The Final Wars of Equestria

By Final Fantasy Forever

A quick thanks to the musical comedy "A Pig with the Face of a Boy" for their great song, "A Complete History of the Soviet Union Arranged to the Melody of Tetris." It gave inspiration to the song in the following chapter. Please check out this song in the following link


I would recommend doing so it will help you better visualize the scene in which the song is used. This song is available at



Before we begin I would like to say this. The following contains head cannon theories and back stories (in layman's terms, things not proven). Some will even go against things that are proven. If you are one of those people who do not or simply refuse to accept others' opinions that are not yours, then feel free to stop reading now.

This fan fiction is based as a branch off from the original MLP right after season three. Twilight has just become an Alicorn Princess, the Elements of Harmony have not been returned to the Tree of Harmony, and Equestria is in a state of prosperity. Princess Celestia has made a new holiday celebration in dedication to the magic of friendship. But soon a threat far greater than anything Twilight and friends have ever faced before will arise and soon all of Equestria will be thrown into war and the world will have to decide whether to remain loyal to the Equestrian crown or aid the rebellious UGER in their so-called fight for unity and equality.

Proper stories are supposed to start with the beginning. I suppose you can call this the beginning of the beginning to the skirmishes in Equestria, at least. That's not quite where it all began, but you probably don't care about that. Maybe I'll tell the full story later. To fully judge this story you need to know both sides. Have you ever heard the story of Little Red Riding Hood and the big bad Timberwolf? (Be honest with me, who hasn't?) It seems like the most one-sided story of them all. The bad Timberwolf eats Little Red and her grandma and the brave stallions save her but did that Timberwolf really have no reason what so all for his savagery? What if Little Red and her grandma were disturbing Timberwolf territory? What if other ponies killed his family and he wanted revenge? When you talk about revolution you either see the rebel as a traitor and a heathen or you see him as a hero to the public or the proletariat. By the end of this story you'll wonder who's the real bad pony in all of this who is really to blame? Who is really pulling the strings behind these terrible wars? Is it the revolutionaries? Is it the Princess? Or is it someone who just wants to see the world burn? Whichever way you slice it the first of victim of war is innocence. No matter who lives or wins, innocence dies first. There are no innocents in war, just the guilty and the dead.


VOL 1: Wrath of the Global Union and the end of peace

CH 1 Forever set the sun and the moon

Twilight Sparkle sat alone in her room. She wasn't quite sure how she should feel. She was a princess and was honored to be an Alicorn but at the same time she was concerned about how the royal duties would shape her life and how they would affect how much time she would be able to spend the with her friends. Nevertheless, the ponies of Equestria expected her to be a princess now and she wasn't going to let them down.

"Twilight, Twilight, are you almost ready? The train is supposed to leave at 5:20 sharp," Spike hollered. "I'm sure they'll wait for you but I still think it's rude if we keep them waiting for too long." Twilight snapped back into reality, escaping her train of thought.

"Yes, Spike. I'll be down in a minute. I just need to pack a few more things." Princess Celestia had called upon Twilight's friends to meet her at Canterlot tomorrow. They had ordered several shiploads of apples for dessert at the occasion. While Applejack had filled as much of the order as she could she was supposed to get the rest from her family down in Appaloosa. Her cousin Braeburn had promised her a great bargain for all those apples; plus, they were happy to visit the town again and visit their friends - both pony and buffalo alike. Twilight rushed out the door along with Spike. On the way to the train station she had Spike make a list to make sure they had everything they needed. "All rights spike," Twilight said. "Ready?"

"Ready," Spike replied.

"The letters we have sent to Princess Celestia about friendship?"

"Check," Spike said, still carrying the heavy briefcase containing the countless messages about the magic of friendship.

"The books I had requested to read along the trip?"

"Check," Spike replied again.

"And finally, did you make sure that everyone has their Elements of Harmony with them?"

"Yep Spike," said enthusiastically.

"Wonderful," Twilight replied. She stopped for a minute.

"Twilight, what's wrong?" Spike asked, concerned.

"Nothing," Twilight said. "I'm just wondering why the Princess wanted us to bring the Elements along with us?" she questioned.

"Not sure," Spike said, "but maybe it's just for precaution in case something bad happens. The last time we had a big get-together in Canterlot the changelings attacked the city."

"You're probably right," she said and she galloped along the train station. By the time she got there her friends were already there conversing.

Rarity, being the first to see her, stopped talking and said aloud, "Twilight, it's good to see you." The rest of her friends stopped what they were doing and greeted her.

"How are you?" Sugarcube Applejack said. "I must say those wings look good on you," she said in her cowgirl accent.

"Yes, I must say dear, you make a good princess," Rarity said. Twilight looked down. "Is everything all right, dear?" Rarity said, concerned.

"I'm fine," Twilight replied. "I'm just not sure how I should feel about this."

"What do you mean, 'Don't know how to feel about this,' " Rainbow Dash remarked. "You're a princess. That's got to be the coolest thing ever."

"She's right, you know, Twilight," Pinkie Pie said enthusiastically. "Now that you're a Princess you get to do all sorts of cool things like be invited to royal parties, attend royal balls, have a royal tea party, get a big fancy coronation, and every pony will want to be your friend."

"I'm not so sure about all that girls," Fluttershy said timidly. Now that Twilight's a princess she'll have to give big speeches in front of a whole lot of ponies. It sounds terrifying."

The five mares argued with each other before Twilight burst out, "Girls, girls, calm down. It's not that I'm not excited to be a Princess. I'm just afraid I'll let everypony down. Now that I'm an Alicorn, Equestria will have such high standards for me. They may even expect me to lead Equestria on my own someday. I'm just afraid of failing everypony," Twilight said, rather glum.

"Twilight, don't be that way," Applejack said. "They won't put all that responsibility on you, at least not until you have proper training. And even if by some turn of events Equestria does need you to lead it you won't be doing that alone. We'll be there by your side. Ain't that right girls?" In unison the rest of her friends agreed.

Twilight smiled. "Thanks girls. I can always count on good friends like you to be there when I need you."

"Of course you can Twi," Rainbow Dash said. "Our friendship has gotten us through some of the worst situations imaginable and it saved Equestria three times already. Nothing's going to divide us and we're always there for one another."

Their conversation was interrupted by the train conductor hollering, "All aboard! The train headed to Appaloosa will depart in two minutes."

"Well girls, we'd best get a move on," Applejack said enthusiastically.

They found their seats as the train. The conductor hollered, "Fillies and gentlecolts, welcome to your nonstop trip Appaloosa. The train will depart in three, two, one…" They were off.

King Peryite sat on his throne in complete isolation and in great deal of stress. He sighed, glancing around the room looking for any way to escape this misery. His eyes focused on his chalice of bloody cocktail and smiled slightly. After all, he was vampiric and called this his nutrition. He levitated the chalice to eye level, tilting and rotating the glass with his magic, watching the red liquid churn and eddy around the chalice. He then placed it up towards his mouth and drank. Usually just one gulp of this concoction of blood and liquor would put him at ease but even this could not take his stress away. His mind was a whirlwind of thoughts and emotions. The day which he had been longing for yet fearing over the last eight years was a rapidly approaching. He couldn't help but feel that he was betraying the one pony who gave him a chance—a chance to learn, to find purpose in life, and to live. She had done all this for him but at the same time he couldn't help but feel betrayed, for that same pony took the life he once had and left him with nothing. But he couldn't hate her nor could he kill her. He knew what he must do. But was there no other way?

He thought, "Had I been too hasty? Did I not look hard enough? Was there no other solution to right this madness?

"My liege."

"Was what I was doing right? Is this really what is best for my ponies?"

"King Peryite."

"Do I need to give this more time? Was there something I missed? Am I making a terrible mistake that will cause millions to lose their lives had I…".

"KING PERYITE," Ivan boomed.

Cough, cough. Peryite dropped his chalice and began choking on his cocktail. He cleared his throat and screamed, "WHAT? WHAT DO YOU WANT!?"

"Forgive me my liege," Ivan said apologetically.

"It's all right, it's all right," Peryite said reassuringly.

"Are you not well my liege?"

"Very much no, Ivan," he said, now meeting eye to eye with his loyal servant.

Ivan was a rather large stallion. He had been that way since birth. He was the strongest pony in his village and many looked up to him. They had called him Atlas. He didn't like it when ponies called him that. He didn't know what it meant or why they did it but he was proud of the name he was given and wanted to be called by it. He was later told of the myth of Atlas, the pony who was so strong he held up the entire Earth. After that it was respectable when they called him that but he still liked to be called by his original name.

"How so?" Ivan asked. "Your ponies do not feel the same. They are crying out in joy for their upcoming liberation. Are you not excited for everything you have been working for?"

"I am," Peryite said, "but I'm also afraid of what might come if I'm wrong."

"You are not wrong, my liege," Ivan assured. "You promised these ponies that you would deliver them from tyranny. You are their beacon of light guiding them. If not for you they would be lost roaming aimlessly in the dark trying to find the light, and that is why they want you to be their king.

"Ivan, there can be no kings. I will not take even the slightest chance of becoming the tyrant that I'm trying to dethrone. These ponies must not be ruled by a monarchy. There can be no kingdoms. They must be ruled by a Republic of states uniting them all under a single banner and ruled by a government meant to help the populace. If I am to be their king I will only be a figurehead king. I will have no power. I will be little more than an advisor to my subjects, being ever watchful and ever vigilant so that they may enjoy their lives. If they wish to pamper me and treat me like royalty I will not refuse their gifts but should they offer me power I will refuse it in a hummingbird's heartbeat."

"And that," Ivan said, "is why you must lead them."

"I suppose you're right," Peryite replied. "Well then, are the soldiers ready?

"Yes sir," Ivan replied.


"Yes sir."

"Pegasus warriors?"

"Ready to rule the sky, sir."

"Manticore riders?"

"Their beasts are as loyal as any soldier here, sir."

"The dragons?"

"They will fight by your side, as you are their patron, my liege."

"Good. Then all is ready."

"I believe your subjects would appreciate a speech, sir," Ivan said.

"Would they now?" Peryite questioned. "Well, I have not let them down yet and I'm not going to begin now." King Peryite walked to his balcony and looked out upon the masses of ponies below.

They all cheered "URA" to him.

He smiled, cleared his throat, and began. "Brothers, sisters, fellow ponies in arms, you have gathered here today to bear witness to the beginning of our Glorious Revolution. We are not here as conquerors or as invaders but as liberators. It is here that we will make our stand against the scourge that is Celestian tyranny. We will not stop until all of Equestria trembles at our hooves, and then we shall expand across the globe until every last inch of it is united under our glorious banner. And then at long last we shall exist as one, as the most sovereign and righteous nation of them all, the Union of Global Equestrian Republics! Long live Equestria! Long live equality!"

