• Published 11th May 2014
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Friends, Forgiveness, and Magic - Invinsible



A mirror universe, where Nightmare Moon and her friends fight to protect the Everfree Kingdom. A powerful foe plots her revenge. Will Nightmare and her friends be able to defend their home?

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Friendship is a curse

Friends, Forgiveness, and Magic

Friendship is a Curse



Princess Twilight Sparkle furrowed her brow in confusion. “What?”

Lady Faust calmly shrugged. “I asked you ‘what is the princess of friendship without her friends?’ What’s so hard to understand?”

Twilight’s friends all exchanged glances with each other. Rarity asked, “How did you know Princess Celestia said that?” When Lady Faust didn’t answer, Rarity continued, “Besides, I never had the impression that Princess Celestia wanted Twilight to answer her. It was a rhetorical question.”

Lady Faust shrugged again. “Princess Celestia didn’t want to hear it but a lot of people would be put at ease by your answer. Although, judging by your hesitation…”

“Hold it! I know what you’re doing!” Rainbow Dash shouted, pointing at the elder alicorn. “This is just like when Discord tried to mess with our heads when he was still bad! You’re going to teleport us away from Twilight or get us lost in a maze or something! Well, tough luck! Twilight is still the Princess of Friendship! Even if you try to separate us, we’ll always be by her side, and she’ll always be the Princess of Friendship!”

Rainbow smirked as concern shot across Lady Faust’s face. “Oh dear, it’s worse than I thought. Princess of Friendship, I had no idea you had so much trouble washing your hooves.”

“…What?” the other ponies and dragon asked.

“I…I can wash my hooves just fine,” Twilight said.

“Really? All by yourself? That must be very brave of you.”

Twilight frowned in confusion. “Are…are you making fun of me?”

“Well, Rainbow Dash just said that you can’t wash your hooves without your friends standing right next to you.”

“That’s not what I meant,” Rainbow said, glaring at Faust with more confusion that she would have liked.

Lady Faust nodded. “Ah, then it must be your food. I’m sorry you can’t eat your meals without being surrounded by your friends.”

“I can eat just fine. What are you trying to say?” Twilight asked.

Lady Faust glared at them as she dropped the joke. “Perhaps my question was still unclear. I’ll rephrase it then. I’m not asking you ‘what is the Princess of Friendship if her friends aren’t in the same room as her?’ I am asking you…”

“What would the Princess of Friendship be if she NEVER met her friends?”

“If…if she never met us?” Starlight asked, taking a step back.

Lady Faust smirked. “Oh, it looks like someone finally caught on. But then again, you almost asked her that question too, Starlight Glimmer. Remember?”

Lady Faust pointed up at the sky. A sonic rainboom exploded above them, before a glowing blue dome of magic appeared above it. The dome closed down on the rainboom, ticking louder than the world’s biggest clock, before the dome and the rainboom vanished.

Spike’s eyes widened. “She’s talking about going back in time and stopping the rainboom. But that means…”

“We all know what it means,” Lady Faust answered. “And to answer the question you haven’t asked yet, I CAN travel back in time. Without bringing any of you along for the ride. To your eyes, I could disappear at any moment and the timeline could change. Leaving you completely unaware as you explore your new lives.”

“You can’t do that!” Twilight and Starlight cried.

Lady Faust frowned. “I was tired of people telling me I couldn’t do things over eight thousand years ago.” Her glare relaxed again and she said, “Now that you understand my question, I want to hear your answer. You still have a chance to save your world.”

Twilight put her hoof to her temple, racking her brain for an answer. “Well…well that’s…I got it!” She smiled at her friends and said, “Without my friends, I wouldn’t be the pony I am today.”

“I am not asking you what the Princess of Friendship wouldn’t be without her friends. I am asking you, ‘what would the Princess of Friendship be without her friends?’”

Twilight’s friends looked to each other again. Fluttershy raised her hoof as if they were in a classroom. “You, um…you keep putting emphasis on ‘Princess of Friendship’. Do you mean like a…a concept?”

“Like how Cadance is the princess of love? What she would be if she wasn’t married to Shining Armor?” Spike asked.

Lady Faust gave them a small smile. “You’re actually thinking about it. That’s better.”

“Ooh, oh, I know!” Pinkie raised her hoof and cheered. “42!”

“What the…Pinkie, that ain’t an answer to a friendship question!” Applejack exclaimed.

“It’s the best answer I’ve heard so far,” Lady Faust said. Applejack, Rainbow, and some of the other ponies shot her bewildered looks. “Even if it’s wrong, it’s the closest answer you’ve given me to what I HOPE Twilight says. Here you go, Pinkie.”

With a small tilt of Lady Faust’s head, a glass full of melted milk chocolate appeared in Pinkie’s hoof. Pinkie gleefully consumed the treat, licking her lips and mumbling about how good the chocolate was.

