• Published 29th Apr 2012
  • 3,043 Views, 190 Comments

Spyra - angelofrombelow



Lyra's a spy! And this is a pretty dark story.

  • ...
7
 190
 3,043

Chapter 24

Noteworthy looked up tentatively, still afraid of what Whooves might do. When he saw the doctor collapsed on his knees, eyes closed in guilt, he realised his dangerous mood had passed.

The blue stallion steadied himself against the castle wall, propping himself up by using his metal gloves, and checked the area around him.

Lyra was quaking in a corner, suffering from all the mental stresses and strains that had been placed upon her in the past 24 hours. The surrounding gardens had been razed by the firefight with Discord.

"Whooves," he said, calling out to get his attention. The brown-coated alicorn raised his head sadly.

Noteworthy continued, speaking in a tired, businesslike tone. "You know what you've done. You've acknowledged your guilt. Now we have to work out what we're going to do next. How we're going to salvage this situation."

The doctor slowly got up onto his hooves and walked over, his expression contrite.

"You're right," he said, "I have to do what I can to… at least try to repair some of the damage I've caused. I'm so sorry. If I had known Screwball's true nature, if she had given any indication…"

Noteworthy took a deep breath and exhaled sharply. Out of everypony, he had been hit hardest by Whooves' scheming.

"She murdered Celestia. She killed Carrot Top. She burned my house down and broke my legs. No apology you make can ever be enough."

The alicorn bowed his head, eyes closed. "We have to get back to Ponyville. I can free Twilight and her friends, then we'll be able to go from there. With help from her and Shining Armour, we should be able to reverse the spell that banished Luna to the Moon. Once she's back, she'll take charge. She can cure the Canterlot guard from their statue forms, and her power over the lunar cycle will restore the natural order. She'll have to take on her sister's job."

He stopped when he heard Noteworthy give a sudden, panic-stricken gasp.

The blue stallion was looking past him, his eyes wide open in shock and his lip trembling.

"No. No, it's not possible," he said, his speech garbled by terror, the words bleeding into one another. "No, it can't be. No!"

Whooves turned round and his heart almost dropped out of his chest at the sight of it.

Discord's ashes were swirling round, as if blown by a wind that nopony else could feel, and were starting to assemble into a familiar shape.

As the grey and black dust pressed together, burnt red flesh began to form and stretch out. New limbs grew and a leering face became visible.

Whooves was so fear-stricken he was barely able to breathe – he had completely exhausted himself in that last attack. He had nothing left to give.

Noteworthy was lost in a world of his own, constantly murmuring a denial of the truth as if it was a religious chant. Lyra gave out a cry of anguish and turned her head away, trying to shut out the rest of the world.

Discord's body finally took its full shape, yet she was not fully healed. There was nothing left of her coat and her skin was charred red and black, while her eyes had blood-coloured rims underneath them. Electric crackles of energy constantly sparked over her body as it worked to heal the remaining damage.

She grinned, baring her discoloured teeth, and spoke – her voice resembled the sound of a hoof grinding through gravel. "Well played. Round two goes to you, I think."

Whooves was unable to give a coherent response. His mouth hung open and he gave a series of frightened gasps.

She chuckled. "You're not the only one who can play dead, doctor. I explained this to you before you burned me – we shared Celestia's power over the Sun and there's nothing you can do to hurt me. I was so impressed by your trap, though, that I just had to play along. I mean, credit where it's due, trapping me in stone and then burning me to death? That's ingenuity – now you're thinking like a stone cold killer."

He backed away, too possessed by terror to even think straight, let alone come up with a strategy.

"Anyway, this game has been a lot of fun but now it's time for the grand finale," she said, "After all, we're playing best of three."

With unnatural speed, she moved forward in a ducking motion and landed an uppercut on his torso, hitting him with such strength that it sent him flying several feet backwards.

As he landed, the ground underneath him came alive. The earth grew hands that grabbed his body tight, holding him fast and preventing any movement. He struggled to break free, tried to use his magic to burn them off him, but there was no escape.

Discord walked towards him slowly, a viciously triumphant grin on her disfigured face.

"Just how good is that healing factor of yours?" she asked, "You can patch up any damage I do to you pretty well, but I'm wondering – how would you cope if I started ripping parts off?"

Whooves panicked as he felt the hands grasping at the wings on his back. He tried to retract them, morph them back into his body, but it was too late.

