My Little Pony the Movie 2: Secret of the Magic Pearl

by Italibaso


10. The battle for Klugetown

A few minutes earlier

''Yesss.....It is time.....'' The skull inside the cave of Black Skull Island whispered, once again in a demonic voice.

The dark grey aura that had been present around it eventually formed into a giant orb above the small skull. An evil smiling face appeared in the center of the orb. It started laughing evily, echoeing through the tunnel ahead of it. A thick beam soon emerged from within the orb and shot through the roof of the cave.


Black magic rotated around Callidus, creating a strong wind that spread itself over Klugetown. It got so strong that some creatures struggled to stay on the ground. A few of them failed to do so and got blown away to the other side of the town. The rotating magic around Callidus spread itself all over the town along with the wind. A few creatures barely got a glimpse of Callidus through the remaining black magic that was still rotating around him. Eventually most of the magic around him went away, revealing his new form. Everyone was in shock by what they saw.

Callidus's body was still intact, but what frightened everyone the most was the skeleton inside his body that had somehow gotten visible. It was as if Callidus's body had become see-through. A dark aura was still flowing around his whole body, his pupils had a dark yellow glow in them.

Luckily Twilight had placed a magic shield around herself and her friends right before Callidus's wave of magic was able to hit them. They saw what had become of Callidus and stared in horror along with the other creatures. Celestia and Luna, who had also defended themselves with a powerful shield created by their own magic, saw what Callidus had turned into and gasped. Skystar and Queen Novo were still close to Twilight and her friends, thanks to the protection of Twilight's shield. Both hippogriffs turned their attention to Callidus and were just as horrified as the others. Capper, Captain Celaeno and Tempest got up from the ground after being knocked down, looked over to Callidus and witnessed his new form. None of them had never seen anything like it. Callidus's head started moving around curiously for a moment, all while creating a unnerving noise that sounded like someone's neck getting broken.

''So much power....'' Callidus said in a sinister tone while looking at both of his claws, ''And it's mine. All mine.'' His voice sounded nothing like it did before. Instead it had changed into something monstrous, a voice that sounded so otherworldly that it send shivers down everyone's spine.

''Oh no.'' Capper said, already knowing what had happened.

''Callidus?'' Twilight said with a hint of fear in his voice.

''That's EMPEROR Callidus to you, little pony!'' Callidus exclaimed before letting out an evil laugh.

''What in tarnation happened to him?'' Applejack said, staring with fear in her eyes.

''It's the evil spirit that was trapped inside the pearl for many years,'' Capper began to explain to Twilight and her friends, ''It's corrupting his mind. If we don't stop it fast, the spirit will eventually take him over and become its own entity.''

''I must thank you.....Queen Novo,'' Callidus continued before glancing over to Queen Novo, ''None of this would have been possible without you.''

''What?'' Queen Novo said to herself while looking shocked.

''You found that magic pearl when no one else could for many years,'' Callidus explained confidently, ''You then brought it back to your own kingdom and showed it to me when we first met. And luckily, it was just the thing I needed to gain this power. And with it, I'll now be able to change this town into whatever I desire. No, I'll be able to change the entire WORLD into whatever I desire!''

''Think again!'' Luna exclaimed. She immediately took action and fired a magic blast at Callidus.

Callidus showed a conniving smile on his face as he got ready to take Luna's magic blast head on. He got hit by the blast with full force, but it didn't even make him flinch. The dark aura created a shield around his body, protecting him from Luna's attack. He kept smiling, almost as if he was enjoying it. Luna's blast continued for a few more seconds before stopping, realizing she was just wasting her energy when it clearly wasn't having any effect.

''That's how you wanna play it, hm?'' Callidus said in a cocky manner, ''Very well. But there's only one of me, and several of you. So let's turn it into more of a fair fight, shall we?''

Callidus streched his arms down and into the dirt below him. Everyone looked a bit confused when nothing seemed to happen. Suddenly small eruptions made out of black magic appeared around all the citizens of Klugetown. Before they could react, the black magic made its way into their bodies, causing them to let out menacing screeches. All their eyes turned into nothing more than emtpy black holes, dark aura glowed around them and their arms fell next to their bodies. They all turned their attention to Twilight and the rest of her friends, marching towards them with their arms hanging down and eventually surrounding them into a circle.

