Rise of the Dark Queen

by Black Kyurem

Rating: everyone
Tags: Discord, My Little Pony: Friendship is Magic, Sad, Main 6, Spike, Cutie Mark Crusaders, Angel, Adventure
Length: 12434

The Cutie Mark Crusaders are framed for an accident and Fluttershy mysteriously vanishes after escorting them to Applewood.

The Cutie Mark Crusaders are framed for a terrible accident, leading to them getting chased out of Ponyville and subsequently exiled. Only Fluttershy believes that the Cutie Mark Crusaders are innocent and travels with them to keep them safe. While out of Ponyville, the Cutie Mark Crusaders hear of a chance to acquire special kinds of cutie marks known as 'legendary marks' and set out to Applewood to start their new lives. Their debut film, Mares in Black, becomes a box office smash success, and that's when their older sisters and Rainbow Dash find out what happened to the Cutie Mark Crusaders, who refuse to return to Ponyville. To make matters worse, Fluttershy has disappeared! Will Applejack, Rarity, and Rainbow ever be able to win back their little sisters again?

Songs
C.M.C.F.F.
Mares in Black

Published 2013-11-03 04:00:06 UTC
Last updated 2013-11-03 04:00:06 UTC

Chapter 1: Who Framed the Cutie Mark Crusaders

Chapter 1: Who Framed the Cutie Mark Crusaders

"Ah can't believe this!" cried Apple Bloom, looking back at the dozens of ponies shaking their hooves at the Cutie Mark Crusaders like angry mobs.

"It's not fair!" sobbed Sweetie Belle. "Somepony is out to get us!"

"And it's all because we don't have our cutie marks," snarled Scootaloo.

"What are we gonna do?" asked Sweetie Belle, her voice now shaking with fear.

"We've been chased out of Ponyville and we got nowhere to go!" Apple Bloom added on. "Even our own sisters hate us!"

"I can't believe I was wrong to look up to Rainbow Dash," pouted Scootaloo. "She's such a jerk for not believing us." They all sighed.

"To think," murmured Apple Bloom. "Our day was goin' so well too..."

Apple Bloom woke up with a smile on her face. Would today be the lucky day that she and her friends earn their cutie marks? Even if it wasn't, every day they got together and had a blast with each other was what really counted. And today was a bright summer day, a whole free day to hang out with her friends. Apple Bloom charged out of her house and galloped her way across Sweet Apple Acres to meet up with Sweetie Belle and Scootaloo for another day of crusading. At the same time, Sweetie Belle left her home and into the heart of Ponyville. Scootaloo was already on her scooter, kick-starting her day, and soon the three Cutie Mark Crusaders met up with each other.

"Good morning," they all said to each other at once.

"So, what's it gonna be today?" asked Apple Bloom.

"Will this be the day?" said Scootaloo eagerly. "Will we finally earn our cutie marks?"

"What are we waiting for?" said Sweetie Belle. "Let's get started!" And she began to sing about their plans.

Wake up with the sun, it's a brand new day
We know what we're gonna do today
Though we have a lot of possibilities
We're all going for the very same thing

Apple Bloom and Scootaloo joined in for the chorus.

We all wanna get our cutie marks today
It's summer, so let's get going right away
We don't know how we'll do it, but we're sticking together
Cause we're Cutie Mark Crusaders, friends forever

C - M - C - F - F
Cutie Mark Crusaders, friends forever
C - M - C - F - F
We're Cutie Mark Crusaders, friends forever
Friends forever
Friends forever

Yay!

Meanwhile, at Fluttershy's cottage, Fluttershy had prepared a lovely salad for her pet bunny Angel, except that he was nowhere around for some reason.

"Oh dear," murmured Fluttershy. "It's not like Angel to be late for his mealtime. And I worked so hard to make his favorite dish too. I just hope he appreciates it."

The three Cutie Mark Crusaders walked towards the edge of the Everfree Forest, still deciding on the best possible way to obtain their cutie marks.

"So... why are we headed for the Everfree Forest?" asked a slightly nervous Sweetie Belle.

"Well," replied Apple Bloom. "Ah was thinkin' we could ask mah friend Zecora fer advice."

"I doubt she's gonna be of any help," said Scootaloo. "That Heart's Desire overdid it for you, Apple Bloom."

"That was mah fault," said Apple Bloom. "Ah didn't take directions very well. Ah still think Zecora oughta know somethin'."

"Oh? Besides just telling us to be patient?" sneered Scootaloo sarcastically. "For how long? A thousand years?!"

"Why are you acting this way?" asked Sweetie Belle. "I thought you were crazy about getting our cutie marks just a minute ago."

"Well, everypony's been telling us the same thing," answered Scootaloo. "Be patient, wait it out, keep practicing things you're good at... All kinds of stuff that doesn't make any sense. But we've tried practically everything and still no luck!"

"But that's why ah thought Zecora might be of some help," insisted Apple Bloom. While they were talking, pairs of gleaming yellow eyes from the woods spied them and soon their hungry growls were heard by the three young fillies.

"Uh... what was that?" said Sweetie Belle, trembling.

"That sound..." said Apple Bloom. "Ah have a bad feelin' about this... 'cause ah think ah know..." Apple Bloom was correct because at that moment, a pack of vicious Timberwolves ambled out of the woods and growled at their sighted prey. "Timberwolves!" gasped Apple Bloom in horror. The Cutie Mark Crusaders screamed and in a panic ran back to Ponyville with the Timberwolves chasing them.

Back at Fluttershy's cottage, Angel finally showed up, but he seemed to be spooked.

"Oh, there you are, Angel," said Fluttershy, relieved that Angel had come back, but Angel frantically tried to get Fluttershy to noticed whatever it was that spooked him. "Oh? Wh-what it is, dear?" So Fluttershy stepped out of her cottage and gasped in fright. She saw the Cutie Mark Crusaders running for their lives in the direction of Ponyville with the pack of Timberwolves chasing them! "Oh no! Timberwolves! And they're headed for Ponyville!" When the three fillies started running through the streets of Ponyville, they started screaming for help, as the Timberwolves hadn't let up an inch.

"Somepony help us!" screamed Sweetie Belle. But the townspeople of Ponyville went into a full panic seeing the relentless Timberwolves rumbling straight into their peaceful town and started running amok frantically. Eventually, the Timberwolves split up and started wreaking havoc all over Ponyville. They tore at the gardens of Daisy, Lily Valley, and Roseluck. They sacked grocery stands. And some even took off in the direction towards Sweet Apple Acres, though Apple Bloom was also headed in that direction first.

"Applejack!" cried Apple Bloom, who bolted to the farm. "Help!" Applejack was quick to respond and of course saw the few Timberwolves headed their way.

"Holy tarnation!" said Applejack. But before she could take action, the loud eardrum-splitting sound of clanging pots was heard, startling the Timberwolves.

"Begone, killer varmints!" It was Granny Smith to the rescue! "It's nowhere near the time of the zap apple harvest! So stay away from mah farm!" Granny Smith kept banging her pan on a cooking pot, eventually frightening away the Timberwolves.

"Ya alright, sugarcube?" asked Applejack, hugging Apple Bloom tight.

"Ah'm fine," said a nerve-wracked Apple Bloom. "But... mah friends..."

"What about them? What happened?"

"Those Timberwolves chased us into Ponyville, and..."

"Timberwolves are in Ponyville?!" A look of terror crossed Applejack's face, but she thought fast. "Big Mac! Get Granny Smith! Pull that wagon! Granny, go fer a ride with Big Mac and get rid of those Timberwolves! Pronto!" The Apple family moved fast. Big Macintosh strapped up to a wagon carrying Granny Smith and her pot and pan in it and rode into Ponyville ready for action.

Back in Ponyville, Twilight Sparkle and Spike saw the Timberwolves attacking the town from her library home and were horrified.

"We gotta do something, Twilight!" said Spike. But just then, they heard the sound of a pot banging on a pan. It was Big Mac and Granny Smith. Big Mac was riding through Ponyville as Granny Smith used her pan to whack her pot and the resulting sound was enough to drive away all of the Timberwolves back into the forest. After the fiasco, Twilight and Applejack started to inspect the damage done by the Timberwolves. Thankfully, not a single pony got hurt, but tons of property was devastated. The Cutie Mark Crusaders also looked glum.

"Oh my goodness!" said Fluttershy, having flown into Ponyville. She then embraced the three fillies. "My sweet little angels. Are you all right?"

"Yeah," said Scootaloo. "We're fine, Fluttershy. You don't have to be so mushy." Apple Bloom then cautiously approached Applejack.

