Author's Notes:

This Side Scene begins pretty much the same week that Artex and his herd leave New Humansville the previous year.

An auburn Pegasus mare with light gray mane and tail groaned as she opened her eyes. The first thing she felt was fear, 'Are they going to make me remember more lives?' She felt tears spring to her eyes at the thought. She had been forced to remember the memories of those who had died when the Humans raided her safe-house home. She looked around her hospital room. It was always the same room. The room did not concern her, the room's door however, was the source of her fear. Any minute a hooded and cloaked Rectifier would come in and force her to remember another lost life.

She sobbed loudly at the thought. She had lost track of how many days had spent crying and screaming as she remembered every death. She had lost everything. She had been denied entry into the stupid School For Gifted Unicorns. She had earned her 'illuminated horn' cutie mark when she figured out a spell pattern when reading an old tome in her parents' attic in Cloudsdale. She had been so excited. Her parents had no idea how to take the news but they were supportive. They took her and her baby brother to Canterlot while her other mothers stayed in Cloudsdale. They journeyed to the School For Gifted Unicorns and had her fill out the paperwork for admission while they waited for one of the staff members to interview her.

Eventually she was administered a magic test which only a Unicorn could pass. She tried to ask for a chance to take a different test or a chance to show off what she had discovered. The old Unicorn just laughed at her and told her that the school was only for Unicorns, 'You bird-brains are too stupid to understand the complexities of magic. The only thing you're good for is pushing clouds and keeping the useful Ponies shaded! Now get out of here!' The hateful words still burned her soul years later.

She had wept silent tears that entire evening. No matter how her parents tried to console her or what they said to encourage her, nothing helped. The old Unicorn's words had seared themselves into her memory and by midnight that night, they had burned permanently into her hardening heart. She had stayed awake until midnight when the clock in their rented room in Canterlot struck twelve. The low chimes if the clock brought her attention back to reality, but the words of the old Unicorn kept replaying in her mind. In an effort to clear her head, she opened a window and looked out across the city, 'They're all like him.' She thought bitterly, 'All the Unicorns we saw were mean to us because we're not like them.' She remembered how her teacher had been talking about the harmony of Equestria, 'It's all lies!' The midnight haze over the city brought her no solace, 'There must be others who see what's real... I need to find them.' The thought had led her down the path in life which led to her kidnapping her little brother and running away with him to find the mysterious group known as Bloodmages.

She choked on another sob as her memory came to an end, 'I thought I was doing the right thing, back then.' Her memory flashed back to several weeks prior. Her parents had come to town and reunited with her little brother. Her brother, Starburst, had betrayed the Bloodmages and aided the Humans in raiding the safe-house. That same night she had been beaten almost to death when one of the Humans confronted her on even terms. Her parents came to see her that same day. It had not been a happy reunion. They had disowned her and Starburst, who had come with them, had said that he hated her and never wanted to see her again. The emotions, still raw within her heart, sprung up again and she dissolved into tears once more.

After that day, she stopped caring about shame. Her life was over. She had nothing left. And so she cried openly. Nobody would care. They all hated her anyway. Nobody cared about her anymore. Not her brother, not her own parents, nobody. She was strapped to a hospital bed, unable to move anything except her head. She was completely at the mercy of anybody who came through the door. She had nothing left, not even her dignity. And so she cried long and loud. She held nothing back, she had no reason to.

She thought about the peaceful Humans and Ponies who died in the ambush she had set up. She thought about the innocent Human baby she had taken to experiment on. She thought about the Bloodmages who had died in the raid, who had no idea that she and the Grand Magus had been keeping Unicorns sedated as captives for blood batteries to fuel their experiments. She had seen every one of their deaths and the weight of her guilt was greater than she could bear. She knew them because of the memories. She knew every single one. Their hopes and dreams, their passions in life, their love for their families. Many of the Bloodmages had seen family members die during the raid before their own deaths. She felt every loss as though they were her own. She knew it had been her actions which cost them everything.

