When the Everfree Burns

by SpiritDutch


Chapter 34: Ad astra per alas fideles

It was night.
Ancepanox was born of the night. She did not exist before it, and now she did. Ideas were born from the minds of ponies all the time. How was an identity, the idea of the individual, different?


Night


In somber procession, the party Canterlot Castle. Velvet led the way, followed by Blueblood, followed by the alicorns, with the militiaponies taking up the rear. Ancepanox, the dark alicorn, could feel the stares on the back of her head. What did these commoners think of the whole situation? Did they trust Velvet so much that they were willing to look past the horrible existance of Astral Nacre? Did ponies give up their devotion to Celestia so eagerly?

Now that she was walking the streets of Canterlot, the silence and loneliness was palpable. She had always viewed the busy, noisy urban life with muted disdain, but now she was longing for it. Her hometown felt hollow.

"Canterlot is the heart of pony civilization. Hundreds of thousands live here." Velvet said, as if she was to thank for its status.

"Your citizens are afraid to come out." The one called Ancepanox said. "They fear the night and the things that lie within it."

"Everypony fears what they do not understand. I hope I can alleviate their fears eventually." Velvet said. "Almost all ponykind's woes can be alleviated that way."


They soon arrived in the shadow of the Castle Magoria, passing through the two rings of fortifications into the keep. The smaller towers protruding up from the six outer bastions, which had been so much stone and scaffolding when Twilight had left for Ponyville, jutted up, incomplete and jagged.

"Where is the original owner?" Ancepanox asked.

"That is presumptuous of you." Velvet shot.

Ancepanox said softly. "I was trying to suggest you would have finished it. Then again, its incomplete grandeur suggests overreaching ambition."


They entered the keep. It was exactly how Ancepanox remembered it, the drab stone halls decorated with old tapestries of the Bright family and newer curiosities that Foaly Flux liked. The servants of guards Flux was obligated to keep around watched from the shadows.
But what had happened to Flux?


The eyes of Flux’s twenty-two piece private orchestra were immediately upon Ancepanox as she entered Castle Magoria’s dining hall. They filled a specially constructed gallery built into the east wall of the long mess, their hooves pressed patiently against their instruments waiting for the signal to play.
Ancepanox wondered what they had been told, to now be acting on Velvet's command. What had any of these disparate ponies, Blueblood, the militiaponies, or the commoners, been told to now bend before Twilight Velvet like reeds in the wind. Was it because all the ponies that tried to resist had broke before that wind?


Velvet whispered something to her little messenger filly, who then darted out of the room. "Even in the dark, governance goes on." She explained.

Ancepanox growled impatiently. "While true, it does not make for the best hospitality, unless you would like to include me."

"Perhaps later." Velvet said. "We shan't be long now. A few more guests are are yet to come."

"A few?" Ancepanox said, her voice peaking in curiosity. "One would think the despot of Canterlot would dine with all the burghers, nobles, and alderponies of the city. Why would you not take me before them?"

Velvet only laughed a little, like she would at a child's humor.

"I only mean to say that if you want to keep me from revealing myself, you should keep me well stimulated." Ancepanox grinned, not to widely she hoped. Playing the devious god without coming off as unhinged was more tricky than she thought. She had to keep Velvet's interest.
"Do not fret. Here he comes now." Velvet said.

As promised, Night Light stepped through the threshold as she spoke. He saw Ancepanox and froze. "..."

"Hello there." Ancepanox smiled.

Night Light looked to Velvet, judging the situation by her expression. "This is unexpected." He bowed his head a little. "Welcome to Canterlot, princess."

As he approached Ancepanox saw he had picked up the black sword from the throne room. She gathered Night Light was his wife's agent.
Right behind Night Light came Aurthora Airy, the big-bodied viscountess of one of the fifteen towers of Canterlot. She observed the new alicorn with mute interest, then went to stand by Blueblood.


"We're all here." Velvet nodded. "They can make their introductions later."
She pulled out a chair for her guest at the focus of the oval dining table and took the seat adjacent. Everypony joined them, save Astral, who lingered in the corner for a minute fore oozing into a chair at the head of the table.
Velvet motioned at the private orchestra and they began playing soft baroque canons. "Everything comfortable, Lady Ancepanox?"

"These chairs were not made for ponies our size." Anxepanox said. "Aside from that, I won't let you evade telling me who's castle this is."

Velvet nodded. "This is one of my other daughter’s castles. Recently inherited I’m afraid, and the poor girl hasn’t heard.

She has now, Ancepanox thought. "Recently inherited?"

"From her great uncle. He was a good friend of the family. He didn't survive the coming of this night. Very great shame, and we plan to hold a memorial as soon as the sun come back."

Ancepanox had suspected as much. The acceptance of the morose nature of the world had numbed her sufficiently that the news of Foaly Flux’s demise was met by her with little more than a twitch. She searched Velvet's eyes for a sign that she had been the one to kill Flux, but saw nothing. “My condolences to her and you. It is a very nice castle.”

“It’s nothing worth being envious over, Lady Ancepanox.” Velvet laughed, and Ancepanox could barely restrain herself from bristling at the implication. "I jest. Yes, but hopefully there will be no need for castles and fortifications in the future, or anything else that divide ponykind."


Astral Nacre spoke up for the first time since her humiliation at Canterlot Castle, making everypony cringe at her psychic squeal. "Twi- Velvet, tell her more about Lord Flux. I'm sure she would like to hear more about him."

Velvet narrowed her gaze. "You can wait your turn to talk about whatever you please, Astral.

"Yes but I think Lady Ancepanox has a great interest in him. You can tell too." Astral insisted. She pointed to Ancepanox. "He was a very clever pony. I like to think I interrupted that from him."


“Inherited?” Ancepanox asked politely. “What is the nature of Astral Nacre's heritage, Lady Twilight Velvet? How does Lord Flux relate to her, and her to you for that matter?"

Velvet scowled, disliking that Astral and Ancepanox were stringing her along. She shared a glance with Night Light then turned to stare disapprovingly at the slouching mass of Astral. "As you can see of my Astral, she is not a normal pony. Indeed you may know more about the method of her creation than I."

