The Ponies Strike Back

by PegasusWing

Rating: teen
Tags: Tragedy, Adventure, Dark, Sad
Length: 8383

Twilight assembles the ponies to go on a special mission that includes traps, riddles, and a new city just west of the Crystal Empire. Who or what must the ponies defete this tme?? WITH THE POWER OF FRIENDSHIP!!

Twilight assembles the ponies, Rainbow Dash, Rarity, Pinkie Pie, Fluttershy, and Appejack, to go on a mission to a new city near the crystal empire after recieving a note from princess Luna

Published 1970-01-01 00:00:00 UTC
Last updated 2013-10-03 03:07:54 UTC

Dear Ponies . . .

Twilight read a large book about the stars, and when the ursa major would strike at ponyville.  She had gotten many letters from princess Celestia, but all had been glued shut. She managed to open one slightley, and all she could see was the words attack, Ursa, and Major.  Twilight was terribly tired,  but had no choice to prevent ponyville from any attacks. last time she ran into an Ursa, it happened to be a minor.

The door flung open startling Twilight to the point that she hid under her oak wood desk.To her suprise it was Fluttershy, Rarity, Rainbow Dash, Pinkie Pie, and Applejack, all holding a letter in their mouth.

Twilight got out from under her desk confused, then she slowly walked over to

Pinkie Pie's letter, and snatched it out of her mouth.

"Hey! Snatch your own letter! I promised gummy he can chew on it when we're done reading it!" Pinkie Pie explained frowning, till Rainbow Dash gave her letter to Pinkie Pie, and walked over to Twilight to read it.

Twilight read to letter out loud.

"Dear Pinkie Pie, I have given you this letter, so you can meet up with your friends, and discuss this letter. It appears Twilight hasn't read her letter, scince she clearly hasn't wrote to me back. I am disappointed to say, once more, that a terribly monster has entered-" The letter suddenly stopped, and all that was there was ink splashed on, and a hove print, marking were the princess, had stopped.

      Twilight gasped in surprise, for the first time the princess hasn't finished a letter, had to be when the most important letter was to be written.

"Something terrible has happened to the princess! She didn't finish her letter, and ink is splashed on the paper. The only place were there is ink, is were.  . .-"She gulped"-"Is were there is a bloody . . . Hove print!"

Twilight walked in a straight line back and forth, in till Rainbow stopped her, and took Rarity's letter.

"She most likely did Pinkie Pie's letter last. I'm sure everything else is on Rarity's letter."

Rainbow Dash looked through the letter roughly.

"Nothing . . . Its the same on each one . . . But on all the names, its a different handwriting. Someone might be pretending to be the princess . . . If not, then she somehow managed to survive whatever happened to her long enough."

Rainbow Dash declared, grabbing a bag of potato chips from Twilight's kitchen counter.

"Ugh! You two know nothing about letters! Its not physically possible for the princess to make the same hove mark . . . on the same exact spot . . .five times! It has't to be a copy! There's no doubt that princess Celestia  somehow had to go to a meeting, but on her way, she tripped, and her hove fell in the ink puddle, and she stamped a muddy hove print on the paper!

Rarity fluffed her dress a bit so it would be puffy.

"You don't understand Rarity! This isn't time for fluffing dresses! Do you understand!?!?!"

Twilight was furious with rage, for the first time, she was confused as heck!

"Twilight . . . Twilight . . . Twilight . . . How!? Her hove  was in that spot, then some thing or some pony knocked the ink over, and dragged her away! Or . . . she spilled it, on accident, and is safe and sound!"

Pinkie Pie growled, snatching the letter with her mouth, and walking away.

"Fine . . . Fine. But we should get to the castle to see whats going on! I'm sure princess Luna is there. Possibly even Shining Armor, or Cadence . . . All I know is that we need to go to Canterlot and find a out what the letter was for. Got it?"

  Twilight explained glumly as Spike walked down the stairs, yawning, and agreeing to go.

     Fluttershy agreed as well, so did Rarity, Applejack, Rainbow Dash, and Pinkie Pie.

"Woah . . . Woah . . . Woah. Who said you can come pipsqueak?" Rainbow Dash asked curiously, as Spike smirked, and held out his hands waiting for some gems to be placed.

"Oh . . . how cute. Little Spikey-Wikey wants a gem!" Rarity rubbed her nose on Spike's forehead, and threw a  large purple gem, with little green gems placed inside in his hands.

"Th-Th-Th-Thanks Ra-Rarity." The dragon blushed, licked his lips, and ran upstairs, carrying the gem. He managed to get up there without falling . . . twice.

"You know Rarity . . . Your little Spikey-Wikey told me he has a wittle crush on you." Rainbow Dash teased, as Pinkie Pie eyed her fiercely.

"Of course, who can resist this pony!? Have you seen my mane?"

Rarity flipped her mane back like a doll, and all anyone could imagine was her doing her signature pose, with a pinkish purplish backround, with sparkles as far as the eye could see.

"I might just be a pony, but I am a unicorn. It makes me two times better then I just described myself! Sweetie Bell does also worship me, after I moved out of my parents' house. Don't you think? Her mane is almost as

fabulous as this little pony's."

Rarity skipped out the door.

