The Twilight Struggle

Chapters

Chapter 1 - The Shadow's Call
Chapter 2 - Moonrise
Chapter 3 - Waning Moon
Chapter 4 - Shadowfall
Chapter 5 - Lesson Negative One
Chapter 6 - Hecate's Road
Chapter 7 - Shadow's Tale
Chapter 8 - Ask not the Sun
Chapter 9 - Sunrise
Chapter 10 - Twilight's Struggle
Chapter 11 - Dawn of the First Day
Chapter 12 - The Council Convenes
Chapter 13 - The Dead Letter
Chapter 14 - The Maidens
Epilogue - Twilight Shadow
Afterword - Authors Notes

Chapter 1 - The Shadow's Call

“In this, the prophecies are certain my liege. That on the longest day of the thousandth year, the Stars will aid in her escape, and with her return, I fear what may become of Equestria.” – Missive to Princess Celestia, from Archmage Hexagram, Celestian Year 113 (113 years after Luna’s Banishment)

Ponyville, Equestria – The Golden Oaks Library, Celestian Year 1004, Summer Sun’s Eve
~ She was alone, floating in a dark, quiet place. This place was not cold, just dark, and quiet...Memories flitted past her vision, memories of times not so long ago. The mare floated in seeming silence, surrounded by the comforting, quiet, warm darkness.~

“Elements of Harmony…see…Mare in the Moon?”

~ Her discovery, seemingly dismissed by her mentor. She had been so angry then, that her word had not been trusted...Why had she not trusted her? Was she not her most faithful student?~

“…And I have an even more essential task for you to complete – Make some Friends!”

~What good would friends do her? She had the knowledge, she only needed more to defeat Nightmare Moon..With the right knowledge, she could do anything...Nopony could stop her, if only she knew...~

“The Night Will LAST FOREVER! AH-HA HA HA HA HA HA HA HA!!!”

~If only they had listened, perhaps she would have been ready...Perhaps, perhaps, perhaps, perhaps....~

“Ah….You.” spoke the voice from the darkness…”Yes…You’ll do.”

~What? Who will do? Who are you? What are you?~

"I am you...little unicorn, my little Dark one.. I am what you will become...."

~But...why? What's going on here...~

"You'll find out..." Purred the voice, soft and warm as plush velvet. "We will speak again, Soon."

CRACK-A-DOUMMMMMMMMM

“AHHHHHHH!”

A scream filled the confines of the Golden Oaks library as a suddenly startled pony fell ingloriously from her bed on the upper floors as lightning and thunder streaked across the windows, temporarily illuminating the simple study of one Twilight Sparkle, bathing it in cold white light for the briefest of moments as the Pegasus mandated storm raged outside.

CRACKACRACKOOOOOOOOM

“Twilight, Twilight! Are you okay!?” A worried voice wavered outside the thick bedroom door even as the selfsame unicorn lifted herself from the floor where she had landed amidst her tangled blankets and pillows, splaying her normally well-controlled mane over her eyes and flattened ears.

She huffed out a sigh, followed by a jaw creaking yawn, and tried, unsuccessfully, to untangle herself from her bedsheets as another pounding came at her door – to use the word pounding generously. It was more like a knock with intentions of one day growing up to be pounding. “Twilight! What’s that racket in there?”

Twilight huffed out another sigh, her jaw snapping shut as she tried to stifle another yawn, trying to blow the mane from over her eyes and ultimately, deciding her professional dignity could take no more beating, called back to her dragon assistant through the door, though slightly muffled by half a mouthful of comforter. “Quit yelling, Spike and get in here and help me!”

The door swung open revealing the warm glow of a lit candle, now hurriedly being placed on a side table as her ineffable assistant tried very obviously not to laugh at the dignified unicorn’s current state, and began to untangle her from the mess of blankets and sheets. “Geeze Twilight, what happened to you?”

“Just…a bad dream.” Twilight hedged, her words punctuated again by that oh-so irritating yawn, not wanting to admit it was as much the peal of thunder which had awoken her from her uneasy slumber of fitful dreams and strange voices. She wanted even less to admit she’d been having said dreams for nearly three months now, and she was beginning to consider sending a letter to Princess Luna about them.

She would have sent the letter already, were she not afraid of being written off as a silly little filly overstating the importance of her own bad dreams. Besides, Both Luna and Celestia were busy with tomorrow's Summer Sun Celebration. She would not bother them with such petty trifles as bad dreams. She shook her head firmly again, expelling the thoughts from her mind to focus on what was important and in front of her. Namely, that she looked very silly and was still very tired.

“Looks like a lot more than a bad dream to me, Twilight.” Though bleary eyed and not entirely yet awake, Spike worried for his best friend in the world. Twilight knew that even as she shook out her mane and stifled another yawn, exercising self control in spite of her own fatigue, and looked upon him with that small smile she could never keep off her face at the sight of him. Baby dragon or not, he could come across as so incredibly sincere from time to time. It was both cute and endearing. He needed to be soothed, and gotten back to bed, or he’d be totally tuckered out for the party tomorrow.

“It’s alright, Spike. Go back to sleep.” She nudged him along with her nose, pressing it into his soft spined back and giving him a little shove. “We’ve got a big day tomorrow, and you don’t want to miss Pinkie Pie’s biggest party of the year, now do you?” Spike, taking this advice to heart in the way only a dragon could, bolted out the door with only so much as a “You too, Twilight!” and the sound of him hitting his bed like a sack of particularly scaly potatoes. The image that conjured up in her mind made Twilight giggle for a moment before looking out into the raging storm outside.

Supposedly, at least according to Dash, they’d had to move up a week's worth of storms across Equestria in order to ensure that the Princess’ Summer Sun Raising in Manehatten would have bright, clear skies. It had been an organizational nightmare, to say nothing of vast parts of the countryside suddenly being hit with a mother of a storm so that the city folk could have a fussed up party was not going over well with the smaller towns of Equestria. Never mind that only three short years ago, similar conditions had to be assured for the tiny town of Ponyville…A very fateful Celebration it was too.

Maybe that’s why I cant sleep…I’m still having nightmares about it. Thought twilight as she hopped her way back onto her bed, lifting her mess of sheets into the air with a soft glow of her horn, she began to untangle them, while the rest of her mind churned over her recent sleep problems. The most wonderful day of my life, and also one of the scariest, but why am I thinking about it now? I haven’t dreamed about it since after we fought Discord, and I thought I had overcome my fears of danger, and of losing my friends…

She worried at the problem, as she was wont to do, until her thick mass of sheets was untangled. She folded the blanket at the foot of the bed, as was proper, and laid the sheet neatly down over herself as she looked out into the storm. From within her Tree House, protected by her magical lightning rod, the storm looked beautiful and terrible. Not unlike how Celestia had looked when she had focused her anger at Queen Chrysalis just a year or so earlier.

Twilight had felt fear before, but never fear of her own mentor and teacher, of the Pony, the princess, who was as precious to her as her coterie of friends was. And yet, looking upon that serene visage tempered into one of hardened anger, she felt as though she had looked upon a face disturbingly like that of Nightmare Moon in the prime of her power. It had been a harrowing reminder that, however much love she felt for her teacher, she was still Princess Celestia, the Guardian of Equestria. She who was feared and respected by those forces in the world who sought dominance and control.

Twilight shook the thoughts from her head. She trusted Celestia, without a single question, just as she trusted her closest friends. And just the thought of them brought a smile to her face, knowing that Rarity would be up until all hours of the night, frantically working on some costume for a Manehatten socialite whose order was ‘The Most IMPORTANT. THING. EVER.’ Or so Rarity had proclaimed before shutting the door to her boutique with a slam. She was further certain that Pinkie Pie would be at the Cake's right now, working the ovens through the cool of the night to prepare the cavalcade of treats that they would no doubt ply into a small mountain of bits before the end of the party tomorrow. Rainbow Dash was equally likely far above the storm line, directing the weather corps of Ponyville in the controlling of the powerful storm above, and that Applejack was at much the same work as Pinkie Pie, preparing the apple family treats, as well as a promised batch of “Spring” Cider, a new innovation by Granny Smith, apparently in the hopes of sucking even more tourists from the Manehatten area to try the legendary Ponyville cider way out of its normal selling season.

Fluttershy…twas probably hiding under Lyra Heartstrings’ bed, having asked her earlier in the week for a place to stay during the scariest part of the storm. It was also very likely that Angel Bunny was scolding her as she did so. She half smiled at the image of the small white bunny trying to drag Fluttershy out from under the mint pony's bed so that they all could get some sleep. At that thought, she yawned hugely and pulled the sheets over her slim form and snuggled up into them against the storm outside, sleep quickly overtaking her mind and setting it once again to rest…

~Warm again. Surrounded by the comforting blackness. It was good here, safe here. She would not be disturbed here, save by her memories, Memories which slowly drifted past her, the only sounds she could hear, save for that soft, purring voice..~

"Oh, my beloved subjects...It's been so long since I've seen your precious little SUN LOVING faces..."

~If only the princess had LISTENED to her....~

"Yes…You. You will do nicely. My little Twilight Sparkle…"
~

Canterlot, Princess’ Palace, a few minutes later
~
Dark clouds swirled about the ancient tower, its height dwarfed only by the lonely peak of The Tall Mountain. There, a dark figure, enrobed a coat of stars and shadow, pressed her eye to a telescope and swept it with the glowing power of her horn across the skies. Though in truth, she could see very little this eve, with the massive patches of storm covering much of the lands around her. Even Canterlot was experiencing an unusually heavy downpour, though the ancient magic of the tower ensured she was untouched by the deluge.

Princess Luna frowned, for she felt her connection to the realm of dreams tugging at her, as though there were some vital thing she should be investigating. She shook this feeling off, knowing that there would be no time tonight to be exploring the dreams of other ponies in search of some nebulous worry. It was probably just the day, she thought with a wry sort of smile. Her Rebirth day, as she had come to call it since the events of that night seemingly so long ago. She shook out her night-blue mane as it settled down about her shoulders, reverting just for a moment to the plain dark blue of a clear summer's night, letting the magic of the Alicorns seep out of her body, leaving her looking much like any other adult pony, if one discounted the broad wings that adorned her back and the slender, long horn on her forehead.

She rested her head against the railing, a place she had always guarded the night from since time immemorial. Since long before she had been corrupted by her own jealousy and greed, since before her Banishment and return, here she had watched over the dreams and safety of all the little ponies as they slept through the silent night. She swept her telescope again across the land and a smile unexpected came to her lips – As she saw groups of ponies in many of the larger cities still partying the night away, wearing turquoise crescent moon medallions and black and blue elaborate costumes. Though the holiday was strictly unofficial as far as the Equestrian government was concerned, in the years since her return, the “Lunar Rise Celebration” Had become at once an excuse to extend the celebrations of the Summer Sun day into the day before, and also a touching, quiet tribute to Luna herself, gifting her more than one night in the year where the ponies did frolic under her beautiful night. She had worked especially hard this evening to make it a grand and glorious one, despite the storms.

She suspected Tia had a great deal to do with its inception, but it had caught on, especially with the cosmopolitan city ponies who never turned down an excuse to get hammered on salt licks and do things they would regret in the morning, and many of the younger and rowdier ponies of the smaller towns who saw worship and tribute to Luna as an easy way to defy their elders who were in many ways, still set in the old ways. Only the rather severe storm was keeping her from seeing into the raucous and often very bawdy celebrations going on with the ponies below. Still, despite her pleased demeanor, something still tugged at her. Some nebulous danger she could not place her hoof on. She shook her head and redoubled her watch, making a note to speak with Tia in the morning about it, perhaps after the Summer Sun Celebration she could delve into the dreams of the Ponies for a few nights, and seek out whatever this danger might be.

Ponyville, Golden Oaks Library, the next morning

“Morning, Twilight! Happy Summer Sun Day!” Twilight half-glared at the tiny, oblivious purple dragon, and wondered not for the last time if Celestia would scold her for turning Spike into a bouncy ball and letting Pinkie have at him for a couple of hours. Deciding, once again, that she probably would, Twilight sank into the chair by the small kitchen table the pair of them had shared innumerable mornings since her arrival in Ponyville.

A twitch of her nose, however, informed her that Spike was making pancakes, and that a short stack had just been delivered alongside a bright bowl of daisies and alfalfa sprouts, a steaming mug of coffee, and a warm bottle of the famous Maple family Syrup. Throwing a look at her dragon assistant that could be described as “Eternally Grateful” –Twilight wasted no time, her horn bursting into soft radiance and dragging the mug up to her mouth, the hot coffee mildly scalding her lips and tongue as the syrup bottle poured its sweet smelling goo over the warm, fluffy pancakes.

The mild pain of the hot liquid and its restorative caffeine was enough to render Twilight positively chipper by the time Spike sat down with his own, much much taller stack of flapjacks. Twilight eyeballed the giant stack and the salivating dragon behind them as he began to sprinkle on a small fortune worth of tiny sapphires over top it. Spike may have been a dragon, which meant his diet primarily consisted of gemstones and other precious metals, but as he put it, that didn’t mean he didn’t looooooooove the taste of pancakes. The very thought caused her to giggle and dig in more enthusiastically to her own breakfast, quickly dispatching the meal and leaving her far more refreshed despite another night of disturbing, dark dreams.

“Spike, I’m going to be doing a little special research today in the restricted room, so feel free to take the day to do as you like.” Spike gave Twilight a look that had layers of meaning, Most of those layers accusing twilight of being absolutely bonkers for wanting to STUDY on a beautiful, gorgeous HOLIDAY like today. But spike had long since learned not to argue with her when she had some sort of studying beast on the mind, so he simply sighed and kept attacking the seemingly endless stack of pancakes, even as Twilight gave her dishes a quick rinse with magic and water and trotted into the basement of the library.

Twilight had not even known about the basement until a sly, offhand letter from Princess Celestia informing her of its existence a few months after her arrival in Ponyville. While the special selection here would never dwarf the Canterlot Library, the Restricted Room of the Golden Oaks library was never the less a treasure trove of ancient knowledge and wisdom. Some of these books had to be Last Copies of their kind, others usually locked up behind vaulted doors in the Celestia’s School for the Gifted graduates section. Yet the Princess had entrusted her with both key, and unspoken permission to peruse the tomes of arcane secrets and dark, ancient lore.

“Lets see, Dreams…Dreams…D..D..Demons, Dragons, ah – Here we go. Dreams and their Portents by Saddle Trelahny.” A quick burst of air from her mouth sent the dust covering the book flying about the dim basement. Another glow of Twilight’s horn and a little hummed command and the lamps surrounding the single ancient desk that sat amidst the stacks of books gently wafted to life, illuminating the desk perfectly for a single pony to sit and read any of the tomes. This was sometimes necessary, given the faded scripts or ancient languages in need of being translated by spell or by expert. Twilght laid the ancient book down and with a casual flip of magic, cracked the tome open and began to read.

Sometime later…

“This writing is just…Awful!” And she wasn’t talking about the content. Couched in mystical gobbledygook, false assertions about the sun and moon determining the fates of each individual pony, and some bizarre tirade about the evils of government involved in higher education, the book itself was something of a travesty of intellectual literature. Twilight was about to hurt the tome away in utter disgust before a specific passage caught her eye. She had to translate it through all of the couching in ancient equestrian terms that effectively meant nothing, and focused on the meat of it.

“Of all of the threats in the realm of dreams, only one serves as terror for the people of all races. Referred to in the old tomes simply as ‘The Dark’ - this strange, seemingly indestructible being has had every tragedy and ill event in the history of the world laid at its tendrils. Some have blamed it for the goddess, Faust leaving the world behind to the mercies of Chaos. Others still lay it to be responsible for the birth of Discord, or the creation of any number of horrifying and powerful beings in the world. Regardless of its ultimate aims, only a few things are known for certain about it. It resides, at least in part, within the realm of dreams. It comes to ponies or other creatures in the night and slowly draws out their inner darkness. This darkness can take many forms, and some speculate that it can even change the very physical forms of those deeply under its sway.”

Twilight shook her head for a moment, the tome having discarded its usual mystical mumbo-jumbo in favor of a stark serious tone for that few sentences, noting that it quickly rambled off into the world of the absurd shortly thereafter. Twilight carefully shelved the terrible, but disturbing book of revelation she had just read when a sudden knock at the trap door interrupted her reverie. “Twilight? Twilight get yer sorry flank up here, Girl! You are not gonna spend Summer Sun Celebration cooped up in ‘ere with yer books! Now GIT!”

The sound of Applejack’s sweet twang startled Twilight out of her reverie. She puffed out her cheeks and prepared a scathing tirade about the disturbing information she had just uncovered when a second voice chimed in, “Darling, you made a Pinkie Promiiiise…” sing-songed Rarity, her voice positively dripping with innocent sincerity, as Twilight blanched at the thought of being accused of breaking a Pinkie Promise. She scrambled over to the staircase and bound up it, two steps at a time.

Manehatten, Unicorn Square, Tasty Olive’s Mixed Drinks Emporium

“All is in readiness?”

“Yes, M’lord. I have made certain the princesses will be indisposed until the time comes for the sun-rising ceremony. “

“Good. Remember, do not present them with any definable threat, or I have no doubt our plans will come to naught. You do not wish to be explaining that, should it happen, to our Master.”

“Of course, M’lord. I will be the very soul of discretion.”

The Crystal Empire, The Princess’ Palace

“Shiny? What’s wrong?”

The Alicorn Princess, Mi Amore Cadenza placed a hoof in worry on the shoulder of her husband and the love of her life, Shining Armor, Prince of Equestria. Her hoof gently brushed the bright blue locks from his eyes as he gazed out over the landscape – Though harsh, the use of the powerful crystal magic imbued in the city had transformed the once barren winter wasteland around them into a thriving sort of wilderness. It would be a long time before it could be called “Easy living” But for the Crystal Ponies who lived there, no one seemed to mind all that much.

For his part, Shining Armor could not shake the feeling in his gut that something terrible was about to happen. But not, for some reason, to the Princesses, no, his thoughts were focused entirely on a small lavender Unicorn who would be just heading off to the festivities with her friends. Surely, the Elements could protect them. Surely, he had nothing to worry about, right? He should relax, enjoy the chance to cut loose and party a little like he hadn’t had the time for since he had become the effective co-ruler of a very old subset of the Equestrian Kingdoms. And yet he could not draw his eyes from a fixed point to his south.

“Shiny…Talk to me.” A firm hoof, clad in the delicate silver jewelry of an Alicorn ruler, pulled his eyes to the soulful depths of the mare he loved so very much. He could not hide his feelings from her, any more than he could hide them any longer from his own sister. He gusted out his cheeks, knowing she wasn’t going to like what he next had to say.

“I’ve got to get the Ponyville. As fast as I possibly can.”

"But...Shiny...the celebration?"

"Cadence...I think my sister is in grave danger."

Chapter 2 - Moonrise

Ponyville Town Square, Evening of the Summer Sun Celebration

Leaning against one of the tall columns of the town hall as the party swept back and forth around Twilight Sparkle, the citizens of ponyville driven by salt-spiked apple cider, and run into sugar-fueled dancing sprees by a combination of Pinkie and Apple family treats, the party raged around her like nothing else in the world could. The very thought brought a warm glow of a smile to her face as she watched Pinkie Pie dare yet another unwitting guest from out of town to a cupcake eating contest. Up on the main stage, Vinyl Scratch unloaded her trademark music into the crowd of dancing ponies, bright lights and magical lasers streaking across the crowds in a cacophony of light and sound that seemed determined to keep its listeners awake eternally.

But Twilight yawned anyway. Wide and jaw creakingly long, she felt her head slump against the town hall’s column as the Cutie Mark Crusaders went charging by with another load of records for Scratch. The music and lights seemed to fade away as exhaustion snuck up behind her and claimed her consciousness for its own, pulling her down into the warm inky blackness of her dreams.

Yet the dreams seemed to become more and more real, seizing at her imagination with feelings of safety, drawing her in to what she knew were her memories of that night three years ago. The night where the fate of her entire life would change against her will, leaving her bound as the Element of Magic, one of the six Elements of Harmony, Guardian of Equestria against the dark forces that sought to destroy it. But her dreams focused tonight not on those future threats, but on that incident what seemed so long ago. That night that had brought to her the closest friends a mare could ever ask for. ..

The feeling of a hoof being shaken almost to the point of being pulled off, A strong grip, Shining green eyes and a bright twang in her voice that just rippled with hospitality…

”Well, Howdy-Doo, Miss Twilight! A Pleasure makin your acquaintance. Ahm Applejack.”

~Applejack. So Honest. No one works harder than she does. But She’ll do anything to keep from disappointing her friends…anything…~

A flyaway mane, created by a virtual tornado of speed. The multi-hued mane of the one responsible seeming to mock her, yet nothing but friendly interest in a voice dripping with pride…

“Lemmie guess. YOU’RE Rainbow Dash.”

“THEEEEE One and Only! Why, ya heard of me?”

~Dash. As loyal as a puppy, and almost as smart. So Loyal, she’d never even question me if I told her what to do…~

The cultured voice. The elegant sweep of her mane, her impossible grace even under the heaviest of pressures. Those sharp eyes, and a talent for style not even the most hoity of toity’s could possibly match..

“Oh My Stars, DARLING! Whatever happened to your Coiffure? “

~Rarity, more generous than any dozen other ponies. Perhaps a bit full of herself, but if one can convince her to start giving, It is oh so hard for her to learn when to stop…~

The bright yellow coat, the pink mane. That painful, total shyness. Little else could describe the pony teaching the southern birds to sing as gorgeously as any choir…

“Hi Spike! Im Fluttershy…”

~Fluttershy. She couldn’t even speak to me at first, yet her courage can be as boundless as her kindness should it be called to the fore. She least of all would oppose my direction, so long as I was firm and forceful enough…~

Chaos. Energy. Happiness. Laughter. What else could be said about the pink maned wonder? Who could seemingly bend the very laws of space and time to her will, oblivious to all but her never ending quest to make everypony in Ponyville smile…

“SURPRISE! Hi, I’m Pinkie Pie and I threw this party JUST FOR YOU!”

~And finally, Pinkie Pie. What else can I think? Pinkie Pie is Pinkie Pie. So long as she’s making other ponies happy, I don’t think she cares about anything else…~

“You see, Little Twilight? You’re already starting to learn…certainly, they are your friends, but oh the things they will be able to do for you once you have learned…And you had best be ready, my faithful student…your first lesson is coming very soon…Wake up, Twilight Sparkle….Wake up….Wake up!”

“Wake up, Twilight!”

Applejack was shaking her shoulder as she suddenly sputtered awake – The sun was getting ready to set in the distance, and Twilight rubbed her eyes out, wondering how the heck she’d slept unnoticed through so much of the afternoon. Applejack gave her a distinctly worried look, one that mirrored that Spike’s from yesterday evening. “Are you alright, Sugarcube? You look like ya just seen a ghost…” Applejack frowned a little, gently placing hoof against Twilight's head as if to take her temperature.

Twilight shook her head and put her very best comforting smile on, trying to project as much confidence as she possibly could as her mind roiled over the vivid, disturbing dream she’d just awoken from. For the briefest of moments, her vision felt doubled, like she could see two different Mares before her – one the warm, calm Applejack she knew so well, stubborn and strong…the other…An obedient minion, Strong, for certain, but desperate for her approval and love..She shook the vision from her eyes and pasted the smile on more strongly, vowing to write Celestia in the morning about this.

“I’m fine, Applejack. Just a little tired from all the partying and preparing for those storms we had to go through…” The truth, but not the whole truth. Applejack might be able to spot a boldfaced lie a thousand yards away, but she still had trouble with the subtleties sometimes. Twilight felt sick at deceiving her closest friend, but on such a glorious night as this, she didn’t wish to worry her unnecessarily over some dark dreams.

Applejack, for her part, just grinned at her. “Shucks, Twilight. You ain’t hardly hard any fun at all yet! C’mon, geddup. We’re havin a little private moment with the whole gang for the Sunset ritual.” Applejack tugged Twilight to her hooves and for her part, Twilight trotted along in good order and speed, ignoring the strange feeling in the back of her mind that she really was missing something…

The Friendship Express, Crystal Empire Station, Five hours earlier

“Prince Shining Armor! What ‘n the world brings you ‘ere?”

The Station conductor looked absolutely gobsmacked at the sight of the white coated prince bedecked out in the armor of the Captain of the Royal Guard, his eyes intense upon the station master who for his part shifted a bit uncomfortably in his chair, trying not to swirl his cider like a nervous recruit. Shining armor spoke tersely, but not unkindly. “I am sorry to interrupt your private celebrations, Full Steam, but I need to get to Ponyville as quickly as is possible.”

The stationmaster looked up in shock – It was well known by nearly everyone working in the area that Shining Armor and Cadence had been planning a private personal celebration tonight, a chance to get away from the difficulties of rebuilding the Crystal Empire. “Well o’course, I’ll rouse the boys and load the engine up proper, but…What’s going on? Some kinda’ emergency?” He stood up, setting his cider down half nervously, the giant wooden mug rattling noisily in the otherwise silent train station.

Shining armor shook his head firmly and growled out his next words in a voice that sent a chill up the stationmasters back. “I don’t know yet, Steam. But I’m not taking any chances. We need to double time it. Any passengers we might inconvenience I will personally apologize to later. Now Move!”

For his part, the stationmaster did not argue, leaping out the doors and yelling as he went for the express pull-pony team, and to load up the steam engine with a fast load of coal. One car only, this was going to be a speed run. Shining Armor, for his part, glared out into the chilly countryside, feeling the gentle touch of Cadence’s magic on his cheek, wishing this dark feeling in the pit of his stomach would go away. It felt like the black magic of Sombra again, driving hope and love from his heart and replacing it with fear and doubt.

~Shiny….be strong. I’m sure whatever is wrong, Twilight will be alright until you can arrive..~

Shining armor blew out a breath as a six-pony team of bulky earth ponies trotted up to the front of the station, pulling the Friendship Express engine car and a single passenger vehicle with it. Shining moved out to the car and hopped aboard the train, yelling over the blowing winds to the Stationmaster. “Don’t worry about the formalities! Let’s just get going! We don’t have much time!” The train pulled slowly out of the station, as the engine began to pick up speed...

Manehatten, Unicorn Square, The Rich Hotel

Celestia blew out an exaggerated sigh at Luna's intransigence. “We have at least a little time, dear sister. What is worrying you so?” The sleek penthouse suite of the Rich hotel was a study in elegance and design. The finest Saddle Arabian silk, imported marble from the Diamond Dog warrens, hoof-stitched hangings from some of the most legendary of Equestria’s own designers and artists. Hoof crafted furniture from the artisans of Fillydelphia. Yet it all paled in comparison to the two regal forms who sat across from each other by the small tea-table that served as the center for the room.

A sleek white horn glowed gold with ancient power and lifted the china cup to her lips, tasting the simple green teas she was so fond of, and refocused her gaze upon the dark blue coated Alicorn across the table. Luna had that look again, that set of body posture and facial expression that told her sister she was very, very concerned about something, and equally determined not to bring it up. Luna, for her part, jerked her head from side to side and lifted her own teacup with far less elegance, a few droplets spilling out onto the soft rug beneath her hooves as she took a long pull of the black teas she preferred when she had to be awake before her normal hours.

“Lulu…” Celestia began, and was rewarded for her prod with an irritated glance from her sister. Just the sight of that defensive glare brought a smile to Celestia’s face – both of them hated being called by their childhood nicknames. It was their own, private way of needling at one another, and a gentle reminder of just how old they were in comparison to so many other ponies.

Luna huffed out a breath after a moment, realizing she’d been played. Then she stuck her tongue out at Celestia and sighed, now only half glaring at her. “I am worried about Twilight Sparkle.” Just the mention of her Most Faithful Student brought a gentle smile, but then a worried frown to her face.

Celestia arched a delicate eyebrow at this sudden announcement of a problem, setting the ancient gears of her mind to turning…“What in the world do you mean? Her letters have not indicated any issues.” Her tone indictated she clearly did not believe this could be at all serious. Then Luna huffed out again, obviously frustrated at something Celestia had absolutely no knowledge of.

Sometimes, she felt incredibly silly for being totally unable to see into the dreams of other Ponies, as her sister could. It was perhaps too much to ask, yes, but it would make her life so much easier sometimes if she could just go in and see whatever was bothering them. Luna, on the other hand, while she was blessed with the ability, maddeningly did not use it unless she saw a pressing need to. Her tone was petulant, but continued on that strong tone of worry,“Her dreams have been cloaked in shadow as of late. I have not been able to see what her dreams pertain, nor why her dreams seem not to change from night to night as other ponies do. It is as though she is plagued by some problem she wishes not to speak of to anypony else.”

Now Celestia was worried. If her student could be said to have one truly overriding flaw, it was that sometimes her incredible logic worked against her own good sense, stymieing her from asking for help when she had become convinced she could handle a problem that was clearly beyond her ability to deal with. Even worse, she was prone to making mountains out of mole-hills, as the saying went, so Celestia could not even be sure that whatever dark thoughts plagued her student, that it was anything of pressing importance.

She sighed gustily, wishing she could have just one day where something did not seem to be going wrong somewhere, and calmly sipped at her tea, forcing her mind back into Serenity. Now was not the time to be panicking. “Leave her be for the time, Luna. I will raise the issue in our next letter after the Celebration tomorrow. Should she continue to be evasive, we will take further steps to aid her.” Her eyes crinkled in amusement. “For all we know, it could be as silly as that issue with the letters she had.” The memory of what Luna had come to call ‘Lesson Zero’ brought a giggle of humor to both of them, easing the tension that seemed to be building up in the room. It was going to be a fine Summer Sun raising, and the two of them would get a chance to cut loose and enjoy the party for once amidst the Manehatten social scene.

It was going to be All Right.

The Golden Oaks Library, Summer Sun Day, Just before Sunset.

“It seems incredible sometimes that it all began here, doesn’t it, Applejack?” Rarity’s sweet dulcet tones floated through the mostly empty library, where six close friends, and one baby dragon, stood around the central library table. A special cask of Sweet Apple Acres Cider sat somewhat precariously in the center, surrounded by mugs half full of cider and bowls of various treats, snacks and a bulky album of photographs taken from their adventures over the years..

Applejack grinned and drawled out, around a mouthful of baked goods “Sure does. Heck, I never thought anything important’d ever happen here! Er, no offense, Twilight.”Twilight, for her part, only rolled her eyes at applejack as she grabbed one of Pinkie Pie’s legendary crumb-cake-cupcake-supremes and devoured the flaky treat with no small amount of relish, feeling far more awake than she had in days, surrounded only by her closest friends.

Pinkie pie, for her part, was bouncing up and down by the photo album as Fluttershy gingerly turned the pages for them all.“Ooh Ooh! That bridge sure was scary to cross, wasn’t it! And Ooh! It’s Steven Magnet! I wonder how he’s doing down in Appleloosa? Oh yeah, and there’s that picture with the Princesses! And they SIGNED it! That was so awesome I was like whoaaaaaa Princesses here in Ponyville! And there’s our first Pet Playdate! And-“ Pinkie Pie’s constant pep got a smile from everyone except for Rainbow Dash…who predictably, was eyeballing the brand new Daring Do novel that sat prominently in Twilight’s ‘Read Me’ pile.

