~~~~Twilight's Mind, in her dreams.~~~~

~"I must admit, I was beginning to become concerned that you would never come around... But you have made me so very proud today, my little Shade."~

Twilight's mental eye shot open at the soft, loving voice that drifted through her ears. Her Mindscape was no longer the neat warehouse of books it had once been - or rather, it still used books as a metaphor for her memory, but now they were shelved in dark wood, surrounding an empty stone dais. Tables and chairs were scattered about the place, some of them piled with books of memories - Twilight had not been very mentally fastidious lately.

Twilight looked up from where she lay upon the dais and saw a dark, amorphous form sitting just beyond the light in the center of the room. All that Twilight could define about it were a pair of bright green eyes. The voice spoke again, mellifluous and... female, coming from the dark shape. ~"Yes, I think it is time you and I had a little chat about our future."~ There was a soft laugh, one that echoed off of the bookshelves and made Twilight's heart race with something not quite love, not quite fear.

Twilight stood slowly, staring into that amorphous Shadow. She took a deep breath and exhaled it - she wasn't really breathing, but the mock action gave her a little focus. "So. The Shadow itself, I presume?" She queried softly, keeping her tone as polite and light as she could. "I'd thought Tantalus had invented you. Or that maybe I had been going insane." She kept it conversational, slowly descending from the dais at the center of her mind. Casually, she began to re-shelve the books of her memories, never taking her eyes off... whatever this was.

The voice tittered in soft laughter, and once again Twilight couldn't help but feel an ache brought on by the sound. ~"Oh my, no no no. You're still quite sane, little one."~ The mass began to move - slowly towards the brightness as she continued to speak. ~"In fact, you may be even more in your right mind than you ever had been before I came along..."~ The shadow was reshaping itself into something familiar...a black coated, maned and tailed female Alicorn shape - complete with wings and horn. ~"There. This is a little more familiar, isn't it? I must admit, it is a rather fetching form. It comes with so many... options."~ The Shadow tossed her mane fetchingly, and smiled in a slow sensual way.

Twilight had to agree. She looked like she could be a sister to Celestia and Luna, all long slender limbs and graceful curves. Her eyes were so incredibly vivid, Twilight would swear that they were glowing. She was... achingly beautiful. Of course she is, hooves for brains. It can look like whatever it wants to look like. It was hard to remember that though, when she stood mere feet away from Twilight, smouldering desire written even into the way she stood there. Twilight swallowed visibly and took a calming breath again. "You still haven't answered my question." She noted, hopping up onto one of the study table's chairs.

The Shadow smiled sensually again, bowing her head in acknowledgement. ~"Yes. I am the Shadow. You may call me Umbra, as is your right my favored Shade."~ The sleek feminine form glided across the floor in smooth, liquid steps. ~"You have pleased me quite thoroughly today. So it is time to contemplate our future together."~ She did not sit in the chair, so much as she slowly rose up into a sitting position - a shadowy throne engulfing the chair behind her and making use of it as a base. ~"We cannot work together properly if you do not understand some of what you must do."~

Twilight stared for a few moments. It was hard to believe this cultured, erudite tone of voice was the same voice she'd heard in her head earlier. "You'll have to forgive me if I'm a little... skeptical about your intentions. The last time a pony talked inside of my head, I ended up kidnapped and mind fucked," Twilight voiced harshly, narrowing her eyes. "and I would prefer it if you explained what this 'Shade' business is about." Her last words came out more as a growl - frustration beginning to grow in her.

Umbra smiled a little, patient amusement written in every line of her face and eyes. ~"I suppose I should not be surprised. My last Shade was hardly what you would call talkative when it did not suit him."~ There was a merry twinkle in her eye as she spoke, crossing her hooves daintily on the table. ~"Further, you are much smarter than he was. Benefits of a proper education, I suppose. Let's clear up the easy things first. I."~ She tapped her chest, softly. ~"Am what is in here."~ She gently tapped Twilight's chest, right where the warm feeling of the Shadow would be. ~"In a sense, it might make more sense for me to call myself a 'We' rather than an 'I', as I'm a... "~ She paused, tapping her chin slowly. ~"Not precisely a hive mind. More like my conscious is spread out amongst my many servants. I don't know if there's a word for that."~ She shrugged.