Lyra had her eyes squeezed shut so she could only hear what was happening to him, but his agonised screams cut through her like a knife. It was over. He couldn't come back from an injury like that.

Whooves looked up at Discord as she stood over him, his eyes streaming from the pain, his breathing ragged. The hands still held onto him tightly but he lacked the strength to fight back.

"I thought so," she said, her expression darkening as the smile dropped from her face. "I've had enough of this, Whooves. I'm through toying with you. I'm just going to pummel you until there's nothing left to regenerate."

She straddled his body and began repeatedly punching him in the face, the sound of her blows so loud that the two nearby mortals could almost feel them.

Noteworthy collapsed against the wall, devoid of hope. It had all been a game to her. They never stood a chance.

Lyra raised her head and watched the draconequus as she beat the stallion who had been her friend to within an inch of his life.

All the sensations she should be experiencing – anguish, nausea, despair – they weren't there. The events of the past 24 hours had pushed her mind too far, too hard. It was if she was living in a dream, that these things weren't really happening.

She couldn't feel anything.

The assault continued for several minutes until Discord finally let up, leaning back to observe her handiwork.

Whooves' face was unrecognisable, a mess of blood and bruises. Yet he still lived – he was having difficulty breathing and was finding it hard to see past the swollen skin around his eyes, but he still lived.

As Discord watched, the first signs of recovery became eminent. His cracked skin began to knit itself back together and his damaged flesh began to lose its darkened hue.

"I don't believe it," she said, "After all that, you're still healing. You've given up – I can see it in your eyes – but your body just won't let you die."

She ran her talons down the side of his face, carving a thin red line on the surface of his skin. He made no effort to resist.

"You and I could have some real fun together, Whooves," she said, "You're remarkably hard to kill. I don't think I'll find another like you. But the problem is, you know too much about me. If I let you live, you'll always be scheming, thinking, plotting a way to overthrow me. I can't have that."

She leaned down so her face was almost touching his, her tongue flicking out briefly to lick some of the blood from his lips.

"There's a quicker way around this," she whispered, "I'm going to be kind. I feel I owe you that much, after all you've done for me. I'm going to take you up on your offer, doc. I'm going to give you what you wanted in the first place."

In a sudden motion, she jerked her body back, raised her claw and thrust it down towards his chest.

With a visceral crack, it broke straight through – past the skin, flesh and bone and into his very spirit.

As he gasped for breath - great sputtering gulps of air that could do nothing to sustain his broken body – he could see a white glow of light emanating from the open wound. She was absorbing him.

Electric streaks of blue sparked down the length of her arm, filtering through to the rest of her as she grew even more powerful.

There was an ominous rumbling as the combined energies of Celestia and Discord began to merge into a single being: enough power to unmake all existence.

The very ground beneath began to contort and corrupt, the scorched earth warping into a black, shifting substance.

Stricken with terror, not just for himself but all creation, Whooves fought against the change with all his remaining mental reserves, everything he had left.

But once the transformation had begun it could not be stopped. Thin tendrils of light started to creep up his body.

Lyra saw what was happening, realised this was the end. She was overcome by a strange form of acceptance.

But all the other ponies on the planet, every other creature… they did not deserve this fate.

She saw her friend slowly being overcome by the demon, thought of how Discord had been bested by Screwball in a similar manner, and realised there was one last hope. Something that the doctor, lost in the grip of panic, would not have even considered.

"Whooves," she murmured, then raised her voice in desperation. "Whooves! WHOOVES!"

But he couldn't hear her over the rushing of power, the deafening crackling of energy as Discord consumed his being. The black corruption continued to spread out from the epicentre, the chaos God's influence working on the planet itself. The patch of affected earth was now several feet wide and was almost touching the castle.

Lyra took a deep breath and then slowly, carefully, placed the bottle she had been clutching to her bosom upon the ground next to the castle door.

She narrowed her eyes and focused on Whooves, who was still fighting, still had life left in him. Nothing else mattered any more.

She moved forwards, walking right up to the edge of the blackness, and called out his name again. He couldn't hear her. She realised, with a deadly certainty, that she was going to have to get closer.

Gritting her teeth in apprehension, she set hoof upon the blackened earth and raced towards the centre of chaos.

It was like running through marshland, almost as though there was little else but liquid underhoof. If she stopped, even for an instant, she believed she would be sucked down under the surface. The goop stuck to her coat as she pushed onwards.

