Equestria Girls Remake

by JusSonic

Rating: everyone
Tags: Comedy, Romance, Adventure, Alternate Universe, Human
Length: 114660

A remake of one of the Equestria Girls films. Twilight, Spike, Ben, Nyx and Phobos goes to a strange new world to recover a stolen crown from a former student of Celestia's.

A remake of Equestria Girls, co-starring Ben and Nyx. Ben and Nyx joins Twilight in a quest to recover a stolen crown from another world which looks similar to the one that Megan comes from. What is this place? Who are these five lookalikes? And is Ben worried for his relationship with Twilight when she meets a new guy friend? And how is the Apocalypse Ponies involved in the theft somehow?

The cover art is made by nigel5469

Published 1970-01-01 00:00:00 UTC
Last updated 2014-03-07 00:16:27 UTC

Chapter 1: Crown Theft

Chapter 1: Crown Theft

There are various parallel universes in the multiverse, some can be reached by going through certain passageways or roads. Some worlds never made contact...until now as a force is about to begin the plan that could threaten two worlds forever.

In a dark room, a being in a cloak is there, preparing for something when she notices a magic portal appearing; Whoever it came up to the portal itself. It opens up revealing another being. Unlike the first one, while he is wearing a cloak and hood to conceal his true identify, this second figure appears to be in the shape...of some sort of pony.

"Ah, Superior," The first figure said with a grin behind her hood.

"Sunset Shimmer; It's nice to contact you in the other world once more." The being known as the Superior said with a gentle yet sinister like tone of voice.

"For what I owe the pleasure of you contacting me? I was about to get ready for some plans."

"An opportunity just arose for all of us, Sunset. But first, let me bring you the information that will lead us to it. You do know by now that Twilight Sparkle, the unicorn student of Princess Celestia herself, is now the newest alicorn princess of Equestria. My, she does deserve such a honor, didn't she?"

"No, she doesn't! That brat doesn't deserve that honor at all, that honor was mine, mine." Sunset remarks, a hint of jealously and anger is heard in her voice. "Ponies would look at her and would forget how I was once a promising student of the princess herself! I was the one who should be princess, not her."

"And in a way, you are still a princess in my eyes." The Superior adds, making Sunset giggles a bit as if being complimented by a suitor.

"Oh, you devil. Even when you're a world away, you has a tongue of a flatterer."

"That isn't an unfair description."

Sunset giggles some more then calms down as she said, "Yes. Now then, you mentioned a...opportunity, right?"

"Indeed. As you know, the passage between the world you're in now and Equestira will soon open for 3 days only...and the magic mirror that holds it is in the Crystal Empire. And we got word that the newest princess of Equestria is on her way there with her friends and family to a royal summit. And here's the best part of all: Twilight will be bringing her Element of Harmony crown with her." The Superior added, getting Sunset's attention and interest. "This is your chance to steal the crown and bring it back to the other world, assemble an army to help invade Equestria..."

"And become a princess at last! Yes, yes, and then, I will show them all, especially Twilight Sparkle; any chance that your offer to join your group is available?"

"Indeed, but only if you succeed, my dear. Of course, there is a likely chance that Twilight will risk her neck in getting the crown back."

"I see." Sunset said, arching an eyebrow at this. "And what shall I do with this neck of hers?"

"Simply put..." The Superior said darkly then he shouts these last words: "BREAK IT!"

Sunset gave a sinister smile behind her hood. This is going to go well. She would not only become a princess at last but will get her vengeance on the one who stole her destiny away from her as well...

The next day was a beautiful land evening in the land of Equestria. Everything has been doing well, especially with Twilight now an alicorn and a newest princess. And of course, she has been summoned to a royal summit in the Crystal Empire to attend with the Princesses Celestia, Luna and Cadance. The alicorn is excited yet a bit nervous at the same time.

Twilight has gotten off the train station with her friends Applejack, Rainbow Dash, Rarity, Pinkie Pie and Fluttershy, along with her assistant Spike, her colt-friend Ben Mare, her adopted daughter Nyx and the other Dragon known as Phobos. The black filly giggles while saying, "It's great to be back here again."

"Hoo doggy, yer first royal summit," Applejack said to Twilight with a grin as the group heads over to the castle. "Eeyup, yer must be over 'de moon Twilight."

Twilight nods as she said, "I am excited, but to be honest I'm a little nervous, too."

"You're nervicited, it's like you want to jump up and yell 'yay me!" Pinkie exclaims as she bounces up to demonstrate. Upon landing, the pink pony then curls herself into a ball. "But you also want to curl up in a teeny tiny ball and hide at the same time!" Pinkie stood up, grinning as she mess with Twilight's mane. "We've all been there."

"I'm there almost every day," Fluttershy said, a bit frightened.

"Is nervicited a real word, daddy?" Nyx ask Ben Mare in concern.

"In Pinkie's world, I guess." Ben remarks with a shrug then turns to a concerned Twilight, "Twilight, no worries. You should feel fine.”

"He's right, sugarcube. Yew've have no reason 'ta fret Twi, everything's gonna be just…" Applejack say, but she got cut off by Rarity who push her aside, looking worried for some reason.

"Twilight; Sorry darling, but I just realize that you're not wearing your crown." Rarity said to Twilight frantically, noticing that her good friend isn't wearing her crown, which is also her Element of Harmony. "You haven't forgotten in back in Ponyville, have you?"

"Rarity, calm down! Twilight didn't forget it!" Ben exclaims to Rarity with a sigh. "She just chose not to wear it."

"Ben's right. It's in my bag." Twilight explains while motion to a pat that Spike is pulling behind himself, patting it proudly, "Just feeling a little self-conscious of wearing it." The new alicorn frowns as she open her wings, to bring up another subject. "I haven't got the customs of these yet, either."

Twilight jumps up, flapping her wings and tries to fly. As the other watch on, they cringe as the mare hits the ground. Phobos comment, "Weird, I thought she flew so good during the coronation."

"I guess its instinct kicking in." Spike said to Phobos with a shrug.

"You are a Princess now, embrace it! I'm telling you, if I had a crown like that. I would never take it off. Why, I would sleep in it." Rarity remarked, causing Twilight to roll her eyes but smiles a bit. Typical.

"Well, we gotta get going; mom, Aunt Luna and Cadance are waiting for us." Ben said with a smirk as the group heads on.

After being led to the throne room by some of the guards, the group waits as the Crystal Royal Guards blows their horns to announce their arrivals. Twilight's teacher and Ben's mother Princess Celestia is waiting with her sister and Ben's aunt Luna as well as Twilight's former foalsister and sister in-law who is also Ben's cousin Caadance.

The group trots on forward, Twilight looks around anxiously but then bumps into a Pegasi stallion with an orange coat, wearing the Royal Guard armor. The one known as Flash Sentry spoke, "Whoa; Careful there, your highness; wouldn't want your Prince Charming to be panicking in bumping into the wrong stallion, now do you?"

Ben chuckled and smiles, "Yeah, real funny, Lieutenant Sentry."

Flash chuckled, "Yeah, sorry." He coughs for a while, "Her highness, Princess Twilight Sparkle; And his majesty, Prince Benjamin Mare."

"Twilight," Cadance giggled as she nuzzles Twilight a bit. "I haven't seen you since the coronation."

"Really; because I could've sworn that mommy was here for the Crystal Heart spell thing." Nyx said a bit confused.

"Well, there's that."

“And where’s Uncle Shining, Aunt Cadance?”

“Oh, your uncle is on business.” Cadance explains to her niece with a smile. “But I’m sure he will see you before you all leave the Crystal Empire.”

"We have so much to discuss, but it can wait until tomorrow." Celestia said thoughtfully, noting how everyone else is looking a bit tired. "You all look tired from your journey.

"Mommy, daddy, can I attend the summit thing?" Nyx ask her parents with a squeak of hope. "I am your daughter so that makes me technically a princess too, right?"

"Actually a lady in waiting," Ben said with a smirk. "But that's up to your grandmother."

The other ponies look at Celestia who pauses as if thinking then she smiles while saying, "Very well. Nyx will attend as long as she behaves herself. Now off to bed."

The group nods as they head off to get some sleep. They got a big day tomorrow.

A while later, Twilight and her little family are in their room, getting ready to turn in for the day. Spike and Nyx are fixing up their little beds while Ben is preparing his and Twilight's bed for the night.

Twilight looks into a mirror nearby then sighs in concern, much to the others' notice. Spike ask, "What's wrong, Twilight?"

"Yeah, I haven't seen you this concerned since before Grandma Celestia took me away." Nyx said to Twilight in concern.

"I don't know, guys." Twilight replied, "I'm just... worried, I guess. Princess Cadance was given the Crystal Empire to rule over. What if now that I'm a princess, Celestia expects me to lead a kingdom of my own?"

"That would be awesome!" Spike exclaims eagerly.

"Right, you are already ruling Ponyville!" Phobos remarks excitedly.

"No, it would not!" Twilight exclaims in worry to her family. "Just because I have this crown and these wings, it doesn't mean I'll be a good leader!"

"Aw, sure you will, Twilight." Spike said, trying to assure his big sister/mother figure.

Ben knows what is on Twilight’s mind, making him ask, “You're still worry about becoming King Sombra?”

"What? Seriously; is this some kind of joke?" Spike asks in disbelief. He thought that the gang had deal with that problem already! "There is no way that Twilight can become King Sombra. She is the greatest and nicest pony that we ever have in our family. Even if she uses Dark Magic, there is no way she can be turned."

"That's the point, Spike! I don't know if I can control that power." Twilight explains to Spike in worry, fearing the worst. Even when her friends and family said otherwise, she still got some doubt and fear on her mind. "I was lucky to survive it. But I won't be lucky the next time. There is no telling what kind of Dark Magic influences me."

"Twilight Sparkle; you will not change." Ben said to his love gently. "I have confidence in you, so as Nyx, Spike, and everypony in Equestria. If my mother knew that you would change into evil, she would've stopped you at once."

Twilight sighs, "You're right, Ben. But being princess makes me more uncomfortable. It also makes me worried of what I do with ruling on one kingdom. I just want to be cautious of it. I don't know if I can be benevolent or tyrant. What will ponies think of me?"

"Twilight, you need to calm down. You are not tyrant or evil as King Sombra because you are a more benevolent, virtuous, kind and lovable leader, filly and princess in Equestria as my mother Celly, Aunt Luna and Aunt Cadance." Ben said to Twilight, nuzzling her a bit.

"Yeah, mommy; Unlike any evil ruler like King Sombra or Changeling Queen, you're willing to do anything to help and protect your friends, family, everypony and Equestria from them." Nyx points out to her mother in agreement. "That's not only what a true leader is, but a true, true friend did, like you switch everypony's Cutie Mark back to their true-self."

Spike smiles as he adds, "They're right, Twilight. A leader like you always thinks of your friends and ponies, even me, Nyx and Ben first before yourself. Best of it is that you'd never give up on them no matter what."

Twilight smiled, knowing that the others are right. She said, "I hope you all are right. Let's hope my sleeping doesn't cause another nightmare. I don't want to have another King Sombra's evil influence in my mind."

"Not on my sight, Twilight. If that evil unicorn thinks of trying to influence you into being evil, he's got one pony to worry about." Ben said in determination. That monster is going to think twice before trying to put his evil on his filly!

"Whoa. Daddy, you're becoming more heroic and braver than before." Nyx exclaims, impressed with how her father is helping out her mother.

Twilight smiles, saying to Ben with her eyes sparkling, "I guess Nyx's right. You're more heroic, courageous and determined pony than our filly hood."

"I had 'somepony' from Royal Guard helped and trained me." Ben said with a smile.

The two hug each other, Ben comments, "You know, when we first met, you were a good friend...and a cute filly as well. I felt like our destinies were meant to be with each other. Did you ever felt the same way towards me?"

"I actually did, Ben, honey." Twilight replied happily as she nuzzled her love.

Phobos turns to Spike, asking a bit puzzled, "What's 'benevolent'?"

Spike shrugged as he responds, "I think it means being kind, gentle and lovable pony to everypony."

"I guess that tyrant means like being evil and monstrous like Lorcan or King Sombra." Phobos remarks, ignoring the frowning look from Spike towards his brother Lorcan.

"Pretty much," Spike said with a shrug. She and Nyx got into their beds while the baby Dragon adds, "Anyway, now come on, Twilight, you should get some shuteye; Big day tomorrow!"

Twilight sighs, knowing Spike is right. Her big summit is tomorrow and she can't be tired. Twilight and Ben went into bed to prepare to get some sleep...only one problem: Twilight has trouble trying to sleep with her wings opening at times.

"Can't tuck..." Twilight grunts a bit as she tries to close her eyes. They close, temporarily and it looks like she can get some sleep. But then the wings open again, "Just trying to get comfortable; Ugh!"

Ben sighs as he stops Twilight then helps folds her wings down. The Earth pony then asks, "Feel better?"

"Much better; Thanks, Ben." Twilight said with a smile.

Voice: My Little Pony, My Little Pony

Ahh, ahh, ahh, ahhh...

"JusSonic Productions Presents"

"Based on the movie by Hasbro Studios"

"Executive Producer Julayla Beryl"

"Executive Producers Neros Urameshi and KingHuffman"

"Produced by JusSonic and Neros Urameshi"

"Written by"

My Little Pony

I used to wonder what friendship could be.

"JusSonic"

My Little Pony

Until you all shared its magic with me.

"Directed by"

My Little Pony (echo)

"JusSonic"

"My Little Pony: Equestria Girls Remake"

My Little Pony

"Starring Tara Strong as Twilight Sparkle"

I used to wonder what friendship could be.

"Ashleigh Ball as Applejack and Rainbow Dash"

My Little Pony

Until you all shared its magic with me

"Andrea Libman as Pinkie Pie and Fluttershy"

My Little Pony (echo)

"Tabitha St. Germain as Rarity"

"Cathy Weseluck as Spike"

It's an easy feat

"Rebecca Shoichet as Sunset Shimmer"

And magic makes it all complete

You have my

"Jason Marsden as Ben Mare"

"Daveigh Chase as Nyx"

"Chris Sanders as Phobos"

"And Tim Curry as the Superior"

Do you know you're all my very best friends?

"My Little Pony: Equestria Girls Remake"

It was late at night as everyone is in their rooms, sleeping. The only ones not sleeping are the guards who are out on patrol to keep an eye out for anything suspicious.

Of course, if those ponies were paying extra attention, they would've seen a figure in black sneaking through the halls. Whoever is it is up to no good, especially when the trespasser has to dodge a guard at one point.

Soon, the figure reached the bedroom that Twilight is sleeping in. Twilight, Ben, Phobos and Spike are sleeping...and there's the crown is on the drawer in the room.

The figure sneaks through the bedroom, doing her bed not to wake up everyone until she reaches the dresser. Using some magic, the trespasser then proceeds in taking the crown from the dresser itself, putting it into a saddlebag.

The thief then proceeds in putting a similar crown onto the dresser. It looks alike, except the jewels and the whole thing is dull and fake looking.

The thief, satisfied, prepares to make her exit...which would've been successful if the following didn't happen.

Nyx came out of the kitchen part of the room to get a cup of water. She yawns, "Talking and calming my mommy down makes me more thirsty." The filly drink a sip of water "Well, at least it worth helping her." Nyx blinks as she saw a figure who is about to leave the room. "Hey, what's that? Is that a-?!"

Nyx screams when she saw the thief while walking towards the door. The figure was panicked and shocked when she heard the scream and tripped on Spike's tail.

"Ugh!" The figure yelps upon hitting the floor.

Ben, Twilight, Spike and Phobos woke up from Nyx's screams. Spike yelps in surprise, "Huh? What?"

"Nyx! I told you not to scream, unless-!" Ben stops and gasps as he saw the figure with Twilight's crown, which is exposed from her saddlebag, getting back up, "What the?!"

Twilight gasps in alarm, "My crown! She's got my crown!" The intruder immediately runs off over Nyx. Twilight and her friends chased after her.

"You owe me a big sleep, thief!" Phobos growls as he joins in the chase.

"After her," Nyx shouted as she chased after the figure as well.

The group rush after the intruder who is rushing down the hallway in an attempt to escape. Twilight kept on yelling, "Stop, thief!" Her yelling woke up the others who peek out of their rooms, wondering what's going on.

"Wake up, everyone, we got a thief problem!" Ben exclaims to the others sternly.

"She's stolen my crown!" Twilight exclaims, motioning to the intruder who is trying to make a break for it.

"Sound the alarm! SOUND THE ALARM!" Phobos shouted as he ran after the thief.

The other ponies gasp as they join in the chase, chasing the thief down the hall. Twilight did her teleportation trick, appearing in front of the thief in hope to stop her.

"Stop," Twilight exclaims sternly. But to her surprise, the thief did the same spell, teleporting past Twilight. In the progress, she collides against the purple alicorn and losing her disguise as we;;.

The thief turns out to be a unicorn mare with a bright orange coat, moderate cyan eyes, a red and yellow mane and tail. Her cutie mark looks like a shimmer sun.

As the mare smirks, Ben looks surprised as he asks, "Sunset Shimmer?"

As she left, a bewildered Twilight ask Ben, "You know her?"

"Later, Twilight; we need to get your crown back!" Ben exclaims quickly.

The group chases the galloping Sunset. Twilight was getting close until both she and Ben tackle the thief, sending all three tumbling into a room that appears to have a mirror in it.

Twilight's crown ends up flying out of the bag during the struggle, bouncing against each object until it was send...right through the mirror, much to the shock of most of the group who gasp in shock at this happening.

"Oh no; The crown," Nyx cried.

"What did you do with my crown?" Twilight demands angrily to Sunset.

Sunset smirks evilly as she remarks, "Sorry it had to be this way 'Princess'." The mare mocked the last part as she jumps right into the mirror quickly, making the other gasps some more.

"Well, you don't see stuff like that every day!" Phobos exclaims in amazement.

"Who was that?" Fluttershy ask in concern as she trots into the room.

Ben sighs, knowing that there's only pony who can answer that question: his own mother.

After waking everyone up, the Mane Six, Spike, Ben, Nyx and Phobos informs the princesses about the mare who stole the crown as well as what happened to it when it was tossed through the mirror. Golden Heart is with the ponies, looking concerned as he said, "This is very serious; Celestia?"

Celestia sighs, knowing that this day would finally come, "Sunset Shimmer, a former student of mine. She began her studies with me not long before Twilight, but when she did not get what she wanted as quickly as she likes, she turned cruel and dishonest. I tried to help her, but she eventually decided to abandon her studies and go to her own path, one that had decided to lead her to stealing the crown,"

"So basically we're talking about a bitter and jealous student who thinks that she wants to be a princess but could not." Phobos said to Celestia, making her nod sternly.

"Yes."

Twilight looks concerned as she turns to Ben and asks, "How did you know her? Was she your fillyfriend before me?"

"No way, Twilight," Ben insists, a bit startled that his love would even suggest that. "She was one of my old pony friends' filly friend; she and him got along well." The stallion sighs. "But for some unknown reason, both broke up after some argument. And I think my mother's explanation is the reason of the broke up. I didn't meet her in pony. But I saw the picture of her from my friend's home and ask about her when I visit Canterlot two months ago."

"In other words, Twilight, don't worry about a thing." Golden Heart assures Twilight with a smile. "If the filly friend thing was the case, the whole chase things would be more awkward."

"Besides, no pony is beauty and good as you, Twilight. I can assure you that you will never be replaced. I could never love somepony but you."

Nyx sighs of relief as she said, "Good enough, daddy. Coz if you're with Sunset, she would definitely be cruel and problem to me a lot. But Twilight is the true mother. I also won't replace you."

Twilight smiles, relieved by her loved ones' assuration, "Thanks, Ben and Nyx."

"She replaced Twilight's crown with this one." Spike explains as he show the fake crown that Sunset left to Celestia.

"Right, it looks like the real thing but..." Phobos said as he licks the fake crown, cringing a bit, "Ick! Taste dull and lame!"

Celestia glances at the crown, frowning a bit in suspicion as she explains to Twilight, "I suppose Sunset Shimmer thought we wouldn't notice right away that this was not yours and by the time you did, it would be too late to go after your crown and Element of Harmony."

"But why steal it, grandma? Sunset Shimmer can't use the Element of Harmony without the others." Nyx points out to her adopted grandmother. "And even if that isn't the case, she still can't use them because of the obvious."

"I'm afraid that it could be more than that, Nyx."

"But I don't understand; where did she go; Where did she take the crown?" Twilight ask Celestia in concern. The last that she and the others saw of the crown is when it was tossed into the mirror during the chase.

Celestia nods grimly as she leads the group to the same room where the chase ended last night as she adds, "You'll soon know more about this place that even I do."

The group enters the room, glancing at the mirror as Luna explains to everypony, "This is no ordinary mirror, it is a gateway to another world; A gateway that will open once every thirty moons."

"Sparkly," Pinkie giggles as she place a hoof onto the mirror as if wanting to play with the thing.

"Mirror, mirror, on the wall, who is the coolest of them all," Phobos laughs madly. Luna frowns as she uses her magic to push Pinkie and Phobos away from the mirror. Honestly, those two!

"So is this world like one of the alternate universes that me, mommy and my aunts like to watch in the Universal Viewer?" Nyx ask the alicorns curiously.

"That is correct, little one." Luna said, confirming what Nyx is thinking right now.

Golden Heart speak next, "It is always been kept in the throne room in Canterlot Castle, but when Princess Cadance took over the Crystal Empire, we sent it here for her to watch over."

"Well, I always wanted what this mirror is doing here." Ben said, seeing some familiar inscriptions on the side of the mirror. The stallion saw this mirror in the throne room in Canterlot many times here, "But why?"

Celestia sighs as she explains to her son, "I had always hoped that Sunset Shimmer would someday use it to return to come back to Equestria seeking my guidance. Obviously, this is not what has happen."

"Probably Sunset is worried or too upset with you to consider doing so...and is waiting for the perfect opportunity to come back. Obviously, stealing Twilight's crown is the fact.

"Twilight, you must use the mirror to go into this other world and retrieve your crown." Cadance explains seriously to her sister in-law. "Without it, the other Element of Harmony have no power and Equestria is left without one of its most important means of defense."

"Your crown does not belong in a place Sunset Shimmer now calls home and in her possession your Element of Harmony will no doubt to be used to bring harm to the inhabitants of this other realm." Luna said seriously. It appears that that's the reason why Sunset wants to steal the crown. Even if the mare can't use its good power, she could use some sort of negative power to harm whoever belongs to the realm. "They will not have the power to defend themselves."

Celestia put a bag right onto Twilight's back with her magic, asking, "Do you understand the importance of your task?"

"Of course," Twilight said in determination. She must get the crown back before Sunset Shimmer uses it for whatever vicious purposes that she got in mind!

"Good, then you must go at once."

Twilight nods, taking a deep breath. She prepares to head into the mirror when her friends and family got in the way. Rainbow exclaims eagerly, "Whoa, whoa, whoa. If she's going, we're going with her, right girls and guy?"

"I'm so nervous-cited!" Pinkie exclaims eagerly.

Applejack glares at Pinkie as she asks her dryly, "Yew do realize 'dat's not a real word, right?"

"Right," Ben said with a smile. "Just get us time to prepare and..."

"I'm afraid I cannot let you go." Celestia said in concern, much to the surprise and disbelief of the others who wanted to go with Twilight.

"Huh?"

"What? Why not," Rainbow protests to Celestia, stomping her hoof in frustration.

"Come on! What gives?" Phobos ask Celestia in annoyance, but the Alicorn of the Sun kept her decision intact, giving out a concerned yet stern look to the others.

"Sending all of you can upset the balance of this alternate world; creating havoc that can make it impossible for Twilight to get the crown back from Sunset Shimmer. This is something Princess Twilight must do alone." Celestia explains to the others. What the princess means is that Twilight needs to do this task alone to get the crown back without any problems that could ruin the balance of wherever she's going.

Ben frowns in worry as Twilight assures, "It's okay, Ben, everypony. I will do fine. I will be back before you know it...I hope."

"Time is of the essence; On the third day, when the moon reaches its peak in the night sky, the gateway will close and once it does, it will be another thirty moons before you will be able to use it to return." Luna adds seriously.

"Out of curiosity, what time are 30 moons in plain English?" Nyx ask Luna in concern.

"2.5 years."

Ben, Nyx, Spike and Phobos gasps in worry along with the others. That means that it will take 2.5 years for Twilight to return if she fails to get the mirror back in time! Her family part is worried, they are scared as to what happened should that were to come.

Before Twilight goes though the mirror, Golden Heart says, "Your only way out is though a statue horse that might be guarded by a human with pink flat hair. Trust me I have a friend who knows AU better than anypony."

Golden Heart looks to the right and sees his little sister watching, she winks and is gone in a blink of an eye. They all watch as Twilight slowly walks into the mirror, the gang gives her words of encouragement. Soon the purple alicorn disappears from sight.

Ben pauses then spoke up suddenly to Celestia, "Mother. Thank you for everything. I want to say that you're the best mother I ever had."

"Aw, Ben. That is nice and sweet. But I don't understand this. Why would you-?" Celestia begins to say but then realize something, much to her shock. He wouldn't!

Ben, Nyx, Spike and Phobos quickly went to the mirror. The five of Mane Six, Princess Celestia, Princess Luna and Princess Cadance gasps. They tried to catch and stop them until Ben activated a force field to block them.

"Go after your mother. I need to give some few words to your grandmother." Ben said to Nyx. The little alicorn filly nods as she and dragons enter the mirror, much to the shock of the others watching.

"Benjamin Mare! Deactivate your spell at once! That's an order!" Celestia exclaims to Ben in shock and alarm. "You know that sending more than one could upset the balance between ours and another's."

"I know. But I'm sorry. I lost Twilight once, but I'm not going to lose her again. Twilight needs her friends and family, and she needs me. She's not going alone. I'm really sorry, mother. I love you."

Ben left, jumping into the mirror and disappearing from sight. Luna, stunned, exclaims, "Tia, we must go after her family at once! They had no idea of what jeopardy they will about to create."

"I agree." Celestia said in concern. Before they could go, Flash Sentry appear in front of them. "Lieutenant Flash Sentry! What is the meaning of this? Move aside at once."

Flash however stood his ground while saying, "Sorry. I can't."

"Thou dare disobey thy princesses?" Luna demands to Flash, upset by the refusal. "Thou will be court martial for treachery."

"It's not treachery. It's friendship. I overheard what happens. I'd never thought that my fillyfriend could do such a thing. But I know one thing. With the Princess and Prince's help, they will restore Sunset Shimmer back to the way she was before. I had the feeling that somepony may be behind the nature of Sunset's behavior. I don't know but my guts told me that she was informed by somepony to get rid of Twilight Sparkle."

Everypony was shocked of it. Before any of the main princesses could speak, Princess Cadance and Mane Six side with Flash Sentry. The Alicorn of Love said, "Aunt Tia and Luna. We must have faith in them. Ben had gone through more than one journey before. Twilight may need help. Ben, Nyx, Spike and Phobos are the ponies and Dragons to help."

Applejack nods as she adds, "Cadance's right. We would go. But Twilight's family is her apple pie. Without them, Ah doubt Twilight could last a little longer in there."

Rarity said, "Yes, Applejack's right. Twilight needs them to get through difficult journey, even we will never be there to help."

"Don't worry, princesses. Knowing Twilight and her family, it would 20% awesome to made it back. I'm sure of it." Rainbow assures the princesses but not without a gulp. "I hope."

"Please, princesses. Reconsider letting Twilight's family going after Twilight." Fluttershy said meekly to the princesses.

"Yeah, it would never be good or fun to get that crown back. She's so needs lots of, lots of and LOTS OF help." Pinkie insists, bouncing off the walls (even literally!).

Princess Celestia and Luna were shocked at the conversation. They realized something important. Luna spoke to her sister, "Tia. What do you think?"

"Ben had indeed been through a lot of battles and hardships. Perhaps Ben, Nyx, Spike and Phobos are fit in helping Twilight Sparkle in her journey." Celestia said thoughtfully. After all, if anypony could help Twilight get the crown back, it should be those closer to the new princess. "He has matured well. I only hope that they would make their return."

"I'm sure they will, sister."

"Perhaps, Flash Sentry is right about one thing. Somepony could be behind Sunset Shimmer's rotten behavior since she left, as well as today's happening event of stealing Twilight's crown and plan to kill her. I had the feeling I know who that might be."

"Everything will be fine in the end, princesses." Flash assures the princesses while giving the two a salute. "Prince Ben will get them back safely. I'm sure of it, your highness."

Soon Twilight screams, followed unknowingly by Spike, Nyx, Phobos and Ben, as they swirl deeper through the portal until all went black. The new world awaits them.

Chapter 2: Ponies Now Humans

Chapter 2: Ponies Now Humans

Twilight groans as she begins to wake up. The mare just went through a weird experience. Where is she and what's going on? Just then a familiar voice spoke up, "Uh, Twilight?"

"Huh? Spike! You're not supposed to..." Twilight begins to say in concern. Her assistant isn't supposed to be here! But the girl looks startled as she saw Spike...who is now a dog with a collar, "Spike? Are you a dog?"

"A dog," Spike asks while looking at himself as if he's being insulted while being transformed. The dog calm down somewhat as he continues, "I... think so; Twilight. Please don't freak out. Whatever you do, don't look at your hands. I mean, hooves!"

"Hands; what are you -!" Twilight holds up her 'hooves' but saw that they are now hands. She screams. "I'm a Human?" The newly human Twilight looks at her new body. She is now a purple skinned girl with moderate violet eyes and hair that is moderate sapphire blue with moderate violet and brilliant rose streaks. She is wearing a blue short shirt, a purple tie, a purple skirt with a star on it, purple socks with violet tops, and black shoes, "But how? When did -!" Twilight screams again before Spike covers her mouth, keeping his paw there until she calms down. "What happened?"

"I don't know. All we did is go through the mirror, and arrive here. That's all I know."

"Twilight; Is that you?” The familiar voice of Ben is heard.

"Ben?" Twilight ask as she turned and saw Ben. He is a brown skinned boy with spiky brown hair, green eyes, a black vest over a white shirt that has his Triforce Cutie Mark on it, blue pants with a belt, tennis shoes and a red collar. Both are startled when they see each other's Human form. "Ben, is that you? For your mom's sake! You're....... You're a Human!"

Ben looks at himself and another person who slowly got up, much to the father's notice as he said, "It looks like we're not the only ones, Twilight! Nyx, is that you?"

"I think so." Nyx said while looking at her body. She is now a child with dark purple hair, very dark cornflower black skin; her eyes were moderate opal to dark opal and a light opal outside while strangely, it was looking almost like catlike irises. She is wearing a purple jacket over a purple shirt with purple shorts and purple boots. "Whoa, why are we Humans? I thought we're supposed to be ponies."

"I don't know. What I don't understand is when I first came to Megan's Earth, I'd never transform into this before; But why this world's?" Twilight ask in confusion and disbelief. This hasn't happened to her before when she first came to Megan's home world.

"I don't know. I think it must be dimension's some kind of rule or order for anyone or anypony when coming to this place." Ben explains to Twilight clearly. "Whatever the reason we've become humans, we have to fit in this Human world. But now, we need to focus on important task."

"You're right. There's an important task to do alright. But first," Twilight glares at Ben which startled him, "What are you, Nyx and Spike doing here? Did you follow me? I thought your mother told you that it's too dangerous because it could upset the balance of this world."

Ben angrily answers, "Look, I know I'm supposed to stay back. But I'm worried."

"Worried? Are you saying that I can't handle this job? I've been fighting some monsters and villains to save Equestria. I even risk everything to save you from Boris! And you're telling me that you're worried because of what I can't handle?!"

"No, because this could be a trap," Ben insists to Twilight. The girl is calm down somewhat as he continues, "You need help, Twilight. Besides, I told you that you have me, Nyx, Spike, and family and friends. We'll face the obstacles together. You need us, Twilight, to help and protect you. I made that promise. So I'm not going to let you go alone without me or any of us! No pony hurts Twilight, or they'll answer to me."

"Please, mommy. Don't be mad at daddy or any of us." Nyx pleads to her mother in concern. "We don't know what Sunset Shimmer's plan or trap is. But if we work together, we can overcome anything and get the crown back in time."

"Twilight, they're right. Even though you've been to Megan's Human world before, but here, we have no idea of what we can do when we're in these forms." Spike said, still getting used to his new dog form. "It's going to be hard for us because I don't think Megan or any of her family will be helping. If Princess Celestia had informed them about the situation, they would be here by now. As far as I can see, they're not. So, that means we're on our own."

Twilight sighs and calms down, "I guess all of you are right. I'm just worry that you will be in danger because of the mistakes that I've made for past few months. I'm sorry for being angry at you." She hugs Ben as he looks calm down. "Then, let's get going before anything happens."

"Wait, where's Phobos? I thought he was with me." Nyx said while looking around for Phobos.

"I'm right behind Spike." Phobos is heard from behind Spike, much to the others' notice. What is he doing hiding?

Spike shook and turns his head. He gasps upon seeing something and chuckled while covering his mouth with his paws. Something funny has happened to Phobos.

"Phobos is here too? Ugh! What am I asking? He's Nyx's pet and friend. He'll be following Nyx anywhere she goes." Twilight said as Ben helps her up; the purple girl is trying her best to get used to her new form but she is falling each time. "Come out now, Phobos."

"No way! I'm not coming out!" Phobos's voice snaps in protest.

"What are you talking about? Come out now, Phobos." Ben said to Phobos with a frown.

"You'll laugh at me. So, forget about it!"

"Don't make me use the feather to tickle you again." Nyx said sternly to her best friend. She will tickle Phobos unless he shows his face soon.

Phobos groans as he comes out as a cute and fluffy dog. Twilight and her family gasps of what they saw. Phobos sighs as he said, "I look ridiculous and funny."

Spike chuckled, "Yup, very ridiculous and funny too." Phobos glared and growled at Spike before he panic. "Okay, not ridiculous and funny!"

"I think Phobos is so cute and fluffy." Nyx giggles a bit.

Nyx pick Phobos up and pets Phobos. The new dog looked annoy and angry. But with Nyx's touching, scratching and petting on his fur, Phobos looked relax and calm.

"Whoa. That's good." Phobos said with a sigh.

Ben smiles, blushing as he said, "You know, Twilight, you look even radiant and beautiful in Human form."

Twilight smiled, blushing as she said back, "Thanks; and you look even more handsome and awesome as being a Human."

Twilight and Ben laugh together. Spike then spoke up, "Okay, so we got the whole thing out of the way so let's get to the question. Where are we? "

"I don't know. But that must serve as the gateway back to Equestria." Twilight said as she saw what the group fell out of: a horse statue. Must be the same one spoken of by Golden Heart. The girl put her hand in, showing her hoof in the reflection before pulling it out. "We need to find my crown as soon as possible and get back there. I suggest we start searching the castle first."

The group saw what appears to be a castle in front of them, but it appears to be something different. Nyx comments, "I think that looks like a school."

"Still, it's a castle to us." Ben said to his daughter with a shrug.

"Works for me," Spike remarks with a nod. Time to track down Sunset and the crown before the portal home closes.

As the group are going to the school's main door, they look at the statue of the horse but sees a female human with flat pink hair staying with the statue as she studies her work. The girl looks at the group as they look away.

As the human returns to studying, the group heads towards the school. The human says quietly, "They must be from the pony world just like my big brother said from his far sight whose is helping Celestia right now. Better get this done and bring it to class."

Pinkamena keeps working. The group heads to the building with Phobos groaning, "Oh, great. Spike and I have been turned into fleabags--." The dog yelps as he realize something, "Fleabags?!"

Phobos starts scratching himself nonstop. Nyx giggles while shaking her head, "Silly old Phobos."

Phobos to the audience said, "Yes, I know that I'm a Dragon, but now that I'm a dog...I've got a lot of problems, especially fleas. Ha ha ha," He then goes back to scratching nonstop.

While Ben and Nyx are walking like humans, they gave awkward looks to Twilight...who is on all fours with Spike on her back literally. But everyone saw a boy and his dog passing by, giving the same looks to what Twilight and Spike are doing. The new dog chuckles as he got off his human friend's back while Twilight stood up right (like all humans should).

"Yeah, I don't think that's how the new you is supposed to..." Spike begins to say. The other dog looks to his owner with a hopeful look, he obviously want a ride on his back too. The boy just looks annoyed and motions his pet to move.

"Yeah, this could take a while to get used to." Nyx remarks with a nod.

"How can you and your father got it easy?" Twilight ask Nyx in concern. The girl is still having trouble walking on the two back legs, using a railing on the steps of the ‘castle’ to keep from falling while the rest of her family appears to be doing fine.

"I don't know. I guess after hanging with Megan, we got the hang of it."

"Come on, everyone. I do not wanna be like this for longer than I have to."

"Look on the bright side. You don't have those pesky wings to worry about anymore!" Spike points out, trying to show Twilight the bright side of the transformation. The girl glares at him, then nods as she heads to the door, expecting her magic to open it for her...but she ends up slamming right into the door hard.

"Mommy, you okay?" Nyx ask Twilight in concern.

"Hmm," Twilight exclaims in concern before pulling herself off the door. She tries to use her magic but nothing's working, much to her horror, "My magic! It isn't working!"

Nyx tries to use her own magic but nothing's working. She exclaims, "My magic isn't working here!"

"Weird." Ben said as he tries to jump up and fly and/or use his magic, but nothing's working either. "My magic appears to be missing in action.

"Makes sense," Spike remarks with a shrug. "Twilight, you and Nyx don't exactly have your horns."

"WHAT?" Twilight and Nyx screams in shock as they check their own forehead and each other. Yep, the horns are indeed gone!

Phobos rolls his eyes as he opens the door, remarking, "We really need to find you a mirror."

The group enters the building which appears what Nyx suspected: some sort of school. The place appears to be empty; no one else but them appears to be around.

"Twilight, I hate to say this, but...we may have to make a few changes while we're here." Ben issued this out suddenly from continuing to take notice of their situation.

"What do you mean Ben?" Twilight asked curious in what her love was saying.

"It's just that, from what we know, the Mag'ne was a human, she could walk on two legs instead of four, and instead of hooves had, well hands with....these fingers." Ben issued to themselves about a human that they know that came to their world, even showing his hand wiggling the 'fingers' around.

"Don't forget the toes! Which seeing Spike & me as Dragons, we already were used to that!" Phobos pointed down at the boy's shoes where his toes are.

"Yes, but my point is," Ben rolled his eyes in getting that statement to continue. "We may have to change how we do things here, so we don't attract the wrong kind of attention." He stated the crucial matter of their stay here.

"What kinda wrong attention, daddy?" Nyx asked in wonderment.

"Well Nyx, for starters...you may have to not call me or Twilight your mom and dad." Ben sadly spoke in what his adoptive daughter has to do at this time.

"What? Was it something I did wrong?" Nyx asked in panic, what did she do that her father wants her to not call him dad or Twilight her mom?

"No honey, nothing, but...Ben, explanation." Twilight patted her daughter's shoulder before asking for more explanation from Ben Mare.

"Well it's just, from what I can tell, we look like human teens. And Nyx looks like, well a little girl. If any of the inhabitants heard her call us her parents, imagine what they might think." Ben explained that while they are here, any strange and unusual actions may attract bad attention to them, including a little girl calling two teens her parents...with such an age difference.

"Woah, they probably don't get the idea of teenagers being parents so likely around here!" Spike yelped in suddenly getting what Ben was getting at.

"Right, best guess, if any human ask, we're couple of friends from out of town that grew up with each other. And that Nyx might be Twilight's distant younger cousin." Ben nods before issuing what they can do to keep their relationship here on a careful basis. "Since with her background in our world, makes the most sense, right?" He shrug off that with a history like Nyx, the most truth out of it, has to be changed to not cause any trouble around here.

"So I have to address you both as...Twilight & Ben then?" Nyx slowly lifted her head to her parents in thinking...she has to call them different names here.

"Yes, but from Ben's plan, that doesn't mean we're not close like family, just...have to make our story seem reasonable." Twilight rubs Nyx's hair gently in saying what they need to do while here, but other than that, they are still the same through n' through. "It might have to be for while we're here & in public sweety."

"I...understand mo...Twilight," Nyx sniffed to rub a loose tear away before smiling and correctly saying her mother's full name.

"Hugh, haven't heard Nyx call you by your real name since you brought her home Twilight. Boy, was that an adventure." Spike spoke off in hearing Nyx call Twilight by her actual name, it's been a long time since she last did that from the whole Cult of Nightmare Moon event, etc.

Nyx comment, "Wow, Mommy; I look only two years younger than you and Daddy in this body. So I guess I'm going to have to call you my cousin...or maybe my big sister to avoid suspicion."

"Yeah, big sister sounds more better." Twilight said thoughtfully. Perhaps being a sister is much better than a cousin.

"Then what about us Ben? What are our roles?" Phobos asked off in wondering what Ben has them to do.

"You both will have to act exactly as you are." Ben issued the answer as clear as day.

"A couple of cool, dashing, smashing, tough, but lovable Dragons in disguise," Phobos held up his paws to his waist in standing proud and tall in describing himself.

"Hugh, I could come to like that." Spike smiled in liking the sound of what they can be.

"Ah...no...As a couple of average dogs that only make canine noises that don't talk plain English. Even for a talker like you Phobos, you'll have to endure." Ben slwoly issued off in what the two Dragons have to do while being dogs now.

"Hugh?" Both Dragon transformed Dogs responded stumped and surprise, they can't talk?

"You'll both be like Twilight & Nyx's dogs if anybody asked, okay?" Ben explained what Spike & Phobos have to do while they are here. "It's one thing if they didn't believe us three were ponies, but for you...Do you know what would happen if the inhabitants saw you both talking?" The guy couldn't even imagine what happen if folks saw their dogs talking & didn't believe that the humans with them said that they were ponies.

"The government would take us away and do dangerous test on us to discover our talking origin?" Phobos dryly pointed off in mentioning this while a bunch of weird sound effects happened in the background.

"Woah, that sounds creepy!" Spike yelped a bit from hearing this...that does sound bad.

"Wait! I know what would be even worst!" Nyx suddenly spoke off to make a suggestion here. "Some Hollywood producers will descend around us, and make you two the stars of a reality series." Now a lot of them were looking at Nyx like she spoke crazy talk. "What, it's another Pinkie Pie theme of breaking the forth wall stuff moment." She shrug off in stating what she did was what her other aunt would have done.

At this moment, a different scene came over what we were seeing to show us...a TV with a title 'Talking Dogs' label.

"It's time for everyone's favorite reality show. Talking Dogs" A female announcer issued in what they have on today's show on reality TV.

The screen from the TV shows Spike & Phobos sniffing around a fire hydrant and looked like they were about to do 'business' when.... They turn around to look to see, they were being watched...As the scene shows camera crew filming the dogs in what they’re doing everyday....LIVE!

"Oh, again; whatever happened to privacy?" Spike moans in seeing it's the same filming crew from before catching whatever they do.

"Would you all just please...LEAVE US ALONE," Phobos turned to snap and yell off in shaking his paws that these guys can't let them be in peace.

The screen wobbles to return our main focus on Twilight's group after...all sharing the same thing in what they witness.

"AAAAAHHHH," Finally, the dog changed Dragons snapped from their stump moment to hug and scream in horror. Spike & Phobos do NOT wanna have to deal with that sorta stuff in this world.

"Okay...seeing that stuff seemed more Pinkie Pie relative than usual." Twilight slowly responded a bit freaked out that they all saw that.

"Right, and with your magic tone down and mine probably in some stasis while we're in this world, we'll have to make do." Ben shrugs off in hearing Twilight out, both theirs and Nyx's magic won't work so well here, since both alicorns' horns were gone & the Earth pony's Triforce was seemingly not active.

"You sure the Triforce Element magic stuff is sealed off?" Phobos asked off in Ben was so sure that he couldn't use the most powerful element blessed on the guy.

"It is, I can only get some fractions from the Wisdom Element that's been telling me these things about this world. Courage's Element is still there, but Power seems like the most deep stasis that might not be much help unless something helps me to reawaken it." Ben shrug off his shoulders in not having much of any shot in using his gifted magical ability, he's now as normal as an Earth Pony like he was when he was born.

"Then our options seem pretty low, hugh?" Spike asked off in noticing what their current capabilities are while in this new world.

"Alright you guys, let’s just try to find what we're looking for, okay." Twilight issued off to cut their moment in what they're discussing to focus on two things; find Sunset Shimmer & retrieve the Element of Magic while getting home before their pathway is closed for 2.5 years.

The group looks around and saw a set of trophies behind a big glass. As they look at it, Phobos remarks, "Kinky."

"What do you think, everyone? Other artifacts she's stolen from Equestria?" Twilight ask curiously. She saw her reflection in the mirror, making the girl gasp as she looks herself over, "What am I? Wait, what am I saying? I know what I am but..."

Suddenly a bell begins to rang, startling the newcomers. To their surprises, teenagers begin moving through the hallway with the newcomers doing their best to avoid getting knocked down. Nyx notices two humans that looks like her bullies back home, Diamond Tiara and Silver Spoon, passing by and pushing Twilight down.

"Hey, watch where you're hitting!" Nyx scowls to the two girls who apparently didn't hear her or care as they kept going. "Rude!"

Ben, Nyx and Phobos looks for Twilight and Spike who is doing their best not to get harmed by the teenagers passing by. This place is crazy! As things calm down, Twilight manages to escape the crowd but got one of her new legs stuck.

"Huh?" Twilight groans as she tries to get her leg free. The girl was successful but she bumps right into a locker which someone opens up.

"Mo...Twilight, you okay?" Nyx ask her mother as she, Ben, Phobos and Spike came over to see if she's okay. The group saw the human whose locker was opened closing it, looking surprised to see Twilight on the floor. He appears to be a boy with blue hair, blue eyes, and is wearing a gray with a white and red stripes jacket over a white shirt with a familiar cutie mark of some pony that Ben knows, blue pants and tennis shoe.

"Whoa. You okay?" The boy asks in concern as he held out a hand, wanting to help Twilight up. The new girl is hesitant but takes it, being helped up to her feet. She nod, assuring him that Twilight herself is okay.

"Flash Sentry," Ben asks in surprise, this boy looks like a human version of Flash Sentry from back home; But how?

"Whoa! How did you know my name?"

Ben, nervous and worried, ask, "Lucky guess?"

Flash smile, apparently buying the excuse, as he continues, "Well, since you know my name, may I know yours, and friends' name? You are new around here, right?"

"I'm Ben. This is Twilight Sparkle and Nyx. Those are Spike and Phobos; our...... dogs."

Flash smiles as he adds, "Cool. Anyway, welcome to Canterlot High, Ben. I hope you guys like it. By the way Ben, better take care of those two especially Twilight, lots of guys may be after pretty girls like her."

Ben smiles and reluctantly says, "Yeah, I'll try."

"Cool. I'll see you around. Get comfy here."

Flash left while Ben stares at him in disbelief and shock. This guy sure act like his pal back home in Equestria!

"He looks a lot like my friend. But it can't be him, can he?" Ben asks in surprise and disbelief. "Could this dimension have the same ponies as Humans? Can I trust him?'

"Daddy, what are you talking about? How did you know him?" Nyx ask her father in a puzzled state.

"I'll explain later. We've got to find the crown."

"He's right. But remember what we're supposed or not to do in Humans' world. Whatever you do, don't do something stupid or embarrassing." Twilight reminds the others of their task here. "Or else, this could attract more unwanted attention. I do not want that to distract our mission."

The group looks around as Spike said, "I don't think this is a castle."

"Right...this is a school." Ben said with a sigh. "Great, as if my last one wasn't bad enough."

The group begins walking through the hallway, looking around a bit nervous. As they do, a song begins to play as Twilight is heard singing.

Twilight's Voice: I've never seen a place

That's quite like this

Everything is turned around

This crazy world is upside-down

As Twilight looks, she yelps and fell to the floor, much to the notice of the students. Ben helps her up as the new girl flexes herself. Twilight could be a human if she can study how the other humans can be.

Getting on my feet

It's the hand that I was dealt

But I don't have much time with them

Got to learn all that I can

Twilight, with the others' help, observe the other students who are doing their abilities and the whatnot. If this girl could figure them out, then maybe this human thing cannot be a problem.

At one point, Twilight peeks through a window of a door, seeing what appears to be a human version of Cheerilee teaching a class. Twilight glances at her new clothes.

They don't use any magic, fly with any wings

I don't get these funny clothes, skinny legs or tiny nose

Everything's confusing when it seems so new

But I look a little closer and it starts to feel familiar too

As Twilight's group walk down the hallway, they nearly ran into three kids who looks like the Cutie Mark Crusaders. Nyx looks surprised, smiling. So this world has human versions of her friends as well! She wonders if she herself can somehow be their friend.

The group enters a restroom where Twilight is looking into a mirror there.

What a strange new world (strange new world)

Suddenly a boy came out of a stall, then gasps in alarm upon seeing Twilight and Nyx, making them, Ben, Spike and Phobos yelps as they run out what is actually the boy's restroom.

I'm trying to make heads or tails of this strange new world

Sorting through the small details of a strange new world

What a strange new world

As the song comes to an end, the group looks around in confusion or concern at the students heading for class. This may be complicated than they could imagine....

The group was looking around for any signs of the crown when they heard a familiar voice speaking around a corner, "I'm really sorry. I just found it, and I thought I should give it to her."

Twilight and her group turn to see someone talking to two other students. They look surprised as the one who was talking was a girl with yellow skin, moderate cyan eyes and has a long lightish rose hair with a butterfly clip on it. She is wearing a pink shirt, a green skirt with a butterfly symbol on it, pink socks and green with white on the sole boots. Oddly, the girl sounds exactly like Fluttershy!

One of the students that she's talking to has the same color of hair and eyes as Sunset Shimmer. The difference here is that she is wearing a black jacket over a violet shirt that has a shimmer sun, a orange, yellow and violet skirt, and she has black with purple boots.

The other student has red skin, he has a black sharp like mane with a black tail, a necklace of gold and silver, he wears a vest over a black shirt that has a shotgun symbol on it, blue pants and tennis shoes. Ben narrows his eyes as this guy reminds him of his enemy Boris AKA Boris the Animal from back home.

The pink-haired girl continues, "I didn't know you had dropped it."

"Well, I did!" The red-and-yellow-haired girl snapped, "And I was about to get it before you swooped in and ruined everything!"

Twilight and her friends look upset, not liking the tone that this bully is using. The bully adds, "You shouldn't pick up things that don't belong to you."

"Right, it's a good thing that you are a meek one." The boy remarks with a cruel laugh while filing his nails with a file. "It is against my policy to hit girls. Now be a nice animal lover and give us the crown back."

"It... doesn't really belong to you, either." The pink-haired girl said sheepishly.

"Excuse me?!?" The girl bully snarls, making the scared one shivers in fear.

"N-n-nothing," The scared girl said meekly.

"That's what I thought. It's good as mine and you know it." The red-and-yellow haired girl remarks in satisfaction. "You really are pathetic. It's no wonder your best friends are all stray animals."

"Oh, that ugly evil witch." Phobos mumbles a bit, getting upset by this scene.

"Easy, we can't make a scene by butting in." Ben said, trying to keep Phobos from going crazy.

"Face it; they're all Earth filths, just like you!" The boy bully taunts while pushing the girl.

"Okay, that did it." Ben remarks angrily. He has seen bullies like him, especially Boris, pushing foals around like that back home but here, Ben cannot stand by, especially since he used to be bullied, "Twilight?"

"Right," Twilight nodded firmly. Then she, Ben and Nyx stepped out of hiding to confront the bullies as the former shouted angrily, "How dare you speak to her that way!"

The bullies look surprised as they glare at the newcomers. Some students who are watching hid in lockers while the pink-haired girl looks a bit nervous.

"What did you say?" The bully girl asks Twilight as she and her group stomps over to her and her cohort.

"I said- how dare you speak to her that way!" Twilight exclaims to the bully furiously.

"You two are cowards! Picking on an innocent girl like that," Ben exclaims to the bullies in agreement. "What did she ever do to you?!"

"Right, bullies like you deserved to be pushed in the mud," Nyx remarks, siding with her parents on this.

"Yeah; So do pathetic little snoops like you," The male bully snapped coldly, giving Nyx a threatening glare.

"Say that to my face!" Ben snaps to the male bully, getting fighting mad. Twilight held him, not wanting a fight to break out.

The female bully looks surprised that someone would stand up to her and her cohort like this. But she smirks and flicks Twilight's nose while remarking, "You all must be new here. I can speak to anyone I want."

With that, the female bully took her left. The male one glare at the newcomers while saying, "Whoever you are, newbies, you'd better listen to my boss. She can do whatever she wants. If you don't," The boy punches his fist on the locker in an attempt to get his message across. "You get this. Got it, outsiders?" The bully look at Twilight then gave an impressive look and whistled. "Nice looking, pretty girl."

Twilight looks a bit disgusted. This male bully is definitely a human version of that creep Boris from back home! Students, scared, hide from him as he keeps on walking.

"Just great; it looks like this dimension has a familiar enemy." Ben groans a bit. Now he got to work extra hard as to keep Twilight away from this Boris. "It looks like I had to make sure that human don't come near Twilight."

"Yeah, looks like the problem got worst, da-I mean, Ben, especially when it comes to Boris's Human form." Nyx said, keeping up the charade of not calling Ben by 'daddy'.

Twilight looks disgusted as she said, "Don't remind me, Nyx. Let's check on our new friend.”

"I can't believe you three did that!" The pink-haired girl exclaimed in amazement after she recovered.

"We couldn't just stand there." Twilight explains to the girl in concern.

"Right, I was bullied back when I was little. I can't stand around while watching it happened again." Ben said gently to the girl.

"Well, it's just that nobody ever stands up to Sunset Shimmer and her cohort Boris." The girl explains with a nod.

"Sunset Shimmer," Twilight gasps as she and the others saw the two bullies heading off; So, the girl is Sunset Shimmer as a human, the same Sunset from their world!

"Boris?" Nyx ask with a frown.

"You've heard of them?" The girl asks the newcomers, surprised that they know someone despite being newcomers here.

"Sort of," Twilight said to the girl nervously.

"Let's say that we know them by...reputation." Ben remarks with a frown.

"I don't think I've seen either of you around before. Did you all just transfer to Canterlot High from another school?" The pink-haired girl asked.

"Um...yes!" Twilight said nervously, playing along, "Another...heh, school! My name's Twilight, this is my boyfriend Ben Mare..."

"Mare; Not to be rude but isn't that another way of calling a female pony?" The girl asks Twilight, puzzled by Ben's last name.

"Yes...but Mare is actually short for Maregillian." Ben explains, much to the surprise of the others.

"'Maregillian'; Really," Nyx ask her father in surprise.

"Yeah, my mother was going to call me that, but she couldn't complete the adoption certificate in time." Ben explains to Twilight and Nyx sheepishly. "I guess that explains where the 'Mare' last name came from."

"I see." Twilight said, amazed that her own teacher would mess up on a certificate like that. She finishes up the introductions, "And this little girl is my little sister Nyx."

"What's your name?" Nyx ask the familiar girl curiously, making her look away a meekly.

"I'm... Fluttershy," The pink-haired girl replies very quietly.

"Sorry, what was that?" Twilight ask a bit surprised. This conversion sounds so familiar to her...like when the first time that she met Fluttershy back home.

"It's Fluttershy!" Fluttershy said even quieter while looking away quietly.

"It sounds like you're saying Fluttershy, but how can that...?" Twilight begins to ask in amazement. She left Fluttershy back home in the Crystal Empire, so how could this girl be her as well?

"Twilight, I think Fluttershy has a human version here as well." Ben whispers to Twilight quietly.

Fluttershy suddenly gave out a happy squeal as she saw Spike and Phobos. The girl giggles and picks them up, exclaiming, "Oh, my goodness! Who are these sweet little guys?"

"One of them is Spike!" Twilight exclaims while motioning to Spike. "My, uh...dog."

"And the other one is Phobos, he is also my dog too!" Nyx explains to Fluttershy happily.

"Arf arf," Phobos exclaims a bit, going along with the charade that he can't be talking in this dimension.

"Oh, they're so cute!" Fluttershy said as she takes out two doggy treats, giving them to Spike and Phobos, putting each in their mouths. "Go on, eat up, little pups!"

Spike and Phobos ate their treats before swallowing, the former ask in confusion, "Huh?"

"Oh, wouldn't you just give anything to know what they're really thinking?" Fluttershy giggles a bit happily. She wishes that she herself knows what the dogs are thinking.

"They usually just tell us." Twilight said without thinking.

"And Phobos never knows when to shut up." Nyx said without thinking, earning a glare from Phobos.

"Twilight, Nyx!" Ben exclaims in annoyance, fearing that the two important girls in his life is going to ruin the whole thing.

"Oh, what do you mean?" Fluttershy ask Twilight and Nyx puzzled.

Spike and Phobos just bark. Twilight quickly said sheepishly, "Oh, uh, nothing; never mind."

"Right, we sometime say stuff without thinking." Nyx remarks with a sheepish chuckle.

"Obviously," Ben chuckles a bit. "Fluttershy, can you tell me about Boris?"

Fluttersy looks concerned as she said, "I don't know how you know him. But I can give you details. Boris is a big and bad bully since junior high. He doesn't care who he's bullying or what problem he's having. Either new students or currently students, as long as they do what he says, Boris won't hurt them. He even helps Sunset Shimmer as her bodyguard, three years ago when she came here. He is the worst."

Twilight smirk as she ask, "Does he hates the nickname 'Boris the Animal'?"

Flutterhy giggle as she replies, "Why yes. To be honest, the reason we call him that is because he has a fear of animals. He hates them a lot because of a small incident with dogs. So, whenever he sees any animals, he will go crazy and berserk like a wild animal."

Nyx giggle while saying, "That explains of why 'our' Boris had been called by that name."

Ben chuckled while adding, "Yeah. I can't wait to find out what animal he hates the most. He'll definitely freak out, and lose his cool."

Twilight and Ben giggled at what Ben had said. The former calms down as she got down to business, saying, "Sunset Shimmer said you picked something up. Something that belonged to her; It wasn't a crown, was it?"

"How did you know?" Fluttershy asked in curiosity.

"Uh, lucky guess," Nyx ask with a shrug. "Do you still have it?"

"Mm-mm," Fluttershy said, shaking her head ‘no’.

"But you know what happened to it." Ben said to Fluttershy curiously.

"Mm-hmm," Fluttershy said while nodding her head 'yes'. "This morning, I was passing out flyers for the animal shelter like I do every Wednesday."

Fluttershy was standing in front of a familiar statue, showing flyers in hopes that students can take one and maybe help the animals at the animal shelter out.

"Canterlot's animal shelter needs more volunteers. Won't you help an animal that can't help itself?" Fluttershy ask, pleading to the students. To her sadness, they just walk by, ignoring her.

Fluttershy sat down and begins to cry. No one wants to help, bad enough that her old friends from long ago are now gone, but this?

As Fluttershy continues to cry, she fails to see the base of the horse statue flashing as an object suddenly came out of it, hitting the girl right on the head.

"Ow!" Fluttershy exclaims in pain. While rubbing her head, the girl looks down and saw the crown and picks it up, looking confused. How did this get here?

"So you have no idea how it arrived to where you were this morning?" Nyx ask Fluttershy curiously. Of course, the girl, Twilight, Ben, Spike and Phobos knew how. It was thrown out of the statue when Sunset lost it during the struggle with Twilight and Ben the other night.

"No, I have no idea how it got there. But I didn't want anything to happen to it, so I decided to give it to Principal Celestia." Fluttershy explained.

"Principal Celestia?" Twilight gasps in surprise and amazement. So her teacher has a human version here too!

"Mo...err, I mean she's the ruler here?" Ben ask Fluttershy witrh a grin.

"You could say that." Fluttershy said, a bit puzzled by Twilight and Ben's reaction. "Technically, I guess she and Vice-Principal Luna do make the rules."

"And she let Sunset Shimmer and Boris gets away with what they're doing?" Nyx ask Fluttershy in disbelief. Why couldn't her grandmother, or at least the human version, do a thing to stop Sunset Shimmer and Boris?

"Only if she caught them both in the act...but so far, Sunset Shimmer and Boris manage to avoid getting into trouble with them." Fluttershy explains to Nyx.

"Where is she now?" Twilight asked Fluttershy with a grin. This is great! The group can just ask the principal for the crown back and this will be nothing but a bad dream!

"Probably in her office," Fluttershy explains as she points down a hallway, "Third door on your left."

"Thank you!" Twilight exclaims as the group prepares to head off to the principal's office.

"Oh, wait!" Fluttershy exclaims, stopping Twilight's group from going anywhere. Glancing to the 'dogs', she adds, "You're not really supposed to have pets on school grounds; Might wanna tuck them into your backpacks. That's what I do."

Fluttershy removes a backpack that she herself is wearing and opens it, revealing a couple of animals hidden inside; one of them looks like Angel! The girl grins as she explains, "They just get so lonely when I'm in school all day."

The animals scattered making Fluttershy work quickly to put them back in her backpack. Twilight nods as she exclaims, "Oh, okay! Thank you!"

Twilight puts Spike in her backpack as the bell begins to ring. Fluttershy gasps frantically, "Oh, no! I'm late for class!" She quickly put her animals in her backpack before running off.

"Come on, Nyx. Let's see if there's a store nearby where you can get a backpack to put Phobos in." Ben said to his daughter with a chuckle.

"Okay, da... uh, Ben," Nyx said with a smile.

Luckily, there is a store nearby in the school that is opened during school hours. Ben went in to get a bag for Nyx. Luckily, since word of how he, Twilight and Nyx stood up to Sunset Shimmer and Boris is spread, the employee of the place gave him a bag free of charge. May as well since it avoid the awkwardness of wondering how to pay for it.

Ben gave the bag to Nyx who motions Phobos while saying, "Okay; hop on in, Phobos."

"No way! I don't wanna get in that thing!" Phobos protests stubbornly to Nyx.

"Come on, Phobos! Do you want us to get kicked out? Just pretend you're in a ride."

Phobos groans but hops into Nyx's backpack anyway. The girl puts it on, her Dragon turned dog is surprisingly light. Phobos smiles as he sat comfortingly in the bag.

"Hey, you're right, this is fun." Phobos remarks as the group heads down to the principal's office in hopes to speak to Celestia herself.

The group arrives to an office that is front of a door that is Principal Celestia's office. They saw someone at a desk working, a man with dark blue skin, slate gray eyes, a light gray hair and he is wearing a suit that has a spell star on it. This reminds the group so much of Sir Spell Nexus, the headmaster of the Celestia's School for Gifted Unicorns back in Equestria and who was once possessed to start the cult that is trying to revive Nightmare Moon, only for Nyx to be born instead.

As the group approaches the desk, Spell Nexus spots them as he ask, "Can I help you, young ones? Are you transferred students? You do not look familiar to me."

"Yes. We're looking for my mo- principal Celestia." Ben said to Spell Nexus with a chuckle. "Vice Principal Spell Nexus, right?"

Spell Nexus chuckled as he corrects Ben, "You're mistaken. I'm merely a principal's assistant and history teacher. Vice Principal is Ms. Luna."

"Sorry, we're new here." Twilight said to Ben with a smile. Apparently, her boyfriend wants to make sure he had heard Fluttershy right about Luna being the Vice Principal here. "My name is Twilight Spakle. This is Ben, and my younger sister, Nyx. We want to talk with Principal Celestia. Mr. Spell."

"Call me Nexus. It's quite annoying with 'Spell'. I'll inform her through calling at once since you are here for registration and some good reason." Spell Nexus said. As the group watch, Spell Nexus talks through the phone. After that, he turns to Twilight and her friends. Nyx smiles innocently. Spell Nexus chuckled, "You're quite innocent and cute for a little girl, Nyx. Anyway, you may proceed inside, students; Aftermath, would you be interested in the Princess Fall Formal, Ms. Sparkle?"

"What is that?" Ben asks curiously to Spell Nexus.

"Explanation will be made from inside, young man, once you gather all the materials for your first day in this school."

"Thank you, Mr. Nexus." Twilight said as she and her friends moved inside. At least Nexus is much better than the one back home, even though the headmaster was indeed once possessed.

"Even here, that Human Nexus is a nice and gentle guy." Nyx said in observation.

Twilight smile as she comments, "Let's just hope, there's not another recreate Nightmare Moon incident in here again." Going through the same thing twice in another universe can be annoying.

"Or any bad guys we know of since the beginning as well, except Boris. That human hasn't change a bit. Let's get what we're looking for." Ben said though he stops at the door.

"Is there a problem, Ben?"

"Well, I am a bit nervous. I don't know how to talk to someone who is a human version of my mother...and to be honest, I don't know if there's another version of me in this universe who is her son."

Nyx pats her dad on the back as Twilight knocks on the door. A voice is heard from inside, "Come in." The group enters the room and sees someone behind her desk working. There's the human version of Celestia all right. She has the same hair color and eyes color as the princess back home. The difference here is that Celestia is wearing a tan orange jacket over a purple shirt and purple pants. As she saw the newcomers, the principal said, "You must be the new students that Nexus told me about. How may I help you?"

Twilight begins to bow to Celestia in respect as did Nyx, making the woman look oddly at them. The purple girl said sheepishly, "Um, uh... Whew."

"Yes, we are here to register as soon as possible." Ben said to the human version of his mother.

"Oh yes, well, here you go." Celestia said as she gave some forms for Twilight, Ben and Nyx to sign. "You must excuse me if the forms are short. We weren't expecting new students here and the school year has already started. Just fill out what I give you and you can give us more information later."

"Thank you. My name's Twilight Sparkle and this is Ben Mare and my young sister, Nyx." Twilight said with a smile as she and Nyx begin filling out the forms next. Once they are done, the new 'students' gave them to Celestia who got up to file them. "We're new here, and well, I understand that Fluttershy found a crown this morning and gave it to you."

"Yes. I've had Vice-Principal Luna put it somewhere for safekeeping. No idea how it ended up in the front lawn." Celestia said as she puts the forms into the cabinet for safe keeping. "Were you interested in running for Princess of the Fall Formal this year?"

"Uh, no; Not exactly; the truth is... Well, the truth is I... You see, the crown is actually...Princess of the Fall Formal?"

"Nexus told us about it upon arriving." Nyx explains to Celestia who goes over to a group of photos nearby. "Can you please tell us what it is, gra...err, Principal Celestia?"

"It's Canterlot High's big Fall dance." Celestia explains as she marks off a day on the calendar which shows the 'Fall Formal' event that is marked on it already.

"Like the Grand Galloping Gala!" Twilight exclaims in realization. Of course, this causes Celestia to turn and look at her oddly.

"Uh, Grand Galloping Gala?"

"Oh, uh, it was a big deal at my old school."

"Right, it's kind of like this, only...well...not so big." Ben explains to Celestia with a sheepish look. He doesn't want to tell the woman that the GGG is really boring, especially from how he witnessed back when the boy was a Demon Pony as well as what Twilight and her friends has told him before.

"And was there a princess?" Celestia ask in amusement to the group.

"Yes, but she wasn't exactly a student." Twilight explains sheepishly. Boy, this is getting more awkward and embarrassing by the moment!

"Here at Canterlot High, the students select one of their peers to represent them. She receives a crown at the Fall Formal."

Twilight's group look at the photos that Celestia is showing them. Sure enough, each of them shows Sunset Shimmer wearing a crown that looks like the missing one with the last photo showing the girl looking mad with power. The group suspects that Sunset must've stolen the fake crown for this year in a failed attempt to replace the Element of Harmony.

"Not to be mean, Principal Celestia, but Sunset Shimmer looks a bit crazy in each photo." Ben said to Celestia with a shrug.

"Yes, I know, she appears to win each time. Luna and I think that she may have intimidated the students in voting for her or whatever Sunset and Boris has done, but we never caught them in the act of doing anything against the rules. I don't understand why the students don't just tell us what they did." Celestia explains with a sigh. Twilight's group suspects why: the students are scared of what Sunset and Boris would do if they even try to tell on them to the principal.

"Hmm; you asked me if I was interested in running for Princess." Twilight said thoughtfully. "Can anyone run?"

"Right, besides Sunset Shimmer," Nyx ask Celestia curiously.

"Yes, you just need to let the head of the Fall Formal planning committee know you'd like to be on the ballot." Celestia explains with a smile to the group. As she heads back to her desk, the principal ask, "Was there anything else?"

"Uh...nope! That was it!" Twilight said sheepishly. She and her group prepare to take their leave, now that they know what must be done.

"Well, if you do need anything else, my door is always open."

"Yes, of course, thank you, Principal Celestia." Ben said as Twilight and Nyx leaves the room. The boy notices Celestia giving a concerned look to him. "Err, Principal Celestia, is there a problem?"

"Excuse me if this sounds odd...but...do I know you?" Celestia ask Ben curiously, making the boy nervous. "You remind me of someone I know..."

"Nope, afraid not; this is my first time here so I don't know how you could've recognize me from somewhere else."

"Hmmm, I guess not. I think my eyes are playing tricks on me."

"Well, thank you for your time, Principal Celestia." Ben said as he leaves the office quickly to follow his filly-friend and adopted daughter.