“Hold on, I thought this was a friendship question, not a math problem!” Rainbow growled.

Lady Faust glared at them as her horn began to pulse an even brighter blue. “If I say…anymore…you’re going to start guessing. You’ll start to figure me out. And if you do that…” She grit her teeth and pushed her hoof against her head for a few seconds before she slammed her hoof back down. “NO. You are going to answer my question.”

Twilight shook her head. “But I…”

“I have time,” Lady Faust sat, sitting back into a more comfortable position. “I have all the time in your world.”


Queen Chrysalis, Trixie, and Cozy Glow all took a moment to assess the situation as they were teleported into the main lobby of the Glimmering Stars Resort. The wall and ceilings of the lobby had a few smoking holes in them but were otherwise in good condition. Trixie and Chrysalis could see a glowing shield surrounding the building as well as the shield’s creator, Starlight Glimmer, crouched under a table and flipping through a book with her magic.

Starlight looked up at the flash of teleportation and urgently hissed, “Cozy! Hurry up and find some cover! I don’t know how much longer my shield can hold them off!”

“Starlight? What’s going on; where is everyone?” Trixie asked.

“Oh hey, Trixie, Chrysalis! I’m glad you’re here!” Starlight pointed at one of the undamaged windows. “Princess Nightmare and your friend Gilda just got here and they’re helping Diamond Tiara and her friends. As for the other guests, I teleported them somewhere safe until those three tornadoes stop breaking my stuff.”

“Well, Trixie is glad that your guests are safe, but what about you? What about Diamond Tiara, Silver Spoon, Snips, and Snails?”

“Well of course I had to stay here. Glimmering Stars is my livelihood, my home! I know I’m a little out-of-practice with my combat magic, but I’m providing the best aid I can in this fight.”

Before Chrysalis could ask what Starlight meant by that, four ponies came crashing through one of the walls, sliding across the floor and groaning as they came to rest against the wall of pillows that Starlight quickly conjured up.

“The Cutie Mark Destroyers?” Trixie asked. “Stars above, are you okay?!”

“They’re holding up pretty well, all things considered,” Princess Nightmare Moon said as she and Gilda came flying in through the freshly made hole in the wall. She levitated the bits of broken wood and debris up in an attempt to repair the wall.

Gilda, looking very worn out, came towards the other ponies. “Yeah, me and Nightmare have been butting heads and trading punches with those three superpowered brats as we flew all the way back here. Then these four pipsqueaks came flying out to help us out.” Her eyes narrowed a bit. “And I mean literally flying. We gonna talk about this now?”

Deciding that the wall was ‘good enough’ Nightmare turned to the Cutie Mark Destroyers. “Now that we can catch a break, I want an answer to that too.” She pointed at Diamond Tiara and growled, “What were you thinking?!”

Trixie took a closer look at the sheepish colts and fillies and gasped. Diamond Tiara, Silver Spoon, Snips, and Snails all still had their cutie marks…as well as four new marks. One of the cutie marks was a brick with white wings and a red cape. The other new mark was a fireball and a snowflake mashed together in a ying-yang symbol. There was a chess piece mark on the backs of their necks, and another mark on the sides of their bellies in the form of a lizard with half of its tail cut off and an arrow to indicate that the lizard’s tail was regrowing.

Cozy gasped at the sight. “Golly. You came up with a brilliant plan, Diamond!”

“More like a very risky one,” Trixie said. “Trixie admires your bravery but Starlight Glimmer MUST have told you the risks!”

Starlight sighed and nodded. “I did. But Diamond Tiara paid triple for each mark. She spent her entire vacation allowance on these marks and…those alicorn fillies made me desperate enough to agree.”

Diamond sighed and glared up defiantly at Nightmare and the other Element Bearers. “We’re fighting ponies with comic book superpowers, so Snails and I came up with an idea on how to fight back.” She pointed to each of her new cutie marks as she explained their purpose. “The flying brick gives us super strength, super speed, flight, and super toughness. The fireball and snowflake mark give us heat vision and ice breath. The chess mark gives us a boost in battle strategy and the lizard mark lets us heal from any really bad wounds.”

Snips nodded. “Yeah, and we needed all these extra powers just to be an even match for those guys!”

Nightmare frowned at Diamond and Starlight. “Don’t you know about the risks?! I’ve been reading up about your cutie mark services, Starlight Glimmer. It’s risky enough to add a cutie mark to a colt or filly who isn’t a blank flank yet. But three? Five?! These children have been dreaming about becoming blank flanks and discovering their potential for years! But if you can’t get these marks off them, they’ll NEVER come off on their own! You four could be stuck like this forever!”

