Whats love got to do with it?

by Furstreak

Rating: mature
Tags: Sex, Comedy, Cutie Mark Crusaders, Princess Celestia, Slice of Life, Human, Main 6, Princess Luna, My Little Pony: Friendship is Magic, Dark, Sad, Romance, Original Character
Length: 543465

Not just another HiE story. nooooooooo (read desc)

A magical storm tears a human from his reality and into the land of Equestria, where he soon finds out that things aren't what they seem to be. Through many adventures and trials, he will face the odds against fate to try and do his best at protecting his new friends, and they him.

Once he finds that he can never return home, he submits to the idea that life in the ponyverse might not be so bad. Then again, tossing a human that has seen and experienced horrors that these ponies have never dealt with, may cause some interesting occurrences.

*NOTE* Before you start reading this story, I want you to know that I started this story when my skills as a writer were at a terrible low. The grammar, among other things, are terrible at first. After the first 50 or so chapters, the grammar does improve, as well as the overall story line. I have worked very hard to make this 'Gary Stu' character as far from the reference as possible. I have developed him into his own being and built the story around him and his actions. Please, before giving me any votes at all, give the story a chance and read through it. If you want, compare the old chapters with the newest and see how well I have changed over time. I promise you will not be disappointed.

Spoilers in comments as well.
Feel free to give constructive criticism and comments. Telling me that the story sucks and related bad mouthing comments will be deleted. If you don't like the story line, please feel free to move on.

Awesome cover art done by Asa_harris http://asaharris.deviantart.com/

PDF DOWNLOAD LINK!

Published 2012-04-18 23:34:01 UTC
Last updated 2013-01-09 22:52:02 UTC

★2. We're not in Kansas anymore!

Rarity was in her shop running around, gathering materials, and putting things away as quickly as she could. One window had already shattered in her shop, and the wind was throwing everything around, She was just lucky that there wasn't any rain coming in through the broken window.

She kept using her magic to levitate objects and placing them here and there. Not knowing the damage her magic was causing. The storm began to pick up around the boutique, another window shattered, then another. Rarity screamed in panic and ran to the cupboard under the stairs to hide. She could hear the wind tearing through her shop, a loud bang came from the door she was hiding behind as something had hit it hard. She screamed out in panic using her magic to shield herself in fear. The storm began to swell around her shop, picking up speed.

Lightning began to crack all around the shop, sometimes hitting it as it leapt about. The wind all over Ponyville began to die down as the storm started to recede. It began to accumulate around Rarity's shop. She was now in grave danger as the wind swirled around quickly as it began to slowly tear apart her shop and home. Pieces flying everywhere as it kept getting worse.

The whole shop began to fall apart as every piece of it was now swirling in a tight loop around where it now once stood. Rarity gasped as the door flew from its hinges and she was sucked out only to see her shop and everything around swirling through the air with her. She screamed in terror as she balled up, using her magic as a make-shift shield against the elements. A loud crack was all that was heard, then everything stopped. The wind suddenly quit and Rarity found herself falling to the ground. She was lucky enough to land on a bunch of fabric that had been caught under the edge of a large shelf, which cushioned her fall.

She stood up looking around at what was left of her home, seeing nothing but pieces of the splintered wood scattered about, Clothing and cloth littered the ground, ruined, shredded, and in piles. Strewn about like confetti at one of Pinkie Pie's Parties. She sat down on her haunches and began to cry, sobbing quietly.

"Of all the worst possible things....... this is the...... worst........ possible........ THING!"

XXX

Back at Sweet Apple Acre's, Big Macintosh had saved many apples and managed to get them into the apple cellars along with most of the ponies in Ponyville. Rainbow Dash, and Pinkie Pie, were among the missing ponies there that AJ and Twilight had looked for. However Fluttershy was not among the crowded cellar where all the ponies and apples had taken refuge. Mac stood near the entrance of the cellar, making sure that it would hold and keep everypony safe.

The wind kept a steady pace for sometime, increasing but never decreasing in strength. The door to the cellar rattled hard making everypony huddle together in fear. Big Macintosh began piling anything he could find in front of the entrance to block it, should the door come loose and be pulled away from its hinges. Time slowly passed as everypony waited quietly, always staring at the entrance. Just as everypony began to lose hope though, the wind began to die down. The massive roar began to soften, and the rattles from the door almost stopped entirely. After a few more minutes Big Macintosh decided to unblock the entrance and check outside. Moving items left and right and slowly making it up the stairs, he listened for a moment before unlocking the door and pushing it open. Daylight shone through what little clouds were now in the sky, putting forth its warm rays onto everypony. Big Macintosh looked around the farm taking in the amount of devastation that had taken
its toll.

The farmhouse was tattered, but still standing strong. A day or two of TLC would mend it up right. The barn which was closest to them was in shambles. Pieces and farm equipment lay everywhere. His gaze searched the fields of apple trees. Many had been knocked down, snapped in half, severely damaged, or uprooted, but most still stood strong. It would take time, but what trees that had little damage would again produce fruit. Apples littered the ground, and what few that were still on the trees were barely hanging on. He gave a sigh as he turned around to the cellar entrance announcing that the bad weather had past and it was safe to come up. Everypony made way to the surface, also taking in the devastation that had past. Many offered to stay and help with the cleanup, while others made their way to their own homes to see if they were damaged. It would be a while before Sweet Apple Acres was back to its old self again. Big Macintosh suddenly stopped in his tracks as his littlest sister came up to him.

"Big Macintosh!!! We need to go find sis, What if she was out in that storm an got hurt?"

Big Macintosh gave a determined glare looking toward Ponyville. "You stay here and help with the cleanup. I'll go look for AJ." He took off without further word in full stride along the dusty road to Ponyville.

XXX

Back at the cave the wind had died off, making it safe to leave, But the two injured ponies were unable to leave, Spike was their only hope.

"Ok you two, stay here and I'll go get help. I hope at least somepony can help us out." Spike said as he exited the cave. He surveyed the area looking at all the damage the storm had caused. A groan escaped him seeing it all, knowing that help would be hard to find if this much damage had also been done to Ponyville. Spikes eyes narrowed as he looked down the path to Sweet Apple Acres seeing a small dust cloud begin to form and head in his direction. As the dust cloud began to close in on his position he could see a large red stallion with an orange mane in front of the dust cloud.

"Big Macintosh! Hey! STOP!" Spike yelled to the farm pony as he came to a grinding halt, breathing heavy from the nonstop sprint from the farm.

"We need your help Mac, Twilight and AJ are hurt! We need to get them to a doctor fast." Spike ran toward the cave where the two mares were, Mac in tow. Upon entering the cave AJ's expression went from pain and worry to utter joy seeing her brother.

"Oh thank Celestia yer here bro, it's been a right mess for the both'o'us." AJ said as she stood up trying her best to help Spike and Big Mac place the unconscious Twilight on his back. AJ let out a quiet groan hopping to the side as Spike bumped into her leg.

"Ow, gosh darnit. Ah hate it when ah get hurt, this is gonna take forever teh heal." She groaned.

"Come on AJ, hop on." Big Mac said turning to the side in front of AJ motioning her to hop onto his back next to Twilight, which dangled like a wet noodle across his back.

"No way, Ah'm just fine to make it to the farm on mah own." AJ said giving a huff as she hopped toward the entrance.

"No more arguing! Get on! We don't have time for this." Big Macintosh growled giving a hard stomp to the ground. AJ gave a small whiny of surprise before carefully crawling onto her brothers back.

"I'll go and search for others that might be hurt since I'm alright. Take care of them big guy." Spike said as he exited the cave with Big Macintosh and the two mares. Big Macintosh gave a nod and took off back to Sweet Apple Acres in a slow gallop, so as not to jar loose his passengers. Spike heading into the opposite direction toward Ponyville.

XXX

Spike had made his way into Ponyville and began searching all around to locate any and all hurt ponies. It had taken roughly an hour to make a complete search of several piles of debris, all the while worrying over Twilight, hoping she would be okay. Soon his search ended at Rarity's former home. She was sitting nearby, crying quietly over her now destroyed home. Opal was sitting next to her attempting to comfort the now, homeless pony. Spike made his way quickly to her side thinking she was hurt.

"Rarity! Are you okay?! Are you hurt?! How did you make it out of your home?! Were you in it when it was demolished?!" He spoke quickly as he checked her over to make sure she wasn't hurt.

He moved her elegant purple mane from her face to check and see if she had been hurt there, only to stop to see her sad expression and tearful face, She gave a quiet sniffle as she opened her eyes looking at the young dragon. Spike felt his heart jump into his throat as their eyes connected. He gave a soft smile and spread his arms offering her a hug, which she quickly jumped into, grabbing and holding Spike tightly as a new wave of tears flooded from her eyes.

He could barely contain his own tears from hearing Rarity cry, and hugged back stroking her mane while whispering quietly to her, trying his best to comfort her. After a short time, her crying had ceased and they separated.

"Thank you Spike. I'm sorry you had to see me like this, I feel simply awful because of this whole thing." She gestured toward her home, now in ruins.

"It's okay Rarity, you have every right to cry, a lot of damage was done to Ponyville but it seems you got the brunt of the storm. You didn't happen to use magic did you?" Spike asked giving her a look of wonder.

"Yes........ yes I did actually, I was so frightened for my well being I put up a shield around myself while hiding under the stairs. However did you know?"

"The princess sent Twilight and me a reply earlier when the storm had just begun to get worse and damaged the library. She said it was a magical storm and magic only made it center around the caster or area of magic. I guess you didn't know huh?" Spike gave a sorrowful look as the white unicorns jaw dropped.

Had she known about this, she would have most certainly just dived under her bed instead of using magic to shield herself. But it was to late for that now. Her home was now a pile of rubble and nothing was about to change that.

Reality suddenly hit Spike hard.

"Oh my gosh! Twilight and AJ were hurt during the storm, we should head to Sweet Apple Acres and check on them!"

"Hurry Spike, hop on, we shall make haste to Twilight." Rarity said as a purple aura enveloped the small dragon, lifting him up and plopping him onto the white unicorns back as she took off at full gallop. Spike was in heaven now as he held onto the white unicorns mane as she gallop toward the farm at the outskirts of the small town.

They made way quickly toward Sweet Apple Acres, only to stop just outside the farms perimeter to see a large home that they had not seen in Ponyville before. It was an older Victorian style home painted white and had 2 floors. A large wrap around porch, and an extra large door to one side of the home. It was much larger than any door the two of them had ever seen. They walked quietly up to the house looking at it with questioning eyes. As they made their way onto the porch they could see that the trimming on the home was badly damaged, and the door had been partially pulled away from
its hinges, still attached at the top but the bottom hinge had been pulled from the thick wood it had been previously attached to. They pushed past the towering door and into the home looking around at everything which was now mostly scattered across the floors.

"Hello? Is anypony in here? Is anypony hurt?" Rarity finally yelled trying to locate the occupants of the house. Spike tensed up at the sudden outburst and jumped from Rarity with a start.

"Geeze, give a guy a warning next time before you yell like that. I almost jumped out of my scales."

"Oh darling you shouldn't be so jumpy, I'm simply looking for WAAAAHAHAAAAAHA!" Rarity screamed as she jumped back, back peddling quickly and running into a large dresser. She stopped frozen in fear as she looked forward. Spike rushed to her side, sliding in front of her in a protective stance looking forward to see what had scared her. To his surprise though all he saw was a large bookcase that had toppled over onto some type of creature which lay unconscious on the floor.

"Oh my gosh! Rarity, we need to get this off this....... whatever it is. It's hurt!" Spike yelled racing forward, swiping as many items away from the bookcase as quickly as he could. Rarity stood motionless, frozen in place until Spike had made his way over to her, stepping in her direct line of sight of the creature and yelling into her face.

"HEY! SNAP OUT OF IT!"

The white unicorn gave a whinny of surprise then proceeded cautiously toward the injured creature. She gave a slight grunt as she used her magic to levitate the large bookcase from its place atop the creature and placed it to the side. Spike quickly began to remove the books from around the creature. Rarity walked quietly over to the creature, lowering her head to his face and listening, giving her ear a flick as she heard him breathing, but barely. She looked down, her eyes tracing the outline of the figures face. She had never seen anything like this creature and gave it a strange glance. Spike continued his torrent of removing the books from the creature. Rarity using her magic to help in the removal of books, finally finished as the last of the pile was lifted away and placed neatly on the shelf that had once been atop the figure. Rarity gave a smile of satisfaction as she looked at the shelf, all the books neatly in place.

"Oh no! This creature is hurt pretty bad. It's bleeding." Spike said causing Rarity to turn around and rush back over to see a small pool of blood forming around the beings head. Rarity quickly rushed toward the entrance of the home yelling back to Spike.

"Stay here in case it wakes up. Don't let it move if it does. If it can talk then tell it to stay put, help is on the way." She
exited the home and headed toward Sweet Apple Acres just a few hundred yards away.

Upon arriving Rarity looked around seeing many ponies around the farm. A small tent had been set up for the injured, there wasn't many doctors or nurses around, but most Unicorns knew first aid magic, except herself of course, her talents were spent elsewhere on things other than first aid.

She had made her way into the tent where the injured were, only a hoofful of ponies were minorly hurt. A few cuts, some scrapes and bruises, nothing major. Twilight and Applejack were hurt the worst. Both were laying in seperate beds, AJ with one of her forelegs in a cast from having been broken, and Twilight with an ice pack on her head from the blow she had taken earlier from a rouge branch. Big Macintosh sitting quietly between the two friends, AJ to his left, Twilight to his right.

"Oh thank goodness everypony is alright. I was so worried." She began, then noticed the lack of Rainbow Dash and Fluttershy. "Where are......" She was cut short by the doctor who had walked up to check on Twilight again.

"Those two were in the way so I sent them out to check in Cloudsdale about the weather." He said with a huff, removing the ice pack from Twilight's head then placing it back again making her groan from the sudden shock. Big Mac gave an annoyed snort as the doctor moved away.

"Oh my! Doctor, there is an injured....... thing just outside of the farm. It's inside a house I've never seen before, it's bleeding as well. We need to check on it quickly." Rarity said causing everything to stop.

"Did'ja just say a house outside th'farm?" AJ asked giving her an odd look. "Sugarcube, didja hit yer head er somethin? There ain't no houses outside the farm, just trees an th'dirt road." She said giving a chuckle.

"No really, Spike is with it now. We simply must hurry." Rarity said in a slight panic.

"Nurse Redheart, Go with her to this injured creature. My skills are needed here for now. Patch it up and bring it here for further examination." The doctor stated as he went to check on another patient.

"Big Macintosh, will you please help too, we will need to put it on a small wagon to pull it back, it is a rather large creature after all." Rarity said giving him an innocent smile. Big Mac just gave a sigh getting up and moving outside the tent toward the barn to get a wagon.

★3. Is he the one?

After a short distance, the three ponies had arrived to the house in question. Big Mac giving a thoughtful 'hmmmmm' as he looked the house over.

"This house was never here before, was it?" Rarity questioned.

"Nope." Big Mac replied as he followed Nurse Redheart into the home, closely followed by Rarity. The small line of ponies stopped as Nurse Redheart gasped seeing the creature before her. Spike running up and greeting Rarity with a hug.

"Thank Celestia you're back, I was getting worried everypony wouldn't make it in time." He said smiling at the white unicorn, happy to see her.

Nurse Redheart gently nudged the creature causing it to stir, and give a groan.

"My goodness, don't move sir, we're here to help you. You've sustained some injuries so please don't move, you could only further the damage." The nurse said sternly.

"Al-alright." Replied the creature, causing everything to momentarily stop, which quickly started again.

After a few minutes, with some directions from the nurse, and the young man had been placed onto the wagon Big Mac had brought with them. After the young man had been secured onto the wagon, they quickly made way to the medical tent inside Sweet Apple Acres.

Questioning and puzzled looks were given by all passers-by as the small crew, and injured being, was brought to the tent. Most of the ponies had left the tent to finish resting at their respective homes, while AJ and Twilight were the only two left in the tent, besides a gaggle of Doctor ponies, which all sat quietly around a table, awaiting the creature in question.

"Clear the way, patient coming through." Nurse Redheart spoke up as Rarity levitated the young man into the tent and onto a bed across the room from Twilight and AJ.

"Holy horse apples!? What in tarnation is that thang?" AJ spoke out in shock upon seeing the creature, bolting upright in her bed to get a better look.

"I haven't the slightest darling." Rarity said as she moved to Big Macintosh's previous place between the two mares. The doctors all spoke quietly as they examined the being in front of them. Gauze and bandages were applied to many areas of the being, and quickly around his eyes. He had lost consciousness along the route to the farm and had yet to reawaken.

Twilight gave another groan, sitting up in her bed from the commotion going on across the room. Slowly removing the ice pack and focusing on the what she thought was a pony being worked on, she gasped aloud, dropping the ice pack onto the floor of the tent. Her mouth hung open as she took in what she saw.

"Spike! Get me red parchment stat!" Twilight yelled causing everyone to stop.

"Everypony back away from that creature! NOW!" Twilight yelled as she got up from the bed, moving across the room to the young man being bandaged up.

The doctors didn't listen as they continued bandaging up the man. Twilight giving a growl as she used her magic to pick up and move everypony away from the young man. AJ, Rarity, Big Mac and Spike all gasped seeing Twilights actions.

"I'm sorry everypony, But on royal commands I must ask that you to exit the tent and wait to be called upon. The princess will be here shortly." Twilight spoke as she pushed them out of the tent.

"Spike! Parchment! Now!" Twilight yelled causing the young dragon to trip over himself to hand the lavender unicorn the red parchment.

Twilight quickly scribbled something onto the parchment and wrapped it with the ribbon, handing it back to Spike, who promptly sent it flying away with his magical fire breath. A few tense seconds passed by as they sat in silence. Within a minute of the scroll being sent, there was a bright flash outside of the tent. Celestia entered the tent with haste giving a slight pant as she looked around, her eyes falling onto the human man, laying bandaged and unconscious on the bed at the far end of the tent.

Twilight began to speak but was cut off by the princess.

"In all my years, I never thought I would ever see another human in this world. I have waited a millennia to see another one, and here, right before my eyes, lay one of them." The white Alicorn spoke softly, tears coming to her eyes as she collapsed at the humans side, her head resting quietly onto the bedside next to the him.

"Princess! Are you alright?" A mixed shout came from all the ponies in the tent.

"I'm fine my little ponies. There is no need for alarm. I was simply startled is all. This is the first human to set foot into Equestria since before Nightmare Moon had been imprisoned." Celestia stated with a soft smile, still looking to the mans bandaged face.

"Uh....... So what in the hay is a human?" AJ spoke, breaking the silence and causing the princess to laugh quietly.

"My little ponies, let me tell you of a story untold to any. This story is my own, I never put it into a book, and I never wish it to be in one. So please, keep this to yourselves." She said giving a sigh.

XXX

"When I was many years younger, I had experienced storms such as the one that had transpired today. Many warnings were given to all ponies about the storms, and for the unicorns to avoid using magic during them. However, every so often a unicorn is not told, or forgets about the warnings, and uses magic anyway. This in turn causes a great shift in time and space, which initially rips a hole in the fabric of time itself."

"During the time before Nightmare Moon being imprisoned, there was a storm such as the one from earlier. One of my students forgot about when they were told to never use magic during this type of storm, and essentially brought a human into Equestria from another time and another world. The human had been a farmer from a green planet filled with life, and plants. Their population was small, and he knew nothing of our world. He quickly befriended myself, and my sister Luna, at the time though, she was Nightmare Moon. He taught many ponies how to till the earth, and make gardens. At the time we all were vaguely familiar with farming, but what he had taught us, saved all of Equestria. With his help, we all now know how to farm and create life from the seed we plant in the ground."

"Without him, we may not be here today. However during that time, Nightmare Moon decided to never let the night pass. There was an incident that caused the man to lose his life at her hooves. This was the catalyst that caused me to imprison her on the moon. I was sure we could have found a way to continue to pass the day to night, and back, without her becoming so annoyed at the ponies of Equestria for sleeping through her beautiful night. But upon this young man's death, I snapped. I broke down and called upon the elements of harmony to help banish her to the moon."

"That human was the only being to truly make me smile, and treat me as just more than another friend. He was my mentor for as long as I had known him. I had fallen in love with him, I had hoped that this human would be the same one, but as I can see, he is different in every way."

The small group sat in stunned silence, taking in what they had just heard. Celestia stood and headed for the tents entrance.

"Twilight, I will leave this human in your care for the time being. As well as your friends, and all of Ponyville. He will need to readjust to his new surroundings, as he will not be able to return to his original home again in his lifetime. Equestria is now his new home."

Celestia gave a saddened smile as she began to exit the tent but stopped as she heard an unfamiliar voice. The voice of the human.

"So that's it eh? I must be dead then because I have no clue as to what you people are talking about, and where the hell is Equestria? I've never even heard of such a place."

Everypony, including the princess, gasped, freezing in shock from the sudden outburst.

"Oh my, I didn't think you were......" Celestia was cut off.

"Awake? Sorry to disappoint sweetheart. I may be bandaged up and in rough shape but I think I can still pull off playing possum pretty good." He let loose a loud laugh, then a groan as he pulled his hand up to his head. "Ow, that smarts. What the hell happened anyway? Last thing I recall is hearing a loud ringing sound, then a flash of light."

"Well." Celestia began. "You were caught in a time storm, and were essentially sucked into an alternate plane."

A short silence followed and then the man burst out laughing.

"AAAAAAHHAHAHAHAHAHAHAAAA! Holy crap that's a good one. I don't think I've ever heard anything so funny in my life. Thanks, HAHAHA, I really needed a good laugh, but seriously, what happened?"

Another awkward silence.

"That is what happened, sorry." Twilight spoke rather bluntly.

"What the hell!?" He yelled as he began tearing off the bandages from his eyes and head. "You people are nothing but a bunch of fuuuuu........." He trailed off as the bandages left his eyes before they focused on the 'people' he had been talking to in the room.

"Heh, heh heh. *snort* Hahaha, HAAAAHAHAHAAA!!!! Oh god I must be dead or insane!? What the FUCK is going ON!?"

"Such language! Please refrain from using such filth in the presence of the Princess, and ourselves!" Rarity stated rather rudely.

The young mans head snapped to Rarity as she spoke up. "Y-you talked?! That's not possible. How can a pony talk?!" He said as he pulled his hand up covering his mouth in shock.

"It's alright Rarity, he is, after all, just now taking in his surroundings, whether they are from his original plane of existence, or not." Celestia said giving a warm smile to the man.

"B-but how? This isn't possible. Horses can’t talk?! How can you all talk?" He said looking around at the entire group as he just noticed how colorful everything was.

"And what is up with the colors? None of you even look real. Well at least I.............." He looked down at his hands now for the first time seeing that they too, were now a colorful shade of tan peachiness. He began to breath heavily looking at himself, throwing off the covers and seeing the rest of himself, and the clothes he had on, all were a cartoony shade instead of the normal degree of realism he had been used to.

"Please calm yourself, you’re going to pass out if you don't breathe properly." Twilight spoke, moving up to his side.

"Properly? PROPERLY!? How the HELL can I breathe properly knowing I'm in a flipping cartoon world with talking ponies?!" He shouted pulling his hands up to his head, pulling on his hair.

"There just isn't any possible explanation to all of this. Cartoons are meant for children, they can't possibly be real life places! Can they?" He slowed for a moment as his demeanor calmed slightly, his hands fell to cover his face in silence as he listened to the breathing from himself and everyone in the tent. He kept his hands over his face while he spoke out.

"Ok, I think I've calmed down enough. You all seem to be rather intelligent beings and have morality, otherwise the white one wouldn't have asked me to watch my language in front of the princess." He stopped for a moment as he gathered that bit of information.

"Wait, princess? This land is ruled by royalty? That is rather strange. But then again, I am in a cartoon world filled with the full spectrum of colorful ponies. What’s not to believe." He laughed, finally pulling his hands down and laying back in his bed.

He lay there quietly for a short time before finally picking up again. "Alright." he began as he seemed to be taking everything in pretty quickly, adjusting faster than the ponies had thought. His hands found each other, and placed themselves under his chin in thought as he sat up again.

"Ok, either this is a dream or I really am in an alternate reality. I'm not leaning toward the dream part, as I can actually feel everything and I didn't wake up from shock. So I guess I'm actually here, and not dead." He said giving an exasperated sigh.

"So......... What now?" He said to noone in general.

Author's Note

Big thanks to ReFro for helping in editing my awful grammatical skills when I first started this story.

★4. Magic and Muscle Cars!

A short time later, after some talking with everypony, and formal introductions were made, The young man returned to his home just outside Sweet Apple Acres along with Twilight Spike and Rarity.

"Man, my place is a wreck! How did my whole house manage to come along with me when I got sucked into this world?" Charles groaned as he took in the damage his home had acquired during its inter-plainel trip to Equestria. He walked around his home picking up various items that had managed to be tossed to the floor during the whole incidient. He stopped near the mantle, bending down to pick up a picture frame that had fallen, shattering the glass that was held within.He turned the photo to face him, giving a soft smile as he ran a hand down the side of the frame. The picture showed a woman and man standing behind a young boy, his family from long ago.

"I miss you, mom'n'dad." He spoke quietly to himself as he sat the picture down on an end table, picking up and placing the lamp that had fallen over to its upright position. He turned around seeing books and other items floating around the room, in turn, causing him to stumble backwards, bumping into the end table, shocked from seeing this. "Uh........ How?" He stammered pointing around at the floating objects.

"Oh, I'm sorry, we were just trying to help tidy up. We can stop if you like." Twilight stated as she placed the objects she was holding quickly into their respective spots in Charles' home.

"No, please, you can help, I was just a little shocked seeing everything floating........ how did you do that?" He asked encouragingly.

"Well, Unicorns such as myself and Rarity, have the ability to use magic in a variety of ways. One use is telekinesis, or the ability to move objects without actually touching them." Twilight smiled as she felt she had taught the human something new.

"No, I'm aware of that ability, but in the world I'm from, its simply a myth. As are Unicorns, Dragons, and actually quite a bit of stuff. I have a feeling though that their are quite a few things in this world that I'll run into that are nothing but myth in my world." Charles stated, giving a nervous smile.

"Why yes darling, their are many different other species in this world. Twilight, myself, and our other friends have had quite the run-in with many of them. I'm sure you will as well eventually. But lets hope that you don't meet the terribly rude ones that will try to hurt you." Rarity smiled as she picked up the TV that had overturned onto the couch, and setting it upright.

"Yea! Like that big Hydra you guys managed to escape, OH! Or that Manticor that Fluttershy tamed, and the Minotaur that turned her into an assertive monster." Spike laughed not being able to get the image of a mean Fluttershy out of his head.

"Seriously? You have got to be pulling my leg on that one. A Hydra and a Manticor? Those are mythical beasts in my world, and you're telling me they exist in this world?" Charles spat in surprise.

"Yes, They are very much real in Equestria. However, you may not meet a friendly one in your lifetime here, they are always a spectacle to watch from a distance." Twilight smiled, putting forth more knowledge for the human.

The human smiled at Twilight as he began. "So I'm guessing your a teacher or something, you seem to have quite a bit of knowledge about everything, so why don't you tell me what you know about humans."

Twilight stopped and thought for a moment. "Uh..... actually your the first one I've met, plus there is no literature on humans in Equestria, so I guess I don't know anything other than what I know about you." She stated with a sheepish smile.

"He gotcha there Twi." Spike chuckled.

"Ah well, we will have plenty of time to get to know one another. Your princess said that I wouldn't be able to leave this world in my lifetime, And from what she told us all about the magic storm that sucked myself and my home into this world. I'm guessing it all to be true." Charles said as he plopped down onto the couch. "Ugh I'm beat. This whole mess has literally worn me out, I think I'll turn in for the night and get up to check out your town, Ponyville was it? In the morning." He said giving a stretch.

"If you three need anything just give me a shout. I'll see what I can do. Its not like I'll be going anywhere anytime soon heh. I'll be fine here on my own." He said expecting the three to head out to their respective homes.

"Uh, actually Charles, My home was damaged during the storm and is being fixed as we speak, but it wont be ready for a few more days." Twilight spoke laying her ears back shyly.

"And my home was completely d-destroied from the s-storm." Rarity said stifling a tear as she almost began to cry.

Charles looked at the to ponies as the little dragon comforted them both. He gave a heavy sigh as he stood up and began to walk toward the staircase. "Come on you three, follow me."

The two ponies and dragon looked at each other then to the human as he began to climb the staircase. He stopped at the top looking over the banister toward the group. "Look you three. You helped me out and I'm not about to be a jerk and put you all out in the cold when you were so kind to me, AND, saved my life. I have extra bedrooms that I'm not using so you are welcome to stay here until your homes are fixed or rebuilt. It's the least I could do to help you out."

A smile broke out across the three figures as they rushed up the stairs happily saying thank you repeatedly.

"Oh man, I hope I don't regret this later." Charles thought to himself as he led them down the hallway, first stopping at the restroom showing them were it was in case they needed to answer the call of nature. The next room in line was filled with bookshelves and tons of books scattered about. The bed was covered with a fallen shelf and countless books.

"Uh, Ill help clean this up in a minute, let me show the others to their rooms." Charles stated, realizing his home had taken more damage than he had previously thought.

"Oh don't worry, I can handle this myself." Twilight said giving a smile and trotting into the room.

The next room was pretty standard, a few things were scattered here and there from the homes transition. But overall it hadn't been damaged like the rest of the house.

"You can stay here Rarity. It's not too elaborate, but hey, it's a bedroom." He smiled to the white unicorn.

"Thank you darling. I shall clean up in here and have it sparkling before you know it." Rarity smiled going into the room. Charles moved further down the hall into the last room inviting Spike in.

"This used to be my room when I was little. I never did get rid of anything so your welcome to do as you like in here, just try not to break anything please." Charles said as he led Spike into a childs room. The room was littered with toys and items of all kinds. Spike had never seen so many toys in his life. He eagerly went in and started playing with toys left and right giving a thank you as he sat down.

Charles smiled giving a sigh as he walked back down the hall, looking into the rooms as he went. He stopped at Raritys room seeing that it was perfectly straightened and she was just finishing up the bed. She smiled to Charles as he gave a nod back in surprise. He moved on to Twilights room and stopped dead in his tracks seeing the unicorn laying on the bed reading a book quietly. All the shelves and books were back in their respective spots and nothing seemed to be out of place. Charles stammered for a moment as he looked on in shock. Twilight looked up from her book and smiled pointing toward her horn.

"Telekinesis, remember?" She smiled. Charles just nodded in shock and continued to his room at the end of the hall. Entering his room and plopping onto his bed, he gave a large yawn as he pulled his hand up to rub the cut he had received from earlier in the day feeling of the stitches that held it together. He stood up and began to disrobe then hopped back into bed. He lay there quietly as he took in the days events. Never in his life would he have thought that he would end up on a different world, much less, leave his home world in any other method than when his life ended. This was going to take some getting used to, as he was now the only human in existence on this world. He was alone, on a world filled with talking creatures that weren't human, where myth and magic existed in harmony with the planet itself. Yes, life was going to be a roller coaster for him from now on.

XXX

Morning brought singing birds along with the sweet smell of muffins and oatmeal. Charles awoke from his slumber hearing the chatter of people downstairs. Adrenaline hit him as he had forgotten about his guests and rushed to the window to see if any vehicles were outside parked. He flung open the shade looking outside to see nothing but farmland and an apple orchard as far as he could see. A large red barn was in the near distance. He scrunched his brow confused for a moment then remembered the passing events of the previous day. He began to relax until a sweet voice called to him from downstairs.

"Time to wake up darling, breakfast is ready for you and is getting cold." Rarity said with a song in her voice.

Charles gave a sigh as he pulled his clothes on and headed downstairs. He arrived in the dining room to see a total of 6 ponies and a baby purple dragon sitting around the table. They were all chatting quietly until Charles entered the room. Upon further inspection he noticed streamers and party supplies all over the house. A little pink pony was happily hopping around the room, a big smile across her face. She quickly pounced the human to the floor looking down at him smiling.

"This is your welcome to Ponyville slash Equestria party!" She said wrapping her hooves around his neck giving him a hug, then quickly hopping off of him to the other side of the table to munch on a cupcake.

"Uh...." Charles began as he pointed toward the pink pony while looking at Twilight.

"Oh don't worry about her. She's just being Pinkie Pie." Twilight giggled.

"So your the new guy in town huh? Your pretty strange looking. But then again, I've never seen a human before. Anyways, welcome to Ponyville, I'm Rainbow Dash." The Pegasus stated as she examined the tall human.

"I'm Pinkie Pie!" The pink pony said between mouthfuls of cake, spraying bits here and there. Waving a hoof at the human.

A yellow Pegasus mumbled quietly to the human as she hid behind a lock of pink hair. Her ears lay flat against her head as she shied away.

"This quiet one, is Fluttershy. She'll warm up to you eventually." Rarity said giving Fluttershy a gentle hug.

"My name's Charles, it's a pleasure I'm sure." He smiled taking a seat as Pinkie placed a large piece of cake and a cup of punch in front of him .

AJ was sitting quietly on the sofa in the living room away from all the hustle and bustle of the welcome party. Her leg was throbbing from the short distance she had traveled to the humans home from her farm. She had refused Big Macintoshs help, saying she was fine and could make it on her own. She regretted that decision as she made it to the house, her leg had not hit anything during the short trip, but still moved slightly from all the hopping she did to get to the house. She gave a heavy sigh as she sat there looking at her cake and punch. With a broken front leg she would only be able to eat or drink directly from where the food and drink sat.

"Hey AJ, whats up? Why you sitting in here by your lonesome?" Charles said as part of his accent began to show. AJ jumped at the sudden interruption of her thoughts.

"Oh pony feathers! Don't ya'll go'n sneak up on me like that." She huffed sitting back in her seat a little more.

"Why ain't you eating? Lots of goodies in there. You haven't even touched your cake or drink. Whatsup?" He asked, looking at her then back to the group in the dining room. He looked at them for a moment seeing the pegasi and earth pony using both hooves to hold their food and drinks. He then looked back seeing AJ's front leg in a cast.

'It must be to painful for her to lift it and use properly.' He thought to himself. AJ gave another sigh looking at the cake. Charles rolled his eyes realizing the orange earth pony just had to much pride to ask for help, he sat down next to AJ, sitting back into the comfortable couch.

"You not hungry AJ?"

"Not really." She replied, as a silence was interrupted by her growling stomach. "Well, maybe a little." She said as her ears lay back in embarrassment.

"Then let me help you." Charles smiled grabbing the cake and fork, cutting a piece off an heading it toward AJ's mouth.

"No thank you, Ah don't need any help." She huffed yet again.

Charles sat back giving her a stern look. "Now AJ, I will not have a guest go hungry in my home. Either you let me help you or I'll just have to let your friends in there know your being stubborn."

A small whinny of surprise came from the workhorse as she looked over the top of the couch back into the dining room full of ponies, then back to Charles. "Fine, but ah don't owe ya nuthin fer this, ya did offer ta help." She said with a grump.

Charles just gave her a smile and began feeding her bites of cake. Her ears lay flat seeing him smile at her. Cheeks flushing a light pink. After a few minutes the cake and punch had been consumed. AJ patted her belly with her good front hoof. "That hit the spot. Thank ya kindly Charlie." She gasped realizing her mistake in saying his name, covering her mouth in embarrassment.

Charles looked oddly at her realizing her mistake and expression, then proceeded to laugh. "Its alright AJ. I know Charles is rather formal after all, so Charlie is fine. Besides, being a friend means your comfortable with what your friends have to say to you, even if it is a nickname or shortened version of your name right?" AJ's face burned red as her eyes looked away from him, she just gave a nod as he smiled and walked into the kitchen with the dishes that once held punch and cake.

AJ sat there still burning red, her heart racing at what had just transpired. Never has she been fed by someone else before since she was but a new filly that had just come into the world. She hasn't trusted anyone else to do that, ever, not even her friends. What made this new being so different that she would allow him? She couldn't find the answer. Just as her thoughts began to clear, everyone decided to make their way into the living room with AJ.

"You look a little lonely Applejack, mind if we join you?" Twilight smiled offering a cupcake and cup of punch. AJ declined graciously as Charles re-entered the room.

"I hate to say it ladies, but unfortunately I'm going to have to start cleaning and repairing this house. As much as I'd like to finish this party, I have to get things done." A unified Awwww was given by all as they reluctantly began to clean up. Charles sighed as he watched them move slowly around for a moment to clean up before speaking up again.

"Well, I guess I could start with repairs outside first, it's not like I'm going anywhere anytime soon." He laughed, his hand
rubbing the back of his head nonchalantly. A unified Yay! was made by all as the party picked back up. Charles shook his head, a smile across his face as he exited the room heading to his garage.

Upon entering his garage he noticed a few things had fallen from the shelves that lined the walls, but had avoided hitting his car. He gave a heavy sigh of relief as he circled the car picking up the items that had fallen and placing them back onto the shelves adorning the walls of the garage. Circling the car to its rear he raised the garage door by hand as there was no electricity to use the automatic door opener. Sunlight cascaded in from the noon sun, shining down onto the vast green earth. He placed his hands on his hips and took a deep breath exhaling happily. Never had he smelled such clean, pristine air. It was absolutely wonderful. He turned around heading to the drivers side of the car, setting down in it. He loved this car more than anything. It was an 1969 Oldsmobile 442 fully restored to its original glory. This had been his dream car for the better part of a decade and when he had finally found one to purchase, it had been in shambles. He took more than 5 years to rebuild the entire car by hand. Doing everything to it himself. Now all he could do with it is let it sit there. A single tank of gas at full. Once he finished that tank, it was very likely that he would never be able to drive it again. He didn't know if this world used fossil fuels or not, but he hoped that it did. If it didn't, he would have to walk everywhere, and that meant time wasted. But maybe he could learn to like it. But for the time being he thought. 'Lets fire this baby up and listen to it purr.' With that he started the car, sending a loud purr out as the fuel ignited in the engine. A wonderful low rumbling came from the car as he placed it in gear and backed it out of the garage into the grassy area in front of his home.

The noise from the car had startled all the ponies inside as they raced onto the porch, AJ hopping closely behind them. They watched in awe as they saw Charles getting out of the strange contraption they had never seen before. Rainbow dash was awestruck as she traced every curve of the car.

"What I Equestria is THAT thing?" She shouted as she flew all around it slowly.

"Well I hadn't really planned on taking it out of my garage, but I need room to store stuff as I fix the house room by room. So this beast will have to wait outside until the repairs are done. This is a car, people from my world use them to move faster from where they want to go. This car is my pride and joy. It took me almost 10 years to finish rebuilding it." Charles said with a smile as he walked around the front of the car, opening the hood.

"But what was that noise coming from it a minute ago?" Twilight asked, her curiosity getting the better of her.

Charles lifted the hood to check over the engine, answering questions as he did.

"Well, this machine runs on a combustion engine, the noise you heard was the explosions inside of it."

"Can you make it do that again?" RD asked landing beside the car and looking into the open driver side door.

"Yep."

"How fast does it go?" RD asked

"About 150 MPH on a smooth straightaway. If I'm lucky." He chuckled.

"That's not that fast, now if it could break the sound barrier then I'd be impressed." RD smirked as she began flying around the car again.

"Ha, if a this thing could break the sound barrier I'D be impressed. But it's not capable. Hey, how do you know about the sound barrier? I haven't seen any technology in your world other than what was in that tent I was in yesterday. Please tell me this world has fossil fuels like gas or oil." He said giving RD a longing look.

"Well we do have oil, but I'm not familiar with this gas you speak of. We may be able to find some though." Twilight said placing her hoof on her chin in thought.

"No, it's alright. I can make my own fuel for my car. All I need is some distilled water, some steel and something to make an electrical current. It will take a while but I think I can modify my car to run on strictly hydrogen." Charles said giving a determined look.

"All those items can be found in Ponyville. I know of a couple shops you can go to. Shall we go?" Twilight said with a twinkle in her eye, finally being able to help out.

"I guess it wouldn't hurt to go for a drive. Would you ladies like to go with me? I need to know the area anyway so I don't get lost. Plus I'll need to go into town and introduce myself so the townsfolk won't freak out when they see me for the first time."

"One other thing. There are a few contraptions in Equestria similar to this car of yours, but they run on magic and don't make as much noise. So if you do take this into town please make it a little quieter." Rarity chimed in.

"Well I can't make it quiete,r but I can ease off the gas when we get closer to town. That might help a little." Charles smiled as he jumped into the car, reaching over and pushing open the passenger door. "Come on ladies. Get in. AJ your up front since you need some leg room." Charles smirked giving her a wink.

The girls piled in, AJ being the last and giving him a hardy har har look as she closed the door. Fluttershy squeaked hearing the door shut.

"You all ready?" Charles announced as he turned the key igniting the beast they were in. A loud rumble was sent through the air as he pressed the gas down a couple times.

"I LOVE that sound." Charles growled as he slammed the car into gear and sent mud flying out behind the car. Everyone screamed in terror, or delight, it was hard to tell. Charles pulled onto the dirt road and eased forward slowly gaining speed as he got a feel for it. He managed to get up to around 30 mph before he decided it was a little rough to go any faster.

"Hey, I thought you said this thing could go fast?" RD questioned in a disappointing manner.

"It can, but if I go faster I could damage it and might not be able to continue driving it."

"What do you mean?"

"Well imagine this. Your flying your normal speed and decide you want to land, but in order to land you need to slow down right? Well imagine if you decided to keep flying but instead of completely taking off from the ground, you dragged your legs with you. They would get damaged right? This is the same concept, but the ground has grooves and bumps, and I can't take off from the ground to avoid them. So the faster I go, the greater risk there is to break or damage the car."

"That's a strange way of putting it, but I guess you're right. If I did a sonic rainboom while running, I might just tear my legs off." RD said giving a smirk.

"A what?"

"A sonic Rainboom. It's when I break the sound barrier and my mane becomes a long rainbow across the path I fly. I'm the only pony to ever pull it off."

Charles kept driving, giving a laugh. "There is no way you can go faster than the speed of sound. I refuse to believe that any living creature can go that fast, even one from an alternate dimension."

You could have cut the silence that followed with a knife.

"Alright smarty pants, you let me out and I'll show you." RD challenged.

After a few seconds, and a quick exit from the car, everyone was situated on one side of the road looking at Rainbow Dash. "Alright now you just wait here and watch." She said giving a determined grin as she took off into the sky, all eyes following her. It took a couple minutes to gain enough altitude but RD finally took a nosedive gaining speed quickly. Everypony placed hooves over their ears as RD came at an angle toward them. Charles looked in horror as she was heading straight for them. He ducked behind his car shouting to the others, but they couldn't hear him. He quickly bolted to them screaming to get behind cover as RD quickly gained more speed, the cone stretching over her light blue body as it neared its breaking point. It was to late, She had broken the cone, shattering the sound barrier just a few hundred feet away from them, an elegant rainbow following behind her. Charles braced for the wind as RD zoomed past as mach speed. Within a couple seconds the wind and loud explosion busted pass them, knocking everyone into the dirt. Charles got up coughing from the cloud of dust that was brought up from the dirt road by the sonic boom and wind.

"Holy crap! *COUGH* She actually did it." Charles laughed walking up to the seemingly tangible rainbow that was before him. He reached out running his hand through the almost solid rainbow, a warmth could be felt from it.

The other ponies picked themselves up from the dirt, dusting themselves off. Pinkie giggling the entire time. "WOW Lets do that again!" She laughed

"Oh please, let's not." Rarity complained as she shook the dust off from her coat and mane.

Charles walked back to the car as RD landed next to him. "See, toldya I could do it." She smirked.

"I guess you did, never thought I'd see that happen. Well, lets get going, don't need to waste daylight." Charles said trying to hurry them along.

6. Repairs complete with a side of NUDITY!

A few days passed and the work slowed on repairing Charles' house. Minor things were all that was left, things Charles insisted on taking care of himself, reminding the work ponies that their skills were needed elsewhere. After agreeing and thanking him for his hospitality, they packed up and headed into Ponyville. Rarity and Twilight were still guests at his home, Twilight's stay would soon end as her home at the library was almost finished. It would be another couple days before it was fully regrown and repaired. Rarity's home would take another week at least if not a little longer to be finished. During both of their stays however, they had grown to know Charles and more about his home world. He had shared countless amounts of knowledge with them through books, technology, crafting, and even cooking. Charles had also finished his energy supply that would power his home. A small generator that would put out just enough electricity to run a few lights and other devices
in his home. He was pretty much set for the time being until he could fix a new power supply that would take less work to keep running.

The morning broke out like the rest, Rarity would get up early to make the breakfast for the three of them, Twilight would always have a book next to her that she had pulled from her guest room that looked like a library in itself. Charles would do the dishes as Twilight continued reading throughout the rest of the day. But what about Rarity? What did she do?

Breakfast had been finished and consumed, the dishes done and everything cleaned up. Charles had thanked Rarity for the wonderful breakfast and had gone about his business to finish repairing the small things around the house left for him from his asking. Rarity had decided that it was high time she did something besides clean around Charles' home. She had already made everything pristine.

The house had never seen such a scrubbing it had endured from Rarity during her stay there. She found everything so boring for the time being so she decided to go and check on Charles.

Charles was outside nailing a few boards to the side of his home, He sat on the edge of a scaffolding that had no boards across it, he had used the last board to mend the wall and was sitting on a narrow cross bar. He wipe away the sweat from his brow, his shirt tossed to the side from all the perspiration that had soaked it. Rarity had walked around outside toward him hearing the hammer connecting with the nail as it was driven into the board. she came around just in time to see him land the last few strikes into the nail driving it home into its now permanent spot inside the boards. He wiped away sweat from his brow again, his sight catching a glimpse of the ivory white pony as she stood there staring at him quietly. He gave a smile to her.

"Whats up Rarity? Come to watch me? Or are ya just that bored?" He laughed seeing her ears lay back in embarrassment, her cheeks flushing a light pink.

"Well darling, I just can't seem to find anything to do? Your home is practically dust free and very well organized, except Twilight's room which will stay a disaster until she goes home and I can straighten and organize those dusty old books. Other than that, I'm fresh out of ideas."

"How about helping me? I only like a few more minor things to do and the house will be finished. It does require some physical labor though." Charles smirked knowing Rarity all to well now. She hated to get dirty or sweaty. The last thing she would want to do is physical labor, but since this was the last thing to actually do around the house, he felt like taking a shot in the dark and asking her anyway.

"Ugh, physical labor? Mwah? It and I simply do not mix darling. I would hate to stain my coat or even ruffle my hair. Do you know how long it takes me to style my mane this way?" She said as she pressed a hoof to her mane bouncing it gently. Her nose stuck up into the air as if she were better than to get physical at all.

Charles gave a heavy sigh and fell backward's turning upside down on the scaffolding. The bend of his legs holding onto the bar that was previously his seat. He was now in direct eye contact only a foot from Rarity's face. She gasped at the sudden change in perspective and to how close Charles's face was now to hers. She stood frozen. Charles crossed his arms giving her a defiant look.

"Now listen sweetheart, life ain't all daffodils and daisy's. Sometimes you WILL have to get dirty, and honestly its quite fun. You'll never know what true fun is until you try out something new, or even gotten dirty from doing something silly to just make someone laugh."

Rarity locked eyes with Charles for what felt like an eternity, she gave no response until he began talking to her again. "Hey. You in there sugar?" Charles cocked an eyebrow as he reached out to pat her cheek to knock her out of her daze. Rarity gave a surprised squeal as the hand touched her cheek bringing her back to the real world. "EEEEEK! Oh my goodness, I'm so sorry, I must have ZONED out there for a moment as it were."

Charles gave a loud laugh as he flipped upright off the scaffolding, kneeling down to eye level with Rarity. She stood there still locked to Charles' big green eyes. He stayed there waiting for Rarity to say something until almost 2 minutes went by without word.

"Rarity." Charles began which snapped her out of her stupor. "You've been staring at me for almost two minutes now. Got something on your mind darlin?" He smirked Rarity gave a slight whinny of surprise, her face turning a bright red as she broke eye contact with him turning to the side closing her eyes and walking off in a huff.

"I was not staring, I was simply *OOF*" she walked right into the side of the house stumbling back. She gave a hard sneeze sending a small blood splatter onto the wall of the house.

"Oh crap, are you OK? Aw nah, you've gone and bloodied your nose. Come on inside, ill patch you up." He said as he took a clean rag from his pocket and started to press it to the white unicorns nose.

"Ahm qwuite awright tank you." She said as she began to move her snout away from the rag, it only following her movements trying to stop the blood from moving from her nose to her coat. Charles stopped kneeling down in front of her again, his other hand snapping up and grabbing her head gently yet forcefully holding it still as he looked into her eyes causing her to freeze.

"Listen! We need to stop this bleeding or your going to stain your coat orange for the next week, and I really don't want to hear you complain that long about an orange spot on your mane, coat, or whatever else, understand."

Rarity gasped as she was forced to be still under the humans hand, his eyes penetrating hers and causing something to stir deep inside her. Never had she been so forcefully told what to do. Or even been forcefully held against her will. The exhilaration was intense, Her heart raced at this new sensation. She simply nodded taking hold of the rag with her magic and following Charles into this home.

After some scrounging around he located his first aid kit, taking out some gauze and moving into the living room, taking a seat on the couch. He patted the spot next to him telling Rarity to sit next to him.

"Oh pweese, I am NOT some wap dog for you to...." She was cut short as Charles snapped his fingers.

"Now missy!" Rarity gasped, again being told what to do for the second time in a row, by some human. She didn't know how to react so she gave in, hoping up onto the couch placing her forelegs over Charles lap and letting him administer first aid. He raised her nose up just enough so that the blood would stop flowing out and begin to clot, the rag held gently onto her nose. He could feel her warm breath escape her mouth as he continued. She watched in silence as he held her nose gently, all the time thinking about before when she had been forcefully held and told what to do. This time it was nothing like the diamond dog incident. This time it was from someone that she knew and lived with while her home is being rebuilt. She questioned herself again and again about what this feeling could be. Then she realized what it was. She felt affection toward this human, not just friendship, but love. She sat quietly, not realizing it but she had rested her head onto his chest. His other hand resting across her shoulders. Her nose was now pressing upward under his chin, his other hand still holding the rag to her nose. A short time passed and she felt she could breathe through her nose again. She opened her eyes seeing her position and started to panic. She didn't move though as she noticed his eyes closed as well, his hand to his side with the bloody rag still in it. She could smell the stench of sweat as it had dried on him. But for some reason it didn't make her withdraw. She could actually smell him, his hard day of work in the sun, all the hours told in his messy stench. She didn't think of it as repulsive, but as being part of who he is.

Something she wanted to stay with her.

"Rarity, Charlie? Were are you guys?" Twilight's voice announced as hoof beat's could be heard on the hardwood floor upstairs, making Rarity jump in surprise, snapping her out of her daydream, which in turn woke Charles up from his nap.

"Huh? Wha......... Oh man. I must have fallen asleep. I'm sorry Rarity." He said bringing his hand up to rub his eyes.

"I'm not." Rarity said giving a girlish giggle.

"There you two are, What have you two been up to? And what is that smell?" Twilight said as she pulled a hoof up to her nose trying to block the smell and giving a disgusted look.

"That would be me." Charles said as he heaved his large frame upward from the couch, walking up the stairs toward the restroom.

Twilight shook her head as she jumped onto the couch next to Rarity. Rarity moving over into Charles' previous spot laying down. Twilight gave her an odd look as she began.

"Uh you do realize that he is stinky and you just laid down were he was sitting right."

"Oh he doesn't stink darling, its just part of who he is." Rarity began but realized that she wasn't acting herself, jumped from the couch walking by Twilight.

"Woooo, you smell just like him. What were you two doing to get all sweaty?" Twilight began then automatically Thought the worst.

Rarity stopped in her tracks, knowing what Twilight was going to say.

"You two didn't..." She was cut off.

"NO! Heavens no...... I injured my poor nose earlier outside and he simply demanded that he help me stop the bleeding. during the whole fiasco we........ fell asleep......... on the couch."

Twilight's facial expression went from shock to awe then realization. She knew that there would be no way that Rarity would give into the demands of anyone that smelt that bad unless........

Again Twilight's expression changed from thought to bemusement as she began.

"You...... like him............. don't you?" She said giving a slight giggle knowing Rarity can never hide a secret when she is called out on it.

"What do you mean? I am most certainly not!" She stated in panic backing up from Twilight next to the couch as she closed in, only stopping once her rear hit the side of the couch. Twilight pressed closer to Rarity's face an all to knowing grin across her face as she looked at Rarity in silence.

Rarity listened for a moment hearing water run from in the restroom, the signal she needed to hear to tell her that Charles was in the shower and away from what she was about to say.

"Twilight you can NEVER tell him this, or anyone else. Pinkie Promise it!"

Twilight's eyes lit up as she burst out. "AHA! I knew it!" She laughed hopping around the room.

"Twilight please. You simply must not tell Charles of this. I don't even know if I should tell him." She said withdrawing disappointingly onto the couch.

"Rarity I promise I won't say anything. But if you have feelings for him, you had better step forward and do something about them. If he doesn't know then you'll never know what might come of this, good or bad." Twilight said giving her a hug.

"Oh Twilight. Thank you, Now don't act any different from before, I don't want him to know just yet." She smiled hopping off the couch and trotting happily into the kitchen to prepare dinner.

"I just hope he feels the same way." Rarity thought to herself as she opened the fridge to try and figure out what to make for dinner. After looking through many different items she couldn't decide what Charles might like so she made her way upstairs and knocked on the bathroom door.

"Yea?" came a voice from inside.

"Charles dear, what would you like for dinner?" Rarity asked

"What? Cant hear you.Come on in." He yelled over the running water.

Rarity gasped for a moment, her face turning a bright red as she took hold of the doorknob with her magic, slowly opening it and making her way into the bathroom. She gazed at the silhouette of Charles in the shower behind the shower curtain, scrubbing away the grime and dirt that had accumulated on him during the days hard work. She placed a hoof to her mouth trying to hide a girlish smile as she couldn't take her eyes off of the scene in front of her.

"BOO!" Twilight had snuck up behind Rarity watching her stare a hole through Charles in the shower as she stood just inside the bathroom entrance.

"WAAAHAHAAAAAAHA! Rarity screamed turning around to see Twilight grinning like mad.

"What the hell was that?!" Charles yelled flinging open the shower curtain some soap still on his showered frame as he stared shocked at the sight before him.

He hadn't really realized it at first until he noticed Rarity and Twilight both staring at him, Their eyes ran from his face down and then stopped. Rarity's face burned red hot, she couldn't take it and fell over sideways out cold. Twilight on the other hand gave a smirk, her face slightly red as she spoke. "So that's what a human's..." She was cut short as Charles pulled the curtain closed around his midsection. "HEY!" He laughed his face turning red.

Twilight just laughed as she went over to Rarity giving her a gentle nudge to try and wake her, Rarity's face wore a serene smile, her eyes closed and her face a deep red. Twilight gave a sigh and nudged her again, still no response. She looked back up to Charles who was starting to turn a normal shade of color. He gave a sigh and reached for a towel pulling it into the shower as he turned the water off. He stepped out of the shower with the towel wrapped around his midsection giving Twilight a chuckle as he kneeled down to pick up Rarity. He picked her up and slowly made his way out of the restroom toward Rarity's room. Twilight gave an evil smile as she walked behind him. She knew that Charles wouldn't drop Rarity
no matter what so she decided to have a little fun.