Twilight noted with some concern that Rainbow looked absolutely beat, but was running on pure bravado to convince everyone she was perfectly fine. It was obvious, even to Pinkie Pie, though that she was even more tuckered out that Twilight was after dealing with the massive storms all night. Fluttershy looked up to the tree window and softly spoke into the tirade of Pinkie..“Um…girls?” Pinkie pie gave a huge deep inhale just in time for Applejack to shove a hoof into her mouth

Applejack turned to Fluttershy, conscientious of how quiet the little Pegasus could be. “Go ahead, Sugarcube, what’s up?” Fluttershy pointed a delicate yellow hoof at the window and everypony turned their head and Rarity gave a little gasp and a squeal of delight, practically bouncing in place.

“Why, It’s practically Sunset! Get your mugs full girls, Hup to!” Each of the six friends quietly refilled their mugs with the foaming apple cider and trotted up to the window which overlooked the horizon of Ponyville. There, they stood in silence, hoof in hoof with one another. Every year since they had met, they had me the Summer Sun celebration’s sunset together, just as they had the very first time they met.

They used this moment to reflect, and to simply be together as the closest friends anypony could ask for. As the sun gently dipped below the horizon, each one of them took a sip of their cider, and a sip from the mug of each other pony, punctuating it with a hug, or in Rainbow Dash’s case, a Brohoof, even if only a timid one from Fluttershy. The sweeping darkness of the night poured over ponyville like a warm blanket, the shining silver moon slowly rising above the other horizon as a curtain of brightly sparkling stars began to appear overhead, bringing the glorious night of Luna’s own making to the world again.

Each of the six friends gabbed over how they were intending to spend the rest of the evening before the sunrise, save for Twilight, who could not take her eyes of the shining silver moon coming over the buildings of Ponyville. Somewhere at her core, she felt a soft tug, willing her, pulling her towards the Everfree Forest.

Twilight’s hoof lifted and was about to come down when suddenly she was crashed into by Rainbow Dash, who grabbed her around the shoulders and grinned, speaking loudly over the other ponies. "Well I know what I’M Gonna do. I’m gonna take the egghead here and make sure she has the party of her lifetime! And no more sleeping or bein all books and nerdy tonight, Twi! Or running off and being a little wallflower just cuz yer’ Sleepy! Cmon, Let’s go get a coupla salt licks in ya, and then we’ll really cut loose!” It was like being pulled upon like a force of nature, One that didn’t believe in the word “No” or “But” – As twilight felt herself, and shortly Fluttershy along with her, by an eager eyed Dash and Pinkie, both of whom seemed determined to drag Twilight into the hardcore partying scene if she liked it or not. Even as they crossed the threshold of the library, she could feel that gentle, strong tug – and the faint whisper of words on the wind…

~Twilight….Twilight…come to us, Twilight..It’s almost time…~

The Friendship Express, Sunset

Shining Armor watched the sun set in the far distance as he sat silently in the padded chair of the Passenger car. As the darkness slowly poured over the land, he felt a tight rope seem to snap in his very gut – Time was running perilously short.

He could only hope he would arrive before it was too late.

Chapter 3 - Waning Moon

Manehatten, Unicorn Square

Under the shine of the bright moonlight, the citizens of Manehatten got down with their pony selves, and amidst them were their very own princesses. Who were also determined to let their hair down and party like there was no tomorrow. Somewhere along the way, Celestia and Luna had both disposed of the royal jewelry and were matching each other in Salt-spiked ciders while the crowd cheered them on.

At one point, Luna had shook her flank at a camera wielding tourist, in what would undoubtedly not become the last incident of the night to scandalize the high society of Canterlot.Yet neither sister cared at that present moment, as each of them drank down yet another mug of the salty brew and grinned at each other. The usual serenity, coolness and tension which always seemed to hover around them was gone with the summer breeze.

Yet far above their heads, as the moon hung pendulous and bright in the air, something was happening - A wisp of a shadow started to crawl across the surface of the moon, slowly changing its shape from its full state. It was subtle, and the ponies below were so focused on their own yearly celebrations that no one seemed to notice...

But somepony did.

The Friendship Express, 11 hours until Sunrise

Shining armor stared up at the moon, having had nothing else interesting to look at, he had been using it to judge the passage of time. So he alone saw the shadow begin to creep along the surface of the moon, slowly darkening it. The very sight caused him to stare in disbelief.

Luna was the sole controller of the phases of the moon, and she never deviated from her schedule. So why as it changing? Even more disturbing, Why was it changing in the middle of the night quickly enough that it seemed to be happening before his very eyes?

Shining did not know. But he knew the time had come for immediate and decisive action. His horn illuminated a bright blue for a brief moment, his satchel opening. HIs magic extracting quill, ink and parchment from the bag. He eyeballed the approach of Tall Mountain, and knew he had precious little time to spare.

Quickly he set quill to paper and scribbled a short, terse note onto it. Then repeated the process with three other pieces of parchment, quickly binding them in the bright blue silk of the Royal Guard and sealed it with a burst of his own magic.

Leaving his written materials scattered onto the train car's table, he shoved open one of the train windows and carefully aimed his horn at the approaching Castle. His face scrunched up in concentration as a pulse of magic built slowly up in his horn.

He could not rush this, he would need all of his strength when he got to Ponyville. Now was not the time to be straining his magic...the moments seemed to crawl by like centuries, until finally he let loose the burst of purple and gold power that streaked off towards the Castle..

Shining Armor might no longer be the formal Captain of the Guard, but those he had left behind in Canterlot would know his signal. He only hoped they weren't all too blitzed on salt or hard cider to notice his emergency signal. Feeling exhaustion in his tense limbs, he sank into the seat and stared at the small pile of scrolls before him.

Hoping beyond hope that he was wrong. that Luna was just partying too hard, that perhaps this was all some big misunderstanding. Yet the tightness in his gut gave the lie to those hopes. So he sat, and he waited.

Canterlot, Royal Guard Headquarters

Commander Spitfire of the Wonderbolts was grumpy.

No, Grumpy was the wrong word. She was furious, pissed off, bucking mad, ready to stovepipe Soarin' in the head for fobbing this duty off onto her. It was the party of the year out there, and it was supposed to be her night off. She was supposed to be down at Pony Joes, enjoying his 24 hour Summer Sun Donut palooza. She should be out letting her hair down and finding some nice colt with stars in his eyes to keep her up all night. She sighed and slammed her forehead against the duty desk.

But no. Of course Soarin would get his left wing injured by pulling that stupid stunt at practice last week. Of course his doctor would insist he had to stay in the hospital under observation, just in case he had any wing seizures. Of course Soarin was surrounded by a gaggle of Fillies who were oh-so-willing to do anything for hime Of course, when he did get back...She planned to put him on an exercise regimen that would drive the damn pony into exhaustion for a month.

So Spitfire, Commander of the Wonderbolts Aerial Show squadron was grumpy tonight. Accompanied only by her last jar of Zap Apple Jam, and a big bowl of freshly picked daisy heads. Well, life could certainly be worse she groused. Grabbing her mug of sweet well water and took a drink just in time to see the bolt of arcane energy flying towards the office window...

The Royal Duty office was a small, cramped affair, the middling sized oak desk dominating much of the room, a large cushioned chair for the duty officer and a row of squat filing cabinets to keep important documents ready for signing. But these things were not what made the office important.

It was the series of large, faintly glowing crystals that pulsed with power, mounted to the upper walls of the office. Each crystal was attuned to a different Royal Guard outpost all across Equestria.Each gem at those outposts could be activated by the commander there in case of an emergency.

Another crystal, smaller, but much like it, sat in the middle of the desk, specially designed to allow instantaneous communication between the duty officer and any of the outposts in need of aid. Right now though, there was a bolt of energy heading straight for the office desk itself.

Spitfire was not the Commander of the Wonderbolts for nothing. Though she lacked a Unicorn's magical prowess, there was not a single pony alive who could match her reflexes. She launched herself mid drink away from the desk and was across the room and out of the door in a heartbeatt. She braced herself against the solid stone wall and waited for the blast....and instead was greeted by nothing more than a flash of light and a sudden echo of sound.

"Royal Guard Headquarters, this is Shining Armor. Is anyone on duty, there? Please, respond!"

Spitfire's jaw nearly hit the floor as she scrambled back into the desk - Floating above the communications crystal was the slightly staticy visage of the formal Royal Guard Captain. She brushed her mane back with a nervous hoof and sat herself down, collecting herself for a moment to speak with her professional Military voice. "This is Commander Spitifre, Go ahead Shining Armor. Why didn't you contact us through the Crystal Empire outpost?"

The voice from the crystal paused a moment in surprise, then continued on. "Commander Spitfire? What are you- Never mind. There was no time to travel to the outpost. There's some sort of threat building near Ponyville. I'm requesting the assistance of the fastest courier you've got. I need to send vital missives to the Elements of Harmony, the Princesses and the Guard detachment just north of the Everfree Forest. I'm en route on a Friendship Express Special. Please advise.."

Spitfire's surprise, growing by the minute, descended into pure panic. Her panic was then ruthlessly locked down by military discipline. Say what you would about the Wonderbolts, when need arose they were just as prepared to fight for their nation as any member of the army.

She quickly scanned the duty roster, dismissing one name after another as being too slow, too likely to be drunk, not fit. She clenched her jaw - The only flyer with the kind of speed they needed was her. Making a decision in the spur of the moment, she grabbed her flight suit with one hoof as she spoke.

"Roger, Shining Armor. I am dispatching now to intercept your train. ETA.." She paused, doing a bit of mental calculation that was vital for any precision flyer, the ability to judge exactly when something would be somewhere, while traveling at a certain speed was as essential to her as her wings. "Ten Minutes - Prepare for tactical landing. Spitfire, Out." A wave of her hoof cut the line of communication even as she pulled her goggles over her eyes.

She quickly fired off a messenger that someone needed to take up the guard post - Not even waiting for her relief, she flung open the window shutters and threw herself out - a blast of her trademark fire in her wake as she beat her wings into the wind, using the long drop from the office to easily pickup speed, adjusting her wingtips to keep herself on a level path and pulling up just a dozen feet from the ground as she rocketed across the countryside towards the Train tracks..

Ten Minutes Later, the Friendship Express.

Shining Armor flung open the rear door of the train as the wind rushed by him - The pulsing bright orange light of Spitfire's flame-trail giving him ample warning for her approach, He pressed himself to the inside wall of the train car as the Wonderbolt pulled a hard right and careened into the back of the train - pulling a stop in less than ten feet that would have made any other pegasus green with envy. Spitfire lifted her goggles and grinned at the half stare of Shining Armor. "What? You thought they called me Spitfire cuz' of my attitude, Captain?" She flicked her tail at him saucily, and quickly trotted over, grabbing the mailbag full of scrolls and pulled it tightly to her side, looking up as a proper courier would do so. "Alright, How d'you want these delivered, Sir?"

Shining armor shook off his shock, the precise, crisp military tone of Spitfire's voice shaking him out of his reverie. He immediately went into Guard Captain mode and stood at attention as he delivered his news. "We need the scroll to the Elements first and foremost. Try to find Rainbow Dash or Pinkie Pie, they'll able to get the message to Twilight the fastest. Then find Spike, he'll be able to send the letter directly to Princess Celestia. Then send word to the Guard Detachment. Once you've delivered the messages, find Twilight and stick next to her until I arrive. Whatever this is, it's focused on her. "

Spitfire Saluted and grinned cheekily, pulling the goggles over her eyes. "No Worries, Captain grumpy. You can always count on the Wonderbolts!" She pivoted on her hooves and with another blast of flame that left shining Armor's nose just a little bit singed, she streaked out of the rear of the train and towards ponyville, like a comet across the sky, even as the moon above them began to darken a little bit more..

Ponyville, 9 hours until Sunrise.

"An' so I said t'her 'I've got Studying to do you silly filly!' *hic* So buzzoff!"

And the entire table of mares collapsed into a heap of giggles, laughs and back slaps. Rainbow dash couldn't help but marvel at the sudden transformation a couple of salted ciders had on her friend - Twilight had to be a total lightweight, she was totally buzzed even after two mugs. Dash promised herself, despite the fairly potent buzz she herself was nursing, that she had to make sure the poor filly didn't overdo it.

She subtly signaled for a snack at their table, and the Barkeep had a platter full of roasted nuts delivered a few moments later, even as Twilight sparkle was still suffused with the giggles at the end of her story about the day before she'd come to ponyville. Nearby, Rarity just rolled her eyes and sipped daintily at her fancy red wine, determined to drag this conversation back to somewhere respectable.

"Darling, you really must let me have a turn at that mane someday." she gently admonished, a faint brush of magic half brushing Twilight's hair to one side. "I could do so many beautiful things with it, if only you'd sit down with me for a day. I could make you so stylish, all the colts in town wouldn't be able to stop looking at you." And some of the Mares, thought Rarity with a sly sort of smile to her lips - knowing at least two who would find that vision of Twilight to be particularly irresistible.

For her part, Twilight giggled again and leaned against Rairty, her magic holding up a still half full mug of the cider. She took a sip of it and giggled again. "Aw, Rarity...Y'just want to pretty me up for yourself, now Dont'cha?" Twilight grinned as if she had just spoken the funniest joke in the world, as Rarity's cheeks blushed a bright red crimson - embarrassment? Or were her thoughts elsewhere, thought twilight...and she took a long pull of her apple cider as Rarity started stammering out a reply.

"Why, the very Idea Twiligh-" And was suddenly cut off by as pair of lips pressing up against her, salty cider being pushed into her mouth through the sudden onset of the kiss from Twilight Sparkle - the table of mares gawped for a moment...until a blitzed Lyra Heartstrings called out "WOOO! KISS HERRR!" And was suddenly dragged down from the table by a beat-red Bon Bon. Rarity was so shocked by the sudden action, pure instinct took over, and the kiss lingered far longer than the cider had between them - until sense reasserted itself, forcing her to suddenly pull away from the seeking lips, stammering out excuses about getting another drink as Rarity fled the scene to the giggles and laughter of the whole group.

Rainbow Dash included..though Twilight was looking a bit despondent. "Aw...didn't she like it?" She asked in a sort of sing song drunk voice - Enough of proof that Dash knew she had to stop Twilight before the egghead started doing things which would cause rumors.She fluttered down next to her and wrapped a hoof around her arm.

"Alright Twilight, Let's get you sobered up a bit-errruf?!" Twilight had leaned into Rainbow Dash's body and planted another such kiss straight onto HER mouth - Dash becoming far, far more aware of the knowing eyes upon her even as she tried ever so hard not to be seen obviously enjoying a dream she'd been having strictly in private for some time now. She levered Twilight's lips off her and grasped her under her arms, fluttering her up and away from the crowd, who cheered and catcalled the two of them on even as they left the cider vendor, and Dash felt her own cheeks as red as a fresh tomato. She sighed gustily. "Ya had to go and do that NOW, didn't you, Egghead..." She muttered to the giggling unicorn in her hooves, setting her down next to one of the big rain barrels and feeding her a steady stream of fresh, clean water for a few minutes while she scanned the party to make sure no one had followed them in the hopes of getting some kind of show.

A sudden clatter of rubble in a nearby ally sent her zooming over to investigate - spotting a pair of young fillies giggling and fleeing the scene, she flew after them, terrified they were going to go spreading rumors. "Dont you stick your noses in other ponies business, ya hear!" She yelled after them, turning around....to find Twilight already gone, and no sign of her anywhere nearby. "Aw, crap..." She sighed out, wondering what the poor girl was going to get herself into this time.

Edge of Ponyville, 8 Hours before Sunrise

~Twilight...Come to us Twilight...~

"Wh-Who are you?"

The Unicorn's voice trembled - Her head muzzy from salt and sleep, her eyes half in and out of focus as she stumbled towards the edge of town - somehow avoiding everypony else who she might have encountered, each of them moving away, or never resting their eyes upon her. She moved through alleyway and side street, pulled and tugged towards the Forest. Was there a reason she was supposed to go there?

~Yes Twilight, come and play with us...There is so much we can teach you, so much for you to learn..~

Twilight liked learning things. Her hoofs came down more sure now, her speed picking up from a stagger to a quick trot, feeling a surge of strength in her limbs washing away the feeling of fatigue from her body, though her mind remained hazed in exhaustion and dehydration. "I like learning..."

She whispered out, not even sure why she had spoke, nor what she was speaking to. Her logical mind simply could not function properly, short-circuited by cider and a need for sleep..

~So much you will learn, and then you can have a nice, restful sleep - once you learn what you need to learn..~

"Yes...Sleep..Learning.." Her voice whispered again, not entirely there as her hooves carried her towards the Everfree Forest. Towards the voices. Towards the dark shadows which beckoned to her so warmly, so gently...

"Yes...I'm coming."

Ponyville, Ten minutes later

A Blast of fire roared through the skies as spitfire screeched to a halt amidst the crowds of partying citizens - Eliciting a round of enthusiastic applause from the various ponies all around her - She quickly cast her eyes hither and yon, searching for...There! That unmistakable mane of colors, Spitfire galloped towards it...

Rainbow Dash was not normally given to hysterics. But even as she turned, flapping a few feet off the ground, to face where the noise of what had just sounded like an air-burst of fire behind her, her jaw fell to the ground a few feet beneath her, followed by her own flanks hitting the dirt in total, dumbfounded surprise. Surprise that only lasted a few moments for that hard-as-nails parade ground voice to snap at her. "This is no time for sitting around, Recruit!"

That was all it took. Dash snapped back to attention, chest puffed out and head high, like a reflex her voice snapped out in response "Ma'am, No Ma'am! No Sitting around, Ma'am!" She replied, breathlessly, to Commander Spitfire, who she could just tell was glaring at her from behind a pair of Wonderbolts goggles, and breathing heavily, her own wings twitching from extended effort - Dash knew the signs immediately. She had just been going full speed for a fairly sizable distance, before pulling a four point landing with no runway to speak of. Dash unbent from her parade ground snap to feel worry creeping over her. "Ma'am, What's wrong?"

The next words would chill Dash to her very bones, sending her wings stiffly up to her sides as Spitfire lifted her goggles and pulled out what looked like a scroll bearing the seal of the Royal Guard.

"Where is Twilight Sparkle?"

Chapter 4 - Shadowfall

The Everfree Forest, 7 Hours until Sunrise

Her hoofsteps were slow and deliberate, the sound swallowed up by the warm, suffocating darkness of midsummer's eve in the forest. Time had no meaning here in the depths of the night, the light of the moon that hung above smothered out by the thick foliage from century’s old trees, each watching the solitary pony that made her way through the winding paths of the forest. Only the barest hint of breeze relieved the warmth beneath the branches, seeming to catch the multi-hued mane and tail in its grasp and gently keep it brushed back from her abnormally clear eyes. Another hoof came down, and another, the pace as deliberate as the ticking of a clock.

Twilight's mind had long ago abandoned understanding what was going on. She had been ensnared, enraptured, her defenses worn to the merest nubbin. For all of her knowledge, her wisdom and inquisitiveness, she was just as vulnerable to the bite of fatigue, and the sweet sound of honeyed words upon a silver tongue. Those ancient weaknesses always been the greatest foes of even the most dauntless hero, and Twilight Sparkle was no better than they at resisting them.

Time meant nothing to her, she only knew there was a place she needed to be, and a time she needed to be there. Shadow and darkness closed in behind her, wiping away her steps and any sign of her passing. A sinister power conspired to hide her very presence, and drove away all creatures who might seek to stop her.

The time was coming, and soon the world would change once again. Music seemed to play from every brush of her hooves against the grass. Serene notes of music brushed up against the only ears that could hear it, and it was as though every nerve in her body was more alive than it had ever been before. Magic, as pure and as undiluted as she had ever sensed it, seemed to flow through her body without rhyme or reason.

The sensations drove a deep, slow heartbeat that seemed to emanate from the very earth around her, it was like walking inside the force of magic itself. Even as her logical mind screamed and tried to force her to stop and make sense of it all, the sensation was far too deep, far too sensual and alluring for the unicorn to break away on her own. The voice in her head just seemed to become more pleased with her with every step she took, the brush of its words like a warm fuzzy blanket to cuddle up to against the storms of thought and reason.

~You're such a good little filly, Twilight. It wont be long now, and your questions will all be answered.~

A bright, if hazy smile lit up the Unicorn's face - she wanted to speed her step, to get to the answers quicker. Yet her hooves remained slow and sedate in their locomotion, her eyes focused, straining ahead as though if she looked hard enough she could see some of the answers her mind already hungered for. Her lips gently slipped open and a soft sigh of pleasure and impatience escaped from her throat.

Surely, the voice could hurry, she wanted to get back to the party with her friends and tell them all about the new things she had learned. The voice laughed gently, a laugh she knew was meant only for her, that sent a shiver and a chill down her spine like a slow, electric jolt that suffused her limbs with tingling sensation.

~Oh my dear, dear Twilight. Fret not. You will have all the time in the world to tell your friends about what you've learned.~

Ponyville Town Square, 7 Hours until sunrise

Spitfire was already gone.

This of course, disappointed Rainbow Dash who was always happy to spend more time around a Wonderbolt, especially Spitfire. Duty called however, and Dash was off like a shot the instant Spitfire had taken off, her speed sufficient to quickly circle the entirety of the festivities, none of whom noticed her apparent seriousness this far into the party. Finding Spike, however was not as easy as she had first assumed, realizing that the young dragon could conceivably be anywhere tonight.

There were at least two dozen different places inside the town where Spike might've wandered off to, and three times that in places outside of town. Spike was legendary for finding the strangest places to take naps or to get down with a bowl full of gems and dance the night away.

Dash hesitated in midair for a moment, knowing that involving other ponies could cause a bit of a panic, but there was no choice. With no sign of the dragon to deliver the letter to Celestia, Dash instead focused on rounding up a posse. Applejack first, then Pinkie Pie, between the three of them they could find spike - Then, they could find Twilight. Plan firmly in mind, the pegasus pivoted in midair and took off for the Apple Family pavilion.

It took her exactly sixty-three point oh-four seconds, not counting the time she'd spent dithering in the air. Applejack was amidst a massive crowd of personal relations, friends, and well-wishers. Not to mention, of course, the truly epic crowd her early spring cider pressing had drawn in. It didn't take an egghead genius to know they were going to be making some truly amazing bank tonight, but right now none of that meant a thing to Rainbow Dash, who grabbed the cheerful earth pony by the shoulder and dragged her off behind one of the piles of cider barrels.

For her part, Applejack only got about three words into an angry tirade before her mouth was stuffed with a cyan hoof and a look of serious desperation on Rainbow Dash's face made her stop and calm down.. Dash removed her hoof and spoke quickly, quietly. "No time to get into details, AJ, but Twilight's in trouble. We need to find spike as of ten minutes ago! I don't know who else to ask for help!"

Applejack re-seated her hat and nodded decisively. "Well ya' come to the right pony, Dash. Lemmie round up Big Mac and Apple Bloom, they've found some of spikes secret nappin' spots before." Rainbow dash nodded enthusiastically and took to the skies as Applejack turned and started shouting commands at the members of the Apple Family all around her. Well, it would be a bit of a crowd, but maybe it would help speed up the search. Dash focused instead on strafing the towns every nook and cranny, sharp eyes ever searching for the little purple dragon, or his unicorn friend.

The Skies above Equestria, 4 hours before Sunrise

Breathing. Wingbeats. Course correction. Check heading, adjust primaries. More wingbeats. More breathing. Gliding, taking a moment to rest her aching wing muscles.

Distance flying was not the typical training for a Wonderbolt. Fast maneuvers, speed, lightning reflexes and superior handling in the air were the defining features of the prime flying team in the entire world. No one, not even the Griffon Special Deployment team could match them when it came to midair maneuver and what was often referred to as ‘dog fighting’ tactics, for its resemblance to diamond dogs leaping, striking and dodging each other in their ritual combat.

Spitfire, however, was not a typical Wonderbolt, not after nearly a decade of service in the Equestrian Air Force. She had trained herself, pushed her limits far beyond the typical Pegasus, so much so that she’d often been hassled for her seemingly hard-nosed dedication to training programs most Wonderbolts deemed to be too silly, or too unnecessary for their air shows.

It had only been with the attack on Canterlot by the changeling army, now just a year in the past, that had proven that the readiness of the Wonderbolts was woefully out of date. Even Soarin had admitted that their inability to respond to the emergency in time had been a black stain on the honor of their unit, and since then they had been performing distance and speed runs to prepare them for the day they might be called upon once again.

Today, that hard work was paying off in fruits beyond measure. She would be very tired upon arriving at the Everfree Guard Post, but it would not take her long for her stamina to return provided they had the emergency rations Celestia had ordered created for courier emergencies such as these. She beat her wings harder and turned her body into a perfect dive, feeling the wind whip past her chapped cheeks as the guard outpost’s signal light came into view over the horizon. Her goal in sight, she beat her wings furiously towards it, trying to get there all the faster to deliver the vital messages.

Without warning, a massive tendril of shadow reached up out of the Everfree forest below her and swiped at her flying form, coming down with an obviously overpowering amount of force towards the tired Pegasus. Spitfire didn’t even give the slowpoke a second glance, pulling a perfect Immelman maneuver right around the falling tentacle and using her new momentum to dive forward at even greater speeds. By the time the tentacle had come back for a second swing, Spitfire was well outside the range of the forest, sticking her tongue out at the force that had tried to stop her.

It was all the proof she needed for her suspicion that Twilight was in the forest, and some dark force had either tricked, or captured her and was holding her within. She spun a tight turn towards the guard base’s courier landing strip, where a startled pair of earth ponies stared at her flaming trail coming blazing towards them. One of them ran for the command post, while the other hurriedly ran down the strip, lighting the oil lanterns to provide Spitfire with an easy landing approach, as the Pegasus descended to the earth, missive clutched against her breast and the hope that time would still be on her side.

Ponyvillle, 4 Hours before sunrise

Spike was nowhere to be found.

Pinkie pie had rallied a fair number of ponyville's citizens into the search, turning it into a massive game of hide-and-go-seek, with a big prize for finding Spike who had spent all day finding a hiding spot. Or so she had told them at least, in truth the combined efforts of the Apple Family on the ground, Rainbow dash and several members of her weather team in the sky, and Pinkie Pie being...well, Pinkie Pie...neither tail nor scale of Spike had been found anywhere in town. Nor had any sign been found of Twilight Sparkle.

Pinkie Pie and Applejack stood in front of the town hall, even as Rarity was being nosed along by a somewhat red-cheeked fluttershy. Rainbow Dash landed amidst them and could only trade a worried glance with Applejack. "Nothing?"

Each other pony shook their head in the negative, even as Rarity let off a loud groan, sinking to a sit. “Darling, you mean to tell me she’s STILL nowhere to be found?” That was enough to get a withering look from the rest of the ponies that served to suitably chastise her in her dramatics. Dash puffed out her cheeks and set her hooves for a moment, preparing to make a command decision when her eyes caught a bright light on the far horizon. Whipping herself into the air to make sure, she grabbed a nearby empty glass bottle and pressed her eye up against it to magnify the light, hoping beyond hope the news would be good.

The first green magical flare told her Spitfire had made it to the guard base. The red flare, followed by a blue told her that the VIP was still missing. That brought a heavy frown to Dash’s face, but the third flare confirmed her worst fear, that the target, meaning Twilight Sparkle, was thought to be somewhere inside the Everfree forest.

Rainbow Dash sank to her flanks on the dirt below, her closest friends watching her with a mixture of worry and fear on their faces. Dash took a moment and tried to smile encouragingly at them, but this whole leadership business was Twilight’s gig, not hers. Even worse, the Everfree Forest was massive, spanning hundreds of miles of dense foliage, winding paths, ancient ruins and deadly, mysterious monsters. To say nothing of the possibility of underground tunnels, caves, and at least two raging rivers she was aware of. Even with Fluttershy, doing a thorough search of that place could take days. Days they did not have to spare. She inhaled again and spoke as decisively as she could possibly manage in this difficult moment. “Okay guys. Get your stuff together. We’re going in after her. “

The Ponyville Train Station, 3 hours before sunrise.

Eight train pulling earth ponies came to an exhausted stop in front of the station. Nurse Redheart, ready with her small battalion of assistants, immediately brought forage, water and medical aid to them, even as Shining Armor strode out of the train, sparing only a moment to stop in front of those who had gotten him here so fast. He bowed to them, touching his horn to the earth in front of him and speaking in a low, gravelly tone. “I thank you, one and all. Your assistance will not go unrewarded or forgotten.” Then, he was off.

Shining Armor at full speed was an intimidating enough sight. Shining Armor at full speed in his unicorn and earth pony forged battle armor was even scarier. Yet these both paled in comparison to him now – He was a force of nature, the implacable look in his eyes turning aside those who might question his presence or his need to be there without a second glance. He tore across the town towards the paths leading to the forest. Just as quickly as he had entered town, he left it, tearing his way across the farmed fields and countryside, plowing through obstacles in his direct path, leaping over fences and dodging scarecrows.

Coming to the edge of the forest though, a small party of ponies was obviously heading in before him. He sighed at the necessity, but they needed to be warned off, which meant stopping. Yet as he came closer, the familiar colors and cutie marks of five very special ponies brought a fierce grin to his face.

Even more so were the shining crystalline amulets hanging around each of their necks and an equally determined visage upon them. He ground himself to a halt beside them, earning a startled squeak and a sudden rush to hide behind Applejack from Fluttershy. The dust quickly settled as Shining Armor looked upon the Elements of Harmony, minus one – and given the small golden box gently sticking out of Rainbow Dash’s bags, they anticipated needing the sixth.

Each of them was stunned at the sight of him, his chest heaving with a little bit of exertion as he managed his smile. “Good, you got my message. We have to hurry.” He jerked his head towards the forest. “I don’t suppose any of you have any idea where she might have gone?”

Each of the five ponies shook their heads in turn, and Rainbow dash piped up after they had all answered in the negative, “No, but I think once we get inside we might be able to…Sense her, I think. Rarity seems to think so anyway.”

Rarity tossed her eternally well coiffed mane behind her and spoke in quiet, haughty tones – her usual flippancy all but gone in this moment. “Yes, Darling. I may not be as good with Twilight at magic, but I do know a thing or two about magical connections. It’s something we all certainly share with her, and if I am not mistaken, something you share with her as well Shining Armor, which is why you were able to sense the peril she was in long before any of us did.”

Shining Armor dug his hoof into the dirt and then shook his head with a noise of frustration, his eyes narrowing and muscles tensing again. “You’re probably right. Let’s hope whatever has her in its grip isn’t able to hide her from that too. Come on, we haven’t a moment to spare.” Six ponies turned and ran into the woods ahead of them, Shining Armor leading the way.

The Old Palace of Canterlot, 3 hours until Sunrise.

