The Adventures of the Elementals

by AutoKnight01

The Battle of Ponyville (Part 1)

Again I only own my OC's and the plot of this story. Everything else belongs to Hasbro and Lauren Faust. Enjoy!

It had been eight days since the Almantians had been killed, and everypony's condition seemed to get worse everyday. Spike was the only exception and that was only because Twilight forced him to take a day off. That rest did wonders for his mind and body but anypony who looked could still tell he was hurting.

The clock had just struck midnight and Twilight was still up, unable to sleep. She was still thinking that somehow, Pyro was still maybe on the roof just looking out into the town watching over it. However every time that thought worked its way to the front of her mind. The harsh reality was he was now watching over the town from up above where nopony could reach him, or the other five of his fellow element movers. It always brought a fresh wave of tears to her eyes.

Next to her bed, Spike was sawing logs while Owlowiscious was perched near a window looking out at the stars. The avian creature began to give out a few "hoots" once his eyes caught something approaching the house. Twilight was worried he would wake Spike so she trotted over to hush the bird, when another noise stopped her in her tracks. Someone was ringing the doorbell. She spared Spike a glance as she headed for the door he had quieted down and started to stir she thought he might have woken up. Only for a loud snore to sound off behind her letting her know he was still out like a light.

Once she made it downstairs she opened the door only to find herself staring at her friends.

"What are you all doing here?" she asked. "Don't you know how late it is?"

"We know what time it is." Rainbow Dash was the one to answer. "We all just bumped into each other and we weren't sure where to go or what to do...so we came here."

twilight stared at them with a deadpan expression.

"Wait you all expect me to believe that....all five of you couldn't sleep....decided to go for a walk...and then bumped into each other....if that is a coincidence then it's one BIG coincidence."

None of the others could think of anything to say to that mostly because she was right. The chances of all five of them not being able to fall asleep, all of them getting the idea to take a walk, come together with each other, and then decide to go to Twilight's, it seemed just too perfect a setup for something. Whatever it was, Twilight just couldn't put her hoof on it.

"Well...coincidence or not, come on in."

She stepped aside allowing clear passage for the five to enter the library. All of them made their way to the living room and Twilight headed off to the kitchen to make them a batch of tea. When she returned, there hadn't been a word exchanged between any of them. Because they were waiting for her.

"There is something we need to talk about though. All six of us." Rarity started. "Just because Agua and the others are.....gone," She winced at the word. ", it doesn't change the fact that Nightmare Moon is still out there and wanting to take over."

This subject of conversation was coming sooner or later and they all knew it. Over a week of near silence with one another wasn't going to stop it. Rarity was right though. Even though their team had gone down from twelve back to its original six, they were still the last line of defense for Equestria.

"And when she does strike again, what the hay do you suggest we do about it?" Applejack asked not knowing the answer herself. "Don't you remember what that ol' book said? It said that harmony and nature were supposed to come together to beat Nightmare. Well the nature part of that combo ain't here anymore."

"You don't have to keep saying it, AJ. We know it and we don't need to keep being reminded of it!" Rainbow Dash shouted.

Applejack started to get angry at the raise in vocals and glared at the cyan pegasus.

"Applejack, Rainbow Dash, please settle down." Twilight addressed her friends. "It's been over week since we all talked to each other, and I know it hasn't been easy for any of us. I've been acting one way, I'm sure all of you have been acting your own ways because of your feelings. But Rarity has a point. Right now, we need to discuss a plan of action for when Nightmare does come. And she will come."

"What's the point of planning?" Pinkie muttered depressed. "It doesn't matter what we do. Without our partners, nothing will work."

This was the general tone of anything that exited Pinkie's mouth the past days. Sadness and truth together in every sentence. Even though it was true, Twilight was straining her brain to find some way around it.

"We're going to have to try SOMETHING, Pinkie." Twilight reasoned. "The Elements of Harmony are the most powerful magical weapons in Equestria. We can't give up yet."

"What about the princesses?" Rarity asked. "Maybe they can help."

Twilight scowled at the word, "princess". Still angry at Celestia for her decision, she shot Rarity her look which made the unicorn quickly regret bringing them up.

"The princess has helped enough in this matter. Wouldn't you agree?" She growled.

Rarity didn't dare say another word in fear of pushing Twilight over the edge. She herself had never seen the unicorn do such a thing before but in this state, neither, her nor anypony else wanted to risk it.

"So that's our plan? Just go at 'er with the elements of harmony and just hope it's enough?" Applejack asked.

Calming down, Twilight turned to her country friend and nodded.

"Yes. That's the plan." She confirmed.

That was not the right thing to say in Applejack's eyes.

"Ehh....pardon me fer sayin' this, Twilight. But you gotta be buckin' kiddin me!" She yelled. "If that's really all we got in our brains when it comes to strategy, then we're just done for!"

Hearing that was the last thing she wanted to hear. In the back of Twilight's head, she knew Applejack was right. Going in with just the elements of harmony hoping for a repeat performance was pretty much the only thing her mind could come up with. And even she knew that the chances of it working were a long shot.

"But.." She stammered "..the elements still might be able to-"

"SCREW THE ELEMENTS OF HARMONY!" Rainbow Dash screamed and stood up. "I DON'T CARE ABOUT THE ELEMENTS ANYMORE! ALL I CARE ABOUT IS TRYING TO MAKE NIGHTMARE MOON SUFFER! BUCK WHOEVER IS BEING POSSESSED BY HER! LET'S JUST ALL GET SOME KNIVES OR SOMETHING AND RUN HER THROUGH! LET'S REALLY SOLVE THE PROBLEM AND JUST BUCKING KILL HER!"

The other five ponies only found themselves able to stare at the pegasus more than surprised at the words that were violently expelled out of her mouth. Spike now stood unnoticed at the top of the staircase. Applejack's earlier yelling had woke him up and he thought it was just a dream. Hearing Rainbow scream was enough to convince him he was awake. Though he was kind of glad she did scream. Had she not he would have gone downstairs and told them to keep it down. Though after rainbows outburst, he quickly reconsidered and simply decided to head back to his bed and look around for his earplugs.

