The Night's Stars

by SC_Orion


Field Experience and Book Smarts

Twilight's legs and lungs burned. Her chest ached, and a few scratches on her cheeks stung. She could barely hear her own thoughts over her panting, the constant cracking and snapping of twigs and leaves under her hooves, and the rustling of underbrush as she ran ahead.

Closing in on another bush, she risked lighting her horn to push as many of the branches out of her way as she could. The branches cut at her hooves and legs, making her bite on her lip for just a moment. 'If I trip, I'll hurt myself worse,' made her let go of her lip. She let her aura disperse, and with her horn dimmed, the darkness returned to envelop the forest.

She slowed to a stop, still panting, her legs and lungs still burning. She stood as still as she could, she tried to breathe as quietly as she could, but it made her vision blur. Methodically, she nudged her head left and right, swiveling her ears in every direction. Nightmare Moon couldn't catch her if she knew her teacher was coming.

She hoped.

Stupid as it was. The knowledge, 'Of course, if Nightmare Moon wants to catch me there's not much I can do,' left her demoralized. Why did they have to do this!? Sparring was one thing. It was halfway okay compared to this! But having her try to escape so that Nightmare Moon could 'hunt' her?!

'Are you insane!?' she had wanted to shriek. Needless to say, she had kept that to herself when voicing her concerns. There was just so much wrong with this! Nightmare Moon expected her to evade her for an unspecified amount of time, and in truth, Nightmare Moon was probably just playing with her! Nightmare Moon could probably end it whenever she wanted. And Nightmare Moon still expected her to be able to see and navigate a forest at night. Sure, the moon was out! That didn't make any difference!

It was rigged against her. Nightmare Moon had more or less admitted that. "It's not about winning, rather, evade me as long as you can," she had said.

She let out a quiet groan and tossed her head to the left. 'I just want to lay down and be done with this!' But Nightmare Moon wouldn't have that. Or at the very least, Nightmare Moon would be disappointed at her for giving up. And just giving up, as great as it sounded, would be turning her back on Nightmare Moon teaching her.

She grimaced as she looked left and right. She didn't see Nightmare Moon where she looked. Not that it mattered. Nightmare Moon blended in well, and if her teacher wanted, well, invisibility spells were well within her grasp.

She sucked in a deep breath and tilted her head back to look up. She couldn't make out the sky for the tree canopy, but some beams of moonlight managed to break through the leaves and branches, streaming in at wide angles. Lowering her head, she told herself, 'Okay, focus.'

Focusing would help, but only so much.

'Why does it seem like you're trying to turn me into a soldier!?' distracted her, and she winced. Well, maybe not a soldier, but it sure seemed like it. Nightmare Moon's lessons were much more active than Princess Celestia's.

'Maybe she's trying to mold me after herself?' whispered in her mind.

She shivered. The night's chill was made all the worse by having stopped moving. Running kept her warm, but also made her sweat, and thus, stopping meant she'd get cold. Her lips pulled into another wince.

She lifted her forehoof and took a step forward. Leaves and twigs crunched underneath her hoof. In an otherwise silent forest. The animals, birds, and insects were all silent because Nightmare Moon was there, and there she was, making all sorts of noise.

She held back a groan and clenched her eyes shut. 'Why didn't I realize that earlier?' Mentally kicking herself, she lit her horn and cast a quick spell to silence her steps. As soon as she finished casting, she let her magic go. Having her horn lit only told Nightmare Moon where she was.

And she was being stalked. She could feel it: not quite predatory as it had been before, and far more amused. A shiver trickled down her spine.

She winced, then held herself still, only moving her ears, listening into the silent night-

A chime of magic came from her left. Her wince faded; she swiveled to the left. A bolt of dark blue magic sizzled passed where she stood. As much as she wanted to look and see what happened to it, she had made that mistake enough times to know better.

And sure enough, Nightmare stood about twenty steps away from her, her body obscured by brush and a tree, in complete darkness, save for the glow of her horn. Her cyan armor glistened, reflecting the aura of her horn. She could see enough. She aimed and fired off a spell back at Nightmare.

The glow of Nightmare's horn blinked out, and in the darkness, her teacher disappeared. She held her breath and listened, only to hear silence.

A shadow darted by at her left. She stepped right and turned. No spell came. Anxiety welled up inside her. Nightmare Moon could be anywhere! Behind her, above her, right beside her, and she wouldn't know until it was too late! She couldn't outrun her. She couldn't outfight her. She couldn't trick her.

It was just a matter of time.

She ran forward as fast as she could, passing through brush and shrubs with barely any sound, yet the branches scraping her sides stung. She danced between breaks in the canopy that let moonlight touch the ground, keeping to the shadows as best she could. She jumped over fallen branches and roots so she wouldn't trip again. She kept her horn unlit as she ran, listening to her instincts that told her to run! faster.

Her left forehoof caught on an unburied root. She hit the ground. Twigs, nuts, and small pebbles cut into her chest and body as she slid across the rough ground. Her leg hurt. Her chest hurt. Her body hurt. She held in a groan of pain, and once she stopped moving, pressed her head to the ground.

'Maybe if I just lay here like this, she won't find me for a while? Maybe if she does find me we can stop!'

She knew better than that. Unless she was seriously injured, in which case they would stop. She slowly sucked in a deep breath and lifted her head from the ground. Carefully craning her head left and right, she scanned her surroundings. She didn't see Nightmare Moon. That didn't mean anything.

She tested each of her hooves, experimenting to make sure none of them were injured. While her left forehoof hurt the worst, it was 'tolerable.' She carefully pushed herself up into a standing position, waited and listened for a few seconds, then stepped forward. Her left forehoof ached as she put weight on it, and her shoulder wasn't happy about it either, but she could still keep going.

She glanced down at her chest and swept debris off her coat with her left forehoof, then forced herself ahead.

Nightmare Moon stepped out in front of her, turned to face her, smiling. Her teacher's horn lit.

And there wasn't anything she could do. She might be able to sidestep the first spell, but the next spell or the spell after that would land. She might be able to shield herself, but that would give Nightmare Moon an excuse to hammer away at her shield until it popped, and then she'd feel even worse. She might be able to stop herself before running into Nightmare Moon, but her legs wouldn't like that, and of course, the spell would still land.

So she did something stupid, something she knew Rainbow Dash would approve of. She pushed herself faster and ran straight at Nightmare Moon. Her heart nearly froze in fear. Nightmare lowered her horn. She pointed her horn at Nightmare's chest. Lit her horn.

Nightmare fired first.

She teleported. The spell never landed. She risked a glance back, just long enough to see Nightmare Moon whip around and aim again.

The next spell came. She threw herself to the right and rolled. Her side protested the impact and she let out a grunt, coming to a stop against a fallen log.

No time to waste, she scrambled back to her hooves. Her body shook and trembled, and she felt sickeningly hot. Another spell from Nightmare's horn. She teleported again. Reappearing, she nearly collapsed to the ground.

Nightmare turned to face her again, oh so casually, mocking Twilight with how little she could do to escape now.

Twilight scowled and grimaced. Her horn flickered and sparked. She might be able to dodge the next spell. It would hurt, but it might be doable. Letting the spell hit might be preferable. Getting it over with, and an end to the torment her body suffered, a chance to rest.

Nightmare fired a spell. She threw herself to the right. Right into the path of Nightmare's next spell.

"Predictable," Nightmare chastized.

There wasn't time to react. She clenched her eyes, felt her magic surge for a moment, then heard a crack and saw a white flash. She didn't want to open her eyes but had no choice. Darkness. Nightmare Moon wasn't in front of her. She had teleported. "Hah!" she cried out happily.

"Is that all?" Nightmare Moon asked from behind her.

Twilight cringed. For a few seconds, she stood still, expecting the next spell and halfway welcoming it. It didn't happen. She forced herself to look back behind her. Nightmare regarded her with a tilted her, horn angled to the sky but still lit. "Um... hi."

Nightmare quirked an eyebrow.

Twilight spun around to face her and stepped back. Nightmare aimed and fired a spell. She fired back. Their spells collided and destroyed each other in a flash of pink-blue light. Nightmare fired again, and again, and again.

She couldn't match it. She fired a spell and jumped. The next spells destroyed each other, and the following spells washed over the ground.