High above the Everfree forest, a shadow had crawled across the moon and settled in its middle. Its shape was that of a Mare with a long, slender unicorn horn and oval shaped, moon bright eyes. The moon was slowly coming down, just beginning to frame itself in a massive window within the ancient palace of the Alicorn sisters. A window which stood behind a raised dais, upon which dusty scraps of black and turquoise metal lay forgotten, and a small purple unicorn was standing, eyes blank and as wide as the moon itself. All around her, she could feel a maelstrom of magic begin to encircle the palace.

Greenery, long untended, seemed to be growing from the very bare earth about the place. Trees long untended became trim and perfect again. Windows, long shattered by wind, rain and beast slowly lifted their ancient glass shards from the ground, re-knitting them into the intricate panes within the royal hall and beyond. Stones of fallen walls began to lift from the ground, buoyed by shadow and darkness and replaced one on top of the other, mortared to one another with pure force of magic, the once massive building worn down over a thousand years was reversing its age before the very eyes of the astonished creatures of the forest.

They all knew that coming near the place now was as good as death, and so stayed far away from the inky shadows that blanketed the very stone walls, making them appear black as the night itself to the unskilled eyes that watched it. Pillars began to re-form along the ancient road, and a mighty stone bridge lifted its long forgotten rocks from the ravine up to rebuild itself, reconnecting the palace to the outside world once again.

But within the Palace, Twilight sparkle noticed none of this. She sat, like a child waiting for a school lesson it was very excited to learn about, gazing adoringly up at the shadows and the bright white moon slowly descending into its proper place. The voice had not spoken since she arrived here, and then it had only given her a single instruction.

~Sit here, Twilight Sparkle. Your lesson will begin when the moon is framed perfectly in the window.~

Then it was gone, nothing more than a whisper upon the wind that seemed to rush around her, restoring and repairing ancient architecture, furniture and cloth hangings. They would need to be changed of course, once the evening’s ritual was completed. Banners bearing the Celestia and Luna symbol upon them would simply not do for the new ruler of this place. The shadow felt satisfied. Soon, the lesson would begin. It could only wonder how Twilight Sparkle would handle the trial that was about to be forced upon her.

The moon continued to slowly sink, the dark shadow upon it beginning to glimmer with power as it slowly moved into place…

Chapter 5 - Lesson Negative One

The mind of Twilight Sparkle, 3 Hours before Sunrise

Twilight felt awake for the first time in weeks.

Her mind raced to the speed of her heartbeat, thudding in her chest like a prize racing stallion on the home stretch. She was alone in a seemingly endless void of darkness, no sound nor brush of breeze to disturb her. It was warm, but not uncomfortably so, and her mind was fully active and aware.

Fear was her first emotion, followed relentlessly by a sense of panic. In spite of herself, she was quickly losing control of her emotions in this strange place, lacking any tactile sensation from whatever her hooves were standing upon, it was much like being suspended over some vast pit, No telling what might send you plummeting into the seemingly eternal darkness.

So Twilight stood stock still, trying with all of her considerable intellect to keep herself from degenerating into a full on breakdown. Moments passed, feeling like an eternity to her in the silent, still blackness and slowly sense began to reassert itself. She closed her eyes and took slow, deep breaths - mimicking the stress technique Cadence had shown her not that long ago. In, and out her breaths went as her mind slowly calmed down, though did not slow down for a single moment.

"Alright Twilight. You don't know where you are, you don't know how you got here. Can you use your magic?" That was the first test. A goal in mind, she focused her magic into the tip of her horn, which felt suffocated for a brief moment before the strength of her magic chased away the limitation and burst into pale violet light which provided some illumination to the world around her.

Her eyes came down to regard the smooth surface of the floor beneath her, which she could now identify as some kind of igneous rock, polished to the point of shine. The light pooled around her did not extend far, but it was far enough that she knew she could lay down, take a few steps, or otherwise move without immediate fear.

One terror dispelled, she set her mind to the task of dispelling the rest. She laid herself down on the smooth, warm stone even as her mind raced in a thousand directions. Why was the stone warm? It felt like it was being heated by something, or that some great creature had laid upon it so long the rock had absorbed a considerable amount of its body heat. Her hoof idly reached back to grasp her tail and pull it forward, stroking it in the manner in which she always had when she was under extreme duress. A Casual glance down to it, however, revealed yet another shock.

Her coat had always been a rich lavender color, her tail and mane a dark violet shot through with streaks of pink. Now, her coat had darkened significantly, to the color her mane once had been - a deep rich violet of particularly marvelous sheen. Her tail's colors had changed too - to a ripple of dark purples and blues that ranged into its various subtle shades and gave the look of the horizon just after sunset. There was something...strange about her hooves and flanks too...

~"Why not take a look, my dear?"~ From nowhere, a full length boutique style mirror appeared in front of her, illuminated by the subtle warm light of candles strewn about her like some kind of cheesy romance novel. Her mind continued to examine the small details even as her eyes widened in utter shock, rising quickly to stand she stared at the creature within the mirror, like yet utterly unlike her.

She was...Gorgeous. There was no other word for it. Her body and legs had become elongated, slimmed and curved just so. Her body resembled that of the famous model Fleur De Lis, slim and sensual, all long graceful curves and a subtle sexiness that could not be denied by any form of logic known to Twilight. Her mane and tail were styled as though Rarity had just been at her for hours, swept back gracefully over her right shoulder, just the barest hint of mane framing her face and partially obscuring her right eye, her tail was sleeked back and hung to just above the ground in length. Even her horn was longer than before, more slender and to a sharper point. Her eyes though, told another tale.

Dark purple eyes stared back at the achingly beautiful unicorn. Irises in a phenomenal range of purple hues, with deep black almond shaped pupils, swept back into the off-oval shapes of her eyes, her lashes styled to within an inch of their lives. The color might have been different, but the style of those eyes were ingrained in her memory like nothing else. They were the eyes of Nightmare Moon.

Just like that, her impossible beauty took on a more sinister look. Yet, Twilight could not deny the effect was not all together evil. Intimidating, certainly. Perhaps even forceful, but there was no malevolence in her stance or gaze, no haughty arrogance in her eyes. She looked powerful, and she was reminded of a book which had once described a character as possessing a 'Terrible Beauty'. A particularly apt turn of phrase given the sight before her.

Twilight shook herself from this reverie as a male pony, his coat as black as the darkness around her strode into the circle of light created by the candles. His mane, his tail, everything about his color was as pitch black as the bottom of a well, save for his startlingly bright blue eyes. He was built like her brother was, well muscled, heavy in hoof and broad in chest. His cutie mark seemed to be some kind of strange rune, etched in a deep turquoise color upon his flank. He bowed to her, as formally as any courtier in Canterlot.

~"At last."~ His voice purred out, sounding smooth and cultured as Rarity could ever hope to be. But there was a strange tonal quality to it, as though it was trying to decide what kind of vocal tone to take with her. ~"I have so looked forward to this day, dear Twilight. To speak to you directly, a teacher to a student."~

Twilight shook her head again. Now was not the time to let some kind of illusion - it had to be an illusion, no magic could change the pony form so dramatically without alicorn levels of power - throw her off her game. She focused, as she had when faced with every grave threat to Equestria that life had thrown her way. Think, Twilight, Think! This is clearly the voice you've been hearing in your dreams for a month. He's brought you to...wherever this is, obviously, for some kind of nefarious purpose. First step figure out where you are and who he is. Second, figure out how to escape. Third, get to the girls. If he's powerful enough to be invading Luna's territory without concern for the consequences, you're going to need the Elements to deal with him.

"Well, you seem to know me pretty well...But I don't know a thing about you, or where this place is. Let's start with that, shall we?" She would ignore her physical changes for now, however real they might have felt to her. Even as the dark pony smirked in a satisfied sort of way, she was doing a full inventory of her body's feelings. Oddly enough, her magic power felt...stronger than it had ever felt before. Like somehow her innate energies had been super-charged through the sudden change in the form of her horn. Given its resemblance to the horn of an Alicorn, perhaps that was intentional.

~"My dear, we're in your mind. Don't you recognize it?"~ His hoof moved in a sweeping motion and the darkness vanished all around them, revealing a seemingly endless library which reached up into the sky - Shelves packed with book upon book, and a massive central area suffused with tiny bright spheres giving off a rainbow of colors and patterns. The walls themselves were covered with doors, labeled things like 'Phobias' and 'Fantasies' and 'Time Spent with Mr.Smarty Pants'.

Twilight stared around at the vast room and found that with but a thought, she could tell the title of every single book on the shelves there - every book she had ever read, and books detailing the various lists and minutiae of her every day life. Stories of her epic adventures and tomes of precious memories spent with her friends. As her thoughts raced, she could see what looked like tiny versions of her running around pell-mell, grabbing books from the shelves with magic and skimming through them even as she examined her own memories and knowledge.

Her mind and eyes turned to the shadow creature, who was now curled up in a big poufy chair and reading a book labeled "Spa Time with Rarity". It was her mind, and this thing, whatever it was, was lounging around in it, creating things within it that she had no control over whatsoever, and reading her every intimate thought. The being seemed to look up at that with an amused smile. ~"Well, yes. You let me in, after all. Why should I not make myself comfortable?"~

"WHAT?" Yelled twilight, causing every single miniature pony in the place to come to a screeching halt and stare at the pair of them in the small clearing between shelves. "You- I- What- What in the name of Celestia's cake fetish are you TALKING ABOUT?"

The Shadow pony smirked again, but Twilight could not get angry at him for that facial expression - she was too busy being angry at him for a whole host of other things. He spoke again in that smooth, ever cultured, ever calm voice that seemed to soothe out the rough edges of her emotions. ~"Let me answer several questions at once. I am Tantalus, of the Shade. At your service."~

He bowed once again, formally in the face of her seething anger which seemed to radiate off of her new body in waves of sparkling violet magic, unnoticed by the mono-focused Twilight. ~"Secondly, it was only you that allowed me in to your mind and heart, Twilight Sparkle. Your concern for your friends, your fear at being unable to please your teacher, your endless, unrelenting thirst for knowledge and above all else, a desire for power. These things call to one like me, especially when we became so closely acquainted not all that long ago. Or do you not remember?"~

Twilight stopped for a moment. The color of his coat, his eyes, his cutie mark, his power to invade her very dreams. Little tiny pieces of evidence piled one atop the other, leading up to a quiet stare of comprehension. The memories she had been reliving, they had been of the first time she had brushed up against this power. "Nightmare Moon." she whispered, quietly into the air, and he grinned in triumph and bowed his head to her again.

~"Correct, my little pony."~ his voice echoed that of Nightmare Moon from long ago, ringing into the air around him with a sense of haughty superiority. Twilight's thoughts raced again, the tales of history, the story of Luna's redemption, of Celestia's unwillingness to engage her in direct combat both before her banishment and after. Historical inaccuracies, emotions, and the like began to pile up. Twilight Sparkle, student of magic and history began to see the thousand little signs everyone else had ignored. It made sense, of course. Luna, even at her core, was not an evil pony. She was not disposed to acts of violence of malevolence, or to think herself above everypony else around her. Whatever her history, Luna was good in her heart.

However, many good ponies still had dark cores to their personality. Was it such a stretch to imagine that a lonely, isolated Alicorn might welcome in a dark warm power that promised her the love of the ponies she so desperately wanted? Was it so hard to imagine this power might feed her deepest, darkest desires for recognition and rule, and that those same dark emotions might twist that desire into limitless ambition? Even worse, that someone like Luna might not even care that she was threatening her own sister, believing her to be the one thing standing in her way from receiving the love she believed she deserved?

It was a thought so chilling she could feel ice running through her veins. How ancient must this power be? What hope did she, a mere unicorn have against a power this great that had corrupted one of the most powerful beings in all of history? Even as she had that thought, it hardened into fierce resolve that spread through her limbs. Now, she knew what to do. Ancient and powerful, it might be - but she had stood toe to toe with Discord, King Sombra, a Changeling Queen and Nightmare Moon and had emerged victorious every single time. This thing, whatever it was, was not going to conquer her.

Then he laughed. It was a bright, warm sound, as cheerful as anything Pinkie Pie might have made and he clapped his hooves together, hopping off the puffy chair and tilting his head to one side in a sort of manic curiosity. ~"Finally. I knew you would be worth the effort."~

The response confused Twilight, but did not shake her resolve. This was Her mind and no wisp of shade was going to make her do anything she didn't want to do. Even with that thought, the spirit kept it's smile, it's rolling laughter going with every moment. ~"Oh my dear! Did you think I was here to force you to do something? I cannot. It is not within my power to force anypony to do anything. I can merely present you with my offer. Give me but a little of your time. If you find my offer to be unappealing to you, I shall be pleased to vacate your mind and dreams immediately, never to darken your day again. I ask only that you hear the whole of my offer before you reject it."~

Twilight knew she should expel him. She knew that listening to him was probably not a very good idea, but the more he spoke, the more she had a chance to learn about him and his motivations. The more she learned, the more likely she would be able to report this vital information to Princess Celestia and perhaps bring an end to his poisonous influence. She hemmed and hawed for a moment and finally glared at him with those oval dragon eyes, sharper than her normal vision, she noted in an off portion of her mind. "Alright. I will listen. Once."

~”Very Good, my most faithful student. Have a seat, get comfortable. I’m going to teach you a little lesson about the way the world really is.”~ He turned and gestured a hoof, the room sinking into total darkness around her once again, save for a pool of candle-light that surrounded them both. The darkness gave way to a panoramic view of Equestria, spreading far out into the distance in every direction. The sun was hanging gloriously over the land and far beneath them, ponies went about their day to day lives. ~”This land is vast, Twilight Sparkle. But it is small in comparison to the world that surrounds it. A world that most ponies, even you are utterly unaware of, and the threats that lie beyond your borders.”~

Suddenly they were traveling to the west, the land blurring around them until they came to a massive expanse of desert. Sand reached off into infinity, waves and waves of it silently crashing against the wind. Buried into this sand though, were vast black cones that reached up into the sky. All around them buzzed a horde of changelings of every shape and size, moving about the hives, repairing chitin, speaking to each other in their strange language, bringing what looked like cages filled with creatures of every shape and size, including ponies. The carts carried them into the dark depths of the hive, never to be seen again. ~”Far to the west, Queen Chrysalis licks her wounds and stews in her lair, plotting for the next time she will invade Equestria and seize it for her brood. She will not have forgotten your interference, Twilight Sparkle. You can guarantee you will be first on her list for removal.”~

Just as suddenly, they were moving again, this time to the southern jungles and islands, each lush with verdant life, and populated by the Zebra people among many others. Their villages seemed to be much larger than Zecora had described to her the one time she had spoken of her homeland, and were bustling with forge fires and the sounds of industry. To the west, fields were being plowed by what looked like ponies, zebras, griffons and more. Bound in chains and watched over by tattooed zebra females carrying sinister looking talismans. ~”To your south, one of the largest of the Zebra tribes leads raids into the outskirts of Equestria, and many other parts of the world seeking slaves and loot with which to continue building their island empire. They have long known of the power of the Elements of Harmony, and know it could defeat them in total should it's gaze ever be turned upon them. How long will it be, I wonder, before they seek to remove that threat?”~

Again, they blurred across the ground to the east – vast pagodas and buildings in the Asian style covered a massive plateau, surrounded by a twenty foot high stone wall. Within, ponies in strange manner of dress and style worked and walked, overseen by a forbidding, bright red tower that seemed to loom ominously over everything. Yet they looked happy, and content, traveling to and seemingly performing some kind of worship at a wide number of shrines. ~”To your east, The Unicorn Empress hatches her plans, forging her people and her armies into a blade to disembowel Equestria. She seeks to add your lands to her nation of Ki-Lin, and isolate Celestia and Luna as the goddesses she believes them to be. She sees the Elements of Harmony as tools of the Gods she worships, and thinks they need to be locked away, reserved only for the messenger of the gods themselves - her.”~

As predictably as the sun, they went north now – But not to the Crystal Empire, but rather to the massive mountain ranges to the northwest of Equestria. Here she saw flying wings of Griffons moving in formation amongst each other, armored griffons directing the maneuvers with crafty, experienced eyes. ~”Who can forget the Griffons? Celestia forced them into a treaty long ago, forbidding them from the gathering of their traditional slaves to serve their military ruling class. So far, they have abided by it – But the day they sense weakness in Equestria, they will happily discard it, and there will be a new era of Griffon Wars.”~

The world was enveloped in darkness again, and a single figure appeared before them – a stone statue of the Draconequus, Discord, shattering and transforming into the suit-and-tie wearing ‘reformed’ discord who had made such close friends with Fluttershy. The dark spirit looked upon him with disgust evident in every feature of his form. ~”Discord. He may be pretending to play the nice, reformed force of nature, but do not be fooled Twilight Sparkle. Give him the least excuse, make him believe he can no longer be challenged by the Elements of Harmony or Celestia, and he will go right back to his wicked ways. Do not think he will have forgotten your hatred, or your attempts to find a spell to force his mind into obedience.”~ The image was banished in a flash of light and magical sparks. The dark pony turned to her, a look of grim resolve upon his face as they were once again alone in the darkness of her mind. There was sadness in his eyes, the sight of near tears threatening to overwhelm his stoicism.

~”Nightmare Moon was a mistake. I admit it, now. I believed by setting up a rivalry between Luna and Celestia that Equestria might become all the stronger for a government that was not so obviously ruled by one all-powerful individual. I underestimated the depths of her hatred, her fear of being alone. She was not suited to the power I could offer. You are different though, far, far different.”~ The pony began to stalk, pacing around her slowly as Twilight watched him move, his head half turned towards the darkness as he spoke in rolling tone, the thunder of decisiveness in his words.

~”You must understand, Twilight Sparkle. Equestria is beset upon all sides by those who would seek to drain the life from her, to conquer her, to destroy her. I have not even shown you a tenth of those threats. I am tied to the very land here. I cannot go elsewhere; my spirit is bound to the living rock on which we stand. I sought to create a champion, Twilight Sparkle, and I created a monster in Nightmare Moon. However, you are not she. You have no hatred, no avarice in your soul. You hold only the fierce desire to protect this land and its people, no matter what the cost.”~ He stopped and turned to her, his hooves planted in the darkness and a fierce look in his bright blue eyes. He looked…implacable. Twilight Sparkle felt, for the very first time, a certain amount of kinship with this dark soul.

~”So this is my offer. I have the power to take that which is at your very core and enhance it a thousand fold. I can grant you access to ancient knowledge and magics long forgotten even by Celestia herself. I can make you a unicorn of such power that no dark force or villain would ever dare your wrath. Celestia has limits, Twilight. There are things she cannot do, that are so fundamentally outside of her nature that her ties to the Sun forbid her from doing them. “~

~”You have no such limits. You could make your friends, your family, everypony in Equestria safe from harm. You could even go to other lands, outside of Equestria, and bring it’s foes to their knees once and for all. You could free countless ponies from slavery, from destitution, from fear.”~

~”I will not lie to you, Twilight. You will be changed by this power. Your body, your mind, your soul will be forever marked by the change. There will be those that will fear you, who will hunt and hate you for what you will become. Is that not a small, acceptable price for bringing peace back to the land of Equestria? In so doing, You will always have your friends, your teacher, your love for them cannot be conquered. It may even grow far beyond the way it is now. Is that not a suitable reward?”~

Twilight Sparkle stared at him, numbly. She could not comprehend what she was being offered, the power of the force before her at her beck and call. She stood there, rooted on the spot as she felt all shadows lift from her mind.

~”You must choose, Twilight Sparkle. To remain as you are, and fear the day that you will be gone and Equestria defenseless against the night once again. Or to take up the power and responsibility that is your destiny. We have a little time before the moon is in it's proper position. I shall leave you with your thoughts, for now.“~

~"When you are ready, Twilight, call for me, so that you can make your choice."~

Silence echoed in her mind, leaving Twilight Sparkle alone, no shadow to influence her. No shade of power weighing on her mind.

Only a single, terrible choice, and the darkness of her own soul.

Chapter 6 - Hecate's Road

The Everfree Forest, 3 hours until Sunrise

All was silent for a short time in the forest, the creatures of it having mostly retreated to their dens and places of safety. The dark power that now suffused the forest surrounding the palace had driven all of them away - and those few who had dared oppose the power had not survived the act of defiance. So silence reigned over the forest for a short time at least.

The pounding of hooves broke that silence. A pair of cobras stared in astonishment at the six ponies who thundered past. An Owl, sensitive to the currents of magic stared too, but he was watching a far different sight. A violet wedge moved before them, interspersed by waves of the colors of the rainbow emanating out in a wave from the five wearing amulets. The crystals upon the Elements of harmony had gained a subtle glow, pulling from the magic around them and within their bearers to clear the way. The center of them, their friend, the element of Magic was in danger, and the Elements were preparing to do battle to save her.

Their hooves struck upon the dirt ground as they flew past the watching creatures, many of them wondering in their own simple ways if the time had come to get very, very far away from this place.

Shining Armor had a singular talent in his magic. Where other unicorns' talents tended to focus on the commercial or the impractical, focusing on magical study and theoretical concepts. Some unicorns, like his sister, were simply incredibly gifted in all of the arts of magic, and such ponies tended to carve their names into the annals of history for good, or for ill. Star Swirl the bearded, Clover the Clever, Sombra the Shadow King. Yet even amongst that elite company, there were some unicorn's whose singular talent at one thing would make their names live forever. White Knight, Thunder Bolt, Cumulus Nimbus, and in the modern age, Shining Armor.

No unicorn in Equestria could match Shining Armor's talent in the realm of shields and defenses against powers good and evil. Not even Celestia was his equal when it came to the projection of shields over any space larger than a single pony. The violet wedge shield was designed to destroy spells upon impact, and he projected it ahead of him like a plow which raced ahead of them, shredding the magical spells that had been laid over the road. It had taken the barest glance to see that some dark force had laid a cavalcade of nuisance and keep-away spells over the road, some of them very strong indeed. Yet the violet blade that moved before him cut through them, one and all, the shield pushing away the dark energies from them.

He spared only a glance over his shoulder and nearly lost his footing at what he saw. His magic was melding with that of the Elements of Harmony, responding to a threat to one of its own. Their magic’s each in their own color, was adding to his and granting his spells even greater strength. For the first time that evening, his face split into a courageous grin. Twilight might be in danger, but whatever force held her captive against her will was in for a rude awakening if it thought it could keep the Elements at bay for long.

Every minute was vital, and yet even Rarity, the one least suited amongst them to this kind of charge was gamely keeping up. Applejack and Rainbow dash seemed to be holding down the flanks, their own considerable strength pulling the others along, the magic infusing them with strength even as they ran themselves harder than any had done before. Shining Armor could only hope the Elements could keep this up for a while.

The Old Road, Everfree Forest, 2 hours before Sunrise.

The group of ponies came to a screeching, panting halt behind Shining Armor, who could not believe what he was seeing. When five other ponies poked their heads out from behind him, they too found jaws slackening and eyes widening at the sight.

Heavy flagstones in variegated colors creating the symbol of a sun-in-glory set into the ground sat before them in the center of a wide circle of similar stones. At each cardinal point of the sun, as though spawned from some unseen army of masons and workers, was spun a wide highway of stones, each stretching and curving off into the forest. Above the roads, the foliage had shrunk - or been cut back - by some massive force that allowed the shining moon still somewhat overhead and the twinkling light of the stars to illuminate the path, each looking as fresh built as though it had been completed yesterday

"This...what...This isn't possible." That was Shining armor, tapping his hoof cautiously to the stone, and getting only the solid rap of hoof on stone in response. His eyes set suspiciously and with a battle cry, leapt into the center of the circle and threw up a massive shield covering himself and the five ponies behind him - The purple crystalline structure, formed into honeycomb shapes pulsed with deep rooted power...opposing nothing. No attack came, no trap fell upon them. The shield slowly melted away as Shining Armor shifted his eyes down each starlit path and then waved his hoof to the other five to follow him.

Rarity eyeballed the symbol in the center as she daintily, and tiredly it must be admitted, across the picture laid into stone, she frowned for a moment at it and then slowed..."Shining, dear...I recognize this symbol." She picked about it for a moment, nodding to herself. "Yes, I've seen this on one of Twilight's books...a very old book of pony history. It's the symbol Celestia used for her personal banners over a thousand years ago.." her voice trailed off into an awed whisper, even as Shining Armor's eyes went wide at the implications.

Suddenly, as if from nowhere, a set of torches burst into life down one of the pathways, slowly moving in a wave away from them down the path and deeper into the Everfree forest. The six ponies stared at the lights which flickered with a pale violet light, bright enough to illuminate the path without telling much about the forest beyond it. Shining Armor took a deep breath and nodded. "I think we're being invited in."

Rainbow Dash's eyes narrowed at the path. "I don't like it." She half growled. "Feels like a trap to me." her wings fluttered, eyeballing the sky above the trail. "If it's like this all the way in, maybe I'd be able to fly there faster." without another word of warning, her wings launched her into the air above them, pivoting in mid-rise and preparing to rocket off along the trail...when a dark tendril of magical energy reached up from the forest itself and swatted at her.

Dash gave off a surprised yell and dodged around the first one, which quickly split into a dozen smaller appendages and streaked after her, grabbing at her hooves even as her wings pulled her away with a burst of speed from its reaching grasp. She pin wheeled and dove, trying to escape yet another massive tentacle that had appeared from nowhere, even as the ground inhabitants watched in disbelief, Shining Armor throwing up a thick shield of light between the forest and the other ponies still on the ground. Dash had a look of supreme annoyance on her face, unable to get any further into the forest with all those damn things in her way. She rolled a shoulder even as she backed up, the six looming energy tentacles undulating in the night.

With a raspberry of frustration she winged her way to the ground and landed next to the group, rapping her hoof on the shield. "Let it go, Shiny. They only care if we try to get there through the air." Shining looked dubious, but dropped the shield anyway. "C'mon, Looks like we gotta play by its rules for now." she groused, plodding along the lit stone path before them, and soon followed by the rest of their tiny band. Fluttershy was still riding high on the magic from her Element, and only squeaked in terror occasionally at the forest all around them.

The group trotted down the lit path, passing tall columns of stone being held together at the cracks by some kind of unseen force. Vast pavilions of stone would suddenly spread out before them, depicting ancient symbols and pictograms lovingly restored into the roads and ground. Soon enough, they came upon what looked like a vast, ancient city of stone buildings, temples and streets. Though there was no sign of furnishings, doors, even windows amidst the ruins, it was clear some force was beginning to make the place ready for residents once again.

"What in Equestria has the power to do all of this?" Whispered Rarity, her eyes taking in every aspect of the ancient designs long lost to Equestrian history. The city was beautiful in a stark, minimalist sort of way. Her eye for fashions and styles could identify those from long ago, so similar to many modern fashions. She suppressed an unladylike snort of derision at it, vowing quietly to ensure that Fashion was taken in a new direction in the years to come, not simply repeating the old styles.

"T'aint natural, that's fer sure." opined Applejack shortly after. "Some kinda magic. 'cept we ain't seen a magic that could build stuff like this before, have we?" she wondered at that, passing what was clearly some kind of market square, empty stone troughs just waiting for produce to fill them up, and ponies to tend and shop from them.

Fluttershy simply shook her head, the incredible surrealism of it had seemingly spirited away her usual nervousness. There was something about the old homes, bare of anything save their stone shells, which seemed both sad and strangely uplifting to her. Whatever was doing this, it was doing the seemingly impossible. No monsters moved about, no dark creatures lurked in these places; the Everfree Forest was being beaten back by this power. Tamed. The very thought of such a power terrified Fluttershy....but Twilight was in trouble, and she would not stop now just because it was scary.

Pinkie Pie, of course, was bouncing along as ever. She was unconcerned with what was going on around them - what would happen would happen. Twilight would be alright, Pinkie was sure of that. Twilight was just too good of a friend to go all dark and scary and evil, and even if she did, Pinkie knew there was a party in her that was perfect to snap her out of such a grumpy phase. So Pinkie Pie kept on being Pinkie Pie. When the time came to fight, she'd be there right in the thick of it, party cannon ready.

Rainbow Dash didn't have the courage for words. She wanted to yell, to scream, to raise Celestia levels of hell over what was happening. She wanted Twilight safe, and sound back in Ponyville. She wanted to apologize for taking her eyes off her, for letting this thing spirit her away while she looked the other way. Guilt had always been a problem Rainbow Dash was not good at solving - Even less so when it surrounded that magical unicorn that somehow seemed to bind them all together with a friendship Dash had never known the likes of before she'd come to Ponyville.

Without Twilight, she'd never have known what a cool girl Rarity could be when she let her hair down, or she'd never have seen the deep courage within her old friend Fluttershy. She'd never have experienced the rivalry that Applejack had given her, driven her to be an even better athlete than she ever had before. Rainbow dash was as quiet as Shining Armor, and just as stoic as they passed the bare stone town, and came to a ravine each and every one of them was familiar with. Dash snapped out of her reverie and stared at the broad, beautifully crafted stone bridge that crossed it now and mouthed out "Um....This is new."

They all stared for a moment and then, one by one began to cross the bridge, bright violet crystals singing to life with light and warmth, casting deep shadows across the end of the bridge, out of which stepped a sinister looking form of black coat and mane, who smiled a little toothily at them. Shining armor's hooves dug into the stone as the feeling in his gut came to a snapping end - and his eyes lay upon the dark force he had felt all this time. His horn glowed with readied battle magic, even as the dark male pony bowed to them, courteously. ~"I had not anticipated guests so very soon. Welcome, esteemed Elements of Harmony. Welcome, Guard Captain Shining Armor. Tonight, the world may very well change forever. Come and see the glorious future.”~

The dark stallion turned and began to walk slowly down the lit path In front of them, seemingly utterly unconcerned with the sea of anger behind him. His voice rolled again, a deep basso-tone that seemed to reverberate through their hooves from the ground itself. ~”Now now…There’s no need for violence, especially not when it will avail you little here and now. I am just going to take you to your beloved friend, after all. What reason have you to harm me until we get there?”~

He smiled, winningly over his shoulder and kept on walking, utterly unconcerned by their action or inaction. Shining let the magic die from his horn after a moment and glancing wordlessly at the other bearers of Harmony they nodded at one another. Getting to twilight was more important than all else right now. Once they knew where she was, Shining felt confident in their ability to bring her out of whatever spell or trap she might be held in. The six ponies followed the shadow, down the winding lit paths towards a place all of them knew, and yet did not know, the moon sinking ever closer to the horizon.

Manehatten, Unicorn Square. 1 Hour and 30 minutes until Sunrise

A soft golden glow lifted the thick sheet and tucked it over and under the slumbering, dark blue form o the Princess of the night. The very act placed a soft smile on the lips, and within the eyes of the stark white form that stood above her. Grasping the edge of the sheet with her teeth she tugged it up and over Luna’s shoulders and softly nuzzled her cheek to her sisters.

