• Published 4th Feb 2023
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The Pony Guard (Season 5) - MXCDarkHorse2020



The Lion and Pony Guard face new friendship lessons and challenges as they continue to expand it across Equestria and the Pride Lands

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Episode 22: Queen of Thieves Part Three

Episode 22:

Queen of Thieves Part Three:

The next day, everyone has gotten everything together so they can prepare for a private wedding rehearsal in preparation for the rescheduled wedding.

In the hallway, both Princess Cadance along with the girls are all waiting outside waiting for the music to start so they know how to walk inside during the actual ceremony like before where Fluttershy and Ono are flying and pacing around the doorway anxiously.

“Has anypony seen Twilight?” Shining asked everyone as he approached them.

“Haven’t seen her since last night. Or Rainbow Dash and Spike too.” Kyoga shook her head.

“Oh…” Ono groaned knowing that it’s not like Twilight not to show up late without a good reason. “…I do hope nothing's wrong.”

”Think maybe we should dispatch a search party?” Fluttershy equally worried asked.

“Now Ono, Fluttershy…” Cadance gently assured while flying over to them to get them to stop in their tracks. “…I’m sure they’re on their way.”

Inside the room where Shining Armor inside is where Kion and the boys are wondering the same question.

“Where are they?” Kion anxiously wondered.

Just then thanks to an accidental burst of magic from Shining, Bunga transformed into Pumbaa.

“Hakuna Matata!”

“Did someone call us?” The real Pumbaa asked before seeing a copy of himself along with best friend Timon.

“Uh, never mind. We’ll come back later.” Timon said before they quickly sprinted away deciding to pretend they didn’t see that.

After they left, the magic wore off and Bunga turned back to normal.

“Whoa... I was having an out of movie experience expect within a universe where said movie happened.” That said he moved to speak of what he thinks could be happening to their friends who have yet to show. “Anyways, knowing Twilight and Rainbow Dash, my guess is that they want to make an entrance.”

Kion can only look on unsure as everyone is starting to get increasingly worried about them.


At that moment was when the four missing friends were all looking on at the pearl inside the throne room hoisted in the air by the finest tentacle security up near the ceiling, looking on whether they should do this or not.

At that moment Spike and Rainbow returned to both Twilight and Sunset with information to share with them.

“Coast is clear all ways!”

“And here are the keys and lock picks.” Spike handed Twilight said items needed to obtain the pearl should they choose to do it. “I’m sure you know how to use 'em?”

Twilight looked on unsure about as she clenched the keys and lock picks before moving on forward to where the pearl is being held with Spike swimming alongside her.

“I know this goes against every element of harmony I stand for but I can promise you this Spike, after this, I go straight.”

Just before she could move to reach it, Starlight suddenly appeared right in front of her.

“Straight to the dungeon!”

“Ah!”

“Starlight!”

Before Twilight could do anything about it, Starlight quickly zapped her square in the chest with an lightning powered spell that zapped her into unconscious.

“Yes, Twilight. We’ve been expecting you!” She moved to fish the keys and lock picks out of her hooves just so she can obtain the pearl which triggered the security alarm. “Oopsie. Looks like my work here is done. Have fun!”

She quickly made her escape while zapping the rest of her friends into unconscious along with the pearl she left behind while leaving them at the hippogriff guards mercy just when their queen appeared from behind…


Back in Equestria, enough time has passed for everyone to figure out something is definitely not right with what is happening.

“Do you think something is wrong?” Fuli was the first to pop the question everyone’s thinking now.

Kion turned to Ono. “Ono, can you find them?”

“I’ll see if I can spot them out!” Ono quickly flew out to give the whole kingdom a good scan. “I just need a good sighting and a good visual…or not.” But he had no luck before returning inside to see everyone looking on at a surprising and shocking sighting. “…hey, what’s everyone looking it? You got an idea where she is, a lock of her hair, anything she recently wore…or maybe…” Ono gasped. “Hapana!”

Ono looked up to see Queen Novo herself appearing through a magical visual on Kyoga’s amulet. There she presented a handcuffed Twilight before them being held by her general.

“Huh?”

“What?”

The others could only say before Princess Celestia moved to demand an explanation for why she is seeing her most faithful student in this position.

“Queen Novo! What is the meaning of this?”

“Your majesty, my apologies for the less than ideal circumstances right now but here what I have right I now in case you haven’t met her is the Queen of Thieves.”

“Twilight!” Kion called out to her with a paw raised out to her in vain since it is a magical video conference call who likewise can only look surprised at seeing the restored compassion for her.

“We seized her in the throne room! She caught trying to steal this right when my back was turned.” Shows everyone the pearl as proof.

“No...” Kion said as if he is buying that this is really happening while both Shining Armor and Princess Cadance can only look on in disappointment that she got caught.

The queen then has the other guards present her friends also handcuffed. “And these are her accomplices.”

“Big misunderstanding! It's all a hoax. A set-up. A frame job. slap on the wrist and, uh, community service kinda thing!”

“Yeah, what he said!”

Both Spike and Rainbow frantically spoke while Sunset can’t bare herself to look at her former mentor in the eyes who can only return a despondent look in return. Just when she was hoping to hear and see her again, it happened in one of the worse ways possible.

