Unfriendship 2

by littleman001


Chapter 1: Princess Celestia

"In my years defending Equestria, I've learned one truth." Celestia told the nobility and reporters gathered around the former throne room of Canterlot Castle as she stood on a podium in front of them. "Every villain is the hero of their own story. Twilight was no exception. Chrysalis foalnapped her parents, used her changeling magic to give them the appearances of changelings and tied their life forces to the crystal bomb that destroyed this city seven years ago. So when Twilight killed Chrysalis, I understood why, we all did. But once that line was crossed, there was no turning back. So she gave herself and Equestria's defenders a new mandate: to stop all attacks against our country before they began. And she couldn't see that her actions were taking her down on a path of disharmony and evil, turning her into everything she was supposed to stand against. This is how Twilight Sparkle, my best and most faithful student and Equestria's greatest defender became it's greatest enemy." she finished her speech with a sad sigh as she prepared herself to relive those fateful events once more.


7 years ago...

Celestia was making her way out of the Ponyville Town Hall in a state of shock. She still couldn't believe what just happened. Twilight had murdered Queen Chrysalis in cold blood. Though maybe after everything the changeling queen did, it shouldn't have come as a surprise. Even when Twilight bursted in, she could tell that she was in a berserk state. And Chrysalis' mocking and taunting only increased her murderous rage. Moments before Twilight arrived Chrysalis told Celestia that her goal was to break Twilight in an attempt to destroy the harmony and friendship that tied Equestria's defenders together. And it looked like she succeeded. She still remembered the sickening laugh Chrysalis let out when Twilight's forehoof went through her chest.

After the deed was done, Twilight just tossed away Chrysalis' body and flew out of the building on the hole she had created upon entrance. Celestia didn't know where she could have gone, but what she did know was that she needed to find her as quickly as possible. Before she did anything else that she is going to regret for the rest of her life. She spent the past hour asking around Ponyville if anypony saw Twilight, but she received a negative answer from each of them. She was about to give up and return to her carriage on the town border, when she ran into a familiar face.

"Auntie Tia!" Celestia looked up and saw her grand niece, Flurry Heart flying towards her, her face full of despair and her eyes watering. "Tell me it's not true!" she bawled as she flew into the older alicorn's chest and looked up at her with tear soaked eyes. "Please tell me my dad made it out of there!" it broke Celestia's heart to deliver the crushing news and for a brief moment, she even considered telling the filly that she didn't know if her father made it out of the city. But in the end she decided that it would merely delay inevitable and it would cause the little filly even more heartbreak when she found out later. Eventually Celestia just closed her eyes and nodded sadly with a tear visibly sliding down her cheek.

"I'm so sorry, my child." was the only thing that she could say before opening her arms and embracing the young foal in a comforting hug. Flurry just buried her face into the older alicorn's chest and cried. Celestia did her best to comfort her, but knew that it will do little good. Celestia knew it all too well what it's like to lose a loved one, having lost several ones during the many centuries she had been alive, but now she needed to focus on the most important thing and that was to find Twilight.

"I know you are hurting, my child but please, I have to know you have you seen your aunt Twilight?" Flurry slowly stopped sobbing and looked up into Celestia's eyes.

"I have seen her on my way to Ponyville, but she didn't want to talk to me right now. She said she had a very important task that needed to be done. I believe she said something about gathering up changelings somewhere around a clearing in the forest not far from here." Celestials eyes widened in horror. No. She wouldn't. Surely she wouldn't do it. But seeing as she only killed Chrysalis an hour ago, it had to be considered.

"That's not good." Celestia whispered to herself. "I have to stop her. Twilight had lost herself. She's going to kill them all." Flurry's sad expression hardened into a glare.

"Well good riddance! Those monsters need to die for what they did to Equestria!" Celestia looked down her grand niece with a hardened and firm expression.

"Flurry no matter what they did or what they are, killing them is not the answer. It isn't Justice. This isn't what I taught Twilight. She can't see this right now. She's in pain and is mourning. And so are you for that matter. I need to stop her before she descends even deeper into her darkness." Celestia began running towards the edge of the town where she left her carriage, with Flurry in tow.

