The Night's Stars

by SC_Orion


New Blood

Twilight jerked as she woke up, and her first instinct was to inhale deeply. She started to inhale but then froze as a wave of fear and icy cold terror crashed over her body, spurred on by the influx of memories she could never forget. Memories that she could only suppress for a time. She tensed up and held herself rigidly and still, not letting herself move in the slightest. A part of her knew it was futile and foolish- because she reacted so, it was a dead giveaway that she was awake, which meant that if Nightmare Moon was there, she had already given it away.

And she dreaded that prospect. The thought of waking up to see Nightmare Moon watching her again? That made her panic, and how she avoided hyperventilating, well, it was only because of her fear of Nightmare being there and realizing she was awake that she didn't. After all, she had awoken to such a sight before. Nightmare had been watching her, and for how long, she did not know. And that, well, that thought left her horrified. How could she ever have any form of safety or security if Nightmare could slip in and watch her sleep as she had? The guards, they were to keep an eye on her, and they would not protect her from Nightmare Moon. Nor could they if it truly came down to it.

Nightmare could have done anything to her while she had slept, and there wasn't a thing she could have done about it. Even though she knew Nightmare could do anything to her while she was awake, since she couldn't ever hope to stop Nightmare or fight her off, at least, when she was conscious, she could have some semblance of warning to prepare herself. Even if it wouldn't help.

But no, Nightmare just had to watch her sleeping. Nightmare already eavesdropped on her while she was sleeping through the necklace, but apparently, it wasn't enough. The blankets and her bed offered no protection, and she felt entirely exposed and vulnerable despite the sheets covering her body as her lungs started to beg and plead, demanding that she inhale. She felt the arteries in her neck throbbing in sync with her heart, and her forehead felt warm as it grew fuzzy. The silence sounded like it somehow grew further and further away as if her ears were receeding into her body, and a vacuum or an entire ocean was in between her ears and the silence.

But finally, as even her body and the bed seemed to grow distant, she exhaled, then inhaled in a controlled manner. Air flooded her lungs and a wave of tiredness slammed into her body. She felt her head throb in sync with her slow, powerful heartbeats. Her inhale had been too controlled, she knew, and it was another dead giveaway that she was awake. She wanted to curl up into a ball and sob. She wanted to let out a scream, then run away as far as she could, to throw off the necklace and hide from Nightmare Moon for all time. Any escape would have been welcomed, yet it would also be her death sentence to try to escape.

How she managed to sleep at night eluded her. When she laid down to go to bed, there was that constant fear in her mind, that during the night, Nightmare Moon would show up. Either to watch her or to simply end her life. A part of her knew that she was overreacting. A part of her knew it was a silly notion, that Nightmare would take the time to kill her in her sleep. Yet, her irrational fear won out over any semblance of logic. It was simply too much for her, and she could not fight off that terror, no matter what logic she used.

Nightmare Moon was, after all, the physical embodiment of terror. Her presence was unmistakable, and her presence was without a doubt that of the apex predator, one which would hunt dragons that could destroy entire towns, and slay them with hardly a fight. Even logically knowing that Nightmare wanted her alive, at least for the time being, did not alleviate her fears.

How could it? Nightmare Moon was, without a doubt, a psychopath. The evidence was too much to ignore. Nightmare Moon banishing her sister and taking over Equestria, Nightmare Moon's uncaring nature towards everypony, simply looking at them as resources, and, of course, how she had lost it when the deer reminded her that Equestria had forgotten about her. What would Nightmare do the next time she snapped?

And then there was also watching the moonrise with her. The entire ordeal left her feeling violated. First, waking up to see Nightmare watching her, which had since been an ever-present fear. She laid awake at night, holding the covers close, holding her body in as small a form as possible, dreading the prospect that Nightmare would show up. And then, oh, to add the icing on top of the cake, Nightmare Moon, when they had watched the moonrise, had brushed her mane. How could she possibly not view her teacher as a psychopath given that? Nightmare Moon would kill her if she stepped out of line, yet at the same time, Nightmare tried to lower her guard by brushing her mane. It was so incredibly unnerving.

She exhaled, then inhaled again. She missed Spike, but more than him, she missed her princess.

The rational part of her mind shouted at her, chastising her for acting as she did. She was nearly a mare, yet here she was, acting like a young, little filly who didn't have her cutie mark. She wasn't acting her age, so how could she take any pride in anything? The rational part of her mind chastised her, telling her that Nightmare Moon wasn't there. After all, she did not fell nor sense Nightmare's presence. She didn't feel Nightmare's predatory gaze focusing on her, sizing her up as prey. She didn't feel the terror that her presence provoked.

But still, there she was, cowering simply at the thought that Nightmare could be there, watching her, when all of her senses told her it was not the case. But surely, Nightmare Moon had better things to do than to watch her sleep? Then again, Nightmare Moon was a psychopath. And as such, there was no assurance it was not the case.

Hesitantly, she cracked open her eye, the barest sliver. In an effort to either abate or confirm her fears, she looked through that crack in her eyelids and scanned her surroundings as quickly as she could. Since she faced the door, even with the darkness, she knew Nightmare Moon wasn't there. No shadow was cast, nor did any silhouette stand there to block the light from her magelight drifting into her bedroom.

Reluctantly, she opened her eyes all the way. Timidly, fearing that Nightmare was closer at hoof than before, she twisted her head around and looked to her right, towards the window, then exploring the rest of her room.

A wave of relief washed over her, and she felt like every muscle in her body relaxed at once. It felt almost blissful for that fear and tension to be washed away. She let her eyes closed and let out another breath, then inhaled without fear that she was being watched. She opened her eyes, and while she felt no safer, upon reaffirming that Nightmare wasn't there, she felt like she could drop her guard, if only the barest amount.

She shifted her weight and rolled over onto her back. She stared up at the ceiling as her mind wandered. A frown pulled her lips downward. She was not well-rested, but then, how could she be? The past few nights she had barely slept. But how could she sleep, given the constant fear Nightmare induced? How could anypony in Equestria sleep peacefully now? Princess Celestia was gone.

She felt a pang of sadness and of loneliness at that. Her mentor, her true mentor, was gone. Banished to the moon. She would never see her again. Not once, not for the slightest second. Eternally separated. Nightmare Moon would make sure of that. The edges of her eyes grew warm, then everything she saw grew blurry. Her throat grew tense, and the tightness pulsed, throbbed, and ached at the back of her mouth.

Nightmare Moon was her mentor now. At least the ponies she had seen- although most of them were Royal Guards or librarians and archivists- did not look at her with spite. When she passed them as she walked the castle's hallways, in their eyes as they regarded her, she saw the look that told they felt pity for her. They did not condemn her, as she had expected. It was, in a way, a mercy. But she had no idea if anypony outside of them felt the same way, or would look at her the same way.

She hadn't even had a chance to see her parents. And as she thought about that, the warmth at the edges of her eyes and the blurriness both grew. A warm pain took over her eyes, then beads of warmth trickled down her cheeks. As the tears passed, the trails of moisture they left of her fur cooled in the chilly night air, leaving almost numb trails behind on her face.

At the very least, she had her brother and Cadance. She took some comfort in that, but it didn't feel like it was enough. Nothing would ever be enough. When Nightmare decided to kill her, that would simply be it. Neither her brother nor Cadance, nor her parents, nor Princess Celestia, would be able to do a single thing about it. It would simply be done. Set in stone. Written in history. A history that, perhaps, would be studied by ponies in the future. A cautionary tale telling why it was imperative they obey Nightmare Moon.

Another part of her wanted to laugh at the absurdity of it all. In the span of just a month, she had gone from Princess Celestia's protege, somepony who would, in their future, outshine Starswirl the Bearded, to a filly who had a death sentence hanging over her head, just waiting for the word to be given.

And yet, at the same time, another part of her didn't feel the fear that the rest of her part. It didn't want to laugh at how ridiculous it all was. Instead, it was a soft voice, one that whispered to her, reminding her that Nightmare Moon was intelligent, telling her that Nightmare Moon had made promises to her, reminding her that Nightmare Moon had yet to actually harm her, aside from their first encounters. That same voice whispered to her, telling her that she was overreacting, trying to calm her down. It tried to reassure her that her death at Nightmare Moon's hooves wasn't set in stone.

The voice deep inside her reminded her that, despite everything Nightmare Moon had done, that despite banishing Princess Celestia and taking over Equestria, that despite bringing eternal night, Nightmare Moon wasn't indiscriminately killing ponies. Nightmare Moon wasn't committing genocide, she wasn't burning down Equestria, she didn't kill her 'friends' nor herself, even though they had tried to stop her. Nightmare Moon did not hurt her for trying to use the Elements of Harmony. And Nightmare Moon, this part of her told her, seemed to genuinely want to teach her, and seemed to genuinely want her to be her student.

This part of her gave her a sense of calm. After all, it was a part of her that saw and knew that Nightmare Moon could not simply be a psychopath. Nightmare Moon had her problems, that much was impossible to miss, but Nightmare Moon wasn't going to kill her just because she felt like it. Nightmare Moon wasn't going to kill her for fun. Nightmare Moon wasn't going to act harshly unless provoked, because, at the very least, it wasn't in her best interest to do so. Nightmare Moon had plans and goals, and to destroy Equestria, perhaps even to kill her, would not help further those goals.

Knowing this, she could feel a little safer, but only just.

Another part of her, she found, actually felt disappointment. Disappointment that Nightmare Moon- Princess Celestia's sister- looked at her in passing like she was a disappointment, like she wasn't worth the time to teach. Disappointment that she had never truly taken the time to enjoy the beauty of night, instead, simply relegating it to sleeping or studying, rather than taking more time to enjoy the beauty present, aside from the rarity that was stargazing or watching a meteor shower. Disappointment that, even now, she had yet to truly explore the half of Canterlot Castle decorated with the darker colors of night. Disappointment that Nightmare Moon had been banished to the moon, locked away in isolation with nopony else to talk to and nothing to do, for a full one thousand years.

She did not hate Nightmare Moon. Nightmare Moon terrified her, and despite the fact that she had banished Princess Celestia, she did not hate her. She felt sorry for her.

The legend of Nightmare Moon spoke of how she tried to bring about eternal night, about how she had grown jealous of her sister and the love ponies had for her sister, which they did not share with her. And from what Nightmare Moon had said to her, ponies hated her and the night, only being thankful to her when she protected them during wars, but then when those wars ended, the same ponies who thanked her for protection turned on her, metaphorically spitting on her face. Nightmare Moon didn't deserve that kind of treatment, did she? She just wanted what anypony else wanted. Acceptance and love. After all, even if it was easy to forget, she had seen that so very equine side of Nightmare Moon. And she had seen that same side to Princess Celestia. They were, despite being immortal alicorns, still equine, just like her.

While what Nightmare Moon did was wrong, she simply could not hate her for it. Nightmare Moon didn't deserve that hatred, and it wasn't in her to hate in such a way. 'How was it justified to banish her for a thousand years!?' a part of her wondered, shouting out how ridiculous and wrong of a sentence that was. Yet, Princess Celestia had passed such a sentence on her own sister.

But who was she to judge Princess Celestia? Princess Celestia had to have a good reason- and she did. Nightmare Moon would have brought eternal night those thousand years ago. And what would she have done to Equestria back then? It occurred to her, that perhaps, if Princess Celestia had not passed such judgment, Equestria might not exist. In fact, most ponies alive today might not exist, herself included. Nightmare Moon, perhaps, would have murdered their ancestors, preventing so many lives from ever being born. Perhaps she would have committed genocide those thousand years ago.

But the question still ate at her mind, 'Why didn't you stop her before it got this far? Why didn't you see that she felt this way!?'

She had no answers for it. There was no good explanation for it. How could Princess Celestia have not seen that her sister was in such a bad place? How could Princess Celestia have not taken time to help her sister? How could Princess Celestia have not seen it and then not acted on it? Had she truly ignored her sister? Her own sister? How could anypony do such a thing? How could anypony sacrifice their own family for power? How, how, how?

And why had Princess Celestia taken such great lengths to erase Nightmare Moon's existence from recorded history?

It didn't add up. And she didn't have enough information to put it all together. After all, the only pony who could answer these questions was Princess Celestia. And, well, she was indisposed.

