Inner Demons

by Azure Sandora

Chapter 11

Part 2 of my double feature. For those who recognize the reference to Twilight's power in this chapter, you get a free cookie.

Chapter 11: Neo Canterlotian Empire

Twilight called all the guards and Princess Luna into the throne room. When they all arrived they saw Twilight Sparkle sitting in Celestia's seat, Trixie standing at her side, and Rarity, Apple Bloom, and Spike huddled together in front of them. Rarity was still struggling to get up.

"Twilight Sparkle, what is the meaning of this?" Luna asked, "Your aura is so dark, and you're sitting in my sister's seat."

"That's because soon, this is going to be my seat," Twilight said darkly.

"What?" Luna asked stepping back.

"I, Twilight Sparkle, hereby decree that from this day forward, I am your ruler. The age of Celestia is long past."

"You can't overthrow Princess Celestia," Rarity said standing up, "The sun only responds to her and Luna."

"That will soon change," Twilight stated, "But I only need the sun for a little while, and Luna's power will be enough to get what I desire."

"M-my power?" Luna exclaimed.

"I want a world fitting for my name. A world of constant twilight," Twilight explained, "Neither light nor dark, but in between."

"An whut do ya plan ta do once ya get this world of neither light nor darkness?" Apple Bloom asked stepping forward.

"Well, without the Elements of Harmony, I can do whatever I want," Twilight said, scaring everyone in the room besides Trixie.

"W-without the Elements of Harmony?" Apple Bloom asked.

"What did you do?! Where are our friends?!" Rarity asked, sounding on the verge of tears.

"With any luck, six feet under," Twilight said simply, which made Rarity cry out in grief.

"No... NO!" Rarity cried. Apple Bloom stepped back in shock as well. Applejack couldn't be dead... she couldn't...

"Twilight, you didn't..." Spike said walking forward, "Please tell me that your just kidding."

"You're not innocent either, Spike," Twilight said, scaring Spike.

"Huh? What did I do?" Spike asked.

"You sided with them instead of me!" Twilight said harshly, "I wanted us to be together, Spike! You were my number one assistant! But no, you ran off with your girlfriend over there abandoning me!"

"No Twilight, I was only doing what you-"

"You told me that you would always be there to wake me up if I needed you! Well, I needed you, but you weren't there!" Twilight shouted. Spike walked back and looked down in sadness. This is so wrong, Apple Bloom thought. Why was this happening?

"I have heard enough!" Luna said, "Guards, arrest this monster on grounds of treason!"

The guards all rushed forward. Trixie was about to act, but Twilight held her foreleg out and shook her head. Twilight's horn then began to glow a dark red.

"ARCANE SHIELD!" she called out. The guards were stopped by something invisible. Luna looked shocked.

"What?" Luna exclaimed.

"You are no match for me," Twilight stated, "Celestia wasn't a match for my might, so what made you think that you would be?"

"Your... might?" Luna asked, as if a sense of realization hit her HARD.

"Who do you think petrified that mare in the first place? Hm... I might make her a mantle piece in front of the castle."

"You... YOU!" Luna cried out, "I'LL NEVER FORGIVE YOU!" Luna flew up in the air, "Worry not, sister, I'll avenge you!" Luna then charged down toward Twilight, who strangely didn't look scared in the slightest.

"Fine, I guess I'll just to put you in your place as well," Twilight said with a sigh. She then thrust her horn up meeting Luna's horn, and threw Luna to the side. Luna got up, and took to the skies again, this time her wings glowing.

"STAR SHOWER!" Luna shouted, flapping her wings and sending bright stars down on top of Twilight.

"ARCANE SHIELD!" Twilight shouted. The spell defended her, and then sent the stars back at Luna. The attack caught Luna off guard and she was knocked out of the sky, "Why don't you stay down there for while," Twilight said, making her horn glow again. This time though, chains came out of the ground and wrapped themselves around Luna's forelegs and back legs, her waists, neck, and her wings, and pulled them to her onto the floor. Luna struggled to get free, but Apple Bloom knew that there was no point in her trying to fight. Those chains looked unbreakable, and even though Luna wasn't as strong as Celestia, she was still a goddess. If she couldn't get free...

