• Published 5th Aug 2019
  • 2,693 Views, 49 Comments

My Little Pony Friendship is Magic What If?: Volume 9 - SuperPinkBrony12



The ninth installment of a What If series that involves the rewriting of episodes. This one covers two Season 2 episodes, one from Season 4 as well as 6 and 7, and five from Season 8. (Warning!: Rewrites based on personal opinion. Please respect it!)

  • ...
4
 49
 2,693

S8 E26: School Raze, Part 2 (What If?)

When last we left off the ponies were facing a crisis that seemed to get worse and worse with each passing minute. It had all started when a field trip to Cloudsdale ended with Starlight's cloud walking spell mysteriously failing. A dramatic rescue had been necessary to save the lives of the students who couldn't fly.

"Magic is disappearing from Equestria again." Rainbow had commented in alarm, bringing the news to Twilight.

It was confirmed a short time later by an emergency meeting in Canterlot. A letter from Starswirl the Bearded made it clear to all what was happening, for the wizard had written:

I can't explain it, but all of the magic in the land of Equestria is vanishing at an alarming rate! If my estimations are correct (and they usually are) then by sundown at the end of three days all of our magic will be lost forever!

You must act quickly! Find the source of the magic theft and stop whoever or whatever is behind it within the three days I've mentioned! Otherwise, our magic will cease to exist, and Equestria will be left defenseless forever.

Twilight's attention immediately went to Tirek, thinking he might still be in Tartarus. "Has anypony checked on Tirek lately?" She'd asked, to which she was told that nopony could be sure.

It was then that the young princess decided to take matters into her own hooves. "It's too risky to go all the way to Tartarus with me. I'll go alone. The rest of you need to stay and keep an eye on the school." She'd told her friends, before announcing her intent to travel to Tartarus with Discord.

Alas, Twilight's friends did not suspect that this was when Chrysalis would choose to reveal herself. She first did so to Starlight on the first night. "Oh, what I'm gonna do to you." The former queen had cackled after easily overpowering the unicorn.

The next night, it turned out that she had made a deal with Chancellor Neighsay while disguised as Cozy Glow. But Neighsay wasn't as easily fooled. "You've given me everything I could hope for on a silver platter. I've had far too many ponies try to butter me up like this not to grow wise. What is your real reason for luring me here like this?!"

Yet it was at that moment that Sandbar, Gallus, Smolder, Ocellus, Silverstream, and Yona accidentally revealed themselves to the two. And that caused them to be locked up and imprisoned.

"Until I can figure out what's going on I refuse to take any chances. You will all remain here." Neighsay told the six students.

But Sandbar managed to convince Neighsay to let him go, claiming in front of all his friends. "I don't want anything to do with creatures that could threaten Equestria!"

However, it was all a ruse so the colt could slip away and get help. Said help was in the form of the Cutie Mark Crusaders. "If the Cutie Mark Crusaders can distract Neighsay, I can rescue my friends and we can all get to the bottom of this." He'd explained to Apple Bloom, who quickly promised to help.

Meanwhile, Twilight made it all the way to Tartarus, only to realize too late that it was a trap! The gates slammed shut on her, leaving her stuck there with no way out!

Tirek delighted in the princess' dilemma. "All I had to do was stall you long enough for the key to expire. You're now stuck here with me, forever," He'd told her and then laughed while he explained. "It's funny, I never actually met her. But when she started writing to me, offering to be my pen pal. Well how could I say no? The one responsible for the magic theft is none other than Chrysalis, former queen of the changelings."

And that was the discovery that Sandbar and the Cutie Mark Crusaders had found out upon entering a series of crystal catacombs beneath the school.

"All the pieces are falling into place. Soon, all will bow to me, Chrysalis, the Empress of Equestria!" Chrysalis had vowed while placing a crown on her head. Meanwhile, above her rested the imprisoned Starlight Glimmer, suspended in a magic bubble over a magic vortex. And there was now only one day left before the magic would disappear from Equestria forever!

Chrysalis didn't stay in the catacombs for very long, the sun would be rising shortly and she still had a particularly nosy chancellor to take care of. "It won't be long now, Starlight Glimmer," She taunted her victim one last time. "Now I'd better make sure Chancellor Neighsay knows just who he's up against. See you soon." And she stuck out her tongue before morphing back into her disguise of Cozy Glow, departing the catacombs without further fanfare.

The silence in the catacombs was soon broken as Diamond Tiara found the courage to speak out only seconds after Chrysalis had left. "I should've known Cozy Glow was up to no good. She reminded me way too much of how I used to be," The headgear wearing filly shuddered at the image she conjured up. "It's like looking in a mirror. A really ugly mirror."

"How did Chrysalis even manage to get her slimy hooves on those artifacts? I thought Twilight kept them in a secure room in the school?" Sweetie Belle questioned.

Scootaloo groaned. "Chrysalis probably learned the combination, just like she learned how to conduct the spell to drain all the magic from Equestria. She's one persistent bug."

Apple Bloom, meanwhile, declared. "That's enough talk. We gotta get Starlight out of here before Chrysalis comes back! Starlight'll warn the others!"

But Sandbar eyed the six artifacts in the circle around the vortex and gulped. "Uh, I don't think that's a very good idea, Crusaders. Shouldn't we tell Professor Applejack or one of the grown-ups?"

"We can't wait around for them to find out they've been duped! This is a time for action, not words!" Apple Bloom declared. "Besides, if we free Starlight we're freein' the grown-up who can put a stop to Chrysalis' plans before it's too late!"

Taking Apple Bloom's advice, Sweetie Belle rushed forward to grab the first artifact within her reach: the Crown of Grover!

Suddenly, the voice of Starlight Glimmer cried out! "Sweetie Belle, don't!" But her warning came too late! A magical hand reached out from the bubble and grabbed hold of the filly, prompting a scream!

"Sweetie Belle!" Scootaloo cried in horror and rushed to try and grab her friend!

"Help! Save me, please!" Sweetie Belle pleaded.

Scootaloo reached out a hoof to grab Sweetie Belle, and Apple Bloom and Diamond Tiara quickly grabbed onto Scootaloo's back hooves! All three pulled together, and with their combined strength they seemed to make some progress. But it wasn't until Sandbar joined in that they were all able to successfully yank Sweetie away from the bubble's grasp.

Starlight spoke up again once the fillies and Sandbar were all safe. "Listen to me, all of you!" She commanded. "It's taking everything I've got just to be able to speak to you like this! There's enough magic in the bubble for one low level spell, and a communication spell is the best I can do," She proceeded to explain. "You need to get out of here! Those artifacts aren't going to budge unless they're touched by someone worthy."

"You mean, like the bearers of the Elements of Harmony?" Sandbar questioned.

"Maybe," Starlight considered before she unhappily sighed. "But Twilight raced off to Tartarus, which is just what Chrysalis wanted. Without Twilight, the Elements of Harmony won't work."

Sandbar reluctantly spoke up. "Then what can we do, Counselor Starlight? We can't just leave you like this."

Starlight shook her head. "You don't have a choice! Get back to your friends, Sandbar! Find a way to stop Chrysalis before it's too late!"

"How are we gonna do that? There's no way to get word out to Princess Celestia, or anypony else. Especially not with Chancellor Neighsay in charge." Diamond Tiara protested.

"Please, Starlight, you have to help us. You and Twilight always seem to know just what to do." Scootaloo nervously whimpered.

Starlight only shook her head. "This time I'm afraid you're on your own. But if you can defeat Chrysalis, her imprisonment spell should break. That should give me a chance to at least buy us time. I'm sorry I can't help you anymore, but you can do this. Sandbar, you and your friends are special, even Twilight thinks so. And the Cutie Mark Crusaders, you've solved problems and done things even the best of ponies would've been stumped by. If anyponies can figure out how to save the day, it's all of you. Now go, quickly!"

And so the ponies reluctantly did just that. Though Sandbar was quick to insist. "We're not leaving you behind, Counselor Starlight! We'll be back for you, I swear!" Then he followed the Crusaders as they all left the catacombs.

Even once they were safely back in the library, the ponies had little time to rest. "I'm going to rescue my friends!" Sandbar told the Crusaders. "You need to find Chancellor Neighsay before Chrysalis does! He has to know what's going on, he might be our only hope."

"And you think you'll believe us?" Sweetie Belle asked in a hopeful tone of voice.

"Probably better if he hears it from you fillies rather than me. He probably still doesn't trust me even though I pretended to be on his side." Sandbar explained and then rushed away.

The other Crusaders gulped, but Diamond Tiara looked at them and declared. "You heard what Sandbar said! He's counting on us, and we're not gonna let him down!"


The other creatures weren't taking their imprisonment lying down. They'd been trying ever since Neighsay, Cozy Glow, and Sandbar had left them earlier in the night.

Gallus was now currently slamming his weight against the door, trying to make it budge. But despite his best efforts, the door rattled only slightly yet did not open.

"Still locked, huh? Figures." Smolder quipped in a defeated tone of voice.

"Come on, we have to at least try to escape!" Gallus protested. "After all we've been through, you really think I'm gonna let some arrogant chancellor tell me what to do? I think not."

Smolder sighed. "What's the point, Gallus? Even if we do escape it's our word against Cozy Glow and Neighsay."

