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Discord: Complete Existence
A tribute to: My Little Pony Friendship is Magic
Healing Pony POV Series by alexwarlorn

"Impossible? I never thought I would hear this word from you."

Fluttercruel stared at the being that had followed her into the endless white space: A bare horse skull with a black horn was connected over the visible spine to the black and strangely familiar body. Out of the main body grew four twisted legs that resembled spider legs instead of horse legs and they ended in sharp spikes. Huge skeletal wings were placed on her back.

But her father Discord stood by the side of the young chimera. The heartbeat of the young chimera was still racing from the ordeal in her mother's dream. She just knew that she would be dead if the Draconequus hadn't interfered. This was the second time he had saved her life.

"Well, beings can change over time and I think you changed as well. Did you do something with your hair?"

The younger incarnation was shocked with his suddenly very different, almost playful tone. She knew that way of speaking very well. Fluttershy's memories showed him constantly talking like this to the ponies he saw as his enemies. His face was relaxed and almost goofy; Fluttercruel would recognise his poker face everywhere.

But right now she still wondered why the being before her was so disturbingly familiar. Fluttercruel had never seen her before but the way she moved her body did ring a bell. Some of Fluttershy's memories seemed to react.

She really wanted to summon a few weapons and show the creature that nopony messes with her or her mother. But if the three things Discord had tried before didn't work, than she needed a plan before doing anything against this unwelcome guest.

"Very funny. I came to the realisation that you were right all along and wanted to pay my sister back for what she did to me. And you of all beings got yourself a little family. I can see who the mother of this lovely child was."

Within seconds the form of the creature shifted and became a perfect copy of Fluttershy smiling innocently. Fluttercruel almost fell over in shock and for a moment she swore she saw her father's right eye twitching. But she could feel his telekinesis catching her. She promised herself not to fall for such a cheap trick.

"Quite the resemblance but when did you finally have to admit that I was right? Let me guess, it was right after you were hit by all the dreadful harmony?"

Slowly the fake Fluttershy started to walk a half circle towards the two incarnations of Chaos.

"Indeed, I think we should cooperate. We both suffered under Celestia and her minions of Harmony, so why not work together? I am sure I can get a few hundred clueless mortals to create enough Chaos around your statue to break you free."

"And in return I could create a body for you in the outside world. Wouldn't this sound wonderful?"

For a second the imposter of the pegasus looked shocked and stopped in her tracks only to resume her normal speed a few seconds afterwards. Slowly her body shifted back to the form they had seen before.

"Yes, I can see all that coming together."

(Did you notice it, Fluttercruel?)

Fluttercruel blinked in surprise but recognised the voice of her father in her head. Discord started to slowly walk a half circle in the opposite direction of the creature and his daughter quickly followed him. Could he read her thoughts?

(In case you are wondering, no this is just one way telepathy. I can't hear your thoughts; I think I will show you how you do that later. If I wanted to read your mind, I would have given you a diary as a Nightmare Night present.)

The Draconequus looked into her eyes and winked. Even now as they were confronted by this creature she had to chuckle.

(But for now you have a lesson in manipulation 101. The way she walks, talks and rambles about her sister would make her seem to be Luna. But she isn't the same Alicorn that escaped her corruption; I saw how the freed Luna acted around her sister and this is nothing like that. I know when somebody tries to deceive another. So she had to be something else. Admittedly I had to guess on the not having her own body part but that seemed to be the most obvious explanation of why I have never seen her in Equestria and why she was active in a dream. Sometimes even when you have to guess it is the best to act like you know everything.)

The young chimera finally realised where Fluttershy had once seen these movements, it was when Nightmare Moon appeared at the Summer Sun Celebration.

"I am terribly sorry for hurting your family. If I knew that the two belonged to you, I would have taken a different target, maybe the insane pink freak."

Fluttercruel almost snarled. She couldn't believe that the creature talked about the attempted murder of her mother like it was nothing. The skull of the being seemed to be fixated on her.

(She has a good poker face but I don't believe her for a second. Be careful, she is targeting you. Stay by my side.)

"Mistakes can happen. Like when I broke the weather system with a single game of domino."

"Good old times. Celestia and her lackeys of Harmony will always interrupt our fun, don't they?"

(Either her memory is really faulty or she didn't know it from the very beginning. There were no domino pieces involved and I am sure that both Alicorns would never forget that.)

The younger incarnation of Chaos couldn't help herself to be impressed by all these information learned with an only seemingly boring and friendly conversation. She also realised that this was the third time the being had mentioned the Sun Goddess.

"But that will change soon, so what do you call yourself now? Nightmare Moon doesn't quite fit you anymore. Or do I have to come up with a new name on my own?"

"I decided to declare myself Nightmare Phobia, true ruler of Darkness."

"Now that is a catchy name. Did you notice there is another version of you running around, ruining your good reputation?"

"That pathetic imposter is a disgrace for this title and I will make her pay for her embarrassing display of weakness!"

(And here we have another weakpoint; she is extremely sensitive about her identity. Try to think of some good insults to distract her later.)

Both Discord and the Nightmare continued to slowly circle each other. Fluttercruel knew that she could attack them any time but the uncertainty did unnerve her more than she wanted to admit. She shook her head; being afraid of tomorrow was pointless. The young chimera decided to focus on the present.

She could sense some Chaos nearby; Discord was concentrating it into two points very close to them. Something was forming but the young chimera couldn't see anything yet.

"So you merely want to have your revenge against Celestia, the other Luna and the Elements and wouldn't mind if I turned the entire world into my personal kingdom of Chaos afterwards?"

"You want this world? You can have it and everything you ever wanted if you help me with my agenda. You can have your revenge against the Sun Goddess that disrupted your last plan with an insignificant letter and against the pawns that sealed you into a mere garden decoration. You can turn your greatest failure into your greatest triumph."

Worried Fluttercruel looked at her father but he smiled back to her. The Nightmare was getting closer.

(You know what is funny? Before I met you, I would have taken her offer. Of course I would have backstabbed her in the moment I didn't need her anymore. But now I… Let's just concentrate on her. She already knows that I will not take her offer.)

