Across the large old city, far away from the ancient library, four figures appear in a flash of bright light hidden behind a crumbling tower. Spike and Trixie appear disoriented. Trixie looks behind her to see Flurry Heart now awake, wings spread and hovering close by. She quickly uses her magic to levitate Flurry Heart closer to her as the alicorn foal smiles and makes baby noises. Spike notices another unicorn mare's presence, sitting on her hind legs and looking at them. Heliotrope coat with purple mane, the unicorn mare greets the others reluctantly by shaking a hoof with an awkward smile.
Spike and Trixie look at each other and then back at the pony. "Starlight!" They both yelled at the same time and ran up to greet her with a hug.
"Welcome back, Star." Said Trixie, still hugging her best friend.
Spike looks around and notices they're a couple of ponies short. "I was about to say lets get out of here and get back to the Crystal Empire but where did Sunburst and Flash go?"
"My fault." Starlight gently pushes her friends off her and shakes her head, trying to focus. "Sunburst and I were trying to cast a joint teleportation spell but I-I messed it up. Too... hard to think. They appeared somewhere else in the city."
"We should go find them." Said Spike.
"Yeah. That Crystal Guard pony's our only ride out of here." Added Trixie.
"No." Starlight stops them with a hoof. "I was casting the spell but Sunburst was composing it. He knows where we are. If we move, they'll have a harder time trying to find us." She said and drops prone on the ground, feeling weak.
Trixie walks up to her friend. "Star? Are you feeling okay?"
Starlight lowers her head and covers her face with her front hooves. "No, Trixie. I feel... Bad. Really bad. Those things that I did, destroying Canterlot, dueling Twilight, I remember them all... And it was horrible. Ponies got hurt because of me. Their lives ruined. Their homes gone..."
Spike sits beside Starlight and places a claw on her shoulder. "It wasn't your fault. Chrysalis was controlling you with an illusion."
Starlight looks at Spike beside her. "She was controlling my feelings, Spike. Feelings I've been holding back but were always there." Starlight looks away. "They became... Overwhelming feelings. It didn't take much for Chrysalis to make me do terrible things with my magic."
Trixie looks at Spike for a second then looks at Starlight with compassionate eyes. "Star, I know you. No pony knows better than the two of us what its like to come from a really dark place. Compared to others, we gotta work extra hard to make something of ourselves. You helped me get out of that really dark place, Star. You don't ruin lives. You give ponies a second chance."
Flurry Heart floats from Trixie's back and lands on Starlight's head. She starts snuggling one of Starlight's ears and giggles playfully.
"See? If an innocent little baby likes you, you can't be that bad." Added Trixie.
Starlight plays with Flurry Heart for a bit. She smiles and slowly stands up, feeling a little better about herself. "Thanks, Trix."
"It doesn't matter whether you're a good pony or a rotten one." Said a voice echoing from all directions. "What matters is what all the other ponies think about you!" The ground begins to shake and bursts of brilliant green flames start appearing everywhere around the group. Spike, Trixie and Starlight all look around scared.
In front of them, a short distance away, a large burst of green flames reveal the Changeling Queen Chrysalis. She slowly walks towards them. "I know destroying you wouldn't be enough for my revenge, Starlight. But hitting you where it hurts is a fate worse than your destruction."
The group tries to run but the green flames surround them. They have no choice but to watch in fear as Chrysalis comes closer with a wicked grin. "My little pony, Starlight. I know you're greatest fear. You desire companions more than any pony I've ever met but after your precious Sunburst left you, you feared losing friends. You're so afraid of it that you didn't want to make friends ever again. At least until that meddling Twilight decided to take you under her wing."
The insect like queen hissed. Her crooked horn begins to glow with brilliant green light, charging it with magical energy. "Now that every pony has seen what kind of monster you can be, attacking all four princesses, leveling the Equestrian Capital, they'll all be afraid of you. And once I have that last alicorn, my revenge will be complete! You will lose all your friends, Starlight, and no pony will be your friend ever ag-"
An opened bottle of mashed peas hits Chrysalis in the face and interrupts her. The green goop smears all over her face. The glow of her horn slowly fades. The ground stops shaking and the bursts of brilliant green flames everywhere subsides. Chrysalis turns her head to see Spike, still in his throwing stance, standing right in front of Starlight. Trixie stands beside the little dragon, her horn glowing with magenta colored light. Their faces no longer showed fear.
"If no pony is going to be Starlight's friend, then Trixie is no pony!" She shouted at the changeling queen.