Silver Spoon spoke up. “But if you don’t stop Lady Faust, none of this will matter!”

Gilda frowned suspiciously. “How do you know about Lady Faust?”

Silver rubbed the back of her head sheepishly. “Diamond isn’t the only rich pony here. She paid for most of the new marks but I wanted to know why Apple Blossom, Berry Bubble, and Buttercup were attacking us. So…”

She removed her glasses and showed them a small cutie mark on her cheek in the form of a broken wall with the number four on it.

Snips and Snails blinked in confusion. “How in the hay did we not see that?”

“Light bounces off my glasses and well, we’ve been kinda busy,” Silver said as she put her glasses back on. “The point is, I’m aware of how big the stakes are. Those three fillies out there are actually the Dazzlings, transformed and being mind controlled by this ultra powerful alicorn named Lady Faust. She sent them here to distract the Elements while she’s over in Equestria, threatening to blow everything up if the other Princess Twilight doesn’t answer her question.”

Snips eyes widened in horror. “What are you guys still doing here?!” he exclaimed, giving Nightmare, Gilda, Trixie, and Chrysalis disbelieving looks. “We can take these three down, you gotta stop the end of the world!”

Chrysalis sighed. “We would except Lady Faust is stopping us from getting to Equestria. Discord, Sunset, Smog, and Pinkie are all working on getting us there so in the meantime, we’re doing what we can here!”

“What a minute…” Diamond said, holding up a hoof and smiling. “I just had a great idea! You said the Dazzlings are being mind controlled, right? Let’s just get a mark that lets us undo that!”

“Like telepathy?” Snails asked.

“Right! Starlight Glimmer, I’ve got one more mark I wanna buy!”

Starlight shook her head. “I can’t!”

“If money’s a problem, we can get more!” Silver shouted.

“Kids, I’m not shallow or an idiot. I’d give you these marks for free if I wasn’t scared about what they’ll do to you! What if I can’t pull the marks back off? What if you four can never be blank flanks because of me?! Those extra cutie marks could put a strain on your magic if you’re not careful! They could shorten your natural lifespans! Is that what you want?”

Diamond and her friends took a chance to glance back nervously at their flanks. They all sighed, nodded in silent agreement, and faced Starlight again. “It’s a small sacrifice if it means saving the world.”

“There’s nothing small about this,” Nightmare argued quietly, already knowing their response.

“Maybe, but it’s still our sacrifice to make,” Diamond said.

“Fine,” Starlight said. She levitated her cutie mark catalogue up and flipped through the pages until she got to a cutie mark in the form of a brain with radio waves coming out. “This mark will let you enter someone else’s mind. You’ll be able to read their thoughts and insert new ones.”

“And hopefully awaken the Dazzlings real selves,” Silver said.

“Sounds perfect,” Cozy said as she glanced nervously out the window. “But you might wanna hurry up and add them. They’re circling around again and – MOVE!”

“We’ll hold them off!” Nightmare and Gilda shouted together as Apple Blossom, Berry Bubble, and Buttercup came crashing through the wall with mad grins and glowing red eyes.

As Starlight added the last superpowered cutie mark to the Cutie Mark Destroyers, Nightmare and Gilda fought the possessed fillies up in the sky in an epic aerial battle that was rapidly turning into a musical.

“I hate ponies!” Apple Blossom sang as she zapped Nightmare with heat vision.

“Ponies hate me!” Buttercup sang as Gilda tackled her.

“I prefer my own best company!” Berry Bubble sang as she kicked Gilda before getting blasted by Nightmare.

“Single and secluded! On my own!” Apple Blossom sang as she punched Nightmare before Gilda kicked a thunder cloud at her.

“I can have the best of times all alone!” Buttercup sang even as she got zapped by two lightning bolts from Nightmare and Gilda.

“Because I!” Berry Bubble sang.

“Hate!” Apple Blossom sang.

“PONIES!” The three alicorn fillies sang as they spun around, forming a tornado that whipped Nightmare and Gilda out of the sky and crashing back down again.

“Not anymore you won’t!” Diamond cheered as she and her friend came flying into the sky. The alicorn fillies glared at the Cutie Mark Destroyers, planning to unleash their heat beams. Snails distracting them by letting a cloud of frost breath while his friends pressed their hooves to their temples and focused on the Dazzlings’ clouded minds.

Within Apple Blossom’s mind, she sneered from her control seat as she felt the waves of telepathic energy slam into her. “You really think you can beat our Lady? We know the weakness of friendship! And we know how close the Dazzlings are. You’ll have to try a much stronger approach to get us to…”

She paused as she heard a distant clip-clopping sound. Echoing out in the distance, lurking in the shadows. But not lurking for very long. The hoof steps were getting louder. Those beats along with the wind were getting stronger. And there was no mistaking that smirk as Adagio Dazzle leapt into the air and landed in front of the controls.

