Twilight's Nightmare

by Nightsclaw


CH 46.1 Picking up the Pieces


Truth could be the most painful, far more so than any lie or blade. Twilight had failed her ponies. She was not there when they needed her most. Her eyes burned. Bile twisted in her throat. Ponies lay dead, the price for a few hours of uninterrupted reading.  

Dreams’s soft wings enfolded her, trapping her in a comfort she did not deserve. “Blame not yourself, this is our foe’s doing, not yours.”

“But...” she choked out. 

Dreams’s eyes were iron as they stared into Twilight’s soul, even as a tender hoof held her check. “Your preparations were the only reason so many survived. The loyalty you inspired in those you helped is the only reason there were enough defenders. Your student and your spellwork on the castle saved Ponyville.”

“Ponies still were hurt, ponies still died.”

“Yes…" Dreams gaze softened. "Remember them, each and every one, but do not dwell on them. Only count those that you saved, those that would be dead if not for you.”

Twilight’s wellsprings stirred, offering to be used. Her magic could do so much, now more than ever.  It was possible she could have beaten back the attack on her own… in time. But she could not be everywhere at once, the tainted blighted creatures would not have been able to defeat her, but they could have slowed her enough to bypass her and attack others.

The black tome full of the Nightmare’s most twisted spells had told her enough to predict the Blighted’s actions. Her mind ran simulation after simulation, altering variables each time. Little bits of battlefield knowledge and wartime pragmatisms that were not her own crept in, expanding her calculations’ accuracy.

If she had been there, either the town ponies would have been braver and more would have been lost due to insufficient caution, or they would have not stepped up to defend the town. More would have been lost as the cannier of the attackers snuck past her and infiltrated their lines.

The conclusion was inescapable. There was nothing she could safely do to change the past, not and expect better results. It was not as if Starlight would even agree. As much as it hurt, the hoof full of dead was likely the optimal result with the initial variables. 

The real question was how somepony got one of Nightmare Moon's personal spells. Nopony else had Nightmare Moon in their mind. Were all the rumours of Nightmare cults true? 

Soft lips upon her cheek were far more pleasant than contemplating her foes. Dreams's eyes were as captivating as ever, beautiful silver-like moonlight reflected upon a lake.

“Rest now, my love.” Sweet Dreams’s wings tightened, the feathers the most enticing of blankets. The heavenly scent and warmth enveloping her was a luxury just for her. Heavy lids slowly denied Twilight's view of the world. She nuzzled the warm body of her lover. 

Ghostly strings and woodwinds sent their enthralling notes dancing upon the air as Dreams began to sing. “Fear not my night…”


Twilight hissed. The brush tugged at another knout. “Why are we even bothering? It's not like it affects the puppet.” 

“Can I not enjoy seeing you at your best, my Star?“

Even with the weight still upon her heart, it sped a little just hearing those words. "You may indulge as you wish."

"Who's the temptress now?"

Twilight failed to keep the smile from her face. Who knew waking up in a loving embrace and a little banter could do so much against a guilty conscience? "I do have things I should be doing, my Dream." Again a few simple words overrode her control of her face adding an edge of sly seductiveness to her simple smile and a warmth to her chest. These feelings are almost like an addiction…. One I don't want to get rid of.

Twilight leaned in and landed a soft kiss on Dreams's lips. An enchanting giggle and a quick rap to the end of her muzzle from the brush was her reward. "You?" Twilight nearly went crossed eyed focusing on the end of her muzzle. 

"We have to get you presentable, Princess."

“What difference will it make?”

“More than you think. This is your self-image, if you don't take care of it…”

“So the better I look here, the more confidence I will have?”

Dreams nodded. “Being able to keep your sense of self here is important, my love.” 

“And a messy mane.”

“Is the start of a path I will not allow you to tread.” 

A grumble escaped Twilight before she could stop herself. 

“Now let me get these tangles out and then you can relax and enjoy.” 

Twilight rolled her eyes. “Yes, ‘Princess’.”


Twilight departed her home, stepping out and leaving Dream’s to watch the library. The endless storm clouds filled the sky from horizon to horizon.

“And so you return?” Night rested on the obsidian plane that was the interface with Twilight's body, the puppet of flesh they shared.  