Slowly, she pushed herself up, then she slid out of bed. Standing on her hooves, she stretched, bending her back down and letting out a soft moan. When she stood back up, it hit her how poorly she had been sleeping. Her eyelids drooped, and she felt sluggish. She felt disappointed at the tiredness, but she had not expected anything less.

Begrudgingly, she dragged herself out of her bedroom, then made her way down the stairs to her library. Maybe she had slept better than the night immediately after Nightmare had woken her up, but it still wasn't refreshing. A vacation- going to Ponyville- would be a refreshing break. A much needed break.

Even if she had to put up with ponies who were, in all likelihood, more insane than Nightmare Moon.

She wanted to say that, at the very least, those ponies she sort of called friends wouldn't kill her, but she also wanted to laugh at the thought. After all, nearly every one of them had already made an attempt on her life. But, she did take comfort in knowing their attempts were nothing compared to what Nightmare Moon could do. After all, for Nightmare, it wouldn't be an attempt.

She sighed and meandered over to her usual spot at her table. When she sat down, once again, it struck her how empty her tower felt, even with all of the books, and how alone she felt. Spike wasn't there and Princess Celestia was banished. She slumped down in her chair and rested her head on the table.

'What is the point of it all?' she wondered. Why did she even bother anymore? Princess Celestia was gone and Nightmare Moon would kill her if she tried anything, and even if she didn't try anything, she wasn't assured, no matter what logic and other parts of her mind told her, that Nightmare still wouldn't kill her. But maybe she could beg and plead with Nightmare enough to convince her teacher not to kill her, but then she would assuredly have to do things she didn't want to do in order to stay on Nightmare's good side.

She slid her muzzle back, then rested her forehead against the table, carefully setting the tip of her horn on the wood. She pressed her head into the table and let out a tired groan. Maybe she should just embrace the idea of being Nightmare Moon's student. She wasn't Princess Celestia, but she was Princess Celestia's sister. Sure, she couldn't trust Nightmare Moon the same way, and it was a distinct possibility that Nightmare Moon would kill her, so she couldn't let her guard down even though it wouldn't help, but it was probably the closest thing to how things were that she could get.

Of course, for that to work, she would have to stop avoiding Nightmare Moon whenever she could. That wasn't something she particularly wanted to do, yet at the same time, the fact that she avoided Nightmare also bothered her. It was probably a bad idea to continue to avoid Nightmare. After all, if she continued, who was to say Nightmare wouldn't get angry and then take it out on her or somepony else? It was then, perhaps, in her best interest to stop avoiding Nightmare. Perhaps it was even in her best interest to get closer to Nightmare Moon if only to attempt to make Nightmare less likely to kill her. Although, given Nightmare Moon's nature, she still could not be assured that if she was close to her, Nightmare would not kill her for some reason. After all, Nightmare Moon had banished her own sister.

The thought of getting close to Nightmare Moon left her unnerved. And yet, another part of her was intrigued by the prospect. After all, there were benefits to it.

Of course, the drawbacks were just as, if not more numerous than the benefits. Ponies might hate her even more if she were to embrace being Nightmare Moon's student, and in truth, she really couldn't get behind the idea because it was a betrayal of Princess Celestia, and of course, she'd have to be around Nightmare Moon more often. Maybe there was a happy medium that she could find- embrace being Nightmare Moon's student, stop avoiding her as much, but still maintain her guard and distance.

For a moment, she mulled over the idea of just dropping her guard, as she had before Nightmare's outburst. It would, of course, leave her vulnerable and so exposed. But perhaps it was the best course of action. Maybe Nightmare Moon would show her mercy if she did such a thing. In the past few days, Nightmare Moon was either trying to unnerve her further, or trying to undo what her outburst had done. She wasn't sure which. She couldn't tell, and she was certain that her own prejudice played a role in clouding her judgment on the matter. However, she did know that her guard always slipped, even if it was just ever so slightly, when Nightmare stroked her coat with those silken feathers.

Remembering that, a dozen memories immediately came to mind, each time that Nightmare's silken feathers slid through her coat, parting each hair and gently gliding over her body. A tingle grew in her spine, then raced outward through her whole body. She shivered at the memories; the feeling of Nightmare's feathers wasn't unpleasant. It still surprised her just how much the contact felt pleasant and comforting. Yet at the same time, it unnerved her to no end. Not only that Nightmare touched her, but also the effect that Nightmare's feathers had on her.

Nightmare had comforted her many times before with strokes from her feathers. Nightmare had spoken words of reassurance to her many times before, telling her to relax, reminding her that she wasn't out to get her. Nightmare had yet to attack her for making a mistake, even at her outburst over her 'friends.'

She felt so conflicted, torn even, between what to do. She had seen Nightmare Moon snap, and while she had stopped herself then, would she always be able to stop herself from snapping and doing far worse if she were further enraged? There was nothing to assure her it wouldn't be the case. There were simply no good options for her. It felt like a choice between the lesser of several evils, like choosing the best worst option available to her.

How much more could she test Nightmare Moon's patience by avoiding her? And if she continued, would not the consequences be her undoing? Wouldn't Nightmare see her unwillingness to be her student as rebellion, or at the very least, proof that she wasn't worth keeping around?

She bit her lip. She bit her lip hard, and bit on it harder until her lip tingled between her teeth. After a few seconds, she let go of her lip, which still held the indents from her teeth biting it. Slowly, she ran her tongue over her lip, feeling the marks left by her teeth, almost tasting the damage she had done, even if she had not drawn blood.

Her stomach churned, but while it ached for food, she did not want to fulfill its request. Reluctantly, she lifted her head up from the table. For a moment, she did nothing, then she let her muzzle drift downward. She dropped her gaze to her chest, then focused on that silver, crescent moon necklace Nightmare Moon had given her. She saw the shimmer of its enchantment and knew that Nightmare Moon was, regardless of distance, always so close at hoof. Eavesdropping on her. Keeping an eye on her. Listening to her, knowing where she was.

It was inescapable and overbearing, adding so much weight to the air surrounding her. Yet, at the same time, perhaps it was a reassurance. While she was still trying Nightmare's patience, Nightmare hadn't exactly broken any of her promises. So perhaps, in a way, the necklace offered some form of twisted security. If somepony tried to attack or hurt her, perhaps then, Nightmare would fulfill the promise to protect her. If somepony tried to attack or hurt her, would Nightmare act on that promise?

She felt conflicted- on one hoof, she saw it as a ray of hope. She was perhaps still sheltered by an alicorn to protect her, even though it wasn't Princess Celestia, and although that same alicorn could, in a heartbeat, decide to end her life and do so. On another hoof, it was, of course, a constant reminder that Nightmare Moon was there. She was always within reach of her predator.

Her stomach churned again, then gurgled. She sighed in defeat and laid her head back down on the table. She couldn't continue to avoid Nightmare Moon, but she had to retain her guard. She was still Nightmare Moon's student. And it was an opportunity, one that she really couldn't ignore. And not just because she had no choice. Therefore, her only course of action was to continue. She would stop avoiding Nightmare, but she would never let her guard slip. It was the only safety she could cling to, even if that security was just an illusion. Without that, how could she have any sort of life? It would be better for her to be locked in a dungeon, all alone if it was stripped away from her. She would feel safer there.

With the thought in mind that her only course of action was to continue, she could easily overlook the attempts on her life made by her so-called friends. Going to Ponyville would be good for her. She would have time to recover and recuperate and reevaluate everything. Perhaps she could even reach some consensus on what really was the best course of action. Perhaps space away from Nightmare would help her to regain some of her security. Perhaps it would help her to not feel so terrified of her teacher.

But she still had to get through however long it would be before she could go to Ponyville.

And today was probably going to be a long day. 'Night...' a part of her corrected with a growl.

She scowled.

Her stomach churned again, and a dull ache accompanied it, leaving her belly with a sense of emptiness she didn't like. She knew that she needed to eat, and so she would. Hesitantly, she lifted her head off the table, then slid out of the chair. She would eat, and she would join Nightmare Moon for that meal. Even affirming it, however, she felt an instantaneous wave of anxiety wash over her. She felt, silly as it was, as if suddenly, Nightmare Moon was aware of her intent and was watching and waiting on her, even though she knew it wasn't the case.

But, for the moment, she could suppress that anxiety, if only to shower and clean herself up so she was presentable. But more importantly, so that Nightmare Moon didn't try to brush her mane again. However, even suppressing the anxiety wouldn't make it go away. She could only pretend.


She had grown accustomed to walking beside Nightmare Moon whenever they went somewhere together. And while being beside her made her uneasy and anxious following Nightmare's outburst, at the very least, the walking part was an outlet for some of that anxiety. The walking helped ease her tension.

But even with that, she still bit on her lip, holding it between her lip, as she watched Nightmare Moon walking along in the corner of her eye. With every step, she heard the metallic click of her boots striking the marble floor, with every step, she could see Nightmare's muscles beneath her coat, and although those muscles looked minuscule compared to some ponies, she was vaguely aware of just how much strength were in those muscles, strength that would put an earth pony with muscles twice as large to shame. Yet because of their small size, there was a certain unmistakable grace to her muscles. Perhaps a terrifying grace, one so different, yet so similar, to Princess Celestia.

The thought briefly crossed her mind to picture Princess Celestia and Nightmare Moon with muscles that they should have had for the strength they possessed, and it just looked so incredibly wrong. With muscles that displayed their strength as she pictured them, both Princess Celestia and Nightmare Moon lost that graceful beauty they possessed with their more slender forms. And, the thought actually disturbed her quite a bit. After all, picturing Princess Celestia or Nightmare Moon with such thick muscles was just weird. It was just so antithesis to them.

She shook the thought from her mind, and for a moment, her gaze slipped up and darted over to focus on Nightmare Moon. She stared at the side of the chestplate closest to her, and for a moment, she tried to picture Nightmare Moon without it on. Was her coat just as jet black beneath it? Was her coat as graceful and elegant in all its terrifying beauty? Or did the chestplate hide something else, something different, from sight? She could not, no matter how hard she tried, picture Nightmare Moon without her armor on, and she had never seen her take that armor off. Not once. It was almost like it was a part of her.

Nightmare's head turned back towards her, and she saw those predatory eyes refocus on her body. And with that sight, her heart skipped a beat, and her throat ached from a fast-growing knot. Her legs trembled, but she managed to keep herself walking alongside her mentor. In those slitted eyes, she saw Nightmare's intellect, so cold and calculated. She saw the gaze of a predator.

And yet, despite all of that, she would have sworn Nightmare's ears flick back. She would have sworn that she saw Nightmare's lips twitch downward for the briefest moment. She would have sworn, that despite that intelligent and calculated gaze, that despite her predatory nature, that behind all of it, there was pain, as if she was hurt by what she saw. She would have sworn, that despite everything, there was disappointment in her gaze. She would have sworn that disappointment wasn't that Nightmare saw somepony worthless, but that Nightmare saw her trembling. She would have sworn Nightmare was disappointed that she was so terrified of her.

And yet, in an instant, the disappointment was gone, and in its wake, her expression looked so somber. Perhaps the disappointment wasn't truly gone. Nightmare's legs hesitated to take another step, if only for a brief moment.

Nightmare looked away from her. A wave of relief washed over her, and she closed her eyes. After a second, she opened her eyes. Avoiding looking at Nightmare directly, she stared straight ahead, down the hallway they walked. But that still wasn't enough to block the sight of the black alicorn from her vision.

In such a casual, almost graceful manner, like an afterthought, Nightmare extended her right wing. She hesitated and watched Nightmare's wing reach out to her. She tensed up at the movement, even knowing that it was not a motion meant to hurt her or distress her. Nightmare turned back to face her and regarded her with so much curiosity. The cold hardness of her expression seemed like it had, perhaps, never been there in the first place. Nightmare continued to walk along, and so did she, even while Nightmare's eyes slowly jumped from spot to spot, looking her over, taking in her form.

And she felt uncomfortable and nervous because of it. What was Nightmare Moon thinking behind those curious eyes? Was she planning something? Was it just another attempt to get her to lower her guard? What did Nightmare Moon want from her?

Nightmare looked at her back, and her feather finally connected with her body. With that gentle, barest touch, she felt her body relax. It was such an unassuming touch, and her body reacted as if it was an instinct hard-wired into it, as if she was biologically programmed to react in such a way. Slowly, Nightmare's wing swept forward in such a graceful manner, and her feather unassumingly brushed over her back.