“My return is a mystery
Thought you had control of me
I'm offended that you're so surprised.”

She pushed Apple Blossom away and stalked towards her, putting a smug sassiness in her every step.

“That first defeat was a practice round
But I pulled myself off the ground
And I've already planned your demise.”

In Buttercup’s head, Aria Blaze was gaining back control and loving every second of it.

“I won't stop fighting cause I'm not done yet
You're gonna regret
This time I won't let you forget.”

And in Berry Bubble’s head, Sonata Dusk could hear the song her sisters were singing and eagerly jumped in. The telepathic waves, the Dazzlings love of song, and their love for each other were all coming together into a powerful spell. There they were, singing on top of a stage; growing bigger while the alicorn fillies grew smaller.

“You're not gonna get away this time
We’ll strike when you're blind
You'll awake just to find you’re all mine.”

“You thought you won
Thought your reign would be longer
But I! I! I!
I'm just getting stronger.
We’re taking back our freedom
At last this fight is over!
Cause I! I! I!
I keep getting stronger!”

“When the sky turns to grey
When the light fades away” Aria sang.

“You will see, we just keep getting stronger!” Adagio sang.

“You can try to prepare
Or attack if you dare!” Sonata sang.

“I don't care, cause we’re just getting stronger!” Adagio sang.

All three Dazzlings sang:
“We are the song that replays in your head
We are the sirens lurking under your bed.
And although we lost it's never really the end
You should have known we’d have a plan for revenge!”

“Stop! Stop! You win!” Buttercup cried. “We’ll leave your minds alone, just stop blasting our ears! I can’t take it anymore!”

The Dazzlings stopped singing and smirked down at their defeated adversaries. “If you can’t handle the music you shouldn’t have stolen our spotlights,” Adagio said.

“Yeah! This is our stage, our show, and our bodies!” Sonata cheered.

“And you punks just couldn’t make it. Sorry, not sorry,” Aria sneered.

“We said you won already. Our Lady Faust planned for this anyway. As soon as we let go, your minds will be yours again and your bodies will transform back into your true forms,” Berry Bubble said.

“Oh, she 'planned' for this, huh? I’m sure you meant to get your flanks kicked,” Aria said sarcastically.

“Look, we’re going, okay? Just…tell us something? Before we leave?” Apple Blossom pleaded.

“If it gets you out of our hair sooner…” Adagio grumbled. “What?”

“Why bother disguising yourselves as ponies? It’s pretty obvious that you’re siren sisters.”

Adagio sighed. “Everfree is a very accepting place to live, but our ancestors had a bad reputation. Singing sailors out of their ships and hypnotizing them into marriages they weren’t ready for. But we’re not the bad guys anymore.”

“Hiding yourselves for your own safety, I get that. But why not go all the way? You could hide out in a comfy cottage, apartment, or cave. You could be doing an easy, well-paying job without drawing attention to yourselves. Why risk your lives for the fame?” Buttercup asked.

Adagio scoffed. “There’ll always be some people who can’t stand us no matter what, but they don’t matter.”

“And they’ll always be some people who love us, even if we reveal our true selves,” Sonata added cheerfully.

“Bottom line is, we’re not stupid, but we don’t care what other people think of us. We sing because we want to,” Aria stated firmly.

“And nobody stops a Dazzling from stealing the show!” all three sirens declared.

Apple Blossom…or perhaps the part of Lady Faust inside her…smiled. “Just as I thought. Everfree is a lot more mature than Equestria.”

“The stage is yours. Now entertain me,” the fillies said as one before they faded into nothingness.

In the real world, all the ponies and one griffon gathered around the three pillars of light. When the light faded away, three sirens stood in the place of three alicorns.

Chrysalis stared in shock. “The Dazzlings were sirens?!”

Gilda and some of the other ponies raised an eyebrow at her. “I mean…it’s kinda obvious when you think about it.”

Chrysalis blinked a few times and shrugged. “When you say it out loud, I suppose you’re right. Still, you must be the only sirens anyone’s ever seen in recent memory.”

“Hey, I remember you!” Sonata cheered as Adagio and Aria took a moment longer to regain their awareness. “From that one Twilight Night Concert. And like, probably some other ones. Nice to know the Elements of Redemption are fans of us!”

“Sonata!” Aria snapped.

“Oopsie! Sorry.” Sonata hovered over to her sister and hummed together with them. A flash of red light from their necklaces restored their disguises as earth ponies.

“Hey, come on. You don’t gotta hide who you are around us, it’s cool,” Gilda said.

“She’s right. You three are incredibly talented,” Silver said.

“I’m glad you’re not beating us up anymore,” Snails said.

