• Published 27th Nov 2021
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The Pony Guard (Season 4) - MXCDarkHorse2020



The Lion and Pony Guard all seek to protect Ponyville all while learning more the ways of friendship as the threat of Scar grows.

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Episode 33: The Kingdom Part Two

Episode 33:

The Kingdom Part Two:

After recovering from the shock, Twilight was able to compose herself into speaking clearly. "We must rid ourselves of our magic?! But how?!"

“Like what you are suggesting?” Kion asked trying to understand the sun princesses new approach. “Like actually giving up all of your magic?”

“Not exactly, Kion.” Luna corrected. “Since magic cannot just disappear, somepony must keep it safe.”

“Somepony like you?” Kyoga asked looking at the white alicorn along with the dark blue alicorn. “Or how about you? Surely with the right amount of magic you could stand a chance against both Tirek and Discord.”

“We could, but the very unlimited power it possesses could cause damage so massive it could destroy Equestria and even rip the fabric of the two worlds."

"Well, I'm prepared to do my part no matter what," Twilight stated will a sheer willingness to stay ahead of Scar’s game no matter what. "So what do you need me to do?"

“We have decided that the somepony to hold our magic is you, Twilight.” Cadance answered.

“Why me?”

“Because you represent the element of magic.” Cadance answered. “If there is anypony who can do this, it’s you. By inheriting our magic you have the knowledge to master it so you can be prepared to take on Tirek should he come to you.”

“So I assume you’ll want her to go into hiding until she is ready?” Kyoga figured.

“Yes.” Celestia nodded while moving to lean in towards her faithful student to place a hoof on her chin. “Do you understand what we're asking of you?”

“Yes I do.” She answered firmly. “Taking on this task will be one of the most difficult things I'll ever do, but I’m ready to fight for everypony’s lives for this kingdom and do whatever it takes to stop Scar from taking over, even if I have to put an end to him myself.” She said the last part with a cold tone and dark intent unnerving her best friend in the process.

“Twilight…” Kion voiced with concern hoping that she isn’t thinking of outright murdering him, Tirek, or Discord. “…are you sure that’s the best way to deal with him?”

“Absolutely!” Twilight stated without second thought as she calmly voices her anger towards the tyrant well-known. “He has already entered his endgame and is already hurting more and more ponies with every passing second even with every second we spend standing here. He must be stopped or else nobody will survive.”

“But…” Kion tried to speak before being interrupted by Celestia spreading her wing out to silence him.

“I’m sorry, Prince Kion. But Princess Twilight is right, we need to do everything in our power to keep Scar from winning and destroying everything our ancestors before us stood for.”

At this point Celestia was not taking any more chances with the guy and how far he has fallen and from the looks of Luna and even Cadance they’re clearly on her side on the matter. Scar is not seeking redemption anytime soon and he never will, so all bets are off the table here.

So with that said, Kion turned to his dad hoping that he’d at least say something to her out of fear that’ll she become the very villain that murdered his father.

“Dad…?”

Knowing from past experience that he is right but knowing his uncle very well and the current situation, he is clearly at a neutral standpoint in the matter. “I’m sorry, son. But there are some things that even the Magic of Friendship can’t make happen.”

“Sorry, Kion.” Kyoga said with sincere sympathy seeing how hard it is to accept that the enemy’s lives may have to be taken in order to ensure victory with what’s at stake. “But that being said…” She added with something to say on the matter. “…I’m willing to give up my magic so you can be able to face off against them alongside Twilight and she won’t have to face them alone.”

“Kyoga?” Kion was now looking at her like she is crazy for actually putting forth her own magic on the table while the others turn to her all looking surprised and impressed with putting her paw forward with this sacrifice. “You realize that your life thrives on having that magic inside of you. You’ll be left very weak if you do this.”

“I know.”

“But…”

“I’m willing to do the same if it means giving you a fighting chance.” She asserted. “If anyone can work with her the best in defeating great evil, it’s you!”

Now Kion was confused more than understanding of his and Twilight’s successful track record against the bad guys they’ve went up against before. “Really? But why me over you? You clearly have the magic and much more experience with it than me.”

“True, but so is Twilight.” Kyoga reminded. “If anypony can mentor you into becoming an instant expert at it, it’s her.”

“Well…” Twilight thought about the idea but with options very limited on the matter. “…that’s true, considering I have picked up on great feats of magic very quickly.”

“Then it’s settled.” Luna stated with this decision in light before facing the two leaders of the Guard. “You two shall wield our powers and prepare yourselves for battle while we stay behind and buy you both time to do so.”

“Do you both think you can take on this responsibility?” Celestia asked of them.

Twilight was the first to give her answer. “This is the role that I'm meant to play in Equestria. I will not fail to do my duty!"

“Kion?” His father asked of him the same question.

While initially hesitant of the idea, at the same time he is also looking at an expert of magic and they do work well and efficiently together. Much like the time they worked together against Sunset Shimmer in the other world even while enemies, they could triumph over their adversary’s as long as they cooperate with each other and successfully work together. This could work after all.

“Of course.” He finally answered after much deep thought. “If you all think we’re the best to go leaders for the job, then we’ll do it.”

“Then we must begin at once.” The sun monarch stated with time at the essence knowing that both Tirek and Discord are on their way here right now.

The other three alicorns along with the magical lioness all circled around both Twilight and Kion before working their magic to transfer it to them. After the three alicorns worked their horns into conjuring up their magic while Kyoga stood on her hind leg so she can make circular motions with her upper paws into working hers, their eyes all glowed white as all four streams of magic formed together as one great ball of growing magic. Once that magic was combined and charged, it streamed straight into both Kion and Twilight’s bodies with massive magic surging through their bodies as a result.


At that moment, Discord’s body wiggled around due to being able to sense it right away, and because of how powerful that magic transfer was, he knew what this meant. “Huh? That can’t be right.” He muttered to himself

“What can’t be right?” Tirek asked after draining the magic of two more innocent ponies they just came across. By then he had just managed to achieve enough magic to have his black horns grow back.

The draconequus quickly answered. "Nothing. Carry on." But in his mind he was thinking and trying to comprehend their decision to give it to both Twilight and Kion of all ponies and lions.

Tirek pressed forward without further questions but not without his suspicions that he is truly withholding important information from him thanks to picking up on Scar’s teaching on how to tell if someone is lying or not.


When the blinding light faded and the transfer was completed the now four former bearers of magic all dropped to the floor. When both the young lion and alicorn both noticed this they both saw that Celestia and Luna's manes and tails had stopped flowing and their along with Cadance and Kyoga’s cutie marks had faded away completely. Kyoga still weaken from the magic transfer had trouble standing up on her own.

“It is done.” Celestia weakly declared. “Now go.”

Internally, Kion still could still not believe that Kyoga was actually willing to make this sacrifice but came to understand why she did it and how much faith she has in him in his and Twilight’s greatest challenge to come.

Twilight wasted no time in hugging both Princess Celestia and Luna while crying a few tears, feeling greatly overwhelmed with emotion with the very thought that this may be the last time they’ll see each other flowing through her head while Kion moved to hug his parents and sister with a pained expression feeling the same way as Twilight.

“Be safe, Kion.” Simba softly said to his son.

“And bring him home, Twilight…and Kiara” Nala softly said to Twilight while hugging her boy.

“…you mean…”

“Yes, Kiara. Go with them to Ponyville, and once there find somewhere safe to hide.”

“Okay, mom, okay dad.”

“I will.” They both said to them at the exact same time before departing the castle so they can quickly master their recently bestowed powers before their showdown against Scar, Tirek, and Discord.


Though little do they know is that Scar is watching both parties from the top of the Canterlot castle and can see that both Tirek and Discord are on their way here while both Twilight and Kion with the later riding on his back. So far, he is seeing that the pieces are all making their moves and that Ponyville is now within striking distance.

With these new turns of events in light, Scar made his way on over to where both Tirek and Discord are, ready to inform them of the next part of the plan. “Feeling better, Tirek?”

“Much more than just recently...” He replied with a satisfied smile. “…and it became much easier after draining the magic from every magical creature trapped in the Crystal Empire.”

“It takes hard work and training without magic to regain some of those muscles before being rewarded with a tasty dish in return. And now that you’re starting to regain your full form, it is now time to make our move on the capital of Equestria.” He turned his attention towards the castle in plain sight. “And after that, there is a much bigger reward for your services that awaits you.”

“You mean…?” He eagerly smiled.

“Yes, Tirek.” He confirmed with an equally evil smile. “All of the alicorn magic in Equestria along with magical powers of two very powerful lions that are up for grabs provided you earn them fair and square.”

“Not a problem, master.” Tirek bowed before maliciously chuckling and marching his way towards the castle while Scar and Discord hang back for a moment.

“You ready?”

Discord visibly looked uncomfortable before giving him the answer he wanted. “Ready!”

“Then let’s conquer a kingdom in my name!”

“Let’s.”


By the time Twilight, Kion, and Kiara made it back to Ponyville, due to the former two trying to law low and to keep their dangerous powers under control, it was already dark out. Sure it took quite some time to get back but it was necessary to take the extra per-caution to avoid being seen. After all, they can’t afford to do raise sudden alarm and draw Tirek’s attention to them too soon.

Thanks to past experience of sneaking around and spying on the Guard, Twilight knew the right route back to the library to avoid detection.

“Wow…who knew that all of the sneaking around and spying on us around town would actually come in handy.” Kion said to her friend as they approached the front door.

“Well…” Twilight simply shrugged it off. “…when you get a lot of practice and learn all of the tricks and trades to the bad guy’s stealth game, you’ll pick up a thing or two.” She then turned her attention towards the front door of the library. “Something to discuss more for another time…maybe…” She wasn’t too sure if she would be sticking around after Scar’s threat has been dealt with. “…but for now…shhh….” Kion nodded in response before following her lead in quietly and slowly making their way inside to avoid disturbing Spike currently sleeping.

But by then, Spike had yawned as he woke up at that moment.

Eventually, a sleepy Spike happened to open an eye and he yawned. "Twilight? Kion? Kiara? You all weren't gone very long. Is everything okay, including the threat of Scar?"

“Yep.” She quickly and calmly assured with a motherly smile. “Everything’s all good.” She had to tap her horn attempting to spark up with erratic magic to avoid her adopted son from giving any clues of suspicion.

The baby dragon none of the wiser just stretched before tucking himself back in his crib. "In that case, I'm going back to bed. Sun's not up... and neither am I."