Rainbow was breathing heavily after her speech like she had just finished flying a race or something. Though something was happening with her. She just didn't notice it. Throughout the entire speech, through all the screaming and getting everypony startled, not to mention waking a few of the neighbors, Rainbow finally noticed something when she felt a small droplet of liquid hit her hoof. It was right then she realized that without even knowing it, she had been crying. Once she knew it, her expression changed from angry to confused.

"Wha....w-why....huh...?" She looked to her five friends hoping one of them could answer.

All five of them answered when they stood up and hugged the mare simultaneously. Normally Rainbow would have tried to shove them off but to her surprise, she didn't fight back.

"It's okay, Rainbow." Fluttershy whispered.

"You want revenge. We get it." Twilight added.

"Heck we all wanna see her suffer for what she did." Applejack nuzzled her friend.

"But killing her? That....that just wouldn't be right." Pinkie sadly admitted.

"Bringing about her death would be giving her the easy way out. She deserves nothing of the sort." Rarity reasoned.

Rainbow couldn't help but agree with them all and hugged them back.

"I just......she was just fourteen, girls........" Her eyes were leaking tears but in no way did she want to start sobbing.

Nothing more was said as they continued to hug the mare. Seconds later, the lights all went out throughout the house. Then the next house over lost their lights. Then the next, then the next, and so on until even all the nightclubs lost all power. Most of the houses already had their lights out because a lot of the town was still sleeping. Up above in the cloudy skies, the clouds themselves began to reform as dark energy began to pour into them.

Then the laugh rang.

The laugh of Nightmare Moon was sounded off so loud it woke up the entire town from its slumber and stopped whatever activity the night ponies were doing. Those who were inside went to their windows and looked out of them in fear. Those who were already outside needed to only look up as the once peaceful clouds above Ponyville began to swirl in a circle now pitch black. Above it, there she was. Nightmare Moon had showed herself in full form since the first fight at the construction site.

“MY PUNY SUBJECTS! THE TIME HAS COME FOR YOU TO BOW DOWN TO ME AS YOUR NEW RULER! LOOK AS YOU MAY BUT THERE IS NOPONY COMING TO SAVE YOU! NOR IS THERE ANYPONY WHO CAN SAVE YOU!”

Just like that, nearly the entire population ran out into the streets screaming their heads off and panicking as they tried to run for safety. Then Nightmare spoke again but this time she was addressing six ponies in particular.

"YOU HAVE HAD YOUR TIME TO GRIEVE AS I HAVE ALLOWED! BUT NOW YOUR TIME IS UP! FOR UPON THIS NIGHT, I, NIGHTMARE MOON, SHALL CLAIM ALL OF EQUESTRIA IN MY NAME, STARTING WITH PONYVILLE! JUST TRY TO STOP ME NOW! WAAAAAAAAHAHAHAHAHAHAHAAAAAAAAAAAA!!!!!!!!!"

The six mares stood up and looked towards the front door.

"What do we do?" Rarity asked afraid. "We don't have a chance."

"Wrong." Twilight took a step forward. "We have one chance."

Just like in Canterlot, the element of magic crown appeared upon the top of Twilight's head.

"Girls, I know things seem horribly bleak. That doesn't matter to me though. We still have to try and stop her. The Elements of Harmony are powerful and if focused enough, it could be enough to vanquish Nightmare Moon just like last time."

"But, Twilight, this ain't like last time. Nightmare is a whole heap of a lot more powerful now. There's no guarantee that the elements alone are enough to beat her." Applejack said with the utmost worry.

"I've never been so scared before....." Fluttershy murmured.

"The whole world is going to be covered in sad black forever." Pinkie groaned.

"It can't be done with just us six, Twilight......not this time I'm afraid." Rarity finished.

Twilight could not believe the sight in front of her eyes. Everypony was throwing in the towel before they had a chance to even start. She knew out of all ponies that her friends had their moments where they backed out of things. But to see them here, to see the Elements of Harmony too afraid to do their duty, she was wishing that this was all just a bad dream.

"So freakin what if we can't?"

Then Rainbow Dash said that. He joined Twilight by her side and her element of loyalty necklace sparked into existence around her neck.

"If we can't beat her, then we can't. It's that easy. But girls we can't just roll over and give up. We have to fight. Not for Equestria, not for the princesses, not even for ourselves. We have to go out there and fight for them. For our friends. For Gem, Terra, Cryo.....all of them. We have to give her a fight otherwise it just means that they died for nothing. And I absolutely refuse to insult them like that."

Twilight, even though knowing what was happening right now, smiled at her pegasus friend then looked to the other four.

"Rainbow is right. If we just stay inside and wait for Nightmare Moon to come for us without any opposition....then we were never really their friends at all."

Collectively, they all seemed to sigh defeated by logic and of course, their still grieving minds.

"Yer right, Twi. You too, Rainbow. This is our town." Applejack joined them as her element of honesty necklace appeared around her neck. "Ah sure as hell ain't lettin' her stake a flag into it without a fight.”

The mare of magic nodded to the country mare then looked to the others.

“And as for the rest of you?”

Pinkie Pie, Rarity, and Fluttershy knew at this point there wasn't any other choice at this point in the game. The ivory unicorn stepped in first stating that she wasn't going to let anything happen to them on her watch. That made her element of generosity come shining forth on her body. Fluttershy and Pinkie finished it together both of them thinking of the time they joined their partners in a godlike bond. Their respective necklaces glowed into physical matter around their necks.

"Spike," Twilight called for her assistant and younger brother figure and he came down. "I want you to go down to the basement, lock the door, and stay there until we come get you. Things are about to get very dangerous."

Spike jumped onto Twilight and tightly hugged her. A gesture to which the mare reciprocated.

"I love you. Be careful." He whispered.

"I love you too, Spike. We all will."

With that, Spike did as he was told and went to the basement locking the door behind him. Once more, Twilight turned to look at her team.