"Where does little miss princess think she's going!?!" Rainbow Dash growled, dashing towards Rarity, as Applejack bit the edge of her tail, pulling the two back, to collapse on the birch wood floor.

"Shes most likely going to pack. I mean, who could let down helping the princess?" Fluttershy declared, walking out the door behind Rarity.

"Hmm . . I guess that means we're all agree to go on the trip. I'll be back tomorrow, all prepared to fight some monster butt! I'll be back!"

Rainbow Dash flew out of the house, Applejack following the pegasus.

"Bye Bye Twilight!" Rainbow Dash yelled with a following laugh . . .

The Train

   Rainbow Dash, Twilight, Fluttershy, Rarity, and Applejack stumbled  apon a lightly painted train, red, with a curved top. Twilight was shivering, for it was raining harder then a dozen apples falling on top of a young fillies bare head.

Rainbow Dash was covering herself up with her blue wings and shivering. Her mane was covering her pinkish eyes, and she struggled to hold her bag of green, red, and yellow apples that Applejack had given her.

"I'm so c-c-c-cold! Rarity! C-c-c-cant we use your um-um-umbrella once!? We're f-f-freezing!" Rainbow Dash declared reaching for Rarity's umbrella.

"Ugh! No! My mane will get terribly ruined. You don't care about your mane. Why should  moi give this diamond addition umbrella created by the finest designers get in your sticky hoves!"

Rarity skipped on the train, passing ponies of all kinds shivering from the poring rain.

Twilight and Fluttershy entered the train after Rarity, then Applejack. Rainbow Dash slowly walked on board after them, and followed them to they're cabin.

   The cabin had wooden beds all around, and in the middle of the train cabin was a large wooden table, painted a fainted blue.

"Nice room . . . but can I have MY bed farest from little miss brat?" Rainbow Dash asked stinking her tung out at Rarity.

"How come you haft to call me a brat!?" Rarity began to whine, which annoyed Rainbow Dash more than ever!

Rainbow Dash stomped over to Rarity, and pushed her to the ground, making Rarity growl at Rainbow, and push her back even harder.

The poor pegasus hit her fragile head on the tip of a bed, which made her bleed just a bit. She pushed Rarity on the table, and hit her in the chin. She was about to take a punch at her neck, intill Fluttershy pushed the two apart angrily.

"STOP IT!!!!" She yelled, causing the ponies from the other cabins to stare at Fluttershy.

"We're going to Canterlot to STOP what ever is in Equestria, from fighting the ponies of this world, and have them NOT start a war! Do you really want to encourage them into STARTING a war!? I hope not. Because if they do, you two will be turned on by the whole pony world! So SHUT UP!!"

Fluttershy slapped the heck out of both of them, intill they went to they're seperate beds, on the opposite side of each other.

"Ugh! I'm done. I'm gonna go to the food department. Manage to steal a few strawberries. Apples are just out of season these days!" Rainbow Dash strutted out of the cabin, and into the food department on the other side of the train.

   The food department was filled with foods of all kinds. Fruit . . . well, that was really all there was, but to Rainbow dash, it was all she ate.

Just some strawberries and peaches and she would be on her way. She squeazed through all the ponies, and ran into a buff male pony, looking down at her. He had a dark blue mane, and a light blue skin. He had brown goggles on, and smirked. His name was Soarin from the Thunder Bolts. Rainbow Dash was suprised. She stared up at him a multiple amount of times, and couldn't help but druel, for her hero was standing right in front of her.

"Rainbow Dash! Long time no see! Its been a while. Last time I saw you was at the Thunder Bolt accedemy. Man . . . good times. How about you hang out with me and Spitfire? It'll be fun. Plus, because we're the Thunder Bolts we get out food for free. Suprising isn't it?

"Not really . . . Your the best flyers in Equestria! How is that suprising? Every Pegasus worships you!"

Rainbow Dash declared, walking over to a table for 3 were Spitfire sat.

"Oh hey! Rainbow Dash! Good to see ya again. I see you ran into Soarin'. How nice. Why don't you get your other friends to come sit with us!" Spitfire spoke with a fake but convincing Manhattin accent.

"Nice accent! And I don't really want to . . . me and Rarity had a fight over how bratty she was. She didn't give a single person her umbrella and she said my mane was um . . . afull!"

Rainbow Dash told the story. Part of it was true, the rest was Rainbow exagerating.

"That's horrible! Your mane is better then that cat's! Let me tell you what. You can stay in our cabin if you want! We have first class. Or . . . you can stay with those ponies, and fight with Rarity . . . What do you say?" Spitfire held out her hove smirking, and waiting for Rainbow Dash to make a horrible mistake . . .

"Sorry . . . But I can't. I promised Twilight I would be back by well . . . night."

Rainbow Dash quickly ran to her cabin, and shut the door behind her.

   Spitfire growled with Soarin, and walked down the trains till they reached they're cabin.

"Ugh! I can't believe that clown turned us down! I thought Spitfire and Soarin were her idols!" Yelled 'spitfire'. The pegasus growled, and went to her bed. She collapsed on the puffiness, as Soarin and Spitfire's 'guests' helped Spitfire up.

"I just can't believe she didn't agree! I mean . . . I am the queen at 'tricking'. Have you seen my ma- I mean flying skills? Making tricks is my thing."