“Really?” Kion was highly surprised to hear that. “That's strange. The sun should've been up by now." He turned to Twilight to see if she knew why and judging from her sudden realization just she figured out for herself.

“That’s because the sun should be up by now.” Twilight calmly replied before making her to the nearby window so she can quickly do so. But not without gesturing him with a “Shh…” before he could react in sudden alarm.

Focusing deeply on the moon in the sky, she had let the electric and erratic sparks of magic from her horn flow so it can be forced to move so she can raise the sun. Although it ended up being a little more difficult than the way both the alicorn sisters make it since the moon was resisting going down due to her unrefined control over it.

“Come on, work with me, dang it…” She mutter whispered with slight struggle in fighting for control until she finally managed to ensure that the sun was up and stay up until it was it’s time to set. “…there we go.” She wiped the sweat off of her forehead. “…phew, that takes care of that.”


Although the unusual sunrise and timing caught the attention of Shining Armor and the royal guards patrolling Canterlot in preparation for Scar’s impending attack.

Deep down, the captain of the royal guard is deeply worried for his sister knowing that the two are about to face off once more with the kingdom at stake. It’s inevitable, but he really hopes that it won’t end up like the last time she tried to fight him or worse.

“Doing okay?” The lion king having joined him on patrol asked.

“Yeah…just thinking is all.” He replied still his mind deep at the very worrisome thought.

“Is this about your sister?” He figured just by telling from the way he is pacing around and looking on at the horizon in front of them.

“Yes…I’m really worried about her…” He admitted as he turned to face him. “…Worried that I’ll never see her again. I mean just recently saw her for the first time since she moved to Ponyville only for her get literally scarred for life because of the lion trying to morph her into following his legacy, had to nearly lose my life in said fight between us because of him, and had to see her become an emotional wreck because of his betrayal, all while I could have been rekindling with her and making up for lost time instead.”

“I know.” Simba sighed. “I feel the same way about Kion at least the first part.”

“So why aren’t we the ones fighting Scar and his followers ourselves in order to defend Equestria and reclaiming the Pride Lands and the Crystal Empire?”

“Because I trusted my son and your sister into being the ones to take them down.” He answered. “And as much as I don’t like having to see my son putting himself in danger, a talk with the princesses just earlier had me believe that he has the power and skill to take on a magic-stealing centaur, the Lord of Chaos, and an all-powerful lion-alicorn. And do you know why? Because he won’t be facing off against him alone, he has Twilight who we both have faith in. We’ve seen what they’re capable of, especially when they work together.” He then turned to the white unicorn to further assure him that both the leaders of the Guard will prevail against their toughest challenge yet. “This is their fight now and the best we can do is buy them time for them to fully prepare for that fight.”

Just then they heard a familiar voice float over their heads…literally. “…oh, I couldn’t have said it any better…” came from the draconequus who while sinisterly smiling was visibly on edge. “…hello, Shining Armor, Simba, how are you both today?”

Both the unicorn and lion growled in response as the former readied his horn while the latter bared his claws.

“Back off traitor!”

“And don’t even think about challenging us! It’ll only end badly!”

“Okay, okay…” Discord hoisted his paw and claws up in surrender and backing down from further taunting them. “…just please try to understand this isn’t how I wanted this to play out, this whole takeover wasn’t my idea…”

“Oh, really…” Simba was unconvinced. “…and I suppose Scar told you that taking pleasure in those suffering because of you is fun?”

“Suffering? No? Having fun while ensuring proper management is stepping up is the proper term I’d like to call it.” To make his point he donned a retail manager’s uniform with a gold name tag on the upper right side of his chest. “Wouldn’t you agree when you put it that way?”

Simba simply ripped off the uniform from his body and back-handed him against the wall in response. “What could he have possibly said to convince you that selling everyone out was worth betraying everyone in Equestria? Did offer you chaotic freedom? Shared control of the kingdom? Or did he play you just so he can get what he wanted for himself?” Discord had nothing to say in response to the furious lion menacingly approached him. “Did he tell you that you are on borrowed time and services?”

“Did I promise Discord what, Simba?” Scar’s voice asked of him just when he floated over right behind his nephew staring down the guy he is cornering.

“Scar!” He snarled in response to seeing his treacherous uncle in the flesh and full glory again.

Even still, Scar still took the time to politely greet his nephew. “Nice to see you again too, but that doesn’t answer my question. And what was it? Oh yes, what could have I said to convince him that it was all worth it? Easy. I simply gave him what he desired the most and gave him very ‘special’ accommodations in order to get each to see to work eye to eye on a mutual stand-point.”

“What kind of ‘special’ accommodations are you talking about?” Simba inquired while heavily glaring at him for more answers yet still keeping his grip on his enemy in question.

Scar simply chuckled in response. “Oh Simba, you’re a smart lion, clearly you should know by now what the answer really is.”

“Well if there is anything I should know by now Scar, is it I know you’re only using him just to conquer Equestria for your own benefit and that you’re just waiting for the perfect moment to properly dispose of Discord when it no longer benefits you.” He retorted with his eyes locked on him. “Just like you did to Twilight after everything’s she done for you.”

Scar scoffed in response “Why should I? She clearly had it coming since she was going to betray me first.”

Simba wasn’t having any of it. “No she wasn’t. She was nothing but loyal, honest, and very talented with magic like no other ‘friend’ or whatever you truly think of allies to you. She clearly trusted and stuck for you even after you managed to manipulate her into serving you and in return you broke her heart and sold her out like she meant nothing to you.” He then shouted in the last part. “You should be ashamed of yourself! And so should you Discord for doing the same for everyone in Equestria by betraying every single friend you ever had!”

While Discord already feels the heavy impact and shame from Simba chewing him out, Scar simply shrugged it off. And that’s when Tirek arrived on the scene draining the magic of one of the guards he had just defeated. "The only one that Discord ever betrayed was himself. Abandoning his true nature in order to make friends with pathetic and weak minded equines, who offered him nothing.”

With that said, Scar’s point was further made when he responded to his nephew trying to call him out big time. “Sorry but, we both know that’s not going to happen.” He returned unsympathetically. “I mean don’t get me wrong I did like her, I really did want her to become my protégé and successor to carry on my legacy, but like I said, her kindness and generosity was really showing more and more after I had her send my message to you all at Diamond Valley to the point she was showing more good humor and faith towards friendship and of course I couldn’t have that since to me that is a liability of all of the hard work I strived towards in trying to become the leader the kingdom deserves.” He then charged the magic on his paws ready to duel both his nephew and Twilight’s brother. “And in just a little bit, this kingdom will have its one true king ruling over this land with nobody and nopony to stop me again.” He narrowed his eyes while locking his sights on the unicorn in charge ready for that fight.

Shining Armor kicked off the fight by unleashing one of his most powerful attacks right at the lion’s face. Scar quickly countered by firing a beam of magic from one of his paws causing the two beams to collide and engage in a beam of war with each other.

The two beams were evenly matched with neither one gaining the edge over one another. Even after a good long minute both sides weren’t letting up and allowing either beam to come closer to them.

Scar seeing and sensing this is highly surprised yet impressed by the unicorn’s power. Clearly it runs in the family. So now he decided to take a different approach to get the fight going so he used his free paw to charge a blast right at the unicorn to force him to back off. Once Shining realized what was happened he barely managed to dodge the first attack while jumping to the side to avoid being blasted and slammed against the wall.

To get himself up to his flying foe, he used his magic to give himself a flying boost up towards Scar and punches him right in the jaw followed by a few swift punches and kicks to his body. He punched him right under the chin, kicked him square in the gut, and then head-butts right under in jaw with his horn grazing his skin combined with a kick to send him slamming against the wall.

Immediately, upon dropping to the ground at the same time Shining Armor landed on his hooves, Scar glared at him before charging and roaring right at him so he can retaliate himself. He proceeded to tackle him before trying to maul him on the neck with his teeth. The muscular unicorn was hold him off long enough so he send a blast right at his face again to force him off followed by a thrusting kick to send him flying off of him…

…right in Simba’s direction who used Discord’s body as a baseball bat to send him flying away from the castle wall’s.

“Uh….” Discord uttered with his eyes literally spinning like a jackpot machine in a casino with both slots showing two baseballs in both of his eyes along with a third baseball appearing right over his head before dropping to the ground having lost consciousness.

Of course, since Scar had wings, he was able to regain his ground quickly and managed to fly back up so fast that he was able to pin both Simba and Shining Armor to the ground so he can quickly put an end to this. “Lord Tirek, care to do the honors?”

“With pleasure.” He said with a eagerly malicious smile as he grabbed the unicorn by the horn so he could drain his magic.

Shining tried his hardest to resist it the best he could, his hooves wobbling before collapsing to the ground with his eyes losing color as a result of the magic drain. "How could you do this?"

Discord had nothing to say due to Simba’s earlier scolding words cutting deep down.

"You seem a bit troubled, my friend." Scar said to him after noticing his expression. “Tell you what, why don't you go and have a little fun? You’ve earned it and I won't stand in your way. Come on Tirek, we’ve got princesses to greet.”

“Right behind you, Scar.”

After the two had pressed forwards towards the throne room, Discord was left still reeling from the lion king’s speech knowing that his services are running on limited time and how accurate he just summed it up. So now maybe he could do something to prepare himself should it come down to it.


Meanwhile, in the throne room, all three princesses all sat on the throne feeling weakened and exhausted with no one both Nala and Kyoga to watch over them waiting for their enemies to arrive. Just then the throne room doors were broken down as both Scar and Tirek came literally knocking their doors down.

“Hello, princesses, Nala, Kyoga…” Scar greeted with a smirk. “…nice to see you all again…” They all just looked on defiantly and cross at him. “…I see the silent treatment, I get it. That being said, shall we go ahead and do this the easy way or the hard way…?” They still don’t budge from their standing and sitting positions. “…no? Okay, easy way it is…” He turns to the large red centaur. “…Tirek, they’re all yours.”

Tirek clasped his paws together before levitating Princess Celestia on over to her so he can drain her magic. But when he did so, not a drop of magic came out of her horn. “What have you done?! He demanded as Celestia smirked before turning to the other princesses only to achieve the same results. He then turned to Kyoga feeling certain that she would have to hold onto her magic, but when he tried, she had nothing but the very little magic keeping her alive. "WHERE IS YOUR MAGIC?!" He bellowed off the top of his lungs.

“That’s a question for you to find out yourself, you oversized beast!” Kyoga replied while slowly approaching him ready for a fight while baring her claws before lunging at him.