Using her magic she grabbed the towel were it had been tie tucked and slowly pulled it free with each step Charles took. Upon the sixth step she let her magic go and watched as if in slow motion the towel fell from around his waist. All that could be seen was his backside. He let out a small gasp and stopped looking over his shoulder to see Twilight's face turning a bright red, a smile spread across her face. Charles couldn't help it and started laughing hard as he began to walk again. Twilight gave a chuckle as they walked into Rarity's room. Charles placed her gently on the bed and pulled away brushing her hair out of her face. Twilight kept staring intently at Charles from behind him. He turned around without thinking and almost bumped into her.

Now keep in mind she is just around three to three and half foot tall so she is almost in perfect height to Charles waist. Twilight gave a small gasp as he eyes were fixated on the sight before her. Charles quickly moved his hands to in front of his groin as he began turning red again.

"I bet you two planned this didn't you?" He smirked as he walked past Twilight, and toward his room. He stopped just inside his room and looked back catching Twilight's gaze. She gave a smirk as Charles gave his butt a little wiggle and closed the door. Twilight fell over laughing in the hall.

"Well at least he isn't too shy around us." She thought to herself still laughing.

7. Having a drink with the princess.

Rarity awoke after hearing the thud of Twilight hitting the floor and the ensuing laughter. "Huh.... wha?" She said groggily as she sat up in her bed. She shook her head to get that fuzzy feeling to go away.

"Twilight what ARE you laughing at?"

Twilight gave a snort between laughing as she stood up and came to Rarity's bedside. She looked up to Rarity who was giving her a questionable look. Twilight slowed her laughter enough to tell Rarity what had went on while she was out cold.

"And while he was carrying you to your room his towel 'accidentally' fell off while I was following you two."

Rarity gave a shocked expression turning red again.

"He stopped for a second, looked at me, did a little wiggle, then went into his room, You know, he does have a very nice.......... rear." Twilight giggled.

"How did his towel fall off though? I'm sure he would have made it tight so that he wouldn't need to hold it." Rarity exclaimed

Twilight gave a little giggle pointing toward her horn.

"No........ You didn't?!" Rarity smirked in shock.

"Yep." Twilight laughed.

"Well if I had known you two were so curious about my body before we may have been able to work up a mutual agreement." Charles laughed from just outside the doorway. Both of the girls gasped turning toward the doorway as Charles walked in fully clothed, a sly grin on his face.

"Oh my gosh.......did you.......hear all of that?" Twilight gulped nervously.

"Hear what? That you magically removed my towel to catch a gander at my behind? Noooooooo didn't hear that at all." He laughed. sitting down on the bed next to Rarity causing her to blush again

"I'm........... sorry about that............I don't know what came over me." Twilight said laying her ears back in shame.
Charles laugh reaching down and picking up Twilight, placing her on his lap. She gave a small whinny of surprise.

"Now listen you two. Just because I'm a different species doesn't mean a thing. I understand you girls are curious about me and all because......... well........... I'm the only human on the planet."

He trailed off for a moment looking out the window realizing for the first time that he was the only human on the planet and would remain the only one until the day he died. He let out a sigh and forced a smile on for the two.

"So I guess that means if I ever want to be happy, I'm going to have to keep all of my option's open. But it's going to be hard to find someone who feel's the same way." He said as he gave Twilight's head a ruffle making her giggle.

"You two are the only ones I've spent any time with so far. I would like to get out and meet the community and other ponies so I don't feel like some invading monster here in your world." Twilight jumped down from his lap looking back up to him. "You're no monster, and I'm sure plenty of ponies out there would be your friend in time. You just need to get out more, and walk around town."

Charles gave a smile, wrapping his arm around Rarity causing her to squeak. "OK then. How about we all three go out to eat tonight instead of cooking? I still have that huge sack of bits the princess gave to me a while back, I don't think she would mind if I treated all of us to a nice dinner." Rarity gave a small gasp looking up to Charles, a smile spread across her face.

"I know just the place darling."

The others smiled as Rarity began to describe a little diner on the outskirts of town.

XXX

They arrived shortly after a brisk walk into town, making there way to the small Diner. As they rounded the final corner, the diner came into view, as did a large white Alicorn that was walking toward her chariot.

"Celestia!" Charles yelled catching her attention. She quickly turned around seeing Charles walk up to her.

"Hey there. What are you doing in town Princess?" Charles smiled Celestia's cheeks turned a light shade of pink as she began.

"I was in Ponyville talking with the mayor about the cleanup and repairs. I have been rather busy as of late, traveling to many different cities to see how they are fairing. It has been rather exhausting but I will be heading back to Canterlot to rest and have a nice meal." The princess gave a tired smile as she explained.

"Twilight, Rarity and I were heading to that little diner to grab dinner. If you would like, your welcome to join us." Charles smile as he gestured to the small diner across the street. "Your guards can join us as well if they would like." He said waving to the two guards getting latched up to Celestia's Chariot. They stopped overhearing this and looked at Charles, then to the Princess. Celestia gave a big smile turning toward the diner as they walked.

Upon entering all eyes fell on Celestia and Charles as they chatted away. After taking a quick seat in the far corner from prying eyes they began chatting as they waited for a waitress to take their order.

"So traveling around Equestria to check on how the work is going, fixing up everything must be a long process." Charles inquired pulling out a menu and browsing through it.

"It is quite a feet to travel to check on the progress yes. But making my way home is always nice. Being the princess is rather hard at times, but I manage." Celestia smiled, levitating a menu in front of her.

"So princess, how has your travels fared? Are the places you've visited doing well in their repairs?" Twilight inquired as she glanced through her menu picking out what she wanted rather quickly.

"It has been interesting to say the least. Most of my stops have been helpful to the communities as some were in terrible discord, while others working in harmony. But, let us not speak of my travel's. I am more interested in how you three have been during your stay with our new resident." Celestia smiled at Charles while speaking.

"We have been doing very well Princess. Charles has been more than hospitable in our stay, you could say that we've grown to be a family in so many words." Rarity cooed giving Charles a wink.

"Ahem, yes, we have grown close since our stay with our friend here. It has been interesting. He has so much literature in his home that I still haven't finished reading it all." Twilight coughed toward Rarity's comment causing her to blush slightly.

"Well I'm very happy for you three. I remember when you first arrived here in Ponyville Twilight. It took you a very short time to find friends so I had hoped that Charles here could find his way into your friendship circle as well." Celestia smiled.

The waitress came up after the short conversation, taking down orders and heading back into the kitchen. The conversations carried on as they waited for the food to arrive. Within minutes the food had made its way out and onto the table. Everyone dug in, including the princess who seemed rather famished.

"Oh my, this is delightful. I haven't had such a tasty meal in some time." Celestia smiled happily enjoying her dinner.

Charles and the others smiled seeing the princess so happy and relaxed. The guards were sitting on either side of the booth to keep watch while also enjoying their meals.

A short time later after everything was finished they sat back into their seats as the euphoria of the meal crept slowly over them. Their bellies full, their minds at ease, and in the presence of friends. This was a perfect evening. Charles raised his hand for the waitress which in turn grabbed his companions attention.

"Are you making another order Charles?" Celestia inquired.

"Well I was going to ask them if they served alcoholic beverages since I didn't see a spot on the menus for them. But if they don't that's alright." He smiled

Celestia looked inquisitively at Charles, as did his other friends and the two guards. "So you drink then?" Her face turning away slightly sad.

Charles wasn't paying her much mind as he waved to the waitress who finally saw him. "I drink seldom, if at all. I usually do it to help clean my kidneys and that's maybe once a month. I've never really gotten drunk before because I cant stand the taste of the stuff. So in short no, I don't drink except for when it calls for it. Maybe on occasion with a group of friends. But other than that, no."

Celestia beamed at Charles hearing this, She was worried that this new human could be an alcoholic but his answer proved to turn this thought into dust. The waitress came over to the table asking what they needed.

"Well I was wondering if this diner served any hard drinks." Charles asked.

"We have a very small selection to choose from as it's not really a highly demanded thing around here. What would you like?" The waitress smile handing him a drink menu that pretty much looked like a business card with only 5 drinks on it.

"Hmmmm I'll have an Apple Cider. How about you girls? Want anything?" He said showing them the card.

Twilight and Rarity gasped for a moment looking to one another then the princess. Celestia looked to the waitress and smiled, "I'll have one as well." Rarity and Twilight smiled and placed their order for the same drink as well. The waitress looked a little shocked seeing that the princess had actually ordered a drink but went on to another table as they began talking again.

"Princess, I didn't know that you drank." Twilight whispered toward her.

"My faithful student. Just because I am royalty, does not mean that I cannot cut loose once in a while." She laughed.

"That's the spirit Princess. Never let life get you down." Charles gave a hardy laugh causing the rest of the group to laugh with him. As the laughing died down the drinks had been brought out to the table. Each one of the group took a mighty gulp of the Hard apple cider then set the drinks down giving a loud contented sigh.

"This doesn't taste even remotely like any alcohol I've ever tasted. It tastes just like normal apple cider to me." Charles said raising an eyebrow at the drink.

"Are you kidding? This is some potent stuff." Twilight said giving him an annoyed look. "This is made by the apple family. However it may not taste to much like alcohol it still has the same effects. So I would suggest watching your intake."

"My this cider is simply marvelous. I do say, Applejack may have made her best batch yet." Rarity smiled taking another long drink emptying her mug completely. Twilight joined her as did the others finishing off the drink in record time. They sat quietly for the next few minutes as the cider kicked in. Charles just sat their wondering when he would feel anything but it never came. However the three ladies at his table just sat back smiling quietly. A small hiccup or giggle would escape them as time went by. After a solid 10 minutes the girls were chatting away with a slight slur. The princess kept her composure as best as she could in the presence of everyone. Charles just gave a slight chuckle seeing that they were all lightweights. After a short while Celestia spoke up to the group as she stood up with a slight wobble.

"I'm afraid that I must head back to Canterlot my little ponies. *hiccup* I do not wish to have the public see me in such disarray. *giggle* So if you would excuse me I shall be going."

The two guards rose up, walking on either side of the princess and exited the building. Everyone watched as she climbed onto her chariot and her guards took off pulling it toward Canterlot.

Charles turned around seeing the waitress coming up to them. "Your check sir." She smiled. He looked at the check seeing it was 300 bits. "He gawked at the tab for a moment and started counting out the big gold bits. Twilight stopped him though at four gold bits. "That should take care of it Charlie *hiccup*"

"What do you mean. The check said 300. This is just four gold bits." Charles inquired. "I forgot to tell you about our currency calculations. Its like this. A single bit is made of copper, ten bits are a single silver bit. and a hundred bits is a single gold bit." She said giving a drunken smile. Charles then realized exactly how much the princess had actually given him. He handed four gold bits to the waitress.

"Sir, you gave me to much." She began as she started handing a single gold bit back.

"Its a tip my dear." He smiled getting up with Twilight and Rarity who stumbled a little following him. He smiled to the waitress as they all left.

The waitress walked into the kitchen in shock. "Whats wrong there Plum?" A dark grey pony in a cooks outfit said looking through the order window. She stuttered slightly as she spoke.

"You know that new human that got pulled into this world? He just gave me a gold bit as a tip." Her smile grew huge as she hopped around excitedly. The cook just looked at her in shock. Most ponies make roughly four bits an hour plus tips in the restaurant business, and this was at least a 2 days pay for her.

8. Molested before the rescue?

Charles had finally made it back home but ended up carrying Twilight as she had passed out from her drink. He carried her upstairs placing her on her bed and pulling the covers up onto her. She mumbled quietly still asleep turning over and grabbing a book pulling it to her chest. Charles couldn't help but smile at how cute this was as he exited and made his way downstairs plopping himself onto the couch, his arms outstretched to either side of him along the top of the couch, his head lay back as he relaxed. He was slightly startled as Rarity had jumped up onto the couch and leaned up against his chest. sitting down next to him. He just smiled and gave her a loving hug.

"Mmmmmmm, this is nice." She cooed nuzzling under his chin along his neck. Charles pulled away slightly at this looking Rarity in her big sapphire eyes.

"I think its time to head to bed." He said giving a soft smile.

"Oh my, and on the first date?! I'm shocked." She said as she trotted up the stairs stumbling on a couple as she made it half way up and stopped, looking back to Charles.

"But not unwilling." She said giving him a seductive look.

Charles gave a heavy sigh and headed upstairs to Rarity's room seeing her splayed out on the bed in a seductive pose.

"Rarity" he began. I'm kind of.... surprised at the way your acting. I didn't even get a buzz off of that one drink and your acting as if you've had maybe four or five beers, and that's for a lightweight who drinks occasionally."

"Oh pish posh, I've never *hiccup* been more level headed in my life. I've just come to realize what a catch you are and i'd like you to be mine is all. Why? Do you object?" she continued to stare seductively at him as she rolled over onto her back, her mane stretched out over the bed. Charles walked over and sat on the bed just near Rarity's waist. Her cheeks flushed bright red as she looked up at him.

"Rarity, as much as I would like this to happen, I cant let it. Not with you in your current state. I know that we would both regret what would happen in the morning when we are both awake. Even if you didn't remember what happened, I still would, and I couldn't bare facing you again if I let this happen. I'm sorry Rarity, but if you do have feelings for me then we could discuss them later after you've sobered up." Charles stood up heading out the room heading toward his own room. He stopped just before Twilight's room as he heard hoof steps on the hardwood floor, turning around he was tackled to the floor by Rarity. She managed to lay down on his chest looking deep into his eyes. She gave a girlish giggle.

"Now stop playing hard to get Charlie. You know you can't resist the Ivory Seductress." At that she leaned down quickly kissing him hard, her tail wiggling back and forth along his groin. Before Charles could react to the kiss Rarity went completely limp falling flat onto Charles' chest and stomach. She had finally passed out from the alcohol she had drank earlier. Charles lay there dazed looking at Rarity. She gave a quiet snore making him laugh quietly.

"I sure hope she doesn't remember doing this in the morning, it will end up making this weird." He said to himself as he sat upright pulling Rarity into his arms. Standing up he took her to her room and tucked her in. The small snore never leaving her as she quietly lay there. Charles went back to his room and hopped into bed. He lay there quietly staring out the window seeing the beautiful stars outside. His hand came up to his lips as he thought about his first kiss here in Equestria. Even though it was sweet, it still came from a drunken pony that could talk. He smiled, his eyes closed as he quickly found sleep hoping the next morning wouldn't be strange.

XXX

Charles awoke the next morning hearing a light snore. Rubbing his eyes he looked around. "Did Rarity snore louder last night after I put her to bed?" He said looking around but stopping when he felt a light shuffle in his bed. He turned quickly to see Rarity under the covers, still snoring lightly.

"Oh crap." He said as he pulled the covers off himself slowly trying to get up without waking her. Unfortunately Rarity woke up from the shuffle of Charles trying to escape. Her eyes went wide as Charles was just getting out of the bed.

"Oh no!? Charles?! Whats going on?! Why am I in your bed...... with you?" She said, her entire head was now burning brighter red than ever before. Charles gave a sigh and looked back to her.

"Well you must have snuck in here last night after I put you in your bed. You were fairly drunk and passed out."

"Drunk?! Mwah?! I highly doubt that. I also doubt I would just stroll on into your bed." She groaned rubbing her head from the throbbing it was doing.

"Well its true. Plus don't worry. I was a gentlemen when you started coming onto me and refused your advances. I'm not about to take advantage of a good friend when they have had just a bit much to drink."

"I...... came onto you?! Yet you didn't accept my advances? I... I really appreciate your honesty darling, and your chivalry. Most stallions would have had there way with me." She gave a pout looking away.

"Well I couldn't avoid one advance." Charles laughed.

"Oh Celestia! What did I do?

"You tackled me, then kissed me. I can't help but wonder if you actually have feelings for me though after that. I'm not going to ask you though....... because............... I'd be flattered and all............. but............. from prior experience in my world, that's not what happened in the long run."

"Oh my......... um............." She began but everything stopped as a loud rumble came from Rarity's stomach. "Well, I can't think on an empty stomach. How about you?" She said as she jumped out of bed making haste downstairs and into the kitchen. Some noise was being made as she began to gather everything to start breakfast.

Charles gave a heavy sigh as he walked out and into Twilight's room. He sat down on her bed quietly and started thinking. He sat there for a good ten minutes before Twilight spoke up.

"So I take it your morning isn't going so well huh." She yawned.

Charles jumped a little snapping his head around to her. "Uh............ What makes you say that?"

"I over heard your little conversation a few minutes ago. Rarity may be a little odd at times, but she has a very hard time talking to others about her feelings."

"So do you know what happened last night?"

"From what I heard in there from you two this morning is all I can think of. I was out cold last night. Don't worry about Rarity. I'm sure she'll come around to talk to you about whats on her mind eventually. Until that day comes though, lets get some breakfast." She yawned again hopping out of bed following Charles downstairs to the kitchen for a nice breakfast.

XXX

Breakfast had gone by smoothly. Charles and Rarity didn't speak about the prior events and had just sat down to eat. If anything needed saying then it could wait until later that night before bed.

After breakfast Charles had made his way into his study downstairs to catch up on some reading. It had been quite a ride these past few weeks and he really needed to sit down for a breather. He pulled a book from his desk that he had been reading on in the past few weeks but never really had time to read more than a few pages before something came up. He lay back in a large plush chair made of leather. A window to his left letting the sun shine through. A large desk in front of him. All around the walls of the room were various book cases holding countless books. To the far end of the room sat a plush couch made of soft cloth. Various objects littered the room that would be considered art in his world, but here, maybe not so much. Time went on while he flipped page after page of the book his nose had found its place in.

"Charles? Where'd you go?" Twilight yelled from in the living room.

"In here." He called from his study.

Twilight took a minute to locate the room as the door was hidden behind the staircase to the lower left of the living room. She hadn't been inside this room during her entire stay at his home.

"Well this is.........amazing!" She said walking into the room seeing a plethora of books all around her. She finally found Charles sitting at his desk reading a book and walked over to him.

"I'm astonished that your home has so many books. I've only managed to read maybe 30 books while I've been here, and now I find this room filled with even more books!?" She squealed happily dancing in place. Charles had set down his book giving Twilight a smirk seeing her so happy.

"Did you need something Twi? Charles asked giving her a small chuckle at her antics.

Twilight raised a hoof in the air to begin, her face still having a slight smile on. "Im happy to announce that my home shall be finished tomorrow." She smiled happily

"Wonderful." Charles said in a saddened tone. His hand rubbing the back of his neck. Twilight looked at him curiously.

"Whats wrong? I thought you'd be happy to finally get some peace around here with one less pony around." She smirked

"Not really. I've........ well................ grown accustomed to your and Rarity's presence here. It's nice to have someone to talk to. Even when I'm doing something else, I always enjoy a good conversation with one or both of you girls. I'm actually sad to see you leaving so soon." He looked away a little embarrassed by what he had just said. Twilight came over to his side looking up at him intently. He smile reaching over to ruffle her hair a bit. She gave out a slight giggle looking back up to him through the hair that was covering most of her face now. Charles gave a loud chuckle.

"So........ what kind of books do you have in here? Most of the books in my room seem to be nonfiction books." She asked looking around the room.

"Well, most of the book's in here relate to a lot of my work. They are mainly reference books about technology, science, biology, or anything relating to earth science. I use them mainly to help me think up ideas of something to invent. But considering I'm in a word filled with magic now, I doubt many of the things I have come up with would be useful here. Magic seems to be the main thing to help others out here. But you never know. I might run across a rare opportunity to actually be useful in producing something everyone can use."

Twilight sat there looking dreamily at Charles. He wasn't paying much mind as he looked around to various books during his mini speech.

"Your an inventor?" Twilight squeaked

He smiled looking back to her. "Well I wouldn't say that. I've come up with many ideas for things but never had the chance to build anything. I'd still like to, but considering how much technology your world lacks. I seriously doubt I would have the means to build anything though. Maybe some of the less techy items but nothing elaborate."

Twilight's cheeks flush a light red as her demeanor began to change talking to Charles. "I........ I'd be willing to help, but I would need to read up on some of the subject matter that you've already read to get up to speed. Charles couldn't help but smirk at Twilight's reaction to the whole situation. He picked out some pretty advanced books regarding physics and aerodynamics, handing them to Twilight who quickly sat across the room on the couch to start reading. Time went by as they sat quietly reading until they heard some frantic hoof beats outside. Charles looked up from his book to Twilight and vice versa. Without a word they made way into the living room just as Applejack burst through the front door panting heavily.

"Ah need help!" She yelled seeing the two standing there. Without a word they followed AJ back to Sweet Apple Acres, as they ran though, AJ began. "Applebloom is in trouble. We were in the barn moving some hay bales when a stack went sideways and hit the barn wall. We didnt think much of it at the time but it broke loose a support beam and cause the whole thing ta collapse. I managed to jump out of the way in time but Applebloom is inside. Ah can't do this without help. Big Macintosh and Granny Smith are out there trying ta find her now." She cried, tears falling from her face.

They reach the barn quickly. It was a 2 minute sprint from Charles' home but still it had taken its toll on him. He bent over catching his breath as he heard a voice from inside the rubble of the barn.

"I heard her!" He said finding a new vigor of energy as he sprinted around the barn to were he though he heard the voice. He called out to her hoping to hear her voice again. After a minute he heard a small cough and a weak voice.

"Ahm here" Applebloom spoke as loudly as her little voice could. Charles looked around trying to find a point of entry. He didn't want to walk onto the fallen barn itself as it could further injure the pony inside under it. He yelled back to the others. "She's over here!" Everyone came over to the spot Charles was at looking also.

"Applebloom! Are you ok?!" AJ yelled. A minute went by and nothing happened. No sound came from inside.

"NO! Shes suffocating inside there!" Charles yelled in a panic as he reached down to the side of the fallen barn and began to lift with all of his might. The barn weighed more than either Big Macintosh and AJ could lift together. They sat back as tears filled their eyes and fell to the ground. Granny Smith was at their side trying to comfort them.

"Twilight!.Do you know a spell that can increase my strength?!" Charles yelled as he kept trying to lift the barn.

"Y-yes, but its extremely dangerous. It might kill you due to its side effects or...." She was cut off by Charles.

"If you know it, cast it on me! I don't care about myself, We need to save this pony under any circumstance!"

Twilight was hesitant but cast the spell. Charles cried out as pain erupted from his body, every fiber in him was on fire. But slowly a creak was heard, then another. Some snapping could be heard as the barn slowly began to lift up. He pushed the barn up and propped it onto his left forearm, using his right arm he swung with all his might punching the boards repeatedly on the side of the barn. Finally he broke through after the fourth swing and pulled a board loose. "Twilight. Get her out of there!" He cried out.

Twilight came up to the hole looking around inside. She finally saw the top of Appleblooms head just under a couple hay bales. She used a telekinesis spell to move the hay bales and pull Applebloom out of the barn. Charles looked around seeing everypony out of the way and dropped the barn with a loud thud. Applebloom wasn't breathing when Twilight set her down. Everyone started to cry except Charles. He managed to crawl over to her even with the pain coursing through his body to check on her. He placed his ear to her chest. No heartbeat. She had suffocated to death, but he wasn't giving up hope. He turn her onto her back and began to administer CPR. AJ and Big Mac came over to him knocking him over.

"What do ya think yer doing?!" AJ yelled.

"I'm trying to save her life!" He groaned pushing them aside and continuing the CPR. After about a minute Applebloom cough loudly and took in several deep breaths. Charles fell back with a thud onto the dirt breathing hard, his eyes clenched shut as the spell still held its effect on him. AJ and Big Mac rushed to Appleblooms side holding her as she cough a few more times, tears of joy now replacing those of sadness as they now had there youngest sibling back. Twilight came over to Charles and lay down next to him resting her head on his chest. A few tears streaking down her face as she looked at him.

"Thank you, for saving Applebloom. Rest now. This spell did terrible damage to you." Charles coughed a couple times and then passed out.

9. Filly hugs and the drinking buddy.

Some time later Charles awoke with a start. His entire body was aching. Even taking a breath hurt. He coughed a couple times then stopped, holding his chest. Hoofsteps could be heard from outside the room. The door slowly opened revealing a large crowd of ponies. He raised an aching hand and waved them in. Several tiny hoofbeats came quickly around his bed as three tiny fillies jumped onto the bed all hugging him in unison. Charles hadn't seen these other fillies before, and was quite stunned to see this reaction to say the least. He looked to the door seeing the others coming in.

AJ, Big Macintosh, Granny Smith, Rarity, and Twilight were all around him. Applebloom moved up onto his chest wrapping her little hooves around his neck, crying quietly into his chest. The other two fillies were at his shoulders doing the same. He hugged back as best he could looking to AJ for a little help.

"Ok girls, thats enough, lets give poor Charlie here a bit o'breathing room. They all looked back to AJ and started to move away. Applebloom stopped though and walked along Charles and lay down just above his shoulder, her face resting on his chest as she nuzzled him quietly.

"Now come on..." AJ began but stopped as Charles raised his hand to stop her.

"Shes fine AJ. Let her stay." He smiled pulling his hand up placing it on her back, stroking her gently. He could see tears running down her now tear stained face. Her eyes closed as she continued nuzzling him. He gave her a soft smile as he looked around.

"That was amazin how you helped save her." AJ spoke quietly. "How in tarnation did you do that?"

"Its a life saving technique from my world. I didn't know if it would save her but I tried anyway. I wasn't about to let her go." He smiled as Appleblooms nuzzling slowed, the gentle stroking and the tears slowly putting her to sleep.

"May I ask though. Who are the other 2 youngins? I've yet to be introduced. He smiled giving a change a subject. Sweetiebelle and Scootaloo hopped back onto the bed laying down at either side of Charles on the bed. Both of their faces stained from crying. They introduced themselves.

"I'm Sweetiebelle."

"I'm Scootaloo."

"Thank you for saving our friend." They said in unison nuzzling into Charles.

"Its ok girls. Applebloom is ok and you have no worries. I'm just glad I could help." He smiled hugging them all gently.

"Ok girls lets give him some time to rest. AJ needs to talk to him alone for a few minutes." Twilight said as she picked up the now sleeping Applebloom with her magic, Scootaloo and Sweetiebelle each kissed either of his cheeks as they hugged him one final time and jumped off the bed heading out of the room behind Big Mac and Granny Smith. AJ was now left in the room alone with Charles.

Her head was slightly lowered, her hat covering most of her face. She began as soon as the door closed.

"Ah........ ah don't know how ta thank ya for what ya did................. I feel so awful that you were willing to give your life to save Applebloom. I don't know if I can ever repay ya for your kindness." She cried.

Charles smiled at her reaching a hand out to her from his spot on the bed. She removed her hat letting her golden hair fall down as she pressed her tear stained face to Charles hand looking up to him with her loving green eyes. Charles brushed her cheek gently with his thumb causing her to nuzzle his hand further.

"You don't have to repay me. I'm just glad I saved a life today. Don't ever think you have to repay me for that. Your a friend. Thats what friends do for one another." He smiled moving his hand to remove the hair from her face. She smile giving a slight blush. AJ hopped up onto the side of the bed pulling Charles into an embrace. He wrapped his arms around the little orange pony hugging her. She cried softly into his neck as he told her everything is ok.

A few more minutes of this and AJ finally broke the hug heading to the door. "Get some rest now ya hear?" She smiled exiting the room closing the door but leaving it cracked slightly. He laid back with a a sigh, his entire body still ached but now that he had seen how worried and happy his friends were to see everyone safe, he felt more at ease and soon drifted off to sleep.

XXX

The next morning Charles awoke to the smell of apples. He hadn't really thought about where he had fallen asleep last night, and looked around to see an unfamiliar setting. The bedroom he was in was fairly small, it had a tiny desk and chest at the foot of his bed. Small lamps were around the room. He raised up pulling his legs over the side of the bed sitting there for a moment then heaving himself upright walking slowly to the window. He could see the sun just above the horizon as a low fog crept across the ground outside. To his right outside he could see the fallen barn that he had saved Applebloom from, He then realized that he was staying in the Apples farm house. "That would explain the apple smell." He laughed hearing his stomach growl.

He made his way slowly downstairs seeing Granny Smith sitting in her rocking chair next to the stairs. "Well good morning to ya Charlie, Sleep well?" Granny Smith chirped

"Actually yes. That's probably the most comfortable bed I've ever slept in." He laughed.

"Well don't be shy sonny, go on into the kitchen and grab ya some grub." She smiled

Charles made his way into the kitchen seeing AJ and Big Mac cooking up a storm. Upon entering Applebloom jumped onto his chest hugging his neck. "CHARLIE!" she shouted.

Charles was taken aback by this, chuckling a little as he hugged the little filly. AJ and Big Mac spun around startled by the sudden outburst from their younger sister, then smiled seeing Charles hugging the small one.

"G'morning there Charlie. Glad to see you up'n'about." AJ smirked seeing Applebloom hugging him tightly.

"Morning ya'll." He laughed pulling the little filly from his neck and setting her down in her seat, taking the seat right next to her. He reached out ruffling her mane making her giggle.

"Thanks for taking care of me last night." He said giving a sheepish smile.

"Now don't ya'll start, its the least we could do with having you save our lil sis there. Dont think nothin of it." AJ smiled as she brought over a huge stack of cinnamon apple pancakes placing them in the center of the table. Big Mac brought over a pitcher of Apple juice. "Dig in!" Applejack smiled watching Charles intently, a small smile on her face.

After breakfast was finished, Charles helped with the dishes cleaning them rather quickly in pony standards. I guess thats because he has fingers instead of hooves. He made his way outside to the barn to take a look at it. AJ and Big mac were already pulling boards from the fallen barn and tossing them to the side.

"Need some help you two?" Charles said coming up to them. AJ fanned herself with her hat as beads of sweat dripped down from her.

"Now ya'll don't have ta help us none. You've done more than enough already." AJ said catching her breath.

"Now don't give me that, I know this is going to take a while to tear down and even more to rebuild. At least I can help shrink that amount of time." Charles smirked raising an eyebrow. AJ gave a defeated sigh and nodded to the spot were Charles could begin. AJ watched Charles for a few minutes until he started dripping with sweat. After a few more minutes he removed his shirt tossing it to the side. He wasn't extremely fit but very well built. His toned body dripping with sweat caused AJ's attention to wane from what she was doing as she couldn't keep it on the task at hand or hoof. Big Mac smirked at his sister giving her a whistle to get her attention. She turned seeing Big Mac motion for her to come over to him.

"I see the way yer looking at him AJ." Big Mack smirked causing AJ to blush furiously.

"Ah am not looking at him. Well, maybe a little." She bit her bottom lip as she turned her sight back to the human pulling boards from the barn, dislodging yet another but throwing him off balance and sending him to the dirt. He gave a loud laugh as he stood up brushing himself off and tossing the board into the pile of others behind him.

"AJ, I know he saved our little sis, but I can't help but think you might have some feelings for him over this. He does look to be a hard worker, he has a little accent like us also. I've seen this look from you before toward other stallions. Maybe you should try again." Big Mac smiled giving her a nudge. She gave a small whinny of surprise.

"I don't know big brother. I've never had much luck in the past. What makes ya think ah'll have any this time, and with a different species ta beat all."

Big Mac just smiled. "You never know until you try sis."

At that he walked back to his spot to continue working.

AJ was stuck in conflict with her decision for the rest of the day working on the barn. It had taken almost twelve hours but they had almost finished tearing apart the barn and organizing most of the rubble. Charles was sitting back against the porch relaxing as his sweat began to dry on him. He gave a big yawn looking up to the setting sun. It was almost eight and Charles had worked all day. His eyelids began to get heavy as he sat there.

"Hey Charlie. Wanna go grab a drink?" AJ spoke up bringing Charles to attention. He Turned seeing AJ sitting next to him giving him a sheepish smile. He let out a loud laugh thinking back to when Twilight and Rarity had gotten a drink.

"What in tarnation is so funny?" AJ said raising an eyebrow.

"Its nothing heh. That just reminded me of Twilight and Rarity the other night. We went to the diner in town to grab some food and ended up inviting the princess to join us. We all had a single drink. I didn't even get a buzz from one drink, but the others, well they can't hold their liquor." He laughed "Even the princess had one and she was still having a little trouble walking., I ended up having to carry Twilight home while Rarity leaned on me to get her home." AJ let out a hardy laugh.

"Yeah, they ain't never been to good at holdin their drinks. I on the other hoof drink more often than they do so i'm guessing I could drink them, if not you, under the table." She smirked tilting her hat down looking at Charles from the side.

Charles smirked finding a new vigor of energy. "Is that a challenge AJ?"

"Eeeyup." She laughed

XXX

After a short walk they had made it to the local watering hole. It was a small spot but lively none the less. They made way inside and sat down at the bar. The barkeep came over and looked the human up and down. "What'll ya have pardner?"

"Whats on tap?" Charles smiled as AJ hopped up onto a stool next to him

"Hard Cider, Extra Hard Cider, Phillydelphia Brew, Manehattan tophat, and my personal favorite, Sweet Apple Bomb"

Charles hmmmmed for a moment then looked to AJ for help. "I think i'll let the lady choose for us tonight." AJ blushed but picked out the Hard Cider. It was always more filling and took longer to get drunk off of.

After a minute the bartender brought over two pints of the hard cider. AJ took a drink just as Charles began.

"So what got ya to ask me out for a drink AJ?" He asked giving her a smile as he took a drink of the cider.

"PFFFFFFT *cough cough*" Now what in tarnation?!" AJ had spit out her drink halfway across the bar in front of her as she looked up at Charles with a disgruntled look.

Charles laughed loudly at AJ's reaction taking another drink. She smirked. "I didnt see you sayin no ta going out."

"PFFFFFFFTTT *cough*" Charles spat out his drink this time as a loud cheer came from the bar. A series of laughter followed.

"Well ...... I...." Charles began to feel a light blush filling his face causing AJ to laugh again taking another drink. "Ah don'tcha worry none about it. This is just a friendly get tagether. No harm having a drink with a good friend, AM I RIGHT BOYS?" She yelled causing everyone in the bar to cheer.

They sat there for a couple hours talking back and forth as the drinks kept coming. AJ's words began to slur slightly as the night went on. Charles had start feeling a buzz slightly and decided to move to the Extra hard cider. Many of the bars participants had come to watch the two drink and were placing bets on who would be the first to pass out. AJ's ears drooped slightly as her eyes began to part somewhat looking into different directions.

"Ain'tcha drunk yet Charlie boy?" AJ said giving a hiccup.

"Just buzzed right now. These drinks aren't all that strong." He laughed as he finished off his second Extra hard cider. AJ looked at her drink then fell forward out cold on the bar. A lot of the ponies in the bar yelled in awe and laughter as the winner had been decided. Charles laughed paying for the drinks and giving a couple hoofbumps as he picked up AJ and carried her home.

10. The spa shall TRANSFORM you!

Upon arriving at his home he could feel the alcohol taking effect more thoroughly. He staggered a little so decided it be prudent to just take AJ into his house instead of to the farm, otherwise he may pass out along the road. He brought her inside as quietly as he could, taking her up to his room and placing her on his bed. He gave her a smile and staggered downstairs to sleep on the couch.

Morning came all to quickly as he groaned out, his head throbbed slightly as he remembered last nights drinking game. He sat up slowly hearing AJ upstairs in the bathroom. He made his way upstairs slowly seeing Twilight and Rarity at the bathroom door watching worriedly towards AJ.

"Shes fine girls." He said rubbing his eyes and scooting by them into the bathroom. He took a seat next to AJ and gently pulled her mane away from her face as she heaved into the toilet. She gave him a teary smile as she caught her breath before heaving again. Twilight and Rarity looked on in disbelief.

Charles mouthed the word hangover to them. They nodded and left to do something else. He patted AJ's back as she finished heaving one last time and sat down coughing a little. Charles reached for a washcloth and put it under the cold tap water, then gently wiping AJ's face and mouth.

"Yer to nice fer yer own good." AJ smiled.

"Well I have to take care of you girls afterall, It's the right thing to do, plus.......... I........... enjoy your company. It's nice to have friends in a world not of my own." He said letting her hair go, it fell to one side of her face covering part of it. She smiled up to him, only one green eye visible. His face blushed slightly seeing her like this.

"Ahem, anyway, lets go downstairs, I have the perfect remedy for a hangover." He said leading the way.

AJ sat at the kitchen table with Twilight and Rarity as Charles pulled out a few items. He sat them on the table as he got them. A box of crackers, some salted peanuts, some bread. and some ginger snap cookies. He grabbed a handful of peanuts then a couple crackers consuming them. A ginger snap cookie followed then a piece of bread. AJ followed suit in the same order. After sitting there for a few minutes her stomach settled and she could definitely tell the difference.

"Well ah'll be. I never woulda thought that these lil things could help an upset tummy." AJ smirked. Ah'll have to remember that one. What about this gosh darn headache?"

Charles went into the restroom coming back with some medicine. "Now i'm not sure how this would work on ponies, but it does wonders for humans. I wouldn't recommend taking one until your doctors examine its effects on ponykind first." The girls gave him an uncomfortable look.

"I think ah'll pass sugarcube." AJ said rubbing her head. Charles took a couple of the pills then his eyes lit up.

"I do know a massage that kind of helps. Not sure if it'll work on ponys but your welcome to be the first test subject if you'd like?" Charles smiled. Twilight and Rarity giggled at AJ as her cheeks flushed red.

"Well...... ah guess its better than nuthin." She said tossing her mane back.

Charles came over behind her and gently began to massage her temples and the base of her ears. Her face turned a bright red as she stiffened up, but soon relaxed as the massage began to work. Ten minutes passed and Charles looked down seeing her eyes closed.

"Did it help AJ?" He asked, listening to only silence that followed. AJ began to fall sideways but was quickly snatched up by Charles. Twilight and Rarity couldn't help but giggle loudly.

"Well I guess that's a yes." He laughed as he packed her into the living room setting her down on the couch. She gave a little neigh and pressed a hoof to Charles face. He pulled away smiling heading back into the kitchen.

"How about some breakfast girls?" He asked. They smiled to each other then Rarity spoke.

"How about one of those massages instead darling?" Twilight nodded in agreement. Charles chuckled.

"Anything for you girls."

After a short massage and two other unconscious ponies. Charles placed them in their rooms and headed back to the kitchen to make him some breakfast. The others wouldn't be out for long so they may enjoy a good meal as well.

Time passed pretty quickly as Charles made lunch, as breakfast was now long passed. He had placed a large salad, and cookies on the table. He wasn't much of a cook on certain things, but he did know a few dishes. This would best suit his guests. He pulled out some salad dressing and made himself a small plate. He sat down at the table and poured some dressing onto the salad. It was a sweet smelling dressing that had a little honey mixed in with it. Soft hoofsteps could be heard coming toward the kitchen. AJ gave a large yawn as she entered the kitchen and took a seat across from Charles. He fixed her a plate setting it in front of her. He held up the dressing looking to her. She smiled giving a nod. Another set of hoofsteps could be heard from upstairs. The others had awoke rather quickly compared to AJ.

After a few minutes they had all set down and began eating their lunches. After about 30 minutes everyone had a full belly. AJ piped up. "Wel ya'll, I guess its best for me to get back to the farm. Lots o'choirs ta do today. Big Mac and Applebloom must be flipping their wigs wondering were im at. Thanks for lunch Charlie. Ah'll seeya'round." She smiled giving him a wink as she left. Charles smirk shaking his head as he picked up the dishes and began to clean them in the sink. Twilight gave Rarity a little smirk speaking just loud enough for Charles to hear.

"I think you may have some competition Rarity."

Rarity sputtered, her jaw dropping and her face flushing a light pink. "W-what are y-you talking about?!"

Twilight giggled giving a little shrug, her eyes watching Charles reaction to all of this. He was looking out the window as he washed the dishes, setting them to the side. Twilight moved from her chair to Charles' side hopping up and placing her front legs on the side of the counter. His eyes never left the window as he spoke.

"Don't worry about me Twi, just thinking about what I'm going to do for a job. I cant rely on the princess to keep giving me an allowance for the rest of my days here. I'd like to at least pull my weight and live a normal life. Well.............. as normal as it can be in a world full of talking ponies heh." He gave a small laugh at the end as he finished up the dishes.

"I think ill rest for one more day and go through some of my things. Maybe I can find a purpose after reading through some books, I have a few talents that may come in handy in this world." He rinsed his hands and went into his downstairs study leaving the girls in the kitchen.

Twilight looked to Rarity taking her seat next to her. "Charles doesn't look to happy. I'm guessing this whole transition was a lot harder on him than we initially thought."

"I think so too darling, why don't we head into town and look around to see if we might locate a job for him. I would like to see how my boutique is fairing as well. Who knows. I might hire him as a delivery boy for in town." Rarity gave a girlish laugh as she trotted to the front door, Twilight close behind, She stopped yelling to Charles,

"We're heading into town Charles." A resounding OK was heard from the far room. Twilight gave a heavy sigh as she followed Rarity outside.

Charles sat quietly in his study looking at his books. There were many to say the least and he had some skills in all of them. He was an all around guy that could manage to do just about any job if it called for it. But what would he excel at? He continued for roughly an hour as he stumbled across some books he had forgotten about. Some cookbooks filled with recipes for cakes and other sweets. He gave a smile thinking to himself. "I bet Pinky would like these." He went to the closet pulling out a backpack and put a few books into it. Grabbing a few gold bits and stuffing them into his pocket, he headed out the door and toward town. Although only a few minutes walk it would give him time to think.

XXX

He arrived in Ponyville in about 10 minutes. Watching the scenery as he walked and found himself stopping ever so often to relish how clean the air smelled and how vibrant the smells of nature were. As he walked through town a few ponies gave him a stare or two but most others smiled and waved. His time spent there was less than a month now but he had pretty much already been welcomed.

It would take some time before all the residents of Ponyville would come to accept him though.

As he walked closer to The cakes shop were Pinky lived he could smell the fresh baked goods wafting in the air. He found his mouth watering a little from the wonderful aromas. As he got closer he noticed a line of ponies coming out of the shop. He walked by them to the entrance looking inside. Mr and Mrs. Cake could be seen moving through the store frantically taking orders and delivering them to the waiting customers in line. He pushed past a pony to inside getting some dirty looks as though he had cut. He looked to them smiling,

"Dont worry im not cutting, I'm just here to drop off some things for Pinky." This caused the ponies dirty looks to turn to smiles. He walked to the side of the counter seeing the cakes running back and forth.

"Is Pinky in?" Charles asked.

The cakes stopped for a moment then started back up as they nodded toward the kitchen. He smiled nodding back and went into the kitchen seeing a pink blur moving around the kitchen faster than anything he'd ever seen.

"Hey pinky, uh....... wow........... you look really busy. Should I come back later?" He said causing Pinky to stop for a moment. She spoke as she stopped in each area she was zipping from and too.

"No .......... that's okay......... the rush should....................be over shortly.............. stick around...................... have a cupcake while you wait................." She said as a cupcake mysteriously appeared in Charles' hand. He didn't argue and went out of the kitchen, taking a seat in the far corner in a booth looking out into the street. He sat the cupcake down for a moment while he pulled the books from his backpack and looked through them as he waited. After about an hour the rush had subsided and everypony served. The cakes came out of the kitchen with a large pitcher of Lemonade sitting down at the table with Charles. Pinky soon followed partially covered in flour and taking a seat next to Charles. Mrs cake looked at one of the open books that Charles had placed on the table giving a small gasp.

"Oh my, this looks wonderful." She said picking up the book and flipping through a few pages. Charles gave a smile handing another book to Mr cake and Pinky.

"Well I was looking through some of my books in my home, I've got a few of these recipes memorized but I don't often cook sweets so I figured Pinky wouldn't mind taking them off my hands."

Pinky looked through the pages of the book quicker and quicker until she had finished the book and moved onto the next one. "Wow. These books are amazing! I've never seen so many recipes in one book. There has to be, like, a gajillion recipes in these things. I'd love to have them. Thank you so very super duper much." Pinky squealed hopping around then hugging Charles around the neck giving him a peck on the cheek then zipping into the kitchen with a book. Charles sat there blushing a little as he felt the kiss on his cheek. Mr and Mrs. cake just gave a small laugh seeing Charles expression.

"Oh don't fret deary, Pinky is one of the most lovable ponies in all Equestria. Although at times she does do a few things that she doesn't realize she does." Mrs Cake smiled.

"For example?" Charles smirked pointing to his cheek causing them to laugh quietly.

"Yes that would be one of those things." Mr Cake smiled.

"Well I hope she wont go crazy when she finds out I have probably another twenty books at home like these." Charles laughed.

Mr. and Mrs. Cakes eyes lit up. "Would you mind letting us borrow a few of those books? Our business would literally boom if we had a lot of other items available for sell." Mrs Cake beamed.

"Not at all. I can bring them back by on my next trip into town." Charles smiled as he stood up giving a little stretch.

"What would you like for these books?" Mr. Cake asked.

"Huh....... Oh nothing. I brought them as a gift to Pinky. I know she stays with you two but didn't know if you'd except a gift from a..... well.... human or not. You did seem a little nervous on our first meeting with me playing with your foals afterall. I didn't want to create any further tension between us." Charles said rubbing the back of his neck nervously.

Mr. and Mrs. Cake look to each other giving a smile, trotting over to Charles and giving him a big hug. Charles felt a little embarrassed but knew he would be accepted by the Cakes now.

"Deary, you are always welcome here. The only reason we were nervous was because...... well........ we've never seen a human before. Your demeanor was very pleasant when you were with the foals and they seemed to just eat up your attention. Feel free to come by anytime for any reason. I'm sure the foals and Pinky would love to play." Charles smiled giving them a hug back. He stood back up heading into the kitchen to say goodbye but was tackled by the pink blur as soon as the door opened. He skidded backwards across the floor in a daze as the pink pony latched her arms around his neck giving him a big hug. When his sense came back around he gave her a hug back.

"Ok Pinky that's enough." Mr. Cake said shooing her away and helping Charles to his feet. Charles laughed looking down to Mr.Cake with a questioning look. Mr. Cake just laughed.

"Shes just being Pinky Pie." Charles gave a chuckle and headed out the door pulling his pack onto his back. He looked up into the sky seeing the suns placement, He had quite a few hours of daylight left so he headed toward Rarity's boutique.

After a few minutes he arrived to see many ponies working hard rebuilding it. Rarity was outside speaking to the foreman of the group as they worked. Charles came over watching the group and catching Rarity's attention.

"Charles darling, what brings you out here?"

"Just thought i'd walk around for a bit, I just came from the Pinkie's after giving her a few cookbooks. She seemed pretty happy about that. The Cakes were very nice this time as well." He said still watching the working ponies.

"Well that's wonderful darling, i'm sure she very much appr....." Rarity was suddenly cut off by a loud pony from atop a scaffolding that had accidentally kicked a bucket of nails from beside of him.

"WATCH IT!!!!"

Charles took off like a bullet toward a pony that was in the way of the falling bucket. He lunged forward at the pony who didn't see him coming and plowed the pony over just as the bucket came crashing down. Charles rolled with the pony hitting the new wall of the boutique hard forcing the wind from his lungs . He cough gasping for air as the stunned pony quickly found his bearings and stood up with a look of shock on his face at the human laying at his side coughing. Rarity and the foreman ran over to them as did a few other working ponies.

"Oh my goodness, are you alright darling?" She said moving to Charles' side, a looked of shock mixed with awe on her face.

*COUGH COUGH* "Never" *COUGH* "Better." He said sitting and propping himself against the wall, taking in several deep breaths. He suddenly found himself in a hug from the pony he had just saved. He looked down seeing the ponies eyes welling up. He gave him a smile and patted his hardhat.

"Yer ok bud,just keep an eye out from now on." The pony smiled and let him go, going back to his work. Rarity Use her magic to help Charles up and dusted him off. He walked by the foreman who thanked him and continued his work. Rarity followed Charles out of hearing distance from the crew of ponies.

"That was amazing! I didn't think you would react so quickly." Rarity swooned. Charles smiled rubbing his shoulder as he walked.

"Yea well, I didn't think, I just reacted. I'm not about to allow a pony get hurt while i'm there to prevent it. Everyone here has been so accommodating and friendly, If it had been in my world I might have thought twice. You know I find myself missing my world less and less each day that i'm here." He smiled still rubbing his shoulder.

"Are you ok darling?" Rarity said staring at his shoulder then to him.

"Yea, i'm fine, just banged up my shoulder went I took that dive. I should be okay by tomorrow."

"Well, why don't we go to the spa? I'm sure the twins would love to meet our resident human after all." Rarity smiled taking the lead toward the spa.

"I....... don't know. I've never really been to a spa before. I've heard its pretty girly, and well............ i'm not girly in the least." He said giving a nervous smile.

"Oh pish posh, you would love it. Why, Fluttershy and I have a weekly get together there to catch up with one another. Its very relaxing and it does wonders for the complexion, Oh do say that you'll join me?" Rarity gave a little lip quiver and pleading eyes. Charles pulled his hand up to his face giving a sigh into it, her pulled two fingers apart looking through them at Rarity whoes expression was only getting more pleading.

"Ugh, ok ok ill go with you, just please stop with the big puppy dog eyes. I swear I think you girls could talk me into just about anything with that look." Charles laughed as Rarity smiled widely giving a giggle as they walked to the spa.

They reached the spa within a couple minutes walking from the boutique. Upon entering Rarity introduced Charles to both Aloe and Lotus. Charles couldn't help but notice how similar they were to each other. One was pink with blue hair while the other had the same colors but inverted. They both had the same cutie mark as well.

"The usual for my friend and myself ladies." The twins smiled widely as they prepared the rooms. Charles went into a dressing room and removed his clothes pulling on and holding a towel around his waist, he wasn't about to have another Twilight incident again. He chuckled to himself until he realized that there was only one steam room.

"Uh.... Rarity, is there another steam room?" He asked hesitantly.

"No darling, come in here." Rarity smirked until she watched Charles enter the room with her. He had nothing but a towel on that he was holding at the waist. Her face flushed red at the sight. He sat down in the corner opposite of Rarity and pressed his back to the wall of the room as Rarity poured some water over the smoldering stones, emitting more steam into the room.

"This is the exfoliating room, or steam room for short. It helps to clean your pours by making you sweat." She chirped

"Wooooo, I can understand that much. Its already making me sweat. Charles laughed sitting up as beads of sweat rolled down his chiseled chest and abdomen. Rarity couldn't help but stare in delight at his physic. She traced every curve of his muscles until she reached his towel. He had rested his hands to the side letting go of the towel. It had been tied slightly off centered in the front and was now revealing most of his left leg while falling slightly in between his legs. Rarity bit her lip watching him intently. Charles could feel her eyes on him and instinctively talked out.

"Dont you pull a Twilight on me Rarity." He smirked opening one eye looking straight at Rarity. Rarity whinnied in surprise rearing back into her corner.

"I........ I would......... never do something like that!? Its so unladylike." She said raising her nose up and away from him. Charles couldn't help but laugh at her reaction.

"Heh, i'm just playing Rarity. I know your a lady and wouldn't do something like that, I doubt you could though even if you wanted." He grinned causing her to have a look of shock on her face as it turned red.

"I most certainly could to if I wanted thank you very much." Rarity huffed.

Charles grin grew wider as he scooted closer to the ivory pony. "Oh really?"

"Yes really!" She huffed again

Charles moved just within a few feet of her still grinning. "Well then. Here's your chance." He said pulling his hands up and behind his head interlocking his finger while resting back onto them against the wall.

Rarity sputtered at the comment turning around seeing Charles with his eyes closed, his hands behind his head leaning against the wall. Her eyes went wide, her face a deep crimson as she looked at him so close. Her eyes slowly fell to his towel then back up to his eyes watching him intently, waiting for him to make a move to try and scare her. He didn't though. She gave a nervous smile as her horn lit up with magic, she started to pull the towel up and away from Charles.

*BZZZZZZZZZZZZZZZZZZZZZZZZZZ*

Rarity let out a scream as the timer went off for them to exit the steam room. Charles laughed standing up grabbing his towel and holding it up. They walked quietly out of the steam room toward there next room. He looked back to Rarity with a big smile.

"I knew you couldn't pull that off heh." He laughed *SNAP* "YIPE!" Charles turned around to see a floating towel just a few feet from Rarity, a half grin across her face.

"Oh no you didn't?!" Charles laughed turning around. Rarity giggle lowering her posture as if she was going to pounce, her tail flipping back and forth playfully. Charles swiped for the towel but missed as it was pulled away quickly. He laughed swiping at it a few more time getting closer to Rarity. She laughed

"Oh come now. you can do better than that." She laughed playfully twirling the towel around his head.

"Well I know how I can get the towel now." He smirked as he lunged toward Rarity picking her up. She squealed loudly in
surprise. She flung the towel at Charles' head which he expertly avoided and then proceeded to blow bubbles on her belly. Rarity scream laughed at this flailing about.

"Waaaaaaahahaaaaaha!. STOP THAT THIS HAHAHAHAHA INSTINT!" Charles stopped blowing bubbles on Raritys stomach for a second and looked at her as she caught her breath her face flustered from laughing.

"Naaaaaah" He said and went back to the bubble torture. She laughed again in between words.

"Then AAAHAHAHAHA, you leave me HAAAAAHAHAHA no choice HAAAAhahaha" She said as she grabbed Charles towel and yanked it from his waist. Charles gasped turning a little red looking at Rarity who was grinning widely.

"Ok you win." He said giving a sheepish grin. She smiled placing the towel back onto him. She gave out a giggle as he sat her down. *SNAP* "ACK!" Charles stood upright quickly as Rarity's towel whipped him again on his buttcheek.

"That's for tickling me you naughty boy." She laughed giving him a flirtatious look then heading out of the hall into the next room. Charles chuckled rubbing the sore spot on his buttcheek as he followed suit.

The next room Aloe and Lotus were waiting for them. He walked in shyly seeing them since he was in just a towel.

"Now its time to have a facial and seaweed wrap. Its absolutely fabulous."

Charles watched as they covered Rarity's face in a thick green gunk and wrapped her entire body in seaweed. He then sat for a moment in shock. "Would they wrap me completely in seaweed like her?" he thought to himself then spoke up.

"Uh..... will you be wrapping my whole body like that too?"

The twins giggled seeing his discomfort in the question and simply nodded. Rarity had removed a cucumber slice watching with a wide smile. "UGH! okay, but is there a place more private to do this wrap?"

The twins shook there heads their grins growing wider. "Well, I guess i'm outta luck then aren't I?" He blushed undoing the towel. The twins and Rarity were now looking on in astonishment at how brazen Charles had become. He pulled the towel loose letting one hand hold it over his front while showing off the rest of his chiseled body. All three of the girl's faces turned a bright red.

Aloe and Lotus came over and started wrapping every inch of him in seaweed. his face turned red as they went around his waist and he had to remove the towel. He looked to rarity who was burning a furious red and staring at him. Aloe and Lotus finally finished the wrap and pointed toward the tub that Rarity was in, filled with a bright brown mud.

"What about the other baths?" He said pointing to them.

"They are being cleaned from previous customers." Aloe chimed in "They will be restocked tomorrow" Lotus finished.

"You have got to be kidding me. Its mud." Charles said giving a disgruntled look causing the twins to laugh.

"Oh quite being such a baby and get in here." Rarity laugh picking him up with her magic and dropping him into the mud opposite of her.

The twins laughed loudly seeing Charles' expression then exited the room. Rarity had replaced the cucumbers on her eyes. Charles' had been lost in the mud so he just looked around the ornate room.

"Aaaaaaah, this feels wonderful." Rarity cooed.

"I have to admit, this mud and seaweed thing does feel nice. Ive never done this before." He said leaning back further into the mud letting it spill onto his neck and shoulders.

"Really?! Well then we must make this a weekly thing darling. After the full treatment you come out feeling like a new pony..... er...... um human." She corrected herself.