"You don't haft to pretend anymore . . . no ones watching us!" The other pegasus spoke closing the little curtains on the door to cover up the door window.

"I know . . ."

"Ahh . . . Queen . . . you certainly are the trickster at tricking. I bet those foolish ponies won't know that all they're precious friends are truely us changlings. How about we celebrate our wounderful plan by tricking the other passengers they're worst fear is after them I say? Remember when we were kids? We always used to play a mean trick on mother! She nearly died of startle! Oh wait . . . She DID!"

The changling laughed till he was rocking back and forth on his back. He changed out of his Soarin form, as well as the queen.

"Its so wounderfull knowing the ponies actully think they can save they're poor princess!"

Queen Cryisalis evily laughed, lighting a match, and opening a door to they're train closet.

"Wakey wakey . . ."

She smirked, throwing the match in the closet. Two ponies were heard trying to scream. Unfortunately, they were tied up. They're hoves behind they're backs, and a clorean cloth tapped to they're mouths.

She slammed the door, and the wood started to get hot, and red.

"I think they'll burn just fine . . ." She laughed once more, grabbing some tea and sipping it.

"Don't you think that's a little extreme queen? They'll know we burnt them after they discover that we're the Thunder Bolts, won't they know we're the ones that burnt they're precious idols?"

Asked the changling.

"I suppose so . . . Fine. We'll get them out. But we'll haft to erase they're memory. Or they'll tell the ponies . . . deal?" Asked the queen, opening the closet door, and grabbing the Thunder Bolts. She threw them on one of the beds, and said a mind erasing spell, that would erase all that happened that day from they're minds.

"Done . . . Off you go little ones!" The queen kicked they're little butts out of the cabin, and untied they're hoves.

"Looks like we'll have an active day tomorrow . . . a very . . . very active day tomorrow . . ."

The queen declared laughing, shutting the door . . . till not a single word could be heard . . .

Meeting at the Clock Tower

    The rain had slightly stopped, leaving the ponies to make they're decision on whether  or not they would appear at the festival, and the limited time mascarade party in the castle. Streamers were covering every shop near the castle, all blue, red, yellow, green, and white. The crystal ponies from the Crystal Empire mission were crowding the food stands, and princess Cadence, and Shining Armor managed to play each game without being crowded by fans.

Fluttershy was fourced to stand in between Rainbow Dash and Rarity, but the more she hated doing it, the more they tried to fight each other.

Applejack kept trying play the apple themed games, and Pinkie Pie kept throwing glitter on the ground and trying to run to the middle of the festival and sing her party song.

Yet like usual, Twilight kept everyone from fighting, like the Discord incident.

Rarity began to whine like a baby, for she had been 'walking' for 2 hours.

"My feet hurt! And my horn is out of fuel to make my feet move!" Rarity whined, making Rainbow Dash grinded her teeth to the point they almost broke.

Rainbow Dash calmed down, in till Rarity started ordering Applejack to throw her an apple from the paper bag Rainbow Dash bought. Rainbow sighed, and walked to the pretzel stand. She ate it quickly, then caught up to the rest. Twilight started to lose her breath as they reached the castle. So did the rest, but they managed to get inside without air.

    Twilight opened the door slightly, and inside the ponies fell, as if Discord had striked again. Sadly . . . By the structure of the castle, he did. The stain glass pictures placed in the window, were not pictures of the ponies. Just pictures of the changlings . . . Discord, and that two horned monster from the Crystal Empire.

"Wh-What happened here!?" Twilight yelled confused, as the room started to spin.

Princess Luna came running out of the throne room, holding a map in her mouth. Twilight ran to her looking around for princess Celestia. She started to worry, and tears ran down her purple cheeks.

"Wheres princess Celestia!?" She yelled trying to run as Luna caught her and hugged her.

"Twilight . . . Its not easy to say this, but the princess has been . . . well . . . hurt. The Changlings have striked, and are paring up with Discord and King Sombra. I'm sorry to say this Twilight . . . but we can't let you see princess Celestia. All I can tell you is that queen Crysalis  warned us about how she would be at the masquerade. I need you to go there, and investigate. Wear these masks so no one will know who you are. Got it?"

Princess Luna explained, and continued to hug Twilight, handing everyone a mask.

"B-But what was in my letter? All of them were glued shut so I couldn't get to them! All I could see was attack, major, and Ursa."

Twilight shivered, taking a letter out of her sash.

She 'struggled' to open it, but it opened in a snap.

"I don't get it!? It was glued shut back at my house . . ." Twilight sat down on the ground, as she felt spikes raising from the ground. She dodged the spikes, and followed Luna to the throne room. Everyone but Fluttershy and Pinkie Pie following them.

     Fluttershy studied the pictures, picked up a rock, and threw it at the picture of Discord. All of a sudden, the  kayos of the castle stopped, and the spikes from the ground dissapeared . . . but the pictures were still there. The changling's picture got darker, as well as King Sombra's, then the Discord picture grew back, but this time, it showed Discord roaming a strange place. It looked like the Crystal Empire, mixed with the castle, but Fluttershy couldn't understand it quite yet.