With the sun having risen, Twilight was now aware of what kind of powers they possess with all of that alicorn magic flowing through her was. And as for Kion, he could feel the surge of Kyoga’s magic but wasn’t quite sure of how it really works unlike his alicorn friend.

“So how exactly are we going to be able to practice and get our powers under control?” He asked.

“Well for starters…” Twilight said as she accidentally blew the library door off its hinges when she tried to open it. "…Oops! We certainly can’t do it here unless we want to take this library along with it. Come on!" She stated while trotting right outside as fast as she could with Kion following after her.

"Twilight? Kion?" Spike called out in confusion upon seeing them take off right away without warning so he ran after them. “Where are we going?”

“Oh hi, Spike.” Twilight greeted as calmly as earlier. “Didn’t see you there, and in answer to your question, Kion and I are just going out for a run, we’ll be back.” She then tried to fly off but she ended up losing control again and taking to the skies as a result.

Because she was carrying the power of four alicorn’s, she ended up flying faster than she could ever hope to imagine, and what was worse for herself it ended leaving a very noticeable streak of dark purple behind her thus attracting unwanted attention from her friends.

Rainbow Dash and Ono were the first ones to take notice of this when Twilight zoomed right past her.

"Whoa!”

“Hapana!”

They remarked, both feeling very stunned upon seeing the dark purple streak she left behind.

“Was that…?”

“Twilight?”

After some wild flying, the quick-learning alicorn was able to bring herself back down to the ground near the edge of Ponyville. But by then she found herself crowded around by Kiara, Spike, and the rest of the Lion and Pony Guard seeking an explanation for what they'd just seen.

"Twilight, what in the name of Simba was that?!" Ono exclaimed upon flying towards her

“Yeah!” Bunga commented in agreement. “How did you learn to fly with that kind of speed?"

“Nothing.” She quickly replied trying to be calm in avoiding telling the truth to her friends. “Just some quick sprints that requires a whole lot of concentration.”

Fuli however wasn’t convinced. “Are you sure about that? Because from what we saw up in the skies, you seemed to be carrying a lot more magic than you normally would? You sure there aren’t any more secrets you’re hiding from us, Twilight?”

Twilight looked at each and every one of her friends along with Spike all curiously waiting for her response. As much as she would want to keep them from knowing it out of fear of them getting hurt much like Celestia would think if she were here, she came to decide it was best that she confesses to them of what that was really all about, especially after she and Kion exchanged looks to confirm that they need to be honest with them about this.

“No…not anymore.” She admitted. “That meeting we had in Canterlot was about Tirek. He’s still on a magic-hunting rampage now after alicorn magic.”

“But what does that have to do with you and Kion?” Beshte asked still not quite understanding her point.

“Because now that I have the princesses magic to keep safe from him.” She answered.

“Really?” Ono asked feeling greatly surprised. “So you have Princess Celestia, Luna, and Cadance’s magic inside of you all together?”

“Yes.”

“Now hold up…” Applejack interjected with something in mind to ask. “…what about Kion here? How does he come into play with this whole magic business aside from the Roar? And where is Kyoga?”

“She’s in Canterlot to buy us both time since she gave most of her magic to me so I can be able to fight Tirek alongside Twilight.” Kion explained.

“Wait! Wait! Whoa!” Ono was just left stunned by what he just said along with the rest of the team who all looked on in disbelief.

“She did WHAT?!” Bunga screamed right in the egret’s ear. Ono was left hearing echoes of the honey badger’s shouted words vibrating in his mind before glaring at him for doing that. “Oh, you heard me, huh?” He said sheepishly after realizing what he did.

“How could you tell?” He grumbled before refocusing his attention back on the Lion and Pony Guard leaders. “Anyways…what was she thinking?!”

“Yeah, I mean, giving up on what her life depends on?” Applejack added in agreement.

“Believe me when I too was shocked that she would willing give it up to give me magic to be able to combat Tirek, but she really insisted on it since me and Twilight work best together in the face of danger.”

“But without her magic, both Tirek and Scar will kill her, or worse sent to Tartarus with all of those other horrible beasts who have threatened Equestria long ago.” Rarity commented feeling greatly worried for her. “Are you sure she’ll be okay back in Canterlot?”

“I’d like to say that she’ll live and be sent to Tartarus along with the other princesses but I can’t say for certain.” Twilight said with regret for not having a full picture on how Scar decides on how to treat his current victims which only made the rest of their friends feel saddened hoping that she makes it out of it alive. “So anyways, Kion and I are going go out so we can get better control of our magic so that when both Scar and Tirek come here, we’ll be ready for them.”

“But what about us?” Fuli asked. “If we can’t accompany you then what can we do?”

“The best thing you all can do is stay here and encourage everypony to remain inside.” Kion answered. “Hopefully if all works out then we can have peace in Equestria.”

Before the two leaders could leave in the direction of the Everfree Forest, Fluttershy had this question on her mind she had to ask. “Wait.” She called out to them. “What about Discord?”

Kion was about to answer that question honestly until Twilight quickly intervened. “I’m afraid Discord is having trouble hunting him down due to Tirek gaining enough power to avoid being caught by him. We’re just going to have to hope that too is okay. I’m sorry to have to tell you this, Fluttershy.” She turned to Kion while stretching her wings out. “Come on Kion, we better get going.”

Kion was about to look at Twilight incredulously for leaving out the fact that Discord had betrayed them but she gestured her towards Fluttershy to remind him that she’ll take this revelation very badly and she can’t find it in her heart to tell her that. Plus, with time running thin given that Scar has already conquered the capital of Equestria, it would mean a huge delay in their preparations to duel the two evil entities roaming across Equestria. All while Spike teared up knowing that there is no guarantee

“Please be safe.“ The poor baby dragon cried out in faint and on his knees dreading the worst to happen to the pony he sees as a mother to him.


Speaking of said evil entities, the two are both still in Canterlot with Scar sitting on the royal throne looking down on the defeated alicorns and lionesses with the latter two defeated with some slight bruises in their attempt to take them on. There they both have deduced what Kyoga along with the princesses have done with their magic.

"Getting rid of your own magic so that I cannot take away from you? That was your plan?" Tirek questioned in a rather taunting manner while standing on Scar’s right side.

All five sitting before them still refuse to say in anything in defiance towards them.

“I mean it was pretty smart plan with all things considered otherwise…” Scar spoke to give them credit while speaking directly to Tirek before turning back to their victims. “…it’s too bad that takes away any advantage you might have had towards us, well…” He recalls the last time they fought. “…not that it mattered anyways.” Focusing his magic on displaying three orbs showcasing the three different ponies in each orb, he moved to further speak to the five sitting before them. “So ladies, tell me, how does it feel, knowing that soon every last unicorn, Pegasus, and earth pony in addition to every Pride Lander will bow to my will, and that there is nothing you can do to stop it?!”

Tirek then further prodded them to get a reaction from them. “Come on! Tell us! You’ve known that this day was coming and it is already here despite your best efforts to prevent it. Doesn't that just burn you up, knowing that your subjects will suffer and grovel at my very hooves?!"

Princess Celestia was the first to speak her mind about them with a firm glare and boldly stated. "You will not prevail, Tirek. And neither will you, Scar. Even if you have control of Equestria now, it will never last long and you will never succeed in ruling over here for years to come."

"There will always be someone out there to stop you.” Luna defiantly added.

Scar laughed in response. “Oh, really, then who? Both Twilight Sparkle, the little Leader of the Pony Guard, and Kion, the little Leader of the Lion Guard? They’re both talented and strong but even with the two of them combined it still won’t make any difference to me.” He floats over right to their faces with his shadow looming over them. “They will meet the same fate as all five of you…”

“No they won’t!” Kyoga boldly fired back.

Scar ignored her as he continued. “…and so will every pony in that town.” He turns to Tirek while gesturing his paw in their direction to give him the honor of disposing of them.

The centaur gladly took pleasure in the deed before lifting them with his magic while opening a portal leading to his former cell. “Give my regards to Cerberus.” Swiftly and quickly he hurled them all through the portal Scar conquered before slamming it shut.

"Uh, you meant our will didn’t you?" Discord pointed out while manipulating the stained glass window display of himself so that it was again making said princesses and queen dangle around like stringed puppets.

"Of course." Tirek appeared to correct himself before moved to approach Discord while taking off a gold triangular medallion around his neck. "Here I want you to have something. This was given to me long ago by someone very close to me, I give it to you as a sign of my gratitude and loyalty." He placed it around Discord’s neck as he spoke.

“And in addition…” Scar added as he presented Discord two gifts, one in each of the palms of his claws. “…a couple tokens of my gratitude for your services.” Said gifts are also medallions yet in the shape and image of the Mark of the Guard. “For showing fierceness in the face of danger and being wise to what’s really going on around you and moving to do the right thing.”

When the medallions were placed around Discord's neck he felt something odd about them. Never the less, he still greatly appreciated them. "Oh my, I do love some good accessories." He then stroked his goatee beard. "Hmm, I suppose that must be Rarity's influence." Yet at the same time he still felt uncomfortable with going through it all knowing of how this will affect the ones who befriended him since his previous reformation and let this happen. Things may never be the same again if he came back to them and maybe not at all given how deep his betrayal shook all of Equestria.

“Ah, yes…” Scar acknowledged the conflicted ally’s thoughts. “…the element of generosity can sure be quite an influence on life’s choices and they’re never easy, let me tell you. Generosity along with Kindness, Honesty, Loyalty, Laughter, and Magic, can all be a blessing or a curse. Sometimes such an act inspired by one or more of these elements can make every brain scream “Wow!” with wondrous things gifted to you from it. Other times it can lead to pain and suffering when others take advantage of you.”

“Well…either way it’s true.” Discord reluctantly commented unsure whether it’s a heart-to-heart talk or emotional manipulation he’s playing here. “I’m taking that at some point in your life you had the unfortunate route happen to you?”

“It’s not easy for me to admit, but yes it did.” He sincerely answered as he recalled the fateful day of how he got his scar and his desire to overthrow his brother, Mufusa with a magical flashback for both his followers eyes to see. “The day I got this scar along with the day I lost my mother to the guy who took advantage of me being generous to give him the benefit of a doubt was where things all started to go wrong for me. I don’t think I have ever felt lower when I lost the only lion I loved, like she was the only friend I ever had after the whole incident.” As he speaks, he do so in a solemn manner as the pain he felt that day is still fresh in his mind. “And it all happened because the ones I used to value as friends were quick to turn on me in an instant and assumed I was being a jealous, pathetic, and selfish monster trying to ruin the summit back then for no reason.” He then took a deep breath and regained his composure himself as he continues. “So yeah, life is always not fair, and I’m not the only one who sees it that way.” Tirek silently agrees without any telling hints.

