My Little Mages: The Phantasm of Philanthropy

by Foxhelm


The Nightmare is Rarity

Prologue: The Origins of Nightmare Moon

Luna watched from one of the plain windows of her and Celestia’s castle in what would become the Everfree Forest as the sun started to set. She watched also as the most of the people start to head indoors. She dipped her head in pain. Few saw her lovely nights. For centuries she has watched over her sister’s and her subjects at night and so many would shut-in as the sun went down, ever since the sisters sealed Discord away in stone. In her mind, a piano plays a soft but sad tune. She could no longer remain silent about her pain and began to sing, “Now the hour has come at last,
The soft and fading light
Has crossed the west horizon
And has bidden us good night
And what a lovely night it is
To walk a moonlit field
To see the softer shades
That are by starlight now revealed,” As Luna sang the line ‘to walk’, she turned from the window and started to walk down the walkway of the castle as the moon started to raise starting to shine, accompanied by the stars, showing everything in softer shades under the argent light of the moon that was not present under the more golden light of the sun.

“So why is it that now,
When all is quiet and at rest,
When candles glow and all the world
Is at its very best,
The people of Mystica
Should lock themselves away,
To shun the moon and wait instead
For Sister's sunny day?” As she started the next verse she looked out other windows, still walking, she saw as candles were lite in the houses and the houses started to become shut-in, as the doors are locked and bars are lowered to secure the doors and their homes. As she neared the end of the verse she looked at the eastern sky.

“In Umbra Luna est” a deep male voice echoed in her mind. As it echoed Luna shut her eyes and placed her left hand on her heart.

“Are We so wrong to wish that they
Would see things like We do?
And are We so wrong to think
That they might love Us too?” As Luna sang ‘see things like We do’, Luna opened her eyes and showing the pupils to be slits, and the irises took on a darker shade of color as if Luna was slowly shifting. As she turned from the window, she looked around her seeing apparitions of small children turn from her and head towards the actual thrones.

“Why shouldn't they adore Us?
Is it not within Our right?
We'll not be overshadowed!
Ours is not the lesser light!” As Luna started she saw more and more ghostly images of citizens in front of the thrones, with a ghostly image of Celestia seated. She then saw a shadow crept from the apparition of her sister to cover her own throne and then started to creep towards her. As she finished singing ‘overshadowed’, she returned her gaze to the moon, smiling as she sang the last line of the verse.

As Luna started to sing again she dipped her head as she shed her last tear, “We've waited long enough now
For them all to come around
And though the Sun may plead and threaten,
The Moon will stand her ground,” as she finished singing ‘around’, she turned to back to the moon, and while it was supposed to be a quarter moon, she rose her hand and red beam was sent to it, making the moon full and turning the event into a lunar eclipse as she sang.

“It comes to this at last:
We will no longer yield the sky
If they cannot love
But one princess alone
See, the Moon is rising
She has come to claim the heavens for her own,” After seeing her work, as she continued to sing. She turned as she looked towards the thrones as the apparition of her sister got up and ran towards her seeming to beg Luna to stop but as it neared Luna she swatted it away forcing it and all the apparitions to vanish, all of them seem to dissolve in agony and pain. All the while everything was bathed not in a comforting argent light but in a harsh crimson light.

Soon Luna started to walk from the window and continued the song, as she sang the white lights of the stars started to show within the blood like light of the moon, which made it actually look and feel even more harsh, as she walked towards the throne from her heart a blackness emerged and started to spread and change her, “And all will know the wonder
Of Our dark and jeweled sky
When all the world is wrapped in
An eternal lullaby
So say goodnight at this,
The final setting of the sun,
Tomorrow dawn's in darkness
The nighttime has begun!” As Luna continued to sing her voice started to change along with her body and hair as she walked towards the throne as she became Nightmare Moon.

“Nocte!” the deep male voice from before echoed in the mind of Nightmare Moon as she took her sister’s throne.

Just as Nightmare Moon started to laugh the doors to the throne room were flung open and Twilight, Rarity, Applejack, Pinkie Pie, Fluttershy and Rainbow Dash entered each wearing their Element of Harmony. “Nightmare Moon!” Twilight shouted.

