• Published 20th May 2020
  • 3,831 Views, 100 Comments

Discord's Little Butterfly - Fluskie



What if the Lord of Chaos was reformed in a different way? Perhaps through the younger Element of Kindness?

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Chapter 9: Mistress of the Night [Part 2]

Author's Note:

Well, one more chapter left. I hope you all have enjoyed reading this as much as I enjoyed writing it. I still have one more to write but I feel a bit bittersweet ending it off soon. But, it's not over yet! Enjoy this one folks because this is the most feelsy chapter I've ever written.

All six of the girls were now at Applejack’s barn, not too far from Ponyville. Her barn was about the only thing left untouched by the dark figure’s magic and about the safest place currently. Canterlot Castle was gone, Twilight’s home was destroyed, the other ponies houses were simply floating islands in the air, and nopony even knew where Princess Celestia was.

Twilight was currently lying on a couch with both Fluttershy and Rarity at her side, rubbing her back in comfort as she stared down at the pink shards of her element in her hooves. Applejack was reheating some leftover potato soup from the night before for her family and the others while Pinkie and Rainbow looked through an old album of the Apple family, occasionally pointing at a photo and snickering a little.

“Hey, AJ!” Rainbow called.

“Yeah?”

“Since when did you have your mane up in a ponytail?”

Applejack sighed and dropped the soup ladle back into the pot of warm soup, trotting around the corner to see Pinkie and Rainbow with her family’s photo album.

“Where in Equestria did y’all get that from?” Applejack asked, her eyes widening at it.

“Granny Smith gave it to us to look at!” Pinkie said.

“Graaaannnyy!!” Applejack yelled, staring up at the ceiling above.

The three ponies could hear an old mare chucking up there as Applejack sighed, a look of annoyance on her face.

“Alright, alright, y’all have had your fun. Give me back the book.” Applejack held her hoof out.

“Awwww, come on Applejack, we haven’t even got to your recent family photo yet!” Rainbow whined.

“Nope, give it back.”

The two frowned and gave Applejack the photo album. She trotted off to go put it away as the two ponies glanced at Twilight.

“Is she doing any better?” Pinkie asked.

“I would say it’s an improvement from when she was crying in Ponyville but she’s still upset.” Rarity replied.

“I-I feel like a disappointment to everypony..To Princess Celestia..I failed in keeping my element safe..I let Ponyville fall apart to the hooves of her sister..I don’t think she’ll want to see me ever again..” Twilight stuttered.

“You’re not a disappointment, Twilight. She knows this wasn’t your fault. She still loves you as a friend and as her student. We just have to figure out a different way to stop Princess Luna.” Fluttershy explained.

“B-But how?..The elements were the only way to return her back to normal.”

“Maybe we can use the elements without yours.” Rainbow suggested.

“It doesn’t seem likely. She gave them all to us together for a reason. Why would there be six of them if they could be used separately?” Rarity replied.

“Dinner’s ready y’all!” Applejack shouted.

“We’ll talk more about this after dinner. Maybe we will be able to think better after a little food.” Fluttershy said.

Twilight nodded as Fluttershy and Rarity helped her up on to her hooves as the other five ponies made their way to the dining room.


“Wow, this still tastes as good as it was yesterday!” Applebloom, Applejack’s little sister said excitedly as she dug into her bowl of soup.

“Eeyup.” Big Macintosh, Applejack’s big brother agreed.

“Well, I’m glad. But, I do want to apologize for the lack of fresh cooked dinner. We usually just eat leftovers if there is any so hope y’all are alright with that.” Applejack said.

“Tastes good to me!” Pinkie said, slurping her food loudly.

“Twilight?..Are you going to eat any?” Rarity asked.

“No..I’m not hungry.” Twilight answered sadly.

“Come on, Sugarcube. Ya’ gotta’ at least eat somethin’. How are we supposed to save Equestria on an empty stomach?..” Applejack asked.

“I don’t think we can save Equestria..”

All the ponies stared in silence as Twilight looked down into her potato soup, seeing her own reflection in the water.

“But y’all have the Element’s of Harmony! You might not have Twilight's element but Princess Celestia chose the six of you to save Equestria. If anypony knows best, it’s definitely her.” Applebloom said suddenly.

