64 vs. The Underground

by Jman9877


64 vs. Nightmare Night Part 1

Chapter 45

3rd Person POV




64, Twilight, and the now conscious Spike continued through town heading towards Applejack’s stand, each of them craving a Caramel Candy Apple. 64 had fun laughing at some of the more ridiculous costumes and being impressed by some of the more brilliant ones. Big Mac’s was one of the funniest to him, because he had literally dressed up as ‘One o’ them big shots up in Canterlot’.



“I didn’t see why you had to laugh at Colgate like that 64… I thought her costume was very well done.” Twilight scolded, seeing 64 still holding his stomach as he laughed.



“She…She was a dentist! HAHAHA!” 64 bellowed, clutching his stomach as if his life depended on it. “Her job is literally dentistry! It would of made more sense if she dressed up as a tooth or something!”



64 was laughing at the exact same reason for Spike’s costume, although he didn’t vocalize so much at that one. He was actually having one of the best nights of his life, never being able to be this carefree before. They eventually made it to Applejack’s booth, where they saw a few ponies trying to bob for apples.



Applejack was dressed up as a scarecrow, replacing her Brown Stetson with an old straw hat.



“Happy Nightmare Night, Applejack!” Twilight greeted, walking up to her friend. Not even giving Applejack a moment to respond, 64 pushed Twilight aside and pointed to the Caramel Apples decorated like Jack-O-Lanterns.



“How much for 2?” He asked, his mouth already salivating.



“That’ll be 6 Bits.” Applejack answered, not even registering that 64 and pulled out the coins and tossed them into the brim of her hat. Using his magic, 64 grabbed the Caramel Apples and gave one to Spike, before taking a bite out of the one he got for himself.



“Man thash good…” 64 moaned with a mouth full of candy apple, eyes half lidded in pleasure.



“Heh, mah apples tend to do that sometimes. Hey there Twilight, nice costume.” Applejack commented, although Spike thought it was directed to him.



“Thanks! I'm a dragon.” Spike gloated, not realizing that not only was one of the most stupidest things he said, but he said it while his mouth was covered with caramel and apple bits.



“She means me, Spike.” Twilight pointed out, looking a bit prouder that a few seconds ago.



“With that beard, Ah reckon you're some sorta country music singer.” Applejack joked, once again sending 64 onto his back in laughter. “Anyway, while ya’ll are here wanna try bobbin’ fer an apple?”



As 64 heard that his laughter started to slowly die down, forcing him to wipe his eye with his free hand. “Ah…ah… that was hilarious… I’ll give it a shot.” He said, getting onto his feet and handing his now half eaten Caramel Apple to Twilight.



“Alright, ya manage to wrap yer mouth around one of these apples on yer first try, no charge. Miss? 1 Bit.”



“Sounds fair enough. Alright let me try this out.” 64 said, taking off his Manticore mane and setting it onto the ground. He knelt down onto his knees and put his hands onto the rim of the tub, where a few Golden Delicious apples bobbed up and down on the green water.



With his mouth wide open, he dunked his head underwater and bit furiously at a few apples, but they all escaped his grasp. Not one to be beaten, especially by a piece of fruit, 64 timed his attack until he saw the apple was floating still underwater, then attack. He felt a satisfying crunch as he bit into the juicy fruit, coming up with the thing in his teeth.



“Congratulations 64!” Applejack said, a grin on her face.



“Yeah! What do I win?”



“An apple!”



64’s excitement went out the door as he stopped at the exclamation, before chuckling a bit. “Should have seen that coming a mile away…” 64 groaned, taking a full bite out of the apple anyway.



As Applejack was going to continue talking, the sound of a clapping caught everyone’s attention, as they all look back at Town Square. Mayor Mare was now dressed in a clown costume and was on a large stage with a microphone, addressing a large crowd of ponies all dressed up for Nightmare Night.



“Think we should go see what all the fuss is about?” 64 asked, taking back his Candy Apple from Twilight.