Ocellus sighed too, looking down at the ground. "And if Sandbar's turned his back on us, then everypony else has probably done the same as well. Even our professors probably think we're guilty."

But Yona furiously stomped a hoof down in protest. "No! Sandbar not turn his back! Yona not care what others think, Yona have faith in Sandbar! Sandbar is our friend!"

Smolder rolled her eyes at Yona's statement. "Yona, why do you stick up for Sandbar so much? Can't you take a hint? He chose the winning side, and it's time we all did the same. He clearly said he wanted nothing to do with us."

Yona protested. "Yona not believe Sandbar mean that! Sandbar not betray us after all we go through as friends!"

Silverstream nervously suggested. "But why did he say what he said? If was just an act, why was it so convincing?" She began to wonder. "Maybe he only said that so one of us could be free to snoop around and figure out what's going on?"

Just then, a lock on the nearby window became unlatched. Sandbar grinned as he climbed in through a ladder and boasted. "I dunno. That sounds too clever for a pony to come up with."

Everyone in the room was glad to see Sandbar, but none more so than Yona! She rushed right up to him and tackled him into a big hug! "Yona knew Sandbar was still our friend! Yona knew Sandbar not betray us!" She laughed.

"O-okay, okay, Yona! Now can you get off me, please? You're crushing me!" Sandbar pleaded as he tried to escape the smothering hug. Yona obeyed, blushing a bit as she did so.

"So, I guess you're not slumming it up with Neighsay and Cozy Glow," Gallus commented to Sandbar. "For the record, the next time you decide to put on such an act, don't make it too convincing."

Now it was Sandbar's turn to blush. "Sorry, it was kind of a spur of the moment thing. Professor Rainbow Dash always taught us to think on our hooves or whatever we have. Always worked well for her," Then he commented. "Besides, I found out that Cozy Glow is not who we thought she was."

Smolder rolled her eyes again. "We already know that, Sandbar. We know she's in cahoots with Neighsay, she makes Headmare Twilight go away and Neighsay gets to take over the school and run it his way."

"Except there's no actual Cozy Glow," Sandbar explained. "The Cutie Mark Crusaders and I discovered that she's actually Chrysalis, and she's the one responsible for Counselor Starlight's disappearance and the magic theft."

Ocellus shuddered. "I should've known it was her! How could I not sense it?!"

"Hey, she sure had me fooled! I never would've guessed Cozy Glow was a ruse," Silverstream declared. "But what are we supposed to do now?"

Gallus grinned as he fluffed up his feathers. "What do you think we do? Since our headmare isn't here and Counselor Starlight's out of commission, it's up to us. We'll teach that former queen a lesson she won't forget!"

"Bring it on! I smell a barbecue!" Smolder roared as she blew flames out of her mouth.

However, at that very moment an echoy voice called out to the six. "I am afraid that will not be enough. You are not yet ready." Without warning, an ominous wind blew and a blinding flash lit up the room! The six students shielded their eyes!

When at last the flash faded and the six opened their eyes again, they saw a sight that they almost couldn't believe. There stood what appeared to be none other than their headmare, Twilight Sparkle. But she appeared to be glowing rather brightly, a fact that did not go unnoticed.

"Headmare Twilight? But I thought you were stuck in Tartarus." Sandbar questioned.

Silverstream, however, gulped. "Guys, should we be worried that our headmare is all glowy and sparkley? Is that a thing ponies do, Sandbar?"

Sandbar nervously shook his head. "No... a-at least, I don't think we do. But if that's not Headmare Twilight, then who is it?"

"And what does it mean by 'You are not yet ready'?!" Smolder demanded of the glowing projection.

The glowing projection of Twilight only vaguely replied. "You six are ill prepared to face Chrysalis. You have come far and learned much, yet there is still one lesson you have yet to master. You are not yet one. And until you are, victory will never come to you."

"Listen, Headmare Twilight," Gallus growled as he stepped forward. "If this is some kind of test, we're not buying it. After everything we've been through, do we really need another test to prove we're good?"

The projection simply answered. "A test? Yes, of course," The ominous wind from before began to blow. "You shall each be tested one by one. You must overcome your greatest fears. If you can pass the test before the sun sets on this coming day, you will be ready to face Chrysalis and save Equestria. Fail the test, and you will remain lost and forgotten. Let us begin."

Before anyone could say even a syllable in protest, they were all whisked away by the projection! The room they were in became empty, as if though the six had never been there to begin with.


Just a short time later, the sun rose on what was now the third day since magic had begun to disappear from Equestria. By sundown it would be gone forever unless the source of it could be located, and the one responsible for it defeated.

The third day dawned at the school as the Cutie Mark Crusaders were rushing to the headmare's office to warn Chancellor Neighsay. But they found themselves only halfway there when the stallion began to speak to a gathered crowd in the front hallway of the school.

Neighsay cleared his throat. "Students, by now there's no use in trying to conceal the truth from you all. Magic has begun to disappear from all over Equestria, and has been doing so for two days straight," Amidst the collective gasps of the crowd he added. "Today is the last day it can be stopped! By sundown this evening, all magic shall be gone forever unless we locate the creature responsible for this mess and put a stop to their evil plan!"

A voice called up from the crowd. "What are we going to do, Chancellor?" And all eyes fell upon Neighsay.

Neighsay didn't hesitate for a moment before he declared. "I want to assure you that this institution is safe, despite the absence of your headmare. As your guidance counselor is also unavailable and the rest of your professors have classes to teach, I hereby appoint myself to lead the school. As your new headstallion, let me be the first to say that the reign of Princess Twilight is now over! From now on until further notice, this school will adhere to EEA doctrine, as it should have from the start!" He threw down a massive book of rules. "There will be no more mistakes! Together, we will do what Princess Twilight failed to do! Bring safety and stability to Equestria, and ensure our values are protected!"

Several students began to murmur angrily to each other. But to the surprise of everyone it was the sound of clapping that got their attention. And the clapping was coming from none other than Cozy Glow, who appeared to have a smile on her face. "Thank you, Chancellor Neighsay, for that rousing speech. I know you're a stallion who truly believes what you say."

The chancellor suspected nothing as he eyed Cozy Glow. "Indeed I do, Cozy Glow. Though I hope you realize that there will be no more favors granted to you. Since you are here under false pretenses, I see little choice but to have you expelled!"

But Cozy Glow only replied. "Golly, you wouldn't do that. Not to a sweet, innocent little filly like me? Especially when I'm not one of those dangerous creatures you just locked up last night."

One student suddenly gasped! "He did what?!"

Cozy Glow smirked as she trotted closer to Neighsay. "Oh, didn't your chancellor tell you? He arrested six students who he believed were a danger to Equestria and responsible for the magic theft. And you should probably know, one of them was a pony. Just like you and I. A pony whose only crime was associating with those other creatures."

"What is she talking about?" Another student whispered to the first student.

Cozy trotted closer, now in front of the crowd. "It's time you told them the truth, Chancellor Neighsay. You wanted Headmare Twilight out of the way so you could take over. So that you could run the school the way you've always wanted. So when you say there won't be any more lessons from the Princess of Friendship at the School of Friendship, I guess you mean that, too."

Neighsay gulped, suddenly finding himself on the defensive. "That's not true. I never said that!" He insisted. "Students, pay this child no mind. She speaks nothing but lies!"

But the filly continued to press, continued to whip the crowd into a frenzy. "Really? You locked up a pony just because of who he was friends with. How can we be sure you won't do the same to any of us?" She turned to the students. "Are we going to give the pony who already tried to wreck Twilight's school once another chance to do it? Are we really going to let him rule over us with an iron hoof instead of a velvet glove like Headmare Twilight did? Or are we going to stand up to a pony who thinks he knows what best for us, as long as we agree with him and don't ask questions?"

Several of the students shouted back. "Down with Neighsay!"

The chancellor tried to reassure the students as he suddenly found himself surrounded. "This is an outrage! I won't stand for it! All I want is what's best for Equestria, and for young minds to have a safe place to learn!"

"So does Headmare Twilight, but I guess that wasn't good enough for you!" Cozy taunted. "You only wanted an excuse to get this school shut down! But I guess you forgot that Twilight had the backing of Princess Celestia and Princess Luna. Or were you planning to get rid of them too?"

"No! Never in a million years!" Neighsay protested, and pleaded with the students. "You must listen to me! The magic in Equestria is failing! We're all in terrible danger!"

"You bet we are, we're in terrible danger from you!" Cozy roared as she accusingly pointed a hoof. "How can we be sure you didn't set up this whole thing just so you could take over? You've already told so many lies, how can we be expected to believe anything you say?"

Try as he might, Neighsay was unable to say anything as he found himself overwhelmed by the angered students! They rushed toward him and carried him away, shouting and jeering the whole time!

Cozy snickered, rubbing her hooves together as her eyes glowed green. "Well, that's one less problem I have to deal with. Better luck next time, Chancellor. Assuming there is a next time."

Cozy trotted away a second later, feeling quite pleased with herself. She didn't realize that from the safety of a nearby closet, the Cutie Mark Crusaders had seen everything.

"So much for gettin' through to Neighsay," Apple Bloom commented. "Where the heck did Sandbar and his friends go?"

