Equestrian Heroes

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Naruto x Rarity x Twilight x Fluttershy x Applejack x Pinkie Pie x Rainbow Dash x Ditzy x Luna x ? x ?

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For Normal Speech

Inner thoughts, Text read, Italics used to represent characters speaking in different language.

Demonic rage, Demonic characters, Kurama Speak

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Story Start

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"Rarity? Rarity!"

"H-huh?" Rarity began to stire as she sat up from the table littered with her work items. Having found herself with little to do until her boutique was open, Rarity continued her trade.

Even with the loss of her home Rarity was a determined and committed mare. She was also looking after Scootalo while Naruto was stuck in Canterlot.

This had been the fourth time this week she had fallen asleep in the midst of a task. The length of her sleep was shown thanks to the split hairs that littered her indigo mane and the tired look in her eyes supported by large bags.

"Are you alright, Rarity?" Scootalo asked, concern written in every frowned line on her face. With Naruto busy Rarity was the primary caretaker in Scootaloo's life leading to the two of them bonding.

"Do not fret Scootaloo I just did not give my usual level of beauty sleep. I shall be fine. Go into town, enjoy yourself. It is a nice fall day and you should not be kept inside fretting about me."

"… Alright…" Scootaloo decided after spending a long minute contemplating it. She wasn't sure she could say anything that would be helpful anyway.

As Scootaloo disappeared out of the door the smile from Rarity's face faded. She made way for the bathroom.

She had an unkempt mane to deal with and a white coat to brush amongst other titbits of personal hygiene to tend to. Her unpolished hooves echoed through the home and business as she strode past her lover's room, where Rarity's only pet, the spoilt fat cat Opal was curled up in a tight ball on one of the blond's pillows, snoring softly as it lazed the day away which it did everyday of its pampered life.

Of only life was as simple as for her as it was for Opal.

She had another one of those infernal dreams. With the Nightmare gone it was supposed to stop so why hadn't it?

It had gotten so bad that even her attempts at fashion all ended up eiher a mix of black and purple, or gold for the materials or studded with gemstones in a pattern reminiscent of Radiance's cutie mark.

Three sapphire colored diamonds were shaped into blue, four-pointed stars with several smaller, white stars surrounding them. A brief image of Radiance flashed through her mind.

Once she had realized what she was making, she screamed and tore the line apart, even breaking one of the dummies she used in the process.

Why?

Why was she still plagued? Why did she hear whispers urging her to do acts against her very nature?

Visions of a black coat and sparkling indigo and white mane.

A small burst of magic cut off the tap. She had let only hot water pour in without moderating it with cold. As a result the bathroom ended up rather misty.

She turned to the mirror so she could see and make a note of what needed to be done. Going to the cabinet she took out a small hoof-towel and wiped the mist away from the mirror using her hand to wipe away the perspiration.

As she wiped, her eyes grew large and growing larger still as she saw who was in the reflection.

The image of Radiance was looking right back her as clear as day.

'Did you really think you could get rid of me so easily Darling?'

Rarity screamed and fell back against the side of the tub, cowering in fear. 'No. Its impossible. She cannot be…'

A few moments passed in silence and Rarity plucked up the courage to stand again. Her eyes were shut tight as her head faced the mirror. Very slowly she opened them, revealing a distraught, shaking white unicorn with an indigo mane: herself.

Maybe in another life or another time Rarity would have ignored and refused the signs, but not anymore. The mare she had become and spent so much time becoming could not afford to make such a grave mistake when it came to the Nightmare Entity.

There was only one pony who could help her with her situation. Who would understand.

"Does this dress make my butt look too big or too small?"

When Celestia had called for him about a matter of grave importance he should have known she was up to something. Two hours. Two hours of her trying on dress after dress.

"You look fine." He wasn't even married to her. Hell he wasn't even dating her. How did he end up in this situation.

This latest one wasn't extravagant. It was fitting, but poofy in a manner of speaking. Her flowing mane done in the style of a ponytail. Celestia surely had an idea on what she was doing to him.

Crafty mare. Then she smiled that small smile of hers. "Am I so breathtaking you are left speechless?"

"Settle down Princess Ego. Keep it up and your head will soon match the size of your flanks." Instantly he was swatted by a pillow. "All joking aside could you really not find anyone else to take to this party?"

"Oh I could have had anypony accompany. A batting of my eyes and a shake of my hips and they would have been enthralled."

Looks like Celestia was in a playful mood. It was good, considering just how stressful the last few days had been.

"So that is your game? Showing off the most studdly stallion within thou nation to flaunt thou's wealth. Truly the work of a corrupt monarch."

When Rarity had went to Twilight about delivering the letter she had no expect Princess Luna to show up at the home hours later. Thankfully Scootaloo was fast asleep by that time.