She gasped for breath and coughed harshly, rocking from left to right as far as her restraints would let her. She clenched her eyes closed, trying to block out the images, but it was no use. They were as clear as ever, indelible on the back of her eyelids. She grit her teeth and pulled against her restraints until she was out of breath. She collapsed back onto her pillow gasping out ragged breaths as the tears continued their descent down her cheeks like an endless waterfall.

The emotional strain was too much for her. She flailed against her restraints violently, letting out a piercing, primal scream which left her throat raw and aching. Still gasping for breath she fell back once more and laid still as her eyes continued to leak.

She gasped for breath and felt darkness closing in on her. Losing consciousness did not soothe her though. Her dreams were just as bad, if not worse than the real world. She struggled to stay awake, but it was a losing battle. With one final grunt, her mind fell into darkness.

* * *

It was another memory. She was an Earth Pony mare running toward the strange invaders in their home. The tall creatures wielded strange devices but they were not Bloodmages and they might be a danger to her sleeping foals. She and her sister/wives charged boldly toward the invaders. She saw one of them raise a shiny metal stick toward her. The end of the stick flashed and she felt instant red hot agony searing through her barrel. Her legs gave out and she skidded along the floor as thunder rained out from the weapons of the invaders. She felt cold dread as she saw the weapons tear her sister/wives to pieces before her eyes. Their dying screams echoed through the cavern, but her only focus was protecting her foals. She shakily rose to her hooves and stumbled forward only to feel the left side of her face and muzzle ripped away by a bolt of lightning. She collapsed dying onto the floor and her final thoughts were of her foals. The invaders would surely kill them...

"ENOUGH!" It was not a word, nor a command. It was a fact.

The images blew away like dust in the wind and Midnight Haze was left lying on an unseen floor, the agony of the dying mare fading away. She did not stand. She did not look around for the source of the voice. She merely lay in place, sobbing brokenly and whispering, "Thank you." over and over.

She closed her eyes, groaning in a deep pain that was not born of her body. She pawed at the unseen ground, her hooves scraping against the absence of solid matter which was yet somehow solid. She did nothing else. She had no reason to. It was all the same and it would always be the same. Pain while awake and pain while asleep. It was unending torture in its most profound state.

A voice rang out of the obscuring darkness, "Now do you see!?" The voice asked, "This is why you must ALWAYS guard your tongue! Your harsh words toward an innocent filly set in motion a chain of events which cost more than a hundred Ponies their lives!" The voice was hard and commanding, it could not be ignored.

An older male voice responded in a whisper, "I-I didn't know! How could I have known!" The second voice broke down into sobbing.

"Our words carry life and death! Your words planted the seeds of hatred within an innocent filly and in time those seeds grew into a jungle of hate! How could you have done such a thing!?" The female voice asked angrily, "Look at what she has become! Look upon the pain your words have wrought!" Her voice lowered into a harsh whisper, "Be gone and remember the price of cruel words poorly spoken!"

There was a tinkling sound like wind chimes and silence overcame the dark world. A new male voice spoke up suddenly, "This has gone on long enough. It's time for her to be brought back. I spared her because she could still be saved. This has to end."

The female voice answered, "Indeed. Let us end this."

Midnight Haze did not know what the voices were talking about. She didn't care. Nothing mattered anymore. Her dream evaporated and she awoke.

* * *

She opened her eyes to almost complete blackness. The only source of light was filtering in from beneath the door to her room. Like before, she felt the weight of her burdens descending on her and her eyes welled up with tears. She sniffled loudly and sobbed, but something different happened then. A strong pair of legs surrounded her and pulled her against what felt like somepony's chest, "No..." she whimpered fearing the touch of another, "Please," she cried softly, "Please..." she did not even know what she was asking for. Her mind was muddled.

She felt one of the legs move and the sensation of somepony stroking her head, "Shh-shh-shh-shh," the masculine voice whispered, "It's alright now. You're not alone."