Just then another the doors opened again with Commander Hurricane wearing the element of Loyalty as part of his breastplate shaped like a hurricane looking down on it from the sky hovering in the same space as Rainbow Dash, Smart Cookie with the Element of Honesty shaped as a cookie standing in the same spot as Applejack, Chancellor Puddinghead with the Element of Laughter in the shape of a cup of pudding standing in the same space as Pinkie Pie, Private Pansy floated by Fluttershy with the Element of Kindness in the form of an actual pansy. Joining them was Clover the Clever in the same spot as Twilight with the Element of Magic was worn as a necklace and the shape of a shamrock and Princess Platinum in the same spot as Rarity wearing the Element of Generosity as part of her crown shaped like a four-pointed star, “Nightmare Moon!” Clover shouted.

And right after that, another group of six appeared in the same fashion. In this third group, one was an Earthborn druid that looked very much like Fluttershy, with the Element of Kindness shaped like an actual posey and occupied the same space as Fluttershy and Pansy, a Skyborn blonde jester, with hat matching Pinkie Pie but with three purple balloons, occupying the same space as Pinkie and Puddinghead. Also in the new group was another Skyborn almost hauntingly like Rainbow Dash but with solid blue hair and her hairpin was a collection of three lightning bolts. In the same new group was another enchantress in the same space as Rarity, with her tiara being more of a band with four kites arranged to make another kite as opposed to Rarity’s and her hair had a long dark red streak, along with what looked like Applejack as if she was a cleric and finally someone that looked like Twilight, but her hair was white with a purple streak and her Element of Magic was shaped like a five-pointed star and like Clover the Clever, it was a necklace. “Nightmare Moon!” The mage that looked like Twilight shouted.

“Oh Lulu, you have really… how should I say, messed up dreams.” Came Nightmare Moon’s voice. Luna turned to her left to see Nightmare Moon was sitting on her throne while Luna herself was in Celestia’s.

“What the… You’re not supposed to…”

“Tanzanite let me in, although it is my time with him. Oh, Tantabus!” Nightmare Moon called the Tantabus arrived, but he was less human and more like a spectral glob. “Sick them!” Nightmare Moon order as she pointed to the group.

“NO!!!!” Luna cried as she woke up and started to pant as she felt sweat on her brow.

Now, Luna, it’s your move, Luna heard in her mind.

“What have I done?” Luna whispered in horror to herself.


The Nightmare is Rarity!

The morning after Nightshade took the jar with Nightmare Moon inside from the deep vault.

Nightshade was resting on her bed in her room in one of Chantalot’s hotels of more questionable repute, located near the train station, granted on the ‘wrong side’ of the tracks. It was surprisingly easy for her to get a room, a wanted poster had never been issued and few people had ever truly seen her face outside of the Wonderbolts’ locker room, and while she left the guards of Stonlingrad Penitentiary alive, no warrant had been issued. The tricky part was actually getting the money she needed, as it turned out the owners of the Pie Rock Farm; Mr. Ingenious Rock Pie and his wife Mrs. Cloudy Quartz Pie, only cared about how much work you got done, and their eldest daughter Limestone only cared about results of a hired hand’s work, and the other hired hand, Tristie-was-it?, was so wrapped up in being given the boot out of Magiville because of the idiocy of two fanboys and being showed up by a Light-Sparky-whatever to give a flying feather about her. As for the other member of the Pie Family that actually lived on the farm, Mumble-was-it, she only spoke in ‘Mhmm’s and kept to her own work. As for the more transit member of the Pies, Maybe-Mud, she was often in the house doing paperwork, as if she was doing homework, to seem to not give a flying feather.

While Nightshade could afford much better, she couldn’t afford the risk of being recognized, but what she did have, was more than enough. The dark elementalist then turned to see the jar with Nightmare Moon or Nightmare as Nightshade has elected to call her, in it on her nightstand. Electing to get this over with, “Alright, I got you out of that secret storage facility,” said Nightshade, “what’s the plan? And why should I help you?”

“Simple,” came Nightmare’s darkly resonating voice from the jar that held her remaining fragments, “I can give you the means to claim the notoriety you desire. As for the plan, I need a host.”

There was a moment of silence as the two looked each other in the eyes, or rather they would if not for the fact Nightmare was basically a mass of swirling shadow, before either said anything else. “Well, I’m not offering my body for your ambitions,” Nightshade stated bluntly, Nightshade had survived as long as she has by following one simple rule, ‘Always look out for yourself before anything else’, and that rule had served pretty well for most of her life, long before she was a Wonderbolt recruit.