"Uh... Applejack?" she said. Applejack turned around with a cold gleam of anger in her eyes, as did Twilight. This frightened the three young fillies and Fluttershy, as they did not know why this was. Soon, every denizen in Ponyville were casting angry glares at the Cutie Mark Crusaders, including their own sisters and Rainbow Dash. It was obvious that they were in big trouble, but for what reason they knew not.

Chapter 2: Legendary Mark Crusaders

Chapter 2: Legendary Mark Crusaders

"Young mare," snarled Applejack. "What in the blazes were you three doin'?!"

"We were just on our way to see Zecora hopin' to get some advice on how to get our cutie marks," replied Apple Bloom, nervous from being under the cold glare of her elder sister's angry face.

"And what did ah tell y'all about goin' near the Everfree Forest?! You brought those Timberwolves straight into Ponyville! Look at all the damage they did!" No one in Ponyville looked too happy with the Cutie Mark Crusaders, believing them to have led the Timberwolves out of their territory.

"If you wanted to go see Zecora, you should have asked to bring along an adult for supervision," said Twilight.

"But those Timberwolves were lyin' in wait right there," insisted Apple Bloom. "It probably wouldn't have mattered."

"Applejack," said Fluttershy in her usual soft-spoken voice. "I'm sure it wasn't their fault."

"How can you say that?" said Applejack. "You know Timberwolves don't just come barrelin' into Ponyville fer no reason. Somethin' drew them out. And these three fillies were right near the forest outskirts. It all adds up."

"Ah wouldn't go thinkin' like that if ah were you, Applejack," said Granny Smith. "It's true that Timberwolves don't just decide on goin' to Ponyville to prey, but they don't exactly hang around the outskirts waitin' fer unfortunate trespassers. Why, if this were true, ain't no one would even be able to set foot in the Everfree Forest, not even to see Zecora for a cup o' tea."

"Well, who else could have possibly agitated those Timberwolves?"

"Ah don't know, but ah reckon fillies would never have the guts to stand up to a Timberwolf and drive it berserk and certainly not li'l Apple Bloom!"

"Are you kidding me?!" snarled Rainbow Dash. "We all know just how much trouble this threesome has been getting themselves into! They probably wanted their cutie marks for teasing a Timberwolf or something. Cutie Mark Crusaders, Timberwolf Teasers." Scootaloo was aghast that her hero, Rainbow Dash, would think ill of them and assume they were nothing but troublemakers.

"Dashie, how could you?!" said Fluttershy, raising her voice. "These sweet little angels... they'd never..."

"How do you know, Flutters?" asked Dash. "You babysat for them once and I heard they caused you trouble then."

"That was before I got it sorted out."

"Just face it, Fluttershy," said Rarity. "Sweetie Belle and her friends have done nothing but cause us trouble since they formed their little society. And I think we've been too easy on them and they took advantage of that." Sweetie Belle gasped in horror. She couldn't believe her ears! Her own big sister was against her for what could be an easy flat-out lie!

"You're making a mistake, Rarity," insisted Fluttershy. "I say the Cutie Mark Crusaders are innocent and that this was all an unfortunate mistake. So, um... who's with me?"

"Ah second that, Fluttershy!" said Granny Smith. "Now who else dares to blame my grandchild and her friends?" Suddenly, a tomato struck Apple Bloom in the face, splattering all over. It was Spike who had thrown the tomato.

"We've been too nice to you long enough!" he said.

"Why don't you three stooges just go away?!" shouted Amethyst Star. She and Golden Harvest were both holding tomatoes and they threw them, hitting Sweetie Belle and Scootaloo in the face. Normally, Applejack and Rarity probably would have acted against this, but everyone in Ponyville, save Fluttershy and Granny Smith, were just so furious that they refused to take any other excuses nor did they feel sorry.

"Go take your antics somewhere else!" shouted Golden Harvest. Soon, the three fillies were on the run, having mud, tomatoes, and sticks being thrown at them. Even Big Macintosh was assaulting them! There was no time for them to explain, so they took off for Ponyville's nearest exit. While the Cutie Mark Crusaders were getting mobbed, Fluttershy and Granny Smith started up a heating argument with their friends.

"This is wrong!" snarled Fluttershy.

"Fluttershy, how can you side with them?!" demanded Twilight. "Do have any idea what they've done to us in the past?! And after we forgave them, they go and do this! They're just taking advantage of us!"

"There's no way it could have been them," insisted Fluttershy.

"You know," said Rainbow. "If this is how things are, then maybe you should just go and hang out with them instead of us. You're just being too kind." Rainbow's words stung Fluttershy hard and brought tears to her eyes, but she faced Rainbow defiantly.

"Well... maybe..." she rebuffed. "Maybe... if you insist on blaming those innocent fillies without any proof... then... maybe... you're not really my friends!" Rainbow gasped as Fluttershy ran off in tears.

"Applejack," said a sour Granny Smith. "You're gonna be seriously regrettin' this, young mare. You too, Big Mac. Why if y'all were younger, you'd be in very big trouble. That was your little sister you rained down on. Ah hope yer happy, cuz until this whole mess blows over and you come to yer senses, ah ain't speakin' to either of you! Now git back to the farm and haul yer butts to work!" Applejack and Big Macintosh did as they told and they didn't receive one kindly eye from Granny Smith.

"Ah can't believe this!" cried Apple Bloom, looking back at the dozens of ponies shaking their hooves at the Cutie Mark Crusaders like angry mobs.

"It's not fair!" sobbed Sweetie Belle. "Somepony is out to get us!"

"And it's all because we don't have our cutie marks," snarled Scootaloo.

"What are we gonna do?" asked Sweetie Belle, her voice now shaking with fear.

"We've been chased out of Ponyville and we got nowhere to go!" Apple Bloom added on. "Even our own sisters hate us!"

"I can't believe I was wrong to look up to Rainbow Dash," pouted Scootaloo. "She's such a jerk for not believing us." They all sighed.

"To think," murmured Apple Bloom. "Our day was goin' so well too..."

"Girls!" Fluttershy called out to the fillies and caught up to them.

"Fluttershy!" said Sweetie Belle. "Thanks for believing us."

"Of course I do," said Fluttershy. "I just couldn't believe Ponyville was acting so irrational."

"Well," said Scootaloo. "We can't go back to Ponyville now."

"But where will we go?" asked a worried Sweetie Belle. That's when Apple Bloom noticed a billboard sign out of the corner of her eye.

"Hey, y'all!" she said to the others. "Over there!" So Fluttershy and the Cutie Mark Crusaders read the bulletin.

LEGENDARY MARKS
Everypony earns their cutie mark, which represents their destinies, but what if a cutie mark could earn a special pony?

That's right! Somewhere in Equestria, there are three unique cutie marks different from the others, known as 'legendary marks', waiting for the right pony to acquire them. Do you have what it takes to be one of three lucky ponies? Come to Applewood, home of our movie studios and become a movie star! By discovering your acting talents, you will be led to branch out and solve many different challenges in real life through special training, and perhaps a legendary mark will seek you! Be the envy of all other ponies and earn a legendary mark today!

Fluttershy was surprised at this odd bit of info, but as for the Cutie Mark Crusaders, their eyes lit up. They believed that a golden opportunity had come at last!

"Three special cutie marks!" exclaimed Apple Bloom.

"Oh my gosh!" cried Sweetie Belle. "What if we could be those three lucky ponies?"

"What are we waiting for?!" said Scootaloo with excitement. "Let's go to Applewood right now! From this day forward, we won't just be Cutie Mark Crusaders! We will be..."

"Legendary Mark Crusaders!" they all said at once.

"Um, girls?" said Fluttershy, as they started to go. "You don't find this a bit... strange? It just... doesn't sound... right... You know... three marks... three of you... Doesn't it sound... Girls?" Fluttershy then started to trot after them. "Um... okay. I'll come too."

Chapter 3: The Last Temptation of Fluttershy

Chapter 3: The Last Temptation of Fluttershy

Fluttershy and the Cutie Mark Crusaders were soon on board a train headed for Las Pegasus, the closest stop to Applewood. As they sat at a dining table, Fluttershy began to ponder on words that Rainbow Dash said to her earlier.

"You're just being too kind." Was Rainbow Dash right? thought Fluttershy. Is there really such a thing as being... too nice? The very idea of that alone sent a chill through her body. Had other ponies taken advantage of her because of her unlimited kindness? Did even her closest friends take advantage of her too? No, that couldn't be... Could it?

"Hey, Fluttershy," said Apple Bloom, noticing that Fluttershy had spaced out. "Fluttershy? Are you okay?" Fluttershy then came to her senses and shook her thoughts out of her head.

