It had seemed like another average day at her bar. Regulars to her establishment rolled from out in the seaside bazaar to get their midday hit of salt, while others conducted business dealings in more secluded parts of the building (for a small cut of the deal on her part of course). Both in her place of business and the bustling sand covered markets outside were the usual faces of Saddle Arabian locals, traveling minotaur merchants, and even a spattering of camels and rams. Only two creatures in this crowd were out of place.

The first was the bipedal Cat whom owned this establishment. The second was a little filly whom had ordered a glass of milk and was sharing it with a tiny infant dragon. It would of been an adorable sight, if it weren’t for the fact that this filly was shrouded in a very powerful glamour. It was an illusion spell that no one else in the entirety of the bazaar or the bar was able to see through. What was more unnerving was that this Cat knew if this filly wanted to, she would have made the glamour work for her as well, and the feline in all likelihood would have barely caught onto what she really was. The only reason why she was able to see the filly and the dragon as they really were was because the unicorn LET the cat see them. To everyone else, the stool was occupied by a stooped over elderly looking horse that had the kind of expression you didn’t want to mess with. They paid no attention to the illusion because it didn’t seem out of place among the many others whom held that same appearance. This filly was hiding in plain sight, and yet she had made herself known to the bartender.

Suffice it to say, this deceptively powerful filly had put the feline on edge.

The bartender stood at the height of a particularly tall Minotaur, and her paws were naturally adept at gripping things much like Minotaur hands. Her kind were not particularly common in this part of the world, which added a foreign exotic flavor to her bar, even though it was a firmly established place of business in this bazaar. She had set up shop there decades ago. Long time residents remarked, in both envious and admiring tones, on how she didn't seem to age a single day during this whole time. Given she was an entirely different species than all of the residents, they couldn’t quite prove their claim with comparisons.

She had played along with this filly's illusion at first. They both knew the cat could peer right through it, and given the aura around the tiny filly she had not wanted to stir up any trouble. For all she knew the filly she was seeing was just another glamour layered underneath the one of the stallion. One thing was definitely certain though. Dark magic permeated this filly's body. Powerful dark magic that was not to be toyed with.

“What would you like sir…,” She had asked her disguised customer.

“Milk please.” The glamoured unicorn chimed up cheerfully. At the same time, the glamoured Stallion she was pretending to be gruffly asked for some Whiskey. Much to the cat's surprise, when she had poured the milk into the mug for the filly, it took on the appearance of the beverage the stallion had asked for.

What kind of intricate illusion was this, that even a drink could conform to the lie presented so passively to the world? The air was tense for the feline as she walked back to the young pony, placing down the porcelain mug, which was nearly filled to the brim with the white liquid. She desperately tried to read the filly's expressions as she lifted up the mug. She needed to know how much this filly knew about her.

It was an agonizing few moments as the unicorn casually sipped the white liquid and casually brought it down to the tiny purple infants anxious little claws. The dragons little head cutely dipped into the mug, lapping its tongue in and out of the milk as it greedily drank away. The bartender almost thought that this filly was not going to say anything more when the purple unicorns little voice pipped up. Mirth filled her youthful voice that set the cat's heart thumping with adrenaline.

“How long have you had this little establishment….Catrina?”

She dropped her pitcher of Milk at that moment. It didn’t touch the ground however. She looked down to see it had frozen in the middle of the air. Milk was halted half way out of its escape from its container. Individual droplets now visible in this frozen segment of time. The deathly quiet that hit the world around her so suddenly was jarring to her feline ears. Before there were hundreds of voices at various distances away talking away about their various days and business deals. The bustling sounds of activity, breathing, of life itself halted as if someone had closed the door in a sound proof room. The world stood still as Catrina looked around. Everyone around looked like they were frozen in some kind of strange art piece. Mouths were open in mid conversation. Hands and hooves were extended in various gestures both friendly and agitated. Time itself had ground to a halt with a casual spell from this tiny filly.

“What are you? Even Unicorns can’t do this kind of magic…” Catrina hissed out.

“Last I checked, cats don’t live for thousands of years either. I guess we are both defying our boundaries today aren’t we?”

Catrina hissed as her tail swished in agitation. Catrina leaned back against the wall behind her, folding her arms casually as she looked down towards the seated filly. The unicorn had dropped her glamour now, and she continued to look at her tiny dragon lapping greedily at the milk while she gave it a little pat on the head with her hoof. Perhaps she hadn't hid herself from Catrina's gaze because she had known who she was, and perhaps figured that she'd have been able to see through her disguise anyway.

“What do you want filly, if that is indeed what you are. If you know who I am you also know I no longer have my powers.”

A smile grew on the filly’s face as her gaze left her tiny dragon and locked onto Catrina's eyes. It wasn't an innocent childlike smile. It was the cold vulpine expression of a sociopath, complete with eyes that held no light or warmth in them. She had only seen a look like that on very few occasions, and one of them was from a Necromancer that had even terrified her back in the height of her power. Seeing such a look from a filly made her blood run cold. The filly held her gaze for an uncomfortable amount of time before she piped up in her childish voice, saying her next few words in a disquietingly melodic way.

