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A My Little Pony: Friendship is Magic fanfic.

Tags: Alternate Universe, Dark, Romance, Tragedy

At a fair held in the town of Dappleshore, Twilight stumbles upon something from her family's past and is drawn to investigate. But will she succumb to its sinister influence, and can Trixie and Luna set their differences aside to help her?

The title and certain themes were inspired by the song Filistata by Stolen Babies. The plot is loosely based on The Case of Charles Dexter Ward by H. P. Lovecraft.

Also available on FiMFiction. Featured on Equestria Daily

Scene 1

There was a tapping at the door. Trixie looked up from the letters she had been reading. Could it be Twilight? No, Twilight wouldn't knock on her own door. Trixie hesitated. She peeked out the window but couldn't see anything through the heavy rain.

The tapping became a knocking.

“Pull yourself together, pony! Are you Great and Powerful or just a frightened little filly?” Trixie shrank back a little at the voice in her mind, then straightened up, proudly stretching her head up high. No! She had cowered long enough. She didn't need Twilight. She didn't need anypony! If they didn't notice her, she would make them notice her. She would make them love her!

The knocking had stopped. Trixie looked up from her thoughts and glanced at the window. A dark face appeared in front of her, and Trixie jumped back with a shriek.

The mare on the other side looked just as surprised for a moment, then frowned. “Are you going to let your princess stand out in the rain, or shall I be forced to break down the door?”

Trixie cursed herself for her cowardly display in front of the princess and got back up, facing Luna with a haughty sneer. “And what does the oh so high and mighty princess wish?”

Luna returned the sneer with a cold stare through the glass. “I am here to see Twilight Sparkle. I demand that you let me speak with her.”

Trixie didn't flinch. She didn't want to show any weakness in front of Luna. She had been weak for far too long, but not any longer. “Twilight is not here, so demand all you like.”

Luna's face remained hard. “Is that the truth, or just another one of your lies?”

Trixie felt the anger bubbling inside her. “I haven't seen her in days, and I bet it's all your fault! You and your fancy gifts! I guess you couldn't get her any other way. Well congratulations, your highness, it seems you can buy somepony's heart after all.”

Luna's face had disappeared from the window. “Yes, that's it! Go back to your castle you royal leech!” Trixie felt the warmth spread in her face and body as she let go of the big ball of frustration and jealousy in her chest. It felt great. No, it felt better than great! “I'm sure Twilight will be waiting there to grovel at your hooves like a good little slave, probably just yet another poor pony for your gilded harem!”

The door exploded in a rain of splinters, throwing back Trixie and knocking all the air from her lungs as she hit the wall hard. A large splinter streaked past her, leaving a bloody trail beneath her eye and embedding itself in the wall.

Luna stepped through the door like something out of every little filly's worst nightmares. Her dark, stormy eyes pinned down Trixie who felt herself getting pulled up against the wall as if by an invisible claw around her neck. She struggled to fill her screaming lungs.

“Insolent wretch! Do you even care for Twilight, or is it all for your own selfish desires? Did it never occur to you that others may care about Twilight too? Look at yourself!” The princess stopped in front of Trixie, their faces inches apart. A terrible darkness shrouded Luna's face.

The young, insecure filly inside Trixie wanted to disappear, to hide away. If she couldn't see it, it couldn't hurt her.

“What are you but a worthless gnat! A pathetic little cretin! You were never worthy of Twilight!”

Trixie's muscles tensed, every nerve in her body screamed. No! She was not worthless! She was not a frightened little filly, hiding under her bed! No more! A power she had never known surged through her mind and soul.

Her horn flared, and with her last breath of air she opened her eyes and stared into Luna's. “I am not pathetic. I am the … great … and … Powerful TRIXIE!”

There was a bright flash of intense light. Trixie felt air flushing back into her lungs as the invisible claw holding her fled like darkness before the light of day. She fell on her haunches but quickly stood up on shaking legs.

