Inside Midnight’s throne room, Marshal Rarity is sleeping on the throne while two pegasus Morks fanning her with their wings. She wakes up and looks around her unknown surroundings and sees the Morks. She asks to herself,

“What is this? Am I dreaming?” Her voice fades away into the silent ambience of the room, with only the slow fanning of wings continuously breaking the silence. “You, ruffians, tell me what’s going on.” They continue to remain silent, ignoring what she said. A small rush a pain hits her head, causing her to groan and rub her forehead. “The last thing I remember was Midnight grabbing me and us flying into the sky. I must’ve passed out from the smoke.”

“Correct…” The empress’ voice speaks from behind her seat, the marshal looks above to see two metallic claws gripping the ears of the chair.

“Midnight!”

“Ooh, two for two,”

“Why did you take me here? What’s with all the pampering?”

“Oh, I just love confusion,” Midnight lifts herself over the tall top of the throne and stares at her prisoner upside down, her artificial arms clutching tightly to the throne holding her up. “It gives me the opportunity to explain.”

“Then what are you waiting for?”

“I want to have a chat with you, a good old buddy to buddy talk.”

“We are not friends,”

“But we used too, we were the closest of partners for years.”

“Until you betrayed us,”

“No, it was them whom betrayed me.”

“We had to stop you before you became this, this monster.”

“Does trying to make yourself stronger make you a monster?”

“If it means using the Alicorn Amulet, then yes it does.”

“I had the power under control; you and the others were just scared of being inferior to me.”

“You obviously don’t, look at yourself. Why does it have to be this way?”

“After you and your friends betrayed me, I as exiled into the baron reaches of Equestria,”

“You ran away,”

“I put the pieces together and came to a revelation,”

“You came up with a lie to justify your actions,”

“Everypony respects Celestia because she has powerful magic and she has the crown. However, if a pony with even close to the magical strength she has comes around, she’s treated as a show-off, a freak, a monster.”

“That isn’t true Midnight, Celestia’s respected is because she is kind and uses her magic for good. You were under the control of that evil amulet, causing you to be treated like a monster.”

“You mean this amulet?” Midnight’s dented chestplate opens to reveal the Alicorn Amulet, it’s red glow emitting right into Marshal Rarity’s eyes.

“But how,”

“Let’s just say that how I got this was through an ‘other-worldly’ situation.”

“I still don’t understand how you even figured out there were other Equestrias,”

“I had a vision last night, a vision of other worlds being able to be accessed by the Tree of Harmony. Magic is a very strange thing; any unicorn is able of redefining the rules upon discovering what they are fully capable of doing. However, under oppression by a certain princess, they will never be able to find their true potential. The Alicorn Amulet has helped me find mine, and I can help find yours.”

“And become a ‘powerful’ tyrant like you?”

“Who says that you aren’t one already?”

“What do you mean?”

“You and your little resistance, you’ve been able to perfect the Magic Beam Emission attack. They see you as greatly powerful, too powerful in fact. And with you being leader, surely rumors will manifest, rumors of you becoming like me, worse than me even.”

“I know what you’re playing here. They’re my friends, they would never think of something so absurd.”

“Oh really? 100% certain of that?”

“Well,”

“Yes?”

“Applejack has been trying to one-up me for a while,”

“The riskiest thing you can do is get greedy. Sooner or later, she’ll end up dooming you all.”

“And Fluttershy’s persistently nagging me about how to run the RAEM safety.”

“Too many cooks spoil the broth. She will probably start small war inside your base, with Applejack leading this inner rebellion.”

“And who can forget Rainbow Dash, her constantly putting us at risk because she and Major Borris having some risky plan that ends up blowing up in their faces,”

“Oh, about that,”

“What?”

“The Rainbow Dash you knew is no longer with us, the pony you’ve been working with the past hours is the other world’s version of Rainbow Dash.”

“So you’re saying…”

“Yes, you’ve been lied to, because they fear what you might do.”

“No, you’re lying, you’re lying about everything!”

“I saw her die in my own claw, and think about it, the missing scars, her obliviousness, her acting like it’s been a while since she’s seen Major Borris.”

“…”

“See what I mean?”

“So, you aren’t lying to me?”

“I know, it’s painful knowing the truth,” Midnight levitates Rarity off the throne and down to the lower floors, facing her in front of an old door. “But it can set you free, make you whom you truly are, and even yield greater rewards than you can ever imagine.” She opens to door as Rarity gazes upon towers of solid gold bars and massive gemstones. She gasps as Midnight drops her into the chamber, her dream come true and more.

“So, much, everything,”

“And this can all be yours if you join me, the winning side, the side of no lies, no oppression, and the pursuit of one’s own potential.” Midnight stretches her right claw out to the marshal on top of a small pile of rubies. She looks back at the empress and back at the outstretched arm, thinking about her decision.

