"DIE!!!!!!!!!!!!!!!" Gemini shouted, charging at Midnight.

A large stream of black and blue lightning shot from Gemini's horn, striking Midnight pushing her back against the wall. Continuing her assault, Gemini unleashed more and more blasts of lightning and even various pony-skull shaped magical blasts.

"Are you done?" Midnight asked, appearing behind Gemini.

Gemini quickly turned but felt Midnight place her hoof on Gemini's chest. Instinctively, Gemini jumped back.

"I thought I tole you a long, long time ago." Midnight remarked, walking towards Gemini, who was still blasting at her with magic. "Your Lunar Magic doesn't affect me."

Midnight, who was close enough, pushed Gemini out the door she backed into; and no surprise, Rune was just behind that door.

"What the?!" Rune shouted, having Gemini be knocked into him and both ponies rolled down the stairs.

After a lovely crash, Rune realized that Gemini was now sitting on his torso.

"Oh hey Gemini." Rune nonchalantly said. "Fancy seeing you here."

"Rune?!" Gemini replied, getting up, then grabbing Rune shaking him back and forth. "Why did you leave me in the forest?! We were supposed to fight Midnight together!"

"Yeah but something came up." Rune responded.

"What do you mean?" Gemini asked.

"Well it turns out Midnight is my daughter." Rune calmly said.

"WHAT!?" Gemini shouted, but before she could ask anything else, Rune knocked her down before a blast of dark blue lighting struck the ground besides them.

"I'll explain later. But first we stop Midnight." Rune ordered, charging at Midnight.

"How many time must I tell you ponies?" Midnight remarked, showing no sign of being affected by both Rune's and Gemini's magic showed to have no effect. "Lunar Magic can't touch me." Midnight dodged Gemini's more physical attacks. Realizing that her magic was useless, she turned to hoof to hoof combat but Gemini was merely tossed about like a doll.

Suddenly Rune came up from behind Midnight, wrapping his hooves across her waist. "Then how about this!" Rune shouted, lifting Midnight up and smacking her head against the ground behind them. Basically, Rune just preformed a suplex.

"You shouldn't have done that." Midnight said, dragging herself up. "I'll have to put you in time out!" Before a reaction could be made by anypony, Midnight blasted her magic at Rune, sending him flying across the room and out one of the nearby doors. "Now that he's gone." Midnight said turning to Gemini, who was still blasting her with magic but to no avail. "It's your turn."

Midnight aimed her horn and shot a large column stream of blue and white colored lightning. Midnight then turned her back, assuming she finished Gemini, but then a sudden chill went down her spine. A large grin broke across her face.

"SHE'S HERE!!!" Midnight said aloud, turning towards where Gemini was.

When the smoke cleared, standing tall in front of Gemini was the dominating figure of Princess Luna.

"Princess Luna?!" Gemini said aloud.

"So you are the one causing trouble." Luna loudly said to Midnight. "You shall fall!"

Midnight couldn't get the grin off her face, today was going too well.

...................................................................................................................................................................

Rarity continued her onslaught against Trixie but her magic was failing her. Not because she had no skill in magic, she nearly destroyed the library like ten or twenty minutes ago; it was because Trixie's bear-like magical aura was literally absorbing all the magic attacks and growing larger.

"This is ridiculous!" Rarity shouted, jumping out of the way of the large swinging paws. "No matter how much I blast it, it just gets bigger!"

Then Rarity noticed something odd about the "monster" Trixie. Aside from her earlier shout, Trixie hasn't said anything else. That and despite the claws swinging and trying to crush her, Rarity saw that Trixie hasn't moved a single spot. Could she even move?

"How about this." Rarity blasted some magic at Trixie.

The paws quickly blocked the attack but Trixie but Trixie showed no reaction or even a flinch.

"I see." Rarity said to herself.

Gathering the magic in her horn, Rarity ran towards Trixie, dodging the large claws. Only inches away from Trixie, the paws stopped as they were.

"You can't attack me, if I'm this close." Rarity laughed.