''He's turned them all into zombies!'' Spike said in an over the top manner.

''What have I done?'' Queen Novo whispered to herself.

''That's better! Wouldn't you say?!'' Callidus exclaimed.

''Pfft! They don't scare me!'' Rainbow Dash said, showing no fear.

The rainbow pegasus raised her hoof behind her back, jumped herself toward a pig creature that was about to attack and punched him right in the face with all her might. The impact of Rainbow's punch launched the pig away from her. His body hit the side of a wooden building before landing face-first on the ground. Callidus reacted to the situation with a confident smirk.

''What is he smiling about?'' Rainbow Dash asked.

Her question was immediately answered when she saw the pig creature get back up again, completely unharmed as if none of it ever happened. Soon more creatures that had been blown away by Callidus's wave before showed up, all of whom were also clearly under his control and surrounded Twilight and the others even more.

''Foolish little pony,'' Callidus said, ''You can't defeat them, they're all invincible now.''

The mind controled creatures began to close in on Twilight and the others. Celestia and Luna took action and shot a single beam from their horn into the air. The beams collided, combining with each other to create a giant force field that protected themselves and their friends. The creatures bumped into the force field and got blown back by the magic wave emerging from it. The magic force field from Celestia and Luna disappeared when they were no longer surrounded.

''We don't care how powerful you are,'' Celestia said sternly to Callidus, ''You're no still match for the two of us.''

''You know what, Princess....'' Callidus said calmly, ''...You're right.'' He snapped his fingers, stopping all the creatures from further attacking Twilight and the others.

Princess Luna looked suprised, ''What is he doing?'' She asked, still a little on edge.

''It's true. I've clearly underestimated you,'' Mortus said, talking with a calm and sincere tone in his voice as he placed both claws behind his back, ''There's no point in me fighting you, so I might as well just let you finish me off. So go ahead, give it your all.''

''Don't listen to him!'' Tempest said to Celestia and Luna, ''It's a trick, I can tell you from experience.''

''That makes two of us!'' Queen Novo said.

''Make that three!'' Captain Celaeno added.

Callidus simply smiled confidently, ''Well then, why don't you come over here and try to stop me from whatever it is you think I'm going to do?''

Twilight began to notice something dark red glowing behind Callidus's back.

''We're not falling for that any longer.'' Tempest said sternly.

''See?'' Callidus said mockingly, still keeping his hands behind his back while staying on the same spot, ''I can't even outsmart you with words any longer, I'm clearly powerless against you right now. So what are you waiting for? Finish me off.''

As he was talking, the dark red glow that was in his claws slid down over the back side of his legs. The glow reached his feet and disappeared into the ground. Twilight looked slightly confused when the red glow behind him seemed to just disappear out of nowhere.

''It doesn't have to be this way, Callidus.'' Luna explained, ''Let's just put all of this behind us. We can help you.''

Callidus chuckled, ''Oh, you're already being a big help.''

A red circle appeared on the ground under Princess Celestia. Twilight saw it happening and quickly noticed it having the same color as the glow that was behind Callidus's back. The red circle started glowing under Celestia's hooves. Twilight put two and two together and gasped in shock.

''WATCH OUT!!'' Twilight said out loud as she pushed Princess Celestia out of the way.

A large red beam emerged out of the red cirlce. Twilight was only barely able to place a magic shield in front of her to protect herself. The clash between her magic and that of the red beam created a small magical explosion, causing everyone that stood near it to fall to the ground. Everyone looked up and gasped when Twilight's unconcious body got launched away, eventually leaving Klugetown.

''TWILIGHT!!'' Celestia and Spike exclaimed at the same time.

Callidus's face showed an angry expression as he too saw Twilight's body getting away. Celestia's eyes were filled with rage, glowing red for a moment as her attention turned back to Callidus.

''Why that little...'' Callidus said before turning his attention to the still mind controled creatures of Klugetown, ''Destroy her friends once and for all!''

Spike didn't want to waste another second and tried to run after Twilight. But the creatures of Klugetown surrounded him and his friends before he had the chance to leave. Pigs with axes, sharks carrying wooden spears and giant mice creatures holding hammers all started to close in on them.

Meanwhile, Celestia's attention was still focused on Callidus as she saw him going after Twilight.

''I won't let you get away with this.'' Celestia said in a cold tone.