"You're getting better," Nightmare commented, a hint of pride seeping into her voice.

Twilight smiled. 'For Nightmare Moon to say that!' Of course, it wasn't over yet. She forced herself back onto her hooves. Every part of her body protested the movement. She felt sluggish. "I'm... going to.... regret this... tomorrow..." she panted out.

Nightmare faced her again and fired a spell, giving Twilight no time to react.

So Twilight threw herself forward. The spell barely missed; she felt the ripple of air in the spells wake against her fur. She landed with Nightmare Moon's boots right in front of her face. She looked up. Nightmare looked down at her.

"So... I think... this is... over..." she mumbled.

"Yes," Nightmare agreed. Rather than casting a spell, her teacher lifted her right forehoof, then set it on her back, gently pressing down.

And yes, it was over. She wasn't getting out of that now. She inhaled as deeply as she could, then let her head go limp, letting out a groan.

"Fifteen minutes... I believe that is a new record for you," Nightmare mused idly.

Twilight huffed. 'If that can be considered a record.'

"It is an improvement," Nightmare Moon pointed out all-too-happily.

"So you... say," she retorted.

"Come now, Twilight, you have-"

Twilight lifted her head back up to face Nightmare Moon. Her world spun around her, and her head felt light. "You could have... won... tend minutes... ago."

Nightmare's smile faded, and she broke eye contact. "You are correct."

"Why?" Twilight asked.

Nightmare looked back down at her. "To push you to do better."

Twilight let her head hit the ground again.

"You were spent, yet you had a surge of magic," Nightmare commented.

Twilight frowned. The memory felt fuzzy; it had happened so fast. "I... did," she mumbled.

"Perhaps your limits are further than you believe."

That wasn't a good thing to hear from her teacher. She pressed her eyes closed and cringed. Great. Just great! Next thing she'd know, Nightmare Moon was going to make her try to teleport both of them back to Canterlot or something equally as insane! She let out a long groan.

"You are tired," Nightmare acknowledged.

"Yes," she snapped. She could feel Nightmare's frown. Maybe snapping was uncalled for. "Sorry," she mumbled.

"It is fine," Nightmare dismissed.

The cold ground sapped the warmth from her wet coat, then her skin, chilling her. The night air washed over her back, making her uncomfortable cold. She shivered, and her body continued to tremble, making her burning joints ache. Nightmare's boot left a cold imprint on her body beyond the air and the ground.

As if sensing her discomfort, Nightmare lifted her forehoof from her back, then sat down on her haunches. Twilight pulled on her hooves, only to groan. Her eyes felt heavy as she opened them. Sluggish as she turned her gaze onto Nightmare's expression. Heavy as she took in the contemplative, concerned look as her teacher looked her over.

Nightmare extended her right wing, touched a feather to her cheek, then pushed. Twilight's head rolled to the right; Nightmare scrutinized her cheek.

She felt Nightmare's magic wash over the shallow cuts on her muzzle caused by unruly branches, and then Nightmare rolled her head to the left and healed the rest of the shallow cuts. Her eyes drifted closed, and she felt Nightmare's feathers brush away whatever blood had leaked out of the cuts. A few seconds without contact later, she opened her eyes halfway. "Please... tell me we're done tonight," she pleaded.

Nightmare probably nodded. Twilight couldn't force herself to look up. "We are done for tonight, yes," Nightmare affirmed.

Twilight sighed and closed her eyes.

"I will return you to Ponyville and you may rest for the remainder of the evening," Nightmare said.

Twilight murmured in agreement. A bed sounded wonderful. Maybe a nice bath first, though. Her lips curled in disgust; she was probably a mess after everything.

She heard Nightmare Moon's magic again and blearily opened her eyes. As an afterthought, she grimaced; opening her eyes when Nightmare Moon was going to cast a teleportation spell was stupid. But no flash of light came; instead, she felt Nightmare's magic envelop her body, then the ground fell away as she was carefully lifted up. "What are you..?" she managed to mumble.

"I am carrying you back," Nightmare dismissed, and with that, levitated Twilight onto her back.

Twilight lifted her head up, and for a moment, simply stared into Nightmare Moon's mane. "I can... walk," she mumbled.

"Perhaps," Nightmare said as she turned her head; Twilight's head turned to keep looking at her teacher's mane, "but do you want to?"

Twilight managed to meet Nightmare's gaze. "Not... really."

Nightmare nodded once, then turned her head back around. Twilight shifted her weight on Nightmare's back. The metal armor dug into her already sore chest, but otherwise, the warmth of her teacher's body was soothing compared to the night's chill. Twilight thought she saw Nightmare tilt her head back and glance at her, but her eyes might have been playing tricks on her.

And then Nightmare Moon teleported them back to Ponyville. When the flash subsided, the warm, golden glow of candles lit took its place. The cold was replaced with air a few degrees warmer. The fresh scents of the forest were replaced by the familiar scents of books and of ink and of paper. She smiled. 'Home,' she knew.

"Er... hi," Spike called.

Twilight lifted her head up and looked over at Spike. He sat against a wall, staring at her and Nightmare Moon, holding a book in his lap. "We're back!" she declared.

He smiled. "I can see that." He looked down at the book, then put it down beside him and stood up. "You're not hurt, right?"

Before Twilight could answer, Nightmare preempted, "She is tired. If she is hurt, I will tend to it."

Spike looked at her and nodded slowly. "Right..." was his unconvinced mumble.

Nightmare's brow twitched, but she kept silent.

"I'm fine, Spike... just... tired... and sore... and exhausted," Twilight answered.

Nightmare lingered for a moment longer, then walked towards the stairs.

"Can I get you anything? Tea, maybe?" Spike offered.

"That would be nice," Twilight answered, smiling. "Thanks Spike!"

Spike smiled back. "I'll have it ready in just a minute!" And with that, he jumped to his claws and scurried off into the kitchen.

Nightmare stepped up the first stair. "You treasure him," she noted.

Twilight turned her head back to look at Nightmare's head, only for her eyes to drift back to her teacher's mane. "Yeah..." she answered.

Nightmare glanced back at her. "You... hatched him. You share a bond with him."

She nodded.

Nightmare turned her head back to face her as she ascended the stairs. "What is he to you? Family? A brother? A son?"

Twilight blinked, her face suddenly feeling frigid. "Um..." was all she could think to say. 'What?' her mind grasped. And for several seconds, she had no answer.

Nightmare's eyes flicked to the wooden stairs, then lifted back up. "I see." Her teacher looked back ahead. "You have not given it thought."

And Twilight's lips twisted down in agony. Her ears pinned back against her mane. "I'm a terrible pony..."

Nightmare looked back at her. "You are not," was her impatient declaration. Twilight frowned at her. "Ponies..." and Nightmare Moon trailed off, looking away from her. Twilight thought she saw a ghost of realization crossing Nightmare Moon's face. "Ponies make mistakes..." Nightmare finally finished. "I am not perfect. You are not perfect."

Twilight was silent until Nightmare walked into the loft. "I guess... he's like a little brother to me."

"I see..." Nightmare said. Her teacher stopped before the bed, then sat down on her haunches.

Twilight slid off Nightmare's back and landed on the floor. Nightmare looked back at her. Twilight smiled sheepishly, slid back, then stood up. With no small amount of groaning in discomfort as her body protested even the slightest movement.

Nightmare frowned pointedly, and then she felt her teacher's magic wash over her body, almost massaging away each and every little pain and ache. And it felt wonderful. She slumped, nearly collapsing to the floor. "Thank you..." she mumbled.

Nightmare nodded. "I shall... leave you to Spike and Midnight's care. I must return to Canterlot. Expanding the rail system is..." her teacher bobbed her head, searching for the right word. "The logistics are more challenging than I had anticipated."

"I... might be able to help with that," Twilight offered.

Nightmare hesitated for a moment, then inclined her head. "Perhaps." A pause, and then Nightmare quickly specified, "But another time. Rest."

Twilight nodded and clambered over to her bed, then practically threw herself on it. And it felt wonderful. She pressed her head into the bed and let out a soft groan.