Sweetie Belle gulped. "I don't know, but now I think we're truly on our own! It'll take a miracle to save us now!"


Deep in the crystal catacombs beneath the school, the six students all came to their senses one by one. They quickly noticed that they were all separated from each other, with no sign of each other anywhere in sight.

Silverstream was the first one to spot what appeared to be a way out. In the distance she could see a waterfall, and it looked like there was something on the other side of it. The pink coated hippogriff rushed through. But when she came out on the other side she was surprised to find herself in very familiar territory. "Mount Aris? How did I end up back here?" She leaped over and perched on a rock. "Wait a minute! Headmare Twilight sent me home? But why? What did I do? Am I suspended?" She called, only to hear no reply. "Hello? Anygriff here? Mom? Dad? Terramar? Aunt Novo? Seaspray?"

There was no reply, and the hippogriff became the slightest bit unnerved. The silence was very uncomfortable, it felt like something was wrong. "Maybe they're all just topside?" She thought to herself, trying to hide how nervous she was. "I-I'll... I'll check."

But as Silverstream flew into a nearby cave, suddenly she heard a growl. "What was that?" She wondered and looked behind her. That was a mistake, her eyes caught sight of an ominous shadow. And it filled her with dread! She transformed into a seapony and dove for cover in a nearby pond, quickly cowering behind a rock!

The shadow grew in size, standing up on two legs. And a pair of brilliant opal eyes suddenly appeared. At once, Silverstream recognized who it was. "No, it can't be! You... you were destroyed! Shattered into a million pieces!"

The shadow only laughed and growled. "Oh foolish child, I cannot be destroyed so easily. And this time, there is nowhere you can hide. You and all the hippogriffs will bow to me!"

"Never!" Silverstream roared, trying not to cower. "We'll never let you rule over us, Aunt Novo will stop you!"

The shadow of the Storm King only laughed again. "Such bravado, but it can't hide your fear. And I see much fear in your eyes."


Gallus was the next one to find himself in a tough place. He was in what appeared to be a small cave made up of crystals, and several lights shone through the cracks in alternating hues of purple and white.

The griffon found himself a little bit unnerved, but he tried not to show it. "Okay, so I'm cut off from my friends and I'm in a room with no exit," He took a couple of breaths, inhaling deep. "No big deal. I'll just find the exit and get out."

But just after Gallus spoke he moved one of his paws, tripping one of the lights. The cave he was in rattled and contracted, the sharp crystals pressing closer!

Gallus backed up and began to hyperventilate! "Okay, big deal! Totally not cool!" He panted as he broke out into a nervous sweat. "I've gotta figure a way out of this mess before I become a griffon pancake!"


Yona was having problems of her own. She was alone in a dark cave that was only light periodically. And ominous creaking sounds could be heard.

Still, the yak stepped forward one hoof at a time. She tried her best not to look frightened. "No big deal, nothing for yak to be afraid of," She told herself. "It just empty cave. Yona is alone. Nothing here can ever hurt-"

But Yona's conversation to herself was suddenly interrupted as she heard a chittering sound coming from somewhere behind her. It sounded ominously close. She spun around, only to come face to face with her worst fear! An army of spiders that weren't even half her size! And they all appeared to be looking right at her!

Yona gulped and backed up as she began to stutter! "S-s-spiders!" Then she screamed in horror and began to run, the spiders following her as if she were their prey!


Compared to her friends, Smolder wasn't having a tough time. She'd quickly come to her senses and decided it was best to focus on getting out of the caves. Even so, the dragon couldn't help but comment to herself. "These past few days have been really strange! Things like this just don't happen in the Dragon Lands. Not with Ember around."

Suddenly, ahead Smolder could see a light. She flew towards it, hoping it was a way out.

It wasn't, instead two earth ponies in fancy dresses and incredibly girly shades of pink were talking to each other. They seemed to be having a tea part of some sort.

Smolder skidded to a halt. "What the-" She began, speaking a little too loudly. The dragon gave away her presence.

The two ponies turned to look at her with bright smiles (creepy smiles in Smolder's case). "Ohhh! Hello there!" The first pony spoke up. "Well aren't you just the cutest little thing I ever did see? Come join us. You must be thirsty, so how does tea sound? Don't worry, there's plenty to go around."

But Smolder rejected the offer, she wanted nothing to do with tea parties or pretty ponies. "No. On so many levels. No," She flew away, trying to get as far away from the ponies as possible. But no matter how many times she tried, she always ended up back in the same place. "You've gotta be kidding me. What are you ponies, anyway? Are you ghosts or something?"

"Ghosts? Us?" The other pony replied. "I don't think so. We're just here to hang out and enjoy this tea party," Then she motioned to a seat next to her. "Come on, dragon. Come sit by my side and let's compliment each other. It'd be a shame to let all this tea go to waste."

"Yeah," The first pony insisted. "Don't you want to be cute and pretty like us?"

"No, never!" Smolder roared. And in her mind she was thinking. "This is my worst nightmare come to life! What do I have to do to make these ponies go away?!"


Ocellus, much like Smolder, wasn't easily frightened. She was already walking around the cave she was in, trying to find a way out. But she found it odd that the surrounding landscape looked more and more like the changeling hive from when Chrysalis had been queen.

Suddenly, two black changelings appeared before her, which prompted Ocellus to gasp! "Why do you look like that?! King Thorax says that's not how we're supposed to look anymore."

The first changeling only replied. "What are you talking about? We don't have a king, and I don't know who this 'Thorax' is you speak of. We've always been this way. What's the matter, did you hit your head or something?"

Ocellus whimpered. "What's wrong with you two? What are you talking about? I don't look like you at all."

The other changeling simply nodded his head. "Well duh. Of course not you... your majesty."

Ocellus blinked in surprise! "Wait, what?! I'm... your queen?"

The second changeling happily confirmed with a nod. "Yup. Always have and always will be," Then he turned to the other changeling and added. "It's okay, some days you get like this. We'll go and drain the love from all of those pathetic, pipsqueak ponies in Ponyville just as you ordered. That'll make you feel like your old queeny self again."

Ocellus happened to turn around and saw a reflection of herself in a mirror! But to her horror, she only saw the form of Queen Chrysalis staring back at her! "Noooo!" She cried in horror! "I'm not Chrysalis! I'm NOT!" But try as she might, she found that she couldn't shed her transformation. She was stuck in Chrysalis' body!


As for Sandbar, he was alone. But not for long, he suddenly found himself greeted by two of his professors: Rarity and Rainbow Dash.

"Oh Sandbar, thank heavens we found you!" Rarity exclaimed as she rushed over to him. "We've been looking all over for you!"

"Well, I'm here. Sorry to make you worry," Sandbar apologized. "Uh, but what about my friends? Have you seen them?"

Rainbow Dash only replied. "There's no time for that, kid! The other students will just have to take care of themselves! With Twilight gone, we need somepony to take her place so we can use the Elements of Harmony!"

Sandbar gasped in astonishment, those words were like a dream come true to him! "You mean, it's my first friendship adventure?!"

Rarity nodded. "Absolutely, darling. Now come on, time is running out!"

Sandbar was about to take a step forward, before his thoughts turned to his friends. "But I can't just leave my friends. It was the strangest thing. We saw this glowing version of Headmare Twilight, and then we were all whisked away."

But Rainbow rolled her eyes. "That's quite the imagination you have, kid. But we don't have time to be playing games. This is serious! Are you in or out?!"

Reluctantly, Sandbar stepped forward again. "I'm in! I want to help!" He insisted, even as he couldn't stop thinking about his friends. "I'm sure we'll find them in due time. There's no way our professors would abandon them, right?"


Gallus wasn't having any luck on his end, especially now that the crystal walls of his cave were closing in. And they seemed to be reflecting the face of Chrysalis, as the changeling taunted him. "A mere griffon is going to challenge me? That's a joke if I ever heard one. A puny little chick like you could never hope to defeat me. And now you'll pay the price!"

"Stop mocking me!" Gallus roared. "How do I get into these situations?! Come on, Gallus! Think, think, think!"

But all that accomplished was kicking up dust, causing Gallus to sneeze and fly backward! He blew past several lights, causing the crystals to further contract!

The griffon immediately began to panic, breaking out in a sweat! "I'm too young to die!" He whimpered. "I've gotta out of here!" But he then brought a paw to his face and slapped himself. "Come on, man! Keep it together! You've got this!" he started thinking to himself. "There's got to be some way out of here. What would the others do if they were in this situation?"

Gallus started thinking about his friends, but none of them would be particularly helpful. Smolder would just start eating her way out, Ocellus would probably transform into something that could crawl out, Yona would probably smash the crystals and free herself, and Silverstream would've probably discovered the solution by accident while flying around. The only one he could think of who might actually be helpful at this moment in time was Sandbar. "Sandbar always plays it cool," The griffon thought to himself. "If he were here, he'd probably tell me to stay calm and find out the solution. If he can do it, so can I!"

It was then that Gallus noticed something he hadn't before. The white lights hadn't been touched, only the purple ones. And it seemed the purple ones made the crystal wall contract. So maybe the white lights would do the opposite? Well there was only one way to find out.

