• Published 24th Jan 2017
  • 4,219 Views, 107 Comments

My Little Pony Friendship is Magic What If?: Volume 4 - SuperPinkBrony12



The fourth installment of a What If series, that involves the rewriting of episodes. This collection contains episodes from Seasons 1-6 (Warning!: Episodes rewritten based on personal opinion, please respect it. Thank you.)

  • ...
6
 107
 4,219

S5 E26: The Cutie Re-Mark, Part 2 (What If?)

When we last left Twilight and Spike, they along with Starlight Glimmer, found themselves facing down the business end of spears directed by a group of angry ponies cloaked in green paint markings.

And as they stood there, wondering just what would become of them, their minds started to flash back to how they ended up in such a predicament.

It all started when Twilight was invited to give a speech about cutie marks to students at Celestia's School of Magic (a spin-off of her School for Gifted Unicorns). During the speech, Twilight swore she saw the familiar face of Starlight Glimmer amidst the crowd, and confessed this fact to Spike on their way back to Ponyville.

"Starlight Glimmer? You actually saw her?" Spike had asked.

Twilight had replied by saying. "I was sure I saw her, Spike."

And upon returning to her castle, Twilight (along with Spike) found that she had a rather unexpected guest in the form of Starlight Glimmer. "Welcome home, Twilight!" She had greeted, shortly before disappearing in a time bubble.

With the help of a scroll Starlight had left behind, Twilight and Spike chased after Starlight, and soon found themselves travelling to the past. "We traveled back in time to when Rainbow Dash performed her first Sonic Rainboom?" Spike had asked, when the two discovered they were at the very flight camp Rainbow Dash had attended as a filly.

Unfortunately, Twilight and Spike found out too late about what Starlight planned to do, and were unable to prevent her from stopping the rainboom from ever happening. Thus altering history. "Now it's my turn to take something special from you! Cutie marks for cutie marks!" Starlight had vowed.

Twilight and Spike ended up being pulled into an alternative timeline where Equestria was at war with the Crystal Empire. But fortunately, the table map survived. "The map is connected to the Tree of Harmony! So it must sense that something isn't right! That's why it's still here!" Twilight had realized, and she and Spike then traveled back in time to stop Starlight before she could stop the rainboom, a task that proved to be easier said than done.

"Finding her will be easy! But stopping her's gonna be harder than you think." Starlight had boasted, and managed to ultimately convince the bullies not to pick on Fluttershy. Twilight's attempt at convincing a young Rainbow Dash to fly fast enough for a Sonic Rainboom also didn't work, much to Starlight's delight.

"Couldn't convince her to do the impossible? That's too bad." Starlight had taunted. But her celebration proved to be premature, as Twilight managed to drag the powerful unicorn into another time bubble with her, and that was when the three ended up being held at spear point.

"All servants of Queen Chrysalis found in these woods must be... destroyed!" Fluttershy warned, and so it was that the three time travelers were now in a predicament from which they didn't know how they were going to escape, let alone how they'd make it back to their own timeline.

Unsure of what else to say or do, Twilight spoke to the ponies wielding their spears, hoping to get them to back off. "Wait! We're not changelings!" She gestured to herself and Starlight as she explained. "We're ponies," Then she gestured to Spike. "And he's a dragon, a baby dragon."

"A likely story! You think we were born yesterday?!" Pinkie asked, poking Spike with one of her spears. "Do something dragonish!" Spike's response was to let out a belch and envelope Pinkie's face in a puff of smoke. Pinkie wheezed and retreated. "That works." Was all she could bring herself to say.

Fluttershy, however, wasn't convinced. "He probably ate some chili peppers or something to make it look like he has fire breath. The servants of Chrysalis will do anything to save their evil skins!" She angrily spoke up.

But before anyone could think of doing anything to the three unexpected guests/prisoners, a voice cried out! "Stop!" Emerging from the shadows was a zebra instantly recognizable to Twilight and Spike, though Starlight had no idea who she was. However, Twilight and Spike were surprised to find said zebra decked out in the same green face paint as the soldiers staring them down, and had somehow styled her mane into a mohawk. "If they are changelings we'll soon see. Though I think they're not what they appear to be."

"Zecora! Please, you have to listen to us." Twilight pleaded, calling the zebra by name.

"She knows your name, she must be a spy!" Bon-Bon spoke up. "And the same must be true for the others, we must destroy them, now!"

But Zecora merely put up a hoof to stop Bon-Bon, before she took out a small bowl containing what appeared to be the source of the green face paint she and the soldiers were wearing, and dipped her hoof into the mixture. "Beneath this salve, no changeling hides, for it reveals the truth inside." Zecora explained, and placed some of the paint on the faces of Twilight, Spike, and Starlight.

Much to the surprise of everyone, the three strangers began to glow brightly. "So, what does it mean?" Pinkie asked Zecora. "If they're not changelings, then who are they?"

Zecora replied in an ominous tone. "The meaning is far worse, I see, for it is we who should not be."

As the soldiers debated amongst themselves about what Zecora meant, Twilight spoke up. "I think I can explain, about all of us." She said to Zecora.

Zecora nodded. "I'm sure you can, but let's not talk here. Chrysalis and her army will soon draw near!"

"Besides, even if you're not changelings, that could still mean you're working for Nightmare Moon!" Fluttershy warned. "She and Chrysalis will stop at nothing to find us!"

Twilight and Spike gulped, it seemed things were even worse in this timeline than they were in the previous one. But Starlight was scratching her head. "I have no idea what any of you are talking about," And she glared at Twilight. "If this is supposed to be your idea of scaring me straight, it's not gonna work!"

"Shut up, it's your fault we're in this mess to begin with!" Spike snapped at Starlight, effectively getting the unicorn to clam up.


Twilight, Spike, and Starlight trotted along close to Zecora, doing their best to ignore the rather sharp spears from the ponies surrounding them. "So, in this timeline, Equestria is facing two threats?" Twilight asked.

Zecora and the spear holding soldiers nodded. "They both appeared within a few weeks of each other," Fluttershy explained. "First Nightmare Moon returned and ousted Celestia from Canterlot, taking over and creating the First Lunar Empire. We retreated into the Everfree Forest and set up a resistance camp with Zecora, but then an even worse threat surfaced just as we were starting to make plans to take back Canterlot."

"The changelings appeared not long ago. Though I'll wager in your world that isn't so." Zecora spoke to Twilight, Spike, and Starlight.

Twilight nodded. "Same goes for Nightmare Moon, both threats were vanquished by my friends and I."

"Those friends as you know them are not here, alas. But tell me how all this came to pass." Zecora asked of Twilight.

Twilight sighed. "Well, it all started when a certain somepony," She glared at Starlight, prompting a gulp from the unicorn who still harbored feelings of revenge. "Decided it would be a good idea to mess with the flow of time. She managed to gain access to and tweak one of Starswirl The Bearded's spells, and used it to travel back in time. She then made sure to stop my friends and I from ever coming together! This is actual the second bad timeline Spike and I have come back to as a result. In the first timeline, Equestria was at war with the Crystal Empire ruled by the evil King Sombra."

"Ah yes, him," Pinkie replied, a faint hiss seemed to register in her voice. "Apparently he thought he could pick us off while we were struggling with the changeling threat, a mistake that cost him dearly. Nightmare Moon captured most of his forces and brainwashed them into serving her, while Chrysalis and her army led him into an ambush that completely wiped him out! And all before we could lift a hoof to do anything to him. He's lucky though, Celestia would've shown him no mercy. At least Chrysalis gave Sombra a chance to beg."

"And what about Discord?" Spike asked. "Is he still stuck in stone?"

"I don't know who this Discord is that you speak of," Pinkie said in reply. "But there are rumors that Nightmare Moon is working on a secret weapon to wipe us and the changelings off the face of the world. But we haven't been able to get inside information. That is, unless the three of you are defecting servants of Nightmare Moon."

"Just who in the hay are all these creatures?!" Starlight spoke up in complaint. "Seriously, the only one I recognize is Nightmare Moon, but she's just an old pony's tale meant to scare little foals! Whoever they are, their might is nothing compared to mine!"

Twilight and Spike just looked at Starlight and shook their heads. "You'd change your tone pretty quickly if you knew what they were like. Trust me, alongside Lord Tirek they are threats on a level you couldn't begin to comprehend. The only difference is, they were a lot less subtle about their goals, even Chrysalis didn't conceal her true ambitions the way you did back in that village."

"Thank you for reminding me of that, because as soon as this whole 'war' thing blows over, I'm still going to make you pay for destroying my sanctuary of equality!" Starlight hissed. "If you think you can scare me with these made up threats I've never heard about, you've got another thing coming!"

"Will you two shut up, please?!" Spike demanded. "You're not helping the situation! In case you haven't noticed, we're in deep doo doo here and if we're not lucky we could get ourselves killed!" Once both Twilight and Starlight had stopped arguing (albeit reluctantly), Spike looked at Zecora and asked her. "So, if Starlight keeps ultimately accomplishing the same thing in the past, then how could the present we come back to each time be so different?"

