Dearest Twilight Sparkle,

I hope you are well! I am presently travelling to a distant corner of Equestria, to the town of Unicornassus, a place where rumor has it many powerful unicorns gather to test their magical mettle. Rest assured that I am not seeking to prove my superiority, merely to practice and improve my skills, and learn from the other unicorns I meet and compete against.

I hope that when I return to Ponyville, we might have a friendly contest, as respectful equals, to put to the test what we have each learned since our last meeting.

Your friend and former rival,
The Great And Reformed Trixie

Twilight chuckled as she finished reading the letter, rolling her eyes. "Oh, Trixie." She paused. "Still, that doesn't sound like TOO bad an idea. Maybe I should think of taking a trip to Unicornassus..."

* * * * *

So many unicorns, with such amazing magical talent! Trixie was more certain than ever that she had made a good decision, coming to Unicornassus.

"I, the Great And Powerful Trixie, do hereby declare that I wish to test the mettle of any unicorn who would be willing to engage in a friendly magical contest! Come forth, any who wish to be dazzled by my power! Ahem...and to impress me with what skills you possess as well, of course."

"Oh, I'll take you up on that challenge."

Trixie turned. Behind her stood a mare, slightly taller than herself, with a gaunt build. Her coat was magenta, her horn was almost as narrow and sharp as an alicorn's horn, and her long mane and tail were bright silver, with streaks and highlights fading into darker, almost steely shades. She wore a flapping, deep purple cape that concealed her cutie mark, with matching bangles just above each hoof. Her eyes were a pale, pearly pink. Something about those pale eyes unnerved Trixie. The predatory leer on the mare's face wasn't helping.

"Y-yes, very well then. Might The Great And Powerful Trixie have your name before we begin?"

"Sure," the mare said. "I'm Charmcaster."

A blood-red spark grew at the tip of Charmcaster's horn, and the bright, clear sky suddenly turned black. A cold, stiff breeze filled the street...

* * * * *

Four days had passed since Twilight had received Trixie's letter. During that time, she had taken care of a number of tasks around the library and announced to all her friends that she was taking a little trip. They had offered to accompany her, of course, but she had sadly informed them that she might be away for some time, and she couldn't bring herself to ask her friends to put their lives on hold while she mingled with other unicorns. The admission that she was meeting up with Trixie laid any further protests to rest; her friends weren't quite as willing to spend any length of time around the boastful mare as Twilight was.

"Besides," she had told them, "this is likely to just be a bunch of unicorns showing off. Trust me, it's not a good idea for anypony without strong magic to be around when that's going on."

Twilight was in the process of making a checklist of duties for Spike to take care of while she was away, when there was a knock on the door. "Come in," she called distractedly.

The door juddered open, and there came a muffled *thump*, followed by a pained grunt. Curious, Twilight turned to the door, only to find Derpy Hooves sprawled over a stray book that had somehow ended up in the middle of the floor.

"Oh, sorry about that, Derpy!" Twilight said. "I'm about to go on a trip, so things are a little hectic around here."

"It's okay, Miss Sparkle," the mailmare said. She fished a letter out of her saddlebag. "You got a telegram."

"A telegram?" Twilight asked. She accepted it with her magic and floated a couple of bits into the pegasus' bag as a tip. Derpy gave a hoof-wave and drifted out the door with a wobble. Twilight absently closed the door behind her, re-shelved the errant book, and examined the telegram. As its contents registered in her mind, she gasped, eyes wide.

"SPIKE!" she yelled. "Go let everypony know I'm leaving right away, I couldn't finish the checklist but I'm sure the others will help you keep the place in order if you ask, don't stay up too late or eat too much ice cream, sorry I gotta go NOW bye!"

Spike ambled downstairs just in time to watch a bright magenta burst of magic fade into nothingness. He blinked. "What the hay was THAT all about?!"

A slip of paper fluttered to the ground. Spike picked it up and read it. His eyes widened. "Whoa."

* * * * *

Twilight wasted no time in disembarking from the train as soon as its wheels ground to a halt. Once she was on the platform, she scanned the ponies there, identifying a conductor almost immediately. "Excuse me," she began in a breathless rush, "could you please direct me to the local hospital?"

The conductor nodded. "Sure, it's just up that street, past the third intersection. You okay, miss?"

"I have a friend who's hurt," she said.

The conductor sighed. "There's a lot of that goin' 'round lately."

Twilight raced up the street at full gallop. Focused as she was on her destination, she nevertheless took note of a tense atmosphere; very few ponies were roaming the streets, and those few she saw were casting furtive glances about themselves and speaking in hushed, hurried whispers.

Soon, she reached the hospital, only to find a sizeable crowd of ponies crammed into the lobby. A harried receptionist struggled vainly to keep up with a tumult of voices shouting complaints, angry demands, and cries for help.

"EVERYPONY CALM DOWN!" the receptionist shrieked. "If you could all just line up and wait for me to help you each in turn..."

The ponies didn't heed her request; the cacophony of angry, pained, and frightened yells and whinnies continued unabated.

Twilight frowned. She'd never get anywhere with this unruly, deafening crowd obstinately refusing to behave civilly. Lowering her head and gritting her teeth, she focused her magic. Her horn glowed...

The lobby suddenly fell completely silent. The ponies were still yelling and screaming and complaining, but their voices had been muted. After a moment, they all seemed to realize this, and whirled around to face the source with furious eyes.

