“Thank you, my friends,” Sunset murmured as she sat atop the second tallest spire of Fillydelphia’s downtown city center. “I once again owe you both my life.”

Fair Faerana—lines of dark violet and inky stars pulsing through her feathers—laughed in Phoenixsong, her eyes sparkling like novas in the night. “We lost count of the tally long ago, Sunqueen.”

The red and gold Philomena nuzzled Sunset softly, preening her mangled wings. “Don’t worry about it, Sunny. After all, saving your flanks is what we’re here for.”

Sunset laughed a little, but winced as her cracked ribs protested the motion.

“Tell me, my friend.” Sunset gave her a small smile. “Why is it that I can never get your sister to speak so informally with me?”

Philomena giggled in that musical way she had. “She spent far too much time with Dad in our early Cycles.”

Faerana huffed and crossed her wings. “Somephoenix needed to keep our Clutch together. With you off gallivanting across the world, teasing deer, playing games with dragons and other such nonsense, I stayed and did my duty.”

Philomena shrugged off the comment as she finally finished her work on Sunset’s left wing. Faerana—who had always been better at preening—had repaired her right wing ten minutes ago. As for the rest of her injuries, she’d have to wait a few moments for the armor’s healing magic to mend her battered bones and muscles.

It would be the last healing magic she would pull out of the Solstice Raiment before dawn. And somewhere deep in her soul, Sunset knew that if this did not end by dawn, it would be too late for them all.

Finally, she felt the last pulses of restoration magic course through her body and she slowly pushed herself to her hooves. A glance behind her showed clear skies. With the twin phoenixes' intervention, their enemies had turned to ash before them. Yet they had been only constructs. Constructs were far too easily replaced. For all she knew, her unknown enemy could have a thousand more beasts waiting for her, hidden in the massive dark structure of the great ArcanoTech headquarters, almost half again as big as the skyscraper she now rested upon.

She knew that’s where Twilight was. She felt her beloved’s pull clearly. And considering the hubris of this foal, there was no doubt in Sunset’s mind that the monster she sought was at the very top of the tower.

The eldritch glow of greenish-purple magic pulsing through the windows of the topmost floor also augured well for it.

The question was… why ArcanoTech? Sunset studied the immense steel and iron building. It was peculiar to see it without the constant streams of energy pulsing from its dozens of arcane transmitters spread out over the surface. ArcanoTech was the birthplace of the greatest innovations of the Era. Chaos engines, magno-arcane fluctuation drives and single-pegasus weather hubs were just some of the magnificent creations the brilliant minds within had crafted with their Princesses’ blessings.

Might it have something to do with such technologies?

Was it simply because it was the tallest building in Equestria?

Maybe some madpony researcher had finally cracked and decided to steal all the magic in Equestria.

Sunset hoped that wasn’t it. They’d already had too many creatures who attempted such asinine feats. Things ended badly for them. Sunset made sure of it… though Twilight kept her in check to make sure the punishment wasn’t too severe.

She shook her head and looked up at her wife’s Moon and sky. With every passing second, the light faded with the magic.

She didn’t know if her people could survive without their magic.

She wasn’t going to find out.

“Are you ready?” she asked her two friends.

“Please, I was born ready,” Philomena snarked.

“Ugh, do you ever stop this inane prattle, sister?” Faerana asked.

“Occasionally,” Philomena lifted into the air with a flap of her fiery wings. “But never when you’re around.”

“What course of action do you propose, Sunqueen?” Faerana asked as she too took flight, ignoring her sister’s jab.

“I do not know who or what we face,” Sunset responded as she took to the sky. The three of them headed cautiously toward the ArcanoTech Tower. “Without such knowledge… I admit I am unsure.”

“The magic is fading, Sunqueen,” Faerana warned. “The elemental forces will begin to weaken soon. Once that occurs…”

“I am aware of what it will do to you, my friend.” Sunset’s face hardened as she picked up speed.

“So, why are we helping you, again?” Philomena squawked, glaring at Sunset as she pulled ahead just a little.

“Come now.” Sunset smirked. “Surely, you would wish to proclaim to the world you two were solely responsible for saving all creation from certain doom?”

