• Published 29th Sep 2013
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Midnight Star: The Frozen Empire - Nebula Star

Midnight Star was given a second chance to be happy without the horrors of her memories; but those memories were never truly gone. They are only the beggining of her struggles however, Equestria is about to face a new threat; The Frozen Empire

  • ...

Chapter 7: Apologies

Midnight Star: The Frozen Empire
By Nebula Star

Part 1: Shadows of the Past
Chapter 7: Apologies

Midnight paused on the step of her home; she could sense Twilight was inside. She took a deep breath to steady herself. She may have overcome her memories, but that didn't mean she'd forgotten them again. She knew far more about Twilight than before; she'd spent weeks in Twilight's head, going through her memories. She tried not to think about it though and instead focused on her more recent memories. Twilight was her mother now, and always would be.

She pushed open the door and stepped inside, then went to her bedroom where she could sense Twilight. Opening the door she looked inside. “Mom?” She said softly.

Twilight looked up sharply from where she was lying next to the bed. She clearly had been deep in thought and hadn't sensed Midnight's return. “Midnight!” She exclaimed sounding relieved, jumping up to her hooves. Then she hesitated. “Your memories?” She asked softly.

“They're all back,” Midnight told her simply.

Twilight seemed to expect as much and her eyes became full of concern. “I only wanted to protect you from your past,” she said softly with an apology clear in her voice.

“I know,” Midnight assured her. “It was the only way you could save me. I was too lost in my pain to believe I could ever be happy... Now I know I was wrong.” She smiled. “Thanks for sending my friends after me, they were exactly what I needed.”

Twilight smiled in return but there was still worry in her eyes. “Are you going to be alright? I know having those memories can't be easy...”

Midnight smiled again. “I think I'll be just fine,” she said and finally stepped fully into the room, opening her wings for Twilight to see.

Twilight's eyes went wide. “Mindnight!” She exclaimed and, with an excited laugh, leaped forward throwing her fore-hooves around her daughter in a hug. “You've become an alicorn! I can't believe it!”

Midnight returned her hug. “I was on the edge,” she said softly. “I could either choose to fall into the madness and chaos of my past, or to hold on to the harmony that you taught me. I chose harmony.”

Twilight finally released her and stepped back. She was smiling with tears in her eyes. “I'm so proud of you.”

Midnight smiled up at her. “You've always been so forgiving of me, despite all I did to you... and your friends. Thank you.”

She smiled and gently put one wing on Midnight's shoulder. “You were never evil at heart, Midnight. Remember that.”

“I will,” Midnight agreed with a nod then hesitated slightly. “Even though I know the truth now, it's still alright if I call you mom isn't it?”

Twilight looked surprised that she had to ask but smiled all the same. “Of course.”

Midnight wrapped her fore-hooves around Twilight in another quick embrace. “Thanks, I hardly remember my real mom, you're the only mom I've ever really known.” She grinned then as she stepped back. “Even if we are the same age...”

Twilight laughed softly. “Well we were the same age...”

“I still have those years even if I was physically younger for some of them,” Midnight insisted grinning.

“But now you're an alicorn, so age isn't going to matter all that much,” she reminded her and smiled. “I suppose we have some things to talk about as far as being an alicorn,” she said and went to the window and sat down gesturing for Midnight to join her.

Midnight shrugged as she went to join her. “I already know most of it, I have lived with you for eleven years after all.”

“I suppose that's true. You already know most the basics: greater magic strength, increased physical strength and stature, faster than normal healing...”

“Oh right! You were injured when the sword exploded...” Midnight interrupted. She'd been so worried about how Twilight would react, she'd forgotten about her injuries again. Her own injuries had been healed when she was transformed.

Twilight smiled. “I'm alright, it was just a few small cuts really. I already cleaned them and they've all stopped bleeding.”

“Oh good. If I had hurt you...”

“Don't worry, Midnight. I'm fine,” Twilight assured her smiling. “In any case the biggest part of being an alicorn is of course immortality.”

Midnight nodded sadly, she'd been trying not to think about it. “It's still going to be hard, watching our friends grow old and pass away around us,” she said softly.

Twilight nodded sadly. “Yes, and if you ever choose to marry; you'll have to do so knowing that you will lose them as well. Unless of course, you happen to marry an alicorn.”