"Heh, don't worry about it Rarity. I haven't been here long but I already feel like part of the community. Being called a pony is fine. Just as long as its from my friends." He smirked.

Rarity smiled giving a girlish giggle wading through the mud over to Charles. He watched her raising an eyebrow, she had made it halfway across the tub before removing the cucumbers from her eyes, halting her advance as she saw that Charles didn't have his on.

"W-what happened to your............." She trailed off. Charles gave her mischievous grin.

"When you dumped me in here." "Uh........huh." She said as she started to turn around but stop at Charles' comment.

"You were going to make a move on me weren't you?" He smirked. Rarity's ears lay back as she turned her head slightly to see him, her back was facing him now. she looked down and then to him. He laughed leaning forward wrapping his arms around her and pulling her through the mud to rest on his chest. She gave a squeak in surprise. He smiled feeling her heat through the mud as she cuddled close. He could feel the mud moving as she fidgeted.

"I'm sorry Rarity. If i'm making you uncomfortable you can move. I just assumed......" She looked up into his eyes causing him to pause. "Y-you assumed right." She said, her ear now lay flat and her face beet red. The green mask on her face seemed to sizzle from the burning red hidden behind it. He smiled softly at her, a hand slinking out of the mud to under her chin. She gave a little gasp as it raised her mouth up further. She placed her hooves onto his chest moving closer. Their hot breath could be felt on each others as their lips moved closer.

*BZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZZT*

They gasped shoving each other apart in panic as the door sprung open revealing the Twins "It is time for your massage my friends." They spoke in unison. Rarity and Charles gave a sheepish smile as they both exited the mud tub and went to the showers.

Charles stood there under the beating shower washing the mud off of him, thinking to himself. "Did i really almost kiss Rarity? What am I doing? This cant be possible. How could she see anything in someone of a different species. How could I for that matter? I mean we have been living together for some time now but that shouldn't matter, should it? What am I going to do? I don't want to hurt her feelings. But I would only end up hurting myself in the process to. Oh God what should I do?"

*knock knock*

"Char-elz, Are you fineesht?" One of the twins voices asked from just outside the door. He turned off the water grabbing a towel as he spoke.

"Yes i'm coming out." He said drying off as he pulled on a large oddly shaped bathrobe. It didn't quite fit him but worked well enough. He guessed it was made for large ponies. He walked out into the next room and was waved to a table by Lotus, Rarity was already on her table getting a massage from Aloe. He gave a sigh and laid down, his feet and last of his lower legs dangled over the edge of the table. Lotus gave a small giggle as she proceeded to massage the human.

"You are a very large stallion no?" She smiled moving her hooves around him pushing gently her and there to loosen the muscles tension.

"I guess I might be a little larger than average for humans, but yea I guess I am pretty big." He chuckled.

Lotus moved closer to his ear and whispered. "That was not what I meant darling *giggle*" Charles suddenly tensed up at the comment and more-so as Lotus moved to massage his butt and thighs as he lay on his stomach. Aloe gave her an annoyed stare watching her sister jealously. Lotus stuck out her tongue and giggled.

"What the hell? I'm starting to think that this place is one of those with a happy ending involved." Charles thought to himself. Just as he finished thinking though he could feel a hoof move up his inner thigh causing him to tense up again. The hoof was removed as Lotus came up to his ear again while glancing to Aloe who nodded letting her sister know that Rarity had fallen asleep. Aloe moved over to Charles' other side smiling at Lotus, They spoke softly into his ears in

unison. "Now that Rarity is asleep, wont you join us in the back for a special massage?" Charles shot upright at the comment, his face burning red. Aloe and Lotus' face were a bright pink.

"Uh......... is this part of your usual?" He asked looking nervously at the two.

"No........ but it can be for you." They smiled moving closer to him. He pulled back standing up from the table moving to Rarity. Pulling his robe shut he watched the twins licking their lips and advancing toward him.

"Uh thanks girls but....... I think ill be going." He said picking up Rarity and rushing out the door picking up his clothes and dropping a gold bit onto the counter. Rarity was to startled to say anything until Charles had stopped running. He let her down as he gasped for air.

"What in heavens names happened?" She said groggily seeing the twins waving at them from the entrance of the spa.

"Uh............... if you want to know, Those two in there were trying to give me a happy ending each."

Rarity tilted her head to the side confused as to what he was referring to. Charles laughed shaking his head, he bent down and whispered into Rarity's ear what had gone on, her face turned bright red.

"Oh my heavens! Did they really try that?" Rarity gasped looking back and seeing the twins giggling and heading back into the spa.

"Yea........ heh"

"Well why didn't you let them?" Rarity smirked giving him a seductive look.

"Oh God! What the hell?!" He groaned throwing his arms up in frustration as he walked toward Twilights home. Rarity close behind laughing her tail off.

A few minutes passed and they had arrive at Twilight's. There was a small construction crew just finishing up the small overhang that would go onto the giant limb that had broken off of the tree during the storm. A couple pegasi were lifting it into place as they strolled into the library. Twilight was inside putting books onto the shelves that had been scattered during the storm. She paused for a moment looking at Charles and Rarity as they strolled in, both wearing bath robes. Twilight started to giggle but held it in until Charles looked at her with annoyance.

"Go ahead, get it out of your system. I'm going to the restroom to change and i'm LOCKING the door." He grumbled causing Twilight to burst out laughing. Rarity giggled a little until she heard Spike talking as Charles passed him going upstairs.

"WOW!..... Dude thats creepy."

A few minutes went by as Charles had gotten dressed, He came back downstairs and handed the robe to Rarity.

"Here ya go. Give the twins my regards on your next visit. I doubt ill be going back there anytime soon." He laughed. Twilight looked at him confused until Rarity filled her in. Twilight's face burned red and then she burst out laughing again.

After a couple more minutes of laughing Twilight finally stopped, wiping a tear from her eye.

"So what brings you two out and about?"

"Well, I originally came out to give Pinky some books. That went well enough, Then the ivory princess here thought it'd be nice to have a spa treatment. I went along without thinking it through and it turned out pretty bad in the end. Then I came by here to see how construction was going. Ill look around for a job in a few days, in the meantime i'm going around to formally introduce myself to the populace which may further my chances to obtain employment." Charles said as he took a seat across from Twilight and Rarity.

"Well as you can see the library is finished. Ill actually be here from now on. I don't really have anything in your house so if I went back it would just be a wasted trip." She twiddled her hooves looking down at the last part of her sentence looking a little sad.

"Twilight, you are more than welcome anytime in my home, as is all of your friends. Don't ever think id put you girls off for any reason. Your my first real friends here in Ponyville, and I wouldn't trade that for anything." Charles said giving a soft smile. Twilight gave a huge smile back pouncing him onto the sofa and hugging him tightly. He returned the gesture but stopped hearing Rarity clear her throat. Twilight recoiled shyly her ears laying back.

"So.............. Anyway Twilight Darling, would you have any information of ponies looking for some hired help?" Rarity asked laying on the sofa next to Charles, her back legs outstretched as she place her chin on her front hooves.

"I'm afraid not, This time i'm dedicating to reorganizing the library from all the storm damage. It will take a while but i'm sure it should be done rather quickly." Twilight said as many books levitated around her into different spots on the shelves cascading around the entire room.

"Twi, how is it your going so slow with these books. You cleaned your room in my house within a couple minutes and all the books were neatly in place as well." Charles inquired.

"I didn't put them in order though, I just kinda threw them all into random spots so it could be done quickly. I organized them later the next day. With the library I have to have everything perfect."

"Well that's understandable, But you didn't have to organize them, i never really kept tabs on them being organized." Charles said rubbing the back of his head in embarrassment.

"Does that mean your little office isn't organized either?" Twilight beamed

"Yea, I just never seem to organize things accordingly, I think its more fun to hunt for the book you're looking for because you run into other books you don't usually ever remember having. Its like a treasure hunt and every book is the treasure." He laughed.

Twilight's eyes lit up hearing these words, She hadn't really thought about it like that before. She pressed a hoof to her chin in thought then closed her eyes, within a few seconds every book in the library was now in a vacant spot on a shelf. Charles just watched in amazement as it took only about twenty seconds to do this. Twilight let out a sigh of relief.

"OK i'm done, ill just organize them tomorrow one shelf at a time." Spike looked at her in awe then to Charles.

"Holy cow! You broke Twilight?!" Everyone laughed in unison at the comment.

"So anyway Charlie, What job were you looking to get? I'm not aware of your skills so I cant really point you in any direction to ask anypony if they need help." Twilight began.

"What are your skills?"

Charles thought for a moment. "Well............ I'm good at a lot of things. I can do just about anything even if I haven't really done a specific skill in a while, I learn quick so any job will do really."

Twilight thought for a moment. "What about hobbies? You must have some of those that could benefit being in a working position."

"Well I do love music, I can play most instruments, I can bake and cook a lot of different things, I can build stuff of all kinds from small to large, Gardening isn't something i'm big in but i do have a green thumb for what that's worth. I can make my own alcohol which would probably comatose ponies so I wont put that on the list. I read a lot when I get bored, oh man................ um.................. I cant really think of anything else that comes to me as a hobby." Charles said resting back into the couch. The group in front of him looked at him with slack jaws.

"What?" Charles asked looking nervously at them. Rarity piped in.

"Oh its nothing darling, it's just that, most ponies only have one good skill or hobby they are good at, When they discover that talent, they get a cutie mark to signify that special talent."

Charles raised an eyebrow. "Cutie mark?"

Twilight gave a smile wiggling her flank. "The symbol that ponies have on their flanks. Some ponies don't have them though because they haven't found their special talent. It appears eventually, but only after finding that special talent. Sweetiebelle, Scootaloo, and Applebloom have been working for months together to get theirs."

"Cute, heh I wonder what mine would look like if I were a pony." Charles laughed . The girls and baby dragon looked at each other.

"I'm not sticking around for this, i'm going to Pinkie's." Spike announced as a sly grin spread across Rarity and Twilight's face.

Charles watched them for a moment seeing there sudden change in behavior. "Uh....... girls? You know I was only joking right? Girls?"

Twilight pulled a book from the shelf via her magic while Rarity spoke. "Oh darling I bet you would make an absolutely striking stallion, wont you indulge our curiosity and let Twilight change you into a pony? Its not permanent I assure you. The spell will only last around a day at most."

Charles eyes went wide. "You mean to tell me you can transform another creature into another creature at will?" His heart raced as he watched Twilight closing the book and walking toward him.

"Are there any side affects?" He question nervously.

"Not a single one." Twilight smiled her horn glowing bright.

"Uh........ well.......... if it isn't permanent, I guess it wouldn't hurt to be a pony for a day." He gave a nervous chuckle as Twilight lowered her horn to Charles, only a couple feet away.

A bright flash filled the room as light shown in all directions from Charles. Although still daylight out, the bright light shown out of the library's windows in every direction. A few ponies walked over to the library peeking into the window to see what it was. Others who knew Twilight just walked by without a care. Twilight's special talent is magic after-all and she is notorious for trying out new spells on a regular basis.

After almost a minute of blinding light, it quickly disappeared revealing the pony version of Charles. The girls blinked to get their vision back and gave out an audible gasp at what they saw before them. Charles was laying on his side unconscious. His new pony form wasn't at all what the girls had expected. Twilight rubbed her eyes as she walked around the sleeping pony before her, She cast a couple spells to check the vitals of Charles. Everything seemed normal, except for one thing.

"Twilight, How could this have happened?! I know you've cast that spell many times on various creatures but this........ this is the first time that one of those have turned into an Alicorn?! W-what are we going to do?!"

Twilight looked over to Rarity and then ran into the next room grabbing a piece of parchment and quickly scribbling a message on it, She used her magic to whisk it away to the castle.

"Ugh.......... What happened?" Charles ask as he raise his head, His wings unfolding and his legs moving about. Twilight and Rarity helped him to sit upright as he shook his head to stop the room from spinning. He coughed a couple times as his vision finally came into view.

"Wow, I feel really weird. Did that spell work?" He said as he looked to Twilight. Twilight gave a nervous giggle looking away. Rarity on the other hoof pulled a large mirror from Twilight's room floating it into the main part of the library were Charles had been transformed. She sat it in front of him causing him to gasp at the sight before him. He tilted his head back and forth looking at himself, The spell had indeed worked. His new pony form was actually slightly taller than Celestia herself. His
entire body was very well toned and covered in a deep black coat. He looked at his wings that had unfurled and lay to his sides limply. He then noticed something glowing behind him, he managed to turn a little bit to see fire. "Fire?....... AAAAAHHHH IM ON FIRE!?" He yelled as panic swept over him. He tried standing to run but couldn't find his bearings and fell to the floor kicking wildly to try and get up.

"CALM DOWN!" yelled twilight as she took hold of Charles with a paralysis spell causing him to seize up like a statue. "Your not on fire, This is normal for an Alicorn. Just relax." She growled causing Charles' eyes to clench shut then reopen as he realized that he wasn't hurting from the fire. Twilight set him down gently and released the spell. He let out a cough as he could now breath, quickly looking back to see his mane and tail were both an inferno of orange and red, but neither was burning anything around it. He looked back to Twilight and Rarity.

"That is...... pretty cool, now that i'm not freaking out about it." He gave a light chuckle.

A knock was heard at the door to the library after another minute. Spike entered with Celestia and Luna. Twilight and Rarity came forward giving a bow to them.

"Princess Celestia, Princess Luna, Thank you both for coming. I wasn't expecting both of you." She said as she rose and trotted over to Charles who was still laying on the floor.

Celestia gave an audible gasp as she looked over to Charles, He lay his ears back shyly seeing her gaze at him that way.

"Twilight, what spell did you use on Charles?" Celestia inquired.

"I used the same spell i've used on countless others who were transformed into ponies for a day. This is the first time this has happened. What do you make of it?"

"I'm not sure, but......." Celestia trailed off as she watched Charles trying to stand. He looked like a newborn foal trying to stand for the first time and it brought a smile to her face. She walked over and pressed against him gently trying to help him up. He stumbled a little at first but within a couple minutes he was standing upright and started walking slowly.

"Well........ this will take some getting used to, but i'm sure ill get the hang of it quick enough." He smiled the tripped over a small stack of book landing face first into another pile. "Or maybe not." The muffled comment came from within the pile laying on his head. Everyone gave a small giggle watching Charles stand again after landing into the pile of books. It took him just a second to get back on his hooves and move again, But his wings were still being limply pulled along. He looked back at them trying to find the muscles that would work them.

After a few twitches the wings moved, He smiled and continued working with them until he had them folded up and moving around a little, even giving a couple flaps which lifted him slightly into the air. "WOW! *thud*" He lost his balance from being lifted into the air for a moment and ended up on his side on the floor again. He gave a a chuckle standing up again.

"This is really sweet. I never thought being a pony would be so interesting. Is there anyway to extend the spell life or would you have to cast it again?" He asked Twilight, a wide grin on his face. Celestia smiled widely moving over to Charles and
gently nuzzling him. Luna gave a smile as well as she began.

"The spell cast on thee was a temporary one, However there are several different spells that could lengthen its stay, even make it permanent if thee wishes."

Rarity gave out a nervous laugh. "I don't know if he would want to stay as a pony or not Princess, he may never get used to it, and learning all those spells for magic would be a terrible ordeal."

Luna raised an eyebrow at Rarity's comment, She didn't say anything though.

"Twilight, Rarity, we shall stay in Ponyville temporarily with our guest so that we may teach him about what it is to be an alicorn. You may come with us if you wish." She smiled heading to the door. "Come Charles, we have much to discuss."

Upon leaving, the door closed behind them. Rarity was to dumbstruck to say or do anything else. She looked to Twilight trying to find words. "What now?!" She said, her voice cracking in despair.

"I don't know. Ive never caused another being to transform into an Alicorn before. ooooooooooh! What will the princess do to him?" Twilight trotted nervously in place. "Well! I'm not about to give up on my feelings for him, even to the princess!" Rarity exclaimed proudly causing Twilight to fall over.

"Rarity! Are you CRAZY! If the princess wants him then I seriously doubt you would have a chance against her for his affections. Shes rich, extremely powerful beyond any unicorn, and she's......... well.......... an Alicorn. Once Charles gains the knowledge of how powerful he is i'm sure he would want someone just as powerful for his bride." Twilight lifted her hoof to her mouth at the last part of her comment.

"BRIDE!?" Rarity shrieked her face turning red with anger. She let out a loud snort stomping to the door. Twilight rushed in front of her.

"Rarity wait! You cant take on the princess. Lets wait and see what happens. You know Charles better than I do, You've spent the most time with him. If you two have feelings for one another then there is a possibility he would choose you over the princess. Lets give him a chance."

Rarity huffed loudly but she quickly regained her composure taking a seat on the couch in the center of the room. She let out a heavy sigh looking up to Twilight. "I can wait I suppose. But be warned Twilight. I will not give up so easily on him, even if it means being sent to the moon for a thousand years."

Twilight gave her a soft smile pulling a book from the shelf nearest to her and sitting next to Rarity. They both sat quietly reading together.

11. Breaking the barrier!

Charles followed the Princesses out of Twilight's library, Spike closed the door behind them heading back inside. He trotted around getting a better feel of his new quadruped leg's, giving his wing's a few soft flap's as well.

"This is alright, I wouldn't mind being a pony like this for a while. I'd really like to get these wing's going though and fly. I've flown before in machine's but to have actual wing's!?" He gave a loud chuckle prancing about happily.

Celestia and Luna laughed to each other seeing his antics. However other ponies around looked at him in awe seeing a new solid black Alicorn with a fire mane and tail prancing around like a foal would when they would play. Most gave a small giggle while others looked at him in awe, some even in fear. When compared to Luna and Celestia, This Alicorn looked downright evil and dangerous, with the fire mane and sleek black coat. Another thing everyone noticed was this new alicorn's lack of a cutie mark.

"Charles, please calm yourself, you will have all the time you need in order to learn how to fly and use magic." Celestia giggled watching his antics. He stopped for a moment looking back to Celestia.

"I wonder.............." He began. " Now that I'm a pony, Charles seems like an odd name for me."

"Would you like a new name? You do have that option, and nopony will think differently of you should you choose." Celestia smiled.

Charles hummed to himself thinking as he looked over his black coat and fire mane. "I think Midnight Flame would suite me in this form, what do you think?" He said giving a proud stance.

Celestia's eye brought on a bedroom look as she looked over his frame. "I think that would be more than suitable."

The three continued walking around Ponyville, Midnight stretching his wing's giving them a solid flap ever so often to get a better feel for them. They were about to stop at the local diner but stopped, hearing a pony yelling

"OH MY GOSH! HANG ON! ILL SAVE YOU!?" Midnight looked around to try and find the pony in trouble but was soon eclipsed in darkness from above. He looked up just in time to see a torrent of rain bombard him.

"AH!" he yelled standing there completely soaked, his wings lay out to his side dragging the ground now damp, his mane and tail smoked a little as the water evaporated on it upon contact.

"Rainbow Dash!" Celestia chortled loudly causing the pony to stop and look at her. She gave a gasp and quickly landed bowing to the princess then looking back to the black pony gasping from the sudden drenching.

"OH MY GOSH! HE'S STILL ON FIRE!" She yelled trying to take off to get another rain cloud but was held in place by Celestia's magic.

"Rainbow, please calm yourself. Our guest is fine. He is an alicorn like my sister and I. His mane is simply part of what he is." Celestia smiled releasing Rainbow Dash. Rainbow quickly landed, walking over to the towering black Alicorn looking him over then got right up into his face flying in front of him.

"Hmmmmm, haven't seen you around here before. Whats your name stranger." She said eyeing him. He gave a soft smile.

"Well Rainbow, I thought you'd recognize me."

"That voice........... Charlie?" RD said looking in disbelief.

"Yep." He laughed flapping his wings again causing the wind to rush past RD making her spin.

"OH MY GOSH! You are so cool looking. How did you?!" She gasped looking at him all over, running her hoof through his mane to see if it was hot or not.

"Twilight did it. It was a spell to turn me into a pony. But I think it backfired cause I'm now a Unicorn, Pegasus thingy." He chuckled.

"We are called Alicorn dear Midnight." Luna said.

"Alicorn it is then." he laughed.

"Have you gotten to fly yet? Your wings are HUGE, I bet you could fly super fast, but not as fast as me mind you." She smirked crossing her arms in front of her.

"Well I don't know how to fly just yet. I've only been an Alicorn for about an hour now." He said giving an embarrassed expression, his ears laying back. RD gasped at this, looking at him with determination.

"I can teach you! I am the best flyer in Equestria after all." She grinned.

Charles smiled widely looking from RD to Celestia. Celestia just smiled giving a nod. "Please do not take to long though Midnight, We have much to talk about."

Midnight chased after RD "I'll try to be quick about this, but don't worry, I won't take to long hopefully."

Celestia and Luna looked at Midnight then to each other giving a small giggle, then heading further out of town toward's Midnight's home next to Sweet Apple Acres.

XXX

A short time later Celestia and Luna had arrived at Midnight's/Charles' home and sat quietly on the front porch. They smiled at how peaceful it was, and relaxed hearing the birds singing, crickets chirping, and the wind blowing through the weeds and trees. They had never felt more relaxed.

*KRA-BOOM*
*KRA-BOOM*

The silence was shattered by two loud boom's overhead. Celestia and Luna rushed from the porch looking up seeing a long rainbow and trail of fire side by side in the sky. They watched in awe as the two sound barrier ponies slowed quickly and landed laughing loudly.

"That was AMAZING! We'll have to name your move, The Sonic Flamebow." RD laughed giving Midnight several pats on the back.

"I never thought it possible for any living thing to break the sound barrier, That was truly way past cool." Midnight laugh triumphantly "Thanks for the lessons RD, I'll catch up with you later sowe can try some new moves."

RD gave a determined grin. "You got it, check ya later!" She yelled taking off at full speed into the sky.

Midnight smiled seeing her take off then looking back to the 2 princesses standing before him. Their mouths hung open seeing him standing there, he had just done what only one other pony had done before him and he had only been a pony for about three hours now. He stopped, giving them a questioning look.

"Ladies? Whats wrong?" He said giving a grin.

Celestia was the first to shake herself from her stupor.

"Oh....... um nothing Midnight, It's just that......." She trailed off her sister taking over. "We never thought you would pick up on flying so easily." She said giving timid smile.

"Flying isn't that hard, I used to be a pilot in my home world at one point in my life. I know the basic's of how flight work's, it was just a matter of applying that to actual wing's that are attached to me. Once Rainbow Dash showed me how to start, I took over from there. Learning tricks will be a little harder since I'll need to get used to how to tilt and turn my wing's accordingly. Breaking the sound barrier is pretty easy though as long as you go in a straight line." He spoke as he entered his home, the two princess' in tow.

He leaned down slightly folding his wings into his body as he entered the home. He squeezed through the front door but got hung up on his wings. He gave a slight groan trying to wiggle past the door but couldn't quite make it.

"Ugh, I think I just found the first drawback to being a pony this size." He pushed backward and popped loose falling onto his rear on the porch. Luna and Celestia giggled at this. Midnight couldn't help but smile at them.

"Well, I can't get in there, so what now?" He asked looking at the two as he got up giving his wing's a gentle flap and folding them back in.

"Why not come back to Canterlot with us? We have more than enough room for you to stretch your wing's, plus we have many fine instructor's on magic usage. It would be a welcome treat to have you stay at the palace." Celestia smiled giving him a gentle nuzzle

His ear lay back slightly, and a shy smile on his face. "T-that sound's nice. But I would like to come back home before this spell wears off, It's more fun than I could have ever imagined being like this but I don't know if staying this way would be beneficial for me."

Celestia looked rather hurt at the comment but simply nodded. "As you wish Midnight, please, let us go to Canterlot." She smiled opening her wings and launching herself into the sky, Luna followed quickly behind her.

"Hey wait for me!?" Midnight laughed launching himself at an incredible speed into the air. He zipped past the princess' then slowed so they could catch up. As they caught up he gave a hardy laugh.

"HA! I guess I should use moderation when launching myself into the air like that." Celestia gave a slight chuckle at this and led the way. Luna fell back following the two as they flew side by side, talking back and forth to one another. Her eyes tracing the stallion Alicorn's frame all over. She gave a devious grin reaching out with her magic and gently pinched Midnights flank. He let out a loud eep as he tumbled forward and around a little looking back at his flank but caught himself in the air about fifty feet below Celestia, They came back to each other halfway.

"What happened Midnight?" She inquired.

"I dunno, felt like a bee stung me for a second there. Guess it was just a pinched muscle." He shrugged and kept flying. Celestia looked back at Luna who gave an innocent smile. Celestia laughed shaking her head and kept flying towards Canterlot.

12. Magic and Bedmane

Upon arriving in Canterlot, the three landed just outside the palace gates. A few of the more noble families stopped to stare at the new Alicorn as the guards opened the gate for the princess'.

The guards gave Midnight a questioning look as he followed them into the palace. The gates were quickly shut and the guards returned to there position's beside the gate. Many of the ponies who had seen Midnight began talking to one another, the news quickly spread all over Canterlot, within a few hours word had made it back to Ponyville as well as other cities nearby.

Upon entering the castle, Midnight looked around in wonder seeing how large and spacious the castles interior is. Luna and Celestia split up. Celestia motioned for Midnight to follow her. They made way to the dining hall were a small spread was just being placed for them on the table. Celestia sat down quietly as a unicorn butler placed a plate of food in front of her. Midnight sat near her watching her use magic to levitate the food to her so that she may eat it. He looked at his plate as it was set in front of him, He concentrated on a small tomato trying to lift it. He watched as the magic grasped the tomato and then crushed it into oblivion. He let out a squeak of embarrassment, Celestia smiled.

"Try again, I'm sure you'll get it, Try not to think about grabbing hold of it so hard, think of yourself lifting it as if it were a feather. Gently."

He nodded and tried again, seeing the next tomato lift slowly off the plate but to slow for his comfort, he though of going a little faster and the tomato shot straight into his face splattering all over it. Celestia was taking a sip of tea as she saw this and spat it out laughing loudly. Midnight gave her an incredulous look picking up a roll in his hoof and tossing it at her. It bopped her on the side of the head and landed with a soft thud on her plate. Midnight snickered seeing her shocked expression. They both burst out laughing for a moment until a maid came in.

"Is.... everything alright your majesty?" The little unicorn maid asked.

"Everything is fine my little pony." She chuckled.

The maid stepped out of the room closing the door behind her. Celestia turned her attention back to Midnight. *boop* Midnight had levitated a celery stalk and gently poke Celestia's nose as she turned around. Celestia's eyes crossed seeing the celery stick, she then let out a giggle.

"Good job, I think your getting the hang of levitation." She smiled then taking a bite of the celery stick giving him a sly grin. Midnight smiled but lost concentration seeing the way Celestia was looking at him, which sent the celery stick falling onto her plate.

"S-sorry." He blushed.

"It's ok, loosing concentration is common amongst those just learning to grasp their natural magic ability. Keep up the practice and I'm sure you will have no problem doing other feats of magic. Being an Alicorn is far easier though when it comes to magic, Unlike unicorn's, we can more easily manipulate magic."

"Its an odd feeling. I've never had the ability to use magic, yet now that I'm concentrating on it, it feels as if it's just an extension of my body, like an invisible arm reaching out to hold and grasp things." He said as he looked at his plate sending every item on it into the air and moving around in various formations. Celestia looked on in amazement, it had only taken him a couple of minutes to fully grasp the ability to use telekinesis. She kept watching even as he ate and drank to his hearts content. He finished sitting back away from the table.

"Uh, Princess?" He started which snapped her out of her stupor yet again.

"I'm sorry, please do not think of me being rude. It's just that I have never seen anypony grasp Flight or Magic as quickly as you have, it is a very remarkable feat indeed, and please do call me Tia. Luna has called me that for a very long time now, and I find it suiting that you have that privilege as well." She smiled.

Midnight tilted his head for a moment then asked. "Were did Luna go anyway, she parted from us earlier when we came into the castle. I was hoping to get to know her as well."

"She usually sleeps during the daytime, She takes over for me during the night so that she may raise the moon. I raise the sun in the mornings. Did my student not inform you of this?" Celestia stated.

"No not at all, As for the moving of the sun and moon, that doesn't seem possible for any creature. In my home world we have no magic or any species other than humans capable of speech like we are talking now. To think of a being with that much power, being's with no power would consider them gods." Charles stopped as realization set in.

"T-tia, Do you mean to tell me I have the ability to move planets if I so wish?" Celestia hesitated for a moment, This was the pinnacle of question's that would determine if this being would be good or evil. Although he has little ability now, he could grow quickly and possibly be a threat to all of the universe.

"Y-yes, Midnight, you could have that power if you practiced enough and developed your magic."

Midnight looked down at his hooves then pressed them to his face rubbing intently as if trying to wake up. He stopped, pulling them down with a a serious face unlike any Celestia had ever seen.

"Finally, I can protect those I care for. I no longer have to hide or fear for others. I can actually protect everyone and everything." He said as tears streamed down his face. A Small flash appeared on his flank as his cutiemark appeared. Celestia smiled widely seeing it.

"Congratulations Midnight, you have just earned your cutiemark, and from the looks of it, you will be true to your word." She spoke nodding to his flank. Midnight turned his head to see his cutiemark, smiling as he saw it. It was a crossed set of swords behind a shield of Dark blue. Fire enshrouding the entire thing to show his burning passion to protect those he loves and care for. He looked back to Celestia with a tear stained face.

"That is pretty cool looking." he laughed as tears still filled his eyes. Celestia came over giving him a reassuring nuzzle.

"I-I'm sorry for that. It's just that, I've always been through so much torment trying to protect the thing's I care for. I've lost many friends and loved ones due to my inability to properly protect or care for them. Having that power now means a lot, I'll never give up this power so that others could be harmed. C-can I remain this way? Please let me. I would do anything to be able to protect everyone." He said giving Celestia the most pleading eyes she had ever seen. She could feel a tear form in her eye and simply nodded.

Midnight cried out again wrapping his hooves around Celestia pulling her into his embrace. Celestia was a little surprised by this but wrapped her hooves around him as well. They sat there for what felt like hours but had only been a few minutes until his emotions were in check. Celestia quickly finished her meal and lead Midnight to the next area, The throne room. Midnight looked around in awe for a moment and noticed the throne sitting at the top of a large row of stairs, two guards standing silently at the base of them.

"This is the throne room, I hope to add another chair to it in the near future." She smiled back to Midnight.

Being a little dense at times he didn't catch the hint but just smiled to the princess who moved through a door into a long hallway, It took a few minutes to walk through but they arrived all the way across the courtyard into a bustling building
filled with many ponies who were carrying many books and papers. Very few were older ponies while most were a lot younger. He looked to Tia for an answer.

"This place is very special, It is the magic school for gifted unicorns. I'm sure I can get a few instructor's to help you learn about your magic." She smiled.

"Or I could be your teacher if you prefer, it would be seldom but I have had several eons of experience with it." Midnight sputtered for a moment looking at Celestia.

"Did you say eons?"

Celestia nodded.

"That would mean your thousands of years old. How is that even possible?" He asked shaking his head in disbelief.

"Alicorn magic is extremely powerful and very hard to use up all at once. Due to the amount of magic we have we never physically grow any older than roughly a pony in their early twenties. It is a bad thing at times though." Midnight lowered his head at this comment.

"I can understand that."

Celestia stopped for a moment in surprise yet again, she turned to him with a questioning look. "You couldn't possibly know what that feels like." A hint of ice behind her voice. "How would one so young understand that?"

Midnight look back up, his eyes soft and caring as they made contact with Celestia's. He moved forward a little giving her a gentle nuzzle as he spoke quietly into her ear so that others would not hear.

"I may not know from experience, but that doesn't mean my heart cannot tell that you have experienced great pain before many times over. An immortal being who has friends that they may make over time that are mortal, will in time have to bury them after they have lived their life. Those countless friendships, those countless lost loved ones, were each once part of who you were, and what you still are. They may have past on to a better place and left you behind, but that doesn't mean they went willingly, and I know that they too will also always carry their memories of you with them. Friendship is a powerful thing and can never be broken, even from the thralls of death itself. I'm sure that when the time comes, you too will get to
see all of your friends again in time. Just remember one thing." He placed a hoof under her chin raising it to meet his gaze, tears flowed like a small river from her eyes as her eyes connected with his. "Never give up hope. That alone is what makes us invincible, what drives us on!"

The hallway was clear now from all the students who had quickly found their classes, teachers had all but closed doors to each classroom and began their lessons as Midnight and Celestia spoke.

Although a beautiful speech, it fell onto only one set of ears other than his own, and those belonged to the white celestial being in front of him. Celestia gave a small laugh pressing her forehead to Midnights, Their horns gently touched as she opened her eyes looking into his.

"I.................. In all my time...................... Never once has anyone said so little....................... that meant so much to me. Thank you." She smiled pulling away.

"Please, let us continue our tour of the castle. There is much more to see." She began walking away leaving Midnight dumbstruck for a moment. Although it was his words that were powerful, it was her actions at that moment that left him speechless.

He continued following Celestia until they reached their next destination. It was a room filled to the brim with different levels of cascading rows of seats.

Cut into five segments and going up at an angle. Each segment splits by a row of stairs heading down to their levels. The entire room was empty except for them alone. Celestia smiled turning back to see Midnight looking around.

"What is this place?" He asked.

"This is a spellbinders court. Were a spell may be bound to any object, living or not." Celestia smiled. moving closer to him.

"You mean, this is were I could potentially become permanently the way I am now?"

Celestia gave a small nod and smile causing Midnight to dance happily in place. "Then can we begin? I'd rather not wait any longer than I have to."

Celestia shook her head, the smile fading from her face. "You see, I do not know which spell Twilight cast on you, And only the one who cast the spell can make it permanent. She will need to come here to finish the spell she started. This room
will also amplify her power so that the effects can become permanent. I will send for her shortly but it may take a day for her to arrive."

Midnight lowered his head a little in disappointment. "I understand. Well until that time comes, how about we finish up the tour. I would also like to get a chance to talk to Luna, She seemed rather distant when we last met. Hopefully I can bring a smile to her face." He smiled causing Celestia to giggle softly.

"I'm sure you would be able to make anyone smile with that cheerful attitude of yours. You will get your wish though." She gestured looking out the window toward the setting sun. "It is almost time for my dear sister to raise the moon. Let us go and meet her. Her bedroom is next to mine in the upper part of the castle. Come, we shall greet her together." Celestia waved her hoof into the direction they would be heading.

After several flights of stairs and many doors gone through they arrived in the highest tower of the castle. Celestia tapped on a large door that was split down the center, each door measured around five feet wide. In the center of the door was a giant emblem of a crescent moon. The door just down from this one had a large sun on it.

"I guess these are their rooms." Midnight thought to himself as the door slowly creeked open. Although the light was dim as the sun was almost fully set, he could see Luna coming out of her room with a wide yawn, her mane bedridden. She stopped as she finished yawning as her vision fell upon Midnight. She let out a squeak back peddling into her room, her magic grabbing a pillow and flinging it into Midnight's face as the door slammed shut.

Midnight gave a whinny of surprise as the pillow impaled itself on his horn sticking to his face. Celestia let out a loud laugh as she fell to the floor.

Tears formed in her eyes as she kept laughing.

"THAT WASN'T FUNNY TIA!?" A booming voice echoed from within Luna's room. "You know we are uncomfortable around male figures, we are not amused in the slightest. You have embarrassed us Tia and yee shall have to raise the moon thyself tonight." A loud hmph ended the sentence as a thud hit the door. Luna was setting with her back against the door disgruntled at being seen with bedmane.

Celestia slowly stopped laughing and began. "I'm sorry Luna, please forgive me. It's just that our guest has been eager to spend some time with you, to get to know you better. You left earlier to sleep I understand, but now our guest is not sleeping just so that he can get to know you. Do please come out."

"We will not come out until we are at least presentable." The muffled voice came from inside the room.

"Princess, Luna, I've seen bedmane before, it's nothing to be embarrassed about, Please come out. I promise not to laugh, and if I do you can kick me in the shin." Midnight said giving a wink to Celestia who only smiled holding back another giggle.

"Besides, bedmane is cute."

A surprised whinny came from the other side of the door as some shuffling could be heard. The door slowly opened revealing the princess of the night. She slowly stepped from her room into the hallway.

"T-though thinkest my tangled mane t-to be cute?" She said looking up to Midnight, her ears lay back with a slight pink tint to her cheeks. Midnight looked down to her gaze giving a soft smile.

"Very cute." Luna's cheeks burned red at the compliment but quickly faded seeing Celestia grinning like a dog behind Midnight. Luna's shy demeanor quickly vanished, replaced by a serious persona as she stood up proud and began to walk down the hall to the rotation room, which in its own way was a library unto itself. Celestia gave a snicker calling to Luna.

"Luna dear."

Luna looked back to her sister and Midnight. "Yes?" she asked.

"You still have bedmane." Causing a small snicker from Midnight which then caused Luna to snort, turning red in embarrassment and anger. She quickly stomped to the room at the far end of the hall. Midnight started off toward her but was stopped by Celestia.

"Please be kind to her, She has not had much time to spend around others, our sibling love is almost all that she knows for the current time. Show her what a friend is." Celestia smiled as she turned to head to her room. Midnight nodded giving a soft smile as he continued to the room at the far end of the hall. He knocked on the door, No answer. He gently pushed the door open to see the princess of the night standing proudly outside of the room on an extended balcony, The sun was setting on the opposite side of the castle but she didn't need to see it. Her horn glowed bright with power, Midnight watched
quietly making his way to just a few steps behind her and to the side as he watched the moon slowly rise in the distance.

The light of day slowly faded to night as the twinkling stars of the night could now show through brightly across the sky. Midnight gaped in awe watching not only Luna's feat of magic, but seeing how brightly the night sky was. There were countless stars all across the sky. He could even see the mist of the galaxy this solar system is home to, streak across the sky.

"Beautiful......." He said trailing off still in awe. Luna gave a surprised whinny quickly turning around.

"What did you say?!" She growled.

"They sky, its magnificent. The sheer glow of each star, the moon glowing in the sky. Its all as if it were a painting done by the master of masters. In my home world I could barely see the night sky due to the city lights and pollution covering the sky. To be able to see it like this feels like I could fall into its vastness and keep falling forever. It is literally beyond any words I
could think of." He said still watching the sky, little twinkles of stars could be seen slightly flashing across the sky.

Luna's face was flushed a deep crimson at the comment, nopony had ever said such a thing about the sky before to her. "P-please, don't say that, the night is merely wasted on everypony as they sleep through it and never get to see it. There is no need for such comments. M-my talents of the night are wasted on those who sleep through it." Luna said walking past Midnight, her head slowly falling as she spoke.

Midnight turned to her stomping the ground in a huff. "Don't think so little of yourself princess! I for one love the night! If I could stay awake forever just to see the sun rise and then fall to the night, I would, over and over again. It is a sight that everyone should be able to see and be thankful for. Even if others do sleep through the night, that doesn't mean they do not appreciate it. It brings comfort to those with weary heads who have worked so hard during the day. The night helps bring them to sleep yes, but it also does more than that. It helps heal everything living and not. For when they sleep, their bodies heal, time passes quickly from sleep so that they can do again tomorrow what they did the previous day. Never think of your gift as merely something so trivial that it could be tossed aside for such a petty reason." He spoke but was interupted by a now angry princess.

"PETTY REASON!? WHAT GIVES YOU THE RI......" She was cut off as Midnights voice echoed loudly around her.

"YES PETTY! Don't ever think so little of yourself. You are worth more than anything else in existence." Luna gasped loudly at the comment, her cheeks flushed bright red again, but not from anger. Her ears forward giving the black stallion her full attention as her hoof pressed against her chest.

"Luna. Please, never ever ever think so little of yourself. There is only one of you, and without you the world would be sad. Live life to its fullest each day and never give in to hate or anger. It may be a hard life as royalty Princess, but you still have a life to live. Even you deserve a break from being royalty." Midnight finished closing his eyes and turning away from Luna toward the moon that she had risen into the night sky. His head was lowered to the point were you could see the pain in his
face from feeling bad for the night princess. Luna rose and walked quietly over to him giving him a gentle nuzzle.He gave a soft gasp in surprise looking to Luna as she looked into his eyes.

"Thank you." She began. "For telling me that. I honestly never thought anypony could understand how I felt. You surprised me though. Being so young and even newer to this world, it feels as if I've known you now for a long time. Please, stay here with me for the evening, we shall talk more." She smiled giving his cheek a light peck as she turned heading back into the room. Midnights mane burned bright for a moment at the peck but returned to its normal size and changing to a light blue shade as he followed her inside.

Celestia gave a smile watching from above on another balcony overhanging the one below her were Luna and Midnight were previously. "I'm beginning to think this male may be a charmer." She chuckled to herself. "That or he is just astoundingly nice to everypony." She chuckled again heading back into the room she was in.

Luna had pulled an old dusty book from a shelf and sat down on a large pillow. she rested the book in front of her reading it quietly. Midnight came in quietly sitting down next to her She sputtered for a moment.

"W-what are you doing?" She squeaked.

"I'm curious, would you teach me some magic?" He asked with pleading eyes.

"W-we are not sure how to teach thee such a thing, we have always learned form books. We think that is the best way to learn." She said pulling another book from the shelf and placing it in front of Midnight. He gave her a soft smile which she pretended not to notice and opened the book to read.

"Magic regarding astral bodies. This sounds a little advanced for me." He chuckled "Ive only really learned how to levitate objects just recently. I think moving the stars would be a bit of a task for someone like me." He laughed.

Luna gave a soft smile looking to him. "We are sorry, we have been a bit preoccupied as of late and were not considering
the book that we chose for you. Please let us talk about your magic and how you feel in your new form."

The night went on for hours it seemed as Luna and Midnight talked back and forth. Much of the stories he had told her were from when he was human back in his home world. Many of the stories would make her laugh, some would bring a tear to her eyes, but eventually they sat down together again to chat about some spell books. As the night rolled on Midnight felt his eyes begin to get heavy,

Luna watched him with a soft smile on her face. "He is forcing himself to stay awake so that he can keep me company. I don't know what to think of this." she thought to herself. She spoke softly nuzzling him. "Please, rest your head Midnight, You have done more than enough for me tonight."

"But princess, I don't want to leave you alone." He smiled nodding out.

"You wont leave me alone. Even if you sleep you have proven one thing. I will never be alone in the night again." She said as Midnight fell asleep next to her his head resting forward on his front legs. Luna smiled resting her head onto his. It was very comforting. His mane was not hot even though it was fire burning softly. It was the same temperature as his body. She gave a little yawn nuzzling him gently, falling asleep again. They spent the rest of the night like that until morning broke across the sky.

13. The end could be near?

Twilight and Rarity had made their way back to Charles' home. Twilight finished taking care of organizing all the books within the house while Rarity just sat around aimlessly. The house was rather quiet minus the few sounds of the books being placed upon shelves within the household. Rarity could not find any peace though in what was going on. She had thought more and more about Charles and how close they have become within the past few weeks since his arrival. They had become so close that in the spa............. Rarity shook her head blushing furiously as she tried to dislodge the images from her head. But it was no use. She new what she felt, and obviously Charles felt the same, but would he still feel the same now that he was a pony with basically infinite power? She didn't know, but she was determined to find out.

"Twilight." Rarity yelled from the other room. "How long will that spell last that you cast upon Charles?"

Twilight quit with the organization and walked into the living room were Rarity was to avoid yelling. "Well, it should last roughly twenty four hours. After that he should return to normal. However, with him turning into an Alicorn, I have no clue as to the effects it could have on him. He was a non magical being before, and now with all of the power that an Alicorn has, there is a chance that................" Twilight trailed off for a moment. "Rarity, come with me. There might be a problem." Twilight said as she rushed out the door leaving Rarity sitting there puzzled as to what just happen, she quickly set after Twilight slowly catching up to her.

"Twilight! Whats wrong?" She asked as she finally caught up with her almost half way to Ponyville.

"Its about the spell, If Charles turned into an Alicorn and then returned to his true form, the magic buildup from the conversion could be catastrophic." She said as she breathed heavily from running full gallop.

"What are you talking about? Doesn't transformation spells work differently from other spells. I've seen you turn creature into Unicorns before and when they reverted nothing happened." Rarity groaned.

"Yes that's true to a point, You see, the magic coming from the body due to the reverting transition will usually go back into the land it was initially pulled from, however, once a being transforms into an Alicorn, if they revert back after a time. that magic could have a dire effect on not only the person it came from, but also to the world in which they came from."

Rarity gave a gasp. "You mean?!" Rarity asked.

"Yes! This world and his own could potentially have several different scenarios. One: He could revert back normally and no magic would infect the land. Two: The world could magically change and be permanently altered by the magics return from him. Three: His world, and our own could possibly be destroyed from the reverting. and finally Four: Everything within our
universe could possibly be destroyed, and I do mean everything." Rarity gave a gasp as they continued there gallop to the library. They arrived fairly quick busting through the door.

"SPIKE! EMERGENCY LETTER STAT!" Twilight yelled causing the baby dragon to fall over into a pile of books. He quickly got to his feet rushing to get the parchment then quickly meeting Twilight to take the note. "Princess. It is of utmost importance that Charles/Midnight return to Ponyville now as well as yourself and Princess Luna. Our world could be
destroyed if her reverts back to his original form." "Send it Spike" Twilight yelled causing the little dragon to fumble with the letter then sending it. They waited patiently for roughly three minutes before a bright flash filled the room.

Standing there were the two regal princess' and Midnight.

"Twilight please explain with haste." Celestia said, a tinge of fear in her voice. Midnight and Luna stood there with worried expressions on their faces.

Rarity came up to Midnight giving him a nuzzle, looking up into his eyes. He smiled nervously laying down on the spot and returning the nuzzle as they awaited Twilight's information.

After a minute of explanation everyone was shocked to hear it.

"Well I guess there really isn't a choice in the matter. Twilight will just have to make me a permanent pony. I wasn't expecting this at all, but if it means that the events that unfold would lead to mass destruction and death, I'd be happy to sacrifice my original form to save all that life" He said gently nuzzling Rarity who was now crying softly under his chin while nuzzling against him.

Celestia looked at him with a weary smile. Noticing how affectionate Rarity had become to him. She had seen this all to many times in the past with many different ponies. It was a blossoming love that was sure to be. A tear fell silently down her cheek.

"Midnight, you have the choice to stay as you are or possibly becoming human again that could also have a chance at destroying everything in existence. There is one drawback to becoming an Alicorn, and you already know that. Are you willing to accept that even though the consequences could be dire?"

Midnight looked up with a serious expression on his face. "I'm willing to do whatever it takes to save a life, even at the cost of my own." Celestia gave him a smile then looked to Twilight.

"Twilight, if you will, please finish the spell. He has agreed to his new form."

Twilight pulled a book from the shelf quickly searching to the spell she had cast before. After a minute of reading she placed the book to the side and began. Her horned slowly began to glow, getting brighter every moment until the room filled with light. After a few seconds of blinding light a small orb of light escaped her horn and flew into Midnight. Seconds felt like hours as they continued to watch in awe. Midnights form reshaped into his human counterpart and then back into the large Alicorn. His presence faded into the light for a moment until the light itself was eminating from his body. He fell to the floor panting slightly as the light vanished. Rarity cried as she came back up to him nuzzling him lovingly. Midnight gave a contented smile weakly wrapping his wing around Rarity. Within a few minutes he fell asleep. The others quickly found seating near Midnight as the sun princess began.

"My little ponies. I would like to speak with you regarding Midnight. I'm sure you all understand that now he is an Alicorn, he is considered royalty."

Looks were exchanged between them all as Celestia began again. "Rarity, I must admit that finding your apparent attraction to him is a surprise, but not unwelcomed. I do understand your feelings toward him and would like to convey unto you this. He will assuredly outlive any and all ponies that are not Alicorn. Over time he will see the pain and suffering that it has caused Luna and I as well. But since he has chosen you as well it is hard for me to ask you what I am about to ask you. I would like to ask that if you would like to continue your relationship with him that you let me borrow him for a short time."

Rarity gave her an unsure look. "What do you mean by borrow princess?"

Celestia gave a sad embarrassed expression as her ears lay back. "I-I have not bared a foal before, When the last human was within my grasp in Equestria he passed before we could try to consummate a foal. Now that another has arrived, and has been changed into an Alicorn. I would ask that you let us spend some time together for this to happen."

There was a dead silence in the room. All faces burned bright red at the comment. Rarity began shortly after.

"Princess. I-I do not know if that would be something I could let happen. Even if I did agree, you would still have to ask Midnight himself. It is honestly up to him. But if he agreed to it, I wouldn't be angry at you otherwise. You have lived for
the longest of time. I honestly cannot say no to what you wish to be when it comes to having a family. So.................... I agree if Midnight agrees. I will not hold it against you or him in the slightest." Rarity smiled cuddling into Midnight happily.

Tears streamed down Celestia's face at Rarity's approval. A smile coming across her face. "However........" Rarity continued causing Celestia to gasp slightly at this. "I would like to see the little one from time to time as would Midnight I'm sure." She smiled. Celestia let out a contented sigh. "I'm sure that would never be a problem my little pony. All of you would be welcome to see the the foal whenever you like."

*groan* "You know girls......." Midnight gave a slight groan as he began. "Speaking about someone who is in the same room as yourselves isn't very clever."

He let out a small laugh at the end causing the girls to remember his entrance into the world.

"Uh...... Midnight, did you hear?" Twilight began as she was cut off.

"Yep." He said raising up slowly onto his haunches. Celestia's face burned brighter than the sun at that comment. Luna gave a quiet giggle seeing Celestia's embarrassment.

"Well.......... I have no clue as to how to go about this." Midnight said giving a smirk.

"Well darling, I believe a short vacation to the palace is in order. Then after my boutique is finished you can come back home. Oh my, but what about your home darling, you did seem to not be able to fit through the door." Rarity said giving Celestia a wink.

"Well, I can always bunk at your house." Midnight winked to Rarity causing her to blush furiously which made everyone laugh.

"As for my home. I guess I wont be needing it afterall. However I would like a few things from it before giving it away."

This comment caused the other to blink at the comment wondering what he meant by giving it away.

"Well I don't have much inside my home that I actually want to keep. As for driving my car, that wont happen ever again so I guess I could donate it to a museum or something, the books can go to the library. I'll have to think about the rest of the things and see were they should go. Other than that, the house can go to the Apple family. It is just outside their farm after all. It would only seem fitting they have it." Midnight gave a little yawn that made his mane and tail quiver slightly then back to normal as the yawn ended.

"I'm kind of surprised by all this to tell the truth. Everything has moved so fast since my arrival here in Equestria. It seems to be a never ending rollercoaster when I'm around you girls." He laughed.

"Well we do like to have adventures." Twilight smirked. "As for those books you said you'd donate........." Midnight laughed loudly as did everyone else.

"Oh my, hahaha Twilight if you were this into anything else other than books I might be afraid of you."

Twilight smiled widely her gaze never leaving Midnight.

"Yes, yes, you can pick them up anytime. Heh your easy to please once someone knows what to get you." Midnight laughed causing Twilight to recoil a little in embarrassment. The others just laughed.

"You spoke of a car Midnight, what is it?" Celestia asked looking rather confused. Rarity and Twilight smiled.

"Well to put it simply, its a self propelled chariot that you can control." Midnight said as he stood up slowly letting Rarity rise with him. "Shall we go to my home and take a look at some of the things that need to be sorted through?"

"That sounds splendid." Celestia smiled as she headed toward the door.

"Uh........" Luna began catching everyponies attention. "Remember last time you tried going back into your home?" She said with a sheepish grin.

"Hmmmmmmm. Midnight said as he pulled a hoof up to rub his chin in thought. He closed his eyes for a moment concentrating on his body. His horn began to glow softly at first then brightly. His body was enveloped in a magical aura and began to shrink. It continued slowly for almost a minute until he was about the same size as Luna. He stopped, taking in
a deep breath. Everypony looked at him in amazement.

"Shall we go now?" he smiled heading out the door. Twilight stayed back as her and Celestia were the last left to leave the library.

"Princess, did you teach him that?" Twilight asked, a worried expression on her face.

"No my dear. Luna did not either. This may prove to be problem all unto itself, or a great gift, I dare say that this could be the start of a new age of magic for all of Equestria if I think what is to be true." She said leading the way out the door, Twilight close behind.

14. Book Donations and WAR!

They arrived within a few minutes of walking from the library, to Midnights home. Midnight had asked Twilight to head over to Sweet Apple Acres to get Big Macintosh and a cart to pull the books back to the library. Rarity followed Twilight as the Princess duo stayed with Midnight in his home. Luna seemed to look around the home in fascination seeing other worldly goods.

"Please make yourself at home Celestia. I don't have much to offer but you are welcome either way." He smiled as he slowly made his way upstairs.

Celestia gave a smile and nod as she walked around the room looking at various objects. She came across a picture of a young boy and two elder people behind him. Several other photos were scattered around the home as she looked them all over. It was the young child from the first picture growing older. They all went along his life as he did various things. From graduating the boy scouts to getting a degree in college. She went into the kitchen looking around seeing that it was a little small for her to be in, but she could still move around easily enough. She looked at various food items and smelt of a few that she had never seen before. Some were very sweet while other smelled bitter or sour. She ran across a small booklet on the counter that caught her attention. She opened it to find recipes, all home made items in which Charles had gotten from friends and relatives back in his home world. She flipped through it casually then placed it back down, making a few mental notes to have her cooks try some of them later. She stopped for a moment as she heard some shuffling upstairs. She came back into the living room to see a long row of books floating from upstairs to outside on the porch, stacking them all up in order. After a couple minutes the book train ended as the last book went outside onto the porch.

Midnight walked quietly from Twilight's room upstairs into his room. Nothing could be heard as he entered. Luna popped around the corner from downstairs startling Celestia.

"Hey Tia, look at this." She smile waving a small yellowish object in front of her. "Its strange looking. I wonder what it does?" She said as she gently used magic to poke, prod, and move parts of the object around. She looked into the end of it that looked to be a long tube and nothing could be seen at the end. She continued playing with it until finally she found a slide that went back and forth. *click* *click* she looked worriedly at it as the slide locked into place and no longer moved. She quickly began to poke and prod it again until she found a small trigger with her magic and pulled it. The object let out a quiet PFFFFT noise as a little orange dart was sent flying across the room hitting the wall with a thud. Luna gasped
seeing what had just transpired, she picked up the dart pulling it up to her face inspecting it. It was very sturdy but squishy at the same time. She hmmed to herself and did the same actions to the object again sending another dart across
the room. She giggled excitedly and yelled for Midnight.

"Midnight! We are curious as to what this object is, could you please come tell us?" She spoke out in the royal whee. A quiet trot could be heard from upstairs as Midnight mad his way downstairs.

As he descended the staircase he looked to see Luna holding an old Nerf gun that he had as a child. He gave a chuckle shaking his head.

"That my dear princess is called a toy gun. It shoots out little foam darts. I used to play Nerf wars with friends when I was younger. It's actually quite fun, just don't shoot anyone in the eye or face and its safe to play with." he smirked.

Luna continued shooting darts until it ran out. She gave a small worried expression as it ran out of darts. She looked to Midnight who just gave a chuckle.

He took a hold of it and placed the darts into a small cartridge he had pulled from the gun then placed it back inside. He showed Luna how to aim with it and its other functions until her curiosity was satisfied. Luna played with it for a few more minutes until she had grown bored of it and then went back to hunting. Midnight made his way into the entrance of his study, at which point he found out that there was not enough room to fit in it comfortably so he began to pull books from just outside the door moving them outside.