“Now I know why you really disappeared...” Kion commented in disappointment at Twilight who can’t even look at anyone in the eyes right now.

“No, Twily…”

“Shining Armor, did you know?” Kion asked upon seeing the look in her brother’s eyes.

“I thought it wouldn’t come down to this. I actually thought she was going to negotiate with her about it.” He honestly replied yet still can’t help but shake off that this is all a huge misunderstanding since he knows his little sister is not a thief. At least not an incompetent one.

Kion upon seeing the look on his face only reinforced the disgusted scowl on the young lion’s face. “Just like how I thought I could change her. Even after trying this is what happens.”

“You can get me to change the colors on my mane, Kion. You can't change who I am.” Twilight said in a rather defeated tone with nothing else she can say without making things worse for everyone.

“And the law is crystal clear on what we must now do!” The queen firmly added.

“Aunt Celestia, isn't there another way?” Cadance pleaded of her to do something about this.

But given the proof they have, it wasn’t looking in their favor. “I'm afraid there is not for now.”

“At least one thing we agree on.” Queen Novo commented before turning to her guards. “Take the prisoners to the dungeon.”

“Dungeon?“ Spike exclaimed in shock by that statement.

“For life.”

“Life?” Rainbow exclaimed equally shocked.

Two of the guards placed muzzles on both Rainbow and Spike’s mouths before being led away along with Twilight and Sunset by the guards just when Queen Novo canceled the magical intermission.

“Dad…?” He implored of him hoping that there is some way that he get her to drop the charges against her.

“I’m sorry, Kion.” Simba could only console his son. “There are some things that even a king like myself can’t do.”

“And the same can be said for us.” Luna regretfully added. “As there are some things that even our magic combined can’t make come true. The best we can do right now is head on over there to get the whole story and maybe convince her into reducing her sentence on friends now being held in their custody. But it’ll all have to wait first thing in the morning.”

Kion proceeded to leave just feeling nothing but anger and disappointment in them even though that’s not the whole truth. If only they knew what really happened, he would be seeing things more clearly.

Kyoga on the other hand, is looking on at the amulet like there is something not right going on as it has never been known to do things outside of giving bursts of element magic when tapped into and called upon by her alone. It’s like something about her amulet is off here...

At the same time both Scar and Starlight are looking on in satisfaction at the scene, both highly pleased with how well it all worked out in their favor inside the Outlands Volcano.


At night, Kion is in his room at the Canterlot Castle, completely distraught and angry over what he thought he saw hours ago. Not only Twilight, Rainbow, and Spike were all busted in an attempt to steal the Seaequestrian queen’s prized pearl. But also they had Sunset Shimmer as their accomplice who was also in on the whole thing. Not to mention, that her brother and future sister-in-law knew about this and didn’t say anything too. By the time, the rest of the Lion and Pony Guard regrouped with him, they have managed to come across him still stewing over it.

“Kion…?”

“…How are you feeling?”

Both Beshte and Fuli asked in concern for their friend.

“Fine. Just fine. Expect that I just found out that Twilight went behind my back again and attempted to commit theft behind another kingdom’s back.” He angrily replied.

“Yeah, you’d think a double-cross wouldn’t sting.” Bunga said trying to lighten the mood only to be meet with annoyed frowns from the others. “Too soon?”

“Yep.” Fuli nodded. “Although considering all we saw was well you know, there’s got to more too it that we had just happened.”

“Yeah!” Bunga agreed. “It could have been a frame job!” Holds up an open picture frame. “Or even set-up!” He puts in a hand-painted picture of both Scar and Starlight high-fiving over seeing Twilight thrown behind bars. “It’s true! It could have turned out like that as part of some sinister plot to burn Twilight to the ground." He pointed out while noticing and quickly sliding some leftover dust and ashes under the rug.

Kion growled not even close to being impressed as he looked out the window. “After everything we went through this is what I find out! I was so stupid to think I could change her!”

“Trying to show her a better life wasn't stupid, Kion.” Beshte attempted to assure just when Ono appeared beside him with something to say himself.

“Aside from being quick to judge before even getting to know the whole story.”

“Along with leaving her alone with both the most head-strong flyer and gold-digging dragon, yeah that was stupid.” Bunga honestly added to which only further rubbed salt in the lion prince’s wound.

“Everything was perfect before she came into my life. I just want things the way they were.” Kion turns to the others with a serious and determined expression. “Pinkie, I need those paint cans. Lavender purple. Rarity, I need some purple and pink hair dye and purple contacts.”

“Huh?” Pinkie was now confused.

“Kion, darling…” Rarity tried to laugh it off like he is joking. “What did you combine your mane too far back…” She lightly brushes back her curly mane before handing him the requested items along with Pinkie. “…I mean come on. Where exactly are you going with this?”

“Yeah! Why would you want to dress and look like Twilight?” Pinkie asked in agreement with the fashionista’s argument.

Kion didn’t answer as he got to work with what he has been given while moving to do so in his room.

“Um, Kion…” Ono looked on as he managed to get a peek on what his friend is doing to himself “…what are you doing?”