The former nightmare looked pristine, every feather and strand of mane in place. Dreams was right, I would be feeling really self-conscious right now.

Twilight’s polished hooves confidently conveyed her towards Night. She joined her in peering into the physical world. Little Star, Applebloom, Scootaloo and Sweetie Belle all sheltered under the puppet’s lavender wing. Rarity and Applejack snuggled near, completing the encirclement of the foals.

Rarity’s coat bore patches of miss colouration where bloodstains had not quite been removed. Applejack practically looked like a mummy with so many bandages wrapped around her.

Rainbow lay in traction on the bed. Fluttershy tenderly fussed over the injured pegasus despite the fatigue in her every motion. Somehow, the buttercream mare still looked beautiful, even with heavy bags under her eyes.

Poor Dash had clearly done something to her wings again. A red glow flicked over the hoof blade still attached to her loyal knight’s leg. The artefact gleamed proudly as it reacted to Twilight’s gaze. Even from another plane of existence, it seemed it could sense its maker. She was going to have to study that.

The only one of the girls absent was Pinkie Pie.  

Night didn't even glance up before she spoke. “Your friends are braver than I thought.”

Twilight settled down beside Night, glad for the bath Dreams had insisted upon. She only hesitated a moment before unfurling her wing and draping it over Night. “Thank you for being there for them.” 

If Twilight was not an Alicorn, she would not have noticed the minute shift as Night almost leaned into the embrace. Yet another piece of evidence…

“We have a pact,” Night coldly said, but the tenderness in how their shared body was pressed against the girls spoke to there being more.

Twilight raised an eyebrow deliberately, just like Luna would have. 

“They are worthy companions… It would be a waste to lose them.”

Twilight had to fight the urge to roll her eyes. “Night, you are allowed to care for them.” 

Night’s slit eyes looked away. “That just makes it harder to say goodbye…”

Twilight tightened her wing, pulling Night closer.  “We’re never going to have to, not if I have anything to say about it.” The only question was how low she could get the cost to make that statement a reality. Twilight's mind caressed the dark magic wonder she had created only hours ago. How much would she give, what would she be willing to do if it was the only way…

“Be careful, my host.”

“I thought we moved past that.”

“That darkness to thy thoughts, it is not unfamiliar to us.”

It was hard not to take her words to heart, after all, she had been Nightmare Moon. “I have you and Dreams keeping an eye on me.”

“Now if you don’t mind, there is a hug I would very much like to enjoy.”

Night granted her consent with a wave of her hoof. Twilight slipped through the floor. She assumed control of the flesh puppet and settled into the comfortable embrace with her daughter and the others. 

There were things she needed to do, but somehow none of them seemed more important than just staying here.

The familiar scents of her friends and daughter surrounded her. She gave Little Star a gentle nuzzle, careful not to wake her. The soft sounds of their breath and the warmth of the bodies around her were the final proof that everything was going to be alright.

Eventually, her duties would catch up with her, but for now, she would relish every moment of this. It was less than an hour before her Alicorn level hearing made out ponies using words to try and bypass the guards outside the room. Her sigh drew Fluttershy’s sleepy eyes. 

The kindest of her friends was currently the ponification of exhaustion. The poor mare may not have been a combatant, but she had sacrificed in her own way to help others. It only took the barest amount of magic to draw Fluttershy over and enfold her into the group hug. 

The lingering scent of sweet fear and despair invigorated Twilight. Why? She nuzzled her friend only to comfort her, she hoped.

Rest.” It was only a whisper, but her friend was fast asleep in less than a dozen heartbeats. Night lowered their horn to Fluttershy’s forehead. A trickle of power danced along their horn. “May thou find solace in thine dreams.” 

The influx of magic slowed then stopped. A content little smile graced Fluttershy’s beautiful face. Twilight stroked a hoof along the silken mane. Thank you.

She deserves much more than us scaring away all but the most pleasant of dreams.

Twilight lit her horn, a silence and half a dozen small spells to ensure the sleeping ponies would not be disturbed. Night dissolved their form into living shadow and extracted them from the warm and comfortable cage the pony pile had shifted into. 

As soon as the feel of the other’s coats pressed against her ceased, Twilight longed to feel it again. Their body reformed mid-stride, walking towards the door. Now is not the time.