“My goodness.” Discord said feeling sympathetic for the guy for once. “I never knew.”

“Not many do given that this is something I usually don’t like talking about much but I’ve moved on and became the lion I am destined to be…” He looked on a glass portrait of himself looming of Pride Rock and the Pride Lands with both the castle and Pride Rock standing tall with the half lion and half alicorn floated over a field of fire and flame over his defeated foes with his black horns and wings sparking up dark magic as he looks on his success with sadistic delight. “…and so have you and Tirek…” He moved towards the stained glass window of Tirek himself brandishing a sword while Discord held up a slice of bread fitting for a comedic villain like himself with the sword designed to be cutting the bread. “Quite fitting wouldn’t you say?” He asked with an amused smile.

"Amusing." Tirek agreed with an equally satisfying smirk.

“Of course it is.” Discord also agreed likewise.

“Enough said…” Scar then said now wanting to get serious and avoid any premature celebrations. “…we don’t have time to relish in our victory just yet, since of course we still have two more members of the Royal Family to take down with magic that you, Tirek, are personally looking for.”

“Of course.” He said with a determined tone to get his greedy hands on it. “And where can we find this Prince Kion and Princess Twilight you speak of? And where is their castle?”

“Actually Tirek, the correct place you’re referring to is more of a library, one that is located in the heart of Ponyville.” Scar corrected while eyeing both Discord and Tirek. “Can I trust that the two of you can handle this task?”

“Absolutely!” Tirek was quick to answer while cracking his knuckles.

“Discord?”

After emitting a small gulp he gave his response quickly feeling somewhat forced. “Of course, your excellency!”

“Excellent!” Scar stated with satisfaction. “Now go! Off to Ponyville!”

“You got it, Scar!” Discord declared while being the first to leave the room leaving both Scar and Tirek behind.

Before letting Tirek cut loose he had this to whisper to him. “You know what to do what the time is right?”

“Yes! Yes, I do!” Tirek darkly replied while pounding his fists together as the magic from his horns sparked up ready to do this knife-pulling task at hand.


With both of their leader’s absence, the only thing they could do was what they instructed them to. They went around Ponyville and alerted everyone to the threat of Scar and Tirek (while unaware that Discord is on their side) and ordered them to lock themselves inside their homes until further notice. Everyone all did so without hesitation knowing full well of how dangerous they are.

The Pony Guard (along with Spike) met back up in the center of town where the Lion Guard met up with them once they had succeeded in doing so.

“All right, y'all. I think we've warned everypony to stay inside." Applejack declared to everyone.

“Yep! From every pony here to the opposite side of town everyone is safe and sound inside.” Ono agreed as he scanned the town from the skies one last time to be sure.

"I just hope it all turns out to be unnecessary," Fluttershy commented as her thoughts turned to Discord. "I still believe that Discord's going to track down Tirek and send him back to Tartarus, and this will be just a memory very soon."

“I'm sure Discord will catch Tirek and this will all be over soon.” Fluttershy optimistically shared.

"I’d think he’d rather be taking his sweet time to do so." Rainbow remarked feeling otherwise.

“Wouldn’t surprise me.” Fuli also remarked in agreement with the blue Pegasus.

"Or perhaps these things just take time." Discord’s voice remarked before appearing before them.

Fluttershy was quick to hug Discord feeling overjoyed and happy to see him again. "Discord! You're back! Did you bring the cucumber sandwiches?”

Discord after a brief moment of hesitation quickly replied while displaying said finger-cut sandwiches. “Of course I did!” Fuli and Ono were quick to suspect that something is wrong from the way he is talking before nodding at each other so they can start slowly backing away and escape before anything else can happen. “And I imagine they'll be your last decent meal for quite some time.” Before anyone else had realized it along with both Fuli and Ono escaping, came a huge cage came down from the sky and imprisoned all five mares alongside Spike and the rest of the Guard who were all left exclaiming in shock, anger, and confused at what was happening just when Lord Tirek arrived on the scene. “Ta-da!”

“You've gathered up all of them?” He inquired while inspecting the captives inside. “Hold on…” He noticed that both Fuli and Ono are not inside the cage. “…there’s two missing.”

“Oh, really?” Discord asked while literally eyeing everyone inside before seeing that himself. Never the less he shrugged it off as no big deal. “Oh, not a problem, we’ll find them. It won’t take long.”

Fluttershy taking his betrayal really hard sobbed and buried her face in Applejack’s arms. “Why are you doing this?! I thought we were friends!"

“We were, really!” Discord insisted while whispering. “But I can’t explain it here.” He added feeling pretty lousy himself when it only further increased the poor pony’s sobbing.

“Then what can you explain, huh?” Bunga interrogated expecting a very good answer while getting in his face about it. “That Scar blackmailed you into doing this?! IS that what this is all about?! All so you can save your own hide and relish at the very thought of being able to relish in whatever promise he has made with you but is never going to uphold his end of the bargain? Huh?” Discord has no response and only lowered his head in shame. “Of course…” He did not let up on his berating. “…all for one or in this case all for you and this giant large red beast that is…” He suddenly finds their cage is being risen from the ground. “…now lifting this cage with his magic to…” Tirek’s mouth opened as he sucked the magic out of the ponies along with whatever magic is allowing the Lion Guard’s Marks to appear on their left shoulders. “…suck ours....” He then said now feeling weary and drained as a result. “ …ooh, I feel dizzy.” He passes out as a result.

Normally Applejack would remark feeling that was unnecessary given that he and Beshte don’t have magical powers but she was still stunned by what was happening from being drained of whatever magic she had along with Discord betraying them. Between the two, she didn’t know what’s worse.

“And now it’s your turn…” Tirek ominously said in Discord’s direction while levitating him from the ground.

This caught Discord completely off-guard. “Wait, what?! What do you mean? What happened to us?”

“Us? Who said anything about us?” Tirek scoffed in response.

“You did. Remember.” Discord said still not understanding his sudden turning against him all of a sudden.

“You've helped me grow strong, you provided me with the means by which I can obtain Princess Twilight and Prince Kion’s magic, and now you are no longer of any use to me."

And without any further warning Discord found himself being stripped of his magic with a mouth to mouth transfer which further increased Tirek’s height and strength as a result. After the transfer was complete Discord was dropped to the ground like he is a broken toy of no value to him before stomping away.

“But Tirek…” Discord weakly pleaded to him while holding the medallions Tirek and Scar had given him earlier and held it close to his chest. "…But you said this was a sign of your gratitude and loyalty. A gift from someone close to you. Scar never said anything about cutting me loose to soon with nothing in return."

Tirek once more scoffed before coldly replying. “From my brother who betrayed me, much like the case with Scar and his brother. It along with whatever Scar gave you is as worthless as he is along with his brother Mufusa.” He continued on without second thought.

After Tirek had left, Applejack looked towards Discord with this to say with what had just transpired. “Surely you saw this comin'?"

“I didn’t…” He sadly admitted as he pulled up the medallions he was given with the realization that Scar had double-crossed him hitting hard in his heart. “…I truly didn’t.”


Elsewhere both in the hidden darkness of the Everfree Forest, both Fuli and Ono were in hiding to avoid Tirek along with keeping their eyes opening in case Scar himself decides to show himself. It didn’t take even a second for them to decide that they need to quickly find and warn Kion and Twilight. With the Guard now held captive, their clock is really ticking now.

All while Scar continues to secretly float over and monitor their every action in order to ensure that everything goes as planned. Mentally, he thought about intercepting and capturing them right away, but knowing that of what it’ll mean should Twilight be informed of this, let them go to find them. After all, he still needs hers along with Kion and Kyoga’s keys in order to obtain the complete set that he managed to obtain from the safe Twilight hidden in her library.

Shortly afterwards, both Kion and Twilight managed to find an area far away from Ponyville, the Everfree Forest, and civilization so that no one can be accidentally harmed by their magic. They both had to figure out how to get a better grip on it or else there will be devastating consequences for both worlds involved. While Twilight still struggled with maintaining control over some of the basics, Kion still had trouble even sparking some magic from his paws. They needed all of the time they can get before Tirek and Scar both find and challenge them for what they’ve came for.

“Okay, Kion…” Twilight said to her partner as she floated over him. “…we tried finding your concentration, we tried focusing on your magic, and we tried getting a feel for your magic…” Twilight thought of what else they can try to give him a much needed spark to get him to finally unlock his magic. She came up with an idea but is reluctant to try it. “We could…uh…”

“We could what?”

“…well I’ve been thinking that your powers require strong emotion for you to channel yours, so I’ve been I’d try getting a reaction out of you by doing something that triggers it, like an intense reaction to something.”

“Okay, how?”

“By getting you angry over something. So that means having to push your buttons until you get really peeved.”

“Twilight?!” Kion expressed shock for using that word.

Mentally Twilight thought to herself hoping that Kion can forgive her for what’s she about to do since his reaction to the swear word gave her that idea.

“What? What’s wrong?”

“What you said! That’s a very bad word! You shouldn’t say that!”

“What’s a bad word?” Twilight pretended to act otherwise. “Peeved! Like how you’re peeved when I said it or when I was talking smack about your father?”

“Twilight…!” He growled just barely able to keep it together.

“Hey…” She shrugged. “…At least I’m not talking smack about your grandfather. Oh wait, I already did.”

Twilight barely had time to dodge an uncontrolled spark of fiery magic from Kion after feeling enough emotion to finally unlock his powers. The magic itself was just inches away from her face when he unleashed that blast of magic and it ended up hitting a tree in front of him, thus incinerating it.

Kion gasped with his flash of anger immediately fading after realizing what had just happened as Twilight stood up feeling proud yet apologetic for pushing him into doing it.

“Hevi Kabisa! Did I just do that?!”

“Yes, you did! Congratulations! You now know how to use magic.”

“Sure took me long enough.”

“Yeah...and I hope you know that I didn’t mean what I just said and just said it so I could get you to feel the emotion you needed to fell in order to unlock your powers.”

“It’s okay.” Kion was quick to forgive her, understanding her reasons. “And with all things considered, I needed that push. Although, I would greatly appreciate if you didn’t go for the low blows.”