Twilight slowly walked over to Luna, her horn still glowing, and she was smiling evilly, "Now, have you learned your lesson, Luna?" at the same time as she asked that, a red star appeared on Twilight's left pupil.

"Y-y-yes my queen..." Luna said softly, her eyes now glazed over.

"You surrender all of Canterlot to me then?" Twilight asked in a sweet voice.

"Yes..." Luna said, which shocked all the guards, and horrified Apple Bloom. Judging by the expression on Rarity and Spike's face, they were feeling the same way.

"Excellent!" Twilight said walking up to the guards, "Now, you will all obey me!" that weird star appeared again, and the guards all had glazed over looks in their eyes just like Luna.


"I now declare, that we shall be called the Neo Canterlotian Empire! All of Equestria will bow to US!" Twilight proclaimed, followed by all the guards cheering. Apple Bloom looked at Rarity and Spike. Rarity was crying, and Spike was trying to comfort her. When she looked at Trixie though, she looked mesmerized. Why Trixie, why?

"Rarity," Twilight said trotting over to her, "I see you weren't affected. I guess the Element of Generosity protects your mind from me."

"So what's next?" Rarity asked through her tears, "Are you going to kill me like you killed the others?"

"Oh heavens no!" Twilight said, "I want you to live, so you can see the new world I'm going to create," Rarity broke down again and Twilight held her head up, "Aw, don't cry. You'll be safe here."

"I don't know what you are," Rarity said glaring at Twilight, "But you are NOT my friend Twilight Sparkle!"

Twilight's expression got really dark, "That hurt, Rarity. That hurt a lot," Twilight said darkly, "Guards, lock Spike and Rarity up in the dungeon!"

"What about the filly?" one of the guards asked, pointing his horn at Apple Bloom.

"Take her to the room upstairs. I can use her for my experiment as well," Twilight said. The guards pulled Apple Bloom from Rarity.

"RARITY!" Apple Bloom cried out.

"Be strong Apple Bloom," Rarity commanded, "Remember, like an adult!" even still, it looked like Rarity was holding back tears.

Like an adult, that's what Rarity said. She promised Rarity that she wasn't going to cry, and that meant even in this situation. Apple Bloom was scared, and she did want to cry a bit, but she was going to prove to Applejack that she was an adult.

"What sort of experiment are you going to do?" Trixie asked walking over to Twilight after everyone left, "We're not going to hurt them, are we?"

"Of course not, Trixie," Twilight said, "We just need three fillies around the same age who don't have their Cutie Marks yet."

"But why?" Trixie asked.

"You'll see in a few minutes. Come on," Twilight commanded. Trixie looked down and trotted after her teacher, anxious to see what sort of experiment she was about to witness.

My little ponies...

The Elements of Harmony have continued to protect you...

And keep me tethered to this world...

Unfortunately my abilities are limited...

I cannot guide you this time...


Save Equestria...

And rescue... my...

Applejack woke up with a start. She was outside, lying on a stretcher.

"Good, you're alive," the fire fighting pony said, "We thought you were dead."

"W-what happened?" Applejack asked.

"We found you and your friends in the rubble. Everyone else is already up."

"What?" she looked around to find Rainbow Dash and Pinkie Pie in the distance. They both had their heads hanging, and Rainbow Dash was patting Pinkie Pie's back. Strangely though, Applejack didn't see Fluttershy.

"Where's Fluttershy?" Applejack asked.

"She was the first one to wake up," another fire fighter said, "She flew off the second she woke up."

"Ah see," Applejack said getting up. She put her hat on and then walked over to Rainbow Dash.

"I'm sorry Pinkie Pie," she heard Rainbow Dash say, "I hated doing that to you, but Twilight, she..." Rainbow Dash broke down a bit, but Pinkie Pie didn't budge, "Please Pinkie Pie, smile, laugh, crack a joke, say something silly, just please," Rainbow Dash begged, now bursting into tears.

"Rainbow Dash," Applejack said seriously to catch her attention. Rainbow Dash turned to Applejack and tried to compose herself.