Such a feeling of calm and comfort radiated from that brush, and it gave her a sense of peace. And yet, while it calmed her, it unmistakable unnerved her. She welcomed that stroke, yet the effect it had, while pleasant and comforting and welcomed, the fact that it had such an effect was disconcerting. Nightmare lifted her wing up, bringing her feather off of her coat, then went back and laid her feather on her back once again to repeat the process.

It sent little tingles of pleasure radiating into her body from the contact. 'What would it feel like for you to do that with your whole wing?' a part of her mind wondered. She was intrigued by the question, both because she was curious what it would be like, and also curious to find out more about the effect. And yet, the question also made another part of her scream out in her mind, yelling at her that she was dropping her guard, that Nightmare Moon was a psychopath.

Nightmare stroked her back with her feather a third time, then folded her wing. She still felt the lingering sensation on her back. She clenched her jaw halfheartedly, then looked at Nightmare. On accident, she met Nightmare's gaze. Panic and anxiety shot through her body, and immediately, she looked straight ahead again.

She thought she saw Nightmare's body slump. But surely, she had not. Risking a quick glance, she looked at Nightmare's body. She could not tell any difference when she looked; perhaps she had imagined it. Likewise, she thought she heard Nightmare Moon sigh as if defeated. But that couldn't have been! It was absurd. Plus, it had been so quiet that she surely had to have imagined it.

'I'm going crazy!' shouted out in her mind. After a moment, 'Well, I guess that should be expected, now shouldn't it?' was shot back.

The rest of the trip to the dining room was uneventful, although Nightmare turned her head back towards her and glanced at her far, far too many times for her liking. The guards went rigid at their approach, but still did their duty and opened the door. Nightmare sat down at her spot, and likewise, she sat down to her right.

She did her best to stare at the wall opposite of where she sat so as to avoid drawing Nightmare's attention, yet with nothing else to do, Nightmare's attention, of course, fell onto her. "So tell me, Twilight Sparkle, how are you this night?" she asked.

She swallowed and reluctantly turned to face Nightmare. Even knowing that she wouldn't find an aggressive glare didn't make it any easier. She looked up at Nightmare's face, but did not meet her gaze. She focused a few inches below Nightmare's eyes. "W-well, I-I'm f-fine," she answered. She watched Nightmare, and Nightmare watched her back.

Nightmare, of course, studied her, constantly shifting her eyes to look her all over. Finally, Nightmare's gaze settled back to meet hers. "You seem tired," she acknowledged.

Twilight looked down at Nightmare's chestplate. She gently nibbled on her lip, then, after several seconds, timidly nodded.

She could almost feel Nightmare frown at her admission. After a few seconds of silence, she took a risk to look back up, then she took an even bigger risk to meet Nightmare's gaze. She looked and saw that Nightmare seemed troubled. She saw Nightmare looked at her in a conflicted manner like she wasn't sure what to say or ask.

"Why are you tired?" Nightmare inquired.

Once again, she looked down at Nightmare's chestplate. "I-I've not been... sleeping well," she answered cautiously. Perhaps it was a mistake to tell her, but then to ignore her and refuse to answer would have been even more of a mistake.

Nightmare Moon was silent for a long while. She wasn't sure for how long, but the whole time, she stared at Nightmare's chestplate while Nightmare watched her. She didn't feel like Nightmare's gaze was predatory, but more pondering and curious. "I know a few spells that can help you sleep," Nightmare finally stated, "and I can teach you them."

She clenched her jaw. She couldn't refuse, and she did want to learn those spells, although she also knew she assuredly wouldn't be using them. The idea of practicing those spells while Nightmare Moon was around also unnerved her to no end, to say nothing of the memories of trying to obtain the Elements of Harmony, and her failure to stop Nightmare Moon, that it provoked. So, instead of speaking an answer, she just timidly nodded.

Silence descended between them, and for some reason, that silence felt oppressive. As the silence lingered, she found that she grew to hate that silence. She knew that she had the opportunity to try to get back on Nightmare's good side, but she also knew that she couldn't trust Nightmare. She knew that she was being foalish by refusing to speak and she wondered if avoiding Nightmare was being foalish. It came back to her that she was straining her relationship with her mentor, but more than that, that she was most likely in the wrong to do so.

But still, she couldn't bring herself to say anything. She couldn't come up with anything to say, either, or perhaps, what she did think of simply felt wrong. Venturing a glance up at Nightmare, she found Nightmare was still watching her, and the disappointment in her features was still there. But she also saw a certain bitterness, along with a bit of her coldness.

She quickly averted her gaze and looked at the wall opposite of where she sat.

Fortunately, that was when the door opened. She turned to look, then watch, as two servers came inside, carrying platters with silver lids in their magic. Both of them walked inside quickly, then deposited the platters in front of them before swiftly bowing to Nightmare and nearly running back out of the room.

She sat up a bit straighter and stared at the closed door for a few seconds while she listened to Nightmare use her magic to lift the lid off her plate. She turned back and glanced at Nightmare's plate of pancakes, then took the lid off her own platter. The pancakes, she knew from experience many, many times, were good. However, it still felt so incredibly odd to see Nightmare Moon eat pancakes.

It just didn't feel like it fit, watching her slid the fork into the fluffy pancakes, cut a section out, then bring it to her maw to devour it. Her sharp teeth didn't seem to fit with her eating pancakes, or perhaps they weren't as sharp as she thought. As Nightmare chewed up the pancake, she closed her eyes and smiled, ignoring Twilight's gaze. After she swallowed, Twilight looked back down at her plate of pancakes and started eating.

"After we finish eating, we shall go to Hollow Shades when you are ready," Nightmare said. "As with the deer, I will teleport us to the general area where the road is, then we shall make our way into the city proper."

She looked up at her and nodded slowly. "Is... there a particular reason you don't just teleport is right there?" she asked.

Nightmare raised an eyebrow. "As with the deer, this gives them time to discover that we are coming," she stated. After a moment, she looked away from her and pursed her lips. "In truth, I must say I am... somewhat perplexed. I had expected to hear from the batponies before now, rather than having to seek them out..." Twilight frowned. "Seeing as though they are mine, I would have expected them to know of my return and flock to me, as it were. But instead, they remain secluded, despite my bringing eternal night."

"Well..." Twilight trailed off and licked her lips, enjoying the sweetness of the syrup still there. "They... should know about your return?"

Nightmare looked at her flatly. "The eternal night should be a dead give away," she stated flatly.

Twilight shifted her weight. "Right..." she muttered. "Any idea why-"

"I do not know," Nightmare preempted. "Perhaps they are just waiting on me to come for them. Assuming, of course, they still exist-"

"They do!" Twilight defended. Nightmare silently regarded her. She shifted her weight, then looked back at her pancakes and took another bite.

"It will take time to properly integrate the batponies into the guard and outfit them, but I am hoping they will be able to help the process along," Nightmare stated. "And I will be able to use them to help reconstruct my castle. Additionally, I will assign one of them to guard you," she stated.

Twilight tensed up a bit and looked back at her. "Of-of course," she answered timidly, though internally screaming. No, it wasn't enough that Royal Guards were assigned to guard her. Of course it wasn't! Even if the Royal Guard was loyal to Nightmare, Royal Guards knew her from before this whole mess. Batponies wouldn't. Batponies would be loyal purely to Nightmare. Batponies wouldn't hesitate to obey Nightmare's commands regarding her.

Nightmare frowned a bit, then took another bite. "Perhaps you could assist me in overseeing the reconstruction of my castle," she mused.

Twilight hesitated. 'Was that an offer or a demand?' She couldn't tell and she couldn't place it. On one hoof, perhaps it was a way to show Nightmare some form of loyalty, perhaps even get on her good side again. And on the other hoof, well, there really wasn't another hoof. Except maybe the fear that she could mess up and provoke Nightmare's wrath. That would definitely be a risk. She swallowed as nervousness welled up inside her.

Nightmare looked her over, then looked her in the eye. "Since you will be in Ponyville, you will be closer than I, and although that is not truly a problem, it would make things easier on me since I would not have to go back and forth and it will require less of my time."

"O-of course," Twilight answered.

Nightmare tilted her head a bit, and for a second, she thought Nightmare would make a comment about her response. Instead, Nightmare let it go. "Then I will see to it that you will have the resources to oversee this," she stated.

She held her breath for several seconds as Nightmare continued to watch her. She waited, knowing that it was only a matter of time before Nightmare made some comment along the lines of, 'Don't disappoint me, Twilight Sparkle.' After all, to screw up this project would probably be bad, since it was Nightmare Moon's old home. However, to her surprise, Nightmare looked away and went back to eating without so much as a word about it.

She licked her lips and swallowed. "Y-you trust me w-with this?" she hesitantly asked.

Nightmare glanced at her and continued to chew the pancake before swallowing it. She licked her lips, and for a brief moment, Twilight saw the sliver of her sharp teeth, which made her stare at them, then her lips, as her mouth closed once more. "If my sister was willing to trust you with overseeing the Summer Sun Celebration-" Twilight flinched at the bitterness in Nightmare's voice, and in response, Nightmare paused to recompose herself, "then I am willing to give you the opportunity to prove yourself in overseeing this. However, rest assured that I will keep an eye on things and ensure you do not mess up. I know that you will not mess up on purpose, Twilight Sparkle, so yes, I trust you to oversee this," she stated.

Twilight nodded timidly.

Nightmare looked away from her. "It is not like I am teaching you spells that can be used against me," she commented. After a moment of thought, she pursed her lips. "Although now that I consider it, I should check on the castle's library... I shall have to pay a visit to my old home again..." she mused. She turned back to face Twilight. "However, if while rebuilding the castle, you come across any books, see to it that you inform me, rather than read them yourself. I will determine whether I trust you with those books' content or not."

Twilight nodded quickly as anxiety welled up inside her.

Nightmare studied her expression, then turned back to finish eating.


As the double image from Nightmare Moon's teleport faded, Twilight felt a throb of pain in her head. Even knowing that the teleport was coming didn't really prepare her for it, and it left her feeling so out of control. She felt the lingering sensation of Nightmare's magic holding onto her, though she felt it slipping as Nightmare withdrew her magic. As the forest before her came into focus, the pain in her head subsided.

She glanced aside at Nightmare and saw the alicorn's gaze focused on the forest and the dirt path before them. She watched as the alicorn's eyes jerked around, jumping from spot to spot as she scrutinized what was before them. In that gaze, she could see curiosity and pondering. But, while the teleport was another reminder of just how little security and control she had, she could take comfort in knowing Nightmare's attention wasn't focused on her.

She turned her gaze back to the forest and studied it. Although the moonlight did not reveal the same details of the forest that the sun did, she could still make out enough with the gentle light, and the gentle light also brought out softer details that would have been taken for granted, missed, or completely absent during the day. She saw a mixture of deciduous and evergreen trees filling the forest, but a large dirt road was cut through the middle. The road was wide and well maintained, but it did not look well used. While the edges of the road were darkened by shadows, the wide middle had a perfect view of the jeweled night sky- the canopy of tree branches did not cover it, nor shelter it.

She could vaguely see the branches and leaves of the trees rustling and fluttering in the breeze. She could easily hear the sounds of the leaves all scraping together, making their sweet, comforting music. The sound of the rustle of the leaves almost reminded her of water, except that it sounded dryer and did not seem to echo like water did. She felt the gentle, unassuming breeze on her coat, and felt it run through her mane and tail. It was a calm breeze, one that was fitting of a summer day, bringing with it a not unwelcome coolness.

The breeze comforted her. Even if Nightmare Moon had returned and ascended to power, even if Princess Celestia had been banished, despite the eternal night, there was still that comforting summer breeze that would be just the same as before as it was now. She took comfort in it, yet at the same time, she felt a dull numbness. Some things had changed with Nightmare Moon's return, yet some things were exactly the same, almost like nothing had happened. While the air was a few degrees cooler without the sun, and the wind was thus cooler, it was still pleasant.

She turned her head to the right and looked behind her, avoiding looking in Nightmare's direction. They stood just at the start of the dirt road which led to Hollow Shades, and behind her, the road came to a T. Not far away from the road was a set of train tracks that stretched on parallel to the road in both directions as far as she could see.