"Yeah? And what if the changelings did this to Luna? Or Twilight? Or me? What would you say or do then?" Celestia didn't seem to have an answer to this question. She just kept running. "Thought so." Flurry muttered under her breath. Celestia's carriage came into view, but as the alicorn princess was about to reach it she bumped into something that made her stop dead in her tracks. She and Flurry looked up in confusion and raised their hooves to reach forward and they felt that their way was blocked by a magical barrier. Celestia sternly looked down at Flurry who raised her hooves in defense.

"I didn't do it!" she protested.

"I did." The two alicorns turned to see Twilight's student, Starlight Glimmer standing a few meters away from them. Celestia narrowed her eyes at the Unicorn.

"Starlight, I would appreciate it if you lifted this barrier." Starlight just shook her head sadly.

"I'm sorry, Princess, I'm afraid I can't do that. Twilight knew that you would oppose what she was about to do, so she sent me to keep you in Ponyville if you decided to interfere." Celestia was shocked at Starlight's words.

"Are you meaning to tell me that you support Twilight's folly?!" Starlight narrowed her eyes at the princess.

"Do you know how many ponies we have lost at Canterlot?! There were so many of them from Our Town! I have known them personally! They were friends and family. And so many others from Equestria! Scootaloo, Rumble, Soarin, The Cakes, Shining Armor and Spike. All gone because of those monsters! If we do this, that will never happen again!" Celestia's expression softened and she looked at Starlight with sympathy.

"I know you are angry, Starlight, but that doesn't make what you and Twilight are about to do right." she then tried to use a spell to disperse the barrier herself, but to her shock, Starlight stopped her with a blast.

"As I said, I cannot let you pass!" Celestia was starting to lose her patience.

"Starlight Glimmer, as the sovereign ruler of Equestria, I order you to stand down and let me pass!" Starlight's eyes narrowed and she started to approach the princess menacingly.

"No I won't! I think it should be you who stands down." Starlight than tried to use a containment spell to incapacitate Celestia, but the alicorn princess was far too strong for something like that to work on her. She unleashed a blast that destroyed the containment field Starlight conjured up around her and then glared at the unicorn. She decided to put her in her place.

In the future, after Twilight had developed the Alicorn Pill, Starlight would be powerful enough to take on Celestia, but this was not that time yet and the princess was easily able to subdue her. After she incapacitated Starlight, she could easily disperse the barrier and then motioned for Flurry to follow her. There was no time for the carriage, they would get there faster if they flew.


The two alicorns reached the clearing Flurry was talking about. Even from afar, they were able to spot the the changelings who were being rounded up by several royal guards. Celestia flew down and started heading towards the clearing, but she found her path being blocked by a group of guards. Celestia stepped back in shock. She didn't expect the royal guard to turn on her.

"Guards, as your princess, I order you to stand down." she told them once she collected herself.

"We're sorry, princess, but we answer to Princess Twilight. And she ordered us to keep you away." the leader of the unit replied. Celestia stomped with her forehoof. She was starting to lose her patience.

"I don't have time for this, commander. Step aside or be removed force." the guards didn't back down and Celestia nodded grimly. "Very well." she unleashed a magical blast to subdue them, but to her surprise, it barely had any effect on them. They stood their ground.

"Princess Twilight taught us how to resist strong magic." the commander of the unit told her. "Please, Princess, stand down! We do not wish to harm you." Celestia just sighed in response.

"Well then, the direct approach." Celestia used her magic to pull away the spears they were holding, then took hold of one of them and bashed the commander pony in the face. The rest of them scattered to reclaim their weapons, but the princess was faster. She was twirling the spear in her hooves elegantly and literally swept them off of their hooves with it, making sure not to cause lethal wounds. In a few seconds, they were all lying on the ground, moaning in pain and holding their injured body parts. Flurry who was watching from afar was impressed with her great aunt's skills but couldn't help but point something out.

"So you don't want changelings killed for blowing up Canterlot, but you're fine with causing crippling injuries to guards who are just fulfilling their duty?" she asked, but Celestia ignored the question.

"Stay here, Flurry. I will have a thorough talk with my student." She headed towards the clearing, but she was stopped again. This time, by somepony landing right in front of her from above. It was Rainbow Dash and rather uncharacteristically, she didn't look happy to see the princess.