"URA!" the crowd cheered at their king.

The conductor hollered, "We have reached our destination of Appaloosa. Please exit the train now." Twilight and friends got off the train and unloaded their luggage.

Braeburn was there to greet them first thing. "Howdy to y'all and welcome back to Appaloosa," he said enthusiastically. "Mighty fine seeing you all here again, and now we're in the presence of the Princess," tipping his hat toward Twilight.

She blushed slightly and said to Braeburn, "Thanks. Greetings. It's great to see you again."

Applejack said, "But first things first. The shipload of apples?"

"Oh yeah, about that," he said, somewhat squeamish.

"Is there a problem?" Applejack asked.

"Sort of. You see, we couldn't supply all those apples without the help of our main grower, Jedidiah Fink, and he never really put the deal on paper and these two ponies came in and bought the exact shipment that you asked for paid him 1.5 times as much as we promised him so he gave it to them."

"Why would some pony ask for someone else's shipments? What did we do to them?" Applejack questioned.

"I don't know," Braeburn said, "but if you talk to Jedidiah…". He paused. "Well, let me rephrase that. If Twilight talks to Jeremiah he might be able to supply the apples."

"Why does Twilight need to talk to him?" Applejack asked.

"Because he probably won't listen to any other pony, but if he's speaking to royalty he'll probably do his best to kiss up to you."

"It'll be amusing watching him do that considering so many have to kiss up to him," Braeburn said.

"Well, all righty," Applejack said. "Take us to this Jedidiah Fink."

"All righty," Braeburn said enthusiastically. "Follow me."

"So who is this Jedidiah Fink?" Applejack asked.

"He's greed incarnate," Braeburn replied.

"I am being serious."

"As am I," he replied. "He is a sales pony. Came around these parts about a year and a half ago. Within two months he built up an apple processing factory and from there he began building more and more to make Fink industries. He seemed like an all right pony and I suppose he is he's just incredibly intolerable and rude."

"How did he get his business up and running so fast?" Applejack asked?

"No one knows but he is the wealthiest pony around here."

It was about a 5 to 10 minute walk to Fink industries. When they got there they witnessed a somewhat interesting display of events. As Twilight and friends approached the large facility a pony in a worker's outfit came storming out. He yelled, "DAMN YOU JEDIDIAH; YOU AND YOUR CELESTIA DAMN INDUSTRIES. You think you can just treat us like dogs, like common animals. You'll get your due one day. When the revolution comes your head's gonna be on the chopping block and we will pull your factory up from the roots. Do you hear me, Jeremiah? The proletariat will be heard."

"What was that all about?" Rainbow Dash asked.

Braeburn sighed. "Another one of the workers probably got a pink slip. Poor stallion. I hope he finds a way to feed his family. The thing with Jedidiah is he doesn't exactly pay his workers. Most of them are in debt to him in some way, and this is how they pay it off. Others are so poor they can't feed themselves or have homes so he gives them a cot and a bowl of soup and in exchange they give him their lives in servitude for as long as they want to stay."

"That sounds awful," Twilight said.

"You think he gives a flying feather about them? He is ruthless, Twilight, and treats anyone he can like dirt unless doing so would hurt his business."

As the conversation went on they approached the door. Inside was a lobby. It was cozy and well climate conditioned. There were magazines about real estate and insurance and other forms of business for reading while ponies waited. They approached the counter and rang the bell. Without looking up from her magazine, the secretary behind the counter said indifferently, "Pick a number and when it's called, come to me and I will take up your complaint. Or if you're not here to complain, welcome to Fink industries and we hope you have a wonderful time."

Twilight reached for a number but was stopped by Braeburn. "Hold on," he said. He said aloud "We have some business strictly between us and Jedidiah and I doubt he wants to turn down a deal with royalty." This caught the secretary's attention. She gazed up from her magazine and looked at Twilight, realizing she was an Alicorn. She stumbled back slightly and grabbed the microphone attached to her desk.

"Attention Mr. Jedidiah, there is an Alicorn Princess and a group of her friends here to see you."

Brief coughing was heard from the other end followed by, "Well, what in the name of Equestria are you making them wait for? Send them up now he yelled!"

"Yes Sir, Mr. Jedidiah." She clicked the button on the side of her desk and an elevator came. "Well," she said, "Go on. He is waiting for you."

Twilight and friends stepped into the elevator and clicked the button for the office of Jeremiah Fink. The elevator ascended at a steady speed. As it rose they were given a clear view facility. There were countless factories producing everything from Apple products to anything else available. There was even a distillery. A small sign by it read "Any employee caught sampling products will be detained."

After a few minutes they reached the office. They were swiftly greeted by the owner Jedidiah Fink, "Hello and welcome, welcome, it's so nice to see you." He was a tan stallion with a trimmed and combed mane. He wore a top hat and an antique watch and chain and a very fine garment with a stuffed collar.

"Hello," Jedidiah Braeburn said with a somewhat sassy tone.

Fink's eyes met with Braeburn's and he cringed slightly before hiding his tone and saying, "Braeburn I see you're with them. I assume this is about your order of apples, is it not?"

"Yes it is," Twilight said, now interrupting the conversation between the two.

Fink, now smiling, said "Well, I can assure you, you won't find any better product than a Fink product."

"You treat these workers like they were your slaves," Twilight said, agitatedly.

"Well now looky here. More than 80% of these workers had nothing until I came along and gave it to them. They survive because of my help. Are you saying a little work is it too much to ask for?"

"What I'm saying," Twilight said, "is that their living conditions are less than desirable."

"Maybe so," said Fink, "but the fact is that I can't improve living conditions for all of them and if I do it for some then the others would feel like they're less than the rest."

"They all feel less than you. You walk around in a fancy garment and have a 5 story statue of yourself in the main courtyard."

"What's wrong with spending my money how I want to spend it? I've earned it and..."

He was interrupted by Twilight. "Earned it? You make your money off of the suffering of others. Each and every one of your products contains some of the blood sweat and tears of these abused proletarians.

Fink, now feeling quite antsy that he was losing this argument and in fear that he would lose his temper with Twilight, quickly changed the subject. "All right. We can discuss this later but now back to the main topic at hand here - your apples."

Twilight, not wanting to put this argument behind her, opened her mouth ready to persist but before she could speak was cut off by Fink. "Now I know you're probably a bit concerned about your order being filled. Don't worry though; I'll make sure that enough apples are produced to fill the order. I'll even make the workers work overtime for it and..." Fink, now noticing the expression on Twilight's face, quickly added "but I'll make sure that they get the next several weekends off, paid, and I'll personally make sure that all of them have enough food for their families and have dry beds for the night for the next three weeks." Fink looked at Twilight and was pleased to see that she looked somewhat satisfied now. He breathed a sigh of relief before asking, "Is there any other service I can provide for you?"

"No I think that's…" Twilight paused for a second. "On second thought, would you mind telling us who ordered our shipments of apples?" she said.

Fink paced around the room. "I'm not sure. They never gave me an exact name. They're probably still in town. They preach the words of some pony named Lenin. Some might call him an idealist; I think I'll stick to calling him a heathen. He preaches ideas of a moneyless, classless society. Can you imagine such horrors? It kinda makes my skin crawl. Anyway, his followers have been buying these apples to distribute to the ponies. Ponies probably wouldn't attend their rallies if they weren't given food."

"Do you know where we can find them?" Twilight asked.

"Probably in the workers district of Finkton. They rented out room in the finest hotel in my establishment, the Finkton Deluxe." Fink then saw an opportunity and jumped on it. "Say, I could rent you mares the deluxe suite of my hotel. It might take until tomorrow to finish the order."

"Thank you, that's much obliged," Twilight said, "and we'd be happy to accept but can you direct us towards this district?"

"Sure thing." He clicked a button on his microphone. "Caroline, Caroline, he called."

"Yes Sir, Mr. Fink," the radio replied.

"Yes Caroline. I have some guests that wanted to visit the workers district. You mind escorting them there?

"Yes Sir, Mr. Fink." Fink's personal assistant Caroline came in through the door on the right. She was a gray mare with a golden mane she asked in a rather sweet voice, "Are these the guests I am to be escorting Mr. Fink?"

"Yes indeed, Caroline." "Isn't she a gem?"

"Follow me, please." She led Twilight and friends to an elevator. After the ride she took them to a transit. They boarded a small craft. She selected the destination of workers district and they were off.

When the tram reached its destination Twilight's jaw dropped at what she saw. It was a colorless lifeless slum that some unfortunate ponies called home. The ponies around were in sorry condition. Just about all of them had visible ribs. What few of them wore clothes were tattered and torn. Some were eating soup and raw wheat and barley. More than a third of them were sick. Some were wheezing frantically like they had tuberculosis. Some more were holding signs saying that their foals were sick and they needed a doctor. Twilight nearly lost her lunch taking in the entire scene. Caroline asked in that sweet voice, "Is it the smell?"

Twilight snapped back into reality. She turned to her and yelled, "What is wrong with you? How can you let these ponies live like this?" Caroline responded, "And what would you have me do? Do you honestly think that if I told him Mr. Fink would help ponies have better lives? I feel sympathy for these ponies. I was born into a rich family; always had what I wanted and I felt at ease. I used feel the world was a beautiful place I thought every pony had it as good as I did then as I grew up I learned that my parents got their money out the misfortune of others. When ponies see me they said I was born lucky. When they see these ponies they say they were lucky to be born."

Their conversation continued a while longer before it was interrupted by one of the vagrants. He hollered out, "It's good to see you, Caroline.

She stopped talking and greeted him back, "Pleasant day to you McFinnegan." The vagrant smiled, said goodbye, and walked away. Twilight asked, "You know each other?"

Caroline faced her and said, "I come down here to pray."

"Pray to whom?" Rainbow asked.

"I don't know," she said, now quite in distress. "To whoever is listening. To any divine entity that cares what happens to them. Anypony," she said sobbing. "While I'm down I hear talk of revolution, of some great hero named Lenin. In this world there is a desperate need for ponies like him."

"Why?" Applejack asked.

"Because of ponies like Mr. Fink," she replied.

"Are you all right?" Braeburn asked.

"I'm fine," she replied. "Come, Red Square is not far from here. It's the labor lottery area where ponies go for employment in this district. If these preachers you're looking for are anywhere it would be there." After about 10 minutes of walking the nine of them reached the job pavilion.

Spike asked, "What exactly do they do here?"