The receptionist looked terrified, but relaxed when she got a good look at the pony in the door. Her expression quickly turned to annoyance. "Now see here!" she snapped. "You should know better than to pull a stunt like that, especially with what's been going on lately—"

"I'm not from around here," Twilight replied. "I just received an urgent telegram asking me to come here, left without giving a good friend a chance to throw a party for me, left my library in complete chaos, and didn't even give my assistant a checklist of chores to do because I was too worried about a friend of mine who's in this very hospital—"

"A lot of ponies' friends are in this hospital," the receptionist replied, unimpressed by Twilight's tirade. "That doesn't give you the right to—"

"I'm Twilight Sparkle," Twilight interrupted, "and I—"

The receptionist's mouth snapped shut. Her eyes widened. "Twilight Sp—THE Twilight Sparkle?!" she gasped.

The other ponies in the room stared at her in awe. It was only then that Twilight realized every single pony in the room was a unicorn. Suddenly feeling self-conscious, she released the muting spell. "Um...you've heard of me?"

"Every unicorn in Unicornassus knows who you are," somepony said reverently.

Twilight blinked. "Really?"

The receptionist smiled. "I take it you've never visited our city before?" When Twilight shook her head, she continued, "We make it our business to know everything there is to know about all the great unicorns in Equestria. Unicornassus was founded on the celebration of magical talent in unicorns, and your special talent is magic itself..."

Twilight rubbed the back of her left front hoof with her right front hoof, blushing awkwardly. "I, um...wow." She shook her head. "But this isn't the time for that. I came to see Trixie."

The receptionist's ears drooped. "Oh, yes...well...the doctors are operating on her horn at the moment. I'm afraid you'll have to wait in the waiting room until she's out of surgery and awake."

Twilight gasped. "Horn surgery?! What the hay happened?!"

The crowd of unicorns glanced at one another, faces grim. "The same thing that's happened to nearly every unicorn in this city," a golden stallion said. "Charmcaster."

* * * * *

Spike had wasted no time in gathering Twilight's friends. They all listened in disbelief and horror as the baby dragon read the telegram that had sent their neurotic friend into a tizzy.

Trixie has been seriously injured. She is being treated at the St. Clover Medical Center in Unicornassus. Her condition is critical. She is asking for you. Please come.

Rainbow Dash snorted. "Trixie? What'd she do, try to shove her horn up her own—"

"Trixie may not be the nicest pony we've ever met, but she is Twilight's friend. Err, sort of," Rarity said. "Twilight would never abandon any pony in need, especially not a friend."

Pinkie tilted her head. "Well...maybe we should throw a Get Well Trixie party? Or maybe just throw a party for her when she's all better and can come to Ponyville again?"

Nopony answered.

* * * * *

"Charmcaster?" Twilight asked.

The same stallion who had spoken before snorted angrily. "She blew into town a few days ago. She's one of the most powerful unicorns in Equestria, but nopony had ever heard of her until she showed up in Unicornassus." He lowered his head. "She's evil."

"She's sadistic," another stallion added.

"She's psychotic," a mare said.

"She's hot," a colt piped up.

Everypony glared at him. He blushed, trotting two steps back toward the wall. "What? She is," he complained.

The golden stallion shook his head, snorting again. "She's been terrorizing the whole town ever since she showed up," he said. "We can't get rid of her. Nopony's powerful enough. Even the town guard..." He lowered his head.

A mare sidled up to him and nuzzled his broad neck. "It's not your fault, Midas." She then glanced at Twilight and said, "Midas Touch owns the local bank, and he's also the lieutenant of the volunteer town guard. I'm his wife, Magic Touch."

Twilight frowned. "How many ponies are in the town guard?"

"There were ten," Midas said. "Charmcaster killed two of us. The rest, except for me, are all badly wounded, and I've exhausted my power. The guard captain, Noble Sword...his horn's completely destroyed." The unicorns bowed their heads in silence.

Twilight gasped. "Noble Sword?! But he's...he's my cousin!"

"Really? We didn't know," Magic Touch said sadly. "He never mentioned it...I'm so sorry..."

"I haven't seen him since I was a filly," Twilight said. "He left Canterlot before I got accepted as Princess Celestia's student..." She shook her head. "But nevermind that. This Charmcaster has actually killed ponies?"

"I'm afraid so," Midas Touch said.

"I need to know everything that's happened," Twilight said, her tone becoming authoritative.

Midas nodded, drawing a shaky breath. "We first got wind of a pony challenging others to dangerous magic duels not long after Charmcaster arrived, but we couldn't learn anything. Then the reports started growing worse, and the hospital called to say over a dozen ponies had been attacked.

"Then, yesterday..."

* * * * *

A calm, boring afternoon of deposits and withdrawals was broken by a bloodcurdling scream.

Midas Touch emerged from his office as the bank's tellers and patrons whipped their heads around to the door, trying to get a glimpse of what might be happening outside.

The door burst open, and the dark, velvety purple head of Noble Sword poked in. "Midas!" he called. "There's been a murder!"

Everypony gasped. Midas' face became grim. "Charmcaster?"

The ponies gasped again, glancing fearfully at one another.

Noble nodded. "We're mobilizing. This has gone far enough."

"Right," Midas agreed, nodding. "Listen up everypony! The bank is closing right now. Go home and lock your doors. Put up a shield spell if you're strong enough, and keep it up as long as you can." With that, he cantered out the open door to join Noble, pausing only to don a red vest with a silver shield pinned to the breast. As they moved into the middle of the street, eight other ponies joined them, each wearing a similar red vest, except without shield badges on theirs.