There was a crack of a teleport spell before anything else could be said. Twilight raised her head off the bed and looked behind her. Sure enough, Nightmare Moon was gone. She held back a sigh and pulled herself up onto her bed. As she turned around to face the door, her eyes fell on her chest. Her fur was matted by sweat, smeared with dirt, and some of the forest's debris was still there. She grimaced.

No necklace.

Spike walked in through the open door, carrying a tray with a teapot and a teacup in his claws. She smiled at him as he walked to the bed. Once he came to a stop, she channeled her magic into her horn. Her aura flickered and sparked for a few seconds, then stabilized. She lifted the teacup, brought it to her lips, blew air across the liquid's surface, and then took a small sip. Chamomile. Her smile grew. 'I'm going to sleep well tonight.'

"She really made you work tonight, huh?" Spike offered. He set the tray down on the bed at Twilight's left, then climbed up and sat at her right.

Twilight nodded, then took another drink of the tea. The warmth rolled down her throat as she swallowed, and she felt content. "Yeah," she answered.

Midnight appeared in the doorway. "Finally back?"

Twilight turned to look at her and nodded. "For tonight."

"For tonight," Spike echoed.

She turned back at him. He looked at the floor. 'He's my little brother... I need to pay more attention to him, not pawn him off on Midnight!' Even if Spike was okay with that. She wrapped her right foreleg around him and pulled him to her side. He looked at her and smiled as he returned the hug. "I know you worry about me but... I'll be fine," she said, then leaned down to nuzzle his forehead.

"It's just hard," Spike replied. "I..." he trailed off and squinted, pulling out of the hug and leveling her with a squint. "You need a bath, Twilight."

"Yep," Midnight agreed. "I can smell you from here!"

Twilight shot Midnight a glare. The batpony smiled playfully. She let the glare fade and shook her head. "Right. Yes. A bath would be nice," she agreed, then slid off the bed. She drank the rest of her cup of tea, then made her way to the bathroom. She looked back at Spike and Midnight before closing the door, and they shared a conspiratorial look before they realized she was watching them.

She squinted. Midnight smiled innocently.


Coat cleaned and dried, Twilight walked out of the bathroom, leaving behind the agonizing memories of sparring with and then running from Nightmare Moon. Looking around her bedroom, she found Spike had wandered off, but Midnight lingered behind, nibbling on the edge of an apple core from the doorway.

And of course, nopony else was there. Nightmare Moon was nowhere to be seen. She looked left again, then turned back to Midnight. Meeting the batpony's gaze, she simply said, "Tell me about Luna."

For a moment, her guard's carefree expression slipped. Not quite surprise. For another moment, Midnight just watched her, then she pushed herself away from the door frame. "Luna," Midnight echoed.

Twilight turned to face her. "Princess Luna," she emphasized.

Without missing a beat, Midnight tilted her head and asked, "What do you want to know about her?"

And Twilight bristled where she stood. Such an opportunity! And yet that question. "I don't know! I don't know who Luna was or what she was like! I can't ask questions if I don't know what questions to ask!"

Midnight frowned a bit but nodded. "Well..." and trailing off, Midnight's carefree smile returned. "How about a bedtime story, then?"

Twilight squinted at her. "The moon is still out."

Midnight smiled sweetly, dipping her tongue out between her fangs. "That doesn't mean you can't go to sleep already."

Groaning, Twilight threw back her head and walked over to her bed. "Just tell me about Luna." As she climbed into her bed, she heard Midnight inhale, then heard something land in a wastebasket. When she looked back at Midnight before rolling onto her back, the mare no longer had the remnants of an apple in her hoof.

Midnight calmly strolled over to her, then stopped beside the bed. "Princess Luna..." she began. For a moment, Midnight paused and studied Twilight, then looked out the window. "Well, I'm not sure where to start. You already know she's Princess Celestia's sister."

"What was she like?" Twilight prompted. "Before." Nothing else needed to be specified.

Midnight glanced at her and briefly frowned. Her gaze went back to the window, back to the night sky. "Princess Luna... younger sister to Princess Celestia..." Midnight inhaled and nodded. "She was Equestria's guardian, her protector. Equestria's enemies knew her and feared her. She was the warrior-princess. But... she was still just a pony." Midnight looked Twilight in the eye. "Like you or me."

Twilight nodded.

"She-" Midnight looked back at the sky, "-had emotions like anypony else. She was loyal and honest, albeit blunt, and for a time, joyful. I think you would have liked her. Princess Luna was... excitable, but..." a grimace strangled Midnight's features. "That was another lifetime ago. Defending Equestria took its toll on her, while Princess Celestia was left to rule..." Midnight paused to bob her head to the right, "Make most of the decisions. Luna was blunt."

"Nightmare Moon is blunt," Twilight pointed out.

Midnight shrugged. "Luna wasn't as cold as Nightmare Moon is. Princess Luna was compassionate and caring. There are tales of her wrath when Equestria's enemies provoked her with..." Midnight squirmed, her wings rubbing against her sides, "Well, you don't want to know. But it really hurt her. And then despite all she did for Equestria, ponies didn't care for her. And... she felt betrayed. She was loyal, and they betrayed her. She was honest, and... Equestria lied to her. She was happy, and they strangled her joy." Midnight shook her head. "Luna guarded ponies dreams. She tried to protect them from nightmares, but since she was always there when there were nightmares..."

Twilight frowned. "What?"

Midnight looked at her. "Ponies were able to convince other ponies that Princess Luna caused their nightmares."

Twilight sat up. "That doesn't make any sense!"

Midnight frowned and shook her head. "You have to remember that ponies already hated Luna."

Twilight's ears fell. "But... why!? Why would they hate her and, and how did they associate her with nightmares!?"

"Because she tried to stop their nightmares," Midnight answered. A moment passed and Midnight winced. "Right. You wouldn't know that. Princess Luna could visit ponies' dreams."

'Nightmare Moon visited my dream! She stopped the nightmare about Discord.' That had to be why it didn't feel right! But then why had Nightmare Moon looked afraid?

Nightmare Moon had visited her dream. Had it been the only time? What else had Nightmare Moon seen!? The room felt colder.

Midnight's brow creased.

Twilight licked her lips. "But Equestria isn't like that now!" she defended. "If Nightmare Moon gave ponies a chance..."

Midnight took a deep breath, then reluctantly nodded. "Yeah..."

"She's not happy," Twilight stated.

Midnight nodded in agreement. "She isn't."

Taking a risk, Twilight ventured, "She needs to forgive Princess Celestia."

And Midnight agreed. "She does."

They watched each other for a few seconds in silence. "Is that why you didn't tell her about, well... Rainbow suggesting we use the Elements of Harmony on her?"

Midnight shifted her weight on her hooves. "Among other reasons. She probably expects that much from Rainbow Dash, anyway."

Twilight frowned. "Really?"

"Nightmare Moon doesn't like Rainbow Dash," Midnight stated.

"I gathered that much," Twilight mumbled.

Midnight smiled a bit. "You make her happy. She's glad to have a friend, and... I see a bit more of Princess Luna in her now than when she showed up in Hollow Shades."

Twilight wasn't sure what to make of that, because that meant maybe there was a chance for something. But another thing latched onto her mind. She squinted at Midnight. "You say that like you were alive when Princess Luna was around."

Midnight gaped at her. "Whaaat? No! I'm not that old, silly!"

Twilight raised an eyebrow. "You still haven't told me how old you are," she pointed out.

Midnight smiled. "Mhm."

Twilight inhaled, then exhaled. "And you're not going to," she summarized.

"Nope!" Midnight agreed.

Twilight groaned. "Right. Well... what did Princess Luna look like?"

Midnight nodded casually. "Shorter than Nightmare Moon," was her first answer. "Her coat was midnight blue, and her mane and tail were more, uh, stable? Yeah, I think that's the word I want to use. Less boily."

Twilight blinked. "Boily?"

Midnight shrugged. "Nightmare Moon's mane isn't as beautiful as Princess Luna's was."

"Again," Twilight pointed out flatly, "you say that like you've seen Princess Luna."

Midnight shrugged. "We have portraits of Princess Luna."

And Twilight perked right up. "What!? You do!?" she pleaded. Oh! If that was the case then, then she had to see it! Something that only batponies, Nightmare Moon, and Princess Celestia knew! She felt giddy.