"They host lotteries for jobs. No pony here actually has a specific career despite their cutie marks. Those lucky enough to get a job will only have it for a specific amount of time, from the remainder of the year to the rest of the day. "Come, let's head to the public gathering area." They passed an auctioneer for jobs. Instead of how much money some pony could pay for an item the auction ran on how quick someone could complete a job.

They reached a large gathering of ponies. Twilight asked one, what's happening and what are the gatherings for. He responded with, "We've come to hear the word of Lenin and hear what our future holds for us and how we might prosper," and with that he left to join the crowd. Twilight friends followed after. Twilight and friends slowly pushed and shoved their way towards the front of the gathering. When they reached the front they ran into the foul accompaniment of some familiar faces. The preachers these ponies had gathered to see were the Flimflam Brothers.

"The Flimflam Brothers!" Applejack yelled.

At hearing this they stopped their preaching and faced her. "Applejack," they said in a sly tone, "it's good to see our favorite Apple."

"What are you all doing here?" Rainbow Dash demanded.

"Why, we're simply spreading the good word, giving hope to these poor ponies and aiding the glorious revolution."

"What revolution? Fluttershy timidly asked.

"Why, the equestrian revolution, the one that shall liberate all from their tyrant.

"Which tyrant? Mr. Fink?" Braeburn asked.

"Him," Flim replied, "and every other.

"I suppose we should say tyrants," Flam added.

"What others?" Twilight said, somewhat concerned.

"Any other that would take advantage of those who are less fortunate than the rest of us. But the tyrant who takes advantage of all of us must fall."

"And who would that be?" Twilight asked.

They responded in unison, "Princess Celestia."

"WHAT?!" all nine of them wailed.

"I used to think you were just con artists but now I see you're insane as well," Applejack said, quite angry.

"What in Equestria makes you think Princess Celestia is a tyrant?" Twilight demanded.

"Why, just look around you," Flim said. "Yes, all of this was done by Fink, but has Celestia so much as lifted a hoof to do anything about it? No.

"That's because we've never even heard of this abuse," Twilight answered.

"And is that supposed to be an excuse, that the suffering of these ponies was not big enough news to be brought up to the royal officials of Equestria?"

"Well, I…" Twilight was then cut off by Flam

"Are you too busy eating cake and drinking tea to care about the conditions of these proletarians?"


She was then cut off, this time by Flim, "Be honest with me Princess Twilight," he said slyly. "Did you come down here to help these ponies at all, or did you simply come here to find us, to silence the voice of the public?"

Twilight paused. It was true that she came down here to find the ponies who had purchased their shipments. What she was going to do when she found them, she hadn't fully thought that through. But she wanted to know who they were, and she could see carts of apples that were being handed out to these ponies. So it was Flim and Flam.

It was also true that she wasn't planning at all to help these ponies Just thinking this made her feel terrible about herself.

"I, …" "Well, I was..." She couldn't find the right words. She could see the faces of these ponies who were suffering, looking hard at her. She knew they took one look at her and saw a pamperedPrincess who didn't care whether they live or died.

"My fellow ponies," Flim said, "under whose rule have you lived for the past 10 generations?"

"Princess Celestia," they replied.

"And how is your living condition in your generation alone?"

They shouted, "Terrible, awful, sorry, inhumane."

"And where have these royals been in your time of need?" Flam asked.

"Nowhere!" they shouted.

"Hold it, hold it, hold it!" Rainbow shouted. "Princess Celestia defended everypony on more than one occasion. Are you saying that she's a tyrant for standing up for us?"

Flim answered her question, "Princess Celestia's rule might have been good for us once upon a time but those days are gone. Look around you!" he shouted. "We must stand up for ourselves now. This land must be ruled by the ponies, not buy royalty. And now, my fellow proletarians, witness the word of Lenin hear these words and be saved."

They began a musical number


To Equestria I came seeking fortune but they're making me work till I'm dead.

(now pointing at twilight and friends)

The bourgeoisie have it so easy. The Tsar's putting gold on their bread.

Flam: The ponies of Equestria are hungry but think what a feast there could be

(crouching down, meeting eye to eye with a foal, giving him an apple)

If we could create a Republic of states that cared for the ponies like me.

Flim & Flam:

I am the one who arranges the blocks

That descend upon me from up above.

They come down

And I spin them around

'Till they fit in the ground

Like hoof in glove.

Flam: Sometimes it seems that to move blocks is fine

And the lines will be formed as they fall.

Then I see that I have misjudged it

I should not have nudged it after all.

Can I have my paycheck please?

Flim: Why must these infernal pricks tease?

"Hold on now y'all, Applejack said, stopping the song. I know that times are tough and that your lives are less than desirable, but things can't be that bad that you rise up against Princess Celestia for it. I know how it feels to work hard and worry about how you feed your family but this isn't the answer. I promise you what I tell you is the honest truth.

The crowd talk and murmur amongst themselves before Flim spoke. He said, "Well then, Applejack, tell me how it feels to have somepony's hoof pressing down on your throat?"

"Beg your pardon?" she said. "How does it feel to rely completely on somepony else? I, I'm not really sure how to answer that," she said, confused.

"Exactly," Flam said. "You don't. You might work hard on your farm and struggle in your own ways but you work for nopony. All the labor you do is for your family and your family alone. The sweat of your brow makes the fruit of your labor and you use what you make to help yourself survive. You take what you don't need and you bring it to market to sell the fruits of your labor to others. You earn everything that you work for. These ponies don't. They work for a greedy master who takes the fruits of their labor and sells it as if it were his own and in return he gives them but a fraction of what they have truly earned. You have not felt how it is to be conned out of your rightful earnings. On a lucky harvest for you you'll be able to go through the winter without a single discomfort. On a lucky year of labor (if they get to work that long) they won't starve, freeze, or die of pestilence. You know not the suffering of these ponies. You know not the tyranny of ponies like Mr. Fink.

The crowd, after hearing this, faced Applejack and yelled at her, "Boo, liar, you don't know what it's like."

"I, I…" She was at a loss for words. She knew she couldn't say anything that would change these ponies' minds so she stood down. The song began again:

Flim & Flam and the rest of the crowd in unison:

I am the one who arranges the blocks

That continue to fall from up above.

Come now, we're right

Let the workers unite

A collective regime of peace and love

A humble worker:

I work so hard in arranging blocks

But the landlord and taxman bleed me dry.

Flim & Flam and the rest of the crowd in unison:

But the workers will rise

We will not compromise

For we know that the old regime must die.

(They bring out a picture of Princess Celestia and burn it. The nine of them gasped at the sight.)

Flim & Flam:

Long live Lenin, kill the Tsar

We salute the sickle and star.

"I've heard enough of this!" Rainbow Dash shouted, interrupting the song once again. "Princess Celestia has always had what's best for us in mind. Never doubt that. Princess Celestia is in no way responsible for your suffering. You should be proud to call yourselves Equestrian ponies. Your lives will get better but you must remain loyal to the Princess. It's the only way."

"That's interesting," Flam said. "Tell me then, Rainbow Dash, would you say you have nothing to hide?

"Nothing at all," she replied.

"Well answer this. Would you say you are loyal to Celestia?"


"And do you think we should be loyal to Celestia?"

"Without a doubt."

"And finally, would you remain loyal to Celestia no matter what?"

Rainbow hesitated for a moment, then said yes.

"And there you have it my fellow ponies. She would remain loyal to that tyrant even if it went against us. Rainbow Dash, loyal to Celestia, not to Equestria."

"Wait! No, that's not what I meant! I…"

It was too late. The crowd had already begun booing her as well. "Heathen! Get out of here, traitor! Filthy little harlot!"

"Whoa," Pinkie Pie said, "that was uncalled for." (Just for speaking up for her friend the crowd turned on her as well.) "Nopony cares about your opinion. Shut up, you don't deserve to speak". At this Twilight took a stand in one final desperate attempt to win the crowd. This is wrong. You won't even properly represent princess Celestia."

The brothers said together, "Well then, if you want us to represent the princess as well we have no complaints."

The song began once more

Flim: I am the one who arranges the blocks

That continue to fall from up above

The food on you plate belongs to the state

A collective regime of peace and love.

Flam: I have no choice in arranging the blocks

Under Bolshevik rule what they say goes

The rule of the game is we all are the same

And my blocks must create unbroken rows.

Flim & Flam:

Long live Celestia she loves you

Sing these words or you know what she'll do.

"All right everyone, in this part Flim and I will play roles. He will play a pony under Celestia's rule and I will play a pony 5 years into a post-revolution Equestria.

The song began once again

Flim: I am the one who arranges the blocks

That are made by the Colts in Kazakhstan.

They come two weeks late and they don't tessellate,

But were working to Celestia's five year plan

Flam: I am the one who arranges the tanks

That will make all the bad guys keep away

Celestia's dead and equestria is red

Now let's drive opposition far away.

Flim & Flam:

There is only one solution

We must start a revolution.

Flim: I am the one who arranges the blocks

That are building a highly secret base

Hip hip Hurrah for the UGER

We are sending our colts to outer space.

(one of the vagrants came up to speak)


I work so hard in arranging blocks

But each night I go home to my wife tears.

What's the point of it all when you're building a wall

And in front of your eyes it disappears.

Pointless work for pointless pay

This is one game I will not play.

(Mr. McFinnigan now stepped up and sang as well)

Mr. McFinnigan:

I am the one who arranges the blocks

(He paused, not sure what to say, but that he began)

But tomorrow I think I'll stay in bed

The food's grown mold, I've got little gold,

And I'm feeding my family a loaf of bread.

Flim & Flam:

Maybe we'd be better off

If Celestia's head was cut off.

I am the one who arranges the blocks

That continue to fall from up above

We shall fight for thee until we are all free

In our collective regime of peace and love.

(And with that song was over.)

The crowd cheered. They yelled, Hurrah! Rise in revolution! Le-nin, Le-nin, Le-nin.

Twilight and friends watched as these ponies swore their loyalty to whoever this Lenin was and put all their hate on Princess Celestia. Twilight snapped back into reality and said, "Come on girls," then corrected herself "and Braeburn and Spike. Let's go. There is nothing more we can do here." No one spoke as they walked back to the main part of Fink industries. (What was there to say?)

When they got the lobby Caroline broke the silence. "I should probably escort you to the Finkton Deluxe suite. The eight of them agreed. She led them to the living district of Fink industries. (The decent living district, that is.) The hotel was beautiful but the rest of it paled in comparison to the suite; it was gorgeous. It had four bedrooms, equally as many bathrooms, two living rooms, and a view as far as the eye could see. They wasted no time unpacking their luggage, which had been sent there by the bellhop. Twilight pretended to be at ease but she couldn't be more stressed. These ponies were like a powder keg ready to explode at a spark, and their anger was pointed toward Princess Celestia. She had an ominous feeling something terrible was going to happen.

