My little Pony: Uncommon Connection II

by Spitfire16

Rating: everyone
Tags: Adventure, Princess Celestia, Human, Main 6, My Little Pony: Friendship is Magic, Princess Luna, Original Character, Comedy, Cutie Mark Crusaders
Length: 43849

A direct sequel to My little Pony: Uncommon Connection. Babe and André return to Ponyville after months of being away. The memories of their past experiences cease to exist in not just their own mind but Twilight and the other's as well.

A few months have passed since André and Babe have returned home from their adventure's in Equestria but with their memories erased it seems that forming friendships with Twilight and all the other Ponies in Ponyville was all for nothing, however that was just the start of something much bigger.

Published 2013-05-03 07:20:01 UTC
Last updated 2013-08-12 08:18:31 UTC

Remembering the Harmony

Philadelphia, PA

November 14th 2012

"Humans are the dumbest things to ever exist on the planet!" Khalil blatantly stated to his friends.

André just watched as he talked nonsense, "That doesn't even make sense…" he said shaking his head.

"It does make sense," he defended, "maybe not to ya'll but to me it makes complete sense! 100%! Humans. Are. DUMB!"

"Do you ever listen to yourself talk?" Babe asked with the little bit of patience he had left.

Khalil just flagged the two off, " Whatever man, get out of my face! We take things and we make it worse, I'm sorry that I'm a Human!"

"Okay, then how about you commit suicide?" André coldly suggested, "Get rid of all your pain and suffering as a Human then."

"You know what," Babe said, "forget it. I can't listen to any more of your crap."

There was defiantly negativity on the basement floor of the house André, Babe and all their friends were in. Today seemed like just another day…they would all get together, sit around and play games. Argue over small but more so in a funny way. Today was different…André, Babe, Denvor, Khalil and their friend Will were sitting around each other playing on the Xbox 360.

It was getting late and most of the night was spent arguing, mainly on Denvor, Khalil, André and Babe's end. Babe stood up. He was frustrated at what Khalil was saying. He went upstairs and was ready to leave the house.

"The Human race needs to be judged! If the covenant was real I would want them to come down to Earth and judge us all!"

Khalil followed behind Babe to make sure the doors were all locked and secure behind him. However the two continued arguing outside on the porch.

André heard the two through his ear phones and became even more annoyed at the stupid and pointless arguing they were doing. "…Just shut up." he thought to himself but it was no good, he was still able to hear the pointless arguing among the two even from down in the basement. André took out his cellphone. He was preparing to send a text to Babe.

To: Babe

From: André

Message: Yo, wait for me out on the porch. I'm leaving out with you. I can't him and his pathetic speeches.

He hit send and the message was sent. He packed his bag and threw it on. He went upstairs but not before saying bye to Denvor and the others. He reached the front door and brushed passed Khalil and Babe who were still arguing. He tried paying them no mind and walked down the street.

"Yo, whatever man! Get out of my face!" Babe shouted.

Hearing Babe's yelling made him even more annoyed, "I seriously can't take him anymore…." referring to Khalil.

Babe left the porch and followed behind André. He sped walked in an attempt to catch up with him. Seeing Babe trying to catch up André slowed his walking down, "Wait up, Dré!" he called out.

André slowed his walking down, allowing Babe to catch up, "…How do ya'll put up with that?" he asked in a serious tone.

"I don't." Babe answered, "He just talks a lot of bull and it irritates me. I don't put up with it."

André shook his head, "Sure, but, I can't stand it."

"Just let him do whatever he wants." Babe said as he looked over to André, "Let him figure it out all on his own, it'll come back and hit him hard in the future."

"Maybe." André looked at Babe in return, "We may just need to find a new hangout partner. I seriously can't stand him much longer." it was evident André was really fed up with his friend and wanted nothing more to do with him. They've had disagreements and even arguments in the past but dealing with it all just seemed like a complete waste of time.

Babe was a bit surprised at André's suggestion, they've been friend's for years, " I don't know, we have our disagreements and as much as nearly everything he talks about gets me mad, I'm still his friend."

His words didn't mean much to André, "Yeah, well…for you. Not for me, until he change his ways I don't even think I can call him my friend."

Babe shrugged his shoulders as he and André come to a crossroad. Babe went one way and André went the other. André was staying at his grandmother's house which was only around the corner. He quickly got back and made it safely inside. He placed his book bag down in a rocking chair and got settled in.

He was tired and still a bit frustrated. He went into the bathroom and took a warm bath, hoping the relaxing water would take his mind off of his frustration. After the bath he was calmer but he was still bugged. The human race judged and for such an unfair and self-righteous reason, he wasn't sure if his friend really thought like that but just the thought of it kept his mind worried.

His mind was made up. He didn't want to be friends with a bad influence. He went back to his room and cut off the room's light. As he laid in the dark, he stayed in thought for a brief moment before reaching for his cellphone and using its internet on it to go to Ponyhoof. He writes on his virtual wall:

"Life doesn't pay to be ignorant. I gotta get a new friend, I can't take this."

He put his cellphone into his night pants pocket and painfully drifted off to sleep…the feeling of having to hate one of your closet friends was one of the things he hated the most. Soon he found himself asleep…

"The binds that once tied are now fragments left to be picked up…" a mysterious voice spoke from nothing.

The voice, while mysterious, seemed rather familiar. As he drifted off to sleep he began to recall some events from his past. Strangely they involved My little Pony characters.

Chrysalis looked ahead and saw that the group of friends vanished. Chrysalis won.

"Yes! SO MUCH POWER, I truly am the ruler of all Equestria now!" she laughed loudly, "Those fools thought that they stood a chance against me? Oh well, still, I'm amazed at how much power they had…no point in worrying about it now, the Changelings can now be the-Uh…" she suddenly stopped in midsentence upon feeling a strange feeling deep down inside but it was short lived, she continued, "-Can now be the-UGH! Ah!" the feeling returned but it was more powerful than before,

"W-What's….happening t-to me!? AUGH!" she grunted in pain.

She felt warmness coming from inside of her. Pure white light took form from inside Chrysalis body. She found herself growing weaker and weaker. She collapsed to the floor as the light engulfed the entire room for a few seconds. "W-WHAT!?" She yelled out while panting.

"How's it feel?" a familiar asked as Chrysalis eyes shrunk in disbelief, standing before her was the six mares and two Humans, "How's it feel to have that kind of power inside of you? Was it too much for the dark queen to handle?" Babe asked.

Chrysalis eyes were barely open. Losing most of her power all at once took a major toll on her body, sweat started to roll down her face, "W-Why…?"

Babe smiled at the queen's question, "It's simple, in a world like this darkness can't overcome love or friendship, get real. You absorbed us but the power of love and friendship was just too great for you," Babe thought back on Celestia's mention of his and André's power and finally understood what she meant, he chuckled at the realization, "Princess Celestia was right."

A light flashed ending the strange look back on the past. André, with his eyes closed, was falling down to the deepest depth of the light but the light slowly began turning into darkness as various images of Twilight, Applejack, Rainbow Dash, Fluttershy, Pinkie Pie and Rarity filled his head.

"A dream of My little Pony?" he thought to himself as the Ponies were interacting with him and Babe. He failed to realize that those events were, amazingly, not dream. The memories that were supposed to be erased were coming back to him in his "dreams".

He thought back to his argument with Khalil, "How about you commit suicide? Get rid of all your pain and suffering as a human then." was the last thing he said to him before leaving.

"Did I...really say those things?" he asked himself as if he didn't know his own words. His body began to drown in the cold darkness. While his eyes were closed he knew where he was…..the cold feeling of hate and anger, "Is this how Twilight felt….?" he asked himself, "N-No…..what am I saying? I'm saying it as if she's real….this is real life….and who cares? It's just one….friend. What's one loss when I have a lot more…?"

"If you can't help one friend then you can't save any" an inaudible voice spoke.

While things in the real world have gone to the deep end, Twilight and Spike have just finished doing some food shopping in Equestria. Spike was riding on Twilight's back eating a gem. The food the two had just collected was stored inside Twilight's saddlebag.

"Do we have everything?" Twilight asked her number 1 assistant as he ate his gems.

"Mhm! Everything's accounted for." Spike said with his mouth full.

Twilight smiled in assurance, "Just checking. It just feels like we're forgetting something."

"We're not." Spike clarified, "You've been saying that a lot lately."

Twilight looked back at him, "Huh?" she didn't catch onto what he was talking about.

"'It feels like we're forgetting something.'" Spike repeated Twilight's previous sentence, "even when it's nothing." he added.

"I have?" Twilight asked, "I haven't…really noticed." she looked down at her shadow.

Spike dug his claw into his gem bag looking for the next gem to feast on, "It's a first for you" he mentioned.

"But I have been feeling like something isn't quite right."

"Like what?" Spike asked while inspecting a ruby.

"I can't describe it. It's just…"

Twilight found herself lost in sudden thought, Spike noticed she didn't finish her sentence and waited for a response which didn't seem like it was coming unless he did something.

"Hey, Twilight, are you okay?" The small dragon leaned forward and snapped his fingers repeatedly next to Twilight's ear. Hearing Spike's snapping Twilight shook her head, coming back to reality, "Are you feeling alright?" Spike asked in concern, "You zoned out there for a minute."

"I'm…fine?" Twilight strangely replied yet asking.

Spike scratched his head, "What?"

"No-no! It's nothing!" Twilight laughed, "Sorry to worry you. Let's head home!" she cheerfully said as if nothing weird just happened to her.

Strange mental cases was starting to become normal for Twilight in Spike's eyes, "I worry about you, Twilight." he jokingly said to her.

Twilight just rolled her eyes at his joke, but soon found herself lost in thought again, " Hmp. Hey, Spike."

"Yeah?"

She turned back to Spike once more, "Who were those boys we used to hang around?"

"Boys?" Spike questioned.

Twilight nodded, "Don't you remember them?"

Spike placed one claw on his chin to think, "Boys, boys…Nope! Can't say I remember any boys." he answered.

Twilight was a bit lost, "I know I'm not making it up. I can't remember their names and I can't seem to remember their faces either." she had a strange feeling of nostalgia of friends she knew she had yet doesn't quite really remember, Spike simply made a face of doubt, " But I do recall meeting two…" she said to the small Dragon.

"You must've just made em up." Spike plainly suggested.

Twilight lowered her head in slight annoyance, "I didn't make them up!" she claimed, "What am I? Nuts?"

"Uh, yes." Spike started laughing at Twilight's weird thoughts and questions.

She sighed, "You're not helping Spike." she was really trying to understand her own current state of mind which was locked on figuring out who these two friends were.

"What? What do you want me to say?" Spike asked with his shoulders up, "I don't remember any two guys we used to hang out with. It's always just been Applejack, Fluttershy, Pinkie Pie, Rainbow Dash and Rarity." What Spike said was true and Twilight knew it was true but the feeling she had was still there, "Those are the only ponies we mainly hang out with, the other two ponies were probably just a dream you had and it just felt real."

After finishing up his explanation Fluttershy approached the two, "Hi, Twilight." she greeted her friend.

Twilight and Spike faced Fluttershy, surprised to see her, " Hey, Fluttershy." Twilight replied to her friends prior greet, "What're you doing here?"

"I'm just out doing a little bit of fruit shopping. I had to come out restock on cherries and strawberries."

Twilight smiled, "Oh, I see. Is everything alright?" she asked, just trying to start friendly conversation.

"Everything's fine." Fluttershy stated, "Are things good with you?"

"Ye-"

"Twilight's crazy." Spike suddenly joined, cutting Twilight off.

Twilight groaned at Spike's comment while he just chuckled to himself.

"Is everything alright?" Fluttershy asked seeing the troubled look on Twilight's face.

Twilight thought for a second, "Do you ever recall two boys….we used to be around?" she just asked Fluttershy. Twilight took Fluttershy's silence as a state of confusion, "I-I know it sounds weird but-"

"You remember too?" Fluttershy asked.

Spike and Twilight were shocked at Fluttershy's question, Twilight was intrigued that she knew what she was talking but Spike was still lost since he never remembered anyone outside the mane six.

"Wait, so you two remember the same thing?" Spike asked.

"I think so. " Twilight replied to Spike before putting her attention back on Fluttershy, "What's been going on with you?"

"I've been having these strange images pop into my head." Fluttershy explained, " I don't know what it means but these two guys were in it. They weren't ponies but I knew what they were. Their faces were rather blurry and their names were a mystery…but even with all that uncertainty I still knew who they were. It's kind of like a dream."

"You both dreamt of the same two guys?"

Fluttershy looked at Twilight, " You've had the same dreams?"

"Yeah." She answered, "That's…that is so strange."

"Creepy." Spike added.

Fluttershy slightly raised her hoof, "That's not all." she had more to tell her Unicorn friend, "I saw Applejack and Rarity a few days ago and they said they've been having the same images and dreams too. Even though they're just dreams I remember those two."

Twilight and Spike were speechless, "…Our dreams and memories are being shared?" she asked herself, "I have no clue as to who they are but I know they're defiantly not strangers. They knew ours names in my dream."

"They knew our names in my dreams too."

Twilight was now fully involved with solving this strange mystery, "Something strange is defiantly going on here. I'm going to head back to the library to see if I can find anything." she said to Fluttershy with burning determination.

Fluttershy nodded, "Okay. Let us know if you find out anything."

"I will. See you around Flutter-" Twilight's eyes widened.

"Remember what I said. Lesson 1, forget your shyness."

"As promised, Twilight."

"Who cares? As long as you're gone we'll be ok. As long as we know they'll be safe nothing else matters."

"In a world like this darkness can't overcome love or friendship."

"I swear to you all….one day, we'll see each other again."

Mysterious yet familiar voices filled Twilight and Fluttershy's head. The two mares found themselves in a sudden strange daze. All the images and memories of those strange boys were coming back all at once and it was just too much for Twilight and Fluttershy to handle.

They were confused and their minds couldn't take it all in at once. Strangely the two mares suddenly became extremely fatigue and they collapsed to the ground. Spike jumped off of Twilight's back before he fell over with her, "Twilight, Fluttershy!?" he yelled out in horror, "Are you guys okay?! What's wrong!?

The two remained quiet and in a deep state of sudden sleep.

Familiar strangers

The clouds above a local city began to strangely spread apart revealing a spiral black hole like phenomenon. None of the ponies could see this strange occurrence but they were able to see the clouds above them moving in strange ways. André was still falling into the coldness of his strange dark dream.

"…What's happening to me?" André asked himself as he continued falling, "It feels like I'm forgetting something really…really important."

"That voice. I know that voice." Twilight's voice, itself, spoke out from nowhere.

"T-Twi-Twilight?" he called out to the voice.

"You know my name? Who are you…?"

"My name is-"

"André?" she asked

"Yeah..." he was incredibly surprised at her guess, "How could you have possibly known that?"

"Yes. I know you!" she said anxiously, "You're the one Rainbow Dash likes to hang out with."

"Rainbow Dash?" he questioned her voice, "But…we've never met. You're…not real."

Hearing his unintentional harsh words put Twilight's voice in a temporary silence, "Not…real?" she softly repeated, "How could you say something like that…?"

"I-I'm sorry" he sincerely apologized, even he didn't know he would say something so harsh, "but…I just don't know what's going on."

"As much as my mind is telling me I don't have the slightest idea as to who you are…my heart is telling me 'it's so good to hear your voice again…' I don't know either." she said in confusion.

André felt the air against his body and his clothes waving in the wind. He turned around only to see that he was falling out of the sky and plummeting down to a city below, "…HUH? WHOA WHAT GIVES!?"

"Yo, Dré!" Babe called out beside him.

André looked over and saw him falling as well, "Babe! What the heck is going on!?"

"We're falling to our deaths!" he yelled out trying to make himself clear over the sound of the loud wind.

André's eyes shoot open wider than they already were, "IS THIS REAL!?"

"I don't know…" Babe replied to him, "if we're not alive once we hit the ground, yeah, we should know it's real!"

"I'M NOT READY TO DIE YET!" André cried out helplessly.

Babe didn't really seem bothered by his impending doom, his mind was occupied with thought, "This all seems quite familiar somehow…! I just can't put my finger on it!"

The two continued plummeting to the ground. The ponies below pointed the two out and were horrified at their impending doom. Andre nearly in tears but Babe couldn't shake the serious case of déjà vu. Out of the blue André was caught by a white coated Pegasus who had a light blue colored mane. Her tail was the same color as her mane but with a purple strip.

"I stopped…falling?" André asked himself.

Babe saw the Pegasus who helped André, "WHY DIDN'T YOU HELP ME!?" he yelled at her.

André reached his hand out to him, "Babe!" there was nothing he could do other than watch his friend fall.

Babe turned around and watched as the city below got closer and closer, "Looks like I'm dying alone. Hm…oh well, it's just a dream, right?" he asked himself...hoping with all his might he was right.

The many ponies gasped as he inched closer to the ground. Just before he hit the concrete he was outlined in a yellow and gray aura.

"What the heck? This is...strange..." referring to the outline that somehow saved his life.

The outlining slowly brought him to his feet. All the ponies in the area were all staring at him in awe. They had NEVER seen anything like him before.

André landed beside Babe but nearly lost his balance upon touching the ground, "Whoa!" he looked up at the sky, "Did she really have to let me go from that height?"

"Where, are we?" Babe asked.

The first thing André noticed was the inhabitants of the city, "My little Pony Ponies?" he couldn't believe his own eyes.

Babe chuckled, "This is some strange dream I'm having."

"You?" André questioned him, "This is my dream."

Babe looked at André as if he was just disrespected, "This is MY dream." he clarified, "You can't talk to me that way."

"You're not making any sense." André sighed at him, "You know, you're more stubborn than non-dream world Babe."

"And you're more annoying than non-dream world André."

The ponies continued staring at the bickering two. André and Babe took notice to their hard stares, both sure they're just dreaming.

"Where are we?" André asked, "We're certainly not in Ponyville. I would've thought I'd dream I landed in Ponyville."

"MY dream." Babe corrected.

"Shut up!"

Babe punched André's shoulder, the punch made André grunt in pain.

"Stop being a girl," Babe said putting his hands in his pocket, "it's a dream, that didn't hurt."

André punched Babe back, "Oh yeah??"

"AHH! What'd you do that fo-wait…that was pain…"

André rolled his eyes, "Ya think?" he asked sarcastically.

"How can we feel pain in dreams?"

André shrugged his shoulders, he was just as lost as Babe.

"Okay, that's enough!" A female pony spoke up from the crowd. The surrounding ponies, as well as André and Babe, turned to the voice. A white coated unicorn stepped forward. Her mane consisted of a combination between yellowish orange, gray and a little small strip of white. Her eyes were a deep blue, "Who are you two? Why have you come here?"

André backed his head, "Nice introduction..."

"Your coat and mane are the same color as the outlining that stopped me from falling." Babe noted, "Are you the one who saved me?"

"I may have had something to do with it." she was a bit defensive. She wasn't acting too friendly toward the two upon seeing them.

"Uh, ok?" Babe was taken a back by her actions, "Thanks. My name is Babe. This here is my friend, André."

"Hi." André raised his hand and waved.

The Unicorn raised an eyebrow, " Babe and…André? Those are strange names."

"Strange?" André asked with a forced smile, he didn't know how else to respond to her.

Babe turned his head to his friend, "Hey, Dré, wasn't there a Pegasus who saved you?"

The Pegasus was sitting lazily on a cloud above the city. Unlike the rest of the ponies she seemed rather uninterested in the two.

"You must be talking about Aerial." the Unicorn answered.

"Aerial?" Asked André.

André and Babe looked around in the sky to find her. It didn't take long for them to get a glimpse of her, they were kinda surprised she was so…carefree about them arriving.

"Why won't she come down?" André asked while looking up at her on the cloud.

"That's just who she is. She's not the easiest pony to get along with."

The surrounding Ponies were still at a loss of words at André and Babe's arrival, the only thing the two got from them was stares, "Why have you come here?" a Pony finally asked.

André scratched his head at the question, "Well, you see…this is just a dream and all so we sort of just popped up here."

"What are you talking about?" the Unicorn asked.

"Yeah." André continued, "I mean, you guys are cartoon characters and pretty darn popular where we come from."

The phrase cartoon character was a bit random for all the Ponies who heard, the Unicorn remained suspicious of the two, "This is in no way a dream nor are we cartoons, we're Ponies." she clarified, "I'm glad Aerial and I have saved you, you two are mentally ill and need to be treated right away."

The two Humans looked at each other in uncertainty.

"What are you guys anyway?"

"Human." Babe answered.

The Unicorn tapped her chin, " Human? Never heard of anything like that before, are Humans always delirious?"

Babe pulled André back to talk in private, "…Dré, I think…I think she's right."

André nodded, "It is kinda weird. We did feel pain and all, wouldn't that usually wake us up?"

"Yeah… so…w-we're actually in Equestria!" Babe exclaimed in excitement, yet still keeping his voice down, "Why don't we just shut up, not ask questions and seriously get the chance to enjoy ourselves!"

"I can't wait to pick out Derpy." André nearly squealed.

"What are you two talking about?" the Unicorn asked, finding their private talk even more suspicious.

André looked back at her, "Oh! Nothing, sorry about that uh…"

"Neon."

Neither of the boys said anything, they didn't know what she was talking about.

"My name, its Neon."

André crossed his arms, "And our names are weird?" he muttered.

Babe gently elbowed André's arm, "It's nice to meet you. And it's good to meet all of you, we don't mean you ANY harm, we're cool!"

All the Ponies in the area all put on smiles and were talking in amusement. The Ponies all warmly welcomed the two to their city. Things were off to a smooth start for the two.

André smiled, "Nice crowd."

"As expected." Babe replied.

"So, where are you from?" Neon asked.

"We're from Ear-"

André held his hand up to Babe's ear before he answered her question, "Maybe it's best we don't tell them too much about the real world, y'know? It could disturb the balance of the natural order of this place or something. Let's not mention that they're from a show or that they're cartoons or anything like that. Assuming everything that's happening now is real and all."

Babe agreed and nodded.

There whispering started to become a habit in Neon's eyes, "Do you two always whisper like this?"

André looked at her, "We weren't whispering." he claimed.

"You were." she replied.

"We weren't." André countered.

"You WERE." she said sternly.

"We weren't." André continued lying.

"You weren't." she switched.

"We were." Neon shook her head at André, he just caught onto what he said, "Wait..."

Neon and Babe started laughing after André fell for the Bugs Bunny technique, even he found the outcome funny after falling for one of the most basic trick in the book.

"I like you Neon," Babe cheerfully said to her, "you're really cool but could you tell us where we are?"

"You're in Fillydelphia." she answered with a smile, "The city of Ponely love."

Babe pounded his palm with his fist, understanding why the scenery wasn't familiar to him, "I guess that explains it. I would like to visit Ponyville."

"You surprise me..." she said with an intrigued look, "You show up out of the blue and you know about Ponyville?"

Babe nearly found himself in a corner, "…That's because we've heard so much about it back home." his voice sounding a bit nervous.

"You never told me where you guys were from."

"We're from…a land, very far away." André answered without giving too much detail, "And we're not really used to these parts."

Babe nodded, hoping on André lying, yet truthful, band wagon.

"I have an idea, how about I give you guys a little tour of the city?" She offered the two.

André and Babe had her, they dodged a bullet but just barely.

"You'd do that?" André asked her intently.

"That'd be great." Babe happily added on.

Neon smiled cheerfully, "Perfect! Follow me and welcome, on behalf of all Ponies in Fillydelphia."

The trio walk off together to explore the city, Aerial was above watching the three. She still seemed rather unimpressed with the series of events. She just buried her head into the clouds.

Remember me?

Moving away from the city two ponies were sitting on the beach watching the sunset. One of the ponies was Twilight and the other was an unknown Earth pony. The Earth pony had a white coat and a reddish brown mane. She didn't have a cutie mark.

Twilight looked out to the sea, "You know…the days have changed."

"What do you mean?" the mare asked as she looked at Twilight.

"Well..." Twilight couldn't find words to describe how she felt.

"Are you ok?" she asked.

"I'm fine but…I was thinking." Twilight placed her hoof in the sand and started making circular patterns.

"About what? You can tell me anything, what's on your mind?"

Twilight sighed, "What if Princess Celestia has found a way to send you two back home?" the unidentified mare remained quiet, "We might not see each other again." Twilight sadly finished.

The mare understood Twilight's sadness, but she did what she could to support Twilight. She smiled, "True. But we're still friends regardless right?" unfortunately what she was trying to get at wasn't making Twilight feel better and she knew this, "Who knows? Maybe you can find a way to bring me back someday."

Twilight shook her head, shooting her theory down, "I couldn't do that." the mare tapped the sand in defeat, "Not after all the trouble Princess Celestia could've gone through after finding a way for getting you to get back. You weren't even here for that long."

"So what do you want me to do Twilight?"

Twilight already had her answer, "Stay here in Ponyville. Our friendship would never have to end." the mare just chuckled.

She looked over at Twilight smiling, " The days haven't changed. You seem to have been the one who's changed Twilight."

Twilight knew the chances of her staying were slim, "Maybe..." she sighed.

"I mean…it's not like you to think like this. Even when I do go back, you'll always remember me, right?"

"Of course…" Twilight replied.

She continued on, "As long as you remember my time here you'll be fine. I wasn't even here long enough to make an impact." she smirked, "I'll defiantly never forget."

Twilight didn't know what to say and kept quiet. The thought of her friend leaving plagued her mind.

"Rainbow Dash, Fluttershy, Applejack, Pinkie Pie, Rarity, Spike and you Twilight. I'll never forget you."

The mare slowly began to fade away but soon the beach followed after. Everything faded to black. Twilight awakened in her bed back at the library, "Huh?" she looked around before rising up, realizing she was home, "Oh, my head..."

"Twilight!" Spike quickly ran over to Twilight's beside, "You're ok!" he shouted in relief.

Twilight looked over at Spike, "Of course, why wouldn't I be?" she seemed back to her normal self, as if she hadn't fell out earlier.

"Don't you remember?" Spike asked, "You fell out earlier when we were out shopping."

It just hit Twilight,  she turned to the window and saw that the sun was still up, "Right…shopping. Now I remember." she turned her look over to Spike, "What happened to Fluttershy?"

"She woke up and left a little while ago, I walked her home to make sure she was going to be alright. Turns out she was perfectly fine."

Twilight was happy to see how caring the small dragon was for the two, "That was nice of you Spike." she rubbed his head before removing the blanket from over her body, "Thanks so much for handling things. I didn't mean to worry you earlier and I'm sorry if I did so."

Spike shyly flagged his claw, "Aw, it's nothing. As long as you're alright I'm happy."

"You're the best Spike." she happily complimented.

Spike held out his chest, " Well, you know me, I aim to please."

Twilight giggled at Spike's manly gesture, "Also, about those two boys I mentioned…"

"What about them?"  Spike asked.

"While I was out I had this dream, and the dream had me thinking if they were real or not. The more I thought the less familiar they became. It wasn't two boys but another Pony. I know we've been friends and even though she had to go away we're still connected by heart."

Spike was relieved to see that Twilight wasn't going crazy...again...he may not have known any boys but he seemed to remember a lost Pony friend, "I told you those other two must've just been a dream or something."

"Of course but I feel terrible…" Twilight lowered her head in sadness.

"How come?" Spike asked.

Twilight raised her head to Spike, "Because…I don't remember her name. The one we had such a special bond with."

"How could you forget, Twilight?"

"I know, I know! Can you remind me?" Twilight asked innocently with her wide puppy dog eyes.

The eyes were irresistible, Spike sighed at Twilight's attempt, "You're not a real friend if you can't remember on your own."