"Whooves!" She called out his name again as she closed the distance between them to merely a few yards. This time he could hear her. He turned his head, his expression paralysed into one of pain and shock, as the light consuming him reached his neck.

"Whooves, you have to stop fighting it!" Lyra cried out, trying to ignore the numbness in her hooves.

"What?!" he shouted, aghast.

"I don't think there's any way you can stop it! That's why Discord lost his battle with Screwball! You can't prevent the change, you have to…"

She screamed as a sudden agony wracked her body, surging up through her legs and into her head. Acting as a sentient being, the black liquid grabbed hold of her and began to envelop her completely. Her skin began to change colour, its green hue growing darker.

"You have to take control of it," she said in a shuddering whisper, the pain making it an effort to even speak.

Discord did not hear her speak but she had heard her scream. Her eyes widened in delight when she noticed the unicorn was so close. She raised her free paw and slowly closed it shut, accelerating the speed at which the corruption was taking hold of Lyra.

"Let go of her!" Whooves screamed, summoning flames that latched onto Discord's back and set her ruined flesh afire once more. It did nothing to stop her.

"Let her go! Let her go!" his voice broke as he continued fighting against her, unable to accept the fact it was already too late.

"Doctor, listen to me," said Lyra, her coat and mane now black in colour, her strength rapidly leaving her. "This is your time. You made her, you have to set that right. You have to take control, you have to become Discord."

"Lyra." He could say nothing else – his throat was too choked with sorrow and he was blinded by tears.

She sighed softly as she fought for breath, her eyes closing against her will. "Whooves, you have to know… despite all you've done, I still believe in you. Remember… remember when you…"

She fell quiet and her head flopped forward. Her body lost its rigidity and dropped sideways, splashing against the ground.

Discord grinned at the sight of the lifeless unicorn but her mirth quickly faded when she caught sight of her paw.

Small patches of light were appearing on her skin, gradually growing ever larger.

"What's this?" she murmured. The truth dawned on her when she looked at Whooves, who was staring up at her in tear-filled rage.

His body was burning with energy and the bruises and scars on his were healing at a speed he was previously incapable of. The ground underneath his body was reverting back to its original state, the blackness fading away.

"What gives you the right," he growled, "What gives you the right to play God? You treat these creatures as nothing more than toys, disregarding the fact they have the same emotions as you, they have the same right to exist as you. You were right, you were absolutely right when you said you were a monster.

"No, you're worse than a monster. You're a mistake. An abhorrence of nature. You're an accident that I created and I have to set right!"

Discord desperately tried to pull her claw out of his chest but it was stuck fast. There was no reversing what had already started. Feeling genuine panic for the first time, she attempted to rip her arm off instead – anything to get free.

Whooves reached out with his growing magical power and held her still with astonishing strength, easily overpowering her efforts to break loose.

There was nothing she could do. Her body was rapidly becoming intangible, fading away as she became one with Whooves.

"You are nothing," he said with a snarl. "You are less than nothing. I am your creator. I gave you life. I am… I am…"

Discord's body collapsed in on itself and there was a flash as it disappeared completely, folding into Whooves and healing the gaping wound in his chest as it entered him.

Fresh wings spread from the doctor's back as he resumed his alicorn form, his eyes glowing as he rose above the ground.

His body seethed with power. It ached with power. The sheer level of magical energy burning inside him was too much for his body to hold – flakes of skin peeled away as the combined abilities of Discord and Celestia sought release from his mortal frame.

He spoke in hushed awe, in reverence of what he was now capable of. "I am… God."

His mind reeled – his senses were heightened to the point where he could feel the soul of every living creature on the planet, could envision every part of the forests, deserts and oceans.

He had ascended to a higher plane of existence. A being able of doing anything, of warping reality to his every whim and channelling the life energies of everyone, everything.

Now he could fix this world. He could repair the damage that had been done. He could… he could…

Tear it all down and start again.

This broken planet, with weather systems that required physical maintenance to remain in operation instead of operating by themselves as nature intended. This world filled with monsters, dangerous beasts in the Everfree Forest, beyond the Gates of Tartarus and elsewhere.

Multi-coloured ponies, griffons and dragons who had been created by a bored deity simply to satisfy his boredom. None of them had any place in an ordered world.