“Isn’t it obvious?” Bunga replied looking on like he is slow on the uptake while painting himself black and white with some of the extra paint. “He’s painting himself to look like Twilight.” He then spoke out to his friend. “I mean don’t you think you might want to do something that doesn't actually say “Arrest me!"? Or further framing and setting one of your best friends up for another crime she didn’t commit?”

Kion emerged from his room so everyone can see him as an exact Twilight look-alike like she appeared and Kion disappeared. “Perfect. Just like Twilight.”

“Earth to Kion!” Kyoga spoke up trying to get him to pay attention to her like a much needed reality check. “Earth to Kion! This is one your best friends speaking! Trying to tell you that there is nothing for your future if you dress and paint like this!”

“You’re wrong, Kyoga.” Kion replied while moving aside so he can look out to the horizon beyond Equestria’s borders. “Because the guards along with their queen will never know I was there.”

“You mean…” Applejack asked while Ono dropped his jaw while gasping in shock alongside Rarity, Fluttershy, Beshte and Fuli.

“Oh my!”

“No way!”

“Seriously?!”

“Yes, Applejack. I’m breaking Twilight out of that kingdom’s dungeon. Tonight, the Queen of Thieves will make her most miraculous escape ever... out of my life.” He proceeds to fly on ahead all while the others look on very worried for their friend just knowing that this is going to end very, very, bad for him.

“Don’t suppose that’s his hair talking, isn’t it?” Bunga asked the others.

“Nope.” Applejack shook her head.

“And don’t even think about saying it.” Fuli added already figuring out the joke he was about to say before it could be said. “Just don’t.” Turning her attention to the others. “And I think we should go on over there to help them in case something else goes wrong.”

“Agreed.”

“Yep.”

Both Ono and Applejack stated quick to jump on the opportunity.

“Hang on…” Kyoga told everyone while getting them all to huddle before using her magic to teleport them away from their current location.


Back in Seaequestria, the four Equestrians are all sitting inside their cells inside the kingdom’s dungeon.

Both Twilight and Sunset can look on feeling upset with themselves for what had just happened. The former was more at the fact that when she realized got played every step of the way leading up to it while the latter was due to the fact that they couldn’t be honest with what had happened (though that was more due to the shame she felt upon seeing her old mentor again).

Both Rainbow and Spike were annoyed as heck due to the fact that every limb of their bodies were cuffed like they were dogs that needed muzzling.

Outside the dungeon, two guards walked down the hallways all while Kion disguised as Twilight while wearing a spy suit looks down upon them.

“Since she's captured the Queen of Thieves, there's no living with our majesty, Queen Novo.” The one guard commented to his general.

“Well, it’s not exactly easy living under her command before.” The general replied. While acknowledging what he is saying there truthfully is not much else that can be done in regards to dealing with her.

True to form, even while taking no pleasure of the arrests they had to make, they had no choice but to follow their queen’s orders.

During this exchange, Kion was able to sneak up from behind and steal the general’s keys. The two ponies quickly turned to try to spot whoever was here but saw no one before continuing down the hall. Kion reappeared once they were gone after having used an invisible spell to keep himself from being spotted.

With what he needs now in his possession he moved on over to where the jail cell is before moving to enter the room where he approached the four still sitting there.

“Who?”

“Kion?”

Both Sunset and Twilight spoke highly surprised to see Kion here along with being disguised as the latter.

“I've come to say goodbye.” He firmly replied before moving to unlock the cell doors along with the anti-magic armor on their horns.

“Why are you...?”

“We don't have much time. While the guards chase me, you two get out.”

“But Kion…”

“I can't let you...”

Both Sunset and Twilight tried to reason with him but he casually tossed them the keys so they can free Rainbow and Spike on their own clearly not having any of their explanations right now.

“Forget it. In case you forgot! This is the Lion Guard’s Fiercest you’re talking to! They can't catch me.”

Twilight simply shook her head while amused and impressed with their friend. “She even sounds like me at times and mostly Rainbow Dash.”

“And me too.” Sunset said in agreement.

“Twilight!”

“Sunset!”

“Anytime right now?!”

“Because I’m getting tired of being chained and muzzled like a dog!”

Both Rainbow and Spike called out to them while they were briefly chatting.

“Oh, right.”

“Sorry.”

The two girls quickly moved to do so while making their escape.


A little later, Queen Novo is in her quarters while looking at herself in the mirror, applying was cream and lotion to her face while her best soliders sit at a nearby table.

“What has become of outsiders nowadays I mean really?” She asked as she gave a weary sigh while trying to rid of herself of wrinkles. “To think, that anyone would be smart enough not to cross me in the slightest like they don’t know who I am.”

“Um, your majesty. Many Equestrians don’t know you given that we relocated here on your orders.” The general reminded.

“Therefore, to them we’re just obscured written history. A myth.” The captain added.

“Well regardless…when Princess Celestia gives me my due, I'll put the good word in for you for doing a good job at apprehending her precious prized pupil, the ponies who...” She suddenly sees the Twilight look-alike in her reflection peering from the doorway. “…it can’t be!” She quickly donned her crown before leading her men outside into the hallway. “She was here, I know it.”