Noble Sword absently adjusted the gold shield badge on his own navy blue vest before addressing the other ponies of the guard. "We will be searching the town for the renegade unicorn known as Charmcaster," Noble said. "As you know, Charmcaster is very dangerous. DO NOT attempt to engage her in single combat! We will be splitting into five groups of two. Once you find her, send up red sparks, and the rest of us will converge on your location. Stay on your guard, my little ponies!"

"That's excellent advice," a voice like poisoned honey said. The guardponies looked around wildly.

The sky turned black, the road they stood upon turned blood red, and a hazy, equine shape faded into view, glowing pink eyes narrowed dangerously.

"SHIELDS!" Midas snapped. His horn flared with a brilliant golden aura; a shining gold shell of magic sprang into being around him. Beside him, Noble Sword was enveloped in a strong dark blue magical shield; the other eight ponies flanked them, magical shields of varying colors and strengths forming, filling the street with a wall of colorful magic.

Charmcaster laughed as she became fully visible. "Well well, what do we have here? Surely this can't be the entire town guard."

"Charmcaster! You're under arrest!" Noble Sword declared. "Stand down and surrender peacefully, or we'll subdue you by force!"

"I like it rough," Charmcaster sneered. The tip of her horn glowed with a dazzling red spark, white-hot at its core. Several gleaming purple steel rings appeared out of thin air, wreathed in coronas of crackling red sparks. With a nod of her head, she hurled the deadly rings at the guardponies. The shields of all but two ponies held; these two staggered as their shields collapsed under the power of Charmcaster's attack. The other ponies were struggling to repel the remaining rings, and thus were unable to assist their fellows; Charmcaster disappeared in a flash and reappeared next to one of the unbalanced ponies. He whinnied in terror as she gored him in the side with her horn; blood trickled down his side as a sickly red-black aura surrounded the two of them.

"What—what're you doing to him?" Noble gasped.

"Be quiet, I'm thirsty," Charmcaster said. In the magical darkness, a bright lime-green glow seeped from the fallen pony, flowing up Charmcaster's burgundy horn. Her eyes glowed more brightly; after several seconds, she disengaged, teleporting out of the way of a clumsy attack by the other pony whose shield had fallen. Red lightning snapped from her horn, striking him directly in the cutie mark. With another toss of her head, she ensnared him in bonds of red lightning.

By this point, the other guards had dropped their shields to assist. Charmcaster teleported away, erecting a shield of her own. "Go ahead, knock yourselves out," she jeered. "I'll just do the same thing to all of you once you're all tired out."

Noble Sword growled. A massive magical blade emerged from his horn; he charged, letting out a battle cry as his special talent collided with Charmcaster's shield. Meanwhile, Midas assisted the fallen guard, while the others tried to break the binding spell she had placed on the other incapacitated unicorn.

"Green Horn! Are you okay?" Midas asked the wounded guard.

"I..." Green Horn winced as he pushed himself to his hooves. His knees buckled, and Midas helped him stand properly. "She...drained my magic..." Green Horn said. "I can't—"

"Rest, son," Midas said. "Just rest, and—"

"No," Green Horn said, pawing the ground with a hoof. He snorted steam. "She'll pay for—"

A massive explosion cut him off, and the guards whinnied as Noble Sword was blown backwards, bowling three of them over. Bits of charred bone scattered on the ground. "Captain!" Midas bellowed, charging to the aid of his commander and friend.

Noble Sword lay still on his side, unconscious. His horn was gone.

The other guards whickered in fear. Midas closed his eyes and let out a slow, angry hiss of breath. "No..." he said quietly. "I won't forgive this." He turned to face Charmcaster. "I WON'T FORGIVE THIS!" he bellowed.

The murderous unicorn laughed. "Nopony asked you to!" she sneered. She tossed a dozen lumpy purple rocks engraved with glowing pink runes into the air. Her horn glowed, and the rocks began to grow, mutating into misshapen, horrific creatures.

"Golems?!" a younger stallion gasped. "She can make GOLEMS?!"

"My bag of tricks is full of surprises," Charmcaster said. Then, she directed her golems to attack.

Deprived of his magic, Green Horn resorted to hoof-to-hoof combat with the rock creatures, despite Midas' warnings. The powerless unicorn was quickly trampled into the ground; Midas looked away as the mint-green stallion's broken body fell to the dust, blood darkening the road.

Three of the other ponies erupted into furious action, blasting apart golems with powerful spells. They joined their power and turned it against Charmcaster, but she laughed and deflected their attacks with a roaming shield spell. Then, she faded from view, a flurry of glowing magic rings replacing her and darting around, forcing the guards into defensive postures.

"Where did she teleport to?" a guard asked, looking wildly around.

"I don't think that was teleportation," Midas said. "I think she's invisible!"

"VERY good," Charmcaster's voice purred from where Noble Sword had fallen.

Midas gasped and turned, nearly getting an ear lopped off by a spinning, sparking ringblade, to see a faint haze of pinkish burgundy hovering over the fallen captain. A wound opened up in Noble's side with a wet squelch, and the same red-and-black aura surrounded him as had surrounded Green Horn...

Midas' eyes widened. "She couldn't be...!"

A navy blue glow flowed out of the downed captain into the hazy burgundy mist, outlining an indistinct pony shape above him.