She snorted. “Slim chance of that. I don't even know of any alicorn stallions. Do they even exist?”

“They do, Celestia has told me as much; but they seem to be extremely rare. As far as I know, Celestia and Luna's father is the only one.”

Midnight looked up sharply, this was something she'd never heard about. “Luna and Celestia's father!?”

“You didn't think they came from nothing did you?” Twilight asked grinning. “They have a father and mother; both alicorns.

“I've never heard of them before. Are they still alive?”

Twilight nodded. “As far as Celestia knows they are, but she doesn't like to talk about them.”

“Why not?”

“Well; I think it's because she feels that they abandoned her and Luna." She sighed. "That, and I think she partially blames them for Luna becoming Nightmare moon.”

Midnight looked at her surprised. “Why would she blame them for that?”

“Because she believes that if they had been there to help their daughter during the difficult times, Luna wouldn't have given in to her jealousy.” She sighed. “Celestia told me that when they first came to Equestria, she and Luna were still young. Equestria was of course, under Discords rule at the time. Well you know the history. Celestia and Luna defeated Discord with the Elements of Harmony and then together began helping the young nation to rebuild and recover.

“Their parents stayed for nearly a century, but eventually they decided to move on as they had always done. Celestia and Luna didn't want to leave Equestria though; already the ponies of this land had come to look to them for leadership. Well Celestia anyway.”

“So what happened?”

Twilight shrugged. “They left, leaving Celestia and Luna here with the nation they'd come to care for; and they haven't been seen since. Not even Celestia knows where they went.”

“They just left their daughters and never came back? Not even to visit?”

Twilight just shook her head in answer.

Midnight looked down, shaking her head. “I can understand why Celestia would be bitter about that... Still it's surprising, I'd never expect Celestia to have issues with her parents.”

Twilight smiled. “Celestia; and Luna really, but more so Celestia; they both put on a practiced serenity and air of perfection in order to inspire confidence. But if you really get to know them, they're just normal ponies with normal faults and normal problems. They're not perfect. They've just had much longer to learn from their mistakes than the rest of us. You'll see for yourself soon enough.”

She looked over at Twilight. “What do you mean?”

“Well we're going to have to tell the princesses about your ascension of course, and I suspect you'll be dealing with them personally a lot more in years to come...”

“OH NO! You are not making me a Princess!” Midnight objected realizing that was what she was getting at.

“Midnight, it's not that bad.”


Twilight rolled her eyes. “Whether you're coronated or not, as my legal daughter, you're already a princess. Besides, to the ponies of Equestria an alicorn is synonymous to a princess. You'll be seen as one no matter what.”

“I don't care! I'm not going to be a princess!” Midnight insisted.

She just smiled. “Alright. Either way though we'll still have to publicly announce your ascension. A new alicorn just appearing out of nowhere would cause a great deal of rumors and worry throughout Equestria.”

They fell silent for a time and Midnight looked out at the hills in the bright morning light. “There really aren't many alicorns are there.”

“No.” Twilight said softly.

“Celestia and Luna were born alicorns; you and I ascended; I don't suppose anypony knows how Celestia and Luna's parents became alicorns?”

Twilight shook her head.

“How is Cadence an alicorn? She was born as one right?”

“Yes, I actually asked Celestia about that. Turns out she is actually related to Celestia and Luna, though very distantly.”

“What do you mean?”

“Well apparently Celestia's father didn't hold to the belief of keeping to one wife. While he was living here in Equestria, he took several other wives and mates, and fathered quite a few foals; all half brothers and sisters to Celestia and Luna, but none were alicorns. Cadence is descended from one of those half brothers, which is why Celestia adopted her as a niece. Alicorn blood, it seems, is recessive.

“Celestia told me that if two alicorn's have offspring, their foals are always alicorns as well. But if only one of the couple is an alicorn then it is only a small chance that the foal will be an alicorn. But as in Cadence's case, they do still have alicorn blood in them and that blood could resurface any number of generations later.”

“I'm guessing then that most the 'Royal family' in Canterlot are descendants of Celestia's father as well then?”

Twilight nodded.

Midnight sighed heavily. “I guess that means that if I ever married and had foals of my own... they most likely wouldn't be alicorns and I'd eventually lose them too,” she said softly.

