothering the memories with the warm embrace of mulled apple cider. It was there one night that her dreams truly did merge with reality. Twilight Sparkle stepped through the doors of the tavern, the sudden blast of wintry air and the merry jingle of the door's bell drawing all eyes towards her. Her battered cloak concealed her tearful face, and she staggered towards the fireplace. All her strength seemed to ebb from her as she approached the blaze and collapsed, basking in the warmth of the fire.

Silver Shock's jaw dropped as she watched Twilight's entrance. It was the burning terror from her nightmares. She whispered to herself, "Has the terror from my dreams followed me at my heels? How has she found me here? How could this broken shell of a mare, barely able to carry the weight of her own saddlebags, be the burning terror which haunts me in my sleep?"

A waitress brought Twilight a mug of cider. Twilight grabbed it with her hooves and could barely hold onto it, spilling the cider as she struggled to bring it to her lips. The laughter of the other patrons permeated the air as they watched Twilight. Silver Shock began to slowly shake her head as Twilight's face twitched. Twilight seemed to have demons of her own, which she struggled to contain...and she was losing.

Twilight glared back at the other ponies and something inside her seemed to snap. Heat began to radiate from her as her flesh began to glow brightly. Her eyes turned into smoldering red embers and her mane and tail burst into flames. With a frightening sneer, the transformed Twilight began casting spells. Out of the fireplace came magical conjurations - blazing creatures made of flame - the furniture twisted into terrifying gargoyles, and the doors and windows magically sealed.

Ponies screamed and tried to flee but they were quickly taken down. As ponies battled Twilight's magical creations, a few brave souls tried to charge Twilight herself. They were quickly defeated by Twilight's magical attacks; knocked unconscious and hurtled against the walls.

As Silver Shock watched in horror at what unfolded, she became convinced that she was truly mad. She sat, petrified, and whispered out loud, "I must be going insane. This terror, and destruction, the horrors I witness! How else can I explain them? Are these the evils from my dream? Or are they born, within the unicorn wanderer?"

The tavern became deathly silent a few minutes later as the rest of the pony patrons were conquered. The flames dissipated and the furniture gargoyles collapsed. The doors and windows burst open and icy winds swept across the room. Twilight transformed back to her normal state and staggered towards the door, looking back over her shoulder at Silver Shock. In a daze, Silver Shock stood and followed Twilight out the door.

Why did Silver Shock follow her? She didn't know, why do things happen as they do in dreams? All she knew is that, when Twilight beckoned, she had to follow her. From that moment forward, they traveled together. North. Always, into the north.

Twilight and Silver Shock traveled north, over the mountains and into the vast sea of frozen lands. Silver Shock used her talents to fight off the bone-chilling weather of the Frozen North, a deed for which Twilight was most thankful for. As the days passed, Twilight told Silver Shock more of herself. Twilight was once a powerful magical apprentice, the personal protégé of Princess Celestia herself, but now a dark and secret burden weighed heavily upon her. Silver Shock had pressed Twilight for more details, but Twilight remained tight-lipped and the majority of their journey was conducted in silence.

Silver Shock was in awe of Twilight. On one hoof, she was completely terrified of her, on the other, she wanted to befriend her, but the memories of that terrible night in the cider tavern would not soon be forgotten. She often wondered if Twilight had ensorcelled her with some dark magic, as she still couldn't fathom why she was following this mysterious wanderer.

So far, the journey had been extremely uneventful. The area they were now traveling through was rumored to be haunted, for it was an ancient battleground where the three pony tribes had fought, but if there were any ghosts, they did not bother the two wayfarers. The native fauna avoided the place, so Silver Shock was thankful there would be no attacks, if not a little terrified that there may be specters lurking amongst the snowy fields. Disturbingly, a dark cloud seemed to follow them, always just over the horizon.

Silver Shock had noticed Twilight became even more troubled during the sunrise and sunset, and Twilight always became distant with Silver Shock around those times. It had finally clicked with Silver that Twilight's mentor was Celestia, who has the power to raise and set the sun, and something must have happened between them before Twilight began her journey.

On the ninth day of their travels, Twilight had her map out as the sun began to set, and Twilight laughed then looked back towards Silver. "Quickly, before the sun is gone!"

Silver Shock faithfully galloped after Twilight as she raced towards a ridge. Far across a valley, they finally laid eyes on their destination: the legendary tower of Star Swirl the Bearded. Silver Shock's bemusement at Twilight's mirth quickly faded as the memories of her dreams came flooding back.

"Twilight," Silver said, "there is something evil in that place. I have seen it in my dreams. The same dreams that I saw you in. I want to know what this is all about. Now."

Twilight looked back at her companion and sighed. "I'm not evil, if that's what you're thinking."

Silver Shock scoffed. "I was at the tavern, remember?"

Twilight sheepishly looked towards the ground. "That...that was a mistake. I'm not perfect. Sometimes...sometimes my emotions get the better of me, especially anger. Which is why I'm here, actually..."

As Twilight broke down into tears, Silver Shock moved over to comfort her. "Oh, Twilight," Silver said, "I'm sorry."

Twilight looked up at Silver. "It's not your fault.. I..I think maybe we should set up camp here. I can try to explain everything in the morning... It's just... you know I'm not evil, right? I'm the Element of Magic for hoof's sake."

"Element of... The Elements? The Elements of Harmony?" Silver asked with amazement.

Twilight grinned. "Well, yes. I thought you knew?"

Silver shook her head. "No, I had no idea. You never told me that. I.. I don't even know why I'm here, really. I... I just couldn't resist when I saw you at the cider tavern. Almost like you were drawn to me, and I was compelled to follow."

Twilight smiled and rubbed her horn against Silver's. "Unicorn magic happens for a reason, you know? Maybe you've been up north too long, I thought everypony knew who I was. Well, if they didn't, they sure do now, and not for reasons I would like to be known for..."

As Twilight began talking at length about the Elements of Harmony and how she met her friends, Silver Shock set up their encampment using her magic. Silver Shock was surprised at the sudden change in her companion's demeanor, but she was glad of it. She drifted asleep huddled next to Twilight as Twilight rambled on, the words falling upon the slumbering ears of Silver Shock. In the middle of the story she was telling, Twilight had a sudden epiphany. "Wait, didn't you say you had dreams about me earlier?"

Twilight stared with curiosity at her sleeping companion then looked towards the night sky. "Star Swirl the Bearded, where are you?"

Perhaps it was the warmth of Twilight's body, or the sound of the crackling fire, but for the first time in many weeks, Silver Shock slept soundly. However, the dreams returned, but these were clearly not her own. She beheld the vision of a great colt, a white unicorn. Twilight was there, too, cowering on the floor. The colt glared down at Twilight in anger then stormed out. Twilight's friends, which Silver Shock was able to deduce from the story Twilight was telling about the Elements earlier, ignored Twilight's pleas and departed. Even Princess Celestia herself scowled at Twilight and left, leaving Twilight all by herself. Laughter from an unknown source began to echo around the hall as Twilight sat crying all alone. Green flames began to build up around Twilight, and a grinning, pink alicorn princess appeared, laughing maniacally.

Silver Shock then found herself soaring above Equestria. Below, she saw a terrible sight as legions of strange creatures flew around, terrorizing the ponies. She flew towards Canterlot Castle, and in the throne room she saw that same alicorn, seated upon the throne. Beneath her hooves were the battered crowns of Princess Celestia and Princess Luna.

The alicorn flew towards her and Silver Shock awoke with a start. Silver glanced towards Twilight, who was looking down at her. "Now you know what I seek, Silver. It is the safety of Equestria, and my brother. Sleep now. We set out with the dawn."

As Silver Shock drifted back into a worried sleep, Twilight wrote in her journal.

"Many moons have passed since I left the town of Ponyville behind me. Since then, I've tried to forget the terrors that I beheld amongst the cold earth. The twisted nightmares that have haunted my every waking moment.

There was something deep within me. I could feel it, driving me towards the north. Assuring me that my salvation lies within the ruins of ancient kingdoms. The tower is finally within my sight. I feel as if I'm my old self again. The wanderlust within that prodded me forwards before seems to be missing, thankfully. Tonight I may finally get the rest my weary body demands.

Star Swirl still has not returned to guide me. Oh, I wish my friends were here! The peculiar unicorn that has been accompanying me appears to have secrets of her own. I may not have reached this place without the aid of her magic, and to me that is proof that whatever her secrets, she means me no harm. I think, no, I know she's scared of me. She reminds me a little of Rarity mixed with large amounts of Fluttershy...

Though I know the way, I know not what perils may arise to hinder my journey. My nightmares about Cadence have continued, and I think she may be stalking me. There's this dark cloud that has been pursuing Silver Shock and I for days. It always seems to have a sentience about it, as if I watch it it does not move. I wish Rainbow Dash was here to teach it some respect. She is so good at busting clouds...

I miss my friends so much. My faith in myself and in magic remains undaunted. Yet, I fear that the better part of my soul may remain behind....forever."

The next morning, they walked over the hill towards Star Swirl's tower. They had no idea then of the horrors that were in store for them there.

Author's Note

This chapter was pretty fun to do from what I can recall since I had a mostly blank-slate to fill in for the Frozen North.

I really liked doing the reindeer, working some lore for them and stuff like that. Probably doesn't hurt that they're reindeer which of course relates to Christmas, which was such a wondrous and magical time of the year when I was little. I wish my drawing skills were better, as I would love to have an image for Queen Rimeantler. Maybe someday I'll work on illustrating some things, I like visual representations.

The circlet that Rimeantler gives was supposed to emulate the Sanctuary aura from Diablo II's Paladin.

This might sound weird, but when I was writing the Silver Shock parts I was very reluctant at first to address her as just 'Silver.' I felt that since it was a made up character, treating her like one of the 'mane' show characters was wrong or something.

I can vaguely recall the process I went through to create Silver Shock's character. I liked the idea of a 'weather spell' unicorn as her backstory (although she may have been a pegasi at the beginning. I can't recall), since it went along with the Frozen North setting. Once I had her weather relationship set I began going through weather related terms and adjectives to try and put together her name. I really liked 'Silver' and then wanted a lightning-related word to go along with that, eventually picking 'Shock.'

Her cutie mark was going to be just two crossed. silver colored lightning bolts, but I decided to jazz it up. I was going to put the two bolts under a cloud, but I thought that might look too close to Rainbow's so I upgraded to a hurricane.

Act IV: The Battle of Château-Silly

Twilight Sparkle and Silver Shock could have spent a lifetime in Star Swirl the Bearded's tower, pouring over the thousands of ancient texts and spellbooks. The three unicorns had been chatting for a few hours, Twilight and Silver rattling off strings of questions about the past, present, and future while Star Swirl worked on their battle plan to confront the five remaining True Hearts. Star Swirl had been using a scrying crystal to track down the True Hearts, finally the crystal pointed to a location.

"Château-Silly, of course!" Star Swirl exclaimed. Star Swirl grabbed his tome about the Order of the True Heart again and flipped through the pages. "Here we are. 'Château-Silly. The home of Monika le Magnifique, this extravagant, fortified cloud manor was once host to non-stop parties, bringing joy and laughter to the populace as it slowly drifted across the lands. After Monika's descent into evil, Château-Silly became just as dark as its mistress. Gone were the days of singing and dancing, the château became infamous for the terrible cruelties its owner committed against her subjects within its halls. Rumored to be haunted, the château has roamed freely in the sky ever since Monika's banishment to Tartarus, avoided by all but the most foolish of ponies.'"

Twilight excitedly said, "Ooh, I know a cloud walking spell! And a wings spell!"

Star Swirl chuckled, "I'm afraid it will take more than just the three of us to defeat them. I had hoped they would split up, trying to reclaim their former seats of power. Unfortunately it appears they have deduced that together, they are an almost unbeatable foe." Star Swirl stroked his beard, "Hmm, we are going to need some help for this one. Twilight Sparkle, Silver Shock. I am leaving you two here while I travel to Equestria and see what kind of reinforcements I can drum up."

Twilight pouted, "I want to go with you."

Star Swirl stroked her mane, "No, sorry, Twilight. Remember Princess Mi Amore Cadenza? I'm sure you do, and she remembers you as well. In fact, I do believe there is a warrant out for your immediate arrest. It would be too big of a risk to bring you there, especially when we are going to need you in the coming battle against the True Hearts. Don't worry, you two shall not be bored." Star Swirl pulled several tomes down from the shelves. "Some reading material for you both."

Twilight and Silver anxiously began reading the books as Star Swirl left the library to begin preparing for his journey south. When he returned, he was carrying two large gemstones in his magical grasp, and beckoned the two unicorns to follow him. "Bring your books, girls."

Twilight asked, "What are those gems?"

Star Swirl explained, "Relics from our tribe's warmongering past, they are teleportation devices. You bring this one to the destination," Star Swirl placed a red, orange, and yellow sun-shaped gemstone in the middle of a large dining hall. "And this one, you give to those that require teleportation." He held a pouch underneath the blue and purple gemstone, which was shaped like a crescent moon, and the gem shattered into pieces and fell into the pouch.

Star Swirl pulled an hourglass out of his pockets. "When the sand in this hourglass runs out, you need to use your magic on the sun stone. The moon stone will then be summoned, bringing the holders of the shards along with it. See if you can think of any strategies to defeat the True Hearts, those books should give you all the information required."

Twilight nodded, "Understood. Good luck, Star Swirl."

Star Swirl smiled at the two young unicorns, dropped a potion at his feet, then vanished in a cloud of blue smoke.

As the sand in the hourglass slowly trickled down, Twilight and Silver devoured the knowledge in the books Star Swirl had selected for them. They learned all about the remaining True Hearts abilities, their history, their terrifying reign as tyrants. Twilight used her magic to construct an illusionary Château-Silly and the two began discussing assault strategies.

They came up with several plans which they wrote down to present to Star Swirl. Twilight was describing the good times she had had with her brother in the past as the hourglass' last grain of sand fell. "Here we go," Twilight said. The two unicorns zapped the sun stone with their magic and stood back as the stone floated into the air. The air crackled and suddenly the room was filled with a variety of ponies.

Twilight and Silver handed Star Swirl their reports they had written, and he motioned for a pony wearing a dark cloak to join him. Star Swirl conjured up food and beverages then left the room with the beckoned pony.

Twilight excitedly scanned the crowd, recognizing a lot of the new faces, then cried tears of joy. "Rainbow Dash! Rarity! Pinkie Pie! Applejack! Fluttershy! Spike! I am so, so happy to see you!"

Twilight's friends rushed over and embraced her. "Oh, Twilight! We've missed you so much! You disappeared without so much as a note, we all thought Cadence banished you or put you in the dungeons. We're sorry we doubted you about Cadence, you were right."

Twilight smiled, "Thank you! So what has been going on down there? How's Shining Armor? You girls look terrible." Twilight looked around the room, "Well, all you ponies looks pretty rough."

"Oh, it's just dreadful," Fluttershy said. "Princess Cadence found a loop hole in Equestria's constitution that allowed her to usurp the throne!"

Rainbow Dash slammed her hooves together, "Yeah, just because her aunts never married, some legal mumbo jumbo let Cadence take over!"

"What's even worse," Spike said, "is that she didn't even let me host my bachelor party!" The ponies rolled their eyes at him, "What?"

Applejack spit, "Then once she got in power, she brought in this army of weirdo things to enforce all these new laws she was a'makin'. I don't know what the hay she was up to, but ponies started bein' taken away and hauled off somewhere. We were workin' with Celestia to try and get rid of Cadence, but she was too powerful."

Pinkie Pie was shoveling food into her mouth and talked between mouthfuls, "Cadence kept trying to catch us! It was fun! It was like a big game of hide and seek! Except when you got caught, you got thrown in the dungeon. That part wasn't very fun..."

Rarity lifted Twilight's battered cloak with her magic, "Twilight, darling, what happened to you? You look an absolute mess."

Twilight looked down at her garments, "It's been one hay of a week."

Applejack put her leg around Twilight, "What's wrong, sugarcube? I can see it in your eyes. You aren't the same Twilight I know and love."

Fluttershy forced herself to speak up, "Um, yes. Twilight, there's something different about you."

Pinkie Pie excitedly said, "It's her mane, right? She did something different with her mane! Ooh. I know, she got a hooficure! That's wha-" Rarity put her hoof over Pinkie's mouth. "Twilight, we're your friends, we're here for you."

Those words struck a nerve with Twilight and she snapped back, "You weren't there for me when I needed you to confront Cadenza. You weren't there for me when everypony and even my own family was treating me like I'd committed high treason. You weren't there for me when I caused somepony to die. You weren't there for me when I went psycho and trashed a cider tavern. You weren't there for me when I almost died exploring this tower...."

Twilight looked at the shocked and hurt expressions on her friends' faces then looked down towards the ground. Fluttershy and Pinkie Pie were crying. Rarity was outraged, "Twilight, how can you say such things?"

Rainbow Dash glowered at Twilight and embraced Fluttershy, "Yeah, what the hay, Twilight."

Twilight took a deep breath, "I-I'm sorry. That wasn't me... Something is different about me, something deep within my very being. I... I think it's my soul. It's been growing darker and darker, ever since I abandoned somepony to her death."

Applejack frowned, "What in Sam Hoof you talkin' 'bout, Twilight?"

Twilight sighed, "When I was traveling, I wandered into the reindeer kingdom. One of their tribe saw a vision of me dying. She joined me to keep me safe, knowing the fate of Equestria, and the world, was in jeopardy. She sacrificed her life for mine."

Twilight's friends glanced at each other, Rarity whispered, "Oh, Twilight..."

Silver Shock, who had been awkwardly observing Twilight's reunion with her friends, stepped forward with a look of concern. "Twilight, you never told me that..."

Rainbow Dash turned to the stranger, defensively putting herself between Silver and Twilight, "And who are you?"

Twilight tugged Rainbow's tail with her magic. "It's okay, Dash. She's a friend. Name's Silver Shock, a weather control unicorn."

Rainbow Dash glared at Silver, "Weather control, huh? Using some freaky magic to do a pegasi's job? This is who you left us for, Twilight?"

Twilight tugged even harder on Rainbow's tail. "Rainbow Dash, why are you being so confrontational?"

Applejack started to say, "Twilight, don't-" when Rainbow Dash turned and interrupted her.

A single tear fell down Rainbow's cheek, "Gee, I don't know, Twilight. Maybe because all of Equestria went to hay and the one pony I knew I could count on to save us, to save me, vanished without a word? I waited and waited for you at the library, and you never came back."

Twilight gently said, "Rainbow Dash, I..."

More tears ran down Rainbow's face, "One by one, they captured us. AJ, Pinkie, Fluttershy, Rarity, all except me. I was too fast for them. And then one night, they burned down the library. My heart broke because I knew you were gone and I was going to be all alone... I hate being alone..."

Twilight reached out to touch Rainbow Dash, "Rainbow, I didn't know..."

Rainbow Dash moved back, "Then when Star Swirl the Bearded showed up and told me you were still alive and had been off on this epic quest... I was devastated. You know we would have gone with you, Twilight." Rainbow Dash snorted and looked away, "And then, we finally see you again, and although you hurt me, I could put it behind me. But then you have the audacity to blame us for the terrible things that happened to you when you abandoned us to go off on your own?"

Rainbow Dash turned back towards Twilight, "Every day, I dreamed that you would come to save me and everything would be fine. And you know the worst part of it all, Twilight? You didn't even come find me yourself, I had to get the news from somepony I've never even met before..." Rainbow began to sob uncontrollably.

Twilight was also in tears, upset that she had badly hurt her friends. Silver Shock looked to Rarity and asked, "Yikes. What in the world has been going on down there this past week?"

The entire room of ponies was staring at Twilight and Rainbow in awkward silence. Star Swirl reentered the room and muttered, "Oh dear. Of all the times to be lacking my time travel abilities.."

Star Swirl picked up Rainbow and Twilight with his magic and teleported the two of them to a secluded room. He peered around the room of sullen ponies and found who he was looking for, "Apple Bloom is it? I've heard you have quite an uncanny knack for mixing potions. How would you and your friends like to come with me and help brew some up?"

Twilight pulled at the door handle and sighed, "Locked." She wiped the tears from her eyes and glanced back at Rainbow Dash, who was lying on a bed and sobbing into a pillow.

Twilight walked over and sat on the bed next to Rainbow and began stroking her mane. "Rainbow Dash, I am so sorry. I... I just didn't know, you have to believe me. I was out wandering in the middle of nowhere and I didn't even have Star Swirl to help guide me. The only contact I had was from the locals, and they had no idea what was going on down south."

Rainbow glanced back at her, "Why didn't you come back for us, Twilight? Why didn't you come and save me?"

Twilight pondered Rainbow's questions for a moment, "The thought of returning home to you girls was what helped keep me going. Even if I tried to go back, I don't think I could. There was this urge, this... wanderlust within me, that forced me to continue even though at times I just wanted to lie down and die."

Rainbow pouted, "But you still left us behind, Twilight. You didn't even leave a note or say goodbye."

Twilight gave a weak smile, "That was Cadenza's fault." Twilight closed her eyes and sighed, "Oh, Dash. That day that I confronted Cadenza, it was horrible. My own father slammed a door shut in my face. Ponies I had been friendly with for months were throwing food at me in Ponyville and planning to enact vigilante justice. Even you ponies had snubbed me at the rehearsal. It just felt like everypony I cared for didn't love me anymore, so I left as soon as I could to try and get things back to normal."

Rainbow rolled over and sat up against the headboard. "I'm sorry, Twilight. It's just.. You've always been this sort of hero for me. Whenever things go sour, you are always there with a magic spell to set things straight. Or if you don't know what to do, you read your books and find the solution. When everything went to hay I just knew you would know what to do, but you were gone, and I didn't even know what happened to you."

Twilight reached over and touched Rainbow's hoof. "Twilight, you know I don't like ponies touching my hooves."

Twilight grinned, "I know." Twilight crawled onto the bed and sat next to Rainbow and touched her wing. "I just need to know that this is real. I am not doing so well, Dash. That darkness I feel within me, I fear it grows stronger by the hour. Sometimes I wonder if Star Swirl knows, he looks at me strangely when he thinks me otherwise disposed. The things I've witnessed on this journey, the things I've been subjected to? They've been haunting me. I dread going to sleep because I know they will be waiting there. Sometimes I wonder if this isn't just some horrible dream, and I will finally wake up and none of this will have happened."

Rainbow pulled Twilight towards her with her wing. "Oh, Twilight... I'm sorry I got so upset with you. I forget sometimes that you're just as pony as the rest of us and have problems of your own..."

Twilight smiled, "Rainbow Dash, I am so honored that you think of me so highly. If I had known how much anguish it caused you, I would have come back for you, wanderlust or no wanderlust. But I'm all too pony I'm afraid." Twilight unbuttoned her Winter Wrap Up Day vest. On her chest, the death knight's hoof had left a magical burn, which still glimmered with unholy blue magic. Next to it were the hoof imprints of Valdis, scorched into Twilight's flesh.

Rainbow looked at the wounds with alarm, "Do they hurt?"

Twilight shook her head, "No, just the opposite actually. The whole area is numb. That unicorn you were having a problem with earlier? I would be dead without her. Earlier, something used a trick on me. I thought I was saving the Cutie Mark Crusaders but instead it was these crazy Death Knights of Westmarech."

Rainbow's eyes lit up, "They sound cool!"

Twilight giggled, "Well, they were trying to do something to my heart in order to convert me into their undead slave. And they kinda wanted to eat Silver Shock."

Rainbow laughed, "Okay, not so cool."

Twilight smiled, there was the Rainbow she knew. "Then we had to save Star Swirl from this donkey witch," Twilight sensed the question forming in Rainbow's mind, "Yes, donkeys apparently can use some kind of magic. It took all three of us together to take her out, and Silver and I both nearly died in the process."

Rainbow sheepishly looked at the ceiling. "Oh. I guess I should apologize to her."

Twilight stared at the ceiling, "I'm glad you're back by my side, Rainbow. I've really missed you."

Rainbow embraced Twilight and carried her into the air, "Just don't leave me alone like that again."

Twilight nuzzled her friend and hugged her tighter, "I won't."

Rainbow gently set Twilight on the floor. "I love you, Twilight."

Twilight smiled, "I know."

They heard a click as the door unlocked and they walked out together, their friendship's flame burning brighter than ever. Twilight felt the ever-growing darkness fade a little, but she knew it was still festering within. She only hoped that she could fight it off long enough so she could stop Cadenza and hopefully prevent all of this from happening.

Twilight and Rainbow Dash had rejoined their friends in the dining hall. Twilight apologized to her other friends and as they chatted about their experiences over the past week, Star Swirl and the Cutie Mark Crusaders returned, pulling two cauldrons behind them. The Crusaders set up the cauldrons to serve the ponies as Star Swirl addressed the crowd.

"Everypony," Star Swirl said, "please drink a ladle's worth of the green elixir my young friends and I prepared. All non-pegasi, you will also need a drink of the blue concoction, which will provide you with cloud walking. Thank you." Star Swirl bowed his head and teleported back to the library.

Applejack and Rarity glanced at each other, "Uh, he left our little sisters in charge? We should probably mosey on over there and make sure nothing happens."

Rarity rolled her eyes, "Agreed."

The ponies lined up to get their potions. As the green elixir entered their belly, they felt a sudden burst of energy and were left feeling rejuvenated. The potions were distributed without incident, and the ponies resumed chatting amongst themselves.

A pony walked over to Twilight, "Excuse me, Twilight Sparkle?"

Twilight looked and saw one of the provocateurs from Ponyville and winked at her, "Come to tie a can to my tail?"

The pony scuffed her hoof on the ground, "Um, no. I just wanted to say, I'm sorry for that. We all are. It wasn't until later that we found out Cadenza had done something to our minds and made us behave like that. I still can't believe we acted like that."

Twilight sighed, "Yeah, well it was pretty unbelievable for me too. That really hurt... and not just the food you ponies were throwing at me. Cadenza sure does know how to mess with a ponies emotions when she really wants to."

The pony smiled at Twilight, "Well, I just wanted to tell you before we head off to fight the True Hearts. With what happened earlier and all, I just wanted to make sure you were feeling better, since I'm sure you'll have to go up against that awful yak."

Twilight nodded, "Indeed I will. Thank you for apologizing, although that evil Cadenza is the real culprit, not you ponies." The pony bowed her head to Twilight and wandered away. Twilight looked to her friends, "That lousy so-and-so Cadenza... I can't wait get back to Canterlot, I'm going to personally kick that manipulative witch, just like I'd kick a snake!" Twilight grinned as her friends nodded in approval, then frowned, as she remembered her friends had avoided a question she asked earlier.

"So what's happened to Shining Armor during all this?" Twilight asked.

They all glanced at Rarity. Rarity sighed, "Fine, but you ponies know no good can come of this. Twilight, about your brother..."

Twilight grew concerned at Rarity's tone, "Yes?"

Rarity closed her eyes and took a deep breath, "Twilight, he's gone."

"What do you mean 'gone'?" Twilight said, feeling like she had just been socked in the gut.

"He's just.. gone. Celestia managed to get him out of Canterlot and worked to dispel the magic Cadenza had used to control his mind. But, there was nothing left. He was just gone. An empty husk of a colt. I'm.. I'm sorry, Twilight."

Her friends moved to comfort her, but instead of the tears they expected, Twilight instead snorted in anger. She walked over to a window and looked towards the sky. As Twilight spoke, her mane and tail began to ignite. "Shining Armor... I thought I lost you that day at the wedding rehearsal, I guess I lost you sometime before that, whenever Cadenza got her evil little hooves on you. I will avenge you, my brother. Mi Amore Cadenza will pay for what she has done." Twilight stomped her hoof down onto the window sill and fractured the stones. The flames dissipated as she walked back to her friends.

Rainbow Dash watched with fear, and whispered to herself, "She wasn't kidding about that darkness growing inside her..."

"Are you okay, Twilight?" Fluttershy asked.

Twilight smirked, "Oh, I'm just tickled to death, Fluttershy."

Applejack moved next to Twilight, "You're takin' the news pretty well, sugarcube. You sure you don't wanna talk about it? I'm a lil' worried about you."

Twilight shook her head, "I'm fine, girls. Really. Thank you though. I knew I lost Shining Armor a week ago when he wouldn't believe me and uninvited me to the wedding. Go figure Cadenza took him away from me, too. I just want to go home. I want this all to be over with. And the quickest way to get it over with is to go get the True Hearts. The quicker they are whipped, the quicker we can go home, and everything will be back to normal. Sh-"

Twilight suddenly teleported away, leaving her friends to whisper amongst themselves in concern. Alone, Twilight cried out in pain and grimaced as she pulled her Winter Wrap Up Day vest open. The magical hoof mark burned brightly and the numbness had been replaced with pain. She found herself staggering through Star Swirl's tower, eventually arriving at the corridor they had slain the Death Knights of Westmarech in.

Twilight stared at the empty robes. "What did you do to me?"

Twilight jumped as she heard a voice behind her. "What didst they do to thee, indeed."

Twilight turned, "Princess Luna? What are you doing here?"

Luna looked at Twilight's chest with concern, "Trying to save thine life, it would appear. How long ago didst this happen?"

Twilight struggled to remember, "A few hours ago, I think."

Luna nodded, her expression grim, "Good. Star Swirl is getting careless in his old age. How did he miss this?"

Twilight frowned, "What is happening to me, Luna?"

Luna looked down at the robes, "Thou havest been marked with the Death's Hoof ritual. If we can't cure thee, thou willst soon be transformed into a death knight."

Twilight sat down and looked up at Luna with tears in her eyes, "B-but they didn't finish the ritual. Silver Shock stopped them before they could."

Luna kneeled down and rubbed her horn against Twilight's, "Their hoof entered thine body, that was enough. Now, lie on thine back, please."

Twilight laid down and watched as Luna began channeling her magic. A powerful tendril of energy snaked it's way from Luna's horn and into Twilight's wound. Twilight groaned as the pain became excruciating, then was suddenly gone. The tendril disappeared and Luna breathed a sigh of relief. Twilight looked down at her chest and saw the hoof marks were all gone.

"Thank you, Luna. Am I going to be alright now?" Twilight asked.

Luna nodded, "Thou art welcome, Twilight Sparkle. Thou shouldst be fine, although if thou feelest any relapse, find me immediately."

The two ponies walked back to the dining hall. Twilight asked, "How did you know to find me there, Princess?"

Luna's expression turned dour, "We had a very bad feeling that something was wrong with thee. We were right."

Twilight laughed, then put her hoof on Luna, "What's happened to your sister?"

Luna frowned, "Celestia was captured while working against our niece. She is still raising and lowering the sun, so we hope she is okay." Luna paused, "At least, we hope it is her raising the sun and not somepony else."

Twilight nodded, "How have you and your guards escaped Cadenza's ire? Seems like you'd be a pretty big target for her, being co-princess and all."

Luna raised her eyebrow, "Cadenza may have usurped the throne and possess tremendous power... somehow, we are not sure where her strength comes from, it is... troubling, but she can not get to my palace on the moon, so I have had little to worry about from her. Besides her harming the welfare of all my subjects and my sister, of course."

The crowd fell silent as Luna strode into the dining hall and climbed up onto a table, immediately flanked by a squad of bat-winged royal guards. The cloaked pony stomped her hoof. "Loyal subjects of Equestria, it is I, Princess... I mean, just Luna... Cadence stripped my sister and I of our crowns.... The legendary conjurer Star Swirl the Bearded and I have been working on a plan to solve the Cadenza Crisis." The crowd burst into cheers and clapping of hooves.

Luna waited for the crowd to settle down, "If the plan succeeds, all of what has come to pass in this last week will have been averted. I have the utmost confidence in our abilities, so everything shall be back to normal shortly." The hall roared with the thunderous cheers of the crowd. "However, some ancient and extremely powerful evils have interfered with Star Swirl's plan, and we must deal with them first. Star Swirl?"

Star Swirl appeared out of thin air on the table alongside Luna. "Six of the most vile denizens of Tartarus have escaped. They once were known as the heroes of the Order of the True Heart, but were corrupted. They have stolen some of my spell books and arcane instruments which we require to stop Cadenza." The crowd murmured amongst themselves. "Fear not, friends, I left Twilight Sparkle and the unicorn Silver Shock to work on solutions to this problem while I gathered you all here. Miss Sparkle, Miss Shock?"

Twilight and Silver nervously stepped forwards, Twilight used her magic to put on a display. "Valdis the donkey witch has already been defeated. We are left with Colonel Stormwing, a pegasus knight. His pride is his greatest weakness, we can lure him out with taunts and subdue him." Twilight's illusion showed an enraged Stormwing flying out of the château, only to be set upon by a group of ponies.

Twilight continued, "Next is Baroness von Richthooven. She is an extremely talented mage, and was once the Element of Generosity, but in her corruption she has become extremely greedy. We will use some of Star Swirl's artifact collection to entice her. These won't be unicorn artifacts however, and are in fact Earth pony relics, powerful anti-magic devices from the ancient conflicts between our tribes. All unicorns are to stay far away from where this goes down, as they will drain the magic of anypony close by once the trap is sprung." Twilight's illusion showed the Baroness eagerly clutching at the artifacts, then collapsing as her strength was drained.

Silver Shock introduced the next villain, "Striking Shadow, a powerful Earth pony warrior. He will be armed with all manner of enchanted weaponry and armor. Star Swirl has special potions which will disenchant Striking Shadow's gear, removing his greatest advantages. Even unarmed, he will be a fierce opponent. Do not engage him in hoof-to-hoof combat unless absolutely necessary. Stay with your task force and overwhelm him with numerical superiority." The illusionary Striking Shadow was shown to charge towards a group of ponies, stop as all his weaponry and armor fell off, then the ponies swarmed onto him.

Twilight continued, "The yak warlock Shamoke is perhaps the greatest threat of them all. He possesses mastery over dark magic, the likes of which we ponies haven't seen for thousands of years. He will be surrounded by an army of clay soldiers, which can take the form of ponies you know. Silver Shock and I had a run in with them before. If their glowing purple eyes don't give them away, look for their fangs. We will need all those with magical talent for this battle." The illusion showed an intense fire fight between Shamoke, his clay soldiers, and a group of unicorns, eventually ending in Shamoke's defeat.

Twilight introduced the final villain, "Monika le Magnifique is a griffon and owner of Château-Silly. Her songs have the power to charm, terrify, conjure illusions, and even injure you. She will be a most wily opponent, be wary of secret passages she may slip into during the fight, and make sure to keep your hearing protection on at all times." Twilight's illusion showed the griffon leading the ponies through a maze of corridors until finally being surrounded.

Twilight held up a pair of shackles, "These are a new and improved model of the binders used to contain evil in Tartarus. They will drain the powers of their victim. Once you get your target subdued, slap these on them and they will be rendered unable to hurt even a fly."

Twilight and Silver stepped down, Star Swirl addressed the crowd. "So, now you know what we are up against. We will split up into five task forces, one for each True Heart. Once yours is defeated, seek out the others to help them, but remember, no unicorns near the Baroness' trap! I see by the look on some of your faces that you are a little worried. Fear not, friends, I have an entire tower full of rare and mystical objects which shall bolster you against the challenges we shall soon be facing!"

Preparations were under way for the assault on Château-Silly. The ponies were split up into teams and loaded up with arcane artifacts. The ponies talked excitedly amongst themselves after their team assignments were handed out.

Rainbow Dash grabbed Fluttershy and twirled her into the air, "Yes! I get to fly with Spitfire and the Wonderbolts on Able team!"

Scootaloo smiled up at them, "I get to be on Able team too!"

Fluttershy smiled, "Oh, goodness. I'm just glad I'm on the easy team."

Rainbow Dash tilted her head, "Uh, Fluttershy, you know they mean Easy as in the name, not the task? You're going to be helping to subdue the griffon singer."

Fluttershy gasped, "Oh, my."

Rarity giggled, "Oh, don't worry, Fluttershy. I am on Easy too, as is Sweetie Belle. We will protect you."

Sweetie Belle grinned up at her big sister, "Yeah, Fluttershy! Maybe I'll get my cutie mark for Fluttershy defending!"

Silver Shock smiled at Sweetie Belle's enthusiasm, "I'm on Easy too. I've helped keep Twilight alive, I think you should be safe, Fluttershy."

A male voice said, "I'm leading Easy team. All you mares will be in very capable hooves."

The ponies looked and saw a familiar pony, Donut Joe, owner of the Canterlot donut shop.

Spike's eyes lit up, "Hello, Joe! You didn't happen to bring some of those donuts I like, did you?"

Donut Joe shook his head, "Nope, sorry. How've you been, Spike?"

Spike looked sad there wasn't any donuts, "Oh, I've been okay, I guess. The Cakes took me in once Twilight disappeared and kept my belly full of sweets."

Rarity smiled at Joe, nodded in approval at the tuxedo he was wearing, and cooed, "Ooh, I told you you would look simply dapper in a tux."

Donut Joe chuckled, "Well..." he glanced towards Twilight, "You're going to re-write history, aren't you, Twilight?"

Twilight nodded, "With any luck, yes. If Star Swirl is correct, none of this will have happened."

Donut Joe smiled, "Excellent. In that case, I think you all owe an apology to Miss Pie, for you see, I am Con Mane." He used his magic to pull a wallet from his packs and flipped it open, revealing an ID card. "Canterlot Intelligence Agency."

