Ace's Spell Shop

by Aceofgods


Fall of the Mighty

Chapter Twenty-seven: Fall of the Mighty




Ace sat alone in the upstairs section of the library, having used his magic to form a work desk from a few deadened branches of the tree. Everypony else had left to search for Discord as Twilight bade him rest in her home. Ace was exhausted, having brought a box up from downstairs by hoof to provide the materials he needed for his craft at the desk.

Releasing a deep breath, Ace admired the Loki’s Key that rested around his right shoulder as he took a short break from his work. While it was true that Ace often used the quicksilver relic as a weapon, it was an invaluable tool as well.

Ace’s concentration was focused not only on his work, but also on the use of Loki’s Key. By using his mind to command the metal, it took shape of whatever he so chose. This was both a blessing and a curse, as it required the wielder to be unfaltering in their control of the object, lest it begin to shift and take on undesirable forms that matched the pony’s thoughts.

At present, the given forms of the Key were a chisel, a clamp rail affixed to the work desk, and a pair of tongs. However, Ace was finished with the chisel, leaving a few shards and splinters of the material he worked on upon the desk.

Ace shifted his concentration, imploring the Key to shift the chisel into a convex compass plane. Using said plane, Ace started to mould the material into a sphere, working the object in a circle around the clamp with his hooves. After several rotations, he loosened the clamp rail to readjust the crystalline object to level the other side as well.

The compass plane worked its way around the raw material, guided by Ace’s hooves for a time. After a number of rotations, Ace laid the compass plane to the side, again using the tongs to pick up the now-spherical object to examine it. It glowed slightly in the light as Ace smiled at his finished work.

Ace placed the pink crystal to the side of the desk in a dish that contained a few similar objects. Wiping the sweat from his brow, he pulled another rough crystal from the box, changing the compass plane to a chisel once more as he continued his task.



Twilight, Applejack and Fluttershy ran through the town, glancing into various windows and examining everypony as quickly as they could. The three of them had broken away from Pinkie’s group after Applejack said that she knew almost every face in Ponyville, though not as well as Pinkie did.

The three of them decided to split away after Twilight taught Rarity a simple Signal Flare spell so that she could let the others know if they found Discord. However, it was still proving quite the difficult task as Applejack had to stop and look at everypony where Pinkie could just glance at a pony and know who they were.

Given the circumstances, however, Twilight was grateful that Applejack had sold her apples for so long that she knew nearly everypony by face, and many by name as well; such knowledge allowed them to work faster with only a minimal decrease in efficiency.

Also, while it was unlikely, Twilight thought that she may be able to find Discord through her magical senses. Regardless, it was not a bad idea for her to take the opportunity to train herself in the use of it on top of her physical senses. The flood of information was staggering as she watched her friends moving in slow motion. After using the senses for almost an hour, she was beginning to get a headache.

Flutter started to speak, though Twilight could feel the vibrations in her voice box before she ever heard the sounds. “How are we going to stop Discord if he has the elements? We’re not really going to… k-kill him, are we, Twilight?” she said, clearly feeling uncomfortable about hunting down one of her friends.

Twilight put a hoof to her chin as she sat in the middle of the road, having a moment to stop and think as Applejack went into a nearby store to double-check. “Well, Ace said something about using the Inner Elements of Harmony to stop him… So I guess we’ll just try and do that.”

Fluttershy nodded to show she understood her. “That sounds… safe. What are the Inner Elements of Harmony, and how do we use them?” Twilight’s eyes shot wide for a moment at the reply.

“I, uh… That is… I’m not quite sure, exactly…” she said as she scratched her head for a moment. “Ace didn’t say anything else about them, really…”

Fluttershy looked apprehensive at the uncertain response. “I’m sorry, but um, how are we going to use something we don’t know how to use against Discord? We probably should have asked Ace…”

Twilight smiled sheepishly as she retreated back slightly. “Well, uh, maybe I should have… I guess I just got so use to Ace explaining everything to me, I didn’t think we’d need to know anything else…”

Twilight recovered her posture and started to run past Fluttershy, calling out behind her as she went, “Tell Applejack to keep looking! If you find him, just follow him around until I get back!”