Twilight put her wing around Midnight and hugged her gently to her side. “Now you know why I wanted so badly for you to ascend.”

She nodded, she did understand; it was the same reason she'd never wanted friends in her own world. She knew she would lose them and just be left with more pain.

“But as Celestia told me, we shouldn't dwell on the future so much that we forget to enjoy the time we have. In fact it's all the more reason to enjoy every moment we have with our friends and family while we can.”

“I guess you're right. That's what got me in trouble in my own world after all; I never wanted friends because I was certain I would just lose them and be left with more pain.”

Twilight gave her a squeeze. “Don't dwell on past mistakes either. Learn from them, but live your life as it comes and enjoy what you can while you can.”

Midnight nodded and smiled self-consciously. “I wish somepony had told me that back then... Maybe then I would have actually saved my world, instead of make it worse.”

Twilight looked over at her a moment thinking. “You know, Midnight; you may have saved them in the end.”

She looked over at Twilight raising an eyebrow questioningly. “How do you figure that?”

“You removed the immortals that caused the initial destruction and while you may have made things worse for a while, it was only three years. Since you've been gone, they may have been able to recover,” Twilight explained.

“I... I hadn't thought of that.” She smiled, glad to think that her world may have become a better place after all. She tried to imagine it. “Heh, maybe somepony will even find a way to free Celestia from banishment there.”

Twilight smiled. “Or she'll free herself.”

“Yeah...” Midnight could imagine the surprise of the ponies of that world when the princess of the sun that they'd only ever known in legend suddenly appears once more. “I wish I could see it.”

“Well, you know what happened when I tried to see other worlds...” Twilight grinned.

“I know.” Midnight said smiling as well.

“So,” Twilight said after a short pause. “What are you going to do with yourself now?”

Midnight glanced at her. “Well, first of all I think I should thank all of those that kept my secret, and I think I should also apologize for all I did.”

Twilight smiled. “You don't need to apologize to anypony. They've all forgiven you.”

She shook her head. “Whether they've forgiven me or not, I still want to apologize;” she insisted. “Besides your friends and the princesses who else knew?”

“Well there's your Uncle Shining and Cadence, and Sweetie Belle and Scootaloo were there when you were purified so they know, and I'd imagine they told Apple Bloom at some point. That should be all.”

“I'll have to go to Canterlot and the Crystal Empire sometime,” she said thinking.

“Not until we announce your ascension though,” Twilight advised.

Midnight nodded. “Alright. I think I'll take a day to rest, then everypony else around town I'll talk to tomorrow.”

“Okay... But what then? If you don't want to be a Princess, what are you going to do with your time?”

She shrugged. “Well once word of my new enchantment spell gets out I'm sure there's going to be a lot of ponies wanting some spell enchantment or another. Especially if I figure out how to make spells that require more control.”

“That's true, I imagine even Rainbow would want that goggle enchantment you told me you made for Sky.”

Midnight smiled. “Otherwise, I think I'll just continue what I've been doing; spend time with my friends and try to develop new magic techniques.”


Closing her wings again deactivated the spell just as it was designed making Midnight smile. Her gift for Scootaloo was complete. It was almost midday on the day after she'd become an alicorn and it had taken most of the day before and the better part of the morning to get it right, but now it was ready. Midnight smiled, it would be the perfect way to thank Scootaloo for keeping the secret all these years.

Taking off the necklace she put It in a small neck pouch but left it on the table in her entry room. She wanted to go to thank everypony that had kept her secret and apologize for the things she'd done to them, but she was going to save Scootaloo for last. Instead she put on her normal saddle bags hiding her wings under them, and set out to find the others that had kept the secret.

She didn't get far into town though before a small crowd, one made up mostly of young fillies, caught her eye and she smiled seeing the pony in the center of it. Sweetie Belle, surrounded by her adoring young fans.

Ever since she'd discovered her talent for singing, Sweetie Belle had worked hard to develop it as well as to overcome her tendency for stage fright. Now she was known throughout Equestria as one of the greatest singers alive. She often performed in concerts at all the major cities and had even on a couple occasions accompanied the princesses to foreign lands to perform at diplomatic functions.

Midnight headed over to the young crowd. Sweetie Belle and her sister were as good a place to start as any.