The ponies stared slack jawed, Pinkie Pie bounced merrily, "I knew it! You all doubted me but I was right! Who's Forelock Hooves now, Twilight! Or should I say, my lowly assistant?" Pinkie spontaneously produced a pipe and blew bubbles towards Twilight.

Twilight laughed, "Well Pinkie, sorry for doubting you back then. I guess you did know what you're talking about, although Joe, or Con, whatever, didn't sabotage that cake."

Con Mane shook his head, "Indeed I did not. This whole Cadenza thing has been one hay of a fiasco, though. I'm glad you're all alright. The CIA heard rumors of a threat against Canterlot, but we could never isolate the source."

Pinkie Pie bounced circles around Con Mane, "I'm just glad I'm on Baker team! That's the best team because it reminds me of cakes!" Pinkie began to drool.

A voice asked, "Pinkamina Diane Pie?" Pinkie turned to see two ponies walking towards her. "My sisters?!" Pinkie rushed over to hug her siblings. "What are you doing here? Why didn't you say something earlier?!" Pinkie paused, "Wait, how come I didn't even see you before?"

Her sisters glanced at one another, "Well... we was hidin' from ya. We didn't wanna intrude on you and your friends or nothin'. We know you highfalutin city slickers got your own way 'bout goin' round things."

Pinkie Pie shook her head in disbelief, "You're my sisters, you're always welcome in my life! And I'd hardly say a Ponyville pony is a city slicker." Pinkie nudged Applejack, "Isn't that right, AJ?"

Her sisters smiled, "Sorry, Pinkie. You know how us Pies can be."

Pinkie laughed, "As stubborn as a mule, and as crazy as a fox! Ooh, what team are you gals on? Pleasepleasepleasepleasepleasepleaseplease say Baker!"

Her sisters grinned, and said "Baker" simultaneously.

Pinkie Pie leaped into the air, "Hooray! The Pie sisters are on Baker! The Pie sisters are on Baker!" Pinkie began dancing with her siblings.

Applejack laughed at Pinkie's antics, "Well, I'm just glad the whole Apple family got to be on Charlie team."

Apple Bloom grinned, "Yeah, us Apples gotta stick together like, uh, apple pie! Ain't that right, Granny Smith?"

Granny Smith cackled, "Darn tootin'!"

Big Mac nodded, "Yup."

Twilight looked at her friends and smiled, "I just hope we all will be okay. Especially all of us on Dog team. The things I read about that Shamoke fellow... He's bad. Very bad."

Spike laughed, "Us Dogs are gonna rip that yak apart! Woof! Woof!"

Twilight snickered, then was surveying the crowd and grew a little concerned, "Excuse me." She walked over to Star Swirl, "Um, Star Swirl, do you have a moment?"

Star Swirl glanced at her, "Yes?"

Twilight awkwardly rubbed her hoof on the floor, "Uh, far be it from me, but, aren't some of our 'troops' a little...um..."

Star Swirl looked over the crowd of ponies. "I believe I see what you are getting at. Of course you know I myself am far older than any of those here?"

Twilight said, "Well, yes, and I appreciate their enthusiasm, but I'm worried. I mean, Cranky Doodle Donkey, Matilda, Granny Smith? Or the Cutie Mark Crusaders? Even poor little Spike. I don't want to see anypony get injured."

Star Swirl sat back and mused over the situation. "Well, it was.. slim pickings you might say, back in Equestria, I recruited as many able bodied ponies as I could find. All that you see here are some of the strongest-willed ponies in Equestria, able to resist Cadenza's foul magic. Hmm, my time travel abilities may have been blocked, but I suppose my chronal alteration abilities may still work." Star Swirl gathered the elderly and young ponies before him and explained the situation. The Cutie Mark Crusaders simultaneously exclaimed, "Yes!"

Star Swirl's magical spell enveloped the selected ponies and Spike. They began to glow brighter and brighter, growing so intense the others had to shut their eyes and look away. Their blinding radiance suddenly faded and the crowd looked at them in awe. The elderly ponies were maybe 40 years younger, back in their prime. The fillies were around Twilight's age, if not older, and Spike was finally the dragon he had always dreamed of being.

The Cutie Mark Crusaders eagerly checked their flanks, "Aww, you're kidding me!" Scootaloo cried, seeing nothing there, like usual.

"Ooh, my little Spikey-wikey is all grown up." Rarity cooed, as she eyed the adult Spike.

"Any more suggestions, Twilight?" Star Swirl asked.

"Nothing else comes to mind. Thank you for helping them, Star Swirl."

Star Swirl nodded, "It's the least I could do. I guess I am getting old, as I didn't think of that myself. The sooner we get through Château-Silly, the sooner we can get order restored to Equestria, and I can take a much needed vacation. Mmm, I think I'll go to the 12th century this time."

As they finished their preparations, Star Swirl gave the sun stone to Luna and presented their forces with shards of the moon stone. Luna would fly out to Château-Silly and summon the others with the sun stone. Luna and her royal guards set off, and the assembled ponies began talking amongst themselves as they nervously waited for the moon stone shards to activate.

Twilight had been selected for the anti-Shamoke team while Silver Shock had been put in the Monika group. "Well, Twilight. If I don't make it.." Silver started to say.

Twilight interrupted, "Don't say that, you'll be fine, we all will be."

Silver smiled, "Well, I just wanted to say, this past week of traveling with you has been the most exciting times of my life, and I am proud to consider you my friend."

Twilight hugged the other unicorn, "You're a good friend, Silver. Perhaps we shall meet some day in happier times once we fix the world. Where hopefully I won't have haunted you in your dreams beforehand." The two unicorns laughed.

Twilight looked around the room and saw so many happy ponies. The Apple family was enthused by Granny Smith, who was no longer the somewhat senile old mare she normally was, and little Apple Bloom was all grown up. Rarity and Sweetie Belle were being entertained by Spike, who was proudly displaying his new physical strength by lifting the bench they were sitting on. Cranky and Matilda were waltzing like they did back in the day at the Grand Galloping Gala as Pinkie and her sisters sang some crazy song for them.

Twilight suddenly had an epiphany and raced out into the tower. She returned with a magical device that replicated a modern camera. "We may not be able to remember what happened once I fix things, but maybe I can bring back some permanent memories," Twilight said, as she began taking pictures of the happy throng.

A short while later, they all found themselves magically transported to the château.

The Battle for Chateâu-Silly had begun.

Luna and her royal guards were already engaging clay soldiers outside the chateâu gates. The ponies said farewells to one another and quickly separated into their strike forces.

Able team headed out, their objective was to taunt and subdue Colonel Stormwing. Stormwing was coordinating the chateâu's defense from atop the ramparts. Spitfire, who was the captain of the Wonderbolts, was leading the team, and Scootaloo and Rainbow Dash were amongst this team's members, along with a dozen other pegasi from all over Equestria, including a handful of Wonderbolts.

Rainbow Dash, known for being a prankster, had been selected to be the bait. She flew towards the enemy and began taunting him in the ways she knew best. She flew past him, making faces at him, "Hey Stormwing, you're so old, I bet you can barely get a foot off the ground! Did that griffon have to carry you out here?"

Stormwing sighed and ignored her insults, dispatching some clay soldiers to take her down.

Rainbow easily out flew and destroyed the soldiers, then resumed taunting Stormwing. "Sending magical creatures to do your dirty work? That sounds like something a feeble old unicorn would do, not somepony that is supposed to be one of the most feared pegasi in history!"

Stormwing glared at her and sent more clay soldiers skyward, which Rainbow dispatched with ease.

"Come out and fight me like a real pony! Or are you just chicken?" As Rainbow began making chicken noises, Stormwing had finally had enough. "Silence, cur! I shall cut that offending tongue from thy mouth!"

Stormwing took to the air and abandoned his post, fuming over the insolent pegasus. He was astonished at how fast Rainbow Dash could fly. He grit his teeth and flapped his wings harder. He began to catch up to Rainbow Dash as she weaved in between the clouds, leading him towards the ambush point. "I have thee now!" Stormwing snarled as he snapped at Rainbow's tail.

Rainbow laughed, "I don't think so!" She rocketed forwards, accelerating to the magical speed that triggered the legendary sonic rainboom. The explosion of energy stunned Colonel Stormwing and he fell towards a cloud waiting below.

Stormwing staggered to his feet and bellowed in frustration as the ambushing pegasi lept through the cloud and surrounded him. Scootaloo grinned maliciously, "Maybe I'll get a cutie mark for helping to beat this guy!"

Stormwing wasn't going to go down that easily, and began pummeling the gathered pegasi with his hooves and wings. Their magical adornments deflected his blows and he became further enraged. "Thou have made a grave mistake, challenging me!" Stormwing snarled, as he pulled a vial out from under his breastplate and quaffed it.

Stormwing let loose a terrifying scream as his potion took effect. The pegasi backed off, alarmed. Scales sprouted on Stormwing's body and he began to grow in size, his armor snapping off under the pressure. His feathers fell off and were replaced with the scaly wings of a dragon. His hooves formed into claws and he began to laugh as his transformation was completed.

Stormwing swept his tail across the cloud, smashing into the stunned pegasi and sent them catapulting into the sky. Most of the pegasi were knocked out by the blow and began plummeting towards the ground. Rainbow Dash, who had been flying at her super sonic speed still, flew into action, pushing a cloud to catch her comrades on. Their safety ensured, Rainbow regrouped with the remaining members of Able.

There weren't many left: Scootaloo, Spitfire, two Wonderbolts, and Rainbow Dash. Spitfire began to give orders to her team,"Alright, Able. The Wonderbolts have dealt with rampaging dragons before, we..." The words died on her tongue as a jet of fire sent them scattering.

Stormwing flew after the ponies, belching flames. Spitfire yelled, "Attack pattern delta! Go!" and the Wonderbolts flew in to engage the dragon.

Scootaloo frowned and looked at Rainbow, "I don't know what that means!"

Rainbow grinned, "Just follow me, kid. I may not be a Wonderbolt yet, but I know their moves by heart!"

The pegasi used their superior agility to out maneuver the dragon. Around and around they went, strafing him and tearing at his wings and scales. Stormwing was growing more and more frustrated as his attacks missed his tormentors. Eventually more of the pegasi recovered and joined the fight, enraging Stormwing even more.

As Scootaloo was preparing to make another attack run, she glanced down at the magical amulet Star Swirl had given her and rubbed it with her hoof. She panicked as her leg disappeared, then noticed the rest of herself wasn't visible either. Scootaloo laughed, "Invisibility. I like it!"

As the fight continued, Stormwing had had enough, "Thou foals. I have played thine game long enough. Now I must get back to a real battle."

Scootaloo had been biding her time, waiting for the right moment. Finally, the opportunity came for her and she flew as fast as she could towards the dragon. She delivered a bone-snapping kick to his head and Stormwing was knocked out. His transformation faded, and the pegasi caught the falling pegasus villain. Setting him down on a cloud, Spitfire snapped the arcane shackles onto him that Star Swirl had provided. Spitfire smiled at her team, "Good work colts and mares, and especially you, Scootaloo. Let's go see how the other teams are faring!"

Rainbow Dash gave Scootaloo a high-hoof and flew off, Scootaloo eagerly looked at her flank: nothing. "Darn it, knocking out a dragon would have been an awesome cutie mark," Scootaloo sighed as she followed her teammates towards the sounds of distant battle.

Baker team strode forth, battling their way through the clay soldiers. This team included Pinkie Pie and her sisters, Cranky Doodle Donkey and Matilda, and several Earth ponies.

Pinkie Pie broke out into song as she kicked her way through the clay soldiers. "Oh, out in Marezona where the bad colts are, and the only friend to guide you is an evening star! The roughest, toughest, pony by far is Ragtime Cowpony Joe! Got his name from singing to the cows and sheep, every night they say he sings the herd to sleep in a basso rich and deep, crooning soft and low!"

Her sisters joined in on Pinkie's song and the Pie siblings were a whirlwind of destruction, shattering clay soldiers left and right while belting out the song about a singing cowpony.

Baroness von Richthooven, who was observing the battle and tossing down spells from a veranda, watched with curiosity as Baker team approached. The Baker members were all wearing fancy clothing fitting the era that the True Hearts had lived in, and were carrying a large chest between them. The Baroness was intrigued by this display and allowed them to approach.

Pinkie Pie shouted, "Oh, fair Baroness! We, thine loyal subjects, have brought to thee an offering! We have waited oh so very long for your return!" They opened the chest, revealing gems and other trinkets that a unicorn, especially the Baroness, would find irresistible.

"My subjects? Really? And thou hath presents for me?" The Baroness rubbed her hooves together in glee and teleported down next to the chest.

"Ooh, look at these gems! Ooh, and this crown! If I had known thou hath such wonders saved for me, I would have escaped sooner!" The Baroness gleefully rummaged through the chest with her magic, marveling at each object. Suddenly she gasped and clutched at her horn and fell backwards. "What hath thou done to me! Traitors!"

Pinkie Pie cocked her head, "Traders? What do you want to trade?"

The Baroness scowled, "Foal! I mean, why hath thou betrayed me?"

Pinkie Pie smiled and bounced around the stricken Baroness, "Aww, I thought you wanted to trade with me!" Pinkie pulled her clothes off, "I'll trade you these for that cloak you have!"

The Baroness looked at Pinkie with confusion, "What? No! Put thine clothes back on! I meant, why hath thou done this to me? Thou sayeth thou are my subjects, didst thou not?"

Pinkie rolled her eyes, "Oh! Yeah, it's because you're evil, and we're proud subjects of Princess Celestia and Princess Luna, not Baroness von Asks-a-pony-to-trade-then-doesn't-want-to. Ooh, speaking of which, have you ever had traitor taters? It's a potato with a tomato inside! I call it a traitor tater. Awesome name, right? Have you ever had one?"

The Baroness stared wide-eyed at Pinkie, "N-no..."

Pinkie Pie grinned, "Well, no wonder! I just made it up myself. Ooh, perhaps I should call it a Tomatato! Which do you think sounds better? Traitor tater, or tomatato? What if I combined them? Traitomatater? Which sounds better?"

The Baroness just stared in confusion at Pinkie. Pinkie Pie smiled and slapped the arcane shackles on the Baroness. "Next!"

Charlie team headed for the main entrance to the château. The Apple family led the team, which was comprised of several other ponies of all three tribes. Each pony in this group was heavily armored, and each had one of the magical disenchantment potions Star Swirl had prepared.

All around the area lay wounded lunar royal guards and destroyed clay soldiers. Standing by the doors they barely saw Striking Shadow himself lurking in the shadows, a jet black stallion with pure black mane and tail. Even his armor had been dyed black to further help him blend into the gloom.

Striking Shadow saw them approaching and roared, "I'm Striking Shadow, who dares to fight with me?"

Charlie team had decided that Applejack was their best choice to go up against Striking Shadow. Applejack stepped forward, "I'm Applejack of the Ponyville Apple family, and I'm going to kick your teeth in, you big meanie!"

Striking Shadow laughed, "How quaint. Don't worry Applejack, the world shall remember thy name, if only as a footnote in the list of my conquests."

Applejack and Striking Shadow charged at one another. As they were about to clash, Applejack spun around and thrust out her rear legs, the powerful blow knocked the wind out of Striking Shadow and he dropped to his knees. Applejack yelled, "Now!" and jumped away as the rest of the ponies threw their potions at Striking Shadow.

"What foalishness is this?" Striking Shadow asked as he recovered and rose to his feet then snorted, preparing to charge into the crowd of ponies. As he did so, he felt a peculiar sensation and looked back to see his armor melting. Undaunted, he charged into the ponies and a fierce melee broke out.

The ponies were heavily armored and had some magical protection, but even that wasn't enough to quell Striking Shadow, who began wearing out his opponents with repeated blows. Pinkie Pie and the others from Baker team arrived and entered the fray, although most were quickly taken out since the nature of their role had meant they couldn't use magical items, leaving them to bear the full brunt of Striking Shadow's attacks.

The Apple family put up a tremendous defense, rallying together and delivering a rain of blows upon Striking Shadow whenever he neared. Apple Bloom sensed the battle was going nowhere and had an idea, "Pinkie Pie! Take this!" she yelled, tossing an orb Star Swirl had gave her towards Pinkie.

In typical Pinkie fashion, she caught it with her mouth and swallowed it. Apple Bloom sighed, "You were supposed ta hit him with it..."

Pinkie, however, was excited, even more than usual. "My Pinkie sense! It's going insane!" she happily said. For Pinkie, it was as if everything else had slowed down and she was moving incredibly fast. She bounced over to Striking Shadow and began slapping him with her hooves while easily dodging his every attack.

Able team came in at the tail end of the fight and Striking Shadow began to get overwhelmed. Since Stormwing and von Richthooven were downed, no clay soldier reinforcements were being directed to his front. Although, it would not have mattered much, as the empowered Pinkie was proving to be invincible against his attacks and was able to occupy him by herself, leaving the rest of Able, Baker, and Charlie to sweep up any reinforcements, had they been able to come.

After several minutes of this, Striking Shadow laid down and cried out, "I yield! I yield! Just taketh that pink one away from me!" Applejack laughed and slapped the arcane shackles on him.

As Easy team tunneled their way into the château, the tunnel began to shake. "What was that?" Sweetie Belle asked in concern.

"Don't worry," said Rarity, "I think it was just a sonic rainboom. How are we coming, Silver Shock?"

Silver Shock had been using her weather manipulation magic to bore through the château's cloud foundation. "Almost there."

Con Mane nodded, "Better get our ear plugs in, girls."

As Silver Shock finished the tunnel, they found themselves inside an aviary. Con Mane brought up his wrist wizard and looked at a 3D representation of the château. He held it up so the rest of Easy could see it, then motioned for them to follow.

Fluttershy flew around the aviary, looking at all the beautiful birds. "Oh, my. It's so lovely." she thought. The birds gathered around her and appeared to be singing. "Oh, I know Twilight said not to but she said not to listen to the griffon, not innocent little birdies." Fluttershy pulled out her ear plugs to listen to the brids and immediately felt ill. In her mind she heard a strange voice. "Good, good. Thou art under my command. Remove thy friend's hearing protection as well and I will let thou play with my birds."

Fluttershy nodded, "Yes, Mistress Monika."

Fluttershy fell in line behind the rest of her team as they cautiously explored the château. Con Mane held up his hoof and used his magic to disable a tripwire. He pointed his hoof at his eye then moved it around to try and tell his team to make sure to look for traps.

As they proceeded, Sweetie Belle stumbled and fell into Rarity. As Rarity turned to help her sister, her eyes went wide as she saw a swarm of clay soldiers was pursuing them. Rarity used her magic to pull Con Mane's tail, and he grinned as he saw the approaching force.

Con Mane motioned for Easy to get behind him, then pointed his wrist wizard towards the clay soldiers. He used his magic to push a button on the device, and a laser beam shot forth. After sweeping his leg back and forth across the hallway a few times, the clay soldiers were nothing more than piles of dust. Con Mane winked at Rarity and the party continued exploring the château.

Inside a grand ballroom they found Monika, playing a piano. The griffon smiled, and leaped through a trap door in the stage. The ponies chased after her and quickly found themselves being led on a wild goose chase through a labyrinthine section of the château.

Quickly growing fed up with the griffon's antics, Silver Shock began using her powers to cut holes through the walls as Con Mane blasted his own with his arsenal of gadgets. As they were advancing, the griffon and Fluttershy would pop out of a wall or the ceiling and snatch at the pony's ear plugs. The defenseless pony would then become enthralled by the griffon's song.

Silver Shock had nearly forgotten the horn ring she had taken from Star Swirl's tower, it felt like it had been months ago. As their numbers were dwindling, something reminded her of it and she pulled it from her dress' pocket. She was about to slip it onto her horn, when she turned and looked quizzically at Sweetie Belle. Her gut was telling her to put it on Sweetie Belle, so she did. "What this for?" Sweetie Belle mouthed. Silver Shock shrugged and mouthed, "Hunch."

The remaining team members found themselves on stage in a grand theater. They had been led right into a trap. Clay soldiers and their charmed teammates surrounded them and the griffon clapped her hands together. Fluttershy and another pegasus swooped in and grabbed the ear plugs of the last four, which included Con Mane, Rarity, and Sweetie Belle. "Bravo, excellent performance," Monika said. "Now wouldst thou care to hear a song?"

Con Mane scowled at Monika, "Do you expect us to applaud?"

Monika laughed, "No, Mr. Mane. I expect thou to be enslaved." She giggled, "I suppose I can forcest thou to clap after thou art under my control."

Monika sensed the danger Con Mane represented, "Oh, Fluttershy? Be a dear and get that mean unicorn's magical wrist thingy. It looks fun."

As Con Mane was disarmed, Rarity looked at Sweetie Belle, and tilted her head, admiring the horn ring. "Sweetie, I think you should sing something."

Sweetie Belle looked scared, "What? Why?"

Rarity hugged her little sister, "Please, if I'm going to become somepony's thrall, I'd like to listen to my sister sing one last song."

Sweetie smiled, "Well, okay, for you."

Sweetie Belle sighed and lowered her head, then began belting out a song.

"Lately I've been off my nut, I keep hearing nothing but: "Yes, we have no bananas." And I'd like to find the guy who composed that lullaby, "Yes! We Have No Bananas." I wish that I could go to a cabaret or show where someone wouldn't come along and sing that dog gone song!

I've got the Yes! We Have No Banana blues! I got the blues! And when I hear it, oh, how I fear it! It's just like hearing bad news! It hasn't got a bit of sense, and I go wild when they commence: "Bananas! Bananas!" I wish I could break up a million pianas! Day by day, and week by week, it's: "Yes! We have no bananas!" Every time that Greek meets Greek, it's: "Yes, we have a no banana, no banana!"

B-A-N-A-N-A! Yes! No! Take them away! I've got the Yes! We Have No Banana blues, today!

Apricots and apples are good to eat. Tomatoes and potatoes can't be beat. Onions, cabashes, peaches and plums, I could go for any kind of fruit that comes. Yesterday somepony kept asking me, "Say, what's a vegetable, starts with 'P'?" I gave it up and I asked him to tell, when he said "Pananas" I just had to yell: 'I've got the Yes! We Have No Banana Blues, today!'"

As Sweetie Belle sang, the horn ring blazed with arcane power. Sweetie's magically imbued singing shattered the clay soldiers and broke the charm on the other ponies. As she ended her song, she saw everypony staring at her and awkwardly asked, "How was that, Rarity?"

Rarity rubbed her horn against Sweetie's, "It was just lovely, Sweetie Belle."

As the sisters hugged, the griffon watched on and the icy mass that was her heart melted a little. She blinked her eyes and rubbed at them. "Tears? It's been so long since I have cried..." The griffon landed on the stage and presented her arms. "Quickly, bind me whilst thou can, the evil will soon overtake me again I fear. Thine performance was spectacular, young one. Cherish that bond thee have, it may save thine lives again in the future."

Con Mane clamped the shackles on the griffon and chuckled as Sweetie Belle looked for her cutie mark. Rarity smiled at her, "Maybe next time, Sweetie."

"Shamoke had better have quite a few tricks up his sleeves with the firepower we're packing," Twilight said, as Dog team made it's way through the château grounds in search of the yak warlock. The Dog strike force consisted of Luna, Star Swirl, Twilight, Spike, and around a dozen magically talented unicorns, including, to Twilight's annoyance, Trixie, a unicorn she had a run in with in her early days in Ponyville.

The unicorns battled their way through hundreds of clay soldiers, finally arriving at an amphitheater out back of the château. The warlock was lying in wait and his horns began to glow as the unicorns entered his trap. A magical cage formed around the unicorns.

Star Swirl scoffed, "A parlor trick, nothing more."

The yak shrugged and smiled, then bellowed, "Soldiers, to me!"

The shattered remains of Shamoke's clay soldiers began to arrive from all around the château. The glow from Shamoke's horns intensified, and each piece of clay began to form into its own soldier. Soon, there were thousands of clay soldiers gathered around the unicorns' cage, and their numbers kept growing. Star Swirl frowned, "Well, this may be problematic."

As the magical cage collapsed, the band of unicorns began fighting for their lives against the oncoming horde. Magical effects were flying all over the place. Energy bolts, waves of force, fireballs, ice shards, lightning bolts, cones of color, tornadoes... Magical animations rampaged against the clay soldiers as well. Shamoke sat back in his chair and watched the chaos unfold with glee.

The unicorns fought valiantly, but for every enemy they dispatched, more rose in their place. Luna took to the air and yelled, "Fall back!" A giant, taloned hand made of magical energy appeared and grasped her, pulling her towards Shamoke.

Star Swirl swore, "Damn it! Retreat! Cut a path back to the château! We'll regroup with the other teams and try again!"

Shamoke watched Luna struggle against his magical grip and laughed. "I've always wanted a pet alicorn. I've heard thine horn can be ground up to make quite a potent concoction."

The unicorns plowed their way through the horde of clay soldiers and barricaded themselves inside the château. Star Swirl rubbed his cheek where he had been struck by a soldier's hoof on the way out, "We lost Luna.... Anypony else?"

Spike looked around the room, then cried out, "Twilight! Twilight's not here!"

Star Swirl frowned, "We lost Trixie too. Damn. Spike, go find the other teams and bring them here if they were successful. Quickly now, but don't do anything foolish. I don't want to lose you, too." Spike gave the old unicorn a salute and hurried off to find the others.

Twilight breathed a sigh of relief as the horde of clay soldiers seemed to be focused on the château's doors and weren't searching for her. A voice whispered, "What do we do now?" and Twilight nearly jumped out of her skin.

Twilight looked behind her and saw Trixie. "Trixie? What are you doing here?" Twilight asked.

Trixie grinned, "Well, I saw you teleport away from the group, and I wasn't going to let you hog all the glory again. I really should thank you, when your little hoodlums in Ponyville ruined my show and destroyed my home, the only thing I had left was my magic, and you had shown me that I had room to improve in that regard. I trained myself harder than I ever had before, now I truly am Great and Powerful."

Twilight smiled, "I learned a lot from you on that day too," then thought to herself, "A lot about how not to behave.."

Trixie grinned, "Well, how do you propose we save Luna? The Great and Powerful Trixie believes we should distract him while the other flanks around and frees Luna. Since I am the performer here, the Great and Powerful Trixie shall give that dumb yak the show of his life."

Twilight nodded, "Thank you, Trixie. Be careful."

Trixie winked at her, "I fought the dreaded Ursa Minor, this two-bit warlock shall be no match for the Great and Powerful Trixie!" Twilight shook her head and chuckled, then began sneaking towards Luna.

Trixie appeared in a cloud of smoke in the center of the amphitheater. "Lord Shamoke, the Great and Powerful Trixie demands an audience!"

Shamoke laughed, "Thou art brave, little unicorn. Proceed."

Trixie began putting on her greatest performance ever, life-like illusions of deeds that the Great and Powerful Trixie allegedly accomplished. Shamoke seemed to enjoy the show and his attention was focused on Trixie's tricks.

Twilight sneaked over to Luna and jabbed the magical grasp with her horn, dispelling it. Luna smiled at her, "Twilight Sparkle, thou hast helped us once more." Luna turned to look at Shamoke when something caught her eye. "Twilight, what is that thou art wearing 'round thy neck?"

Twilight glanced down, she had forgotten about the amulet she grabbed after fighting the false Nightmare Moon. Thinking of Nightmare Moon made her laugh. "Oh, Princess Luna, the story I have to tell you once this over... but this thing? I grabbed it in Star Swirl's tower before we fought the donkey. I haven't noticed it do anything yet."

Luna asked, "May I?"

Twilight nodded, and Luna grabbed the amulet with her magic. "Hmm, yes. I recognize this."

Shamoke sniffed the air then snorted in anger. He could smell the scent of burned magic on the air and knew his spell binding Luna had been dispelled. Enraged, he sent a blast of infernal magic towards Trixie, who immediately crumpled to the ground as the magic washed over her. He stood on his hind legs and turned towards Luna and Twilight. He sneered at them then raised his hoof towards Luna.

The yak laughed, "I'm afraid the alicorn won't be helping in thine fight, Twilight Sparkle."

Luna gasped and her hoof automatically reached for her throat. Luna began to gag as her throat constricted in Shamoke's magical grasp. Twilight stared in horror as Luna's face was hideously contorted as she fought for a breath of air, then her eyes rolled back in her head and she dropped into a heap on the ground.

Twilight began to back away as the yak approached her, "St-stay back! I have powers... powers to destroy you!" Twilight cast her forcefield spell.

Shamoke laughed, "Thou might have the potential, but in thine current state, thou art nary a threat."

Twilight screamed as the yak waved his hoof and dispelled her forcefield, then picked her up in his magical grip and pulled her over to him. The yak licked her horn, "Mmm. Yes. So much potential here." Shamoke smacked his lips as he savored the immensely powerful essence of magic he could taste on Twilight.

Twilight kicked at the yak and he moved her back from him then sent a current of energy through her body until she hung limp in the air. "I am going to makest thou an offer thou shalt not refuse," Shamoke said as he lifted her head towards him. "Join me as my apprentice, and we shall rule the world."

The yak pulled a tome out of his satchel and held it up for her to see, "Take this, 'tis my spellbook. Join me, Twilight Sparkle! We have much more in common than thou thinketh."

Twilight feebly shook her head, "I am not like you. You're evil. Why would I do that?"

Shamoke laughed, "Because, Twilight, thou art evil. Maybe not right at this moment, but I can sense it within thee. There is a darkness there, yearning to be free. I can taste it upon thy magic. Just allow me to strip away the rest of thine ponyanity, and thou can be more powerful than thou could ever imagine. The things thou couldst do, Twilight. Dost thou even knowest of thine true potential?"

Twilight defiantly stared into Shamoke's eyes, "Even if what you are saying is true, I wouldn't want that. I'm a good pony, not some evil tyrant like you, Shamoke. I don't want to rule the world, I want to save it. And any minute now, all my friends and Star Swirl the Bearded will be coming out to vanquish you."

The yak looked puzzled, "Thou rejectest my offer? So be it, Twilight Sparkle."

Twilight struggled against the magical grip as Shamoke approached her, "I would have given thee the world, Twilight Sparkle. Thou foal." Shamoke pulled a double-edged sword from his scabbard. The sword's blade was etched with characters of the yak alphabet and the hilt has been made from a unicorn's horn. "This is the Ma Bai jian, if thou willst not share thine powers with me, I shall take them."

As the yak prepared to stab Twilight, his sword magically transformed into a serpent and slithered away. Shamoke roared, "Who dares?" He turned his head and Trixie lifting herself off the ground.

Trixie staggered to her feet and laughed, "The Great and Powerful Trixie prevails."

The yak snorted in amusement, "Thou amusest me, unicorn. I was going to letest thou live, but thou hath become a nuisance." The yak pointed a hoof towards her and she fell to her knees, clutching at her throat.

As the yak's attention shifted to Trixie, Twilight felt his grip on her begin to waver. She felt a spark of hope and closed her eyes, focusing on her magic. Twilight began to glow with a bright light, a magical aura enveloped her and she felt Shamoke's grip disappear. The yak turned around with fear in his eyes and dropped Trixie to the ground as he staggered back away from Twilight.

Lightning-like tendrils of energy lanced towards Shamoke and his blood began to boil as Twilight's magic coursed through his body. Shamoke screamed curses in his native tongue as he felt his strength waning. He reached into his satchel and pulled out a scroll, but Twilight's magic lanced out towards it, disintegrating it in a puff of smoke. The yak's eyes went wide as he gasped and fell backwards down the stone steps of the amphitheater, landing in a crumpled heap at the bottom.

Twilight hovered over to Luna and put her hoofs on her chest. Magical energy flooded into Luna's body and she found herself rejuvenated. She sat up, rubbing at her throat and stared in wonder at Twilight. Luna whispered in amazement, "Now I know why Celestia is interested in thee...."

Luna looked around for Shamoke, "Didst thou defeat Shamoke?" Twilight nodded and smiled. Luna looked around and found the amulet Twilight had been wearing. "Put this on him."

Twilight grabbed the amulet with her super-charged magic and forced it around the yak's neck. He weakly opened his eyes and stared up at Twilight. As his horns began to glow as he started to cast a spell, a vortex opened from the amulet's gem. The yak screamed as he was pulled inside the vortex and disappeared. His clay soldiers, which had been battering at the doors into the château, immediately disintegrated into dust as their master left the plane.

Twilight floated, staring with curiosity at her glowing body. She had felt like this only once before, when she was a filly and about to flunk her entrance exam to Celestia's School for Gifted Unicorns. The power was intoxicating. Her aura suddenly vanished and she gently landed on the ground. Luna was standing behind her and she put her hoof on Twilight's shoulder, "Twilight Sparkle, thou art amazing."

Luna and Twilight rushed to tend to Trixie as the besieged unicorns and the rest of their forces spilled out into the amphitheater. Pinkie Pie pouted, "Aw, it's over already?"

Star Swirl laughed, "I knew there was much more to you than meets the eye, Twilight. Now, hand me the key and we shall get your Cadenza situation righted as well!"

Star Swirl frowned, "The key Shamoke was carrying with him that unlocks his magical vault."

Twilight looked to Luna, who shook her head. Star Swirl sighed. "Please tell me Trixie has it?" Trixie was still out cold, but Star Swirl knew the answer was no.

Star Swirl stroked his beard, "It's not going to be pretty, but we will need to free Shamoke from the amulet. He will not be very happy, mind you. Prepare yourselves." The ponies got ready to fight the warlock and when they were all set, Star Swirl drew his blade and stabbed it into the amulet. A powerful magical explosion shook the château as the amulet's magic was destroyed.

Shamoke appeared and began to grow in size, becoming a thirty-foot tall giant. He was as surprised as all the ponies, and looked down upon them with glee. "So much power!" he exclaimed. Shamoke used his magic to rip off huge chunks of the château and began hurling them at the panicking ponies.

Luna flew next to Star Swirl as he dodged the falling debris, "Star Swirl, what happened?"

For the first time since Twilight had encountered him, Star Swirl looked fearful, "That amulet, it was an ancient relic from the unicorn civil wars. In order to enforce the peace, everypony had to wear one, and those that used dark magic would be sucked inside. When I detonated the amulet, he appears to have absorbed all of its stored up magical power," Star Swirl pulled the remains of his sword from its scabbard, "and took the powers of my favorite sword, as well."

Twilight galloped up next to them, "What do we do?"

Twilight did not expect the words that came out of Star Swirl's mouth, "I do not know." Star Swirl looked back at the giant yak, "Can you use your power to defeat him again?"

Twilight shook her head, "I... I don't think I can. That's only ever happened to me twice now. I can't control it."

Chunks of the building, pillars from the amphitheater, and a slew of dark spells were taking their toll on the ponies, inflicting heavy casualties. The surviving ponies fled into the halls of the château and regrouped on the other side of the building. The giant yak gleefully smashed his way through the building in pursuit.

The ponies were struggling to catch their breath and tried to come up with a plan before the giant yak reached them. Things were not looking good. As the ponies frantically discussed their options, Apple Bloom suddenly spoke up. "I'm takin' control of this here situation. Everypony, show us what artifacts y'all got left, Star Swirl, Princess Luna, or anypony, tell us what the hay they do."

The ponies spread out their surviving artifacts on the ground. As the items were identified, Apple Bloom began to laugh. "What's so funny?" Scootaloo asked.

"Don't y'all see it?" Apple Bloom questioned. No pony spoke up. "I'm the only one? For real? Shucks, I thought y'all unicorns were the clever ones, not us simple Earth ponies."

Applejack rolled her eyes, "Apple Bloom..."

Apple Bloom snickered, "Fine, fine. It's easy. See these here seeds? Us Earth ponies will plant 'em and use our pony powers to make 'em grow real fast like." Apple Bloom looked towards Scootaloo, "Do you think you pegasi can fly circles 'round a yak?"

Scootaloo giggled, "We can fly circles around everything, especially some big dumb yak." The other pegasi laughed.

Apple Bloom nodded, "Good. Now you unicorns, y'all think you can lift up some vines with your magic and help keep it wrapped around the yak?"

Sweetie Belle said, "Of course! Why, even a foal could do something that simple!"

Apple Bloom grinned, "And Pinkie Pie, you think you can use that there Pinkie Sense of yours to keep us safe?"

Pinkie bounced excitedly, "Can do!"

Apple Bloom saw the group of ponies were smiling and had figured out her very simple, yet possibly highly effective idea. "Alright then, folks. Let's go lasso us a yak'!"

Shamoke charged forwards through the building, immensely enjoying the destruction he was causing. He had never felt so alive, so much magical power coursed through his veins. He hoped that the ponies had set up a good final stand, he really wanted to enjoy crushing them beneath his giant hooves. As he smashed his way into the courtyard, he was a little saddened. He saw just a semi-circle of Earth ponies waiting for him. He thought to himself, "Hmm, I thought there were more alive than this? Perhaps they perished in the château. No matter, these will have to do, and they appear to be ready to die."

As the giant yak stepped towards the Earth ponies, Granny Smith yelled, "Now!" and they simultaneously activated their tribal powers, quickly growing immense plants that would have taken months to naturally grow.