Once the newcomers are gone, Celestia pauses as she goes to her desk and opens it, taking out a picture. The woman looks at it; the picture is of herself and a little boy...who looks very similar to the one who came into her office just a few seconds ago.

"No, it can't be...I would've known if my son was transferred here or he would've told me about it himself." Celestia said quietly to herself, looking concerned while looking up to where Ben was at. "But...why does that boy still feel familiar to me?"

As Twilight's group walks away from the office, Spike and Phobos came out of hiding while still in the backpacks. The former looks concerned as he ask, "Twilight, why didn't you just tell her the crown was yours and ask for it back?"

Twilight sighs as she explains, "Oh, I was going to, but imagine if one of them showed up in Equestria saying they came from a place filled with tall, bushy, two-legged creatures with these? We'd think they were crazy!" The girl got a point, especially since a teenage boy saw her walking weirdly, making him back away uneasily.

"Hmm; you make a good point."

"So what should we do?" Nyx ask her mother in concern.

"I say we find the crown and steal it back!" Phobos exclaims eagerly.

"Phobos, no. 1, we don't know where Vice-Principal Luna has hidden it. And 2, even if we did, we would be stooping to Sunset Shimmer's level." Ben explains to Phobos sternly. "No, if we want the crown back, we must do so fairly."

"Ben's right. Looks like if I want my crown back, I'll have to become Princess of the Canterlot High Fall Formal," Twilight said in determination while throwing her arms into the air, "So that's what I'm gonna do!"

"And how exactly do you plan on doing that?" Spike asks Twilight skeptically.

"I have no idea!"

Ben, Nyx and Phobos sighs a bit as the school bell rang, causing students to come out. The newcomers will need to attend some classes for a while until they figure out what to do to get the crown back. It may be complicated...

Chapter 3: New Challenge, Familiar Faces

Chapter 3: New Challenge, Familiar Faces

Things in Equestria aren't improving. Twilight's friends are worried that their friend hasn't returned yet from her quest. To them, she should've gotten the crown back and came home by now. Eventually, things got intense that Celestia orders the room with the mirror to be blocked off, not allowing the rest of the Mane Six into it unless they are with Celestia and Luna.

As the guards stood on duty, they fail to see a hooded figure sneaking past them and heading towards the mirror. He looks at it and is about to enter, when a familiar voice stops him, "Lorcan?"

Lorcan sighs as he turns to see Luna nearby, obviously catching him in the act. The scarred brother of Spike said, "I know you caught me. It's obvious to you why I am here."

"You are worried for your brother and wish to come...but you shouldn't go. We've already risked much allowing Ben, Nyx, Spike and Phobos go with Twilight but your presence may make things complicated."

"Trust me; they won't know that I am there. Lulu, please, let me go. Spike is my brother and I want to protect him from those who wish him harm."

Luna hesitates then nods while saying, "I won't say anything as long as you know. Just promise me that you come back, safely?"

"No promises." Lorcan remarks, "Luckily, my cloak and powers will keep my form in that world so I won't worry about transforming into something worst like a dog."

Luna looks surprised as Lorcan jumps into the mirror. What does the Dragon meant by that? Sometimes it's hard to understand him.

Back in the parallel human world, the gang is heading off. As they look for some classes, Twilight asks, "I wonder what class we should take."

"I might be of help." A voice said.

The gang turns to see a male brown human with Golden hair as Twilight Ben and Nyx say, "Golden Heart!"

"You are smart to know my name and you three must be the new students that Celestia had informed me about. I have a good class for you. You will be in the class that my little sister goes to. Papers are already signed for all three of you so you can stay as a group."

"Thank you Mister Golden Heart." Nyx said, bowing in respect and amusement. Golden Heart's human self is as useful as the alicorn back home.

"You're welcome now, run along you three." Golden Heart insists as he waves the trio off. They head to the class as Golden Heart walks back to Celestia's office. He says in his mind, 'Once more, my far sight was right once again. I have faith that Twilight will win. But I better see if Celestia has anything for me to do to help for the coming Princess of the Fall Formal."

Golden Heart goes into the office to talk with Celestia.

The Superior of the room enters a white room, looking around to make sure that no one is watching. His horn glows as his magic makes a hidden stairway appear. The leader of the Apocalypse Ponies trots now, thinking about his past and what's happening now; Sunset Shimmer better be successful in her mission...or horns are going to roll.

The Superior reaches the bottom as he heads into a room before locking it up. The leader wants some privacy to do this. The cloaked villain sat in a throne while glaring at something's in front of him.

"It has been a while...Narissa." The Superior mumbles to the remains of a rip black cape with purple stars on it, along with a locket with a picture that is hidden from view in it.

Trix Lulamoon fumes as she trots into a room, getting a bit ticked off. The newly alicorn is still ticked off that the Superior would go to...to Sunset Shimmer of all unicorns for this mission! Not that she's mad as the spy for Celestia knew that the mission was to take over Equestria and to kill Twilight...but to give the mission to Sunset Shimmer, a certain pony that Trixie cannot stand? Unforgivable!

As Trixie heads to some steps, a familiar voice spoke up, "Yo, Trix!" Trix turns to seeing Warring Malice nearby, standing. "What are you in a hurry for?"

"Where's the Superior? I must speak with him now!" Trix snaps to Warring Malice angrily.

"He's in that room, the Room of Sleep. The Superior will be in there awhile."

"What is the Superior doing in there? He often spends some time in that room that only he himself knows of. Ugh! The Superior makes me so mad sometimes!"

"Yeah, I know. Of course, only a few has ever saw the Room of Sleep, even I do. I once spend a few minutes outside, waiting for him to come out." Warring Malice pauses as she put a hoof to one chin, thinking of something. "Funny. He is always the only one in there...but I keep swearing that I've heard another voice in there, talking to him right back; a mare voice for that matter. Pretty odd, isn't it?"

Trix looks concerned. Who in that room that the Superior could be talking to if he's alone? However the Apocalypse Ponies member shakes her head, saying, "Listen, I wish to talk to him about his choice of unicorn for this mission."

"You mean Sunset Shimmer, right?" Another familiar voice spoke up. T. Moon, still in her cloak and hood, is standing on a balcony above them. "Forgive me, I've heard your conversion and couldn't help but overhear. Why are you upset?"

"Why?! The Superior doesn't know of my past history with...with her! Ugh! I can't believe it."

"Getting jealous?" Warring Malice ask Trix Lulamoon in amusement.

"No! I can't stand her...not after what she did to me. My past involving Sunset Shimmer, back before her disappearance..." Trix snorts as she stomped on the floor of the room in anger, "Why can't he choose one of us for this mission; Why Sunset Shimmer?"

"The Superior needs someone who is familiar with that world and its inhabitants. While we do know, we aren't...that familiar." T. Moon explains to Trix and Warring Malice. She pauses while adding, "Sunset Shimmer is already practically having hold on that place. When her mission is complete and Equestria is ours, she will make a new addition to our group."

"I don't know why. I don't think I even want that bully in this group. I don't know why the Superior want her to kill Twilight Sparkle when he is so darn powerful, he would've just kill her before."

"Hey, Trixie, relax." Warring Malice said, patting Trix on the shoulder. "The Superior knows what he's doing. Twilight Sparkle won't be a problem for our little group. Got it memorized?"

"Sometimes I wish that the mission was a failure..." Trix groans a bit.

Trix leaves the room. T. Moon glares after her. That alicorn has been objective of Sunset Shimmer's involvement since the Superior first made idea of the plan. The Apocalypse Ponies should keep an eye on her...

It didn't take long for Twilight, Ben and Nyx to begin classes, making sure to hid their backpacks along with Spike and Phobos to keep them from getting discovered. As they watch the teacher writes something on the board, someone comes in; it was the same human with the flat pink hair with a lot of papers which she gives to the teacher.

"Well done Miss Pinkamena, how about greeting the new students while I look at your work?" The teacher suggests to Pinkamena in a bored tone of look.

"Ok teacher." Pinkamena said. She hugs the teacher and greets the newcomers but looks at Twilight as she uses a pencil with her mouth but Pinkamena takes it out of her mouth and makes Twilight grab it with her hand. "Silly Twiley, you use your hands, not your mouth."

The teacher calls as Pinkamena comes over doing a flip making some of the class clap a little. The teacher says, "Once again, you got a perfect score and done all your work for this school year."

"I study really hard. So can I go back to guarding the statue please?"

"Well you done all your work for this year and I can't think of anything you could do but then again your brother talked with me about it and with Celestia. Well ok but be sure you come to the crowning of this year's Princess."

"Ok." Pinkamena said with a grin, making most of the students groan. They already know who will win that one. She heads out but then says to Twilight and the gang, "If you like to talk, meet me by the statue with the others that look like your friends where you live at."

Pinkamena then heads off as the teacher says to Twilight, "She always acts like Pinkie Pie but she does so well in studying, she is one of the top best students in school. I still am surprised how she does it."

Even Twilight got to admit, Pinkamena is scaring her a bit.

Soon it is time for lunch. The students went to the cafeteria to get some food. Twilight, Ben and Nyx, the females are wearing backpacks with their 'dogs' still hiding inside, got their lunch from an old woman cafeteria worker who looks like a human version of Applejack's grandmother Granny Smith.

"Thanks, Miss Smith." Nyx said with a nod.

"Shucks, just call me Granny. My granddaughter Applejack does." Granny said to Nyx with a chuckle. The girl chuckles as she follows Twilight, Ben and Fluttershy through the line. At least this old woman didn't give her a hard time like the pony Granny Smith, especially since after Nyx was no longer Nightmare Moon. It took a while for the old mare to trust the former villain.

"I know we've just met, but I was wondering if you might be able to help me with something." Twilight said to Fluttershy with a grin.

"Of course," Fluttershy exclaims to Twilight eagerly. The girl is already liking the one who stood up against Sunset Shimmer and Boris for her so she is willing to try her best to help. The gang heads over to an empty table nearby to talk while eating their food.

"Twilight have decided to run for Princess of the Fall Formal, and--" Ben begins to explain. Suddenly Fluttershy's eyes widen in horror as she gasps. "Is there a problem, Fluttershy?"

"Oh, gosh! Sorry. It's just, oh, running for Fall Formal Princess is a REALLY bad idea."

"Why?" Twilight ask Fluttershy puzzled and concerned.

"Come on, mo...Twilight shouldn't have a hard time in becoming a princess, right?" Nyx ask Fluttershy, not sure what's the big deal is though she and her new coming group already suspected.

"Sunset Shimmer wants to be Fall Formal Princess, and when she wants something, she gets it!" Fluttershy explains seriously to her new friends. "She'll make life awful for anyone who stands in her way. But the worst is Boris; he will make sure of that too. Because if you don't, you saw what happened before. Just ask the girl that ran against her for Princess of the Spring Fling. You can ask her boyfriend who tried to help, but he ends up getting beaten so badly."

"I have to try!" Twilight exclaims in determination. She can't let Sunset and Boris discourage her from trying...and the mare got to get that crown back.

Ben nods as he adds, "Besides, Boris is just the big bully who show off his muscles and skills, so that nopony," Phobos reach out of Nyx's backpack to slap on Ben's head to correct him, "I mean, nobody dare to face him."

"Da- I mean Ben's right. That guy needs some lessons, even though he's tough." Nyx said in agreement. The girl isn't afraid of Boris or Sunset Shimmer. "We're not afraid of him. We can take him! That shouldn't be a problem for Twilight to become a princess."

"Oh, I don't think you all understand. You'd have to convince everyone here to vote for you instead of her: the athletes, the fashionistas, the dramas, the eco kids, the techies, the rockers." Fluttershy explains seriously as she points to each table that appears to have certain Kids of certain talents; the last table has Flash Sentry sitting with a bunch of rock kids.

"Hay, that's Flash Sentry." Ben responded in recognizing the guy the group saw earlier.

"You know him?" Fluttershy looked to Ben in almost surprise to hear this.

"We bumped into him on our way in. Why's he with a group of Rockers?" Nyx answered off while pondering a question.

"Well...he's actually very good, he's almost like the leader of that group, and...word is, he got lessons from Rockstar Celeb himself; Johnny Brock." Fluttershy lightly blushed a bit in saying that Flash Sentry is a good player of an electric guitar to being Rockster leader, but most of all...is that he got lessons from a famous celebrity.

"No way," Phobos's voice spoke from in Nyx's backpack in hearing this discussion. "Urhm..." Then Spike's backpack next to Phobos's kicked the latter to hush him up as they can't be seen or HEARD talking. Fluttershy was almost about to question this, but a nervous Nyx beat her to it.

"Eh-hehehe, no way, seriously, the really famous rock star," Nyx chuckled nervously in trying to be the one who spoke to cover up Phobos's mistake while asking an interesting subject about a topic of a subject the gang from Equestria know.

"Yes, apparently, he & Spell Nexus were colleagues in college where Principal Celestia taught and they became good friends, just before our principal got a job here & the assistant principal was also able to work in the same area." Fluttershy happily explained the subject about a background history that had some similarities to the ponies own world, sorta. "But still, anyone who knows or even hangs with Johnny Brock is a legend to being popular here. He's very kind, very thoughtful, friendly to kids and he sings to help ease our souls." The shy girl smiled a bit in thinking how it must be nice to be with someone many students all love the rockstar celebrity that's a great singer and a nice guy.

"Wow, guess Flash really hit it off." Ben smiled in thinking that his good buddy in this world really had it made somehow.

"Yes, but Boris keeps an eye on him, he doesn't like anyone trying to take too much in being the most popular in the school; So long as he doesn't stand out too much, Boris leaves him alone." Fluttershy issued this fair warning of concerns, that Boris from Sunset Shimmer's group doesn't like it when some other hotshot steals his popularity, the mean jerk can be jealous at times, but hasn't made a move, strange as it sounds....

"Typical. Even a nice guy like Flash is being watched by an evil hawk like Boris." Ben rolled his eyes in hearing this, of course Boris of this place would keep an eye out on anyone that dares to trespass on his turf, for whatever the Boris of the pony universe wanted, he got by any means, so this other guy must share the same mutual feelings.

"Why is everypony..." Twilight begins to say but Spike slaps on her head to correct her, "Uhh, everybody separated this way?" The girl finds it hard to believe that everyone isn't sitting together as they want.

"Maybe it was different at your old school, but at C.H.S., everybody sticks to their own kind." Fluttershy explains to Twilight with a sigh.

"That sounds familiar." Ben commented, referring to the Hearth's Warming Eve Event and war between Unicorns, Pegasi and Earth Ponies.

"Sounds very harsh and different to each other, don't you think?" Nyx ask Fluttershy in concern. The students shouldn't be staying with their own kind if they don't want to. They themselves should hang out with anyone they want!

Fluttershy sighs, "I know what you mean. One thing that they do have in common is that they know Sunset Shimmer is going to rule the school until we graduate. If not," The girl gulp, "Boris will make you regret it."

"Not if I can help it!" Twilight remarks in determination. She then begins to chew an apple...just like in her pony form! Ben Nyx and the 'dogs' sigh in embarrassment while Fluttershy looks at her oddly. Noticing the looks, Twilight stood up and said with an embarrass giggle, "So, uh, where would I find the head of the party planning committee?"

"Right, we wish to talk to whoever is in charge ASAP." Ben said with a nod, Fluttershy was hesitant but she agrees to help anyway.

Twilight's group enters the school's gym where the Fall Formal is going to be at. The place is decorated to look just like a party room so whoever is in charge can't be far behind, right?

"Fluttershy said she'd probably be in here." Twilight said to the others as they came into the room.

"Weird, she appears hesitant more than ever." Nyx remarks in concern. "Especially about whoever is in charge. I wonder..."

"Incoming!" A girl's voice is heard. Without warning, a balloon came from out of nowhere and knocks Twilight down to the floor. As the others help her up, they saw that the one who spoke is a girl who appears to have the same pink hair style and eyes as their friend Pinkie. She is wearing a blue and white shirt with a purple collar, a purple sash and a violet skirt with three balloons on it.

As the girl breaths in and blows into a balloon, Twilight begins to introduce herself, "Hi, my name's Twilight Sparkle and..." The purple girl's eyes widen in shock as the pink one turns around, Twilight recognizes her instantly, "Pinkie Pie?"

Twilight yelps as Pinkie let go of the balloon, causing it to deflate air right into her face. Nyx exclaims, "Wow! You are here too!"

"Huh, are you two psychic?" Pinkie asks Twilight and Nyx in a combination of curiosity, eagerness and amazement. Ben couldn't help but chuckle. Even here, the girl can be so random!

"Uh, no; I don't think so, unless of course that's something you can do here." Twilight said quickly. She wonders if this girl has the same Pinkie Sense as her pony counterpart. If that's the case, the princess may have trouble in wondering how to avoid stuff from falling on her.

"Eh, not usually."

"So how do you predict the future?" Ben asks curiously. He notices Pinkie's rear shaking, pushing himself and the others out of the way to avoid some balloons falling and landing at where they themselves were at.

"Wow! You know that my rear can shake which means stuff is about to fall!" Pinkie exclaims impressed. "I am so nervicited to meet someone who knows! You are psychic!"

Twilight chuckles sheepishly. May as well get to the point so the girl said, "Fluttershy said this is where I'd find the head of the Fall Formal planning committee." Of course, the pink girl frowns deeply at the mention of the word 'Fluttershy' as if the mention of her name brings a bad taste to her mouth.

"Fluttershy, huh; don't let the whole 'shy' thing fool you. She can be a real meanie."

"You two aren't friends?" Nyx ask in surprise. Twilight looks concerned. Pinkie would never be upset at Fluttershy back home unless there's a good reason to. "Why?"

"Aww, don't you worry about good ol' Auntie Pinkie Pie and not worry about that mean old Fluttershy." Pinkie giggles as she pats Nyx on the head. "Soooooo, who are you?"

Twilight coughs a bit as she explains, "My name is Twilight Sparkle, this is Ben and this little girl is..."

"Oh, I know! Let me guess! I’m great at guessing games. Um…Little Shadow; No… how about Night Shade; Oh, I know! Black Snooty, Black Snooty!”

Twilight and Nyx cringes a bit at this, Pinkie's guessing reminds them of when Nightmare Moon shows up at the Summer Sun Celebration when she, the pony Pinkie at least, tried to guess her name...and when she meets Nyx the first (or was it second?) time when Twilight was passing her off as her own cousin at the time and Pony Pinkie did the same thing.

A little hint of deja vu, don't you think?

Ben came to the rescue, saying, "Her name is Nyx, Twilight's little sister...and now then, about Twilight's attempt to run for the Princess of the Fall Formal thing?"

"Waited a bit to get your name on the ballot, huh? Dance is day after tomorrow." Pinkie remarks happily as she took out a signup sheet and a pencil from out of her hair.

"How are you able to keep stuff in your hair like that?"

"That's none of your darn business, Benjamin!"

"We're brand new here." Twilight said to Pinkie with a smile.

"Oooh; I thought you didn't look familiar." Pinkie said though she looks at the newcomers oddly. "Though, now that I'm really lookin' at you, do you have a twin sister who lives in the city, has a pet dog named Spike that looks just like that one? As well as a little sister like her who has a pet dog named Phobos? And as for you, Benny, do you got a same twin brother?" The newcomers look at each other nervously. Does this mean that they got human versions in this world?

"Uh, maybe?"

"That depends on what you're looking for." Ben said to Pinkie uneasily.

"Of course, it could be a coincidence." Nyx remarks to Pinkie with a giggle.

"Thought so; Anywho, just need to fill this out and you are officially up for the coveted Princess of the Fall Formal crown." Pinkie giggles a bit. Of course, since Twilight can't use a pencil or a pen without magic, she has to use her hands to write her name...and did so terribly. After Twilight sign up, she gave the form back to Pinkie who looks at it. "Wow! You have really bad handwriting. It's like you've never held a pen before."

Twilight gave out a nervous laugh, "Is it?"

Before Pinkie could ask some further questions, a voice spoke up, "Somebody order a dozen cases o' fizzy apple cider?" The group turns to see someone coming into the school gym with a case of fizzy apple cider. She is a girl with modern zap green eyes, white freckles on her face and her hair is tied in a blonde ponytail. She has a brown cowboy hat, a white shirt with a green scrawl, blue shorts with a belt that has an apple symbol on it, and brown boots with three apples on them. Twilight's group automatically knew that this girl is Applejack's human version.

"Oh! Oh! Me, me-me-me, me, yeah, ha ha, me," Pinkie giggles while waving her hands in the air like a silly fool, making Twilight's friends laugh a bit.

"Can yew bring in ‘de rest?"

Applejack was talking to a boy who is Big Macintosh's human version, same eyes and hair but is wearing a red jacket over a white shirt, a brown belt, blue pants and tennis shoes. He even speaks like him too, "Eeyup."

As Applejack put down a case, she saw Twilight's group for the first time. The girl smirks while saying, "Hey, Ah know yew."

"You do?" Twilight ask a bit uneasily, fearing the worst so to speak.

"Sure, yer're 'de new girl an' her friends who gave Sunset Shimmer an' Boris 'de Animal 'de what fer today." Applejack chuckles as she gulps some cider.

"Well, when creeps like them bullies poor kids, we can't stand by." Ben said with a smile to Applejack. "You would probably do the same time like we did."

"Probably, but wit' Sunset's influence an' such, she may ruin mah business."

"Twilight Sparkle here is going to run against Sunset Shimmer for Princess of the Fall Formal." Pinkie said as she jumps in eagerly. This causes Applejack to widen her eyes in shock as she spits out her drink.

"Let me guess, you think that's a bad idea too?" Nyx ask Applejack in concern.

"Eeyup; Ah'd think twice about 'dat. Ah'm sure she'll probably approach yew all friendly like..." Applejack then holds up two balloons, uses a marker to put in Sunset and Twilight's faces then the girl imitates Sunset Shimmer's voice as if to prove her point. "Ah sure am lookin' forward 'ta some friendly competition." She then fakes Twilight's voice while holding other the other balloon. "'Dat's so good 'ta hear." Applejack then goes back to her own voice as she said, "But then, here comes 'de backstabbin'."

Applejack took out a pencil and pokes the Twilight balloon to let the air out of that one. The group cringes a bit. Yeah, that's like Sunset to do something like that.

"An' trust me, if Sunset doesn't backstab ya or intimidate ya, yew bet yer soul 'dat Boris will do 'de rest fer her!" Applejack remarked. "About 'de only girl in 'dis school yew can trust less than Sunset Shimmer is Rainbow Dash."

"Rainbow Dash," Twilight ask in shock. So there's a Rainbow Dash here as well, but from the sound of Applejack's voice, it's obviously that the cowgirl don't like her for some reason.

"She's the captain of, like, every team at Canterlot High." Pinkie adds while trying to deflate a ballopn, only for it to pop in her face.

"What's wrong with Rainbow Dash?" Ben asks Applejack puzzled, making the cowgirl scowls at the mention of her name.

"She's also 'de captain o' sayin' how she's going 'ta do somethin' fer ya, an' turnin' around an' not even botherin' 'ta show up." Applejack scowls angrily.

"Come on, I betcha she's not that bad."

"Oh, she's worst! Do yerselves a favor, sugar cubes, stay away fro' her if yew know what's good fer ya! She's a disloyal traitor an' a brat!"

Twilight's group cringes some more. Yeah, maybe Applejack and Rainbow has a rivalry back home in Equestria, but at least they would never talk about one another like that! What has happened that made the human versions be at each other's throat like this?

"Thanks for the advice, Applejack, but this is something I really need to do." Twilight said to Applejack seriously.

"Huh, suit yerself." Applejack remarks with a shrug as if saying 'it's your funeral'. If Twilight wants to be humiliated by going against Sunset Shimmer, that's her problem. Then something else made the cowgirl confused. "Hey, how'd yew know mah name is Applejack?"

"Um, Ah uh...Heh heh heh; didn't you say?"

"Nnnope," Big Macintosh said as he came in with some more cases of apple cider, confused as his sister is. It's odd that Twilight knew Applejack's name when they just first met.

Nyx pauses, smirking as she said quickly, "Big shy guy say 'eeyup'?"

"Eeyu...wait, what?"

The girls and Ben laughs a bit at what Nyx just did. Twilight giggles, "Yeah, nice one, Nyx."

"Your big brother is a big shy one, isn't he?" Ben asks Applejack with a grin, "A real ladies man, eh?"

"Shucks, Ah done tried 'ta git him a date fer years now, but he done haven't made 'de first move." Applejack said to the newcomers with a smile. "O' course, between y'all an' me, he has a thing fer Miss Cheerilee, 'de school librarian."

"Applejack! Don't tell them that!" Big Macintosh exclaims in alarm, blushing a bit.

"Wait, Cheerilee's a librarian? Wouldn't she be more older than him?" Nyx ask Applejack puzzled. Since Cheerilee is a librarian, she must be a teacher and probably more older than Big Mac.

"Actually, Cheerilee is a student teacher, around 'de same age as mah big brother." Applejack explains with a smirk. Big Macintosh blushes as his sister continues, "Come on; just ask her out, big bro!"

"Better Cheerilee than that meanie Fluttershy." Pinkie remarked, frowning a bit and still upset at Fluttershy.

"Well, it sure was nice meeting you both. I'm sure we'll be seeing you around." Twilight said with a chuckle as the group makes their leave from the gym.

"Right, see you around soon!" Ben exclaims as he drags Nyx right out of the gym.

"Wow, Cheerilee is a student teacher. I betcha she likes Big Mac!" Nyx giggles happily as she leaves the gym.

"That Twilight girl's trying to hide a secret, but I am totally on to her." Pinkie said seriously to Applejack then whispers, "She's psychic!"

"Uh-huh. If yew say so." Applejack remarks while rolling her eyes. Pinkie is so random.

Suddenly the doors of the room slammed open. Entering the gym now are Sunset Shimmer, Boris and their minions, the last four looks like Snips and Snails who are lacking their horns and are wearing clothes, as well as Boxco and Dum-Dum, the dumb unicorn and Pegasi who hangs around Boris back in Equestria, who are lacking their horn and wings and are also wearing clothes like humans.

Sunset glares at the gym in disgust, popping a balloon while snapping at Pinkie, "This looks terrible! There should be more streamers near the stage and fewer balloons."

"Yeah, streamers," Snips remarked in agreement.

"And fewer balloons," Snails said with a stupid laugh. He and Snips throw the balloons and streamers into the air while trying to be mean and tough...to no prevail.

Boxco chuckled as he asks Snips and Snails, "This is how you runts do? This is how we deal with balloons!"

Boxco and Dum-Dum jump and stomp on the balloons as they popped. The latter remarks, "Seriously, why would our boss, Sunset Shimmer, want losers like them? They are so losers as dumb as bats."

"Right. So weak as little kittens."

Boxco and Dum-Dum laughs until Boris glared at them. They got scared at once.

Boris groaned, "It's dumb as apes, and weak as little mice! I don't even know why I hire you as my scouts. At least, Snips and Snails did something 'interesting' that Sunset Shimmer wanted, like how you are useful in fighting, even your little brain are so tiny. Just keep your mouth shut, especially you, geeks!"

Snips, Snails, Boxco and Dum-Dum said nervously, "Yes sir!"

Boris leaves the room at this point with Boxco and Dum-Dum following their boss. Sunset Shimmer now checks out the refreshments that are being served. The girl took a sip of the apple cider and spits out the contents in disgust.

"Fizzy apple cider; Ugh," Sunset exclaims in disgust. "This is my coronation, not a hoedown."

"Well, now, it ain't necessarily gonna be yer coronation 'is time around." Applejack challenges Sunset, making the girl's eyes widen in surprise, but the bully recovers enough to badmouth her again.

"Oh, is that so? You country folk really aren't that bright. Must be why the other students say such awful things about you." Sunset taunts Applejack, making her growl angrily at the bully. "Obviously it's gonna be MY coronation. I'm running unopposed."

"Not this time. The new girl just signed up!" Pinkie points out happily, making Sunset's eyes widen in shock and disbelief.

"What?!"

"I know, her handwriting is really bad. Although that black girl with her is very fun!"

Sunset Shimmer grabs the signup sheet from Pinkie and looks at it. Who dares would try to run against her this time? The girl notes how bad that the handwriting is as if she hasn't write before. But Sunset Shimmer did notice that she manages to put in the name 'Twilight Sparkle' in there. Of course, that explains everything!

"Where is this Twilight Sparkle?" Sunset Shimmer mumbles to herself. She notices the others looking at her oddly, causing her to laugh nervously. "I'm look forward to meeting the competition!"

"Oh, she left with the black girl and that guy Ben before you show up." Pinkie explains happily to Sunset Shimmer. The girl storms out of the gym to confront her latest problem.

Sunset Shimmer saw Boris and his goons seeing Twilight's group heading off, the male bully smirks as he wolf-whistles after Twilight while exclaiming, "Whoa, baby! Look at the new girl, guys. She's quite the beauty."

"Who? Her?" Dum-Dum said in concern, noting how Twilight is holding Ben's hand. "I don't really know about this, Boris."

Boxco nods as he said, "Yeah, I think that she's already taken."

"Then I will make her un-taken." Boris remarks with a smirk as he prepares to go after Twilight. The bully always gsst what he wants and if Boris has to beat up Ben to get the new girl, then so be it.

"And where do you think you are going, Boris?" Sunset demands as she taps Boris on the nose when she says 'you are going'.

"I just wanted to talk with the new girl, Sunset, and maybe take her out on a date; Perhaps as my date to the Formal."

Sunset, sighing in annoyance, said, "You're wasting your time, Boris; that new girl, Twilight Sparkle, belongs to someone else. You'd never have a chance with her."

"What?! Someone already has her as a girlfriend?! Who," Boris demands angrily to Sunset more than he asked.

Twilight and her group pass by the students, looking for a way to figure out how to get support or information on how to do so. They enter a hallway which appears to have lights going on and off at random; Kinda creepy.

"Can't believe I didn't recognize you earlier," A familiar voice taunts sinisterly. The group turns to see Sunset Shimmer sneering at them. Looks like she finally recognizes them, "Should've known Princess Celestia would send her prized pupil here after my crown, and her little dog, too."

"It's my crown!" Twilight exclaims to Sunset furiously.

"Right, you have no right in stealing it, Sunset Shimmer." Ben remarks sternly to Twilight.

"Well, well, you must be the princess's adopted Earth pony brat. Somehow, this makes things interesting especially since a pal of mine is interested in your 'filly-friend'." Sunset Shimmer taunts, making Ben glares at her. Turning to Nyx, she adds, "I don't think any introductions are needed. Cat eyes, black skin, purple hair and having a Moon Dragon dog for a pet...you must be the infamous 'Nightmare Moon' herself!" The former student mocks the Nightmare Moon part.

"Don't EVER call me Nightmare Moon! It's Nyx!" Nyx shouted angrily.

"Whatever. Anyway, the loss of the crown is just a minor setback for me." Sunset Shimmer commented, not worried about the loss of the crown. "You don't know the first thing about this place, and I already rule it."

"If that's so, why do you even need my crown? You went to an awful lot of trouble to switch it with the one that belongs here." Twilight said suspiciously.

"Yeah, why steal the Magic Element of Harmony? You don't seriously have any friends so you can't use its power of good for your own uses." Ben said to Sunset Shimmer seriously.

Sunset Shimmer smirks as if she was told the most stupidest questions in the world...which they are to her. She said, "Pop quiz: what happens when you bring an Element of Harmony into an alternate world?" No one in Twilight's group answer, they don't really have an answer to that question. "You don't know? Seriously," The girl laughs cruelly. "And you're supposed to Princess Celestia's star student, her little kid, and the darkness known as Nightmare Moon."

"Stop calling me that." Nyx snaps, her teeth grinding a bit.

"Then again, what were the chances she's find somepony as bright as me to take under her after I decided to leave Equestria? And yes, I am talking about you, Twilight. Bit embarrassing that you were the best she could do." Sunset Shimmer remarks sinisterly. Spike and Phobos growl angrily at her.

"Is that a fact?" Ben snaps to Sunset Shimmer furiously. Nyx is this close to doing the stare on this evil girl for saying such things about her adopted mother like that.

"Oh, and I'd keep an eye on your boyfriend, your little 'daughter' and mutts. Hate for any of them to be taken away from you. Or better word for all of them: harm." Sunset Shimmer remarked off in a cruel statement to not look so intimidated which still left the others staring with frowns at this girl's attitude.

"Is that a threat?" Spike held up his left paw to shake it like a fist in remarking what he heard this girl say about the dogs, Ben and Nyx being taken away from their friend Twilight, or worst harmed.

"Cause you're looking at some, right here, sister!" Phobos remarked off with sharp teeth while growling to wanna be unleashed, right now even.

"You can threaten us all you want, but we're not going to stop from what we came for, Sunset Shimmer. You'll regret for all the things you had done to this world, and my best friend, but you already know who he is. A Pegasus friend from the Royal Guard," Ben snaps to Sunset furiously.

Sunset glared at Ben for mentioning her former colt-friend, Flash Sentry from her former home.

"Daddy's right. We're not afraid of you. We won't let you get away with it, Sunset Shimmer." Nyx remarks angrily to Sunset Shimmer.

"Try to threaten my friends if you want, I'll show you how the threat is really like." Phobos remarked, showing his bare teeth to the bad bully.

"Oh, of course not," Sunset Shimmer lean down to make a sly wicked smile expression to toy and taunt the doggies in what she said; Which of course, earned some barks from the two changed dragon dogs in not liking the girl, "But I cut down on the chatter if I were you." Sunset tap her two fingers on the dogs' muzzles to silence them in being quiet, for their own sakes. "Don't want everyone to know that you five don't belong here. Now would you?" Twilight and Nyx moved their bags with their dogs inside away to hear Sunset make this shrew statement about sticking out like shore thumbs, and enjoying to taunts the gang about it. "Do you think you actually can beat me, Twilight Sparkle?"

Twilight glared at her as she demands, “What's that supposed to be mean?”

Sunset scoffs as she continues, “You want to be a princess here? Please. You don't know the first thing about fitting in, especially when you still had your worst nightmare to deal with.”

Twilight was shocked when Sunset Shimmer mentioned about her nightmare.

Sunset smirks as she explains, "That's right, Sparkle. I know your darkest dream. Gee, I wonder which one is the real you when you become a princess. Are you benevolent or a tyrant? You're not destined to become the first one. So you'd better be careful if I was you, or else you'll end up like King Sombra. Good luck with fitting in, and dealing with your nightmare, 'princess'."

Sunset walks away while laughing. Twilight looks down and squat down of what Sunset had said. She cried and sobbed. Ben, Nyx, Spike and Phobos became worried.

"Twilight; it's okay, calm down." Ben said, doing his best to help Twilight a bit.

"Wish I had my bucking beam sword!" Spike mumbles quietly, wanting so much to get his beam sword to teach Sunset Shimmer a lesson.

"A shame, really, perhaps the lady should hang around...better company." Boris, who appeared from out of nowhere, remarked off towards Ben in seeing Sunset Shimmer leave after giving Twilight a hard time, to which...he could make her forget such problems...

"I think she'd rather be with us and wild animals then spend a minute with you! You really are an animal, aren't you?" Ben made an angry expression towards this human version of the jerk from his world that he just can't stand.

"You appear to not know your own place, and the more we chat, the more it feels like I've known you...and despises you all the same." Boris also shared an annoyed glare at the boy that was with Twilight, something about Ben makes him really come to not like the guy.

"Believe me, feeling's mutual." Ben remotely spoke with his face looking ready to fight this guy.

"But here's a tip." Boris issued from showing a little badge with a rifle mark on it. "Around here, I'm Boris 'The Gunmen'! For my skills in the hunting division sports department in school, the best to get his targets and always gets what he wants. Whether it's fame, recognition, terror and fear, and any girl that can't resist my charm of... persuasion," The guy was pretty much a part of a club where he was the best to show off his skills as a hunter and be known for being the best around the school, even to get the ladies. Yep, this all sounded vaguely and all too awe-inspiring of the original Boris before the pony version lost his title as Canterlot Hero to being an outlaw crook; the Red Devil.

"Ugh, like this story isn't familiar!" Ben groans to gag in hearing this Boris brag about himself and always got the girls in class to fall for him and made all the other class shun outsiders that he deem...'unworthy' to go near or be friends with.

"So I'll make this crystal clear to you! Call me Boris the Animal, and you'll see an ugly side to me you wish you hadn't!" Boris snapped off to almost press his presence to glare at Ben's eyes with his stern look of warning to not cross his path, or suffering dearly.

"I think I just did." Ben looked away to almost gag in how close this jerk was in getting between his personal space.

"Hmph, I shall also take my leave, but before that..." Boris spoke off from turning to leave to almost catch up to Sunset Shimmer, but saw someone coming from his right side which caused a hidden smirk that the others didn't see. "You should know you made my list, Benny boy, at first, there was only one type of being I enjoyed to make amusement from. So let me introduce you to both!" He issued to have Ben come after the bully, and the good kept a stern glare at the jerk to come out from the corner into the open as he does so, however....

"Waugh...guah," Suddenly, Ben cut between a cleaning cart full of janitor cleaning equipment, and made some grown up human janitor trip to yelp off to knock them both down. Worst off, a trash can was knocked over, while it landed on the janitor's head over his torso, Ben saw himself in a messy state, and could only glare at the 'jerk' that could have plotted this 'incident' to happen.

"Going from cool ego to the gutter, you should hang around your lower Earth filth types, like the hobo before you! Hahahah...." Boris cackled off to say before turning to leave after getting a good laugh out of humiliating Ben.

"Boy, what a jerk!" Nyx made a frown to see Boris leave while she and Twilight helped Ben up to push off some filth on his clothes.

"Hugh, this Boris acts just as mean to Ben as the one we knew back as foals." Twilight sighs in feeling that the Boris in this alternative world is precisely like the one that they knew from their foal days in school, which makes it harder to reconsolidate the present case here.

"Sir, are you alright?" Ben spoke from where he helped the poor janitor up to his feet...while still having a trash can over his head.

"Ehhh, be fine after I remove this darn trash can off my noggin. Can't see much or hear much with it on." The guy spoke with a Red-Neck accent from his struggles, but his voice 'did' ring some bells for this group.

Once the trash can was off the guy's head, did Twilight's group see what he looked like, and were shocked upon the sight; He was in between his 30s and 40s with brown skin color, gray short messy hair, plus a little side burns that were white of his in-grown beard and blue eyes. He seemed to be wearing cloths most matching that of a hobo; on his open shirt was a cross between an apple and some cleaning and workmen equipment that looked like a familiar Cutie Mark.

"Phew, smelling cleaner air again." The hobo janitor sighed in relief, sounding ever more familiar to those that study him while the dogs only peeked from open zippers.

"Hobo...Joe...?" Ben ushered off in being stunned to see and knows this person, or rather, his other self the Earth pony that he and Twilight knew from their school days, Hoboken Joe, AKA Hobo Joe by some kids that called him a hobo. The pony was Ben's second friend next to Twilight, the guy that no matter how bad his situation was, always looked to keep a positive outlook even when he was in places where giving up was the only thing to do. Once more, he was honored as 'Honorary Task Voluntary' by Celestia, given the Canterlot Castle Library task to work directly for the princess, and if not for this guy, Ben might have lost himself as the Demon Pony, and Twilight have let her special pony's disappearance ruin her entire life's future if not for this guy....or rather the other guy.

"Hugh? What now," The janitor now revealed as Hobo Joe, looked to Ben by surprise. "Well, shoot, how'd you know my nickname?" Hobo Joe asked off with a little smile in seeing somebody knows him, question is...how?

"Ugh...lucky guess," Ben spoke off to shrug off in dodging that bullet of how he know something from his own world.

"Good enough for me. Please to meet you folks, name's Hoboken Joe, the janitor of this school. There a mess, I clean it up." Hoboken Joe smiled off to say while introducing himself to the company.

"Well, sir...I'm...Twilight, Twilight Sparkle." Twilight snapped to her attention to introduce herself to the hobo here.

"Well nice to meet yah, Twilight, Twilight Sparkle. Or did you mean just one twilight for your sparkly appeal and personality?" Hobo Joe shook the girl's hand while making a joke that earned a little smile from the girl.

"Heheh, you're funny sir. I'm Nyx by the way, and this here's Ben Mare, our friend." Nyx giggled in seeing how funny this guy was being to them, he's nice and she introduces herself and her father.

"Well, nice to meet you all!" Hobo Joe smiled to shake the other mentioned folks hands too. "Course, with a name like mare, I think I was meeting a female horse." Ben sorta frown in hearing another quote about his name, but 'deja vu' struck the moment that only Celestia's adopted son would remember such a line metaphor. "Hehe, but don't get me wrong, son, why, your name's probably better off than my rigidity nickname any day this week. Ask me, you got a horse's luck to dodge it. Heheheh," The guy was laughing at himself to make Ben not feel so bad for his name, it was something Twilight and Nyx smiled in seeing the hobo make Ben feel less bad.

‘I can't believe it, is it really Hobo Joe? His voice, his personality, and how he doesn't be bothered by my name, and says I'm better than he is. It really IS him! Only, it's this world's version.’ Ben thought in his mind as if almost staring in a mirror, this human hobo was likely a close resemblance to Hoboken Joe in all possibilities. "Sir, did you see what happened?" Ben snapped back to reality to ask if the man here saw what happened to him.

"Can't say that I did," Hoboken shrugs off to say while picking up the loose trash on the floor.

"You mean you miss the jerk Boris tripping you to knock da...day out of you and Ben?" Nyx recovered from almost giving away her relationship with Ben about the question at hand.

"You should report this!" Twilight insisted to the man after he was done picking up the dirt.

"Well, shoot, wish I could, but I'm in a jam myself." Hobo Joe shrug off his shoulders to sadly say, he can't help the folks here, "Can't rat on any students mistreating other students without having consequences to pay." He issued off to rub his head while looking like he's in quite a pickle.

"What...consequences?" Twilight raised an eyebrow in what this hobo was about to say?

"Hugh, you see, I'm being blackmailed by somebody. Don't have a ding-dong-dang by who but I got a weird call with a picture and instructions." Hoboken Joe sighed before telling these kids the sad situation that he's in which ain't good, someone is blackmailing him from squealing. "It said if I wanted a secret to not ruin someone's career that they could make it happen and lose something important, I had to just watch and do squat nothing." Hoboken threw off a little mad tone about not being able to stop some bad deed done cause of some mystery caller.

"That's terrible. Who would do something like that, and to who," Nyx gasped in hearing this and was upset that someone had such power.

"Well...ye see...that's complicated cause...it involves me and, um....a fellow staff member." Hoboken Joe kinda blush a bit in rubbing his fingers together strangely while seemingly sounding hesitate to answer until...

"Wait, don't tell me. Let me guess; Miss Mona Crafts? You and her are in love, right?" Ben held up his hand to smile with a calm face in knowing 'precisely' who Hoboken Joe was trying to say about complicated matters; it was clearly about love since that's how the others back home have it.

"Yeah, the fun art teacher who's love for art and creativity is noted by Canterlot High School's board. Boy, she is something. But how'd you know?" Hoboken Joe sighed in happiness in recalling that teacher, but then looked bewildered in how Ben knows that much about their relationship.

"Let’s just say...I read your atmosphere of your stated situation." Ben basically spoke in having a good idea in reading what Hobo Joe was doing, added with his knowledge of this guy from another world would act in the same way.

"Well, whoever is blackmailing me, got a picture of us making out and stole a prize artwork from Mona Craft's desk she had since her earlier school days." Hoboken Joe explained the matter of how he's being blackmailed by the person that's threatening him to not tattle-tale. "And you can see why I gotta follow, not just for my sake, but Miss. Mona Crafts' sake and her treasure. Course I try to buck-up if it was only me, but I ain't letting nobody pick on that sweet-little thing." Hobo Joe was determine to hold out in this jammed state of his, he was doing it for someone he cares for and not of his own, that's true nobility, even from a hobo.

"Sir, we understand, and...I'm sorry that we can't help." Twilight sighed in sorrow to see that Hobo Joe was having problems too, and they can't help him while having their own share of problems.

"Ahh, shucks, just being nice to a hobo like me and even taking time to help me up is more than I can treasure." Hoboken Joe patted Twilight on her shoulder with a smiling face in being happy to meet such kind and thoughtful kids in the school. "You kids must be new. So if you're in some mess, don't threat to call me to help you out of the jam state. Heheeeh....Dum-dum-dum...." Once he was done, Hoboken Joe gathered his things, started to push his cart down the next hall while humming a song tune to pass the time.

"Old Hobo Joe, he's still the same." Ben shook his head to show a little smile, glad to see something here was just the same as it was back in their own Equestria.

"But that guy's different, right?" Phobos poked out of Nyx's backpack to say about this hobo and the hobo that the group know are two different beings.

"Right, but he's the guy that helped daddy like mommy did when they were in school." Nyx nods to Phobos's point, but now see this hobo janitor, even if the situation is different from her parents meeting the guy, Hoboken Joe was still the friend that helped them out of some hard time cases.

"Now our problems just gone up with Sunset Shimmer and Boris keeping close watch on us." Spike sighed in reminding the gang of their other problem, that two nasty folks see them as problems.

"Hugh, we better keep moving guys." Twilight sighs in seeing they may as well get going since they need some time to think about what's happen from Sunset Shimmer's little chat to them.

Ben, Nyx, Phobos, even Spike riding on Twilight's backpack could tell, the girl was still distracted by matters here. First about how some of the Mane Six versions around so far, or either heard, aren't too much friends; And to hear the tough state that Hoboken Joe of this world has problems was eating up in Ben's mind, the guy didn't deserve blackmail to keep his nose from snitching about the problems at school. All of these things almost sounds like...troubles have been blooming when Sunset Shimmer took over, can the pony/human and Dragon/dog versions of the group from a pony universe help set things right...or not...we'll have to wait...

Sunset and Boris, who witnessed the conversion, turn and saw their henchmen, covered in steamers. The girl frowns as she asks, "What happened?"

"That party brat put some stupid streamers on these four idiots. I told them enough about destroying your coronation and look what happens to them." Boris remarks dryly, explaining what happened while Sunset Shimmer was threatening Twilight's group.

"The very boy who you nearly picked on, his name is Benjamin Mare," Sunset said as she points to Ben, the one who Twilight's attracted to.

"Is that so? Well, then. I'm gonna make Benny-boy wish that he and Twilight never got together." Boris said sinisterly and cruelly. When he gets through with Ben, he will regret winning Twilight's heart.

"Calm down, Boris. And listen up. I've got a plan, one which will involve Twilight, Ben and little Nyx." Sunset said with a nod.

"All right then. We're listening." Boris said anxiously.

Sunset removed the streamers from Snips, Snails, Boxco and Dum-Dum. She then orders the four, "I want you four to follow her. Bring me something I can use just like I did with that last girl who thought she could challenge me."

"You got it, Sunset Shimmer." Snips said, saluting his boss stupidly as did Snails.

"You can count on us, milady and sir. We won't fail you." Boxco remarked, giving the same salute to Sunset and Boris as did Dum-Dum.

"You'd better or else this." Boris remarked, hitting on a locker to get his message across, shocking his stooges, Snips and Snails.

"When the crown and its powers are mine, Twilight will be sorry she ever set hoof into this world." Sunset Shimmer remarks sinisterly. "Not that she would've been safer if she stayed in Equestria. The Superior will be pleased."

"Right, sure." Boxco and Dum-Dum said at once. They don't know what Sunset is talking about but the two morons went along with it anyway.

"Yeah, in Equestria," Snips said with a stupid laugh.

"What are you still doing here?" Sunset scowls in annoyance as she pushes Snips and Snails forward. "Go!"

Snips and Snails end up banging heads together, making them yelp, "Ow." They recover and heads off on their sinister mission.

"You two as well; get going!" Boris scowls at Boxco and Dum-Dum kicking at the two, causing them to yelp and run after Snips and Snails.

"We're going, we're going!" The two stooges exclaims quickly.

Twilight's group stood in front of the vending machine. Despite feeling better thanks to Hobo Joe, the poor girl is still worried about the nightmare that Sunset Shimmer mentioned. How can she can benevolent and not become King Sombra?

"How does this work?" Ben mumbles a bit, trying to figure out how to use the machine. Twilight frowns as she stood on all fours, preparing to kick at the machine but Ben shakes his head, stopping her from doing something stupid.

Just then a girl, who is Trixie's human version, came up, smiling as she said while pushing the group out of the way, "Excuse me. The Great and Powerful Trixie," The gang pauses as they wait as if the girl is about to do some magic. "...Needs some peanut butter crackers."

Trixie put some money into the vending machine. A clank noise is heard as some food came out of the machine which Trixie takes eagerly.

"Voila!" Trixie exclaims arrogantly and proudly. Twilight couldn't help but roll her eyes at this. This human version is as arrogant and egotistical as the pony version back home.

"Excuse me...Trixie?" Nyx ask, getting Trixie's attention. "Uh, can you lend us some money? We are new here and didn't bring any cash with us."

Trixie pauses then smirks as she took some cash, giving it to Ben. She said, "The Great and Powerful Trixie don't normally do this...but since she heard of how you three upstage that bully Sunset Shimmer and Boris earlier, I shall be generous this one time."

"Thanks, Trixie." Ben said with a smile.

"Don't mention it...but if you want Trixie to be more generous...put in a good word for me with Boris." Trixie said, blushing a bit. "Trixie thinks he's hot!"

"You do?" Nyx asked in surprise. Trixie nodded in reply while blushing.

"Yeah, we will make sure to do that." Ben said to Trixie who chuckles upon leaving.

As Ben works on getting some snacks for himself and the others, Phobos comments, "Geez, this Trixie is like the one from back home. Well, minus the whole fugitive thing, the Alicorn Amulet, and the fact that Snips and Snails don't seem to fawn over her.

Spike stops as if he saw something, some sort of cloaked hooded figure watching them before vanishing. A familiar scar appears to be...no, it can't be...

Ben figured out the vending machine and got some snacks for himself and the others. As they eat, Spike notices a sad look on Twilight's face, making him ask, "Twilight, you okay?"

Twilight sighs in sadness, explaining, "Sunset Shimmer is right. I don't know the first thing about this place. And not to mention that my nightmares are plaguing my mind. I can't focus on the task. Maybe she's right; I wasn't destined to become a princess. I don't think I can handle it especially when she mentioned King Sombra."

"Hey, don't let Sunset's words beat you, Twiley. Remember what Hoboken Joe told us: 'Sticks and Stones may bust my bones, but Words will never hurt me'." Ben assures his true love. He isn't going to let that bully's words get to her no matter what. "I'd say we try again. Remember what my mother said when you became an Alicorn; you display charity, compassion, devotion, integrity, optimism, and the leadership of a true princess. There's something that Sunset Shimmer doesn't understand about being a princess. Don't worry about that nightmare, because you still have us. We'll get through this, I promise. It's not over."

"Yeah, mo- I mean, Twilight. Ben's right. It's not over yet." Nyx assures Twilight, making her look at the others. "There's one thing that you can have but Sunset doesn't: friendship and family. Everything will be fine, Twilight. We promise. If we want to beat her to get the crown, then we have to get everybody to vote for you."

Twilight smiles as she said, "You're right, thanks. If I'm gonna really fit in and win votes, we need to do some research."

"Yeah. Let's do it, Twilight." Ben said.

"Research," Spike scoffs a bit as the group stop in front of a set of double doors. Why is he not surprised that Twilight would wanna do that?

"This place has a school. I have to believe it's got a..." Twilight opens the doors then grins as he saw a big library in front of her and the others, "A library!"

"Yes, we could find what we need here." Ben said eagerly.

As the group heads inside the library, they fail to see four familiar stooges watching them from their hiding places. Snips ask Snails eagerly, "Got your phone?" The former held up his cell phone.

"Got yours?" Snails ask stupidly as he held up his own phone.

"Guys, you boy got your phones and so did we." Boxco remarks with a smirk as he held up his phone.

"Right, let's follow them. When we're done, we will wish that we are never born!" Dum-Dum laughs stupidly.

"Uh, that's 'they' will wish that 'they' are never born." Boxco corrects Dum-Dum.

"Sorry." Dum-Dum apologized.

Nevertheless, the four minions snicker as they sneak into the library, doing their best not to get caught. During this time, Twilight sat at a computer, looking puzzled. She is trying to figure this one out. The girl knows about computers that the ponies used back home...but the ones here, she is in the dark about.

Twilight admit, "This is more advanced than any of the computers Megan taught us to use and may take a while to figure out. Of course, back home, I could work a computer with magic and, at present, that's not an option. The only positive aspect is, at least, with human hands, I don't need a special keypad either."

Ben saw Cheerilee working, putting away some books; he spoke up, "Miss Cheerilee, is it? Can you assist us?"

"Sure, what can I do for you?" Cheerilee asked as she turned to Twilight's group.

"So, I just push the letters here and then the words and moving pictures will come up here?" Twilight ask puzzled, pounding on the keyboard before picking up the monitor.

Cheerilee sighs a bit, breathing in and out. The student teacher is obviously used to this kind of behavior by now. Cheerilee smiles as she put the monitor down, saying, "That's right."

Twilight press a letter button, causing something to appear. The girl grins while saying, "Maybe this place does have magic."

"Hey Miss Cheerilee; Got any books on this school we can use?" Nyx ask Cheerilee politely. "We need to do some research and I am fascinated with this school so far."

"My little sister has an eagerness to learn." Twilight adds to Cheerilee with a chuckle.

"Well, of course we got books you can use. This library is full of them." Cheerilee said kindly.

Cheerilee gave a book to Nyx who is smiling a bit. This woman is amazed by how a little girl is interested in learning, just like the filly's own pony teacher back home.

"Thanks. We will put it back when we're done." Ben said with a smile as he took the book. "Say, how about that Big Macintosh? I betcha she sounds like a nice guy to hang with. What, is he around your age or something?"

Cheerilee blushes a bit as she pushes her cart away, obviously not wanting to get into that; As Ben and the others look away, they fail to see Snips, Snails, Boxco and Dum-Dum being exposed after hiding behind the cart. The four rush off to hide elsewhere before they are seen.

Some music from another computer caught Nyx's attention as she turns to see the human CMC dancing and bobbing their heads to some music coming from a computer that they're using. Cheerilee came back, slapping her head in annoyance as if expecting this.

Nyx notes how the song that is being played sounds like the same one that her friends back home once sung at the talent show, "When you're a younger..."

"Uh, girls, what are you doing?" Cheerilee asked the human CMC.

Cheerilee turns off the speaker that is playing the music. Sweetie grins as she explains, "We're just seeing how many hits our new music video has gotten."

Scootaloo turns the speaker's volume back up as she and her pals resume dancing to the song with Scootaloo's voice singing, "So the three of us will fight the fight..."

"No, just..." Cheerilee sighs as she picks up the picture.

"There is nothing..." The song was cut off as Cheerilee turns the volume right off before unplugging the speaker, much to the girls' disappointment.

"No. The school computers are for research purposes only." Cheerilee scolds before heading off with the speaker; so much for the song.

Apple Bloom sighs sadly as she and her friends look at the music video's comments, "It's just as well, y'all. Some o' 'de comments about or song was really awful: 'Epic Fail', 'Funniest thing Ah've ever seen!'"

Nyx pauses then smiles a bit. Perhaps these girls need a friend to give them confidence. The black girl came over and spoke up, "You know, the last one doesn't seem like a rude comment. I think it's a compliment if you think about it."

"Really?" Scootaloo asked with a smile.

"Sure, I think it's funny in a nice way." Nyx remarks with a giggle.

"Funniest thing they've ever seen, huh?" Sweetie asks, pondering and smiling about this, "Yeah! You know, you sure know your music!"

"I got friends at home who deal with this kind of thing all the time!" Nyx explains happily to the human versions of the mentioned friends.

"Hey, Ah know yew." Apple Bloom said upon spotting Nyx.

"You do?" Nyx asked Apple Bloom in surprise. She wonders how this girl even knows her.

"Eeyup; Yer're 'de new students who stood up 'ta 'dat no good Sunset Shimmer an' Boris 'de Animal," Apple Bloom comments, motioning to her, Twilight and Ben; Sweetie and Scootaloo giggles at the 'Boris 'de Animal' part. "Give them what they wanted fer; 'Dat's mighty impressive as mah big sister says. So what's yer name?"

"Nyx; Thanks for the comment, Apple Bloom." Nyx said with a nod.

"Don't mention it, Nyx." Apple Bloom said with a smile. She then realizes something, making her confused. "What 'de hay? How did yew know mah name?"

Nyx gulped for the mistake and think of something and fast, "I kinda guess it."

"Really; Whoa! You must be a psychic. That is so amazing!" Sweetie exclaims excitedly, making Nyx sigh in relief. "Okay, tried to guess mine and my friend's names. Who are we?"

Nyx pretends to guess, "Sweetie Belle and Scootaloo?"

"Whoa. She's good. Totally awesome," Scootaloo said impressed. "So who’s our sisters, and my idol?"

Nyx nervously 'guess', "Apple Bloom's sister is Applejack, Sweetie Belle's sister is Rarity, and for Scootaloo's idol is Rainbow Dash."

"Cool!" The CMC exclaims at once by the 'guesses'. Nyx smiles, it looks like she is friends with these three already!

"Not only yew an' 'de others are awesome, but yer're good at guessing." Apple Bloom said eagerly. "'Dat is so mighty impressive. No wonder everybody an' mah big sister kinda liked yew an' yer family."

"Family; Ben is my sister Twilight's boyfriend." Nyx said quickly, not wanting to give away her father's true relationship to the girl.

Apple Bloom waves it off, chuckling, "Don't worry. Just because he's yer big sis's boyfriend, doesn't mean he's not part o' yer family. Yew guys are apple pie."

"Apple Bloom's right. No matter who's your boyfriend or girlfriend, that consider as a good member to your family." Sweetie explains with a smile. Nyx felt a bit happy upon hearing that.

"Yeah, Nyx; I mean, Rainbow Dash isn't my real sister, but I consider her as my best and close sister that I ever had." Scootaloo remarks eagerly. "So do you consider Ben as your 'close' brother?"

Nyx smiles uneasily as she answers, "Yeah. You could say something like that."

"Hey Nyx, just wondering, would yew like 'ta join our club?" Apple Bloom asks Nyx eagerly. This surprises the former evil known as Nightmare Moon. This is like the same time when her own friends invited her to their club back home; The difference here that there's no surprise.

Sweetie Belle said, "It would be amazing if we work together and have fun."

"We don't usually get lots of members these days because we have different styles." Scootaloo remarks while rolling her eyes. "But that doesn't mean we're not good friends. So what do you say?"

Nyx smile as she said, "Let's do it." After all, if the girl is a member back home, she can be a member of the CMC right here in this world too. Wouldn't this be a story to tell her own Apple Bloom, Sweetie Belle and Scootaloo when or if she gets back to Equestria?

The CMC cheer on, "Awesome; let's go."

"I'd better tell my mo- I mean my big sister about this. She can be worried sometimes." Nyx said quickly. She wants to ask her mother for permission to hang out with the CMC before going anywhere in this world.

"Sure. Been there, done 'dat." Apple Bloom remarked, referring to how worried her own sister Applejack can be.

"Take your time, Nyx." Sweetie said with a smile to Nyx.

"We'll wait." Scootaloo remarked with a nod.

Nyx goes over to Twilight, asking, "Twilight? I just made some new friends...which you know already. Can I hang out with them? I promise to come back when I'm done."

"Of course you can hang with them, Nyx." Twilight replied with a smile.

"We will do our research while you're gone. Go on." Ben chuckles to Nyx, waving her daughter off.

Nyx giggles as she came back to the human CMC, saying, "All right, all right to go."

"Good! We are planning on proving how funny our song really is!" Apple Bloom exclaims eagerly as she, her friends and Nyx heads off to prove how funny their song is, much to Twilight's notice and concern.

"Uh, I don't know that that's what you should take from..." Twilight begins to say, trying to speak reason to the CMC but groans as they left, taking Nyx (and most likely Phobos who is still in his backpack) with them.

"Forget it, Twilight. They are stubborn and determined like Nyx's friends from back home." Ben explains to Twilight with a chuckle.

Twilight sighs as she goes back to figuring the computer, getting a bit confused then pound the keyboard with her fists.

During this time, Twilight, Ben and Spike has no idea that Snips, Snails, Boxco and Dum-Dum were using their phones to record what she's doing while snickering.

Seconds later, Twilight grabs some books to read...and stacking them way too high. As she tries to bring them over to the desk that the group is using, Twilight has trouble keeping balance.

"Whoa! Whoa!" Twilight exclaims in alarm. She yelps as she herself fell to the floor, dropping the books all over, "Waah!"

As Twilight recovers, Cheerilee frowns as she shushes her, "Shhh!"

"Uh..." Twilight said with a nervous chuckle while getting back up.

"Sorry." Ben apologizes to Cheerilee with a shrug.

As Twilight, Ben and Spike works on picking up the books, they fail to see some on the shelves nearby moving aside. Snips, Snails, Boxco and Dum-Dum uses their cell phones to record a funny sight of Twilight having a book in her mouth along with Spike doing the same thing.

Spike, noticing, points out the problem to Twilight who spits the book out of her mouth while groaning, "Ugh," Why did she do that?

Twilight meanwhile is trying to figure out the copy machine, not seeing the four minions still recording her. As she looks it over, the girl presses a button, causing a flash to come out of the machine.

Twilight yelps as she jumps back and fell onto some books, much to her embarrassment. Snips, Snails, Boxco and Dum-Dum smirks evilly as they high-five one another. That's enough for Sunset Shimmer!

However, the four are finally notice by Ben who saw them and exclaims, "Hey! Hey, what are you doing?!" Snips, Snails, Boxco and Dum-Dum yelps as they run off. "Get out of here before I break those phones over your heads!"

Ben sighs as he helps Twilight up, mumbling, "Those guys are definitely Snips, Snails, Boxco and Dum-Dum's human forms. I just know that Sunset Shimmer and Boris send them in an attempt to embarrass you."

"And with what happened, no wonder," Spike remarks, worried as to what the four minions will be doing to embarrass Twilight right out of the competition.

While Twilight and Ben are working on researching, Nyx is having a good time with her new friends, hanging out and getting into some mischief here and there. The girl introduces them to her dog Phobos and the human girls like him instantly. Nyx is surprised to learn that the CMC are friends with the human versions of Diamond Tiara and Silver Spoon. The trio claims that the two girls used to bad but something changes them. That's for another story.

Nyx explained about Twilight planning on winning the crown. CMC were shocked and worried. Apple Bloom spoke up, "Ah don't know but Ah don't think 'dat's 'de good idea fer Twilight."

"Not to offend you or your big sister, but you are dealing with the big and bad bullies in Canterlot High: Sunset Shimmer and Boris," Sweetie remarks in agreement and worry. She fears what would happen should Twilight continue with her idea of running for Princess of the Fall Formal.

"Even though you guys got guts to stand up for yourselves, Sunset Shimmer and her gang will make sure that your big sister lose." Scootaloo said in worry. "This is so not good."

"We gotta try; otherwise, things could get any worse." Nyx said in determination. "We can't let Sunset Shimmer win the crown. Twilight has to win. Listen, if you think we can't, that's okay, I understand, but I'm not giving up so as does my family. We'll stick together and win that crown to the end, no matter the cost."

CMC were impressed with Nyx's determination. Apple Bloom grins as she spoke, "Well, guess what, Nyx? Ah'm gonna support an' vote fer yer big sister coz yer're mah friend."

"Me too; I'll tell everyone, and even Rarity that Twilight will be the one to give us our new hope and future. Down with Sunset Shimmer!" Sweetie cheers wildly. Even though Sunset or her goons may hear her, she doesn't care. As long as one student is determined to take that evil bully down, that's enough for her!

"You said it. I'll vote for Twilight too. This is so gonna be awesome." Scootaloo remarks eagerly.

Nyx smiles, she hugs her friends while saying, "Thanks girls, you're the best."

"We stick together to the end." The CMC said at once and in agreement.

It was near the end of the day as Twilight and Ben were still studying. A voice on the P.A. system booms out, "The library will be closing in five minutes."

Nyx came back to her parents with Phobos still in her backpack. Ben grins while asking, "Did you have fun with your friends?"

"Sure do! They are like the CMC back home! And guess what, they're going to support Twilight!" Nyx giggles eagerly to her father.

"That's good to hear. Anyway, we made some progress in the research though we may have to save it for when we get to where we're staying at tonight."

Twilight, yawning, gasps as she realizes something, "I hadn't even thought about where we're going to sleep tonight!" Ben and Nyx's widen in shock. In all their time of having fun and researching while dealing with this new world, they didn't really think of where to stay at during their time in this world.

"Well, maybe we can ask Principal Celestia if we could stay with her." Nyx suggests to her parents. "I mean, if we could explain that we don't have a place to stay at...or maybe we can stay at Twilight's house...or maybe an inn..."

"Sorry, Nyx, but while I'd like to stay at my mom's human self's place, we can't risk us the chance of us running into my human self." Ben explains to Nyx with a sigh. "Also, we don't know if there's a human Twilight in this world or know where she lives...and the inns would cost big time in this place."

"Great! Now what," Phobos groan a bit; Where will the gang live at for the night?

"Way ahead of you," Spike said with a grin. He motions the others to follow him. The five head to a part of the library which appears to not be used much and dusty. There appears to be a pile of books made as beds for five. Spike must've done this during the research. "It's a little," Spike coughs a bit from the dust, while removing the blanket to use for the gang, "dusty. But it doesn't seem like anybody comes up here.”

"It's perfect, Spike." Twilight said while hugging Spike.

"Looks like it's a good idea bringing us after all, huh?" Ben ask sTwilight, making her smile warmly to her love. This is perfect. "We can still research and sleep in the library at the same time."

"Yeah, very good idea."

The gang hid in the part of the library where they'll sleeping at until the place closes and the employees went home until tomorrow. Just to be safe, though, Twilight's group waited until it's dark so that they can get the books that they themselves need for research.

The family didn't bring any PJs so they will have to sleep in their clothes. Which isn't all bad since Twilight, Ben and Nyx don't normally wear clothes anyway (unless you count Ben's scarf), so it works. As Twilight looks through a book, Spike asks Twilight, "So, how did your research go?"

"I found this book. It's called a yearbook. It seems to be something they use to keep a record of things that have happened at the school. Look." Twilight said as she opens up a page to show a picture. It is of course Fluttershy, Pinkie and Applejack with two other girls.

One of the girls has light cerulean skin, rainbow colored hair and moderate cerise eyes. She is wearing a blue jacket over a skirt with a rainbow symbol on it, rainbow bands on her arms, a purple and white striped skirt over gray slacks and blue boots. This must be Rainbow Dash's human self.

The other girl is a light gray skinned one with twisty moderate indigo hair that has a three diamond clip in it. She is wearing a blue short shirt, yellow bands on her arms, a purple skirt with three diamonds on it, and purple boots, each one has a diamond on it. This must be Rarity's human self.

"That's Pinkie Pie, Rainbow Dash, Applejack, Fluttershy, and I'm gonna bet the girl on the far right is Rarity." Twilight said as she looks at the girls in the picture.

"There's a Rarity here!?" Spike asks excitedly as he jumps onto his big sister's shoulder to get a better look. Of course, the others gave him an amused look, expecting this, "Uh, I mean, uh... interesting photo!"

"What's the matter Spike? Afraid if our Rarity learns you tried to date with an alternative universe type, you be two-timing her?" Phobos spoke off to make a little tease to the Dragon changed dog about being caught with another girl he maybe in love with, only it's not the same one back home and he be going behind Rarity's back in liking someone else more.

"No! It's just....I like to meet someone that is like the Rarity back home, it's not cheating to like a different someone that looks like the person you like already! Is it?" Spike spoke in defense in hearing Phobos's awkward claim to protest, but was lost if what he was doing was bad or not in liking a Rarity that was different from the Rarity of the world that he came from.

"Buddy, romance is hard for Dragons like us to deal with." Phobos spoke off to pat Spike's back in stating that for them, it's hard finding how to expression themselves in being in love or even finding love.

"Oh Phobos; you're just saying that cause you don't wanna admit that you had some crushes before." Nyx rolled her eyes in seeing her pet pal toying with Spike while commenting something that earn some attention.

"No I haven't! What makes you say that? And with who; I'm being setup, I tells ya!" Phobos spoke off in quickly protesting while looking like he was exposed, much to Spike chuckling at this little funny act.

"Okay, other than Phobos's life in finding romance, what did you find about the book Twilight?" Ben slowly responded to the weirdness before seeing if Twilight has learned something about the 'Yearbook' itself.

"It's interesting because they look like they're friends." Twilight said in concern. She notes how the human Mane Five look friendly and friends in this picture.

"Yeah, but they looks like they hated one another now." Nyx said thoughtfully.

"They do look like our friends. But I thought we figured that out already." Spike remarks with a nod.

"No, I mean... they look like they're friends with each other. But Nyx is right, it doesn't seem like they're friends now." Twilight said in concern. What has happened that divided these girls up? It's like one day, they up and decided to hate one another.

"Not so much."

"I just can't help but get the feeling that Sunset Shimmer had something to do with it."

"Well, you may have a point there, Twiley." Ben said seriously. "She has been here after leaving mom's school so Sunset Shimmer must've had a lot of time to do nasty stuff like ruining those five's friendship."