All she could hear was the pounding of the Crystal Ponies, waiting for the mascarade to start, as Rainbow Dash came charging at Fluttershy and Pinkie Pie. She bit the end of both of they're tails, and pulled them into the throne room.

"Wow . . . Has Rarity fainted yet?"

Fluttershy looked around convinced that Rarity was swiming in a pool of gems.

"No . . . Suprisingly. I had Rainbow Dash drag you too in here because I need to tell you something in a secret location. Its the Royal Family's Clock Tower. You might think everyone can see it, but truth is, they can't. No one but the Royal Family can, but, you can see it if a Royal Member gives you this . . ."

Luna spoke, standing in front of her sister's throne.

A large, purple and red gem, in the shape of a heart was placed on one of her hoves, on the other, was a necklace, and a space in which the crystal was to be placed. At once, she jammed the heart in the necklace, and put the necklace on. Her eyes turned a pure white, and she sat in the throne. A trap door opened in front of it, and at once, the ponies walked inside. Luna walked in behind them.

The princess' eyes turned back to normal, and she tore the necklace off.

    "So . . . This is what the castle's basement looks like . . . I expected some thing a little more . . . Pazaz"

Rarity cheaply spoke, measuring the gems in the large chest next to the stairs. She kissed the chest goodbye, when Rainbow

Dash bit her by the tail, and threw her in front of Fluttershy.

Fluttershy sighed, but continued to follow princess Luna.

"Can I ask . . . Why are we down here?" Twilight took our her purple glasses with the little stickers of owls and dragons, then investigated the dust, and how long it has been there.

"Can I ask why your staring at dust?" Rainbow Dash flew up in the air, and flew upside down, her eyes and Twilight's staring into each others.

"Because! I need to know how long a mission this important has been brought up. Besides, I'm studying the molicules and pests in dust. Did you know that all the dust, is made out of human skin! Its quite disgusting, but princess Celestia will be prouder then seeing her parents. Besides . . . What happened to your parents Luna?"

Twilight stopped dusting the dust in her pony pouch, and looked at Luna. Luna stopped moving . . . then mumbled some words under her breath.

"Sorry, I didn't hear you . . ." Twilight got closer to the princess, and raised her head by her mouth.

"I said . . . I don't want to talk about it! No one does . . ." Luna continued sternly, as Twilight's ears went back like a puppy's, and everyone went forward.

"Geez . . . Whats her problem?" Twilight caught up to Applejack as Fluttershy started to shiver, for she felt someone was watching them .  . . and new . . . every single item they stepped on in the cavern.

Luna grinded her teeth, intill they reached the Royal Clock Tower . . .

Twilight reaconized something about the structure . . . especially when she stepped inside . . .

   The 'Royal' Clock Tower was the same place she was kept when Queen Crysalis held her and Cadence prisioned. Twilight gasped, backed away from Luna, and used a magical growing spell for her horn. She scrapped her feet on the ground, and charged at 'Luna'.

In once piece, she stabbed the im-poster in the thy , startling every pony.

"I know who you are . . . Your Queen Crysalis you im-poster! Now show me the princesses!"

Twilight growled, shrinking her horn to its regular size. Rainbow Dash gasped, had a smirk on her face, and charged at Luna. Luna dodged, and Rainbow Dash smashed into a large glass wall. Her head was badly injured, and started to bleed a bit, intill Rarity grabbed a headband out of her pony sash, and wrapped it around  Rainbow Dash's injured spot.

"Come on! We need to help Twilight!" She yelled, galloping over to Luna.

Fluttershy's eyes were wide open, and she couldn't close them, intill the princess turned away. When she looked back, she was, in fact queen 'Crysalis'. But . . . her teal wings were now read, same with her horrible hair.

"Who are you?" Fluttershy whispered walking up to the 'pony'. She kicked it in the shin, and at once, it spoke.

"I am not Queen Crysalis . . . I am her sister . . . sadly, I do not know my name. I have come to tell you about princess Luna and Princess Celestia!" She spoke glumly, healing her thy.

"I don't believe it!" Rainbow Dash yelled, trying to charge are her. Pinkie Pie grabbed her tail,  and swung her around like Applejack when she herds some cows from attacking ponyville. Rainbow Dash couldn't control her flying, and she ran into another glass wall. It started to shatter, and large chunks of glass began to fall and land on the ponies.

Applejack quickly grabbed Rainbow's tail and threw her in the middle of the cave. Pinkie Pie began to run from the falling shards, but quickly, Applejack kicked her to the center, and down the glass came, covering poor Applejack. The changling gasped, and used the power in her long horn, to rebuild the cave with the broken glass.

   Applejack was found laying down, twitching, and covering her  thy with her hove. She shivered, looked up at ponies, eyes tearing up, when Twilight's mouth fell open, and she charged to go help her friend. Applejack put the hove covering her thy on her nose, and Twilight stared at the terrible injury. A glass shard had landed straight in Applejack's thy. Blood covered the glass, and Applejack's eyes found the light.

The red changling used all her precious power, and healed the young Applejack. She was to be helped when walking, and fed for 1 and a half months, but the pain had dimmed down.

"You . . . You really are good . . ." Twilight stood up, protecting Applejack, her arms streched out. She opened her mouth and bit, then helped Applejack up. Fluttershy, and Pinkie Pie came to help Applejack walk, as Rarity treated  Rainbow Dash's cut.