Whooves suddenly clutched his head, frightened by the thoughts that had sprung unbidden into his mind. No, this wasn't right. This wasn't him. He wanted peace, not destruction.

"Stop trying to defy your own nature." A voice whispered spitefully in his subconscious. Discord. "Remember who you really are. Remember."

Memories erupted forth, memories of his time as Discord. Of how his life began.

The world had been a much simpler place then, all those thousands of years ago. There were no buildings or unnatural structures – everything had been allowed to evolve as nature itself saw fit.

Animals were not fully sentient in the true sense of the word, not as they were now. They were incapable of reason and their only interests revolved around keeping themselves alive.

He couldn't remember what triggered the change in him. A cosmic accident, or perhaps a remnant left by whatever created the world in the first place, or a lost secret left by a species that existed in pre-history.

Whatever caused it, it granted him unimaginable power. It was the source of all magic.

He became intelligent, gained the ability to transform the world whichever way he pleased. At first he was afraid of it and what it might do to him, how it could change him. He was so far above any other living creature that he was essentially alone, unable to converse with them in any meaningful way.

Soon he began to crave company, so he slowly instilled his knowledge into a certain number of species. The process took several generations – his power was still new to him and he had not yet perfected the limitless possibilities they offered.

As time passed, he reinvented himself, taking his favourite aspects from the animal kingdom and incorporating them into his own body. He created himself in their image.

But the length of time it took to create intelligent life affected his outlook upon them. To him, they were still nothing more than the same dumb creatures that they had been before he started to mould them into shape.

He was so far above them in evolutionary terms that he still couldn't relate to them. They were beneath him.

"They are nothing more than toys, playthings for a God," Discord's voice rang out in his head again. "That's all they ever have been. All they ever will be. You want your perfect world, you want peace? Start afresh. Cast them all aside. They deserve it, after what they did to us."

Screwball's memories came to him and darkness opened up in his mind, a vast sprawling darkness that was empty and void of emotion.

Centuries upon centuries he had been locked away, trapped in stone by the animals he created. Those ungrateful little creatures, who did not understand their place in the natural order of things, had turned against their maker and subjected him to eons of torment.

Whooves tried to fight down the rising bitterness. This wasn't him – he had grown beyond his roots, he had become compassionate. He couldn't allow himself to exact revenge, it wouldn't be right. It wouldn't be just.

The time he had spent living with mortals had taught him respect, taught him to care for others. Causing harm to them to satisfy some selfish whim was an anathema to him.

But the idea of it was growing ever more seductive. Discord's voice was growing in volume and her calls for vengeance were becoming harder to deny. His soul was in stalemate.

The sheer magical energy inside him continued to ravage him, eating away at his ability to regenerate. If he was to survive, he would have to craft himself a new body. One that was immortal, one that could withstand the power he possessed. If he did that, he would be capable of anything.

But he couldn't trust himself. It was taking all his concentration to prevent himself from succumbing to Discord's influence. Better to allow himself to burn out than risk anyone else from coming to harm.

And yet… he wanted to undo the damage he had caused. Do something to reverse the harm he had inflicted upon Equestria.

He searched deep inside himself, trying to find something, anything, that would allow him to use his power for good without losing himself in the darkness. An anchor he could hold onto.

And then he found it. A flicker of magic that, in comparison to his overall strength, was little more than a grain of sand in a desert. But it meant everything to him.

Lyra's magic – the power that had been leached out of her when she came into contact with the Elements of Harmony was now a part of him.

It was all that was left of his friend. All that was left of the young unicorn who had trusted in him and was now nothing more than a broken, blackened body.

He latched onto it, focusing on the time they had shared together and, by extension, the goodness he had seen in ponykind. The many friends he had made through the centuries, and the lessons in humility he had learned by losing much of his Godlike power and being forced to live as a mortal.

All of this combined gave him the will he needed to overcome Discord's insistent calls for vengeance, at least for the time being.

The only question was what he could achieve with the almost unlimited power at his disposal.

He focused his mind's eye on Lyra, seeing not only her limp body but also the emptiness of her spirit.

Focusing hard, he began to heal the injury she had suffered. The blackness began to leave her and her coat regained its original bright hue. Her organs repaired themselves to the point where they were able to sustain her once more.

Digging deep into his magic reserves, he imbued her body with the spark of life. Almost imperceptibly at first, her heart started to beat, pumping blood through her veins.

But there was something wrong.