“Sorry, but I’m afraid those we’re the only times you ever get that angry that I could come with on such short notice. We had to move things along so I had to dig deep.”

Kion didn’t have a response there since the rare times his buttons were pushed were the only times he ever showed strong anger before and she couldn’t have known what else really triggers him at the time.

“Fair enough.” Kion accepted that and left it there for the sake of their current mission. “And I’m sure Grandfather Mufusa and my dad would understand if they were both here.”

“I do, Kion…” Mufusa’s voice spoke to them as he appeared from the clouds in the sky, thus surprising both his grandson and his alicorn friend with his sudden appearance. “…I do.”

“Grandfather!”

“Yes, Kion, I am here for you and you too Twilight.” He warmly greeted the two. “And I can tell you’re preparing for a really tough fight ahead of you.”

“We are.” Twilight admitted. “Scar is enacting his endgame and he along with Tirek are on their way trying to find us after all of the lion and alicorn magic they can get their claws on.”

“I see…” Mufusa said very understanding of the situation. “…and from the looks of how you’re handling your magic, it’s looking grim with very little time until they eventually find you.”

“It is.” Kion sighed feeling that with all of this stress into trying to gain control of their powers is really starting to eat away into him. “I mean just figured out how to access Kyoga’s powers but I have yet to master it much like with the Roar and here I’m trying to go up against a magic-stealing centaur and a magic-possessing lion who also has experience and age on his side. How am I supposed to fight them on equal footing?!”

“I could ask myself the same question.” Twilight replied as she pondered it in a deep-processed thinking procedure. “When the time comes, be ready for that fight. Be ready to defend yourself when necessary. Do not be afraid to fight back and do whatever you have to in order to defeat your enemy, but do not hold back.”

“And above all…” Mufusa added. “…always think outside the box when faced with something you can’t handle directly.”

“Like using your head instead of your magic and muscle in very specific cases?” Twilight asked as she is starting to get what the wise lion is advising them. Mufusa nodded in response as Twilight smiles getting a better understanding of the idea while Kion is still a little confused. “I’ll keep that in mind.”

None of the less, Kion did have one big question on his mind. “Grandfather…if I may…” Both Twilight and Mufusa are listening. “…how did things get so bad between you and Scar that lead to him...um…” He hesitated for obvious reasons. "....putting an end to you?”

Mufusa looked on pretty seriously yet soften up since said question is a very serious one, but in order to further cement his trust in his grandson along with his best friend felt it was best to explain it in full of what happened back then.

“Well…I’m afraid that’s something I’m to blame for…” He admitted as he recalled what Twilight had been told by his brother. “…since I had a paw in him turning against me. Back when Scar was leader of the Lion Guard and I was just crowned prince and soon to be heir to the throne, we actually had a much closer relationship. Back then Scar was known as Askari.”

He recalled the times they playfully wrestled where they each take turns in pinning each other down with the elder brother winning a few more sparring matches over his brother along with the times they went out hunting together where Scar was much quicker on the attack when dealing with their prey. “A competitive yet family friendly relationship where we were like best friends from the day he was born.” Said cub knocks a punch on him when he wasn’t expecting it. He winced and wiggled his nose in slight pain before laughing it off.

While the mother lion smiled and shrugged it off knowing it was just innocent fun, the father lion frowned at the cub disapproving of it.

During the present, Twilight was able to use her magic to properly show Mufusa’s flashbacks from memory while she and Kion watch as he continues explaining it to them.

“When growing up, we were both there for each other when we needed and we’re always proud of each other’s accomplishments…”


Said flashback of a young Scar racing his brother across the Pride Lands only to nearly slip and fall over the edge towards the Pride Lands and Outlands border and the time Mufusa nearly slipped and fell over Pride Rock when he wasn’t watching over his step when he tried to get a good look at Pride Rock at sunrise. Acting quick on brotherly instinct, Askari managed to gently grab onto his paws to help pull back up to safety. After that was done they hugged it out of relief that the worst case scenario didn’t happen.

“…including the day when I was told that I was destined to become the next king of Pride Rock at the same time, Scar, back then known as Askari, had just discovered he had been gifted the Roar of the Elders and became the new Leader of the Lion Guard.”

As his father was talking to his son at the edge of Pride Rock, they suddenly both turn their attention to where Askari was roaring loudly. Both father and son could not believe what has happened with the former knowing exactly what this means for the Pride Lands with an expression of happiness yet deep down worried of him being bestowed of said power.

“At first we were amazed by this sudden turn of events that would forever change our lives, but little did I realize that this would bring out a different side of my father.”

“Now remember, that the Roar is to be used for good and good only!” He sternly reminded his younger son who flinched and left taken aback by the tone he had just used towards him like it was the first time he had ever spoken to him like that.

“Of course!” Askari innocently responded. “Why wouldn’t I?”

His father not taking the hint that he knows it’s a both a blessing and a curse still acts hard on him. “It’s necessary in order to know that the Roar is very dangerous as it is powerful and to keep it from falling into the wrong paws and mouth. I’d think you of all lions would know.”

Askari feeling hurt by the lack of trust on his father, growled in response before drawing his claws ready to fight him for his somewhat abrasive attitude. “I do know and I don’t like your tone, Ahadi. Why do feel the need to act against me even after I haven’t even committed one crime against the Pride Lands in my life?! Afraid I might turn into a monster like you think I would?!”

Said king was now furious likewise. “Don’t ever talk back to me like that, son, ever!” He sharply ordered of him who likewise refused to back down.

“Is that a challenge?!” He furiously barked back at his father.

Seeing that this was about to get ugly, Mufusa leaped in between them and quickly played peacemaker. “Okay, okay, let’s both calm down here. Dad, I’m sure my brother already understands of what the Roar can do and how he can use it, so I don’t think it’s fair for you to be so tough on him.” Mufusa then turned to his brother. “Askari, I’m sure your father is just being very concerned for you and he didn’t mean it. So please don’t.” He implored of his brother not to fight their father.

Askari wisely backed off from challenging the lion king, but not without turning his back on him and scowling back at the lion who treated him unfairly before storming off.

Mufusa in the present sighed recalling the painful father and son memory. “…considering that this has happened to the last leader of the Lion Guard, my father was just overly-worried and concerned for him to the point he had high expectations for him compared to me, and he would later come to regret the way he came across.” Said brother in the past is still fuming and very upset with the way he was treated back then. “But his words felt my brother very embittered with a darken heart to the point he saw being king as much easier than being leader of the Lion Guard and he never sought to discuss it further.”

Through the years from the two siblings being young cubs growing up to young adults with their mane’s nearly fully grown and bodies growing to near peak height, all while carrying out their responsibilities to the kingdom, all without further incident.

While Mufusa was warm and gentle towards everyone always offering a heartfelt smile, Askari while still caring towards their subjects, was devoid of emotion aside from his confident, devious, and prideful smirk, and his bitter, resentful, and disdain filled frown that he would later be known for in life.

“I didn’t realize at that time but that moment created a rift between us. Throughout the years, I would go on to see the good in fulfilling my duties to the throne almost everyone while my brother would go on to carry out his duties as leader of the Lion Guard with a sharp eye for anyone untrustworthy. When it comes to everyone I’ve usually try to look for the good in everyone including enemies to the point I try to seek peace with them. Sadly, not everyone that lives outside of the kingdom were willing to give it a chance and I nearby lost my life trying to do so.”

The next flashback shows a young Askari charging into the face of danger to save his brother from the pack of hyenas who have chased and cornered him inside a cave that Simba and Nala would later find themselves in years later. While pleased with the eventual praise he received for his heroism the bitterness towards his father still remained as evidenced by the secretive glare he shot in his direction to non-verbally blame him for putting Mufusa into that situation in the first place by trying to make peace with the predators that nearly killed his brother. Furthermore so when he secretly witnessed him show no hard scolding towards him for putting himself in danger like that. Mufusa took notice of this when he still looked forward and witnessed the little satisfaction on his brother's face before readopting his proud smile towards the fellow Pride Landers continuing to congratulate him for his most recent accomplishments.

“Even though my brother was praised near and far for his heroism, his resentment stills remains since my father’s gentle concern towards me further fueling Askari’s anger to the point he felt he was playing favorites and every time I tried to talk to him about it, he refused to even stick around to hear me about. It was clear by then, that my father’s words changed Askari when he spent less time with me throughout the years. The loving brother I once knew became cold, ruthless, and detached.”

The next flashback focuses on Mufusa meeting with the strange lion who pushed his brother into becoming motivated to trying to seize the throne at whatever costs.

“While his good heart remained the well-being of our subjects was his only concern to the point there would be times he would take up patrols on his own, with his Guard only accompanying him on busy days, at least until the day this strange lion crossed our paths.”

“You might as well give up, Hatari! The jig is up!” He declared to the strangle lion who got up after being tackled by him much to the confused murmurs from his fellow teammates.

“Askari?! What is the meaning of this?!” Ahadi demanded.

“He is the meaning of this!” His bold and brave son assertively stated with an accusing claw pointed at his direction. “He’s up to no good and wants you and Mufusa dead!”

“Now come on, Askari…” Hatari tried to play it off like it’s no big idea but his accuser wasn’t letting up.

“Save it!” He firmly shut him up with a raised hoof. “I know what you’re doing! You’re buttering up everyone here so you could try to take over the Pride Lands!”

Hatari nervously chuckled at his hardening expression. “You don’t think I would honestly do anything like that…do you?”

“Yes I do! Now leave!”

Seeing he is not winning this argument, relents. “Fine! Since it’s pretty clear I’m not welcome here.”

“I’m not sorry!” Askari called out to the departing lion before taking a deep calming breath.

He smiled to himself feeling pleased that he just stopped and drove away a treacherous enemy that was going to end his father and brother’s life’s…

…But when he turned around he was suddenly met face to face with his angry brother.

“What?!” He asked wondering why he is looking at him this way.

“What is your problem?!” Mufusa angrily demanded. “Chasing away someone under false accusations?!”

“Because said accusations are true!” His brother defended just as angrily. “Don’t you see?! He wants you dead!”

“He would never do anything like that!” He crossly fired before slamming his paw on the ground. “He was only seeking refuge from the Outlands because he didn’t have enough food and water to make it through the dry season and it was going well…until you stepped in and chased him away!”

“Mufusa, you don’t understand…” Askari fired back with his temper rising in the face of his short-sighted brother. “…Hatari is not the lion you think he is…!”