It stood out oh so much in her mind, that those train tracks completely avoided Hollow Shades. Nor was there any train station around. Hollow Shades was so far out of the way, despite being so close at hoof and the Canterlot-Manehatton rail line running by it. Why was the city avoided when connecting it, or even just building a station nearby, would have been so simple? Was this something Princess Celestia had a hoof in? Was this something the batponies desired? Did the railway simply want to avoid building a station here because of the batponies, or did the batponies intend not to use the railway and thus it would have been a waste of resources?

She settled on the thought that the batponies kept to themselves, and as such, it would have served no point to build a train station here. Even if, she knew, it would have served a purpose.

Her eyes dropped to the road, then lifted back up as she turned back to face the forest. She glanced aside at Nightmare Moon and found her still staring ahead at the forest.

She turned her gaze back at the forest to try to find what held so much of Nightmare's attention, but as she scanned the forest, nothing stood out. The thought did occur to her, however, that during the night, especially during winter, that the whole area would look intimidating. No lighting, save for the stars and the moon, and the deciduous trees would have lost their leaves. There would have also been an unnerving silence.

Would something have been watching them from the darkness? Simply waiting to pounce?

Was something watching them now? Was that why Nightmare delayed? She bit her lip and looked at Nightmare again. She studied her form but found her to be standing with a relaxed posture. She did not hold herself with her muscles tensed, ready for action. It was almost casual, yet there was still that unmistakable regality in her posture that would never fade.

She looked back at the forest, then turned her head to the left. She looked over the mountain range, then her gaze settled on Canetrlot. The city looked so small, but it was still visible, even in the moonlight. She could not determine, from how small Canterlot looked, whether they were further away from Canterlot here or in Ponyville. She also hadn't studied the map that well, so she didn't know for certain, either. And that made her wince as she looked back at the path before them.

Nightmare's gaze refocused, then, in an instant, she looked at Twilight, and Twilight felt it. "Let us proceed," Nightmare stated as she stepped forward.

Twilight nodded quickly, swallowed, and bolted forward to stay in sync with Nightmare. Out of the corner of her eye, she saw Nightmare frown, but she did not look at Nightmare, instead, continuing to look straight ahead. Nightmare strode forward as she looked back ahead, and Twilight carried herself quickly to stay at her side, never falling behind, nor taking the lead, simply staying at her designated, rightful place.

However, she did not walk as close to Nightmare as she had. She hoped it wasn't noticeable. She wasn't out of reach of Nightmare's wings, nor was she ever truly out of Nightmare's reach, but the distance between them gave her some sense of security. Who cared if she was that much closer to the dark sides of the road, that much closer to the forest, a forest that she had no idea what roamed about in it? Who cared what sort of creatures lived in that forest? Even a manticore, hydra, or dragon was preferable to Nightmare Moon. After all, those apex predators were simply helpless prey to the alicorn.

And with that thought constantly plaguing her mind, she walked on, filled with dread and unease. It felt like both feelings had two sources: One deep inside her chest, and another radiating out into the air surrounding her, emanating from Nightmare Moon. It was like a field, perhaps not too different from a spell designed to repel something. Yet it filled the air with so much more weight, it was not too dissimilar from humid air, making the air so much thicker, making it harder to breathe.

And it didn't help that her tension left her breathing shallowly, and her muscles were all tensed. She could not relax. Nothing would change that. Even trying to consider the prospect of meeting batponies- something that, she was certain, only some ponies had ever done- did not help her feel any more at ease.

And that may have been because it occurred to her that yes, while they were ponies, they were created by Nightmare Moon to be soldiers. With that thought in mind, a newfound sense of dread washed over her, like a slow-motion tsunami. It was slow but unstoppable. A force which, she knew, could have overpowered Nightmare Moon. It was so slow that it would have taken centuries, maybe, but there was absolutely nothing that could stop that feeling from slowly crushing every single cell in her body.

The batponies were soldiers created by Nightmare Moon. And Nightmare Moon was leading her to them. It was simple, her mind knew, to figure out what was happening. Nightmare Moon had finally had enough of her, and as such, she was being led to her death.

A part of her screamed out against this fear. It was absurd, she was overreacting! Yet, that fear still hung over her body, held in place by the dread and anxiety she felt, kept there by the presence of her teacher. The logical part of her mind fought back against the fear, saying that Nightmare still had no reason to kill her, but her fear resisted logic, shouting back, 'I've been avoiding her!'

Her mind shouted back that she was jumping to conclusions, that she didn't have enough information to know for sure something bad was happening. Her mind reminded her that Nightmare Moon had shown no hostility outside of what was normal. But her irrational fear had none of that, her irrational fear would not be sated.

The edges of her eyes burned, and her legs trembled. She breathed in calm, controlled breaths, but only just. Perhaps it was that same fear that scared her to death that kept her breathing in control, as if somehow reasoning that breathing calmly would help.

She felt Nightmare Moon's gaze land on her, and a spike of panic exploded in her core and body. She stopped dead in her tracks as the warmth in her eyes ballooned out of control, then burst forth, rushing down her cheeks. The beads of heat were gone so quickly, and in their place, she felt the cold of the air against her wet coat.

Nightmare turned to face her, and as she saw the start of a frown on Nightmare's lips, she clenched her eyes shut. She felt Nightmare step closer to her, but even after that happened, silence lingered, with nothing happening. "What is wrong, Twilight Sparkle?" Nightmare finally inquired, her voice sounding so incredibly odd: a mixture of emotions she couldn't place. Annoyance? Disappointment. Concern? Curiosity? Unease. It was like Nightmare wasn't sure of how to proceed, and she was absolutely certain that was the case.

And that shocked her. It caught her off guard, even with her guard up. How could Nightmare Moon, who had been alive for nearly as long as Princess Celestia, who had so much experience, even being trapped on the moon for a thousand years, not know how to proceed?

She jerked back as she felt something touch her cheek, but her reaction immediately failed her, and Nightmare's feather gently slid down her cheek, tracing over the wetness left in the wake of her tears, nearly whisking all the lingering wetness away. In the same moment, that touch felt so comforting. It was a reassurance she couldn't understand, yet it also acted like a knife: cutting the anxiety and fear out of her, preventing it from swelling up to untold levels.

She felt her body relax, and her shaking ceased. Yet somehow, she found it made her want to cry more. She felt embarrassment like she was put on the spot in a large crowd. So what if Princess Celestia was there beside her? Everypony, including her princess, was looking at her, and she was just a little filly. She wanted to run away and hide because of that embarrassment.

Nightmare ran another feather over her other cheek, once again wiping the moisture away and bringing with it a little tingle and a certain calmness. "What is wrong, Twilight Sparkle?" she asked again.

Where she expected a certain hardness or harshness from her teacher, where she expected to find herself being chastised for being weak, instead, she found Nightmare attempting to comfort her. It was absurd. How could it be that Nightmare Moon, somepony who fought and banished her own sister to the moon, somepony who took over an entire country in one swift action, somepony who inspired primal terror and fear in all those who were around her, could be comforting her? Her mind screamed out in response, not understanding, not comprehending.

Yet, another part of her mind took a hold of that and analyzed it mercilessly. The gears in her mind turned, taking it in and scrutinizing it, fitting it together like pieces in a puzzle. Nightmare Moon knew her, perhaps too well, and then that could explain the comforting. Nightmare Moon perhaps did not keep her because she wanted to, but because she needed to. Nightmare Moon had her as a student for a purpose. Once that purpose was fulfilled, then Nightmare would kill her, or if it became apparent that it would not work.

"You have nothing to fear from the batponies, Twilight Sparkle. I thought this much was clear," Nightmare said. "They will not harm you. I shall not allow such a thing to come to pass. If they obey me, then be assured they will not hurt you, as you are my student. If they do not obey me, then I will protect you," she said calmly.

She took a deep breath, then tilted her muzzle downward and opened her eyes. She nudged her head up and down to nod, but even as she stared at the dirt between Nightmare's forehooves, she still felt Nightmare's gaze on her. Perhaps it felt like Nightmare was disappointed, but there was still that unmistakable hint of a predator watching her, yet it did not drive her into a panic. No, more than that, she felt Nightmare's curiosity and intellect directed at her.

How was it that Nightmare had such a strong interest in her? She was Princess Celestia's student, but even then, it felt like Nightmare's interest in her was disproportionate to that. Was there something more to it? Was there something she didn't know? Had Princess Celestia lied to her another time? Had Princess Celestia not told her something important? Her mind raced with questions, but they were questions she could not ask, nor were they questions that would ever be answered.

"If you are afraid that we will be attacked by something as we journey to Hollow Shades, rest assured that will not happen," Nightmare added.

She gave another timid nod in response, but she tightened her jaw. For several seconds, they lingered like that. She didn't look up, and not once did Nightmare look away from her. But she could still feel it, a subtle growing impatience in Nightmare. Eventually, Nightmare shifted her weight. "If you are feeling better, we should continue."

She nodded. Nightmare waited a few seconds, then turned around. Yet that gaze still lingered on her. She swallowed and lifted her head up. She looked at Nightmare. She hadn't wanted to, but she still did it. Nightmare waited and watched. She took those few steps forward and to the right, shuffling back into place at her teacher's side. Even if she was still keeping her distance, it looked like it appeased her teacher.

Nightmare looked ahead, then walked on. She followed, continuing to watch her teacher for a time. Eventually, after a few minutes of walking, she managed to pull her gaze away.

For a while longer, they walked on in silence. She looked at the moon and felt a pang strike her chest as she took in that dark scar that was her mentor. Perhaps Princess Celestia was looking down at her, watching her. Maybe Princess Celestia was trying to escape, and maybe she'd succeed. But then, would she be able to save her from Nightmare Moon? Princess Celestia had lost when Nightmare returned. She looked away from the moon, unable to bear the thought of her mentor being banished, unable to bear the reminder in the form of the black scars dotting the moon.

She swallowed and glanced aside at the forest at both edges of the road. As she swept her gaze over the right, she found that nothing seemed to look back at her. Perhaps Nightmare Moon was right. Maybe the forest was safe, if not naturally, then because of her presence. After all, nothing was stupid enough to try to challenge Nightmare Moon. Except herself and her friends.

However, because she walked at Nightmare's right side, she couldn't see the other side of the road, nor the forest beyond it since Nightmare Moon was there, and she didn't want to risk looking in her direction. But maybe that was for the best. After all, if there was something lurking in the shadows on the other side, then Nightmare Moon was, quite literally, standing between her and whatever it was.

Hesitantly, she glanced at Nightmare's head and took in her features. With nothing else occupying her, with Nightmare not focused or distracted by her, Nightmare's expression had once again hardened into its usual predatory, intelligent coldness. That expression that she wore when dealing with the guards and anypony else, one that was so uncaring, one that made her nervous, even if it was rarely directed at her for more than a few seconds at a time. "S-so, um... wh-what are the batponies like?" she asked.

Nightmare's cold, hard expression faded at the sound of her voice, and in its place, a more equine, casual look took hold, then Nightmare turned her head and looked back at her. Her expression retained its casualness, yet it took on something of a lecturing look, perhaps even a reminiscent look as she spoke, "Their personalities can differ widely, but in general, I am certain they are not what you would expect." Nightmare raised an eyebrow and tilted her head. "Tell me, Twilight Sparkle, do the books you have read regarding batponies say anything of their personalities?"

She bit her lip and rubbed her teeth over it for a second, then shook her head. "Well, um, no... W-we really don't know much about them..." she answered.

Nightmare inclined her head as if to nod, then her lips pulled up into a smile. "Then you shall be in for a treat, Twilight Sparkle..." she said, her voice taking on a playful tone that unnerved Twilight. "And I shall not spoil it," she finished.

Still smiling, Nightmare looked back ahead, and even as Twilight continued to watch her, Nightmare's smile did not fade.

Eventually, she looked away from Nightmare and scowled. 'Why can't you just tell me!?' screamed out in her mind. But oh, no, Nightmare just had to be vague. Nightmare just had to leave her without the knowledge that she so craved. Nightmare just had to leave her unprepared for whatever the batponies were like. Were they battle-hardened soldiers, as she expected? Judging from what Nightmare said, assuming that Nightmare thought she though the batponies were battle-hardened soldiers, then they weren't. But Nightmare did not know her thoughts, so she could not be sure.