Her brain was not operating correctly – there was nothing left of her mind, no memories or personality traits, nothing of what made her Lyra. He could revive her body but he did not know how to restore her soul.

He retracted his energies from her, leaving her lifeless once more. A sense of helplessness momentarily gripped him. In his mind, he could sense Discord's influence trying harder to break through. He did not have much time.

But he could still do some good.

The Canterlot guard, frozen as crystal statues – that was nothing more than a simple transformation spell, which he could undo with a mere thought.

In his mind's eye, he could see their bodies regaining their natural form as he released them from their prison.

Satisfied that they were free and well, he turned his attention to Berry Punch. She was another victim of a similar spell, but one that was harder to reverse safely. He could sense that there was still life in her liquid form, yet the only sentience left in her was on an amoebic level.

With a thought, he undid Discord's spell, returning the purple earth pony back to her normal self. Reaching out with his magic, he took hold of what was left of her mind and started to work on returning what had been lost.

By following traces of her spirit, he managed to establish a link with the place where it had gone. A dark void beyond the mortal plane, where all life ended up eventually. Slowly, with great effort, he pulled her mind back from that vortex of death and implanted it back in her body.

With the experience he had gained from saving Berry, with the connection he had made with that place beyond death, he realised he could potentially bring back those who had been lost. He could save Lyra.

But he was afraid of getting it wrong. If he made a mistake along the way, what horrors could he unleash? He needed to practice.

In his mind he visualised Ponyville – the six ponies who bore the Elements of Harmony were still trapped in stone.

He found it alarmingly simple to set them free. He was gaining greater control over the power at his disposal and this fact frightened him. No single being could take responsibility of such energies without it corrupting them and his mind was fraying already, with Discord's influence battering hard against what mental defences he had left.

He was in danger of becoming lost in the thrill of omnipotence.

Such dark thoughts were pushed to the back of his mind as he found the pony he was looking for.

Carrot Top. Or rather, what remained of her.

Using the same skills he had employed to fix Lyra, he repaired the earth pony's body to the point where it could sustain life and then plunged his mind back into the void.

He found her soul by scanning for her memories, then ripped it from that plane to be transplanted back into her physical form.

A flash of energy imbued her with the spark of life, and she was restored.

Whooves scanned her, praying he had been successful.

On a physical level, she was fine, easily capable of surviving without his help. But her mind… her mind was utterly broken.

He did not know whether this was because of the fate she suffered at the hooves of Screwball or if he had made a mistake in the process of reviving her. He hoped to heaven it was the former reason.

But there was nopony else who he dared to try it with again. He was losing his sense of self – if he was going to return Lyra to life, he had to do it now.

He repeated what he had done before, diving once again into the void and finding the soul that bore her thoughts, her memories.

The power within him was starting to eat away at him, using up the last of his ability to regenerate. He could feel himself slipping away, losing himself to Discord's will.

With a focused surge of energy, he imbued his friend's body with her spirit and the spark of life.

He could not sense if he had been successful – his fear now was that Discord would take over before his body gave out. If that happened, all of his efforts would have been for naught and Equestria would be doomed once more. The chaos God would surely use his power to create a more durable form if given the chance.

There was only one option – the same process that had drained Celestia of her strength would have to be reversed.

He immediately thought of the Elements of Harmony – they had been created by Equestria's strongest magic users, who gave their lives to imbue them with incredible power. In this way, they had always had a close link with the dead world. The two princesses themselves had been reborn as alicorns through use of the dark arts.

He should have used the Elements in the first place – there would have been less chance of error while reviving the two spies if he had relied on their energy.

It was too late for regrets. He could only hope that he had done right.

Discord's voice was screaming at him now, determined to wrest control away from him.

He undid the curse on the Elements and reversed the flow of power, while simultaneously bringing Celestia's soul back from the dead world.

He gave her as much of his magical energies as he could, ensuring that when Discord took over she would be too weak to save herself.

His omnipotence faded, his mind collapsed in on itself and he was lost.

****

Her eyelids flickered.

Every part of her body ached, as if she had been beaten all over. She had a raging headache, so painful that it hurt even to open her eyes.

Lyra slowly lifted herself up onto her hooves, her legs trembling with the effort. She shivered, feeling unnaturally cold.

She was suddenly hit by a rising tide of nausea that she could do nothing to hold back. She fell to her knees, her stomach turned and she vomited. A black gunk issued forth, not unlike the material she had been standing in when she died.