Not even giving an answer, Twilight and Spike began walking towards the commotion, with 64 following close behind.



“Thank you, everypony, and welcome to the Nightmare Night festival!” Mayor Mare said gleefully, receiving a cacophony of cheers from the crowds. “Now, all the little ponies who have been out collecting sweets should follow our friend Zecora to hear the legend of... Nightmare Moon! Mwahahaha!” She ended maniacally, the effect of her evil cackling diminished by her playful costume.



She then motioned towards the stage to cue a large plume of green smoke which erupted onstage, frightening most of the ponies in the crowd. 64 squinted a bit to see through the smoke, and saw a mare’s figure walking forward.



Soon black and white stripes became visible, along with a long white mane decorated with spiders.



“Follow me, and very soon, you'll hear the tale of Nightmare Moon…” Zecora called mysteriously, motioning to the foals in the crowd. One by one, foals of all ages went onstage to join Zecora’s group, 64 seeing Ghost and the CMC also attending.



Actually interested to see what Zecora would say about Nightmare Night, 64 went onstage to follow Zecora.



“64? What are you doing? That’s for little foals only.” Twilight warned, but 64 just shrugged.



“This is my first Nightmare Night, I want to see everything.” 64 said, waving Twilight over. “C’mon, let’s see what all the fuss is about.”



Twilight sighed and joined the human onstage, reluctant to do so. Zecora gave the group a look over, and 64 saw her subtly trying to count all of the foals that she had, just incase she lost one.



“Alright little ponies, beware from now on… The Everfree is filled with fearsome creatures, and with one misstep… you will not live to see dawn…” Zecora said hauntingly, causing the foals in the crowd to shake a bit. 64 saw Applebloom instinctively get closer to Ghost for protection, causing the young Changeling to blush.



The group of ponies, 1 human, and 1 Changeling made their way towards the Everfree Forest, excited to hear the tale of Nightmare Moon.





64 POV





The walk to the Nightmare Moon statue in the Everfree was filled with scary stories for the colts and fillies, including Spike who kept hiding behind Twilight ever time a stray twig was stepped on.



"Wh-What was that?! Ah! Did you see something move in the trees?" Spike cried, jumping out of his scales every time he thought he saw something.



"Spike, this trail has wards cast to repel any malicious animals. Plus I already look enough like a Manticore to scare anything else away." I said, trying to calm the Drake down. He nodded, but his head kept darting around as if he didn’t hear me. When he went back to hide behind Twilight, I remembered something she had said earlier. “Twi, why were you hesitant to come on the walk? Too childish or something?”



“No… It’s not that. It’s just… Ever since Princess Luna was released from Nightmare Moon’s grip, I feel that the whole thing about Nightmare Moon still roaming around is incredibly offensive to her. How would Celestia feel if we created a holiday to commemorate the spirit of Super Nova and frighten everypony by telling them she returned every year?”



I wouldn’t mind at all…” Super Nova’s voice echoed at the back of my head, making me scowl.



“She would probably kill any thought of the holiday immediately… Man now this day is starting to sound pretty shitty.” I thought, seeing that we had just arrived at the Nightmare Moon statue. Zecora stood in front of the statue and turned to us, her eyes narrowed evily.



“Listen close, my little dears, I'll tell you where you got your fears of Nightmare Night, so dark and scary, of Nightmare Moon, who makes you wary. ” Zecora chanted, pulling out a small amount of Green Crystal Dust and blowing it into the air. The dust floated into the air for a bit before it started to materialize, turning into a spectre of Nightmare Moon. It was honestly good enough for me to charge a bit of magic up before realizing it wasn’t real, seeing it start to zoom towards us.



All of the little ones in the crowd gasped as ‘Nightmare Moon’ got closer, before eventually crashing into the ground and poofing into the air. The dust turned into a large cloud which blinded all of us for a bit, but it cleared a bit when Zecora began to speak.