Pleasantries were exchanged as Rarity invited Luna inside. Silence soon fell as Luna asked the all-important question.

"Has it been every night?"

"Without a single moment's of rest," Rarity replied sombrely, "at first it was only her voice, but this afternoon I saw her image in the reflective surface today…"

Luna was simply silent as Rarity continued to speak, "she urges me to commit acts of greed and cruelty. She haunts my sleep and even when I am awake I cannot get my mind off her."

Luna sighed sadly and sat down on her rump. "If not for my sins the Nightmare would have never touched you. The world would not be plagued by its disease. I shall explain it to you the best way I can.

Nightmare itself is gone. The Nightmare is no longer within you, but the residual effects of its mind and magic have merged with a part of you. Your rage, grief, hatred, and sadness. Your pride, vanity and greed. The Nightmare latched onto every negative trait and thought that makes you, you. In other words it merged with your darker half. Every dark impulse that has ever been restrained simply does not vanish. It will manifest over time into what most of us know as our dark halves," Luna continued to explain, not looking Rarity in the eye. "Even when the conscious entity leaves your body, the result of the Nightmare's bonding remains. Hidden away deep within your darkness but still there."

Rarity stared at Luna, her mouth agape in horror. "S-so… what are you saying? That I…I'm still Radiance in a way?"

"Yes and no…Radiance as you knew was the Nightmare taking your memories and powers and memories in combination of its own power and possessing your body. The Nightmare cannot physically create a physical form out of nothing as it itself is a force of nothingness along with a force of darkness. The Nightmare also cannot create negative feelings out of nothing. It can corrupt positive feelings but not create it. In other words it is a force that can only corrupt and not create.

The physical manifestation of Radiance was the manifestation of your dark half given physical form and those emotions you felt were always something you could have potentially experienced and felt if you walked another pathway in life. If there is anypony who understand withholding your dark half it is I."

Rarity's eyes widened further, "How do you deal with that?"

"I take it day by day. Giving in to your negative emotions while trying to fight your dark half only fuels your pain and its hold on you. You must remain stronger than the thoughts. You must not let it overwhelm you." The image of Tantabus had flashed across her mind. It was locked away now. Never to be used again. She could finally forgive herself and move on.

Rarity wanted to ask was there some way to get rid of them, but logically if that was the case than Luna would have gotten rid of hers. "Is there…anything else I should know?"

Luna nodded and her now pained expression spoke volumes of what she was about to reveal. Her horn began glowing its magical aura as Rarity was soon frozen in fear.

Luna's dark blue coat began to darken, her entire body becoming as black as a clear, starless, moonless sky. Her ethereal mane and tail changed, becoming more transparent. As this was occurring, her bones cracked and some joints popped as her body began to expand slightly. Even her wings began to expand.

The next thing to change was Luna's cutie mark, the black blot the crescent moon overlapped changed color, becoming dark purple. She raised her head and opened her eyes, making Rarity scream and fell off the chair she had been using.

Rarity shakily peered over the side of the bed, peering into the reptilian-like, turquoise eyes of Nightmare Moon. "P-Princess?"

As she began to speak, the voice that came out was that of Nightmare.

"You need not fear me Generosity. I am still me. I am still Luna."

"H-How? W-Why? Y-You've…"

"As I explained the Nightmare was not responsible for creating the form you see before you. This is the physical representation of my dark half given form by my magic and the Nightmare's influence. The Nightmare simply made it possible to physically manifested what was being mirrored by mind and magic. You are the third pony to have learned of this secret."

Rarity had a pretty good idea who the other two were.

"S-So…that means…" she couldn't keep the trembling out of her voice. Luna would only show her this for one reason.

When Celesta made a playful remark that Naruto could not be the most studdly of stallions as he lacked two distinct features that a good portion of the populous found attractive he knew what he had to do.

Using the transformation technique he manifested himself into the form of an Alicorn.

He had no idea of what he had unleashed.

Celestia's mouth promptly dropped open. He was her height now and his horn was just so long and smooth looking and his wings majestic. She had the urge to rub them.

'Oh my self, no.'

It would not have been so bad if his shirt didn't just happen to disappear. And he had the nerve to call her devious.

She swallowed the saliva that threatened to fall. How long had it been since she had seen a male of her kind? Far too long. The thought of those large wings holding her for cuddles.

'Have some dignity! Must not lose restraint!'

When he extended his wings something of hers also rose.

"And with that…I have proven my Stallionness." He looked to Celestia and noticed her face held a deep red blush. Her glazed look never left his body.

The sound of 'pomf' alerted him to what was going on. A grin slowly began to form on his face. "Princess Celestia show some decorum. You are royalty and royalty do not behave and such a matter." He was the last person to be talking considering how he was trying so hard not to laugh right now.