“That’s not true Catrina. You have knowledge. Knowledge is the greatest power there is. Though I am curious… how did you lose your powers? None of the textbooks I’ve read about you ever mentioned how or why you vanished. I only figured out you were in this area after piecing the testimonies of several dozen ancient scrolls together. You predate even Equestria it seems.”

“Tell me how you gained your powers first filly.” The cat’s tone was sharp and aggressive.

The purple mare raised an eyebrow before broadening her smirk. The hairs on the back of Catrina's neck began to stand on end as she tried to hold contact with the filly's cold unfeeling eyes.

“Would you care to rephrase that?” there was an undeniable threat hidden under the syrupy sound of her young voice.

“You can’t kill me, I’m immortal even with my loss of power.”

“I may have to test that theory for my studies later, but for now I’d like to keep this relatively civil.” She drew her hoof over her neck, pulling away the glamour to reveal the Alicorn Amulet. Catrina’s blood ran even colder than it already had been as she stared at it and then back up at the filly.

“Do you have any idea what that thing is? You can’t control….”

“I can, though just barely. It’s been clawing in my head telling me to kill everyone in Saddle Arabia since I’ve been here. It’s rather irritating and bossy for such a useful amulet.” She sounded as if she were speaking of a pet whom occasionally tore up the cushions and peed on the floor, instead of a terrifying amulet that warped the minds and wills of those who wore it.

Catrina sat down on a nearby seat and stared at the filly like she was a bomb waiting to go off. Every single individual who wore that amulet be it pony or otherwise eventually became a psychotic mass murderer until they were somehow tricked into taking it off. Once they did the guilt over their actions would almost invariably lead to suicide or a prompt execution. The most mundane of incidents involving it still had torture and enslavement heavily involved. The only reason those individuals only went that far was because the idea of murder had been so utterly foreign to their minds that they couldn't even think of doing it under even under the amulets sway.

Catrina had a gut wrenching feeling this unicorn was not one of those exceptions.

Yet here this filly was, barely using its magic at all and keeping a relatively calm expression despite its constant drumming in her head to murder and torture everything in the given area. How long would that last before she snaps under the pressure of its influence? How many voices were clawing in the back of this purple unicorns head right now, each trying to one up the other voices in the kinds of horrific things they demanded of their bearer. Just the thought of it made the cold, unfeeling smile on this filly's face that much more disturbing.

“Where did you even find…”

“Would you believe me if I told you it was in a Pawn Shop of all places?” It was surreal how conversational her tone was. Catrina was so caught up in the moment she couldn’t help but give a nervous smile at this.

“A pawn shop? For the Alicorn Amulet? That’s… how’d that even happen?”

“Apparently most ponies are so harmonious in their magical energies that they don't even want to try touching it, the most corrupt pony who ended up getting a hold of it that the amulet could find just wanted to sell it for what he thought was a ridiculous sum of bits. Poor idiot didn't even know what it was.”

Silence fell between them in the world that was frozen in time. Catrina slowly pushed herself off of the wall and regarded the pair like a wild animal. She stood still, trying to figure out a way to get out of this situation before she really had to put her own immortality to the test against the power of the Alicorn Amulet.

“So…” Twilight said with a wave of her hoof, signalling the cat to give her her desired information “I held up my end, tell me how you lost your power.”

Catrina gritted her teeth. She didn't like thinking about that day, but she wasn't exactly in a position to argue with this disturbing pony. Hissing out a breath she collected her thoughts on how she was going to tell the story before beginning.

“It was the thing you ponies call the Tree of Harmony. I had traveled across the ocean with an army to claim new lands for my own. I had never been as powerful as I had been then. That….that thing, it wasn’t even a sprout compared to my sheer size at the time, and yet it cast me down like I was a mere kitten. It stripped me of all my power, but it left me with my immortality. I had all the knowledge how to use my former powers, and I had eternity before me, but the ability to use my own magic was stripped from me. I was wielding far more magic in one of my claws than your amulet could ever dream of producing at it still proved to be nothing against that damned twig.”

To her surprise, the former goddess of a cat looked down to see that the filly was taking notes of all things. She didn’t even react when she said that her amulet wasn’t anything compared to her original power, in fact she seemed like she was expecting such a statement out of her.

“Would you say then, that this Tree of Harmony was the most powerful thing you’ve ever come across?”

“I don’t think it could even be categorized in the same scale as anything else on this planet… there was no end to its power, it decided it didn’t want me to have magic anymore and it just did it. There wasn't even a struggle, it just happened and there was nothing I could do to prevent it.” She had thousands of years to get over her utter defeat, but it still stung even to this day. She was revered as a Goddess among mortals, the few that dared challenge her swiftly perished. She had been so sure that she was the most powerful thing in existence, until she was made humble by a crystal plant whom couldn’t even move or talk.