The yak laughed, "Growing thy last meal?" As he prepared to stomp on the ponies, he felt an immense pain in his gut and heard a tremendous boom. Rainbow Dash had led the pegasi assault by detonating a sonic rainboom on the yak's belly. The yak swatted at the pegasi, but like Stormwing and many others before him, his immense size was a huge disadvantage against the swift and agile pegasi.

As the yak staggered around, attempting to fight the pegasi, the unicorns sprung into action. They guided the Earth ponies' plants around the yak's legs, using their magic to strengthen it as well. As more vines were tightened around him, Shamoke fell backwards onto the château. The ponies cheered.

Luna put her hoof on Apple Bloom's shoulder, "Well done, young Apple Bloom." Apple Bloom grinned then looked at her flank. Nothing. Sweetie Belle and Scootaloo comforted her, "Don't worry, we didn't get ours either."

Star Swirl climbed up onto the giant yak and rummaged through Shamoke's satchel. He plucked the key out then pulled out the last pair of arcane shackles, which expanded in size to fit the giant yak's wrists. Thus ended the Battle of Château-Silly.

Star Swirl hopped back down and grinned, "Now we can finally get things back to normal around here!" As Star Swirl distributed the moon stone shards and the ponies were preparing to leave, Twilight remembered her magical camera and took more photos, including one with everypony posing in front of the giant yak. As Twilight was near the yak, she felt a strange sensation within. Almost as if in a trance, she teleported up and found herself grabbing the spellbook from his satchel. As she tucked it into her saddle bags, she nervously glanced around, nopony seemed to have noticed

Part of Twilight felt sad that she would be losing these memories. They were not the best memories she had had by a long shot, but it had been an adventure of a lifetime. The more Twilight thought about it, the more she realized it was something else too. Soon she would be traveling back in time to go fight her brother's fiancée, and as much as she desired to do so, she was worried that she might forever lose her brother in the process.

After the victorious ponies returned to Star Swirl's tower, Pinkie Pie and Applejack helped cook up an incredible feast. They all met in the dining hall again, exchanging stories of their feats of heroism at Château-Silly while enjoying the variety of baked goods Pinkie and AJ had whipped up.

Rarity beamed at her sister, "Oh, Scootaloo and Apple Bloom, I wish you could have been there. It was simply wonderful."

Scootaloo smirked and looked at Rainbow Dash, "I wish you all could have watched us fight that dragon! I kicked him right in the face and he was out like a light, didn't I Rainbow Dash?"

Rainbow smiled at Scootaloo, "You sure did, kid. I was impressed, you kept up with the Wonderbolts. Maybe that'll be your talent."

Scootaloo giggled, "Wouldn't it be awesome if I got into the Wonderbolts before you!"

Rainbow laughed, "Hey now! Oh, Fluttershy, what's wrong? You've been quiet ever since we got back. Quiet even for you."

Fluttershy looked away, Rarity chimed in, "Fluttershy accidentally got enthralled by the griffon and was used against us. She feels just awful about it, even though we've told her it wasn't really her fault."

Pinkie Pie leapt over the table and landed behind Fluttershy and picked her up, "Fluttershy if you wanted to hear somepony sing, you should have seen me!" Pinkie began re-enacting her battle against the clay soldiers, whirling Fluttershy around the room.

Applejack laughed at the look of terror on Fluttershy's face, "Can y'all believe my lil' sister helped take out that giant yak? I'm so goldarned proud of her, always knew she was one smart cookie." Apple Bloom giggled and nuzzled against her sister.

Twilight looked down at her uneaten cake. She was preoccupied by thoughts of Shining Armor and Cadence, and what she was going to do when she went back to stop her. She forced her attention back to her friends, Pinkie Pie was now demonstrating what happened in her battle against Striking Shadow, performing a variety of facial expressions to the terrified Fluttershy, which Pinkie still held in her grasp.

Rarity sighed, "What you girls really missed was Con Mane. He was simply breathtaking." Sweetie Belle and Silver Shock nodded and also sighed, looking across the dining hall at Con Mane.

Twilight smiled, "Well it sounds like you ponies all had some good times with the bad. I wish things had been easier for Dog team. I mean, I think we only won because of a freak occurrence, although I guess all of us combined could have beat him since we took out his super-powered form together. Oh, Rarity. You should have seen Spike, he was a wrecking machine, tearing through those clay soldiers like they were paper."

Spike flexed his muscles, "Oh, yeah. Those clay guys didn't know what hit them."

Twilight sat back and absentmindedly ate her piece of cake as her friends continued discussing the battle. Star Swirl appeared behind her and put his hoof on her shoulder, "It is time, Twilight. Let us get you prepared for the coming conflict with Cadenza."

Star Swirl let Twilight say goodbye to her friends then teleported her to the top room of his tower, the observatory. He led her over to a pool of water. "Before we get started, Twilight, I want to show you just what it is you are fighting for."

Star Swirl leaned down and stuck his horn into the waters. An image began to form in the liquid. "This is Equestria right now." The image showed strange creatures whipping ponies in the streets of Canterlot. In Canterlot Castle, the rooms were full of ponies staring lovingly into each others eyes. The image continued, showing scenes of ponies in despair all across Equestria.

"As you know, Cadenza is a master of love magic. In fact, she is able to feed off of love itself, which is why she became so powerful. Your brother truly loves Cadence, by the way, which is why she grew so strong in the first place. After Celestia and the others rescued your brother, she began corralling ponies and moved them to Canterlot. There, she forced them to drink a powerful love poison, which you may remember from Hearts and Hooves day. The ponies are unable to do anything but stare lovingly into each others eyes, giving Cadenza a massive power source."

Star Swirl stuck his horn in the water again, the image transformed into a scene Twilight had seen before, Ponyville when Discord had struck. As the image showed the chaos-infected landscape, Star Swirl continued, "Cadenza eventually falls after overloading on power. In her wake, all love is no more. With no love, the ponies begin to fight again. Their conflict eventually reawakens Discord, and he swiftly takes over the land.

Star Swirl leaned down once more, the images changed to a scene of apocalyptic nightmare. Everything was destroyed and in ruin. "And this is what comes after the third reign of Discord. In desperation, somepony unleashes all of the evils that are imprisoned in Tartarus. The result is as you can see."

Twilight was shocked, "All of this just because my brother married the wrong mare?"

Star Swirl laughed, "From a certain point of view, yes."

Twilight furrowed her brow, "There's some things I don't understand, Star Swirl. Like, most importantly, why couldn't you have just fixed this on your own? Couldn't you have gone back in time and stopped my brother from proposing to Cadence or something? Why did I have to go through all of this?"

Star Swirl sighed, "Oh, Twilight. I've tried. I've tried hundreds of times, perhaps even over a thousand, to fix this. Every single attempt has ended with what you just saw as the ultimate result. I've tried pretty much everything. I've erased Cadenza from history. I've kept Nightmare Moon trapped in the moon. I've married Celestia. I've let Nightmare Moon bring eternal night. I've even stopped the foundation of Equestria itself. Somehow, it always ends up playing out the exact same way in the end."

Twilight frowned, "How do you know it will work this time?"

Star Swirl stroked her mane, "Because Twilight. I finally found the key. It was you, Twilight. I couldn't alter anything because I was never meant to. This has all been for you. Everything you experienced, the horrors, the near death experiences, the friendship, that darkness that chills your very soul, all of it has been to prepare you to fight Cadenza."

Twilight looked into the water, "I don't understand. Why am I so special. Why did someponies have to die and get hurt just for me?"

Star Swirl shrugged, "I.. don't know, Twilight. All I know is you are a very special little mare and the, as you would say, 'PTB' certainly have something in mind for you."

Star Swirl pulled over a heap of books with his magic, "These tomes should contain everything you need to save Equestria and defeat Cadence."

Twilight looked at the pile of books, "How do I know what I need to defeat her?"

Star Swirl winked at her, "Oh, you'll see soon enough. Take as long as you want, I will channel my time stopping spell, just in case, don't want to take any chances. Don't worry, my tower is impervious to its effect."

Star Swirl departed and Twilight began rapidly reading through the books. Star Swirl had given her several of his personal spell books and Twilight eagerly memorized the complex incantations. Twilight picked up a book, "The History of Hearts and Hooves Day? What's this doing here? Well, better read it just in case, although I can't imagine what arcane mystery it contains that Star Swirl wanted me to see."

Twilight flipped through the book then blinked in amazement. "No... Couldn't be that simple.." she said to herself. "Star Swirl, you truly are one of the greatest minds the world has ever seen!"

Twilight finished going through the books, mentally preparing her battle plan, then walked downstairs. She opened the door and found Star Swirl and all her friends eagerly awaiting her arrival.

Twilight nodded at them and said, "I'm ready. Let's go save the world."

Act V: Le Princesse Est Mort

Twilight had thought long and hard about where and when she should travel back in time. She eventually decided to go back to where it all started, the wedding rehearsal. It wasn't so much a tactical decision as it was emotional. It was there that the chain of events began, starting with the loss of her brother's love. Star Swirl assured her she could always try again if she failed, which made the decision weigh a little less heavier on her mind.

As Star Swirl prepared his time travel spell, Twilight steeled her nerves by tapping into that darkness inside her. She felt a sense of tranquility as it surged through her body. She knew it was wrong, but it shouldn't matter, all of this would be resolved shortly. It felt good to embrace her darkness, she had been fighting it for so long. She shivered as the sense of calm oozed up to her horn and caused a tingling sensation, she glanced to Star Swirl, hoping he hadn't notice, but his attention was on his spell.

Star Swirl turned towards her, "All set. I will head to Tartarus and make sure the True Hearts are secured, don't want that happening again. Afterwards I shall come see how you are faring, but only as an observer, this is your fight Twilight. Your destiny."

Twilight nodded, "I'm ready. Cadenza picked the wrong pony's brother to mess with."

Star Swirl raised his eyebrow, sensing something different about Twilight, something in her voice, "Hmm. Well, shall we?"

Star Swirl and Twilight simultaneously cast the time travel spell and they appeared in Canterlot Castle. Star Swirl hugged Twilight, "Good luck, my friend. I know you can do it!" The old unicorn vanished as he teleported away and Twilight galloped off to find her past self.

Past Twilight was pacing in her room, fuming and ranting to herself about Shining Armor and Cadenza. Future Twilight threw open the doors with her magic and stormed in. Past Twilight's eyes went wide as she saw herself. "Wow, what happened to me? Was there some cataclysmic event in the future? Did Rarity stop being our friend, why are your clothes so ragged?"

Future Twilight rolled her eyes and put her hoof over Past Twilight's mouth, "Remember last time?" Past Twilight nodded. Future Twilight smirked, "Good. You, or we, were about to go confront Cadence, right?" Past Twilight nodded.

Future Twilight pulled her hoof away, "We are right about Cadence, she is evil. I know how to beat her, but it's hard to explain. Everything you need to know is in here." Future Twilight pulled off her saddle bags and set them down in front of Past Twilight. Future Twilight looked at her past self and felt jealousy, Past Twilight had yet to know the heartbreak of losing her brother, or felt the darkness and nightmare that developed as Future Twilight had wandered the Frozen North.

A single tear fell down Future Twilight's cheek as she watched Past Twilight eagerly rummage through the saddle bags. Future Twilight turned to leave, Past Twilight cried out, 'Wait! Where are you going? What am I supposed to be doing?"

Future Twilight looked back, "I'm going to go get vengeance on Cadenza. Just go through my saddle bags, you will figure it out, I did, and I am you, I guess."

Past Twilight looked at the collections of books and objects she had pulled from the saddle bags then started to ask something, but Future Twilight was already gone.

Future Twilight took a deep breath as she stood in front of the doors to the wedding hall. She relived what had happened the first time in her mind, the sorrow, the despair.... She shook her head and cleared her mind of those thoughts then reached out for the darkness again. She let it embrace her, heard it whispering to her. Dark magic was a quick path to power, but its power was seductive and deadly to its wielder. Future Twilight didn't care about the risk, as long as she beat Cadenza, everything should be back to normal and Past Twilight would be spared the horrors she herself had endured.

Future Twilight pressed her ear against the door, listening. She heard Celestia say, "Shining Armor, you'll get the ring from your Best Mare." Then Shining Armor asked, "Hey... has anypony seen Twilight?"

Future Twilight steeled herself and threw open the doors with her magic, boldly striding in. The words came out of her mouth on their own, an echo of the events that had happened last week, "I'm here! I'm not gonna stand next to her. And neither should you!"

Shining Armor nervously looked at Cadenza, "I'm sorry, I don't, I don't know why she's acting like this."

Cadenza rolled her eyes, "Maybe we should just ignore her."

Future Twilight began to laugh. "Ignore this, witch." Future Twilight's horn began to glow and a fireball soared towards Cadenza.

Everypony gasped, Shining Armor blocked the fireball with a forcefield. "Twilight! What the hay are you doing?"

Future Twilight smirked, "You are all being deceived. Now, get out of my way, brother." Shining Armor disappeared as Future Twilight used her magic to teleport him away.

Celestia stepped forwards, "Twilight Sparkle! Stop this at once!"

Future Twilight cackled, "Make me." Future Twilight ripped down some tapestries from the wall and wrapped them around Celestia, then teleported her out of the room.

Future Twilight turned towards her friends, who were looking at her in terror, "Go to the Canterlot Archives and find Twilight. You too, Spike."

Pinkie started to say something, Rarity clapped her hoof over Pinkie's mouth and whispered, "Just go!"

One of the royal guards who had been standing at the door snuck towards Future Twilight and went to attack her. Future Twilight teleported over to Cadenza and looked back at him, "Uh-uh." She focused her magic and he and the other guardsman teleported out of the room. She continued using her magic and a magical forcefield surrounded the area.

Alone, Cadenza and Future Twilight glared at each other and slowly walked in a circle. Future Twilight asked, "Do you know why I am here?"

Cadenza laughed, "Aren't you just a tad possessive of your brother, Twilight? This is ridiculous, even for you."

Future Twilight scowled at her, "You took my brother from me. You took my life from me. Now I am going to take yours."

Cadenza laughed again, "What ever are you talking about, Twilight?"

Future Twilight scoffed, "I know what you are. I know what you did to me."

Cadenza grinned, "I've been a little tart with you, but I certainly didn't do anything to you besides hurt the poor little feelings of you and your dimwit friends."

Future Twilight smirked and cast a quick spell, blasting Cadenza with a powerful orb of energy. She felt the darkness in her grow, and basked in its power.

Cadenza picked herself up and sneered towards Future Twilight, "If you insist..."

Cadenza charged towards Future Twilight and clashed their horns together. Cadenza's eyes went wide as Future Twilight began to overpower her and pushed her back. Future Twilight laughed and teleported behind her, kicking her in the rear as Cadenza stumbled forwards.

Cadenza recovered herself and snarled. She focused her magic and sent a blast of green fire towards Future Twilight. Future Twilight laughed as she teleported away. Cadenza cast more fire bolt spells, growing angrier as Future Twilight teleport dodged each one.

Future Twilight appeared behind her, "My turn." Future Twilight focused her magic and a fissure began to open up in the floor. Spouts of magical flames gushed out of the fissure, Cadenza cursed as she spread her wings and flew out of the way.

Future Twilight smiled, "What goes up, is going down." Future Twilight pointed her hoof towards Cadenza and laughed maniacally as a swarm of arcane crows surged towards Cadenza, chasing her around the room. The crows overwhelmed Cadenza and she fell to the floor in bursts of purple magic as the crows detonated against her.

Cadenza staggered towards the doors out, Future Twilight laughed, "Leaving so soon are we?" Future Twilight grabbed her tail and hauled her away from the doors. "Don't worry, I've only just begun."

Cadenza frowned and began focusing her magic. Green flames sprung up around Future Twilight and engulfed her. Cadenza concentrated and the flames burned brighter and brighter, enclosing around Future Twilight. Cadenza kept her spell going for several minutes, until finally gasping and sitting down as she ran out of energy. Cadenza breathed a sigh of relief, "So long, Twilight Sparkle."

Cadenza's jaw dropped as she saw Future Twilight stand up in the fire on her hind legs, stretching her fore legs out to the sides as she slowly twirled around. Future Twilight looked at her, "Ahh.. I thought the chill of the Frozen North would never leave these bones."

Cadenza panicked and began casting her fire spells, engulfing the room in flames as Future Twilight slowly walked towards her, ignoring the green fire. Cadenza stared in amazement, "How can this be? You're not that powerful! You're still an apprentice!"

Future Twilight laughed, "I had a great teacher. It was you, Cadence. You set about the events that led to this. Without you, I never would have been able to achieve such power."

Cadenza tried to stall for time, "What do you mean, Twilight?"

Future Twilight smirked, "I know what you plan to do with Equestria, Cadence. I was sent here to stop you. You have no idea of the torment you will end up causing."

Cadenza laughed nervously, "Uh, whatever do you mean Twilight?"

Future Twilight spit, "No more talk." Future Twilight charged up her horn and began firing bolts of energy towards Cadenza.

Cadenza ran and began using the pillars in the room to block Future Twilight's magic. Cadenza peeked out and swore as a magical blast sent shards of stone into her face. Cadenza tried to change her strategy, "Don't you remember me, Twilight? Sunshine, sunshine, ladybugs awake! Clap your hooves and do a little shake!" A volley of energy bolts was Future Twilight's response.

The pillar Cadenza was hiding behind began to collapse and she dashed to another one, "Twilight, if you really don't want me marrying Shining Armor, then I won't. You can just stop this nonsense and you won't ever see me again."

Future Twilight snarled, "Oh, don't worry. I won't see you again. Won't be anything left of you to see. Well, besides a pile of ash."

Future Twilight teleported behind Cadenza and kicked her in the rear again, laughing as Cadenza scampered away.

Cadenza was growing desperate, she looked back at her sore flank and her eyes lingered on her cutie mark. Cadenza gulped and steadied her nerves, and thought to herself, "Worth a shot.."

Cadenza jumped out from behind a pillar and focused her magic towards Future Twilight's heart. A beam of green energy shot out and surged into Future Twilight. Future Twilight stumbled backwards and Cadenza advanced towards her, keeping the pressure on as Future Twilight slumped down against the wall.

Cadenza smiled, then screamed as her horn began to feel like it was on fire. Future Twilight stood and looked down at her chest. The Death's Hoof mark had returned, protecting her heart from Cadenza's love magic. Future Twilight felt the darkness fully overwhelming her now, her body ached but her mind felt more alive then ever. Future Twilight laughed, "Your pathetic magic is insignificant next to the powers of my dark sorcery."

Future Twilight stood on her hind legs and reached her fore legs towards the ceiling. The unholy magic of the Death's Hoof began to spread across her body. She had felt something like this before, when she had transformed into her embodiment of wrath while fighting Valdis and a few other times in her life. This time was a little different, as instead of feeling extreme rage, she just had a calm, smug sense of immense satisfaction. Her flesh became a pale, bluish white as her eyes, mane, and tail ignited into unholy blue flames.

Cadenza stared with her eyes popped out and jaw dropped. Future Twilight ran towards her and Cadenza fled. Future Twilight chased her around and around the room, laughing maniacally, her voice seemed to have changed as well, sounding slightly distorted.

Future Twilight paused and tilted her head, she could tell someponies were breaking through her forcefield, "Play time's over."

Future Twilight teleported in front of Cadenza and kicked her in the chest, knocking Cadenza to the ground. Future Twilight stood on her hind legs and reached her hoof towards Cadenza. Cadenza clutched at her throat and began choking as Twilight's magical grip constricted around her.

Future Twilight moved in and watched Cadenza's suffering. As Cadenza fought for her final breath, Future Twilight whispered, "Not yet." She stopped channeling her spell and Cadenza slumped to the ground. Cadenza's polymorph spell faded and revealed a strange, insectoid looking creature. Future Twilight pulled her cloak's hood back over her head then strode over and stared out the window into Canterlot, her own transformation fading until she looked normal once more.

Princess Celestia, Princess Luna, Star Swirl the Bearded, Shining Armor, and a battalion of lunar and solar royal guards burst into the room as Future Twilight dispelled her forcefield. They stared in amazement at the destruction that had occurred during Future Twilight's and Cadenza's duel, then quickly surrounded both parties.

Princess Celestia looked down at the strange pony-like creature, glanced around the room, then stared at Future Twilight. "Cadence? Twilight Sparkle, I want an explanation." Future Twilight just stared out the window.

Star Swirl said, "Princess, allow me to explain. That is not your niece. Whomever she is, if we allowed her to marry Shining Armor, she would have usurped the throne and started a chain of events eventually leading to a disaster of apocalyptic proportions. Twilight Sparkle and myself traveled back from the future in order to prevent this calamity."

Celestia stared in curiosity at Cadenza's body, "Is that so? Well, perhaps we should awaken her and ask her who she is?"

Celestia and Luna picked up Cadenza with their magic and Star Swirl poured an elixir down her throat. Cadenza started coughing then looked wide-eyed at her aunts. "Oh, Aunt Celestia! It was horrible, Twilight Sparkle tried to kill me!"

Celestia looked at her with a grim expression, "Where is my niece, the real Cadence?"

Cadenza looked nervously between the dour faces of Celestia and Luna, "I'm right here, auntie!"

Future Twilight snarled, "Lies!" and teleported in front of Cadenza. Future Twilight stabbed her horn into Cadenza's chest and torrents of pain wracked Cadenza's body. Future Twilight smiled and asked, "Where is the real Cadence?"

Star Swirl looked on in horror, and whispered, "What have I done?"

Tears ran down Cadenza's face, "Why are you doing this to me! I'm right here!"

Future Twilight stabbed her again and smirked. "Tell me where she is!"

Cadenza sobbed and looked up at her aunts through tearful eyes, "Why are you letting her do this! It's me, Cadence!"

Future Twilight laughed and stabbed her again, "I grow weary of asking this, so it shall be the last time. Where is the real Princess Mi Amore Cadenza?"

The doors to the room burst open and Past Twilight yelled, "Stop!" Past Twilight enveloped Cadenza in a forcefield and pulled her to safety. Past Twilight and her friends walked in, wearing their Elements of Harmony.

Celestia looked at Past Twilight, "Twilight, what are you doing? We need to find my niece!"

Past Twilight rolled her eyes, "This is Cadence! If you ponies would have listened to her instead of torturing her, you'd have seen that yourself."

Celestia and Luna sheepishly looked at each other, Celestia asked, "Would somepony please tell me what is going on?"

Past Twilight winked at Pinkie Pie, "Pinkie, my hat and pipe, please.' Pinkie rolled her eyes and produced a Forelock Hooves hat and bubble pipe for Past Twilight, then pulled on her Doctor Trotson hat.

Past Twilight began to pace, "Princess Celestia, as you can see, that is myself from some time in the future. She came here to me and gave me her saddle bags, from which I learned what this is all about."

Past Twilight held up a book, "This is future me's journal. In it, she recorded her private thoughts over the last week. On these pages she wrote the things she couldn't bring herself to tell her friends in the future, things such as her slow descent into darkness and how far she had really fallen."

The ponies looked towards Future Twilight, who shrugged.

Past Twilight opened the book, "In the future, she, or me, whatever, was sent on a journey to the Frozen North to find Star Swirl's tower, in order to prevent a terrible event in the future, caused by Cadenza marrying Shining Armor. On her first night in that horrible wasteland, she was attacked by horse shades. She initially fell for their deception and they began to feed on her. This created a seed of evil within her, which became fully manifest when a reindeer mystic sacrificed her life for mine, or hers, you know what I mean."

Past Twilight moved the journal over to Celestia and flipped through the pages, "As you can see by her hoofwriting, it was as if two separate personalities were within her, one was normal, and one tinged with evil. She fought off the evil as long as she could, but hid it from her companions. When she was reunited with her, or our, friends, their presence bolstered her and suppressed that darkness." Past Twilight looked at her friends and smiled.

Past Twilight continued, "Before Star Swirl and future me traveled back in time, she wrote one last entry. She wrote a message to me, telling me she was going to fully embrace that festering darkness within her in order to defeat Cadenza so that she could save us all from the terrible future. There was just one problem, future me and Star Swirl were convinced that Cadenza isn't really Cadenza, but she is."

The ponies looked towards Cadenza, who was sitting in the forcefield bubble and crying. Luna shook her head, "That can't be sweet little Cadence."

Past Twilight blew on her pipe, "Ah, but Luna, it is. You see, I knew something was wrong with Cadence since I first met her. Why, even just hearing her name, Mi Amore Cadenza," Past Twilight said the name in a mocking voice, "didn't feel right to me. My suspicions grew after I met her, and instead of the kind and caring Cadence I knew in my youth, she was mean and rude Cadenza."

Past Twilight blew more bubbles. "Can anypony tell me why a pony's magic would change color?"

Pinkie Pie offered, "Because they eat a lot of blueberry pies?"

Twilight smiled. "I don't think so. Future me, please pick this up." Past Twilight said as she set a book on the ground.

Future Twilight sighed and grabbed it with her magic. Past Twilight moved the journal next to the other book. "Notice anything different?" Past Twilight's magic was her normal, sparkly purple. Future Twilight's was darker and fiery.

Past Twilight smiled, "Obviously her magic has changed because she is evil."

The ponies gasped and looked nervously at Future Twilight, who shrugged.

Past Twilight grinned. "Future me, please set that down. Now, Cadence, pick up the book."

Cadenza wiped at her tears then concentrated her magic to lift the book.

Past Twilight nodded. "Does anypony else remember Cadence's magic in the past? Because I do, and it sure wasn't green. You may put the book down, Cadence."

Celestia frowned. "What has happened to my niece?"

Past Twilight beamed a smile at her mentor. "Cadence's talent is love. Now, anypony know what emotion green is tied to? That's right, envy! Now, how did a pony as beautiful, caring, and kind as Cadence end up as that?" Past Twilight pointed her hoof towards Cadenza.

Pinkie Pie, continuing her role as 'lowly assistant that asks silly questions,' offered, "Did she eat a lot of green beans?"

Past Twilight laughed. "It's always about food with you isn't it? No, my dear friend, it was..." Past Twilight paused for dramatic effect, "Poison!" The crowd of ponies gasped.

Past Twilight pulled out the History of Hearts and Hooves Day book and showed it around the room. "Exhibit A. Now, what would happen if a pony who's talent is love happened to drink a love poison? Well, we all know the answer, because she's right over there!"

Past Twilight smiled and looked at her friends. "Ready girls?" The Elements of Harmony activated and twin spirals of rainbow magic swept down on Cadenza. Cadenza cried out as the magic surged over her and began to alter her body. As the rainbows dissipated, the ponies gasped in amazement as they saw Cadenza was back to her normal self.

Past Twilight's analysis had been spot on for the most part, although she had missed one major detail that would soon come back to haunt them. As the Elements of Harmony cleansed Cadenza they had purged her of an evil presence. Unnoticed by the ponies, a living shadow around the size of a pony foal had been forcibly expelled from Cadenza and was hurtled across the room, slumping soundlessly to the ground as it impacted into a dark corner.

Two more shadows shimmered into existence by the first one's side - they were demons, supernatural beings that dwelled in the Nether realm, a magical realm that co-exists with the physical world. Demonic activity in the world had been squelched millenia ago by a crusade of powerful unicorns, which sealed any portals to the Nether realm and destroyed every summoning spell they could get their hooves on. Because of this, demons had faded away into the realm of fairy tales told to frighten young foals, but three particularly nasty demons survived the crusades.

These three shadowy demons, known as the Three Sisters, possessed awesome powers over emotions and impulses. The youngest craved destruction and pain, the middle sister embraced hatred and agony, and the eldest, the one that had possessed Cadenza, could instill terror, make you believe and do anything with her lies, and tempt you with any of the seven sins. As the ponies gathered around the newly exorcised Cadenza, the Three Sisters set their sights on another temptable soul - the Future Twilight Sparkle. They shimmered into the shadows near her and lurked, motionless, waiting to strike.

Shining Armor ran over to Cadenza and hugged her as Past Twilight smugly puffed on her pipe. Shining Armor looked back at Past Twilight. "Thank you Twily, but who poisoned her?"

Past Twilight looked around the room. "Well, BBBFF, it was..." Twilight began to point her hoof, she stopped on one of the guardsmen Future Twilight had teleported out earlier, "Him!"

The guard glanced around nervously.

Past Twilight fired a ball of magic towards him and his illusion faded, revealing Star Swirl the Bearded. The Future Star Swirl gasped.

Past Twilight smiled. "In that last entry she wrote, future me put it all together. You see, future Star Swirl told her he had been trying himself to stop the catastrophe, but it always failed. He had gathered a bunch of tomes, one of which was about Hearts and Hooves Day. You know how they always say 'magic happens for a reason?' Well I think it did in this case, because future Star Swirl certainly had to have been unaware it was past Star Swirl that caused all of this, so why would he grab that book, which sorta incriminated himself?"

Pinkie Pie sat down, "Present Pinkie is getting confused."

Past Twilight stroked Pinkie's mane, "Past Star Swirl, would you care to explain?"

The Past Star Swirl sighed, "Yes. This was all my fault. I had been trying everything I could think of to avert the future disaster. The one thing that eluded me was Luna. Cadenza took over because of a technicality in Equestria's constitution about her aunts not being married. I had been able to woo Celestia, but Luna forever evaded me. No matter what I tried, she refused, for she is immortal and I was a mere mortal. Because she will live for millenia, she refused to have to suffer the heartbreak of my eventual death."

Luna looked at Celestia. "Well, he's right about that..."

Celestia hugged her sister, "Oh, Luna.."

Past Star Swirl continued, "Nightmare Moon would love me. I've played around with timelines where I let her reign free, but when she was cleansed back to normal, Luna herself wouldn't love me. Luna never would, she couldn't. In desperation, I brewed up the most powerful love potion I could muster. Unfortunately, it was Mi Amore Cadenza that imbibed upon it and not Luna." Past Star Swirl looked over at Cadenza, "I'm so sorry, my dear. It was an accident."

Pinkie Pie smiled at Past Twilight. "Wow!"

Celestia and Luna hugged their niece. Celestia said, "Cadence, we are so sorry for letting the future Twilight torture you."

"Please forgive us, Cadence," Luna said. "In our defense, thou didst look pretty strange."

Cadenza hugged her aunts tightly. "It's okay, aunties. I'd probably have done the same thing if I saw some ugly thing like what I was turned into."

Past Star Swirl looked at Past Twilight. "I am a little curious, how did you find out there were two Star Swirls in the picture?"

Past Twilight smirked. "Well, I couldn't have done it without future me. She was the one that figured out most of it. When she got back to the library in Ponyville on that fateful day, she activated a trick spell a Star Swirl had left for her. What she didn't know until future you gave her his spellbooks at the end, was that that was really a geas spell that forced her to get to the tower! Future you had fully intended on time traveling back to accompany her, so why would he ensorcell her? Because he didn't; you did, after overhearing our conversation."

With every eye in the room focused on the triumphant Past Twilight, the demons made their move. They shifted their forms into shadowy spectres of those of the slain Death of Knights of Westmarech and silently rose in front of Future Twilight.

Future Twilight stared in horror as the middle sister pointed her hoof at her. "You thought you were so clever, Twilight Sparkle. You thought you could destroy us? No. You are ours now."

Future Twilight took a step back and began to quake in fear as the elder sister worked her magic.

The shadows moved closer. One of their ghostly horns began to glow as she pulled open Future Twilight's cloak and exposed the Death's Hoof. The middle sister placed her spectral hoof upon it and Future Twilight shivered at the touch. "You bear our mark and thus are now one of us. You know in your heart that it is true, you need only look at the destruction, the evil that you have caused on this day. You mercilessly tortured an innocent mare!"

Future Twilight slowly shook her head in denial as she whispered. "It's not my fault..."

"We're your friends, Twily," the elder sister lied. "We can help you if you will allow us."

The middle sister rubbed her ghostly horn against Future Twilight's. "All this anguish you have within you can be erased..."

"Wh-what do I need to do?" Future Twilight asked.

"Hmm..." the youngest sister mused. "I believe our good friends in the kingdom of Maneduras have the solution. You must stand upon the highest ramparts of their castle and there you shall recite the spell."

"Which spell?" Future Twilight eagerly asked.

All three of the sisters spoke in unison, "Ashes to ashes, dust to dust, the ponies in this land are unjust, so let the evil in their hearts combust!"

Future Twilight felt an intense feeling of envy beginning to develop within and she craned her next to look past the ghostly unicorns and at Past Twilight, who was surrounded by ponies that loved her.

"You will have that life back, Twily, the life you deserve," the elder sister lied. "All you need to do is go to Maneduras and cast the spell."

Future Twilight sighed and turned back towards the window. "Then I shall do what you ask."

The elder sister flashed her sisters a smug grin, and the three ghosts dissolved back into shadows, which quickly surged forwards and entered into Future Twilight's body. She could hear their voices whispering to her in her head, began to lose her free will. She knew she had to do whatever it was the voices said, and the demons were pleased. They told her to close her eyes, and after she did so she began to see an image of Mount Greenhoof, the Maneduras capital. She felt a strange, magical sensation as if somepony was rubbing ice on every piece of her flesh as the demons used their powers to teleport her to Castle Greenhoof.

After getting approval from the voices, Future Twilight began to cast the spell they had told her...

Back in Canterlot, Future Twilight's departure had been unnoticed as all the attention was still on Past Twilight, the Star Swirls, and Cadenza. Applejack spoke up. "So is everything gonna be back to normal, Twilight?"

Twilight smiled, "It should be, what do you think, future me?" Twilight looked for the cloaked Twilight but she was gone. "Future me?"

Celestia and Luna fell to their knees and clutched at their foreheads. Twilight ran over, "Princesses! What's wrong?"

Celestia looked at Twilight with tears in her eyes, "I felt a great disturbance, as if thousands of voices suddenly cried out in terror and were suddenly silenced. I fear something terrible has happened."

The Star Swirls looked at each other. "Where's the Twilight from the future?"

Celestia was right, of course. Something terrible had happened. The demons' spell Future Twilight had been tricked into casting had burned alive every living being in Maneduras. With the blood of thousands upon her hooves and the voices of three demons guiding her actions, Future Twilight used her time travel spells to flee into another timeline, one where she would rule unhindered...

Many years into the future, Future Twilight strode purposefully through an ancient unicorn castle. Her dark robes and long, black cloak were pulled tight over her, hiding the features of her unholy body. She paused in front of a wall and looked at it curiously. She conjured a ball of fire and annihilated the wall, revealing a secret passage.

Future Twilight walked down the passageway until she had found what she had been seeking. Silver Shock, ravaged by time and her burden, was clutching a crystal in her magic and looked up at the cloaked intruder.

Future Twilight sat down. "So, Silver Shock, at last I've found you."

Silver Shock concentrated on the cloaked figure and in her damaged mind she heard and saw Star Swirl the Bearded. "Star Swirl... Yes... Yes, now I recognize you. I should've known you would travel in disguise. Out there... She's always watching..."

"I've been searching for you for a long time, Silver Shock," Future Twilight said, "I was rather beginning to think you didn't want to be found."

Silver Shock started to cry. "Oh.. Forgive me, Star Swirl.. please... It... it wasn't my fault."

"Not your fault?" Future Twilight asked. "Tell me, Silver Shock, how was it not your fault?"

"The wanderer... Yes! It was the wanderer.... " As Silver Shock spoke, her magic conjured up a crude illusion of the events. "I did as you told me, Star Swirl. I waited at the Tomb of the Unliving King in Westmarech. Sure enough, Twilight Sparkle arrived. But I could tell she was not the mare I had known. She beckoned to me, and once more I found myself following in her hoofsteps, just as before."

"My companion drew in the dank, cold air of the tomb. It seemed to... strengthen her. I stood in the doorway between light and dark. What was left of my sanity implored me not to enter... But that voice.. was just a whisper now. As we worked our way down, deeper and deeper into the crypt, I began to see a change in my companion. She seemed to be gaining strength. I could hardly see in the gloom, but my companion seemed to know the way. We came at last to a great hall. As the wanderer and I surveyed the hall, she let loose a terrible scream and her eyes, mane, and tail began to burn with unholy blue flames. Her flesh became pale..."

"It was then I realized my companion hadn't been gaining strength. She had been losing what was left of her ponyanity. The wanderer moved towards the king's sarcophagus with unholy speed, and then you appeared."

Silver Shock's illusion showed Twilight reaching for the sarcophagus and Star Swirl pulling her back with his magic. "Stop! The beast contained herein shall not be set free, not even by you!" Star Swirl declared as he charged at Twilight, wielding the Sword of Heaven which blazed with arcane energy.

The illusionary Twilight and Star Swirl began to battle each other as Silver Shock looked on in terror, in both the illusion and reality. "I heard a voice calling to me, the Unliving King. 'Look what they've done to me!' he cried, 'Release me! Help me!'" The illusion showed the corpse of the king with a crystal impaled in his forehead.

Silver Shock sobbed. "Once more, I found myself compelled to action, I fought my body but I was no longer in control... His voice called to me, 'Hurry! Please hurry!'" In the illusion, Silver Shock walked over to the sarcophagus. Star Swirl glanced over and yelled, "No! Don't!" Silver Shock pulled the crystal out with her magic and the spirit of the Unliving King flew into Twilight, who glowed with unholy power. Star Swirl channeled his time stop spell and teleported in front of Silver Shock.