"That sounds wonderful. I guess there is nothing else to say."


Without warning darkness appeared and covered the remains of the Nightmare's wings and they grew back into black bat-like wings. The entire process did hardly take a second and then the creature rushed forward at Fluttercruel, ready to impale her on one of her forelegs.

Suddenly a black spear impaled the Nightmare midair on the white ground.

The being hissed as the two incarnations of Chaos flew away from her. The young chimera noticed another black spear hovering next to her. But it wasn't completely black, the spearhead was blue.

"You are so enjoyable… so enjoyable…"

Slowly the being started to absorb the spear that had stabbed her and darted after them. Without warning she started to pick up speed and charged right at father and daughter.

Both quickly dodged aside into different directions and the Nightmare rushed past them. She had never expected Discord to be able to move that fast. As the black spear floated next to Fluttercruel, the young chimera concentrated on her own Chaos.

(Don't worry; I will stay by your side.)

A morning star hit the creature in the back and exploded afterwards. The detonation left a wound in her back. But almost instantly her black flesh and fur grew back and the injury disappeared.

Five more black spears began to float around Discord, two of the spearheads were red, three of them were blue. At the same time the Nightmare created four spheres of darkness around herself. She fired them all directly at Fluttercruel and charged herself at the Draconequus.

All five spears impaled Phobia in midair but it didn't stop her from getting closer and closer to him. She only slightly flinched when the spears with the blue spearhead hit her and they still hardly seemed to slow her down. Meanwhile the young incarnation of Chaos saw that the black energy had almost reached her.

The dark spheres separated themselves and started to close in on her from four different directions.

Quickly the former pegasus snapped her fingers and was surrounded by a large mass of junk. It was everything from chairs, lamps, couches, teddy bears, swords, giant playing cards, doors, books, a few cakes, clocks, sweets, potted plants to kitchen sinks.

As the spheres collided with all her creations, everything exploded. After that the darkness and all the items were gone but Fluttercruel was nowhere to be seen.

"You will make a wonderful meal. And after I have devoured you, nothing will be able to stay in my way. Equestria will fall."

Shocked Discord summoned barriers of fire and electricity around himself while the Nightmare just crashed through the obstacles. Briefly the eyes of the Draconequus turned grey. She ignored every injury since they healed faster than the barriers inflicted them. Even as Discord blew up the spears that still impaled her it didn't slow her down that much.

After being hit by the Elements of Harmony and journeying through Limbo, Discord was still weakened. The Nightmare had almost reached the incarnation of Chaos and was ready to impale him with her tail.

"Hey, Half Moon!"

Enraged she looked to the side the insult came from. Fluttercruel waved happily at her.

Then another black spear pieced the Nightmare's skull from the opposite direction. The creature was ready to ignore this and to concentrate on her target before her. Suddenly Fluttercruel teleported next to the weapon and grabbed it with a smirk.

Nightmare Phobia tried to stab the young chimera with her tail stinger but Fluttercruel quickly teleported away. And she took the weapon still attached to the Nightmare's skull with her.

It ripped the head out in the process. Black goo began to splatter everywhere from the spine.

Fluttercruel appeared aside her father and quickly threw the weapon away as the skull, still attached to the spear, began to melt into the same black mass that came out of her body. Discord didn't hesitate and caused the weapon to detonate, taking the dark slime out with it. He decided to congratulate his daughter later for figuring out how teleportation worked on her own.

But Nightmare Phobia's skull merely began to grow back on her body. She focused her attention back on the two exhausted incarnations of Chaos.

"There is no need to be shy, just stay where you are."

"This looks almost like a fair fight. How I hate those things." Discord complained.

The Draconequus decided he had to change the factors to his favour. With one snap of his fingers more and more cotton candy clouds appeared around them and obstructed the view of the Nightmare.

Phobia was struck with several ice attacks from random directions and tried to find the source of the attack.

Meanwhile Discord grabbed his daughter and teleported back to his little chaotic world.

Everything here still looked like Fluttercruel remembered it but all Nightmare Night decorations were gone by now. Their home/house/construct/whatever still looked like something belonging into a modern art painting. Standing on the grassy ground she could see the two big mountains, her own floating version of Fluttershy's house, the oversized blackboard, the floating giant chess board and the huge calendar.

Rainbow Dash looked hungrily at the meal Applejack was cooking. Pinkie Pie and Rarity played a game of chess against each other and the white unicorn had hardly any pieces left. Twilight sat in the middle of the chaotic world and seemed sad.

"So what is the big plan?"

Fluttercruel knew that her father would have one. There was no doubt in her. But she felt more exhausted than ever. It seemed both she and her father had already spend most of their chaotic energy in the last few hours. They were never so active for such an extended time and their Chaos hadn't regenerated.

"We can't fight her in an open battle or we will soon make a mistake and she will absorb us just like the spears. I already know that brute force, acid, fire, ice and electricity don't work on her that well."

The incarnation of Chaos looked at the small sun going down and the miniature moon rising over the chaotic world. The familiar constellations appeared over her.

"I laced the five spears with a bit of power…"

Another black spear with a blue spearhead appeared hovering before him.

"But I never thought I would be able to turn the essence of Laughter into a weapon."

The young chimera wondered where the Nightmare was right now and how long it would take her to arrive here. She knew that this break wouldn't last long.

"We will wait for her to come to this chaotic world; here we will have an advantage. But first I will have to do something."

He snapped his fingers again and a microphone appeared in his lion paw.

"Attention all inhabitants: I have something important to talk about."

The other constructs left their houses and lined up in the center of the world. The two incarnations of Chaos could see ponies like Twilight Sparkle, Pinkie Pie, Applejack, Rainbow Dash, Rarity, Noi, Alula, Piña Colada, Dizzy Twister, Cherry Berry, Lemon Hearts, Minuette, Raindrops, Cloud Kicker, Sea Swirl, Wind Whistler, Meadow Song, Berry Punch, the Mayor, Zecora, Sweetie Belle, Scootaloo, Apple Bloom, Dinky Doo, Lyra Heartstrings and Pipsqueak. Other constructs were plants like Poison Joke and singing piranha plants or animals like bees, bears with tiny wings, juggling octopi and timber wolves.