Before she do anything else, Kion quickly jumped down on top of her head before bouncing off to do the same to the two guards standing by her side before facing them down.

“The Queen of Thieves!”

“No pony can escape that cell!”

“She isn't a lady I say, she's a demon!”

The two shared before Kion ran off, literally leaving bubbles behind.

“I want her, dead or alive!”

The chase took on through the castle where there were multiple hallways to which Kion was quick to rush down one of them to get the whole troops spread out in a through attempt to fish him out.

“Surround the castle! She's close... I can feel it.” The queen ordered before setting out herself as many guards spread out through the hallways in a quick effort to find who they think is the princess fugitive.

During the chase, the guards took the time to say to each other.

“Which way did he go?”

“I don't see him!”

“Look over that way, hurry!”

Little do they know now, is that Kion is now currently hiding in one of the dimly lit hallways. As two of the guards started to head down that way, Kion moved in the opposite direction just when he was spotted.

“There, the Queen of Thieves, on the roof!” The captain called out while pointing in his direction.

“Get up there, now, now, now!” His queen commanded just when he and the general moved to give Kion a chase.

They closed in on him as they swam down the shadowy corridors up until they reached the dead end of the hallway.

“Found him!” The captain declared…

…just before Kion worked his magic into teleporting away right on the spot.

“Lost him.” The general corrected.

Unbeknownst to them, Kion really now is located on the opposite side of the castle in bright hallways before moving to swim his way around the other guards who all got confused as heck when he moved to repeatedly teleport all over the place just it seemed like they had him along with sprinting away from them just when they got too close to him. It got to the point that all of the guards where all running around in circles throughout the hallways and nearby doors that they had no idea where to look as Kion made his move towards his escape.

“Which way did she go?”

“I heard her go over there...”

“No over there, over there!”

Kion moved to turn the corner having successfully thrown the guards off of his trail. He then swam on and away in the other direction with the castle exit right in his sights. It looked like it was a smooth swimming to safety from here when he gave himself a powerful fiery burst of magic towards the entrance…

POW!

He was suddenly slammed down hard into the ground by a pair of hooves. By her majesty herself.

“Gotcha.” Queen Novo told the young lion barely coming to. “The Queen of Thieves. Your charmed life is over, your majesty!” She moved to try to pin him to the ground but he was quick to dodge the attempt but not without tearing off his mask along with some of the paint washing off due to being underwater. One good look of confusion, shock, and anger was all it took for her to realize what has really happened. “You?”

“Yes.” He said not even denying or trying to lie his way out of this even when grabbed by the collar.

“Well then, I guess I'll have to settle for the Prince of Thieves. We shall see if your father and Celestia wants you in their family now.”

Instantly a swarm of hot bubbles swarmed around them while blurring their views. When they cleared up Queen Novo saw that Kion is now gone and the latter saw that he is now being hoisted to safety by both Twilight and Sunset with both Rainbow and Spike following after them along with the rest of their friends who had just arrived on the scene.

“Twilight? Sunset?”

“No time to talk, we must move!” Twilight simply and swiftly said as they escape the castle and head on upwards towards the surface.


By floating as high as they can go and as fast as they can through the water, the Lion and Pony Guard all were able to emerge to the surface all while gasping for air. Now they were all safe before they all made their way to the nearby shore. And of course everyone was quick to dry themselves after getting out of the water.

“Phew! That was close!” Bunga commented in relief.

“I know.” Fuli agreed while shaking herself dry. “I hope I never have to go through that again.”

“Me too.”

“Me three.”

Both Ono and Rarity said in agreement.

“Did we lose 'em?” Kion asked unsure whether to expect the angry queen resurfacing.

“I don't know, but I did lose my lunch back there...” Rainbow groaned before quickly barfing in a paper bag Pinkie courtesy handed to her. “Why did I eat all of that prison food.”

“Because you were hungry from all of that flying and all you could do was see food.” He chuckled much to Rainbow’s irritation.

“Do you get pleasure at making puns at my expense?”

“I do, 100%” He said with no regrets about saying it.

All joking aside, Twilight was quick to answer Kion’s question. “They won't be able to pick up our trail until daylight. By then, we'll be long gone from Seaequestria. But I’m sure by now they know who we are.”

“Then wouldn’t they know come after us?” Ono brought up.

“They have their pearl. Even though some of us won’t be allowed back there, I’m sure they have no reason to hunt us down.” She answered while shaking her head against the thought.

“Speaking of pearls…” Applejack spoke up wanting to know the whole story now that they are safe. “…mind telling us what that whole attempt to steal their pearl was all about? I mean what you were thinking?!”

Twilight sighed deeply knowing that this was inevitable before moving to explain herself. “The whole pearl debacle was originally an attempt to take it to protect it. But that was before realizing it was all a trap.”

“Set up by who?” Bunga asked.

“Scar and Starlight.” Kion could only look on with contempt towards her as she continues explain herself.

“Really? Them working together? How is that even possible?”

Everyone briefly looked on feeling uneasy by his attitude again before letting the princess continue.

“I know this sounds hard to believe but it’s the truth.”

“It is.” Rainbow backed her up in agreement. “I wouldn’t believe it if I hadn’t see it myself.”

