In the song in this chapter I had to change some lyrics so they'd match the story.

Chapter 12: Castle Discord

Rarity, Fluttershy, Rainbow Dash, Pinkie Pie and Applejack all galloped into the library with Jeff leading the way.

"Guys…..I got….the others…..like you asked." Jeff said trying to catch his breath.

I walked up to him. "Thanks Jeff, go take a lie down buddy."

He stuck one of his feathers up to make a thumbs up and walked towards the stairs.

Applejack then came up to me. "Jeff told us the news. Is it true? Is he really back?"

I nodded. "Yeah, Me and Twilight already have a plan set up in the other room, follow me!" I then walked over to the next room with the others following me.

We walked into the next room to see Twilight pacing back and forth, she then noticed us come in. "Good, you're all here. Let's get started."

Everypony then sat on the floor facing the wall and I walked over to the wall and pulled down a diagram of the castle.

I turned to face everypony and pointed at the diagram. "Ok, we all know that Discord has returned and has taken over Canterlot castle. He claims that he's holding Princess Celestia captive and that the only way to help her is if we play some kind of game he's holding at the castle."

Everypony nodded to say they understood.

I nodded back. "Ok, here's what we're gonna do. We're gonna take the train to Canterlot, get inside the castle, open the castle vault, get the Elements of Harmony, make our way to the throne room; Discord would most likely be there, hopefully the Princess is with him and use the Elements to defeat Discord and save the Princess. Are ya with me?"

"YEAH." They all yelled.

"Then let's do this thing." I said before we all galloped out of the room.

"Spike, Jeff, Peewee, you stay here ok!" I said face them.

"Should we come with you?" Jeff asked.

I put a hoof up. "No, he only wants us. If he sees you he'll properly do who knows what to you."

Spike, Jeff and Peewee gulped hard.

Me, Twilight and the others then galloped out the library and headed towards the train station.

Meanwhile: Far away dark mountains

One of the silhouetted alicorns was alone in what apparently was a throne room with four thrones; each throne was next to each other. He was sitting on the throne with the alicorn skull on the top.

Suddenly, a bolt of black flames burst out the ground and when the flames cleared, one of the other alicorns stood in its place.

The alicorn kneeled. "Brother, I have grave news." A male voice said.

The other alicorn looked down from his throne. "What is it brother." A dark male voice said.

"It's Discord; he's taken Canterlot castle and hold Celestia captive. Her student and her friends are on their way to Canterlot and that green Pegasus is with them." The male voice said.

The alicorn on the throne glared down at the other. "That fool, he was supposed to lead them AWAY from Canterlot; not make them go there, he'll ruin everything." The dark male voice said in an angry tone.

The second alicorn got up from kneeling and looked up at the other. "I will go and put an end to this outrageous act."

"Be sure that you do." The dark voice said darkly.

Black flames then formed around the other alicorn and when the flames cleared, the alicorn was gone. Leaving the other alicorn alone on his throne.

Canterlot: Train station

The train had finally reached the Canterlot train station and we all galloped off the train.

"Come on, we have to get to the castle before Discord can do any more damage." I said before galloping ahead with the others following me.

We galloped through Canterlot until we reached the castle grounds; we then slowed our speed and looked around the castle.

Nothing had changed on the outside, except there were no guards standing at the door or anywhere outside the castle.

Twilight walked up beside me. "This isn't right. The guards are never gone."

"Then where do you think they are?" I asked not looking away from the castle.

"I don't know, I just hope the Princess is alright." Twilight said in a worried tone.

I turned my head to see the worried look on her face. I placed my hoof on her shoulder, she looked at me and I gave her a warm smile. "Don't worry Twilight! We'll save her, I promise."

She then gave me a warm smile back.

"How sentimental, you two really do make a cute couple." Discord's voice echoed in the air, startling Me and Twilight. The others came up to us and we were looking around for Discord.

Suddenly, a light flashed in front of the main doors and Discord was standing there.

"Twilight Sparkle and friends…..we meet again." Discord said while pressing his fingers together.

Rainbow Dash leaned closer to Applejack. "Aww man, it really is him." She whispered to Applejack.

Twilight stepped forward. "What have you done with the Princess?" she demanded.

Discord stuck his hand out and looked at the back of it. "Oh she's safe…..for now. All you have to do is play my game and she's yours."

Twilight growled and I stepped forward. "What is this game anyway Discord?"

In a flash of light, Discord appeared beside me with his elbow lying on my back. "You'll like it, it's an easy one. All you have to do is make your way through the castle until you reach the throne room, if you can make it to the throne room the Princess is yours, if not…well, I win."