“Yeah, sorry about that kids. Now, as much as I’d love to create and sing your own personal theme song for you all…” Adagio nodded at Nightmare, Gilda, Chrysalis, and Trixie. “You guys have one last baddie to fight.”

“Ugh!” Gilda groaned. “Never thought I’d get sick of punching bad guys, but four in a row?!”

Sonata frowned in confusion. “Wait, but there’s three of us, and…”

“I’m counting you idiots as one!” Gilda snapped. She winced and said, “Sorry, you’re not idiots, I’m just…tired. Grogar, that human, you three as those alicorn fillies, and now some crazy alicorn goddess…I’m gonna need a nap after all this.”

“Well, you have a little time to catch your breath,” Nightmare sighed. She touched her Element of Power and said, “We’ve helped the Dazzlings get back to normal but we still need a way back into Equestria. Sunset, Smog, Discord, how are you guys doing?”

She heard Sunset’s voice say, “We’ve brought King Sombra, Princess Twilight, and your family up to speed Nightmare, but we haven’t found a way to stop Lady Faust yet. Smog and your mom are arguing with Lord Tirek about something, but I don’t know what.”

“Well, Pinkie Pie and I found something,” Discord’s voice said. “But we don’t think Chrysalis is going to like it.”

“Wait, why wouldn’t I like it?” Chrysalis asked. She noticed her body, plus Nightmare, Gilda, and Trixie beginning to glow. “Wait!” she shouted as she held a hoof out to the Dazzlings. When the glow faded, Chrysalis saw that she and the other Element Bearers had been teleported back into the room with the broken mirror. “Blast it, I really wanted the Dazzlings’ autographs again.”

Discord and Pinkie glanced at the portal they had open. “We can most certainly do that after Lady Faust is defeated for good. However…this would be too much of a mood swing whiplash for you, Chrysie.”

Pinkie nodded. “On the other side of this portal we found, there’s just gotta be some kind of answer on how to beat Lady Faust. But you’re not going to like seeing it.”

Chrysalis’ eyes widened in realization before she snarled, “If she hurt my hive I’m gonna…”

“No, no!” Pinkie waved her hooves out placatingly. “Lady Faust hasn’t hurt any hive or any changeling. In fact, she might have actually saved a few changelings…”

Chrysalis’ fear and anger faded away. “Really? She saved…but then why are you two so worried about…” She sighed and shook her head. “As long as my hive is safe and my friends are safe, what could possibly scare me in that portal?”

She and the other non-chaos controlling creatures nodded in agreement before they all stepped into the portal.

“Okay. But please don’t move around too much in there. The floor might kill us all,” Discord warned them as he floated into the portal too. Sunset was about to ask him what that could possibly mean, when her hooves wobbled on the unstable floor. If you could call it that…

The portal shrunk behind them but remained open. The Element Bearers plus Pinkie all took a moment to register the fact that they were all standing in a gigantic landfill of bottles. Mountains of bottles covered up the walls. Piles of bottles were stacked one on top of the other, lifting them several feet off the floor, if the humongous room even had a floor. All of those bottles were filled to the brim with cloudy emotions.

Chrysalis’ jaw dropped as she took in the sight of it all. Her legs wobbled and she collapsed onto the pile of bottles silently.

“Good grief!” Sunset exclaimed as she took in the mess. “There’s hundreds of them!”

“Trixie…has no words,” Trixie mumbled.

Nightmare flapped her wings to hover in the air above the bottles. “The amount of anger in this room...is this how she plans to destroy Equestria?! Who did she get these emotions from?!”

Chrysalis shuddered. “Herself. These are all from Lady Faust’s mind.”

Gilda glanced around uneasily. “'Kay, I’ve got no idea what all this junk is. Can someone please explain what the deal is?”

Sunset bit her lip nervously. “Unicorns, or any good spellcaster, can remove emotions that they don’t want to feel from their mind and put them in a bottle. If the bottle breaks, it could accidentally infect someone with your anger, fear, or sadness. But these bottles all look really durable.”

Trixie nodded. “It’s not a very effective spell. Even if Trixie’s anger is bottled up, the source of that anger most likely lingers. So, Trixie would just build up more and more anger until it became too much. By the way, Trixie is speaking from personal experience and it was a most unpleasant night.”

“Still, the spell can sometimes come in handy for people who can’t always control their thoughts,” Sunset said. “There was this stallion I met once who had a shelf in his room for bottled emotions. The poor guy did get help eventually, but he’s still afraid to let anyone get too close to them.”

“I know how emotions work, because I know love,” Chrysalis hissed. “There’s no love in this room. Just by looking at this landfill I can tell you two things: Lady Faust is very, very old…and very, very broken. I’m shocked that destroying Equestria is the only thing she wants if she’s this messed up.”