Luna took a step back but looked unshaken. “Oh look, it grew a spine.”

Trixie breathed heavily. “Leave!”

Luna held her head up defiantly. “Oh? Are you going to make me?”

Trixie straightened herself up. An old feeling of pride filled her again, and she couldn't help but smile. “No, Luna, because the Great and Powerful Trixie doesn't go around attacking ponies or trying to kill them! But she may just have to humiliate you.”

Luna gazed at Trixie with fury in her eyes, but the unicorn stood her ground and didn't shy away. Trixie walked confidently up to Luna, looking her in the eyes. “Why, I bet your sister would love to hear of this. Or are you going to shut me up?”

Luna hesitated and took another step back.

“And what about Twilight? Would she love a brutish thug like you? Why, I can't believe she ever would. Twilight wants somepony with class and style. Somepony like the Great and Powerful Trixie!”

Luna's face darkened, and for a moment Trixie thought she would attack again, but instead she lowered her head and looked away with a pained expression crossing her face. “I … am sorry,” she whispered.

Trixie smirked, savoring the delightful taste of victory. “What was that? I couldn't hear you, did you say something?”

Luna glared at her and almost hissed through her clenched teeth. “I'm sorry!”

Trixie held up a hoof to her ear. “Speak up, princess, or did you lose your tongue?”

Luna stood up with a light stomp of her hoof. “You're pushing it!” She sighed again. “Look, I just want to know where Twilight is. She hasn't written in days, and I got worried.”

Trixie felt an urge to say something sarcastic, but not before now had she stopped to consider the realization that Twilight was not with Luna. Then where could she be? Trixie sat down heavily at the realization. “She's not been with you?”

Luna stared at her in disbelief. “Just how slow are you?”

Trixie gave Luna a cold stare. “Well fine, I didn't exactly put two and two together. I'm sorry, we're both sorry. Great!”

Luna shook her head. “So where is Twilight?”

*          *          *

Great Celestia, whatever happened here?”

Luna and Trixie both turned at Twilight's voice. Twilight stood in the shattered doorway, staring at the room. Trixie only now noticed the destruction around her. The shattered door, but also the walls, everything was charred and blackened by fire. She blinked. Had her magic done all that? She didn't remember doing that.

Luna jumped up and embraced Twilight. “Twilight! I was so worried, where have you been?”

Trixie gave Luna a piercing glance.

Twilight smiled at them both with a bewildered face. “Never mind that. What happened here?”

Trixie gave Luna a hoof in the side. “We were just having a little talk, girl to girl you know. Luna was just about to leave, too.”

Luna glared at Trixie and rubbed her flank. “I most certainly was not!” she replied before turning back to Twilight. “We were just having a little argument. That is all. I am terribly sorry about the door.”

Twilight looked between them. “Oh girls, forget the door, I'm just glad you didn't kill each other! I'm sorry for disappearing like that. I never expected it to take so long. Just let me drop these bags off,” she gave the saddle bags hanging over her shoulders a little shake, “and then I'll make it up to you, I promise. What do you say we all go out and have a great night together?”

Twilight disappeared up the stairs with her bags, while Luna and Trixie exchanged icy stares.

Scene 2

Twilight had returned and seemed uncommonly happy. More lively than she'd been in a while, at least, but she blankly refused to talk about her disappearance or her work despite both Trixie and Luna trying their best to convince her to give up her studies.

Trixie was glad to be out of the mansion for once. Ever since her failed show at the fair she had been afraid to go out, afraid of the stares and whispers she knew she would get. Now she didn't care. She would rebuild her name and honor, and she would have Twilight too, Luna be damned.

Despite having to drag along the princess, this night had been the best one Trixie could remember having in a long while. Yet she couldn't help but notice that Twilight remained a little off, her eyes frequently growing distant as if her mind was occupied elsewhere.