“How does she know about this?” Rarity asked.

Applejack sighed. “She must have been listenin’ to me and Big Mac last night.”

“You know..She might be onto something..” Fluttershy mumbled to herself.

“Like what?”

“Princess Celestia said we never really needed to use the elements on her. She said if we didn’t she would just talk to her on her own. But since she’s not here, perhaps we can talk to her instead.”

“You really think she’d listen to us?” Rainbow asked.

“What other choice do we have? Twilight’s element is shattered and I don’t think anypony else has any other ideas..”

The six ponies looked at each other, waiting for anypony else to suggest something but nopony did.

Rarity who was sitting next to Fluttershy rested her hoof on Fluttershy's, giving her a encouraging smile.

“I’m ready for whatever plan you have, Fluttershy. Shall we?”

Fluttershy smiled back as she found another hoof resting on her and Rarity’s, Rainbow’s hoof.

“Let's do this!”

Pinkie put her hoof down next. “Crazy plan to save Equestria? I’m totally in!”

“Ah’ guess it couldn’t hurt to try.” Applejack said, placing her hoof down.

They all looked up to Twilight now who was watching them place their hooves down on the table. She folded her ears and stared at them, unsure if it was even worth it to try at this point.

“Even if we fail, what is there left to lose?..” Fluttershy asked.

Twilight stared at Fluttershy for a moment, thinking over what she just said as she stared down at the floor.

“I suppose you’re right.”

Twilight’s hoof joined the other’s as the ponies smiled and cheered. The rest of the Apple family just stayed seated at the table with smiles on their face as the six ponies planned their attack on Luna.


The six ponies now found themselves doing something they never thought they would be doing except for in their dreams, hopping across mini floating islands.

It was like a dream they had somewhat control of as they used different ways to cross the now broken Equestria. Sometimes the two pegasi, Fluttershy and Rainbow would carry the wingless ponies individually across. Other times Twilight would use a spell to make a bridge of magic so they could all safely trot across. And if they were lucky, they would come across two islands that were close enough to jump to. There was a few scares they had where somepony wouldn’t make it fully onto the island and they had to pull them up by their hooves but nopony fell off or was injured.

They sometimes met ponies who were unfortunately stuck on the islands since they were too far up in the air and the girls just had to tell them that Ponyville would be restored soon. Although, they weren’t very sure of that themselves but it kept anypony from panicking at least.

As they continued their travels, they found themselves getting closer to where Twilight’s house normally would be but since it had been destroyed, there was now..A floating castle?

“What’s that castle doing there?” Twilight asked.

“I think Princess Luna put it there..” Fluttershy said.

They stopped now to look at the castle. It looked somewhat similar to Canterlot Castle but different. It was many dark colors of blue and purple with flags of the moon and stars waving in the wind. The ponies even thought they saw that the castle had its own protection as strange pegasus looking ponies seem to fly about and dive back into the darkness where they had come from.

“Are you sure about this?..We can think of another plan. We still have plenty of time to do so.” Twilight asked.

“No..Look how fast she was able to put this castle here. There’s no more time. Besides, it’s always better to confront a friend first about their wrong actions before taking any drastic measures. It gives them a chance to think about what they have done.” Fluttershy said.

“No offense but..I wouldn’t exactly call her my friend after all she’s done..” Rainbow replied.

“Well I would.”


A light blue pegasus looking pony suddenly landed on the grass below the castle, her orange slit eyes scanning both the starry sky above and the surrounding darkness. Oddly enough, instead of feather pegasus wings at her sides, she had dark blue bat wings instead. She also had fluffy ears that twitched at every sound she heard around her. This pony didn’t seem like a regular pony as the girls originally thought when they saw pegasus like ponies flying around the castle.

She wore dark blue armor with a dark moon in the middle as she stood guard in front of the castle. Her head jerked to the right when she heard sudden movement from the nearby bushes, her fluffy ears twitching in response.

“Hiyah!”

The guard went flying to the ground with a loud crack. The mare hissed in pain as she now held her injured arm, folding her ears and looking towards her attacker. Pinkie Pie was now doing a hop dance from each hoof to the other hoof, seeming to taunt the guard on the ground and distract her. The guard only looked at her confused when she was suddenly yanked in by a rope tied around her midsection, her arms being trapped behind her back as she squirmed, trying to get out.