"I'll be back Pinkie Pie," Rainbow Dash spoke in her ear, "I promise." Rainbow Dash and Applejack walked off a bit to speak privately while still keeping an eye on Pinkie Pie.

"What in tarnation happened in Sugar Cube Corner?" Applejack asked. Rainbow Dash shuddered and looked away.

"Fluttershy and I stormed in, and we saw Pinkie Pie tied to the bed," Rainbow Dash explained, "Twilight captured Fluttershy and held a knife to her, and told me that she was going to kill her unless I..." she could barely finish, but Applejack knew what happened.

"It's alright, Dash," Applejack said, "Ah know ya didn't mean ta do that ta Pinkie Pie. Ya were in an impossible situation. Ah'm jus glad that Ah got there when Ah did."

"But poor Pinkie Pie..." Rainbow Dash said, looking at Pinkie Pie again. Even Applejack had to say, she had never looked so forelorn. Her mane was even beginning to deflate. That was bad.

"Do ya know where Fluttershy went?" Applejack asked.

"Unfortunately no," Rainbow Dash said, "She was gone by the time I woke up. I would go search for her, but I need to stay with Pinkie Pie."

"Ah understand," Applejack said, "Look, Ah'm gonna start making mah way ta Canterlot."

"Canterlot?" Rainbow Dash asked, "You do know how far that is, right? How are you going to get there?"

"Ah don't know, alright?" Applejack shouted, "But Ah gotta get there, even if it's on foot. Rainbow Dash, mah sister is over there, and Ah got a horrible feelin that Twilight went there as well."

"What are you going to do when you find her," Rainbow Dash asked. Applejack couldn't answer that outright, so she let her silence speak for her, "Applejack! What are you going to-"

"What Ah need ta do!" Applejack stated, "Rainbow, that... pony... ain't Twilight! She ain't our Twilight! Ah didn't want ta believe it, but Twilight as we knew her is dead!"

"I DON'T believe that!" Rainbow Dash exclaimed, "There has to be a logical explanation for why she's doing this? One week she was fine, and the next week she's-"

"Forcing ya ta rape Pinkie Pie!" Applejack argued, "Ah hate it as much as you, okay? But Ah ain't gonna put Equestria in danger on the chance that mah friend might still be a pony!"

And I'm not going to kill my friend when there might BE that chance!" Rainbow Dash retaliated, "I already had to hurt one friend, I'm not about to kill another! If you want to go that route, then that's a road you travel on your own!"

Applejack knew that they would reach this point, but it still hurt. As arrogant and full of herself as Rainbow Dash was, she wasn't Element of Loyalty for nothing. As the Element of Honesty, Applejack had to speak her mind, but she knew that Rainbow Dash was being honest as well. As angry as she was at Rainbow Dash for refusing to fight, she couldn't be too mad at her for staying true to her Element.

"If that's how ya want it, fine. Ah'll go ta Canterlot on mah own, but Ah need ya ta find Fluttershy fer me, jus in case Ah need help."

Rainbow Dash looked down seriously, "I'm not going to force her to do anything she doesn't want to do, so if she doesn't want to fight..."

"Ah get it," Applejack said, "Ah jus need ta get mah sister, and make sure Rarity and Spike 're safe."

"Look... good luck, okay?" Rainbow Dash said, "I hate that your going to fight Twilight, but... you know..."

"Right," Applejack said. She turned around and began making her way to her house to pack a few things before she began her journey to Canterlot.

Rainbow Dash flew back over to Pinkie Pie, who still looked really shaken up.

"Sorry about that," Rainbow Dash said landing next to Pinkie Pie, "Applejack is going to Canterlot to... save her sister..."

"You mean fight Twilight... right?" Pinkie Pie said softly. Celestia, Rainbow Dash was beginning to like it better when she was silent. At least then she didn't hear her normally loud and cheerful friend sound on the verge of tears.

"Y-yeah... that's one of the things she wants to do..."

"You should have gone with her..."