“Oh, the things I do for you, Sunny,” Philomena sang in something nearly approaching a sigh. “That’s assuming Faerana doesn’t rip this idiot apart the moment she gets a chance for hurting Twi.”

“I recognize your claim our foe’s head, Sunqueen. But if occasion permits, would you object to me ending its miserable existence?” Faerana asked. Her song was cold and hard, like diamonds locked in ice. It was something that always surprised Sunset about her wife’s companion. If Sunset decreed Faerana not to strike down their foe, she would obey. She might not like it, but she would obey.

Philomena would not be so gentle. And Sunset wouldn’t have it any other way.

“Do what you must,” Sunset said as she pulled up toward the topmost floor of the ArcanoTech headquarters. “But this thing shall not see another dawn, one way or another.”

“Good.” Philomena’s song was almost feral, far more savage than her usual gentle mocking. “Because no one screws with my Sunny and Twi like this and gets to walk away with just a friendship lesson. Let’s go!”

Sunset grinned. She couldn’t help it. She didn’t deny it. She felt the magic of their friendship empowering her even as the magic of her love beckoned her ever higher.

She raced toward the top of the tower as another patch of stars went out.

Hold fast, my love.

Princess Sunset Shimmer, one of the two sovereigns of Equestria, the Princess of the Dawn and the Chosen of the Sunmother, smashed hooves-first through the glass roof of the ArcanoTech Tower with wordless battlecry. Her impact dented the steel floor and sent a small inert chaos engine flying into the darkness. Her armored horseshoes severed channelling cables, sending out a flurry of magical sparks. Nearby support pillars cracked and the steel latticework holding the glass above twisted.

“That was suitably impressive,” Philomena sang as she dove in. She took up position on Sunset’s right while Faerana hovered on Sunset’s left. “I’ve always said you should never discount the power of a good entrance.”

Sunset didn’t respond. Despite her glowing aura and the shine of the Flareblades, the immense single room that dominated the top floor of the ArcanoTech headquarters was wreathed in shadow. It was some sort of workshop or laboratory, if the tables, cabling and strange devices were any indication.

Movement flickered all around her. Darkness coiled and twisted as if it were a living thing. But she was Sunset Shimmer. Shadows fell before her radiance. She feared nothing from darkness.

It was always the darkness that feared the light.

She crossed her blades before her and called upon the fragments of the Sun. Blinding radiance illuminated… nothing. The light reached no further than it had moments before.

“Have you ever stopped to appreciate the void between the stars?” hissed the voice on her right. Sunset whirled, but saw nothing in the impenetrable darkness. “The majesty of the tapestry upon which your wife draws her night sky?”

“Show yourself, monster!” Sunset bellowed into the gloom.

The voice ignored her as it continued to hiss and whisper. The sound echoed and shifted strangely in the immense room. It seemed as if it were coming from multiple places.

Wonderful. More constructs. Will this thing ever show its twisted face?

Still, there was something about the voice. From inside this room… it seemed even stranger somehow. Haunting and even more mad than before.

“The infinite abyss,” it continued as if Sunset hadn’t spoken. “The sundered midnight? Tainted by the light of magic. Tainted by the things you cannot see? The shadows that lurk between the worlds? And what lurks between those shadows? What evil hides in the lie of life… the mad delusion of the thing you call life.”

The last word was spat out as if it were a rotten vegetable.

“Give up my wife and I will provide you with a quick end. You need not worry about your life any longer.”

Sunset did her best to control her breathing, but she had been running on rage for so long, it was hard to think of anything else.

“A gracious offer. No quarter asked, nor given. Just as expected from the Princess of the Dawn.” The voice cracked at the last word. Both Philomena and Faerana hovered at her side, scanning the darkness with their keen eyes. In this tight space, Sunset’s magic nearly melded with her companion’s. “Sunset Shimmer on the other… heh… hand, that’s a different story.”

There was something in the way it said her name that made her shiver. A strange chill had crept into the room, as if the very warmth of her heart were being leeched away.

“What do you know of me?”

“Enough to make you tiresome. No… my eyes are set on far greater prizes than simply you. Once, I would have been satisfied with just you. Then… I came upon a traveller three days ago. At first, he… nearly killed me.”

“Pity he changed his mind.”