Twilight's eyes found her reflection. Dreams would have a fit if she saw the state of her mane.

Vanity now?

“A princess has to look the part.” Twilight quoted in her best impression of Rarity. 

We are well aware, just normally we would take care of it, and you would not even notice. Each strand of Twilight mane and tail untangled themselves and arranged themselves perfectly.

The distinct sound of a metal shod hoof rapped on the door.

The smallest of efforts with her aura had the door open a crack. A pair of Nightguards stood there. 

“Princess.”

Twilight gave them both a warm smile, joining them in the corridor. On a whim, she gave each a quick hug. “Thank you for protecting Ponyville.”

After a moment of surprise, the familiar gesture stripped most of the formality away from the pair of thestrals. “Princess, most of us will be leaving as soon as possible.”

“May I ask why?” 

The signature joviality of Luna’s guards vanished. Her somber tone spelled tragedy from the first word. “The blight has spread. There were multiple clouds sent in many different directions. Anywhere without potent defences is in danger.” 

The stallion beside her offered a scroll. The apology on his face was yet another omen this would be bad news. Unfortunately, her suspicions were correct. 

Twilight's eyes narrowed as she read over the report. The list of towns, villages, the sum total of all the casualties and missing ponies in cold, remorseless numbers dwarfed what happened in Ponyville.  Heat rose in her chest. The Flames that danced through her mane reflected off the crystal walls. A growl rumbled deep within her as her teeth ached. 

Unbidden, her hoof pressed against her chest as she inhaled. Her body pushed the hoof away while breathing out. Even when it was not under her control, a wave of calm stilled the burning rage.

Save your fury for when it is useful. 

Night was right. Twilight took another breath, and the scent of scorched parchment filled her lungs. A simple spell restored the browned edges of the scroll to pristine condition. Raising a dragon required mastering a certain set of skills, especially if you had a fondness for books and other flammable things.

Looking back to the Nightguard, they each met her eyes with resolve. It was as if a glimmer of Nova’s fire burned within their souls. Their gazes promised righteous retribution. 

As much as Twilight appreciated their determination, the question was, what just happened? She could feel her own magic on them. 
 
Alicorns lead, Twilight, remember that. Night spoke in their mind.

It was not even necessary to extend her senses. With her domain, it was clear, a minute fraction of her power had settled into the two Nightguard. It was not as permanent or as significant as making a Chosen, but it was still there. The flames prowled within them, like angry manticores, but obediently waited to be unleashed on their prey.

With her own anger under control, fascination crept in. A conditional gift of power? Twilight wondered. She would definitely devote some time to study this phenomenon when time permitted.

For now, there was something more important. “Please assemble all the Nightguard in the main hall before you depart.” 

“Yes, Princess.” 

With a flick of her wing, Twilight dismissed them. They saluted before swiftly taking their leave. Their armoured hooves audible long after they left her sight. 

Twilight turned, trotting off. “I can’t let them go into battle like that again.”

Prey tell, why?

“Our daughter can enchant better equipment on a whim.”

While true, that does not mean their equipment is of poor quality. Luna would never permit it. 

More hoofsteps approached. Twilight stopped speaking out loud. There has been hundreds of years of magical development since most of their equipment was created.

You can’t give them weapons, else you would be making them your knights, and good quality armour takes too long for that many ponies.

“Hmm.” There were many things that might be acceptable with that limitation.

A pair of servants bowed their heads as they passed. One carried a stack of bed linens, the other cleaning supplies. Twilight’s keen eyes could not avoid noticing the pyrography of her own cutie-mark upon the wooden necklace around the taller one’s neck. 

Night kept them walking at a steady pace instead of stopping and staring like Twilight wanted to. It was a simple piece of wood, with the image burnt into it, but it spoke of so much more. 

She shook her head and continued on. As she moved through the castle, more and more sounds reached her Alicorn ears. Voices, both somber and happy. The sounds of many ponies waking up, a cacophony of sound of food being prepared for hundreds. Little hooves scampering around, likely in play. 

They were all just another reminder of how much her life had changed. The castle was now full of life, all of Ponyville, all the ponies she had offered sanctuary to now called it home. When she had first moved here, it had been barren.