"Huh?" Rainbow Dash said in shock. Pinkie Pie walked away instead of repeat herself, but she didn't need to. But why did she want Rainbow Dash to go with Applejack? Didn't she know that Applejack was going to kill Twilight? Why would she be a part of that?

How could she be a part of that?

Apple Bloom was thrown onto a magical circle of some sort. She looked around and saw that she was in a big laboratory of some sort. Twilight was pacing back and forth with a book floating in front of her. On the cover was "The Secrets of Chronomancy". What was that?

"Whut are ya plannin ta do ta me?" Apple Bloom asked, but got no answer, "HEY! Ah'm talkin ta you!" Apple Bloom tried to rush towards Twilight, but was stopped by a barrier.

A second later, Trixie walked back into the room, "Twilight, I brought the other two," she said.

"Excellent," Twilight said distantly, "The barrier is one way, so they can walk in."

Trixie bowed, and escorted the LAST two ponies Apple Bloom expected to see.

"Sweetie Belle! Scootaloo!" Apple Bloom cried out.

"Apple Bloom!" Sweetie Belle exclaimed running over to the surprised earth pony and hugging her (unknowingly trapping herself in the barrier too... damn it Sweetie Belle!).

"What is she doing here?" Scootaloo asked harshly.

"Now now," Twilight said, "She's a part of this experiment too. Please step into the barrier and play nice, okay?"

She had the audacity to sound motherly! Scootaloo shrugged and willingly stepped into the barrier. Okay, something is up here, Apple Bloom thought.

"Why are ya'll two here?" Apple Bloom asked.

"Twilight said she was going to show us something really cool," Sweetie Belle said, "She said that she needed our help though."

"Yeah, so we decided to be true friends and help her," Scootaloo spat.

"Celestia, are ya still on that? That was almost a month ago!" Apple Bloom shouted, "And fer yer information, Twilight's tryin ta take over Equestria! As far as we know, she might be tryin ta turn us into monsters!"

"Please, would you listen to yourself?" Scootaloo asked, "Turn us into monsters? Not likely."

"Besides, Twilight doesn't want to take over Equestria," Sweetie Belle said, "She's a nice pony."

"Sweetie Belle, yer sistur is in the dungeons right now with Spike!" Apple Bloom stated.

"Apple Bloom, that's not funny," Sweetie Belle said with a frown.

"Sweetie Belle, why on EQUESTRIA would Ah lie ta you about this?" Apple Bloom asked, "Scootaloo, we gotta get outta here!"

"I'm not going anywhere with you," Scootaloo said simply turning away. This was getting REALLY frustrating, and Apple Bloom stomped over to Scootaloo.

"Look, Ah know ya don't like me right now, and honestly, Ah'm not mighty fond of you either, but this is serious! Twilight is going to do somethin real twisted ta us if we don't get outta here NOW!"

"Aaaaannnnnd done," Twilight said closing her book, catching everyone's attention, "It's time. Now, I need you three to stay perfectly still. I warn you, this is going to be somewhat painful, but I assure you that this going to be really cool, and I can even grant you your hearts desire."

"Our heart's desire?" Scootaloo asked.

"What if I told you that I could get you three your Cutie Marks right now?" Twilight asked, making Apple Bloom snort in defiance.

"Ah tried that, remember?" Apple Bloom said, "Zecora told me that the only thing that gets a Cutie Mark is time and hard work."

"Well I thought that too, until I learned two spells that will help you get your Cutie Marks right this second."

"Really?" Sweetie Belle asked walking forward.

"I'm listening," Scootaloo stated. Apple Bloom couldn't believe she was hearing this. Twilight was crazy to think that she could really...

"First spell," Twilight said. All of a sudden, the magic circle began to glow, and Apple Bloom's entire body began to hurt. She knew that she promised Rarity she wouldn't cry, but the pain she felt was too much. As she screamed she noticed her voice was changing...

It was getting deeper...

She slightly opened her eyes when she heard Sweetie Belle and Scootaloo cry out in pain as well. She saw both of them getting bigger, and changing. Sweetie Belle's horn grew longer, and Scootaloo's wings looked bigger and stronger. The pain was so much for her that she thought she was going to die.