Nightmare sighed. “And part of defeating her will be figuring out just how messed up she is. Chrysalis…you’re a changeling queen. You can swallow these emotions and see Faust’s memories, just like how we use Zecora’s memory potion. I hate to ask this of you…”

“This won’t be like Zecora’s potion…but let’s get this over with,” Chrysalis grumbled. She pulled a bottle of emotions out of the pile with her telekinesis and examined it. Green and purple, a mixture of disgust and fear. She shivered a little before she removed the bottle’s cap and swallowed the emotions.



Queen Chrysalis opened her eyes and blinked. She was still a changeling, but she was in a younger body. She looked at the table in front of her and drooled over the baskets of chocolate and the orbs of solidified love. She brought one sweet-smelling treat up to her mouth…

“Like, oh my herd. What a piggy little filly.”

Queen Chrysalis glanced at the – what the hay are those?!

The creatures she was staring at were shaped like ponies but they looked like demons straight from Tartarus. Their skin and fur were covered in fire and brimstone. Their manes and tails were dripping ash and smoke. Their eyes were soulless and their mouths were uncontrollably dripping with thick green poison.

Oh my herd, I know. Soon as a party starts, little Queenie goes straight to the food, lingers around it, then leaves early. What a fat, greedy porker,” the demon on the right snickered.

The demon on the left nodded. “I feel like, so sorry for whichever poor stallion gets stuck marrying her.”

The right demon grinned at her. “Oh, speaking of stallions, tell me more about that hot stud you scored last night.”

The left demon smirked. “Hot and dumb. Lemme tell ya mare, I took that hot hunk back home and spanked his flank so red, he’s been crying all day anytime he tries to sit down,” she bragged.

“Nice,” the right demon hissed and hoof-bumped her. “So, you gonna put a ring on him?”

“Nah, mare. That stallion can be my beta if he ponies the hay up someday. But I need a real alpha in my herd.” The left demon looked across the room and leered at a bland looking stallion. “Ooh, he’s got some nice legs.”

The two demons slinked over to the stallion and each grabbed him by one of his ears, pulling with their teeth. “H-hay!”

“Hay yourself, handsome. Why the long face? You’d look better if you smiled,” the left demon said with a smirk.

“Um…I-I…”

“Why are you stuttering? Did the piggy filly give you her germs?” the right demon hissed.

“I have a special somepony-”

“Well I’m sure she’d be happy to share with a sister,” the left demon said. “Come on, let’s leave this snooze-fest.”

Chrysalis was feeling queasy the whole time she was watching this. A hoof pressed down on her back and she felt like screaming as another demon spun her around and spat poison in her face. “Queenie?! Queenie! Chrysalis!”



Chrysalis was pulled back into her own body and mind as she felt a worried Sunset gently shake her awake. Chrysalis grabbed the empty bottle and spat the emotional memory back into it, sealing it tight as she retched. “Good grief, that was awful!”

“What did you see?” Nightmare asked.

Chrysalis took a few breaths to steady herself. “A memory from Lady Faust’s childhood, I think. Don’t know how much has changed from then and now, but she used to be terrified of ponies. In her mind, she saw them as demons made out of fire, brimstone, and poison. Setting aside the more unreliable parts of her memory, there’s also the way those two mares were treating that stallion. It was…vile.”

“That doesn’t tell us much about Lady Faust,” Trixie said.

“No, it doesn’t,” Chrysalis said as she pulled out another bottle and swallowed the emotions inside, even as her friends protested.



Chrysalis looked down at herself. This time she was in a zebra’s body. But why was-

She cried out in pain as she felt something sharp strike her across the face. She fell against a nearby tree and looked up. A circle of colt and filly sized demons leered down at her. The leader of the group let out a sinister chuckle and raised the sharpened stick in his hoof.

“Go back where you came from, stripes,” he snarled, swiftly bringing the stick down on her side and digging it down her belly.

It’s not real, it’s not real, Chrysalis thought to herself as she tried to block out the pain. But before the demon colt could hurt her again, she looked up to see the colt being pushed away by a filly. A filly with a white coat and a red mane and tail.

“Run!” the filly shouted at Chrysalis.



“What the Tartarus?!” Chrysalis shouted, startling her friends as she pulled herself out of the memory.

“What did you see? What did Lady Faust do?” Sunset asked.

After spitting the emotions back into the bottle, the changeling queen scowled. “She saved a young zebra’s life! It’s every pony else that’s insane!” Chrysalis snapped, stumbling a little on the bottle floor.

“Are you okay?” Trixie asked, noticing just how weary her friend was looking.