"I wouldn't put it past her. But she wanted your crown 'cause she's planning on doing something even worse!" Spike said in concern. "If you're gonna stop her, you have to focus on making friends here. Can't worry about why these girls aren't friends anymore; Even if they do remind you of your Ponyville friends."

"You're right, Spike." Twilight said as she pets Spike while sighing, "Eye on the prize."

"Twilight, while you & the others get ready for some sleep, I'll go stock up on some refreshments," Ben spoke from standing up to go and get the others something that they can have for snacking with eats & drinks for when they're thirsty when they sleep or wake the next morning. "And don't worry, just cause I don't have magic, doesn't mean I'll get caught." He turned around to remind his love of being the one to not be caught, even without his magic to sneak around with.

Soon Ben Mare was leaving, leaving a few puzzled faces in the library.

"Why was daddy saying that mommy?" Nyx asked her mother in why her father even said such a thing that she never knew.

"Cause one time, he tried to sneak a piece of leftover birthday cake from our fridge with magic and he didn't know I caught him in the act." Twilight made a little smirk in recalling what Ben tried to do when they were still ponies that the guy used his Triforce magic to make leftover cakes come to him to finish; course the girl saw it all to catch him in the act.

"No wonder I never seem to find the leftovers! I always thought Spike or the guy's wolf cub ate them!" Phobos spoke off in a stumped mood; he always figured that it was the others that snatched the last pieces of tasty leftovers.

At this time, Ben Mare peeked out of the library, seeing that he was in the clear; And just as he was sneaking down a hall however...

"And just what do you think you be doing?" A Red-Neck voice tone was heard that made Ben yelped to turn in a weird fighting stance, but dropped it in seeing...Hoboken Joe. The guy was pushing a big table cart full of trash, a few cases of food trays, this hobo caught the guy that wasn't gonna get caught, so much for being sneaky.

"Hugh, Hobo Joe; Sheesh, you scared me enough to jump up and float on the ceiling." Ben sighs in that seeing it was just a friendly face, thought now he's caught, talk about a setback in motion.

"Well, I don't know about that, seeing that you can't do it unless you're a magician." Hobo Joe smiled off to make a funny which Ben made a sheepish smile, like the latter really 'did' do something like that long ago, but it's another story. "But what are you all doing in the library?" The hobo asked off this sudden question.

"We," Ben asked off in trying to play innocent here, but it wasn't doing well.

"You, them girls, and their dogs, which are against school regulations to bring during the hours," Hoboken Joe pointed from already seeing that Ben's friends were in the library, doing stuff, and having dogs on school grounds.

"Huuugh, we're in trouble, I'm sorry, I'll wake them." Ben sighs in defeat, they've been caught, so now they'll have to leave, or will they?

"Hehe, hold on now! I said, during school hours, and you have them dogs afterwards, so it ain't breaking the rules." Hoboken Joe held Ben's left shoulder to stop the boy with his laughing smile; he was telling Ben that so long as what they are doing isn't breaking the rules, they can get away with the matter of dogs being here.

"Huh. I guess you're right, thanks." Ben later looked back at the subject with a smile, that was very truthful & a nice dodge of being in trouble to have Spike & Phobos taken away.

"No problem, but tell me, are you sleeping in the library for some activity project thingy from the principal or something?" Hoboken Joe responded while asking another question to be answered.

"You could say, we're doing some research & decided to sleep over here as long as we put everything away afterwards." Ben shrug off his shoulders to try to be a 'little' honest of what they are doing without revealing too much.

"Okay-dokey; Guess I'll be seeing ya around now..." Hoboken Joe nods with a smile, and pushes his cart to about to move along when...

"Wait...Can-can I ask you something?" Ben stopped the hobo from leaving; he has something he wants to be answered from the guy.

"Well shoot now, course you can. Is it something about the other girl?" Hoboken Joe smiled in willing to help Ben here as he asked if it was about Twilight.

"Why you think that?" Ben raised an eyebrow in being lost in why the guy even asked such a thing.

"Hehe; cause you guess my lover, now I guess yours, now...we're even." Hobo Joe cracked a smile to make a funny to which, Ben smiled from walking right into that one that he had coming. "But shoot, go ahead and ask what's on your mind." The guy spoke off in willing to hear what Ben wanted to ask for real here.

"It's about this school, have you noticed anything....strange, when Sunset Shimmer came in maybe 2 an a half, or 3 years ago?" Ben asked with a serious face in liking to know if what Twilight has learned is true, something has been happening at this school since Sunset Shimmer came into play.

"Hmm...3 years ago. Well shoot, lots of stuff happened when Sunset Shimmer arrived." Hobo Joe held his chin to rub it in thinking as best he could about the subject that was a tricky thing to answer. "Come to think of it, the school's usual cheeriness cleanse away with a mile-mildly level. Why, even five close students that were friends just up & stop being pals." The guy responded off about there have been some issues, some of which included the lookalikes of the five Mane Six members in this world.

"Hmmm...is there nothing else?" Ben was scratching his head with a serious look, wondering if there was anything behind Sunset Shimmer's goal in doing any of this.

"Nope, other than this being the near 3rd year length I've had to listen to some blackmailer." Hoboken Joe shook his head off while issuing another fact that is another matter that's been biting at his backside concerning....his blackmail state.

"Wait! So during the moment Sunset Shimmer came, someone's been blackmailing you to not tell anyone of what she's doing or what her pals are doing to the students in ruling them with an iron fist?" Ben asked off in looking surprise and shock, so maybe Sunset Shimmer was connected to why Hoboken Joe never step in to help or stop the bullies, they might be blackmailing the guy to keep his nose out of their business.

"As much as it is strange, nothing I can do about it now. I'm a retired veteran that's just a hobo janitor at the school, nobody took the chances to make sure I stay put & not lift a finger to get involved." Hoboken Joe shrug off his shoulders while admitting that his background is like the other Hobo Joe from the pony world, a veteran from a war time while someone made sure he kept out of whoever is pulling the strings at the school.

"I see..." Ben nods in hearing this with a stern face, somehow, whatever Sunset Shimmer did, she might not only control the students with fear & aid from Boris & company, but it might be that some staff members are in the same situation as the hobo here.

"But tell me, I never said this before when last we met, but have we met earlier then with your friends?" Hoboken Joe suddenly brought up a new question to be talked about now.

"What do you mean?" Ben asked a bit odd while also nervous at the same time.

"Cause shoot boy, I think you remind me of a little guy that was shy, had a hard time fitting in, and his closest friend was someone that he was in love with." Ben was shocked to hear Hoboken Joe say something that might be his own alternative version in this world, just like how Pinkie Pie stated about Twilight & Spike having doubles in a city before ever coming to meet their Ponyville friends & had adventures. "And FYI, I'm taking about a girl, just so we're clear." The hobo leans over to give the boy a little light jab in the gut, snapping his attention to not think of the wrong thought of what the hobo was saying.

"Ugh, okay...hehe-heh." Ben yelped from the jab, it wasn't bad, he'll recover from it. "Do you know what happened to him?" Now Ben was curious, if there is another him in this world, what's his story?

"Can't say that I have; I started this job long after leaving from my last one where I saw the guy." Hoboken Joe shrugs off his shoulders in not having any idea what happened to the boy that Ben believes to be his own self. "Truth be told, it's been a couple of years, makes me wonder if he's taken some of my helpful advice to grow a little more better to stand for his beliefs & rights. He was being picked on by jerks, but I'm hoping he turn out right & is with the girl of his dream." Hobo Joe spoke off in looking into thought about the little boy that he'd help to come out of his shy-like shell and embrace something to where he won't let bullies, well, bully him. "Hehe, in a way, when I see you, I think about the little fella. Gosh, I wish I could remember his name. But with all the crazy stuff I'm stuck weighting on my shoulders, it's buried in my noggin." The janitor scratched his head with a sheepish expression, from all the weirdness going on at school & blackmails, etc., he doesn't even know the little boy he's addressing about...is the alternative Ben Mare before him, only older.

"Well whoever he is, if you say I almost remind you of him...I'm sure he's doing fine." Ben smiled to pat the old janitor on theback in giving his honest opinion, if he turns out alright, then so can his other self here, right?

"Glad to hear it, oh, and...here's a little something..." Hoboken Joe responded with a smile before reaching below his cart to pull out some plastic bags with wrapped cases of food & drinks that of which were fruits, veggies, even juices for even ponies & dragons from another world to consume. "Whenever I clean up the place, some of their leftovers that they were gonna throw out, I take to have some for myself & give some for that nice girl Fluttershy's animals; So you can take some in these here bags...for your friends." He issued in wanting to give the boy the stuff that he was getting for himself & likely share off to the kid here he become nice friends with.

"Thanks Hoboken Joe, thanks for lots." Ben Mare smiled to accept the gifts of food & drinks, once again, Ben really doesn't know how he get by without this good friend from his school days and now an alternative universe version is helping him out just the same.

"No problem, better get some rest, tomorrow's a busy day." Hoboken Joe smiled while nodding his head for the kid to return to the others waiting for him & to get plenty of rest for what to expect tomorrow.

With that, Ben Mare gave a farewell wave while walking back with bags of refreshments. Boy, Phobos & Spike will have a nice field day with this, just as much as Twilight & Nyx would after the vending machine issue. While Ben was out of sight, as the hobo janitor was about to move along, something pulled him.

"Whoop," Hoboken Joe yelped from the pull, but kept his balance before seeing who pulled him behind to be unseen; the other world's Pinkamena that was human. "Missy, you really gotta learn to not surprise people like that!" The hobo requested off from seeing the girl likes to surprise folks, no surprise, she could scare a few if they ticked her off, nobody ever asked why, since Pinkamena studied, was a bright girl guarding a horse statue, but some say when she gaze in the eyes of those that annoy or upset her, they suddenly get a weird 'chill' feeling.

"Maybe later, can you tell me about them?" Pinkamena issued off to the hobo while letting him go to look back where the direction of the library lead.

"Oh, Ben & Twilight's group, oh, I just gave the boy some refreshments & drinks, but they're gonna sleep in the library for some daily whats-it thing for the school." Hobo Joe responded off in answering the question that the girl was asking to know about the group, strange, but the hobo saw her as one that could be trusted with this fact.

"Thanks, I better tell Goldie this news." Pinkamena nods with a little smile for Hoboken Joe's assistance before turning to leave.

"Well if you're going, here's a little treat that you & your brother can have, little miss guarding the stature 24/7. Hehe, even Guards need a little snack break." Hoboken Joe tossed two paper bags filled with some refreshment snacks & drinks to help the girl that likes to spend time guarding a statue nobody else knows why & to help her brother out too.

"Thanks, and keep up watching them from your side to inform me." Pinkamena nods in thanking the old veteran hobo janitor for the treats while now taking leave after making a last request to watch Twilight's little group.

"Well, I'll daily-do my darn-gone best." Hoboken Joe responded off with a little smile off his face in being asked to help a friend in need for a change now.

Soon both people turn to leave to do any of their own daily works, Hoboken Joe's janitorial duties while Pinkamena had her own duties from guarding the horse statue outside of the school.

Twilight, Spike and Phobos were the only ones sleeping, blankets over them to keep them from getting cold. Ben meanwhile was reading through the yearbook, glancing at the picture with the human Mane Five's picture in it. Something is bugging him. Nyx was up, having woken up a while ago to get a drink

"'Eye on the prize'?" Ben asks in concern as he is looking at the Year Book. "What are you really planning, Sunset?"

"What's wrong, daddy?" Nyx ask Ben in concern.

"There's something about Sunset's plan bothers me. I mean Sunset has won the Princess of the Fall Formal and some competitions. She makes everybody to do what she says and wants from what Fluttershy had said. So that shouldn't be a problem for her and her stooges."

"What are you trying to say, daddy? Sunset says she wants the crown only. She couldn't have done something bad to these five friends. They're just normal like us. They don't have the power. They couldn't be a threat to her."

"Maybe there is." Ben said thoughtfully and in concern. "Sunset Shimmer says she knows about Twilight's nightmare before and maybe she knows about Twilight's strength. Her strengths come from friendships. The friendship made not only with me, but with five friends from Ponyvile. She's trying to destroy Twilight's strength."

"So, what are you trying to point at, daddy?" Nyx ask, worried as to what her father is trying to explain here.

"My point is that Sunset doesn't want these five friends help Twilight, unless if she makes them have some kind of argument and fight. Because if they're together and willing to support Twilight or anyone who is confident and brave to stand for humiliation and belief, they can win the crown and confidence of everybody to beat Sunset Shimmer and her stooges for good. One of my Royal Guard friend's battle strategy studies: divide and conquer. Twilight's right. Sunset did something bad to them before our arrival to here."

"So you're saying that Sunset doesn't want mommy to win because of her friendship with anybody, so she can get the crown back ASAP, is that it?"

Ben nods as he said seriously, "I'm afraid, but there's more, Nyx. Twilight's crown could do more than just uniting with other five elements, and beat any evil with pure light. It can be used for good or evil when the crown places on anypony or anybody's head. It senses any of them's mind and heart. It then activates the person or pony's true nature. Whatever Sunset Shimmer is after, it can't be good for not only for this world, but our home, Equestria."

Nyx gulps in worry as she spoke, "You don't think she's trying to overthrow grandma Celestia with some kind of army, do you?"

"I'm afraid so. We're gonna have to tell Twilight about this tomorrow. We have to get the crown back, no matter the cost."

Ben put away the yearbook as he and Nyx prepares to sleep for the night. The man stops as he thought that he himself saw a cloaked figure peeking from top of a shelf but it disappears. Weird!

"Spike, brother, sleep well." Lorcan mumbles as he glances at his brother now sleeping, "Though a Dragon is much better than some dog. But I will do my best to keep you and the others safe no matter what..."

Meanwhile, in the same dark room as before, Sunset Shimmer's human form was seen near the magic portal. From the other side of the portal was the Superior again, making a connection to speak with the one running the show in the parallel universe similar, but different from Equestria filled with ponies & other creatures as the beings that rule in where this girl calls home has human versions of any pony from one another.

"Tell me my dear, how goes your mission?" The Superior asked off in beginning the small talk of things.

"Well it would have been fine for a few things along the way, but the crown did end up back here. Now I just need to get it back, shouldn't be a problem considering it's as good as mine." Sunset Shimmer issued off to say about some problems from before, but managed to deal around it and will have the Magic Element of Harmony shortly soon.

"And I trust that there are no...'obstacles' in obtaining the Element of Harmony's Magic?" The Superior tilted his head to tap his over-sleeved robe cloths together in waiting an answer if there were any problems.

"Only one; turns out Twilight Sparkle & a few of her company came after the crown to get it back, just like you predicted." Sunset Shimmer glared away from the guy to remark the fact that some ponies & Dragons followed her here.

"I see, then this could cause a setback." The Superior spoke from holding his unseen chin behind his hood, knowing the news of the Mane Six's leader was in that area could cause setbacks. Still, it will help in the plan to slaughtering Twilight...if it weren't for the complication that she got some help.

"No worries, I've got this place under my thumb, which, seeing you don't have thumbs, you get my point anyway." Sunset Shimmer issued with a sly smirk to show off her thumb and then shrug off to say since from a pony-world, ponies don't have thumbs on their hooves.

"Indeed, but in any case...who else followed the 'new' princess to your territory?" The Superior spoke with curiosity in who was with Twilight at the moment. "Surely Celestia would have objected to having her allies join her without risk of disturbing the balance." He knows that the princess of the sun wanted Twilight alone to do the task and not cause damage or endanger the fabric of worlds if too many residents came from one place to another, the balance would shift into chaos.

"Just a few, counting her make five." Sunset Shimmer waved off her right hand in issuing that with Twilight, only four present company from Equestria's pony world are with the new princess. "The two dogs are Lorcan's little brother & that pesky annoyance of a Moon Dragon. The little brat is the reincarnation of Nightmare Moon, and lastly, her boyfriend that last I heard was turned into a Demon Pony." The girl crossed her arms in motioning off the types that she knew where who that were in Twilight's present company.

"Ben Mare, Celestia's adoptive child...is there also?" The Superior spoke with some astonished tone to learning this. "Hmm...his presence there also may cause for some concerns. Has he used any magic?" He asked if the changed Earth pony can use any magic granted by the Triforce Element.

"No-way; you may have warned me about the guy wielding the strongest element, the Triforce, but it doesn't look like he's able to use it!" Sunset Shimmer shook her head off with a sly grin that Ben Mare can barely even use much of the Triforce's full use when in this world different from a world of magic like Equestria's Pony world.

"Then perhaps the world's rules have only delayed the power of three elements he holds in a stasis." The Superior excluded the only theory of what Ben is suffering from if he cannot use his abilities well enough to provide much defense...which meant one thing. "Intriguing, we may have an opportune moment at our doorstep." He spoke from finding this information, very useful indeed.

"What do you mean?" Sunset Shimmer raised an eyebrow to the Superior, where was he getting at now?

"Getting the crown may mean an ends meet upon our agreement, however..." The Superior spoke about how the objective to taking Twilight's crown was for what Sunset Shimmer have plan for it, but there was now something else to be added in the math. "Securing the power of the Triforce when its wielder is at his weakest may mean a perfect chance to obtain it...for our own." The Superior sees that while the wielder is incapably at the time, the power within can be taken.

"Seriously; Hugh, and I thought just the crown alone would be enough, but having more elements, that's...something I can't wait to have!" Sunset Shimmer almost was flabbergasted to hearing this, she can not only get the crown of the Element of Magic, but the Triforce Element of Wisdom, Courage, & Power; it’s too good to be true.

"Patience, you must first gain the crown to use its power to restrain Ben Mare before he can truly learn how to tap deeply of his abilities in deep stasis. Bring him back to us while in his human form, the crown will let you keep his appearance from changing on his return home." The Superior explained a plan to which if all goes well, Sunset Shimmer can bring Ben Mare to them & obtain the power he holds that any villain would want. "And from there, the power he holds will belong to our Organization and make you a fine addition, Number XIV." He exclaimed off that last part in where the newest member, would have the honor of being...the fourteenth member of this mysterious organization.

"Oh my gosh, consider this task obtainable! I'll have Boris's group deal with the extras while little Twilight Sparkle will be all mine," Sunset Shimmer gasped with suspense in just wanting to be a part of something REALLY big, and this was it, she pulls this off, then everyone will know...she's far better then what Celestia had done to have Twilight be the replacement for her when she left.

"I look forward...to this conclusion of your tale Sunset Shimmer." The Superior slowly spoke in sounding vaguely intrigue in where things would go from here.

And with that, the magical mirror portal faded with the Superior's image along with it. Sunset Shimmer smirked in the dark, her eyes flashing in the blackness, make no mistake...something bad's about to happen soon, and nopony or nobody can stop it now.

Chapter 4: Helping Twilight Win the Crown

Chapter 4: Helping Twilight Win the Crown

During the night, Pinkamena was rested by the statue but then wakes up, sensing something and says, "Something bad is going to happen. I must aid Twilight and her friends. The statue will be ok while I help Twilight.Bby sunrise I will meet her and her friends and the other 4 at my class. Soon, Rainbow Dash, Applejack, Rarity, Fluttershy and Pinkie Pie will be friends again and Sunset's reign will end."

She goes back to sleep being ready for the day.

The members of Apocalypse Ponies sat down as the Superior explains, "Benjamin Mare is indeed with the princess right now. I have sent Sunset Shimmer the assignment of capturing him and bringing the stallion home once she has disposed of Princess Twilight Sparkle.

"Indeed." Deadly Rager said while scratching a chin with one hoof. "The Triforce power he possessed will be of use to us as the fake one is to Grimmore."

"Nah; there ain't a Triforce, 'dat's just gas!" Liarjack said, lying as usual.

"Hee hee hee; How about we slaughter poor Benny once we're done getting his Triforce?" Psycho Pie asks madly while holding out a knife in her mouth. "I would love to make Triforce Cupcakes!"

Trix shudders a bit. She said, "Superior, there is still the manner of getting rid of Twilight Sparkle. How can Sunset Shimmer simply slay her without causing too much attention?"

The Superior pause the grins under his hood. He said, "Perhaps, I should be assistance to Sunset."

"What makes you said that? I mean Sunset can handle everything well."

"Do not underestimate her, imbecile! Sunset may not overcome that brat. Her power is quite useful to my plan. I'll convince her to join my side."

"How the heck are you going to do that?" Warring ask the Superior skeptically. "Anyone could wake her from her dream by the time you talk with her. Got it memorized?"

The Superior chuckled, "Not if I trap Twilight Sparkle in her dream first before I could have a chat with her. I'll take care of this at once. This would be interesting."

Twilight and her group sleeps on in the library. The girl struggles in her sleep, appearing to be having some sort of dream. Unknown to her, the Superior has used his dark magic to go through the pathways between worlds to reach into her dreams.

Twilight finds herself in a dark place, still in her human form. She has no idea what's going on but the princess doesn't like it one bit. Twilight yelps as a mysterious figure in a cloak and hood appears, not like wearing the same one worn by Lorcan and his former Brotherhood.

"Who are you?" Twilight demands to the Superior more than she asked.

The Superior smiles under his hood as he said, "My name is no of importance, but you will call me: Superior, Twilight Sparkle."

"How did you know my name?"

Superior smiles evilly as he continues, "I know everything, Twilight, your strength, weakness, nightmares and even loved ones. Your intelligent, powers and courage amazes me. I am impressed. However, Sunset is truly impressive in taunting you down when she mention King Sombra."

"So that's how Sunset knows about my nightmare. You are the one who told her!" Twilight exclaims angrily. Whoever this figure is, he told Sunset Shimmer about her nightmare but who is he? "If you touch my family or friends, then I'll make you pay more than just using my magic power."

"Now, now, let's not get any hasty, Twilight. Let's talk about you. Aren't you concerned about being a princess, Twilight? I mean you no offense, but mere concern of you. Will you be benevolent or a tyrant?"

"You're not tricking me in helping you, aren't you? Just because I had nightmares, it doesn't mean that I need some help from the likes of you. Well read my lips, Superior, I'm not interested."

Superior smiles and chuckled evilly. This girl can be so amusing when she tries to defy him. The villain spoke, "Impressive display of observation, hypothesis and responding, Sparkle, but no, that is not the reason of why I am here. What if I show you the future?"

"Impossible; No pony could do such a thing." Twilight protests skeptically. Well, there's Pinkie but her Pinkie Sense only allow her to sense the 'immediate' future, not the far one.

"Hear me, Sparkle. Once you look upon it, you may have a chance to change it. I promise you. It is no tricks and manipulations, but the truth. Behold, your future, Twilight."

Superior's eyes glowed in black and zap at Twilight's eyes. Blinking for few times aftermath, Twilight became terrified, scared and worried of what she saw.

"No! No! No! Please stop! Stop," Twilight exclaims in terror. The girl saw what's happening, she is hurting her fellow friends, family, everyone, that Twilight is knew is dying because of what her future self. No!

"Know yourself, know what you will become." The Superior said darkly.

Twilight saw her future that may happen. She saw all the images of her fellow ponies, family, friends and loved ones. She dare not look at the scenes but the ponies' screaming, crying and evil laughing is heard in her ears.

Twilight can hear King Sombra taunting her, "Congratulation, Twilight Sparkle; your intelligent and power amaze me. With me, you can improve your powers and magic, even using Dark Magic. You have fulfilled your destiny."

Apple Bloom is crying in pain, "Twilight! Don't! We're sorry. We didn't mean 'ta make yew upset."

Sweetie Belle cries out in terror, "Please, don't hurt me or Rarity! It's not for me! It's for Nyx."

Scootaloo is heard saying in fear, "C'mon, can't we make up to you or something? We just want to help."

Twilight can hear Rainbow saying, "I'm sorry. I really am. I didn't mean to. You know that I would never betray you."

Fluttershy is heard sobbing, "Please, don't hurt the animals! They're not a threat! Please; don't!"

"Please! Twilight! The ponies need smiles!" Pinkie screams in fright. "I'm the only one to do it. Please! I don't want to see sad faces; anything but that!"

"Please! Spare my beloved family, jewels and fashions! They're my life! I beg you, darling! Don't do it! I'll do anything! Anything! Just spare them!" Rarity cries in Twilight's ear in pain.

"Please, Twilight; don't leave me an' mah family 'ta die. Ah'm not lying." Applejack pleads to Twilight in sadness.

"Mommy, don't listen to him! Don't do it!" Nyx cries out. But Twilight can hear her being strangled at once.

Spike, holding the dead Lorcan, said in grief and disbelief, "You were my mother, Twilight! How could you!"

Twilight gets more frightened as she heard Shining asking, "Why? Twilight! I'm sorry for everything. Please! I don't want to hurt you. You're my only sister. Please, don't do it."

"Please, Twilight! Don't hurt your family! Don't hurt me or Shining Armor!" Cadance said in protest as she dies.

Night Light and Twilight Velvet hugged and shivered in fear. The father cries out to their daughter who is now being forced to watch the scenes, "Twilight! Don't do it! We love you!"

"Please, we beg you, my angel! Remember who you are and who we are." Twilight Velvet pleads to Twilight who looks more frightened. This cannot be happening, not in her future!

"I'm truly sorry for everything, my most faithful student." Celestia said. Twilight looks painful as she sobbed. "I'd never wanted this. I never wanted..."

"Twilight; Don't! I love you." Ben pleads in terror. Twilight is about to kill him with his own sword...except this appears to be her future self, evil and dark, beyond reason.

"You'd never love me! You used me, just like everyone! All those you use and betray me will be punished! I am the Queen of Equestria!" Evil Twilight exclaims in hatred as she stabs Ben right with his own sword.

"Noooooooooooo!" Twilight screams in terror. The girl sobbed as she struggled to get up. The Superior approach her, it appears that everything is going well according to his dark wishes.

"Tell me, Sparkle. Is this the path you willing to take and walk? I can help you, but only you will return me a favor." The Superior said to Twilight gently and darkly. All the girl has to do is give in to his wishes and the Apocalypse Ponies has indeed won.

Twilight sobbed, "I'll do anything; anything to save my friends, my family and my loved ones."

The Superior smirked as he said, "Very good. First surrender to me and Sunset two worlds, and you shall be my apprentice. I can teach you everything to save you from that horrible future. It's the promise I made. You have nothing to fear."

Twilight's eyeballs have turned dark greenish and her eye-pupils turned reddish. Before the girl could say the word, a powerful light pierces through darkness. Both the Superior and Twilight were shocked. Her eyes returned to normal purple eye pupil from hearing a familiar voice.

"Twilight; Wake up! Don't let your nightmare win! Don't let it control you! You are the benevolent and kindest filly I ever have and loved for. Don't leave your people, friends, and your family. Don't leave Spike. Don't leave Nyx. Don't leave me. Remember what is important! Please, Twilight, WAKE UP!" Ben's voice yells out, breaking through what the Superior is doing.

The light breaks through the darkness. The Superior became worried and scared of it, "No! How is this possible? This isn't happening! His voice should not have reached her! Nothing can breach my sleeping spell! It was the perfect plan to lure her to my side."

Twilight realize the Superior's intention. She glared at him while exclaiming, "You tricked me, Superior! I don't need your help because I have something that you, Sunset or King Sombra doesn't have: friendship and family! Ben! BEN!!!!"

Twilight's eyes sparkled into white light. She blasts at the Superior. Everything faded into white.

The Superior screams as he disappears, "No; No; Noooooooooo!"

The Superior yelp as he stood up in his chair in a white room. The leader of the Apocalypse Ponies wasn't killed, just knocked out of Twilight's dream. The villain pants a bit then saw T. Moon in front of him, obviously waiting for him to finish.

"I take it that the mission was a failure." T. Moon said in concern underneath her moon.

"It appears that Twilight Sparkle is more powerful than I give her credit for. Even somehow Celestia's son has brought her back. That alicorn is too powerful and too dangerous to be in our group." The Superior said sternly. "We will have to wait and see if Sunset Shimmer will get rid of her herself. The least that I can grateful for is that I only need you and that's it."

"Yes, and I am all you ever need, Superior."

Twilight got up, sitting up and sweating a bit from having that nightmare. Ben stood over her, looking worried as he ask, "Are you okay?"

Twilight nods a bit as she said, "I'm fine." That was terrible. Not only was that nightmare back, some mysterious being known as...the Superior, somehow she knew his name, tried to possessed her. He would've succeeded if Ben hadn't awaken her up in time.

"Twilight, is it that nightmare again?"

Twilight nods as she asks in worry, "Do you think I can overcome it? I'm scared, Ben. What should I do? I'm afraid of that nightmare may become a reality and my future. I don't want to go through that. I don't think I can."

Ben hugs Twilight, comforting the girl as he said, "You won't. I promise you won't. I made that promise. And I'm going to keep it. Beside, tell me everything. Let me help you."

Twilight explains Ben about her nightmare. Then, Ben explains Twilight about Sunset's plan.

"So, it wasn't Sunset, it was the Superior, whoever he is. But why; Why go all the trouble in sending the crown here, all just for the conquest of Equestria and to overthrow your mother?" Twilight ask in concern. The Superior went through some trouble to send the crown to this world and could be behind Sunset Shimmer's attempts. "He could've just used it at once."

"I don't know. But whatever the Superior wants is not good. I've got the bad feeling that sending the crown through mirror portal to here is no accident, but more like wanted it be there for Sunset to complete the mission." Ben said seriously. "But first, we need to get crown before Sunset Shimmer."

"You're right, Ben. But something bothers me. How did you manage to wake me up? Superior said that your voice shouldn't reach me."

"Maybe; I don't know. The only Triforce power active is the Elements of Wisdom and Courage. My Element of Power is in stasis, I don't think it helped me wake you up. But let's focus on today's event: get everyone to vote for you. We'll talk about that later."

"Right," Twilight said with a nod. It is almost morning so it's time to get things prepared for the task of getting students to vote for her for the Fall Formal. Hopefully they will succeed.

Not one of them knows it but it was Ben's heroic, love and determination for Twilight that wakes up his Element of Power that save Twilight from her nightmare.

"Good morning, students, and happy Thursday; Just a reminder to pick up your ballots for the Princess of the Fall Formal today; They are due at the time the dance starts tomorrow night, so don't forget to turn them in and make your voice heard." Celestia's voice is over on the P.A. system.

After waking up Nyx, Spike and Phobos, the family quickly put the books back into their places. They waited until the school started for students officially for the day so that Twilight's group can leave the library without any questions of why they are at school earlier. Twilight is on a mission: to win over the different groups.

"Fluttershy said I'd need to win over all those different groups if I want to become Princess of the Fall Formal. So I've compiled a list of talking points." Twilight said as she held up a list.

Spike laughs in amusement as he ask, "You made a list? That's so unlike you!" Of course, the princess girl gave him an annoyed glare, making Spike laugh nervously. "Please; Continue."

"Still, what's the point of using a list, Twilight?" Nyx ask Twilight in concern.

"I'll start introducing myself. Sprinkle in some things I learned about their world into the conversation, show them how I fit in here!" Twilight explains proudly. Of course, Ben and the others look a bit doubtful. It will take more than that just to win those certain students over. The princess sighs, "Okay, everyone; Time to make a good first impression on my fellow students. The whole world sort of depends on it."

"As well as you," Ben said with a nod. Twilight takes a breath as she goes through the doors of the library and into the school.

Of course, the group notices something's wrong when a boy saw Twilight, pointing to her while saying, "Hey, look." Of course, it didn't take long for Twilight, Ben, Nyx and the 'dogs' to notice that they are laughing, quietly and impolitely at Twilight herself.

"Something's wrong here." Ben said with a frown. He doesn't like the laughing and stares, especially towards Twilight.

"Hey, what's so funny?" Nyx demands to some students. One of them snorts and points at Twilight. "Stop it."

"Why is everybody looking at me funny?" Twilight ask, not liking this as well. The others shrug, not sure. Suddenly, someone grabs Twilight, pulling her right into an empty classroom. Ben and Nyx quickly follows her (and Spike since he is still in her backpack) and whoever grabbed the princess. "Whoa!"

"What're you...? Why did you...?" Ben begins to demands. But the group stops as they saw a familiar girl measuring Twilight as if sizing her up in clothes, "Rarity?"

Spike pops his head out of Twilight's backpack, smiling eagerly as he looks at Rarity. This is her, the unicorn's human self...and she is beautiful in person! Rarity nods as she took out some clothes and quickly put them on Twilight, along with a blonde wig.

"Oh, yes. This is good! No one will recognize you!" Rarity exclaims with a smile. Twilight and Ben frowns a bit. Why is she putting a disguise on the purple girl all of the sudden?

"Why wouldn't I want to be...?" Twilight begins to ask but Rarity interrupts her.

"And we'll need a disguise for your dog, which is too bad. He really is so adorable! You know, with a little work, I think I could make it look like a rabbit, instead."

"Huh; A rabbit?"

"Hey, excuse me, Rarity?" Ben spoke up, getting Rarity's attention. "Mind telling us what is this all about? Why are those students out there laughing at Twilight?"

"And why a rabbit," Nyx ask Rarity in confusion. The girl stares at the black one, making her gasp and a bit ashamed. "Oh, I'm sorry. That was rude of me. I shouldn't talk like that. Can you kindly tell us why you wanted Spike as a rabbit?"

"Well, I accept your apology for the rudeness." Rarity said to Nyx with a smile. "To answer your question..."

"Nyx, there yew are," Apple Bloom exclaims as she, Scootaloo and Sweetie came into the room.

"Right, we have been looking for you since we saw what happened." Sweetie said in concern and worry.

"Saw what happened?" Nyx ask her friends in concern. "Do you know what this is all about?"

But before any of the human CMC could explain, Applejack came into the room, spotting and recognizing Twilight instantly, saying, "There yew are, Twilight."

"So much for the disguise," Rarity groans a bit, the disguise didn't seem to work.

"I don't know, Rarity. I think the blonde wig makes her look like a hippie." Sweetie said to her sister, making Rarity gasps in alarm.

"Dear goodness! You're right! What was I thinking? Purple hair is the way to go!"

Ignoring Rarity's ranting as usual, Applejack spoke up to Twilight, "Ah've been lookin' all over fer ya!"

"Me too," Fluttershy said as she came into the room, looking worried.

"Me three," Pinkie giggles as she bounces into the room. "I like your new look!"

"Okay, mind telling us what this is all about?" Ben spoke up. "Why the disguise?"

"I do have an eye for these sorts of things." Rarity commented. She then gave an annoyed glare to Pinkie. "Not that you seem to care."

"WHAT," Pinkie demands in shock and anger.

"Why do you think she doesn't care?" Twilight begins to ask in confusion, but shakes it off as she saw Applejack gives a signal meaning 'don't push it'; Best not to get into any details involving Pinkie right now. "No, never mind. Why were you all looking for me? What's going on?"

"Girls, why are those students laughing and looking at Twilight funny?" Nyx ask her friends in concern.

"You mean, you don't know?" Scootaloo ask Nyx in surprise.

"Oh, she hasn't seen it yet." Fluttershy said in worry upon realizing something.

"Seen what?" Twilight ask with a blink on her face.

"Ah think y'all should see it 'ta believe it...or not." Apple Bloom said in concern as Pinkie brought in a laptop.

"Oh, it's really not that bad." Pinkie said, trying to show the bright side of things. A video is brought up to show what the girls are talking about.

Twilight, Ben and Nyx looks shocked as the video shows images of Twilight trying to use the computer while pounding the keyboard, picking up a book with her mouth and get flashed away by a copy machine. The images show some negative effect as Sunset Shimmer spoke as if doing an anti-campaign.

"Twilight Sparkle wants to be your Fall Formal Princess. What does it say about our school if we give someone like this... such an important honor?" Sunset Shimmer's voice asks sinisterly, much to Twilight, Ben, Nyx, and the Dragon dogs' shock.

"Wha..." Twilight begins to shudder before closing the laptop, "I?"

"I take that back. It's pretty bad!" Pinkie said sheepishly to Twilight.

"But this all happened yesterday; at the library!"

"Ugh! Snips, Snails, Boxco and Dum-Dum must've sent that footage for this!" Ben groans while slapping his forehead in anger. "I knew I should've broken those phones of theirs...along with their legs!"

"It wouldn't matter. They probably would've sent it to their boss via e-mail somehow and you would've gotten into trouble, Ben if you have broken their legs." Nyx sighs a bit in concern.

"Has everyone in the school seen this? Is that why they were all looking at me that way?" Twilight begins to ask as she looks like she herself wants to hide and never be seen again.

"Mmm..." Pinkie and Applejack said while she and the others feel a bit awkward. This doesn't look good at all!

"What am I gonna do? No one is gonna vote for me after seeing this!"

"Well, we will still try 'ta git everyone else 'ta vote fer ya, not let 'dat brat Sunset Shimmer's negative campaign stop ya." Apple Bloom said to Twilight, trying to calm her down and assure her otherwise.

"Not that it'll make any difference, but I'll still vote for you." Fluttershy said to Twilight gently. " You were so nice to stand up for me when Sunset Shimmer was picking on me yesterday."

"If you still wanna run, maybe there's something I can do to help!" Pinkie said, smiling eagerly and anxiously. Of course, Fluttershy just glares, frowning at Pinkie.

"Word of advice: Don't accept her help. She doesn't take anything seriously!"

"Ugh! Why do you have to be so awful to me?"

"Oh, here we go again!" Ben groans a bit. Sunset Shimmer's trickery and manipulation is making the fighting happen all over again!

"Oh! Pff. Kch. Tsk; don't play innocent, Pinkie Pie!" Rarity scoffs a bit, passing Pinkie and pointing an accusing finger at Fluttershy, shocking her. "You are no better than she is!"

"And WHAT is that supposed to mean?" Pinkie demands angrily to Rarity while grabbing her, a bit hurt and insulted at the same time. The fashion girl manages to get out of her hold.

"I am happy to offer up my assistance as well." Rarity said gently to Twilight. Then she turns to Pinkie, snapping angrily to her, "To someone who would APPRECIATE what I have to offer!"

Needless to say, Twilight's group looks worried as the human versions of their friends (minus the absent Rainbow), except for Applejack, begins arguing. Spike yelps as he got into Twilight's backpack, zipping himself in to hide. Nyx said in worry, "At this rate, we can never get anything done!"

Applejack interrupts the arguing while dropping the apple core of an apple that she was eating into a trash can, "Listen to y'all carryin' on! Get over it an' move on!"

Rarity glares at her while asking, "You mean like how you've gotten over what happened with Rainbow Dash?" Needless to say, the mention of it made Applejack angry.

"She said she'd get 'de softball team 'ta make an appearance at mah bake sale. Ah tell everybody they're comin', an' then not one o' them shows up! She made a liar outta me! 'Dat's different!"

"Is not," Pinkie and Rarity yells angrily to Applejack.

"Is too," Applejack yells right back at her former friends.

"How dare her!" Scootaloo exclaims angrily, getting into the argument by talking to Apple Bloom, "Your stupid cow-sister blamed Rainbow Dash? She dares to call her a liar! Rainbow Dash did not say that because I was with her and the softball team when we move to the place that your sister had told us. Then, the next thing we know: she canceled it! The only liar I know is your big bad sister!"

"Hey! How dare yew call mah sister 'dat," Apple Bloom scowls angrily to Scootaloo. Nyx looks worried, not the CMC too! "Applejack maybe 'de big worried sister-like, but she is not 'de liar! She is 'de most hardworking, kindest, most honest, dependable an' lovable sister Ah ever had! Rainbow Dash is good at lying, and probably lying at yew too. Unlike Sweetie Bell's sister, she always be a spoiled brat!"

Sweetie got angry by that comment as she snaps, "Did you call my sister a spoiled brat?! For your information, cowgirl, Rarity is the most generous sister and lady in this school, she's willing to help and sacrifice her time and money for the orphanage. All my sister wants is some appreciation, and so far none of you or anyone said it. I can't believe I even made friends with you, lousy cowgirl and chicken girl!"

"What did yew say, spoiled princess?"

"Say that to my face, un-couth brat!" Scootaloo scowls angrily to Sweetie.

Apple Bloom, Sweetie Belle and Scootaloo joined the argument with four of the Mane Six Human Forms. Twilight, Ben and Nyx are becoming sick of this. This pointless arguing must stop and do so right now!

"STOP; All of you," Twilight exclaims angrily, causing the girls and the CMC to stop their fighting.

"What's with you girls; you are grown up and should know better than this!" Ben exclaims to the four Mane Six humans in disbelief.

"Girls, I am ashamed of you! You are friends, you shouldn't let your sisters' and idol's argument be your own. You were able to overcome obstacles before! What happen to sticking together to the end," Nyx demands to the human CMC angrily.

The CMC looks down, feeling a bit ashamed of themselves; Apple Bloom spoke up, "She's right, y'all. Ah am sorry, girls."

"Yeah, me too," Sweetie said, feeling saddened and guilt-ridden.

"Right; me too; don't let the other girls see me acting like this." Scootaloo remarks in concern. Apple Bloom and Sweetie hug her and each other, "Awww."

"Instead of arguing, you need to talk this out." Ben said to the arguing girls sternly.

"He's right. I wanna show you something." Twilight said as she took out a familiar yearbook. The purple girl opens it to a familiar page showing the Mane Six humans hanging out. "You were friends once."

"Hmm; 'De Freshman Fair. Y'all remember?" Applejack asks the others with a smile on her face; Boy, that sure brought back memories.

Pinkie Pie happily hums, "Hmm."

"Yes." Rarity said with a smile on her face. That was before the fighting and the incidents that drove them apart. The fashion girl enjoy that time.

"But something happened." Twilight said as she closes the yearbook, looking thoughtfully. "I think that something was Sunset Shimmer."

"Twilight's right. I mean, if you think of it, someone may have been responsible for you girls turning against one another." Nyx said in agreement.

"You know, Nyx got a point." Scootaloo remarks with a frown. "That's Sunset Shimmer all right."

Rarity scoffs at this, saying, "Well, it's a nice theory, Twilight darling, but Sunset Shimmer had nothing to do with it."

"She's right. Sunset Shimmer isn't the one who ruined my silent auction for the animal shelter by bringing fireworks and noisemakers!" Fluttershy scoffs, glaring at Pinkie while crossing her arms. "It was supposed to be a serious event, but Pinkie Pie ruined it!"

"I'm sure Pinkie didn't mean..." Ben was about to say. But then Pinkie looks confused, interrupting Ben.

"What are you talking about?" Pinkie asks in confusion as she took out her phone, showing some sort of text message. "I got a text from you saying that you didn't want a silent auction, you wanted a big party!"

"Uh! I never sent you a text!" Fluttershy exclaims in shock, much to Pinkie's confusion.

"You didn't?"

"You don't think she's the one who's been sending me those e-mails, do you?" Rarity spoke up, having a thought of realization upon seeing this. "Every time I volunteer to help with the decorations at a school function, I get an e-mail from Pinkie Pie saying she has plenty of volunteers! And then I find out she's done everything herself."

"I never sent you any e-mails!" Pinkie exclaims in surprise. Soon the girls are slowly realizing something, something that all points to Sunset Shimmer.

Applejack looks thoughtfully as she spoke, "Maybe she's 'de reason Rainbow Dash didn't show up fer mah bake sale!"

"Didn't you ever ask Rainbow Dash why she didn't show up?" Twilight ask Applejack in concern. The cowgirl was silent then got a look of guilt on her face.

"Heh, Ah guess ah kinda stopped talking 'ta her at all after 'dat."

"Well, well, this is interesting: Pinkie claims that Fluttershy needed a big party at her silent auction after getting a text message that ends up ruining it. But Fluttershy didn't send her one. Rarity claims that Pinkie got enough volunteers after an e-mail that causes her to do everything herself...but there wasn't an e-mail, was there?" Ben asks in amusement. "And I betcha there's a reason why Rainbow didn't show up for the bake sale and after that, she stops talking to Applejack, thus causing the whole group to soon fall apart soon after. Now, put those together and what does that spell?"

"Spell what? We didn't get any letters yet." Sweetie said in confusion, not sure what Ben truly meant.

"I believe what he meant is that we're all being played as fools and Sunset Shimmer was the circus master!" Rarity exclaims, feeling guilty. All this time, it was Sunset Shimmer who lied to her to make the fashion girl stop talking to Pinkie. "Pinkie Pie, darling, I am so sorry. Can you forgive me?"

"Forgiveness granted!" Pinkie exclaims with a smile.

"Pinkie Pie, I am sorry that I was angry at you for ruining my silent auction. I should've shown kindness instead I didn't." Fluttershy said in guilt to Pinkie. "Please forgive me."

"Same again, only if you forgive me for being a grouchy meanie pants right back."

"Well, looks like some of the group are back together." Twilight said with a gentle smile. "That leaves only one apology left."

"Heh heh, Ah supposed Ah should apologize 'ta Rainbow fer not asking why she didn't show up, huh? As well as not talking 'ta her?" Applejack asks sheepishly and in concern.

"Maybe now would be a good time to start. Now where is she?"

"Out on the soccer field, practicing." Pinkie said with a smile. So the group should head out there right now.

"You're going to see Rainbow Dash?!" Scootaloo ask eagerly and anxiously. "Can I come? Huh, huh, huh," The other girls laugh; Very typical of Scootaloo to be doing that.

As the girls get ready to go meet Rainbow Dash, Pinkamena is at the door and Golden Heart was as well.

Golden Heart smiles as he said, "I thought that this day would never come."

'Yep the 5 will be back together again and I will be aiding Twilight in any way I can and to finally bring the downfall of Sunset's reign of the school will be good." Pinkamena remarks eagerly. Sunset Shimmer is going down!

The scene opens to where it was a secluded area with a few bits of magical ingredients. This area was under control of one villain who's might almost reached the Superior & the Four Horsemen; Merluck, the first son of Smaug the Great. And right now, he was having a little chat with a sibling behind his back, Trixie, AKA, Trix Lulamoon.

"Merluck, are you listening to what I'm saying?" Trix spoke off in wanting her brother to hear her complaints.

"I hear you, sis, but this task is out of my own hooves." Merluck shrug off his hooves while using magic to levitate some boxes full of magical stuff he'll need.

"You don't understand, our father should have at least trusted me to go after it." Trix snapped off from knowing that her brother knows that their father sent somepony else to get the Element of Magic.

"And the same could be said for me, you know that I want that crown to harness it's power." Merluck shrug off in sounding assuring that to him, he wants that crown to get it's magical powers that it holds. "While I may not be a member of the Organization, yet...I'm still on par with our father." He issued about the little fact of being between almost being a member of the Apocalypse Ponies, but till then, he's just as powerful as any of the others, at least that's what's going on for now.

"Hugh, with Sunset Shimmer on the case, her mission will most likely fail." Trix sighed in annoyance while badmouthing the pony in particular to what they are discussing. "You know as well as I do that the crown won't work so well if it's not the right being when used with the elements. I learn that lesson from when I tried to help Twilight's friends stop the Cult of Nightmare Moon." Trix remembers, that when she was still 'THE GREAT & POWERFUL' Trixie, the Unicorn finally tried to use the Element of Magic to stop Nyx when the evil Cult tried to announce their true queen to rise for Eternal Night, but the girl couldn't help the other Element Wielders & caused harm instead of victory. This has been a spiritual scar on Trixie's old self for a long time even if forgiveness was presented from when she used the Alicorn Amulet on Twilight and Nyx apologized for being so mean long ago.

"Well there is a 'Yes', and 'No', to that sister." Merluck responded off mentioning this fact so suddenly. "Yes, the Element of Magic didn't work and made you weak & exhausted, but there are ways to make the crown work right?" Trix stared at her brother while he was organizing some stocks from boxes, books, etc. by magic. "And one of them is changing the set of rules when an Element of Harmony is in another world's alternative side." He issued from flipping through a book while pointing out, that as of now, the Element of Magic that would only work for Twilight Sparkle can now be used by another when the rules bounded in Equestria don't matter in a human-vision of their own world as an alternate dimension.

"Wait so then...Sunset Shimmer might be able to use the crown!" Trix yelped in surprise shock, if that's true, then Sunset will use the crown better & won't feel the side-effects like she suffered.

"Yes, a shame, I wish I could help, but...I got my own assignments to do just to help your boyfriend & his powerhouse flunkies get better in wielding magic & combat train." Merluck issued from magically getting a few ingredients & weapons hovering about before stacking them together in what the brother of Trix plans to do by 'enforcing' some training to make Boris & his Enforcers better.

"Well, could you answer me this, whose is the pony our father speaks to in the Room of Sleep?" Trix spoke off in deciding to change the subject to something else that she has heard.

"Can't help you there either; I've been close to father, but even he keeps secrets from me." Merluck shrug off his shoulders in not having any clue in how to help answer that question. "The only other person many of us heard our father, the Superior, speak about is the guy trapped in Tartarus, you even know 'who' he is?" He made a sly wicked smirk in asking if his sister knows of the one being that the Superior speaks the most from being creatures of power.

"Don't remind me; even I'm not that blind to not know his name. Grimmore," Trix rolled her eyes from her brother saying she wouldn't know the greatest threat sealed away, but sometimes, others wonder if Grimmore or his own forces are 'truly' trapped, or just waiting to launch an attack when everyone's guards are down. "But back to the room at hand here. The other members said about not knowing, but it sounded like there was a mare in the room. What sort of pony would be so important to secretly talk to like he was in...oh..." The pony stopped in suddenly having a second thought in what her father...is actually doing and talking to. "You don't suppose that the mare in question is...our mother?" Tension was starting to rise here, but...

"Now stop, just...stop right there, Trixie," Merluck suddenly stop all his magic casting to turn to his sister, with his one good eye to make a serious face. "As much as it's painful, you know what happened to our mother." The guy maybe evil, but when it comes to someone that 'loved' him, that's an emotion of weakness he doesn't wanna show, especially about what happened to his own mother.

"Yes, I suppose so..." Trix looked away with an equally sad expression in recalling what happened to the siblings' mother and the wife of Smaug.

"Look, I'll need to finish some work; you try to handle things alright. If Sunset wins, we'll be a step closer to our goal. If not, well...I can work at getting the Element of Magic, and you...won't need to worry about Sunset by then." Merluck came to pat his sister's shoulder to gently lead her out of his work area while requesting they think about what they'll get out of today, either good or bad; it'll be a near win/win for them.

Trix smiled while leaving her brother's room and used magic of her own to seal the door. Merluck soon turn away from the closed door to continue to work on his assignment to train the alicorns under Trix's division; Boris, Dumbledore (AKA Dum Dum) & Bocolix (AKA Boxco) with some new tricks to power up to be just as powerful than they are now.

Once Trix entered the hallway to walk down, someone else came around the corner of the hall.

"Why is it you hate Sunset Shimmer?" Ms. Moon appeared while her hood cover her face, wanting a question answered from Trix, who she seems to have suspicion about her actions.

"Oh, plenty of reasons," Trix groaned off in replying to that answer.

"Then please, won't you tell?" Ms. Moon asked in liking to know more, as it...intrigued her, for some strange reason.

"Let's say, long before Twilight Sparkle show up to be Celestia's student, I...was a student under the princess herself...and so was Sunset Shimmer. But when that brat became selfish, wanting more, she took out frustration and even bullied me!" Trix exclaims in frustration, still recalling the bullying and torture she went through by Sunset Shimmer. "Celestia has to interfere a few times before things got worst. But I never forgotten or forgave those bullyings. That's wh I like it much better if Sunset Shimmer has failed."

"I see; then if that is all, then I shall leave you." Ms. Moon nods her head in fully understanding everything about Trix & Sunset Shimmer and prepares to leave.

"Tell me something." Trix stops Ms. Moon with a serious look on her face while the member kept her back turned. "Does Sunset Shimmer even come close to being a pony you once dealt with....long before or after....what you are?" On that question itself, there was a moment where the turquoise eyes, the ones that remind anypony of Nightmare Moon, were mostly seen from under the hood of Ms. Moon while not turning around at all.

"That's hard to say, considering what I went through, is far from normal." Ms. Moon replied while slowly disappearing in a corridor of darkness that opened up before her.

Trix saw this while she had her own suspicions about the Ms. Moon, for she was one member of the organization that has a scary meaning to anypony outside their order to learn about this member's origin, especially her appearance. After sighing, Trix Lulamoon made her own portal appear before going through it and vanished along with it...things are really getting strange in the world of Equestria.

Minutes later, Twilight's group, Fluttershy, Applejack, Pinkie Pie, Rarity and the CMC are all at the soccer field. A girl with rainbow-colored hair and light blue skin, the human version of Rainbow Dash, was kicking some soccer balls into a goal, when she saw Applejack behind her, and the two girls began to talk.

"They're actually talking! That's a good sign!" Rarity exclaims with a proud smile. So far, Rainbow and Applejack are talking and not arguing.

"So far, they aren't choking each other." Apple Bloom said in observation.

A while later, Rainbow grins as she and Applejack hugs one another. Pinkie exclaims eagerly, "Hugs! Ooh, hugs are always good!"

"Girls, I think it's safe to say that you got Rainbow Dash back in your group." Twilight said with a smile. "Say, what is the name of your group?"

"We call it the 'Main Five', though we're thinking of getting another addition." Fluttershy explains thoughtfully. "Would you like to join?"

"Well, I would, but Ben, Nyx, the dogs and I may not be in this school for long." Twilight said regretfully. She didn't want her and the humans to know that she and her group won't stay in this world once the crown is recovered. "I may think about it though."

As Applejack and Rainbow Dash walked up to the group, the former said, "Somebody, and I think we can all guess who, told Rainbow Dash that my bake sale had been moved to a different day. Dash showed up with all the softball team and thought I'd cancelled on her!"

"Geez, Ah done wonder whose could've been responsible? It couldn't been Sunset Shimmer now, would it?" Apple Bloom asks sarcastically.

"Apple Bloom, what did Ah say about using sarcasm?" Applejack scolds her little sister for using sarcasm.

"Only if it on people we don't like an' Ah don't like Sunset Shimmer?" Apple Bloom guesses.

Applejack pauses then shrugs as she said, "All right, Ah will give yew points fer 'dat one."

"So you're looking to dethrone Sunset Shimmer and become Princess of the Fall Formal, huh?" Rainbow asked Twilight.

Twilight looked away for a moment before she shyly replied with a squeaky nod.

"She sure does, Rainbow Dash." Nyx said with a grin. "We decided that it's time that Sunset Shimmer's reign of terror comes to an end."

"Yeah, we're going to help her win this and stand up to that brat!" Scootaloo exclaims eagerly.

"Say, I remember you. You're the fan who always shows up at my games, cheering me up on like a fan girl." Rainbow said to Scootaloo, recognizing her.

"I thought you two were close." Nyx said to Scootaloo puzzled, under the expression that the girl is practically hanging with Rainbow Dash all the time.

"Well, not too close, but I still am a big fan and she's like a big sister to me." Scootaloo admits to Nyx sheepishly.

"Big sister, eh; Man, already I find you amusing and cool!" Rainbow laughs as she rubs Scootaloo's hair, much to the CMC member's delight. "You got to hang out with me. Just don't stalk me like a weirdo and we will be good pals or sisters."

"It's a deal!" Scootaloo said before she hugged Rainbow happily like a little sister to an older one.

"All right, back to what's her name here..." Rainbow said, getting back to Twilight.

"Twilight Sparkle," Ben said to Rainbow with a nod.

"Gotta say, about the dethroning and becoming Princess of the Fall Formal part, I'd really love to see that happen; I'll totally help you out," Rainbow exclaims, making the group smiles eagerly. "All you gotta do is beat me in a game of one-on-one."

"What?" Twilight asks with her eyes widened in shock; as in try to beat Rainbow in a game of soccer?!

"First to five goals wins." Rainbow said, and then, she kicked the soccer ball into the goal in a blaze, "One-zip!" Rainbow exclaims with a laugh.

"Word of advice: Rainbow is hard to beat; she is even the coach of her own golf team and the dean of her own college RDTAU." Sweetie said to Twilight, giving the girl a word of advice.

"Let me guess: Rainbow Dash's Totally Awesome University?" Twilight guesses dryly, though she knows it since that's the name of Rainbow's college back in Equestria...except it's a fake college and not even built.

"Well, it isn't a real college per say...but the students here, especially Rainbow Dash, likes to treat it like one." Fluttershy explains to Twilight meekly. "But I think you have a chance...I hope."

Ben, Nyx, Spike and Phobos looks worried. Twilight isn't good with much sports, she won't have a chance.

It was seconds later as the game begins. Rainbow dashes towards the net that Twilight was guarding; the purple girl looks scared then ducks as the ball went towards her; Pinkie flips the score which is now 2-0.

"All right, Rainbow Dash!" Scootaloo cheers her idol on eagerly.

The others look on in worry. Rainbow gave Twilight the soccer ball to give her a turn. The purple girl nods as she prepares to kick it, but Rainbow takes it from her via her feet and kicks it into the goal once more. The score is now 3-0.

The girls and the boys are now watching Twilight rushing towards the other goal with the ball. Maybe this time she can make it...

No dice! Rainbow scoops by, takes the ball from Twilight. The girl looks stunned as she watches the human version of her Pegasus friend takes the ball to the first goal and kicks it in.

As Pinkie changes the score to 4-0, Sweetie comments, "Wow; Twilight's getting creamed out there!"

"That's Rainbow Dash! She's awesome!" Scootaloo exclaims with an eager laugh.

"Yeah, too awesome," Nyx sighs a bit. "No offense, Scootaloo, but Rainbow would've at least give mo...Twilight a chance to score a goal."

"But then Rainbow Dash wouldn't be awesome." Scootaloo points out to Nyx, not seeing her friend's point. Nyx sighed in annoyance at Scootaloo's remark.

Rainbow kicks the ball around until she drops it near Twilight. The purple girl grins as she begins kicking it to the other field goal. The others, especially Ben and Nyx, grins eagerly. Twilight could finally score a goal!

Of course, Twilight yelps as she kicks the ball and trips, falling to the ground. It rolls slowly before landing near Rainbow...whose smirks arrogantly as she kicks the ball so hard, the girl send it right into the nut. Rainbow jumps into the air, waving her fists up in victory while Twilight prancing a bit while still on her back on the ground.

Twilight isn't much of a sports person/pony anyway.

"Yahoo! Rainbow Dash won!" Scootaloo cheers wildly.

"Cool it, Scoots, better check on Twilight." Apple Bloom said in concern as the gang heads to the field to check on the defeated Twilight.

"That's game!" Rainbow announced arrogantly.

"Twilight, you okay?" Ben asks Twilight in concern. The girl nods, tired.

"I...really thought you were gonna...pull it off there in the end!" Rarity laughs nervously. The others, especially AJ, glares at her.

"So what's the plan? How can I help you be princess instead of Sunset Shimmer?" Rainbow asks with a mischievous grin as she helps Twilight to her feet.

"But...but I...lost!" Twilight exclaims in exhaustion and shock. She couldn't believe it, the girl lost to Rainbow, and yet, the girl is still wanting to help.

"You want to help Twilight despite her losing to you?" Nyx asked Rainbow in surprise.

"Of course Twilight lost. I'm awesome!" Rainbow bragged, "But I'm not going to ask just anyone to try and beat Sunset Shimmer." As Rainbow explained the reason why she's helping, a hopeful smile came on Twilight's face along with Ben's and Nyx's. "The Fall Formal Princess should be someone with heart and determination. You've proved that you've got 'em both!"

The girls and Ben cheer on wildly as Twilight and Rainbow hug each other; Looks like the sports girl is onboard.

Unknown to everyone, Snips and Snails has taken photos of Twilight's playing and, while snickering, shows the shots to Sunset Shimmer. She smirks evilly, the girl can use those for later....

The gang heads over to the local ice cream shop to make some plans for helping Twilight win the crown. The purple newcomer is ordering an ice cream sundae from a human version of Mrs. Cake who is pouring the ice cream into a cup.

"And...could I get mine with extra oats?" Twilight ask Mrs. Cake as she pours sprinkles onto the ice cream.

"Oats," Mrs. Cake ask Twilight puzzled.

"Uh, scratch that." Twilight said sheepishly while rubbing her feet together. "However you normally make it is fine."

Mrs. Cake shrugs as she finishes the creation up, giving it to Twilight. The human version of Mr. Cake smiles while saying, "I got to say, Twilight, your sister is a big hit with the twins." Twilight saw Nyx with the baby human versions of Pound and Pumpkin Cake, giving them pony back rides.

"Giddyup!" The twins giggle while riding Nyx.

"Oh yes, they don't normally take to strangers. Your sister was a big hit with kids." Mrs. Cake remarks with a smile on her face.

"Well, not really. Nyx has trouble with two one time." Twilight said in concern. It's true. After the Cake Twins was born in Equestria, a while later Nyx tries to greet and play with them, but her eyes scare them, causing the foals to cry. Nyx didn't go back into Sugarcube Corner a while after that and it took a while for Pound and Pumpkin to finally trust the alicorn filly.

Twilight nods as she turns around...and bumps into a familiar boy, spilling her ice cream right onto his shirt and right on the floor. Ben, watching what happened, looks worried as Flash looks surprised.

"Oh!" Flash exclaims, not really angry over this. "We've got to stop bumping into each other like this."

Twilight leans down to pick up her cup...but as she prepares to pick it up, Flash, wanting to help, ends up putting his hand on her. The two, much to Ben's worry, look at each other and stood up, Twilight blush in embarrassment.

"You know me! Always trying to make a big splash around here; 'Cause my drink kinda splashed...on the ground," Twilight said while pulling on her hair while giving a nervous laugh. Flash smiles at her in amusement. Quickly, the girl points to a table with a couch where the others are sitting at. "I'm gonna go over there now."

Flash nods as he goes to the counter to order. Twilight goes over to the couch and pulls on her hair, blushing a bit. Ben is worried. He should trust that she is only blushing in embarrassment...but Ben looks scared that it may be...something else.

Pinkie, noticing Ben's worried face, asks, "What's with the face?"

"What face?" Ben asks in concern. Crud, he was asked that question by Flash Sentry back home while he was worried about Twilight being an alicorn princess.

As Nyx came over after she's done playing with the Cake Twins, the girl ask, " Are you worried about mo- I mean, Twilight being with Flash Sentry?"

"What? I mean why should I worry about Flash and Twilight?" Ben asks though the look on his face shows otherwise that he is indeed worried.

Applejack pats Ben on the shoulder, saying, "Yew shouldn't. Flash is 'de nicest, gentle, honest an' loyal guy. He would never take yer Twilight fer a date. 'De only person yew should be worry about Twilight being dated with is Boris 'de Animal."

Rainbow nods as she adds, "Yeah, Cowgirl's right. I heard some talking and rumors that Boris is in love with the new girl. That surprise and freak me out. It also gives me some goose bumps. It's kinda freaky."

"You said it, Rainbow; That animal and Twilight - Yuck - So not awesome and cool," Scootaloo remarks, almost gagging a bit.

"Yew said it, partner." Apple Bloom remarks with a frown. "Ah kinda disagree o' 'dat one. She is yer girlfriend, Ben. So, don't worry about Flash, he's an okay partner."

"You are her Prince Charming, Ben while Boris is the big bad dragon." Sweetie said, sighing happily over the idea. "Just like the fairy tale, a hero must defeat the monster in order to protect and save his love one from anything and at any cost, even his life."

Nyx nods as she said, "They're right, da- I mean Ben. You shouldn't be worry about Flash. He's a good friend."

Ben sighs, "I hope so." The transformed stallion, of course, thought in his mind, 'I only hope that he is the same pony as my old friend, Flash Sentry, or else this could be a lot of problems.'

Rarity, with Spike sitting on her lap and deciding to help the worried Ben, spoke to Twilight, "Don't even think about it! You're already trying to get a crown. Who knows what Sunset Shimmer would do if she thinks that you're trying to get her ex-boyfriend too?"

"I'm not trying to, I don't even know...we just accidentally..." Twilight said, trying to make an excuse but realize what Rarity just said, "Ex-boyfriend?"

As the others watch Flash ordering something, Fluttershy explains, "Flash Sentry broke up with her a few weeks ago. I can't believe she hasn't done something awful to him yet."

Flash, after getting his order, heads off; the others pretend not to see him. The boy turns, grinning at Twilight and Ben before leaving.

"Maybe she's just waiting until she has the power to do something really awful." Twilight said in concern. Once Sunset gets the crown, she may use its power to either get back at Flash for breaking up with her...or enslaving him!

Ben surprised ask the girls, "When did Sunset first date with Flash?" He is surprised that Sunset Shimmer is dating a Flash Sentry her like she did back home!

Applejack explains to Ben, "Three years ago, Ben. After she gather Boris 'de Animals an' his four stooges, she met Flash. But fer some strange reason, she's been nice an' good 'ta him only. They both dated together like a real couple."

"Applejack's right. That's the strangest moment that I ever seen." Rainbow said, finding Sunset being nice to Flash to be nice. "She would usually be rude, spoil and treat the students like garbage."

"You know what's the strangest thing about that? She said something about him being reminded her of another ex-boyfriend and hopes she and him can stay together when she was alone." Pinkie said thoughtfully. "That's weird, right? It's like there's another twin here too. I wonder what happen to her ex."

Ben surprised, thoughts, 'Sunset dated Flash Sentry's Human Form? Did Sunset miss Flash so much? If so, then why she's doing things so nasty and even bad to everyone in here; The Superior must have been playing with her mind and heart for Sunset to do his dirty work. And she fell for it."

"But what happen to them next?" Nyx ask, wondering what happened that caused the break up.

Apple Bloom frowns as she explains to Nyx, "Flash saw what Sunset did 'ta us, our classmates, especially Diamond Tiara an' Silver Spoon. She destroyed our best project fer Ms. Cheerilee."

Sweetie Belle complains, "Can you believe that? We didn't do anything so bad at her, and she ruined it."

"Flash wasn't aware of what Sunset did until she ruined our project." Scootaloo explains with a frown. "That's when the break up happen."

Spike taps Ben on the shoulder, whispering, "Ben, problem." Sure enough, the boy looks up to see Boris and his goons approaching...trouble.

"Hey, Twilight; Nice outfit," Boris taunts as he pulls on Twilight's clothes, making her scowl and push him away, "Although you look better with nothing on!"

"Boris, why don't you go to a cliff and keep on walking?" Twilight scowls angrily to Boris.

"Hey, listen, Twilight. The Fall Formal is coming up. I figure after what happened, I could help cut you a break and let you go with the most handsomest guy in the school...which is me." Boris said with a grin, making the Main Five scowl at this. Ben is getting ticked off at Boris's advances on his girl.

"Look, I am busy!" Twilight snaps to Boris angrily.

"What?" Boris asks Twilight as if this is a laugh to him.

"Combing my hair," Twilight remarks with a frown to Boris.

"Oh yeah, that's funny as a screen door on a battleship!" Boxco remarks with a stupid laugh.

"That's screen door on a submarine, you dork." Spike mumbles quietly to himself. Screen door on a submarine! Boxco and Dum-Dum are always getting those sayings wrong!

"Twilight means it, you big bullies! She's not going with Boris!" Nyx shouted angrily.

"Ooh, come on, she just didn't have the time to be with Boris the Gunman." Boris teases as he tries to get too friendly with Twilight.

"How many times do I have to tell you...." Twilight speaks to Boris very slowly, "I. Do. Not. Like; You."

Twilight then slaps him, making some of the Girls gasps in amazement or shock. Boris smirks as he grabs her, saying, "Oh, maybe you do, but you don't know it."

"Get your meathooks off me!" Twilight demands angrily to Boris.

Ben has had enough. He got up and roughly pushed Boris away from Twilight, snapping, "You heard her, Boris the Animal! Get your meathooks off her!"

"So what is it to you, you filthy dog?!" Boris snaps angrily as he pushed Ben to Boxco and Dum-Dum who grab him. "You know, you have been looking for a fight since you and your pals got here!"

Just before a fight would break out, a familiar voice interrupts things, "Hey! Stop pestering the new guy, Boris the Animal!" The group turns and saw who interfered: Flash Sentry.

"It's...just...Boris! And how dare you interfere, Flash?!" Boris demands angrily to Flash. "I thought that we were friends!"

"Yeah, what gives, Flash? Are you getting too...soft these days?" Dum-Dum ask in stupidity.

"Or have you decided that new students are your friends now? Answer that, Flash," Boxco demands to Flash more than he asked.

"I only put up with you guys for so long because you were my teammates on the football team." Flash said sternly. Twilight's group, the Mane Six and the CMC looks in amazement. He is standing up for Ben. "Now I've seen your true colors. You dare to call this poor new guy a filthy dog? Let me tell you something, Boris, Boxco and Dum-Dum....you're the filthy dogs...not him! "

Boris looks angry, bad enough that he is now being stood up to but Flash has turned against him. Boris said as he signals his boys to let Ben go, "Fine...fine! But consider yourself...kicked off the team for life. Come on, Boxco and Dum-Dum."

"Yes, boss." Boxco said as he and Dum-Dum begins to follow Boris as they leave the ice cream shop.

"Coming, boss," Dum-Dum remarked with a nod.

Boris stops for a moment as he turns to Flash, saying sinisterly, "Oh, and one more thing. You don't know it yet, Flash, but you're a dead man already for crossing me."

Boris and his goons leave the shop after the threat was made. Unknown to her, Sunset was watching the confrontation in amusement.