"Are you all right dear," Rarity asked, quite concerned.

Twilight escaped her thoughts. "I'm fine, Rarity," she said reassuringly. "Let's get some sleep."

"Can't argue with that," Rainbow Dash said.

"Me neither," Applejack added.

"An excellent plan," Rarity said. "I need my beauty sleep."

"Then it's settled," Spike said.

"Yay! Sleepover party!" Pinkie pie said enthusiastically.

After a night of revelry the seven made their way to bed. There were feather mattresses as soft as can be, and the sheets were smoother than silk. All of them but Twilight were fast asleep. She felt that she could get no sleep tonight but soon her eyelids grew heavy and she fell asleep. The seven slept soundly.

No pony noticed the Pegasus creep in. He was shrouded in blue and black robes. He had a blue sash tied around his waist. He had matching bracers on his arms as well as a mask covering the lower portion of his face and a hat with an emblem of a spade. He searched room to room until the voice in his head whispered, "Here. She rests here." He entered the room Twilight was in and crept toward her. He stared down at the sleeping Alicorn and asked in his mind, "Her? She is the one? She is our salvation?"

"One of our saviors. She is the one who will purify our lost comrades who have been corrupted and morphed into those who dwell in the dark." But he," the voice continued, "He will be the one who will guide us once she is done. It is he that will truly undo the damage done by the Shadowmere tyrant. It is he who will end the foolish quarrel and hate between our two nations."

"But if we need both of them why not stop this war from happening? Why not convince King Peryite that Celestia is not to blame for the destruction of…"

He was interrupted by the voice. "And what would you do when you found him - if you found him? Are you going to tell him that his goddess of the Pantheon told you so? Remember, no pony can hear me except you. I have no physical form anymore. I have faded and with that much of my power. I can no longer see the constants and variables that will decide the future. I can see some possibilities. The sad thing is, I see one where nothing worse happens to Twilight and her friends is that they lose their elements of harmony."

"Well, why don't we change things so that outcome happens?"

"The constants and variables that decide that have long since passed. We can do nothing to ensure no bloodshed."

The stallion said, "While we're on that note, when your worshipers died so did much of your power including your sight of fate. You can't see all the doors and their possibilities anymore, so how can you be sure that this is going to work?"

"The answer is," the voice said, "I don't know. I can see a few of the doors and all of them lead to war. In the ones I see most clearly the Equestrian army is slaughtered and trampled by the Global Union."

"Is that supposed to be encouraging?"

"I don't need you to know how things will turn out. I need you to have faith in me."

"This sounds hopeless. If their fate is that grim how can it be any better in others?"

"Sometimes…" the voice replied, "Sometimes we must make our future, and that is why we are here - to show her the future through the dream stride."

"What exactly is this going to do?"

"The dream stride shows a possible future to the viewer and…" The voice was cut off.

"I know what the spell does. But how does this change anything?"

"By showing her what to expect she will be shocked, but when her nightmare comes true she will know what to do, what trials she must face."

"But what if this fails? All those lives will be lost for nothing. We should not bring this world into our problems. We should…" He was cut off once again.

"And what makes you think that they haven't already? Do you think that the Emperor is dead? Do you think that he has no more followers? He has made attempts to assimilate Equestria into his dark empire with one of his generals, King Sombra. He failed but the Emperor does not just give up. He will try to take over again, and this time he will send armies to level and raze this land. They are already involved in our conflicts. This is the only way.

"I…but…" The stallion gave up the argument. "Yes Mother of the Pantheon, I will do as I'm told."

"Excellent," the voice replied. Now approach the Alicorn." He did as he was told. "Now kneel and prep the dream stride spell." Once again he did as he was told. "Place your horn on her forehead and release the spell."

"It is done," he said.

"Good. Now leave her to her sleep. You should get going."

"Yes, Mother." He made his way towards the window and quietly opened it. He took one more look at Twilight and softly whispered, "Prosti menya," before flying off into the night.

Twilight awoke, or so she thought. She was in her old bedroom and her house in Canterlot. "Hello, hello?" she called. "Mom and Dad, Shining Armor? Where, where are you?" She decided to check outside the house. When she opened the door her eyes grew wide as she saw the world around her set ablaze. Canterlot was being burnt to the ground. There were bodies of ponies she knew. She nearly lost her lunch at the sight. Suddenly, though, her ears perked up when she heard voices. "Hello? Is somepony alive?" she hollered as she moved toward its origin. But when she found the source she froze. There were several ponies clad in green armor, obviously soldiers. In front of them were Royal Canterlot Guards on their hind knees with their front hooves behind their heads. Another pony was pacing behind soldiers in green. He didn't wear armor; instead he wore a stuffed collar uniform that was decorated with badges. He wore a hat with golden piping with an odd symbol. It was two dragons standing back-to-back. They looked like a Draconequus but they were only made with the same animal parts.

The young pony with the stuffed collar uniform was giving commands so she assumed that he was a commanding officer. The soldiers held odd looking tools. They grasped them differently. Some stood on their hind legs and held them with their front hooves and mouth. Others stayed in a normal stance, holding the device with their right or left front hoof and mouth. The remaining ones were unicorns and grasped the tools with their magic. On them were three red letters, RRR. Twilight couldn't imagine what they meant. The devices themselves were a rather odd shape. At the back they were somewhat rectangular but they curved inward towards the thin middle. There was a small lever in the top of the center. At the bottom was a disc like object. The front of its body was cylindrical with many holes in it and the very tip was a small cylinder with a large hole where the base would be.

She heard the officer yell, "Rifles ready."

Twilight thought to herself, "That must be what one R means."

"Set to repeat."

"And that, another," Twilight murmured to herself.

"Safeties off and set to ripper."

"That must be what the last one means, but…" She was cut off when a hailstorm of small cone shaped objects erupted from the weapons, ripping the Guards to pieces. She could hear them screaming before they died. Their bodies lay still, riddled with holes.

The soldiers that did this were laughing and cheering. "Ha, ha. Nice shot. Filthy scum - thought they'd stay on top forever." Twilight was appalled. Never before had she seen such pitiless slaughter. She wanted to fight them, she was so infuriated at their careless taking of life. She spread her wings and began to take flight but she was cut off by a light, high pitched whistle in the air. She looked to where the sound was traveling toward and saw the young officer, now without a head. The remaining soldiers were in a state of disarray but they quickly reorganized, yelling, "We've got heavy fire here."

Now three soldiers clad in white armor came holding similar weapons. She quickly recognized them from the Royal Army. They didn't have an officer with them but they had somepony in charge. He yelled, "Ready your guns, boys." He hollered, "Crank gun." A large muscular pony wielding a very heavy looking weapon came. It looked like a miniature silo. The back of it was a hatch. The handle on the base had visible pistons and the front consisted of eight separate long cylindrical parts with hexagonal tips. There was a hoof crank on one side. Twilight pondered what it was for but her question was soon answered. As it was cranked more of those projectiles she had seen before were sent at blinding speed, instantly killing and riddling the bodies of the soldiers in green.

At seeing this Twilight felt like celebrating. After a few moments she realized that she was happy for the slaughter of ponies who had done nothing to her. She felt sick and began to throw up once more. "What is wrong with me," she shouted. She looked back up and saw that four more of the unknown soldiers in green had come. The air began to whistle again and two more dropped dead. She saw where the projectiles had come from. She could faintly see two ponies in a far off building. She assumed they had weapons as well.

She heard one of ponies in green shout, "We need air support; sending in coordinates now." Not 10 seconds later twilight heard the sound of a roaring engine. Three large zeppelins hovered over her head. They glided through the skies majestically. On the front they were decorated with green pennants that looked like large sheets. One of them let loose a series of explosives which leveled the building with the Equestrian soldiers in it. The other two release several Pegasi ponies with more rifles and projectile weapons, as well as several airborne craft carrying more soldiers. In mere moments what was left of the royal forces were killed.

Twilight was in shock. She couldn't move but that shock was quickly replaced with fear when one of zeppelins began firing on her. She was still stunned but managed to evade the bombardment. The roof of the building she was on crumbled, along with one floor. She began plummeting to the ground below. She tried to open her wings and fly but all she did the slow her descent. She hit the floor landing on her left side. Twilight wailed. Her left leg and wing were throbbing with pain but she had not a moment to rest, for the zeppelin began tearing into the building once more. She knew it was too dangerous to fly out so she ran through the building as more mortars and rockets tore her cover apart. She finally made it to the lower floor and leaped out. She felt relief but that relief quickly left her when she felt a pair of hooves slam down on her. She looked up to see one of the ponies in green armor. He looked at her with astonished eyes.

He said skittishly with a voice of fear and confusion, "Y-y-you're Twilight Sparkle, the leader of the Equestrian army!" Twilight had no idea what he was talking about. Twilight looked at the three soldiers in front of her. They looked unique in their own ways but they all shared a pair of similar characteristics. They all had bland gray colorless manes and yellow avian eyes.

A second soldier spoke. "What? I thought that King Peryite killed every last one of them?"

"Yeah," a third one chimed in, "didn't he round up all her friends for a public execution?"

"What?" Twilight wailed.

"Shut up!" shouted the pony holding her down. He proceeded to lift his right hoof and slam it down on her head.

Twilight yelled "Oww!" and groaned in pain.

"Guess he didn't get all of them," the second soldier said.

"So do we kill her?" the first one asked.

"No," the third one said, "We bring her to the King. Having her publicly executed in Canterlot will morally decapitate the remnants Equestrian army."

At hearing this Twilight began struggling but her resistance was futile against the soldiers. "Stop struggling," the first one yelled as he brought her up on her hind legs and the other two bound her front legs behind her back. They then proceeded to tie her hind legs together. Twilight, fearing for her life, channeled her magic and dispersed it in a shock wave. The three soldiers were knocked to the ground. But they didn't stay down for long. The first one rose and in a fit of rage began beating Twilight. She tried to brace against the blows but with her legs tied she had nothing to defend herself with.

Eventually the second and third restrained the first, asking him to calm down. He did so. They proceeded to attach a ring around twilight's horn. It began glowing and Twilight felt somewhat nauseous.

The second soldier began to speak. He said, "That there my dear is what is called a siphon. It drains your magic from within and devours it." Despite what he said Twilight tried to perform another spell, and to her much expected horror it failed. The second and third soldiers tied her wings to her sides and hoisted her onto their backs. The second soldier said, "I call dibs on her crown."

The first said, "Ha, dibs on her." The both of them snickered until the third one yelled, "Don't even think about it." And the three, with the first one in lead, began to take her away. She was hyperventilating. She wanted to tell herself to calm down but what was the point? There was no way out this. She knew she was going to die.