"Oh, yes," Fluttershy replied. "I'm fine. Thanks for asking, sweetie." But something then came back to haunt her. She suddenly remembered that some ponies in Ponyville had in fact taken full advantage of her because of her kindness, shyness, and generally quiet behavior. Even her own pet bunny Angel would always treat her like a doormat because of it. But she also remembered that when she tried to do something about it, she took things a shade too far and hurt her friends Pinkie Pie and Rarity. What am I supposed to do? Fluttershy asked herself.

Suddenly, everything around Fluttershy darkened in the blink of an eye and she heard a voice inside her head, which sounded like her being sinister and cruel.

"The world is cruel, Fluttershy," said the voice. "And you know it."

"Who's there?" asked Fluttershy, trembling. "Wait... are you inside my head?"

"Yes, yes I am," said the voice. "In fact, I am you. I am your thoughts."

"But I... Why would I even think of being nasty and spiteful?"

"You have a good reason, yes? This is a world where you can't win. You are shunned and feared when you become a beast and yet when you're nice, everypony takes advantage of you and pushes you around. They treat you like nothing and when you rebuff, you only scare them. Don't you see, Fluttershy? Life as you know it is never fair. Nopony is meant to care for others. Everypony only looks out... for themselves. It's sad, but true."

"No... no...!" cried Fluttershy. "NOOOOOOOO!!!"

"Fluttershy!" called Sweetie Belle. Fluttershy found herself in a cold sweat still sitting at that dining table with the Cutie Mark Crusaders. She was breathing heavily.

"Are you all right, Fluttershy?" asked Sweetie Belle. "Did you have a bad dream?"

"I... I guess so," murmured Fluttershy. Now the three fillies looked somewhat worried, but it was not long before the train then arrived at Las Pegasus. Fluttershy then escorted the Cutie Mark Crusaders to Applewood safely.

"We're here!" exclaimed Scootaloo. "We're finally here in Applewood!"

"Look!" said Apple Bloom. "There's that sign again!" The fillies anxiously read the sign.

LEGENDARY MARKS
Everypony earns their cutie mark, which represents their destinies, but what if a cutie mark could earn a special pony?

Do you have what it takes to be one of three lucky ponies to earn a legendary mark? Take part in filming a movie, discover your inner acting talent and work hard to open your door to endless possibilities! Apply today! For more information, please consult with Director Q.

"Come on, girls!" declared Scootaloo. "We gotta find this Director Q and get signed up! This is our big chance!" Sweetie Belle and Scootaloo started looking around, while Apple Bloom looked back at Fluttershy.

"Hey, Fluttershy, are you comin'?" she asked.

"Oh, uh... No thank you," said Fluttershy. "I'm not brave enough for Applewood. "You girls go on ahead. I'll meet you at Las Pegasus." Apple Bloom then followed her friends, hoping to get their biggest moment in their lives, while Fluttershy proceeded to walk back to Las Pegasus. However, something caught her eye on the way back. Taking a closer look, she saw that something appeared to be half buried in a pile of sand. Carefully uncovering it, Fluttershy then gasped in horror, as this something was in fact the horn of the deceased King Sombra, former tyrant ruler of the Crystal Empire. And no sooner did Fluttershy accidentally expose it then it started hovering in the air, enshrouded in a dark aura. Too terrified to move, Fluttershy hunkered down and covered her eyes as a wave of darkness covered her up.

When Fluttershy opened her eyes, she once again found herself in a dark place like in her nightmare from before. This time, King Sombra's evil green eyes stared right into her very soul. Fluttershy started to go pale and white.

"Welcome, Fluttershy..." said the haunting voice from before that sounded like her.

"No..." squeaked Fluttershy. "Not you again. P-please leave me alone."

"Are you sure?" asked the voice. "In that case, do you wish to accept the hard reality of this world?"

"What do you mean?"

"Kindness is a blessing, yes, but at the same time, it's a curse. It is only something that others will take advantage of to get what they want. You were once tired of being pushed around, but your resolve led you to hurt your friends. Don't you think you've been in a no-win situation long enough?"

"I... I..."

"Do not be afraid," said the voice. "Soon, you will no longer be a third wheel and you'll finally gain all the respect you rightfully deserve!" Fluttershy's eyes turned lifeless and pale...

Chapter 4: Adventures in Applewood

Chapter 4: Adventures in Applewood

"Ah, welcome fillies!" said the unicorn Director Q himself upon the Cutie Mark Crusaders getting to meet him. Q was most handsomely dressed, as he had to look important being an apparently well-known movie director.

"Director Q, sir," said Apple Bloom. "We've come to try out for the three Legendary Marks."

"But of course!" said Director Q with a note of delight in his voice. "There's three of you and three Legendary Marks! What a perfect pair it would be! Pity if you were not fit to be worthy, but not to worry! I will see to it that here at Applewood, we will do all that we can to get you those Legendary Marks! After all, I have a good feeling about you three fillies." This got the three fillies totally excited.

"We're gonna be movie stars!" shrieked Scootaloo.

"And we're finally gonna get our cutie marks!" squealed Sweetie Belle.

"Cutie Mark Crusaders, movie stars!" they all cheered. It was not long before the three little fillies were taken to a room for filming. The scene was set to be performed using green screen and all that the Cutie Mark Crusaders had to do was follow the lines in the scripts they were given.

"All right then!" declared Director Q. "Quiet on the set! We're about to start the filming! Apple Bloom, Sweetie Belle, Scootaloo! You know your lines! Read the script and start performing when you're ready! And... action!!"

For the filming, the Cutie Mark Crusaders were dressed in small tuxedos and wore dark shades. Their parts in the scripts included talking to background ponies and interacting with them, some of them in green suits.

"What's the big secret?" asked Doctor Whooves, portraying a background pony by following lines of the film's script. "Ponies are smart. We can handle it."

"A pony is smart," said Apple Bloom, playing her part. "But ponies as a whole panic easily and y'all know it. Fifteen hundred years ago, ancient civilizations thought this planet was the center of the universe. Five hundred years ago, it was believed this world was flat and now you're sayin' we're alone on this here planet. Imagine what y'all will know tomorrow." For another scene, Apple Bloom and Scootaloo interacted with Sweetie Drops on the set.

"And... action!!" shouted Director Q. Apple Bloom held up a small, thin, capsule-shaped device for about a second and then put it away.

"All right, Bon Bon, there was no alien. The flash of light you saw in the sky was not a UFO. Swamp gas from a weather balloon was trapped in a thermal pocket and reflected the light from Venus."

"Wait a minute," protested Scootaloo, acting her part of course. "You just flash that thing, it erases her memory and you just make up a new one?"

"A standard issue neuralyzer," answered Apple Bloom.

"And that namby-pamby story's the best you can come up with?"

"On a more personal note, Bon Bon," continued Apple Bloom to Sweetie Drops, now still as a statue. "Lyra ran off with an old friend in Canterlot. You're gonna go stay in Ponyville for a couple o' nights. You're gonna get over it and decide you're better off." And for another scene, Sweetie Belle was addressing a group of background ponies, playing the parts of new recruits for a secret service.

"You'll dress only in attire specially sanctioned by MiB special services. You'll conform to the identity we give you, eat where we tell you, live where we tell you. From now on you'll have no identifying marks of any kind. You'll not stand out in any way. Your entire image is crafted to leave no lasting memory with anyone you encounter. You're a rumor, recognizable only as déjà vu and dismissed just as quickly. You don't exist. You were never even born. Anonymity is your name. Silence is your native tongue. You're no longer part of the System. You're above the System. Over it. Beyond it. We're 'them'. We're 'they'. We are the Mares in Black." Next up, Scootaloo was confronting Muffins, playing a role known as 'Perpy' for the film.

"What's up, Perpy?" asked Scootaloo.

"He's coming because I just don't know what went wrong," said Muffins. "And now he'll hurt me, too."

"Yeah, well you're just driving everypony crazy today, huh?"

"You don't understand. Equestria's gonna end." Muffins' a-wall eyes, rolled back and forth.

"What the hay are you?" Muffins scrambled to the edge of a building prop with a green mat down below. "Hey, watch that ledge," said Scootaloo. "Watch the ledge. Look, come on down and we'll get those eyes fixed. Don't even worry about it. Let me talk to you. Hey, hey!"

"Fix my eyes?!" shouted Muffins. "This world is so unclean! Aaaaaaaaah!" Muffins fell to the green mat below, landing softly. Another scene had Apple Bloom and Scootaloo confronting Lyra Heartstrings, portraying the main antagonist of the film. Lyra's acting included her making a very creepy and psychotic face.