But a few seconds to a minute later, it stopped. Apple Bloom fell down onto the floor and let the pain go away. As she rested though, she noticed her body felt different. She felt more... defined... as if there was more of her. She slowly opened her eyes to look around, and was shocked.

Sweetie Belle looked a lot more like Rarity, only with a much longer and fuller mane and tail. Her horn was a lot longer, and she had really big and emotional eyes. Scootaloo looked like Rainbow Dash's twin practically, only her mane was shorter, as was her tail. Her wings were much larger now, ideal for flying. The thing that shocked Apple Bloom the most was that they both looked to be around Twilight's age.

That was when Apple Bloom felt the need to look at herself. She took a good look at her body and saw sure enough, she was bigger now. She couldn't really see herself too well, but she could tell she had a fuller figure than Applejack, and her legs were really shapely and well defined.

"There's a mirror over there," Twilight said with a smile, "Why don't the three of you look at yourselves before we continue?"

The three of them staggered up and walked over to the mirror. Sweetie Belle gasped loudly, and turned around mesmerized by what she saw. Scootaloo laughed and flexed her wings, even flapping them to try and fly, which she laughed gleefully when she stayed airborne. Apple Bloom looked at herself dumbfounded. What was staring back at her wasn't a ten year old filly. It was a twenty-one year old mare.

Twilight aged them...

"I'm so beautiful..." Sweetie Belle said tearing up, her voice now deep and almost sultry, "I look as beautiful as Rarity..."

"Shit yeah!" Scootaloo said, actually sounding a little like Rainbow Dash, but a little higher and more girly, "This is AWESOME!"

"What... did... you... DO?" Apple Bloom said, her voice now sounding deeper but with similar to her normal voice.

"Simple, I cast a spell that would rapidly age you. You all are now exactly twenty-one years old," Twilight explained, turning to Trixie now, "What do you think?"

"There's magic to cause a pony to age?" Trixie asked, "Unbelievable!"

"Trust me, that's not all," Twilight said, "Cause in case you didn't notice, the three of them are still blank flanked, right?" Twilight looked at Sweetie Belle, "You, come here please."

Sweetie Belle walked over to Twilight, and Apple Bloom noticed how different her walk was, "Yes?" Sweetie Belle asked.

Twilight closed her eyes and put her horn to Sweetie Belle's forehead, and her horn glowed again. This time, Sweetie Belle closed her eyes too, and a second later, a symbol appeared on the left side of Sweetie Belle's flank. It was a musical note, only it was surrounded by a magical aura. Apple Bloom was wide eyes as she realized what that was.

It was a CUTIE MARK!

Sweetie Belle opened her eyes, stepped back, and looked really nervous about something.

"Just do what you feel," Twilight said, "I assure you, it'll be right."

Sweetie Belle nodded, and began to do something shocking...

She began to sing...

The tune she sang was almost sad, but still beautiful. Their weren't any lyrics, only a tune. As she sang, her horn began glowing. It was charging with magic. When she stopped, her horn stopped glowing. Scootaloo galloped over to her.

"Sweetie Belle?"

"I can sing..." Sweetie Belle said softly, "But that's not all. My songs are magical. I cast spells... by singing?"

"Scootaloo, your next, right?" Twilight asked.

"Oh yeah! Definitely!" Scootaloo said jumping over to Twilight, who did the same thing she did for Sweetie Belle. Apple Bloom couldn't move. That was a real Cutie Mark on Sweetie Belle, and it had to do with singing, which meant it was truly hers. But something seemed... odd...

Scootaloo's was coming in now. It was a lot different. It looked like something small moving forward really fast, and it was creating a streak of fire behind it. Was hers... speed?

"I need a bike," Scootaloo said with a smile, "Something that goes really fast."

Twilight smiled darkly and pointed her horn to the side. A few seconds later, a motorcycle (or what we'd call one) materialized next to her, "Will this suffice?"

"Oh. My. GOD!" Scootaloo said going over to it, "It's beautiful. But what is it?"

"It's a magically powered bike," Twilight explained, "It's designed to go extremely fast, just like you wanted."