"You have quite the library Midnight. Have you read all of these books?" Celestia said as she walked under the floating line of books.

"I have read them all many times over." He smiled but stopped as he could now recall every word of every book he had read. He stood frozen for a moment as did the train of books. Then proceeded to let them travel outside again. Celestia noticed his sudden stop and asked.

"Something wrong?"

"Not really, I just recalled every book I've ever read is all. It's strange, I could never remember more than a few of them before, and now I can remember everything I've ever read. Even stuff from when I was a child." He rubbed his head confused.

"That would be due to your new Alicorn magic. It helps you to remember all the details of everything you have ever come across, that way you can always think of an outcome to any given situation."

Celestia beamed.

"Hmmmm, I guess that could be considered a gift and a curse at the same time."

Celestia flinched slightly from hearing the word curse.

"What do you mean curse?"

"Well, you would remember all the bad as well as the good. I honestly would like to forget all the bad. But then again you can learn from the bad so I guess it's not all that bad." He shrugged as the last of the books finally escaped the room and out the front door. Luna emerged from a back room downstairs wielding several Nerf guns as well as a vest covered in extra ammunition and other Nerf war material. Midnight looked at her for a moment before laughing. Luna smirked at him and then started shooting him with the guns. He gave a startled yelp and ran outside, Luna hot on his hooves. Celestia chuckled shaking her head as she followed them outside quietly.

15. Donations and making babies!

Rarity and Twilight had arrived on the farm to find AJ and BM in the barn on the other side of the house That had stayed up from the storm, moving hay bales from a wagon.

"Hup!" Big Macintosh yelled as he tossed a hay bale up to Applejack.

"Hup!" Was AJ's response as she caught it.

Rarity and Twilight watched for a couple minutes until the bales were all but loaded into the upper part of the barn.

"Hey Big Macintosh. Can you help us out?" Twilight asked

Big Macintosh turned around just as AJ came down from the loft. "EEyup."

"Thank goodness. AJ you had better come along as well. We have some important matters to discuss." Rarity chimed in.

"Big Mac, grab the wagon and head to Charles' house." Twilight instructed as she followed Big Macintosh.

"What da'we have'ta discuss Rar?" AJ asked.

Twilight and Big Mac had left to head to Charles' home leaving Rarity and AJ to discuss what had happened at the library and Midnights decisions.

"Well, you see darling." Rarity began as they began their trek to Charles home. "Midnight...... er Charles had Twilight transform him into a pony so he could experience what it would be like to be one of us. However...... there were complications." Rarity stuttered looking away.

"What kinda complications?" AJ prodded

"Well darling. He turned into an Alicorn." Rarity winced seeing AJ's reaction.

"What in tarnation!? How in the hay did he turn into an Alicorn?! That just ain't possible is it? I mean, dang............ Well what happened?" AJ calmed herself enough to let Rarity finish.

"Well it turned out pretty bad. He had to stay an Alicorn to keep from being destroyed or destroying everything in existence. It was a terrible thing to say the least, but he seemed to have coped rather well. The only thing left now is for you to talk to him." Rarity smiled.

"Uh..... beggin yer pardin Rar, but why do ah need ta'talk to him?"

"Well, it is a bit of a surprise darling, please don't prod, your questions will be answered shortly." Rarity smiled skipping ahead of AJ.

AJ let out a chuckle as she followed behind Rarity to Charles now former home.

After a few minutes they had reached his home, Twilight was outside already loading books into the wagon. Big Macintosh was chasing Luna laughing as she kept shooting orange darts at him. AJ stopped for a moment to observe Big Mac and Luna, then just shaking her head laughing as she walked up and into the house.

"AJ, good to see you again." Midnight smiled, causing AJ to back peddle in surprise looking at the evil looking Alicorn. Midnight gave her a questioning look then realized she hadn't seen him in this form yet.

"Hey AJ, its me, Charles, well my name is Midnight Flame now but its still me." He smiled.

AJ walked wearily toward Midnight. She came up to him, looking him over. He smiled using his magic to levitate her hat off and placed it on his head playfully. She gave him a smirk.

"Alright Charlie, ah believe it's you." He smiled tossing her hat back onto her head making her chuckle.

After a few minutes and everyone had taken a seat including Luna and Big Macintosh, Midnight began.

"Well AJ, Big Macintosh. I didn't just ask you to come by to help out Twilight. I wanted you two here for what I'm about to say." Midnight began.

AJ and Big Mac looked to each other, a worried glance split the two.

"I'm a little large to be in this house since my transformation, so I would like the Apple family to have it. That is why I'm moving most of my belongings out. Twilight gets the book's for her library. The car can go to to a museum I guess. I have a lot of stuff to go through. I have a ton of childhood toys I can leave here or donate to any filly's and foals that don't have much. Or your little sister can just have them all. I think however Luna has taken it upon herself to raid my Nerf gun stash." He smirked toward Luna who was reloading several magazines that went to the Nerf guns.

Luna looked up and around to everypony looking at her giving a big smile then going back to reloading. Everypony gave a slight giggle at her as he continued.

"I'm not sure what type of toys ya got for foals but I'm sure Applebloom would love to have a few of'em. I know her friends would love some as well. Scootaloo only has a scooter as far as I know, Sweetiebelle has a hoof full so I'm sure she wouldn't mind passing up a few to give to some other foals in need." Big Macintosh said.

"As for some of the other items in the house I wouldn't mind leaving them here under your families care until I needed them if at all. But I don't have any real place for some of my keepsakes, if you want I could pack them up and move them into the attic to be out of the way."

"There's no need for that. Ah'm sure the Apples will take good care of yer belongins. There ain't no need ta worry yer head there Midnight. I have'ta say though. That is a might striking name ya chose. Suites ya purty well. I will admit though, when I first took a gander at'ya, ya were a might intimidatin." AJ smiled blushing a bit.

"No prob, Thank you for your help AJ, Big Mac, We should be out of here shortly." Midnight stated as he stood up to head back upstairs.

As he went back upstairs his audience downstairs could hear the door shut to his room. "Ok, why in Equestria is he giving the Apples his home? He planning on leaving?" AJ spoke out confronting the group.

"Er....... um.......... Darling........... He will be in Canterlot for a short time, then he will return to Ponyville once my boutique is finished." Rarity smiled blushing heavily.

AJ raised an eyebrow at the comment. "Ok........ well why is he waiting for yer boutique to get done.................?" AJ trailed off seeing Rarity's blush grow to cover her entire body. AJ gave a laugh seeing her so embarrassed.

"Congratulations Rarity!" Big Macintosh announced with a smile across his face.

"W-w-w-what!?" Rarity nearly shouted.

"Well. yer letting a male into yer life, AND letting him stay with you. That must mean ya found yer special somepony didntcha?" AJ smirked

"W-w-well, yes. But we haven't made things official yet. He will be staying with the princess temporarily. I'll still be here until the boutique is finished. I-I don't know if he would want to make things official though. Being the only male Alicorn in Equestria. He could have literally any mare he would want." Rarity shuffled uncomfortably revealing her worries.

"Now don't sweat yerself silly sugarcube, If ah know Charlie as well as ah think ah do, then ah can guarantee he'll choose you over any other pony." AJ smiled giving Rarity a gentle nudge. Rarity smiled but still shuffled nervously.

"I wonder what Midnight is doing upstairs?" Twilight asked out of the blue.

"Rar, why dontcha go check on him. I think we'll head on over to the library." AJ said as she headed outside, the rest of the ponies close behind.

Rarity had a worried expression across her face, she was now alone in the house with a powerful Alicorn male, She felt in her heart that he wouldn't do anything to her, but there was always that constant itch that would tell her something is wrong. She quietly climbed the stairs turning left at the top heading a short distance down the hall to a closed door. She could hear muttering inside the room.

"What is he talking about? And to whom?" She thought to herself. She pressed an ear to the door trying to listen to what Midnight was saying.

"What am I going to do? I have all this power yet I'm scared stiff to use any of it. I don't want to use it because I feel it could corrupt me. Humans are far to susceptible to loose control to vast amounts of power, and here I am with literally the power of a God. What do I do? Why couldn't I just have stayed a human? Why did I agree to that silly transformation spell. I don't mind being a pony now but I cant stand the thought of not being able to change back. Wait a sec, What if I could have another transformation spell change me back but keep my magical power?! No that wouldn't do. I'd still be like an outcast to the ponies because I'd be human. Hmmmmmmmmm. I guess I'll have to stay this way for the better of all life. Heh a small price to pay to keep everything in existence from turning to dust I guess. Ah, better to not dwell on it. What's past is past, and I should only look to the future."

Rarity could hear Midnight talking to himself through the door. He briefly stopped for a moment to gather his thoughts, as Rarity was about to knock on the door though he began again causing her to stop before her hoof hit the door.

"Now, onto our next subject. What in the hell am I going to do about the princess?" Rarity's eyes went wide at that phrase as she pressed harder to the door to listen more closely. "She wants to have a kid. But I'm in love with Rarity. I dunno if Rarity would want to have a kid with me or not. It's really to early to even consider that though with her. I'm sure she has plans for the future. But there is another thing that's bugging me. I think some of the others have hidden feelings for me as well. I know AJ and Twilight like me, but those are the only ones I've actually spent time with other than Rarity. Oh god what am I going to do?! I'm so confused. Plus the worst of it all is that I'm an Alicorn. The princess said I'm basically immortal. I can't handle that. If I'm in a relationship with a mortal, seeing them pass would be terrible. UGH! If I had a normal existence with a regular lifespan I wouldn't be so worried. This.......... This is all to much."

Rarity continued listening even after Midnight had stopped. She could hear a soft weeping coming from inside the room, she pulled back feeling her heart sink. She hadn't realized just how hard Midnight was taking this.

After a minute she quietly knocked on the door, She could hear some light shuffling inside the room for a second before Midnight said come in. She slowly pressed open the door seeing him laying on his bed facing her. She blushed slightly but continued into the room.

"I was wondering where you had gotten to Midnight, you left us all downstairs so suddenly we all thought the worst. Is there
something on your mind?" She asked trotting over to the side of the bed looking up and into his eyes. His now red eyes had a soft glow to them as she continued to gaze into them. His expression seemed a bit strained and sorrowful but still loving and caring. He began quietly as she listened intently.

"I....... don't know Rarity. I've just come to this world and so much has changed in such a small amount of time. I'm just not sure how or even if I can properly cope with all that has been going on. I mean, look at whats happened. I get turned into an Alicorn by Twilight when she didn't know what type of pony I would turn into but said I could change back after a short amount of time. I turn into a godlike pony that has to stay that way or have the universe basically implode unto itself. That, I don't really mind because I don't have to worry about protecting all those I've grown to care for, but the princess asked me to father her child?! That was a serious blow to me. I don't have any children and to suddenly be asked to be a father. I have
no idea how to proceed." He said as his emotions began to come to a head. He lay his head down onto the bed, his forelegs bent underneath him. A silent tear slowly streaked down his face. Rarity smiled softly to him coming up to his head
as it lay to the side of the bed. She walked up slowly to him gently pressing her lips to his in a soft kiss. His eyes went wide for a moment before slowly closing. After what felt like forever she finally broke the kiss moving forward gently nuzzling the side of his head.

"Rarity?" he started but stopped

"I'm sorry Midnight, I was listening to you just outside your bedroom door. I know your worried, but please don't let it get to you." She nuzzled more into his neck." I...... I feel the same way toward you." Her cheeks flushed a bright red.

"I understand your feelings about becoming a parent. It's not everyday a goddess asks you to be the father of their child. It is your choice though. If you decide to stay at the castle I wont stop you, you will still have a place in my heart though." She smiled giving his nose a little kiss. He smiled back nuzzling her gently. He let out a long sigh as he pulled himself off of his bed to the floor. Rarity came up to his side leaning against his leg looking up to him. He turned his head smiling down
at her.

"Lets go Rarity. I'm sure Twilight and the others are waiting for us." He waited for Rarity to go on ahead and out of the room. He walked toward the door stopping to look back into his room. He gazed for a moment as he felt some regret to giving away his home to the Apple Family. There wasn't much left for him now in this home. Just a few small things. But at least he gave it to a family who was the backbone to all of Ponyville. Giving one last sigh he turned to the door heading out and downstairs. Rarity awaiting him on the porch.

"There you are darling, please, don't feel bad. I know this is all a little much for you right now, but after some time I'm guessing you wouldn't have changed a thing that has happened." She smiled nuzzling his chest a little.

"Rarity." he began.

"Yes darling?"

"Have you ever flown before?"

This took her a bit by surprise. "Y-yes, once before. Twilight cast a spell on me to give me wings. They were beautiful but they evaporated into thin air from the heat of the sun while I was flying. Rainbow Dash and several Wonderbolts had to rescue me. It was frightening to say the least, but I would oh so love to fly again." She smiled shuffling nervously.

Midnight lay down for a moment looking to Rarity. "Hop on." He smiled. Rarity looked at him wide eyed for a moment and slowly climbed atop his back between his wings. she wrapped her front legs gently around his neck as he stood up. He spread his wings wide looking back to her. She gave him a nervous smile as he trotted slowly ahead gaining speed and then taking off causing Rarity to squeal loudly in delight.

They took off gaining altitude fairly quick. He flew through a few clouds causing them to fly apart. Rarity giggled as some of the cloud attached itself to his face making it look as if he had a beard. He chuckled shaking it off and continued flying around.

"Look down Rarity." He spoke softly. She looked down seeing the sun glimmer off of a small lake. It almost looked like a million tiny diamonds sparkling in the sunshine. She smiled resting her head against his mane feeling his warmth. She looked around seeing far out into the distance over the Everfree forest. It seemed to never end. Looking back into
the other direction she saw most of Ponyville and Canterlot in the far distance along the mountainside. She looked to the sunset as it was nearing the horizon.

"It is simply magnificent up here when you can look around yourself instead of focusing on flying. Thank you Midnight, but please, let us go to the library. I'm sure Twilight and the others are waiting on us."

"Alright then." He grinned as he took a steep angle toward Ponyville causing Rarity to squeal out loud again. After a couple minutes they arrivde safely outside of the library. They made their way inside to see Spike furiously trying to organize all
of the new books into the shelves in a separate part of the library. He would pick up a couple and read the title then place it on a shelf. Some other books he didn't know what to think of them and tossed them to the side onto a large pile of books. He finally grew disgusted and tossed the books in his claws into the air.

"UGH i give up!? These new books are a nightmare to try and figure out what they are." He huffed loudly and went upstairs. Midnight made his way over to the stack of books and quickly began looking through them setting them into seperate piles. After a few minutes with the help of his levitation magic the books were organized accordingly. He grabbed some parchment and a quill quickly making small notes attaching them to the piles. It had taken all but 5 minutes to finish. After that he went into the main part of the library through a doorway on the back wall. Celestia, Luna, and Twilight were in there talking, but stopped when Midnight and Rarity entered.

"Hey everyone." Midnight smiled. Rarity quickly went to Twilight's side taking a seat next to her.

"Whats going on?" Midnight asked seeing the unsure look on there faces.

"We were wondering if it was ok with you to go on to Canterlot. It is short notice but Rarity's home should be finished within the next week. It leaves us little time to spend together." Celestia blushed looking away.

Midnight looked to Rarity who had a nervous expression mixed with hurt. He walked over to her giving her a gentle nuzzle and whispering into her ear. "Ill be back when your boutique is finished, Don't worry though. You are the one that holds my heart." He gave her a gentle kiss on the cheek causing her to burn a crimson red. Twilight gave a small giggle which then caused Rarity to smack her shoulder playfully.

Midnight gave a heavy sigh looking to the Princess. "I guess there is no time like the present. Let us go." He said with a blank expression heading to the door. Luna and Celestia gave each other a worried expression then followed Midnight. As soon as they had exited the library Rarity broke down sobbing quietly. Twilight gave a surprised gasp at Raritys sudden change in emotion.

"Rarity? Whats wrong? I thought you would be happy about all of this." She said giving her friend a hug. Rarity sobbed in between words.

"I don't k-know, whats come over m-me. I should be h-happy for the p-princess, b-but I just feel like Midnight is b-being pressured into doing s-something he may not want to d-do." Rarity continued crying while Twilight rubbed her back still in the embrace, trying to calm her.

"Oh princess, do you know the pain your causing?" Twilight thought to herself as she looked out into nothingness.

16. Making babies, and teasing the Twins

AUTHORS NOTE!!!!!! This chapter contains ADULT material. I have finally reached the first adult section of the story. Although short it is a little graphic. *Hence the MATURE tag* I have made this part SKIPABLE in case you dont like CLOP in your stories. So you have been WARNED!. The CLOP area has been outlined. Also, this chapter is LONG!

The three celestial ponies had arrived back in Canterlot Castle. Luna had decided reek havoc against the guards with her new toys while Celestia and Midnight went elsewhere.

The two alicorns walked quietly along, Celestia in the lead with Midnight in tow. He recognized the path from which they were taking and soon they would arrive in her quarters. Midnight was starting to panic slightly at the thought of what was going to occur. He didn't really love the princess, and he didn't really feel the need to become a father. Much less one that would only see his child ever so often, and what about the care for the child? Being royalty meant that most of the princesses time was spent with royal duties. If she had a child, would she let Luna take command for a short time, or let the royal staff take care of the foal so that she could continue her duties? Question after question hammered into Midnight's mind as he
continued to follow the princess. He had been so in thought that he hadn't realized that they both had arrived in Celestias bed chambers.

Celestia entered her room followed by Midnight. She made her way to her bed, discarding her royal attire as she went, an ever growing blush spread across her face. She lay down on her bed turning her attention to Midnight who was still at the door, his head slightly lowered, his eyes avoiding direct contact with Celestias. She noticed his sudden change in demeanor, quickly calling to him.

"Midnight? Please come here." She gestured to her bed. He hesitantly trotted over to the bed. Slowly climbing onto the side but quickly hopping back off and began pacing, his wings fluffed a little from the stress he was now under. Celestia hopped off the bed coming over to Midnight she started to ask him what was wrong but he started causing her to pause.

"I don't know if I can do this, I mean, will you be an actual mother to the foal and neglect royal duties in order to raise the young one. Or will you have your staff or Luna raise the child?" He continued pacing back and forth causing Celestia to worry slightly.

"Midnight." She began. "As a princess I will continue to have royal duties regardless of whether or not I have a foal. Being royalty means my duties will never cease. However............ If it would put your worries to rest, I give you my word that once the foal is born, I will raise it personally, and of course you will be welcome to have that privledge as well. I do not intend on
keeping the foal all to myself. They will need a father figure in their life as well. And from seeing you worry so much about the foals possible raising shows me that you will be an excellent father." She said giving him a smile, looking into his eyes.

Midnight gave a loud sigh of relief. His questions had been answered and the stress of the day was disappearing. Celestia smiled hopping back onto her bed, her blush returning. Midnight looked at her as a sudden realization overtook him. He was in her bed chambers with her, and she was waiting for him in bed. Celestia smiled over to him giving him a wink and beconing him to her bed. His fire mane and tail burned a bright orange as a blush burst across his face, only hidden by his dark coat. Celestia gave a giggle and decided to poke some fun at him as he began to walk over.

"I'm not sure if you are aware Midnight, but sometimes getting a mare pregnant can take more than a single time of lovemaking." Her entire head was now as red as a beet, Midnight's heart was racing so fast that he was panting. He was about to rut with Royalty, not only once, but possibly way more times than he could imagine within the next week

Naughty bits below! To pass it up scroll down to the next set of hyphen marks.

Celestia's horn began to glow as she lit candles all around the room, closed the drapes and locked the door to her room. She place a muffle spell around the room to prevent sound from escaping. She was taking every precaution to make sure that not only would they be comfortable with each other, but to also keep everypony in all of Equestria from knowing
that she was rutting.

Midnight made his way over to the bed. Celestia lay there on her back sprawled out. Her forelegs pulled up to her chest. Her tail and legs laying onto the bed. Her wings partially unfolded. Her mane rippled magically over the bed causing the sheets to seemingly roll under it. Her face blushed a bright red as Midnight pulled himself onto the bed slowly pressing himself onto her. There breaths hot from anticipation. He lowered his head to beside Celestias whispering in her ear.

"I-I'm not sure how to start this. I've never done this as a pony before." He gave her ear a gentle nip pulling away. She gave him a playful grin as he was suddenly flung into the air and onto his back on the bed. He gave a startled yelp looking to see Celestia now atop him dominantly. She smiled down to him lowering her head to his ear this time.

"Then please. Let me lead, I'll make sure this will be something you will never forget." His eyes went wide as she pulled away giving his ear a gentle nip as well. He was more shocked at her sudden change in behavior than the fact that
they were about to rut. He lay ther watching her intently wondering what she was going to do but didn't have long to wait.. She began kissing his chest gently, her horn began to glow as she moved slowly down. Midnight felt an unfamiliar tingle around his nether regions. It wasn't at all unpleasant. In fact it felt better than anything he had ever felt from any of his sessions back on earth with a lover. He could feel his passion growing as Celestia continued. His member began to withdraw from it's sheath moving further up him as Celestia moved down. He gave a soft gasp as he felt Celestia's tongue flick across the head. She continued for a moment teasing his member with her tongue. He gave a little groan making Celestia smile. It had been decades since she had last rutted, and she was going to enjoy every second of this. Opening her mouth wider she took in the head of his member, gently suckling it. He gave a quiet gasp feeling her tongue move all around the head.

He was now in the thralls of extasy, his perception from once worry and fear now trained to desire and lust. His only ambition now was to make her scream in passion. Without even thinking his horn glowed brightly pulling Celestia overtop of him placing her plot right in his face. She gave a surprised yelp, then giving a loud moan as Midnight dove into her sensative mound. His tongue tracing gently around the lips then being shoved forcefully into her depths. Her wings flapped gently giving a slight spasm everytime his tongue found its way inside her. She continued teasing his stallionhood for another few minutes until she thought she was ready. Gently letting his member slide from her lips she stood up reluctantly from Midnights assault on her mound. She turned around facing and stradling him as her horn glowed wrapping her magic around his member guiding it to her depths. They both let out a heated moan as she rested fully onto his member, grinding into him. She lay forward onto his chest kissing him deeply. He thrust up into her causing her to moan out softly into his lips.

He gave a grin hearing her little whimpers of pleasure. He gave a grunt between words still thrusting into her. "You seem to be enjoying this Princess. Why are you being so quiet though. I figured you to be a screamer being royalty and all." He gave a chuckle seeing her expression of lust mixed with embarassment. She leaned forward placing her mouth next to his ear, breathing lustfully into it, giving little moans as she spoke. "I can be louder, but then I would have to punish you. She gave a sinister grin biting down on his ear pulling up then letting go.Midnight gave a grin as well.

"So she likes it rough huh, never would have guessed someone like her to be so rough." He gave a chuckle watching her as he began thrusting into her harder. A lustful smile crept across her face as she threw back her head moaning out loudly. This drove him to a new extreme as he thought of how to torture her a little. After a moment his horn began to glow brightly. Using his magic he began to make her plot more sensative as he pounded it.

Her expression quickly changed from lust to ultimate extasy. She moaned out loudly as she was driven up and down harder onto his member. She gasped as she could feel herself boiling to the breaking point. She screamed out as she came, hot love juices gushing out all around his cock as he kept pounding. She cried out as her orgasm never subsided through the relentless pounding.

Midnight felt his peak quickly approaching as Celestias tight plot milked every inch of his cock. He gave a loud growl as he thrust one last time hard into her, filling her depths with his seed. They stayed like that for almost 5 minutes. basking in the afterglow, then slowly fell onto the bed panting heavily.

Celestia lay there breathing hard looking at Midnight who was smiling and looking back to her. "I havent felt like that in almost an eon." Celestia panted.

Midnight smiled letting what she said feed his ego. He turned onto his side unfolding his wing, wraping it gently around her and pulling her close to him. She placed her head under his gently nuzzling his neck. He gave a little chuckle catching her attention.

"Whats so funny?' Celestia purred.

"Well......... I just made love to a goddess...... and she plans to continue making love to me countless times for an entire week until I knock her up. Either this is a VERY good dream, or I've died and gone to heaven." Midnight chuckled rubbing his nose to hers.

Celestia gave a sinister smile which made Midnight feel a little nervous. "Oh I plan on having quite a bit of fun with you for the next week my dear. It has been decades since I last rutted, and I plan on having all the fun I can stand to make sure I'm satisfied for at least another decade." He gave a nervous laugh as Celestia quick began rubbing his groin with her hoof, kissing his neck gently. Midnight gave a slight eep at this then realized. This isnt going to be a week of heaven. This is going to be a week of hell?!

end naughtyness

It had only been a day since Rarity and Twilight had seen Midnight. Although Twilight wasn't all that affected by his absence, Rarity was feeling rather blue. Her every waking moment she would think of Midnight and what the princess was doing to him. She would be sad, then angry, then curious. The cycle would repeat ever so often and it was beginning to drive her crazy. She had spent most of her time in Midnight's home. Organizing many different things, and going through everything she could to keep her mind off his absence. She had run across photo albums and took the time to look through them. She had seen many of Charles' happier times and even a few baby pictures causing her to giggle at his cuteness. After seeing his photos and comparing him to his current pony form, she began to wonder what their foal would look like. After a short time she gasped in sudden realization. She was thinking of having a foal with Midnight. Rarity sat there for what seemed
like an eternity thinking about what she had just thought. Could she really be thinking about bearing young so early in her life?

She shook her head trying to clear the images from it. It was far to soon to be thinking about that sort of thing. She hesitated for a moment looking back to the photo album. Remembering the smiling face of Charles as a baby, she compared it to when Sweetiebelle was born and all the happy times she had taking care of her, and all the bad times. Her eye twitched thinking about all the trouble she had gone through babysitting her sister while her parents went out on a vacation or an extended stay to someplace. She had come to the point thinking that she had actually been the mother figure to her little sister for most of her life. Her parents weren't around all that much due to their hecktic schedule, so Rarity had to pick up the slack to raise Sweetiebelle to the best of her abilities. Rarity gave a heavy sigh placing the photo album
back onto the desk. She knew it was to soon but she felt that the time would slip by before she knew it. That and what would Midnight think? Would he want to father two foals from two different mares?

Again she shook her head trying to dislodge all of the images from it. With a heavy sigh yet again she gave up on thinking for the moment and decided it would be better to just go out and relax. But what could she do?

After walking into Ponyville Rarity just looked around, walking without a destination. What could she do to pass the time? She stopped suddenly giving a hint of song. "Ideeeeaaaaaaa!" She turned around and galloped back to Twilight's. She came into the library rather quickly causing Spike to fall back in surprise while carrying a small stack of books.

"AAAHHH, Rarity?! Whats going on?" He said picking himself up and then the books he had dropped.

"Were's Twilight?" She asked getting an uncomfortable distance from Spikes face. Spike just looked into her eyes dreamily. "Uh..... Twi...who?"

"Up here Rarity." Twilight announced getting her attention. Rarity gave Spikes head a couple pats before smiling and heading upstairs into Twilights bedroom.

Twlight sat quietly at her desk reading one of the books she had gotten from Midnight earlier the previous day.

"Twilight darling whatever are you doing being held up in here like an old hermit. You should be out enjoying the day." She smiled looking to Twilight who kept her face burried in the book she was reading. Her smile faded away to slight disgust as Twilight continued to ignore her and keep her nose in the book. Rarity gave a disgruntled sigh as she stepped over to Twilight and took her book from out of her line of sight. Twilight blink a couple times then looked to Rarity. Rarity floated the book to her side as she looked to Twilight.

"I understand Midnight gave you all of these books darling, but that doesnt mean you have to read them all in a day." She sighed placing the book back onto Twilights desk. "Come now Twilight, we need to have a day at the spa. I have some
things to talk to you about." Rarity smiled as she turned heading downstairs. Twilight gave her an questioning look but followed suit.

They arrived at the spa within a few minutes, coming through the door Lotus and Aloe greeted them. Rarity smiled telling them to set up two of the usual's. Within a couple minutes they were in the steam room.

They laid back pressing their bodies to the wall's as the steam began to help them relax, sweating them rather well.

"Ok Rarity, whats gotten into you? You don't normally force anypony to go to the spa with you unless you have something on your mind. Especially if that pony is me." Twilight raised an eyebrow at Rarity crossing her forelegs waiting for an answer. Rarity gave a sigh as she began.

"Twilight darling, I can't seem to focus on anything but Midnight. Ever since the princess told us of her plans with him it has driven me absolutely mad. I wanted Midnight all to myself, but I can't go against the princess' wishes. He will be gone for nearly a week and I'm afraid during that time that he may end up falling for the princess. I couldn't bare to loose him like that. Not without knowing that I tried desperately to keep his attention to me." Rarity gave a pout at the end, looking away from Twilight.

"Rarity, I think your going about this all wrong." She began. "I'm not much for the romantic type but I can tell you this. Midnight seems to be pretty straight forward with his decisions. If he said he is going to do something then you can pretty much expect whatever he said he was going to do, to be done. That includes promises. I don't think you will have anything to worry about. Im pretty sure he is smitten with you." Twilight giggled causing Rarity to smile.

The time went off for the steam room. They made their way to the next phase of Rarity's usual. The seaweed wrap and mudbath. Aloe and Lotus quickly wrapped up the two ponys, setting the timer nearby and headed out of the room as they climbed into the mud baths.

"Everytime I do this Rarity it feels so weird. I don't think I'll ever get used to these mudbaths. The steam room was nice though." She said as she decended into the mud relaxing against the wall of the tub.

"Twilight, I need to tell you something." Rarity began as she looked to Twilight. Twilight looked back, a concerned expression across her face.

"I............ I've been thinking about............ having a foal with Midnight." Twilights jaw hit the floor. "R-r-r-rrrarity?! Are you SERIOUS?!" Rarity turned her head blushing furiously.

"I-I've only thought about it darling. Nothing more. If Midnight even comes back to Ponyville I don't know if I would even have the gawl to actually ask him about it. I've never felt like this about anypony, not even from my past relationships. Midnight
even before he became Midnight just made me feel safe and wanted. I'm sure you have felt the same thing during your stay with him as well." Rarity smiled causing Twilight to blush, her ears laying back as she began.

"Well............ I did find it nice that we all stayed together for such a long time. He never was in a raw mood or seemed to be burdened by us. He was nothing but cheerful to us to say the least. As time went on though I did begin to develop feelings toward him. B-but I wouldn't act on them?! I mean, your the only pony he really has eyes for. At least I think so. B-but if he did have feelings for me to.........ooooooooh!?" Twilight became so flustered she couldnt even think straight. She pressed muddy hoofs to her face in embarrassment.

Rarity giggled lightly at her.

"Twilight darling. If Midnight had feelings for you as well I couldn't say anything. We did stay with him together for quite some time. I wouldn't be at all surprised if he had feelings for not only me, but you as well." Rarity gave a smile causing Twilight to give a nervous smile back.

"But, I know one thing." Twilight began.

"Whats that?' Rarity asked cocking her head slightly.

"I know I couldn't ask Midnight to be the father of my foal. At least not anytime soon." She gave a sheepish grin breaking eye contact with Rarity.

"HA! I KNEW IT!" Rarity shouted pointing an accusing hoof at Twilight causing her to gasp in shock.

"Knew what?!" Twilight asked in surprise.

"I knew you thought about having a foal with him as well. ADMIT IT?!" Rarity beamed causing Twilight to burn a crimson red

"Y-yes, I thought about it. BUT ONLY ONCE!" She grumbled.

Rarity gave a dreamy smile to Twilight as she place her forelegs onto the side of the tub proping her muzzle on them. "And when did you think of that?" Rarity hummed giving a soft giggle.

"I-it was when he was carrying you from the bathroom. I was behind him when I..............." Twilight paused rubbing her face furiously from embarrassment.

"Go on darling, do tell me what happened" Rarity snickered already knowing what happened, she just wanted Twilight to say it.

"I YAHNKED HIS TOWEL OFF WHILE HE WAS WALKING DOWN THE HALL WITH YOU! He stopped and just smiled at me then kept walking without the towel. H-he even wiggled his butt at me before closing the door." Twilight sank into the mud blowing bubbles at the final stretch of her sentence. Rarity was in histarics laughing so hard she began to cry. After a few minutes Rarity began to slow down and finally controled her laughing fit.

"Hehe. So all it took was a chiseled body and a butt wiggle to catch your attention? I'll have to remember that the next time your off in your studies and refuse to pay attention. I might get that handsome young colt that lives next to the library to come by and try that out for you. What was his name again? Lucky, I believe it was" Rarity grinned widely.

"You wouldnt?!" Twilight gasped causing Rarity to laugh again.

The timer went off again as their time in the mudbath came to a close. They got out and made way to the showers, quickly rinsing all of the mud off and heading into the massage room hopping up onto a table each and letting the masseuse ponies begin.

"So what do you think Midnight will do when he comes back to Ponyville?" Twilight asked.

"I hope he will come to the spa with me again. He seemed rather flustered from his last visit here and refused to tell me why." Rarity fibbed, she knew the twins had made a move on her man but just wanted to bait them into the conversation.

Aloe and Lotus looked at each other pausing the massage for the moment. Lotus began.

"Midnight my dear? We don't remember having apony coming in with you by that name on a previous visit."

"Oh his name is Midnight now. He changed it once Twilight turned him into a pony. I'm sure you have seen him around Ponyville. He was Charles, the human that came in with me before. He is now an Alicorn." Rarity smirked.

The twins looked at each other begining to shake slightly. Not only in delight but fear as well. They had made a move on that human before, and now he is an Alicorn. After what felt like an eternity They stayed quiet as Rarity began.

"Oh I do hope he will join me in another spa session. Last time was so much fun." Rarity giggled. The twins laughed nervously at the comment then jumped as the timer had gone off.

"Mind if we skip that last phase of your usual Rarity? I think I'm relaxed enough as it is." Twilight gave a tired yawn. Rarity gave a smile looking to the twins nodding to them.

After a couple more minutes the two friends made their way out of the spa and began walking around Ponyville chatting away.

17. Uncle Midnight?

Time had passed rather quickly for Rarity after the spa session with Twilight. The week long wait came to an end as Midnight had flown back into Ponyville.

Rarity's boutique had been finished and all of her supplies restored. Sweetiebelle had been staying with the Apples during the time the boutique was being rebuilt and was now back home. Rarity had come back to the boutique a day early while everything was being wrapped up to start on some items that had to be put on hold due to the storm incident. Midnight had made his way into the boutique looking around at all of the cloth, and many other items scattered around the room. Rarity was in the corner at a sewing machine working feverishly. He smiled coming up to her quietly lowering his head beside hers and giving her neck a kiss. She let out a surprised squeal as she twisted away and around facing the sneak attacker. She gasped seeing Midnight standing there, a seemingly regal glow about him. Her eyes welled up as she ran forward lunging at him and tackling him to the floor wrapping her hooves around his neck. He fell back with Rarity on top of him laughing at her sudden explosive tackle.

"Haaaa haha. Well it looks like I was missed. Heh, I may have to take a week long vacation again sometime if I'm going to get this kind of attention for being away so long." He laughed but suddenly stopped as two hooves were placed on his cheeks pulling his attention directly to Rarity. Her eyes piercing gaze penetrating him as she stared daggers into him talking.

"You aren't EVER leaving me alone this long EVER AGAIN!" She shouted, her eyes burning bright. Midnight gave a nervous laugh but was soon silenced as Rarity pressed her lips to his in a passionate kiss. He gave a gasp but quickly gave in to the kiss, pressing back into her own assault with his own. They lay like that on the floor for almost twenty minutes, kissing passionately before they heard the bell ding at the door signaling that someone was coming in.

"Rarity. I saw Midnight flying into Ponyville and just came by to welcome.......him........." Twilight trailed off as her face flushed a bright red. Rarity jumped up from Midnight as he lay there laughing. He turned over onto his haunches looking to Twilight and giving her a wink.

"Hey there darlin, how have both of you been since I've been gone?" Midnight asked giving a smirk.

Rarity shuffled slightly being caught by Twilight in her current position with Midnight. Twilight gave a nervous laugh waiting for the silence to break.

Luckily for them, three little fillies came trotting down the stairs. Sweetiebelle, Scottlaoo, and Applebloom all saw Midnight and tackled him giving him a group hug. "MIDNIGHT!" The yelled in unison.

He laughed falling over from their tackle. "GIRLS! How have you been?! I've missed you three so much." He smiled giving a wink to Rarity and Twilight who just smiled at them.

"We've been doing great!" Sweetiebelle exclaimed, her voice cracking from excitement.

"Yeah! We've been trying all kinds of stuff to get our cutiemarks, we haven't succeeded yet but we're getting close." Scootaloo smiled widely.

"Just the other day we all went down to Fluttershy's to help out with her animals. But we didn't get our cutiemarks for trying to be animal doctors." Applebloom looked away rather disgruntled.

"Well I'm sure you three will get them eventually. I actually got mine last week before I went to Canterlot. See?" He smile nodding back to his cutiemark.

The three fillies as well as Twilight and Rarity came up looking at his Cutiemark which was a Shield over top of a set of crossed swords. The whole thing surrounded by a flame. The three fillies looked at it in awe.

"What does it mean your good at?"Applebloom spoke up.

Twilight and Rarity gave him a questioning look as well silently asking the same question.

"Well it means that I will strive to protect any and everypony I know, love, and cherish from any harm. It means I will devote myself unconditionally to keeping them all safe from any harm that may befall them under any circumstance. It means, that no matter what, I will protect everyone." He smiled giving them a determined look.

"That's awesome!" They all three yelled in unison.

"That is rather awesome." Rarity smirked toward Twilight who just smiled back.

"Hey girls." Midnight spoke catching the three fillies attention. You know, calling me Midnight all the time seems rather formal, even if we are friends. How about you three call me Uncle instead?" He laughed.

The three fillies eyes lit up. Midnight had not realized it yet but he had just given away a secret to not only them but to Rarity and Twilight as well.

Rarity sputtered for a moment at what she had just heard. She sat down on the spot slack jawed. Twilight fanning her as Midnight came over bowing before her.

The three fillies hugging each other bouncing in excitement as they watched. Midnight used his magic to manifest a pristine diamond hoofring in front of Rarity floating it a couple feet from her as he began.

"Rarity, I know this is sudden, but I feel like we have known each other far longer than we actually have. We have laughed together and cried together, and have been there for each other through hard and good times. We trust one another and love each other."

"Awwwwwwww." Came from the three fillies as they listened.

"Rarity, would you make me the happiest Alicorn in the universe? Will you marry me?" Midnight smile nervously as his entire body shook in anticipation of the answer. There was a dead silence as Rarity looked at the ring and then to him. Her slack jaw turned slowly into a massive smile, her eyes filled with tears as she nodded then tackle hugged Midnight crying into him.

Everyone in the room shouted happily stomping the ground as if clapping.

Scootaloo and Applebloom let out a gasp looking to Sweetiebelle.

"Wow Sweetiebelle! You have an Uncle that is an Alicorn! Does that make you royalty to?" Scootaloo ask smiling widely.

"It sure does, and since you two are technically my nieces as well since I asked you to call me uncle. You are as well." Midnight smiled nuzzling Rarity who was starting to calm down.

The three fillies jumped around in a circle singing. "We're princesses now! We're princesses now!" They stopped suddenly getting into a huddle.

"Oh my gosh you guys! What will all the ponies at school think?!" Applebloom asked looking at them. Scootaloo gave a wicked smile. Diamond Tiara and Silver Spoon are going to be REALLY mad. They will probably switch schools they'll be so mad." She gave a giggle.

"Yea, those two have always picked on us, it's time they got some payback." Sweetiebelle said but was overheard by midnight. He walked over to them raising an eyebrow to them.

"I heard the word pick on and payback my dears. Care to fill in your uncle?"

The three gave him a nervous look and told them their plan. He laughed giving them a grin. "Well I'm sure they would quit picking on you now that your royalty. But if they give you any problems again please let me know. I'm sure one quick visit from me and your whole class will respect you enough to not say or do anything bad to you three ever again." Midnight laughed causing the three fillies to tackle him to the floor again giggling loudly.

Twilight trotted over to Rarity giving her a hug and wiping a tear from her eye. "Congratulations Rarity, I'm so happy for you." She smiled.

"You know Pinkie is going to probably pass out from the excitement, as you know she's going to want to throw you a wedding party and bachlorette party as well." Twilight grinned even wider giving her a nudge.

Rarity giggled at the thought then something struck her. Midnight had asked all three of the fillies to call him uncle. Applebloom is Applejack's sister. Did he realize this or did he intend on asking her as well? But then he has spent time
with Twilight as well, and she couldn't place if Scootaloo had family or not because she has never met them. What should she do? Should she confront him about this or let it be.

Twilight looked at Rarity as she seemed to be deep in thought. "Bit for your thoughts." She smiled catching Rarity's attention.

"Lets go upstairs to my room, we can talk there." She said leading the way watching the three fillies play with the Alicorn.

Twilight and Rarity walked into her room closing the door behind them.

"Twilight, I have a nagging feeling. Midnight said for those three to call him uncle. Applebloom is Applejack's little sister. Do you think her intends on asking AJ as well? And what about Scootaloo? I don't even know if she has a big sister."

Twilight looked at her then laughed. "I don't think he thought that through honestly. They were just there and he may have thought it would make them happy. Im sure you have nothing to worry about."

"Well this is a question that cannot wait. I must know for sure." Rarity said as she headed out the bedroom door back downstairs. She reached the bottom of the stairs seeing Midnight still playing with the three fillies. They were riding on his back, all of them on his mane playing with the tangible fire. It moved just like fire but without the heat. Midnight laughed seeing their amazement.

"Hey, you three want to see something really cool?" Midnight said causing them to hop down and nod in unison. Midnight smiled as he concentrated making his mane and tail grow in size. Flames shooting out further and brighter. He unfolded his wing fully. The tips of his feathers along the edge ignited. His eyes glowed brightly bursting into flames as well. He stood proudly giving his wings a flap sending the magical fire around him. The three fillies gave an audible gasp seeing this then tackled him to the floor again. He laughed as his mane, tail and wings returned to normal as he rolled around with them. Twilight and Rarity stood there in awe for a moment before Twilight pulled her to the side out of view.

"Rarity this is amazing. His power must be incredible to do that. Even the princesses together cant make their manes do that. Nightmare Moon was only able to do that in the past before we defeated her. If he is true to his word and stays as a protector. I think even he could defeat Nightmare moon AND Discord together should they ever come back into existance and team up. This is incredible."

Twilight's eyes were wide with excitement. Rarity on the other hand was thinking the opposite. "What if Midnight......... turned evil." She thought to herself.

Could she bring herself to stand against him and try to defeat him. He did say that humans were susceptible to be corrupted by power. Rarity walked around the corner from the stairs. "Midnight darling, can we speak a moment in private please.?"

Midnight looked from the side of a filly attached to his face and managed to talk around her. "Kay." He lowered his head letting the little filly slip of and onto the floor. The girls hugged him one last time and went outside to play. Twilight gave Rarity one last hug then left as well, heading back to the library. The two were finally left alone to talk.

Midnight rolled back onto his haunches looking toward Rarity who walked up to him giving him a gentle nuzzle then sitting down in front of him, a worried expression on her face as her eyes fell to the floor as she spoke.

"Midnight........... I was wondering.............. when you asked my sister and her friends to call you uncle............. You do realize that Applbloom has a sister............. Applejack............... right?" Rarity asked still not looking into his eyes. Her hoof tracing circles on the floor nervously.

"I'll be honest with you honey........ I just wanted to make the girls happy.......... I never really thought about AJ when I said that............... I just want to make everyone happy........... I'm sorry if you thought...." He was cut off as Rarity kissed him. It lasted only but a minute before she broke the kiss moving away. Midnight sat there stunned.

"Thank you darling, I know you tend to not think about some things sometimes and it worries me. I should know the answer though, but I simply must ask you to be sure of it." She smile pressing her forehead to his, their eyes closed as they just sat there enjoying each others company.

18. Lunch with a chance of LIGHTNING!

Twilight set out toward her library, she needed to go through a few books on how to set up a wedding ceremony. She knew Pinkie would know, but she needed to know in case a few things might pop up. That plus she had to break the news to Spike. Knowing him and his crush on Rarity, he wouldn't take this to well.

After a few minutes walking she finally made it to the library. As she walked in she saw Spike placing books on the shelves. After Midnight had organized them all it was just a simple task to put them into their respective places.

"Hey Spike, I need to talk to you about something." Twilight began catching the young dragons attention. He placed the last book in the pile he was carrying onto the shelf and sat down next to Twilight looking at her intently.

"What's up?"

"Well.........." She hesitated for a moment seeing his innocent face looking at her, waiting for whatever she was about to say. She knew this was going to break his heart but she had to let him know.

"You still have feelings for Rarity don't you?" She asked making him blush a little.

"Yeah....... but I realize that its just a crush really, plus Rarity always has stallions asking her out. I doubt I would have a chance anytime soon. Maybe when I'm older though." He said looking a little sad at what he had just said.

"Why do you ask?"

Twilight felt a twinge of fear for a moment as the moisture in her mouth became dry making it hard for her to speak.

"Well, what if she got married to someone?" She ask causing Spike usually friendly demeanor to take a nose dive.

"I wouldn't be happy with that at all................" His demeanor changed quickly back to sad. "But........ I never truly let her know how I feel about her so it would be my own fault for not asking her sooner. So I guess I could be ok with it."

Twilight hugged Spike close surprising him. "That's very grown up of you Spike." She released him from the hug pulling back and sitting back down to continue. She took a deep breathe to relax then spoke.

"Midnight asked for her hoof just a short while ago." Twilight watched Spike as his expression went from shock to rage then back to sadness, then to her surprise happiness.

"That's pretty cool. I know Midnight will take good care of her. He just seems the type ya know? I'll still be there for Rarity though if she ever needs me so it won't be a total loss right?" He smiled picking himself up and moving back to putting books onto the shelves. Twilight came up to him giving him another hug then went to search for a book on wedding ceremony's.

XXX

Back at the boutique, Rarity and Midnight were fairly busy. Rarity still had many orders to fill and Midnight was doing his best to help her. His knowledge on making clothing was limited to say the least, but when it came to Pony clothing he knew nothing about it. Rarity was running back and forth gathering supplies while Midnight just watched. After a short period though he began to get bored since Rarity insisted she do everything herself.

"Hey hun. I'm going to go out for a bit, Your working rather hard and I feel as if I'll just be a distraction. I think I'll walk around town a little, clear the air some." Rarity smiled at him giving him a quick kiss as he walked out the door of the boutique.

Upon exiting the boutique he began walking around with no particular place in mind to stop at. He made a large circle around town, many ponies waving to him as he walked by. Before he knew it his stomach growled at him. He gave a puzzled looked to himself. He didn't feel hungry but apparently his stomach had other intentions. He gave a chuckle to himself and headed to the diner that he, Twilight, Rarity, and the Princess had previously went to. Entering the diner he grabbed a seat in the back corner away from the many prying eyes. The waitress from before came back handing him a menu. She looked nervous.

"Well hello again my dear." He smiled as he took the menu with his magic, setting it onto the table. She cocked her head to the side.

"I-I'm not sure I remember you ever being in here sir. I'd think I'd remember you." She smiled sheepishly causing Midnight to chuckle.

"Well the last time I was here I was human. Twilight changed me into a pony but it was an unexpected miracle that I turned into an Alicorn. No hard feelings." He laughed causing her to smile as she remembered him.

"Charles? Is that really you? I didn't think transformation magic could turn another creature into an Alicorn. I must say though you are striking as a stallion." She beamed at him.

"Well thank you......... I'm sorry I don't remember catching your name." He said giving her a nervous expression.

"I'm sorry I should have introduced myself before. My name is Plum Sweet." She smiled.

He smiled back. He raised his menu and placed his order. She took it back to the kitchen as he waited patiently for his food. As he was waiting he watched out the window. The world crept by as he watched ponies go about their business. Many he had talked to before waved while others smiled. It would continue this way for a while until he noticed the Cutie mark crusaders and Applejack walking past. He remembered what Rarity had asked and gave a nervous laugh to himself.

"Oh god, what if AJ thinks I was going to ask her?! What do I do?" Just as he was thinking this, Plum Sweet came back to his
table with his order.

"Here you are sir." She chirped causing Midnight to snap his head back around quickly.

"Oh my........ sorry about that. You just startled me is all." He laughed.

"No no I'm sorry, I shouldn't have broken your train of thought." She gave a saddened smile.

"Heh.......... it was that noticeable huh?" He gave a nervous laugh.

"You seemed pretty focused, I didn't mean to interrupt. Something you'd like to talk about?" She said placing her order booklet onto the table.

He nodded to the seat across from him as he began. "Well, I don't know how to really talk about this." He began.

"I told three little fillies today to call me uncle. I only meant it to make them happy, but at the same time one of their sisters was in the room. I had initially planned on asking her to marry me in the near future but after what I had said I didn't have much choice but to ask her to marry me right then. She said yes of course. But now my only fear is about those three fillies. One of them aside from my fiance has a sister also. I'm just afraid that if she says something to her big sister that I may have a crisis on my hooves." He sat there with his head lowered looking at his food. Awaiting a response from Plum. He raised his eyes to meet hers. She was smiling widely with a dreamy look in her eyes.

"That is so sweet." She smiled widely. "But don't you worry yourself. I'm sure that everything will work out for the best." She stood up walking over to Midnight and gave him a hug then went back to the kitchen. Midnight gave a hard sigh as he took a bite of his food. After a few more bites a knock came at the window next to him. He looked up to see AJ standing there, a smile across her face. He could hear muffled voices talking next to her. She looked down and talked to them for a moment, then three little fillies popped up pressing there faces to the glass.

"UNCLE MIDNIGHT!" They all yelled in unison then ran inside of the restaurant to him. AJ stood there for a moment puzzled then followed them in.

"Uncle Midnight!" The three fillies shouted as they all came up to the table leaping onto him. He gave a laugh hugging the three then sitting them down. They took a seat across from him as AJ approached the table. She had a raised eyebrow at Midnight questioning him without words. He gave a sigh as she sit down next to him.

"Yes, I'm an uncle now AJ." He laughed.

"To all three o'these youngins?" AJ laughed.

"Only because I asked them to call me uncle." Midnight said looking at them causing them to giggle.

"That and I asked Rarity to marry me." He said rather quickly taking a drink from his lemonade.

"WHAT!?" AJ shout causing the restaurant to stop for a moment then pick up again. She lowered her voice this time looking at Midnight as if he had just torn down half an acre of apple trees on her farm.

"Uh............... yeah. I asked her to marry me earlier. Heh. I-is that a bad thing?" He asked as AJ raised a hoof and punched him in the arm. Midnight recoiled at the punch.

"Ow! what was that for?!" The three fillies laughed from across the table. Seeing the smile on AJ's face.

"That's fer not lettin me kno'bout this ahead'o'time, Rar is one'o mah best friends. Ya coulda at least let me know so I could watch the whole scene play out." She smirked.

"Heh, I honestly figured you would of punched me from me getting yer sis to call me uncle instead of that." Midnight laughed but then stopped realizing what he had just said. He turned to see AJ's face completely flushed bright red through her orange coat. A shocked and awe expression across her face as what he said finally hit her. She was staring a hole through him as he began.

"AJ, its not what I meant it to be. I just thought it would be cute if they called me uncle instead of just Midnight all the time. At least with Sweetiebelle it's true though, heh. I honestly didn't think of anything else beyond that. Please don't be mad."

AJ sat there for another minute before taking a deep breath. She looked up to Midnight with a smile as she began. "Ah'm not mad atcha. Ah just wish ya had thought it through a lil more thoroughly afor you said anything. It would have caused alot less grief over time. Heh, but then again." She grinned wickedly rubbing her chin looking away from Midnight toward the ceiling as if imagining something.

"Ya know, being married to an Alicorn don't sound half bad." She smiled at Midnight again causing his firey mane and tail to nearly explode. Just as soon as the flames erupted from him they disappeared completely. His eyes turned white and he fell forward onto the table out cold. His flames slowly came back after a few seconds. AJ sat there in shock for a moment then reached over shaking Midnight a little. He gave out a groan pulling a hoof up to his head.

"Ow. Please don't do that AJ. Kidding or not, I'm kinda gullible when it comes to jokes." He said as he shook his head.

AJ smirked putting an elbow on the table looking at him. "Who said I was joking pardner." She laughed causing Midnight to look at her questionably. He shook his head laughing a little. The three fillies across the table just watched, giggling a little at the antics. Midnight looked back to her, AJ with a serious expression on her face this time. Midnight felt a cold chill
run down his back causing his mane to fluctuate for a moment.

"AJ are you serious?" He asked as he kept looking at her. After a minute AJ couldn't hold it in anymore. Her pokerface broke as she burst into a fit of laughter. Midnight groaned as he knew now that she was playing him like a fiddle.

"AJ, That has to be one of the meanest jokes that has ever been played on me." he smirked taking another sip of his drink. AJ looked at him with a raised eyebrow. "How was that mean?" She asked.

"You had my hopes up." He smirked taking another drink causing AJ to literally fall out of the booth onto her side, The three fillies gasped at the comment then saw Midnights expression then burst out laughing again. AJ pulled herself together and stood back up giving a glare to Midnight then laughing.

"Alright sugarcube I guess we can call that even."

After another couple minutes and having payed for the meal they all left the diner. The Cutiemark Crusaders found a comfortable spot on Midnights back right between his wings as AJ walked next to him. It was starting to get a little later in the evening by this point so he walked AJ home. The girls decided to make it a sleepover night at the farm so they hopped off Midnight making their way inside. Midnight gave a slight chuckle watching them run inside. He sat down onto the porch near AJ who had took a seat in a rocking chair.

"AJ......" he began. "I know I asked Rarity to marry me but I cant help but keep thinking............." He trailed off.

"Thinking about what?" AJ asked staring out into the sunset.

"Well, I have spent a lot of time with Twilight, You, and Rarity since I've been here. RD taught me the basics to fly. and Pinkie is just......." He trailed off again trying to find the words.

"Being Pinkie?" AJ finished causing him to laugh. "I've not spent anytime with Fluttershy, but she seems nice as well." He continued. I can't help but think that I'm rushing into getting married to Rarity. I understand her feelings toward me and I feel the same."

"Then whats buggin ya?" AJ asked.

"I'm not sure............... It feels as if I'm in a fairytale story. It all seems to good to be true, yet I cant help but think that something bad is going to happen." He gave a loud sigh flopping down onto the porch. His mane and tail now glowing a bright orange in annoyance with himself. AJ pulled herself out of the chair moving to Midnights side taking a seat. She ran her hoof over his head and mane trying to comfort him. He smiled up to her.

"Thanks AJ, you really are an awesome friend." AJ smiled and continued the petting for a few more minutes until she saw his ears perk up point forward. He raised his head from it's spot on the porch looking forward into the distance. He strained his eyes to see what it was in the distance. As the seconds wore on he could see something just above the ground barreling toward them.

"Rainbow Dash?" AJ said as she came into view. RD was flying as fast as she could coming to a quick stop just feet from Midnight and AJ. She sat down panting heavily.

"Whats wrong RD?" Midnight asked standing up and moving to her side.

"Cloudsdale.........trouble............need............help." she managed to pant out as she tried to catch her breath. AJ looked worriedly toward Midnight, He gave her a nod picking up RD and putting her on his back. She started to complain but they were launched into the air before she could get out even a word.

"Were is Cloudsdale?" He asked as he began to pick up speed. RD panted a couple more times pointing into the direction her home town was in. He banked slightly as he began to pick up speed again.