Confused relief flooded over her and she began her crying anew. Instinctively, she reached up and wrapped her hooves around the mystery figure. She was so overcome that she did not even realize her restraints should have held her in place. She did not realize that they were gone. Instead she buried her muzzle against the offered chest and breathed in the scent of the only being to offer her comfort. She gripped the mystery stallion tightly, never wanting to let go. Her mind dissolved into relieved sorrow and she lost track of time as the hours passed. The unknown stallion stayed with her until she fell asleep once more.

* * *

The process repeated itself every time she woke up. The room was always dark and 'he' was always there. Her dreams were thankfully blank and sleep was a relief once more. She did not know that it had been three months since the mystery stallion had first offered her comfort. She did not know his name, for he rarely spoke, but his scent and his strong legs were a comfort she never wanted to give up. He never rushed her, he never, pushed her to do anything. He was just there for her. After the first few days, her mind slowly began to heal. It was a very slow process. She had yet to have a conversation with the stallion. He was patient with her and she was in no rush. To her, he was her life line. He was her world. He was all that mattered.

She awoke from her sleep one day to the same darkness. Her tears had been slowing and she was able to think again over time. She blinked in the nearly absent light rubbed her eyes. The weight of that fact hit her immediately, 'I can move?' She raised her forehooves and relief flooded her she sniffed a few times and like always, strong legs encircled her. She sniffed and her nose told her it was 'him'. She gently grasped his legs and held them gently against her, "Th-thank you." She whispered. She closed her eyes and nuzzled against the hair, "Thank you so much." Her eyes were leaking again, but she was able to maintain control.

'His' voice was as gentle as always, "It's alright."

She nuzzled his leg again and something strange occurred to her, 'His legs don't have much fur.' She asked 'him' her first question, "Who-who are you?"

'His' response was odd, "I'm the one here holding you. You've been through enough." She had never noticed before, but 'he' had an accent that she had trouble recognizing.

She sighed in relief. 'His' answer was cryptic, but it was honest. He spoke again, "Are you feeling better?"

She nodded against his legs, "Yes. I-I don't know how to thank you." She sniffed, "Nopony cares about me anymore. Nopony wants anything to do with me. Why are you here?"

"To help you." 'He' said softly.

Midnight Haze shook her head, "Nopony can help me." She said sadly, "The things-things I've done..." she sniffed again, "Why don't they just kill me?"

"Because somebody believes in you. And that somebody wants you to get better." 'He' said.

She snorted in disbelief, "And that somebody is you?"

'He' huffed, "It doesn't have to be if you're going to be like that."

She gripped his legs tightly, "N-no please!" She cried, "I'm sorry!"

'He' sighed and pulled one of his legs away from her. He stroked the top of her mane, "Calm down." He said softly, "You need to learn to accept it when somebody is trying to help you."

"I-I just can't see anything." She said.

"Well the lights are off right now..." 'he' began.

"No," she cut him off, "I mean... I can't see anything coming from this." she sniffed, "There's no reason for it... it's hopeless."

"I't not hopeless." 'he' whispered, "I see you getting out of here some time."

Midnight Haze shook her head, "I'm not fit to be around good Ponies."

"Things have changed since you've been in here. YOU have changed." 'He' said, "Blood Magic has been recognized as an official form of magic." Her gasp of surprise told him enough, but he continued, "The Bloodmages who survived the attack are living openly now. The Humans and the Princesses let them bury their loved ones and set them free, most of them anyway."

"How? The Princesses hate us. The entire world hates us." She said quietly.

"Thanks to some Minotaur Bloodmages and your brother, they don't." 'He' said.

She sniffed, "I wish I could tell Starburst how sorry I am. He lost years of his life because of me..."

'His' leg began stroking her mane again, "Be calm." he said quietly, "He will eventually forgive you, or he won't. If it is meant to happen, it will happen in time. For now, let's work on you."

"B-but there's nothing left of me." She whined, "I'm a broken Pegasus. I-I-I killed P-Ponies..."

"Is that what you want to do now?" 'He' asked.