Mufusa instantly raised a paw to get him to stop talking. “Oh, I understand fully well of who he is…and all I see is a jealous, pathetic, and selfish green-eyed monster who doesn’t trust his family and friends to give those who are misunderstood a chance to even see the good in others!”

Scar dropped his jaw in horror of what he just called him and is just left visibly hurt that he would have the nerve to say that to him even when he’s done nothing to him.

“That’s not true…” He defended while still stung by that harsh remark.

“Then find a way to fix it if you care!” Mufusa unsympathetically returned before storming off away from him. “I have to get back to Mzimu Grove at salvage what I can of the summit.”

Askari could not believe what had just happened and even more so when the rest of his Guard follow after him including his own father with looks of severe disappointment and disgust at the lion thinking he is flying off the handle and chasing away and insulting others for no good reason without second thought.

“Father…” He tried to explain himself.

“You have a lot to think about because I am very disappointed in you, son!” He coldly said to him without even looking at him or even letting him explain himself.

“And I learned the hard way after our mother who Askari had a close relationship to was killed after the strange lion tried to use his invitation to attempt to assassinate us in our sleep to which Askari was quick to alert us before he could do anything about it but by then the damage had been done.”

Next came the faithful near ambush that left the queen of the Pride Lands to lose her life and the once noble leader of the Lion Guard to be permanently scarred on top of being further mentally scarred by what happened that night.

Uovu made his way and slithered his way inside of the cave right towards where the king and queen are sleeping together with the strange lion following after him unaware that Askari was watching him from behind. Just before the two could carry out their secret murder attempt they were met with a low dangerous growl from the leader of the Lion Guard who slowly made his way towards them.

Seeing that he is caught red-clawed here, Hatari quickly attempted to go through with trying to take his parent’s lives only for to be quickly pounced on and tackled to the ground away from them.

Uovu quickly rushed over to try to bite Askari only to be quickly smacked aside into the nearby wall knocking him unconscious from the impact leaving his partner to fend for himself.

Askari then snarled while biting Hatari on his mane before slamming him hard into the ground and up against the back wall while trying to bit his neck to knock him out cold until to be forced off aside by his opponent.

The strange lion managed to retaliate by managing to slash Askari’s left eye after forcing him back when he attempted to finish him off when he likewise tried to use his claws to slash him and knock him out cold. Askari then growled in slight pain from having gained a new scar from the attack before regaining his ground and tripped his opponent up with his back paws before he could try to knock him aside.

Said commotion, immediately woke everyone up and drew their attention to the two lions brawling it out with paw swipes and attempted charges at each other with neither lion able to gain the upper hand on each other due to their surroundings.

“Get him!” Ahadi roared to which the Lion Guard’s Fastest and Strongest were quick to charge over and knock the strange lion back against the wall followed by a quick punch to the forehead by the Lion Guard’s Bravest to knock him out cold.

Askari then looks on with at the defeated lion with a hardened glare when he starts to wake him while groaning in pain from the hard hits he took in while his snake friend begins to slither around after recovering from the previous attack.

“AAH!” Uro screamed in pain to when she ended dropping to the ground because of Uovu biting her on the chest when everyone’s attention was focused on the strange lion.

Ahadi gasped in horror at what happened before quickly lunging over along with Mufusa to quickly corner the venomous snake with the former quick to grasp the snake by the throat before carrying him out of Pride Rock and towards the edge.

Uovu choked and gasped for air until the King of the Pride Lands released him once he was neutralized with the Lion Guard’s Strongest and Mufusa both carrying and tossing Hatari right over to where his defeated friend is lying helplessly in front of the Royal Family.

“Hatari…” Ahadi sternly began. “For the crime of attempted assassination of me and my wife you and your friend are banished from the Pride Lands. Leave now and never come back.”

“But…” Hatari weakly spoke in protest.

“He said now!” Mufusa gravely stated before his younger brother approached the two with his father and brother backing away from him knowing of what he is going to do.

Then, Askari used the Roar of the Elders to send them flying all the way back to the Outlands. But by then the damage had already been done since the snake bite was fatal and the queen of the Pride Lands had died shortly after being biten.

“Dear…?” Ahadi spoke devastated at what had happened.

“Mom? Mom! Mom?!” Askari desperately called out to her only for his expression to turn into devastation once it is clear that they have truly lost her.

“Mother…” Mufusa softly voiced before hanging his head in sorrow along with the rest of the Lion Guard with a single tear escaping from his right eye.

While Ahadi held his deceased wife in his paws placing his nuzzle around his wife’s own, his second-born son turned away from the heartbreaking scene and retreated to the Lair of the Lion Guard where he would sit himself on a stone pedestal before crying himself to sleep.

After the ensuing fight in the cave, the royal family and the Lion Guard mourned the loss of their queen, especially Askari the following day.

“Scar needed his friends for comfort, I along with the rest of his friends from the Guard did not provide it along with saying the worst thing I could ever say to him out of frustration. After that faithful day, Askari became Scar, he stopped trying to spend time with me all together, and he refused to talk to his father and his friends ever since. And only now do I realize that it drove my brother into killing his Guard and me in pursuit of the throne and how much of what I did led to all of this happening.”


Back in the present, Mufusa had just finished telling the story with a look of deep regret for not doing more than he did in preventing his brother becoming the monster everyone sees and knows him full well for today, Kion was just felt feeling awful for both brothers while Twilight felt sympathy for them due to how similar her fallout with Shining Armor, Princess Celestia, and her friends was compared to Scar’s.

“Hevi Kabisa!”

“I know.” Twilight said while wiping away a lone tear that fell from her left eye. “And Scar never told me the part in regards to his father.”

“Considering of how irritated the very topic makes him feel it’s pretty understandable.” Kion replied having a pretty good idea of why he never brought it up.

“True…true…and to think this is all happening all because his father gave into the heat of the moment and created a snowball effect in trying to avert a horrible future.” Twilight analyzed.

Kion was confused again. “Huh?”

“What I mean is that for his efforts in stressing the importance of the dangers of the Roar, he ended up driving Scar’s anger in that direction. At the same time though, Scar didn’t and wouldn’t see it that way believing that he is playing favorites. He clearly took what was said to him back then pretty hard”

“Oh…” Kion realized as Mufusa nodded in agreement.

“He did indeed…” He said not even denying it. “…even after we all tried to explain ourselves better to him to try to apologize for he we acted back then, he still wasn’t having it. He wouldn’t listen and would instead give us the cold and silent treatment while asserting that he is done with us along with threatening looks for trying to further press him into talking about it. It was like he already made his mind the second that argument happened much like Twilight did just after the wedding. No matter what, he has no intent of going back to living that life. All that mattered to him now was becoming the king he thinks the Pride Lands truly deserves...”

“…Even if that means showing no concern towards other’s lives if means getting what he wants.” Twilight finished after figuring out he was going to finish it there.

“So like I said…” Mufusa then said sensing it was about time he let them continue preparing for their inevitable fight ahead of them. “…no matter what, do whatever you have to, but stay true to who you are, for the good of both the Pride Lands and all of Equestria.” He advised before disappearing back into the clouds.

After Mufusa was gone for now, both leaders of the Guard now came out of it with more confidence in their abilities and it sure came at a perfect time when two of their friends immediately arrived while heavily panting to catch their breaths.

“Kion!”

“Twilight!”

“Fuli!”

“Ono!”

“What happened?!” They both asked in unison.

“Tirek and Discord happened…” The cheetah answered. “…they took the rest of our friends captive after draining whatever magic they had, including Kiara and even Discord himself.”

“Even Kiara?” Kion asked once more to make sure he is hearing her correctly.

“Even Kiara.” Fuli confirmed to make sure it is the truth.

“And now Tirek is on his way trying to find you both. He’s after all of the magic you two have.” The latter added.

“How much time do we have?” Twilight asked as she seems to have an idea of what part of Scar’s plan is with this information in light.

Before either one of them could answer, said answer to the question came when they heard a loud booming voice roaring out to them. "Princess Twilight and Prince Kion! You two have something that belongs to me!”

“Never mind!” Twilight quickly spoke in alarm. “He’s here!“

“Quick! Go!” Kion nudged his head towards the forest for their friends to take cover while Twilight teleports them away. Once they were safe (for now) both Twilight and Kion found themselves face to face with the large centaur himself who stood as big as ten elephants and roughly five giraffes combined.

“At last we meet, claw to claw…” Tirek greeted with a grin. “…leader to leader.” He drops the smile while getting serious. “That being said you’re both going to give me what I want and if you do so, neither one of you will get hurt!”

“Sorry to disappoint you but we all know that’s not going to happen!”

“And we’re still not surrendering to Scar no matter what you say!”

Both leaders stated as they stood their ground.

Tirek was flattered by their defiance. “Aww, I sure like ponies and lions with fighting spirit.” He then works the magic on his horns ready to try to drain them of their magic. “Suit yourself!” Twilight managed to teleport herself and Kion away from Tirek and onto the balcony of the Golden Oaks Library before that can happen.

“Did we lose him?” Kion asked as the alicorn looked through her telescope. HE then suddenly sees that Tirek has already spotted them quickly. “Never mind!”

“Hang on!” Twilight quickly wrapped one of her arms around her friend while lighting up her horn so they could teleport inside just when Tirek fired a fireball at their current location.

Said fireball struck the tree just when Twilight teleported herself, Kion, and Owlowiscous, back out when said fireball connected with the tree causing a massive explosion to occur, leading to the three being thrown forward by its impact.

When the three landed on the ground, Twilight turned her head around to see a very horrible sight that she was not prepared for that had her gasping.

“What is it…?” Kion asked before turning to see what exactly it is…

…The Golden Oak Library was completely destroyed! The tree was now reduced to a charred and burned stump, and the books that were all inside were all incinerated.

“…Hevi Kabisa!” Kion said sadly as another lone tear fell from Twilight’s eye at the devastating sight as she let Owlowiscious fly away to safety.

Her home, her very sanctuary Twilight came to be accustomed to when she first came to Ponvyille, her beloved and favorite hobby of everything she came to hold to dear, all gone. Seeing Twilight on the verge of tears had Kion realize that Tirek had to be stopped, even if it meant killing him.

Exchanging knowing looks as the purple alicorn spread her wings out with her ears lowered, they both share a nod as the young lion bared his claws while they both gritted their teeth in anger, ready to fight and go all-in to defeat him together and after Kion hoped onto her back, Twilight teleported them up and into the sky where Tirek was standing below them.