With that, he snapped his fingers and he disappeared in a bright flash.

I turned to face everypony. "Well…..I guess we're going in."

Everypony nodded and we walked towards the main doors. When we opened them, we were shocked to see that the hallway inside had grown longer than it used to be. It's getting weird already.

As we walked further and further down the hallway, we noticed that I the room kept getting smaller as we got further until we were reduced to crawling until we finally reached the now small double doors.

I pushed open the doors and crawled out through them with everypony following me.

I looked around the room to see that we were in the room with the big stairs. We then walked up the stairs and turned left to the doors that lead to the room that the Elements were kept in.

We then walked through the doors and we saw the vault at the end of the room. As we walked towards the vault, Twilight stuck her hoof out in front of me to stop me from walking.

"Twilight what's-" I couldn't finish my sentence as she pointed to the ground, I looked down to see seven rows of tiles on the floor in front of us, each tile had a letter on it.

"What's this supposed to be?" I asked.

"This is your first test in the game, the object is to solve the riddle and jump on the letters that spell the word and you can only jump on one tile in each row in order to get across. But be warned, if you guess incorrectly…well, you'll find out. Now; here's the riddle. In my life that I must bare, my bloodline I must share, what am I?" Discord's voice echoed in the room.

"What the hay's that supposed to mean?" Rainbow Dash asked in an annoyed tone.

We all stood in silence as we thought hard about the riddle, until finally I got it.

I walked up to the tiles "The riddle says that in his life he has to share his bloodline and you share your bloodline with a relative so the answer is sibling." I said.

I then stepped on the tile with the letter S on it and nothing happened. I continued jumping from tile to tile, spelling the word until I jumped on the last tile on the last row and with a flash of light, the tiles disappeared and everypony was able to come over to me.

"Smashing work Matthew, but why would Discord choose a word such as sibling as an answer?" Rarity asked.

I shrugged. "I don't know, he's properly trying to confuse us."

She nodded slightly and we continued to walk towards the vault. When we reached it, I looked at the small hole in the middle of the vault doors.

"So, how do we open this thing?" I asked looking back at the others. Twilight then walked up to the vault doors and stuck her horn in the small hole.

She pulled her horn out and the vault doors began to open. I had to cover my eyes with my hoof to block out the bright light coming from the vault.

The light finally cleared and I was able to put my hoof back down and open my eyes to see the vault wide open and the box inside it.

I walked up beside Twilight. "I thought only the Princess could open the vault." I said raising an eye brow.

She turned her head to face me. "Yeah, but she entrusted me with the spell in case of emergencies."

Twilight's horn then glowed and the box levitated towards us. She placed the box on the floor and we all gathered around it.

Twilight's horn glowed again and the lid of the box lifted, revealing the Elements of Harmony.

My eyes widened in awe at the sight of the most powerful magic in Equestria. "Wow…..the Elements of Harmony….I can't believe I'm actually looking at them." I thought.

Twilight's horn glowed again and the Elements rose out the box and Twilight placed the tiara on her head while she placed the necklaces on the others.

Soon they all were wearing their Elements and we then headed back out the room.

When we walked back into the room with the stairs, we were shocked to see that the room had disappeared and all we could see was stars in a dark environment. It was as if we were standing in mid-space.

We saw another door floating a short distance away from us and we slowly made our way over to it. Afraid that we might make a wrong step and fall to nowhere.

As we walked, Twilight leaned her head closer to me. "This is weird; Discord didn't do anything like this last time."

I turned my head to face her. "He didn't have a castle to mess with last time."

We reached the door and I pushed in open. To our relief, the next room was a hallway back in the castle but there were doors everywhere, even on the ceiling.

All our jaws dropped at the sight, but we then walked further down the hall way and stopped in the middle.

"Now what?" Fluttershy asked.

"It's simple my dear, each door leads somewhere but only one door leads to the next room. Your job is to find the right door and you'll be one step closer to finding the Princess." Discord's voice echoed in the air.

I then turned to face everypony. "Ok, here's the plan. Twilight, you, Applejack, Rarity and Pinkie Pie search the doors down here and Me, Rainbow Dash and Fluttershy will search the doors on the ceiling. Which is very confusing but then again with Discord, what isn't?"

They all nodded and we all split up to start searching the doors.

Rarity opened one of the doors to see a brick wall. Pinkie Pie opened a different door to see a wall of water and a fish swim bye and Rainbow Dash opened a different door and was shocked to see a railroad track and a train coming right towards her, she screamed as she slammed the door shut.