With a turn of her body, and a swing of the hoof, Rarity bucked Trixie through the open doorway across the room and slammed into a bookshelf. The claws and aura evaporated away.

"So you only asleep this whole time?" Rarity remarked. "Too bad you couldn't...couldn't....." Rarity suddenly fell to the floor asleep.

................................................................................................................................................................

"Get me out of here!" Rune shouted in vain, blasting magic at the nearby walls to no avail.

After being sent away, or better yet blasted away by Midnight, Rune was unable to leave the room he was in. It was spacious and somehow not as destroyed as the rest of the Old Castle. There something odd about the room, all magic just literally bounced off the walls, Rune couldn't escape. even the hold in the wall made when he was blasted in somehow fixed itself.

"What the buck is wrong with this room?" Rune asked aloud, then a shot ran up his spine and his horn shot a few blue sparks. "Luna's here?!"

Then a second shot ran up his spine, this was his instinct to dodge! A pinkish red stream cut across the room and narrowly misses Rune.

"I'm so sorry about that." A voice said walking in the shadows in the back.

Rune looked up to see the disappointed Dusk Shine walking out of the shadows.

"I missed." Dusk remarked, critiquing himself. "I guess I'm not used to using my magic against ponies. Oh well."

"Dusk!?" Rune remarked, but saw that Dusk gave him the same look Applejack, Pinkie and Fluttershy gave him. "So you've fallen too?"

"Fallen?" Dusk replied. "I'd call it liberated."

He blasted another beam of magic at Rune. Rune dodged again, but this time Dusk arched his head slightly. The beam in turn arched and curved around, coming at Rune from behind. He was able to dodge again but at the cost of getting an early mane trim.

"Well that was close." Rune remarked, looking at the cut off hairs on the ground. "Rune! I know what Midnight did to you. Fight it!"

"Why should I fight it?" Dusk asked. "Midnight showed me a better way to live. After the brief time I spend with her, I have see a new light."

"Oh don't tell me you bucked her." Rune didn't want to assume but couldn't help it.

"What? Oh no no no." Dusk replied waving his hoof. "We never had sex, she told me of all the things I could have and it made sense."

"What the buck did she say?" Rune responded. 'What could Midnight of given or offered Dusk?'

"She said I could finally have what I desire." Dusk replied blasting more magic.

Rune chose to block the attack, erecting a marge curved magical barrier that reflected the beam and blasted it to the side wall.

"What is it you want?!" Rune shouted.

"I want your talent!" Dusk shouted back, blasting again and again. "Ever since we were colts you had the better talent for magic, you could read any book and remember it to its last detail! You had a better chance to get into Celestia's School for the Gifted! But you are lazy, you screw around and waste your talents on stupid jokes and pranks!"

The intensity and anger coming from Dusk's attack was slowly cracking Rune's barrier.

"YOU DON'T DESERVE TO HAVE TALENT!" Dusk shouted, his anger fueled blast of magic shattered Rune's barrier, sending Rune scrapping across the floor.

"I see." Rune replied getting to his feet. His coat and muzzle was covered in various scraps and some small cuts.

"You think you have it rough?!" Rune started to slowly walk towards Dusk. "You have just as much talent in magic as I do! Maybe even more! You also have always been popular with the mares, you're an anti-social recluse who was never interested in mare to the point where I thought you were into stallions. But every time you ignored the mares, they just wanted you more. Don't you think I might of wanted that, to have somepony that wants me, even if it's just a date. Of course you wouldn't! You just ignore and hesitate to take advantage of the mares that want you."

Rune's horn lit up with an intense flare of bright orange. "YOU DON'T DESERVE TO BE LOVED!"

Dusk's horn lit up in its bright pinkish red. Both stallions blasted their magic at each other the beams met and it became a stand off. Neither stallion was willing to let the other win.

'It's funny.' Rune thought to himself. 'We've been friends since colthood......'

'.....But did we always secretly hate each other?' Dusk thought. 'But...'

'..But...' Rune thought.

'HE HAS WHAT I'VE ALWAYS WANTED!!!!!!!!!!!' Both stallions screamed in their minds.