Star Swirl glared at Silver Shock. "Foal! You have just ensured the doom of this world! You can not even begin to imagine what you have set in motion this day! You must travel to the Temple of the Sun and Moon in Equestria! There you will find the Gates to Tartarus opened before you. You must find the courage to step through those gates, Silver Shock! Take the crystal you hold to the Sunforge, where it will be destroyed! Now, run! Take the crystal and run!" Star Swirl's spell ended and Twilight began to pummel him with her empowered unholy spells.

Silver Shock wiped at her tears. "What choice did I have? I ran." The illusion changed to Silver Shock entering the Temple of the Sun and Moon. "I did as you told me, Star Swirl. I found the Temple, and in its deepest recesses I found the Gates to Tartarus itself. I heard a voice then... like a thousand needles in my heart. I looked into that portal and what I saw there was not meant for mortal eyes..." The illusion showed Silver Shock looking with terror into the Gates of Tartarus as screams of the imprisoned evils rebounded across the room.

Silver Shock began to sob uncontrollably. "Oh.. Oh.. I failed, Star Swirl... I couldn't do as you asked... I couldn't enter those gates... Forgive me, Star Swirl... Forgive me..."

Future Twilight walked over and ran her hoof through Silver Shock's mane. "Silver Shock, give me the crystal and all is forgiven."

Silver Shock stared at the crystal. Future Twilight held out her hoof. "Give it to me, Silver Shock."

Silver Shock looked at the crystal and spun it in the air. "Take it! Take it! I'm glad this is finally over, Star Swirl! Look what the crystal has done to me!" Silver Shock began to cry as she set the crystal onto Future Twilight's hoof.

Future Twilight gently patted Silver Shock's head. "You haven't failed, old mare. You've done exactly as you were meant to do. However, I am not the wizard Star Swirl." Future Twilight held the crystal up to her face, its arcane glow revealing her unholy features.

Silver Shock shook her head in disbelief. "Twilight Sparkle? No... no, no, no, no, no, no, no...."

Future Twilight laughed. "You have done well, Silver Shock. Now I think you should have your reward."

Silver Shock moaned, "Oh, what've I done to deserve this..." as Future Twilight thrust her ensorcelled hoof into Silver's chest.

Blue flames from Future Twilight's unholy magic engulfed the castle as she walked out, her undead thrall following in her wake. Once more, Silver Shock was following Twilight, except this time, she truly did have no control of herself, mindlessly obeying the wanderer's dark commands.

Act VI: On a Pale Pony

Wielding the Sword of Heaven, the ancient sword of pony emperors, which she had claimed from the Star Swirl the Bearded that futilely attempted to stop her, Future Twilight had marched upon Equestria with an army of undead in her wake. The sword gave her a right to the throne, the army and her unholy powers guaranteed she would have it.

If her actions did not say all that was needed, Future Twilight's unholy appearance betrayed her corruption. Her once joyful eyes, said to by some to be windows to the soul, now burned with unholy blue flames, just like her magic's aura. Her undead flesh had become a pale blue, and even the vibrant streaks of color in her mane had been altered from purple and fuschia to shades of blue.

Rather than subject the citizens of Equestria to whatever horrors a battle against Future Twilight would have unleashed, Princesses Celestia and Luna had hastily surrendered their throne to the invader. They took as many as they could to the pegasus city of Cloudsdale, forming an insurgency against the undead queen. From this mobile base they launched covert operations into Equestria, hoping to undermine Future Twilight's rule while also playing a deadly game of cat and mouse with her as they moved their new home across the skies of Equestria, evading the queen's undead patrols.

Twilight Sparkle had always been a lawful pony, and Future Twilight was no different. She had ruled Equestria fairly, using her undead minions to enforce order across the land. In typical Twilight Sparkle fashion, she had quickly enacted numerous laws and bureaucratic systems to make sure her citizens behaved how she wished them to behave.

Her only desire was to protect the other Twilight Sparkle, but she was an unholy abomination, and evil. She lashed out without qualm when necessary, but only when absolutely necessary, preferring not to use brute force to enforce her will. She had seen the sorrow in Princess Luna, caused by being unloved by her subjects, and a small part of Future Twilight wished to avoid that fate. And so while she was evil, she never tried to be a tyrant. Unfortunately that would change as the years went by, but in the early years, things were almost good in Equestria, except for the undead everywhere.

Meanwhile, Future Twilight and Celestia's rebels had both been searching for Silver Shock, who had disappeared with the Nether Crystal. Unfortunately for Equestria, and the poor unicorn bearing the crystal, she was finally tracked down by Future Twilight. Her weakness secured, this marked the beginning of Future Twilight's new reign of terror.

In the royal bed chambers of Westmarech Castle, Future Twilight stared curiously at the Nether Crystal. She had been hunting Silver Shock for years, her enemies had, too. Despite her power, despite her conquests, Future Twilight, now the Unliving Queen of Equestria, had never felt safe. She knew all that she had accomplished would be gone in a blink of an eye if Celestia's rebels secured the Nether Crystal before her. Thankfully, they had not.

Tonight she would sleep well, for at last, it was within her grasp. She sensed a presence looking over her shoulder, the ghost of the Unliving King. He had provided advice and information over the years, helping the Queen master her dark powers.

"You will be unstoppable now," the King said, "You possess the only thing which could have defeated you. There is another use for the crystal as well. It contains the essence of my dear daughters. You should be able to bypass the magic sealing their laboratory now."

The Queen eyed the crystal, "Indeed?"

"I'm not entirely sure what artifacts they may have collected there, but you should inspect it," the King said.

The Queen cast her teleportation spell and arrived at the bed chambers of the princesses of Westmarech. The King's ghost appeared besides her and pointed towards a wall. "The secret doorway is right there," the King said.

The Queen used her magic to move the crystal towards the wall. As it neared, the rocks began to glow and as she touched the crystal to the wall, they vanished in a burst of light. She could taste the dispelled magic in the air. Whatever the sisters had in their lab, they did not want anypony else getting their hooves on. The Queen cautiously proceeded through the doorway, keeping the crystal several feet ahead of her and tapping it against the corridor as she went, wary of any other wards.

Her vigilance paid off as the laboratory's door was heavily warded. The Queen smiled, the reagents for the protection spells likely cost more than most ponies made in a year. Whatever was in the lab had to be good. One by one, she dispelled the magical shielding spells. She eagerly entered the lab then paused as a voice screamed, "The masters have returned!"

The Queen scanned the room. There were bookshelves lining the walls, tables of alchemy equipment, and a large obsidian altar covered with a crimson cloth. The Queen frowned, nothing living, or unliving, that she could see. She glanced at the ghost, who shrugged in response. The Queen asked, "Who is speaking?"

The voice answered, "Masters, have you forgotten me? I have waited for you for so long! Where have you been?"

The Queen moved towards the source of the voice, the altar. There was nopony there. The Queen looked around the room, "I am your master now. Reveal yourself at once."

The Queen cried out in shock as the crimson cloth leapt up and enveloped her. The Queen struggled against the fabric as it closed in on her. She cast a quick teleport spell then scanned the room, looking for a target. All she could see was the bemused ghost of the King and the crimson cloth, which began to rise from the ground.

"You are not living? You have no blood? But you are not the masters?" the voice, emanating from the cloth, asked.

The Queen peered at the cloth, "What sorcery is this? A talking table cloth?"

The cloth drew itself up, "I am not a table cloth! I am the cloak of Lord Darkmane, the Black Hoof."

The Queen rolled her eyes, "A talking cloak then."

The King's ghost moved forwards and examined the cloak, he turned back towards the Queen, "My daughters had the Black Hoof's cloak? Interesting."

"Is that significant?" the Queen asked.

"Oh, quite," the King replied, "Lord Darkmane was a brutal tyrant in days long gone. I suppose the legends are true, as it was said his cloak had been bathed in so much blood and absorbed so much evil energy from its wearer that it developed a mind of its own, and a thirst for blood."

The cloak bobbed up and down, "Yes, that is me. Now, who are you? Where are my masters?"

The Queen snickered, "I am the Queen of Equestria. As for your 'masters,' they are dead I'm afraid. I killed them many years ago. Now I am your master. Tell me why I shouldn't incinerate you for trying to take my life."

The cloak fell to the ground, "Dead? No... That's not fair! I've waited so long for their return!" The Queen's horn began to glow with magic. The cloak swirled into the air and hid behind the altar, "Don't destroy me, master! I will serve you!"

The Queen sighed, the cloak reminded her of Spike, her assistant from long ago. The magic around her horn faded, "Come out, cloak. Tell me, what are you abilities?"

The cloak flew around the room, "I can mix potions, my old masters used me for that task. I can clean, if I must. I can keep you warm on a cold winter's night. I can also wrap myself around your enemies and drain every last drop of blood. Sweet, succulent, blood..."

The Queen grinned as she had an idea, "Very well, cloak. I have a task for you. You shall head south to the cloud city of Cloudsdale and find the dragon named Spike. Slay him. You will then administer a special elixir to him and both of you will return to me."

"Yes, master. How shall I find this, 'Spike?'" the cloak asked.

"Big pink dragon. Only one in Cloudsdale. Check the sweets shops," the Queen said. She reached into her robes and produced a vial and handed it to the cloak. "Now, go."

As the cloak left, the King's ghost burst out laughing. The Queen scowled, "What's so funny?"

The ghost smiled broadly, "My daughter's likely sealed that thing in there for their own sanity, rather than to protect it from theft."

The Queen nodded, "Yes, it does have a certain quality to it that gives me the urge to slam it against a wall, just like Spike always did."

"Why did you send the cloak after him?" the King asked.

The Queen winked, "The sentient cloak gave me an idea. As you know, the majority of my forces require my direct command, being mindless undead and all."

The ghost nodded, "Of course."

"Well," the Queen said, "now that I have secured the Nether Crystal, I think it is about time I recruited a second-in-command. Somepony who can lead my forces without my having to micromanage them. That way I can resume my royal duties without fear of attack."

The ghost frowned, "I would have served you in that capacity had you but asked."

The Queen laughed, "You would betray me and find a way to claim my powers. Spike on the other hoof was always obedient. I am of course obliged for all the assistance you have given me, mind you, but I still would not trust you."

The ghost smiled, "Ah, you know me all too well."

The Queen began to examine the laboratory. An ancient spellbook caught her eye. She could sense great evil emanating from its pages. Her horn began to spark as she approached it. She examined it, it had been bound in unicorn hide, dark sigils carved into the leather. Upon seeing this, she could not resist and began reading through the dark tome, memorizing the evil incantations within.

The Queen tucked the tome into her robes and looked smugly at the ghost, "Thank you once again, your majesty. Your daughters had an uncanny knack for collecting dark artifacts it would seem. With my new army of death knights and the forbidden knowledge I have gained from this tome, we will finally see peace and order returned to Equestria, forever."

"Splendid," the ghost said, "And the rebel terrorists? Are you going to deal with them as well?"

"I have something special planned for Celestia and her foalish resistance," the Queen said.

"Oh?" the ghost asked.

The Queen grinned, "One of my new spells. Let's just say it is right up my alley."

The ghost laughed, "Now I am truly curious."

The Queen winked, "Unfortunately you may only have one in effect at a time, so I must word it carefully." The Queen's horn began to glow and she teleported herself back to her bed chambers. She sat at the desk and eyed the Nether Crystal. "I think I have an idea for you, too."

She focused her magic, concentrating on a retrieval spell. The one object that she had always held dear to her appeared before her: her Smarty Pants doll. She smiled and hugged the doll to her chest. It had been her one true friend throughout her childhood, and she had kept it in her belongings until one day in Ponyville when it was lost to her. She hadn't felt the need to reclaim it, her new friends filling that void, but now she was going to use it for a different purpose.

The Queen began to cast a trick spell, the Smarty Pants doll transformed into a silver crown. She then cast a permanency spell upon her trick, and then used her magic to socket the Nether Crystal into the crown. She then cast some spells of protection upon it, and placed it triumphantly upon her head. She admired herself in the mirror.

The ghost of the king, who had been observing in amusement, clapped his ghostly hooves together. "My, don't you look dashing."

The Queen smiled then sat back down at her desk, pulling out parchment and a quill. The ghost looked over her shoulder as she began to write, and started to laugh. "And you're sure this will work?" he asked.

"It will," the Queen said.

The ghost laughed, "You were right, this is 'right up your alley.'"

The Queen continued writing, producing eight scrolls. She then conjured up eight chunks of obsidian and used her magic to shape them into hearts. On each heart she carved a sigil and a name. The preparations for her spell completed, she teleported into her bed. Tomorrow, she would finally bring an end to Celestia's rebellion. For the first time in years, she slept soundly, dreaming of her and her Smarty Pants doll playing together in the night sky.

The next morning, the Queen rose and was pleasantly surprised to see that the cloak had actually succeeded at its task. The cloak and the dragon were waiting for her in the main hall. She circled the dragon, admiring his physique.

"I have done as you ordered, my master," the cloak said.

"Indeed you have, and as your reward I am giving you as a gift to the new commander of my army of the sentient dead," the Queen said. "You have seen many battles, have you not?"

The cloak bobbed excitedly, "Yes, yes. My first master always wore me into battle. I love battle. The fear. The carnage. The blood! Oh, the memories..."

"Good," the Queen said, "Then you shall be a capable advisor."

"As you wish, my master," the cloak said.

The Queen began her ritual. First, she conjured up a greatsword, inscribed with necromantic runes. She then began to chant in the same strange tongue she had heard the Death Knights of Westmarech use, so long ago. In one hoof she held the greatsword, and as her other began to glow with unholy magic, she thrust it into the dragon's chest. The runes on the sword began to glow brightly, and as the Queen said the final words of the ritual, Spike snatched the sword from her grasp and held it aloft.

The Queen stepped back and smiled. The dragon's eyes were embers of orange, and he examined the runeblade and then the Unliving Queen. His voice was a chilling whisper that seemed to echo from deep within, he asked, "Twilight?"

The Queen grinned, "It's me, Spike. It is good to see you again."

Spike looked around the room then back at the Queen, "What have you done, Twilight?"

"I reclaimed you, Spike. You were my servant, my gift from Celestia," the Queen said. "I have need of your services once more. My apologies for slaying you, but dragons are not immortal. I'm sure the new powers I have given you will make up for that though."

Spike shook his head, "I don't understand."

"You are to be the commander of the... Order of the Undying Dragon," the Queen said. "You will serve to protect Equestria. You shall be her immortal guardians. An army of death knights, just like us, will be your command. You will help me ensure peace and order for Equestria, and maybe even the whole world."

Spike wanted to scream, to run, to strike down the Queen, but those feelings faded as soon as they arose. While he may not have been a mindless drone like most undead, he was still bound to the Queen's will. He found himself saying "As you wish, your majesty."

"Good," the Queen said with a smile. "It will take some getting used to, Spike, but in time you will come to appreciate this gift I have given you. Death is but a part of life. It is not an end, but a beginning. Not a punishment, but a necessity. There is no deceit in death. Nothing concealed. Nothing chaotic. Death is an orderly process, and order is what I desire."

She then pulled out a hoofful of golden coins and placed them on Spike's body, using her magic to transform them into a suit of spiked armor and then cast a permanency spell. "Unfortunately I have other affairs to attend to, Spike. I have another gift for you, cloak?" The cloak attached itself around Spike's collar. "This cloak will help you get accustomed. I will see you shortly, old friend."

The Queen teleported herself into a storage room and began collecting reagents. The King's ghost appeared besides her, "And just where do you plan to get this, 'army of death knights' you promised that unfortunate soul?"

The Queen cackled, "I know just the place." After a few minutes, she had collected her reagents. She focused her magic and her appearance shifted to that of Princess Celestia. She conjured up a mirror and began to laugh. "Oh, yes. This shall be most entertaining." She began to laugh even more as she heard her voice match Celestia's. She admired her beautiful mane for a few moments, then focused her magic, teleporting herself to Canterlot.

Her childhood home, Canterlot had fared well during her reign. The undead guardians were usually kept out of sight, she preferred incorporeal entities such as specters and wraiths, but a garrison of corporeal undead were always kept in the Canterlot Castle, ready to enforce their Queen's will. For the Canterlot ponies and businesses, it was almost life as usual.

One such institution was Celestia's School For Gifted Unicorns, and it was there that the Queen arrived. An instructor saw her and smiled as he ran over, "Princess Celestia! What are you doing here? It is not safe for you here!"

The Queen laughed, "Do not worry, I will be fine. Please tell the other teachers to gather the students for an emergency assembly."

The instructor bowed, "Of course, your highness! They will be delighted to see you!"

The Queen said, "I am sure they will."

The teachers dutifully gathered their students in the assembly hall. The Queen smiled at all the little unicorns looking up at her, hope gleaming in their eyes. Without a word, the Queen's horn began to glow and the Celestia illusion faded as a large burst of unholy magic instantly killed the closest unicorns. She pointed her hoof towards the crowd. One by one, unicorns fell to the ground dead. Some foalish souls stood and tried to fight, some ran, it didn't matter. There would be no survivors. What hope did any of these poor unicorns have against the Unliving Queen, when even the Elements of Harmony were not enough?

The Queen took no pleasure in this massacre. It was just a matter of business. Besides, she rationalized to herself, it would be for the greater good of Equestria. There was but one victim that day that brought a brief moment of joy to her dark heart. She had cornered one of her old instructors, one that had always threatened her with punishment if she made even the slightest of errors.

"Twilight Sparkle, don't do this," the old unicorn had cried. She tried to fight, but the Queen was too powerful.

"You're wasting your energy," the Queen laughed, "Is that what passes for magic skills now?"

The old unicorn backed away, throwing furniture at the Queen in desperation.

"You're only prolonging the inevitable," the Queen said, steadily advancing. The old unicorn backed into a wall and shook her head, terrorized as the Queen slowly made her way over.

The Queen raised her hoof and her horn began to glow. "Looks like you should be back in magic kindergarten! You know, you were always so cruel to me, I always called you 'Iceheart,' and I have just the spell for you."

The Queen pressed her hoof against the old unicorn's chest. Her flesh turned black and a thin sheen of white frost covered her body. She began to shiver uncontrollably, and with one final gasp, she fell to the ground dead. Her heart had frozen and shattered.

Satisfied, the Queen used her powers to summon forth a few undead minions from the Canterlot Castle garrison, which gathered the fallen unicorns back to the assembly hall. A few hours of rituals later, her army of death knights was assembled.

The slaughter at the magic school would have made quite the rallying point for the resistance. Unfortunately, the Unliving Queen had plans for them as well. With Commander Spike leading her new death knights, she quickly overcame the rebel defenses on Cloudsdale. A great sense of despair followed the Queen in her wake, as everypony saw the Nether Crystal, proudly displayed in the crown upon her head. They knew they had failed, and that their lives were likely to meet a horrible fate.

Surprisingly, everypony was spared, with only the leaders of the rebellion (Celestia, Luna, Twilight Sparkle, Rainbow Dash, Pinkie Pie, Applejack, Fluttershy, and Rarity) being hauled off. The Queen had brought them to the banquet hall at Westmarech Castle. A grand feast was laid out on the table.

The ponies sat in silence, glaring at the Queen as she devoured a plate of charred meat. The Queen licked her lips and smiled at her guests. She could tell many of them had been crying. She knew she should have felt sorrow at seeing her friends like that, but all she felt was a smug sense of satisfaction.

"What is the meaning of this," Celestia finally said.

"Can't a mare enjoy a meal amongst friends?" the Queen asked.

Rarity's fury could barely be contained. "Friends? You think we're your friends, Sparkle?" They never called the Queen 'Twilight', much like they never called the normal Twilight Sparkle 'Sparkle.'

Twilight touched Rarity's leg, "Rarity, don't..."

Rarity shook her head and snorted, "After what she did today, this... monster has the audacity to call us her friends?" Rarity stared defiantly at the Queen. "What if Sweetie Belle were there, Sparkle? Would you have slain her as well?"

"She would have received my gift of immortality, and been glad of it," the Queen said.

"Nopony wanted that gift," Twilight said. "And... and Spike, do you think he wanted what you did to him? I... I can't believe he's gone..."

Rarity put her leg around Twilight's shoulders and used her magic to dab at her tears with a handkerchief. Rarity glared at the Queen, "My magic may not be as strong as anypony's in this room, but mark my words, Sparkle. You will pay for what you did at the magic school, and especially for what you did to my Spikey-wikey."

The Queen laughed. A ghost of an Earth pony mare appeared over the table. She looked down at them with great sorrow in her eyes. "This mare lived and had strength of a sort," the Queen said. "She lost her parents to the windigos, her husband to war, but she persevered. Her farm prospered, her name was respected, her foals were clothed and fed. She lived as she thought she should. And now, she is dead."

The ghost vanished, taking one last pained glance towards Celestia. The Queen continued, "Her land was divided, her foals moved on, and she was forgotten. She lived a "good" life, but she had no power. She was a slave to death. Do you realize the power she might have held had she been allowed to embrace my gift? When the world of flesh is beneath you, even creatures mysterious and magical will fall."

The ghost of the Unliving King appeared, sneering down at Celestia and Luna. "When you cast aside the shackles of mortality," the Queen said, "You will find that death is not to be feared, but is to be embraced, for in death, you are free from the restraints of life. The good king and I both acquired more power than we could have ever hoped for in our lives, after our flesh had been long dead."

The Queen grinned at Rarity, "As for my new death knights, they were all in magic school. Of course they wanted power, and that is what my gift truly is. Power. And with that power they will help bring order to Equestria for generations to come."

Luna slammed her hooves on the table. She had taken the massacre of the magic school particularly hard. "There were foals there!" She grabbed her plate with her magic and hurled it against the wall. "I hunger only for revenge, and I will have it. Even if it takes us hundreds of years, thou shalt pay for the evil thou committest upon this day. I promise thee."

"Perhaps, dear Luna, but I'm afraid your lust for vengeance will have to go unsated for now," the Queen said with a smile. "Speaking of promises..."

The Queen's horn began to glow and the scrolls and obsidian hearts appeared before her guests. Celestia raised her eyebrow, "What sorcery is this?"

"You know I only want what's best for dearest Twilight here, and I know you would use that fact against me. Thus, I have found a solution to my problem. Read your scrolls, please," the Queen said.

Each pony read their scroll, it was a Twilight-esque list of promises and demands, including vows to never go against the Unliving Queen, that Celestia and Luna would continue to manage the sun and moon, that they would all relocate to Luna's castle on the moon, that they would provide Twilight Sparkle with whatever her heart desired, and to never mention the phrase 'Pinkie Sense' within earshot of the Queen, among many other things.

As the ponies finished reading through the Queen's rambling lists, the obsidian hearts began to glow then crumbled into dust. The dust then signed each ponies name to the bottom of their scroll.

Rainbow Dash looked nervously at Celestia, "What just happened?"

The Queen laughed, "A fun little spell I found. You have entered into a contract with me, a Dark Promise as it were. You will obey the outlined rules and vows, or you will die, I'm afraid. I would suggest you obey, for your own sakes, but it doesn't matter. Defy me and die, or in your death find loyalty, for I shall compel it."

Celestia read over her list again, "According to this, we can do anything Twilight Sparkle desires, so long as it also isn't going against you?"

The Queen smiled, "Correct."

"What if Twilight wants all the citizens of Equestria to join us on the moon? Taking ponies away wouldn't affect you," Celestia said.

"That would be allowed," the Queen said, "However, do you think all the ponies would want to live on the moon? Even if they did, so what? You think you could beat me by stealing away my kingdom for your own, Celestia? I rule the dead, and in doing so I truly win, because all that you lord over, Celestia, will eventually be mine. All things must die, even alicorns."

Twilight set down her scroll and sighed, "What about me? Do you think I want to live on the moon? To abandon the land I love, my home?"

The Queen looked at her self, "Of course not, Twilight." She sighed. "There are rumblings in the east. A great alliance of griffons, dragons, and whatever else is conspiring against me. I need you out of harm's way. The moon will be perfect. We can build you a new Ponyville or Canterlot there with magic. In time, I will bring you all back to Equestria, but for now, I need you someplace safe."

Fluttershy, who had been completely silent during this whole debacle, finally spoke. "I saw Spike today. I hope those griffons tear you asunder."

The Queen smiled, "Oh, Fluttershy... This pathetic alliance will soon meet the same fate as your foalish resistance." The Queen used her magic to return Luna's plate and meal in front of her. "Now, let us enjoy this meal together. I am sure you are all eager to get to your new lunar accommodations."

The Queen raised her goblet before her, "A toast, to my friends. You may not feel the same about me, but I will always think of you as friends."

Celestia nodded towards the Queen's crown, "And what of Silver Shock? She was your friend, too."

The Queen sipped at her drink, "Yes, she was. And she repaid my friendship by keeping the Nether Crystal out of your hooves, and for that, I thanked her."

Celestia sighed, "And by that, of course you mean you killed her."

The Queen frowned, "You would have done the same. Her mind was in such a sorry state, she even thought I was Star Swirl the Bearded. Poor thing."

A tear fell down Twilight's cheek, "You killed him, too... H-He was our hero... He tried to help you..."

"Unfortunate, but a necessary casualty," the Queen said. "Without him, I wouldn't be the mare I am today. Now, enough of this. This conversation will do naught but provoke sorrow amongst yourselves. Enjoy your meals, I had the finest chefs in Equestria make all of your favorites."

With great reluctance the Queen's guests forced down their food in silence. Despite the amazing quality of the food, not even the gluttonous Pinkie Pie could enjoy it. It was the Queen's victory feast, and they all knew it. They had been the last bastion of hope against the Unliving Queen. and they had lost.

As soon as the ponies finished their dessert, a cake which Celestia and Pinkie Pie devoured, the Queen used her magic to teleport them all to Luna's moon castle. She proceeded to her throne and sat down, then began channeling a spell. All across Equestria, 20-foot high illusions of the Queen appeared in every population center.

"Citizens of Equestria," the illusions simultaneously said, "We are on the verge of success. Soon, peace and order will be restored throughout Equestria. Even now, my capable forces, led by Commander Spike, are striking back at the rebel insurgents. Commander Spike brought swift justice to the rebel terrorists by destroying their base of Cloudsdale and capturing their leaders. The pitiful remnants of the resistance have now scattered to the outlying territories of Equestria, and I have personally banished their leaders to the moon. Law and order will soon be restored to our beloved Equestria. They may have been the first, but they will not be the last to rise against us. Trust me when I say that all who oppose me will die, and in their death they shall be reborn as loyal citizenry."

The Queen paused, "Those that stayed loyal to Equestria, I thank you. To any foalish enough to go against me: know me and fear me. My embrace is for all and is patient but sure. The dead can always find you. My hoof is everywhere - there is no door I can not pass, nor guardian who can withstand me."

As the illusions faded, a great sense of dread spread across Equestria. Things were never the same after that night. When the alliance of griffons and dragons attacked, the Queen used it as an excuse to make many amendments to Equestria's constitution, all in the name of security. As a totalitarian despot, the Unliving Queen wielded absolute control over Equestria and everypony who lived within it. Despite her promises of peace and harmony, she built one of the most powerful military forces the world had ever seen, primarily for the purpose of enforcing her rule over all others.

Unfortunately for the Queen, Equestria is a land of heroism, and all good things must eventually come to an end.

Back in the present, the ponies were contemplating the situation. The Star Swirls were reading over Future Twilight's journal. They turned the page to the final entry and flipped through the rest. Future Star Swirl sighed, "Blank."

A thought crossed Princess Celestia's mind, "Go back, please." They flipped through the journal again. Celestia began to cast a spell and a golden glow radiated from the book. As it dissipated, words appeared on the blank page. Celestia smiled, "Old trick, invisible ink."

"Congratulations Twilight, for figuring everything out. I thought for sure Cadenza was an evil imposter, the alicorn princess from Hearts and Hooves Day, corrupted and using some foul magic against our brother. Especially once her illusion was dispelled. But I was wrong. I tortured and tried to murder one of my oldest friends, yet I feel nothing. Watching your little Forelock Hooves detective roleplaying made me realize something, I can't let what's happened to me happen to you. Your youthful exuberance, charming naivete... I refuse to allow there to be a chance for you to become like me, Twilight. The Cadenza Crisis may have been averted, but who knows what else may arise and imperil you? As you yourself said, this all began with the horse shades. I've been hearing voices. The Death Knights of Westmarech. They whisper in my mind, they promise me there's another way. I am going to take it. Twilight Sparkle, please know that whatever happens, I am doing this for you. To the rest of you, stay the hay out of my way, or you will suffer."

The ponies looked at each other, fear in their eyes. Celestia sighed, "Of course you know what she intends, Star Swirl?"

The old wizards nodded, "The Unliving King." The rest of the ponies in the room except Luna looked on in confusion.

Celestia gave them a weak smile then explained, "Long ago, in the kingdom of Westmarech, there was a magical plague that claimed the lives of almost everypony living there. The king's three daughters survived, determined to bring back their parents, friends, and neighbors. They meddled with unholy magic, not meant for pony hooves. Eventually, at the cost of their own souls, they were able to bring back their father, but he was an undead abomination. In life, he had been a powerful magic wielder, his powers grew and he became a master of the unholy arts. He raised his fallen subjects and formed an army of the undead. He was convinced that the neighboring kingdom of Maneduras had unleashed the plague upon his kingdom, and he sought vengeance upon them."

Celestia used her magic to display an image of a great battle as the undead Westmarech army surged against the gates of Maneduras. "My sister and I rallied an army of our own, and with the powers of the Elements of Harmony, we pushed the undead back into Westmarech, saving the citizens of Maneduras. However, the Unliving King had grown too powerful. Even the Elements could not stop him. His princess daughters on the other hoof, while powerful, were able to be cleansed by the Elements. Their own father murdered them in his fury, and from their tears and our magic my sister and I created the Nether Crystal. We impaled the crystal in the King's head and its powerful magic left him dormant, trapped in his own body. His daughters later rose back from the dead as the Death Knights of Westmarech, but we defeated them and imprisoned them in Star Swirl's tower, where they have been mostly forgotten."

"Until now," Past Star Swirl said. He turned towards his future self, "Well old top, you helped fix my mistake, I shall try to fix yours." Past Star Swirl picked Twilight's journal back up. "Hmm, she met a unicorn on the way to the tower, a unicorn named Silver Shock. This unicorn had strange, recurring dreams involving Twilight and the tower. Twilight wrote that they thought the dreams were only to help the two meet and warn them about the True Hearts in the tower, since the unicorn proved vital in keeping Twilight alive through the ordeal. However, I fear Silver Shock's role has not yet been played. Especially considering that the Twilight from your timeline is now trying to free the Unliving King."

Future Star Swirl stroked his beard, "Hmm, but the Silver Shock in this timeline shouldn't be aware of any of this."

Past Star Swirl nodded, "Indeed. Which is why I am going to go get the Silver Shock from your time and try to stop the future Twilight before she unleashes the Unliving King."

Celestia raised her eyebrow, "You realize that is incredibly dangerous, don't you? The future Twilight's powers have grown immensely. She's already becoming a death knight, which in addition to her normal strength means even you won't be able to stop her."

Luna pointed around the damaged room, "Just look at what she did here."

Past Star Swirl shrugged, "It must be done. If I fail, my future self will still be here to help you. I've already endangered the world once, I'm not going to stand idly by and let it go to hay again." Past Star Swirl pulled an hourglass from his robes, "I shall return when the sand in this hourglass runs out. If I do not, then you will know I have failed and you shall have to try a different strategy."

Past Star Swirl bowed and threw a potion at his feet, disappearing in a cloud of blue smoke. When he opened his eyes he was in Star Swirl's tower. He moved through the halls with purpose, collecting power enhancing artifacts so he could jump between dimensions and enter the other timeline. His preparations complete, he began performing the arcane rituals required for the spell. After several hours, he shielded his eyes as a blinding light surrounded him. When he cautiously opened his eyes he found himself in Star Swirl's tower, except this time he was surrounded by ponies, some of which he had just seen in Canterlot Castle.

Past Star Swirl laughed, "Princess Luna, I was just talking with you."

The ponies excitedly asked if he had been successful. Past Star Swirl sighed, "Yes... and no. Which one of you is Silver Shock?"

Silver Shock raised her hoof, "That's me."

Past Star Swirl nodded, "Excuse us, friends." He used his magic to teleport himself and Silver to his living quarters. "Your friend Twilight Sparkle is in trouble. She's become evil, and intends to free the Unliving King and take his powers for her own."

Silver Shock's look of terror confirmed that she knew the stories of the King. Star Swirl gently stroked her mane, "Don't worry, my young friend. I have a plan..."

Princess Celestia stood strong as the sand in the hourglass flowed, hoping to inspire her subjects. In her mind, however, she was just as worried as the rest of them. She thought to herself, "If Star Swirl fails, what then? The Nether Crystal? Yes. If we destroy it, the Unliving King dies with it. But when I faced the King in the past, he was nearly as strong as Luna and I, even the Elements couldn't defeat him! Twilight's power is immense already and if she were to be bolstered by the Unliving King... Wait! Twilight! That could work!"

Celestia looked around the room and saw Twilight Sparkle sitting with Shining Armor and Mi Amore Cadenza. Celestia walked over to them, "I need to borrow Twilight for a moment. If you will excuse us, Shining Armor, Cadence." Twilight stood and followed her master out into a courtyard.

Celestia grabbed on to Twilight and spread her wings, soaring into the sky above Canterlot. She cast a cloud walking spell on Twilight and landed on a cloud overlooking the city. Celestia laid down and motioned for Twilight to lay next to her. Twilight joined her master and asked with growing concern, "What is going on, Princess?"

Celestia smiled, "Can't an old mare enjoy some quality time with her apprentice?" Celestia chuckled, then grew serious, "Twilight, you know none of this is your fault, correct?"

Twilight nodded, "She may look like me, she may have the same name, but that other Twilight is not me. Not anymore. Did you see what she wrote in that journal entry? 'Stay the hay out of my way, or suffer?' That's not me. I could never say something like that to my friends. I mean, I guess I did kind of almost cause the 'Cadenza Crisis' for our time, but I also helped stop it.."

Celestia put her leg around Twilight and pulled her closer, "That you did, my perfect student. I just want you to know that you are not to blame for anything that happens. We will need to face your future self, and you may see some things that will break your heart. Just remember that none of it is related to you. You need to believe that, Twilight."

Twilight looked up at Celestia, "I'll try."

Celestia snickered, "Do or do not, there is no try."

Twilight rolled her eyes, "Fine then. I'll do it."

The two ponies laid there in silence, basking in the sunlight and admiring the view. A while later, Celestia looked up towards the sun and sighed, "Hourglass will be running out shortly, let's get back. Hmm, I have an idea..." Celestia let Twilight climb onto her back and carried her through the skies. They soared low through the streets of Canterlot, buzzing the populace. As Celestia neared Canterlot Castle, she looked back at the euphoric expression on her apprentice's face and smiled.

The ponies eagerly watched as the last of the hourglass' sand fell. The final grain hit the bottom and they looked around the room, eagerly searching for the Past Star Swirl. There was no sign of him. Fluttershy began to panic. Celestia raised her eyebrow and looked nervously at her sister. They waited for another half hour, still nothing.

Star Swirl pulled off his hat and held it over his breast, then bowed his head, a tear in his eyes, as he softly said, "Requiescat in pace." Fluttershy, Spike, and Pinkie Pie held each other and began to cry.

After a moment of silence, Celestia stomped her hoof and swore, "Damn!"

Luna hugged her sister, "So, the future Twilight hath become the Unliving Queen now. This does not bode well."

Twilight wiped at her eyes and looked at Celestia, "What do we do now, Princess?"

Celestia grinned, "The Elements of Harmony."

Star Swirl's brow furrowed, "The Elements? But you yourself said they had no effect against the Unliving King when you faced him?"

Celestia laughed, "No effect on the Unliving King. He was rotten through and through, consumed by vengeance, even murdering his own daughters. We are up against the Unliving Queen now. There is still good in her. Deep down, some part of her is still the pony I love."

Star Swirl shook his head, "She's more an abomination than a pony now. Her soul is as twisted and evil as her undead body."

Celestia held up Twilight's journal, "If she was truly gone, would she have wrote this? She's doing all of this for our Twilight Sparkle. To me, that means that somewhere inside her icy soul is still a scrap of goodness."

Luna nodded in agreement. Star Swirl stroked his beard, then said, "Well, I suppose we are running out of options. But our foe is a cunning and extremely dangerous pony."

Celestia nodded, then looked at her niece, "Cadence, are you well enough to battle?"

Cadenza rubbed at her chest, still sore from Future Twilight's torture, "Good enough. I owe that evil little rascal a couple of licks, too!"

Celestia smiled at Cadence, "Very well. Star Swirl, Luna, Cadence, myself, and our royal guards shall fight as a diversion against the Unliving Queen. Shining Armor, you will use your magic to protect Twilight Sparkle and her friends to ensure that they can activate the Elements of Harmony. Star Swirl, you will need to transport us to the Westmarech castle throne room."

Star Swirl nodded, "Okay everypony, hold hooves."