"Yes of course the 'inheritance' was a magical one." Ancepanox leaned on the table. "I want to know how, when, and for the god's sake WHY you conceived of her?"
Her shout hushed the orchestra. She continued. "You're clearly a brilliant mare Lady Velvet, but you'd never be able to pass your creation off as the real Anima Astral Nacre."


“The real one.” Velvet said darkly. “What do you know about that?”

“The Nightmare of the Moon told me of her.” Twilight was hesitant to go too far. Call out Velvet's misdeeds too much, and things could turn sour. She squeezed her cape tightly for comfort. “The real Astral is a force of nature, literally, vast and mindless. What you've summoned is a cheap imitation driven insane by its own existance.”


“YOU PLEBEIAN NIGHTMARE!” Astral jerked to her hooves, knocking the table upwards. She lowered her head like a serpent, weaving it side to side in preparation of an attack. Twilight remained stoic. “You dare call me insane?! You're not even sentient. You're just a parasite writ large!”

“Astral calm down!” Velvet commended, eyes flashing with anger. “Our guest is just misinformed.

“I will be calm, maybe, but I will not forget until you are made to apologize, Lady Ancepanox.” Astral seated herself once more, her horn’s oozing magic pulling the table’s settings back into their positions.

Ancepanox turned her nose up, at the very precise angle of fifteen degrees. “Should I apologize for ignorance why I am not provided an opportunity to choose the truth?" She looked to Velvet. "If I'm misinformed, tell me how."

"That sounds like something Celestia would say." Velvet said.

"I wouldn't know." Ancepanox quickly said. It was indeed something Celestia had said, and Ancepanox thoughtlessly let slip. She didn't expect Velvet to catch it. "It was something Nightmare Moon said to me once. Must be an alicorn saying."

Velvet gave a little shrug. "As to correcting the misinformation, I-"



Another stallion stepped into the dining room. He was young, wearing a smudged and dirty city guard officer's uniform. He gulped upon seeing Ancepanox, but quickly stepped around to Velvet.
"Lady Velvet we have to talk." He whispered urgently.

"Not now Sel." Velvet chided him sharply. "Sit down and apologize to our guest."

"Guest?" Sel hesitated. He blinked, taking in Ancepanox's visage more completely, and she his. "O- Oh! Terribly sorry! I just assumed..." He shut his mouth and darted to the nearest seat, doing his best to look small.
Sel Lech Sabornord. Twilight Sparkle had met him once or twice at parties. He was a no-name courtier, who nopony in their right mind would give that uniform to.



Before Velvet had the opportunity to use the interruption to change the topic of conversation, Ancepanox resolved that polite or impolite, she had to get the full picture. She would not let Velvet control the way she explained Astral. Ancepanox had to stay on the offensive, or accept that she would learn nothing.
She dragged her chair a bit along the floor making everypony jump. "One quick question, Lady Velvet."

“You have only just arrived.” Velvet nodded slightly. “Go on. Ask any question and I'd be happy to answer it."

“It’s just that I’m not terribly clear on this city’s hierarchy.” Ancepanox let her gaze wander over the motley crew of ponies. A courtier turned guard captain, a narcissistic lobbyist turned suck-up, and a malicious husband-and-wife team, a viscountess, and that monstrous demon alicorn: The ruling coterie of Canterlot had somehow become even more outlandish than when it was ruled by the manifestation of the sun.
"Where did you fit into Celestia's court. Oh, but is it presumptuous to assume you were? This was her city after all, and I would think that her closest advisors would rule in her departure."

“It is presumptuous, and purposefully naive. What earnest servant of Celestia would tolerate Astral?” Velvet asked.

“Canterlot was Celestia’s domain, was it not?” Ancepanox asked.


“It’s mine now.” Astral spat vehemently.

“Silence, you!” Velvet slammed her hoof into the table. “This is not your city because so far you have REFUSED to pony up! You may claim to be anything more than a brat when you take responsibility for the ponies under you, and don’t just murder them!”

“How DARE you.” Astral did not rise, but the tendons and muscles of her frame slipped and squirmed with palpable tension and fury. Her pinpoint eyes, pure black, widened. “Don't you know I am a god? What kind of god tolerates abuse like yours!”

“I am your mother. I am your creator.” Velvets’ chair was kicked back to the wall as she stalked towards Astral. “Yes, I created you, Astral Nacre. Every bit of you. None of it existed before I thought it up. I suffered you for thirty years inside me! Your birth was hard, and so far I’ve only gotten lip or tantrums as thanks. Push me harder, and I will dedicate myself to finding a way to undo you." She bared her teeth in savage anger. "If you want to avoid that, behave, or kill me right now."

The intense outburst was not what Astral was expecting, and it was after several seconds of intermittent blinking that she slowly pushed her own chair away and got to her hooves. Her psychic voice wavered. “I will be in my room, if anypony needs me.” Everypony save Velvet tried their hardest not to to watch her trot to the exit.



“I am very sorry, Lady Ancepanox." Velvet returned to her seat, daintily returning her napkin to her lap, and smoothing it out several times. "There you have is your correction to misinformation too. My Astral Nacre is a thought come to life, but she is a thought of great and virtuous things, despite the impression she gives. When a dream is too great for one pony, it takes on a life of its own, and when that dream transcends the limits of our very mortality, it becomes divine. I thought a divine thought, and then turned it into reality."

"A dream of what?"

"A dream of apotheosis for ponykind, through abandonment of fear and ignorance.."

Ancepanox scoffed. "That seems like cheating! Meta-referential thought patterns like that should not be able to translate into magical pattern. That would be like willing a cake into existance by arranging the ingredients to spell out 'cake'."

"Yet I did it. I must have broken the rules." Velvet winked. "Ha ha. One might think that is why I have problems with her now. I broke the rules and reality is bending to punish me."

"Seems unlikely." Ancepanox said.

"True. Astral has been something of a trouble child, but nothing too bad. You must be firm with them, I’m sure you know.”