“While I have entertained the idea for a few seconds, you suit my designs much better as an agent,” said Nightmare dryly, “however, I have a better host in mind, with her as my body I will be insured against the best defenses that Mystica and its greatest heroes can muster.”

“You are aware that Shining Armor, the current Marshall, can manifest a shield that can protect a city, sending any invader out at lightspeed, and Celestia can rain plasma from the sun on a battlefield. Also, Luna, your other half, is no slouch, seeing as she can basically send a meteor shower with immense accuracy from a distance and can really screw you over with the tides. Then there is Cadance, and while she’s a spirit healer, her positive energy would differentiate between her allies and enemies, empowering the former while destroying you and her light-based magic would negate much of my powers. And that’s not even taking the small armory of artifacts they all have access to. Then there are the Elements of Harmony, only a small handful of the nation’s population are even aware of them, and even fewer have any idea of what kind of power they have. Oh and then there is the other elephant in the room, the ESM in its entirety.”

“As I said,” quipped Nightmare, “my chosen host is an insurance against all that, especially those damned Elements.”

“You are aware that if the Elements are used on your host, even if you use a current bearer, you'll be sent to either the sun or the moon and unless you possess a demigod your host will die in space long before your 1000 year sentence is over.” Nightshade pointed out, reminding Nightmare of the time she, as part of Luna, was banished to the moon.

“You underestimate my power.” Nightmare said, while with a little hint of annoyance, was actually very calm towards her remaining associate. Nightshade simply rolled her eyes in response, she had learned not to underestimate her opponents, a lesson she figured Nightmare would have also learned, given how badly the attempted coup went for the now mist-like being.

“That enchantress will do nicely.” Nightmare informed Nightshade and started to give a small evil ‘hehehe’.

Nightshade had no idea what Nightmare was talking about, Mystica was littered with mages of all classes, of which enchantress or enchanters were a surprisingly high proportion in comparison to other classes, and if Nightmare was referring to any of the six current bearers of the Elements of Harmony, Nightshade only knew of the apprentice of Princess Celestia and the Wonderbolt wannabe, which left four other bearers. “Which one is that?” Nightshade asked out of ligament confusion.

Nightmare rolled her own eyes, “The bearer of the Element of Generosity, Rarity,” Nightmare answered the darkness elementalist.

“Still no idea who that this, but whatever, you got a plan?” Nightshade asked as she got out of her bed.

Nightmare was silent for a moment, “For the moment, I need you to observe the bearers for a few weeks for now, of course from the shadows.” Nightshade then headed to the bathroom of her room as if she didn’t care for anything else, which caught Nightmare off guard, “Aren’t you going to ask what I am going to do?” she asked in confusion.

Just before Nightshade entered the bathroom she took off her sleepwear and was about to actually enter, “No.” she declared and shut the door.


The morning after the Gala, three weeks later

As Nightshade checked out of her hotel room, putting everything she had in a bag, “So the gala was last night.”

“Gala, I’m only vaguely aware of this event, it was conceived of by my lesser half, of course, I took control before she could implement it.” Nightmare commented.

“You knowing about it is not important,” said Nightshade rolling her eyes as finished packing her things, “point is your target, Celestia’s student, the wannabe Wonderbolt and their friends were in attendance for the event. They’ll be heading back home in a few hours, I made sure to get a ticket on the same train down, just like when they came up. Of course, since I’m a condemned criminal and on almost every official blacklist, I wasn’t able to get in and know just what they were up to during the event.” She then donned a trench coat, a wide-brim a fedora and a pair of sunglasses that hid her eyes.

“Don’t you think that’s a little much.” Nightmare asked blankly. Nightshade simply packed the jar into her bag and exited the room. “Fine, I’ll stay silent.”

“Good.”


After boarding the train, Nightshade sat in the same car as Rarity, Applejack, Rainbow Dash, Fluttershy and the Pie Sisters. It was going to be hours before they would all arrive at Magiville, so Nightshade looked out the window of her seat. She had nowhere to go and little to do, only her long-suppressed past.

“Mommie, look at all the bits I made!” a six-year-old Nightshade, at the time her name was Nightingale, exclaimed as she entered a rundown tin roof shack in slums just outside of Las Magus. She pridefully held out her hand showing a five-bit and a one-bit coin. Only to be slapped across the face forcing her to the floor as her cheek started to swell and she started to tear up.

