The night grew darker as the day enchantment faded away to make way for the true night moon. Nightmare Moon once more stood before the mass of her new army. She was quite pleased with the mass of ponies before her. In little over a week, she had amassed a considerable force. Nearly three thousand ponies stood at attention before her, all of them wearing light metal armor colored black like the night sky. After the first large influx of guards, Cloudy could no longer watch over the army herself and, with Nightmare Moon's permission, appointed two of the best recruits to positions under her to help regulate and train the soldiers. From the times that Nightmare Moon had watched them, the group had progressed very well. What was once a pathetic excuse for a militia had become used to their weapons and could swing them about and not almost kill the pony ten feet away. They weren't what she would imagine in an army, but they were better than leaving herself defenseless.

She studied them closely, taking in the sea of colors and smiled inwardly. "So we have an account of every one of them?"

Cloudy nodded curtly. "Yes, My Queen. We have their names, cutie marks, colors, and home-towns all cataloged and kept stored away per your instructions."

"Excellent. The Celestial guard will be attacking soon. I can feel it. I wish to be informed if any of the recruits desert or plot to turn against me. I will not tolerate anypony betraying me and, should they decide to, make them regret ever having the thoughts cross their minds." Nightmare Moon looked at the grey pony beside her. "You may dismiss the ponies to return to their barracks and then join me for dinner. I would like to discuss our strategy for the upcoming battle."

"Right away, My Queen." She saluted and coughed into her hoof, clearing her throat as Nightmare Moon turned to enter the castle. "You heard the Queen! You are dismissed for tonight! You may return to your rooms and prepare yourselves for supper! Lights out at midnight! Understood!?"

A chorus of 'Yes, Ma'am' filled the air before the ponies broke formation and trotted off towards the camp set up outside the castle. The castle's guard barracks wasn't meant to hold three thousand and so tents were erected across the castle grounds as shelter for the newest recruits. After the city was built, there would be sufficient housing for the mass of ponies, but as it currently stood, the city was still far from completion. The looming fight against the former guard hadn't helped to hasten the construction either.

After seeing that everything was going smoothly, Cloudy Horizon turned on her heels and entered the castle's main door and made her way towards the dining hall. She rounded a corner and was pummeled to the ground by a flying ball of pony. With a thud and a soft 'oof', the mare and filly hit the floor and slid. Moon Beam giggled and jumped off Cloudy then danced around her. "Could you not tackle me every time you see me? One day my instincts are going to do something that I will regret." The pegasus' tone was cold and almost monotone.

"Awwww, c'mon! I was just told to come get you for dinner~! You know, you really should have more fun~!" The filly started hopping away down the hall, glancing back at Cloudy to make sure she was following. After noticing an increasing distance between her and the mare, Moon Beam turned around and trotted back up to the stern pegasus. "Aren't you coming? Mommy Moon said that you'd be eating with us tonight. You are, aren't you?"

The pleading look that the filly put on could have felled lesser beings, but Cloudy simply brushed it off and broke her contemplation, resuming her brisk pace through the halls. "Let us hurry. I do not wish to make My Queen wait."

The filly, frustrated that her fail-proof technique was ineffective, was now the one falling behind. With a quiet 'eep', Moon Beam took off towards the mare to catch up. "Hey! Wait for me!" She slowed down when she had gotten beside the pegasus. "It's not very nice to leave ponies behind you know...!" Moon Beam pouted as she struggled to keep up with Cloudy's brisk pace.

"It's rude to tackle ponies out of nowhere." she replied.

"I wouldn't have to if you would play with me more!"

"I do not play. I am here only to command Her Majesty's forces, nothing else. I believe it's Silent Brook's job to play with you."

"And Auntie Twilight! She likes to play with me too whenever Mommy is busy!" The filly bounced happily again at the mentioning of the lavender unicorn.

Cloudy stopped dead in her tracks. "Auntie Twilight? As in Twilight Sparkle?"

"Yes! Do you know Auntie Twilight? She's really nice! She even reads me bed time stories!" chirped the filly excitedly.