"Here to help, Celestia?" she asked challengingly as she blocked her path. The princess looked back at her with an unamused expression.

"Yes. To keep you and Twilight from making a terrible mistake." Rainbow Dash didn't back down.

"We didn't want this either, but Chrysalis and the changelings forced our hooves! Equestria had changed forever after this day and we will have to change with it if we want to make sure it never happens again." Celestia glared at the pegasus.

"The changes you two are trying to make will never have a place in Equestria." Celestia scoffed. The very idea of it made her sick to her stomach. "Now Rainbow Dash, please step aside and let me talk to my student."

"She doesn't want to see you right now." Rainbow retorted. "In fact. she specifically asked me to keep you away from her should you show up. She is kind of busy now."

"I've noticed." Celestia spoke bitterly. "If you won't let me through, I will have to remove you from my way." she didn't expect Rainbow Dash, the supposed Element of Loyalty to throw herself at her like that and that allowed Rainbow to take her by surprise. A mistake Celestia didn't intend to make twice. She tried to take her down with a spell, but Rainbow Dash wasn't the fastest flier in Equestria for nothing. Celestia couldn't hit her.

Rainbow then went on the offensive. She repeatedly flew at Celestia and rapidly hit her in the face. Of course, Celestia wasn't going down that easily. She waited for Rainbow to fly at her again and when she hit her, she used her magic to shield herself from the strike. Of course, Rainbow didn't give up. She kept pressing forward and punching the magical shielld.

"It's over, Rainbow Dash!"

"I didn't hear no bell!"

Their struggle went on for a few seconds, before Celestia used her magic to knock Dash back and then used a spell to temporarily paralize her wings. This made Rainbow even madder than she already was. Her wings were sacred to her and combined with the fury she was feeling over losing the filly she saw as a little sister, that lead her to throw hersefl at the princess without thinking. But that only made things easier to Celestia. Rainbow attacked mindlessly and she was easily able to subdue her.

"I'm sorry, Rainbow Dash, but you gave me no choice." Celestia said before continuing her way towards the clearing.

"Celestia..." Rainbow gurgled, groggy from the beating she received, making the princess turn back to her. "You... can't turn your back on her... she needs you..." Celestia nodded at her.

"I know. That's exactly why I'm here."


The changelings the guards were gathering up were herded together in the middle of the clearing and forced on their knees. They were understandably nervous as they had no idea what the ponies had in mind for them, but none of them dared say or do anything, given that there were several armed guards around them. But it was only a matter of time before one of them snapped. A random changeling soldier who was being moved towards the others by having a spear constatnly poking his backside was about to lose it.

"What is this? What are you going to do to us?" he demanded in a state of panic. The guard behind him just poked him again.

"Be silent and move!" he barked. The changeling snapped. He spun around and tore the guard's spear out of his hooves, before grabbing him and holding the weapon aginst his throat.

"I am not moving anywhere before you tell me what's going on?!" he yelled. The other guards moved towards him, ready to intervene, but he backed away, holding the guard hostage. "Back off!"

"LET HIM GO AND GET BACK IN LINE!" came a deafening roar from afar. Everyone turned to see Princess Twilight Sparkle hoover down from the air with her horn lit up and her eyes burning dark purple. "NOW!" she yelled on the Canterlot Royal voice. The changeling was quick to oblige. Twilight floated towards him and she looked like she might do something, but it never turned out what that would have been as the crowd was interrupted by Princess Celestia dropping down in front of her, glaring sharply into her eyes. Twilight glared back with equal intensity.

"Two minutes." she said. The changelings looked at each other before taking off and after a moment of confusion, the guards took off after them, leaving techer and student alone in the middle of the clearing.

"This isn't what I taught you, Twilight." Celestia said firmly, causing Twilight's glare to harden. She's had enough of her teacher's lectures.

"Changelings are irredeemable! Horrible, love-sucking monsters and they all pose a threat to Equestria! They're just like their queen! Every last on of them! Freindship and harmony won't solve our problems with them!" Twilight yelled. Celestia was horrified. Her student looked absolutely maddened with grief and fury. Every word that left her mouth was practically spat with insane anger. She wasn't sure if she could reason with her at this point, but she had to try.