"Mhm," Midnight agreed, smiling happily. "Back in Hollow Shades. And, well, probably other batpony cities, too. If you go back to Hollow Shades, I can show you sometime!"

A trip to Hollow Shades was definitely in their future. "I'd love to see what Princess Luna looked like." Her smile faded. "Wait... how did you know Nightmare Moon was Princess Luna when she showed up?"

Midnight winced. "We know about... what happened," was her guard's reluctant answer. "When she turned into Nightmare Moon. We saw what she looked like... we have portraits of that too."

Twilight frowned and nodded carefully. "Right..." she mumbled. "Uh, what else can you tell me?"

Midnight smiled sadly. "I don't know... you really should ask Nightmare Moon about this instead of me." Perhaps too quickly, Midnight pulled away from the bed. "Well, goodnight, Twilight."

"Night..." Twilight mumbled, watching Midnight leave. She turned back to the tray on the bed and took her teacup again, refilled it, and sipped on the tea.

It wasn't as warm now.


When Twilight awoke an hour before moonrise, she couldn't remember any nightmares or dreams. She had laid in bed for a while before eventually, inevitably, falling asleep. As she laid under the blankets, cradled in their warmth, she wondered, 'Did you visit my dreams last night, and is that why I don't remember them?'

Was Nightmare Moon mad at her?

She didn't know. She wouldn't know unless she asked. She rolled her head to the left and scrutinized the room. In the dark, moonless night, she couldn't make out much of anything. No glows pierced the darkness. No feeling of being watched. She rolled her head to the right and looked out the window. Tiny pinpricks of light dotted the sky: some were clear, and others were hazy halos of light.

She pushed herself up into a sitting position, let the blankets fall away, and lit her horn. The pinkish light her horn gave off was enough to determine Nightmare Moon wasn't there.

She couldn't ask until she saw Nightmare Moon again. And there were a lot of questions she needed to ask.

She sighed softly, and the sigh turned into a yawn. She shook her head to try and banish the lingering exhaustion, then slumped forward and laid on her stomach. For a few seconds, she laid there, enjoying the musical chime of her magic. As her eyes wandered around the room, she considered reactivating the magelight. Before she did, however, she pulled herself to the end of the bed and looked over at Spike's basket.

He was still asleep. She didn't cast the spell.

She rested her head, letting it hang over the end of the bed, and watched Spike for several seconds. Curled up as he was in his basket, under the blanket, he looked peaceful. Free from worries. Free from doubts. Free from fears. And just as soon as he woke up, at least some of those would come back. "I'm sorry I worry you so much, Spike," she whispered to the night.

But there wasn't much she could do about that, other than be there for him and stay safe. 'How can I convince you all that Nightmare Moon isn't evil?' she wondered. The thought only brought her to grimace, brought her ears to pin back against her mane.

'Maybe,' she wondered, 'the answer is time.' Given enough time, they would see and hopefully realize Nightmare Moon wasn't evil.

Or was she just deluding herself? She scowled. 'No. You're not evil. You've done bad things but you're not evil.'

After all, good ponies could do bad things. Princess Celestia was a good pony, and Princess Celestia had done bad things.

She sighed and lifted her head up, then slid off the bed. Her hooves quietly clicked against the wooden floor, but Spike didn't stir. Cautious not to wake him, she walked to the door, opened it with her magic, then stepped out and walked down the stairs to the library.

With only the light of her horn, shadows danced across the walls as she moved. But there was nothing there to get her. Glancing back at the top of the stairs, she closed the door, then powered up a magelight. The steady, soft, magical glow gave ample light for her to reaffirm what she already knew.

She inhaled and walked over to the bookshelves, then circled around the room, letting her eyes wander over each spine, reading the titles. Completing the circle, she opened the door to the basement and descended into the darkness, led by the glow of her magic. At the bottom step, she powered up another magelight, then looked around the room.

With as early as it was, and since Spike was asleep, she had time to come down here and study without disturbing him. She walked over to the chair and desk, sat down, and levitated over one of the books Nightmare Moon had sent her. She took a moment to center it in front of her, then opened the cover to read.

Except her eyes glossed over as she read on. The text and knowledge and theories contained within didn't hold her attention like normal. No, her mind pranced away from studying in favor of wondering, 'Luna...'

Her eyes fell on her bare chest, and she grimaced. The easiest way to contact Nightmare Moon wasn't there now. It was a sign of trust, and to other ponies, a sign of her freedom. She welcomed the freedom and missed the necklace. She welcomed to show of trust and missed the connection.

But she still had other ways to contact Nightmare Moon. She bowed her head until her horn touched the wooden desk. "Spike's still asleep..." she groaned.

But! That was okay. He needed to sleep. She sucked in a deep breath as she lifted her head up. Rather than wasting time trying to study when her mind was elsewhere, she put it aside, hopped out of the chair and walked back to the library.

'Now what?' she wondered because she wasn't sure. It was too early to really do anything else. She 'could' fix breakfast for Spike, Midnight, and herself, but past experience told her that was probably a bad idea.

Grimacing, she walked to the window and looked outside. None of the buildings she could see had any lights on. Nopony roamed the street. She couldn't see any pegasi or batponies flying through the sky.

"You're-"

"Gah!" Twilight jumped around to see Midnight silently descending the stairs.

"-up early." Midnight smiled, then yawned. As the batpony yawned, her eyes drifted closed, and Twilight heard a faint, "Eee..."

Twilight frowned. "Don't scare me like that!"

Midnight casually walked over to her, stopped in front of her, then lifted her right forehoof and touched her nose. Twilight's muzzle scrunched up and her head jerked back. "You," Midnight cooed, "need to relax a little." Then Midnight giggled sweetly and set her forehoof back down.

Twilight straightened. "I am relaxed," she said matter-of-factly. "You just surprised me, since you're up so early."

In hindsight, it shouldn't have surprised her.

Midnight tilted her head. "You don't look relaxed."

Twilight huffed and turned back around. Still no other lights on, still nopony roaming the street. "I'm not sure what to do," she admitted. "I tried studying but I, uh, was distracted."

"Princess Luna?" Midnight asked.

Twilight nodded. "Yeah..." She paused and a grimace twisted her lips. "And my friends don't trust her. Well, or like her, either."

A dark figure ducked out from an alleyway between two homes. She could just barely make out a face and a horn, but with it being so dark, she couldn't tell anything else. 'I guess ponies are out now.' It was surprising, but the caution the pony displayed was definitely what she expected: hesitant to even go out onto the street, creeping out as if expecting something to pounce. Staring at her for a moment.

She felt unnerved. She frowned.

The moment passed, and the pony disappeared into the shadows. Her ears fell back as her chest ached. 'Do they distrust me that much?'

She and her friends had saved Equestria from Discord! But maybe because she was Nightmare Moon's student she still scared them. It didn't help that she didn't know many ponies in Ponyville that well, aside from her friends. She sighed. 'Two months...'

"Why don't you go ahead and eat some breakfast?" Midnight suggested. Twilight looked back at the batpony. "Maybe that'll help you figure out what to do?"

Twilight smiled weakly. "I don't know if it'll help any, but I guess it's worth trying."

"Mhm," Midnight agreed.

Twilight turned around to face Midnight. "I don't suppose," she ventured, leaning her head left, "you have any ideas on how to get the rest of my friends to, uh, not hate Nightmare Moon?"

Midnight shrugged. "I don't know if there's anything you can do about that, other than give it time. Oooh! Maybe a few more times saving Equestria and you'd all start trusting each other more!"

Twilight glared at Midnight. Emphatically, "No. Not happening. Once was enough. Besides, it's not like that's going to happen again!"

Midnight tilted her head. "How can you be sure?"

She wasn't sure. She clenched her jaw. "What are the chances that..." she paused and puffed out her cheeks for a moment before continuing, "That we'd have to do that again!?"

"How should I know?" Midnight asked.

"It's too early for this," Twilight groaned.


Breakfast came and went by the time Spike woke up: some cereal for Twilight, and Midnight enjoyed two apples. Not as extravagant as breakfast with Nightmare Moon, but still filling. By the time Spike finished eating his gem-sprinkled 'cereal', Midnight had once again donned her familiar armor, and Twilight had prepared a letter for Spike to send to Nightmare Moon.