“Sleep well, Lulu.” Her voice whispered, reveling in the moment she so rarely got to enjoy – a moment she had not been able to enjoy in the chaotic events of recent history. So for a few moments, she stood like a sentinel over the sleeping form of her little sister, the soft wave of her hair undulating in the dim light of the hotel room where the party was beginning to die down and fade away as the sun-rising ceremony was preparing to take place.

This year, as with every year, her mind was cast to the searing orb of magic and hope that lay just behind the horizon, waiting for her to call it forth to bring light once again to the land. Though the ceremony had origins back in the days following the thankfully short reign of Nightmare Moon, Luna had tried very hard these past years to simply enjoy the excuse to get out and party with her subjects. Celestia giggled a little at the thought, remembering the sight of Luna demanding everyone’s ‘Most Passionate Love and Kisses’ in her very best Royal Canterlot Voice and the total dumbfounded reaction of the crowd.

Celestia stood a moment later, sighing deeply in her chest and picking her way across the detritus of the party, wondering if her faithful student would abide by her command to stop hiding in her library during parties, get out and enjoy herself for once. She worried though, that Luna’s warnings about dark dreams had a far more sinister mien to them. Perhaps she was simply experiencing some post-trauma from that fateful day four years ago. It had been a difficult enough thing to deal with for Celestia, but for Twilight sheltered as she was, it had to have been equal parts terrifying and exhilarating.

The fact that those events had led to one of the longest periods of chaos and danger in nearly a thousand years had likely not helped things. Celestia had worried at length that all of this was just a prequel to another Age of Strife, that the disturbing reports from the Equestrian Intelligence Service or the tales of ponies being kidnapped from their homes along the far borders of Equestria were just isolated incidents, the fact remained that things were on decidedly shaky ground.

Celestia was never without a plan however. She cast her mind to the dark blue notebook currently wrapped up with a very special letter, winging its way towards the Golden Oaks library. There, sixteen years of hard work, of manipulation of events from behind the scenes and four long years of secretly testing the mettle of one Twilight Sparkle against the worst threats that had challenged her rule were about to come to fruition. Celestia had no doubts in her mind that her student would rise to the challenge and ultimately complete her very own path to Ascension that Cadence had completed not all that long ago.

The thought of having no less than four sisters defending the land of Equestria, and who could forget the not inconsiderable talents of the Elements of Harmony, and Shining Armor, brought a fierce smile to her face. If there truly were vast threats out there, plotting to bring down her hard won peace, to harm her beloved little ponies, they would find Equestria to be as well defended as it had ever been in its history.

Her hoof steps gently led her to the balcony overlooking Unicorn Square, where high above on the central merchant’s tower, a vast ball of magical energy slowly descended towards the platform where she would soon undertake the Sun Raising ritual. She stifled a smile at the sight of the thing – obviously conjured into being by a large number of unicorns working overtime, and meant to resemble a shining full moon slowly drifting towards the Horizon, something that was difficult to see amongst the high-rise buildings of the city.

Celestia spread her wings and took flight, soaring across the square to the roaring cheers and stomps of the crowd below, basking in the attention and love of her many beloved little ponies. Behind her, in the dark and quiet hotel room, there was a wisp of magical flame and a sudden pop of a scroll appearing on the side table next to Luna’s bed, bearing Shining Armor’s personal seal. Luna simply turned over in her sleep, flaring her wings a bit and bringing them back down to cuddle up against her pillow, murmuring something indistinct into the night..

Chapter 7 - Shadow's Tale

The Old Palace, 1 hour and 30 minutes until Sunrise.

The strange group of ponies walked through the silent stone hallways of the castle, Shining armor leading the pack and following along in the strange footsteps of the shadow ponies. The palace complex was far larger than it had been during their last visit - the place having been seemingly rebuilt by powers unknown. Tantalus' mind churned as they walked. He could feel it. Tonight would finally be the night. So the shadow pony's voice slowly began to speak, to weave his tale...

~”Let me tell you a story, my little ponies. It’s a very old story, one you are familiar with in some ways. I’m told they still tell part of the tale every year on Hearth’s Warming eve. It’s a tale of a little earth pony, his family, and how his life was changed forever.”~

~”Our story begins – as these stories often do, with a young colt, named Cabbage Leaf. He was a very young earth pony when the cold times had descended upon the pony tribes. He was unusually weak for an earth pony in body, yet his mind and his connection to the earth was amongst the strongest of his kind. Through his careful studies of farming techniques and finances, as Cabbage grew older he started to turn around the difficulties his parents and family had encountered trying to grow in the ever more bitter cold.”~

~”By the time of the first Pony Parliament, Cabbage Leaf was old enough to travel with his parents to the meeting, where he first laid his eyes upon the tribalism of the Pegasus and the rampant abuse of power by the Unicorn Aristocracy. He watched as Princess Platinum tore down the hopes of a united pony government, and knew something had to be done. Even as Chancellor Puddinghead assured his family that they would find new land for them to grow and live upon, far away from the oppressive taxes of the Nobility and the Military, Cabbage did not believe in her promises.”~

They passed through a set of double doors into a grand hallway - There hanging on the wall was a tapestry of the three pony tribes traveling across the wastelands of cold and snow to reach Equestria. Tantalus stopped for a moment in his movement, glaring up at a white figure that led the Unicorns bedecked in their fancy gowns and suits. He shook his head only for a moment and kept walking, his voice becoming more brisk.

~”As the great expedition began, all of the families were uprooting, leaving their homes of so many centuries behind to start a new life in a new world. It was here, in the great exodus from the old pony lands that Cabbage met a very special unicorn. He moved amongst all ponies without restriction, he moved with grace and wisdom, and was respected by all. His name was Star Swirl, The Bearded, and he took a special interest in the brilliant young earth pony. “~

~”Cabbage had his own theories as to what was causing the terrible change in climate. That there was some magical force which was freezing the land in an icy grip that nopony could possibly be responsible for. As the caravan of earth ponies traveled, Star Swirl came back to the young earth pony time and again with books and other materials of learning, and encouraged him to expand his mind beyond the traditional uses of Earth Pony magic, believing that it might be the key to ensuring prosperity for all ponykind.”~

~”For nearly a year, Star Swirl moved in and out of the mass camp, sometimes accompanied by his equally legendary student, Clover the Clever, and sometimes not. They worked tirelessly to protect all of the pony tribes against the elements and the many monsters which lived out in the wildernesses they traveled through. Yet he continued to make time for the young earth pony, who was beginning to formulate magical theories of his own. One day though, all of that changed.”~

Sets of paintings now graced the halls they passed through - and one depected a wizened old unicorn, his shin scruffy with a white tuft of hair and his bright blue pointed hat and star-spangled cloak seemed to shine with an indistinguishable power. Tantalus stopped in front of it and placed his hoof up against the wall. Closing his eyes at the sight of his one time mentor - His voice grew angry for a time then, barely able to keep his composure.

~”Princess Platinum thought she had found a suitable place to found her glorious new empire, and she had commanded Clover the Clever to follow her. Star Swirl did not react well to this brazen act of power grasping, and vanished from the camps. Before he went, he left one last book with Cabbage Leaf, telling him that the secret within it could save all of ponykind if no other solution could be found, but it was a dangerous power that should not be called upon except in the most dire of circumstance. Then, he was gone.”~

~”Cabbage Leaf wept for the loss of his mentor. But he held tightly onto the final tome he had been granted by the ancient and powerful unicorn wizard. Word reached the camps that Chancellor Puddinghead herself had traveled forth with a special expedition force to scout out a particularly fertile looking stretch of land. Hope rushed through the earth pony ranks and they quickened their speed to the new place, the land that would one day be called Equestria.”~

Tantalus tore himself away from the painting and kept walking - His tone becoming normal again, brisk and businesslike. They passed through another set of double doors, out into the palace grounds. Before them stood a building they all knew well - The Throne Room of the Palace. Tantalus' hooves slowed as they crossed the lawn, intent on getting to the right parts of the story at the right time.

~”You know the next part of the story, I think- all too well. The three great leaders of Ponykind called down the wrath of the Windigos upon them, and ice coated all of the lands, threatening to destroy all of the pony tribes in one fell swoop. His tribe despaired and huddled together with their herds and families, intending to meet the end together, holding each other to keep out the cold and speaking to each other tales of better times.”~

“Yet Cabbage Leaf, cold and afraid, refused to let his life end so easily. He pulled himself away from his camp and his family, slipping off in a moment of confusion. He came to an isolated grove of trees near his camp, in what today is called the Everfree Forest. There, shielded from the biting winds and howling ice, he opened Star Swirl’s forbidden book and began to read. Somehow, that place protected the weak young earth pony. Somehow, he went unnoticed there as he read his way swiftly through the book. Once he was certain he understood its content, he set himself about the task of carrying it’s instructions out.”~

~”The Dark Book is one of those ancient tomes, long lost to memory as to who first wrote it, who first comprehended it’s magical secrets. Yet even in comparison to those ancient beings, Star Swirl stood amongst them like a beacon of brilliance amidst the darkness. His mind, as keen as the northern wind, had uncovered secrets about the Dark Book that a thousand other unicorn researchers had been unable to do over their entire lifetimes. For contained within the book was a very special spell – One that no unicorn could perform, because only an earth pony’s magic could call it forth from the special preparations made.”~

~”Cabbage leaf took those instructions and carried them out with the same precision his mind had always applied to complex matters. He drew the special runes upon the ground in a wide circle, and lit the candles at the cardinal points of the runes using the special fire starter Star Swirl had made for him. He cut his own hoof with his teeth and poured his blood into the center of that circle and flung his consciousness deep into the ground beneath his feet. The world slowed to a crawl, moments felt like days, minutes like entire lifetimes.”~

They crossed through a flower garden, and past a number of Fountains each depicting ponies of all the tribes at play with one another under the splashing waters. The soft white light of the moon seemed to illuminate the statues and path alike with a pale radiance as each hoof quietly plodded along it. Tantalus' voice seemed to be flowing from all around them as a biting wind caused a chill to run down their collective spines.

~” From the forest all around him, shadows began to gather upon the little earth pony. He breathed them in as though they were air, and felt a fire lit within him that he had never known before. His strength grew with every passing breath and he could feel the dark forces of the earth itself gathering into his body. When his eyes opened again, a dark shadowy form stood over him in that grove in the shape of a pony, but far taller and more sinister. It spoke to the boy in slow, gravelly tones.”~

~” ‘You have summoned me, little pony. Are you prepared to pay the cost to save your people?’ it said, the winds dying down all around them, the world seeming to transform before Cabbage’s very eyes, turning from winter’s depths to the heights of summer. The sun shone upon them both, but the shadow did not change. ‘ You will never again be able to move amongst your family and tribe, but you will be able to save them from destruction.’ – It spoke, again, and the little earth pony rose to his feet, and struck a pose of defiance. “~

~” ‘ I will do whatever it takes to save my tribe, and my family! I will pay the price to save all ponies, everywhere!’ he spoke in his high pitched voice, echoing throughout the forest. For an instant, Cabbage was afraid that he had made a terrible mistake, but it was far too late. The Shadow rushed into him, changing him, becoming him. Its power was tied to the Dark Book, and more than that, it was tied to the very land through the magic of the earth ponies. It was an ancient power, long forgotten. It had been born when the world was young, and called into being when there had been one who was prepared to pay its price.”~

Tantalus stopped in the middle of the path, his head hung low and nearly to the ground. He spoke in the flat, featureless tones of a survivor - Of one who has seen things others could not have seen and remained sane. He spoke at length in this way, describing those moments from so long ago. Even now, it was hard to forget what he had done to himself.

~”Cabbage Leaf was in pain. Terrible, terrible pain. For there is no personal gain without a sacrifice, no strength gained without giving some of what you are in return for it. The shadow molded him into a new pony, utterly unlike his weak, slim form before. Now he was built as powerfully as any plow pony, with a coat and mane as black as the night itself. Upon his flank, a cutie mark had appeared for him – yet it was no cutie mark as known by ponykind, for the ancient rune there was that of his new name. He would no longer be Cabbage Leaf – he would become Tantalus, of the Shadows. No family name. No history, only the shadow and the power he had given his identity to attain.”~

~”And so the earth pony now named Tantalus raced from the grove – he could feel the power of the earth beneath his feet, gathering to speed his way. Shadows moved at his every will and he felt power utterly unlike any he had ever thought of wielding before. He raced through the shadows, beyond his tribe’s camp – Noticing that the ice had already begun to recede. He was confused, utterly and totally. What had happened to the ice? He raced to the cave where he had heard the pony parliament members had been placed in a frozen prison – there, he was the Fire of Friendship burning brightly in the cave.”~

Tantalus leaned agains the door to the royal hall with one hoof - His voice turning bitter and grief stricken as he forced the words out - Tonight might be the last chance he ever had to tell his story to another. It had to be said - it had to be said now before the final moves of his chess game began...

~”Tantalus was beyond devastated. He watched from the shadow of a tree as the three pony tribes met together in the middle of the field, even as the Windigos were driven away by Unicorn magic and Pegasus warriors. He watched the Everfree Accords being written, debated, and ultimately signed by the three great pony tribes. He watched his parents’ weeping over a tiny grave, consoled by Princess Platinum and Chancellor Puddinghead themselves. They believed she had gone to try and find Star Swirl and had died in the forest from monsters unknown.”~

~”Tantalus remained in that shadow in the weeks that followed – unable to move, unable to find his voice. He watched as the ponies began to build a new settlement near the base of the Tall Mountain. He watched as they worked hoof in hoof to till the soil, wrangle the weather, and ensure the sun and moon rose and set as had to be done. He stood there, unmoving, unintentionally creating entirely new legends about the spirit of little Cabbage Leaf, watching over them and their new world from the forest he would haunt forever. He did not move, until Star Swirl came.”~

~”Star Swirl found Tantalus upon the hill, along with his Apprentice. Tantalus felt the old unicorn’s power, like a glacier buried into the earth. Implacable, unmoving, unstoppable in his purpose. Tantalus turned to Star Swirl, and did not see hate or fear in his eyes, but sadness and pity. Tantalus threw himself at the hooves of the great wizard and wept – His tears were inky blackness that melted into the shadows of the hill, but Star Swirl only knelt and placed a hoof on his shoulder. ‘ I am so sorry, little one.’ “~

~” He told Tantalus that the spirit of the book was treacherous, but true to its word. His family, and his tribe had been saved., but Tantalus had never needed to do anything to have it happen. He told him that there was no hope to change himself back into his old form. He was now trapped, tied to the earth by bonds so strong no force of magic could ever free him. Tantalus then stood, and stared into the eyes of his mentor. ‘What do I do?’ he could only ask in his young, frightened voice.”~

~”Star Swirl looked at him impassively and said unto him ‘What did you wish this power for anyway?’ startling Tantalus from his thoughts. He had wanted it to protect the ponies, and the ones he loved. Star Swirl, as though he could read that little ponies mind, nodded. ‘Then that is what you will do.’ – he turned, and he left Tantalus upon that hilltop, only a passing glance from Clover the Clever showing any glimmer of hope for the pony of shadows.”~

The doors flung open before them, the throne room's foyer shining with soft golden light before them. Within, two more doors stood silent sentinel seperating them from Twilight. Tantalus stopped before the doors, his voice reduced to gentle softness. Each door bore the symbol of the Sun and Moon Princesses upon them, gleaming in the warm light of candles and lamps set all about the hall.

~”For fifty years, Tantalus did just that. He watched over the little ponies, and quietly grew up. He walked amongst the ponies as little more than a passing shadow. Yet he was not utterly unknown to them. There was fear of him, but many saw him as a symbol of hope. He learned the ways of adult ponies, he grew in many ways great and small. His mind became even sharper by the day. He collected tomes of every form of knowledge imaginable, and secreted them away in his forest. He fought off the nastiest of the beasts that threatened the innocent people of the new nation, and worked in the shadows to destroy efforts to return things to the status quo of the Unicorn Aristocracy. All was going well in his eyes, until the Sisters came.”~

~”The Orrery Celestius artifact that had ensured the cycle of days had begun to wear and break. The Unicorns, without its power could no longer assure the sun would raise in time, nor the moon. Panic began to grip the unicorn population, for it was with this power that they had always held their traditional power and control over the other tribes. They sent the greatest amongst them, the retired but still powerful Archmage Star Swirl the Bearded, and the current Archmage Clover the Clever to find an answer to the problem. Tantalus, however, was powerless to help. For all the power of the earth at his command, for all of his strength, he could not bid the sun to rise, nor the moon to set. Though he focused all of his will upon it, they were as out of his reach as the stars themselves. “~

His eyes trailed up to the twin symbols of the sisters, and his voice became calm. Too calm. Even Shining Armor could sense the barely contrained rage, the anger that burned deep within the shadow pony. He prepared to raise his shield, fearful that such emotions would overwhelm this creature and send it into a berserk rage. Yet the pony maintained his composure, even as he fought down those poisonous, burning feelings.

~”The day the artifact broke, They came. They came without warning. They came and shook the world with their power, for they bore the ancient Elements of Harmony. They came and with the aid of every unicorn mage that lived, with the aid of ancient artifacts and rituals, they took the very power of the Orrery into themselves and seized the power over the sun and moon in a single day and night. “~

~”When all was done, the oldest sister took the name ‘Celestia’ after the artifact she had consumed to gain it’s power. The youngest took the name ‘Luna’ in honor of the moon and night which would become her domain, and the ponies rejoiced. The unicorn aristocracy unanimously named them both ‘Princess’, the traditional rulers of their tribes, and called upon the Pony Parliament to establish them as co-rulers of all of Ponydom for life. “~

~”The Parliament unanimously agreed. The old government was replaced with the new Solar government. Celestia calmly ascended the throne, and with the Elements of Harmony at her disposal and her nearly as powerful sister at her right hoof, she was unstoppable.”~

His hooves shoved open the doors to the inner sanctum - and there, on the far end of the room lay Twilight - sleeping peacefully it seemed on top of the royal dais. Even as they slowly entered the room, passing the ancient banners of victory that hung on the walls around them, Tantalus continued his tale, weaving it in that same calm, unflappable tone.

~”As for what happened next…well, you know the rest, do you not? Discord arose and was smote. Other threats began to rise, and were subsequently dashed to the earth. And what of Tantalus? Tantalus had changed too. No longer did the ponies of Equestria look upon him as a guardian spirit, but as a deadly shade that was not to be trifled with. They saw him as a nebulous threat that was used to frighten young ponies into going to bed, or a secret agent of Luna that carried out the deeds the sisters were too holy to.”~

~”Temples were built in the Sisters names. Statues erected in their honor. They were hailed as the saviors of the world, and Tantalus, now long forgotten, stewed in the depths of the Everfree Forest, even as these ponies built a palace and a city amidst his trees and shadows. It was not right, or so he thought. It was not proper. The Ponies deserved to rule themselves, not be ruled over by a pair of tyrants. Something had to be done. Something had to change, and one day after nearly five centuries of waiting, an opportunity presented itself.”~

~”The Princess of the Night, Luna, was lonely. She walked amidst his trees alone and wept that nopony was awake to share in her beautiful night. Tantalus came unto her in her moment of need and befriended her. She knew nothing of his legend, or of his origins. She was like him, and he like her or so she thought. A thought he encouraged in her. Time passed and Luna confessed her deepest, darkest fears to him. Fears of loneliness, and of becoming forgotten."~

~"It was a feeling Tantalus knew too well, and so he made friends with the princess. His hate for what they had done to him, to his land, to his people, forcing them into an unknowing slavery was softened by the knowledge that her loneliness was as powerful as his own. For a time, he thought only of bringing a smile to her face. She called him her Shadow Prince, and she was his Queen of the Night. It was like a courtship, one he had never before been allowed to have. They danced amidst the moonlight, and played tricks upon the sleeping ponies, willing them out to enjoy her glorious night."~

~"It was the first time in a long time that he felt loved. His heart fell for the Moon Princess. Those were his happiest days, no longer forced to live alone in his shadows, he at last had company. Time passed, and for a while it seemed as though her heart lightened, that her world was becoming brighter. He believed that, at last, he could turn the great wheel of history around - that with her help, he might finally free his people from the bondage placed upon them by the hated aristocracy."~

~”Tantalus underestimated the darkness within her, though. One day, she came unto him and told him that she wished to do something about the unyielding nature of her sister's rule. She knew he had power, and she wished to taste of it. She wished to become the equal of her older sister in power and form. She said she would advance the reforms he had spoken of, that she would try to serve as a moderating influence to the hard rule of her sister."~

Tantalus stopped, standing directly between the group of ponies and Twilight Sparkle's sleeping form. Tantalus' voice broke then - the raw despair and sadness clear to all of those who stood in the room. He did nothing to conceal it, there was no point in doing so now as he laid out the final moments of his tale.

~"Tantalus did not resist and so from his own life force did he forge himself into a suit of armor, creating for her a cloak out of his life essence that would mirror the very glory of the stars themselves. He believed he was helping. He believed what he was doing would lead to a greater tomorrow. When Nightmare Moon finally revealed herself to the world, only then did he realize his mistake. It did not take long for Celestia to retaliate. Tantalus could only watch in horror as his one, and only friend was banished to the distant moon. She took a piece of him with her, much of his power drained from him and now sealed away for a thousand years, he retreated to his grove and fell into a daze."~

~"So, for a thousand years, Tantalus isolated himself from the outside world. From time to time, he would notice a threat within his forest and moved to neutralize it, often with lethal consequences. The centuries passed. He slept, alone in his grove and wept for his lost love, for the moon so far out of his reach, yet so easily within his sight. Until one day, a pony scholar unwittingly brought him the information he sought, stumbling about his woods with a sachel full of tomes, easily taken from him. "~

~"His Princess would awaken one day said the prophecies, she would escape the bondage Celestia had placed her under. The Moon Princess would rise again, and so for the centuries that remained, he waited, and he planned. His shadows moved carefully into the world, spying upon Celestia and her works. He gathered information, he learned of her weaknesses. Celestia knew nothing of him, and so long as he did not act overtly, she never would. He became the black poison that seeped through the veins of her so-called government. He carefully manipulated those in power, stole vital military information, and carefully removed those who stood in his way. As the day approached, he prepared his resources to ensure that the Equestrian Military would be unable to respond while she was reborn, and perhaps weak. It would give him time to speak to her, to draw her from the madness of a millennium ago and ensure her ascendancy to the throne. "~

~"Then, he awoke, one fateful evening when his Princess returned to the world. He moved to put his plans into action, but somehow, Celestia had foreseen this, for she did not resurrect alone. She was faced with the very Elements of Harmony that had been his bane since before he could remember, and his Princess was in danger again. There was no choice thought he, he had to save her from being banished back to the moon. He could not lose her again. He tried to fling his power between her and the beam of Harmony, and there was suddenly light, and pain, and he was stripped from the body of his beloved princess, his power shattered upon the stones. Even worse, she could remember nothing about him. She did not know his face, or his name. "~

~" His world had been taken from him again, and this time there was no hope for her return. His princess was gone forever. Yet as he turned his eyes to those who had taken it from him, he saw among them a young unicorn of incredible power. Power that was not merely the equal of Star Swirl, but perhaps even its superior. When he looked upon this pony, he saw his hope reborn again. His chance to save his beloved people."~

"~As he learned of Twilight Sparkle, He saw more, a chance to finally repay Celestia in the coin she had dealt to him and those he loved time and time again. This time, he would take her world from her, and in the doing, he would save the land from her tyranny. A fitting end for one such as she he thought, to be brought low by her own most faithful student. So he waited again, preserving his carefully laid plans, and watched for his chance."~

~"He came to the young unicorn in her dreams, her so-troubled dreams. She believed as deeply in Equestria as he had, and she desperately wished to protect that which she had come to gain - her friends. He saw in this little unicorn all of the things he himself had once been and loved, and felt his heart stir again where he thought it could not. This one, he swore, he would make sure Celestia could not destroy with her plans, her arrogance and indifference. This one he would protect from her madness and the plans he saw laid upon her thread by thread. This one, he would grant the power to change the world and in the doing, free her from the bondage of Celestia's own manipulations."~

The Old Palace, Throne Room, one hour until Sunrise.

The six ponies stood enraptured as the images of a tale lost for more than two thousand years faded away - And they stood in the old throne room, now restored to its glory. Twilight Sparkle lay in a circle of bright, shining violet and shadowy magic as the Moon began to slowly lower into the window, the crystal of the glass glowing with ancient arcane power slowly storing up in its panes. The dark pony stood before them, staring at her curled up sleeping form with a look of sadness upon his face, a squint to his eye and the subtle drop of shadowy tears from them.

~"So we come to our present day. Equestria needs to change. The Sun Tyrant has ruled unchallenged for far too long, and she has even corrupted the spirit of the Moon Princess so that she can no longer remember her true self. My people are still as threatened as ever by those that would seek to destroy and enslave them, and Celestia sits upon her golden throne and does NOTHING! The unicorn aristocracy still rules over the people with an iron hoof, wiling their days away in decadence, and the earth ponies have lost all hope of self governance or freedom."~

~"Something must be done, something WILL be done. "~ His eyes blazed with arcane power, turned upon the six ponies, anger evident in every line of his muscle and stance and bright white teeth bared in a savage grin. ~" You will not take her from this place until she has made her choice. She, and she alone, will decide her fate and the fate of this world. You will NOT Interfere, Captain of the Guard! I will save you all, even if I must first save you from yourselves!"~

Author's Note

Thank you for bearing with this massive amount of story exposition in regards to the origins of Tantalus. We now return you to your regularly written story.

Edited on Mar 19th, 2013 for greater clarity and minor spell check.

Chapter 8 - Ask not the Sun

Manehatten, The Solar Temple, 1 hour until Sunrise

The Solar Temple of Manehatten was unique amongst the many temples great and small that were dedicated to Princess Celestia. Unique in that it was both the newest temple amongst them all, and that its designer had been a unicorn as opposed to the more traditional earth pony builders. The unicorn named Isosceles The Wise had built the temple to harmonize with the powerful lay lines of magical energies that ran beneath the massive city, powered by both the powerful tidal pull of the sea and the emotional energy of more than half a million ponies that lived here.

The place pulled the energies in and drew upon them to power the many wonders within its halls, especially the massive Orrery that brought a twinge of remembrance to Celestia's chest every time she looked upon it. Yet its crowning feature was one most ponies would never sense nor know about. It was one of the most heavily guarded places in all of Equestria, though few ponies knew why.

The building was designed as one giant ritual circle. Here, powered by the emotions of half a million ponies and the raw force of the ocean itself, a unicorn - or far more likely, an Alicorn - could accomplish nearly anything. It was her final weapon, the one thing she hoped never to have to wield, for she knew the cost of doing so would be beyond imagining.

She stood alone in the temple, surrounded by flowing white and gold silk banners representing the seminal events throughout Equestrian history. Recreations, she noted, of her hall of stained glass back in the Canterlot palace, though there were far more banners than were windows in that hallowed hall, depicting many more events featuring not just the victories of the Alicorns or the Elements of Harmony. She knew the events, each by the name of the ponies involved. Each by the costs that such banners so often omitted, and yet she could not forget.

A thousand years was more than sufficient time to reflect upon one's actions. It was often difficult for her to face the consequences of some of those choices made long ago, choices she could still feel the effects of even now. Yet that was her duty, she would not dishonor those that had paid the ultimate price so that Equestria could rise.

There was no sign of the usual keepers of this place, for which Celestia was thoroughly grateful. She gently picked her way down the smooth wooden floor and knelt before the Altar depicting her image shadowed against the sun, wings and hooves outstretched in the symbol of her reign. The altar itself was strewn, as it always was on Summer Sun day, with devotional messages and prayers. Some of them, she would read and work to see those prayers fulfilled. Others, usually those praying for greater wealth and prosperity, she would turn over to her advisers to try and discover where the kinks in the Kingdom's management were cropping up.

But there were always some prayers that broke her very heart, that she could do nothing about. A child with a dying parent, a poor pony with no recourse to help himself, an orphan praying for somepony to come and adopt them, and sometimes even worse. These were times she could only weep for her ponies, behind the closed doors of her room or temples, even as she knew there was little she could do. Poverty would exist, ponies would die without any way to save them, horrors would be visited upon the innocent. Short of bankrupting her treasury, of becoming the iron tyrant so many accused her of already being, she could not save them all.

It was still far, far better than the alternatives to the chaos that had existed before her rule. The Parliament she had abolished for its senseless, eternal politicking. The rampant tribalism and the abuses of power by the aristocracy. There had been casualties in bringing hope and harmony to the land.Things were not perfect, but perfection was something to chase, to hope for - never something one could ever achieve. The pursuit of such had driven other ponies mad with power or despair, but two thousand years of life had taught her the importance of patience with such things. She could not create perfection, but she could make sure that light would shine down every street, and her citizens be fed and kept as happy as she could hope for.

Her mind came back to the present day, to her student. Just the thought of the ever vibrant unicorn who absorbed knowledge like a sponge, caused Celestia to smile broadly. She paused and remembered Luna's concerns about the dark dreams Twilight was apparently suffering from. Undoubtedly, Twilight would still be awake somewhere, waiting for the sun-rise ritual with all of her friends.. A touch of the sun's energy flowed into her and she closed her eyes, tapping into it. As she always did, the warmth that flowed through her body with the energy was something indescribable to a non-Alicorn. Her horn glowed a bright gold as she wove the ancient and complex spell that was coming into her mind unbidden.

Why not have a peek in? She had time before her speech to the notables of Manehatten, who would cram themselves into the temple in order to see and be seen by the high-and-mighty of the city. They would jockey for position and for her favor, and it would do her good to see her little Twilight happy and safe. It took only the barest hint of her magic in this place to cast her sight across the lands of Equestria, and everywhere she looked she saw ponies heading to the various temples and shrines that dotted the landscape. Farmers, business ponies, and nobles alike all came out on this night to see the sun rise above the horizon and give thanks to the Princess they all relied so heavily upon.

Her mind stretched across the land towards the town of Ponyville, and to the Golden Oaks library. Yet the library was empty - dark and cold. That was surprising, the six Elements had made it a tradition to meet the sunset and sunrise of the Summer Sun day together. Perhaps they were enjoying their party elsewhere? Her mind cast from place to place in the town, seeing any number of familiar faces enjoying the night's festivities, Mayor Mare giving a speech on the importance of the day in the town's recent history to the cheering crowds.

No sign of Twilight. No sign of the Elements of Harmony either. Her mind searched and searched, only managing to find Spike standing with....Spitfire? But why was she there? She had taken the guard shift this evening. Spike looked worried, and so did Spitfire. They were accompanied by a number of Guard Ponies, many of whom were questioning the locals. Something was wrong. Very wrong. Anger surged through her for a moment only to be quashed - She needed to act quickly, time was short.

Her mind wrenched back to her physical form and she stood in a single motion, her wings flaring out behind her with a burst of magical power, she turned to the doorway and was there with but a thought and a touch of power, flinging open the massive temple doors she galloped over to her principal advisors, one and all gaping at her. Her voice rang like a clarion call across the quiet temple grounds, causing nearly every pony in a thirty foot radius to wince back in pain.

"Quiet! There is no time for questions. Awaken Princess Luna at once, and bring me any scrolls which may have appeared in her presence. GO!"