Twilight frowned softly. "If that's the case, then what...or more exactly, who am I talking to then?" she said, half glaring at the shadowy Alicorn across the table. "You don't seem to be a jumble of collected consciousness’s to me. Nor do you sound schizophrenic." She paused. "Though I am admittedly unqualified to be determining either of those things." She blushed a little, and wondered why she did so. I'm not like this except... except... around Celestia. but that made no sense. This creature, whatever it was - was not Celestia!

Umbra laughed softly - it sounded like the tinkling of wind chimes and sent shivers of desire down through Twilight's mind. ~"Oh goodness me! You're talking to Umbra, of course."~ She winked cheekily. ~"I never liked my physical form, you see. So many easily exploited weaknesses. So a very long time ago, I had a bright little idea. I would take little bits of my 'self'," She gently lifted a tiny ball of familiar looking shadow energy in her hoof. ~"and I would give them to other lucky creatures to keep safe for me." She gently blew on the ball and it soared across the table like a dust ball, and simply sank seamlessly into Twilight's chest - sending a burst of warmth throughout her body.

Twilight shivered again, and Umbra smiled broadly. ~"These lucky creatures would then become more like me,"~ She gently laid her hoof on her chest, affecting a humble look. ~"and I would be able to learn and grow alongside them. I get to live forever, and you get to be part of something wonderful. Everyone wins."~ She smirked softly. ~"Of course, this poor world needs something like me in it anyway. You poor mortals never seem to learn to just... let go."~ Her voice sighed out, and Twilight could feel the burning warmth and pleasure in her core. ~"It's my pleasure to help with that, of course."~

Twilight's breathing was coming a touch quicker with each moment, and the shadowy Alicorn slowly stood up, walking sexily around the table. ~"Of course, they all have their own lives. Own minds."~ She whispered softly as she walked. ~"It would be terribly difficult for me to make certain they are keeping my little gift safe."~ Twilight's heart began to hammer as that shadowy, soft form came ever closer.

Umbra smiled softly, and drew her ethereal hoof down Twilight's cheek. ~"And so, my Shade. In you lives the largest piece of me, my very core being. Just as it once lived within Tantalus."~ There was a brief pause and a sigh of disappointment, and Twilight felt a crack of pain - wondering how such a creature could be disappointed. Umbra spoke again, softly. ~"He was so obsessed with his self-appointed duty, he never saw the larger picture. Never saw what we could accomplish in the world together. Not at all like you."~ And once again, her voice was brimming with pride and satisfaction - and Twilight could only feel a glow of her own pride.

Twilight tried to force herself back to normalcy, biting down firmly on her lip. "Wh-what in Equestria are you doing to me!?" she blurted out, her breath coming in fast pants. The dark creature was nearly pressed up against her now, and she could feel her body aching for her. She wanted her to change her more. "I-I-I-I can't.." She whispered, her words coming in soft stammers. What's wrong with me? she couldn't help but think, her body unwilling to move away from this...Goddess, her mind whispered, traitorously.

Umbra simply smiled softly, and even that was enough to make Twilight arch towards her unconsciously. ~"You are my will made flesh within the world. You guide and protect those who have received my gift."~ Umbra said, speaking with a gentle and loving tone. ~"In return, you are granted unique strength and power far beyond the imaginings of ordinary mortals."~ Her shadow spawned wings flared out - somehow longer and more beautiful than any Twilight had seen before. Umbra's voice purred softly. ~"There are other benefits, of course. My favor not the least amongst them."~ Then she leaned in and kissed Twilight's cheek, ever so softly.

It was like lightning striking her - a bolt of the purest pleasure shot down her spine and straight into her loins. She came on the spot - and probably more than once. Twilight was not paying attention to that though, as all of that was now focused entirely upon the dark creature before her. She could not wrest her gaze from those beautiful green eyes, that shiny black coat and that gorgeous mane...

Umbra whispered sweetly into Twilight's ear, even as her silken mane pooled around the unicorn mare's body. ~"My shade, you have come such a long way. We were introduced in such an uncivilized way, and I had feared you would come to resent me."~ Twilight felt a soft giggle escape her, and Umbra returned the laughter in response. ~"Silly of me, I know."~ She admitted, like she was sharing some sweet secret with Twilight. ~"Yet here you are, already doing whatever it takes to protect me. So I have come to talk about our future together."~

