My Little Pony: Friendship is Magic is owned by Hasbro, The Hub and of course Lauren Faust who seems to have gone out of her way to make a show about pastel colored ponies with names like "Twilight Sparkle" completely awesome. This story is just for fun and no profit shall be made so please above mentioned people don't sue me. You're not gonna get much. Any OCs that pop up in this fic belong to me and can be used with permission. Please don't steal from me. Now with that out of the way, on with the show.

The Elements of Discord

Chapter 8: Bad Moon Rising

In the nights and days that followed her talk with Moonracer, Luna paid closer attention to what was being said about her in the palace halls and indeed there was much talk of her "nightly activities". Much scandalous talk at that! So many distasteful rumors behind her back and hushed tones whenever she walked by. So many, in fact, that it put her in a sour mood even as she walked alongside Sky during their nightly stroll. A fact that was not lost on the young unicorn.

"Luna, is something wrong?" Sky asked softly.

At first Luna didn't respond right away for fear of upsetting her friend but despite that she found she couldn't control herself.

"Of course there is something wrong!" she bellowed, causing not only Sky to jump in surprise but the few ponies around them that were still out. "There is always something wrong!"

"Well...what is it is this time?" the unicorn asked sheepishly even as she rubbed her now sore ear.

"Moonracer was correct is what!" Luna snapped. "After our conversation that night I listened to the guards and other nobleponies and they do indeed spread malicious and scandalous rumors about us! They believe you are my...courtesan."

"W-what? How could they think that?" Sky exclaimed in embarrassed horror, a strong blush covering her cheeks.

"Because they have no respect for me or you!" the princess sneered. "It is quite typical though. My sister is allowed to have as many ponies as she wants around her and nopony thinks a thing of it. But I finally make one friend and those lecherous nobleponies and traitorous guards try to make something indecent out of it! Am I not allowed to have friends? Am I not allowed to be happy?"

"Of course you are! Luna you really must stop listening to those misguided and ignorant ponies. They don't know you like I know you."

Luna looked at her friend for a moment before she lowered her head and let out a quick sigh.

"I suppose you are right," she admitted. "Even so I simply wish-"

"No! I don't want to go!"

They turned their attention to the shrill voice that had cut off Luna's next words and saw a young mare gently pushing her wildly flailing and screaming child from behind.

"We have to go sweetheart. It's dark out so that means it's time for bed," the mother desperately pleaded with her child. "Besides you don't know what kind of awful things could be lurking in the darkness."

"What?" Luna shouted indignantly, this time earning their attention.

"P-princess!" the mother stuttered in shame and horror. "I...I...didn't..."

While his mother stumbled over her words, the young colt had no such problems expression his feelings.

"You!" he shouted angrily as he ran up to Luna. "You keep making it dark so I have to go home and sleep instead of playing with my friends! Why can't you be nice and happy like the other princess? You're just a big meanie!"

He punctuated his statement by raising his right front hoof and landed the perfect blow on Luna's shin right above her metal hoofwear. The Alicorn let out a shriek of pain and started to wave her injured leg to try to dull its throbbing before she cast an enraged glare down upon the child that made him instantly regret his actions.

"IMPUDENT WHELP! YOU WOULD DARE STRIKE YOUR PRINCESS?" she screamed, easily slipping into a much more angered version of the Royal Voice.

His mother quickly ran over to him and wrapped her front hoof around him in a protective hug before inching away from the enraged monarch.

"P-please forgive him princess. He-he is only a child," she begged.

"THEN PERHAPS YOU SHOULD PAY FOR HIS ACTIONS SINCE YOU DO NOT SEEM TO BE ABLE TO CONTROL HIM!"

"No! Don't take my mommy away!" the child pleaded, holding his mother close and shaking violently.

"Luna, you can't!" Dark Sky said, trying to talk some sense into her friend.

She stopped, however, when Luna turned her rage filled glowing eyes unto her. She had never seen so much anger built up in a pony before, not even herself, and it took her by surprise and filled her with fear. She stumbled backwards herself just a bit, afraid of what might happen next. Thankfully, Luna saw the fear on her friend's face and it ebbed her anger just slightly. She still needed to get some of it out though.