"Hmm; This I could use to my....advantage." Sunset said quietly to herself. "You are so...gonna rue the day you broke up with me, Flash Sentry."

Sunset took her leave. Inside, Ben nods as he said to Flash, "Thanks, Flash; I owe you one."

"Hey no prob, Benny-boy," Flash said, giving the thumbs up to Ben.

"Thanks for stepping in, Flash." Twilight said to Flash gratefully. "If you haven't, who knows what Boris the Animal would've done to Ben?"

"No problem, just try to be careful, Ben. Boris isn't the right guy to anger easily." Flash said to Ben in precaution. “Do better and maybe you will defend your princess a bit better.”

"I will make sure to do that." Ben said with a nod as Flash leaves. Once again, his old pal has come to give him advice.

Applejack decides to get to the main subject as she said, "All right, girls; Dance is tomorrow night an' we still don't know how we're gonna get Twilight 'de vote she needs 'ta be named princess. Right now, folks only know 'de Twilight from 'de videos Sunset Shimmer posted online."

"Ooh, I know!" Sweetie said eagerly. "Let's become reporters and make scandal stories about Sunset Shimmer!"

"Yeah, we done can embarrass her big time!" Apple Bloom exclaims eagerly. Scootaloo smiled, liking the idea.

"No, bad idea; Three friends of mine did scandal stories on folks one time! They got shunned for it and it took an apology to set things right! Trust me; you don't wanna try this idea!" Nyx exclaims to the human CMC in worry. They don't know it but she is referring to their pony versions from the Gabby Gums incident.

"Maybe you're right." Scootaloo said nervously, not wanting to do the scandal idea.

"Yeah; Skip it." Sweetie said sheepishly.

"Anyway, we need 'ta help them see Twilight differently." Applejack said in determination. The girls and Ben nods, speaking in agreement. The question is, how will they help Twilight get votes?

"I'VE GOT IT!" Rarity exclaims excitedly. Everyone stares at her confused, making her clear her throat nervously. "Ahem, I mean, um, perhaps I have a solution." The girl goes over to a box and opens it. "Now this may be an absolutely preposterous idea, but what if we all wore these as a sign of unity?"

Rarity pulls out what appears to be a tail with various colors and an ear band that resembles pony's ears. The girl explains, "Freshman year, they were very, very popular. A way for everybody to show their school spirit! You know? 'Go, Canterlot Wondercolts!'" Rarity put the ear band and fake tail on herself, shaking around like a pony.

"Cool!" The CMC and Nyx exclaims with smiles on their faces.

"How many have you sold, exactly?" Ben asks Rarity, arching an eyebrow at this.

"Ahem, I haven't sold any in ages. I mean, the five of us are obviously very different, but deep down, we're all Canterlot Wonderbolts!" Rarity explains to Ben clearly.

"Look, Twilight, Ben!" Nyx exclaims eagerly as she put the ear band and tail on herself. Her parents laugh as she shakes around like a pony. "I'm a pony, I'm a pony!"

"You sure are, Nyx!" Twilight giggles to her adopted daughter. "Rarity, any chance you got fake horns and wings in there, too?"

"Sure do, darling." Rarity said as she pulls out fake horns and wings. Nyx grabs a horn and a pair of wings, putting them on herself.

"I'm an alicorn, fear me! ROAR," Nyx exclaims, making out a fake roar. This act got a laugh from everyone in the room.

Sweetie put a fake horn on her head, saying, "Hey, look, I'm a unicorn!"

"And I'm a Pegasus!" Scootaloo laughs as she put on fake pair of wings, then jumps a bit. "Man, wish I can fly, though."

"Sunset Shimmer is the one who divided us; Twilight Sparkle is the one who united us!" Rarity said in determination as she puts an ear band on Twilight's head, making her smile. "What do you think?"

"I think you got a keeper, Rarity. I got an idea." Twilight said thoughtfully.

Upon seeing Trixie eating ice cream at a table, Ben paused, getting an idea himself. The boy calls out, "Trixie, can you come over for a few seconds?

Trixie, puzzled, comes over. Rainbow groans, "Aww, man! Trixie is less worse than Sunset Shimmer! At least she isn't a bully, just an arrogant bragger."

"Ben, what are you up to?" Twilight ask Ben curiously.

Ben grins as he explains, "I've got an idea as to how to get Boris off your back, Twilight...and as to how to get Trixie alone with Boris."

"You've got a plan, Ben?" Twilight ask in surprise and eagerness.

"Mm-hmm," Ben said with a nod. Trixie looks excited, this could be her chance!

"What's the plan, Ben?" Trixie ask Ben excitedly.

"Gather round, girls, and listen up." Ben said as he begins tellling his plans in addition to Twilight's own to getting votes.

It was the next day at school as the gang are making plans to help Twilight win support of the student groups...while at the same time deal with that creep Boris. Ben is discussing his plan with Twilight and Trixie.

"So you want me to write a letter to Boris, telling that I'd like to meet him in the boiler room at a certain time?" Twilight ask Boris curiously.

Ben nods as he answers, "That's right."

Trixie arch an eyebrow before asking, "And when he's inside that's when I come in and...work my magic on him?"

"Right again."

"Oh that is the most despicable and scandalous plan I've ever heard..." Then Trixie laughed heartily and mischievously. "I love it! It's perfect. So...when do we begin?"

Boris finds himself in a rather amusing yet confusing position. The boy has gotten a note in his locker from 'Twilight', wanting to talk to him alone in the boiler room. The creep knew it, Twilight has fallen for him at last! Of course, as Boris got there, the door of the room is locked...and Trixie of all girls was there, waiting for him, cornering the boy.

Boris knew that look, having seen it on many girls' faces before. He ask, "Uh look, Trixie was it?"

"Yep," Trixie said with a mischievous grin as she hugs Boris, making him blush a bit.

"Look, Trixie...I'm...I'm actually flattered that you like me, and you're...very beautiful without a doubt...but I cannot betray Twilight like this."

"Forget that nerd Twilight, Boris. What you need is a real girl...like me."

Boris yelps a bit, mumbling, "Hoo boy...this is gonna be a long day."

Lorcan peeks in through a window of the boiler room, laughing in amusement. It sure serves Boris the Animal right now. Now he hopes Twilight's plan will work without a hitch.

Celestia is in her office, looking over a picture of herself and a familiar small boy. As she ponders a bit, a voice spoke up, "Sister?" The principal looks up to see her sister Luna, a human version of Princess Luna from Equestria, coming in. "Is something on your mind?"

"Well, it's about that newcomer boy yesterday, this 'Ben Mare'...I don't know why but he looks like my own son Ben." Celestia sighs to Luna a bit. "The more I think about it, the more that I felt like I sense my own boy here at the school though he is still at his old one. I wanted it to be a coincidence but..."

"Celly, I know you miss him and haven't seen much of your son since your separation from your husband. You wanted so much to bring him over here but fear of doing so because of the problems happening with Sunset Shimmer. I'm sure that when the time comes, this problem maybe resolved and you will see Ben more."

"I hope you're right, Luna, I truly hope you do...still that stranger..."

At this time, we see much of the students were at lunch period during the hour, doing their thing; eating & chit-chatting. The Techies were working on their chat and math problems by their table. The Rockers with Flash Sentry playing his guitar were just hanging. Two Athletes were showing the muscle and spinning a glass on one finger to impress two girls by their table. The Fashionistas were just chatting and eating with fashion on their subject.

Course with knowing who join the Fashionistas table was probably another member of their separate society, Rarity, though the girl was wearing the Canterlot Wonderbolts t-shirt and still had the pony tail item on. But as Rarity sat at the table, she tilted her head to look another way...while putting on the pony-like ears.

Next come Rainbow Dash to sit by the Athletes' table and still wearing the same school team t-shirt and had her pony tail ornament attached. Then the girl soon put on her own pony ears to wear as well while looking towards someone.

At the moment, human pony versions of Photo Finish, Diamond Tiara & another were picking up their choice meals in the lunchroom. Course by then, Pinkie Pie was seen coming into the picture wearing the same team outfit, looking for her lunch, but then pulled out pony ears to wear too.

At this time, Pinkie Pie picked up her tray, and instead of picking up food, she started to tap it on the platform server. She started to make some sorta rhythm beat go off for a moment. The girl smiled to happily be doing this while looking around, expecting something.

As if on the calling, underneath another table, Rarity's boots stomped together, then separate at a time to follow another beat rhythm. Then if that wasn't enough, Rarity looked around to start clapping her hands into the same rhythm beat that were earning her table's attention.

Then from the Eco Kids table, Fluttershy was seen wearing her uniform shirt with the attached tail and ears as she bangs the glasses in her two hands on the table. This earns an Eco Kid that saw her do that as Fluttershy smiled to look towards another spot in question.

The action of what was going own made Big Mac stop eating his apple to notice this. And then Applejack was seen at a table in the same school shirt with her own tail and ears on while sitting with the CMC; Apple Bloom, Scootaloo and Sweetie Belle. Applejack clapped her hands, slap them to the table to do a rhythm work of clap and slap (that kinda rhymes too?).

And by Rainbow Dash's Athlete table, she smirked to tap her tray on the table to follow the same beat.

It wasn't long before the noise of a rhythm beat is heard in the lunchroom that some began to pay attention. As the camera zooms from what Rarity is doing with her table with the Fashionistas.

During the moment, a radio was hooked to the wall by the cord while some dog paws pressed the play button. And from the bag was Spike; next to him was Phobos as they watched with smiles that helped to bring a more musical beat to the rhythm being done here. And Phobos had a camera out to help him record this, this was gonna be worth to remember for later.

Now things were really gonna start, as suddenly the Mane Five stood up from their tables to join in what was playing out to be....sung by them. And it was gonna be called ‘Helping Twilight Win the Crown’, in honor of their friend.

Mane Five Girls: Hey Hey everybody!

The girls jumped to skip across the sides to meet the other while they clapped.

We've got something to say.

Rainbow Dash popped up to announce what they have to say that 'must' be heard.

We may seem as different! As the night is from days!

Pinkie Pie was seen clapping to look around before running on down. And we see Rainbow Dash joined by Fluttershy to her right and Applejack to her left to clap in happily announcing this fact about their differences.

Would you look a little deeper!

As Rarity clapped in the middle, Rainbow & Fluttershy run to her left and right side which Applejack & Pinkie Pie followed to join in sync performance to groove their arms around in saying what they wanna say.

And you will see,

Then the girls turn their hands to clap the other side to happily sing and held them hands out to the other below.

That I'm just like you and you're just like me

Now the girls, Pinkie Pie to Fluttershy and Rarity to Rainbow Dash in happily stating to point that the other is just like another of them, no matter the difference outside as they pointed to themselves.

Yeah!

On the 'yeah' part, the five got in a pose like a cheer squad now while a ray of light from a billboard made it extra effective.

Now a little screen scenery was being done. From a blue background, Applejack moved her proud head to the front of the camera while Rainbow Dash grooved to her appearance with her full body seen in the background. Then from a red background, Pinkie Pie popped her head down from above while Rainbow Dash popped her head under with the two looking and smiling at the other. Then from a color orange, Fluttershy & Pinkie Pie saw the other, turn around to have their hips bump the other while smiling. Now the entire group was seen in an emerald background, making poses; Pinkie Pie jumping, Rarity being a diva, Fluttershy being cute, Applejack tipping up her cowboy hat, and Rainbow Dash looking awesome.

Then the song went back to playing again here with the girls singing.

Hey hey everybody!

Applejack & Pinkie Pie marched down the floor in pumping up their arms while holding hands to get everyone's attention.

We're here to shout,

As Rainbow & Fluttershy looked to the other, the screen zoom away to show Applejack by Rainbow & Pinkie Pie near Fluttershy to raise their arms up to make a shout out.

That the magic of friendship is what...it’s all about.

Rarity was seen grooving around one student with her happy smile in making the guy look around, and when the girl left from her playful game, he smiled from it being...fun; Soon a scene of Fluttershy winking, & Rarity holding up her arm proudly in a pose about the friendship theme being the center of attention.

Yeah, we thought they were different as the night is from the day.

Then the girls lead down like a straight line; Rainbow, Fluttershy, Rarity, Pinkie Pie, and Applejack, just before stopping to point at the students in different areas while being in complete sync rhythm. The girls were grooving on the latter parts and held up their arms to cheer off there.

Until Twilight Sparkle helped to see another way.

As the other students watched, a human pony version of DJ Pon-3 was nodding her head in getting into the beat here. Then Applejack surprised the girl, pulled up her sunglasses with a smile, DJ Pon-3 was at first surprised, but instead of being mad, the song, dance, performance was making her...happy. Like a message reached her.

So get up, get down.

Now from a pink background, the Main Five jumped up, then lifted their right leg to stretch off, stood up.

If you're gonna come around.

Then the girls spin around to stop afterwards while doing a great job on the performance.

We can work together helping Twilight win the crown.

The five jumped to march forward, held their knees to jiggle and then swing off their arms up and declaring what they can do to make Twilight become the next Fall Princess as their message.

So get up, get down cause it’s gonna make a sound.

Then Rainbow ran up, stood up on a chair to wave off her arms to tell the students what to do. She leans, and on the 'down' part, her chair lean far to hit the ground, but she was unhurt. Then Rainbow Dash turn to dance in front of herself being recorded on a camera to point and say her message out.

If we work together helping Twilight Sparkle win the crown.

As one of the Techies films this with a smile, Rainbow & Rarity came up to him to happily speak their message to which he smiled from such nice girls. And then the scene shows Fluttershy & Applejack jump up to reach the skies in announcing what they can do.

Then suddenly in a Fourth Wall Break moment, Pinkie Pie push the screen to show herself in a red background before...taking over to sing.

Pinkie Pie: Hey Hey!

Hands up now!

Pinkie showed her hands in wanting the gang to show the hands up for her.

We're sending a message to the crowd!

Then another scene showed her upside down, shouting out her message through a blow-horn that unleashed a wind burst to blow that girl's face by surprise.

Hands way up, then come down.

Then Pinkie Pie approached one student from the Athletes to hold his arms upwards which he found weird a bit before the cheery girl put them down.

Then we'll party together all around!

Then Pinkie Pie slid across the floor in front of Granny Apple's bar to see the girl stop and spin around happily like.

Then the scene began to mix with singers and scenes of the five girls.

Rarity: Generous. Honesty.

The scenes of Rarity being generous with her smile and Applejack being the honest type with a proud smile from her face.

Applejack: Laughter, Kindness, Loyalty.

A scene showed Pinkie Pie making a silly face while being of laughter, then a bashful Fluttershy of her kind nature, and a tough Rainbow Dash pointing to herself in being loyal.

Fluttershy: Twilight helped us each to see,

Fluttershy smiled to shrug her hands to hold her friends Applejack & Pinkie Pie close to her while commenting who helped them.

Rainbow Dash: All that we can be

Rainbow Dash appeared on the table to proudly declare this out in a boostful manner of what they can 'all' be.

And now the entire girls group sang together now.

Girls: So get up, get down.

The Main Five repeated their earlier act of marching across the floor.

If you're gonna come around.

Rarity jiggled a bit to point across to where Rainbow waved her 'V' fingers across her eyes view.

We can work together helping Twilight win the crown.

Then the girls gather together to hop a bit, cross their arms to wave downwards to their sides, and raise them right arms up in declaring who they can help get the crown.

So get up, get down cause it’s gonna make a sound.

Now Fluttershy & Pinkie rush down with open arms to announce what the gang should do. Applejack pulled up one student's chair that made them yelp to join. The girls were dancing around to put on a great performance with Rarity tapping her heels & Rainbow swinging it.

If we work together helping Twilight Sparkle win the crown.

The students watched the five girls march in a line to clap their hands in signaling this off. Then Pinkie Pie & Rarity came near the double doors to then open them up to reveal...Twilight. She wore the same team school shirt and wore the tail and ears to support what her friends are doing. As she smiled on her appearance, this time, she begins to sing to make a real good impression.

Twilight: I'm gonna be myself, no matter what I do and

Twilight tap her hands to her chest to state about who she'll be and wave an index finger to make it clear on what she'll be…herself before waving off.

If we're different, yeah, I'll probably just be true to you.

As Twilight walked passes her friends, she sang off about being true to another and Flash Sentry from his Rocker group saw this. And on the last part when Twilight looked up to him, did Flash get determine, and played his guitar to help boost this campaign act.

If you follow me, we'll put our differences aside.

Twilight stood in the center, as she swirl around to say sing of what she can do to make all differences from them all, be put aside for a better time.

We'll stick together and start working on that school pride.

Twilight leaped up to a table, and offered with her honest face to a student of what they'll do for another, she turn to wink at the camera screen, and held up her arms to sing out this message for all to hear while the other Main Five circle around to lean towards their main person to be voted for. It was around now that they all began to sing now.

Girls: Jump up, make a sound

Twilight lead her friends to jump up in the air and wiggle around the side afterwards.

Stomp your hooves, turn around.

Then they stomp their feet on the ground and then did a spin act of spinning around before stopping.

Start now, make a change.

Rainbow turns to point this out as the Eco Kids turn to another with smiles to nod at this, liking it.

Gonna come around.

Now Fluttershy, Applejack, Rarity were on a table to clap in singing out this message.

[Jump up, make a sound

Then Pinkie Pie helped up the girl from the Dramas which both smile to join in. Then from the other table did Pinkie Pie, Applejack and Fluttershy pop up, making three other students smile to this.

Stomp your hooves, turn around.

Pinkie Pie looked down on the ground where someone stomp their feet and Rainbow spin a tray in front of another Athlete guy that smiled in feeling the message connect from the song.

Canterlot Wondercolts, help her win the crown.

Then Rarity & Applejack stood up high on a table with the CMC & Big Mac. The Rockers were shaking their heads left & right in loving this while Flash Sentry smiled at this before he saw his two band mates near Twilight about to jam into this gig.

Jump up, make a sound

Then Twilight appeared near Flash to wiggle to the groove while the rocker teen played a good beat to help out.

Stomp your hooves, turn around.

Then Pinkie Pie throws something in the air as students caught what were tails & pony ears to be apart of this.

Start now, make a change.

Gonna come around

And the scene even shows Nyx giving out the same stuff to those she knows that aren't bullies here. Silver Spoon puts on her pony ears happily and turns to see Diamond Tiara put hers on with a smile before putting a belt with a tail next before shaking it around to the beat. Nyx could only smile in seeing that, these two aren't bullies and are actually having a far better time than what Sunset did to them, it was enough to forget that they were snobbish bullies & just real kids.

Jump up, make a sound

Soon two students (Athlete & Techie) jumped up to happily clap their hands in the air.

Stomp your hooves, turn around.

Then a scene of more feet was stomping on the ground to reveal a Fashionista & Drama girls hugging another to celebrate. And soon the scene zooms away to show, the entire students are dress with pony ears and tail to dance to this beat.

Canterlot Wondercolts, help her win the crown.

All the students were joining in, jumping, tapping their hips, stomping their feet, etc. The Main Five dance off from their line form to issue this off to the students again. And soon Pinkie Pie, Applejack, Rainbow, & Fluttershy showed their heads to wave across for all to stare...right at Twilight waving happily to her fellow students.

Jump up, make a sound

Now the scene shows Flash Sentry rocking his guitar with his band adding more music effect here.

Stomp your hooves, turn around.

The scene slowly shows the other students happily dancing with the other, no matter which they are or should belong to, it doesn't matter anymore.

Start now, make a change.

Gonna come around.

Everyone was happily being with anyone they choose and were becoming friends, it was great. But while this went on, something was seen from behind a window door to the outside.

Jump up, make a sound

Stomp your hooves, turn around.

Turns out the one watching the scene outside were Sunset Shimmer, showing an unpleasant expression while the song was quietly being heard a bit for her to hear. Course, Sunset felt strange in hearing something behind her to turn around. And look to behold, Snips & Snails wore pony ears & tails to dance, goofy I may say, to the dance like they were enjoying it.

Canterlot Wondercolts, help her win the crown.

"Take those off!" Suddenly from Sunset Shimmer's loud snappy tone, that got Snips & Snails to stop dancing and sheepishly take off to hide the stuff that they got to support Twilight.

Well at least that lasted right as the song was coming to a close.

"I need you to do something for me." Sunset Shimmer crosses her arms while a sneaky smirk appeared on her face in having something for Snips & Snails to do for her. She looked behind her at where Twilight was gaining popularity and building friendship from all the students or all types to win the Fall Princess, but Sunset Shimmer has 'other' plans to ruin the new girl's chances of that happening.

Chapter 5: The Truth

Chapter 5: The Truth

Boxco and Dum-Dum was looking all over for Boris when they find him, appearing to be in a limp or something. Boxco begins to ask, "Hey, boss...what's with the lipstick on your face?" It's true, there's lipstick all over the bully's face.

Dum-Dum ask curiously, "Did you score a big one with Twilight, boss?"

Boris grabs his minions by the throat and glared at them. He snarls, "Unless you two both want to end up in coffins before graduation, you will not tell anyone about what's happened to me today."

"What happened, Boris?"

Boris, groaning in embarrassment, said, "Let's find someplace quiet so that no one can hear what I'm about to say; All right? "

"You got it, Boris." Boxco nods as the boys follow their boss to a part of the school where the trio can speak in private. Boris then explains how he was locked in the boiler room as well as his run in with Trixie. "Wait, wait, wait, so that Lulamoon girl kissed you all over?"

Dum-Dum made a wolf whistle as he remarks, "Sounds like someone also had a nice...time...with her; Ha ha ha ha ha-."

"Why...you little!" Boris snarls as he grabs Dum-Dum by the throat, trying to choke him like mad.

"Yeah, strangle him, Boris!" Boxco cheers on eagerly. He loves to see a fellow colleague get taken down like this.

"Uncle; Uncle; Uncle," Dum-Dum gasps for air. Boris, satisfied, let go a bit, calming own so to speak. That's what happens when you anger this guy.

"All right...I'm calm now. But...if word of this goes out, I'll be the laughing stock of the whole school." Boris said to Boxco and Dum-Dum, still upset. "And my chances of being with Twilight Sparkle will be gone...forever, along with my reputation. Promise me that you will not let slip what happened between me and that stalker, Trixie. Is that clear?"

"Yes, Boris."

"Yes, Boris," Boxco said with a quick nod. The last thing he wants is for Boris to choke him next!

A while later at school, the bell rings. The students are wearing the headbands given out at lunch. Twilight and her friends pass through the hallways with smiles. The kids of this place are definitely showing their support for Twilight Sparkle. It looks like Sunset Shimmer's evil reign will soon come to an end.

"Doesn't everyone look just fabulous?" Rarity asks with a smile.

"Yeah, everyone is in a good mood!" Nyx cheers on wildly. Her friends smile in agreement. From the looks of things, the school will finally get back what was taken from them, their hope and happiness.

"It was a great idea, Rarity!" Twilight exclaims in agreement. Of course, the group then saw Sunset passing by. For some reason, the bully appears to be smiling as if what happened at lunch didn't matter to her.

"Don't know what she's smilin' about." Applejack remarks with a frown. "Twilight's 'de one 'dat's gonna be princess o' 'de Fall Formal."

"Right, but I think she's up to something." Ben said with a frown on his face as the group leaves. Sunset Shimmer got a nasty trick up her sleeve, he knows that she does.

Sunset soon decide to put her next plan into action. The girl goes up to the office door that belongs to Vice-Principal Luna and knocks on it. Celestia's sister comes out, looking confused. Sunset pretends to be upset with fake tears as she exclaims, "Vice-Principal Luna! Something terrible has happened!"

Sunset Shimmer takes Luna to the gym where the vice-principal saw a shocking sight: the whole place is a wreck; the decorations were destroyed along with the refreshments and such! It's as if a tornado went through here!

"Isn't this just awful? And after Pinkie Pie worked so hard to make things so perfect," Sunset Shimmer exclaims with Luna looking shock. "Why would Twilight Sparkle do something like this?"

"Why would you think Twilight was responsible for something like this?" Luna asks Sunset puzzled. The woman is wondering as to why the girl is blaming a new student for something like this.

"Because I have proof."

Sunset Shimmer took out a folder of evidence which Luna takes and opens. The woman looks shocked as there are photos in the folder...which are of Twilight Sparkle destroying the decorations and such in the gym!

While the scene of Sunset Shimmer showing Vice-Principal Luna her folder form of 'evidence' is coming to a close, behind the door entrance to the gym was someone listening in. It was Flash Sentry, still wearing the pony ears & tail look, but he leans a bit to spy on what's happening. The guy's eyes narrow a bit in suspicion in seeing what was going on and knew that he had to do something. Course as he was slipping away from the door, Hoboken Joe was seen coming out of the gym from collecting a few messes, but got pulled away from there by Flash Sentry.

"What the...Flash Sentry?" Hoboken Joe yelped before recognizing the student of the school he's seen plenty of, "Tarnations! Why does every student that wants to have a chat with me gotta be all secret-like?" The hobo rolled his eyes in seeing that this was the weirdest way to have a little conversation.

"Hoboken Joe, have you heard about the dance?" Flash Sentry issued off to wanting the guy that was on the scene to tell him of what he knows, thus far.

"Heard about? Boy, I'm gonna be busy trying to gather up all the mess that some jerks had gone to ruin the whole dance for the poor kids!" Hobo Joe looked skeptical at Flash Sentry, he knows that the dance for the Fall Formal is ruined and he's gonna have to clean it up.

"I know, but it looks like Sunset Shimmer is already saying she found out who did it. Twilight Sparkle," Flash Sentry issued to tell the guy about what his 'Ex' did and is putting the blame on the new girl they know.

"Wha; Just a darn minute; that sweet, nice, little girl done this; Now dat's just nothin' but Hog-Wash," Hoboken Joe yelped off to drop his stuff to protest to hearing such a rubbish manner of Twilight ruining the dance for everyone, especially after trying to help be voted as princess.

"That's what I think, but listen, if we don't prove that Twilight didn't cause this then she'll have zero chances at winning the Princess of the Fall Formal Crown." Flash Sentry nods in knowing this while thinking how the two can fix the situation while there is still a chance.

"Well shoot already, wha's the plan?" Hoboken Joe responded off in liking to know what they can do to fix things, quickly thou...

"Did you happen to see any member of Sunset's gang doing some suspicious activity?" Flash Sentry asked with a serious thought if someone by Sunset or Boris sent their goons to mess things up while they pulled to frame Twilight and have her removed from being a princess in the contest.

"Well now dat ye mention it, I saw some of them stooge bunch throw something in the library's trash." Hoboken Joe thought for a moment in recalling seeing some of Sunset Shimmer's little gang doing some suspicious work by the library when he was last there.

"Then we need to get it before it's too late, come on!" Flash Sentry issued with a serious face before rushing off to leave the hobo janitor behind.

"Wait up! I just locked the place when blocking out the noises from vacuuming, you'll need my keys to unlock it!" Hoboken Joe called out before he was rushing on after the youthful boy to say that he can't get in since he locked the library doors.

Now time was really ticking as the evidence to help save Twilight from losing her chance to become princess is almost gonna be close.

Twilight looks shocked as Luna summons her to her office, which is dark and moody, kind of like the pony Luna's tower home back in Equestria. The girl is alarmed when the vice-principal told her that she is being suspected of destroying the decorations for the school dance.

"But... I don't understand!" Twilight exclaims in shock and disbelief.

"This is clearly you in the photographs, is it not?" Luna asks sternly as she shows the photos to Twilight which is of her destroying the gym. But that can't be possible. The purple girl was with her friends earlier and…

"Yes, but..."

"I think it should be fairly obvious that the school cannot let someone who would do something like this compete for the Fall Formal crown."

Things looked bad was Twilight about to lose the case of being setup, framed, taking the blame, there was nothing that's gonna come to her aid.

"Now just a darn toothin' minute Vice-Principal," Suddenly without warning, the door was opened to reveal light that made Luna & Twilight turn to see...Hoboken Joe entering, "You ain't sending that young lady off to the BIG House for fitting her with a crime she ain't done!" Hobo Joe declared off to state the manner of the defense on the girl in this office.

"Hoboken Joe, I would like to point out that she would not be sent to jail, nearly disqualify from the contest and possible detention time, nothing as harsh as that." Vice-Principal Luna issued off the manner with a strict, gentle, but firm choice in what to give to troublemakers.

"Whoops! Hehe; got myself carried away there for a second. Anyway, we aim to object the manner!" Hoboken Joe yelped a bit sheepishly in seeing he made a fool of himself, but shook it off to change the subject to the main reason of being.

"We," Luna asked off a bit stump in hearing the janitor say that when he was the only one or was he...

"Vice-Principal Luna." Flash Sentry's voice was heard when Hobo Joe moved away to surprise the others in the office of his entry, "Me and Hobo Joe found these in the trash cans in the library." Twilight watched astounded to see these two alternative versions of those she knows here as Flash walked up with some papers in his hands. "We thought you should see them." Flash handed Luna some photos for her to take a look at.

Soon Luna carefully viewed what Flash & Hobo Joe found with focus eyes in studying what she's looking at. One has a cut out and the other had nothing

"Someone obviously combined these photos to make it look like Twilight was the one who trashed the gym." Flash Sentry explained the manner of what's happened, since from the photos showed Twilight kicking a wooden table to knock a chair down, but the other photo showed a hole of the girl kicking a soccer-ball. From clear matching, it look like the girl wrecking the dance was only a picture from the other photo to be pasted on another to be printed & edited to make something of a forgery.

"And you're 'certain', of this?" Luna asked in wondering if this was the true evidence or something to get a friend out of being in trouble.

"Certain nothin', why I bet my JOB that Twilight Sparkle ain't the culprit! And if I'm wrong, you can throw me out!" Hoboken Joe declared off to sternly state his claim, much to Twilight hearing him risk his own job for her was he even sure the vice-principal let him off so easily, but then again...

"Such measures won't be taken Mr. Joe. By my eye, the one wrecking the party is out of place from the soccer ball; I would not have seen it if not for this partial clue." Luna issued off to the hobo janitor to not say such means

"That's good, cause we hate to lose the guy that helped me unlock the library to find these in time." Flash Sentry sighed in relief from worrying if the two were not in time to prove otherwise, then not only Twilight be out of the princess contest, but Hobo Joe will be without a job.

"I appreciate you bringing this to my attention, Flash Sentry. Both you, and Mr. Hoboken Joe's here," Luna responded to how both these gentlemen have helped to wanting to resolve a matter of doing an unjustly punishment on an innocent bystander before walking away to take her seat.

"Worth doing, Vice-Principal," Hoboken nods off with a smile to seeing Luna was being fair here.

"In light of this new evidence, Miss Sparkle, you may of course continue your bid to be crowned the princess of the Fall Formal.

Golden Heart comes in with Pinkamena as the former says, "So someone tried to frame Twilight with photoshop."

Pinkamena goes and hugs Twilight and gang as she says, "Yeah but now you can still be in the Fall Formal and do not worry, I will be on your side."

Pinkamena hugs tighter, crushing them a little as Golden Heart says, "Ok little sister, I think you might crush them."

Pinkamena lets go, blushing a little in embarrassment and says, "Sorry."

As Luna opens the blinds to let in some light into the room, Twilight smiles excitedly as she hugs Flash, exclaiming, "Thank you! You have no idea how important this is to me!"

Flash Sentry chuckles as he ask, "What was I gonna do? Not prove your innocence? Wouldn't be much of a Canterlot Wondercolt, would I?"

"Nope, you would've been a Canterlot Wonderdope!" Pinkamena giggles a bit, making a joke.

"I am afraid enough damage has been done to the gym that we will have to postpone the dance until tomorrow night." Luna said in concern. With the damages that happened to the gym, the dance will have to be postponed until tomorrow night for repairs.

"Darn! I guess I better get started then!" Hoboken Joe cursed in hearing the dance is posted to tomorrow night instead of today. "See you kids later!" With that, Hoboken Joe leaves the vice-principal's office to quickly rush off to get to work.

"If you will excuse me, I need to let my sister know about this latest development."

Luna leaves to inform Celestia with Golden Heart and Pinkamena following close behind. Twilight hugs Flash Sentry as a show of gratitude. But then, disaster soon struck.

Ben came into the office. He has found out that Twilight is being suspected of trashing the gym and came to try to defend her. Luckily, a passing Golden Heart assures him that his girlfriend has been clear so he came in to help her. Unfortunately, that is when he saw a shocking sight.

Ben saw Twilight hugging Flash Sentry. Flash spotted Ben. He became shocked and worried as the boy exclaims, "Ben?!"

"Ben?" Twilight ask in worry. She turns and saw Ben. "Ben, this isn't what you're -"

Ben sighs, "It’s okay, Twilight Sparkle. I had the feeling this might happen." The boy feared that Twilight may end up falling for Flash Sentry. Despite the others assuring him otherwise, this may be the proof that Ben feared. He then looks at Flash while speaking, "Promise me that you'll look after her? Please, make sure that Boris doesn't get her. Thanks for everything, Flash."

"Ben! Wait! This isn't what you're thinking!” Flash protest in alarm.

Ben immediately left. Both Flash and Twilight were shocked and disbelief of seeing him left. Ben runs as fast as he can; tears come out from his eyes. This is official; the poor prince has lost his princess to a human guard. All those years of pining and to be reunited with Twilight...gone just like that.

Flash shocked and disbelief ask, "What have I done...... I didn't mean to hurt Ben so much. I just want to help Twilight prove she's innocent. Not because of being Canterlot Wondercolt, but being a good friend to him."

Twilight sighs in sadness, "It's not your fault, Flash. It's mine. I promise to Ben that I won't go date with any boys but him. He told me that he would never replace me. And look what I've done. I betray his love and trust." The girl felt her heart breaking into various pieces as if the crown no longer matters...not if she can't share it with the stallion of her dreams.

"Listen, Twilight. I'm not going to do what Ben had ask me to. But I'm going to make everything up for the Fall Formal Dance tomorrow night. I promise you that I won't be involved and neither does Boris. It will be a good surprise."

Twilight smiles as she said, "That would be..." The girl's eyes widen in shock and alarm, "Tomorrow night!? No, no no no no no, no no no no no; Nonononono! I can't! The portal! That'll be too late!" Twilight runs off, leaving an alarmed Flash just standing. By tomorrow night, the portal home would be shut and she, Ben, Nyx, Spike and Phobos would be stranded here forever!

"One 'no' would have been fine!" Flash calls out. He sighs as soon as Twilight left. "Flash, you really ruin everything. You are a bad friend." Flash slaps himself before becoming serious and firm. "No! I'm not giving up yet. I have to get everything right as soon as possible. But first, I need to find Ben."

Sunset Shimmer is satisfied. Not only did she guarantee a delay in Twilight's attempt to run for the Fall Formal but she also got her and Ben to break up. True, Luna found out that the photos were fakes but at least the vice-principal didn't realize how she, with Snips and Snails's help, did the forgery so the girl practically got away with it.

Sunset found Boris and his goons whom she hasn't seen since before lunch, the girl demands, "Boris, where were you after lunch? I thought that--." Sunset stops as she saw some lipstick that Boris wasn't able to clean off yet for some reason, "What the--? Is that lipstick on your face?"

"Yes, Sunset. But it's not Twilight's lipstick. I was lured into a trap and I just fell for it." Boris explains to Sunset sheepishly.

"Who set you up, Boris?"

"Oh, some new girl...uh...Tracy or Trixie Lulamoon. At least I think her name was Lulamoon."

Sunset's eyes widen in shock as she yells out, "Trixie?!?!" The girl apparently didn't realize until now of a existence of a human version of an unicorn that she used to bully back in Equestria...until now anyway. Sunset never care much to learn the names of all the students in this school anyway.

"What was that, Sunset?" Boris asks Sunset, confused by what she just said.

"Never mind, Boris; I don't know what you and Trixie did together, but you better not let it slip."

"That's what he told us, ma'am." Boxco said to Sunset with a shrug.

Dum-Dum nods, adding, "Yeah, Sunset; that's what he told us."

"You better not screw up again, Boris." Sunset said darkly to Boris, making him gulp a bit. The girl can be nasty when provoked.

"Don't worry, Sunset. I'm your man." Boris said with a sheepish grin.

"You'd better be...or you can kiss your chances with Twilight Sparkle...GOOD-BYE!"

Sunset, calming down, soon explains what she did with Snips and Snails's help then adds the true reason for the disaster at the gym. Boris, Boxco and Dum-Dum were amazed and/or confused by the explanation.

"So let me get this straight, Sunset. You set everything just for Ben and Flash to stop and break up from being friends?" Boris ask Sunset in surprise.

Sunset smirks as she answers, "That's right. I ordered both Snips and Snails to wreck the party up and get the pictures of the wreckage combined with the ones that of Twilight playing sports with Rainbow Crash. I purposely left the cutting parts out and threw the originals in dumpster for Flash to take. Not only will I able to delay Twilight's so-called 'coronation' but to crush Benjamin's heart by believing that Flash betrayed him when Twilight accepts him than Benny."

"In other word, Twilight is mine to take."

"Indeed. But first, I want you bring Benjamin to me ASAP. So, that both Twilight and Ben will never get together, even when Flash may try to repair the damage he had done."

Boris smirks as he said darkly, "It will be done, your highness. I'll take care of him at once."

"Oh, and Boris. Boxco; Dum-Dum," Sunset said in pretend sweetness to the three goons.

All three all asked at once, "Yeah?" They yelp in fear as Sunset gave them a sinister like look.

"This is your last...chance."

Ben wasn't expecting it, the boy was busy feeling terrible for his breakup with Twilight, feeling that he has lost her forever and to a human version of his good friend Flash Sentry. But as Ben continues being distracted, the next disaster happened.

The boy saw the creeps going after him forcing the prince to make a run for it. Boris caught Ben by pinning him to the locker. The bully was about to give Ben a knockout, until a soccer ball hit his head. Boris, Ben, Boxco and Dum-Dum turned and saw Flash who is pushing the bullies aside, protecting Ben with his hand wide open.

"Leave my friend alone, Boris the Animal!" Flash snaps angrily to Boris, defying him once more.

Ben was shocked to see Flash coming and saving him. Boris on the other hand snarl, "Stay out of this, Sentry. I'm here for Ben for our discussion."

Flash huffed, "More like bullying him than talking, Boris the Animal! I'm not going to let you bully him! He's my best friend!"

Ben and Boris ask in surprise and/or shock, "Best Friend?" Flash is friends to a new coming boy?

"Heck to that, Sentry!" Boris snaps angrily to Flash. "You're the one who ruined his relationship with Twilight Sparkle."

"Yup, and I'm here to fix it by stopping you from hurting Twilight's boyfriend, Boris the Animal!" Flash exclaims in determination.

Both Boris and Flash starts fighting, then they are joined by Boxco and Dum-Dum. The two grabbed Flash as Boris glares at him. This former football player has it coming, according to the bully anyway.

"I've been wanting to do this, you runt!" Boris remarks. He starts hitting Flash very hard. Ben became very angry, not because of what Flash did to his relationship, but for Boris hurting his best friend's Human form.

"Leave my friend alone! Pick somebody on your own size, Boris the Animal!" Ben exclaims angrily.

Ben pushes Boris aside. Flash moved his arms which were grabbed by Boxco and Dum-Dum, and let their heads be hit. Flash hit both goons very hard to get a knockout. Ben punches Boris for a few times until the villain grabbed his throat.

Boris was about to strangle Ben to death as he doesn't care of Sunset Shimmer's reason but to get Twilight Sparkle. Flash hits Boris's head. The creep let go of his grasps of Ben's throat. The prince now hit his face hard.

The students heard the fighting and gathered around them. They saw Ben and Flash who fought hardly and ferociously at Boris. They continued to fight until a whistle was blown.

"By the god's name, what is going on?" Nexus demands sternly as he came on the scene, upset by fighting in a school.

Ben, Flash and Boris stops the fighting. The bully points at Ben and Flash as he insists, "Mr. Nexus! Those runts attack me!"

Flash shook his head as she said, "Mr. Nexus. I assure you that Boris is the one who started attacking Ben! I'm just defending him!"

Ben nods as he said, "Flash's right. I'm helping my friend too."

"He's lying!" Boxco exclaims in alarm, trying to deny Ben's claim.

"They're both lying!" Dum-Dum exclaims in agreement.

Spell Nexus narrows his eyes as he said, "I know." For a moment, it looks like Ben and Flash are in trouble but the teacher then adds, "That is why we had finally caught the one who is responsible of blackmailing and hurting the students and staffs; Boris the Animal, to the principal's office."

"What!" Boris exclaims in shock and alarm.

"Don't believe me? Hoboken Joe, would you bring the evidence here?" Nexus spoke up. Hoboken Joe brought thousands of photos while Boris was shocked and shivered in fear. "I believe these are yours."

Spell Nexus threw the photos down. Boris recognizes the photos: they belong to students when they had privacy and secrets, he was using them to blackmail everyone to vote for Sunset Shimmer. The students saw everything and glared at Boris.

"How," Boris ask in bewilderment; these photos were in his locker! How was it that the janitor got his hands on these?!

"The usual cleaning day until I saw your locker wasn't locked. I was about to lock it until I notice the familiar photo. So, I suspect that you are the one who has been blackmailing everybody, even me. It looks like I had finally interfered in the matters." Hoboken Joe said with a sly smirk on his face.

Boris glared at his stooges as he snaps, "I thought you're supposed to make sure that my locker is completely locked!"

Boxco bewildered turns to Dum-Dum as he exclaims, "You're the one who supposed to lock it, Dum-Dum!"

"Me? I thought it's your turn!" Dum-Dum protests to Boxco in confusion. Looks like from the look of things, Boris's goons were the reason why he was finally caught.

Boris groaned, "Thanks to that, we're all busted!"

"That is correct. To the principal's office, you three," Nexus snaps as he motions the three to go to Celestia's office to finally face major punishment for what they did. Turning to Ben and Flash, he adds, "As for you Flash and Ben, in this school, we do not tolerate such violence and fighting. But if it weren't for you, well, we would never caught the rats. Principal Celestia will be appreciated with your assistance. Thank you."

Nexus took his leave as the students scattered off. Ben looks surprised and speechless. Despite what happened earlier, Flash has defended him from Boris and his goons once more. The boy felt more guilt-ridden for not trusting him...but still believes in the worst.

"I'd never led them to find the evidence." Ben said, pondering as to how Boris's evidence was found by Hobo Joe in the first place.

"Me neither." Flash said in bewilderment.

Hoboken chuckled as he explains to Ben, "I believe it was your running away from Boris that help me find the evidence."

In the flashback, Hoboken narrates, "I saw you've been chased by Boris and his no good stooges. You hit Boris's locker corner very hard while trying to run off and followed by nasty bullies. The locker's lock broke. And I'm telling you: you open a chance for me to peek on Boris's stuff. If it weren't for you, I wouldn't able to save you and Flash in time."

Hoboken Joe approach Boris's locker and saw some photos. He then found something familiar. The janitor glared at the photos as he knew what to do. Hoboken Joe showed the photos to Spell Nexus who is also very angry. Both of them saw some students run towards to the scene of something happening. They both followed the students before what happened is well known.

Hoboken smiles as he adds, "I'd say that your accident saves not only yours and his life, but everybody's and mine from being blackmailed."

Ben and Flash smile and look at each other. The latter, deciding that it's time to clear the misunderstanding up, explains, "Listen Ben, the hugging me by Twilight isn't what you think. That's appreciation. I'm helping Twilight to prove her innocence. I'm sorry for making you upset seeing me with Twilight."

Ben sighs, "To be honest, I wasn't in the right mind. I was worried because of going to new places like this and meeting friends like you. I was worried that Twilight will like the new boy than me." It's true; the boy fears his relationship with Twilight and more.

"Hey, it's cool, Ben. I've seen a lot of guys think that way. But let me tell you something, I'd never take my friends' girls as mine. All I want is to befriend with everybody in the school. Friendship is important."

"You sure?"

Flash smiles as he asks Ben, "Now why would I lie to you when we're good friends?"

Ben was shocked of what Flash had said as a memory of his past came into mind...

As a young colt, Flash gave Ben a Royal Guard helmet. The Pegasus grins as he said, "Here Ben, this is your birthday gift. You'll be a great hero one day."

"You sure," Ben ask a bit shyly. The colt was a shy one, not sure if he himself will make a good hero at all.

"Now why would I lie to you when we're good friends?"

It was close to Hearts and Hooves day. Ben holds the Equestrian Angel tightly while Flash patted on his shoulder. The colt is nervous, wondering if Twilight would love what he made her.

"Everything will be fine, Ben. Twilight will love it. One day, you and her will be together. You guys are destined to be in love." Flash assures his friend with a smile.

"You sure," Ben ask his friend hopefully.

"Now why would I lie to you when we're good friends?"

Ben and Flash laughs as they hug each other, reunited after Demon Pony event. The Pegasus pony knew that his friend is still around and the recent events had proven that his hope is proven!

"Ben! I knew that you're alive! I knew it! I knew that you're not dead. I'd never lose faith in you." Flash laughs excitedly that his friend is alive after all these years.

Flash and Ben hugged, the latter ask, "You sure?"

Flash smile as he repeats the same words that the Pegasus told Ben a few times before, "Now why would I lied to you when we're good friends?"

Ben was shocked and sobbed of what Flash had said. He thinks, 'He really is my best friend Flash's Human form. And I'd doubt him so much. I'd better fix this now.' Ben sniffs while rubbing his tears off.

"You okay?" Flash ask Ben in concern. The boy nods. "Listen; if you want to feel better, I'd be honored to get everything make up for tomorrow night between you and Twilight only. That's my way to say sorry."

Ben smiles as he comments, "That would be..." The boy's widen in shock and horror. The portal back home would be close by then, "Tomorrow night!? No, no no no no no, no no no no no; Nonononono! I can't! The portal! That'll be too late!"

Ben runs off to the boy's restroom. A bewildered Flash calls out, "One 'no' would have been fine. Again; Wow. No wonder Ben and Twilight were made a perfect couple. That's crazy and awesome."

Hoboken chuckled, "I wouldn't counting on that yet, Flash. I believe he's hiding something. I think he's going to tell us sooner or later."

Ben washes his face while looking into a mirror. The boy has made up with Flash Sentry, but what to do with Twilight? She must be angry for his reaction to her and Flash earlier in Luna's office!

"What am I gonna do? I can't go back without my family and her crown. But if I go back to Twilight, she would never be happy to see me because of me being insensitive and selfish." Ben said, looking down in sadness. "What am I gonna do? I fail everypony. I fail you, Twilight. I'm sorry."

Ben (Pony) appeared in Ben's reflection. He spoke, "Tell Flash and Hoboken Joe the truth. That's what you should do."

"Are you crazy? They will think I'm crazy. If I told them the truth, they won't help me. I won't able to help Twilight."

"Telling the truth will make them help you. They'll understand not because of your appearance, but your heart. Coz if you don't, Twilight will not only can't go home, but she will be losing her life to Sunset and the Superior. You've gotta do it; Not only for home, friendship and family, but for Twilight!"

Ben was shocked, then he nods knowing he must do it before it is too late.

"You're right. I didn't come here for nothing. I'm doing this for Twilight. There is no other way." Ben said in determination. He must tell Flash and Hobo Joe the truth and fix things with Twilight once and for all before it's too late.

Ben (Imagination) spoke up, "Besides, if you ever see Twilight, just admit the mistake that you've made, and apologize to her. And I'm sure that she will forgive you."

"I hope so; Time to face reality."

Ben (Imagination) smiles as Ben the human left the restroom and faces both Flash and Hoboken. It's now or never.

"Listen, Flash and Hobo Joe, I know I've known you for two days. But what I'm gonna say that is going to be hard to believe and crazy." Ben said as he breaths in and out. "The truth is......"

Suddenly, Hoboken Joe interrupts, saying, "Let me guess. You're a pony prince came from your alternate world to help your pony Twilight and family to get her crown back before Sunset Shimmer used it to destroy both yours and our world and the portal's gate will be closed tonight."

Ben was shocked upon hearing this. Flash was in an awkward state as he ask, "Hoboken Joe, you sure you didn't get your head struck badly? Coz I don't think that's the reason."

Ben gulped as he admits, "Actually that's everything." Flash was shocked while Hoboken smirked. "How did you know?"

Hoboken smirked as he answers, "Call it a hunch." Somehow this guy knows or unless someone told him somehow!

"You're the prince while Twilight is your pony princess and so as her sister Nyx, Spike and Phobos?" Flash ask Ben in surprise and amazement.

Ben nods as he corrects Flash, "Actually, Nyx is my adopted daughter while Spike and Phobos are Dragons."

Flash gulped and quickly bowed to the ground and so did Hoboken Joe. Ben was shocked of seeing the repeated event when he first came to Ponyville.

"I'm so sorry. Sorry for making you angry! I'll do anything, your majesty. Punish me anything you want, I'll accept it. I'm very sorry, your majesty." Flash said frantically and worried that Ben would be upset for what happened despite the saving him from Boris part.

Ben quickly helps both Flash and Hoboken Joe up and smiles to them. He said to Flash, "Listening to your familiar words reminded me and tells me that you're forgiven. Coz I have a friend who use the same sentence."

"And what's that?"

"'Now why would I lie to you when we're good friends?' These words are the only ones that I believe and forgive you, Flash because pony Flash Sentry is my very first and best friend before Twilight and Hoboken Joe."

Flash is shocked but smile as he said, "Thank you, your majesty."

"Stop calling me that. Call me Ben." Ben insists. Flash smile and nods, "Now about the making up for everything?"

Flash smiles as he pats Ben on the back, "I need you. You'll be a good surprise for Twilight. But not now until tomorrow night, otherwise it wouldn't be a good surprise."

Ben smile but sighs, "Sorry. But it has to be tonight and...I think I will talk to Twilight. I must make up with her before I lose her forever."

"I see. Well, good luck with getting back with Twilight. If I remember right, she should be at a clothes shop picking out clothes with her new friends. They mentioned earlier about going there today."

"I know. Thanks."

Flash adds with a smile, "You know, I could still surprise you at the dance if it makes me even better if or when you get back with Twilight."

"That would be nice, Flash; thanks again." Ben said, Flash grins as he left. The stallion hopes that he likes the surprise that his human Pegasus friend will be giving him.

"It looks like you finally let go of your doubt on Flash." Hoboken Joe remarks with a slight to Ben.

"Yes. You knew it, didn't you? But who cares? I can finally trust him because he and pony Flash are true, true friends. I hope that Twilight forgives me for running off and leaving her behind." Ben said with a sigh, hoping that Twilight would forgive him for his actions.

Hoboken smiles as he said, "Everything will be fine, Ben. Trust me."

"I know. I believe in you; Always."

Ben heads off quickly to get to the clothes shop in hopes that Twilight is still there by the time that he does. Just then, the boy yelps as he runs into Vice-Principal Luna who yelps back in surprise.

"Oh, sorry, Vice-Principal Luna...just in a hurry." Ben said to a human version of his aunt sheepishly.

"It's no problem, Mr. Mare; you may feel free to continue." Luna assures Ben. The boy prepares to leave when the woman stops him, "Excuse me if this sounds strange but my sister Principal Celestia has this odd feeling that she knows you before..."

"Uh, from where?"

"Well, Celestia believes that you reminded her of her son Ben whom she hasn't seen much since the separation."

"Separation," Ben asks Luna in surprise and concern. So his parents in this world are separated though the boy hasn’t seen or know his father yet.

"Correct. Celestia and her husband got separated, her son Ben is living with his father. She hasn't seen much of her boy and misses him dearly." Luna explains to Ben who looks concerned. "My sister was hoping to have Ben transferred here but even though Boris and his goons were finally caught, there's still the matter of Sunset Shimmer."

"I see...well, I am sure that me and her son looking alike is just a coincidence, Vice-Principal Luna."

"I see. Well, off you go then."

Ben nods quickly as he runs out to get going. Luna pauses as she watches him go. Come to think about it, the boy does remind her so much of the woman's nephew. Luna ponders how this could be...

As was mentioned before, the girls are indeed at the clothes shop, looking for clothes for tonight's dance...which won't happen unless a solution is found. Twilight is in a dressing room with Spike, Phobos and Nyx after a worrying at the school.

Applejack, Pinkie Pie, Rainbow Dash, Fluttershy, Rarity along with Golden Heart and Pinkamena, the last two are looking for some ribbons, wait for Twilight to come out. Golden Heart says to his sister, "The truth is coming."

"Well, yeah, but I have a feeling Pinkie's fourth wall skills will kick in the moment Twilight is going to speak." Pinkamena said to her brother in amusement.

"Okay." Golden Heart said with a nod.

"Everyone okay in there," Rarity calls out to Twilight as the CMC join in the waiting. The girls look concerned when their friend rushed in there, looking worried big time. Nyx and the dogs went in there in hopes to talk with her.

"Yes!" Twilight calls out to Rarity. But that isn't true. The purple girl is in a small corner, looking scared as Nyx, Spike and Phobos watch on. "It's not okay at all! First, the crown, then the coronation and now I've lost Ben!"

"Mommy, what happened?" Nyx ask her adopted mother in worry. What happened to Ben since she hasn't seen her father with Twilight yet?

"Twilight accidentally make Ben heartbroken when hugging Flash." Spike explains sadly to Nyx.

"What," Phobos ask Spike, spitting out a snack that he was eating.

"What happened, mommy?" Nyx ask Twilight in worry.

Twilight explained from the earlier event, how Sunset Shimmer framed her for trashing the gym, her innocence being proven and the hug that broke Ben's heart. She sadly continues from there, "How could everything I work so hard on turn into a disaster? Now Ben will never see me again. I don't think he would forgive me. He may have gone home. But if I don't get my crown tonight, I won't be able to go back to Equestria for another thirty moons! Oh, what are we gonna do?"

"Hmm; we have to tell them the truth." Spike suggest, referring to the human versions of the Mane Five and the CMC. "Let them know what's really at stake if you don't get the crown tonight. They'll help us figure something out."

"What if they won't? What if when they find out how different I really am...?" Twilight ask in sadness as she looks into a mirror nearby. The girl can imagine her pony self in there looking right back at her, both are fearing rejection.

"Twilight, these girls rallied around you 'cause they saw what was in your heart! They aren't going to feel any differently about you when they find out you're a pony princess in Equestria." Spike insists to Twilight in concern. "As for Ben, I'm not very sure how you're gonna deal with that."

"He would never forgive me. I'm sure that he will never see my face again because he thinks I betray him, replace him and would never love him." Twilight said in sadness. Oh, what a fool she was!

"Twi- Mommy. If you tell him properly about what Flash did for you, daddy will understand. Flash is just trying to help, not replace daddy. I mean daddy didn't survive all the hardships for nothing." Nyx encourages her mother who looks at her in sadness. "He's doing this for you. I'm sure he'll forgive you because you're his special somepony while he's yours."

Twilight pauses before smiling as she hugs Spike and Nyx, "I'm glad all of you followed me here, Spike and Nyx. Thank you." It was a good idea for these two to come along as well, like Ben.

"Me too; unless, of course, we get stuck here for another thirty moons," Spike remarked with an ironic chuckle.

Nyx sighs, "Yeah, I only hope that daddy didn't leave the Human world too soon."

"Me too," Twilight said in concern. She can only pray that her love hasn't gone back home, heartbroken yet.

"Yeah, hate to ruin your emotional conversation, but we've got a problem to deal with." Phobos said, reminding his friends of the fact that their human version friends are waiting for them to come out of the dressing room right now.

"Right," Twilight said, breathing in and out; Time to get this over with and hope for the best.

Then, the group went out of the dressing room as Twilight moved the curtain aside. The Mane Five girls and the CMC looked at them in concern as Applejack asked, "Yew okay?"

Twilight was about to explain when something surprising happened: a voice is heard yelling, "TWILIGHT!" The gang saw Ben, worried and concerned, coming into the shop.

Just then, Pinkie did a combination of hiccups and coughing, before saying, "Ben! Look out for..." Too late, Ben trips over some stuff left on the floor, causing him to slip and collide with Twilight, knocking both down to the floor. "...that stuff left on the floor."

The lovers got up still on the floor, groaning. Twilight asks, "Ben, wha..."

"I'm sorry, I'm sorry, I was a dope, a fool, a moron, a nincompoop!" Ben exclaims, hugging Twilight in sadness. "Please forgive me, I was a dope, a..."

"Slow down, slow down!" Rainbow exclaims, causing Ben to stop. "Take a breath out and tell us what you're a dope and anything for anyway."

"I thought Twilight was in love with someone else like Flash Sentry when I saw them hugging." Ben explained, "But Flash came up to me and told me it was a misunderstanding and it was only an appreciation for making sure she was innocent."

The girls pause a bit. Apple Bloom remarks, "If Ah done don't know any better...which Ah often don't...Ah say Sunset Shimmer dressed 'de gym just 'ta make 'dat happen an' tried 'ta plumb break Twilight an' Ben up."

"Yeah, what she said." Sweetie said with a slow nod with Scootaloo agreeing.

"Twilight, please forgive me. I was..." Ben was interrupted when Twilight grabs him and kisses her love on the forehead.

"As long as you're still here with me, I have already forgiven you." Twilight said with tears of joys in her eyes.

Ben smiles as he hugs Twilight, the couple are reunited after a misunderstanding. Their love is bigger than ever.

As the two got back up, Rarity said, "Well, now that silly misunderstanding is settled...what is it you were going to tell us, Twilight?"

Twilight sighs, it's now or never. The girl said, "The Fall Formal isn't happening tonight."

"WHAT," Pinkie yelled in shock. The Fall Formal isn't gonna happen?!

"She said..." Scootaloo begins to say.

"I know that she said that!" Pinkie complains to Scootaloo.

"It had to be postponed because Sunset Shimmer had Snips and Snails ruin all of Pinkie Pie's decorations."

"WHAT," Pinkie screams out in shock. Her decorations have been ruined?!

"Wait, how did you know that it was Snips and Snails?" Golden Heart asks Twilight in pretend curiosity. The man obviously already knew.

"Simple. Sunset doesn't want to get her hands dirty and who better to do the dirty work than those two dimwits...besides Boxco and Dum-Dum, of course?" Twilight ask, pointing out that fact.

"Yeah, good point." Pinkamena remarks with a nod.

"The Fall Formal has to happen tonight." Nyx said in concern.

"Wha--" Pinkie was cut off from saying else by Applejack, who covers her mouth with an annoyed look on her face. The other girls got the idea.

Ben sighs, not knowing how to explain this to the human friends. He begins to speak, "You see..."

Suddenly, Pinkie started explaining a bit quickly, "You three are from an alternate world, and Twilight is a pony princess there with you being a prince and Nyx is an adopted pony daughter and the crown actually has a magical element embedded in it that helps power up other magical elements and without it they don't work anymore, and you three need them all to help protect your magical world, and if you don't get the crown tonight, you'll all be stuck in this world and you won't be able to get back for like a really, really long time!" Then, she gave a big squeaky grin while the CMC, Applejack, Rarity and Fluttershy all glance at her awkwardly and Rainbow looked at Pinky dryly.

If there was a mule in the room, it was heard possibly in the background, cause Twilight, Ben and Nyx had gaping mouths with wide eyes in hearing the pink human girl version of Pinkie Pie... just told the gang here who they are. Why there was even a mule mix with a dog noise from Spike and Phobos having their mouths, or muzzles, gaping open with wide eyes in being shocked to see that happen. How is it that Pinkie Pie, whether human or pony, can sometimes do something that seems so...so....it's hard to know if she was psychic, a mind reader, or just had a lucky guess.

Course, as that was still taking effect, Rainbow Dash scratched her back head in trying to handle what just happened from Pinkie Pie's weird explanation of what Twilight was gonna say. "Yeah, I'm pretty sure that isn't the reason." She looked away to roll her eyes while making a dry quote about there being no way that was all true.

However...

"Nope, she's pretty much spot on." Spike spoke off with a blank expression to wave off a paw that Pinkie Pie nails the old hammer on that subject.

"IT CAN TALK!?" Rarity grasped her hair in wide eyes in actually seeing, Spike just talked like them, but how?

"He can talk. I can talk. We can walk. We can sing and dance, but that's for later!" Phobos step up to issue the fact that he too can speak and about other things the dogs can do.

"THEY CAN BOTH TALK?!" Rarity rephrases her statement in seeing both Spike and Phobos, two dogs talking like the people versions of ponies.

Now the Mane Six human versions along with the CMC ones were in a surprise, stump, or shocked state while the dogs continued to speak.

"Oh yeah; In fact, where me and Phobos come from, we're not even dogs." Spike walked up to begin to chat with the girls in stating who he & Phobos are. "I'm a Furious Firing Breathing Dragon!" Spike stood up on two legs to have his front paws point to exclaim in introducing himself as an 'incredible' Dragon, despite being a baby Dragon in the pony universe.

"And I'm a Legendary Moon Dragon! Please, hold the applause, wait, second thought, you can applaud." Phobos stood proudly in declaring himself as something to be recognized, despite not being as tall as an actual Moon Dragon when he served in Tadaka's Army long ago before being sealed in the Void, that's another story already told before.

"Modest, aren't they?" Ben whispered this out to Nyx in seeing the Dragons trying to have a major impression on the human versions of their friends.

The dogs awaits for the reaction of their 'stunning' feat from the gang, while Pinkie Pie study & Rarity was still getting over this surprise, but the friend in the middle, Fluttershy, pushed the other two away with an astounded expression.

"This is so amazing!" Fluttershy exclaimed excitedly before she knelt down to them as she asked them eagerly, "Tell me, what are you two thinking right now?"

Spike and Phobos look at Fluttershy in confusion, before the girl leaned a bit closer towards them with a big smile.

"Sure would love a scratch behind the old ears!" Spike exclaims, but mostly looking towards Rarity when saying that.

"Gah..." Rarity said, still taking what she learnt in.

"Uh, maybe later," Spike said sheepishly; perhaps not is not the time.

"Uh..." Phobos said, trying to think up what to say. Then he begins to sing a familiar song, "Beans, beans, they're good for your heart. The more you eat, the more you..."

"Okay, Phobos!" Nyx exclaims, covering his mouth in concern. "That's enough."

"Sorry." Phobos said sheepishly to Nyx.

"How did you know all that?" Twilight ask Pinkie in bewilderment. The pink pony's weird abilities amaze her sometimes.

"Just a hunch," Pinkie said happily.

"Yeah, a hunch," Ben said while rolling his eyes a bit.

"And while we're on the subject, we kinda knew who you two are the whole time." Pinkamena exclaims happily, much to the surprise of everyone else but Golden Heart.

"Yeah, long story, but we got a deeper connection with our pony selves than you realize." Golden Heart adds with a pleased look on his face.

"Thought there was something weird going on." Spike comments.

"Wait a minute! Let me git 'dis straight." Applejack said, trying to ponder this new information. "Yer're, Ben an' Nyx are ponies?"

"You're a princess and a prince?" Rarity gasps to Twilight and Ben in surprise.

"You're from another world?" Fluttershy ask her new friends in surprise.

Twilight gulps a bit, "Mm-hmm." Now it's time for the next part: the reaction. How will her human version friends react to what they were just told?

"That... is..." Rainbow started dryly, to the concern of Twilight's group, who was worried that she might find it ridiculous, "...AWESOME!!!" She gave out a big grin as she finished her sentence in an excited tone.

The other girls cheer on excitedly. Twilight looks surprised but is smiling. Her friends believe her and are still her friends regardless!

"See? Told you," Spike said to Twilight making her smile to her Dragon/dog.

Apple Bloom pauses as she asks her new friend, "So you're really a pony?"

"Your big sister and her boyfriend are royalties, and so are you?" Sweetie asks Nyx in amazement.

"You know all of us because all of our pony versions are your best friends." Scootaloo said, realizing that her friends that Nyx spoke of must be the CMC's pony selves.

"I'm actually Twilight's adopted daughter, and I wasn't born naturally, but created." Nyx said to her friends. CMC is in shock, "Sorry, girls, for lying."

"That is weird and crazy, but awesome!" Scootaloo exclaimed excitedly. The CMC cheer on wildly, making Nyx smile with her eyes widened.

"Really," Nyx asked the humans hopefully.

"Yeah; if yew guys haven't show up, Applejack an' her friends will never git together again." Apple Bloom points out with a grin. Thanks to Twilight, Nyx and Ben, they were able to reunite the Main Five!

"You gave everybody a hope to vote for your mother!" Sweetie said eagerly.

"The best thing of all: we can finally beat that no good Sunset Shimmer and her stooges for good! We have restored our school!" Scootaloo remarks making Nyx laugh a bit.

Nyx smiles as she said, "Thanks."

"Well, kids; the gym is still trashed...but we can fix that, right?" Golden Heart ask the girls and boys with a smirk on his face.

"That's right!" Nyx said with a confident smirk, "Together, we can fix everything for the Fall Formal and make sure Mommy wins the crown!"

The girls cheer on wildly in agreement. It's time to undo what Sunset Shimmer's stooges had done!

Celestia pauses a bit in her office as she learned about what happened to the gym. The Fall Formal is going to be delayed until tomorrow because someone has trashed the place. Twilight was blamed for it until she was cleared...apparently sounds like Sunset Shimmer but besides the forged photos, there aren't much proof to go after her on.

But there's still one thing that puzzles the principal as she glances at the phone. The woman sighs as she said, "Luna, I'm going to call my son."

"Are you certain? Is it because of the boy Ben Mare?" Luna ask Celestia, arching an eyebrow at this suggestion.

Celestia nods as she explains, "Yes. Though I'm truly appreciate for him and Flash for proving Twilight's innocence and capturing Boris for blackmailing and bullying, I can't help but to think and confirm of how much he looks alike as my son. I need some confirmation."

"I understand, but I can't be sure if your husband will be pleased to hear you."

"I have to try." Celestia then dials in a number, calling her husband through her phone while on loudspeaker. The woman soon got an answer, "Hello, dear. I know that we're not supposed to talk since our divorce, but I really want to talk with my son. He's our son."

Celestia's husband is heard, speaking sincerely, "Celestia, the truth is....... He and I had a talk about you. He said he wants to see you, and so do I."

"Really? But why?"

"Celly, I know we haven't talked much because of the fight, but the truth is that I miss you so much and so as our boy. I felt I'm so selfish and irresponsible for making him unhappy and upset. Listen, I'm planning to move to your place and so are his girlfriend's family. I'm having him transferred to your school, along with his girlfriend and her twin siblings. And trust me, they all really want to see and meet you. So is it okay?"

Celestia sobbed a bit, happy to hear this information. The woman gets to see her baby boy again! She calms down to ask, "When?"

"Next year. This time, I'm not lying especially not to you, Celly; so, you're okay with it?" The husband’s voice spoke gently.

Celestia sobbed once more as she manages to respond, "Yes. But can I hear my son's voice?" Luna smiles as she gave her sister a tissue to dry out her tears.

"Way ahead of you," Celestia's husband said. The woman hears him giving the phone to someone. Soon, she heard a voice that she herself hadn't heard in some time now...

"Mom; is that you?" The voice of Celestia's son is heard. The principal sobbed of hearing her son's voice and at the same time is shocked to hear that both Ben (the Pony from Equestria) and her son sounded the same. Luna is also in shock of it. Her nephew sounds just like the Ben Mare student!

"Ben, is that you?" Celestia ask her son hopefully.

"Yeah, it's me. I miss you so much."

"Me too, Benjamin; so, you're really coming to my school next year?"

"Yeah. Dad and I are planning to visit you this weekend. I'm bringing my girlfriend too. I'm sure you're gonna love her." Ben's voice said, a hint of hope is heard in his voice, along with some shyness. Apparently, the boy is still shy but manages to get a girlfriend after all.

Celestia gulped as she's worried, "Is your girlfriend's name Twilight Sparkle?" She is taking on a guess but ponders if this is indeed the case.

"Huh? How did you know?"

Celestia and Luna were shocked of this. Ben's girlfriend is Twilight Sparkle...the same name as one of the new students who came here with the other Ben! This cannot be a coincidence!

"Lucky guess; that's not important but more important is that I'm happy to hear you and your father are coming to visit." Celestia said with a happy sigh. Two of her most important people in her life are returning...and maybe this time, the parents can work things out and she will see her son all the time again. "That's good enough."

"Okay, mom. Thanks. I love you." Ben's voice said gently.

"I know. You will always be my dearest son."

As soon as the phone shuts off, Celestia and Luna turned to each other. The vice principal in concern spoke up, "Not only does your son looks so much like Ben Mare but his voice too. What could this mean, sister?"

"I'm not sure. It's hard to believe that my son has his girlfriend with the same name as Ben has: Twilight Sparkle." Celestia said with ponder; something is going on here and somehow, Sunset Shimmer is also involved in this mystery.

"Something suspicious about them."

Celestia realized something, making her say, "There is no such thing called a 'Grand Galloping Gala'. That sounded like ponies' fall dance."

"You don't think that this 'Twilight and her gang' came from another space or dimension?" Luna asks Celestia in amazement. Of course, with what's happening lately, this may be the case! "If so, why are they here for? What are they looking for?"

Celestia glanced at the crown that is in a box nearby and remember about her first meeting with Twilight and Ben. The woman said, "I suspect that Sunset Shimmer has stolen something that doesn't belong here."