Three times she caught her own name being used. “Don't worry, Princess Twilight will protect us.” While it was true that she would, it was the tone that really got to her. They had faith in her, they believed in her. That combined with the additional ponies wearing simple necklaces with her mark on them, it was almost as if they were going to start worshipping her.

Only Night stopped the flush from forming on her face as she thought back to her golden necklace with Celestia’s cutie-mark that was still buried in a chest somewhere. It seemed a lifetime ago she was that naive young filly, completely devoted to her Princess. Would she now have ponies just as blindly devoted to her?

It is only natural for ponies to revere us.

But..

Let them have faith in you, Twilight. It will give them strength in dark times.

Twilight grumbled, mentally constructing her augment why it was wrong to worship Alicorns. She could live with being respected or for others to bow to her authority, but to be thought of as a goddess?

You restored flight to the flightless, made the broken whole and freed the enslaved. Now tell me why you are not worthy of this, oh worker of ‘miracles’.

“It was just magic,” Twilight muttered.

Instead of trying to get them to stop, become worthy of them, my host.

Twilight walked on in silence as she considered Night’s words. 


Twilight absently munched on her breakfast. The tasty treats floating next to her as she worked. 

Dozens of disks of lavender crystals morphed into the shape of the large star of her mark. Streams of gold and silver danced together, forming the crystal palace’s silhouette on each before solidifying.

The matrices of magic she crafted in one was mirrored in the rest of them. A simple telekinesis effect was to be the active part. A single drop of her blood would grant it the limited ability to reason. Any attack on the wearer would be pushed away so long as the item had thaums of mana available. 

The sharp points of the battle award could be used to draw a little blood, attuning it to an individual. That would allow any excess mana regeneration they had to fill the basic mana battery she embedded into the crystal. 

She gathered the completed medals and deposited them in her extra-dimensional pocket. Her task completed, she sat back, a smug smile on her lips as she turned her attention fully to her food. 

Food was such a basic thing, yet both Night and Nova savoured every morsel. 

Once she had finished, it would be time to start preparing to heal Candice. As the vision of her Guard Captain’s charred form came to mind, a lingering feeling of Nova’s guilt prowled at the edges of Twilight’s perceptions. It was faint, as if something was trying and almost succeeding in hiding it completely from her. 

Either Night trying to contain a dangerous monster or Sweet Dreams trying to keep yet another burden from Twilight's withers. 

Her hoof pressed against the smooth intact coat where the golden necklace should have been. Nova was trapped without a view of the outside world, not even trying to influence her. Nova was likely nothing more than a ball of guilt. And here Twilight was mindlessly consuming a snack that the poor mare would have relished every bite of. 

She is not alone, my Star. Sweet Dreams soothing voice spoke in her mind. 

Somehow Twilight knew Dreams’s songs were the only solace Nova currently had. That would not do. A recreation of the last one would be too much work, and it failed in the end anyway. But a simple link, something to let Nova see and communicate, would not be so taxing. 

Twilight rose and headed to the most secure and warded part of her home. 


Twilight strode through her sealed lab, the timeless air was thick as syrup. Her security here was her best yet. Nothing that was not allowed here could do anything, they would enter and be trapped until released, experiencing no time whatsoever. It also had the side benefit of persevering her samples, Samples she really did not feel like looking at. 

Without even glancing up, her aura retrieved a large bone, her magic crushed it into nothing but powder before she set her eyes on it. ‘Powered magically conducting calcium-based medium’ was so much more palatable than ‘one of her leg bones she teleported out as part of her research’. The pain of the experience had been manageable, yet a shiver still danced along her spine. To be able to remove parts of your own body and not only watch but feel them regenerate. 

Each day it was becoming harder and harder to feel like a real pony. This body that had housed her for her entire life, had been her self image, now was little more than a puppet and a renewable collection of research material. 

Twilight turned the page in her otherworldly tome. Nerves and microscopic blood vessels added themselves to her mental list of what she would need to match up. 

Candice was Luna’s Chosen already, and was already compatible with Alicorn magic. It should be possible to use transplanted flesh from her puppet, her body, to reconstruct Candice’s ruined body. 