"YOU TWO! BE GONE FROM OUR SIGHT OR WE SHALL HAVE YOU BOTH THROWN IN THE DUNGEON! OR BANISHED FROM THE LAND! OR THROWN IN A DUNGEON IN THE PLACE WE BANISHED YOU TO!"

"No, no! We shall leave princess. We shall leave at once!" the mother said quickly before she tossed her child onto her back and ran for her home as quickly as her four legs would carry her.

Even as they retreated into the night, Luna's anger still raged white hot inside her. She had experienced bouts of anger before from all the whispers and rumors about her and especially from the lack of respect she received but they were never this bad before. She could usually calm down quickly afterwards but for whatever reason she couldn't now. The worst of all is she wasn't sure if she even wanted to.

That is until a single voice called out to her.

"Luna?" Sky asked again cautiously.

This time when she looked at the unicorn, Luna's eyes finally stopped glowing white and she seemed a little more calm. But only a little.

"I am sorry I frightened you," she apologized, even if her voice was still tense. "I did not wish to hurt you. But them," she looked off in the direction of the fleeing family. "I did want to hurt."

"You can't be serious!" Sky exclaimed.

"Oh but I can and AM! You saw what they did! The child disrespected me! The mother said my night was something to be feared! And they are not the only ones! Everypony believes so! They run from my night! They hide from it! No matter what I do, no matter how friendly I try to be, everypony wants to treat me like some sort of monster!" Her eyes began to glow faintly again and her body trembled ever-so-slightly as her anger built once more. "Worst of all, they also mock and disgrace the only pony who has ever been kind to me! That, that I will not let go unanswered!"

A small blush of flattery and embarrassment formed on Dark Sky's cheeks after that statement.

"Luna...I appreciate it, but...it's alright," she tried to convince her friend.

"No it is not!" Luna insisted, slamming on hoof onto the ground and causing it to shake slightly. "Are you not tired of all the mockery and resentment that comes your way because of your condition?"

"Of course I am! But what can we do to change everypony's opinion of us?"

"Apparently we can do nothing," the Alicorn said with a slight frown.

It quickly turned into a rather wicked smirk as an equally wicked plan started to form in her head.

"But if we can not change their opnion then we shall simply have to embrace it!" she concluded.

"What do you mean?" Sky asked in confusion.

"If they truly do believe us to be monsters then we shall become monsters and show them the meaning of true fear!"

"What?" the unicorn shrieked in disbelief. "Luna that's...that's crazy! How would we even begin to do something like that?"

Luna's lips twisted up even further into a truly maniacal grin and her eyes narrowed in cold determination.

"Oh I believe I know the perfect creature to help us," she said in a low, menacing voice.

"W-who?" Sky asked, her uncertainty growing by the minute.

"Follow me and I'll show you. Then we will show all of Equestria!"

Luna let out a surprisingly evil laugh as she started to walk off with a still confused and slightly frightened Dark Sky behind her. The unicorn wasn't sure what was happening to her friend but she knew she couldn't abandon her now. She had to help her in anyway she could even if that meant becoming "monsters" like she said. A prospect that both terrified and yet intrigued her at the same time. She didn't know what was going to happen but she was sure that after this night, nothing would ever be the same again.

( - ) ( - ) ( - ) ( - ) ( - ) ( - )

After leaving the castle grounds, the two trekked through the forest with only the light of Luna's moon to guide them. Or at least Luna had the light of her moon as the ever-present dark cloud over Sky's head forced her to use her horn to illuminate the path in front of her. Even then there wasn't much to look at aside from a jagged, winding path surrounded by trees and shrubs.

"Where are we going again?" Sky asked as she continued to look cautiously around her.

"To the swamp just beyond this forest," Luna answered briskly.

"The swamp? Why there?"

"Because that is where he is."

"'He'? 'He' who?"

"Discord," she said just as a clap of thunder struck behind them.

Sky looked around for any signs of a Pegasus or even a cloud that could have been used to produce the bolt but found neither.