"M-Maybe you're right." Twilight bashfully admitted, pretending she was only kidding, "I guess I can figure it out on my own."

Spike smirked, " Sounds good."

"But, uh, think you can give me a hint?"

Spike lowered one eye at Twilight, "A hint?" he looked directly into her puppy dog eyes and gave in, "Hm…I guess you at least deserve that much. Her name starts with M and ends with i."

"Starts with M and ends with I?" Twilight repeated in mild bewilderment, "Oh, never mind." she stopped herself, remembering she had to at least remember on her own,  "I can work with that. Thanks Spike."

Spike smiled, "No problem." he went downstairs while Twilight remained in the room.

"…Starts with M and ends with i?"

Spike left Twilight with her hint, allowing her to guess the name of their friend who left some time ago.

As time went by André and Babe had found themselves staying over Neon's house. Babe was asleep on the couch while Andre was sleeping on the floor in the front room. Neon entered the front room from the kitchen. She was holding two plates of food using her magic. She placed the food on the front room's table.

"Hey, guys. It's time to get up." she said to the sleeping two.

They remained sleep.

She giggled to herself and poked Babe's face, "Good morning."

Babe moved his face to the side and groaned, he wasn't much of a morning person but he opened his eyes after Neon's poke, "It's morning already?" he asked wishing it wasn't.

Neon answered with a simple, "Yup."

"Aw man…did me and Dré fall asleep over here?" he noticed André on the floor still sleep, "We must've lost track of time and fell out."

"It's alright. Since you both don't have any place to be you can just stay over at my house until you do."

Babe was happy to hear Neon's generous offer, "Thanks." he told her with a friendly smile.

"What the-what the heck??"

Neon and Babe look over to André who realized he was sleeping on the floor.

"Why am I on the floor?" he asked the two.

Babe laid back on the rather big couch, "There wasn't enough room on the couch for two." there was more room on the couch despite Babe laying out on it.

"There was!" André exclaimed, "We both fit on it perfectly! How did I end up on the floor?"

Babe rose back up, "I pushed you off." yet again, his bluntness kicks in, "I was uncomfortable."

"You!? I'm the one on the floor!"

The friendly bickering made Neon snicker to herself, "Its ok, Babe didn't mean it." she said to André to help ease the situation, "Right, Babe?"

"If I didn't mean it he would be waking up on the couch."

André dropped his head after hearing Babe's answer, he looked back up at his Pony friend, " …See?"

Neon tried not to laugh, "Uh…I made us all breakfast. It's over by the table."

Babe didn't need much motivation to get up off of the couch and eat. He was the first to the table followed by André and Neon.

"Babe," André spoke out, "I call couch tonight."

Babe looked at André in a sarcastically agreeing fashion, "Sure. You'll just find yourself on the floor again."

Before André could dig into his breakfast he caught onto what Babe said, "Come on! That's just not fair."

"It is for the person who's going to be resting in it." The couch debate most likely wasn't going to be in André's favor.

André started to give, "But I called it." but he didn't give up completely.

"Like I said, for the person who's GOING" Babe placed heavy emphasis on the word, "to be resting in it."

Their friendly bantering intrigued Neon, she loved watching them interact, "Are you guys always like this?" she asked, "You two are a riot."

"Yeah. We're such good friends after all," more sarcasm from Babe? "isn't that right Dré?" he asked.

André turned a cold defeated eye at his friend, "Bite me..." he spitefully responded.

Babe couldn't help but laugh. As they're eating Neon took her attention off of eating and onto a notebook she had.

"What're you doing Neon?" André asked noticing the book.

She looked up at André, "I'm working on a few designs."

André got the image of Rarity upon hearing Neon's response, "Designs for what?" getting deeper into the question for specifics.

"I'm trying to send in my ideas to this really big company. I had a few ideas and I wanted it to get created and published but I haven't had any luck so far."

"Oh yeah?" he said in interest, "Can I see?"

She sent the notebook over to André using her magic. André held the book in his hand, flipping through the pages and admiring all of Neon's sketches and ideas she had drawn and written. Most pages had large red X's going across them despite every picture having great detail on them.

The designs made André's eyes widen, "Wow. I'm speechless Neon. These are all really great ideas."

"You...think so?"

"Of course." he continued flipping through the book, "How long have you been working on these?"

"Well, the ones with the X's on them I've been working on for about three years now but I scrapped them away."

"Scrapped them away?" André looked at Neon as if she was crazy, "Why would you do that?"

She tapped her hooves together, " I had my friends look over them and they said they weren't really good ideas. They said they weren't professional and wouldn't be a success."

"What?" André huffed, "Babe, take a look at this." he held the book over to Babe.

Now Babe started to look over the designs, "PonyStation 1, 2 and 3, PBox360, Sonia the Pegasus, Jet Pony Radio, Jet Pony Radio: Future, PPS aka Pony Portable System, PPS Vita…." Babe stopped in amazement, "Neon, how could you not have sent these in yet?" he looked at her with a seriousness in his eye, "This could be HUGE!"

Her eyes shifted left and right at the two, "Are you guys serious?"

"Yes!" the two said enthusiastically.

André had 100% confidence in Neon's idea's, "Don't you realize you've created the Pony equivalent to PlayStation-" he completely forgot about the rule he and Babe agreed on while in Equestria.

"Dré." Babe stopped him.

André realized he was about to mess up and gave Babe a thankful gesture, "...Never mind." he dismissed himself.

"Neon, you're going to get these ideas submitted." Babe encouraged, "What's the name of the company you want to publish all this stuff at?"

She moved her hoof back and forth in the air in a counting manner, "Well…there's Pony entertainment and Ponysoft but I-I don't know guys…." she was starting to sound nervous, "I don't think they'll like them."

"Why not?" Babe asked, "This could be revolutionary for all of Equestria!" he wasn't going to allow Neon to go on without getting her idea's looked at, he was absolutely adamant about it, "Don't you realize how much all this can be worth?"

"I don't know…my friends said-"

"We're your friends, right?" André asked her before she finished her sentence, "We say you should go for it!"

She didn't say anything, she was still in doubt.

"I'm not taking no for an answer." Babe stated to her, "These are great ideas, just give us the date when you wanna go and we'll be there with you."

Her eyes focused on the two, "I-I'll have to check my calendar."

Babe tapped the table in success, "Okay but once you find out, let us know, ASAP."

She slowly formed a smile and nodded.

"It's a deal then." André made their plans official, "Now, I'm off."

"Off?" Babe questioned.

André stood up and went over to the couch to get his shoes.

"Where are you going?" Neon asked.

"To the train station, I wanted to check out something."

She raised her hoof at him, "Want me to go with you?"

André shook his head, "That's okay. You just keep working on your ideas."

"What if you get lost?" she started sounding as if she was mothering him.

André chuckled at her worrying, "I think I'll be okay and if I get lost I'll just keep looking around until I eventually find my way back. I travel based on memory so I should be fine as long as I go down a path I know I'll remember, which shouldn't be a problem."

"Okay…only if you're sure."

"He'll be fine." Babe said to his worrying friend.

After putting on his shoes he tied the laces tightly. André gave himself a good stretch before leaving out the house. Babe continued looking through Neon's designs.

André walked among the Ponies who were looking at him in wonder, all of them were intrigued by his species. He didn't really notice their stares since finding the train station was his current priority.

"Right. Now to find a way to the tra-" he suddenly stopped as a white coated mare with a reddish brown mane walked by him. He began getting various flashbacks.

Two friends

"Even if our time here was short…I sorta…"

André looked at Babe, "Huh? Sorry, did you say something?"

"…Never mind." deciding not to finish his previous statement Babe just left the library but not before gently elbowing André in the gut.

Babe chuckled as he ran to catch up with Twilight and Spike.

Forgotten

Babe and André scornfully watched Rainbow stretch. The two of them knew she was being cocky and she was just stretching to taunt them via body language, Rainbow Dash their stares and looked at them with a smile, "Yeah. I'm stretching, is that a problem?"

Babe looked down to the ground and shook his head, "There's no need to do that Rainbow, you know you're going to win."

"I don't want any pulled muscles slowing me down. You two wanna back down? Don't worry there's no shame in withdrawing." the uniquely maned colored Pegasus started to laugh.

André and Babe decided not to buy into Rainbow Dash's trash talk. The two tried to stay as focused as possible, "Well, maybe a little shame." Rainbow continued her sentence tauntingly.

"No, we're going to do this." Babe determinedly stated as he finished getting himself ready.

Rainbow finished her goofing off once she saw the determination in Babe's eyes, "You've got guts. I guess that's one thing I'll give you credit for."

Till the end

Applejack slightly raised her hat, "Aw shucks, that's mighty kind of ya."

André looked out to the apple orchid and saw hundreds of apple trees, "Would you like some help around here? I wouldn't mind."

"Thanks for the offer but I'm done with my rounds of bucking for the mornin'."

"Oh..." André slightly slouched over, a bit disappointed he couldn't help out, "Guess I came at the wrong time then."

Applejack placed her hoof on his hand for enlightenment, "No need to worry, you can come by tomorrow and help if you'd like."

André stood up straight once more after realizing there was always tomorrow, "Of course! I'd love that."

Lost

"We don't want to forget André and Babe!" Pinkie sadly stated aloud, unable to control her tone, "They're our friends!"'

Rarity stepped ahead, "We've been through so much, it can't end like this!"

"There's gotta be another way!" Applejack exclaimed.

Princess Celestia shook her regrettably, "I'm sorry but this is the only way. It's the only thing that can restore the balances between our worlds. However, we'll give you a choice." Directly referring to the Humans, "We know how much Twilight and the others mean to you both."

"You can return home or you could stay here in Equestria with them." Luna gave them their choices, "But the choice is up to you."

André remained silent as, well as Babe, but a choice had to be made.

"…We can't."

The six Ponies were hurt by Babe's rather straight forward and bland statement.

I'll never forget

"We're all next." Twilight said trying to stop her crying, "Once we enter this light our memories will fade away…"

Fluttershy kept sniffing, "…If André and Babe believe it's the right way to go then let's believe in them." despite her words she was actually against everything that was happening.

"…Right." Applejack wiped her eyes.

André just looked at the approaching light, it seemed like yesterday he was falling out of the sky and into his dream world, "Well. Guess we're up then, huh?" he asked the group.

Pinkie's eyes were closed hoping she could hide her tears but they were too strong to fight back for her, she only agreed to André's question by nodding slowly.

"Selfish."

Once the flashbacks ended André found himself standing alone in white space. He didn't know what was going on and he couldn't speak. A second ago he was in the city on his way to the train station. He looked around but nothing was there.

"What do we have here?" A familiar angelic voice suddenly spoke, "You're back in Equestria."

André looked around for the source of the voice but all he saw was the dullness of white.

"If you don't do something soon…your friends will completely forget about you. Their memories are already starting to fade away…they need you."

Your true friends

André opened his eyes. He was at the Fillydelphia train station, standing at the ticket booth.

"You're just standing there with no ticket kid," the ticket booth stallion stated, "Can I help you with something?"

André didn't seem to take notice of the question, "Wait, that voice, was it…Princess Celestia?"

The stallion was a bit puzzled at André's randomness, "Um, if you don't want anything-"

"Oh! Sorry about that." André snickered in an attempt to play off his randomness, "I came here to see how much a ticket to Ponyville cost."

"A ticket to Ponyville is 10 bits."

"10 bits? Hm…I guess that's not bad."

The stallion noticed André's unique Human features, curiosity got the best of him, "You're that new species that appeared here not too long ago, what did you say you were again?"

"Human." he answered.

"Human, huh? Interesting, how do you like it in Fillydelphia so far? I hope everything is alright."

"Everything's great." André replied, engaging in friendly conversation, "The ponies here are really nice. I don't have any bits at the moment so I'll have to find some work."

"I see. Well, until then, I hope you continue to enjoy your stay here in Fillydelphia."

André nodded, "I'm sure I will. Thanks a lot."

After his brief conversation with the station master André was now on his way back to Neon's house.

"10 bits…I wonder what the equivalent is in American currency. Maybe it's 10 dollars-?"

Not watching where he was going André accidentally bumped into a pony. She dropped her grocery bag after he had walked into her. "I'm so sorry, I wasn't paying attention!"

"You should be more careful!" she scolded him while rubbing her head.

André couldn't help but feel bad, "I know, I know. I'm sorr-" he noticed that she was the same white coated Earth pony he saw earlier, "…hey, you're that pony from earlier."

"What?" judging by her voice she still wasn't too happy André bumped into her and made her drop her things after just paying for them.

"Friends till the end" a familiar voice spoke to André.

He stared at her thinking it came from her, "That voice…who are you?"

"That's rather rude! You should introduce yourself first before asking somepony her name."

André tapped his own forehead, "I keep messing up today! I'm André…"

"That wasn't difficult now was it? My name is Memori."

"Memori?" André repeated to himself in his head, "What kind of weird name…wow, Babe was right. The names for some of these ponies really don't make sense. Her introduction sort of reminds me of Rarity."

"It's nice to meet you." he said to her, "But, uh, I've gotta go-" he turned around and was prepared to leave.

"Hold up," she called out to him, he turned back to her, "you're going to help me with my things! You made me to drop them, as a sorry you should pick them up." André rubbed the side of his cheek with his finger bashfully, "Now I'm going to have to wash the things that dropped when I get inside. You'd better hope the jelly jar didn't shatter."

André quickly placed all the dropped fruit and vegetables back inside the bag, "I hear you." he sounded as if she was nagging, "Man, what a bossy mare."

"What was that?" she asked wanting him to clarify what he said.

He hoped she didn't hear him, " Nothing!" he nervously claimed as he picked up the grocery bag, "Ok…I have all the groceries, here ya go."

"Hm. You've got them in your hooves so why not just carry them to my house for me? That's the least you could do for your attitude." was she starting to take advantage of André's kindness?

"Attitude?" André quoted, "But I don't-"

"No buts." she stated, "Just follow me. Twilight was right about you-uh?" she didn't really know what she just said...she was very shocked by it, so was André, "I'm sorry…I don't know where that came from."

There was a few things about this mare André wanted to know, it felt like she and him were one and the same.

"Follow me." she perked up, "My house isn't too far away from here." she walked ahead.

André followed behind her, "Right."

The two walked through the city until they eventually found themselves travelling down a dirt road. The scenery reminded Andre of the route to Fluttershy's house from the show. The two were rather quiet and it seemed awkward, seeing how she was with a new species she already had a plan to break the ice.

"So, you're one of those mysterious Humans, huh?"

André turned to the mare, "Yeah. You don't really seem surprised or interested."

"I know." she plainly stated.

André raised an eyebrow, "…Do you just naturally trust strangers?"

"It's nothing like that, silly boy." she giggled, "Although I do feel like I know you, so I guess I just have a neutral trust in you."

"Really?" André questioned as he laughed, "That's kind of weird."

"I know. I can't really put my hoof on it. It's like I know you and Babe but we've never met."

She mentioned Babe without André even mentioning him yet, he quickly caught onto what she had said and was intrigued, "You know Babe?"

She looked at André, "Huh?"

"You said 'it's like I know you and Babe'. You knew his name and I didn't mention it to you before."

She only looked at André as if he was crazy, "I didn't say that." she smirked at him.

"Yeah, you kinda did." André suggested knowing he wasn't hearing things or at least he thought he wasn't.

"I didn't. I said it's like I know you and your friend but we've never met."

She was sounded pretty sure of herself, "…You did?" André started believing he really did get her words confused, "Guess I just heard you wrong."

She smiled at him, "All is forgiven, silly boy."

The name she gave André didn't really sit right with him, "You don't have to keep calling me that. You're starting to remind me of my friend." referring to Babe.

"Your friend, huh? I wish I could meet my friends." André turned to her wondering what she meant, "My friends back in Ponyville, I miss them so much."

"Ponyville?" he asked, "I was going to go to Ponyville myself pretty soon. I was hoping I could visit these ponies I really wanted to see. I wanted to get there really badly because meeting them just isn't possible where I'm from."

"Why is that?"

André chuckled,not really sure of an answer he could tell her, " …I'm not sure I can explain why."

"That's too bad. My friends Twilight, Applejack, Fluttershy, Rarity, Pinkie Pie and Rarity are all in Ponyville."

Hearing the six names André was amazed at Memori and her connection with them, "What!? You're friends with Twilight and the others?"

Memori was a bit surprised he knew about the six, "You know them?"  it seemed strange since he was in new in town.

"Of course I know them!" he proudly stated.

"How do you know them?" she started to get a bit curious, "You've never been to Ponyville, right?"

"…Well, I don't know them personally but I have heard about them. Elements and harmony and all. Who doesn't know them?" clever lying saved him from any suspicion.

"Oh, I see." She believed him, his lie was pretty convincing and made sense. The six have saved the day twice before, "Even though I said I'd move far away they told me we'd be friends forever. I'll never forget what they said to me: 'Friends, till the end'." that quote gave André a strange feeling deep inside, as if he knew about it, "I'm so happy" she continued, "I have such wonderful friends. Truthfully, they're the only real ones I have. I don't feel that I could get along with any other pony."

Eventually the two arrive at Memori's house. There was a mailbox at the bottom of the stairs that said "Home of Memori".

"This is it." she stated.

André inspected the exterior of her home, it seemed similar to Fluttershy's cottage in a way, "I guess you won't need me around anymore." he said while looking at her.

"I suppose, thank you."

André gave her the grocery bag, "Well, see ya." he waved.

"Uh, bye." Memori didn't expect such a quick farewell but bid him adieu anyway.

Before André walked off he shook his head, "No, that's not what I want to say." Memori looked at him after he corrected himself, " Will I see you again?" he asked in a hopeful tone, "I know this sounds weird but I think I was supposed to have met you. In fact, I would like you to meet my friend Babe."

"Where's all this coming from?" she smiled, warming up to him, "Are Humans always this random?"

André laughed, "Actually we are." he jokingly claimed, "So how about it, wanna come with me?"

She thought for a second, "Hm…I guess it wouldn't hurt."

"Cool."

"Let me just wash off the fruit and vegetables that dropped."

"Ok, no problem." he replied. André watched as she walked up to her house, he was going to wait outside until she got back. Back at Neon's house Babe was playing hand games with Neon.

"Yes...I see you." she dully said.

He placed his hands back in front of his face, "Where am I now?" he asked behind his palms mysteriously

"W-What? Where'd you go!?" it seems Neon has fallen for Babe's elementary game, she didn't see him...as if he was invisible, "Wait a second…this is impossible!"

Babe chuckled behind his hands.

"I can hear you but I can't see you…" she looked around the room, "how did he…?"

He revealed his face by placing his hands down.

"Ah!" she jumped, "How are you doing that!? I-I swore you disappeared so I didn't know what to-"

He placed his hands back up in front of his face.

"Oh great, just leave right when I'm in the middle of a sentence…"

While the two were occupied with their little game André reentered the house, "Hey guys, I'm ba-"

Neon sighed and placed her hoof on the side of her cheek, "Don't bother looking for Babe, André. He disappeared…" despite being in front of her.

André saw Babe and raised an eyebrow, "Um...did we walk into something?" Memori whispered to André. Babe lowered his hands and stopped with the games. He just laughed at Neon's reactions, "I was just showing our friend some games Humans play." Babe stated to the newly arrived company.

"Aren't you a little too old to be playing peek-a-boo?" André asked.

"Aren't you a little too stupid to criticize others? Who's your friend?" Babe asked, ignoring André's earlier question.

André looked to his right and saw Memori, "OH, right! Guys, this is a friend of mine. Her name is Memori."

She waved at the two.

"Hi." Neon warmly welcomed her, "It's a pleasure to meet you. A friend of a friend is a friend, right?"

Babe scratched his head at her name, "Your name is Memory?"

"Yes but it's not spelled the same as memory, it's Memori with a I at the end."

Babe looked at André, "Told you about the Ponies and their names."

"I said the same thing." André shrugged, Neon and Memori had no idea what the two were talking about and decided to ignore them, "She knows Twilight and the other's." André added.

"You do?" Babe asked while looking at Memori, "Cool, what're they like?"

"They're really nice and friendly."

Just what André expected to hear from a friend of the mane six, "You're lucky." he told her admirably, "Speaking of which, Babe, you wanna go to Ponyville?"

"Heck yeah. How are we going to get there?"

"You guys are leaving?" Neon asked, sounding a bit concerned.

"Not right now," André answered, "but since we're here in Equestria I just thought that going to Ponyville should be something we ought do. The ticket is 10 bits each."

"In the show they just get on the train and leave." Babe unintentionally blurted out some real world facts, luckily the two mares weren't really listening to him.

"Right. Um, guys, please. If you'll excuse me I've got a few errands to run." Neon stood up and walked toward the door, "I'll be back in a few. Memori, make yourself at home."

"Oh, Thank you." Memori smiled at her new friend, Neon smiled back before leaving the house.

"Oh yeah," Memori turned to Babe "I heard you mention something about a show."

"Don't mind Babe, Memori." André intervened, "I guess he didn't get enough sleep or something."

Babe glared at André, "At least I enjoyed my sleep, floor dweller."

"Babe, this is the last time you're going t-"

"So, Memori," Babe instantly cut André off, "how long have you living in Fillydelphia?"

André didn't expect to get cut off so quickly, "You-I was tal-you just…"

"Rudely interrupted her?" Babe tauntingly said to him, "Yes, YOU did André. Please, be more mature."

Calmly, André stood up and walked outside. A frustrating shout could be heard coming from behind the door he left out of.

Babe turned back to Memori as if nothing happened, "Please continue." he politely asked.

"Okay…I've only been living in Fillydelphia a few months. I've spent most of my time in Ponyville with my friends."

Babe crossed his legs, impressed, "Oh yeah?"

"Yeah. I remember it all. Twilight let me stay at her house for a while. She-"

She suddenly froze up, André walked back into the room, " I really hate you sometimes..." André muttered to Babe upon reentering the room, Babe didn't pay André much mind since he was focused on Memori.

"Hey, Memori, are you alright?" Babe asked in concern.

Nothing he said would get her attention, she just remained there. Strangely she began remembering things from the past despite not being there.

Twilight looked up to Babe and smiled, "That's good to hear because I would like to learn more about Hu-Mans?"

"Humans" Babe corrected.

"Right! I knew that." Twilight quickly said trying to cover up her mistake.

André yawned and turned to the clock, "It's getting late and we don't have any place to stay."

"No problem, we could find a tree to sleep under." Babe bluntly suggested.

André looked at Babe to see if he was serious and judging by his plain expression he was pretty serious, "That sounds really uncomfortable. What if it rains or thunderstorms?"

Babe shrugged, "eh"

"You can stay here for a while." Twilight kindly offered.

The first flashback ended. Memori was left confused and then a second occurred.

"Rainbow!" André yelled out in shock, "You shouldn’t be here!"

The injured mare stomped her hoof on the ground, "I want to help you!"

André put his hands on his head in a panic, Rainbow was a target once more, "This is no time for being hardheaded!"

The Ursa swung its claw and struck Rainbow Dash. The young Pegasus flew into the top of a tree and fell to the ground. Ignoring the Ursa’s rage André ran under its legs and went over to Rainbow Dash side.

She was too injured to stand, "Without my wings…I’m an easy target…" she said weak and regretfully.

"Rainbow Dash, don’t give up on me now." André put his hand on Rainbow's forehead while staring desperately into her weak eyes. Rainbow tried her hardest to stand back up.

It came to an end but that wasn't all. There was more that came to Memories mind, "What's...happening to me...?" her voice sounded a bit timid and scared as these images played in her head.

After digging into the deepest part of the bag she was carrying she finally manages to pull out a gold star, the star accessory dangled around her hoof as she extended it to her date. The star had a picture of a few butterflies in the center that greatly resembled Fluttershy's cutie mark.

Babe took the star, "This is nice." he complimented before turning to Fluttershy, "What is it?"

"That's a friendship charm I made for you. I wanted to show you how much I appreciated everything you've done for me." she pointed at the Star, "I carefully made it from stained glass. They say if you give them to a very special friend you'll be friends forever." she turned her head to hide her blush, "I figured it'd be perfect for you, so when you go home you could just look at the charm I made you and think of all the good times you've had here in Equestria."

Babe didn't know what to say right off the bat, "This is really nice Fluttershy." was the best he could come up with but despite a simple sentence Fluttershy was happy he said it.

It stopped. Memori grabbed her head in confusion. She was seeing brief moments André and Babe had in the past with Twilight and the others. It was like they replaced her in every memory she had. She fell to the floor and curled up in a ball, trying her hardest to stop remembering but to no avail.

"It's been good hanging out with you." Babe turned back to the mane6, "It's kinda sad that it has to end like this."

They didn't know how to respond to Babe's farewell. He turned to the light and walked into it, shielding his eyes with his hand.

"We're all next." Twilight said trying to stop her crying, "Once we enter this light our memories will fade away…"

Fluttershy kept sniffing, "…If André and Babe believe it's the right way to go then let's believe in them." despite her words she was actually against everything that was happening.

"…Right." Applejack wiped her eyes.

André just looked at the approaching light, it seemed like yesterday he was falling out of the sky and into his dream world, "Well. Guess we're up then, huh?" he asked the group.

Pinkie's eyes were closed hoping she could hide her tears but they were too strong to fight back for her, she only agreed to André's question by nodding slowly.

He looked back at them with water in his eyes as well, "It's been sweet." As he looked at them with the light touching his back the first tear rolled down his cheek and then the second, "I'll treasure this always." he forced his smile gratefully.

"No matter where you are, we'll always be with you…" Twilight muttered to him.

The light inched closer and closer to the mane six and slowly took André in. They all closed their eyes and were ready to be taken away by the light.

"Thanks guys…"

While Memori was lost in her own mind Babe was trying to shake her back to her senses, "Hey, hey! Memori!" he called her name.

"Why...me?" she asked herself softly seemingly unaware she was being shook.

Babe snapped his fingers in front of her, "What's wrong with you?" he asked.

"Huh?" she finally snapped out of her confusing trance, "Babe?"

"Yeah it's me." he answered.

She looked at Babe and then over to André, " I-I'm sorry…" she apologized for suddenly blanking out, she didn't mention anything she just experienced so neither of the boys would worry about her, "What was the question?" she asked, trying to back track, "I must've been day dreaming…"

Babe was a little concerned for her now, "…I asked how long you have been living in Fillydelphia." he figured it was best to just forget about Memori's sudden trance.

Before she could answer a white light enveloped the floor, the light took André, Memori and Babe by surprise. The light became blinding and they all closed their eyes, the two co-rulers of Equestria descended and stood before them.

André nearly choked at their sudden appearance, "Princess Celestia and Luna!" he sounded star struck.

"P-Princess...." Memori was just as surprised as André and had his same reaction.

André and Memori quickly bowed to the sight of the two princesses while Babe remained standing.

Babe looked down at the two and then back to the princesses, "Hey there."

"Babe!" Memori shouted at her informal friend, "Show some respect!"

"Hello." Princess Celestia greeted, "André and Babe, it's so nice to see you two again."

Hearing their names coming from Celestia's mouth surprised the two, "Wait a second...you know our names?" André asked in wonder.

"And…'again'?" Babe added to the unusual knowledge Celestia had.

"Of course." Luna answered, "We're here to help you. The situation is rather serious…"

André looked at Luna in concern, "What situation?"

"There's not much time to explain all the details" Celestia intervened to save time, "but the Pony that you two know, as Memori, is not your friend."

The princesses could tell by the facial expressions of André and Babe that they didn't understand.

"She's a shell created to provide sanctuary for your lost memories." Luna stated directly to the two, "When you two first came to Fillydelphia you didn't recall any of the events that happened in the past, correct?"