"After so long..." Scootaloo said, "I finally have it. Sweetie Belle, we have our Cutie Marks!"

"It seems so unreal," Sweetie Belle said, still looking at it, "Apple Bloom, this is what we wanted!"

"A spell that gives young fillies their Cutie Marks..." Trixie said, now even more mesmerized. Apparently she had no idea that such magic even existed.

"So, you want yours too, I'm assuming?" Twilight asked Apple Bloom.

"Come on, Apple Bloom," Scootaloo said, "She just proved that she could help us. You can't turn her down!"

"Please Apple Bloom," Sweetie Belle urged, "I want us to be together again."

Apple Bloom thought really hard about this. She saw it herself. Twilight used her magic to give them their Cutie Marks. It was what she wanted, what she always wanted. It would have been too easy to go over there and get her Cutie Mark. She'd finally know what her special talent was. She'd finally be a full grown mare, even in body.

But then she realized why this stunk so much to her. Why she felt so wrong. This was wrong. These may have been their Cutie Marks, but they didn't earn them. They were given to them... by dark magic.

"Ah don't know what ya did," Apple Bloom said stepping back, "But ya'll can FORGET about me takin part in this!"

"What?" Twilight asked, now glaring at Apple Bloom.

"Ah want ta earn my Cutie Mark, the RIGHT way, not have it handed ta me wit yer weirdo hocus pocus! If that were mah only choice, Ah'd stay a blank flank ferever!"

Twilight nodded thoughtfully. Scootaloo shook her head rolling her eyes, and Sweetie Belle looked down in sadness.

"Well, I see where your alliance is," Twilight said before firing at Apple Bloom knocking her to the ground with an Arcane Bolt, "Gurards, lock her up with Rarity and Spike!" The guards came and picked up Apple Bloom, "As for you two, I feel there's a lot we need to talk about," Apple Bloom heard Twilight say before she was pulled out of the room.

Rarity was woken up by the dungeon door opening. When she sat up she saw the guards throw somepony inside the cell with her and close the door. Once she saw the guard was gone, she and Spike slowly approached the new pony to see who it was.

"Excuse me Miss," Rarity said softly, "But who are..."

"Ah know I promised... ta be an adult... an not cry..." the mare said in a southern drawl Rarity recognized, "But ya think I could jus this once... be a kid 'gain."

She had no idea how it was possible, but this mare was in fact Apple Bloom. Rarity didn't know how Twilight did it, nor did she know what Apple Bloom saw, but she understood that this might have been too much for the little filly, now full grown mare.

"There's nothing wrong with letting your emotions out," Rarity said helping Apple Bloom in a sitting position, "Even adults cry when it's too much."

A few seconds later, Apple Bloom leaned into Rarity and broke down. Her sobs were filled with fear, sadness, and if Rarity was reading her emotions right, anger. It was too much for Rarity too, and after a few seconds, even she shed a tear. She knew that their situation wasn't hopeless, even if it felt like it.

But for right now, there wasn't any harm in just letting out your emotions...

After packing up her saddle bag, Applejack stepped out of the house with Granny Smith and Big Macintosh right next to her.

"Are you sure about this journey?" Granny Smith asked, "Canterlot is a long way from here."

"Eeeyup," Macintosh agreed.

"Fer Spike, fer Rarity, and especially fer little Apple Bloom, Ah'd travel ta the other side of the world! Ah'm gonna find 'em, Ah promise."

Granny Smith trotted over to Applejack and hugged her, "You take care Applejack."

"Thanks Granny Smith," Applejack said returning the hug. She then turned to Macintosh, "Yer close ta Fluttershy, so could ya help Rainbow Dash find her?"

"Eeeyup," Macintosh said with a nod. Applejack hugged Macintosh.

"Love ya, big bro."

"Love ya too, little sis."

Applejack stepped off her porch, and made her way down the road to Canterlot. Once outside Ponyville, she stopped and looked up at the sky, which was dark and cloudy.

"Don't worry, ya'll," Applejack said with a nod, "Ah'm comin fer ya, even if that means going through you, Twilight."

She then gallopped away from Ponyville, beginning her long journey to Canterlot.