"You're under arrest for violating sections 4153 of the Tyco Treaty," Apple Bloom said to Lyra.

"So hand over whatever galaxy you might be carrying, step away from the busted flank vehicle, and put your front hooves on your head!" said Scootaloo to Lyra. Soon, the filming was finished.

"Aaaand... cut!" shouted Director Q. "Great work, everypony! This film will be a box office smash success!" The Cutie Mark Crusaders gave each other hoof-bumps and then checked their flanks. To their disappointment, they had not yet acquired these legendary marks. "Be patient, my little ponies," said Director Q. "You'll get your legendary marks in time. After all, they're not legendary for nothing, so they are hard to earn. Come back tomorrow and we'll do more amazing filming!"

"Well, that was fun, at least," said Apple Bloom.

"Yeah, I've never felt so free in all my life!" said Sweetie Belle.

"And... we've waited this long for our cutie marks," said Scootaloo. "What's another film day or two?"

"Legendary Mark Crusaders!" they all shouted at once. The three fillies were then escorted to their room. Director Q watched them and smirked.

"Heh heh heh..." He laughed to himself. "Everything is just as I had hoped..."

Chapter 5: Mares in Black

Chapter 5: Mares in Black

Something felt amiss to Applejack and Rarity when they woke up one morning in Ponyville. For Applejack, she felt a sudden pain in her gut and rushed to Apple Bloom's room. Her little sister was not in her bed. She wasn't anywhere at Sweet Apple Acres. Applejack then remembered that she had been exiled from Ponyville along with Sweetie Belle and Scootaloo thanks to her and the rest of the town. Meanwhile, Sweetie Belle's parents had wept, for the town had foolishly taken their precious Sweetie Belle away from them over an accident that she and her friends might not have committed at all. But Rainbow Dash felt nothing in particular, probably because Scootaloo wasn't her real sister at all.

It was a day like any other for Twilight Sparkle, as she was out doing her daily errands. But out of the corner of her eye, she noticed the rich fillies Diamond Tiara and Silver Spoon immensely enjoying themselves.

"A sleepover at your place!" said Silver Spoon and Diamond Tiara. "I'll be there! We'll have a blast!" Twilight just shook her head. She remembered how much the rich fillies always bothered the Cutie Mark Crusaders and had even gotten them into loads of trouble before, but being somewhat of a skeptic, she believed it best not to even suspect the rich fillies of being behind anything.

"Twilight! Twilight!!" Just then, her friend Pinkie Pie came happily bouncing to her. "We should totally go to the movies tonight! I hear they got a brand new blockbuster hit!"

"Oh, really?" said Twilight. "What's it called?"

"It's called Mares in Black! It's about three young fillies who join a secret service to fight intergalactic crime and save Equestria! Come on, Twilight! It's gonna be great!" Twilight, however, got suspicious of this, so that evening, she decided to accompany Pinkie to the movies. Applejack, Rarity, and Rainbow Dash also decided to attend, possibly as a means to take some stuff off their mind and relax.

"Ah don't know why," said Applejack to her fashionista friend Rarity. "But some part of me might be feelin' a little guilty. Rarity, how does it feel to wake up one mornin' and realize your sister ain't with ya?"

"Oh, darling, I wouldn't know," answered Rarity. "Sweetie Belle doesn't even live with me anyway. But I must say my parents totally lashed out at me for exiling my sister like that."

"Yeh," said Applejack. "Granny Smith is furious at me as well as Big Mac. Ya think... maybe we were too hard on them?"

"That's what we like to think," said Rarity. "But unfortunately, not being hard enough had its consequences in this case and those fillies apparently took advantage of that. We had to teach them a lesson."

"Ah know that," said Applejack. "But now that ah think about it... is exile really the answer?"

"Ooh! Ooh!" Pinkie Pie was bouncing up and down. "The movie's about to start!" And as the projector started showing images from the opening of the film Mares In Black, a voice-over was heard, but it sounded awfully familiar.

"We are the best kept secret in Equestria. We monitor, license, and police all alien activity across the land. We're your last, and only line of defense. We live in secret, we exist in shadow..."

"Wait a second," said Applejack suspiciously. "That southern accent. That's..." Suddenly, the Cutie Mark Crusaders themselves appeared on the projector screen, wearing black suits and shades.

"And we wear black!" declared Scootaloo. "Aw yeah!" The jaws of Twilight, Applejack, Rarity, and Rainbow dropped open. They could not believe what they were seeing on the big screen!

"Isn't this exciting?!" squealed Pinkie Pie with delight, obviously oblivious as to who was starring in the film. Then again, she wasn't among the group of ponies who threw stuff at the Cutie Mark Crusaders, thus having no part to play for their exile. She tossed some popcorn into her mouth and chewed happily, as the opening fanfare of the film played, sung by none other than Sweetie Belle.

Here come the mares in black
Equestrian defenders
Here come the mares in black
They won't you let you remember

We were once on a Cutie Mark Crusader's list
Now we straight don't exist, no names and no hoof prints
Saw something strange, watch your back
Cause you never quite know where the M.I.B. is at

Here come the mares in black
Equestrian defenders
Here come the mares in black
They won't you let you remember

"This red eye isolates..." said Sweetie Belle, holding a neuralyzer from the filming in her hoof. "...the electronic impulses in your brains, specifically memory." And as the movie went on, while Pinkie watched with excitement, the other four friends looked at each other. It didn't take them long to figure out that this had happened to the Cutie Mark Crusaders after they had been exiled.

"The Cutie Mark Crusaders... are in Applewood?!" said Twilight.

"Wha..." murmured Applejack. "What have we done?"

"Oh... why do we keep doing stupid things like this?!" shouted Rarity.

"Ah'll say," agreed Applejack. "Granny Smith's gonna kill me."

"What are we gonna do, girls?" asked Rainbow Dash. Twilight stood up, looking determined.

"We're going to get those fillies back," she declared. "Something's very fishy. No Applewood film director would allow them to partake in box office smash hits just like that. I'll bet they're being lured into another trap. Let's go!"

Meanwhile, the Cutie Mark Crusaders decided to walk to Las Pegasus to meet up with Fluttershy and check up on her. But they soon found out that Fluttershy was nowhere to be found. They decided to ask another pony.

"Sorry, fillies," said the pony. "I haven't seen Fluttershy since she escorted you three to Applewood. I'm guessing she never even came back to Las Pegasus." This made the Cutie Mark Crusaders doubly worried. What could have possibly have happened to poor Fluttershy? But their worries were interrupted when they saw a train arrive and saw their sisters, Rainbow Dash, and Twilight get off. The fillies didn't know whether to be scared or angry. Maybe they were both.

"Apple Bloom!" said Applejack. "Thank goodness you're safe!"

"Sweetie Belle!" said Rarity. "I'm so happy to see you again!"

"Hey, Scoots!" said Rainbow Dash. "How you all doing?"

"We've been better," mumbled Scootaloo.

"We're so sorry," said Applejack. "We got... angry and... reacted without even thinkin'."

"Ah'll say y'all did," replied Apple Bloom, clearly sounding hurt.

"We should have defended you when the town went too far," said Rarity. "Oh, can't you ever forgive us?"

"Even if we did, we can't go back to Ponyville!" cried Sweetie Belle. "You saw what the town did to us!"

"Fillies," said Twilight. "We'll be there for you. We'll make sure that nopony hurts you like that ever again. It doesn't matter what you did to us."

"See, that's the problem!" shouted Scootaloo, starting to get angry. "We didn't do anything and you just thought, 'Oh, let's blame the Cutie Mark Crusaders because they're always getting into mischief for the sake of getting their cutie marks!'" The four ponies looked guilty.

"We got us a new life here in Applewood," said Apple Bloom. "And soon we'll be the envy of all other ponies with cutie marks... once we earn our legendary marks!"

"Legendary marks?" said a perplexed Twilight. "Uh... girls? There's no such thing. There are only cutie marks."

"But that sign says there are," Sweetie Belle insisted, pointing to a sign that stated information on legendary marks to be earned at Applewood. Twilight had a look.

"I'm not really buying it," she said. "It might just be a gimmick to suck you in. Sad to say, not having your cutie marks has made you three pretty gullible."