The ponies scattered in a dozen different directions, and her eyes closed - what had happened to her most faithful student?

Ponyville, 50 Minutes until Sunrise

Spitfire stood next to the quiet young dragon, who only looked miserable despite the joviality and cheer around them. No one had been accompanying Twilight when she left the town. She looked a bit unsteady but most had attributed it to her trying to walk off the booze or the salt. Spike had been found sleeping literally under the chimney of the Cake's shop, obscured from aerial view by a massive old birds nest, used probably by one of the many families of southern birds that nested in Ponyville.

Spike had not taken the news of Twilight's abduction well. He had spent the first hour or so panicking, until finally Spitfire had gotten back the copy of Shining Armor's letter and had him send it to Princess Celestia's suite in Manehatten along with a report of what they had learned since then. Their only response had been silence, leading both of them to the conclusion that either Celestia was very, very drunk - or that the letter was being blocked by some malign force.

Every attempt by the guard to penetrate the forest had been flung back, valiant earth ponies terrified by the sight of amorphous shadows grasping at their companions. Some of those guards had not yet returned. No one there wished to consider what might be going on within the forest right now. Spitfire had sent word to the Pegasus Demolition Corps, but it would be at least a day before the heavy artillery of the Equestrian army could be brought to bear.

With the rest of the Wonderbolts conked out on spiked cider (According to the reports she'd been receiving via Spike now that they were in magical contact with Canterlot) and word that every single battle unicorn was shacked up with some beautiful filly, and disbelieving any story from her, Spitifre had begun to put the pieces together.

It was a terrible, brilliant sort of plan. The biggest party of the year, everyone knew it. The one night no one ever seemed to want to screw with Equestria, lest Celestia at her very strongest rose up and turned you into ash. Someone had effectively decapitated the emergency response forces of Equestria very effectively for one, single evening. It would be impossible to do it for another day, now that someone had been aroused to the danger, but for this one night there was no cavalry coming over the hill. Which left one of the most important ponies in all of Equestria exposed, stripped of the usual protections that surrounded her and the small town.

Spike did not speak. He simply sat there and occasionally burped up scrolls, messages from arcane scholars trying other ways to contact Celestia. The emergency signal had been sent to the HMS Hurricane cloud fortress near Manehatten warning of the possibility of attack on the Princesses, and that news needed to be sent to Celestia immediately - but Spitfire had no idea how seriously they were taking the signal. She growled in her throat and vowed to ensure that the pants of her beloved Air Corps were not caught around their ankles in this way ever again - the next morning was going to be a proverbial Tartarus for her Wonderbolts and every other royal guard and pegasus guard she could possibly get under her hoof.

Guard Captain Shield Guard (A silly name if ever she had heard one) Saluted her with an appropriate snap fit more for the parade ground. "Begging your pardon, Commander, but we ain't equipped to be fightin' this kinda battle." he spoke in the depressed, dreary tones of one who believed he was about to have his flank kicked for lack of courage. Spitfire wanted, so desperately, to tear into him - to demand he burn the forest to the ground. It would do no good though, so she sighed and nodded, sinking into a sit on the grassy lawn in front of Town Hall, looking towards the lightening skies. "It's alright, Captain. Have your men stand down. Our hopes must be in the hooves of Shining Armor now."

Manehatten, 45 minutes until Sunrise

It had taken less than ten minutes to discover that Luna was under the effects of some kind of drug that locked her into a deep, abiding slumber. It had taken less than five minutes for the purifying power of Celestia’s magic to burn the drug from her sister’s veins, the anger flowing through Celestia so great she feared to use her royal voice for the damage it might cause to the temple around them, and she would need that temple in tact if this night was to be salvaged.

To one side of the two sisters, now alone save for Smiling Service, her personal butler, a table sat with three scrolls laid out, weighted down by stone after being read, the seals verified to come from Guard Captain Shining Armor and Commander Spitfire of the Wonderbolts. The letters themselves told a story that iced some of the anger in Celestia’s Veins.

“To: Princess Celestia, Sun's Glory, Ruler of Equestria
From: Prince Shining Armor, Captain of the Royal Guard, Shieldkeeper of the Throne.

This morning, I was struck with a sense of profound danger that seemed to loom from every possible direction, all around me. I quickly dispatched the Crystal Guard and prepared to raise my shield above the Empire to guard against whatever the looming threat might be. I consulted immediately with chief librarian Ruby Dazzle and utilized a short spell she had produced from our archives to isolate the threat and where it might be emanating from.

To my immediate terror, I found the feeling of threat was not centered upon myself but upon my sister, Twilight. I quickly engaged the Friendship express to take me to Ponyville and as of the writing of this letter, I am several hours away. I have sent this ahead with Commander Spitfire, who will serve as our military liaison on the ground until such time as I can personally take over whatever operation may be necessary to meet the threat against her.

I believe now this threat to be focused somewhere around the Everfree Forest. Should it be impossible to make further contact with me, you may presume I have entered the forest to face the threat horn on. I urge you to dispatch Princess Luna or even your own self to Ponyville as quickly as possible, I fear what power might serve as such a terrible threat to the Elements of Harmony.

Yours in Service,
Shining Armor "

The second letter was even worse, and had appeared before her eyes just moments after she had discovered the first. The letter was lightly scorched around the edges from where Celestia's power had nearly set the blasted thing on fire.

To: Princess Celestia, Sun's Glory
From: Commander Spitfire, Wonderbolts Primary Wing Captain
Re: Current Events in Ponyville

As the letter previously sent to you by Shining Armor said, Twilight Sparkle went missing approximately four hours after sunset. She was last seen by Rainbow Dash directly, and by several residents of Ponyville as she exited the town square. She was not accompanied by anypony. Consultation with the Canterlot Library has led me to the conclusion that she was under the effects of an extremely powerful enchantment. From the time she left Ponyville to the time she entered the Everfree forest, it became clear to what few witnesses we can find that she was slowly becoming more animated.

Further consultation with the Library leads me to believe that she is somehow partially still in control of her actions, but they are being guided by a force of intelligence. After briefly discussing matters over the Crystal Network, Commander Soarin has informed me that neither Discord nor any other known Black-List threats could be directly responsible for the situation. Further discussion with the Equestrian Intelligence Agency has led us to believe that Queen Chrysalis is similarly uninvolved and she remains unmoved from her central hive cluster, somewhere to the west.

This accomplished, I put into motion the many safeguards we had put into place over the years to protect the Elements in just such an emergency, however….“

Celestia took another deep, calming breath. The letter had gone on to describe how her carefully arranged defenses, protections and safeguards had one and all been subjugated or distracted from their duties by this strange and malignant force. It took all of her self-control to not let emotion overtake her, when more than ever serenity and calm would be needed. Her mind went back to the report’s end…

” In short your majesty; we have been utterly outmaneuvered by our unknown foe. Lacking the resources to affect further assistance on my own, I must therefore leave all of my faith in your hooves, the Elements and Shining Armor. I take full and total responsibility on the failures of myself and my command to affect a swift resolution to this incident.

I will await further orders in Ponyville, where I intend to establish a crisis post in the Town Hall to handle all further communications between myself and local military forces. All other stations have been set to Crisis Condition 2 as per protocol Alpha-22-Delta, and we have scrambled all sober and available air wings to counter any further attacks or threats from beyond our borders.

-Commander Spitfire, Ponyville Command Post

Celestia stood quietly next to her sister for a moment, then exhaled slowly. “Sister…There is nothing I can do.” Her words were wrenched from her throat, or perhaps her heart by the sound of them – A tearing sort of admission of powerlessness over the situation. Luna simply lifted one hoof and laid it upon Celestia’s shoulder as she spoke. “I must raise the sun at the temple first. If I leave, I risk sending this entire city into a panic.”

Luna’s voice cut through the rising sound of panic in Celestia’s own voice “Sister, Hath you no faith in your student?” Celestia looked…shocked. As though Luna had just slapped her with a fish, or some similarly absurd object. “Be at peace Sister. No matter what may happen to her, no matter what dark force may hold her mind in its grasp, it has only won itself a little time with its games.” Luna’s tone grew darker, rolling with barely restrained passion and anger of her own. “We will see to it that no other threat arises this night, and when the sun has rose and you have rested, we shall go together and show this darkness that it has no place in OUR EQUESTRIA!”

The Old Palace, Throne Room – 30 Minutes until Sun Rise

Shining Armor slowly marched towards the dais where the dark pony stood seemingly protectively over his sister, surrounding her in a cocoon of shadow energy that pulsated with some hidden violet power. He closed his eyes for a moment, thinking of Cadence, of his love, the very thought filling him to the brim with power sent from afar. His eyes snapped open and his look turned aggressive, angry…powerful. “Girls, get back. At the first chance you get, take Twily and get out of here.”

The Dark pony turned with eyes that flamed with a deep anger, his own stance turning equally aggressive as shadows seemed to flit away from every light source and gather around his hooves. The Five elements quickly retreated behind a large set of Columns as the two ponies faced off against each other. A moment of tension passed between them as the shadow pony’s words oozed out of his teeth. ~”You wish to cast your defiance against me? So be it. You will learn, just as everyone will learn what the true power of Equestria is.”~

Another moment passed, and with a cry a lance of pure white magical energy shot out from Shining Armor’s horn just as a mass of shadow tendrils shot towards him from the ground about Tantalus, and a blast of power emanated between them as the battle was joined.

Chapter 9 - Sunrise

The Old Palace, Throne Room – 15 minutes until Sunrise

The blast sent a shock wave that shook dust from the rafters of the throne room leaving a cloud of grey and purple smoke dissipating into the air. Before any of the girls could so much as say a word, Shining armor charged through the smoke in a blast of wind, surrounded by a whirling shield of magic. Tantalus stood his ground, a dozen beams of shadow energy lancing from the air around him and slamming into Shining’s defenses, little blasts of sound and light filled the air as the beams ricocheted into the walls and vanished into nothing.

Shining Armor grinned for a moment. “What’s the matter, buddy? Can’t get it up?” Tantalus snarled at the words, and slammed his hoof into the ground in front of him, sending a cascade of dark magic flooding into the floor. Shining simply threw more of his own magic into his shield as the flood of shadows raced across the distance between them…and right under his hooves and shield, causing him to blink a little in worry.

~“Get it up? What a good idea!”~ Tantalus yelled out at him, as the shadows wrapped Shining Armor’s shield up within itself and hurled the pony, shield and all, out the nearby window – smashing through the delicate crystalline glass and sending the little purple sphere flying through the air – the crystal of the window lifting from the floor and repairing itself a brief moment later. Tantalus dusted his hooves off. ~”Now, to deal with you girls…”~ his voice purred out just before a crashing sound brought him whirling back towards the window.

Shining crashed into his black form as shadows flew up to try and fend off the blow seconds too late to do any good. Violet magic clashed at point blank range with shadows and blasted Tantalus from his hooves, sending him spinning through the air to crash a dozen feet away, a trickle of shadow-like blood dripping from his lips. He pushed himself to his hooves and gave a deep exhaling breath. ~”Finally…”~ He coughed, dark shadowy blood spattering the ground. ~”After so very long, a warrior worthy of the name.”~ His eyes shone with a fiery excitement. ~”Yes. You’ll do.”~ His voice purred again as he slowly stalked towards Shining Armor.

Shining Backed up a step and flung bolt after bolt of pure energy at his foe, waves of shadow rising up to catch each blow in an explosion of white light and magical smoke. ~”And Now…”~ His voice growled out again…and had no time to finish its sentiment. From nowhere, a blur of a cyan form, trailed by a rainbow pattern of light slammed into the side of his head hooves first. The shocked look on his face lasted only a moment as he was flung bodily across the room by the impact.

His body bounced and skidded back to a standing position to stare at Rainbow Dash, her lightning bolt shining with unleashed power. “Forget about us, Darkie?” she huffed out of her nostrils – In truth, he had not – but he had not expected that blow to come so quickly. He mouth formed in a snarl to reply when a second blow caught him with impossible force…The Elements, it had to be…They were shielding them from his senses, so he could not stop their blows.

The hooves connected with his left side, breaking four ribs without even noticing them. The force of the blow slammed him into a nearby stone column and nearly shattered it from the impact, sending him slumping to the ground and gasping for breath. His eyes caught a blur of orange coat and he desperately rolled out of the way, propelled by his shadows as the hooves connected with the column where his head had been – shattering the stone and sending the ruins crashing to the ground around the mare.

“Normally, Ah only buck apple trees. But fer you, Ah’ll make an exception.” Her voice had the smooth tones of the Apple Family of earth ponies, that twang that they had carried in their family for hundreds of years. Applejack lifted her eyes up to meet his, her muscles hard and strong from a lifetime of carrying on the family business. He winced and felt the broken bones being tied together from the shadows that ran in his very veins, allowing him to stand with only a modicum of pain.

~“Pain is not going to stop me…”~ He saw the purple maned one rushing towards the shadow-capsule where Twilight lay and flung a massive bolt of his energy towards her. ~“It will not be that easy!”~ his voice roared out, the energy streaking towards the suddenly panicking white unicorn when a bang like a massive weight hitting the floor rang out. His shadow energy impacted...a massive wall of streamers, balloons and a cloud of confetti. He could only stare, dumbstruck as the smoke and lights faded, revealing a sly smiling pink pony leaning on some kind of artillery piece.

She smirked and brushed her bushy bright mane back with a hoof and re-aimed her gun. “Aint’ no kinda Party without Pinkie Pie. “ She giggled as her friends formed in phalanx around her, Twilight’s form still trapped beneath the shadow shield. Yet now all of them were between him and her, even the little yellow one who seemed to be building up to delivering a beat down in her own way.

Tantalus licked his bloodied lips, his hooves gently scraping against the ground as he watched them with those fiery eyes…and then he laughed. He laughed as genuinely as he had ever done so in his life, his chest afire with pain even as the six ponies looked upon him with confusion. ~”By the gods…Celestia sure knows how to pick them.”~ His eyes travailed all of them, obviously prepared to beat him into a mushy pulp. ~”I was wrong, it seems. She will have no need of me to stand by her side…”~ He coughed up another dollop of black blood that oozed into the shadow beneath his hooves.

Shining Armor spoke first, his tone a barely constrained growl. “Give up. Let her go, and you might be able to survive this.” His tone was angry, certainly – but there was concern there also. Whoever this pony might be, there was clearly more going on here than met the eye. He would not wish a death to fall onto the hooves of the girls. Dash and Applejack looked mutinous but did not argue, though he knew they would be giving him an earful later. The dark pony seemingly made of shadow and flesh simply laughed again, this time weaker than before.

He fell to one knee before them as his powers began to unravel. His eyes raised to the window as the moon fell into its perfect alignment. ~”Perhaps, I should not have expected to survive…”~ He whispered, as he could feel the shifting of power in the world. ~”It is time.”~ His voice gently croaked as a sudden surge of magical energy began to well up in the world beneath him, just as it had every Summer Sun day.

ManeHatten, Sun Temple, 2 minutes until Sunrise.

Celestia slowly paced up to the central pedestal as the elite of Manehatten gathered around, watching with both pride and awe as their sovereign stood upon the dais. Every eye was trained to her as she inhaled the smells of summer – of sun ripened wheat and citrus, of sleepy summer nights and the sweat of ponies frolicking and working hard in the warmth.

Her eyes half closed as she opened herself up to the power of the sun that slept just below the horizon. The pure fire and warmth filled her soul with light, and her body with a seemingly unending stream of power. Her wings fanned out and she gave them a mighty sweep, pushing herself skywards towards the center of the altar’s statue-circle. Her hooves came up into the air and her horn glowed white with barely restrained power as the moon sank gently towards the west and the sun began to soar above the eastern horizon behind her.

Power surged through her limbs as the first shining rays of summer splayed out across the land, the ponies of all her cities and towns cheering and tossing confetti into the air. Loves would be confessed between star-struck couples and kisses shared by those who had traveled through life together for another year.

The cheers slowly subsided as she sank back to the earth, and opened her eyes to the sunrise to greet it silently – her mind reaching out to that which she had dedicated her life in order to preserve the world, and feeling its warmth and affection in turn. It was almost possible in this moment to forget the peril in which her student might be in. Almost.

She turned to the assemblage of ponies and began to speak, her speech to the people of Equestria would be recorded by the many scribes and magicians here and replayed across the land in the days to come, detailing some of the new policies and proposals her government would be perusing. Yet her heart was not in the ringing declarations of peace and prosperity this year. Her only focus was on a small purple unicorn, far to the west.

Hang on, Twilight…I will be coming soon.

The Old Palace, 1 Minute until Sunrise.

Tantalus lifted his hooves up to the moon as it sank into place just above the horizon – the shadow upon the moon vanishing in a pulse of power. My Love…my Moon Princess. If only you could see me now, would you remember me? Would you remember our time together? Would it matter, here at the end? His thoughts were fast fading as his magic was being pulled without remorse from his body – The racing sun’s power fed into the conduits he had carved into the living earth with his own power, filling them up to drive the ritual even as his own power followed the forms he had cast. The shadow shield vanished from around Twilight Sparkle and her limp, still unconscious form lifted into the air. All now relied on the choice of one Twilight Sparkle.

It is time, Twilight Sparkle. What will you do? his thoughts raced as her hooves rose up in an unconscious imitation of Celestia’s pose hundreds of miles away – Her eyes opened a moment later as Shining armor turned to see her floating in midair. Her eyes were nothing but crackling white orbs as the magic of the ritual swirled around them – vast curtains of sparkling violet and white light, mixed with shadow formed a tornado that slowly closed in around all the ponies within the room…

The Elements of harmony burst into multi-hued radiance as a sparkling gold shield settled over the five bearers and Shining Armor. They stared in awe at the lances of radiance and power that emanated from the very air around Twilight Sparkle as glowing eyes full of magic met the sad, golden eyes of the shadow pony. Shining armor rammed into the seemingly impenetrable shield and screamed as the power reached a crescendo – “TWILY!!”

A flash of light and a torrent of power cascaded up into the sky, blinding the six witnesses to the event. The power whirled purple, white and black, stretching up into the heavens in the shape of a spire that seemed to reach all the way into the blackness of space before dying out.

When the dust began to settle, seven unconscious forms lay upon the white stone of the throne room. Each breathing, yet each remained still as silence lay heavily upon the chambers. Shining Armor was the first to stir, pushing himself up to his hooves and shaking the spots of light out of his eyes from the blinding blast that had nearly obliterated them.

He forced himself up to stand on shaky legs and glanced around – There was no sign of the pony made of shadows anywhere that he could see…Twilight…was slumped upon the dais, apparently in-tact and alive. He exhaled, in weak relief. “Oh, thank…Celestia….” Shining Armor slumped to the ground as unconsciousness overtook him again, sweeping him into a dream he did not expect.

Ponyville, Town Square, Sunrise.

Spitfire sat alone in the command center she had established in the town hall, her Wonderbolts uniform crumpled in a heap to one side as she blearily watched the sun rise above the temple to the cheers of Ponyville’s residents.. She would need to sleep soon and she knew it, but she could not help but wish Shining Armor would have returned already. The Guards had reported that the shadows which had impeded their search had vanished an hour ago, and were even now closing in on what the reports had said was a seemingly rebuilt castle and town made of bare stone and little else.

The Wonderbolts commander rubbed her hoof into her eye for a moment, and nearly missed the sight of a column of black, purple and white energy twisting into the skies above the forest. Her jaw slowly dropped at the very sight, scrambling to her hooves she rushed outside to ensure she was not looking at some kind of illusion. Had he won? Had Shining Armor vanquished whatever dark force had led him here?

The Column vanished a moment later, having made no sound. It hadn’t even disturbed the air. Yet her instincts told her something momentous had happened that went beyond the sheer amount of energy it would have taken to create that blast. The two guard ponies outside were similarly staring, their own jaws hanging about like recruits on the first day of Hoof Camp. She had to act fast. “Get those tongues back in your mouths, Guards!” She snapped in her very best training ground manner, sending the both of them to jumping nearly out of their armor. “This is above your pay grade. Back to your posts now! Double time!”

The two of them hoofed it back in front of the door, muttering about whom the heck let the insane woman in charge of the Wonderbolts. Blowing it off, she rubbed her hoof into her eyes again. She wanted to charge in there like a hero out of a tale, but that would probably get her nowhere. She sighed and walked past the guards back into the town hall, collapsing onto the cot and closing wearied eyes against the light of the new day. A good soldier gets rest when they can. she thought, feeling consciousness slip away from her. Tomorrow would be another day, and she would face the future when it got to her.

Author's Note

Sorry for the shorter chapter, it needed to be a bit brief to set up the big events which follow in the next few chapters. More to come soon!

Chapter 10 - Twilight's Struggle

The Mind of Twilight Sparkle, ??? until Sunrise

Logical, she needed to be logical about this.

Twilight sat in her old, original unicorn mare form with none of those special gobbledegooks that strange shadow has made her up in. Sure, she had been attractive, but it had been a very odd attractiveness. Right now, she needed to focus on the important things. Namely, what did she stand to gain, and what did she stand to lose?

Her surroundings looked and felt exactly like the Golden Oaks library. It had been trivial to transform her head-space into a place that was far more comforting and familiar. She wished she had a little mental Spike here to help, but she’d have to do the heavy lifting herself this time. Tomes began to flow off of the shelves, one at a time. Within each was a piece of her. Memories of friends, accumulated knowledge, and one particularly massive tome which sat prominently in the center of her library.

The binding was simple, stitched together with the gentle loving care of a filly trying to do the job of a pony many years her senior. Yet there was warmth and soul in every stitch, and in the crude art that graced the cover of a small purple unicorn and a tall white Alicorn embracing one another.

The shadow being had nearly overplayed his hand, she thought. He obviously held some long standing grudge against Celestia, she thought. Yet the small dark tome which contained his story that was now sitting quietly next to the far more massive tome had softened her heart to him somewhat. Tragedies of power were not unknown to Twilight, Celestia had insisted she read a great many of them to learn the perils of taking the easy road to power. Of course, he could very well merely be trying to trick her with a story that would call out to her memories of herself.

She did not think so, though. The pony calling himself Tantalus had far too much of the air of a young pony he’d claimed to be upon his botched ascension ritual. That had been the only explanation she could come to – that the boy had taken the lessons of the ancient magical tome and tried to utilize a spell he had frankly no hope of actually completing. Through sheer determination and willpower, he’d actually modified earth pony magic to act, however briefly, like Unicorn magic. Such an act would have been very attractive to a dark creature as described in Saddle Trelahny’s book, proof of immense strength of will and a willingness to do anything to accomplish his goals.

Ultimately, Twilight could not reconcile any sort of special earth pony ritual as being true. Simply it had been the truth as he had experienced and seen it, in a time so long ago when knowledge of that kind was always slipping into the wrong hands. After committing such an act and losing so much for so little gain was it any wonder that he covered the truth up with a fanciful tale about Star Swirl the Bearded or how the Princesses had taken his rightful place as protector of Equestria?

She felt pity for the poor creature. More, she felt a keen kinship with him that was difficult to place – much of it likely stemming from their so different backgrounds, yet so obviously similar loves. Her desire for scholastic achievement and magic had led her to become the student of Celestia. His desire for the same had led him down a path of darkness an eternal loneliness in the dark places of the world, forever shunned by the society he loved. It was a cautionary tale, to be certain and a reminder of the things she fought for every single day.

None of this brought her any closer to an answer. Logic, she reminded herself sternly and continued to pull tome after tome down from the shelves that surrounded her. A pile of parchment and a set of her finest quills floated from the supply cabinets. Ever since she had come to Ponyville, Twilight was more convinced than ever that no problem could remain unsolved when properly presented it in list form. She mentally unstopped an ink bottle and dipped in the quill pen, taking a moment to quietly focus.

A fresh sheet of parchment slipped quietly onto the worn wooden table, and she carefully scratched into the top of the sheet ‘Accepting Tantalus’ Power – Pros and Cons.’ A neat dividing line separated the two sides of the parchment, and a quick table put together of the two categories. Okay, think of the costs first. Always best to think of the negatives before the positives, lest you bias the results.

Tomes by the dozen floated about the room as she pulled their knowledge into the fore of her mind. Images of the battle she had fought against Nightmare Moon were at the forefront. It seemed so obvious now, how Luna had somehow been able to out-class Celestia in power after her transformation. She had been backed by a second powerful creature, one strong enough to tip the scales into her favor. That argued that Tantalus was in possession of an incredible amount of raw magical energy for a pony, but that same magical energy was not exactly wholesome.

“The shadow magic appears to be based on his earth-pony magic. It ties him physically and mentally to the earth itself, but prevents him from gaining power beyond that. However, if my understanding of this transference is correct – I would effectively be gaining the same earth pony magic, but without the restrictions.” She hemmed and hawed, examining his small black tome again and again, pouring over the details of what it could do. “Further, it appears to be capable of modifying his appearance and provides him with some limited powers in the Night magic domain. This magic bears a strong resemblance to the ‘Black’ school of magic, which would explain the inevitable corrupting influence it had over the years upon him.”

Pages turned over and over, Twilight’s mind began to pick up speed as she examined the minute details of how he described his powers. “Yet, there is strong evidence here that he resisted any serious corruption of purpose or mentality for nearly a thousand years. His hatred did not coalesce into action until very, very recently.” The dark journal snapped shut as Twilight pondered the implications of this. Of course, earth ponies already lived the longest of the three tribes. Yet powerful unicorns had often had dramatically long lifespans, stretching even into multiple centuries for those whose power ran at the zenith. His mental fortitude was not merely the product of study and self-determination – it had come from within.

The implications were intriguing. That an earth pony, lacking any formal teaching or study in discipline had kept at bay the corruptible influences of the power for so long was mind boggling. It also suggested that she, even in her youth, would be able through careful study and self-discipline ultimately master that magic to the ends of good. There would of course, be side effects – But were they not ultimately worth what she would gain?

There was no doubt in Twilight’s mind that Tantalus was better read than she – more than that, his story suggested he had kept copious notes for hundreds of years as to the historical goings on throughout the world. Even more exciting was the prospect of getting her hooves on his notes on the nature of magic from an earth pony perspective. A lustful greed for that knowledge seized her for a moment as she contemplated the incredible things such a dedicated scholar might unravel over the course of ten centuries.

Just as the thoughts began to cross her mind, she recoiled from them – flinging her dream self away from the dark journal with panicked breaths. “By Celestia, what WAS that?” she whispered out, and a moment later a figure faded into view…it was Tantalus, but...

~”That is the price I paid. It is the monster who gave me my power. Worry not, he can have no hold upon you.”~ She narrowed her eyes at him – no longer the strong, full bodied earth pony, Tantalus was…cute. He looked young and gangly, all slim half-grown limbs too long for his body. His coloring was different now – a bright, verdant green that seemed pale under the gentle light of the library. ~”My apologies. I know I promised you peace, but my time in this world grows short.”~

Twilight furrowed her brow and moved back into a sitting position – shadows seemed to be shredding off of him at an accelerating rate. “What’s going on?” It was against her better judgment, but curiosity had always been her sin. The little earth pony gave off a shiver, as though he was excessively cold. He licked is lips and stood as straight and tall as he could.

His voice was higher pitched now – but still in those lower registers that identified nearly all earth ponies. ~”Your friends came for you. It is taking a considerable amount of my power to keep them from killing me and removing you from the place where everything must occur. “~ He shuddered again as Twilight’s mind exploded with joy. Her friends had come for her. Streamers and colored balloons floated about her head space, and triumphant music seemed to sing from the walls as her emotions translated to the world around her. Tantalus merely sneered – but it was without rancor, only weariness. ~”It is good to know you find joy in my imminent demise.”~ his voice took on a sarcastic tone, biting and laced with sour acid.

Twilight gave him a flat look, crossing her hooves over her chest and giving him a dismissive sniff. “Nonsense. My friends would never harm you, and soon enough we’ll have all the time in the world for you to be cured so you can turn over all of this knowledge to the Princess-“ A sudden roar of black wind cut off her sentence, sending her careening back against the wall. The eyes of the tiny earth pony were practically afire with rage and…sadness? He was crying. Amidst all of this power, he wept like a child being scolded by his parents even as the power hammered her to the wall and suddenly cut off, silence filling the library.

His voice was forced out from behind his teeth as he wiped the tears away with an awkward hoof. ~”No. There will be no future for me now. It is too late to stop the ritual one way or another, and now I lack the strength to survive it. I underestimated your Brother and those meddling friends of yours, and they have damaged me sufficiently to ensure I cannot preserve my life and keep the ritual from going out of control.. I will die, Twilight Sparkle. After fifteen hundred years, I will know the peace of my grave, and you will take NOTHING from me unless I get what I want first!” His voice was as stubborn as Applejack at her worst, his eyes flinty with determination forged over centuries.

Twilight’s mouth fell open slightly – His mind contained history and knowledge that was centuries old! Only princess Celestia knew more, and there were things she had never bothered herself with learning. Who knew what sort of mysteries he could lay to rest? His library was as old as he was, and contained who knew how many books lost to the world through fire, theft and mishandling? “I…You’re insane!” She blurted out, and immediately regretted it the moment she realized her words.

Her hooves clamped over her mouth as his look turned from stone to weary resignation. His head lowered where he stood and he looked to be about ready to just leave. Twilight stammered her words out as quickly as she could “Ohnononono….P-please, T-Tantalus…I didn’t…Why would you want to die?” She whispered into the silence that hung between them, trying to contain her own horror and disbelief. What was going on out there? What had Shining Armor been able to do to him to weaken him so?

The little earth pony closed his eyes for a moment and exhaled. “I have lived for so long in shadow. No friends. No family. I am tired, Twilight Sparkle. But why should you care? Our time is coming to an end very soon, and you will be reunited with those that love you.” His voice had changed now – no longer the mysterious multi-tone of before, it was now just the voice of a young earth pony. “Before then though, you will perceive perhaps ten or fifteen minutes passing. Then, you will awaken. In that moment, you must decide what to do with what remains of me and my power.”

His hooves turned him on the spot, shaky and weak from something – and his body was starting to show signs of unnatural aging upon it. “I leave that choice in your hooves. Nopony else can make it now. Good Bye, Twilight. May Shadow guide you. “Then, he was gone.

Twilight Sparkle’s Mind – 15 Perceived Minutes until Sunrise

The time had ended for careful research. There was no time for lists, or carefully constructed chains of logic. There was no time to consult with Celestia on the dangers she might face. She could sense her body rousing to wakefulness with every passing moment. She didn’t even know how he had achieved this compression of space-time within her own head.

What could she do? Twilight felt herself torn – unable to justify either course of action. If she did nothing, one of the most ancient repositories of knowledge and magic in the entire world would perish in a blaze of power to no useful end. If she took him up for his bargain, she would be forever changed, marked by the dark powers he wielded. Even if those powers would have no hold on her, it would not matter. She would be judged regardless. Was there no third way? Could her magic, or the magic of the Elements of Harmony which they had surely brought with them save that poor child from his death?