Once Twilight flew in at a very fast speed, Kion got and launched himself in the air where he worked his paws into unleashing the hottest and largest blast of magic fueled by his intense rage, at the same time Twilight unleashed the largest blast her horn can create.

Tirek had just managed to use his magic to shield himself from the combined attack as he found himself pushed backwards by the impact of both the all-powerful lion and alicorn’s combined attack together until the created a massive explosion that left a crater created. He managed to get himself back up to his feet when both Twilight and Kion landed in the recently created crater and furiously glared at him with burning anger in their eyes.

“Now I see what your fellow princesses have done." Tirek smirked as he realized where all of the magic has truly gone. “And now I get the pleasure of taking down the Lion Guard’s Fiercest alongside the Pony Guard’s Fiercest for the fate of both the Pride Lands and Equestria. This sure will be fun!”

Kion snarled in response before having all four of his legs produce fire to propel him right on towards him at the same time, Twilight leaps up from the air to fly right towards Tirek’s face.

Seeing two figures coming right at him at the same time had him use his horns to conjure magic to force the alicorn back while he uses his left hand to unleash a fiery beam of magic right at Kion who was knocked to the side as a result of the attack and slammed into one of the nearby boulders which cracked in half upon impact. Twilight mustered up a look of pure anger and hatred towards Tirek for doing so, before teleporting away from her current position to right in front of her enemy to fire a massive beam right at her face.

Tirek despite being caught off-guard was able to push the beam off of his face before levitating her and Kion up off of their hooves and paws. He then hurled the two directly into a mountainside which sent them flying and screaming as they both crashed into the mountain. Luckily for them the force field spell Twilight had casted was able to protect them from any harm happening to them. But they had no time to quickly recover when they saw Tirek plowing right at them. Next thing they know they are both finding themselves plowed right through the mountain when Tirek forced his way through it.

The two were hanging onto his shoulders until they both teleported above Tirek’s head so they can unleash a combined attack to slam him into the ground. Said combined attack was so strong, Tirek ended up feeling pain because of it. And for good measure, they unleashed another combo attack that forced Tirek deeper into the ground in further pain.

As the smoke cleared, they both landed but came to see orange beams cutting upwards from the ground, creating a circle, given that Tirek is literally lifting and digging himself up off of the ground and lifting the ground the two leaders of the Guard are standing on. Once he emerged, he chucked the massive slab right at the nearby mountainside.

Both the lion and alicorn managed to fly off in time just as the rock landed and smashed against the ground with the former propelling himself with fire once more in an attempt to land another heavy blow against the centaur once more alongside his friend.

Tirek ready to try to counter their attempt once more slammed his fists into the ground to create tall pillars for them to fly into, but the two were easily able to zap each and every one of them that comes their way. Once they both had cleared all of the hurdles they both countered another one of Tirek’s large dark magic fueled beams hurling right at them. Both Twilight and Tirek’s beams upon impact caused an explosion which also caused a magenta ring to form and spread across the land with Kion’s slamming right into Tirek’s slamming him backwards into one of the nearby mountains with the broken off top crashing right down on top of him.

All of that caused everything around them to be covered in smoke, crumpled rocks scattered across the land. Tirek having managed to quickly recover from the attack managed to emerge from the ground after pounding some of the unbroken rocks that had landed on top of him. After tearing apart the rock that covered him underground, he stood before both Kion and Twilight Sparkle, still both glaring angrily him, still ready to continue bringing him down even if they are currently at a standstill.

“It appears we’re at an impasse.” Tirek stated. “I have say though I am impressed that the prized protégé of Princess Celestia along with the Lion King’s son is able to fight it up to this point. Speaking of which…” He then sadistically smirked as he snapped his fingers. “…how about a trade, prince and princess?” He presented several bubbles that held their friends and family outside of those imprisoned in Tartarus. Every bubble had each of the remaining members of the Lion and Pony Guard including Simba, Discord, Shining Armor, Kiara, and Spike. All with weakened and tired appearances, pale eyes, with the ponies all lacking their cutie marks. “Their release in exchange for all of the alicorn magic in Equestria…”

“…along with control of Equestria to me…” Scar’s voice added as he appeared with both the now captive Fuli and Ono in his magical grasp.

Both Twilight and Kion gasped in horror upon seeing the terms laid out in front of them and forced with a very difficult decision. Keeping their magic or giving up that along with the entire kingdom in exchange for their friends and family to the enemy no one would ever even dream of giving up without a fight.

Scar smirked at the two sinisterly knowing that he holds all of the cards now and is just one simple deal away from securing victory. “So…what’s it going to be, prince and princess? Your magic and the kingdom…or lose your friends and those who you hold dearest to heart forever!”

Both leaders of the Guard don’t know the answer of how to properly approach this. Clearly given how good their hearts are it would be clear that they have no choice, but it would also still mean that Scar would win.

"Don't do it, Twilight, Kion!" Beshte implored of them hoping to persuade their friend against submitting to their worst enemy.

“We aren't worth it!" Fluttershy added in insistence.

Inside of his own bubble nearby, Discord could only aside in shame feeling very glum and guilty for the role he played in all of this to happen. "I’m not worth it, but I disagree in regards to the rest of you, especially you two, Fluttershy and Beshte. You’re the pony and hippo who taught me that friendship is magic." Looking down at himself he added. "I had magic and friendship, and now I don't have either, all because I made the wrong choice in life.”

“Truer words have never been spoken Discord…” Scar bluntly commented before turning back to both the alicorn and young lion before Tirek could get impatient. “…but enough said, do we have a deal, Princess Twilight, Prince Kion?”

As both Twilight and Kion looked up at the bubbles again, something sparked their heads when the streaks of rainbow light reflected off of each of them and of course in their own eyes.

“Stay true to who you are, for the good of both the Pride Lands and all of Equestria.” Mufusa’s voice echoed through their minds.

With one more look at their surroundings, the two figured out of what to do before looking straight at Scar with their answer.

"We will give you our magic…in exchange for our friends."

Everyone gasped in horror at their decision knowing that this means Scar wins.

“Wise decision!” Scar replied with a smirk before turning to nod at Tirek who snapped his fingers to make the bubbles disappear allowing them all to be freed and drop to the ground. All but one bubble one that contains Discord inside.

“All of our friends!" Kion demanded.

“After the way he has betrayed you, you still call him a 'friend'?" Tirek remarked in disbelief.

“Release him…!”

“…or else you won’t get any magic from us!”

Both the princess and prince ordered.

Tirek turned to Scar for his opinion on the matter with the lion non-verbally making his decision by nodding at him to do it.

“Very well…if that’s what you want…” Tirek relented before snapping his fingers once more for Discord’s release.

“Thank you.” Discord weakly expressed his gratitude before saying the only thing he could to the two closet friends that really showed him kindness. “I'm sorry."

“I know.” Fluttershy weakly replied with tears in her eyes while understanding from past experience of how much Scar’s manipulative influence can get others to look in his favor.

Now that, their side of the bargain has been fulfilled, now it is time for Twilight and Kion to return the favor.

“Okay, Kion and Twilight. Now’s it’s your turn.” Scar said to the two as he flashed over to them in an instant to restrain them so Tirek can suck out every last drop of magic from them.

It took a firm grip and slight motioning of his claws to counter the magical grip Kyoga has placed on her magic to ensure that Tirek won't be able to get ahold of their magic. Once he had them forced to hold still, Tirek opened his mouth as he proceeded to suck up every ounce of magic out of them. All while the two winced in pain from the whole procedure. If Twilight hadn’t had magic ripped out of her before than then the experience this time around would have been a lot more painful.

After the transfer had been completed, both Twilight and Kion were left stumbling and nearly falling over due to feeling very drained before dropped down to the ground once Scar let them both go. Both had pale eyes and neither one of them had their marks on their bodies. Kion lost his Mark of the Guard, while Twilight lost her cutie mark because of it.

“Yes!” Tirek relished in his victory as he grew to enormous heights. “The power! It’s mine!” He declared stating his victory in achieving what he wants is complete. But just when it seemed like he had everything he wanted, suddenly he felt a sensation that was starting to overwhelm him to which both leaders of the Guard smirked at the sight of what’s about to happen. “Wait…?” He said when he felt uncomfortable with his heart racing uncontrollably. “…No! It’s too much! It’s too much!” He screamed as he found his body and his eyes glow a hot blinding blood red color accompanied by an equally blinding hot white color. “NO! NO!” Before anyone (expect for Kion and Twilight who both turned their heads away with closed eyes and Scar who casually donned a pair of sunglasses) could figure out what was happening, a huge bright glow consumed the centaur leading to a huge implosion in the form a huge white magical wave spreading across all of Equestria. “NOOOOOO!” He last screamed before his physical body passed on never to be seen again.

With Tirek gone, all of the magic he once held was all released spread all across the land to its rightful owners. All the Pegasus ponies got their ability to fly again restored. All of the Earth ponies regained their strength. All unicorns regained their magic from every magically gifted alicorn to every magically gifted lion. But there was still one problem though…

…everyone expect the main cast who attended the Equestrian Games is still trapped inside the stadium. Not only that, the princesses, Nala, and Kyoga, are all still in Tartarus, and Equestria is still under Scar’s control leaving the main cast still standing in the rubble and crater wreckage from the most recent fight that had occurred.

“Are you both okay?” Beshte worryingly asked both the alicorn and lion as they were both weakly getting up on their hooves and paws with both his and Simba’s help. Even after having her magic restored Twilight still had trouble standing at first compared to Kion who just lost Kyoga's magic back to it's orginal owner.

“Yeah…”

“…we’re okay.”

With that question out of the way, Applejack had this to ask them. “What were you two thinking? I mean giving up Equestria to that varmit rather that to keep fighting for it?”

“We had no choice.”

“It was the only way.”

“And they took out a powerful threat while doing so.” Simba added in their defense while sitting beside both his son and friend. “They both saved everyone and they were willing to lay down their own lives in order to protect ours…” He looks down and places both paws on their back in a fatherly manner. “…something that a true prince and princess would do when things look very tough and for that I’m proud of you both as always.”

“So very true…” Discord solemnly spoke with his voice filled with regret before confessing of his involvement of how it got to this point. “…no thanks to me…as you could probably tell Scar too tricked me into believing that he could offer me something more valuable than friendship. But there is nothing worth more. I see that now.”

“Then why did you continue helping him?!” Kion asked like he is expecting a good answer out of him with a somewhat hostile tone directed towards him.