"Huh. That was...strange," she muttered before she quickened her pace to walk alongside Luna. "So who is Discord?"

Luna ignored the other seemingly impossible lighting bolt as she started to explain.

"He is more like a 'what' than a 'who'," she clarified. "From what my sister told me he is the living embodiment of chaos and his very presence can affect the world in strange ways."

"How strange?"

"From what I have been told he turned the sky a rather strange green color and transformed the ground into a some kind of soft pudding. Then made many of my sister's guards act like dogs. One of them he gave a pumpkin head, which I must admit was quite amusing," she said with a tiny chuckle.

"That sounds...strange. But if he still exists then why do these things not effect us now?" Sky asked.

"Because my sister and the guardians used the Elements of Harmony to greatly diminish his power and seal him away in a cave near the end of the swamp."

"How do you know all this?"

"Because I was there when he first appeared. I wanted to help my sister and the guardians but she said I was too young and inexperienced with my power. Which was one of the first times she underestimated me but it certainly wouldn't be the last," the Alicorn growled with a furrowed brow.

"It sounds more like she was trying to protect you," Sky offered.

"But I am just as powerful as her! I do not need protecting!" she shouted angrily, causing the unicorn to jump back in surprise.

"Alright, alright I know, I know! But if you weren't there then how do you know where Discord is being held?"

Luna paused a moment to consider that fact. "I...do not know. I just...feel it somehow," she revealed.

"Doesn't that strike you as a bit odd?" Sky pointed out, arching an eyebrow in confusion.

The princess brought a hoof up to rub her chin in thought for the briefest of moments but quickly banished it way with a shake of her head.

"Bah! It does not matter. In fact, it makes our journey all the more easy. We shall complete our task this very night!" she declared, the maniacal glee from earlier returning to her voice.

With renewed energy, Luna galloped forward through the path and almost left Sky behind her.

"Hey wait up!" the unicorn shouted before she took off to catch up to her friend.

A little while later, the pair found themselves in the murky swamplands outside the forest. The dark green water bubbled unnaturally around the patches of moss and twisted tree roots running through it. A pungent aroma filled their nostrils and made them briefly gag.

"I'm getting less and less enthused about this idea as we go on," Sky remarked.

"But we are so close! Look there is the cave now!" Luna exclaimed as she pointed to the other side of the murky swamp.

Indeed on the opposite bank, Sky could see the entrance to a dark cave with strange runes etched along its mouth. Despite the markings it seemed harmless enough and easy to get into...once they crossed over the swamp water that is.

"How are we supposed to get across that?" the unicorn demanded, pointing to the disgusting water below them.

"Ahem," Luna merely coughed as she flexed her wings.

"Oh. Right."

With a slight smirk, Luna levitated off the ground then carefully picked Sky up before she flew them both over the swamp and to the cave entrance on the other side. Once in front of it they could both feel a very powerful magic aura enveloping the cave wall which was no doubt how the monster inside was kept at bay. Wanting to verify this, Sky slowly reached her right hoof towards the cave's mouth then instantly withdrew it when she felt a shock on the tip.

"Ow!" she yelped then shook her now sore appendage. "So now what do we do?"

Luna didn't answer as she was too busy studying the runes on along the walls of the entrance. She recognized six of them as the symbols for the Elements of Harmony right away while the others seemed to be ancient Equestrian that she had learned about when she was a foal.

"It seems we can not break this seal without the Elements of Harmony," she informed her friend.

"Which there's no way we can do without letting your sister and the guardians know what we're up to," Sky pointed out.

"True but it does appear that while we cannot break the seal, a member of the royal family can weaken it enough to step inside without releasing Discord."

"How do you do that?"

Once again Luna didn't answer. Instead she merely closed her eyes and took a deep breath to help her concentrate. Her horn shone brightly and Dark Sky watched as some of the runes began to light up sequentially in response. The ones representing the Elements stayed dim but the others continued to glow brighter and brighter in synch with Luna's horn until the cave mouth itself flashed and a wall of brilliant, fluctuating colors appeared before them. Out of that wall of color a small hole slowly slipped open near the bottom that clearly showed the darkness of the cave within.