The reply was as quick as it was to the point:

Twilight,

You may visit Hollow Shades if you desire. You do not need my permission to travel, but I would appreciate being informed when you leave.

Nightmare Moon

It really wasted a lot of space that Nightmare Moon could have written out more. Of course, she didn't put why she wanted to go to Hollow Shades in the letter. That was the sort of thing she wanted to talk to Nightmare Moon about in person. Most of what she wanted to talk about were better off in person.

'Should I go without telling her why?' she wondered. 'Would Nightmare Moon be mad at me if I didn't? Would she tell me not to if I did? Does she know they have portraits of Princess Luna?' She didn't make plans yet, though. She planned to make plans.

So she bounced down the stairs to her study with a little more energy than before. She sat down in her chair, lit a couple of candles- they weren't necessary for light, but the warm glow was comforting- and went back to studying with renewed vigor.

Oh, there was so much to study and learn! The books Nightmare had given her with a mixture of theory and application of spells, of which, rather than like Princess Celestia would have her study, the spells were more direct, which was to say they would be applicable to sparring with Nightmare Moon.

The books were relatively recent: she recognized some of the defensive spells from the School for Gifted Unicorns, in particular, ones that were useful in experimentation. In fact, most of the books that contained spells and theory were related to defensive magic, rather than offensive magic. There were other spells and theories mixed in, as well: more mundane uses for magic. A few of the ideas surprised her.

Unfortunately, before she could dive too deeply into anything, Spike called, "Twilight!" breaking her focus.

Twilight blinked, then craned her head back. Spike stood at the top of the stairs. "Can it wait, Spike?" she called.

Spike shook his head, and Midnight ducked her head into the doorway before shouting, "Colonel Wing wants you to go visit!"

Twilight turned back to the book. "Well, so much for studying for a few hours..." she vented under her breath. But it'd be okay. All she'd have to do was go to the Castle of the Two Sisters, see how things were going, see what the Colonel had to say- and if needed, take care of that- and then she could come back to study!

She hoped.

"Coming!" she called as she hopped off her chair. As she walked up the stairs, Spike and Midnight stepped back. "So, uh, how am I supposed to get there?" she asked as she walked into the library. She looked out the window, but didn't see anything of note. In the doorway, though, four batponies stood. She didn't recognize either of the mares.

Midnight smiled at her. "It's your lucky night! You get to fly the Bat Express!"

Twilight shifted and looked at Midnight. "Er, what?"

Midnight turned around, giggling, and sat down on her haunches. "Climb on."

"You're carrying me?" Twilight summarized.

"Mhm," Midnight answered with a nod.

"Why? Why not a, well, chariot or wagon like before?" she asked.

"Harder to spot this way," was Midnight's answer. "If it's too visible, ponies will figure out that something's going on, and while they might not know what..."

"Right..." Twilight mumbled. Of course, it was somewhat silly, given that the trainloads of supplies probably hadn't been missed before. Although maybe the worry was that seeing her going to the Everfree via chariot or cart would draw too much interest. She walked over to Midnight and situated herself on her guard's back. As she held on, Midnight stood up.

Spike snickered. She shot him a glare. "...we should have waited to do this until we were outside," Twilight mumbled.

"Oh well," Midnight dismissed, then waltzed on outside. The four batponies took up positions at Midnight's left and right, then the five of them jumped into the air.

Twilight held on tighter. At least with Nightmare Moon and Cadance, both of them were larger than her. There was more room, but not so with Midnight. And then Midnight was a batpony, with no unicorn or alicorn magic. 'I could fall! Okay, just hold on tight!' She still cringed. "You won't drop me, right?"

"Well, I can't say I won't but I'm not going to try to drop you," Midnight answered.

"Not. Helping," Twilight growled.

Midnight looked back at her with a smile. "Oh don't worry! If you fall, one of us will catch you."

Twilight huffed but stayed still.

Somepony mumbled, "If we didn't, Nightmare Moon would probably kill us..."

It didn't help her feel any safer. If anything, it only made her more nervous. She kept her legs locked onto Midnight's body and did her best not to turn her head left or right. Given that Midnight wasn't much larger than her, she figured shifting her weight too much from one side or the other would probably be a bad idea.

Still, she managed to look down and watch Ponyville drift away so far below them. It was almost surreal. She held on tighter, yet somehow found herself enjoying the view. The wind flowed through her mane and tail, and if she closed her eyes, she could forget about the looming threat of falling to her death.

And it was peaceful.

"I guess there's supposed to be a storm later tonight, which is why he wants you to come visit now," Midnight commented.

Twilight opened her eyes. She couldn't look back without turning her head, so she didn't. "I'll take your word for it," she replied.

"Mkay," Midnight acknowledged.

As they passed into the area above the Everfree Forest, she felt the air change. A certain tinge in the air, like magic, that made her uncomfortable. Midnight didn't react, but she noticed both batpony escorts' wings twitch out of sync. The air grew colder than before and felt thicker like it tried to cling to her coat in an attempt to weigh her down and pull her to the forest below.

It hadn't felt that way when Rainbow Dash carried her across the river, nor when Midnight carried her across the river. 'Maybe it's because of how high up we are?' she wondered.

The forest passed by in a moonlit blur: she couldn't tell where one tree's canopy ended and another's started. The vegetation was just too dense. Looking off to the left, though, she barely spotted a break in the forest: a small, unnatural-looking clearing. She frowned.

"Roc, nine o'clock," one of the batponies on the left called, and Twilight felt a surge of panic shoot through her, almost like her stomach suddenly dropped to the forest below.

"Go high," another batpony said. And with that, all five of them soared towards the star-filled night sky. Twilight held back a squeak and tightened her grip on Midnight.

As they ascended, she looked to the left to try and spot the roc, but couldn't see it. She just hoped the roc didn't see them. Granted, there was a distinct chance she would be able to scare or fight it off with her magic, but she didn't want to take the chance. She doubted the batponies did either.

"Clear?"

"Clear. Level out."

She shifted her weight on Midnight as their ascent slowed and leveled out, then glanced over at the moon, still so far out of reach.

They flew over the river, and for a moment, the air felt better. As soon as they passed the river, the air thickened and weighed down on her again. 'Okay, maybe the river is just special then.' But there was no way to know for sure without more tests.

'I could ask Rainbow Dash what it felt like to fly through the Everfree Forest!' And it was a good idea! But it would have to wait.

Eventually, the Castle of the Two Sisters came into view, and from the air, she found herself unable to look away, just like the first time. Seeing it from so high up was an entirely different picture from seeing it on the ground. While it was only a shell of its former glory, she could almost picture how it looked so long ago when it was the capital of Equestria.

And yet, the castle almost seemed like a blight on the land: it was like the forest itself recoiled away from the castle, refusing to make any progress towards claiming the land. The ravine that separated the castle from the forest looked unnatural as if somepony had forged it thousands of years ago, and nature had since weathered it away. Perhaps a city had surrounded the castle at one time, and most likely, that had been the case. Yet the castle had still been isolated even then, she was certain.

And now, that city was no more. Lost to time, along with who knew what else.

As they descended to the courtyard, she finally managed to scrutinize the camp that had been set up on the castle's grounds. Dozens of large tents and wagons, stakes of crates and tools and dozens of worktables. A few fires burned from firepits. Some batponies walked to and fro between tents while others flew from one point to another. Dozens of batponies patrolled around the edge of the castle; they had already been spotted by them, and their focus had gone back to the Everfree Forest.

Wooden scaffolding lined many of the castle's walls, both inside and out. Through the broken roof, she could spot more scaffolding inside the castle, and yet it was simply more evidence of the battle the castle had born witness to. A battle she couldn't fathom, between two of what had to be the most powerful beings in existence.

Between day and night, between Princess Celestia and Nightmare Moon.

Her teachers.

They glided down to land, and it reaffirmed her appreciation for the walls' height: they wouldn't stop hydras or dragons unless enchanted and defended, but any other land-based threat, if it managed to get passed the ravine, wouldn't break into the castle grounds. And she had to assume they were even more protected by enchantments in the past. If Equestria had known wars that had been erased or forgotten, how then would it have done to let the seat of Equestrian power be vulnerable?