"The crown; I was wondering why our crown is so crystal and beautiful, instead of dull. Shimmer used our fake crown to replace their crown. I had a bad feeling that Twilight and her pony friends will not be pleased of it."

"If so, they would have force us to hand it over when we first met them. But instead, they're like 'Humans'. Perhaps, they are more peaceful ponies. They know that hurting us won't bring peace between them and us, as well as getting their crown back. We should play along as their friends while observing what they do here."

"I hope you know what you're doing." Luna said in concern, fearing what Sunset Shimmer could do to get the crown.

"I only hope that Twilight and her friends won't bring any harm to our world. I hope that they are good and friendly, otherwise I would never get my chance to see my son one last time." Celestia said, looking at the picture of herself and Ben. The principal can only hope for the best.

Meanwhile, Hoboken Joe was busy trying to deal with a few messes around the gym; whoever wrecked the joint did a bang up job. It'll take him almost a lot of work hours before he can fix this mess while the Party Staff plans to setup different decorations to replace the destroyed bunch. Course while he was working under a table in reaching for something....

"Hay Hoboken Joe," Applejack's voice cut in to call the hobo under the table, but...

"Gaugh; Dang Gum; Applejack; Dat you; ye startled my mind!" Hobo Joe yelped to bump his head under the table, but rubbed his noggin to stood up and see...the group of friends that form the Main Six with Twilight, along with Ben & Nyx as well as the CMC. "Well this is a surprise; you're with your old gang of friends & with Twilight's group!" Hoboken Joe smiled off in seeing something he hadn't seen since five girls had something ruin their friendship, looks like it's been repaired and he has a feeling 'who' done it.

"How's things looking?" Ben asked with concerns in how much was done fixing the place up before they arrived.

"Well, all the sharp pieces of broken glass and other dangerous objects I collected, so it's much safer to move around. Just watch that disco ball, kay?" Hoboken Joe explained off to point at where the gang stood from the double doors, it's safe to walk in, but there is a busted disco ball that was smashed still around. "Are you all here to help with the clean up?" He asked off in what brings this group to the gym where the dance was gonna be held.

"Yeah, we are." Nyx smiled to say they came to help get the dance back on track.

"Gee dat's nice. But dis here work might've taken me all night & the day after by myself, course with a group of eight or nine, well..." Hoboken Joe was thinking over about how long this job take him to clean up, but also add in if others helped out, but he shook his head in having a hard time processing the math. "Shoot, I can't think right! I've work up a sweat, an’ wouldn't yah know, I'm outta Apple Cider!" The hobo exclaimed from working so long to fix some of the ruined gym, he's sweated up, and he's out of something to wet his thirst. "Tells you's wha, you kids see if you can help a bit while I go rustle up some cider for us to drink while we work in fixing this joint up a bit. Be back in a moment." Hoboken Joe smiled in seeing that since the kids are present, he'll leave them to help out around the gym while he gets some Apple Cider to keep their strength up.

With that, Hoboken Joe smiles to walk out the other doors to quickly get something for the gang that wants to help out something to drink. Course, Twilight's group looked at the dance in the gym once more, seeing how much was still in ruins & still a wreck. Busted tables, thrown chairs across the floor, knocked off streamers, paper plates & paper cups, and much of the other decorations were out of place. The damaged disco ball that was broken in half was another major issue, but most of the glass pieces scattered were cleaned up by the hobo janitor. But still, even from Hobo Joe's long work fixing this stuff after helping Flash Sentry prove Twilight's innocence, the poor hobo hasn't managed to make much progress before the gang showed up. It was going to take more than one janitor to clean & fix this place up to get the dance back on track.

"I simply cannot believe they did all this." Rarity said with a sigh, looking at the damages done to the place.

"If I only had some kind of party cannon that could decorate everything superfast," Pinkie groans a bit.

"You do have a party cannon in the pony world." Ben said quietly to himself. How ironic.

"So what shall we do?" Scootaloo ask while looking around at the place. "It could take forever to get this cleaned up!"

"Yeah, and by that time, it would be too late for you and your group to go home, Twilight." Sweetie sighs to Twilight in concern.

"I know it seems impossible, but, maybe if we all work together?" Twilight suggests to her friends with a smile.

"She's right! If we work together and get more help...we could save the dance!" Nyx insists with a smile.

"Now 'dat's 'de kind of can-do spirit Ah'm lookin' fer in a Fall Formal princess! Let's do it, y'all!" Applejack exclaims as she and her Friends form a circle before the cowgirl put her hand in."

"Absolutely," Rarity exclaims as she put her hand onto Applejack's.

"Rock on!" Rainbow exclaims eagerly as she put her hand onto Rarity's.

"Yes, indeedily," Pinkie giggles as she put her hands with the other girls.

"Yay," Fluttershy said quietly with a smile as she put her hand into the middle..

"Cutie Mark Crusader helpers, yay," The CMC cheers on while putting their hands with their sisters, idol and their friends'. Nyx grins as she joins in in putting her hand with the others.

"Well, count me and Twilight in." Ben said with a grin as he put his hand into the middle. Twilight pauses and smiles at the others as she put her hand into the middle. They all cheer while raising their hands up. Time to begin!

As a new song begins, Twilight and Ben open a door to a nearby closet. With Nyx, Spike and Phobos's help, the five takes out some brooms and cleaning stuff, tossing them to their human friends, though Rarity held her broom like it was something disgusting and Fluttershy turns in fright causing her own broom to bounce off her.

Twilight: It's time for us to come together

It's the only way that things will get better

It's time for us to take a stand

So come on and lend a helping hand

Everyone got to work, sweeping with Pinkie having a good time, Rarity looking away from the filth with Spike chasing her, and soon the gang push their piles of dirt away. The gang toss some trash bags to one another with Rainbow throwing one into a trash can held by Pinkie like a basketball.

All: Fix it up

Yeah, it's all right

We'll get it ready by tonight

Mix it up

Yeah, help a friend

We'll come together in the end

As Twilight, Ben and the CMC picks up a damaged table, two boys pass by the gym and notice what's happening. Ben, seeing them, grins as he motions/inviting them to help out. The two humans shrug and came in, picking up the table.

Pinkie Pie and Rainbow Dash: It's time to show that we've got school spirit

Raise your voice and let everyone hear it

The boys however look surprised to see Applejack holding a better table with one hand as if the heavy thing not a big deal with her. Apple Bloom laughs a bit. Pinkie and Nyx meanwhile sweeps up some dirt...with their hairs. Once they stopped, the two girls laugh a bit in glee.

Rarity and Applejack: It's time to show that we're strong

So come on, everybody, sing along

As Rarity and Fluttershy throws some decorations into the rafters, three girls who are Fashionistas pass by and saw the repairs happening. With smiles on their faces, they came in to help out as well by throwing decorations into the rafters.

All: (Look...) Look how we've all come together

(Things...) Things are only just starting to get better

One of the decorations was caught by a Eco Kid who grins a bit. The Fashionista girls smile as they came over; one of them wore a ribbon as a headband and laughs a bit with her friends and the Eco Kid. More students, especially Pinkamena and Golden Heart, came in to help. A female Techie and an Athlete carry over a speaker then notice a male Techie having trouble keeping his balance on a ladder while putting up a light.

(Look...) Look how we've all come together

(Things...) Things are only gonna get better, better, better, better!

Luckily, one of the Athletes caught the ladder in time. The Techie grins while the Athlete gave him a Thumbs up. Looks like the school is really coming together, helping one another instead of being separated. Twilight and Ben watch on and crossing their arms with proud smiles on their faces.

(We... will...) Fix it up, yeah, it's all right

(Come... tonight, tonight...) We'll get it ready by tonight

On stage, Flash Sentry and his Rocker pals are performing their instruments, looking to a Techie student who is checking the switchboard and signals the band to go ahead.

(We... will...) Mix it up, yeah, help a friend

(Come... together, together...) We'll come together in the end

Twilight and Ben were sweeping up the stage when purple girl ends up bumping into Flash by mistake. Twilight blushes in embarrassment while the Rocker grins at this; Ben smiles, knowing that he can trust the human version of his pal this time.

(We... will...) Fix it up, yeah, it's all right

(Come... tonight, tonight...) We'll get it ready by tonight

Later, some of the students are fixing up some scenes with Hobo Joe helping out Photo Finish setting up her camera. The janitor came back a while ago and is amazed of everyone helping out. Soon the gym is almost done being fixed up as the song comes to an end.

(We... will...) Mix it up, yeah, help a friend

(Come... together, together...) We'll come together, together now!

Once the song is over, the Main Six gather on stage and hug each other. The gym is finally repaired big time! Pinkie exclaims, "This... looks... sooooo... GOOD!"

"Yeah, Ah done agree!" Apple Bloom laughs as she high five her pals especially Nyx. The gym is all ready for Fall Formal tonight after all! Not even the brat's sabotages can stop it!

Celestia grins as she applaud as she exclaims, "All right, everyone! Fall Formal is back on for this evening." The students cheer on excitedly. Their dance has been saved by working together! Soon what fear of Sunset Shimmer and Boris are apparently gone!

"I got to say, we are proud of how you got together to fix this place up." Golden Heart said with a slight chuckle. "I barely didn't recognize the place."

"So you'd better get out of here and start getting ready."

"Right, I think I will get the refreshments ready!" Hobo Joe laughs eagerly. The students chat excitedly. Celestia stood by the door with a box for the votes to see who will be the Fall Formal princess.

"Don't forget to cast your ballots for the Fall Formal Princess on your way out!" Celestia calls out to the students who put in their votes into the box as they leave to get ready for the Fall Formal tonight.

"You got my vote, Twilight." A brown haired boy said to Twilight with a grin as he put in his vote.

"Mine, too!" A girl squeals as she put in her own vote into the box as well.

"Mine too!" The second girl exclaims happily and excitedly while putting in her ballot into the bot.

The third put her ballet into the box while adding, "Mine too!" Twilight and her friends smile. It's safe to say that most of the students are voting for Twilight to be Princess of the Fall Formal. Sunset Shimmer's evil rule over the school will soon come to an end and no one will have to fear her anymore.

Ben spots Trixie who put in her own ballet. Remembering the idea to keep Boris busy yesterday, the prince asks her in amusement, "Trixie, how did it go with Boris?"

Trixie smirks as she said slyly, "You know that Trixie doesn't discuss such things, Ben. I was told never to just kiss and tell."

"So I trust it went well?" Twilight ask the human version of one of her former enemies in amusement.

"Yep, but Boris is very stubborn. Soon he'll appeal to Trixie and forget all about you, Twilight."

"So...did the plan work, Trixie?" Ben asks Trixie eagerly.

Trixie chuckles as she explains, "Yep. It sure did, Ben. That Boris is such a hunk!"

"Maybe that'll teach Boris to stop stalking me." Twilight said with a smirk on her face. Of course, she doubts it but maybe Boris will have even more better thoughts after what happened.

"Yeah, but I also bet it'll ruin his reputation as well as his standing with Sunset Shimmer." Spike laughs quietly to Phobos. "Ha ha ha ha ha ha ha ha!"

"I'll bet you anything that Sunset's already really, really angry when she found out that Boris and Trixie were...having fun in the boiler room." Phobos remarks slyly and quietly as well.

"What does that mean, 'having fun', Phobos?" Nyx ask Phobos a bit puzzled.

"Uh...well...uh...we'll tell ya when you're older Nyxie."

"I understand."

Unknown to everyone else in the gym still, someone is watching what happened especially the conversions from inside the broom closet. Sunset Shimmer is getting more frustrated and ticked off. Her plans to delay the coronation and break up Twilight and Ben have both failed! And worst yet, the girl is losing her hold on this school as well as her chance to regain the crown which is shrinking by the moment! The Superior will not be pleased.

Sunset gathers Snips, Snails, Boris, Boxco and Dum-Dum in the closet; the first two goons are covered in streamer stuff. She snaps angrily, "You're lucky she was able to pull this off. Next time I ask you to make a mess of things, try to show a little restraint like Boxco and Dum-Dum did!"

Snips and Snails nod nervously to their boss. Sunset glared at Boris as she snaps, "As for you, what on earth have you done?! If you had kept the photos locked properly in your stupid locker, I might have advantage to gain popularity, and now we're losing. Not to mention something important, you had lost track of Benjamin Mare! This is completely unacceptable!"

Boris said in concern, "Somehow this will be the end of your reign, Sunset. I still don't know why you need him. He's just a filth. I mean you want to separate Twilight and him for good so I can take Twilight as mine."

Sunset smirked as she adds, "Perhaps. That Ben is more than just filth, Boris. But for now, I need this Formal to go on tonight just as much as she does. This will be my final phase to get that crown, even if I had to take an extreme measure."

Sunset knew that she must inform the Superior about this bad turn of events...which he won't be happy about indeed...

Chapter 6: Sunset Shimmer the Demon

Chapter 6: Sunset Shimmer the Demon

With the gym all fixed up, it's time for the students (as well as Twilight's group) to get ready for the big night. Ben is surprised when Flash took him away from his group, saying that he got something to help with his surprise to make up for the misunderstanding earlier.

"So what I'm doing here, Flash?" Ben asks as Flash takes him into some sort of clothes store, unlike the one that Twilight and her group will be going to.

"I told you about the surprise, so I'm going to keep that promise for tonight special." Flash explains to Ben with a grin. "I've called a friend of mine helping me out."

"Really? Who?"

Flash smirk as he explains, "I think you know him from your home."

Ben looks and is surprised to see a human version Hoity Toity coming out of the back room, dressing more like a worker than his usual job back home.

"Okay, now where is this customer of mine, Mr. Sentry?" Hoity ask Flash in the same accent.

"Hoity Toity?" Ben asks in amusement at Hoity Toity.

"Yes, that is me; the man who gives not only some good critique to anyone who design the magnificent art of suits and dresses, but the best designer for arts of dresses. How do you expect my dearest student Rarity gets her clothes perfectly well?" Hoity points out to Ben with a chuckle. He turned to Flash and asks, "Is he the one?"

"That's right, Mr. Toity. Do you think you can give the best suits for both of us?" Flash ask Hoity Toity curiously.

Hoity chuckled as if the question was a joke to him, "My dear boy, you're underestimating my art of dresses; Now let's get dressed, my dear customers."

"Man, you're famous with friends, everybody and even celebrities. How did you do that?" Ben asks Flash in amazement. His friend seems to have some connections in this world.

Flash smile, explaining, "Simple: be cool, gentle and friendly. That's what friendship is all about. I learned it from Johnny Brock, when I start my guitar lesson."

"Sweet."

"Totally; now, let's get dressed. Bring out the best, Mr. Toity."

Back at the clothes store from before, Fluttershy exclaims excitedly, "I still can't believe we pulled that off!"

"I can! We're awesome!" Rainbow laughs excitedly.

"Right, and best of all, not even Sunset Shimmer would try to wreck it again without making suspicions." Nyx remarks with a smirk. It's true. Sunset can't risk trouble in causing the gym to be wrecked twice!

"Yeah," The CMC cheers on eagerly.

"Enough chatter, girls. We need to get ready, and we need to look fabulous!" Rarity exclaims with a smirk as she rush over to the clothes rack. Time to get some clothes for the big dance tonight!

All: This is our big night

In the song, Fluttershy grins as she looks at a green dress in a mirror. Nearby, Pinkie is looking into another mirror, zipping back and forth to try some certain clothes.

We're getting ready

And we're doing it up right

Rainbow glares at her dress which is all poofy and she is wearing ribbons. Scootaloo is wearing the same thing. The two girls glare at Rarity and Sweetie who smiles sheepishly to their friends.

This is our big night

Friendship survived,

Applejack shows off a long green dress with three apples on them. Rarity, pausing, smiles as she rushes over and pulls up the dress to fix it, much to Applejack’s annoyance.

Now we'll start it out right

Pinkie is trying out certain hairstyles, some of which are more goofy and weird than the other. Her last look has a flat hairline before it poofs up a bit. Regardless, Pinkie seems to enjoy this.

The time's right, gonna make it last 'cause it's the first night

Fluttershy is combing her own hair, grinning as Angel, Nyx and a bird is helping out.

That we're ever gonna start to just have fun together

We're so glad, so happy we could never be mad

Spike and Phobos grins as they try out mustaches while looking in a mirror nearby.

Did it right, now this is our big night now

Rarity and Sweetie got to work, putting nail polish and trying on make-up...though Sweetie Belle overdid it and got powder all over herself; Her big sister put on some makeup.

Six friends on the way up now

As Nyx, Apple Bloom and Sweetie gave Scootaloo a make-over (much to her annoyance), Pinkie is squirting perfume onto her face, Twilight is combing Rainbow's hair, Applejack is fixing herself in a mirror while Fluttershy is trying on eyeliner.

Six friends here to show you how

The gang saw Rarity coming up with a box and opens it. Inside are lots of jewelry, some of it has the cutie mark symbols of Twilight and her friends back home. The girls smile as Rarity tosses the jewels into the air.

This is our big night

We're getting ready

And we're doing it up right

The girls take the jewels, each one put on a jewel that represents their pony's representative cutie marks in Equestria with Pinkie wearing 3 balloons earrings, Rarity wearing a necklace of diamonds, etc. Rainbow put on a boot, Applejack put on a cowboy hat with a rose in it. Even Nyx wears a necklace that has her blue shield cutie mark on it, much to the approval of her CMC pals.

This is our big night

We made it happen

Now let's party all night

The Main Five, Nyx and the CMC pose in front of Twilight Sparkle wearing some new dresses, much to the purple girl's approval. She is really liking this. Pinkie is now wearing a blue skirt, blue bands, an blue small hat, a yellow bow on her waist, a purple sash, a pink skirt, and her usual boots.

Fluttershy is now wearing, besides her usual butterfly clip, a green dress with a yellow skirt under it, and of course her usual boots.

Rarity is now wearing, besides her clip and bands, a blue dress and her usual boots.

Besides the hat, Applejack is now wearing a white scarf, a violet short dress with a red waist collar and 4 apples and her usual boots.

Rainbow is wearing a rainbow colored skirt, purple shoulders, a blue and red skirt with a purple belt as well as her usual boots.

Nyx is wearing a purple dress with a blue skirt and her usual boots. Her friends also got interesting dresses as well.

Apple Bloom, besides her usual bow, is wearing a purple dress with a violet sash, with a white shirt underneath it along with some violet boots.

Sweetie is now wearing a purple dress with a yellow sash, and of course yellow boots with yellow bands with diamonds in the center on them.

As for Scootaloo, the girl is now wearing a purple shirt with blue waists, one blue collar, flowers bands in her hair, a violet skirt, and purple boots with round blue buttons on front.

Twilight looks surprised as Rarity push her into the dressing room so that she can try out her new dress. The girls can't wait to see what she will be wearing.

This is our big night

This is our big night

Everyone else smiles as Twilight came out of the dressing room, posing in her new dress which consists of purple front, white and purple stripes, a white tie, a violet skirt and her usual boots.

This is our big night

This is our big night

Everyone came up to Twilight and hug her, all cheering and excited. They are going to enjoy this night unless something terrible happens.

The Fall Formal dance has finally arrive, lights shine on in the school while students are coming in for some fun as well as the chance to see if the moment has arrived: if Sunset Shimmer has indeed finally been kicked out of her role as Princess of the Fall Formal once and for all.

Once a limo pulls up, Twilight, Nyx and their friends came out, the Girls laughs excitedly. They are going to have a great time of their life. And for Twilight, Nyx, Spike and Phobos, this is their chance to finally get the crown back. But where's Ben?

Suddenly a car pulls up to the front. Twilight turns and saw Flash, in a black tuxedo, coming out of it, looking a bit anxious.

"Twilight," Flash calls out to Twilight as she is about to enter the school. As the purple girl look puzzled, the boy said, "Look, I know you said 'no' about making up everything for you and Ben since noon, but would you reconsider about it?"

"Flash, thank you for everything; I'm really grateful for you being a good friend." Twilight said to Flash with a smile. "I'm sorry when I say 'no' about it this afternoon. It's just that...... I'm having -"

"Hey, no worries. Your secret is safe with me." Flash said with a chuckle. Twilight was shocked and confused. How did he know about..."Your boyfriend told me everything about you, him, your family, the crown, and even Sunset; So, no worries."

"Ben did; When?"

"When he got freaked out as you are about postpone the Fall Formal tomorrow night, but now, everything is good. I'm going to set everything right. So, will you accept my 'making-up' and apology?"

Twilight smile, she nods while saying, "I'd love to."

Flash turned and gave a thumbs up to someone in his car. Ben comes out from it. He is dressed in a black tuxedo with the Triforce symbol on his chest pocket. Twilight gasps in surprise as Ben approaches her.

"What do you think?" Ben asks Twilight, grinning to her while posing.

Twilight grins as she said, "It's great and amazing. You know look even handsome and awesome with that suit."

Ben smiles as he compliment on his love's dress, "And you look even more beautiful and radiant with that dress."

Both blush about their clothes. Flash smile as his making up for everything is a success.

"Now, everything is okay. I'd say we go in and have some fun." Flash said with a smile.

"Sure." Ben and Twilight both say as they took each other's arm. Both Ben and Twilight go in followed by Flash who knocked himself on the front door.

As Flash rub the back of his head nervously with Twilight giggling, Ben ask his friend in concern, "Flash, you're okay?"

Flash rubbed his head, saying sheepishly, "Yeah, I'm fine. Man, I'd never get use to that."

Twilight giggled, "Same as I did before. C'mon, everybody is waiting."

Twilight and Ben goes inside through the doors which Flash following his pals soon after.

"Sunset Shimmer, you imbecile," The Superior roars furiously to the nervous Sunset; The leader of the Apocalypse Ponies is speaking to her through the portal, this time in the meeting room as the other members of the group especially Merluck are watching. Trix kept her hood on so that her former bully won't recognize her even when she's now an alicorn. "Not only had you failed the mission, but you disobey my direct order and strategic tactic! It was the perfect plan and you ruined it! Now I understand why my daughter doesn't trust you with this mission. You are much a fool than I realize."

"Please, Superior! Give me one more chance. I can get the crown back. I have the right plan." Sunset pleads to the Superior in fear. Psycho, Fluttercruel and surprisingly Trix laughs cruelly. The girl is in big trouble. "I promise you that I will get rid of Twilight Sparkle for good as well as getting that prince!"

"Is that so? How? You'd better find the way to get that crown before I would lose my temper! Or even better, I would change my mind to find somepony better than you, like Twilight Sparkle."

"You can't be serious! You told me that I'll be the one to fit in."

"I am. I do not care. So, complete that mission at once before I would lose my temper. This will be your last chance." The Superior said to Sunset darkly. The portal disappeared. He turned to his members who looked worried and confused about letting Twilight Sparkle in. "It's called bluff and threat, fools! I already know that Twilight Sparkle is a threat to my plans. She better succeed in retrieving that crown while Twilight still have doubts and nightmares to worry about, or else she will regret of everything she done for!"

"So, she is nothing but a tool. Perhaps, Trixie is right, father. She's indeed a fool." Merluck comments to the Superior with a cruel chuckle.

"Yes. Perhaps that was a grievous mistake that I ever made." The Superior said thoughtfully but smiles evilly. "It does not matter. I am one step ahead of everything."

"Yes, one Step ahead." Starven Fran said with a nod.

"And thus, I will soon step in myself."

"Yeah, yew...uh, pardon?" Liarjack ask the Superior, puzzled by what she just heard.

"You hear me. I suspect that Sunset Shimmer will mess up this assignment so it's time I step in and deal with the princess myself." The Superior said sinisterly as he stood. The other members, especially Merluck and Trixie, are shocked. Their leader is going to confront Twilight Sparkle for the first time?

"But you would end up revealing yourself too soon!" Suffocator Jill exclaims to the Superior in alarm.

"No worries, so far, the alicorn princess only know me by my rank name...she will not know me or my true name...yet..."

Twilight, Ben and Flash reunited with their pals as they prepare to go to the gym. But before they could go in, a familiar bully came in and grabs Twilight, saying with a goofy look, "Well, well, lookee what we got here!"

"Boris!" Flash exclaims in shock and anger. Boxco and Dum-Dum of course are with their boss, drinking some apple cider that they've stolen. "What are you doing here?! I thought you and your boys were banned from coming here!"

"Coming to the dance, anywhere else is fair game, Sentry! Anyway, come here so I can get a better look at you, Twilight!"

Ben angrily snaps to Boris, "Hey! Get your filthy stinking paws off my girl, you dang dirty ape!"

Boris, anger by what Ben just called him, lets Twilight go. He turns to confront Ben while asking, "What did you call me?"

"You heard me....you dang dirty ape!"

"Oh...an ape, am I? Well, you're asking for a butt whooping Benny and-." Boris prepares to hit Ben but the boy grabs him by the hand and does some sort of weird hold. Boris gasps in fear, "The Wuxi Finger Hold? Not the Wuxi Finger Hold!"

Ben grins as he laughs, "Oh....ha ha ha....you know this hold?"

"Developed by Master Wuxi in the Third Dynasty...yes."

"And I guess you also know what happens when I flex my pinkie, don't you?"

Boris nervously said, "Okay...take it easy, Benny. Take it easy." The last time that the bully wants is to see the hold's power up close and WAY too personal!

Boxco groans a bit, "Boris, you miserable stinking cowardly--!"

"Careful, Boxco. Boris may not like hearing you say that." Dum-Dum said to his colleague nervously. The last thing that Dum-Dum wants is for his pal to get into trouble for even insulting Boris when he is in this position of fear!

"Okay, Ben. I think he's getting the point." Twilight said to Ben with a mischievous smile.

"I'm not done yet, Twiley." Ben said to Twilight with a smile. He turns to Boris and said sternly to the nervous villain, "Now listen very closely, Boris...I don't care if you're Sunset Shimmer's bodyguard...or her faithful dog, but let me be blunt with you. If you ever come near or bother my girl again....I promise you, the Wuxi Finger Hold will be the least of your problems. In other words, pester Twilight again...and I will make you curse the day you were born. Are we clear?"

Boris, gulping in fear and understanding, quickly respond, "Yeah. Yeah. We're clear. We're clear. We are so clear. Just please...let me and my hand go."

"All right...but...only if you keep your promise and stay away from me and Twilight. Capisce?"

"Capisce."

"Good." Ben remarks before releasing Boris, the bully held his hand out in a bit of a huge fright. "Now get outta here...before I change my mind; Now git!"

Boris yelps as he runs off. Twilight, her friends, Flash and the others laugh a bit. Ben sure show that bully.

"Hey Twilight," Flash said calming down a bit. "Listen, I know you're Ben's girl and all...but I wonder if it would be a mistake to ask ya for one dance?"

Nyx comment to Ben, "Looks like you still might have a rival, Da - er, I mean Ben. At least once is nicer than Boris and actually back off when it was made clear that Mo - er, I mean Twilight is already otherwise involved."

"Relax, Nyx, I can trust Flash not to try anything funny and all." Ben assures his daughter with a chuckle. "But of course, that is up to your mother."

Flash comment to Twilight, "Look, I know you're already spoken for and I can and DO respect that. Still, there's nothing wrong with us hanging out and helping each other as friends, is there?"

"Sure, one dance as friends," Twilight said with a grin to her pal. The others chuckle as they head on over to the gym.

Boris is hiding in a hallway, still shaken. Boxco in concern said, "Boris; that was a cowardly stunt you just pulled back there! You shouldn't let that guy treat you like this!"

"Yeah...you're...you're Boris the Gunman. The toughest guy around," Dum-Dum said in agreement.

Boris shakes his head in regret, saying, "Not anymore. I'm no longer worthy of my title. I can't always win. Besides...no girl is worth throwing my own life away to the Wuxi Finger Hold. The better man won, guys. Better tell Sunset Shimmer the bad news and that I quit."

"Oh no, you don't Boris!" A familiar voice snarls. Boris and his Goons yelps as Sunset appear from the shadows, obviously she overheard what her bodyguard has said, "I've worked...too hard to make myself Princess of the Formal. And you will not quit on me like this. You're either in or dead. There's no out for you. When you are dead, only then are you out. Do you understand me?"

"Mmph."

"I said do you understand me?!?!"

"Yes...Sunset, I understand." Boris said nervously; Looks like getting out of the whole thing is no longer an option.

Sunset nods as she prepares to head out to begin the final attempt for the Superior. Turning to Boris, she then adds, "Oh, and Boris?"

"What?"

"If you quit on me again or ruin my plans, I will truly ruin your reputation for good; all right?"

Boris gulps a bit while saying, "Yes, ma'am. Come on, guys." This time, Sunset isn't joking around! She will do that should the girl is even tested.

As the group leaves, not one of them spots a familiar cloaked figure watching from nearby, narrowing his eyes from under the hood. Lorcan knew that the portal is closing tonight, no mistake must be made. His enemies must be stopped!

"Hello!" A human version of the lovable goofy Derpy appears, almost making Lorcan jump out of his cloak and hood.

"Agh," Lorcan screams in a panic as he turns to see Derpy. "Don't do that, please."

"What you doing on your own? And what's with that hood?"

"Oh, we'll...uh..."

"Aw, shucks. Dateless; Same here," Derpy said thoughtfully. She then gasps as if having a brainstorm or what counts as one anyhow. "Wait, maybe we were destined to be..."

"Wait, what?" Lorcan asks Derpy in confusion.

Derpy grabs the confused Dragon, taking him to the gym while saying, "Come, my beloved. Let us dance!"

"Mummy...."

Meanwhile, at the Fall Formal, everyone was having the time of their lives as they danced to rock music played by Flash Sentry and his band. As they kept dancing, Nyx and her friends smirk mischievously as they whisper to Applejack. The girl nods right back as she turns to her brother.

"All righty, Big Mac, yew dance wit' me enough; Time fer a new dancing partner," Applejack exclaims with a chuckle as the kids rush off.

"Huh? What?" Big Macintosh yelps as Applejack push him through the dancing floor.

"Girls, what are you doing?" Cheerilee ask in concern as Nyx and the CMC are pushing her. The student teacher yelps in surprise as she is being pushed towards Big Macintosh, who blushes upon seeing her.

"Okay, Miss Cheerilee! No need fer ya 'ta be lonely! Have fun, yew two!" Applejack laughs a bit as Nyx and her friends laugh a bit. It's obvious that the girls have set Big Mac and Cheerilee up to be dancing partners. Big Mac and Cheerilee blush a bit then grin as they dance with each other.

"Wow, those two sure are a keeper!" Apple Bloom exclaimed to her friends with a giggle as the four girls dance a bit.

"Right, as least this is much better than the love poison your pony selves once did." Nyx chirps to her friends playfully.

"Love poison?" Scootaloo asked Nyx, puzzled.

"Let's say it's a long story and let's keep it at that!" Nyx explains to her friends with a shrug.

"Okay!" Scootaloo said before the four girls resumed dancing.

Lorcan, meanwhile, is trying his best to escape Derpy's hold, insisting, "Miss, I don't dance! Honest!" Well, not true, but the Dragon pretty much prefers to dance with Luna.

"Don't be silly! We will make beautiful music together!" Derpy said goofily, much to Lorcan's disgust.

Lorcan gags a bit, "Oh....I'm gonna be sick."

"But...maybe we should do something about your height." Derpy said to Lorcan curiously.

"Why?" Lorcan asks, not liking the sound of that.

"You are a bit little." Derpy begins to say.

Lorcan, as his eye twitches, asked in annoyance, "Little?"

"Yep," Derpy said with a nod. Lorcan was about to yell, but the goofy girl dances with him some more.

As the entertainment continues, Twilight and Ben are hanging with their pals. Twilight looks around while asking, "Anybody see Sunset Shimmer?"

"Maybe she was too embarrassed to show!" Rainbow laughs a bit. "She's gotta know you won by a landslide!"

"Maybe..." Twilight said unsure.

"We better keep an eye out still. If Boris and his goons show up without warning, there's no doubt that their boss isn't too far behind." Ben warns the group in precaution.

Soon, the song ends as the crowd cheers wildly before Principal Celestia got onstage while the band leaves.

Celestia smiles as the other teachers watch on. She said, "First off, I want to say how wonderful everything looks tonight. You all did a magnificent job pulling things together after the 'unfortunate' events of earlier." Of course, everyone knew how the 'unfortunate' part happened.

As Celetia was giving her speech and such Golden Heart and Pinkamena were watching, only for Pinkamena's senses to go off. She says to her big brother in whisper, "The statue is in danger. I need to get going."

"Okay, if it's smashed, Twilight and her gang will be trapped here forever. I will meet with you in a bit." Golden whispered to his sister.

Pinkamena nods and sprints fast that no one can see her as she heads to the statue. Celestia smiles as Luna came out with a box and open it, revealing the crown AKA the Element of Magic.

"And now, without further ado, I'd like to announce the winner of this year's Fall Formal crown." Celestia said as she took out a name to reveal the results of the votes. "The Princess of this year's Fall Formal is...Twilight Sparkle!" Celestia calls out.

Everyone cheers as Ben and the other members of the Main Six hugs Twilight who smiles. She won! The purple girl heads up to the stage and bows as Celestia put the crown right on her head.

"Congratulations, Twilight." Celestia said with a soft smile. She then continues, "Also, I got an announcement. Thanks to a suggestion from fellow student Flash Sentry and school worker Hoboken Joe, we have added a new part to the Fall Formal: a Prince to be precise!"

The students look surprised as Nexus came out with a box and opens it up, to reveal a crown which is a prince version, only fake looking. Celestia smiles as she takes out a name, this time for a boy, saying, "The first ever Prince of the Fall Formal is...Benjamin Mare!"

Everyone cheers at this while the Mane Six and Ben were shocked and surprised, especially Ben. They just added a Prince of the Fall Formal, and that is him?! Wow!

Ben came up to stage and bows as the human version of his mother put the crown on his head. Ben smiles to Twilight while saying, "Well, a princess does need her prince, right?"

Twilight giggles a bit. Looks like nothing would ruined this moment...until some yelling is heard from two familiar figures.

"Twilight; Ben; HELP," Spike and Nyx are heard yelling, much to Twilight and Ben's surprise and worry.

"Spike; Nyx," Twilight gasps in worry upon hearing the yelling. She looks over the crowd to find her Dragon and her adopted daughter.

"Hey, where are they?" Ben asks in concern.

Phobos shrugged as he thought he was with Spike and Nyx just before they screamed again. Twilight looked around and spotted Snips and Snails grabbing Spike while Boxco and Dum-Dum were grabbing Nyx by her shoulders. They are planning on taking off with them.

Spike snarled at Snips and Snails before Snips shut his mouth while Snails hold him.

"Let me go, you big bullies, or you'll be sorry that my mo- big sister and her boyfriend get you!" Nyx exclaims angrily in Dum-Dum's hold.

Dum-Dum, covering Nyx's mouth, snaps to the girl, "Man, don't you ever shut up, you little brat?!"

"Save the energy, coz we've been spotted! Run!" Boxco exclaims upon seeing that Twilight, Ben and their friends have spotted them.

Snips, Snails, Boxco and Dum-Dum immediately escape with their hostages: Nyx and Spike. They run out of the gym with the two in hold.

Twilight and Ben gasps as they rush off the stage and to their friends. The purple girl exclaims, "They've got Nyx and Spike!" The Main 5 and the CMC gasp, but then look upset, knowing who could be responsible for the kidnapping.

"That's it! Enough is enough!" Ben exclaims angrily. No one put a hand on his daughter!

Twilight, Ben and Phobos went after Sunset's stooges. The Main 5 and the CMC followed their friends. Flash also saw what happened and frowns.

"Sunset has gone too far. I'd better follow them." Flash mumbles a bit.

Flash went after his friends from behind and observed the event, as well as waiting for the right moment to attack. Lorcan also spotted what happened and yelps as he said, "Oh, buck. Derpy, how bout I get some drinks?"

"Ok, sweetie," Derpy remarks as she blows a kiss to Lorcan.

Lorcan with a huge fake smile exclaims, "Same here," The Dragon chuckles as he leaves, then chuckling slowly turn into groans, "Why me?!"

Regardless, Lorcan rush out of the gym, going ahead of Twilight and her group who rush out themselves quickly.

"Put me down!" Nyx shouted as she struggled in Boxco and Dum-Dum's grip.

"Make us, Nightmare Brat!" Boxco and Gum-Dum exclaim madly. The chase goes down a hallway as Twilight's friends goes past Trixie who is getting a snack again from the vending machine though the girl saw the chase and is a bit puzzled.

Lorcan was fast enough and made it to outside before everyone else does. The cloaked Dragon soon saw Sunset holding a mallet near the statue with Boris nearby. The goons are holding Spike and Nyx against their wills.

Sunset, spotting Lorcan, smirks as she taunts, "Hello, cloaky....decided to join us?"

"Sorry. I don't do groups of freaks." Lorcan said with a dry look on his face.

"You can't stop me, you know...soon, Celestia will see just who the best is." Sunset said to Lorcan arrogantly.

Lorcan, of course, smirks as he said, "I think she already knows."

"What," Sunset demands, a bit insulted. Lorcan spots Twilight's group leaving the school and quickly rush off to hide.

As the gang makes it outside, they see Pinkamena rubbing her head, obviously Sunset has ambushed her. Golden Heart, who follows as well, comes and helps her up and asks, "Are you ok little sister?"

Pinkamena nods as she remarks, "Yep, but boy, she can swing a hammer! But I will help Twilight and her friends win."

"And I will as well." Golden Heart said in determination.

"That's close enough!" Sunset Shimmer snaps as she holds the mallet to the statue closer, making Twilight's group stop. The princess and her prince gasp in worry. If she smashes that statue, the portal will be closed forever!

"Twilight; Ben," Spike and Nyx cry out in fear.

"Don't hurt them!" Twilight exclaims to Sunset in worry.

"Oh, I wouldn't dream of it. I'm not a monster, Twilight." Sunset said with a smirk then she turns to Snips, Snails, Boxco and Dum-Dum while Boris was surprised and shocked. "Let that brat and dog go." The Goons looks dumbstruck but release Spike and Nyx who rush back to their friends and family. "You don't belong here. Give me the crown, and you can go back to Equestria tonight. Or keep it, and never go home."

Twilight, Ben, Nyx and the Dragon dogs look worried. What will happen? Will they give up the crown or not go back home? Sunset holds the mallet threateningly at the statue every few seconds.

"Tick-tock, Twilight, we haven't got all night. The portal will be closing on its own in less than an hour. Now, it's time to reveal who you really are. It's time to see how wrong I am and how right you are, Twilight Sparkle. So, what's your answer?" Sunset taunts Twilight. "And answer this: Are you benevolent or a tyrant?"

Twilight remains quiet as she went through all her thinking, her past and her nightmare. She listens to everyone and even the villains in her head.

King Sombra's voice is heard in her head, "If you side with me and accept me as a teacher, I will teach you all I've learned this thousand years ago. You've already tasted it. Let me show you the true power of Dark Magic."

Queen Chrysalis's voice from the wedding incident is heard in Twilight's head, "It's funny, really, Twilight here was suspicious of my behavior all along. Too bad the rest of you were too caught up in your wedding planning to realize the suspicions were correct!"

Discord's voice, back when the chimera was a bad guy, taunts, "Keep trying, Twilight Sparkle. Maybe the magic of friendship can help you. Now if you'll excuse me, I have some chaos to wreak."

The Superior's voice is heard, "Tell me, Sparkle. Is this the path that you willing to take and walk? I can help you, but only you will return me a favor."

Sunset's voice is heard, "Gee, I wonder which one is the real you when you become a princess. Are you benevolent or a tyrant? You're not destined to become the first one. So you'd better be careful if I was you, or else you'll end up like King Sombra."

Twilight struggled to overcome her doubts until more familiar voices entered her mind, this time it’s friendly and encouraging ones.

Applejack's voice spoke up, "Let me be honest with you, Twilight, you are a great friend. It's not matter of right or wrong, but it's what you believe in, sugar cube."

Rarity's voice comes in, "Although I am a lady, but it does not mean that I am selfish and greedy because friendship and generosity is important. I cannot simply let it alone."

Rainbow's voice adds, "I'd never let my friends down. I don't care how dangerous can be coz I'm always be loyal and be there for my friends."

Fluttershy's voice said, "I will stand up for my friends no matter what, even the scariest monster I have to face. They need me."

Pinkie's voice is heard giggling, "I can be random, but it doesn't mean that we aren't friends because everypony's my friend and I love to see my friends smile!"

Princess Celestia's voice from before Twilight became an alicorn is heard in her head, "You display charity, compassion, devotion, integrity, optimism, and the leadership of a true princess."

Princess Cadance's voice is heard as well, "Sometimes decision can be hard. But you do it, not only for our people, but for everyone. That is the rulers' duty. It is our struggle, but worth fighting for."

Shining Armor's voice adds in, "My decision is always stick with my family especially you, Twiley. Even if I'm the prince, but it doesn't mean that I'll change because I have you and everypony I remember and love. My decision is always what's best for everyone."

Nyx's voice said, "That's not only what a true leader is, but what a true, true friend did."

Spike's voice then adds, "A leader like you always thinks of your friends and ponies, even me, Nyx and Ben first before yourself. Best of it is that you'd never give up on them no matter what."

The last voice, Ben's, finish things up, "Remember what is important."

After hearing some familiar words from her friends and family, Twilight had become something that overcomes her nightmare. She is no longer afraid of being a ruler as her eyes are no longer in worry and doubts but are in courageous, firm and heroic.

Twilight Sparkle looks at Sunset sternly as she said, "No."

"What," Sunset gasps as the others look surprised by the answer, "Equestria; your friends; Lost to you forever. Don't you see what I'm about to do to the portal? What about being a princess? Aren't you afraid of what you will become?"

"Yes, but I've also seen what you've been able to do here without magic. Equestria will find a way to survive without my Element of Harmony. This place might not, if I allow it to fall into your hands. As for being a princess, I'm no longer be afraid of it. It's not about being benevolent or a tyrant, it's about what I do is right and what I believe in, not for me, but for everypony and everybody I've made friends with." Twilight said sternly.

Sunset became shocked and scared as she realized of how Twilight spoke is no longer in worry, doubt and fear, but in a courageous and firm tone. Twilight had finally overcome her nightmare.

"So go ahead, destroy the portal. You can call me benevolent or a tyrant all you want because my friends and this world need protection from somepony like you! I have something you, the Superior or any villains that I've known doesn't have: friendship and family. I'm not afraid of that anymore. You are not getting this crown!" Twilight said bravely and in confidence as she puts the crown on her head.

Sunset Shimmer hesitates then frowns angrily as she drops the mallet that almost hit her goons, making the girl snaps, "Fine. You win."

"What?" Boris asks dryly. Sunset Shimmet is giving up, just like that?

"You...are...so...awesome!" Rainbow cheers on wildly. Twilight's friends are gathering around their pal, amazed that she is willing to give up going back home just for them. Sunset on the other hand looks angry.

"I can't believe you were going to do that for us!" Applejack exclaimed happily.

"It's no wonder you were a real live princess!" Rarity remarked.

"Oh, yes, she's so very special." Sunset said sinisterly. Golden Heart then notices the girl charging at Twilight.

"Twilight, look out!" Golden Heart yells out to Twilight in alarm.

But it was too late, as Sunset tackled Twilight, whose crown fell off her head and started rolling.

"The crown," Nyx cried.

As Twilight recovers, she saw Sunset trying to grab the crown but the purple girl quickly grab her rival's feet, knocking Sunset to the ground. Twilight tries to grab for the crown again, only for Sunset to stop her as she tries to grab it.

Spike rush over and grabs the crown, rushing off with it. Furious, Sunset yells to Boris, Boxco, Dum-Dum, Snips and Snails, "Grab him, you fools!"

"Yes, madam," Boxco and Dum-Dum exclaims as they, Boris, Snips and Snails chases after Spike. The dog whimpers. He got to get this crown away from those psychos!

"Spike; Spike," Rainbow called, waving her arms as if to tell him to throw the crown to her.

Spike rush over to the doors, but saw Sunset, who push her way through the goons, going after him. He whimpers but quickly tosses the crown to Rainbow who caught it.

Snips frowns as he tries to get the crown but Rainbow play an intense game of 'keep away' with him. Soon Snails tries to grab it, only for the girl to put a hand in his face to keep him from taking the crown.

"Fluttershy," Rainbow yells out as she tosses the crown over to Fluttershy's eyes. Her eyes widened but the girl yelps as she saw Sunset, Boris and their goons heading her way.

With a determined look on her face, Applejack used a lasso and snagged Fluttershy out of their way, but the crown slipped out of Fluttershy's hands and Snips smiled as he caught it.

"Ah got it." Apple Bloom said as she quickly took the crown from Snips, much to his shock.

"Hey, give that back, cowgirl!" Snips yells angrily at Apple Bloom.

Snips pushed Apple Bloom, but she quickly threw the crown to Sweetie Belle. She immediately runs away. Snips was about to hit Apple Bloom, but stopped by an angry Applejack.

"Don't even think about 'dat, partner." Applejack snorts angrily to Snips. No one hits her little sister and even tries to do so!

Applejack gave a punch at Snips. Applejack helped Apple Bloom up. They both hugged. Sweetie Belle was blocked by Boxco. She quickly turned back but blocked by Snails. Just before two could do anything, they were attacked by Spike and Phobos who bite their butts.

Sweetie Belle quickly ran off but stopped by Boris who yells angrily, "Give me that crown, you spoiled brat!"

"Don't you dare call me sister 'brat', you uncivilized beast!" Rarity exclaims as she threw the powder at Boris's face, blinding him temporarily. "Sweetie, pass me the crown!"

"Heads up, Rarity," Sweetie calls out. She threw the crown to Rarity, but is intercepted by Dum-Dum who comes in between the two girls. Snails attacked Sweetie Belle after he hit Phobos away.

"Get your filthy hands off my sister!" Rarity yells furiously. She gave Snails a punch. Rarity checked on Sweetie Belle. She's fine. The two sisters hugged.

As soon as Dum-Dum landed, Scootaloo and Rainbow Dash kicked at Dum-Dum's butt. Scootaloo herself grabbed the crown and gave a high-five to Rainbow Dash. Boris yelled like a wild animal, immediately chased the girl and is about to ram at Rainbow and Scootaloo.

Rainbow grabbed Scootaloo away from Boris while losing the grip on the crown. The athlete girl asked her unofficial little sister, "You okay?"

"The crown," Scootaloo gasps as she saw the crown rolling away once more.

"Safety of my sister first; we'll get that crown, I promise!" Rainbow said to Scootaloo in determination. Her 'little sister's' safety comes first.

Boris grabbed it. Before he could do anything, Nyx grabbed the crown and pulled it hard away from Boris. But the bully is too strong; he pulled both the crown and Nyx up.

"Let go of it!" Nyx demands furiously to Boris who kept his hold on the crown.

"You should be the one to let go, brat!" Boris remarks madly to the former villain.

"Leave Nyx alone, Boris the Animal," Ben exclaims angrily. He has warned Boris and now, the bully is going to pay!

"It's just-" The villain begins to say but Ben came in and gave Boris some punches. The jerk let go of the crown, causing Nyx to fall. Luckily, Ben caught her with two arms.

"You okay?" Ben asks his daughter, making sure that she's all right.

Nyx nods as she ask with a happy chirp, "Look what I got?" Ben smiles to see that Nyx managed to get the crown. But not for long!

"I'll take that, filthy dog!" Boris exclaims sinisterly. He pushed at Ben with his body and muscles, causing both him and Nyx to fall and slide to the ground. Boris caught the crown. The bully smirked as he was about to give his enemy some punches.

"Hey, Boris; Boris the Animal," Flash calls over suddenly, much to Boris's anger.

"It's just-" Boris begins to yell out as he turns to face his next enemy, "What the?!"

Flash used his leg and kicked Boris's face. He quickly grabbed the crown while asking, "Mind if I join in?"

Ben gives a thumbs up to Flash, then saw Boris's goons coming, making him yell out, "Flash, incoming!"

Boxco and Dum-Dum chased right after at Flash from both sides. Flash saw it coming and quickly threw the crown to Pinkie Pie. He moved back and let two stooges hit their heads.

Pinkie tosses the crown and tosses it to play an intense game of keep away. Boris gets the Crown, only to be gut checked by Pinkamena and Golden Heart, the latter jumps, grabbing it and throwing the crown to Ben.

Golden Heart lands on Boxco and Dum-Dum, pinning them to the ground and says to them, as Pinkamena was fighting Boris but was slowly winning, "When this is done, you two and Boris are in huge trouble for what you done."

Ben tosses the crown again, yelling, "Someone catch the crown! Keep away!"

"I got it! I got it!" Nyx yelled as she ran towards the crown Ben tossed and reached for it, expecting to catch it.

As the crown was thrown in the air, the one who caught it was....Sunset Shimmer.

"I'll take that!" Sunset declared off in taking back what is rightfully hers.

"Uh oh," The CMC gasps in shock and alarm.

"Hey!" Nyx exclaims in alarm and protest.

Soon everyone turned to see that Sunset Shimmer had the crown, and was laughing like a power-derange mad-man, not good.

"At last," Sunset Shimmer boosted from finally having what she wants now.

Spike and Phobos growl in seeing the evil girl have the crown before Twilight and Nyx picked them up. Now the dogs growled while Twilight, Nyx, the Main Five, Golden Heart, Pinkamena, the CMC, Flash and Ben stared with either stern, horror or worried expressions in seeing the enemy has the crown. The hidden Lorcan frowns, knowing that the worst is to come.

"More power...then I could ever....imagine!" Sunset Shimmer responded in holding the crown with a greedy expression from what she has, and soon held up the crown to proudly place it...on her own head!

Suddenly without warning, magic escaped from the jewel center of the crown, but it was not of light color, but...black. It was some kinda magic of Dark Magic origin as it expel the spheres into a ring form covering over Sunset Shimmer that held the crown in surprise from seeing and feeling, something happening.

Soon, the spot where Sunset Shimmer stood was enshrouded with a bright white light mix with dark that shot up to the skies. Everyone that saw this either shut or covers their eyes from being blind. Something was happening that the Element of Harmony was being used...by evil hands. And Sunset's shadowy body was hovering up from within the center of the elements magic.

The Main Five each looked up surprise to see what was happening, and even much from a serious Twilight and Ben while Nyx, Spike and Phobos seemed a bit worried in what they are seeing. Flash, Golden Heart, Pinkamena and the CMC looks either scared or worried.

The action and effect of course didn't go unnoticed as some students open the doors to see what was happening outside. Many gasp in seeing that some phenomenal occurrence was happening, which did not bound well seeing they've never seen magic like this happen in their lives.

The overflowing magic was shooting from the ground to the skies, swirling the night clouds, all while the wielder of the crown hovered up higher. The crown ever still was emitting mix darkness and light while Sunset held her eyes shut from feeling the power, enough to make one look like they would cry from the force happening to them. Sunset shed tears during the entire moment before...the darker side was soon taking over. The girl opened her eyes which were blank white that unleashed a glow while dark beams shot off around the crown; and from the arm turned pink for skin while removing the sleeve to replace with...a claw of a Demon. From the waist down to the boots, the same pink skin for the legs, but the black boots was styled with a 'flame' style. Everyone who saw Sunset Shimmer cringe her face, as most of her body was changing, even her outfit while the crown glowed with darkness that was overcoming. The girl held herself from feeling pain with eyes shut, darkness enshrouded Sunset Shimmer to the point that looked like...something dark was about to be born.

Then from an implosive force of magical power, did everything suddenly reveal something...shocking! Sunset Shimmer has changed, but she was looking between a human form, but had the tail of a pony, but more features showed bat-like wings to that of her face being pink skin, pointy ears, black inside eyes with her emerald eye color, but her hair was like all pointed up like it was on fire. Her outfit was like a flame--style dress of black around her waist and flaming orange and yellow to her chest and under near her legs, and from behind was a flaming tail; But most of all, the crown for the Element of Magic warped a bit to look like a golden tiara with only the star above remaining the same.

"What’s going on," A girl yells out in concern.

"Ack; Zis isn't part of ze show!" Photo Finish calls out as she and the students saw what's going on.

"Nnope," Big Macintosh exclaims, getting worried and scared.

Once the effect of what transpired was over, did Sunset Shimmer look at herself to see what she become.

"Ahh-Hahahah-Huhuhuhh-Haaah," Sunset Shimmer unleashed a demonic cackle in marveling at her demonic form shape, her skin, her clothing, not bothered by it at all.

During the moment, Pinkie Pie, Rarity and Fluttershy let off a gasp/squeal in seeing what has become of the girl, even Rainbow Dash and Applejack were stunned by this. Even Spike, Phobos, the CMC and Nyx seemed surprised and worried. Twilight, Flash, Golden Heart, Pinkamena and Ben only seem to make stern faces at what has happened now.

Now Sunset Shimmer held up her demonic hand to touch her demonic bat-like wings, tingling her demonic claws with a wickedly sneaky grin from exposing her fang-like teeth. And soon, the Demonic Sunset Shimmer started to cast a spell, a SPELL, in this world from the crown with her hands, all of which were dark magical glows. From the spheres she created, fired a blue mix black spiral wave of darken energy downwards. And it was going for...Snips, Snails, Boxco & Dum Dum.

"Oh no," The CMC members gasps in a panic.

"Great, not good," Pinkamena exclaims in worry.

The minions of Sunset's gang were enshrouded with 'Dark' magical energy that covered their being, they all yelped before the show was over. From out of the shrouded spheres came the four sparkling a bit, but they appeared....similarly demonic like Sunset Shimmer. They all had spiky flame hair & black pants, but the skin colors, including the hair, wings, and bottom boots were different with two colors each. Snails color was orange & tan, Snips's color was dark blue & light blue, Dum Dum's color was purple and dark red & Boxco's color was brown and dark green, and the only thing they all had were red eyes. When the minions stood up, and check out their appearance, they smirked wickedly at their demonic forms and smiling fang teeth.

"This is gonna be 'so' cool!" Demonic Snips grip his claws in proudly seeing how awesome things are gonna get now.

And the minions’ eyes were staring at the hero gang, seeing a difference than before. The girls turned around to almost yelp on seeing these guys have demonic appearance now as a worried Applejack & Pinkie Pie moved backwards with caution, Rainbow Dash held up her fist to planning to defend herself. The new demonic minions were cornering the girls to the point Applejack fell on her bottom from not being careful while Rarity & Fluttershy stared like deer in headlights.

"Great, as if those guys wouldn't be more stupid enough." Phobos groans out in concern.

Twilight saw that action happening behind, and glared up with her gritted teeth, Sunset Shimmer's evil must be stopped.

"So this is the power from the crown? It changed all of you, even my own minions into demonic creatures?" Boris responded shocked, he never would have guess, this is what happened if Sunset Shimmer obtain the crown to use in her plot.

"Like it, Boris?" Soon the eyes shifted up towards Sunset Shimmer when Boris turned to look up at her, "Because from your loyal service, you shall have some too!" Then without warning, the new villain unleashed a powerful wave of darkness towards Boris.

"Gaaaaughhh," Boris screamed out from being enshrouded by darkness, as he too began to change? Like the others, he had spiky flame hair & black pants, bright red & darker red coloring from his skin, wings, boots & hair. But something else was done with a major difference, Boris's red eyes saw that he was more bulkier, more bigger like three times his original height, his hair was more actively alive & had a flaming tail that was lively just like Sunset Shimmer. And he held a demonic looking rifle-blade that was darkened gray that almost represent the cold emptiness of a soul. "Whurhuhuhuhh-hahahah-haahh...." Boris smiled with his fang-teeth while holding the new weapon, and unleashed a cackle sounding deeper, more darker, almost devilish. "I...am...reborn, I AM....BORIS THE RED DEVIL!" As he hollered up into the clouded skies, sounds of thunder & flashy lightning could almost be seen.

"This...seems familiar." Spike spoke with worry in seeing what's happened to Boris now.

"Great, just like back home, this jerk becomes a devil, only more demonic." Ben sighs with grief, when last time the gang in Equestria saw Boris turned into a devilish-form was during the Demon Pony adventure, now even here is this world almost similar to the pony's world or what.

While the gang had problems, Twilight's focus was soon averted towards some panicky voices coming from somewhere; the school. The school's students were coming out to see what was going on and soon saw what they wish that they themselves haven't seen. As for the one in the sky turned around, Sunset Shimmer's demonic face stared down with evil & her crown glowing from more dark magic at the noise of the students.

"I don't like that look!" One of the male students exclaims in worry.

"Run away!" A girl student exclaims in fright.

Sensing danger, the students retreated back inside to close the glass doors, hoping to keep out the danger. But they did not know of what new threat had entered their neck of the woods. And soon, Sunset Shimmer flew her shadow over the doors that separated the teens from the demonic creatures outside.

"I had to jump through so many hoops tonight. Just to get my hands on this crown." The Demonic Sunset Shimmer spoke off from flapping her wings to land outside the school while Boris & the other demonic-shape forms of the duo's gang came around the demon mistress that held her hands to grasp in what she wanted. "And it really should've been mine 'all' along!" The other students stared from the glass with worried and concerns, being more fearful of Sunset Shimmer than ever before.

"And for those of you that thought you could get away with calling me Boris the Animal will answer to the DEVIL!" Boris responded off to say with mix anger with a loud 'booming' roar that shook the area on that last thing he said that spooked the students to quiver.

"Grrr...." Sunset & Boris in feeling their rage beginning to grow from all that has happen and done to be here now. And just then, instead of letting loose their tempers, both Demonic Demons of Sunset Shimmer & Boris actually showed off...a smile of some...remorse.

"But let's let bygones be bygones." Sunset held off her open hands to issue that instead of holding a grudge against the students or about what she's done to them, they should just let it all be and not let it drag them down. "I...am your Princess now!" She clasps her hands together to happily issue who 'she' is while the crown glowed with more dark magic. "And you will be loyal..."Sunset Shimmer held up her right hand open that glowed with magical energy, a bat came out of it while she expressed this slight point on what will happen," To me!" Then from a grip of her fist & from the forceful tone of what she'll want, the Demonic Sunset magically covered the outside wall to crumble.

Then with a swing of her wrist did the new Demonic villain throw the large rubble away, leaving a large hole and exposed students to face the Demonic version of Sunset Shimmer and her forces. The students screamed in fear to run away as Sunset Shimmer flew up and into the building to held up her hands to frighten them all. As she looked around to see the students cowering and fleeing, did her crown admit a darken emerald glow while her eyes became blank, almost Demonic as she is to terrify anyone. Soon Sunset held her hands to her forehead, eyes shut, but open them again to reveal, swirling eyes from her lashing dark eyelashes. Something was about to be cast from her now, but what...

And as the students tried to flee, white rings hovered over their heads, stopping the running beings before the rings turn dark to vanish in fusing in their noggins. Then the students turn around, glowing blank eyes, making groan moan sounds, almost acting like zombies. All of the students were under a dark spell as Sunset Shimmer stared in awe at her latest work in turning the students into her slaves, amazing. Soon Boris and their minions of the Demonic forms of Snips, Snails, Boxco & Dum Dum all awaited what their mistress wishes now.

"You four, round them up and bring them to the portal." Sunset pointed to the minions in issuing her order for the entire students to be brought along which Snips, Snails, Boxco & Dum Dum saluted to the mistress before rushing off to do their task. "Boris...try out your power I've granted you, and...weapon them up." She made a sly smirk in wanting Boris to show some of his stuff now with the students like she did.

"With pleasure, huhuhhu-hahahah," Boris responded with an evil cackle as he held up his hands to unleash dark energy waves of magic, equipping the students with weaponry. From guns, missile launchers, sniper rifles, swords, maces, axes, latest machinery of this world; And even outside appeared much horrifying demonic versions of military vehicles to look like an invasion force.

Soon as Sunset Shimmer was approaching to leave out of the building, she was soon met with...the obstacle of Twilight Sparkle that appeared. From behind her, Ben, Flash, Golden Heart, and Pinkamena were the other Mane Five's human lookalikes while Phobos & Spike seem to keep away from what happens next with Nyx and the CMC being watched over them and vice-versa, this was about to get seriously bad. Lorcan prepares to jump in if need be.

"Spoiler alert!" Sunset Shimmer tilted her head in a humorist manner in seeing who has come to try to stop & ruin her fun now. "I was bluffing when I said I was going to destroy the portal." She waved off her left hand to grasp it from explaining to Twilight & the gang about what she was gonna do earlier. "I don't wanna rule this pathetic little high school!" She laughs off to wave above the building, stating this was not a world she wanted to rule. "I want Equestria!" She leans down to grasp her fist in exclaiming from her dark thirst to conquer her own world. "And with my own little teenage army behind me, I'm going to get it!" She waved behind her, showing that hers and Boris's minions gather up all the mind-controlled students that held weapons are at the demonic villain's command. With so many students and equipped to fight without a thought t object, they are the perfect pawn soldiers for Sunset Shimmer's army. "But, you and your friends have figure it out, haven't you?"

"Yes. But we will not let you or Superior win!" Twilight said in determination.

"Oh, please! What exactly do you think you're going to do to stop me? I have magic and you have nothing! Now, let's see. What I need to do next? Aw yes, Flash Sentry, you will pay for betraying me! But I'll spare you. In return, you will be my faithful servant forever!"

Sunset used her hypnotizing spell and fire at Flash Sentry. But Ben push him aside before it hits Flash. The boy got hit instead and had been hypnotized. Everyone was in shock, especially Twilight and Nyx.

Twilight and Nyx screams out in fright, "Noooooooooo!"

Sunset smirked in amusement as she said, "This is even better than I thought. Yes! I could kill two birds with one stone. This is indeed great plan I ever create. Instead of me killing her, I would let her boyfriend do the dirty work. Ben, kill her!"

Ben Mare obey Sunset's power. Acting zombie-like, he turn and approach toward Twilight as the prince was about to kill his princess. She remain standing while looking at Ben, both horrified and terrified as Twilight cannot harm her loved one.

The Main Five tried to help but were pushed back by Dum-Dum's powers. Golden Heart, Pinkamena, Flash and the CMC try to help but were stopped by Boxco, causing Flash to defend the CMC from Boris's two stooges.

Unable to let Ben kill Twilight, Boris is about to attack but stopped by Sunset. The bully protest, "What gives! You'd said I would have her!"

"Give it a rest, Boris. This one is just a pony in Human skin while the real human Twilight is somewhere here." Sunset scoffs to Boris, pointing out that there is indeed another Twilight in this world. "I promise you that once we're done, I'll help you get her."

Boris huffed angrily, "You'd better."

Ben continue to approach Twilight. Nyx tried to stop her adopted father by pushing him back but he's too strong. Ben push Nyx away. The brainwashed hero is close to Twilight while she stands there and looking at him, both terrified and horrified.

Ben have approach her. He strangled Twilight high up. Nyx and everyone were shocked.

Nyx calls out to Ben, "Daddy! Don't!"

Sunset laughs sinisterly, "Yes! Kill her! Kill Twilight Sparkle! Make her suffer!"

Twilight sob while looking at Ben as he continued to strangle her, "......... Please. Don't do this. Wake up. Please, don't leave our people, our friends, our family. Don't leave Nyx. Don't leave me. Remember what is important. Please, Ben....... WAKE UP!!!"

Twilight's tear dripped through her face. One teardrop dropped from it. The teardrop itself enter into Ben's eyes.

Ben blinks a bit as he responds slowly, "Twi.......Twilight?"

Upon receiving the teardrop from Twilight, Ben's eyes became sparkling white than the blue swirling eyes; Both her voice and feelings, as well as the Elements of Wisdom and Courage, awakened Ben's Element of Power as it glowed in golden and brightly.

Sunset looks stunned as she yells out, "Impossible!"

Ben was covered in gold as his eyes return to his green ones. He looked at Twilight. He was shocked and realized that he's the one tried to kill his loved one. Ben put Twilight down. Everyone, even Sunset Shimmer was shocked to see Ben. He is freed from her powers. Feeling guilty and shocked in seeing his action, Ben became worried and terrified. Twilight hugged him.

Twilight says happily, "Ben! You're back!"

"But.......I tried........to kill you." Ben said in guilt and worry. He tried to kill Twilight and she accepted him back anyway?

"It wasn't you. It was Sunset. I know you'd never want to kill me because I love you as you love me."

Ben hugged back, saying with a sigh, "I know. I always do."

Sunset chuckled, "Aw love. I haven't felt that since the betrayal from two of my ex-boyfriends! Once I get rid of you, I can no longer be in pain and reminded of this pathetic memory."

Hearing that that got Ben mad, he let go of Twilight while snapping seriously to Sunset. "You think you can get away with this! You won't be able to conquer Equestria as easily as you think! We have our own defense and we can win without casualties to the teens here." He knows his world isn't as defenseless as Sunset Shimmer believes, there are plenty of brave fighters, the Machines of War, even the Dragons of Equestria, and win without harming the innocent bystanders.

"Hahahahahah, do you really think so?" Sunset Shimmer laughs off in finding this update funny for some reason. "I already know of what's gone on in Equestria from the beginning and learn about Twilight bringing the crown of the Element of Magic." She explained this out, much to anyone's shock that somehow, information was leaked to this world, but how? "And there's something else, not only has Twilight brought me the crown, but she's brought forth another power for me to take." The demonic villain grasps her left hand up in issuing to have another moment to obtain power, not just from the element she possesses.

"What?" Twilight yelped from hearing this, what could Sunset Shimmer mean, what…wait, another element besides the crown would be….the one in a living being; Ben Mare?

"And it's you, little Ben Mare! Ahh-hahahah," Sunset proclaimed the fact while using her dark magic from her left hand, to shoot a beam forth that ensnarled Ben Mare in a force-field. She may not have him as a slave anymore but the mad demon is determined to get his Triforce anyhow!

"Ben!/Daddy!" Twilight & Nyx cried out and before they could help free Ben, he was lifted up in the air near the villain encasing him.

"Nrugh…Let me out of here!" Ben struggled to break free from this magic dome, but his strength alone wouldn't cut it.

"Not a chance! Not only will I have the Element of Magic under my control, but your Triforce Element will be a nice bonus for my work." Sunset Shimmer responded to not let this prize slip her hands, she wants it all. "And once we reach Equestria, none will stop me!" She shall soon have more power than ever before and gain what should have been hers from the beginning.

"Sunset, don't you see…you're becoming like King Sombra!" Twilight suddenly spoke off to sternly issue what the girl has done to not only this world, but to herself as well. "You're losing yourself to the darkness that can destroy everyone back home, including you! You'll eventually be corrupted to be alone without anyone to care for you." The girl sees that if Sunset doesn't stop, she'll experience what became of King Sombra and that's something Twilight has always feared herself of becoming, but to see it happen to another is just as worst, even if the princess no longer fears of becoming the monster himself.

"Silence," Sunset Shimmer roared off with a loud boom tone in being upset. "You dare say I will fall! Ludicrous," She issued that what Twilight is suggesting is false at best. "You think I fear something you've feared since becoming an Alicorn princess, don't make me laugh!" Sunset remarked off the idea as being said that she was afraid to be like this, a Demon instead of a beautiful princess, hardly. "For all your struggles, how could Celestia believe you to be greater than me," She remotely stated that her old teacher made a mistake to believe Twilight Sparkle could be even better than her.

"Because Twilight has something else you don't have, Sunset Shimmer." Ben spoke from within his imprisonment that caught some attention. "And you know precisely what that power is." He can see from the Demonic expression from the girl that she knows what power Twilight Sparkle can still gain even now that Sunset never could.

"A prisoner like you shouldn't talk back!" Sunset Shimmer snapped off to increase the force field around Ben to shock him.

"Urrghh…" Ben struggled from the force, it wasn't so bad, but not so good either.

"Ben!" Twilight called out with worry in seeing what was happening to her love.

"Oh man, this is almost looking as bad when Lorcan started a war invasion & nearly succeeded!" Phobos grip his paws on his head in seeing how bad this is looking now.

"Do you have to bring that up now of all times?" Spike dryly issued from what the former Moon Dragon brought up was about his own brother.

"You believe I don't know of what moments have happened back home, just cause it's been three years hardly?" Sunset responded off in hearing the dogs say such things to which, she knows despite being here in this other world. "I know about Ben's Demon past, I know of the war about Tadaka's army from his first born Dragon son, I even know about the Three Tribes rulers' return to start another conflict." She spoke of knowing very much, about all the things that happened in Equestria even while being absent. "There was one pony that truly understood me, known all along that I was right to be princess, and it was 'he' who's told me about my chance to acquire the crown from Twilight Sparkle!" Sunset explained something that was truly something that was shocking for the gang to hear and learn about.

"Who; who told you?" Twilight asked off in suddenly wanting to know, who was the pony from their world that helped Sunset Shimmer? She already had a good guess of 'who', it must have been the one calling himself; the Superior!

"Hehuhuh-hahahah….a creature with a fear reputation to be on near compression to even the great & powerful creature sealed within Tartarus: The Overlord King, Grimmore." Sunset Shimmer spoke off from a cackle in bringing up the subject of a high scale level, much to the shock of any resident of Equestria to imagine what the villain here was addressing about. "The one I speak of was once responsible from what happened during a great conflict centuries ago with Discord's involvement. Yes, it's through him that I'll finally be a part of the bigger picture with those that understand my position! And we shall RULE!" Sunset declared off that once she returns, the Apocalypse Ponies will have her as a member; she'll have her own group. "And with the Triforce in hand, nothing will stop such fruition from coming true!" Now with everything, she'll only need to get by the gateway to return and have everything she wants.