“Every year, we put on a disguise, to save ourselves from her searching eyes.” Zecora said, a small remaining cloud hiding a pair of eyes and a large mouth filled with sharp teeth. The colt and filly standing in front of the cloud suddenly saw the face and ran off in fear, before Zecora revealed herself to be behind it. “But Nightmare Moon wants just one thing: to gobble up ponies in one quick swing!”



Pipsqueak was running away from the voice before he crashed into the side of the Nightmare Moon statue, looking up and seeing the evil face staring right down at him. He slowly backed away from the statue only to back up into the rump of Pinkie Pie, who had her head underground to hide from the frightening events going on.



I was honestly getting a kick out of the performance, but I could see why Twilight was a bit peeved by all of the bad talk about Princess Luna.



Zecora once again tossed a hooful of Green Dust into the air, causing another spectre of Nightmare Moon to appear. “Hungrily, she soars the sky. If she sees nopony, she passes by. ‘Nightmare’ zoomed towards Ghost and the CMC, who all jumped back in fear. Instead of growling or roaring, she looked around as if she couldn’t see anypony, before zooming off towards another group. “So if she comes and all is clear, Equestria is safe another year!”



The spectre shot up into the air and roared, before exploding into a cloud of Dust and leaving the physical realm. I was busy staring up into the sky to notice that Pipsqueak had actually walked up to Zecora and started to pull on her cape.



“Uh, Miss Zecora, if we wear costumes to hide from Nightmare Moon, so she won't gobble us up, how come we still need to give her some of our candy?” He asked shakily, still frightened from the vents that had just transpired.



“A perfect question, my little friend. For Nightmare Moon you must not offend.” Zecora answered, getting a small portion of Green Dust and blowing it lightly at Pipsqueak. “Fill up her belly with a treat or two, so she won't return to come eat you!”



Another ghostly Nightmare Moon showed up and began to bear menacingly down onto Pipsqueak, before she roared and rushed at us all. she then did the same thing and simply crashed into the ground, creating a large cloud of Green smoke.



Pinkie Pie and the rest of the foals all screamed and ran up to the Nightmare Moon statue, dumping most of the contents of their candy bags. I knew that somepony else would probably be back and collect all of the candy for the adults to eat later.



As they so frantically attempted to dump their candy, I suddenly felt a rumbling in the ground, and the wind picking up a bit. With us being in the Everfree Forest, I wasn’t going to take any chances and conjured up pair of Tomahawks, nodding at Ghost who jumped next to me. His horned glowed menacingly as he prepped a Kinetic spell, ready for anything that could happen.



The look on Zecora’s face told me that this was definitely not a part of the trip, so that only increased my suspicion. The clouds above us began to swirl around the moon menacingly, before a large burst of light illuminated the entire sky. Out of the swirling vortex of clouds, a Chariot led by 2 silhouetted creatures began to descend towards the sky, pulling a mysterious figure cloaked by a large black hood.



As they neared I squinted my eyes and saw that the creatures pulling the Chariot were actually Lunar Pegasi, which only meant…



“Princess Luna!” I exclaimed happily, putting away my Tomahawks and waving my hands in the air. I think she saw me anyway, because I could swear she gave me a grin from the air.



“It's Nightmare Moon! Run!” Pinkie Pie squawked, scaring everypony enough to get them to run away, including Zecora. I saw that Applebloom, instead of running, tackled Ghost to the ground and started to whimper into his fur. Instead of being able to laugh at his predicament, I was too worried for Luna.



“Wait no! It’s not Nightmare Moon! It’s just Princess Luna!” I yelled out, trying to calm everypony down. Apparently none of them heard me because they kept on running away. When I saw Princess Luna trying to coordinate the landing of her Chariot in the field we were standing in, I looked around and saw that it was too small for her to land in.



“Luna! Head for Town Square! There’s more room for a landing!” I yelled up at her. I saw her nod her head a few times before ordering her Lunar Pegasi a bit, obviously using her ‘Royal Canterlot Voice’ to order her guards.