Could he not be saved from his mistakes, as they had saved Nightmare Moon? It was a tempting thought, but there was no time to be sure. For all she knew, exposure to the Element’s power might obliterate him anyway given how long he has stewed in the power. There was no time for a Hail-Celestia play here. She could not place that burden upon her friends. With that single thought, everything crystallized.

She could not let her friends bear the burden of her decision, and bear it they would. If she did not take his power, he would die by their hands however unintentionally. If she took it, there was no telling what monster it would turn her into, and yet…

Luna was not a monster. She had made ill decisions, her powers had run away with her emotions, but she was not a monster. Twilight could learn from her lessons. The Princess would not abandon her. They would find a way to master this power and, in time – purify the negative influences it might have. Her friends would not abandon her. Pinkie pie would probably throw some kind of party just to celebrate her new…looks.

She stared down at the vast tome before her and laid her head upon it, even as her world of dreams slowly faded away. It was an impossible choice. There was no right answer, and Twilight began to think that…ultimately, that was the point. To face her so-sure self with a question no logic or emotion could provide a satisfactory end to.

Tantalus’ story was a tragedy. Yet from that tragedy, a bright mind had spent his lifetime trying to make the best of his mistakes. He had worked to protect the people he loved. He had tried to learn, to grow, and to be strong for his world. That the world did not need him, nor want him was ultimately what brought him low. It was, if she thought about it the same thing that had ultimately driven Luna to madness and darkness.

Would that be her fate? To live for untold centuries – eventually to be driven into darkness beyond reason only to be put down by her own teacher? Was she prepared to sacrifice fifteen centuries of lost knowledge because she feared what her future might bring? She felt hot tears slowly trailing down her cheeks. Was there even a right answer?

Of course there is, Silly. Learn from their mistakes! She lifted her head from the book, staring at it – the voice had almost been the voice of Celestia, speaking into her mind. That was, of course the most obvious answer. But how could she do that? How could she correct their mistakes – the mistakes of a Goddess and of a Demi-god? You know what you need to succeed – your friends… That was true. But they were all mortal ponies! There was nothing she could do to save them from the ravages of age! Are you sure? After all, you are the most brilliant unicorn in all of Equestria…with all that power at your disposal; could you not find a way to keep them and you together down through eternity?

It was…an intriguing thought. A difficult problem of course, without the shadow power to preserve them, immortality might well be impossible. Yet, why could she not imbue them with all the positive aspects of the power and filter out the negatives? There were spells that could filter effects out from other magic, why could she not apply the same principal! It would take a little time, but she could put her other studies on hold for this. She could ensure Equestria had bearers of Harmony for the rest of history! Six bearers of such incredible power and friendship, no force in the world could threaten them ever again!

Her mind raced as the moments drifted by, her dream-scape was cracking and crumbling under her hooves. She had little time. There was, after all – only one logical choice. Before she made it, she would not leave anything to chance. Her horn glowed with a bright purple power as her dreams faded into reality – and a massive iron box clamped itself around the tiny dream library, sealing itself shut against anything that might attempt to corrupt the truth of Twilight Sparkle that lay inside.

The Old Palace, Throne Room – Sunrise.

Twilight’s eyes opened to the world for the first time in what felt like an eternity. The Sun’s rays were just about to peek over the horizon – and she could feel a massive tidal wave of energy building in the forest all around her. Tantalus stood directly opposite of her – and her friends stood around her in a protective semicircle, the Elements of Harmony glowing with incredible power.

For the first time in her life, Twilight felt fully in control of her magic. Her horn began to glow incandescent white as she willed the element of Magic to protect the ones she loved, and a glowing golden shield reminiscent of Celestia’s own works surrounded her group of friends. Tantalus smiled at her as best he could – his body obviously fading and failing as his strange ritual took shape around her.

It had to have taken centuries to build it. Complex arcane formula hung in the air written in shining magical strands, placed at dozens of angles relative to where she floated above the same dais where she had shattered the power of Nightmare Moon so long ago. It was daring, brilliant, insane – but functional. He was going to use the very same power Celestia was tapping into to fuel his one use only creation, a funnel to throw all of that which he was into a new vessel. To defy the dark power that had tortured him his entire life with the knowledge that a new guardian of the people would be born today.