“...anypony can learn to sing,” Sweetie Belle was telling the fillies as Midnight approached. “All it takes is plenty of practice and dedication.” She smiled. “Yes having a talent for it helps, but anypony can learn.” After years of voice training, even her normal speaking voice had taken on a musical quality.

“Hey, Sweetie Belle!” She called to get her attention.

She looked up and smiled. “Hello, Midnight. I haven't seen you in a while, how have you been?”

Midnight shrugged. “I've had a few things to deal with lately, but I'm doing good.”

“What kind of things?” Sweetie Belle asked looking a little concerned.

She smiled. “Well, that's actually what I wanted to talk to you about; you and your sister.”

“Oh. Alright,” She said seeming curious what it was. She looked back down at the fillies surrounding her. “This sounds important girls, you'll have to excuse me while I go talk to Midnight.”

Their was a chorus of disappointed 'ah's, and pleas for her to stay a little longer. But she just smiled. “Girls, you see me almost every day. I do live here after all. Now I'll see you all later,” she told them and left the disappointed fillies walking over to join Midnight.

She nodded down the road. “Rarity is probably at her showroom this time of day.”

Midnight fell into step next to her. “Sorry to pull you away from your fan club,” she said with a grin.

Sweetie Belle rolled her eyes. “I'm glad for an excuse!” She said but smiled all the same. “I love them dearly, but sometimes I just want some time to myself!” She looked over at Midnight. “So what is it you want to talk about?”

“I'll tell you when we find Rarity.”

Rarity was at her boutique showroom as Sweetie Belle had guessed. Her business had taken off in recent years and she'd had to open a second production hall down the road from her original boutique. She now had over a dozen ponies working under her in the production hall, but she still did all the design work herself in her original boutique.

Part of Rarity's success was thanks to Sweetie Belle herself. She always insisted on wearing gowns of Rarity's design at her performances and because of that Rarity's name and designs had become known throughout Equestria.

“Rarity?” Sweetie Belle called entering the showroom.

“Oh, Sweetie Belle! Darling,” Rarity said coming out of her design room and smiling at her younger sister. She was wearing her glasses; a sure sign she'd been working on a new design. “And Midnight Star, what brings you to my boutique? You looking for a new formal gown, Midnight? You are going to the Gala with Twilight again this year aren't you?”

Midnight smiled. “Well actually, I probably will need a new gown this year, but that's not why I'm here. I actually had something I needed to talk to you and Sweetie about. Do you have a few minutes.”

“Oh. Yes I have time,” she said levitating her glasses over to a small table. Sweetie Belle stepped over to her sister's side, turning toward Midnight. “What is it you want to talk about?”

“Thanks,” Midnight said then took a deep breath. “It's a couple things actually, the first is that my memories are back.”

“Your... your memories?” Rarity asked but by the worry in her voice she had a good idea what Midnight meant.

“From before. I remember what I did, everything I did.” She looked up at them. “I wanted to apologize to both of you. I'm sorry for tormenting you,” she said looking at Rarity. “And for banishing you, Sweetie Belle.”

The two sisters looked at each other clearly surprised. But then Rarity smiled. “Midnight, darling, we've both long since forgiven you,” she said and Sweetie Belle nodded in agreement.

“You don't need to apologize, Midnight.”

Midnight smiled. “Mom said as much, but I still wanted to apologize, and I also wanted to thank you both for keeping the secret all these years, for giving me a second chance.”

Rarity smiled. “You're very welcome, Midnight.”

“And thank you for always being a friend to me, Sweetie Belle. Despite what I did to you.”

Sweetie Belle smiled. “You've always been my friend as well.”

“Thanks...” Midnight whispered, then smiled. “You and all the others that kept my secret have done so much for me. You gave me a second chance at life, and the strength I needed to overcome my past. There's one more thing I wanted to tell you, or rather show you.”

With that she levitated her saddle bags off of her back and set them aside, then opened her wings for them to see.

Both their eyes widened in surprise.

“You're and alicorn now!?” Sweetie Belle exclaimed.

Midnight smiled. “Yeah. When my memories came back I had to choose between the chaos of my past and the harmony that Twilight and all of you have taught me. I chose harmony, and when I did...” She opened her wings again.

“You were transformed,” Rarity finished for her smiling. “Twilight always said that it was understanding and taking harmony to heart that triggered the alicorn transformation.”