Do I ever know, Ancepanox thought. “I wouldn’t, I’m afraid. I don’t have any of my own.” She said sarcastically. It sickened her to consider if it was even possible anymore grotesque magic she'd had to preform to take body she now resided in. Could alicorns even have children?


Velvet paused in thought, and maybe even doubt as though she worried she’d given offense. “I suppose not. We don't know much about your kind."

"My kind of what?" Ancepanox asked.

"Nightmares. You are a nightmare, aren't you? That is the impression I got from what you said." Velvet said. "But also as an alicorn, you are a mystery. Yes this is not the place to examine such things, but I am overwhelmed by curiosity."

"Wait until you're not overwhelmed and try again." Ancepanox grunted.
A servant entered with a tray of drinks. Ancepanox telekinetically grabbed the whole water pitched and began drinking from it: With everything going on she'd been neglecting her hydration.

Velvet took a crystal goblet of some thin swill for herself. "You seem very aware of our world, Lady Ancepanox. Yet nightmares have been absent for many hundreds of years. The ancient stories tell us you exist in great swarms, with a powerful progenitor commanding his or her children."

"One needn't have seen the world to be aware of it. For your second point, I can tell you that the relationship between nightmare progenitor and nightmarish progeny is often hostile. You could say that vindicates your point about being stern, but nightmares hardly think of their ilk as family." Ancepanox said. "You wouldn't create one willingly, unless absolutely necessary. Progeny can be allies, means to an end, but once the bigger threat is gone they are inevitable competitors."
Ancepanox was mostly bullshitting, but everything she said made sense deep down. The ponies that Twilight's nightmare had corrupted, Rarity, Applejack, or Dash, had shown no loyalty to her, and certainly no hint of familial affection was felt between them. It was a cynical, power-dependent relationship.
But at the same time, Twilight and Forlorn Spark had felt something in each other. Twilight had not been sure, as though the horrendous nightmarish creature had been overjoyed to taunt and hurt her, its appeals to its mother felt more real than mere mocking. It was demented, Ancepanox had to admit, but she had felt a link to Forlorn, as one of her thoughts come to life.

A thought come to life. Ancepanox looked over to Astral Nacre's empty seat.
And she thought.
And she dreaded to consider that the dream that Velvet had used to create Astral had existed in Twilight Sparkle; to consider that the nightmare did not destroy her, nor leave her a complete slave, because of that dream.

Twilight considered that, and pushed it to the back of her mind.



"The Nightmare of the Moon and I had a special relationship. We were allies, friends even. This was only possible because our relationship was unrelated to the nightmare." Ancepanox told Velvet. "I won't elaborate more than that. Nightmare Moon's death still upsets me to discuss."

"I understand." Velvet hummed. “But how did Nightmare Moon come to be in that position?”

"What do you mean? I told you, Celestia killed her.”

"No, why was she in Equestria?" Velvet asked. She shifted forward, tone turning accusatory. "Who let her out?


Ancepanox genuinely didn't know, but admitting that would be bad. "She released herself."

Velvet shook her head aggressively. "Impossible. It had to have been a Star. If you were there, you would know which one. Was it Phyte? That bastard slipped through my grasp! Shale? Or perhaps one of the others came back to meet their long lost ally? Come on, don't act like you don't know!"

Velvet seemed irritated about the point. Ancepanox hadn't given the issue much thought, but there might have been more to it that she'd thought. Nightmare Moon had come down from the moon after Twilight, but what was different before and after Twilight's brief lunar stay?


Velvet let the silence hang for several moments before she leaned back into her seat. "Fine. If you want to keep the Star from me, that is your prerogative. If you would like a better, productive relationship with Canterlot, I would suggest doing away with the Star and giving me proof. They are the only ones who can truly threaten an alicorn."
She motioned to the orchestra and they started back up with the baroque canons.



“Your ladyship likes music?” Velvet asked.

“Yes, very pretty.” Ancepanox said. Velvet, it seemed was done talking, and would neither give nor accept any information until Ancepanox agreed about the Stars.



Ancepanox looked at Sel Lech who, for having a mussed mane and smelling like a dank catacomb, was looking cute trying to shelter himself from attention. Ancepanox assumed it was her monstrous visage, and felt the pit into a self-loathing melancholy forming in her gut. She would never have anypony’s love every again, would she. Hiding what she was feeling inside, she nodded her approval nonetheless. “Hi. Ancepanox.”

“Ah... Hi. Sel Sabonord” Sel Lech squeaked. “W- Welcome to Canterlot.”

“You look like a pony who knows some answers. Let's start with one your lady evaded. Who is in charge of this city?!” Twilight shifted her tone to authoritative, demanding. With her rhaspy voice it came like a bark, raked over coals.

“Velvet!” Sel immediately replied. “I mean, Lady Velvet, the..." He wavered. "I don't know her title. Um, Queen Regent!”

“What's that uniform for?”

"Guard captain.

"Who do you guard? Your friend Blueblood seems to be the one withe the troops." Ancepanox nodded to the mentioned stallion. Blueblood beamed.

“I- Well... I'm not really a soldier.” Sel quivered. “I just do her ladyship's tasks.”

“Who do you guard?” Twilight repeated louder, more piercingly.

“Velvet!” Sel said again, quaking.

“Why Velvet?” Twilight asked, gaze narrowing. "Or let me put it this way: You lived your whole life under an alicorn, Celestia. Why have you given that up for Velvet, a mundane pony." She grinned. "Now that I'm here you're spoiled for choice. Astral Nacre, or me. We could make lovely alicorn rulers, don't you think?"

“Uh..” Sel looked pleadingly at Velvet, but she was looking mirthful at his fretfulness. “T- There's things more important than that."

"Like what?"

"Her plans."

"You know what her plans are?" Ancepanox looked to Velvet. "No... No you don't. This mare never tells anypony her plans. You're an agent, a dogsbody who does her tasks."

Sel rubbed his eyes and tried again. "Her... her dreams. They're worth following."

"But Sabornord, there is a way to follow her dreams without having to deal with the devious, abusive mare that contains them." Ancepanox pressed. "I don't just mean Astral Nacre. I mean taking that dream for yourself. Take it, embrace it, and march forward with it through your own presence of mind. That is, if I'm not mistaken, the very thesis of her dream: Becoming more than a pony through self-actualization."