Strip away what is too far gone and replace muscle by muscle until a whole pony was before her. The right cosmetic spells could regrow Candice’s coat. The feathers would have to be transmuted from Twilight’s own. Twilight tapped her chin. While that would be good for the short term, she would need to make changes so the coat and feathers did not start reverting to Twilight’s colours with new growth. Candice would likely accept it, but it would raise too many questions. She was going to need to alter the feather's dermal papillae and each hair follicle. By the end of this, she would have at least three papers worth of new medical procedure. The only question was, should she dare to publish them? 

Her quill scratched away, making lists compiling what was needed. Her mind daydreamed about breaking into yet another field of research. But was there any way it could be misused? Her paper on spell runes ended up being used to immobilise her, to deny her the ability to free herself. What could ponies of ill intent do with the ability to reforge and reshape a pony’s body so thoroughly?

Twilight paused her writing, chewing the feather of the quill. Her magic and knowledge combined could do wonderful things, terrible things. How much of her work should end up in a restricted or even forbidden section of the archives?  

Night’s amused tone interrupted Twilight’s pondering. You know, this is not how you make a pony an Alicorn, Twilight.

I know Night, but we have to help her.

I look forward to having her at our beck and call again.

Twilight rolled her eyes, Admit it, you miss her.

You will never hear me say that.

Twilight smiled. Doesn't mean it's not true. She ended with a pleasant laugh. So what wellspring should we give her?

Night did not hesitate. Earth Pony, she is in dire need of being more durable.

Twilight nodded. If only we had given her this sooner.

In a way, it's a mercy we did not, her suffering would have been greatly magnified if she had stayed conscious any longer.

Twilight studied a full-sized diagram of Candice's body, or how her body should be. All the exacting measurements she had enjoyed taking finally finding a purpose. 

One by one, Twilight shaped and crafted hunks of her own flesh, creating a replacement for each muscle. Her aura lifted them, holding them in place over an illusionary projection standing over the diagram. 

You know, even with this, she is going to need time to recover.

“I know…” Taking all of Candice’s ley lines and integrating them with the new flesh, connecting everything to a fourth wellspring... “And it's going to be painful.”

Oh, worry not about that. I taught her a spell to deal with the pain.

“You're turning into a big softy, you know, Nighty.” 

I am not!

Twilight giggled. Having such banter in such a macabre room was surreal. What would her friends think finding her laugh in what amounted to a room full of several dismantled corpses?

She retrieved an eye and an ear. Whatever item she crafted to allow Nova to sense the world, they would make the perfect base components. 

Unfortunately, there was no time. It would take hours to redesign, repurpose and simplify the enchantment she used last time. Let alone craft it. She had to get cleaned up and present the awards to the Nightguards and the militia that fought in defence of the town.


Her macabre medical supplies safely stored in a timeless pocket, Twilight enjoyed a bath. Emerald's talented hooves eased away the tension as the scented water removed all hints of the viscera and gore. Emerald had changed the water twice before pronouncing her clean enough to relax, letting the lavender scent suffuse into her coat.

Twilight let her eyes close, letting the time drift by. Back when she was just a unicorn, each wasted second was a calculable percentage of her life span. Now that she was an Alicorn, she could freely enjoy each moment. The pressing inevitability of entropy no longer filled her with dread. She no longer feared what she might miss, what she might fail to achieve. Assuming nopony killed her, she had literally eternity. 

A content smile on her face, she allowed herself to float away in the warm embrace of the scented water. 

“Twilight?” Applejack's voice dragged Twilight's attention back to the mundane world.

“Applejack,” Twilight's smile changed to one of welcome. “Care to join me?”

Her friend hesitated for a moment before heading over. She placed each hoof carefully. It was as if the farm mare was afraid of disturbing the soothing ambience. 

Applejack deposited her hat on a chair before she slipped into the oversized bath. 

Ripples of water brushed against Twilight's coat from the disturbance as her friend settled. 

Applejack let out a contented sigh as the enchanted bubble bath began to work its magic on the farm mare’s body. “Ya certainly get the good stuff.”

“What can I say, being a Princess comes with a few perks.”

Applejack shifted, uncomfortable despite the luxury around her. “Twi, can we talk?”

“That's what we're doing at the moment.”

“This is serious, Twilight.”