The memory of it sent her reeling. She had died, she knew it. She could remember the sensation of falling and the blackness that followed, the void opening up to welcome her once more. Then there had been nothing. Not even darkness.

She stood up again, shaking uncontrollably, fighting the urge to scream. There was an emptiness in her, a dark empty pit where a vital part of her had once been but no longer existed. She felt incomplete.

"Lyra?" A familiar but bewildered voice called her name. It was a voice that went some way to ease her suffering.

The purple earth pony was standing near her, her expression a mixture of concern and confusion.

"Berry!" Lyra let out a noise that was somewhere between a scream and a squeal and jumped on her, knocking her to the ground.

The unicorn held her tight, nuzzling against her hard as she wept. Before Berry could say a word, Lyra kissed her hard and urgently, seeking warmth from her lips to overcome the coldness she felt deep inside.

They broke apart, with Berry's eyes wide open in surprise and both of them breathing heavily, before Lyra leaned in close to kiss her again.

"Hey. Hey, slow down," Berry whispered, holding her back with her hoof. "Lyra, I… can't believe I'm stopping you, but you really don't look well. You're shaking, you're so cold and… and your eyes."

The unicorn's eyes had a milky quality to them –they had a kind of glazed look, almost as if they weren't fully alive.

Lyra broke down in tears, the sick feeling inside her proving too much to bear. "I don't feel right," she said, her voice breaking.

"What happened here?" Berry asked, now truly worried. "All I remember was Discord attacking me and then it all went black."

"It was Whooves!" a voice called out. Noteworthy, who had managed to get back in his wheelchair, was rolling towards them.

"You should have seen it," he said, still stricken by awe. "Whooves absorbed Discord and then… it was as if the entire place turned itself inside out. Time itself seemed to slow down and there was this indescribable light emanating from Whooves, washing over everything. It felt like I was weightless, as though I wasn't connected to my own body. It felt like… it felt like the end of the world."

"Whooves? Where is he?" asked Lyra.

Noteworthy pointed towards the courtyard. A brown pony was lying motionless near the statues.

Lyra took a few faltering steps forward, then realised the others were following her. "Let me handle this," she said, holding up a hoof to stop them. "Don't crowd him. He's my friend – if anything's wrong, I can talk to him."

The two ponies allowed her to go ahead but followed a short distance behind her, unwilling to let her go to Whooves alone.

He was in a terrible state. His skin appeared thin and aged, to the point where his veins were visible in places. His eyes were closed and his breathing was shallow.

Lyra tentatively reached out a hoof and touched him on his back. His reaction was akin to receiving an electric shock.

His eyes opened wide and he jerked his head away as if to escape, but he was too badly wounded to even move his body, let alone run.

"Get away from me! Get away!" he cried, staring at her with a mixture of fear and hatred. "You've come to mock me, is that it? Come to glory in my final moments?"

Lyra pulled her hoof away, upset by the violence of his reaction. "Whooves? Whooves, it's me. Lyra."

"No. No, I killed you. You can't be…" The stallion was breathing heavily, clearly in distress. "I had it all. I had it all, how could he throw it away? I was the first and the last, I created your world. I can't die. I can't die."

There was a rushing of air, the sound of a large creature taking flight from the direction of the castle, and the three spies turned to see.

A stern-looking Princess Celestia set hoof on the ground behind them, still groggy from her recent revival but in much better health than Lyra. She was better able to withstand the physical and mental duress of returning from the dead, though she did not resemble the princess the ponies knew and loved.

Her coat was a dull grey, permanently discoloured from the extreme Discordation she had suffered, and her ethereal mane was a crystalline white rather than its usual rainbow hue.

"Princess!" Noteworthy was astonished and overjoyed to see her alive again and Berry quickly joined him to welcome her back.

Celestia paused a moment, taking the time to assess herself. Her mind was her own again – the kind and caring matriarch of Equestria was herself once more – but her connection with the Sun was still severed. The link she had shared with that celestial body for almost all her life was gone.

"It is good to see you all," she said, courteous but businesslike. "But where is Discord? Is Equestria still in danger?"

Noteworthy indicated towards the brown-coated alicorn lying on the ground. "Discord is… gone, I think. He had split himself into three bodies, three separate personalities – this one stood up to the others. Stopped them from destroying us all."