Luna noticed the frightening glare in Celestia's eyes, one that she had seen from her before a while back in Canterlot. She wacthed her sister taking off and going after Callidus.

''I know that look....'' Luna said while looking scared. She quickly went after her sister.

''Get out of the way!'' Spike shouted. He angrily spewed fire at some of the creatures. The fire stayed on their bodies for a bit before disappearing, all while suffering no injuries.

''Looks like we gotta deal with them first.'' Rainbow Dash said while punching her hooves together.

''Um, earth to Rainbow Dash! They're all invincible, remember?!'' Capper explained.

''Leave them to us!'' Tempest said, getting ready to fight along with Captain Celaeno, ''We'll distract them while you ponies-''

Suddenly the sound of a ship horn could be heard coming from the sky. Everyone, even the mind controled creatures, looked up in surprise and turned their attention to the multiple airships heading their way. All of them were tagged with the Storm King's symbol.

''Oh no.'' Tempest said to herself.


Twilight's body descended down and landed on the sands of the desert outside of Klugetown with full force, creating a small sand cloud. Callidus had followed her and saw the cloud of sand in the desert. Within a few seconds the sand cleared away and revealed the purple alicorn. Callidus's beak showed an evil smile as he flew down towards her. Twilight was barely able to stand back up again right before Callidus landed in a few meters away of her.

"You sure are full of surprises, Twilight Sparkle.'' Callidus said.

''There's more where that came from!'' Twilight responded angrily.

Twilight's horn began to charge up. She fired a gigantic magic beam that headed straight towards Callidus. The grey bird simply raised his right arm, blocking the magic with ease and absorbing it into his claw. He immediately fired Twilight's attack right back at her. The purple alicorn's eyes widened and quickly teleported out of the way.

Callidus let out a sinister chuckle, ''Face it, Twilight Sparkle. You can't defeat me, no matter what you do!''

''I know....'' Twilight said before her eyes looked up over Callidus's head, ''....But they can.''

The sand under Callidus's feet started shaking, eventually circling around him like a rough tornado. He tried to escape, but soon got trapped inside a magical sand orb before he could get away.

''What is this?!'' Callidus said as he tried to break free from the sand orb. He punched and shot magic against the sand, none of which seemed to have any effect.

Celestia and Luna showed up in the desert. Both their horns were glowing while keeping their eyes on the sand orb.

''Twilight, get over here! Quick!'' Celestia commanded ergently. Twilight did as she was told, flew towards the two alicorns and got behind them.

Callidus placed both his claws against the sand orb. Heat came from his nails and began to spread fire over the sand around him. His fire combined with the sand turned it into glass. Callidus gave the glass orb a heavy punch, breaking it into tiny pieces. His attention turned to the three alicorns after he landed back on the ground.

''Go help your friends! We'll take care of Callidus!'' Luna said to Twilight.

''But I-''

''Do what my sister says, Twilight!'' Celestia said before Twilight could finish, ''Your friends need you!''

Twilight stayed silent for a second before nodding to Celestia, ''Be careful.'' She flew herself off the ground and headed back to Klugetown.

Callidus set his sights on the escaping purple alicorn, ''I don't think so.'' He aimed his glowing claw at Twilight, ready to fire his magic.

Luna and Celestia used their own magic to trap his claw inside a black and white glowing orb.

''You're not gonna lay a single finger on her!'' Celestia said, speaking in a determined manner.

Luna noticed Celestia's eyes glowing red for a second again as soon as she had finished her sentence.

''Not bad.'' Callidus replied with a sadistic smile, ''But I'm just getting started.''

Callidus stared at the orb around his claw. His eyes turned pitch black, which made the orb around his claw disappear in an instant. The aura around his transparant body got more intense with each passing second, eventually creating a small earthquake around him.


Applejack, Spike and the others backed away against each other from the mind controled citizens of Klugetown. Up in the sky behind them, the airships with the Storm King's symbol on them got closer and closer to the ground.

''This ain't good, ponies.'' Capper said as he saw the airships getting really close.

''I may not have my sword anymore, but that doesn't mean I'll back away from a fight.'' Captain Celeaeno said as she got ready to take them head on.

''I'll take care of those Storm Guards,'' Tempest said stepping in front of Twilight's friends, ''They're my problem.''