"That's enough." Velvet cut in. The older mare looked annoyed, but oddly pleased at the same time. "You are a sharp mare, Lady Ancepanox. You have made a deconstruction of my thesis in minutes, that the nobles and deviants of Canterlot couldn't give me in months."

"And still you've accrued an impressive host of talent."

Velvet pursed her lips, taking a small and measured bite of Twilight’s bait. “I only help them reach their full potential."

"Indeed. I say talent..." Ancepanox looked between Blueblood, Aurthora, and Sel Lech. "But I mean tools. These ponies, and the ponies with guns waiting outside, they're just the survivors. They got behind you, know how to keep their head down. They can take your beatings in stride. Why? It's not because of your charisma bending them to it, or the power of your dream drawing them in with its brilliance." Ancepanox took another swig of water. "You killed all the rest."


Velvet broke into her evil smile again. "Not all of them. One went into exile."

"I saw the throne room, in Celestia's Castle. Your doing, I assume?" Ancepanox asked rhetorically. "How much of it was purging opponents, and how much of its was just for fun? You didn't even give them the chance to come around to you. You just massacred them."

"No castle staff were harmed." Velvet said, sharply. "There were elements in Canterlot that would NEVER have fit in after I took control. The aristocratic's congress, the Estates, had to go. The City's more militant guard would have taken the opportunity to press for more rights, so they had to be purged too."

"Sounds like murder." Ancepanox growled.

"Sounds like safeguarding the dream. How can ponies overcome their fear if they go around worrying about things like rights?! Ponykind will become more grand and powerful, in body and spirit, but not if I allow them to get distracted." Velvet hissed. "Nobles, commoner, it doesn't matter. If their end goal is just about improving conditions in Equestria, I won't hesitate to end them. It's not murder." She laughed humorlessly. "It's euthanasia. Dogs will get put down."


All the time that Ancepanox had been asking herself how her mother had lost all sense of morality to commit such horrible acts, she should have asked herself how she had become so blinded by zeal. Twilight Sparkle had always thought of her mother as an eccentric, changeable socialite. But Velvet had been lying in wait, holding onto a dream she thought was more important than any of the frivolous, petty things going on around her. She held on, by what Velvet said, for forty years, becoming more and more angry with the ignorant ponies around her. When she finally did start making her dream a reality, it came forth as a violent rending wind.
That was why Astral Nacre, the manifestation of that dream, was so horrible. It was no more and no less than the mind of her creator.



Ancepanox put down the water pitcher so she could commit to the staring contest with Velvet. "You must really want to kill me then."

"Once I know your intentions, I can decide." Velvet said.

"I have no intentions right now." Ancepanox replied. "All the things you seem to care about, I don't."

"You have morals, or at least you would invoke them to call me a murderer. And do not pretend that the last time a Celestiaan came to our planet, it eventually decided to start the Empire of Equestria." Velvet waved to the city behind her. "Whatever origin you have, you're an alicorn. Alicorns have needs. Nightmares have needs. What you do to fulfill those needs may take your path into mine."



Ancepanox really did not want to go down the topic any farther. There was implications of conflict and death that made her stomach churn. She did not ever want to be in a position where she would have to commit violence again. She had been hopeful on the way to Canterlot that peace would persist in Celestia's absence, but that hope seemed impossible. Velvet was on the path that would lead her to kill again. Other ponies would see her and do the same.
Equestria... Equestria was truly lost. The spirit of harmonious prosperity was over. The big tent was going to split, and ponies would fight for what they wanted.

"Civil war." Ancepanox breathed.

"Excuse me?" Velvet said.

Ancepanox frowned sadly. "You are going to cause a civil war. I hope you realize how many hundreds of thousands of ponies you will have to get through to take full control of Equestria."

"That's what Astral Nacre is for." Velvet chuckled. "As for civil war, yes, I am going to break this empire down. Many will suffer. That isn't my fault. Blame Celestia for leaving the city and getting herself killed."

"Have you anypony you care about? Think about what war will do to them? The strain, the death, the agony... You're condemning them all to misery." Ancepanox accused.

"Blame Celestia." Velvet repeated. "And yes, I have ponies I care about! I'm doing this for them. I won't let them live in a broken world ruled by vanities any longer! After I'm through, this world will give them every joy, every pleasure, every respite. A pinch of civil war seems very worth it then, doesn't it?"



Ancepanox sighed. It was time to reveal something she hoped would put Velvet off balance. If she wore Velvet's confidence even a little bit, she could ensure that peace lasted just a little longer, to give ponykind time to prepare.
"No. I know it would devistate Twilight."

"I prefer to go by Velvet." Velvet harrumphed.

"I meant Twilight Sparkle." Ancepanox said.

Velvet was silent for a minute. Night Light shifted uncomfortably, begging Velvet with his eyes to respond.
"Who told you about her? Celestia?"

"She was there." Ancepanox said. "That is who Celestia went south for, but you already knew that. It was just coincidence that Celestia arrived just as Nightmare Moon returned."

"Coincidence? That's a lie." Velvet accused.

"Regardless, we all came together there, in the Everfree Forest. Celestia and Nightmare Moon died. Twilight and I survived." Ancepanox said. "I left Twilight to grieve, and now I'm here."

Velvet's lip twitched. "I should kill you right now to keep you frmo every being a threat to her."

"I could say the same." Ancepanox laughed disdainfully. "The little mare is nearly broken from the pain! Losing her princess has hurt her more than you could understand. She and I are kindred, both having lost our mentor! She and I have much more in common than she and you."

"You whelp. My daughter has powers beyond anypony in this room. If you think you can toy with her emotions you'll soon find yourself burned to the ground." Velvet seethed. "I trust her to find her own way. She will overcome this, and the war to come. I look forward to when she comes back and helps me truly complete the dream."

Ancepanox considered retorting, but that would be too cruel. Yes Velvet was an evil pony, but she still cared about her children.
Am I still your child, Anceanox wondered. Would you still embrace me? Would you love Twilight if she rejected your plans for the future?
Ancepanox was again reminded that to almost everypony, the comatose Twilight Sparkle in Everfree Castle was the real one, while she was the fake.