As Star Swirl began to channel his teleportation spell, Celestia cried out as unholy magic enveloped her. She felt herself slipping into unconsciousness, the laughter of the Unliving Queen echoing in her mind.

Celestia opened her eyes and rubbed at her horn. She immediately recognized where she was, the Westmarech throne room. Her eyes fixated on the throne and the robed figure seated upon it. The Unliving Queen was wearing dark robes emblazoned with softly glowing necromantic runes. On her head was a silver crown, embedded with the Nether Crystal, and on her hip she wore the scabbard of the Sword of Heaven, which she had claimed from Past Star Swirl.

Celestia grit her teeth and glared at the Unliving Queen, "Twilight Sparkle."

It had been decades since the Battle of Cloudsdale, and the Queen had fallen farther and farther into darkness. In her corrupted mind, she no longer believed she was Twilight Sparkle, whom she associated with weakness. A new personality had formed: cold, malignant, and cruel.

The Unliving Queen snarled, "That is no longer my name. You may call me 'your majesty.' The circle is now complete. When I left you, I was but a learner. Now I am the master."

Celestia laughed, "Only a master of evil, Twilight Sparkle."

The Unliving Queen growled, "Don't call me that name!"

Celestia laughed then charged towards the Queen. She clashed her horn against her former student's. Celestia gagged as the stench of death and decay from the Queen reached her nostrils. Celestia spread her wings and jumped into the air, then began to channel one of her most powerful spells, a beam of pure sunlight.

The Unliving Queen scowled and drew the Sword of Heaven, deflecting Celestia's ray. The Unliving Queen cackled at Celestia's look of astonishment and channeled her own magic, sending a meteor of unholy energy plummeting on top of Celestia. Celestia screamed and crashed to the ground as the unholy magic washed over her.

The Unliving Queen strode over to Celestia and smiled down at her. "Did you really think you could stop me? Do you even know whom you face?"

Celestia stared up at the Queen, "I know there is still good in you, Twilight Sparkle. I can sense it."

The Queen kicked Celestia in the face, "Silence! I told you not to call me that. Do you even know what I have accomplished? Can you even comprehend the level of power I have reached? You and your sister ruled well, Celestia, but you weren't omniscient nor omnipotent. You couldn't even save me. I am living," the Queen paused and laughed, "unliving proof of that."

The Queen picked up Celestia with her magic and carried her over to a giant gemstone orb. "Look, Celestia. Your former kingdom. Now it's mine." Celestia stared in horror as images formed in the scrying orb of Canterlot. Undead pegasi patrolled the skies as wraiths stalked the streets. The living ponies looked just as soulless as their undead guardians as they went about their day.

Celestia rubbed at her face where the Queen had kicked her and shook her head in disbelief, "Twi... Your majesty, this is insane. What have you done?"

The Queen laughed, "I did what you couldn't, Celestia. With my new-found powers, I gathered the ancient dead of the Frozen North then marched upon Equestria and took it for my own. Oh, you and sister fought well, but you were no match for me and my minions. Now that I rule, Equestria has never known such peace. Do you know why? Because none dare attack us! Oh, they tried, at first, but every failed attempt just produced more undead soldiers for my army!"

Celestia shook her head, "But look at the ponies, they aren't happy. They look just as dead on the inside as you do on the outside! How long has it been since you've seen a pony smile at you? Genuinely smile, and not out of fear? How long since a pony has hugged you? Or came to you for help with a problem? Or told you that they loved you?"

The Unliving Queen tilted her head, "What has any of that got to do with things, Celestia? Equestria has never been safer that is has been under my icy hooves. Is it my fault that the namby-pamby ponies don't fawn over me like they did to you? Nopony loves me because I do not allow them. I command them, and they obey."

Celestia sighed, "Leadership is about maintaining a delicate balance between pushing and guiding. The genuine leader leads. She mentors. She guides. She sets examples. She mediates, and she adjudicates. She makes decisions. But, whatever else she does, she does not merely command. You need to care for your subjects. Pay attention to their interests, even if you have to fake it. They need to know that you really care about them. Their morale is your morale, and from what I see, their morale is non-existent."

The Unliving Queen laughed, "Hah! Oh, you're serious, aren't you? You realize I could rule the world if I so desired. My undead legions would swarm over the land, felling any who dared stand against me, until all bowed before me! And I wouldn't give a hoof if nopony loved me, or wanted to hug me, or came crying to me with their problems, because nopony can stop me!"

Celestia shook her head, "Maybe Star Swirl was right about you. But know this, Queenie. Don't be too proud of this unholy utopia you've constructed. The ability to rule the world is insignificant next to the power of friendship."

The Unliving Queen's laughter rebounded off the walls of the throne room. "Don't try to frighten me with your foalish ways, Celestia. Allow me to show you just what your sad devotion to 'friendship' really achieved for you!"

The Unliving Queen turned Celestia around and carried her alongside her as she walked towards the front of the throne room. Celestia's eyes went wide. The Unliving Queen pointed towards a pile of ash and clothing, which Celestia immediately recognized as Star Swirl's hat and robes. "Star Swirl was first. Couldn't let that old wizard meddle with my plans."

The Unliving Queen laughed and whirled Celestia rapidly through the air, sending a pillar of ash into the air. "Your guards died well."

The Unliving Queen kicked another pile of ash and Celestia watched in horror as Luna's crown rolled across the floor. "Then I killed Luna. I always liked Luna."

The Queen picked up another crown with her magic and held it in front of Celestia, "Oh, you may be glad to know your niece is still alive. She is... not well, but she is alive. For now. In my dungeon. Hmm, I wonder, just how long can an alicorn live? Perhaps her screams will comfort me for eternity." The Queen looked at Celestia's face and began laughing at her tears. "Oh, come now, Celestia!"

The Queen moved Celestia towards a doorway, inside she saw Shining Armor's body splayed out on a table, "Shining Armor of course was not too keen on his fiancée being tortured forever. I shall raise him later as my own death knight."

The Queen moved Celestia towards her, and forced Celestia to look into her eyes, "Now, let me show you the 'power of friendship.'"

Celestia found herself moving through the air once more and her eyes went wide and her jaw dropped as she was forced to look at six more piles of ash, the mortal remains of the wielders of the Elements of Harmony. The Queen walked over and picked up their Elements with her magic, parading them in front of Celestia.

Celestia stared in disbelief and whispered, "And I'm next?"

The Queen laughed, "No, Celestia. You were last." Celestia looked on in horror as she was brought over another pile of ash, this one containing her own crown.
Celestia was sobbing, the Queen brought her over and ran her hoof through Celestia's beautiful, flowing mane, "There, there, old mare. I summoned you here for a reason. Don't try to stop me. You can't. Just let everything happen as it is meant to be. Now, begone!"

Celestia gasped as she fell onto the ashes of herself, and shut her eyes as the Queen's unholy magic surrounded her once more. When she opened her eyes, she found herself back in Canterlot Castle as Star Swirl prepared his teleportation spell.

Celestia yelled, "Halt!" and grabbed Star Swirl's tail with her magic, pulling back and knocking him off balance, interrupting his spell.

Star Swirl looked back, "Princess, what's wrong?"

Tears ran down Celestia's face, "I just had a little run in with the Unliving Queen. Sometime in the future, she takes over Equestria and rules it with an iron hoof. It is truly awful. She summoned me there as a warning. This... doesn't end well for us."

Luna hugged her sister, "What can we do now, Celestia? The Elements failed?"

Celestia sighed, "I.. I don't know. I'm not sure exactly what happened, but we were all defeated, killed... But when I met with her, I could still sense the goodness in her. It was.. not much, but it was still there. The Elements may still be able to stop her, we just need a different plan."

Luna rubbed her horn on her sister's to comfort her, "The Nether Crystal?"

Celestia smiled at her sister, then frowned, "She has it with her. Embedded in her crown. I fought against her, I'm...I'm not sure if we'd even be able to wrest it from her grasp. She is frighteningly powerful."

Star Swirl walked over to the window and stared out at the city. The bustling capitol of Equestria, the kingdom his apprentice Clover the Clever had helped create. The kingdom he had vowed to protect at any cost. "There is one way we can end all of this, Princess. Nostrildamus, the mysterious keeper of time, could be of assistance. I could beseech him to use his temporal powers to eliminate the timeline myself and the Unliving Queen are from, thus preventing her from ever returning here."

Star Swirl was referring to an ancient Earth pony, Nostrildamus, that had been granted extraordinary abilities to manipulate time itself. Not much was known about Nostrildamus, as few ponies possessed the sorcery skills to travel to Nostrildamus' magical realm where time did not transpire. Star Swirl knew that Nostrildamus had a divine duty to police the timelines, ensuring that there was always one 'true' timeline that adhered to the prophetic visions that Nostrildamus foresaw. Nostrildamus' very existence was mostly unknown throughout the world, and even Star Swirl's knowledge was limited to what he had learned from but a few visits with the mysterious prophet.

Celestia tilted her head, then furrowed her brow. "That is a dangerous path you seek to tread, Star Swirl. We know so little of Nostrildamus, and wouldn't you be at risk as well?"

Star Swirl looked back over his shoulder at Celestia. "What did my past self say to me, 'This was my problem?' He was right. I did cause this. It is all my fault. I am prepared to pay the price my foalishness has cost."

Luna looked concerned. "If we are indeed in the true timeline, then this timeline's Star Swirl was already lost, we can't lose you too."

Star Swirl shook his head. "I've made up my mind." He glanced at Twilight Sparkle and winked, "Besides, the future seems to have some very capable hooves to look after it in my absence."

Twilight was confused, "Um, anypony mind explaining what exactly is going on?"

Star Swirl pulled off his hat and set it upon Twilight's head, "I'm afraid it is time to play my ace in the hole, the ultimate fail safe when it comes to time travel related mishaps. I must go to the Time-Lost Sanctuary of Nostrildamus. He has the power to eradicate all alternate timelines except for the one true timeline that he has prophecized. I may cease to be, but so will the Unliving Queen, and all shall be back to normal for you fine ponies."

Twilight pouted. "How do you even know this is the one true timeline?"

Star Swirl held up his hoof and cast a conjuring spell, summoning a large, dark blue crystal into his grasp. "This is the Crystal of Time, it records all temporal disturbances, such as the usage of time travel magic."

Star Swirl grasped the crystal in his mouth and swiftly drug it across his hoof, as if lighting a match. The crystal began to glow and ribbons of glowing text began to play out across its surface. The text was lists of dates and times, incidences where temporal magic had been detected in this timeline.

Star Swirl offered the crystal to Twilight, who eagerly investigated it. "By studying the recordings of the Crystal of Time, a Star Swirl such as myself can quickly deduce whether our actions have brought us to the 'proper' timeline. It took me a while to find a way to accurately judge this, but I eventually found a method. Before engaging in any time travel antics, I will cast a series of spells to cause temporal disturbances for the Crystal to detect. Once the time travel is completed, if I see those recordings on the Crystal still, then I know my actions had no effect. If I do not see them, then I know I have been brought into Nostrildamus' timeline."

"Does this mean we do not have free will?" Rarity asked, concerned. "If this one timeline is the only thing that matters, then do our choices mean nothing?"

"A very good question, Rarity. Let me explain it as Nostrildamus explained it to me," Star Swirl replied. He conjured up a piece of rope and magically held it in the air. He pointed towards the left end of the rope and called it the beginning, and the right end he called the destination.

"Nostrildamus told me he was tasked with ensuring that one timeline persists and reaches the prophecized destination, whatever that may be," Star Swirl said. He used his magic to manipulate the rope, tying knots in it and making loops. "The journey does not matter, so long as the end result is what is desired by the Powers That Be. While the concept of destiny and fate is a little peculiar for us ponyfolk, given the magical nature of our special talents and all, you still have the power to choose how you live that life. You, Rarity, could have decided to live in Canterlot instead of Ponyville for instance."

"How would things change if I did move to Canterlot?" Rarity asked.

Star Swirl smiled broadly. "That is precisely the kind of thing I have dedicated most of my life to. When did you make this decision? Before you met all of your friends, or after? What major events had unfolded? Let's say it was fairly recently, and you got an offer you couldn't refuse by one of your elite contacts in the fashion industry. Would your friends regularly visit you? If so, how would that affect things? Twilight Sparkle would have seen her brother and not flipped out near as badly about his wedding. Perhaps Rainbow Dash would have met some of the pegasi she admires and helped advance her dreams of being in the Wonderbolts."

Rainbow nudged Rarity. "Hah! I'll help you pack if that'd be the case."

Star Swirl twisted the rope. "It's the little things like that that I find highly interesting. How badly would this effect the timeline? Would it have a snowball effect and drastically alter the future?"

"So, what if Rarity moved to Canterlot, and it led to events that didn't adhere to the goal of Nostrildamus' timeline?" Twilight asked.

Star Swirl pulled a thread out of the rope. "Then it forms an alternate timeline, like the one I and the future Twilight came from. This happens more often than you think, why else would the Powers That Be need Nostrildamus, after all. For instance, Applejack, when you were young you had the opportunity to live with your aunt and uncle in Manehattan. You weren't happy there and so you moved back home. However, in an alternate timeline you did stay in the big city, resulting in many changes to the course of history. You living in Manehattan instead of Ponyville has many repercussions, but if I recall you first met Twilight at an Apple family reunion. Even the Manehattan Applejack would have attended, giving her a chance to meet up with her friends and still claim her destiny as a bearer of the Elements of Harmony. Sometimes things are just destined to occur, no matter what choice you made."

Star Swirl pulled more threads from the rope. "So, there's the alternate timeline where Twilight and I came from, an alternate timeline where Shining Armor did not want to marry Cadenza, an alternate timeline where Princess Celestia didn't have it in her to banish Nightmare Moon, an alternate timeline where Pinkie Pie never left her rock farm, an alternate timeline where Fluttershy never was bullied as a filly, an alternate timeline where Twilight chose not to live in Ponyville, an alternate timeline where Clover the Clever and the other Founding Mares were all frozen by the Windigos - meaning Equestria does not exist..."

Star Swirl wrapped one of the threads around the rope. "Sometimes these alternate timelines are allowed to interact with the one true timeline, almost exclusively as a result of time travel magic."

Star Swirl conjured a magical blade of energy and swiped it through the loose threads, severing them from the rope. "To help protect the integrity of the primary timeline, Nostrildamus has the power to eliminate these alternate histories if needed, preventing them from any interaction. You would not want an evil Celestia or super powered Nightmare Moon from an alternate reality to run rampant, after all."

"If eliminating the Unliving Queen's timeline is part of Nostrildamus' goal, wouldn't he do it anyway?" Pinkie asked.

"Not necessarily. As I mentioned, the destination is all that matters, not the path. If whatever outcome Nostrildamus seeks is still obtainable with an Equestria imperiled by the Unliving Queen. then he may not interfere. He serves neither good nor evil," Star Swirl replied.

"Well if you ask me this Nostrildamus feller sounds pretty spooky," Applejack said. "Somepony with the power to manipulate reality like that, and we don't really know nothin' about this grand plan that he's workin' on or what his motives really are."

The ponies nodded in agreement with Applejack.

Before the others could protest further, Star Swirl smashed a potion at his feet and disappeared in a cloud of smoke as he teleported himself to the magical realm where time did not progress, the location of Nostrildamus' sanctuary. He found himself standing in a grassy field before a modest manor. He had only been to this realm on a few occasions, and it never failed to disturb him. Clouds hung motionless in the breeze-less sky, and he could even see the hoof prints in the grass from his previous visits as the blades of grass were forever frozen where they had been pushed down.

Star Swirl gazed upwards into a sky where the sun never set and sighed as he walked towards the manor's entrance. "I suppose I've lived a good life, time to make sure everypony else can too..."

The manor was eerily silent as Star Swirl entered, the sounds of his own hoofsteps on the stone floor echoed around the corridors like a rifle's crack. The Time-Lost Sanctuary never looked the same way twice, the magics that created it always rearranged it based on events that had effected the timeline, with Nostrildamus' writing chamber being the only room unaffected. Enchanted tapestries with scenes from throughout history were hung along the hallways, providing visitors with a glimpse of events from Nostrildamus' era to the present. Just like the manor's floorplans, these tapestries were magically altered and created based off the timeline.

Star Swirl birskly walked through the halls of the Time-Lost Sanctuary, mentally preparing what he would say to Nostrildamus. His pace slowed as he caught one of the tapestries out of the corner of his eye. He turned to get a closer look and frowned. The tapestry showed himself lying prone with the Unliving Queen standing triumphantly over him, her hoof on his neck. The crowns of Princess Celestia and Princess Luna hung in the Queen's magical grasp.

Worried, Star Swirl continued onwards, finally arriving at a great hall. There were mountains of rolled up scrolls, and at the other side of the room he saw Nostrildamus himself. The ancient Earth pony wore dark brown, ink-stained robes, which concealed his cutie mark of a crystal ball and a quill. His blonde mane and violet coat were spattered with ink stains. Nostrildamus sat writing upon a never-ending scroll with his right hoof, while he furiously wrote down his quatrain predictions with the left.

Star Swirl took a deep breath and stepped into the hall and approached Nostrildamus. As he neared, Nostrildamus said, "The answer is no."

Star Swirl raised his eyebrow. "Beg pardon? Sir, I haven't even asked anything yet!"

Nostrildamus continued writing without a glance towards the unicorn, "Do you forget who I am, Star Swirl? I have foreseen this conversation."

"Then you know I seek your help in order to defeat the Unliving Queen," Star Swirl snapped. "You know she is too powerful for us, and that she is just as I am, from an alternate timeline. I implore you, use your power and send us both back into the void."

Nostrildamus chuckled. "Your valor is commendable, Star Swirl the Bearded, but the answer remains no."

"I don't understand," Star Swirl said.

Nostrildamus' hooves continued to write as he looked over his shoulder at Star Swirl. "Everything is proceeding as I have foreseen."

"Then you have foreseen that the Unliving Queen rules over Equestria?" Star Swirl asked.

Nostrildamus shook his head. "Of course not, not in this timeline anyway. She will be defeated with time. However, just as yourself, she has a role to play in future events. Which is why I can not fulfill your request."

"This fiend has a role in future events?" Star Swirl angrily asked.

"Indeed, she does, many of us do. Soon, prophecies shall be fulfilled and events shall transpire that were foreseen millennia ago by myself and other prophets of the Powers That Be," Nostrildamus said. "Do you know why I do what I do?"

"You police the timelines, ensuring that there is always one true timeline that adheres to the visions shown to you by the Powers That Be," Star Swirl answered.

Nostrildamus smiled. "That is indeed what I do, but I asked you the reason why."

Star Swirl shrugged. "To prevent time travel related mishaps?"

"Yes, of course, but that is only part of why I do what I must," Nostrildamus solemnly said. He rolled a crystal ball to Star Swirl. "Let me show you what I mean."

Star Swirl curiously gazed into the crystal ball and furrowed his brow as a vision formed of a crowded restaurant in Las Pegasus. Star Swirl placed his hooves on the crystal ball to manipulate it and the vision changed to show the restaurant's sign, which featured a very familiar face - the unicorn Trixie, who had aided Star Swirl and Twilight in their original timeline. Star Swirl read aloud, "The Great and Powerful Trixie's Pizza Coven. Hoof-made enchanted pizza." He shifted his gaze towards Nostrildamus. "The Trixie of my timeline did not own a pizzeria. What is this I am seeing?"

"That is an alternate timeline, Equestria #432158. In that timeline, the series of decisions and events unfolded so that ultimately the result, among other things, is that the unicorn known as Trixie became a celebrity chef with a world renowned restaurant."

Star Swirl rubbed his hooves against the crystal ball and the vision shifted to the interior of the restaurant. Every seat was filled and a host of waiters and waitresses wearing copies of Trixie's trademark magician's hat and cape tended to their guests. Dark clouds bobbed overhead, refilling glasses with Trixie's famous drinkantations - smoothies infused with magic that made them taste like your favorite flavors. He guided the vision towards the kitchen/stage, where Trixie was putting on a show as she made the orders. Balls of pizza dough floated through the air, transforming into various shapes as Trixie magically knead them and flattened them into perfect circles of dough. Rivers of tomato sauce lazily oozed through the air, as storm clouds exploded and rained pizza toppings onto the dough, followed by blizzards of cheese. The customers clapped and cheered as Trixie merrily smiled, basking in their adoration.

Nostrildamus waved a hoof towards the crystal ball and the vision of Trixie's pizzeria blinked away, revealing Trixie in a much different setting. Sweat poured off her as she worked in the sweltering summer's heat, magically sawing planks of wood then hammering them into place as she constructed a complex wagon that could transform into a stage, a replacement for the wagon that was destroyed in Ponyville earlier in the year.

"Now what you see is Equestria #1, the timeline that I have sought to keep pure all these years, as instructed by the Powers That Be," Nostrildamus explained.

"Doesn't seem quite fair to poor Trixie," Star Swirl said.

"Agreed, however if Trixie was a successful chef instead of a down-on-her-luck magician..." Nostrildamus paused for a moment, "Things would not work out as we desire. As you know, I am one of the Ancients, one of the first generations of pony that were born upon this world. When I was but a blank-flanked colt, I was visited by the guardian of this world, Draco."

"Draco, as in the constellation?" Star Swirl asked.

"Yes, he is more than just an arrangement of stars, however," Nostrildamus replied. "Before his ascendance to the heavens above, Draco was a never-sleeping dragon, one of the first beings to exist in our world, born out of the harmony of creation. Unlike the majority of his descendants, Draco craved not to horde treasure but instead protected a magical tree that produced golden apples. The enchanted fruit from this tree granted immortality to their consumer, preventing them from aging and giving them eternal youth. Draco did not know of the apples' magic, but he could feel in his heart it was his destiny to defend them, but from what he did not know."

"Much blood has been spilled in the pursuit of eternal youth, I shudder to think of the wars that would be fought over that tree," Star Swirl said.

Nostrildamus nodded. "Indeed. Eventually, Draco encountered one of the few other beings that existed in the world at that time, a little pony filly named Primordia. Contrary to Draco, Primordia, who was the first of our kind, was born out of the chaos of creation."

Star Swirl frowned. "The foremother of the pony tribes was born of chaos?"

"Yes, which is how our tribes possess such varied, wondrous abilities, such as being able to wield incredible magic, walk on clouds, or cause plants to spring from the earth with but a touch of our hooves," Nostrildamus said.

Star Swirl slowly nodded. "I have seen ponies capable of feats that seemed impossible, but I suppose chaos can certainly cause the impossible to occur."

Nostrildamus continued. "Primordia was a scared, lonely, little filly lost in a massive, empty world. She had traversed the lands seeking out somepony, anypony, to befriend and eventually encountered Draco. She was terrified of the dragon, but the golden apples called to her like a beacon. She knew she had to have those apples. Their relationship started out rather icy, Primordia was scared Draco would devour her, Draco was scared Primordia was the threat he sensed towards the apple tree. Primordia began to regale Draco with tales of the world she had explored and as they conversed their fears died down and they became friends. To celebrate their friendship, Primordia used her powers of chaos to create a mate for Draco from the rocks and earth. Unfortunately for Draco and his mate, this friendship came to a crashing halt as soon as Primordia took her first bite of a golden apple."

"I guess our obsession with apples and cider is genetic," Star Swirl chuckled.

Nostrildamus laughed. "Yes, however Primordia's was a craving far greater than any pony's since. Primordia became crazed and obsessed with the apples. Draco gave her one each day, but it was not enough, she wanted more, demanded more. As Draco gazed upon her scowling visage, he knew that she was indeed the threat to the apple tree he had been destined to protect against. The guilt was overpowering, but he stood his ground and told Primordia she was no longer welcome. Primordia was devastated. A simmering fury built up within her and the ground began to quake. The powers of chaos surged within her and she charged towards Draco and kicked him with all her might, launching the great dragon into the heavens above. Draco's mate fled with their clutch of eggs and left a trail of tears across the mountains in her wake, which left salty blocks of ice. Primordia eventually licked these salt blocks into shapes and used her chaotic powers to bring them to life. Ponies, horses, goats, sheep, cows, deer, and all the other ungulates that populate our world were created in this fashion."

"As Draco limply hung in orbit, the Powers That Be appeared before him and blessed him with their power. Draco was transformed into a living constellation and was sworn to be the guardian of our world. It was his duty to protect the Balance between harmony and chaos."

"Balance? The Powers That Be did not wish for a world of harmony?" Star Swirl asked.

"I will explain it to you as Draco did to me. If you wish to buy a cake, what do you do?" Nostrildamus asked.

Star Swirl thought for a second. "Well, if I can't just magically whip one up, I suppose I'd-"

Nostrildamus laughed and interrupted Star Swirl. "Magic is chaotic in nature, so you can see why the elimination of chaos would be bad, but please, continue."

Star Swirl nodded and glanced up at his horn. "I see your point. Anyway, if I wanted to buy a cake I would go to my favorite bakery and pick one out, or order one special in advance."

"Okay, now imagine if we lived in a world with no chaos, obsessed with order. There would be laws and rules to ensure that everything, and everypony, functioned appropriately. You might be required to perform a specific greeting to the baker, and perhaps you, in your old age, had a memory lapse and forgot. Well, in a society obsessed with order your punishment might be severe indeed," Nostrildamus explained. "Then, in the opposite world, one devoid of harmony and made solely of disorder, there wouldn't even be a bakery, there wouldn't even be a town. Nopony would be organized enough to have ever worked together long enough to create a settlement, let alone learn how to bake and start up their own business. There'd be no reason to, everypony and everything would just wander the lands as Primordia did in the beginning."

Star Swirl stroked his beard. "So, the best way to get a cake is in a world of Balance, where there is enough order for ponies to be able to work together in a society and set up bakeries, but also enough disorder so if I go to buy a cake and say 'Hello' instead of 'Greetings, oh illustrious master of sweets' I don't get hung, drawn, and quartered."

"Precisely. Draco and his acolytes like myself work to ensure that harmony always outshines chaos, but also ensure that chaos is never completely eradicated, lest harmony turn on itself," Nostrildamus proudly said.

"If Draco and ponies like yourself work to maintain this Balance, are there agents of disorder that oppose you?" Star Swirl asked.

Nostrildamus sighed. "Not exactly. By its nature, chaos is not an orderly force. There are proponents of chaos, such as Primordia, of course, and despite their lack of organization they still jeopardize the Balance. There are unwitting agents as well, under the influence of chaos, or harmony, but unaware of the role they play. Your 'Unliving Queen' is an example, but there are several hooves stirring that pot of evil."

"Then you must do what I came here to ask of you - destroy my timeline and erase the Unliving Queen and myself!" Star Swirl declared.

"I can not do that, Star Swirl, and my powers never 'destroy,' I merely seal the errant timelines," Nostrildamus replied. "I can unseal them as well, if you would like to pop in and grab a slice at Trixie's...."

Star Swirl frowned. "That won't be necessary, thank you. You mentioned that ancient prophecies would be fulfilled, and then told me about Draco and the Balance. Is it safe to surmise that these prophecies involve an upsetting of the Balance?"

"Yes, unfortunately they do," Nostrildamus sadly said. "Events are unfolding as we speak that will forever change our world. Do you remember the vision you saw of a future ruled by chaos?"

Star Swirl scowled. "I do."

"Your timeline did not have the luxury of my protection, and so it began to succumb to chaos. A challenge will soon be made against the Balance in Equestria #1, but not all of the key players are assembled yet. I cannot tell you much of the upcoming battle for I am forbidden by the Powers That Be, but know this: trust in your hearts, and the world - the Balance - will be safe."

Star Swirl vacantly stared into the crystal ball and watched Trixie work as he thought upon Nostrildamus' information. He finally said, "If Draco became the guardian of our world, what happened to Primordia?"

"After creating her 'children' from the salt blocks, Primordia returned to the golden apple tree," Nostrildamus explained. "She gathered the seeds and began to roam the world once more, eventually exploring the seas and finally settling on an uninhabited continent, the only place where the golden apple seeds would grow. There she remained alone, but not for long. Just as she used her powers to create Draco's mate and the ungulates, so too did she use them to create beings, what our tribes call demons, to populate her new home. These demons were not like the others she had helped create however; they were manifestations of emotions and feelings. For instance, Primordia once had a bad dream, so she in turn created a demon that fed off fear-inducing nightmares. Or, she was scared, so she made one that ate fear itself. Primordia and these new children of hers have remained there, for the most part, to this day, hidden from the mortal world under a powerful magical shroud."

A twinge of fear crossed Star Swirl's mind. "Demons? And you say some have escaped from this prison?"

"Prison is perhaps the wrong word to use," Nostrildamus replied. "The magic that shrouds the continent was created to keep others out more than it was to keep the inhabitants contained. A sort of quarantine if you will, for chaos infects those that dwell there. Before the shroud, one of Primordia's creations flew across the sea and laid waste to the developing ungulate societies. The survivors ended up hunting it down and destroying it and settled on the continent. With Primordia's influence, her two children - the ungulates and the demons - were eventually coerced into fighting an endless war due to the golden apples, A war that continues to this day. As to how they 'escaped,' one of the few remaining portals to the Netherworld, the magical dimension that parallels our own, can be found there. Some of the demons migrated to the Netherworld and settled there. From there they accessed our world, either through their own will or through the meddling of mortal mages, until the great crusades that destroyed the majority of the portals."

Star Swirl took a deep breath and closed his eyes as he sunk into thought. Clearly Primordia's lost continent would soon reappear, and with it the chaos that threatened the Balance, that much was clear. "Is there anything you need us to do?"

"Once you have dealt with the Unliving Queen, you had best do some research on the Netherworld and our tribes' interactions with the occupants thereof," Nostrildamus said. He turned and met Star Swirl's gaze. "The challenge you will have to face will not be pleasant. The ponies and other beings under Primordia's influence have been twisted, broken, and corrupted thanks to the never-ending war she helped create. Do not worry about what is yet to come, as I said before this has all been foreseen, everything is proceeding as it should."

"Then I must get back and deal with the Unliving Queen," Star Swirl said. "Don't suppose you'd like to tell me how that shall be achieved?"

Nostrildamus smiled. "Oh, if you could see the look on your face when you figure it out. Especially considering the kind of pony you are. I will tell you this, Star Swirl. It's been right in front of you the whole time. Trust in Princess Celestia's insights. Her wisdom rings thrice. Oh, one more thing: after you deal with the Unliving Queen, you must travel into the timeline that she created. There you will make a discovery of great import. Now, if you'll excuse me, I must get back to work."

Nostrildamus stomped his hoof and Star Swirl found himself back in Canterlot Castle. The ponies in the room lit up. Twilight joyously declared, "Star Swirl! You're back!"

Star Swirl smiled. "Indeed I am. How long was I gone?"

"Less than a minute," Twilight replied.

Celestia asked, "If you're here, then this plan failed I take it?"

Star Swirl nodded slowly. "Yes, Nostrildamus refused. He claims everything is going according to plan, which includes myself and the Unliving Queen being alive and well. Or undead in her case I suppose. We discussed a lot, which I will have to convey to you in private, your highness, but he was quite clear that whatever must be done to stop the Unliving Queen would be within our capabilities."

Star Swirl looked at Twilight, then glanced up. "Hmm, I seem to recall giving you my hat..." He grabbed his hat with his magic and several scrolls fell from the hat as he lifted it up. Star Swirl sat down and eagerly unrolled the scrolls, "Nostrildamus quatrains?"

Star Swirl began to read:

"Like a griffon will come the Queen of Westmarech,
Accompanied by those of Aquilon:
She will lead a great troop of winged ones and hooved ones,
And they will go against the Princesses of Equestria.

The cruel faction in the long robe
Will come to hide under the sharp daggers:
The Queen to seize Canterlot and the frozen place,
An army raised in the mountains to pass over the sea.

Upon the Queen of the dead speaking of wars,
Equestria will hold her in contempt:
Her head hung and legs bound,
Face pale, crystal hidden in her forelock."

Celestia looked over Star Swirl's shoulder. "It seems it has been foreseen that the Unliving Queen loses after trying to take Canterlot, and we know that we must use the Nether Crystal on her, and not simply destroy it. The question remains, 'How?'"

Star Swirl was thinking over the cryptic clues Nostrildamus had given him. "The kind of pony I am. What am I? A unicorn? A wizard? The answer was right in front of me the whole time... Right in front of me..."

Star Swirl glanced up and saw Celestia, Luna, and Twilight and her friends standing in front of him. "Celestia's insights and wisdom..."

Star Swirl clapped his hooves together and shouted in glee. "Hurrah! I know what must be done!"

Celestia beamed at him. "What have you discovered, Star Swirl?"

Star Swirl grinned back. "Nostrildamus gave me some clues. He said the answer was right in front of me, it had something to do with the kind of pony I am, and your insights and wisdom. What is right in front of me? The current and former wielders of the Elements of Harmony. What was your insight and wisdom, Celestia? That the Unliving Queen still has some good in her and that the Elements can be used on her. And what kind of pony am I? A unicorn wizard that is a master of time magic!"

Star Swirl chuckled. "Why did Nostrildamus refuse to merge the timelines? Because your Star Swirl is gone and we need the Elements," Star Swirl put emphasis on the 's,' "Not just one set of the Elements, we need multiples. 'She will be defeated with time' is what he said. I shall use my powers to bring the Elements and their wielders from the past. The Queen may be able to resist the power of one set of the Elements of Harmony, but not several at once!"

The gathered ponies clapped and stomped their hooves and cheered. Celestia asked, "How many Element bearers do you need to find?"

Star Swirl stroked his beard. "As many as I can get. Wait, Nostrildamus said something peculiar, he said your wisdom rings 'thrice.' I thought he just meant your theory about the Queen still having a shred of decency was very important, but now it makes sense. We need three then I suppose, and I can see all three right in front of me!"

Luna frowned. "But there are only two of us. My sister and I, and Twilight Sparkle and her friends."

Star Swirl shook his head, "Nay, there are three. You and your sister. Twilight and her friends. And Celestia herself."

Luna looked down. "Oh, right. When I was Nightmare Moon a thousand years ago..."

Celestia comforted her sister. "Star Swirl, do what you must. Let's get this over with, we still have a wedding to attend to, after all."

Star Swirl glanced at Shining Armor and Cadenza. "Ah, yes. I'd almost forgotten in all this commotion."

Applejack spoke up, "Well this is all well and good, but how are we gonna fight the Queen? I mean, I don't rightly know much 'bout this whole time travel bunkum, but don't we kind of need to beat her before she takes over Equestria?"

The room fell silent for a few moments. After a moment of thought, Celestia smirked. "She will come to us! Remember how she summoned me earlier? That means she must have some means of watching us as we speak. If she knows we are trying to defeat her, she will likely time travel back here herself in order to stop us."

Pinkie Pie coughed. "Why wouldn't she just go to sometime before we figured out her weakness and fight us then?"

Twilight used her magic and picked up the Nostrildamus scrolls. "A good question, Pinkie! However, if we are in the 'one true timeline' then the Queen is definitely going to come here to fight us according to these. 'Like a griffon' that means she should be flying here. 'Accompanied by those of Aquilon' Aquilon was an ancient name for the Frozen North, so that means the ancient dead."

Celestia smiled at Twilight, "Very good, Twilight. I agree, the Queen will come here and raise an army then try to take Canterlot."

Star Swirl nodded in agreement. "Then we have much to do. Princesses, ready your kingdom for battle. I shall retreat to my tower to retrieve your past selves."

All across Equestria, ponies headed to Canterlot, answering their princesses' call to arms as Celestia and Luna prepared to defend their kingdom against the undead legions of the Unliving Queen.

The Unliving Queen stomped her hooves as she stared into her scrying orb. "They think they can stop me?"

The voices in her mind murmured, she concentrated and isolated one of them, the Unliving King. His ghost appeared besides her. "You foal. You should have slain Celestia when you had her in your grasp. Why did you toy with her?"

"Because I could," the Queen snapped, "Nopony can defeat me. I don't care if they bring every Element bearer there has ever been, I will incinerate them all."

The Unliving King scolded her, "You foal! Surrender your mind and allow me to take over. The Elements of Harmony are no laughing matter. Your youth begets arrogance."

The Queen laughed, "You had your chance against Celestia, and you failed. I succeeded where you did not."

The Unliving King sighed, "I lost because I betrayed and murdered my own flesh and blood, consumed by my own desire for revenge. You on the other hoof, have a weakness of your own."

The Queen closed her eyes, listening to the voices. It was far weaker now, but she could still hear the voice of Twilight Sparkle. "I suppose you are right. What would you suggest?"

The Unliving King laughed, "Kill them! Strike them down, now!"

The Queen looked into the scrying orb and frowned, "But they supposedly received prophecies from Nostrildamus himself saying I would lead an army against Canterlot, and that I would be defeated."

The voice of the Unliving King dripped with sarcasm, "Oh, yes. Why don't you just time travel right back there and waltz into Canterlot Castle with your hooves in the air. That's a damn fine idea. Certainly shouldn't just vaporize them from where you stand."

The voice of Twilight Sparkle grew stronger, "Go back. It's your destiny to lose on that day. Not to rule Equestria with a reign of terror."

The Queen focused on Twilight's voice. "Look around you!" the voice exclaimed, "You know this isn't right!"

The Queen glanced around the room at the piles of ash, looked down at the necromantic runes on her robes, then stared at the undead flesh on her legs. The Queen sighed, "You're right, Twilight. But even you can see that under my reign, things have been good for Equestria."