She then looked at me. "This is gonna be harder than we thought." I nodded in agreement.

A few minutes later, we had already checked 27 doors and we still hadn't found the right one.

"This is getting ridicules, we're never gonna find that stupid door." I said as I was about to open another door.

I opened it and to my surprise, it was the door to the next room and I saw the next door at the end of it.

"Hey, I found it." I said before I walked through the door.

But before anypony else could follow me through, the door slammed shut behind me.

I spun around and started banging on the door with my hooves. "Hey, open up! Discord, open this door!" I yelled.

On the other side of the door, Twilight was banging on the door with her hooves trying to open it. Suddenly, the door began to move. The girls looked around to room to see that all the doors were moving.

Suddenly, the doors quickened their speed until they were shuffling around the room. The doors finally came to a stop but they were moving fast that Twilight and the others lost sight of the right door and now they'd have to find it again.

On the other side of the door, I was still banging on it until I heard a flash behind me. I turned around to see Discord lying on his back in the air.

"Oh Matthew, has anypony ever told you to hold doors open for ladies?" Discord said looking down at me.

I walked towards him and stooped a few inches away from him. "Open the door Discord." I demanded.

Discord lowered himself to the floor and stood in front of me. "Hey, what's the rush?"

I pointed a hoof at him. "You know pretty damn well what the rush is."

Discord crossed his arms. "Oh yes, you want to save Celestia. (Sigh) why can't you ponies ever see things my way?"

"Forgive us for not being ones for chaos Discord." I said with a glare in my eyes.

With a flash of light, Discord appeared beside me again. "And that's the problem, just think of how much fun we could have if I was in charge and everypony accepted things my way."

I glared at him again. "And what's your idea of fun? Taking away our wings and horns and plunging Equestria in eternal chaos?"

Discord placed his lion hand on his chest. "And do things the easy way?...Matthew my boy I'm so disappointed in you, where's the fun in that?"

With a flash of light, Discord disappeared from my side and reappeared a few feet away from me. He snapped his fingers and an electric guitar appeared in his hands and he started playing it. After playing a few notes, a microphone on a stand appeared; he pulled it to his mouth and started to sing.

Discord: "You can be a goody two-shoes 'till the end of your days

You can listen to them say crime never pays

You can follow every law and be the big black bat

But why would you want to? Huh!

Where's the fun in that?

Where's the fun in thaaaaaaat?

So, smile, darn you, smile

Everypony loves to grin

Follow my lead, recite my creed

And smile, darn you, smile

Don't listen to the dullets say that life is a bore

Those fuddy-duddies spoil my fun!

That's why I strive to eradicate gloom

It's from that itch, I made the switch

And chose my nom de plume

Discord!

There's the fun in that, HaHaHaHaHa

There's the fun in thaaaaaaat

So, smile, darn you, smile

Everypony ought to laugh

And so with glee, I do decree

Just smile, darn you, smile."

With a flash of light, Discord disappeared and reappeared beside my with his arm wrapped around me.

Discord: "So, when living gets a little rough

And you find it hard to cope

I'm the gent with just the stuff

To fill you full of hope."

Discord then flew a few feet in front of me again.

Discord: "Just smile, darn you, smile

Everypony needs a clown

Now with one stroke, the final joke

Just smile, darn you

Smile, darn you, smile

Everypony loves to grin

Follow my lead, recite my creed

And smiiiiiile, HA!

Darn you, smiiiiiiiiiiiiile."

Discord then threw himself back laughing "HAHAHAHA, oh I love it." He whipped a tear from his eye.

I stomped my hoof down. "Enough stalling Discord. Open the door, let my friends in and tell me how to get to the Princess, NOW."

Discord gave me a slight glare. "(Huff), no wonder Twilight likes you, you're so boring. But maybe I can fix that."

Suddenly, Discord was close up to my face and his eyes started to show multiple colours.

I quickly looked away with my hoof over my eyes. "Oh no Discord, I know what you're trying to do and I'm not going down that easy."

Discord's eyes returned to normal. "You're not as dumb as you look, you know that?"

Discord's eyes then shot open with a look of fear on his face. I looked up to him "What?" I asked.

I then noticed that he wasn't looking at me but something behind me, I turned around slowly to see a silhouetted alicorn. I couldn't see who it was as I was too busy looking into the pair of glowing red eyes looking down at me.

As its eyes glow brighter, I started to go lightheaded and I closed my eyes until my mind went completely black.