"You put a lot of trust in your daughter." Ancepanox said dourly.


“Ponies change all the time.” Night Light said his first words of the night, barely loud enough to hear over the soft music. “Twilie has only ever changed for the better. She learns better than any of the rest of us. She will pull through, stronger than ever.”

Don’t you know it father, Ancepanox thought. Yes, she was battered, and yes, she was all but imprisoned a mutilated corpse, but she was stronger. Changed for the better thought? No.
“You know, you're right.” Twilight’s try at an amicable smile sent a visible shiver down her father's spine. “I hope you realize I don't mean her any harm. She is a good pony from what I have seen from her. She tried to preserve Celestia's life, and while that briefly made her my enemy, she is not anymore."
Playing the character of a nightmare, and consequently having to criticize Celestia, made Ancepanox's head ache. It was blasphemous to speak of her dead princess like that.
"Enough talk! When is the meal?”

“Now, should you wish it.” Velvet clapped her hooves, and a the servant began bringing out platters.

“Should Astral be here?” Blueblood asked with a hint of sarcasm. “You know she loves to eat."

“Shut it you.” Velvet spat.



The first meal with her new mouth, and it was every bit as awkward as Twilight imagined it would be. It was very hard to avoid biting her lips with her long predatory canines. The salad got caught often, and it was then that Twilight discovered the abnormal length of her snake-like tongue. Every moment was a new surprise it seemed.

Blueblood seemed to be the only one with sufficient disregard for etiquette to talk while eating. “What was Nightmare Moon like?” He asked, spitting mouthfulls of vegetables.

“I was her confidant.” Twilight said between bites. “She was open and considerate with me. She had a great intelligence for pony's minds, but was not without her temper. ”

"How did you get her body?" Blueblood followed up. "Like, necromancy?"


"I bet a Star did it." Velvet said. "That's why you're protecting her, isn't it. She put you in that body."


Ancepanox decided to cut Velvet off at the pass, and reveal more than she'd been asked. “I've been happy to give you ample credit, Lady Velvet. You should give me some too. I preformed the ritual myself.” Twilight looked around the table. “Yes, you know the one. It created Astral, just as it created this wretched mare you see before you. Fit the words together now, Lady Velvet.” She released a choppy sigh. “This Star aided her escape. I'm the Star you're looking for."

Velvet slowly, deliberately, took another bite of her salad. "Don't mock me. Alicorns and Stars are fundamentally different."

"You don't know as much as you think you know." Ancepanox laughed softly. She realized that there was a fearful chance that Velvet would conclude she was not an alicorn, and put the peaces together from there. She thought and thought, and came up with what she hoped was a plausible explanation. "It is true that an alicorn can not preform the ritual, but they can provide the power and pattern if they have mortal help."

"Twilie." Velvet gave a lour. "You enlisted my daughter-"

"She did it voluntarily, she she was not hurt in any way." Ancepanox promised. "She wanted to help, and to stop the suffering. I owe her everything."

"Clear away your lies, and I glimpse a very sour sight." Velvet said harshly. "You tricked daughter into empower one of the creatures responsible for her princess's death. Then you moralize to me about preventing conflict? Utter scoundrel."


Crisis averted, Ancepanox thought. Better to think that than suspect her true identity. "I should have known better than try to slip that one past you." She grinned, trying to imitate Velvet's, the look of a mare who didn't care about the pain she caused. "What does that change between us, now that we know what the other has done?”

“Nothing, or everything.” Velvet wadded up the napkin on her lap and dropped it on the table, her eyes watching a far away place. “I doubt I could destroy you, however much I wanted to.” She looked at the food on Ancepanox's plate. "You should have been a spasming mess by now. Hallucinogenic neurotoxin."

Very lucky that it was neurotoxin, since Ancepanox mind wasn't effected by her nervous system, and not a necrotizing poison or other kind. "Try a stronger dose next time. I'm a big mare." She said patronizingly.

"Whoever you are, and whatever you want, your relationship with my daughter is going to be the sticking point." Velvet said solemnly. "Mistreat her, and I very well may abandoned everything I've worked for here, for any chance to destroy you."

While that claim drew everypony else's worried looks, Ancepanox shrugged. "I have no reason to hurt her, and several to help her. I have no agenda that targets her. You're concerned you'll hurt her and projecting on me."

Velvet was silent for a while. "Bring her to Canterlot. She's safest here."


"I will not rob her of choice." Ancepanox held up a black hoof. “This body killed Celestia. In a way Twilight Sparkle has become my responsibility.” Her internal struggle was as much against her conscience as with finding the right words. “If she’s conflicted, I will help her back to ponykind. Not mine, or your worlds, but one of her own making. You are her mother,” Twilight set her jaw, fangs shining. “but, I will not let you manipulate her. She will be her own mare now, by the drives and hopes of her own mind, no matter if they be cruel or kind.”


Velvet clapped her hooves, and the twenty-two piece orchestra wound down, until the dining hall was silent save for Twilight’s harsh breathing.

“Lady Ancepanox, honesty is unbecoming of you.” Velvet’s face was expressionless. “Yet, I detect we share a common goal, even if our interpretations differ. I will create the best possible world for Twilight, where she is a queen and every pleasure and luxury she deserves falls at her hooves. That is what I do for her. But you think that giving her a choice is a kindness, and that free will can give her a happy life, or even the happiest life.”

Another clap, and the servant began to clear the food away. Velvet continued looked into Ancepanox's purple-flecked cyan eyes for several mute minutes. Then in a puff of magic and green fire, glasses of red wine appeared at every seat. Velvet raised hers.

“You and I, Lady Ancepanox, can live and let live. Let us have peace between us, for Twilight's ”

“For Twilight’s sake.” Twilight took a sip from the glass, and felt the icy stab of her deceit and the unpleasant burn of Velvet’s ambition passing through her at once. “I never knew my mother, but I hope she was just like you.”