The sunlight burst over the horizon as the spell itself began to take its final shape around her. She could feel the magic flowing through her veins as though it had replaced her blood, and a soft voice spoke into her ear just as the formula began to tighten up around her, forming the ritual sphere all around her body as the magic crashed into her. It spoke softly, and faded away with the last syllable. ~”Thank you, Twilight. Good...luck...”~

~~~

A Column of magic shot up around her as ancient power flowed into her body and changed her within and without. It was like what Twilight imagined the center of the sun must feel like, to be surrounded by magic in the most total, complete way. To be filled with warmth and a suffuse of power so great that any action seemed possible. For the briefest of moments, she could comprehend what vast power Celestia must live with every day of her life. It was almost enough to inspire a little jealousy in Twilight even amidst the singing song of her magic. Almost, but not quite. There were prices that Celestia paid for her power too, and they were prices Twilight did not know if she could ever pay herself.

Those were her last thoughts for quite some time as the magic consumed her and bore her soul up on wings of shadow and magic, and the world changed forever.

Chapter 11 - Dawn of the First Day

The Old Palace, Throne Room – Summer Sun Day, 7 hours after Sunrise

Twilight awoke.

She could feel her limbs crying out for movement, the warm stone of the floor below her seemed to be keeping them from cramping for now, but if she did not move soon that would not last. One hoof, then the other pressed into the floor and slowly stretched out, her back cracking faintly as she arched over the ground. The first thing she noticed was that she was a little bit taller. Not excessively so, but her form felt slimmer and more limber. Her eyes glanced over her fore hooves and confirmed their shapely curves and sleek form.

Her eyes were almost clinically examining her body when they caught a gleam of metal at her hooves. Before her, sat a familiar looking set of jewelry and armor. Hoofboots made from silver and topaz that would wrap up to her knees, a Torque of wrought silver and lacquered in a dark purple which now matched the new color of her coat. A chest-piece lacquered in the same color, with a dark violet sparkle and six shining silver stars at each point glimmering in the front. A helmet of wrought steel, perfectly shaped to encase her head and fit snugly over her horn.

There was more, but those pieces told the tale. They were the same kind of armor once worn by Nightmare Moon, neatly stacked and awaiting her to wear them. Pinned under the helmet was a squished scroll of parchment, bound with a black silk ribbon. Her horn felt incredibly alive as she filled it slowly with magic – as though she could power spells she had never before even considered trying to cast. Telekinesis was all but effortless, and the scroll was enshrouded in a dark purple sparkling aura in front of her eyes.

It took a moment to shake herself from the reverie and pull open the scroll, reading it silently in her head – surprisingly, in the same simple tones of the earth pony he had been at the end of his moments.

My dearest Twilight,

This armor and this scroll are my final gifts to you. The armor contains the last few wisps of my magic. It is my hope that you will never need this armor in true combat, but should a need arise – you will be prepared. On to business, now. Hidden beneath the throne on the main dais is a set of documents. Over the last few centuries, formal ownership of the Everfree Forest had become something of a joke amongst the nobility.

It was a place no one could do anything profitable with, but the nobility were easily amused by the gentle scandal and danger of the thought one might attempt such a thing. It floated from owner to owner until it came into the possession of a pony I had…dealings with. He thought he was getting one over on me. I indulged him in that belief.

You are now the full and formal owner of these lands, including the small city which exists not far from this palace, and all of the roadways which travel through the forest. Further, you have the tax rights to those roads, ensuring that you need never concern yourself with the earning of bits ever again.

I have given you this place as a refuge, Twilight. Somewhere that those parts of society who might look down upon you cannot bring you harm. Your arrival into the world will already have sounded a clarion call to those who move in the shadows as we do. They will come and build you a grand city, worthy of the defender of Equestria.

Some of them will be strange. Some of them will bring ways that may be far outside the norm for Equestrian culture. Yet they are still ponies, many of good heart. They are simply different from the way the world expects them to be. They deserve a good home, Twilight. Give it to them.

My words will soon fade from this document, just as my spirit fades from the world. I leave unto you Twilight one final request – Bury me in dignity, under my true name. I have always been fond of the great oak to the west of the palace gardens. It is a peaceful place, where I spent many a moon dancing amidst the trees with my Princess.

I also leave you one last gift. A gift I hesitate to give you, yet it may prove vital in the days that you will soon come to face. In the history of Equestria, only five beings have ever ascended to become an Alicorn. They all did so by virtue of taking the magic of all three pony tribes and merged them together within themselves, becoming a paragon of them all. Two of those tribes magic now lie in your hooves. Unicorn magic, and earth pony magic.
What you do with this knowledge, only you may decide.

Eternally yours,
Cabbage Leaf

Twilight held the letter up for another moment as the words faded one at a time into the ether, the ink magically dissipating into the air – leaving only the last sentence and the ending to the letter for her to read. “What you do with this, only you may decide.” She whispered softly into the silence.

Her eyes turned to the pile of armor and neatly lifted it over to the side of the throne. There would be time enough for legal matters later. For now, she had to know how monstrous she had become, and only one pony would possibly give her the time to explain herself before attacking. That could only mean one pony present, given how hysterical the girls were likely to be.

So she turned on her hooves and galloped over to Shining Armor laying on the ground, trying to gently awaken her courageous brother with a shove of her hooves. “Come on, big brother…I need you.” Her voice was still only the barest whisper – Well, if nothing else at least her voice still sounded the same to her.

Ponyville Crisis Post, 7 Hours after Sunrise.

Commander Spitfire was very nervous, but she was also incredibly relieved. An hour ago, word had reached her that both Princesses were en-route, and were going to be followed by numerous other military assets in the area. Far more important than all of that, she had been formally relieved of command of the situation by the order of Celestia herself. This was both good, and very bad. Good, in that she was no longer in charge of this clusterbuck that was undoubtedly going to get no small number of individuals a dressing down of legendary proportions. This was very bad, in that Princess bucking Celestia had personally ordered her to stand down and wait for her to arrive in order to personally debrief her on the situation.

Which led her to where she was now, standing in a full dress uniform of the Pegasus Air Corps, her medals, stripes and ribbons stiffly sticking out from her coat. She normally would take comfort in the formality of the uniform, but that didn’t mean that associating with both Princesses at the same time did not give her a small dose of the wing-twitches. Worse still, she knew she’d be called to account for abandoning her post without properly seeing it filled and of course, for losing track of not merely the Princesses prized unicorn student, but also the Prince of the bucking Crystal Empire! With no communication, no word, and no way to convince the bucking Guard commander to go into the forest and get some!

Ever since the column of magic earlier that morning, not a single one of the yellow-bellied cowards would go into the forest no matter what orders or threats were delivered their way. This was the business of the mages – and the Special Forces. Word had it that the Equestrian Intelligence Service was sending one of their Black Level threat-response teams to Ponyville with the utmost speed. That was pure speculation though, and her sharp eyes had caught the sight of the royal carriage coming in to range.

She was the only officer present – the rest of them were either sodden drunk in tearful fears of being cashiered or out actually doing their damn jobs. Spitfire no longer gave a buck. She would represent her unit with the pride and dignity as was befitting a Wonderbolt. So she snapped to attention and saluted as the two separate Carriages came down with precision upon the landing strip – the Night Guard and the Royal Guardsponies that accompanied them were few in number, and all of them were exhausted from the trip. Spitfire was sympathetic for them, right up to the point that two Alicorns descended from their carriages and advanced upon them.

She had thought in these last few hours how she would explain herself. It did not matter that nothing that had happened had been within her control. It did not matter that there was nothing she could have done to speed up the recovery effort. She had been the superior officer on the scene. She had taken command under the orders of Shining Armor. That made it HER responsibility, and nopony else. She waited until the princesses came within the military regulation thirty feet before snapping to attention and saluting again. “Commander Spitfire, your Majesties. As ordered.”

What else was there to say? She was professional, crisp and clean. They would not fault her in discipline, no sir. Celestia looked a little worn around the eyes, but her gentle smile was all Spitfire needed to see to know everything was about to come under control. It didn’t hurt that Luna looked ready to kick a fair bit of flank, given how she was scowling from one way to the other. “And where art thy other officers, Commander? I hath words I wish to share with them.” Princess Luna had gotten a rep for slipping back into Old Equestrian whenever she was nervous, or royally ticked off.

Spitfire fell into a relaxed stance, responding with the precise information she had, even though it took all of her willpower not to make a snarky joke about it. “Most of them will likely be found in the local taverns, your Majesty. Events this evening have not been conducive to maintaining proper military discipline I am very sorry to report.” She braced herself for the torrent then, Luna lacked anyone else to unleash the abuse upon – so it fell to her to absorb it.

Celestia simply raised her hoof and clamped it over Luna’s mouth just as she was about to get going – Luna, stifled by her own sister could only let off a stream of muffled invective that cause Celestia to sigh exasperatedly. “Sister, it is not her fault. They are scared, and with good reason. Spitfire, I think we need to know the exact sequence of events that have occurred this evening, starting with when Shining Armor contacted you from the train.” Her voice was as kindly as Spitfire had ever heard it, and sent a little chill of relaxation into her muscles – Perhaps she might get off this with just some boring public service duty after all!

So she told them, first to last. She left out no event, no possible interpretation of the facts. She delivered her report in that stifling uniform in that stifling heat for nearly an hour. She explained the exact shape of the magical spire and its colors. The discussion of which caused both sisters to look at each other in patent alarm. She plowed on to the end of the report, noting that there had been no activity in or around the forest since the magical incident.

Silence reigned between the three ponies for a moment. At the last, Luna sighed. “We do not blame thee for thy actions, Commander. Thou didst act as was proper, even though abandoning thy post was less than wise.” Luna’s smile was wry then, but no less a smile for that. “That twas not thy fault though. We will have to have stern words with Captain Shining Armor later. For now, thou may be at ease. My sister and I shall be traveling into yon forest to see what hath become of our subjects. We shall not require an escort.” She interjected at Spitfire’s next attempts to speak, which she clamped down on after the rebuke. Instead, she simply nodded tightly.

The Two Alicorns lifted into the air and swooped towards the Forest in the distance. Spitfire only sighed in relief. She was safe, at least for now. Going by the cheers of Ponyvilles citizens as their Princess rode out to meet the threat, there would not be much work for her to be doing. It was time to find a bar for herself, and wait for the word to come back to the town as to ultimately what had happened in that blasted forest.

The Old Palace, Throne Room – 8 Hours after Sunrise.

Shining armor began to stir, rough but familiar feeling hooves pressing into his back. A soft voice whimpered, and whispered in the background that he could almost not hear…till his ears picked up on that distinctive tone of voice, speaking distinctive words. “Shiny…please, wake up..” Twily. She was scared, and bad. Given the soreness of his muscles that was not entirely surprising, he had to have been out for a long while. He groaned out as best he could and a little startled squeak was followed by a gushing, much louder voice. “Oh Thank Celestia, Shiny you’re okay!”

The Hooves that grabbed him around the middle seemed a little off in color and shape, but that voice could be no one but Twilight. So in true big brother form, Shining Armor ignored his own pain to lever himself up and hug his little sister back just as tightly. “M’alright Twily…S’okay. Just too much magic In the air, I think. Knocked us all cold. You….okay?” His eyes were starting to adjust to the new light streaming in from the gorgeous crystal windows. “Oh no…Twily.” His voice broke a little on the word as he began to take in the myriad of changes to her. Dammit, he had been too late.

Twilight tried to turn away, but Shiny would not let her. His hooves grasped her closer, showering her in the uncomplicated love of a brother for his sister. Her heart broke, and tears flowed freely from her eyes. She wept into his shoulder, her words broken by sobs. “I had to..I had to..” was all she could seem to say, and she simply gave up saying it. Shiny would not leave her. She still had her B.B.B.F.F. and she always would.

“Twily, shh…It’s alright. It’s not your fault.” He wiped away the streams of tears with his hoof and gently tucked it under her chin. “Besides, it’s not all bad. Just think about how you and Cadence can go shopping together now!” The very thought was enough to startle a laugh out of Twilight. The laughter Cascaded into Shiny and the two of them collapsed up against each other, emotions running high from the insane things they had both been through in the last day or so. The so-sudden change of her emotions disturbed Twilight, but she would worry about that later.

Twilight turned then to her friends – her closest, dearest companions. Shiny gently squeezer her shoulder with his hoof and smiled broadly. “C’mon. Let’s get them off the floor.” But there was to be no time for that. A shuddering bang struck the outer doors of the Hall and the both of them spun to face it, horns instantly coming to life with a field of magic. “I think whatever was keeping the nasties away just wore off…” Shining armor muttered – he was still exhausted from the combat last night, but he would not leave his Sister alone to face whatever the heck this was.

Twilight nodded, her mind racing through all of the spells she knew so well, hoping to find something that might be of use against a determined foe. A Second bang shuddered the doors of the royal hallway once, and a wave of power seemed to cascade through the room…She blinked for a moment, her eyes adjusting to the magical signatures. “Wait, Shiny – that’s the Princ-“ The doors blew open with a thunderous roar, nearly smashing themselves to splinters against the walls.

Two Alicorns stood in the doorway, framed by the bright light of the morning sun streaming in behind them. Each wore shining gold and steel battle armor, each prepared obviously for the worst to be found before them. Luna’s voice thundered as loudly as Twilight had ever heard her speak – it seemed to echo from the very walls around them, even as Celestia’s implacable mien swept across the room, her horn blazing with the full and leashed power of the sun itself. Tremble, Foe of Equestria! You shall not harm Our People!” Shining armor dove in front of her, his hooves outstretched as the eyes of the two sisters fixed upon the pair of them.

They stared for a moment in shock, even as Shining Armor desperately tried to intercede “Celestia, Luna – Don’t, It’s Twili-“ He could not even finish his words as dark blue magic dragged him to one side, Luna fixing him with a glare that spoke of dark retribution if he continued to speak. Twilight for her part, had no time to react at all. Celestia was simply not there one moment, and there the next, bearing down on the slender purple unicorn with all of her power mantled about her shoulders.

She spoke softly, harshly. “Who are you?” A bright flash of light seemed to threaten to sear Twilight out of the world itself, a force of will so powerful she could not even continue standing beneath it’s crushing gaze. “Who ARE You?!” She was implacable, unassailable. Twilight winced, but held her ground against the sonic assault. She just had to believe, she had to…

Her voice was broken and rough, but she forced it into speaking again “P-Princess…It…It’s Me..I’m T-Twilight Sparkle..” she managed to stammer out, her irises reduced to tiny pinpricks in fear. Surely, Celestia would not simply try to obliterate her. Surely, she would show the same compassion that made her famous as a monarch of the people. Yet Celestia’s rage was palpable even now, and it blazed to even greater heights with her words.

“You are NOT My- “ Her shining golden horn touched Twilight's…and in a moment magic flashed between them, a hundred thousand images of teacher and student, a hundred thousand memories. Celestia stood shocked before her – her rage retreating as her voice slowed and reduced down to a whisper. “My…most faithful student…” Her eyes seemed to clear for a moment, and Twilight felt the first tentative smile reach her face as Luna’s shocked jaw dropped, and stayed there. Celestia lifted one hoof to brush back the dark violet and blue mane from her eyes in a gesture she had made so often before..

“Oh Sol…. Twilight…I am…Oh, goddess, forgive me..” Twilight embraced her teacher, who returned the embrace and the two simply stood in one anothers hooves. Illuminated by the morning sun they held one another, the fears and doubts of the last day washing away in one anothers presence. Luna however, slowly regained her faculties, her eyes taking in every detail of the new Twilight Sparkle’s look and appearance.

Luna turned to Shining armor and spoke quietly. “We must leave them. There will be much to discuss later with them, but for now you and I must speak in private. I fear the danger to her has far from passed.” Her eyes came up for a moment – Though she knew only she could see Twilight’s eyes were far, far different than before. She could see the pupils narrowed to the almond slits of a Dragon’s eye. She could feel in the room an old power, one she knew all too well. Shining armor nodded and trotted out next to her…stopping only at the door to stare at a Vase she had not noticed on her way in.

The vase was nothing special – a simple piece, made by simple hooves. Clay formed without much skill into a simple narrow necked vessel, fired in a kiln and painted by unpracticed hooves with moons and stars. Sitting within the vase was a single moon rose, a flower she had thought to be long extinct. It glowed gently with the pale luminescence of the full moon, and leaning against that flower was a scrap of parchment. Shining watched as she floated up the parchment and unfolded it – within written only a few words in graceful handwriting that began to fade into nothing at the first sight of the sun.

‘Fare thee well, my Moon Princess. With Love Eternal, Tantalus’

Chapter 12 - The Council Convenes

Ponyville Town Hall, Two days Later.

Luna’s voice rang out throughout the tiny room. “We call this meeting to order.” Her voice boomed in her Royal Voice, silencing what little chatter there was. “We have called this meeting in order to discuss the actions that this government and its agents will undertake in response to the events that occurred during the Summer Sun Celebration. This Council has been assembled in order to advise us on what actions will be most appropriate.” Next to her, Princess Celestia was the very vision of calm and control under pressure. Princess Cadence was nervous, but much of that could be attributed to worry over the topic at hoof.

Silent Service, a dark red pegasus with slicked back brown hair and a magnificent mustache was working overtime to keep his wings under control. As the Director of Equestrian Intelligence he believed the security for this meeting was woefully inadequate given the subjects about to be discussed here and the impressive array of ponies who had been brought here from Canterlot and beyond. One well-placed magical strike would be disastrous and Service had heard stories of some grey Pegasus who had a knack for causing disasters around the general vicinity of this building.

Luna’s eyes swept the room of the strange assortment of Ponies who had been called to this meeting – Commander Spitfire sat opposite the Princesses at the table, and Commander Soarin was right there with her- both were wearing their dress blues and neither looked terribly happy to be representing the Military’s interests. Mayor Mare of Ponyville was also on hand, to represent her constituents given that Twilight Sparkle was formally a citizen of her city, and it was pretty clear she was working very hard to maintain her professionalism amidst the movers and shakers around her.

Further down the table, a bright blue maned unicorn named Star Sapphire sat in the formal robes of her office and quietly shuffling through her notes with a magical glow that matched her name. She was head magical researcher for the School for Gifted Unicorns, along with the grey coated and balding earth pony Dewy Decimal, who curated the Canterlot Library. They had long been partners in the vast work that was magical research, and were at ease with meetings of this nature – but neither seemed very happy about what the notes they brought with them had to say.

Opposite the magical experts was Hex Hunter, Equestrian Intelligence's top Demon expert, and specialist in possessions and magical corruption. Hex was the only one at the table not wearing formal clothes of any sort – he had instead come to the meeting in his ‘Mission Gear’ – or so he called it, a fully obscuring black coat bound tightly to his form by what seemed like one too many belts, all of which held a pouch of one kind or another. His face and mane were obscured under a thick wrapping of white bandages, allowing only his bright red eyes to show anything about his physical form.

To the right of Cadence, Shining Armor sat in a well-padded chair, still recovering from the Magical poisoning he had suffered as a result of his battle. He was the only one at the table aside from Celestia who appeared perfectly calm in spite of all the things that had happened – though it had taken a very stern look from Celestia to put a stop to the Lovey-dovey show that he and Cadence were putting on. Celestia raised her hoof and rapped it against the smooth wooden table. “This council calls upon Commander Spitfire to report on the subject of the Equestrian Military’s…response to the event.”

Spitfire blew out her cheeks and stood up from her chair, irritably waving Soarin back down to sit. She had to admit, he was as loyal as a puppy sometimes – but right now wasn’t the time for sticking up for his boss. “Yes Ma’am.” She began, placing both forehooves on the table and leaning forward assertively. “At the Princess’ behest, we’ve conducted a crashing fast investigation into the military paralysis we experienced on Summer Sun’s Eve. The Cloud-Fortress Hurricane’s displacement was the easiest to figure out, given that the perpetrator is currently on the run. First Wing-lieutenant Screaming Eagle was found missing from his post yesterday morning shortly after word started filtering down through the ranks of the incident.”

She took a deep breath, closing her eyes for a moment. This was going to be the hard part. “We found documents left behind in a secret compartment under his bunk indicating that he had been in contact with the…entity believed responsible for the kidnapping of Twilight Sparkle. The documents detailed some kind of agreement in which a previously unknown daughter of the lieutenant would be provided with an extremely expensive medical procedure for her congenital wing disorder, in exchange for ensuring that the Fortress would be too far away to reach Ponyville in the event of an emergency on Summer Sun night.” Spitfire had to hold her eyes firmly closed, to fight back the tears she wanted to shed for the pegasus. No one had known Eagle’d had a foal and certainly no one had known she had been born with the much feared brittle-wing disorder. She wanted to hate him, she wanted to scream and hate him for his betrayal – but she could not bring herself to do so.

So Spitfire inhaled deeply and plowed on, “As to the other issues – the Wonderbolts were tested shortly after the incident by Canterlot physicians. They discovered traces of a rare flower called the Gotchya Bloom had been mixed into their evening dinner and beers. Even if we’d have been able to wake them up from the stupor the flower put them into, they would not have been able to fly very far – the plant renders the eater incapable of performing any strenuous physical activities for six to eight hours. “ Soarin was growling and she shot him a hard look. Now was not the time to get vengeance on the brain. She would save that for AFTER they dealt with…well, the elephant in the room. She cleared her throat and kept speaking. “Our investigation is ongoing as to how this occurred.”

Silence reigned and spitfire waited. The very idea that someone had managed to infiltrate Wonderbolt HQ of all places in the world and poison the entire ranks was terrifying. The implication was that it had been an inside job, as evidenced by what had happened to the Hurricane. Spitfire could only grimace at that thought, not wanting to even think about what she may have to do in the coming days to root out the truth.

Her voice picked up the thread again, “A similar set of events occurred with the emergency Battle-mage squad, except they had also been distracted by…some selectively hired mares’ of the evening who had worked them all into a state of physical and mental exhaustion over the course of the day.” She let that thought hang – Star Sapphire was blushing very faintly and shaking her head quietly. Spitfire knew she too had been compromised that night…but given that she did not fall under the aegis of the military, had decided to omit that fact.

The table was now dead silent of other talk as Spitifre slowly came to the last items on her list, “As to the unspoken donkey in the room and with the full permission of Princess Celestia, we have placed every individual who was familiar with Twilight Sparkle’s security detail who lacks a reasonable alibi under arrest, and we are beginning to pick through their lives and belongings to try and discover which, if any of them had been involved. That concludes my report for now, but the investigations are ongoing in all other matters.” Spitfire put her flank back in her seat and tried not to shuffle her papers. There was a quiet in the room that set her teeth on edge, even if Soarin’s presence helped her not to yell at them to try and appreciate the seriousness of the situation.

Luna raised her hoof after a few moments of very awkward silence. “Pray, Commander Spitfire – What of our other defenses? Is there any evidence of further corruption within the ranks?” Spitfire had wished she wouldn’t ask that. There was going to be hell to pay after all this, she just knew it. Inter-service rivalries were expected, but the Army generals were not going to like what she was next going to report.

Spitfire exhaled deeply, speaking without standing again, “Yes Ma’am, but at this time I’m unwilling to cast doubts or aspirations on anypony specifically. Such is a part of our ongoing investigations, and believe me, Ma'am - no one is more determined to root out the traitors more than I.” More silence. When this was all over, Spitfire was going to track down that crazy DJ everyone talked about around here and have her make sure there was no silence around Spitfire for a few days while she worked.

Luna smacked her hoof into the table and looked over to her sister, who nodded lightly. “Which brings us…” Celestia began as everypony else in the room slowly felt their muscles tense somewhere just below their shoulders. “To the primary reason for us being here – namely, the kidnapping, enchantment and subsequent changes inflicted on Twilight Sparkle, Element of Magic. “ It was as though she’d dropped a rotting fish in the middle of the table and demanded discussion over it. No one leapt to the fray, no one attempted to make an excuse.

Celestia merely arched a delicate eyebrow and continued onwards, obviously not intending to let this one fester, “We have all read Shining Armor’s preliminary report. We now call upon Star Sapphire to inform us s to what her research teams have managed to dredge up.” She inclined her head to the robed Unicorn who lifted herself to her hooves with a surprising grace for someone of her advanced age. She floated a pair of spectacles out of a small case sitting on the table and perched the lenses upon her nose.

Sapphire shuffled her surprisingly small pile of notes and spoke in the tones of a born lecturer addressing a classroom of students, “With the permission of the Princesses to access the restricted archives, the entire research team has been working nonstop for the last two days. Over this time period, we have come to the following set of conclusions based on Shining Armor’s report.” A little wisp of magic adjusted the lenses as she turned to the second page of notes.

“Firstly, the Canterlot Archives contain the most extensive collections of genealogical information in the world, with records dating back to before the fall of the Unicorn Empire. We can confirm that an earth pony by the name of Cabbage Leaf was in fact born right around the onset of the so called ‘Cold Times’ to the Leafy Green family just outside what was then Trotsburg. We can further confirm that while this pony was pronounced dead two days after what is commonly accepted to be the first Hearths Warming celebration, the cause of death was not recorded.” Her horn glowed and a glass of water floated over, from which she sipped.

Star Sapphire was not nervous. She had given reports of this kind a thousand times before, but the scarcity of information had been nigh on terrifying given the legendary nature of the Cantelrlot Library, and what she had found had only made that scarcity worse. “We can further confirm that around this time legends began to circulate in books and pamphlets of Pony mythology and lore about a ‘Pony born of Shadow’ whom ruled over the ancient forests and watched over the good little fillies and colts of the tribes, and punished the wicked. “ She gave a little shrug of her shoulders, the water glass still hovering in midair, “Of course, such legends were common around those times, and we cannot confirm that this creature was in any way associated with them save by his own design.”

Shining Armor tried – and failed – to haul himself out of his chair and smack his hooves against the table, mostly because Cadence basically shoved him back down and gave him the most threatening look she’d ever given him in his entire life. So he settled for growling ominously and cutting into Sapphires monologue tones “What about his name? Any records of that?” Star sapphire glared at him disapprovingly, but then sighed. It was to be expected. His little sister was the one whose life was on the line here today.

Sapphire picked up the report quickly, “I was getting to that, Prince Armor. The name ‘Tantalus’ has been one of the most elusive subjects we have tried to research, yet we have managed to unearth at least some information.” Her papers shifted and so did her tone – her previously dry voice became more animated, even if there was a trace of nerves, “Once again, drawing information from within the restricted sections of the library has been vital to our efforts. The name ‘Tantalus’ we believe refers to an old earth-pony myth about a trickster deity who would tempt ponies with promises of power, wealth and prestige only to provide those things in such a way as to end poorly for the deal-maker. Star Swirl’s personal journals also make reference to a creature he refers to as ‘Tantalus’ right around the times indicated by the…personal story he relayed to Prince Armor. “

Her voice became a bit more uncertain, more wary, “Although his journals do not indicate what sort of being it was, nor his relation to it in any direct sense. The only other piece of information we have obtained is an intelligence report from around the time of the Lunar Rebellion.” Luna glanced sharply at the researcher, but Sapphire simply kept going – she wanted to get this bit of information quickly out of the way.

“The report was filed by Spymaster Eternal Vigilance, and comprised of a list of potentially powerful beings that were thought to have been consorting with or actively supporting Prin- Nightmare Moon’s active rebellion against the crown; this list included the name ‘Tantalus, of the Shade.’ And referenced to a much more extensive document on all intelligence gathered on the subject.” She bit her lower lip, the last words coming in a rush as though trying desperately to expel the terrifying information.

“A document that, by all accounts no longer exists anywhere within the Canterlot Archives.”

Moments later, all Tartarus broke loose in the meeting hall as incredulous voices began to fill the air.

Ponyville Hospital, Room 401

The room was much quieter than Twilight seemed to remember from her previous visits. There was no room-mate, for one – a rarity in the small hospital that provided services both for Ponyville and much of the surrounding farm-land. There were never enough beds to handle the myriad sicknesses and injuries that plagued a rural population who often lacked access to higher-end care facilities. There was also none of the magitech medical equipment that normally festooned such rooms, Twilight having no need for anything beyond a soft bed and attention.

But Twilight knew why it was so quiet, and it had nothing to do with equipment, or roommates, or even her own thoughts running in gleeful little circles around her head. The other ponies were afraid of her. So were the patients. She couldn’t blame them, really – two days ago she’d been a cheerful little unicorn still in the prime of her youth. Today, she had looks that would put the vainest Canterlot socialite to shame, with the colors of her coat and mane changed into dark tones which she had over-heard one doctor describing as ‘Seductive’.

The word ‘Succubus’ and ‘Demon’ had been bandied about by the more superstitious ponies of the rural farmsteads. It had in fact been impossible to not hear them, her new-found power seemed to include a radically enhanced sense of hearing that caught every mean spirited conversation to pass by her door. It would have been enough to make her burst into tears had she not been emotionally exhausted by the whole ordeal.

Celestia had sworn she would find a way to restore her. Shining Armor had made a similar oath, and added on a promise to see to it that anyone who bothered here would have their flanks summarily pounded into the dirt. It had made her smile, even if only briefly until she thought of her five closest friends, who apparently had to be treated for magical shock. They had not come to visit her yet, and she feared she knew why.

They saw in her the same foe they had defeated so long ago, and yet now their best friend had become one of ‘them’. An Other, a creature not to be associated with lest one be consumed by the forces of evil. She would lose them soon enough, driven from Ponyville to the dark forest that was now the only place she could make her home…

Her thoughts were interrupted by a sharp knock on the door, followed rapidly by it being booted open. A short purple magical glow brought flicked the lights next to the bed to illumination and caused Twilight to scowl a bit at it. “Toldja!” Said a oh-so-confident voice, attached to a cyan Pegasus who was smirking as though she’d just predicted the Fillydelphia 500 winner. “Toldja she’d be moping about in here. This place just is no good for a Mare of action, I tellya.”

Rainbow Dash grinned unrepentantly at Twilight, followed by Rarity and Applejack in close tow. All of them were smiling at her without the least amount of fear traced in their faces. All of them were wearing hospital gowns, and true to form Rarity had already put her hooves to the simple garment with a few elegant tucks and stitches, giving the plain medical garment a certain classic beauty, accessorized with a fetching scarf the same color of her Mane. “Really, Darling. It wasn’t that hard to deduce when she’s been haunting this room like a ghost since the Princess left her here two days ago. Tsk, and they call me a drama queen.“ Rarity sniffed, but there was a twinkle of mischief in her eye at the words.

Applejack just glared at the both of them. “Now you two quit shellackin’ her! She’s been dragged flank first through Tartarus, an’ come out in one piece, so stuff an apple in it!” She tossed her blonde pony-tail hair over her shoulder and marched across the room. Twilight was only just beginning to rally words when Applejack stuffed her hoof into Twilight’s gob and gave her a look so severe Twilight wanted to ask if she was going to be grounded. “An’ you too, Missy. You’ve been wallowin’ in yer mope for one day too many. Don’t you give me no horseapples about you bein all different either.” Applejacks hoof poked her firmly In the middle of the chest, driving the breath Twilight had drawn in to object right out of her lungs. “Yer Family, or close to it as makes no nevermind. You try an’ tell an Apple she ain’t supposed t’ care ‘bout her family, and she’ll buck you into the lake. Don’t think I won’t!”

Applejacks hooves went around Twilight and squeezed her with that same rib-crunching firmness she always did. Twilight for once in her life, gave a hug of the same strength and fierceness right back, surprising a little squeak out of Applejack…who responded to the challenge by just squeezing back harder. Somehow, the whole thing felt incredibly natural to Twilight – Earth ponies often showed their affection for one another through displays of personal strength. Twilight couldn’t help but smile even as she felt the tears coming out of Applejack, hidden in the bearlike nature of their hug. “Don’t think I won’ buck you into the next county, Twilight Sparkle if’n you ever scare us like that again.”

Twilight soon felt two more sets of hooves wrap around her. Sure, Pinkie Pie wasn’t there to squish them all into oblivion, but the hug was as pure and true between friends as anything could be. Twilight decided not to try talking very much, letting the embrace last on the now overcrowded hospital bed until Rainbow Dash gave in and noogied her much longer and elegant mane, intentionally mussing it up and causing Twilight to giggle – her first laughter in three days.

As if by the very act, the laugh seemed to summon the pink wonder from nowhere who promptly leapt onto the bed and crashed hooves first into the group, sending them all tumbling off the bed in fits of laughter and cries of mild panic. “Ohmigoshohmigosh, Twilight LOOOK AT YOU!” Pinkie pie squealed with delight, bouncing around the prone Unicorn with a boundless enthusiasm. “Your mane is so PRETTY! And you got all thin and sleek and curvy, there isn’t gonna be a stallion in Ponyville who’s gonna be able to stop lookin’ at you now! And your horn got all pointier, and does that hurt? I thought that horn being all slim like that might be uncomfortable, I mean it seems too thin for someone as sturdy and awesome as you are and it kinda looks like the Princesses horn now-“ Pinkie rambled off into incoherency for a few moments, bouncing around the bemused pile of friends, all of whom were happy that rain, shine or shadow monsters – Pinkie Pie was always Pinkie Pie.

Being Pinkie Pie, it took her exactly 64 seconds to leap into the air with a scream of Delight “Ohmygosh!! I haven’t even started to plan a Twilight-got-her-sexy-back party! Ohmygosh, I need more balloons!” And she was gone just like that, shooting towards the window and flinging herself out of it like a rocket to bounce on down the road, excitedly chattering to nopony in particular. Twilight just facehoofed.

Rarity stifled her giggles, then gave Twilight a most severe looking eyeball. “Stand up darling for me, would you?” Twilight was as confused as always by Rarity’s sense of priorities, but she did so even as Rarity’s magic brushed her mane back into its sleek form. The bright white Unicorn did a little prance of her own around the newly sleek Twilight for a moment before sighing dramatically. “I’m going to have to do SO much work to refit that dress to you now, dear Twilight. Still, you look positively ravishing, Darling. I daresay Fleur De Lis herself is not as striking as you are now.”

She tsked and took a more delicate seat on the bedside, gently tapping next to her with a hoof. “Now get your flank up here, young lady – I think it’s about time we had a talk between friends.” Twilight did just that, joined by a rambunctious Applejack and Dash, who were jostling for who got to sit next to her. “Now Twilight, first thing is first – Fluttershy is fine, but she’s very delicate as you know. The magical shock was a bit harder on her than the rest of us – When nurse Redheart has given her the go ahead, we’ll bring her up here to see you too. “

That was one weight of Twilight’s mind, who sighed and leaned into her friends. Applejack grabbed her left hoof, and Rarity her right. Rainbowdash…hung around her neck with a dorky looking grin on her face as she gently reproved her, “Relax, egghead.” Dash stuck her tongue out at Twilight. “We ain’t gonna leave you hangin. We stick together, remember?”

The Town Hall, Ponyville

“Order! Order I say!” Celestia slammed a hoof into the table with sufficient force to cause a burst of heat to smack into the faces of everypony else present. Arguments of consternation died away instantly. Celestia looked about ready to pronounce judgment on them all. “We will not have wild speculation run rampant in this council. We will take a brief break in the hopes that cooler heads will begin to prevail. Archivist Sapphire, a word in private – please.”

The members of the meeting moved off to the various refreshments being offered nearby – Mayor Mare began an intense, but quiet conversation with one of her aids while Celestia gestured for Star Sapphire to come in closer. Celestia spoke in gentle but firm tones, “You are certain?” her eyes were still intense, but the Archivist had seen Celestia in far worse moods than this.

She nodded firmly and once, her voice having regained some of her former confidence. “Yes, Princess. I myself triple checked every single one of the archives, including the Sealed archive just in case some zealous former Archivist had it buried with the idea that it was somehow profane. Every single copy of Eternal Vigilance’s Dark Book report is nowhere to be found in the entirety of the Archives. “ She took a deep breath and pressed on “Somepony removed that report intentionally.”

Celestia opened her mouth for a moment to speak and then clamped it shut as Mayor Mare came bustling over with a clerk in tow. “I beg your pardon, your Majesties…but something extremely disturbing has just occured.” She gestured to the thin young unicorn aide, who pulled out a dark red message tube from a saddlebag and floated it to the table.

“This arrived just a few minutes ago by a courier in a very strange manner. The courier wore some kind of black purple and dark blue uniform and flight goggles, and said this had to be delivered directly to the Princesses.” Mayor mare held out a slim slip of paper, seemingly utterly innocuous.

“This is the Delivery receipt. The name on the sender column is ‘Tantalus.”

Author's Note

Dun Dun DUUUUUUUUUUUUUN

Chapter 13 - The Dead Letter

Ponyville, Town Hall, one hour later.

A hoof struck the table with impossible force fit to shatter it, then extended in accusatory anger. "Damnit Celestia, she has the right to know!" Cadence rarely swore. She did so even less where ponies other than Shining Armor could see her, and never in front of 'Auntie Celestia'. Yet here they were, and Shining Armor was bodily holding back his slim and trim Wife, who was digging her heels into the wooden paneled floor to try and get into Celestia's inscrutable face.

Cadence kept going, even as Shining held onto her for dear life she spat out her words "I spied for you, Celestia. I watched that little filly grow up while telling you everything, and then forced myself to vanish so you could 'guide' her. I kept my mouth shut when you set her up against Discord! Twice! I kept my mouth shut when you sent HER of all ponies to help me fix the Crystal Empire!" Cadence was beyond furious now, it had probably not been a terribly good idea to remind herself of the terror she had felt for poor Twilight those days.

Shining Armor had her stubbornly nailed to the floor while her tirade continued ""I did everything you asked of me, Celestia! Even when it put that little filly in danger, even when it went against every fiber of my being I trusted you! You had a plan, and now that plan lies in shattered pieces all over the floor...and you propose that we tell her Nothing!?" Cadence finally let Shiny dissuide her from flying up to Celestia and planting her hoof right in that smug face, even as Celestia continued looking so insultingly unruffled, so utterly calm!

Had she totally ignored what that damnable demon had said!?

Ponyville, Town Hall, one hour earlier

Celestia reacted quickly, as befit a monarch with her experience. "Spitfire, Soarin - Find that courier. He wont have had time to get far. Detain him by whatever means necessary. Go." Both Wonderbolts knew better than to argue, and were out the door in a crash of lightning and flame, leaving the outer doors hanging off of their hinges. Before Mayor Mare could even so much as wince, Celestia's voice was already snapping out again. "Hex, I need to know that package isn't going to explode. Silent, I want absolutely everything you can find out about where this scroll came from." The delivery slip and paperwork were already in Silent Service's teeth even as he galloped out of the room.

Celestia scanned the room for a moment, and nodded. "My apologies, Mayor. I'm going to need to ask you and everyone in your staff to leave the building right now:" Her tone brooked no disagreement. Mayor Mare's jaw dropped for a moment...and she might have argued, had Luna not been looking ready to do her best Nightmare Moon impression at that moment.

Knowing she was outmanuevered, the mayor nodded once and quickly turned to chivvy out her various aides and assistants outside. Celestia turned to another pony at the table "You too, Dewy. I need you to get back to the Archives and find out how in Tartarus someone removed EIS documents without my personal approval. Take the Royal Chariot, I fear we shall be in Ponyville a bit longer than originally intended." Dewy did not look happy, but Star Sapphire gently placed a hoof on the old stallions shoulder and whispered something to him.

Dewy stiffened for a moment with just a hint of red blush into his aging cheeks before quickly bowing to Celestia and making his own way outside with a surprising turn of speed.. Next to the table, Hex was poking and prodding the case with a variety of instruments taken from the many pouches he wore. After several minutes of this, he shook his head. "Package is clean, your Majesty. I can tell it's magic, but it looks like it's some kinda illusion magic. Communication scroll, ya think?" The bright red eyes of the demon hunter were unsettling to look upon, but Celestia nodded.

Celestia gently paced over to the scroll case, gesturing with her hooves for the rest to come in closer. "Well...shall we see what our friend here was prepared to risk so much to send us?" Her tone was curious, and her horn lit with a gentle glow of gold magic. Hex sat down next to Shining, and Sapphire tucked herself in next to Luna as the small group focused on the scroll case. Celestia twisted the end open and deposited the contents onto the table - what appeared to be a small blue gem, faceted into a tetrahedral shape that rolled out of the message flask and lit up with a subtle glow of power.

Luna blinked in amazement, eyes narrowing. "Now, that is certainly not something one sees every day.." She whispers a little as the tip of the gem lit up and projected an image into the air above it - that of a pitch black Pony with glowing golden eyes and a slight bemused smile upon his face. His ruffled mane seemed to move in some kind of unseen wind as a deep rich voice began to speak.

The voice emenated from the gems sides, vibrating to create the illusion of voice in the air. "Greetings and Salutations to you, Princess Celestia - Sun's Glory, Ruler of Equestria, Chosen of the Goddess..." The voice dripped sarcasm, and promptly descended into barely repressed rage, ~"..Tyrant of the Sun, Crown Princess of the 4th Unicorn Empire. I bid you a fine Summer's Sun day, may it be your last."~ The voice paused, descending into something more tolerantly amused. ~"Though it is likely this may be a day or two late. Should it be so, my apologies."~

The Dark pony stalked forward a few steps and then bowed in a pose suitable for any formal courtier, then sat on its hindquarters, looking gently aloof.~"If you are watching this, it means that I have passed from this world to the next, but not before undertaking one last act. The finest action I have undertaken in a hundred lifetimes of service to the people of Equestria."~ His eyes seemed to brighten for a moment, a touch of moisture about them dashed away by a hoof before continuing. ~"As you are likely already aware, Twilight Sparkle is not the mare she once was. I ought to thank you, Celestia. you made all of this possible. After all, it is in the nature of every Tyrant to sow the seed of their own destruction.."~

Celestia frowned as the voice merrily rattled on ~"I wont tell you precisely how you have done so, of course. I'd rather keep your precious sycophants guessing at my purpose, though I already know of your purposes, false Princess.."~ The dark pony's eyes gleamed. ~"I am fully aware of your little plans for Twilght Sparkle, she who was to be the youngest Unicorn to Ascend in all of history. I am aware of a lifetime of manipulation of her life to your own perverse ends. Yet now, you will never control or manipulate her again, Celestia. My shadows will see to that. "~

The dark pony looked to the left and right for a moment, seeming to gain more confidence by the moment. ~"I wonder if she is already starting to listen to them, don't you Celestia? It will not take that brilliant mind of hers long to realize she is one step away from Ascending herself with no help needed from one such as you. It will not take long for her to see the world as it truly is, as opposed to those blinkers you forced upon her for her entire life. She will be free. "~

The dark pony sneered for a moment. ~"What will you do, I wonder? Will you banish her to the moon, as you did your sister when she strays from your pre-determined path?" His voice became more animated, angrier. ~"Will you abandon her, as you did the earth ponies of Stalliongrad? Or the Crystal Empire? Or the Radish Clan, or any of the thousands of other sacrificed in the name of so-called Harmony?" His hoof invisibly stomped into something outisde of the projection, punctuating his words.

He visably tried to calm himself, failing to do so as his words turned into acidic bites, ~"I could speak a litany of your crimes, Celestia. I have been there to watch them all - from your usurpation of power at the last Parliament all the way up to the present day, allowing the war-criminal Discord to walk free after all he has done. Time and again you have sold out the common pony to preserve your precious Kingdom, and keep your beloved Unicorn Aristocracy's hooves firmly on the neck of all ponydom."~

Tantalus visibly calmed himself, became more quiet, a smile of viciousness spread over his face. ~"But now, It will end, and in that most supreme of all victories, it will end at the hooves of your most faithful student. She will grow, Celestia. In time, her power will come to rival even your own, for the Shadows which now obey her will make sure of that. She will come to know your Tyranny for what it truly is.."~ The voice descended into laughter, filling the room with dark mirth.

The laughter stopped a moment later, a smile spread over his lips. ~"I have died, Princess. I may have been utterly crushed - by you, by Twilight herself, or by some other set of ponies, and none of it will matter. Fifteen hundred years ago, I sold my soul to become the hidden defender of the Republic that you destroyed.. So I give my life so that one day, I will watch from my chains in Tartarus as that Republic rises again.."~

The message began to fade as Tantalus swept back a hoof and bowed. ~"Until that grand day, when I greet you at the gates of Tartarus, I shall remain ever humbly yours, Tantalus."~ The message winked out of existence, and the tiny gem shattered into a thousand spell motes, glittering on the dark wood of the table like so many crystal sugar sprinkles.

Silence settled over the room for a few moments, before Shining Armor's voice cut through it, a look of confusion on his face. "Fourth Unicorn Empire? Weren't there only three of those?" He turned to Cadence, obviously looking for some historical guidance - He was a pretty smart fellow as Unicorn stallions went, but sometimes he missed things. Surprisingly, his answer came from Luna, who spoke very quietly.

So quietly, in fact that the room had to strain to hear her. "I am the source of that quote. I once described the government in that way during the Rebellion. I called Equestria nothing more than a 4th Empire for the Unicorn elite. Of course, I was not precisely myself at the time." No one spoke for a few moments after that. Luna continued on in the silence. "The Radish clan is also a rather obscure reference. They were a small family of earth ponies who were wiped out by Discord, turned irreversibly into various kinds of vegetables. We could not devise a cure, even after we had sealed him away in stone. Yet he blames Celestia for this?"

Celestia just shook her head faintly, obviously not intending to speak. Cadence looked over to her and spoke quietly. "We need to tell Twilight all of this. If we are honest and up front with her, we will be able to prevent her from making any rash assumptions should she learn of things we would rather she did not learn in whatever madness this thing left behind. We must come clean about everything, Celestia. If we do so, right now, we may be able to save this situation. " Cadence's eyes were pleading. Celestia had to see that her usual policy of tell-nothing would not work here. Twilight had to be brought up to speed, she had to be informed.

Celestia simply said, "No, Cadence. We cannot." and that was when the screaming began.

Ponyville Town Hall, 1 hour and 30 minutes after the Message

Cadence was sitting quietly in her chair again, her hooves wrapped up in Shining Armors. Celestia was still stone silent, staring at the tiny pile of magical gem-dust that sat on the table accusingly. Star Sapphire tilted her spectacles at the dust for a moment before nodding. "Yes, a Dead Letter. Very old spell, usually used for extremely important final communications between family members. Made to play precisely once and never again. Clever of him. Whatever we might say, no one outside this room will believe any such message existed." her tone was quietly authoritative.

Luna gusted out a sigh. "How doth this creature vex us so. Were he not already dead, I would be forced to rearrange parts of him until his attitude was more pleasing to me. Perhaps that is the point, Sister. He seeks to terrify and infuriate us with his demented visions of a future that may never be." She laid a silver-clad hoof on Celestia's shoulder, clearly startling her out of some internal reverie. "We must not fear. He hath overplayed his hand, methinks, and does not understand young Twilight Sparkle at her core." Luna's smile broke like a full moon in the night, quietly shedding light into the darkness. "Do not despair. I did swear to you that we would make things aright, and we shall. Thou didst save me, After all."

Celestia sucked in a deep breath and then expelled it quietly, nodding with her eyes closed to block out the tears. Star Sapphire turned and adjusted her spectacles again, even as Hex Hunter moved in to sit beside her. Hex got his words out first, much to Sapphire's annoyance. "Ma'am, I've more than a couple hundred successful exorcisms under my belt, an' I gotta tellya we ain't gonna have much time on this."

He pulled off his thick leather hat with one hoof and ran his other through a stark white and frizzled mane. "If this power is as potent as I think it is, we got maybe a month before she starts feedin' off it in a serious way. Less time if he's got somethin set up to teach her how to tap into it . " He scratched at his chin with a hoof, hat still off his head. "Once she starts feedin from the power, It's gonna affect her thinking, make her see the world in new ways. All power from this kinda source does. She'll start usin' that power on people close t'her to make 'em more like she is. Given who is the closest t'her...that could turn into a real serious disaster, If ya catch me." He replaced the hat and settled back on his haunches, apparently satisfied that he'd said his piece.

Star Sapphire glared at him for a moment before sighing and nodding. "I would give it longer before it starts to have real psychological effects on her - Twilight Sparkle is nothing if not strong in willpower, but we will need a solution and very soon. She is a brilliant experimenter, and it will not take her long to tap into whatever new power she might possess. I further support Princess Cadence's insistence that we speak to Twilight about what we have learned here. Perhaps not everything but I think disclosure will be vital."

Celestia opened her mouth again, only to be forestalled by Sapphire raising a hoof for patience. "Princess Celestia, I hold you in the highest regard and trust your judgement to be sound. Yet mark my words, if you exclude Twilight Sparkle from this knowledge she will eventually learn all of what has been discussed here. She is simply too clever and too intelligent not to, and when she does her reaction will be based solely on how forthright we were with her in the beginning. "

Celestia waited for a few moments while they all fell to silence before speaking - Her tone intense, but soft. "Dear sisters, Sapphire, Hex. I thank you all for your words. I am not precisely thinking at my finest at the moment for worry over my student and the future of Equestria. You are all correct, Twilight will learn what has been said here, but it will not be today." Cadence felt her words stifled as Shining Armor grasped her hooves and shook his head.

Celestia took no notice of them, her words slowly growing more firm, "She has just gone through a horrifying ordeal which I cannot imagine will have left her in the best of states. She needs time to rest with her friends, to find her center again, and we need time to find hope of some way to shake this dark enchantment from her permanently. I will not set my student on the path to madness for fear that she will betray me. I will trust in her, as she has so often placed her trust in me." She inhaled for a moment then exhaled.

Celestia's tone filled with authority, taking on the mantle of Sun's Glory, Chosen of Equestria. "My hoof is firmly down, Cadence. We will not destroy the fragile psyche of my student by accusing her of willingly working alongside the dark powers. These portents will not leave this room. Am I made perfectly clear?" Her eyes swept across the assembled - each of whom nodded to her one by one. Celestia simply accepted the list of emotions that accompanied being forced to do something one did not like.

Her tone became more brisk as she flared out her wings. "Good. I am going to check on the progress of Soarin and Spitfire. This meeting is closed until such time as we are better informed as to our enemy. Harmony be with you all." Celestia turned and practically marched out of the room, holding back her own tidal wave of emotions. They would have to wait, she had a nation to serve, and an enemy's plots to foil. She would not fail her student...or herself..

Ponyville Hospital, Later that evening

The sun was setting over the horizon even as Twilight Sparkle. watched quietly from her much brighter and more cheerful room. The place had experienced what might be described as a Pinkiesplosion. Bright colorful balloons festooned with 'Get Well Soon!" signs painted on them, piles of colorful bright streamers and the detritus of various treats and punch bottles carefully swept and bagged into the corners for the trash-carriers. The party had been a wonderful moment, a chance to tear her mind away from the doubts and difficulites of the last few days.

Something still nagged at her though. The last letter had indicated Tantalus had sent for people to live in her strange little town. Yet, Twilight was perfectly aware that could not be the be-all end-all of his preperations. What else had he prepared for her, that he had not spoken of? There was a nagging little voice in her head it seemed, one that offered a much darker version of the world for her to see and live in. One that seemed to be promising she would very soon not be alone in her dark moments.

It came quickly, but she somehow knew it would. Day turned into the twilight of the evening, and with it a sudden surge of strength within her - shadows were at the ir strongest at this strange witching hour Her widows flung open unbidden, a rush of cool night air sending her tail and mane artfully billowing for a moment. Worst of all, none of this surprised her. That should have been terrifying, she should have been panicked or afraid. Yet she was not. She was going to have visitors, and somehow the shadow power was ensuring she would be able to properly greet them.

Three pegasi glided in through her windows, landing next to one another in a neat flight pattern that looked heavily practiced. Each wore a dark purple and black flight suit, bisected by dark golden jagged lightning and a set of dark yellow and black flying goggles.. Where their cutie-marks might be, pony-skull and wing emblems were emblazoned upon the uniforms. The foremost amongst them by virtue of how she had landed a few paces ahead of the others had wings of a dark azure blue. She smiled at her in a way that seemed...well, friendly and warm. Despite her macabre dress.

She stepped forward another pace and flared out her wings- her comrades, colored in similar purple and blue shades in wing and face, followed suit. As one, they knelt one knee to the ground and spread their wings down before them, bowing to her in a deeply subserviant manner. Once again, Twilight ought to have been terrified. Yet the shadows now within her stilled that terror, replacing it with a sense of rightness, a feeling of everything being in its proper place.

Yet even her new powers could not still her fear at the words the foremost pegasus mare spoke - her voice was bright and musical in quality, and she spoke with a warmth and enthusiasm that belied the terror the words inspired in Twilight Sparkle, who could only look down upon the three pegasi in shock at what next she heard.

"We have come to you, my newly born Queen. I am Captain Winterlight, and the Shadowbolts are yours to command."

Author's Note

Because cliffhangers are awesome, and so is things getting steadily more out of control for poor Twilight.

Chapter 14 - The Maidens

Ponyville Hospital, one Twilight freakout later

Three pegasi sat around Twilight Sparkle, one of them having removed her goggles and flight-mask in order to fan Twilight with her wing. She was cute mare, though what prompted that assessment Twilight did not know - with a shock of ill-trimmed white mane that seemed to mimic Rainbow Dash's style of 'Throw a little water on it and dry off.'. Twilight was down on her rump, much to the amusement of the other two pegasi who had yet to speak. Winterlight arched an eyebrow, a bemused sort of smile on her face as Twilight seemed to come back to the land of the sensible. "Apologies, my Queen. We had thought Lord Tantalus had informed you of our coming." She frowned for a moment, her wing folding back up against her body nearly.

Her voice gained a trace of irritability as she tsked. "Leave it to a stallion to forget such an important thing." Her breath huffed out in a sigh reminiscent of Rarity. Her voice was not as cultured as her though - nor as slapdash as Rainbow's slang-laden dialogue. She sounded a little stuffy though, at least on the subject at hand. Twilight was already in the midst of her rally as one of the other pegasi, this one a stallion himself grumbled something about the Captain and her moods. That got an instant response from Winterlight, whose wing snapped out and smacked him upside the head. "Not in front of the queen, Leftenant."

Twilight was finally back on solid ground. Her mind was still racing, but it was not the panicky moments of a few minutes earlier. She mastered her emotions and took a deep breath. "But...I had thought that you were.." She groped for the words, and Winterlight grinning at her like a filly who'd just gotten away with the cookie jar was most definitely not helping things.

"A Myth? An illusion conjured up by Nightmare Moon?" Winterlight smirked, her tone sing-song and innocent. "We prefer it that way, my liege. Unlike those prancing and preening Blunderbolts, our duties do not include us showing off like a bunch of circus entertainers for the masses. We are soldiers, my Queen. We serve as such." She dusted her hooves off in a clear 'that's that' sort of manner, crossing them over her chest proudly.

Twilight wanted to argue with her, very vociferously at that. Unfortunately for her mind, it got caught one something that had now been going on for several exchanges of dialogue. "Now wait just a minute here. Queen? Liege? I'm not any kind of Royalty at all!" Twilight was grasping for things to object to in order to get a better hoof on the situation. Winterlight, on the other hand seemed to see right through her and was grinning, wiggling a hoof at her.

"Ah, but you are. You have been marked by something far greater than any power that you have previously known." Her hoof gently pressed into Twilight's chest and there was a sense of electricity between it and her body, sufficient to give her goosebumps. The touch felt surprisingly comfortable, a feeling of connection with the other pony.. Winterlight's eyes seemed to half lid just at the touch, and drew away so slowly."You can feel it already, cant you? Not quite a fully formed sense, yet you can feel the shadow within me, small as it is compared to yours. You felt a little static, a sense of warmth and belonging from my touch yes?" Her eyes gleamed into the dark moonlit room, even as Twilight nodded cautiously.

Winterlight licked her lips and adopted a coy expression. "Ah~ But your Shadow, my Queen...there is deep power there. It is the only sign that matters to those such as us. Crowns, titles, promises and pieces of paper are as meaningless as a puff of smoke. Power is what matters, and you possess the right to be called Queen. " She bowed over one hoof, when a sly sort of smile appeared on her face. "Should you be uncomfortable with such titles for now, I could simply call you M'lady."

Twilight would much have preferred she call her nothing at all and leave, preferably as quickly as possible. Ponies who served some kind of dark, depraved power and at one point had been the personal servants of Nightmare Moon were not the sorts one wanted found in their bedrooms after sunset. Yet they had not...acted overtly dark or evil in any sense. Been a bit creepy, to be sure - but not evil. She took a deep breath and exhaled it. Calm once again, The strange dark colored Pegasus appeared to...radiate a certain amount of authority. It was not natural charisma either, some sort of magic was the cause. Twilight was distracted, and focused on this with a slight frown of concentration.

What had she called it? Her 'shadow'? They seemed to judge authority as being held only by those with the power to impose it. That struck Twilight as a little...Medieval, but made sense in certain practical terms. Since Twilight had very recently undergone something of a power upgrade, she now possessed the authority to command them under their rights. Refusing them might put them under the impression that she was weak...and creatures who lived by codes like this did not treat the weak very well.

So. Twilight nodded slowly. "M'lady is...acceptable for now, I suppose." she ventured cautiously, and was rewarded for her good judgement with a beaming smile from the Pegasus, who bobbed her head in acknowledgement. The other two pegasi, both of them stallions she now noted, seemed to nod approvingly themselves, even if their eyes and facial expressions were hidden behind the masks and goggles. "So, Winterlight - just what are your duties, then?" It was an excellent stalling question while Twilight tried to figure out how to get rid of them without seeming, as Applejack might put it 'Unneighborly'.

The Shadowbolt did not seem to mind one bit. "Actually, I have several - but the one we are discharging this evening is escorting your shadow Maidens to you, M'lady." after a moment of pause she sighed a little. "I'm going to have to presume Lord Tantalus did not have time to explain much of anything to you. Damn Celestia, destroying him like that." Twilight's ears flattened in response to that, her gaze narrowing and expression becoming much darker for a moment Each of the other pegasus males shifted uncomfortably at the sight of her, and Winterlight looked like she'd swallowed a bug.

Twilight kept herself calm. She had to. Now would not be the time to shatter them against the wall with her magic, much as she wanted to - good servitors were hard to come by, and she would still have use of- her thoughts cut off in a heartbeat, and she stifled them with a force of will power. She did not break other ponies against hard things because they displeased her. She was NOT a monster! She gritted her teeth and exhaled, taking a patient tone of voice "Celestia had nothing to do with...Lord Tantalus' death. His spell consumed him after he had been weakened trying to stall those who had come to reclaim me. His death was entirely of his own will. You will not disparage Celestia in my presence again, Captain. Am I clear?" her tone had gradually grew colder and colder, her voice imperious and demanding as he temper ran away with her again.

Twilight was shocked to her very core. This was NOT who she was! Yet, she was falling into the pattern as easily as though this was all second nature to her. Even the very sight of her Shadowbolt prostrating herself before her was horrifyingly pleasing to her, and in some strange way had excited parts of her she did not even know existed. Twilight was not going to let this stand, however. She grasped at herself with an effort of pure willpower and pinned these strange and frightening emotions to the ground of her mind, tying them up with yards upon yards of mental chains and shackles, vowing to deal with them at a later time.

Twilight sighed again and gently put her hooves under Winterlight's shoulders, even as she trembled before her like a minion in some bad fantasy adventure novels. "Get up, Winterlight. You spoke out of turn, but such happens. Do not let it happen again and we will be fine. Understand?" Her tone had come back to patient, and Winterlight was nodding with great enthusiasm. Almost too much desire to please and to obey was written in her very eyes. There was something like...worship in her stance, and that was enough to frighten Twilight all over again. She was getting used to that fear by now, though. She would deal with the implications later. "Now, Who are these Maidens you speak of?"

Winterlight licked her lips again and kept her tone low and reverential, her eyes bowed before Twilight in a way she had often seen diplomatic envoys or foreign ambassadors treat Celestia when she was in a foul mood. "Yes, M'lady. The Maidens are those who have been chosen amongst us. ..the, um..." She took a deep breath and calmed visibly from the action. "We who have felt the call of the power you possess are called the Touched, M'lady. Amongst the Touched, those who are deemed most worthy of that power are called the Maidens. They are typically those who have some sort of special connection to the Shadow power or possess some potent talent which would be immensely useful to the one who rules over us."

Twilight just arched an eyebrow, tapping her left hoof idly. This was fascinating. Some kind of entire subculture that she knew absolutely nothing about had been living in Equestria for who knew how long. From an anthropological perspective, this was an incredible find! Writing a paper on the subject might be endlessly fascinating, but was neither here nor there. "I already have an assistant." She said, at her most tart. The best assistant in Equestria, even if he was occasionally a bit lazy. The Pegasus gulped a little at her tone, and wavered for a moment before continuing.

"Ah, Yes your- I mean, M'lady. Yet the Maidens are sworn to serve you in whatever means you may deem fit for them until they are no longer useful to you.. I give you my word, M'lady, given that you are about to become an effective Noble of a fairly substantial amount of ponies that the assistance they can provide will be invaluable." She seemed genuinely distressed that Twilight might not want to meet them. Twilight began to feel like all she was doing was sighing at this manure. She was also pretty sure the Princess wasn't going to allow her to become any such thing. Still, it meant she could learn more about these ponies. Maybe if she was attentive enough, she'd figure out how to rein in these unnatural feelings of hers, maybe put this power to some good use. So she nodded, and waved her hoof at Winterlight in a vague 'bring it on' gesture.

The Two stallions nodded after a look from Winterlight and seemed to vanish into the shadows themselves, sparking a startled little jump from Twilight. The Shadowbolt captain grinned unrepentantly. "Just one of the many things that our colleagues in Canterlot wish they had the skills to do. They might be fast through the air, but no one beats a Shadowbolt for manueverabilty.." Her head tilted for one side and...a look seemed to creep into the Mares eyes. Something altogether predatory and visceral. "Tell me, M'lady, does your friend Rainbow Dash still wear that little costume of hers on Nightmare Night? You know the one of which I speak..."

Twilight's memories tries to pounce upon her, but she wrestled them mentally to the ground. Dash had told them all about the mysterious ponies who had appeared out of the mist to try and dissuade her from raising the rope bridge. Not long after that, every Nightmare Night since had found her wearing a hoof stitched 'Shadowbolts' Uniform, which she used to fly about town and commit her various pranks in. Twilight didn't know where she was going with this, but she knew she wasn't going to like it. She nodded anyway, keeping a cautious sort of distance. "Yes, she's also been known to wear it when she wants to commit some sort of stupid prank." her tone was dry, trying to use the same technique her teachers had used to fob her off when her questions got too annoying.

Winterlight wasn't having that though. Her eyes half lidded and she let out a low, raw sounding tone in her throat. Twilight might have called it a moan, but it was...much more animalistic than that. "Oh, that naughty little filly. She'd make such a fine Shadowbolt M'lady, if I do say so myself. Once she's had that...stubborn will of hers broken down a little. She is truly a talented flyer, and would be an impressive feather in our cap to steal her from the Wonderbolts." As she'd been talking, she'd sinuously slipped up closer to Twilight, her words a breathy whisper in the air, seeming to still it into a stifling heat despite the cool breeze flowing through the room.

Twilight found her mind summoning images she could hardly make sense of, images that her naive young mind could not entirely place into context. Yet they all prominently featured Dash slowly being bent to her will, her incredible skill turned to the purposes of the Shadow. The thoughts flooded through her brain like a complex poison, only to be interrupted by the sudden firm knocking at the door, shocking her out of her strange reverie. Winterlight was back to where she had been sitting a few moments ago, looking totally innocent as though nothing had just occurred.

The door swung open a moment later, Twilight's cheeks still flushed and her skin hot from the barrage of conflicting emotions rushing through her veins. Two new ponies stood before her, each so utterly unlike the other they would have sent an artist like Rarity into spasms of fashion or artistic delight at such a dichotomy of form and color.

Both were technically pegasi - although she had no doubt the one on the left might dispute that claim. She was one of the distinct bat-winged ponies of the Night Guard, and they generally did not like being compared to their bird-winged counterparts. Her color was a rich deep blue with stark white markings down her back that reminded Twilight of coat-tattoos, but looked more natural.

On her flank, a cutie mark of a slender moon crescent through which a shooting star was trailing. Her broad and leathery wings were currently folded neatly behind her back and she wore an expression of mischief and bold, confident body language. At the sight of Twilight, her eyes immediately began assessing the slender unicorn, though for what Twilight couldn't tell. Her bright golden-colored eyes reminded her immediately of Tantalus, and she was beginning to suspect that was no coincidence.

The other was her mirror opposite in nearly every way. She was a snow white pegasus in every way - her mane, tail and coat held no pigment whatsoever. Her mane hung around her face and eyes like a frozen waterfall. Only her eyes, a vivid bright blue added any hue to the sight of her...and those eyes were clouded, a thin film of milky white something lurked in them. Twilight had heard of white pegasi before, but never seen one herself. The coloration was typically a unicorn trait, and was considered to be exceptionally rare amongst all the other tribes.

Even if her color had not set her apart, her body would have. She was a vision of curves and well honed muscles - Neither the softness of her friend Rarity, or the hard body of Rainbow Dash's athletic form, she sat somewhere precisely between them. Her wings were curled around her sleek form, and she seemed almost serene.. Twilight could not see her Cutie mark from here, but every bit of her body language reminded her powerfully of Celestia. She was aloof in some strange way.

Her assessment seemed to make both of them more potent in their emotions - the night guard struck a pose designed to show off every inch of herself, while the snow-white pegasus did nothing but seemingly look off into the distance. This struck Twilight as odd for a moment...until the reason for that milky film struck her. She's blind.. her thoughts whispered, and she could not help but be sad for her. It had to be some quirk of her genetics - Blue eyes, white maned and blind to all of the world.

Winterlight stepped up and gestured with one broad wing towards the two. "Your maidens, M'lady." As if on cue, the two maidens stepped forward together and performed the same deep bow that the Shadowbolts had done earlier, flaring open their respective wings and bowing deeply before her, eyes cast to the ground. If they keep doing these bows, I'm going to go stark paranoid at the thought that Celestia or Luna have just appeared around me somewhere. Twilight thought with a small amount of self humor.

Yet, this seemed to be their way, and Twilight had read enough Equineology books to know better than to mock personal traditions. Especially given some of her personal traditions with Cadence. So she simply sighed internally and tried her best to look regal, before gesturing at them as she'd seen Celestia do for them to rise. The two of them did so, even though they could not possibly have seen her hoof move. Belatedly realizing they had to have somehow sensed her intent was worrying all over again. When these crazy ponies were gone, she was going to have another nice quiet breakdown followed by some light reading.

The night-guard pegasus spoke first - her voice was a little rough, punctuated with a gentle hiss around her S sounds, probably caused by the sharp looking fangs that seemed to poke out over her lower lip. "My Queen..." Her voice practically purred, her lips parted as though she was...tasting the air, her tongue gently flicking out for a moment. "Mm...Your shadow is as glorious as I had imagined. I am Shadow Dancer, M'lady." She bowed again, sweeping one wing before her as though it were a hoof, and grinned at her with twinkling eyes from behind her wing. "I shall be your tutor in calling upon your shadow to serve you." Her lips quirked slyly, "I am looking forward to the...pleasure of teaching you.."

Twilight barely had time to absorb the...not so subtle undercurrents of that statement before her opposite proceeded to glide into place next to her - she performed the same odd wing-bow, using her opposite wing. Her eyes were now focused on Twilight and unnaturally still, confirming her blindness even if nothing else had. Yet, when she spoke..

Twilight Sparkle had been rolling around with a lot of fantastical creatures in recent years. Her various adventures to and fro in Equestria had exposed her to a lot of strange and amazing things. Some of them had been awe inspiring, and others more terrifying than she could describe. Yet here she was, standing with a mythical evil-version of the Wonderbolts, and listening to a voice so pure it threatened to overwhelm her. She did not even need to activate her horn to feel the potent magic in that voice. She was not frail that was to be certain, but there was a sense of..something in it that Twilight could not fathom. It came from a place she had no experience in, and spoke of things she could not yet comprehend.

Yet, Twilight had to put a word to it, it was her way. So she thought in that moment as the white pegasus spoke. "I am Silent Moon, M'lady. I am to be your right hoof, and will provide you any service or assistance you may deem fit to request of me. There is no task I shall not carry out for you, m'lady, for I am Yours." The way she said it, the way she inflected her words - she was not merely saying those words. She meant them right down to the core of her soul. Twilight suddenly was seized by a wild thought - that if she told this pony to stand as a statue for a whole day, she would carry out the demand without a single word of complaint.

Winterbright seemed to sense her distress, and made a gesture with her hooves. "They will be staying at the Hayseed Inn until such time as you take up residence at your proper place in the Forest. We will be gathering the Touched there over the coming days and making the place ready for your arrival, M'lady. Once you have been allowed to leave this place of healing." She sniffed somewhat derisively. "If Doctor Voodoo was here, you would already be back on your hooves. Sadly, he has not yet even reached Equestria." She sighed gustily, and the two strange ponies smiled at Winterbright, apparently used to this kind of nonsense.

Twilight however, had had enough. "Right now, Winterbright, I do not care. I need my rest. I will...speak with them in the morning." Twilight hoped she had imbued her words with the right amount of imperious demand, once again mimicking Celestia's attitudes. Once again, Winterbright seemed to take this as a pleasing sign and bowed to her, chivvying the two ponies she had called 'Maiden's' down the hall, hoofing the door almost shut, before whispering between the cracks. " Until then, M'lady - Rest, and recover. We shall guard you. Walk in Shadow...Queen Twilight."

The door snapped shut a moment later, and was followed by a ghostly, jovial laughter that seemed to echo throughout the room. Twilight was in no mood right now to chastise her though. She was, in fact, in no mood for anything other than sleep. So she roughly yanked back the covers and climbed into the doughy-soft hospital bed, tugging the sheets over her form with a little touch of magic and firmly shut her eyes.

With any luck, she would wake up tomorrow and this all would have been just some ridiculous dream. Some strange subconscious nightmare. That would certainly be nice, then she could get back to her research on Parasprite reproduction and forget this whole insane week had ever happened. Before she knew it sleep had overtaken her, lulling her into warm and shadow filled dreams.

Above her window, a purple flight-suited figure watched vigilantly. She had been surprised at first by her new liege's attitude, but that was likely just nerves. The poor girl had been through so much, and without Lord Tantalus to guide her she was clearly confused at all of the wonderful new power that had been bestowed upon her. Winterbright smiled slightly, her teeth gleaming in the darkness. Her power though, had been so very potent and deep...and once Shadow Dancer began to teach her, it would not take long for her thoughts to become as hers, and she would once again have a Queen to serve. One worthy of the title this time.

The Harmony Inn, Ponyville

The largest inn in Ponyville was 'The Harmony' - built the year after Nightmare Moon's attack, its name was unquestionably a reference to the six bearers of the Elements who were permanent residents of the town. These days, it served as a place for royal and important figures to stay in luxury and peace as befitted them, even in a little town like Ponyville. In the largest suite in the city, Celestia lay on the massive bed - described as 'Alicorn sized' but the blasted thing was more suited to an entire crowd of Ponies. She was curled up near the center and unable to sleep.

Her sister had long since returned to Canterlot, in order to begin cleaning house in Equestria's military ranks and to ensure the diplomatic comings and goings were sufficiently stalled enough for Celestia to be sure that Twilight would fully recover from her ordeal. She was slated to visit her student tomorrow, now that her friends had been at her - and she fervently hoped that she would be able to maintain her composure around her transformed Twilight Sparkle.

Anger had come first, of course. Powerful, powerful anger. The meeting had snuffed most of that, though. It was painfully clear that for all of her care for her student, Celestia had not anticipated the other powers of the world becoming interested in Twilight Sparkle. Hindsight might be ever perfect, but she was still not quite past blaming herself for all that had happened.

It was a silly thing of course, her enemies had always been clever about the way they attacked her government and her ponies. They'd had to be, to do anything less was to invite the sun's wrath down upon them. Yet this, she had not anticipated. Certainly, Twilight had security assigned to her once she'd started carrying the Elements of Harmony around with her. Very good security, in point of fact - but it had meant nothing to an enemy who had no intention of attacking directly.

Celestia turned over in her bed and sighed gustily. No, there was going to be no sleeping this evening without going to see Twilight for herself. She leapt from bed to floor in a single physical movement, her body sinuously twisting in midair to allow her to land with poise. She would not wear her royal jewels, nor any of her accoutrements. She would not even inform her secretary. Her horn gently glowed to life and parted the balcony doors, vast white wings flaring out and sweeping down to propel her into the air and towards the hospital.

She would have to confront her emotions sooner or later. Better, perhaps - to confront them now while Twilight likely slept, so she could not see the sadness and fear in her own teacher's heart.

Ponyville Hospital, Twilight Sparkle's room

Celestia slipped in through the open window, as silent as a mouse, and gently hovered over to the bed, settling her hooves down aside it to look down into the peacefully sleeping Twilight's form. Her chest rose and fell slowly and rhythmically, yet there was a subtle fear in her visage - she was clutching at her tail, and stroking it subconsciously. Celestia forced herself to not speak Twilight was sensitive enough by this point in her training that she might very well hear her and not react terribly well.

So Celestia sat down quietly and just looked upon her student. The magic that enchanted her mane fell away to reveal the bright pink color that was it's true hue, her eyes softened and for just that moment, she allowed all of the regal nature of her position to fall away. Carefully, oh so carefully she magicked the second bed in the room next to Twilight's, using only the barest touch of power to lay it quietly down next to hers.

The Princess climbed upon the bed and lay down as close to Twilight as she dared and flared out a wing, curling it gently up beside Twilight, while she scooted herself in closer. Celestia closed her eyes then and called upon all of her inner strength. Whatever dark thing may haunt your dreams, my Student...I will drive it off as the dawn drives away the dark things in the world. A small flash of bright gold magic shone upon the tip of her horn before it struck silently against the wall, golden magic ran in rivulets from where it struck and seeped outwards, coating wall, floor and cieling within the room.

Slowly, twilight's face turned from fear to peace, and Celestia held her student to her gently in the night. If nothing else, Twilight...I can at least give you one night of untroubled dreams. She had nothing to fear from her student. That was obvious now, she was still the wonderfully imaginative and brilliant magical student she had always been. As she took wing around Twilight Sparkle, she silently vowed to the bright full moon above, and the everlasting sun that lived beneath the horizon - she would save her Student's life, and her soul from this darkness.

Whatever the cost.

Epilogue - Twilight Shadow

One Month Later, The Old Palace - newly renamed,"Twilight Hall", Everfree Forest, late one evening.

"You gotta be kiddin' me...this is all yours?"

Rainbow Dash's voice was full of no small amount of awe as she floated around the massive entrance hall, whizzing to and fro to get a closer look at the lush accommodations of the room. The rest of Twilight's friends were undergoing similar actions - with Rarity being the most obviously vocal. "Darling this place is simply incredible! How in Equestria did you end up owning it?" Rarity was in full 'Drama Queen' mode, her eyes bright and practically sparkling with excitement, even as she ran over Twilight's attempts to explain the rather awkward Inheritance Tantalus had left in her hooves. "I mean, this place is practically a palace! Well, I suppose it is a palace but still! Oh do tell me you're going to let me finally dress you up like a proper Lady!" Rarity could even say the word lady with a capital L in it, a painful reminder of the fact that she could not get her new...subjects? Was that even the right word?...to stop calling her Lady Twilight.

Much to Twilight Sparkle's astonishment, Celestia had approved the documents which had formally named her the owner of all of the buildings, roads, and the palace complex that Tantalus had somehow raised out of the very ground of the Everfree Forest. She was apparently so enthused about the idea of reopening trade routes through the forest that she'd purposefully overruled some of her own senior council members in order to have Twilight installed as the formal administrator of the land, so to speak."There is no one else I could more confidently entrust this to, Twilight Sparkle. It will be a good test for your abilities as an organizer, as well." and that had been that.

Twilight could hardly disagree that the challenge was a tempting one - Organization had always been amongst her foremost skills, and the job of re-creating what had once been the most prosperous trade routes in Equestria was a task suited to someone with her particular skill set. It was not, Twilight reminded herself forcefully as Fluttershy engaged in mysterious discussion with a large flock of birds native to the Forest by the window, it was NOT because Celestia wanted Twilight away from Ponyville where she might hurt someone with her dark new powers.

Furthermore, It was not because Celestia was afraid that Twilight might go crazy and actually become a danger to others. Twilight herself was not one hundred percent convinced she would not, but that was not why she was now here - Administering what amounted to a mansion with precisely four inhabitants, and a fairly massive stone city, which was currently in the middle of what Twilight could only describe as a sawdust and hammer-blow storm. True to her word, Winterbright had begun bringing in odd ponies from all across Equestria - unicorns, earth ponies and pegasus alike - who were now in the middle of turning the ghostly stone shell of a town into a proper city fit for ponies to live in.

It had not just been those she had brought either - an entire family of pegasi weather specialists had claimed one of the largest buildings in the middle of town, purportedly to study the effect of the Everfree Forest on weather patterns, and how they might one day be able to control those weather patterns for all of Equestria. Another family of earth ponies had arrived with the explicit purpose of researching the various plants and herbs which existed in Everfree and nowhere else, and apparently were also going to be seeing how much of the forested land they could cultivate with various foodstuffs.

The biggest news of all, at least to Twilight Sparkle - was that Pony Joe himself had come from his personal store in Canterlot and announced to everyone who cared to listen that he was going to open up a donut shop just outside the gates to the newly minted 'Twilight Hall' and that his Canterlot store would temporarily be under the care of his son, Pony Jim. Joe had in fact, marched right into the hall and embraced Twilight Sparkle personally. He had promised her that no matter what happened, she would always be welcome in his store when she needed to get away from it all.

Today though, was her first chance to show her new 'home' to all of her friends. Technically, Celestia was intending to turn over management of the Golden Oaks library to somepony new, though she was being awfully cagey as to who she had selected for the job. Twilight though, would never think of anywhere else as 'Home' for as long as she lived.

If it was not for the fact that Ponyville was actually a pretty short walk from her hall, and were it further not for the fact that all of her friends had been making noises about coming into the town pretty often for one reason or another, she would have been absolutely despondent. Mayor Mare had even been making noises as to possibly uniting the two cities under one metropolitan area, much like Manehatten was set up, so as to allow the burgeoning community building here - no one had yet put forth a name for the city, and Twilight feared she would be the one to be given final say on the matter - and Ponyville to work together to serve the needs of one another.

A sudden noise brought Twilight back to Reality, where Rainbow Dash was blowing raspberries practically directly into her ear. "Ew ew EWWWW!" Twilight squealed out as Dash collapsed into a pile of bright laughter, only to get thwapped on the head by Applejack who rolled her eyes expressively. Twilight tried to hoof the spit out of her ear before glaring at dash and taking a deep breath. "Girls...thank you, I couldn't be managing any of this without you." she poured her sincerity into the words, fighting back the emotions that so often threatened to overwhelm her these days.

Luckily, she had friends. Specifically, she had Fluttershy who laid a bright yellow hoof on Twilight's shoulders, turning her gently towards her and hugging her around the neck. "It's okay, Twilight." She murmured, as she so often did with one of her distressed baby animals. "We understand." her hoof was stroking slowly down Twilight's back, and before she knew it she was trapped in a massive group hug again. It had been moments like this over the last few days which had made all of the stress, the paranoia, the pain worthwhile.

She sat there for that moment and absorbed the love and hope that her friends brought to her before sighing gustily. "You guys had better get back, It's starting to get late." She nudged them all with her hooves. "You can come back in a few days, supposedly we're going to be staffing this place tomorrow so I'll be interviewing the help." she smiled brightly - having more ponies around who weren't as spooky as her Maidens were would be a serious relief.

Applejack noogied her with her hoof and nodded solemnly, a big country smile on her face. She had been so excited about becoming the primary produce provider for Twilight's hall. Something about 'government contracts' being 'big bits'. Fluttershy already lived within the Everfree Forest, so she just fluttered off towards home. Dash zoomed around twilight, then grabbed her up in a tight hug. "You need me for whatever, Twi - You just yell, I'll come in a flash. Even if I'm napping." The solemn look on her face withstood the seriousness for only a moment before it split into a grin and she hugged twilight again "You just be safe, you big egghead." she whispered, and for a moment, Twilight could feel the wetness of tears against her coat, before Dash was out the door and zooming into the distance.

Rarity tossed her mane over one shoulder and smiled at Twilight, resting a white hoof on her shoulder as she passed. "Remember what I said, Darling. Looks aren't worth a clipped copper bit when you get right down to it. What really matters is what's in here.." And she poked Twilight's chest slyly. "And Darling, you have plenty of good in there. Don't you forget it. Oh, and Do drop by the boutique soon, dear heart. I'm so looking forward to making you look even more fabulous." her hoof lifted in farewell and Rarity pranced off out the door.

That left only a somber looking Pinkie Pie. Her hair was as poofy as ever, which was a relief to Twilight who knew that hair to be a surefire sign of Pinkie's real mood, but she still looked kind of sad and serious. She paced - not bounced, but walked like a normal pony over to Twilight and sat down in front of her, looking into her eyes. "TwyTwy, will you promise me you'll never forget how to laugh?" Her voice sounded quiet, which was way, way freaky coming out of Pinky. Twilight quickly decided she had to make her intervention here a good one, so she swept up Pinkie's hooves and squeezed them, smiling at her. "I promise, Pinkie. Cross my heart and hope to fly."

Pinkie's eyes brightened up a bit, as she cautiously finished the oath "Stick a cupcake in your eye?" Twilight nodded solemnly, and Pinkie's energy seemed to burst forth from the seriousness, bouncing up into the air almost three feet before coming back down with a bevy of giggles on the tongue. "Then I'll never ever have to worry bout you!" She hugged Twilight tightly around the neck, and bounced her way out the door - Humming some random tune all the way there.

The door shut a moment later, a bat-winged Pegasus was leaning against the wall, her eyes agleam in the dim light of the entrance hall. "When will you let me play with them, M'lady? There is so much fun we could have together with them.." her voice was still in that habitual purr, with extra emphasis on the S sounds she made. She wore no special clothing save for a thick black collar of some unknown materiel with a dark red gem set just over her throat. Twilight half glared at her, which only caused her toothy smile to widen even further. "Mm...I can tell you've been thinking about it, M'lady."

Twilight wasn't going to admit to that aloud...even if she had been thinking about it. Yet she would not indulge Shadow Dancer in her little fancies. "Now's not the time for that, Dancer. We've got work to do." She turned and strode down a side hall, followed boldly by the night guard, who maintained her slightly predatory smile behind Twilight's back.

In the weeks that had followed the incident, Twilight had come to two inescapable conclusions. The first was that for the time being, she was stuck with this power. Whatever it was, whatever it was capable of, she could not rid herself of it through any magic she nor Celestia knew. The second conclusion therefore followed the first, just as she had been taught long ago as a young unicorn filly. If you did not learn to control your magical power, it would take control of you. Twilight merely presumed the same would be true of this Shadow power.

So she had been driving herself in the lessons with Shadow Dancer - however uncomfortable they might make her, however they might trouble her thoughts and dreams with a perspective on the world that was powerfully primitive and just as powerfully seductive in its promises. She would not allow this power to control her. She would master it, as she had all other forms of magic placed before her. So she tolerated Shadow Dancer's attitudes, and she was working hard to connect to Silent Moon. In spite of the pure white pegasus' incredibly submissive tendencies, Twilight felt she was beginning to make progress with her. Getting Fluttershy used to her had been a similar task, after all.

Twilight pushed the door ahead of them open to reveal the thick ringed magic circle in which she practiced her new abilities - the room made of sheer, unadorned stone with brass mounted torches arrayed along the walls to cast shadows over the ground. Dancer closed the door with a brush of her wing and smiled. "Today, M'lady, we shall be studying how your magic can imbue your body with strength and grace far beyond that of normal ponies. The effect is similar to that which the Princesses use to imbue their manes with the elements of their power."

Twilight took a deep, cleansing breath and focused her mind - drawing at the dark strength within her. She would master this power. It would not be the master of her. As she loosed the power within, something clicked in her mind...