"Now in this upcoming battle strength will not be in numbers. If we give her the chance this Nightmare will just devour you all. And then she could be even more powerful. I promise we will recreate you later just like you…" Discord said sounding sombre.


"I… I don't know if I can even do it. They were never so alive. What if I can't bring them back? I need to think of something… I've got it!"

The constructs continued to look at the two incarnations with curiosity as the Draconequus was finally able to continue, he seemed to be incredible exhausted.

"Change of plans. I will create a safe zone for you. It will be a sphere of Chaos with a build in shrink spell. You will all be able to fit inside and I will teleport you far enough away once the Nightmare arrives and once this is over I will bring you back. So please step forward."


"Who said that?"

Discord eyed the constructs in confusion as Twilight Sparkle walked to the front row.

"That will not work. We are one with Chaos, we can feel that you will not be able to do all of this at the same time. You will not be able to protect us and survive at the same time."

"So what is your idea?" Somehow Fluttercruel was afraid of the answer.

"…You should reabsorb the majority of our Chaos and use that power to overcome the following battle. But you will not survive on your own, some of us should stay behind and fight on your side."

Discord was almost speechless.

"Do you really understand what you are suggesting?"

"We sensed it when the battle started. Please, if you… should you be devoured by her, every single one of us will disappear. We are Chaos, this way we can at least leave a heritage behind. I talked with everyone about it and every one of us is ready."

Discord could hardly believe how loyal they acted. How could he ever create anything like them?

"Are you insane? You have just grown so much and now you want to throw it all away like… like…" Fluttercruel nearly exploded.

All constructs nodded, not simultaneously but some faster and others slower.

"We want to do it for you and for the other world, for the other ponies outside. What would happen if one of the concepts of reality would completely disappear from this world? We simply can't allow that to happen. Please promise us to survive and to never allow this to happen."

"I… I will keep this promise until and beyond the end."

Fluttercruel looked at her father and at the constructs before them. She knew that they were right but it was so hard to let go. Finally she nodded silently.

With another snap of his fingers Discord released the Chaos from them. They vanished into pure Chaos that floated over to the Draconequus and his daughter.

The two incarnations absorbed it and refilled their own recourses. Only five constructs were left: Twilight Sparkle, Pinkie Pie, Applejack, Rainbow Dash and Rarity.

Fluttercruel was more than happy to see them still around, she wouldn't forget the time she had spent with these five. But on the other hoof this meant that they would face the Nightmare together. She knew very well that their enemy could attack them just like all the smaller parts of Fluttershy's psyche.

She and her father had spent a lot of time with these five constructs. The young chimera knew that these five in particular acted much more alive than any other construct.

The former pegasus looked uneasy at the 5 ponies created by Chaos before her.

"Lady Fluttercruel we promise that we shall be of assistance." Rarity said firmly.

"Ah am doing this for my friends and for 'Bloom and the rest of the Apples on the other side."

"You will need someone to watch your back and who else but Chaos's greatest flyer could do that?"

"Now you are just silly, we do it because we are friends. We don't need another reason."

"I know that I was born by Chaos. But the time that I had in this world and the ponies I could befriend here are precious to me. Now I want to return the favour. I promise that should she overpower us, we will release our Chaos and return to the source. We will not hinder you in battle."

Finally Discord had regained his composure. The copy of Pinkie Pie looked hopefully at him while the construct of Rainbow Dash seemed sure that their offer would be accepted. The Draconequus soon had a few ideas how the five could help them in the upcoming battle.

"You are one with Chaos, so you know what she is going to try to do with you. Are you still ready to fight against her?"

All five nodded.

"Then take this."

Instantly the oversized blackboard, the floating giant chess board and the huge calendar all disappeared and the Chaos used to build them floated into the 5 constructs before them. For a short moment the five glowed as they absorbed the power.

"You are Chaos, use this power boost to your advantage."

They could feel their speed, strength and magic becoming more powerful.

"Hey, Fluttercruel, are you okay? I can't let my best competition fall behind. Without you the races would be boring." Rainbow asked.

"I am fine, but when did you get so… worried about someone else?"

"I liked to race with you. That was the reason that I was created but you and everyone else here always treated me like a real person. I loved that feeling, I felt … alive. I simply had to bait you with some banter and smug acts to make you fly faster."

"And is that the reason you took the pancakes ah made for Flutter and she had to chase you over half of this world to get her meal back?"

Dash looked slightly embarrassed at the curious cowpony next to her.

"Partly… they did look really good."

The young chimera tried to avoid staring the farmer into her eyes, the memories of the fear of her mother was still clear before her eyes.

"You never met the other Apples; don't you think they would be just confused or afraid of you?"

"Family is more than being related by blood. Made of chaos or flesh and blood, an Apple is still an Apple. And the Apple family always tries to focus on what lies ahead. We are Apples, we just keep on rollin'."

The other constructs gathered around Fluttercruel and her father. Seven beings of Chaos stat on a small world in the eternal white nothing. The construct of Twilight looked at the constellation of the stargazing unicorn above her and signed.

"This problem will not be solved with a snap of your eagle claw."

"So who exactly is this evil Alicorn that is giving you so much trouble?" Pinkie Pie asked.

"She is what is called a Nightmare. I saw many of them in the other worlds. And someone…"

Discord took a look at the copy of Twilight Sparkle.

"… gave a very detailed explanation. A mortal pony can become a Nightmare if he or she is reborn as an Alicorn without the heart being aligned with all creation and stuff. The taint of black magic plays also a role. An Alicorn can also become a Nightmare if the balance in the heart is destroyed and black magic is involved. The mind game I played with Luna ultimately turned her into one."

"Ah don't get it. Didn't the Elements turn her back?"

"That is the problem. These things are supposed to restore the balance to a heart but something must have gone wrong. Now don't look at me to explain it! Don't forget who I am. I drove Luna with that spell insane… Wait a minute maybe that is the reason that there are two of them running around. Maybe the spell is the cause..."