“This isn’t right, betraying my friends so you can continue with your multi-world campaign; I do not want to be part of it. Despite all these riches, they’re my friends, the true gold in life.”

“Are they really your friends? Do you really want to help a bunch of lying backstabbers bring back a corrupt government?” Marshal Rarity looks down at a large gem on the floor, seeing a reflection of her. She looks back up with a determined look on her face and reaches her right hoof out at the arm. The metal fingers grab her hoof as they shake on it. “Good, enjoy yourself in here and relax. As soon as you are ready, head back to the RAEM and, be creative.” The empress walks out of the room and looks back to see the marshal staring blankly at her in a cold empty room. “Too easy,”

Meanwhile, on the other side of the castle, Atlas and the gang are enjoying themselves to a feast. From each end of the long wooden table, each of the four ae stuffing their faces with plates upon plates of various foods.

“Dear Celestia,” Atlas exclaims with a mouth full of cake, “this layered cake is probably what a dream tastes like if it was physical and I could consume it for nourishment.”

“Atlas,” Jack replies upon swallowing down a whole potato, “I think you’ve had a bit too much sugar.”

“I'll tell you when I've had enough! Pass me another cake,”

“Yes Mr. Goni,” a blue Mork replies from behind and runs out of the large corridor to fetch more food.

“And besides, sugar is good for you, it gives you calcium and you need it when you’re young,”

“I think you’re confusing sugar with milk,” Aaron argues, “and aren’t you lactose intolerant?”

“As long as this frosting isn’t cream cheese, I’ll be as fine as a rock.”

“Whatever, guys, you all know why Midnight’s giving us this treatment?”

“Not entirely,” Daniel responds with apple pie smeared all over his face.

“Moron, she’s buttering us up to join her side. We appear to have some physical or mental property that prevents us from becoming a bozo like the guy behind me. No offence,”

“None taken,” The unicorn Mork replies, “as soon as you realize the majesty of the empress, you’ll no longer think of such words against us. I will go fetch you more food as well.” The white Mork follow’s the other’s route out of the room, leaving the four non-Morks by themselves.

“This empress doesn’t want any form of resistance against her.”

“But we’re incredibly weak compared to her,” Daniel asks, “why us as well?”

“Not sure, but as long as we act as if she’s on our good side, we might be able to gather clues.”

“Great plan,” Jack cheers. A large shadow swoops over them, causing a gush of wind to topple several piles of food. It lands right besides Jack and Atlas at the end of the table and speaks,

“Hello boys,”

“Speak of the devil.”

“Enjoying your food?”

“Why yes Ms. Midnight.”

“Anyways, maybe after this little party, you guys can help me with something.”

“What?”

“Aaron and Daniel Grump!”

“What?!” The two yell from the other end of the massive table.

“You two are scientists and mages, correct?”

“We prefer the term; Magisters.”

“Whatever, I need you guys to forge some metal for me. Stronger, lighter, able to deflect magic,”

“What’s in it for us?”

“The guarantee that your princesses and you two will be safe for now,” A loud gulp can be heard before the two reply,

“Okay.”

“Jack Cystic, Atlas Goni,”

“Yes?” Jack asks.

“You will use the metal the Grumps forged to make me a new suit of armour using your vast knowledge of fashion.”

“But me and Atlas are kinda more like media crit-”

“I don’t care, make me a good suit of armour, one able to hold two of these safely.” Midnight opens her chest plate, showing the two Earth Ponies the Alicorn Amulet.

“Okay.”

“And make sure you don’t do a bad job, I will judge you harshly, and if you fail…”

“I get it, I get it. Any sort of style or something we should go off of for inspiration?”

“I’m thinking something along the lines of a bat.”

“A bat?!” Atlas barks with an obvious slur in his voice, “Bats are dumb.”

“They represent the beauty of the night and eliminate any and all pests in its path.”

“Even if you call yourself Batmare, the armour will end up being not intimidating and looking distractingly cute instead.”

“Find a way then!” Midnight slams her fist into the stone floor, scaring Atlas and causing him to scream,

“CAAAAAT!!!” Atlas then falls into a sugar-induced coma, slamming headfirst into the vanilla cake in front of him.

“He’ll be okay. Jack?”

“I get the message, I’ll to make the awesome-est suit of armour you’ve ever seen.”

“Good, see you all tomorrow morning.” A black flash burst as Midnight teleports out, leaving the stallions to finish their meal.

“Okay, that’s a clue. Aaron, Daniel, head to the forgery while I try to wake up my brown buddy over there.”

“Okay, we’ll meet back here hourly,” Dan replies, “Good luck.”

“Atlas, wake up, I told you, you were having too much sugar.”

“A BAT SUIT OF ARMOUR?!” The sugar-hyped pony screams with cake muffling the full volume of his deranged hollering.