"Remember what Celestia told you," Twilight said. "The ponies aren't happy. They may be safe, but nopony wants to live with their great-great-great-great grandfather's corpse flying around above them."

"But why would I give all of this up, Twilight?" the Queen asked.

"Because," Twilight's voice said, "if you recall, we were doing this for Twilight Sparkle. Look behind you again, you killed her, and our friends."

The Queen stared at the piles of ash. She felt something she hadn't felt in years - sorrow. The Queen gasped and clutched at her chest.

The voice of Twilight became smug, "See. Celestia was right, you do still have goodness within you. Me."

The Unliving King's voice intensified and seethed with anger, "Enough of this, stop listening to her! You grow weaker with every word she speaks. You know what must be done, so do it now before they destroy us!"

The Queen shook her head, continuing to stare at the ash. "Yes... what must be done. I shall go back and raise my army to attack Canterlot, as it has been foreseen. If I am to rule, then I shall prevail. If I am not, then I shall suffer, just as the ponies have suffered under me."

The Unliving King roared with rage, "Foal! Think of what you are giving up! If you do this, all will be lost! You are unfit for command, surrender your mind to me at once before we lose everything!"

The Queen snarled, "Silence! I see now that I have become just as petty as you. I killed my closest friends, my brother, even my past self!"

The Queen picked up the Element of Loyalty, "Rainbow Dash, the pony who had poured her heart out to me many years ago in Star Swirl's tower. Oh, how we used to stay up all night reading Daring Do adventures together..."

The Queen picked up the Element of Laughter, "Pinkie Pie... You were at times infuriating with your random insanity, but you always knew how to make me smile."

The Queen's stomach growled as she grabbed the Element of Honesty, "Oh, Applejack! Those apple pies, those apple pies you used to make, and all those appletastic treats your Granny taught you to bake. I can almost taste them, smell them... They were so good..."

The Queen looked down at her robes and sighed as she lifted the Element of Generosity, "Part of me is glad you're not here Rarity, you'd never let me hear the end of it if you saw what I was wearing. You always knew what looked great on me, and always gave us spectacular clothes without asking anything in return.."

The Queen picked up the Element of Kindness,"Fluttershy, you didn't deserve this. You were the nicest, sweetest pony I knew, and most ponies treated you like a doormat. I'm sorry."

The Queen lifted the final Element, her own Element, Magic. The Queen dropped to the ground and began to sob.

The Unliving King screamed, "No!" as his ghost and voice faded away, rejoining the swarm of voices in the Queen's head. The Queen was feeling emotions she hadn't felt in years. Grief, guilt. The Queen looked up and saw the ghost of Twilight Sparkle standing over her. "Twilight," the Queen said, "Look at what I've become! I'm a monster! I want my friends back!"

Twilight's ghost smirked, "And Celestia was right again, the power of friendship is absolute."

"What can I do?" the Queen asked.

Twilight's ghost laughed, "You know what needs to be done. Go back to the past, raise your army and march upon Canterlot. If you are defeated, none of this should come to pass and our friends will be fine."

"Can't I just surrender myself to them?" the Queen asked.

Twilight's ghost shook her head, "No, we must follow Nostrildamus' prophecy, unless you wish to remain as you are now."

The Queen wiped at her tears and gently set down her friends' Elements. "No... But how can I attack them? I don't want to hurt anypony, not anymore. I can see now that I have done more than enough harm..."

Twilight's ghost smiled, "Easy. You just have to fight them until you are defeated. Nothing says you have to go all out and be trying to kill ponies."

The Queen nodded, "So be it. I shall take one last look at my kingdom before I bid it adieu." Twilight's ghost smiled and nodded, then vanished.

Celestia's words haunted the Queen. She had never thought of it in the decades she had ruled Equestria. Did no pony really love her? She laughed, she knew that wasn't true, but she had to see what the populace really thought of her. She closed her eyes and focused her magic, teleporting herself into the marketplace of Queensport, a bustling trade center on Westmarech's coast.

She willed the voices in her mind to be silent and focused on the living ponies around her. She could almost taste the fear in the air as the ponies hit the dirt, bowing before her. She surveyed the mass of frightened ponies and picked up a little unicorn filly with her magic. The unicorn was quaking with fear, her heart racing and eyes wide with terror.

The Queen frowned, then remembered her unholy appearance isn't exactly pleasing to view. She focused her magic and cast an illusion over herself. Her flesh appeared healthy and no longer ashen and her eyes were an icy blue. The Queen made soothing noises and rubbed her horn against the little unicorn's. "What's your name, young one?" the Queen asked.

"M-m-m-m-moonstorm..." the unicorn said.

The Queen smiled at her, and shifted the unicorn to look at her flank, it was blank. "Well, little Moonstorm, do you have any idea how very lucky you are?" the Queen asked. Moonstorm's parents glanced at each other in fear. Moonstorm shook her head.

"You still get to experience the thrill of discovering who you are, and what you're meant to be," the Queen explained. "You could be a legendary explorer, a famous inventor, a champion ball player... Why, you could even be queen someday. Would you like that?"

Moonstorm rapidly shook her head, "N-no."

The Queen smiled, "Oh? Why is that?"

Moonstorm looked her squarely in the eyes and said, "Because you're evil and mean." Moonstorm's mother fainted. Moonstorm's father stood, "Please! Spare her, your majesty! She is but a foal, she knows not what she speaks!" The Queen glanced at him and he quickly hit the deck once more.

The Queen smiled at Moonstorm, "So tell me, if you were queen, what would you do?"

Moonstorm looked around, "I'd get rid of these scary monsters." The Queen focused her magic and Queensport's undead sentries disappeared in flashes of magic. "What else?" the Queen asked.

Moonstorm's face lit up like it was Hearth's Warming Eve. "Wow," she said, "you really got rid of the monsters?" The Queen nodded. Moonstorm sunk deep into thought, "I'd have a big festival for all the ponies where we could sing and have fun and eat cake without any monsters."

The Queen used her magic to pull a blank scroll, a quill, and a bottle of ink from her robes. She began to write, "Citizens of Queensport, you shall hold a great festival in honor of the little unicorn Moonstorm. Until further notice, Moonstorm is honorary princess of Queensport, and you shall do as she desires," the Queen almost instinctively wrote 'under penalty of death' but caught herself, "or else I, and this sweet little filly, will be sorely disappointed. Have fun." She pressed her hoof against it, leaving her sign, a glowing blue hoofprint. She then used a trick spell to produce several copies of the parchment, then set them down in front of the gathered ponies.

The Queen set Moonstorm down and focused on transforming herself into what had once been called the 'burning terror.' Over the years, she had perfected it, being able to transform at will, when once it had been an uncontrollable reaction that required extreme anger. Not only did it provide a substantial increase in power, but it also conveniently allowed the Queen to fly. The Queen's mane, tail, and hooves burst into blue flames and she soared upwards into the sky.

The Queen flew across Equestria, every city she visited was the same story: Ponies terrorized by the sight of her. The Queen teleported back to her castle, having seen enough. She paced around her quarters as the ghost of Twilight reappeared. "See? Celestia was right," the ghost said, "Your ponies do not like you."

The Queen nodded, "Yes. I can see that now. I thought I was protecting them from harm, but it was I that was harming them." The Queen toyed with her crown, "Well, since all of this will cease to be soon, I suppose I can go out on a high note."

The Queen shut her eyes and focused on the voices, "I want you all to leave your posts and retreat into the wastes of the Frozen North. Leave the living alone."

The Queen called for her majordomo, a swift, young pegasus. "Cinderwing, record this please. 'Citizens of Equestria, her majesty the Queen wishes for you all to enjoy a day of festivities. Eat cake. Dance. Sing. Play. Whatever you do, be happy. Signed, Queen Twilight Sparkle of Equestria.'"

Cinderwing raised his eyebrow and said, "Are you feeling alright, your majesty? You haven't used that name in decades."

The Queen smiled at her assistant, "Well, it is my name after all. Although it does feel peculiar saying it out loud. Anyways, I would like you to distribute that proclamation across Equestria."

Cinderwing bowed, "At once, your majesty."

The Queen stepped out into the hallway and gently nudged open a door across the hall. Tears welled in her eyes as she gazed into the room. The Queen sighed as she heard Twilight's voice nagging her in her mind, "Yes, yes. Let's get this over with."

"Remember," Twilight's voice said, "even though you're going to throw this fight, you need to put on a show for the ponies. They need to know you are a legitimate threat and that your defeat meant something."

The Queen laughed, "Oh, don't worry. I know just the thing."

Prince Blueblood walked nervously towards the gates of Canterlot. He slowed his pace to admire himself in a mirror. His golden armor shined to perfection. His royal red cloak immaculately draped over his body. He was looking good. Stoic unicorn guardsmen opened the gates with their magic as he approached. He thought to himself, "Of the days annoyances..." as a blast of icy wind swept through the opened gates and rustled his cloak.

Blueblood paused in the threshold and stared in amazement at the unholy forces arrayed before him. The Unliving Queen of Westmarech sat upon a chariot of bone, pulled by two skeletal griffons. In the sky above was a massive dark cloud pushed by undead pegasi, which the Queen had used to mobilize her forces. On the ground below her there was a horde of undead. Ghouls, ghasts, specters, wights, skeletons, revenants, phantoms, ghosts... all manner of corporeal and incorporeal abominations. The army bore the ancient banners of Westmarech, which snapped in the howling winds, the only sounds Blueblood could hear besides his heart rapidly beating in his chest.

Blueblood steeled himself and boldly strode outside the gate. He had been hoofpicked for this task by his aunt, and by Celestia, he was going to make her proud. The Unliving Queen's chariot descended and moved towards Blueblood. Chills ran up his spine as the Queen smiled at him. There was something about her that was familiar to him, even though her features had been distorted through undeath and with unholy powers. Yes, he knew this pony, but from where? She was somepony important, he knew. As he began going through the alphabet and thinking of all the ponies everypony should know, Blueblood suddenly whispered, "Twilight Sparkle..."

Fear overcame him, and Blueblood looked back towards the gates, only to see them pulled shut by the unicorn guardsmen's magic. Blueblood gulped and turned back towards the Unliving Queen. Blueblood sighed, then stood proudly as he addressed the undead nightmare seated before him. "Your unholy majesty, the gates of Canterlot have stood for eons beyond remembrance, and you shall not breech them now! Remove your foul abominations from our lands! We stand on the side of light! You shall not be allowed to reach Canterlot Castle! And that which you seek, will not be yours."

The Queen smirked, then bellowed, "Enough!" Blueblood quivered in fear, his armor rattling. The Queen smiled at him, then said, "I shall take your position into consideration."

Blueblood looked around nervously as the Queen sat back and struck a pose as if she was deep in thought. The Queen leaned forwards, her horn's magic glowing. Howling winds tore through the area, ripping at Blueblood's cloak as he struggled to stay on his feet. The Queen's horn ceased to glow and she held out her fore legs, her hooves burning with unholy blue flames.

A pair of fiery serpents sprung forth from the Queen's hooves and began to rapidly circle Blueblood. He vanished in a burst of purple magic as the flames closed in and erupted into a great fireball. The Unliving Queen began to laugh, "Well, it seems your terms... are not acceptable."

The Queen used her magic to pull an ancient war horn to her mouth and blew into it, it's mournful wail echoing amongst the mountainous passes surrounding Canterlot. As the sound of the horn faded, her undead army began to assault Canterlot, surging towards the gates. The Queen continued laughing as she watched her army flail against Shining Armor's forcefield.

Inside Canterlot Castle, Blueblood moaned and cried, "Oh, the horror!" as Rarity frantically checked him for injury. Content that the on again, off again stallion of her dreams was intact, Rarity turned to Twilight, "Gosh, Twilight, could you have waited a little longer to teleport him out of there?"

Twilight frowned, "Sorry. I was just so amazed at what she has become. I mean, she used to be just like me, now she's some crazy undead thing attacking Canterlot." Twilight's friends laughed.

A pegasus wearing a Wonderbolts flight suit approached, "Rainbow Dash, Fluttershy? Come with me, please."

Rainbow Dash recognized him, "Hey, Soarin'! What's up?"

Soarin' grinned, "We're gonna go cloud bustin'."

Soarin' led them into a chamber where a group of pegasi had been gathered. Spitfire, captain of the Wonderbolts, stood by a blackboard which had a drawing of the Unliving Queen's dark cloud.

Spitfire nodded at the newcomers, "Looks like we're all here. Alright, ponies. We've been tasked with knocking out the Queen's cloud base. Our weather factory scientists have analyzed it and they believe they have found a weak point."

Spitfire held up a vial containing an orange liquid, then pointed to the blackboard, "According to our scientists, if we can deliver a vial of this stuff at the proper velocity to this precise location, the entire cloud will destabilize and fall apart."

Spitfire picked up a piece of chalk with her mouth and began marking on her diagram. "However," she said, "the approach will not be easy. You are required to maneuver through this trench, zig-zag through these turns, and skim the surface to this point, while maintaining a speed of no less than ten wing power. The target area is only a foot wide. Expect heavy defense from undead pegasi and other risen horrors as well as flak from undead unicorns on the surface."

A pegasus raised her hoof, "This sounds impossible!"

Rainbow Dash giggled, "No different than flying through Ghastly Gorge."

Spitfire wrote a list of names on the board, then put down the chalk. She turned to the pegasi and said, "We will split up into groups of three to make our attempts. Everypony else will be covering the group in the trench while they make their run. Any questions? No? Good. Check the board for your flight assignment, then meet me out in the garden." The pegasi eagerly crowded around the blackboard as Spitfire left the room.

Fluttershy pointed her hoof, "Look, Rainbow Dash, we're with Soarin'!"

Rainbow Dash pouted, "I wanted to fly with Spitfire. Oh well, at least we get to be with Soarin'."

Before heading to the gardens, Rainbow Dash and Fluttershy went back to find their friends. Prince Blueblood was alone, smoothing out his cloak. "Um, excuse me, your highness," Fluttershy said, "Where did our friends go?"

"They left with my aunts to help defend Canterlot," Blueblood said.

"Oh, thank you," Fluttershy said and turned to leave.

Rainbow Dash frowned at Blueblood, "Shouldn't you be out there too?"

Blueblood looked at her as if she was insane, "Are you serious? Just look at me, I am a mess! I can not go out there looking like this."

Rainbow Dash rolled her eyes, "Oh, okay then... Let's go, Fluttershy!"

The two pegasi flew off towards the Canterlot Gardens as Blueblood continued to fuss over his cloak.

Celestia and Luna stood on the ramparts over the gates of Canterlot, directing their forces. The image of the Unliving Queen appeared before them. The image smirked at them, "Where is Star Swirl? Fallen. Broken. He knows the truth now. I will be victorious."

Celestia shot a burst of magic into the image and dispersed it, "Ignore her."

The undead army was taking heavy casualties as the Canterlot defenders rained down upon them with blasts of magic and projectiles, yet more and more kept coming, throwing themselves against Shining Armor's forcefield. The ground troops cheered as Spitfire and the pegasi soared past and headed into battle.

Twilight Sparkle looked up at the dark cloud, "How many undead are on that thing?"

"A good question," Celestia said. Celestia held a spyglass to her eye and scanned the surface of the cloud. She handed the spyglass to Luna and pointed. Luna looked and nodded. "Change of plans," Celestia said. "Twilight Sparkle, Rarity, come with me. Luna, keep up the defense."

Celestia concentrated and her horn began to glow. A golden aura momentarily surrounded Twilight and Rarity, and when it faded they had sprouted gossamer wings. Rarity began to fawn over her wings. Celestia took to the air and Twilight followed, then looked back and rolled her eyes, "Rarity!" Rarity blushed and took flight.

Celestia scanned the skies and found who she was looking for. Spitfire and the pegasi were in the middle of an intense battle as they fought against a never-ending wave of undead pegasi. Celestia and the winged unicorns fought their way towards Spitfire, cutting a swath through the undead with their magic.
Spitfire kicked an undead pegasus in the wing, sending it spiraling towards the ground. She glanced around for another target and saw Celestia, "Princess! Thanks for the help."

Celestia nodded, "Spitfire, hold off on your attack. We need to seal the spirit rifts the Queen is using to reinforce her army."

Spitfire ducked as an undead pegasus swooped down and kicked at her head. It went spinning off into the distance as Rarity grabbed it's wing with her magic and flung it away. Spitfire grinned, "Thanks, kid! Just give us a signal when you're ready for us, Princess. Good luck!" Spitfire saluted and dove to help a pegasus that was fleeing from a group of the undead.

Celestia flew towards the location she had spotted earlier. A large pentagram burned on the surface of the cloud. and in its center was a dark portal. A constant stream of undead emerged from the portal. Celestia's horn began to glow and a bright bubble of energy surrounded her and the two unicorns. She turned and winked at them, then they flew towards the portal.

Through the portal, they found themselves in the spirit realm, a dark place the Unliving King had conjured up centuries ago which housed scores of the undead. The dead hissed and fled as Celestia ran forwards, her energy bubble burnt them as they came in contact with it. In the middle of a large room they found a giant crystal which glowed red.

"I'll keep the undead busy," Celestia said, "You two find a way to destroy the crystal!"

The image of the Unliving Queen appeared, "Foals! If you destroy the crystal, my spirit rift will consume you!"

Celestia dispersed the image again, "Don't worry, girls. Just destroy the crystal."

Twilight fired a bolt of energy at the crystal and her shot ricocheted around the room. Rarity ducked, barely avoiding the blast. Rarity focused her magic and tried to pull the crystal apart. Twilight grabbed it with her own magic, but the crystal wouldn't budge.

"Let me try this again," Twilight said as she channeled a spell. An even stronger bolt of magic ricocheted off the crystal and bounced around the room, scorching Rarity's tail. Rarity cried out and looked at her tail, then glared at the crystal, "Oh, it is on." Rarity leapt into the air and delivered a powerful flying kick to the crystal, which exploded into pieces. The shower of crystal shards covered Rarity's hair and coat and she admired them in the glow of Celestia's spell.

The image of the Unliving Queen appeared again, "That is not the only spirit rift. The flow of my legions will not stop."

Celestia dispersed the image and laughed, "Well done, girls. Looks like we have another one to take care of, let's go. Oh, you look lovely, Rarity."

Rarity beamed, "Thank you, your highness!"

As they left the spirit rift, the Unliving Queen appeared again and laughed, "You will find no comfort here. I draw closer to victory, Celestia. You are too late, just as you always have been." An undead dragon rose from the cloud and roared.

Celestia grit her teeth, "I'll take care of this, you two go find the spirit rift!" Twilight used her magic to teleport herself and Rarity past the dragon, and looked back and saw Celestia chasing the dragon into the sky, blasting it with a beam of sunlight.

The two unicorns flew over the surface of the cloud, dodging energy bolts from undead unicorns on the surface. Rarity pointed, "There it is!" Another burning pentagram and portal awaited. Rarity and Twilight looked back for Celestia, but she was still engaging the dragon. They turned back to the portal and gasped as the image of the Unliving Queen sneered at them. "You think to destroy the rift crystal?" the Queen said, "My minions will tear you apart!"

The two unicorns flew through the portal and cast simple light spells, which barely pierced the gloom of the spirit realm. They could hear things shuffling towards them in the darkness, they stood back to back, warily scanning the shadows. Rarity shrieked and kicked out as an undead pony lunged towards her. Twilight cast her teleportation spell as the swarm of undead converged on their position, ending up in a heap as their prey disappeared in a flash.

The unicorns found themselves in darkness again. Twilight asked, "How are we supposed to find this thing? We can barely see anything!"

An idea came to Rarity, and she cast her gem finding spell, "This way, Twilight!" The two ponies galloped into the darkness as the dead shambled after them and reached out of the shadows. The unicorns glanced at each other and grinned as another glowing red crystal came into sight. Rarity delivered a powerful kick, and was showered in crystal shards again.

"That was easy," Twilight said as she smiled at Rarity, then frowned as she saw the look of fear on Rarity's face. "What's wrong, Rarity?" Twilight asked.

"Look behind you, Twilight," Rarity whispered.

Twilight turned and saw the image of the Unliving Queen, the magical glow from the projection revealed a horde of undead that had surrounded the unicorns. The Queen smirked, "Heh. The spirit rifts are closed, but it is of no matter. Soon there will be nothing left of Canterlot. All of Equestria will be mine."

Twilight stared defiantly at her corrupted self, "No. It won't." The Queen smiled and waved her hoof, the undead horde began to advance on the unicorns. Twilight shut her eyes and focused her mind on the entrance to the spirit realm as she cast her teleportation spell. As the two unicorns escaped through the portal. it closed behind them. The unicorns smiled at each other and gave a high-hoof. The two unicorns took flight in search of Princess Celestia.

The undead dragon was more of an annoyance than a threat for Celestia. She had been channeling her powerful sunlight spell onto it for several minutes, all it could do was flee as its undead flesh sizzled. As Twilight and Rarity arrived, the dragon's luck finally ran out as the two unicorns held it still with their magic. With one final roar, the dragon gave up the ghost for the second time. As the dragon's body plummeted towards Canterlot, the image of the Unliving Queen appeared. "Every moment I delay you, I draw closer to my ultimate victory, " the Queen said. "Look beneath you and see the ruin of Canterlot."

The body of the dragon crashed into Shining Armor's forcefield. In a brilliant flash of light, a large gash was ripped through the protective barrier. As undead immediately began to swarm towards the hole, an Earth pony officer pointed and yelled, "Forcefield breeched!"

Luna stomped her hoof, "Intensify forward firepower, let nothing come through!" The Canterlot defenders turned their attacks towards the breech and let loose a murderous barrage of magic and projectiles, devastating the undead. Even with their reinforcements cut off, the numbers of the undead were massive, and more filled the vacant ranks of their fallen allies.

"We need to go help Luna defend the gates," Celestia said, "I'll signal Spitfire to begin their attack on the cloud!" Celestia looked around and saw the pegasi air battle, and fired three magical bolts towards the area, then flew towards the Canterlot gates to assist her sister.

Spitfire grinned as she saw Celestia's signal, "They're all clear! Let's blow this thing! Fleetfoot, Rapid Fire, on me!" The two Wonderbolts broke off and regrouped with Spitfire. Spitfire checked to make sure her vial was intact, "Soarin', we're starting for the target now, cover us! Accelerate to attack speed. This is it, ponies! "

Soarin' nodded, "I copy, captain! Rainbow Dash, Fluttershy, we're going to cut across the axis and try and draw their fire!"

The six pegasi peeled off and flew towards the dark cloud. As Spitfire lead her group into the trench, Soarin', Rainbow, and Fluttershy began to sweep over the surface, drawing the fire of the undead unicorns. Magical beams criss-crossed in the sky as the undead tried to blast the agile pegasi.

More undead arrived and the air became a hornet's nest with magical attacks flying every which way. Fluttershy screamed, "Heavy fire, Soarin'! Twenty degrees!"

Soarin' juked as a ball of lightning crackled in the air past him, "I see it! Stay low!"

Several of the undead had clustered into a makeshift artillery battery, and Rainbow Dash couldn't resist. "I'm going in!" she said, as she dove towards the undead unicorns. Rainbow scooped up a ball of the dark cloud as she zoomed towards the undead, skillfully dodging their defensive fire. At the last second, she let the ball of cloud loose and it smashed into the undead, scattering them into the air.

Rainbow cheered, "Ooyah! That got 'em!" and regrouped with her wingponies.

Fluttershy smiled at her, "Are you alright?"

Rainbow looked back, saw some of her feathers were slightly charred, "I got a little cooked, but I'm okay!"

Soarin' smiled back at her, then rolled to the left, dodging a blast of icicles, "Watch yourself! Heavy fire coming from the right side of the trench!"

Fluttershy glared down at the undead, "I'm on it!" In a twisting dive, Fluttershy flew towards the cloud and grabbed at the surface with her mouth. Rainbow Dash and Soarin' drew the fire of the undead as Fluttershy circled them with her makeshift rope. Fluttershy thought to herself, "One more pass..." as she weaved through the undead once more, she could feel the cloud straining against her bite. Fluttershy let go and exclaimed, "Yay!" as the cloud constricted around the undead and bundled them together, contracting back and slamming the undead against the cloud.

Rainbow Dash gave her a high-hoof as she returned, "Wow, nice job, Fluttershy!"

Soarin' laughed, "I guess the stories are true. Fluttershy can really fly." Fluttershy blushed

The Unliving Queen's image interrupted their celebration, "Foals. I think it's time for you to meet my new pets. I've been racking my brain trying to think of names for them. I was going to call them 'Straw-for-brains' in honor of you, but that seems immature. Maybe 'Pegasibane'? No, that's even worse. Tell you what, I'll give it some more thought, but in the meantime, enjoy!" The Queen smirked at them and the image vanished.

Soarin' frowned, "What the hay was that all about?"

The three pegasi warily scanned the sky, Rainbow Dash pointed towards two dark shapes coming at them fast, "Enemies incoming!" The Queen had unleashed the undead griffons that pulled her chariot, and they moved with unholy speed towards the pegasi, licking their beaks in anticipation.

A griffon swooped in and began chasing Fluttershy, Soarin' looked back, "Fluttershy! You've picked one up, watch it!" Fluttershy dove towards the cloud and looped back out into the sky, the griffon in hot pursuit. The undead griffon clawed at her legs, but missed. Fluttershy swung around and passed by Soarin', "He's on me tight! I can't shake him! I can't shake him!"

Fluttershy rolled into an Immelmann turn and dove towards the cloud again, but was unable to lose the griffon, who stuck close to her tail. Rainbow Dash saw her friend struggling and raced into action, "Hang on, Fluttershy! I'm coming in!"

Fluttershy and the griffon darted across the surface of the cloud, followed by a fast-gaining Rainbow Dash. Fluttershy pulled up and flew away from the cloud as Rainbow Dash chased the griffon. Suddenly. the griffon dove into the cloud itself and disappeared. Rainbow Dash snorted and glared at the surface of the cloud, looking for any sign of her foe. Fluttershy circled back, "Watch your back, Dash! Watch your back! Griffon above you, coming in!"

The second griffon had broken off from Soarin' and charged towards Rainbow Dash. Rainbow soared away from the cloud's surface as she spotted the new threat. The first griffon came roaring out of the cloud and joined the chase as Rainbow and Fluttershy high-tailed it back towards Soarin'.

The Wonderbolts in the trench were nearing the target. The griffons noticed them, and peeled off to deal with them. Spitfire glanced back at her wingponies, "This is it! Get your vials ready! Target's coming up!" Spitfire saw the griffons moving at them with incredible speed, she thought to herself, "Just hold them off a few seconds longer..."

The griffons closed in, Soarin', Fluttershy, and Rainbow Dash struggling to catch up to them. Spitfire was focused on the target, "Almost there..."

A griffon swiped at Fleetfoot's tail, she panicked, "I can't hold them!" The griffon grabbed at her tail again and got a firm hold, then dragged her back towards it. Fleetfoot screamed in anguish as the griffon smashed her in the head with its powerful fist. The griffon dropped the unconscious pegasus and smiled viciously as she spiraled towards the ground.

Rapid Fire juked to the side, tears welling as he watched Fleetfoot falling. Spitfire concentrated on the cloud, "Stay on target!"

The other griffon smashed into Rapid Fire, sending him hurtling against the wall of the trench. Spitfire glanced back and gasped as the griffons bore down on her. She let the vial loose and pulled up, "It's away!" Spitfire looped back and joined Soarin' and the others. She frowned as the cloud remained intact. "They came from behind! Lost Fleetfoot, lost Rapid Fire.... Damn. It didn't go in. It just impacted on the surface!"

The griffons dove into the cloud and vanished. Spitfire put her hoof on Soarin', "Get set to make your attack run." Spitfire dove back towards the cloud to save her fallen wingponies.

Soarin' watched Spitfire fly towards the trench, then turned to Fluttershy and Rainbow, "Keep tight, we're going in full throttle."

Fluttershy looked concerned, "At that speed, will we be able to pull out in time?"

Rainbow Dash put her hoof around Fluttershy, "It'll be just like Ghastly Gorge back home!"

Soarin' scanned the skies, looking for any free pegasi to help them against the griffons. He sighed and flew towards a mare that was rapidly flying in loops. "I can't believe I'm saying this, but Derpy Hooves, we need your help."

Derpy beamed at them, "Right-o, Soarin'! Hey, Rainbow Dash!"

Rainbow rolled her eyes, "Just don't get us all killed, Derpy."

Luckily, the air battle had been dying down and more, non-Derpy Hooves pegasi flew over to assist. Soarin' explained the situation, "Spitfire's team failed, we're going in next. There's still some scattered resistance along the trenches but we wiped out most of it. The biggest threat are two undead griffons. They move with unholy speed and can stick on you like mud on a mule. Be careful."

The pegasi nodded and flew off, patrolling over the trench as the three began to make their run. There was very little resistance until they neared the final stretch of cloud. The griffons burst from the walls of the trench and began to close in. One snapped at Fluttershy and ripped out of a beakful of feathers.

With her feathers gone, Fluttershy couldn't keep up. Fluttershy cried, "Oh, dear! I'm hit! I can't stay with you!"

Soarin' looked back, "Get clear, Fluttershy! You can't do anymore good back there!"

Fluttershy peeled off and headed towards Canterlot, "Sorry!"

The griffons watched Fluttershy depart and heard their master's voice, "Let her go, stay on the leader."

The two pegasi forced their bodies to accelerate even faster as the griffons closed in. Soarin' looked above them, "Where the hay is our cover?!" The other pegasi had been trying to help, of course, but few were as fast as Soarin' and Rainbow Dash, and Spitfire's group had included some of the swiftest flyers in Equestria, which were now licking their wounds and limping back towards Canterlot on a wing and a prayer.

Rainbow Dash kicked at the griffon's taloned hand, "Soarin', they're coming in much faster this time! We can't hold them!"

Soarin' looked back and snorted, "Rainbow Dash, take the shot! I'll bug out and see if I can get these damned things to follow me!" Soarin' rolled to the side and slowed down, coming up underneath the griffon and kicked it with all his might. Soarin' and the griffon went tumbling out of the trench.

The target was rapidly approaching, Rainbow tried to ignore the griffon threat and focused on the target. She could feel its icy breath on her tail, it was close now, preparing to bite. Suddenly the griffon let out an awful screech and Rainbow smiled as she looked over her shoulder. There was Applejack and Pinkie Pie grinning from ear to ear, flying in Pinkie's gyrocopter with a lasso around the undead griffon.

Applejack hollered, "Yeeehaaa!

"You're all clear, Dashie," Pinkie said. "Now let's blow this thing!"

Rainbow smiled and looked back towards the target, "Three.. Two.... One... Now!" Rainbow tossed the vial and pulled up out the trench as the cloud started to rapidly deteriorate. For good measure, Rainbow Dash soared high above the cloud and dove, achieving the speed necessary for the sonic rainboom. The dark cloud disintegrated in a massive rainbow explosion as Rainbow Dash drew a lightning bolt in the sky with some nearby clouds. Rainbow Dash, Applejack, Pinkie Pie, and the pegasi flew triumphantly back towards Canterlot. The ground forces cheered and charged at the remaining undead, which were dazed from the explosion.

The Unliving Queen's throne of bone had shattered in Rainbow Dash's explosion, slicing her face with shrapnel. Being undead, the wounds wouldn't be fatal, but she was a queen afterall and liked to keep her appearance as pleasing to the eye as she could. She sighed and used her necromantic powers to mend her wounds. She felt the cloud quaking underfoot and quickly assumed her empowered form, taking flight as the dark cloud disintegrated underneath her. The Queen scowled, "Clever."

The battle, if it could even be called that, had been going just as she had planned. Still, she had a very bad feeling that something was wrong. The voice of Twilight had been incessantly annoying her for the duration, 'oohing' and 'ahhing' over the deeds the other Twilight and her friends had accomplished in the fight.

The Queen looked down and saw that her army was almost completely vanquished, having suffered heavy casualties assaulting the gates. The destruction of the cloud had sealed the fates of her reserves as well. The Queen sighed, "I suppose this is as good a time as any." She smoothed out her robes and mane, checked on her equipment, then flew towards the forcefield.

Celestia pointed, "She's coming. Where is Star Swirl the Bearded?" Nopony had seen him.

Twilight frowned, "Didn't the Queen say Star Swirl was 'fallen' and 'broken?'"

Twilight jumped as somepony touched her tail, "Fallen and broken, am I?" Star Swirl asked.

Twilight hugged the old wizard, "You had me worried for a moment there. Where have you been?"

Star Swirl winked, "One of the Celestias had quite a bit of emotions to work out before I could get her to come with me. She wasn't quite prepared to see her sister again so soon."

Celestia smiled at her sister, "Yes, I remember. Where are our past selves?"

Star Swirl grinned, "Oh, they're around, waiting for the moment to strike. Excellent work here, by the way. I think the giant lightning bolt in the sky is perhaps a bit over the top, but a smashing job nonetheless."

Rainbow Dash blushed, Twilight giggled, "That's Rainbow Dash for you."

Star Swirl clapped his hooves together, "Well it appears our guest of honor shall be arriving shortly. Are all of the Elements here? Pinkie, Applejack, Rainbow Dash, Twilight, Rarity... oh, dear, where is Miss Fluttershy?"

Rainbow Dash looked concerned, "Oh! She got bit! Has anypony seen her?"

Spitfire and the Wonderbolts hovered overhead, Fleetfoot was holding an icepack to her head. Spitfire smiled at Rainbow, "She's out in the gardens, they set up a field hospital there. Nice flying, kid. That shot was one in a million."

Rainbow Dash smiled, "Thank you!"

Soarin' gave her a salute, "Wanna help us clean up these ghouls?"

Rainbow shook her head, "Sorry, I need to check on our friend!"

Soarin' nodded, "Copy that, see ya around, Rainbow Dash." The Wonderbolts saluted Celestia and zoomed off to take care of the straggling undead as Rainbow headed for the gardens.

Fluttershy was dry heaving into a bucket, a bandage on her wing. Rainbow landed next to her friend, "Fluttershy, are you alright?"

Fluttershy jumped over and tackled Rainbow in a bear hug, "Oh, Rainbow, I heard you were awesome out there! Sorry I couldn't be with you."

Rainbow grinned, "It was pretty cool. I'm just sorry you got hurt, you were pretty awesome yourself. I can't believe you were keeping pace with me and a Wonderbolt, plus you roped up those undead like they were runaway fillies."

Fluttershy reached for her bucket, "I can't believe it either. What was I thinking?"

Rainbow giggled, "You probably weren't, you were just doing your duty, helping save Canterlot and Equestria. Speaking of which, we need you out at the gates, the Queen is headed this way."

Fluttershy's eyes went wide, "Oh, my..."

Rainbow winked, "Don't worry, Fluttershy, Star Swirl just came back, we've got a couple surprises for that mean old unicorn." Rainbow put her leg around her friend, "I won't let her do anything to you, or anypony for that matter."

Rainbow helped the injured Fluttershy back out to the gates. The Unliving Queen was hovering outside the forcefield, legs crossed before her. The Queen saw the two pegasi enter and smirked. She flew forwards and passed straight through the forcefield, basking in the gasps of the ponies before her.

The Queen's horn began to glow as she began casting spells. She thrust out her hoof and a wall of fire sprung up between her and the ponies. She reached her hoof towards Celestia and lifted her with her grip and dragged her towards herself. The Queen laughed, "Take one last look at your beautiful Equestria, Celestia. For soon, nothing shall remain of it but my laughter."

Luna snorted, "Now, girls!" Twilight and her friends harnessed their Elements of Harmony and a great rainbow arced onto the Queen. The Queen snarled and released Celestia, who was caught by the Wonderbolts and carried back onto the ramparts.

The Elements' rainbow died down and the Queen spit, "Ugh. this is so frustrating. You see, this is what I don't get about you heroes. You know the bad mare is going to win, and you just refuse to die quickly. Example: When I was conquering Ponyville, this one pony, Mrs. Cake, if memory serves. Town's burning, ponies dying left and right," the Queen started to giggle, "Et cetera, et cetera. This foal rushes me with a spoon." The Queen laughed. "A spoon! And I'm dying laughing, right? So I grab it from her and begin beating her in the face with it and her eyes are swollen shut, and her kids are all 'Waaaahh!' and she can't see where she's going and she's bumping into things and..." The Queen sighed and looked at the outraged expressions on her audience, "Oh, I don't know, maybe you had to be there. Anyway, the moral of the story is: you're all imbeciles."

Pinkie Pie glared at the Queen and their Elements fired again, bathing her in another rainbow. The Queen laughed, "What's that old saying, insanity is doing the same thing over and over and expecting different results?"

Luna and Celestia appeared, the two youths who conquered Discord back in the day. Their Elements of Harmony launched another rainbow onto the Queen. The Queen gasped as the powerful magic washed over her and curled into a fetal position. Suddenly she could hear the voice of the Unliving King, screaming in her mind, "Get out of there! Flee, you foal!"

The Queen's body felt like it had been splashed with acid. "What.. what is going on?"

The Unliving King's voice bellowed, "You have been tricked! Get out of there!"