Midnight nodded. “You all helped make this happen; by keeping my secret and giving me a second chance. So, thank you.”

“We're glad we could help,” Sweetie Belle said and smiled. “So are you going to be a princess then?”

Her eyes widened. “Oh no; no no no no! I already told Twilight, I am not letting her or anypony else make me a princess!”

“But you're an alicorn...” Rarity said seeming surprised.

“That doesn't mean I should rule over Equestria even in a small way! No, I'm not going to be a princess.”

Sweetie Belle was grinning at Midnight's reaction. “To be honest,” she said; “You're not really the princess type.”

“Exactly!” Midnight agreed.

“Then what are you going to do?” Rarity asked.

She shrugged. “The same as I've been doing. Finding new uses for magic, developing new spells. Today though I'm going around to thank everypony that gave me this chance, and apologize for what I did. Which actually, Sweetie Belle, did you and Scootaloo ever tell Apple Bloom about me?”

She blushed slightly. “Yeah, we did. We told her it had to be kept a secret though.”

Midnight smiled. “Alright, I think I'll head over to Sweet Apple Acres then,” she said putting her saddlebags back on. “For now I don't want too much attention so if you could keep my being an alicorn a secret I'd appreciate it. I'll tell everypony in town soon enough, but Twilight thinks I should try to keep it quite until we can make a public announcement.”

“Alright, you mind if I walk with you? I haven't talked to Apple Bloom in a couple days myself.”

“Sure,” Midnight said with a shrug. Then turned toward the door. “Thanks again Rarity, I'll have to come back some other time for some new formal gowns, unless you think you can adjust some of my old ones for my wings?”

“Oh no, most definitely not, you'll need all new gowns. Your wings must be incorporated into the design after all. Just come by anytime, Midnight. It's always a treat to design for an alicorn.”

“Alright, I'll do that. Later then.”

“See you later, sis.” Sweetie Belle said following Midnight out.

“Goodbye you two.” Midnight heard Rarity call just as Sweetie Belle shut the door behind them then they set off together toward Sweet Apple Acres.

They'd only gone a little ways though when Midnight noticed Sweetie Belle kept glancing at her seeming almost concerned. “What?”

“Oh, sorry; it's just... Are you alright? I mean, Twilight told us a little about your past. It sounded pretty horrible.”

“They're just bad memories.” Midnight told her softly.

“You sure you're alright?”

She smiled at Sweetie Belle's concern; she'd always had such a kind and considerate nature. “I'll be alright, Sweetie. I have plenty of good memories now to counter the bad.”

“Well, if you ever want somepony to talk to...” she said in offering.

“Thanks... You mind if I ask you something?” Midnight asked.

“'Course not.”

“What was it like; the place that I banished you to?”

It was clear by the way Sweetie Belle missed a step that that wasn't what she'd expecting Midnight to ask about. She took a deep breath though and answered; “it was like being nowhere. I couldn't feel anything, not even my own body, I couldn't hear anything, and all I could see was blackness. All I could do was think. It was the most terrifying thing I've ever experienced...” She looked over at Midnight. “Why do you ask?”

“Because, that's what you saved me from. You and everypony else that agreed to keep my secret; to let Twilight give me another chance. If it weren't for that, she would have had no choice but to banish me to an eternity in that darkness.” Midnight trembled at the thought.

Sweetie Belle smiled then, understanding. “I'm glad we were able to help.”


Sweet Apple Acres was barely outside of the town now with how much Ponyville had grown over the years, but it was still as peaceful as ever. Or it usually was.

Even as they were walking up to the house, they heard a shout of 'court-marshal!' followed by breaking glass. Midnight gave Sweetie Belle a surprised look and the two hurried the rest of the way to the door and knocked.

A moment later it was opened by Apple Bloom who was wearing an army skull-cap of all things. “Sweetie Belle! Midnight! Uh, I don't mean to be rude but I'm a little busy right now.”

“What's going on?” Sweetie Belle asked.

“The zap apples are coming, Ah'm getting everythin' ready to make the zap apple jam!” She explained hastily. “Ah still have to sing to the water, paint polka dots on the walls, get the honey... It's a lot of work, and it's all up to me!”

“Don't Applejack and Big Mac help?” Midnight asked.

“Nope, they're busy with the rest of the harvest. Ah've made the zap apple jam all by my self every year since Granny Smith passed away. It's hard work but it's worth it!”