"Why is Twilight Sparkle here? I must inform the Queen!" The pegasus lifted into the air with a powerful stroke of her bat-like wings then tore off down the hall, speeding past the castle servants. When she reached the doors to the dining hall, Cloudy kicked them open and searched the area. She saw the unicorn sitting beside Nightmare Moon then sped through the air, hurtling towards Twilight. The unicorn didn't have enough time to even contemplate moving out of the way before she was throttled to the floor by the force of the impact. Cloudy stood above her, glaring down at the now semi-conscious mare.

Twilight groaned and cringed as a hoof pressed against her head. She looked up at the pegasus pinning her and her eyes shot open in fright. Nightmare Moon stood up, furious. "Horizon! What are you doing!?"

"This is Twilight Sparkle! Protege of Celestia and a very powerful unicorn! She cannot be trusted!"

"I know."

"Your Majesty? You know who this is and you still allow her to live?" Cloudy's typical stoic expression was masked by confusion. She hadn't been expecting anything of the sort.

"Yes. That is my pet you are crushing. As you can see by looking at her horn, her magic is sealed so she is not a threat to me. Even if she could use magic I know she wouldn't turn it against me to do me harm. She has been... broken." Nightmare Moon eyed the pegasus and, with only a moment of hesitation, Cloudy stepped off of Twilight, allowing her to return to her hooves. The unicorn glanced at Nightmare Moon then stared down at the floor.

"Very well. If that is what you wish, My Queen, then I shall spare her life." She moved to the opposite side of the table and sat down just as Moon Beam entered through the open door. "You wished to discuss the upcoming battle?"

The filly trotted up beside Twilight and nuzzled up against her. "Hi, Auntie Twilight!" She noticed the depressed look on the mare's face. "Is something wrong? Did mean old Cloudy hurt you?" The filly growled at the pegasus to which Twilight couldn't help but laugh.

Twilight sighed, but kept the slight smile on her face. I may be only a pet to Nightmare Moon and a problem to Cloudy, but at least I have two ponies that love me.... Her head shot up as what Cloudy had said registered in her mind. "What do you mean battle? We are going to fight?"

Nightmare Moon shot a glare at her but replied nonetheless. "Yes. The royal guard were not eradicated as I had assumed and can only be amassing an army for themselves as I have done. I can sense them in my night. They are preparing to march on this castle soon. I, however, will not sit idly by and let them do as they please. Cloudy, do you have any suggestions on what we should do? It has been a long time since I've had to fight any large force."

"We need to prepare some sort of defense. Celestia has a lot of ponies loyal to her so the royal guard will not have any problem recruiting ponies to their cause. We can expect around double our forces." Twilight blanched at the thought of so many ponies fighting each other. She had seen Nightmare Moon and Moon Beam kill before, but was not prepared for the large scale death that was coming. She'd never seen anypony die before that first night with nightmare Moon and now so many ponies were going to be slaughtering each other in a senseless battle. "We have the upper hoof, however. We know the area much better than any of them and you've been teaching our unicorns battle magic and ways to block anti-magic spells. They will most likely have more pegasi due to Cloudsdale's military facility where they send all pegasus guards for training."

"Yes, the pegasi could be a problem, but we have both myself and Moon Beam to balance that out. My only worry is that our recruits will flee at the first sight of blood. They have not seen battle in their lifetimes and I doubt that their families have either. We must be prepared for anything." Nightmare Moon went silent as she thought of anything that could strengthen her forces.

"My Queen?" Twilight spoke quietly in hopes that her soft voice would not anger her. "Why must we fight each other? Can't we compromise?"

"Silence! They will not relent unless I return their princess or kill them all. They bring this upon themselves." Nightmare Moon glared furiously at the cowering unicorn. "You will speak no more on this or you will go without food."

Twilight nodded and turned her attention to the empty plate in front of her. Moon Beam scooted close to her and leaned against Twilight. "It's okay, Auntie Twilight. Mommy just gets cranky when she has to fight." The filly dropped to a whisper. "She doesn't like to kill ponies. She only acts like that so ponies don't try and hurt her."