They landed, and as Midnight touched down, she spotted Colonel Wing and Lieutenant Colonel Fang walk out from a tent. How they knew of her arrival, or if it was simply good timing, she wasn't sure. Midnight sat down, and she climbed off. Her legs welcomed the freedom from holding onto Midnight for her life. Midnight stood back up as she walked over to stand at Midnight's right.

The Colonel and his Lieutenant approached her, came to a stop, and then bowed. The bow stuck out in Twilight's mind again: it wasn't something that really fit right. A bow was something Royal Guards would give exclusively to Princess Celestia, not each other, nor their superiors. When they rose, the Colonel said, "Ma'am-"

She smiled and reminded, "Twilight is fine."

The batpony hesitated and gave a reluctant, uncertain nod. "Twilight," he tested.

She smiled reassuringly.

"Thank you for coming," he said. "Since there's a storm planned for later tonight, I figured it was probably safer for you to come now rather than later. I apologize if it caused any inconvenience."

Twilight shook her head. Her books could wait. "It's fine," she dismissed, then looked left and then right. While the camp was busy, nopony was screaming, so that was probably a good sing. She faced the Colonel again. "I hope everything is going well?" she asked with a smile.

He inclined his head. "Yes, Ma'am."

And with that, Twilight's smile deteriorated. 'And we're back to that...'

Continuing, the Colonel said, "Aside from the occasional-" he lifted his head and nodded absently, "-cockatrice, roc, timberwolf, and, er... things we don't recognize, everything is going well so far. We've not run into any unexpected problems. The quarry is running smoothly enough, albeit somewhat slowly. But we're still on schedule."

Her smile returned. "Well, that's good to hear!"

He nodded in agreement. "Yes, Ma'am." The Colonel glanced aside at his Lieutenant, then met Twilight's gaze again. "There is something Nightmare Moon wants you to see, however."

Twilight perked up. "Oh?"

He nodded. "The library."

"Oh!" More books! More knowledge! And even better, it was knowledge that might have been lost! Maybe. Who knew what she could learn! Despite what Midnight might say, Twilight assuredly did not let out a squeal akin to a filly on Hearth's Warming. 'Yes, my books back in the library can wait for this!' she knew. "Well, uh, lead the way?"

He nodded and called, "This way." Then he took the lead. His Lieutenant bowed to her, then walked back to the tent. She followed after the Colonel, and Midnight and the two escorts followed her. She kept her distance from the scaffolding and was even more careful around scaffolding where batponies were working: they wore bright orange helmets on their head, rather than unpainted steel. She found it odd, but kept it to herself; if they were somewhere less protected, she doubted they would have worn the same helmets.

Walking through the castle's main doors, she felt a sense of dread: the same sense that she had felt every other time she had walked into the castle. Even with more ponies around than ever before, the castle's air was still stained by past memories.

Several batponies wore harnesses on their body, from which ropes held up stones smaller than her which had been shaped to complete the arch of the roof. From what she could see, all of the previously damaged stones had been removed, and the debris had been cleared out. She still had to ask, "Is it safe to be here?" while staring at a dozen or more batponies maneuvering three stones into place to complete a section of the roof.

The Colonel paused for a moment to contemplate, then nodded and answered, "Safe enough."

Which wasn't reassuring.

"There's plenty of ponies to knock you out of the way if something falls!" Midnight reasoned.

Though not wanting to ask it, she still questioned, "But what happens to whoever knocks me out of the way?"

"Bats are fast," was Midnight's quick answer. "We'll be fine."

Twilight swallowed and continued following the Colonel, nervously eyeing the roof wherever scaffolding held stones in place and passing by as quickly as she could.

"As you can see," the Colonel commented, "we're making good progress. Very good progress."

Of course, it would still be a while before everything could be repaired, and then after that, it would take a while to refurbish the place. "I'm glad it's going smoothly," Twilight answered.

They walked passed the open doors to the throne room, yet her eyes lingered behind, gazing into that so-fateful room. To her surprise, both broken thrones remained on the raised platform, but the chunks of stone missing from them had been removed. Before she couldn't look, her eyes flicked to the passageway leading to Nightmare Moon's chambers.

Princess Luna's chambers.

The wall blocked the passage from sight. 'I want to go back there,' she found herself thinking. 'As much as I hate that memory, I want to go back there.'

She would have time later. She just hoped Nightmare Moon wouldn't mind.

The Colonel led on, and eventually, they descended a flight of stairs that led to another hallway. The hallway ended with an arched doorway, the doors long since gone, through which she could see bookshelves. After that, she nearly pranced the rest of the way to the room.

"Nightmare Moon has already briefly gone through the library. You're allowed to go through it, but she doesn't want you removing anything unless she's gone over it," the Colonel said.

"Okay," Twilight dismissed. She licked her lips. Was she drooling? She wasn't sure. She turned her head towards the Colonel, but her eyes refused to break from the bookshelf. "Is there anything else you need me for, or..?" she ventured.

Midnight and the Colonel both smiled. "You can go through the library now if you wish. If anything comes up, you'll be informed. Just tell us when you're ready to leave, and we'll have you escorted back," the Colonel said.

"Alright!" Twilight pranced into the library.


"Find anything good?" Midnight asked.

Twilight tore her gaze from the book to look back at her guard. "Yes!" she acknowledged. "I've never seen a lot of these books, and some of them I've never even heard of! And they're all in such great condition!" She let out a happy squeal.

Midnight's wings rubbed against her side. "Well, you know, enchanted to be protected and preserved and all that."

That they were. Grinning, Twilight went back to her chosen book-

"So... it's going to storm in about an hour. Well, back in Ponyville anyway. And it's a big storm," Midnight said.

Twilight looked back at Midnight, her smile starting to dim. 'I don't like where this is going.'

Nodding, Midnight continued, "And it'll probably last for a while... and the Colonel doesn't want us flying back during the storm... nor when the moon isn't out-"

She didn't like where it was going. "You're batponies, you should be fine without the moonlight!" she defended.

Midnight kept nodding, either agreeing or ignoring her, "-so it's probably best if we head back now, otherwise we'll be stuck here for a while."

Stuck here with this wondrous library. She turned back and behold the voluminous tomes of knowledge. She looked back at Midnight. "That doesn't sound that bad..." she murmured.

Midnight tilted her head. "Do you really wanna stay here that long? There is room but it wouldn't be as cozy as your library."

Twilight turned back to her book and huffed. "We've not even been here that long!"

"Two hours," Midnight replied.

Twilight smiled at Midnight. "See! Not that long!"

"Spike was right," Midnight mumbled and, upon realizing Twilight heard her, smiled innocently.

Twilight groaned and let her head hit the desk. "Do we really have to head back?"

"Well, no," Midnight answered, "but Spike is still back at the library. Probably alone, too. And nopony really knows where you are, so..." she trailed off, nodding her head and casually avoiding eye contact. "It'd probably be best to head back."

And with that, Midnight was right. Maybe somepony would be there with Spike, but she wouldn't risk him being alone. Not now. Although she still had half the mind to argue against it because it would be easy to just have a batpony go tell Spike she was staying here for a while. But she was still responsible for Spike. "Okay," Twilight sighed. She pushed herself away from the desk and open book, gave it one last longing look, then climbed off the chair.

"So I'll try to hurry to get you back before the storm starts," Midnight said as she turned back to the hallway.

"Thanks, but please don't drop me," Twilight cautioned.

"I won't!" Midnight defended before taking the lead.

Twilight followed her as they made their way back to the courtyard. As they stepped out into the fresh night air, the four batpony mares from before fell in beside her. Midnight stopped and sat down, and Twilight climbed onto her guard's back again.

As they Midnight climbed into the air, even from the Castle of the Two Sisters she could make out the dark stormclouds. The blocked Canterlot from view and reminded her of the stormclouds over Canterlot when they had defeated Discord, except darker. "Uh... is that storm safe?" she asked over the wind.

"I dunno, I'm not a pegasus!" Midnight was quick to remind.

Twilight winced. 'Rainbow said the weather is harder to manage now... Oh, I hope everypony is alright!' But it would probably be fine, right? Rainbow Dash was a weather pony, and Rainbow Dash wouldn't let anypony down! They'd keep it under control.

She hoped.