“Got em’!” Applejack shouted.

“Nice work, AJ!” Pinkie cheered.

Now knowing the guard was defenseless against them, the ponies came out of the bush and watched her squirm in the rope from a distance.

“Are you sure we should just leave her here? She looked like she hurt her arm when she fell..” Fluttershy asked.

“She’ll be fine. I can probably use a healing spell on her when this is all over.” Twilight said.

“Uh..You might want to make that rope thicker, miss bat girl here apparently has sharp teeth.” Rainbow said.

Twilight looked down again to see the guard biting at the rope tied around her with very sharp teeth poking out of her mouth. The rope seemed to be already fraying where she was constantly biting as Twilight’s horn glowed, shooting a beam of magic at the rope as it noticeably became thicker and the fraying disappeared. When the guard tried again, it did nothing to the rope as the mare furiously wrestled with it now.

“That should keep her occupied.” Twilight said.

“Alright, who’s first?” Rainbow asked, flying up into the air and staring down at her friends.

“Ah’ think Twilight should go first. She’s the strongest in magic here so we’ll need her if we find ourselves in a bad situation.” Applejack said.

“Alright.”

Twilight felt a pair of hooves grasp her sides as she felt the ground leave from her hooves, turning her head up to the sky and where the floating castle remained in the air. As they got closer to the entrance, she started to see there was more than just the castle waiting for them..More ponies who had bat wings. Twilight immediately felt herself starting to panic as her and Rainbow got closer to the entrance and more visible to the waiting ponies. She hoped maybe Rainbow would see without her saying anything but it seemed she didn’t.

“R-Rainbow..”

“Yeah, Twi?”

“T-The ponies..”

“Ponies? What pon-..Oh..Those ponies..”

Rainbow folded her ears, floating in the air as she watched in terror at the many ponies slowly inching closer to them with bat wings. Some of them wore the same armor as the guard they took down earlier and others seemed to be simple citizens of whatever ‘kingdom’ Princess Luna had created here.

“I’m not going down to a bunch of bat weirdos!” Rainbow shouted, flying the other way, downward to the rest of her friends.

As soon as she flew away, she heard the beating of many wings and hissing of the bat winged ponies as the large crowd flew after her. Twilight was just praying in her head that Rainbow wouldn’t drop her as they tried to escape the large group.

“Twilight, change of plan, I’ve got another idea on how we can get into the castle.” Rainbow said.

“We can’t just change the plan, we don’t have time!” Twilight said.

“Oh yes we do.” Rainbow grinned.

A rainbow colored trail suddenly zoomed past their friends, making them all shield their faces from the harsh wind. Then came the bat ponies who zoomed right over them producing more gusts of wind.

“Eww, bats!” Pinkie yelled.

“Those aren’t just any bats..” Rarity said.

“There’s more of em’?!” Applejack asked.

“Alright Twilight, the next time we get close to our friends, pick them all up with your magic if you can. We’re gonna’ make our own entrance!” Rainbow said.

“This better be safe..” Twilight said.

“It’s as safe as you can get!”

Twilight already knew she was lying. When was Rainbow ever safe? Well, there wasn’t really any time for her to object since Rainbow was diving towards their friends again as her horn began to glow. All five of the ponies, even Fluttershy who had wings herself and probably could just fly were all picked up and taken for the ride.

“Brace yourselves everypony!” Rainbow shouted.

“For what exactly?” Rarity yelled back.

“Is she..” Fluttershy began.

“Rainbow, ya’ better not be flyin’ straight for the windows!” Applejack shouted.

“Sorry AJ but that’s exactly what I’m doing!”

Everypony was soon screaming except for Pinkie who was having the time of her life and Rainbow who had her eyes narrowed right on a particular stained glass window with a large moon and stars decorated all over it. There was a loud smash noise all around them as Rainbow broke right through the window, dragging pieces of the window with her. It felt like slow motion as they all hit the ground and either bounced into a wall or slid across the floor.

“U-Ugh..” Twilight groaned, lifting her head from her hooves as her purple eyes searched the room, looking around to make sure her friends were okay only for them to fall on Rainbow Dash. “Rainbow!”