Despite her uncertainty, they walked on. She looked back behind them and found that she could not see the road where they had entered. The path they took must have curved somewhere along the way, and it must have been a gentle, imperceptible curve. Either that, or she had not noticed, which could have been the case.

Yet looking back ahead, she could see the road came to another T. The way on the left seemed to lead to the mountain range, while the path to the right then most likely led to Hollow Shades. But as she thought about it, nothing immediately came to mind as to what the path on the left would lead to. 'Maybe it leads to another batpony city?' she wondered.

But, however, she did know she wouldn't find out, at least not for a while. They continued along the road, and once they reached the path, they went to the right. Reluctantly, she looked at Nightmare. "Um... do you have any idea how long it will take us to get there..?" she ventured.

Nightmare glanced back at her. "Less than an hour. I am uncertain of an exact time beyond that, however," was her answer.

Twilight nodded, then exhaled.

"Are you still afraid?" Nightmare queried.

And of course, that question had the effect of making her tense up. It wasn't how Nightmare posed the question; she hadn't asked it in such a way to provoke fear. No, it was simply that she hadn't expected the question, and even with her guard up, it scared her. She glanced at Nightmare, who was, of course, looking back at her out of the corner of her eye. She clenched her jaw shut, and seeing Nightmare looking at her only helped reaffirm the feeling that Nightmare was watching her, the feeling of being watched by a predator.

She timidly nudged her head up and down. Nightmare's eyes jumped away from her to focus straight ahead. The feeling of being watched faded, and she felt a wave of relief. With that wave, she could relax, but she did not let her guard down, even if her guard made her no safer, nor gave her the illusion of feeling any safer.

She heard Nightmare take in a deep breath, then exhale sharply. It sent a jolt of panic down her spine, and for a moment, she stumbled. Had she fallen behind? Had she walked too quickly? Was she too far to the right that it was obvious? She swept her gaze around as quickly as she could, frantically searching for whatever it was she had down to provoke Nightmare's ire. But whatever the source, she couldn't find it. Her heart beat faster, then her blood nearly froze as Nightmare looked back at her.

She bit her lip and, with great reluctance, looked at Nightmare Moon.

"So tell me," Nightmare started, "we have not had a great deal of time to talk lately since you've been avoiding me, nor have I had time to teach you much. How are your studies progressing, and what, might I ask, are you studying?"

She felt a bolt of anxiety at that. She had been awake before, but now, she was wide awake. Spurred on by the bolt of anxiety, she felt as if she had consumed several cups of coffee, and that energy bubbled inside her, churning, twisting her heart, stomach, and gut. "W-well, um... I-I've been... r-refreshing myself on... h-history and... s-spells I already know," she stuttered.

"I see," was Nightmare's reply. Nightmare's gaze flicked away from her own and slithered over her back and sides, then Nightmare swept her eyes across the forest before looking back ahead. "Is there anything you wish to speak about, Twilight Sparkle?" she asked. "I do not mind walking in silence, but it will be some time before we arrive, and it would be a better use of my time to speak if you so desire."

Oh, that was easy. Of course there were questions she wanted to ask. She was, after all, Twilight Sparkle. However, they were questions that Nightmare Moon couldn't answer. They were questions that she needed to ask Princess Celestia. And, of course, there was no way she was going to ask about Princess Celestia, or really speak of her at all, unless coerced into doing so, when Nightmare was around. And Nightmare was always around because of that crescent moon necklace. So no, there wasn't really anything she could talk to Nightmare Moon about.

And there was also her reluctance to even begin a conversation with the psychotic alicorn. After all, if being reminded that everypony forgot about her was enough to make her snap, who was to say she wouldn't accidentally say something without realizing it and cause her to snap. And what if Nightmare didn't believe it had been an accident, but thought it had been done on purpose to provoke her?

She had no desire to see Nightmare's wrath, let alone have it directed on herself. So based on that, she clenched her jaw shut and slowly shook her head. She didn't shake her head eagerly, however. It was a slow, controlled, and forced shake. One which she hopped didn't convey her fear, even if she knew Nightmare could tell at a glance it was forced.

And just to confirm that knowledge, for a split second, she saw Nightmare's expression slip into a scowl. It sent a wave of panic through her, but Nightmare didn't follow up with anything, nor did she act on that scowl.

'I'm... maybe keeping my distance is a bigger mistake than being closer to her...' whispered in her mind.

But, at least for the time, she was relatively safe from Nightmare's wrath. She knew that it wouldn't last if she kept it up, however.


Hollow Shades certainly what she was expecting, although, in hindsight, she wasn't sure what she had been expecting. The architecture of the city was predominantly stonework, yet the city also expanded into the forest and almost melded in with the forest. In a way, it reminded her of the deer, yet the dominance of the stone buildings was such a sharp contrast to how the deer lived in hollowed-out trees. The stonework was so sharp and unnatural in comparison to how natural and organic the deer's homes were. Everywhere she looked she saw batponies staring at them, or more specifically, at Nightmare Moon. Their gazes were sharp and reverential, yet there was no way for her to miss the hesitance that accompanied the respect, as if they were uncertain it was who they thought it was.

They were also so incredibly hesitant to approach. Perhaps it was out of respect, not wanting to presume on Nightmare Moon, yet she felt certain that wasn't the case. She glanced at Nightmare Moon, who continued to slowly scan the crowd. And no, the batponies weren't limited to standing around. Many of them hung from tree branches by their tails- something she was positively sure shouldn't work, as the tree branches really should have snapped, but yet, as if to mock her understanding of physics, and to reaffirm that it was their magic at work, the branches didn't snap.

She, of course, also wondered how they were able to use their tails in such a way.

But that was only one of the mysteries that now plagued her, eating at her mind for answers. They had nearly stumbled into the outskirts of the city without noticing, thanks mostly to the fact that the stone architecture was well hidden by the trees- that and it blended in really well. Although there weren't many bushes, the tree canopy served to protect the buildings from sight- both from the road, and certainly from above. And it also occurred to her that they arrived much sooner than Nightmare Moon had anticipated. They weren't in Hollow Shades proper, but the outskirts were still quite populated.

The city was likely larger than she expected. But if Nightmare Moon was surprised, she didn't show it.

Turning her attention back to the inhabitants, she looked over their features, which she found quite curious. Where she expected to see fearsome-looking ponies, ponies who looked the part of soldiers, instead, she found ponies who really didn't look that different from other ponies. She found it odd that she expected them to look like soldiers. After all, she had seen them depicted in books, and the books, both surprisingly and unsurprisingly, were fairly accurate.

Their ears looked slightly larger than those of normal ponies, but what stood out most was that they were so much fluffier than other pony subspecies. The tuffs of fur stuck out in several places towards the tip and at the base. Their eyes made her shiver, as they had that same entirely predatory slit pupils, almost identical to Nightmare Moon, dragons, and felines, yet as she looked in their eyes, there wasn't even the slightest glint of the predatory nature of dragons, let alone Nightmare Moon. Instead, she found that the mares tended to look playful and curious, while the stallions seemed to fit what she expected better- their eyes seemed to be foreboding and far deeper than normal pony eyes.

Their irises were also different from other pony subspecies. There was a vast multitude of colors that normal ponies' eyes could be, but yet for the batponies present, she could only see a few colors, mostly ambers and teal-blues.

Looking down to their muzzles, she found another trait that they differed from normal ponies in, and it was a trait that, to an extent, they shared with Nightmare Moon. Sticking out from their upper jaw were two small fangs. Some of their fangs were broader, and some thinner, but none of their fangs actually looked threatening. They didn't look like the fangs of a predator; their fangs almost looked cute. It was unnerving to her that their fangs seemed cute; it was as if their fangs were designed to convince whoever saw them that they weren't a threat, despite their appearance, like it was meant to lure their prey into a false sense of security.

Like the pegasus subspecies, they had wings on their sides, but those too differed from normal pegasi. Their wings were not covered in feathers, but instead, were leathery. Their wings were like bat wings, or perhaps even dragon wings. Looking back at their bodies, she found that most of them seemed to have thicker coats and tufts of fur on their chests.

Their coat colors were also much duller than other pony subspecies. Instead of a bright assortment ranging from pinks and greens to blues and purples, she found that the batponies' coat colors seemed to have the wide range of colors that was somewhere between light grey and dark grey. Likewise, their manes and tails weren't colorful either. They were hard to see in the darkness, but the colors seemed to be predominantly shades of greyish purples. It stood out in her mind, and it occurred to her that their darker color palette meant they were harder to see in the night.

And of course, they weren't surrounded only by adults. No, there were foals too. Fillies and colts, watching them curiously. Hanging from tree branches, standing around. It was almost unnerving. And of course, how quiet everything was didn't help with how unnerving the encounter was. It was completely silent, save for the rustle of leaves in the wind, yet even that sounded subdued. There were no birds singing, nor owls hooting, nor insects chirping.

Although she had to admit, she didn't really feel in danger. The batponies certainly didn't look like the soldiers Nightmare Moon had made them out to be.

Then again, Princess Celestia didn't look like somepony who had the raw magical power to level cities, but she did.

She pursed her lips, and with that thought in mind, watched the batponies cautiously. However, even under more scrutiny, she knew for certain in her heart that batponies were still equine, just like her, even if they looked unfamiliar.

She heard Nightmare Moon inhale deeply and glanced aside at her. She half expected to see Nightmare look disappointed, yet she found that Nightmare Moon had a subdued look of glee. It was odd because the look didn't really show through into her expression. Her lips were lifted upward, but it was her eyes that gave it away. Excitement, anticipation, glee. She felt like Nightmare Moon found this to be better than she had expected.

A blur shot across the sky, silhouetted by the moon. For a brief second, she felt a surge of panic, then it faded. The silhouette's wings stood out so much with their almost sharp sweep forward and jagged back end. And the blur's descent was nearly silent, so hard to make out with the wind-blown leaves. Far quieter than a pegasus, the batpony was stealthy. As the blur grew closer, she could make out its features- a mare with sharp teal irises, yet her eyes seemed to hold the same ominous foreboding depth that the stallions did.

The mare landed in front of Nightmare Moon in one graceful, nearly silent motion. The batpony stared at Nightmare Moon. "Queen Lu-"

In an instant, the very air seemed to ripple and distort, like air rising from a fire. She felt as if a wave of ice and fire exploded out from Nightmare Moon at the same time. "Nightmare Moon," her mentor growled out so quickly to preempt the mare from continuing. She felt a surge of fear and adrenaline spurred on by the hiss of Nightmare's voice, and her body went rigid. She stared straight ahead. Nightmare didn't notice, her attention was too directed at the batpony.

The mare shut her jaw for a moment, then nodded and fell into a bow, lowering her head and bending her forelegs in respect. "My apologies, Queen Nightmare Moon," she said.

For several seconds, she remained in the bow, unmoving, until at last, Nightmare ordered, "Rise."

The batpony obeyed and stood back up. For a moment, she watched her look over Nightmare Moon, then the batpony looked back up at Nightmare's face. "You... do not look like the stories say you do," she commented.

She didn't see Nightmare's reaction, but heard a snort. "Do I have your loyalty?" was her demand.

The mare went rigid, standing at attention the same way a well-trained Royal Guard would. "Of course, my Queen!" was the batpony's fervent reply. Falling into another deep bow, the mare said, "Word of your return has already spread; we were awaiting your visit."

Yet Nightmare didn't seem impressed. She could almost feel Nightmare's scowl. "Why did you not seek me out upon my ascent?"

"It was decided it would be best to wait for you, my Queen," was the mare's response. "So that we would not interrupt anything important."

Nightmare snorted in disdain. "And force me to have to use my time to come out here!?" she hissed.

Twilight's muscles tensed up even more as that hiss cut into her ears, sending a boiling wave of anxiety lancing through her chest. She could almost feel her body bubbling with anxiety, and her legs trembled.

"My apologies, my Queen," the mare swiftly replied. But the mare did not show fear. "We- I- have no excuse."

Nightmare merely snorted. "It has been a long while since I have seen the state you are in; Tell me, are you prepared to serve your Queen?"

"Of course!" the mare shot back, sounding insulted by the notion that she, and perhaps the batponies as a whole, weren't.

For several seconds, silence lingered. Twilight could feel each throb of her heart, not only in her chest, but also in her neck. She could feel the pulses in her forehead, she could feel the pulses in her trembling legs.