“Seen what?!” Kion demanded still finding what he feels he is hearing is all very baroque.

“We’re getting to that! Gee whiz!” Rainbow remarked before explaining herself. “Anyways, back when Janja and the hyenas attempted to make off with the melons we followed after them to see if they were going to come back or not. They were. But we couldn’t tell you right away because Kenge had already bitten us first.”

“They managed to bite you both?” Ono asked in disbelief.

“Yes. Right after we discovered their little secret.” Twilight answered. “Scar has been communicating with them with his magic there and was able to have Kenge get the jump on us while we were distracted by him.”

“How?” Kyoga asked.

“Starlight was there expecting intruders coming by the volcano in the Outlands and tipped him off only we didn’t see her because she was invisible.”

Kyoga looked on very understanding. “That explains a lot about her.”

“Yes, and him appearing in the fire inside the volcano with whatever magic he could obtain from the other prisoners in Tartarus is how he managed to escape and communicate with the Outsiders in his absence.”

Instantly, Rarity, Ono, and Fluttershy expressed their sudden horror at what they were hearing.

“What?!”

“But…?!”

“How…?!”

“Yeah, those were our first words and reaction upon seeing him too…” Rainbow commented fully understanding of their fear of Scar. “…and like Twilight said he is currently holed up inside the volcano in the Outlands as a fiery spirit.”

“And you expect us to believe that?!” Kion angrily asked them like they are crazy. “What about why you were after the queen’s pearl in the first place?!”

Twilight took the time to still calmly try to explain it to him rationally as possible. “We thought they were going after the pearl as a plot to harness it’s magic to so they can both get what they want. Scar getting his full powers back and Starlight getting the power to take whatever cutie mark she wants from anyone at any time. But only when we got there and saw that neither one of them even attempted to obtain it already along with the queen never even hearing of them even once before up until we came there did we realize that it was all a ploy to trick the queen into thinking we were going to steal it.”

“Are you kidding me?!”

“Kion.” Rainbow implored of him to listen to them. “We didn’t really try to take it after seeing it is still in her custody! By then the pearl alarm suddenly went off thanks to Starlight Glimmer and we were suddenly surrounded by the queen and her guards! What were we supposed to do?! Go all in a fight that would only make us look worse?!”

“Rainbow, I’d hate to break it to you but our Queen of Thieves already did make herself worse, right after we welcomed her back in open paws and hooves!” Kion snapped while motioning an arm in Twilight’s direction.

“Excuse me?”

“You heard me, traitor!”

The others gasped in shock by that hurtful accusation.

“Kion…” Fuli was now looking on like a fuse had now been lit inside of him and it is already reached the very end.

Twilight could only look on hurt and shocked by his words. “But…I would never! I mean did once but never again! Before getting caught I was thinking getting it was the only way to save Equestrian and the Pride Lands only to find out it was all an elaborate plot to burn me to the ground! And if you're worried about the queen, we can straighten that out no problem first thing in the morning.”

“Right and Scar just happens to want me and you to break off our friendship together.” Kion sarcastically and angrily returned. “Well guess what, you just got you wanted!”

“Kion!” Rarity spoke up looking on feeling stung inside herself like when Sweetie Belle declared out of frustration that she would be better off going on with her life without her as a sister.

“I mean it!” He asserted. “At least as an alicorn prince, I won't do what she did, I won't run away.”

“I never ran away from anything in my life!” Twilight defended.

“You ran away from your friends and family!”

“You were there when it happened. What else could I do, what else can you do?”

“The right thing.” He pulls out Twilight’s crown. “You should take this back.” She throws it right in front of her. “Because you don’t belong here!”

Twilight can only looked on shocked and hurt by that statement.

“Kion...”

“I mean it! I have been nothing but good to you when I first met you! I put with your insults and your attitude before you back-stabbed us. And when I give you a second chance you still back-stabbed us and made me look the enemy to queen down there.”

“But…but…that last part’s not true! I have changed for the better!”

“Then why didn’t you tell us from the start of what was really happening before it even happened?! Why?!”

“I…I couldn’t at the time. If everyone knew that Scar had escaped then everyone would have all panicked. And also because I didn’t want to repeat the same mistake I made at the first wedding. I wanted to make sure I had proof before acted on my suspicions.” Kion still scoffed in response.

“Please, Kion? It’s not what you think!” Sunset implored of him while feeling an instant repeat of what she just suffered during her last day at Canterlot High.

“Oh, I think I’m seeing quite clearly all right. And what I understand Sunset Shimmer, is still nothing but the same thieving bully I met from day one. You’re nothing but a conniving and cruel pony who only thinks of herself and is just here just so she can help rob someone of their magic again. And as for you Twilight, you are nothing but one of the worst ponies of all time! You don’t deserve to be the Princess of Friendship! And above all, you two are nothing but failures and a disgrace to Princess Celestia!”

Sunset was left devastated and tearing up because of it while Twilight however was enraged to the point her eyes glowed sickly green with black flames surrounding her and on her mane.

“WHAT?!” She roared loudly as dark clouds formed around her.

Kion gasped along with everyone else who can only look on horrified by the sight with both Fluttershy and Ono covering their eyes upon seeing what is about happen.