She galloped over to where Rainbow lied. Her face was pressed into the floor and her wings were spread out from her sides, lying beside a bunch of her blue feathers which still floated down from the air and joined a pile. There was a bit of blood dripping from her multicolored mane and it looked like she had sprained something in one of her wings.

“R-Rainbow! Oh no, oh no, oh no..”

Twilight repeated over and over as she held the pegasus in her arms, turning her over so she could see her face. Her eyes were closed as more blood dripped onto the floor and a few feathers fell off her wings. Twilight hugged the mare to her as tears formed in her eyes.

“Come on Rainbow..You have to wake up..I-I know you’re okay. I-I just need you to look at me..O-Okay?..”

The pegasus continued to lay there limply in her hooves as their friends began to get up, watching Twilight continue to try and wake her up.

“Come on, Rainbow. You’re stronger than this..I-I know you are..You just got out of the hospital from last time..You’re the strongest pony I know..Wake up, please.”

They began to surround Twilight, watching Rainbow in concern. Fluttershy felt herself begin to tear up as well, wishing..Hoping...Hoping that Rainbow would just open her eyes and say something...Wake up Rainbow...Wake up!

“R-Rainbow..P-Please..” Twilight began to cry, her tears falling onto her face and mixing with the blood drops on the ground.

“This is what happens when you continue to fight for something you can’t win back..”

Twilight looked up, tears still falling down her cheeks as that same dark mare slowly trotted over to them. She was wearing her same armor yet..Something was different. She looked more powerful now..More intimidating. Maybe it was the fact that she knew that this evil version of Princess Celestia’s sister had done so much damage already and claimed so much..Or perhaps it was the fact she wore Celestia’s crown right on her head.

“W-Where..D-Did you..” Twilight began, her eyes widening at the crown on her head.

“I took what was rightfully mine back from her and proved I was more worthy of the throne than she is...All while you and your friends planned to fight against me. What a failure that was, wasn’t it, Twilight Sparkle?..” The dark mare asked.

Twilight only avoided her gaze, frowning at the ground.

“You’re too proud to accept you endangered your friends and possibly killed one..I see..Such qualities I absolutely do not look for in a student of mine.”

“You’re wrong, I know this was all crazy..I know I was stupid for thinking this would work..But..I just wanted to do what my ruler wanted me to do..No..Not you. Princess Celestia is my ruler and my teacher..That is why I will not be your student.” Twilight said firmly, staring angrily with a few tears still in her eyes.

“I see..So naive..And..For once I thought I had found somepony who understood..” A bubble with an image of Twilight standing beside the dark mare proudly in what looked like to be the castle appeared, idly floating above her hoof. “But no..You’re just like everypony else!”

The bubble was suddenly crushed by her hoof, popping and disappearing as if it never existed in the first place.

The ground began to shake as the ponies looked fearfully at each other and then the mare standing in front of them. Her eyes were glowing furiously as she bared her sharp teeth, her mane becoming a swirling storm above them as lightning crashed and thunder rumbled. Twilight continued to hold on tight to Rainbow just as the castle began to crack into two halves, pieces of it floating in the air idly like the houses from Ponyville.

Twilight reached out to the rest of her friends just as they all floated away from her, being seperated from her. The only friend she had left in her hooves was Rainbow Dash and she wasn’t even responsive. She had forgotten about Rainbow in all of the chaos going on as more tears formed in her eyes, shutting her eyes tightly, wishing so badly this would all end and she would wake up in her bed knowing this was all just some silly dream..It had to be..

“You will remember the mistake you made, Twilight Sparkle...You will regret it..I will make sure you feel as much anger and pain and sadness as I do!” The mare’s angry voice echoed all around her.

She suddenly heard a small shriek behind her as she looked up to see her friend Fluttershy being levitated off the floating piece of ground she was previously holding on to, her yellow hooves waving through the air trying to go back. Twilight only watched in horror as the storm above them crackled loudly as a large lightning strike was headed straight for the small pegasus. Her turquoise eyes widened and only watched it flicker in front of her, almost like her life was just passing by within that one flicker..Every memory she had ever carried just gone by in a flash..Discord..Everypony..Her life just gone in a flash..