Suddenly multiple storm guards jumped out of the airships and landed in front of the ponies, shielding them from the opposing creatures. A few of the storm guards got right in front of Fluttershy.

''No one messes with best pony as long as we're around!'' One of the guards said determinedly.

Before Twilight's friends could ask themselves what was going on, the storm guards and the opposing creatures engaged into a fight, much to their surprise. Captain Celaeno widened her eyes for a moment when she saw four familiar green birds jumping out one of the airships as well.

''What in the....'' Queen Novo said to herself, ''They're....helping us?'' She watched on with a suprised look on her face as the storm guards started driving the creatures away.

''That's it, guys!'' A loud voice shouted, sounding like as if it came from a megaphone, ''Don't let them get near her friends!''

Tempest was the first one to recognize that voice. Her eyes widened when she saw who was shouting up in one of the airships. It was a familiar looking little hedgehog, this time not wearing a crown, standing behind the steering wheel while holding a megaphone in front of him.

''Grubber?!'' Tempest said in surprise.

Tempest's moment was interrupted when a couple of mind controled pigs carrying axes approached her. The dark purple unicorn dodged when one of them tried to slash her with his weapon. She followed it up with a kick in the stomach, pushing the pig away from her. Tempest maneuvered her way past the other mind controled creatures. She ran to one of the buildings closest to her, jumped up onto a balcony and ran across the sidewalk roof that lead up to Grubber's airship.

Captain Celaeno's attention was still focused on the couple of familiar looking birds fighting amongst the other storm guards. A look of pure joy appeared on Celaeno's face when she got a more clear view of their faces.

''No way.'' Captain Celaeno said to herself

Captain Celaeno didn't waste another second and began to make her way through the battlefield, dodging and maneuvering past any creature that tried to stop her. It didn't take long for one of the birds to notice her.

''Boyle! Look at what I spy with my one eye!'' One of the pirate birds said. He wore a black eyepatch over his right eye and a small black cloth covered his head.

Boyle, the pirate bird with a golden hook on his right arm, looked in the same direction as him and was overjoyed when he saw the captain running towards them.

''Well seen, Mullet!'' Boyle responded to the eyepatch wearing pirate, ''Squabble, look! It's our captain!''

Squabble, the pirate with derpy eyes and wearing a lifebelt around his neck, squawked in joy at the sight of his captain.

''You said it, Squabble!'' The small pink bird said to the depry eyed pirate.

''How do you know what he said, Lix Spittle?'' Mullet asked her.

''I don't,'' Lix Spittle answered casually, ''But he sounded happy, so I'm sure it was something positive!''

''I can't believe it!'' Captain Celaeno said, sounding overjoyed when she finally reuniting with her friends, ''What happened?! How did you get here?!''

''It's a long story, Captain,'' Boyle responded, ''But let's just say some cloaked figure tricked us into going to another deserted island and then took off with our airship. We were stuck there for hours until these storm guards rescued us.''

Captain Celaeno stared in confusion for a few seconds.

''Like I said, it's a long story.'' Boyle replied

''Nevermind. Right now we gotta deal with these creatures first.'' Captain Celaeno replied when she saw some shark like creatures heading their way.

''What happened to them?!'' Lix Spittle asked, noticing the empty black eyes of the mind controlled creatures.

''Their all under the control of Callidus,'' Celaeno explained, ''We must not let them hurt our friends!''

''Aye aye!'' Mullet replied before he and the other pirates drew their swords.

Boyle noticed Captain Celaeno's lack of a weapon and tossed his own sword towards her.

''Don't worry, I can use my hook,'' Boyle replied, ''It's good to fight by your side once again, Celaeno!''

''There should be a captain in there somewhere, Boyle.'' Captain Celaeno said teasingly.

''Right, of course. CAPTAIN Celaeno.'' Boyle said with a chuckle.

''Alright, guys. It's time to kick some booty!'' Mullet said determinedly.

Back on one of the Storm King's airships, Grubber noticed something in the corner of his eye. He turned his head towards the closest building and looked surprised when he saw Tempest making a giant leap towards his airship. The purple unicorn made a hard landing on deck, causing the floor to shake a bit as Grubber's megaphone nearly fell out of his paws.