“Don't insult me.” Velvet frowned. “The mother is something you can’t understand until you experience it’s full range, both giving and receiving. For some ponies, it is a part of their life. For me, it is my life.” She put the glass down delicately. "Once my dream is fulfilled, I'll be a mother to all ponykind."

"Once I have several nightmare progeny, I will come back for lesions." Ancepanox had another sip of wine. Twilight Sparkle had hated alcohol, but Ancepanox was finding the taste and texture very bearable. Reflecting on it, no amount of drink would ever get her drunk, so she downed the whole glass in a single gulp. "We don't fit into your dream, eh? What do parasites matter to apotheosized ponies?"

"More than you might think." Velvet said. "Goodness, all this talking has me parched."

Ancepanox reluctantly took the offered bait. "What do you mean, 'more than you might think' ?"

"Ambition, apotheosis, and dreams are all very closely related to the Dark, I'm sure you know." Velvet said. "Some ponies even think that dreams are another species of nightmare, parasitic thoughts that ride and compel us."

"That's drivel." Ancepanox shook her head. "Dreams are integral to a pony. Ideas of dream and soul are interchangeable."

"So then it may be the soul, the very being of a pony, that is parasitic." Velvet said. "Let me tell a story.



“My mother was a powerful mare, much more so than me. She was a great beast, a bully who got everything she wanted. A temptress and charming snake, an emotional terrorist to those who knew her. However, she was such a small thinker. Yes, she was never much into politics, but she craved the high societies. She had an eye on every pony in the city, and sometimes a hoof or two. Personal control over others was what she desired, and what she got. Like every other matriarch of house Twilight, she wanted a filly to call her own, and so she got it. Suffice it to say my father didn’t survive the ordeal.

“She was mercifully absent during my childhood, foisting me on one court or another. The lords I warded under were happy with the arrangement, wrapped around her hoof so tightly they thought they deserved every bit of abuse she heaped upon them. My mother probably intended to marry me off to some powerful duke, so that she could use that brag and lord over her peers. It wasn't even social climbing she wanted, just bragging. I was barely a mare when I met Night Light at a minor court. But I knew I’d never get my mother’s approval. Night Light was too earnest, and too kind for her. She couldn’t understand anything other than that personal power over ponies, through fear and dependency.

“It was a cloudy Saturday, and she and I were hunting in the forests with a coltfriend of hers. I was working up the nerve to confront her, so that I could know for certain if she would let me marry Night Light. She was always talkative, but for the carriage ride there, she talked about nothing but this mare, this Mistress, with whom she had recently made a close acquaintance. Apparently, my mother had hooked Mistress up with a certain colt she desired, and so my mother was given something in return. She said she would show me during the hunt. The hunt began, and like always we split up. But I sought her out, for I had decided it was finally time to face her to demand independance. She was seeking me out too, for a far more nefarious purpose.”

Velvet took a deep breath, not in apprehension of the memory, but savoring it. “She ambushed me. The Mistress, who I later discovered to be Phyte, had given her a spell, that she wanted to use to cleanse me of everything she didn’t like, my pride and ego, my willingness to fight back. She wanted to make me an empty shell Why she wanted to do it, I will never know. Maybe she saw me as a threat somehow. Maybe she needed a braindead mare for her latest petty scheme. Alas I survived her ambush. But she was a big mare, and her strike on my head sent me spinning like a top. Ah..." Velvet paused. "I got up and I zapped everything above the eyes free of her. I remember how she looked at me, as she contemplated living the rest of her life without most of her brain. Then she slowly fell forward, like a falling leaf. I remember thinking it was very beautiful, the most graceful she had every been.

"And then I heard it... A voice. My mother's strike had broken my skull, and I was about to die of a hemorrhage. But the voice was there for me. She was calm where I was not, facing the reality with a calculation my pain-addled mind was lacking. She spoke the pattern and I cast it, healing my wound I should have lacked the knowledge and power to fix. With silence rejoining me, I found and put down the coltfriend and carriage ponies, and made the long walk back to Canterlot.

"The voice came back, every so often. She was so much better than me. My thoughts and reactions were like teen poetry next to hers, and so often it seemed that her’s were the right ones, the just and appropriate choices. It said little thing, little hints about what to do, and when I listened, I got the impression it was pleased. After a while I understood, for the actions it guided me to were like reflections of my mother. It drove me to take control of my life, aggressively if needed, and I listened and internalized the lesson.

"Have you caught on? The voice was not madness. Not mental madness, anyway. It belong to my mother and after her passing it belonged to me: A connection to things beyond our world. After deep consideration, I had a name for it. Anima Astral Nacre, the great cosmic entity. Was it Astral herself, broadcasting her voice to be from high in heaven? Was it merely a reflection, or memory, or even dream of her? I don't know. Perhaps my mother knew, but I killed her.

“Sometimes it took was tortuous to try to listen and understand her. I wonder if I wasn't enough for her. I wanted to follow her guidance, but pain and delirium still pounded through me like she was displeased. Slowly, inexorably, my meditation on her fleeting ideas produced a dream, my dream. It had always been there of course, but I came to know and understand it only then.

“That was when the voice faded, forever, and I knew I had succeeded. Astral Nacre, insofar as she existed inside me, was never actually a sentient being with agency. She was a dream that wanted herself to be known. Yet she was my dream the whole time. It makes me wonder if I was even really alive before I killed my mother and inherited the dream, or if I was just an empty vessel, waiting for purpose... You can see now where decades of planning have brought me: To the fulfillment of purpose. Not just personal purpose, but family purpose."


The aghast stares of the rest of the dinner party seemed to fill Velvet with new strength. “I brought the dream to life, and I will see it through. I will rise to every occasion, not out of vanity, but because I have to. I will whip my Astral Nacre into shape. Even if it kill me! Even if it kills every last pony on this planet.”

She swiped her wine glass off the table. “To mothers!” She announced, and threw back the red liquid in a single toss. She crushed it her magic, then turned her burning gaze on Ancepenox. "And to parasites!"



"This has been quite the revelation." Ancepanox said simply. "I must take my leave now. I will depart Canterlot soon, but I will not forget what I learned here."