He looked back to her noticing she had caught her breath and was finally able to speak, she was getting ready to jump off and take flight but was held there by Midnights magic.

"Hey what gives? I can fly ya know!" RD yelled.

"Stop it and just tell me whats going on with Cloudsdale!" Midnight growled causing RD to flinch.

"It's the weather factory! Something went wrong with the rain cloud machine and it went haywire sending out more lightning clouds than we can handle. It's getting worse every second. I can't deal with them alone, and every Pegasus within 50 miles is there helping out trying to destroy the clouds. Alot of them are getting hurt, even the Wonderbolts are there helping out." She said still trying to escape the magical grasp.

"RD I need you to hang on. How far is it to Cloudsdale?" He began flapping harder and harder, the wind rushed past them quickly as RD responded. "About 40 miles in that direction." She pointed ahead of them. "Why do I need to hang on?" She yelled over the wind.

"Because we are about to hit mach 2." Midnight yelled as he encased them in a shield, using magic he propelled them quickly forward breaking the sound barrier. With another flap they doubled the speed to almost 1600 MPH. RD looked forward as they rushed through clouds within a blink of an eye. A smile spread across her face until they slowed coming
toward the city now surrounded by literally thousands of small lightning clouds. Midnight stopped, hovering in place as he looked around, the shield still up around them. Pegasi were flying around kicking clouds left and right. He was about to say something but the shield was suddenly hit by a large bolt of lightning causing them to scream out in surprise. Midnight growled right after.

"Lightning muffle!" He shouted causing the shield to fluctuate momentarily. RD looked around seeing lightning strikes but no thunder.

"What just happened?" She asked looking at Midnight who had a determined face.

"Magic." He said releasing the hold on RD. She jumped from him hovering next to him. "RD listen up. I'm going to need your help. I'm going to give you the ability to give these other Pegasi a shield to block the lightning but not all of the sound. All you need to do is touch them. Also I've seen a few get hurt from the lightning, If they are hurt the shield will heal them as well. When they have the shield tell them they can also do that to others and give them the same directions, just touch another pony. My shield will act as a lightning rod drawing all of the clouds to me, but Ill need to concentrate to do that. Get to everyone and let them know." He smirked touching his horn to her forehead making the tip glow. A small bubble shield wrapped around her as she saluted Midnight and shot off. Talking to one pony. They split up and doubled in bubbles. which kept repeating until light pink bubbles were now buzzing around Cloudsdale.

Midnight concentrated causing all of the storm clouds around Cloudsdale to begin to swarm in his direction. He felt a pang of nervousness as they swarmed all around him. Lightning bolts shot out hitting his shield repeatedly. Eventually everything turned a bright white and stayed that way. He strained his eyes closed but could still see the light through them. He concentrated harder this time his horn glowing brightly as the clouds were now swarming him. He could hear a muffle yelling through the clouds.

"Were almost done everypony, don't quit now!" RD yelled. After another couple minutes the light began to die down to
just a few lightning strikes. A swarm of ponies were all around Midnight now as he opened his eyes panting from using his magic so strenuously. His flaps got weaker as he began to fall slightly.

His shield fluctuated and then disappear as did all of the other shields on every other pony. His flaps slowed to a stop as he began to freefall. Several Pegasi including RD rushed to his aid. One grabbing onto a cloud as three others grabbed him slowing his decent. The one who grabbed a cloud quickly flew down and under Midnight letting him land softly onto it. He laid quietly on the cloud completely sprawled out. his wings lay limply to the sides as he took in deep breaths. RD landed next to him gently pressing her nose to the side of his head. He kept panting but opened an eye giving her a smile.

"He's alright!" RD yelled causing everypony within shouting distance to cheer loudly. She looked back down to him giving his nose a poke to get his attention again. He looked up to her as his breathing began to slow and become normal.

"You are something else." RD smirked as she crawled up and under his right wing pressing next to him. He smiled closing his eyes again and drifted off to sleep. It was late in the evening and he had completely spent his available magical power that he was used to using so far. It would take much longer for him to develop himself to use more power. But for now, it was a welcome treat to lay on a cloud and fall asleep.

19. Cloud beds and Rarity's love

AUTHORS NOTE!!!!! BEWARE you pony folk, This chapters rating is not a joke. Be prepared for something grim, For this chapters rating is the letter M.

Morning soon arrived, the sun casting it's warmth along the clouds as it slowly crept over the horizon. Cloudsdale had received substantial damage and was being repaired quick enough. Pegasi flew from place to place mending the cloud town with new enchanted clouds. Molding them to parts of buildings or structures that were damaged.

After a short while from the sun warming his body, Midnight awoke giving a large yawn and looking around. He stretched his body and wings folding his wings up to his body. He rose to his haunches looking over to the rising sun. As he did though he felt his right wing being pulled away from his body over a lump in the cloud. He looked down seeing Rainbow dash wrapping herself in his wing. He smiled at how cute it was and laid back down pulling her close to his side. He lay there for another hour until he felt RD moving around. She finally awoke giving a big yawn and stretching in every direction. She slowly opened her eyes due to an unfamiliar feeling she had. Like a huge wing was covering her like a blanket. Her eyes went wide seeing Midnight laying next to her.

Realization hit her as she remembered last nights events. She stood up slowly pressing Midnights wing off of her.

"Well good morning sunshine." Midnight chirped happily.

"Heh, morning......... sorry about this. I never meant to fall asleep next to you. You did pass out the other day though after taking care of all of the pegasi here in Cloudsdale. Thanks for that by the way, it was really cool." She said with a sheepish grin one hoof rubbing the back of her neck.

"It's no problem RD, I'm just glad noone was hurt is all. You did right by coming to me." He said giving her a playful push with his wing. She gave a laugh pushing back.

Midnight rose taking a look around Cloudsdale, taking in the damage that had been done. It was rather extensive but was quickly being repaired. He glanced back to RD for a moment.

"Hey Dash, I'm going to head back into Ponyville, I'm sure AJ is worried and would like an update about Cloudsdale. I'll seeya later." He brushed a wing over her head as he took a nosedive of the cloud they were both on. She laughed watching as he plummeted toward the ground then opening his wings and heading back toward Ponyville.

A short time later he arrived back in Ponyville, landing at Sweet Apple Acres to see Big Macintosh, and AJ, already hard at work. He walked toward AJ quietly as he watched her buck an apple tree sending its fruit into several large bushels. She pulled her hat from her head fanning herself as she took a quick breather. She caught sight of Midnight giving him a wave with her hat, placing it back on then trotting over to meet him.

"So whats the word Night?" She asked giving him a smile.

"Night eh? Shortening my new name also?" He smirked causing her to blush.

"I'm just picking AJ, you know I'm cool with that. Anyway, Cloudsdale is fine now. Reason I didn't come back last night was because I used to much magic. I passed out on a Cloud after it was all over. No biggy really. Just glad I could have helped."

AJ smiled at his comment. It's not everyday a pony can take on an entire out of control storm by themselves. She stepped over to a bushel pulling a couple apples from it and chucking one at Midnight who caught it with his magic. She took a bite out of the other in her hoof. She gave him a nod. He nodded back taking a big bite from the apple.

"So AJ, hows harvest coming along? Need any more help?" Midnight ask nodding to the endless supply of apple trees.

"Nah, ahm good Midnight. Ya should get on back ta Rarity before she flips her wig about ya staying away for a whole night just after ya asked for her hoof an all." AJ laughed causing Midnight to groan.

"Ugh, yeah I guess I should go back then. I'll seeya around AJ." He smiled as he took off into the sky munching the last of the apple AJ had given him.

Another few minutes passed as Midnight made his way to Rarity's boutique. He landed outside but quickly entered. Upon entering he could hear some arguing coming from the back room. He used his magic to keep the entrance bell from ringing as he slipped inside and closed the door, slowly making his way closer to the back room.

"What the hell Rarity?! Why won't you take me back? I loved you and you loved me!" A male voice shouted as hoofsteps could be heard pacing.

"That's right Magnus. USED to love. Keep it past tense because it will never be present again. Besides I'm happily engaged now to a very handsome, very powerful, and EXTREMELY hunky stallion. I seriously doubt anyone or anything could ever measure up to him." She smirked laughing Magnus off.

"Oh really? Well if I ever see him, I'm going to buck his head off then shit down his throat. NOONE is going to have you but me!" Magnus yelled as he advanced towards Rarity.

"What do you think your doing? Stop! NOOOOOO!" Rarity screamed out.

"What are you going to do about it you slut?! Your boyfriend isn't here to protect you, I doubt he would even raise a hoof to protect your sorry ass." Magnus yelled shoving Rarity to the floor and climbing on top of her, holding her down.

Midnight stepped around the corner into the room, his fire mane and tail burning a large hot red flame, his eyes completely engulfed in flames as well.

Rarity looked over to the door as she heard another set of hoofsteps in her home. She saw Midnight standing there looking ready to kill. "Midnight!!! Help me!" She yelled causing Magnus to turn his gaze to the black fire engulfed Alicorn behind him.

He stood there for a moment petrified as he looked to the alicorn towering over him. He looked back to Rarity his pupils almost non existent. She smiled up to Magnus.

"That would be my fiance, you dirtbag. I hope your ready for some serious payback." She growled at him, her smile turning into a sinister grin. Magnus gulped turning around again to meet a hoof across his face sending him sprawling onto the floor ten feet away. Midnight helped Rarity up giving her a quick smile and kiss as he looked over to the pony trying to stand up but soon met the floor again with a hard thud as Midnight used his magic to grind him to the floor. Magnus let out a small scream as the air was forced from him.

"What should I do with this creep dear?" Midnight asked looking to the pony struggling to stand again.

Rarity smiled wickedly toward the gray unicorn on the floor. "Maybe we should turn him into a throw rug. I'm sure you could get away with it since your an alicorn after all." Rarity gave Midnight a hidden wink that Magnus didn't see. Magnus' eyes went wide as he struggled harder, crying out in fear as Midnight approached him and lifted him off the ground with his magic.

"That's not a bad idea my dear. Oh maybe we can make a set of throw pillows from his hide and send them to his parents." Midnight grinned evilly causing Magnus to finally pass out from fright. He floated there quietly his eyes rolled back into his head.

"So what do we do now?" Midnight asked looking to Rarity.

"Erase all of the memories from his head about me. I never want to deal with that trash again. he was never anything but abusive and obsessive toward me. We would all be better off without those memories, and his presence permanently." She scoffed moving over to him and bucking him hard right in the groin. Magnus didn't move but he would feel the pain soon when he awoke.

"Ouch! Remind me to never piss you off Rarity." Midnight cringed at the kick but moved forward placing his horn to the unicorns head. After a moment of magic, all of the memories that related to Rarity In Magnus' head were now gone. Midnight quickly tossed the pony out the back door into the dirt then headed back inside.

Rarity waited for Midnight to come back in as she hid behind the door, quickly closing it as he entered which caused him to jump and turn around. Rarity smiled toward him, her eyes half closed as she drew closer. Midnight remembered this look on Celestia everytime she had fucked him silly during their short time together in the castle. He knew what was coming next.

XXX

Begin naughty bits

Rarity made her way to Midnight slowing circling him, tracing his frame with her eyes. He grinned flicking his tail at her as she rounded his flank. The flame from his tail temporarily separating from the tip as it snapped. She gave a playful giggle as she headed toward the staircase looking back to him, raising her tail slightly and swinging it slightly. Midnights smirked as he just got an eyeful and followed closely behind her as she climbed the stairs to her room. Sweetiebelle was out for the day with her friends so they would have the boutique all to themselves.

Rarity entered the room heading to her bed. Midnight followed suit closing the door behind them. She hopped onto the bed laying on her side, using a hoof to beckon the powerful Alicorn to her.

Midnight gave a playful snort as he trotted over to her. She turned over laying on her back looking to Midnight as he towered over her. He could feel his loins throb as they began to awake, growing with gusto as he leaned down to kiss Rarity. She pulled him to her pressing her lips hard to his, a soft moan escaping her. He moved slowly down her chin to her neck giving small kisses as he went. Heading further south, his hot breath teasing her. She panted slightly from the anticipation, giving a soft gasp as his tongue pressed gently between her lips finding her hidden pearl. She pulled a forleg up biting it gently to stifle a loud moan. Midnight couldn't help but smile. Rarity seemed to be far more sensitive than Celestia had been
during his marathon with her.

He continued his assault on her pearl until he could sense her coming orgasm. His assault quickened as she approached, arching her back up, wrapping her legs around his head pulling him taught. She cried out loudly as she came. After a few seconds her body went limp, her breathing heavy. She looked down to him with a big smile plastered across her face.

He moved up her frame kissing here and there as he went, finally reaching her neck and kissing along it. His advances slowed as he spoke.

"R-rarity. I don't want you to get pregnant right now. You have so much time ahead of you to do the things you want. I just don't want to ruin................." He was cut short as she kissed him hard for a few second pulling away then whispering into his ear.

"Don't worry, I have to be in season for that to happen. That time is months away darling." She gave a smile as she pulled away looking into his eyes. He gave a wicked smile.

"Then I guess we can have as much fun as we want then." He laughed pressing the head of his member gently to

her folds. Shew let out an audible gasp feeling the massive member pressing into her. She let out a whimper pulling back.

"Whats wrong?" He asked looking into her pained face.

"Your................... to big............it hurts." She gave a pout turning her head to the side knowing that this couldn't go further. She pressed him away rolling over onto the bed giving a sigh. He gave her a smile.

"You forget dear." He laughed as his horn began to glow brightly. His form began to shrink slowly until he was around the size between Luna and Celestia is.

Rarity smiled widely pouncing him onto a large pile of pillows next to her bed. He laughed landing on his back Rarity on top of him kissing him hard. She used her magic to guide him into her folds, this time without much effort, It was the perfect size. She let out a heated moan as she pressed further down engulfing every inch into her, bottoming out as the head pressed against her wombs opening.

"Oh my!" She gasped as Midnight pulled her up gently then thrust a little harder into her. A soft moan escaping her lips again and again as the thrusts continued. She groaned louder as the thrusting began to drive her to her next climax. He could feel her tight walls clamping down as he pulled out, milking his every inch then releasing as he thrust back in. Another few minutes of this and she finally came hard. screaming out in pleasure. Her body convulsed as she came, driving Midnight over the edge as he came with her. He let out a loud groan as his seed filled her depths.

They collapsed onto each other laying there. The sheer volume of his orgasm slowly leaking out around the base of his cock as it still rested inside her. She smiled nuzzling his chest as she lay there.

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End naughty parts
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20. Crushes and Wolves?

Twilight had just finished yet another book from the extensive collection given to her by Midnight. She gave a yawn as she placed it back onto the shelf. She picked another random book from the shelf. This time a reference book on religions. She eyed the title for a moment then began to read. After about an hour she put it down giving it a strange look.

"That has got to be the weirdest book I have ever read." She grumbled. "Maybe Midnight can give me some insight on it later." She raised an eyebrow as she picked it up again going back to a section that had peaked her curiosity.
It regarded a person having multiple wives. What was it called again? Polygamy. She gave a smirk remembering what Midnight had said about having a single wife. If he knew that although uncommon, ponies all across Equestria did practice this as the male female ratio was crazy. It was roughly one male to every twenty mares. So same sex marriages were
often the norm.

"I wonder if Midnight is aware of this, and if he is, what would Rarity think?" She asked herself rubbing her chin in thought. She kept thinking about Midnight and all that had transpired before and after his transformation into an Alicorn. She knew that he is very intelligent, a hard worker, apparently a great lover from Celestia's point of view. Twilight's cheeks burned red from the letter she had received from the princess after he had left the castle. It didn't go into much detail, just that he was incredible every moment her was there. A bit vague on details but Twilight figured out what she was hinting at. She sat there quietly remember every moment Midnight and herself had spent together. Although her past relations with other stallions were minimal, she could point out that every moment she spent near Midnight was yet another moment she found herself fawning over him.

"TWILIGHT!" Spike yelled into her face as she finally came back to reality shaking her head in surprise.

"Oh my gosh! What is it Spike?"

"Rainbow Dash is waiting for you up front." He groaned as her turned leaving the room.

Twilight gave him a disgruntled look as she headed into the front room of the library. RD was there pacing back and forth looking to the floor and mumbling to herself.

"Hey Rainbow, whatsup?" Twilight smiled. Rainbow flew over to her quickly causing her to back peddle a bit.

"We need to talk." She began as she noticed Spike putting more books away. "In private." She added as she pulled Twilight quickly to a back room and closing the door.

"Whats going on Rainbow? Your not acting normal." She asked raising an eyebrow.

"I knoooooow." She trotted in place in a seemingly anticipating gesture. It's about Midnight! I have got to tell someone before I explode!" She said trotting a bit faster. (Imagine the pet episode when RD was in the avalanche and her wing was stuck under the rock. She trotted in place.)

Twilight smiled having a feeling as to what Rainbow was about to tell her. "What about Midnight?" She asked.

"Well the other day Cloudsdale had a malfunction in one of the factories, it cause massive lightning storm clouds to come out non stop. Midnight ended up saving every pony in Cloudsdale with his magic." She slowed her trotting as Twilight looked on in surprise. "But that's not really what got me going....... It was the fact that on the way there he hit Mach 2 with me on his back. That's twice the speed of sound. I don't know if he saw it or not but when he hit mach 2 his Sonic Flamebow turned into a giant phoenix flame mimicking his flight and wing strokes. It was beyond cool!" She groaned now bouncing around like Pinkie Pie.

"So whats the problem?" Asked Twilight. "He saved the day and broke mach 2 in flight. Is there something wrong with that?"

Rainbow Dash stopped, moving quickly to Twilight holding her face in her hooves as she spoke. "NO! Nothing wrong with that at all. It's what happened after all that that really hit me hard. He used up so much magic he ended up passing out while flying. Myself and a few others managed to catch him on a cloud. I stayed with him and we both fell asleep together on the cloud. I woke up this morning with his wing draped over me like a cover. He was staring off into the sunrise and it just melted me." She press her hooves to her face groaning, falling back onto a pile of books with a thud.

"I think I love him Twilight." RD said covering her massive blush.

Twilight giggled as a blush rolled across her own face. "I don't think your the only one with feelings for him Rainbow."

RD rose quickly giving her a funny look until she saw Twilight's ears laying back and the bright red blush covering most of her head. RD laughed moving over and patting Twilight's back a few times.

"I think we both have it bad for him, don't you?" She laughed causing Twilight to nod a few times. "So what do we do? We both have feelings for him so.........." She trailed off trying to think of what to do.

"Well, Celestia has pretty much admitted already having her way with him, and I know he has feelings for Rarity. But I have no clue as to how he would react if we came forward letting him know about our feelings. Maybe we should talk to the others to see what they think." Twilight said rubbing her chin in thought.

XXX

After an eventful evening with Rarity, she was out cold laying on her bed. Midnight smiled pulling a cover over her and tucking her in. The night was still young and the sun had yet to fully set. He decided a nice flight around Ponyville was in order to expend his pent up energy. As he made his way downstairs he heard the door open to the boutique. Without thinking he began.

"I'm sorry but we have closed for the evening." He said as he rounded the corner to see the cutie mark crusaders.

"Girls! How are you?" Midnight smiled seeing them all run up to him.

"Uncle Midnight!" They all yelled in unison.

"We just came by to get our capes, we're going to Fluttershy's to to try and get our cutiemarks in zoo keeping. She has enough animals plus the others that usually come out of the Everfree forest, so I don't think it should be that hard."

Scootaloo said as she headed over to a small trunk, pulling out several capes and tossing them to the others.

"Its getting late girls, maybe you should do this tomorrow. It would be a lot safer during the daylight hours." Midnight said, in an authoritative tone behind his voice.

"Awwwww, but we wanted to try it today. We have so many more plans for tomorrow in case this doesn't work." Sweetiebelle announced.

"Besides, If yer worried'bout us, why don'tcha come with us. You can keep all the monsters away." Applebloom chuckled.

"Yeah, I doubt any monster would mess with a pony that has FIRE as their mane and tail." Scootaloo smirk jumping up onto Midnights back running her hoof through his mane.

Midnight chuckled, "Alright girls I guess I could go with you, but only because Fluttershy's is next to the forest. I don't want you running off anywhere into there though. Better to stay safe than be sorry."

"OK!" They all yelled in unison as Sweetiebelle and Applebloom hopped up onto Midnights back with Scootaloo.

"Onward!" they shouted causing Midnight to chuckle. He moved to the door heading out closing it behind him and locking it taught.

After a short flight and some screaming fillies after they arrived at Fluttershy's cottage. Sweetiebelle and Applebloom jumped down kissing the ground while scootaloo hugged Midnight thanking him for the flight.

"Ah'm never going to go flying again!" Applebloom groaned.

"It wouldn't have been so bad if he hadn't taken that big nosedive." Sweetiebelle lurched but kept her food down.

"Awww come on you guys, that was totally awesome!" Scootaloo shouted as she buzzed her little wings making a slow decent from atop Midnights back.

They walked up to Fluttershy's cottage giving the door a gentle knock. Fluttershy answered the door.

"Oh! Hi girls." She smiled then looked up to see Midnight smiling down at her. She recoiled a bit as his physical nature seemed very intimidating to her. "H-hi Midnight."

"Evening Fluttershy. The girls insisted I tag along with them to your home this evening. They wanted to try to get their cutiemarks as zoo keepers, and what better place than at the ponies home who takes care of animals." He smiled causing her to blush.

"Oh.... well.......... it's no big deal really. I just love animals so much, I love taking care of them." She smiled still hiding behind her mane.

Midnight smiled at her shy nature as he began. "Well girls, lets get.........started?" He trailed off looking down expecting to see the girls but they were nowhere to be found. "Girls? Where'd you go?" He shouted looking around.

Just as he turned he heard several loud screams coming from the forest.

"GIRLS!" Midnight and Fluttershy yelled in unison flying over toward the scream. They landed just as the three fillies ran screaming past them, loud snapping could be heard as trees fell left and right in the forest getting closer and closer. The girls hid behind Midnight as he took a defensive stance guarding them. The snapping came to a stop as a giant wolf breached the outer part of the forest coming to a halt as it saw the Alicorn in front of it. The wolf let out a low growl as it's eye's glowed. It slowly lowered its head as if ready to pounce. That is when Fluttershy noticed the mark on the wolfs forehead. Fluttershy stepped forward beside Midnight looking up to the wolf with a smile.

"Kogu? I-is that really you?" She asked moving closer to the wolf. The wolf stopped growling, its expression turning from snarling to neutral. as it leaned forward giving Fluttershy a sniff. It pressed its muzzle to Fluttershy closing it's eye's and giving a soft rumble. "It is you Kogu, Oh my goodness. You've grown so big I almost didn't recognize you."

"Uh Fluttershy..........." Midnight said still in a protective stance in front of the girls. Fluttershy turned, looking back at the group of ponies as she began.

"I found this wolf as a pup nearby. This mark on her head is a scar. It was bleeding badly so I patched her up and cared for her for a few years until she ran off one night." She patted her nose then gave her a stern look when she told them about when she had disappeared. She looked away from her with a whine plopping down on the ground next to her. The three fillies slowly made there way out from behind Midnight moving forward.

The wolf looked at them giving a loud snort. The wind rushing past them quickly. The halted their advance momentarily as the wolf stared at them. Kogu's ears flicked, swiveling to catch a sound behind her. As Kogu looked back a smaller wolf came out of the forest quickly climbing atop the giant wolf and laying down between her ears looking at the three fillies.

"Oh my. Is this young wolf your's Kogu?" Fluttershy asked smiling to the average sized wolf laying between the giant wolfs ears. The wolf gave a quiet bark nodding its head a bit to get the cub to jump down. After a few shakes the pup reluctantly jumped down, slowly advancing on the three fillies.

"Now then Kria, be nice. Had I known that these three were friends of Fluttershy, I would not have chased them off." Kogu said in a deep feminine voice, surprising everyone.

"Oh my, I didn't know you could talk." Fluttershy said coming up to the giant wolf and giving its muzzle a hug. The wolf let out a soft laugh.

"My friend, I only recently found out that I could speak like you. It has been roughly 8 months now. It surprised me as well. I have not learned much in words so please forgive me if I ask what you mean when you speak."

"This is incredible, I would have never guessed that many other species were capable of speech in this world." Midnight smiled moving a little closer to Kogu. Kogu noticed his advance and spoke up quickly.

"Please keep your distance Alicorn. We know of your power and wish to remain alive." Midnight gave a questionable look at the wolf as he stopped.

Kria the smaller wolf quickly coming to her side and giving a growl.

"I mean you know harm. Please, Allow me the same respect as Fluttershy. I give you my word that no harm will come to you." Midnight smiled causing the wolfs eyes to widen slightly then quickly return to a skeptical gaze.

"Another Alicorn said something such as that previously, That is why we have this scar." Kogu said lowering its muzzle to show the scar on its head. The pup whined giving its mother a gentle lick.

She gave a soft rumble nuzzling the pup.

"Is this pup yours?" Fluttershy asked finally coming from her stupor. Kogu simpley nodded, it's eye's never leaving Midnight.

Midnight laid down quietly looking at the wolf still in disbelief. "You said another Alicorn gave you that scar. Was it a white Alicorn?" Midnight asked.

Kogu gave a loud snort. "Yes, that one thought we to be dangerous because we live in the forest. We were hunting long ago so that we could eat when we chased our prey out of the forest and into a place with many strange structures. At the time we did not know any better, we lost our prey amongst those structures but soon found a much slower prey. It was a small pony such as those three."

Kogu nodded to the cutie mark crusaders. "The Alicorn saw us as we approached the young one and attacked us. We barely made it to the edge of the forest before we were to week to continue. Had it not been for Fluttershy we would not be here today."

Midnight nodded looking away from the wolf. "That is understandable. I was going to protect these three but with less force, had you attacked."

Kogu gave Midnight another questioning look. "What do you mean with less force?" She asked.

"Well I would have used magic to just hold you in the air. I would have then talked to you to try and get you to understand. If that failed I would have let you go and place a forcefield around all of us until you had left."

Kogu seemed to understand what Midnight was talking about giving a nod. "That is quite generous of you. Most would not think twice before taking the life of a lesser being."

"You are not a lesser being, you are an equal and nothing less." Midnight gave an audible snort surprising the wolf. Kogu stood slowly, moving to the Alicorn and giving him a sniff. He stood at attention watching the wolf. The three fillies ran to Fluttershy hiding behind her but watching the wolf.

"You....... fear me." The wolf said giving midnight another sniff pressing its nose roughly to the side of his face.

"I do......." he replied.

The wolf circle him as he stood still. Midnight could feel himself sweating in the wolfs presence as it was nearly three times his size.

"You are Alicorn, you have great power, yet you fear a lowly creature such as myself?" The wolf commented moving back to in front of the black Alicorn.

"As I said before, you are an equal, nothing less." Midnight stated causing the wolf to snarl loudly snapping its maw just inches from the Alicorn's nose.

Fluttershy and the three fillies recoiled slightly in fear for Midnight as they watched. Midnight simply stood still, visibly shaking slightly.

"You still do not attack me, even though I show you aggression. Do you wish to die Alicorn?" The wolf growled loudly. Midnight took a deep breath releasing it slowly as he kneeled in front of the great wolf as if kneeling to royalty. Kogu back peddled from this action.

"What are you doing?!"The wolf barked startled by the action.

"Showing you that I mean no disrespect to you or your cub, I may be Alicorn but I am far from being evil, or unkind to any and all beings." Midnight spoke, still kneeling.

"But you are Alicorn, you are the most powerful being in existence, How could you respect those without power?" Kogu spoke, her voice visibly shaking.

"I respect everything in existence because everything has a place in existence. From the tiniest thing, to entire galaxies. Nothing exists that I do not care for." Midnight smiled as he stood and approached the wolf.

"Keep your distance Alicorn." Kogu growled watching him advance. Midnight closed his eyes as he approached the giant wolf. His mane and tail turning from its regular flame to a gente blue. The wolf growled stil,l even as the Alicorn pressed forward. "I SAID STAY BACK!" Kogu shouted right in his face. Midnight continued to advance even as the growled died to a whine. He pressed closer gently nuzzling the giant wolf. Its whine slowly left being replaced by a soft rumble. The small wolf barked at Midnight showing a little more aggression, It came up biting Midnights leg. Midnight let out a small whinny of pain pulling away from the giant wolf. The little wolf latched tightly onto his front right leg.

"Kria! Let him go!" Kogu growled causing the pup to let go, recoiling to its mothers side.

Midnight lifted his front leg in slight pain as a small trickle of blood could be seen dampening his fur. Kogu moved its head to the injury giving it a sniff then a small lick tasting the blood.

"You..............bleed?" Kogu looked in shock at the Alicorn.

"I may be a powerful being, but that does not mean that I cannot die, or be injured." Midnight smiled as his horn glowed casting a healing spell onto himself.

The wound quickly healed revealing a small scar were the pup had bitten him. Kogu looked in disbelief before asking.

"You have great power and can remove scars. Why did you not remove that one?"

"For the same reason that you have your scar. It is not only a lesson to be learned, but to also show empathy toward any and all creatures great and small. I may be able to remove it, but I choose not to out of respect." The wolf gave a chuckle then did something surprising. It licked Midnight across the face. Midnight stood shocked for a moment before laughing.

"So I take it you trust me enough now to know that I will not harm you or your pup?" He smiled, Kogu nodded laying back down. "Can I trust you not to hurt these three children as well?" Midnight nodded to the children who looked wide eyed at the wolf.

"You have my word, It would be nice to have some more company to play with Kria. I am getting much older and cannot keep up with her as much as I used to. Her having playmates would be a welcome treat. I understand they meant no harm coming into the forest. It was just my bad experiences with ponies before that made me act the way I did. Should they
come to visit, know that they will be protected and cared for." The wolf gave a toothy smile that although pleasant, was unnerving at the same time.

Kria came forth, ears laid back looking at Midnight, she gave a quiet whine nosing the spot she had bitten. "It's ok small one, you have nothing to regret. You were simply protecting your mother as I would have protected my friends and family. Know that no hard feelings are felt toward either of you." Midnight smiled to the pup which turned her behavior around. She gave a happy bark wagging her tail.

"Please do come out children, Kria wishes to play." Kogu said nosing her pup in the rear to move her forward.

Sweetiebelle, Scootaloo, and Applebloom came out from behind Fluttershy moving to the pup who was doing the same. The three fillies sat down in front of the pup and introduced themselves. Kria looked back to her mother then to the fillies giving a playful bark and bounding around them playfully. They giggled and followed her. Everyone smiled watching the youths.

The sun was now sinking below the horizon, sending hues of bright orange, pinks, and purples across the clouds in the sky. Soon the colors faded to a more rust red and then to the night sky as it lit up with tiny sparkles covering it. The girls had finished playing with Kria while Fluttershy and Kogu caught up. Midnight simply stuck around to enjoy the others conversation.

The girls trotted back to Fluttershy's each with a large yawn. The wolf pup Kria gave a whined yawn as well moving onto her mothers back to be carried home.

"This was a pleasant evening despite the awkward start. I enjoyed our conversation Fluttershy. Midnight, I would be honored to come visit again in the near future, As I'm sure my pup will as well."

Kogu gave a laugh as Kria gave a happy bark in agreement. "And I would like to thank you again Midnight, for being so kind and not judging me from first glance."

Midnight gave a smile nodding to the wolf and pup. "It was no trouble at all. No matter the being, I'm sure there can always be a way to become friends."

Kogu nodded turning around and heading back into the forest disappearing from sight into the darkness. The three fillies had made there way onto Midnights back as he lay on the ground. They rested quietly falling asleep between his wings.

"I think I had better get these three home." Midnight said smiling back to the three fillies who had made a bed between his wings.

You can stay here for the night if you would like." Fluttershy said as a blush crossed her face. Midnight looked back to the sleeping angels on his back then to Fluttershy. "I think that would be nice. It is a long walk back to town and I would hate to wake these darlins." She gave a small smile then led the way inside. Although a tight fit Midnight managed to shrink just enough so that the sleeping fillies on his back would have enough room without waking them up. He walked silently over to the sofa taking a seat in the floor next to it.

Fluttershy then realized that the couch was to small for him coming over and giving him a few pillows. "I'm sorry, I should have realized how big you were before offering you to stay, I don't want you to be uncomfortable." She whispered as she
began placing pillows around him. He gave a small chuckle. "It's no problem my dear. Watch." He smiled as his horn began to glow faintly, A small whirlwind formed in front of him as a cloud began to take shape. It was relatively thin but just big enough to hold him. Fluttershy's eyes widened at the feat of magic.

"Oh...........my." She said shyly looking at the small cloud.

Midnight climbed onto it laying down. His head lay on the thicker part of the cloud as he looked at Fluttershy. She gave a smile hiding behind her mane.

"Would you care to join me?" He smiled causing her to blush furiously.

"Oh..... no...... I don't want to be any trouble." She said tracing circles with her forehoof.

"Its no trouble at all, but if your uncomfortable about me asking you I'll understand." He gave a slight chuckle looking away.

"Oh no its not that. It's just that there isn't much room." She piped up a little looking at the small amount of space on the cloud. Midnight gave a smile using his left wing he gently pressed the cloud out further making just enough room for Fluttershy.

She blushed brighter than any pony he had ever seen her blush. She started to get onto the cloud but stopped for a moment.

"Oh we need a cover." She said as she started toward the stairs.

"No need Shy." He smiled again raising his wing that had pushed the cloud.

"But what about the girls?" She asked looking at them.

"My mane is naturally warm and doesn't eat oxygen. It's like a living blanket. Now quit fussing and come on to bed." He gave her a wink making her look to the floor as she trotted silently back to the open spot next to Midnight. She jumped onto the cloud laying down. Midnight placed his wing over her gently pulling her near him. His body heat quickly putting her to sleep. The night went on as he too, soon fell asleep.

22. Paying back the Twins?

Authors Note: More Naughty pony play in this chapter. Hope you guys like this one.

Rarity and Midnight were making their way to the spa, it was just before lunch so there wouldn't be a lot of ponies at the spa. Midnight looked to Rarity as they walked from the boutique.

"So I have to ask again, anything goes right?" Midnight gave her a nervous look.

"But of course darling. I have had a few relationships in the past that had gone the same way, the only bad part of it was that the stallion was rather........... abusive at times. But I'd rather not discuss the past, let us talk about how you intend on playing along with our little plan." Rarity smirked causing Midnight to blush slightly.

"I don't know hun, although it sounds fun, I dare to think about what those two will do in return. Do you think they will play along, be more forceful, or be submissive? Either way I like the idea."

"Well I'm not sure, they will most likely be timid at first but once they know you'd be happy with the special, I think they would go all out. Especially since your now a hunky Alicorn." Rarity giggle nuzzling against his side lovingly.

"Welp. We will soon find out." Midnight laughed nervously as they arrived at the spa. Rarity walked in first.

"Aloe! Lotus! Darlings. The usual please for my guest and me." Rarity announced smiling to them. They both smiled which turned to shock as Midnight walked into he spa right behind Rarity. They visibly trembled. They looked to Rarity for a moment.

"Rarity" Aloe began. "May we speak to you privately for a moment?" Lotus finished.

"But of course." Rarity smiled following them into the back room.

After several uncomfortable minutes up front, Midnight was rejoined by the three mares that were there previously. Rarity nodded to Midnight who followed her into the steam room just down the hall and through a door. He had to shrink himself slightly to gain access to the steam room. Rarity and Midnight found a spot next to each other in the back corner of the room alone.

Rarity kept quiet during the entire steam session. Midnight was growing increasingly nervous waiting on the massage session. His mind kept racing wondering what was going to happen, if anything. The buzzer went off after a short time sounding off that the steam session had ended. They made way to the showers quickly rinsing off and heading into the
mud and seaweed wrap area. Aloe and Lotus were waiting with a smile on each of there faces. Those smiles temporarily dropped but came right back as they saw Midnight enter the room. After a couple minutes of wrapping Rarity they slowly
made way to Midnight, He only smiled at them as they nervously began to wrap him in seaweed. They started with his front torso and neck, slowly wrapping his wings separately then his stomach and finally flank area. He looked back seeing there astonishment at his cutiemark. That's what he though they were looking at anyway. He whipped his fire tail at them causing them to back peddle slightly gasping. Lotus fell into the mud bath next to him. She came up gasping for air covered in mud. She blinked away the mud looking up at midnight who was laughing loudly. She went outside of the room as Aloe stayed behind for a moment cleaning up the muddy hoof prints she had left. Midnight sank slowly into the mud bath resting back against the wall like he had done before. Unfolding his wings and letting them literally be held in place inside the mud. Soon the timer went off and they had to leave the mud baths heading into the shower area to rinse it all off.

After a short break in the shower area Rarity was cleaned first and went on to the massage area. Midnight took extra time to clean all the mud out of his feathers.

"Dang this is going to take forever." He thought to himself as he rinsed a wing and then the other. It took nearly 30 minutes to get all of the mud off of him and his wings. He made his way quickly to the massage area, As he entered he noticed Rarity wasn't on her table getting massaged. All three of the girls were lined up next to a large table.

He stopped for a moment looking at them with a a raised brow. All three grinned widely at him. He chuckled for a moment realizing what was going on.

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Begin naughtiness
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He looked at Rarity as he climbed onto the table laying down on his stomach. "You set me up didn't you?" He smirked at Rarity.

"Muah? Never!" She giggled coming up to his head giving him a loving kiss. He smiled for a moment until he felt some straps holding him down. He gave a quick gasp as he felt another strap wrapping around his mid section holding his wings to his frame. He looked back for a moment seeing that Aloe and lotus were quickly strapping him down. He grinned at them.

"Having fun ladies?" He laughed.

They pulled a hoof up to there mouths giving a giggle each. Midnight smiled turning his head forward again to see Rarity's rear pressed close to his face, her tail slightly raised to one side.

"Ah so I was right then." Midnight grinned causing the girls to stop for a moment. "You two like to be the dominant type." He heard hoof steps as Aloe came up to the side of his head.

"You are correct my dear." She said placing a strap to hold his head in place. "And my sister likes to punish bad ponies who try to get back at us." She giggled rubbing her hooves together evilly. Midnight knew what was about to happen and was about to speak when a loud crack filled the room. Midnight flinched hard as a sweltering pain surrounded his cutiemark.

"HNNNNGGGGH! SON OF A *CRACK* DAMMIT!" He shouted as another crack hit his flank. He let out a loud snort looking to the side as best as he could. Lotus trotted up to his head giving a giggle.

"Such a naughty stallion you are, causing me to fall into that mud bath. You need to be punished more thoroughly." She cackled standing up onto the side of the table next to his head. She reached

down gently biting his ear then tugging at it hard causing him to groan in pain. She stopped for a moment also doing it to the other ear. He let out another snort just as another crack sounded across the room. He let out a growl looking to Lotus. At that moment Rarity pressed her wet plot to Midnights muzzle. Although surprised he couldn't help but take in how good Rarity smelt. He let his tongue press out and into her folds. She gave a startled gasp at the sudden intrusion, Her tail hiking higher as she pressed back more.

Lotus came up to Rarity's side whispering in her ear. Rarity shook her head as they both smiled back to Midnight. He stopped for a moment to make a comment but didn't get it out as Rarity pushed back to him again.

"No talking, or the pony will be punished harder!" Rarity cackled putting emphasis on the word harder. At that the riding crop being used to smack Midnight flank smacked even harder causing him to cry out. He let out a sigh after the yelp.

"This is starting to feel good." He thought to himself. He continued his onslaught against Rarity mound causing
her to give little whimpers of pleasure, She bit her bottom lip to stifle some of the sounds looking back and watching Lotus climb up onto the table straddling his head just behind his ears leaning forward toward his horn.

Such a good boy, not making any sounds. I think you deserve a reward." Lotus smiled leaning down to about half way down his horn.

"Reward?" He thought to himself. "What kind of reward could sheeeeeEEEEEEEEEEEEEEEEE!?" He began but tensed up, his entire body seizing as Lotus licked the length of his horn in one quick slurp. He went completely limp letting out a very contented moan his eyes rolling back into his head. Rarity turned around giving him a kiss then speaking.

"My goodness, such a sensitive horn you have darling." She cooed nodding to Lotus who gave another longer yet slow slurp causing him to tense up again.

*CRACK*

Aloe couldn't help herself and walloped Midnights flank hard with the riding crop.

Midnight went limp again as the pain and pleasure mixed, he twitched slightly a wide smile across his face. Lotus nodded to Aloe who pressed a button on the side of the massage table which in turn slid a middle section away from Midnights groin area, the sides still slightly held up but at an angle. His legs fell free to the floor as did his member which was now at full attention.

"OH my goodness!?" Aloe stated bringing a hoof up to her mouth as her eyes latched onto Midnights member. Rarity smiled trotting up to her.

"Its even better than you think." She whispered into her ear giving it a nibble as she pulled away. Aloe shivered in delight moving below Midnight and laying down onto a smaller table below him.

Lotus peaked around seeing the giant member giving an audible gasp. Her gaze met Rarity's with a smile. Rarity gave a chuckle moving back to the front of Midnight. She turned pressing her plot into his face again which he eagerly began to lick and tease causing her to moan out. Lotus was beginning to get rather wet now straddling Midnight's mane. She jumped off the table much to his dismay, then placing herself into a parachute harness latching it tight and using a small switch pallet attached to it to pull her into the air. She moved herself over top of Midnight's head gently lower herself onto his horn.

At that same moment Aloe pressed his member into his entrance while Rarity pressed her plot harder to his lips. There were so many sensations going on at once that he was loosing control. His mind kept screaming at him to cum but all he could do was lay there helpless as the three mares continued there assault. Rarity moaned out as she finally came sending her honey out and onto his muzzle. He panted taking in her scent. Aloe and lotus continued. Aloe fucking his member while Lotus fucked his horn. Rarity moved up to his horn watching Lotus riding it. She gave a grin as she began to lick the base.

Midnight moaned out as he was now close to release. Aloe moaned out as she finally came, Making Midnight cum into her tight plot. He tensed up for a moment but started to tense up even more as he felt a pressure build up quickly in his horn. His eyes went wide as a fire raged in them. He yelled out as his horn glowed brightly. Lotus screamed out throwing her
head back as she came, clamping down onto his horn.

Light could be seen in her belly as the magic grew in intensity. After a moment passed Midnight went limp panting heavily, his eyes closed. The straps were quickly removed as the three mares began to clean themselves up. Midnight lay there completely spent.

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Midnight and Rarity left the spa quietly, both with a smile on there face. Aloe and Lotus gave a contented sigh as they closed the shop for the day to bask in there afterglow of having just fucked the only male Alicorn alive.

"So did you like my little surprise darling?" Rarity cooed nuzzling Midnight as he walked.

"Heh, had I known you would be into having more than one partner at a time, I might have asked you the first time we made love." He laughed causing her to blush.

"I'm not really into that sort of thing, however the twins are long time friends and we have shared stallions before, They are really the only friends I can think of who may not be offended at the idea. Then again I never really got the nerve up to ask any other pony about doing that." She said looking puzzled with herself.

"Maybe you should ask your best friends if they have any feelings for me? I know Twilight feels something but she is just to afraid to say anything. RD might ever since we raced to Cloudsdale to take care of that storm. AJ has been acting a little funny as well since I saved her sister. Fluttershy is a complete mystery though, she is waaaaay to shy for her own good. She is extremely hard to read." Midnight groaned thinking of the whole wolf incident again.

"Don't you worry about Fluttershy darling, I'm her best friend, I can get her to talk the next time we go to the spa. I'm practically the only pony she opens up to." Rarity smiled teasing Midnight.

"Talk to the rest as well, I'd like to find out if they do feel anything." He gave a smirk.

"Why do you want to know so badly? Am I not enough for you?" Rarity gave a pout

"NO! YES! I-i i i i...." He was put silent by a hoof to his mouth. Rarity began laughing at him. "I'm only joking darling, please don't get so flustered over such a silly question. Your reaction is pretty much the same as my previous stallion friends. It's no surprise." She laughed.

Midnight smiled as she moved her hoof away, leaning down and giving her a kiss on the lips. She blushed lightly as they kept walking. They made way to the boutique for a pleasant nights rest.

23. Cloudy Skies, and down home cooking

Authors Note: More Naughty fun here, but its short and can be passed over without really interrupting the story. Hope you guys like this chapter.

Twilight was sitting at her desk, scrolls and books scattered around her. She was trying to find the source of why Charles had turned into an Alicorn but came to no conclusion. She had spent almost an entire month now trying to find out the cause of why an Alicorn was chosen but just couldn't find the information. She fell back onto a large pillow behind
her giving a frustrated groan. She pulled her hooves up to her eyes rubbing them to try and wake herself up. Upon removing her hooves she glanced to the clock for a moment, doing a double take as her eye's went wide looking at the
time.

"Oh my. I cant believe what time it is!" She looked at the clock as the hour hand hit 3 am. The minute hand just past the 3. She gave another groan as she got up and quietly made her way to her bed upstairs. She glanced over to Spike who was curled up into a tiny green and purple ball in his basket. She smiled using her magic to gently place a cover over him, pulling herself into bed and under the covers. She turned over looking out the window into the night sky.

"I hope nothing goes wrong with that spell...." She spoke silently as her eyes became to heavy to keep open. Sleep taking her quickly.

XXX

Rainbow Dash was awake early for once to clear the skies. The weather reports called for clear skies and RD was promised off the next two days if she could get up early and clear them. Not being one to miss an opportunity to have a couple extra vacation days she forced herself to get up early.

"Ugh! I hate morning's. But this will be worth the missed sleep if can have a four day weekend." She giggled to herself as she thought of what she had in store for those few days.

"I just hope everything goes alright." She said as she bucked another cloud quickly moving to the next one. As she was flying to the next cloud she noticed a dark spot in the distance. She made way to the next cloud bucking it into oblivion as she kept an eye on the dark spot. It was slowly getting bigger. She took the opportunity to hide behind a cloud that she was getting ready to buck so she could keep an eye on it. After a minute the said spot came into view.

"Midnight!" She squealed happily as she watched him fly by, roughly fifty feet below her. She grabbed the cloud with her legs, using her wings to propel her and it forward silently following Midnight.

"I wonder what he's doing up this early? The sun isn't even up yet." She thought to herself. She quickly stopped as Midnight landed on a cloud higher up above the cloud line. He quickly laid down, his vision on the horizon. RD gave him a curious look as she moved closer ever so slowly.

"What'cha doing up here this early Midnight?" RD shouted causing him to scream out like a little filly. His head shot around as he saw a blue pegasus with a rainbow main fall laughing from her cloud. He looked over the edge of his cloud just as she zoomed up to him. He gave her a disgruntled look causing her to brush the back of her neck with a hoof.

"Uh.... sorry about that. You just looked so out of it. What are you doing up at this hour and up here anyway?" She asked landing beside him and laying down facing the same direction.

He smiled looking forward as he spoke. "Watch the horizon." Is all he said. RD looked to the horizon just as the sun was cresting it. The clouds in the distance shown a beautiful hue of oranges and reds. The sky turned slowly from the dark night into the blue sky she loved to soar through.

"Woooooooow." Is all that escaped RD's mouth as she lay there, her mouth slack as she watched the sunrise.

Midnight looked down to her with a smile giving her a quick nudge with his nose causing her to fall over onto the cloud.

"H-hey!" Was all the was heard as her legs thrashed wildly. Midnight laughed watching her. He sat there for a couple minutes watching her flail until she stopped.

"Uh....... Rainbow? Are you *snicker* stuck?" He asked beginning to laugh again.

RD gave a loud sigh. "Yes, now can you please help me since you caused this?" She groaned waving her legs about.

Midnight gave an evil chuckle causing RD to tense up. She had never heard him laugh like that before.

"Oh really now? You are truly stuck?" He snickered.

"YES! Now will you please help me out of this stupid cloud?" RD groaned again. She listened for a moment as she could tell Midnight was moving. She waved her hoof about attempting to grab onto his. She gasped out loudly and began laughing as Midnight started to raspberry her belly.

She screamed out begging him to stop between laughs. The onslaught carried on for a good two minutes before he finally stopped and pulled her from the cloud.

After she regained her breathe she looked up to Midnight who was grinning ear to ear. She smirked then quickly bucked the cloud they were sitting on. It disappeared quickly sending Midnight toward the ground. He screamed out surprised as he fell, causing RD to chuckle. He quickly regained his bearings flying back up to her with a raised brow. RD grinned at him.

"Paybacks a bitch ain't it?" She laughed flying circles around him.

Midnight couldn't help but laugh. "So what are you doing up so early? I thought Ms. Dash slept in all day." He gave a friendly wink.

"Bah! I had to get up early to take care of all these clouds. If I do that, then I can have a four day weekend all to myself to do what I please." RD smirked.

"Sounds good to me. How many clouds you got to take care of?"

RD looked for a moment then groaned seeing all the clouds she had to take care of. "Darn it!. This is going to take all day."

Midnight gave a chuckle watching her reaction after finding the answer.

"Yep, this officially sucks. I'm going to have to get rid of every cloud within a 20 mile span. By the time I'm done I'm going to be so tired I wont enjoy but maybe a three day weekend." She groaned rubbing her temples trying to think of a faster way to do the work.

"Well I could help you RD. I didn't have any plans for the day. We could hang out for a bit if you want my help."

"That would be awesome. I bet you could get rid of all of the clouds in tens seconds flat with your magic." RD smiled widely.

Midnight laughed inwardly for a moment thinking to himself. 'I think ill have a little fun with Rainbow Dash.' "I don't know RD. This is your job after all.

Maybe I should just supervise." He gave a little smirk.

"Seriously?! your not going to help me out?! Come on, PLEASE!" She begged pouting her lower lip.

Midnight rubbed his chin with a hoof looking at the scenery. There were tons of clouds all around. He continued looking, not giving an answer as if contemplating RD's question. RD was flying in circles groaning. Finally speaking up again.

"PLEEEEEEEASE! I'll do anything!"

Midnight gave her a devious grin. "Anything huh?"

RD mentally kicked herself for saying that, looking at Midnights expression. "UGH! Yes anything!" She slumped, defeated.

Without further word Midnight faced away from her, his horn glowing. A magical aura enveloped his wings as he landed onto a small cloud. With his wings still spread wide he gave a mighty flap pushing himself and the cloud back several feet. Rainbow watched as all of the clouds in front of Midnight suddenly began to explode in the air. Her jaw dropped as she continued watching, after five more flaps every cloud within twenty miles was gone. The only one left was the one Midnight was standing on. She landed next to him on the cloud looking up to him.

"You are so overpowered it isn't even funny." RD laughed shaking her head in disbelief.

"Just another perk I have." He laughed taking a nosedive off of the cloud he was standing on. RD made quick work of the cloud as she dove through it after Midnight.

After catching up to him and leveling out they began to fly over the Everfree forest.

"So what did you have planned for the next four days RD?" Midnight asked.

"Nothing really. I was just going to try out some tricks and maybe read a new Daring Do book. Maybe take a few naps." She laughed.

Midnight flapped a little harder moving away from RD, causing her to smirk at him. He looked back giving her a wink.

"Come on slow poke." He yelled gaining more speed.

"Oh he did NOT just call me slow poke!" She growled giving an evil smirk. She flapped harder and harder as she caught up with him. He looked back turning over onto his back as he began to fly upside down. He gave her another wink moving a little faster. Rainbow gawked seeing how quickly his skills at flying had improved. She pulled up next to him as she spoke over the wind.

"How did you get so good so quick? And how in the hay can you fly upside down at this speed. Even I have a hard time doing that."

Midnight laughed as he spoke. "Well I learn very quickly, especially now since I can wield magic and fly. If I can try it once I can do it within a few attempts."

"That's just crazy. So how fast have you flown? Ever get past mach two" She smirked at him already knowing the answer.

"Nope, but I can hit mach ten if I want." He gave her an evil grin knowing that would eat her up.

"That's a bunch of Bull! Nothing can go that fast, not even me!" RD snapped.

"Well if you'd like to take a seat, I can give you a ride around the world in ten seconds flat." He laughed using her line. RD was now visibly fuming, She landed onto Midnights back wrapping her arms around his neck and talking into his ear.

"Alright mister speed demon. If you can reach mach ten I will personally be your slave for the day." She laughed knowing there was no way he could pull it off.

Midnight laughed loudly shaking the air around them. "You might just regret that bet sweetheart." He said as he flapped his wings hard a few times to gain tremendous speed. Within a minute they had broken the sound barrier. Another minute and they hit mach two. RD's heart was racing as she watched the world zip by faster and faster. A blue aura enveloped them as Midnights horn began to glow.

"Whats the big deal?" RD asked looking around them.

"Well if I went any faster than this you may not survive because the wind would rip you apart. This shield reduces the friction from the air to nothing but it still creates a little drag so I can break the sound barrier."

"That's cheating!" RD said giving him a hurt look.

"Nope, perfectly fair. You didn't give me any conditions as to how I could break mach 10." Midnight laughed. Rainbow suddenly felt a lump in her throat, she knew she was going to loose the bet.

"After a few more minutes Midnight had finally reached mach ten and had flown around the entire world. RD was grinding into Midnights back at how fast everything was moving around them. She had never gone this fast in her life. She didn't realize it until after she was already wet but riding the Alicorn at mach 10 was the ultimate turn on for her.

Midnight blushed as he felt RD grinding on his back. A small wet spot at the center of it. RD leaned up to his ear talking into it over the sound.

"I-i cant stand it anymore. This speed. The rush. It's making me so hot I can't stand it." She moaned pulling away from his ear giving it a rough bite.

Midnight, although a little eager at this point, was astounded at Rainbows forwardness. He started to slow down but stopped his deceleration when RD came back up to his ear screaming into it.

"NO! Don't slow down! Go faster! Fly upside down and I'll do the rest." she bite his ear hard making him growl, he gave a wicked grin turning over and flying on his back as RD climbed around him onto his stomach.

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Rainbow now on Midnights stomach went wide eyed at the sight before her.

"That has got to be the biggest dick I have ever seen." Rainbow thought to herself as she moved further down giving the head a lick. She felt Midnight loose some altitude, giving a shudder of pleasure from what she had just done. She grinned turning around looking up to his face. Midnight looked down to her giving a smirk. RD slowly rubbed the head of his member against her wet plot. Both giving a pleased shudder. She gently bit midnights chest as he flapped harder increasing their speed. Everything seemed to be a blur as the speed increased. RD gave a smirk pressing down hard and screaming out in pleasure as she forced ever inch of Midnights member into her. Midnight's wings suddenly locked up at the sudden sensation but quickly regained himself as he climbed back into the sky.

"Oh Celestia!" She moaned pulling up and slamming herself back down onto his cock. "Your....... so............. huge!" She cried out at each slam.

RD was in pure ecstasy. The wind ripping by at untold speed, the world a complete blur as it moved by. It was a sensory overload to her. After only a few minutes she screamed out, her plot finally hitting its peak as she came harder than she had ever done before. It continued for well over a minute until her eyes glazed over. Midnight felt her coming and looked down watching her O face.

After she opened her eyes revealing the glaziness. Midnight took hold of her with his magic as she went limp. He began to slow down, looking around to locate were he was at in the world. After a few minutes he noticed Canterlot in the distance and began heading toward Ponyville as it was a short distance from there.

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Midnight landed just outside Ponyville, setting Rainbow gently onto the grass, he plopped down right next to her. She lay there with a smile across her face as a light snore escaped her lips.

"That poor girl must have been pent up." Midnight laughed.

About an hour had passed when Rainbow finally began to stir. She awoke with a yawn turning onto her other side she groggily opened her eyes seeing Midnight laying at her side.

"Heh, what happened?" she asked catching Midnights attention.