''Tempest! L-Long time no see,'' Grubber said, looking slightly nervous when he saw the stern look on Tempest's face, ''Well, actually not really, it's only been a couple of hours since I last saw you.''

Tempest didn't say anything back and stepped closer to the little hedgehog, keeping the same stern look on her face.

''L-Listen, just hear me out, please.'' Grubber said, slowly backing away from the steering wheel.

''Why are you here?'' Tempest suddenly asked in a curious manner, much to Grubber's surprise.

''Well, I've been really thinking about what you said to me before,'' Grubber explained, ''And you're right, I do need to stop living the past. I guess it's just a lot to take in sometimes when someone you look up to changes in a way you don't expect.''

''You have NO idea,'' Tempest said, rolling her eyes as a betrayel from a certain 'king' came to mind, ''But no more time to talk, Callidus has mind controled every creature in Klugetown and they're now attacking my friends.''

''Calli-who?'' Grubber asked.

Tempest rolled her eyes in irritation, ''I'll explain it later. Just help me protect my friends, okay?''

''You got it, Tempest Shadow,'' Grubber said back while saluting her, ''From now on, your friends are my friends too!''

Tempest couldn't help but smile a little, ''Thanks. And by the way, call me Fizzy for now on.''

''As you wish, Tem- uh Fizzy.'' Grubber said.

Tempest shook her head playfully. Suddenly she remembered what happened to Twilight and looked down from the airship, where Twilight's friends and the others were still fighitng off the mind controled creatures.

''Grubber, jump on my back!'' Tempest commanded.

Grubber grabbed a small spear and shield that layed close to the steering wheel of the airship before jumping on the unicorn's back.

''I got your back, Fizzy!'' Grubber remarked with a confident smirk, ''Hehe, see what I did there?''

Tempest let out a sarcastic laugh. She jumped from the airship onto the sidewalk of a building and made her way down.


Luna fired a giant beam of magic from her horn towards Callidus. It was dark blue and had little stars inside, almost as if she was shooting part of the night sky at him. Callidus was prepared to block and deflect Luna's magic right back at her, but instead it started circling around him. The magic soon formed into a giant black orb, trapping Callidus inside as everything around him turned completely dark.

Everything was pitch black, there was no sound coming from anywhere. Callidus tried to illuminate his surroudings, casting any type of magic he could think of. But no matter what he did, everything still remained dark and silent.

''Now's your chance, sister!'' Luna exclaimed, using her magic to maintain the giant black orb.

With one strong move from her wings, Celestia launched herself towards the black orb. She closed her eyes right before entering. Once inside the orb, the white alicorn opened her eyes again. A bright white light glowed in her eyes, allowing her to see through the darkness. She quickly spotted Callidus hovering a few meters in front of her. He seemed to be in a panicked state while trying to figure out how to escape. Celestia surrounded herself with a magical aura and rushed towards him, hitting the grey bird with full force. Callidus let out a grunt as Celestia hit him full on in the chest. He got launched out of the orb and descended down towards the ground along with Celestia, who pulled herself back right before Callidus's body made a hard landing on the sands of the desert. The black orb disappeared as soon as Celestia rejoined her sister.

''You got him!'' Luna complimented.

Callidus got back up and blew away the sand around him with a magical wave. He had his claw placed on his chest while panting steadily.

''Not bad. Your powers combined could even match my own,'' Callidus said, loud enough for the two princesses to hear him from a distance, ''But now it's time for me to show you my full power!''

An intense black aura started flowing around Callidus. A dark yellow glow appeared in his eyes as he flew towards the two alicorn princesses. Celestia and Luna did the same with their magic and rushed towards him. The three of them created a small explosion of magic the moment they clashed.


Captain Celaeno and her pirate friends tried their best to fight off the horde of mind controled creatures. Luckily with the help Twilight's friends, Tempest, Grubber and the other storm guards they were able to hold their own against most of them. But no matter how hard they fought, eventually they all felt themselves getting more and more exhausted, while their opponents didn't seem to grow any more tired from all the fighting.

''We can't fight them off like this forever!'' Captain Celaeno said to Capper and the others, ''Anyone got another plan?!''

Capper remembered the book from before that he still had with him, ''I got one!'' He said before quickly grabbing it from under his cloak.

''What is that, Capper?'' Skystar asked Capper curiously.