Zecora smiled as she explained. "Ah. Time is a river, where even the tiniest changes seen can lead to a cascade of effects downstream." She demonstrated this by putting her into a small run-off, and Twilight, Spike, and Starlight observed how Zecora's hoof redirected the flow of water.

"So, everything we do in the past affects the future? That's a lot different from the time I tried it, then again I only went back once and only for a few minutes." Twilight commented.

"Ugh, thanks for reminding me of the ice cream incident. I feel sick just thinking about that." Spike complained, no one said a word.


At last, after what felt like an ages long trek through the Everfree Forest, Zecora approached a set of leaves and with a smile she said. "This part of the forest is dark and damp, but it's done well to hide our camp." She pushed back the leaves, and the three time travelers were amazed at what they saw! Somehow, an entire resistance camp had been set up in the heart of the Everfree Forest, with ponies of all ages and all species rushing about or just relaxing.

But before the trio could even think of resting easy and possibly getting back to where they had started, Bon-Bon called out. "Hey, Captain Armor, we've picked up a few mysterious strangers near the forest entrance. Zecora thinks they're time travelers."

Twilight gasped, as she saw the pony she recognized as her older brother approach her, Spike, and Starlight. He too was coated in the green face paint, and was without his usual captain attire. In the back of her mind Twilight knew that this Shining Armor was different from the one in her own timeline, and thus he probably wouldn't recognize her. Even so, Shining Armor seemed to be surprised when he inspected the prisoners and his eyes fell upon Twilight! "You look strangely familiar, almost like my sister. But that can't be, my sister disappeared the day Nightmare Moon returned and nopony has seen or heard from her since! Who are you, and why do you look like my sister?!"

"Bon-Bon told you, I'm a time traveler," Twilight insisted. "And the same goes for Spike and Starlight. In the timeline we come from, Equestria is a lot more peaceful, and you and Cadence are married."

Shining seemed to glare at Twilight rather harshly. "How do you know about my mare friend?! She's supposed to resting in the Crystal Empire and nopony is supposed to know she exists!"

"What do you mean she's resting in the Crystal Empire?! Shouldn't she be here with you, helping to fight the changelings?" Spike asked Shining.

Shining shook his head. "There's not much love around these parts, and there hasn't been since Nightmare Moon took over. Since Cadence is the Princess of Love, if there's not very much of it she becomes sick. Plus, it's too risky, we couldn't risk her being captured by either Nightmare Moon or Queen Chrysalis and being used as bait! Now for the last time, who are you?! You can either tell me, or you can tell Princess Celestia, and I doubt she will be as merciful!"

"We're time travelers, honest!" Twilight pleaded. "Please, you've got to believe us!"

Shining was silent for a couple of minutes, as he looked into the eyes of Twilight. He wanted to believe what she was saying was true, but something in his gut told him it was all lies.

"Well, Captain, what are we supposed to do with them?" Fluttershy asked Shining Armor.

"Take them to Princess Celestia, if they're lying she'll know in an instant." Shining instructed, and turned and trotted away. Twilight could almost feel her heart breaking. Even if this Shining was different from the one in her own timeline, his words still stung greatly.

Twilight's thoughts of depression were only interrupted by the poking spears of the rebellion soldiers. "You heard him, let's move it!" Pinkie instructed. "No funny business."


The three time travelers turned prisoners were escorted into a large tent, and seated inside was the familiar imposing and commanding figure of Princess Celestia. Like with everypony else in the camp, she was coated in the green face paint. Her expression seemed difficult to read to Twilight, as the mighty alicorn rose and greeted the three individuals standing before her. "And you are?" She asked of them.

"They say their names are Twilight Sparkle, Spike, and Starlight Glimmer, in that order," Pinkie Pie said to Princess Celestia. "They claim to be time travelers brought here by Starlight's alteration of the past. They seem to have no knowledge of the war, but they have mentioned the likes of Discord, King Sombra, and Princess Cadence. Captain Armor believes they might possibly be lying."

Princess Celestia said nothing at first, she just looked at the three individuals and eyed them very closely. The silence became so thick you could cut it with a knife. No one dared to say a word, least of all Twilight. She wanted to speak up, to try and present her case to the one mare who likely held the power to destroy her, Spike, and Starlight in an instant if she so chose.

At last, Princess Celestia broke the silence by clearing her throat. "Thank you for bringing them here, Pinkie Pie. You may go. I will deal with these three myself."

"Are you sure? I can easily stay and guard you in case they try anything." Pinkie suggested.

Celestia shook her head. "That will not be needed, you are dismissed."

"Alright, but you just say the word and I'll be by your side in an instant." Pinkie replied, bowing her head, before leaving the tent.

"So, you really do come from another timeline?" Celestia asked the three.

Twilight nodded. "Yes, and in our timeline you and Luna rule Equestria together after my friends and I free her from being Nightmare Moon. Also, in the timeline we come from, Discord is reformed and on our side, more or less. And the likes of Queen Chrysalis, King Sombra, and Lord Tirek are all either defeated or destroyed. As to how we ended up in this timeline, it was not by choice, at least not for my son and I."

"Yeah, Starlight Glimmer over here thought it would be a good idea to mess with time as an act of revenge," Spike explained. "And that's pretty much how we ended up here."

"None of this would've happened had you and your friends left my village alone," Starlight hissed at Twilight. "And once we're back in our timeline, I'm making sure you can never follow me again!"

"Silence!" Celestia bellowed in her royal Canterlot voice, her shout echoing through the tent. "Even if you three are who you say you are, I doubt I have the power to send you back to the timeline you all came from! Right now, Nightmare Moon controls half of Equestria, and most of the rest belongs to Queen Chrysalis!"

"But, we just need to get back to the map near the forest entrance," Twilight spoke up. "If we can do that, we'll out of your mane for good."

Before Celestia had a chance to consider the offer Twilight had made, there came a shriek from outside! Celestia got up, and alongside Twilight, Spike, and Starlight, rushed to investigate the source of the disturbance.

As it turned out, the shriek had come from Rarity. Alongside Applejack and Rainbow Dash, she looked rather messy and worn out. "Zecora, thank goodness!" Rarity exclaimed. "Please! You have to help us!"

"What's going on here?!" Celestia demanded, eyeing the three ponies suspiciously.

"The changelings attacked Ponyville! We barely escaped with our lives!" Rainbow Dash explained, panting heavily.

Zecora glared at the three ponies, she knew there was something off about them. "The only changeling attack I see, is the one that has come here looking for me!" She said to them.

To the surprise of everyone, Applejack stepped forward with a smirk on her face. "So, you figured it out? Well, congratulations, too bad you're powerless to stop me. It's taken quite a while to finally find you, Zecora." Then Applejack's voice faded away, and a rather creepy and malicious laugh replaced it, as Applejack was surrounded a circle of green flames.

Twilight jumped back in horror. "No, it cannot be!" She exclaimed.

"What are you talking about?!" Starlight asked. "What's wrong with Applejack?"

"You don't get it, that laugh can only mean one thing," Spike explained, shivering in fright. "We're in big trouble!"

When the circle of green flames had faded, the familiar presence of Queen Chrysalis appeared before everyone, and she let out an echoy laugh. When she spoke, the echo persisted with every statement she made. "What a lovely village you've chosen to stage your little resistance, Celestia. Why it looks absolutely delicious!"

"You dare to show your face in my presence, are you mad?!" Celestia demanded, as Zecora stepped forward to protect the princess.

Chrysalis just laughed. "Mad? Me? I don't think so," And then to Zecora she said. "Oh come now, Zecora. You're vastly outnumbered." All of a sudden, not only did Rarity and Rainbow Dash transform into changeling soldiers, but so did several ponies in the camp, much to the surprise of the resistance!

"Very clever, Chrysalis! But you're still no match for Princess Celestia!" Twilight spoke up. "I see you're just as careless in this timeline as you were in the one I know you from. I guess some things just never change."

Chrysalis hissed. "You're a smart aleck, I HATE smart alecks! Did you really think I'd be dumb enough to come here without a plan?" She then spoke to Zecora as she said to the zebra. "I know you don't want to see any of your charges hurt. So come quietly to the dungeons, and I promise to leave the others alone."

"Why would she ever trust you?!" Fluttershy demanded of Chrysalis. "Give us one good reason why we shouldn't just let Princess Celestia crush you?!"

"But, if there's even a chance Chrysalis will honor her word, then shouldn't you try?" Starlight nervously asked.

"You don't know Chrysalis like I do, she can NEVER be trusted with anything!" Twilight replied, her eyes narrowing in anger. "In the timeline I come from, she tried to attack Canterlot by posing as Princess Cadence during her royal wedding, and she nearly succeeded. But she proved to be a terrible actress, and a terrible liar. Whatever she says, it's best not to trust her as far as you can throw her!"