“NO! I need to…I need…” Chrysalis trailed off as she pulled another bottle out of the collection. There was a rather worrying amount of purple fear within the bottle but there was a tiny dot of yellow light. Chrysalis opened the bottle and inhaled the emotions. Surely just a little joy would be worth whatever fear it was tied too. She NEEDED to feel happy after what she just experienced. Really, what memory of Faust’s could be more disturbing than what she just saw?



Chrysalis woke up in a younger version of her body, which she now knew was Lady Faust’s body. The ancient alicorn’s emotions were as difficult to read as ever but Chrysalis was starting to lose focus. She just needed to feel a little bit of happiness. Just…look down at the book in her hooves…feel her tail gently swish back and forth in contentment, like a pretty kitty cat. Just hum along…

“Close your eyes and open your heart. Believe in yourself, that’s how it starts. Dreams will come true, just wait and see. Because the magic’s in you and the magic’s in me,” Chrysalis quietly sang to herself as she read the lyrics. There was something off about her voice, but that didn’t matter. Nobody was here to…

The door slammed open, and Chrysalis choked on the wave of overwhelming fear that flooded in.

“There’s the Birthday Filly! Are you ready to…QUEENIE! QUEEN CHRYSALIS, WHAT ARE YOU DOING UP HERE?!



“Uh guys?!” Gilda pointed at Chrysalis. “She’s foaming at the mouth! I think she’s gonna-”

“NO! Nononononononononononon!” Chrysalis cried as she spat the emotion back into the bottle and threw it away, desperately trying to crawl away from the bottles even though she was surrounded by them.

Sunset levitated Chrysalis up in the air, so that her body wouldn’t be touching the bottles any longer. “Whoa, Chrysie! Calm down!”

“Chrysalis, focus on me!” Nightmare ordered as she positioned herself in front of the changeling queen’s view. “We’re right here!”

“L-love? Love!” Chrysalis hissed as she fixed a ravenously hungry look on Princess Nightmare. “Give me your love!” the starving changeling cried as she latched onto Nightmare and opened her mouth.

“O-okay, Chrysalis. Take what you need,” Nightmare said. She winced as Chrysalis drained some of the love Nightmare felt for Luna. “Take what you need, nothing more or less. Discord, get us out of here.”

“Wait, guys!” Pinkie shouted as she flew back over to them, holding a bottle that was mostly full of golden light. “I think I found something! This is what we’ve been looking for!”

“Take it and let’s get out of here!” Nightmare ordered. Discord and Pinkie reopened the portal back into Everfree and they all jumped back into safety.

Once they were out of the bottle room, and Chrysalis was looking better again, Sunset spoke up. “So, it seems like Lady Faust really hates ponies, huh?”

Having recovered her senses again, Chrysalis gave her friends a grim look. “Oh, it’s more than that…”


Lady Faust sighed impatiently. “This should not be hard. The answer is right under your muzzle, princess.”

Twilight glanced at her from the huddle that she and her friends had made. “Fine, how about this? Do you want me to say I wouldn’t be alive without my friends? Without them I wouldn’t have defeated-”

“Yes, you could have,” Lady Faust insisted. “It might have been more challenging for you, but I know for a fact that you would not be dead without your friends. You could have defeated Nightmare Moon, Discord, the changelings, Sombra, and yadda, yadda.” She rolled her hoof and sighed again.

“But um, how could Twilight have defeated them without the Elements of Harmony?” Fluttershy asked.

Lady Faust rolled her eyes. “I don’t know, by using her brain maybe? Her magic? Shocking, I know.” She stood up and stretched her legs. “Fine, you get one more hint.” She glared at Twilight and said, “The only two answers I will accept are two words or less. It’s a short, simple answer. Anyone smart enough to spell their name could figure it out.”

Twilight rubbed her chin in thought. “Two words or less…”

Applejack frowned at Lady Faust. “Maybe the right answer is only one word? She’s craftier than a worm wriggling through-”

“An apple pun,” Lady Faust muttered, getting an annoyed grumble from the farmer.

“Okay then…sad. I would be sad without my friends,” Twilight answered.

Lady Faust did not accept it. “You’ve been sad plenty of times with your friends.”

“Okay…lonely. I’d be lonely without my friends.”

Lady Faust did not accept it. “You’ve only gotten MORE lonely with your friends.”

“Oh, come on!” Rainbow shouted. “We’ve given you like a hundred different answers by now!”

“Yeah, and you’re supposed to be teachers. This should be easy for you,” Lady Faust mumbled.

Pinkie scratched her head. “Mmm. I can’t think of anymore good answers.”

“Wait…maybe that’s it!” Starlight said with wide eyes. “Maybe that’s the answer!”

Spike and Twilight smiled in understanding. “You’re right Starlight Glimmer. It’s been in front of us the whole time.”

Lady Faust watched closely as Twilight stepped closer to her. There was anger in Lady Faust’s eyes…but also hope?