“YOU STUPID LITTLE SLUT! I TOLD YOU NOT TO ACCEPT ANY LESS THAN TEN BITS!” Her mother shouted, “Fuck, Now I’ll have to be out until dawn.” Nightingale’s mother jotted something down on a piece of paper. She then put the paper into an envelope. “If I am not back in 24 hours, go to the police station ask for officer Shady Tree and give her this.” Her mother continued as she handed Nightshade the envelope and left. Cursing Nightingale and the two’s plight.

“Hey there, miss.” came an overly cheerful voice breaking Nightshade from her memory. “You look really sad.” Nightshade didn’t answer only stare at the young woman, she was dressed in a pink jester’s get up. “Don’t worry… and three two one.” the young woman took a breath as if she was about to… “My name is Pinkie Pie (Hello!)
And I am here to say (How ya doin’?)...”

Fuck me. Nightshade thought as things turned out.

A couple of hours as the train started to pull into the Magiville, and for the rest of the train ride everyone, but Nightshade was caught up in the song and have been singing it on repeat the entire time. “Come on everybody, smile, smile, smile
Fill her heart up with sunshine, sunshine
All she really needs is a smile, smile, smile
From all these happy friends of,” everyone else but Pinkie Pie sang as they neared the end of the song for … Nightshade forgot how many times, she gave up counting after the fourth repeat.

While Pinkie Pie sang, “Yes, the perfect gift for me,
is a smile as wide as a mile.
To make me as happy as can be,”

Everyone together sang “Smile, smile, smile, smile
Come on and smile,
Come on and smile,” after the song ended with everyone still on the train waving to Pinkie Pie as she waved back.

“That was the best train ride from Chantalot, ever.” Pinkie said as she turned to her friends and everyone else that exited the train as everyone boarding the train started to hum the song as well as everyone on the train, except for Nightshade who had been quietly seething the entire time the musical number had been going on. Unbeknownst to everyone else, Nightshade bumped into Rainbow Dash. Rainbow Dash almost recognized her but something seemed off. But Nightshade didn’t stay, she started to walk away. Pinkie saw the confused state of Rainbow Dash. “What’s the matter, Dashie,” Pinkie asked concerned for her friend. Nightshade almost gave herself away with a laugh at the silly nickname, as she was still on the train platform.

“I thought I saw...someone we dealt with some time ago, must be me imagining something exciting on account of how bland most of last night was,” said Rainbow Dash dismissing her suspicions. Nightshade wanted to laugh but she knew she had to lay low, until dusk. The first thing she needed to do was find a place that out of the way until the right time, not easy in a small town that might as well be backwater boonies for all the naively stupid stuff she saw going on in the streets. If she didn’t know any better she would swear she was going around in a town dedicated to making tourists think they were a good three centuries in the past, if she hadn’t seen someone looked like a punk rocker or DJ enter a house that looked like it had literally been built by slamming two halves of unrelated architecture together and had a door installed where the two met.

Back to the matter of a place to stay; a restaurant was too open and obvious, besides the three dining establishments she had seen were likely to close before her ‘appointment’ came up, facts she uncovered during several recons of the town. The library was also a bad idea, on top of likely closing before the appointed hour it also was the residence of the one most likely to ruin the plan and prevent Nightmare from claiming a new body. She couldn’t go to the fields or pond outside the town, those were too open. Hiding in an alley seemed her best option, but they were a bit cramped for her acquired sense of comfort, even her cell had been big enough to not feel cramped or claustrophobic. However, she did see something, a spa. If memory served her correctly only the Wonderbolt wannabe, saw her face. As long as she was able to hide her face and kept her wings unmanifested, it might work. It was a risk, but it was her best option. “Well, I use a decent massage.” Nightshade justified as she went towards the establishment.


Hours later, as the sun has set and night started, Rarity was about to close down Carousel Boutique, “Well just some minor tailoring jobs. Seriously, Time Turner needs to stop with his experiments, that trench coat of his has been patched up so many times he might as well order a new one.” Rarity then looked at her mail, “and a few orders for the dresses my friends and I wore. I’ll have to get back to the patrons to schedule for measurements.” Rarity said a load as she looked through the mail she got which she had not had a chance to look at before. Opalescence was just playing with a ball of yarn that Rarity set aside for her, more or less not interested in her mistress’ business. This was not lost on Rarity. “I know you don’t care, but if I don’t have orders I’ll have to send you and Sweetie Belle to live with my parents.” Opal stopped playing with her yawn and walked up to Rarity, and brushed her leg affectionately. “Don’t worry Opal-wopal,” Rarity said as she patted her cat. “I have no intentions of a repeat of … that weekend.” Rarity shivered at the unpleasant memory.