As the soldiers escorting her as a prisoner marched on they became the source of envy from the other soldiers. They commented, "Look at you, nice catch". As they passed Twilight's eyes grew wide when she saw a quintuple file line as far as the eye could see of the soldiers clad in green. As Twilight looked at the mass of soldiers she realized they all looked the same. They had the same manes and eyes. What could have happened to them to make them alike? They all seemed so lifeless. What could have done this? They were singing a marching song. She couldn't make heads or tails of what they were singing but it sounded like this.

Наш Coветский Союз покоряет весь мир

Как огромный медведь на Востоке.

Овцы бродят безцельно, без всяких забот

А Советский медведь на охоте.

Наше братство - хорошая жизнь,

Наша щедрость ни с чем не сравнится.

Все кто с нами - сильны

Все кто против, держись

Чтоб нам всем не пришлось потрудится.

Все народы, не стоит того

Что бы мы превратили вас в пепел.

Благодарны вам, низкий поклон,

От самой могущеcтвенной nation.


Twilight couldn't make heads or tails of this foreign language but she knew she had bigger problems, for she soon approached the front of Canterlot Palace. Twilight felt fear and despair but both were replaced with shock and anger when she saw her friends tied to posts. There was a pony speaking with the mass of soldiers. Those who were carrying her called out to him, "Forgive our intrusion, my Liege, but we found something of interest I think you'll like."

He approached the two with a disgruntled look, but that look change to shock when he saw Twilight. "Is … is that … how did she…?"

"We don't know, sir, but I think we can make a fine example of her," said the first soldier.

"Yes indeed. Put her down, would you kindly." The two soldiers threw Twilight to the ground. She hit the floor hard and wailed as it reminded her of her wounded left side. Twilight looked up at the pony who is speaking. He was a pure white stallion with deep red eyes. He had a horn and wore a green robe that reached from the end of his torso up to his neck, with sleeves on his front legs. The robe had gold embroidery around the hoof area and at the end of his torso. It also had a stuffed collar. He was tall, even taller than Princess Celestia, and looked quite athletic with a well toned body. He looked young but Twilight could see age in his eyes.

But those were not the characteristics that shocked her. He had long leathery bat like wings, and coming out of his back were six long lamprey eels. They lashed at her until he ordered them back. From what she saw of them and their insides they had to be 4 feet long and 5-6 inches wide. She saw in them at least 18 rows of teeth. She wasn't sure what this thing was that his mere presence terrified her. She got a glimpse of his cutie mark. It was the same as the symbol she saw on the lieutenant's hat and the zeppelins. She knew whoever he was he was their leader.

King Peryite looked at Twilight and spoke with his regular voice. "You amaze me, you know. Might I ask how you survived? I severed the connection between your spine and your body. Even if you did survive you would be paralyzed from the neck down and you would most likely have gone into shock and could have died then from heart trouble. Yet against all odds and medical science you survived, and by how my soldiers needed to bind your legs, you could still use your body. You cheated death more times than I care to count.

"You know it didn't have to be this way. I offered you the chance to surrender a number of times but you refused. All these lives were lost because of your recalcitrance. I have taken everything from you, Twilight - your armies, your throne, your wings, your kingdom, your family; all that's really left is your friends and your life and soon all that will be left is nothing. Before I kill you though, I want you to lose everything.

"Stand her up," he said pointing to the two soldiers.

"Yes sir." They propped Twilight up, holding her by her front legs. "Firing squad, you may begin. May the divines bless your poor souls. FIRE."

"NO WAIT, PLEASE!" Twilight shouted as the projectiles tore into her friends. All five of them were dead in the blink of an eye. Twilight broke down crying. Never in her life had she felt such despair or so hopeless.

"Aww, no more tears," King Peryite said slyly. "If it makes you feel any better, I will reunite you with them soon enough."

Twilight, still crying uncontrollably, cleared her throat and yelled at him with all her strength, "You monster!"

"Monster?" he said. "I am no monster. I am a revolutionary. I'm merely doing what I must to ensure equality for all. But now to business." He took twilight from the soldiers and cut the bindings on her hind legs. He then had her kneel before the crowd. They all looked at her with anticipation and hatred. He clamped on his right hoof a gauntlet with two twin 5 inch metal cylinders. She knew by now what those were for. He opened the back of them and filled them with cylindrical shaped projectiles. He sealed it up and went behind her. He whispered in her ear, "For what it's worth, I'm sorry." Those were the last words Twilight heard before she was shot in the head. Her lifeless body dropped to the floor and the crowd cheered, "Justice! Our revolution is complete for the glory of the Union."

Twilight awoke breathing heavily and sweating. "It was just a dream," she told herself "just a dream." But that didn't stop her from crying.

Spike woke up in a daze. "Twilight, what's wrong?" he asked, quite concerned. Twilight embraced him and continued to sob but he got no real answer.

The rest of Twilight's friends were awakened by this and rushed to her room. "Twilight, are you all right? What's wrong?" Fluttershy asked. She sounded quite concerned, but then again, she always did.

"What's wrong, Sugar Cube? We're here for you," Applejack reassured.

Twilight cleared her throat and tried to speak out. "Girls, it was awful."

"What was, dear?" Rarity asked.

"I think Twilight had a nightmare," Spike said.

"A nightmare? Is that all this is about?" Rainbow Dash remarked in her indifferent tone. Everyone but Twilight shot her an angry look.

"Come on now, Twilight," Applejack said, "Tell us about your dream."

"Well, okay," Twilight said, wiping tears from her eyes. She explained to them the dream she had of Canterlot on fire, all the death, and her and her friends being slaughtered.

"That's some dream," Rainbow Dash said.

"How do you dream all that?" Pinkie Pie asked.

"Does the dream mean anything?" Rarity questioned.

"I … I don't know," Twilight said, quite stressed. "I just don't know."

"Whoa, whoa, whoa; now hold on y'all," Applejack said. "I'm not sure if this is just a dream or some kind of ominous prophecy but Twilight is in no condition to be hearing all these questions at once."

"She's right," Rarity added. "Twilight, we're here for you. We're all still alive and together. So no more tears. Everything's going to be all right."

"Thanks, girls," Twilight said, still sobbing. "It's good to have you by my side."

"Aww, group hug!" Pinkie Pie wailed. No one objected. They huddled together and hugged.

Their happy moment, however, was cut short by a loud bang that shook the facility. "What was that? Pinkie Pie asked.

"I don't know, but it sounded bad," Fluttershy added.

"Look over there!" Rainbow Dash pointed. Outside the window there were columns of smoke rising from somewhere in the workers district.

"What should we do, girls?" Rarity asked.

"Nothing. This isn't our problem; it's Fink's," Applejack said.

"No. It is our problem," Twilight said somewhat defiant now with all her courage in her voice.

"What? How is this our problem?" Rainbow dash questioned.

"Because if this 'revolution; takes place it will escalate into an all-out destructive war and all of Equestria will burn.

"What?" the six of them said in unison.

"Twilight, dear, you can't be serious. How can you think that a revolution for a better life will turn into war?" Rarity asked, quite concerned.

"Yeah," Rainbow Dash chimed in. "I mean, aside from the whole 'blame Princess Celestia' part I kind of agree with the FlimFlam brothers. Besides there are only about one or two thousand ponies living here. Even if they wanted to, they couldn't take down the Equestrian army.

"But there's more," Twilight said. "They have technology never seen before. They have war zeppelins. There had to been at least 5000 soldiers that were marching through Canterlot. They publicly executed…" Twilight couldn't find the strength to go on.

Whoa, whoa, whoa," Rainbow Dash interrupted. "You talk like you saw it happen already. Where did all this come from?"

"It was in my dream," Twilight managed to say.

"What? You never mentioned that much detail. And who was being publicly executed?"

The fear came back to Twilights eyes. She didn't want to say everything she saw.

"That's enough," Applejack interrupted. "Now, Twilight, are you positive that this revolution is going to turn into all that?"

"Yes," she replied, "I'm positive."

"Well then, Sugar Cube, we can't let that happen. Come on girls! We've got to put a stop to this before it gets any worse." Without another word the seven of them got on the elevator and were en route to the workers district.

It took them about 10 minutes to reach the workers district again. Spike wanted to ask Twilight more about her dream but she seemed troubled so he let it go. They arrived at the workers district to see absolute chaos. The local vagrants were clashing with Fink security and looked like they were winning. They were breaking into buildings, raiding the food stores and taking the money is well. Twilight and friends tried to stop this madness but it was no use. "Well I know one thing," Applejack remarked. "I know who to blame."

"She's right," Twilight said. "Come on girls, let's head off to Red Square. It's time we show these ponies the FlimFlam brothers can't be trusted."

"Right!" they all shouted in agreement. They rushed to Red Square as fast as they could. When they got there FlimFlam brothers were nowhere to be seen.

"Darn it, we're too late!" Applejack yelled.

"Hold on now, A.J.," Rainbow protested. "They've gotta be around here somewhere."

"She's right, Applejack," Twilight said reassuringly. "We have to keep looking."

"Should we split up?" Applejack asked.

"No," Twilight replied. "These ponies have their blood boiling. If for any reason they choose to attack us we should be together."

"Good thinking, Twi," Rainbow Dash replied. They searched around the district until finally Applejack found them in an alley talking with another pony.

"There they are. Let's get them!" Rainbow Dash said.

"Wait, no. Who are they talking to?" Twilight questioned. "Let's stay hidden for now. We might learn something."

The seven of them watched the brothers converse with the mysterious stallion. He was a pitch white unicorn with blue eyes. He wore a worker's uniform with a khaki colored button up shirt. He wore a necklace with a spade. His cutie mark appeared to be broken shackles (a symbol of liberty) and he spoke with a Netherlands accent.

"I'd ask you if you've spread the word, but I believe the actions of these ponies speak for itself; well done. I highly doubt you believe in the cause but you are indispensable."

"I don't know where you get your ideas, Lenin, but if you have this much money you must be wealthy," Flim remarked. Flam added, "And even if this revolution did take place you could never stand up to the Equestrian army. But that's your problem. Keep paying us like this and we will do what you say."

"I have ways of seeing my revolution succeed, and what can I say, I was raised by a very wealthy family," he snickered.

"I'll say," Flim said enthusiastically. "We have enough money to buy an estate, burn it down, build it back up, and rinse and repeat, just for laughs.

"And that song you had us sing – priceless!" Flam added. "We had Applejack and her friends squirming."

"We even had to make up some of the lines as we went," Flim laughed.

"That song was pretty catchy," Flam remarked. "This a line just for you." They began to sing and improvised version of the song.