Curiously, the blue feathered griffon reached out a paw to touch one of the white lights. Just as he thought, the moment his paw touched the light the walls expanded a little. Now his tight spot didn't seem nearly so tight. And that gave him a chance to pause and take a deep breath. "Okay, no big deal. You can handle this, Gallus. It's a puzzle... a puzzle that can squash you if you get it wrong," He told himself. "But you know what to do, right?"

He proceeded to touch several more white lights, creating an opening that grew wider and wider. But every so often he would slip up as his tail would touch one of the purple lights and the walls would contract again. He just barely managed to crawl out through the small opening he'd given himself, and pulled his tail free just before the crystals closed in so tight that the opening ceased to exist. Then Gallus flew away, breathing a sigh of relief. "That was close!"


Smolder tried in vain to get away from the pretty ponies for a little bit longer. But at last her frustration reached its peak. She snorted and blew smoke from her nostrils. "Okay, ladies, you win. I know you're part of that test Headmare Twilight set up for me. So tell me what I have to do, and I'll do it. I'm not afraid of anything."

The first mare simply eyed Smolder and commented. "You sure about that, cutie? Everyone's got something they're afraid of," She turned to the other mare. "It sounds to me like someone here is afraid to ever be seen as cute and adorable. Am I right?"

The second mare only declared. "Or maybe, she's just afraid to admit to herself that she actually likes being cute and adorable."

"She may be a dragon, but she sure is a tomboy," The first mare commented in observation. "A girl who's too afraid to let her girly side show, because she's afraid of what others might think."

"Well that's okay, I'm sure her true friends won't judge her for who she is or what she likes. We certainly won't tell." The second mare said with a wink.

Smolder reluctantly sighed. "Oh, alright, if it's for the test. But let's keep this between ourselves, okay?" Then she cleared her throat, adopting the most polite tone of voice she could muster up under the circumstances. "Ladies, may I have some tea, please?"

"Aw, of course you can, cutie," The first mare replied with a smile. "But not until you're dressed for it. You know what that means."

A short time later, Smolder was dressed up in a fancy dress and even had some make-up over her eyes. She sat at the table with the two mares, sipping tea and giggling to herself. "You know what? This isn't the worst thing that's ever happened to me." She commented to herself.


Poor Yona tried her best not to show how frightened she was of the spiders. After all, she was bigger than them. Though it seemed like the spiders didn't care. "O-okay, spiders," Yona nervously declared while stepping back. "You making Yona angry, and you not want to see yak when yak get angry. Spiders leave Yona alone, right?"

The spiders didn't care, more of them descended in front of Yona who let out a yelp and ran away! "Get away, scary spiders!" She screamed at the top of her lungs! But the spiders won't go away, they kept on chasing her!

"Why spiders? Why it have to be animal Yona no like?" Yona whimpered. "Why can't spiders leave yak alone?"

The spiders only kept on coming, closing in all around Yona. "Ah! Yona need help!" The yak screamed. "Where Yona's friends when Yona need them?! Yona not afraid when friends by her side! Yak not like being alone!"

But then suddenly the spiders stopped in their tracks, they didn't come any closer to Yona. It was as if they were afraid of her. One of them started to chitter, and Yona was somehow able to hear what it was saying. It said something about how Yona's screams frightened it and its kind.

Yona blinked. She couldn't believe this was happening. "Y-Yona no mean to scream so loud," She apologized to the spiders. "Yona love to make new friends. Spiders friends?" She proceed to hold out her hoof.

One of the spiders crawled right up to it as Yona carefully pulled her hoof back, bringing the spider close. "Yona call you Spindle!" She told the spider. "Maybe Yona come back and take Spindle home as pet?"

Then Spindle began to chatter, prompting Yona to pull the spider close. "Wait? What little spider say? Little spider and friends know the way out? Spindle show Yona if Yona follow? Very well, Spindle lead the way!"


Smolder wasn't alone for very long before she found herself in a change of scenery. It looked like the changeling hive the way Ocellus had described it, to an extent anyway. Some details were clearly different.

Suddenly, the dragon's ears heard the distant but growing sound of sobbing. And the sobbing sounded familiar. "Ocellus?" She called. "Are you there?"

"Go away!" Ocellus cried from the distance! "I don't want you or anyone else to see me like this! I'm hideous!"

Smolder wasn't convinced, she continued to fly forward. "Come on, Ocellus. It can't be that bad. I just wanna talk to you so we can get out of here," But as she rounded a corner she was shocked to come face to face with Chrysalis! "Chrysalis?! How did you end up here?! Where's Ocellus?! What have you done with my friend?!"

But the voice of Ocellus cried out from Chrysalis' body! "It's me, Smolder! I told you, I'm hideous!"

"What in the world are you talking about?" Smolder questioned. "How come you look like Chrysalis but sound like yourself? When Chrysalis disguised herself, we couldn't hear her voice at all."

Ocellus explained. "I guess it's a part of what made me feel different from the other changelings. Besides, if we're really stressed or upset, our true voice can slip out," She broke down into tears. "Now I understand what Chrysalis was doing to me all those years ago. She was creating a link, a way to transfer herself to me so that I could continue her legacy."

"So? Just change back," Smolder demanded of her friend. "You've always been able to do that before. Why can't you do it now?"

Ocellus tried to do so right before Smolder's eyes, but her form didn't change at all, it remained Chrysalis. "It's hopeless, Smolder! I'm stuck like this forever!" And she sobbed louder. "Maybe Neighsay was right after all. Maybe the changelings really haven't changed all that much. Maybe my past was so horrible that it's still inside me just waiting to come out again."

Smolder shook her head. "That's just nonsense, Smolder. You've changed! I know you have, and so do you! Besides, when did you care what some blockhead like Neighsay thinks? He doesn't know the changelings more than you do."

But Ocellus just whimpered. "Maybe we really can't change that much, though. Maybe our past always haunts us no matter what we do."

"No, that's not true!" Smolder protested, and then her voice trailed off as she started to say. "I... I sort of..."

Ocellus put a hoof to her ear. "What was that?"

A raging blush broke out across Smolder's cheeks as she loudly proclaimed! "Ugh, this is so lame! I like cute, silly stuff!" Then she explained. "So you see, Ocellus? If even a dragon like me can admit to... that, then that's proof that we can change. Ever since I met you and the others, I've come to realize that I don't necessarily mind being cute sometimes. You know, I was thinking about inviting you to a top secret tea party with me. But if you'd rather stay down here..."

"N-no no!" Ocellus insisted. "I... want to come!" A moment later, the changeling finally morphed back to her original self. "Thanks, Smolder."

The dragon smiled. "Hey, what are friends for? Now come on, we're getting out of here!"


Gallus was flying along through a cave, when suddenly he found himself being tackled in mid-air by Silverstream! He felt a fin be put in front of his face as he was brought to sea level behind a rock!

"What's going on?! What's the big idea, Silverstream?" Gallus questioned the seapony.

But Silverstream only shushed Gallus again. "Not so loudly, the Storm King will hear you. He hears everything!"

"What are you talking about?" Gallus questioned further. "The Storm King's long gone and he's never coming back! It's probably just your imagination, Silverstream."

Silverstream was anything but convinced. "It's not, I know it's not! I know he's real, I can feel it! We thought we were rid of him, but we were wrong!" She whimpered as she clutched a fin close to her heart. "I'm never gonna see another sunset or fly through a cloud bank or study plumbing or do anything of those cool things! He's gonna take away everything that I love! I'm gonna be trapped down here forever!"

The griffon immediately confessed. "I know what that feels like. I'm afraid of being trapped too."

"Really? You're afraid?" The seapony replied. "But I thought griffons were always fearless."

Gallus shook his head. "It's just an act, there's a lot that scares me. But nothing scares me more than being trapped in tight spaces," Then he explained to his friend. "I was stuck in a room that kept shrinking. But I realized I had to face my fear, and I found the way out," He promptly deduced. "I'll bet this is your test, Silverstream. You've got to face your fear if you wanna get out of here!"

Silverstream gulped. "But the Storm King might hurt me, just like he'll hurt anyone who opposes him."

"He can't hurt you on my watch! I'll make him regret it in an instant!" Gallus vowed. "Now go on, tell that overgrown beast what you really think of him."

Silverstream gulped as she turned into a hippogriff. "H-hey, Storm King!" She called out.

The shadow of the Storm King turned to look at Silverstream. "Ah, so you've finally stopped hiding."

"Y-yeah," Silverstream tried not to whimper. "Because... we're done fearing you! We'll never let you control us again, Storm King! And do you know why?"

"Not really, but I could use a good laugh." The Storm King's shadow shrugged its shoulders.

Silverstream plucked up courage, swallowing a lump in her throat. "Because you're just a big, ugly... bully! There, I said it! You're a bully! You're not even a real king, you just pretend to be one because you think it makes you sound important! But it doesn't! Together, we hippogriffs learned that we're stronger than you, and try as you might you can't get rid of us! And guess what, your phoniness? Now I've got friends, something you'll never have! And unlike you, I don't need to control them with fear! You don't even deserve to linger in my mind, you're a bad memory that I don't need anymore!"

"Insolent child!" The Storm King's shadow snapped. "How dare you defy me like this! Maybe I need to teach you a lesson!"