Her answer was reflexive, "NO!" her voice was a shrill scream, "No, no, no, no, no, no, no, no, no..."

He pulled her against his barrel again as she began sobbing, "No," she croaked weakly, "No, no, no, no-ho-ho... no I... I can't... I can't believe I ever did that, HOW COULD I HAVE DONE THAT!?" Her voice became a screech. She let go of his legs and began hitting herself, "No, no, no, no, no, no, no..." she struggle against 'him' as he held her legs still, "No-ho-ho-ho-ho..." she took a hitching breath, "I'm a monster-her-her..."

Even with her latest episode, 'he' still held her. 'He' lifted her out of her bed and gently rocked her in his legs. 'He' held her for more than an hour as she calmed down. Eventually she began slowing down on her struggles and tears. 'He' judged her to be calm enough and spoke again, "Shh-shh-shh-shh... that's not you anymore is it." It was a statement, not a question, "You're not that same mare are you."

She shook her head, "N-no... I'm not like that. I-I don't know how I could have ever..." she left the statement hanging as she collected her thoughts, "Thank you. You've been so kind to me when nopony else cares."

"You might he surprised who cares about you. I have another question though. If you aren't who you were, are you still Midnight Haze?"

She shook her head, still leaning against his barrel, "N-no. I hate her."

"So then what do I call you?" 'He' asked.

"M-Morning Mist." She replied softly, "Midnight Haze is gone. I'm Morning Mist. What's your name?"

"I'll tell you some time later. For now though, you need to get back to sleep."

* * *

And so it continued on like that. Morning Mist would wake up and 'he' was always there. They spoke of many things and thought he sometimes asked her difficult questions and had to comfort her, he never asked for anything in return. 'He' would often ask her if she thought she was ready to go outside, encouraging her to leave the room. She always declined. She had found a bastion of comfort and she was beginning to have feelings for him. He was so caring, but she knew almost nothing about him except for his scent. She once offered him a kiss after he told her how the Human doctor had reconstructed her face. 'He' politely declined saying that her feelings would fade with time. She grew only more fond if him because of that. 'He' redirected her affections on to others that she had not met. The kind doctor who had reconstructed her face and paid for the medical equipment out of his own pocket. The Lunar Princess who had absolved her nightmares. The Arch Magister who offered her a full scholarship and even renamed the School For Gifted Unicorns so that non-Unicorns could attend. Morning Mist was touched by the kindness they were willing to show her. 'He' always encouraged her to leave but he never pushed her too hard.

One day she awoke, "Are you there?" She asked the darkness.

"I'm right here." He said quietly.

She screwed up her courage. She had been thinking about it for days and she felt she was ready, "I..." she trailed off but 'he' never said a word. He let her take her time, "I think... I'm ready to go."

She could hear the smile in his words, "I'm so glad to hear you say that..." she cut him off.

"But first... I want to know who you are." She interrupted him.

He hesitated, "No you don't. Knowing who I am will confuse you and hurt you. I don't want that for you. When you go to sleep, I'm going to leave and when you wake up next time, the lights will be on. Go to the nurse's station and ask for the package for Morning Mist. It will have instructions for you to go wherever you want. If you want to go to Canterlot and study at the school there, you are free to do so. If you want to go somewhere else, you will have a few bits to get you there. After that, you are on your own."

She felt her eyes stinging, "B-but what about you?"

"I will be watching over you, but you will not see me." 'He' said in a low voice.

"But I need you!" She whimpered.

"No, you used to need me. You're ready now. That means my job is done. I care about you, I have for a while now, but what you feel for me is isolated attachment. You have not had any contact with anypony else so you think you are in love with me. I love you, but not in that way. If we happen to meet at some point outside this room in the future and we do fall in love then that is a different matter. For now, we must be apart because you need to be rid of the attachment. After that... what happens, happens."

Morning Mist saw that he would not be swayed. She was saddened by his words, but she also felt that he was being truthful, "Please," she whispered, "Give me something to know you by. Give me something to remember."