“Because once he managed to persuade me into doing whatever he asked of me he also made it clear that he would hurt the ones I cared about the most if I didn’t fall in line no matter what it was, even if it meant hurting those who you came to care about…” He answered while eyeing both Fluttershy and Beshte on the last bit with great regret on his vain efforts at playing both sides in the conflict.

“He blackmailed you into helping him.” Twilight deduced from past experience. “Because he saw your abilities invaluable to his cause and had to keep you working for him long enough for his plan to come together. All while hoping that he wouldn’t double-cross if he did his best in helping him.”

“Too bad Scar wasn’t compassionate enough not to betray you.” Ono remarked bluntly. “Guess the feeling isn’t mutual, huh?”

“No it wasn’t” Discord didn’t even take offense to the egret’s remark feeling he truly deserved before holding up the medallions Scar and Tirek gave him earlier. “He and Tirek lied when he said that this medallion was given as a sign of gratitude and loyalty. But when I say that it is a sign of our true friendship, I am telling the truth."

After saying what needed to be said, he bestowed the medallions upon both Kion and Twilight, tying it around their necks which gave off two rainbow colored shimmers that had them feeling strong surges of energy flowing through their bodies. In addition, Kion's medallion produced a rainbow glimmering heart that turned gold as another seperate medallion which means that this is also Kyoga's gift for living up to her element for bestowing her powers to Kion knowing what would happen next.

“Poa!” Beshte remarked upon seeing the rainbow glimmer shine on their recently acquired gifts.

“You think that maybe the last ones we need?!” Applejack hopefully asked.

“Only one way to find out!” Twilight stated before leading everyone on over to where the Tree of Harmony is standing.


Once there they all rushed on over to where the chest was standing, but when they all got there, they found that all of the nine previously found keys have all disappeared.

“What?! But how?!” Kion gasped along with the others upon seeing this.

But before anyone else can question and figure what, the three medallions were suddenly summoned and snatched away by the half-lion and half-alicorn floating over them while smirking. “In answer to your question Kion, that’s something that I had help with. And having said…” He then turns to the purple alicorn as he presents all twelve keys in his possession. “…thank you Twilight, I couldn’t have done it without you.”

“No…” Twilight faintly whispered upon seeing what this means for all of Equestria.

“Yes.” He turns to see everyone eyeing them looking very confused while glaring at him very wary of his presence. “Oops. Have we let the little kitty out of the bag here?” He then teasingly asked while briefly covering his mouth pretending it to be a slip of the tongue.

“What are you talking about?” Simba demanded while looking a bit troubled while wondering what other secrets Twilight has been keeping from them.

“Ahh…” Scar said to the alicorn as he circled around her feeling delightfully surprised. “…so you haven’t told them your little secret. Well Twilight, now’s your chance to tell them. Tell them, exactly what I have in store now that I have what I need to enact my endgame for all of Equestria.”

Everyone all turned to Twilight who can only glare at Scar seeing that he backed her into another corner wondering what exactly does having everyone live up to their elements play into his true goals. Rather than tell them the truth, she had this to say instead. “Like I would lead everyone into going through with whatever you’re planning.”

“Well that’s tough since you have to be willing to do whatever it takes to get what you want in life.” Scar remarked callously brushing off the alicorn’s regrets. “As far as studies go, it is our job as great learners to whatever we can to pursue it, wherever it leads.”

“Like you would know!” Rainbow retorted. “You couldn’t discover a pink pony if it happened to be snatching the keys right out of your claws.”

To prove her point, Scar finds that Pinkie managed to snag the keys with her big and poofy tail. “Heh, heh.” She giggled before Scar quickly seized back control over them and backhanded her hard into the ground.

Both Rarity and Rainbow Dash shot Scar a dirty look back towards her attacker in response to their friend briefly seeing cakes and pies over her head.

“Moving on…” Scar said showing no remorse for what he did to Pinkie. “…now that everyone knows the truth. All twelve of you will turn those keys and use their power to destroy Equestria!”

“Now wait a minute!” Applejack spoke up firmly. “You got your math all miscalculated. There’s eleven of us here, not twelve.” Scar simply snapping his fingers to bring the restrained lioness over here with his magic.

“You were saying?” He asked with a smug smirk.

“Never mind.” She conceded with a slight growl in his direction.

“Regardless, you all know what to do from here, and if I were all of you, I’d suggest you all work your magic on this thing or else…” He teleports on over to hold Simba hostage by holding a magical dagger to his head along with doing the same with both Discord and Shining Armor. “I will be giving your former king, prince, and traitor their regards.”

Before Kion could literally burst into flames when he growled at the sight of his father being threatened, he found Twilight placing a calming hoof on his chest. “Oh, we will work our magic, Scar. We will.”

“Good. Now get to work!”

Twilight quickly huddled the others for a quick debriefing. “Follow our lead.” She whispered to them before leading them on over to the chest. Both their leaders nodded at each other as the others watch on anxiously even the rest of the Lion and Pony Guard crew hoped that both the alicorn and lion cub know what they are doing and not just giving in to the tyrant’s demands.

Twilight gave each and every one of her friends the keys they earned once Scar handed them to her. They were all placed in their respective key holes at the same time.

“Ready?” She asked the others who all expect for Kion nervously nodded. “On three. One...” They all looked at their keys with intense focus. “…Two…” They placed their hooves and paws on them. “…Three!”

They all turned the keys at the exact same time with each key clicking simultaneously as the chest opened up and bathed the whole surrounding area in the same blinding white light that destroyed Tirek not too long ago.

Scar once more donned his sunglasses in preparation for this moment he’s spent the day since the Elements were locked away for this moment. But when he managed to get a good look at what Twilight’s working her magic on, he was suddenly struck in the eyes with a hot blast of violet red magic that slammed him against the wall backwards forcing him to release his grip on his captives. Once the three were all free they quickly rushed on over to the blinding source of magic before disappearing into the light.

After Scar had quickly recovered from the impact of the surprise attack Twilight had inflicted on him, the white light had diminished, to reveal that the chest is unlocked but everyone was just in the same place as him had all escaped.

Scar mentally berated himself for not acting quicker than he should have but none of the less kept his composure and had only this to say in response. “Well played, Twilight. Game on!”

Scar then looked on over to the twelve keys that were left behind in the heroes quick getaway maneuver and levitated them on over to him before using them to lock the chest back up.

Even though they have managed to escape and evade using the Elements of Harmony to destroy Equestria, he still managed to obtain control over the situation since he holds the keys and the cards in maintaining control over both the Pride Lands and Equestria but he has another plan in place knowing that there are two concurrent battles to take place in short time. One at the Crystal Empire where all of his hostages and his army are, and the other is at the now barren wasteland where the Pride Lands still stands, where the heroes are most likely planning their last moves in an effort to stop his reign of terror once and for all.

Author's Note:

Here in Part Two, as Tirek's rampage is ongoing, the best course of action is entrusting magic to only Twilight but also Kion in order to combat both Scar and Tirek. With Kion's newfound magic being given by Kyoga placing faith into him since he and Twilight work very well together in battle.

While Twilight is willing to do whatever it takes to defeat her enemies, her dark side has still been showing throughout this special, given of how Kion is uncomfortable with the idea of murder and the very thing that defines Scar's character. Given of how Kion truly does not want to see her or himself to ever become him, it's understandable why he is uncomfortable with her.

At the same time all gloves are off given with how dire the situation has become, there are times like this where it's the only way to go since it's a life or death situation.

Also, for those who are wondering why didn't Twilight and Kion tell the others about Discord's deception? Well, considering how heartbreaking it would make her at a bad time, it makes sense.

After that, that leads to another big fight scene between Scar going up against Shining Armor and Simba who both put up a great fight against him. Too bad for them, Scar's alicorn magic gives him the edge over them and of course Tirek's fight against a powerless lioness way smaller than him goes as one would expect.

Here we get another scene between Scar and Discord where he manages to convince Discord into feeling more comfortable with his choice with some elements of truth in his lies (just long enough until the time is right) before sending him and Tirek on over to Ponyville. And boy, Discord sure wasn't expecting it all.

Here while both Twilight and Kion are training for battle, they get to talk to Mufusa who gives them more insight of another driving factor that further drove Scar down the dark path he is now on. And as it turns out, the other huge factor his him having daddy issues himself. Something that I've hinted before in previous episodes.

Moving on, it all began the day Scar first discovered his newly bestowed gift of the Roar, where the lion king back then gave him a harsh lecture about it leading to a heated confrontation between the two. Even though Mufusa smoothed things over before it could get ugly, the damage was already done.

Ouch.

I mean Ahadi was just overly concerned about his son given what happened to the previous leader of the Lion Guard before him and truthfully he didn't mean to be too hard on him. But nevertheless, his words really hurt him just before he wasn't even given the chance to lead his brigade and he could never find it in his heart to forgive his father for what's said and done. And by the time the whole incident with the strange lion and his cobra companion ended up being the breaking point into him destroying his Guard, losing the Roar, and then latter killing his own brother which he is infamously known for.

Goes to show that doing the wrong thing for the right reasons have consequences later on in life. I mean for me having a father prone to saying harsh, hurtful, and discouraging words in the heat of the moment every now and then it would still hurt to this day.

Moving forward with Mufusa imparting his wisdom and advice to both leaders of the Guard, comes their showdown with Tirek and much like Twilight after being recently bestowed the power of magic where thankfully Kion has learned enough to be able to at least hold his own and even get a few good shots in alongside his friend to force a draw between them.

Of course at that point, both Scar and Tirek laid down their cards in order to conquer Equestria. If they granted Tirek their magic and Scar control of Equestria, they'll release their family and friends. With no other choice, they chose the most obvious course of action, granting him their magic.

But since Kyoga does not like having her magic trifled with, she decided beforehand that it would allow Tirek to live with it. At all.

With Tirek defeated, everyone had their magic returned and Discord's repent bestowed them the two keys both Twilight and Kion have been looking for. Unfortunately for them, when they got to the tree, Scar having expected them immediately seized control along with all of the other keys including Kyoga's forcing them into a position where they'll have to destroy both realms with the Elements. Luckily some quick thinking from Twilight allowed the whole party to escape without giving into him.

With our free heroes catching their breaths after a narrow escape from their worst adversary, now they have to regroup and figure out their next course of action with Equestria now under Scar's control along with the Crystal Empire's as everyone's lives there depends on their rescue.

And as for the question, "How can the Elements be used to destroy Equestria and the Pride Lands?", that'll be answered in the next part, so keep both eyes open and attentive for all details.

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