"There!" Luna said in a strained voice. "We should be able to get through that passage. But we must do it quickly, this takes a lot of concentration."

Sky nodded then hurried through the opening with Luna close behind. Once inside, another flash caused the wall to vanish behind them but they could still feel its presence. They looked back at where it was then towards the inner darkness of the cave then towards each other. They each gave a silent nodded of agreement to indicate that they both knew there was no turning back now before they lit their horns and walked further into the surprisingly large cave. They walked several feet in silence and semi-darkness with only their hooves and horns providing any sounds or light when an unexpected voice suddenly called out to them.

"Oh I have visitors. And I haven't turned the lights on yet. How rude of me. Here allow me to correct that little oversight," the voice said with a surprisingly playful tone.

A light snapping sound was heard before several torches along the walls ignited in unison to provide more than enough light for the two ponies to see their surroundings and their host. Sky let out a scream of shock and horror at the sight before her. This "Discord" certainly lived up to his name just on his appearance alone. He was an amalgamation of several different animals from ponies to goats to eagles and she could even see some dragon in there. In fact there was a lot of dragon in there and that really set her on edge. Even the single snaggletoothed fang he had would have seemed comical on another creature but it somehow made him seem even more sinister. It might have had something to do with the fact that it was currently on display in a very wicked smirk as he tented his fingertips while he studied the pair.

"Well, well, well, now isn't this a surprise?" he remarked with the same amused tone as earlier. "Well not really as I knew you were coming to see me, but I'm sure it's a surprise for you and it would definitely be a surprise for your dear sister, wouldn't it? How is Celestia doing these days, hmmm? She never comes to visit me."

"I am not here to speak about my sister Discord," Luna snarled as another clap of thunder could be heard outside.

"Seriously what is that?" Sky grumbled, her annoyance overriding her fear at the moment.

"Oh but you are here about your sister, aren't you?" Discord practically purred as he moved closer to the younger princess. "That's what's driving you to see me after all. Because nopony in all of Equestria will give the same amount of respect that they give to Celestia to Wittle Wuna."

"DO NOT CALL ME NAMES MONSTER! AND YOU WILL SHOW THE SECOND PRINCESS OF EQUESTRIA AND THE RULER OF THE NIGHT THE PROPER RESPECT SHE DESERVES!" Luna blared, nearly deafening all of them as her booming voice echoed off the cave walls.

"Oh calm down with the Royal Voice," Discord waved off in annoyance. "For one I don't really need my eardrums blasted out on top of being stuck in this dingy cave, and two I'm not one of your little subjects so I don't have to answer to you." He then smirked as he leaned closer to her, running a finger down her cheek. "But then again none of your so-called 'loyal' subjects answer to you, do they?"

"Do not touch me!" Luna snarled as she drew back in disgust. "And my subjects answer to me just fine!"

"Oh Luna please. You can lie to me, you can lie to your friend here, but don't lie to yourself," he chided her as he crossed his arms over his thin chest. "If that were the case you wouldn't be here at all."

"How do you know all this?" Sky asked in confusion.

The mismatched creature turned his attention to her at that question.

"Because my dear, even though I am locked away in this dingy cave and my power's been greatly reduced I still have enough left over to keep a watch over Equestria to help pass the time away. So I know all sorts of things about really interesting ponies," he answered as he slithered up to her. "Just as I know how lonely and bitter you felt before making friends with the princess here."

"I...I..." Sky stuttered, hanging her head as those old feelings began to come back to her.

"Leave her alone! Your business with me not her!" Luna snapped at him.

"Aahhh but I believe I can help you both out," he informed as he pressed himself closer to the unicorn. "I mean you do want to help your friend as well as yourself, don't you princess?"

"Of course I do!" she nodded.

"And I believe this filly here can be of great use to you."

"I can?" Sky asked.

"Of course you can my dear. You have far more magical potential than your realize in this little horn right here," he told her as he gave the tip of her horn a light tap.

