Back in the once-peaceful Equestria, the civilians of Ponyville, guards, Princess Cadence, and even Luna, are levitated high in the sky above an army of Morks, all staring into the Everfree Forest, hearing the sounds of Celestia and the empress still fighting. Beams, rays, and spheres of light and red magic fling above the trees, each coming from every angle and colliding with each other causing an explosive effect. Not too far from the epicenter of this chaos, a zebra wearing gold rings is carrying a small weaved basket of food through the foliage to her home. A red and yellow spiraling beam of magic zips by the zebra, causing her to drop the basket in reaction and ducks behind a tree. In an instant, a ball of black metal and white fur flies in as well, smashing into chopping the tree right above her head. “Ah! What is going on today?” she screams and charges into her hollow tree home. She slams the door behind her, barricading it with masks, furniture, and her brewing pot. Deep breaths gasp from her mouth and she takes a sigh of relief, thinking she’s locked out whatever’s going on. Midnight then burst through the door, scattering all the objects across the room, a pan nearly striking the zebra in the head. Empress Midnight regains her ground and then sees the zebra.

“Zecora,” she evilly remarks upon seeing her, “if it isn’t the zebra of Ponyville?”

“Who do you know me evil one, I have not met you at all?!” Midnight picks up the zebra in her left claw and holds her to the ceiling.

“I’m aware that this version of me does not exist in this world, but do not fear, I shall remedy that.”

“Put me down! Or you’ll have to deal with the crown!”

“I am. And she won’t stop at all. If only I had my hooves on that Alicorn Amulet, I…” Midnight turns her glance from Zecora to the ground where the cauldron was, seeing a small patch of dirt. “If I never happened…” She drags her right claw into the dirt, shifting it around.

“Get your beastly claws out of there, you have no excuse for there!”

“Oh, not here?”

“Please, you don’t know what you’re doing!”

“Please, I know exactly what I’m doing.” After a good second of digging, a black necklace with a red crystal in the center appears from the earth. “There you are precious Alicorn Amulet! A second amulet!”

“Don’t put it on, not even close to your ear; the last pony who had it caused all to fear!” The empress levitates the Alicorn Amulet to her chest. The chest plate opens apart, revealing an indent that’s the perfect size for the treasure. As she insets the amulet into the slot, her chest plate closes and black and red aura rapidly pulses out of her.

“Ooh, that feels so good! Feels even better than last time, the power surging through my body...” Just as she was about in smash Zecora into the ground, Midnight’s pulled out by Celestia’s telekinesis, dropping the zebra and launching her into a thick tree.

“Give this up!” Celestia shouts, standing before her rival and staring her down behind where the tree once stood, “Neither your hiding nor powers are equal to mine.”

“You’re correct, they’re more.” The black alicorn then fires a beam of black magic from behind the trunk, ten times thicker than Celestia, launching the unsuspecting princess high into the dark clouds. “And with my new suit of armour, it’s stronger than ever!” Midnight opens her wing flaps and takes off after Celestia, with everypony on the ground looking up into the smoky skies, even more curious of what’s going on. Celestia stabilizes in the sky and looks around in all directions, waiting for the next attack. Caught off her guard, Midnight emerges from below her and clips her with a small burst of magic and returns into the hidden. She fires another ball of magic, and another, and another, and another, continuously pooping in and out of the thick smog and blasting the daylights out of Celestia.

“Empress-oh Mid-ow-night-ah please-aw stop-oof this-agh attack!”

“Never! I was, I will, I am to be the absolute ruler of all Equestrias!” Midnight finishes her barrage by grabbing the nearly unconscious princess in her claws and dive bombs straight down with her. Their speed increases exponentially, causing the air around them to bend, for not even sound can keep up with them. As they emerge from the sky and come near meters to the ground, a solid ring of black and red energy bursts from them and highlights the entire sky above the observers. Midnight slams her captive into the crated caused by the late Captain Dash, creating a fountain of dirt stretching into the low clouds. From the expanded crater, Midnight walks out with her wings, holding an unconscious Celestia above her with magic. The empress walks to the crowd and presents her prize to the prisoners and declares, “Behold, not even your finest pony can stop me now! This world is mine, and all who oppose me shall meet an even worse fate than what’s beheld before you. Morks, gather me the following ponies from this world; Big Macintosh, the Grump Brothers, Boris Sparkle, Borris Thunder, Spurtacus Prime, Tez La. Koil, Atlas Goni, and Jack Epee Cystic, not his sister, Jack Billy Cystic. Take them to my castle. You know what to do with the others.”

“Now hold on just a minute!” A male voice echoes from the distance. A long pony with a deer antler on the right, a blue goat horn on the left, one long fang, different-sized pupils, a snake tongue, a goat beard, and white bushy eyebrows. He has the right arm of a lion, the left claw of an eagle, the right leg of a lizard, and the left leg of a goat. In addition, he has a bat's right wing, a pegasus' left wing, a horse's mane, and a dragon-like snake's tail with a white tail tuft materializes from thin air and steps in front of Midnight towering over her. “It seems that you have found the Alicorn Amulet.”

“Discord, how’d you know?”

“I am the spirit of chaos,” the draconequus casually replies, “I know everything and I can sense when a magical disruption occurs, and you were pretty big on my radar before. I’d love to host the welcoming committee, but I’m going to have to tell you to pack up your otherworldly ponies and leave.”