“He didn’t,” the voice said in an almost somber tone. “Now that I consider it… he did kill me. He murdered my mind… and then resurrected me. He made me realize how foolish I’d been. How much time I’d wasted…”

Sunset was getting no closer to finding the location of her quarry, so the time for games had passed. She began to creep forward. The phoenix sisters moved with her, their wings barely shifting as they used their magic to keep them aloft.

“The traveller could not stay, for he was pursued by lesser beings. Beings that could not destroy him… but could annoy him. This place could not give him what he wanted. It was too different. But he did show me one important thing. One very, very important thing.”

Six pairs of demonic blue eyes opened in the darkness, each in a different direction. Sunset froze and her wings flared. Both phoenixes let out caws of defiance. But Sunset held them fast with a twitch of her wing.

These were not the gargoyles they had fought before. These beings were different.

“Don’t… let her... touch…” came a weak whisper from a familiar throat.

“Twilight!” Sunset screamed.

“Silence, fool!” the voice shrieked. There was a flash of… darkness and Twilight wailed before suddenly going quiet. “You resist entropy itself.”

“You’re going to die before the sun rises,” Sunset growled.

“The sun shall never rise again. Only a dim ball of orange red fire. That will be the only thing that rises upon this dead world.”

Sunset blinked. It took her a moment to understand what it was saying. In a way, it was more horrific than anything else.

Almost anything else.

Anything else but that wail.

“Look up, Sunset Shimmer,” the voice hissed as the eyes moved closer. “Look up and behold the majesty of the dark.”

Despite herself, she looked up. She did it just in time to see the moon go black.

“Ahhhhh,” it murmured as if in pleasure. “And so the final bell tolls. You see, my dear, dear Princess… Three days ago, I cast the spell to consume this world’s magic. The stars you see above you are already dead. It just takes time for their light to fade. If you could only realize the beauty of the sundered midnight…”

The eyes moved forward again. This time, Sunset caught the sound of a hoofstep, but it echoed in a way that prevented her from finding its origin.

“Enough of this!” Sunset screamed. “If you are so powerful, if you are so mighty, then why taunt me? You had over a thousand beasts. Why not have them destroy Canterlot and myself utterly? Why the games? Why the taunting? Are you that twisted? Are you that much of a fiend? What are you?”

“This is not a game of what I am…”

An alicorn stepped out from the darkness before her.

“It is a game of who.”

Twilight stood before her.

Five more stepped out from shadows, each at the edge of the roiling mass of black shadows. Even now, the greenish-purple energy seemed to flicker through the blackness.

There was no doubt they were Twilight. But they were not her Twilight.

They were tall and statuesque, just like her beloved. The lavender coat was the same. The wings were the same. The face was the same.

But the eyes… the eyes burned with unholy blue radiance. And her mane and tail flared and flickered, supernovas appearing in what should have been a calm starscape. The patterns of dying stars shifted from one abomination to another.

Each of the horrid doppelgängers leered at her.

“Changelings,” Sunset snarled. “Demonic filth. What could have let you back into the world?”

All six laughed in perfect harmony, if such a word could be used for whatever she was facing.

“Me, a mere changeling?” they all mocked. “Come now. You have served your people for many years. You have fought changelings before. The legends of your deeds have passed into myth and legend. Cast your detection spell upon me, have you the magic to do so. Seek out my true nature and find what lies within. I wish to see your eyes when you learn the truth.”

This monster would dare use Twilight’s image against me… How dare it? How dare it?

Her rage burned hotter than a solar flare.

Sunset burned her power and did exactly what the thing taunted her to do. She probably shouldn’t have. Yet she needed to know what she was dealing with.

To her surprise, the Twilight before her didn’t leap out of the way or conjure a shield. It simply smiled as the teal energy pulsed over her body… and did nothing.

“No…” Sunset whispered. Even Philomena let out a cry of alarm. Faerana was as silent as death itself. “What are you?”

“An echo of what was,” the Twilights whispered. “I came here to fight a monster. It… it…”

For the first time, she saw hesitation in the twisted version of her wife’s face.