As the evening dragged on, Luna had to excuse herself and return to Canterlot. Trixie could hardly say she was sad to see the alicorn leave. She and Twilight decided to call it a night too and turned back towards the mansion. Trixie walked beside Twilight, occasionally giving her a glance and a smile. Twilight seemed oblivious to Trixie's glances, perhaps even her presence judging by her distant look.

Trixie felt a stab of disappointment. “Come on, Trixie. This is it. You got rid of that skank Luna, you're alone with Twilight, it's a beautiful night. If she's not going to notice you, then you've got to take the first move! What's the worst that could happen?” Trixie winched a little at the thousand nightmarish possibilities racing through her mind. Maybe Twilight would turn her into something small, ugly and slimy and leave her in a bog somewhere.

She looked at Twilight, the object of her greatest passions. The last light of the day made her violet eyes twinkle like little stars in the growing darkness. Her face looked relaxed, content despite the mildly vacant look. Trixie edged a little closer to her. Twilight had a scent of the fresh soil and the fallen leaves of the woods, with a trace of tree sap.

“T-Twilight?” Trixie finally dared.

Twilight paused and turned her head at Trixie. “Yes?”

Trixie looked down at the ground, scraping her hoof against the stone a little as she found words hard to summon. “Damn it, Trixie, come on, just … do it!” she thought to herself. With a final breath she looked back up, her eyes meeting Twilight's. She felt herself falling into a sea of violet as she leaned forwards. She just hoped she could swim.

“No regrets!” She closed her eyes, and their lips met in a brief kiss.

When she opened her eyes again, Twilight was staring at her. The vacant look was gone, replaced by … something else. Was it confusion? Doubt? Probably both.

Trixie took a step back and looked down. “I'm—” No, she wasn't sorry. It had felt so right. She tried to breathe normally, tried to steady herself. Was she thinking straight? Twilight looked away, then back at Trixie.

Trixie took a deep breath. No, she couldn't be weak. She was the Great and Powerful Trixie. If she couldn't be true to herself and stand by her actions, then Luna had been right about her being nothing.

She straightened herself up and tried to look Twilight in the eyes. “Twilight … I love you. I have since the moment I saw you stand up for your friends in the face of terrible danger, though I didn’t realize it at the time and tried to deny it for the longest time. I know it's sudden, and I understand if … if you don't feel the same. I'm not sorry. This is how I feel and—”

Twilight looked down, then took a hesitating step towards Trixie and held up a hoof to Trixie's lips. Trixie stared at Twilight, feeling every word escape her. Twilight looked down again, then leaned forwards gingerly. Their lips met once more, and a spark of magic jolted through their souls as the last rays of light sank beneath the horizon.

Trixie felt herself losing her grip on the world and her mind. She couldn't tell if she had died of joy, but she didn't care.

Stars sparkled across the heavens like pearly tears, but no moon rose that night.

*          *          *

Trixie looked at Twilight and ran a hoof through her soft mane, watching her peaceful face and listening to her soft breathing while she slept. Trixie had never been happier than in this moment, but a nagging fear and doubt remained and would not let go of her. She had been awake all night, unable to sleep. As the first rays of dawn broke through the window and fell on their entwined bodies, Twilight opened her eyes and smiled at Trixie.

Trixie smiled back, but her emotions must have showed through. Twilight reached a hoof out to touch her cheek. “What's wrong?”

Trixie took Twilight's hoof in hers. “Twilight, I want to know … I need to know that you won't leave me again.”

Twilight lowered her eyes a little. “I'm sorry for disappearing like that. I know you must have been worried sick. But I'll never leave you, Trixie.”

Trixie looked at her seriously. “Twilight, this work of yours—” Twilight sighed and looked away, but Trixie pulled her back and looked into her eyes. “I want you to give it a rest. It's doing something to you, and it frightens me.”

Twilight looked sad. “I can't. Please don't ask me this, Trixie. Surely you understand there are some things, certain things, that you just have to do.”

Trixie closed her eyes and sighed. “Will you at least tell me what it is then? I get worried, Twilight. You're not yourself sometimes.”