Twilight's lips gasped out a breath, and she felt herself unconsciously nuzzling into that mane. "Yes..." She whispered, almost totally unaware that she had done so. "Our future." Twilight spoke a bit more firmly, trying desperately to retake control of the situation. Damnit, Twilight! Get your act together before she eats you like a cupcake! her mind raged at her, as she tried to pull her emotions together enough to get out a reasonable question. "What do you mean by that?" She managed, her hooves digging into her own thighs to try and use pain as a focus.

Umbra's voice was soft, almost musical in Twilight's ears. ~"You're very close, you know."~ She whispered, the breath hot in Twilight's ears. ~"So close to letting go. Only two more friends, Twilight. You must take them properly though."~ She chided gently, and Twilight felt a spark of shame inside. ~"You must be strong to face what is to come, and you will find strength in bringing those ponies to heel."~ There was a coy smile on Umbra's face, and she gently licked her lips with a too-long pink tongue. ~"Mmmh, besides... If you've got to do the work, you should at least try to enjoy yourself."~

Twilight's mental defenses were being beaten into nothing just by Umbra's touches. Twilight could not find words as Umbra continued to speak. "When you have taken them into my tender care... When all five of your friends are safe in my hooves, you will speak to Silent Moon. She will help you take the last step on your journey."~ There was a gentle laugh. ~"Then you and I shall remake this little nation into something more pleasing than this saccharine facade."~ Twilight's head swam with gentle musical laughter ringing in her ears. and the feel of that impossibly silky mane.

Twilight tried to rally her mind, but it felt like a wasted effort. Still, she had to try to get answers - it might mean nothing, or it might mean everything. She wouldn't know unless she tried. "What are you?" She whispered, oh so softly. The dark creature's hooves were slowly wrapping around her, and Twilight fell too willingly into her embrace. "What are you doing to me?" She asked, almost childlike - a ruse of course, but Twilight was swiftly running out of options.

Those green eyes engulfed Twilight's world, and there was a gently shake of that silky mane. ~"I am you. We are... one, you might say."~ she spoke, her voice suddenly softer, not quite as... sensual. ~"I am shaped by my Shade, just as my Shade is shaped by my power."~ Her hoof reached up to press against Twilight's - and sure enough, their hooves were precisely the same size. ~"When I looked into your heart and saw such sadness, such fear for those you love I could not help but weep for you. Rarely have I seen such a beautiful heart in all my countless years."~ Twilight could feel the gentle lips of Umbra softly touching forehoof, trailing up to her neck. ~"I simply wish to unlock that which held you back, my Shade. So that none may stop you from making safe all that you love."~

Twilight's breathing became heavy, and her eyes began to slowly half lid - lulled by the soft kisses and honeyed words. Umbra spoke gently. ~"You need not fret. Your friends are true in heart and soul, and true friends forgive all."~ Twilight did not know all of what was going on, save that she needed to listen, she needed to make sure she remembered everything her Goddes- Umbra. Everything Umbra told her. It was hard though, amidst the endless sea of sensual pleasure she was awash in. ~"Besides..."~ She said in a saucy tone. ~"All I wish to do is bring some happiness into the world... Surely even you can see how much happier my blessed children are?"~

Twilight only nodded slowly, her pupils restricted to tiny black points amidst a sea of soft purple. "How... can I help?" She inhaled the shadow power, deep into her lungs. Every moment felt like a little moment of heaven, here in the arms of the great Shadow. Goddess.... her mind whispered again, and it was becoming so much harder to resist saying that title - Yet resist it she did. Somehow.

Umbra giggled in delight, and gently nuzzled her silken cheek against Twilight's. ~"When the time is right, I shall show you how to bring an end to those who would threaten that which you love. No foe will be able to stand against you. No wall will stay your righteous word. Enemy will become Ally, and the future will be yours to command."~ Twilight nodded eagerly. Her hooves came up to touch the shadow mare, and it felt so glorious to do so.

Twilight reached up with her lips, only to be forestalled by a gentle hoof. Umbra smiled softly before she spoke ~"Ah, ah...not yet, little one. You have work you need to do today without distraction. But do not worry.."~ She whispered, in soft conspiracy. ~"When you sleep this night, we shall get to know one another properly."~

Twilight felt darkness begin to overwhelm her - but it was a soft darkness. A warm darkness, full of wet promises and loving kisses. ~"Now sleep, my Shade. And fret not... "~ the voice whispered. ~"We will have an eternity to spend with one another when your task is done.... "~

~"I will make certain of that."~