Princess Celestia simply stepped forward and said to Twilight. "This isn't your fight, leave this to Zecora and I. You three just run back to the map, we'll hold them off as long as we can."

"But-" Spike began.

"Go! Now!" Celestia commanded.

"Even if what you are saying were true, we'd never surrender to a creature like you!" Zecora shouted, and she and Princess Celestia charged into battle, with the resistance following close behind!

Taking advantage of the confusion, Twilight, Spike, and Starlight ran off!


The fighting quickly grew in intensity, and it wasn't long before Zecora and Chrysalis found themselves combating one anoter face to face.

All of a sudden, Zecora stepped back, before she turned around and delivered a swift kick right to Chrysalis' face! The changeling queen stumbled back and groaned. "How dare you! I think you actually broke my nose! That does it, I've gone easy on you for long enough! Your precious little princess isn't here to save you this time!" She began to charge up her horn, and quickly fired off a powerful magical blast!

"Zecora, out of the way!" Pinkie shouted, rushing forward and leaping in front of the beam just seconds before it would've hit Zecora! Pinkie screamed in pain!

"Pinkie Pie!" Fluttershy gasped, knocking a few changelings aside and rushing to her friend's side. Pinkie was severely bruised and had noticeable scratch and scorch marks across her body. "Are you okay?!" Fluttershy asked.

Pinkie coughed and tried to move, but when she did so the pain proved to be too much for her and she collapsed. "Ouch! Well, that was... not a bright idea." Was all she could bring herself to say.

"Now you see what happens to those foolish enough to get in my way!" Chrysalis warned. "Now it's time to end this, say your prayers!"

But before Celestia, Zecora, or anypony in the rebellion had a chance to act, a few changeling drones came buzzing up to Chrysalis. "Uh, your majesty?" One of them nervously called.

"What is it?! Can't you see I'm busy?!" Chrysalis demanded.

"It's just, those three mysterious individuals from earlier, we've managed to surround them!" The drone explained. "But we need your help to subdue them, they're giving us more than we can handle!"

Chrysalis smirked, as she began to flap her wings. "Consider yourselves lucky," She said to the rebellion. "As much as I would love to stay and chat, I've got pressing business elsewhere. I'll leave my most trusted soldiers to finish what I started." And she began to sink through the ground in a sickly green glow.

Everyone cheered, except for Celestia and Zecora. They knew where Chrysalis was heading, but they also knew they could not break off to track down the time travelers, their help was needed to repeal the current invasion force. Even so, Celestia silently pleaded. "Please, let them escape before Chrysalis gets to them."


Unfortunately, Twilight, Spike, and Starlight, were unable to reach the map before Chrysalis caught up with them. And despite their best efforts to resist, they were easily defeated and captured. Chrysalis couldn't help but rub her apparent victory in her captives face, as she led them towards the ruined remaints of the Castle of the Two Sisters. "Oh, this is going better than I could've ever imagined," She fiendishly cackled. "The three of you will make much better prisoners than that measly apple farmer I impersonated. She's too stubborn to provide a proper meal."

"But what about Rarity?" Spike asked Chrysalis.

"And Rainbow Dash?" Twilight inquired.

Chrysalis only laughed. "Those two are of no concern to me, they belong to that pathetic would be tyrant Nightmare Moon. Once I've finished off that little resistance movement, I'll be sure to crush Nightmare Moon and establish a glorious new kingdom for me and my subjects. No longer will changelings be the inferior species, we will rule all and I will reign supreme!"

"It'll never work! You were defeated once before and you'll be defeated again!" Twilight insisted, even as she, Spike, and Starlight were thrown into the dungeons at the bottom of the castle.

"Shut up!" Chrysalis snarled. "You three can just rot here until I can figure out just what to do with you! Oh, and if you were thinking of escaping, don't bother! My guards are under strict orders not to let you out of their sights, not even for a second. Right, boys?"

"O-of course, y-your majesty." One of the changelings shuddered slightly, giving off a rather reluctant vibe.

"We will not let you down, your majesty." Another changeling replied.

"Those prisoners are safe and secure with us on duty, your majesty." A third changeling finished.

Chrysalis smiled, and locked the door of the dungeon cell that Twilight, Spike, and Starlight were in. "Excellent, and now I shall return to my throne and await news of the destruction of Celestia's rebellion." And the evil queen left the dungeons, laughing wickedly to herself.


Spike sighed, as he paced back and forth in the dusty and dimly lit dungeon cell. "Seriously, how do we end up in these situations, Twilight?"

"Your guess is as good as mine," Twilight replied glumly. "And this time I think it's safe to say, that this is quite the fine mess we've gotten ourselves into. And it's one I don't see how we're going to get out of."

"Who cares?" Starlight scoffed. "Queen Chrysalis, Nightmare Moon, King Sombra, Discord, whoever they are their might is absolutely nothing compared to mine! I will crush them all with my bare hooves!"

Spike rolled his eyes. "You wouldn't last five minutes, heck with Discord you'd be lucky to last five seconds. Don't you get, Starlight?! This is all your fault, and it's not something you can just power your way out of!"

"Shows what you know!" Starlight boasted. "I was able to go hoof to hoof with the Princess of Friendship and match her strength down to a t! I could easily get us out of this situation, and quite frankly I don't need either of you two to help me! I could defeat Chrysalis and Nightmare Moon in the blink of an eye!"

One of the changelings hissed at Starlight and banged on the cell bars. "Hey, be quiet, inmates! You will not speak unless spoken to!"

"Oh, am I annoying you? Gee, I'm ever so sorry." Starlight sarcastically replied.

The changeling guard shot off a quick blast of magic at Starlight, and when Starlight tried to block it with her magic she was quickly pushed back against the cell wall. "Consider that a warning, pipe down or I will make you pipe down!" The guard hissed again.

"See? Not so easy now, is it?" Spike asked Starlight.

"He just got lucky!" Starlight insisted. "If these dungeon walls weren't so narrow I'd have plenty of room to move about and get into a better position to attack! And for the record, I still haven't gotten an apology from you for stealing that scroll from me."

"Considering what you're using it for, I'd say Spike had every right to take it," Twilight angrily said to Starlight. "Just look around and see for yourself, this is the future that your actions have caused. Everything we do in the past affects the future, even the smallest change can quickly snowball out of control and into an avalanche of trouble for the future."

Starlight wasn't convinced. "Oh, next I suppose you'll be telling me that 'The fate of all of Equestria hangs in the balance!'! How stupid do you think I am?!"

Another changeling guard tapped on the cell bars. "What part of 'Be quiet, inmates!' don't you understand?!" He demanded. "If I have to, I will get the queen to come down here and deal with you herself, and she won't be happy about that!"

Ignoring the changeling's threat, Twilight said to Starlight. "It's like talking to a brick wall, how thick headed do you have to be not to see the writing on the wall?! I can't really explain it, but my friends and I are important to Equestria, and stopping the rainboom leads to bad futures like this. Is that really the price you want to pay just because you lost your village?"

"It's like I said, cutie marks for cutie marks! If Equestria must suffer a little in order for me to get my revenge, so be it!" Starlight vowed. "One way or another, you will pay for ruining my life!"

Twilight and Spike were shocked at just how much hatred Starlight seemed to have inside of her. Spike even asked. "Starlight, do you even realize what you're saying?! How can you treat others like this?"

To the surprise of both Spike and Twilight, Starlight coldly replied after a moment of hesitation. "Because, it's the way they've always treated me. Sorry to break it to you, but not everyone is born the chosen one who gets to have everything in life just delivered to them on a silver platter. Most of us aren't so lucky, and some of us go through life bouncing from one misfortune to another. The entire point of my little village was to stop the pain and suffering cutie marks caused, equality was the only solution," She then sighed. "But I suppose there's really no way to make that clear to the likes of you."

"Starlight," Twilight said seriously. "Let's say you do find a way out of here all by yourself, what happens then? Even if you could find Chrysalis, you know she won't fight you fair and square. She has an entire kingdom of subjects willing to fight alongside her, and strength in numbers means you won't stand a chance. And don't think for a second Nightmare Moon will play fair either, because she won't. She has her own subjects willing to fight for her, to say nothing of the fact that she's an alicorn with powers equal to those of Princess Celestia. Just look around, there's no way you can just solve all of these problems. And if you travel back to the past and stop the rainboom again, you'll likely face a different threat in the future you create. Face it, you can't win."

"Let's say I believe you, and I don't in case you're wondering," Starlight snarled. "What am I supposed to do, hm?"

"I think, what Twilight's trying to say, is that we're only going to get out of this if we work together," Spike commented. "I don't like the idea anymore than either of you two probably do."

"That's putting it mildly, there's no way in Tartarus I'm working with the likes of you!" Starlight accused, pointing a hoof at Twilight.

The pounding on the cell doors grew louder. "For the last time, shut up!" The first changeling guard bellowed. "Don't make me have to come in there and straighten the three of you out personally!"