"Then let's go and fight."

The door swung open and all six mares dashed out the door and towards the source of darkness where the shadowmares were coming from.

"Before we try and go for Nightmare, we need to try and make sure everypony in Ponyville is safe!" Twilight shouted.

Rainbow Dash was about to agree, then she looked up and behind her when she heard a series of pegasus wings flapping.

"We don't have to! We got backup coming in!" she shouted at Twilight.

All six of them stopped and turned around to see squads of royal guard soldiers, both solar and lunar, flying in armored up and armed with weapons. Unicorns and earth pony guards were being hauled in via transport carts attached to a few carrier pegasi guards. They all landed near the entrance to the town and they were met there by the mane 6. Shining Armor made his way to the front of his troops to get s situation report from his sister.

Before he could get one, a bright light from above shone down upon the group and the three princesses all emerged from it and floated down to the ground with the assistance of their wings. None of them seemed to be wearing any sort of battle armor. Only their normal regalia. Upon seeing the solar princess in front of her, Twilight, along with all five of her friends, scowled at her.

“I’m still mad at you.” She growled. "Don't you think for a second that's changed just cause some time has gone by."

The white alicorn looked sadly to her student and nodded.

"I never expected otherwise, Twilight Sparkle. You and your friends have every right to despise me for my actions."

"But that however must be put aside for now." Luna said as she stepped forward. "Friends or not, we are all still allies against Nightmare Moon and we must act and fight as such."

There were no arguments in the night princess's words. The group of six were still plenty angry at Celestia for pretty much condemning their friends. Like it or not though, they were still on the same side in the fight.

"Twilight, what do you need me to do?" Shining Armor asked.

"I need you to evacuate Ponyville as fast as you can. While you do that, we'll go for Nightmare. Hopefully we can end this here and now." She wasted no time in answering.

Hearing that response was all Shining Armor needed. He turned away from his little sister and back to his garrison of troops.

"Alright here's the sitrep. Nightmare Moon is in Ponyville right now about ready to lay waste to it. Your mission is to evacuate every single pony in that town and get them to safety out of there. Now I’m not gonna lie to you, troops. Nightmare Moon is a very dangerous and powerful being. If you choose to go in there, there is a chance that you may not come back out. Your orders are as follows. If you see Nightmare Moon, do not engage with her. Focus on your mission to evacuate the civilians. As soldiers it is our duty to risk our own lives for the safety of those who need protection. And we will perform our duty! Is that clear?!”

“YES SIR!” Every single troop shouted in unison.

“Then get your flanks moving!” Shining Armor gave the command.

Immediately it was followed, squads of troops rushed to the city intent on saving everypony in it. While they did that, The harmony bearers, Princess Celestia and Luna, and Shining Armor started to head straight for the center of town, where Nightmare Moon was waiting.

All throughout town, ponies ran and screamed through the streets while trying to make their way to safety wherever it is they thought it would be. Big Mac had to let Granny Smith ride on top of his back because she was in no shape to even attempt to run as fast as he could. Applebloom was right behind him and keeping the pace.

“Big Mac! Ah’m scared!” she cried to her big brother.

“I know ya are, Applebloom! Just keep on runnin!” Big Mac instructed.

“To where?! These things are everywhere!” she yelled.

Big Mac had to admit she had a point. There were shadows everywhere blocking nearly every path out of town. He had to think of something quick. He was responsible for both Granny Smith and Applebloom right now while Applejack had to stick with the other elements.

"Just stay close!" he shouted back to her. "We'll get outta here! We just gotta-"

He was cut off when he heard the filly give out a loud shriek and came to an abrupt halt almost throwing Granny Smith off his back. He turned around and both Mac and his grandmother to see Applebloom caught in the grip of one of those shadow creatures. It looked like a pony only there were tentacles lashing out from its back.

"APPLEBLOOM!" Big Mac bolted back to try and get her.

He was blocked by two more of those same creatures. The one that had Applebloom ran off with her screaming her brother's name while Big Mac tried to move one inch closer to her but ultimately failed to do so. Enraged, the stallion turned around and gave both of them a hard buck as if he was trying to break a whole row of trees with one strike. His two legs connected with both of them and sent them flying quite a ways back doing a hefty bit of damage. With that done, Big Mac resumed his running and tried to find Applebloom. Only she and the creature who had her had already disappeared.

Meanwhile back with the six bearers, they made their way all through the streets of Ponyville until finally, right near Town Hall in the center of the village, there hovered the entity of darkness with a cruel smirk as she listened to the ponies all scream in terror.

"That's it, my little ponies. Run. Scream. It won't matter what you do now. Soon this town will be mine! It will make a great foundation for my new shadow legion! First I will conquer Equestria! And then....ALAMANTE! MWWAAAAAHAHAHAHAHAAAAAAA!"

"NIGHTMARE MOON!"

Not surprised in the least to hear that voice, Nightmare looked down to see Twilight standing at the front of the group looking confident as ever. The others did their best to try and look the least bit intimidating. Some pulled it off, and some, Pinkie and Fluttershy in this case, did not. Rainbow, Twilight, Rarity, and Applejack were at least scowling. Pinkie and Fluttershy however were both still sad and terrified. Respectively of course.

"Oh how amusing." Nightmare began to descend on them. "The student of Celestia still tries to make a stand."

"We're not going to let you take our town!" Rainbow screamed.

"Oh is that right?" the alicorn asked still giggling. "Well let's see. I was able to kill the six godly avatars without barely lifting a hoof. Exactly how do you think you can stop me?"

She was smiling, she was laughing while she said it. She proudly expressed that she killed them like it was for sport or something. It made something in Rainbow just snap and fly straight for her.

"I'LL BUCKING KILL YOU FOR WHAT YOU DID TO GEM!!!!"

There was a little bit of surprise on both ends seeing Rainbow go crazy like that. Nightmare shook if off easily and dodged the pegasus with a short range teleport and caught hold of her rail. She swung Rainbow around then through her back towards her friends. Rarity caught her just in time using her magic before she hit the ground.