When I opened my eye, they were glowing just as red.

The alicorn looked towards Discord. "This isn't what we wanted you to do Discord. We needed you to lead them away from here, not lead them here." a male voice said

Discord raised his talon hand. "Don't worry, I have everything under control. Soon, I'll be on Celestia's throne and you will have your revenge Celesta."

The alicorn glared at him. "You had better be right Discord, because if you come even close to defeated and I have to help you get away, my brother will not be pleased."

Discord nodded slightly and the alicorn looked down at me.

"Destroy the Elements of Harmony." He said.

I didn't know why, but at that moment I had the desire to do it. "Y….yes my master."

Black flames then formed around the alicorn and when the flames cleared, the alicorn was gone and I walked back to the door.

On the other side of the door, Twilight and the others were still opening different doors until I kicked the door open and everypony spun around to face me.

Twilight had a look of relief on her face when she saw me. "Matt, thank Celestia you're alright, I was so wor-" Twilight stopped her sentence when she saw my eyes.

"Matt, what's wrong with your eyes? Their red." Twilight said in a concerned tone.

"Must destroy the Elements of Harmony." I said darkly.

Twilight and the others gasped loudly at what I said.

I then charged towards the girls with intention to rip the Elements off each of them and destroy them. When I got close to them, I pounced towards them but as I was about to reach them they all split up.

I glared up to see Rainbow Dash and I flew up to her. When I reached her, I grabbed her and tried to pry the necklace off of her.

"Get off me." She yelled before she rose me up and slammed me against the ceiling, I then fell to the floor.

I got up off the floor and I saw Applejack ahead of me. I growled and galloped towards her; she then turned around and was prepared to buck. "Sorry 'bout this sugar cube."

When I got close, she bucked her legs out but I caught them. I then spun her around by her legs and threw her on the ground.

She looked up at me in fight as I approached her. But as I was about to reach her, I was tackled by somepony and fell to the ground.

I looked up to see Rarity glaring at me. "Matthew stop this, this isn't you."

I glared back. "This is my task and I will complete it." I then got up at shot at Rarity; I grabbed her and threw her across the room where she crashed to the floor next to Twilight and Pinkie Pie.

Twilight helped her up and they all watched me casing Fluttershy.

"What's wrong with him? Why is he doing this?" Rarity asked in a concerned tone.

"Yeah, his eyes are as red as ketchup or maybe an apple or maybe-" Pinkie Pie was cut off by Rarity putting her hoof over her mouth.

Twilight looked at them. "He must be under mind control. That manticore that attacked us had glowing red eyes just like Matts."

"Well how do we snap him out of it?" Rarity asked

"I've got an idea, it may not work but it's worth a try." Twilight said before she charged towards me.

I was just about to catch Fluttershy until Twilight tackled me and we both fell to the ground. As we did, Twilight's tiara fell off her head and slid across the room.

Me and Twilight both eyed the tiara and I got up and tried to gallop towards it but Twilight grabbed my back leg, which tripped me up.

As I was getting back up, Twilight galloped towards the tiara and managed to get to it before I could.

As she was putting it back on, I tackled her to the ground and pined her down by the hooves with her back on the ground so she was facing me.

I chuckled evilly. "You'll never defeat my master, soon we will rule all of Equestria and there's nothing you can do about it."

Twilight tried to get out of my grip but she couldn't, she then stopped struggling and looked up at me. "There is one thing I can do."

I raised an eye brow. "And what would that be?"

She then shot her head up and pushed her lips against mine, my eyes widened in surprise at the sudden act but I then closed them and started kissing back.

Suddenly, the darkness in my mind cleared away and my thoughts returned to me. After we broke the kiss, I opened my eyes and they were back to their blue selves again. I looked down to see Twilight looking up at me smiling. "T…Twilight?" I said weakly.

Twilight's smile grew. "Matt, you're back."

I then got up off Twilight and help her back up. "Twilight…I...I'm sorry, I saw you I saw you all, I wanted to stop but…..I couldn't…I'm so sorry."

I lowered my head and I felt a hoof on my shoulder, I looked up to see Twilight smiling sweetly at me, I smiled back and we shared a warm hug.

Everypony then came up to us. "Matt, what happened to ya?" Applejack asked.

I turned to her. "I don't know, I was in the next room with Discord and…..I saw a pair of glowing red eyes and…..I don't remember."

Rarity raised an eye brow. "Glowing red eyes? Discord doesn't have red eyes."

I shook my head. "It wasn't Discord, it was….something else."