She frowned, disconcerted by her enemy's present form and state of poor health, then cautiously walked up to him.

Whooves snarled and hissed, trying to attack her despite being paralysed from the neck down. "You," he whispered, "This is all your fault. Not knowing your place. Standing against me. You see what you've done, princess? You…"

He broke into a coughing fit, shuddering as pain wracked his body. Flecks of blood burst from his mouth.

Lyra looked up at the princess, fighting down her tears and speaking past a heavy lump in her throat. "Princess, he's suffering. Please, help him."

Celestia's expression was sorrowful as she saw the grief etched into the young pony's face, yet she was coming to realise there was little she could do. Not only had she lost her connection to the Sun, but her healing ability also felt distant from her. The power was inside her somewhere, deep down, but in her resurrection it had become as like a forgotten skill. She believed she could re-learn it but it would take time, time that Whooves didn't have.

"He was my friend," Lyra said, "He betrayed us, he has a lot to answer for, but he doesn't deserve this. I can't bear to see him like this, princess, please."

Celestia raised a hoof defensively, not knowing what to say. Even if she had been capable of restoring Whooves, to do so would have required a level of forgiveness that would have tested even her.

But there was something else. Her healing ability was lost for now, but she could sense another power within her, a new talent that was unlike anything she had experienced before. Part of her was afraid of what it could be.

She tentatively reached out with her hoof and gently touched Whooves on his back. She quickly drew away when she saw the effect it had.

The doctor's brown coat slowly transformed to a dull shade of grey, the change rippling over his body like a wave. As the effect passed over his head, he became calmer, peaceful.

He looked up at his friend, smiled, and said, simply: "Lyra."

Celestia stared at him in a state of horror, frightened by her new ability. "What have you done to me?" she murmured, aghast.

He closed his eyes, weary from his injuries and aware that his time was coming. "I wasn't fully myself when I brought you back," he said, "My only thought was to make sure neither of us became too powerful. Carrying out a balancing act like that was difficult under the circumstances. I may have given you six of one and half a dozen of the other."

The princess looked at her discoloured hoof, unsure of exactly what she had become.

"Don't worry. You only have part of his power, none of his personality," said Whooves, "Think of it as a permanent reminder. You have a lesson to learn from this, princess, much as I did."

"Whooves?" Lyra knelt down in front of him, her sickness making it hard for her to stand for an extended period of time.

"Lyra, I'm sorry. For everything," he said, "I know that can't make up for what I did to you. To Celestia, or Twilight, or everypony else."

"You can't die," she said, "You have to get better. You have to. At least to give me a chance to beat the tar out of you."

She managed a small, sad smile and he chuckled. "Too dangerous. Too dangerous. Screwball's still locked away in my head somewhere, and I can't risk letting her out. Besides, I held the power of all creation for a few minutes there. It burned me up. There's no coming back from that."

Lyra sniffled and leaned in closer. "Remember when you said that no matter what happens, you would always be my friend?"she asked, "Despite everything you've done, despite it all, it's still true. Part of me wants to hate you for what you did, but I can't. Because you put it right. Because, deep down, you're good, no matter what Discord said about you."

She began to weep, her illness and the pain of losing a friend proving too much for her.

"There's still more to be done," he said, "The spell I cast to bring you back was imperfect. The Elements of Harmony have been restored – they can finish the job. You have to be treated straight away. You and everypony else I brought back."

Noteworthy's breath caught in his throat. Had the doctor revived Carrot Top as well? The thought of seeing her again brought tears to his eyes.

Whooves shuddered as the last of his strength began to leave him. "Lyra, take care of yourself. Keep your friends close and don't worry… don't worry too much about what your destiny is supposed to be. Because you… you are…"

His speech faltered as he became too weak to continue. Lyra silently walked over and nestled beside him, offering him comfort in his final minutes.

No matter what he had done, no matter what horrors he had unleashed on the world, it didn't matter now. She would have plenty of time to think over his actions in the years to come.

There would be times when she resented him, when the way he had betrayed her made it hard for her to trust others. There would be times when she missed him terribly, when things happened to her that she would have loved to have shared with him.

But the friendship he had shown her in the times before she learned his true nature, the companionship he had given her – that would stay with her for a lifetime.

And she would always remember that night, in the Canterlot castle courtyard under the starless sky, when the being that had created the modern world quietly passed away.