"Rainbow Dash, please calm down." Rarity tried to soothe her. "We can't afford to have these kinds of emotions right now."

"She's right." Twilight agreed. "Come on girls. Lets power up these elements."

Nightmare didn't move an inch.

"Oh this I just have to see."

"Wait...you're....not gonna try and stop us?" Pinkie asked totally confused.

"And why would I? I think it's plainly obvious to everypony that the six of you feel nothing but grief and anger towards me. With only those kinds of feelings running through your heads, how do you even plan to activate your precious elements?"

She had them at a silence. They knew the dark alicorn had a point. With their current emotional state, they could conjure their elements to appear on their bodies, but getting them to activate was another story.

"We'll show you how, right here!" Twilight cried.

As she did, her element of magic jewel began to glow. With determination burning in her heart, she turned back to her friends.

“Girls listen! I know how you all feel right now. Believe me. I’m sad too. But we can still feel sad and win. Don’t think about them being dead. Just think about the good times we shared with them! All the times we laughed together and enjoyed being around each other. Every smile, every meal shared, every day and night we spent alongside them and learning more about them. Girls........this fight is for them....and them alone."

Twilight's horn wasn't the only source of magic out there. The words she spilled out of her mouth seemed to work as the five of her friends took them to heart. They were starting to think less about their gruesome death and a lot more about what happened while they were alive. Gem's birthday party, meeting the princesses, meeting each other, fighting alongside each other, every single memory replayed in all of their heads like a home movie. Even the times Rarity got infuriated with Agua now seemed to make her giggle.

Pinkie Pie's mane began to slowly curl back up into its normal poofy state but was not all the way there. Her hair though played no part in her element of harmony which now, along with all the rest, was now starting to glow. The light shining from all six jewelry pieces combined to form a radiant shine of pure white making Nightmare take a step back and shield her eyes from the shine. Every Shadowmare nearby was instantly dissolved into nothing.

Six pairs of eyes then all lost their irises and glowed white too. Then came the part Nightmare wasn't looking forward too. The rainbow colored beam that had done her in twice now had once again formed and blasted right at her. Like before, the rainbow swirled around her as it began to block anypony from viewing her. The glowing in the harmony bearers’ eyes died down as she vanished behind the rainbow wall. Seeing it made them feel pretty good about themselves.

“Aw yeah! Take that, Nightmare!” Rainbow boasted.

“Oh I did, fool. Quite well actually.”

Hearing her voice respond made them all lose whatever hope they had. The rainbow that made up the harmony blast was now swirling around Nightmare who was waving her hooves with the rainbow’s movements.

“But…..but how?” Fluttershy squeaked.

Nightmare heard Fluttershy even though she was barely audible.

“What is it you had believed? That I would be stupid enough to not learn from my past mistakes? After being subdued to the same tools of my defeat twice?” Nightmare said as the rainbow she had control over formed into a sphere and turned as black as death itself.

“The Elements of Harmony are now mere pea shooters when used on me!"

Then Nightmare did something she had wanted to do for a long time. She struck back at them using their own attack. The black sphere had changed form into that of a dark energy blast aimed right for the group of six.

All six got hit with it. They got hit hard. Not just physically. As they all thudded to the ground together in a mess pile, they could literally feel their hearts break as it dawned on them that the ponies that they had just a few seconds ago claimed to fight for had officially died for nothing.

Not far from them, Princess Celestia and Luna watched the scene with nothing but horrified shock as Equestria's most powerful line of defense was just seen to be useless on this foe. Shining Armor and his brigade too had seen and the former now feared for his sister's life.

"Sister...this cannot be possible...." Luna was at a loss for words. "The Elements of Harmony are the strongest magic Equestria has."

"It has become quite clear, my dear Luna, that the elements themselves are not going to be enough to stop Nightmare Moon this time."

Both alicorns took flight, horns charging up. Simultaneously, they fired off deadly beams of magic in Nightmare's direction. Snapping her head their way, Nightmare's horn glowed brightly and cast out a force field surrounding her body. The dual spells fired by the royal sisters made contact with the barrier but did very little to damage it, again, much to their surprise. Nothing was working. The elements got thrown back at the bearers' faces, and the combined power of both of Equestria rulers did absolutely nothing.

Before they could try another spell, both of them found themselves trapped in the tendrils of shadowbeasts made from Nightmare's henchponies combining again. They were brought down to near ground level and Nightmare, who was now laughing like crazy in triumph, approached them.

"Oh this is just too good to be true." She boasted. "First I redirect the harmony blast back at the six who fired it at me, and now I have both you and your precious little sister right here in my clutches."

Luna was growling something furiously and jerking her body in every direction wanting to badly to cause physical harm to the being she once was. Her restraints wouldn't give however and she was stuck to hear her taunts. Meanwhile back down on the ground, the harmony bearers start to painfully get back up to their hooves as their minds raced to find another plan

“If...if the elements of harmony can't hurt no anymore......." Applejack started.

"Then what do we do now?" Rarity finished.

As usual, the five of them turned to Twilight for an answer. The mare was now slumped down on her haunches with her head hanging all the way down. What she had just seen was something she thought impossible. The princesses were overpowered, the elements of harmony were ineffective, and there was nowhere else to turn, no more tricks, no plan B.

"We do nothing."

Those three words were her answer to Rarity's question.

"Face it girls…...we’re doomed. We can’t do this…..she’s won.”

There was nothing left to be said after that because they sadly knew that she was right. They failed. Miserably. Nightmare, who was enjoying seeing the personal student of Princess Celestia admit defeat, decided to bring their lives to an end. A large portion of Shadowmares from around the town all came at Nightmare’s call and began to melt their bodies into one big puff of black smoke that only grew larger with every Shadowmare that added their own essence to it. As that took place, the others who were not adding onto it remained still giving the guards and Shining Armor a better chance at taking a few of them out. Which they did. But soon enough, they regained movement and they were back where they started. Overwhelmed. Even Shining Armor with all his combat spells and training could barely stand his ground. Then he found himself trapped as two Shadowmares behind him combined their own bodies together to form a larger version of a unicorn Shadowmare but this one had tentacles coming out of its back. They enwrapped the captain of the guard and then calmly walked with him in its grasp to where his younger sister and friends were. He saw that there were more of the tentacle Shadowmares carrying various loved ones and friends of the group of six. Applebloom was caught, the Cakes, minus their twin babies who had been carried off by a friend, Sweetie Belle, and Scootaloo. Nightmare herself then appeared above them, hovering with her wings spread.