"NO!!" Midas screamed. Dropping his shield, he seized the deadly flying ringblades in his own magic, turning them solid gold as he hurled them in the direction of that blue haze. Charmcaster suddenly snapped into focus, leering as an enormous scarlet sword erupted from her horn, cleaving the golden rings effortlessly.

Charmcaster grinned. "Well, well. Looks like you figured out my little trick," she said.

"You...you MONSTER!" Midas snarled. "You drain other unicorns' magic!"

"And their special talents, if they even have any," Charmcaster replied indifferently. "By the way, you're Midas Touch, am I right?"

"And what of it?" Midas challenged.

"Well, I just wanted to thank you for your sister's talent," the madmare said nonchalantly. "I'd thank Invisible Touch herself, but, well..." She let that ominous pronouncement hang in the air.

The other guards fell silent. Midas' anger became palpable, filling the air with humming golden power. "You..." He rasped hoarsely. "You...you killed my sister...?"

"I kill a lot of ponies," Charmcaster said conversationally. "Believe me, by the time I'm done with them, I'm doing them a kindness."

The remaining guards flattened themselves to the ground as Midas' power swelled. "I'LL KILL YOU!!" he declared.

"Sorry, I'm not in the mood to die today," Charmcaster said, leaping high into the air. Her horn pulsed with white-hot light; a massive bomb of pure scarlet magic dropped to the ground, crackling. At the last possible second, Midas turned all of his murderous rage into a solid gold shell around the bomb; the explosion tore apart the street, wounding every guard except himself, and killing one of the younger guards, whose body fell atop the dead, still form of Green Horn.

Charmcaster vanished, her chilling laugh echoing as the earth and sky returned to normal.

Midas Touch collapsed to the ground, exhausted, and began weeping.

* * * * *

"No..." Twilight moaned, ears flat against her head. "I've...I've never heard of anypony that...that EVIL..."

"If she isn't stopped soon, she'll be as dangerous as King Sombra," Midas said, voice thick and rough as his wife nuzzled him. "I...used all my power...it'll be weeks before I'm back in fighting form, and after what she did to my friends, and my sis..." He trailed off into choked sobs. The other unicorns in the lobby shuffled uncomfortably.

"I'll write to Princess Celestia," Twilight said. "She needs to know—"

"No," Magic Touch said firmly. "We can't risk the safety of the Princess." She paused. "I know she's more powerful than any unicorn, but...if by some chance Charmcaster managed to..." She trailed off.

Twilight cringed. "If she did to the Princess what she did to those other ponies, the whole of Equestria would be in a lot of trouble," she agreed.

"We're at a loss," Midas forced out, his voice still rough and thick. "We've done everything we can. Please, Miss Sparkle...you have to find some way to put a stop to Charmcaster."

Twilight nodded firmly. "I'll do my best to come up with something. But first, I really need to see Trixie. And my cousin," she added.

Midas' ears flattened. "Noble Sword is in a coma."

"...oh," Twilight said quietly.

* * * * *

Twilight paced in the hall, worried about Trixie and Noble Sword. She'd heard horror stories of horn damage and mana leakage, and she'd had terrible nightmares as a filly about her horn breaking off and rendering her incapable of performing magic ever again. Noble Sword would never know the wonderous surge of magic coursing through his horn again, if he ever woke up. Trixie may not have been as great as she believed herself to be, but she still had a decent amount of talent, and once she got over herself, she wasn't the worst pony to be around. It would be horrible if she were to be left without her magic...and what if her magic had been drained? What if Trixie no longer had any magic at all? Would she even be able to live with herself without magic?

As she paced, Twilight's mind turned to the other burning question, the thing which worried her the most: Charmcaster. The unicorns in the lobby had painted a rather dire picture of the situation in Unicornassus. The idea of a complete sociopath with magical prowess rivalling her own, deliberately inflicting harm on other ponies...draining their magic to make herself more powerful...

Things like that just didn't happen in Equestria! And yet...

The doctor emerged into the hall. "Miss Sparkle? Trixie has just regained consciousness. She's groggy, and the painkillers are making her a little weak, but she wants to see you."

Twilight nodded, took a deep breath, and trotted into the recovery room.

* * * * *

Trixie looked up at her visitor and smiled weakly. "Twilight Sparkle," she said. Her voice was thin and reedy, lacking its usual haughtiness.

"Trixie," Twilight said softly, plopping herself at the blue mare's bedside. Trixie's mane was limp and sweat-soaked. A thick ring of gauze encircled her horn. Twilight winced.

Trixie noticed the wince, and tutted. "It's only a scratch," she said. "Trixie would never be so careless as to allow her horn to be broken by some hooligan."

Twilight frowned. "Trixie...Charmcaster is a lot more than 'some hooligan'. I've been talking to the townsponies. She's...she's been killing other ponies...stealing other unicorns' magic..."

Trixie tilted her head. "Trixie had heard such talk as she drifted in and out of consciousness."

"Did she..." Twilight paused. "Your magic...did she...?"

Trixie laughed weakly. "Do you think me stupid enough to go horn-to-horn with a walking nightmare like Charmcaster?" she snorted. "As soon as I realized how dangerous she was, I teleported as far away as I could." She grimaced. "I can't summon a teleport spell very quickly, so I was vulnerable for an instant. One of her spinning rings of doom struck me in the horn just as I was teleporting. Fortunately for me, it threw my spell off enough that I reappeared in the hospital lobby."

"So you got hurt running away?" Twilight asked.

Trixie shot her a dirty look. "This is hardly the time to gloat over the Pathetic and Cowardly Trixie's feeble attempts to save her own hide..."