"I don't care about Miss Crescent's backstory, dad. How do we get rid of her? She isn't the kind of person that will see the error in her ways and embrace friendship and sunshine. She bucking wants to devour us."

"Lady Fluttercruel, watch your language!"

"And what if I don't?" the young incarnation of Chaos asked with a smirk.

"Then you force me to seal you inside an extremely pink princess dress with more ruffles than you ever want to see in your entire life."

"You are evil!"

The young chimera had to chuckle, turning a present into a punishment was a nice contradiction. And she preferred the chaotic dresses the white unicorn had made for her much more over anything pink and princessy.

"So what is the big plan, dad?"

"First things first, we know that her healing factor is incredible powerful and I made a quick scan while battling her. There is no real weakpoint to her body. The body has muscles and joints but there are no internal organs. She has a core inside but put an extremely powerful forcefield around it."

"So let me get this straight, she will heal whatever injury we can do and there is nothing we can do to break the shield around her weakpoint, is that about right?" Rainbow Dash said looking stressed.

"Yes and we are going to exploit that." Discord smiled widely. Doing something good was hard but finding weakpoints was almost second nature to him.

"Ah don't get it. Isn't she invincible?"

"No, nothing is. She put a lot of effort into eliminating all possible flaws and weakpoints but she just switched one weakness for another."

"I get it. Half Moon is putting most of her energy into her defence and if we keep attacking her and forcing her to regenerate and waste her power on attacks, she will eventually run out of juice to protect herself. Then we can win this battle." Fluttercruel's eyes were filled with glee.

"But it will take a lot of time and effort to break her defences. Never underestimate her. One mistake could doom you." Twilight stared at the former pegasus.

The young chimera signed. She knew it wouldn't be that easy. It was her way of trying to give them hope. But she couldn't shake off the feeling that this would be the last time she could talk to the five beings she spend so much time with. The copy of Twilight looked also strangely sorrowful, almost like she knew it as well.

"Dad, I just have one question. Do you regret… the events that led this Nightmare here?"

The Draconequus looked at his daughter like she had told him to stick his head into the sun.

"Saving… your mo… Fluttershy? Not a bit. I started to regret a lot of things but this one is one of the few things that I am still happy with. And once we are done with the Nightmare you can sneak back into the subconscious world and try to have a calmer meeting with her."

"Wha… What do you mean?"

Pinkie Pie smiled at the young chimera.

"Don't be silly. You have her memories. How can you not know? Do you think Fluttershy, after being able to forgive Luna for trying to bring eternal darkness, will hold a grudge against her own daughter for saving her even if it had to happen in a nasty way?"

"The Nightmare will be here within a minute." The older incarnation of Chaos could feel her getting closer.

"Well then…"

Fluttercruel snapped her fingers and seven glasses of dark chocolate milk appeared before everyone. They all picked up their glasses.

"… to Chaos."

Everyone drank their glasses.


The Nightmare arrived at a small flat world with many houses, some made completely out of cards, some cardboard cut-outs, some upside down, some floating, some made out of chocolate and some normal ones. The darkness around her wings disappeared and they turned back into skeletal wings.

Discord stayed hidden for now. He suspected that she could feel her prey was close by and wouldn't be distracted by the cotton candy clouds, sour candy clouds, floating rivers or giant bubbles.

The Draconequus had considered cheating against the rules of existence and summoning as much Chaos as possible with same trick he had almost conquered Equestria with. But since the Nightmare had the ability to absorb his Chaos and who knows what, it would likely just be a big buffet for her. And there was the risk of it backfiring and endangering his daughter and the constructs. For more than one reason he didn't do it.

After everything he still wasn't nearly at full strength. He had to conserve Chaos whenever it was possible and fly normally to not waste power on that. For the very first time he might have to face an opponent that was more powerful than he was. It was a very unpleasant feeling but right now other things were more important.

The skeletonized stinger of the Nightmare scratched over the ground.

Then she saw the Elements.

Twilight Sparkle, Rainbow Dash, Pinkie Pie, Fluttershy, Rarity and Applejack stood exactly like they did as they had struck her down the last time. As the creature saw the necklaces and the crown on them she attacked them in rage.

It was just like the incarnation of Chaos had expected her to act, her extreme healing factor and strength made her act careless. She felt invincible. And she reacted impulsive to anything that reminded her at her past. He knew very well how self-assurance and arrogance could make somebody blind to something so obvious.

As she rushed forward something hit her with high speed from behind. Growling in frustration Phobia turned around and saw a black spear sticking out of her back. Somehow it was a lot more painful than the last ones.

Discord had to chuckle. Mixing Chaos, Laughter and acid together to create a poison of Laughter was a very effective way to cause a lot of damage to the Nightmare over time. Laughter was really the total opposite of fear.

The necklaces and crown dissolved into nothing. The ponies began to spread around the Nightmare as the darkness gathered around her.

Tendrils of dark magic erupted from her and snaked over the ground. As they reached the ponies, the darkness under them took the shape of sharp stingers.

Rainbow Dash and Fluttershy quickly flew into the air to avoid the attack. Pinkie Pie jumped with super-equine speed aside and quickly took Applejack with her. Twilight and Rarity teleported right over the angry creature. Both unicorns gathered some energy into their horns to prepare an attack.

But the Nightmare stabbed at them with the sharp skeletal wings and they both quickly teleported away from her.

In pain the being pulled the spear out with her own telekinesis and saw that the blue spearhead was practically dripping with a blue substance. She threw the weapon after Fluttershy who turned her wings into steel and defended herself against the attack while still somehow staying airborne.

With a smirk the seemingly shy pegasus shifted form and she changed back into Fluttercruel.

"Ah, what a nice welcoming committee but unfortunately the conductor of this lovely event forgot to show himself."

"Sorry, I am truly sorry. I was just busy setting up a few surprises just for you." Discord suddenly stood next to his daughter and spoke with a painfully fake kindness.

"Do you not realize that you all are mere appetizers for my glorious return to power?"

"Will you finally shut up and just get over here? Are you trying to talk us to death?" Fluttercruel snapped back.