"Starlight, don't believe Chrysalis." Said Spike, pulling another bottle of baby food from his back pack. "Remember what Twilight told you back at Canterlot? That holds true for all your friends."
Spike and Trixie suddenly begin to levitate, enveloped in brilliant green magical energy. They panic. Chrysalis's horn glows bright green, her magic lifting Spike and Trixie off the ground. "You little pests. Stop spoiling my fun!" The queen hissed.
Flurry Heart quickly flys from Starlight's head. She hovers above Spike and Trixie. The baby alicorn's horn begins to glow with gold light. The light shines brightly over Spike and Trixie causing Chrysalis's magical energy around them to fade and fizzle. Spike and Trixie drop to the ground.
With a turquoise flash of light, a fierce looking Starlight teleports before Chrysalis, getting in between her friends and the queen. Her horn charged with magical energy and pointed at Chrysalis. She blasts Chrysalis with a large turquoise stream of magical energy. The strength of the blast's shock wave knocks Spike, Trixie and Flurry Heart back behind Starlight. The ground rumbles and the air surges with energy.
The stream of light washes over Chrysalis. After a few seconds, Starlight ceases her attack only to see Chrysalis still standing there, unharmed. "W-what? You didn't even use a shield?" Starlight said, looking surprised.
"You can't fight the power of love, my little pony." Chrysalis smirks, her body still smoking from the heat of Starlight's spell. "If you didn't already know, we changelings feed off of the love meant for a creature who's place we've taken. The more love we consume, the stronger we become. By taking the place of your Sunburst, I was able to feed off of your love... For him. And your love was exceptionally exquisite. I've never been this strong!"
Starlight steps back, feeling confused. She looks around desperate and afraid. "M-my love... For Sunburst?"
Chrysalis continues. "There are many types of love. For family, for a friend, for a significant other. But yours was the type most sought after by all changelings. Pure, innocent and uncorrupted by lust. Poor Sunburst. Its laughable how you don't understand your own feelings for-"
Starlight stops Chrysalis by blasting her with another turquoise stream of magical energy. This blast is significantly weaker and smaller. It continues to weaken until the stream fizzles out. Starlight pants, exhausted from performing her attack spell.
"What's wrong? Tired already?" Chrysalis laughs. "I know your feelings are connected to your magic. The stronger your feelings are, the stronger your magic gets. But when your feelings falter, so does your magic. Maybe you should think of you-know-who. That'll give you a boost." Chrysalis mocked.
Starlight strains, trying to cast a spell, any spell, but the turquoise energy from her horn only fizzles. For the first time, her magical pool of energy feels thick and sluggish. Chrysalis's words about Sunburst kept distracting Starlight and the more it confused her, the heavier her magic felt. Like syrup, heavier and heavier until it felt like hardening cement. Powerless, she steps back and retreats, joining Spike, Trixie and Flurry Heart.
Chrysalis starts walking towards them with an evil grin. "Oh, so confused. So unsure of yourself. I'd destroy you here right now if I wasn't so amused seeing you suffer."
A distance away, Sunburst and Flash race through the empty run down streets of the old city. Sunburst, who has recovered his broken glasses and tattered blue wizard's cloak, gallops as fast as he can followed by Flash flying beside him who is wearing two saddle bags on both his sides.
"We have to hurry. If Chrysalis is looking for Flurry Heart, her alicorn magic will lead the changeling queen right to Starlight and the others." Said Sunburst to his pegasus stallion friend.
Flash glides in beside him. "So you have a plan to beat Chrysalis, right?" Asked Flash.
Sunburst looks away. "N-no. Um. Maybe. I-I dunno."
"Dood, you always know what to do." Said Flash confidently.
"Look, Flash. This isn't-..." Sunburst sighs. "Fine. Maybe I do have one. When Starlight told me she was having trouble using her magic with her lessons from Princess Twilight, I wanted to help her out. So, I did the only thing I can do."
"You wrote her a spell that'll help her with her studies? Nice." Flash interupted.
Sunburst sighs again. "This spell isn't even designed for fighting. In fact, its the opposite but maybe it can protect her from Chrysalis." He speaks more softly and starts to look disheartened. "All the other spells I wrote for her are useless against changelings... Like me. I'm not strong or brave enough to protect Starlight."
"Dood, I've never seen you like this before." Flash gives Sunburst a confused look. "I'm a Royal Guard. Take it from me when I say there's more to protecting others than being brave or strong. Being kind and smart counts too and you got that in spades."