“Can you spare a minute? There's something I wanted to talk to you and your family about.”

She bit her lower lip. “Ah don't know Midnight; we're all really busy. Can it wait?”

Midnight sighed. “It's kind of important, to me anyway.”

“You should hear what she has to say.” Sweetie Belle agreed. “It won't take long, and I'll help you after.”

She looked back and forth between them clearly debating, but in the end she trusted her friend's judgment. “Well okay, you can help me sing to the water afterwards,” Apple Bloom agreed finally and Sweetie Belle grinned.

“I guess I would be good at that...”

“Come on, then; Applejack and Big Mac should be out in the zap apple orchard.”

Apple Bloom lead the way at a quick pace. Midnight felt kind of bad, interrupting their preparations for what was one of their most important harvests, but she wanted to be the one to tell them and more importantly she wanted to apologize.

“Hey, Applejack!”

“Apple Bloom!? You're not done gettin' ready for the jam makin' already are you?”

“No, but Midnight wanted to talk to us.”

Applejack looked over at Midnight. “Now's really not a good time, sugar cube...”

“She said it's important, sis.”

“Well so is the zap apple harvest.”

“It won't take long,” Midnight assured her.

She looked between them a moment more then finally gave in. “Well shoot, Ah guess since you already got Apple Bloom out here, we can take a short break,” she said then looked over he shoulder. “Big Mac! We're takin' a break to hear what Midnight here has to say!”

Big Macintosh joined them then they all turned expectantly to Midnight.

“So whatcha want to talk about, Midnight.” Apple Bloom asked.

Midnight smiled. “Well, first of all my memories are back.”

“Your memories?” Applejack asked raising an eyebrow.

“From before Twilight took me in...” Midnight explained. “I remember who I was and what I did.”

“You do!?” Apple Bloom said sounding surprised.

“Now wait a cotton-pickin' minute. Twilight said you wouldn't remember anythin', that she erased those memories. How could they just come back?” Applejack asked wanting an explanation.

“I think what Twilight did didn't erase the memories, it just locked them away to protect me from them, but during the hydra attack I think I accidentally broke the lock on those memories. They've been coming back ever since, and yesterday, they came back completely.” Midnight sighed. “I remember everything I did, and I wanted to apologize to all of you.”

Applejack look surprised. “Oh, well that's mighty kind of you, Midnight, but you don't have to apologize. We've all forgiven you. Besides, Twi fixed everythin' you did.”

“Yeah, and being turned to stone wasn't that bad,” Apple Bloom agreed grinning. “Ah got hit by the spell and the next thing Ah knew it was mornin' again and everythin' was back to normal.”

“Eeyup” Big Macintosh gave his standard reply.

Midnight Smiled. “I still wanted to apologize and also to thank you all for keeping my secret and letting Twilight give me a second chance.”

“You're quite welcome, Midnight,” Applejack told her smiling. “You've proven Twilight was right to make that choice plenty of times over.”

Apple Bloom nodded. “Yeah, and you've always been a good friend.”

She'd expected such a reaction from the Apple family, but it was still good to hear. “So you know just how much you've done for me, there's something else I wanted to show you.” As before she levitated her saddlebags off and opened her wings for them to see.

“Land sakes, you've gone and become an alicorn!”

Midnight nodded smiling. “Thanks to all of you that gave me a second chance, I was able to overcome the memories of my past.” She told them. “So thank you.”


After leaving Sweet Apple Acres, Midnight went in search of Pinkie Pie and Fluttershy. Neither were home, but she finally managed to track them down in town. They were together and Midnight pulled them aside to a more secluded corner so that she could talk to them in relative privacy. Then she explained about her memories returning and made her apologies.

“Silly filly, I already forgave you, you don't have to apologize.” Pinkie said in her usual cheerful manner.

“Yes, we've all forgiven you,” Fluttershy agreed softly.

“Besides, what you did to me was more strange than bad. Hey! Do you think you could do the same thing again only in reverse! Make me happier all the time!”

Midnight's eyes widened as she tried to imagine Pinkie Pie being even happier and more energetic. “Uh, Pinkie, I don't think that's possible,” she said finally.

“You don't?” Pinkie asked sounding surprised.