"Oh, oh let me try this one!" the copy of Pinkie Pie jumped up and down and suddenly the Nightmare was surrounded by dozens of smiling balloons.

"When I was a little filly and the sun was going dooooooown."

"The darkness and the shadows they would always make me frooooooooown."

Enraged the Nightmare charged at Pinkie Pie but the earth pony was already gone as the spikes were rammed with enough force into the ground to leave cracks around the impact site. Energy blasts from Twilight and Rarity and lightning from clouds set up by Rainbow Dash hit the creature in the back but the injuries healed in a second.

"I'd hide under my pillow from what I thought I saw, but Granny Pie said that wasn't the way to deal with fears at aaaaalllllll."

Pinkie Pie was flying high above them standing on several smiling balloons while cotton candy and sour candy clouds danced around the sky.

"She said, Pinkie you gotta stand up tall, learn to face your fears, you'll see that they can't hurt you just laugh to make them disappeeeeear."


Nightmare Phobia's black wings reappeared and she flew after the pink pony, destroying every balloon in her path. Every single one of them exploded and they managed to slow her down. After the smoke disappeared the singing pony was already gone.

Fluttercruel hid in the pink clouds nearby and used the confusion to send four swords flying at the Nightmare and every one of them hit the joints of one of her spider-like legs. The creature howled in frustration.

"Sooooooo, giggle at the ghosty."
"Guffaw at the grossly."
"Crack up at the creepy."
"Woof it up with the weepy."
"Chortle at the cooky."
"Snortle at the spooky. "

The voice seemed to come from every direction and only now could the Nightmare see that Rainbow Dash had placed Pinkie Pie back on the ground.

As the being tried to absorb the weapons they all exploded with enough force to slam her back onto the ground. But again the wounds vanished within a second.

"And to tell that big ol' scary face to take a hike and leave you alone and if he thinks he's scary than he's got another thing coming and the very idea of such a thing just makes you wanna HAHHAHAAHAHA laaaauuuuuuugh."

Applejack stood on one of the normal looking houses like it was a wild cow. Suddenly the house zoomed foreword and crashed into the Nightmare, leaving her buried under the debris. Applejack jumped quickly as far away as possible.


The remains of the building were blasted apart with raw power but now it took the Nightmare's injuries several seconds to heal. Debris flew everywhere and impaled themselves into several buildings around them. The construct of Rarity was standing too close to explosion and the impact of the fragments knocked on her back.

Instantly the Nightmare rushed towards her and tried to impale the white unicorn with her spikes. With her last power Rarity rolled aside but the sharp blade left a scratch on her body. The construct cried out in pain and her movements got slower. Slowly hairline cracks began to spread from the scratch over her body.

It was like mere contact with the Nightmare was poison. Rarity took one final look at Fluttercruel and closed her eyes with a smile.

Before Phobia could impale her with the skeletal stinger, the construct turned back into the Chaos she was created from and vanished before their eyes. Both Discord and Fluttercruel felt a surge of power.

"I am still hungry but that was funny."

The young incarnation of Chaos wanted to charge at the Nightmare but was held back by telekinesis.

(She is trying to bait you. You must keep your distance, no matter what!)

Breathing noisily the former pegasus started to calm down a bit. She tried to say herself that the constructs all knew that this might to happen but it didn't make it any less painful to see.

The calm serenity in Rarity's eyes as she defied the Nightmare even as she was about to perish was so confusing. Fluttercruel had a hard time to believe that anypony could be so selfless.

The shape of the Nightmare melted away and she turned into a perfect copy of the vanished unicorn. Everything from the shade of her fur color to her smile was identical.

"Don't worry, I am fine. Nothing of any importance was lost. Why don't you embrace your friend?"

A tree was flung with high speed at the imposter and slammed her into the upside down house. As the attention of the Nightmare turned to the one who threw the object she saw Twilight staring at her with an expression of disgust, Phobia never expected to see on that face.

The fake white unicorn smiled and teleported next to the purple construct. Before she could reach her several bolts of lightning blasted her away. Rainbow Dash was flying next to several cotton candy clouds. The blasts left little circles of burned grass behind whenever they hit the ground.

Twilight used the distraction to blast the Nightmare with a fireball into the back before teleporting away. Since the body of a unicorn lacked all of her natural weapons the creature turned back into her real form.

In anger Phobia looked around and searched for the weak link in the remaining group. She stared at the construct of Applejack. The Nightmare saw the earth pony that lacked the nonsensical abilities of Pinkie Pie as an easy prey.

As she charged forward through all attacks the others threw at her from flying buildings, spells or weapons, the farmer could only stare in shock. But before the Nightmare could reach her, her victim vanished into a blue blur.

Rainbow Dash had quickly grabbed the earth pony and hugged her for dear life while flying with an insane speed away from the Nightmare.

"AJ, would you take a look behind us?"

"She is following us. And she looks angry."

"Good. Now I will show her why I am Chaos's greatest flyer."

The Nightmare flew faster and faster to reach her fleeing prey. A few fire blasts and sharp weapons hit her from behind but she ignored them for now. She knew that she would recover as soon as she had devoured the two escaping ponies.

The two could see smaller parts of the Nightmare breaking off and taking the form of dark cockatrices and black timberwolves as they attacked the others. Both constructs knew that they were on their own for now.  

Without any hesitation they flew inside the opening in the top of one of the mountains. Phobia followed them without second thought. She could sense their fear.

The inside was a nonsensical obstacle course and everything looked much bigger than the entire mountain was on the outside.

No matter how fast she flew, Rainbow Dash managed to stay ahead and didn't lose Applejack. The creature became more and more frustrated and began to launch spheres of darkness at them but the pegasus managed to avoid them as well. Her speed and manoeuvrability was absolutely insane.

She hid behind the multicolored bars placed as obstacles for Fluttercruel and her. Rainbow Dash knew this place inside out. The Nightmare didn't know what came next and crashed into several of the obstacles. In fact it seemed like the bars actively moved into her way to hinder her. She suspected that the farmer did have control over them.

Phobia began to create several spheres of darkness and let them float towards certain points to cut off the escape routes of the pegasus.