Flim & Flam:

I am the one who arranges the blocks

That continue to fall from up above.

The markets are free, so much money for me,

Tell me why should I care for peace and love?

The markets are free, SO MUCH MONEY FOR ME,

Tell me why should I care for peace and love?

Peace and love. PEACE AND LOVE.

At this Applejack confronted them. "I knew it. You're all just using these ponies for your own gain." A look of fear and uncertainty came across the brothers' faces but not nearly as much as Lenin.

"Y-you heard all that?" Flim asked, quite concerned.

"Every word," she replied.

"Well, it's not like anyponie's going to believe you," Flam added slyly. A look of relief found its way onto Lenin's face.

"We heard everything." (There was a group of ponies that had also come to listen in on the conversation.) "Well if 'everything' is the song, that is. Was that part of the next performance?"

"No, it wasn't part of the performance. They're lying to you," Applejack wailed. "They just want to stir your anger up so that you…"

"Shut it! Shut your damn mouth if you know what's good for you!" Lenin yelled.

He then gave her a look of intense hostility.

"Um, yes," Flim replied, "This was part of our next performance. You caught us rehearsing, and you now that you have, we might as well sing the rest to you. Heh heh."

His brother gave him a look that said, "What in Equestria do you think you're doing?" They conversed in muffled tones. "Just follow my lead," Flim whispered.

"You'd better improvise this well," Lenin replied. They began a short song.

Flim & Flam:

And now the wall is down,

The tyrants frown, there's jobs and shops all over town.

When in Red Square, well don't despair,

There's opportune employment there

We'll warm our homes with a gas called Meth

We'll drink and sing to Celestia's death

But now that Lenin's prevailed in the end, who will get in our way?

Flim: So we reject free enterprise,

And once again the left will rise

Prepare the flags to be unfurled

'Cause we're expanding 'cross the world.

Flim &Flam:

We shall claim the foreign soil,

We shall arrange the blocks and toil,

Our enemies will rot and boil

Forever and a day.

Flim & Flam:


At this point most everypony had come to listen. The proletarian masses wailed with joy and began singing a song of their own:

They built the city on a hill they raised her up with joy.

A reflection of utopia where prosperity employed.

But we were put in bondage suckered by the rich colt's ploy.

Until our chains were broken by the hero Lenin Fitzroy.

The crowd cheered. Twilight's friends argued with the FlimFlam brothers but her attention was focused on their accomplice, Lenin. "Hey what's your plan?" she shouted. "Why do you want to destroy equestria? She caught the stallion's attention.

He turned to her and smiled slightly. "Why my dear, whatever do you mean?"

"You know what I mean," she hollered back. "You and I both know this so-called 'revolution' is going to turn into a war."

Lenin continued to smile. He closed his eyes and said, "Well, I won't deny; your claim is half true. Should it become necessary for war, then war it is. One thing I won't deny is that Celestia must die, for one cannot expect the tyrant to give up her throne for the sake of her ponies." He continued on, "Once that is through it will all come down to whoever's left. If that is the public then I truly hope that they will have seen the light and will see that the revolution has finally come. If there is any regal authority left I truly hope that whoever it is cares for her subjects so that she knows to surrender. I wonder, if you were put on the throne, when that moment came, would you make the right choice?"

"Princess Celestia does care for her subjects," Twilight retaliated. "You don't. You will set Equestria ablaze, level Canterlot. You and that evil monster of a pony in the green robes and those disgusting lamprey eels."

At this Lenin's eyes widened and he looked completely shocked. He stuttered the words, "H… h… how do you know about that? How could you possibly?"

Their conversation was interrupted by the vagrants. "Shut up you harlot, don't you dare speak to him like that."

"Yeah, you royals don't give a flying feather about us."

"Yeah, you've done nothing to help us," the crowd yelled.

They were then interrupted by Lenin, "On the contrary, she's done more for you than you think."

The crowd gasped and several ponies yelled, "What?" They were all shocked, but not nearly as much as Twilight and her friends. The FlimFlam brothers stopped their arguing as well, and stared.

"They have done more for you than I, Lenin continued. "They've saved Equestria a number of times. When the demon Nightmare Moon sought to plague us with eternal night, she and her friends were there to stop it. When spirit of chaos Discord threw our land into chaos, guess who was there to restore order. When the massive Changeling Hoard threatened to use us all like cattle it was their courageous acts that saved us from that fate. And when the tyrant king Sombra returned from the depths of the underworld and tried to re-enslave the Crystal Empire they once again saved us. You see, my comrades, they have done more for you than I. I have merely spoken the truth. I am no liberator. Liberators do not exist. You will save yourselves and perhaps when the time comes she will be there to help aid you in your cause."

The crowd applauded at this. They stopped giving Twilight and friends nasty looks. A lot of them smiled. A few even worked up the shame to apologize and one foal timidly embraced Twilight's legs before running back into the crowd.

Lenin broke the silence. "Disperse, all ye pony folk. I have nothing more to preach this night. Return to your homes and tend to your families. Our day of triumph fast approaches. Look to the rising sun on the horizon and see the bright future over the hill and dale. And see through my words complete honesty. There will be day when you pick up your tools in no concern for your selves nor your prosperity. You will live to serve your country, governed not by this false monarchy, and we will ensure global unity and equality." The crowd applauded again.

Before leaving Lenin continued, "FlimFlam brothers, we will probably never do business again. Take your pay and I will contact you further when the revolution takes place." The brothers had no objections. They took their money and left.

Now there was just the main six, Spike, and Lenin. They exchanged glances before Twilight broke the silence. "Why did you stand up for us?"

"Because I do not lie. I meant everything I said and it was all true. Besides there was the chance that they might have tried to kill you. It would be a downright tragedy if your lives were cut short." He smiled slightly and chuckled, "And perhaps you will consider my offer to be in my revolution. But we will see. Until then, Dosvidania."

A confused look found its way onto Twilights face.

"It means 'until we meet again'," he replied. "So farewell, or dosvidania, whichever you prefer. But now I really must be going." And with that he held out a piece of paper, touched his horn to it, and teleported. He was gone.

"Sooooo, what do we do now," Rainbow Dash asked?

"There's nothing more we can do," Twilight said in despair. "I failed."

"Twilight dear," Rarity said, concerned.

"Canterlot is going to burn," Twilight moaned. "So many innocents will be killed, I'M GOING TO DI…"

She was them cut off by Applejack. She grabbed Twilight by her shoulders, shook her, and hollered, "Twilight get ahold of yourself. Look, was that pony in your dreams?"

"I … I … no," Twilight stuttered, "but…"

She was cut off again. "Well maybe your dream was just that, a dream."

Twilight didn't look convinced. "You heard him," she replied. "He said that Princess Celestia had to die in order for his revolution to be complete."

"Do you also remember that he said you might aid in the revolution? Twilight, I think he was right on just about everything."

"WHAT?" the rest of Twilight's friends shouted.

"He spoke the truth," Applejack replied. "These ponies are suffering and things need to change and Twilight might aid in that." She continued on, "If she can get these ponies better lives maybe there won't need to be a revolution. He said that he would go to war only as a last resort. Maybe if she fixes things here it won't come to that."

Twilight perked up at hearing this. "Applejack, you're right!" she wailed with joy, embracing the orange mare. "But for me to do that I need to talk to Princess Celestia and get money and food sent here, and to make Fink answer for his crimes." The rest of her friends and Spike cheered at this.

"Great plan, Twilight," Spike said enthusiastically.

"So what are we waiting for? Let's go!" Rainbow dash hollered.

"Well for one thing," Applejack interrupted, "the rest of our apple shipments, there are six hours left in the night, and we have to pack our things for tomorrow."

"Oh, right," Rainbow said, blushing slightly. "Let's head back to the hotel, girls, and get some sleep." No one had any objections and they headed back to the Finkton deluxe. They awoke the next morning, and despite all that happened they had slept well. Mr. Fink informed them that their shipments were already loaded onto the train. They packed their things, said their farewells to Caroline and Fink, and made their way to the train station.

Braeburn was there waiting for them. "Top of the morning to y'all," he said in his Southern accent.

"And to you, Braeburn," Applejack replied. "Well, I suppose this is goodbye for now."

"Until we see each other again, cousin," he said with a smile.

They boarded the train. The conductor hollered, "All aboard! The train to Canterlot is now departing." The train hummed and roared to life and they were off.

They arrived in Canterlot a day later. As the seven got off the train, Royal guards were there to greet them. "Greetings, Your Highness," one of the leaders of the band of guards said.

"Greetings," Twilight replied.

"We will make sure that your luggage and shipments are sent to the Royal Palace. You should head over there as well. Princess Celestia has been waiting for you."

"Well, we wouldn't want to keep her waiting," Twilight replied. The seven walked through Canterlot, remembering the good times they had there. A lot of the memories were chaotic ones from their time at the Grand Galloping Gala.

They eventually reached the Royal Palace and were greeted again by Royal guards. "Greetings, Your Highness. Please come with us." The guards escorted the seven through the Royal Palace until they reached the main balcony where Princess Celestia, Princess Luna, Princess Cadence, and Shining Armor were conversing. The guards then left.

"Big brother!" Twilight hollered.

"Twil!" Shining Armor hollered back with equal enthusiasm. They embraced each other for a few seconds before releasing and more formally greeted each other.

"How have you been?" Twilight asked.

"I've been great. The crystal Empire is at peace. We've had no signs of the return of King Sombra and our citizens couldn't be happier."

"What are you doing here?" she questioned.

"We're here for this holiday celebrating you and your friends. When we heard of it Cadence and I knew we had to come.

"A holiday celebrating us?" Twilight questioned.

"Indeed, Twilight." Princess Celestia interrupted their conversation. "This holiday was meant for you." Princess Twilight then embraced her old mentor. "You've saved Equestria four times now. We felt it was only fair you had something more for your services."

"This holiday is meant to commemorate the powers friendship has over all of us," Princess Luna remarked.

Cadence chimed in, "It was the strength of your friendship, and Shining Armor's and my love that saved Canterlot from the changelings."

"Cadence, it's good to see you too." Twilight embraced her sister-in-law.

Their reunion was interrupted by large flash of purple light. "All right, I'm here. I hope I look presentable. It wasn't easy finding this tux," Discord remarked.

"Discord!" Twilight and friends shouted.

"What are you doing here?" Rainbow Dash shouted.

"The last time I checked I was invited; or was this invitation a joke? Because if so, it isn't funny. I love a good joke as much is the next pony, but to send a fake invitation is rather rude."

"Invited here?" Twilight shouted.

"Yes he was, and no that invitation wasn't a joke," Princess Celestia interrupted. "Thank you for coming, Discord, and might I, add thank you for dressing appropriately."