"And executing them will? You're talking about genocide! This is not what Equestria stands for!" but as she expcted, her words had no effect on Twilight.

"And look where that got us!" Celestia sighed and decided to try a different approach.

"I could have killed Chrysalis. Or Discord. Or even Nightmare Moon. And I would be lying if I said I didn't want to at some points. But I knew that this isn't what my little ponies would want for me. And it's not what they would want for you either. Nor would your family."

"Don't go there, Celestia!" Twilight growled dangerously with her eyes lighting up with dark purple energy. She marched up to Celestia until their muzzles were almost pressed together. Celestia stood her ground. Twilight noticed something glowing on the other princess' horn. It was a familiar rainbow colored light.

"The elements." Twilight uttered in slight surprise.

"A little project of mine to restore them. I haven't tested it yet, but I believe this is the perfect opportunity. Unless you come to your senses, of course." Celestia warned. Twilight was scared, but she tried to remain stoic before her fellow princess.

"You wouldn't." she challenged, hoping to call Celestia's bluff, but Celestia still didn't back down.

"I used them on my sister, Twilight. I would choose my next course of action very carefully."

It goes without saying that Twilight had no intention of sepnding a millenium on the moon. She tried to attack before Celestia could use them, but she wasn't fast enough. Celestia unleashed their power, but Twilight managed to knock her off balance enough for the shot to miss. Celestia cursed under her breath. It would be a while before she could gather enought magic into her horn to use the elements again.

"You're supposed to be my friend!" Twilight cried.

"I am, Twilight. That's why I can't let you do this."

Twilight knew that using the elements had taken much out of Celestia and she used it to her advantage. She used her magic to tear some trees out of the ground and threw them at Celestia. The white alicorn hadn't recovered enough to use her magic to protect herself, so she had to evade them the old fashined way. Twilight then flew into her chest and knocked her down towards the ground. Celestia landed with a huge crash and Twilight flew down at her to beat her even further into the ground, but Celestia recovered enough magical energy to blast her away before she could reach her.

Twilight growled as she recovered from the blast and charged up for another magical attack before charging at Celestia. Celestia did the same and the two alicorns collided in the air.

"I'm ending this nightmare!"

"Equestria needs my protection!"

After a few moments of struggling, Celestia came out on top and she pushed Twilight into the ground hard and knocked the last bit of fighting spirit out of her with an almighty punch, sending her crashing against a tree.

"I'm sorry it had come to this, Twilight." Celestia said solemnly as she approached her with the intention of taking her into custody. "But you need some time to calm down, before it is too late." Twilight crawled back on the ground, trying to get away.

"Stay away from me!" she muttered in a panicked state. Celestia almost reached her, but then she heard a horrible crash from between the trees, before a changeling was knocked out from between them and crashed into the ground. The assailant of the creature turned out to be none other than Flurry Heart who walked up to it and lifted her into the air with magic. Celestia watched in horror.

"Flurry, what are you doing?" she demanded.

"This freak tried to attack me!" Flurry yelled glaring up at the changeling who struggled to break free. "It must have thought I was an easy target due to my age. But did it get the wrong pony!" she then tightened her grip on the changeling who looked like he was suffocating. "Disgusting parasitic filth! How many ponies did you drain like this?" she demanded with a glare. Though the changeling struggled to breath, he did managed to answer.

"Twenty... Twenty one..." Flurry's glare hardened."Twenty one." she repeated before looking back at Celestia. "That sounds like a threat to Equestria to me."

"Flurry, let him go!" Celestia shouted, completely forgetting about Twilight. "Don't do something you'll regret for the rest of your life! This isn't what your father would want for you!"

"Is it not?" Flurry responded sharply. "My father was captain of the Royal Guard. He was a soldier through and through. Soldiers protect their country. They destroy their country's enemies." she glared back up at the changeling. "And this is my first contribution to that legacy."

KRCK!

Celestia watched in horrified disbelief as Flurry snapped the changeling's neck and tossed his body away. "For Equestria. For my father." she snarled. It took Celestia a few moments to find her voice again. Even Twilight looked horrified at what happened.

"Flurry..." she whispered. "What have you done?"