Soon Dash had less and less room to maneuver and eventually all possible escape routes were blocked by countless spheres and Rainbow was forced to fly into a dead end.

Rainbow Dash looked absolutely exhausted. Her strength was nearly completely spent.

"You might have escaped if you would have dropped the dead weight, you are carrying around. But don't worry; this will only hurt for a short moment."

"I couldn't have flown half as fast if I weren't doing it to protect her."

"Rainbow, it was a real honour. You really are Chaos's greatest flyer. Now it is time for my final dish."

"The Apples couldn't be prouder."

With a smile Applejack kicked the stone wall behind her and cracks began to spread around the impact site. She had put her entire being into this one strike. Both ponies were hardly able to walk anymore.

Both constructs smiled at each other as they turned back into the Chaos they was created from and disappeared before the furious Nightmare.

Phobia couldn't believe that she was denied her meal again. Both Discord and Fluttercruel felt more power of Chaos returning to them and crushed the remaining smaller copies of cockatrices and timberwolves between two houses.

Only then did the frustrated Nightmare realise that red fluid began to drip through the cracks, the attack of the earth pony left behind. As quickly as she could she flew back up as a flow of lava broke into the mountain.

The magma rose much faster than it should, it was almost like it was hunting the Nightmare. But she put more and more effort into staying ahead of the flow. Her injuries took longer and longer to heal, so for now the being wanted to avoid being hit by something like this.

Soon she has almost reached the exit as Phobia saw something huge hovering over it.

It was a gigantic sword made out of lava and it stabbed downward right at her. The Nightmare quickly dodged aside but the Chaos cheated and magma erupted from the sides of the sword. The scorching substance burned her wings.

The creature fell into the burning abyss below her as the rest of the giant sword was rammed inside. An otherworldly scream of pain echoed through the entire white space.

Fluttercruel hovered next to the Draconequus controlling the sword. Twilight and Pinkie Pie stood uneasy next to them on cotton candy clouds. The two constructs had never seen the two incarnations of Chaos that angry or exhausted.

"That was for Rarity."

"She will survive that as well," hissed Fluttercruel.

"I know, but it did a lot of damage. We need to finish this as soon as possible or we will run out of Chaos to use."

"And you two are better more careful." the younger incarnation of Chaos said looking sombre at the final two constructs.

The temperature around them fell harshly and the entire magma started to harden and froze over.

As the Nightmare blasted herself out of the mountain around her, the fragments shattered themselves over the entire world. The few houses left standing were wrecked, the variation of Fluttershy's house was levelled to the ground and even the main house in the center of the world took damage. Discord's mirror into other worlds fell to the ground.

This time the body of the Nightmare had several minor injuries in the form of scars and cuts that refused to heal.

Fluttercruel blocked any smaller debris that flew into the direction of the last two constructs with floating shields, while Discord destroyed all bigger pieces that came into their direction.

"You are nothing. You are mere stepping stones on my road to revenge!"

Nightmare Phobia roared as she teleported next to the four survivors. But they had anticipated that and several spears with blue spearheads and normal weapons like knifes and swords hit the creature, causing her to crash into the ground again.

As the being rose from the ground, there were still countless weapons sticking out of her body. Discord was floating before her, he smiled at her and grasped in a very fake surprise.

"Look behind you! That is no moon!"

"If you think I will fall for that old..."  

Without any warning the miniature moon crashed down on her and buried her even deeper into the ground.

"You got me. I lied. It was the moon. That was for Applejack."

On the other side of the world the young chimera and the two constructs with additional gossamer wings floated next to the small sun. Both Twilight and Pinkie Pie were happy that the chaotic copy of this spell wasn't as fragile as the original version.

Pinkie Pie pointed into the direction she had to aim, as Twilight marked the position with her magic.

(Fluttercruel! Do it now!)

"I am on it, dad!"

With a snap of her claw she sent the small sun flying right at the point Twilight had marked. They could all hear the screaming of the Nightmare as the sun collided with her.

Before the two constructs could say anything, Fluttercruel teleported them all back to her father.

"And that was for Rainbow Dash."

The small sun buried deeper and deeper into the world as cracks spread over it. The grass around it erupted into fire that started to spread over the entire world. By now most of the green was completely destroyed by the ongoing battle.

The two copies of Twilight and Pinkie Pie saw the world they were born on burn to the ground.

Discord looked at them but he knew not what he could say. They had all lost so much in this battle and he somehow doubted that even this was enough to finish her off. Fluttercruel was uncharacteristically silent and looked lost in thought.

This time the being didn't blast her way out of the stones around her in flashy motion. Instead dozens black tentacles broke out of the ruins and started to drag anything they could get a hold of into it.

One tentacle aimed right for Fluttercruel as Pinkie Pie quickly pushed her aside. The young chimera changed her tail into a rope and managed to grab the pink pony. She dragged her down as the attack flew above their heads.

"What was that? Did you want to die?" the former pegasus sounded hurt.

"What are friends for?"

"Friends are NOT there to die for each other!"

For a moment the pink pony looked speechless as Discord teleported them all high above the burning world. The incarnation of Chaos looked very exhausted. They all knew that they started to reach their limit.

More and more of the remains of the world were dragged into the black mess under them. The mass was bombarded with attacks from the four chaotic beings above them. But neither spears laced with laughter, weapons, explosions or spells seemed to have any effect.

"Now it is your tiMe to faLl into the abyss."  

She started to absorb the ruins of the buildings including their home/house/creation in the center of the world. The Draconequus let several objects explode as they fell into darkness but even that did hardly seem to slow the creature down.

Discord's mirror into other worlds was dragged into it. No matter how hard he tried, for some reason he couldn't let that mirror self destruct. The incarnation wondered if the connection to Truth was too stable to be destroyed that easily.

Fluttercruel shivered as the black mass grew and grew. She had seen that before in Fluttershy's mind. But this time there was no one to wake up to escape the trap.

As the Nightmare had absorbed the mirror the uncontrollable growth became even faster.

Discord and Fluttercruel tried to teleport away but were unable to do that. Their resources were nearly completely depleted. The darkness surrounded them.

"You aRe alL mine."