Twilight smiled. “Oh Trixie, you clearly don't know me well enough if you say that. I just get a little absorbed by my studies from time to time. I always have been prone to that. I am almost there. It won't be long, I promise. Please don't ask me to stop now.”

Trixie sighed, a little hopelessly. “Just promise me that you'll never leave me.”

Twilight touched her horn against Trixie's, a little spark lighting up between them. “I swear.”

*          *          *

Trixie sat down at a table at the café as a waiter brought her a cup of tea and a freshly baked bran muffin. She thanked the waiter and picked up today's paper, paying no heed to the looks she occasionally got from other ponies.

Twilight had spent all morning answering concerned letters from Ponyville and had now gone to do some shopping. Trixie wanted to take the time to relax and enjoy some of the local fare. She hadn't had anything but hay and water for days now. It was nice to finally get something more refined again.

Trixie inhaled deeply at the fresh scent of the baked goods and took a sip of her tea. Turning to the paper, her eyes caught something. Trixie read it quickly.

“Grave Robbers Strike Again
“Another sighting yesterday at the Dappleshore graveyard is the third in a week. The latest witness, a local weather pony, told guards that she saw the grave robber flee into the forests west of the city in the early morning. Hoof prints were found, and one grave had been disturbed, say investigators.”

Trixie put down the cup as she read it again. “Grave robbers? What an unseemly thing,” she muttered to herself. She looked up as another pony sat down at her table. For a second she thought it was Twilight, but the stranger looked nothing like Twilight. Trixie gave the black and white mare a confused look. “Can I help you?”

The zebra smiled. “I didn't mean to offend. Twilight Sparkle is your friend?”

Trixie blinked at the stranger. The unusual speaking threw her off for a second. “What? Oh, uh, yes. Why do you ask?”

The zebra held out a hoof in greeting. “Zecora is my name; from Ponyville I came. Worried for Twilight I have been, and many odd things I have seen.”

Trixie shook the hoof a little uncertainly. “Odd things?”

Zecora nodded. “In the forest she has been at night, running and hiding from my sight. Warned her did I at the fair, but she wouldn't listen here nor there.”

Trixie sighed. “Well, she won't listen to me either if that’s what you’re thinking. What did you want me to do?”

Zecora looked at her as she stood up again. “Keep a close eye on her. Through the owl we may confer.”

Trixie sighed and shook her head as the zebra disappeared around the corner. “Your friends are almost as strange as you, Twilight. What's going on with you?”

*          *          *

It didn't take long for Twilight to revert back to her strange, secluded self. She no longer disappeared without a word, but she was often gone for a while, and she spent hours, even days locked up in the attic.

Trixie often slept on the floor outside the attic where strange sounds and—Trixie thought—voices kept her awake. Twilight, on the rare occasions when she showed herself, refused to speak of what was going on in there and forbid Trixie from entering.

Many of the sounds frightened Trixie and sent shivers down her spine, but Twilight assured her that it was all necessary and that she was almost there, that it would soon be over. Trixie was beginning to doubt if she could believe her. She wanted to believe Twilight, she wanted to trust her, but with each passing day it became harder.

What was she doing in there, and who, or what, was she talking to? Trixie had never seen anypony other than Twilight come by. Was Twilight growing mad and talking to herself now? Twilight remained quiet on the topic.

Letters kept coming from Ponyville, and Twilight answered each one, assuring her friends of her well-being. Trixie noted, with some wonder despite a general satisfaction, that no letters had arrived from Luna since Twilight's return.

And then, after a particularly loud night in which Trixie had felt herself terrified to her core at the sounds coming from the attic and nearly broken down the door in despair, that new mare had appeared. Trixie didn't know what to call her, and she didn't like her.