But Silverstream only roared! "No, Storm King! It's you who needs to learn the lesson! You can rule with fear all you want, but when others stop fearing you you'll lose power much faster than you would've otherwise!" And just like, the Storm King's shadow vanished, never to be seen again.

Gallus had watched the whole thing, and he clapped his paws in approval. "Very well done, Silverstream."

Silverstream rushed over and tackled Gallus into a hug. "Ooh! I sure told him, didn't I?!"

Gallus nodded and tried not to blush. "Y-yeah, you sure did. But let's focus on getting out of this cave, shall we?"


Sandbar still hadn't seen any of his friends as Rarity and Rainbow Dash led him along. And as time passed he grew more and more worried about the whereabouts of said friends. "Professors," He finally spoke up. "We need to stop. I have to find my friends!"

"Look, Sandbar, the other creatures can take care of themselves," Rainbow insisted. "We didn't come all this way just to be told you didn't want to be rescued."

Rarity added. "It was certainly nice of you to try and befriend those other creatures, but for once you need to think about yourself. This is your big chance. Do you really wanna blow it to play the hero for your friends?"

Rainbow chimed in. "Where are your loyalties, Sandbar? It's us or your friends. And it's time you decided who matters most!"

That caused Sandbar to stop in his tracks, he couldn't believe what he'd just heard! "How could you?! How could you say such horrible things?! All my life I've looked up to you girls, wanted to be just like you! And now that I finally made friends, you want me to throw them all away to please you?"

Rarity simply scoffed. "Really, darling? You're going to insist on siding with your friends at a time like this? Such a disappointment."

But Sandbar felt something rise inside of him as he stomped a hoof down. "Well it doesn't matter to me. I didn't get to where I am by turning my back on my friends when they needed me most. So it doesn't matter if you say I'm a disappointment, because I know you're not the real Rarity and Rainbow Dash. And you disappoint me!" Just as he spoke those words, Rarity and Rainbow Dash disappeared completely.

Unbeknownst to Sandbar, his friends had all gathered and caught up to him. And they had heard everything. "Did you actually just tell our professors you were disappointed in them?" Silverstream questioned the colt.

Sandbar shook his head. "They weren't actually our professors. Besides, I'd never let them or anypony get between my friends and I!"

Smolder simply commented. "Well that's nice and all, but can we please get out of here?"


The six students, now reunited, raced back to the cave entrance. They saw what appeared to be some kind of vent, but it was blocked off by a series of crystal branches.

Suddenly, the ominous wind from before blew once again. And the glowing projection of Twilight Sparkle appeared before them in all its glory. "You have all passed your tests, good. I believed you would." It told them.

"Enough talk! Who are you?!" Sandbar questioned. "You're not Headmare Twilight!" To which the projection shook its head.

Ocellus let out a gasp! "You're the Tree of Harmony! You took on this form so you could speak to us!"

The Tree of Harmony nodded. "Correct. I knew that you six possessed the power to defeat Chrysalis. But not until you learned how to act one. In order to do so, your bonds of friendship had to be tested. I wanted to see how you would fare if push came to shove, and each of you passed with flying colors."

Gallus gulped. "Uh, so what if one of us had failed? What would've happened then?"

The Tree of Harmony explained. "I would not allow harm to come to any innocent creatures. Had you failed you would have been returned to the school with no memory of this encounter. It would be as if you went to sleep and suddenly woke up," Then it added. "However, had I told you from the start you would not have had the courage to overcome your struggles and help each other out."

"So, we're ready to take on Chrysalis, then?" Smolder asked, hopefully.

The Tree of Harmony shook its head. "Not quite, there is still one thing you have yet to do. One pony who could help you is currently at Chrysalis' mercy. You must free him and show him that he is wrong."

"Chancellor Neighsay?" Sandbar questioned. "You really think he'll listen?"

"He has already been deposed by Chrysalis. If you do not hurry, it will be too late," The Tree of Harmony warned. "His help will be needed to ensure Chrysalis does not escape again," Then it began to shudder violently. "My time grows short. As promised, I will let you all pass back to the school. Hurry and rescue the chancellor! Then you can take down Chrysalis." And just like that, another blinding flash came and the students were whisked away again!


The Cutie Mark Crusaders were just wondering what they were going to do now that Neighsay had been deposed, when a blinding flash made them all shield their eyes!

The flash faded as quickly as it had arrived, and the four fillies were greeted by the presence of the six students all together!

"What the hay was with that flash?" Apple Bloom questioned. "And where in tarnation did you all disappear to?"

"There's no time to explain, where's Chancellor Neighsay?!" Sandbar frantically insisted.

Diamond Tiara gulped. "I'm sorry, we were too late. Chrysalis got to him first. He's been deposed."

"Yeah, we know," Smolder grumbled. "Long story, don't really have time to explain. But we need to talk to Neighsay, he's our only option."

Scootaloo blinked and rubbed her eyes. "Are you out of your mind?! You think Neighsay will listen to anything you have to say?!"

Sandbar reluctantly confessed. "Maybe not, but he's the only one who contact the princesses and get help. We at least need to get that magical medallion he has around his neck."

"Good luck getting it with Chrysalis around," Sweetie Belle commented. "She's used Cozy Glow to get the entire school to rally around her. They think she should be in charge."

"Then it looks like we need a new plan." Ocellus suggested.

Sandbar shook his head. "No, the old plan will still work. We just need to keep Chrysalis distracted until Neighsay is freed."

Apple Bloom reluctantly spoke up. "Well, if it's a distraction y'all want I guess the Cutie Mark Crusaders can fill the role."


Chrysalis (as Cozy Glow) had decided to keep Neighsay locked up in the headmare's office. It seemed like a fitting place for the chancellor to be held.

Cozy Glow couldn't help but smirk the whole time. "Tight enough for you, Chancellor? Wouldn't want you to break free and spoil all my fun."

Neighsay groaned, struggling in vain to break free of the chains. He suddenly had a new perspective on the very students he'd treated so poorly the night before. "Why are you doing this?" He demanded of the filly, unaware of her true nature. "I thought you just wanted someone to take over the school? Someone like me."

Cozy looked around, scanning to see if anyone was around. When she was certain there wasn't her eyes glowed a sickly green as she dropped her disguise. "Because you see, Chancellor, you're not dealing with an ordinary little filly. You're not even dealing with a pony."

Neighsay gasped! "I should've known! No wonder you were so secretive about your family, you had none! Cozy Glow was your disguise!"

Chrysalis smirked as she trotted close to Neighsay, poking at his robe with a hoof. "Ooh! Look on the big brain on you, oh Chancellor!" The last part of her sentence was dripping with venom and malice. "You're not the only one who can change the terms of the deal. I should've known you wouldn't be content just having Twilight Sparkle out of the way."

"If I'd known your true nature, I never would've accepted your offer, fiend!" Neighsay growled. "You're the real culprit behind all of this, aren't you?!"

"And what if I am?" Chrysalis teased. "What are you going to do about it? You have no magic, and nopony is going to believe you now. For you see, when you decided to make yourself the new headstallion, you made one fatal mistake. You took away what was rightfully mine! And if there's one thing I can't stand, it's those who dare to betray me!" A maniacal laugh could be heard in her echoy tone as she continued to taunt the powerless chancellor. "You ponies will soon learn the hard way what I learned long ago. Friendship is meaningless. It's better to be feared than to be loved. And once I've taken away all the magic of Equestria, not even your precious 'friendship' will be able to save you. Then I'll crush all who dare to oppose me. And all will learn to rue the name, Chrysalis!"

Neighsay just gulped, unable to say anything else.

Chrysalis just laughed, before she transformed back into Cozy Glow. "Well, I've got to go now. It's almost time for my coronation. But I have a feeling we haven't seen the last of each other. You can just stay there until I think about what to do with you." And she left the headmare office's seconds later, giggling to herself at how easy everything seemed to be.

That was when the Crusaders made their move. They approached the disguised filly, innocently striking up a conversation as if they had no idea of who she really was. "Hey, Cozy, what's so funny?"

"Huh? Oh... uh, nothing... nothing," Cozy quickly insisted and eyed the approaching Crusaders. "What do you want?"

Diamond Tiara stepped forward. "Well, Mother always taught me the importance of making the right connections. And you seem like a pony who's on her way to bigger and better things. If she were here, I'm sure my mother would want me to befriend you. And as much as I may hate my mother's influence, I won't deny she has a point."

"And since Diamond Tiara's one of us, we figured that if she's gonna be your friend the three of us might as well do the same." Apple Bloom explained, pointing a hoof in turn to herself, Sweetie Belle, and finally Scootaloo.

"Is there anything we can do to help you? You know, as a way of thanks for getting rid of that no good Neighsay?" Sweetie Belle offered. "Or we could just hang out together."

Cozy reluctantly replied. "Oh, very well. I guess it can't hurt to make more friends. I don't suppose any of you know about the magic theft or who's behind it, do you?"

Apple Bloom shook her head, as did the other fillies. "Sorry, ain't see hide or hair of the culprit. But I'm sure they'll reveal themselves, and Twilight and her friends will save the day."

"They always do, even when things look their bleakest." Scootaloo innocently commented.