"Well, we've been bullied and tormented because we didn't have ours!!" Scootaloo suddenly bellowed. "Do you have any idea what we've been feeling?! Huh?!" The four ponies reacted in shock. "Time and time again, we're picked on especially by those rich, mean bullies Diamond Tiara and Silver Spoon! They've hurt us! They've never left us alone! Diamond Tiara even blackmailed us for pony's sake!!" Scootaloo's lip suddenly trembled. She didn't want to cry, but she was having trouble fighting back tears. "Because of them... we've been miserable... and nopony did anything about it... and everypony told us that to earn our cutie marks... we had to be patient... We tried... It wasn't working..." Tears then ran down Scootaloo's face as Apple Bloom and Sweetie Belle huddled close to her in an attempt to comfort her. Twilight, Applejack, Rarity, and Rainbow Dash cast each other glances, trying to figure out how they could make life easier for the Cutie Mark Crusaders. They had a point. But before they could come up with anything, Apple Bloom spoke up again.

"We're not comin' back to Ponyville," she declared. "We're stayin' at Applewood."

"What?" said Applejack. "You... Y'all can't be serious."

"We don't really have a choice," insisted Sweetie Belle. "Ponyville doesn't want us anymore."

"But we want you!" begged Rarity. "We want you back! Not to mention Applejack and I are in enough hot water as it is. My parents are furious!"

"So is Granny Smith," said Applejack.

"That's too bad," Scootaloo croaked. "You wasted your time coming for us. As long as Ponyville thinks we're bad to the bone, there's no point in going back."

"We will protect you!" answered Twilight. "We'll even find out who the real culprit is!"

"Oh, that's easy," said Scootaloo. "Who else is out to get us? I'll bet my bits that Diamond Tiara and Silver Spoon did this to us." Surprisingly, Rainbow Dash laughed at this.

"Those two?" she snickered. "I don't think they would have nearly enough courage to drive a Timberwolf insane! They're all up about their appearances and tricking a Timberwolf means getting your hooves dirty!"

"But who else would do this to us?" whined Apple Bloom.

"We'll find out who," answered Twilight. "And we'll make sure Ponyville is safe for you to live in. Now would you please come back with us?"

"Just forget it!" snarled Sweetie Belle. "We're staying at Applewood and that's final!"

"Fine!" snapped Rainbow Dash. "You girls wanna do this the hard way?! We'll do this the hard way!" She made a rush to grab the three fillies, but Applejack pulled on her tail with her mouth. "Ugh! Applejack, really?"

"We can't force them to leave," said Twilight. "Why don't we just give them time to think about it?"

"Yeh... maybe," agreed Applejack glumly.

"All right, girls," said Twilight. "You win. You get to stay in Applewood. But I still don't think this is a good idea."

"Tell that to our soon-to-be legendary flanks," said Scootaloo. Twilight sighed.

"Well, well!" came the voice of Director Q. "Spoken like true movie stars!"

"Director Q!" said Apple Bloom. "Sorry to keep ya waitin'. We just came to check on our friend Fluttershy, but she doesn't... seem to be here."

"Hm?" A puzzled Director Q rubbed his chin. "Oh, that's too bad."

"Oh, wait!" said Sweetie Belle. "Have you girls seen Fluttershy?"

"We thought she was with you," answered Applejack.

"We thought maybe she might have gone back to Ponyville," said Apple Bloom. There was no telling what became of Fluttershy since she seemingly vanished after she left the fillies at Applewood.

"Well, in any case," said Director Q. "Why don't you fillies come back to Applewood and resume your new lives. We're starting a new film called Iron Mare 3! And you ladies won't want to miss it!" He gestured to the four ponies. "Especially seeing these three adorable little movie stars in it!" He then proceeded to escort the Cutie Mark Crusaders back to Applewood. There was no more use arguing with the little fillies, even if it seemed questionable as to how quickly they became actors. Disappointed and stricken with guilt, Twilight, Applejack, Rarity, and Rainbow Dash took the next train back to Ponyville without the fillies. But believing they would still be safe even in Applewood nevertheless, their worries soon dwelled on the whereabouts of Fluttershy.

Upon returning to Ponyville, the four ponies were horrified at what as an apparent change in scenery. Dark clouds loomed everywhere and the town itself looked dilapidated.

"Wha... what happened?" murmured Applejack. "We weren't gone that long... were we?" And in the streets, they saw ponies looking pale and cowering before something. That something was a taller pony clad in dark green-blue armor, covering her body and face.

"W-w-w-w-we worship the Dark Queen!" said a terrified Daisy, as if pleading for her life.

"The horror, the horror!" cried Lily Valley, which earned her a glare from hidden eyes behind the armor. "I-I-I mean... Praise the Dark Queen!"

"No one is more w-w-worthy than the Dark Queen!" stammered Roseluck.

"This is bad," said Applejack. "While we were gone, this... Dark Queen took over Ponyville!"

"We gotta stop her!" declared Rainbow Dash. "Twilight, let's get the Elements of Harmony and blast that Dark Queen to pieces!" But unfortunately, the Dark Queen heard them.

"You would dare?" she hissed with an all-too-familiar voice. It was that sweet voice they knew, but now tainted by darkness. The four ponies reacted in horror and shock as they now recognized the sigils on her armor and her cutie mark. The helmet and most of the armor cracked and then fell off, and before their eyes, the body and face of their now fallen friend were revealed.

"Fluttershy?!?!"

Chapter 6: Rise of the Dark Queen

Chapter 6: Rise of the Dark Queen

"Oh, thank goodness you girls are back!" wailed Pinkie Pie, catching up to her friends, horrorstruck upon what they were seeing before them. Their friend Fluttershy was the one known as the Dark Queen. "I tried to talk some sense into her! But she wouldn't listen!"

"Quiet, slave!" the Dark Queen barked, making Pinkie cower like crazy.

"Oh, Fluttershy," moaned Rainbow Dash. "What have you become?"

"I am now your worst nightmare," declared the Dark Queen. "I am the Dark Queen... Nightmare Fluttershy!"

"Oh, Fluttershy, darling!" cried Rarity. "You can't do this to us! We're your friends! Please listen to us! Whatever it was we did, we're sorry!"

"Too late for that!" snarled Fluttershy. "For too long, I have cowered in fear before everypony. For too long, I couldn't win with anypony! It was either be too kind and be a pushover or become assertive and be loathed and feared! And so I chose the path of darkness!"

"Aw, sugarcube," said Applejack, removing her hat and holding it up to her face. "Don't ya understand? We always loved ya as you are. We never complained. You always had us to come to. Don't you remember?"

"And just what do you think that made me?" replied Fluttershy. "A weakling who would cling to the backs of others for the rest of her life?! This is who I am now! And I'm better and stronger than I ever was!"

"That's not true, Fluttershy," said Twilight.

"Do you dare to disagree?!" snapped Fluttershy.

"Don't you get it? Darkness isn't the answer. All it's done to you is turn into somepony you're not."

"Did you not hear me?! This is me!!"

"No it's not!" cried Twilight. "Please, Fluttershy! You're a kind pony. You love all of us! And we love you too!"

"Yeah," agreed Rainbow Dash. "Even if you are possessed by this dark power of yours."

"Hmph," snorted Fluttershy. "As a matter of fact, the name Fluttershy no longer means anything to me! So from this day forward, I will rule all of Ponyville with an iron hoof! And soon, all of Equestria will fall to my power!"

"No!" cried Applejack. "Fluttershy!"

"Fluttershy!" cried Pinkie.

"Fluttershy!" called Rainbow.

"Fluttershy!" cried Rarity.

"Fluttershy!" said Twilight. For a minute, something seemed to happen, as Fluttershy began to tremble slightly and even shed a few tears. Twilight, believing their words were getting through to her, approached her without hesitating. "It's okay, Fluttershy. We're here to help you. We always will be." She placed a hoof on Fluttershy's cheek, which made her react in shock, but she jumped away and flapped her large wings, blowing Twilight back.

"SILENCE!!!!" roared Fluttershy. She landed on the ground and panted heavily. She then started rubbing the spot where Twilight touched her. "Enough of this! Begone from my sight! I will spare your lives for now, but if you cross me again, you will be destroyed! Now, go!!" Pinkie screamed and dashed off before her friends could stop her. Twilight, Applejack, Rarity and Rainbow Dash just left sadly, taking one last glance at their former friend.

Because Nightmare Fluttershy chose to spare Twilight and the others, they took refuge inside the Golden Oaks Library. The Elements of Harmony were safe in their glass case, but the Element of Kindness was darkened and powerless.

"This is bad," said Twilight. "Without Fluttershy, the Element of Kindness is useless, which means we can't use the Elements of Harmony to set her free."

"Aw, man," moaned Rainbow. "This day just keeps getting worse. First we can't get our little sisters back and now we've lost Fluttershy! What else could possibly go wrong?!"