"Very good." Velvet nodded. "Enjoy this endless night, Lady Ancepanox. It is the time when ordered things turn to anarchy and great things crumble." She stood up, and all her officers did likewise. "Come back when you have more to talk about."

"You will see me when I am more. Until then, Lady Velvet. Sirs, ladies."
Ancepanox got up, reminding everypony how the dark alicorn towered over them all. She strode out of the dining hall, and when she was just out of sight, disappeared in a crackle of magic.



Velvet slowly turned back to her officers. They were watching her waiting, trying to see if anything had changed. "I hope you enjoyed the meal. Now get out there and force this city into submission." She growled. "Out! Now!"

Sel, Blueblood, and Aurthra quickly made their exit. Night Light picked up the Blackhorn Sword from where he'd set it and followed them as far as the threshold. "You're doing well, Velvet. There are things at Chateau la Garde I must see to." With that he left.

Velvet sat back down.
She now had two alicorns to juggle, and neither seemed willing to be pitted against the other for her purposes.
She clapped her hooves and the orchestra started back up.


In the higher floors of the castle, Astral Nacre sulked the halls angrily.
She thought she'd know Velvet. She thought Velvet was her friend and follower. Why was Twilight Velvet now turning on her, contempt in her eyes and in her words? Why did she mock, calling Astral her daughter, not as a term of endearment, but condescending, implicative of superiority?

"It's the new alicorn." Astral rumbled. "Velvet thinks she can surpass me, be a better god for ponykind than me. She's wrong. She's WRONG."

Was Velvet so blind to not realize what she had brought forth in Astral? Astral Nacre was an agent of perfection, and it was her purpose to make ponykind better. But Velvet rejected her for doing her work, when she herself set her to the task! Being denied her purpose, the theogenesis of ponykind, was beginning to fray her nerves.

"They should be cooperating with me, not shaming me. Did they summon me here just to laugh at me?!" Astral ground her head against the stone wall in nervous frustration. "It doesn't matter what they think or do. No no no. I can work by myself. I don't need her approval."

She pulled away from the wall, leaving a pink smear. In a vacant tizzy, she wandered up the stairs onto the roof of the castle. The watchpony on duty there shrank away from the unexpected visitor and escaped down the stairs.
Astral was not a romantic pony, and the sight of the slumbering city beneath her only made her angrier. Astral imagined the mass of ponykind as chunks of unrefined metal. She'd scoured the populace, to find the good material worth refining among the heap and found NOTHING of value. They were all worthless to her!

"Pah! Twilight seems to think the potential of multiple ponies is greater than the sum of them individually. Zero times a hundred is still zero! Collective purpose is a rot!" She brooded.

In her analogy, attempting to make something beautiful or even vaguely useful out of the useless ponies was doomed to failure. However...

"Ah! If only I could get these hooves around that alicorn. Then I'll know. With an alicorn's flesh I could create something wonderful." Astral growled. "This world is tarnished. I KNOW I can make it glitter and shine! I just need... more perfect materials... Ponykind can't become perfect on their own. They need a touch of alicorn blood."

While in reality, alicorns were just the same protein, sugar, and fat cobbled together like any pony, they were so high above the the mortals metaphysically.
So it was oddly fitting for Astral's analogy that Ancepanox was part flesh, part metal. That ugly black armor welded to her skin was like a decleration of her purpose: She would be melted and poured, hammered out, moulded into casts, and from that cast ponykind could be made perfect.



But Velvet couldn’t understand any of that, and it was beginning to make Astral angry.
“I bet she is down there, laughing at me with that nightmare!” She dug her hooves into the floor, gouging chips of the stone.

What did she need to do? What could be done to capture her mother’s attention? Was it power? Yes, Astral brooded, Velvet respected power, and magical power above all else. The feats of pure strength: Teleporting the garden party, massacring the city guard, creating Astral. Velvet knew what power felt like, and knew how to wield it. Ancepanox too, for the dark alicorn had proven very skilled magically.

"But I gave it all I got, and I still could not overcome Ancepanox." Astral griped, her tendrils waving in the breeze. "I will have to become mire skilled, therefore. I will have to learn how to counter her. Bleh! Even if it means sullying my hooves in the much like a mortal. Bleh! Bleh! "

She saw a flash of light. Focussing down on the disturbance, Astral saw Ancepanox striding along the great city walls, that odd black cape of hers flagging in the wind. The dark alicorn was heading back to Canterlot Castle, by the look of things.

"Show me what you care about, Celestiaan." Astral leaned over the ramparts, spreading her wings. "So I can care about it too."


Sel Lech waited in the corridor of Castle Magoria, waiting until he saw his fellow officers and Night Light make their way out of the castle and into the city. Then he waited several more minutes, until he heard the twenty-two piece private orchestra start up again.
He took a deep breath and re-entered the dining hall.

Velvet, leaning back in her seat, looked like she'd been expecting him.
"Lady Velvet." He bowed. "I owe you an explanation. I should still be in the Opera House as you directed."

"You went in." Velvet said. It was not a question.

"Well, yes. I saw a pony at the bottom of the hole and went to stop them." Sel said. "I realize it was a tenuous interpretation of your orders, and I may have seen things you did not want me to."

Velvet looked disinterested. "Did you stop the pony you saw?"

"Um, no, no ma'am." Sel admitted nervously. The punishment he had been expecting was not forthcoming. "There was a vast space under there. I think it goes under the whole of the Mountain. Phyte's lab was there."

"Yes I know." Velvet said, with a hint of impatience. "That place you found, that vacuous cavern, is not for ponies, Sel. It's meant for gods and seekers after gods. What we do here is make our own gods. Understand?"

Sel effected a nod. He didn't understand. "Yes my lady. Should I continue to guard it or..."

"It doesn't matter. The pony you saw down there is able to teleport, I suspect. We couldn't catch them if we tried." Velvet grunted. "Now off you go. There's a long hard night of injustice to get to."

Sel sighed, half in relief, half in anxiety. "Yes my lady."