She shook her head grinning. “Anyway, I also wanted to thank you both for keeping the secret all these years and giving me a second chance.”

“No problem, Midi,” Pinkie Pie said energetically.

“You've very welcome, Midnight.”

Midnight glanced around. She wanted to tell them about her becoming an alicorn as well, but didn't want to draw attention to herself still. Nopony nearby was really paying attention to them though, so she decided to just go ahead and show them. “There was one other thing I wanted to show you,” She said and levitated off her saddlebags again, opening her wings briefly for them to see. “What do you think?” She asked. This was a mistake.

“I think we need an ALICORN PARTY!” Pinkie yelled at the top of her lungs. Bouncing high into the air excitedly. This of course drew the attention of everypony passing by and with her saddlebags off, Midnight's wings were in plain sight.

“Well I guess that secret's out...” Midnight said to herself as she saw several of the ponies nearby begin whispering to each other excitedly looking at her. Some that she knew fairly well looked like they were about to come over to talk to her. Time to make an escape. “Pinkie, will you hang onto my saddlebags? I'm going to go find Rainbow Dash.”

“Oh, sure thing! They'll be perfect for carrying party supplies!”

“Uh, yeah sure,” Midnight said quickly. “I'll see you two later,” she said then launched herself into the air before the ponies of the town could converge on her. Luckily none of the pegasi followed her.

After a moment though she realized she had no idea where to look for Rainbow. With a sigh she dove back down to Pinkie and Fluttershy. “Do either of you know where Rainbow is?” She asked quickly.

“She was helping train some of the new recruits on the weather team,” Fluttershy answered. “They practice out between here and Cloudsdale.”

“Okay, Thanks again!” Midnight said and launched herself once more, speeding off in the direction of Cloudsdale.

The practicing pegasi were easy to spot among the clouds they were practicing with. They seemed to be drilling in putting together the clouds to form a good size rain cloud. Rainbow was easy to spot as she zipped back and forth along the edges of the group shouting out instructions and advice. She wasn't the only instructor though; two senior members of the weather team that Rainbow had worked with often before were also directing the trainees.

Midnight headed straight toward where Rainbow was. “Hey, Rainbow Dash!” She called as she drew closer. “Rainbow!” She didn't seem to hear. “Rainbow Dash!” Midnight yelled as loud as she could and finally managed to get the pegasus's attention.

Rainbow turned toward her to see who was calling her name. Her eyes widened in surprise when she spotted Midnight flying towards her and stopping to hover just in front of her. “Midnight!? You have wings! And you're already flying!?”

Midnight grinned at her confusion. “Yeah, I needed to talk to you.” Midnight glanced around and spotted a small cloud a good ways off to the side that would be out of earshot. “Could we land over there so we can talk in private?”

As usual it was clear Rainbow didn't really want to talk to her but her curiosity got the better of her. “Alright, let me tell Cloud Kicker where I'm going.”

Midnight smiled and headed over to the cloud herself landing easily on it. Walking on clouds was a nice benefit of being an alicorn. Rainbow didn't take long though and soon was landing on the cloud as well across from her. “Now what the hay is going on? When did you get wings? And how can you already fly?”

She smiled. “I'll get to that, but first; I wanted to apologize.”

“Apologize for what?” Rainbow asked, her eyes narrowing.

“For attacking you, breaking your wings, and making you believe it was Twilight doing it,” Midnight told her softly.

Her eyes really widened then as she clearly knew what Midnight was talking about. “What...?” She breathed looking worried.

“My memories are all back,” Midnight told her confirming what she'd already guessed. “I remember what I did to you, and I'm sorry.”

Rainbow stared at her a few moments in stunned silence. She'd never liked Midnight and now Midnight knew why. She'd hurt Rainbow far worse than the others. If Twilight hadn't been able to heal her wings, she would have lost all her hopes and dreams. Midnight lowered her eyes in shame as she waited for Rainbow to respond.

“You really mean that don't you... You're really sorry,” Rainbow said softly. Then she sighed heavily. “Ah shoot. I forgive you, Midnight. I guess it's about time I did.”

Midnight looked up then smiling happily. “Thanks, Rainbow. I also wanted to thank you for trusting Twilight and letting her give me a second chance.”

Rainbow looked down kicking a little piece of the cloud with a fore-hoof. “Well... it's not like I've been too great of a friend...”