Under her breath, Cozy muttered to herself. "Not this time."


Meanwhile, the six students took advantage of Cozy's distraction to slip into the headmare's office undetected. They quickly spotted Chancellor Neighsay, tied up in the chair usually reserved for the headmare of the school.

Neighsay spun around to eye the six creatures. His mood sank. "Oh, it's you," He unhappily commented. "I'm not even going to bother asking how you escaped, it won't do me any good at this point. Surely, you've come to gloat. To mock me and get your laughs in while you still can. Go ahead, do whatever you want to me. I don't care."

"Well actually, Chancellor," Silverstream commented with a smile. "We didn't come here to gloat. We came here to free you from those chains."

"Really? But... but why? After how horrible I treated you six?" Neighsay questioned.

"Chancellor rotten, nasty pony. But now that he meet even nastier creature, maybe pony learn not to be so nasty," Yona explained. "Now pony hold still, let yak free pony."

"Besides," Smolder chimed in. "As Dragon Lord Ember would say: 'The enemy of my enemy is my friend'."

Neighsay found it hard not to wiggle as Yona trotted right up to him with her sharp horns. She could've easily gored him with them if she wanted to. But instead she used them as a lock pick, finally producing a clicking sound as the chains fell from the stallion's waist.

Sandbar spoke up once the chancellor was freed. "Neighsay, you've got to help us stop Chrysalis! She's draining all the magic in Equestria, and if we don't stop her by sundown it'll be too late!"

Neighsay only sighed. "I wish I had known sooner. Alas, I fear it is too late even for me."

"No way!" Gallus insisted as he put his paws together! "We're not giving up without a fight! We'll put that overgrown bug in her place!"

But the stallion shook his head as he looked down at the floor towards his medallion. "No. You six are powerful, I'll give you that. But even with your combined strength it won't be enough. Chrysalis has already eluded capture twice, and she'll do so again. You'd need an army to stop her for good."

"But without magic it'll take forever to get the word out to anypony." Sandbar commented with concern.

Neighsay picked up his medallion, putting it back on his robe near his chest. "It's true that unicorns have lost their ability to cast spells, but the most potent magic in Equestria is housed in our... artifacts. The EEA medallion allows me to travel throughout all of Equestria at a moment's notice. Its magic worked when Chrysalis chained you up last night. Perhaps it still has enough to send me to the princesses."

And indeed it did. The medallion was able to conjure up a portal to Canterlot, which Neighsay proceeded to trot through. "Don't wait for me to show up. Even if I alert the princesses it will take hours to reach you. Do whatever you can to prevent our magic from disappearing forever. You six are our last hope, much as it pains me to say it." Then he disappeared and the portal vanished behind him.

"Well, now what?" Gallus questioned.

Smolder growled. "What do you think, feathers for brains? We're not gonna sit here and hold claws and hooves while we think happy thoughts. We've got to warn our professors while we still can!"


The six students didn't have to wait long to run into their professors. Pinkie Pie happened to bump into them just as they left the headmare's office. "Hey! Have you all been playing hide and go seek today?! We've been trying to find you for hours!"

"Professor Pinkie Pie, we weren't playing," Silverstream protested. "Please, you have to believe us. Cozy Glow isn't who she says she is. She's really the evil Chrysalis, and we have to stop her before it's too late!"

Pinkie didn't giggle like the students expected her to do. She was surprisingly serious for once. "I like to laugh as much as anyone else. But there comes a time when the laughter has to stop," She told them. "For once, even I'm stuck without a joke to crack."

"But Professor, we're serious! You have to believe us!" Sandbar desperately pleaded! "We don't have much time left! You need to notify the other professors so we can stop Chrysalis!"

Pinkie shook her head. "I don't know why you brought up Chrysalis. It's not like she's Cozy Glow in disguise, because that would mean there's a real Cozy Glow imprisoned somewhere."

"There is no Cozy Glow," Ocellus commented. "Please, you have to believe us! We're not making this up!" Then she got an idea! "The library! There's a vent in the library that leads to some catacombs! That's where Chrysalis is holding Counselor Starlight captive, and where she's keeping all the magic!"

"Gee, that was awfully specific," Pinkie pondered. "How do I know you're not making this up?"

"Please, just round up the other professors and tell them to meet us in the library! I promise, everything will make sense!" Sandbar pleaded. "With Headmare Twilight gone, we're the only ones left who can stop Chrysalis!"

The pink party pony paused for but a moment. "Well... I guess I can try to talk to the others. But this better be good. I'll try to laugh along with you either way, but it won't look good if you're playing games at a time like this." She bounced away to warn her friends.

Unfortunately, that bouncing caught the attention of Chrysalis. When she saw Pinkie bouncing away, she quickly looked back at the Crusaders and realized that she'd been had! "No! I won't be cheated out of what's rightfully mine!" She vowed, shedding her disguise! Then she used her magic to throw the fillies into a nearby broom closet! "Since you're allying yourselves with those students, you can just stay in here! Be thankful I don't make you suffer the same fate as Starlight or Neighsay." She slammed the door shut on them and quickly departed!

Apple Bloom sighed, kicking a bucket. "Well, I guess that's that then. We did our best, but it's up to those six students now."

But Diamond Tiara shook her head, rushing over to the nearby window. "No way! We're the Cutie Mark Crusaders, and the Cutie Mark Crusaders don't give in!"

"Face it, Diamond Tiara. It's hopeless, there's no way out of here." Scootaloo commented.

Diamond just grinned. "Not if I can help it. I'll be darned if I didn't pick up a thing or two in the art of escape after Mother kept grounding me for hanging with you girls all the time. We're not beaten yet, we're just getting started!"


Twilight wasn't aware of anything that was going on back in Ponyville, but she did know that she had been trapped in Tartarus for a very long time. She'd tried everything to get the gates to open, but nothing worked.

"Come on, come on! There's got to be a way out!" Twilight said to herself, all but pounding on the door that refused to open.

Tirek simply called back. "It's hopeless, princess. Just give up already! If Chrysalis has followed my instructions to the letter, then by sunset tonight, every last vestige of Equestrian magic will disappear forever!"

It was then that Twilight got an idea. She'd been observing all the strange creatures within Tartarus, and how they didn't seem to be affected by the magic drain that was going on. In between her many escape attempts (which had all failed) the princess had begun to wonder about something. What if there was some way to get the magic from those creatures, temporarily? Would it be enough to power up her horn and open the gates?

Well, in order for her plan to work she would need the magic of every creature in Tartarus. And there was one creature she knew would need convincing. Fortunately, a smirk formed on her face as she started to realize just how that might be possible. "That's an excellent plan, Tirek. Or rather it would be, if you hadn't overlooked one not so small detail."

Tirek spun around, glaring at the princess. "And what would that be? What could I have possibly failed to consider?"

Twilight's smirk grew wider. "Well, think about it, Tirek. If all the magic from Equestria disappears, then that means I'm stuck here with you."

"Exactly, just as I planned from the beginning!" Tirek gloated. "My most hated enemy is trapped in the one place she can't escape, so she gets to experience exactly the same torment she's put me through!"

"Except I'll be stuck here forever," Twilight went on. "Everyday for all eternity!"

Tirek gulped. "Uhhhh... I hadn't thought of it like that," He quickly tried to save face. "But it'll be worth it to see you slowly driven mad."

"Assuming I don't drive you mad first," The alicorn grinned as she trotted up to Tirek. "I haven't been hanging around Pinkie Pie all those years for nothing, you know. And I've learned a few of her methods. Would you like me to demonstrate?"

But the centaur growled and threw up his arms. "No, NO! Please, anything but that!" He started banging his arms against the bars of his cage! "Curses! I can't win against you ponies no matter what I do! Fine, you win! Get out of this accursed place, if you can!"

"Then you won't mind if I borrow some of your magic?" Twilight questioned. "Much as I might like to hold onto it, I'm not a hoarder like you."

Tirek reluctantly consented. "Oh fine, take my magic for the good it'll do you! You're still too late to stop Chrysalis!"

Twilight simply turned back to Tirek. "We'll see about that," She told him, before she gave a whistle. "Okay, everyone. Now's your chance to potentially have your sentences reduced. You know what I want." As soon as she'd finished speaking, huge amounts of magic surged into her horn, almost overwhelming her!

The alicorn shot the powerful magic coursing through her veins into the door, prompting it swing wide open! She quickly rushed through it, not wanting to wait! The door slammed shut the moment she was on the other side of it!

Discord was waiting outside, and he couldn't believe it when he saw Twilight come running up to him! "No time to explain!" She told him as she shot a beam of magic at him! "Take this! Do you think you can get me back to the school before sundown?"

"The School of Friendship? It's a pretty big jump, and even with the power boost it'll take everything I've got," Discord warned. "You sure picked a heck of a time to take a vacation."

"I didn't plan to get stuck there for so long. But Tirek was more of a help than we might have realized," Twilight declared. "Now come on, time's almost up!"

The spirit pulled Twilight close. "Alright, princess. But this is gonna be dicey, no guarantees." A loud pop and a flash signified the departure of the two from the entrance to Tartarus.


Despite Chrysalis catching on to the ruse, the six students were able to get enough of a head start on her to elude her as they ducked into the library! Their professors were already there, waiting for them.