“I know you didn’t accept my answer before, but I stand by what I said. I wouldn’t be the pony I am without my friends. I never would have become a princess, or a principal of my own friendship school. I never would have been blessed to know such wonderful ponies!”

“Twilight Sparkle…”

“I consider myself the luckiest pony in Equestria, because I got to know all of,” Twilight said, smiling at her friends who all smiled back at her. “You’ve all taught me so much about friendship, and for that I will always be grateful. It was my friends who brought out the magic inside of me!”

“Twilight Sparkle…please don’t…”

“Without my friends, I wouldn’t have so many wonderful memories, so many new experiences! Everything I’ve accomplished has been thanks to them! So to answer your question, Lady Faust, I would be nothing without my friends! Because friendship is the most powerful magic of all!”

A pink glow swirled around Twilight and her friends as they all smiled and hugged each other. Twilight faced Lady Faust again, who was looking down at the ground and shaking. “I don’t know why you’ve come to this world seeking its destruction. But I do know that y-AAHHH!”

“Twilight!” her friends cried as Twilight Sparkle was yanked through the air and smashed into Lady Faust’s front legs. The Princess of Friendship looked up into Lady Faust’s eyes…and saw something unbelievable.

Her eyes were black and filled with twinkling stars. Her eyes were bigger than the galaxy itself. Twilight Sparkle was floating through space, without the need to breathe. She looked down in wonder at her home planet…

And let out a scream as it exploded into the biggest, most-hate filled fireball she had ever seen.

Twilight pulled away from Lady Faust’s eyes, but then the elder alicorn blasted her backwards to collide with her friends. The ponies and dragon all hurried back to their hooves and feet as Lady Faust brought down a livid glare on them.

“EGG-XACT-LY,” Lady Faust hissed. “Without your friends, you’re nothing. You’re less than nothing.”

With a flash of light, Gallus, Silverstream, Smolder, Yona, Sandbar, and Ocellus were all summoned behind Lady Faust. “Hello boys and girls! You heard it right from your teacher! Without your friends, you’re all nothing!”

She grinned madly at Gallus, Silverstream, and Smolder. “It doesn’t matter if you can fly. You have no value as a person without your friends!”

She scowled at Yona, Sandbar, and Ocellus. “It doesn’t matter how strong or smart you are, friendship is the only thing that matters in your sad little lives!”

Yona glared up at her. “Yaks-”

“And it doesn’t matter what yaks think or what ponies think!” Lady Faust interrupted her. “All races bow down to friendship, don’t they?!

The Young Six all vanished in another flash of teleportation as Lady Faust spun to face Twilight and her friends again. “Because that’s your catchphrase, isn’t it? All your other enemies didn’t learn your lessons, but I did! Friendship is Magic! But it’s so much more than that…Friendship is MANDATORY!”

All of Twilight’s friends stepped back at the insane alicorn. “Friendship is more important than the books you heartlessly discarded! Friendship is more important than creative dreams we filled our heads with! Friendship is more important than the family you left behind to prance about in a school that only teaches one subject! It’s more important than food, water, or sleep! Why, if you’re not making a new friend, every single day for the rest of your life, then you don’t deserve to live, isn’t that the lesson you’ve been teaching?! Princess of Friendship! Principal of Friendship! SLAVE to Friendship!”

“No!” Twilight cried. “That’s not what friendship is at all! The lessons my-”

With a scream of unrelenting rage, Lady Faust fired a blast of magic at the School of Friendship. In a blinding flash of light, the school had been completely destroyed. Absolutely nothing was left behind except a library full of books that were flying away…and a smoking crater.

“NOOO!” Twilight and her friends cried.

“That does it!” Rainbow shouted and charged at Lady Faust. Before she was even halfway there, a gigantic hoof emerged from the sky above and slammed Rainbow into the ground, squashing her like a bug.

“Rainbow Dash!” Starlight and Twilight cried. They fired twin beams of magic at Lady Faust, but both spells bounced harmlessly off her. With a swing of her horn, a shockwave of power rolled off of Lady Faust and slammed into Twilight’s friends, knocking all the ponies and dragon back and trapping them within the tentacles of magic that had snaked out of the ground to restrain them.

“Rainbow Dash, you gotta get up!” Applejack begged the pegasus groaning in pain.

“Please, stop!” Fluttershy cried as Lady Faust stomped over to them. “Why are you doing this?!”

“Why are you so angry?!” Pinkie shouted.

“I’m angry, because I just wanted to be left alone! I’m furious, because you FORCE friendship on people who were already happy with their lives! I’m enraged, because you make people sacrifice their individuality for the sake of ‘friends’ who always take advantage of them!” Lady Faust screamed.


“And I am apoplectic and infuriated because I! HATE! FRIENDSHIP!”

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