"Rainbow, don't jinx it!" warned Applejack. But that's when Spike belched up a letter. "Oh, great, sugarcube. Now look what ya did! Probably bad news from the princess!" Twilight proceeded to read the letter.

"My dearest student Twilight, there is trouble in Canterlot and you must come at once. Bring the Elements of Harmony with you. I fear that..." Twilight gasped. "Oh, no! The letter's been cut off!"

"Do ya think Fluttershy is in Canterlot already?" suggested Applejack.

"Even if she was, we can't do a thing!" said Twilight. "The Elements of Harmony won't work without Fluttershy and she's... just... not the same pony we remember."

"I think we should at least go to Canterlot and see what's happening anyway," suggested Rainbow Dash. "The princess is in trouble! We should at least get to her side and help in whatever way we can!"

"Right!" agreed Twilight.

"Ah reckon there's one problem with that," said Applejack. "Ah'm not sure Fluttershy is gonna let us slink away that easily."

"Leave that to me," said Twilight proudly. "I just happen to know a camouflage spell that will made us blend in with these dystopian surroundings. We can leave Ponyville undetected." So Twilight cast camouflage spells on herself, her friends, and of course Spike. Taking the Elements of Harmony with them, the brave ponies and Spike, wielding the Element of Kindness, secretly left Ponyville on a train bound for Canterlot. Once they were sure Ponyville was out of sight, Twilight removed the camouflage spell effects.

"Ah think... this is all our fault," murmured Applejack. "We kinda berated Fluttershy for sidin' with our little sisters when we thought they brought those Timberwolves to Ponyville."

"Our irrational thinking led to Fluttershy trying to stand up to us," said Rarity.

"And I'm the one who told Fluttershy that she was being too kind," said Rainbow Dash, consumed with guilt.

"We've all made foolish mistakes today," said Twilight. "And even though we might have learned from them... it may be too late." The girls all sighed. The Cutie Mark Crusaders were now living in Applewood, Ponyville was shrouded in darkness, Fluttershy was no longer with them, and now Canterlot might be a new disaster target. It was not a good day to be the bearers of the Elements of Harmony.

Arriving at Canterlot, the five ponies and Spike were in for yet another big shock. The capital city of Canterlot had changed completely! There were no bustling streets or towns with houses. Instead, Canterlot had become some kind of amusement park and Celestia's castle was covered up with a huge sheet as if hiding a surprise.

"What in sweet mother of Celestia?!" stammered Applejack.

"What happened to Canterlot?" asked Twilight.

"This is why the princess called us?" said a perplexed Rainbow Dash.

"A fun park!" exclaimed Pinkie Pie. As anypony might have guessed, she was quite hyped over Canterlot's sudden change in aesthetics. "Wheeeeeeee!! What should we check out first? Oh! Is there cotton candy?"

"Oh, Pinkie," groaned Twilight, doing a face-hoof. "This is so not the time."

"What's wrong, my little ponies?" It was the voice of Director Q, to the surprise of the five ponies. "Are you afraid of having fun? Or don't you even like fun?" Director Q stepped forward. Just then, the rich ponies Jet Set and Upper Crust darted past him, screaming at the top of the lungs.

"Get us out of here!!" shrieked Upper Crust.

"This is no place for ponies like us!" shouted Jet Set.

"Oh, forget them," said Director Q. "Such snooty socialites. They never learn to lighten up. Heaven forbid."

"But... you're Director Q from Applewood," said Twilight. "What brings you all the way to Canterlot?"

"Oh, nothing. Just a little important business with Princess Celestia. I am a busy and important pony after all."

"Oh, really?" said Applejack. "Ah reckon there's more to ya then meets the eye. Why would ya hire Apple Bloom and her friends to become movie stars in the blink of an eye?"

"Come now," said Director Q. "I believed they were special little fillies. After all... in a way, they helped set me free." The five ponies just looked confused upon hearing this, but then Director Q's horn glowed. Upon activating his magic, his whole body suddenly ripped apart and an all-too-familiar draconequus burst out of the empty shell, laughing.

"Ta da!" It was Discord, the mischievous spirit of disharmony and master of chaos! "Surprise, my little ponies!" Twilight glowered up at him.

"Discord!"

Chapter 7: Discordtopia

Chapter 7: Discordtopia

"That's right!" Discord stood triumphantly in the Canterlot town square where all the theme parks rides and attractions were littered around. And with the snap of his fingers, the giant sheet covering Princess Celestia's castle came off, revealing that the castle had a shape of Discord's head carved into the top. Below the head flashed the words "Discordtopia" in bright neon letters! "Welcome, ponies, one and all, to Discordtopia, my famous amusement park, named for me of course! Do you like it?" Pinkie Pie gasped in excitement.

"Oh my gosh!" she squealed. "Discord, you outdid yourself! I could live here!"

"You see?" said Discord, grinning from ear to ear. "Your friend Pinkie Pie likes it! Don't you? After all, theme parks are supposed to be fun! Right?" Twilight took a look around and was apparently somewhat unimpressed.

"Well, try telling that to the residents who are supposed to live here!" The rich and sophisticated ponies had been stuck on rides such as roller coasters and tilt-a-whirls and being the socialites they were, they were completely freaking out. And this even included Fancypants and Fleur dis Lee.

"Tch," sneered Discord. "You're just in a rut because you like to disagree with the ever-so-random Pinkie Pie. Admit it."

"That's not true!" snarled Applejack. "Pinkie Pie is our friend!"

"What's this?" said Discord, pretending to be shocked. "Why, Applejack! I'm surprised at you! I thought you never told a lie." Applejack scowled, but Discord merely laughed at this.

"All right, Discord!" snapped Twilight. "This isn't funny anymore! Fix this right now or else!"

"Or else what?" said Discord, his turn to be unimpressed.

"You swore to the princess that you would use your magic for good!"

"Hm? I did, didn't I? Well, I also followed up saying to myself 'most of the time'."

"You...!!"

"Oh please, Twilight Sparkle. I'm afraid I just can't help myself. I am the spirit of disharmony, after all. You should know by now that I'm a complete prankster! Besides, why are you worried about these no-good sophisticated snobs anyway. All I wanted was to show them a little fun! So it's not MY fault their manes are standing up on end."

"They don't deserve this!" insisted Twilight. Discord gave her a very dull stare.

"Okay, seriously, Twilight," he said. "You're starting to get on my nerves. Let me ask you something. What does 'fun' mean to you?"

"What? Well... there's a difference between fun and putting somepony through so much agony!"

"Oh, for the love of Princess Celestia!" snarled Discord. "You think that what I'm doing is agony?!" Discord then pulled out a handkerchief and pretended to be sad. "Oh, Twilight, you're hurting my feelings!" He blew into his handkerchief as Twilight scowled.

"So, it was you this whole time," accused Applejack. "You started that whole 'legendary mark' hooey and set up those innocent fillies, pretending to be this 'Director Q'." Discord shrugged and giggled nervously. "And ah'll bet you irritated those Timberwolves and framed mah sister and her friends!"

"Hm?" Discord looked puzzled. "What are you talking about?"

"Quit playin' mind games with us!" demanded Applejack.

"Come now," snorted Discord. "I admit, I did set up those little fillies, but why would I frame them so they would get... exiled from Ponyville, thus reading my signs... That's not a bad idea, actually."

"How could you?!" screeched Rarity. "You monster!"

"I didn't do it!" insisted Discord. "I only played my part after they were banished from Ponyville. Besides, they became a smash-hit success in Mares In Black, don't you think?"

"All right, that's enough," said Rainbow Dash. "Discord, what have you done with the Princess?!"

"Oh?" said Discord. "Why, she's still inside her castle, of course, but I should tell you that-" But before Discord could finish, Twilight, Applejack, Rarity, and Rainbow Dash charged into the castle. Discord and Pinkie Pie remained behind.

"I wanna ride the roller coaster!" squealed Pinkie Pie. Meanwhile, the other four ponies discovered that the interior of Celestia's castle had been transformed into a giant fun house!

"Oh, man!" said Rainbow Dash. "The princess could be anywhere!" Just then, they heard her screams of fright.

"Princess Celestia!" said Twilight in horror.

"Well," said Discord, showing himself. "I thought she would be a little more enthused. She's the one always calling the Grand Galloping Gala awful."

"Stop this right now!" demanded Twilight.

"What are you going to do, turn me into stone again? Newsflash, my little ponies! It appears that you're one pony short and without her, your Elements of Harmony are useless!" Rainbow Dash then got all up in Discord's face.

"And just what do you know about this?!" she demanded. "Did you turn Fluttershy into that Dark Queen?"