"Wait . . . If your queen Crysalis's sister, then why don't you know your name . . . and why did you lead us down here?" Rainbow Dash walked up to the red winged creature sternly, and growled.

"Because . . . my sister hated me . . . I was once the queen of the changlings. I taught them well, and how to be good, but Crysalis always used to get in the way and . . . and . . . and she posioned me! She wanted to be the slimy queen herself, so she imprisioned me in this duisgusting hole! The posion got rid of all my memory but what had happened when I was queen. I hated her for it, and when I discovered that this cave was under the castle, I decided to change into princess Luna. Then  Celestia discovered someone was pretending to be Luna, I revealed my identity. Then suddenly, in the middle of the night, Crysalis came. She ran throughout the castle, and hurt the princesses so badly. They told me to bring you guys down here . . ."

She walked over to some glass, jammed her horn into it, and the glass shattered.

Princess Celestia and Luna were revealed, laying down on the floor, being treated to medicine and special treatment from the castle doctors.

"Twilight . . . Listen to her . . . While we were stuck down here, I saw a book about the changlings history. You shall call her Millicent. Its an ancient name . . . Now hurry. Go to Shining Armor and Cadence. They'll show you were your adventure begins  . . . and ends. Hurry! There's not much time . . ." Celestia lied down again. Luna looking up, then down.

"I guess this means . . . The gang fights back once again . . ." Twilight looked up, Rainbow Dash flew in the air in excitment, Applejack gasped and smiled, Fluttershy squealed, Rarity squealed as well, and Pinkie Pie jumped up and down.

"Let us go . . . And fight my sister . . . Once again . . ." Millicent spoke softley, then they excited the cave, and so they're journey begins . . .

Masks and Feathers

Twilight . . . Listen to her . . . While we were stuck down here, I saw a book about the changlings history. You shall call her Millicent. Its an ancient name . . . Now hurry. Go to Shining Armor and Cadence. They'll show you were your adventure begins  . . . and ends . . .

     The words echoed in Twilight's head repeatedly the whole night. She didn't dare to sleep knowing the princesses had been injured badly. She was determined to find Queen Crysalis and give her a taste of her own medicine, but not following Millicent's orders were the last thing she wanted to do. Twilight had spent the night before taking care of Applejack. She was in bandages, but she was not permitted to run or fight with her back legs, but to fight with a weapon of some sorts in her mouth. If only Twilight had the nerve to stand up for the princesses, and fight the changlings.

3:23 A.M....

    Rainbow Dash woke up, her mane was irritating, and  a pile of her rainbow mane had been cut off, and thrown onto the floor next to her bed that had been thrown together in the castle.

She scratched her mane constantly,  stared at the strands of hair on the fluffy red carpet in the room, then  shook her tail to see if she happened to be shedding. Just to make sure, she bit on some hair covering her eye, and pulled it. Not a strand of hair had fallen, but had been cut off by the looks of it.

The wind began to blow the clumps of hair down the hall. Rainbow Dash's door was open, a silhouette stood at the other end of the hall, and it shook. It gathered the scattered hair, and ran into another hall way, the hall way that led to the room Fluttershy was sleeping so peacfully in.

Rainbow Dash got out of her bed, grabbed little strands of her hair on the carpet, then ran after the figure. Her hooves quickly stopped in front of Fluttershy's room. The silhouette had put a hood on, and was watching Fluttershy sleep. The shy pony yawned, rolled over, and saw the creature with the hood staring down at her. She was about to scream, in till it took a pair of scissors out of its pocket, and cut about five inches of her hair off.

The creature then ran out of the room, pushing Rainbow Dash to the wall, and heading towards Twilight and Pinkie Pie's room. The small hairs from Fluttershy and Rainbow Dash's mane began to fall out of the creature's jacket, creating a trail for Rainbow Dash. Fluttershy ran out of her room and chased the creature, grinding her perfectly white teeth, and growling.

Once more, the creature cut five inches of hair off of Twilight's and Pinkie Pie's mane. They got annoyed as well, went into the hall with the others, and the four of them prepared for the most dramatic hair trimming of all time . . . Rarity.

Applejack was to be calm, but to kick the creature in the chest with her two, strong back legs, and as much as Rarity cared deeply about her tail, perfectly curled to the touch, and delightfully soft, she would attack the creature with her back legs. Almost as strong as Applejack's but slightly weaker. This time, Rarity was stronger though, since Applejack's thy had been horribly cut.

Rainbow dash flew up to get a better view in till she hit the ceiling. Her head started throbbing, as Rarity came chasing the creature with a violet blue high heel shoe in her mouth. Applejack ran by her side, growling, as Rarity struggled to throw the shoe. The creature's hood fell off, as it ran out onto the castle balcony. Some hair fell out of its pocket, right as it jumped. Fluttershy flew over the edge, and watched it land on its hooves.

"Night . . ."

Twilight turned around with everybody else, and headed down to the living room, to stare into the flames in the fireplace . . .

Morning . . .