“Well then, we have a common enemy.”

“What do you mean?” The cat was getting more creeped out by the filly by the second. Her Dragon had finished his milk and was staring at her as well with a slightly turned head, kind of reminding the feline of an owl from the wide eyed and curious expression his sideways face had.

“Simple, Catrina. You and I both know I can’t wear this Amulet forever. It's merely a crutch until I gain the knowledge and control to wield disharmonious magic without it. You no longer have your magic, but you have the knowledge that had come with it…”

“And you want me to teach you. You come in here with the Alicorn Amulet and you expect me to just teach you? How do I know you are even worthy enough to handle the knowledge of magic I possess. If you think I’m going to help an upstart filly for no reason you have another thing coming.”

Twilight pulled out a giant scroll from underneath her cloak and rolled it out, promptly checking off another box.

“What is…”

“My checklist. I have it all planned out you see, right here is the item listed as ‘Accept challenge offered by Catrina’ “

The feline hissed. She was playing right into the filly’s hooves even when she outranked her by thousands of years. What in Tartarus was she?

“I, Twilight Sparkle, accept your challenge to prove that I am worthy of your knowledge. I stake my Alicorn Amulet on it. If you prove that I am incapable of learning from you without a shadow of a doubt, I will relinquish my Amulet to you at which point you can do what you want with it…,”

Catrina looked between the amulet and the filly with confusion etched on her face. No one, pony or otherwise, could remove the Alicorn Amulet except for the one who put it on. She couldn’t just take it. However with such a wager, Catrina could find herself with access to magic once again after all this time… it was far too tempting to pass up. She didn’t really have much to lose anyway.

“And what if you win, Miss Twilight Sparkle?”

Catrina’s breath hitched as the broadest grin she had ever seen in her life stretched across the filly’s face. Her features contorted with it, warping the innocent looking filly’s features into something resembling a demon straight out of the darkest of nightmares. Her face darkened as she bore into the slitted eyes of the cat, making her smile so huge her gums started to show, making the cat squirm under her gaze. The filly's voice remained the same however. It was just as light and melodic as it was when the conversation started, and that dissonance between her face and her voice just added to her intimidating aura.

“Oh that’s simple. You will teach me everything you know. Everything. Not half the things. Not most of the things but keeping the good spells to yourself. EVERYTHING. The theory behind it, how you wield it, the pros and the cons, what you would of done differently against the Tree of Harmony, I want it all. You would also leave this miserable life behind and join me on my little adventure. I’ve got my eyes on quite a few items you see. Including a fabled book from your old pal Grogar.”

“You...you’re insane if you are thinking I’m setting one paw in Grogar's crypt… “

“I’d advise you to win our little wager then…. Do we have a deal? Are you not tired of drowning these mortals in salt and alcohol? Are you not better than their ilk? Or have you given up on achieving your former glory entirely?”

Catrina slammed her claws onto the table in that instant , a growl uttering from her throat as she sliced into the wood, glaring daggers into the filly's eyes. Her fangs bared as she snarled at this filly who dared to try and play her like this. She hated even more that she was going to accept it as well.

“You have my attention filly… how exactly are you going to prove you can handle my magical knowledge?”

Twilight raised a hoof to her forehead and tapped it.

“Simple Catrina… I seem to recall reading about powerful magic users who didn’t want to have their duels in real life would create mental landscapes to have their battles instead. It’s sort of like the difference between playing chess with physical pieces and hosting the game inside your head as you call out your moves.”

Twilight gestured with a hoof to the feline “Since one of us does not possess their proverbial set of pieces, we shall engage our duel in the mind instead.”

It was Catrina’s turn to grin demonically. “Do you even know what you are challenging me too, miss Twilight? You would be facing me at my peak if we were to have such a duel. Do you honestly think your mind will survive such a battle with someone with thousands of years more experience than you? I INVENTED that type of duel!”

“I know.” Twilight cooed out before leaning closer to the predator before her “ Come on Catrina, don’t you want to feel that power once again? Don’t you want to put little old me in my place?”

The world was silent around the three creatures as they stared eachother down. Time was just as frozen as it was when Twilight had casted the spell.

Catrina licked her fangs “If I win, you aren’t making it out of here alive, you know that right? It’s not going to be a simple death either. I’m going to make it as painful as possible.”

Twilight shrugged and assumed a simple innocent expression that seemed even more disturbing to the cat than her frightful grin had been “And if I win you will be at my side till the bitter end. Either way sounds pretty good in my book don’t you think?”

Their eyes were locked in with each other now, the jaded eyes of a purple filly meeting the ancient slits of a former feline deity whom once had the world quivering in their hooves.

“Let's do this filly, Let me show you the mistake you have made challenging a Goddess to her own game…”

Twilight’s eyes flared red at that moment as her grin broadened to its unnatural size once again.

“Gladly.”

Author's Notes:

If you aren't familiar with Generation 1, Catrina was one of the villains from that era re-imagined for this fic.