Twilight ran swiftly, recalling her magical senses to try and soothe the headache that was beginning to worsen.



Pinkie bounced through the town, greeting everypony she saw and waving to them. Behind her, Rainbow Dash and Rarity, with Spike riding on her back, followed after her. Despite the dire situation, Pinkie still managed to be optimistic – or perhaps entirely oblivious – as she waved and said hello to anypony she saw.

Rainbow Dash flew high in the air, keeping an eye out for anything that seemed out of place or anypony that looked suspicious. However, as itching for action as she was, she zipped around the sky far too swiftly to be casual and kicked any clouds that came too close, leaving the sky clear of the puffy obstructions.

Rarity, on the other hoof, was taking the stroll through town slowly, admiring each and every pony and market as she looked for her next muse, contemplating perhaps making a line of chaos derived clothing. The difficulty, of course, was making it look chaotic while still matching, never clashing.

Spike rested atop Rarity’s back, basking in the feel of her soft coat and supple mane as she was too distracted to take notice his love-struck gaze and lighthearted fondling of her locks. Originally, Spike had accompanied the Pinkie group in case Rarity was unable to perform the signal spell. In which case, he would run back to Ace at the library to warn him.

However, everypony in the group was beginning to believe that Discord was quite well hidden indeed, as they were entirely unable to find any trace of him. Of course, nopony would give voice to such concerns, but the message was clear in the looks of their eyes when they exchanged glances. Nevertheless, they still searched high and low for the threat to ponies everywhere.



Princess Luna crossed her hooves over her chest as she sat on a metal work bench. She looked around the room to admire the work she had just recently finished; the floor was no longer marred with the blood of neither Ace nor that of the chaos spirit, the broken equipment was no longer broken, the damaged pillars had been repaired and the ACS was repaired…

From the corner of the room came a muted thumping sound as one of the ACS stones pounded a staccato rhythm against the walls. Luna shook her head with a sigh, a hoof coming to greet her features as she did so…

’Well, as fixed as I can make them at any rate… Dear brother has so many spells inside those tiny stones not even sister could decipher them all in a year’s time… Speaking of time, I do hope that brother Ace remembers to teleport me back… ‘Twould be most aggravating to miss out on the battle with Discord…’



Ace allowed himself to fall over onto his back shortly after he placed the final sphere into its dish amongst the others. As he flopped over, the metals of his tools dissolved into a fluid and flowed seamlessly into the bracelet he wore over his shoulder.

He let out a deep sigh of relaxation as he wriggled around on the floor, a goofy grin on his face as he attempted to get comfortable. Once he had found a suitable position, he stretched with a yawn, kicking the empty box down to the first floor in his negligence. Disregarding the useless container, Ace simply laid on the comfortable floor in an effort to fall asleep, despite the pair of beds that rested behind him.

As he was beginning to drift out of consciousness, however, he felt the magic of a teleport spell leading somepony into the home directly behind him. He swiftly brought his hooves around in a sweeping motion that would have floored whoever stood behind him as he brought himself to stand.

Despite the attack, however, the intruder was unphased. The intruder being a floating earth pony with a light violet coat, a violet-and-white mane that flowed like smoke, and dark violet eyes that were a swirled mockery of his Al Bhed eye. Upon the mare’s head rested a hat with a spinning propeller, as though it were the only thing keeping her afloat.

“Did you miss me, Fenrir?” came Discord’s voice out of the mouth of the hovering pony. “Cause I sure am going to miss you, my dearest rival; you were always so resourceful – willing to take risks where Celestia would only lie in wait for a better opportunity…”

Ace lowered his front half, bringing his center of gravity lower on his body should he need to move swiftly to avoid the foe, or make an attack of his own. “What makes you so sure you have me beat now, Discord? As near as I can tell, we’re still equally matched.” As he spoke, Ace concentrated on controlling Loki’s Key, sending a tiny sliver of the weapon running down the back of his hoof, out of Discord’s sight.