   Rarity threw on her designer  scarf with little gems encrusted in, making a beautiful pattern that described her perfectly. She combed her hair completely straight, and curled it on the very tip of every single strand of hair.  She threw a bright red beret from her visit to France on her stylish hair, covering her glittery white horn, then she put on a delightful masquerade mask, feathers used as eyelashes.

She put on a black and white striped dress, and a white bow to compliment her hair.

Rainbow Dash slowly walked into the room, growling, and grabbing Rarity but the tip of her dress. Rainbow Dash was ashamed for her dress wasn't cool. Twilight and Fluttershy complimented her midnight blue dress, with gold and apple green circles placed in a pattern.

She had Twilight help her put on the best mask. It had a shiny gold outline, blue on the inside, and a bouquet of grey and black feathers placed on top.

The ponies all matched, but all with a different batch of colors.

"Ok guys. Remember, we're not going to the masquerade to party. Queen Crysalis warned us about how she'll be there. She'll be wearing a mask, but even though she'll be pretending to be another pony, her magic is green. We just need to get her to do a spell."

Millicent told the ponies, and quickly put her red wool mask.

"Can't we just do one of your stupid spells and boom! We're there? It's hard enough standing in this pig nest you call a dress. Just imagine walking in this thing in front of everyone in Equestria. Sure, Rarity can survive, but me in front of the Wounder Bolts! Please . . . ."

Rainbow Dash begged.

"Fine, but it doesn't really count as completing the mission. But if you really need to, alright. Your wearing a mask anyways . . ." Millicent stared at Rainbow Dash, stomped her hove on the ground viciously, and struggled to do a teleportation spell. Her magic was a violent red, and quickly teleported the ponies outside the masquerade building.

     Millicent's wings twitched once she faced the marvelous building. A large ice swan statue stood before her. Its carved eyes turned green like her sister's eyes. The changling  growled at the statue, but at once, the green lights faded, and a beam of green light flew through the building.

Pebbles crunched underneath her dark blue shoes, as Rainbow Dash fixed her mask, and ran into the crowd of ponies, trying to hide herself. Rarity used her magic to see through the crowd. Not a green light in site. The only thing she saw was a handsome light orange horse. He had a short black mane, and a needle for a cutie mark.

Rarity  sighed, stopped using her magic, then busted through the crowd, looking for Queen Crysalis.

Twilight slowly walked around, looking for green eyes. She saw many of them, but only one pair that were bright green. The only problem was that the two ponies that stood in front of her, were twins. One with a red mane, the other with a blue.

Rainbow Dash flew above everyone. Her mask started to slip off, which made her loose her speed. She saw Spitfire from a distance, outside on the building's terrace, talking to Soarin. She slowly flew down, got a better view and put her sharp ear up against the wall to hear the problem.

"I can't believe that silly Rainbow thing hasn't noticed that we're the only ones with eyes that glow like the sun."

'Spitfire' grabbed her cup of green tea, and took a few sips, as Soarin slammed the glass cup off the terrace.

"Its not the time for drinking silly tea! We're changlings. We deserve much better. Together, those ponies don't stand a chance. The other changlings have been horribly injured by . . . someone. Its us against ponies. For now, we'll have the other changlings be 'injured', and when we attack at dawn, the clan will attack Applejack first, I mean, she doesn't stand a chance with her legs horribly injured. Then its Fluttershy. She doesn't stand a chance without accidentally falling off a cliff. As for Rarity, easy. She wouldn't dare to get her tail messed up. Next Pinkie Pie, she'll just laugh in the middle of a kill. Then Rainbow Dash after we cut her wing, then Twilight. We'll simply transfer all of her magic to you, then shes powerless, and you can destroy her in the end."

The changling minion laughed horribly with an english accent.

"I suppose your right." Queen Crysalis agreed, as Rainbow Dash stopped listening and ran to Millicent.

"Millicent! I saw her! Queen Crysalis is pretending to be Spitfire, and her idiotic changling minion is trying to be Soarin! Get the other ponies. They said they'll attack at dawn . . ."

Rainbow Dash told Millicent, catching her breath.

"No . . . It can't be. She never attacks at dawn . . . Her attacks are always in the changling world. No time, to aging . . . Its like Discord is . . . Discord . . ." Millicent stood confused, as she looked around, fixing her mask.

Me and your amazing sister have decided to reunite. We used too work together all the time, in till princess Celestia caught me and turned me into a statue. Now is our chance. So be warned you infant . . . I'm going to destroy you for what you did. And I won't stop. Even if those ponies are fourced to change me to a nice, kind, soul. I'm Discord. I may be nice now, but when I'm with Queen Crysalis, lock your foolish doors . . . .

Millicent's eyes turned red, as she remembered what Discord had said one night . . . And she knew, who the bandit was that snuck into the castle . . .

"DISCORD!" Millicent charged through the ponies, aiming for Queen Crysalis morphed into Spitfire. She head butted the monster with her horn, which made the ponies gasp, thinking Millicent had hit the one and only Spitfire. The imposter changed back to her normal self, the disgrace named Queen Crysalis.

Rarity stared at the action, as the handsome pony winked at her, and made the beauty flattered. She ran to help Millicent and Rainbow Dash, same with Fluttershy, Pinkie Pie, Applejack, and Twilight.