“Well, this wasn’t as much of a challenge as I was anticipating. I must say Twilight Sparkle, I’m rather disappointed with you and your friends that this is all you have to offer me. Another rainbow show like before and it did nothing.” She began to smugly grin in victory. “The first time you took me out was with a bright blast that really hurt. Allow me to return the favor!”

The group of shadowy henchponies that Nightmare had ordered to fuse showed its new form. There was now a shadow beast towering taller than the town hall building and in the form of a deformed dragon with two heads. With a mighty roar, it showed how threatening it was as its soundwaves pierced the eardrums of everypony within range of hearing it. Then it focused its attention on the harmony bearers at its feet.

The six of them huddled together as the shadow beast began to gather energy forming from its mouth to charge up its attack.

"TWILIGHT! GET AWAY!" Shining Armor screamed.

"APPLEJACK, GET UP AND RUN!" Applebloom cried for her sister to move.

“PINKIE PIE! MOVE! NOW!” Mrs. Cake yelled as Mr. Cake struggled to get free.

She didn't move. None of them did. Accepting their defeat, the six of them hung their heads down not wanting to watch their inevitable demise come forth.

Still unable to move, Shining Armor, Applebloom, Sweetie Belle, the Cakes, and Scootaloo struggled as much as they could to free themselves but were unable to achieve the feat. Aside from the sound of the energy giving off a humming sound as it grew more intense and charged up, hardly another sound could be heard to the harmonious ponies as they drowned them out hearing nothing but their last breaths.

One of Pinkie's ear's twitched as she heard something else. She just couldn't tell what it was. The shadow beast as well heard the sound and looked around while still charging up his attack. The charging though was cut off when the sound intensified and the object making it revealed itself. A long spinning object surrounded by a powerful energy field of yellow colored magic flew in from behind the beast and cut its way right through the back of its neck and out the front side of it. The attack that the beast had been charging fizzled away and shortly after, so did it, leaving Nightmare Moon angry and confused as to what just happened.

The object that did the beast in struck the ground in front of the group of six. Looking at it, the group saw that the object was that of a strange looking staff. The grip was long and crafted from thick strong wood. At the ends were two metal blades. One in the shape of a horizontal crescent, and the other end’s looked like that of an odd shovel. Everypony who saw it immediately began to look around for anypony who could have thrown the weapon but found nopony in sight. Rainbow Dash got up and approached the blade looking it over.

"Cool..." She reached a hoof for the handle intent on pulling it out of the ground.

Inches away from the grip, she jerked away. The cause of that was a white blur coming from her left and swiping the spade from her reach before it swiftly glided along the ground and circled around twirling the staff-like weapon as it headed for the tentacled Shadowmares. They didn’t even have a chance. With movement faster then their eyes could see, the spade end of the staff slashed through them down the line and one by one they all dissolved letting loose their captives.

Once Nightmare Moon had saw that the weapon belonged to this figure, she ordered immediately a squad of Shadowmares to take it out. Instead of running away, the figure darted straight for the squad and jumped, spade swinging fiercely.

At Nightmare’s command, more shadowmares began to charge for the bearers of harmony along with their loved ones as well. Sooner than expected though, they found their path to them blocked by another figure draped in white. This one armed with a custom built longbow and a quiver filled with arrows was strapped to its back. The squad of shadowmares still charged and one single arrow was drawn from the quiver. Tied to the head of the arrow was a small white pellet. The white figure pulled back on the draw strong and aimed for the ground near where the shadowmares were and fired. When it hit the ground, the pellet on the arrow exploded into a huge cloud of white smoke. The figure then jumped in to join the shadowmares.

From the cloud, there came sounds of hooves colliding with bodies, whimpers and growls, and also the screams of shadowmares. When the smoke cleared a matter of seconds later, the white figure was once again seen but it was the only one standing up. Every single shadowmare around her was on the ground letting their last seconds of existence pass by. All at once, they all evaporated and the white figure carrying the bow made its way to group and stood armed with another arrow as if to be their shield. The six mares got back up on their hooves as their loved ones embraced them, not taking their eyes off of this arrow firing being.

Nightmare Moon, who was still hovering above them, was starting to get angry. The other one carrying the spade weapon was still going at it with the first group that she had created. Her horn flared up again and created another squad of her shadowy minions. These ones fewer in numbers but at least 5 times the size and in the shape of manticores.

"She can make shadow manticores too?!" Rarity cried.

The figure drew another arrow from the quiver and drew it back ready to fire. As the five dark manticores approached, they were hit from the side, by a third white figure. This one was also armed but with a halberd style axe. The blade of that axe chopped cleanly through the neck of the first one on the left. As it evaporated, the wielder jumped over the second left one as the archer shot that one down with a double arrow shot to both of its eyes. That halberd then made a repeat performance to the center manticore cutting its head off. Two more arrows were launched from that bow drilling into the fourth one's cranium. The fifth one was actually able to dodge both the axe wielder and the archer's shots. It slashed its tail into the axe swinger's body sending it back away and swatted at the arrows shot at it.

The archer did not reach for another arrow. It instead ran straight for the beast on two hooves and slid on the ground going underneath the belly right when it lunged for her. It caught on to its tail and used it to swing up and onto the head of the faux manticore and drove an arrow through its nonexistent skull like a knife thus making it evaporate like the others.

"She does make manticores and various other creatures." The white figure's voice was distorted heavily. "But she doesn't make good ones."