~~~~~One Hour Later.~~~~~

Twilight strode uncertainly out onto her balcony as night poured around her new home - The full moon hung heavy above her head, bathing the land in white light and shadow - Casting the two ponies who stood behind her in sharp relief. Power flowed through her like nothing she had ever felt before. Power that she could, and would master as time went on. But tonight, she was but as a conduit for that power that was her, and wasn't her.

Her mane and tail flowed through the still air like the veriest shadow, licking at the ground and tall stone railing with tendrils of purplish smoke. Her eyes glowed bright violet in the darkness, the pupils slitted to almonds like a dragons eye. Her curvy form seemed soft against the darkness, as though it was difficult to distinguish between where she ended and the shadows began. Twilight was no stranger to revelations of magic, this had just been another one - a sudden insight into the power she now held, just as she'd had sudden insights into the unicorn magic she so masterfully wielded.

Standing here like this, she could feel every shadow for hundreds of yards in every direction. She knew that she could easily meld with the very shadow of the railing and appear in her courtyard below with but a single thought. She knew every hoof-step and wing-beat on her palace grounds. She knew her Shadowbolts waited in hedges and copses all around her, chatting to one another or keeping watch against the night. She knew Captain Winterlight was passing the evening with a handsome dark-skinned earth pony in the hedge maze and that she had devilish intentions in mind. She knew that the two ponies behind her radiated with the dark warm powers of the shadow, and each of them would obey her every command without a single question.

She had feared this power so badly, and now she wondered why she had. There was nothing evil about this power, no more than Celestia's command over the Sun and daytime, or Luna's over the night and the Moon was evil. Power itself was not evil, that had been her mistake. Power was nothing more than a means to an end. It was the vessel by which a pony could change the world. Twilight cast aside her fear. This was nothing more than one more facet of Magic, her special talent.

There was much for her to learn still. She would need to refine her control over this power, of course. There was Tantalus' considerable library to work through. She was far from ready to take on the world, to make Equestria safe. Perhaps Shadow Dancer was right, perhaps she needed to get to know her friends much better, that she might better understand the shadow within. Power flowed from her hooves and mane for a moment, as she simply reveled in the sensory feast that lay before her, absorbing all of the knowledge with a fierce thirst. Everything she learned through doing now would be invaluable to her more scientific research later.

A thought then occurred to twilight - a wicked smile crossing her face for a moment before settling into something more childlike in joy. "Shadow Dancer...you told me that the Touched take new names to use amongst one another when they first taste of this power, did you not?" She turned on the spot, eyes focusing on the night guard pony - her own shadow was practically bursting with pride as she strode forward a step and nodded deeply to her. Twilight turned back to the balcony railing and laid one hoof upon it. "Hmm, What should I choose then?"

Behind her, Silent Moon watched through her sightless eyes. Yet just because she could not see colors or light, did not mean she could not see Shadow. So she watched as Twilight's shadow form spread it's vast wings of power in the darkness and reveled in its new place in the world, and she smiled gently. Lord Tantalus had been right about her. She would be the one. Her own voice came then, and she spoke words full of conviction and faith, like the intonation of a prayer or a battle cry, yet too soft for any to hear but her.

"Twilight Shadow would suit you well, M'lady."

~~~~End of Part 1~~~~

Afterword - Authors Notes

So there it is. Twilight Struggle in all of her rough and tumble glory.

Today, I put the completion capper on this story. It's kind of ridiculous to think I only started writing this thing 15 days ago, and now I have 55 thousand words of story. Crazy.

But this part being complete places me in a place I wanted to be in since I started this story. I've completed a fic and gotten it's story fully out of my head and onto the internet. Personally, I'm pretty proud of that.

Over the next few weeks, I'm going to clean up a lot of the earlier chapters. Very little in the way of story modification will be done, but I feel the need to make it a little prettier and a little less incoherent at points. Once it's done,I intend to submit the completed fic to Equestria Daily and other pony fiction sites as a completed work. A 55 thousand word 1 shot, so to speak.

I've got a lot of feels and thoughts about this story. I personally think it's a damn fine piece of work that suffered from not enough initial exposure. It's my firm hope that the next part, Twilight Fall will help bring more readers around to checking this piece of work out.

To those of you who Favorited my story, Thank you so very very much. You are the ones who gave me the inspiration to keep going until this thing was done, and to try and keep the story going on to the next part.

For now, details about the second part will remain under wraps until such time as I am satisfied with the first four or five chapters. Though given my love for writing, that probably wont take as long as I think it will.

Keep your eyes out for part 2, The Twilight Fall!
Also coming soon, my moral-exploration fic, The Code's Apprentice, also coming soon!

Until then gentlecolts and fillies, I remain humbly yours,
-Lapis Lazuli