“Elementary, my dear Fenrir! I have the Element of tears, and you only have a fraction of your strength,” Discord said as he shifted his form back to that of his Draconequus self, draped in all of the elements – the Amulet of Tears glowing bright as the others were a dull white color. “Even with your quicksilver blade, you cannot match me now.”

The sliver of the Key bored a hole just large enough for it to pass freely, silently boring through the wood towards the dish near his workbench. For the sake of remaining silent, the progress was slow, but steady.

“You are weak, Fenrir. After our battle, your body was sore. The overload drained all of your magic, and you’ve not had the time to rest, whereas I have slept peacefully this whole time as the Amulet recovered my strength.”

The Key reached the dish, and started to slither down to the bottom of the bowl. Once it was in position, Ace guided the metal over each of the pink crystal spheres as it devoured each like a snake, holding them in place as it traveled among them.

“You’re right on all accounts, Discord. However, I still have my wits about me, where as you Draconequus can scarcely form a thought in those small, chaos-driven minds of yours."

Discord rested his paw-and-claw against his middle as he bent over backwards, his head reaching the floor, in his laughter. “Oh, you still have your mind, do you? Are you going to challenge me to a game of draughts, Wolf?”

Ace smiled a goofy grin, his horn lighting up as Discord glared menacingly at the stallion’s horn, fearful of what might happen. All that did, however, was a checkered board and a bag of game pieces floated up the stairs. “Certainly. Fire or smoke?”

Discord growled his frustration, batting away the game set, scattering pieces throughout both the upstairs and downstairs rooms. “For the first time in my life, Wolf, I’m not here to play games. Never have I wanted to kill somepony… That was until I spent countless years trapped in a stone prison. Were it not for your meddling, Equestria would be known as the Chaos Capital of the world! But you ruined that, Fenrir! You and those goody princesses!”

The quicksilver snake of Loki’s Key had finished gathering each of the spheres, and Ace was preparing his attack when there was a sound from downstairs, followed by another. A twisted smile spread across Discord’s face as Ace’s eyes went wide, realizing through his magical senses what had happened.

“Ace? Are you here?” came Twilight’s voice from the first floor. “I need to ask you a question… Sorry if I’m interrupting your nap, but it’s really important!” There was silence for a moment as Ace watched Discord’s every muscular twitch for sign of his next move. “I’m coming up!” she called up the steps.

As soon as the top of her head came into view, Discord started to turn to her as she gasped. This gave Ace the perfect opportunity to go on the offensive, the quicksilver snake of the Loki’s Key flying through the air and coiling around Discord’s body, several round bulges in its form as it tightened around various parts of the Draconequus.

Discord looked around himself as Twilight watched from her place on the stairs, unsure of what she should do. Discord noticed that while the metal of the Key was strong, it was barely able to restrain his movements. He laughed, feeling no pain from the dull edge.

“Did you really think tying me up would stop me? You are thrice the fool, Fenrir; may the Fates greet you!” he called as he snapped his fingers, a smug smile on his face for a moment.

Twilight flinched from her viewpoint, anticipating the worst as her eyes darted between the two. After a moment of silence, nothing happened. Discord looked all the more upset, his smile swiftly decaying into a frown as he snapped his fingers again; nothing happened. He snapped his fingers repeatedly now.

“You! What have you done, Wolf? How are you cancelling my magic?!” The Draconequus was snapping relentlessly, Twilight still watching with a sense of worry.

“Anti-Magic Stones, Discord,” he said as the snake of a weapon worked its way around the beast. “That weapon is carrying them, and so long as those stone touch you, there is little you can do.” The snake worked its way to the Draconequus’ mouth, forcing it open.

Discord flailed and thrashed around the room, Ace standing his ground as he focused his mind on controlling the quicksilver. Once his maw was opened, the weapon worked its way down Discord’s throat, bringing about a fit of coughing and hacking as the metal and stone were forced down his esophagus.

“You… Basthard! I’ll havth… yer he’d… fir thisth!” Discord worked to try and pull the metal out, but this only worked so far as getting his paw cut open on his own fangs as the metal moved unceasingly into his body.