"She's... the Dark Queen?" Discord was actually surprised for real this time, but Rainbow Dash might not have been convinced. "Oh... my poor Fluttershy... lost to the darkness."

"That's right!" said Rainbow Dash. "And don't forget that Fluttershy helped you realize that friendship is more important to you than a bag of tricks!"

"Wait... what? Fluttershy did...? And you...?" Discord suddenly laughed out loud. "Oh my goodness! That was the most side-splitting thing I've ever done in so long! Kindness is truly such a thing that can get in the way of life, isn't it?"

"No..." said Twilight. "Don't tell me... you..."

"Oh, yes I did!" sneered Discord triumphantly. "I faked it! All of it! You honestly thought Fluttershy helped me see the light? You honestly thought I needed a friend? Well, let me remind you. I am the master of chaos! I can do whatever I want! Princess Celestia was a fool to have me set free! She honestly believed she could have me tamed to bend to her will? Friendship means nothing to me! All that matters is that I'm free! Free to unleash all the chaos I want! And this time, your friend Fluttershy will not be here to stop me! She has given in to the darkness!" As Discord laughed a more geniuely evil laugh, Twilight's ears drooped. Unfortunately, it seemed to her and her friends that Discord couldn't be more than right. Fluttershy was Discord's only friend and she was now the Dark Queen terrorizing Ponyville. And without her, the Elements of Harmony were still useless. Not to mention, Princess Celestia was swept up in all the havoc Discord created. Things looked terribly bleak. But then...

"Discord!!" Discord stopped dead in his tracks, as he and the other ponies recognized that unexpected shrill voice. Standing at the entrance to the fun house glaring at Discord, there was Fluttershy, completely restored to normal.

"Fluttershy!" the other four ponies and Spike exclaimed happily.

"No..." stammered Discord. "It's not possible. You... How did you...?" Fluttershy just smiled triumphantly as Princess Luna entered the castle-turned fun house. "The Princess of the Night?! Oh dear... Canterlot being ruled by two princesses completely slipped my mind!"

"Princess Luna!" said Twilight Sparkle. "How did you do it?" Princess Luna smiled warmly.

In a flashback sequence, Princess Luna had arrived in Ponyville, having heard of Fluttershy's fall to darkness. She then confronted Fluttershy, who was still the Dark Queen.

"My dear Fluttershy," said Princess Luna. "What has happened to you?"

"That name means nothing to me now," hissed Fluttershy.

"You have only merely believed that kindness is just a tool that takes advantage of you and your life," replied Luna. "Your friends believed you were being too kind, but they were just upset. You must not be ashamed of who you are."

"Quiet!" snarled Fluttershy. "If you oppose me and my reign, I will destroy you too! And not even a princess of Equestria can stand up to my power!"

"We will see," said Luna. Using her magic, Luna highlighted the spot on Fluttershy's cheek that Twilight touched earlier, causing something inside Fluttershy to trigger. The Dark Queen writhed and screamed.

"You are the Element of Kindness," said Luna. "It may not be entirely your destiny, but kindness has always been a part of you. And I have not forgotten what you taught me. Relying on your friends is a sign of strength, not a weakness. If you ever feel that your kindness is taken advantage of, allow your friends to help you, especially if you fear that you will be cruel when standing up for yourself." In a flash of white light, Ponyville was restored to normal, and so was Fluttershy. In tears, Fluttershy threw her front hooves around Princess Luna and cried.

"I'm so, so sorry!" she wept.

"It's all right now, Fluttershy," said Princess Luna, stroking Fluttershy's back. "What matters is that you are yourself again." King Sombra's horn lay on the ground not too far from them. It then cracked and disintegrated into red powder.

Now Discord looked positively terrified. Apparently he did not expect Fluttershy to return to her normal self and now realized he was going to pay in full for his prank on Canterlot and seemingly revealing his true colors.

"No!" he pleaded. "Please, no! Fluttershy, I... I'm sorry! I-I didn't mean it! None of it! I just..."

"You've said enough," snarled Fluttershy. "I thought we were friends. But then you told my friends the truth!"

"Fluttershy, here!" said Spike, giving her the Element of Kindness, which then radiated brightly while she donned it. "Okay, we're all here!" he declared. "Let's do this!"

"Wait a minute, y'all," said Applejack. "Where's Pinkie Pie?"

"Wheeeeeeee!!" Pinkie Pie was riding a rollercoaster with a rich pony. "Isn't this exciting?! I'll bet you don't get this chance all that often! You should be feeling free!" The rollercoaster soon stopped to let Pinkie out, but it then took off again with the rich pony still on board. "Have fun for a second time!" Pinkie called out, and then started nibbling on some cotton candy. She eventually found her friends inside the castle fun house, who saw that she had been enjoying Discord's theme park.

"Oh, Pinkie," groaned Twilight.

"Sheesh, what's everypony's problem?" asked Pinkie. The other five and Spike just stared at her. "What, you want me to help take care of Discord? Oh, all right." She swallowed her cotton candy, stick and all, and then joined her friends.

"I think you need a big time-out to think about the things you've done!" said Fluttershy. "And when you decide you're ready to be good for real, let me know!" The six ponies activated their Elements of Harmony and fired a rainbow stream directly at Discord.

"Noooooooo!!" In a white flash, Discord was instantly turned back into stone, but this time, he was frozen in a begging and pleading pose with sad eyes. Fluttershy saw this and started to tear up. Canterlot was then restored to normal and Princess Celestia approached Fluttershy.

"You did what you had to," she said warmly to the heartbroken Pegasus. "But maybe one day, he'll learn his lesson and you will be able to set him free."

Chapter 8: The Last Shame

Chapter 8: The Last Shame

The Cutie Mark Crusaders reluctantly returned to Ponyville, but were relieved that no one was angry with them any longer. Apparently, they might have figured out on their own that they never irritated the Timberwolves to begin with. But there still remained the question of who might have. Who could have possibly wanted the Cutie Mark Crusaders in so much trouble that the denizens of Ponyville would be driven to resolve to anger and hatred? In any case, Applejack, Rarity, and Rainbow Dash were glad to have their sisters back. Granny Smith and Rarity's parents decided that since Applejack and Rarity respectively were just totally upset to put the whole matter behind them, provided that the fillies would be treated somewhat better than just mischief makers. During the same day the Cutie Mark Crusaders returned, Applejack, Rarity, and Rainbow Dash decided to confront Diamond Tiara and Silver Spoon.

"What?" snapped Diamond Tiara. "Us?! You think we irked those Timberwolves so that they would run loose through Ponyville and those stupid blank flanks would take the heat for it?!"

"You stop that this very instant!" snarled Applejack. "Mah sister isn't stupid and if you keep callin' her a blank flank, ah swear ah'm gonna talk to yer dad about your inexcusable behavior, young missy!"

"Try it!" sneered Diamond Tiara. "My daddy is the richest pony in Ponyville! He has friends in high places!"

"And don't think you can intimidate us with that trash talk!" warned Rarity. "We are friends with Princess Celestia herself! And I have friends in Canterlot!"

"Not to mention, the Riches are friends of the Apple family," Applejack added on. "So if you keep on insultin' Apple Bloom like no tomorrow, yer gonna find yerself addin' salt to that wound you've already created. And if yer folks can't teach y'all any manners, then maybe they just might have to go to drastic measures with y'all."

"And if you insult my little Sweetie Belle, you'll have to answer to me!" said Rarity.

"And if you even dare to poke fun at Scootaloo just because she can't fly..." warned Rainbow Dash. "Well... I'm gonna give you both a two-second head start and then I can't be responsible for what's gonna happen after that."

"We're still talkin' to yer parents," said Applejack to both Diamond Tiara and Silver Spoon. "They're not gonna be happy when they learned what you two did to our little sisters."

"We didn't do it!" shouted Diamond Tiara. "Do you think we want to go near any Timberwolves?"

"I would," said Rainbow Dash. "Well... but I wouldn't do it to frame anypony or something stupid like that."

"Okay, so you didn't do it," said Applejack. "But who did?" That's when Twilight and Fluttershy stepped forward.

"Well, there is undeniable evidence that points to Diamond Tiara and Silver Spoon," Twilight admitted. "I did once overhear that they were going to have a party. And I'll bet it was because the Cutie Mark Crusaders had been exiled from Ponyville."

"Maybe," sneered Diamond Tiara. "But like I said, we didn't frame those Stupid Mark Crusaders." Five of the six ponies got angry at them, hearing this, but Fluttershy was in thought.