~~~~~~~~~~~~~~~~~~~
The Next Morning.....
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~~~~~~~Carousel Boutique~~~~~~~

A proper morning routine was one that stimulated the mind and beautified the body. Some might call Rarity's routine a bit extreme, but there was nothing else quite like it for getting her ready for the day ahead. Well, except perhaps a morning pampering session at the spa, but that was for special occasions. For Rarity, it began with a shower and mane care - always vital if she wished for her coiffure to remain firmly in the realm of reasonable. How Fluttershy managed to keep her mane so lush and beautiful with seemingly no effort, Rarity would kill to know.

Her morning proceeded apace - Once her mane and tail were up in curlers and the first cup of the day's coffee acquired, it was time to review the work she'd be going over today. Hmmh. Two suits for Fancy Pants, those should be easy enough to polish off. A sip of the java, and the gentle turning of her clipboard paper. Oh yes, I'll need to finalize this year’s Gala designs before luncheon. A practiced eye glanced over the pile of scattered papers across her draft desk, covered in a combination of pencil sketches and watercolor paints. Hmh. That might be a challenge.

She sniffed derisively and quickly glanced over the rest of the list. Nothing of particular note - the little patch jobs, repairs and modifications that were the bread and butter of her business of course. Rarity had long since gotten so adept at such things, she often simply worked on them in the background. A tiny bell tinkled from the wind up alarm, reminding her to take out the curlers.

Her mane now in magnificent shape, it was time to grab a spot of breakfast. Luckily, Sweetie Belle had been sleeping over at the Apples - which meant the kitchen was free and clear for her to enjoy a brief moment of calm before the busy day ahead of her. Toast (with strawberry jam, of course.), Two poached eggs, and more coffee. Simply lovely.

Too lovely to not be interrupted of course, as the front door of her shop was knocked upon quite vigorously. She sighed exorbitantly. If that is Fancy Pants here for his suits already, I am going to be cross with that stallion. True, he was much nicer than many of her customers, but he never seemed to slow down. She pushed herself off the chair and gave a quick check in the mirror. Fabulous as ever, darling. She winked cheekily at herself, then trotted off to the door.

"Com-iiing!" she sing-songed, magically unbolting the door locks and pulling it open. "Mr. Fancy Pants! Whatever brings you to my humble abode this fine morning?" Rarity might be cross with him, but that didn't mean this was any time to stop pouring on the charm. The stallion was a major client - probably her biggest next to Hoity Toity. Today though, his usual jovial demeanor was much more muted. It was more than obvious that something heavy weighed upon his shoulders - heck, even his fabulous moustache was drooping! "Darling, what's wrong?" Rarity dropped all pretenses, gently shooing him into the shop.

The poor white stallion was practically bent in two as Rarity sat him down, and a moment later a freshly drawn cup of coffee in his hooves - Three sugars, two creams, one dash of cinnamon. Never forget the way a friend takes coffee, and they'll never stop being thankful. She thought with a bit of prim pride. Indeed, a little sip of the sweet and bitter brew revitalized Fancy Pants a little. He smiled at her wanly before speaking, "However do you manage it, Rarity? Sometimes I wonder if you're not of royal blood yourself, so courteous you are to a poor old stallion like me."

That compliment was enough to send Rarity's cheeks to blush, and she coyly hid it behind her hooves. If he and Fleur weren't so madly in love... she thought with a purely internal sigh. Why are all the good ones taken? She shook off the thought and smiled at him coquettishly. "Well, I am simply the best at what I do, darling. Come on now, talk to Rarity. What on earth could possibly have you this down? Has Fleur taken ill?" Rarity felt a little flush of shame when she realized how eager she had almost sounded at that comment. Tsk, Rarity. Remember yourself!