The blasts of magic subtly arched, causing them to scrap against each other and exploding. The recoil of the spell caused a shock-wave to strike both Dusk and Rune, knocking them to their knees. Both ponies looked at each other, their eyes were fixed upon each other. Not wanting to lose, they struggled to get to their hooves and readied to charge each other.

"Let's end this in one strike." Rune recommended.

"For once I agree." Dusk responded.

The two ponies galloped towards each other, their horns and skulls might as well have been the shield and spears of lancers. The sound of the heads crashing, the impact of the collision....these two "friends" have never understood each other better than they did now. Again and again the two butted heads, small trickles of blood and sweat moved down their heads and muzzles. Their breaths were becoming heavy, they were becoming exhausted. Before they were about to fall to the ground, they looked each other in the eyes.

"But..." Rune struggled to utter.

"..But..." Dusk replied.

"..He is...my friend..." Both ponies said dropping to the ground.

Rune was the only one who remained conscious, catching Dusk on his shoulders helping him walk.

"Let's get out of here." Rune suggested, noticing that a small opening formed in the wall. "We need t help Luna and Gemini."

Rune, with a in and out awake Dusk slowly made their way towards the central throne room, where Rune felt the three ponies were fighting. Upon arrival, Rune and Dusk were horrified by what laid before them.

Gemini was battered and bruised, laying atop a pile of rubble and chunks of rock, but Luna had it worse. Being held up by black chains, almost made of some dark fire, her hooves stretched out, Luna stared in anger at the smirking Midnight. Although Gemini and Luna looked like they were tossed back and forth, Midnight only had a few hairs in her mane and tail out of place, other than that nothing was different.

"I'll admit Princess." Midnight laughed. "Your magic is strong, stronger than I could resist, but Lunar magic can never harm me."

"You..." Luna tried talk but only struggled to get the words out. "Why are you doing this? To what end?"

"What do I want?" Midnight asked, her horn glowed black and a magical claw crept out of her horn, grabbing Luna's muzzle. "I want you! Or better yet, what's inside you!"

"What are you....AAAAAHHHHHHHHHHHH!!!!!!!" Luna shouted in pain as it felt like something was being forcefully pulled from her body.

Her horn was shooting sparks of light blue, then dark blue, then black. Her eyes and mouth opened wide as a dirty white colored liquid light poured out, collecting in Midnight's magical claw.

"I want the Nightmare Force." Midnight said in victory. "And I will have it!"

The liquid fully emptied from Luna, causing her to drop her head in exhaustion, it was like a part of her soul was just torn from her.

"You won't die from this my dear Princess." Midnight laughed. "You should thank me. This here is what's left of the force known as Nightmare Moon."

"DON'T USE IT!" Luna shouted as best as she could. "If you use that, there is no going back! You'll become the monster I was."

"Monster?!" Midnight replied. "No,, not a monster, I will become stronger. Strong enough to change this world. I don't want to rule this world like some cliche villain oh no. I want to change this world in a new image, an image that benefits all pony kind." Midnight aimed her horn at Luna, getting ready to attack. "And I shall use and destroy anypony that gets in my way."

"Oh no you won't!" Rune shouted, jumping between Midnight and Luna.

"Rune?!" Luna said in surprise.

"It seems Dusk wasn't enough to defeat you." Midnight remarked but looked the injured Rune over. "But it seems that you are barely able to stand, let alone stop me. Now that I have the Nightmare-" Midnight looked at her claw and noticed that Nightmare Force was missing. "WHERE IS IT???? WHERE DID IT......"

Midnight looked over to Rune and saw that he held the Nightmare Force between his hooves.

"Rune!" Midnight shouted. "Give that back!"

"Hmmmmm." Rune said aloud. "Nah! I knew I wouldn't be able to fight you now, so I figured, 'why not get some extra help'."

Before another word was made, Rune took the ball of dirty white liquid and gulped it down. Everyponies reaction was one of immeasurable shock.

"Rune?!" Luna said.

"The Nightmare Force?!" Midnight remarked in shock.

"He ate it!?" Gemini said, just seeing what happened.