"Thank you, Princess Celestia," the Draconequus said, bowing to the Alicorn.

"Princess, with all due respect, how could you invite Discord here?" Twilight asked.

Princess Celestia answered, "Because he is a prime example of the power of friendship."

"What?" the six mares shouted at once.

"It was our friendship that turned him into stone," Rainbow Dash protested.

"Yes but it was also the friendship between your friend Fluttershy and him that reformed him," Princess Celestia reminded. Discord gave a brief smile to the Pegasus and she blushed slightly.

"Indeed," Luna chimed in, "if the spirit of chaos can be saved by friendship there is nothing it can't accomplish."

The six mares smiled and had a warm feeling of triumph. This however was cut short as Cadence began to sob uncontrollably. "Cadence, what's wrong?" Shining armor asked, but got no answer from the teary-eyed Alicorn.

"Was it something I said?" Discord asked.

"No, no, no. I know who the trouble is," Princess Celestia interrupted. "All of you get ready for the celebration. I'll talk to Cadence." The 10 of them left the two alone. They felt concerned but Twilight was confident that Princess Celestia had things under control.

When they were all gone Celestia spoke with her niece. "Cadence dear, you mustn't dwell on the past like this, for dwelling on the past invites it to haunt you.

"I…I…I can't just let it go. If the magic of friendship could save everyone, why couldn't it save him?" She began sobbing more.

"Cadence, what do you think he would say if he was still here? He'd hate to see you like this. He loved you. He loved you more than anything in the world. You were everything to him. You were his…"

She was interrupted by Cadence. "And the last thing I said to him was that I…I…I wanted him to go away. I got my wish," she wept.

"Cadence, I assure you he doesn't hate you for that. He loves you just as much as before."

"How could you know that?" she stuttered. "We don't even know he's still alive."

Celestia paused for a moment, remembering the final request he made to her. ("No matter what, I don't want you to tell Cadence that I live. She will come looking for me and will find me, and she won't like what she sees. She shall never love me like this when I'm this freak. I would rather be the dead memory of the pony she once loved than the living incarnate of parasites.") Celestia knew he was wrong, that Cadence would love him nonetheless, but a promise was a promise and she kept it.

"Sometimes," Celestia replied, "I just know."

"Even if he is still alive I doubt he cares to see me."

"Cadence, I know he misses you he misses you every day and longs to see you, to return to your warm embrace and hold you in his arms once more. Never doubt this."

Cadence cleared the tears from her eyes and said softly, "O.K."

"No more tears, Cadence. Come now. The celebration is about to begin." The two princesses got to their hooves and galloped towards the balcony.

When they arrived they got to their seating arrangements. Princess Celestia and Luna were on the top center balcony. Cadence and Shining Armor were on the one to the left of them. Discord was on the one to the right. And the main six and Spike were on the ground floor podium facing the crowd. The whole kingdom of Canterlot was in attendance and was staring with anticipation.

Princess Celestia began her speech. "Citizens of the Equestria, we have gathered here tonight in celebration of the power that unites us all - the magic of friendship. For even when we quarrel it is our care for each other and our compassion that make us one. When the changelings invaded they came to Equestria because we had more love for each other than anywhere else in the world, and while that might have been the reason we were targeted it is also the reason why we are the nation on a hill. The mares before you represent the true strength of friendship. It was their friendship that saved Equestria time after time. At my side is my sister Princess Luna. Not long ago she was the demon nightmare moon but through the power of their friendship she was saved." The crowd applauded. Luna smiled at her sister and she returned the same glance.

"To my right stands the spirit of chaos, Discord. Even less long ago he attempted to throw Equestria into chaos, but even the spirit of disharmony can turn over a new leaf as he was befriended by them." The crowd applauded once more. Discord took a bow.

"To the left of me are the new Prince and Princess of the Crystal Empire. It was their love for each other that saved our kingdom from the changelings, as well as the Empire from King Sombra." The crowd applauded again. Cadence and Shining Armor waved to the crowd. "These are just some of the ways friendship has affected our lives for the better, and it will be friendship that will ensure our bright future for generations to come. And now let the celebration BEGI..."

"Oh Bleagh. Honestly, Celestia, you could kill somepony with these speeches. I would ask you to be merciful and shut up but that would be like asking a tree frog to play Mozart." The crowd gasped, looking around franticly, trying to find the source of the outburst.

"How dare you, whoever thou is? How dare you speak of my sister in such a way?" Luna Wailed in her traditional equestrian voice. "We demand you show yourself at once!"

"In due time your highnesses," the voice said, and snickered, "Tell me, Luna, was there any love or friendship when Celestia sent you to the moon?"

This gave Luna pause. "Well, I..."

"Did you ever feel that she failed you, your own sister?"

"It was the only way to stop me. I was out of control," Luna replied.

"Do you think that she missed you or mourned you? You were merely an obstacle to her. The only reason she didn't send you back to the moon was that she felt you were under control."

"ENOUGH OF THIS," Celestia yelled. "You can say what you will about me, but I will not tolerate you tormenting my sister."

"Don't pretend you care, Celestia. You have made so much horror in the world, yet you claim that the magic of friendship will save us," the voice snickered. "BUNK! ALL OF IT LIES!"

"Who does this guy think he is?" Rainbow Dash remarked. "He sure is nutty; right Twilight?" She heard no response. "Um, Twilight?" Twilight was petrified. She remembered the voice from her dream. This was the ring leader, the one who killed her and her friends.

"Tell me, Celestia if the 'magic of friendship' can save us all, why do ponies in Equestria suffer? Is it because their leader is a Tyrant and is unfit to rule? And finally, if the magic of friendship is so powerful will it be able to save you?" And with that ominous question, two sets of six large black pillar-like rocks with what appeared to be red roots that that looked like King Sombra's horn at their tops surrounded Princess Celestia and Luna. It trapped them and neutralized their magic, and appearing with them was a dark shade of a pony. He was completely shrouded by shadows but Twilight knew just by the shape that this was indeed the pony from her nightmares. His horn began to glow as he prepared a spell. Three royal guards charged forward but he completed the spell and created a dome barrier that barred all access to the Princesses. He chuckled at the guards' pitiful attempts at breaking in before he raised his right hoof, and hollered, "Kill all who oppose us, my comrades." On cue the soldiers clad in green from Twilight's nightmare came out from hiding. The Pegasai came down from the rooftops while the earth ponies and unicorns were hiding in plain sight and removed their party cloths. They began shooting at any guard that came near the barrier.

"Ha, ha, ha," Peryite snickered. "Look at them, Celestia. Look at them die for you and it will all be for nothing." A stream of ashes flowed from a pocket inside his robe. It began to take a shape until it solidified and transformed into a curved twin bladed sword. The weapon was gigantic, it was nearly 1.5 times Peryite's height. The two blades curved in opposite directions; one curved up, the other down. One side was white with a black dot in its base, the other was black with a white dot on its base. He was now completely out of the shadow cloak. He rotated the blade to the dark side and placed its curve under Celestia's neck. She looked down in great fear at the sharp object just inches from her neck. Peryite chuckled and said, "Do you remember this blade, Yin bane and Yang bane? The blade that kills both angels and demons, slayer of good and evil, those that dwell in light and those that dwell in dark." He sighed. "I wish it didn't have to come to this." He leaned close to her ear and whispered, "For what it's worth, I'm sorry, Mother Celestia." And with those final words he raised the blade with his magic and in one swift thrust plunged the dark blade through Celestia's neck! She coughed as she felt the cold metal in her neck. She began breathing heavily and looked down at the sharp object that penetrated her. She started to gasp for breath. As her lungs began to fill with blood, she knew it didn't matter, though. She would be dead soon.

With the last of her strength she uttered her final words. "P-please don't…" (she gargled blood) "Please don't hurt my little poni…" And with that her entire body grew limp. Her neck slumped over and she gave her final breath. Princess Celestia was dead.

The crowd of civilians gasped in horror at the death of their princess - all except the guards and Discord who were fighting to try and save Luna. Peryite ripped the blade from Celestia's neck and her body instantly began turning to ash but maintained its form. He held out a lantern and streams of blue light began flowing from her ashy corpse and took form in the lantern as a blue flame. Peryite licked the dark blade clean, savoring every last drop of blood, It had been too long since he tasted Alicorn blood. After he was finished he rotated the blade to the white side and approached Luna. He spoke in a softer voice. "Humph, it's hard to do this to you as well. You have done nothing to deserve this. Yes, you may have tried to throw Equestria into eternal night but you just wanted ponies to appreciate the night. But you still don't deserve this fate. But alas, you would become an obstacle to the revolution if you were allowed to live. So, if you can try to forgive me…" And with that he did the same to Luna.

She wailed in pain as the blade pierced her neck. She turned her head as much as the metal object would allow and looked at her slayer and in her dying breathes whispered, "I'm coming, sis…", and with that she became limp as well. She was dead. And, just like Celestia, Peryite held out a lantern and the same happened.

At this point all was in chaos. The soldiers and guards were hacking into each other but the Union troops were without even a single scratch while the royal guards had 18 casualties. Peryite was tasting Luna's blood when he was interrupted by Discord ripping through the barrier. "You Fiend!" he shouted in great anger.

"Ah, Discord," Peryite said slyly and snickered. "I see you're doing well. Your father told me so much about you in his days as my psychiatrist." He chuckled, "I'll be sure to send him your regards." Peryite paused for a moment. He had only brought three gatherer's lanterns with him (the only ones he had), one for Celestia, one for Luna, and the last for Twilight. "Hmm," Peryite thought aloud, "I suppose you are a better catch than Twilight. After all, her life is expendable; yours, not so much. Besides, when I kill all her friends it would only be right to send her with them."

"Enough. I won't let you harm ANY of them." Peryite immediately fired up the barrier once more to keep out any distractions. The two began clashing with magic. At first it seemed that Discord was winning but Peryite quickly changed to using his weapon. He slashed at Discord's knee. Discord cringed but walked it off. Discord then pulled a sword out of his mouth and held it in his eagle claw. He stabbed at Peryite through his right leg then through his front right lamprey eel. The eel shrieked and squirmed before Peryite freed it. He felt the sting from the wound.

"Alright, Peryite, think. Discord has some advanced magic and apparently some skill with a blade. He is completely unpredictable and now knows the basics of my fighting style. I need something he won't see coming. I need…" he paused. "Of course, that will work." He reached into his inner robe pocket and pulled out a butterscotch colored bottle and drank from it. He corked it and tossed it at Discord. Discord swiftly grabbed the bottle expecting an attack but no such thing happened. "Go ahead, try it, Don't be afraid," Peryite said.