Next thing Kion knows is that he finds himself getting roared at along with being scorched with punches, bruises, and kicks powerful enough to send the lion flying and crashing into the nearby mountain behind which cracked and crumbled. Said pile of rubble landed on top of him.

"Oh..." Bunga winced at the sight. "...that's going to stunt his growth!" Both Fuli and Kyoga for once nodded in agreement with the honey badger's comment given of severe it could have been for him if he didn't become a half alicorn.

He survived the heavy blows but had no time to recover when he is suddenly hoisted in the air by the throat and at the enraged alicorn’s mercy before being slammed down back onto the beach followed by a scorching burn to the chest with a pair of dark magic fueled eye beams.

When he opened his eyes he finds himself once more facing off with the lavender alicorn who looks just dead set on killing him.

“If that is what you think of me and Sunset…” She angrily began before calming herself down with the flames accompanying her dying down. “…then there is nothing left to say.” She looks on at Kion still scowling.

Deep down she isn’t angry at him. But more accurately just feeling betrayed herself, with her voice and the look on her face full of hurt. She released her grip as tears streamed down from her eyes before flying off ahead while crying with a broken heart.

Sunset followed after Twilight but not without looking scowling in disappointment at Kion for what he said and did. “Nice.” She sarcastically remarked now feeling bitter at him for his earlier accusations in the past.

“Yeah!” Spike agreed while following after Sunset. “Way to go, Flameo!”

“And here I thought I was the hothead of the gang. But hey congratulations, you just surpassed my mark in that regard!” Rainbow angrily and bitterly added before flying off.

Kion looked on still firm yet very regretful but by then the damage was already done as the rest of his friends decided to follow suit after the others while leaving the prince behind to think about his behavior as Kyoga gathers them all for a group teleport.

Rarity walked right by without a word to say but not without an expression of contempt on her face. Both Beshte and Fluttershy walk by just clearly disappointed even though they didn’t frown in his direction. Ono just flew by without even looking at him while frowning himself. Applejack and Kyoga walked on by while glancing at them rather disgusted with the latter having this to say.

“You know, Kion. As wrong as it was for Twilight to keep us in the dark with what had just happened recently you didn’t help matters by being quick to judge her right on the spot without even hearing her out as always. I mean to think that if you both properly communicated about it none of this would have happened. Point being it’s not just you, it’s your heart. You deserved what you gotten. Come on girls, boys, we’re out of here.”

The group all huddled before Kyoga teleported them all away while Kion turns and heads back to Seaequestria to take responsibility for his actions even knowing that there is a punishment waiting for him upon his return.


Back at the Outlands Volcano, Scar and Starlight were watching the whole scene unfold with great pleasure like they were about to burst into laughter.

“Well done, Starlight!” He complimented. “Once word gets out that Twilight attempted to steal their pearl her reputation is ruined.”

“But you do realize that since she has escaped she is going to be on her way here to stop us.” Starlight reminded.

“Of course she will.” Scar replied still sure and undeterred. “And since she’ll want to see us what better way to talk it over with a little bonfire here in the caldera and she along with anyone who wants to join her is invited to attend.”

“Really?” Starlight asked now getting where he is headed with what he said.

“Yes.”

“Wow.” She honestly didn’t know what to say. To her it was the next level of evil. From ruining her reputation to ruining it more than anyone could ever realize is really up there.

“That isn’t a problem is it?” Scar asked after sensing her being unsure about carrying this part of the plan out.

“A problem?” Starlight quickly shrugged it off like it’s no big deal. “Oh, no. Not at all. So soon she’ll get here and we’ll…dispose of her…right here on the spot?”

“Exactly.” He nodded once more. “And if I didn’t know better I’d think you are not quite seeing eye to eye with me in that regard, are you?” Starlight didn’t have anything to say in response. “And I can see why. You’re just not quite used to taking things to the next level and believe me I get it. I’ve been there before. But there are times when the situation calls for swift action and extreme measures when the chips are down. So sometimes you have to sacrifice in what you believe in order to get what you want. And I’m sure you had to do the same in order to keep the peace in your ideal little village?”

“Yes, I did.” She then glared angrily at him for that particular reminder. “And it was also because of you that I lost that village and everything I came to dream about!”

Scar simply chuckled in response. “Like I said, a much-needed sacrifice for bigger goals in life and it is already clear to me you’ve forgotten what life was like before Twilight came along.”

With music playing up once more, Scar moved to sing and sway her to convince to go through with it while appearing in the very flesh himself.

“I remember a time when peace was at ease

There was plenty of cutie marks in the lair.”

He proceeded to have said cutie mark image thrown right at her face thus angering the unicorn while doing so.

“You’d wander and trip and forcefully strip each and every one

With nary a worry or care.”

He then displays an image of the Princess of Friendship before slashing a piece of it with his claws.

“Then along came this princess with her soft hearted dream

But she ratted you out in the end!

So rally the troops, we were meant to regroup.

And return to our roots once again.”

Starlight looked on ready for a fight against the fiery spirit before giving her hottest blasts of magic right at him to which he effortlessly threw a wall of fire to dissipate them.

“Are you in or out?