"We don't understand." Babe said, "We've NEVER been in Equestria before." he wanted to drag the point across by giving as much seriousness as possible to the two princesses, "In fact we shouldn't be here in the first place. It's just not possible."

"Then you don't remember the changeling attack or Queen Chrysalis taking over Canterlot?" the princess of the night asked the two.

Trying to understand the situation became a problem, André rubbed the back of neck while trying to think of an answer, "How could we remember something we were never apart of?" it didn't take much for André to know he was never apart of the Pony world.

The two princesses combined their powers to bring forth a magical screen. Once the screen was up Babe, Andre and Memori looked up at the screen, it was showing events that occurred a few months ago.

Babe looked down at his friend's and then to the princesses, "What's up princesses?" he plainly asked without bowing.

"Babe!" Twilight forcibly pulled him to his knees to bow like the others, "I'm sorry about that." She chuckled.

Princess Celestia smiled, "It's alright. You may all rise."

They all do so, including Babe who fixed his shirt upon standing.

"Is everything alright?" Twilight asked, wanting to get to the news right away to ensure everything was fine.

Celestia nodded, "Yes. Everything's fine. We've called you all here for big news, especially for André and Babe."

"Cool." André said while looking at Babe with a smile.

Babe placed his hands in his pockets, "I like good news when it relates to me. What's the business about?"

"Over the course of the months we've looked into our studies and we managed to find something." Celestia started.

"It's a way for you both to return home." Luna pretty much wrapped up.

André's eyes slightly widened, "…What?"

Babe slowly placed his hand on the back of his neck, "Oh…"

Silence fell upon the room. The mane6 were of course happy about this but they were obviously sad and shocked at the same time. They didn't want the two to leave.

"You will both be travelling through space and time. You'll be returned to the day when you first arrived however, there's a catch." Celestia explained in detail.

"A catch?" asked André.

Luna turned to Celestia and Celestia's smile turned to a frown, she didn't want to tell them the catch. Luna looked at the two, "Once you return Twilight wouldn't have performed the spell that enabled her to summon you both here. Time, space and history will be altered…" the hurt continued for the group, "your meeting would've never happened. You wouldn't have met and your ties to each other would not exist." Luna finished in a tone of minor sadness.

The explanation struck the ponies hearts with a devastating blow. How could it have never happened? Everything they've gone through up to this point. It couldn't have just been all for nothing. Twilight and the others wanted to keep their friends, experiences and the memories with them forever.

The two boys didn't know what to say.

Twilight looked down at her shadow in disbelief, "Everything….would've been for nothing. How could that be?" her voice slightly rose.

"We don't want to forget André and Babe!" Pinkie sadly stated aloud, unable to control her tone, "They're our friends!"

Rarity stepped ahead, "We've been through so much, it can't end like this!"

"There's gotta be another way!" Applejack exclaimed.

"No way…:" André took a step back in disbelief, "That can't be…"

"Is that really us?" Babe asked not believing his own eyes.

Celestia nodded, "When you two left it appears that your lost memories placed themselves in a Pony and she has been living with them ever since you left." everything André and Babe heard from Celestia blew their minds away, "But now you're back and with your memories gone it'll affect the friendship you have have with Twilight Sparkle and the others." she finished explaining.

"But…Twilight and the others are my friends too." Memori defended herself, "I-I remember it."

Luna focused her attention on Memori, "Then tell us, when did you first arrive in Ponyville?"

The answer was clear but it just as soon as it popped into her head it was gone, "I-uh…" Memori's only reply was of uncertainty but she tried her hardest to remember.

André and Babe could only watch her struggle for her own response.

"I remember saying goodbye to them a few months ago and I'm not confused about knowing that Twilight and the others being my friends." she tried smiling believing she found the answer, "I remember Twilight offering me a place to stay. I remember staying at Rainbow Dash's house." an issue was right there in her sentence and she caught on, "No wait…that was the same day I was having a picnic with Fluttershy…no, I was with Rainbow Dash and-but I-and then…I…and I-" she started losing control of herself and couldn't piece together the words she wanted to express herself.

"See?" Luna asked, "You've got different memories mixed up in your head."

Princess Celestia stepped forward, "I know it's hard to understand but if we don't restore André and Babe back to the way they were then they will fade away from the memories of their friends and they will be replaced with you." Memori's eyes shifted over to Celestia, "We can't have a friendship based on a lie, that's not how it works." she pointed at the two, "André and Babe need those memories because there is another problem."

"But…but why?" Memori asked desperately, "This is my life right? My friends…my memories…I'm just one Pony…how could you-"

André could hear the fear in her voice and couldn't stand to see her so lost and afraid, "Hold on a second, how could you do this?" he asked the two sisters in a stern tone.

"What do you mean?" Luna asked.

"What you've shown us does seem believable and all but…no matter what I just can't bring myself to remembering it."

Luna was a silenced by André's statement, it's as if he didn't want to remember in her eyes, "But we've just explained that-"

"I understand." He placed his hand on Memori's back in support, "But that can't be right because she's still here and alive. She has memories and love for Twilight and the others."

Luna looked at Celestia in concern believing she'd never convince him otherwise, "Do you remember your first encounter with this pony?" Luna was going to make sure she brought André and Babe back in one piece.

"Of course." André replied.

"Did small pieces of memory come back to you? You remembered for a split second."

André didn't reply, " I kinda did." Babe spoke up, "I thought it was strange at first but yeah. I remember Fluttershy giving me this star she had made for me."

André frowned upon hearing his friends statement, "Babe, you're not helping."

"You heard Celestia, didn't you?" he turned his head to André, "We've got another problem on our hands. They're the princesses right? We need to hear them out."

André refused to give in or believe what was going on, "But none of this makes any sense and besides she-"

"No…" Memori hesitantly spoke up as André looked down to her. "I can't keep this up…" she was a bit discouraged but kept a strong spirit, "if I did anymore…I don't know what'll happen." Memori looked at the two Humans, "When I was around you two…whenever I tried to remember my friends they would call me…André or…Babe."

Hearing this shocked André, what Memori told them was the truth and they could hear it in her voice.

"Whenever I wasn't around you two they would call me by my name." she closed her eyes in frustration, "I'm so confused but…if Princess Celestia and Luna believe this is right then…it has to be right. Besides, if it is real, I don't want to break up things between you and the others." she lowered her head in sadness, "A friendship built upon a lie is awful."

André crouched down to her, "Memori, you can't mean that."

She raised her head and met with André's eyes, she even faked a smile to convince him, "It's okay. At least whenever you two are around them I'll be around them too…"

"…We mustn't waste any time." Celestia stated, "The sooner we restore your memories the better. I'm sure Twilight and the others will be happy to see you two again."

André turned his head back to Celestia, "But we've never-"

The light began to shine even brighter and it enveloped them all. After five minutes have passed André and Babe were back in Neon's house. Memori weakly stood and didn't seem to have much strength.

"…Wait a second." André said as he noticed Memori, "I know you, I know you right?"

"Things will go back to the way they were now, right...?" she asked the two.

From the tail up Memori began to slowly fade away, "Back to the way they were?" Babe quoted in confusion as he noticed her condition, "But...you're fading away."

"After all the time I've lived...it was just the memory of other's...I never had anything." Memori shut her eyes and reflected on the life she once thought she had.

With the small scraps of Memori left in his head André lowered himself to her once more, "You did have your own life." he stated in confidence, "You've had these things and you're more than just a memory. I'm sure."

Memori shook her head, disagreeing him.

"But, you're here." he continued, "You were here before us. There has to be something."

She opened her eyes and met with the faces of the two boys, "Guys. Can I ask you a favor?" André and Babe just looked at her upon hearing her question.

The more Memori faded away the more André and Babe remembered about their friends in Ponyville and less about Memori.

The two walked down a dirt road, Babe carried Memori on his back.

"I would like for you to take me back. Take me back to the place where I lived…if I am more than what the princesses say I am then the proof should be there…" Memori's voice was low, she was talking in a weakened tone.

The two continued up the road until they came across a small house. They stood at the front of the house.

"...We're here." Babe told her.

"At the mailbox, there should be a name there. Can you tell me what it says." she buried her face on Babe's back, "I don't want to look..."

Babe and André looked over at the mailbox. There was no name on the mailbox and the house they were standing in front of was abandoned and run down, as if nobody lived there for months.

"What's it say?" she asked softly in quiet anticipation for a true answer.

Babe looked at André and André clenched his fist by his side, hurt at what he saw, "…Your name is there." he managed to calm himself to sound as if he wasn't bothered, "See? I told you…"

A slow smile came upon Memori's face. She was unaware of the lie she had just been told. She continued fading away. Half her body was completely gone, "…Even though Twilight and the others weren't really my friends…I'm glad I got the chance to meet you two. Our time may have been very short but…in that short time we've become friends…"

Silence broke out.

She didn't like the silence, "We are…friends right?" she asked innocently thinking the two didn't hear her.

"...Till the end." André finally answered her, "Don't worry…you did have a life here and we'll be sure to give it back to you."

Babe felt his shoulder become moist. He knew it was because Memori was crying. She cried before completely fading off of Babe's back. In her place was the stained glass star Fluttershy made for him. With all the memories of Memori gone everything could carry on as they should have.

Meanwhile, in Ponyville the mane six were enjoying a day out together by having lunch by a lake.

"This food is great Fluttershy." Twilight complimented, "I had no idea you were such a good cook."

"Thanks, Twilight. It's the same kind of food I made when I was out with Babe."

Applejack nudged Fluttershy, "Speaking of which, how'd your little outing go?"

"It was lovely. We were looking up at Princess Luna's beautiful moon. We were just talking and having conversation, just getting to know each other." her cheeks turned red upon remembering the time she had with him, "It was nice."

After taking a drink from her beverage Rarity held her hoof up to her chest, "I'm sure Babe was stunning in appearance, right?" referring to her own creation, "I made him the suite."

"Yes. It took me by surprise actually. I didn't expect him to show up so…fancy dressed."

"Yer face is turning all red." Applejack teased, "You miss somepony?"

Fluttershy slightly gasped, "Huh? No, no…I…well, yeah, I do miss them." she admitted.

Twilight smiled, remembering them as well, " I do too." she looked up at the sky lost in thought, "I wonder what they're doing. I wish they could be here eating with us."

"Yeah!" Pinkie Pie jumped up out of nowhere, "We still never celebrated their "Welcome to Ponyville" party!"

An unidentified object crashed into the lake. The sound of the water splashing got all the ponies attention. It was hard to ignore, the splash was rather loud. Rising from under the water were André and Babe. The two came back up to the surface gasping for air.

"Babe, are you alright?"

Babe wiped his face, "I Belly flopped from the sky after a mysterious light took us and dropped us off at some random location. Yeah, I'm okay."

"W-Where…are we?" André asked as he looked around.

"BABE! ANDRÉ…!?" Twilight's voice called out to the boys.

The two look over to shore and saw Twilight and the others. The six ponies were all deliriously happy to see them.

Applejack rubbed her eyes to make sure she wasn't hallucinating, "Is that…really them?"

Pinkie Pie jumped up and down unable to control her excitement, "GUYS!"

"We're back in Equestria?" Babe asked while seeing the cartoony environment.

All André wanted to do was get over to his friends, he just started swimming to shore, Babe followed after him.

Twilight watched as they approached, "Are They really back…?" she asked herself, not believing her eyes.

Babe and André made it to shore and ran over to the six. Twilight smiled as she saw the two running over to them but suddenly André stopped as Rainbow Dash flew forward, jumping onto André and holding him tightly.

"YOU'RE BACK!" She squealed happily.

Pinkie Pie jumped on top of Rainbow Dash, "WOO! WELCOME BACK PARTY!"

"Applejack jumped on top of Pinkie Pie and held her hat up into the air, "YEEEEHAW!" it was as if she was in a rodeo, but holding three of the Ponies at the same time was difficult, André fell to the ground while being trapped in the trio's friendly Pony pile.

As Babe came up behind André he was tackled as well but he didn't fall to the ground, it was Fluttershy who was also overjoyed to see him back, "YOU'RE BACK!" She yelled out while holding him tightly.

Babe was surprised by Fluttershy's reaction to his return but by the way she was holding him his top priority was air and not a reunion, "Uh, Fluttershy...you're crushing me." he couldn't speak any louder and hoped he managed to reach Fluttershy through her excitement and joy.

Fluttershy stepped back, "O-Oh…I'm sorry…I didn't mean to-"

Babe wrapped his arms around Fluttershy and hugged her. Rarity ran over to Babe and joined in the friendly lock.

They all saw André trying to run away from the other three. He ran over to Babe and playfully called for help however he was grabbed by Fluttershy, Rarity, Pinkie Pie, Applejack and Rainbow Dash. Babe stood behind and simply laughed.

Twilight walked over to the group still in disbelief, "...You're really here?"

The other five made room and uncovered André, he looked up and saw Twilight standing before him, "Hey, Twilight!" he happily called to her.

She remained still with a blank stare.

"Are you alright...?" André asked in concern.

An eager look formed on Twilight's face. The look of uncertainty quickly went away, she was overjoyed seeing her friends again.

"…YOU'RE BACK!"

Twilight jumped into the pony pile and was just as happy as the others for André and Babe's return. She was going to ask how they managed to find their way back when she didn't perform a summoning spell. At this point she didn't even care. She's with her friends again.

My little Pony

                                                                      Uncommon Connection

                                                                                       II

It's good to be back

After their reunion André, Babe, Twilight and the others were all accounted for in the throne room in Canterlot. André and Babe were standing before the princess while the mane six stood behind them, respectfully bowing.

"It's wonderful to see your faces again." Celestia said in delight, "It makes me happy to know that you will be able to continue spending time with Twilight and her friends."

André could only smile from the happiness of being back in Equestria, "Believe me when I say it makes US happy to know that we're back."

"Yeah." Babe agreed with him.

Twilight walked to Babe's side, " But that's the thing. How were you both able to get here? I didn't perform any summoning spell."

The two looked at her in surprise, "You didn't?" Babe asked puzzled.

"No. And how are we able to remember everything?" Twilight turned to her mentor, "Didn't you clear our memories, Princess Celestia?"

"I can explain. When Luna and I erased all events that occurred in the past…something happened."

Wonder filled André's head, he was curious to know the answer, "Like what?"

"Your feelings and memories, André and Babe, they somehow manifested themselves into a Pony." Celestia's explanation only gave the friends more questions, "That Pony" Celestia continued, "has taken the same role as you two during your time in Equestria. So everything you did together stayed behind and never truly disappeared, they were more rearranged as if you never existed, I was able to remember everything due to my memory protection spell, but the more time went on the more harm I realized that I have been doing to Twilight and her friend's."

"But it wasn't your fault." Babe spoke out to the princess, "I mean, the spell you were performing was meant to erase our memory and that's all. It's not that big of deal."

The princess slightly lowered her head, "Not…exactly." she sounded as if she had some regret in her, "I erased the memories of everypony who knew about you. I didn't want anypony to remember the Changeling invasion. I thought erasing everything would have things go back to the way they were before you came but I never took into consideration about all the good you two did for all the Ponies in Ponyville. You gave us all hope and you've made a great impact on Twilight and her friend's. My first mistake unexpectingly led to the pony crafted from your essence."

At first Babe believed that all the events that led up until now wasn't much of a big deal but, like the other's, he realized some harm would be done, "So if that pony had stayed around then-"

"We would've forgotten all about our true friends." Twilight finished, "Our friendship would've been disconnected."

Celestia nodded, "Your friendship, forever, lives in your hearts and in the Elements of Harmony."

With Twilight and the other's being the current wielder's of the elements André thought up of a hypothesis, "If our friendship lives in the Elements of Harmony then that must mean that they elements were being affected as well."

"Yes," Celestia agreed, "that is true. The elements were losing their power. As you can see my 'best' intentions were probably some of the worse intentions made. I'm sorry." it was evident the princess was disappointed in her own actions as it would've led to an inevitable downfall if nothing was done about it.

André reassured Celestia with a smile, "No need to apologize. You only did what you thought was right."

"But the question remains…" Babe said while looking at André, "how did we get here? Twilight didn't use a summoning spell."

"I think that the elements have brought you here." Celestia concluded, the group looked at the princess wanting an answer, "Well, I'm not sure." she admitted, "The elements hold unimaginable power so it is possible. But, again, I'm not sure. It looks like we have a real mystery on our hooves but I'm sure it'll solve itself eventually. I can already see that there's another journey ahead of you, it may be just as difficult."

After hearing the words "twice" and "difficult" André slouched over and sighed a little. Twilight chuckled at his reaction.

Even Celestia giggled softly, " Not to worry though. I'm sure it's nothing you can't handle. I believe in you all. Just enjoy yourselves."

André stood upright and didn't mind another tough adventure, as long as he was with his Pony friends again it didn't matter, "Ok. We will," he said to the princess, "and thank you for everything Princess Celestia."

"It's no trouble." She smiled at the act of forgiveness of the two, despite them never holding anything against her anyway, "Now, if you'd please excuse me, I have some work to get back to."

"Alright." Babe waved to her, "See ya later."

They all leave the room, allowing Princess Celestia to get back to her work. Afterwards the gang went to the library. André and Babe sat on the couch while their Pony friends stood around them.

"Woo!" André happily shouted, "It's good to be back."

Babe had his attention on André, "Yeah, so let's continue from where we left off."

"What do you mean?" André asked.

Babe pushed André off the couch, making him sit on the floor, "Anypony wanna sit?" he offered the mane six while André groaned on the floor.

Twilight laughed at the two, happy to see they didn't change, "How's it been guys?" she asked with a big smile on her face.

André adjusted himself comfortably on the floor, "It's been pretty good. Nothing's really changed back on our world, same old, same old."

"Nothing's changed here either." she bounced up to André, "You know what that means: Party!" André laughed at Pinkie's energetic self, she never failed to make him laugh.

"That's right Pinkie, Party HARD!" Babe added.

Pinkie rubbed her hooves together with tons of idea's swirling around in her head, "I've got so many ideas! Lots of games, activities, sweets and lots of other stuff!" she licked her lips, nearly drooling of all the delicious sweet possibilities, "Yum!"

"Pinkie Pie's sweets…" André started to think of the deliciousness himself, "now that sounds really good."

"While that all sounds fun and all we should let André and Babe get settled back in." Twilight said to the five other mares.

"Right." Rarity agreed, "Babe, are you still interested at staying at my house?"

"Of course. Just like old times even though it wasn't that long ago." he crossed his legs and made a wealthy impersonation, "Jolly good times" he said in the most cheesiest yet funniest attempt he ever made.

"And you'll be staying here with Spike and me right, André?" Twilight asked.

Twilight slightly raised her hoof, " You know it's no trouble."

"Well then I guess we're all good." he cheerfully stated, plans for staying being settled.

Twilight's eyes sparkled(wink, wink) with an idea, "How about a sleepover?" she suggested to the group, "One BIG sleepover, wouldn't that be fun, all of us here and just having a really great time?"

Applejack turned her head to Fluttershy, "Hey, that does sound kind of fun." she said to Fluttershy who couldn't agree more.

"WELL!" Babe stood up, "While you guys are doing that I'll be at Rarity's."

"Oh no," Twilight forcibly sat him back down with her magic, "you're staying too!"

Babe raised an eyebrow at her, "Come again?"

"All of us. As in you and André as well." Twilight made clear, "It wouldn't be as much fun without you."

Babe rubbed his head in uncertainty, "Um, I don't think that's such a good idea." he looked at the six with wandering eyes, "I mean…you're all girls and for boys to be there it'd be kind of weird."

"Nonsense!" Rarity exclaimed, "We're friends right? We'll take it as an insult if you don't come."

Babe was now out of options...he looked at André for help, "Aw…what do you think we should do, Dré?"

"I don't have a problem with it." he shrugged, "I mean it is our first day back so why not have some fun?"

"…Eh. I guess so." Babe finally gave in.

All the ponies cheered in excitement. Babe was still uncomfortable with the idea, Pinkie Pie, Rainbow Dash, Fluttershy, Rarity and Applejack all went out to get their overnight things so they'd be ready for the sleep over.

As the night fell all the Ponies were all present at the library. To start off the party they were all giving each other make over's. André, Babe and Spike were all sitting on the couch watching them.

"Spike, Babe, André you simply must join us!" Rarity suggested in a girly way, "Have you ever tried a mud mask? It's to die for."

Babe waved the notion off, "Uh, no thank you Rarity…boys, don't do the mud mask thing."

"It helps with complexion, are you sure?" she asked.

"We like our complexion." André said as Spike and Babe nodded.

Rarity laughed, "No, sillies, it doesn't change it or anything."

"It doesn't?" André asked with his head slightly tilted.

"No. It refreshes it."

Babe thought for a second and turned to his right, to André, and to his left, to Spike, before finally back at Rarity, "Still no."

"Yeah. It's still a girly thing." André added.

Rarity huffed, "Boys…" she turned her attention back to the other's, "Alright! Twilight, Pinkie Pie and Fluttershy, you're all done. Now it's Rainbow Dash and Applejack's turn."

"Nuh uh." Applejack rejected as she walked over to the three guys, "Ah'm siding with the boys on this one."

Rainbow Dash flew behind Applejack in agreement, "Yeah."

"Suit yourselves," Rarity shrugged, "more beauty for us."

Babe playfully flagged Rarity and the others, "While they're off doing they're little girly games how about we arm wrestle?"

"Arm wrestle?" Applejack quoted with a bit of competition in her tone, "You're on! That sounds like my kind of game."

"Yeah!" It was only natural Rainbow Dash was in for it too.

"I knew you two would be down," he once again turned to the Spike and André, "how about you, Spike and Dré?"

"Sounds fun. Sure, I'll do it!" Spike joined in on the friendly competition.

"I don't know…" André sounded a bit unsure, "I'm kind of against arm wrestling."

Babe nearly frowned, "Why?" he asked, " Because of that video you saw?"

"Yes." André admitted.

Babe sighed at his friends reason, "Stop girlin'!"

Rainbow Dash and Applejack's eyes fell upon Babe with stares of offense considering they were girls. Babe felt a bit intimidated by their stares.

"I mean, stop being such a baby!" he corrected himself, "You're not going to let a serious physical injury prevent you from having fun are you?"

André nodded what he saw back at home really made him change his views on arm wrestling...it was pretty insane...

"I'm sure Rainbow wants you to." he tried convincing him with his own teasing reason.

"He's right." Rainbow agreed.

Babe turned a quick head to her, "I am?"

"Yeah and not because of what you're thinking, because I would like to see who's the strongest out of all of us." the competitive tone in her voice was quite obvious.

"Let's have a tourney then," Babe suggested to make it a bit more fun, "André against Spike and Rainbow Dash against me. Applejack, whoever wins between me and Rainbow will go against you since we're an odd numbered bunch and what not. And whoever wins out of André and Spike can arm wrestle whoever wins out of me and you."

The group didn't seem to go against the idea and just looked at each other with determination in their eyes, André wasn't really into the sport but he decided to go for it anyway because he was most likely going to be forced to anyway. The arm wrestling challenge was set. They all went over to a table and paired up. André and Spike were sitting across from each other while Babe and Rainbow Dash were parallel to them.

"Ah'll watch over ya'll. Good luck to each of ya." Applejack wished her friends the best of luck.

Spike smiled at André before getting into the heat of competition, "Good luck, dude."

"You too." André smiled back.

"You ready?" Babe asked Rainbow Dash.

She smirked at Babe with a cocky look, "I'm not losing." she claimed.

André and Spike were locked hand and claw. Spike was rather taken aback by how big André's hands were compared to his claw. Babe and Rainbow Dash were in a stare down. Both were locked hand and hoof ready to throw down.

On the other side of the room Rarity and the others were continuing their make overs but at the same time were watching the others prepare to arm wrestle.

"Arm wrestling?" Rarity observed, "Such a crude sport…"

Twilight turned her beauty face to Rarity, "You think so?" she asked only seeing it as a game, "It's all in good fun."

"I suppose but it's just not my cup of tea." she continued to neglect the game in her royal persona.

Pinkie just remembered something, "Speaking of which," she said in a mischievous voice, "Fluttershy!" The energetic pink pony inched toward Fluttershy. Rarity and Twilight were curious and moved in a little close to hear what Pinkie had to say, "What's up with you and Babe?"

"What do you mean?" Fluttershy asked in a bit of confusion.

"When are you and Babe going to tie the knot?" Pinkie made herself a bit more clear.

Fluttershy nearly turned blushed, "K-Knot?" she looked at her three friends hoping they weren't thinking about what she was fearing they were thinking about, "You don't think that-"

"Don't try and hide it Fluttershy." Twilight teased slightly, " It's pretty obvious there's something going on between you and him, when do you plan to make it official?"

"I don't really plan on doing anything."

Rarity tapped Fluttershy's side, "The date was a dead giveaway."

"Well, that wasn't really much of a giveaway because it was just another lesson for my shyness classes you know…it wasn't much of a date…"

"Sure." Twilight said sarcastically, " I think you and Babe would make a pretty nice couple."

Fluttershy began thinking of the possible future she could have with Babe if they did work something out. She went into a temporary silence.

"Fluttershy?" Twilight called out to her friend, "Hey, Fluttershy!" she spoke a bit louder.

Fluttershy heard Twilight's voice and shook herself out of it, "Huh? What?" she looked back to Twilight and Rarity.

"Are you alright?" Twilight asked in concern, "You sort of zoned out for a second there."

"I-I'm fine…" Fluttershy laughed nervously, "I think dating should be later down the line. We're just friends."

Rarity smiled at Fluttershy's innocence, "You can hide the truth from us, but you can't hide the truth from your heart."

"You've got it all wrong." Fluttershy claimed while she tried to hide her blush.

Twilight, Rarity and Pinkie Pie looked at each other with girly smiles. You know, that smile girls do when they talk about feelings their friends have for guys. Yeah, those smiles. Anyway, back at the arm wrestling competition the other's set up Spike was struggling to move André's arm, it seemed impossible for the small Dragon to just nudge it a little, André just sat and watched Spike's attempts which made no real progress.

"Your arm won't even budge!" Spike continued to struggle before stopping, "This is totally unfair…"

"Yeah…you wanna call this one?"

Spike lowered his claw in defeat, "There's no way I can win…soooo-"

"André wins." Applejack declared.

"Rats..." Spike muttered in

André playfully rubbed Spike's head, cheering him up. Applejack, Spike and André turned their attention to Rainbow Dash and Babe. Babe had the upper hand and was out doing her. Her hoof was inching closer and closer to the table.

"I can't....lose!" Rainbow strained against Babe.

Babe chuckled as he struggled to get Rainbow's arm to the other end of the table.

"C'mon, Rainbow, you can do it!" André cheered for the Pegasus rather than his Human friend.

"Gee! Thanks for the support, Dré. You're such a great friend."

André flagged Babe, "Shut up and be a man, support yourself."

"Uh! I-I can't….Ah!" Rainbow's hoof hit the table and Babe won, "Darn it!" she cried out, "You're way too strong!"

"It's cool," Babe patted her back in an attempt to cheer her up, "you did good."

"I hate losing…" she sulked. Rainbow Dash got up, allowing Applejack to sit across from Babe. Whoever won this round would be able to take on André since he won against Spike.

"Ya ready?" Applejack asked.

André placed his arm in front of AJ, "No, Applejack, stay back." she slightly backed up seeing André inferring, "Let me go against him. This is for Rainbow."

"Me?" Rainbow Dash asked in surprise.

André nodded at her, "I won't allow that lose to fly. I don't want you depressed so I'll win this for you."