"Good," Nightmare purred in an almost seductive tone. "Please escort us-" she felt Nightmare's gaze fall on her, and in that instant, a blizzard of ice flooded her whole being, "to..." Nightmare trailed off.

She swallowed. Silence drew on, seconds upon seconds ticked away, one at a time, painfully slowly. She could feel Nightmare's expression churning. Disgust, anger, bitterness, disappointment, disgust again. Finally, she felt Nightmare's expression settle into a scowl, then Nightmare looked away from her.

She nearly jumped out of her skin as she felt Nightmare's feather touch her side. She bit down on her lip and clenched her eyes shut to force back a scream. She didn't scream. She didn't squeal. She didn't cry. Her lip hurt. Her lip throbbed. She tasted blood. She released her bleeding lip and clenched her jaw shut. She felt the pressure of her bite in her teeth. She worried that her teeth would shatter, but compared to her fear of Nightmare Moon, it wasn't a worry that was even worth noting, not even in a passing thought.

She felt anxiety sweep over her body as Nightmare's feather ran up along her back, followed closely by calmness. Yet that calmness, that comfort, it only did so much. Maybe she was growing resistant to Nightmare's ability to comfort her. Maybe it was just too much for her to handle again. Everything went quiet. She couldn't hear the rustle of the leaves. She couldn't hear her own heartbeat.

Nightmare said something. She wasn't sure what she said, but she thought it was directed at the mare. She couldn't hear it, let alone focus on it. The mare rose from her bow, looking at Nightmare Moon, but when she stood up fully, her eyes glanced aside to see her. For a split second, the batpony's brow creased and her lips twitched down, then she turned back to face Nightmare Moon. As the mare turned, she saw her mouth moving. Once again, she wasn't sure what was said.

In an instant, the silence was gone. Everything came rushing back. Her lungs burned. She exhaled, then inhaled. She felt relief, then a feeling of lightness cascaded over her entire body. She felt lightheaded. She felt as light as a feather. Her head hurt. She felt tired. She felt her heart throbbing and pounding in her veins. She felt her heart pulsing in her eyes. Everything faded, gradually darkening in from the outside, until finally, it was all black. No light from the moon, no stars. No aura from Nightmare Moon's horn. Just blackness. The silence returned.

Then, it let up. Light gradually filled her eyes once again, and sound returned. She saw the batpony looking back at her, then felt Nightmare's feathers stroking her back. She exhaled forcefully, then sucked in more air.

She swallowed and blinked a few times. Reluctantly, she glanced aside at Nightmare Moon, who looked at her contemplatively. Yet there was a frown on her lips. More than that, though, she saw uncertainty in her eyes. Disappointment was there too, as if she thought, 'This runt is who I decided to call my student? She is not even worthy of the blood in her veins, let alone the title of my student!'

She looked away, suddenly feeling ashamed. Here she was, terrified, scared to death, of her own teacher. The pony who so graciously offered to teach her in the place of Princess Celestia. The very sister of Princess Celestia. Nightmare Moon had offered to teach her more than Princess Celestia would. And this was how she repaid her.

Yet it still dominated her thoughts, as she saw Nightmare's frown and disappointment in her mind's eyes, that her teacher was still so very capable of ending her life in an instant if she stepped out of line. It still rang out in her mind and in her core, that even the fact that she was Nightmare Moon's student was only because Nightmare needed her for something. And as soon as she wasn't needed, her teacher would dispose of her.

This time, however, the same fear as normal didn't come. Maybe it was Nightmare's comforting strokes of her feathers. Maybe it was exhaustion. She didn't know, but she knew that she didn't feel quite as terrified, just drained and disappointed. Ashamed.

"Please escort us to Hollow Shades. I require someplace for my student to rest- and see to it she is guarded- while you show me your readiness," Nightmare ordered.

She didn't hear anything in Nightmare's voice that spoke of imminently killing her, but at hearing that she would be guarded, she felt as if a weight pressed down upon her whole body. Her ears drifted back.

"Of course, my Queen," the mare answered. She heard the mare's hooves brush against the ground, presumably as she turned around, then she heard the telltale scraping of her hooves on the dirt road.

The mare took a few steps ahead, then stopped. She didn't hear Nightmare move, but felt Nightmare's feather stroke her back once more. And once more, that stroke brought with it a tingle of pleasure, like feeling silk running against her coat. That stroke brought with it more comfort than the strokes before it. Maybe her resistance to Nightmare's attempts to comfort her wasn't as strong as she thought.

She let out a silent sigh as she exhaled. She closed her eyes, and, for a moment, thought she would cry. But she never made it past the edge, it just didn't happen. When she opened her eyes, she reluctantly looked at the batpony mare, who was still standing there, looking back, eyes glancing between her and her teacher. And of course, she looked and saw that all of the batponies around were still staring at Nightmare Moon. Still staring at them. Still staring at her.

And she was on full display for them, all of her vulnerabilities. She claimed to have been Princess Celestia's student. She was supposed to be able to handle crowds and being the center of attention, even if she didn't like it. Yet she still felt so put on the spot by it all. Surely, the batponies were looking at their Queen, rather than her? Yet she could not put off the feeling, the anxiety, that instead, they were staring at her, seeing her for the weak, defenseless filly that she was.

Perhaps they judged her and thought she was just some servant or attendant to Nightmare Moon. Perhaps they knew she was Nightmare's student. If they knew she was Nightmare's student, did that affect how they viewed Nightmare Moon? Did they see how she acted, and think Nightmare Moon was weak because of it? After all, she was Nightmare Moon's student, and she was being a poor example.

Yet Nightmare didn't shout at her. Nightmare didn't berate her, nor attack her with magic, nor kill her. Instead, she felt Nightmare's feather brush along her back again.

She swallowed, then reluctantly turned her head to the left, then she looked up at her mentor. Nightmare Moon regarded her with her intense gaze, yet it wasn't predatory, it didn't promise her death. Instead, it was as if Nightmare Moon was pondering something, trying to figure her out. Nightmare Moon looked at her with intelligence and curiosity, or perhaps, she was the curiosity that Nightmare's intelligence was directed at. There was no scowl on her lips, nor did her expression seem as harsh as normal. But it was not exactly soft, either.

She looked away from her teacher and stared down at the ground. Eventually, her eyes settled on the dirt right in front of her hooves. Nightmare took a deep breath. She braced herself for the chastisement that would follow. Her body tensed, yet Nightmare's feather wouldn't let her stay tense. And she felt so vulnerable because of that. If Nightmare wanted to, she could abuse that oh so easily. She knew she'd never be able to recover from that.

"Come," Nightmare said. "Once we arrive in Hollow Shades proper, you shall rest," she stated.

It wasn't quite as demanding as she had expected. Perhaps, at least to an extent, Nightmare did care about her well-being. It made sense that she would. Even if her status as Nightmare's student was tenuous at best, Nightmare still had some reason to keep her around. And if that was the case, then it was in Nightmare's best interest to tend to her well-being.

Nightmare had also seemed disappointed that she was incapable of protecting herself.

But there were still certain expectations she needed to keep. If not because she was Nightmare Moon's student, then because she had been Princess Celestia's student. And she felt like she was failing most of those standards and expectations.

'Pull yourself together!' shouted out in her mind. 'How would Princess Celestia look at you if she saw you like this!' She winced.

Nightmare took a step forward, and she immediately glanced at her from the anxiety that step provoked. But she found that she could move forward alongside her without feeling like she would explode. Nightmare's feather stroked her one last time, then Nightmare folded her wing to her side.

And she wondered, 'How much longer will she do that? If ponies start thinking she's weak because of that, she won't be happy with me...'

"It would do you well, Twilight Sparkle," Nightmare's sharp voice cut through her thoughts. She bit her lip but instantly recoiled from pain. She glanced aside at Nightmare, who simply stared ahead, not looking at her. Nightmare carried herself with all the regality that befitted her, not held back by any form of weakness. "To relax," she continued. "It would not be beneficial for you to make yourself sick."

Her ears folded back at that, and she instantly knew Nightmare Moon was right. From personal experience, she knew she could worry herself sick over something. Looking back, it had been silly: she worried herself to the point of sickness over one of her tests when she was a young filly, and because of that sickness, she couldn't take the test.

But now was so, so different. How could she not be worried sick? How could she not be worried to death? There was a death sentence constantly hovering over her, no matter what Nightmare said. It was simply fact, and Nightmare had promised as such. The crescent moon necklace was practically a warrant hanging around her neck, just waiting for the right time to give the order.

She glanced back at Nightmare. Nightmare was contemplative. What was Nightmare Moon thinking? Was she weighing her options on how to best deal with her? Was she weighing the best course of action concerning her? She looked away from her mentor. 'I-I need to think about this logically,' she told herself. 'And logically, I know Nightmare Moon needs me for something- or she has some reason to keep me around. Granted, she'll kill me when I'm no longer useful or if it becomes apparent that I'm not useful...'

She caught herself before she bit her lip.

'Okay... um... She's... She treats me differently from other ponies. Why? I'm her student; she needs me for something. But... why? What does she need me for? The Elements of Harmony?' She blinked at the thought, and after a second, she scowled. 'That's absurd, she wouldn't...' She pursed her lips. 'Would she? It could explain why she didn't get rid of me and my friends? Either that or she thinks of us as trophies...'

That could have been a part of it, but she didn't feel satisfied with it. She knew that Nightmare Moon treated her differently from other ponies. Perhaps Nightmare Moon even treated her with some form of respect, despite how she was acting. Though she hadn't really tested it, Nightmare Moon had said she retained some privileges and authority.

Nightmare didn't treat her all that harshly. Especially after her outburst. Perhaps something had changed? Nightmare Moon was intelligent, and maybe Nightmare was studying her. Maybe Nightmare had reached the conclusion that she wouldn't get very far with her through the use of fear and intimidation.

A thought slammed into her, and she nearly staggered from it: 'Nightmare Moon said that she knows she can't rule solely through fear. What if she's trying to use the same principle with me? What if she's trying to adapt how she interacts with me for some reason?'

Her eyes wandered over to her teacher and she looked over her slender, powerful form. 'But why!? Why would she change how she interacts with me? Because fear wouldn't get her very far. But what does she want? She has to get something out of this!'

What did it mean? She had no answers. She couldn't hope to comprehend the thoughts of Nightmare Moon. She let out a silent sigh of defeat and looked down at the earth beneath her hooves as they walked along towards Hollow Shades.

The walk into the city was much like their arrival, which was to say that it was quiet, and everywhere they passed, batponies all paused to look at Nightmare reverentially. Word had clearly spread quickly of her arrival, far quicker than their walk. The trees and brush hiding the stone structures gradually gave way into something that looked more like an actual town, revealing more of the stonework.

The stone construction was as different from Canterlot as Ponyville was. Where Canterlot was constructed from marble, the stone the batponies used was light gray in color, and the surfaces weren't polished, nor as smooth, as Canterlot's structures. Where the moonlight struck, the light was scattered, showing off the roughness of the exterior stone. It wasn't that it was unfinished, but she knew that if she were to brush against it, it wouldn't feel silky or glossy like the marble of Canterlot, but it would be rough, like sandpaper.

Very few structures rose above a single floor, and those that did seemed to be constructed in such a way as to avoid drawing attention- it was as if the entire city was meant to remain hidden, to remain a mystery, despite what the light of day could reveal.

She shivered as a chill raced down her spine. Casting her gaze about, for the first time, she noticed that some of the batponies wore armor. And that armor, oh, it was so different from the armor of the Royal Guard. Where the Royal Guards' armor was steel painted bright gold, reminescent of the day and the light of Celestia, the batponies' armor was a cold, dull gray. There was no finish, nor paint, nor anything else adorning their armor. It was entirely function over fashion. Their armor was sharp-edged, yet sloping gracefully over their bodies. The shoulder pieces overlapped in such a way to promote flexibility without sacrificing too much protection, and the armor covering their sides and back seemed to be one plate, while their chestplate was strapped onto it.

Just looking at that armor, she felt a sense of dread. Where the Royal Guards emanated an aura of peace, stability, and protection, looking at the batponies wearing armor, she saw soldiers, rather than ponies. Gone were the almost playful looks on the mares' faces, as they had been claimed by an intense, serious, and perhaps even foreboding look. Their fangs, in contrast, still did not look predatory.