"We'll be fine!" Midnight called back. "We'll be there before it starts!"

Light flickered within the dark stormclouds. Lightning.

"Probably," Midnight amended.

'Well, at least we're flying. With nothing to connect us to the ground, we should be safe from lightning,' she knew. And if that wasn't enough, she could think of a few spells that would help. And if they really needed it, she might be able to teleport all five of them the last leg of the trip.

She noticed the wind steadily picking up as they flew closer to Ponyville and the storm. Neither Midnight nor her escorts were deterred by the storm, but she did notice Midnight having to put more effort into keeping them steady than before. "Maybe you should land just outside of the Everfree Forest?" she suggested. "We can walk the rest of the way, or I can try to teleport us back, and..." she paused and glanced at the other four batponies, "Uh, they can fly back?"

"Alright," Midnight agreed.

More lightning flashed in the sky, followed by booms that rattled her lungs. The rain hadn't started yet, but she knew when it did start it was going to pour. It wouldn't be chocolate milk rain, though, and for that she was grateful. A few pegasi raced back and forth across the sky, just under the cloud layer. They were too far away for her to see their expressions, but they hurried.

There was no way for her to tell if they were weather pegasi or not, so she wasn't sure if that was a bad sign.

Oh, who was she kidding? Of course it was a bad sign!

Midnight landed, and Twilight quickly climbed off of her back. A sudden gust of wind nearly toppled her and set the leaves rustling as the trees swayed back and forth. Her mane and tail whipped in the wind, and she knew she'd have to brush her mane back into order by the time they made it back to the library.

Without wasting more time, she took off at a brisk trot back to Ponyville proper. They passed by Fluttershy's cottage, and she had half the mind to stop and take shelter there, but since she hadn't felt any rain, she decided to press on. Midnight didn't seem to mind, either.

CrackBOOM!

And for a moment, Twilight froze, letting out a squeak of fear as lightning cracked open a nearby tree, sending a spray of bark everywhere. Her heart lurched into her throat, pounding against her chest as if begging for somepony to let it out. Her legs trembled, and she stared at the tree. It wasn't on fire, but during brief lulls in the wind, she could see smoke waft into the air.

She bit her lip as her eyes shot over to Midnight.

"Can we maybe hurry up and get back to the Library? I'm kinda wearing metal armor," Midnight quickly pointed out. "And that was a bit too close for comfort."

Twilight felt a drop of rain pelt her face, then another, and then another. A slow roar built up. "Okay! I'm teleporting us!" she called out, then wrapped her magic around the both of them. They disappeared in a crack of light, not too different from the rest of the lightning overhead.

She barely let the light from their arrival fade before galloping into the library through the front door, Midnight close behind her. She turned back to look outside, then shut the door. And just as soon as she shut the door, the rain came down in sheets, hammering the tree and sending a soft, constant rumble into the night.

"Well... I'm glad we're not out in that," Twilight acknowledged, warily watching the blankets of water streaming out of the sky between flashes of lightning.

Midnight nodded. "Good thing you teleported us when you did."

"Yes," Twilight agreed. She turned away from the window and scrutinized the library: nothing was out of place, except Spike wasn't in sight. "Spike!" she called out.

A moment later, Spike ducked out from the loft and smiled. "Twilight, you're back!" he cried out.

Twilight smiled at him. "Of course! I wasn't about to leave you here alone during this!" Mostly not a lie.

She was glad she came back.

"So..." Midnight spoke up, drawing Twilight's attention to her. Her guard nodded casually, though squinted out the window. Innocently, the batpony asked, "Are Applejack and Rarity supposed to be out in that?"

"What!?" Twilight shrieked. As she whipped around to look out of the window, she declared, "Nopony should be out in that!" And to her horror, she witnessed both Applejack and Rarity racing through the streets during the flashes of lightning. Both of them were absolutely drenched from mane to tail. Applejack's stetson sagged, and Rarity's mane and tail clung to her body with all the grace of a snake.

She threw open the door and bolted outside- careful to not step out where she would likewise get soaked. "Rarity! Applejack!" she called out, and both mares skidded to a stop. Applejack slid in the slick mud and fell over, and Rarity grimaced but offered her a hoof to help her back up, which Applejack eagerly accepted.

Without further prompting, both mares hastily ran to the doorway. Twilight jumped out of the way as they nearly collided with her.

"THAT WAS JUST AWFUL!" Rarity shrieked venomously. "Rainbow Dash said they were planning a storm, not a monsoon!" As Twilight picked herself up and turned around, Rarity's voice dropped to a high pitched whine, "Oh! Would you just look at my poor mane and tail!" Rarity sat on her haunches in a growing puddle of water, her ears pinned back against her mane while she ran the backs and sides of her forehooves through her mane, wringing water out of it. Her wide eyes looked as if she was about to burst into tears.

"I think you'll be fine, Rarity," Applejack commented.

The near-crying expression boiled over as Rarity shot Applejack a heated glare. "Well maybe for you, Applejack!" Rarity accosted.

Applejack looked at Rarity flatly. "Maybe we shiould just thank Twilight for letting us come in?" was her suggestion.

As if nothing had happened, Rarity looked at Twilight and said, "Oh yes, yes, of course, dear. Thank you, Twilight."

Twilight smiled sheepishly, glanced back at the door, then closed it with her magic. "Well, I figured it's probably better to have you in here than out-"

CrackBOOM!

Twilight did not nearly jump to the ceiling, despite what her friends might claim. She simply didn't have that kind of strength, nor did she have wings. As she landed, she clenched her jaw and forced out, "-there," She let a second pass, then inhaled. "Well. I guess you two are going to be stuck here for a while. Unless you want to go back out in-"

Before she finished, Rarity's eyes widened in horror, and in a flash of speed that rivaled Rainbow Dash, Rarity was in front of Twilight. "No!" Rarity cried.

"-that or have me try to teleport you back," Twilight finished, shifting her weight as Rarity stared at her.

Rarity coughed and shifted her weight. "Sorry about that, dear." She tilted her head before carefully inquiring, "What was that about teleporting us back?"

Twilight smiled sheepishly. "I might be able to teleport you back but I'm not entirely sure it would, uh, work as intended. I'm still fairly new to teleportation."

"Oh, yes, of course," Rarity dismissed. She looked left and right, then down at her still-dripping body before clearing her throat and meeting Twilight's gaze with a polite smile. "I don't suppose you have towels, dear?"

As Twilight turned to the stairs, she called, "Spike!"

And Spike was one step ahead of her, already descending the stairs, carrying two towels in his claws.

Rarity looked over, then walked towards him and levitated the towel on top over to start drying herself off, while Applejack took the other towel in her mouth to do the same. "Thank you, Spike," Rarity cooed.

"N-no problem, Rarity," Spike sighed, unable to look away from the unicorn.

Twilight rolled her eyes. "Well, I guess you're stuck here with me for the time being."

"So, is that kinda like a sleepover, then?" Midnight asked.

Twilight paused and pursed her lips. 'Does this count as a sleepover? Probably not. It wasn't planned or anything! It was sudden and unexpected. But maybe it could be a sleepover? That might be nice.' She turned towards the window and peered outside. The flashes of lightning told her, 'Your friends are going to be stuck with you for the night.'

Maybe it wasn't a sleepover, but it could be one. And who knows!? Maybe it would be fun!

Except she had no idea how a sleepover was supposed to work. Ignoring the conversation passing between Rarity and Applejack, along with Midnight's innocent voice, she prowled over to the bookshelves and scanned the titles. She thought she remembered seeing a book about sleepovers, and knowing most of what else the library stocked, she would be surprised if it didn't.

There. She spotted it and pulled the book out with her magic. "Aha!" she called out and flipped the book open to the table of contents. Half of the chapters didn't make sense, but some of them looked fun! "Where to start..?" she mumbled.


Nightmare Moon starred off at the storm enveloping Ponyville and the surrounding area. The clouds were alight with near-constant flickering flashes of lightning, yet because of the distance between Ponyville and Canterlot, a calm silence reigned. It was almost unnerving. No, that wasn't the right word, and she couldn't think of the right word.

She felt almost detached from herself as she watched the storm hammer away at the small village. She felt peace, yet knew the village's inhabitants felt anything but peace. It reminded her of ages past. It brought her to reminisce.