The horn, along with her eyes, flashed for barely a second under his touch just before he pulled away from her.

"You're right. I do. I knew my talents were being overlooked by my parents," she said in a surprisingly bitter tone.

"And what cruel parents they must have been. Naming you 'Dark Sky' just because of your unfortunate condition," Discord continued to prod her, his voice wavering in mock sympathy.

"They never cared for me! They treated me as much of a freak as anypony else did! The only pony to ever show me any hint of kindness before was..." she paused and her expression soften a bit as she looked at Luna. "Was you Luna. That's why I'm here. Whatever you want to do, you'll have my full support."

Now it was Luna's turn to be suspicious and unsure at her friend's sudden change of heart. Though those feelings were quickly replaced with ones of anger towards Discord at the thought that he might have hurt her.

"What did you do to her?" she demanded.

"Me? Do? Why I am offended by the allegation!" Discord gaffed before he crossed his arms over his chest again and turned his back on the princess. "You know I was going to help you in your quest but if this is how you're going to treat me then I don't think I want to anymore. So go on, get out," he waved at them over his shoulder. "You know where the door is, don't let it hit your plot on the way out."

Luna hesitated for a moment. There was a part of her that was beginning to regret this decision, as if it were warning her against trusting this creature, but majority of her mind was still overrun by all the anger and bitterness she had felt for so long now at being treated like she was second best. Like she was half the pony her sister was.

"No," she said determinedly. "I promised myself that things would change tonight and I will stand by that promise!"

A sly smile crossed Discord's lips before he spun back around to face the younger princess with a much more jubilant expression on his face.

"Wonderful!" he cheered then reached down to take Luna's left hoof into both hands and shook it vigorously. "Great to have you on board Luna! I promise you you won't regret this decision one bit!"

Luna's whole body shook with the motion before she pulled her hoof away and glared at him.

"I had better not!" she warned. "Now what can you do to help me?"

"Oooh feisty! I like it!" Discord mused before he sat down in his stone throne again. "And that is a very excellent question my dear. First let's look at what Celestia has over you that helps her enforce her tyranny."

"The Guardians," Luna answered quickly. "They side with her above me."

"And they can use the Elements of Harmony," Dark Sky added.

"You're both correct!" Discord remarked as he jabbed a finger in the air. "So now the question becomes what can you do to overcome them?"

Both ponies were silent as they tried to find an answer to his question. His smile widened behind his tented fingers at their desperation. He had them right where he wanted them.

"Exactly! Nothing!" he proclaimed, drawing their attention again. "Right now there is nothing either of you two can do to counter the Elements of Harmony."

"What game are you playing Discord?" Luna snapped at him. "You said you could help us and yet you claim we can do nothing to stand against the Elements?"

"Ah but if you'd listen closely to what I said Princess, you'd realize I said that as of right now there is nothing you two can do to stop them. But I can provide you with something that can stand against those dreaded Elements of-pffft-Harmony."

"What might that be?" Dark Sky ventured.

"Oh just a little something I've been working on since my imprisonment here. Something to counter the Elements on their own turf. Fighting fire with fire as it were."

"And why might these supposed items be?" Luna asked.

"Why my very own Elements of course!" Discord proclaimed proudly. "Elements that perfectly counter the ones that your sister and her Guardians use. Made especially from my own...unique aura they are quite literally the Elements of Discord!"

He then snapped his fingers again and six gemstones appeared in the air above his right hand. True to his word they bore a striking resemblance to the ones in the necklaces the Guardians wore but were much darker and seemed to pulsate with an unnatural air. They spun slowly in a circle as he continued talking.

"Just as the other Elements represent good virtues these ones represent...less than noble aspects. Treachery, Dishonesty, Selfishness, Cruelty, Anger and, my personal favorite, Curses," he explained.

"But how can we use them? Won't we need other five other ponies to bear them like the Guardians do?" Dark Sky asked.

"And if they are so powerful then why have you not used them to escape yourself?" Luna questioned.