"I know about you and Discord you devilish excuse of a queen. I know your revenge on me and the ponies, but that's no excuse to take over him! Fluttershy turned him good. I turned him good before you made him think princess Celestia turned him to stone. And because of that a whole decade has been ruined. Just like mom . . ."

Millicent smirked, as queen Crysalis growled, backed up, and shot a beam of green light at Millicent's neck.

"Discord isn't just a monster . . . He's a weapon. I know were you'll be going, were you'll stay, and I know every . . . single . . . thing your doing. So just watch your back silly little sister . . . I'll be back."

Queen Crysalis growled, flying away quickly with her changling, as the ponies walked away throwing they're masks off, and preparing to travel to the Crystal Empire.

Runaway

At The Castle

Rainbow Dash quickly tore her masquerade outfit off, and threw it in her room. The mask's feather continued to fall off, landing on her wings, and making her sneeze. At the masquerade, the mask was completely fine, in till Queen Crysalis left with her minion. The feathers wouldn't come off, and it seemed to Rainbow Dash that they were glued on.

She had Twilight come in to inspect the mysterious allergy she had obtained in less than a minute.

"Yep . . . The feathers have been cursed. A magic gluing spell has been cast on them. Queen Crysalis probably caused it after she left the party. There's no time to get them off now. It'll take hours."

Twilight inspected Rainbow Dash's wing, while Rarity wrapped one of the wings with her best red scarf.

"But I'm allergic to the feathers!" Rainbow Dash complained, stomping her hove on the ground.

Twilight rolled her eyes, and plucked a black feather off her wing. Rainbow Dash screeched in pain, as Twilight smelled it, and threw it out the window.

"Your not allergic. Its an illusion created by Crysalis." Millicent walked into the room,  sneezing.

Rainbow Dash rolled her eyes, shook her wing, and whimpered.

"Crysalis always does this joke. To trick her enemy into thinking they're sick. And its not glue. Its an illusion as well. Just bite it, and pull it. Believe me, and you'll be smelling the air better than a bear . . ."

Millicent slowly walked out, as Rainbow Dash looked at her wing, flapped it a little, then bit the tip of a black feather, and pulled.

This feather escaped the room, floating outside, as Twilight helped Rainbow Dash pluck the other feathers. Applejack, Pinkie Pie, and Fluttershy came walking in the room. They were all packed for the trip to Crystal Empire to have Shinning Armor and Cadence tell them were to go.

"Come on guys! We need to hurry! All the ponies think Millicent punctured the real Spitfire's throat. Its an angry mob out there!" Applejack said with her accent, and walked over to the window, pointing at the mob of ponies heading towards the castle.

"Hold your horses!" Rainbow Dash yelled, plucking the last feather off her wing.

The ponies quickly ran down the stairs, and headed to the back door with Millicent. The land ponies banged on the front door. The pegasus ponies looked through the up stairs windows, and the unicorn ponies used a special spell to see through the walls.

Millicent quickly opened the back door, and the ponies fled.

They threw a hood of they're choice on, and quickly ran down the hills off Canterlot.

Steep Hills Continue

Fluttershy shivered at the fact that Discord was apart of Queen Crysalis's plan. Fluttershy's hooves started to hurt, as Rarity passed her, and ran up to Millicent. The ponies were about 2 miles away from the castle, and Rainbow Dash's wings started to ache. She had been flying the whole way, and was forbidden to fly up ahead and wait for the others.

Millicent's horn started to get shorter and shorter. No one had noticed, but the poor Changling's head began hurting as she had been stabbed.

Twilight used her gem finding spell to see if there was a path created by someone.

Rarity helped her by checking as well.

Applejack limped, and Pinkie Pie was frightened. She couldn't find the courage to laugh at the moment, since she saw bright green eyes in the forest to the right of the ponies.

"Me and Rarity can't find a trail of gems. We can't even find a broken one. By the looks of it, it seems like its getting dark . . ." Twilight continued to search for gems, and Fluttershy dug up some flowers.

"Um . . . Fluttershy. What are you doing?" Millicent asked, laughing, as Rainbow Dash looked around for some mushrooms next to her.

"There's a trail of roses that lead somewhere around here. I've been picking them, but they all keep turning blue, so I drop them."

Fluttershy pointed to a blue rose that she stomped on. Rainbow Dash flew towards it, smelled it, and quickly flew away, as Millicent walked up, and investigated it.

"Its been cursed by Crysalis. Don't touch another one, got it?"

Millicent growled, as she followed Twilight to a cave.

Fluttershy whimpered, and followed the rest into the cave to sleep.

Applejack made a cozy little corner for her to sleep in. She covered the hard rock ground with large leaves, creating a sheet, then she got some cotton from a tree outside the cave, and created a large pillow and blanket.

She quickly fell asleep, as Twilight followed her lead, and created everyone else cotton beds.

Pinkie Pie flipped her hood off, as she felt her mane, and noticed it had grown back. She also noticed that Twilight and Fluttershy's had grown back as well.

Rarity walked out of the cave to wash her hair in a pond near by. It was only a few feet away, so Millicent didn't worry about her, and waited in the cave.

Twilight fell asleep after Fluttershy.

"Were is that stupid pond?" Rarity flipped her mane, growling, as she stepping in some green water. She shook it off, looked down, and noticed she was in the pond.