Fancy shook his head slightly. "No no, nothing like that. She's in fine form, actually. Our anniversary is coming up, and she's going to be dropping by here for something special." Now it was Fancy Pants' turn to blush, and Rarity could not conceal her grin. He's got good reason to. I may not favor mares, but even I would consider any offer Fleur tended to me. Fancy had gotten over his momentary distraction and sighed. "I got word this morning that Filthy Rich is dead. Fleur's actually off with his wife and daughter, trying to comfort them a little. They're both in shock, as you can imagine." His tone told her he thought this would be obvious, even though Rarity was a little doubtful of it.

Rarity shook her head. The poor little girl. Brat or not, nopony deserves to lose a parent that young. It was a gentle, sad thought she had as Fancy Pants bravely plowed ahead with his words. "Now I know you were never terribly fond of old Filthy, but I'll be blunt. I do not believe the 'official' story which has been issued regarding his death." And now Fancy was drawn up, drinking deeply of the still terribly hot coffee. "The official report states that he attacked your friend Twilight Sparkle in a fit of madness when she confronted him about some shady business deal. Apparently, her personal body guard didn't take too well to that - and they broke his neck in the ensuing brawl." Fancy Pants' eyes darkened. "I always told old Filthy his tactics would get him in trouble someday, but that is irrelevant. I know- I knew Filthy better than most ponies. We went to Oxford together you know, and if there is one thing I can say with absolute certainty about Filthy Rich it is that he is a complete coward when it comes to physical fighting."

There was a moment of awkward pause, and Fancy coughed softly. "He'd have said it himself, you know. A fight with words, or finances, or even in the courtroom? He could be as pugilistic as any pony. Get in his face with hooves and he'd run like a scared rabbit." He slammed his lower hoof on the floor, causing Rarity to jump a bit. "So that's why I'm here. This story simply does not hold up." He frowned mightily. "What is worse, is nopony is even talking about it. Anypony else I've asked who might have been there has clammed up and told me I'd better clam up too if I knew what was good for me." There was a hangdog expression on his face as he finished off his cup of coffee with a sigh. "I don't know where else to turn to, Rarity."

Rarity folded her hooves and tried her best to look solemn. She already knew what he was going to ask, and she'd made her decision half a rant ago. "Of course, Fancy - I'll make arrangements to speak with Twilight immediately. I am certain I can get to the bottom of this." She frowned softly. "I cannot say what might possibly have driven her to this sort of deception, but I assure you - I know Twilight Sparkle. She might not be the most level headed of ponies but she is no killer."

Fancy sighed expressively, and smiled wearily at her. "Thank you, Rarity. I trust that you will be able to find the truth." He held up his hoof. "Please though, come to me first with the story. It is possible, I admit - that Filthy got himself deep into something bad. Perhaps this is all to simply save face for his family, and let his crimes die with him. But I must know, Rarity. And I assure you, I will not forget the favor." His hooves shook Rarity's, and Rarity nearly keeled over with delight. A personal favor - from Fancy Pants himself! In spite of the seriousness of the situation, Rarity practically bounced like Pinkie Pie at the thought.

She did not of course, instead she patted his hooves gently. "Of course, Fancy. I'll put some things together and leave straight away." Forget the Gala dress designs! They could wait a day or two. She'd regret it later with lost sleep, but a favor from the Canterlot trendsetter would be worth a thousand sleepless nights. "I'll have to put your new suits on hold for a few days though." Perhaps it was best to test the waters a little, so she teased at him with her comment.

He gave her a soft chuckle in return. "I'll manage. Perhaps I'll wear that dark tuxedo without the white that you made for me for the last Gala. A little quid pro quo for your help." He winked at her, and she accepted it with a professional smile. "I had best get back to Fleur. We're going to be handling the administration of Filthy's estate, so I'll be in business meetings with his wife for several weeks. You'll find me there." He gently shook her hooves again, and quickly exited the Boutique - unable to hide the brightness of tears in his eyes.

Rarity shook her head softly. "Poor Fancy." She opined to her empty shop, then sighed softly. Twilight Sparkle, what in the name of harmony have you gotten yourself into now?

Author's Notes:

Sorry for the wait guys! I needed to recharge my mental batteries yesterday. I may need to do it again tomorrow, but we'll see. Things are going well though.