Twilight was about to rush over to rescue her love still held by Sunset Shimmer, or was about to anyway. But then Boris's new form stomp before the girl, blocking Twilight from going a step further.

"Out of the way, Boris," Twilight snapped in wanting this jerk of a bully to step aside.

"Forget it, Ben Mare is done for! Now you shall gain a prize worthy of your stature!" Boris declared off that as of now, he'll have Twilight while Ben Mare is taken away.

"She never liked you, you big meanie! My daddy's twice the man than you are and you're not even a man!" Nyx protest out to remark that Boris will never have her adoptive mother cause her daddy is more of a man than the jerk is from being a Demon instead.

"Insolent brat," Boris shouted off to aim and fired off a warning shot to which Nyx dodged from the Demonic rifle that the guy held. "How dare you say I'm a lesser being, when I have power & that filthy Earth runt can't stand up to my might!" Boris declared off that he has obtain something more than Ben Mare ever can, why should Twilight go to someone that he judges unworthy?

"A teenage Boris willing to kill...yeah, I can understand a grown up Boris, but a teenager Boris? Really," Spike asks in annoyance and disbelief. Even his brother who is hiding finds that out hard to believe.

"Leave her be! Can't you even see that Sunset Shimmer is using you for her own reasons? Just as she is being manipulated by whoever is controlling her." Twilight snapped off to protect her daughter from this enemy, even if she is powerless, she won't standby and do nothing about it.

"Nonsense; I control my fate, Boris, if you want her, then make it so she won't make me destroy her!" Sunset Shimmer snapped in anger from being lied about the Superior using her and orders Boris to 'take care' of Twilight so she can't stop her.

"With pleasure," Boris smirked with a sneaky grin; he'll make Twilight his…even if by force.

"Best you watch Ben Mare, your special pony will be tainted by your rival of this dimension, oh the irony!" Sunset Shimmer smiled in about to witness a scene where Boris takes away the thing Ben loves most of all.

"No…Nooooo!" Ben pounded his prison; he can't have Twilight get taken, not now, not ever.

"As spoken, what I want, Boris the Red Devil shall get!" Boris declared off from glowing a red aura to approach Twilight with something from his hair…going for the girl.

Twilight looked fearful, as did her friends, but from the new princess, she remembered seeing this like a deja vu. The Boris from Equestria tried to completely corrupt Twilight's soul, and almost did if not for Ben's interference during the Lorcan Warfare, but now…her love can't save her. Will this be the end before Twilight can help stop Sunset & Boris's evil plan from beginning?

"Hay Boris the Animal with the BAD Attitude," A Red-Neck voice hollered out that suddenly interrupted the scene happening.

"Daaaughhhh," Boris's concentration broke as he groans from hearing that name which also helped snap Twilight to her own senses that….'someone' was not out. "Whoever just called me that, will suffer my Wrath when I…" Boris turned around to threaten the being that dare called him the name he hates and would have acted if not for… "Splat," A sudden thing that was thrown and splattered all over Boris that was….a brown pie, "Pugh-pugh…what's this; Pie; Ugh…tastes like mud!" Boris yelped to wipe off the disgusting stuff, who dare would throw a mud pie at him?

"Plenty where dat came from," The same voice hollered again to make everyone turn to see someone standing up to the demonic villains. And would you believe it, it was Hobo Joe on top of the building, riding on some motorized motorcycle with a sup-up tennis ratchet machine that was in front of the bike's side-car.

"Hoboken Joe," Twilight, Ben, Nyx, Flash, Golden, even Spike & Phobos spoke the name of the one hero of the hour to show up, and boy, they were not expecting this save.

"Yeeeehhaaaahhh," Hobo Joe cheered off with a battle cry to drive the bike over the building through some ramp setup, and soar in the air. Crazy!

"Stop him! He'll ruin everything!" Sunset snapped at her followers to stop the fool that is trying to interfere.

"You heard her, get him you dolts!" Boris snapped from seeing his own Lackeys not responding quick enough.

"Right boss," Dum Dum & Boxco saluted before they, along with Snips & Snails, took to the skies to tackle the foolish hobo.

"This here's for the blackmailing, eat mud, punks!" Hobo Joe snapped off before firing off more mud pies from his kooky device that got them stooges.

"Gaaughh," The four minions yelped from being blinded with mud pies in their faces.

"Hehyaaahh; Eat mud pie," Phobos cheered from finding this the best show to see, villains eating pies made of mud.

"Splat," And then Hobo Joe fired off one pie that managed to hit the center evil; Sunset Shimmer. "Urraghhh," Sunset Shimmer groaned to use both her hands to wipe off the disgusting pie, but she cancels her force field holding Ben,

"Wooh!" Ben yelped from feeling himself about to fall since he was hovered above. "Gugh, hugh!" He yelped from a few moments falling, to land in the side car with Hobo Joe landing their ride on the ground. "Hobo Joe, when did you learn to drive like that?" Ben asked from never, EVER, seeing an old friend from his own world do a stunt like that.

"Told you I was a retired veteran, this here's nothing!" Hobo Joe issued off from driving the bike to head on towards Twilight's group….

"Bang; Boom," Suddenly, a shot destroyed the bike sending the passengers flying to skid across the pavement. The others gasped and saw who did it, Boris.

"That's far enough for you two!" Boris snapped off from having removed the pie to fire off his demonic rifle at the fools.

"Urrrgh, I should have just taken control of the Triforce Container like the others, so now…." Sunset Shimmer groaned before performing the same spell she did to the students. "You're mine!" And then from opening her eyes, she unleashed a magical ring to capture and enslave the mind of the Triforce wielder that can't defend against this once again. This time, the villainess has doubled the power to make sure that he won't break out of it again.

Soon everything went into slow motion, many could only stare in what horrors could be that if Sunset Shimmer controls Ben Mare again, he'll become an obedient mind-slave and this time for good. And soon the power of the Triforce will serve Sunset Shimmer and an anonymous outside group of villains to what's happening here. Ben shielded himself for the worst again, but then someone came and shoved the guy away before the control rings almost got the boy.

"Gugh…" Ben yelped with a cry from skidding across the ground, only to gaze up at what he and the others saw.

At this moment, poor Hobo Joe was in the spot where Ben Mare stood, and soon the mind-control rings hovered over the guy's mind just before vanishing inside. And from a groan that came with it, Hoboken Joe was shown with the same blank eye expression of a zombie like the other teens. Many of the other bystanders were horrified that a sacrifice was performed, but at a cost of someone else's freedom and it hurt those closest to knowing Hobo Joe.

"Hoboken Joe; Nooooo," Ben cried out to stand in horror, the man that helped him get over his problems from his childhood, and even now, was enslaved by mind-control by Sunset Shimmer.

"Ugh, I wanted to make a teen army, what am I to do with a useless old hobo?" Sunset Shimmer complained in seeing she missed her shot to manipulate to control Ben Mare, what is she to do now with having an old janitor hobo in her army to conquer Equestria?

"Let him serve as a punching bag or for target practice for his abusive interference." Boris exclaimed from glaring at the old fool, and was almost about to beat the mind control hobo when…

"He's not useless and you won't hurt him!" Ben's voice cut across for Boris to glare at his hated rival, the fool wants to defend another fool from protecting him. "I may not have the power like I should, but it's still deep inside me. Wisdom, Courage, Power, it's more than just their magic; it's what makes a person feel they can do something. So long as I have my own friends and family, you two won't get away with this." Ben issued about having to never give up, and he'll fight to the bitter end.

"You tell them daddy!" Nyx cheered for her father in standing up even against the odds.

"Yeah, the same goes for you too Twilight!" Spike called out to encourage Twilight to take up some of Ben's look on things.

"Yeah, if even a hobo can take on demons single handedly with a cool bike & a cooped up tennis gun to fire pies to free your love, you got just as much chance as the next!" Phobos also shouted out that if they thought all was lost, but if even one individual, be it hobo or otherwise, then even Twilight should see it clear as day.

"Ben…" Twilight spoke from staring at her love gazing with determination in his valiant eyes. "Hobo Joe…." She saw the mind-controlled hobo; he's gone and risk his own to help even the powerless & saved Ben at the cost of his own. "Nyx…Spike…Phobos…" Twilight turned to those that also came with her, absorbing the words of encouragement. "Everyone…" She looked around to all those that have stuck to help and are not losing hope, so why should she?

"You four, get back to your positions!" Sunset Shimmer snapped at the others to which Snips & Snails returned to their post while the demonic villain had the other two before her. "Dum Dum & Boxco, make sure to have Boris keep Ben station." She does not want to lose the Triforce container; his power must be theirs no matter what.

"Yes ma'am!" The minions saluted to go to where they are needed now.

"Tell me Sunset, you want his power, but does he have to be 'alive' for it?" Boris looked back at Sunset in wanting to know, does Ben have to be alive, or possibility…'otherwise', for a less struggle method.

"Either way will be fine, so long as his body can be brought back to have his power taken from within!" Sunset shrug off her shoulders to not caring how the deed is performed, so long as she brought Ben Mare to have his Triforce power taken out.

"Oh, I think I'll enjoy seeing you squirm to wanting to live or let me shoot you to end your pain. Either way is fine with me." Boris made a wicked expression in hoping to see either choice be made by the boy that has no way to defeat a demon as powerful as him.

"Hey, back off!" Spike snaps as he jumps in to defend Ben if need be. "I am not afraid to fight even if I am a dog."

"It's a shame you weren't trained to use a beam sword." Sunset taunts as she pulls out a black hilt with a button. "But I have!" The demon activates her beam sword; the color of the blade is yellow whilst the core is white.

"How can the core be white? It should be black!" Ben begins to say in shock and alarm.

"Wait, it's flickering blue...that means-" Nyx begins to say in worry. Even Spike is hesitating at this point.

"Well, now that the little, rebellious problem is settled, I can now begin to have complete control over Equestria!" Sunset Shimmer responded in seeing that from whatever actions happened, are under control now, "Time to continue my original plan by invading to rule Equestria, and not even the princesses themselves…will stop me!"

Twilight was horrified at first in what was already happened to the students & those she's come to care about and from what the situation has become. But then suddenly, she got a determine expression to replace over her fear. "No! You're not getting Equestria!" Twilight protest out in standing against Sunset Shimmer's plans to use these innocent human versions of ponies back home to have them conquer Equestria for someone like Sunset Shimmer's own selfish desires.

Just then, some force of wind was blowing near Twilight which made her be spooked a bit to see who was coming, but got her brave face on to not be scared.

"Oh please!" Sunset Shimmer flapped over near Twilight in speaking off the girl's absent thoughts of stopping her. "What exactly do you think you're going to do to stop me?" Sunset had her hands on her hips in challenging a remark to what Twilight can even do to keep her from doing what she wants. "As I said before, I have MAGIC!" Sunset lifted her left hand to tap herself as the crown glowed from more dark magic exposure. "And you...have NOTHING!" Sunset Shimmer floated near Twilight, crossed and waved off her arms while her hair ignited like live flames in pointing out...that she has the power & that no one can stop her now. As the glowing gem from the crown glowed ever more, the villain's hair slowly form back down from what she did to stare with an evil expression to not have Twilight stop Sunset this time, nothing will help stop the villain now.

"She has us!" Rainbow Dash spoke off from when she, Pinkie Pie, Applejack who picked up her hat, Rarity and Fluttershy surprisingly, all stood up together with serious determination. For they will not let their friend fall, they will stand tall or fall while never giving up on Twilight.

Twilight smiled from seeing behind her that she was not alone, she had the strength of her friends. Friends like the ones from Equestria, they are all the same, the Mane Six were what have helped Twilight overcome obstacles against other threats to their world, and they do it...together.

"Grrr...." The Demonic Sunset Shimmer looked from Twilight back at the others with a growl in seeing this 'touchy' scene. How was it that despite everything, despite being more powerful than all the rest & making the situation show there was no hope...how could such bound of hopeful light such as Friendship give such strength; it's nothing but nonsense. "You have everything, Twilight! Your colt friend, your family, your friends, your princess and your fame! I have nothing! No one cares for me except my leader. When I'm with him, he sees potential; he knows I can accomplish great things. When I get rid of you, I'll be at his right hoof side, sharing power over Equestria."

"Whoever your working for won't share power; He's using you, Sunset." Twilight said, trying to speak reason to Sunset. "You're a stooge. Get out of your fantasy, come back to reality!"

"Lies, Sparkle! One day, I'll overthrow my leader and take complete control over Equestria!"

"Very well, Sunset Shimmer, there's only one way to settle this."

"I was thinking the exact same thing!" Sunset snarls madly to Twilight.

Soon the girls ran up with determination with Twilight still smiling at having her friends besides her, just like back home this was.

"Whah-hahahah-haaahhh...." Soon the demonic laughter from Sunset Shimmer got even Twilight to look up with a serious face as she & the Main Five of her friends stood up together against the powerful demonic villain while Sunset blew more wind from her wings down at them. "Gee, the gang really is all back together again." Sunset Shimmer held out her arms to lightly issue how the Main Six have all join up like how it is from Equestria, despite keeping these friends apart. "Gwaugh-hahaha-huuugh...." She laughed so hard, a tear escape and she wiped it off, this was truly a marvel to find humorist that now Twilight has made the same friends here just like before to work together to stop all evil. "Now step aside!" Soon Sunset had her eyes glow emerald blank, her crown glowing with dark magic, and from her palms were darkness creating in the center of her separate hands; an orange sphere that was admitting inferno. "Twilight has tried to interfere with my plans ONE too many times already!" She snapped off in wanting to deal with Twilight now, Sunset will not have the girl ruin her chances after finally having it all. "She needs to be dealt with!" Soon the spell was completed as Sunset held a sphere of inferno that grew into a large size, preparing to throw it at one annoyance; Twilight Sparkle.

"Wait Sunset, you said she would be mine!" Boris spoke from hearing that last part, and protest about the agreement that Twilight would be his, not destroyed.

"Do I need to remind you again?! Sorry Boris, but this girl has GOT to go! And besides...she's from another world, you'll get your shot with this world's Twilight." Sunset Shimmer explained that she doesn't care, and for Boris to be reminded once more there is another; he'll have his chance again. "Now follow my orders and secure Ben, kill him if you want to satisfy your thirst! I want his Triforce Element, finish him, then finish his version in this world, and you shall HAVE...your prize!" She exclaimed from sounding more and more demonic that so long as they obtain victory & the next powerful element before them, nothing else matters.

"My prize...yezzziiizhh...." Boris slowly spoke; his eyes shimmered like fully letting the darkness guide him as he held up his dark demonic rifle at his prey.

"Grrrugh...." Ben groan to look for a way to fight against his foe and with Boxco & Dum Dum blocking his two ways out to being cornered by the wall; it'll be a miracle for him.

Soon Sunset Shimmer throws the attack heading for Twilight and the Main Five cover their friend to prepare for the worst. Then a bright flash of red enshrouded the entire area. No sooner had Boris fired his rifle off against Ben Mare as the guy stood his ground but held his right hand to his chest…almost grasping for something, but was covered in the explosion shot from the devil foe.

"Guahahahah-Hahahahaaah…" Sunset Shimmer was seen cackling with her arms cross, she's done it, and now…none can stand before her.

Nyx sobbed and cried, "MOM; DAD!"

Sunset laughed evilly. Nyx was about to run towards her parents but was stopped by Flash as he couldn't let his friends' daughter be harmed. The girl continued sobbing and cried as she hugged Flash Sentry. Nyx lost her family. Spike and Phobos whimper. The CMC cried and sobbed in seeing their sisters and suffocate sister killed.

Flash saw the sad faces on children as he clenched his fist tightly and his teeth bared fiercely. The boy glared at Sunset as he snaps, "Is this what you want? I hope you're happy! Happy to get anything you want because I'm not happy for what you did!"

Sunset was shocked while glancing at Flash as she remembers what her former colt-friend had said before her break up with him.

Flashback

Flash saw what Sunset did to the poor and innocent fillies, foals, elders and family when she used the magic on them. Angrily, the Pegasus snaps to her, "Is this what you want? I hope you're happy! Happy to get anything you want because I'm not happy for what you did!"

End Flashback

Boris & his minions smirked with pride, they've won, now nothing could stop them, nothing…

Or so it was seen to be…

"Haaugh," Suddenly, Sunset Shimmer stops laughing to gasp in surprise in midair… "What?" She yelped, as did Boris & his crew that saw where Sunset Shimmer attacked the Main Six….showed that they were coated in a pink magical barrier; protecting them.

Upon their nervous worries did the girls stop to notice that they were not harmed. They let off the hug to still hold their hands in a ring around Twilight still in position of what would have happened, but it never came. Soon Twilight began to notice that she and the other five friends are all glowing with magic. Applejack & Rarity held hands to notice this strange event, but smiled at the other. Fluttershy & Pinkie Pie held hands in smiling of what was going on was actually a good thing while Rainbow held Fluttershy & Rarity's hands around. Suddenly, Twilight's worries began to fade as she suddenly showed…a smile of rejoice!

"The magic contained in my element was able to unite with those that helped to create it." Twilight step forth to point out something to which Sunset Shimmer never anticipated as the demonic villain held the crown.

"So what….you still lose and it's still mine to use! And so will be the Triforce!" Sunset Shimmer protest to state that the crown is hers and so is Ben's Triforce; Twilight has lost both to her.

"I rethink that if I were you!" Ben's voice exclaimed off that subject about himself.

Soon from the smoke clouds where the others turn to see, something appeared from where Boris shot at his hated rival for Twilight; Ben Mare. Only something was different about him, his shirt with the Triforce symbol was glowing, and in his right hand he once held to that chest point was….a sword. But this was no ordinary sword, it was the Master Sword Ben has uncovered that he can summon, and now his body was glowing with golden magical energy.

"He's alive! It can't be!" Boris spoke off in protest in not believing this, how did Ben survive his blast?

"Bu-bu-but he is! He's standing over there!" Dum Dum nervously responded in seeing that Ben was alive.

"And he's glowing & holding a sword!" Boxco pointed out what Ben was showing & wielding that earn just as much attention.

"That…can't be! The Master Sword," Sunset Shimmer yelped in surprise in recognizing the very magical sword of legends with the Triforce. "But where…how could you have it and the Triforce…wait…the element has…" The girl suddenly realized the worst outcome, Ben has reawakened the Triforce element, but why, how did he obtain the skill to do so?

"Been awakened, exactly," Ben finished up that sentence in what Sunset was almost about to say. "The Master Sword is connected to my element; I had to only pull the sword that rest within me, to awaken it and the Triforce, now I got my own magic back." From that explanation, somehow, Ben had to first call the sword from himself, literally, and that allowed the Triforce power to be active again to aid Ben.

"No….you can't use magic here! The sword itself can't come with the Triforce unless…" Sunset Shimmer responded in shock, how could Ben regain his power in this world, just from having the sword brought forth unless….the two are connected. "The Hero of Legends that pulled it, and you wielding it could mean….a connection between the three Triforce Elements & the blade from the hero!" Sunset Shimmer studied such magic about the Triforce & the Master Sword and the Hero of Legends in-between the two could mean…Ben Mare is connected to them all; but how?

"Who knows, but you got your own problems now." Ben shrugs off to say that while he doesn't know much, the villain will have her own worries to deal with. "What Twilight said is true, the Magic Element united those you split apart that helped create it in the first place. Which means, it'll return the favor," The guy spoke with stating a fact that confused Sunset, what did Ben mean by what Twilight said?

Suddenly without warning, the crown on Sunset Shimmer was glowing from the jewel center, but not of darkness...but of light! This confused Sunset Shimmer as she saw the crown let off a gently pink wave of magical energy. That magic was slowly beginning to head down towards Twilight's group, enshrouding them in the brightest light that levitated them up off the ground. Then from an implosive wave of bright magic, something began to happen…

Soon the girls begin to transformed: a familiar three apples symbol goes by Applejack as pony ears grow in place of her regular ears. The girl grins as a pony tail comes out of her behind. As a green flash goes around her, Applejack did a pose as Twilight is heard saying, "Honesty!"

Butterflies flew upward. Fluttershy look surprised as she got pony ears of her own then the girl notices Pegasus wings growing out of her back with a tail coming out of her behind. As a pink flash appears, Fluttershy pose as Twilight's voice now say, "Kindness!"

As balloons appears, Pinkie saw pony ears coming out of her head and a familiar bouncy pink tail coming out of own behind, making her grin silly as she stares at it while looking upside down. Pinkie now did a cartwheel, stopping for a flash and a pose. Twilight's voice adds, "Laughter!"

As diamonds flew by, Rarity smiles as pony ears came out of her own head. Her hair begins to become curly like her pony self and a curly purple pony tail is coming out of her behind. The girl spins around and pose in a flash as Twilight's voice adds, "Generosity!"

Rainbows appear as Rainbow herself grew pony hairs, Pegasus wings from her back and a rainbow like tail from her behind. She did some kicking and pose in a flash with Twilight's voice yelling, "Loyalty!" The girl grins as she zooms off just like her pony self.

Now Twilight appears, smiling as she said, "Magic!" Pony ears came out of her head, her alicorn wings came out of her back again with a familiar tail.

Ben grins as he grew pony ears of his own, along with a pony like tail. Nyx giggles as her pony ears, horn and wings appears, the two looks like pony hybrids along with the Main Six!

Once the girls were transformed, they stood out from within the shining light with Twilight in the center and receiving the magic from the Magic Element. From left was Fluttershy, Pinkie Pie, Rarity, Twilight, Rainbow Dash & Applejack, all have transformed from the element, but unlike what became with Sunset Shimmer, it was not darkness, but light.

"Together with the crown, they created a power beyond anything you can imagine." Twilight explained from within the field of all the elements used together and what they can create. "But it is a power that you don't have, or don't even have control." As Twilight was explaining, Sunset Shimmer was trying to pull away, trying to resist that the crown was helping her enemies.

The demonic villain screeched and held her head in pain, what was wrong here, she should be winning, she won, she had it all, yet why…WHY was this HAPPENING? She glared at Twilight, the one doing all this, how could the events change by such a power she can't control, why…?

"The crown maybe upon your head, Sunset Shimmer," Twilight issued off to state how her element maybe on Sunset's head & has given the enemy power, but… "But you cannot wield it." She shook her head in stating the fact that Sunset Shimmer cannot wield the power of Magic from the element. "Because you do not possess the most powerful magic of all," As Twilight issued this off, she held up her arms in about to say the very potent power of all and that is why the villain shall lose, "The Magic of Friendship!" As Twilight issued this, she grasp her friends’ hands nearby, announcing the power to beat all odds was the power of friendship in making friends.

Once the magical wave entered Twilight's field, soon the transformed Main Six humans position themselves to form…a heart. Twilight at the bottom, Rarity & Rainbow Dash on left to right, Pinkie Pie, Fluttershy & Applejack on the left, middle and right spots to create a human heart form. And from there, a strong magical force began to charge around them.

"Here's a little something from me, Twilight!" Ben Mare responded to fire from his own glowing Triforce mark to empower Twilight's group with his own element, just like from before with Tirek's return.

Then a powerful light burst from the heart that was spiraling around up towards the sky to stop in the center…. Soon from the cloud center shot off what was the Elements Of Harmony's rainbow, the once known Rainbow Of Light of long ago again.

"Naaugh-Naaugh," Sunset Shimmer held up her arms in seeing the rainbow was heading directly towards her and shut her eyes, "Daugh-Aaahhh!" The demonic girl yelped as the rainbow shoot around her floor space in the air and began to spiral upwards around the yelping terrified Sunset Shimmer, "What…Is…HAPPENING!?" Sunset Shimmer cried out from looking worried as the rainbow completely covered her from bottom to top, this couldn't be happening to her, but it was!

"Uh boss, maybe we should run." Dum Dum responded nervous to seeing things are turning for them.

"Yeah, our ducks are burned!" Boxco yelped off in seeing the girls are beating Sunset and they'll be next.

"That's gooses are cooked! And I'm not afraid of someone wielding a sword, ram him!" Boris snapped to get his goons under control and soon had them take to the skies to charge right for Ben Mare. If the villains are going down, Boris will take Ben down before then.

"Looks like you never learn." Ben spoke from gripping his sword, positioning himself while the weapon was charging for a few seconds, "Sword Beam!" The guy roared out from performing a move from slashing his sword outwards, unleashing a crescent beam wave similar to a sword, "KAPOW!" And it imploded on contact against Boris's gang, blasting them backwards while reducing Boris's demonic rifle to dust.

"Gaaaughhhaaaaaaaahhh," Boris and his stooges soon were send straight into the rainbow that swallowed Sunset Shimmer and what happens to them will come out from the after results.

The rainbow continued to grow in a tornado form until it reach its limit and then fired off bright flashes of white & the other seven colors like fireworks in the night sky.

"Here and in Equestria…" Twilight was seen explaining something about this world and their own pony world. "It is the only magic that can truly unite us all." Twilight held her hands to her chest, eyes brightly glowing white to state that with friendship & it's power can unite all creatures.

Then without another warning, another burst of white like escaped from the Main Six's area to redirect the rainbow shooting in the skies towards the school. The rainbow beam tapped against Flash Sentry's forehead, making him yelp though he isn't brainwashed. But then from him, four shots of the rainbow hit four other students in the school, and so on, and so on. It wasn't long until Flash Sentry noticed & saw the other students that they were free from their enslaved control of Sunset Shimmer.

Even Hoboken Joe outside got a taste of the rainbow that passes through his head that freed himself. "Hugh? Wha I miss?" Hobo Joe asked off in not remembering anything before pushing Ben out of harm's way.

At the moment, Snips & Snails floated with worry in the center before the rainbow beams shot against the demonic teens. And soon was making them spiral off in a similar rainbow tornado like Sunset Shimmer.

Then from a wave from Twilight's arms, a mighty glow brighten from her and her friends that completely covered all areas.

By the time it was done, did much of the students come near the destroyed entry to see above…a clear night sky filled with stars and the full moon. And just by the pony statue, the Main Six, still in their pony-hybrid transformations, slowly began to push themselves up from being on the ground. But Twilight was shown the most late in showing any activeness of begin awake.

"Twilight; Honey, you okay," Ben ask as he and Nyx stood near Twilight. Spike and Phobos licks the girl, making her giggle as she hugs them both.

"You did it, mom!" Nyx giggles happily and with a smile. Twilight's friends, even the CMC, Pinkamena and Golden Heart came over with grins.

"You did it, you won!" Sweetie giggles happily.

"Yeah, you whooped her good!" Scootaloo exclaims in agreement.

During the moment of this touching moment, Twilight's friends gathered, but stop to notice something surprising. And soon Twilight noticed it as did Spike, Nyx, Phobos, and even Ben.

A few feet away, there was a crater in the ground that was very deep with black smoke escaping it. The power of the elements most have done that to Sunset Shimmer who was the main focus from the rainbow defeating her from the combined power of friendship.

At this moment, Twilight began to wonder, and soon stood up with a curious expression. As we see Twilight's shadow moving across the ground's pavement towards the crater the heroes made, there, at the bottom, completely defeated was Sunset Shimmer. Only now, from the smoke escaping off her body, it was not of her demonic form, but rather the form of her human appearance in this world. She looked like a mess on her knees and arms pushing her front up; it was her utter loss.

"You will never rule Equestria!" Twilight sternly spoke with a noble authority about what this foe tried to do in her own selfish goal to gain. "Any power you held in this world is GONE!" Twilight continued to explain while the hybrid forms of her and the Main Six stood to stare down at Sunset. "Tonight…you showed everyone who you REALLY are." The girl waved her left hand to show from those coming around the crater were Flash Sentry, Pinkamena, Golden Heart, Sweetie Belle, Scootaloo & Apple Bloom in staring down at Sunset Shimmer with looks in their eyes…as if seeing the girl as someone else. "You've shown them what is in your heart." Twilight tough, but firm tone in telling this to Sunset as those that continue to gather, only saw what kinda person, what kinda being Sunset Shimmer really is…deep inside her own being.

From below in the crater, sounds of…crying was heard. And soon Sunset Shimmer's face rose, looking like a mess, messy hair, and her eyes…full of sorrow with tears leaking from them. "I…I'm sorry." The first thing spoken that sounded of a sincere response from the girl that was now traumatized & repentant. "I'm so sorry!" Sunset cried out from where all saw her in the crater, hearing her apology while she sounded sad with a mix of remorse. "I didn't know there was another way!" Sunset looked around in saying that for her, she never knew there was another way…another way that was different than the evil that she has done to rule this world.

As those that stared down at Sunset Shimmer's traumatized state, those like Applejack, Rarity & Rainbow Dash, who the latter was flapping her wings, held stern expressions to the fallen foe. But those like Pinkie Pie, Fluttershy, and even Twilight showed a form of sorrow for Sunset Shimmer. But each expression was meant for different things, but the question was for how they would be for Sunset in her state.

"The magic of friendship doesn't just exist in Equestria." Twilight shrug off her shoulders to shake her head about the fact, that friendship that is magic by the ponies knowledge isn't just in Equestria its self. "It's everywhere." Twilight turned around to express a smile to those that she cares about as her friends while Sunset Shimmer is seen trying to hide her crying self of shame.

From the view, we see the other Main Five get together with Pinkie Pie popping out and hugging Rainbow Dash, Rarity and Fluttershy together while Applejack stood further to the right, but smiled.

"You can seek it out!" Twilight exclaimed from how friendship works from her friends, they each had different expressions, but they all are happy to be together. Even Twilight was smiling in having to uncover friendship and be around her friends here. "Or you can forever be alone." Twilight's expression became sorrow of a serious matter that if Sunset doesn't seek friendship, she'll always be left alone with no one to be there for her. "The choice is yours." She looked with her eyes to the crater; shut them in awaiting the judgment of what Sunset shall choose…follow the path to make & be good friends or be cruel & alone….one decision…is all it takes.

Soon Sunset Shimmer was seen struggling to bring herself up to the edge of the crater. She was still crying while looking completely different from before, no longer evil, the effects from the Rainbow from the Elements have clearly remove the evil darkness. Twilight could notice Sunset Shimmer's position from what has happened; it was just like with Nightmare Moon that return Luna back to her good self. Now a beaten, powerless Sunset was on the ground, looking like she could never be a threat again, but the choice of what she'll do…is up to her, not the heroes.

"But all I've ever done since being here is…" Sunset Shimmer looked up to Twilight with her teary eyes in expressing what she's been doing since being in this world. "Drive everyone apart!" The girl scrunched her eyes in admitting that the worst choice she's done to become what she was. "Even enforce Boris to expand my rule without caring for him or the ones in my gang." She gasp her hand to her mouth in seeing the horrors she has done without being kind, nothing but separate friends to keep to their own kind and never mingle and to keep it that way. "I don't know the first thing about friendship!" Sunset Shimmer looked up to Twilight in truthfully admitting that she, from her tears, knows many things from Celestia, but the one true thing she never understood…was how to make friends. She shut her eyes, admitted her shame & guilt, Sunset can't make friends because she never knew how, and that's why the former unicorn has decided to push others way to keep other people from being or having friends with her. She was just awful, it was even why the Superior of the Apocalypse Ponies offered her a chance to be a part of a group so she never be alone without friends, but now it would make sense that after this…she'll never have those to be 'true' friends.

Suddenly, within the girl's remorsing repentant of traumatized agony, a single hand was extended to her and grip Sunset's left hand. She opened her eyes in surprise, someone was actually 'helping' her, but 'who', and 'why', she has no one now. No one should even help her, they would just wanna leave the girl, so who was? From her wet watery eyes, Sunset Shimmer looked up to see the hand that wanted to help her up was…the very pony that she toyed, taunted, tried to humiliate & do horrible things to her; Twilight Sparkle. As she lifted Sunset up, the latter was up to her feet and out of the crater, but why would her enemy help? Sunset was lost & confused to see this happened and from Twilight's smile, she had something in mind.

"I bet they can teach you." Twilight turned to wave motion her left hand to let Sunset Shimmer know, that her friends, the Mane Five of this world, can teach her about friendship. Sunset looked up in almost about to burst into more tears, Applejack, Pinkie Pie, Rainbow Dash, Rarity & Fluttershy stood by with proud faces (well Rarity's was more 'yes, sure, why not' kinda thing, but close). Sunset comb her messy hair back, was Twilight saying that her friends can teach her how to understand friendship and even….have friends? The girl was so awe-spark that she was left speechless, Twilight Sparkle was willing to help Sunset despite everything, to let bygones be bygones, she was…she was…being an honest to good friend to help a hopeless cause like Sunset, make friends.

"Those are my girls! Whoo-hoo," Spike cheered off with a happy expression before standing up to clap his paws.

"Yep, it's the whole Discord going from bad to good, all over again!" Phobos nods to stand up on two paws to proudly declare what is happening here, happened before back home with another former villain.

Course this action did earn some attention from the other students.

"Did that dog & the other dog just talk?" A student with a drum mark on his shirt asked off stump in seeing Spike & Phobos talk now, "Wooh, weird!" The human pony version Dude responded in seeing this was a weird thing to notice.

"Seriously," Spike was stumped to wave up a paw at the guy for saying that just now. "A talking dog is a weird thing about all this?" He shook his head in not believing this, after everything that happened here, talking dogs earn a bigger attention grabber?

"Seriously, and if you're wanting to call the media to get us on reality TV, don't." Phobos responded off in making his own claim statement about this moment here.

Rarity and Nyx picks up the dogs, the purple haired girl giggles while petting Spike, "I, for one, think you're adorable."

"Oh, yeah." Spike said with an eager look on his face though Phobos just roll his eyes at this.

Ben soon saw around some dumpsters that Boris, Dum Dum, and Boxco had also return to their human forms and were un-demonic looking. Course, now they were tired, beaten, and Dum Dum & Boxco were lying across in a dumpster while Boris lied on the ground. As the jerk struggled to get himself up, he soon saw that he stood up near the still powerful looking Ben Mare. Now it was Boris's turn to be afraid that the guy he proclaimed to be weaker than him and tougher than all others Ben was now in the full control of the situation here.

"You think you can make me give up my prize, I'll show you what I can do!" Boris growled underneath his breath to search and grab a nearby pipe as his arsenal. "Hruuuagh..." The bully gets up to prepare to attack Ben when his guard was low, "Ker-Chop!" Or so it would have happened if something didn't stun Boris's movements. "Uaguh...ugh..." He made a tiny yelp cry before dropping the pipe, and dropping to his knees and on the rest of his front to the ground.

Ben Mare saw who helped him out as if it was his good buddy Flash Sentry performing some karate-chop over the fallen jerk's neck.

"Flash, glad to see you join in," Ben smiled in being happy to see his best bud, even in this world, also was watching out for him.

"Sorry, mind control...well, okay, just trying to get through the zombies anyway; But at least it's better late than never to help a pal!" Flash Sentry shrug off his shoulder in responding about being late until after the magical outcome with Sunset was settle to give a hand now, but it counted in stopping Boris from trying to hurt Ben, so that'll count.

"Urragh..." Boris was seen groaning from that hit, looking a bit dazed, he'll pull through, but what be the point now?

"Get up." Ben orders as he forces Boris to his feet, much to the bully's frighten state now.

"Benny boy; Ugh…you wouldn't harm a fellow student that's weaken & defenseless from your mighty power, would you?" Boris asked off in trying to ask that seeing Ben as more of a nice guy would never resort to hitting a man when he's down, would he?

"Unlike you Boris, I don't abuse my strength of wielding the Triforce to bully weaklings." Ben Mare spoke with a stern expression that he's not like what Boris was, abusing his full might to frighten the weak to rule, he's no jerk.

"Oh…thanks." Boris sighed with much relief, Ben isn't gonna harm him, "PUNCH!" Or maybe we spoke a little too soon about that, "Gaaugh!" Boris was sent to smack against the dumpsters near his two stooge minions, after we see Ben gave a good old left hook hit against Boris's face.

"But using just good old physical strength without any magical boost, that's different," Ben Mare smiled to rub his knuckles that while he promised not to hurt Boris with the Triforce in use, he could still use the strength he always had. And that was to clearly knock some sense into the jerk into next week.

"Hehe, nice left-hook Ben; You gone and done this old man proud in standing up," Hobo Joe came to approach Ben to pat the guy on the back for seeing him take a stand against these bullies.

"What can I say; he had it coming a long time!" Ben shrug off his shoulders that for him, he's been wanting to duke Boris for a long time.

"Boris!" Trixie exclaims as she came over to cuddle and help the injured Boris. "Let the Great and Lovable Trixie help you!”

"Okay, now that scene I can do without."

As Twilight smiled in seeing Rarity & Nyx cuddle the Dragons turned into dogs, and from what Ben Mare did around Boris now was just too funny, even if she tried to hold in her giggles with a hand over her mouth.

"I believe this belongs to you." Celestia said with a smile as she picks up Twilight's crown that fell off her head, making her gasp but smile a bit. "A true princess in any world leads not by forcing others to bow before her, but by inspiring others to stand with her." Twilight smiles as she kneels down the human form of her belovable teacher who is the mother of her beloved Ben. "We have all seen that you are capable of just that. I hope you see it too, Princess Twilight."

"I do." Twilight said as the crowd cheers wildly for the new Princess of the Fall Formal.

From the cheering from the students when Celestia & Twilight stood up, did the young girl yelp from this but smiled from seeing that they all were so happy and proud that Twilight Sparkle has become the princess and from showing them in what a true princess can be. Everyone was so happy, from the Main Five, to Nyx, to Spike, to Phobos, and even Ben Mare smiled in seeing his love in a way. From afar, others watched in secret, from Pinkamena, Golden Heart, and even hidden in the shadows, Lorcan saw it all. And even the defeated Sunset Shimmer, though she was still sadden from what she was done, somewhere, maybe inside herself, she felt…true relief, that this happened; was it from the rainbow from the elements, or just a loss of dark evil controlling her. It all looked like nothing could spoil or ruin this moment….there was time before the 3rd moon would be the limit for Twilight's group to go home or remain. All was...

"This moment, shall stay as it is…" A deep voice spoke within the air above the skies, almost answering off what has happened will stay where it is.

Then without another second afterwards, something happened out of the blue. First, a magical wave escaped from the horse statue that spread across the entire area…turning it gray. And this colorization was spreading to its quickest of lightning fast speed to cover the ground, the sky, the school, the damages, and even….the student and staff members. Once more, something was a mist when it looked like everything, and we mean….EVERYTHING…was frozen in place, no animal was moving, no smoke was lifting from the crater spot, and even the people stood 'perfectly' still, like living statues. But what was even more unbelievable was that while the school, maybe this entire world, was frozen in some stasis, the only things sticking out were those in color matter. Yes, Twilight, the Main Five, Ben Mare, Nyx, Spike, Phobos, and to another surprise, Sunset Shimmer. Though unknown, was Lorcan's situation where he remains perfectly colorful even while under his hood, noticing something off here.

"This spell, it couldn't be…a Time Freeze Spell, but on an entire world molecular level." Lorcan whispered from sensing what is happening here and it won't look good from whatever comes from it.

"Hay Twilight, why's everything turning gray, black & white," Pinkie Pie asked off in not understanding the change in scenery, for that matter, the color.

"I…I don't know." Twilight shook her head in not knowing what was going on either. "This almost reminds me of when Discord tried to pull something, but…nothing liked this!" The girl remembered that the Spirit of Chaos, Discord, turned her friends into opposites of who they were when their colors were turn gray, but this was different in a whole new way.

"Oh my, everyone else looks frozen stiff!" Fluttershy spoke from looking around; all the students & staff members of the school are stuck in frozen states.

"Even my best friends," Nyx spoke from seeing Apple Bloom, Sweetie Belle, and Scootaloo not moving while she was.

"Our sisters," Applejack & Rarity cried out to approach their respected sister, checking for whatever is wrong.

"Scoots," Rainbow Dash flew near the girl that idolized her, trying to find out what was keeping the kid from reacting.

"Hobo Joe; Flash Sentry," Ben approached his two friends, neither Flash nor the hobo moved from their spots. "What's happen to you all?" He asked from not understanding, how did this all happen, and why them?

"How weird; we're the only ones not gray & still colorful to be moving?" Spike asked off puzzled in looking to himself, the only difference about their group with movement is that they aren't gray.

"You may wanna count the ballots again, we miss one over there!" Phobos pointed off with a dry tone that there was one 'other' person that was in the same state as them.

Soon all eyes counted from Twilight, the Main Five, Ben, Nyx, Spike & Phobos, the only ones not affected by the weirdest, and…Sunset Shimmer. She yelped from noticing that all eyes were on her, like she's the guilty party in what's happened here, but this time, she was unsure about all of this as much as the others.

"You; what did you do this time? We thought you gave up by now!" Rainbow Dash flew over to Sunset to give her the hard time in seeing the girl must be responsible for this, even after being forgiven.

"But-but…this isn't me! I swear!" Sunset Shimmer held up her hands to plead in her defense with worry, whatever was happening; this wasn't her work; she swears it.

"She's right." Applejack spoke from sounding serious that Sunset was telling the truth. "If she did 'dis thing, her pals would've been active. But looky there!" The girl issued off a truthful statement that if Sunset was behind this, she has some help from her old goon supporters…or would she?

As everyone saw from where those that helped Sunset try to rule the school for her and became demonic servants were still stuck in gray frozen states from where the gang last saw them. Snips & Snails were in the building, sored from being turn back to normal. And even Boris was near his own stooges; Boxco & Dum Dum by the dumpster, beaten from what the girls did from pulling a victory on them. That, and what Ben & Flash did to Boris when he came around & even tried some resistance.

"Snips & Snails; Boxco & Dum Dum, and even Boris," Rarity spoke in counting all of Sunset's hired lackeys and bodyguard, stood in place. "They are all gray and unmoving!" The girl waved a hand in their faces, no reaction at all from the frozen jerk trio.

"Hah! Looks like Boris group are…gray with envy!" Phobos came near Boris to taunt the jerk when he's down.

"I thought that was green with envy." Spike rubbed the back of his neck in thinking that metaphor was meant for a different color use.

"Guys, this is serious!" Nyx sternly reminded the Dragons as dogs about what's going on here. "Mommy, are you sure you don't know what this is? If it's not Sunset, and if it's not time for us to leave, what can it be?" The little child address her mother with concerns, Twilight must know what was happening since the other facts are clearly not the reason at all.

"I think so; it must have something to do with freezing everyone in place." Twilight slowly nods from studying the frozen place Principal Celestia as Ben looks worried for the other person that reminds him of his own mom back home that he cares for.

"Look, the clocks aren't moving!" Fluttershy pointed from noticing that any of the clocks that told time outside the school, were frozen while those with watches showed that their time was still ticking.

"Oh my goodness, what time is it if time isn't moving, but we are? And how much time do we have? Are we gonna keep, aging and aging, growing beards, sounding old and grumpy, and…humph…" Pinkie Pie was gonna be going on and on yammering about stuff from worrying so much, if Applejack didn't hush her mouth with her hand zipping them moving lips.

"This spell, I think I know it!" Sunset Shimmer slowly spoke from keeping her hands together with worry while everyone else focus her presence, thought she was still worried from the stares if they thought differently.

"Go on, what is this?" Twilight kindly asked the now former evil Sunset Shimmer to tell them what she knows…it may clue them in on what's happening here, and how to undo it.

"It's Time Freeze Spell, a type of Time Spell that allows one to freeze time & everyone in it." Sunset Shimmer explained the details while rubbing her left arm in telling this and still appearing as a traumatized person then from her cocky evil persona. "I…once came across it in my own studies to be the best, but…it was something place in the Book Of Forbidden Spells." She looked away in feeling guilty in telling this, she tried to learn even forbidden spells, all to get what she wanted, or rather…was in the past.

"Of course, now I remember!" Twilight responded all of a sudden in hearing to realize what Sunset said. "I once read through it when learning a few spells, that one does involve the use of time!" The girl was now remembering what Sunset Shimmer spoke, and it was beginning to make sense here. "It was said to be so powerful that only the strongest magic users can perform it and the risk was too great for avenge unicorns with their magic. Sometimes it was used for more than good. That it was labeled forbidden from anyone else from misusing that spell." Twilight knows much of the history about that one spell, that no normal pony could cast it, only one with greater power could, but the use of such magic was enough to have it be under forbidden so no one else may learn or use power unwisely.

"You actually read through the Forbidden Book of Spells?" Sunset gasped in surprise that Twilight has managed to find & knows much about the spells labeled Forbidden.

"Well, mostly skim them, but most of the enemies we fought used some portions of them." Twilight sheepishly admitted that she skim through most of those spells in the Forbidden Book. From times when Boris used the Talent Swap to take all Pegasus's Wings & Unicorns' Horns to nearly recreate the Devil's Red Sun event, to the Changelings using the Body Rejuvenation Spell to bring back Tirek's body which the soul could enter to become alive again, plus a way to regain the Rainbow of Darkness of the past. The only spell Twilight has been studying is one called 'The Xros Fusion Spell' and she still hasn't truly understood it, even during the Three Tribes War, the good spirits from each side fused together to create a powerful being, but it was still an incomplete version. Now this Time Freeze Spell is another thing to be recognized from this adventure.

"So…why is it that everyone but us are frozen?" Ben now asked off the most important question of all, how are they not frozen like the others?

Suddenly, the pink girl got her mouth free from Applejack to talk. "And why is it that when we finally won where entering something that is a total change from what an original film we're starring in is heading towards?" Pinkie Pie asked off a very random question that not a lot of the others could figure out, except for Nyx, that this girl broke the Fourth Wall moment.

"Pinkie Pie, despite this whole situation being weird, you're still very random." Rainbow Dash rolled her eyes in stating how weird her friend is from how she behaves.

"Guys…" Fluttershy shyly spoke from looking at something that required their notice…

"Well if this isn't Sunset Shimmer's doing, then who else?" Rarity shrug off her shoulders that if whoever cast this powerful spell weren't the defeated enemy, then who?

"Um, guys…" Fluttershy spoke again to try to get her friends, but her quiet shy tone was not getting much notice.

"Heck, if we knew, we wouldn't be asking' now would we?" Applejack rolled off her eyes in stating that the group need bother trying to know the answer if they don't know the question itself.

"Listen, um…" Fluttershy tried to quietly and politely get attention, but still a no go.

"What if it's from the crown & Triforce over doing it and it cause a warp to make us immune?" Phobos asked off a really strange question in why they can move.

"That's silly, Phobos." Nyx shook her head from hearing her pet pal say such a thing.

"We should…" Ben was about to suggestion something until…

"GUYS," Fluttershy shouted out in making everyone pipe-down to hear her.

"Sheesh, no need to shout Fluttershy; what is it?" Spike held to clean out his ears from the yelling, what did the shy girl wanna ask of them?

"Um, sorry for lashing out, but…what's happening over there?" Fluttershy apologized for her rudeness before pointing at something that 'really' needs their full attention now.

Suddenly from those words, the gang focuses on the statue, and saw…something strange. Strangest thing was, it looked like it was nothing, but closer examination shows an unseen invisible force coming out from the portal back to Equestria. The area looked like some liquefy form of a being that was of a strange feature of a body without much seeing through it if not for the outer text lining. And the weirdest of them all was that it looked like it was small, might have walked on four legs, but the fabric of the invisible structure was…morphing into a taller figure to almost look…human. Whatever had come through the portal, whatever stopped time, whatever was about to make an appearance, these signs could only mean disaster was approaching the good guys.

"Oh brother, now who do we got," Phobos groans in seeing that suddenly their victory moment just got cut from the sudden entrance of some other stranger.

"I can think of one thing & one thing only; Trouble!" Spike gulped from having a really bad feeling about this, and this time, it could be worst.

Now things were gone from in the frying pan and into the fryer. As a 'new' danger approaches the gang, all not knowing just what new challenge, this 'one' individual can bring until….it happens...

Chapter 7: Twilight, Main Five & Ben Mare VS. The Superior

Chapter 7: Twilight, Main Five & Ben Mare VS. The Superior

Last time, Twilight Sparkle & the Main Five, finally stopped Sunset Shimmer from leading an army to conquer Equestria with their power of Friendship. Ben even helped by reawakening his own power with the Master Sword and together, knocked Boris's group out while Twilight's gang return everything to normal. Course, now that Sunset was defeated, Twilight offered the girl a choice to learn about friendship since the girl was now free of whatever dark evil that corrupted her. And just as everything was gonna be alright, an event froze time, and soon something unusual happened near the portal leading back to Equestria. The gang could only see some text lining of the being, but it was too much in blinding with the area.

"Everyone, stand ready," Twilight issued with a word of caution in her tone, whatever was coming might be an enemy.

Soon Spike, Phobos and Nyx took some cover near some areas while Sunset, seem nervous, but ran a bit back near some rubble rocks that scattered around from the earlier fight. The Main Five & Ben got themselves ready as Twilight saw they were prepared and just as she turn around however…

"Hugh!" Twilight gasp, because without warning, she was yelped back from when…something, or someone…PHASE THROUGH HER! And everything went black from view, but something was…heard.

"She said to check on preparations. I am her student, and I’ll do my royal duty, but the fate of Equestria does not rest on me making friends.

"But it did. A different kind of spark; I felt it the very moment I realized how happy I was to hear you—to see you. How much I cared about you. The spark ignited inside me……when I realized that you all…are my friends!

"Okay, a might’ stubborn; an’ ah’m awful sorry. Now, Ah know 'de town gave me 'e Prize Pony award, but 'de real award……is havin’ yew five as mah friends."

"Well, well, well. It seems we have some ne-e-eigh-sayers in the audience. Who is so ignorant as to challenge the magical ability of the Great and Powerful Trixie?"

"Beware! Beware, you pony folk! Those leaves of blue are not a joke!"

"Just because I’m a lady, doesn’t mean I cannot handle myself in a sticky situation."

"You…you should see the looks on your faces; Priceless!"

"You are a wonderful student, Twilight. I don’t have to get a letter every week to know that."

"Yeah. You’re right. And I guess I should also act with grace and humility when others outshine me…"

"Sunshine, sunshine, ladybugs awake; Clap your hooves and do a little shake!"

"I had to. I just had to. I couldn’t leave my friends. I just couldn’t! But I guess sometimes I will have to choose between them."

"Don’t know what I’d do without you."

"If you side with me and accept me as a teacher, I will teach you all I've learned this thousand years ago. You've already tasted it. Let me show you the true power of Dark Magic."

"It's funny, really, Twilight here was suspicious of my behavior all along. Too bad the rest of you were too caught up in your wedding planning to realize the suspicions were correct!"

"Keep trying, Twilight Sparkle. Maybe the magic of friendship can help you. Now if you'll excuse me, I have some chaos to wreak."

"Tell me, Sparkle. Is this the path that you willing to take and walk? I can help you, but only you will return me a favor."

"Gee, I wonder which one is the real you when you become a princess. Are you benevolent or a tyrant? You're not destined to become the first one. So you'd better be careful if I was you, or else you'll end up like King Sombra."

"Let me be honest wit' yew, Twilight, yew are a great friend. It's not matter o' right or wrong, but it's what yew believe in, sugar cube."

"Although I am a lady, but it does not mean that I am selfish and greedy because friendship and generosity is important. I cannot simply let it alone."

"I'd never let my friends down. I don't care how dangerous can be coz I'm always be loyal and be there for my friends."

"I will stand up for my friends no matter what, even the scariest monster I have to face. They need me."

"I can be random, but it doesn't mean that we aren't friends because everypony's my friend and I love to see my friends smile!"

"You display charity, compassion, devotion, integrity, optimism, and the leadership of a true princess."

"Sometimes decision can be hard. But you do it, not only for our people, but for everyone. That is the rulers' duty. It is our struggle, but worth fighting for."

"My decision is always stick with my family especially you, Twiley. Even if I'm the prince, but it doesn't mean that I'll change because I have you and everypony I remember and love. My decision is always what's best for everyone."

"That's not only what a true leader is, but what a true, true friend did."

"A leader like you always thinks of your friends and ponies, even me, Nyx and Ben first before yourself. Best of it is that you'd never give up on them no matter what."

"Remember what is important."

Finally, everything went back from black to color around Twilight as she fell on her bottom while whatever pass through her…moved on without stopping,

"Twilight!" The Main Five & Ben immediately came around to surround their friend, inspecting if the girl was injured, but so far…she seemed perfect okay.

"Mommy, are you okay?" Nyx cried out with concerns about what happened to Twilight now.

"Wha-what just happened?" Spike yelped a bit in having a hard time speaking in seeing what they saw happen like a ghost was now their opponent.

"I don't know, but I don't like it! Not ONE Bit!" Phobos shook his head off in really not liking what was going on now suddenly.

Finally, Twilight turn her head around towards the attention of the one that phase through her…like a ghost. And soon the being stopped moving from making footstep noises while Twilight, the Main Five and Ben were together to see from what description this character gave off, and the others watching this also paid close attention. The clothing was a uniform dress, appearing as a male human in this world the gang has come to understand. The uniform consists of a single black leather hooded coat. It's plainly adorned with a silver zipper & seemingly pointless silver beaded pull strings for the hood that form a semi-circle in the middle. He appears to be wearing hakama-esque pants that's the same color as his hooded coat and knee high silver trimmed boots. In addition to this, he wears leather-gloves of his outfit's color theme of some unknown length, as they disappear under bell shaped sleeves. The hems of his coat and shoulder pads where slightly pointed. It is crucial to point out, that the hood covers the face so well, none can see what or whoever the being looks like, lam sot like anyone could see pitch black.

"Who are you?" Twilight answered off to stand on her feet in demanding to know who this person was.

"My name…is of no importance." The unknown figure spoke off in response without even batting an eye or even recognizing those looking at him with his back to the gang.

"Hugh?" At the moment, Twilight & Sunset yelped with wide eye gasp from their stations, this figure's voice rang in their heads in…'knowing' who this was.

"You, so you're the one! You're the one behind this!" Twilight snapped off in now seeing & recognizing this unknown hooded creature before them, it all makes sense to her.

"Twilight, what are you talking about?" Rarity asked of puzzled in whatever could her friend mean.

"He's the one that was ordering Sunset Shimmer around and the one whose voice I heard in my dream to make me join him." Twilight explained to her friends with a serious face in what she knows from the voice alone, the true face behind manipulating Sunset Shimmer & to make the girl almost join this evil person's side.

"Wait a second, you mean that nightmare I woke you from back in the library?" Ben responded surprise to now recall that event, so this hooded man was responsible.

"Yes, he called himself…the Superior." Twilight narrow her stern eyes in just speaking off the very name of who this guy is before them. "But it's weird, I saw him as...a pony in my dream." She was in an utter lost of what was going on, the Superior she saw was possibly a stallion, but make no mistake, this human appearance did not hid the voice that Twilight recognized.

"Fella might've turn into de form ye all became when coming here." Applejack stated with a thought on the subject, if Twilight's group & even Sunset changed from ponies to humans, so did this face hidden cloak guy.

"But wait, I just thought of something about what Sunset said." Ben suddenly stopped everything in just realizing something else from his memory. "The one she was working for was said to have summoned Discord during a great conflict centuries ago, around the same time that Discord tortured the Flutterpony known as Morning Glory. My mom told me about what happened since she and my aunt were there at the time!" Ben has heard stories from his mother in Equestria, Celestia told him about the great conflict & something from the history connecting to the present here.

"What…happened?" Fluttershy asked a bit worried in what her friend would say.

"His name was said to have been given to him by a dragon of such fear, he wanted others to fear him. The name was…" Ben stated off in recalling that the person before them was no doubt someone that wanted to strike fear into every pony in Equestria, and it was… "Smaug The Great!" Ben narrow with serious eyes in glaring at the back of the enemy in which he's revealed to not only be the Superior that was getting in Twilight's dreams, but a villain from a far deep past. "But….he was only a unicorn who passed away in the time period sometime after Discord was turned into a statue and it was ages ago!" The guy was still majorly confused, all records say that Smaug passed away long ago, he didn't have eternal youth like Celestia & Luna do. The only thing left might be descendants, but it couldn't be that either.

"Wait, so are we REALLY up against a ghost?" Pinkie Pie held up her hands in asking with a curious face if this unknown figure really is a ghost.

"Don't matter, if it's Smaug or whoever, he doesn't scare us!" Rainbow Dash issued off in flapping her wings up in declaring that this hooded foe doesn't frighten her.

Suddenly, the figure in the hooded cloak slowly turns around towards those talking behind him halfway while his face is still hidden under his hood. "How long has it been since I've nearly abandon that name." He responded out in questioning this fact from what he's heard the others address him as. "If you wish to address me, the Superior will suffice." He issued off that at this moment, all around shall know him as the Superior.

"Gulp…" Sunset gulped from her hiding spot, for she truly knows the Superior and has a pretty uncomfy feeling about meeting him under these circumstances.

"Are you the one that did something to this world?" Twilight sternly demanded to know what this villain has done to this alternative world.

"Indeed." The Superior admit. "But, the spell was only 'partially' effective when working on inhabitants of this world. Those outside of it or covered in protective magic won't be frozen in time."

"That explains why we're all fine." Spike responded off puzzle to study himself and the others, that theory of them being different beings in this world makes them immuned by the spell cast.

Above, Lorcan overheard this while studying the new cloak figure, something about this new face or unknown face behind the hood, didn't sit well with him.

"So…that explains it all, but who is this Superior? I sense...something different about this stranger." Lorcan muttered softly with careful eyes watching the character, he sense something terrible from this Superior person, much darkness than he ever came across, especially for a former Scarred Ruler like the teen dragon under cover to keep his identity from being found out.

"Okay buddy, so why have ya gone through all the trouble to come meet up with us?" Phobos asked off rudely of what this hooded bogy was doing in this world after the gang finally finished up.

"Ah yes, my reason for being here; It should be obvious." The Superior slowly spoke from distracting himself with that subject. "It was simply a plan…a plan of acquiring the crown that represents the Element of Magic. And on an added side, gaining the Triforce from its wielder," He spoke from addressing towards Twilight & towards Ben that broth shared frowns in hearing what this cloak figure was after, something that belongs to the two.

The group was on the defensive, in case of any sudden movement from this shady character. Nyx watched with worry while Spike & Phobos were a bit unease, if they were Dragons instead of dogs, they could fight better. But still hiding in her spot, Sunset Shimmer seem to be more worried about the Superior being here in her own world

"I was the one that charged the task and the plan to one you already know." The Superior explained from when his hooded face looked between the others, almost hard to tell if his hidden eyes were watching them…or just…looking for something. "Isn't that right…Sunset Shimmer?" The hooded figure responded off with the very name when his hidden gaze behind the hood finally lays eyes on Sunset's position.

Suddenly, the Superior fires off lightning from his hands, but it was not directed at the heroes but at someone else by surprise. "Gaaugh…" Sunset Shimmer made a yelp cry as she was zapped with a first wave of electricity that made her fall on her hands and knees after the lightning spell was stopped for a moment.

The gang saw that in utter surprise, if this enemy hiding his true face and appearance was indeed supposed to be a pony….how could he use magic if he turned human?

"That was a sample." The Superior spoke from his hands charging again, before unleashing a stronger voltage this time around.

"Gaaaaaauaaaghhhh," She was making such cries while the sparks were electrocuting her very being, and the others just stood, horrified by this action. "Waauuaaauguhhh…." Sunset was grabbing her sides in feeling pain from the voltage still hurting, but the Superior was not stopping. "Gaauh-Huuughh…hugh-gaapph…" She was gasping from when the hooded being cease action to let Sunset catch her breath.

"Hay mister, wha in tarnation do ya think yer're doing?" Applejack snapped in protesting this ill treatment, attacking somebody that's already too beaten to fight back is darn right nasty.

"Sunset is receiving punishment for failure in her mission." The Superior simply answered off from not even looking at the girl back-talking him.

"But that's even harsher than what she ever done." Fluttershy spoke with a bit of a worried shy tone, she gets the feeling that this Superior is far worse than all the terrible things that Sunset Shimmer ever did around the school.

"Very true, which makes for excellent handling in directing other's courses to one's own will," The Superior responded with a hidden remark over such a manner.

"Directing them? What does that mean?" Pinkie Pie raised an eyebrow in being confused, and she wasn't the only one, the others were baffled too.

"That Sunset Shimmer is who she is…from my own course in directing her path. Through everything that has happened in the beginning," The Superior calmly yet coldly explained the subject that Sunset Shimmer is who she has become…from his guiding.

Now the others were shocked, but not so much as Sunset Shimmer was in hearing what they all heard. The Superior was running things with the girl the whole time, but Sunset always thought that she ran things on her own and aiding him, what could this all mean?

"Wha…what are you talking about, Superior?" Sunset slowly asked in trying to stand up from feeling her aches. "I…came across you when…" She was about to explain a bit of her own past, but was cut by the hooded figure.

"You secretly wanted to learn the secrets of the mirror that showed you images of you being a princess, however, Celestia said you learn when you were ready." The Superior spoke of something to which silence Sunset Shimmer, he knows about that part of what she did. "I knew I could lead you to secretly begin researching the mirror behind Celestia's back, it helped change you, bit by bit in what Celestia tried to stop." He issued from secretly having Sunset try to learn about the mirror that leads to this world. "And when you were about to be removed from being the teacher's student, the darkness inside began to blossom, you resisted and siege to escape into this world where we now stand." The hooded figure concluded all that has transpired to this moment with Sunset Shimmer, being as the tyrant ruling this world by the school.

"Then from the beginning, you somehow pushed Sunset Shimmer and had her mess in our world?" Rainbow Dash asked off with an annoyed look in starting to see it's all this guy's fault that Sunset came and mess up the Main Five's friendship.

"Quite so, but…" The Superior lightly nodded his hooded head in response before ushering another fact. "To truly have her crave power, I've visited her in a place not even Celestia knew where I strike her prodigy." He address in having a way to manipulate Sunset where Celestia couldn't reach to stop his work.

"And that would be…?" Rarity slowly asked off in wondering what was the answer to this puzzling question.

"The same place he tried with Twilight. Her dreams," Ben suddenly gasped with realization, the Superior visited Sunset by her dreams to convince her to do selfish & awful things behind Celestia's back.

"I've helped speak to mold Sunset Shimmer, even offered her…a seat at the table to join us." The Superior waved off a free hand in exclaiming another issue related to the subject with Sunset, a chance of joining ranks.

"Join you?" Nyx raised an eyebrow in hearing right, the Superior wanted Sunset to join a group? It kinda brought back memories from Lorcan's old Brotherhood gang.

"In the past, I've only had so few, and this one, my offer stood before her leave." The Superior calmly issued about how he's at first had a few in his group while he gave Sunset a chance to become a part of them before she enter this world. "Had she completed her assigned mission, she would have become, the fourteenth member….of our growing organization." He ushered to wiggle his left hand up to signal how many & what kinda group order he runs; an organization.

"Fourteenth," Twilight spoke off surprised in just hearing this and knowing of what the number part would have stood for.

"But then that means….there's about thirteen of them in all!" Spike held up to try to count his paws before yelping to notice that there are twelve other guys besides this Superior character.

"Oh man, talk about unlucky 13 and why does the number with such an organization sounds familiar?" Phobos groans to moan about this being bad, especially when stuck on a number center around unlucky moments in one's life.

"When all I had…was being the best, he came to me…told me that my chances of being princess could come true. And I would even be offered to join others of great importance." Sunset slowly spoke from her position, about her involvement with the Superior before coming into this human-pony version of an alternative world. "I wanted it so bad…all I wanted was to be with those that see me and accept me in the role of majestic rank." She cringe her eyes from feeling so helpless in just wanting to be in a place she belongs.

"Sunset…" Twilight looked to Sunset with soft and regretful eyes; the girl was almost….like herself. She was so much focusing on being a protégé to Celestia, Twilight never understood something always being missed in life; friends, no matter what the type of personality one shows, it can be lonely at the top without even a single friend to help them out.

"It is truly a pity, when you reach for such heights, if you're not fully prepared to fall…" The Superior slowly spoke with a darken tone in showing a strange atmosphere around his being. "Then you'll learn it, the hard way. Crucio," He pointed his right hand with some strange object similar to a beam saber when he spoke the words.

"Gaygh..Aaaaughhh…" Sunset Shimmer suddenly was suddenly acting out in feeling excruciating pain to make her fall the ground.

Now the group that saw this was almost utterly flabbergasted, nothing came from the hooded figure, but what from witnessing Sunset in pain was no joke.

"Twilight; what did he do?" Spike asked his smart friend in not understanding, what just happen?

"That was…it was a Curse Spell. The Cruciatus Curse, also known as the Torture Curse," Twilight Sparkle slowly spoke with widened eyes of horror; she knows crystal clear what spell that the Superior used.

"Crucio," The Superior once again held out his object handle to perform the same spell.

"Graaaugh…Aahhh…Aaahh…." Sunset Shimmer again was struggling across the ground, feeling pain so excruciating all over, her scrounged expression showed that it hurt.

"Ouch, torture is right! It looks painful!" Phobos cringe a bit from almost feeling sorry for the poor former villain; Sunset Shimmer to be going through this.

"There are said to be, 'Three Unforgivable Curses' and the only way to learn them…is through the Forbidden Book of Spells." Twilight explained from being in deep thought in recalling the book she has interested to her by Princess Celestia, she too has come across some certain spells that have earn much interest to be very well recognized.

"Crucio," The Superior again unleashed the same spell to the defenseless Sunset.

"Gaaah…Uuuuah…Aaahh…" Sunset cried out from almost being in tears, she held her chest, shook her arms on her back, trying to fight off excruciating pain coursing through her body from the Superior's spell.

"There are 'three' o' those things?" Applejack raised an eyebrow to Twilight almost having a terrible feeling that if one spell that's forbidden is a part of three, one would hate to know the other two.

"Are they all that bad?" Rainbow Dash asked from looking very cautious that seeing Sunset go through that much pain, it wasn't funny, it wasn't even satisfying as payback from her bullying, it was just…wrong.

"Yes, but from the three labeled as the Unforgivable Curses, only one is the worst of it all." Twilight Sparkle narrow her eyes with an even more serious concerns that though there are three spells, only one curse is shown to be the worst possible piece of many.

"I really hate to find out which that would be." Ben issued from looking a bit tense, if there is such a spell that makes Twilight worry the most over, then its best not to see it.

At this moment, the gang saw the hooded figure stop for a moment, giving Sunset a moments to recover, but found her struggle to push up all the more agonizing from all the pain she just been induced to.

"Please…gauuhh…have mercy!" Sunset Shimmer spoke from her exhausted voice and gritting teeth from enduring the pain to push herself up. "I've…always thought you were the only one that had faith in me!" She spoke from looking up at the hooded being known as the Superior, he was nice and commented her, even agreed that she is a princess that should have been one, she trusted…the only being after she lost love and privilege of becoming a princess.

"Faith can mean many things, my dear. For example…" The Superior spoke in a false sense of being kind while stating a fact here. "How do you think you lost happiness from one being to become what has forge your being." He shrugs off one hand to wave off about a topic that rang a bell or two here for Sunset.

"Hugh…you…you don't mean….Flash Sentry?" Sunset yelped from surprise gasp, even Ben heard this to listen in. "You…cause me to…lose him?" The girl slowly muttered off in not believing this, Flash was the only thing that she cared in Equestria, but the day she lost him before still being mean under Celestia trying to guide her to being a right princess…the Superior…caused her entire life to fall apart from one change of course action.

"I would give more details, but not until your punishment has pass…Crucio!" The Superior shrugs off to say before speaking darkly and held out the same hand to unleash an unseen spell on the helpless child.

"Aaaaauuaarrrrghhh…" Sunset Shimmer held her chest and rolled on the ground, her excruciating pain of torture was becoming harder and harder to bear, almost losing conscious even.

"Mommy, we have to stop that man from hurting Sunset!" Nyx cried out from feeling that she couldn't stand watching someone suffer so much torture. "She may have been bad, but what he's doing is meaner!" She issued to Twilight and everyone else heard it too from where their expressions got a more sterner appearance; enough is enough!

"Crucio," The Superior spoke loudly in firing another spell, this one looking to be seen as an electric bolt about to course through Sunset's body on contact…

Suddenly, a magical wall was place up that block Sunset & the spell from making contact before disbursing. And then Sunset had a small moment to lift her exhausted self to see that the one that stopped the Superior's spell was…Twilight Sparkle.

"That's enough!" Twilight yelled off from standing between this new enemy and a fallen former foe with a seriously upset tone & expression. "You've done more than enough to make someone lose so much in everything around them, friends, love ones, how much are you intending to go until you’re satisfied!" Twilight was really mad, this Superior of whatever, whoever he is, went over such lengths, it was just about the evilest thing that she's seen other villains go for.

"Satisfaction comes…when others understand, that failure, is no excuse for not doing it right." The Superior addressed off with a calmly dark claim of the matter, those that fail must suffer from failure, in order to learn. It's a harsh treatment is what it is.

"Ugh…hugh…Twilight…" Sunset Shimmer tried to push her hands on the ground to nearly sit herself up, almost looking more a mess than ever. Again, Twilight was helping her after everything she's done, they were enemy rivals for the crown, but even now how can the girl help someone like her when she's getting what she deserved?