She heard a poof noise and a loud bang as she had her eyes still tightly shut, waiting for the instant pain only to find it never came in the first place. She hesitantly opened one eye and gasped when she saw the last creature she thought she’d ever see shielding her with his body...Discord.

“D-Discord?!” Fluttershy shouted.

All hair was standing up on his back and the rest of his body as he continued to hover over her with his noodle like body. Everything was hurting and his mane and beard seemed to be particularly ‘crispy’ from the lightning strike but other than that, he was doing just fine.

A weak smile appeared on his face as he turned his head below him to smile at his precious little pony who he called his daughter. “I-I said I would protect you the first time I met you..A-And that will never change.”

There was a snap noise as Fluttershy was now softly dropped back on to the floating island she was once standing on as Discord now stood in front of her, his chest puffed out confidently as he stared down the mare who intended to harm Fluttershy.

“I’d suggest you stop now. You won’t like what I do to you if you touch Fluttershy or any of her friends one more time..” Discord threatened, his eagle claw raising from his side and flexing as if he was preparing to snap at any moment.

“Hah! Like I’m scared of what you can do. You should have stayed in stone and saved us all the trouble of your weak tactics in trying to take over Equestria.” The mare said.

“I’m not worried about your opinions, missy. I really could care less about what you have to say about me. I’m more concerned about what you do to the ponies behind me.”

“Is that so? Well, I’m so glad you mentioned them. I’m sure they would just love to join the little confrontation we’re having here..Isn’t that right, Fluttershy?”

Before she could even levitate Fluttershy to her again, Discord snapped and the ceiling above the dark mare began to break and crumble. A large chunk suddenly fell on top of her and crushed her underneath it. Fluttershy gasped, putting her hooves to her mouth in shock as Discord only grinned, getting ready for more in case she somehow recovered from that.

She surely did as her starry mane simply flicked it off her as she got up. She panted as her eyes blazed with fury at Discord, her armor slowly cracking and falling apart as her anger seemed to get even worse.

“My, my, you’re a lot more weak than I thought you were. You’re looking pretty rough there, Lulu.” Discord smirked.

“Don’t you ever say that name again!” The mare yelled.

The mare charged at him, slamming into him and sending a shock wave across the broken castle.

The others could only watch as the Chaos Lord and the Mistress of the Night battled one another, causing massive destruction every time they sent an attack at each other. Neither of them ever seemed to get tired either as each time one of them fell down, they always got up and sent an ever stronger attack at their enemy. The ponies felt like they were almost playing a game of dodge ball just because of how strong they both were and how strong their magic was. And every second this went on, Fluttershy got even more anxious thinking something awful would happen. There was only a little bit of the castle left when the mare suddenly fell to the ground on her side, not getting up as Discord stood in front of her.

“I-I am s-stronger than you..Just y-you wait..” The mare struggled to speak as she tried to get up again, simply falling down.

“You’re not showing me much strength here. I could finish you off any moment and you wouldn’t be able to do anything about it..”

“Y-You wouldn’t dare!”

Discord raised his lion paw right in front of her face, it glowed a yellow aura as his mouth twisted into a crazy smile. It was like he had lost all self control and respect he had for trying to be good for Fluttershy..Trying to put his past of controlling Equestria with his chaos behind him..Nothing mattered anymore except for getting back at this self entitled mare for trying to harm his daughter.

“Discord, stop!”

Discord recoiled back a bit when he saw Fluttershy standing in front of the mare lying on the ground, looking at her rather confused.

“Fluttershy, get out of the way. I need to teach her a lesson..I don't want to hurt you.."

“No you don’t! You don’t need to hurt her to fix this..To fix all of this. I’m not hurt right now, am I? You can see that I’m not injured.”

“But she can’t live..She can’t live after all she’s done!”

“Discord, look at me!”

She placed her hooves on his cheeks and forced him to look at her. She folded her ears as she sighed.

“I get it..I get that nopony gave you a chance when you wanted to make friends..I get that nopony wanted to try and reason with you and show you a better way when you first tried to take over Equestria..You’re angry, you’re hurt, you’re upset, you’re everything at once..You want to protect the one pony you thought was different from all the other ponies you’ve met and prove to her and everypony else you really are worth keeping around..But, you already are without doing this. You always were to me. You don’t need to do something you will regret for the rest of your life to prove to me that you are worth being loved and wanted.”