"Well to answer that second question first, it's because they are a part of me and as I said my powers have been greatly diminished inside this cave. Outside, however, they should be more than powerful enough to stand up to the Elements of Harmony and your sister," he assured her before he looked towards Dark Sky. "As for your question, my dear, all the Elements can be used by just one pony but Celestia prefers to separate to powers in the name of 'fair play'. Pffft! Have you ever heard of anything so ridiculous?"

"So you're saying if their power is transferred to just one pony then they'll be stronger than even the Guardians when they work together," the unicorn reasoned out.

"Exactly!" Discord cheered then looked to Luna. "She's a smart cookie this one, I can see why you like her."

"But how can we use these Elements of yours?" Luna asked, ignoring the compliment.

"Easy," he remarked then snapped his fingers again causing a thick book to appear above the gems. "This tome will teach you everything you need about them and give you the incantation needed to activate them. Along with some other spells and curses you might find interesting."

He levitated the items over to Dark Sky where she was just about to catch them with her own levitation magic when a saddlebag suddenly appeared on her flank. The Elements of Discord and the book all floated down safely into the left bag which then buckled itself securely shut.

"There you are Luna. Now you'll have everything you need to take your rightful place as the lone ruler of Equestria. Go show that tyrannical Celestia who's really in charge around here!" Discord encouraged with a punch to the air.

"Oh I will. Believe me I will," Luna muttered her own malicious grin suddenly matching his before she and Dark Sky turned to leave the cave.

"Well...this should be good for some laughs," Discord mused to himself before he dissolved into a fit of maniacal laughter.

( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Once they left the cave and flew back over the swamp, the two made their way through the woods and back to the castle even quicker than when they had left. It was partly due to their newfound familiarity with the area and partly due to a strange exuberance they suddenly both felt. Just what had come over them they weren't sure but they intended to use this newfound energy to enact out their plans tonight! When they arrived back at the castle, they easily snuck passed the few night guards out on duty and made their way to the lowest depths of the castle towards an old summoning room where unicorns from times forgotten practiced all manner of bizarre rituals. The residual magical energy made it the prefect place to channel the full power of the Elements of Discord.

Upon entering the room, Dark Sky made her way towards the altar at the other end and took out the tome Discord had given them and searched for the incantation they would need. Surprisingly she knew exactly where to look and so they were quick to begin the process. First they used their unicorn powers to etch out a large circle in the middle of the floor then filled it with the intricate patterns displayed in the book. Next they laid out the gemstones in their specified markers before Luna stepped into the middle of the circle and Dark Sky took her place back at the altar.

"Alright, now that everything is prepared and if this book is correct then all I should have to do is read this last incantation and it will give you the gems' powers," she explained before she looked at Luna again. "Are you sure you're ready for this?"

"I have been ready for this for far too long now," Luna told her.

The unicorn nodded in complete understanding then turned her attention to the book once more. She used her right hoof to skim through the other incantations before she found the one she needed. She cleared her throat and took a deep calming breath before she began to read it aloud.

"Ancient Spirits of Evil," she started slowly which already caused the gemstones to glow and stand up on their ends. "Lend us your strength. Lend us your might. Lend us your power!"

With each subsequent verse the gems began to glow brighter and levitate into the air. Small bolts of light began to shoot out between them, running along the circle until they completely encapsulated Luna.

"Channel your power through these vessels and use them to transform this weak creature into a being of unimaginable terror."

The gems the shot down a beam of light towards the markings on the diagram below which then traveled along it's various etchings until it reached Luna herself who was quickly swallowed up by the light. Her form lifted limply into the air as another set of light beams shot out from the Elements of Discord and all hit Luna. The brightly-lit outline then began to mutate and stretch as Dark Sky completed the incantation.

"Let the weak being who once resided inside this hallowed circle be no more. Instead let them be reborn into the ultimate controller of The Darkness, the eternal enemy of The Light. Give them your power we beg of you!"

One more bright flash filled the room at the incantation's completion, causing Dark Sky to shield her eyes and stumble off the altar. She then heard a series of thuds that she believed to be the gems and the princess hitting the stone floor. A soft moaning made her aware that there was still another presence in the room and she took the opportunity to carefully open her eyes. Her vision was still a bit blurry so all she could make out in front of her was a large, black and blue blur standing before her.