The sounds had stopped suddenly while Trixie was banging on the door of the attic. Twilight had opened it a crack and, all sweaty, pale and bruised, had assured Trixie that everything was alright, that she could go back to sleep. Trixie didn't sleep that night at all and barely closed an eye for several nights after. Every time she began to drift off to sleep, she heard those screams in her mind and felt the icy cold run down her spine once more.

The following night, Twilight had come down from the attic along with that hellish mare covered as she always was in a black, all-concealing cloak. They had left together, Twilight assuring Trixie that she wouldn't be gone long. Trixie was shivering for hours after. Something about that mare in the cloak freaked her out something fierce, but she couldn't explain it.

That was also when the disappearances began.

Scene 3

Trixie opened the letter from Zecora. The zebra was growing concerned, even paranoid. Trixie couldn't blame her. Zecora had been following Twilight and her new friend, the mare that Twilight had only deigned to call Gray, but the two always eluded the zebra.

Gray only showed up rarely. Twilight occasionally spent some time in the mansion with Trixie, but it was becoming less and less as time went on.

Trixie picked up today's paper and flipped through the pages. She didn't get out much anymore. She didn't want to be away in case Twilight decided to make a rare visit, especially since the chilling news began, but she had arranged for the local mailmare to bring the daily paper and the most basic necessities every morning.

She almost hoped there would be nothing in the paper this time, but her hopes were immediately dashed.

“Two More Missing in Dodge City
“The recent string of disappearances continues as two fillies are reported missing near Dodge City. They were taken from their home by one or more unknown assailants who entered the house through an open window during the night. Police are interested in hearing from anypony who may have information which could lead to the missing fillies, or the arrest of whoever is behind the fillynapping.”

Trixie sat down heavily. Sure, Twilight had acted strange and obsessed lately, but she would never do something like that. Trixie tried to assure herself that it was true. But what about Twilight’s new “friend”? This strange new pony just wasn't right.

Trixie looked up as she heard the clip-clop of hooves outside and saw Twilight through the window. Quickly she hid the letter from Zecora and picked up the paper. As Twilight stepped inside, Trixie threw the paper in front of her, opened on the page of the missing fillies article.

Twilight looked at her, then down at the paper before looking back up. “Yes, I've heard. I do follow the news, you know.” She sighed and shook her head. “I'm sorry, Trixie. I didn’t mean to snap like that. And I’m sorry for being gone so much, too.”

Trixie gave her a cold look. “That's not it, although that bothers me too. Tell me what's going on.”

Twilight looked hurt and picked up the paper. “What are you implying here?”

Trixie pointed at the paper. “Fillies disappear, you're acting strange, and—”

Twilight threw the paper on the desk and broke her off angrily. “Are you suggesting I would do such a thing?” Trixie hesitated just long enough for Twilight to pick up on it. “I see. Well, if that's how you think of me, then I guess I'll just be getting my things.”

Twilight disappeared in a bright flash before Trixie could respond. She returned a minute later from upstairs with a saddle bag over her shoulders and gave Trixie a hurt look.

“Twilight, please—” Trixie tried, but Twilight broke her off.

“Goodbye, Trixie. I thought—” She looked down as she walked out. “I thought you knew me.”

Trixie ran out after Twilight, but she was gone. Trixie collapsed on the street outside, crying.

*          *          *

Days passed without word, and fillies continued to disappear. There had been no letter from Zecora since the day Twilight left. It worried Trixie. The letters from Ponyville had likewise stopped coming. Had they given up? The owl still came and went. Trixie wondered why it stayed with her, but she was thankful for the company, even if all it ever said was “Hoo”.

Trixie had long since searched the attic now that Twilight had left, in the hope that it held answers, but it seemed Twilight had taken everything of note. Some burnt pieces of paper and a few obscure but unhelpful books were all she found.

She occasionally wandered the city now, but she never saw Twilight or Zecora. She began to feel terribly lonely, even wished on rare occasions that Luna would drop by or send a letter. Why hadn't the princess sent any letters to Twilight?