'He' was quiet for a long time before he spoke again, "When you awaken again, there will be an enchanted crystal on a necklace on the table next to your bed. If you rub it, it will speak encouraging words to you in my voice. I can do no more." 'He' shifted around and she felt something warm wrap around her right forehoof, "Drink this. When you wake up you will be alone, but always remember that I will be there in your memory. When life becomes difficult, hold that necklace and remember that there are those who still care about you."

She recognized what she felt, his fingers on her hoof. It was a startling revelation and she could not help herself, "You're Human!?"

'He' quickly withdrew his hand, "Forget about it. Drink what I gave you and live well."

Feeling saddened but hopeful, she lifted her right forehoof and drank down the bitter liquid. She felt almost instantly drowsy, "Stay with me." she pleaded, "I don't care who you are. I'm never going to see you again."

'He' chuckled, "Well technically you never saw me in the first place." Nevertheless she felt him hold onto her right forehoof, "I'll stay with you for now. Remember, I'll be watching from time to time. You may feel isolated, but you're never really alone." She felt her body become heavy with sleep. She closed her eyes and knew no more.

* * *

When she awoke next the lights were on in the room. She groaned and rubbed her eyes. She looked to her right where 'he' had always been. The chair was empty now and the emptiness felt like it was crushing her. Her lower lip quivered and she sniffed, missing 'him'. Remembering what he said before, she turned to her left. There, on the table was an amber colored crystal on a silvery necklace. She reached out and took the crystal in her hooves, holding it against her barrel. It was more precious to her than anything else in the world. It was a reminder of somebody who had shown her kindness when no others had. She clenched her eyes shut as she felt tears welling up. She rubbed the crystal absentmindedly and 'his' voice spoke softly through the crystal, "You will never be alone. There are those who care for you."

She closed her eyes and let the tears come. These were tears of mixed joy and sadness. Her only friend was gone, but he would always be with her.

* * *

In time she got up the courage to leave the room. She followed the directions 'he' had told her and received the package 'he' had left for her. The package included a pair of saddlebags, a letter of acceptance for a certain school, some writing utensils and paper, a small bag of Bits, and a small bag of apricots.

A few hours later she found herself at the base of the steps of what had once been called Celestia's School For Gifted Unicorns. She had been fighting off panic for hours. Canterlot was full of Unicorns, but she ignored them and they ignored her in turn. She looked upon the building where it had all began and felt fear grip her heart. The building was a symbol in her mind. It symbolized bigotry, fear, and emotional pain. It also symbolized a possible future. A future where she could fulfill her destiny the way she was meant to.

She lifted her right forehoof up and brushed the crystal hanging from the chain around her neck, "The only thing that can hold you back is yourself." 'His' voice echoed from the crystal. She looked down at the crystal then back up at the towering building, 'The Grand Magus only wanted me for my mind. He was never my friend. A real friend encourages you. 'He' told me that nopony knows my face because most never saw me. They only knew me by my old name. I'm not her anymore. I'm Morning Mist,' she cracked a small smile, 'And I have an appointment. He was right, there's nopony here yelling at me. There's nopony to tell me I'm not good enough.'

https://www.youtube.com/watch?v=vMe48powKuc

She felt strength flow into her from somewhere deep within her. She felt the breeze of Canterlot as it blew her mane wildly around her. She felt words come forth from her mouth as if there was music playing that only she could hear, "Where are the Ponies who abuuuuuuuse me. The one's who beat me down and uuuuuuuuuse me..." she sang from her heart as she slowly began climbing up the long flight of stairs leading to the building, "They hide just out of sight, can't face me in the light, they'll return but I'll be stroooongeeeeer. Now I want to dream again, take me where I've never been, I want to go there, this time I'm not scared. Now I am unbreakable, it's unmistakable. No one can touch me, nothing can stop me."