Just then the bell at the door rang. Rarity turned to see a woman enter. She was a Skyborn, and she carried herself with a sense of importance sauntered into the boutique. She seemed familiar for some reason, but Rarity couldn’t quite place why or how. “Good Evening. How can I help you?” Rarity asked the woman, little knowing she was talking to the Shadowbolt that escaped Rainbow Dash.

Nightshade turned to Rarity, “I am looking for a new dress.” She informed, “It’s been so long since I purchased one. I think I will need to take measurements.”

“Well, I can get your measurements, but we are about to close. So I don’t know if we have the time to look through the designs I have, let alone develop something unique for you.” Rarity said as she went over to her desk to get her measuring tape and notebook. As she turned she saw what Nightshade took out from a bag, a jar and open it. Befuddled at what her late hour patron was doing. “What are you do…” Rarity started to ask only to scream “AH!” as a thick onyx mist exited the jar and engulfed Rarity in a cocoon for a few minutes before flowing into itself, and later the ebony colored individual it left behind, wearing a slate-colored outfit that was identical in design to the one worn by the ivory enchantress, the tiara on her head had also changed to a darker shade of gold with the violet focusing gem a deeply darker shade than what she normally wore. The figure opened her eyes to reveal dragon-like irises and pupils.

“Now, Luna, it’s your move.” Nightmare said, with her voice sounding a little more like Rarity, as she started to laugh.

“I did what you asked,” Nightshade said addressing her co-conspirator, “so, what should I call you now? And what is it I get in return for this and my continued service? I don’t want to be cheated, like those shortsighted fools the Wonderbolts did to me.”

“True notoriety takes time, even when you force it,” said Nightmare as the mist seemed to flow into Rarity’s attire and transform it into a muted royal purple with her tiara turning into a crown that also had four pale opals, and with the gems were carved in the shape of a modified version of Rarity’s mark. “And since my host’s name is Rarity, and I don’t see much point inventing a new name around a name that can be grandiose in its own right, you may call me Nightmare Rarity.” She took a look over at the hissing Opalescence, “And what true queen would dare not have a loyal war beast to accompany her.” Her hand glowed with an umbra aura that also surrounded Opal. The cat then floated, while still fighting the transformation, to her side and was engulfed in a similar mist to Rarity herself. When the magical transformation was done the mist flowed back into Rarity’s body leaving behind an obediently sitting black serval wearing a collar with Nightmare’s new mark upon it next to Nightmare.

“What of the other?” Nightshade asked as she looked around the place.

“According to her memories, the younger sibling of my host is currently spending time away with her friends, with the apprentice shopping and won't likely back until tomorrow. As for your prior inquiry, once I have established my new power base you will have your own keep stocked full of all the provisions, weapons and toys you will need in the coming weeks. We must move fast, the friends of my host are sure to catch onto things, it is for the best we not be caught at the moment, my essence is still integrating with my host, the process could take a few hours.”

“1) It is night, 2) the paladin is a farm girl that lives out of town, 3) the druid lives near the Everfree, 4) the Wonderbolt wannabe lives in a cloud house that floats near the edge of town, 5) the jester lives in the bakery and likely has to be quiet so as to not to wake the bakers’ twins, 6) the apprentice of Celestia lives in the very center of town, 7) As you said the apprentice is still in Chantalot." Nightshade paused as she looked back at what she saw, "and 8) You already seem pretty powerful to me,” Nightshade finished as she counted off the things that were in their favor.

“What you witnessed was a fraction of my power, a piece that took more energy and time than it should have. The cat’s transformation should have been completed before it even reached me and resulted in it walking the rest of the way to me, and she should at least be the size of a leopard.” Nightmare Rarity countered. “Oh don’t worry, Darling. Mommy wuvs you all the same,” Nightmare said as she started to pet her cat. Just in that instant a man-shaped being appeared and kneeled to Nightmare Rarity. “Oh, you’re just on time, Tantabus.”

Nightshade looked at the being that Nightmare Rarity called ‘Tantabus’, he seemed familiar, but he seemed to more like some metamorphic spectral blob than the true human she remembered. It was like he has been lost to, and altered by some strange plane of existence. Maybe she has bitten off more than she could chew.