Attached to the boots of their forehooves were crescent moon-shaped blades that curved back towards the hoof, with a small section of the tip sweeping forward past the boot, forcing them to stand almost awkwardly on their forehooves. The sharp blades caught the light of the moon and reflected it in such a way that the sharp white glint seemed to imbue the metal with energy.

The foreboding looks given to her and Nightmare by the batponies consumed the very air, forcing it to press down even more than it already was. The air felt thick, and she felt that it was a struggle to continue to walk forward. Likewise, breathing in, she felt like the air was almost a soup.

"You should relax," Nightmare chastized. To her, it almost sounded like there was a hidden laugh in her voice, as if she was amused by the fear she displayed. She glanced at Nightmare, and though Nightmare didn't look at her, there was a smirk on her lips. "They are only showing off," her teacher elaborated.

She swallowed, then turned her head to the right and looked back behind her. The batponies wearing armor still looked so serious, but perhaps the ones furthest back had relaxed. But they were too far, and the lighting too dim, for her to be certain. So instead, she looked back ahead.

One of the buildings started to grow into the sky, dominating the surrounding city. From the distance she couldn't make out too many details, but it instantly reminded her of the Castle of the Two Sisters. It was clearly different and smaller, but in the back of her mind, the similarities were impossible to ignore or miss.

As they walked on, the chaotic ranks of batponies that had assembled to watch them grew more organized. Eventually, it was a virtual wall of armor-clad mares and stallions on both sides of the road they walked down, which lead directly to that central pseudo castle in the middle of the city. Looking straight ahead, the wall of shining gray seemed impervious to anything. It reminded her of the Royal Guard, and the times when she had seen them assembled in such a way. The seriousness on their faces was identical to the Royal Guards, except perhaps even more serious. It was like each of them had only one purpose in life: to serve Nightmare Moon.

And how many batponies were assembled in that wall? It grew from a single file, to two, then three ponies thick, but it did not stop at that. Where streets branched off from the road they trod, the rows of batponies stretched on further than she could see- although the closer ponies blocked her view, stopping her from seeing the true depth of the assembled batponies.

How had they assembled so quickly? Were they truly that prepared? How did they look so ready, despite how quickly they approached the center of the city? They seemed better organized than the Royal Guard. And on top of that, she was certain they outnumbered the Royal Guard, perhaps by several times over. They were also better equipped, as evidenced by their weapons.

And yet, it still stood out in her mind that all of them were batponies. Not a single one of them was a unicorn, not a single one of them could cast spells like a unicorn could. Nor did they have the same strength and resistance of an earth pony. Overwhelmingly, they could dominate the skies, yet they were not as balanced as the Royal Guard.

But it also occured to her, that from what Nightmare had said regarding them, that it made perfect sense. She had created them when faced by griffins. As such, control of the skies would have been a necessity. And as she thought about that, she shuddered. She shuddered because it occurred to her that griffins had claws, claws that, perhaps, it necessary, could be far more fatal to a pegasus than she had ever considered. After all, using those claws, perhaps they could have shredded a pegasus' wing, and that could have been a death sentence.

She had never considered that before, and the thought startled her. But she had no prior reason to consider it. She did her best to push the thought from her mind.

The pseudo castle was nowhere near as grand as a true castle was, and even with the state of disrepair the Castle of the Two Sisters was in, it still paled in comparison to it. It did not have the height that normal castles did, but it fit with the rest of the city's low profile as if it was meant to avoid attention.

"I hope this is pleasing to you, my Queen," their guide said. "We were rushed to prepare this display, but there is far more ready than this!"

"Good," was Nightmare's response. "I look forward to seeing it. I was concerned that it would be difficult to integrate you into the Guard. Outfitting so many with armor and weapons would be a challenge, but it seems you have already taken care of that."

"It wouldn't do to not be prepared, my Queen!" was the mare's response.

"However, as I said before, I am disappointed you did not come to me. I am willing to overlook this, at least for the time being," Nightmare stated.

The mare said nothing, and they continued to walk. Eventually, a group of three batponies, all wearing armor, all with those sharp, crescent moon-shaped blades on their forehooves, approached to greet them. Two stallions and a mare, with them coming in a v-shaped formation, with the mare on the left of the lead guard. "They will escort your student to where she can rest while we continue," the mare announced.

Twilight felt a slight twinge of panic race down her spine at that. After all, the three of them looked so intimidating. And they were soldiers loyal to Nightmare Moon. All her teacher had to do was give the order, and they would kill her. She swallowed. The three guards stopped, then fell into reverential bows.

"See to it that you treat my student with the same respect that you would treat me with," Nightmare hissed.

"Of course, my Queen," the lead batpony said, his voice soft and almost silky. He lifted his head up, then rose. A moment later, the other two stood up.

Nightmare turned to face her, and she once again barely avoided nibbling on her lip. For a moment, her teacher silently studied her expression. "I do not know how long I will be," she finally said. "You may rest, if you so choose. I will get you- or send a guard for you- when I have need of you."

She nodded in response, as it was the only way she could realistically respond.

Nightmare's expression slipped and softened. She almost thought she heard Nightmare let out a sigh, but that was just silly. "Try to relax. You may explore the city if you would prefer that- you are not a prisoner, after all, Twilight Sparkle. You are my student."

She felt like Nightmare put too much emphasis on the fact that she was her student. It was like Nightmare was pointing that fact out to her, and everypony else, that there were expectations associated with that. She had to represent her teacher well, and to fail to do so would bring consequences. Yet, it felt like Nightmare said it in such a way that was meant to reassure her, as if it was meant to emphasize certain benefits. She nodded, this time, much more timidly.

In an instant, Nightmare looked away from her. She stood still while Nightmare walked away, then followed the first batpony, who lead her off to the right. She lingered there for several seconds, just watching her teacher depart. Nightmare walked away with a calm, authorative, royal grace. Her mane and tail flowed calmly, like a gentle babble of a forest stream, betraying no signs of stress. Nightmare appeared to soak up the attention and reverence the batponies had for her, and as a result, she could see her radiating something because of it. It wasn't joy, but she couldn't come up with the right word for it.

Then, it occured to her that Nightmare Moon was gone. She was alone, standing there, guarded by three ponies she knew nothing about. Three soldiers, loyal to Nightmare Moon, but whose motives she did not know. While Nightmare Moon was a psychopath, and she felt terrified of the alicorn, at the very least, she was familiar with her teacher. They were not close, but she knew Nightmare Moon. These three batponies, she did not know.

Looking back at them, she felt her muscles all tense up. The same cold expression was there as before. All seriousness, no friendliness. They were soldiers first and foremost, and ponies, perhaps that wasn't even in second place. She felt dread. Perhaps they were more different from other ponies than she thought.

"If you are ready, we shall escort you to your temporary residence," came the leader's honeyed voice. Yet that voice came without a smile, nor was there any warmth in his expression.

She found herself nodding, timidly, but quickly. The three ponies gradually turned around, and then she found that they entered into a formation around her, with her at the center. The leader was still at the head but off to her right, not much further ahead of her, and the mare and other stallion flanked her. The leader looked back at her, and she gave a nod, then he looked ahead and walked on.

Likewise, she followed, as did her other two guards.

She had expected to go into the castle, but instead, she found herself being led off to the left, opposite of where Nightmare had gone. As they walked on, she saw that the organized, assembled ranks of batponies faded and dispersed. In its wake, she found herself shocked. The soldiers had appeared so serious that it made her question if they were all that way, but with those soldiers gone, she saw other ponies. Normal ponies, acting like anypony else from anywhere else. The only difference was their appearances.

Stallions and mares walked about casually, displaying the same friendliness to one another that other ponies did. Colts and fillies ran about, chasing one another. Some even flew through the sky, almost as carefree as pegasi. Ponies wore saddlebags and drifted between buildings, presumably shops, trading and or buying and selling.

The contrast was so sharp that she felt bewilderment in addition to a sense of whiplash. When she turned her attention back to her escorts, she was shocked to see that the formality was entirely erased, like it had never been there in the first place. Though she couldn't see the leader's expression, she figured it was likely the same as the other two. Almost playful.

As if to reinforce that thought, the mare to her left asked, "So, you're Queen L..." she paused to cough, and Twilight turned to face her, just in time to see unsureness whisked away, then she continued, "Queen Nightmare Moon's student. There was a rumor flying around that she took on a student, but I didn't believe it." The mare turned to face her, and she wore a playful, almost teasing smile. "Especially considering who you are, or rather were."

It occurred to her that it was the second time one of the batponies had almost said something else. She wondered how she knew not too. Surely there hadn't been enough time for word of that to spread? It left her pensive. And what was it that they were going to say, that they were so quick to stop themselves? Another name. But what name?

The batpony giggled. "Oh, relax. We're not really so brooding and serious all the time. We're still ponies."

"I know that," Twilight muttered sharply.

"So, Twilight Sparkle. I'm Midnight Edge," the mare replied.

"Um... hello," Twilight replied.

Midnight tilted her head. "You're not very social are you."

She shook her head. "No, not really. No," she answered thoughtfully.

Midnight smiled and looked back ahead with a giggle.

"Here we are," the leader announced. "Enjoy your stay. If you need anything, let us know."

Looking at the structure before her, she found that it looked like any other structure she had thus far encountered in Hollow Shades. Built of stone, neither inviting nor uninviting, nor betraying anything of what purpose it served. The leader walked to the door, then pushed it open with his forehoof.

Inside, the walls were wooden, though the floor was still stone. Mounted to the walls were torches. She scowled at the fire hazard, especially compared to candles or magelights, though knew they might not have access to better options. "What is this place?" she asked.

"An unoccupied home, owned by the city," the leader explained. He tilted his head and looked at her curiously. "Is it not to your liking?"

She shook her head. "No, it's fine, I was just curious." After she finished, the leader righted his head again and gave her something between a smile and a smirk. She shifted her weight, then walked into the house. She stepped into the doorway and looked back to see the other stallion walk around to the right side of the door, while the leader stayed on the left. Midnight waited there and watched her. For a few seconds, she watched Midnight, then walked on inside. Midnight followed behind her, then closed the door.

Without waiting for her to say anything, Midnight turned, then walked on past her. "The bedroom is this way," she said in passing.

Twilight hesitated, then followed. Midnight ducked into a doorway on the right. She lingered behind, then turned down the same hallway as Midnight, who had stopped at the end of the hallway and stood to the left of an open door. She watched Midnight for a moment, then walked down the hallway and looked inside the mentioned room.

While he home was supposidly unoccupied, she found that it was furnished. The room had a double bed, though it wasn't quite as luxorious as the one she was used to, it was still close, along with a dressor against the far stone wall. There were two windows, one above the dresser, and the other one on the wall across from the bed. The curtains to both windows were drawn shut, leaving the only light to come from the flicker of torches. Once again, she scowled.

Putting away her distaste for the torches, she walked into the bedroom and looked around. Another doorway led to a small bathroom complete with a shower- and that surprised her. Both rooms were barely decorated, and the only decoration of note was a picture on the wall across from the dresser. She looked, then stared at that picture. An alicorn stood on a rock outcropping, wings flared wide, and silhouetted by the moon. No scars nor craters adorned the moon, and it brought back those moments of terror that she had seen the moon with no Mare on the Moon scaring its features. So white, so untouched.

On the ground below the alicorn a battle was waged- ponies of all kinds, including batponies, along with deer, fought against griffins, and they were winning.

But all of this was told in such a small painting, one that she could have clutched to her chest. What details did she miss because of the poor lighting? What secrets would proper lighting reveal?

How long had she stared at that painting? She pushed her thoughts aside, and her eyes drifted down to the wooden wall below the painting. She licked her lips, then turned around and walked to the dresser. She lit her horn, then used her magic to open the curtains.

She looked out into the moonlit night, looking out across one of the city's nameless streets. Not many ponies were out, but the majority of them were foals, all running of flying along, chasing one another.

"So, is there anything you need?" came Midnight's question.

She turned her head back, and for a moment, just watched the batpony standing in the doorway. She hadn't heard her move, but then, as she thought about it, she hadn't heard much movement from the batponies. She glanced down to Midnight's armored boots and found that, despite what she first thought, Midnight lacked those blades that the rest of the soldiers had, then she looked back up at her and took a deep breath. "I don't know," she replied. She pursed her lip, then bobbed her head to the right. "I... have a lot of questions I'd like to ask."