"Luna?" she asked in concern.

"No," the creature asked in a deeper voice than the Princess's. "Not anymore. The weak little Princess Luna has been banished. In her stead stands the Empress of the Night, Nightmare Moon!"

Upon hearing this declaration, Dark Sky's vision cleared and she fully saw the new Alicorn standing before her. She was now just as tall as Celestia with a pitch-black coat and thicker, more jagged armor covering her including a new helmet in place of her crown. While her Cutie Mark seemed more or less the same her mane and tail were completely changed. The star patterns from before were more prevalent and they looked much more ethereal. They flowed majestically around her and at times lashed out as if they were alive, like a pair of snakes which perfectly fitted her new serpent-like eyes. In the sight of such a magnificently dark and regal looking creature the unicorn could think of only one thing to do.

"I am at your service my Empress," she said with a graceful bow.

"NO!" Nightmare Moon chided her.

Dark Sky jumped up in a panic.

"Did-did I do something wrong your majesty?" she asked sheepishly, planting her face in the floor even more.

"Yes, you did something very wrong," the dark Alicorn growled as she walked over to her.

She then reached out with a newly armored hoof and placed it under Dark Sky's chin before she gently lifted her head to look up at her. Surprisingly, the unicorn saw not scorn on the Empress' face but rather a gentle amusement.

"You will never need to bow to me my friend," Nightmare Moon said softly as she helped Dark Sky up.

"I...I don't?" she asked in confusion.

"Of course not. It is you who helped me achieve this new form and power after all. Despite my transformation the one thing that will remain is that you are now and will forever be my friend. So that means no bowing."

"Then I apologize. I just assumed you wanted a loyal subject," Dark Sky clarified.

"Of course I do. But you are not my subject. If you must have a title outside of my friend then perhaps my...apprentice will do. Do you like the sound of that?" Nightmare Moon asked.

"Very much so!" the unicorn nodded eagerly.

"Then it's settled. You are now my apprentice which means no bowing for you," the taller pony corrected as she placed a foreleg around her friend and then held the other up high. "But together we will make the rest of Equestria bow to us!"

She followed up her declaration with a bout of maniacal laughter that Dark Sky was quick to share in. Their laughs echoed throughout the room and down the hallways of the castle as an ominous shadow slowly descended upon the land.

To Be Continued...

Author's Notes: Alright so still not done with this flashback yet. I really wanted to try to just make it two chapters but I also thought it just worked better thematically to end the chapter here. Plus I realize it's been two months since I've updated this story and just wanted to get something up before the end of March. Which is kind of fitting given that I posted the first chapter to this fic on March 29th of LAST YEAR! I've been working on this thing for almost a year and it's still not finished! And hell we still got a loooong way to go people! This is definitely the longest I've worked on a fic by myself. A big thank you goes out to everyone who's stuck by me for this long.

I should also send out a big apology for the wait for this chapter. I took a break from writing during the holidays to visit with family and just kind of take a breather but that seems to have messed up my momentum and it took forever to get over the massive writer's block I was facing. Which was doubly irritating for this chapter as these were scenes I've had in mind since the beginning of the story.

Well except for the one with Discord. Obviously when I started there was no Discord and the one who gave Luna and Sky the book was in fact going to be another OC pony. But then Discord came along and I found an opportunity to tie it all together and went with it. Of course this now firmly plants this fic as an AU since none of this stuff matched up to what happened in the season two opener. But that's the danger in writing a fic for a show that's still going. Just gotta learn to adapt.

Hopefully the next chapter won't take as long to get out but it does have a fairly big battle scene that I'm still trying to work out in my head so...yeah might be awhile. Pony battles are hard! Especially when you have unicorn magic and whatnot in the mix. Still I hope I'll be able to give you all a satisfactory conclusion to this little trip to the past so we can all get back to the present and see how Twilight and the gang will handle Dark Sky and her crew.

So till next time. See ya!