Everything went black.
This is the final part of a tribute to a series of fanfiction by :iconalexwarlorn: about the popular series “My Little Pony: Friendship Is Magic”.

At a place outside of the reach of mortals Discord and Fluttercruel had build their own world of Chaos. But now the darkest hour is approaching fast and Discord and his daughter are faced with an opponent they may not be able to overcome by themselves.

Please comment.

Previous: [link]

Next: [link]

music suggestions:

Discord’s talk with Nightmare Phobia: “That Which Escaped The Darkness” from Persona 3 [link]

The last preparations of Discord and Fluttercruel: “Theme of Reflection” from Skies of Arcadia [link]

A chaotic battle against Nightmare Phobia: “Zant Battle” from Zelda: Twilight Princess [link]

Alternate suggestion by KurseofKings: A chaotic battle against Nightmare Phobia: "Unforgettable" from Kingdom Hearts: Birth By Sleep [link]

Alternate suggestion by alexwarlorn: A chaotic battle against Nightmare Phobia: "The 13th Dilemma" from Kingdom Hearts 2 [link]

Alternate suggestion by BrightDark89: A chaotic battle against Nightmare Phobia: "L'Oscurità dell'Ignot" from Kingdom Hearts 3D Dream Drop Distance [link]

Many, many thanks to :iconkendell2: for Beta Reading this story and giving me countless great suggestions and ideas for it. I wouldn’t have been able to do it without you. Thank you for all your help!

MLP: FiM Copyright Hasbro.

This story even has its own page on TV Tropes! [link]
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BrightDark89 Featured By Owner Jan 8, 2013  Student General Artist
Try this song for the fight with Nightmare Phobia: [link]

Probably my favorite boss music of any game I've ever played.
ItsfromPeople Featured By Owner Jan 9, 2013
Thank you for the suggestion! The Kingdom Hears Series simply has an incredible soundtrack.

Here is another good final boss theme (from Xenoblade Chronicles), it starts out slow before it gets amazing: [link]

I have added your suggestion to the list as an alternate music for the fight against Nightmare Phobia

Thanks for these ideas. If you have any more suggestions, just let me know.
eric-emanwu Featured By Owner Nov 21, 2012
Wow. If this is to be a finale, then let it be a glorious one against this shadow of Luna.

If I understand the metaphysics of it enough, because Luna kept splittin herself off from the main body, when the elements purified her, she unconciously sent all her bitterness into the shadow body she had, and then that body gained conciousness in the shadow realms, leading only to the rise of Phobia.

In truth, this was a neat chapter for how you try to show a darkness incarnate fighting the wasy of chaos. Further, that the spears were both blue and red? foreshdowing.

Possibly the most emotional moment of the whole time is Discord being afraid to lose the constructs, as he no longer knows if he could make them just so, since they've changed so much. Real life out of chaos material. Thus, sacrifices had to be made, battles were fought, and one by one, the constructs fell to the blackness of Phobia.

Rarity's fall was almost shocking, while AJ and Rainbow's fall was just awesome. A volcanic eruption and then sacrifice. Wow.
ItsfromPeople Featured By Owner Nov 21, 2012
Thank you for this comment!

Yes, you are right about Luna accidently creating Phobia with her spell. In a way the Nightmare is even somewhat similar to Fluttercruel. Both are born from an incarnation but Fluttercruel had Fluttershy's influence (over the memories), the constructs and Discord trying his hardest to raise her. Phobia on the other hand was alone and Luna learned too late of her existence.

The spears are quite ironic if you think about it. Discord was able to recognise Laughter but wasn't able to figure out what this means. He didn't even realise what the color red hints at. Then again he had a lot of other things to worry about.

This was ultimately the price of becoming real life. Had they stayed mere chaos material, Discord would have easily be able to snap them out of existence and recreate them once everything was over. But they had developed, they had become something else. In the end they are able to stand up to Discord and reject his idea to protect them because they know that he will not be able to do this.

After being wounded and being right before the Nightmare, the only thing Rarity could still do to help her friends was to prevent the Nightmare from devouring her.

Rainbow tried her hardest to protect her friend (and land several hits on the Nightmare) but in the end her strength was completely spent and Applejack was able to leave one final present behind before they vanished.

I would love to hear your opinion on the other parts of this story.
alexwarlorn Featured By Owner Nov 17, 2012
She already knows that I will not take her offer.)

How does he know that?

Any meaning behind the different colors spear heads?

Twilight sat in the middle of the chaotic world and seemed sad.


Didn't recognize ALL those pony names, interesting.

True, Phobia DID try to murder Fluttershy to finally give her a way out. But is Discord fighting her PURELY on that principle?

Since they both want what everyone wants really. Freedom. True, she's insane . . . .

The constructs continued to look at the two incarnations with curiosity

I think Twilight is the only one who remotely gets what he's talking about. And NONE OF THEM have actually SEEN the Nightmare yet.


She's made the final step to being a person.

"We sensed it when the battle started.

It's kinda creepy how she's using 'we' like that.

And it's creepier they ALL agreed to them.

Fluttercruel was more than happy to see them still around,

And those others just poof.

How does he know that Phobia wants to absorb chaos magic?

She isn't the kind of person that will see the error in her ways and embrace friendship and sunshine.

That's what insanity is! It doesn't RESPONSE to reason! It's a SICKNESS.

WHY can she assimilate his chaos magic?

What confuses me, is when Discord suddenly began having limits on his reserves, when before his power seemed as endless as before.

At times like this I'm reminded of Superman vs the Elites, and it shows how danger Sups' actually is when he uses his super power -strategically!-

Discord's mirror into other worlds fell to the ground.


"If you think I will fall for that old..."

Everyone knows these days you just step to the side.

Technically AJ and RD sacrificed themselves, they weren't killed by her.

"Friends are NOT there to die for each other!"

But teammates in a battle to the death are.

I used The 13th Dilemma for the battle.

Discord was BEYOND redemption pretty much anyone would say.

I wonder what seeing the truth would do to NIghtmare Phobia.
ItsfromPeople Featured By Owner Nov 18, 2012
“How does he know that?”