"I stood up for what I believe in! What Twilight believes in!" Flurry responded, jumping in front of Twilight protectingly. "And I won't let you get in the way of that." she snarled, charging her horn up for a blast. "Get away from her!" Flurry unleashed a blast at the princess, who panicked as she was unprepared for such an attack and hastily unleashed a spell of her own. The spells they let out clashed in the middle, but since Flurry was so young and untrained, Celestia's attack easily overpowered hers and she was sent flying, crashing into a tree.

Celestia recoiled in horror as Flurry moaned in pain. What had she done? Due to her shock at being attacked by her grand niece, she didn't have time to react, so she used a very strong counter spell, way stronger than she intended. As Flurry slowly got on her hooves, Celestia tried to slowly approach her.

"Flurry... I... I didn't mean to..." but Flurry was having none of it. She shot her great aunt the most sever glare she ever used in her life.

"You coward! You hold back against these monsters but you use your strongest magic against your friends and family?! Do you think spewing your harmonious nonsense makes you better than them?! We are at war with these animals! You let Chrysalis keep on scheming against us! This whole day is your fault! You couldn't save my father or those ponies in Canterlot! You couldn't save ANYPONY!"

Flurry raised her hoof to strike Celestia, but her hoof was held back by something. Flurry turned to see Twilight blocking her attack with her hoof.

"Flurry, that's enough." she said softly. It was clear that despite her recent personality change, the events of the day was taking their toll on her as well. "Let's just go." Flurry blinked in confusion.

"But... but the changelings..." Twilight held up a hoof to silence her.

"Not today. Let's go."Twilight shot one last look at Celestia before taking off. Flurry followed her before stopping mid-air and casting one last, conflicted look at her great aunt. For one moment, hope raised inside of Celestia when she saw the uncertainty on her grand niece's face, but it came crashing down when Flurry's face hardened and she just kept following Twilight, leaving Celestia alone.

The princess looked at the body of the changeling Flurry murdered. Fear and desperation filled up her being as she just stood there and wondered just how much worse things can get from that point and what other horrible things could follow.

"Well, Chrysalis, you crazy, vile monster, you did it. Friendships are shattered and harmony lies in ruins."


Present day

After a long struggle, Celestia successfully prevented a tear from escaping as she recalled the events of that day. It was seven years ago, but it's effects are gonna be felt across Equestria forever. After that day, Twilight set out to recruit her friends and other citizens who thought like her to create the Equestrian Magical Regime and reform Equestria into what she felt like was gonna be for it's betterment.

At the beginning, Twilight didn't completely shatter connections with her old mentor. Celestia could remember how she approached her a few days after the day she just recalled and tried to convince her to see things her way and join her. But Celestia just told her that she was going down a path that she can't follow her on. She was then about to try and convince her student to come to her senses while she still could, but Twilight just walked away before shooting one menacing last glance at Celestia, telling her that if she wasn't with her, she was against her. That was the day Celestia knew she had to do everything within her power to oppese Twilight's endeavors.

From that day, things only got worse as Twilight became increasingly more ruthless. She began using terror methods to keep the citizens who didn't agree with her in line, oppressing and chasing away non pony species from the country and recruiting villains and criminals into the Regime like Cozy Glow and Lightning Dust. But all of these paled in comparison to what she did to Luna. Her sister had been supportive of Twiilight from the beggining, despite Celestia's attempts to talk her out of it. So Twilight convinced Luna to once again embrace the personality of Nightmare Moon. That day was not pretty. It was one of the only times in Celestia's life where she lost control of herself. She lashed out at Twilight in fury and didn't hold back. For a moment, it looked like she was going to cut the takeover of her former student prematurely short. It wasn't until the newly returned Nightmare Moon interfered that saved Twilight from her former mentor's wrath. That was not a day Celestia remembered proudly.

And that was only the beggining. The Insurgency's fight against the Regime was brutal. Celestia lost dozens of ponies she held dear, including her husband, Sombra. It had been two years since he sacraficed himself to take out Twilight. A sacrafice that eventually turned out vain. She lost him before they could put their biggest plan of all into work. The plan of starting a family. This and making Luna fall back into her corruption were two things that she will never be able to forgive Twilight.