Twilight frowned, knowing this not to be true by the way she was beaten, but nuzzled the filly anyway to show that she appreciated the words. This isn't going to end well for either side... I just know something horrible is going to happen. The royal guards have always been resourceful. As Twilight was left to her fears the other two mares discussed tactics, force organization, and the guards' possible strategies.

"We should amass most of our troops at the front of the castle. That is currently the only entrance to the castle as of now, am I correct?"

"Yes. I made sure that there not be any way to get inside other than the main gate. Our only possible issue would be pegasi flying down over the wall." Nightmare Moon thought carefully. How could we protect against pegasi?

"I'll personally lead our pegasus squad to counter any aerial opposition we may have. My second and third in command can guide the ground troops." Cloudy thought once more, racking her brain for anything they could have missed. "Keep the largest part of our army inside the gates between the castle and the walls. We'll have a small group, maybe three hundred, outside the walls to the north, hidden to flank the enemy. They will likely attack head on due to a lack of any other way through the wall."

Nightmare Moon nodded. "Yes. That will most definitely be the case. Go and inform your sergeants and with their help prepare the troops. I can feel the guards marching. First, we eat. I do not wish to be defeated due to the empty stomachs of my army. After you have finished, make sure to have the recruits eat as well."

"Yes, My Queen."

The food was brought out before them moments later. Salads with hay sandwiches and sides of daisy soup. It was a light meal as the chefs were busy preparing vast amounts of food for the army, but it was satisfying. The group ate silently aside from Moon Beam who hummed happily as she devoured her meal. Twilight found solace in the filly's happy-go-lucky nature, but she knew that the navy unicorn would be battling alongside the rest of them. She feared for the filly's life and didn't want Moon Beam to fight at all. But if I say anything...

Silent Brook trotted through the halls, her hooves clopping against the hard floor as she passed the servants around her. She heard whispers around her from the ponies at work.

"Did you hear? Apparently we're going to war..."

"What do you think of that foal? I hear she's Nightmare Moon's..."

"So, Twilight is at it again. First with Celestia and now Nightmare Moon." a stallion cleaning the floor in the central hall said to a mare dusting around them.

"Wasn't she Celestia's student? I think I remember seeing her with the princess a few years back."

"Yeah, I was cleaning outside the room that she took her test in. The princess came and welcomed Twilight herself. I think that's always been her thing."

"What do you mean?"

"You know? Get in close with the royalty and live easy? It should be quite obvious."

"I'm not sure.... Have you seen Twilight recently?" The stallion shook his head. "She's been wearing bandages under that dress of hers. Apparently Nightmare Moon has been beating her."

"That whore probably enjoys it. I haven't heard of her complaining once..."

Silent Brook frowned fiercely and continued on towards her destination. She had just seen Nightmare Moon, Cloudy, and Moon Beam leave towards the castle gates. She knew that they were going off to fight and also knew that they wouldn't return for a while. It was time to go talk to Twilight.

She quickly made her way up the staircase leading to Nightmare Moon's chambers and practically plowed through any servants that happened to be in the way. In a matter of seconds she had scaled the stairs and was now standing in front of the twin doors. Giving her knock, she waited for a reply only to be answered by a weak 'Go Away'. Brook flinched slightly but opened the door anyways and poked her head in. Twilight was laying on the bed, the glowing shackles about her hooves once again, with puffy red eyes. The earth pony looked on in worry.

"Are you okay? What happened?"

"Moon Beam is going off to fight...! She's too young! How could Nightmare Moon expect her to do such atrocities!?" Silent Brook frowned.

Silent Brook gasped and looked at the mare incredulously. "You mean that filly is going to be out there in the middle of all that killing?" She knew that Moon Beam was going to be with Nightmare Moon until the battle started already, but she hadn't expected the filly to actually be in the fray herself.

"She...." Twilight bit her lip, hesitating over the next sentence. "She isn't like normal fillies."

"What do you mean? She seems normal to me. Well, if you exclude her mane, but I thought that was from being the daughter of an alicorn."

"She isn't Nightmare Moon's daughter. I'm not sure whose foal she is, but I do know that she is very powerful." The lavender unicorn swallowed hard, remembering the night Moon Beam had destroyed the guards that had attacked them. "She has... unholy powers. I've watched her transform into a dragon and tear through a group of royal guards...."