"Hang on, I'll help heal you." Twilight turn to hold up her hands to grip Sunset's shoulders and when the new princess was focusing, magic from her body & crown were covering Sunset.

"You're…helping me? Why…you…?" Sunset can't believe that Twilight was using her own magic to help her recover from being tortured by the Superior.

"It'll be okay, you don't have to take punish from what 'he' had you do." Twilight calmly spoke during her healing of Sunset while she glared angrily at the Superior, seeing he was the one that lead this poor girl down the wrong path.

"I…I…don't know what else to say." Sunset Shimmer responded in not knowing if saying thanks was enough for what Twilight is doing.

"How very touching. Once bitter enemies, now as friends," The Superior spoke from seeing this scene be played out before him, but he has spoken with a shrew remark about this.

Twilight only stared at the Superior with an annoyed face while Sunset looked worried about if the only person like her from Equestria, who believes she can make friends by the right way of Friendship, is going up against this cloak hooded foe that even Sunset fears of his strength.

As Ben & the Main Five watched from what this unknown enemy would try, the guy still had his back turn to them all, but was casting a spell that created an electric ball of blue energy that sparked with a shocking effect if ever got in contact.

"She looks a lot like you." The Superior slowly spoke with a mysterious response towards Twilight's area.

"Hugh?" Ben looked to the guy weirdly in hearing this out so suddenly.

"What?" Nyx and the Main Five were also lost in what they heard this strange character just say.

"What's that supposed to mean?" Twilight challenged off in not fully understanding what the Superior meant, 'someone that looks like her', did he meant the alternative world's Twilight, or… "Hugh!" But that was put on hold ‘cause something ended up distracting her focus moment.

The Superior was slowly turning around in preparing to aim up his left hand to fire a charged sphere of electric energy at the princess girl.

Ben Mare quickly brought forth his sword in defense and rushed to be in front of Twilight & Sunset's position.

And in a shocking sense of both literal and metaphorically speaking, the Superior fired an electric sphere while unleashing an electric current volts to push the thing. But Ben used his Master Sword in time to hold off the attack from coming near Twilight's area. The others could see and judge that Ben was holding out, but this character was no joke, he was packing some serious juice even if he's from Equestria can still use magic.

"Grrugh...auuughh…" Ben struggled to hold up the Master Sword in blocking this sphere almost coming to his face, this attack was almost pushing him back..almost. The guy was activating his Triforce power that glowed, giving him an extra strength boost.

Then in an amazing feat by Ben, he pushed his sword with enough strength to rebound the attack. The electric sphere was shot up into the air after Ben's force to get it away from him and the others on the ground, "KAPOW-POWWWVHMNMM!" And in a sudden surprise, the attack disburst into a giant explosive implies effect like a star going out that covered a lot near the roof of the school. And soon only the electric sparks started to fade out before the attack vanished into particles while the only thing left of its existence was its loudest effect.

Above the school, a hidden Lorcan saw what happened and was almost astounded by that sheer feat of display.

"Jeez, any closer and this building's insurance would have hit the roof. Not that it had a roof left if that attack came any closer." Lorcan spoke off from being lucky, that shot didn't get him. "Whoever this Superior is, he's no laughing matter." He issued from pushing his lad-back personality in seeing this fight is serious.

As everyone back on the ground watched in amazing feat, Ben somehow managed to repel the attack and what came down was only some loose rubble that was off the edges of the school. But as everyone notice this, their focus was on one figure dress in a cloak uniform with his face hidden behind the hood; the Superior. While everything in this time freeze world was quaking from the aftershock of that earlier attack, the cloak being showed nothing of a response that his attack was stopped. And weirder still was when something was heard in the background…music.

"Uh oh; that sounds like; 'Disappeared', from the Kingdom Hearts II Soundtrack!" Nyx yelped to Break the Fourth Wall in stating what is being heard in the background before the fight starts.

"How does she know?" Spike asked off puzzled in being near Nyx, how does she know that?

"What else, she inherited that from Pinkie Pie." Phobos shrug off to mention this off about how Nyx can do what Pinkie Pie can do, Break Fourth Walls, possibly both the pony & human version.

"The Master Sword and the Elements themselves," The Superior spoke in studying from Ben's Master Sword to the elements that were used off by Ben Mare & even Twilight Sparkle, "Truly marvelous weapons." The being behind the hood compliment on the very items that were structural objects of greatest.

Ben stood where he was, looking ready with his weapon. Twilight stood up with herself to keep Sunset from being harmed again. The Main Five ready themselves by getting near Twilight & Ben while Nyx kept close near Spike & Phobos.

"Where they only in more…" The Superior spoke from continuing his talk about the elements & the sword in question.

As the hooded character stood from where he was as much fallen debris came down slowly almost as if time was slowing down…

"Capable hands," The Superior spoke with a dark motion in questioning how marvelous the Elements & the Master Sword would be if they were in capable hands of how to use them…properly.

Twilight, the Main Five, even Ben glared at the creature that seem to be so calm and showed to be unfazed. This Superior was truly acting like a superior being, even to question the elements & the sword in being in their possession. The Superior continues to stare at this group, still almost psyching them out with his mysterious presence & riddle sentences.

"Perhaps it doesn't pay to be too loyal to one's heart." The Superior spoke in almost making a dark humor remark, that wielding such powers despite what they believe in their hearts of Friendship & Love maybe not what makes the users such 'good' choices.

Now the gang was really glaring with a serious face expression in having heard enough from this guy. Then Ben Mare got himself into a position with his sword while Twilight & the Main Five equally prepared themselves for a tough battle to come from this new foe.

"Huh-Huh-Huh-Huhh-huuuuh…" The Superior lightly cackles in a hidden response as his hands show more glowing blue magic auras, equally preparing himself to battle against these enemies.

This battle…might possibly be more challenging, then Twilight & her friends from here to Equestria have ever prepared themselves to face. From Nightmare Moon, Discord, The Changelings, King Sombra, Boris The Red Devil Pony, Lorcan's Brotherhood & Dragon Army to the Scarred Ruler himself, Tirek, the Three Tribes' leaders to Sunset Shimmer's Evil Demonic form, there are still possibly more enemies to still face…and they might be even stronger than the last few batches.

"Okay freak, just try and get by…" Rainbow Dash was about to make the taunt, but...

The Superior unveiled from his hands, light-saber beams that became active, turning red and then in an instinct, vanished like a blur.

"Us," Rainbow Dash finished her sentence too little too late as she stared off lost in where the enemy went.

"WATCH OUT!" Ben yelled out from his eyes sharply looking at something coming, super-duper sneaky fast even!

"CLASH," And in a fast instant, Ben held his Master Sword in front of Twilight & the Main Five when the Superior appeared out of the blur to clash his twin beam sabers against the blade of the boy. "POWWWVHMMM…" But in an UPRESENTADENT feat of strength, the hooded foe knocked the blocker against the girls. "Waaaughhh…Gaaaughh…" And that knocked Ben, Twilight and the Main Five along with Sunset Shimmer across the goring in almost 10 to 15 feet away while lying or kneeling on the floor.

"HOLLY-FRENCH CHEESE STICKS," Phobos roared out in panic in what he saw was the absolutely craziest thing that the dog's ever seen.

"He moved so fast, I couldn't even tell if it's cause I'm a dog and not a Dragon!" Spike yelped from seeing that, this Superior guy was dangerous, super dangerous maybe.

"Mommy; Daddy; Are you guys okay?" Nyx cried out in worrying concern, her folks are down, but from the smokescreen, she can see them getting up a bit.

"Uuugh…" Ben slowly stood up from gripping his sword with both hands, but he felt wobbly. The boy couldn't believe it; his whole body felt the strong push vibe from that one blow. "One strike against my blade and I'm feeling all wobbly all over." Ben exclaimed in disbelief, this guy was almost like a monster.

"Everyone, stick close and watch any place he'll come to attack by!" Twilight issued to the group to stand up to gather around to cover their blank sides (and that doesn't mean for flanks, it means for making a circle to cover the other if they see danger).

"I'll check the skies!" Rainbow Dash issued off before zooming up into the air to get a better view.

"I don't understand, how can he be so skilled & can use magic if he's a pony?" Ben responded in surprise, how can one guy in a cloak hood be tougher when he was supposed to have been a pony, how did the Superior get adjusted so fast?

"Steps for precautions can help make the difference, but we'll worry about it later Ben!" Twilight explained in a quick note about their situation in how to judge the enemy's strengths.

"Twilight, can't we just fire another rainbow & win?" Fluttershy asked her friend a bit nervous now, things are getting really scary.

"We already used it once and got exhausted. We're still at full strength, but we need more time before using it again." Twilight explained the matter that as of now, firing another rainbow power by the Elements, even as representatives, takes time before using again.

"But can we win by just ourselves darling?" Rarity asked off in almost shock to believe, they aren't much fighters, Applejack & Rainbow maybe, but...

"Great, Sunset Shimmer's defeat only ends with us battling an even difficult enemy than her!" Phobos groans to complain in blaming their former enemy for giving them a disadvantage towards someone even stronger than when Sunset went all demonic on them.

"Phobos please, not now!" Nyx sternly scolded her friend from trying to put all the blame on Sunset.

"'De varmint's gotta show sooner or later!" Applejack issued off from looking around with the others, no sign of the Superior.

"Stay close Sunset, we'll help keep old mean hooded bandit away from you." Pinkie Pie turned to give a little cheeky pinky smile that even though Sunset was a big meany-pants, they can still forgive the girl while defending her from the Superior trying to cause more harm.

"I…thank you…" Sunset Shimmer spoke from unknowing how to express such thanks, she isn't used to those being friends with her…it's different, but more welcoming then she had for a long time.

"You guys watch the ground level, I can't see where he went, but the skies got enough for me to know where he'll be!" Rainbow Dash signal down below in looking all around, no signs of the enemy, but if he appears below, she'll spot him.

"Are you so certain?" Spoke a malicious voice from behind the daring girl that had the guts to say things with such ease.

And then Rainbow Dash turns around to suddenly find that the enemy was behind her, and looked to the ground, but saw…nothing, so she looked to her view. Weirdest moment was that the enemy was able to walk on thin air….and without wings. And then the hooded figure soon dashed at a speed to almost slice the girl's head off if Dash didn't duck and roll backwards.

"Wooh-Wooh," Rainbow Dash yelped to dodge the attacks as she was suddenly zipping off with a chaser on her tail. The others below saw their friend in trouble, but while the Superior was indeed fast, Rainbow Dash could still outmaneuver. "Sorry, but you may be flying, even without wings, I'm still a faster being than you! I can go around circles against you!" Rainbow made a few taunts from flying almost around the school, dodging beam sword strikes after the next.

"Then try to dodge these things." The Superior spoke from turning into a cloud of darkness and zipped even further pass Rainbow. But when he came to a stop to where Dash was about to come near, what appeared were blue beams that stopped as twelve orbs in a circle form. But then they all were fired off to head directly towards their target which made the daring girl of the Main Five fly off and away to out flank her projectiles.

During a moment of out running these laser shots, Rainbow Dash saw that when she was near a spot where an attack coming down, she would have dodge, but…her eyes notice if she did, the attack would hit the frozen CMC.

"Yikes!" Rainbow Dash yelped to instead of dodging, dive down quickly to swoop up Apple Bloom, Sweetie Belle and Scootaloo before the laser shots almost got them. "Watch it; you almost hit a frozen person! Times three," She snapped off to say while resetting the frozen CMC kids aside to glare at this enemy, if he hadn't froze their world with a spell, innocent bystanders would have at least taken shelter.

"Then you should have thought ahead when you choose'd to stand against me." The Superior spoke from suddenly unleashing a few blue electric spheres heading in different directions.

Now Rainbow Dash was worried as she zoomed off to quickly get around the areas that the spheres came near some frozen bystanders. This got tricky when the sphere imploded to giant size each time and the girl was working extra hard. But she wasn't the only one; Rainbow Dash had her friends below that were helping to move some of the students and teachers away from getting hit in the crossfire.

"Girls, we have to help Rainbow stop the Superior!" Twilight issued to her friends watching what was happening, they have to act quickly. "Spike, you & Phobos have Nyx help gather everyone and put them together in a safer place where we'll have more open space." The girl turns to those on standby with some instructions in what to do to prevent any castes on the staff and students still frozen in time.

"Got it," Spike saluted in hearing this order and shall proceed without delay.

"Also, take Sunset with you, she can provide aid." Twilight issued what Spike's group can do, add another person to help save those that cannot move.

"What! Are you crazy? After all the…" Phobos was about to protest, the last help they should need is Sunset Shimmer, and….

"JUST DO IT!" Twilight shouted off with a very strict stern tone in not wanting this to drag on.

"Gulp," Both dogs gulped in seeing that scary side of Twilight and decided to quickly get working.

"Boy and I thought Sunset was scary, Twilight can be 'just' as scary!" Phobos remotely issued to Spike about how Twilight can be scary when she gets serious.

"Believe me Phobos, seeing her mad is something you don't wanna meet." Spike rolled his eyes from knowing all to well about what happens when Twilight gets mad.

"Come on Sunset, we need lots of help. And don't worry; we'll help you like mommy said." Nyx came to hold Sunset's hand to lead her away from the action to help get the students & staff to safety.

"Uh…alright," Sunset yelped from the pull with a cautiously concern expression, she can't believe that this was the same girl she made fun of from Twilight, and now Nyx is treating her…like someone wanting to be her friend.

Soon Nyx's group was working double time to push a few frozen statues into one area where it was deem safe. Course Phobos was drawing on Boris's group's faces to earn a chuckle or two, but Spike shook his head off on the guy's silly thoughts, though in truth…it was kinda funny. Nyx had some magic from what Twilight's crown managed to do in changing even her into a pony-human hybrid as she managed to perform a spell that her uncle Shining taught her; a Force Field Spell. With this up, it would help protect the bystanders while she brought in those nearby while Sunset helped the dogs since Spike & Phobos strengths were cut down to size.

Spike glances at the frozen Golden Heart and Pinkamena, saying, 'You know, these two were good enough to help earlier. Nyx; You think you could use some magic to temporarily make them move within the spell zone of the Time Freeze Spell?"

"I think I could try." Nyx said as she cast a spell onto Golden Heart and Nyx. For moment, it looks like nothing happened...until the two frozen ones begin to move, almost falling.

"Huh? What happened?" Golden Heart asks a bit confused by what happened. Why is almost everyone frozen here?

"Welcome back, Goldie. We got a bit of a problem." Phobos said as he motions to the fight happening right now, especially the Superior.

Golden Heart and Pinkamena saw in worry as the girl says, "It's him, the one that leads the group."

"I can see that there's nothing much we can do."

Pinkamena sprints and joins the gang and says, "I am going to help you, I will not stand down to let this guy get away for what he's done."

Golden Heart comes as well and says, "I will not back down as well."

He then brings out a beam sword as Pinkamena draws her blade. She says, "I am allowed to use this if something really bad happen and boy something has happened."

But right now, major focus goes back towards the battle against the Superior as now the gang has open room while Rainbow Dash dives down with the enemy about to slash at her.

"CLASH," Ben charged up to strike with his sword, but then a force field of an electric wall blocked it. "What the…" The guy was surprised, where did that defense come from?

"Not so easy, is it Benjamin?" The Superior explained before pushing the boy back, making Ben roll on the ground before picking himself up and in time to dodge some eclectic spheres that expanded off the guy that almost caught him.

"Twilight, tell us we can do something!" Rainbow Dash asked off to her smart friend in seeing if the group could figure out how to fight this enemy, they can win.

"We've all been given magic from what our represented elements stand for, we just need to focus to bring out more of it." Twilight explained to her friends of this world the only thing that comes to mind at the moment.

"Well what can we fight with; Ben has a weapon after all?" Rarity asked in pondering the most trickiest question, what can they fight with when they aren't much…fighters, but teens from a high school.

"Just focus on who you are and something may come to you." Twilight sternly explain the matter that if the girls can work on understanding what they have then they can bring out more of the magic they've been given.

"So we just have to search deep?" Fluttershy asked in pondering with a shy tone if that's all there is to it.

"How deep can we look?" Pinkie Pie asked off a silly question even under the worst of serious situations.

"Perhaps Ah got something." Applejack spoke from searching her person, and soon in an unexpected surprise, pulled something out. The other girls saw that, and began to smile; maybe what the cow-girl's got can help.

The Superior was still clashing against Ben's Master Sword, the boy was good in knowing his swordsmanship, but the hooded guy was seemingly almost as much as Ben hates to admit; superior. The cloak man was clashing with two beam saber swords almost like he was Lorcan, only better, and with more tricks than the teen could try to keep up.

"Gaaughh…" Ben yelped from tripping backwards, he was down.

But before the Superior could attack, something wrapped around his wrist that stopped his next move to attack the defenseless Ben.

"Now hold it right there partner! Leave Twilight's guy alone," Applejack protest from holding tight on her magic lasso rope she brought forth that stopped the enemy from harming her friend.

"If it's a fight you want, don't despair, there's plenty to go around." The Superior simply exclaimed off in sensing that there were others that wanted to fight him, and so they shall. "SLASH!" And then he cut off that rope from the cowgirl like it was knife through butter.

"Woah," Applejack yelped to jump backwards and kept doing a fair job, barely in keeping a distance from the Superior's reach. "Twilight, Ah'm getting mah tail almost whipped here! 'Dat was mah only idea!" Applejack issued off in fearing this wasn't working, she needs some help now.

"Then allow us to help!" Golden Heart exclaims as he jumps and slash at the Superior who block his attack. "Superior or whoever you are, your reign of terror ends today!"

"Well, this is interesting, a human Golden Heart...tell me, have you ever lost a fight?" The Superior taunts Golden Heart in amusement.

"A fair number of times!"

"And that's only against me!" Pinkamena exclaims as she bounces in and kicks the Superior who fires a blast back at her. "Whoa!"

"So Pinkamena, do you truly belong here...or did you come here just like Twilight and her group did?" The Superior asks Pinkamena in amusement.

"That's for me to know and you to not find out ever!"

"Stay calm and think, I'll try a spell to slow him down!" Twilight responded while trying to focus on her magic ability, hoping to help Applejack even a bit.

Soon Twilight managed to cast a spell on the Superior's speed that decrease a bit when he felt something decrease most of his skills.

"Even such attempts will not be enough!" The Superior spoke from looking at Twilight's attempt, pushing back Golden Heart and Pinkamena before planning to attack Applejack, this tactic alone won't do.

"Come on AJ, think, wha else ya got? It's gotta be on 'de tip o' mah hat! 'Dat's it!" Applejack was trying to think of what to use, when the answer…was on her head, "Hyuah!" The girl took off her cowboy hat, and then swung it like a disk, which actually was spinning and glowing at the same time.

"BASH," Suddenly, the Superior raised his beam swords to block the spinning cowboy hat enrolled with magic and it pushed him off the ground… "POWWVHMM…" That much force managed to shove the guy to crash against the walls of the school away from any citizen. Now Twilight & Ben's group was surprised by that feat by Applejack as her hat came back like a boomerang.

"Wowie, a hat boomerang," Pinkamena giggled madly upon seeing this.

"Yeeehaaaa; Now dat's wha Ah'm talkin' about in tipping mah hat off, an' Ah mean dat by thrown' it!" Applejack grip her hat in cheering for joy, that move she pulled actually helped knock the Superior on his royal behind.

"BOOM," Suddenly, everyone nearly yelped to dodge some familiar spheres the Superior was casting outside, including electric spheres that expanded in size, almost taking them heroes out.

"Bad call, AJ!" Golden Heart exclaims as he blocks with his sword, only to get knocked to the ground hard.

"Girls, I'm gonna try something else now!" Rainbow Dash issued this off in looking serious, time for her to go out and face this creep-o.

"What can you try to stop him?" Rarity asked off in a puzzling her brave friend to fight an opponent who seems almost superior.

"With these babies and something with this to complete it," Rainbow Dash issued off cocky to magically bring out a familiar pair of nun-chucks Twilight's gang recognize, along with a pair of sunglasses. "Prepare to get…Dasheresque!" The girl proclaimed in wearing her shades to make her look extra cool and spiffy now.

"Hugh, that sounds like something that was already made." Pinkie Pie spoke off in a Fourth Wall Break sense of the matter.

Soon the Superior dashed out to about to attack Applejack, if not for the appearance of Rainbow Dash, "Clash!" And soon both beam swords and nun-chucks blocked the other while pressing to where one is pushing the other. Soon both broke off from a few times where the Superior kept trying to land blows and all Dashie could do was block & defend with the long stick ends of her nun-chucks.

"You show an impressive skill, but you lack for offensive planning to only defend," The Superior rubbed in the remark that while Rainbow Dash came to stop him, the girl can't harm him when blocking.

"Who said I didn't have a plan & was using normal nun-chucks?" Rainbow Dash issued with a cocky smile before lifting her short stick ends that were….actually a magical mix for a blaster. "Bang-Bang-Bang…." The girl was blasting her shots that caught the Superior off guard from holding off the long ends of the weapon from hitting, but not this.

"Eep; Can she be okay using firing arms?" Fluttershy yelped in seeing her friend actually was using some excessive fire power.

"Trust me; we'll need about as much fire power to take this Superior down!" Ben assured Fluttershy when he came near the girls about what they need to do, is give this fight everything they got. "Twilight, can you try casting anymore spells to weaken him?" The guy asked the girl that was the magic expert around here to try to keep weakening the Superior so they stand a better chance.

"When he's still, but he's moving so fast in seeing what I did. If I could weaken his defense…" Twilight shook her head about how trying to use a spell that weakens their strong enemy will be tricky unless something can be done.

"Woah," Suddenly Rainbow Dash's voice was heard as the gang saw she was really flying around to keep up with blocking and attacking, but mostly defending. The Superior was now casting his square barrier to block the barrage assault from the magic nun-chucks so he won't be caught by that trick anytime soon.

At this moment, Applejack & Rainbow have learn to access their abilities to be offensive and defensive as they can, but their enemy is really giving them more a work out than fighting a demonic Sunset Shimmer.

"Hey, your number just caaaaaaaame up," Pinkamena exclaims as she slash at the Superior who blocks the attack.

"Brrr, brrr; the way she talks freaks me out!" Rainbow exclaims, shuddering a bit.

"Rarity, you like jewelry, right?" Twilight spoke to the girl about her common interest all of a sudden.

"Well yes, but what can that do for me here?" Rarity responded off a bit confused, what can she do with jewelry in a fight she barely seems capable of doing.

"I can give you a memory update about a 'certain' type of fighting style with magic gems, can you focus on that to help here." Twilight explained something that her friend Rarity in Equestria can do, so this Rarity in a human version can also perform with the right method of a spell to be performed.

"For Pinkamena, Applejack & Rainbow fighting the rouge that cause this, it be a pleasure." Rarity spoke humbly that if she can help fight the major foe, she'll gladly do it.

While the girls were performing a means to fight, the Superior was really moving against Pinkamena, Rainbow & Applejack; Ben had to step in to block most of the guy's movements. But the hooded foe was so skilled with his cunning, intelligence while using magic, even dark magic that was pushing the gang so hard.

"Where in Equestria have you been hiding yourself?" Ben asked off a bit bothered that powerful guys like this sudden come to appear without warning, just like with Lorcan when he plotted to conquer and destroy pony kind.

"I'm afraid that information is classify." The Superior responded off in stating while he faded into darkness, but Ben chased after him.

"Then I'll just have to make you tell me!" Ben responded when the enemy fired more electric sphere, but the guy managed to dodge them all in preparing to strike the enemy that reappeared from the dark mist.

"Hmph, you're as arrogant as your father." The Superior spoke off in a cocky remark about how much Ben Mare…was like his own father.

"Wha…my father," Ben yelped from losing focus when he heard this…what did the Superior mean by that?

Ben let his guard down as the Superior took the moment to attack by unleashing three charged spheres that grew so quickly that they impacted on the target.

Or did they...

In truth, Rarity blocked the attack with some gem crystals that formed into a shield. And slowly, but surely, the energy was being absorbed into them gems before they were all but gone.

"That technique…when did you…" The Superior spoke a bit amazed, that was the Eternal Style, a magic unicorn style where one uses gems with magic to block, attack, but most of all, absorb magic to redirect it.

"Oh, it's nothing really, but this is something!" Rarity smiled off to point off before suddenly having a little light show from her gems redirect the beam lines from within...

In a nut shell, Rarity fired off the Superior's own attack that caught him completely off guard that blasted him up over the air.

But then the Superior back flipped from his shoved moment and then soon charged forth with his beam swords to attack the diva girl with her gems.

"Oh, goodness; Yipe, me oh my; Eek; Settle now!" Rarity yelped from ducking and using her magical floating gems to block any attack, it's lucky that she's used to the magic by her own connection of an element her pony version is link with.

At a certain moment, the Superior saw from a reflection in the gems Ben about to strike him from behind. And then in a blink of an eye, he turned to swing his beam sabers at…nothing.

"What…" The Superior questioned this, he saw the reflection of an enemy, so why isn't he here unless...

"A fact here my friend, reflecting an image through a multiple mirror length can be tricky at best." Rarity issued before ducking down to allow…someone to attack from behind her at the foe.

"Sword Beam," Ben shouted off from having a charged blade and then swung it into action.

"BANG," The attack made a good contact that knocked the Superior across the ground, creating a dust that blocked him, but it was certain that it was a direct hit.

"Yes!" Ben responded with a smile; that connected and surely wounded the enemy.

But then a strange lightning force zapped out from the cloud and ensnared Ben off the ground and into the air.

"Auuughhhh," Ben cried out from being trapped in an electric lightning grip that was shockingly painful to him.

"Ben/Daddy," Twilight & Nyx cried out in seeing the person that they care for was in danger.

"That little act….pushed me to this extension of my power." The Superior spoke from coming out of the cloud of dust with his left hand focusing his magic to lift the boy off the ground. "I'll end you and claim your power for…" He was about to issue a statement to claim the Triforce, however...

"Twilight Star Shower," Twilight's voice was heard from performing a spell, as her hands aim up into the air. A lot of aqua color sparkles floated into the air which looked like twilight stars sparkling in the air. Then the next phase happened, the very sparkle magical spheres fired off like fireworks to be impacting across the field where the target is located.

"Incredible!" Golden Heart exclaims in amazement.

That spell managed to make the Superior duck away while unleashing Ben from his grasp to have the boy fall to the ground hard. The enemy was now swiftly dashing to blurring himself to dodge much of the barrage of shooting stars that were almost endless, but soon none were seen above Twilight casting the spell. The girl gritted her teeth; that was a fast & evasive spell to land multiple hits for some or one major force on what she was targeting, she used this spell against Lorcan once and the Superior seemed just as fast as that former foe.

"Hay Ben, you okay…wooh!" Rainbow Dash floated over to check on Ben, only to duck away when the boy almost swung his sword that nearly got her.

"Buddy, what's wit' ya?" Applejack snapped off in glaring at what reckless action Ben was trying to pull here.

"Ugh, whatever the Superior did, I'm a little confused who's or where the enemy is!" Ben spoke from trying to focus his eyes, but…whatever that spell the Superior used to snare him has left him a bit confused in what he should do or who to tell was a friend.

"Well don't threat, we're here to help while you snap out of your state." Rarity issued to the boy while she and the other two girls ready themselves to go back in to fight the enemy.

As the battle continues, Twilight is left with only Pinkie Pie & Fluttershy; they too need to get in to help stop the Superior…by fighting.

"Pinkie, Fluttershy, we need help!" Twilight spoke in wanting these two to help out.

"Right, can't fight this guy by myself!" Pinkamena remarks, helping as she dodges a saber slash by the villain.

"But what can we do?" Fluttershy asked from feeling that she couldn't possibly have anyway to help.

"Yah, I know if I had a Party Cannon, I could…wait a second!" Pinkie Pie was about to say if she had something to help and then inspiration came. Soon the girl tried to use her magic to imagine something and, look to behold, a Party Cannon appeared out of nowhere, "Ah-hah! A Party cannon! Ooooh, it's even got dial settings! Cool!" The girl studied her latest new thing and found a dial with many settings for 'Big', 'Small', 'Super-Surprise the Bad Guy Away Mode' etc., the works.

"Uh-oh," Spike, Phobos and Nyx yelped in recalling what happens when the Pinkie Pie of their world used dial settings on her cannon, things get…really crazy.

The Superior was really giving the others a work for their money, even their allowance money. Applejack used her hat to spin it or used her rope to grab and swing rocks but the enemy made his electric barrier wall that blocked it all. Rainbow Dash kept with blasting a few laser spheres the guy made from becoming a dark mist to slip through and fire another wave. Pinkamena jumps around, carrying Golden Heart to attack the enemy who kept sending them off with waves. Even Rarity was having her hands full trying to use her gems to attack by levitating them and attacking before recalling them back before the Superior landed his beam swords against her made shielding of gems.

"Hay meany-pants," Pinkie Pie suddenly came to attack the Superior from behind and would have worked if she kept quiet, "Gotcha!" The girl grip the guy's wrist, making sure that he wouldn't use his hands to fire spells or waves his weapons so casually.

"You seem to confuse victory with reckless actions! A poor subject you've chosen!" The Superior dryly remarked off in seeing this girl had clearly underestimated her ability to jump the gun right into the jaws of defeat.

"No it ain't!" Pinkie Pie smiled off in having a secret that was gonna be one thing; surprise.

Suddenly from the girl's puffy hair came her Party Cannon set on a big dial setting before… "KAPOW," A large blast beam was firing across that completely covered the Superior and allowed Pinkie Pie to let go while the villain was sent flying.

"Wooh Pinkie, watch where you aiming at!" Rainbow yelped from dodging that attack that soon escaped into the air and exploded like fireworks.

"Oopsie, sorry," Pinkie Pie sheepishly responded in seeing she made a little mistake.

"Did that work?" Rarity asked off in staring where her pink friend performed but wondered if that did the Superior in.

Suddenly, the Superior reappeared in the mid-air before touching the ground again, he seemed a little smoky, but still, nothing of much harm like he was either pretending or wasn't phase by getting a full-blast of a cannon in the face; even hidden.

"Fraid not yawl," Applejack made a stern face in seeing, this was one tough bogy.

"Correction, the only thing obtained is annoying me with such cheap surprise efforts." The Superior dryly remark that he was annoyed by such a pathetic little stunt by the pink girl's little random action.

"What! Oh, you did not just call one of my surprises CHEAP!" Pinkie Pie yelled off with a narrowing angry eyes; nobody goes and calls her surprises cheap, not even the villains!

"Right, even no one does that to Pinkie!" Pinkamena remarks angrily, agreeing with Pinkie.

Again, things were really heating up as Ben was starting to feel much more recovered. And right now, Twilight used another spell to help weaken the Superior, even if by a tiny amount, to give her friends the edge.

"Fluttershy, come on, we have to help!" Twilight turned to the last one from the Main Five that hasn't gone out, they need all the help that they can get to fight this major foe.

"I don't think I can. Everyone else has something they can fight with, but…I'm just a shy girl with a magical change." Fluttershy shook her head in feeling she can't be in league with the others, Twilight & the Main Five each have something special to fight with, but Kindness…what kinda power can one use when wanting to be kind?

"True, but you have to believe and make what's inside you come out or else this Superior guy will harm all of us." Twilight nods in agreeing but knows that Fluttershy can be more if she stops questioning her doubt and just do it.

Suddenly, one of the Superior's attacks missed the attacking the Main Five members and exploded off center. Unfortunately, that was almost near some frozen students that two certain dogs were trying to help bring near Nyx's force field.

"Yoooowch," Spike yelped from his tail feeling on fire and was jumping and running around.

"Hot tail; Hot tail," Phobos was running around like a fool to start rubbing his butt on the ground to put out the flames.

"Spike, Phobos, be careful not to get hit!" Nyx spoke while gently using some magic to make water appear to splash off the tiny flames, much to the dogs' delight at least.

Seeing animals getting hurt by the Superior suddenly made something in Fluttershy…snap. Her calm nature was suddenly making a change from all the times Sunset Shimmer was mean and bully her to seeing the Superior be one that was meaner and showed no caring what so ever. Just as the hooded enemy was about to deliver a right slash from his weapon, a hand reached out to grab it and stopped the attack with a tight grip.

"What's this?" The Superior asked from feeling someone else was trying to stand in his way, who would be so bold and foolish to...

"KICK/KURPOWWVHHMMM," Then in an instant, a kick was smacked into the unseen face that sent the guy smashing and bringing down an entire section of a nearby side of the school's lunchroom. And would you look and behold who did that than…Fluttershy; Seriously?

"Listen here mister, you can try to harm us all you want, but hurting my friends and cute little animals, I will NOT stand!" Fluttershy snapped off with showing a sign of developing the Stare as she was not about to let an enemy do his evil as she flapped her wings in the air, looking serially determined.

Course this action was making a lot of the others stump in seeing that Fluttershy looked to have KO'd the big bad enemy. Even Pinkie Pie, Nyx, Spike & Phobos were gaping in not believing what they saw.

"Oh, sorry everyone, I guess I got carried away a little." Fluttershy yelped in noticing in a rather embarrassing moment, she showed a side of herself that she herself never was much of showing from always being shy.

"Actually, I think we can live with it if we can beat the guy up as well as you did." Ben shrug off with a smile that for anyone, seeing Fluttershy added to the mix of beating that enemy was okay, scary, but okay in his book.

"And I haven't seen a side like that since Pinkamena got ticked off so I'm used to it." Golden Heart said to Fluttershy with a shrug.

"Okay everyone, let’s fight at our best!" Twilight issued from now joining in with wanting to stop the Superior with their combine might.

And not too soon was it a good moment cause the Superior busted out of the rubble, only to be smacked down with his electric barrier stopping….A STAMPEDE! Turns out Fluttershy used her magic to create magical animal energy forms to attack, much to anyone how that was happening. Time seem to have passed by much with the girls & Ben fighting their hardest and the Superior still fought in which case to any spectators, it was about even.

"Yahoo! Yee haw!" Pinkamena exclaims as she bounce off the Superior a few times.

"It would seem now, that you have finally learn to adapt to fighting, all of you." The Superior spoke in witnessing the sudden change in how things were working so far, he's on the run now. "Very well then, perhaps I can fight…a 'little' more than what I'm going at." He spoke in feeling the time to get a 'tad' more serious had come.

"What?" Twilight responded off a bit confused, this opponent, who has given them such trouble, wasn't fighting at his best?

"I shall instead give you a taste of what I can do, let’s see if your friendship, can withstand it." The Superior spoke from waving his hands around to confuse his opponents that he shall now…perform something to test the group's strength in friendship, "Imperio!" He spoke from pointing his beam sword from the left at the gang. Just then, a mist appeared that was going for the gang now.

"Everyone; Scatter," Twilight issued off with widen eyes to give the order for them to separate.

Soon the girls and Ben ducked away before that strange mist stuff even touched them and it evaporated when it touched a solid object.

"Imperio," The Superior spoke the spell again to fire another mist from his beam saber to have it hit the gang.

"Twilight, what's he doing now?" Applejack asked off from watching where that spell was that almost got her.

"He's using another Curse Spell." Twilight issued with a serious look about what this spell the Superior was using was by its name.

"What, to cause us pain; Woah," Rainbow Dash asked off to question, only to duck from the air to dodge another mist type spell fired by the enemy.

"No! This one is the other spell of the three; The Imperio Curse!" Twilight instructed to explain the other Unforgivable Spells that was being done here. "The Imperio is known as the Imperius Curse, causes the victim under the spell to perform the unquestionable bidding of the caster." The girl explained with a seriously frown look that this was a spell meant to enslave anyone the spell came in contact with.

"As in being brainwashed!" Pinkamena exclaims in alarm.

"You mean if we get hit with that…?" Rarity yelped in terrible thought of what happen if they got hit by such a spell.

"He'll control us like we're his puppets!" Pinkie Pie spoke off in getting the idea while dodging another mist shot attack.

"As if Sunset Shimmer using her spell on the students were bad enough; No offense," Golden Heart said, apologizing Sunset Shimmer on the side.

"None taken," Sunset Shimmer calls out as she continues helping Nyx and the dogs.

"Oh dear; I don't like that!" Fluttershy gulped in realizing what this could mean if the Superior gets control of one of them, he'll use them to do something mean.

"Imperio," The Superior continued to fire off the spell in making the girls and Ben run around in circles to not get hit by that terrible curse.

The scene was clearly making the girls run around, but then the Superior was soon mostly focusing on firing the Imperio spell for…

"Ben, he's after you, don't let that spell hit you!" Twilight cried out in seeing her love was in danger, if the Superior controls him, he'll have the Triforce and, oh she can't wanna imagine that!

"I'm trying, but dodging and blocking is all I can do!" Ben responded to be blocking with the Master Sword, the sword seems really good at repelling the evil magic, but most of the time, he's gotta dodge them attacks.

However, while this action was happening, Sunset Shimmer was busy trying to pull another frozen student to where Nyx's group was until…something was heading her way!

"Hugh…" Sunset gasped from seeing a mist coming up towards her, and all she could do was raise her arms for the worst.

With Nyx, Spike & Phobos were helping the girl bring anyone else into the force field she made, but it's almost tiring work.

"Hugh, Sunset!" Nyx spoke from seeing the girl that was former foe had now return from what she was doing by bringing another frozen person that needs protection.

"About time; give us a hand here!" Phobos asked off from what he and Spike were doing in pushing another frozen teacher, without much success.

But Sunset remains and the image focus on her looking strangely, but slightly intoxicated, elated state. Weirdest was the eyes that were a milky, glazed appearance, which were not of Sunset's eye color at all.

"Hay, what's wrong with you?" Spike asked from when Sunset was over shadowing the dogs, something here didn't sit right on the girl's silent appearance.

Sunset's back was seen covering our view before everything around the area went dark. The others were really trying to fight close without the Superior hitting them with that Imperio spell, but the guy still gave them a tough time. Course now things got a whole lot tougher now...

"Everyone; Help," Nyx's voice was heard crying out for help now.

"Nyx," Twilight & Ben turned to stare with worry, what's going on now, of all times too.

Soon horror was seen when Sunset Shimmer was walking out with two dogs she held out in gripping them tightly around the necks. They were Spike and Phobos, and Nyx only stared in seeing the girl walk them up to where the fighting was going on without hearing the little girl plead that Sunset not do this.

"Gaugh-Ugh…unhand us!" Phobos struggled within Sunset's left hand that choked his neck.

"Ugh…let…us…go!" Spike tried to fight out of the right hand, but Sunset Shimmer had a firm grip.

"Sunset, what are you doing?" Golden Heart demands to Sunset, shocked by what he's seeing. Sunset Shimmer has reformed so why is she acting like her former bad self again?

"Great, Sunset's turn traitor!" Rainbow Dash rolled her eyes in glaring in disappointment, Sunset's gone back to working with the enemy.

"No, she must have got hit by that Curse Spell! Look at her eyes!" Ben pointed to which everyone saw it, Sunset's eyes were completely different, she was still human, but the eyes showed she was not in control, but under the Superior's control. "It’s proof that he's controlling her. We have to…" The guy was about to suggest a course of action, but then…

"Do nothing….but survive an onslaught!" The Superior spoke from vanishing into darkness as he zipped pass the others to go directly for…..Sunset's position.

"We have 'ta git 'ta them before he does!" Applejack issued off while they decide to make a run for it, only for the Superior to unleash his laser sphere technique again.

"But there's too many!" Pinkie Pie yelped from blasting a few shots, but only got a couple.

"Oh no; Oh dear," Fluttershy yelped from flying to doge the attacks as best she could.

"Everyone moves, I'll cover," Rarity issued from having her gems float over to block off the attacking laser show.

But try as hard as Rarity did, the others went off, but the Superior moved faster in a blur to appear before Sunset holding the dogs.

"To strike down three enemies in one go while they are hardly compatible challenges, hardly seems to let off a sign of satisfaction." The Superior spoke in wielding his beam saber sword against the undefended child and dogs in seeing little satisfaction here.

"Grugh…Urrghh…" The dogs were struggling with their cries to break off of the controlled Sunset, but no dice.

"This may serve more punishment to you, Sunset Shimmer, it helping to finish off those your new friends love, be taken by my hand…by your choice of aid." The Superior spoke in wielding his weapons in a cross form to prepare to strike to end the dogs while letting this punishment reach its core in what Sunset Shimmer has done will serve as a lesson.

Sunset Shimmer's eyes showed signs of wanting to resist, but she couldn't, she didn't have the power even to make her hands loosen on the dogs. Time seems to slow down as the Superior raised his weapon to strike and to end things….

"SLISSSSH," Suddenly, the scene was off center while a slashing sound was heard.

Soon all eyes stared in beyond shock in witnessing a feat that was uncanny to believe. The Superior had swung his weapon to kill off the defenseless dragons turn dogs…but that didn't come as the true shock. What really was shocking was Sunset Shimmer being shoved backwards and thrown the dogs backwards to land on her back and Spike and Phobos, wiggled around, still fine and alive.

"Are we dead?" Phobos asked off in wondering if they were killed off now.

"No, we're alive!" Spike spoke from feeling himself; he's got his head on, so they must be alive.

"Phobos, Spike, you okay!" Nyx spoke in leaving the force field she made to check up on the ones that were endangered now. "Hang on Sunset, maybe I can remove the spell controlling you." She spoke in clapping her hands on Sunset's head to focus some magic to help remove the curse the Superior put on her.

"Ugh…um…" Sunset Shimmer's eyes were shifting a bit from returning to their true colors, she moans from feeling her senses returning.

"But what happened? How are we okay?" Phobos asked off in how they managed to get out alive if their pals were not gonna make it.

"Someone has come there in time!" Pinkamena exclaims in surprise. "And me and Goldie sure didn't do it!"

"I think….'he' had something to do with it." Spike spoke from seeing something in front of them that said it all with a much surprise reaction.

Now every eye was on that the Superior's beam saber sword was stopped by another weapon, but it was not the Master Sword of Ben, it was….another Beam Sword. This weapon that stopped the Superior's attack was a more green emerald color and the base of the handle seemed more dragon style, with a strange familiar sense hidden about it. And if that wasn't enough, the figure wielding the other beam sword and stopping the Superior's attack was another cloak hooded stranger.

"Hmm…" The Superior seemed to hum a bit in what he was looking towards puzzled. "And just who, would you be?" He asked off in wanting to know, who was this strange creature, it was not Twilight, Ben, Pinkamena, Golden Heart or the Main Five, so who was he…

"Someone you don't wanna know." The other figure responded without giving much of his real identity away, as to only those of us that know it, it was Lorcan.

Spike could almost gasp in hearing that voice, it sounded…familiar to him.

"Twilight, who's that guy," Fluttershy spoke from when the Main Five stopped to see someone stopping their enemy.

"Is he a friend?" Pinkie Pie asked off in thinking the other cloak person was a friend to Twilight's party.

"I'm…I'm not sure." Twilight shook her head in being uncertain; she didn't expect a friend to rescue them so suddenly.

"Well he saved Spike & Phobos fro' 'de varmint!" Applejack spoke off on one good deed the other guy did to stop the Superior's plan to harm their pals.

"And blocking that attack when we had such difficulties ain't easy, believe me." Rainbow Dash rolled her eyes in seeing that anybody that could face this bad dude can't be all that bad, right?

"But why is he wearing the same shady cloak & hiding his face? And where did he come from?" Rarity also question off to join the group after she finished her side of stopping the attacks from the Superior.

"Good question, but better question is….is he here to help us or deal with us afterwards?" Ben responded that none of them knew much of this character hiding his identity, for all they know, it might be somebody who's not a friend.

Twilight however saw something in what stopped the Superior's weapons, it was…of a certain beam sword.

"Ben, look, that's Lorcan's Beam Sword!" Twilight pointed in recognizing the weapon belonging to a decease enemy.

"Hugh, you're right! That thing was missing during Lorcan's defeat." Ben responded puzzled off in how the weapon of a fallen dragon teen was in the hands of another. "But how'd he get it? And why is it I can't sense his magic aura; something must be keeping it hidden. But he has to use some to fight the Superior in terms of strength." Ben was having a hard time that Lorcan disguise himself to hide his appearance and the cloak shields his magical aura so no one will truly recognize him at all.

At the moment, the two cloak figures were trying to push the other's beam saber against another as sparks were flashing a bit.

"You appear dress like us, but I can tell…you are not of our organization." The Superior spoke in questioning this character who may look like one of them, but is clearly an impostor. "And how is it you've come across the Scarred Ruler's weapon?" The Superior was truly curious about how an unknown being found the weapon of the deceased Lorcan.

"I happen to come across it, took a liking to it. Nothing wrong with finding & keeping something, is there?" Lorcan responded in making a make-believable lie to fool those around.

"And just who would you be…you're clearly not a resident of this world." The Superior kept his weapon firm against his new foe while asking questions. "You came through the portal, you're from Equestria, but who you are…you're concealing your magic aura from those that you don't want anyone to know who you are. Why is that?" He was becoming very curious and very concerning that whoever this new opponent was, he was clearly getting in his way.

"We all have secrets, so do you, unless you wanna show your face!" Lorcan counter off to say in his own response to the Superior. "I know who you’re in contact with."

"Really?"

"Well, you do share the same voice..."

"Take off your cloak, dragon. Show me your true size." The evil villain demands more then he asked. Lorcan pushed the Superior's weapon off from his own, gripped it to wield it in being ready for anything now.

"Then you shall have the distinct pleasure to feel which of us…is superior." The Superior slowly raised his weapons in being ready to show this fool just which of them is more powerful than the other.

Then in a vanishing blur effect from both cloaked beings, they reappeared to clash their beam swords that spark a strong flash. And soon that movement was soon becoming quicker and blurrier by each passing moment, like seeing two guys pull off vanishing acts while clashing with their weapons.

"Wow! This other guy's fighting on near pair with the Superior creep! You seeing that Spike; Spike…?" Phobos spoke off amazed by what kinda new fighter they got, but noticed that Spike…was really focused on the other guy.

"I can't tell, but something about that guy feels…familiar, but I just don't know where. Or why he has my brother's weapon?" Spike shook his head off in not figuring out who or what this guy was that he felt like he knows the one wielding his older brother's weapon.

During the confront, Lorcan and Superior were really clashing it out with such skill and speed, that this at least with magical elements could just 'about' follow what was happening. And even seen the Superior fire off red sphere orbs across the field of his hovering steps that fired off but Lorcan managed to dodge them before they could almost touch him. And when they clashed again, Lorcan was feeling this Superior's strength and it bothered him.

"How is it you're this strong, Celestia & Luna would have known of your existence," Lorcan spoke off in trying to understand, who this guy was, no way the princesses of Equestria would not have alerted everyone of a maniac this strong unless….he kept it secret; like the teen Dragon did.

"My existence was but a minuscule compared to Nightmare Moon & Discord, but time passes…and one eventually gains the strength to become stronger than those of the past." The Superior explained that in the past, he was nowhere nearly as strong as those fearful foes, but in the present, times have changed majorly.

As Lorcan tried to push, he could feel that his own strength was shaking, he wasn't able to handle this opponent while keeping much of his inner strength sealed for fear of revealing himself. Soon Lorcan broke off to get some distance while coming up with a plan.

"Drat, I need more effective stuff, but if I show off anything 'too' expected of my Dragon side, I'll blow my cover." Lorcan quietly muttered under his breath about how tough the Superior is, he can't win unless Lorcan uses more than just some of his skills. "Looks like it'll have to be with some beam sword action." He sighed in seeing that he'll have to make due with only the portion of his beam swords to conceal as much of his real self as possible.

The Superior soon charged forth to attack, but Lorcan thrust his weapon to hit where it would hurt. Course the enemy casted his square barrier to block, but then Lorcan surprised him by magically wielding…two beam sword sabers!

"V-Saber," Lorcan roared off from wielding his double beam swore saber in an assault in the shape of a 'V' form, "KRUSPOWW!" From Lorcan's movement, the attack's technique seemed to nearly break through the defense that pushed the enemy back.

"What?" The Superior yelped a bit from that powerful move actually pushed him further back than any of the others that fought hard against him.

Now that move really struck some memories from those that came from Equestria, that was something many recall witnessing that technique by the new cloak being performed.

"That move. That was something Lorcan used!" Twilight spoke off surprised in seeing a move she hasn't seen since before becoming a pony princess.

"Double Saber Beam," Lorcan then jumps into the air and then clashes his two beam sabers before performing an 'X' slasher technique. Once performed, the weapons slash across the 'X' which fired off an 'X' flaming beam of magical energy towards the Superior, as the guy maneuver out of the way before his barrier was vanished from his change of tactic.

"That too; whoever this guy is, he sure can pull off those moves Lorcan used!" Ben spoke off in also recognizing that other move used that took the Superior by surprise and gave some damage.

"Piecer Beam saber," Lorcan's beam sabers glowed more powerful aura, as he held the beam sabers together with both hands & position himself in a thrust pose. And then he thrust out something of an attack, as the terms showed a dark emerald color beam that was fired off the two beam swords from the user and heading for the Superior. The Superior held up his own sword beams in a defensive pose & used another barrier; the impact from Lorcan's attack was stabbing both defenses further back and was making the enemy cringe with a low groan before breaking everything off. Both fighters once again were clashing with Lorcan having a lead now.

"Just who is this guy, how does he know my brother's moves?" Spike asked off more confused than ever, how does one stranger know his brother's beam sword techniques?

"Maybe he's spied on your brother to learn his dark secrets." Phobos shrugs off in quoting a fact about this new guy spying on Lorcan on a personal level.

"Phobos, let’s not try to say something rude about Spike's brother." Nyx scolded the Dragon changed dog about remarking Spike's brother in a badmouthing way.

"Why, we know he had a crush on Luna." Phobos asked off in not seeing much harm in learning such dark secrets about other folks, especially about Lorcan being in love with Luna.

Course at that wrong moment, Lorcan heard that name and about his secret of loving her, that gave the Superior a moment to clash his beam sabers downward if Lorcan did not held up his to block them from almost slicing his hood.

"You appear distracted." The Superior issued from noticing what was going on around them this whole time. "Is being labeled the decease Dragon for using his sword moves a bother?" This guy was trying to mess with Lorcan's mind while not knowing who he was really fighting.

"The only bother is you when I cut you down to size!" Lorcan issued off towards the villain while pushing more of the guy back from his anger rising.

"Unfortunately, while you are well skilled," The Superior spoke off this quote, he did something unexpected, "SLASHH!" The Superior suddenly moved faster to slash against Lorcan's cloak, but the latter did dodge back enough to avoid most of the fatal blow. "You are still further from my rank." The Superior spoke from his far distance, that though this challenger prove some promise, Lorcan is not even a match for him.

"Urrrgh…" Lorcan gripped his side that was hurting, not good, the Superior was too much in a superior league, if only the Dragon teen under the hood could unloose his full power, but…he can't expose himself now! Too risky!

The Superior was about to strike again, but then Twilight, the Main Five, and even Ben Mare stood between this enemy from delivering a blow to a weaken Lorcan.

"You help someone you barely know?" The Superior asked a puzzling question in why such beings trust one they don't know if they are friends or foes?

"The enemy of my enemy is my friend, so if he's an enemy of you and you're our enemy, then we'll be good friends to take you down!" Ben issued off with a sly smile in figuring, if someone is the enemy of the Superior here, then they outta help the other guy out to defeat their one true enemy.

"Your choice to fall on," The Superior shrugs off his shoulders in seeing that these fools make their choice on a hopeless belief.

Lorcan watched this in surprise while his face, even his scar, was hidden from anyone seeing who he was.

"You there," Twilight turned to Lorcan in addressing him while not knowing who he really was. "Just who are you? How'd you come across that weapon & performing those techniques?" The girl was asking some serious questions about whoever this guy was seem to have a lot in being related to Lorcan, the Former Scarred Ruler.

"One can easily know what techniques they can use when they train themselves to develop them, even copying moves used by others. As for the former question, I'm…a friend." Lorcan spoke in making a false claim in how he knows his own techniques, enough to let him off the suspicious list…for now at least.

Twilight stared at this figure that wielded Lorcan's weapon, seeing the cloak figure here use that weapon was hard for her to trust, but she shrug it off in seeing that the heroes have bigger things to deal with.

"Alright, but when this is over, you're coming with me, Ben & Nyx and our Dragon friends to Equestria to explain to Celestia about coming here against her orders." Twilight sighed in giving up about questioning this guy, but when they return to their pony world, this new guy is gonna be having to explain himself, especially in front of the princesses.

"Funny, I would have thought the same thing since it was supposed to be you alone, but that can wait." Lorcan spoke off in making a humorist claim about Twilight doing this alone, yet her friends from their world are here too. And of course, Celestia and Luna will already know about his involvement…by secret means.

Waiting for explanations, it shall be, now the battle with Ben attacking with his sword against the Superior was a go.

"Tell me, what do you know about my father?" Ben asked off in demanding to know what this Superior knows about his parents?

"You may come across that truth when the time comes, and by then…it'll be too late." The Superior spoke in speaking that the truth of Ben's origin will come to fruition, but when it does, it will be on a alter scale.

"Too late for you, maybe," Rainbow Dash spoke off from when the Main Five and Twilight enter the mix to attack with their own skills.

Things were getting rather complex, the earlier moment showed the Superior having the disadvantage, but now…

"Time to play at both your weakest link," The Superior spoke in seeing that it's time that he starts to turn things up a notch. And soon he turns into darkness to escape while the others followed while expecting any range spell attacks.

But then flying around the Superior when he emerge from his dark mist form were strange objects like swallow birds zipping around.

"Oh birdies!" Pinkie Pie cheered for joy in seeing little birds all of a sudden.

"I’ve never seen birds like these." Fluttershy spoke puzzled in seeing such strange creatures fly around the Superior, it's weird.

"Heads up, he's got something up 'dat sneaky sleeve!" Applejack spoke up from feeling something really weird will show up from this foe.

Then without warning, the Superior covered himself in a giant electric sphere, but the worst of it all were multiple beam waves shooting out from it towards the others.

"Gaaughh," Twilight, Ben, the Mane Five and Lorcan were unprepared for this to be blasted backwards from the laser blast hitting them.

"Now…to obtain a little leverage here." The Superior spoke in ceasing that move, only to focus his hands to cast lightning to capture…someone important.

"Ahhhh," Nyx's cry was heard that brought the others out of their stump states to notice…the Superior was gripping Nyx in the same lightning trap hold above like he did Ben.

"Nyx," Twilight & Ben cried out in seeing their daughter was captured by the enemy when they stood up.

"You evil fiend, unhand that girl!" Rarity snapped when she and the others too up in wanting the cloak hooded villain to let Nyx go.

"Give up your residence and surrender the elements to me and perhaps…no harm will come to the reincarnation of Nightmare Moon." The Superior held out a free hand in wanting the heroes to surrender and give up the powers of the elements…to him if they want the little child safely.

Now the gang was really in a tight spot, if they give up the Element of Magic & the Triforce within Ben, this villain will be even more crazily powerful. But if they don't, Nyx will be in more trouble that the Superior could finish her off. But then without warning, a monkey wrench was throw up that drew the attention of the lightning from Nyx which made her fall, and Phobos & Spike were either lucky or unlucky to cushion her fall.

"Guhm…" Course being dogs without their dragon strength, wasn't easy to catch the heavy child.

"What…" The Superior was surprised by this, and soon focuses on who did the deed. "You…" He looked with almost hidden gaze at who was the one that stopped him.

The others turn to see that the one standing up bravely in a position of throwing something was…Sunset Shimmer. The girl still looked like a wreck, but she tried to put on a brave face.

"I….am…not afraid of you; you ruin my own life, I won't let you ruin my chance at friendship! I…owe Twilight that much for making me sees that." Sunset Shimmer spoke her deep and honest feelings that she won't let the Superior get his way by hurting others the way she did, she owes Twilight that much to save her daughter.

"Such tolerance….won't be forgiven." The Superior spoke in sounding a bit dark and angry….and then in a blast, shot lightning that ensnared the traitorous Sunset Shimmer.

"Guaaaaughhh…" Sunset Shimmer cried out from being electrocuted with more pain then anyone before.

"Perhaps your usefulness has truly ended Sunset Shimmer; it's been nice while it lasted." The Superior quoted in seeing Sunset's use has finally expired, and like all things, their hour to be put to rest…had come.

"Superior," Ben's voice interrupted in which the Superior had to force himself to let Sunset hit the ground, a bit burn, but alive while another matter was coming. "You mess with the wrong guy's daughter! Huuuagh," Ben was raising his sword to prepare something to strike the guy down.

"Don't bother…." The Superior spoke in bringing up his electric wall barrier to stop any attacker. "Breaking through this barrier would causes you pain." He issued that once Ben tries to attack, he'll be feeling pain instead.

"Then I'll have to try this over it!" Ben issued from having something prepared from where he held his Master Sword. "Triforce Slash!" The boy yelled out loud in going to unleash something new.

Suddenly, the boy's Triforce glowed in showing a symbol on his hand,as his entire body glowed with a powerful aura. Then without warning, a ray of light stun the Superior that was horizontally in front of Ben.

"What's this now?" The Superior questioned, and soon he was trapped between two images of the Triforce, even if the guy kept his own barrier up against a frontal assault.

Soon the boy dashed at the stun opponent by the beam Ben unleashed and soon was striking the Superior's barrier with a flurry of slashes for an immense amount of damage.

"Crack-Crack…" Suddenly to the Superior's notice, his barrier was cracking from the impacts by Ben's power, "My barrier!" He responded in shock, the boy's power was becoming overwhelming that the barrier couldn't withstand it,

"HRUUARRGUHH!" Ben was pausing to charge the final blow while giving a mighty battle cry. "POWWVHMMM…" Then with one strike, it broke the barrier wall of the Superior and allowed the boy to launch the guy off withenough power to about KO'd him.

"Urrrghhh," The Superior groaned from the impact that made him crashed backwards before finally taking control to flip backwards to his feet…but seemingly severely weaken.

"Ben, your sword's harmed him from contact! Try hitting him again!" Twilight issued to Ben in seeing that the only one that can harm the Superior was the guy's sword, the weapon that can harm evil.

"Alright, but you can hurt him with the Unicorn Burst, right?" Ben responded while wondering about something else, Twilight can use a strong move, however…

"Too dangerous, I could almost destroy the town if I miss, plus, I don't have a horn!" Twilight shook her head 'no' on those accounts in unable to use that move on a few reasons.

"Alright, hold him down and I'll try something!" Ben responded to hold his sword again to prepare for more slashing attacks.

"How do you intent to hold down a powerful foe we've barely managed to have much luck?" Lorcan asked off what the princess girl was planning, the Superior was so powerful, how can such a being be held down?

"The Superior thinks that Friendship is weak, but he's wrong!" Twilight issued this off with a stern tone at Lorcan without knowing who he still is, and will be that way for now before looking to the Main Five. "Girls, here's the plan, we're gonna pull a rainbow move unlike any other to take this guy down, you with me?" She wanted to know she could count on her friends here, cause if this works, they can obtain victory.

"Yeah," The Main Five responded with assured faces, they are with Twilight all the way.

"In that case, I too shall provide aid to Ben." Lorcan spoke in offering aid before rushing off to join Ben's fight. "It's the least that I can do!" The guy silently muttered under his lips in wanting this much to repay for his troubles that he's done in the past.

Now Ben was on fire in clashing with the Superior after the first actual sign of the enemy being hurt. And with Lorcan joining in, the Superior was having a two against one, with Ben showing more improved strength then earlier.

"The Triforce's power is amazing. No wonder it had such a hard time being seen, it had a hard time finding a wielder." The Superior spoke in being intrigue by how much Ben has managed to tap into such power.

"Then you're still about to feel how tough I am with it!" Ben issued off from striking again, but the enemy blocked his sword.

"Unfortunately, you've only gain a fragment of it and though you're growing powerful to learn more about it…" The Superior was issuing a fact that surprised Ben about his power in wielding the Triforce. "You have not yet unlocked its fullest potential, something I earn to correct." The Superior plans to unlock more of the Triforce's power, something Ben clearly lack in doing.

"That's something that won't be allowed!" Lorcan came from behind to attack when the enemy was chatting.

Now the Superior was using both its hands to slash beam swords against the heroes' weapons, even fire off any spheres or go into a dark cloud to attack behind while leaving more sphere lasers to fire.

Just then, a magical rope lashed itself around the Superior's right wrist.

"Now what…" The Superior responded in seeing something happening that he saw Applejack creating a rope, but this one was…glowing from her entire aura.

Then another one showed up that was a rope that lashes the Superior's left wrist all so sudden.

"What tactic is this?" The Superior struggled to pull his other hand while gripping his weapons, and notice Rainbow Dash pulling the same stunt as Applejack.

Then two more came around the ankles below the Superior to that was keeping him from moving.

"Urragh…" The Superior struggled from this snatch state and noticed Pinkie Pie & Fluttershy were doing this with their own glowing ropes from their auras.

Soon another came around the Superior's waist line that tighten his state.

"This…spell…" The Superior muttered off to get out, Rarity was behind the guy in keeping him from doing any moving.

"Correct!" Twilight's voice spoke after another magical lash wrapped around the Superior's neck by surprise. "I'm naming this move the Rainbow Strap! Cause using the power of my friends, we can even use our might to hold down a powerful foe like you, so you can't escape." Twilight explained this newest technique she just developed, like the Rainbow of Light & the Elements Of Harmony perform, this move allows the users to ensnare their enemy foe to keep him from moving, no matter how strong they are to struggle.

"Hmmm….not a bad idea, ugh…truly a surprise not accorded for." The Superior struggled within his tight binds, but never the less, was not about to lose his cool. "But this alone will not stop me!" He issued in knowing that from this new move, it will not be enough to completely stop him.

"It won't, but my sword will!" Ben spoke from the other side in charging his sword to deal with one shot blow and this one has to count.

"Then perhaps, I'll use my 'final' resort measure, pity, I wanted to enjoy our game a little more." The Superior spoke from being bind in sounding almost in sorrow that he'll be unleashing something that would have made everything…boring.

"No….you don't mean, the other Curse Spell?" Twilight suddenly gasped in surprise shock in almost knowing by pure instant in what this villain was gonna use, "The Killing Curse!" She ushered out in true horror in knowing the last of the Unforgivable Curses.

"Killing Curse," Spike repeated off in hearing this and not liking it.

"That sounds bad!" Phobos spoke from feeling worried; something about the name gives a bad feeling.

"Indeed, the one spell to truly marvel, the one that causes instant…death." The Superior spoke in a taunting manner that any that use the Killer Curse will instantly kill the target of that spell, no matter what.

"Wait, instant death?" Rarity yelped in almost loosen her hold over the villain when the word of one spell could kill them in an instant.

"Rarity, hold on! We gonna keep our heads in 'de game!" Applejack spoke off in trying to get her friend and the others to not freak out by this idol threat.

"Don't let go!" Pinkie Pie shouted from trying to really hold tonight on her magic lash rope, the gang can't let go or they'll never, ever get another chance to win.

"Finish him, finish him; finish him!" Pinkamena calls out with Golden Heart cheering on in the background.

"Keep it together, we have to hold him!" Rainbow Dash signal the others to have them hold this cloak foe with all they got, if they lose now, it's all over.

"Oh my, oh my…" Fluttershy was trying to not loosen her grip, but it was hard while over-thinking that most serious curse of them all.

At this moment, the Superior was fighting against the magic that kept him bind to wield his right hand's saber to have it glow, this was the spell that everyone was fearing that he would cast.

"I can kill any of you, any time I choose, but I prefer to save my last trick for a special case." The Superior declared in wanting to savor this spell, and now the question was…who would he use it on. "And between Twilight, her love, her hounds or even the adoptive daughter, I can use this spell…Even Sunset Shimmer, no matter what, will die if come into contact." The seriously wicked foe was truly about to unleash a spell that very much a spell from the Forbidden Book of Spells and top container of Unforgivable Curses.

The gang were trying to keep their focus on, Ben was almost finished with about to unleash his might. Nyx, Phobos & Spike watched outside the force field with concerns, and Sunset, she was nearby to notice while over-hearing…everything.

"But perhaps the one to serve this the most will be…you Twilight Sparkle. You're going to become a danger in the future, and so you'll be dealt with now." The Superior concluded that the one that has cause the most trouble, is the new princess alicorn from Equestria, if not dealt with, Twilight will grow more powerful to become a major threat later. "Avada Kedavra!" The hooded figure spoke to wield his beam saber in the air and then…

"Noooo," Lorcan suddenly managed to use much of his own speed to try to stop the spell from being fired to hit the beam sword with his own to stop it from pointing straight.

But the spell was fired; time almost stood still when it was slowly leaning down towards Twilight's direction. But then Sunset Shimmer rose to tackle Twilight, trying to save her, but the princess saw that there wasn't enough time and the only one to get kill would be…

"No….I won't leave to see someone die in front of me again. Not my younger brother, not Spike, and not now," Twilight spoke within her mind while time was slow, she was becoming clearly serious in seeing someone about to risk to save her as a sacrifice which never again will she let that happen!

"Poofruvhmmm," Suddenly when the Kill Curse came into contact, Twilight instead swung something that….Dispel the curse to vanish! And during that slow moment, the girl, while Sunset Shimmer was trying to take the blow, she turn her head to see…something glowing in a pink glow aura that was almost…a weapon object. But for many that could not see it, there was a stallion pony graphic image behind the determine Twilight, one with a long beard & wizardry cape & hat of the stars and bells. And soon the image faded along with the magical shapeless & formless weapon Twilight almost conjured to her calling.

"It can't be! She cancel it out…wait…that wasn't!" The Superior spoke in almost feeling completely stunt for the first time, the deadliest curse spell was stopped and by Twilight Sparkle, but she wasn't alone…what was behind her was… "Star Swirl the Bearded; I sense his magic when she tried to form an object; it almost looked like a weapon….could it has been…" The Superior knew the famous Star Swirl the Bearded, but his major focus was what Twilight tried to create, it felt like someone the old wizard of times pass shared his magic with and Twilight almost made it appear...

"Urrrgguhhhh…" Ben was charging down, more serious than he's ever been from seeing what the enemy try to do while Twilight & Sunset were okay, and Lorcan soon got himself out of the way before…. "Piercesssssiihmmm…." At that single moment, time apparently was frozen, as when Ben delivered his attack; he thrust the Master Sword straight through the Superior's body in a mighty maneuver, unleashing a blue sparkly orb that was exposed from the chest point and seems to apparently…stunt him. And as if making a perfect moment, the background theme heard during this entire time while everyone fought, has come to an end.

Finally, the Main Five and Twilight undid their hold on the villain as the Superior clutched his chest and from the escaping blue energy and mix of darkness, the guy was silent in feeling weaken to back away. The gang watched in seeing by far, the most dangerous foe that appeared, was now about to vanish from sight and though there was blue & dark energy, some other bits looked like light, almost like….it was something that looked like a virtual image form. How weird!

"Yes, they did it! They did it! They got him!" Phobos cheered in seeing that they finally took down the big bad bad guy.

But then as the Superior held his chest, something unexpected happened that no one saw. The hooded foe waved off his right hand and from an electric sparks that escape from his chest, the escaping blue, dark and light energies…faded! The guy lowered his arms once that was done and he looked completely and totally unharmed, like he was never hurt from the beginning.

"Gulp, they don't got him!" Phobos gulped in looking with fear; that did not look good that they haven't won yet.

"But…that was a direct hit; that should have KO'd him, how he escape that?" Spike spoke off in protest, the enemy should have fallen, was the Superior really as tough as he goes by?

"Impossible!" Golden Heart exclaims out in worry. This doesn't look good.

"Very good; however…" The Superior spoke in sounding like he was compacting those that were attacking him.

"Augh," Twilight, Ben, & the Main Five were very puzzled from what just happened, how'd this cloak figure even recover from such a fatal blow?

Everyone was on edge in not knowing, if the unknown enemy would try to attack them now after that surprising feat, or….

"This calls for a celebration." The Superior spoke off in some remark mocking comment about what has taken place here from seeing how Twilight & Ben have fought along with these other girls that were empowered with the element of Magic.

"What are you talking about?" Twilight asked off a bit annoyed, what was this Superior even saying?

"Answer us!" Ben snapped off before dashing off to prepare to attack this unknown foe that was speaking in riddles.

As Ben took a step up off the ground, he held his Master Sword to prepare to swing it down. But then the Superior's body began to fade from sight, and suddenly….time froze again for a single second. Then that one second later, Ben had landed on the ground, sword struck, but it was only the ground, not the enemy. By the time Ben noticed that he missed his target, the Superior was…facing his back to the wielder of the Triforce & Master Sword like he only took a single step to avoid that attack.

Ben looked surprised, but was serious as he soon stood up to glare at the tall hooded figure that was the Superior. Everyone else looks bewildered by this.

"I will 'not allow' it to end this way." The Superior responded off in a forceful tone about things ending up like what has become of this battle.

The Superior slowly turns his hooded face cover towards where Ben was, as were Twilight, the Main Five, Golden Heart, Pinkamena, even Sunset Shimmer, Nyx, Spike & Phobos, almost about to say something else.

"Creepy!" Pinkamena exclaims with a shiver, "Even for me!"

"We 'Nothings' must be…Eternal!" The Superior spoke off in addressing himself or perhaps others about them being the eternal beings from everyone else.