"Wait a minute," said Fluttershy. "I just remembered... That same day the Timberwolves ran loose, Angel was late for his meal. And I know how fussy he gets when I'm late with his meals sometimes, so I didn't know why Angel would... be late himself... Angel... Late for his meal... Angel..." The other five ponies looked back at Fluttershy, whose eyes suddenly widened. "Oh, no..."

Back at Fluttershy's cottage, Angel was relaxing on the couch, eating a salad with cucumbers and carrot slices. He seemed rather content, but it was about something apparently. That's when the door flung open and there stood an angry and disappointed Fluttershy, along with Applejack, Rarity, and Rainbow Dash, startling Angel.

"Angel Bunny," said Fluttershy. "You... are in so much trouble." Angel's ears drooped, realizing that he had been caught.

In a flashback scene, Angel was seen in the Everfree Forest, making faces at a group of Timberwolves. The Timberwolves got riled up with rage and chased after Angel, who was far too fast for them. After the Timberwolves lost sight of Angel, they howled and cursed, which led to their unnatural behavior of barging into Ponyville, taking out their frustration on whatever they could sink their teeth into.

"Why did you do it, Angel?" Fluttershy asked. Angel just frowned. And then, Fluttershy understood everything.

"What?" said Fluttershy, exasperated. "For that?!"

"You gotta be kiddin' me," said Applejack.

"I'm so disappointed in you, Angel," scolded Fluttershy. "I already forgave those sweet little angels for that and they certainly didn't deserve what you did to them!"

A big metal cage was placed around Angel's little house. He still had plenty of space to move around outside, but he was now forbidden from going anywhere on the chance he would be all too mischievous, including the comfort of Fluttershy's cottage. So now, Fluttershy had to pass food through the narrow spaces of the cage to feed him. Angel begged, pleaded, and cried, even banging on the metal bars, and although it pained Fluttershy to see him this way, acting all pathetic, she was still able to keep her hoof down rather firmly.

"I'm sorry, Angel," she spoke through tears. "But it's for your own good. Those poor, sweet little angels. I've seen them recently. They may not ever be the same again... living their lives... in fear."

Sadly, and sorry to say, Fluttershy was quite right. In the following days, the Cutie Mark Crusaders would wake up each morning, but they would be scared and shaken up. Not having cutie marks made them victims of Diamond Tiara and Silver Spoon. And now they were too afraid to do any more crusading, under the impression that all the unintentional trouble they caused led others to scorn and hate them. The memories of how badly they were treated as Gabby Gums came back to haunt them. And since Angel was the true perpetrator behind their exile, they believed that anyone could be out to get them for almost anything.

Most days, they would leave their homes only to get together in the clubhouse, using the shed as sort of a sanctuary to get away from everything. But they also knew that Diamond Tiara and Silver Spoon knew where the clubhouse was and many times, the three fillies huddled together, scared that they would be harmed. Their fear was sometimes so bad, they would cry together, and when they did, Applejack overheard them, feeling sorry. Granny Smith would just give Applejack the occasional evil eye, because the farm pony had a hand to play in all this. And not just for part of the exile, but also while they were Gabby Gums. Now, Applejack and Big Macintosh were forced to live with themselves for what they did. Rarity wanted nothing more than to hold and cuddle the three sorry little fillies and win back their trust, but in the end, it would be Fluttershy who would do that. Once in a while, Rainbow Dash was able to convince Scootaloo to come visit her in her cloud home. During their time together, they would reconcile, little by little, as Rainbow told Scootaloo just how much having a huge fan meant to her, especially when the Mare-Do-Well incident practically left her with nothing.

One time, Diamond Tiara and Silver Spoon decided to take full advantage of the Cutie Mark Crusaders, but Fluttershy was at the clubhouse visiting at the time, so instead, Diamond Tiara and Silver Spoon got the full receiving end of Fluttershy's signature stare instead. Sympathizing the little fillies, Applejack started serving them lunch and allowed them to eat in the clubhouse. Meanwhile Twilight was talking with Cheerilee about what had become of the Cutie Mark Crusaders and poor Cheerilee was crestfallen, even coming to tears.

"Those poor dears," murmured Cheerilee. "Do you think they need a bodyguard?"

"I don't know," said Twilight sadly. "Maybe. I'm so sorry, Cheerilee. My friends and I are to blame... somewhat."

"It's all right, Twilight. But I just never thought things would be so bad. All they wanted were their cutie marks. And they were picked on for not having them. It's very sad. Well, something has to be done. School will start again in about three weeks. But I'm sure that they'll be too scared to even attend."

"Well, I don't think Fluttershy will hesitate to help watch over them," assured Twilight. "She's tougher than she looks."

One day, Fluttershy decided to go to Canterlot for a visit. But the real reason she went was to see an old friend, so she went to the Canterlot Gardens. And there was Discord, still imprisoned in stone for his deceptiveness. Fluttershy looked up at Discord, greatly saddened and brokenhearted by the pose he was frozen in. But that wasn't all. Something else caught her eye. Looking closer at his face, she was wide-eyed when she saw one tear running from the statue's regretful eyes down his face. Fluttershy could hold back her tears no longer. She cried for Discord. And she also cried for the Cutie Mark Crusaders.

THE END

Mares in Black
performed by Apple Bloom, Sweetie Belle, and Scootaloo

Whoo...
Here come the mares in black
It's the M.I.B.'s, uh, here come the M.I.B.'s
Here come the mares in black (Mares in black)
They won't let you remember
Nah, nah, nah

The sweet little angels dress in black, remember that
Just in case we come face to face and make contact
The title held by us, M.I.B.
Means what you think you saw, what you didn't see
So don't blink, think what you want, but it's now gone
Black suit with the black Ray Ban's on
We walk in shadow, we move in silence
Guard against interplanetary violence
We were once on a Cutie Mark Crusader's list
Now we straight don't exist, no names and no hoof prints
Saw something strange, watch your back
Cause you never quite know where the M.I.B. is at
Uh, and...

Here come the mares in black (Mares in black)
Equestrian defenders (uh oh, uh oh)
Here come the mares in black (Mares in black)
They won't let you remember (won't remember)
Uh uh, uh uh

Now from the deepest of the darkest of night
On the horizon, bright light in the sight tight
Cameras zoom on the impending doom
But then like boom, black suits fill the room up
With the quickness, talk to the witnesses
Hypnotizer, neuralizer
Vivid memories turn to fantasies
Ain't no M.I.B.'s, can I please
Do what we say, that's the way we're kickin'
You know what I mean?
I see my noisy chicken get lickin' on ya
We're your first, last and only line of defense
Against the worst scum of the universe
So don't fear us, cheer us
If you ever get near us, don't jeer us, we're the fearless
M.I.B.'s freezing up all the flack
(What's that stand for?) Mares in Black
Uhh, M, m, m...

The mares in black...
(Uh uh uh...)
The mares in black...
(Uh uh uh, ah ah ah)

Let me see you just bounce it with me, just bounce it with me
Just bounce it with me, come on
Let me see you just slide with me, just slide with me
Just slide with me, come on
Let me see you take a walk with me, just walk with me
Take a walk with me, come on
And make your neck work
Now freeze...

Here come the mares in black (Mares in black)
Equestrian defenders (ooh, ooh)
Right on, right on
Here come the mares in black (Mares in black)
They won't let you remember (ohhh no)

Alright, check it, let me tell you this in closing
I know we might seem imposing
But trust me if we ever show in your section
Believe me, it's for your own protection
Cause we see things you don't need to see
And we're in places you don't have to be
So go with your life, forget that Headless Horse hooey
Show love to the black suit,
Cause that's the mares in, that's the mares in...

Here come the mares in black (here they come)
Equestrian defenders (Equestrian defenders)
Here come the mares in black (ohhh, here they come)
They won't let you remember (won't, let you, remember)

Here come the mares in black (ohhh, here they come)
Equestrian defenders (ohh ohh, ohh ohh, ohh ohh)
Here come the mares in black
They won't let you remember

Author's Note

Ultimately, Black Kyurem believes this could potentially happen to the Cutie Mark Crusaders if they have to keep enduring shit thrown at them in every single episode they are featured in. So Black Kyurem addressed such in this story to get his point across. So I must ask you not to call me a hypocrite because of abuse towards the Cutie Mark Crusaders. ...You're gonna call me a hypocrite anyway, aren't you? Whatever.

Also, if you think "Yeah, like we give a fuck because we don't" because these are just fictional characters, remember that if that's how you really feel, then why are you writing stories, making fan art, or any of this stuff? Answer me that. I'm sure you guys care about these fluffy characters more than you want to admit you're wrong about something.