Gotta know without a doubt

I'm the one you need for a dirty deed

I'm the best, success is guaranteed.”

Starlight keeps giving her all but Scar keeps shooting down all of her efforts like it’s dealing with another one of his minions on a daily basis. From slapping her way, to throwing her down, tossing her aside, and punching and kicking her away, she was no much for the alicorn / lion hybrid.

“Are you a follower or a traitor?”

Take it in while you still can and not be berated

You want a fearless leader, one that's strong and powerful?

Better vote for me

Are you in or out?”

Scar looks down up the defeated unicorn who can only rub her head in pain while being reminded of why she sided with him along with the events that led up to it.

“I used to be in charge

Yes, horrendously powerful

When the chips were down I was rough!

I knew that I had to do what I thought what was for others

Then Twilight brought upon this sensitive friendship stuff!

And ever since then I’ve strayed from the path of our rigorous righteous.

Now I’m taking a bath in the dust!”

Scar then smiled in satisfaction upon seeing that she is coming to her senses now.

“But I'll reclaim my winnings, my humble beginnings in turmoil and true happiness, we trust!”

“Are you in or out?” Both Scar and Starlight sang as they both saw each other eye-to eye though the former was really eyeing her suspiciously.

“Double crossers or devout?”

Scar sang as if he is warning Starlight against doing so leaving her intimidated and unsure if she is making the right decision over her true loyalties.

“Put your faith in me, pretty soon you'll see I'm the prince of generosity!

Are you foe or friend?

Here's the path I recommend

You wanna ride to fame, I've got the fastest route

What's it gonna be?

Are you in or out?”

He sang while the other Outsiders gathered around her all while preparing their claws and teeth for what’s to come.

“We’ll go robbing in all the right places.”

Janja sang first.

“From Ponyville to Canterlot.”

Both Cheezi and Chungu sang together.

“Yup!”

“Imagine the fear on their faces…”

Reirei then sang.

“When we drop by for cookies and tea...”

Doigoi then sang as he finished her verse to which was met with a kick to the face.

“Come along boys and girls, follow me!”

Scar sang in encouragement as they all marched up to the ledge where Starlight is standing in the middle of it looking on at them wanting her to get in on the action.

“Are you in or out?”

They all sang together as they and Scar traded every verse.

“If you're with me, give a shout.”

“Yah!”

“I'll lead you all the way into the glory days.”

“We'll begin a life of crime that pays.”

Janja sang to Starlight while trying to obtain and nab a bone with some meat on it from Reirei only to be kicked aside by her.

“Are you out or in?”

Make your choice now, sink or swim?”

Reirei then sang while sporting a menacing smile as they appear to have her surrounded.

“You can stick with me, or stay behind and pout.”

Scar then offered.

“What's it gonna be?”

The hyenas and jackals sang together.

“Consider carefully.”

Scar sang before he and every hyena and jackal all sang together the last verse.

“Are you in or out?”

One look on Starlight’s evil smile and content makes it perfectly clear of what her answer is going forward and that’s what Scar wanted to see as the flames surrounded everyone.


Later that night, Twilight, Rainbow, Spike, and Sunset have all made their way to the Outlands Borderline where they see the volcano right in striking distance from where they stand.

“Well, there it is…” Twilight said as she looked on at the brewing smoke from the top of the volcano.

“Yep.” Rainbow agreed. “Nothing but an army of enemies waiting inside for us.”

“Uh-huh.” Sunset agreed though it this point it seemed like she didn’t care if she was going to make it out alive or not, but was still determined to at least prevent a catastrophe from happening before it could even happen.

“Twilight, Sunset...” Spike spoke up looking more concerned with the lack of emotion in their tone compared to the emotional meltdown that took place with Kion earlier. “…are you both okay?”

“Yes, Spike. We’re fine. Thanks for asking.” Twilight replied still focused on the task at hand.

Of course given her quick reply, it was clear to Spike that both ponies are still deeply hurt by what Kion said to them.

“Are you sure. You know that Kion didn’t mean any of what he said. He was just upset over you keeping him in the dark about all of this.”

“Yes Spike, I know.” Twilight abruptly replied. “But it still hurt and up until now I couldn’t tell him what was going on. I mean you were there when it all happened last time.”

“I know.” Spike sighed regretfully upon recalling said memory at the previous rehearsal. “I was just thinking that maybe if you had been a little more open about her suspicions then maybe he would have taken the time to hear you out. And if that had happened then maybe this whole mess wouldn’t have happened. You know what I mean?”

“I know.” Twilight repeated although much more regretfully for snapping at Spike. “And I’m sorry.” She said as she looked at him in the eyes. “I just really want to make sure what I know is true before going through it but it seems while doing so I forgot who I can really trust.”

“Sure is hard, Twilight.” Sunset agreed. “With friends like these there’s no clear answer. You just never know how being honest or not is going to be. Up until I met you it all seemed clear now…at least until the whole Anon-A-Miss drama went down. But still...”

"You showed me the world

When I was all locked up inside,

In a mindset of anger and hatred.

You reached out your hand

And introduced me to the magic of friendship

One look at your smile,

And I could see the light

Shining everywhere

People and ponies like you don't come out of thin air."