"Wait! What are you?" Twilight spoke off in wanting some answers this guy was spouting off that didn't make much sense to anybody.

Then without another warning, the Superior's body began to fade in a strange matter like…it was losing it's ability to keep it's form and almost became…ghostly.

"Hugh!" The girls gasped in seeing this while the guys, even Ben & Lorcan yelped with widen eyes…just what is the Superior?

"Very soon…" The Superior spoke in sounding very certain of something to happen.

Ben was the first one to walk over to the Superior's body, much to anyone's disagreement to the dangers until… The hooded cloak enemy figure of the Superior, his body vanishing in a dust wave of darkness. What was stranger was that the same invisible lining form of something without texture of a body seen, looked to be leaving the area and slipped straight towards the horse statue.

"Be sure to remember that." The Superior's voice let off this last message that he and others shall be…the eternal ones.

And suddenly without warning, the horse statue's portal glowed, as if something or someone slip through it. Then another moment happened while the gang was outside, the entire scenery from the ground, the skies and the people, the color began to return. Everything that was gray was vanishing through the portal where it originated from and disappeared completely. Now all the citizen human-pony version folks were coming to in being frozen in time cause the caster has lifted the Forbidden Spell after vacating the area.

"Look, everyone's returning to normal!" Pinkie Pie smiled in seeing that a lot of the others that were stuck frozen in time are coming around.

"Oh, that's good news." Fluttershy sighed with relief, at least that's one problem that's fixed where nobody is stuck being trapped in a frozen stasis.

"I guess we won in the end." Rainbow Dash looked to the others in feeling a bit cocky to smile that for this picture, the gang still managed to win by the end.

"Maybe, but Ah feel dat varmint might not have been all 'dat serious." Applejack spoke from feeling a bit uncomfy for the reason the Superior fought them, yet the guy ended up shrugging off the pain lastly delivered like nothing…what's that deal?

"What do you mean Applejack?" Rarity asked a bit lost in what her friend was getting at, it couldn't be that...

"I think we all know, maybe 'too' well of that answer." Ben sadly stated with a serious face in what the answer to that question might have been.

"We went as far as we could, but the Superior, he may have only been testing us. He never went completely serious from the start." Twilight Sparkle explained the matter with much focus in deep thought of her serious state. The Superior was just toying around, messing with them, he's clearly stronger, but decided to end things, what was his 'real' angle in doing this in the first place?

"Hay everyone, where that other guy in the cloak go," Nyx spoke off in looking around with Spike & Phobos, the other guy, AKA Lorcan, that helped them out was nowhere in sight.

"He ran off. Weird!" Golden Heart exclaims in concern.

"Aw nuts, during everything going back to normal, mister unknown friend-or-foe ditched us!" Phobos cursed their luck, the sneaky guy musta slip away from them when they weren't paying attention.

"That's a shame; I wanted to ask him some things. A lot of them concerning about my own brother," Spike looked a bit sad that now he can't ask whoever that guy was a few things about his deceased brother as the subject, not knowing that WAS Lorcan under that hood.

"Um, maybe that should come after explaining things to the others." Sunset Shimmer spoke from noticing that now that everyone that was frozen is okay, they are puzzled to the situation.

"Sunset's right, this…might take some time in explaining why everyone doesn't know what happened." Twilight sighs in seeing that they may as well come clean about what's happened, it's gonna be tricky to explain about a new enemy showed up, froze time, they fought and soon everything return as it should….with a few 'minor' collateral damages at best…mostly.

Now things here were gonna take a few moments in explaining to the students & staff about what happened to the school. But on most stuff, those with magic could fix some of the damage, but depending on how much to fix by the teachers seeing that it was mostly them instead of Sunset's work would need some discussions.

"Hey Ben, girls, I..." Flash stops talking as he reach them, noticing the group's appearance. "Whoa. You all look like you've been through heck."

"And why does Boris and his pals got funny faces on themselves?" Sweetie giggles as she notice Boris and his pals yelling upon seeing their faces a mess

"'Dat's awesome!" Apple Bloom exclaims with a grin.

"Well, we will tell you all later." Rarity said with a smile. Perhaps now is not the time to explain things time, now is the time to get back to what was happening before: the Fall Formal.

"Anyway, would now be a completely awkward time to ask you for that dance?" Flash ask with a smile. "That is, if Prince Ben Mare doesn't mind."

Twilight giggles, Ben smiles as he said, "Sure; Time to party!"

At the dance, Flash dances with Twilight, twirling her around. The Fall Formal is back under way as everyone is dancing and having fun, especially Big Mac who is dancing with Cheerilee with Rarity leading a conga line and Pinkie and Pinkamena at the end of it.

All: This is our big night

We made it happen

Now let's party all night

We're here now and we worked so hard to make it come around

Nyx and the CMC dance eagerly. Suddenly a familiar girl zooms by and grabs Scootaloo, much to her friends' surprise. Scootaloo laughs as she held onto Rainbow's hands before rainbow haired girl throws her onto her back. Scootaloo held on as Rainbow zooms past the disco ball.

Nyx continued to dance until her back bump into someone, Pipsqueak, making him yelp, “Oh, hello.”

Nyx smiles and blushed, saying, “Hey.”

Pipsqueak blushed as he ask, “You don't mind dancing with me?”

Nyx smiles, saying, “I'd love to.”

Pipsqueak and Nyx dance together.

To tonight so let's try to make it last forever

The school lights so bright, beat is pumping through the night

Party's starting, DJ's got the music just right!

Ben and Flash turns and looks amused, seeing Twilight dancing wildly. The girl was never much of a dancer even in a human form. Some of the students back off, a bit concerned for this.

Six friends on the way up now

Ben and Flash grins as they join in with Twilight, dancing just like her as well. They laugh before Flash backs off to leave off to let Ben and Twilight to dance by themselves. As DJ Pon-3 slams, Photo Finish got a camera, ready to take a picture of the Main Six and Spike who smiles as they pose.

Six friends here to show you how

This is our big night

Soon the picture is taken, showing the Main Six and Spike in their greatest.

This is our big night

This is our big night]

Chapter 8: Coming Home At Last

Chapter 8: Coming Home At Last

It was almost midnight, Twilight and her friends giggle while hugging each other. It is now high time for the princess, Ben, Spike and Phobos to finally go back home, and quickly.

"You'll look out for her, won't you?" Twilight ask her new found friends in concern.

Twilight of course is referring to Sunset Shimmer who decided to stay behind. The girl right now is sadly fixing up the front entrance of the school that she messed up during her madness. Vice-Principal Luna is nearby sternly supervising Sunset and Snips and Snails, who are bringing in bricks and cement, to clean up the mess as punishment for their actions.

The students and Hobo Joe, no longer afraid of Sunset, Boris and/or the goons, finally told Celestia and Luna as to what Sunset has been doing. That, along with the photographs and the girl's confessions, are enough for them to punish Sunset and her goons for what they did. The girl may have changed but she in guilt must accept her punishment for the crimes even if Sunset was indeed manipulated by the Superior.

"Of course we will." Rarity said with a smile though frowns a bit. "Although I do expect some sort of apology for last spring's debacle."

"I have a feeling she'll be handing out a lot of apologies." Twilight giggles a bit. It's true, Sunset Shimmer will have to go through a lot if she wishes to regain the trust of everyone that she and her pals has broken during her time in this world.

"I wouldn't worry much about Sunset Shimmer being trouble anymore, now that she'll have friends to keep her on the good path, right Twilight?" Ben came near Twilight to have his arm around her shoulder in smiling to what the girl said about Sunset Shimmer no longer being a threat and to start fresh with a new start. "Besides, I've also asked Hoboken Joe to have Boris & his gang have quite the janitorial work for making a big mess. Not to mention fix the blackmail stuff & find Miss Mona Craft's prize artwork the guy's been trying to get back." As Ben stated this, he saw with a smiling Hoboken Joe looking back to him with the same expression, while staring back to Boris, Dum Dum & Boxco in enforcing Vice-Principal Luna's task of having the students work hard to fix & clean up this mess.

"Hehe; bet they'll be cleaning up their bad act for a long time." Nyx giggled under her breath in seeing what Boris & his stooges in this world are gonna be doing to fix their behavior. "What about Snips & Snails?" The girl remembers the colt versions of the two, so shouldn't the ones here be the types as to be goofs, but not exactly evil minion material.

"They're just going along to help out, they were just blindly following orders without much thought to what they get out of it in the end." Ben explained to his daughter about what Snips & Snails will be doing at the time. "It's almost like Trixie from our world how those two behave to be complete obsessive followers to the ones that they think is great." He knows about the Snips & Snails that were troublesome goofs to deal with in Ponyville, but they were nothing of evil back there as they are here in this world, it'll be tough but fair for their case.

"What about the Trixie here?" Phobos asked about recalling about how they know a human version of Trixie they've come to know, what will be her issue?

"As much as it's strange, let's just say…Trixie might get through to Boris." Ben rubbed the back of his neck in slowly stating a fact, about Trixie somehow getting Boris of this world to like her, maybe even love the girl. "Hugh, if that ever happened back home, we'll all be amazed." The guy sighed from such a thing that if that happens with their own pony versions of Boris & Trixie, then they'll all be surprise to see that.

"Agreed," Twilight nods in thinking that Trixie & Boris being together, if that were to happen in their world like it did here, that be someday for the ponies.

"We better get going." Spike said in concern, reminding his friend that it's time to get back. The portal will soon close and won't open again for another 2.5 years.

"Right, well, time to go!" Phobos exclaims with a smile.

"I know we've only been friends for a short time, but I'm going to miss all of you so much." Twilight said, sighing as she hugs her friends, the human ones, for what may be the last time. Who knows, though? The princess could see them again, right?

Unknown to the group, a familiar figure in a hood is about to head home through the portal...though he spots Derpy spotting him, saying happily, "My love, wait!"

"Look, a muffin!" Lorcan exclaims quickly while pointing at nothing, making Derpy runs off excitedly in search of the 'muffin' itself.

"Where, where?!"

Lorcan chuckles a bit and jumps into the portal quickly. Hopefully no one is there is greet him as he has to come home with less trouble as possible. As Twilight says goodbye, Pinkamena came up to her and says, "Twilight, what that creep said about me, well, after all we are like your friends in the other world but if you ever meet me, no, the real one in your world, tell her I said hi, ok?"

"Uh ok," Twilight said with a shrug of confusion.

Pinkamena then hugs Twilight. As she returns the hug, Golden Heart says in his mind, 'I would not be surprised if the real me's little sister may do that one day when she no longer needs to hide."

Flash shook Ben's hand while smiling. The prince said, "Thanks for everything, Flash. You're a great friend. I'm very sorry for everything: being jealous, hiding secrets and putting you in danger."

Flash chuckled, "C'mon, stop it. I told you for the last time. It's okay and no harm's done. Everything I do is for you, my best friend. You're doing this and getting the crown back is for everyone and Twilight. That's what Prince Charmings do." The student smile making his pal smile right back.

"Yeah, you're right. Thanks."

"I'm gonna miss you girls." Nyx said, preparing to say her last goodbye to the human version of the CMC.

"Me too, Nyx; Thanks; Yer're a great friend." Apple Bloom said with a smile on her face.

"Me three; this is the best and last night we ever had." Sweetie said with a smile as well.

"All of us made an awesome friends, along with you sis- I mean, your mom and dad." Scootaloo remarks, then groans a bit. "Aw man, I'm still getting used to that."

Nyx smiles as she said, "Don't worry, you don't have to get used to it. Pinkie said that this world have my Human form, and probably a sister to Twilight. I think she would make a good friend to you all."

The CMC smiled, saying together, "Maybe. But thanks."

Nyx and the CMC hugged together. Sunset Shimmer, allowed by Luna to say some final goodbyes, approached Twilight and her friends; the alicorn ask her new friend, "Are you sure you don't want to come home? Princess Celestia may give you a chance to become her student."

Sunset smile gently and shook her head, saying, "Thank you, Twilight. But no thanks; I have so much damage I have to repair. But thank you for everything, you teach me something that I have not realized since I left Equestria: friendship. I will do my best to be good as you are."

"I know you will." The purple girl said as Twilight patted on Sunset's shoulder. The former villainess then turned to Ben. She gave the piece of paper and golden sun necklace to him.

"Can you give him this? And please tell him for me, I'm truly sorry for everything I had done to him. Tell him, I love and miss him so much."

Ben smiles, knowing that Sunset is referring to the Pegasus version of Flash; He said, "I will." Turning to Flash, the boy asks, "Can you look after her? And I don't mean to be her boyfriend again since you broke up with her."

Flash chuckles, saying, "Of course. I'll do it, your majesty." Ben gave an annoyed glare to Flash making him chuckle, "Just kidding, Ben."

Flash gave Ben a noogie on his head after he grab it. They both laughed.

"Do you think we'll see each other again?" Sunset Shimmer asked. "If not, then I guess this is goodbye then."

"No it's not," said Twilight with a smile. "Even if we're all far apart, we will always be friends forever."

"W-wait..." gasped Sunset Shimmer. "After everything I did, you would still be my friend?"

"That's what friends do." Twilight said as she gave a reassuring hug to Shimmer. "They forgive each other."

With that, the heroes from Equestria then heads to the horse statue, hoping that the portal is opened long enough for them to make it through.

"That crown really does suit you, Princess Twilight." Spike said to Twilight with a slight smirk.

"You know what, Spike? I am starting to feel a little more comfortable wearing it." Twilight said as she looks at her crown in approval while the gang heads to the statue.

"Still worry about the nightmares? You know whether you should be benevolent or a tyrant?" Ben asks Twilight, pondering if the girl is still worried about those nightmares.

"Are you sure that you can handle being a leader? It's not an easy job." Nyx said to her mother in concern.

Twilight smiled, explaining, "Being a princess doesn't have to do with benevolent and a tyrant, it has to do what you think, do and believe in right and best for everyone and everypony. Even if I had become evil, I know that I will return to myself because I had you, my friends and family, no matter what. I'm not afraid anymore."

"That's good to hear, Twilight. You really had me worried." Ben said, hugging Twilight.

Twilight smiled, adding, "Not anymore."

Nyx smiled, happy to hear that her adopted mother will be all right. She said, "That's good enough."

"And the wings," Phobos ask, knowing Twilight will be getting her wings back upon returning to Equestria.

"I've been walking on two legs and picking things up with these!" Twilight laughs as she motions to her legs and hands which the girl won't have anymore upon returning home, "Wings? I'm thrilled that's all I'll be dealing with back in Equestria!"

Spike laughs a bit, "That crown really does suit you, Princess Twilight."

The others laugh with Spike as they all goes through the portal. As the others watch and wave goodbye, the new wings, pony ears and tails disappear from the Mane Five, meaning that the magic was only temporarily. Pinkie pauses a bit then rush after as if wanting to go into the portal...only to slam right into the base of the statue before falling back onto her butt onto the ground. The portal is now closed again for another 2.5 years.

"Oh, bummer," Pinkie groans a bit in disappointment. She wanted to see Equestria too! Oh well, maybe when another 2.5 years is up...

"I'm going to miss them." Fluttershy said with a sigh. It won't be the same without Twilight, Ben, Nyx, Spike and Phobos around. The school was back to the way it was before Sunset Shimmer thanks to them.

"Me too," The trio of CMC said at the same time. They too will miss their good pal Nyx.

Pinkie, recovering, grins as she bounces back up, saying happily, "Remember girls, if Equestria has Twilight, Ben, Nyx, Phobos and Spike, then this world probably should have too."

"If yew say so, but fer someone we know isn't going 'ta be easy." Applejack said to Pinkie in concern.

"Why?"

"First, Spike and Phobos are dogs, not talking like the ones we know of. Second, we can't simply say 'Hey, my friends. How do we know you? Because we've made friends with your pony forms'; they will think we're crazy. Third, Nyx won't be Twilight's daughter, but sister. It's going to hard to get used to it." Flash explains to Pinkie. He's right. The Twilight, Ben, Nyx and dogs of their world won't be the same as the ones from Equestria so it may be complicated to be pals with them all.

Rainbow nods, saying, "Flash's right. We don't know where their Human forms live. We have to get used to it, and not tell them about our pony friends."

"And if they do?" Rarity asks in concern.

"Then, you have to tell them the truth." A familiar voice spoke up. Everyone looked surprised and confused as they see a smiling Principal Celestia coming up. Somehow, the woman knew the truth all along! "Tomorrow, I'm having a visit from my family. My son is Benjamin Mare while his girlfriend is Twilight Sparkle."

Everyone was shocked of it. Applejack is the first to speak up, "They're coming here tomorrow?"

"That's shocking and unexpected." Rarity said in amazement.

"If they ask about the mess, I guess we should tell them everything." Fluttershy said shyly. If the human versions of Twilight and Ben want to know what happen, hopefully the truth can set everyone free.

"Might as well. I only hope that they are same or at least good as the ones we know of." Rainbow said pondering about what the human versions of her new friends would be like.

"I'm sure that they are. But first, we go easy on them first by introducing ourselves. We then tell them about ourselves before the truth." Flash explains, wanting everyone to go easy on the newcomers before getting to the truth part.

"I got it! How about we celebrate the party for our visitors," Pinkie squeals excitedly.

Celestia smiles, nodding as she said, "That's an excellent idea, Pinkie; my family would love it."

"Ah can't wait 'ta meet Nyx." Apple Bloom said, eager to meet the human version of Nyx for real. It would be like having a fresh new start.

"Hopefully it's not being a mother and daughter thing. Or else it's going to be awkward." Sweetie said in concern.

Scootaloo nods, adding, "No kidding; It will be weird and awesome. But being friends is important and magic."

Everyone but Celestia put their hands together in the middle and shouted, "Yeah!"

Back in the world of Equestria, the princesses and the Mane Five waits anxiously. Shining, who has got his business done a while ago, was there, waiting in hopes that his sister and the others would come back before the portal close. Luckily for Lorcan, he manages to get out of the mirror and leave before they came to see the progress.

To the group's delight, Twilight, Ben, Nyx, Spike and Phobos came back...and back to their ponies and Dragons selves, the ponies standing fell back onto their four hooves once more, all of them are butt naked again.

"Twilight," Fluttershy exclaims with a happy smile on her face.

"Ah, you're back!" Rainbow remarks with a smirk.

"You got your crown!" Rarity squeals, seeing that Twilight's crown is back on her head. She blinks upon seeing the new Fall Formal prince crown on Ben's head, "Uh, Ben darling? Are you wearing a crown of your own?"

"Oh that." Ben said with a slight chuckle while tipping the Fall Formal crown on his head. "Well, it's kinda a long story, yeah."

"I knew you could do it!" Pinkie giggles happily, this call for a party big time!

"Oh, we were so worried." Applejack said with a sigh, relieved that her friends came back safe and sound.

"Awww, I was getting used to being so cute and fluffy." Phobos said, disappointed that he is back to his somewhat dull Dragon self and not his cute and fluffy self.

Nyx giggles, petting Phobos while saying, "I don't know, you're still cute and fluffy to me." This made the Moon Dragon grin widely.

"Arf arf."

Princess Celestia, pondering about the fate of her ex-student Sunset, ask, "Sunset Shimmer, is she alright?" The Alicorn of the Sun is worried if she is all right.

Twilight smiles to the ones who came with her, saying in amusement, "I think she's going to be fine. I left her in good hands."

"What are hands? You mean those things that Megan and her family have got?" Rainbow asks Twilight, a bit confused by that part, unaware that her friend meant that Sunset will be fine and will be helped from now on.

Shining Armor hugged Twilight, looking concerned as he scold the little alicorn princess, "Twiley, you had me worried! Don't you go do something dangerous and stupid, young lady! You've seriously gotta stop making me worried. It's getting embarrassing."

Twilight shrugged, pointing out to her worried big brother, "I can't help it. I couldn't let Equestria or another world be in danger. As princess, it is my duty to protect my home, my people, my friends, my family and my loved ones." Geez, and ponies say that she is freaked out when it comes to her big brother.

Shnning chuckle, "Sounded like you've mature well; I had the feeling that you're getting used to being a princess very well since that going after the crown."

"I learn a great lesson, from my friends, my mentor, my family, and especially you. 'My decision is always stick with my family especially you, Twiley. Even if I'm the prince, it doesn't mean that I'll change because I have you and everypony I remember and love. My decision is always what's best for everyone.' Sounds familiar? So, I'm going to be myself and do my best for everypony."

Shining sobbed in happiness, "Atta girl. I was so worried that you won't overcome your nightmare. But now, I'm happy and proud of you."

Both Shining and Twilight sobbed and hugged together. Princess Celestia looked at her son with a stern face. Ben sighs as he knew what he should do. Face his punishment for disobeying her orders not to come in the first place.

Ben sighs again as he trots up to his mother, saying in regret, "Mom, I'm really sorry for disobeying you, and go off without thinking of the consequences. I'm a terrible son."

Princess Celestia approached Ben. Using her wing, she gets her son closer to her and hugged him. Celestia smile which made Ben confused. She doesn't seem angry at him!

"You've made me proud, my son. If you and your family had not gone with Twilight, I would've feared the worst for her." Celestia said to her adopted son gently, "Disobeying the order is one thing, but helping friends and family is utmost important of all. You are so much like your father, Ben."

Ben smiled, saying, "Thanks." The stallion hugged his mother. He then realized something, "By the way, mom, who is my father? You seem to know him, even though I'm your adopted son."

"When you're old enough, I will tell you everything. But for now, I believe you should rest and spend time with your family."

Ben smiled, planning on telling his mother his thoughts later, "I guess you're right. I'm just glad that all of us are home."

As the group walk through the palace halls, the girls couldn't help but bugged Twilight with questions about her stay in the other world. Fluttershy ask eagerly, "Where did you stay?"

"What did they wear?" Rarity asks anxiously to Twilight.

"Did you have fun?" Pinkie ask playfully while bouncing up and down.

"What'd yew eat?" Applejack asks Twilight curiously.

"Would you say she's just as awesome as me?" Rainbow asks eagerly. Twilight, Ben, Nyx, Spike and Phobos has told their friends about the other Main Five who lived in that world, the other girls were amazed that there are indeed human versions that exist.

"Whoa, whoa, calm down, calm down!" Nyx laughs to her honorary aunts with a laugh, "One at a time!"

Twilight sighs a bit, "I want to tell you all everything, I do, but I'm just so exhausted from all the dancing."

Rainbow Dash, Pinkie Pie, Applejack, Fluttershy, Rarity and Princess Cadance ask in surprise and disbelief, "Dancing?" Twilight herself actually danced? Bizarre, she isn't much on dancing, even on one of her birthdays!

Before the alicorn could respond, Twilight bumped into a familiar Pegasus guard from before, causing her to fall to the floor as they both yelp, "Oh!" Flash gave a smile to Twilight, kinda like the same one that his human self has done

"We've got to stop bumping into each other like this." Flash remark. He chuckled while helping Twilight up. "Seriously, your Prince Charming is so gonna kill me when hanging out with you."

Ben chuckled, "Not anymore, old friend." The prince approached Flash and hugged with him, "So good to see you."

Flash smiled, hugging back as he said, "So good to see that you're back. I knew you would return home safely."

Ben smirked while asking skeptically, "You sure?"

Flash chuckled, "Seriously? After so long being best friends, you'd still doubting me? Now why would I lie to you when we're good friends?"

"No, I still doubt you." The stallion said suddenly. Flash is shocked upon hearing this before Ben laughed. "Of course, I still trust you, and I'd prefer to hear that sentence since our foal hood. It is a habit to remember."

Flash smiled as he remarks, "Of course. Is Sunset alright?"

Ben gave the sun necklace and notes to Flash. The stallion sighs as he said to the Pegasus guard, his eyes widen upon seeing the two, "She's not coming home but Sunset said she's sorry for everything that she had done to you. And she miss and love you so much."

Flash took it. He read the notes: 'It's been three years since I've left Equestria. But to be honest, I'd really miss you so much. You had stolen my heart. I will never forget about you and the things you've done for me. I will always love you; Love Sunset Shimmer.'

Flash sobbed and cried softly as he knew that Sunset is still the same Unicorn that he loved: kind, generous and gentle before she turned into a selfish and cruel pony.

Flash calms down enough as he spoke up, "Thank you, Ben for everything. You sure it's not fake?"

Ben smiles as he use some familiar words on Flash, "Now why would I lie to you when we're good friends?"

Ben and Flash hugged again. Twilight, Nyx, the Mane Five, Princess Cadance, Spike and Phobos except Shining Armor were confused and worried. What is this all of the sudden? These two acted like old pals!

Twilight is the first to speak up, "Who's that?"

Ben smirks, motioning to Flash as he begins to introduce his best friend, "Everypony, I would like you to meet my very first and best friend since my foal hood: Flash Sentry."

Twilight, Nyx, Spike and Phobos gasp in surprise, "Flash Sentry?"

"What's wrong? Do you know him?" Cadance ask her sister in-law in surprise.

Phobos shrugs a bit, "Sort of."

Spike adds in, "And kind of." After all, who could forget someone like Flash Sentry, right?

Shining chuckled, helping out, "Ben's right; Flash Sentry is Ben's first friend." Everyone looked at Shining Armor, amazed that he knows about this. "I kinda met and talk with Flash when he was a rookie and I first join the Royal Guard. He was so lonely when hearing that Ben disappeared, you know what I'm talking about."

"I'm honor to meet you, Princess Twilight." Flash said with a smile. Ben smiled as in it's okay to kiss his fillyfriend's hoof for a while. He kissed Twilight's hoof. "Ben sure picked the right friend and filly." He chuckled. "Trust me; I was so worried that Ben wouldn't make it without me."

Ben chuckled, rolling his eyes as he answers, "Not anymore. I've learn to be brave and heroic from you, old friend."

"Seriously; If Flash Sentry is your first and best friend, then why do you had problems with Flash's human form when we first met him?" Nyx ask her adopted father puzzled. Why would her father be fine with the pony version if the human one gave him problems in the other world?

"Yeah; Why?" Twilight ask Ben in amusement.

Flash chuckled, then turn to Ben, asking, "Ben, did you learn the Royal Guard's strategy: observe, analysis and concluded lesson?"

Ben blushed, saying sheepishly, "Sort of. I just want to make sure of it, and especially the words I'm familiar with about Flash's Human Form. Guess what? I can trust him since he and Flash are the same."

Flash chuckled, "Of course. After all, I taught you well about being a hero and a Royal Guard. You are a hero now. Well done."

Ben smiled, saying, "Thanks."

Applejack smirk a bit, saying, "Oooh! Better be careful, Ben! Somepony may have a crush on 'de new guy!"

"No. No, I don't." Twilight insists to Applejack in amusement. "Besides, we just settle this, remember?"

Rarity gasps, "She does! She absolutely does!" Some of the others look at her oddly. "Well, I would say that if Twilight does has a crush, I was only practicing."

Twilight admit, "I admit I like him, but not enough to betray Ben or him. Anyway, don't be ridiculous. I don't even know him more. He just..."

"Totally reminds you of a guy you met in the other world who played guitar, was in a band, and helped prove you didn't destroy all the decorations for a big dance, so you could still run for princess of the big dance, and then asked you to dance at that dance but does so as a friend and is a human pal of Ben!" Pinkie spoke a bit longer. The others look at the pink pony who took a long breath in amazement; some of their jaws almost hit the floor. "Right?"

"How did you know that?"

"Just a hunch!"

"Well ain't this a nice little picture worth seein'?" A voice from a familiar red-neck was heard as who should enter around now then...Hoboken Joe, aka Hobo Joe, the pony version that Ben, Twilight and those that went into the other world know him.

"Hobo Joe; why are you here?" Ben responded surprise to see an old friend of his all so sudden.

"Well the princess requested that I come clean up the Crystal Empire's library for the festivities, being that I live in the Canterlot Castle in the Library, and been made as Honory Task Volunteer, and I thought I surprise you Benny boy. Plus, it's been about so long since I've seen you." Hobo Joe came over to give a little hoof tap on Ben which made them both smile off in being glad to see one another after sometime.

"Heck, me an' 'de rest here were surprise 'ta learn 'dat yew all knew a member o' 'de Apple Family ways back." Applejack responded to state what surprised the Mane Six is that they learn about who the girls came across.

"Right, he's told us some interesting stories." Rainbow Dash nods in hearing some great stories from this guy.

"About how Twilight & Ben knew another when they were young." Pinkie Pie smiled to bounce in hearing a story when Ben & Twilight were little.

"And how he and Ben were both in love, it was very nice." Fluttershy smiled to nod in finding such a story a nice thing to hear.

"And how this fine gent managed to inspire Ben & encourage Twilight during their hardest moments before the whole Demon Pony fiasco, it was truly a divine story to hear to pass the time while waiting, darlings." Rarity wave motion how from what Hobo Joe has told them, he helped Ben out when he was shy & needed another friend's help on his dealings with love for Twilight and how the old stallion helped Twilight when her special pony went missing when he was turned into a Demon Pony, very old stuff indeed.

"So, what did ye all see?" Hobo Joe asked off in what this gang musta seen during their trip through the magic mirror.

"Would you believe crazy stuff and about another you doing stuff no hobo janitor ever does?" Phobos spoke off in pointing out something majorly weird in what Twilight's group saw and another Hoboken Joe to boot.

"Yeah, and that you're a retired veteran soldier with a cool bike driving motion to fire off mud pies from a tennis racket machine," Spike issued off in how he saw the other Hobo Joe fight off the demonic forces against Sunset Shimmer when she was evil, it was crazily awesome.

"If that's how awesome you were back there, then you must be just as cool here." Nyx spoke off in issuing about this pony being something else.

"Well, I wouldn't say I'm 'all' dat great. I just do what seems right." Hobo Joe rubbed the back of his neck in feeling a little overwhelmed, he didn't do nothing like that around here and he's not all that great or maybe he's just being modest.

"As usually, you never change in our eyes." Twilight spoke from coming over, and then giving Hobo Joe a hug, like she did when she was a filly unicorn long ago. "But it's thanks to you in more ways than you think that you helped me & Ben in our tough lives." The now alicorn Twilight gave praise to Hoboken Joe that without his own efforts, even from another version of himself, things would have been hard for the girl and her love Ben without...their dear hobo pal.

"Hoboken Joe, you've been like the second closest friend to me ever since I was young before I disappeared, and if you saw me in peril, I can almost believe for sure that you save me no matter what." Ben approached to put his left hoof on Hobo Joe's left side to proudly issue how much he appreciates the guy and in seeing that if there was trouble with him needing aid, he can feel alright knowing that an 'old' friend like this retired veteran hobo can be there to bail him out.

"Aw shucks, you fillies & colts are making me blush and almost makin' me cry for joy!" Hobo Joe sniffs from feeling so much joy & happiness; it was enough to make him cry. "Sniff, whatever the case maybe, I'm always here to help. No matter how messy it maybe," He issue off before hugging Ben along with Twilight.

"As usually, he makes a statement from his janitorial work." Phobos rolled his eyes in seeing that was a clear pun use from a janitor, even a hobo one.

"Aw, lighten up, the guy's as much a good pony to know he's there even if he's only a hobo!" Spike shrug off to not bother, this pony's okay.

"Yah; Mr. Hobo Joe has that special magic touch, even as an Earth pony, he just makes us feel glad when we're sad." Nyx smiled to come over to join the hugging moment with her folks with their old friend, a special hobo even.

After some rest from Twilight's group that went to the other world, did they, the Mane Six, Golden Heart, Luna & Candace along with Shining Armor were in the Crystal Empire's throne room.

"So let us get something straight. Not only did you stop Sunset Shimmer, but you fought a NEW Enemy?" Rainbow Dash held up her hoof in trying to see that Twilight & the others with her fought the one that stole the crown and a NEW enemy foe.

"An' Sunset said 'dis guy was on a near comparison 'ta 'de guy called Grimmore fro' 'dat battle wit' Lorcan?" Applejack spoke off in knowing that the new enemy the others fought is on a near level of power to the Overlord King himself.

"The very same being Celestia warn us of his imprisonment while he made poor Spiky-Wiky a guinea pig to using what he snatched to copy Ben's Triforce to burn Lorcan's in a most….devastating display?" Rarity gasped in horror in remembering the very fiend that tried to use Spike to destroy Lorcan with Ben's own power that he obtain and he did it all while still trapped in his prison.

"Gulp…and he calls himself…the Superior and is a superior being that could bench press us without even trying?" Fluttershy gulps in fear, not liking the sounds of things that now a new enemy could appear and almost be more than the ponies ever handled of enemies.

"Holly-Mollie; this is almost sounding more super bad in a super-duper moment before we even went on our adventurous journeys!" Pinkie Pie yelped to grasp her mane in reacting to this action as something completely unbelievable.

"Right, the guy was not easy." Ben shook his head in feeling that when Twilight and the human girls fought the Superior, he's no ordinary opponent. "I even thought I finally got the drop on him, but he still had much strength and yet, I don't even know if that was truly the real deal that we fought or not." Ben was troubled on many scales of questions rising, the Superior that Twilight and her human friends fought could have been real or not, but that strength was no lie…and that's not a good thing to keep in mind.

"You are over thinking things nephew. But in lack of this, it still calls our highest attention." Luna came to pat Ben on the shoulder to release tension that was distracting the stallion on what to do about this new enemy that the ones that went to retrieve the crown came across a hard obstacle to overcome.

"But now I'm confused, Sunset also said the Superior was responsible for he did by summoning Discord during the great conflict years ago which led to Morning Glory being discorded and the Flutterponies isolated from us after Discord's imprisonment." Golden Heart spoke to hold his chin in pondering what was going on here; the story about the Superior didn't sit well with him. "However, that was Smaug the Great's work, and it's been years, the guy shouldn't even be around since Discord's defeat." The Alicorn male knows very much about what happened involving Discord & Smaug with the conflict and this Superior character made things even harder to follow.

"But he could have found a way to live out those years, and even with the strength of the elements & daddy's own. He said that in the past his power was not even at Nightmare Moon or Discord's level." Nyx spoke off in mentioning a major fact about the Superior's strength being at something that it wasn't from other foes.

"Yah, but now after that battle, the one girl from those previous battles that beat nasty Nightmare Moon…" Phobos was stating off to say until…

"Gah-hum," Nyx cough to remind Phobos that 'she' and Luna were Nightmare Moon from long ago from different events.

"Pardon, the 'old' Nightmare Moon, not the one about Nyx or Luna, though mostly was them, but isn't now. Anyway, moving on, and then the battle with Discord before he got beat, then reformed." Phobos spoke off in correctly issuing the manner of the situation from understanding what foes that Twilight & her friends have fought to defeat.

"I have to agree, Twilight beat them alright, but the Superior's movements & skills, even magic and Forbidden magic, made us thinks he was much worser today than he might have been in the past!" Spike responded in feeling the fear that the new enemy could be much more worst present time than he was long ago. "And to top it off, that one guy in a cloak that wielded my brother Lorcan's beam sword fought almost like Lorcan, but even skills with a weapon & fighting experience only helped a little," Spike issued this off about what the other cloak character, who was Lorcan but his existence is kept a secret, fought the Superior to a near standstill, but that was only temporally.

"To think such a powerful foe was running loose without us being alerted." Cadance spoke with worry, this doesn't sound good to any of them in learning a dangerous villain is on the loose, worse than the still escapee members of the Brotherhood under Lorcan's leadership.

"We thought the worst could be Grimmore's freedom if the seal keeping his entire being in Tartarus would ever break, but this new enemy, the Superior, seems to be on a near scale with the guy." Shining Armor spoke with a very serious look of worry about seeing that what's worst then one major villain is two of them to watch out for. "Only this time, what may fear us most might be that there are 'others' almost as strong as this Superior is!" What Cadance's husband state sounded a far more worse thought than anything anyone wanted to know.

Now everyone was worried that if the Superior was indeed very tough on Twilight & Ben's own handling the situation, then more of unknown enemies serving the same guy would be equally terrible. Worst, there were said to be thirteen in all with the Superior included, and if Sunset Shimmer succeeded in the evil plot would have been Number Fourteen, but that one got scrapped. So the bigger question is, who are the other twelve to watch out for and are they nearly as dangerous as the Superior in question, plus…what is their objective?

"But tell me Twilight, you said you felt something when you stopped the Superior's Killer Curse?" Celestia asked to change the subject in wondering about something that has caught her interest.

"It felt like magic from my element, yet not, it felt like it was almost in the stars." Twilight spoke from being a little unsure at the moment about what she did that was performing a spell move by instinct. "Even weirder was Star Swirl the Bearded's picture came into my mind as I almost made something from magic alone…but it failed to be stable enough." Twilight held up her hoof in studying it, she definitely felt something was in her grasp, but the magical forming of what she almost made slipped away before she fully understood how it worked.

"Perhaps…it's another secret that Star Swirl the Bearded discovered, and that only a certain pony in the arts of magic could summon." Luna spoke in thinking about what the once great father of magic had uncovered long ago is about to rise anew in this day of age. "Perhaps with time, you'll uncover the truth." She gently stated to Twilight that in due time, the new princess may discovered something that may even help in their times of need.

"Everyone, if you please let us be for now to enjoy the peaceful moment of everyone's return, my sister & Golden Heart wish to discuss the matters of learning another new enemy to be on highest alert for." Celestia kindly ask that those here to let the ones staying behind to discuss matters of what the situation is turning out to be.

Soon everypony was turning to leave the room without arguing or making excuses. Well, almost all of them.

"Hay mom? Can…can I ask you something?" Ben turned to stop himself from leaving as he wanted to speak with his mother, the princess of the sun, while the others went ahead.

"Of course Ben, what is wrong?" Celestia kindly spoke in allowing her son a moment, what mother wouldn't hear their child's needs?

"The Superior said something about me that…kinda got me worked up." Ben spoke in feeling that just bringing up the subject got him on some edge in emotion. "The Superior said I was arrogant like my…" He was about to say something when he was cut.

"Hope he wasn't stating about your mom or aunt; that be just rude." Golden Heart interrupted to say that if the enemy was gonna insult the two princesses of the sun & moon, bad idea.

"About my father," Ben addressed off while looking to the ground in confusion. "You know, the same one that I asked about my mother about earlier.."

"Your father," Celestia responded surprise to hear this in almost shock to believe it. At the same time, the alicorn appears to be worried for some reason.

"WHAT MANNER OF DECEIT IS THIS?" Luna roared out in the royal calling tone about the enemy trying to trick them with lies on Ben Mare's past that was a mystery of his birth parents.

"I don't know, but…mom, you told me that you found me abandon and took me in? You never found out who my parents really were or told me who dad was yet." Ben spoke off in understanding everything about Celestia taking him in as a baby colt when none of the other royal guards ever found his real parents or that Celestia hasn't told Ben who his father is yet. "What if…what if the Superior knows who my birth father is and my…oh." The boy was about to finish his claiming statement until…he realized something that Ben should have thought ahead for.

"Your birth mother," Celestia spoke with some sorrow that for Ben, she was his adoptive mother after all.

"Mom please, I didn't mean to sound disgraceful, but….maybe this can be the chance to learn about my past and where I came from." Ben was speaking an apology for not being considerate, but thought that perhaps there is a chance that his life into this world from those that brought him here are something that leaves him deeply puzzled to wanting to know…whatever happened to them.

"You must realize that the enemy must have tried to psych you out with false senses of who your parents were." Golden Heart spoke with reason about Ben being played into the hands of the enemy by a false claim.

"Not likely, but he said I learn the truth when the time comes. Meaning, something must have happened to which cause a moment that I was endangered. A spell even that might have been cast, I…" Ben Mare was speaking with a much focus mind and serious sounding voice about what was gonna happen about learning what became of his parents, and what it all meant of his abandon, and if they were….

"Please nephew, you're thinking 'too' far into what the worst might have come." Luna came over to hold her nephew on his shoulders to gently wish he not push all thoughts together so suddenly. "Please, whatever the mystery maybe, we'll all help in solving an unsolvable mystery about you." She spoke in wanting to assure Ben that whatever the mystery behind his birth parents by what the Superior said, it will be solved.

"Sniff…thanks Aunt Luna." Ben sniffed some loose tears from his eyes while smiling to his aunt.

"Ben, please, come closer." Celestia spoke to which Ben left Luna to approach his adoptive mother…before she wrapped her wings around the stallion; giving him a hug. "What I want is to always see you happy, and if doing this will help you, then just know that no matter what…you'll always be thought of as the son I always wanted." The princess of the sun spoke in wanting to make sure Ben had his happiness ahead of him and if learning the truth is what he wants, then even she will still always see Ben as her own son.

"And no matter what, you'll always be my own mother that raised me with good kindness. I love you mom." Ben spoke with a smile while also returning the hug to the princess he always saw as a mother to him when growing up.

"I love you too, son." Celestia responded from feeling this moment lasting for some time now.

Soon Ben was leaving with his feelings now assured by his mother, Celestia. The stallion was now leaving out the doors while they closed behind him to allow those inside to discuss things of importance.

Celestia sadly whisper, "I just hope that when Ben does find out, he wouldn't be angry."

"Excuse me, Celly?" Luna ask her sister, wondering what Celestia meant by that.

"Never mind that for now."

"Is it safe?" A familiar voice spoke up. Lorcan came out of hiding from the shadows, hiding the whole time. "Sorry for not speaking up but even I can't let my old 'pals' see me too soon, especially after what I went through in the other world."

"Lorcan, you risk too much going to that world." Celestia scolds Lorcan a bit. "I let it slide because I know how important my son, Nyx and the Dragons are to Twilight but..."

"Please not now, Celly. I did it to save em."

"Right, you got to admit, Celly, Lorcan is important to his brother as Spike is to him." Luna points out to Celestia with a grin.

Celestia sighs, both Luna and Lorcan did indeed have a point. Changing the subject, she spoke up, "It appear that our enemy and his organization has made their first move. Luckily, it didn't do too much damage yet. I'm surprised Trixie didn't mention that to me before."

"Wait, wait; hang on. Trixie; You mean..." Golden Heart begins to ask, suspecting the truth.

"Oh bother. So that's why you didn't have my 'former flame' be arrested after the Alicorn Amulet incident?" Lorcan laughs a bit in disbelief. "She is your little spy in..."

"Ssssh, we don't know who may be listening." Celestia said quietly. Even the Royal Sister can't take the chance of the Apocalypse Ponies listening in. "Still, I do believe Trixie still has that grudge against Sunset Shimmer."

"Grudge," Luna ask Celestia, arching an eyebrow at this.

"Let's say that my two ex-students aren't exactly the best of friends. We don't know how far that the new group would go...but we need to take precautions because they are now targeting the new princess for elimination."

"I will make arrangements but not too much. May the Ma'gne help us all..."

Twilight, Ben and Nyx headed to the balcony while the others followed them. But they were stopped by a curtain when it closed in front of them. Flash smirked as he waves them off, saying, "C'mon, ponies, let the couples have time together."

"Yeah, Flash's right; Ben and Twilight need time alone." Spike said with a grin. After all that Twilight and has gone through, they need some alone time.

"Unless you want us to do the something bad at you when you're alone with somepony special," Phobos said with a mischievous look on his little Dragon face.

Applejack, Rarity, Fluttershy, Pinkie Pie, Rainbow Dash, Shining Armor and Princess Cadance nodded their heads as they agreed to leave Twilight and Ben alone. Outside on the balcony, Ben and Twilight looked at each other and smiles. Nyx smiles as well as she watched her parents. The prince and princess kiss as the moonlight glowed brightly. Nyx smiled happily. It's going to be an interesting future for them all.

Epilogue

The next day at the parallel world, the Main Five, the CMC, Flash and Sunset were waiting at Canterlot High with Principal Celestia; Today's the day that the principal's family would arrive, most of them will meet this world's Twilight, Ben and Nyx for the first time. They saw the car coming to the school before it came to a complete stop. Three familiar faces appeared as they came out of the vehicle, along with Celestia's husband, a yellow hair man by the name of Jack.

"Mom," The human Ben exclaims, smiling upon seeing Celestia. He rushed over and hugged his mother. "It's really you! I miss you so much!"

"Me too, Benjamin, me too," Celestia said with a smile. The others look amazed, so this is this world's Ben Mare.

"Long time no see, Celly." Jack said to Celestia with a slight chuckle.

Celestia smiled, happy to see her husband whom she hasn't seen much since the separation. The principal said, "It's good to see you, Jack."

They both hugged together, showing that the parents had indeed patch things up...to some point. Ben grins as he motions to Twilight, saying, "Mom, I would like you to meet my girlfriend: Twilight Sparkle." The Main Five look amazed, this girl looks exactly like the Twilight Sparkle whom they befriended during her time here at this school.

Twilight shook Principal Celestia's hand, smiling as she said, "It is an honor to meet you, Principal Celestia."

Celestia smile as she said, "It is an honor, Twilight Sparkle." The principal then noticed and meet Nyx, another lookalike. "And you must be Nyx?"

"Huh? How did you know my name? Are you psychic?" Nyx ask Celestia in surprise. The little sister hasn't met her until now so how did she know the girl's name?

Celestia giggled, adding, "You're quite cute. But no, I'm not psychic. It's a lucky guess." The principal then turn to Main Five, Flash, CMC and Sunset as she introduced them, "Jack, Ben, Twilight and Nyx. These are my dearest and good students: Applejack, Rarity, Rainbow Dash, Fluttershy, Pinkie Pie, Apple Bloom, Sweetie Belle, Scootaloo, Flash Sentry and Sunset Shimmer."

The Main Five, Flash, CMC and Sunset smiled and waved to Ben, Twilight and Nyx. The boy looks at them, smiling a bit as he said, "Hey, we know you guys."

Everyone but Celestia ask in surprise, "You do?" Weird, this is the same reaction that some of them gave the Equestria Twilight!

"Yeah, you're the people who stick and hang out with me, I mean, my doppelganger." Twilight said in realization.

Pinkie and the CMC ask in surprise and a bit of confusion, "Huh? Doppel-what-now," They don't know what 'doppelganger' means.

"It means person's double. We had no idea what you're talking about." Rarity said to Twilight and Ben, acting like she and her friends hasn't met them before...which is true in some cases.

"Seriously, where on earth did you get that idea from?" Rainbow asks the newcomers with an innocent whistle.

Nyx showed her iphone to them by showing the video from 'Helping Twilight Win the Crown'. The Main Five, CMC, Flash and Sunset are both shocked and worried as they had forgotten about the video; Hoo boy.

"This is where we get the idea. I've gotta admit it. That was cool for someone who look like my big sister, to be princess." Nyx chirps eagerly. "She did win some competition from her junior high."

"She did?" Fluttershy ask Nyx in surprise.

"How she do that?" Pinkie ask Nyx curiously.

"Yup, through charity, compassion, devotion, integrity, optimism, and the leadership," Ben explains with a grin to the group. "That's what my girlfriend is good at, and not to mention she loved to study. After all, friendship is important to us."

Twilight giggled, blushing at that, "Stop that, Ben. You're flattering and embarrassing me. At least, I didn't embarrassed you about being a shy boy when we first met."

Applejack giggled, "It's nice to meet yew y'all. Welcome 'ta Canterlot. Ah hope yew all gonna love it here."

Flash nods, adding, "If there's any problem, you can find any of us to help, especially against some no good bullies. We'll teach them lesson. We'll be best friends in no time."

"You sure," Ben ask Flash curiously.

Flash smile as he repeats what he himself told the other Ben, "Now why would I lie to you when we're good friends?"

Ben smiles as if he can trust Flash. Sunset grins as she said, "I hope we all can be good friends."

Twilight smile as she responds, "We will." It's great to be friends with those who are friends with a girl who looks like her!

Apple Bloom decides that it's time to ask her world's Nyx a familiar question, "Hey Nyx, just wondering, would yew like 'ta join our club?"

"It would be great to hangout and have fun." Sweetie said with a hopeful smile on her face.

"Trust us, we'll be totally awesome, with you on our side." Scootaloo remarks in agreement. The CMC hope to goodness that their new friend would say yes.

"Really," The black girl asks hopefully. They nodded. Nyx turned to get permission from Twilight who smiled and nods, "I'm in, girls."

"Yeah, the Cutie Mark Crusaders are back together again." The CMC cheers loudly that they almost cause the others to deaf. At least it's great that Nyx is back in their group even if it isn't the one from Equestria!

"Huh?"

Apple Bloom giggles a bit, "We'll explain 'dat later."

Celestia's husband Jack spotted something wrong at the front doors which haven't been rebuilt yet. The man, shocked and worried, asks in alarm, "Oh my god! What happened?! It's like there's a tornado, striking this place! Are you alright? You're not hurt, are you?"

"Yeah, speaking of which, would you like to explain what really happen here? We've received one video. Better hope it's not a joke. I'm not very used to that." Ben said in concern, not wanting a joke to end his new friendships.

"Yeah, I want the explanation about me or my doppelganger being humiliated in the video, and also the mess here." Twilight said in concern. The others look at each other, knowing that now it's time to explain what has happened recently.

"Seriously, my big sister never met any of you or anyone else. She would never do anything bad to you. So who and why did that?" Nyx ask the Main Five, the CMC, Flash and Sunset with a deep frown.

Celestia and everyone but Celestia's family chuckled and giggled uneasily about the mess that they made. The group gave an uneasy smile to their new friends. Jack, Ben, Twilight and Nyx raised their eye-brow at them.

Applejack smile as she said "We'll tell ya. What we told you is very honest an' hard 'ta believed."

"Applejack's right. You'd best be prepared for everything." Flash said, knowing that what the ones who experienced what happened will say is going to be shocking to believe in.

Celestia smiled and giggled, "We'll explain about it later; How about lunch?"

"Not to mention I prepared the 'Welcome Ben, Twilight and Nyx to Canterlot High' party!" Pinkie exclaims as she jumps in, always excited for a party. "It's so going to be good!"

"And I'm not included?" Jack remarks as if feeling hurt by being excluded. Everyone laughed at hs disappointed look.

"Of course, you're included, Mr. Ben's father! Everyone who came to this town, I always have the best surprised welcome party!"

Ben, Twilight and Nyx gave an uneasy look about Pinkie's behavior. Fluttershy just gave a smile as she said, "You'd have to get used to it."

Rainbow Dash smile while laughing, Pinkie Pie is always so random."

"But she's right on one thing." Rarity said, holding a hand to her chin. A welcome party for Ben, Twilight, Nyx and Jack does sound appropriate to have after dealing with great matters like Sunset Shimmer, the Fall Formal and the Superior.

"Yup, 'dis is welcome party fer our new best friends 'ta Canterlot High." Applejack chuckles as she tips her hat a bit. "So let's party, everybody."

Flash smile as he said, "You said it; Time to rock and roll."

"You do that? You don't mind me to join your band?" Ben asks Flash curiously.

Flash smiled as he said, "I'll always welcome to anybody to come to my band. C'mon, party is about to get started."

Everyone entered Canterlot High for the party. Twilight saw Sunset who looks regret, upset and unhappy. The purple girl spoke up to the former bully, "Hey, are you okay? Aren't you coming to our party?"

Sunset sighs, "I don't think I deserve to be in one after all, I was a bully before; I also the one who posted the humiliating video on the websites."

"So, you're the one who set the video? But you don't look like a bully, but regretful person like you who regret everything you did." Nyx explains to Sunset. After all, if she regrets what she has done, then the girl isn't truly a jerk, right?

"That's because I did a lot of hurtful things."

"Hey, it's okay. Whatever your reason you did those things, you shouldn't let that stop you. You can explain that later." Ben said to Sunset with a grin. "After all, everyone can't party without you."

Sunset, startled that Twilight, Ben and Nyx shows no ill towards her, begins to speak, "But- but-"

"Ben's right. Whatever the reason is, it can wait. But for now, let's party, my new friend." Twilight said gently, much to Sunset's surprise. This purple girl is indeed like her former enemy from Equestria. She is willing to forgive despite what the former bully has done in the past.

"You accept me as a friend?"

Nyx smile, saying, "Of course, whoever is nice and kind to us are our friends, like you, Ms. Sunset. So, c'mon, everybody is waiting."

Sunset smile, saying with tears in her eyes, "Thank you, my friend. Just Sunset is fine for me."

"Time to party," Pinkie calls out to anyone in a 5 mile radius. No one should miss this cool party in a zillion years!

Twilight, Ben and Nyx smiled at Sunset while laughing with others at Pinkie Pie's random behavior as they bring her to the party.

At this time, we return to the same gathering area that the Apocalypse Ponies are in, sitting in their member chairs. Even Merluck was in the room, but stood down on the floor to lean by the pedal-stool of the elevated throne chair. And strangely in the background, we hear it playing 'Organization 13 theme extended' from Kingdom Hearts, strange as it maybe while fitting the mood of what's happening which from a magic portal mirror revealed what has happened to the Sunset Shimmer, displaying the girl's demonic transformation, but soon ends up defeated. Twilight & Ben have managed to turn the tables by bringing out their inner power that defeated Sunset's operation of ruling her own world, now they see her pitiful state; the state of which even Twilight took sympathy to help Sunset by understanding friendship. It even shows the Superior's defeat, if not temporarily. Soon the mirror display vanished to where all the members in the room, even the fascinated Merluck and the flabbergasted Trix were utterly surprised by that defeat at Sunset Shimmer & from what the crown could do neither knew.

"It would seem..." The Superior slowly spoke in grasping the state of the situation. "Sunset has failed me..." He responded in seeing what has happened to the one he assigned his request to be utterly failed.

"No kidding." Warring Malice rolled her eyes in seeing that wasn't the obvious thing. "So...What should we do...about Sunset?" She asked in what the group do now after Sunset Shimmer's defeat.

"For now..." The Superior responded with a quiet response, "Nothing. Let her enjoy her life...for now." From his hidden dark tone, they shall deal with Sunset Shimmer for failing them, failure is not an option as they all know, but until that time....the girl will enjoy what new life of hers that is starting before it's destroyed.

"It won't matter, as you spoke Superior, the one you still have, even if not Twilight or Sunset, is I." Ms. Moon spoke humbly in issuing that despite not obtaining Twilight to join them or Sunset Shimmer bringing the crown or the Triforce, as long as she is here, the Superior will have her need where those two are not going to challenge her....especially from her own secret origin concerning over the matter. But that is another story.

"Aww, too bad, so sad," Psycho Pie responded off with a giggling cackle to hold her sides.

"Like we care if we fail," Liarjack responded off in lying about what she said now that the others figured what she actually meant.

"Should have sent ME to pick up the crown & the Triforce," R. Chaos addressed in stating that she should have gone for the goods instead.

"Like you would have done better, I would have beaten them with an inch of their life!" Fluttercruel cruelly remark how what she would have done if she gone.

"If I had gone for the crown, it would have been mine & no one else to have." Crarity spoke with a greedy tone in what she would have done instead.

"Hugh, must you all always discuss things like this?" Trix sighed in once again, seeing the other members argue amongst themselves. "Even the Superior has failed."

"That was only to test the new princess's powers. Even though I had failed, I will give her time for rest...for now." The Superior told his daughter sternly. In other words, his attack on Twilight was merely a way to test her new power and not just an attempt to destroy her once and for all.

"So what now; I take it that Sunset's membership is...terminated?" Deadly Rager asked off what the Superior believes they'll do about having Sunset Shimmer join under their rank.

"The offer I gave for Sunset has been rescinded." The Superior held his hooves together to coldly state that Sunset's membership has been revoked from becoming the 14th member.

"But now what do we do?" Suffocator Jill asked off from seeing what they saw happen now. "Now Twilight Sparkle has defeated an enemy from when the girl used the Magic element against the new princess." Seeing that feat is the weirdest thing to ever be witness and to conquer it is another step. "She even gave you a hard time though you were close in winning at each turn!"

"I agree, and the Triforce container has managed to reawaken his own magic. Not to mention, he carries the sword!" Starven Fran nods in agreement while pointing the subject to Ben Mare, seeing what feats he too has shown them they never expected.

"The Master Sword; A sword known as the Evil-slayer of all evil creatures; During times of war, that was only ever seen by the Hero of Legend long ago!" Warring Malice hummed to herself in vitalizing the ideal subject around the sword wielded by the Earth stallion & its history. "To imagine that he pull it out to use his abilities from the Triforce's three elements, truly a surprise." She maybe the pony of war, but seeing a sword that has made itself a history in battle, even she's a little intrigue about it.

"Indeed, now things have become much more different." The Superior nods with a serious tone about what has taken place. "While they are still inexperience in their newfound field, Twilight Sparkle & Celestia's son will no doubt become threats with each passing of time." He issued that in the future, these two ponies maybe become bigger threats in having much greater power than they ever imagined.

"Then it looks like me getting the crown will be harder after seeing what it did. But that just makes me want to have it more." Merluck spoke off from below in thinking that, despite seeing and hearing what Twilight said about the crown not working for Sunset Shimmer doesn't mean he's given up in trying.

"If we had the Triforce, the new princess would barely be much a threat." Wilco issued from something of metal noise when he bash his arm rest while it sounded like...Wilco was angry at Twilight for a reason. "The one called Ben, surely has not unlocked 'all' of the abilities of the Triforce, but has slowly been getting to know of his slow, but steady progress." He issued that from seeing Ben's actions, he'll slowly continue to learn how to unlock and improve himself in using the Triforce along with the Master Sword.

"Yes, the time for us to act, grows near, but we still need more time to coordinate our objective." The Superior held his chin in seeing that they'll have to pick up the paste, but the group still need some time before acting out now to reveal themselves.

"So any ideas," Warring Malice ask the Superior curiously.

"Hmm...send in Fafnir. He might have an idea as to how to handle this situation."

A burst of flames appears, the group saw a shadowy figure whose has a shape of a creature appearing. In a voice, he booms out, "You sent for me, Master?"

"Yes, Fafnir. I have...are you familiar with Rainbow Dash?" The Superior asks the being known as Fafnir curiously.

"Brave Heart's cousin from Ponyville? Yes...I am, and with her friends...and I have the perfect plan for Princess Twilight Sparkle's beloved Benjamin."

"Good, do it ASAP. We need no further problems with him."

Fafnir bows to the Superior before vanishing from sight, most likely to begin a new plan soon.

"It would seem you all are in a desperate state, are you not?" A new voice spoke from somewhere within the room that did not belong to anyone.

Much to the other members, but the calm leader, another portal of flames erupted in the center of the meeting. As it ripped open to show a view display, who should be seen sitting on his own throne, resting his head on his palm hand to stare without care at those that see him; it was Grimmore, the Dark Elf from Tartarus's prison.

"Ah Grimmore, how rare that you would come to speak to me....in front of the others," The Superior spoke in being surprised by this sudden visit while still ever calm.

"He's...Grimmore?" Trix silently whispered to Warring in actually seeing the dark elf in person even if it was through a magical portal connection showing them his prison territory.

"Yah, that's him. Got it Memorized?" Warring responded with the same quiet talk about who the villains are seeing. "Now hush, it's not every day you meet a big legend." She issued that Trix not make too much of an attention when another big contender, like their own leader, shows up where his standards...are higher than their own.

"To what, do we owe the occasion?" The Superior slowly asked in wondering what occasion had the Overlord King want to visit them now.

"I have recently learned about the pony that has become a princess, and more than that...has become an alicorn." Grimmore spoke with a cocky face in issuing what he's heard about a new princess in the woods. "The name of her would be Twilight Sparkle, would it not?" He spoke off to gently tease in not knowing who the pony was, but it was just for sport.

"It ain't her name!" Liarjack protest off to lie about the name of Twilight.

"Hay, you wanna try lying to THAT!" R. Chaos snapped at her colleague for wanting to make a scene with someone as terrifying as the Superior in the room.

"I've learnt of her entering another world, retrieving a stolen crown, and sensing a shift in the balance. Even knowing of 'your' existence," Grimmore addressed off what he knows has happened to Sunset Shimmer's situation of taking Twilight' Sparkle's crown and the princess getting it back while becoming stronger as was Ben Mare's Triforce. "Hmph-hmph-hmph-hmph, truly, the game slowly makes things more interesting as progress grows!" He actually chuckled of what was going on without batting an eye or concerns of worry what so ever, it was all...a moment to amuse him.

"Hmph, if that's progress, then I rather see it crumble." Fluttercruel huffed off in not liking how someone can be stronger to not be easy for her to break.

"Ohhhh, that be great to make cupcakes from something REALLY strong!" Psycho Pie responded in liking to wanna turn strong opponents into cupcakes, again it disgusted Trix's appetite.

"Tell us...Grimmore...of why you decided to reach us?" Deadly Rager asked in wondering why a powerful creature still trapped wants with them.

"To give my regards to your effort of a lost," Grimmore responded off to say with a cocky tone of wanting to give...his regards of the organizations efforts. "You wanted to gain power, but it slip through your grasp." He commented about how Twilight has stopped them from gaining the Element of Magic, as well as Ben's Triforce of Wisdom, Courage & Power.

"And you're telling us this, why...?" Starven Fran asked off in not getting what this character was going at with this discussion.

"To present you...with 'these' here," Grimmore slowly held up his hand through the magical flame display to give something out.

Suddenly, from the display flames came an inferno claw, much like what was seen during the Lorcan Invasion as many were either phased or unwilling to move of what this Dark Elf would do while the Superior remains as he was. Finally, the flaming inferno opened its grasp, revealing yellow crystal minerals that seem to have grown, as they floated when the claw cease being ignited while the flaming portal display remain. And the crystals floated to Wilco as he study them.

"Incredible, the energy output of these crystals are off of my understanding. These wouldn't happen to be..." Wilco was getting a reading from these crystals, these could not actually be...the thing the powerful creature used during the Lorcan Invasion, is it?

"Copy Crystals, the same I used to ensnare the Triforce to have one on my own." Grimmore exclaimed in what these crystals were, the same ones he had to gained Ben's Triforce, though the stallion still wields the original, he's been able to make a perfect copy. "As I speak, I am vastly having the ones here get strong enough, to present more...'promising' results." He waved off his free hand to exclaim that fact of what he's doing, making more copies of the Triforce, improving them to better than before.

"Results...of what," Suffocator Jill later on asked in now being curious here.

"For my own army," Grimmore made a sly smile on his face in addressing the answer. "As I speak, I've finished with the touches to create a stronger band of warriors; the Elite Warriors, where their power is near 50 percent from the Triforce's full might." He grasps the free hand in announcing what he's managed to create to be of great results to control the power of the Triforce.

"50 Percent; But from my knowledge, that much power could put one individual over five or ten alicorns magic scale level!" Wilco yelped from almost slipping out of his chair, just hearing this news was almost unbelievable.

"Oh my, and I wonder what just 25 percent would have done." Trix responded in being surprised, Grimmore made the crystals that have copied the Triforce's power to bring out 'that' much while there was still much to go, it's too scary to imagine what it be to control a hundred percent.

"Wouldn't you like to know, my dear?" Grimmore responded to where his eyes slowly narrow towards...Trix's station in hearing her question.

Just then, a sudden heart beat sound was heard as Trix's entire area was gone blurry with black & white linings of her view.

"Gaaaasp...." Trix gasped from her frozen state what seemed like a second, before her position of color view return, but she nearly pass out to hold herself together to just stay awake. "What...was that....that was just a moment, but that heavy presence....was his," Trix was softly speaking under her breath, sweating while she slowly lifted her eyes to stare with widen shock, Grimmore's presence from one view...did this much to tire her out. "It's almost like my father's, but...different...stronger. Who is this...Overlord King, Grimmore?" Trix's spoke under her muffle mouth in knowing what almost knock her out was the magic release of an opponent to display a show of who was stronger, and the girl felt her father's great magical might, her brother's too, but this dark elf...was more so that it almost knocked her out completely if her spirit wasn't well-build to overcome it.

"We offer our condolences for this generosity Grimmore, you have our thanks." The Superior spoke in being humble to the dark elf in bringing them such a gift.

"Hmph-hmph-hmph...anytime, after all...our objectives are similar to one crucial point, even if different in how they are made." Grimmore laughed under his breath, all while giving a strange emaning that was known only to the two in charge of their dominions. "And I shall say this, once my new creations go into Equestria borders, they might prove very useful in your efforts. And all while I have other ideas in mind," The dark elf's malicious expression never changed, many of the others could almost but swallow their gulps hard by what Grimmore plans to do while they greatly enjoy the extra aid.

"Stronger & fearsome creatures made behind Tartarus, and by just a copy from the Triforce, now I've heard it all." Merluck spoke off in hearing all of this and found everything almost too good to be true, maybe they will have the advantage after all.

"Until the next time we chat, Superior, I look forward to when the time arrives..." Grimmore slowly responded in preparing to sing off now. "When you all shall finally act, it shall provide the most entertaining display I haven't seen in so long." The Overlord King's smile hid more amusement and wickedness of wanting to see this organization go off to fight; they shall provide much entertainment in how Equestria shall handle them.

"Of course," The Superior held his cloth to his chest to do a little bow of praise from this powerful god-like being of demons.

Soon Grimmore's entire image from the flames eviscerated out into nothingness within the room. Many that were sitting slowly sigh to wipe off some sweats off their foreheads, that character is just as scary as the Superior is; no wonder that guy is their leader.

"Wilco, take the Copy Crystal to uncover what its use can be for us. It may be a fake from the original, but the Triforce from within, its energy, could serve a use in our other plans." The Superior pointed to the one that was their scientific mind, to use what they gain in their possession, for their own use.

"At once," Wilco spoke to slowly touch the Copy Crystals, just the shimmer of the glow, almost made sparks fly from the guy's body. What was up with that?

"The rest of you are dismissed." The Superior pointed to the others that they can leave now. "With our learning of Sunset's failure to the rise of the new princess and her love one's growing strength, this day has not become...a 'complete' disappointment." He issued from seeing that even after such a failure, they did get something out of it, knowledge of what to look out for and a little something extra on the side.

The other members nodded before each slowly vanished in their own corridors of darkness. Trix, Warring, Merluck, and the Superior were the last ones to leave by their own travel plans. The entire meeting room was emptied with no one left, as the background music soon ended at this time. Looks like whatever fiendish plans are being concocted here, it's going to be only the came before the ferocious storm that will soon befallen all over Equestria.

Twilight: A friend for life

That's what you are to me

A friend for life

That's what you are to me

I couldn't see what was right there in front of me

Turned my back and my mind off track, yeah

You saw a world, there was something new entirely

Helped me to see all the possibilities

Oh, like a star in the daylight

Oh, like a diamond at night

Your light was hidden

From my sight

A friend for life

That's what you are to me

A friend for life

That's what you are to me

Every friendship is tested

You say you're sincere but it's all unclear now

But with a word, everything changes

And just like that, you and I are right back

Oh, like a star in the daylight (Star in the daylight)

Oh, like a diamond at night (Diamond at night)

The light will shine

When the time is right

A friend for life

That's what you are to me

A friend for life

That's what you are to me

When I put my hand out

And I thought I would fall

You knew what I needed

And you came around to fix it all

A friend for life

That's what you are to me

A friend for life

That's what you are to me

A friend for life

That's what you are to me (A star in the daylight)

A friend for life

That's what you are to me (Like a diamond at night)

That's what you are to me

The End

Cast list

Tara Strong: Twilight Sparkle, T. Moon

Ashleigh Ball: Applejack, Rainbow Dash, Liarjack, R. Chaos

Andrea Libman: Pinkie Pie, Fluttershy, Pinkamena Diane Pie, Female Announcer, Psycho Pie, Pumpkin Cake, Fluttercruel

Tabitha St. Germain: Rarity, Princess/Vice-Principal Luna, Mrs. Cake, Granny Smith, Pound Cake, Derpy Hooves, Photo Finish, Crarity, Various Girls

Cathy Weseluck: Spike the Dragon/Dog

Rebecca Shoichet: Sunset Shimmer, Twilight Sparkle (singing voice)

Jason Marsden: Ben Mare

Daveigh Chase: Nyx

Chris Sanders: Phobos the Dragon

Tim Curry: The Superior, Grimmor

Nicole Oliver: Princess/Principal Celestia, Cheerilee

Vincent Tong: Flash Sentry, Various Boys

Britt McKillip: Princess Cadance

Lee Tockbar: Snips

Richard Ian Cox: Snails, Teacher

Peter New: Big Macintosh

Michelle Creber: Apple Bloom

Claire Corlett: Sweetie Belle

Madeline Peters: Scootaloo

Kathleen Barr: Trixie Lulamoon/Trix Lulamoon, Queen Chrysalis

Shannon Chan-Kent: Pinkie Pie (singing voice)

Kazumi Evans: Rarity (singing voice)

Orlando Bloom: Golden Heart

Crispin Freeman: Boris

Corey Burton: Sir Spell Nexus

Vic Mignogna: Lorcan

Monica Rial: Warring Malice

James Arnold Taylor: Boxco

Richard Steven Horvitz: Dum-Dum

Sam Riegal: Hoboken Joe

Tom Hiddleston: Deadly Rager

Jim Miller: King Sombra

Andrew Francis: Shining Armor

Brian Cox: Merluck

Brian Drummond: Mr. Cake

Brian Murray: Jack

Trevor Devall: Hoity Toity

Cree Summer: Starven Fran

Meredith McCoy: Suffocator Jill

John de Lancie: Discord

Brenda Crichlow: Zecora

William Lawrenson: Pipsqueak

Eric Stuart: Wilco

With special voice appearance by

Jeremy Irons: Fafnir