"You can't be serious...." Babe face palmed.

Applejack looked at the seriousness on André's face, "Well…he seems pretty serious about this one." she looked back at Babe, "Ah'll let him take this one. Ah'll just go against you after he's done."

"Fine." Babe sighed.

The two Humans locked hands and were ready to arm wrestle.

"Dré, I'm just going to tell you now that…what you said earlier was lame."

André shook his head at his friend, he was making his stand, "You know what, Babe? You think you're so good. You think you're so much better than everyone else."

"I do?" asked Babe in confusion.

"There!" André exclaimed, "That sarcasm…"

"That…seriously wasn't sarcasm." he honestly replied, "Are you really that upset I beat Rainbow?"

André held up his other hand and halved the situation with the hand sign, "Sort of…" admitting it was half and half.

"You hear that Rainbow?" Babe asked as he looked at her, "He's doing this just for you. Give him a sticker after this."

"Babe…you belittle me at home and you pushed me around in Ponyville. You made me sleep on the floor and took the bed when you already had the couch called. You cut me off whenever I'm trying to talk and I won't have it anymore!"

Babe didn't say anything.

"Once I beat you you'll have to respect me from now on." André looked him dead in the eye, "What do you have to say to that?"

"You lost."

André looked down and saw his arm lying on the table after Babe had easily put him down.

Applejack cracked a smile but held it in, "And…Babe won. Heheh…ahahaha!" she couldn't help but explode in laughter after the whole ordeal.

Babe shrugged his shoulders, "…You weren't doing that for Rainbow, were you?"

André continued looking at his hand lying on the table, "I lost?" he asked himself knowing he shouldn't have made the whole speech but it was over and there wasn't anything he could do.

"Yup." Rainbow answered his question while wrapping her arm around his neck, "Big time!" she smiled.

"Darn it...I knew I shouldn't have made a speech."

Applejack continued laughing her sides off on the floor, she couldn't contain herself.

André looked at Applejack as she was lost in laughter, "What are you laughing at AJ?"

"Uh," she stopped laughing to think of something to say other than André's name, "Chocolate milk!"

André looked at her with a plain expression, she said it, "...I believe you." he accepted her response despite knowing that wasn't really the reason she was laughing. André got up and left the table. Applejack sat across from Babe and the two locked each other in, hand and hoof. The atmosphere was intense.

"Ah can feel the tension in the air. This is gonna be good." Applejack's eyes squinted, ready for this.

"I've been waiting on this day since I came to town." Babe replied with eyes similar to Applejack's.

"Ready?" she asked.

"Get set..." he counted down.

André looked at the two to see if they were honestly just going to slowly count the competition down and from the look of it, yes, yes they were. "Just go already." he signaled for them to go.

Babe and Applejack engaged in their competition of strength. The two appeared to be an equal match for each other, whenever Applejack managed to get Babe's arm to one side Babe would push back and get her arm on the other side until she pushed back, equaling out the two strengths.

"Wow." André was amazed, "These guys are going at it. It looks like they're evenly matched. Let's see how this turns out."

Half an hour later…the two were still encased in their arm wrestling match. Rainbow Dash yawned, "This is boring..."

"It's still not over?" André asked as he laid on the floor.

"Give it up AJ!" Babe started to sweat.

"Never!" Applejack started doing the  same.

The two continued to strain. Sweat rolling down both their heads, the two waiting for the other to give in. Tired of their stalemate Twilight steps in, " Alright, that's it! This game ends in a draw!"

"What!?" the two competitors asked out.

Twilight placed her hoof in between the two, "You two have been at this for some time now, it's time to stop this. Besides it's a sleepover so we have to do something else."

André rose up from the floor, "It's finally over?" he asked particularly no one, "I zoned out for a moment. Who won?"

"It was a draw." Twilight stated.

"For now..." Babe and Applejack corrected, staring each other down with competitive smiles.

The purple mare simply rolled her eyes, "The next activity is the famous…truth or dare!" Twilight told the group in excitement.

André and Babe nearly choked, "Truth or Dare!?" they squealed in mild panic.

"Yup. It's going to be fun! Everypony gather round! I go first!" the last time a game of truth or dare was going to be played it turned into disaster for Twilight, this time she was sure things were going to play out smoothly.

"Maybe we can actually get the chance to have an actual game this time, huh?" Applejack sat beside Fluttershy. Spike, Pinkie Pie, Twilight and Rarity joined in and were gathered around in a circle.

With no other option Rainbow Dash shrugged at the two boys, "I guess it can't be helped." she flew over to the others, "We might as well do something to break the boredom."

André felt a bit nervous, just a bit, "Babe..." he whispered to his friend who was nearly in the same condition.

"I know." Babe whispered back, "Maybe, we should just go."

Twilight saw the two making their little whisper games, "André, Babe!" she called out to them making them flinch, "Get your butts over here in the circle. We're getting ready to start!"

The two boys didn't really know what to expect from the ponies game of true or dare but on Earth it usually would lead to something immature or physically hilarious…something they knew they probably wouldn't be able to pull off since they're not Ponies and not to mention the dreadful truth…

Regal mother

The group gathered round in a circle, Twilight checked to make sure they were all accounted for and they were, "Perfect. Now that we're all here, let's play." her eyes moved along the circle, "Who wants to go first?"

Silence fell upon the group, except from Pinkie Pie who was happily humming.

"Come on now, don't get quiet." she looked at her two Human friends, " André, Babe how about one of you two go first?"

"Nah, I'm good." Babe declined, "I'm not too good at this game."

"Why don't you go first Twilight?" André suggested, "And go around."

"Ok," she agreed, "sounds like we have a game plan!" she looked around the circle to find a good pick, the three boys were quiet hoping they wouldn't get chosen first, "Hm….Pinkie Pie!"

"Yay!" Pinkie cheered, "She called me! She called me first!"

Twilight laughed at Pinkie's reaction to being picked first, "Now, truth or dare?" she asked.

Pinkie thought of the choices and at first couldn't decide but it was the first round of the game and most likely she'd get the chance to pick another, "Truth!" was her first choice.

There wasn't much you could get from Pinkie Pie on truth, it was a bit difficult for Twilight as she pondered a good idea for a truth, "I've been hearing rumors that Pinkie Pie isn't your actual name. I didn't believe them at first but curiosity got the best of me and I just have to know…what is your name?"

"That is my real name, silly!" Pinkie giggled, "But my full name is Pinkamena Diane Pie."

"Really?" Twilight was a bit surprised, Pinkie nodded, "I never knew that, Pinkamena." Twilight said her first name with a smile.

"Don't call me that." Pinkie said rather seriously, "Just keep calling me Pinkie Pie!" quickly switching back to her normal Pinkie self.

"A-Alright." Twilight was taken a back by Pinkie's personality change, "Applejack, your turn."

"Is it now?" her words sounding a bit devious, "Well then, André!"

André lowered his head, he knew it had to be eventually...

"Truth or dare?" she asked.

"…Uh, dare." he picked, wanting to stay as far away from the truth as possible not knowing what the question could be.

Just what Applejack wanted, "I dare you to be Andrélicious."

André gasped, "You want me to be what!?" Applejack laughed at his reaction, it was priceless, he didn't expect such a dare from the Ponies.

Pinkie must've told Applejack about her liciousness and Applejack got the idea from her, Babe was surprised himself but didn't really show it, like the Ponies he just waited for André to do it.

"We're waitin' Sugarcube."

"I'm thinking." he told the group, "Uh, ok, I'm the A to the N.D.R.… and ain't no other Pony draw it down like me, I'm Andrélicious…I'm not a pony..." he crossed his arms and pouted, "It doesn't work..." all the Ponies, Spike and Babe laugh, "Yeah, yeah...chalk it up." he was a bit embarrassed but couldn't help but smile shyly, "Rarity, it's your turn."

"Oh! This'll be a good one." her attention was directly pointed toward Fluttershy, "Fluttershy, I choose you!"

"M-Me?" she stuttered.

"Truth or dare" asked Rarity.

"T-Truth..." she stuttered once more.

It seems they were all picking exactly what the truth or darer wanted them to pick, Rarity had Fluttershy in her grasp, " Is it true that you have a special somepony?"

Everyone in the circle had their eyes on Fluttershy. They were all patiently waiting for a response.

The attention was a bit overwhelming for the shy Pegasus, "…Um, uh…well…s-sort of." she slightly answered.

"You do!?" Rarity exclaimed with a fangirl like squee.

"Sort of..." Fluttershy replied with the same answer.

Rarity inched over to Fluttershy, "Who is it?" she inched over a little closer, "Who is it??"

Fluttershy smiled, "One turn, one question." her statement just made Rarity frown due to the lack of answer.

"…I'll get you one of these days." Rarity said with a promising look.

"It's your turn Fluttershy." Twilight announced.

Fluttershy's choice was already set, "Rarity." in a way Rarity knew she would have picked her directly afterwards, "Truth or dare?" asked Fluttershy.

"Dare." Rarity picked.

"I dare you to act like a boy."

Rarity's eyes widened, "A BOY!?" Spike, Babe and André were in stitches.

Hearing the volume in Rarity's voice made Fluttershy want to reconsider, "Um, y-yes, if that's alright with you."

"You have to Rarity." Twilight said as she read her sleepover book, "It says so in the book."

Rarity's jaw dropped at the rules of the game, "This is so unfair..." never before has Rarity ever fit into the male persona, knowing André, Babe and Spike they weren't going to make it easy for her.

Babe walked over to Rarity and wrapped his arm around her neck and playfully pulled her in to his cheek, "C'mon, it's all good! Right, bro?"

Rarity was hesitant to reply....she didn't like the dare but still had to flow with it for the fairness of the game.

Babe released Rarity from his playfully hold, "Aw, Don't leave me hangin'."

Rarity sighed, "Right..."

Babe smiled once she agreed, "AAH, this is going to be fun. Can I go?" he asked Twilight.

"Sure." she agreed.

"André," he directed the spotlight on his Human friend, "truth or dare?"

"Dare." André picked.

"I dare you to skip your turn." Babe gave him the dare with a rather evil smirk.

André squinted at Babe, but since he couldn't do anything about it he just accepted it, "I hate you." he pretty much saw that coming.

"My turn, my turn!" Pinkie excitedly raised her hoof, "This one is for Rainbow Dash!"

André chuckled and looked at Rainbow Dash, "Knowing Pinkie Pie she'll probably want you to make cupcakes with her."

"Truth or dare?" Pinkie asked with her carefree smile.

Rainbow held her chest out proudly, "I'm daring. So it's only fitting I take the dare."

"Okie dokie!" Pinkie said in an upbeat tone, "I dare you to nuzzle Spike, Babe or André!"

"WHAT!?" that...wasn't particularly what Rainbow Dash was expecting from Pinkie Pie, who knew her better than that.

"D'aaaw, a cute dare for Dashie." Babe teased.

André chuckled, "Yeah. I don't think she'll do it Pinkie-"

André suddenly felt something press against his cheek. All the Ponies looked on in shock, except Pinkie who just plastered a large grin on her face. André moved his eyes over to his right and saw Rainbow nuzzling her nose against his cheek. She only did it for a split second and removed herself quickly.

"…Done." she calmly stated.

"Well…um," Twilight was at a loss of words while she rubbed her mane, "interesting."

"Hubadafubada, WHA-?" Spike stuttered.

"It was only a matter of time." Babe said to the group, "We all know who Rainbow likes now."

Rainbow flew over to Babe, "I don't like anypony!" she quickly defended.

André was still a little confused and out of it. Rainbow crossed her arms and turned her head, cheeks as red as a rose.

"Aww, you're embarrassed. That's so cute, Rainbow!" André teased.

Rainbow could barely face him, "You tell anypony and I'm coming after you."

"O-Ok…" looking at Rainbow Dash's eyes at this point could compare to an eagle looking for prey, "but all of our friends know already." André reminded her of who witnessed her temporary adorableness.

"Y-You know what I mean!" she was still a bit red in the cheek area.

Babe tapped Spike's shoulder, "Your turn." he reminded his small friend.

"Ok. Who wasn't made a victim today?" he looked around the group for a suiting target, "Hm…Twilight!"

Twilight mildly flinched at her sudden name calling, " Should've known." she smiled.

Spike rubbed his claws together, "Oh yes, I've got something special for you. So what's it gonna be, truth or dare?"

Whatever she picked it would've most likely went in Spike's favor, "Dare." was her first pick.

"YES!" Spike cheered, "I dare you to drink an entire glass full of lemon juice!"

All the others could feel that strange sour taste on their tongue. Spike ran into the kitchen. It took a few minutes but he came back in the room with a glass for Twilight, unfortunately for her he filled it all the way up to the top with freshly squeezed lemons. He put the cup down on the table and slid it down in front of Twilight.

"A full cup?" she asked hoping Spike wasn't serious.

"Yup." he was serious, "Drink up."

Pinkie Pie held a camera at Twilight as she prepared to do the dare, "This is going to be great!" she squealed, trying not to laugh just yet.

Twilight wrapped her hoof around the cup and placed her lips on the glass, Twilight began drinking. The sourness from the lemon juice slid onto her tongue with bitter bite. She got the first half down before gagging a bit and stopping for a second. The second half was not so friendly.

She began to slightly twitch as her face went into ultra-scrunch mode upon drinking the second half. Thankfully the cup was empty and Twilight's mouth sunk in while her right eye closed and the left twitched. Her face caused all her friends to laugh. Pinkie Pie wasn't even able to take the picture due to her sides aching from laughing too hard.

"UH, V-Very…f-f-funny…" Twilight barely managed to talk from the sour taste in her mouth.

Spike was holding his sides and was gasping for air, " Your face was all-" he mimicked Twilight's sour face and continued laughing with the rest of the group.

"The taste is unbearable..." Twilight said with her tongue out.

Babe pat Spike on the back for a good dare, "That was funny man."

" It sure was." Rarity complimented, "Good dare Spikey wikey."

Hearing the love of his life compliment he instantly went into love mode, " Ohh...t-thanks...Rarity."

Babe turned his attention to Rarity, "What's wrong with your voice Rarity?" she looked at Babe in confusion, "You sound like a girl…" he noted.

Understanding what Babe meant Rarity simply sighed and cleared her throat, making it deeper, "UH…Sorry about that bro. That sure was a…uh…pretty awesome dare there, Spike."

Babe smiled, "There we go. Come to think of it I don't remember your name being "Rarity" that's a girl name. How about we call you by your real name? Tom."

André laughed, "Ok, my turn!" he had a good idea for both a truth and dare.

"No, you need to calm down." Babe interrupted, "I dared you to skip your turn."

"I-UUUGGHH!" he grunted in annoyance, "Fine…I didn't want to go anyway." he lied. Rainbow pet his head to cheer him up, her petting took off the annoyed look he had and made him laugh as he tried stopping her petting.

Applejack pointed to Rainbow Dash, "Yer turn, Rainbow."

"Woo!" she chanted, "Payback time! Babe, give Fluttershy a little something on the cheek." she didn't even bother asking if he wanted a truth or a dare she just forcibly gave him the dare, she wanted her payback oh so badly.

"What!?" Fluttershy nearly jumped out of her skin at the dare.

"You heard me," Rainbow pointed the dare toward Babe who just looked at her with a dull expression, "nuzzle her cheek."

Fluttershy shook her head rapidly, "NO, NO, NO, NO, NO, NO!" she was in a mild panic...well, mild turning into a complete one but she stopped once Babe eased over to her and placed a kiss on the side of her cheek making her stop.

"See?" Babe said to Rainbow Dash, "That wasn't hard. Fluttershy and I are that tight," he turned back to Fluttershy, "isn't that right?"

Rainbow raised an eyebrow at Babe, "I said 'nuzzle' not that..."

To Babe's surprise Fluttershy tilted over and froze up on the floor. All four hooves standing straight up in the air and her eyes wide open. Rainbow and the other's laughed at Fluttershy's frozen state.

"Looks like we're out a Pony." Twilight stated as she looked down at Fluttershy.

"Yeah." Rainbow giggled, " let's go for round 2!"

Everyone in the circle, except Fluttershy, agreed on starting up a new game. The rest of the night was spent playing games, laughing and other activities that were listed in Twilight's guide book. They all had a good time messing around with each other and enjoyed every minute of it.

As midnight approached they were all getting ready for bed before it got too late. Twilight and Spike went to sleep in their own beds. Rarity, Fluttershy and Applejack shared the spare bed up stairs with Twilight and Spike. André, Pinkie Pie, Rainbow Dash and Babe were going to sleep downstairs.

André came out the bathroom after cleaning himself up and switching into his blue night shorts and grey T-shirt that Rarity made for him. Babe was wearing a similar set but different color with his shorts being blue and his white shirt.

"Yo, Dré, the couch turns into a bed." he observed.

André walked over to him, "Yeah?"

"Yup and look it has three slots so it's enough for three."

Pinkie Pie was bouncing on the couch getting more air than possible, "And it's super bouncy!"

"Let's get some sleep then." André said to Babe and Pinkie as he prepared to settle in, Babe placed his hand on André's chest, stopping him.

"Hold on, there's only room for three." Babe said to his friend who didn't get what he was saying.

"You, me and Pinkie Pie." André listed.

Babe shook his head, "Pinkie Pie, Rainbow Dash and me." he corrected as Rainbow Dash walked over to the three, "She called it earlier when you were in the bathroom washing up."

"This is unfair..." André sulked.

"For who?" Babe asked, "We all seem happy."

"Me! Where am I going to sleep?"

Babe put a pillow and blanket on the floor, "There ya go." André looked down at the things Babe threw down realizing what it meant, "I won't need them, I'll be comfortable enough sleeping on the softness of the couch bed."

André picked up the blanket and pillow, "Yeah, great, whatever." he muttered.

Rainbow giggled, "Sorry André."

"It's fine." André claimed, "I'm used to the floor anyway."

Babe sat on the couch, "Great!" he said before lying down, "Sweet dreams, floor dweller."

Pinkie Pie did one last jump before falling back down, lying out in a star like position, "Goodnight everypony!"

While Rainbow Dash, Pinkie Pie and Babe were easily able to drift asleep, André was trying to find a comfortable place on the floor to rest. Getting to sleep for him took a little longer than the others but eventually he found a comfortable enough spot and laid his head down on the pillow and got under the blanket Babe gave to him. Soon they were all asleep.

In a distant unknown rocky location heavy sandstorms plagued the land. André and Twilight were alone and were investigating the area, the two of them were unaware they were both in the same dream. Before the two could proceed any farther the storm picked up and stopped the two from proceeding.

A few seconds pass and the sandstorm begins to let up. Kneeling before them was a white coated Alicorn. Her coat was white and her mane was moderate amaranth. Her cutie mark was a small bottle of ink with a quill coming out of it. Twilight and André quietly stood side by side.

"…My precious children…I can't see them…" the Alicorn spoke softly.

Twilight started getting extremely bad vibes about the Alicorn and stepped in front of André protectively. André didn't understand why Twilight was quick to get on the offensive but he didn't say anything. Twilight's horn was shrouded in its magical aura, ready to cast a spell if the mysterious Alicorn were to attack.

"…The unfinished…spell…" she muttered, "no, there's somepony…here…who are you?"

Twilight and André remained silent as the Alicorn examined the two of them without the use of her eyes.

"You, young mare, your power…I've felt it before…you have the same amount of potential in you as Celestia did when she was just a young filly…but…you're not her." she noted, "How is that possible? Is this more of his magic? Are you…Star Swirl?

The Alicorn began to stand.

"It has to be..."

Twilight kept on her guard.

"Star Swirl?" the Alicorn asked as if the Pony she was talking about was standing before her, The Alicorn raised her head and revealed her furious artic blue eyes, "STAR SWIRL!" she unleashed the furry of her Canterlot voice.

Her voice caused severe sandstorms to occur. Twilight and André were forced to shield themselves. The sandstorm seemingly real effects began to awaken the two. Though the dream seemed short it was already nearing morning in Ponyville.

Separate ways#3

On a lonely Cliffside the Changeling queen stood on the edge and looked out to the never ending rocky ruin. This was where she was banished after being defeated by the mane six.

A changeling approached, "We've searched every inch of this world…there doesn't seem to be any chance of escape."

"I see." The queen replied simply, she didn't turn to face her subject.

The Changeling lowered its head, feeling that it has disappointed Chrysalis with an answer other than the one presented, "I'm…sorry, your highness."

"…It's alright," she finally replied, "It's not your fault." the Changeling raised its eyes up at the queen only to see her still faced out toward the desolate land, "Go meet up with the others and rest. You've all worked hard today." Chrysalis didn't seem at all disappointed in her subjects attempt to find a way out of their rocky prison.

The Changeling bowed respectfully, "Yes, your highness." the Changeling looked at the back of her queen, the Changeling was considered after hearing the tone in Chrysalis voice however she did as her queen asked. Chrysalis was in deep thought, remembering what Celestia said to her not too long ago.

"I'd rather be a sorry excuse for a ruler than an evil one, parasitizing on the feelings of others. You're a mosquito that lives in a world full of love and friendship." Celestia fell to the ground, unable to pick herself up, "It's too bad you don't know what the feeling is like. You have no friends at all."

Chrysalis huffed at Celestia notion, "I have no friends? You imprisoned your own sister. I can tell she holds some resentment for you as she obviously didn't care when we fought in Canterlot. She wasn't even there to help you."

"That may have been true if Luna was like you." Celestia turned to her sister, "But she's not." Chrysalis remained silent, "My sister loves me and she knows that I love her too. She is very kind and knows how to forgive and no matter what happens, this will always be so. I really hope that one day you will learn what it means to love and be loved back." Though the situation was grim Celestia smiled, "Maybe then you'll realize you don't need to steal the emotions of others to be happy. I believe in my student and her friends."

"You're wrong, Celestia…" she said underneath her breath. Closing her eyes Chrysalis thought back on the past.

-Canterlot Castle, throne room-

-The past-

Inside the castle a young filly and a colt were playing together in the throne room. The filly was Cadence and the colt was Shining Armor.

"Gotcha again!" Cadence teased the young colt as she had him pinned down to the ground in a friendly play fighting match.

Shining Armor squirmed in an attempt to break himself free, "No fair!" he continued to struggle but nothing he did worked against his filly friend.

Cadence allowed Shining Armor to get up only to skip around him while laughing, "I'm just better than you!" she gloated, "You got beat by a girl!" her last line was in the form a mocking tune.

Shining Armor stood up and fixed his messy mane, "I haven't eaten anything today. I'm not feeling like myself…" Cadence didn't buy Shining Armor's tales and was still happy she was able to outdo him in play fighting.

The throne room doors opened and the two kids looked over. Princess Celestia entered the room. Following behind her was another young filly. She looked a little older than Cadence and Shining Armor but nevertheless they were around the same age.

Unlike a pony however, she had a sharp pair of fangs and dark green eyes with elongated oval pupils. She had a teal mane and tail. Her legs, mane, and tail are full of holes and her limbs and torso are very slender. Like other non-pony characters, she has no cutie mark. It was obvious the filly was Chrysalis.

Princess Celestia walked by the two youngsters and gave them a smile. The filly that entered with Celestia stood alone by the door, looking lost.

"Is she alright?" Cadence whispered to her friend.

"I'll go see." Shining Armor walked over to the strange looking Pony.

Chrysalis saw that Shining Armor was approaching and tried hiding her appearance. Once he approached her he was confused as to why she was hiding herself.

"Hi," he greeted with a smile, "my name's Shining Armor. What's yours?"

She didn't say anything.

"Do you have a name?" he asked as he tried to figure her out.

She turned her eyes to him and then back over to the empty side of the room, "…C-Chrysalis."

"Chrysalis?" he repeated, "That's a pretty neat name." he smiled once more after complimenting her though Chrysalis remained quiet.

Cadence saw Shining Armor making conversation and walked over there as well, "Is everything ok?" she asked as she stood beside her colt friend.

"Yeah, everything's fine." Shining Armor answered positively, "Her name's Chrysalis."

Chrysalis peaked at the two from her mane.

Cadence turned to Chrysalis with another warm smile, "Hi, my name is Cadence."

She still remained quiet despite the two making a friendly introduction. The two friends were puzzled at how quiet she was and how troubled she looked.

"What's wrong?" Cadence asked with concern, "It seems like you're hiding."

"Aren't…you afraid?" Chrysalis asked the two.

Cadence looked at Shining Armor, "Afraid?"

"Afraid of what?" the colt asked.

"…Me." The small Changeling asked making her voice more clear as she was surprised by how welcoming the two were to her.

Cadence has never seen anything quite like Chrysalis but she still wondered why she was so strange, "Of course not. Why would we be afraid of you?"

Chrysalis shook her head and allowed the two to look at full figure, "Look at me." She said to the two wanting to see the difference between them.

"We are." Shining Armor said to her, still not seeing what Chrysalis was trying to get at.

Chrysalis's eyes slightly widened, "But…I'm…"

"Our new friend?" Shining Armor asked enthusiastically.

Chrysalis took a step back, "Friend?" she asked in confusion.

"Yeah, our friend." He repeated with a smile.

"Chrysalis will be staying with me in Canterlot for a while." Cadence and Shining Armor turned to the princess, "I see you two have reached out to her already." Celestia approached the three young Ponies with her casual and warm smile.

Shining Armor nodded at the princess, "Yeah. She's our new friend."

"Your friend?" Celestia asked in joy, Chrysalis wasn't around for long but already made things interesting, "That's wonderful."

Cadence looked up to her aunt, "So, she'll be staying here?"

"Yes." Celestia answered the young filly, "I'm going to take her under my wing and have her be my student. She's had…a hard time adjusting."

The sound of voices from her past played in Chrysalis head…

"What is it!?"

"Eugh! It's disgusting!"

"Keep it away from the kids!"

A hopeful Chrysalis made her way to a playground full of playful and cheerful young ponies, hoping she would be able to make friends. Once the ponies saw Chrysalis approaching they ran off. Seeing them running away Chrysalis stopped. Standing in the exact same spot the kids were just playing. The park was empty and she was alone. A ball rolled by and tapped her hoof.

In another flash she was sitting by herself on a hillside watching other fillies and colts play together, she eyed them enviously, trying to keep out of sight.

Chrysalis was sitting on the outskirts of an unknown town crying. The ponies of the town all banded together to make sure she wouldn't enter.

"Monster!"

In the present Chrysalis snapped out of her cruel flashback. She looked down to the floor with grief in her eyes.

Celestia noticed Chrysalis and was a bit worried she was dwelling on her past, she looked back at the two younger Ponies, "With the right guidance I'm sure she'll be able to do great things. But, first, she must learn about the gift of friendship. Cadence, I would like for you to help show her this gift."

"Me?" Cadence asked with bright twinkling purple eyes.

"Can I count on you my little niece?"

Cadence happily nodded to her aunt's request.

Shining Armor on the other hand/hoof felt a bit left out, "Hey, I wanna help too!"

Celestia giggled at Armor's anxiousness, "I'm counting on both of you."

"You bet!" Shining Armor was the first to agree to his duties.

Cadence held her hoof up to "You can count on us!"

The word, "Friend", was the only thing on the young Changeling's mind as Princess Celestia talked to the others.

Fast forward a few years later Chrysalis has grown in size. She was about the same as a typical mare in Ponyville in terms of height. She stood alone on the castle's balcony, looking out to Canterlot.

"Hey, what're you doing out here?"

Chrysalis looked behind her and saw Cadence approaching her, "…Oh. Hi." She greeted the young Alicorn.

Cadence stood beside Chrysalis, "How come you're out here by yourself?"

"Just looking out at the stars…" Chrysalis hid behind her mane, "No big deal."