Midnight's head snapped to her hearing her speak. He gave a smile as he spoke. "Well it appears that you passed out from what I'm guessing was an earth shattering orgasm. Didn't know I was that good." He laughed.

Rainbow stood up smirking at him. "Your not, it was the speed that got me off." She laughed spreading her wings.

"Ouch, not cool Dash." He cringed at the remark.

"Well, that was fun, but I'd better get back home. Got some stuff to do." She smiled getting ready to launch herself into the air.

"Oh really, slave?" Midnight chuckled causing RD to freeze before launching herself into the air.

"Ah come on! I didn't think you would really make me be your slave." She groaned falling to her haunches and crossing her forelegs in defeat. A disgruntled expression across her face.

Midnight laughed seeing RD's expression. "Nah, I'll let you off the hook for now. I might have my fun with you later though."

RD's face burned bright red. She gave a wink then took off into the sky.

Midnight watched as she took off toward her cloud home, a bright rainbow streak in her wake. Midnight lay there for a few minutes trying to think of what to do. He hadn't been through town all the much nor to a few of his friends homes.

"Maybe I should go see AJ. I haven't been to the farm since rescuing Applebloom." He thought quietly as he stood up spreading his wings and taking flight.

After a short flight her arrived at Sweert Apple Acres to see AJ and Big Mac pulling the last few boards from the fallen barn that had almost taken Appleblooms life. He landed a few yards from AJ who came up to meet him.

"Well howdy Midnight, What brings you here?" AJ smiled pulling her stetson from her head and using it as a makeshift fan to blow cool air on herself.

"Not much really. Just thought I'd fly around a bit and see what my friends are up to." He smiled.

"Well ya ain't gunna see much here, We just finished tearing apart this here barn and were gunna make some fence posts from'em. Got tah put up some new fencing around the farm. Big mac and I are gunna be building a new barn within the next week if we can get these boards fixed in time." She smiled wiping her brow and then pointing to the huge pile of lumber that was previously the barn.

"If ya need some help, I'd be happy to assist. I don't have any plans for today." Midnight smiled.

AJ stood there for a moment rubbing her chin with a hoof, contemplating on accepting Midnights help. "Well, Ah guess it wouldn't hurt any, Sides with ya being an Alicorn Id think you could build the barn purty quick." She smirked.

Midnight smiled walking over to the boards that had been piled up. Using his magic he quickly sorted them by length and pulled the nails from them within only a few seconds. He placed them onto the ground side by side with the nails placed into a large bucket. AJ's mouth gaped at the sight.

"Boy, howdy. That right there would have taken us at least the entire day Night." AJ beamed.

"So you need these boards a certain length? Also do you have the blueprints for the new barn as well?" Midnight smiled.

"Hey Big Mac. Take five. Me and Midnight got this here covered." AJ nodded to Big Mac.

"Eeyup."

AJ turned back around to Midnight smiling. She pulled out a piece of paper from her saddlebag giving it to him. "These are the instructions for the fence.

"How do ya plan on cutting them boards though? We only got a couple saw's and they ain't to sharp." she said giving a sigh looking to the rusted saws.

Midnight looked over the instructions and began placing the board in stacks. "Like this." He smirked as his horn glowed brightly. A giant transparent sword manifested above the two ponies. AJ looked on in amazement as the sword swung downward hitting the boards all at once. It disappeared quickly into the air . Midnight pulled the short leftovers from the boards placing them to the side.

He looked at all of the boards that had been freshly cut giving a smile. He looked back to AJ who sat on her haunches amazed at what she had just seen.

Midnight walked over to her placing a hoof under her chin as she continued to stare at the lumber pile that had been perfectly cut. He closed her mouth giving a chuckle.

"Now how about that barn schematic AJ?" Midnight laughed.

AJ pulled herself from her daze reaching into her saddlebag again, pulling out the blueprints for the new barn. Midnight took the blueprints with his magic floating it up to his face, giving it a once over he smiled walking over to the new timber that had been purchased for the new barn. He placed the boards in the same manner as the others cutting them all into the exact sizes needed. He sat everything up quickly and was soon building the barn. Big Macintosh had come outside with a large pitcher of cider placing it onto a barrel as he watched Midnight work.

After ten minutes the barn had been completely built with the exception of paint. Midnight fell to his haunches giving a tired breath.

"Whew, that was fun." He laughed panting. AJ brought him a flagon of cider which he eagerly drank it down, giving a contented sigh as he emptied it.

He stretched his wings out, pulling them back in as he gave a shake.

"Night, ah don't know how ta thank ya for yer help. It woulda taken Big Mac an me a good month ta build that barn if you hadn't come along." She pulled her stetson to her chest giving a slight bow to her friend.

"Ah it was nothing AJ, Your a good friend and I love to help anywhere I can. So don't ever hesitate to ask me something if you ever need anything. No matter what it is." Midnight smiled

"And that goes to you to big guy." Midnight laughed ruffling Big Macs head mane.

"Eeyup, same goes for you too." Big mac smiled.

Midnight looked at his handy work, or hoofy work. It was around two in the afternoon and he could feel his stomach knotting up from the lack of breakfast. AJ and Big mac were talking just out of hearing distance from Midnight. After a minute AJ spoke up.

"Heya Night, Care to join us for an early supper?" She spoke as she walked up to him.

"Nah I'm good." He spoke just as his stomach growled loudly.

"Yer good huh?" AJ laughed.

"Well, I might be a little hungry." Midnight gave a embarrassed smile, His stomach growled again. He looked back at it with a furrowed brow and pouted lip, then back to AJ. "Ok, maybe a lot hungry."

AJ busted out laughing. Big Mac gave a hardy chuckle shaking his head as he led the way into the house.

Midnight had to shrink himself once again to fit inside the door to the farmhouse. He could hear noise from the kitchen as AJ and Big Mac entered.

"Heya AB, got supper cooking?" AJ asked her little sister as she stepped to her side pulling down a bowl she was reaching for from the shelf.

"Yea, ah just needed a mixing bowl to start on the pie crust." She smiled as AJ handed her the bowl. The little filly hopped down from her post moving back over to the stove were a few different pots and skillets were cooking the family's dinner. AJ and Big Mac aided her by setting the table, checking the food to make sure it wasn't overly cooked. Midnight took a seat in the living room taking in the smells of dinner wafting through the house. He closed his eyes as he singled out the smells.

"Mmmmmm, Green beans, corn, biscuits'n'gravy, Apple pie, caramel?" He thought to himself as the last one kind of threw him for a loop. "Caramel? OH! Caramel Apples!" He said as AJ walked into the living room.

"Yep, Caramel apples. The caramel is on the stove nice'n'hot there Night. ah'll turn it off about half way through dinner so it'll be nice'n'thick for the apples."
AJ smiled taking a seat next to Midnight on the couch. She lay back relaxing tossing her stetson to the side. He head rested back onto the couch as she stared into the ceiling.

Midnight thought more about the food being prepared which in turn made his stomach growl again. "Oh hush you, you'll get your food shortly." Midnight grumped at his stomach making AJ laugh.

"Ya know, I could snatch a biscuit for ya." AJ smirked

"Nah I'll survive, don't want to spoil my appetite for supper. It's been years since I've had a decent home cooked meal." Midnight smirk only causing AJ to gasp softly in disbelief.

"Yer kidding!? Well how in the hay have ya been feeding yerself then?" She asked cocking an eyebrow.

"Back in my home world, almost every town has a minimum of one fast food restaurant. I would usually just get a bite to eat from one of them then go to work. Get off work grab another bite then head home. I seldom cooked. Good thing some of the places I ate at had a buffet with lots of home cooked variety foods. So having an actual home cooked meal from someone I know was a very rare occurrence." Midnight shrugged sitting back into the sofa. He looked over to AJ who was in the process of crying while staring at him

"Wow AJ are you alright? I didn't say anything to upset youuuUUUUU!?" He asked just as AJ wrapped him in a hug surprising him. He stared nervously down at her unable to comprehend how he could have upset her.

"You poor thang. *sob* I'm so sorry you had to endure that. *sniff* Ya can come by anytime for dinner, no invitation required." AJ smiled hugging Midnight harder.

"AJ..... can't........breathe.........." He squeaked out causing her to recoil, letting her tight grip go. "*GASP* Thanks."

"Ahm serious though Night, anytime ya wanna come over for supper yer more than welcome to." She smiled as she stood up from the couch trotting back into the kitchen.

Midnight gave a contented smile. "Having a family like this must be wonderful. I wish I had a family like this one."

Dinner started after the food had been placed on the table. Everyone took a seat at the table and quickly dug in. The spread was huge, consisting of biscuits, gravy, broccoli, mashed potatoes, green beans, corn, corn on the cob, cornbread, a variety of fruit and uncooked vegetables, home made dumplings, and tons more. Midnight was surprised to see that all of the food could even fit on the table. Everypony sat in a vacant spot at the table which was set evenly apart so the food could be passed by hoof easily to each other. It was the perfect family setting.

24. Bonfire under the stars

Dinner passed rather quickly. Midnight volunteered to do the dishes, which was over in less than a minute due to his speed and magic. Afterwards he trotted outside to see a large bonfire going in the vacant field west of the house about 400 yards. He arrived to see many ponies sitting there relaxing. Some lay on blankets, while others stood, or sat on a log stump. He walked around the fire to see who all was there. Upon locating Rarity though he quickly found a seat next to her laying on the blanket next to her. She smiled giving him a kiss on the cheek.

"This is nice. I wonder what made AJ decide to make a bonfire." Midnight asked looking into the flames.

AJ had been walking around the pit hoofing out some long sticks and a bag of marsh mellows between several ponies. She arrived to Midnight and Rarity just as he finished his question.

"Hey Rarity, glad to see ya could make it. Night, we always do this bonfar once a month during the summer. Its just nice ta get out an relax with friends." AJ smile giving him a stick and bag of marshmellows.

"I remember doing this a few times when I was a kid, I think I've been to maybe 5 bonfires before back in my home world. It was a lot of fun every time I went, except for when one of my friends decided to throw a hand full of firecrackers into the pit." Midnight laughed remembering the incident. He had watched one of his friends toss them in while everyone else was oblivious. The boy who had thrown them in yelled TAKE COVER before diving behind a log. The other guys were longtime hardcore FPS gamers, as soon as they heard the explosions they all dived behind something leaving me and my friend laughing on the ground."

"What are firecrackers?" Rainbow Dash asked as she trotted over listening to Midnight, taking a seat next to him opposite of Rarity.

"They are little sticks filled with gun powder that explode when introduced to heat or flame." Midnight continued to explain.

"We have something similar here. They're called poppers." AJ added. "I think Twi knows a summoning spell to get some of'em."

Twilight looked away from her telescope for a moment as she heard her name. "Hmmm, what?" She asked.

"Do you know a summoning spell for objects Twi?" AJ asked as Twilight walked over to the group.

"I do, but summoning certain items can be dangerous, especially fireworks." Twi interjected.

"I don't know any summoning spells, can you teach me Twilight?" Midnight asked grinning widely.

Twilight smiled walking over in front of Midnight. "Sure. let me summon something easy though to show you how." Her horn began to glow as power coursed through it. After a moment a small black hole opened in front of Twilight. It shifted flat as a small rubber spider fell from the bottom of the hole.

Twilight's magic ceased causing the black hole to vanish. She looked up to Midnight who had been watching the whole casting who was now frozen in a position that looked as if he was trying to get away, a look of complete terror on his face, His mane now a bright yellow instead of its normal red/orange color.

"You ok sugarcube?" AJ asked walking closer to him and accidentally kicking the rubber spider toward him.

"SPIIIIIDEEERRRRRRRRRRRR!" Midnight screamed back peddling as his horn glowed brightly summoning a giant mallet that quickly smashed the spot the spider was on sending a quake through all of Sweet Apple Acres. Everypony jumped back and away from the mallet as it connected with the ground. Midnight panted hard seeing the mallet now splintered inside of the small crater it was in. Midnight sat there frozen for a moment until Rainbow dash spoke up.

"That was So AWESOME!" She squealed.

Rarity coughed from the dust that had been upturned from the mallets collision with the ground. "My word darling, why did you do that?"

"S-spiders are EVIL! They must all die!" Midnight spoke in a cold yet scared voice.

AJ looked at him laughing. "Heh, yer afraid of a lil ol spider."

A fit of laughter erupted from everyone around causing Midnight to blush, his mane turning back to a normal color.

"Yea, I'm afraid of them. Which means that I take any and all pranks personally regarding those abominations. In short I don't forgive anyone who has ever pulled a prank on me that happened to include a spider. Understood everyone?"

There was a short silence and some nods. Twilight though was looking at the ground, her ears laid back. She looked up to Midnight with tears starting to form in her eyes. Midnight was taken aback by this and started to ask her what was wrong but she took off giving a quiet sob. He sat there for a moment until it hit him.

"Oh no, she thought I meant her when I said that." He spoke as he stood up taking off after her without another word.

After a few minutes Midnight had caught up with her. She was pressing her back against a large rock looking up into the sky, the twinkling stars seemed like her only friend's now. Midnight quietly came up to her from behind the rock listening to her as she mumbled and sniffed away tears.

"Oh Celestia, What have I done? I've angered one of my closest friends." She sobbed, tears flowing gently down her face. Midnight was about to step around the rock to tell her that she didn't know about his arachnophobia but she spoke up again.

"I lost a friend, Over a stupid fucking spider!?" Malice dripped from her voice now as she spoke causing Midnight to hide behind the rock again, his vision never leaving Twilight's frame.

She began pacing quietly as her horn began to glow.Midnight could hear her snort ever so often as her hooves began to stomp into each step she took. After about ten pacing turns she stopped as her frame began to glow a white color. Her once purple mane now turning into fire much like Midnights. She gave a loud snort as she sat down, her vision falling back onto the sky as another tear fell from her now cold gaze into the heavens. Midnight was surprised by her sudden change and stepped out from behind the rock announcing himself.

"Twilight, I'm not....." He was cut off by Twilight who growled to him.

"WHAT?! Your not going to forgive me?! So what!?" She snorted taking a defensive stance her horn glowing again.

"What? NO! I was going to say that I'm not mad at you." He began causing Twilight to move slowly back to a regular stance, raising an eyebrow slightly confused.

" You didn't know I was afraid of spiders, I didn't mean that comment I said earlier directly to you. It was just a warning to RD and Pinkie because they tend to play pranks on me sometimes. I'm sorry if I hurt your feelings." Midnight spoke moving closer to her. Twilight back peddled slightly her once raging mane now a soft glimmer of flame as it slowly began to return to normal. Her coat turning back to the lavender it once was as well. She hung her head slightly but managed to look up to Midnight with tear stained eyes. Without a word she leapt forward hugging Midnight, giving a soft sob into his chest. He gave a heavy sigh holding her gently. Whispering quietly to her that everything was ok. A few minutes passed and they were now laying on their backs looking at the stars.

Twilight had gotten over her funk rather quickly and decided to tell Midnight about all the constellations. Although he knew a lot about astrology, he decided the best bet to please Twilight was to let her try and teach him something. After a few minutes he gave a yawn. Although he wasn't really paying much attention to Twilight he was still listening.

"Ahem!" Twilight snorted looking at Midnight who she had just caught in a yawn.

"Oh, um yes?" He asked giving a sheepish smile.

"Were you even listening to what I was telling you?"

"Yes." Midnight smiled

"Prove it, repeat what I said 3 minutes ago." She smirked thinking he wasn't paying attention. Twilight was now standing up staring Midnight down only a few inches from his face.

"You were telling me about how Celestia and Luna could move cosmic bodies with there Alicorn mmmMMMMM!" He was cut off as Twilight pressed her lips to his.

After a few seconds he went with it, kissing her back.

A minute went by as Twilight finally broke the kiss panting slightly. Midnight looked up to her dazed from the kiss. "W-what was that for?" He asked turning onto his side looking at her.

Twilight gave a deep blush turning around and walking away a few steps looking back over her shoulder. "That was for being a good student and listening to me. I have studied books all of my life and I feel that every time I tell someone something they don't know, they never really take it to heart or listen to what I have to say. Everypony I have ever said that to has never once been able to repeat what I said word for word, You are the first. And well........... It was kind of a turn on to finally meet someone who listened."

Midnight gave a chuckle. "Then should I repeat everything you have ever told me?"

Twilight gave a sly smile. "There is no way you could remember everything I have ever talked to you about."

"I don't know how to tell this to you Twi, but ever since I became an Alicorn, I have a photographic memory and can literally remember everything I have ever done or what anyone has ever told me." Midnight gave a sheepish smile.

Twilight dropped to her haunches looking a little dumbfounded. "So your telling me that no matter what I say you will remember it even if I'm not teaching you?" She gawked.

"Eeyup." Midnight laughed.

"That is beyond amazing! You could learn every spell in all of Equestria if you really wanted to." Her eyes sparkled thinking of the possibilities.

"That would be possible, But I doubt I would like it all that much." Midnight gave a heavy sigh.

Twilight looked at him cocking her head to the side at his comment.

"Ever read a good book but never remember it all only to go back and read it again to find it captivating?" He asked as his vision fell to the ground Twilight nodded.

"When I pick up a book I already know what I've read. It's never different or new to me if I read it more than once. Also I remember all the bad things that have happened in my life. That is haunting all of its own."

Twilight stood there for a moment in shock, she loved to read and reread books because she never truly remembered the entire story she had read before. Even after reading something a hundred times she would always find something extra in the pages that she hadn't recalled from the previous read.

"That's awful." she spoke as she walked over gently nuzzling him.

"Yea, I just wish I didn't have that ability. I would be so much happier to be a little dumb than to be forever smart." He gave a disheartened laugh as his gaze fell back onto the stars.

They both lay quietly there looking at the stars, Midnights fire mane and tail bringing a lovely light around them. Twilight gave a large yawn bringing a hoof to her mouth.

"It's getting late, maybe we should head back to the fire." She smiled up to Midnight who nodded back with a smile.

25. Pranks and Knowledge

They arrived back at the bonfire to see the Cutie Mark Crusaders asleep in a pile, mouths covered in chocolate, marshmellow, and graham cracker crumbs. Fluttershy asleep, leaning on Big Macintosh who wore a huge blush. Rarity, and AJ were were chatting it up, Pinkie, and RD, were talking about something that made them giggle as their eyes watched Midnight walking with Twilight at his side.

RD and Pinkie came up to the two with a smile.

"So where did you two run off two?" Pinkie smiled, while RD gave a questionable smirk crossing her arms as she floated in the air next to Pinkie.

"Just doing some star gazing." Midnight smiled while Twilight gave a nod.

"Wouldn't happen to be those stars would it?" Midnight followed RD's hoof as it pointed to Twilight's flank. Just noticing that her cutie mark did look like stars. He kept looking for a moment until Twilight used he magic to turn his head forward from her flank.

"HEY!" She laughed. Midnight placed a hoof over his face in embarrassment as RD and Pinkie laughed at his expense.

"You two never cease to find a way to pick on me do you?" He laughed brushing off the flank prank.

"Oh we have lots more pranks to pull on you Nighty whitey!" Pinkie laughed causing Twilight to facehoof.

"Lets keep it civil tonight you two, it's getting late and I'd like to get home and read a good book before going to sleep tonight."

RD grinned to Pinkie giving her a wink as her eyes rolled to Midnight and Twilight hinting for her to pay attention.

"Why not take Midnight with you, I'm sure he wouldn't mind a good 'buck' as well." She snickered causing Pinkie pie to snort as she attempted to hold in her laughter. Midnight chuckled as well.

Twilight looked at them for a moment before the word play kicked in causing her face to flush a bright red, a look of horror on her face.

The three cracked up laughing at Twilight's expense. Twilight looked around finding an empty bucket and quickly sticking it onto RD's head.

"HEY!" she shouted attempting to pull it off as she landed. "Look Pinkie! A pinata!" She shouted pointing towards RD's buckethead.

"OOOOO!" Pinkie shouted as she pulled a baseball bat out from thin and and walloped RD upside the head. *CLANG* RD screamed as bells rang in her ears.

"HEY! WHERE'S MY CANDY! *CLANG* Gimme your candy goodness Mr. Pinata! *CLANG*" Pinkie was now chasing RD around as she kept attempting to pull the bucket off of her head screaming for Pinkie to end her assault. By this time everyone was watching the spectacle and laughing so hard they were crying.

After a few minutes Twilight teleported the bucket from RD's head. Pinkie stopped the chase looking at RD with surprise giving her a gentle nudge with the end of the bat.

"Rainbow Dash? YOU were Mr. Pinata?" RD just moaned from the throbbing pain as she lay on the ground.

XXX

A short time passed as everyone had headed home. Midnight gave Rarity a kiss goodnight as he followed Twilight to the library. She had convinced him to read up on some new spells and try them out. They arrived within a few minutes of walking and had found a comfortable spot in the lower part of the library.

Twilight brought a cover out tossing it onto Midnight as she lay next to him also holding another spell book that she wanted him to read.

"This spell book has a lot of useful spells in it. There are some to give ponies wings, help earth ponies to walk on clouds, teleportation, conjuration, summoning, all kinds. Most of them are very difficult to do though." She smiled as she pulled open a page for teleportation. Midnight began reading the spells through the book, most of them had to have several elements or items available in order for the spell to work. He looked to also see that some of the spells he had done before that required items, he had done the spells before without the elements needed for them.

"Twilight, I don't mean to be rude or anything but some of these spells are wrong." Twilight gave him a puzzled look as he pointed to one of the spells.

"What do you mean?" She asked

"Well I've done this spell before and I've never had to use any of the items listed to do that spell." Twilight's eyes went wide at the comment.

"That's not possible! How did you do the spell then?" she asked shaking in delight.

"I just thought of what I wanted to happen and used my magic to do it. That's how I've done all of the spells I've cast since I learned how to do magic." He smiled nervously.

Twilight began to shake more violently causing Midnight to fear the worst, at least until she bowled him over in a tackle.

"OH MY GOSH! THAT IS AMAZING! The only other pony to ever do that was Starswirl the Bearded!" She screamed then kissed Midnight for the second time. He looked up at her in shock for a moment until she had realized what she had done. She gave a deep blush pulling off of Midnight and to his side.

"I'm so sorry. I shouldn't have gotten so carried away like that." She said looking away from him. Midnight gave a small chuckle causing Twilight to look at him.

"It's not a problem Twi, you just surprised me is all. Besides that thought *VORP* I just learned to teleport." He laughed as he vanished then reappeared behind Twilight.

Twilight looked in amazement. "It took me almost ten times to get the teleportation spell right before I came out of it unsinged." She grumbled glaring at the Alicorn.

"Lets read up on a few of those other spells." Midnight smiled moving back to her side pulling the cover back onto them and pulling open the book. Twilight gave a contented sigh as she read through the book.

"Oh that spell was really hard. I did that on Rarity once." She smiled looking to the 'give an earth pony wings for three days' spell. Midnight gazed over it for a moment then grinned at Twilight.

"How about we go for a flight session tomorrow?" Midnight smiled.

"Really?!" Twilight squealed happily.

"I think Rainbow dash would be shocked to see one of her friends flying next to her that normally couldn't."

"Its a date." Twilight smiled.

26. Naps and Wings

The next day Twilight woke early to find Spike and Midnight still asleep. She gave a yawn as she started her normal routine. Get up, make breakfast since Spike wasn't up to make it. Eat, Read a little. Then go about her plans for the day.

The smell of breakfast woke the sleeping baby dragon from his slumber. He groggily descended the stairs to see Midnight upside down and out cold on the floor with a wing sticking out to one side and his tongue lolling out as he snored.

"WOW! Dude that's creepy." He said as he went into the kitchen to sit down for breakfast.

A few minutes went by before Twilight came into the room nudging Midnight to wake him up. He grumbled loudly turning over to face Twilight, his eyes still shut.

"Come on sleepy head wake up." She giggled.

"Mmmmmmm, just five more minutes, *yawn/stretch/grab/snuggle*" Midnight yawned stretching out his legs and wrapping them around Twilight pulling her quickly to his chest and snuggling her, wrapping his wings around her. Twilight gave a startled yelp as she found herself now snuggled tightly into Midnights chest.

She blushed brightly as she wiggle a little to try and get free.

"This is nice." Midnight spoke quietly as he nuzzled Twilight gently, his eyes still closed and still half asleep.

"Come on now, it's time to get up." Twilight giggled as she poke Midnight with her horn. He gave a yelp waking up and vanishing from the room. Twilight fell over as he suddenly disappeared.

"What was that?" Spike yelled as he rushed into the room just to see a bright flash and Midnight reappear.

"Ok now THAT was embarassing." Midnight said as his mane and tail were a bright pink flame.

Twilight gave him a puzzled look. "Were did you teleport to?"

"Into the royal bath, Celestia was having a bubble bath and playing with a rubber ducky. She saw me, screamed, then I teleported back here."

Spike and Twilight fell over laughing, tears streaming from there eyes. After a minute Spike stopped as his cheeks puffed out sending out a belch of green smoke, a parchment falling to the ground. Twilight quickly pulled it to her with magic as she read it. She laughed as she tossed it to Midnight.

"Dear Twilight,

Did Midnight just teleport into my bath? I could have sworn it was him, but he vanished before I could properly tell, If it was please let him know to knock first next time please."

Midnight facehoofed as he wrote a reply.

"Dear Celestia,

"I am truly sorry for the sudden intrusion. I honestly teleported to you by mistake as I was awoke with a start. My apologies to you."

He tossed the parchment to Spike who quickly sent it to the princess.

"Ok, now that THAT is over with, let's go to the park Twi." Midnight smiled as he headed out the door, Twilight close behind. Spike groaned as he looked around the library where Midnight had slept. Books scattered all over the area.

"This....... is going to be a long day."

XXX

They arrived within a few minutes walk at the park. Many families were there playing or having a picnic. Midnight received a few stares from everyone, a few bowing to him. He gave a nervous smile and nod to those who bowed and kept walking.

The continued walking a short distance until they heard several sets of tiny hoofbeats getting louder. Twilight suddenly moved to in front of Midnight in a rush. Just as he looked back to where she had been at his side, he saw three little blurs tackle him to the ground.

"UNCLE, MIDNIGHT!" The CMC's yelled in unison. Midnight landed with a loud thud laughing at the three fillies.

"Girls! How are you doing?" He laughed hugging the three. Twilight giggled watching them.

"We're great Unc, Cheerilee brought the class to the park today." Applebloom beamed

"Yea. So we all get to have fun here today." Scootaloo added buzzing her little wings happily.

"Won't you come play with us?" Sweetiebelle asked.

"Awwww, I'd love to girls, but Twilight and I are trying out some new spells that I learned last night." Midnight said causing the three fillies to frown.

"Awwwwwww." They said in unison again shuffling there hooves sadly looking to the ground.

Twilight gave Midnight a little nudge causing him to look to her, She nodded to the group of children approaching with Cheerilee. He smiled back to her giving a wink.

"Well I guess a few minutes wouldn't hurt." He laughed causing the three fillies to tackle and hug him again.

They all walked up meeting Cheerilee and the other children half way. The three fillies quickly moving back to the school group.

"Good morning Cheeriliee. I hope the girl's haven't been giving you to much trouble lately." Midnight smiled raising an eyebrow to the CMC's.

Cheerilee gave a soft laugh. "No, no they are quite the hoof full but are very good while at school. Its when they have recess and are away from school that I worry about them." She smiled looking to the three.

"So your having a day out for the kids today are you? Isn't that a little stressful compared to being in class?" Midnight asked.

"Not really. All of the young ones are pretty well behaved and know what kind of punishment is given when they get caught doing something they shouldn't be doing." She smirked giving a raised brow to the class causing them to recoil slightly.

"Punishment?" Midnight gave a worried look.

"Oh its nothing really. Those who get in trouble often have to spend recess inside doing homework. Nothing bad really." She laughed causing the class to gasp.

"That's like, the worst punishment EVER!" Scootaloo shouted buzzing her wings while giving a small jump to emphasize the word 'ever'.

Midnight, Twilight, and Cheerilee laughed at the comment.

"Well, anyway, Twilight and I had planned on doing some magic spells. You, and the children are free to watch if you want." Midnight smiled.

"What do you think class, want to watch Midnight do some magic tricks?" Cheerilee announced causing them all to cheer.

After reading a few more spells in a book Twilight had brought, Midnight was ready. He tried out a few firework spells sending them into the air and making them explode in a beautiful array of colors and shapes. The children ooooo'd and aaaaah'd at the sight. Next up he did some conjuring. Pulling items from nothing and setting them to the side. The class clapped their hooves in approval.

"Ok, this next trick is really hard to do. So I'm going to need my assistants help with it." He smiled giving a bow to Twilight. She trotted over giving him a sly look.

"Assistant huh?" She smirked standing at attention.

"For this trick, I'm going to give Twilight wings so she can fly." Midnight smiled.

"But she's a unicorn. Only pegasus and Alicorn ponies can fly." One of the students piped up.

"That is true little one, but with a magical spell I can give any pony a beautiful set of wings for three full days." He smiled as his horn began to glow. The children watched in amazement as an ethereal blanket slowly wrapped around Twilight, encasing her in it. After a few more seconds she flashed a bright white then reappeared with a beautiful set of feathered wings. Everyone including Twilight gasped. Midnight just smiled seeing his work. Twilight gave a nervous smile opening her wings for the first time. The children cheered loudly, many saying they wanted a pair as well. Twilight moved forward.

"Ok children, that's all for today. Go and have some fun."

Midnight looked at her curiously as the children awww'd then went to play. "Whats up Twi?" He asked giving her a friendly nudge. She turned around walking away nodding toward a nearby tree. Midnight followed her as she took a seat under the tree.

"Midnight, That spell you cast on me was supposed to give me transparent butterfly like wings that didn't attach to my body. These wings are part of me. How did you do that?" Twilight asked giving a nervous expression toward her wings.

"I don't know, I just followed the directions of the spell but I didn't use anything to create them like it said. I just willed them onto you. Is that a bad thing?" He aksed feeling a little bad now.

"Well........ in so many words it is but isn't at the same time. You see, the butterfly wings didn't attach to my body so they couldn't accept magic like pegasus wings can. Since these are part of me I may have been an inadvertently made Alicorn like you were." She gave a sheepish smile looking to Midnight who just stood there with wide eyes.

"Midnight, are you ok?" Twilight asked as she raised a hoof to his face giving him a gentle push. As soon as she touched him he began to fall over.

"MIDNIGHT!?" *thud* he was completely out cold, his fire mane and tail completely extinguished. let lay there as Twilight kept nudging him.

"Ooooooooooh, Midnight wake up!? Dont make me, UGH!" Twilight growled casting a minor shock spell on Midnight who awoke to being electrocuted.

"AAAAAAAAH! DAMMIT! Oh God! Ugh! I'm gunna be sick." He said as his horn glowed opening a small portal on the ground, He shoved his face into it as he emptied his stomach into the void. After a minute he pulled himself up looking rather pale for an Alicorn with a solid black coat. His mane and tail flickered lightly as it stayed close to his body.

"Oh God, Twilight, I'm so sorry. If I made a mistake and you have to stay an Alicorn, I am so sorry, I never wanted you to have to carry that burden." Midnight cried. Twilight came over to his side giving him a gentle nuzzle.

"It's ok Midnight, you didn't know this would happen. Even I didn't expect it to happen. But since I'm already a unicorn I'm sure loosing these wings after a few days wouldn't cause my power to destroy the universe." She laughed.

"Even so, the thought alone is going to haunt me. I seriously need to start thinking of the outcome of these spells before I cast them. I'm going to end up hurting someone or doing something bad if I don't." Midnight groaned.

Twilight flapped her new wings getting a better feel for them. "Hey, why don't we go find Rainbow Dash. I'm sure she will freak out over these babies." Twilight snickered.

"Do you know how to fly?" Midnight asked looking at her wings.

Twilight gave a grin launching herself into the air doing a few tricks, then hovering in front of Midnight booping his nose with her hoof. "I might have cast the wing spell on myself a few times." She laughed doing a back flip and landing on her hooves in front of Midnight.

Midnight gave her a bedroom eyed grin.

"W-why are you looking at m-me like that Night?" Twilight sputtered nervously.

"I didn't take you to be the athletic type, That plus being extremely smart, well, its a quality I find VERY appealing." He smirked.

"A-heh heh, will you look at the time, I think we should go find Rainbow and have a little fun with her." Twilight laughed nervously taking off into the sky, Midnight close behind.

Twilight looked around as she flew to try and locate any signs of RD. Midnight was close behind her. After about twenty minutes she finally located RD taking a nap on a cloud. She looked back motioning Midnight to pull up next to her. As she did she pointed to RD who was snoozing the day away on a floating pillowy cloud. After a quick whisper into Midnights ear they parted ways, Twilight quietly found a small cloud pulling it under RD's cloud and taking a seat on it waiting for Midnight to do his part. Midnight flew over to RD giving her a gentle nudge. RD groaned turning over onto her back stretching out her legs.

"Mmmmmmm five more minute ma." She yawned.

"Oh but sweetheart, you have to get up NOW!" He began softly then screamed at the end as he pressed his lips to her stomach and raspberried it causing RD to scream out laughing trying to get away.

"AAAAAAAAHHAHAHAAAAHAAAA, BWAAAAAHAHAAAAA! STOPIT! AAAHAHAHAHAA QUIT IT! HAAAAAAAHAHAA, YER GUNA MAKE ME PEE! HAAAAAHAHAHAA!" She yelled finally getting Midnight to quit. He pulled back giving a loud chuckle as RD turned upright onto her haunches breathing hard giving Midnight a glare that could turn water to ice.

"That was not cool." RD laughed finally catching her breath.

"Oh but I have a surprise for you my dear." Midnight grinned.

Rainbow cocked an eyebrow at Midnight. "Oh? and what would that be?"

At that moment Twilight shoved her head up and through the cloud pressing her lips to Rainbows belly and blowing raspberries. Rainbow shriek falling over laughing as Twilight continued her onslaught. After a minute she stopped pulling her head back below the cloud. Rainbow couldn't think straight for a moment but regained her composure.

"What the hay! Who did that?" Rainbow asked as Twilight flew up behind her tapping her on the shoulder.

RD turned around giving an audible gasp seeing Twilight flying with feathered wings. "Twilight?!"

Twilight giggled. "Nice huh? Midnight cast the wing spell on me and...... well....... I got a new set of wings that are like yours."

Rainbow circled Twilight looking at the wings. They were an elegant purple just like her coat. "Those are awesome. Oh can you do all that stuff I taught you before?" Twilight nodded pulling off a few quick tricks.

"So RD taught you huh? I be that was a blow to your ego." Midnight chuckled causing Twilight to facehoof, her cheeks growing a bright red.

"Hey, so what if the athletic pony taught the egghead something new!" Rainbow chuckled causing Twilight to groan.

"Ugh! Okay, enough with the pick-on-Twilight moment. Lets go do something before my wings disappear." Twilight groaned.

27. Winged ponies to the rescue

They had arrived in Ponyville again. This time they would be going to each one of 4 friends left to show off Twilights new wings. It had been decided to go see Fluttershy first due to her being a Pegasus already, and knowing the joys of flying. The three had arrived at her cottage on the outskirts of the Everfree forest. Making way to her door and giving a gentle knock. A few seconds went by and the door opened revealing Angel bunny. He looked at the three for a moment then waved them in. Midnight had to shrink himself again to fit inside comfortably. The three could hear some soft humming coming from upstairs. Angel bunny hopped up the stairs getting Fluttershy's attention, returning with her downstairs.

"Oh, hello everyone. what are you.......... three.......... up to?" She trailed off seeing Twilight's wings. A wide smile spread across her face as she zipped over to Twilight circling her and looking at her wings.

"Oh my! Where did you get those wings Twilight? I never thought a spell could give you feathered wings like a Pegasi." She smiled giving them a gentle touch to make sure they were real. Twilight gave a giggle unfolding them, showing Fluttershy they were indeed real. Fluttershy's eyes went wide seeing them.

"I have Midnight to thank for these beautiful wings. For some reason his magic altered the spell that I cast on Rarity before which gave her butterfly wings. These wings are actually attached to me. I can feel them as well unlike the other wings I had before. It makes flying a lot easier."

"Wow, are you going to show the others as well?" Fluttershy smiled shyly.

"We were actually going around to everyone to show them. This is quite a special event seeing as Midnight had altered the spell." Twilight smiled widely.

"Ok you three, lets get this show on the road, I'd like to think Pinky is going to throw you a party for the new wings." Rainbow spoke as she flew in place loosing patience.

XXX

They arrived after a couple minutes flying into Ponyville, There first stop was Applejacks. Upon arriving they noticed Big Macintosh walking out of the house with a dress and bonnet on. He hadn't yet seen the group heading toward him and dove off onto the side of the road. Big Macintosh walked by mumbling something about a stupid bet. He kept going further down the road until he was out of sight. The group jumped back onto the road giggling, making there way toward the farm house.

They arrived on the porch Just as Applejack and Applebloom were exiting the house laughing.

"Well howdy ya'll. Did ya happen ta see Big Mac heading into town?" AJ chuckled.

"Yea, but what was with the outfit?" RD smirked.

"Well, mah brother lost a bet with me. It was the first time too." Applebloom beamed laughing a little.

"Boy howdy was Big Mac surprised when he lost the bet. Ah ain't never seen a ponies eyes bug out that far, not even Pinkie." AJ laughed

"So what was the challenge he lost?" Twilight interjected.

"Well, the boy has a might large stomach. AB here bet him that he couldn't drink a whole gallon of milk without getting sick. Now keep in mind that we do drink ever so often and he tends ta drink a barrel at a time. So he thought he could win this bet. Unfortunately he didn't keep the gallon'o'milk down." AJ chuckled.

"Heh sounds like a prank I used to pull back on some of my friends on earth. Same thing in all manners, just humans drinking. Its just not physically possible to hold that much liquid down all at once." Midnight grinned.

"So what can ah do...........for ya?" AJ trailed off seeing Twilight unfurl her wings giving a big grin to AJ.

"What in tarnation? How in the hay did you get them feather wings Twi? I thought the wing spell on gave them frilly wings Rarity had."

"Well Midnights magic changed the spell to this somehow. I know it's strange but they are very pretty." Twilight smiled giving Midnight a nuzzle.

"Boy howdy, I'd sure like a set o'them there wings mahself. Think ya could conjur me up some Night?" AJ smiled giving him a wink.

"I'd be honored ma'lady." Midnight smiled giving a bow to AJ which in turn made her burn red giving a nervous chuckle.

XXX

After a short spell casting and a new set of orange wings on AJ, they had made there way to Sugar Cube corner. It was the next closest stop. The meeting went rather much the same except for a super hyper pink earth pony bouncing off the walls. Midnight again had to cast the spell, this time on Pinkie which he immediately regretted. The pink pony was zipping around in every direction, even chasing Rainbow dash around in the sky. Everyone laughed at Pinkie's antics until they reached Rarity's boutique. They all entered seeing the shop pretty bare. Sweetiebelle came downstairs upon hearing the bell ring at the shops entrance.

"Hello everypony. What brings you here? If your looking for Rarity she had to go out to search for more gems. She went by the library to get Spike earlier." She said as her tiny voice cracked a little. Sweetiebelle rubbed her eyes for a moment looking at all the ponies.

"Oh my gosh!" She squealed, her voice literally breaking in half. "You all have wings! Well Rainbow and Fluttershy already had them but the rest of you have them to!? How?!"

After another quick explanation Sweetiebelle was satisfied with the answer. They said their goodbyes and went to find Rarity. The group was heading toward the small field that Rarity had been at before when she encountered the Diamond Dogs when Spike came running up to them out of breath.

"Rarity......... trouble.......... Diamond dogs again...........UGH!" He fell over panting hard. Twilight quickly picked him up with her magic jumping into the air.

"Everyone follow me." She shouted as she took off at breakneck speeds.

XXX

After a very quick flight they arrived at the Diamond Dog Fields to see many burrows all over the place. They landed quickly moving up to one of the openings. A Diamond dog jumped out, Then several more all surrounding them. The huddle together watching the dogs as they moved closer.

"Were is Rarity?" Midnight growled toward the nearest dog causing him to back peddle a little.

"White pony is below, is prisoner now to help find gems for diamond dogs." A large brown dog spoke up as he moved closer to Midnight.

"New ponies will help dig to." He laughed moving closer to the group.

"No we wont!" Twilight growled back stamping her hoof into the ground.

"Twilight, let's go help the diamond dogs find some gems." Midnight looked back speaking loud enough for the dogs to hear, but they didn't see the wink Midnight gave the group.

After a quick nod amongst the group Twilight spoke up.

"We have agreed to help the diamond dogs locate gems. You may lead the way."

It took roughly ten minutes to traverse the depths of the caves to finally reach Rarity. Upon seeing her friends Rarity ran to them.

"Oh my goodness. I am so glad to see everypony. These ruffians have made me work my poor hooves to the bone finding all these gems. It has been such an ordeal." She groaned giving a pouty lip.

Midnight smiled at her giving her a gentle nuzzle. "Well now that I'm here we can all go home." He said as he turned to see a large group of dogs watching them.

"Ponies not leave. Ponies find gems, stay here forever." A large dog stepped forward grinning through large yellow teeth.

Midnight laughed loudly sending an echo through the open tunnels. "You dogs have no clue what your up against do you?"

The dogs looked at each other unknowingly as Midnight began to walk forward leading the girls out of the tunnel. The biggest dog stepped forward in front of Midnight.

"Ponies not leaving dogs lair, Ponies dig for gems or die!" He growled loudly causing the pack to step forward surrounding them.

"AAAAAH!" Rarity screamed causing all attention to fall on her.

"Those wings! Darlings were ever did you get them?!" She cooed looking at Pinkie's, Twilights, and AJ's wings.

"ENOUGH! If ponies no dig, Ponies DIE! Dogs attack!" The largest dog yelled causing them all to attack from every angle.

Midnight laughed as his horn glowed sending out a force field around the small group of friends. The attacking dogs bounced off and into the dirt.

"Lets go ladies, I think the muts need some time to reconsider who they are messing with." Midnight laughed as a loud crack and flash of light erupted in the cave. The pony group had disappeared into thin air leaving the dogs dazed and confused.

"WHAT!? Where ponies go?! Find them! Make them pay with The flower of torment!" The largest dog shouted causing many of the dogs to tremble in fear.

28. Poison joke is NO JOKE

Another bright flash and crack erupted onto the surface of the diamond dogs lair. Everypony was accounted for and now safe. Midnight smiled seeing them all.

"Are you alright Rarity? They didn't hurt you did they?" Midnight asked as he nuzzled the white pony affectionately. Spike groaned seeing the intimate moment wishing it was his own with the Ivory pony.

"I'm fine darling, I'm just glad everypony showed up when they did. Those ruffians threatened to dump a bucket of dirt on me if I didn't find them any gems. It was absolutely horrid." Rarity groaned causing the group to chuckle.

"Well I'm just glad you're safe, Those dogs shouldn't bother us again for a while." Midnight smiled but snapped his head around as he heard movement behind him. He turned just in time to see a large amount of something blue heading toward the group. He didn't have time to cast a spell so he unfurled his wings wide to take whatever was coming at the group instead of letting it hit them. A large lot of blue flowers pelted Midnight then harmlessly fell to the ground.

Midnight laughed loudly looking to the dogs. "Is that all you can do? Throw flowers at us? Your a bunch of IDIOTS!" Midnight yelled sending a shockwave through the entire field. His horn began to glow as he picked up all of the dogs in the area lifting them to in front of him. Hie eyes burned with a raging flame as he looked at them struggling to get away. He let out an evil laugh as the dogs began to yelp in fear. Twilight came up to his side giving him a gentle nudge with her hoof.

"Let them go Night, they've learned their lesson. I don't think they will bother us anymore." She spoke quietly in fear seeing Midnights expression of pure rage.

Midnight shifted his gaze to the group of ponies who all looked at him in fear. "Didn't you tell me that they had abducted Rarity before? Yet they did it again? What makes you think they wont get up enough courage to do it again?"

Twilight and the others stepped back hearing how cold Midnights voice had gotten. "W-we cant guarantee that, we can only hope they will learn there lesson from this experience."

"Yes, from this experience........ I need you all to go home while I take care of this situation." Midnight's gaze moved slowly back to the dogs who were now trembling in fear.

"We will go, just promise us you wont hurt them." Twilight spoke up again, Midnight looked back to her and nodded. "I wont hurt them all." He spoke his gaze returning to the dogs setting them onto the ground, a force field suddenly surrounding them.

"You dogs sit tight I'm going to give you a nice talking to." He smiled causing the rest of the ponies to smile back. They all left. RD and Twilight carrying Rarity back to Ponyville. Midnight watched them travel out of sight then turned his gaze back to the dogs. They all whined seeing his firey eyes relight. He walked over to the edge of the barrier.

"So dogs, why did you pony nap my love?" Midnight asked, staring them down.

"We pony nap to make ponies dig for gems. Dogs get tired and need slaves to dig for them." The biggest dog spoke up.

"Oh really, So I'm guessing your the big dog around here huh?" Midnight gave a wicked grin.

"I is pack leader. Am strongest Diamond dog." He stood proudly puffing his chest out.

"Do you have a second in command?" Midnight raised a brow to him.

"Yes, have second in command, Is this dog here." He waved to a dog who walked up to the pack leader proudly.

"Well then, will you be abducting anymore ponies ever again?" Midnight asked moving a bit closer to the barrier with an innocent smile.

"Diamond dogs will tire again, will find other slaves to dig for gems. Cannot guarantee that slaves be ponies or not." He smirked crossing his arms.

"Well that is a shame." Midnight pouted looking to the ground, his eyes slowly moving back up to the dog standing next to the alpha. "Hey you, second in command. If you are the new pack leader, would you stop abducting ponies if it meant I spared your life and made you the new pack leader?" Midnights words were venom to all the dogs ears, they recoiled with a whine except the leader who growled at the threat to having his rank torn from him.

"I would consider it." The dog smiled, his eyes turning to a slit as he looked at the pack leader.

"Then I grant you pack leadership. I would also like to show you what would happen should any of you dogs decide to abduct ANY creatures to become a slave to you EVER again." Midnight cackled as the pack leader lunged toward his second in command only to stop meer inches from him as he was pulled away with sheer force of magic. The dog yelped loudly crying out as his tail was dislocated from the tug. He cried out pulling his tail between his legs holding it.

The other dogs watched in horror as to what follows.

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SEVERE GORE AHEAD! You may skip to the next part below if you dont want to loose your lunch.
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Midnight gave a twisted smile as he pulled the pack leader by his broken tail around the ground, The dog screaming in pain. The dog finally could not take anymore and began to use his claws to remove his tail from his body. After a minute and several bloody swipes later the tail had been removed, The pack leader curled into a ball from the pain.

"Please, no more hurtses me. Will never look at another pony again, Will move mine far away. Will never hurt anything, please, no more hurtses." He whined.

"I don't believe that this is enough incentive to keep your pack from abducting anymore ponies. They will see that I am DEAD serious about keeping all of the ponies in this world safe. As well as other creatures who might be harmed.

"NO! PLEASE! I WONT HURT ANY *GACK*" The Diamond dog was cut short as magic grabbed tightly around his throat. He clawed wildly at the force holding his throat only to bring blood pouring from claw wounds that he was inflicting upon himself. Midnight held him there for another minute until his movements began to slow, then releasing him to fall to the ground with a thud. The dog gasped for air as it filled his lungs. He scrambled away through the pack of dogs only to be quickly followed by Midnight.

The dogs began to surround the Alicorn, other dogs began to show some intelligence moving away in fear.

"If you want to live dogs, then you must watch what I am about to do to your former leader." Midnight cackled loudly pulling the dog by his ears with magic toward him. The dogs stopped, giving a whine as they watched in horror.

"Oh how I wish you had been smart enough to stay away from the ponies of this world. Now I'm going to make you beg for death." Midnight grinned causing the dog to empty his bowls and bladder onto the ground.

Midnight watched the dog in almost ecstasy as he slowly began to break each limb, the howls of pain seemed to be music to his ears, Soon all the limbs had been broken, The dog now begged Midnight for death.

"Please, *cough cough* kills us, we regret everything we have dones to the ponies. *cough* we cannot bares the pains. Please, kills us." He cried, tears and blood covering his face. Many of the dogs had pissed themselves in sheer terror seeing their leader so easily broken. They now knew what fate would be held for them should they ever abduct another creature in this world.

Midnight smiled to the dog as it gurgled on blood, He lifted the dog into the air in the middle of the pack. "This is what will happen to ANYONE of you DOGS that EVER hurt another creature AGAIN!" He shouted sending a shockwave through them all as he began to pull all of the dogs limbs in separate directions, sickening cracks could be heard, the former leader howled in pain as all four of his limbs were torn from his body, He foamed at the mouth for a few moment before Midnight finally crushed the rest of him into a gooey pulp dropping it into the middle of the pack.

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End of Gore
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The force field was dropped as he left the area, all the dogs fled in terror except the new pack leader. He came up to Midnight shaking in fear. He bowed before the dark Alicorn as he spoke.

"You has my word that no pony or others will be taken. Any dog that hurts others will be killed on site." he spoke, the smell of tears and urine surrounding him.

Midnight nodded to him, the dog left quickly following the rest of the pack underground.

Midnight looked around, he stepped over to the blue flowers that had been tossed at him before. He picked up one looking it over with his magic. He smiled taking a big sniff of the beautiful flower then tossing it to the side. He trotted away back toward Ponyville murmuring to himself.

"Heh, stupid dogs throwing flowers at me? Did they think this was a wedding?" He laughed as he vanished from site.

XXX

The girls and Spike had arrived back at the library within minutes of leaving Midnight. Rarity took a shower as the rest began to settle in. Pinkie on the other hoof decided it be prudent to throw a "Congratulations on getting a beautiful set of wings and saving Rarity from scary diamond dogs" party. Before any of the girls realized it, Pinkie had left the library and returned, decorating the library at break neck speeds and setting up the huge table of foods, cakes,and punch.

Rarity had just finished her shower heading back downstairs to see all of the library being partied up. A pink blur passed the white pony placing a cup of punch and cupcake in her hooves. A party hat now adorning her head. She gave a chuckle taking them with her magic as she made her way into the main room of the library seeing the others having fun. She walked quietly over to Twilight who had found a semi quiet spot to sit down.

"Twilight, darling. I am ever so curious about what Midnight said earlier." She said taking a sip of her punch.

"What do you mean?" Twilight asked giving her a nervous expression.

"Well, Midnight said that he wouldn't hurt them 'all', Don't you think that was a strange way of saying he wouldn't hurt them?"

Just as Rarity finished that sentence, a cold chill fell through the room as Midnight entered the library.

Pinky stopped feeling the chill, "Oh no! I feel a combo coming on. Ear flop, tail flick, pinchy knee." She said but stopped in her tracks sitting down onto her haunches as Midnight passed her by, going further into the library. Pinkie's mane deflated as she watched the Alicorn pass by without a word. A look as if the Alicorn was furious at the world shown across his face.

"Oh........... no..........." Pinkie spoke softly as her eyes became points in the white of her eyes. She ran out the door without further word.

Midnight moved next to Rarity, smiling and giving her a passionate kiss in front of Twilight who turned red at the sight.

"Oh my! Midnight! How scandalous of you." Rarity giggled running her hoof in circles around his chest. He smiled laying down beside her. He smiled to Twilight giving her a wink which only made her redden further causing him to laugh.

"So darling, Twilight explained the wings she has, would you do me the honor of giving me a beautiful set of wings as well?' She cooed nuzzling him. He smiled leaning down and whispering into her ear.

"Oh I would love to do you right now." He smirked causing her face to almost explode with red. She looked up at him in shock for a moment until she saw his horn glowing. A minute passed by as Rarity emerged from a bright light with a set of ivory white wings perfectly matching her coat. The tips of her wings a light purple matching her mane. She squealed in delight pouncing Midnight over.

"My my Rarity, right in front of your friends? I didn't think you had it in you." He chuckled causing her to move off of him. "Its ok, I don't mind, who knows, maybe they can join in?" He smiled looking around seeing everypony slack jawed.

"Midnight?! What has gotten into you?" Rarity yelled in shock. "That is not like you in the least."

Midnight gave a frown looking at Rarity. "Oh but won't you indulge my curiosity? I'd love to see who would be willing after all."

"Now what in tarnation has gotten into you? That's no way ta speak in front of any pony, ah think you should apologize. Taint right saying such things." AJ stepped forward next to Rarity, Fluttershy hiding behind her.

"Yea Midnight, that was not cool." RD spoke up hovering next to Twilight.

"Oh my, seems my friend's are angry with my little joke. It's to bad really, I had hoped to have a little more fun with all of you. Especially the ones I haven't had the chance to have fun with." Midnight gave an evil grin causing the girls to recoil slightly in fear.

"W-what are you talking about Midnight?" RD questioned as her brow began to furrow.

"Oh I think you are perfectly aware of what I'm speaking of little miss mach ten." He laughed.

Rainbow burned bright red at the comment landing next to Twilight looking to the floor.

"Now see here! That was above and beyond called for. I demand you apologize this instant." Rarity snapped causing the others to gawk at her. Midnight moved closer to her smiling.

"And why should I apologize Triple feature. I'm sure if I went by the Spa the Twins wouldn't mind going another round. I did rather enjoy the beating I got from them." Midnight cackled causing Rarity to blush furiously backing away with her ear hung low, tears starting to well up in her eyes.

"H-how could you........ Those moment were so special to us, and you blatantly tell them in public, and even to our friends? Your no more special than a bug that I would squish because it is disgusting. You should leave Midnight, I........ I don't want to see you ever again." Rarity cried as the tears fell from her face.

Twilight and Applejack came to her sides, trying to comfort the heartbroken Rarity. They all looked up to Midnight with disgust.

"Hmph, I guess I'll take my leave then. Maybe that bitch I knocked up will put up with me in the castle." He snorted as he left the library in a flash of light.

Twilight gasped for a moment thinking about the princess. "Oh my gosh! He is going to the princess. We need to warn her about his sudden change. This could be very dangerous for her."

After making a quick note and having Spike send it away in a flash It took almost an hour before a response was made.

"Twilight, what has happened to Midnight? Has he gone mad?! You must come to the castle at once, Bring all of the elements of harmony with you. This may be our only chance before.............."

Twilight didn't finish the note as it had been singed terribly. The rest of the note was gone. Twilight began to shake violently from fear as it crept over her. The others came to her side as her magic let go of the letter, letting it fall to the floor. They each read the letter, all turning paler version of there coats.

"Twi, what are we gunna do? Ah don't think we could go up against an Alicorn like Midnight. He seems purty strong." AJ spoke as she looked at the group of crying mares.

"I don't know Applejack, he seemed like a totally different stallion earlier. He hasn't seemed the same ever since......." Twilight's eyes went to plates as she remember earlier at the diamond dogs. They had thrown a blue flower at them but Midnight had blocked them with his body and wings. "Girls, I think I know whats wrong with Midnight. I think he has poison joke affecting him."

The girls all looked at Twilight before realizing it themselves.

"Girls, we are going to need to get some of that natural remedy ready to use on Midnight. Who knows what he is doing in Canterlot right........." Twilight stopped as everypony looked to the door as Pinkie burst in. She had two large bushels, one on either side of her like a saddlebag.

"Pinkie?" Twilight began.

"GIRLS! We need to find Midnight and fast. If we don't hit him with these water balloons, then all of Equestria or MORE could be in serious trouble." Pinkie shout as she hoofed out a water balloon to each of the girls.

"Pinkie, whats with these?" RD asked pointing to the watter balloon filled and ready to throw.