The third bearer of the Elements appeared in a burst of sunlight, Princess Celestia, from when she was forced to use the Elements against her own sister. imprisoning her in the moon for 1,000 years. As the third rainbow arced towards the Queen, she suddenly vanished.

Fluttershy smiled, "Did we get her?"

Celestia shook her head, "No, she fled. I know where though. Star Swirl, quickly, we need to get to Westmarech Castle."

Star Swirl nodded, his horn began to glow, "Everypony, hold hooves!" Star Swirl's magic enveloped the ponies and they found themselves in the courtyard of Westmarech Castle. Celestia tore open the gates with her magic and the pony posse charged into the castle.

The Unliving Queen moaned and fell onto the floor, scattering centuries of dust into the air. The ghost of the Unliving King stood over her, scowling. "I told you to let me take over. Celestia is not just some foal for you to toy with. You should have killed her when you had the chance."

The Queen tore off her robes and rubbed at her flesh, trying to make the burning sensation stop. "I.. I don't understand.. .What has happened?"

The King snorted, "You were an arrogant foal. That is what happened. When you were having your fun, toying with Celestia, did you not notice the sudden change in your disposition? You, the almighty undead queen of Equestria were crying over your precious 'friends', even though they had all been dead for years, killed by your own hoof!"

The Queen grimaced, "Yes, I remember. I was teasing Celestia and I touched her. Twilight's voice grew stronger after that. I.. can't remember much else. Something about a giant cloud and trying to invade Canterlot..."

The King laughed, "You foal. Celestia tricked you, and I can see why it was so easy. You sacrificed some of my finest legions just to endanger yourself and everything we have achieved. All because some namby-pamby pony wrote so-called prophecies on a scrap of paper and in your befuddled wisdom you believed it. Now, by all that is unholy, surrender your mind to me so I can get us out of this mess!"

The King cried out in pain as his ghost was thrown across the room. The ghost of Twilight snorted and looked enraged. "That is enough out of you. Now get back in there where you belong." Twiilight's ghost's horn lit up and the King disappeared. Twilight's ghost stood in front of the Queen. "Don't listen to anything he said. Celestia didn't do this. You did. Deep down, we both know you are a good pony, because you're me. I've been with you this whole time, even if you couldn't, or wouldn't hear me out. I know that deep down, you despise what you've become. You know this isn't right. Ponies are supposed to live free, happy lives, with friends and family, not become some unholy abomination."

The Queen glowered at the ghost, "Begone, Twilight Sparkle. I am not you."

Twilight's ghost laughed, "Yes, you are. You know it and I know it. Do you remember what it was like so many years ago, before Shining Armor's wedding and the disasters that came after? You had your whole life ahead of you, you had awesome friends, a super cool family."

The Queen laughed, "I have my own kingdom. I have powers that my younger self could only dream of having, and never would have been able to obtain since Celestia would forbid it. I have no need for friends. That was your crutch, Twilight. Not mine."

Twilight's ghost shook her head, "Do you remember when you first met Rainbow Dash, and she soaked us in a mud puddle? Oh! Or when you gorged yourself on baked goods when you first met Applejack? Mmm, it's been so long since you've had some of AJ's apple pies, hasn't it?"

The Queen sniffed and closed her eyes, then glared at the ghost, "The King was right. I am being tricked. But it is not by Celestia, it is by you!" The Queen pointed her hoof towards the ghost and it vanished in a burst of blue flames. The Queen staggered to her feet, "I know you can hear me, Twilight. You died a long, long, time ago. Your life is gone, there is nothing left for you. There is nothing left of you, except this husk of a body I am forced to wear. Now leave me be, or I shall find a way to permanently remove you from my mind!"

The ghost of the Unliving King reappeared and put its hoof on the Queen's shoulder. "Good, good. You have beaten Celestia's magic. Now quickly, we must prepare, I can sense them. They are here already, searching. To my daughter's laboratory, there should be some elixirs to help you regain your strength."

The Queen limped her way towards a moldy portrait of the King and twisted an ornament on the frame. A secret passage opened up and the Queen slowly made her way towards the lab. She caught glimpses of the ponies through hidden view slits. The King's voice said, "You must try to slow them down, if they catch you now, you will be defeated for sure." The Queen nodded and began channeling her magic.

The ghost of Twilight Sparkle appeared in front of the pony posse. They slowed and warily looked at the image, which smiled at them, then looked into Star Swirl's eyes. "How does it feel? Knowing you helped me become the Unliving Queen? For all your mighty deeds, all you really accomplished was unleashing me upon the world. Some savior you are, Star Swirl."

Star Swirl glanced nervously at Celestia, who stabbed her horn into the ghost, which vanished in a flash of light. "The Queen is up to her old tricks again."

The ghost of Baroness von Richthooven appeared as the party continued, "The royal pony sisters are no better than the Unliving Queen herself. We are just pawns in their cruel games, and now you help the worst of them all?"

Celestia vanquished the ghost again, Twilight asked, "Who was that?"

Star Swirl sighed, "Oh, just another haunt from the alternate timeline. The Queen is getting worried."

The ponies arrived in the throne room, a ghostly pink unicorn in a tattered dress sat upon the throne. The Unliving Queen's voice echoed around the room, "Look Star Swirl, your old companion."

"You abandoned me to that dank castle, Star Swirl," Silver Shock's ghost said. "Why did you forsake me when you knew the wanderer still walked among us? You think yourself a hero, but your actions are driven by petty greed, contempt, and bloodlust. You couldn't even save me."

Twilight frowned, "Who is this, Star Swirl?"

Star Swirl looked grim, "That would be Silver Shock. I would have thought she perished alongside my past self, I suppose I was wrong."

Silver Shock's ghost rose and thrust her hoof towards Star Swirl, "The cold hoof of death reaches out for you, Star Swirl."

A blast of sunlight struck the ghost as Celestia channeled a spell. Silver Shock laughed as her ghost evaporated, "You've failed again, Star Swirl. The Unliving Queen cannot be stopped. The chill of death will sap the life from your bones."

Celestia raised her eyebrow and looked at Star Swirl, "Goodness gracious me, the Queen seems to be rather upset at you."

Star Swirl sighed, "Yes. Well, I suppose I am helping to kill her, from a certain point of view. Now-"

Slow clapping interrupted the old unicorn. The Unliving Queen, re-energized by the necromantic elixirs she had quaffed, stood in the entryway of a secret passage. "A pity. I was hoping to see you break down in tears, Star Swirl. No remorse for your victims?"

The Queen pulled the Sword of Heaven from its scabbard and smirked at Star Swirl's rage upon seeing her wielding the weapon, "Oh, it may please you to know that the other Star Swirl died screaming like a school filly as I sliced his heart from his chest with your own blade."

Star Swirl snorted, "You monster, you shall perish on this day!"

The Queen laughed, "Perhaps... but I shall take some of you ponies with me!" The Queen lunged with the sword, stabbing at Pinkie Pie's throat. With a cackle she pointed her hooves towards the young Celestia and Luna and began crushing their throats. The Queen's horn glowed brightly and a swarm of fiery bats appeared and began to attack the ponies as undead began to smash through the walls of the throne room.

Pinkie easily dodged the attack with her Pinkie Sense and countered, sending the sword spiraling out of the Queen's magical grip. Twilight's forcefield bubble surrounded the young princesses and freed them from the Queen's attack as Applejack threw a rope around the Queen's leg and tugged, knocking her off balance.

The Queen laughed, "Foals!" She let the transformation overtake her and the lasso burned to ash as her hooves and hair ignited with unholy fire. The Queen pointed her horn towards the floor and ghouls began to pour out of a fissure. "All that you have known, all that you have ever loved, shall die along with you!"

Twilight tapped her Element of Magic with her hoof, "Why aren't the Elements working!"

"I don't know! Keep trying, we'll hold her off," Celestia said.

Celestia turned to her sister, "Luna, take the Queen! I'll handle the undead! The rest of you, prepare your Elements!"

Luna grinned as her big sister began smiting the undead with her powerful sun spells. Luna clapped her hooves together as her horn began to glow. "You like to play games, Queenie? I had a thousand years to come up with some fun ones. I like fun." Luna's appearance began to shift into her evil self, Nightmare Moon. The other Celestia gasped.

The Queen sneered at Luna, "Nightmare Moon? You're dead!"

Luna laughed, "So are you!" Luna raised her hooves over her head and a great storm cloud appeared, raining lightning at the Queen. Luna's horn continued to glow and golems emerged out of the stones of the castle walls.

The golems moved menacingly towards the Queen as she dodged the lightning. "Oh no! What ever shall I do!" the Queen said in a mocking tone. She teleported behind Luna and kicked her in the head, knocking her hard to the floor. The Queen kicked her again and Luna began to slip into unconsciousness, and as she went, so too did her spells.

The Queen laughed, "See how your precious heroes wilt before my power? Give up now, and I will allow you a quick death."

Star Swirl grabbed the Sword of Heaven with his magic and thrust it into the gloating Queen's back, "Quicker than this, you fiend?"

The Queen snorted and turned, throwing Star Swirl back with a wave of force. "You old foal! I shall enjoy killing you. Again."

The Queen sneered and turned back towards the ponies. She savored the looks of terror on their faces. She began to channel a spell then paused. She blinked, staring at the face of Rainbow Dash. The Queen gasped and fell to her knee. She whispered, "No..."

Her mind flooded with memories of her last great adventure with her friends. Of Star Swirl's tower, the giant yak warlock, and most importantly, of her and Rainbow Dash locked in a bedroom as they poured their hearts out to each other.

The Queen snarled and slammed her hooves on the floor, "No!" The voice of Twilight in her mind joyfully said, "Yes."

Celestia was at Luna's side and glanced up at the Queen, "Now, girls!"

Three rainbows arced onto the Queen. She began to laugh maniacally as the power of friendship coursed over her body, but soon her laughter became sobbing.

Celestia held up her hoof, "Stop, please." The rainbows dissipated. Celestia slowly walked over to the Queen and put her hoof on her shoulder.

The Queen looked up, eyes full of tears. "Princess Celestia, it's me, Twilight..."

Celestia smiled, "I know, dear. I warned her that the power of friendship is absolute."

The Queen sobbed, "What have I done? How could I do these things to the ponies I love?"

Celestia stroked the Queen's mane, "You didn't. She did. Whoever she was. That wasn't you, Twilight. If it was, you wouldn't be here right now. You would have been obliterated by the Elements like she was. I told her there was still goodness in her. She may have claimed your body, but you were always Twilight Sparkle, somewhere in there."

The Queen tilted her head, "I hear the voices. I've ordered them to sleep in their graves. They.. they don't like me, but I am in control, for now..."

The Queen turned to the somber ponies that were staring down at her, "Forgive me, please forgive me!"

Rarity smiled, "Twilight, we know it wasn't you doing all those things. Did you see the clothing you were wearing? Absolutely dreadful."

Pinkie Pie snorted, "If I thought for one minute it was you that did that to Mrs. Cake... You don't even want to know the suffering you would endure!" Pinkie Pie curled back her lips and exposed her teeth, then smiled merrily, "But I'm glad you're you again."

Fluttershy nodded, "I'm so very happy that big mean queen is gone. I'm sorry you had to live through the horrible things she did, Twilight."

Rainbow Dash grinned, "She was one evil mare, but she was pretty cool! Did you see those bats she summoned! Those were so awesome! And-" Applejack coughed, Rainbow looked sheepishly at the ground, "And what I meant to say was, I'm glad she's gone and you're back, Twilight."

Applejack took off her hat and pulled an apple out of it and handed it to the Queen. "Here you go, Twilight. I bet you've been a'waitin' a long time to sink your teeth into one of Sweet Apple Acres' finest."
The Queen devoured the apple, savoring its juices, the taste on her tongue. She closed her eyes and licked her lips, then said contentedly, "Oh, yes..."

Twilight pulled out the magical camera Future Twilight had packed in the saddlebags, "You gave me this in your saddlebags, with a note saying not to use it and to give it back to you once you were normal. I guess this counts?"

The Queen grabbed the device with her magic and activated it, images formed of the pictures she had taken. Tears began to fall as she gazed at a picture of herself and her friends in front of the giant yak. Suddenly she groaned and slumped forwards. She sat back up and stared at her hooves, which had begun to smolder with unholy fire.

The Queen looked up at Celestia, "You have to bind me. I don't know if I will be able to control these powers." The Queen glanced up at her head, "Where's my crown?"

Pinkie Pie bounced across the room and picked it up, "Here it is, Twilight!"

The Queen smiled, "Good, now get the Nether Crystal." Pinkie Pie pried the crystal out of its socket.

Celestia turned to Pinkie, "Now, Pinkie Pie, we need to insert the crystal into the Queen's-"

"Oh, okay!" Pinkie Pie leaped over to the Queen and stabbed her with the crystal. The ponies grimaced and looked away.

Twilight yelled, "Pinkie!"

Pinkie looked at her with confusion, "What?"

Celestia sighed, "We need to insert it in the Queen's forehead, Pinkie..."

Pinkie rolled her eyes, "Ohh.... Why didn't you say so?" Pinkie pulled the crystal out of the Queen's body and prepared to stab her again.

The Queen sat up and yelled, "Wait! Rainbow Dash, come here."

Rainbow walked over, "What's up, Twilight?"

The Queen motioned her nearer, "Come closer, Rainbow."

Rainbow leaned in, the Queen whispered something in her ear. Rainbow smiled, "I know."

The Queen laughed, "Good. Okay, Pinkie. I'm ready."

As the crystal entered her body, the Queen looked up into the faces of all her friends and slowly shut her eyes, smiling as the Nether Crystal's magic took effect.

Epilogue

Celestia and Luna pulled the heavy stone slab shut over the tomb they had constructed for the Queen of Westmarech in the Canterlot cemetery. They both stuck their horns into a magical lock, sealing the tomb with a protection spell. Two of their royal guards stepped forward and took their posts by the door of the tomb. The princesses nodded at them, then flew towards Celestia's chambers.

Inside, they found Star Swirl the Bearded holding bottles of wine and three glasses in his magical field. The old unicorn grinned, "I took the liberty of grabbing us a little treat. This vintage is from the reign of Emperor Equus Aelius." Star Swirl popped the cork from one of the bottles and poured it into the glasses and handed them to the princesses. Star Swirl took a sip, "Ah, the wonders of time travel."

The three ponies laid down by Celestia's fireplace. Celestia swirled her drink in its glass and took a sip, "Mmm. Well, I don't know about you two, but I feel like I could take on the whole world right now. I slayed a dragon today and went hoof-to-hoof with perhaps the most powerful necromancer there has ever been, and won."

Star Swirl stroked his beard, "Indeed. There is one thing that has been bothering me. Didn't the Queen's behavior seem a little peculiar to you two? She could have easily beat us at Canterlot, but she didn't. It seemed like she actually wanted to be defeated. In fact, I was so troubled by it, after I returned your past selves, I took a little jaunt into the timeline of her rule. It was the strangest thing, in every city across Equestria, there were celebrations. I at first thought they were for the demise of the Queen, but no. I asked, and each time the ponies told me the Queen had ordered it."

Luna laughed, "She was a very troubled little pony." Luna stared into her glass, "The evil ones always are."

Celestia nodded, "The Queen certainly had demons of her own. Remember her journal? She had been dealing with split personalities for quite some time." Celestia winked, "Of course, I may have had a little something to do with it."

Star Swirl chuckled, "Oh?"

Celestia grinned, "I'm surprised it worked, really. I made her remember just what it was she used to be. A simple trick, but a highly destructive tool against those who have fallen to the dark side."

Star Swirl smiled, "Celestia, you clever mare!"

Luna gulped down the remainder of her drink and poured another, "Would have been nice to know. I was a little worried at the end there when the Elements of Harmony didn't activate, and I got kicked in the head."

Celestia rubbed her horn against her sister's, "Aww. I'm sorry Luna, I couldn't say anything about it. The Queen was scrying on us and she would have found out. I guess she did eventually overcome it, but I think a lump on your head is a small price to pay for the safety of Equestria."

Star Swirl rummaged through his robe, "Ah, here we are." Star Swirl pulled out a potion and handed it to Luna, "Brewed this up for you. Healing tonic."

Luna eyed the bubbling, purple liquid in the flask, shrugged, and quaffed it. Luna smacked her lips and felt the pain of her injury lessen, "Ooh, thanks."

Star Swirl smiled at Luna, then turned to Celestia, "So, about this apprentice of yours. Before my Twilight and I time traveled, I had told her that this was all about her. I was wrong, from a certain point of view. This was indeed all about Twilight, but it was your Twilight, not mine."

"Now you know why I took such an interest in her," Celestia said.

Star Swirl nodded, "Yes, she will achieve greatness, if she doesn't get corrupted first."

Celestia smirked, "Oh, I wouldn't worry too much about that. Twilight Sparkle has a spectacular support group in her friends. You saw how the power of friendship felled the Unliving Queen."

"Quite. I will certainly be keeping a closer eye on her progress," Star Swirl said.

"There's one thing that concerns me," Luna said, "Was the Queen really Twilight, or was it a seperate entity? You told her that it was somepony else, Celestia."

Celestia shrugged and looked at Star Swirl. "It was Twilight, from a certain point of view," Star Swirl said. "Clearly the dominant personality thought she was somepony else, but as we heard from the dormant Twilight one at the end, she knew they were the same pony. The evil that blossomed within her seemed to have taken on a life of it's own, a life that very much detested her former self's."

Celestia winced as she remembered getting kicked for addressing the Queen as Twilight, "Yes, I can vouch for that."

Luna sighed and drained her glass again, immediately pouring herself another, "I felt like a completely different pony when I was Nightmare Moon."

Star Swirl frowned, what Luna had said reminded him of something. He remembered, "Speaking of evil, we must monitor your niece, Mi Amore Cadenza. I think we're safe since we got the love poison cleansed, but one can't be too careful, considering recent events."

Celestia and Luna nodded, "We'll take care of her. We owe her for letting your Twilight torture her.."

Star Swirl chuckled, then sighed, "She would have tortured her whether you allowed it or not. When I saw that, I knew I had made a grievous error. Thankfully we got it all cleaned up, as far as I can tell. Do you wish to use some memory alteration magic on all those involved, Celestia?"

Celestia shook her head, "No, I think we all learned some important lessons from this event. I wish to 'let it roll' as they say. Besides, with the royal wedding coming up, soon all of this will be forgotten I'm sure."

A scroll magically appeared in front of Celestia, "Speaking of lessons, let's see what Twilight Sparkle has to say. 'Dear Princess Celestia, Today we all learned some very important lessons about friendship, friends, and family. I learned to trust my instincts, but to seek help and research the problem before rushing into it. I also learned never to play with magic that isn't meant for me, or I could end up stuck walking a line between life and death, bringing evil wherever I go, and nopony wants that, especially me! I also learned that I am truly blessed with some amazing friends, who gave it their all to defend Equestria when it was under attack, and helped save the day! The other me learned that everypony needs friends, and that the magical bond we all share is stronger than even the darkest of magic. I'm sure you and your sister learned not to judge a pony by their appearance. My brother also learned he needs to try harder to stay in touch with me, because he knows I can bring down an unholy vengeance upon him! Muhahah! (Kidding!) Your faithful student, Twilight Sparkle.'"

Luna smiled, "Aww..."

Star Swirl sipped at his drink, "Twilight Sparkle. Definitely one of the most interesting ponies I have encountered as of late. Well, if you ladies have no further need of me, I shall bid you good night. I don't think I've had a wink of sleep in the past week. I've been relying on Mordenmanen's Faithful Sentry spell to keep me awake, I might be out for a few days if I'm lucky."

Star Swirl stood and began to drink the rest of his wine, Celestia winked at Luna, "Not so fast, wizard! Or are you forgetting the little matter of your punishment?"

Star Swirl nearly spit out his drink, "Punishment?"

Celestia nodded, then said coldly, "But of course! I vividly recall you, and your past self, stating that all of this was your fault. Or did you think you could help unleash the Unliving Queen on our kingdom and get away scot-free?"

Star Swirl blinked in disbelief, "But your highness, it wasn't intentional. Plus, I kind of helped fix it, you know!"

Celestia shook her head, "Oh, no, Star Swirl. By order of Princess Celestia, ruler of Equestria, you are hereby sentenced to no usage of time travel magic. No prophecies. No undead abominations. No corrupted unicorns. Nothing, except rest and relaxation for one week, or however long it takes you to unwind."

Celestia turned to Luna and scowled, "Don't look so smug, Luna! Did you think you were off the hook?"

Luna stared at her sister, "I don't understand?"

Celestia grinned, "By order of Celestia, your big sister, you are hereby ordered to accompany Star Swirl on this vacation. You can't spend all your time cooped up in your moon palace because you're afraid of getting attached, Luna. I am ordering you to go out and have fun. See a show. Play games. Go sailing. Whatever, but do it out in Equestria and not on the moon. I will cover for you."

Star Swirl and Luna both hung their heads, "Yes, Celestia."

Celestia started to laugh, "Good."

Shining Armor and Cadenza had invited Twilight and her friends over to their house to celebrate. As the hours grew late, Twilight had convinced them to hold a slumber party.

Twilight smiled at the expressions on her brother's and Cadenza's faces. "See, Applejack? They've never had them either. S'mores are totally a Ponyville thing."

Applejack gobbled up her own treat, "Aw, s'mores should be for everypony. You Canterlot ponies sure do miss out on a lotta good eats."

Cadenza fixed herself another s'more, "These are so delicious. You might have to let my gown out a little Rarity!" The ponies laughed.

Twilight opened up her Slumber 101: All You've Ever Wanted to Know About Slumber Parties But Were Afraid to Ask book, "What else... Pillow fights?"

Fluttershy vigorously shook her head, "I think we've all had enough fighting for today."

Twilight nodded, "Ghost stories?"

Applejack laughed, "I don't think anypony can top the story about the Unliving Queen, and I think we've all had enough of her for now."

Twilight flipped through the pages, "Here's one! Truth or dare!"

Pinkie Pie jumped up, "I'm going first!" She turned to Rainbow Dash and grinned malevolently, "I dare you to tell us what the Queen whispered to you!"

Twilight, Rarity, Fluttershy, and Applejack collectively uttered, "Ooh..."

Rainbow shook her head, "Sorry, can't."

Twilight looked at the book, "You have to, it's in the rules."

Applejack and Rarity stood up next to Pinkie and smiled down at Rainbow. "Pinkie," Applejack said, "Perhaps Dash needs some encouragement."

Pinkie Pie's eyes lit up and she took a deep, exaggerated, breath. Rainbow knew what was coming next, "Stop! Fine. I'll tell you."

Rainbow's friends eagerly leaned in towards her. Rainbow sighed, "She said," Rainbow tilted her head and peered intently at Fluttershy, "Fluttershy has tail extensions."

Fluttershy gasped and hid her tail under her wing. Applejack frowned, "That ain't what she said! Oh, Pinkie Pie..."

Rainbow put her hoof over Pinkie's mouth, "It's the truth."

Applejack shook her head, "Well I'll be. That's a right funny thing for her to say then. Why did she tell it to you?"

Rainbow shrugged, "I don't know, didn't you see the way she was looking at me all weird-like?"

Rarity nodded, "Who knows what was going on in that poor thing's mind."

Twilight smiled, "Your turn, Rainbow Dash."

"Umm, I dare.. Twilight! To eat five s'mores at once," Rainbow said.

Twilight grinned, "I think I can do that!"

As her friends walked over to make more s'mores, Rainbow breathed a sigh of relief, content that they had bought her story and didn't press her on the matter.

Cadenza leaned down behind Rainbow and whispered in her ear, "I know what she really said."

Rainbow's eyes went wide, "You do? How? You weren't even there."

Cadenza winked and nodded towards her cutie mark, "Don't worry, your secret's safe with me."

Rainbow smiled up at her, "Thanks, Cadence. I ju-" Raucous laughter interrupted her, she looked towards her friends and saw that Pinkie Pie had her mouth filled with s'mores and was trying to fit more in.

Rainbow laughed and flew towards them, "Leave some for me!"

Brother Dawnfire had been pleasantly surprised when the old unicorn showed up at the monastery of the Order of the Eclipse. They seldom received visitors, let alone one of that caliber. Star Swirl the Bearded had been frequently mentioned in the tomes of the Order, so the monks had felt honored to be in the presence of a legend. Regrettably, his visit had been short, but the gift Star Swirl brought was sure to help liven up the old monastery. Brother Dawnfire gently knocked on a door and entered as he heard a voice say 'Come in.'

The little filly was staring out the window, looking out into the Bay of Mareay. Brother Dawnfire joined her, the dolphins were playing in the waves. "I used to enjoy watching the dolphins play when I was your age." The monk slowly shook his head, "It's a pity, I guess I eventually took them for granted. I can't remember when I watched them last."

"I'd like to play with them one day," the filly said.

Brother Dawnfire smiled, "I'm sure we can arrange that. Anyway, I came to tell you that supper is on the table for you. Come on down once you are ready."

The filly nodded, "Thank you, brother. I think I will watch them for a bit longer. They make me feel happy."

"That is good to hear, my young friend," Brother Dawnfire said, "I know it must be hard for you to adjust to your new home."

"Do you know where I used to live? I can't remember," the filly said.

The monk shook his head, "I'm afraid not. Your uncle Star Swirl brought you to us to live here, that's about all I know."

The filly pouted, "Oh. Well, I like it here, so I guess it doesn't matter where I used to live. It probably didn't have dolphins."

Brother Dawnfire laughed and moved towards the door, "Take your time, I'll keep your meal warmed up for you."

The monk softly closed the door behind him and walked towards the dining hall. He couldn't understand what Star Swirl had been so adamant about. Yes, the pony looked a little.. unusual, but Dawnfire could sense no evil within her. Although he was confident that she was good, he would do his duty if need be. If the pony so much as looked sideways, it was his job to take her out.

The monk paused and stared out towards the bay, he laughed, "Dolphins." The smells of the kitchen began to reach his nostrils and he quickened his pace as his stomach rumbled. He heard the clip-clop of little hooves running on the stone floor behind him and turned. "There you are!" Dawnfire leaned down and let the filly climb on his back. Dawnfire winked at her, "Let's see what the brothers have cooked up for us tonight!"

The Pony Express wagon arrived at the Evergreen Citadel with much fanfare. Mail delivery that far north was infrequent, and the locals always made sure to treat them well. The two mailponies struggled to haul a crate off their wagon. One wiped his brow, "Geez, what'd you ponies order, a boulder?" The mailpony looked at the address label, "Delivery for a Silver Shock."

Silver Shock smiled, "That's me! I wasn't expecting any packages."

The mailpony held out a clipboard and quill, "Sign here please." Silver Shock wrote her name. The mailpony eyed the slight unicorn and the package, "You need some help with this?"

Silver Shock shook her head, "No, thank you." The unicorn easily lifted the heavy crate with her magic. The two mailponies glanced at each other and rolled their eyes as she merrily walked towards her home.

Inside, Silver Shock eagerly examined her package. "Ponyville? I don't know anypony in Ponyville."

She pried open the lid and squealed with glee as she lifted out several casks of apple cider. She read the labels, "Sweet Apple Acres Apple Cider. Made with love and integrity and only the finest quality apples in all of Equestria." Silver Shock licked her lips, she could almost taste the cider.

Silver Shock rummaged in the crate and pulled out some beautiful winter clothing. She glanced back at her tattered dress which was covered in patches. "Well, Ponyville, I don't know you, but you sure know me!"

Silver Shock's jaw dropped as she unwrapped the final object. "Blizzards, Monsoons, and Other Weather Spells, by Lady Cloud Warper." Silver Shock sat down and stared down at the book, holding it tight to her chest. She felt tears flowing down her cheeks and moved the book away with her magic, lest it get damaged.

Silver Shock stood and raced out of her house towards the Pony Express wagon, "Sirs! Do you know who sent that box to me?"

The mailponies shook their head, "Never seen him before in my life."

"Well, if you ever see him again, tell him Silver Shock says 'thank you' and wishes to thank him in person," Silver Shock said.

The mailponies smiled at her, "Will do."

Silver Shock galloped back to her house and poured herself a mug of cider. It was the best she ever had. She tried on her new clothes, which fit perfectly, and sat down by the fireplace, eagerly reading her ancestor's book.

Images flashed through Nostrildamus' mind as his hoof began to write on its own. He had seen so much over the eons, but it always fascinated him how strange the events outside of his Time-Lost Sanctuary could be. He clenched his teeth and closed his eyes as the future events played rapidly, trying to make sense of them. He gave up and grabbed the freshly written quatrains with his mouth and unrolled them on the desk.

The year of the Ram, seventh month,
From the sky will come a great Mare of Terror:
To bring back to life the great Queen of Westmarech,
When a bearded star will fall in Aquilon.

The convict Queen seeing her daughter pale,
Because of a sorrow locked up in her breast:
Lamentable cries will come then from Westmarech,
And the marriage of the daughter impeded.

Nostrildamus smiled, "Good, good. Everything is just as I have foreseen. Victory will be ours."

The End

The adventure continues in The Mare With the Golden Horn

Act I: The Pariah Prodigy

Twilight Sparkle's sobs echoed around the now-empty hall. Twilight was a unicorn mare with a light purple coat and dark blue hair streaked with dual stripes of violet and pink. Twilight was not only the wielder of the Element of Magic (one of six Elements that made up the most powerful magic known to ponydom - the Elements of Harmony), her special talent was magic itself, denoted by her cutie mark of a pink, six-pointed star superimposed over a smaller, white six-pointed star, surrounded by five white sparkles. Due to her magical talent, as a filly Twilight had received the honor of becoming the personal protege of Princess Celestia herself - the alicorn ruler of the kingdom of Equestria.

Moments before, almost every pony Twilight cared for was with her. Her mentor. Princess Celestia. Her best friends in the whole wide world: the ponies Pinkie Pie, Rarity, Applejack, Rainbow Dash, and Fluttershy. Her big brother, 'best friend forever,' and the Captain of Celestia's Royal Guards, Shining Armor. Her faithful assistant, Spike the Dragon. And one of her oldest friends, her old foalsitter Princess Mi Amore Cadenza, who was now her brother's fiancée.

They had all gathered to perform a practice ceremony for Shining Armor and Cadenza's upcoming wedding. None even bothered to see how Twilight was feeling after her brother gave her a verbal smackdown due to Twilight upsetting his bride-to-be. They were all too concerned over Princess Cal-what's-her-name, who had ran away in tears after Twilight accused her of being 'evil.'

Twilight raised her head and glanced anxiously towards the double doors leading into the great hall, hoping somepony, anypony would be coming to see her. The doors remained shut, and Twilight buried her face in her forelegs once more.

Twilight said to herself, "How can this be happening? I know something is wrong with Cadence! I mean, I thought I did..."

Twilight cast a magic spell to create a little illusion of herself as a filly playing with Shining Armor. She began to mournfully sing as she gazed longingly at the illusion. "He was my big brother, best friend forever..." The illusion of Shining Armor became surrounded by a magical orb and disappeared. The illusionary filly Twilight sat and began to cry. "And now, we'll never do anything together..."

Twilight sighed and wiped at her tears. "Maybe I should go see mom and dad, they might be able to get Shining Armor to love me again..."

Twilight stared at the illusion of herself, now just as alone as herself since the image of her brother had left her in the fantasy world as well, and yelped as the illusion began to distort.

Twilight fell backwards down the steps and looked on in horror as the image formed into a giant, bearded unicorn that towered over her. The unicorn had a charcoal coat, his white mane and tail were unkempt, and he had a long beard. He was garbed in a bell-trimmed hat and robe which were patterned in shades of blue and adorned with star and moon designs. His cutie mark was of several stars around a swirly design. Twilight felt a twinge of recognition as if she knew this unicorn, but it was quickly overwhelmed by the terror she felt.

Twilight cowered and buried her face in her hooves as the image glared down at her. "Twilight Sparkle, you silly mare. Have you any idea what you have done today?"

Twilight gulped, stammered, "N-no..."

The image laughed. "Of course not... Allow me to query you on something you may be knowledgeable of. Do you know who I am?"

Twilight forced herself to look up at the image, and immediately recognized her inquisitor. "St-Star Swirl the Bearded?"

The image, Star Swirl, laughed once more. "Indeed. So you do have some of your wits still about you it would appear."

Sensing the string of questions that was about to burst forth from Twilight, Star Swirl motioned her to be silent.

"My apologies, Twilight, but I am afraid to say that your questions must wait for later," Star Swirl said. "I am also afraid to say that you were all too right about your brother's bride-to-be. She is evil, and is more powerful than you could ever imagine. Worse, her power grows by the minute, and in fact, your actions today may have given her the boost she required to enact her foul plans for Equestria."

Twilight's eyes welled with tears again.

"Now, now," Star Swirl said as he reached down to comfort Twilight, the illusion shrinking to his normal size. "You had no way of knowing, nopony did. Even the mighty Celestia has been fooled by this 'Cadenza.' However, it is not too late, and you still have a chance to not only save Equestria, but redeem yourself in the eyes of those you love."

Twilight looked up, hope glimmering in her eyes. Part of her was telling her not to trust this alleged Star Swirl, but if Equestria was in peril, and there was a chance to regain the love of her brother, those feelings of mistrust were quickly swept aside.

Star Swirl asked, "I am sure you are aware of my works?"

Twilight nodded. "They are stored in the Canterlot Archives, in the aptly named 'Star Swirl the Bearded' wing."

Star Swirl grinned. "Splendid! You must make haste for the Archives at once. Do not worry, my friend, we shall soon have this crisis averted." Star Swirl's illusion shrank and the tiny image perched atop Twilight's horn. "Quickly now, Miss Sparkle, to the Archives!"

Twilight was lost in a flurry of thoughts as she headed towards the Canterlot Archives. Still reeling from the emotional trauma she had just endured, she was comforted by the hope of Star Swirl having an amazing spell up his sleeve that would not only get her brother, friends, and mentor back, but also give that mean old Cadenza what for.

On the way, she rattled off a series of questions to Star Swirl. "Why did you appear as a giant back there?"

"All the better to get your attention, my dear."

"You are real, right, and I'm not just going crazy?"

"Of course I'm real, what kind of a foal's question was that?"

"Well, I mean, you're dead, aren't you?"

"I am a master of time magic. Can I ever truly die when I can exist wherever and whenever I so desire?"

"Have you been to the future then? What happens if we fail to stop Cadenza?"

"Dark days indeed, my young friend. All the progress our three tribes have made towards peace will be for naught. Harmony will be shattered, Discord shall reign, and all love shall be replaced with terror."

"And I-I'm responsible for this?"

"From a certain point of view, yes. But fear not, you shall be remembered as Equestria's heroine, not her malefactor, if I have anything to do about it."

"Couldn't we just use the Elements of Harmony on Cadenza?"

"Hah! Not likely I'm afraid, do you really think you could convince your friends, Celestia, and your brother to help you smite what they believe to be an innocent young princess? Nay, it shall be magic that salvages this calamity, but it shall be your own, not the Elements'."

Twilight smiled for the first time since she had confronted Cadenza earlier: the Archives were in sight. She quickened her pace, mentally mapping the quickest route to the Star Swirl wing, when suddenly she fell to the ground in a heap.

"Heh, the cap'n was right, boys," an armed royal guard said as he stepped out from behind the hedges in front of the Archives, his armor glimmering in the magical light of the forcefield Twilight had just crashed into. "Shinin' thought you would try to use magic to weasel your way out of this one, Twilight."

As Twilight stared in disbelief, a stern faced pegasus swooped down in front of her and began reading from a scroll. "Until further notice, Twilight Sparkle's access to the Canterlot Archives is hereby revoked, on behalf of Shining Armor and Princess Mi Amore Cadenza. Signed, Her Highness, Princess Celestia."

The pegasus rolled the scroll back up and dropped it at Twilight's feet. "You should be ashamed of yourself. Not only did you try and muck up the princess' wedding, you did it to your own brother! Shining Armor is not only our Captain, he is one the greatest colts we know, and if I was you, I'd get the hay out of Canterlot until things cool down!"

Twilight skulked away, looking back at the glaring guardsmen with fresh tears flowing down her cheeks. Once she was out of their sight, Twilight laid down and cried. "This can't be happening!"

Star Swirl resumed his regular size once more and gently stroked her mane. "Oh, Twilight. If only you had been born millenia ago, so that I could have trained you myself. You're a regular Clover the Clever, if I do say so myself. That barrier would be a breeze to bypass for one with your potential power. No, no, it is not your fault, my dear. You are still young with much ahead of you, and the day is not lost yet!"

"But we can't get to your spellbooks!" Twilight exclaimed.

Star Swirl winked at Twilight. "We can't get to those spellbooks, those are not the only copies."

Twilight's eyes lit up. "There's more?! Princess Celestia said they tried to round up all of your spell research long ago so those with evil intentions couldn't abuse it."

"The key word there would be 'tried,'" Star Swirl said with a laugh. He sighed. "Unfortunately, the original spellbooks are stored in my tower's library." The look of consternation on Twilight's face told Star Swirl that she didn't understand why that was an issue.

"My tower is in what you now know as the Frozen North," Star Swirl explained. "A pity, really, it used to be quite pleasant, you know. Damn those windigoes."