Twilight shook her head fiercely, throwing herself on the surprised blue mare. "Nonononono! You silly horse! I'm just glad you're going to be okay! After what I've heard, I was so afraid..." She paused, sniffling. "I don't want to see anypony I know get hurt..." Blushing, she levered herself off Trixie. She looked away, ears flat against the sides of her head. "My cousin, Noble Sword...Charmcaster drained his magic and destroyed his horn."

Trixie's eyes widened. "Oh, Celestia. Twilight...that's awful."

"So I'm glad that didn't happen to you, and as soon as you're back on your hooves you need to get the HAY out of this town," Twilight said.

"The Great and Powerful Trixie...does not need to be told twice...when to run away..." Trixie's eyelids fluttered. "And she is very drowsy right now."

Twilight smiled. "Rest, Trixie. I'll be right here."

* * * * *

Twilight refused to move from Trixie's side, and the doctors and nurses decided not to bother her. They promised to let her know if Noble Sword woke up, then brought her a few blankets. She had been at Trixie's side only a few hours when sleep claimed her.

=Welcome.=

Twilight stood abruptly, peering around. She stood on a dark, dusty, starlit plain. A bright, shining moon hung full and low overhead. "Huh?"

=Be thou not afraid, Twilight Sparkle.=

Twilight's head snapped around, searching for the source of the voice. In the inky darkness, she spotted a velvety blue mane, flowing in a nonexistent breeze, tiny silver stardust speckles twinkling in the beautiful curtain of hair. "Princess Luna," she breathed. "Where—?"

=Thou art dreaming, Twilight Sparkle. Dreaming, and yet not dreaming.=

"How can SHE be the one dreaming? This is MY dream, is it not?" a haughty voice called.

Twilight looked past Luna, and saw Trixie standing on the rise of a small hill. "Trixie!" she exclaimed.

Luna chuckled.

=Thou art BOTH dreaming, my little ponies. We have united thy dreams for an important purpose.=

"You can DO that?!" Twilight asked, wide-eyed.

=Indeed We can. But please do not ask several thousand questions about something as irrelevant as Our dreamwalking magics. We have a more important matter at hoof, and We do not wish to waste any time with trivial things when there is so much at stake.=

"What do you mean? And why am I here?" Trixie asked.

=We are aware of the malevolent presence of the unicorn called Charmcaster. We cannot intervene. It would be irresponsible and dangerous for either Ourself or Our sister to confront one so dangerous. Our sister has forbidden Us from entering the dreams of Charmcaster, if indeed she dreams. We considered our options, and found We had but one.=

"You're going to ask me to stop her, aren't you?" Twilight asked.

=We are going to ask BOTH of thee to battle and defeat Charmcaster.=

Trixie paled. "Wait just a minute! I'm as loyal a subject as anypony, but I don't do magic duels! Well...not THIS kind of magic duel anyway. This is way out of Trixie's league!"

=We shall train thee.=

"That's why we're both here, in a shared dream?" Twilight asked. "So you can train us to fight Charmcaster?"

=Yes.=

Luna rose into the air, becoming ethereal, and Twilight suddenly realized that the "moon" above was in fact NOT the moon—for she and Trixie were standing on the moon.

=In the world of dreams, We can manipulate time. For every second thou sleepest, We will train thee for an hour. When thou awakest, thy strength will be at full, thy magic greatly increased, and thy skills sharpened for the battle that is to come.=

"But why ME?!" Trixie whined, stamping a hoof. "I get why Twilight's here, this is the kind of thing she's, I don't know, useful for or whatever, but—"

=Because thou art Our descendant.=

Trixie and Twilight both stared at the night princess. "WHAT?!"

=ENOUGH! To the training!!=

* * * * *

"You two! Use the Gossamer Wings spell to fetch help! We need pegasi to help get this fire under control! Everypony else, water spells if you can cast them!"

The early morning hours had greeted the awakening ponies of Unicornassus with a horrific sight:

The western half of the city was on fire, and the fire was spreading quickly.

"We need to build a firebreak!" somepony shouted. "We've got to keep that fire away from the hospital!"

Midas Touch grimaced. "Somepony needs to alert Twilight Sparkle," he said. "I fear our only hope now is Princess Celestia..."

Two veritable EXPLOSIONS of teleportation magic erupted at Midas' flanks.

Midas gasped.

Twilight Sparkle and Trixie stood at his sides, confident, determined expressions on their faces. Both mares radiated magic like nothing he had ever felt. "What in the...?"

"We'll take it from here, Midas," Twilight said.

"She certainly has done a number on THIS place," Trixie exclaimed.

Twilight's horn flared with a brilliant ruby aura, flecked with gold. A wave of magical pressure SLAMMED down onto the town of Unicornassus. The flames engulfing the city instantly died.

Midas gasped again. "What—?!"

Twilight closed her eyes. "I feel her," she said. She glanced to the north. "There."

Trixie nodded. "Yes, I sense her too. Shall we?"

Both mares vanished. Midas stared at where they had stood. "What in Equestria WAS that?!" he breathed.

* * * * *

Charmcaster stood upon a stone belltower on the north side of Unicornassus, observing the city calmly. "Hmm...they managed to put out my little fire faster than I expected," she murmured. "Alright then..." Her horn flared...

"HOLD IT RIGHT THERE!"