"Silly, they have the cure for poison joke in them. All we gotta do is hit Midnight with a few to wash off the poison joke." Pinkie smiled.

They all rushed out of the door quickly taking to the skies and heading toward Canterlot.

29. Alternate ending (End of story)

Authors Note: After many people asking me to continue the story or add a sequel, I have come to this conclusion. This chapter will be the ENDING of the story as an alternate ending ONLY and not the actual ending. The next chapter will have most of the same text as this one to a point then switch over to the continued story line. So Unless you dont want to read anymore then finish this chapter. If you plan on reading until i either die or run out of ideas for this story, then skip ahead to the next chapter. I hope you guys know how much I enjoy your continued support. I will edit as time permits and write as often as possible. Updates will continue to be 2 per week as I have NO MORE CHAPTERS completed. I will try not to rush them and will post them usually around 2pm Eastern on Tuesday and Saturday. Thanks guys and keep reading on. Also if you have any ideas that i should implement into the story then please message them to me in private. Sometimes i get a nice big block to stand in front of me to prevent me from writing. Useful ideas can keep the story flowing smoothly.

As they approached Canterlot, plumes of black smoke were rising into the air from several areas around Canterlot. Although late in the evening the sun was staying still in the sky. It had not moved for almost several hours now and the time was now almost eleven pm. As they near the castle they could see bright flashes of light erupting from inside several of the windows in the castle. As they drew nearer one of the walls erupted sending out several unicorn guards.

They all fell around 40 feet to the ground. None of them stood back up once they hit. Everyone gasped seeing this, then slowly flying toward the fallen wall to peek inside.What they saw made them gasp. Midnight was standing over not only Celestia, But Luna as well. Luna was laying across her sister protectively as Celestia lay there, her eyes closed, her breathing was rough, several scorch marks riddle her body, Many of her feather from her wings had been scattered
about from a large burn mark on one of them.

"Begone thou evil being, You will leave us be with out sister. BEGONE! Or face our WRATH!" Luna's eyes glowed as her horn began to fill with power. Midnight stepped forward only to run into a powerful beam spell that hit him head on. He staggered for a moment regaining his footing then began to advance again. Yet another beam hit him from Luna. This went on for another 5 minutes. Blast after blast of energy hitting the former human but never hurting him.

Midnight let out an evil cackle as Luna tried in vain to keep casting the spell, until she finally exhausted her power.

"My my, little Luna is such the patriot, Fighting to protect her big sister after she had fallen to her former lover. How sweet." Midnight spoke sarcastically. Mischief in his voice as he moved closer to the exhausted Luna. He lowered his head to her's, an evil grin across his face.

"Once I have taken care of you and your sister. There will be nothing to stop me from taking over Equestria." He began to raise his head as he cackled loudly. But it was short lived as a powerful beam hit him from the side sending him down the hallway and through a wall to the palace gardens.

Twilight stood there panting loudly through clenched teeth. Her horn literally white with magic. Her coat had transformed to a pure white while her mane was now ablaze. Her voice echoed throughout the hallway as if it were several Twilight's talking at once.

"You will NOT harm the Princesses!" she shouted.

After the wall finished falling that Midnight had been launched through everything fell quiet. A loud cackle could be heard from the hole Midnight had been put through. "Well isn't this a surprise. Twilight and her friends finally coming to the rescue. I'm not sure if you noticed but most of the royal guard is dead. Celestia is wounded, and Luna is out of power. I'll give you this one chance to walk away unharmed. After that I will bend you to my will if you do not leave." Midnight growled out the last of the sentence sending shivers down everponies spines.

Twilight stepped forward still on fire. "Midnight you have to listen to me. You've been infected with poison joke, its somehow altering your nature to go against what you normally do and believe in, let us help you. You still have the chance to be forgiven." She spoke out pulling several water balloons from Pinkies bushels, floating them to her side.

"Forgiveness?! Do you think I want that? No I don't want that at all. What I want is very simple." Midnight laughed.

"And what would that be?" Twilight asked looking at him oddly.

"The complete destruction of the entire universe." He yelled causing the windows in the castle to shatter. The girls were all pushed back by the sudden outburst.

"Girls, we have no choice, we have to use the elements. I doubt we could get any of these balloons near him without loosing them instead of hitting him."

They all felt tears come to their eyes as the power from the elements began to shine brightly sending out a bright light from each of them.

"What do we have here?" Midnight smiled seeing the colors of a rainbow heading toward him. He smiled watching it bolt toward him. After a few seconds the rainbow from the elements disappeared. The girls gasped at what they saw. Midnight stood there laughing at them in the same spot. Some type of clear crystal floating in front of him.

"B-but, that should have worked?! What happened?" Twilight shouted in a panicked voice.

"Oh my poor poor Twilight. You forgot about one thing. I'm smarter than you." He began to laugh as Twilight stomped the ground infuriated by the insult.

"You can't be smarter than me! I've done nothing but study my entire life. How can a mere human be smarter than me?!" She growled.

"HUMAN? HUMAN!? I'm a fucking Alicorn you little snot!" Midnight growled teleporting to right in front of the girls.

"You see this crystal? This is called a prism. It can turn white light into a rainbow and a rainbow into white light. This is how I have defeated you pitiful ponies." He began to laugh again as the group powered up their elements again. Firing them at Midnight repeatedly. Every time he would laugh as the light show was altered to innocent white light as it was blocked by the prism. After an hour of trying to use the elements on Midnight they all stopped falling to the ground crying. Twilight's white coat and fire mane turned back to normal. Midnight moved forward giving an evil smile.

"So have you finally given up girls?" He laughed as he walked into the center of the group.

They all stood on shaky legs as they looked at him. Midnight smiled looking around at them, he walked over to pinky who was sitting next to the water balloons, her hair deflated, a look of horror across her face as she gazed up at the dark Alicorn. His smile never left as he lowered his head to her laughing.

"LIttle balloons? What were you going to do? Pelt me with them? Was that your fallback plan?" He cackled.

Pinkie picked up one of the water balloons giving an evil grin as she burst it over her own head. Her mane now drenched as it began to soak her coat.

Midnight laughed at the sudden self water ballooning.

"So it is just regular water after all. You all were seriously going to pelt me with them instead of using your elements? I feel a little sad for you six now. But how about this. I'll indulge you as your final request. Go ahead and hit me with as many as you want." He laughed standing there.

*splash*
*splash*
*splash*
*splash*
*splash*
*splash*

Midnight laughed as he was assaulted with water balloons until they were all gone. A minute passed by and he smiled to the group.

"M-midnight? Are you back to normal now?" Twilight asked as she moved forward to him.

"Normal? I've never felt better!" His voice drew venom into it as his horn began to glow.

"NOW GIRLS!" Twilight shouted as the elements charged and fired at him once again. Midnight laughed as the beam connected with the prism again turning into a harmless white light beam. His eyes shot open at the last second as he watched in slow motion as a single droplet of water fell from the tip of his horn into the white lights path. Before he could react the white light hit the droplet turning it into a bright flash of colorful light.

"NOOOOOOOOOOOOOOOOO!" He shouted as the rainbow envelope him, spinning around him at untold speeds. He screamed loudly sending out a powerful shockwave which caused the rainbow tornado to be obliterated. The girls stood in shock at what they saw. Midnight stood there shakily, his head lowered as his breathing was strained. His right wing mangled and broken. Blood and feathers lay all around him. His entire right side burned badly. He took several steps
forward before finally falling to the ground in a heap. The girls walked cautiously over to him surrounding him, ready to charge the elements again if needed.

"Twilight......" He softly spoke laying on his left side.

Twilight came over to his head giving him a saddened expression.

"Twi........wha......what happened?" He asked breathing hard.

"You don't remember?" She asked looking down to him.

"*cough* N-no........ Why do ........ do I feel like a.......... train hit me?

"You were infected with poison joke. You went on a rampage through Canterlot and....." Twilight was cut off by him as he spoke out in strained words.

"NO! D-did I kill anyone?"

Twilight looked over to Luna and Celestia who were laying on the ground behind them. Midnight moved his head slowly to see them. Luna looked at him, tears in her eyes as she nuzzled Celestia who was laying on the ground.

Midnight cried out in horror.

"P-please Twilight. Tell me I didn't do this. Tell me I didn't kill Celestia?! She was carrying my foal, I can't live knowing I took that life." He cried out.

Twilight lowered her head, tears falling from her face, no words escaped her lips.

"NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!" Midnight shrieked as his horn began to brighten, The illumination filling the room quickly to a blinding light.

Everypony covered their eyes as it grew in intensity. They could hear Midnight screaming louder and louder until everything shook.

As quickly as it began, it ended. Twilight and the others opened there eyes gasping at what they saw. Celestia was walking toward the fallen Midnight as he lay on the ground glowing brightly. The castle and everything around was back to its original glory. All the guards now up and alive again. Luna joined Celestia at Midnight's side. Slowly his tail began to evaporate into the air, it looked like little lightning bugs pulling away from a disappearing pony that was glowing. He lay there as he spoke quietly, Looking around.

Celestia, Luna, I am so sorry this happened. I never meant to hurt any of you in any way. When I saw you laying there, and the thought of me having killed you and our foal, I snapped. I'm sorry to have hurt everypony, I hope that with my final gift, you can forgive my actions." His upper body and head were now slowly disappearing as they all came to him. giving him one final hug.

"We forgive you, you have been the best friend anypony could ask for. We love you. Please don't leave us." Celestia cried as she burried her muzzle into his neck.

"I'm sorry, but that won't be possible. I used all of my power to turn back time to the point where noone would remember the attack. Only you eight will remember. All the lives that I have taken. All the damage I have done. Completely restored. I have gladly given my life to protect the ones I love and cherish. Please, don't forget me. Although my time here was short. I have never been so loved in my life. If I ever get a second chance to live again. Please, make sure I stay away from those stupid blue flowers." He laughed softly at his final words, smiling to everyone as the rest of his body vanished into a brilliant display of glowing particles, ascending into the heavens.

Everyone was silently crying. Looking at the resting place of Midnight.

Time seemed to stand still as they sat there quietly.

"Why didn't the poison joke cure work?" Twilight asked herself over and over. She continued to think quietly until the answer fell onto her like a ton of bricks. She fell to the ground crying as the answer was now in front of her. "He must have smelled of the flowers. The cure would to have been a vapor to enter his lungs in order to fully cure him. The poison joke must have turned his love of protecting others into the complete opposite....." She trailed off as she thought of what had happened. Life from this point was going to be hard. As it would continue though, they all hoped it would get easier. Only time would tell.

8 years later

Celestia walked along the path in the royal hedge maze toward the center. A small group of colts and fillies following her. Cheerilee walked at the end of the school group as they came to a stop in the center of the hedge maze. Celestia smiled to the group as Cheerilee came forth looking to a large statue.

"Ok everypony. Who can tell me who this statue represents?" She smiled looking to the group waiting for a hoof to raise so she could call on them.

A small black hoof raised into the air getting Cheerilee's attention.

"Yes Midnight star? Do you have the answer?" She spoke out to him.

A small black Alicorn walked through the group of children to the front of the group. His entire body was a brilliant black that shone brightly in the sunlight. On his back rested a set of white wings being a severe contrast to his black coat. His mane flickered wildly like fire but was like liquid light. It was see through much like Celestia's mane.

"This statue is of Midnight Flame. My father. Although I never got to meet him. I have been told by everypony that has known him, that not only was he one of the kindest ponies alive, but traded his life to save everypony in Canterlot."

Cheerilee smiled, "Very good Star. Let's all continue shall we?" She said as the student's followed her. Star staying behind to look at the statue some more. Celestia walked quietly up to him giving him a gentle nuzzle which he returned.

"Mother?" He began.

"Yes my son?" She smiled.

"Was he really as great as everypony has said he was?" He asked looking from the statue to Celestia.

"My dear, he was not only the most powerful Alicorn to ever live, but also the most wonderful. Your father was a shining example to every pony in Equestria."

She smiled causing Midnight Star to smile widely. Celestia walked ahead joining the group as they headed toward another statue in another part of the maze.

Star looked up to the statue one last time as he walked on to catch up to the group.

"Father, I hope that I can make you proud, and be as wonderful as everypony has said you were. I won't let you down." He smiled as a single tear fell from his eye to the ground, hitting a small beam of light as it punched through the cloud line. The light refracted only for an instant as it passed through, sending a magnificent rainbow of colors over the statue.

30. The finale?

As they approached Canterlot, plumes of black smoke were rising into the air from several areas around Canterlot. Although late in the evening the sun was staying still in the sky. It had not moved for almost several hours now and the time was now almost eleven pm. As they near the castle they could see bright flashes of light erupting from inside several of the windows in the castle. As they drew nearer one of the walls erupted sending out several unicorn guards.

They all fell around 40 feet to the ground. None of them stood back up once they hit. Everyone gasped seeing this, then slowly flying toward the fallen wall to peek inside.What they saw made them gasp. Midnight was standing over not only Celestia, But Luna as well. Luna was laying across her sister protectively as Celestia lay there, her eyes closed, her breathing was rough, several scorch marks riddle her body, Many of her feather from her wings had been scattered
about from a large burn mark on one of them.

"Begone thou evil being, You will leave us be with out sister. BEGONE! Or face our WRATH!" Luna's eyes glowed as her horn began to fill with power. Midnight stepped forward only to run into a powerful beam spell that hit him head on. He staggered for a moment regaining his footing then began to advance again. Yet another beam hit him from Luna. This went on for another 5 minutes. Blast after blast of energy hitting the former human but never hurting him.

Midnight let out an evil cackle as Luna tried in vain to keep casting the spell, until she finally exhausted her power.

"My my, little Luna is such the patriot, Fighting to protect her big sister after she had fallen to her former lover. How sweet." Midnight spoke sarcastically. Mischief in his voice as he moved closer to the exhausted Luna. He lowered his head to her's, an evil grin across his face.

"Once I have taken care of you and your sister. There will be nothing to stop me from taking over Equestria." He began to raise his head as he cackled loudly. But it was short lived as a powerful beam hit him from the side sending him down the hallway and through a wall to the palace gardens.

Twilight stood there panting loudly through clenched teeth. Her horn literally white with magic. Her coat had transformed to a pure white while her mane was now ablaze. Her voice echoed throughout the hallway as if it were several Twilight's talking at once.

"You will NOT harm the Princesses!" she shouted.

After the wall finished falling that Midnight had been launched through everything fell quiet. A loud cackle could be heard from the hole Midnight had been put through. "Well isn't this a surprise. Twilight and her friends finally coming to the rescue. I'm not sure if you noticed but most of the royal guard is dead. Celestia is wounded, and Luna is out of power. I'll give you this one chance to walk away unharmed. After that I will bend you to my will if you do not leave." Midnight growled out the last of the sentence sending shivers down everponies spines.

Twilight stepped forward still on fire. "Midnight you have to listen to me. You've been infected with poison joke, its somehow altering your nature to go against what you normally do and believe in, let us help you. You still have the chance to be forgiven." She spoke out pulling several water balloons from Pinkies bushels, floating them to her side.

"Forgiveness?! Do you think I want that? No I don't want that at all. What I want is very simple." Midnight laughed.

"And what would that be?" Twilight asked looking at him oddly.

"The complete destruction of the entire universe." He yelled causing the windows in the castle to shatter. The girls were all pushed back by the sudden outburst.

"Girls, we have no choice, we have to use the elements. I doubt we could get any of these balloons near him without loosing them instead of hitting him."

They all felt tears come to their eyes as the power from the elements began to shine brightly sending out a bright light from each of them.

"What do we have here?" Midnight smiled seeing the colors of a rainbow heading toward him. He smiled watching it bolt toward him. After a few seconds the rainbow from the elements disappeared. The girls gasped at what they saw. Midnight stood there laughing at them in the same spot. Some type of clear crystal floating in front of him.

"B-but, that should have worked?! What happened?" Twilight shouted in a panicked voice.

"Oh my poor poor Twilight. You forgot about one thing. I'm smarter than you." He began to laugh as Twilight stomped the ground infuriated by the insult.

"You can't be smarter than me! I've done nothing but study my entire life. How can a mere human be smarter than me?!" She growled.

"HUMAN? HUMAN!? I'm a fucking Alicorn you little snot!" Midnight growled teleporting to right in front of the girls.

"You see this crystal? This is called a prism. It can turn white light into a rainbow and a rainbow into white light. This is how I have defeated you pitiful ponies." He began to laugh again as the group powered up their elements again. Firing them at Midnight repeatedly. Every time he would laugh as the light show was altered to innocent white light as it was blocked by the prism. After an hour of trying to use the elements on Midnight they all stopped falling to the ground crying. Twilight's white coat and fire mane turned back to normal. Midnight moved forward giving an evil smile.

"So have you finally given up girls?" He laughed as he walked into the center of the group.

They all stood on shaky legs as they looked at him. Midnight smiled looking around at them, he walked over to pinky who was sitting next to the water balloons, her hair deflated, a look of horror across her face as she gazed up at the dark Alicorn. His smile never left as he lowered his head to her laughing.

"LIttle balloons? What were you going to do? Pelt me with them? Was that your fallback plan?" He cackled.

Pinkie picked up one of the water balloons giving an evil grin as she burst it over her own head. Her mane now drenched as it began to soak her coat.

Midnight laughed at the sudden self water ballooning.

"So it is just regular water after all. You all were seriously going to pelt me with them instead of using your elements? I feel a little sad for you six now. But how about this. I'll indulge you as your final request. Go ahead and hit me with as many as you want." He laughed standing there.

*splash*
*splash*
*splash*
*splash*
*splash*
*splash*

Midnight laughed as he was assaulted with water balloons until they were all gone. A minute passed by and he smiled to the group.

"M-midnight? Are you back to normal now?" Twilight asked as she moved forward to him.

"Normal? I've never felt better!" His voice drew venom into it as his horn began to glow.

"NOW GIRLS!" Twilight shouted as the elements charged and fired at him once again. Midnight laughed as the beam connected with the prism again turning into a harmless white light beam. His eyes shot open at the last second as he watched in slow motion as a single droplet of water fell from the tip of his horn into the white lights path. Before he could react the white light hit the droplet turning it into a bright flash of colorful light.

"NOOOOOOOOOOOOOOOOO!" He shouted as the rainbow envelope him, spinning around him at untold speeds. He screamed loudly sending out a powerful shockwave which caused the rainbow tornado to be obliterated. The girls stood in shock at what they saw. Midnight stood there shakily, his head lowered as his breathing was strained. His right wing mangled and broken. Blood and feathers lay all around him. His entire right side burned badly. He took several steps
forward before finally falling to the ground in a heap. The girls walked cautiously over to him surrounding him, ready to charge the elements again if needed.

"Twilight......" He softly spoke laying on his left side.

Twilight came over to his head giving him a saddened expression.

"Twi........wha......what happened?" He asked breathing hard.

"You don't remember?" She asked looking down to him.

"*cough* N-no........ Why do ........ do I feel like a.......... train hit me?

"You were infected with poison joke. You went on a rampage through Canterlot and....." Twilight was cut off by him as he spoke out in strained words.

"NO! D-did I kill anyone?"

Twilight looked over to Luna and Celestia who were laying on the ground behind them. Midnight moved his head slowly to see them. Luna looked at him, tears in her eyes as she nuzzled Celestia who was laying on the ground.

Midnight cried out in horror.

"P-please Twilight. Tell me I didn't do this. Tell me I didn't kill Celestia?! She was carrying my foal, I can't live knowing I took that life." He cried out.

Twilight lowered her head, tears falling from her face, no words escaped her lips.

"NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!" Midnight shrieked as his horn began to brighten, The illumination filling the room quickly to a blinding light.

Everypony covered their eyes as it grew in intensity. They could hear Midnight screaming louder and louder until everything shook.

As quickly as it began, it ended. Twilight and the others opened there eyes gasping at what they saw. Celestia was walking toward the fallen Midnight as he lay on the ground. He weakly lifted his head seeing Celestia walking toward him.

"Please, finish it. A-after what I have done.......... I do not deserve to live." Midnight croaked as his head slowly fell to the ground. He closed his eyes waiting for the pain to stop. The pain continued as he lay there in silence. He was slightly startled to feel a sudden warmth press against him on all sides as his pain began to slightly dull. He opened his eyes slowly to see Celestia laying to one side of him, Luna to the other. The rest of the girls were floating silently as a Bright rainbow encased them all.

Midnight watched them silently as the combined magic began to slowly heal him. His torn and scarred flesh began to heal rapidly. His battered and broken wing growing new feathers and healing itself as well. The pain he felt began to fade as the healing aura from the Elements brought him back from the brink of death itself. A silent tear fell from his eye as hey lay there.

"After all I have done, After all the things I have said, They still care for me enough to save my life." He thought to himself as he began to fall asleep.

XXX

Morning arrived with many chirping birds and happy ponies running through the castle. Midnight felt the heat of the sun slowly warming his black coat as he lay quietly in bed.

"Ugh....... Is it morning already?" Midnight groaned as he awoke from being warmed by the suns rays. He lifted his head giving a yawn as he looked around the room. After a few seconds he realized that he wasn't in Rarity's boutique, or the Library, and quickly stood making his way to the window.

After a few seconds of looking out the window he finally realized where he was. "Why am I in the castle?" He spoke softly to himself. After a few moments sitting in front of the window a knock resounded at the door. Without looking to it he spoke.

"Come in."

Several sets of hoof beats could be heard as ponies piled into the room. Midnights vision never left the window as he sat there in thought.

"Well aintcha gunna welcome us in?" Applejack spoke walking up to Midnights side and giving him a nudge.

Midnight turned quickly looking to AJ then snapping himself around further to see the rest of the girls, Luna and Celestia.

Without thinking he teleported to Celestia wrapping his hooves around her. A silent tear fell from his face. He wept quietly as the others came up to them also wrapping them into a group hug.

A short time later they finally broke the hug, Midnight pulling back from the group.

"Tia, I have no words to express how sorry I am for what I have done. I have said and done many terrible things. Why everyone of you saved me is beyond my comprehension. When I was laying there wounded and dieing, The thought of me having killed not only others, but Celestia and my foal. I just couldn't take it. I-I dont remember what happened from there but I felt a huge rush of magic escape me. Then you...." He looked to Celestia "You were walking toward me. Like nothing had happened at all. I felt at peace. Like I had lost something, but gained even more. What happened exactly?"

After a moment Celestia filled him on on everything that had happened. The girls filling in other spots from the moment he was hit by the poison joke to the point when he started to act strange toward them.

He sat there remembering all of the events that unfolded from that moment on.

"But............ Why did everyone save me?" He asked looking to them all.

"Because we love you silly." Pinkie Pie chirped happily bouncing toward him giving him a hug.

"That's right." Applejack trotted over joining the hug.

"I don't think you can get rid of us that easy." Twilight smiled as she joined in.

"Definately." Rainbow Dash flew over bowling them over.

"But don't you ever do that again mister." Fluttershy spoke out in a stern yet gentle tone jumping onto the pile and looking Midnight in the eyes. Midnight gave a whimper nodding to Fluttershy.

"Alright girls, let us give him some breathing room. We have much to discuss." Celestia smiled catching everyponies attention.

The girls quietly left the room as Celestia and Luna took a seat. Midnight felt a lump crawl into his throat as the door shut behind the girls.

31. Magical strength and walking home.

Celestia sat quietly next to Luna, Midnight across from them in the bedroom he had awoken in.

"Midnight." Celestia began catching his attention. "Although you had previously done considerable damage before today, please know that it will not be held against you. You risked your very life to bring not only me back from the dead. But also any and everypony else that happen to fall victim to your........ episode. However. The spell you cast before to save them all was a forbidden spell. The fact that your still alive is puzzling. You life should have ended from that spell." She spoke as she looked at him with a questionable look.

"Well, Tia, I am quit different from the others. I'm not sure if you are fully aware about this but, I don't require anything to cast spells like others do." Midnight gave a sheepish smile.

"What does thou mean?" Luna interjected.

"Well from what Twilight has told me, Some spells require ingredients to cast them properly. I didn't know that and just cast the spells anyway. All of them have come about different without the ingredients yes, but they still came out alright in the end."

Celestia gave a questioning look toward what Midnight was talking about. "I guess that would explain how each of the elements besides the Pegasus received wings that weren't made from gossamer and morning dew."

"OH! I didnt noticed if the girls still had there wings or not. Did my spell stay on them?" Midnight smiled remembering the spell he had cast on four of his friends.

"The spell continues to hold. It has been only around a day since you had cast it. You will be happy to know that although your spell is strange, there will be no permanent effects to the hosts. My student and the others will return to normal after a few days time." Celestia smiled.

"OH thank God!" Midnight fell over in a heap shocking the two before him.

"Midnight?!" Celestia began but Midnight lifted a hoof to silence her.

"I'm fine. I just feel a lot better knowing that I didn't screw up and cause my friends any permanent grief."

Luna gave a light chuckle as she stood. "Thou has no worries, Twilight and the others have had quite a bit of fun with thy gift." She smiled as she walked over to the balcony opening the glass doors and stepping out. Midnight followed with Celestia at his side. Upon reaching the balcony he stood there in shock for a moment, then smiled as he watched all six of the elements flying around outside.

"I'm glad that they like their wings. I would hate for them to be permenent and the girls have to endure the same thing I have had to endure." Midnight gave a saddened smile as he lowered his head slightly.

"I understand where you are coming from Midnight dear. Know this though, Your spells may be cast differently and hold similar effects, But i doubt that they would stay permanent on any ponies." Celestia smiled givin him a gentle nuzzle.

"Well, only time will tell for now. I'm just glad........" He trailed off as he heard a loud scream from above. He looked to see Twilight falling from the sky, feathers detaching from her wings at a rapid pace as she plummeted to the ground.

Without a second thought Midnight jumped from the balcony teleporting to under Twilight as she fell. He caught her with time to spare as he landed in the castles garden. The rest of the girls as well as Luna and Celestia landed near them coming up to their side.

"What happened?" Celestia spoke in shock as Midnight set Twilight down. The rest of her feathers falling and disappearing into thin air.

"My wings vanished while I was flying. I didnt expect the spell to wear off so quickly." Twilight spoke as she looked at her back where the wings had been.

"Well if yer wings vanished, then that means....." Applejack stopped as she looked back seeing feathers fall from her wings. She gave a sigh seeing them slowly disappear. Pinkie Pie bounded up sending feathers all around her.

"Weeeeeeee, that was fun, can we do that again?" Pinkie laughed shaking off the rest of the feathers.

Rarity shed a tear watching her wings slowly disappear as well. "Well, I am sure it is for the best after all. I wouldn't mind having those beautiful wings again sometime soon." She nuzzled up against Midnight smiling. He lowered his head giving her a gentle kiss.

Celestia smiled at Rarity and Midnight. "Midnight dear, If you are feeling better, you may leave. I see no reason for me to keep you here if you wish to go."

"Thanks Tia. I'll come back when I can to see how much our little bump is growing. If you need me before then send Twilight a letter. I'm sure she can find me quickly." Midnight smiled walking aver to Celestia and giving her a gentle nuzzle.

"Well girls, what should we do?" Midnight looked back to the group but stopped upon hearing his stomach growl loudly.

"I think some lunch is in order." Twilight laughed causing the others to giggle.

XXX

After grabbing some lunch Midnight and the six made way back toward Ponyville. RD and Fluttershy flew back ahead of them as the rest stayed behind with Midnight. They had decided to walk back. It would take several hours but it would give them plenty of time to chat.

"So you girls aren't angry with me?" Midnight asked as his head lowered in shame.

"Of course not darling, It wasn't you who did all of those terrible things, it was the poison jokes fault. Rarity spoke reassuringly.

"That's right. Don't you fret none big guy. Although you said a few nasty things, none'o us will think differently about ya." AJ smiled giving Midnight a playful nudge.

"Heh, thanks girls. I still feel awful though about saying all of what I did. If any of you ever need anything, don't hesitate to ask. I am at your beck and call." Midnight smiled.

Twilight gave a small giggle catching his attention.

"I have a feeling I am going to regret those words." Midnight chuckle looking back to see Twilight put on an innocent smile while looking away.

The girls all giggled at his expense as Twilight trotted up beside him.

"Well I was wondering...." She began as Midnight gave a chuckle "Here we go." He laughed

"I was wondering if you wouldn't mind coming by the library. Ive been reading a lot of the books you donated and have some questions about some of them." Twilight smirked.

"That's cool Twi, I don't having any plans so I can come by anytime." Midnight smiled.

"Actually." Rarity trailed off catching everyponies attention.

Midnight looked to her as she continued.

"My parents are coming in and they don't know about us yet darling. I would oh so love to introduce you to them." Rarity cooed nuzzling up to Midnight.

"When are they coming in?" Midnight asked nuzzling Rarity's horn causing her to blush.

"They are actually in Ponyville already. They decided to drop in and pick up Sweetiebelle for winter vacation from school. She will be gone for two weeks." Rarity smiled giving Midnight bedroom eyes.

"Heh heh. I think your in for a might hoof full Night." AJ laughed.

Twilight giggled causing Pinkie to laugh as well. Rarity just blushed heavily at the comment nuzzling into Midnight further.

"Let's get home before I die from embarrassment." Midnight chuckle causing the others to burst out laughing.

32. Meeting the parents with a side of TERROR!

The group had finally arrived in Ponyville and gone their separate ways. Midnight followed Rarity to the boutique, shrinking a little to go inside as he has done many times before. Upon entering Rarity quickly turned to Midnight pressing a hoof to his mouth. His eye went wide for a moment as she pointed to the kitchen. Her fathers Hawaiian style shirt could be seen from the chair he sat in. Midnight looked back to Rarity as she motioned for him to go upstairs. He gave a nod and made his way upstairs. He sat silently at the top listening to everyone downstairs.

Rarity made her way into the kitchen to see her mother making a small lunch for them and Sweetiebelle.

"Mother, Father, how good to see you again." Rarity piped up catching their attentions, They immediately came over hugging Rarity.

"Oh ya, we just got into Ponyville about an hour ago don'tcha know." Rarity's mother smiled as she finished fixing lunch and prepared the plates.

"Yea, we're going ta be goin on a cruise and thought Sweetiebelle might enjoy the ocean. She's not had as many lavish experiences as you had when you were young dear." Her father laughed patting her gently on the back.

"Oh that sounds wonderful. I'm sure Sweetie will just love the ocean." Rarity smiled

Just as she finished a series of thuds could be heard from the stair case.

XXX

(A minute ago)

Sweetiebelle thought she heard the front door open as she sat in her room upstairs. She went to the staircase seeing Midnight slowly climbing them while nodding back to Rarity. She smiled and decided to surprise her uncle when he came upstairs so she tip hoofed back to her room closing the door listening to the hoofsteps stop in the hall. She quietly opened to door peeking out to see Midnight sitting on his haunches at the top of the stairs looking down them, his ears trained forward.

Sweetiebelle giggle to herself as she slowly made her way out of her bedroom. tip hoofing as slowly as possible toward midnight. It had taken her almost two minutes to traverse the hallway to just behind Midnight. She took in a deep breath.

"HI UNCLE MIDNIGHT!" She screamed loudly, her little voice cracking as she finished. Midnight screamed in surprise loosing his footing or hoofing as it were and tumbled down the entire staircase landing on his back at the bottom.

Sweetiebelle rushed down the stairs to see if he was alright

XXX

Rarity with her mother and father rushed into the parlor of the boutique seeing Midnight upside down and dazed on the floor. Sweetiebelle rushed down gently poking Midnights face with her hoof.

"Uncle Midnight, are you ok?" She shouted pushing his face in different directions.

Rarity, her mother and father stiffened at the word Uncle. Rarity slowly turned her head to see her parents expressions. Her father looked at the large black Alicorn mouthing words but no sound came out. Her mother began to cry and wrapped her in a tight hug.

Midnight finally found enough sense to speak. "It's alright everypony! I'm OK!" He shouted thrusting a hoof into the air then went out like a light.

XXX

Midnight awoke to seeing a teary eyed mare sitting in front of him. He gasped for a second stiffening up. He looked to see Rarity talking to what Midnight could guess, to be her father. His attention was brought back to the mare in front of him as she wrapped him in a hug crying into his chest. Midnight was unsure how to act. Luckily Rarity noticed and quickly made way over to them prying her mother loose from Midnight. She pulled Midnight upright so that he was sitting comfortably while her mother and father took a seat across from them with Sweetiebelle.

"So then there, I take it from hearing Sweetie here calling you Uncle that you've asked Rarity to be your mare?" Rarity's father asked. (We will just call him pops from this point out, and Raritys mother mom)

Midnight gave a slight chuckle. "That would be correct sir."
Mom piped in. "When did you two exactly meet, and where?"

"Well, I would rather Rarity explain that to you. Im sure she could explain things better in that area than I could." Midnight laughed.

Rarity smiled giving Midnight a nuzzle as she was about to begin.

"He's an ALIEN!" Sweetiebelle shouted with a big smile jumping over to Midnight hugging him. Rarity fell over in shock. Mon and Pops couldn't help but laugh at Sweetiebelles comment but slowly stopped laughing seeing Rarity and Midnights expressions.

"Sweetiebelle, You were joking right?" Pops asked looking to her.

"Mother, father, this will take a few minutes to explain." Rarity spoke up finally.

XXX

After a quick explanation and a cup of tea later all was well, sorta.

"So yer really from another world?" Pops asked looking him over.

"Yup."

"And you were once a human but Rarity's friend turned ya into a pony." he continued.

"Yup."

"And ya plan on taking care of mah daughter for the rest of her life?"

"Yup."

"That's all I need ta hear, welcome to family my boy." Pops smiled pulling Midnight into a tight bear hug.

"Just remember one thing, If ya ever hurt my daughter, Not even Celestia herself can hide ya from me." Pops spoke with an icy tone that made Midnight shiver in fear.

Pops pulled away with a smile then trotted outside where Sweetiebelle and Mom was waiting. Rarity and Midnight walked to see them off as they entered a cab.

"We should be back in a couple weeks don'tcha know, you two have fuuuuuuun." Mom smiled giving a wink to the two lovebirds. Pops smiled pointing a hoof at Midnight while running the other hoof across his neck as if in a cutting motion.

After they were out of sight Midnight fell over. Rarity looking back to him.

"Whats wrong darling?" Rarity asked looking at him.

"Your father hate my guts. Cant blame him though. All fathers are like that toward their daughters boyfriends." He laughed nervously getting back up. Rarity laughed causing him to cringe a little.

"Oh don't worry about Daddy, He is a big softie at heart, He wouldn't hurt a fly."

"I don't know about that. He seemed pretty serious." he groaned

"Oh stop that, If Daddy does say anything i'll take care of everything, But for now since they are gone." Rarity smiled standing up on her back legs and wrapping her arms around Midnight giving him a passionate kiss. Only breaking it to finish her sentence. "Why don't we have a little fun?" She giggled. Midnight gave a sly smile as he was led into the next room behind Rarity.

33. Pin cushions and whores

"Rarity." Midnight spoke looking into her eyes.

"Yes darling." She cooed giving him a sweet kiss on the lips.

"This isnt the fun I was thinking of." He frowned standing there as Rarity began pinning up a part of the dress she was making while it was attached to Midnight.

"I know, But I can now say that I can sweet talk an Alicorn." She giggled kissing him again.

"Your just lucky to have a willing, living, pincushion that can change his appearance and size at will to be the perfect duplicate of any and every pony in Equestria. PLUS have a magical shield that is thin so you can poke and prod without hurting him." Midnight laughed as he watched Rarity work quickly stabbing pins all over the place on the dress.

"That is one plus to having the only Alicorn male in the entire world as my fiance. That and you do look rather cute as a mare." She giggle giving his flank a smack.

Midnight laughed in a feminine voice. "Is that why you keep kissing me."

Rarity stopped, sputtering to try and make an excuse only to make him laugh harder.

"Oh hush you, Or you wont be getting any desert later." She smiled giving him a wink.

"After this little 'treat' I wonder what desert will beeeEEEEEEEEEEE!?" He began but stiffened up as he felt a hoof brush against his loins. He looked back, his face flushed bright red. Rarity smiled blowing him a seductive kiss.

"Yes dear!" He announced stiffening up again making her laugh.

"So darling, two week's we will have together. What would you like to do?" Rarity smiled as she placed several more pins in place.

"I dunno, Maybe play dress up, act girly, do weird stuff." Midnight smirked causing Rarity to deadpan.

"Ugh, Honestly I haven't thought of anything besides spending time with you. I'm TERRIBLE at making plans for anything. I'm usually just spontaneous at doing things." He groaned.

Rarity giggled. "Sounds like you and Pinkie Pie may have hit it off better than me."

"Heh, no way! She is literally an unknown mass of energy. I bet if she were in my home world and we took a blood sample from her it could power the entire world for a year." He laughed causing Rarity to snort from laughing.

"She is a little ball of energy. More-so than any filly or colt in Ponyville. I have personally seen her outlast the Cutie Mark Crusaders in an endurance competition. That was the funniest thing I have ever seen. I don't know how the poor dear sleeps at night with that much energy." She laughed.

"Who knows, maybe she could be an Alicorn in disguise." Midnight laughed making the OoOOoOOOOoo sound AJ does.

Rarity laughed as she finished pinning the dress. "Ah! Finally finished." You can teleport now darling."

Midnight needed no further instructions as he teleported out of the dress and returning to his original form giving a shake.
"Wooooo! That was not pleasant." He laughed as his feathers fluffed out.

"Oh come now, it wasn't that bad was it?" Rarity gave a pouty lip looking at Midnight with big puppy dog eyes.

Midnight gave her a deadpan look. "Yes, by far the worst thing to ever happen to me." He remarked in a sarcastic tone.

They gave a small laugh then continued.

The bell above the door rang signalling someone had came in. Midnight turned walking to the front as he spoke Rarity's store quote.

"Welcome to Carousel Boutique, were everything is sheek, unique, and magnifique. How can we help you today?" He smiled.

"Oh my, so the rumors are true." Sapphire Shores squealed happily.

"Beg pardon ma'am?" Midnight cocked an eyebrow.

"Oh please, call me Sapphire!" She smiled walking up to the counter Midnight was now behind.

He smiled, "Alright then Sapphire. How can I help you today?"

"OOOoooooo Hearing you say my name just gives me goosebumps all over!" She squealed again giving him a seductive look.

"Well I'm glad I can please you Sapphire, Now is there anything I can help you with?" He smiled again, this time the smile feeling a little forced.

"Oh darling, Who was at the door.?" Rarity chirped.

Midnight walked to the rear door to the room were Rarity was working in the other room. "A nice pony by the name of Sapphire is here. (she seems to be flirting with me)" He whispered the last part.

Rarity's eyes went wide as she heard the name Sapphire. She only knew one pony with that name and she was the pony of pop. Thee Sapphire Shores. Rarity made her way calmly past Midnight who went into the back room where Rarity had just came out of, so he could pick up the mess of cloth and seamstress materials that had been flung about. Sapphire moved slightly in the main room with Rarity so she could keep an eye on the Alicorn.

"Sapphire darling, so good to see you again. Have you come by to get a few new costumes for your next tour?" Rarity smiled in hope.

""Not today dear, I'm just checking on a rumor that I happened across in Manehatten during my recent tour. I heard a new Alicorn had appeared suddenly and that it was a stallion unlike the princess, and I Must say I am thrilled to see that the rumors are true!" She smiled watching through the door at Midnight's flank as he picked up items.

"Yeeees, well. He is a sight isn't he? But there is one problem about that rumor." Rarity spoke in an annoyed tone seeing Sapphire oogling Midnight's flank.

"And what might that be my dear?" Sapphire smiled almost falling over trying to watch Midnight as he went out of view.

"The rumor failed to mention that he is engaged." Rarity smirked causing Sapphire to fall over surprised.

"Well, that was rather quick, I didn't expect the only male Alicorn to become engaged that quick upon being seen by the masses. Ah well. There is always temptation to try and draw him out." Sapphire giggled getting back to her feet.

Rarity now fuming and trying to keep her composure forced a smile. "So you would go and try to steal him away from his fiance?"

"Well of course darling, I am a mare afterall, If you hadn't noticed, the stallion to mare ratio is quite small. Finding the only male Alicorn in the world is beyond hitting the jackpot. Its like becoming the ruler of everything in existence. To have that Alicorn as my special somepony would be the ultimate prize." Sapphire smiled widely thinking of the possibility of her and Midnight together.

Rarity watched her looking up into nothingness giving a dreamy look. She was undoubtedly thinking about her and Midnight being together, and it was eating Rarity up.

"Oh darling." Rarity called to Midnight in the next room.

"Yes?"

"Could you come here for a moment please?" Rarity chirped.

Midnight walked into the main room of the boutique giving Rarity a nuzzle. "Whats up?" He smiled looking between the two mares causing Sapphire to freeze temporarily.

"Oh nothing dear, I just wanted to introduce you properly to a friend of mine, This is Sapphire Shores, The pony of Pop." Rarity smiled looking to Sapphire who had a huge grin plastered across her face.

"It's nice to meet you Sapphire. I'm Midnight Flame, and you've already met my fiance Rarity." He smiled causing Sapphires smile to shatter.

"W-what? R-rarity is your fiance?" Sapphire's eyes went to pinpoints looking at the ivory pony before her who had a devious grin across her face.

"Well then, I'm glad to have met you Midnight, I guess I had better be going Rarity. I'll give you a call when I'm in need of some new costumes for my next tour." Sapphire smiled nervously as she made her way out of the boutique.

Rarity gave a snort as Sapphire left. "Bitch!"

"Rarity?" Midnight gave her a questioning look.

"You! Bed! NOW!" Rarity snapped causing Midnight to back peddle.

"What? Why?"

"Because somepony needs to know how much I love them and also needs to know which other ponies he is allowed to have fun with." Rarity grinned.

Midnight smiled as he made his way upstairs, Rarity Made her way behind him after turning around the open sign and locking the door.

34. A step into the looking glass

It was around noon, the sun was out behind a few clouds in the sky trying to force some sunshine through to brighten the room Twilight was in while reading. She had picked up a fiction book that Midnight had donated to the library. The books name was 'The alchemyst {The secrets of the immortal Nicholas Flamel}' She had noticed that the authors name was Michael Scott and remembered that the book was eerily familiar to another author by a similar name Michael Trott. His book's name though was 'The spellyst' She pulled that book from a shelf and began cross referencing the books. After a few hours she had made an eery discovery. The books were almost identical. The only difference was in the spells cast, how they were cast, and the characters names, and city names.

Twilight sat there thinking for a few minutes until she began to dig through more of the fiction Midnight had given her. She found a few books that sounded familiar to her and found the pony version's of the books within minutes.

"This is kind of creepy, how can some of these books be so similar to ours?" She questioned looking at the books side by side. "I'm going to have to talk to Midnight about this." She grumbled heading out the door.

XXX

Twilight had arrived at Rarity's boutique to see the closed sign on the door. "That's odd, she should be open right now." Twilight mumbled as she knocked on the door.

After a minute noone answered so she knocked a little louder this time.

"Twilight, whatsup?" Midnight shouted from a window about fifteen feet up, his head poking out looking down at her.

"Well I wanted to talk to you about some of the books you donated to the library?" Twilight trailed of as Midnight suddenly ducked back into the room laughing loudly. Twilight listened at the unfolding events upstairs.

"Come to MAMA!" Rarity shouted tackling Midnight to the floor.

Twilight's face flushed a bright red as some shuffling could be heard, then some giggling, then some sexy noises.

Twilight was about to turn around when Midnight popped his head back through the window.

"Um Twi, I'm kinda busy right now. I'll come by the library sometime later to talk to you about the books alright?" Midnight chuckled until Rarity shouted at him.

"Get back in here and fuck me like you MEAN IT!"

Twilight's face burst into flames from burning so hot at the comment Rarity made. "O-ok, no rush Night." She spoke as if broken.

Midnight disappeared back through the window as Twilight began to walk away, she stopped for a moment when she heard Rarity through the still open window.

"Mama's coming!"

Twilight gasped using her magic to shut the window and ran as fast as she could back to the library.

XXX

Midnight arrived at the library a couple hours later. He walked in seeing Spike placing books on the shelves as Twilight was between two stacks of books.

"Hey Twi, Now what did you want to know about those books?" He asked taking a seat across from her.

Twilight's face flushed a bright red as she spoke.

"Well, uh......." she began but trailed off.

"Yes Twilight." Midnight smiled

"Huh?" she asked confused.

"Yes Rarity and I were having sex when you came by the boutique." He smirked causing her to flush a brighter red.

"Just so we can clear the air, there is absolutely nothing to be embarrassed about. You may have heard a few things and I'm sorry for that, but the truth is every couple has a little fun when they can." He smiled at Twilight who just sat there shocked.

"Uh..... do I need to come back later?" Midnight asked nodding to the door.

"Huh? NO! No please stay, I'm sorry, it's just that I never knew anypony to be so at ease with talking about....... well........ sex." Twilight smiled looking away sheepishly.

"Well, that's the problem. Talking about sex or making love is hard for some. Others just don't care to talk about it. I'm one of the others." Midnight laughed causing Twilight to cock an eyebrow at him.

"I thought those two were the same thing." Twilight smirked.

"Nope, two entirely different things." Midnight smiled.

"Explain." Twilight smiled pulling her forhooves up to her chin resting it on them. Her attention on Midnight.

"Well, Making love is having sex with the mare or stallion you are in love with. Having sex is just something you can have with anypony that you don't really have any feelings for that aren't sexually related.. Making love is a special time between two lovers, although they can have sex as well, That's what you heard earlier." Midnight chuckled causing Twilight to hide her face as she blushed.

"That sounds like pretty much the same thing to me." Twilight remarked.

"Well it is the same in retrospect, however If your just horny and want to get off, all you have to do is find another willing party to help with that. Making love takes time between two beings who love each other. Its far more thrilling and intimate." Midnight smirked.

Twilight thought for a moment pulling a book from a nearby shelf. She opened it and began to read but the book quickly vanished reappearing in front of Midnight.

"Making love and having sex for dummies." Midnight spoke as he read the title. "Seriously Twilight?" He looked at Twilight who was burning red at this point.

Midnight's horn glowed as magic flew from its tip hitting the book, stopping after a few second. Midnight placed the book in front of Twilight who gave him a questioning look. Midnight began to chuckle then fell over laughing.

"Night? Whats so funny?" Twilight asked coming over to his side.

"Holy crap! HAHAHAHA Twilight, HAAAAhaha, That book is so full of crap. HAHAHAAAA." Midnight managed to get out.

Twilight was taken aback by this for more reasons than one. She looked at the book then to the laughing Midnight.

"What are you talking about, you didn't even read the book." She grumbled

"Heheee No I didn't read it, I scanned its contents with my magic, I basically hehehehe copied the book into my memory so I would know how t talk to you about all of this."

"Wait, your telling me you can simply scan a book with magic into your memory?" Twilight gasped in awe.

"Heh, yea. Cant you?" He asked watching her shake her head.

"It isn't possible, If I could do that then I would have every book in Equestria engraved into my brain. Please tell me how to do that." Twilight said pleadingly as she trotted in place eagerly awaiting a response.

"I can give you that ability, but I have to warn you my dear, Once you scan a book, it will stay with you forever. Not to mention you can only scan five books a day. Anymore and you will get severe migraines or headaches. Once you feel a headache coming on you need to stop and wait until the next day. You could seriously hurt yourself. One other thing. It's not as fun as just reading." Midnight's smile faded as he spoke, his tone becoming serious.

Twilight nodded giving a soft smile. "I'm willing to accept a little pain for a lot of knowledge."

"Alright then, let's get started." He smiled as his horn began to glow then stopped.

"Whats wrong?" Asked Twilight looking at him concerned.

"I just realized, I have no idea how to tell you how to do that spell." He laughed

"Well, I do know a spell that will let me into your mind, It would also let you and I both explore your mind." She smiled.

"Well, I don't like the idea of anyone, even a friend running around in my head............." He trailed off looking at Twilight who was giving him a very sad puppy dog look.

"Ugh! Fine! How does this work?" He groaned facehoofing.

"Just sit there and relax." Twilight smiled as she scooted closer pressing her now glowing horn to Midnights.

XXX

In a flash of light they were standing in a long hallway about ten feet wide from side to side. Doors adorning the entire length of the hallway. They looked in each direction seeing that there was no end either way.

"What the hell is this about?" Midnight asked confused.

"These doors show you your memories and experiences. When you open a door anypony that is here with you will relearn everything that you experienced in that specific category." Twilight smiled.

"Hmm, I wonder where the Magic spells door is?" Midnight asked.

A Loud click could be heard as one side of the hall began to move. All of the doors began to slide quickly in a single direction as the other side stayed in position.

"What the hell?!" Midnight yelled as the sliding wall came to a stop in front of him. The door read, 'Magic Spells.'

"Well that was easier than looking for the door." Twilight laughed as she walked up to the door but stopped seeing a large number above the door. It was at roughly ten thousand and the numbers kept going up ever so slowly. Sometimes moving quickly then slower.

"Whats up with the number?" Midnight asked coming up to Twilight's side, After a few seconds with no answer he looked down to see her mouth agape while staring at the number.

"Twi?"

Twilight shook herself back to reality as she began.

"That number signifies how many spells you know. It shouldn't be moving at all though. It only moves when you learn a new spell, and judging by the revolving numbers your learning spells without even reading about them, How is that even possible?" She asked rubbing her temples in frustration.

"Well, I think about different spells all the time. You know, what I can do with magic and what it's uses could be adapted to?" He smiled but stopped as a whirring sound came from the numbers as they sped up then slowed down again. The number jumped by five hundred. Twilight turned her head to Midnight her mouth agape again.

"You just learned five hundreds spells in less than a second." She growled giving a snort.

"Heh..... sorry?" Midnight smiled nervously.

"Anyway, lets open this door so i can learn these spells." Her attitude changed quickly as she walked up to the door opening it. Upon opening it a flood of information rushed out and around the two. After a few second the door shut on its own as they stood there stunned.

"Wow, what a rush." Twilight smiled on wobbly legs.

"Ugh! Yeah, fun times. Can we get out of here now?" Midnight groaned.

XXX

A flash of light and sudden plane shift later, the two ponies were back in reality.

"Ow! My head feels like its splitting. Is that normal?" Midnight groaned rubbing his head with a hoof.

"Not normally no, but since you are an Alicorn and a previous human, I wouldn't expect many side effects from my spell. Anyway, lets see if I learned that spell to scan books." Twilight smiled pulling a book from the shelf and placing it in front of her. Her horn began to glow sending out a small wave over the book, after another few seconds it stopped and she opened her eyes smiling widely.

"Wow. That was.........." Twilight trailed off.

"Beyond words?" Midnight smirked

"Yes, Exactly." Twilight giggled.

"So tell me, what exactly did you want to talk to me about in regards to the books i donated?"

"Oh, I totally forgot about that! I wanted to show you that some of your books look almost identical to the books that were already here in Equestria. The plot and storyline, everything is the same with these books, the only difference is the names of the characters, authors and places. It's very strange." Twilight scratched her head with a hoof looking at some of the books.

"Heh, maybe your world is just another representation of my world." Midnight laughed for a second until her noticed Twilight's eyes light up.

"Oh my goodness!!!! You're a genius!" Twilight smiled bounding over and kissing him then rushing into the other room.

Midnight sat there in shock for a moment. "Uh..... Thanks?"

Twilight smiled happily as she came back with an old dusty book almost as big as she is. Levitating it she plopped it down in front of Midnight then took a seat beside him opening the book.

"This book is almost two thousand years old. It tells about alternate planes of reality and other planets that were visited by my ancestors. Many of them spoke of how some worlds are like our own but at the same time different. I would take a guess that your world is just a mirror of mine. Except for, you know......... ponies and humans." Twilight smiled gesturing in the air with her hooves.

"Sound like a plausible theory. We should look into this further." Midnight smirked causing Twilight to smile.

"Spike, could you bring us some tea please?" Twilight shouted only to hear silence.

"Spike?"

"I guess, he left. Oh well. I'll go fix us some." Twilight smiled as she headed toward the kitchen.

XXX

A few minutes passed while Twilight had heated some water and made the tea, grabbing a few snacks while she was there. She made way back to Midnight gasping at what she saw next. He had around twenty books floating around him while the big book from earlier was in front of him, Several scrolls floating and being written on at once.

"M-midnight? What's going on?" She spoke in a startled tone as she placed the tea and cookies beside him.

"Hmm? Oh just making some notes about inter dimensional theory and travel. Nothing to robust." He smiled taking a sip of the tea. "Bleh, needs some sugar." He laughed tossing a couple sugar cubes into it stirring it with a spoon.

Twilight sat there watching Midnight work feverishly with the books. Ever so often he would scan a book and place it down to grab another. In total he scanned eight books. Twilight became worried seeing the strain on his face.

"Didn't you tell me to only scan 5 books a day max." She chuckled.

"Yea, but If I take a break between scans the strain isn't to bad. Wooooo I need a break." He sighed.

"How about we go grab a bite to eat? My treat." Midnight smiled setting the books down and giving a little stretch.

"Sounds good to me, Tea and cookies aren't to filling." Twilight giggled as they headed out the door.

35. Bookworms and dreams

Midnight and Twilight made way to the local diner, quickly finding a seat in the far corner away from prying eyes. Even though Midnight didn't consider himself royalty, Being the only male Alicorn alive had other ponies thinking differently.

"So Night, what was with all the research earlier while I was making tea?" Twilight asked as she looked through the menu.

"Nothing really. I've always been interested in science and related material but every time I read a book I could never fully grasp the information which usually meant me being stumped and having to locate all of the material again only to forget again." He laughed.

"A never ending cycle?" Twilight smirked causing Midnight to point a hoof at her.

"Precisely." he laughed. "But now that I have a photographic memory, I can do all the research I want now and actually move forward with my prior plans from when I was on earth."

Twilight cocked her head confused as to what he meant before asking. "So what were your big plans before being sucked into this world?"

"Well, I had always thought that inter-dimensional travel would be possible. Or even wormholes that would be a short distance from one part of the universe to another. There were so many things that I thought about that I never truly picked one specific thing to plan about. You could say its multiple plans rolled into one."

Twilight thought for a moment as to what Midnight was speaking about. "But inter-dimensional travel is possible with magic. Even teleporting massive distances to alternate planets and such are all possible with the right spell and right amount of magic."

Midnight smiled. "To true, but technology was what I was referring to. Not magic. However you forget the variables that coincide with that travel. What if the place you travel to does not have the same atmosphere as your home world? What if gravity is stronger or lighter? What if all the food was poisonous to you but not the local people? There are literally countless variables that could come into play that could not only end your life, but also enhance it. I don't know if you realize it or not, but when I was brought here. If your planets atmosphere was different than mine, I would not have survived beyond a couple minutes, if that."

Twilight finally realized what Midnight was referring to. "Then that means our planets are linked in some way, The literature is one big clue. But, what if our worlds have other similarities?"

"I thought you'd never say that." Midnight smiled summoning a map of the world Equestria was part of, Then a map of his home planet, Earth.

"Take a look. If you look at just the shape of the continents, you will noticed something eerily familiar." He smiled

Twilight's eyes went wide seeing the shape of the lands. "They are almost identical. Despite a few missing land masses and a few misshapen continents, they look almost identical."

"Yes exactly. Although I would love to attempt to build a device that could transport me back home so that I could potentially sale it and possibly remain there. I have to admit, this is my home now. Even though I do miss home I dare not return." Midnight lowered his gave tot he table.

"But why not?" Twilight asked rather stumped.

"Fear." He said as his eyes widened looking to Twilight.

"Fear? But whats to fear?" She smirked.

Midnight slumped forward placing his forehooves together His face and demeanor very serious.