Brook recoiled slightly, remembering all the times the filly had tackled her and giggled in her face. "That can't be true! She's so young...! So sweet!"

"I know! When she transforms... she seems to change personalities. It's kinda like she's a completely different pony. Nightmare Moon told me that she doesn't remember anything between forms."

Silent Brook contemplated this and frowned deeply. "We need to stop them. We have to keep Moon Beam from fighting." Silent Brook's expression shifted from the worried look she'd been giving to one of stoic seriousness. "Do you know any of Nightmare Moon's weaknesses? Anything I could use against her?"

Twilight looked at the earth pony like she had been slapped. "I.... I don't.... Yes. She's very aggressive. When she attacks she uses as much power in her spells as she can. I watched her slaughter a group of ponies with massive amounts of magic many times when even a small amount could have sufficed. She likes to show off and will drain herself very quickly in doing so. Why do you ask? You won't be able to keep Nightmare Moon from making Moon Beam fight. I've tried before...."

Silent Brook smiled and shook her head. "I just wanted to know what I was up against."

Nightmare Moon, Moon Beam and Cloudy Horizon all stood in front of the giant doors that closed off the castle. Before them stood an army three thousand strong. The massive group of ponies wore dark blue plated armor and were armed with multitudes of weapons ranging from earth ponies wielding short swords, hoof axes and spears to unicorns levitating bows, and pegasi with long sharp blades attached to their hooves and sharp metal adorning their wings for aerial combat. The crowd continued to shift nervously. They were going to battle and not a single one of them had ever expected anything like this when they signed up. If any of them said that they weren't scared, they'd be lying.

Nightmare Moon's horn glowed as she enchanted the voices of herself, Cloudy, and her two appointed sergeants. She coughed to clear her throat and the noise boomed out across the masses. "DEVOUT FOLLOWERS! TODAY YOU WILL BE GOING TO WAR WITH YOUR KINSPONIES AND SHALL MEET THEM IN COMBAT EITHER INSIDE THE WALLS OF MY CASTLE OR IN THE AIR ABOVE! IT IS YOUR DUTY TO ASSURE OUR VICTORY TONIGHT AND TO SLAUGHTER THE ROYAL GUARDS OF CELESTIA FOR THEY HAVE CROSSED YOUR QUEEN! TAKE UP YOUR ARMS AND PREPARE YOURSELVES! THE SOLAR ARMY APPROACHES AND WILL BEGIN TO LAY SIEGE TO OUR WALLS WITHIN MINUTES! SHOULD ANY OF YOU TRY TO FLEE OR DECIDE TO FIGHT AGAINST ME THEN YOUR FAMILIES SHALL PAY THE PRICE OF YOU FOALISHNESS!"

Cloudy started shouting orders and her two sergeants followed suit. In a matter of minutes, the pegasus had gotten her pegasus unit into formation and took off into the sky, preparing to strike the initial blow against their foes. She soared high into the sky and searched the horizon to the east. There wasn't anything there.... Not a single pony showed in her sight. Was the Queen wrong? Are the royal guard even planning on-

Her thoughts were cut short by a deafening roar to the north. She spun around swiftly and almost dropped out of the sky in shock. A massive army of ponies were marching and flying towards the northern wall. Nightmare Moon was right about one thing. They had almost twice as many soldiers as Nightmare Moon, but there was one thing that neither of them had expected.

The royal guard had dragons.

Author's Notes: Dun dun duuuuuuuun! And so, with the next chapter, the battle will begin. Plots will unfold and shit will hit the fan. I'm going to do my best to get the next chapter AND the Hearth's Warming night special in tomorrow so it looks like I'mma be doing a loooooooooooot of writing. (I'd just put out the special but it kinda relies on the next chapter being out) Well, before I do that, I need sleep. So I'm going to wait around for about an hour for any comments you guys might share then hit the hay. Peppy out!

Editor's Notes: *GASP* Didn't see that one commin'. Well, it was fun editing this. Looking forward to the next chapter. Enjoy.