She paused and panted for breath. It was a difficult climb for her, both emotionally and physically, "Sometimes it's hard to just keep gooooooing. But faith is moving without knooooowing. Can I trust what I can't see? To reach my destiny. I want to take control now that I'm better." With a burst of will she broke into a gallop as she sang the chorus of her spontaneous song again, "Now I want to dream again, take me where I've never been, I want to go there, this time I'm not scared. Now I am unbreakable, it's unmistakable. No one can touch me, nothing can stop me."

She overestimated how much energy she had and fell to her knees panting for breath. She raised her head, eyes set firmly on the doors of the building, "Forget the fear it's just a crutch that tries to hold you back and turn your dreams to dust. All you need to do is just," she trailed off as she forced herself to rise again and gave the equivalent of a battle cry, "Truuuuuuuuuuuuuuuuuust!" She felt strength return to her legs as she sped up the steps once more, the lyrics of the song tearing themselves from her throat, "Now I want to dream again, take me where I've never been, I want to go there, this time I'm not scared. Now I am unbreakable, it's unmistakable. No one can touch me, nothing can stop me." She was nearly there. It would have been so easy to just turn around and leave. She banished the thought and fortified herself as she sung the chorus once more, "Now I want to dream again, take me where I've never been, I want to go there, this time I'm not scared. Now I am unbreakable, it's unmistakable. No one can touch me, nothing can stop me."

She stopped singing and realized she was standing in front of the doors, doors which had parchment nailed to them. She leaned forward and read the words, 'This school of magic welcomes all students from all nations and tribes and walks of life. This in memory of a lone filly who was turned away because she was a Pegasus. If she is reading this, she is most welcome.'

Morning Mist felt herself smile a full smile as she placed her right forehoof on the door handle just as the door opened. She hopped to the side as a pitch black Unicorn mare wearing a flowing robe stepped out. The Unicorn took a deep breath and smiled as she looked out over Canterlot. Her eyes flickered over to Morning Mist, "Oh hello there." She greeted cheerfully, "Are you here to apply..." she trailed off as recognition flashed across her eyes.

Morning Mist recognized the Unicorn mare immediately. The Arch Magister was not easy to forget, especially after Morning Mist had stabbed her, collapsed her lung, and nearly murdered her in cold blood. There they stood, once the deadliest of enemies. It was as if all time had stopped for them.

The two mares stood in place silently for long minutes as they studied one another is surprise. It was Morning Mist who spoke first, "I..." she swallowed loudly, "I am... glad that we are... encountering one another in more... positive circumstances." The Arch Magister cleared her throat and unsteadily offered her right forehoof, "I... don't believe we were ever... properly introduced. I'm Catalyst."

The Pegasus mare could not believe what she was hearing, 'It... it's true? She... she doesn't hate me?' Her thoughts caught up with her inner monologue, 'It's true... IT'S TRUE! He was right!' She acted before she knew what she was doing. Here was one of the Ponies she had wronged more than almost any other and she was being polite. Her mystery friend had been telling the truth and she was so overcome with joy and relief that she had tackle-hugged the Arch Magister in public.

For her part, Catalyst managed to keep her reaction to the impromptu hug, down to an undignified squawk. She was ready to defend herself, but the sound of the sobbing mare holding onto her like a life-line held her back. The same Pegasus mare who had previously tried to bleed her dry and kill her was suddenly hugging her and sobbing loud apologies. Despite her concern, Catalyst reminded herself, 'She isn't the same mare. Everypony deserves a second chance.'

Mustering up her fortitude, Catalyst pulled the crying Pegasus mare off her with her magic. She levitated a handkerchief our from under her robe and offered it to the other mare, who was looking confused and rather hurt. Thinking fast, Catalyst pointed to the door with her right forehoof, "That was you, wasn't it." She stated. She then forced a smile, "I was wrong, I don't believe we've ever met before. How about we try that again." She held out her hoof, "I'm Catalyst."

The Pegasus mare got the idea and accepted the offered hoof, "Morning Mist. You're right, I am that filly."

Catalyst motioned with her head, "Come on in. I promise, you have a place here."

Morning Mist nearly burst into tears again as Catalyst said, "Welcome to Celestia's School for Magical Studies... Morning Mist."