Lowering his voice, Spike said to Starlight. "Look, like it or not this is the only way we can even hope to get back to the table map and make things right. If we DON'T cooperate, then we'll never get out of here."

"So, Starlight, truce?" Twilight asked, extending a hoof to the unicorn.

Starlight accepted the hoof very reluctantly. "Fine, truce. But only a temporary one. Once we're back in the past, it's no more Miss Nice Mare, got it?"

"Very well," Twilight nodded, and instructed Starlight and Spike to huddle close to her. "Now here's what we're going to do."


The peace and quiet of the dungeon cells was suddenly interrupted, as the sounds of angry bickering reached a new high!

Twilight and Starlight's arguement quickly escalated into a physical confrontation. "Hey, don't shove me!" Twilight protested.

"You shoved me first! Fair's fair!" Starlight angrily replied.

"Go get her, Twilight! Show her who's boss!" Spike cheered.

"Hey, no fighting in there, inmates!" The first changeling guard shouted. "Pipe down!"

The guard's comment went unacknowledged, as Twilight and Starlight just continued to fight it out. Suddenly, Starlight shot off a beam of magic that hit Twilight square in the face and appeared to knock her out cold! "That's what you get for getting in my way!" Starlight taunted.

"Twilight!" Spike frantically exclaimed, and rushed to her side. "Come on, wake up! Wake up, please!"

The changeling guards were panic stricken, and they immediately unlocked the door of the dungeon cell and rushed in. "Alright, alright, break it up you two!" They hissed, immediately rushing over to Twilight.

But suddenly, Twilight opened her eyes. "Hey, geniuses, way to leave the cell door unlocked while tending to an inmate!" She cried out, before she pushed the changelings aside and lit up her horn. "Spike! Starlight! To me!" The two rushed over to join her, and in a flash of blinding light they had disappeared!

"Oh no!" The guards exclaimed when the flash faded. "The queen's not gonna like this!"

"Not going to like what?!" Chrysalis snarled with a sneer. "I just received word that those incompetent soldiers somehow screwed up and were defeated by that rag tag rebellion! What else could go wrong?!"

The changeling who had not spoken to the prisoners gulped and nervously explained. "Uh, don't get angry, my queen, but the three prisoners have.... escaped."

"What?!" Chrysalis exclaimed. "No, no, no! This can NOT be happening! Haven't I been embarrassed enough for one day?!" She began barking out orders! "You morons mock me with your incompetence! I will conduct my own personal search of the castle, but all of you are to spread out and go after them at once! If they are not standing before me within the hour, I shall hold all you personally responsible and punish you severely! So if I were you I'd track them down with all due haste! Is that understood?!"

All three changelings gulped. "Y-yes your majesty, right away!" They replied, and zoomed away.

Chrysalis sighed and groaned, the stress of the last few hours was given her a headache. "I'm surrounded by idiots. Just when it seemed like victory was within my grasp it slipped right through my hooves!" She thought to herself. "Maybe I need to start doing a better job training those incompetent nitwits."


Twilight's teleportation landed her, Spike, and Starlight deep in the heart of the Everfree Forest. They took just a minute to get their bearings, and they took off running!

"Shouldn't we be heading back to the table map?!" Spike asked, as he noticed they seemed to be running deeper and deeper into the Everfree Forest.

"They'll be expecting that, Spike!" Twilight called in reply. "We've got to go someplace where they'll never think to look for us!"

"And I can only think of one place they wouldn't dare to go!" Starlight spoke up. "I just hope my hunch is correct! After all, as the old saying goes: 'Keep your friends close and your enemies closer.'!"

Spike's confusion was quickly replaced by worry, as he realized what that meant. "Wait a second, you're not actually suggesting we..."

"-I'm afraid it's only our only option, Spike," Starlight interrupted. "If Nightmare Moon is really as powerful as Twilight says she is, then the changelings won't think to cross her path. We've got to get to Canterlot, and with any luck once we're in there we can find that secret weapon she's working on and take it for ourselves."

"And if it isn't?" Twilight asked Starlight. "In case you haven't noticed, we're really winging it here. If that weapon's just a myth, we're pretty much up the river without a paddle."

"We'll just have to hope that weapon does exist!" Starlight called. "And that there'll be a way for us to steal it!"

Spike gulped, as the Everfree Forest began to give way to what looked like unending darkness, which seemed to coat all of Canterlot. "Well, I guess we're about to find out."

Sure enough, as the three exited the Everfree Forest and entered Canterlot, the sky seemed to change from fairly bright sunshine, to dimly lit moonlight. And it was very eerie and ominous.

"Guess we should make our way to the castle," Twilight suggested. "I just hope Nightmare Moon isn't actually there."

The journey to the castle in Canterlot passed in silence, no one dared to say a word for fear that there might be a few undercover changelings lurking in the shadows. They didn't know if word had gotten out about their escape, so the three refused to take any chances.

At last, they reached the castle, and to their surprise they found the castle doors open. Surprisingly, the inside of the castle was lit up with torches that lined the walls, alongside tapestries depicting Nightmare Moon in all her wicked glory.

Spike started to shiver, in spite of all the torches the castle felt strangely cold. "Is it just me or is anyone else getting chills right about now?" He asked Twilight and Starlight.

"It isn't just you," Starlight nervously responded to Spike. "I thought Nightmare Moon was just an old pony's tale, but I'm starting to think the stories are true."

"Just keep your eyes pealed," Twilight said to the two. "And whatever you do, don't touch anything! There's no telling what kind of security Nightmare Moon has set up, and we don't want to let her know we're here if we can help it."

Suddenly, in the distance, Twilight and Spike recognized a familiar white coated unicorn with three diamonds for a cutie mark. But her mane didn't seem to be in its usual curly state, it seemed to have been tied back in a bun. "Rarity?" Twilight greeted.

The unicorn seemed to acknowledge Twilight's comment, but she didn't appear to be very happy. She had a noticeable frown upon on her face and seemed to be decked out in what appeared armor similar to the ones worn by the night guards in the normal timeline. "The castle isn't open for viewings today. The tapestries all need changing. Again. Such is the life of a caretaker such as I." Rarity called, and went back to her work.

Twilight gasped "But Rarity-!"

Rarity then turned to Twilight and said to her. "-I don't know how you know my name, but I am far too busy to entertain some tourist. Go away!"

"But we're not tourists!" Starlight protested. "We're..... uh..."

"If you must know, we're time travelers," Twilight finished. "And we've come here for an important reason."

But just then there was a cackle, as a sinister yet familiar voice called out. "Time travel, you say? Now that's something I would like to see," Rising up from her throne and staring down at the three, was none other than the wicked mare of darkness, Nightmare Moon. With a laugh she then demanded. "Tell me how you came by this magic to travel through time, so that I might use to go back and ensure that my sister does not escape my clutches!"

Before Twilight, Spike, or Starlight could think of any kind of response, one of the guards ordered. "Hey, the princess just asked you a question! And unless you wanna end up in the castle dungeon, you'll tell her what she wants to know!" Said guard turned out to be Rainbow Dash, whose mane had somehow been styled into a straight buzz cut.

"Rainbow Dash?!" Twilight and Spike exclaimed.

"You know my name but you refuse to answer the question!" Rainbow replied quite furiously. "Our princess will NOT ask you again! Tell her what she wants to know!"

"Nopony in my kingdom but me should possess a magic powerful enough to change time," Nightmare Moon remarked. "So tell me how it works and I might be willing to let you live."

"Only if you agree to tell us one thing," Twilight demanded. "Otherwise, you'll get nothing out of us."

"Oh, are you trying to cut a deal with me?" Nightmare Moon asked, as if she were surprised. "Fine, name your price, just be quick about it. I have little patience for those who waste my time."

Twilight, Spike, and Starlight all exchanged glances with each other, before Twilight spoke up and demanded. "What is this secret weapon you're working on, and how does it function?"

Nightmare Moon seemed to be silent for a moment, before she threw back her head and laughed. "Is that really all you want out of me?" Once she had stopped laughing she said in a sinister undertone. "I suppose I can tell you, seeing as you won't be leaving here to tell anyone about it," She pointed a hoof out one of the castle windows, directing the attention of her guests to a statue that Twilight and Spike instantly recognized. "It took some very complicated magic spells, but I was able to maintain the stone prison Discord was trapped in by my sister and I thousands of years ago. But even as we speak, I know he is working to claw his way out, without the Elements of Harmony he believes he will be free to do as he pleases. Unfortunately for him, I've already set to work on a series of spells that will place him under my command. He is the final solution with which I wipe out Celestia, Chrysalis, and anyone else foolish enough to stand in my way!"

Twilight, Spike, and even Starlight gasped! The rumors were true!

Nightmare Moon laughed once again, and grabbed Spike. "Now that you've seen what you've seen, I'm afraid I can't let any of you leave here!" To Twilight and Starlight she then said. "And if you were thinking of trying to escape..." She clamped a set of chains around Spike's body. "...it would be very unfortunate for your friend here."