“Well I’m sorry to disturb your little friendship galloping, but there’s going to be some changes around here.”

“Seriously, I’ve played this game plenty of times before, and you think you have a chance.”

“I’m going to send you to Tartarus just like that.”

“Oh, can’t let you do that Midnight.” Discord then snaps his fingers, followed by the armoured mare flicking an open wing at him. Moments later, a pair of handcuffs appear of Discord’s arms. “Wait a minute, that’s odd, they’re supposed to be on you. Well I’ll just try again.” The cuffs turn to liquid and drip off his wrist as Discord snaps again, followed by Midnight to flick her wing one more time. Handcuffs once again appear on his arms. “That’s impossible, I was surely aiming for you, unless,”

“Unless there is a pony powerful enough with to deflect chaos with the assistance of the Alicorn Amulet.”

“Uh oh…”

“And now it’s time you meet you’re better side.” Catching Discord off guard, Midnight fires a bolt of magic at him, causing him to crumble into a perfectly smooth ball of swirling colors. Another tunnel, a black and red one, opens behind the Discord-Ball. Midnight punches the sphere, launching it into the portal shortly before it closes.

“Now back to business,”

“Wait,” a stallion replies from the group, “what are you going to do with us?” Midnight tosses Celestia to the ground and pulls out the brown Earth Pony with her claw and examines him.

“Atlas, I presume.”

“I’d ask how you know, but that isn’t the main problem. What do you want from me, I’m just a mere critic?!”

“You see, where I come from, they’re a version of you that’s a pain for me,”

“Go figure…”

“He’s only been blinded by the unjust and weak ways of your ruler, I want to show you how great it is to be as part of my empire.”

“I don’t see how a giant brooding pony that strikes fear in her mere presence is anyway considered justice.”

“Just as ignorant and chauvinistic as the other you, but I can change that.”

“Well, apparently great minds think alike. How in Tartarus are you going to do that?” A white Mork pulls a piano out of a chariot and begins to play a slow tune. “Please not a song,”

“Wait what? Why not?”

“So, you think a random song is going to convince me?” Atlas responds, “Even if it was a decent song number, it won’t be helping your cause.”

“Quit criticizing,” the empress responds, “save that for the RAEM once you join me.”

“Join you? After what you did to Celestia? I’d rather trade my crossbow cutie mark for a pink flower any day of the week.”

“Why is it a crossbow in the first place and not something involving critiquing?”

“I just have good aim with a crossbow, but still, that’s not the poi-”

“How would you be able to use one, you don’t have a horn,”

“That isn’t the point, the point is that I will never join you.”

“We’ll see about that Mr. Atlas McCritic, we’ll see,” The Morks then begin to pull out several helmets from the black chariots parked beside the crater. As they pile them in below the hovering crowd of prisoners, Atlas begins to sneeze violently. “What are those things filled with? Sneezing powder and salt?”

“Close…” A red stallion falls from the cluster and is held down by two Earth Pony Morks. The unicorn shakes around left and right, grunting and screaming in fear of what’s going to happen to him. Midnight picks up a small black helmet with a small hole in its top in her other claw and carries it close to the stallion’s head.

“What are you doing?”

“Progress my allergic one, progress,” With a shove of her arm, she places the Mork helmet on top of the unicorn, covering his black and blue mane. The red unicorn screams and roars in pain, bucking and flailing with all his might.

“I need an adult! Get me away from this!”

“…”

“Miss?” After what seems like minutes of constant yelling, the terrified pony stops wriggling and his captors let go. He stands up and a scowl is seen on his barely visible face. Atlas and the other civilians look in shock and terror and hear the new Mork shout,

“Hail Empress Midnight!”

“You’ve mind controlled him?!”

“That’s a foals-pony work,” Midnight replies, “I have bent his will, his heart, and his soul to my command. He shall never suffer, never face injustice, and shall never become inferior.”

“You’re, you’re horrible!” The other ponies join in rebellious shouting, with Luna and Cadence yelling the loudest.

“Down with the empress!” They chanted, over and over, Midnight smashes Atlas into the ground and the new unicorn Mork levitates him in the air.

“Morks,” she commands to her minions, “initiate Protocol A113.”

“Roger your majesty!” They all reply in unison, “Mork the males and take the females to the prison.”

“And remember to take the others I listed to the throne room.”

“Yes ma’am!” Midnight turns back to the Everfree Forest, grinning with glee,

“I’ll check on Spike and see if he’s been able to breach the RAEM. He did a decent job with the sky here, and I shall take the reins and turn this world into what I dreamed of, without those traitors in the way.”

“You’re wrong,” a choked voice speaks, Midnight looks down to see Celestia still clinging on to consciousness, “I know who you are, and I know you can overcome this wickedness that has consumed you.”

“You’re wrong,” Midnight picks up the alicorn by the neck and holds her at eye level, “I have overcome the wickedness that haunted me, it’s you.”

“What could I have possible done to make you this?”

“You raised my hopes, dashed them into oblivion, and betrayed my true capabilities, all for your mere corrupted position of power.”

“I’m sorry for what has happened to you, but I would never do the same. Please, just spare my ponies and leave,”

“You’re exactly like your other world counterpart.” Midnight squeezes her captive’s neck, causing her to swoon and drop to the ground. “Goodnight, dear Celestia…”