Metal crashing against metal. Lightning aimed by pegasi to strike griffins and dragons. The wind tearing through her feathers, rain beating against her face. Screeching griffins descending upon her ponies and herself with reckless aggression tempered by training. Claws meeting armor and body and feather.

She blinked the memories away; Ponyville experienced nothing like that now.

Sister had, somehow, given them peace.

She found herself shaking her head, a scowl threatening to slip onto her lips, held back solely by force of will. Her mind betrayed her as the thought, 'Somehow, you did something right,' slipped through her mind. The thought was insane.

An edge of concern slipped into her chest, making her feel as if her body wasn't large enough to hold everything inside of it. Her chest felt tight. She felt discomfort. 'My friend is out in that.' Twilight was back in Ponyville, hopefully riding out the storm from the safety of her library-tree. Even if she didn't have the safety of shelter, though, surely her student wouldn't be so easily conquered by a mere storm!

And yet, that storm was worse than storms she had seen since her return. The constant lightning strikes brought her to fear, 'Something has gone wrong.' But she didn't act on it. It would be fine. The storm wasn't so bad as the worst of them she had experienced: ones made for war, ones made to kill.

Twilight would be fine.

She hoped Twilight would be fine.

There was a knock on the door, heard through magic. Without looking away from the storm, without leaving her spot on the balcony, she opened the door. A few seconds passed before Cadance walked inside. She closed the door behind her, then waited several seconds for Cadance to figure out where she was.

Cadance walked up behind her before stopping.

"Niece," Nightmare acknowledged.

A few more seconds passed by. Cadance meandered around and came to a stop at the railing beside her. "That's... quite the storm."

"I have seen worse," Nightmare dismissed.

Cadance faded her and frowned. "I don't think I've seen a storm that has that much lightning before..." her niece murmured.

"I have," Nightmare acknowledged. She hesitated for a moment, then inclined her head once. 'Long ago.'

Cadance watched her for a while before looking back out at the storm. "I hope everypony is okay..."

Nightmare inhaled deeply. Cadance looked at her as she exhaled.

"How are you doing?" Cadance asked.

Nightmare turned to face Cadance. "I am fine." With nothing else to say, she turned back to watching the storm.

"Are you still mad about-"

"I have had time to think," Nightmare cut in. "While it angers me that you have mocked me as Sister does-"

"Celestia doesn't mock you," Cadance spoke softly.

Perhaps she was growing more accustomed to hearing that damned name, because she didn't feel like screaming. She turned to face Cadance but held back her glare. Glaring at her niece wouldn't benefit her any, as much as she wanted to. "The banishment spell. The scarring on the moon. Did she not tell you?"

Cadance frowned and turned away, nodding slowly. "She did."

"Then you know how she mocks me even now," Nightmare summarized.

Cadance faced her again. "I have never heard her speak badly of you," And again, Cadance said, "I'm telling you, your sister loves you."

"Do not repeat this conversation, Niece," Nightmare groaned. "I will not have it."

Because Cadance had been lied to, and Cadance believed those lies.

"Sometimes, the truth hurts."

Nightmare blinked once, then turned to scrutinize her niece's expression. Innocent, yet tainted by her sister's lies for so long. Cadance had been lied to by Celestia just like Luna had been. She knew better. Cadance did not. Holding that against her niece was folly; it wasn't something Cadance had a choice in. She had been brainwashed by Sister. And yet her niece was correct. The truth did hurt. She knew that well, but it wasn't what Cadance thought. "You are correct," she said as she turned back to the storm. "I... will apologize for getting carried away when we last spoke."

"You, apologizing?" Cadance asked, her voice taking on a playful tone that made Nightmare want to scowl.

"I am not perfect," Nightmare acknowledged. "And..." she trailed off, licked her lips, and let her head bow so she could study the courtyard below. "As I have said. I have had time to think. Much time." She faced Cadance. Her niece. Not by blood, but by adoption. The choice of her sister. "I tend to get... shall we say, carried away, at times."

Cadance reluctantly nodded. "I... can tell..." was her hesitant mumble.

"Sister lied to you, and you know no different. Holding that against you is..." she trailed off and scowled. "Perhaps foalish," she growled through clenched teeth. "Besides, Twilight would likely agree with you that I am overreacting-"

"I never said you were," Cadance pointed out.

She ignored it as she continued, "Misplaced as it is, and so snapping at you as I desire is..." she trailed off and shook her head.

"So because of Twilight," Cadance summarized. That playful edge seeped back into her Niece's voice, and while she squinted at Cadance, Cadance wore a soft smile. She could almost see some sort of spark in her niece's eyes.

How pointless. "Yes," Nightmare retorted. "Though perhaps my logic is flawed," she admitted, bobbing her head left and right before stopping to nod. "Twilight is special."

"To you," Cadance emphasized.

Nightmare faced Cadance. Met her gaze. "Twilight is special," she repeated. "She bears the Element of Magic. Her potential... her destiny-"

"And she's your friend," Cadance said.

Nightmare stopped. A few seconds passed in silence. She inhaled, then exhaled and nodded in agreement. "Yes. She is my friend." That Twilight was her only friend went unsaid, but both of them knew it. "It is... pleasant."

"It's something you want, isn't it? Friends. For ponies to love you," Cadance murmured.

Torment overtook Nightmare Moon. She turned away from Cadance, her lips twisting into a grimace. It was so frivolous! It was what she wanted. She knew it would never be! She knew Twilight was her friend.

But if it was something that would never be, something that could never be, how was it that Twilight was her friend? 'Perhaps I am wrong.' To Cadance, she said, "Yes." Before Cadance could capitalize on her admission and twist it into some kind of weapon to use against her, she faced her nice and preempted, "But it will never be."

Because time had taught her that lesson. Sister had made certain of that.

Cadance turned her body to face her. "Give ponies a chance," was her plea. "If you just try, I think you'd be surprised. You don't have to be alone. You don't have to be hated. Twilight is proof of that."

"Twilight is special," Nightmare retorted. "Twilight is an exception."

"You gave her a chance," Cadance said.

Nightmare narrowed her eyes on Cadance. "Twilight was my student."

"She wasn't when you gave her a chance," Cadance pointed out just as softly as normal. "And she's more than that, now. She's your friend."

Nightmare lifted her head defiantly. "You will not convince me, Niece. Twilight is special. An exception."

"Twilight was your sister's student. You're convinced that Celestia hates you or wants to use you?" Cadance looked away from her, looked out at Ponyville, leaving her to stare at her niece. After a few seconds of silence, Cadance looked back at her and simply said, "Then tell me why Twilight is your friend. Twilight was Celestia's student for half of her life, so I would have thought if Celestia was all that you claimed her to be, that Twilight's friendship with you would be nothing more than a lie. A lie meant to hurt you or decieve you."

And she felt cold.

Again, Cadance asked in a simple, malice-free voice, "Is it a lie?"

It wasn't, and both of them knew that. But she could not bring herself to say it, instead simply staring at Cadance. She did not understand, she could not comprehend.

Cadance eventually asked, "What is it that you really want? To rule Equestria? To be loved? Revenge on Celestia?"

All of that. Foolish as it was, she wanted all of that. She would not be loved and she still wanted it. She ruled Equestria, but Equestria looked at her just like it had so long ago when she was not in battle to protect her nation. Her victory over her sister did not give her joy. She had banished her sister, yet it agonized her to see the moon so scarred. "Yes." And yet ruling Equestria and revenge on Sister did not give her lasting joy, and she would not be loved because such a thing was impossible.

Time had taught her that lesson. Sister had made sure of it.

Cadance frowned that same sad, pitying smile. "And if you can't have all of that... if you can only have one thing..." And then Cadance asked in an innocent voice akin to a young foal, "What would you choose?"

Cadance walked away.

Nightmare Moon watched her leave. 'Were I a thousand years younger,' slithered through her mind. But she was not. She had been given time to think and to plan and to seeth. She would not destroy Equestria as she once wanted. Doing so was stupid. She would not hurt Cadance as part of her desired. Doing so wasn't in her best interest. She would not torture her sister as her soul demanded. Torture was the work of a monster.

She was conflicted and angry and bitter and lost.