As the figure ran off to join its spade wielding comrade, the one carrying the halberd axe approached them joined by two others. One of them had a pair of dual wooden tonfa and the other's front legs were outfitted with metal gauntlets with retractable claw-like blades. The axe holder looked at Rarity for a second before speaking, also with a very distorted voice.

"Get your friends and family to safety."

The unicorn turned back to see her younger sister frozen in place along with the other loved ones of her friends. She had no idea who this figure was. None of them did. But they were holding their own. That meant that maybe there was still some hope. Desperate to grab onto that hope, Rarity nodded towards the figure and rushed over to Sweetie Belle and Applejack joined her to see if Applebloom was okay.

"Sweetie, you and your friends have to get out of here, now."

There was no argument from Sweetie Belle or any of the other crusaders. Shining Armor called over a squad of his troops and ordered them to escort the civilians out of the city. They followed the order immediately as more Shadowmares began to fall in. The way out for the group of civilians was now blocked entirely by Shadowmares. The dark ponies began to approach, but then they were halted as three more white figure rushed in becoming an obstacle between them and the civilians. Each of them were armed. One had dual wooden tonfa batons, the one in the middle unsheathed a pair of butterfly swords, and the one on the right threw out its arms unleashing three metal claws attached to her gauntlets.

The one carrying the swords looked back to eye Applejack and, like the others, spoke with that same distortion.

"Take another way out. We'll cover you."

Applejack couldn't tell if the figure speaking to her was even a male or female pony but that wasn't her top priority right now. Taking the words to heart, she and Rarity redirected the civilians down a different street while those three figures launched into the horde of Shadowmares, weapons swinging like crazy.

Just outside town, most of Ponyville's citizens were standing there and looking at their beloved village in fear for what was about to happen to it. Their thoughts changed when they all looked up and saw both princesses flying down towards them, horns charging up. They landed in front of their Ponyville subjects then turned to face each other, connecting the tips of their horns. A spark emanated from the touch and took on the form of a circle shaped window that showed the exterior of Canterlot Castle. Calmly as she could, Luna spoke.

"This is a portal that leads directly to the castle gates. All of you go in now. You'll be safe there."

"But....but what about, Ponyville?" The mayor asked frantically.

"I can assure you Mayor Mare, Ponyville is not going anywhere." Celestia assured her. "Now please. Go in."

With an exasperated exhale, Mayor Mare followed the command of her rulers and jumped into the portal, followed a few at time by her fellow ponies. Once they ponies reached the other side of the gate, they looked to the front entrance of the castle and saw Princess Cadence exiting the castle to address them hoping to try and calm them down. It wasn't going to be easy.

"Please, hear me! I know you're scared. But I can assure you that the situation down in Ponyville will be handled!"

And of course, as she expected, nopony there bought it. They all began to rabble. Through their mixed chatter, Cadence could still hear the loudest of them.

"Are you seriously believing that?!"

"That is Nightmare Moon down there!!!"

"WE'RE ALL GONNA DIE!"

"SILENCE!"

To hear the princess of love speak in the royal Canterlot voice was one of the most rare events ever thought of. But either way, Cadence's loud volume was able to bring the panicking to a halt at least in terms of volume.

"Everypony, please, calm down. I'm scared too. My husband is down there fighting against her and so are my friends. While they are, I will do my best to keep you protected. Now please. Go inside the castle and wait there."

The doors opened up and as calmly as the princess of love and the lunar guards could keep them, the entire population of Ponyville began to enter the castle. Once they were all inside, Cadence took one last gander at the town below before proceeding inside herself.

"Please be careful, Shining Armor." She wished in fear.

Back down in the town, the figures in white were doing quite the fair job in holding off the Shadowmares. Rarity, having an eye for detail, began watching the one carrying the halberd axe seeing something in his movements.

"No it isn't." She muttered. "It's simply not."

Her attention was diverted when a Shadowmare came screaming from the left and began to swing at her. Gracefully, the fashionista got up in a bipedal form and dodged the wild strikes. When one was thrown to the right side of her head, she blocked it with her right side hoof and threw a punch to the nose with her left. It hit dead on and that started a chain of even more spot on hits from Rarity's martial arts skills. When it was weak enough, Rarity's last sidekick was enough to make it dissolve.

"Your fighting technique is impressive."

That voice came from Princess Luna who had just returned from the evacuation outside of town along with her sister. The six harmony bearers approached them as the last of the Shadowmares around were being taken care of by the figure with the spade. That same figure soon joined the group and looked up to Celestia.

"Is the town secure?" it asked her.

"The entire town has been evacuated to Canterlot Castle. It's only us here now."

"Good. Now we can focus-"

"GYAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!!!!!!!!!!!!!!!!!!!!!"

The figure barely turned himself around in time to block the strike from the enraged spirit of darkness that threw it. His spade blocked a swing from a sword made entirely of shadows. Then she pulled it back to swing at the figure again, and again, and again, with every swing being deflected with speed and skill to match her own weapon skills.

"DO YOU KNOW WHO I AM?! DO YOU KNOW HOW LONG I HAVE COME FOR THIS?!!? WHO ARE YOU TO TRY AND STOP ME IF THE PRINCESSES NOR ELEMENTS OF HARMONY CAN STOP ME?! TELL ME!!!! WHO ARE YOU?!?!?!?!?!?!?!"

She jumped backwards and flapped her wings hovering above the ground as her horn charged up and fired a powerful blast of dark magic down to the figure. At first it seemed like it was fully enveloped by the blast. But when it cleared, a force field was seen covering the figure.

In a familiar shade of orange magic.

As the shield died down, the figure moved its hoof up to the hood of the robe and threw it back off its head revealing a pair of yellow eyes. Seeing those two eyes made Nightmare's anger, ambition, and confidence came to a screeching halt. Everypony else who saw the head, they just went silent in utter shock as they found themselves unable to accept that it was real.

Those eyes, that head, and that mane of brilliant red and orange, belonged to the stallion of fire.

"No.....impossible......I killed you! Your body was discovered!" Nightmare shouted.