"You're still doing that?" Cadence asked, Chrysalis moved her eyes over to Cadence she didn't understand what she meant and Cadence knew it, "Hiding behind your mane." Cadence told the confusion Changeling as she placed a hoof on her shoulder, "You've been doing that since we've met you."

Chrysalis sighed, "…I'm a monster, terrifying. I don't want anypony looking at me."

"Monster?" Cadence was a bit shocked Chrysalis would label herself as such, "Who told you that?"

"Who hasn't told me that?"

A serious look formed in Cadence's eyes, "…I haven't." she said softly to Chrysalis, "How could somepony call you that?"

Chrysalis turned to Cadence to face her, "Look at me." She revealed her most notable traits including her fangs, horn and holes in her leg, "I'm not like you or…the princess or anypony." she looked down at her hooves, "I'm different."

"No you're not." Cadence picked up Chrysalis hooves, "See?"

"What are you doing?"

Cadence tapped their hooves together, "We've both got hooves."

Chrysalis brought her hooves down, "Well, yeah, who doesn't?" she asked unknowingly helping Cadence out with her response.

Cadence placed Chrysalis hoof on her own chest, "That's your heart" Cadence pointed out to Chrysalis who was still a bit lost at what Cadence was getting at. Cadence then placed her own hoof on her chest to show Chrysalis where her heart was, "This is my heart. It beats like yours and it's in the same place."

"What does that prove?" Chrysalis asked.

"They're exactly the same." A stallion spoke out to the two, "Just like every other pony in Ponyville."

The two mares turned to the stallion's voice, it was Shining Armor.

He walked over to them and stood on the other side of Chrysalis, "Like everypony, you have a heartbeat. Like everypony, you have feelings. You're not a monster." Chrysalis didn't reply but his words have touched her, "Don't worry about what others say to you. A good friend sees you for who you are, doesn't matter what you look like." Shining Armor looked over to Cadence, "Like us."

Cadence and Shining Armor looked at each other for a second, Cadence started to giggle and soon laugh.

"Hey, what's so funny?" he asked the laughing Alicorn.

"You." She giggled again, "That was lame." She started to laugh.

Shining Armor blushed in embarrassment, "W-Wha-? I was only just trying to help…"

Cadence to laugh, Shining Armor couldn't help but laugh as well. Chrysalis watched the two and observed their laughter. She formed a smile and let out a small chuckle seeing the two laughing.

Cadence saw her smile and was surprised, "Hey, Chrysalis, you smiled. No…" she corrected herself, "you're laughing!" she happily stated.

"Laugh?" Chrysalis raised her hoof and touched her mouth. She looked rather lost upon feeling her happiness which caused her smile to leave.

Shining Armor placed a hoof on her shoulder, "You look confused, like you've never smiled or something."

"I guess…it's been so long that I forgotten how to. I've never had…friends."

Shining Armor remembered the first day Chrysalis arrived, "Yeah. I remember the princess mentioned that. She tasked us with teaching you about the gift of friendship." he looked over to Cadence, "I'd say we're nearly done."

Chrysalis looked at the stallion in shock, "Done?" she said in a bit of a panic, "So…we won't be friends anymore?"

"Of course we'll be friends." Shining Armor reassured her, "We're friends till the end. Once you form a connection like that there's no breaking it."

"In fact, I made you a present." Cadence told Chrysalis.

"For me?" she asked surprised.

Cadence held up a star shaped accessory. In the middle was a picture of a heart. Behind the heart was a shield with a purple star on its front. The picture was a combination of Cadence's and Shining Armor's cutie marks.

"What is this, Cadence?" Chrysalis asked as she held the star.

"It's a friendship present. They say if you give them to a very special friend you'll be friends forever. There, in the center, are a picture of Shining Armor and my cutie mark. If you ever get lonely you can look at it and remember that we're friends, forever."

Cadence and Shining Armor gave Chrysalis warm smiles. Their love and affection have truly touched Chrysalis once empty and alone heart. Her eyes filled with water and she began to cry.

"…What's wrong?" Shining Armor asked as he took a step closer to her.

Chrysalis shook her head, "Nothing. I'm just…sad." she continued looking down at her star.

"Why are you sad?" Cadence was a bit worried at what the answer might be, the gift she presented to Chrysalis could've reminded her more of her past.

"It's not…sadness I've felt before. I am sad but at the same time I'm happy. I'm…I'm happy that something can make me feel this sadness. It makes me feel alive. It makes me feel like…I'm somepony, something with a heart. You two…are my...my…" she didn't know the proper words to define the two, it wasn't often she heard it.

Cadence and Shining Armor came together and embraced Chrysalis. Her eyes widened, "Your friends." They answered finding the words she was looking for.

In the present Chrysalis was still looking out to the ruin of the realm she and her subjects were banished to. She opened her eyes and finished reminiscing on the life she once had. Her horn was shrouded in a green aura as she looked down at her hoof.

"With the right guidance I'm sure she'll be able to do great things. But, first, she must learn about the gift of friendship. Cadence, I would like for you to help show her this gift."

In her hoof formed a small accessory star with the image of two cutie marks formed in the center.

A droplet of water hit the center. Chrysalis held her hoof over the edge and hesitantly dropped the accessory over the Cliffside where it plummeted down into a gorge.

"Right you are, Princess. And as queen of the changelings, it is up to me to find food for my subjects. Equestria has more love than any place I've ever encountered. My fellow changelings will be able to devour so much of it that we will gain more power than we have ever dreamed of!"

"What happened to me…?"

Friendship was Magic pt2

-A few days later-

In celebration of Rainbow’s new position as a Wonderbolt Twilight, Applejack, Pinkie Pie, André and Babe were all putting together a party just below Rainbow Dash’s house. They had to throw the party just below her impressive home because none of them could fly or walk on clouds. Babe was helping Applejack and Twilight lay out the food they prepared for the day. Fluttershy was bonding with the local animals by a nearby lake.

“Ok. We’ve got enough drinks, food and dessert?” Babe asked after counting the number of seats they had to make sure there would be enough.

Applejack placed a tray of apple tarts besides a wide serving of sweets on one of the neatly decorated tables. “This should be plenty.” She answered.

“I’m so glad Rainbow Dash is finally a Wonderbolt.” Twilight said to the group, “Her dream finally came true.”

Applejack nodded, “She’s come a long way. Hopefully she likes the party we’re throwing her.”

“It was Pinkie Pie’s idea.” Babe reminded Applejack of who exactly was in charge “Who wouldn’t like this? I’m sure she’ll love it.”

“You called?” Pinkie Pie asked randomly appearing beside Babe after not being there a few seconds ago.

“Ah!” Babe flinched at the sudden sight on Pinkie.

Seeing Babe’s reaction caused Pinkie Pie to give an innocent laugh. “Did I scare you Babe?”

“…N-Not really.”

Applejack trotted over to the two. “Did you get the cake, Pinkie Pie?”

“Did I get the cake?” she asked before reaching to her back side and bringing forth a pink cake box out of nowhere, much to Babe’s confusion, “Of course I’ve got the cake!”

“….Where does she put these things?” Babe asked himself unable to comprehend Pinkie’s actions.

The hyperactive party pony laid the pink box on the table and opened it, revealing the cake inside. It was rainbow colored strawberry shortcake with a large “Congratulations Rainbow Dash!!” as its icing covered writing.

“Hey, the cake’s here!” André went to see the cake for himself and was stunned by how delicious it looked. “It looks fantastic.” He complimented.

Pinkie nodded, agreeing with her human friend, “Straight out of Sugarcube corner!” she said with pride.

“Cool, let’s dig in!” André impatiently grabbed a plastic knife, ready to cut himself a piece of the cake.

“Wait a minute!” Pinkie tapped André’s hand with her hoof, stopping him from getting into the cake. “Remember whose party this is! We’ve gotta wait.”

“Oh right. Sorry about that.” He chuckled while rubbing the hand Pinkie tapped, slightly embarrassed that his hunger showed itself in front of his friends.

While things were nearing completion Rarity joined the group after a short walk from Ponyville. “Sorry I’m late everypony. I had to run a few errands back at the boutique.” She observed the food table and was surprised at how good everything looked. “My, this spread looks absolutely stunning.”

“It’s all thanks to Pinkie.” Babe said as he gave the party planner a congratulatory pat on the back.

“It’s Pinkielicious!” she spurred.

André squealed on the side, “AHH! She said it!”

The others couldn’t help but laugh once André squealed. For them laughing was extremely contagious but it didn’t matter because the laughing just makes them even happier to be friends, while they were laughing the guest of honor was making her entrance.

“Hey, what’s so funny?” Rainbow Dash asked in her new Wonderbolts uniform.

The group was surprised by Rainbow Dash’s appearance.

“Rainbow!” Twilight shouted in joy.

“RAINBOW DASH!” Pinkie shouted seconds after Twilight.

Rainbow did a few poses in her new attire. “So?” she asked, “How do you like the new look? Pretty cool, huh?”

“It is. The costume really suits you.” Rarity complimented with a smile.

Rainbow flipped her goggles up revealing her beautiful cerise eyes. “You know you guys really didn’t have to throw this party for me, thanks a lot.”

Twilight, Applejack, Rarity, Pinkie Pie, Babe and André stood together all happily looking at Rainbow Dash. They were all overjoyed to finally see her in a Wonderbolt uniform.

Not too long after Rainbow showed up Soarin landed next to Rainbow Dash. Soarin’s appearance took all the others by surprise. He wasn’t invited and he just randomly showed up.

“Phew!” he exhaled, “You sure do fly pretty fast Rainbow.” He turned to the others, “Hi everypony.”

“Soarin?” Babe spoke with a raised brow, “Hey, what are you here?”

“Rainbow told me about her party and I just had to come. I hope that’s alright with all of you.”

“Of course!” Applejack said in an upbeat and welcoming tone, “Its Rainbow Dash’s party. She can invite whoever she wants.”

Soarin nodded. “Thanks guys.”  He looked back to Rainbow Dash with a look only certain someponies give each other. “Besides,” he continued “I wouldn’t miss my pony pie’s big day.”

There was a small silence.

“…What?” Babe asked from the now quiet group.

“Rainbow, she’s my wittle diamond in the sky. Isn’t that wight, smoochie poo?”

Rainbow blushed and gave a small giggle. “Heh, right…”

“Diamond…” Twilight repeated with a sick sound in her voice.

“In the sky?” Applejack finished a bit uncertain of what to really expect from what she was seeing.

Rarity blinked twice before speaking up. “Whatever do you two mean?” she asked.

“Rainbow Dash, she’s my special somepony. We’re dating.” Soarin bluntly stated to the group.

Babe took a step back after the big reveal. “You two are dating!?”

Twilight, Applejack, Rarity and Pinkie Pie stood in shock they didn’t even notice that Babe had slightly raised his voice with a highly confused look on his face.

“Yeah, we are.” Rainbow answered.

“W-W-W-When did this happen?” Babe uncontrollably stuttered before finally asking his question.

“A few days ago.” Rainbow answered. “The offer just kinda came out of nowhere. Soarin’ asked if I could be his special somepony and I just said yeah. I’d be crazy to turn him down.”

“It’s about time!” André said smiling much to the group’s surprise. “Congrats, let’s toast to that-” André was pulled away from the group by Babe to talk in private.

“What’s going on?” Babe asked.

André was a bit confused as to what Babe had meant. “What do you mean?”

“Why are they dating? You don’t seem the slightest bit concerned about this.”

André chuckled. “Why should I? Rainbow Dash likes Soarin, remember?”

“Who said that?? Was it on the My little Pony wiki or something? ANYBODY can edit things on there.”

“I’m the one who told Spitfire about Rainbow’s crush on Soarin.” André admitted. “Spitfire must’ve told him and he asked Rainbow out when she went to get recruited for the Wonderbolts.”

Babe smacked his own forehead with an open palm. “…Are you blind to the future? You know she-”

André already knew what Babe was going to say and shook his head to dismiss the rest of Babe’s sentence. “Babe, why are you supporting Rainbow Dash and me? She’s a pony.”

“So?” Babe shrugged. “There’s a difference between an Equestrian and one of the ponies we have on earth. Besides you said you liked her as well.”

“Yeah, as in one of my favorites of the mane six, look, if she didn’t like him don’t you think she would’ve said no?”

Babe slightly hung his head to the side seeing the point André had made, he looked back up to him, “Well, yeah, but…you’re just going to let her go out with, with…ugh, it just doesn’t seem right.”

“Drop it. She’s happy. She joined the Wonderbolts and she’s getting the chance to date one of her idols, a celebrity. Why would you want to take that from her?”

Babe took a minor pause. “Dré, I don’t but I’m just saying-”

André placed his hand on Babe’s shoulder to level with him. “Drop it.” He said in a dull tone, “I want her happy, what would even give you the idea? There’s no way a pony could like a human.”

“And I guess that makes Fluttershy and me wrong, huh?”

André didn’t answer because he didn’t know what to say…

Babe removed his friends hand from his shoulder and shook his head. “Alright André, you win.” He said. Babe silently walked back to the group, leaving André to watch him walk off.

It didn’t take much for André to just shrug the whole thing off himself. He was more concerned on celebrating than causing some kind of scene. He walked over to the table behind Babe.

Rainbow couldn’t help but notice the expression on the boy’s faces. “Was everything alright over there?” she asked in concern, “You two were talking for a while over there.”

“It’s all ok, everything’s cool.” Babe claimed. His blank expression was still present. André looked over at him knowing Babe was lying.

“You alright André?” Rainbow asked.

“Yeah, is everything alright André?” Before André could answer Babe spoke directly after Rainbow Dash, repeating her question but in a more clear tone.

“Yeah,” he smiled to convince the others “everything’s fine. Let’s get this party started.”

The mood now was rather depressing. Twilight, Applejack, Rarity, Babe and even Pinkie Pie seemed to have fell upon disappointment after realizing Rainbow Dash and Soarin were each other’s special somepony.

Rainbow Dash on the other hand/hoof was a bit confused to the sudden change in mood. Fluttershy was still occupied with the animals by the lakeside and wasn’t aware of the situation.

André went over to check on Fluttershy. He crouched down and tapped her shoulder to get her attention.

“Hey, Fluttershy” He called to her.

“Hm?” she turned not knowing she had company, “Oh, hi, André.”

“You’re still over here making friends with the animals?”

Fluttershy happily nodded, “Of course. The animals here are just as cute and friendly as could be.”

“Haha, I bet.” He held up a small paper towel full of sweets, “I don’t want to distract you. Here, I brought you some of the food we had over by the table.”

“Thank you.” Fluttershy opened the paper towel to see what was in it, inside were small cookies and mini cupcakes all of which had unique flavors and tastes.

Back at the table Soarin’ was feeding Rainbow Dash cake on a spoon while Babe, Twilight, Applejack, Rarity and Pinkie Pie watched. The two seemed happy to be together just like Big Mac and Ms.Cherilee under their love poison.

“I don’t get it…” Pinkie Pie spoke up as she continued eying Soarin and Rainbow Dash, “I thought André and Rainbow Dash had something going on.”

“Ah did too.” Applejack added “Ah wonder what happened.”

Babe lightly huffed at the two mares “André said Rainbow likes Soarin.” Applejack, Twilight, Pinkie Pie and Rarity had theirs eyes on Babe once he spoke. “From the looks of it I’d say he may have been right.” He continued “I didn’t actually believe it but I guess he just knows Rainbow.  All we can do is support them.”

Applejack adjusted her hat, slightly hanging it over her eyes as she looked over to André and Fluttershy. “Poor André must be heartbroken inside.”

“Doubt that.” Babe had quickly dismissed Applejack’s claim “He’s the one who helped set them up together.”

“He was?” Twilight asked sounding a bit sad to hear it.

Babe nodded. After having a brief conversation with Fluttershy by the lake André went back to the others.

“Hey guys, what’s up?” André greeted his friends after rejoining them though judging by their faces they had something on their minds. “Why the long faces?” André asked the group.

Applejack slowly scratched the back of her mane “So, uh, André you’re not worried?”

“About what AJ?”

“Well…uh, y’know, Rainbow and Soarin”

“Of course not, I couldn’t be happier actually.”

Babe crossed his arms, standing there with a straight look at André’s face.

“But what about everything you two have done?” Twilight asked.

“That little doohickey she made for you.” Applejack said mentioning the charm she made.

“Not to mention truth or dare.” Pinkie Pie brought up.

Twilight sheepishly scratched the side of her cheek, “We just thought that….Rainbow Dash was your special somepony.”

“You guys crack me up. Rainbow and I are just friends. Nothing’s going to change that.”

Twilight sighed. “Well…I guess if you’re sure.”

“Yeah. I’m sur-” André was suddenly pulled back a few steps away from Twilight and the others. An unknown mare had placed her hooves over his eyes.

“Guess who.” The familiar voice spoke to blinded boy.

“Spitfire?” André guessed as the mare removed her hooves and revealed herself to him and the others. “What are you doing here?”

“I came here for Soarin. I heard he was going to be here for Rainbow Dash.”

André nodded “Yeah, he is.”

Seeing Spitfire Soarin and Rainbow Dash flew over to the others.

“Spitfire, what’s up?” Rainbow Dash asked giving a friendly greeting to her idol and now partner.

“Hey Rainbow, you’re lookin’ good in the uniform.” Spitfire complimented with her casual cool smile.

Rainbow could barely manage to keep her cool after the compliment from Spitfire. Her eyes lit up with joy and pride “T-Thanks!” it was as if she was on the verge of passing out.

“Soarin, I know you’re here for Rainbow Dash but we’ve got a meeting to attend to.”

“A meeting?” Soarin asked not wanting to really go “Can’t it wait?”

Spitfire shook her head with a frown. “Afraid not.” She knew today was important for both Soarin and Rainbow Dash but work was work and it had to be done.

“Can I come?” Rainbow asked as she took a step closer to Spitfire.

“Sorry, Dash, it’s only for higher ups.”

Rainbow’s ears dropped, “I see.”  She was feeling a bit small and excluded due to her low rank in the Wonderbolts.

“C’mon, Soarin’. We don’t want to be late.” Spitfire spread her wings and took to the skies.

Soarin turned to his special somepony with a look of disappoint, “Sorry, Rainbow.” He sincerely apologized.

“It’s cool.” Rainbow perked up “You’re a busy guy.”

Seeing Rainbow Dash’s smile caused Soarin to smile back at her, “Thanks for understanding. I’ll see you a little later then?”

“Of course.”

Babe huffed at the two, “Oh please…” He mumbled under his breath. Applejack heard him and tapped his leg with her hoof, prompting him to keep it to himself for now. “Sorry, sorry…” he reluctantly apologized.

“How about a little goodbye smooch?” Soarin asked with a hopeful smile.

Rainbow Dash raised one eyebrow at Soarin. Twilight, Pinkie Pie and Applejack gasped. Rainbow’s cheeks turned red as she looked back and forth, unsure of what to do. She raised her hoof and patted Soarin on the head.

“Um, yeah, see ya later…” Rainbow kindly declined Soarin’s request.

“Aw…we’re going out now. That kind of thing is nothing to be embarrassed about.”

“I’m not embarrassed I’m…just not really into the whole ‘smooch’ thing.”

Soarin laughed. “I’ll get it eventually.”

“Um, yeah…” Rainbow said in doubt as she nervously looked to the side.

Soarin then turned to Twilight and the others, “Also, it was great meeting you all.”

“Same here” Twilight said with a ‘happy’ smile.

“Pleasure’s ours.” Applejack spoke after Twilight with a similar look.

Soarin’ spread his wings and quickly took to the skies in an attempt to catch up with Spitfire. After the two Wonderbolts departure the party still seemed a bit off.

“Let’s not have this party go to waste! Let’s party!” she said out to her friends in a hyped tone but despite her eagerness to continue on with the party the others weren’t as ready to carry on.

“…”

“…”

“…”

“...”

André took a look to his left only to see Twilight, Applejack, Pinkie Pie and Rarity in a state of silence, he looked to his right and saw Babe who just looked back at him.

“…Awkward silence” Babe said with a shrug.

“Hey guys…what’s with all the concerned faces?” Rainbow Dash asked in concern, hoping everything with her friends was all right.

Nobody responded. Pinkie took a quick look at the others with one eyebrow raised. “Really?” she asked as if she was waiting for one of the others to speak. “I’m the one who’s going to have to say it?” she asked one last time. Attention was now on Pinkie Pie.

“What’re you talking about?” André asked in confusion.

Pinkie Pie sighed at the group. “Alright, Rainbow, how could you just dump André?”

Rainbow cocked her head to the side, unaware of what Pinkie Pie was talking about. “Dump?” she asked softly.

Twilight rolled her eyes and stepped in for Pinkie Pie to make things clearer. “I think what Pinkie Pie means is that we thought you and André had something special going on this whole time.”

André chuckled softly at the group, “Guys, there’s nothing going on between Rainbow and me. There never was.” He explained calmly.

“Seriously?” Applejack slightly questioned with doubt.

“Of course” Rainbow added on to André’s claim “what would make you guys think that?”

Applejack took a quick glance over to Twilight and back to Rainbow Dash, “Yer kiddin’ right?” making obvious reference to everything the two have done in the past.

“Pfft, I mean, how could we?” Rainbow flew over to André and wrapped her forearm around his neck, dragging him in for a friendly rough hug “We’re such good friends!”

André playfully struggled against Rainbow Dash’s grip and smiled in agreement, “Exactly.”

“Besides André’s been seeing Spitfire this whole time.”

Hearing Rainbow Dash’s words took André out the playing mood. “What?” he asked as he stopped struggling.

Twilight’s eyes widened “You have??”

“No!” André quickly defended himself as he got out of Rainbow Dash’s grip.

“Yes you are.” Rainbow continued “She told me all about your time together. It’s practically Hearts and Hooves day when you two are together.”

“No, no, no! What Spitfire told you was a lie. What about you and Soarin?” André asked as he slightly narrowed his eyes “What’d you two do over the course of the week? Take a love poison, kinda soon to be calling it hitched, isn’t it?”

“I wasn’t the one who asked him, he asked me.” She flew over to André and got up close and personal with a rather serious look on her face. “And how can you lie and say there’s nothing between you and Spitfire? Were you doing that on purpose?”

“What?”

Fluttershy nervously stepped forward to Rainbow “N-Now, Rainbow Dash…there’s no need to get upset…”

“No. It’s ok.” André spoke to Fluttershy “Let her speak her mind, there’s obviously something she needs to get off of her chest.”

Seeing how serious the two were Fluttershy slowly backed away. The two continued their argument.

Rainbow Dash turned her back to André and crossed her forelegs as she hovered in the air “I should’ve known you would’ve done something like this eventually…you were never interested in being my friend.”

“What are you talking about!?” André asked in slight frustration.

She turned back to face him with her look getting more intensified, “You were only interested in being friends with me so you’d get closer to Spitfire. You knew of how awesome and cool I was and tried to use me to get to her because she’s captain of the Wonder bolts! You weren’t interested in being friends with me at all!”

“Rainbow,” Twilight spoke up seeing Rainbow Dash was out of line making such claims about their friendship “you shouldn’t-”

“Geez Rainbow….” André started talking over Twilight, “I didn’t think you’d be the type to say something so….so stupid!”

“What was that!?” Rainbow asked in a rather aggressive voice.

“Oh! And as for being with such an ‘awesome’ and ‘cool’ Pegasus such as yourself, please! You’re not as awesome or cool as you think! You’re an egotistical, self-absorbent cheater! I’m the one who got you on the Wonderbolts! I’m also the one who got you the hook up with Soarin too, isn’t that something that you’d want?! Thank me, because without me you wouldn’t even have been a second thought to the Wonderbolts no matter how good you think you may be.”

Before André could go on any further Babe stepped in, “André, chill out. You’d better stop before you’d say something you’d regret.”

Applejack nodded. “Now, André, there was no need to say those kind of things!”

André turned to the two, “What?” he felt as if they were blaming him for the argument.

“Rainbow is still your friend. How could you say those things?” Applejack asked with a look of disappointment on her face.

“M-me!? Are you…serious?”

“You should think ahead before you go about spurting things out.” Twilight added on.

“What is the matter with you guys!? You think it’s my fault? I’m not the one who started this! It’s Rainbow Dash’s fault! If she thinks I wasn’t really her friend then…maybe we weren’t ever friends!”

Twilight, Pinkie Pie, Applejack and Rarity all gasped. Rainbow’s eyes were filled with anger.

“You know what, I don’t care. You all think it’s my fault then fine, I don’t need this. I don’t need any of you.”

Wasting no time in talking André turned his back and ran away from the ponies and Babe. Rainbow Dash watched him run off with anger still in her eyes although there was a lot more hurt and sadness underneath her anger.

Friendship was Magic pt3

“Stupid, how could she say that to me?” André asked himself as he angrily walked over a bush unknowingly entering the wilderness. “Becoming friends with her just to get close to Spitfire? Yeah, right. It’s not like I care anyway. Good riddance to that selfish brat. Then Twilight and the others blame me for it, I’m not the one who started that.” He started to realize what had happened not too long ago but there was still a little anger in him “Get real…” his voice slowly changed to sadness.

Just then he began thinking about what he said to his other friend back home.

“Get rid of all your pain and suffering as a human then.”

“I can’t him and his pathetic speeches.”

“I seriously can’t take him anymore….”

“We may just need to find a new hangout partner.”

“Until he change his ways I don’t even think I can call him my friend.”

“I gotta get a new friend”

“You know what, I don’t care. You all think it’s my fault then fine, I don’t need this. I don’t need any of you.”

The thought of how many friends he’s lost was enough to put his trivial frustration aside. “…First Khalil…now Babe and the others…what kind of friend am I?”

André tried not to think about his problem and placed his hands in his pockets but once his hand hit the bottom of his right pocket he felt something and it caught his attention. Curious to know what it was he took it out and was shocked to see that it was Rainbow Dash’s star charm.

“I’m sorry…” he said in sorrow, “Rainbow Dash, everybody, I’m sorry…I’m a terrible…friend.”

With the last apology he tightly held the star charm in hand before placing it on the ground. He felt unworthy of a gift created from the heart. Depressed, he continued walking farther into the forest not caring where he would end up.

“What’ve I become? After all the promises I made to them I just let them go as if it was nothing. I hurt Rainbow Dash’s feelings. There’s no way any of them will forgive me after everything I’ve done. They have every right to hate me actually. I can’t blame them.” His cold words and actions replayed over and over in his head, causing him to get frustrated again though this time it was at himself “AHH!” he yelled out angrily while clenching his fists “I’m so stupid, why did I do that!?”

Unable to control his anger André made a fist and punched a seemingly large rock. Strangely enough the rock he had just punched was soft and fuzzy.

André raised an eyebrow in confusion. “I wasn’t expecting this rock to be so soft…in fact it feels like it’s furry.” He took a closer look. “The design isn’t the same as other rocks in the show.”

A warm gust of wind fell upon André. He looked up and saw an Ursa looking down at him. Its eyes widened upon seeing André’s face.

“Uh oh….” He gulped nervously “you wouldn’t happen to be the exact same Ursa me and my friend’s ran into a while ago...would you?”

The Ursa nodded, understanding what André was saying.

André began to sweat, “Hehehe….um….s-so how’s it hangin’?”

“GRRRRRRAAAAAAAAAHHHH!!!!” The Ursa let out a horrifying roar.

“AAAAHHH!!!” André screamed like a scared little girl as he turned around ready to run the other way.

The Ursa was up and ready to finish what had started a few months ago. André ran through the forest with the Ursa hot on his tail. He didn’t know where he was going because the sun went down a while ago.