''Something that might tell us on how to stop all this madness.'' Capper replied as he opened the book and started looking through the pages, ''I think they're was a sentence about it somewhere in here....''

''Wait, you know him?'' Queen Novo asked Skystar.

''That's Capper, mother,'' Skystar replied, ''He helped me and my friends get into Canterlot to defeat the Storm King.''

''I owe you a big thank you, Mister Capper.'' Queen Novo said.

''It was my pleasure, your royal majesty.'' Capper replied while he kept searching for the right page.

''Find anything?'' Skystar eventually asked.

''Aha! Here it is,'' Capper said out loud before he started reading the sentence, ''Should thou lose control, then the magic pearl is the only key. Once touched by a pure and kind soul, then peace and harmony shall return to the world as is meant to be.''

''Touched by a pure soul?'' Queen Novo repeated.

''Wait a minute...'' Skystar said as she realized something, ''...It must be talking about you, mother!''

''Me?'' Queen Novo replied in a suprised tone, ''Why would you think that?''

''Don't you remember the story you read to me?'' Skystar explained eagerly, ''When you touched that stone on the pillar all those years ago, you said that it started to glow and then turned into the magic pearl. That must have been because you are the one with the pure and kind soul.''

''I suppose that's a good point. But...'' Queen Novo said as she started remembering all the things she did in the past.

''Just do it!'' Tempest said, having heard their conversation along with the others, ''It's our only chance!''

''What she said!'' Grubber added while helping Tempest fight off a tall shark.

''.....But that was a long time ago,'' Queen novo explained, ''I'm not sure if the same thing will happen again this time.''

''We have to try it, mother!'' Skystar said determinedly, ''Twilight Sparkle and all of her friends saved us from the Storm King, now it's our turn to save them!''

Queen Novo looked at Skystar for a moment, suprised by the way she was talking with such dedication. She then thought about her plan for a moment before finally nodding in agreement.

''Okay. Let's do it.'' Queen Novo said determinedly before turning to Capper with a grateful smile., ''Thanks again, Mister Cap-''

''Save world first, thank me later!'' Capper said as he saw some more creatures getting closer.

''Skystar, follow me!'' Queen Novo said before flying away from the battlefield.

''Right behind you, mother!'' Skystar said. Together with Queen Novo she flew off and left Klugetown.

Capper watched the two hippogriffs leave, ''Good luck.''

Applejack had equipped herself with a lasso, one that had a big rock tied around it inside a loop, to defened herself against a grey mole with a hammer. Spike used his green dragon fire against a group of fish creatures to scare them off, but none of them seemed to be the least bit fazed by it. Even when some of his fire landed on one of them, a magic glow shielded them from it.

Capper quickly ran over to Twilight's friends and explained the whole plan.

''They better hurry! I don't know how much longer I can keep this up before my make-up gets ruined!'' Rarity said, talking an overdramatic manner while defending herself with a piece of wood.

''That's your biggest concern right now?!'' Applejack said, still using a lasso with a rock tied in a loop to defend herself.

''If we are going to save the world, I want to look fabulous while doing so!'' Rarity replied.

Suddenly many of the creatures got blown back by a purple colored wave that seemed to appear out of nowhere. The wave caused Applejack's hat to almost fall off while everypony else's manes got turned into a hairy mess.

''Oh, COME ON!!'' Rarity shouted when she saw what had become of her mane.

The ponies and the others looked up behind them to see who or what caused that magical wave. All their faces smiled in relief when they saw Twilight flying their way, mostly unharmed.

''Twilight!'' Spike exclaimed happily. He ran up to the purple alicorn, jumped up and gave her a hug as soon as she landed on the ground. The other ponies joined in on the hug.

''Now's not the time!'' Twilight quickly said, ''The princesses need our help! They can't take on Callidus by themselves!''

''But what about them?'' Fluttershy asked as she looked over to the mind controled creatures, all of whom had already gotten up and were heading their way.

''Fluttershy's got a point, I don't think they're just gonna let us leave.'' Rainbow Dash explained.

''We'll take care of them!'' Tempest answered.

''Aw yeah! They ain't gonna know what hit 'em!'' Grubber added.

''We got your back!'' Captain Celaeno said as she and her pirate friends got ready to keep fighting.

''For Fluttershy!'' One of the storm guards exclaimed.