"This better be good, we're talkin' about a crisis even bigger than anythin' we've faced before!" Applejack warned.

"You know where Starlight Glimmer is?" Fluttershy questioned the students.

Sandbar nodded. "Just follow us, hurry!"

The students led their professors to the back of the library, through the air duct, and deep into the crystal catacombs. They soon reached the clearing where Starlight was held prisoner inside the magic bubble. The vortex seemed to be swirling more ominously than it had before, a reflection of how little time there was left to stop what was happening!

"Well fancy that, they were tellin' the truth after all." Applejack commented in amazement.

"Okay, so we found the source of the magic drain. Now how do we stop it?" Rainbow Dash questioned. "Anyone got any ideas?"

Starlight spoke up. "You'll have to pull the objects out, it's the only thing I can think of that'll cancel the spell! Please, you must hurry, Chrysalis will be here any minute!"

But as Ocellus eyed the objects she commented. "But if we take away the objects, we could create a magical feedback loop that could destroy the entire school!"

"We don't have any other choice, there's no time to come up with another plan!" Starlight insisted. "Quickly, before Chrysalis comes back!"

"You fools!" The voice of Chrysalis hissed, quickly revealing the changeling in all her evil glory. "It's already too late! The magic is almost gone for good! I didn't come all this way just to be defeated by the likes of you."

Rainbow Dash only growled. "You and what army, Chrysalis? You don't have any servants left to do your bidding."

But Chrysalis smirked. "Oh, I don't know about that," She lit up her horn, revealing a mass of brainwashed ponies that were pushing back against the Cutie Mark Crusaders. "Boy were you dumb to let your most hated enemy in on the secrets of your success."

"Don't worry about us!" Diamond Tiara called as she tried in vain to hold back the crowd! "Stop Chrysalis no matter what it takes! You can't let her win!"

"Hurry, big sis!" Apple Bloom pleaded. "Before it's too late!"

"But without Twilight, we're not gonna be able to do anything." Fluttershy nervously commented.

Rarity concured. "It'll be up to our students, they'll have to use the artifacts that are tied to their species."

Just then, however, Twilight appeared with a loud pop. "Looks like I got here just in time!" She declared, briefly eyeing Chrysalis as she told the changeling. "I won't allow you to defile my school with your presence!"

"It's too late, princess!" Chrysalis hissed again and gave the order to her mind controlled ponies. "Stop them all costs!"

Thinking quickly, Twilight used what magic she had left in her to throw up a shield. Then she turned to her friends and her students. "Quickly, we must use them in pairs! Each student take the artifact from your tribe!"

The students did so, and one by one as they grabbed them they began to glow. The glows took on particularly noticeable colors. Gallus glowed pink, Silverstream glowed blue, Sandbar glowed red, Smolder glowed purple, Ocellus glowed orange, and Yona glowed yellow. It didn't take a genius to figure out what the colors meant.

So Twilight rushed to help Gallus wield the Crown of Grover. Pinkie Pie aided Silverstream with the the Amulet of Aurora. Rainbow Dash flew over to aid Sandbar with Clover the Clever's Cloak. Rarity joined Smolder in wielding Knuckerbocker's Shell. Applejack and Ocellus worked together to use the Talisman of Mirage. And Fluttershy and Yona teamed up to control the Helm of Yksler. "Ready?!" Twilight called, and her friends and students nodded. "Now!" They all said together!

Magic began to surge ominously as the twelve were lifted into the air! Chrysalis realized at once what was happening! "Nooooooo!" She bellowed at the top of her lungs! "This can't be happening! I was so close to finally ruling all!"

A deafening boom shook the ground beneath the school as the colors of the rainbow started to flash in the catacombs! There was indeed a magical feedback loop, but the school was thankfully not destroyed completely (though the top half of it was blown off!).

All over Equestria, ponies suddenly felt something wash over them and the next thing they knew their magic was fully restored. Neighsay and the princesses, along with the royal guards, took advantage of the opportunity to teleport to Ponyville!


When the dust settled, Starlight was freed from her bubble and the glow surrounding the students had faded completely. Yona was the first one to bounce over to the liberated unicorn. "Counselor Starlight!" She happily cheered.

Starlight quickly used her magic to halt Yona in her tracks, before she would've become the next victim of the yak's crushing hugs. "It's good to see you again too, Yona. Thanks for all you and your friends did."

Spike flew close to Twilight, hugging her! "Oh, I'm so glad you're okay! I thought for sure I'd never see you again!" He buried his face into her chest, sobbing heavily.

Twilight just lightly stroked Spike's scales. "Sorry to make you worry, Spike. Thanks for being such a big boy for your mom. I promise, the next time I embark on a life threatening adventure, I'm taking you with me."

Meanwhile, Fluttershy commented. "Does anyone know what happened to Chrysalis? Do you think she survived?"

"I have a feeling she did, and that we haven't seen the last of her," Starlight nervously commented. "And if my hunch is right, she should be popping right about... now."

As if on cue, Chrysalis poked her head up from beneath some of the rubble from the destruction of the school's upper half! Her hold over the ponies had faded completely! "You pathetic fools! I'm still standing!" She hissed again. "You may have won this time, but I will have my revenge one of these days!"

But as Chrysalis turned to flee, she suddenly found her path blocked off by Celestia, Luna, and Cadence. Then Shining Armor. And then even the royal guards and the pillars. Every possible escape route was blocked off. And when she tried to light up her horn, she found that she had no magic left to call upon. "This is... this is impossible!"

Twilight simply declared. "Face it, Chrysalis. It's all over! You're not getting away again!"

The beaten changeling growled as she looked around. "Curses! To come so close, only to fail! Why couldn't you ever let me win?!"

"Because as long as evil forces like you exist, there will always be those who stand ready to oppose you!" Starswirl the Bearded declared. "That is the true power of harmony that you have long denied!"

"Darn it! Darn it all!" Chrysalis roared in defiance, slamming her hooves into the ground. "Well, that's it then," She turned to Twilight. "Go ahead, finish me! You know you wanna."

All eyes fell upon Twilight as the alicorn approached the disgraced former queen, now beaten and at the mercy of Equestria's youngest princess. She took a good long look at Chrysalis, and told the changeling. "No, Chrysalis. I won't do it. That would be the easy way out. Even a monster like you doesn't deserve that."

"Ha, you weak minded fool!" Chrysalis sneered. "I knew you didn't have the guts!"

Twilight threw up a hoof. "I'm not done, Chrysalis. You're still going to be punished for what you've done," She then added. "There's a place in Equestria, even for irredeemable monsters like you," With a smile she turned to Princess Luna. "I believe you can take it from here, Luna."

The night princess grinned as she approached Chrysalis. "Thank you, Twilight," Then with a smirk she declared. "Guards, take this prisoner away! Ensure there is a cell within Tartarus for her and see to it that her key is thrown away."

Twilight was quick to add. "And Chrysalis, when you get to Tartarus, be sure to say hello to Tirek for me."

"No! Not Tartarus! I don't belong in that horrid place!" Chrysalis insisted as she was carried away.


A few weeks later, the School of Friendship was repaired and classes resumed with little fanfare. But miles away in Canterlot, a new development was unfolding for a pony who had brought Equestria to the brink of collapse, albeit without knowing the role he was playing.

Chancellor Neighsay stood before members of the EEA with a glum and somber look upon his face. The words he spoke next had been on his mind for a long time. "I know that nothing I say or do can even begin to make up for my actions. I know that I've caused considerable, perhaps irreparable damage to the EEA's reputation. I treated creatures... no, non-ponies like they were inferior and beneath notice. I even assumed I knew better than the Princess of Friendship herself and tried to send her away forever. As such, I allowed myself to be mislead by an enemy bent on bringing Equestria to its knees. And while I did play a role in ensuring her capture, I know it does not make up for the horrible things I did while claiming to be part of the EEA," He paused considerably, before finally continuing. "That is why, effective immediately, I hereby resign my post as head of the EEA. I'm Chancellor no longer, simply Neighsay." And with that he took off his medallion, setting it down on a desk as he turned and trotted away, rather than wait for any kind of reply.

Needing some time to think, Neighsay went out for a walk. It wasn't long before his thoughts turned to the repaired School of Friendship. And the six students who had given him a second chance that in his mind was not deserved. "Have they already graduated? Or are they still taking classes?" He thought to himself. His curiosity getting the better of him, he decided to teleport to the school.

But upon arriving, Neighsay was overcome with guilt for the role he'd played in nearly destroying it and Equestria. He couldn't bear to look anyone there in the eye. So he retreated to a rock on a hill overlooking the nearby pond.

The stallion was not alone for long. "Chancellor Neighsay?" A voice called. Neighsay turned to see the six students he'd once despised looking at him.

Gallus was the first one to speak up. "What are you doing here, Chancellor? Don't you have to be inspecting schools in Equestria or something?"

"Or maybe you're here to enroll in classes?" Sandbar suggested. "I think Headmare Twilight could make an exception just this once."

But Neighsay shook his head as he confessed. "I'm no longer a chancellor. That title belongs to my inevitable successor. I couldn't live with the guilt over how I'd treated you six, how badly I mismanaged Princess Twilight's school in her absence. So rather than inevitably be fired, I chose to resign. From this moment onward, I am simply Neighsay."