“But you still kept the secret, and because of that I was able to enjoy a second life,” Midnight told her smiling sincerely. “All of you that kept the secret gave me eleven wonderful years, and who knows how many more; definitely more than I ever deserved. I don't know if I could ever repay you all.”

“You've really changed...” Rainbow said softly looking at Midnight almost as if she'd never seen her before. “Tell you what; you forgive me for how cold I've always been to you, and I'll consider us even.”

Midnight smiled but shook her head. “That's hardly enough to make us even, you had good reason to dislike me after what I did to you. Besides, you don't know all you did for me.” She opened her wings. “Because of the life you gave me I was strong enough to overcome the pain of my memories when they returned. I chose harmony over the chaos of my past, and when I did, well you can see what happened then.”

Rainbow shook her head. “Still, I was talking to Valor the other night and he made me realize how badly I've always treated you. I'm sorry.”

“It's alright Rainbow,”

“No, it's not alright. I'm sorry, Midnight, I really am,” She insisted.

Midnight laughed softly. “Okay,” she said then looked up at Rainbow realizing things might just change between them now. “We'll call us even.”

Rainbow smiled; “I guess we can start over then?” She shrugged. “Maybe sometime you could come flying with Twilight and I, since you already know how... How is it you can already fly anyway? I never did get how you were able to fly back then either.”

She blushed. “Well, you kind of taught me... I was in Twilight's head for a few weeks before I... before I betrayed her.” She shrugged, “I always paid attention when Twilight was flying, especially when she was flying with you; and... well, I also went through Twilight's memories and studied all the flying lessons you had given her.”

Rainbow raised an eyebrow. “You went through Twilight's memories?”

“Yeah. I; uh, know a bit more about mom than I ever wanted to.”

“You still call her mom, even having your memories back?”

She nodded. “I was hardly old enough to remember my real mom when she died, Twilight's really the only mom I've ever known.”

“I guess that's true,” Rainbow said with a shrug then grinned. “So you know any embarrassing secrets about Twi.”

Midnight grinned as well. “Oh, quite a few actually, But, well; I don't really want mom mad at me so I think I'll keep them secret for her.”

“Don't want to get yourself grounded?” Rainbow asked with a grin.

She laughed. “I'm a little more worried about the eternal consequences.”

“Oh yeah, I guess you're immortal now like Twilight, huh? Guess it's not a good idea to get another immortal mad at you,” Rainbow said grinning.

“I'd prefer to keep the harmony,” she agreed grinning as well. “Anyway I should let you get back to training the recruits.”

“Yeah, well maybe sometime I could help you strengthen up your wings. Even if you know how to fly you'll still need to build up your endurance.”

“Well, I think Wind and Sky will give me plenty of exercise.” She grinned. “Besides, I bet Scootaloo is going to want as much of your time as you can spare.”

Rainbow raised an eyebrow. “What do you mean?”

“I finished my gift for her,” she told Rainbow with a wink. “I'm going to go give it to her now, in thanks for keeping my secret.”

“You never told me what it is,” Rainbow said remembering.

“You'll see soon enough. Trust me; I bet she'll want to show you right away.”

“You've tested it right? It is safe?”

Midnight nodded. “Yep, tested it myself. Don't worry,” she assured her turning to head back to Ponyville. “I'll see you later, Rainbow!” Midnight said then leaped off the cloud taking flight.

“Later!” She heard Rainbow call after her. Midnight smiled to herself. That had been surprisingly pleasant. Maybe from now she could consider Rainbow a friend...

She glanced up as a flash of light ahead caught her eye. It was a pegasus in armor; one of Twilight's royal guard that she knew flying in the direction of Cloudsdale. It was kind of odd that he was wearing armor; Twilight usually insisted that they dress casually. For Twilight's guards being in armor was usually a sign that they were on an important errand.

She passed him by a few moments later and his eyes widened as he saw her and recognized her. She just smiled and waved then continued on her way as he did the same to fulfill whatever orders he'd been given.

Author's Note:

So; long chapter and difficult to write; but there was some vital information in there for future events as well as some facts concerning the world as I envision it.

Also, Midnight's objection to being made a princess multiple times in this chapter is partially objecting to me. Know that I have no intention of making Midnight a crowned princess of Equestria in these stories.