Velvet held up her hoof. "And Sel, one more thing. The destitute ponies you invited into Canterlot Castle. They all died. Don't let that get you down though. Despite the outcome your intentions were admirable." Her gaze turned severe. "But if you wanted to go around pretending to be a champion of the vulnerable, bloody well see it through. Real change matters, not your good intentions. Be mindful that all ponykind's ills will be gone if our dream succeeds, but if you can't wait for that..." She rolled her hoof dismissively. "You're a loyal pony Sel, but don't fail again. it reflects badly on us."

Sel hung his head. "Yes, my lady. I- I shall be going now."
He slunk from the room trying not to cry. Making decisions was too painful. He had wanted to to good on his own initiative but had failed on both accounts.
He would have to think long and hard if thinking for himself was best in the long run.


The view off the northern wall of Canterlot was usually a beautiful one, where a pony could see the verdant forests that hugged the foothills of the mountain, and the empty plains and hills beyond into a flat infinity that ended thousands of kilometers north at the mountains.
To Prosser, it was dark and it was light. The moonlight was insufficient sometimes for his weakening eyes, but he saw the campfire, hundreds of them, within a day’s trot of Canterlot.

“Ponies come to visit. What a shame we are not in any shape to host guests." Prosser muttered. "Only one noble would be coming this way from the north: Gori Sabonord, the pretentious wench. Still to be so close, she would have had to have left before this endless night. Did Seacrest summon her? Was he planning a coup against Velvet? Curious."

Over the wind and the sound of his own voice, Prosser heard a metal clink against the stone of the city wall ramparts. Somepony was coming to see him. He turned his head a bit to spy the newcomer out of his peripherals: They were a large creature. Astral Nacre, he presumed.

"It was only a matter of time." He said without turning. “Please be merciful. I may not let it show, but I’m afraid of heights. Please don’t throw me off the wall.”

A gravely cackle met his ears. “Expecting a reaper, councilor? I know you’re not afraid of heights, you just want a quick way out. So typical.”

That was not the voice he was expecting, and so Prosser faced the creature. It towered over him, it’s black cape and wavy hair rippling in the wind. It’s eyes, cyan and purple-specled slits, affixed him with a sad amusement.

“The Nightmare Pretender.” He felt the tolling bells in his chest beating down in revere of his imminent demise. “You got Celestia then. I guessed as much, considering all of this.” He waved over the valley, and the lack of the sun’s warming rays. “This world will die without her. I go a bit sooner.”

“Conceited fool. You are having delusions of grandeur again.” That cackle, familiar to Prosser in a twisted, indescribable way, like a lost friend had eaten the glass of a fractured handmirror. “I’m not here for you. I am just walking along this wall, and you are in my way.”

The smile of gleaming white teeth was not, as Prosser expected, barred or gnashing. Nay, she was smirking, lording over him with an emotional victory. What purpose was it? It was not intended to cause terror, not like a nightmare. Prosser knew that smirk well, for he had worn it every day of his life. The Nightmare Pretender wanted to feel better about herself.

Prosser allowed himself the barest of smiles. “I’m sorry for the inconvenience, but the view was just so captivating." He looked past her. "Just come from the castle? A bit dead lately in there."

”Yes. I have had a look through. I met the new management, and she is not too unreasonable." The nightmare said. "Or perhaps I should say she and I came to an understanding." She looked down at the earth stallion. "What about you, little pony? Are you so eager to leave this city now you invite every passing pony to throw you from the wall?"

"Something like that." Prosser smiled a bit.

“I know. I came to take in this view too.” The Nightmare Pretender looked over the valley, her reptilian eyes gravitated, naturally, to the source of light and heat. “What are those fires down there?”

“Campfires. About four-hundred ponies, by my estimation, are heading this way." Prosser said. "I believe they stoped within sight of the city so we would see them and send a somepony to negotiate."

"Negotiate about what? Wages?" The nightmare said sarcastically.

"No, I think it's an invasion force, to raid or capture the city.” Prosser intoned. "Normally no mount of ponies would be able to capture Canterlot, but the imperial guard had toodled off south."

"That seems implausible. This was a unified empire not fifty hours ago. Nopony could rally an army and invade in that time." The nightmare pointed out. "Somepony predicted this chaos, and moved to take advantage of it?"

"Something tells me they were tipped off." Prosser said. "Don't worry about find out the connection. He died most brutally already, though I can't say he deserved it. Desperation is as desperation does."

"I see. One of massacre victims." The Nightmare Pretender hummed to herself. "Chaos is happening sooner than I thought. Lady Velvet's destruction of pony harmony began months ago."

"Don't put all the blame on her." Prosser said quietly. "The institutions and ponies who were supposed to uphold harmony failed, badly. We more or less willingly handed over the reigns to her." He coughed. "Somepony will eventually come along and punish us, to make sure virtuous ponies never ceed ground to evil again."

"You really are a conceited fool. You think you were virtuous?" The nightmare laughed mockingly. "You're not worth the bother to punish. If you wish to die so much, ask me forthrightly. Or perhaps find a criminal willing to stab you for the bits in your pocket."

Prosser was confused. "Wait... What are you here for?"

The nightmare wrapped her cape more closely about herself. “To harass miserable fools like you." She hopped up onto a merlon. "I came to the city for a spell Just one spell! I had it my hooves within the first hour here, but the knots of mystery here have kept me enraptured."
She sighed. "I will show these 'invaders' off. They need to be told that the collapse of the empire is no excuse to hurt their fellow pony. Then I'm off, for now. The name is Ancepanox, by the way."

"Anxiously awaiting your return already, my lady." Prosser curtsied.


In a peal of magic thunder, the nightmare alicorn disappeared. Prosser leaned over the wall but could not see where in the valley far below she had reappeared.



He thought for a second the renewed hoofsteps on the wall behind him was the nightmare, playing a trick on him. “Wow, you work very quickly. Is it over?” He drawled.

So when he was assaulted with a vile psychic voice in his head, he almost toppled off the wall in shock.
"Nay, it's not yet begun." Astral Nacre growled, scanning the valley with beady eyes until she saw a tiny purple flash. "There she goes. She is a curious one. I will emulate.
In a grind of rubbing sinew and knock of boney wings, she jumped off the city wall and began the glide down to the imminent battle.