“He killed… her. Ripped the very magic of life from her body, leaving nothing but dead stone behind. We had gotten the closest. We were the first to almost get him. And so… in punishment for my sins and my failure… he stole my powers. He stole my soul. Everything that was mine. Everything that was me. Only left with memories of her screams…”

Sunset’s heart sank. Somehow… she knew whose screams this thing was talking about.

“He’s gone and my way home is forever denied me… But I can do more. I can take from this world. I can have my revenge. His last gift to me was the knowledge of how to steal. He forced the knowledge into my mind. Forced me to comprehend. How to feed. How to consume.”

“This… individual.” Sunset was sure not to make any sudden moves. “He… taught you how to take the magic from the stars?”

“No,” the Twilights responded as one. “He taught me how to take magic from creation itself. He… wanted me to suffer. And now I hunger. Now I must feed. I must take… and I must kill him. I will be the phoenix that is reborn from his ashes. Only then… will I finally be able to die as I should have with her.”

Her eyes shot up as tears of red streamed down her muzzle.

“And to do that… I must become the monster. I have already. I have taken so much from so many. Why do you think I chose this place? This city? The brightest minds. The strongest hearts. Now their magic is within me. Roiling. Screaming. Pounding to escape. It is why I had to take myself from you. I needed her power. Once you are dead, I shall finish taking it. I am a monster. I had to become one. It is the only way I can overcome him. Destroy him. And grant him the death he so richly deserves.”

All six Twilights took another step forward.

“I am a monster, Sunset.” Fangs grew in her muzzle even as madness burned in her glowing blue eyes.

Sunset braced herself, her blades at the ready.

“And a monster must feed.”

A crash resounded through the massive room.

“Incoming!” Philomena shrieked.

The darkness behind the Twilights fell away and Sunset’s body went rigid.

Fifteen feet away—just behind the Twilight Sunset was facing—lay the withered body of her wife on an altar of black obsidian. Ancient runes writhed across the surface. Her regalia was missing. Shadows swarmed over her. She’d been beaten to within an inch of her life. Blood seeped from dozens of wounds and cuts. It created small pools of crimson amidst broken power cables and smashed arcane equipment.

Beyond that stood a thousand more gargoyles, who had been hidden in the shadows.

“The sundered midnight falls,” all the things in the room said in perfect unison. “The darkness will take this world. And the next… and the next… until the beast is dead at my hooves…”

“This is most inauspicious,” Faerana whispered.

“No, you think?” Philomena snapped back.

Sunset spun her swords and turned her gaze to the six false Twilights. The gargoyles didn’t matter. The dying sky didn’t matter. The dead moon didn’t matter. Nothing mattered save for the fact that this thing was between Twilight and her.

“The one I loved had such rage in her eyes…” The six spoke in voices as cold as death. “I see an echo of it in yours. What I do is evil. What I do is unforgivable. What I do is hateful. But what I do is necessary.”

For a moment, Sunset considered negotiation. Whatever had happened to this mare—assuming this wasn’t some elaborate hoax or misdirection—it had been horrific. Sunset had little doubt as to the identity of the other individual these Twilights were speaking about.

But this thing wasn’t Twilight Sparkle. Not anymore. This was some hideous dark copy of her Twilight. The heart of Twilight Sparkle had been hollowed out in these things before her. She couldn’t believe any Twilight Sparkle would do the things this thing had done.

Anyway, Sunset wasn’t much for negotiation.

That was Twilight’s field of expertise.

Sunset’s field of expertise was a little more physical.

She flourished the Flareblades in her magic.

“I offer one chance to die cleanly, Princess of the Dawn,” they all said.

In the end, Sunset knew what her decision would be.

She suspected this demented thing once called Twilight Sparkle did as well.

Something in her snapped.

“Buck that,” Sunset spat in ancient Equestrian. “You nearly killed my wife. You’re tearing the stars from the sky. You murdered her Moon.”

Sunset flared the power in her blades, pointedly ignoring the sense that their magic was almost dry.

“If you hadn’t touched her… I might have let you live. But you hurt her. And for that… you are going to burn.”

Sunset leapt at the closest pathetic copy of her wife and struck.

Author's Notes:

Can I get a show of hooves of who freakin' loved Philomena's complete refusal to speak in the traditional Royal Equestrian Dialect?

No matter what universe you're in, Philomena is still Philomena.