Sunburst looks at Flash from the corner of his eye. He thinks to himself for a moment then smirks. "Whatever, dad. Its none of your business what my horn smells like." He joked, feeling a little better about himself.
"Dood!" Flash smiles back.
Their conversation is cut short as the two stallions soon reach a ledge over looking the location of their friends. They see Starlight, Trixie, Spike and Flurry Heart confronted by Chrysalis.
Flash lands beside Sunburst. "Alright, what's the plan?"
Sunburst uses his magic to levitate an ordinary looking scroll he takes from one of the saddle bags strapped to Flash's side. "I have to get my spell to Starlight but we have to get Chrysalis off them first... Here's what we'll do..."
Starlight, Spike and Trixie with Flurry Heart soon find themselves cornered between Chrysalis and a huge, gaping, deep crack on the street. Chrysalis continues to slowly advance on the group. "You can run but you can't... Oh wait, you can't run either! Just give me the alicorn spawn, its all I want. Or are you waiting for that cowardly wizard to save you?" She mocked.
The sound of a galloping pony makes Chrysalis turn around and look behind her. She sees Sunburst charging straight towards her at top speed. The queen laughs. "Speak of the fool. His timing couldn't be better. Now watch helplessly, Starlight, as I destroy your Sunburst before you!"
"No stop!" Starlight yells out, desperately but it was too late. A brilliant green colored energy bolt is projected from Chrysalis's crooked horn, aimed right for the charging Sunburst. The bright green bolt hits the unicorn stallion... But it phases right through him and he vanishes into a blob of golden magical energy.
"What?" Chrysalis said, wide eyed and surprised.
Starlight quickly realizes what just happened. "A light manipulation spell!" She exclaimed.
Before Chrysalis could react, the pegasus pony, Flash, flys straight for a leaning, crumbling tower hanging right above the changeling queen. Flash twirls in mid air and slams his hind hooves right at the tower, bucking it at full speed. The force of impact explodes a large section of the tower, causing huge chunks of marble and debris to fall and completely bury Chrysalis in a loud rumble and a cloud of dust.
"Burying your enemy under a pile of rubble is just as good as any magic attack." Flash said.
"That won't hold her for long." Sunburst comes out from the corner of a building and gallops straight for Starlight. The gold light of his magical energy wraps itself around a levitated scroll he carries with him. Starlight, Spike and Trixie with Flurry all happily meet with Sunburst. Flash lands beside the group.
"Here, take this." Sunburst said, levitating his scroll to Starlight. "I wanted to give this to you a few days ago but.. I-I... better late then never, I guess." Sunburst scratches the back of his head with a hoof. "Remember when we were camping and I said I was working on spells for, um, a special some pony? I-I wrote this one specifically with you as my inspiration."
"Me? I'm your special some pony?" Starlight looks at Sunburst's scroll and uses her magic to levitate it. The light surrounding it switches from gold to turquoise. She tries to take a step closer to him but Flash cuts her off as the pegasus stallion excitedly tries to get a closer look at the scroll.
"What does the spell do?" Asked Flash.
"Does it let us travel back in time so we can prevent any of this from ever happening?" Asked Trixie. She rushes beside Flash, also trying to look at the scroll.
"Does it summon an army of giant undead dragon zombie ghosts to fight Chrysalis?" Asked Spike. He jumps right on top of Flash and Trixie.
"Guys, no. It does none of those things." Sunburst said annoyed, gently pushing his friends back with his magic so they would stop crowding around him and Starlight. He pushes his slipping glasses up his face.
Sunburst turns his attention to Starlight once again. He moves closer to her with a gentle smile on his face. "Starlight, do you remember in one of your letters, you told me that you got in trouble for trying to make friends using your magic? Princess Twilight even scolded you about it."
Starlight remembers a long time ago when she tried to complete one of her mentor's lessons using her spells. Twilight told her to try and make friends with other ponies so she used a mind control spell on them to get the job done. It almost caused a fire and a flood. Things didn't pan out very well for her that day.
Sunburst moves even closer to Starlight and looks into her eyes. "The other ponies said you shouldn't rely on magic because it causes trouble but I-I think they're wrong. Ponies shouldn't be discouraged from using their talents. Magic is your talent. Don't be afraid to be yourself."
He gently places a hoof on a part of her mane covering her face and carefully pushes it aside. He looks away sheepishly with a blush on his face. "Magic shouldn't be used to solve every problem but I know your work with the Princess of Friendship means a lot to you... I-I thought maybe I can compose a spell that'll let you use your magic with your studies and not get you in trouble."