She sang encouragingly and in an uplifting manner while recalling said bright memories of them together during her second visit along with the very moment she gave her a second chance in life.

"Oh, Sunset..." Twilight sighed before taking a turn at singing herself solemnly.

"You don't understand

There is so much that you don't see

Just think, if you can,

What the last year or so for me was like for me

Expecting friends to have your back

When needed at most

Mine were never there at the time

So how can you say

I don't come out of thin air?

There's so much I want to prove."

"You've got the chance to learn..."

Sunset sang as she assured.

"If it means I'd have to go..."

Twilight sang before being cut off mid-sentence.

"I'll be right here for you…

Standing by your side."

"Oh you don't have to...

"I think it's worth this risk."

"Maybe you're right

"And won't it be great

To prove your theories are right

And restore your fractured friendship?"

"I've waited so long..."

"It isn't too late."

"To learn the truth."

They both traded before singing together.

"And now at last, we can finally say

Your true friends will be there for you.

And you'll finally learn...

(You) (I) don't come out of thin air."

Instantly Twilight felt better herself while Sunset just felt cheered up herself and not quite feeling motivated into returning back to Canterlot High.

“Well, whatever these copy-cats did you can be sure that this Rainbow Dash has got your back! Both of your backs!” Rainbow assured still confident as always about with what they’re about to do now as they arrived at the border leading into the Outlands to both Sunset and Twilight.

“And we’re here now.” Spike added vowing the same support himself. “To the end.”

Twilight briefly smiled at them before dropping before looking on at what was in front of them the path to where Scar and his current Outlands followers are currently hiding out in.

By traversing through the hidden pathways and trails inside the Outlands they were able to navigate the Outlands without being detected by any of the Outsiders lurking around. It took a little while with the extra stealth used to navigate the place but they were finally able to make it to the entrance towards the caldera where they were quickly to able to make their way inside.

“Shh!” Twilight whispered to the others who all made their way down towards the pathway leading up to the lava pit one by one all looking around their surroundings very, very cautiously.

“Hey, Twilight…” Rainbow whispered as her eyes widen to their surrondings.

“What?”

“…I just had this thought occur, and if it’s true that Scar anticipated us to be caught in the act of attempting to steal the pearl. Think maybe that wasn’t what he also had intended.”

“Other than burning me to the ground?”

“Yeah, but what I mean by that is what if he intended for us to come here, like we think we’re catching onto him but really we’re walking right into a trap? The real one?”

“You mean he intended for us to escape just for us to come here?” Sunset asked as if the pieces are really getting put together now.

“Yeah, like getting imprisoned in underwater jail along with ruining our reputation wasn’t just what he intended. He wanted us to come here so he could burn us to the ground! Literally!”

“Well…” Twilight said as they made their way towards the lava pit right in front of them. “…that would make sense.” She started to realize. “That explains why we didn’t see Starlight try to sabotage our escape otherwise we would have had a harder time escaping.”

“And they must have known that we’ve find out about it sooner or later…” Spike added.

“…and try to take of us on the spot. Right when we least expect it!” Sunset added as she too realized it.

Before Twilight could say another word about it, they heard a familiar evil voice speak to them.

“Oh, you all have no idea how right you all are.” Scar said to him as he emerged from the shadows at the very entrance before teleporting right to them face to face much to their sudden shock. “And how much hot water you’ve really gotten yourselves into this time.” Even when the four have quickly recovered from their shock to adopt fighting stances ready to fight him, he still remained unfazed when facing off against them for the first time since their last fight. “Surprise! Surprise!” He chuckled and grinned like he is relishing in his recent success as he has his prey cornered just when the hyenas and jackals both appeared by his side to cover all corners to prevent their sudden escape.

At the moment, all the four can do is look on with uncertainty as they are surrounded by enemies and fire all around them in the hottest area of the Outlands with who knows what they plan to have in store for them…

Author's Note:

Here well...quite a lot has went down as our traveling heroes managed to get themselves in hot water in a certain underwater kingdom (and no, it is not exactly what you would think of what really happened in canon). And even though Kion was able to help break his friends out of underwater jail the damage has already been done. He is absolutely peeved at Twilight deeming her nothing but a disgrace to the throne and the Guard before breaking off his friendship with her after already being fed up her secrets.

I mean to be fair, yes she should been a little more honest, but after what happened last time at the wedding you couldn't blame her for being secretive. It also doesn't help that she has been a victim of Chronic Backstabbing Disorder throughout this series.

But none of the less, Kion sure got a heck of a beating, a No-Holds-Barred Beat-down like beating after pushing one of Twilight's Berserk Buttons and going as far as being the one to Kick the Dog this time around along with severe disappointment in everyone for his behavior this time around. And sure hit hard right where it hurts.

And through it all, it was just what Scar and Starlight wanted from the beginning, as they prepared themselves for their true endgame in this special, something that like I may have said before scorched Earth after setting her up for something unforgivable. And with Twilight along with her three accompanying friends cornered by Scar himself, what will happen next? Will Shining Armor and Princess Cadance finally get married? Will Scar succeed? Will Twilight and her friends escape?

That will come in the fourth and final part to this mid-season finale so until then let's wait and see how this plays out...

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