“B-But I..”

“You picked me up and saved me when nopony else did on the night of the worst storm in all of Equestria..You will and always will be my father and my family.”

Fluttershy hugged Discord tightly, tears forming in her eyes.

“I love you, dad…”

Discord felt like his entire world stopped once again..Just like the day his young one told him that she loved him. This was real..And she..She called him ‘dad’ for the first time..Discord couldn’t keep it in anymore as he shut his eyes tightly, hugging her back. He began to cry..Really cry for the first time in a really long time. Fluttershy only smiled as she as well gave out a few sobs but not from sadness, from pure happiness.

Her friends watched with smiles on their face as Rarity dabbed at a few tears in the corner of her eyes. The mare behind them also watched but not with anger. She seemed to be curious and almost moved by the display of family affection in front of her.

When Fluttershy and Discord finally got a hold of themselves, they sniffled and smiled at each other in silence for a moment before Fluttershy then turned her attention to the mare on the floor. She trotted over to her, stopping a few inches from her face. She held out her hoof to her, giving her a reassuring smile.

“It’s not too late for you to change either. If my father can, you can too.” Fluttershy said.

“Why should I..If I go back to old pathetic Princess Luna, nopony will pay attention to me again and Celestia will pretend I don’t exist. Everything will just go back to normal and I will be forgotten..Nothing but a lost princess..” The mare said, looking down sadly as she fought back tears.

“I will make sure that won’t happen again, I promise. If you let me in and let me be your friend, I will make sure others notice you and listen to you as they should. And I’m sure by now Princess Celestia will be more than willing to listen to you and hear what you have to say.”

“Indeed I will.”

A bright light suddenly shined in the room as a tall white alicorn revealed herself, trotting towards Fluttershy and the mare.

“P-Princess Celestia?..” Twilight mumbled.

“Sister, I am so very sorry I never listened to you before and allowed our ponies the chance to recognize you as their princess as well. We were always supposed to rule together and I should have been better to you. Please, allow me a second chance to make up and change everything to the way it should be with you by my side.” Princess Celestia said.

There was a moment of silence as everypony waited for a response when the dark mare suddenly stood up and embraced Celestia.

“That’s all I ever wanted..T-Thank you, Tia..”

There was a flash as the mare suddenly transformed back into Princess Luna. A dark magic cloud swirled around her legs and then exited out of the smashed window the six ponies once all came through. The two sisters then let each other go as Luna levitated the others back to the ground again. As Luna did so, Celestia trotted over to Discord who nervously straightened himself out, standing quite tall over Celestia.

“So here you are at last..” Celestia said.

“I-Indeed..Its uh..Been a long time, hasn’t it?” Discord asked.

Celestia nodded.

“So Fluttershy was the young foal who went missing all those years ago and she was the one who set you free as well, correct?”

“Y-Yes?..”

“Hmm..” Celestia thought to herself. “Well, as long as she keeps you in check, I’m fine with letting you be free from stone.”

“R-Really?! I didn’t think it’d be that easy.” Discord said, rather surprised.

“Fluttershy seems like a capable and caring pony who I can trust. You raised her yourself as well, did you not?”

“I-I did.”

“Well, you raised a wonderful young mare. While taking sompony’s child is not exactly acceptable, I do applaud you for taking her in such dangerous times. If you didn’t, I fear she may have never survived if it weren’t for you. I’m proud of you, Discord.”

Discord smiled as Celestia trotted off to go talk to others. He felt a sense of pride and happiness for not only being recognized for taking care of Fluttershy but as well being given the green light to remain free and not imprisoned in stone. This could possibly be the best day of his life.

“Twilight, where are you going?” Celestia asked.

All of their friends turned to look to see Twilight galloping off towards the exit of what was left of the castle. She turned her head to look back at them all.

“I’m taking Rainbow Dash to the hospital!” She called out.

“We’ll meet ya’ there in a little bit, Twilight! Watch over her for us, alright?” Applejack shouted back.

“Got it!”

Although Fluttershy was concerned about if Rainbow was going to be okay or not, she had a good feeling she would be and that everything was going to get better from here. She just had to wait and see..