The reality of the situation set in for Twilight. The Frozen North was a frigid realm of horror. Once home to the three pony tribes, evil entities now rampaged across the land, waging horrible wars against one another, and any unfortunate travelers who leave the protection of the pony settlements that still remain in the old country. Star Swirl's tower was likely not within the pony territory, and Twilight felt the fear building up within.

Star Swirl seemed to sense Twilight's unease and held her chin up with his hoof. "This is a dangerous quest, Twilight, but I am afraid you are Equestria's only hope. I would gladly do it myself, but even my magic has limits. I know you can do it, my dear. Not only are you one of the most gifted unicorns I have ever encountered, as well as representing the Element of Magic itself, dare I say you may even have the potential to out-class me one day! With proper training, of course. However, all of that will be meaningless unless you stop Cadenza. Now-" Star Swirl paused and his image looked behind himself. Twilight craned her neck to see what had drawn his attention, but nothing was there.

"Oh, dear. It seems I have run out of time, momentarily I assure you. That's the funny thing about magic, you know, you just never know what it will do sometimes."

Twilight gasped as Star Swirl's image began to fade away.

"I promise you I shall return as soon as I am able, Twilight," Star Swirl said. "Get to the tower! The lives of all your friends and countryponies rest upon your extremely talented hooves! You must head north! I belie-"

The image disappeared, leaving Twilight alone, once more, with even more troubling thoughts than before.

Centuries back, Star Swirl slammed his hooves onto his desk and glared at an hourglass. "Damn!" he exclaimed, as he tapped it with his hoof until the sand began to flow again. He sighed and ran his hoof through his mane, then began gathering reagents and components to cast a more potent time traveling spell to rejoin Twilight Sparkle in the future.

As Twilight walked through the streets of Canterlot, the other ponies pointed at her and whispered to one another. Twilight's head hung low as she made her way to her parents' house, hoping they would have some advice. She knocked on their door and her father answered, scowling at his daughter. Behind him, Twilight could see her mother and Princess Mi Amore Cadenza, who was crying in her mother's lap.

"What is she doing here?" Twilight angrily asked.

Her father glared at her. "We know what you did Twilight. Cadence and Shining Armor love you so much, and you pull a stunt like that?" He shook his head. "You should be ashamed."

Twilight looked defiant. "You don't understand! Star Swirl the Bearded himself told me she is evil!"

Her father sighed. "Enough. We love you Twilight, but I'm not going to stand here and listen to your delusions. Cadence and Shining Armor are very upset with you, and quite frankly, so are your mother and I. I'd suggest you go back to Ponyville and stay there until you're ready to apologize."

Twilight gasped as her father slammed the door shut in her face. The crowd of onlookers cheered and clapped their hooves as Twilight skulked away in tears.

Twilight had convinced some royal guard pegasi to bring her back to the library in Ponyville (which was where Twilight lived) by claiming that Shining Armor had wanted her out of his sight. The guards were all to eager to oblige, and conveniently dumped Twilight into the branches of the great tree which the library was built into. The news of her outburst at the wedding rehearsal had already reached Ponyville when Twilight returned, and a crowd of scornful ponies had formed as Twilight made her way down out of the branches. One of the local children grabbed an apple and hurled it towards Twilight. A barrage of fruits and vegetables pelted Twilight as the rest of the mob followed suit.

Pipsqueak, the little foreign pony from Trottingham, yelled, "Oi, let's tar an' feather her! It'll be a ruddy good show, it will!"

The gathered pegasi collectively flew a little higher. One asked in concern, "And just where do you intend to get those feathers?"

Another pony offered, "Forget that, let's tie a can to her tail and chase her around town!"

Another pony countered, "Nah, we'll ride her on a rail!"

The mob began one-upping each other with terrible things to do to Twilight. Twilight breathed a sigh of relief as Ponyville's mayor called out for order. The mayor had a light brown coat and a light grey mane, although it was dyed that color from its natural pink. Her cutie mark was of a rolled up scroll bound with blue ribbon, and a pair of gold-rimmed glasses were perched on her muzzle.

The mayor stood in front of the mob and raised her hooves for silence. "Everypony, please! This is not the way to behave!"

Twilight smiled and thought, Thank Celestia! The mayor's got my back!

Twilight's smile quickly faded as the mayor continued. "We are a civilized people, and as such we shall vote for what we shall do to Twilight Sparkle."

"What did I do to deserve this! This is insane!" Twilight cried as she fled inside the library and away from the jeers and projectiles of the mob. She quickly used her magic to barricade the door behind her. "I was right about Cadenza, and now Equestria is in danger and I'm the only one who can save it, and I'm the bad guy? It's...it's just not fair!"

Dark thoughts began to plague her mind once more, and she kicked a book that Spike had apparently left on the floor. "Why doesn't anypony believe me? Maybe all the ponies are right, and I am just a crazy, possessive, mare... If Shining Armor thinks she is good enough for him, who am I to judge Cadence? I mean, Star Swirl and I are the only ones who see Cadenza for what she really is...but what if I am wrong? Am I that far gone that I imagined him too? I mean, he sure seemed real and all, but I am talking to myself right now..."

Continuing to mutter to herself, she walked over to the book she had kicked and grabbed it with her magic to place it back on a shelf. An explosion of dark purple energy radiated from the tome and washed over Twilight. The voice of Star Swirl rebounded around the room. "Don't let your fears get the better of you, Twilight. Be wary, Cadenza is using her foul magic to manipulate everypony against you. North, Twilight. You must go north. Get to the tower, get to the books!"

Twilight stood in a daze, then chuckled to herself. "It really is Star Swirl! He is just as talented as all the stories say! I can't believe he set up that trick for me!" Twilight shook her head, whipping her mane from side to side. "He may not be here, but Star Swirl the Bearded is watching over me! You can do this, Twilight! I am not crazy. Cadenza is evil, Equestria is in peril, and I am the only one who can stop her!"

With renewed vigor, Twilight began collecting supplies for her journey to Star Swirl's tower. Her saddlebags were bulging, packed with a few spellbooks, a map, writing supplies, and provisions. Twilight grabbed some winter clothing including a scarf her grandmother had made for her, her Winter Wrap Up Day vest (for warmth and as a memento of happier times), and a cloak that her friend Rarity had made for her.

It would be a rough journey by hoof, but Twilight had no intentions of walking. She plucked one of the spellbooks out of her saddlebags and flipped it open to the Flight spell's page. It was a difficult spell, but she had improved greatly since the first time she cast it, and it came much easier for her now. Gossamer wings sprouted from her back and she giggled with glee as she tested them out, swooping around the library. "So this is what it feels like to be Rainbow Dash, no wonder she loves to fly!"

Glancing out the window, she saw the angry mob was still outside. With a sigh, she double, triple, and quadruple checked her supplies, then focused her magic to cast a teleportation spell, bringing her out of the library, far away from the mob on the outskirts of Ponyville.

With a longing glance towards Canterlot, Twilight took to the skies and began heading north.

Author's Note

The idea for this story came to me one day while discussing the show with some others on a forum. I believe someone had mentioned a theoretical situation such as, 'What if Cadence really was Chrysalis?' As I read that post, I got a spark of inspiration and wrote up a modified version of this chapter.

The folks I was talking to seemed to like it, so I continued writing. :)

Act III: The Tower of Powers

As the two unicorns cautiously made their way down into the valley, Silver Shock began describing her recurring dreams to Twilight. "They always start the same way. I am in an ancient unicorn castle's library, trying to find the spell I need to fix the Frozen North. But every book I open has no words. I grow more and more frantic, pulling down books until I am surrounded by a heap of useless tomes. I sit down in despair and suddenly my horn's magic activates on its own."

Silver Shock laughed, "It's kind of funny now that I think about it. I've had this same dream so many times, yet I always feel this great sense of hope when this part happens. So, my horn grabs this one last tome for me and my eyes light up. 'This is it!' I yell. I grab the book and open it up, and it suddenly bursts into flames. I throw the book to the ground and stagger back, then all the books that I had piled around me also ignite. I use my magic to conjure up a rain cloud, and then I see her. Well, you, I should say."

Twilight sighed, "I think I know where that is going..."

Silver Shock smirked, "So I see the burning terror standing there with this look of pure hatred on her face. I see the magic of her horn activate and the room becomes a raging inferno. Fire elementals and magical constructs swarm towards me as the burning terror laughs and launches fiery bolts of magic at me. I use my magic on the rain cloud I summoned to trigger lightning bolts and clear myself a path to the exit."

Silver Shock paused and stared towards the tower. "I run away from you and flee into the night. Everywhere I go, you appear, this cloaked nemesis, haunting my every move. I run and run until finally I arrive at this place, Star Swirl's tower. I step through the gates and a great feeling of tranquility overtakes me. I roam through the halls in amazement, marveling at the magical artifacts. Enchanted weapons and armor, tomes of spells, history books, ancient artifacts, and gems, lots and lots of gems... everything a unicorn could ever dream of..."

A tear ran down Silver Shock's cheek, "I wander into the solarium as the sun is rising and immediately am surrounded by darkness. I ignite my horn, but even my magic can not penetrate this gloom. I can not see anything, but I feel this horrible presence in the room with me. I always wake up at this point, but each night I dream, it takes longer for me to awaken, and the lurking evil gets closer and closer..."

Twilight hugged her companion, "It sounds to me as though you were chosen to accompany me on this task, and whatever this evil thing is, it was trying to sabotage us. Cause you to fear me. Whatever it is, it's probably the reason my simmering fury got the better of me back in Evergreen Citadel." Twilight shuddered, "And probably responsible for all the ghastly creatures that were harassing me on the way there. But, that's good. That means whatever it is, it's scared of us, and their plan failed. It knows we are going to vanquish it!"

"Twilight?" Silver Shock asked, "I know she's Princess Luna again, but do you think this evil in the tower is Nightmare Moon?"

Twilight paused and looked up at the sky, "Well, I saw Luna days ago in Canterlot and she seemed fine, and the sun is rising right now. I suppose anything is possible, and who knows what has been going on down in Equestria since I left."

Twilight saw the look of fear on Silver Shock's face. "Don't worry. As a personal friend of the Princess, I can assure you those stories about her from Nightmare Night are a bunch of hooey. She's really very nice when you get to know her. But if she has gone back to Nightmare Moon, well, I'll just have to defeat her again!"

Twilight winked and Silver Shock grinned at her, but deep down, they both knew if Nightmare Moon had returned, they would be in very deep trouble, as the Elements of Harmony were required to stop her on her two previous appearances.

Twilight stopped and titled her head at Silver Shock, "Wait, I thought you didn't know I was a wielder of the Elements earlier, but you know about Nightmare Moon?"

Silver Shock chuckled, "Well, it was a little obvious when the giant mare in the moon vanished and the sun still rose. Not many Equestrian ponies travel as far north as Evergreen Citadel and the other cities way out there, but we do get some news up here, you know. We all just thought Princess Celestia did it again."

Twilight pouted, "Well, what about Discord? I helped use the Elements on him, too!"

Silver Shock smiled, "Um, we figured Celestia and Luna teamed up to trounce him again. We get some news, didn't say anything about the quality of that news."

The two continued in silence for several minutes until Twilight thought of something. "You said in your dream you were always searching for a spell to fix this region. I take it that is something you have really been trying to do?"

Silver Shock used her magic to pull a tome out of her saddlebag, "Yes. I'm descended from a long line of weather-talented unicorns, going all the way back to Lady Cloud Warper herself." Silver Shock opened a book and held it in front of Twilight, showing a painting of her ancestor channeling a typhoon spell.

"Our family's magic has been getting weaker and weaker, ever since the time of the windigos. Besides weather magic, my family's legacy is supposed to be this ancient prophecy." Silver Shock flipped through the book to an illustration of a tablet, written in the language of the ancient ponies, with a modern translation next to it. "The prophecy claims that though my family's magic may ebb, it shall roar back like the tides themselves, and a pony shall be born with magic as strong as Lady Cloud Warper's was." Silver Shock closed the tome and put it away, then looked at the ground, "Ever since I was young I was dreaming that pony was me. Obviously it is not me, and so I wander the lands of my ancestors, researching all the old weather spells I can find and compiling them so I can pass it on to the real destined pony..."

Twilight jumped out in front of Silver Shock, "Hey, don't think that way! Just because you're not some superpony, doesn't mean you're not special. You likely have more magical talent than most of the unicorns I know in Ponyville. Besides, you're here with me right now, so the PTB must have plans for you."

Silver Shock frowned, "PTB?"

Twilight said, "Oh, you know, the powers that be? Magic, fates, whatever it is that causes crazy things like this journey we are on."

Silver Shock sighed and looked around the valley, "Perhaps... but it would have been lovely to see this place how it was centuries ago. It must have been beautiful."

As they both gazed around at their surroundings and imagined what it may have been like in the past, something caught Twilight's eye. She couldn't believe what she had seen, and raced over towards it. Twilight yelled, "Rainbow Dash! I'd recognize that tail anywhere!"

Twilight grew even more excited, all of her friends were there. "Applejack! Fluttershy! Rarity! Pinkie Pie! I'm so happy to see you girls! How did you get here?"

Her friends ignored her, and as she approached she could hear them whispering a strange chant. Twilight looked back at Silver Shock, who was equally perplexed, and the two cautiously approached Twilight's friends. They were all clad in brown cloaks and Twilight could see their Elements of Harmony necklaces around their necks. As they got closer, they could see the cloaked figures were standing on the points of a pentagram that had been scorched into the ground.

Silver Shock grew greatly concerned, "I've got a bad feeling about this, Twilight. Something is not right."

Twilight's instincts were also telling her to run away, but continued forward. She walked up to Fluttershy and touched her with her hoof, "Fluttershy?" Fluttershy turned towards Twilight and leered at her, Twilight stumbled backwards and stuttered, "F-F-Fluttershy!?"

Fluttershy turned back to the pentagram and continued chanting as Twilight struggled to comprehend the situation. The chanting came to an abrupt stop and all together the five ponies screamed, "SHAMOKE!" The pentagram lit up with purple flames and there was a great shock wave, as if something magical had been detonated within the pentagram. The five ponies turned to the horrified Twilight, their eyes glowing with purple fire. They smiled at her, exposing their fanged teeth. Twilight ran.

Twilight caught up to Silver Shock, "I don't think those are my friends!"

Silver Shock looked back, regretted it, "Uh, doesn't look like it..."

"I don't want to hurt them if they really are my friends..." Twilight said as she looked around the valley, "Wait, I have an idea, head for that grove of trees!"

The two unicorns raced into the grove, and Twilight quickly explained her plan. "I'll use my magic to thaw the ground, then you need to use your weather magic to freeze it when they enter."

Silver Shock nodded, "Got it."

Twilight began firing super-heated bolts of energy into the ground. They heard Rarity calling for them, "Silver Shock. Twilight Sparkle. It's not nice to hide from your betters."

Pinkie Pie followed up, "We just want to talk to you, Twilight. It's been so long since we've seen you! We can have a party!"

Applejack yelled, "Yeah Twilight, I got some nice warm apple fritters for y'all. Just come an' get 'em!"

Twilight ignored them and continued setting up her traps, muttering to herself, "I really hope that isn't the real Pinkie Pie. I don't want to suddenly have her appear in one of these stumps or something..."

The trap set, Twilight climbed into a tree near Silver Shock. The hunters entered the grove and began stalking their prey. Rarity waded boldly through the muddy ground with nary a concern, and Twilight whispered, "Phew, I hoped they weren't really my friends. That proves it."

Twilight could only see Rarity, Applejack, and Pinkie Pie down below. "Dang, the phony pegasi must be searching from above. Wait, I see them. Okay, Silver, get ready to freeze these fakers."

Twilight used her magic to grab Rainbow Dash's tail and then smashed her against Fluttershy with all her might, sending both of them plummeting into the muddy field below. Twilight moved to signal Silver Shock but she was already casting her spell. The two unicorn's teeth rattled as the sudden cold front struck, freezing the imposter ponies in the mud.

Breathing a sigh of relief, the two unicorns continued on towards Star Swirl's tower, curses screamed by the frozen five followed in their wake.

The rest of the journey through the valley was uneventful, with Twilight and Silver both trying to figure out what it was they had just encountered. They were nearing the tower and quickened their pace. As they approached, there was a burst of magical energy from the top of the tower, sending shivers down their spines. Twilight sighed and looked back at Silver Shock, "What now?"

A murder of crows blanketed the sky and dove towards the two stunned unicorns. Twilight quickly cast her forcefield spell and surrounded the two of them with a bubble of energy. She strained to maintain the field as crow after crow smashed into her bubble, exploding into purple flames on impact.

"I can't keep this up, we need to get inside!" Twilight cried, struggling to ward off the arcane crows.

"Just hold on a little longer, Twilight! I'm almost done." Silver Shock said, as she focused her magic on a spell. Silver Shock nearly collapsed as her spell was completed. She had summoned an enormous storm cloud, which began to spew lightning at the murder of crows, decimating their ranks.

Seizing the opportunity, Twilight and Silver ran towards the gates to Star Swirl's tower. Twilight threw the doors open with her magic and they both ran inside, slamming the great doors shut behind them. They braced themselves against the door, waiting for the crows to try and force their way inside, but the attack never came.

They both breathed a sigh of relief and turned around to survey the entrance hall. Twilight gasped at the magical adornments and Silver Shock frowned, "It's exactly like in my dreams."

Twilight put her hoof on Silver's shoulder, "Don't worry, I'm here this time. Whatever evil being is lurking in here, we'll take care of it." Twilight glanced around the room, "Would be nice to have a little help here, Star Swirl. Could at least welcome us to your home... I don't know what happened to Star Swirl, he said he would be back to help me but he hasn't shown up yet. Well, you're the expert here, which way do we go to find his library?" Silver Shock stood and beckoned Twilight to follow her.

Star Swirl's tower truly was the unicorn's paradise that Silver Shock had seen in her dreams. All manner of magical paraphernalia lined the rooms and corridors. "Did you ever try to use any of this stuff in the dreams?" Twilight asked.

Silver Shock shook her head.

"Darn," Twilight said, "Would be nice to have some extra firepower if we need it, and Star Swirl certainly has arcane artifacts in spades here."

Twilight ran into the back of Silver, who had suddenly stopped. She turned back and whispered, "Twilight, my horn...." Silver's unicorn magic had activated on it's own and began pulling her towards a distant doorway. Silver reared back, recognizing the location, "Twilight! That's the solarium!" Twilight grabbed Silver's tail with her magic and pulled back, but whatever force was guiding her to the solarium was more powerful than both their efforts combined.

Silver Shock became increasingly distressed as she was dragged closer, and closer to the solarium. Twilight scanned the arcanum that lined the corridor. Her eyes were drawn to an insignia patch which bore the cross-like design she had seen on tapestries near Celestia's throne. She pulled it down with her magic then magically attached it to Silver Shock's dress.

Twilight continued scanning the objects as they drew nearer to the solarium. An ornate horn ring caught her eye and she dragged it over to herself for a closer look. The ring was engraved with arcane sigils and was studded with gemstones. There was a diamond snowflake, a ruby flame, and a topaz lightning bolt. Twilight had her doubts, but shrugged it off and slipped the ring onto her horn.

Silver Shock's horn pulled them into the solarium and the doors slammed shut behind them. "That's not good," Twilight said.

Silver Shock huddled against Twilight. "Any moment now...."

As if on cue, the room suddenly became pitch black. They could sense something was in the room with them, but just like in her dreams, their magical light couldn't pierce the darkness. As tears ran down Silver's face, Twilight shouted, "Show yourself!"

They heard feminine laughter and felt a rush of air as something in the room began to fly circles around them. Twilight strained to see into the darkness as Silver Shock buried her face in her hooves. Twilight suddenly found herself being lifted into the air and thrown towards a wall. She smashed into a cupboard, falling to the ground in a cascade of the shattered remains from Star Swirl's tea set. Twilight recovered and finally saw their tormentor, floating above them. Twilight and Silver Shock simultaneously yelled, "Nightmare Moon!"

"What do we do, Twilight?!" Silver Shock cried.

"I don't know! It took the Elements of Harmony to stop her last time! Even Celestia couldn't beat her without them... Celestia... That patch I put on you! That has something to do with Celestia, and if Star Swirl has it in his tower, it must be magical! Use it against her!"

Silver Shock tried to look at the patch, "I don't know what to do Twilight, it's a patch, not a sword!"

Nightmare Moon laughed, "Oh, you foals. Do you really think a small bit of fabric is enough to stop me?"

Nightmare Moon charged at Silver Shock and vanished as soon as she touched Silver's dress. The darkness ebbed and Twilight and Silver looked at each other in amazement. Twilight started laughing, "I don't think that was the real Nightmare Moon. I saw the real one, her mist form was blue and purpley, not green and sparkly."

Silver Shock grinned, "If I had known I could have stopped these dreams with a little sewing..." Twilight smiled at Silver, then walked back out into the hallway.

Twilight was looking over the objects on the walls again, "Ah, here's where that patch was! 'This insignia was worn by Commander Swiftwing at the First Battle Against Nightmare Moon.' Hmm, it doesn't say that it has any magical properties." Twilight leaned down and studied the patch she had put on Silver's dress. "I can't see anything special about it. I only grabbed it because it reminded me of home."

Silver laughed, "Well, even if it doesn't have any powers, it seemed to have got the job done. I get the feeling that that was and wasn't the evil threat in this tower, if you understand what I mean."

Twilight nodded, "Clearly Nightmare Moon was just an illusion of some kind." Twilight paused as a thought came to her head and spoke louder, "I sure hope this isn't all some crazy test by a crazy old mage named Star Swirl." Twilight stomped her hoof, "If you don't want us to play with all the toys you have collected, speak now." Silence was her only response.

The pair continued on towards the library, paying more attention to the various objects scattered about. They each gathered a small collection of artifacts. They both wore a horn ring and an amulet, and their pockets were filled with potions and trinkets.

Twilight was lagging behind and her blood froze as she heard familiar voices crying out in fear. "Help us, Twilight!" the voices cried. Twilight thought to herself, "The Cutie Mark Crusaders?! What are they doing here?"

The girls continued to cry out for her and Twilight followed the sounds of their voice. Silver Shock heard Twilight's hoofsteps and turned back to follow her. Twilight found herself in front a portcullis and could see the Crusaders (Rarity's sister, Sweetie Belle, Applejack's sister, Apple Bloom, and the pegasus Scootaloo) on the other side, chained to a wall. Twilight yelled, "I'm here, girls!" and tried to lift the portcullis with her magic. It wouldn't budge, so Twilight just teleported inside.

Twilight ran over to the fillies, "Who did this to you?"

Sweetie Belle cried, "We don't know! A bad mare took us here and locked us away!"

Twilight pulled at their bindings with her magic but couldn't break them.

Scootaloo pointed her wing at an arcane sigil sketched above them on the wall, "You need to use your magic on that Twilight. ...I mean, I think you should try that."

Twilight stood on her hind legs and stabbed her horn towards the sigil. Silver Shock looked on in terror from outside the portcullis and rattled the bars. "Twilight, no!" Silver grabbed Twilight's mane with her magic and pulled back on her, but she was too late.

The sigil erupted in a brilliant flare of sparks and Twilight was sent flying across the room. Twilight rubbed her sore flank and looked to make sure the Crusaders were okay. Her eyes went wide and her jaw dropped. Instead of the sweet little fillies, she saw three adult sized mares shrouded in black robes. Twilight could smell the stench of death upon them. Their flesh was pale with bluish tints, the hair of their manes and tails hung limp, and their eyes burned with unholy blue fire.

Silver Shock whispered, "Twilight! What have you done? Those are the Death Knights of Westmarech!"

Twilight regained her composure and teleported next to Silver Shock, staring through the gate at the unholy unicorns. Twilight glanced towards Silver, "I'm sorry, I was tricked. I thought I was saving these little fillies I know. Who, or what, are these mares?"

Silver Shock hurriedly whispered the tale, "Long ago, three sisters lost their parents to a magical plague. The three survived and spent decades researching the forbidden arts of necromancy to try and get their parents back. They eventually mastered the unholy powers over life and death, but lost their souls in the process. After their fall from grace, they were eventually slain. However, their powers allowed them to rise again as the undead nightmares you see before us."

The two unicorns backed away from the portcullis as it became enveloped in the unholy magical aura of one of the sisters and began to rise. Twilight found herself lifted into the air, her legs held out to the sides by the death knights' magic. Silver was running down the hall, the third death knight grabbed her tail with her magic and hauled her back towards them.

The death knights strode forward, smiling viciously. "We thank you for our freedom, friend. For that, you shall be rewarded with a quick death and eternal gratitude as our unliving servant." The death knight turned towards Silver and licked her lips, "However, your delicious looking little friend here will not share our gift of immortality. We have been imprisoned for so long.... our appetites are simply ravenous."

The death knight used her magic to slam Silver Shock into the wall, she groaned and crumpled to the floor. The death knight grinned evilly, "As for you my friend..." Twilight screamed and struggled against her magical bonds as the death knight approached.

Twilight recoiled in disgust as the death knight leaned in towards her face. "Hush," the death knight whispered, her breath reeking of death and decay, "Just stay still, it will be over quickly, I promise."

Her sisters moved Twilight into position as the death knight stood on her hind legs. Her horn began to glow with the unholy blue flames of her magic as she began chanting in a strange tongue. "Immalanath, yasoth nalarub!"

Her sisters joined in the chant and Twilight watched in terror as the lead death knight thrust out her hoof towards Twilight's chest. The death knight's leg began to quiver as their chanting intensified and she slowly moved her hoof towards Twilight. The unholy magic of the death knight enveloped her hoof and the chanting ceased.

The death knight's hoof penetrated Twilight and she could feel the surrounding flesh grow numb as it moved towards her heart. The death knight leered at her and said, "Y'knath k'th'rygg k'yi mrr'ungha gr'mula."

Silver Shock groggily awoke and her eyes popped out as she saw what was happening. She frantically looked around her for something, anything, to help Twilight. Silver saw one of the trinkets she had gathered earlier, which had fallen out of her pocket when she was smashed into the wall. It was a piece of scrimshaw with arcane runes and the picture of a sailing ship.

In desperation, Silver Shock grabbed the scrimshaw with her magic and threw it towards the death knights. As it flew in the air, the scrimshaw transformed into a large model of the ship that had been etched onto its surface. The magical conjuration rammed into the death knights and carried them down the hallway, away from Twilight.

Silver Shock staggered to her feet and limped towards Twilight. She asked, "Are you okay?"

Twilight clutched at her chest where the death knight's hoof had penetrated her. "I...I think so." Twilight felt something cold against her rear and looked underneath her. She saw the circlet Queen Rimeantlter had given her and got an idea.

Twilight picked up the circlet with her magic and made her way towards the stunned death knights. As one began to rise, Twilight kicked her, sending the death knight reeling into her sisters. The shocked death knight looked upwards in amusement as Twilight placed the circlet on her head.

Twilight smirked as the circlet's magic took effect, tearing at the death knights' bodies as they were tossed around inside its field of sanctuary. The air crackled with magical energy as the death knights were rended by the holy magic. After a short period, their bodies fell to the ground.

The unholy fire gone from her eyes, one of the death knights looked up at Twilight. "But...why? We were going to make you immortal..."

Twilight smirked again, "I already am." The cleansed sister slumped to the ground as the circlet shattered on to the floor. The sister's bodies disintegrated, leaving only their robes and other possessions as their only remains.

Twilight and Silver stared at the scene in silence for a few minutes. Silver finally asked, "What did you mean, you 'already are' immortal?"

Twilight laughed, "I'm the Element of Magic, I beat Nightmare Moon, conquered Discord. That alone should be enough to guarantee that I live forever as a hero amongst our ponies."

Silver Shock smiled, "Huh. Never thought of that. I suppose that is true, as long as there isn't some apocalyptic catastrophe in the future that wipes everypony out."

Twilight's expression became dour, "Yes. Speaking of which, let's get to the library."

A great feeling of unease spread over them as they approached the library doors. Steeled by the magical baubles they had selected, they cautiously opened the doors. Twilight gasped. Inside, they saw Star Swirl the Bearded, trapped inside an orb of purple fire. Feminine laughter resounded across the library, although it did not sound like Nightmare Moon this time. At the far side of the room stood a figure clad in dark purple robes, the hood pulled low over her face. She stood on her hind legs with her fore legs crossed in the sleeves of her robes.

The figure continued laughing and reached her fore legs towards the two unicorns. Her hooves ignited into the purple flames that Twilight and Silver were all too familiar with. Twilight and Silver lept to the side as lances of energy flew towards them. Twilight fired her own magical bolt at their attacker, which the enemy blocked with a magical barrier. She began laughing even more as Twilight continued firing bolts, all of which were harmlessly absorbed by her barrier. Twilight's horn ring began to glow, and her magical bolts became imbued with the elements of ice, fire, and lightning. Their opponent was shocked, but her barrier held against the elemental assault.

Silver Shock summoned a storm cloud and their opponent quickly blocked the lightning bolts as well. The enemy looked towards Star Swirl, "These foals were expected to save you? Where's your precious Clover the Clever now?" Twilight and Silver looked at each other, glanced towards Star Swirl, and nodded. They both began slowly advancing while throwing everything they had towards their foe.

"Enough of this. You bore me, magelings." their foe said, dropping her barrier to unleash a barrage of energy lances towards the unicorns. Twilight took to the defensive, setting up her own forcefield, but as with the crow assault earlier, she could not last long against the attacks. As an energy lance passed perilously close to Silver, the amulet around her neck began to glow and suddenly the room was full of mirror images of her. Their opponent snarled and began firing lances at the images, trying to find the real Silver Shock.

Silver Shock manipulated her storm cloud, dropping it down onto their opponent. While their foe was blinded, Twilight used her teleportation magic to send the real Silver over to Star Swirl. Their enemy stuck her hooves into the cloud and it began to glow with purple energy before disintegrating. The foe laughed, "Clever, but tricks won't be enough to save you from me!"

As the onslaught against Twilight's shield continued, Silver tried to figure out how to free Star Swirl. Out of the corner of his mouth, Star Swirl whispered, "I believe it is the phoenix feather that you are looking for, my dear."

Silver smiled, "Oh, thanks." As Silver plucked the feather out of her saddlebags, an energy lance phased through Star Swirl's prison and sent Silver tumbling backwards as her mirror images shattered.

The robed figure laughed maniacally, "One down." Twilight looked in stunned disbelief at her companion's lifeless body. Twilight screamed, "No!" as tears began to well. She felt that uncontrollable rage swelling up within her, the darkness that had been growing since the death of Windwalk. As Twilight transformed into the embodiment of her wrath, their opponent's laughter was finally silenced. "How can this be? What trickery is this?"

Twilight launched volley after volley of fire bolts at her foe, who was now back on the defensive, struggling to hold her barrier against Twilight's relentless fury. Twilight kept advancing, then suddenly charged her enemy, ramming her and sending her flying across the room. Twilight didn't let up, firing a barrage of fire bolts after the stricken foe.

Their opponent staggered to her feet and tried to block Twilight's attacks but was too slow. The flames burned through her robes and set her ablaze. She fell to the ground and began rolling to douse the fire. Twilight charged in for the kill and cried out in anguish as the foe's hooves were thrust against her chest, sending powerful torrents of energy through Twilight's body. Twilight fell to the ground, transforming back to her normal self, screaming in agony.

Their foe slowly rose to her feet, continuing to press her fore legs against Twilight. "And now, Twilight Sparkle, you will die."

Silver Shock awoke in a daze and was suddenly terrified as she heard Twilight's cries of pain. She tried to stand, but fell back down. Out of the corner of her eye she saw the phoenix feather. Her body hurt so much she could barely concentrate, but she had to try. Each attempt sent pain rippling through her head, but she persevered, finally lifting the phoenix feather with her magic and slowly guiding it to Star Swirl's prison.

As the feather connected with the fiery orb, the flames dissipated and Star Swirl sprung into action. He charged towards Twilight's attacker, using his magic to grab a sheathed sword from above the mantle. It was the legendary Sword of Heaven, once wielded by ancient pony emperors. As he drew the sword from its scabbard, arcane sigils on the blade began to glow. With a snarl, Star Swirl closed in on the robed mage, striking many a blow with his magical blade. Twilight's attacker groaned and muttered, "You foals...." before collapsing.

Silver Shock watched this unfold and smiled, then she too joined Twilight and their foe in the bliss of unconsciousness.

Hours later, Twilight and Silver awoke after a dream-free slumber. Star Swirl was anxiously pacing the room. His eyes lit up as he saw his rescuers were awake. "Ah, splendid! My saviors have returned to the realm of the living!"

Silver Shock frowned, "'Realm of the living?' Uh, are you saying we were dead?"

Star Swirl winked at her, "Oh, I didn't say any such thing. However, one could say it took quite a number of elixirs to ensure you two would remain by my side."

Twilight shook her head, "Thanks for saving us, Star Swirl, but couldn't you have just gone back in time and stopped her before we got blasted by her?"

Star Swirl laughed, "Oh, would that I could, Twilight. You see, we're in a bit of predicament here. When I time traveled to help you on your journey here, bringing my physical body instead of merely an astral projection as I had used earlier, I found myself ambushed by our good friend over there," Star Swirl nodded at the robed figure, who was shackled and scowling at them. "As well as her comrades. Let me see how well Celestia is teaching you, Twilight. Do you know who she is?"

Twilight cautiously approached. Their nemesis was a donkey. Twilight said, "I didn't even know donkeys could use magic."

Star Swirl laughed, "Well, well. Looks like I have yet another thing to discuss with Celestia. She really should have consulted me about her school's curriculum. I suppose it is up to me to edify you." Star Swirl pulled a book down from a shelf with his magic and opened it on a table. "You see, this donkey is better known as Valdis, the Witch. Or perhaps not, apparently. " Star Swirl pointed towards an illustration of the donkey and five others.

"Valdis and her companions were ancient adventurers, ancient even in my day. They were known as the Order of the True Heart. They wandered the countryside, righting wrongs, sharing their bounty with the poor, all that namby-pamby goody-four-horseshoe behavior that heroes are prone to do. Valdis you know all too well of course. There is also the unicorn mage, Baroness von Richthooven. The pegasi knight, Colonel Stormwing. The Earth pony warrior, Striking Shadow. The griffon minstrel, Monika le Magnifique. And of course, the yak warlock, Shamoke."

Twilight and Silver Shock glanced at each other, "Okay, that last one we've heard of," Twilight said, "We thought we saw my friends earlier, but it turned out they were... not them, and they yelled that name before attacking us."

Star Swirl nodded, "Oh, yes. All six were here watching your progress. They were most displeased when that ruse failed to stop you. I think you frightened them actually, as all but our friend here left in a hurry. Unfortunately, not before Shamoke hexed me and temporarily bound my time traveling powers."

Star Swirl sighed, "Which brings me to our predicament. You see, those rascals knew all too well what they were doing when they attacked me here. They stole the tomes we need to fix your problem and save Equestria, along with my time traveling spell's components."

Twilight looked confused, "But I've used your time travel spell before, I didn't need any equipment."

Star Swirl winked at her, "Ah, you see, the spell we need is quite the masterpiece, if I do say so myself, allowing one to spend an indefinite amount of time in their destination should they so desire. With so much at stake, we can not take any chances. Whereas the spell you used was extremely limited. You do remember that, don't you?" Twilight rolled her eyes and nodded.

Star Swirl continued, "Do you also remember on that day, when Cerberus showed up in Ponyville?"

Twilight nodded, "Yes, I led him back to the gates of Tartarus before any of the evils escaped."

Star Swirl laughed, "Ah, my dear, that's what they." he nodded towards Valdis, "wanted you to believe. It was their machinations that led to Cerberus abandoning his post. They've been biding their time, letting their powers return. The incident with you at your brother's wedding, and the resulting calamity that has ensued back in Equestria, gave them the opportunity they needed to escape."

Silver Shock spoke up, "I don't understand, if the Order of the True Heart was full of good ponies, how did they end up in Tartarus?"

Star Swirl stroked his beard, "A very good question. Care to tell us the tale, Valdis? No? Very well then. In ancient times, there was a creature so dark and twisted, it brought misery wherever it roamed. The Order, and this might interest you, Twilight, were the bearers of the Elements of Harmony at the time," Star Swirl smirked at Valdis, "and our donkey friend over there was the Element of Kindness itself, if you can believe it. Then of course there was Loyalty; Colonel Stormwing, Magic; Shamoke, Honesty; Striking Shadow, Generosity; the Baroness, and Laughter; Monika."

Twilight stared at Valdis in disbelief. Star Swirl continued, "And so, our good heroes decided to vanquish that terrible creature with the Elements. Unfortunately for them, and now it appears, for us, the creature was so full of evil that it was able to shrug off the Elements' attack. It corrupted the Element's magic and redirected it back onto our heroes. The creature was destroyed in the process, thankfully, but its foul essence lived on in the six. They became shadows of their former selves, obsessed with power, ruling the land with an iron fist until the new bearers of the Elements were found and thwarted the former heroes. They have been imprisoned in Tartarus ever since."

Twilight sat back and contemplated the story. "So, we have five more super angry, super powerful, super evil bad guys out there, and they have what we need. What are we going to do?"

Star Swirl stood up and used his magic to strap his sword's scabbard to his belt. "Why, Twilight, we get back my books, of course!"