They zoomed off towards towards town as I grinned a bit, excited for my friend to be here. “C’mon Twilight, we have to meet Luna when she lands!” I said, waving over at Ghost who was still on the ground blushing with Applebloom on top of him. “C’mon lovebirds, we gotta get going!”



Ghost’s eyes shot wide open at my call, and Applebloom quickly scrambled onto her hooves when she realized what she was doing. When I was about to take off running, Twilight grabbed my foot and pulled me back, a deadpanned look on her face.



“We can just teleport you know?” She said as if it was common knowledge to me. I didn't really like teleporting unless there was dire need because I often felt it was like cheating. I crossed my arms and sighed.



“Fine… get over here you two!” I said, grabbing Ghost and Applebloom with my magic and bringing them closer. “Nice costumes you two.”



Ghost chuckled and rubbed the back of his head. “Thanks, I saw Applebloom’s and decided to go with a complementary design. I haven’t really read the books though.” Ghost admitted, flushing a bit.



A flash of light later, all of us were in Ponyville Town Square, a few singes here and there. I could just see Pinkie Pie’s tail just turn corner, along with her frightened screams of ‘Nightmare Moon’. A few bursts of Lightning and Thunder later, the same swirling clouds that were above us in the Everfree Forest now swirled above Ponyville, causing the towns ponies to gasp in fear.



I saw Princess Luna’s Chariot fly overhead and before stopping in a hover, as I waved her down. She hopped off of the Chariot and glided down to the ground, her Cloak billowing in the wind as she descended.



The towns ponies all stared in horror as she touched down, her wings flared and head bowed. With a flipped of her head, her hood came down and revealed the Princess of the Night, a grin plastered on her face at the sight of me. When she saw the cowering ponies though, her expression changed into a grimace.



At her look, every single pony went onto the stomach in a terrified bow, shaking in fear. Twilight and I both exclaimed at the same time.



“Princess Luna!” We both said happily, but when I went to go greet her, I felt a tugging at my costume’s pants. I looked down to see Spike grabbing at both me and Twilight, before he let go of my leg and put a finger up to his mouth, telling us to be quiet.



“No! She’s my friend you little prick!” I said bluntly, disregarding him and walking forward through the crowd of bowing ponies. “Princess Luna, welcome to Ponyville.” I said, putting my hand out as if i had just met her for the first time. She smiled and took it, causing a lot of strange looks to be thrown our way.



“Thank you Project 64, allow me to address the populace in the formal manner of Canterlot Royalty.” Luna said quietly, as I nodded my head and took a step back. She took in a large breath of air, and suddenly I felt vibration going through my entire body. “Citizens of Ponyville! We have graced your tiny village with our presence, so that you might behold the real Princess of the Night!”



I had to hold onto the mane on my head with how loud she was yelling, forgetting that she hadn't gone to a public event such as this in a really, really long time.



“Uh… Luna?” I asked quietly, not loud enough for her to hear me.



A creature of nightmares no longer, but instead a pony who desires your love and admiration! Together we shall change this dreadful celebration into a bright and glorious feast!



I was about to get her attention again, but a ball of Pink and Feathers beat me to it…



“Did you hear that, everypony? Nightmare Moon says she's gonna feast on us all! RUN!” Pinkie Pie yelled, causing most of the younger and more meek ponies to take off yelling in fear. Once again, Ghost saw Applebloom run off with Pinkie Pie, causing him to sigh and run after her as well.



Luna gasped at the accusation Pinkie Pie threw in her direction. “What? No, children, no! You no longer have reason to fear us! Screams of delight is what your princess desires, not screams of terror!” She said, now in a quieter tone. She ended her plea with a loud stomp of her hoof, frightening a few more ponies.



“The feast she’s referring to is a party, not an actual banquet!” I clarified, trying to convey what Princess Luna was actually trying to say.



“Project 64 is correct! We do not wish to dine on ponyfolk tonight, but to destroy any notion of our past!”