She got her mane wet, brushed it with a comb she took from the castle bathroom, then smiled.

Her foot got caught in a pile of grass, as the water turned completely red, creating a picture of the pony she saw at the masquerade.

She ate through the grass, and quickly ran back into the cave. She was shivering, her hair washed, and her hooves covered in water.

"Rarity, what happened!?" Millicent cleaned the water off Rarity's hooves with some cotton, then asked.

Rarity shivered.

"I went to the pond, and noticed I was stepping it in. So I quickly washed my hair, then my foot got trapped in some weird grass. The water turned completely red, and I saw some pony that was at the masquerade."

Rarity walked to her bed, got comfortable, and slowly fell asleep, as Millicent gasped, and slept on the cold ground.

Cursling

"Ugh! I just can't take it anymore. What did the changling do to the water? The roses, why'd she cut our hair. Spells make since."

Rarity continued to think all through out her slumber. Her shiny hooves started to get hard, and hurt ever since she had stepped in the pond. Her lavender hair had been getting darker, and soon a strip or two started to turn indigo.

The pony's heart had been crushed after she had seen that boy.

Her hair was getting darker, yet lighter, and her hooves began to hurt.

Rarity awoke from her terrible nightmare. She was in horrible shape, and Twilight had inspected her many times. She finally called Millicent over to state the results.

"Sadly . . . It is not a sickness. It is a curse . . . Crysalis will do anything to be in the top and to defeat all that may have a possible chance of beating her. Rarity is your strongest player when she gets mad or annoyed. This curse wasn't caused by Crysalis though . . . It was caused by a cursling. I tell you more on the trip to the Grey Road, but right now, we need to get going."

Millicent placed a hove on Rarity's shoulder slowly.

"How can I even think about the horror! My hair is ruined!" Rarity whined in front of Twilight.

"Rarity. Its your own fault for wandering off alone at night! It might be for the best. I'm not sure yet, but we need to focus! Now, go search for some food with Rainbow Dash. We're heading off today! And don't stop to mess with your mane!" Twilight yelled sternly, as Rainbow Dash bit the tip of Rarity's tail, and dragged her out of the cave.

Darkness Occurs

Rainbow Dash continued to drag Rarity away from the cave, in till they reached a large, rare purple leafed bush. All the berries were in the heart of the bush, and it would take days to cut the bush in half, without an axe. Rainbow Dash gnawed at  the bottom of the branch, leaving Rarity to stick her head in the dirty bush, and grab the berries. Rarity's hair got darker and darker, but it started to grow longer. Rarity whined, but continued to grab the berries, as she turned over to the dark forest behind them.

"Whats so special about these berries anyway?" Rarity asked Rainbow Dash.

"I the fifth Daring Doo book, they mention these berries. Aparently, one mouse bite could last you a whole day, and they never rot. They even grow in the winter, but they're so hard to find because they're trapped inside the heart. The thickest branch. Known to be one foot long. There's five other branches. They have the same ability, but you haft to eat the whole thing, or else it'll cause a radioactive chemical to kill you." Rarity stared at Rainbow Dash, and laughed.

"Whatever . . . But I'm gonna go find some strawberries." Rarity skipped away, and found herself in the dark forest. But how? She had only taken 5 steps, and the estimated amout of feet was a hundred. Rarity looked around, and saw a mirror in a small pond. She walked over to it, looked down, and noticed it was the same pond from the night before.

She shivered, then stopped. She looked up at the mirror, and saw a horrible creature . . . herself. She saw her unicorn self as the changling queen. She gasped, backed up, but suddenly, the pond appeared behind her. It was as if the forest was changing, and each step she took triggered a reaction in the ground, causing her to spawn somewhere else.

Rarity started running. She couldn't escape, but before she could stop, the ground moved, and she landed back in the pond. This time the pond was green, blue, and black. She turned around, away from the entrance, started running, and found herself a step away from the outside of the forest.

Rarity jumped out the forest, and saw the gang running towards her. Twilight hugged them, as well as Fluttershy and Applejack.

"What happened?" Twilight asked.

"I started walking towards this forest. Then suddenly, I was inside the forest. I walked towards this mirror. Then I was in the water randomly. It was the pond from last night. Then I walked out of the pond, and the ground kept changing somehow. Everytime I ran towards the exit, I landed farther from the exit. So I ran deeper in the woods in till I was on the edge of the exit. So I jumped out, and that's when you arrived." Rarity shivered.

"Wow. Little pritty is smart after all." The ponies jumped, and turned around. It was Millicent's sister, Crysalis. "I suppose you seven or whatever are wondering what I'm doing here. Well, I came to tell you an important message." Crysalis stomped, and the large trees in the woods started shaking.

"Crysalis! You promised to never do this again, after what happened to mother!" Millicent bit Crysalis's horn, and pulled.

"It's not my fault my spell went terribly wrong! You got in the way you . . . you . . ." Crysalis stopped moving. She smirked, turned towards the woods, and one word came out of her mouth. "Run . . ."

Millicent growled at her, then used her magic, to teleport the ponies to the cave. Her magic failed horribly, and the ponies spawned about four feet away from queen Crysalis.

The woods started to shake even more, and a flock of changlings charged at the ponies . . .