When the foe realized that any form of resistance was futile, he instead charged at Ace, who was still focused on controlling the weapon. As such, he was unable to dodge the attack in time, and Discord landed a fatal blow to the stallion’s neck as he leapt to the side, away from Twilight. Loki’s Key was wrapped in Ace’s magic before it disappeared – the few stones not already inside of Discord bounced and rolled on the floor.

Blood sprayed across the room as Twilight screamed. Ace’s body fell to the floor with a hard thud before his body appeared to burst into a spray of black fluid that dissipated as it struck anything solid. Twilight’s horn lit up as her coat started to turn white.

’Stop, my student! I am alive,’ Ace’s voice called through her mind as she felt his magical presence flooding through her body, mixing and merging with her own. Her coat returned to its natural color as she felt her magic becoming stronger as it merged with his. Discord was reduced to dry-heaving on the floor.

’Hurry, my student! Use my magic and summon your friends to aid you! The chaos spirit will not be hindered by my trickery for long, and he will remain mortal for a shorter time still yet!’

Twilight nodded, unsure of whether or not the gesture was needed. Her horn lit up in Ace’s black glow mixed with her own purple one, her features setting in her concentration.

After a few brief moments that felt terribly longer than they should have due to Ace’s magical senses flooding her mind, there were six flashes of black-purple light around the Draconequus. Rarity, Rainbow Dash, Pinkie Pie, Applejack, Fluttershy, and Spike all looked around in confusion as their senses cleared.

Each of their faces lit up in surprise before turning into a snarl or glare – aside from Pinkie, who bounced as though she were at a party. Everypony stood their ground, watching the sick form of Discord as he worked his stomach hard in an attempt to cough up the hindering jewels. So far, he had managed to bring three of them out.

Twilight looked at everypony and started to glare at Discord as well. She lit her horn in an attempt to ignite the power of the Elements of Harmony, but then looked at her head and remembered they didn’t have the Elements of Harmony.

’Ace! The elements! How are we supposed to use them to fight Discord?! You never told us how to use them!’ she called within her head using the telecommunication spell she learned during their lessons.

’You hold the residual magic of the elements in each of you, kept alive by the key element that each of you hold that is the affinity with the elements. Yours is the initial element – the key trigger to starting the reaction. The magic is inside of you, my student, you need only use it. Allow me to show you…’

Twilight could feel the strength and warmth of Ace’s magic moving throughout her body, moving from her horn, to her mind, and then finally down her neck and into the center of her chest. Twilight could feel the power that resembled the last time she activated the elements to stop Discord.

A powerful glow came from her chest as she lifted off of the steps. Slowly, the chests of everypony else – except Spike, who was back to hiding in the wardrobe with his trusty umbrella – as they lifted from the ground as well. Unlike them, however, Twilight’s eyes started to glow a brilliant white.

Discord held up a paw in a pathetic attempt to shield himself. “No! No, I cannot be defeated so easily! Equestria is mine! It was always meant to be mine, and mine alone to rule!” Discord’s pleas fell on deaf ears as the glow of the magic intensified.

“You have crossed not only my friends, Discord, but you have even tried to kill my special somepony three times in a single day. You have lied to us, you have deceived us, and you have even tainted the Princess with your evils. No longer will we stand by, offering you chances to become good only so that you may use them to stab us in the back!

“No Discord, we will not be fooled by you any longer. My friends and I are not as weak as you seem to think – together, our strength is far more powerful than you could ever hope to be!”

The blinding light of the inner elements shot towards the beaten foe, each shooting a separate color that became a brilliant rainbow as it collided and swirled around the Draconequus. The beast let loose a deep bellow of a yell as he was reduced to dust beneath the strength of the power that assaulted him.

Once Discord’s body was turned entirely to powder, the ponies fell to the floor, Twilight landing at the top of the stairs as everypony but her landed on their knees, exhausted. Everypony but Twilight breathed heavily to regain their strength as Spike shook violently in the wardrobe.

Fluttershy moved forwards on her knees slowly toward the powdered pile of her former friend. She touched a hoof to it as tears flooded in her eyes. As she did so, the dust fell aground to reveal the six relics he bore unto his death – now charged with harmonic energy, they had returned to form the Elements of Harmony.