"You're going to regret this, Nightmare Moon!" Spike vowed, even as he struggled in vain to break free of the chains.

Nightmare Moon didn't seem worried at all by Spike's statement. "Guards, take these 'time travelers' to the dungeons. I'll be along shortly to brainwash them, they'll make fine soldiers for our army."

"Yes, your majesty." The guards obeyed, including Rainbow Dash and surprisingly enough Rarity, as they led Twilight and Starlight away.

"Come on, girls," Spike mentally pleaded. "Now would be an excellent time to figure out how we're going to escape with Discord's statue."


Twilight and Starlight were silent for a while, as they were led through the castle hallways. But at last, when they were certain they were beyond the hearing range of Nightmare Moon, they looked at each other and winked. Starlight then whispered to Rarity, "Say, do you mind telling me something?"

"Whatever it is be quick about it." Rarity hmphed.

Starlight just whispered back. "You're not really happy here, are you? Am I right?"

Rarity seemed to flinch ever so slightly, but she quickly regained her composure as she replied. "And what would give you such a ridiculous idea?"

"Just a simple observation," Starlight explained, still whispering. "But surely you've dreamt of becoming something better, something besides a lowly maid for a castle."

"Well, I.... have always fantasized the possibility of being able to make my fashions, instead of repairing the works of others." Rarity confessed.

Starlight smiled, and looked at Rainbow Dash as she asked (while still whispering). "And what about you? Haven't you ever wished you could be something besides a random castle guard?"

Rainbow reluctantly confessed. "I.... suppose I've always wanted to be an amazing flyer, like The Wonderbolts. I pitched my idea for something to rival them in the form of The Shadowbolts, but Nightmare Moon shot it down. She said there was no need for such a thing, but what does she know?"

"Well, what if there was a way you could get a chance to live out those dreams?" Starlight suggested. "A way to be free from working for Nightmare Moon for who knows how long?"

"But that's impossible," Rainbow Dash replied. "Nightmare Moon would have our heads if we even thought of deserting her."

Twilight just winked. "Well, what if you were 'defeated' and 'captured'? If Nightmare Moon thought you were forced to defect, she probably wouldn't come after you."

"What are you suggesting?" Rarity asked.

Twilight explained in a whisper. "It's complicated, but if it works we can end this nightmare once and for all." She proceeded to whisper her plan to the two, making sure the other guards didn't overhear (and they didn't, they were too far away).

"Alright, I suppose it's worth a shot," Rainbow nodded in response. "But make it look convincing."


Nightmare Moon sat on her throne, gloating to her newest prisoner. "It won't be long now. Discord is almost completely under my control, and with him at my disposal Celestia and Chrysalis are good as mine! Soon, the known world shall bow before the might of its new princess, the almighty Nightmare Moon!"

"I wouldn't count on it, you were defeated in the timeline Twilight and I come from, and you'll be defeated here too," Spike replied, just before there came the sound of screams and magical beams firing. "Ah, looks like the cavalry has arrived." He said with a smile.

Sure enough, Twilight entered the throne room just seconds later, towing the immobilized forms of Rarity and Rainbow Dash with her magic. "You really need to train your henchponies better, Nightmare Moon," Twilight smirked, before she adopted a more serious tone as she added. "Now then, you have something that belongs to me."

Nightmare Moon looked at Spike. "Oh, the dragon? You want him so badly? Well too bad, he's mine!"

Twilight just smirked, as she teleported over to Spike just as the dragon managed to melt the chains holding him captive. "For the record, Nightmare Moon. Spike isn't just my friend, he also happens to be my son." She said to the dark alicorn, and quickly teleported away before Nightmare Moon could hit her with a beam of magic.

"What?!" Nightmare Moon exclaimed, when she noticed that Twilight and Spike weren't in the throne room. "Where could they have gone?! What could they possibly..." Then she gasped, as she looked out the window and saw Twilight, Spike, and Starlight standing in front of the stone statue prison of Discord. "NO, STOP THEM!" She cried at the top of her lungs, but it was too late!

"So long, Nightmare Moon!" Spike taunted, sticking his tongue out at the tyrant. "Hope you don't mind us 'borrowing' this!" And the three time travelers (along with Rarity and Rainbow Dash), then disappeared in a combination teleportation effort by the magical powers of Twilight and Starlight.


The rag tag group managed to teleport themselves back into the Everfree Forest, and once they had done so they all let out a sigh of relief.

"Okay, we escaped. But now what?" Rainbow Dash asked.

"Yes, please tell me you have a plan." Rarity said to Twilight and Starlight.

Twilight and Starlight both panted, teleporting so many beings to one location had been quite taxing even for ones as magically gifted as them. Still, Twilight found the strength to speak up. "Now we just need to get back to the resistance and deliver Discord to them. With any luck, he'll be just what we need to stop Chrysalis and Nightmare Moon for good."

"So, how long do you think it'll take us to find that little rebellion?" Starlight wondered outloud.

Just then, there came the sound of leaves rustling, and before anyone had a chance to react a bunch of ponies with green face paint leaped out from the bushes and branches, surrounding the group! "Hold it right there!" Fluttershy commanded.

"Not long at all from the looks of things." Spike commented to Starlight.

"Well well, today is our lucky day," Pinkie spoke up. "Not only do we fend off an attack from Queen Chrysalis' army and capture one of her newest prisoners, but now we've got defectors from Nightmare Moon's forces. And it looks like they were nice enough to bring us a gift."

Fluttershy looked at Twilight, Spike, and Starlight, and asked them. "Why you have three come back here? I thought you were time travelers, why should you care what happens to us?!"

"Because as long as Chrysalis and Nightmare Moon are standing, there's no gurantee we can get back to the map," Twilight explained. "Please, we just want to speak to Princess Celestia."

Shining Armor stepped forward, eyeing the trio suspiciously. But he still said to them. "Follow me, but you'd best hope whatever you have to tell the princess is important, for your sake!"


Twilight, Spike, and Starlight (along with Rarity and Rainbow Dash) were led through the Everfree Forest at spear point. A few other ponies were towing Discord's statue close behind. At last, they all arrived at the camp from earlier. The place was quite a mess, with several tents having been burnt up or tipped over and ripped apart, and ponies either trying to repair the damage or tending to the wounded.

Princess Celestia was quite surprised to see Twilight again, but still agreed to hear her out. Twilight told the princess everything, from running away from the changelings up to escaping with the statue of Discord.

When the story was finished, Celestia somberly said to Twilight. "Well, I appreciate that you thought to bring Discord here, but what makes you think he can be trusted to fight alongside us? He could easily decide to exterminate us all, and without the Elements of Harmony we have no means by which to stop him."

"Please," Twilight insisted. "I know this sounds crazy, but it has worked before. In the timeline from which I come from, my Princess Celestia allowed Discord to be set free and with the help of my friends and I, we were able to reform him. He later proved to be a big help in dealing with a new threat in the form of Lord Tirek." She decided to leave out the part about Tirek manipulating Discord into betraying the ponies.

"And you think it will work here as well?" Celestia asked Twilight.

Twilight nodded. "It's worth a shot at least. The key in my timeline was Fluttershy, and I think she might be the key here as well. But in order to release Discord, we'll need the Elements of Harmony, and this timeline's Applejack."

"Funny you should mention those," Bon-Bon spoke up, stepping forward. "Applejack is the very prisoner we managed to get our hooves just a short time ago. And in her possession were a set of stones that Princess Celestia confirmed are the Elements of Harmony. But how do you propose to use them? In case you haven't noticed, they're trapped in stone!"

Twilight scratched her head, then suddenly an idea came to her. "I think I know what to do, just get Applejack, Rarity, Rainbow Dash, Pinkie Pie, and Fluttershy here."


A short time later, the five ponies Twilight had suggested were brought to the center of the camp. Placed before the stone statue of Discord, were six stones, and Twilight instructed each pony to touch one. One by one, each of the elements found their way to their rightful bearers, with the Element of Magic once again resting with Twilight.

"Okay everyone, stand back!" Twilight instructed, and everyone but the six ponies backed up. One by one, the elements began to glow, and in a matter of seconds a powerful rainbow beam of light struck the stone statue prison Discord resided in, setting him free.

"I LIVE AGAIN!" The powerful spirit of chaos thundered, as he broke free. "Who has released me from my stony prison?! I want names and I want 'em now!"

Twilight cleared her throat. "It is I who has freed you, Discord. But it is Fluttershy here who wishes to speak with you."

"Her? That timid pegasus? Whatever for?" Discord pondered. "I hope you're not trying to trick me, I'm in a very bad mood right now."

"It's no trick, I assure you," Twilight explained, and nudged Fluttershy forward. "Tell him why he has been freed."

But it was Princess Celestia who stepped forward and said to Discord. "Against my better judgement I have freed you so that you might help me end this war I find myself tied up in. Accept my offer, and you will be free to roam Equestria once again. Decline, and I will personally see to it that you go back to stone, this time for good!"