“I don’t even know why I went through this forest!” André shrieked as he continued running. Unfortunately he hadn’t seen the rock that was coming up. His foot hits the rock and he trips, falling to the ground, he looked back to see what he had tripped over “AW, COME ON! A ROCK!? HOW OFTEN DOES THAT HAPPEN!?”

The Ursa approached the barely breathing human. It stood over him with its fangs showing, completing its mischievous grin.

“….This would be a great time for an MlP plot device right now.” He checked his surroundings to see if there was anything he could use to defend himself but there was nothing.

The Ursa stared down at André, drool dripping from its mouth, making sure the boy was paralyzed with fear. The Ursa opened its mouth and was ready to feast upon the defenseless human.

A rainbow streak came from under the Ursa’s jaw and attacked it. The attack made the hungry Ursa fall onto its back. The Ursa was left in a daze. André recognized the streak and stood up. The streak came back down and landed in front of him. It was Rainbow Dash who saved him.

“That’ll teach ya!” Rainbow shouted out to the Ursa who threatened her friend.

‘Rainbow Dash…’ André thought to himself, speechless to see Rainbow Dash before him.

Babe came up behind André and placed his hand on his shoulder. “You ok?” he asked calmly.

André turned to Babe looking lost but inside he was overjoyed to see them. “Babe? Why’re you here?”

“Why shouldn’t I be?” Babe asked before gently popping the back of André’s head “You ran off like an idiot earlier.”

“…..But-”

“Don’t worry about it.” Babe gave a small grin. He reached into his pocket and took out André’s star, “Here, you should really keep this safe.”

André held out his hand, Babe dusted the charm off before returning the star back to its owner.

Babe stood up and clapped, “Rainbow, you took out that Ursa in 10 seconds flat just like you said. Nice, but I think it’s time for us to go now.”

Rainbow turned around and stared at André with a slight look of disappointment. André noticed her stare and remained speechless as was she.

“You just ran off and left us all worried.” The mare finally spoke to him “We all split up to search for you. Babe and I heard you yelling and you’re lucky we got here in time. Why would you be so reckless?”

André rubbed the back of his neck trying to find a good answer to give to her, “Well…I-” he looked over to Babe for help. He didn’t know what to say.

“Don’t look at me.” Babe held up an open palm up to André in a declining manner “I’m not the one mad at you.”

Rainbow Dash started to make her way over to André. “You had us all worried sick…”

“I’m sorry.” He quickly apologized “I know you’re mad at me but please…hear me out-” before he finished his sentence Rainbow Dash was already up to him and on her hind legs and standing up to him. André hung his head and closed his eyes much to his own shame of not being able to answer for himself.

André was expecting a lecture and a kick to the pants but instead he was held closely. The feeling of being held made him raise his head and see Rainbow Dash hugging him.

“I’m sorry.” She apologized with a relieved look on her face, happy to see he was ok. She dropped the hug and took a step back to face him “I…I was out of line. I shouldn’t have jumped to any stupid conclusions and…I’m sorry.” Rainbow Dash apologized once more.

André nodded. “Same here, I’m sorry too…for everything I said and did. I actually have a lot more to say but I just can’t right now.”

“You’re safe. That’s all that matters at this point. Once we get out of here we’ll iron out all the details.”

“IF we can get out of here” Babe interrupted the two.

Rainbow and André looked at Babe in confusion. “What’s with the ‘if’?” Rainbow questioned.

André and Rainbow Dash’s eyes shot open as Babe pointed up to the sky. The two realized that they now had to deal with the rage of an Ursa, major, and judging by how angry it was the Ursa that Rainbow Dash had taken out was its cub.

Meanwhile in Ponyville Twilight, Applejack, Rarity, Pinkie Pie and Fluttershy all met back up at the town square.

“Did anypony find anything?” Twilight asked the group in a shortage of breath.

Fluttershy shook her head “I’m sorry Twilight, I couldn’t find anything.”

“Neither could Ah….” Applejack added to the bad news.

Twilight stomped her hoof in worry. She looked over to Rarity hoping she’d have a different answer.

“Neither of us found anything. I hope André’s alright…” Rarity hoped.

Twilight lowered her head, ears slouched down as well “He must be alone and lost…I’d give anything to know that he’s ok.”

Suddenly Pinkie Pie’s body suddenly began to shake.

“Are you alright?” Rarity asked her with a slightly raised hoof.

“Uh oh….” Pinkie muttered as she started to shake again “WOOOO….” Her voice made a silly high vibration pitched tone as she shook.

“Wait. Isn’t that your Pinkie sense?” Applejack asked upon realizing the strange body patterns.

Twilight realized Pinkie’s strange behavior as well, she knew for a fact this was the Pinkie sense. “The shaking….doesn’t that mean we’re in for a doozie?”

Pinkie temporarily stopped shaking “Uh huh…and by the feel of it….it’s one BIG doozie.”

“What could it be?” Rarity asked while sounding a bit concerned. Last time there was a big doozie a hydra was involved.

Loud thumping was suddenly heard. The thumping became more and more frequent by the second. Now the ground began to shake. Twilight and the others began to fear for the worse the same went for all the other ponies in Ponyville.

Pinkie Pie shaking was out of control she was launched up to the sky leaving behind a trail of Pink…Twilight and the others were in awe at Pinkie’s random occurrence. This was a little beyond Pinkie Pie random. She turned into a gleaming light in the sky.

“Pinkie Pie!” Twilight shouted out to the sky as her friend disappeared into the sky.

“Look!” Applejack yelled out while pointing down the road “There’s Rainbow Dash and Babe!”

“André’s with them too!” Rarity happily added on.

Once Rainbow, Babe and André arrived in Ponyville the Ursa, major, made its appearance as well.

Applejack’s eyes widened at the sight of the Ursa, “W-W-WHAT IN THE HAY IS THAT!?”

“THAT’S AN URSA MAJOR!” Twilight cried out in a panic as the Ursa continued to run amuck.

Soaring overhead were the Wonderbolts coming to counter the Ursa threat.

“The Wonderbolts, they’re coming to save us!” Rainbow Dash cheered as she saw her idols bravely making their way to the Ursa.

Babe was rather unimpressed with their daring dash. “If they put on the same act as they did in Secret of My Excess then we’re all doomed.” Despite the situation Babe remained calm can composed.

The group of fliers circled around the Ursa’s head to confuse it with their well-coordinated and quick flight patterns, the Ursa began swinging its arms around, swaying away at them like bothersome flies. Eventually the Ursa managed to hit Spitfire. Spitfire plummets out of the sky and crashes through the hay roof of one of the houses.

Seeing their captain fall caused the other members of the Wonderbolts to gasp in shock thus leaving themselves opened for the Ursa to strike. With one mighty swing all the members of the Wonderbolts were spiked to the streets of Ponyville.

Rainbow Dash’s eyes shrunk in horror, “NO!” she yelled out.

“I know I’m not the only one who saw that coming.” Babe said as he looked back to his friends who were too focused on the Ursa to answer.

With the Wonderbolts down everypony in Ponyville began to run off in a panic. Babe, André and the mane6 remained still. They knew the Ursa would be after them and leading it further into Ponyville would only do more harm.

“Nobody has a plan?” Babe asked as the group started to slowly take steps back.

“We could run!” Rarity suggested.

Rainbow turned back to her friends “You guys go. I’ll try and distract it as long as I can.”

“What?!” André was shocked from what he heard from Rainbow Dash. His fear for the Ursa was replaced with plans of making sure Rainbow was safe.

“If I can I’ll lead it away from Ponyville.”

André refused to allow Rainbow to handle such a problem on her own “What are you talking about? We can’t just leave you here t-”

“Just do it!” she spoke loudly before he could finish his sentence showing how determined she was .

Before André could debate Babe stepped in. “Rainbow Dash, you got this?”

“Of course.” She gave a confident smile.

The others didn’t want to leave Rainbow Dash but they knew it would have to be done for the good of Ponyville.

“Just make sure you catch up to us!” Twilight yelled out to Rainbow Dash as she led the group away from the scene. André was the last to follow after them, reluctant to leave his friend behind.

With her friends gone Rainbow now faced the wrath of the Ursa alone. She gulped before soaring up to the beast. After a brief run through town the gang eventually made it to the library, luckily it wasn’t too far away. Although safe they still had a big problem on their hooves/hands, Fluttershy frightened to the point of shaking.

Babe went over to comfort his scared friend. “Fluttershy, there’s no need to be scared.”

“But…Babe…that’s an Ursa, major.”

“I know but it’ll all work out. It always does.”

Fluttershy was surprised to see him so calm, it put her at ease though not enough to get over fear “…Aren’t you scared?”

“Not at all.” He smiled at her “I know everything’s going to be ok. Wait.” On their way back to the library Babe just realized they were a head short “Hey, guys, where’s Pinkie Pie?”

“We don’t know…” Twilight answered sounding even more worried “she just randomly launched herself into the air and never came back down.”

“Oh.” Babe crossed his arms trying to get a good mental imagine of how Pinkie Pie’s image. He envisioned a canon being involved. “Must just be another Pinkie Pie thing.”

Pinkie Pie wasn’t the only one they were missing, André was gone too. Only Applejack had noticed it so far. “Where’s André!?” she asked the remaining others.

“He’s not here?” Babe asked as he took a quick 360 look around the library “He was right behind us a few minutes ago.”

Rarity began pacing back and forth. With Rainbow Dash keeping the Ursa at bay, Pinkie Pie disappearing and now André going off at this dire time she found herself giving in to fear as well….they were losing too many friends and very quickly. “Where could he be?” she asked after she stopped her pacing.

As the Ursa continues its rampage Rainbow Dash was still at a huge disadvantage. None of her attempts seemed to even faze the mighty beast. The Ursa began to horse around with Rainbow by plucking her around and sending her flying into houses.

She hit the side of one building and fell to the ground below. “Darn it!” she quickly stood back up. Rainbow prepared to take flight but her attempt failed, the Ursa placed its finger on Rainbow’s tail before she took off. She wasn’t aware of this and flew a short distance before crashing back down into the dirt.

The Ursa began to laugh.

“Now what…?” she muttered to herself as she tried to crawl away.

Placing its thumb and finer on the tip of Rainbow’s tail the Ursa dragged her back. The Ursa held Rainbow up by her tail and stared into her fearful eyes. The Ursa released Rainbow Dash allowing her to fall to the ground below. She was too weak to fly away.

“Can’t quit…” she told herself as was nearing the ground, luckily she was caught.

“Gotcha!” her adamant human friend managed to save her from the long drop. With Rainbow Dash in his arms he quickly retreated. “Don’t worry Rainbow, I’ve got you!”

After rescuing his weak friend he ran behind a building in a desperate attempt to hide from the Ursa. He put his back against the wall, trying to catch his breath, Rainbow Dash still in his arms.

“You should be with the others.”

“No, forget that. I had to come make sure you were alright.”

“You egghead, now the Ursa will be after you too…”

“I almost let you go once and not just you…Babe, Twilight, Fluttershy, Pinkie Pie and all the others. I…I lost a friend back home and that’s one too many….I refuse to lose any of you.”

Rainbow sighed. “You’re an egghead.” André felt as if he was going to drop from the response but shrugged in alight agreement. “But you’re my egghead!” Rainbow brightly smiled as she playfully pet André’s head, “Thanks for the save.” She thanked him sincerely.

“Aw….” a familiar voice spoke up. To the duo’s surprise Twilight, Applejack and Babe were standing beside them. Rarity stayed with Fluttershy back at library because she was too afraid to leave and face the Ursa.

Seeing her friends made Rainbow facehoof herself, “Do you guys mind?” she asked sarcastically.

“Nope, don’t mind us.” The three replied in sync.

André was happy to see them and laughed, “What’re you all doing here?”

“We came out looking for you.” Babe placed his hand on André’s shoulder, “Good thing you’re not too good at staying hidden.”

Applejack giggled. “Either that or we’re just good seekers.”

Before the group could get the chance to rest the sound of the rampaging Ursa quickly got their attention.

“Right.” Babe looked from behind their cover “We’ve got to deal with that Ursa, so, suggestions?”

Rainbow’s determination resurfaced, now that her friends were here she felt a lot more confident and ready for the challenge. “Let’s kick this things butt. We’re not going to let some Ursa show us up!”

Babe nodded in agreement “Then I guess we should go out and meet it half way then.”

“Ah don’t see any other way past this.”

“Dashie, you ok to fly?” Babe asked.

Rainbow Dash was able to fly out of André’s arms showing she was ok despite the injuries she got earlier. “Yeah, I should be good.” She replied.

The Ursa continued to frantically look for Rainbow Dash by lifting houses and placing them back down when seeing Rainbow Dash wasn’t hiding in any of them.

“Applejack, I’m going to need you and Twilight to go out and find a really long piece of rope and once you do bring it back here.”

“Ah’m on it Babe but what’re you going to do with rope?”

Babe smirked, “Trust me on this. If I’ve learned anything from cartoons it’s that the bigger they are the harder they fall.”

“But this isn’t a cartoon Babe! This is real life!” Twilight debated.

André and Babe looked at each other, both with blank expressions on their face.

“Just make sure you come back with the rope.” Babe pointed the demand to Twilight.

“Fine…” the skeptical unicorn pouted.

Babe looked to Rainbow and André. They were the last pieces of the puzzle. “André, Rainbow Dash…we’ll have to distract the Ursa until Applejack and Twilight gets back.”

“Right!” Rainbow quickly accepted her role.

“Um…” André was undecided on the plan, being a decoy against an angry bear didn’t exactly make him feel at ease. He’d rather be the one to find the rope.

“Now…move!” Rainbow, Babe and André are the first to move out from cover. The three managed to get the Ursa’s attention allowing Twilight and Applejack to sneak away behind it. The Ursa growled at the trio.

André looked over to Babe and saw him smiling at the Ursa. “Think we have a chance against that thing?” he asked intrigued by Babe’s confident smile.

Babe laughed hysterically at his friend’s question. “No.” he bluntly answered.

“Somehow I knew you’d say that.” André replied, not sounding too surprised.

“Pull it together guys. I’ve got to avenge the Wonderbolts.”

“About that…” Babe hesitantly spoke after Rainbow Dash “Rainbow, instead of joining the Wonderbolts why not just make your own squad? The Rainbowbolts or something like that, you can do A LOT better than the Wonderbolts, believe me. Wouldn’t it be awesome to be your own cap-”

Rainbow Dash wasn’t paying Babe any mind. She crouched down over to André prompting him to get on her back which he does. “Let’s go on ahead.”

“Right.”

Rainbow Dash flew up into the air with André, leaving Babe behind.

Babe reached his hand out to them but they didn’t go back “Wait! You forgot…me…” he called out but gave up halfway through.

The Ursa tried to keep up with Dash’s movement but thanks to Rainbow Dash’s speed they were able to stay one step ahead of the Ursa.

“Nice work Rainbow. Think you can keep this up?” André asked as he held on tightly.

“I hope so.”

“RRRRRRRRRRRRAAAAHHH!!!!” The Ursa roared out. The roar from the beast forced André and Rainbow Dash to hold their ears. The roar also forced Rainbow to be stationary.

“Geez, that thing’s angry…” André looked out to the Ursa and saw its paw coming down. “Rainbow, look out!!”

“We won’t make that!” Thanks to Rainbow’s quick thinking and bronco bucking Rainbow managed to save André by shooting her entire rear end into the air, making André fly off of her back. André was fortunate to have landed on the Ursa’s head unbeknownst to the huge bear.

The Ursa struck Rainbow and sent her flying out the sky once again. In a desperate attempt to save her André was prepared to jump after her but to his surprise Fluttershy arrived with Babe on her back and together the two caught their falling friend. Rainbow opened her eyes and found herself in Babe’s arms.

“I can’t believe you two really left me on the ground!” Babe childishly complained.

Rainbow had to shake her head to make sure she wasn’t dreaming, seeing that it was Babe who saved her she perked up and shook off the Ursa attack as if it was nothing. “Babe! Man, am I glad to see you!”

Babe rolled his eyes and smiled. “Suuuure.” He said sarcastically, already getting past Rainbow Dash and André leaving him.

“Fluttershy, you’re here too!?”

“I had to be…I couldn’t live with myself if I let you all go against an….an Ursa, major, all by yourselves. I may not be of much help but I’ll be there!”

Rainbow was a bit speechless at Fluttershy’s words and attitude. She was determined and ready for the challenge ahead, which was rather rare for Fluttershy. “Wow…that’s some fierce attitude Fluttershy.”

“Oh…I’m sorry, was that too much?”

“GGGGGGGGGGGGGRRRRRRRRRRAAAHHH!!”

“Mommy’s very angry…”Babe made comment on the Ursa’s rage.

“André’s still up on the Ursa!” Rainbow reminded herself in a mild panic. “I’ve got to go and help him!”

Babe took a quick glance at the Ursa’s head and saw André hanging onto the Ursa’s ear. “Go get him.” He told Rainbow.

She nodded and charged straight for the Ursa. On the Ursa’s head André was holding on for dear life, thankfully the Ursa didn’t realize André was hitching a ride.

“What am I gonna do now?” he asked himself fearing he was out of options.

“Jump!”

Hearing the voice André checked his surroundings, “Rainbow Dash?” he asked himself not sure if he was hearing things but when catching sight of Rainbow flying around the Ursa’s head he knew she was alright and still kicking much to his joy.

“Quick, you’ve gotta jump!” she called out to him.

André looked down from the Ursa’s head and saw the life threatening drop. “Um…I’m pretty sure that’ll kill me.”

Rainbow was quick to dodge the Ursa’s paw swaying and keep herself safe while at the same time trying to get André to safety. “Trust me!” she yelled out to him.

“I don’t want you getting-!” The Ursa found out that André was on its head and began scratching. André keeping low to avoid begin scratched. “Never mind!” Before getting himself caught he jumped off of the Ursa’s head.

Fluttershy and Babe got back a good distance and saw Rainbow Dash catching André from free falling. Rainbow Dash and André rejoined with Babe and Fluttershy afterwards.

“Phew…thanks Rainbow.”

Rainbow giggled “I know you must hate falling out of the sky by now.” referencing both his entrances in Equestria.

“GRRAAAAHHH!!!” The Ursa let out yet another angry roar.

Babe covered his ears and looked on in annoyance, “That roaring is seriously getting old….WE GET IT! YOU’RE ANGRY!”

“We shouldn’t make it any angrier…” Fluttershy suggested in her casual soft voice.

Babe shrugged, “Just sayin’…”

“Stay focused, we’re not done yet.” Rainbow said to the two as they all focused back on the Ursa. With Applejack and Twilight still away they’ll need to continue to buy as much time as possible but how long before they’re eventually outmatched…

Friendship was Magic finale

“Here boy!” Rainbow Dash teased as she continued flying around the Ursa’s head, she mocked the beast with faces and taunts which only annoyed it even more however with her speed the Ursa was unable to catch her. “You’re too slow!” she continued to taunt “Come on what are you waiting for?”

André continued to hold on tightly as Rainbow held the advantage but it still made him nervous. Usually when she gets cocky things go wrong “Rainbow, please don’t make it any angrier.” He pleaded as he took a nervous gulp after seeing more of the Ursa’s drooling teeth.

“Right, sorry…” Rainbow said with a sheepish smile and giggle.

While Rainbow Dash kept the Ursa at bay Twilight and Applejack managed to find a very long piece of rope.

“Guys!” Twilight yelled out to her friends in the sky.

Fluttershy, who was keeping a safe distance from the fight, was the first to spot the two “Look, there’s Twilight and Applejack!” she told Babe as she pointed down to them.

Applejack waved at the two making sure she had their attention “Hey ya’ll! We’ve got the rope!”

“Excellent!” Babe shouted out to them “While Rainbow Dash and André have it distracted wrap the rope around its legs! Twilight, use your magic!” Twilight nodded and was preparing her magic, Babe tapped Fluttershy’s side to get her attention “Fluttershy, head down to the ground now.”

Fluttershy nods and descends to the ground as they’re descending Babe signaled for Rainbow Dash to wrap up her distraction. Twilight quickly wrapped the rope around the Ursa’s legs. Its legs were already tied together. Using the rest of the rope Twilight repeated the same process but this time it was for the Ursa’s claws.

With its legs and claws tied up the Ursa was now unable to move or attack. It struggled to keep its balance as it wasn’t good on its hind legs. Fluttershy and Rainbow Dash landed on the ground. Babe jumped off of Fluttershy’s back and went over to Twilight and Applejack. Rainbow Dash followed behind him.

“So that’s what the rope was for, huh?” said André with a small grin.

Fluttershy turned to him with a look of hope in her eyes “Did we win?”

“I sure hope so. Come on. Let’s go check in with Twilight and the others.” André suggested as he started to walk his way over to the others

While André headed toward the others Fluttershy looked up to the Ursa, she was saddened to see the Ursa tied up and bound like a vicious animal despite the fact that it was. She believed that there was good in all animals, even in dragons. She knew tying the Ursa up was the only way to stop its rampage.

“…I’m sorry, I wish there was another way. I hate seeing you trapped like this.” Fluttershy lamented the Ursa. She looked away and began to walk over to her friends.

As the group was coming back together nearly all were accounted except for Fluttershy who took one last look at the Ursa and André who was already on his way.

“Hey, Fluttershy!” Twilight called out to Fluttershy “Come on, we-” Twilight stopped in the middle of her sentence and gasped. What she saw made her panic “F-Fluttershy! Behind you!!” she called out once more this time a lot more frantically.

Fluttershy heard Twilight yelling and looked behind herself. The first thing Fluttershy saw was the Ursa’s underside falling down toward her, she was frozen in fear. Fluttershy closed her eyes just before the Ursa could fall on her.

The others began to fear for the worse but didn’t hesitate in rushing over to the Ursa to check around for Fluttershy, all hoping she had moved out of the way at the last second. Much to the group’s joy on the other side of the Ursa Fluttershy was lying on the ground, a safe distance away from where the bear was going to unintentionally crush her. Babe quickly ran over to Fluttershy held her up close.

“Fluttershy, are you alright!?” Babe asked sounding worried.

“…I’m fine.” Fluttershy answered as she rubbed her forehead with a soft stroke “The Ursa…”

They all looked over to the Ursa. The first thing they noticed was a human hand slightly twitching from underneath the Ursa’s belly. The other’s eyes shot open upon realizing who it was. Their hearts began to race…

“André’s under there!” Applejack shouted in fear “He must’ve pushed Fluttershy out the way!”

Rainbow Dash was the first to run over to the Ursa to help her friend “What are we waiting for!?” she asked the others in a panic “We have to help!”

Fluttershy’s eyes began to fill with water. Babe continued to hold Fluttershy close to him while the others quickly went to save André from the Ursa. Applejack and Rainbow Dash managed to summon all their strength and lift up a little bit of the fat André was crushed under while Twilight pulled him out.

Fluttershy released herself from Babe’s grip to check on her friend’s situation. Twilight shook André in an attempt to wake him while the others gathered around.

“We finally stopped the Ursa!” Twilight exclaimed as she gently shook him “You’ve gotta wake up!”

“Please, wake up!” Rainbow Dash begged but to no avail.

Despite their efforts of trying to wake him André continued to lie motionlessly on the ground. They all began to fear for the worse. Fluttershy couldn’t help but be overcome by horrible guilt, thinking it was all her fault. She collapsed beside him and started crying. The other mares were still in shock and couldn’t believe it, they fought back their tears refusing to believe André was gone.

“It’s not fair! He was only trying to help me!” Fluttershy cried in frustration. Babe walked over to Fluttershy. He placed his hand on her side. She looked over at him, tears rapidly flowing.

“Please, give me some time with him...” he said in a serious tone “I grew up with him. I just need some time with him.”

Fluttershy nodded and stepped to the side, giving Babe his final moments with his friend. He got on one knee beside him. He could only look down at André as he remained still. Babe never wanted to see him like this…

He took a deep breath “André…..”

Applejack, Rainbow Dash, Fluttershy and Twilight were on the brink of letting their sadness overcome them.  Rainbow Dash couldn’t even finish her sentence and falls into Applejack’s arms. Applejack held her close and was ready to cry with the rest of them.

Babe slowly placed his hands on André’s shoulders “You need to-”

The tears in the remaining mane six’s eyes were now evident.

“You need to-” Babe repeated his last line before shaking André rigorously “Wake up because you’re scaring the girls!” he finally finished his sentence. Twilight, Applejack, Rainbow Dash and Fluttershy’s jaws dropped as they watched Babe shake André.

“Babe, NOOOOO!!” Rainbow Dash shouted before hitting Babe in the head with a strong swing of the hoof.

Babe stopped shaking André and rubbed his now aching head “Ow! What was that for Rainbow??”

“HOW COULD YOU TREAT HIM LIKE THAT??”

“Like what!? He’s fine!”

A certain chuckle was heard amongst the group “He’s the only one who caught me, huh?”

Rainbow Dash turned and saw André sitting up with a smile on his face. Her eyes widened in confusion.

“Of course he’s not dead.” Babe said to the group “If a fall from the sky can’t take him out then nothing really will, dem world physics.”

BOP!!André held his head after receiving a hit from the hoof “Ouch! What was that for Rainbow!?”

“You scared me!!” She shouted in anger but underneath it all she was overjoyed and extremely happy to see that André was alright.

Twilight then walked over to André “Wait…so, you’re ok?” she asked as André was ready to stand up and dust himself off.

“Yup.” André plainly answered as if nothing was wrong “Good job on taking down the Ursa by the way, well done.”

“….You….you….YOU-!” Twilight bopped André in the head in a similar fashion to Rainbow Dash, he fell back on his butt and rubbed the same sore spot.

“Ow!” he mildly cried out after receiving his second hit but that wasn’t his only punishment Applejack was up next... “OWW!” judging by André’s shout Applejack’s hit was harder than Rainbow and Twilight’s.

“That wasn’t funny! You had us worried sick!” Applejack shouted at him.

“Especially me!” Fluttershy said as she raised her hoof to André. Seeing this André covered his head but soon he felt additional weight on his body. He opened his eyes to see that he was being hugged by Fluttershy, Twilight, Applejack and Rainbow Dash.

Babe stood on one knee and put his hand on André’s shoulder “What you did was dumb, idiotic and every other word in the dictionary that defines stupid but you saved Fluttershy and that was cool.”

“Well, you can’t be the hero all the time.” André playfully teased before he gave a small frown after realizing how much he scared Twilight and the others “Um, guys…sorry I worried you but I’m fine. I won’t do something like that again, I swear.”

All the ponies were relieved and got off of him, except Fluttershy “Darn right you won’t, I won’t let you!” Fluttershy squealed.

“UH!” André grunted from Fluttershy’s hold “You’re holding me kinda tight….”

She started to hug him even tighter, it appeared that Fluttershy wasn’t even listening to what he was saying to her “I-if I lost you I-I just don’t know what I would do!” André continued to squeal and squirm against Fluttershy’s hug but it was futile…she was on him like glue.

“Wait, Fluttershy, let him go!” Babe said as he tapped on her.

Twilight slightly raised her hoof “Fluttershy-”

“You shouldn’t have put yourself in that kind of risk!” Fluttershy continued her embrace, unintentionally ignoring what the others had to say.

“Uh, Sugarcube…?”

Babe raised an eyebrow and cocked his mouth to the side “Fluttershy, you’re killing him.”

“I am?” she asked as she turned to Babe “But he’s not laughing.”

Babe shook his head “No. I mean literally, he stopped moving.” He pointed to André and just as he said André was still and unconscious.

Fluttershy wrapped her arms around him again….holding him in what now seemed like a vicious bear hug “No, no, no! You can’t leave us again!” hugging him like that wasn’t making the situation any better.