This, however, did little to console the heartbroken pony who had just taken a life. “I-I thought… Discord… statue…” The others shared a look as they felt sorry for what their friend was going through.

’Originally, Discord had an affiliation with the Elements of Power, which granted him a small resistance to their effects… However, the inner elements that reside in all of you had no such connection, and so he was assaulted by the entirety of the Order magic housed within… Being a creature borne of chaos, such concentration of order magic was lethal.’

Twilight nodded to her mentor’s explanation, which only she could hear. She chose not to give voice to the explanation, knowing it would be of little solace to the mare who had just killed one of her friends.

Rarity and Applejack each rested a hoof over Fluttershy’s back, more in an effort to show that they were there for her than an attempt to console the pony as her tears fell like rain upon the floor, her body wracked with her powerful sobs. Even Pinkie wasn’t her normal, bubbly self as she just stared at the powdery remains. Rainbow Dash rubbed her hoof against her knee as she sat close to Fluttershy, unsure of what to do, but not wanting to fly for fear of spreading the ashes.

’What about you, Ace? Your body was… I mean, you’re going to be okay, right?’ Twilight said to her magical roommate inside her head.

’Yes, I will be fine. My body is here, inside of you, recovering.’

Twilight blushed at the innuendo-laced phrasing of the statement, still unsure whether or not Ace did such things intentionally, or obliviously.

’If it’s all the same to you, my dearest Starlight, I think I would like to sleep here for a while. I am very tired from the events of the past week, and reforming my body would take all of my strength from me.’

Twilight nodded with a soft smile, turning her head away from her friends for the moment so as not to be misunderstood. ’Of course, Wolf of the Moon, my body is yours.’

Twilight could feel Ace’s blush as she turned to go downstairs, despite his incorporeal form existing only in her mind. However, the blush was not alone, as her cheeks flushed as well, rarely having the confidence to use such innuendo.

’Tis a very majestic name, and I do appreciate it very much, my Starlight. May I ask how such a name came to you?’

Twilight came to rest on a cushion near the table, first clearing it of a pair of checker pieces that had fallen upon it. She laid her head down with a sigh, beginning to feel the fatigue of the day all over again.

’The moon is a loyal companion. It never leaves. It’s always there, watching, steadfast, knowing us in our light and dark moments, changing forever just as we do. Every day it’s a different version of itself. Sometimes weak and wan, sometimes strong and full of light. The moon understands what it means to be a pony. Uncertain. Alone. Cratered by imperfections.

Also, it reminds of a story that I may read to you sometime when you are better.’

Twilight could feel Ace’s emotions inside of her mind, knowing that he was deeply moved by the loving adoration she showed for not only him, but something he held sacred while many others scarcely noticed.

Twilight’s lips burned for a moment, as though she were being kissed. Her eyes opened in surprise before she noticed a magical avatar bearing Ace’s resemblance appeared in front of her.

She returned the gesture, glad that nopony else was downstairs to notice her osculating with the air. Despite her nervousness, she was glad for the feeling as her blush deepened. Twilight knew that Ace was just using his connection with her to stimulate her senses to believe they were kissing one another, but she reveled in it all the same.

All too quickly, the encounter ended as Ace’s magical avatar faded back into Twilight’s body. Normally, the thought of somepony being not only inside of her body, but her mind as well, gave Twilight an awkward feeling. However, while Ace was merged together with her, it almost felt like a missing part of her suddenly returned.

Twilight knew that she should be helping to console Fluttershy, or tending to the safety of the Elements of Harmony, or telling Spike that everything was over, or planning out how they were going to return Celestia to her senses… But her body felt heavy, her headache was worsening and she just all around felt tired…

Twilight couldn’t find the motivation to do anything, really. She attributed the soreness of her body and the fatigue she felt to Ace joining his consciousness to hers as he recovered. She was likely only feeling a small fragment, a tiny sliver of what he felt, and was enough to drive her to slumber.

Twilight rested on the cushion as though it were the finest cloud-bed from Cloudsdale. Twilight took a deep breath to relax herself, but she was already asleep before it ever left her tender lips.