"Such a tempting offer," Discord replied, cackling a bit. "Ordinarily I would be reluctant to help out the very one responsible for breaking my heart and turning me to stone, but considering what that sister of yours tried to do to me, I'm all for a little payback! Very well, I'll lend my skills."

Celestia smiled. "Excellent, now here's what I want you to do."


Nightmare Moon was still fuming, pounding her hooves into the ground and firing off magic beams without regard for where they ended up! "I can't believe this! I, the mighty Nightmare Moon, am being pushed!" She growled, as she then said to her guards. "That's it, I've gone soft on Celestia for long enough! It's time we went on the offensive and crushed her and her little rebellion once and for all!"

"My my, you really must work on that temper of yours," A familiar voice called out. "You're acting like quite the child."

Nightmare Moon spun around, in the blink of an eye Princess Celestia was standing before her! "YOU!" Nightmare Moon hissed. "Have you come to beg for mercy? I assure you it's quite futile."

Celestia just tsked. "You really think I'd come all this way here just to surrender to the likes of you?" She asked Nightmare Moon. "If so, then you really don't know me at all." She effortlessly pushed the guards aside and knocked them out, leaving only her and Nightmare Moon standing.

"You're a fool, Celestia!" Nightmare Moon taunted. "You know you're no match for me, especially without the Elements of Harmony."

Much to Nightmare Moon's surprise, Celestia began to laugh. Nightmare Moon couldn't stand such a reaction, she thought for sure Celestia was mocking her! "What's so funny?!" Nightmare Moon demanded.

"If you really believe I'd be foolish enough to come here alone then you're the one who's a fool," Celestia explained, regaining her composure. "Let's just say I ran into an old acquaintance, and after what you tried to do to him, he's rather peeved off."

Nightmare Moon's confidence faded, replaced by true fear as she gulped. "No, you didn't."

A smirk crossed Celestia's face as she replied. "I did."

Just then, there was a mighty clap of thunder, and Discord appeared. "Hello, Nightmare Moon. Thought you'd seen the last of me? Well I'm afraid not." He said, a growl registering in his voice.

"I'll leave you two to catch up," Celestia smiled, as she backed away. "But remember our deal, Discord. I want my sister back, so try not to have too much fun."

"Party pooper, but fine have it your way. This'll just take a couple of seconds," Discord replied, snapping his fingers as he made a huge boxing ring appear in the throne room. "Alright, Nightmare Moon, put up your dukes!" The spirit taunted.

Nightmare Moon tried her hardest to fight back, but she was powerless to stop Discord. In a matter of seconds she was overwhelmed and defeated. "NOOOOOOOOOOOOOOOOO!" She cried, as she was then hit by the powers of the Elements of Harmony. After a blinding flash of light, standing before Celestia and Discord was a small light blue coated alicorn, with an even lighter blue mane and tail, and blue eyes. "Sister?" Princess Luna asked, her voice sounded a bit high pitched.

Celestia ran up and nuzzled her little sister. "Luna, how wonderful to see you again. I've missed you so much," Once the happy reunion had ended she turned to Discord and said to the spirit. "Thank you for your help. Now, there's one more thing I need to ask of you."

"Figures, I knew there would be a catch," Discord sighed. "Fine, name your price."

Celestia nudged Luna forward, as she asked Discord. "Could thou..." She cleared her throat. "I mean, could you give me back my old body, just for a little while? I'll need it to help my sister to defeat those meanie pants changelings and their bully of a queen."

"I can try," Discord replied, snapping his fingers. In a flash of light, Luna's body changed. She was still smaller than Celestia, but now the size difference was not as noticeable. Her coat was now dark blue in color, and her mane and tail were blue with faint shimmers of purple around the edge, both of which now flowed like Celestia's mane and tail. "Good enough?" Discord asked Luna, who nodded. "Okay, good. But it's only for about two hours, after that you're back to being little Lulu, got it?"

"Got it," Luna nodded, as she stood beside her sister. "Now it's time to put an end to the changeling menace!"


Chrysalis was every bit as furious as Nightmare Moon had been. "Why can't things ever go right for a change?!" She complained. "It seems like every time I'm close to succeeding, something comes along and disrupts my plans."

"Oh, I know how that feels." An unfamiliar voice snickered.

Chrysalis looked up, and nearly dropped dead. Not only was Princess Celestia standing before her, but so was Princess Luna. "What?! Impossible! T-this can't be! This can't be happening, I'm in a nightmare!"

Luna just laughed. "Well there won't be any waking up from this nightmare."

Celestia then added. "This is your last warning, Chrysalis! Surrender now, or suffer the consequences!"

"NEVER!" Chrysalis bellowed at the top of her lungs, shooting off the most powerful magic beam she could muster up. "I WILL CRUSH YOU BOTH WITH MY BARE HOOVES!"

Celestia and Luna effortlessly dodged the blast. "Ready, sister?" Celestia asked Luna.

"Ready!" Luna replied, the two alicorns lit up their horns, and combined their powers. Chrysalis was blasted away just seconds later!

"NOOOOOOOOOOOOO! YOU HAVEN'T SEEN THE LAST OF MEEEEEEEE!" The evil changeling queen cried, before she disappeared with a twinkle.

The changelings all gulped, many of them ran off. Without a queen, they had no idea of what to do or who would lead them. The rest, reluctantly, surrendered. At last, peace could come to Equestria.


By the time Celestia and Luna made it back to Canterlot (which by now had been freed from the cloak of eternal nighttime), Luna was back to her filly sized body, something she found most embarrassing. Celestia chuckled. "Relax, sister, you'll get your old body back soon enough. You need time to relax and readjust."

Luna frowned. "But Tia, I want to be a grown-up again, now!"

Celestia chuckled. "That's not the way to ask, Lulu."

"You're a poopy head." Luna remarked, prompting a few giggles from Celestia.

Celestia then turned to Twilight, Spike, and Starlight. "Thank you for your help. Without your quick thinking and clever strategies, I wouldn't be enjoying this victory. In fact, I shudder to imagine how this might have turned out without your help."

"It was nothing," Spike shrugged in reply, then a thought struck him. "But wait, if we go to the past and prevent history from being changed, what will happen to all of you? Won't you..... you know?"

Celestia seemed to wipe a tear from her eye as she said to Spike. "It's fine, we're not supposed to exist anyway. But at least you've given us a chance to know happiness."

"We'll never forget you, any of you," Twilight promised. "And I hope that, somehow, even when the Sonic Rainboom is allowed to happen, your timeline will still be allowed to stand."

Starlight wanted to say something, but no words would come out of her mouth. She was silent the entire time the trio made their way back to the table map in the Everfree Forest.

Spike sighed, as he looked at the map. "Well, guess the truce is over," He commented to Starlight. "So, what do we have to do to stop you this time?"

"One way or another, that Sonic Rainboom is going to happen!" Twilight said seriously. "And once it does, you're coming back to the present with us, and you're going to be in big trouble!"

But to the surprise of both Twilight and Spike, Starlight only replied by saying in a somber tone. "I know, and you don't have to worry. I'm finished, there's no point fighting back anymore. I see now, that the more I continue down this path, the more pain and suffering I'll cause everyone. My village is gone forever, and it's never coming back. I just can't believe it's taken me until now to realize that fact."

"Starlight?" Twilight asked, surprised to see the unicorn looking so glum and unhappy. It was as if she'd been drained of all her arrogance and confidence. "I don't know what happened that led you to make your village without cutie marks, and I'm sorry my friends and I had to take it away."

"You want to know what happened to me, huh?" Starlight asked Twilight, as she took the scroll out of her bag. "Well, I suppose I can show you. It's not like it'll change anything though." She lit up her horn, and cast the spell on the table map. A time bubble appeared, and sucked her, Twilight, and Spike up. The three disappeared in a blinding flash of light.


When the flash faded, Twilight and Spike found themselves in an unfamiliar village populated with a huge variety of ponies, most of them school aged foals.

"Where are we?" Twilight asked Starlight. "Why have you brought us here?"

"That map of yours is connected to every part of Equestria, and this part is my home," Starlight explained, pointing to a small house just off to the right of the village center. Peering in through the window, Twilight and Spike saw what looked like a filly version of Starlight Glimmer (the only difference being that her mane was styled into two pigtails instead of its straight down the center style that Starlight currently had), and a unicorn colt with an orange coat, except for light green patches on his legs and a small similarly colored spot on his face. His mane and tail were a two toned orange in color, styled into a loose curl, and his eyes were dark blue. "That's Sunburst," Starlight told Twilight and Spike, a hint of sadness reflected in her voice. "He was the first friend I ever had. We did everything together. In fact, I don't remember us ever being apart. Until today."

"What do you mean?" Twilight asked, concerned about what Starlight was going to say next.

Starlight just hung her head. "Just watch." Was all she said.