Two unicorns materialized in midair, flanking the tower. One was lavender, with a straight-cut indigo mane with a pink stripe. The other was familiar: the pitiful clown Trixie, whose magic was so pathetic she had not even deigned to absorb it. Except now she seemed to radiate power. The lavender mare hovered in the air on gossamer golden butterfly wings; Trixie floated closeby on silvery moth wings.

"Alright, I give, what's this supposed to be?" Charmcaster asked in a bored tone.

"Charmcaster! You are guilty of crimes against Equestria! You have tortured, injured, and murdered ponies! You have stolen magic from other unicorns! You have attempted to burn down an entire city! We have been sent to bring you to justice!"

"Surrender now, or the Great and MAGICAL Trixie will DESTROY you!"

Charmcaster rolled her eyes. "HER, I know," she said conversationally to the lavender mare, "but who the hay are YOU?"

"Twilight Sparkle," the lavender mare declared, "personal student of Princess Celestia!"

Charmcaster raised an eyebrow. "Ahh, so you're the famous Twilight Sparkle," she said. "I've been looking forward to meeting you."

"When we're through with you, you'll wish you hadn't!" Twilight replied, rearing in midair.

The evil unicorn rolled her eyes. "You really suck at witty banter," she said. Her horn flared, and her cloak transformed into a massive pair of leathery purple bat wings, with which she launched herself into the air. The beating of her wings revealed her cutie mark: a unicorn skull with a broken horn, a neon pink stream of magic flowing out of it. "But if it's a flank-kicking you want, well...it's a long way down!" Charmcaster's dark red shield snapped into existence around her body, and a massive blood-red magic sword erupted from her horn. She launched herself at Twilight, magic blade swinging.

Twilight teleported out of the way of the attack, reappearing behind Charmcaster. Her own ruby shield in place, she began firing golden bolts of lightning at Charmcaster's flank. They crackled across the blood-red shield, which held; Charmcaster laughed haughtily as she turned to face her. "Pathetic!" Charmcaster cried.

Shimmering silver stars bit into Charmcaster's shield in the same place Twilight had struck it, and the shield wobbled. Charmcaster shuddered. "What—?!"

"NOW!" Twilight barked. She and Trixie lowered their heads and poured thick, surging beams of sheer power into Charmcaster's shield. The magic shield wavered, then disappeared; the beams continued onward, slamming into Charmcaster and spinning her in midair. She lost control of her flight spell and dropped to the ground with a cry.

"You don't get away that easily!" Trixie cried, teleporting below Charmcaster. She twisted in midair and bucked the approaching unicorn with her hind legs; her hooves glowed a bright silver, and a wave of pure magic force ripped away from them, slamming into Charmcaster and driving her straight back up toward Twilight.

Twilight grinned. Her hooves began to glow gold as she folded her wings and dropped straight down onto Charmcaster; at the moment she made contact, a flare of exploding golden magic tore through the burgundy mare's body with a booming thunderclap, rocketing her back down toward the waiting Trixie.

As Charmcaster approached, Trixie charged up her hooves again, and kicked Charmcaster sideways; the killer unicorn screamed as she was launched into the wall of the belltower. Her bones crunched sickeningly as she slammed into the ash-grey stone; her cape reverted to normal as she slid to the ground.

The two amped-up unicorns landed next to her, dispersing their own flight spells. "Is she dead?" Trixie asked.

Charmcaster coughed, pushing herself to her hooves. "I won't give you the satisfaction of dying!" she spat. Her horn flared; the white-hot core of the spark expanded and slid over her own body. She screamed in pain, but Trixie and Twilight could see, to their dismay, that Charmcaster's body was mending itself.

"Healing magic," Twilight said, scowling. "She killed a healer."

"That's just despicable," Trixie spat.

Charmcaster cracked her neck, smirking at them. "All better!" she sang. With a malevolent grin, she added, "Ready for round two?"

Two dozen glowing purple rock golems erupted from nowhere, surrounding Twilight and Trixie. The golems grew to twice the size of even the burliest stallion, and soon the two mares were engulfed, unable to see anything but deadly purple rock.

Charmcaster laughed. "Now, if you don't mind, I have a city to burn to the ground!"

"YOU'RE NOT GOING ANYWHERE!" a stallion's voice bellowed.

Midas Touch, Magic Touch, and a dozen other ponies had appeared. They combined their power to erect a forcefield that stretched from one end of Unicornassus to the other. "We may not have the power to fight you," Midas rumbled, "But we can definitely keep you from running off before those two finish you off!"

"Finish me off?" Charmcaster echoed, laughing a brittle, hollow laugh. "Why, Midas, you make it sound as if I'm in ANY danger of being defeated." Her eyes flared, and a massive explosion of angry red heat erupted outward from her body. It shattered half the golems, blasted the barrier ponies off their hooves, and ripped apart the fragile magic wall like tissue paper. Chuckling, Charmcaster dusted off her cape with her hooves. "Now, where were we...?"

"We were right about HERE!" Trixie bellowed, diving upon Charmcaster from behind and tackling her. Trixie's horn glowed bright-hot with a bluish-white aura shot through with silver streaks. The aura around her horn intensified as she focused all of her newfound magical might. She jabbed the tip of her horn into the base of Charmcaster's neck as the other unicorn struggled to throw her off. "For all your misdeeds...once and for all..."

"TRIXIE, NO!" Twilight suddenly cried.

"Listen to her! Don't kill me!" Charmcaster begged.

"I'm afraid...I MUST!" Trixie shouted, unleashing the charged magical bolt.