The unicorn twirled his staff and let the spade end rest on the ground while his free hoof reached to the robe and pulled it off his body. He tossed it aside and let it crumple to the ground next to him.

"Let me ask you, Nightmare Moon. Did you really think killing us would be that easy?"

The dark alicorn was never given a chance to finish. From underneath the ground Nightmare was directly above, a familiar mare of earth came shooting out of it ramming her rock covered hoof into Nightmare's gut and sending her even more skyward. She spread her wings to keep herself from going out of control more than she had but she soon realized she wasn't alone in the air. The wind all around her began to go erratic. Bolts of lightning began to form in the clouds above but they were not of Nightmare's work. No. These bolts were bright purple.

The clouds above began to turn and funnel down into twister. With every flash of light that came from the tornado, the shadows of two more ponies could be seen inside. They came down at Nightmare at full speed ramming into her side sending her back towards the ground without control. She regained control before she hit the ground and was now hovering above the rooftops trying to shake off the pain and figure out just what the buck was going on.

Her attention was diverted when a fire hydrant on the ground burst open from the top. The gallons of water gushing out of it began to swirl around her in a slow moving vortex. Looking around the circular wall, Nightmare spotted one figure swiftly swimming around in the vortex in the same direction it was spinning. And then the second figure, who was now unhooded, showed his face.

The white unicorn of ice was staying still in the vortex thanks to his brother’s work. He was breathing from a reed made of ice going into his mouth and seeing from a pair of goggles he also made with his icy powers extending out of the water. Spotting Nightmare and seeing her still recuperating, Cryo made his strike. Even with his movements restrained by that much water, he still was able to make strong enough motions with his hooves to freeze chunks of water and send them flying at the dark alicorn. Each chunk pelted Nightmare right on target one after the other. While the ice shards kept her occupied, the blue pony within his element made his own strike. A large column of water formed from the vortex and aimed straight down slamming into Nightmare’s back. A large splash formed when Agua’s attack forced her to crash into the ground, leaving her in a crater very much weakened.

As she lay in her crash site, Agua and Cryo's hooves returned to the ground not far and they were joined by the rest of their siblings. First Pyro, then Typhoon landed with Gem on her back, and finally Terra joined the group. Behind them, the elements of harmony looked at their backs unable to find words to leave their mouth. They were alive. They saw the ship blow up, they found their bodies, but here they were. Breathing. Fighting. Like none of it even happened.

"So....did we get her?" Terra asked as she looked at the downed alicorn.

Not a second later did she get a reply. Nightmare's eyes shot straight open and a shockwave of dark energy sent the six of them sprawling backwards. All six Alamantians easily re-adjusted themselves to land on their hooves unscathed to watch their foe rise up into the air surrounded by a dark blue bubble of unbreakable matter.

"She's regenerating." Pyro muttered as he turned to his youngest sibling. "We've only got a matter of minutes. Gem did you-?"

"Everything's in place. We're set to go." She said with an affirmative nod.

It was then that all six Alamantians turned to look at the regal alicorn of the sun who looked not at all surprised to see they were alive and well.

"I think that's your cue, your highness." Agua said.

"Indeed it is."

Her wings carried Celestia up above the roofs of Ponyville and her horn began to shine bright golden yellow like the body of heat she raised and set every day. Her eyes closed as she concentrated hard on the spell she was casting. If her eyes were open, she would have seen twinkles of light come from the perimeter of Ponyville all coming into brightness one by one around the town in a perfect circle. A few seconds more of charging up and the spell was cast as a white glowing orb of magic became fully charged at the tip of her horn. That orb turned into a beam of light that was sent straight up a ways and then split into multiple beams coming down like shooting stars straight for where those twinkles came from.

The beams came into contact with the source of those unknown lights, which turned out to be various identical looking glass scepters. In total, were 14 of them. On the top of each of these yard and a half long scepters were golden orbs to go with the spell Celestia had cast. Once the spell came into contact with those orbs, a force field began to form from each of them. They spread around the town merging with the fields formed from the other scepters and becoming one until the entire town was underneath a white glowing dome providing the town with quite the light source.

Her work done, Celestia landed quite proud of her work.

"What...." Twilight was trying to reel her mind back in from the shock of finding out her friends thought deceased were still alive and now this was piled onto it. "....what...."

"Calm yourself, Twilight. I know you are confused." Celestia said to her student.

"Confused?!" Rainbow seemed a bit ticked off. "Princess, what's going on?! How are they still alive?! What was that spell you just cast!?!"

"Rainbow Dash...."

Hearing that voice once more made Rainbow immediately turn herself around to face its owner. Gem was slowly approaching her.

"I...I know this is a lot to take in...but we'll explain everything when we can."

"Right now isn't the best time." Cryo agreed with his youngest sister. "We can all talk-GAH!"

Before he could continue he found himself tackled to the ground and struggling to breathe in the tightening grip of Pinkie Pie, whose mane, tail, and fur coat were now back to its full bright color and curliness.

"CRYO! YOU'RE ALIVE! I CAN'T BELIEVE YOU'RE ALIVE!

Happy tears were spilling out of her eyes in fountains as she cried, overjoyed to be with her partner again. The ice mover was happy to see her too no doubt but the moment was a bit ruined by the fact that he was choking.

"Pinkie....Pinkie I'm happy to see you too but....can't breathe....need oxygen...."

Rainbow Dash and Applejack went over to Pinkie to help her off Cryo. He got up, picked his tonfa back up, and breathed, all the while smiling at his partner with happiness, but mostly sorrow.

"I know we have a lot of explaining to do but we promise we'll tell you all everything after this whole thing is done with." he said assuredly.

"Then we'll have a big party! A 'We kicked the snot out of Nightmare Moon slash Our Friends Are Alive" party!" Pinkie shouted, her enthusiasm and happiness seeming about ready to burst.

The ice mover couldn't help but laugh, even at this time.

"Pinkie, you know it." he chuckled.

Inappropriate timing it may have been, but it still brought a smile to everypony to see Pinkie back to her old self again. Twilight's mind quickly found something else to focus on as she gazed upwards to the force field surrounding the whole town.