"Like what?" Fluttershy asked.

I put a hoof up. "There'll be time to think about it later, right now we have to get to the throne room." With that everypony nodded and we headed to the door.

Lucky for us, the door I came out from was still open and we went through it, we then walked across the other room until we came to the door.

I pushed it open to see the hallway with all the portraits and vases. And at the end of the hallway was the door to the throne room.

We walked through the hallway until we came to the door. I turned around to face the others. "Ok, this is it, Discord and the Princess should be right behind this door, you all ready?"

They all nodded, "Right then." I said as I turned to the door and pushed it open.

We walked through the door to see Discord on the throne, he snapped his fingers and the door behind us disappeared.

We all stopped in the middle of the room and glared at Discord. "Congratulations, you made it." Discord said with a grin.

I stepped forward. "Where's Princess Celestia." I demanded.

Discord pointed upward and we all looked up and our eyes went wide as we saw Princess Celestia trapped in some kind of yellow orb made of magic floating in the air.

Twilight glared at Discord. "Let her go." She demanded.

Discord laid his head on his hand. "Oh must we rush things? You just got here."

I glared harder at him. "Game's over Discord, you lose….again."

I stepped to the side to let Twilight and the others get a good shot. "Girls, I think you know what to do."

Twilight and the others then stepped forward and they began to rise in the air and started to glow.

As they did, a bolt of black flames burst out in front of them and when the flames cleared the silhouetted alicorn stood in its place.

I tried to see who it was but the light coming off the Element was too bright for me to see.

The alicorns horn the glowed and then storm clouds formed on the ceiling, lights formed in the clouds until they shot a bolt of lightning towards the girls and hit them.

The girls were sent fly across the room and were smacked against the wall, I the galloped up to Twilight to see if she was alright.

While I was with Twilight, the alicorn turned to Discord. "You've failed Discord, I suggest you leave…now." He said darkly.

Discord gulped hard. "Well…..this was getting boring anyway." He then chuckled sheepishly.

The alicorn gave Discord one last glare before black flames formed around him and when the flames cleared, the alicorn was gone.

As I helped Twilight back up, we looked at Discord to see him snap his fingers and with a flash of light, he disappear.

Another flash came from behind us; we turned around to see the door was back. "There, you win. The rest of the castle is back to normal. But don't celebrate too much, I'll be back." Discord's voice echoed in the air.

Suddenly, the orb that Celestia was in disappeared and she fell to the ground.

We all galloped up to her and help her up. "Don't worry, I'm fine." She said in her calm voice.

I looked up to her. "Princess, I'm sorry we didn't get here sooner."

She looked down at me with a smile. "Don't be, you came and faced every obstacle that Discord threw at you. And I must say Matthew, you century have proven yourself to be most helpful to your friends and me."

"Thank you Princess, but Discord got away and I think there may be something else happening that we don't know about." I said in a slightly worried way.

Twilight looked at me with a confused look on her face. "Like what."

"Like that alicorn who just blasted you and the others away, how is it possible that his magic was stronger than the Element?" I said before looking up at Celestia.

"I don't know, but I fear that this has gone far beyond Discord, I fear that darker forces are at work here and soon they will reveal themselves." She said in a determined voice.

We all looked at each other with worried looks on our faces.

Meanwhile: Far away dark mountains

Discord crashed into a wall and fell the ground coughing; one of the silhouetted alicorns slowly approached him and lifted him up with its magic.

"Discord you useless fool, you nearly ruined everything. If Celestia or any of those ponies saw my brother, they'd would grow suspicious and double to security around the castle." A dark male voice said angrily.

He then let Discord go and he fell to the ground. "Don't worry, next time I'll keep them in Ponyville and let you do your stuff." Discord said sheepishly.

The alicorn gave Discord a hard glare. "Pray you don't fail me again Discord, now get out of my sight." The alicorn said.

With that, Discord snapped his fingers and he disappeared in a flash of light.

The alicorn then walked over to the large green pool and was watching us with Celestia in the throne room.

"They have proven to be more irritable then I thought, but soon I will have all their heads mounted on my wall." The alicorn said evilly.

I hope you enjoyed this chapter.

The song used in the chapter is called Where's the fun in that? from the animated TV series Batman the brave and the bold, I do not own anything.

If you want to listen to the song and still enjoy MLP clips, a fan made a video on YouTube with Discord clips and this song playing in the back ground, the video is called Discord – where' the fun in that?. Go check it out. I do not own anything.

Goodnight everypony.