Starlight's heart begins to beat faster. Her face heats up and she starts to feel emotions she doesn't understand but does recognize. These feelings were exactly how she felt a long time ago when she was a little filly and Sunburst was teaching her how to cast spells for the very first time. He's encouraging her to use her talents, encouraging her to be herself. Starlight could feel her magical pool of energy begin to flow and lighten once more. First like water, getting lighter and lighter until it flowed freely like air. Brewing like a storm!
Starlight looks at her friend fondly. She wanted to say nice things about how he makes her feel and nice things about her feelings for him. But before she could even start, a brilliant green bolt of magical energy blasts Sunburst from his side.
Flash, Trixie, Spike and especially Starlight all watch in shock as they see the force of the magical bolt knocks Sunburst to the ground. The unicorn stallion rolls a great distance until his smoking body falls over the edge of the huge gaping crevasse on the old city's cracked streets.
"Sunburst!" "Wizard horse!" "No!"
Without a word, Flash takes off at great speed and dives right into the large crack after Sunburst.
"Ah! How annoying. Does he really think a single spell can save you from me?" Said a voice coming from the rubble behind the group. Starlight, Trixie and Spike now see the changeling queen, Chrysalis, has partially managed to dig herself out.
Chrysalis continues to pull the rest of her body from underneath the pile. "I've destroyed your life, I've destroyed your love, now, my little pony Starlight, I'm going to destroy whatever's left and I'll make you witness it all." She laughs wickedly. Her crooked horn begins to glow with brilliant green light.
The baby alicorn, Flurry Heart, hiding behind Trixie becomes enveloped in bright green bubble. She levitates against her will, slowly floating towards the changeling queen. The little baby struggles to fight the spell but isn't strong enough. She begins to cry as Starlight, Trixie and Spike watch helplessly.
Starlight looks at Sunburst's scroll before her. She quickly opens it and begins studying the spell. Her eyes widen after realizing what this spell does. Its risky, she thought, but it could work and there's no more time to think this through.
Starlight charges magical energy into her horn. The turquoise glow of her magic illuminates their surroundings. It continues to glow brighter but the light is soft and warm. At first, Chrysalis ignores the spell but as the light begins to shine on her, the bright green light of her horn fades. Flurry Heart breaks free of Chrysalis's hold and flys back to Trixie and Spike.
"What is this? What're you doing?" Distracted by a strange feeling, Chrysalis stares at Starlight.
The warm light continues to cast on the changeling queen. After a moment, the turquoise glow of Starlight's spell fades. Chrysalis pauses where she stands, still staring at Starlight with a confused expression on her face.
Starlight opens her eyes. With an air of loneliness around the pony, she looks at the changeling queen. "I always thought they were just soldiers, minions, pawns. Now I understand. Your changeling brood, they were your family. You were only looking out for your family. Looking for food to feed them so they wouldn't starve... But I took your family away from you... I didn't have the right to-... I don't know what to say, Chrysalis... I'm sorry."
A single tear slides down the side of Chrysalis face. At first she didn't notice the tear but when she did, she looked surprised and then quickly wiped it off. She looks at Starlight with fear in her eyes. "Fool! What have you done to me?"
"Do you remember, a time ago, you told me once that I didn't know what it was like to be a changeling or to be their queen?" Starlight smiles sadly at Chrysalis. "Sunburst's spell has a very simple but powerful effect. It lets two creatures see each other's point of view. I now know what its like to be you and to be a changeling. Just as how you now know what its like to be me, to be a pony, to have and to lose friends..."
Chrysalis is speechless, scowling at Starlight. A few seconds later, Flash emerges from the gigantic cliff like crack in the street. He hovers, carrying an unconscious Sunburst with his hooves.
"Guys, we have to get back. Sunny's not doing so well." Said Flash. His voice calm but a deep look of concern on his face.
Chrysalis couldn't help but stare at the unconscious unicorn stallion. Another tear slides down her cheek. She angrily scowls at Starlight for a moment then grimly says. "You win, my little pony... I yield."
Large bursts of brilliant green flames, begin to consume the changeling queen. The flames continued to burn until there is nothing left. Chrysalis escapes, using her own changeling magic to teleport away.
Flash gently lands and carefully rests Sunburst on the ground. Starlight, Trixie, Spike and Flurry Heart all rush towards him to see to their injured friend's condition.