While things seemed to have settled down Spitfire steps out of the building she was knocked into “My head…..what happened?” she asked herself as she rubbed her sore head.

“Spitfire!” Rainbow called her idol and captain upon seeing her “Are you ok?” she asked as she flew over to her.

“Well, nothing broken, so I guess I’m alright.” Spitfire peeked over and saw the Ursa on the ground and tied up “Whoa…you guys took down the Ursa?”

Rainbow held her head up in a proud manner, holding her hoof up to her chest “Yeah. It was pretty intense but it’s nothing we can’t handle.”

“Nice going, you know, you really are a cool pony Dash. Wanna hang out after all this is done?”

“Sure! Wait, are we actually going to hang out or are you just going to invite me and then ignore me like at the gala?”

Spitfire raised a brow “You were at the gala?”

“…Never mind.” Rainbow said dully “Of course I want to hang out with you!”

“Awesome.” Spitfire smiled before noticing the others “Good to see your friends are ok too. Hey, Is that…André?”

“Lying on the ground? Yeah, that’s him. He had a little ‘accident’.”

“No…the Ursa didn’t…”

“Of course n-”

Spitfire ignored what Rainbow and ran over to André’s side in a panic. She looked down at him thinking he was hurt from the Ursa.

“What happened?” She asked the group.

Babe turned his head to Spitfire and back to André “The Ursa fell and crushed him but he’s cool. Fluttershy accidently went overboard and kinda bear hugged him to death.” Hearing Babe’s last sentence earned him the stare from Fluttershy, he shivered upon making eye contact with her and even felt sweat coming on. “I mean….hugged him until he lost consciousness.” He quickly corrected himself “W-Was that better?” he asked in cowardly state.

“Much.” Fluttershy replied.

Spitfire lowered her head in sadness “The Ursa did this…”

“No,” Babe answered as he turned back to her “didn’t you just hear what I said?”

“And we didn’t even get the chance to truly get to know each other.” She continued, not paying any attention to the others because of her thoughts on André’s condition.

Babe took a quick look to the others “What is she talking about?” they all shrugged in confusion.

“But even after all the small things we did he had a big role in my heart.”

“What?” Both Babe and Rainbow Dash asked without hesitation.

Spitfire’s eyes filled with water as she got closer to André’s unconscious body “Please…come back to me….to us….”

Twilight and all the others weren’t expecting this or what was about to happen next. Spitfire slowly went down toward André’s face, what happened wasn’t shown but with the sound of a cartoony kissing sound effect one could only imagine. Twilight and Applejack gasped.

“….Mm? Mm!? MMM!! MM!” André mumbled. Spitfire felt André’s mumbling and she quickly rose up. “Ah! Uh! Spitfire! What are you doing??”

“You’re alive?” Spitfire asked not believing her eyes…despite already being told her initial thoughts were wrong.

“Of course I’m alive! I was just unconscious. You didn’t have to give me CPR.”

“What’s CPR?” The celebrity pegasus asked as she tapped her lower lip with her hoof “Oh! It doesn’t matter! You’re alive!” she dove into André’s arms and hugged his still sore body, he softly grunted from the minor pain. She broke the huge and looked back at André with a smile “I’m so happy but I have to go find the others so I’ll see you later, ok?” she looked over to Rainbow “Hey, Rainbow Dash, wanna help me look?”

She didn’t answer. She gave a hard stare at Spitfire, the look made Spitfire felt as if something was wrong.

Babe shook his head and placed his hands in his pockets “All’s well that ends well I suppose.”

While the weird gathering between the ponies and humans were happening they all failed to realize that the Ursa was freeing itself from the rope.

“GRRAAAAAAAHHHHH!!!!”

The Ursa stood tall against the small group who all shouted in fear thanks to the jump scare the Ursa put on them, all except for Babe “Funny how we completely forgot about that thing…” was all he said.

“Anymore idea’s guys??” André asked as he slowly started to back away with the others.

“WE COULD RUN!!” Fluttershy suggested in a rare shout.

“S-Sounds good to me!” Twilight agreed.

Before the group could move the Ursa raised its foot above them, they were all preparing for the Ursa to deal them the final blow.

Suddenly a pink star twinkled in the sky, it came crashing down into Equestria and it was aimed for Ponyville…before the Ursa could crush Babe, André, Twilight and all the others the star that was shown earlier smashed onto the top of the Ursa’s head with great impact. The Ursa froze up and fell backwards like a flat plank in a comedic cartoon fashion.

Once the Ursa hit the ground dust and dirt shrouded the area where it fell. The air began to clear and a shadowy figure started to give form in the dust. “That was fun!”

“…..That voice!” André spoke with wide eyes.

Babe rubbed his eyes and took a closer look at the shadowy figure “No, it can’t be.”

The dust cleared, the Ursa was defeated, and Pinkie Pie stood at its feet unknowingly victorious “That ride was awesome! Out of this world!” she chanted.

“P-P-P-P-P-P-P” André continuously stuttered, unable to speak properly.

“Pinkie Pie!” Babe chained together André’s words “WHERE HAVE YOU BEEN!?”

She thought for a second “I don’t know, but it sure was a lot of fun! I was soaring and soaring and soaring! What have you guys been up to?”

Twilight, Applejack, Fluttershy, Rainbow Dash, Spitfire, André and Babe were speechless…

“The silent treatment, eh? Or is it the silent game? I can play that game too! Ok, here we go! Ready, set-wait, we’ve already started! And I talked, well, I’m talking! I guess that means you guys win! Maybe next time! I’ve got to use the little filly’s room! So I’ll be back!” Pinkie Pie quickly ran off and was out of sight leaving all of her friends in awe and confusion…it was a very long day for them.

“Did she….did she really just save us and Ponyville?” asked André as he scratched the back of his head

Babe exhaled and tapped his forehead with an open palm “Yo….I’m….I, you know what…forget it. I just need to lie down….”

Spitfire flapped her wings and started to take flight “…Right. I’m going to go look for Soarin and the others.” Babe nodded and waved to her as she took off.

“Guys,” Babe sighed as he looked at the others “let’s head home.”

Twilight and the others slowly walked away “Sounds like a great idea.” Twilight said with an exhausted look on her face.

The boys stayed behind for a second, Babe turned to André “Today was just a really weird day. Hopefully it doesn’t happen again or at least for a really long time. I officially hate Ursa’s now.”

“Dude…I think I’m going to have to wash my pants when I get back to the library.” André mentioned looking exhausted as well.

“HEY, guys!” Pinkie Pie said to the two as she appeared out of nowhere. Surprisingly she didn’t scare either of them by her sudden appearance.

Babe turned his head to his left and faced the hyperactive pink mare “Pinkie, what’s up? I thought you went to the bathroom.”

“I did and it’s all taken care of! But, I’m glad I caught you both. Look guys, I’ve got something to ask you.”

The two looked at each other and then back to Pinkie waiting for her to explain.

“It’s more of a request really. So far this season I haven’t gotten much show time. It’d be nice if I could get an episode y’know? I mean, I didn’t even get an invite to the Halloween special…well, other than being briefly mentioned anyway. You guys wouldn't mind putting in a good word for me would ya? What am I saying? Of course you wouldn't! I know you guys won’t let me down!”

“……”

“……”

The boys didn't reply.

“To be continued!” Pinkie Pie happily exclaimed as she bounced down the road, Babe and André briefly watched her off before following, both not saying a word.

Nightmare night special

It was the beginning of a dark and stormy night on Nightmare Night. Near Everfree forest was an old manor. While the building looked intact, there was wood nailed in a few spots on the roof, a few windows that had been boarded up. It was questionable if anyone even lived there. Next to the door was the only window with blinds, although one could see a few openings in them.

Inside were spider webs, dust and ruined floors. White cloths were over all the old furniture giving the manor the classic horror feel, creaks coming from the upper level in the manor could be heard. Carefully walking down the hallway upstairs was Trixie.

"T-This is nothing….the Great and Powerful Trixie has nothing to fear….a dilapidated old house like this doesn't have any ghosts or anything like that….that w-would be ridiculous….hehehe…. Even if anything were to show up all she would have to do is-"

The sudden sound of thunder crashed into the background. Hearing the thunder Trixie yelled and ducked to the floor, cowering.

"Huh?" she raised her head, "O-Oh…it was only…..t-thunder…I-I-I knew that…"

A dark hoof slowly drifts out of the shadows and taps Trixie's shoulder. Once she felt the tap on her shoulder Trixie stood still for a second before very slowly turning her head to the source of the hoof. Upon turning the view changes to a look outside the mansion while Trixie's screaming is heard, echoing throughout the local forest area. What happened to Trixie was unknown...

Nightmare Night....

A few hours later on the same stormy night a knocking on the manor's door echoes throughout old run down house. No reply came from the house and the door slowly creaked open. Peeking into the manor was André.

"Hmm…" he pondered as he checked the inside, "okay. It's all clear."

Following behind him was Twilight, Rainbow Dash, Babe and a shaking Fluttershy. They were all wet from the rain. Each step they took mud followed behind from their shoes and hooves. They all walked until they got to the foyer. There was a fireplace with a burning fire, already lit. There were chairs and tables around, stairs and doorways leading to different parts of the manor.

"Do you think it's okay to just barge in?" Twilight asked the others feeling as if they were intruding.

"It's that or the hurricane out there." Babe replied, "I'm sure it's fine."

Twilight dismissed Babe's notion by shaking her head, "Not that. I mean is it alright for us to just barge into somepony's home like this?"

"Someone's home?" Babe questioned as he looked around, it was pretty obvious there was nobody living in the manor. "Twilight, this place is deserted. We're probably the only ones here."

"But there's a fire in the fireplace." Twilight pointed out to Babe.

André and Rainbow Dash were standing by the fire to dry themselves off from the rain downpour.

"That's just our luck, then." André replied to Twilight's observation, "It's nice and warm." He rubbed his freezing hands together.

"Yeah" Rainbow agreed as she also enjoyed the warmth of the well-lit fire. She stretched before shaking herself dry, the water from her coat splashing onto André who tried to shield himself.

"Hey!" he shouted.

Rainbow giggled at André "Oops. Sorry about that."

"Yeah, yeah" André smirked tediously, "very funny Rainbow."

As Rainbow Dash and André continued drying off Babe looked around the foyer after noticing they were one head short, "Where'd Fluttershy go?" he asked his three friends.

The four looked around until Twilight spotted Fluttershy's shaking pink tail under one of the covered tables. Twilight used her magic to pull Fluttershy from under the table.

Babe approached the shaking pegasus, "What's wrong Fluttershy?"

"T-This spooky old house is what's wrong!"

"Spooky?" Babe questioned with a slight chuckle in tone, "But it's just some abandoned house."

"It doesn't look like anypony else's around, either." Rainbow Dash added.

Nothing her friends said would convince her, "Still…it's Nightmare Night and…s-scary things go bump in the night..." she said to the group in a cowardly fashion.

"Don't worry about it." Twilight said as she approached her timid friend, "Nightmare Night's nothing to be afraid of. Besides, we can't make it back home in this storm. We just have to wait it out here."

Babe nodded, "Yeah. Nothing bad is going to hap-"

"AAAHHH!" a loud yell echoed throughout the manor taking Twilight and the others by complete surprise.

Fluttershy quickly dove under another in fear, "W-W-W-What was that?!" she asked frantically, barely finding the courage to speak.

"Somepony's here," Twilight stated to the group, "and they sound like they're in trouble!"

"But where are they?" Babe asked.

"It came from upstairs." André said as he looked around cautiously.

"Well gang, it looks like we've got a mystery on our hooves." Rainbow bravely spoke up, "Let's split up!"

"Good idea." Twilight agreed.

Babe eyed the two in doubt. "It is?" he was against the idea but didn't want to show it.

"Rainbow Dash, you search the west wing. Babe and I will search the north wing. André, you take Fluttershy and search the east wing. If anything happens we'll meet back here. Everypony understand?"

"Roger!" Rainbow nodded.

Babe placed his hands in his pockets. "Got it." He calmly stated.

"I guess." André said rather reluctantly. "But why do I have to look after Fluttershy?"

Twilight walked over to André and signaled him to crouch down to her level. "Don't let her hear you." Twilight whispered in André's ear, "You're the one who understands Fluttershy the best. Calming her down when she gets scared seems right up your alley."

André understood and nodded responsibly.

"Good." Twilight perked up with a smile. "Now, let's go!"

Rainbow, Twilight and Babe all went out to investigate their assigned locations in the manor. Fluttershy was still cowering underneath the table. André went over to the table standing at Fluttershy's tail.

"Hey, Fluttershy, follow me. We have a pony to find."

"I don't wanna!" Fluttershy yelled out from under the table.

André raised an eyebrow. "You don't wanna? But we've gotta."

"No we don't! We can leave!" She argued.

"But Fluttershy, all the others have gone to see who was screaming. We can't leave and let them down."

Fluttershy remained quiet.

"And you're not alone." André continued, "I'll be with you. I won't let anything happen to you, Fluttershy. I swear."

After thinking for a few seconds Fluttershy crawls back from under the table and faces André.

"Does that mean you'll come with me?" he asked with hope.

Fluttershy slowly nodded. "Yes... Sorry that you're stuck with such a scaredy-pony like me…" she lowered her head regrettably. "I'm sure you'd rather be with Rainbow Dash…"

André chuckled. "You don't have to apologize. I enjoy being around you as much as Babe does."

"Really…?" Fluttershy asked as she looked up at her human companion.

"Yeah." André smiled at her as he stroked her mane gently. "Let's get searching."

The two now began their search in the east end of the manor. They headed up a flight of stairs with André leading. They pass by a multitude of picture frames on the wall. They all had strange and creepy looking ponies on them. It appears as if the pictures were watching them. André didn't bother looking at the pictures as he continued climbing the stairs, Fluttershy however noticed this but kept following behind André.

"K-Keep it together…Fluttershy….keep it t-together…."

"See anything unusual?" André asked as he walked passed a mirror.

Fluttershy was approaching the same mirror. "Um-" she turned her head and saw her own reflection. "AAHH!" She screamed in horror.

"Fluttershy!" André quickly goes back to check on Fluttershy. "What's wrong?" Once he looks at the mirror and back at Fluttershy he realized that she was frightened by her own reflection. He could only sigh.

Fluttershy blushed in embarrassment. "Hehe…oops."

"Quit messing around Fluttershy." André continued down the hall. "Come on, there's nothing to be afraid of."

Fluttershy inhaled then exhaled to catch her nerves. "Of course." She replied, she looked back at her reflection thinking how silly it was to be afraid of herself, she giggled "…scared of my own reflection, how-"

The reflection in the mirror suddenly began to move even when Fluttershy didn't. Fluttershy shook her head thinking she was seeing things and stares into the mirror again. After staring at it for a few more seconds the reflection in the mirror began to put on a slow grin while her mane covers her face.

The reflection crawled from out of the mirror while singing a very disturbing tune... "Fluttershy…Fluttershy…Fluttershy, can hardly fly…."

Fluttershy looked in horror before screaming at the top of her lungs. Meanwhile in the other side of the manor Rainbow Dash heard the sound of screams.

"Huh? That scream sounded like Fluttershy. Ugh, figures. Anything can scare that pony." She started to fly down the hallway. "I mean, seriously, there's nothing to be afraid of in this place. It's boring!"

At the end of the hallway Rainbow turns the corner and looks down the next hallway seeing more room doors. As she continued to walk down the hall she noticed a lonely book lying on the carpet, the book was being shined on through the windows by the moons light.

"A book?" Rainbow questioned. "I wonder if it's a Daring Do book…" she walked over to the book, curious to know what it was. "Huh? 'Cupcakes'…? Ugh, lame, I was hoping for Daring Do and the Stone of Eons. Hey, wait a second..." it didn't take her long to notice that Pinkie Pie was on the cover of the book. "Pinkie Pie…? When did she write a book?"

Meanwhile in the north end of the manor Twilight continued her search for the pony screams the gang heard earlier.

"Nothing but a dining room." Twilight observed. "What do you think Babe?" there was no reply, Twilight checked her surroundings and saw that Babe was nowhere to be found. "Um, Babe, where are you?"

Still no answer came but a sound coming from the kitchen filled the room. Twilight flinched at the sounds and looked at the kitchen doorway. The sounds got louder and louder. The sounds went from clanking and clattering to the sound of approaching footsteps.

"W-Who's there?" Twilight gulped.

Tap…tap….

"Don't come any closer…."

Tap….tap….

"I'm warning-"

Before Twilight finished her sentence Babe walked out of the shadows. "Yo, Twilight, this place is great." He said while chewing on some of the food he found. "This place's snacks are the bomb! We should live in here."

"Oh, Babe. That was you making all those noises inside the kitchen?"

"Yeah. I was hungry."

Twilight placed her hoof on her forehead in relief. "Oh, heh… I should've known."

"What? You think it was ghosts or something?"

Twilight giggled when Babe mentioned ghosts, "At first, yeah… It's sort of silly for me to think that, huh?"

Babe shook his head. "Nope."

"Really? Why's that?" Twilight asked.

Babe smiled and closed his eyes. What happens next was terrifying, his head began turning in 360 degrees. The sound of bone cracking completes the rather horrifying sight. Twilight's jaw dropped and her eyes shrunk. Once Babe's neck finished turning and got back to normal it was shown that his eyes and mouth were emitting some strange white light. The sounds of faint static like screaming was coming from his opened mouth.

Twilight was struck in fear…

"It's coming…" Babe said in a sadistic voice as he remained still in front of Twilight.

Twilight was so horrified by what she saw she could barely move and couldn't find words to express the horrors she was seeing.

"It's here….." Babe suddenly appeared behind Twilight.

Without even giving anything any second thought Twilight quickly ran out of dining area. Not too long later Fluttershy was still shaken up from what she had seen in the mirror earlier. She was closely watching behind herself to make sure nothing was following her, not paying attention to where she was walking.

"A-André….I think something is going on in this house." André taps on Fluttershy's shoulder and she looked up at him.

"BOO!" André jumped at her with a white table cloth over his head, giving him the appearance of a ghost.

"AAAAHHHH!" Fluttershy screamed in fear. André removed the cloth from over his head and started to laugh while Fluttershy nearly turned pale thinking he was really a ghost. It took Fluttershy a second to realize André pranked her. "ANDRÉ!"

He continued laughing, unable to help himself.

"Why'd you scare me like that?!"

André placed the cloth on the floor and wiped the tear out of his eye. "I'm sorry Fluttershy," he continued laughing "You were open."

Fluttershy didn't get what was so funny and she unknowingly gave André the….stare…..the prankster automatically felt a shiver down his spine when she gave him the stare. He quickly stopped laughing and put on a serious yet still intimidated composure.

"I'm sorry Fluttershy. I swear that I won't scare you again."

"Good." She stomped her hoof making André flinch, "You could've scared me death! I hope you've learned something."

"Yes ma'am." he lowered his head in shame.

Clank!

"What was that?" André asked himself as he looked around for the metal clanking noise.

Clank!

This time Fluttershy heard the sound. She squealed in a panic. André and Fluttershy looked down the hallway and the saw the shadow of walking armor on the wall at the end of the moonlit hallway.

"Something's coming…" André said in a tone to keep Fluttershy calm, "What is that…?"

Despite André trying to keep Fluttershy calm she responded with a horrified "RUN!"

"Run?" André questioned as he looked back at the scared pegasus.

Fluttershy blindly runs in the other direction it didn't take long until she ran into another set of armor that was mysteriously stationary in the center of the hallway.

"Oh no," she said as she saw the metal armor in from of her, slowly looking up to the armor's head "oh dear…"

Glowing green eyes came from the helmet plating.

"T-there's a monster that way too!" Fluttershy jumps onto her friend and unintentionally tackles him to the floor, tightly wrapping her arms around him, shaking in fear.

The two metal armors had the two cornered in the hallway as they slowly approached from both sides. André noticed a door right across from where he and Fluttershy were sitting.

"W-What'll we do!?" she asked with her face buried in André's chest.

André stands up while still holding Fluttershy. He went over to the door and opened it. Seeing that it was an empty with a light switch above he turned the light on and put Fluttershy into the closet. She could only look at him as he placed his hand back on the door.

"No matter what happens, stay in there, Fluttershy."

Fluttershy extended her hoof out to André only for him to close the door. After putting Fluttershy in the safety of the closet he puts his back against the door to make sure none of the suits of armor would get the chance to get inside the closet.

"What are you doing?!" Fluttershy asked as she pounded against the wooden door. "Open the door!"

"I'll lure these guys as far away from you as possible!" André spoke from behind the door "When they're gone run as fast as you can back to the foyer and get the others!"

Fluttershy remained quiet. She wanted to help but knew there would be little to nothing she could do.

"Just sit tight in there and wait a few minutes before you go. They're here – I have to go. Come on, come at me, bro!"

Clank, clank, clank! The metal footsteps got closer.

"Over here! Follow me, you stupid metal monsters!" André's voice got lower and lower as he ran farther away from the closest.

Clank, clank, clank! The footsteps followed after him.

"No…" Fluttershy lowered her head, her mane covering over her eyes. She felt helpless and weak not being able to help. "Twilight…Babe…Rainbow Dash…where are you guys?!"

A door to one of the rooms slowly opened. Twilight poked her head into the room to check for danger.

"H-Hello? I-Is anypony….in here, Rainbow D-Dash, André, Babe, Fluttershy?" she called out as she turned on the lights "There, that's better…"

The lights flicker on and off before going completely off leaving Twilight alone in the dark.

"What the – oh, not now…."

Two glowing circles appeared in the darkness and a larger circle appeared below the two smaller circles. A quiet eerie version of the lullaby song Twinkle, twinkle little star begins to play. "Twinkle….twinkle….little….star"

"W-Who's that?" Twilight asked frantically.

The two smaller circles begin fading in and out as if they were eyeballs blinking and while the lullaby was coming from the circle below. The circle was moving in sync with the song as if it was someone singing. "How I wonder what you are….up above the world so high…..like a diamond….in the sky…."

"Babe?" Twilight questioned the only possible person that could be behind this "This isn't funny…."

"When the blazing sun is gone…." The singing continued as Twilight backed away "When the nothing shines upon…"

Twilight continued to back away until her flank hit the room's door, she had nowhere else to go.

"Then you show your little light…." The three circles disappear and the room is completely dark again. Soon the TV is turned on and gives the room light. Twilight briefly covered her face from the brightness of the TV. Once she puts her hoof down she saw that Babe was sitting in a chair directly in front of the TV that was displaying static.

"B-Babe…" A forced smile formed on Twilight's face as she saw the back of her friend.

"…." He didn't reply.

Twilight started to take slow steps forward "What're you doing here?"

"…." Still no reply.

"We've got to find André and the others, and get out of here!"

Before Twilight could get any closer the door to the room is opened. Twilight turned around and cried out in horror but much to her surprise Babe was standing in the doorway.

"Twilight?"

The lavender unicorn's eyes shrunk "Babe?" she couldn't believe her eyes, there were two Babes and her mind just couldn't comprehend what was going on.

"Yo, where've you been? I've been looking everywhere for you."

"B-B-B-B-B-BUT….you were just-" Twilight looks over to the chair and saw that no one was sitting in the chair. Babe didn't see anything and was confused by what Twilight was trying to show him. "But…there was…you were…"

Babe held the door open for the scared mare "Twilight, c'mon. I don't need you wandering off like that." Twilight didn't say anything she just left out the room not wanting to even think about who could've been sitting in the chair assuming there was somebody there in the first place. Babe noticed the television as well and saw the static "Why were you watching static?" Babe questioned Twilight as he closed the door.

Right after the two left the room 'Babe' reappears in the chair directly in front of the TV. The TV then appears to have turned itself off afterwards leaving whoever the human figure was to sit in the dark alone...

Moments later Fluttershy sorrowfully found herself walking down the hallway heading back to the foyer. "Why'd he do that…? If I wasn't such a scaredy-pony….André would still be…" before she could finish her sentence Fluttershy spots André at the lower level of the foyer "A-André!?"

Hearing Fluttershy's voice quickly got André's attention.

Fluttershy happily opens her wings and flies into André making him jerk back a little. He wraps his arms around her and pats her head gently. André sighed in relief as he held Fluttershy, "Thank goodness you're alright."

"I'm sorry I yelled at you earlier…" Fluttershy apologized as the two broke their hug.

"Aw, don't worry about it." He smiled "Come on, we've gotta find the other's."

Before the two could come up with a plan to find their friends Rainbow Dash has already found them. Her legs were shaking with each step, "Hey…guys... Wh-what's up…" she asked trying to hide her fear from the two.

"Rainbow Dash, you're ok!" Fluttershy shouted in joy as she trotted over to her but despite Fluttershy's happiness Rainbow Dash was far from alright.

"….I-I wanna go back to Ponyville now….."

It was obvious to André she was scared "What's wrong?" he asked.

"Books…evil…horrifying…cupcakes…Pinkie Pie…" Rainbow Dash could barely form complete sentences. What she had experienced truly scared.

"Rainbow calm down. We gotta find the others first."

Rainbow Dash flew over to André, sweating and still shaky, she grabbed André up by his shirts collar "We can come back for Twilight and Babe in the morning!" the scared pegasus yelled "This place is haunted! We all need to get out of here while we can!"

André couldn't believe what he had just heard from Rainbow Dash. He placed his hands on her hooves to get her to release her grip on his shirt "You're the Element of Loyalty!" André reminded Rainbow Dash with a shout "They're our friends, Rainbow, we have to-"

A sudden thundering boom came from the outside followed by the sounds of disturbing and hollowed screams.

"…We have to come back in the morning because this place is haunted." André instantly corrected himself.

"Guys!"

Rainbow Dash, Fluttershy and André heard a familiar voice call out to them. They quickly turned to the stairway it came from. It was Twilight who called out to them, she ran up to the others while Babe took his time and walked. They were all reunited.

"Where the heck have you guys been!?" André asked in a worried tone.

Twilight tried to get her thoughts together, she raised her hoof off the ground ready to explain herself "W-We've….I don't know!" She was unable to come up with an answer. She was too scared to get her thoughts together even so she still had no idea.

Babe took a quick glance at all his friends, their faces said it all: 'We're scared!' Babe crossed his arms in wonder "What's wrong?" he asked with a smile "You all look like you've just seen a ghost."

The word ghost never really meant anything to André but now it made his heart race. He pointed to Babe with a shaking finger "Don't toy with us, Babe. I mean it, man."

Knock, knock!

"AAH!" André, Twilight, Rainbow Dash and Fluttershy yelled in sync as they jumped back.

Babe raised an eyebrow at the four. "Guys, it's just the door." He made his way up to the front door to see who was knocking.

"Babe! Don't open the door!" André pleaded.

"Why not?" Babe asked as he placed his hand on the door, he looked back to André and the others "It's probably just someone else who wants to get out of the rain."

"Bad things usually happen when doors are opened in movies!"

Babe rolled his eyes at André's reason and ignored him. The second Babe opens the door thunder crashes in the background, giving two hooded pony figures dark and creepy appearances. Babe gasped at the sight.

"Close the door!" Twilight yelled at him.

One of the figures took a step forward. "Now what in tarnation are ya'll doin' out here?"

"Applejack…?" Twilight rubbed her eyes with her forearm to make sure she wasn't seeing things.

Rarity stood beside Applejack in clothes suitable for the weather. "Staying in such a dilapidated house? I must say I believed you all had better taste than that."

"We heard from some ponies 'round town that ya'll were headin' for this place. We managed to find ourselves a carriage ride that'll bring us all back home in the storm." Applejack explained with a smile.