''But we-''

''We got this!'' Captain Celaeno exclaimed to Rainbow Dash before to could finish, ''Now go!''

The ponies eventually followed her command and headed out of Klugetown, leaving their friends to deal with the creatures.


Twilight and her friends arrived in the desert, just in time to witness something that shocked them to the bone.

Princess Celestia and Luna both layed on the sands of the desert, looking weak and wounded. They were breathing steadily and could barely move. Callidus was standing above their bodies, getting ready to finish them off with a magic attack from his claw. Twilight's heart started racing like crazy and immediately flew to them at great speed without looking back.

''STOP!!!'' Twilight shouted at the top of her lungs.

''Twilight!'' Rainbow Dash said before chasing after her.

The purple alicorn's scream reached Callidus's ears. He looked up in front of him and saw Twilight flying towards him with a rageful look in her eyes. Callidus moved his body out of the way just as Twilight was about to ram herself into him. Celestia and Luna both opened their eyes just as Callidus was about to shoot dark magic at the purple alicorn.

Celestia, Luna and the rest of Twilight's friends looked on in horror as Twilight got hit by Callidus's attack. His beam had struck right through Twilight's chest. The light in her eyes were slowly fading away.

''NO!!'' Rainbow Dash shouted. She reached Callidus and punched him right in the face.

The grey bird screeched in pain, pushing Twilight away with his claw and releasing her from his magic beam. The purple alicorn's body went limb and fell on the ground. Her eyes slowly closed while breathing her last breath.

''Twilight....'' Spike whimpered to himself, struggling to hold back his tears,

Rainbow Dash was about to land another punch, but Callidus acted quickly and send her flying back with a small blast of magic from his claw.

''You irritating, foolish little mule!'' Callidus exclaimed in anger. He kept a claw on his scar that Rainbow's punch had left behind on his face. He quickly used his magic to heal the wound in an instant.

It wasn't happening, it could not be happening. Celestia did not want to believe it, watching Twilight's motionless body laying on the ground. She grinded her teeth and stared at Callidus with pure hatred in her eyes. She gathered the last of her strentgh and stood back up.

''You.....You monster.....'' Celestia with a vengeful tone in her voice.

Twilight's friends all looked at Callidus with the same anger in their eyes. Meanwhile, Luna's attention was focused on Celestia, never before had she seen this much rage and hatred coming from her own sister.

Suddenly the sun appeared from behind the clouds and started to shine brighter than anypony had ever seen before. It eventually started to cover the whole sky, forcing everypony to shield their eyes. An unrelenting heat came to be on the desert, causing Spike and everypony to sweat within a matter of seconds. Multiple lines of fire emerged from the sun and descended down while spinning around each other in a circle. The fire headed down towards Princess Celestia, who was still focused on Callidus with rage filled in her eyes. The lines of fire reached the white alicorn and started circling around her, eventually trapping her inside an orb made out of intense fire.

''What's happening?!'' Callidus exclaimed as even he started to become slightly scared.

The sound of a crazy and maniacal laugh came out of the fire orb. A silhouette of Princess Celestia appeared inside, only looking slightly different from what they remember. Her mane and tail seemed more pointy than normal, something sharp was sticking out from the back of her head. As Celestia's manical laughing continued, the fire slowly started to faded away and eventually revealed to everyone what she had become.

Twilight's friends didn't know what was going, but Princess Luna instantly recognized it the moment she layed her eyes on Celestia's mane made of fire. The orange armor that had appeared on her chest was glowing hot, almost as if it could turn anyone who touched it into ash.

''Daybreaker....'' Luna said to herself quietly.

''What's going on here?'' Callidus asked out loud ''How did she suddenly manage to gain so much power?!''

''What's the matter, Callidus?!'' Daybreaker asked the grey bird in a mocking tone, ''Can't take the heat?!'' She started laughing maniacally again.

Callidus grinded his teeth in anger, ''You don't scare me!'' He fired a magic blast from the palm of his claws, aiming it straight towards Daybreaker.

Daybreaker shielded herself with the fire from her mane and blocked the magic blast with ease. This shocked Callidus to the core, never did he expect that there would exist a creature who's power could match his own.

''What are you?!'' Callidus shouted.

''Me?! '' Daybreaker responded, ''I am Daybreaker! The better, prettier and more powerful version of Princess Celestia. And now, I'm going to DESTROY you!!''