She tried to chase those memories away as she looked out the window of her mansion at the city of Canterlot that was still under heavy rebuild. Even two years weren't enough to put the city back together after Twilight ordered the Regime to tear it down for not supporting her and daring to have an issue with her killing Sombra. The rebuild was going well, thought there was still much work left to do. The bane of being such a big city, Celestia assumed. The other town that the Regime attacked, Ponyville was almost completely renewed by now.

"Nice view. You picked your new place well." Celestia turned around to see the pony who just spoke. She smiled, when she recognized a fellow politician in the mare who just walked in.

"Mayor Mare!" she greeted cheerfully. "It pleases me to see you back in your rightfully elected position." the Mayor bowed her head in greeting.

"Well, Princess, that makes two of us."

"I'm no longer a princess, Mayor. You don't have to call me that." Celestia reminded, causing the Mayor to rub the back of her neck sheepishly.

"Sorry, force of habit." Celestia noticed the troubled look on the mare's face.

"I doubt that complimenting me on my choice of a living space is the sole reason of your visit. What can I do for you?" Mayor Mare adjusted her glasses.

"Well, frankly, I read your hearing in the newspaper today and I had some concerns about it." Celestia blinked in confusion.

"What do you mean?"

"As you know, the repairs to Ponyville are nearly complete. But..." Mayor Mare had a hard time saying what she wanted to say. "Well, it's hard to convince ponies to move back into the town when they still feel like anycreature could just knock it down anytime." Celestia nodded in acknowledgement. This was indeed a valid concern.

"I reassured everypony that Twilight is never getting free."

"But she's not the only threat out there." Mayor Mare responded. "Discord is still out there and with how Twilight hunted him, how can we tell if he's not plotting revenge?"

"Discord helped us take down Twilight." Celestia interrupted. "He got his revenge." But the Mayor still didn't look reassured.

"And the dragons and griffons that have been chased away by the Regime? And what about Princess Cadance who is still hostile towards us for keeping her daughter prisoner? We still haven't recovered, Celestia. We are vulnerable and our ponies know it. They're scared." Celestia lightly scoffed at this.

"I thought that's why you had those overpaid P. R. Ponies." Mayor Mare narrowed her eyes.

"Don't be so cynical. You know ponies are looking for answers from you. You need to reconnect with them. I think maybe... letting them in on the existence of your 'SkyWatch' project would be a good start." Celestia sighed. Not this again. In the past year, Celestia traveled around Equestria to examine the rebuilds in the entire country. But that was just a cover story. In actuality, she has been setting up a network surveillence devices she called 'Watch Stars'. They were very small, almost unnoticable magical crystals that hovered over every major Equestrian city and the borderline. They overlooked the cities and channeled what they saw back to a secret location that only Celestia and a select few others knew about. Of course, she had to let in the leaders of these cities on the existence of the project, but even they were sworn to secrecy.

"Mayor, I have been through this before with several of your colleagues. The secrecy of 'Project S. W.' is vital. Our enemies can't fight something they don't know exists." Mayor Mare saw that she once agian wasn't going to convince Celestia otherwise, but she still didn't want her visit to be completely in vain.

"Then would you at the very least accept an actually useful suggestion that I've heard from those 'overpaid P. R. Ponies'?"

"What would that be?" Celestia asked, though she had little fate in the idea. The mayor's face finally softened into a friendly smile.

"Be a little less almighty alicorn hero and a bit more pony. Get out a little, interract with your ponies and most importantly, smile! Take it from an expert politician, ponies are more calm when they see their leaders in a good mood." Celestia looked down in thought. Ponies have been asking many things of her during the past two years, but what she just heard from the mayor was probably the hardest. She had very little reason to smile nowadays. In the end, she just turned to back towards the window.

"I will consider it." she said finally. The mayor sighed and headed towards the door. But before she left, she turned to say one last thing to the alicorn.

"You'll have to come out of your shell eventually, Celestia. No one can shape the world by themselves. Not even you." she said before she left. Celestia turned to look after her once she heard the door close. She remembered the alternate Cadance saying something similar before she returned to her world. Back then she wasn't sure if she could ever open up to others again, but these past two years have been crushing and she wasn't sure how much longer can take it on her own. Maybe the mayor was right. Maybe it was time she widened her circle of trust.