'Why that…' Celestia silently fumed. Mock her would he? Did he forget who she was? Time to turn the tables.

Her eyes become half lidded as she began to speak. "Naruto. I've always wondered if the rumors are true."

He quirked an eyebrow. "Rumors?"

"Of how well you can please a mare." She answered in wispy purr that sent shivers down his spine. He could feel his cheeks burn.

"W-Where is this coming from?"

"I only wish to know if the rumors about you being able to put out any fire is true."

Celestia slowly walked to him. Her shapely behind was swinging back and forth as she made purposeful strides towards him.

He was soon quivering under his touch. Her fingers trailed along his wings.

His eyes shot open. Holy hell is this what Rainbow was feeling whenever he preened her. No wondered she insistent on weekly preening sessions.

Her smell. By the holy gods her smell. "Naruto…I need you." Her tail began to brush against his. "The things I will do to you will show you why age is superior in the bedroom over beauty." She continued to purr in his ear, her purple eyes captivating as she wrapped her arms around his neck.

So badly. He wanted to so badly, but what stopped him was the twinkle in Celestia's eyes.

'You…you mastermind!'

He couldn't let her get away with this. He needed to…he needed to up the ante.

Wrapping his arms around her waist he pulled her close. Even if he wanted to it was impossible to hide his arousal his point. To Celestia's credit only for an eight of a second did her mask drop.

"Then you'll have me. After all my family would not be complete without you my little sun."

He waited for Celestia to raise the ante that never came and he himself was not sure what to do. "M-My you went rather far didn't you?" She tried to desperately play it off as a joking.

"H-Hey! Don't just blame it all on me." He broke apart, sharing her line of thoughts much to Celestia's relief. "I thought you were going to have your way with me."

Celestia turned and placed her right cheek in her palm. Did he really have to make it so appealing.

"So…dres…a-okay."

"Yes…of course…splendid."

Suddenly Naruto felt something. He could feel distress. Rarity.

Naruto bid his farewell to Celestia and promised to return when he could.

"For the love of Faust!" Cadance grumbled to herself as she was definitely not spying on her aunt and Naruto.

It technically wasn't spying when you could sense their emotions and thoughts from the other side of the castle.

Benefits of being the love princess.

But honestly things were starting to get ridiculous. The two have spent way too much time dancing around their feelings for each other and it was getting on her nerves.

It was time for her to take action.

While her Auntie forbade her from interfering or hinting her feelings to Naruto in about twenty different ways she had left a loop hole. It would not be breaking her promise if she helped Naruto realize potentials feelings he had and if they just happened to be towards Celestia herself then there would be nothing her aunt could say.

Shipper Cady was on the case.

If Luna was right this would reduce her dark's half influence. It would allow her to not only take control, but allow her to tap into her sealed reservoir of power much easier. Quite simply most unicorn's never went above the threshold of thirty percent of their magical potential unless their lives were directly threatened. Most sport or extreme users of magic used closer to fifty-five to sixty percent and those in the service could command and control closer to eighty-five percent of their potential magical reserve on command. Tapping into one's potential was an extreme difficult process and it took years to reach the higher thresholds.

Because of how closely potential and reserves were related sometimes ponies would get them mixed up. Potential being what that individual would be capable of and where they capped off at the max and reserves being their magical stamina.

The union with other Rarity had brought her up to being able to use seventy percent of her potential meaning her reserves had grown to match and they were now one fourth of that of Twilight herself without the latter tapping into potential which was still rather amazing as most Unicorns had to train most of their lives in hopes of getting to a tenth of what was considered the element of magic's potential.

Which meant if she learned how to master and control her dark half she would be able to manifest more if not all her magical potential.

Horn to Horn Luna guided Rarity as the process of the transformation underwent. As with Luna, Rarity underwent her transformation.

A rather cold and painful transformation. Her flanks stung as her cutie mark changed and her horn felt like it was on fire as it grew and twisted to take a new shape.

Her coat darkened and her eyes burned.

Soon where Rarity once stood was Radiance.

"How do you feel, Rarity?" Luna asked, looking at the changed mare with concern and worry.

Rarity paused for a moment before speaking but, like her body, her voice had been altered slightly as well, "I am alright Princess, except for the pain of the transformation itself. I feel…I feel the strong desire to…" Radiance's cheeks burned red.

"The baser instincts will take some time to control." Luna responded as she coughed into her hand. "The pain will diminish in time. How is your mind?"

"I…my head feels…clearer. How long will I have to stay like this?"

"That is up to you. How you learn to live with this part of yourself influences everything. Repressing it will bring you misery while control with grant you acceptance and relief. What you are now is not Nightmare, but the darkness in your heart brought to life, but whether the darkness is good or evil is up to you. After all I embody the light itself, including darkness itself and I like to think considering I could use the Elements at one time that should prove I am not evil by nature."