Charmcaster grinned triumphantly, flipping over onto her back underneath Trixie, and pressed her horn directly against the blue mare's. There was a massive flash of blinding silver light...

"NO!!" Twilight cried.

Trixie fell to the ground, limp and unmoving. From her vantage point, Twilight could not tell if she was dead or alive.

A surging ball of silver-blue energy wobbled at the top of Charmcaster's horn. It struggled, as though trying to avoid being absorbed, but a ball of black lightning snapped around it from the evil unicorn, and the full magical might of Trixie was absorbed.

A stiff wind stirred around Charmcaster's hooves, kicking up dust and debris. The very air hummed and crackled with her increased power.

"No..." Twilight cried in anguish. There was no hope now...she and Trixie had entered this battle equal in power. If Charmcaster had her own formidable power AND Trixie's combined, then...

Charmcaster laughed, a powerful laugh that echoed like thunder. "BEHOLD!" she cried. "I AM THE ULTIMATE UNICORN! No power in Equestria can stand before me! EVEN CELESTIA HERSELF COULD NOT CHALLENGE MY POWER!!" The raw power of her voice distorted the air.

Twilight dragged herself to her hooves. "Maybe not," she said, "but I'm going to do my best!"

Charmcaster laughed derisively at her. "PITIFUL, WEAK CREATURE!" Her horn lit up with pure white light, and a shower of strobing multicolored magic beams buffeted the lavender unicorn, driving her backwards across the ground. Even with a hastily-erected shield, it was all she could do to stay on her hooves.

As Twilight's forcefield collapsed, Charmcaster gave a shriek of triumph and strode toward the fallen pony. "Oh, I am going to enjoy killing you very slowly," she said, tasting each syllable as though it were a delectable morsel. With another flare, she continued buffeting her foe with strobing beams of pure magic.

Twilight writhed under the madmare's assault, trying in vain not to scream. Every cell of her body cried out in agony. Hot tears fought to leak from her eyes, but they were squeezed too tightly shut.

*Princess...I failed. I'm sorry. My friends...*

*My friends...I'll never see you again...*

*If...if only I could see you all again...just one last time...*

Five faces flashed across Twilight's mind.

*Applejack, the dependable and honest farmer, always willing to lend anypony a helping hoof, lively and boisterous. What I wouldn't give for your boundless strength right now...*

*Rainbow Dash, a faithful friend, loyal and brave. Boastful, playful, the fastest flyer in all Equestria...if only you could fly me away from here...*

*Fluttershy, gentle and kind. Even your kindness wouldn't reach to the heart of this wicked witch, but even so, if you were here with me, encouraging me...*

*Rarity...I know you would give every last ounce of your strength to see me through this...*

*Pinkie Pie...if only I could see your face right now, if only you could bring me one last smile before the end...*

*Just one last time...my friends...*

* * * * *

In a slightly dusty case in the Golden Oak Library in Ponyville, six gaudy trinkets sat on a velvet pillow. As Spike gorged on his third tub of ice cream of the day, the Elements of Harmony disappeared one by one.

* * * * *

"So then me an' Sweetie Belle covered Scootaloo with tree sap an' chicken feathers, an' Scootaloo got really mad, an'—"

Applejack, halfway through sorting a bushel of apples for Granny Smith's baking jamboree, disappeared from the barn in a bright orange flash, leaving a bewildered Apple Bloom staring at the spot where she had been.

* * * * *

"But you looked so SILLY, Scoots!" Rainbow Dash laughed. "I mean, those feathers, and—"

"Rainbow Dash!" Scootaloo whined. "It wasn't funny! Stop teasing me about it!" She suddenly realized that Dash's laughter had abruptly ceased. "Rainbow Dash?"

She looked up to see a disappearing blue flash of light right above her, right where her adopted big sister had been. "Rainbow Dash?"

* * * * *

"Now, Angel, we've gone over this before," Fluttershy said patiently. "I'll give you a special salad once a week only. Once. A. Week. You already asked for your special salad yesterday, you don't get another o—"

Angel's whiskers twitched as Fluttershy's voice abruptly broke off. He looked up to see a yellow flash winking out of existence. He tilted his head, shrugged, and went back to eating the not-special salad Fluttershy had given him.

* * * * *

"So I was like no way and he was like yes way and she was like no way and I was like no way and he was like kumquat and I was like oh my gosh you said kumquat and then I was like chimicherrychanga and—"

The bright pink flash of light in which Pinkie disappeared only worried Mrs. Cake for a second. For the most part, she was just glad she could take out her earplugs at last.

* * * * *

"I'm sure it was very amusing, Sweetie Belle, now if you would please just let me—"

"Let you what? Rarity? Hello?"

* * * * *

A shimmering prism shield suddenly burst into place around Twilight Sparkle, cutting off Charmcaster's torture beam. "What?!" Charmcaster snapped angrily.

Twilight shuddered, opening her eyes. "What...?"

Five bright flashes of light surrounded the lavender mare. Each resolved into a pony: one unicorn, two Earth ponies, and two pegasi.

Each was wearing a necklace with a bright, colorful gem.

"What the huh? Where—TWILIGHT!"

"What's going on? Oh my gosh, Twilight! You look terrible. Who's that?"

"Oh my...where are we...what's going on...this place looks scary..."

"Hey sugarcube, you okay? Who's that nasty-lookin' filly over there?"

"Is this...is this Unicornassus? My, they've certainly allowed the place to fall apart..."

Twilight looked around, not sure she could believe her eyes. "You...you're all here..."