"What is this? Some sort of shield spell?"

"Way more advanced than that." Gem explained. "It's a high level containment field. Designed for the purpose of keeping powerful enemies from leaving its perimeter. The scepters placed around Ponyville filter in an atmosphere that negates power to teleport out of it. But..."

That one word could make any sort of good news become bad in a way.

"It also means we can't teleport out either." Gem kept on explaining. "We can still teleport to different places INSIDE the field. But nopony, save for Princess Celestia and Luna, can leave.

"So we pretty much HAVE to beat Nightmare Moon now." Typhoon added. "Zis ees our only chance."

They all looked up to the containment field surrounding the town at the new information being brought to their attention. The magic floating around them generated by the shield was stripping them of their ability to teleport. Only the pony who cast the spell can be granted access in or out.

"My sister and I will trust this task to you and your siblings, Pyro." Celestia spoke for both alicorns.

Luna though was still wrapping her head around what was happening. She was there when the airship exploded. She saw all of them get dug up from the wreckage. She cried for them, mourned their deaths. And now here they were once more, alive and well....like it was nothing.

Agua turned to the water moving alicorn noticing that she was starting to get very annoyed and enraged at this deception. He wanted to explain, but Cryo was right. Now was not the time.

"Your highnesses, if you are to leave, you must do it now." the blue stallion said. "We have to kick a nightmarish ass."

Celestia agreed with a nod and turned around to form a portal with her magic that lead to the throne room of the castle. Luna moved only after hearing her elder sister call to her and both of them walked through the portal. There was only one pony left to leave. And that was Shining Armor. He bid them all luck and turned to leave.

"Wait."

Only to be stopped inches away from it by Pyro's request.

"What I said at the castle days ago, I meant it." He said firmly. "Shining Armor, it would be an honor to fight alongside you in this battle."

Surprised more than anything, the captain of the guard turned around to lock eyes once again with the red unicorn. Those yellow irises backed up what his mouth had just spout out. He was serious.

"You.....you want me to stay?" He asked to make sure he hadn't misheard.

Again, a nod was the answer before his voice joined into it.

"Yes. We may have our many differences but we both want the same thing. To beat her tonight. With your help I believe we can do it."

"We're gonna need every bit of help out hooves can get ahold of." Terra added.

A valid point indeed. This wasn't just a group of Shadowmares this time. This was Nightmare Moon herself. It was going to take a lot more strength and effort in order to come out victorious. Shining Armor couldn't see any other choice now. The portal closed and he turned his body fully in their direction.

"Let's do this."

Terra, Agua, and Cryo smirked hearing that. The mare of earth walked over to her partner and threw a hoof around her back.

"You ready to kick some ass, Jackie?"

An icy glare from the cowgirl was what Terra got first before she spoke.

"First we whoop them, and then Ah'll whoop all y'all Alamantians for lyin' to all of us."

Terra backed off not surprised by this reaction at all.

"Fair enough."

Growling, Applejack joined the others as they all turned to face on direction. Facing Nightmare Moon as she regenerated in her shield. She was right there. Seeing her only made the intensity and meaning of this fight come to their heads harshly. Do or die. That's what this was. They were going to have to fight her hoof to hoof and it was not going to be easy. No amount of training they could have taken could have possibly been enough to prepare them for this.

But none of those thoughts mattered. Only one did. There could only be one thought surging through all of their brains when it came down to this. That thought was one word. Win. Win and they live. Win and their home is safe. Win and they never have to see or hear from her EVER again. Win and they can hug and kiss their loved ones with joy once more.

Win was the only option tonight.

“Wait. Before we all go charging into a battle there’s something I have to do.”

Pyro looked oddly at his partner after she said that. Then he was taken by surprise. Twilight threw her hooves around Pyro and hugged him tightly and shed a single tear.

“I’m so happy you’re alive.” She said with a cracking voice. "I'm mad that you tricked us like this but I'm just happy to see you too."

Shining Armor looked at the sight with a bit of surprise. The way Twilight was hugging Pyro in the same fashion in which she hugs a member of her family.

Not the least bit curious as to why he was doing it, Pyro put a single hoof around his lavender partner.

“I'm glad to see you too.” he mumbled as they pulled away. “I promise you. Nopony here is going to die.”

“You really think you can make that happen?”

“Word of honor.”

Those three words again. Now that they have seen first hoof exactly how much keeping that word means to them, the bearers of harmony felt ready to entrust them with the whole world on their shoulders. That was good because that's pretty much what the stakes were here.

Nightmare Moon, still protected by a force field of her own, had regained enough power to create once more. Below her, a wall of shadow rose up and out of it like a doorway, spilled out tons of shadowmares charging right for the team. The feral noises grew louder with every step they took in their direction.

“What now, Pyro?” Twilight asked him.

“Now Twilight…..the battle begins.”

All six Alamantians stood bipedal and readied their weapons. Cryo twirled his tonfa around once and they became layered with ice. Terra threw out her front legs and let loose her claws from her gauntlets. Typhoon tightened her grip on her bow and drew back an arrow. Gem's twin butterfly swords began to spark as her element channeled through the blades. In one hoof, Agua held his axe. The other had became soaked in water and extended out to create a whip of the H2O. And lastly, Pyro gave his spade a spin over his head and both ends, the spade, and crescent, lit up in flames.

Their partners, now renewed with more hope for this battle, looked to them and their weapons almost as if they were looking at brand new ponies. Shining Armor cracked his neck and placed his helmet on his head, horn charging up.

"Do you really think we can do this?" Fluttershy looked to her own partner.

"I do not theenk, Fluttershy." She replied. "I KNOW we will be ze victors here."

They all sounded so sure. But the truth is the fate of this battle would only be determined with time. The hoard of Shadowmares only kept getting closer and closer with each second, and everypony in Canterlot could only sit and wait hoping that the outcome would be in Equestria's favor.

One way or another, this is going to be the battle that forever changes Equestria.