To be honest, he isn’t 100 % sure but he knows that she keeps targeting his daughter. While she has a very good poker face (no face at all), Discord knows enough about manipulation and lies to see that Phobia isn’t really considering an alliance herself. In the end the Nightmare would have backstabbed them the first chance she got.

“Any meaning behind the different colors spear heads?”

Yes, they show with which Element Discord has laced the spear. Blue is Laughter and red is Loyalty.

“Twilight sat in the middle of the chaotic world and seemed sad.”

It is connected with what comes next. In “Twilight: Puppet or Pony” it was mentioned that the constructs were all connected over Chaos and could talk telepathically. In that moment she talks with the other constructs about what they should do. Her four friends already made their decision and decide to spend the last few minutes before the confrontation together.

“True, Phobia DID try to murder Fluttershy to finally give her a way out. But is Discord fighting her PURELY on that principle?”

“Since they both want what everyone wants really. Freedom. True, she's insane . . . .”

It is not only that. She did try to murder Fluttershy and Fluttercruel, the mother or his child and his daughter. But now Nightmare Phobia wants to devour Discord and Fluttercruel to become powerful enough to escape and have her revenge. At this point there is no other way out then a fight. She will not leave them alone and neither Discord nor Fluttercruel want her to leave back into the subconscious world to continue her insane revenge.

“I think Twilight is the only one who remotely gets what he's talking about. And NONE OF THEM have actually SEEN the Nightmare yet.”

Actually they have all made similar developments in the time that Twilight became more independent. And thanks to their connection to Chaos, they all did feel the battle and how Discord’s power became less and less.

“She's made the final step to being a person.”

Yes, she defied the will of her creator and rejected the safe heaven he was offering them, because she knew that would be the death sentence of him and his daughter.

“It's kinda creepy how she's using 'we' like that.”

I know but she is talking for all of them at the moment. And while they are all unique, they all share a connection to Chaos.

“And it's creepier they ALL agreed to them.”

They all had different reasons. Some wanted Chaos to continue to exist, others wanted to help Discord, some wanted to leave a heritage behind, others wanted to support Fluttercruel, some didn’t want to be forgotten and others thought that this was the only chance to overcome the Nightmare.

“And those others just poof.”

She was just happy to see that at least some of them were still alive. Fluttercruel lived together and grew up with all of them. She was the one who objected the loudest against this plan.

“How does he know that Phobia wants to absorb chaos magic?”

She did already absorb the spears in their first encounter and in fact did seem to enjoy it. She also told Discord that she would devour him.

“That's what insanity is! It doesn't RESPONSE to reason! It's a SICKNESS.“

Indeed and that is the sad part about Nightmare Phobia. She drove herself insane with the constant misuse of her own power. Now she is beyond reason and too dangerous to be contained. Somewhat similar to how the deer in Shining’s story shielded themselves against non-lethal methods and therefore killing them was often the only way to stop them from trying to murder Shining and the ones at his side.

“WHY can she assimilate his chaos magic?”

That was hinted back in the third part of “Luna and Celestia: Unwanted Half.” She isn’t limited to absorbing fears. But because of what she is, those are the easiest parts of minds to absorb. And since Chaos is part of every soul and mind, she can absorb that as well.

“What confuses me, is when Discord suddenly began having limits on his reserves, when before his power seemed as endless as before.”

Actually they talked about that in “Fluttercruel: Chaos Theory.” Chaos is created between two opposites and because they are in the empty white nothing, they can not draw Chaos from that. That is the reason that the white space is able to contain Discord at all. But he still has his own reserves and after taking breaks, his Chaos begins to regrow. That is how he was able to create this world of Chaos step by step.

He never had to stay that active for such a prolonged time here and now his reserves are nearly spent.

“At times like this I'm reminded of Superman vs the Elites, and it shows how danger Sups' actually is when he uses his super power -strategically!-“

I have to admit, I don’t know that story. Can you tell me more? I guess Superman could use his incredible speed combined with his power for some very devastating attacks and maybe exploit weakpoints with that.


No, the mirror is too durable for that, just as Discord did notice very soon.

“Everyone knows these days you just step to the side.”

Good point but how do you sidestep a moon?

“Technically AJ and RD sacrificed themselves, they weren't killed by her.”

True but she was very responsible for their death by hunting them into a dead end.

“But teammates in a battle to the death are.”

Also very sadly true. But sometimes it is really hard to let go.

“I used The 13th Dilemma for the battle.”

Thank you for the music suggestion. I will definitely add it.

Now this is the second time a Kingdom Hearts track is suggested for this battle but I have to admit that series has an amazing soundtrack. The only thing I find annoying about it is over how many consoles the Kingdom Hearts Series is spread. I guess that is the reason that some say the story is too convoluted, they got only game and without the games leading up to this, the story is too hard to follow.

“Discord was BEYOND redemption pretty much anyone would say.”

That is a very interesting point.

At the very beginning the Nightmare was in Pipsqueak’s dream. She wasn’t alone, she was right next towards somebody who would likely consider her scary but fun, if she hadn’t tried to attack him to prove that she was right about friendship being weak, even after being defeated by the Elements of Harmony. She was still sane back then, before she made this choice. Her own self-pity and lust for revenge did begin to lead her on the road of madness.

Redemption depends on a lot of factors and is harder, the worse the crimes of that person are. For someone like Discord to be redeemed, the right people need to be at the right place in the right time and even then it is his own choice to see and take this chance.

“I wonder what seeing the truth would do to NIghtmare Phobia.”

That would really depend on when she sees it. At the moment when she absorbs the mirror, it would likely be:

“So many worlds! So many worlds drowning in suffering and fear! HAHAHA! I want to see more! MORE!”

Thank you for this long comment!
KurseofKings Featured By Owner Nov 17, 2012
"A chaotic battle against Nightmare Phobia: “Zant Battle” from Zelda: Twilight Princess" I used "Unforgettable" from Kingdom Hearts: Birth By Sleep. [link]
ItsfromPeople Featured By Owner Nov 17, 2012
Thank you for the music suggestion. I think it fits the battle very well. I will add this into it.
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