'No voices!' Rarity then went to the bathroom and checked the image. 'No talking reflections.'

She returned back to the living room.

"Anything?" Luna finally asked.

Rarity shook her head, as the tears began to fall. Luna smiled warmly and gently placed her wing over Rarity's black body.

All at once the weight of everything overwhelmed her and she broke down into tears. Luna proceeded to hug the mare and let her cry out the tears.

"I am here for you always Rarity!" Luna shedding her own tears as well. She had sompeony to talk to. Somepony who finally understood and she would be there to guide her every step of the way of this painful process.

The door to Naruto's door open and one by one they piled in. For a moment Rarity's heart gripped with terror. What would the other's think of her? Would they fear what they were seeing?

That was when she felt it. Warmth. Understanding. Love.

She let out a gentle gasp. She could feel it. Their feelings. Their love. The connection between them had grown even stronger. The power of the Elements was evolving. Even Ditzy had been pulled by a sense of something.

Without words they went over and all hugged Rarity. No words didn't need to be exchanged. They could feel it. They could understand it through their bond.

Everything was going to be okay.

The condemned had all gathered in a small shack in Ghastly Gorge. One of the properties exclusive to Midnight herself.

"Well that fucking sucked! Organization is dead and we're without money or soldiers. Been fun, but I got flanks to plow." Vanity said as she got up from her chair.

The rest of them were all gathered in the room waiting for Midnight to finish what she was doing.

"Come now Vannnny! You can't mean to leave our happy family already!" Tricky said as he handed her a poison flower only for Vanity to vaporize it with her magic.

She knew of Tricky's nature and how easily he would kill friend or foe on a mere whim. He was an outright mental sort. He was probably the one stallion she could tolerate. Well almost.

Rockhead was a stupid brute easily led around. The fact he didn't talk made him tolerable to her.

"Dearest Vanity is correct! It'll take more than a hand full of ponies to cause chaos! If Midnight cannot deliver I will be on my way." Perfect had only joined because of the rampant chaos that was promised. It was already upsetting enough to him that he missed Discord's rampage, hoping he could convince the mad god to compete in a game of who could wipe out the most lives, but now the fun the enthusiasts could provide was no longer an option.

Quite frankly he was bored. And a little horny. Maybe he should find a whore or two to pray on.

Finally Midnight teleported in front of them, but not as they knew her. Her coat had darkened and she was leaner and taller.

Vanity began purring. "I am loving the new look sweet cheeks."

Adrenaline shook his head in disgust. He couldn't believe he was stuck with this freaks. "Midnight, l-look its over. The Nightmare is done and quite frankly the bearers are too strong. The princesses are too strong. We have nothing. I think its time we go our sepa…" He was cut off as he was blasted off his seat into the thin walls of the shack.

"Ooh," Vanity swooned. "Seeing you toss him around like that just gets me wet." She lavishly grinned.

"Equestria's power comes from its leaders. Its super powers. To topple the empire we must topple their leadership."

"And how are we supposed to do that? " Perfect wondered as five black spheres erupted from Midnight's hand and slammed into the condemned. They all let out pained screams, Perfect letting out an exhale of acceptance as their armors began to manifest, but something was different.

Avarice

Selfishness

Despair

Cruelty

Apathy.

The five surged to life with newfound power. Their hearts giving over to darkness.

"First we rescue Treachery, then I shall convince Cold Brew to modify us and finally we do what both Nightmare Moon and Radiance failed to…" Midnight opened her eyes to reveal reptilian like slits. "Kill the Elements of Harmony and the Princesses." What stood before them was more than just Midnight or Nightmare. It was a being that craved death of all light and hope.

The embodiment of terror in both dreams and waking worlds.

Nightfall the Element of Discord.

If this isn't one of my best chapters to date then I don't know what to say.

I can say Sparity/Nightmare Rarity fics I'd give me the idea of letting her keep the Nightmare Form. The episode proper Luna Eclisped gives credence to the idea of Luna being able to take the form of Nightmare Moon.

We also got that important the elements share deepening bond moment. I can't remember the fic, but the idea of them having some sort of telepathy is just way too good not to include.

And we finally get to Part 3, the last of the Nightmare based stuff which will be tying up this season. And believe it or not, I have had this sent planned out for like eighty chapters. Even up to how the final fight with Midnight is supposed to play out I got it all planned in my head and have been building up to it.

Also, LOL, trolled you guys with more Narlestia. Nah, not yet, but be patient.

So we still got another 31 chapters to go until the big season 2 finale. So when that eventually comes around be ready for season 3 spoilers and tons of trivia regarding this story, its history, what was added, and what was taken out.