The young Starlight and Sunburst were playing a game, a game in which they stacked up books on top of each other by using their magic. Unfortunately, the pile began to wobble and tilt! Without warning, it began to fall towards Starlight! But before the filly had a chance to react, she found the books caught up in a pale yellow magical aura, the very aura that belonged to Sunburst. Sunburst proceeded to effortlessly put the books back on the nearby shelves, and when he had finished there was a great big flash of white light! When said flash faded, Sunburst looked at his flank and let out a happy whinny! On his flank was an orange sun with bursting yellow rays, and six blue stars.

The young Starlight could only watch, speechless, as Sunburst rushed past her and started prancing around in the town in delight!

"And just like that, my friend was gone. His family recognized his magical talent and sent him off to Canterlot. I never saw him again," Starlight sadly narrated to Twilight. "All my letters were never answered, he went on to no doubt become this 'Big Important Wizard' he always dreamed of being, and forgot all about me. He moved on, and I didn't. I remained stuck in this village, unable to ever make another friend again."

"Why not?" Twilight asked. "Seems like there were plenty of ponies your age to hang out with."

Starlight shook her head. "But they all had cutie marks, Sunburst and I were the only blank flanks left in town. And when he got his cutie mark and moved away, nopony wanted to make friends with the only blank flank left in town. It took me years before I earned my cutie mark, but by then it was too late. Late one night I packed my bags, ran off, and didn't look back," She then added in a glum and somber tone. "I told myself: 'Sunburst was the only good thing in my life, and then a cutie mark took him away from me. I don't care what I have to do to get him back.' But now I see, it wasn't a cutie mark that cost me my friendship with Sunburst, or prevented me from making new friends. It was me and me alone, nopony wanted to befriend me simply because of who I was, and seeing the monster I've become now, I don't blame them."

"Starlight." Twilight commented, unable to think of anything else to say.

Starlight didn't reply, she just lit up her horn and another time bubble whisked the three time travelers away.


The time bubble deposited Starlight onto one cloud, and Twilight and Spike onto another. "Well, now you've seen too much, and you know the sad story of my life," Starlight said to Twilight. "I'll bet you feel sorry for me. Well, don't! It's my own fault!" She then used her magic to toss the scroll to Spike. "Here, you hold onto it for me, I don't need it anymore! And when you get back to the present, rip it up so that nopony else may do what I have tried to do!"

A long silence passed, interrupted only by the occasional gust of wind. "Well, go on, what are you waiting for?!" Starlight asked Twilight. "I stole one of Starswirl's The Bearded's master spells, broke into your castle, and rewrote the course of history. I know what kind of fate awaits me for actions like that. Destroy me! I'm nothing but a monster, too dangerous to be allowed to roam free!"

"No, I won't do it, Starlight!" Twilight replied. "You're not a monster, not like Chrysalis, Sombra, or Tirek. A true monster wouldn't be expressing regret for what they've done, they'd still think they'd have done nothing wrong."

Starlight only persisted. "Oh, what? Suddenly you care about me and think I'm better than I really am? Perhaps you need the proper motivation, maybe you just can't bring yourself to fire the first shot." She then fired a beam of magic at Twilight, who dodged it very easily.

"Hey!" Twilight cried.

"There, at least now you can say you had no choice, that it was justified," Starlight said to Twilight. "I refused to be taken in and attacked you, you just did what anypony else would've done in such a situation. Come on, finish the job and go back to your happy little world."

Twilight still refused. "Starlight, for the last time, I won't do it! You have the potential to be good, I saw it for myself. You were a big help in that alternative timeline," Then she added. "You can't blame yourself for what happened with Sunburst, I'm sure he didn't intend to forget about you."

Starlight only shook her head. "None of that matters now. I thought Sunburst and I were one and the same. But we turned out different, and it tore our very friendship apart! And it was all my fault!"

Twilight flew up to Starlight's cloud and said to her. "So try again! Make new friends! And if something that you can't control happens that changes things, then work through it together! That's what friendship is, Starlight! And it's not just my friendships that are important to Equestria! Everypony's are! When yours ended, it led us here. But just imagine all the other friendships that are out there waiting for you if you just give them a chance! Please, take my hoof. Allow me to show you a better way."

With tears in her eyes Starlight reluctantly looked up at Twilight and asked. "But how do I know that they won't all end the same way mine and Sunburst's did?"

"They won't, not if you work hard to make sure they survive and thrive," Twilight replied with a smile. "Now come on, let's go back to our time and leave the past in the past, where it belongs."

Starlight hesitated for a moment, before she slowly reached out and accepted Twilight's hoof, just as a young Rainbow Dash pulled off her first ever Sonic Rainboom! Twilight, Spike, and Starlight then returned to the present, as the whoosh of the rainboom echoed across Equestria.


Twilight, Spike, and Starlight arrived back in the throne room of Twilight's castle, and one final time bubble sucked up the scroll, thus ensuring it would never be found!

Spike was so pleased to back in his own timeline, that he started kissing the ground! "One Castle of Friendship – check!" He said to himself.

Just then, the throne room doors creaked open, and all of Twilight's friends came trotting in. "What in Equestria was that flash for?!" Rarity asked.

"Are you both okay?" Fluttershy asked Twilight and Spike.

"Can you do it again?" Pinkie squealed!

"One group of amazing friends – check!" Spike said to himself.

Twilight smiled. "Yes, Spike. It looks like we're finally home!"

Just then, Applejack noticed Starlight Glimmer standing next to Twilight, and she gasped! "Uh... what's she doin' here?" She asked, hoping for an explanation.

"Ah yes, about that," Twilight nervously laughed. "Actually, it's kind of a long story," She turned to Starlight and said to her. "Can I trust you to wait outside for a bit?"

"I.... guess." Starlight managed to say, and left the throne room.

Once Starlight was gone, Twilight turned to her friends and said to each of them. "Have a seat, girls, because do I have a story for you!"


Twilight and Spike explained their entire adventure to their friends, all of whom were very surprised by what they heard! "And that's the story," Twilight said, finishing her explanation. "I know it must be a lot to take in, but it all happened."

Rainbow Dash was the first one to speak up. "Wow, sounds like you two have been to Tartarus and back! I actually lost a wing in that first alternate timeline?! That sounds painful!" She commented. "I knew my rainboom was amazing and what not, but I never would've imagined that all of Equestria depended on it! You sure you're not just stroking my ego? I mean, not that I'd have a problem with that or anything."

"I can't believe I was actually part of an army, or that I fought in a war!" Pinkie exclaimed. "I never even imagined how important we were to all of Equestria, if I didn't know better I'd say this was all some elaborate story imagined by these crazy alien creatures intent on selling toys of us. But you'd have to be beyond crazy to believe that."

"Well, I think it's more than that, really," Twilight concluded. "Friendship connects all of Equestria, and undoing one group of friends made its magic less powerful. In the cases I mentioned, it was probably enough of a reduction in power to enable those threats to emerge."

"I can't believe y'all were able to travel through time like that," Applejack said to Twilight. "That Starlight must be pretty magical!"

Twilight nodded at Applejack's statement. "She obviously has more talent for magic than almost anypony I've seen. My magic couldn't stop her. I had to convince her to stop on her own. And I think that magical talent could be put to good use. However, I wanted to know what you girls all think, and even what you think, Spike. Starlight is very powerful, and sending her on her way would be dangerous. But I don't know for sure if taking her under my wing is the best option."

"To be honest, sugarcube, we really can't help ya on that," Applejack replied, and each of the girls nodded. "We weren't there to see those impressive feats you claim Starlight pulled off. Maybe you see somethin' we don't, but if you're askin' us to judge Starlight's potential as a student just based on what we know, we ain't gonna be much help. All we know about her is that she was the leader of that village, and a mighty powerful one at that. But power alone doesn't mean you're capable of great things."

"I think I agree with the girls on this one, Twilight," Spike added. "You are the only one who saw the best and worst that Starlight had offer, you're the only one who can decide what to do with her."

Twilight sighed, the girls and Spike both brought up good points. "Very well," She reluctantly spoke. "I suppose there's no point beating around the bush. The time has come for us to vote and decide Starlight's fate."


Outside the throne room, Starlight was pacing nervously back and forth, wondering to herself what was going to happen to her.

At last, Spike poked his head out of the throne room doors and said to Starlight. "They've reached a decision, your presence is requested at once."

Reluctantly, Starlight trotted into the throne room and stood before the six ponies (and one dragon) who now held her very future in their hooves. "I know there's no excuse for what I did, but I want you all to know that I'm ready for whatever punishment you think is fair," She said to them. "I know I can't take back the things I said and did, and quite frankly I don't expect you to forgive me or show me mercy. Even saying I'm sorry wouldn't be enough to make up for what I've done. So whatever you decided, I shall respectfully accept."

Twilight cleared her throat and looked Starlight firmly in the eyes as she said seriously. "I've been thinking a lot about how badly Equestria fared without just one group of friends. Because even when one friendship dies, the results can be disastrous."