It was a week after Twilight had stormed out and left Trixie when a letter arrived from Ponyville. It bore the usual stylish markings of Rarity, though the writing on the envelope was frantic and nothing like the fashionista's usual careful strokes. Trixie opened it and read the rushed scribblings.


“Sweetie Belle has been missing since yesterday. Other fillies have vanished near Ponyville too. We're searching high and low, but there's no trace of them. Please, I beg you to come back. We need you. Why have you abandoned your friends? Is your work really more important?

“— Rarity”

Trixie sat down and read the letter over and over. She looked up at the darkening sky through the window, then stood up with a determined frown, pulled a blank paper out, and began to write.

“Dear Luna

“I apologize for our last meeting and all the things I've said. You asked me then if it had occurred to me that others might care about Twilight too. You haven't sent any letters of late, but if you still care about her, as I do, then I hope you will answer this one.

“I fear that Twilight is not in her right mind. I fear she's in danger. I even fear, though I hesitate to believe so, that she has something to do with the recent fillynappings.

“Please, I don't know who else to turn to. I need your help.

“— Trixie.”

She rolled up the paper and gave it to the owl who disappeared into the night with a single “hoo”.
Chapter 1
Chapter 2
Chapter 3
Chapter 4
Chapter 5
Chapter 6
Chapter 7
Bonus Act

If you liked this story, you may also like the sequel, Mare in the Mirror.
Add a Comment:
Sh4dowSentinel Featured By Owner Jun 2, 2013  Hobbyist Writer
Oh god Twilight, what have you done? And perhaps more terrifying, what are you Doing?
I'm seriously getting worried now. D:

On a side note, I myself have never read the Case of Charles Dexter Ward. But this is reminding me quite a bit of Dreams in the Witch House (probably my favorite Lovecraft story so far).
adcoon Featured By Owner Jun 3, 2013  Hobbyist General Artist
Dreams in the Witch House could also have been an inspiration. If memory serves, The Thing on the Doorstep also has very similar themes and could easily have been the inspiration too. Lovecraft wrote a lot of stories based on a variation of common themes.

I'm glad to hear you're enjoying the story so far :)
lordnerd Featured By Owner Nov 23, 2011
Herbert west...
Popi-Teylz Featured By Owner Sep 30, 2011
I sorta spoiled it by googling the story this was based on, but DAMN! It's scary if "Twilight" is doing what I think she's doing. Creepiest shipping I read so far...
adcoon Featured By Owner Sep 30, 2011  Hobbyist General Artist
Thanks :)
Telaros Featured By Owner Sep 8, 2011
I can't stop READING THIS!
SummerPwny Featured By Owner Sep 7, 2011
this is so freaking hard to stop readin, im shivering and feel cold. amazing!
well done.
Daft-Perception Featured By Owner Sep 6, 2011  Hobbyist Photographer
I'm very tired and want to go to sleep but I can't stop reading! Great job, this series might have gotten me into the lovecraftian genre :)
heartsvenom Featured By Owner Aug 28, 2011
Twilight! NUUUUUUUU!
ElrondS Featured By Owner Aug 26, 2011  Student Photographer
getting wierd chills down my spine while reading this. :S But i cant stop!
adcoon Featured By Owner Aug 26, 2011  Hobbyist General Artist
Excellent ^^
madman12000 Featured By Owner Jul 27, 2011
Can't wait to check out that new chapter - Gothic/Lovecraftian horror usually isn't my thing but this is very entertaining.
adcoon Featured By Owner Jul 27, 2011  Hobbyist General Artist
Glad to hear that :)
wobblert Featured By Owner Jul 19, 2011
I wasn't too sure weather I was going to read this series or not but now im totally hooked and cant wait for the next part :D
adcoon Featured By Owner Jul 20, 2011  Hobbyist General Artist
Glad to hear you like it ^^
WingZero032 Featured By Owner Jul 18, 2011
and the plot thikens more and more, now is up to Trixie and Luna to save Twiligt from an impending self destruction
Add a Comment:

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