Twilight sighed, closing her eyes as she leaned her head back. “Applejack, you’re my friend. If there’s something important to you, it's important to me.”

“It's about when we went to rescue our kin from the Everfree.”

“When I held you back?” Night cut in, taking control of their voice.

“Yes.”

I'm talking to my friend.

Relax, Twilight, speak as you will. I will simply say the bits to stop that living lie detector from learning too much.

“You're wondering why?”

“You said why, Ah don't agree with you, but you said why. What I want to know is why you threatened me.”

Night? Twilight could not stop the edge of accusation in her mental tone. She knew she should not jump to conclusions, but Applejack would never lie, especially about this.

She was going to steal the moment from her little sister.

Celestia issues?

I was proud of what they were doing, and there may have been an element of that. Applejack would smother her little sister, protect her from everything and never let her grow into the mare she could be.

“Err, Twilight? You alright?”

Twilight’s head shot up, her eyes locked onto her friend. She let out an embarrassed giggle. “Yes, I’m fine, AJ, just a lot on my mind.”

“Twilight, I reckon anypony could tell that's a lie.”

Twilight sank, lowering herself so only her head was visible above the water. “Where to start, AJ, where to start. It's simpler to say I'm fine, but in truth, I worry myself.”

Applejack's powerful hoof reached out, the motion sending ripples through the water. The strong hoof rested on Twilight's shoulder. It was so strange feeling the strength of her strongest friend and knowing it was nothing compared to what her own body could do with all her Alicorn power fueling it.

Twilight placed her own hoof atop her friends. “I could do truly terrible things, Applejack. It would be so easy to reach out and destroy Ponyville. Bend another’s mind completely to my whim or turn a pony that even slightly annoys me to a potted plant.”

“You’re scared of what ya can do?”

Twilight nodded. “I have so much power, power that Celestia never told me I had, nor trained me to use. Add to that how… unstable I have been, how driven by anger and desires lately...”

“You don't trust yerself.”

Twilight almost stayed silent. A tightness tried to constrict her throat. Would this be the moment she lost her friend forever? “I nearly killed Candice by accident.” Her tone sounded dead even to herself. The flat words revealed nothing of her inner turmoil. 

Applejack's eyes widened, but she kept her voice calm and level. It was almost as if her friend was treating her like a dangerous animal. “What happened?”

“They threatened to kill my daughter, they were going to send a squad of Mage Slayers after her.”

For a few seconds, many different things flickered behind Applejack's eyes. “Protecting yer kin is always the right thing to do, Twilight. How does that lead to harmin a friend?”

“Most ponies don't have the power to destroy half of Canterlot simply because they lose their temper… My anger alone, even undirected, can literally be incendiary.”

“Like what happened to your room?” 

Twilight just nodded. It was getting harder to watch as fear crept into her friend’s eyes, her ears lowered fractionally. Applejack’s gulp would have been imperceptible to a normal pony. Twilight’s heart sank, she let her head slip below the water. It's not like she needed to breathe anyway. Simply let her magic sustain a little more of her existence.

“Emerald was right, it's almost like she's a different pony today.” Even through the distortion of the water, Applejack's muted comment reached her ears. Having senses so sharp was not always a blessing. 

How would Applejack react if she knew the truth? Was it worth the risk just to no longer be lying to her friend? Through the surface of the water, Twilight gazed at her friend. Honesty, one of the Elements of Harmony, one of the reasons she was even an Alicorn. 

Twilight’s head rose out of the water. “Applejack, do you trust me?”

What are you thinking, Twilight? Night asked.

“Ah want to Twi…”

Only the lack of blood let Twilight know the dagger to her heart was metaphorical and not literal. “Will you trust me? I give you my word, my oath, no harm will come to you.”

Applejack's intense eyes stared into Twilight's very soul. Each moment that went by without a reply cut a little deeper into Twilight heart. Was this going to be the last day she would be able to call Applejack her friend?

“Alright, Twilight.” They were just two simple words, but they meant so much.

Twilight moved closer, letting some power flow into her horn as she carefully pressed it to her friend's forehead.

Twilight… Night cautioned.

Twilight released her spell, her hooves wrapping around and supporting the weight of Applejack's now limp body.

You should have told me we were going to have guests. Dreams's sweet voice admonished.