Starlight was confused by why Twilight would mention this, but could only bring herself to say. "I know first-hoof how true that can be."

Twilight then said with a smile. "And that's why I've asked you here. If you're willing to learn, I'm willing to teach you what I know about friendship. I can teach you how to understand it, and hopefully discover the magic inside it," She then said seriously. "I can't promise it will be easy, or that we'll always agree. I myself am new to this teaching game, so I can't promise my lessons will always be straightforward or my methods precise. I'm certain we'll have plenty of disagreements, some perhaps more serve than others. Knowing all that, knowing the difficulties that lay ahead, do you still wish to accept my offer? I won't mention the alternative, but I think you have a pretty good idea of what that entails. The choice is yours and yours alone though, I can't force you to decide one way or the other."

Starlight looked at Twilight, then at Spike, then at the girls. She put a hoof to her chin and pondered to herself for a couple of minutes, before she at last said in a somber tone. "I.... suppose I could give this whole teacher/student thing a try. But how do I start? What do I do?"

Twilight smiled and laughed. "Starting is easy, Starlight! All you have to do is make a friend!"

"But, I don't have any friends." Starlight protested.

Twilight put one of her wings around Starlight as she said in a warm tone of voice. "Well, you do now, you have me. And trust me when I say: 'Having one friend is a lot different than having no friends at all.'."

"T...thank you." Was all Starlight could bring herself to say.

"You're welcome," Twilight replied, patting Starlight on the head. "Now then, while we're still working out this whole teacher/student relationship, I think it's time we closed the book on your past, and I'm sure you know what that means."

Starlight gulped. "You can't possibly mean...."

"-I'm afraid so," Twilight interrupted. "You owe them an apology at the very least."


Twilight, Spike, and the girls, all accompanied Starlight on the train ride back to her village. Twilight then encouraged Starlight to approach the ponies she had wronged before in her obsession with equality.

Starlight very reluctantly took a few steps into the village, and was surprised when she almost immediately locked eyes with the four ponies who had been responsible for ousting her from her village in the first place, Double Diamond, Party Favor, Sugar Belle, and Night Glider.

Nopony said anything, their eyes and expressions conveyed all the emotions needed. At last, it was Double Diamond who reached out and pulled Starlight into a group hug. It became clear that, whatever hostilities the four may have harbored against their former ruler, they were at least not so cold as to turn her outright.

As the four ponies led Starlight away to show her just what had become of the village since her departure, Twilight just smiled. In the span of just a day, she'd not only thwarted another attempt at destroying Equestria, but had gained a new student, and a new friend.

Author's Note:

I apologize for the length of this second part, I didn't intend for it to be this long even considering everything I knew I had to correct.

I already mentioned a few problems with this two parter when I rewrote part one, and once again I apologize if the "Previously/Last Time On" recap at the beginning feels clunky. As I said before, I'm not sure how to best do that sort of segment from a writing perspective.

Anyway, the biggest problems with this two parter became apparent in the second half. Not only was Starlight was reduced to a petty villain who, instead of depending on her smarts and the element of surprise, was now solely driven by revenge and yet was somehow plot armored to be able to take on and match Twilight in power in a straight up content of magic.

This leads directly into the next big problem, Starlight's redemption. Even when presented with the reality of what her actions will cause, Starlight denies this and then tries to justify it with her backstory that doesn't even begin to justify what she's done. A recent Equestria Daily article suggested it's supposed to be like The Joker's backstory in The Killing Joke, in which he claims he doesn't truly remember his past (he famously says "If I'm going to have a past, I prefer it to be multiple-choice.") and he's attempting to use it solely to justify why he is what he is. Apparently, the Equestria Daily article suggesting Starlight's backstory is similar to The Joker's in that graphic novel (a catch all term these days) claimed that we're suppose to understand but not sympathize with Starlight's viewpoint. But unfortunately, even if that was the intent, it still falls flat when subjected to the "Explain, don't excuse" test.

The test means, when you give your character a motivation for doing something, you can either explain why they do it or try to excuse why they're doing it. For example, Pinkie Pie acting without thinking excuses why she makes Fluttershy cry, but doesn't explain why she does something that is out of character for her. On the other hand, Diamond Tiara having a verbally (and possibly physically) abusive mother doesn't excuse the horrible things she's done in the past, but it explains (to some extent anyway) why she ended up the way she did. And it's always better to explain a character's actions, rather than try to excuse them (and there are times when a character's backstory neither explains OR excuses their behavior, as Sky Stinger's backstory in "Top Bolt" will attest. Sometimes you can give a character as much of a sob story as you want, but it doesn't change the horrible character that they are in the present.).

More or less, Starlight suffers the reverse problem of Sunset Shimmer (and no, Starlight is NOT a poor man's Sunset, they have very little in common and have more differences than similarities! Starlight is much closer to Discord and Princess Luna in terms of character). Whereas Sunset Shimmer was a really bad antagonist in the first "Equestria Girls" movie but was easily reworkable into a really good protagonist from "Rainbow Rocks" onward, Starlight Glimmer was a really good antagonist in her first introduction. The worst monsters are the ones that don't look like monsters, the ones hidden in plain sight. Yeah, it's obvious looking back that Adolf Hitler was a horrible person, but at the time he existed you would legitimately have no way of knowing because he looked like any other leader and even spoke like any other leader. It was his actions, not his appearance, that lead to him becoming one of the most infamous dictators in history. The same holds true with Starlight, she worked so well in "The Cutie Map" because she didn't look like a monster, she looked any other pony. She was subtle about her ways and her objectives, so by the time the mane six found out what she was really like, it was too late.

As a result, it was really hard to turn Starlight into a protagonist, and the writers sort of forgot how to sell us on the concept. To correct that mistake, I decided to merge the two big timelines shown in the original version of the second part together, and have Starlight work with Twilight and Spike to resolve the conflicts brought about through that merge.

I also included Princess Celestia, seeing as she really deserved to play a bigger role in the two parter than she got. And the line from Twilight about Chrysalis was moved to Starlight, because even excusing Twilight's previous blunders as grasping at straws, she really has no excuse for believing Chrysalis in that timeline can be trusted. Chrysalis in the changeling war timeline seemed to be every bit as manipulative and decietful as she was in the main timeline, and since Twilight was the victim of such actions, she would be weary of believing Chrysalis would keep her word without any evidence to the contrary.

Lastly, even though I included no dialogue, I decided to expand a little on the part towards the end of the second part, when Starlight goes back to her old village. As a lot of people say that this was something the show shouldn't have skipped over. Considering Season 6 seemed to then go on a time skip for a couple of months (though who knows for sure until we get some elaboration on how the show timeline works), I can agree that it seemed like we were robbed of the chance to really get to see Starlight change, they just sort of glanced over it and said "Yep, she's reformed now."

Now it's onto the Season 6 rewrites, the first of which just so happens to be a Starlight Glimmer episode. The rewrite of "No Second Prances" will hopefully be out by Friday, and the rewrite of "Newbie Dash" will hopefully be out by Monday or Tuesday, but we'll see how things go. I'm still going to hold to the belief that this series will be done by early April, simply because I don't know what might crop up once classes resume for me next week, or what might happen in my family.

As always, if you have any suggestions on how to improve or ideas for future rewrites (show or comics) feel free to mention them.

Episodes to be rewritten:
Bridle Gossip
Family Appreciation Day
Magic Duel
Keep Calm and Flutter On (Two Parter)
Flight to the Finish
Tanks for The Memories
Made In Manehattan (Will be retitled "Fillydelphia Follies")
The Cutie Re-Mark Parts 1 and 2
No Second Prances
Newbie Dash
Applejack's "Day" Off
Spice Up Your Life
The Cart Before The Ponies (Bonus Chapter)
Every Little Thing She Does

Previously rewritten episodes:
Boast Busters
Look Before You Sleep
Feeling Pinkie Keen
Green Isn't Your Color
Over A Barrel
Luna Eclipsed
The Cutie Pox
Hearth's Warming Eve
The Super Speedy Cider Squeezy 6000
It's About Time
One Bad Apple
The Show Stoppers
Owl's Well That Ends Well
Dragon Quest
Spike at Your Service
Just For Sidekicks
Games Ponies Play
Bats!
Rainbow Falls
Three's A Crowd
Filli Vanilli
Somepony to Watch Over Me
A Bird In The Hoof
A Friend in Deed
Apple Family Reunion (Bonus Chapter)
Power Ponies
Testing, Testing, 1, 2, 3 (Bonus Chapter)
Castle, Sweet Castle
Appleloosa's Most Wanted
Princess Spike
Canterlot Boutique
Scare Master
Hearthbreakers
What About Discord?
Bridle Gossip
Family Appreciation Day
Magic Duel
Keep Calm and Flutter On (Two Parter)
Flight to the Finish
Tanks for the Memories
Fillydelphia Follies (Made In Manehattan)