Daybreaker spewed a huge fire blast out of her mouth that headed towards Callidus, who was only barely able to shield himself before the fire could hit him. Although his efforts protected him for a moment, Daybreaker's blast proved to be far more powerful than he thought. The fire eventually made its way through small cracks of his shield. Callidus started to scream as the fire slowly consumed him, eliminating the magic shield and turning his body into nothing more than a pile of ash. The dark aura that used to be around Callidus seemed to disappeared without any trace.

Daybreaker let out another maniacal laugh, ''That's more like it!''

''Sister, that's enough!" Luna shouted before getting in front of Daybreaker, ''If you keep going like this, you'll lose yourself!''

''And what are you gonna do about it, Luna?!'' Daybreaker said, ''Send me to the sun?!''

Luna quickly flew out of the way when Daybreaker attacked her with another fire blast.

''Sister, you need to listen to me!'' Luna said desperately, ''You're not yourself right now! If you just-''

''Listen? To you?!'' Daybreaker said in a menacing tone, ''Ha! Don't make me laugh, Luna! I've ruled over Equestria for a thousand years without your help! I never needed you, everything was fine until you came back!''

''That's not true!'' Luna retaliated, ''You needed my help many times, but I saw that deep down you never had the courage to ask for it! Because you care too much about everypony but yourself! But that's in the past, we're all here to help you now! To save Twilight and-''

''Save me your pathetic nonsense, Luna!'' Daybreaker said, ''If you really want to help me that badly, then hold still so I can BURN you into a crisp!''

Celestia spewed another large fire blast at the princess of the night, who teleport out of the way to avoid the same fate as Callidus. Daybreaker gave chase as soon as she saw Luna trying to get away, giving her no chance to regroup with Twilight's friends.

''TAKE CARE OF TWILIGHT!!'' Luna shouted to Twilight's friends as she and Celestia both left the desert.

Spike and the others's attention turned back to Twilight's motionless body laying on the ground. Together they walked over to her, still trying to take in what had just happened. On Twilight's chest they saw the wound that Callidus's attack had left behind. It showed round, small black hole at the spot where they were sure her heart would be.

Spike kneeled down over Twilight and started shaking her gently, ''Twilight?'' He said, trying to stay strong and holding back tears, ''Please, Twilight....Don't leave me...''

The little dragon shook Twilight's body a bit longer before giving up. Tears started rolling down his cheeks before embracing Twilight's body into a tight hug.

''This is all my fault,'' Rainbow Dash said, trying to hold back her tears, ''If only I could've gotten to her sooner, then maybe.....''

''It all happened so fast....'' Fluttershy said as she was already crying.

''B....But there has to be something we can do,'' Rarity said tears appeared under her eyes as well, ''W.....We can't just let it end like this.''

''Without Celestia and Luna, I don't know what we can do.'' Applejack said with a sad look on her face.

Everypony and Spike started mourning the loss of their best friend. Meanwhile, a black shadow was moving across the sand a few meters away from them. It started slithering towards Twilight's body like a snake and eventually made contact without the others noticing.

''What now?'' Pinkie Pie asked somberly.

Everypony widened their eyes when a dark aura, one that looked just like the one from Callidus, start flowing around the Twilight's body. Spike didn't notice however, as he was still clinging to Twilight, not wanting to ever let go.

''Spike....'' Applejack said in a worried tone.

''NO!!'' Spike retaliated, ''I won't leave her!''

The wound on Twilight's chest slowly disappeared. Her eyes opened up, revealing dark yellow pupils in the center while the white part of her eyes had turned black. Her face turned to Spike as creepy smile appeared on her face. A black orb of magic starts glowing around her horn.

''Spike, get back!'' Rainbow Dash shouted.

The rainbow pegaus grabbed the small dragon and was able to pull him back just in time before a dark energy blast escaped from Twilight's horn. Her blast hit the spot where Spike would've been hit and left behind a huge hole in the sand. Everypony else slowly backed away from Twilight, who slowly stood back up in an unnatural way, as if her body had no bones for a moment. Her attention turned to her friends, still showing the same creepy smile. She then let out a menacing laugh that sounded nothing like her normal voice.

''Twilight?'' Spike said while looking horrified along with the other ponies.