“She’s said she’s going to destroy us! Run!” Another mare yelled, running away and taking yet another group of ponies with her. I sighed and smacked my forehead, seeing Mayor Mare still was in the crowd.



“Luna, go say something to her, she’s in charge here.” I whispered, Luna nodding in agreement. “and uh… lighten your approach a bit… softer words.”



Luna went up to Mayor Mare, who was still cowering in the ground a bit. Glad to know that his town had a good strong leader. “Madame Mayor, thy Princess of the Night hath arrived.” Luna said much softer that her last address, but she put her hoof out a bit too forcefully, making think that she was going to punch the frightened Mayor.



“Well Ms. Mayor? Are you going to greet Princess Luna of the Night? Ya know? Sister to Princess Celestia?” I said mockingly, trying to us pride to get her to actually do something besides shake in fear.



Sadly, she did nothing besides put her head between her hooves and quiver a bit more. Luna scowled and looked to the mare next to her, seeing her still looking up. Using an even more forceful approach, actually rearing up on her hind legs before doing it, she put out her hoof to try and greet the mare, but she simply did the same thing everypony else was doing. Putting her hoof out to try and get any kind of greeting was returned by frightened squeaks and scared gasps, no one even trying to meet her.



With an indignant huff, Princess Luna set her hoof back down. “What is the matter with you? Very well, then. Be that way.” Princess Luna said, offended by all of the reactions she was getting. “We won't even bother with the traditional royal farewell.”



Princess Luna began to walk away, making Twilight shake off the grip Spike had on her. “I’m gonna go talk to her.” She said, scowling a bit at all of the ponies in the crowd. As she went to walk around the ponies, Spike pulled at the back of her cape.



“You can't talk to her! She's Nightmare Moon!” He said, causing my vision to glow red for a bit.



“Spike, you have two choices.” I growled, squatting down to his level. “1, you shut the fuck up about all of that and stop with all the Nightmare Moon talk, or 2, I punch you in the throat. Which one are you going to pick?”



He gulped and immediately let go of Twilight’s cape, backing away from me a bit. Twilight scowled at my aggressive tactics, but I paid her no mind.



‘Spike, she isn’t Nightmare Moon. I saw the Elements of Harmony change her back to good. But it seems like she's having some trouble adjusting after being gone for a thousand years.” Twilight explained, walking in the direction Princess Luna took. “C’mon 64. I think you’ll be able to get through to her better than I can.



I nodded and was about to follow, when I saw all of the ponies still cowering in fear, not sure if ‘Nightmare Moon’ was gone. “Go on ahead Twilight. I’ll catch up with you.”



Now I don’t know if Twilight saw the intentions I had behind my eyes, or if she simply wanted to catch up to Luna before it was too late, but she walked as quickly as she could towards the Everfree Forest after Luna.



I walked to where Luna stood a few moments ago and cleared my throat.



So! This is the kind of greeting that we give Princess Luna huh?! We get onto our bellies and cry for mommy is that it?!” I yelled, seeing some expressions of anger towards me.



“She’s Nightmare Moon though!” A stallion said, an astronaut helmet covering his face. I charged a fireball and chucked it as his faceplate, shattering the dark material to reveal a terrified expression underneath.



Anypony else says that tonight and I burn all of their fur off!” I threatened. “She is not! She is not Nightmare Moon! She is not here to eat anypony! All she is trying to do is adjust to being back in Equestria!



I pointed to the moon in the sky, my eyes turning red in anger.



“Tell me right now! Did you see the sun this morning!?”



No response.



DID. YOU. SEE. THE. SUN. THIS. MORNING?!”



Frightened yes’s came towards me, along with head nods.



“Did you see the sun yesterday!? Did you see the sun the day before that?! Did you see it before that?! She isn’t Nightmare Moon anymore! If she was, then you wouldn’t even have seen the sun for the past 6 months!”



Everypony look around as the tried to apprehend what I had just said as if it was in a foreign language. My eyes locked with Mayor Mare as I gave her the hardest growl I could.



Think about it.



I rushed off to follow Twilight.