Midnight smiled. "Well! No, we're not vampires; we eat the same things that normal ponies do-"

Twilight scowled at her. "I knew that!" she hissed. "I wasn't going to ask that." Midnight just giggled playfully. She huffed. She didn't know Midnight that well, but found that the thought occurred to her that she would probably get along with Pinkie Pie. And that thought felt so foreign to her, the idea of anypony being able to get along with that pink blur.

"So, what are you going to ask?" Midnight questioned, slowly meandering into the room in a playful manner, like she was stalking her prey for fun.

Twilight turned around to face her. "Oh, where to start..." she muttered, slowly shaking her head. "How many of you are there? Why do you keep to yourselves so much? Why did you all act so serious around Nightmare Moon? How do so many of you have armor and weapons? How well trained are all of you compared to the Royal Guard? Why are you using torches!?" she listed off.

Midnight stared at her for a moment, then blinked. "Wow," was her only comment.

She squinted at her.

Midnight inhaled then spoke, "Uh, let's see. We keep to ourselves... Uh, it's just sort of what we do. I think it tends to relate to how we're Nightmare Moon's. We've waited for her return for a thousand years, you know. So we had plenty of time to prepare for her return." She tilted her head, "Does that explain why we have the resources we have?"

She hesitated to reply. "I... suppose," she admitted. 'A thousand years to prepare... Princess Celestia would have had that same time... then... how did this happen!? How did she not stop Nightmare?' She felt anxiety at the thought. How had it all gone so wrong? Was it all her own fault?

"We're not really as serious as you saw around Nightmare Moon. Just, professionalism," Midnight continued. "Only the best for our Queen. We are trained from foalhood to be soldiers," was added as an afterthought.

And that afterthought made her gawk at Midnight. Her brow folded down in disbelief. "You can't be serious! Trained from foalhood to be soldiers!?"

Midnight frowned at her. "Yes. We are. Did Nightmare Moon not tell you of our origins?"

Twilight's frown let up. Reluctantly, she nodded. "Yes..." she answered. Perhaps Nightmare Moon had been somewhat vague, but it was still enough for her to understand. She let out a sigh, and with that sigh leaving, she felt something else leave her as well. Perhaps it was energy, or strength, or maybe her will. The thought that ponies were raised from foalhood to be soldiers ate at her mind. She looked down at the floor as her ears folded back.

"Hey, not all of us are soldiers, okay? Besides, it's a great honor, and something we choose to do! Foals may be trained, but it's not like they're forced into it. They have free will, you know," Midnight offered thoughtfully.

Twilight looked back up at her.

"Besides," Midnight said as her playful smile returned, "I know who you are. Formerly Princess Celestia's-" She felt a wave of ice wash over her, and the crescent moon necklace on her chest suddenly seemed to be infinitely cold and searingly hot at the same time. She tensed up, almost feeling Nightmare's untold, insatiable wrath, yet there was no teleport, nor were either of them killed, and Midnight continued, barely noticing how she froze up, "-prized student. She trained you from when you were a foal."

She opened her mouth to refute her, after all, being trained in magic by Princess Celestia was far different from being trained to be a soldier, but as if sensing her thoughts and to preempt her, Midnight added in a sweet, singsong voice, "That's not really that different from us, you know."

She closed her mouth, then huffed. "It is different!" she retorted. How could Midnight not see just how different it was!? She was trained in magic, but not to be a soldier! While they trained their foals to be soldiers! "I wasn't trained to kill!" she defended.

Midnight blanked, then stared at her with an almost empty expression. After a second, Midnight's ears drifted back, and her lips twitched down. "We don't train them to kill," was her soft response.

Twilight felt her anger melt at that. This batpony seemed almost as manipulative as Nightmare Moon was with her feathers. "Then what do you train them to do?"

Midnight brightened back up at that, though her smile did not entirely recover. "They learn how to fly well so that they can evade danger and chase targets. Basically stuff like that, so that they can escape danger or catch their enemies. Really, it's not that different from pegasi using air tag. And it's not that different from pegasi foals playing together."

She wasn't convinced, but then, she also knew that it might have been pointless to argue with Midnight about this. So, she did the logical, sensible thing, and just let it go. 'Maybe I'm not completely insane yet!' was her hope.

"We're probably trained as well if not better than the Royal Guard. We also live longer than the other pony subspecies, so there's that too," Midnight continued. "And the torches?" she asked. Twilight saw Midnight's expression blank. After a few seconds, Midnight inhaled and tilted her head. "You know, I'm not actually sure about that..."

Twilight squinted at her. "Oh, really?" was her retort.

Midnight pulled her head back and frowned. "Hey! No need to be rude."

Twilight huffed and turned away. "Sorry, I'm just... stressed."

"That probably comes with the territory," Midnight commented. "L- Mm, Nightmare Moon never had a student before, you know. Nor did she really teach anypony. At least not from what I remember learning. So you're lucky!"

She felt a spark of anger in her chest at that, and in response, her head whipped around to face her. "Lucky!?" she shrieked. "Do you have any idea how stressful this is!?"

Midnight shied back from her, stepping back with her left hind hoof, and her ears folded back.

She wanted to charge at Midnight and scream at her. She wanted to run away and cry. Her legs trembled, and she sucked in her breaths, and likewise, forced the air from her lungs in response to her will and need. And then, she felt bad. She felt bitter still, and she still felt anger, but it was subdued. Here she was, acting like a foal throwing a tantrum, taking it out on somepony she just met, somepony who did nothing to deserve it.

She felt ashamed and looked away from her. She studied the wall to avoid looking at Midnight. She knew in her heart and mind that she needed to apologize. She knew that Princess Celestia would be disappointed in her if she didn't apologize. But what did that matter? Princess Celestia would already be disappointed if she found out about her reaction. Princess Celestia was probably disappointed with her already.

But what did that even matter, either? Princess Celestia was gone. And all she had now was Queen Nightmare Moon. The edges of her eyes burned, so she closed them. Warmth rolled down her cheeks, despite trying to force it back.

"Are you okay?" Midnight asked.

She nearly jumped out of her skin, as Midnight's voice sounded so close. Her eyes shot open and turned left, and she found that Midnight was just a step away from her. She felt a lance of fear from Midnight's silent approach, but that lance was more like a toothpick, if even that, compared to what her teacher evoked. Her first thought was to lie to her, but doing that still felt so wrong. Maybe she had only just met Midnight, but there was no reason to lie to her, was there? Besides, lying was morally wrong.

And Applejack would chastise her for that, she knew. She felt silly when that thought occurred to her. She wasn't friends with Applejack, and yet she was friends with Applejack. Applejack was just some insane farm pony she met, yet Applejacks' opinion somehow mattered to her.

Her lips lifted up into a smile. "No," was her bleary, croaked answer. "No..." her voice cracked as she tried to say 'I'm', and so it was silent, "not."

And for whatever reason, Midnight took it upon herself to step forward, then pull her into a hug. She didn't resist it, even if it wasn't something she wanted. Or rather, she didn't want it from Midnight. She wanted it from Princess Celestia, or even Spike, or her brother, or Cadance. But none of them were there. She leaned into Midnight's hug, even if it wasn't comfortable. The cold steel of Midnight's armor separated her from the closness that a hug was meant to have, and that coldness seeped into her coat, then into her skin and body. That steel, though only so thick, felt like an infinite chasm that could not be crossed, leaving her to feel so, so isolated.

Midnight squeezed her, and the cold pressed that much closer to her body. She didn't continue to cry, even with as much as she needed to. It just didn't come. Midnight wasn't the pony for her to cry on her shoulder.

All too soon, and yet not soon enough, Midnight let up on the hug. She hesitated for a few seconds, then pulled away.

"Why?" was Midnight's concerned question.

She just shook her head. How could she do anything but shake her head? There was no way for Midnight to understand what she had been through. There was no way for her to cry her heart out to Midnight. She did not know Midnight, and Midnight did not know her. And as the icing on top of the cake, Nightmare Moon was still right there with her, so close, listening to her every word, no matter how far away she was.

And Nightmare had heard her outburst about how stressful it was to be her student. It was the truth, but she felt fear and anxiety at realizing Nightmare would know how she thought about it. But she also felt shame, as if saying that somehow made her a disappointment to Princess Celestia.

There was nothing that she could say to Midnight. Everything had been thrown upside down.

"If you want to talk, I'll listen," was Midnight's soft offer.

She shook her head again, then turned her head and pointed her muzzle down at the necklace, jerking her head slightly. Midnight looked down at the necklace and regarded it with curiosity, looking at it as if it was a work of art worthy to be praised, rather than the chains and shackles of bondage that it was. And yet, when Midnight looked back up, she thought she could see some glimpse of understanding there.

And a part of her was afraid that she saw that. After all, Midnight was still a soldier loyal to Nightmare Moon above all else. And perhaps by conveying what she had, Midnight would think she wasn't loyal to Nightmare Moon. And then, word could reach Nightmare Moon, and that would be the end of it. She felt fear and anxiety, but Midnight didn't attack her, nor shout at her. Nor did she show the kind of understanding she hoped for.

"Do you want me to get you anything?" Midnight offered. She shook her head. "Do you want me to leave you alone?"

She had no answer for that. A part of her wanted to be alone, but another part of her was terrified of being alone. She shook her head curtly.

Maybe she had simply reached her limits again, and maybe Nightmare was right. Maybe she did need to rest. She clenched her jaw and stared at the bed.

Midnight must have seen her looking at the bed, because she turned to stand beside her and said, "Here," in a soft voice to try to coax her into bed.

She resisted at first, but after a moment, she was surprised to feel Midnight's wing over her back. She turned to look at Midnight, not sure of what she would find, but not really caring what she would see one way or another. She felt numb. Midnight looked back at her with a soft, compassionate smile, one that tried to comfort her, yet seemed to just reflect off of her coat, unable to penetrate to where it needed to go.

She glanced back at Mightnight's leathery wing. It felt different. She wasn't sure how to describe it. The extent of her knowledge with how wings felt was from Cadance, Princess Celestia, and Nightmare Moon- all three of whom were alicorns, and had feathered wings like pegasi. Midnight in contrast had no feathers, just skin. Her wings weren't even protected by fur, like the leading edge of pegasi and alicorn wings. Her wing was a dark, deep blackish-purple.

Her skin felt stiff and strong, yet also pliable, like it would be hard to cut or otherwise damage. For some reason, she had the idea that Midnight's wing skin felt like what a dragon's scales would feel like if they were skin, or maybe even it felt like a dragon's wing skin. Her skin was thick, yet it wasn't so thick that she couldn't feel Midnight's pulse as her heart beat. Unlike alicorn wings- and presumable pegasi wings- without fur or feathers to prevent direct skin contact, she could feel just how warm Midnight was, even despite the chill to the air. It took only a few seconds for that warmth to seep into her coat.

"I think you should lay down and try to relax," Midnight said. "I can leave if you want-"

"Please don't leave," she replied. She looked back at the bed, studying the plain bedsheets and pillows. She swallowed and licked her lips, then glanced back at Midnight to say, "Just... I don't want to be alone right now."

Midnight gave her a silent nod, then unassumingly coaxed her forward. She didn't fight it, and made her way over to the bed. She lit her horn and pulled the covers back, then climbed into bed. Even as she laid down on the cool fabric, she could feel the lingering warmth from Midnight's wing, yet it wasn't enough to melt through her fears. She pulled the blankets back over herself and watched Midnight silently walk around the end of the bed, then stand just inside the doorway. "I'll stand outside," she said as she passed through the open doorway, leaving the door open.

Twilight swallowed, then glanced at the torch. With a slight application of magic, she whisked the flame out of existence, dropping the room into darkness. She could see a flickering light drifting into the room from the hallway, but on the floor, she could see the barest outline of Midnight's shadow.

She ignored it and rolled her head back over and stared at the curtains of the window across from the bed. She let herself relax, and as the tension that felt permanently imprinted on her muscles faded, she felt exhausted. Her eyes felt dry and heavy, and the numbness crept outward, like it was planning to consume her entire body.

But she didn't sleep. Nightmare Moon would inevitably show up. It was only a matter of time. The fear that she would hear the crack of Nightmare's magic the second she closed her eyes prevented her from closing her eyes.

But it was all too much for her, and she couldn't keep herself from drifting off to sleep in the silence, despite her fear.