Applejack and Rainbow Dash helped Twilight to her hooves. "What th' hay's goin' on here, Twi?" Dash asked.

Twilight blinked. "How did you all get here?"

"Dunno," Pinkie shrugged.

"Excuse me," Charmcaster snapped dangerously. Crimson and black sparks spattered against the prism shield protecting Twilight and her friends. "I don't know who you pitiful ponies are, but we were in the middle of a duel to the death here..."

Twilight's friends all stared at her. "Twilight?" Rarity asked.

Twilight bowed her head. "If killing her is the only way to end all this, then I'm willing, but...I don't want to. If I do, then I'm no better than she is..."

"What the HAY is going ON here?" Dash demanded.

Twilight pointed a hoof at Charmcaster. "She's been hurting and killing ponies...stealing magic...she's evil, twisted..."

The others gasped. Fluttershy let out a frightened squeak.

Twilight smiled. "I'm glad you're all here...but you should run...it isn't safe..."

"No way, sugarcube," Applejack said, glaring at Charmcaster and pawing the ground. "Ain't nopony gonna lay a hoof or a horn on mah friends an' git away with it!"

"We're right here with you," Rainbow Dash said.

"I don't like mean ponies," Pinkie Pie said with a frown. "Why do you have to be like that, going around killing and hurting? Can't you just make friends and have fun and smile?" she challenged Charmcaster.

"You're NOT hurting my friend ANYMORE!" Fluttershy snarled, glaring fiercely at Charmcaster.

"What a dreadful mane," Rarity said. "I mean, the color's nice, but that style..." She shook her head. The others shot pointed stares at her, and she flinched. "I'm just saying, is all!"

Twilight laughed weakly. "My friends..."

Charmcaster sneered. "Friends? What use are friends? What good can these friends of yours possibly do you now, at the end of your life? Only one of them is even a unicorn, and her power is next to NOTHING! But since you value your friends so much..." Her sneer turned into a savage, predatory grin. "I'll kill them all first, and make you watch. I'll do it slowly, while you're too weak to resist. Then, you can see that your pitiful friendship means nothing in the face of my all-powerful magic!"

But Twilight had noticed what her friends were wearing.

And she felt the familiar weight of a delicate tiara on her head.

She forced herself to stand fully upright, and pierced Charmcaster with a confident, determined stare.

"You're wrong," she said.

A wind stirred around the six ponies.

The gems on the Elements of Harmony began to glow.

"What...?" Charmcaster asked. "What...IS this...?"

"You think that magic is everything, and friendship is nothing?" Twilight asked.

Beams of rainbow light leapt from the Elements around her friends' neck, connecting them in a brilliant circle. The shining light of each Element coalesced in the gem on Twilight's tiara, which shone brighter than the sun itself.

Twilight's eyes opened, glowing with that same brilliant light.

"Friendship..."

"...IS..."

"...MAGIC!!"

A beam of the purest, brightest, hottest magic known to ponykind—the magic of friendship—SLAMMED into Charmcaster, ignoring her barrier as though it wasn't there. She screamed in defiance as the power of the Elements of Harmony tore through her body, erasing every trace of the magic within her.

When the storm of friendship died down, Charmcaster lay in a heap on the ground, barely conscious. A shadow fell over her. She looked up to find Twilight Sparkle standing over her. "NOW do you give up?"

Charmcaster hung her head in defeat.

* * * * *

An hour later, the Royal Guards hauled Charmcaster away in a flying carriage. Princesses Luna and Celestia had arrived to survey the damage.

Twilight was at the hospital, being looked over by doctors, surrounded by her friends. Trixie was in the bed next to Twilight's, awake but completely drained.

The princesses entered the room, and everypony except those in bed bowed to them.

"Well done, my little ponies, well done!" Celestia congratulated.

Twilight shook her head. "It doesn't really feel like a victory," she said. "She hurt so many ponies...killed so many...and all those ponies she drained of their magic...will they ever get it back?"

"In time," Celestia assured her. "Though their power may not ever get back up to where it was...the ones that survived Charmcaster's wrath should be able to use magic again."

"And Trixie?" Trixie asked.

Luna chuckled. "Thou shalt never reach the level thou attained from Our training again," she said, "but what magic thou willst recover should be far greater than thine former power."

"Oh," Trixie said quietly. "'K." With that, she passed out, snoring softly.

Twilight chuckled. "But still...it's a shame all that training went to waste. We still had to use the Elements of Harmony to stop her..."

"Then it's a good thing they were there to use," Celestia said with a wink.

"But one thing still bothers me," Twilight said. "How did you all get here? Right when I needed you the most...I was thinking about how much I wanted to see you all one last time, and then there you were..."

"You said it yourself, Twilight!" Rainbow Dash said. "Friendship is magic!"

Everypony laughed, except Trixie, who was still snoring.

* * * * *

In a dark cell in the dungeons in Canterlot, Charmcaster lay sprawled against a wall, shackled and seated upon a foul-smelling haypile.

A figure phased through the wall of her cell: a zebra with a decidedly zombified appearance, wrapped in an inky black cloak with blood-red trim. The stripes on his coat that should have been white were a chalky blue, and his face was covered with a bleached skull mask. "Well?" he asked.

Charmcaster bowed her head. "I'm sorry, Uncle."

"Not as sorry as you will be." The cell filled with a cold, unnatural blackness, through which none of the guards could hear the screams of a unicorn being tortured...

Author's Notes

POWERED BY DREAMHOST

Since 7/13/13