"The carriage is waiting at the gates." Rarity pointed "Come now, everypony. Let's get out of here before the storm gets any worse."

Babe placed his hands on his hips appearing as the only brave one of his group "You guys didn't have to come out and do all that for us."

André pushed Babe aside "Babe, shut up. Guys, let's go!"

André, Fluttershy, Rainbow Dash and Twilight wasted no time in rushing out of the manor. They made a quick dash toward the carriage that was waiting for them at the manor's entrance.

"Everypony who wants to sleep over at my house say I!" Twilight shouted out to the group as they all raced to the carriage.

"I!" Rainbow, André and Fluttershy all quickly answered.

Applejack scratched her mane in confusion "Ah've never seen them so twitchy before. Is everything alright?"

"Everything's fine." Babe answered as he shut the door behind himself "I don't know what's wrong with those guys. But whatever it is, they seem like they've seen a ghost or something. Oh well. A Halloween sleep over party at Twilight's does sound fun."

"Yer darn tootin' it does! Ah've been busting my flank the past couple'a days so Ah could use some relaxin' at Twi's."

"As could I" Rarity agreed.

Applejack, Rarity and Babe made it to the carriage and they all boarded. The carriage begins pulling away from the old manor. Babe looked out to it through the carriage window. Faint laughter could be heard as the carriage pulled away. It was coming from the manor.

November 1st

7:30AM

Early the next morning Babe woke up and rose out of bed, stretching. He looked out the window and saw the sun. He got out of bed and noticed that Twilight wasn't sleeping in her bed. Seeing this he went downstairs.

Once he was there the first thing he noticed was that Rainbow Dash, Twilight and Fluttershy were all laying very closely to André on the floor while Applejack and Rarity shared the couch bed together.

Rainbow and Fluttershy were under André's arms and resting their heads on his shoulders. Twilight was laid out across Rainbow, André and Fluttershy's legs. They were all huddled together as if they were just the survivors of a horror movie.

"Okay…?" Babe said in confusion "That's sorta weird. Actually…I didn't even know I could wake up this early. I think I'll stop by that 'haunted' manor and see if anyone's to pawn off or something. If we're going to be staying in Equestria then I'd really like to live there."

With that in mind Babe got ready to head back out to the old manor, for reasons….obvious enough not to explain.

"ZZzz….ZZzzz…"Rainbow snored amongst the sleeping friends.

"Come play with me…" a faint voice spoke from the darkness of Rainbow Dash's dreams. Hearing the voice made Rainbow cringe, toss and turn.

"Play with me…" The now familiar voice spoke out again, this time sounding closer than before. Rainbow knew who the voice belonged to and she began to sweat as her dream was starting to turn into a nightmare, then from out of the darkness came a clear image

"PLAY WITH ME!!" The dream version of Pinkie Pie screamed out.

"AAAAAHHHHHHH!" Rainbow screamed as the view switches to outside the library.

After a 20 minute walk Babe found himself at the gates of the old manor. He opened the gates and walked up to the front door. The manor and the grass were all still a little wet from the rain brought on by the previous stormy night.

As Babe approached the front door opened, walking out of the house was Trixie.

"Trixie?"

"Who dares approaches the Great and Powerful Trixie unannounced?!"

Babe snickered as he placed his hands in his pockets "It's me."

"Oh. You're that Babe guy. What do you want? Trixie's very busy."

"I don't want anything. I just came back to see if anyone was looking to sell this place for a reasonable price. A little elbow grease here and there and this place will be back up in no time."

"Sell?" Trixie questioned "This place hasn't been for sale in years. It can't be brought."

"Why not?"

"They say the old Hoofington family still haunts it. They vanished suddenly years ago when the house was just a few years old."

Babe cocked his mouth to the side. He didn't really want to question it. If it's not for sale it's not for sale.

"How are your other friends doing?" Trixie asked.

"Twilight and the others? They're fi-"

"Great." Trixie rudely cut him off not sounding interested anymore. "Now, Trixie must be on her way." She proudly stepped down from the welcome mat.

Babe ignored Trixie's rudeness and went along with a change in subject. "You're leaving?" he asked as he stepped in front of her "C'mon. Don't be so cold. Let's hang out for a while."

"You and Trixie? Seen…together?!" She sounded a bit disgusted at the notion.

"Like you have anything better to do," Babe said smugly "Besides, I'm sure André wants to see you. If nopony else in Ponyville likes you, André definitely will."

Babe reminded Trixie of her previous humiliation in Ponyville "Wonderful…" she sounded a bit discouraged "but the Great and Powerful Trixie doesn't need friends. Friends need Trixie! So Trixie guesses you could 'hang out' with her for a little while."

"Glad you see it my way." Babe happily smiled "Friendship is magic, I'll tell ya that much."

Trixie and Babe turn their backs to the old manor and walked down the manor's walkway. Babe puts his hand on Trixie's back before turning back to the manor while smiling revealing fangs and glowing yellow feline eyes.

Friendship was Magic pt1

After experiencing a rather bizarre dream André found himself looking up at the ceiling with a long blank stare.

“What was all that about?” he asked himself. “That sure was a weird dream…” He gave a long yawn before rising up and stretching his arms above his head.

André looked around and was surprised to see that all the others were still sleep. To his right was Rainbow Dash who was sleeping soundly beside him. André figured she must’ve felt guilty for making him sleep on the floor and decided to join him on the floor as a way to make him feel better.

He took out his phone to view the time. “10AM” he quietly said “I guess all the partying made them really sleepy. I guess I'll go for a walk to kill some time.”

“Heh…” the sleeping pegasus muttered beside him.

Looking down at her André noticed that she was smiling in her sleep. Seeing her smiling face André snickered to himself and he gently stroked her mane as she continued smiling in her sleep.

Afterwards he neatly placed his blanket and pillow on the sofa bed, tip towing as quietly as possible. He then proceeded to the bathroom to get himself ready for the day. After cleaning himself up he placed his night clothes on the nearby table and left the library.

“Whenever I have free time I usually go to Sweet Apple Acres to help AJ but since she's still sleep there's no need for me to really go down there…I guess.”

“Morning, André!” an earth pony greeted as she passed him.

“Good morning.” He replied as he turned and waved to the earth pony before continuing his stroll. “And with Rainbow Dash sleep I can't go to Cloudsdale.” he said as he continued to think aloud. “Not only that I don't have the spell to walk on clouds. I wouldn't be able to go regardless.”

“Hello, Mr. André!” a group of fillies happily skipped by.

Noticing the fillies he gave them all a warm smile. “Hey kids.”

The fillies mildly freaked out after André replied to them, they shyly continued on.

“Huh…” he said as he stopped to look in the direction the fillies were headed, “a lot of the ponies sure are being really friendly today.” the thought of the ponies positive reactions to seeing him made André’s heart fill with joy, he could only express this with a small grin.

“You’re still new here.” A voice said from behind him. “Why wouldn’t we show a little kindness?” André turned and was surprised to see Spitfire approaching him. “Besides it's not every day we get the chance to see a human, y'know?” she gave a small giggle to show that she was coming to him as a friend. “What's up?” she asked with a curious smile.

“Hey, Spitfire, it's good seeing you. Uh, what are you doing here in Ponyville?”

“I heard you and Babe were back so I thought I'd come by, I’m surprised I ran into you so quickly, I’m not interrupting you from anything, am I?”

André shook his head. “I was just going out for a walk. I didn’t really have anything else going on at the moment.”

“If you don’t have anything else planned how about we hit up that drinking place I talked about a little while back?”

André didn’t answer right away, Spitfire started to fear a hint of rejection. “That sounds good and all but aren't you on a really busy schedule? I mean…you're captain of the wonderbolts.”

Spitfire lightly laughed. “It's cool. We don't have anything going on. Hey, we need breaks too y’know?” she said jokingly.

André chuckled. “I can understand that. Okay,” he agreed, “let's go check out that drinking spot.”

“Cool!” Spitfire nearly squealed at his answer but she managed to keep her calm composure. “Just stick with me. We’ll be there in no time.”

André nodded as he followed behind Spitfire. Most ponies eyed the two as they walked together.

Back at the library all the other ponies were up and about getting ready to start their day. All the blankets and spare pillows were all put back in the closet and neatly put up.

“Thanks for helping me straighten up guys.” Twilight thanked her friends after they finished putting everything back.

“No problem!” Pinkie Pie replied in her casual joyful tone.

Rainbow Dash took a look around the room and noticed they were a head short “Hey, where’s André?” she asked sounding a bit concerned.

“I’m not sure.” Fluttershy replied “I haven’t seen him.”

Babe was just coming out the bathroom and heard Rainbow’s question “Don’t sweat the man.” he said with a teasing smile “It’s not like he’s seeing some other pegasus.”

Rainbow lowered her eyes at Babe knowing he was trying to imply something “What are you saying?”

“Nothin’.” Babe continued to smile as he playfully tossed his friendship charm up into air.

“What’s that?” Rainbow asked as she caught glimpse of what Babe was holding.

Babe caught the charm and turned his head to Rainbow Dash. “This?” he asked holding the charm up, “It’s a friendship charm Fluttershy made for me.”

“Friendship charm…?” Rainbow said with one eyebrow raised.

“Yup.” Babe nodded.

“It’s a special charm.” Fluttershy spoke out as she walked over to Rainbow, “It keeps us connected forever. It represents a really special bond. If you share one with somepony you’ll be connected forever. Rainbow Dash, would you like me to teach you how to make one?”

“You want to teach me how to make one?” Rainbow hesitantly asked.

“In case you want to make one for André.” Fluttershy added.

Hearing Fluttershy’s words spoken aloud in front of the other’s made Rainbow feel like the center of attention “M-Make one for-” she started sounding very defensive “what are you trying to say?!” she was now nose to nose with Fluttershy. A small pinch of red covered her cheeks.

Babe smirked and shook his head at Rainbow’s reaction. He backed her away from Fluttershy to ease her embarrassment. “Let Fluttershy teach you how to make one Rainbow,” he gave her a straight face to show there was nothing to be embarrassed about “it’ll mean a lot to André.” He carried on.

“But-”

“I know what you feel but let me tell you Rainbow, there’s nothing worse than regret.” Babe continued, wanting to get his point across. “I’m NOT implying anything, I’m just saying. Maybe André and I will leave again soon so make him one. Maybe it really will bring us all back together someday. I’m sure you’d be sad if only I came back thanks to the charm Fluttershy made for me.”

Rainbow suddenly perked up. “If you do come back I’d still be happy! So there!” she said with a victorious smile believing she had found a flaw in what Babe was saying.

“You know you’d be torn if André wasn’t here to tell you how awesome you are.” Babe teased.

Her eyes widened but she couldn’t find words to counter. Babe was right and Rainbow knew it as well. She’d like it if Babe really did come back but without André it just wouldn’t be the same.

Fluttershy smiled as she saw Rainbow’s face warming up to the idea. “I’ll go get the material and I’ll show you how to make one.” She said in her usual soft voice.

“…Ok.” Rainbow said to Fluttershy, accepting her help. “Let’s do it.”

Fluttershy squealed in excitement and Babe happily nodded at Rainbow’s choice to create the special bonding tool.

Meanwhile Spitfire and André sat together on a park bench enjoying the beverages they got from the juice bar Spitfire mentioned prior.

“Delicious” André complimented his drink after taking a long sip.

Spitfire chuckled, happy to see André enjoying himself. “Can I ask you something?”

“Yeah, anything.” He turned to Spitfire.

“What’s it like back where you’re from?” she asked sounding a bit excited. “Are their only humans there?”

“Nah, there are a lot of other living things back where I’m from. It’s just like Equestria except ponies don’t rule over everything. Most animals and trees you’d see here you’d see back in my world the only difference is that we don’t have ursa’s, dragons, hydras and things like that.

“How about ponies? Are their ponies there?”

“We…kinda do.” He said hesitantly.

Spitfire giggled at his answer, she wasn’t too sure what he meant by ‘kinda’.

“Well we do but they’re not like….you guys.” André tried his best to not make the situation anymore stranger than it already was.

Spitfire’s expression slowly turned to confusion the more André lead on.

“I-It’s sort of hard to explain.” He admitted. “I’m not sure I can really give you a straight answer.”

Spitfire placed a hoof on André’s shoulder to reassure him. “Don’t worry yourself about it. Let’s just leave it up to my imagination, ok?” she smiled warmly.

André smiled back. “Sounds good, I doubt I could explain without freaking you out or something heh.” He continued drinking his mango flavored drink.

Before Spitfire could get back to her own beverage she removed the goggles from around her head and removed the upper half to her flight suit revealing her face and light brilliant gold coat much to André’s surprise.

“Phew,” she wiped the sweat off of her forehead “that’s better.” She said in relief.

“I’ve never seen you without your flight suit on.”

Spitfire turned to André once more. “You haven’t?” she asked sounding a bit surprised.

“Your coat is really nice.” He complimented as he admired its rich color “The gold color is just really nice for you.”

Spitfire smiled happy to receive such a nice compliment “That’s sweet of you to say, thank you.”

“Don’t mention it.” He smiled back at her.

They continued talking and drinking. They laughed and talked with each other, they were just being friends. Their laughter caused more attention to them from the ponies nearby.

Eventually the two finished their drinks and were feeling completely refreshed upon finishing.

“That was great.” André said satisfied while he rubbed his stomach in a slow circular motion.

“Definitely” Spitfire agreed with him.

André stood up to stretch and exhaling after doing so. “So,” he said turning back to Spitfire “what do you want to do now?”

“Huh?”

“Wanna hang out some more?” he asked.

“Of course,” Spitfire replied with an enthusiastic smile “that’d be great.”

“Great. You know any other places we could check out?”

Spitfire tapped her chin with her hoof to think of a good place. “There’s a lake nopony really knows about. We could hang out there.”

“That sounds good to me.” André agreed, ready to follow Spitfire’s lead.

Before heading off the duo took their cups over to the nearest trash can to dispose of them. As they were making their way lots of other ponies were still eyeballing the two strangely.

“I wonder how far it is.” André said to keep silence at bay, “I hope walking won’t take too long.”

“We could fly.” Spitfire offered.

André gave a minor chuckle. “But I can’t fly.” He reminded her.

“I know. You’re going to be riding on my back.”

André didn’t say anything. He just looked to the side looking a bit unsure.

“Is something wrong?” Spitfire asked.

“No,” he looked back at Spitfire “it’s just that I only feel comfortable flying on Rainbow Dash.”

“You think I’m going to drop you or something?” she smiled with one brow lowered and the other slightly raised.

André shrugged sheepishly. “Eh, well…”

“Trust me on this.” Spitfire stood in front of André with a stern look on her face. “I won’t let anything bad happen to you.” She promised.

Even with her assuring words André was still uncomfortable with the idea.

“Sorry,” he apologized “I only have one life and I trust it with Rainbow Dash when I’m here. If I fall I know she’ll be there to catch me. Not that I don’t trust you or anything it’s just how I feel, I’m sorry. You don’t mind the walk do you?”

“No. Of course not, it’ll just give us more time to know each other, I guess.”

Seeing that Spitfire was understanding of his request put André at ease. He was beginning to fear he’d make her feel bad not trusting her. “Great! Please, after you.”

The celebrity flyer continued leading the way. “You seem to trust Rainbow Dash a lot, you two must be really close.” She commented.

“We’re good friends.” André clarified.

Spitfire smiled at his answer. “Sound more like life partners or...”

“It’s not what you think.” André laughed at Spitfire’s assumptions, “Rainbow likes Soarin.”

“She does?” Spitfire asked in a surprised tone.

André simply nodded.

“Ha…I should probably let him know of his admirer.”

“Go for it. Rainbow would love that, she idolizes you all, Y’know.” Just then something came to him. “Hang on, speaking of which, can I ask you something? Well, it’s more of a favor.”

“Of course.”

André was starting to lose confidence in what he had in mind but seeing that he already made it this far there was no point in going back now. He had to go for it. “Can Rainbow join you guys?”

“Join the Wonderbolts?” Spitfire questioned.

“Yeah, you see, Rainbow’s a great flyer and has great potential. She’ll make a great addition to the Wonderbolts.”

Spitfire didn’t really have to give it much thought. She knew of Rainbow’s potential and that she was definitely a great candidate for a spot on the team. This was the same pegasus who performed a Sonic Rainboom and saved not only her life but Rarity’s and two other Wonderbolts as well.

“Yeah, I don’t see why not.” Spitfire said, giving her answer.

“Really?!” André’s eyes widened in excitement, he looked as if he was given the position. “Thank you so much, Spitfire. It means a lot to me! And it’ll make Rainbow Dash happy too.

“Don’t mention it. She certainly has the talent.”

“I can’t wait to tell her!” André could barely contain his own excitement seeing him like this made Spitfire giggle.

“You really do look out for your friends, huh? I really like that.”

André nodded. “Of course, Rainbow’s my wingman, I mean winggirl...pony, uh…” if he had to try and correct himself one last time he was going to curse the day he learned how to talk “-I just want to see her happy,” he continued on “I want all my friends happy.”

Spitfire was happy to see how nice André was to his friends, if anything it started to make her feel a bit jealous. “Right…” she softly said sounding a little less than cheery, “We’re almost there.” André didn’t really notice the change in Spitfire’s tone.

Meanwhile in Canterlot Princess Celestia was reading over a letter by the fireplace in her bedroom. A gentle knock fell upon her door.

“Come in.” the benevolent princess said in her angelic voice.

Princess Luna entered the room. “Good evening sister.”

“Ah, Luna, how are you?”

“I am well.” Luna approached her sister with a smile. “Have Babe and André made it back?”

Celestia happily nodded, “Yes. They’re with their friends back in Ponyville.”

“Fantastic.” Luna revealed her own joy on the boy’s reunion with their friends. “Though, I wish I could have seen them upon their return.”

“Don’t worry. You’ll see them again.” Celestia assured her sister.

“Of course but…there’s the question of how they got here.” Luna’s smile was replaced with a more serious look. “Nopony used any kind of magic to summon them here.”

“I believe the elements have led them here.” Princess Celestia stated.

Luna glanced to the side in thought. “Is it possible…?”

“I believe so.” Celestia added “While it is wonderful they’ve returned there’s still a problem.”

Luna turned back to her sister. “A problem?” she asked in worry.

“It doesn’t mean trouble for Ponyville or Equestria, I’m sure of that.” Celestia eased Luna’s conscious “One of them is losing sight of friendship. It’s only my hypothesis but I do believe the elements have summoned them here to-”

“To help them regain sight of their friendship.” Luna continued Celestia’s sentence.

Princess Celestia nodded. “Those were my thoughts exactly.”

“It’s hard to believe…” Luna lowered her head at the thought, “how could they lose sight of such an important value? Especially after everything they’ve done…”

Celestia walked over to Luna and placed her hoof underneath her sister’s chin to raise her head. “I believe in them. These are the same boys who helped save Ponyville from the changeling invasion. We owe it to them, to trust in them and be there when they need us.”

Seeing her sisters beautiful smile made Luna forget her worries…she smiled back as she looked deeply into Celestia’s eyes. “…You’re right. We’ll be there for them.”

Celestia nodded. “You should rest. You will need your strength when it comes time to raise the moon.”

“You’re right. Thank you, sister.”

After a quick hug Princess Luna leaves her sisters room and went back to her own quarters to rest so that she will ready to guard the night.

After a brief stroll away from Ponyville Spitfire and André made it to the lake, as Spitfire mentioned before, there was nopony in sight. The scenery was similar to Fluttershy’s secret place the only difference was that there were less trees and a beautiful mountain range. The lake’s watered sparkled. Spitfire stood at the lake’s edge looking at her reflection.

‘…What’s wrong with me? I feel like I’m…missing something’, the troubled Wonderbolt thought to herself.

“WOO!!”

The random shout caused Spitfire to flinch. Following the shout was a loud splash coming from the lake, a small wave of water splashed Spitfire’s entire body, soaking her. The cold water made Spitfire’s eyes shrink and caused her teeth to chatter.

André was briefly swimming underwater. He left his pants, shirt and shoes back on dry land to swim in his boxers. He came back up for air.

“WHOA! Man, hey, Spitfire, come on in!”

“C-C-Cold…” Spitfire stuttered.

André tried not to laugh. “Hehehe….sorry.”

“Oh, you’re sorry huh?” she glared at him with a vengeful grin.

Spitfire began removing her flight suit. Once it was off she kicked it to the side. She was standing as just your regular pony with her golden coat showing.

André quickly looked away… “Whoa! What are you doing!?”

“I’m just taking off my flight suit.”

“Don’t get naked! Put your clothes back on.”

Spitfire raised a brow in confusion, “André, we don’t normally wear clothes….”

It took a minute for the realization to sink in…the majority of ponies really didn’t wear clothes. André just had to question his pony knowledge at this point.

“….Oh yeah.” he turned back to her, “Hehe…it’s just weird because you’re always in your suit and suddenly taking it off is just kinda revealing to me.”

Spitfire laughed. “Don’t think I forgot about you splashing me either!”

“Uh oh…”

“Geronimo!” she shouted as she took a big leap toward André.

André quickly dove back underwater while Spitfire jumped in after him. She spots him and they started playing underwater together, André was a pretty good swimmer but so was Spitfire. Since the lake wasn’t too deep André swam to the bottom however no matter how far he went Spitfire was right behind. She raised her hoof and playfully hit the top of his head.

Afterwards the two started an underwater slow motion play fight. After horsing around the two got back on land and were relaxing in the grassy field resting by their clothes. The sun began to set.

A vibrating sound came from André’s pants pocket. He knew it was his phone and reached in to answer whoever was calling or texting.

From: Babe

Yo, where you at? Everyone’s worried about you. We haven’t seen you this morning and you didn’t call or text to tell anyone to let us know you were ok. Twilight wants you to come back to the library so she knows you’re ok.

Thu, Oct 4

After reading the message he got up and started putting on his clothes. “Hey, I gotta go.”

“You’re leaving?”

“Yeah, my friends are all worried about me. I’m going to head back and let them know I’m ok.”

“I see.” Spitfire smiled.

“Thanks for such a great time today Spitfire, it was really great hanging out with you.”

“Same here.” She spoke softly, it was evident she still wanted to have fun and hang out more.

“Right…well, see ya.”

She raised her hoof back at him. “Bye…”

André turned around and started heading back toward Ponyville, Spitfire watched him walk off.

“…André!” she called out to him.

André turned back to Spitfire, there was a bit of silence between them.

“Um…” she shyly continued “i-if you’re not too busy let’s get together again…sometime.”

André could only smile at Spitfire’s rare shy side, he nodded at her. “Loved to.” He replied.

A look of happiness formed upon Spitfire’s face and her eyes sparkled in joy. André waved to her and continued making his way back to Ponyville. Spitfire couldn’t help but feel happy, she couldn’t wait until their next meet up.

Meanwhile all the other ponies waited patiently at the library for André’s return. Rainbow was sitting on the couch holding her, now finished, friendship charm she had made for André. It was made from the same material and was even in the same shape as Fluttershy’s except the color was blue with silver outlining. There was a picture of a rainbow thunderbolt coming out of a cloud. This picture was Rainbow’s cutie mark.

Rainbow Dash held the charm in her hoof, inspecting it to make sure it was perfect. “I guess it’s pretty cool. I wonder if he’ll like it.” She was too busy with the charm that she didn’t notice Applejack approaching.

“Hey, whatchu got there Sugarcube?”

Rainbow yelped upon seeing Applejack standing in front of her, she quickly hid the charm behind her back. “Uh, nothing, why?”

“You can’t lie to me. Whatever it was you had there was mighty impressive.”

“…You think so?” Rainbow asked as she brought the charm back out. “It was a little difficult to make.”

It wasn’t like Rainbow Dash to create something hoofmade, Applejack could tell it must’ve been made special. “  You didn’t make that for André, did you?”

“Uh-” Rainbow tried to think up of another tale to tell.

“She sure did.” Babe answered as he walked by the two.

Babe giving Applejack the truth made Rainbow facehoof herself.

Applejack laughed at Rainbow’s reaction. “Well, that’s nice of you. There’s no need to be embarrassed Rainbow. Ah think it’s really nice of you making him somethin’ like that.”

“Fluttershy said if you give it to somepony then you’re sure to be friends forever and if we’re ever far away then it’ll lead him back to us. When he goes home it could lead him back here one day.”

“Ah hope it works.” Applejack looked down at the charm, intrigued with the story behind it.

Meanwhile Twilight was pacing back and forth, constantly looking at the clock every 10 steps. Babe approached her while biting into an apple.

“Hey Twilight, what’s up?” he asked after swallowing a chunk of the apple. “You look worried, you want a bite of my apple?”

Twilight turned to Babe with a sarcastic look upon her face, “Ahhhh, well I hope you’re having a good time because I’m out of my mind with worry here!”

“Why?” Babe asked before taking another bite.

“André, he’s been gone for too long. I’m just worried.”

“He’s fine. I sent him a text message. He should be on his way.”

Two knocks came upon the wooden door. Rarity opened the door and standing there was André. He walked into the house and Rarity closed the door behind him.

“Hey guys. Sorry I’ve been out so long.”

Twilight walked up to him not looking too happy…“Where have you been?” she started to sound like a mother who’s been waiting on her son after he’s been out for too long.

“When I woke up you were all still sleep so I thought I’d just go out for a walk. I couldn’t find anything to do and Spitfire found me. She asked if I wanted to hangout and-”

“Spitfire??” Rainbow asked in eagerness, showing her fangirl side.

“Yeah, we just hung out today, she’s really cool. And guess what Rainbow?”

“What?” she asked.

André took a small pause to get himself ready for the big and exciting news, “I talked to Spitfire and put in a good word for you. She said she’ll see what she can do about getting you a spot on the Wonderbolts.”

Everyone gasped in shock, Rainbow’s jaw dropped not believing what she just heard.

“SERIOUSLY!?” She asked as she flew up to him.

“Yep.” He answered with a bright smile.

Needless to say Rainbow Dash was overjoyed at the news she just heard. She jumped onto André and tightly held him. “THANK YOU, THANK YOU!!”

André chuckled as Rainbow flew back, “It’s alright, no need to thank me. We’re friends.”

“What do you mean it’s ‘alright’? Don’t you realize how much this means to me!? I’m so happy I could kiss you!”

André slowly started to back up. “Heh, no need to go that far-”

Without warning Rainbow delivered a barrage of happy kisses on the side of André’s cheek, too many to count, obviously she was beyond happy. The others laughed at the series of events, they were just as happy as Rainbow Dash was.

André couldn’t find it in himself to really fight back against her happiness, the more he tried the weaker he got.  He could only laugh and just be happy like the rest of his friends. “It’s starting to tickle a bit Rainbow, hahaha! My sides can’t take it!”

Rainbow backed away, tears of joy nearly showing themselves. “I can’t thank you enough for this! When did she say I can come out and see them?”

“She didn’t say. You can go talk to her about it later on.”

“Ok. Here, I made this for you.”

Rainbow Dash happily presented her gift to André. She placed the charm in his hand giving the charm to its owner. André was impressed with the charm’s design.

“For me?” he asked softly.

Rainbow nodded.

“…It’s just like Babe’s.  And it’s my in my favorite color, just like-”

Before he could finish his sentence Rainbow Dash found herself giving him another hug, taking him by surprise. André didn’t really know how to react to the sudden hug as he didn’t know what he had done to earn a second.

He turned his head to Babe for help on Rainbow’s sudden act. Babe used sign language that read: “Hug her back” which André did. All the others happily watched their embrace, Pinkie Pie nearly in her comedic tears. This act of kindness and gratitude signified their growing friendship.