Discord looked at the bottle, suspicious but curious. He then uncorked it, tossed the cork aside and took a sip. He tasted it for a moment before asking, "What is this, some kind of scotch? Is this the best attack you could…" He was cut off when Peryite emitted a blinding flash of light. Discord shut his eyes and shielded them with his paw and claw. When he opened them Peryite was mere feet from him. Peryite quickly inhaled and then exhaled pure fire at the bottle. The top began to spout fire and smoke but Discord was too shocked to react. Peryite then swung his Twin blade at the bottle, shattering it. Flaming liquid covered Discord, singeing his skin. He wailed in pain but was quickly silenced by Peryite jabbing him in the chest with his blade. Discord, still on fire, fell to his knees, then collapsed and died. Peryite then did the same lantern thing with him, and the same as the princesses, his body turned to ash.

Twilight was paralyzed by fear for her life, but it quickly left when she realized what was happening. Princess Celestia and Luna were dead and ponies were dying. Even Discord fought and died for them. Then she also remembered this pony was going to kill her friends. At realizing this all the fear in Twilight was replaced with a white hot hate for this monster. She was going to fight him. She had to stop him, even if it killed her. Twilight spread her wings and took flight.

Applejack yelled, "Twilight what are you doing?"

The only response she got from Twilight was, "I'm sorry. I'll miss you girls."

Peryite was relishing the blood of Discord when he noticed Cadence and Shining Armor. "Another Alicorn? I thought there were only three," he thought aloud. "I wonder who she is." His train of thought was interrupted by Twilight smashing through the barrier. Peryite quickly turned his head to see Twilight. "Well, well, well, if it isn't the element of magic herself come to grace me with her presence. I assume you aren't here to bow to me?"

"You won't get away with this."

"Hmm. All right, I will respond with a traditional response. 'Oh but I will, ha, ha,' (evil laughter). Any other cliché's you want to pitch at me? But in all seriousness, I assume you're here to kill me so COME AT ME, ALICORN. COME AND SHOW ME YOUR STRENGTH." Twilight didn't need a second invitation. She charged at him but he merely teleported away and once more restored the barrier. "Nowhere to run, nowhere to hide, Twilight," Peryite said slyly.

"I was never planning on running," Twilight said defiantly.

"Then you have a death wish," he replied.

"I want to save lives," Twilight said.

"And you think giving up yours will accomplish that goal?"

Twilight was done talking. She fired a beam of magic at him.

Peryite side stepped and commented, "A poor spell." She attempted again. This time he responded by deflecting it. "You should have seen that coming," he said slyly. Twilight then tried dive bombing him but she wasn't a very good flyer and crashed at his hooves. "Not very good with wings, are you," he smirked. "Look, if you want we can put magic away and duel with blades." He continued, "Now from what I know you have no skills with the sword and I have spent years honing my skills; still you might have a better chance this way. Maybe."

Twilight wasn't sure how to respond but she had seen his magical talents first hand. She knew she couldn't match him there. She rose to her hooves, made some distance between her and Peryite and said, "Alright, we'll try it that way."

"Interesting," Peryite replied. He severed the blade and threw the white half to Twilight. She picked it up with her magic. As she did, Peryite Bellowed, "ON GUARD!" He wasted no time preparing and charged straight at Twilight. She barely had enough time to raise her half of blade in defense. She was pushed back several feet before she was able to hold her ground. Peryite then raised up his front right Lamprey and from its mouth sprung a barb that looked like two arrow heads pieced together, one vertically, one horizontally. He then proceeded to stab Twilight on her left side. She wailed in pain but ignored it. He tried again but she was ready and leapt backwards. The attack fell short and Peryite fell forward due to the force he was exerting on Twilight. She saw the opportunity and jumped on it. Peryite was quick to recover and blocked the attack but now he was on the defense and Twilight was the aggressor. Peryite was able to block Twilight's attacks with almost complete ease but he was surprised at her ferocity and the precision in her strikes. "She has so much potential and such a pure heart. It would be a shame for it to all go to waste," he thought to himself.

They continued to clash until Peryite saw an opportunity. He turned his blade to the inside of the curve and blocked Twilight's strike. The two were now locked in a contest of pure strength. Peryite easily overpowered Twilight and sent her staggering to the right a few feet. He then proceeded to stab straight for Twilight's neck. Without thinking she raised her front right leg in defense. She intercepted the blade and wailed in pain as the sharp object sunk into her arm. Peryite raised his right hoof, then with all his strength slugged Twilight in her snout. She screamed and felt the warm trickle of blood run down her snout and onto her neck but she paid it no heed for she knew letting her guard down for even a moment around this pony would mean the end of her.

"Alright, I tire of this," Peryite said. "I'm ending this now." He leapt back several feet, then opened his wings and hovered. His horn began to glow and Twilight prepared to face a magic beam. But instead the magic left his horn and his hooves began to glow. He then slammed into the ground on all fours and sent a massive shockwave of magic out in all directions. Twilight was too stunned to react and was hit head on by the shockwave. She was sent flying back. When she hit the ground she wailed in agony. Her entire body felt like it was being electrocuted. She could feel the magic jolting through her. Peryite collected the other half of his blade and the two merged back into one. Twilight managed to get up but only to the point where she was kneeling. Peryite approached her and concentrated his magic to his front right hoof. Twilight sat there helpless as he swung his hoof into her releasing his magic and sending her flying once more. At this point Twilight couldn't find the strength to get up.

"Honestly," Peryite said, "you honestly thought you had even the slightest chance against me you worm!" He then pinned her to the ground with his front left hoof and held his blade up to her neck. "I COULD KILL YOU RIGHT NOW," he ranted. "JUST A LITTLE MORE PRESSURE, just a quick turn of the blade, AND THEN POP - THE SAD LITTLE FLAME that is your life, extinguished in the blink of an eye!

"YOU THINK YOUR LIFE HAS MEANING?" he continued. "How many ponies do you think have wielded the Elements of Harmony? Your role is easily replaced. Your FRIENDSHIP is not what makes you powerful. It's the Elements. If you were to die today you would be mourned. But then ponies would get over the loss. You would be remembered first as royalty, then as a legend, and then it would be as if you never existed!"

Twilight had never been so afraid in her life. When she began fighting him she thought only of the safety of her friends but now she feared for her life. "Please," Twilight pleaded in a childish voice full of fear, with bulbous eyes and tears running down her cheeks. "Please, I don't want to die. Please just let me live."

"I could end you," Peryite replied, "but I am not unkind and there is no purpose, and it would be a waste of life. So I spare you and when we meet again you might remember this act of kindness and comply with the Union. And I might even make a bolder claim that your continued existence might have unforeseen boons. Until then, though, you've been through a lot and you have earned some rest." He then pressed his hoof onto her neck. Twilight gasped for air. Peryite responded with, "Stop struggling," and with one final push knocked the last bit of air from her lungs, and she fell unconscious. Peryite smiled and whispered in her ear, "Sleep now." He lowered the barrier and called his troops. They formed ranks in front of him. All the guards had stopped fighting after 36 casualties.

Peryite began a speech. "Citizens of Equestria, heed these words. Soon, very soon, your lives will change. In our new Equestria all will be equal and united. Your lives will remain prosperous and you will be all which you can be. Those who oppose the Union of Global Equestrian Republics shall die. Heed these words. Heed these words! Come now my soldiers." The ponies clad in green huddled around him and they teleported away.

All of Canterlot was in panic. The guards were trying to calm them down and the main six rushed to Twilight's side. "Is… is she ok?" Fluttershy asked desperately.

"She's still breathing," Applejack replied.

"We need to get her medical attention," Shining Armor shouted, still short of breath from running a long distance.

"Captain Shining Armor," a guard shouted. "We need your help restoring order. We…"

He was cut off by Shining armor. "I DON'T CARE!" he shouted. "MY SISTER IS IN CRITICAL CONDITION and you expect me to be on duty?"

"Sir, Princess Celestia and Luna are dead."

"Well, right now I care about those who are still alive."

"Applejack, Spike said in a distressed voice, "What just happened?"

"S…, s…, Spike, I…" She couldn't find the words to respond.

"How does this happen?" he said, embracing the orange mare.

King Peryite and his troops arrived back in the UGER via Peryite's chrono spell. Ivan was there to greet him. "Welcome back, my liege. How was your visit to Canterlot?"

"Rather dull, Ivan. Rather dull," he repeated. "Did you secure the gatherer's lanterns he asked?"

"Yes, and while we are on that note…"

He was cut off. "I assume you are expecting me, your excellency."

"Ah yes, Professor Nicola," Peryite responded to the brown colt. The professor wore a lab coat and glasses and his cutie mark was an electrical coil. "Is your reanimation device ready?"

"Well, sir…" he paused. "Forgive me, your highness. My revitalizer machine does not reanimate. To reanimate would be like making a Frankenstein. This will completely restore them to a previous state and…"

He was cut off. "Prof. Nicola, I won't even pretend to understand how your device works. What I want to know is if it's ready."

"Yes sir,… well, no sir," I he stuttered.

"Well, is it a yes or a no," Peryite asked impatiently.

"Well, the device will work but I can't seem to get the kinks out of it. I think it will only work three times."

"That is all I need. Prepare it at once."

"Yes sir." The two parted ways and Peryite returned to his throne room.

King Peryite sat alone in his throne room, in complete isolation. In a great deal off stress, he searched around the room looking for a way to escape his misery. He drank some of his newly poured bloody cocktail until a voice told called to him, "HOW COULD YOU, YOU MONSTER?" He was greeted by a colt with pitch white fur, blue eyes, and a cutie mark resembling a red lily flower.

"Oh, it's you," Peryite said, quite annoyed. "Come here to chew my ear off, did you?"

"How could you do what you did? Princess Celestia is the closest thing to…"

He was cut off by Peryite. "You should know after all, all you are is a part of my shattered schizophrenic mind. You ARE me," he shouted.

"I DON'T WANT to be a part of you," the pony (now translucent) retaliated.

"WELL TOUGH LUCK. I don't want to be me either, so deal with it." He continued, "And without me you're nothing - just a memory to be forgotten. Nopony cares about us.

"THAT'S NOT TRUE," the pony shouted. "She remembers us. She…" He was cut off.

"DON'T YOU EVER SPEAK HER NAME. You are unworthy, you LITTLE BUCK. You think that she still cares or remembers us? Because she doesn't. You're too late, anyway. I've set in motion events that will change Equestria forever, so GET OUT." Peryite looked around the room for the pony but found nothing. He thought to himself, "It's been a long day. I should get some rest." He made his way to his bed chambers and lay down. He thought to himself once more, "I had better be right about this," and with that he fell into a deep sleep.