A series of collective gasps escaped the six students' mouths! It was Yona who first spoke up afterward. "Chancellor pony quit being chancellor?"

Neighsay reluctantly nodded his head. "It's what I deserved. Resigning at least means the EEA can move on without me, as can the rest of Equestria," He sighed and turned his head. "I know I can't hope to ask you six to forgive me, especially not so soon after everything that happened. Just forget you ever saw me and go back to your classes. I just want to be alone with my thoughts."

However, Sandbar trotted up to the ex-chancellor as he told the stallion. "Well I don't know if I can vouch for everyone here, but Headmare Twilight always told us that everyone deserves at least a second chance. No matter how vile they might be. Because that's what friendship is all about."

Smolder sighed. "Yeah, what Sandbar said. I mean, sure. You were kind of rotten, and you wrongfully imprisoned us for something we didn't do."

"Smolder, you're not helping!" Ocellus scolded.

Smolder massaged the back of her neck with a claw. "Sorry, I'm not the greatest at these kind of sappy speeches. That's not really a dragon thing. I mean, I'm trying to work on it and I think I'm getting better. But it hasn't been nearly that long since we all started coming here."

Ocellus was quick to change the subject. "You were a big help in ensuring Chrysalis didn't get away. It's not just ponies who owe you a great debt of thanks. Even Thorax thinks you're worth praising."

"Chancellor pony help to catch nasty changeling pretending to be pony!" Yona eagerly commented. "And because of that, chancellor pony become better pony than he was before!"

Neighsay seemed to be moved ever so slightly by the display of warm affection from the students. "You... really think that? Even after all I said and did?"

"Well, yeah! No one's perfect," Gallus replied to Neighsay. "Now stop looking so glum, dude. So you messed up, it happens all the time. If you're truly sorry for what you've done, you've just gotta work extra hard to make up for it."

Silverstream then commented. "And maybe you need a couple of new friends to help you out. It's never too late to start over. We're living proof of that."

Neighsay was silent for several minutes as his eyes gazed down at his own reflection. But just before the students prepared to leave he broke the silence and said to them. "I... would appreciate that. Friends?"

"Friends!" The other students cheered.

And Silverstream then cried out! "You know what this calls for, right?! Hugs!"

Neighsay suddenly flinched and tensed up as the students all huddled close to him. "N-no! There's really no need for any of that, please..." He pleaded. But after a moment he found that any will to leave the hug had left him completely. It felt warm, inviting, and most of all forgiving.

Unknown to either the ex-chancellor or the students, Twilight and the others were watching the whole thing from afar. "Aw, how sweet!" Pinkie Pie cheerfully commented. "They've really learned a lot since they came here, haven't they?"

Twilight nodded. "And that's partially because we've been such good teachers. I know this school had its problems, but I think we've really made a difference. Not just in the lives of those six, but in the lives of countless others." And everyone nodded in agreement.

Author's Note:

Well, this rewrite was a long one. But that's because there were so many things I knew I wanted to include in it. Including this fan comic.

Yet again, I want to apologize for the format of the beginning. I'm still not the greatest at figuring out how to do a "Last time on" narration from a writing perspective.

Now as for the episode itself, there are several problems with it that needed to be addressed. The first is how despite the synopsis claiming otherwise, the CMC NEVER play any kind of important role in the finale. They just show up, get tricked by Cozy Glow, and locked into a broom closet, and that's it. There's also the fact that the entire mane six and Spike don't really do anything for the entire two parter. They just go to Tartarus, get trapped there, and get out.

All of this was clearly done to make it a student six finale, but not only were the student six underdeveloped by the time of this finale, but we'd already had one season finale that was all about sidelining the most important characters so that a secondary cast could shine. And it's telling that this was the only two parter finale since Starlight's debut that couldn't find something for her to do other than just be defeated off-screen. Her not being able to talk was a contrivence done solely because of how much of a villain sue Cozy Glow was.

And Chancellor Neighsay, even though he got deposed by Cozy Glow, never faced any kind of punishment on-screen (or even had one implied off-screen) for what we saw him do. That's why the fan comic was incorporated into this rewrite. I also wanted to ensure that the pillars were not forgotten, especially when "A Rockhoof and a Hard Place" established some of them as living close to Ponyville (or in Rockhoof's case, likely in Ponyville).

Lastly, though it's a personal decision, I feel like Sandbar, Yona, and Ocellus got the wrong elements assigned to them. And yes, I did incorporate elements of "What Lies Beneath" into this finale. I felt like Sandbar's test and his "betrayal" revelation had more to do with loyalty than kindness. Yona always felt like the heart of the team, especially with how she believed in Sandbar when no one else would (plus making her the new Element of Kindness would probably justify her being able to talk to spiders), and Ocellus getting honesty would be a bit of irony similar to how Smolder is generosity being dragons being known for being greedy.

There'll probably be a Volume Ten sometime in early 2020, which will allow for Season 9 episodes to be included. And there might be a Volume Eleven in either 2020 or 2021, we'll have to see.

The Mysterious Mare-Do-Well (Redo)
Ponyville Confidential
Daring Don't (Bonus Chapter)
Dungeons And Discords
Once Upon a Zeppelin (Bonus Chapter)
School Daze Parts 1 and 2
The Maud Couple
School Raze Parts 1 and 2

Comments ( 12 )

9768859
will there be a volume 10 after s9 ends?

9772893
Yes. There DEFINITELY WILL BE. Along with possibly a Volume Eleven (and a Volume Twelve if the author chooses to do a "Comics Edition").

Once more, excellent job on this rewrite. Your author's notes make a lot of great points and the exchanges, characterizations, action and general wrap-up were all well done in all the right places. I especially liked the elements of "What Lies Beneath" worked in to give the Student Six more development (including the Element assignment), Diamond actually helping out the best way she could under the circumstances, the final battle with Chrysalis and Neighsay acknowledging his own foul-up enough to resign.

Now, I have a few possible ones for Volumes Ten and Eleven

The Beginning of the End: Only Celestia is actually planning to retire; Luna fully intends to stay on for another couple of centuries. And, even then, Celestia still gives enough consideration to give two YEARS notice so that her planned successor has ample opportunity to prepare. Also, Grogar uses the Dazzlings/the Sirens (the only major villains who have ANY real experience with teamwork) as well as a fair number of lower tier Dumb Muscle villains (strong enough to be useful, but JUST stupid enough to stay loyal) to comprise his Legion of Doom (correctly reasoning that beings like Sombra, Tirek and Chrysalis would all be too egotistical to easily follow orders AND too paranoid to trust the others enough to work with them).

Sweet and Smoky: Twilight actually accompanies Fluttershy on the trip to the Dragon Realm (as she is the only pony who has any actual experience in hatching dragon eggs), Garble only gets a VERY brief cameo (as he ends up taking a double dose of Mama Bear from Twilight and Singe the INSTANT he starts bullying Spike). Also, Ember already knows the REASON the eggs won't hatch, but is worried the problem won't be fixed in time without help.

"Between Night and Day" made a two-part episode by completely removing one of the "lesser filler" episodes. One part is focused on Celestia and Luna trying to take a vacation (the opening part with them constantly horning in on situations that the Mane Six already have well in hoof is completely removed) while part two is focused on Twilight and a few qualified individuals already in the palace trying to fill in for Celestia and Luna during their vacation (the rest of the Mane Six are only passingly mentioned as being unavoidably busy with their day-to-day lives).

"Summer Sun Setback": Made a two-part episode by completely removing one of the lesser "filler episodes". The first part is focused on the Villains' end while part two covers the heroes' end.

But I can completely understand if you already have other/better ideas.

I like your take on it, however I’m not a fan of the idea that Cozy Glow was just chrysalis in disguise the whole time. Cozy Glow is probably the most unique character to date. But, that’s just my opinion.

9777297 I just wish I knew what exactly they're doing with Cozy. I still can't wrap my head around what she has to offer as a child villain, let alone the villain who came the closest to succeeding.

9777374
She came so close to succeeding because of how unsuspected it was that she was behind all of this. It may not make a lot of sense now, but the way i See Cozy is that she’s got a dark past that no one’s aware of. She is also a child genius. She uses her cuteness and charm to manipulate ponies into doing what she wants them to do. That’s why she has a rook for cutie mark. She’s very strategic even though she’s basically 10 years old. But again, you can believe what you wanna believe, but I really enjoy her character.

9778028 The thing is though, her entire character only works if no one is aware of what she is or what she's doing. The moment anyone sees through her that's it, she can't do anything.

9858062
My old Cozy Glow is Chrysalis in Disguise theory :T

I gave up on believing in that theory when the Season 8 Finale aired for me last year :P

9858968 Eh, quite frankly since it seems the show never bothered to give us an explanation on Cozy Glow or why she is the way she is, I feel like that headcanon would fit better than what we got in the show.

9864209
True.

And yet no one has bothered to do a Comic Adaption if it had gone that way :P

9864209
Yeah they could've gave us some depth on where she came from or why she's so evil probably should've covered that in Frenemies or during the second half of School Daze instead of just throwing her in calling her a villain because they wanted a child villain

Login or register to comment