"Imagine if technology or the use of those spells fell into the wrong hands or hooves. The beings involved may be from a dieing planet and out to find a new home....."

"But that wouldn't be so bad. I can see taking refugees from another planet into our own. I'm sure the princess can care......" She interrupted but was interrupted by Midnight.

"Billions?" he spoke, a hint of ice behind his voice.

"W-what?" Twilight spoke in a shaky voice.

"Millions, Billions, possibly even more. Or quite possibly a lot less. With how little food your planet is supplying, any refugees would cause mass starvation to the populace. There is also the probability of invaders looking for resources to plunder from a technologically deficient world. From what I have seen so far, this world is similar to my world roughly a hundred years ago. But with the adaption of magic. Your world could defend itself from most of the invaders."

"T-this is all to much. To think I have never thought of that is just, awful." Twilight rubbed her temples trying to think but the waitress had walked up.

"Are we ready to order?" Plum smiled to the two.

XXX

After placing there order they continued the conversation about parallel worlds, inter-dimensional travel, technology, physics, and countless other egghead material. There order had arrived within minutes of placing it and quickly consumed to continue the conversation.

"Honestly Midnight, I never thought you to be so well read." Twilight smiled dreamily at him. "And your theories, I've never heard of such a strange point of view on them. Or even thought about half of them. I think I'm going to be doing a lot more research in the near future." She giggled.

"Heh it's not all daffodils and daisies darlin. I can't shut my mind down when I go to sleep at night. Sometimes I stay up for days at a time just thinking about random stuff. I usually pass out after a few days, but the process repeats itself. Sometimes I can get to sleep, others I can't. It feels like a curse really, and its only been getting worse since I became an Alicorn. I think this is literally the fourth day I've been without sleep." He gave a tired smile as Twilight gave a shocked expression.

"But that can't be true. Just the other night when you stayed at the library you looked like you were asleep." She countered.

"Just resting my eyes. I don't usually fall asleep with my wings still folded Twi."

Twilight at that point remembered when Dash and Shy slept over at times, when they were asleep Dash usually snored but they both had limp wings while asleep. Fluttershy usually slept on her stomach while Dash was chaotic and random usually laying half way off of her bed or upside down on her head. Every time though her wings would be sprawled out.

"You know Night, I have a spell that could help you sleep, I could teach it to you and you could cast it on yourself. It would take effect within a couple minutes and you could still be awoken by an alarm clock or pony if needed. Other than that, it wouldn't last more than eight hours." She smiled. Midnight smiled at her as tears ran down his cheeks catching Twilight off guard.

"W-why are you crying?" she asked unsure as to how to handle the situation.

"I'm just so happy that you would do something like that for me. If I had known about this sooner I would have asked you to teach me." He smiled wiping away the tears.

"Well If you want, I'm sure Rarity wouldn't mind you sleeping over at the Library. The guest bed is still upstairs. With all the recent events I haven't had Spike move it back to storage in the basement." She smiled.

"That honestly sounds fantastic. You have any other plans tonight? Cause if not, I would LOVE to get to bed finally." He smirked.

"I don't have any plans. I'll just be reading a little downstairs after I cast the spell on you."

"Shall we go then?"

"Let's."

XXX

After making it back to the library Midnight and Twilight arrived upstairs. Midnight crawled onto the guest bed as Twilight readied the spell. She instructed Midnight on how to successfully use it with little concentration. He smiled resting his head onto the pillow and watched as Twilight cast the spell, her horn seemed to glow a light purple in Midnights eyes as he watched her, His vision began to blur slightly as his eyes felt heavy, slowly he finally fell asleep. Twilight smiled watching him finally go to sleep, his wings drooped slightly then fell limp to his sides. A light snore came from him as he slept. She smiled seeing how peaceful he was, then slowly made her way downstairs to read.

A couple hours passed as the time finally hit eleven PM. Twilight yawned as she closed her book heading upstairs. Spike had decided to stay with the Cutie Mark Crusaders at Sweet Apple acres for the night so Midnight and herself were alone in the library. She climbed the stairs to her room where Midnight was also sleeping in the spare bed. As she entered the room she couldn't help but smile watching Midnight laying on his back gently kicking the air as he dreamed. She came over to him pulling the covers up a little but stopped as she listened to him begin to talk.

"He talks in his sleep? That's strange." She giggled listening in.

"N-no............ Need to.............. get everyone............... to safety..................." Midnight mumbled as he slept.

"He must be having a nightmare. I should wake him." She said giving him a shake.

"Midnight, wake up, your having a nightmare." She spoke loudly as she shook the sleeping Alicorn.

Midnight kicked harder in his sleep as one of his wings sprung to life almost knocking Twilight to the side. She caught herself in time before the wing could throw her far. Using her magic she restrained Midnight to keep him from thrashing about.

"This isn't going to end well." She groaned shaking him harder and harder but his eyes never opened. "Dammit, I dread having to go into dreams at times. But I guess this is one time that will have to be done." She spoke as her horn began to glow, pressing it to Midnight's head as a flash of light shot through the room.

Author's Notes: The next chapter will be the dream sequence alone as Twilight works with Midnight to escape his dream.

37. The switch

37. The switch

Author's Note: Since Twilight and Midnight have switched bodies, they will now be refereed to as the opposite sex to keep things from getting to complicated. Also one other note, Quotation marks ( " ) indicate talking out loud, while an apostrophe ( ' ) Indicates mentally talking to themselves. Please don't confuse these in this chapter. Also, didn't feel like posting a blog signalling the early release of this chapter today because im just so tired. see you guys Tuesday.

"What the hell?!" Midnight shouted. He was now in Twilight's body, and Twilight was in his.

"Oh no! Noooononononono. This is bad, REALLY bad!" Twilight trotted in place in hysterics.

"You're telling me!" Midnight shouted back as she fell to her haunch's looking at his own body trotting in place.

"What are we going to do?" Twilight groaned falling to his haunches as well staring at her body across from him.

"Well I do know one thing." Midnight smirked.

"And what's that?"

"I'm going for a walk to clear my head, this has got to be the weirdest fucking thing that has ever happened to me." Midnight stood heading for the door but seized up falling over like a stone statue as Twilight pulled her back into the room.

"You aren't going anywhere until we figure out what in Equestria is going on here." Twilight growled releasing the spell.

Midnight shuddered as the spell was release, standing back up and giving Twilight an annoyed look.

"The best way for me to think is to take a walk and clear my head. Even though we must have switched bodies, I don't see any reason to hide from everyone. It's not like they can tell. Our voices have stayed the same. The only difference is our minds have switched. So the only way anyone could tell the difference between us is from the way we talk and act." Midnight gave a snort sitting down again crossing his arms pouting his lip.

Twilight gave a giggle looking at Midnight as he sat there in her body giving a grumpy demeanor. Midnight cocked an eyebrow looking at him.

"What's so funny?"

"Nothing, it's just, I never realized how cute I look when I'm upset." Twilight giggled again then stopped seeing the expression on Midnights face. He was smiling giving him bedroom eyes.

Midnight stood up walking toward Twilight.

"What are you doing?" Twilight began to back up nervously.

"Oh nothing, just wondering about something." She smiled as Twilight was now pressed against the wall, unable to back peddle any further. Midnight smiled pressing his small frame up to Twilight kissing his chest sweetly.

"WHAT ARE YOU DOING!?" Twilight shouted looking down at Midnight.

"Oh don't worry, Its not sex, It's masturbation, hahahaaaa." She began to laugh so hard she literally fell over.

Twilight snorted looking at him, falling back to his haunches, his head slightly lowered. "I am in NO MOOD for this right now!" Twilight said with a grump in his voice.

"That's not what I see." Midnight giggled covering her eyes with her hooves, quickly removing one and giving a smile looking down on Midnight's frame.

"Huh?" Twilight asked watching Midnights gaze, quickly finding the source. Twilight's member was now at attention between his legs, he began to sputter for a moment trying to find the words he was looking for but failed as he laid down to cover his embarrassment. Midnight was across from him laughing her ass off trying to catch her breath.

"You are eeeeeeevviiiiiiiiiiiiiillllllll!" Twilight spoke letting the last word linger.

Midnight finally calmed down after a few minutes, wiping away the tears streaming down her face from the laughing fit.

"Heheh ok, I'm good now. Heh, so anyway *snort* how in the hell did we end up like this?" Midnight continued to give a little giggle ever so often watching Twilight's expression change.

"I have no clue. It must have been from........................." Twilight stopped for a moment remembering last night.

"I'm waiting." Midnight smirked crossing her arms.

"Last night after we.... fell asleep, You looked so peaceful. I cast the memory spell on you to see if you were dreaming again. You weren't, but when I found you, You pulled me in bed with you even though you were asleep. I didn't want to wake you so I released the spell and woke up to you screaming at me."

Midnight gave a confused look then thought to himself. "Wait, was the place I was in like a library?"

Twilight nodded.

"Oh good grief!" Midnight groaned falling back onto a large pillow her legs in the air.

"What? What does that mean?!" He asked nervously.

"That room, it's my subconscious. It is the collected thought's in my head in a dormant form. Outside of that room they are all organized as rooms for each category they represent. Each book is a single experience, thought, skill or relatively a variety of other things that I cannot even begin to explain. When you went into that room and apparently bedded with me. You attached yourself to my subconscious. Since you were at that spot and released the spell, you linked yourself to me mentally, and when I awoke first, My mind thought that your body was the original host since when I was human, I had no magical power and thus I was weaker than you. So my body reverted to the weaker of the two bodies." She spoke to herself rubbing her chin with a hoof.

Twilight looked at Midnight for a moment in shock.

"Oh sweet Celestia, Does that mean we are stuck like this forever?" She began to panic.

"Well. Unless we can somehow do the same thing over again, I highly doubt it. But if we can then you will need to be outside of that room before releasing the spell again." He smiled.

"But what about the power level of each of us, won't that affect the transfer?" Twilight asked almost ready to cry.

"Well, not entirely. You see, since you are now more powerful than me, and I am in your body. Since my original form had no magic and you had magic..............." Midnight trailed off.

"Well?!" Twilight shouted.

"In all honesty, We may have a chance to return to our original bodies, or we might be stuck this way. Its a fifty fifty shot." Twilight groaned falling back into a pile of books.

"Well there is one plus side to this." Midnight chirped.

"Oh really?" Twilight groaned.

"Now we know what it is to be like the other for a while." She laughed

Twilight rolled over looking at Midnight. "Yep, your evil."

XXX

A short time had past since they awoke that morning, After some convincing and threatening to do naughty things to Twilight's body she finally caved and allowed Midnight to leave the Library. Of course with some terms in place though.

Twilight on the other hand decided to fly around for a while since she had not had real wings before, being in an Alicorns body was going to be a treat she wouldn't pass up.

Midnight smiled as she trotted around town, everypony oblivious as to who she actually was. "Alright, So now I can roam freely without Twilight breathing down my neck, What should I do?" Midnight thought to herself.

He looked around seeing ponies going about their business as usual during the day until a white hoof waved in front of her face. Midnight shook herself to attention seeing Rarity beside her, a concerned look on her face.

"Twilight darling? Are you ok?" Rarity asked.

"Yea, just trying to think of something to do." She smiled.

"Well why not come to the spa with me? Midnight took off yesterday after our little encounter saying that he was going to meet with you about something. He never came home last night. It makes me wonder if you two are having any fun since I have allowed him to have his fun." Rarity giggled thinking she could get a rise of embarrassment out of Twilight.

"Sure, lets go. As for Midnight, we spoke about some anomalies I found regarding the books he donated to the library. As for him and I doing anything, Sorry but it just hasn't happened yet." She smirked as they walked toward the spa.

"Yet darling? So you are working on getting a piece of his flank then?" Rarity giggled covering her mouth.

Midnight gasped for a moment. 'Dammit I'd better watch what I say around her, she may not be as smart as Twilight is, but when it comes to gossip she is a fucking GENIUS.'

"Well, I'm not really interested in him." Midnight spoke bluntly walking ahead of Rarity to the spa.

"Oh really? Why is that? He is only a Male Alicorn, that is super intelligent, a serious beefcake, caring, chivalrous, kind, Oh I could go on and on Twilight." Rarity swooned thinking of Midnight.

Midnight on the other hoof was letting what Rarity was saying feed his ego.

"So what about you? I know you've had your fun with him, as did Rainbow Dash. How is he?" Midnight smiled causing Rarity to back peddle a little.

"Twilight darling, are you feeling alright? You would never ask me such a question without at least blushing. Sex really isn't a subject you are prone to be, well............ smart in." Rarity gave a nervous smile.

"And why is that?" Midnight asked cocking an eyebrow.

"Because your a virgin darling. Inexperience is what your good at when it comes to finding a male to play with." Rarity smirked.

'Ah so that's why Twilight didn't want to go all the way the other night, Hell I bet that was the first time she has ever even laid in the same bed with a male.' Midnight chuckled to himself as they arrived at the spa.

Rarity and Midnight arrived at the spa, quickly going into the steam room and settling in.

"So darling, tell me all about whats has gone on with you this week." Rarity smiled already knowing the answer.

"Well, not much, just studying night and day, my normal boring routine." She spoke plainly thinking of how boring Twilight is.

"Oh you know that isn't what I meant. Tell me about what you and Midnight have been up to." She smiled widely.

"Well." Midnight began trying to think of what all they had done that week, unable to come up with a single story. "Other than him coming over the other night when I asked, nothing really." She shrugged.

"Oh come now darling, You told me just the other week that you wanted Midnight to come over so you could have some fun with him. I never thought of you being so bold and to finally have fun with a stallion for once. Even Fluttershy has beaten you to that point darling." Rarity giggled causing Midnight to gasp slightly.

"So am I the only one out of the six of us to still be a virgin?" Midnight asked, his mouth hung open at the thought.

"Actually, yes. All of our little group except you have done the deed darling." Rarity giggled.

Midnight face hoofed thinking of how pent up poor Twilight was all the time. That must be why she is always so grumpy.

"Ugh! I am so going to get her when I get back." Midnight mumbled to herself.

"What was that darling?" Rarity asked hearing Midnight mumble.

"Nothing, I just need to get back to the library, I just remembered something I need to get done asap." Midnight smiled as she stood making her way out of the room, taking a quick shower in one of the shower stalls then leaving the Spa.

XXX

Upon arriving at the library Midnight could hear some noises coming from upstairs. Spike wasn't around downstairs so he thought that Twilight and him were upstairs. Midnight grinned as he had planned on scaring the two, slowly making her way up the stairs. As he got closer to the room she listened in pressing an ear to the door.

"Oh YEA! That's the spot! Don't stop!" A female voice could be heard through the door.

Midnight pulled back her mouth hung open in shock. "There is NO WAY Twilight is doing what I think he is doing!"

Midnight was about to open the door when he heard a loud moan coming from inside the room.

'HOLY FUCK! TWILIGHT IS REALLY DOING IT!' Midnight thought to himself, He began to laugh but stopped as realization hit him. Twilight was still in his body, so who the fuck was he fucking? 'Oh that little shit, We agreed to a NO FUCKING anyone rule while we are like this. With her body still being a virgin I am SO going to get her for this!' He growled thinking to himself as he burst into the room. The two occupants shrieking in terror seeing Twilight's body coming through the door, but it was actually Midnight.

Midnight stopped for a moment as he looked at the two, A smile began to crack his scowl as it grew to a giggle, then a full blown laugh as he fell over crying.

"What the hay?" Twilight yelled as he looked at Midnight laughing on the floor.

"Holy Crap!, HAAAAAAAAAAAHAHAHAAA. You two really had me going." Midnight continued laughing as Twilight and Rainbow Dash sat up from the bed, obviously confused.

"What do you mean, Had you going?" RD asked with a cocked brow.

"I heard you two from downstairs, I had intentionally come up here to surprise you, but when I heard a loud moan coming from a mare I thought someone was in here having sex." Midnight busted out laughing again rolling around on the floor in tears.

"A-and, all I walked in on was this one here giving you a massage!" Midnight continued laughing until her face was soaked with tears.

RD and Twilight face hoofed. "I'll check ya later Night." RD smirked as she flew from the upstairs window to avoid anymore embarrassment.

Twilight walked over to Midnight who was still laughing on the floor and looked down to her.

"You know we agreed to the no sex rule before you left. Why do you think I would break that rule?" She groaned.

Midnight finally simmered down enough to talk again.

"Well considering all my body has to do is Stick its dick into something to have sex, I thought you wouldn't mind breaking that rule." He laughed causing Twilight's face to erupt in a blush that was hidden behind his black coat. Although Midnight could still tell because Twilight's fire mane turned pink.

"Well, anyway, I'm glad your curiosity is satisfied. Now what are you doing back here? I thought you were going out for a while." Twilight droned.

"Well I met up with Rarity and we went to the spa. She divulged a little information about you during our conversation that I wasn't aware of, But makes perfect sense now." Midnight grinned walking toward Twilight who tensed up.

"W-what are you talking about?" He back peddled falling onto the bed, Midnight quickly jumping onto the bed pinning him down. Midnight leaned down to Twilight's face smiling. He turned his head to the side closing his eyes as Midnight leaned to his ear. She smiled as she spoke one word letting it linger.

"Viiiirrrrrrrrrrrrrrrrrrrrrrrrrgiiiiiiiiiiiiiiiiiiiiiin." Midnight jumped off Twilight giving a chuckle as Twilight bolted upright, His flame mane now solid pink as he twiddled his forehooves.

"That's not funny." Twilight whined giving a pouty lip.

"Well, it is in a way. I can't believe your like, what, in your late teens, early twenties, and still haven't had sex? It's far easier for a female to find a partner to have fun with than a male." He smirked

"Well, I just haven't found my special somepony yet." Twilight grumped crossing his arms.

"Heh, You don't have to wait for that special someone in order to just have sex. Remember what I told you?"

Twilight thought back to their talk about sex blushing at it. "Yes, so?"

"When you find that special someone, wouldn't you want to know what to do before you two make love for the first time so that it won't be awkward. I mean sure, a guy love's to know that a girl waited for the right person to be with but damn! Being your age and still a virgin. Most guys would think that your just a tight ass that doesn't like having ANY fun." Midnight smirked causing Twilight to become visibly angry.

"I am NOT some tight flank that doesn't like to have any fun!" He stamped the floor in a huff. "I.......... Just like to keep to myself........... and read................ a lot." Twilight felt a pang in his heart from realizing how socially withdrawn he had become. He let a few tears fall from his face as his eyes fell to the floor.

"Hey, hey now, don't cry, I was just picking at you. I didn't mean to upset you." Midnight felt hurt at what she had just done, coming over and wrapping her hooves around Twilight's neck and pulling him into a hug.

"I'm sorry, I didn't mea....................." Midnight was cut short as Twilight pulled away.

"No you're right! I have been a tight flank all this time. To worried about my studies to have a positive social life, I never did find anypony to care for." She sobbed. "And nopony to care for me........." She spoke quietly looking away.

"Now that's not true." Midnight spoke up causing Twilight's attention to fall on him. "I have always cared for you since the moment we met and I got to know you. Your a probably the smartest being I have ever met. I don't know anyone who could hold a candle to you when it comes to intellect. Noone with the drive you have for learning. Noone to stand up for their friends like you do. You are by far the most awesome pony I have ever met." Midnight spoke as she walked closer toward Twilight.

Twilight gave a disheartened smile looking into Midnights eye's. "D-do you really mean that?" He asked.

"With all my heart. And don't you ever think differentlmmmmmmmMMMMM!" Midnight spoke but was cut off as Twilight pressed forward giving her a kiss. She stood there shocked eyes wide open until the kiss broke. Twilight pulled away smiling at her surprise.

"I'm sorry, did you not like that?" He shied away.

"It's not that, It was just, weird seeing my body move in to kiss, well, me!" Midnight laughed rubbing her hoof through her mane embarrassed.

Twilight gave a giggle at the comment. "Yea, it felt weird kissing myself as well."

They both sat there laughing quietly.

XXX

It was getting late and both Twilight and Midnight were getting tired. They had decided to do what they did the previous night upon Midnight falling asleep.

A spell later and they were both inside Midnight's head, Midnight was asleep on the large pillow in the library room in his subconscious. He looked normal in every way Except Twilight noticed an additional figure on the bed with him. It was herself, and she was asleep as well.

"What in the hay?" She asked as she walked quietly to the bedside gently nudging her duplicate.

Her duplicate awoke rubbing her eyes and looking at who woke her, The duplicate began to scream but was silenced with a hoof shoved into her mouth from the other Twilight.

"No screaming!" Twilight whispered nodding to Midnight. The duplicate looked over to Midnight sleeping then back to the other Twilight. She nodded and moved from the bed as Twilight removed her hoof.

(We will refer to the Twilight who was asleep as Twilight 2 and the one who awoke her Twilight one.)

"Whats going on here?" Twilight 2 asked looking at Twi 1.

XXX

After filling herself in on what had gone on Twi 2 spoke.

"So what do we do now?" Twi 2 asked.

"Well if all my assumptions are correct. All we will have to do is leave this room and break the spell. When you broke the spell before your subconscious overwrote Midnights in that room thereby switching bodies. When we break the spell this time, We should return to normal as long as we are outside of this room and in the long hallway." Twi 1 said smiling.

"Sound plausible to me. Lets do this." Twi 2 smiled as her horn glowed. Twi 1's horn began to glow as they both broke the spell at the same time.

XXX

Twilight awoke rubbing her eyes and giving a yawn, Morning had arrived quickly even though it felt like only a few minutes while inside Midnight's head. She looked over to see Midnight sleeping soundly in his original body. She looked down seeing her purple coat, quickly levitating a mirror to in front of her, she gave a contented smile seeing that she was back in her body as well.

"This has been one hell of a ride." She giggled plopping back into bed and immediately being snuggled by Midnight.

"Well, at least it wasn't all bad." She smiled giving his nose a kiss.

38. Playdates and Bullies.

Midnight awoke to the smell of pancakes and maple syrup, along with the tangent smell of burnt toast. After a moment off rubbing his eyes to wipe the sleep away he crawled out of bed making his way downstairs. As he walked past a mirror he noticed that he was back in his Alicorn body. Giving a smile he continued downstairs meeting Twilight in the kitchen who was just finishing placing the plates on the table and placing the pancakes in the center on a larger plate. Syrup and honey already at the centerpieces sides.

"Mornin." Midnight smiled to Twilight speaking more into his southern droll.

"Good morning, As I'm sure you're aware, we are back to normal." She giggled pulling up a seat to the table.

"Yep, Although I wouldn't have mind staying as you for another day." Midnight laughed levitating a few pancakes from the center of the table to his own empty plate.

"Oh really?" Twilight smirked. "And why is that?"

"Oh no reason." Midnight grinned.

"Well, I know you can shape shift. What would be the purpose of being in my body?" Twilight grinned taking a sip of orange juice causing Midnight to sputter.

"How do you know I can shape shift?" Midnight gawked.

"Rarity came by this morning to check on you since you..... I didn't check in with her the other day. We had a little talk about you and I had to make up something about how 'I' unexpectedly remembered to have to do something the other day during the spa session and had to leave to come back here." Twilight grumped looking at Midnight.

"Heh, yea sorry about that." Midnight smirked. "Anyway, Yea I can shapeshift. I thought you would have figured that out though from when I had to shrink myself to fit through most of the doors in Ponyville." Midnight raised a brow taking a sip of his juice.

"Yea, I had a hunch, But there are hunches, and then there are cold hard facts." Twilight smiled giving emphasis on the word facts.

"True. Here is a question though. Have you ever tried shape shifting?" Midnight asked cocking his head to the side in thought.

"I tried once, But the spell to cast it was waaaaaay to difficult. Plus the side effects are terrible if you get the spell wrong or it get's interrupted. There have been ponies in the past that have lost their lives trying to do the spell."

"Well, why not try that spell from my memory?" Midnight smiled causing Twilight to smile even wider as she recalled the spell from Midnights memory.

"Wow, I never would have thought of that. I should really take down notes on all those spells I learned from you." She smirked as she finished her breakfast and putting the dishes away.

"Well don't spend to long writing down the spell's. You should give that shapeshifting spell a try." Midnight smirked as he finished his breakfast, putting away the dishes after washing them.

Twilight left the kitchen to go into the main room of the library. Midnight watched as she pulled a few parchments from her desk, levitating them with a quill and inkwell to her side as she began to write down some spells she had learned.

Midnight smirked for a moment as he watched Twilight, he waved to her wondering if she was paying any attention to her surroundings. Twilight didn't do anything so he stood up and danced for a moment. Still no response.

"Hmmmmm, I think it's time to have a little fun." Midnight laughed to himself as his horn began to glow, slowly changing his form to that of Celestia. He walked over quietly behind Twilight watching her right down many notes about the spells she had learned. He moved closer casting a shadow over her and the parchment. Twilight gave a sigh.

"Midnight, you're in my light." She groaned turning to see a smiling Celestia behind her. Twilight gave an audible eep as she kneeled before the Princess.

"Princess, I'm so sorry, I thought you were Midnight. W-what are you doing here?" She spoke as she rose from her kneeling position looking at the Princess.

"Oh not much Twilight. I heard that you learned some new spells and came by to see if you would demonstrate some for me." Midnight smiled holding the illusion perfectly.

"I'd be honored Princess. I am currently writing all of the spells down as we speak. Midnight was a big help by letting me learn his spells." Twilight grinned as she continued writing them down.

"Midnight my dear?" 'Gotcha now Twi' Midnight grinned.

"Yes, I used a spell to go into his mind, I wanted to learn more about him and the quickest way was to enter his mind with his permission and open one of his memory doors to obtain the knowledge all at once." Twilight droned on as she kept writing.

"So in essence, you didn't actually learn any of the spells then. All you did was copy what someone else had already learned?" Midnight grinned widely making Twilight slouch over at the comment, He quickly removed his smile to a frown as Twilight turned around realizing what had just transpired.

"Oh my gosh! No princess, I-I mean.................." Twilight was having trouble finding the words and started to look a little uncomfortable. Midnight couldn't help himself anymore and gave a snort before laughing trying his best to hold it in before finally falling over in a heap in laughter.

Twilight looked at Celestia stunned at the sudden outburst. She didn't know what to do until Midnight changed his voice while still in Celestia's form.

"Holy crap! Haaaahahaha, Twilight you should have seen your face just now." He rolled on the floor laughing.

"MIDNIGHT!?" Twilight shouted in shock.

Midnight stood shifting back into his original form causing Twilight to gawk in disbelief. Her expression then turned to anger, then annoyance as she turned raising her nose in the air giving a hmph.

"Twi? Come on now it was just a joke. I'm sorry." Midnight pressed forward to her side, her nose turning the other way.

"That was mean, You shouldn't think so lightly about shifting into another ponies form like that." She grumped again.

"Ugh I said I was sorry Twi." He groaned flopping down next to her.

"Oh no you aren't, but you will be!" She grinned as her horn began to glow, a bright flash erupted from the room then back to normal.

Midnight blinked for a moment looking around. "Uh? What just happened?"

Twilight gave a giggle levitating a mirror to in front of Midnight. He gasped at what he saw. His beautiful black coat was now a pristine white, A perfect rivalry to Rarity's ivory coat.

"Are you kidding me?" Midnight groaned looking at Twilight which only made her giggle.

"I'll tell you what, You keep that color for the day and i'll forgive you." She grinned.

"Ya know Twi, Sometimes I just don't get you. You surprise me at every turn." He chuckled.

Twilight laughed. "Yea, I am one of a kind aren't I?" she smiled going back to writing on the scroll at her desk.

XXX

Midnight had left the library to take a walk around town. Some of the regular ponies in town gave him a double take seeing that his coat had changed colors. If it weren't for the fire mane and tail along with his stallion frame everypony would have sworn that it was Celestia walking around town. Midnight made his way back to Rarity's boutique, upon entering he noticed that she was working feverishly on several dresses at once.

"Hey doll, everything going alright?" He asked walking up to her.

"Midnight darling, so nice of you to drop by.... OH MY GOODNESS WHAT HAPPENED TO YOU?!" She turned smiling then noticing his white coat.

"Heh, I played a prank on Twi and she got me back by changing my coat white." He smirked.

Rarity trotted around Midnight looking him over. As she came back around the front she gave him a devious grin. "You know darling, With that white coat your toned features are far more present than they were with your black coat." She giggled looking up to him.

"Seriously? And I thought all the looks I got earlier in town were because I looked like Celestia." He laughed.

"Well there is that to. But seeing your mane and how toned you are, I doubt many would find you to be Celestia's twin." She smiled turning back around to her workstation as she continued to sew.

"Well, at least I'm not much of a lookalike." He laughed again.

"Uncle Midnight?" Sweetiebelle spoke from behind the two ponies causing Midnight to turn around.

"Hey there Sweetie." He smiled picking her up with his magic and placing her on his back between his wings."

"What in the world happened to you?" She asked looking at him and giving him a hug around the back of his neck at the same time.

"Twilight played a prank on me." He chuckled.

"Well I like it." She smiled

"Glad you do squirt. Where are yer friends at today?" He asked giving Rarity a quick peck and heading outside with Sweetiebelle on his back.

"Scootaloo is probably in Saturday detention at school, Applebloom is at her house probably playing or doing chores. I'm all alone today." She gave a hint of saddness in her voice.

"Oh don't you start that squirt. I'm here, and we can go play if you want." Midnight smiled giving a playful trot causing her to giggle.

"Really?" Her tiny voice cracked from excitement.

"Sure thing! Anything you want to do?" He trotted in place ready to go, making her giggle louder.

"Well, I wanted to ask you something." Sweetiebelle smiled but spoke softly causing Midnight to stop his playful act.

"What's up?"

"I know you can shrink because of your magic. Would you shrink down to a colt around my size, I do like you being big and all, But being able to play with somepony my size is more fun." She smiled widely.

"I don't mind at all Sweetheart." He smiled letting her jump down from his back as he began to shrink to a colt just a little bigger than she was, His fire mane turning from it's normal flame to that of an Orange and red color haired mane. His white coat still ever present.

"How is this?" He smiled looking Sweetiebelle at eye level now.

"Wow! That is so cool!" She smiled walking around him, His horn and wings still present on his body Although smaller.

"So what would you like to do first?" He smiled.

Sweetiebelle sat there on her haunches for a minute thinking. A hoof pressed to her chin as she looked to the sky for an answer.

"I got it! How about we go to Sugarcube Corner and get some cookies. Then we can go to the park and play on the jungle gym."

"Alright, I have a few bits on me, Let's go." He smiled as the trotted toward Pinkie's.

XXX

They arrive quickly at Sugar Cube Corner going inside, It wasn't that busy and Pinkie was behind the counter as Mr. and Mrs. Cake was in the kitchen working on what Midnight could guess as another order. After a couple minutes in the line Sweetie and Midnight arrived at the counter. Pinkie immediately noticing the small white alicorn gasped.

"OHMYGOSH! Are you new in town?!" She beamed happily thinking of throwing a welcome to Ponyville party for the small colt.

Midnight giggle looking to the pink party pony. "No Pinkie, it's me, Midnight."

Pinkie gave another audible gasp picking him up looking at him, noticing his Cutiemark. "Whooooooa! But how did you do that?" She seemed pretty shocked setting the little colt back down waiting for his answer.

"Im an Alicorn Pinkie, Magic is second nature to me." He smiled causing her to smile back.

"So what are you two doing in town today? Are we on a play date?" Pinkie smiled giving a wink causing Sweetiebelle to blush profusely.

"Well, now that you mention it we mmmmmMMPH!" Midnight was cut short as Sweetiebelle placed a hoof over his mouth.

"Nope, we just came by to get some cookies." She smiled laughing nervously causing Midnight to raise a brow at her.

Pinkie smiled as the two picked out some sugary sweets then trotted out of the store, Pinkie waving bye to the and wishing them a happy play date. Sweeitebelle face hoofing as they stepped outside.

Midnight trotted alongside Sweetiebelle, the bag of cookies on his back. He used his magic to levitate a cookie out of the bag and munched happily on it. Sweetie doing the same.

"Wow Sweetiebelle, You're getting a lot better at levitation magic. Just last week I noticed that you just started, and your this good already, I'm very proud of you." He chirped

"Thanks, I've been working really hard on my magic. I'm trying to get really good really quick so I can help out Scootaloo and Applebloom when we go crusading." She smile taking a bite of the floating cookie in front of her.

"So where is the jungle gym in the park? I wasn't aware there was one." Midnight asked.

"It's not far. It's pretty close to the main path through the park, I'm surprised you never saw it." Sweetie smiled.

"I haven't been through the park all that much, and when I do take a walk I usually just daydream, so I usually don't take in my surroundings." He laughed causing Sweetiebelle to giggle.

"I'm like that when Rarity starts lecturing me about fashion. It's SOooooooooooo Boring." She giggled as they arrived at the playground. A few other fillies and colts were running around having fun. Some chasing one another while a few others just played on the jungle gym.

"Hey Sweetie, I don't want to cause others to stare at me since I'm an Alicorn, so I'm going to make my horn Invisible alright?"

Sweetiebelle nodded watching Midnight cast a spell which quickly turned his horn invisible.

"Wow, Now you look like a Pegasus. That is so cool." She squeaked.

"Well, Let's go play, He smiled as Sweetiebelle led the way.

XXX

After playing for almost an hour they decided to take a rest and have another cookie. Sweetiebelle pulled the bag from her saddlebags as the two sat under a tree next to the playground.

"That was fun, I haven't played like that since I was a kid years ago." Midnight giggled to himself wiping away some sweat from his brow.

"Yea? Scoots, and Applebloom are always playing with me like we did today. When we go crusading it's usually a LOT more fun than this." Sweetie giggled.

"Boy, Running around like this has gotten me pretty thirsty. Is there a place were we can get a drink?" Midnight asked causing Sweetie to point to a vending machine next to a set of restrooms.

"I'll go get us a couple lemonades, is that ok?" He asked causing Sweetie to nod while taking another bite of a cookie.

Midnight smiled trotting over to the vending machines. After a couple minutes of fussing with his bits in the machine he finally received two lemonades, trotting back toward Sweetiebelle. Upon arriving however he noticed two other fillies he had not seen before in front of Sweetiebelle, One was a a Pink earth pony with a soft purple and white mane, a tiara adorning her head, the other was a light grey earth pony with a white and off white but not quite grey mane, A pair of blue glasses rested on her face. The pink one had an evil looking smile across her face while the other just laughed. As Midnight got closer he could see Sweetiebelle crying. He came up to her side looking at the two fillies who cocked an eyebrow at him with a questioning look.

"Is everything ok Sweetie?" Midnight asked raising his own brow to the other fillies.

"Oh everything is perfectly fine, isn't that right Sweetiebelle." The little pink earth pony sneered causing Sweetie to recoil slightly.

"Y-yeah..................." Sweetie started but then looked at Midnight, her face turning from sad to determined as she stood up. "No it's not!" She shouted standing up looking at the two fillies that were taken aback by the sudden outburst.

"What did you say blank flank!?" The pink earth pony growled back stepping forward.

"I've had enough Diamond Tiara, I'm not going to sit by and let you and Silver Spoon bully me, Scootaloo, and Applebloom anymore!" Sweeitebelle's voice cracked from not only the hatred she was voicing but from the fear of fighting them as well.

"Oh really? So what are you going to do? Send your coltfriend there after me?" She spouted, a hint of venom in her voice causing Silverspoon to giggle.

Sweetiebelle blushed recoiling slightly looking at Midnight.

"Nope, I think Sweetiebelle could take you both without even trying." Midnight smirked giving a wink to Sweetiebelle walking over to her. He leaned close and whispered quietly into her ear. "Act like your using magic and I'll do the rest."

Sweetie smiled and gave a nod her horn glowing softly as if ready to attack.

"I can fight my own battles you bully!" Sweetiebelle growled.

Diamond Tiara gave an evil sneer scraping the ground with one of her fore hooves. "Oh you are SO going to regret this decision blank flank!" She growled charging Sweetiebelle.

"STOP CALLING ME BLANK FLANK!" Sweetiebelle yelled as Diamond Tiara was suddenly lifted off the ground in a magical field. She let out a scream as she was hoisted about ten feet from the ground. Silver spoon gasped seeing this and charged toward Sweetie as well only to be lifted off the ground as well in the magical field.

"You two are NEVER going to pick on ANYPONY. EVER! AGAIN! IS! THAT! CLEAR!?" Sweetiebelle shouted causing the two screaming fillies to be shaken hard in the air at the shout of each word she spoke.

The two fillies screamed but stopped as there faces began to turn a slight green from the shaking. They were set on the ground swaying dizzily about. Diamond Tiara spoke as she felt herself about to lurch.

"I'm sorry, we won't ever be mean to you again. Please let us go." She cried backing up slowly, low to the ground dragging Silver spoon with her.

"Not just yet. I don't think you've learned your lesson. So I'm going to turn both of your coats and manes green for the next week, just as a reminder to never pick on any other pony again." Sweetie smirked giving a wink to Midnight. Sweetie lowered her horn letting it glow, The two fillies screamed as they began to run away but a bright flash erupted from them as their coats and manes were now green. Their manes an off color green from their coats. They gasped looking at each other then snapped their attention back to Sweetiebelle who began running forward. The two fillies screamed in terror running away. Sweetiebelle gave a snort scraping the ground as cheers erupted from all around. Many fillies and colts were all stamping the ground and cheering for Sweetiebelle. Many coming up to her and congratulating her for standing up to the bullies that had plagued the entire playgrounds occupants for a long time.

After a short while Sweetie came back up to Midnight sitting on the ground beside him. He pulled out a cookie and the lemonade he had just got moving them to in front of her.

"That was really brave Sweetie, I'm proud of you for standing up for yourself." He smiled giving her a playful nudge.

"No Uncle Midnight, You did all the work, I just screamed at them." She looked down in shame. Midnight was taken aback by this but smiled.

"Actually Sweetie, I didn't do anything. I was about to when I saw Diamond suddenly spring into the air without my help. Then the other little filly too. I have to admit, your magical ability is VERY strong for your age. I guess it's easier to say this. I'd better not make you mad anytime soon or in the future, Or I might just end up on a rollercoaster like you put those two through." He laughed causing Sweetiebelle to gawk.

"You really didn't help me out? Seriously?!" Sweetie cracked

"It was all you Sweetheart. Had that one gotten any closer I would have done the same thing you did. But you just showed me up." He laughed again.

They shared a laugh sitting there enjoying their drinks and cookies. It was getting later on in the evening so they headed back home. Upon arriving Midnight changed back into his form after entering the boutique. Sweetiebelle gave him a hug thanking him for the fun day they had and for helping her stand up against those bullies. She gave a yawn as she headed upstairs. Rarity walked up to Midnights side giving him a loving nuzzle.

"I overheard you two talking dear, Thank you for helping my little sister." She smiled looking up to him.

"It's no problem hun, Those two were asking for it. I'm just glad I didn't have to use my magic to stop them. I had actually planned on turning them into a couple pigs, and was about to when I watched them get lifted off the ground. I couldn't help but laugh seeing how made Sweetie was. She is a little firecracker." He chuckled.

"Let's get to bed darling. It's getting late and tomorrow the girls and I are going on a picnic. I would love it if you could join us." Rarity smiled giving him a gentle kiss.

"Alright, Lets get some sleep."

Rarity and Midnight climber the stairs to head to bed, another adventure passed and another to wait tomorrow.

39. Princesses and pranks.

Although the two weeks with Rarity had been short lived, she and Midnight had become a lot closer. She had filled him in on their appropriate relationship status and also to whom either of them could have fun with. Rarity had given him permission to have fun with any mare he wanted with the exception of those in heat, and ones that were out to make him theirs. Any that just wanted to have a nightcap would be fine. The same was said for Rarity, although there was a very small amount of stallions in Ponyville, Midnight had little to worry about.

This day had gone like any other. Waking up to breakfast, eating, and going out to explore this new world. Midnight was currently flying high above the world, watching everything below. After a quick landing on a small cloud he watched over the edge at the world below.

Ponies of all kinds went about their business as usual. Many going to the market to sell goods, others to shop. Parents took their foals to the park to play since the snow had yet to start to fall for winter. The air brought about a slight chill to Midnight as he lay quietly on that cloud. It was roughly around noon in the day, the sun at its peak in the sky warming everything below. The winter clouds could be seen in the distance as they were making their approach toward Ponyville. It would be another few days before Ponyville would see any snow and Midnight had planned on having plenty of exploring done during that short time.

"Well well, What do we have here?" A feminine voice spoke out from behind Midnight as he lay on his cloud, his ears perking up as he turned to see who was talking.

"Princess Luna?" Midnight smiled nodding to the night princess.

"Midnight, how good to see you again. We must admit that it has been a while since we had last seen you. Although it could have been under better circumstances." Luna looked away feeling pang of shame and hurt in her chest.

Midnight gave a heavy sigh looking away in shame. "Luna, I know our last encounter was.................. bad. But believe me when I say this. If I could relieve that moment and fully control myself, I would never had done the things I did. I only hope that in time you can forgive my actions."

"Thou has already been forgiven. Although still a painful memory, know that we do not hold a grudge against thee." Luna smiled settling in next to Midnight on the cloud.

Midnight gave a disheartened smile as the memories still plagued his mind but managed to brush them away for the current time being.

"So what brings you out Luna? Is Tia getting on your nerves today with her pregnant mood swings?" He laughed.

"In a way you are correct. As of late she has been getting strange food cravings that I find to be........... rather disturbing. It makes my stomach turn just thinking of them." Luna rolled her eyes thinking back to when Celestia had a craving late on night while she was roaming the castle after raising the moon.

"Let me guess, pickles and ice cream." Midnight smirked causing Luna to look at him sticking her tongue out in disgust.

"UGH! Please do not remind us of such a travesty. Something so bitter and sour with something so sweet and cold. The mixture is like........... like."

"Night and day?" Midnight finished causing Luna to laugh.

"Precisely."

They shared a laugh thinking of other strange food combinations that Celestia may end up trying during her pregnancy, Making a small list as well, for Luna to take with her so that she could surprise her sister just to see if she would actually eat them.

"Midnight, doesn't thou have any plans for the day? I hope that sitting on a cloud all day watching the ponies below was not thou's plan." She smirked causing Midnight to laugh.

"Well honestly, I had planned on flying around to take in the sights. I've only been in this world for a couple months now and I have yet to fully grasp all of the details and cultures that are part of it. However if you have something in mind I have no problem tagging along if you'd like." Midnight gave a wink to Luna who blushed from the attention.

"Well we had planned to play a few pranks today on some of the guards but have been finding it rather difficult to find a lone guard in order to do so." Luna rubbed her chin with a hoof thinking of all of the guards routes during the day.

"Best bet would be to split up a group of two if you can't find a lone guard." Midnight smirked causing Luna to smile.

"Or better yet, play the trick on multiple guards at once. I'm sure they would get a kick out of it." Midnight laughed thinking of a few pranks he could play.

"What an excellent idea. We usually play pranks on a single guard at a time, due to most of the pranks not working on more than just one. That or one of the other guards will see the prank unfold before it has a chance to fully activate. It is far easier on the castle staff than the guards, but................ not as fulfilling as the guards. Luna exclaimed,

"I can understand why the guards are so hard to prank. They do protect the castle, as well as your sister and yourself. So they are prone to keeping an eye out for any type of danger, be it small or large. I would suggest finding a new group of ponies to try and prank." Midnight smirked.

"But, we do not like pranking anyone that we do not know. What would be the point if we could not have a laugh together?" She asked while thinking of other select individuals to prank.

"Well, there is always the elements to prank. I'm sure Pinkie pie and Rainbow Dash would love to help you prank someone. Me on the other hand, I'm usually spontaneous when pranking others. I'm no good at planning pranks." Midnight laughed rubbing the back of his neck with a hoof sheepishly.

Luna sat there for a few minutes contemplating what Midnight had said. After finally smiling she had come to a conclusion on what to do.

"Midnight, we thank thee for thy help. We shall go find a preferable target to play a prank of, as well as speak with the elements of loyalty and laughter about mine pranks.

Luna gave a gentle nod to Midnight as she leapt from the cloud taking flight into Ponyville below.

XXX

A short time past as Midnight had now found himself heading to Rainbow Dash's cloud home. He smiled seeing the large cloud home come into view as he round a few large clouds in his path.

"Quickly landing at the door he gave a quick knock on the door which in turn sounded more like a couple of pillows hitting each other.

"I'll get it Dash." A voice from inside resounded.

The door opened revealing a griffin as the one answering it. Midnight cocked an eyebrow at the griffin.

"Can I help you?" The griffin said with an annoyed tinge to her voice.

"I was looking for RD, is she available?" Midnight gave a smile.

The griffin cocked an eyebrow looking back over her shoulder to speak. "Hey dash. Some big dude is at the door. Want me to let him in?"

"Some big dude?" RD asked poking her head from around the corner, her face quickly breaking into a smile

"Midnight!" She shouted quickly barreling him over onto the cloud floor outside of her home giving him a hug.

"Wait, this is Midnight?" The griffin spoke in a rather shocked tone.

"Yea, He is waaaaaay cool Gilda. Dare I even say a rival to my coolness." She giggled giving his shoulder a playful punch.

"So this dude broke mach ten huh. Pretty impressive. You can't even do that Dash." Gilda prodded causing RD to pout.

"Yea well you can't even break mach one." RD stuck her tongue out at Gilda who just rolled her eyes.

"Yea yea, big woop. I may be into speed, but when it comes to yanking my feathers out from the sheer drag of the wind, I think I would prefer to not be naked as a jay bird." Gilda laughed.

Rainbow Dash looked to Midnight smiling. "So what brings you here Night? Twilight and Rarity finally run you off?"

Midnight grinned giving Rainbow a wink. "Yea, they got tired of me. Kicked me out. Thought i'd drop by to see if I could crash on yer couch."

"What?!" Gilda shouted in surprise. Looking at the two.

"Yea Gilda, I forgot, I never told you that Night and I are sort of an item." Rainbow gave a hidden wink to Midnight who knew to play along.

"Seriously Dash?! Your joshing me right?" Gilda back peddled a little in surprise.

RD looked up into Midnights eye's as he looked into her's. They moved closer, eyes starting to close, lips parting as they were about to kiss they stopped looking at Gilda from the side who had her talons up to her face in what seemed to be horror and awe mixed.

RD and Midnight separated falling over laughing at Gilda's expense. Gilda in turn fell over giving an angry sigh.

"UGH! I swear Dash, when am I going to learn when your just pranking me. That was so not cool." She laughed giving RD an accusing glare.

Dash laughed walking away from Midnight back into the house. "Nah, you don't have to worry about him and me being in a relationship. We're just fuck buddies."

Midnight and Gilda both fell over at the comment. Both saying "WHAT?!" in unison. Rainbow turned looking at them both before falling over laughing. Gilda and Midnight face palmed/taloned/hoofed whatever.

XXX

After sitting around for a bit getting to know each other Gilda finally got up from her spot on the cloud couch. "Hey you two, care to go grab a bite with me? Midnight's paying." She smirked looking back to Midnight who just smirked back cocking an eyebrow.

"I'm paying huh? Even though you invited us." He laughed getting up from his spot on the floor.

"Psshhhh, Yea, Your the dude after-all. Its yer duty to treat us ladies when we go out to eat." She laughed opening the door nodding to Rainbow.

"Yea Midnight." RD added giving a smirk.

"Well, I don't mind treating ladies to a meal." Midnight spoke watching the two smile at each other. "Can you two show me where a couple ladies might be though? I don't see any here." He raised a hoof to above his eyes as if looking around and into the distance.

"Hey!" They both yelled at him in unison.

"Just kidding." He laughed as he exited Rainbows house. "Gilda is much more girly and ladylike than you Dash." He laughed launching himself into the air. Rainbow fell over laughing at the comment, Gilda groaned puffing out her feathers in annoyance.

Midnight turned looking at the two. Gilda face palming while Dash rolled on the clouds laughing.

"You two slowpokes coming?" He smirked getting their attention.

"SLOWPOKES?!" They yelled taking off like bullets and buzzing past Midnight who tumbled over himself in the air.

"Ill show you slowpoke." Gilda laughed. "Last one to the Marshmallow Diner pays." She then took off toward Cloudsdale Rainbow hot on her heels. Midnight smirked flapping hard and catching up with them but staying just behind the two as they flew neck and neck.

XXX

They arrived in Cloudsdale within a few minutes, The girls laughing and breathing hard, Midnight chuckling at the two.

"So why didn't you beat us Night? I know you're way faster than either of us." Dash laughed as she caught her breathe.

"Yea, what gives?" Gilda smirked as they walked toward a booth taking a seat.

" I was enjoying the view to much to want to beat you two." He smiled picking up a menu.

The girls cocked their heads to the sides looking at him.

"Enjoying the view? What in the world does that mean?" Gilda asked looking from Midnight to Dash who was blushing and hiding behind a menu.

"Dash?" Gilda leaned over whispering to her. "What did he mean by enjoying the view?"

Dash smirked still blushing. "He was flying behind us." She giggled.

It took Gilda the better of ten seconds to finally understand what he meant before shouting at Midnight.

"You were looking at our asses?"

Midnight fell out of the booth laughing while Gilda tried to hide in the corner of the booth as all eyes fell on her shouting.

After the fit of laughter Midnight pulled himself back into the booth. They looked over the menu for another minute before deciding on what they wanted to eat. A yellow Pegasus with pink hair came up to the table. "Can I take your order?" She spoke as she pulled the little order pamphlet from her apron placing it in her hoof then putting a pen in her mouth to write with. She looked up as the three looked back to her in slight shock.

"Fluttershy? Dash and Night asked in surprise.

"Oh..... Hi everyone. I didn't know you three would be coming here today. What brings you by?" Fluttershy spoke softly but happily seeing two of her friends. She withdrew a little seeing Gilda who just smirked at the timid Pegasus.

"Well, I didn't know you worked here Shy?" Midnight smiled causing Fluttershy to perk up slightly giving a warm smile.

"Oh yes........ I'm working here part time to make some bits to take care of all my animals. It costs a lot to keep them fed healthy and happy." She beamed feeling a sense of accomplishment.

"Well I'm proud of ya Fluttershy. Working hard to keep all those animals happy is beyond cool." Dash commented giving her friend a wink causing her to blush.

"Yea yea, working to keep her pets happy. How about we place that order?' Gilda groaned hearing the sappy story.

"Oh........ sure, Might I suggest our special.... If that's ok with you?" She recoiled slightly.

XXX

After placing their order Fluttershy left to take the order slip to the kitchen. Another ten minutes past as she brought the order out to her friends. She had decided to take a her break to set with her friends and see what they were up to. Dash and Gilda sat next to each other so the only open spot was next to Midnight. She gave a slight squeal as she sat next to him, trying to avoid eye contact.

"So what are you three up to today? It's surprising to see you here." Shy smiled, listening to them intently.

"Well Night dropped by while Gilda and I were playing some video games. We sat around for a bit talking till the talon queen here decided she was hungry." Dash motioned to Gilda who sputtered while drinking.

"Hey, you two agreed to come along." She smirked.

"Only because you volunteered me to pay for the meal." Night smirked causing her to face-palm again.

The three laughed at Gilda's expense.

"Ugh alright already. let's just finish up and go for some flight practice." Gilda groaned taking a bite of her sandwich.

Fluttershy got up heading back from her break to continue taking orders. The three finally finished getting up to head out. Midnight waited until Dash and Gilda had left before placing a tip on the table for Fluttershy. He walked up to the counter to pay, as he was about to exit he passed Shy stopping to talk to her.

"Hey Shy, Don't forget to get your tip I left you." He smiled making the yellow Pegasus smile at him. As he exited he walked back toward the direction of where the trio sat. He looked into the window seeing Fluttershy's shock expression as she noticed five gold bits on the table. She looked up to the window seeing Midnight smiling at her. She gave a large smile taking the bits and placing them into her apron then trotting happily back to the kitchen with the dishes from the table.

XXX

After locating his two flying friends they had made way to the Cloudisium to practice. Despite a few other ponies there they had more than enough room to try out some aerial stunts. Midnight sat watching the two perform stunt after stunt. It fascinated him as to how either of them could do half of the stunts they were doing.

Rainbow stopped for a moment flying down to Midnight as she caught her breath.

"Hey night, aint ya going to join us?" She asked breathing hard.

"I'm more of a speed demon than a stunt flier Dash. Besides, without someone to watch you perform stunts, who then would tell you how cool you looked doing them?" Midnight smirked giving her a wink. She smiled flying up to him and giving his nose a kiss.

"You keep sweet talking me like that and we may have to crank it to mach eleven." Dash smirked flying back up to join Gilda in several stunts she was pulling.

'Fuck buddy indeed Dash." Midnight chuckled to himself watching her fly away.

Another hour of watching the two stunt fliers had made Midnight a little tired. He sat there watching them until her heard a loud scream coming from behind him. He looked back just in time to see a orange and purple blurr latch onto him face.

"Uncle Midnight!" Scootaloo shouted rubbing her cheek against his forehead just under his horn.

"Scoots, what in the world are you doing here?" He laughed as she climbed up his face resting on top of his head.

"I heard Rainbow Dash was here practicing, so I managed to fly up here to watch." She smiled happily watching Dash flying around.

"And what was the scream for?" Midnight laughed looking up at her as she leaned on his horn.

"I just thought i'd try and scare you. Hehe, did it work?" She giggled.

"Oh yes, that was the scariest moment in my life." He nodded exaggeratedly causing Scootaloo to bounce on his head making her laugh and holding onto his horn.

"So other than watching RD fly around like I have for the past several hours, What have you been up to?" He asked causing her to smile.

"Well I heard what Sweetiebelle and you did the other day to those two bullies. I laughed my flank off after hearing it. At first I didn't think it was true but when I ran into them in the market they were greener than grass. At first they were angry that I was laughing at them but they just stopped and began to talk to me like they were my friends. They said they were sorry for everything they had said and done to me Sweetiebelle and Applebloom. They even offered for us to come along on a trip to the circus next week in the park outside Ponyville. Although I still don't trust them, they are at least trying to make amends for being so rotten to the Cutie Mark Crusaders." Scootaloo spoke, exaggerating several different emotions as she did.

Midnight couldn't help but smile remembering how Sweetiebelle shook those two fillies in the air almost making them loose their lunch.

"Hey scoots, You want a snack? Cause im kinda hungry for some cotton candy." Midnight grinned causing the little orange Pegasus to launch off his head to in front of him, hovering with a big smile across her face. He couldn't help but laugh seeing her face as he stood up.

They made way to the concession stands getting a drink and some treats. Making their way back to their spot in the stands to watch Dash and Gilda flying about. Scootaloo sat on Midnights head munching on a cotton candy that was as big as she was. Midnight floated her drink and his alongside them with a bucket of popcorn. They took a seat watching the two daredevils in flight. Scootaloo gawking at how awesome her mentor was while flying, ever so often taking a slow bite of the cotton candy.

After a short while Scootaloo had managed to eat all of the giant cotton candy all that remained was a white funnel that was sticky around the rim. She smiled looking at midnight and quickly placed the funnel over his horn she giggled as he looked up then to her giving a smirk.

"Ok you, get that thing off my horn." He laughed as his horn began to glow making his horn invisible but leaving the cotton candy funnel still visible.

Scootaloo laughed then pulled the funnel from Midnights head gasping as no horn was there.

"AAAAAAH!" She screamed. Midnight looked up seeing his horn missing and screamed back. They then both screamed at the same time.

Scootaloo looked inside the funnel in a panic before ripping it apart to try and find Midnights horn. Midnight began to laugh seeing her expression of shock before making his horn visible again.

"HEY! That was mean!" Scootaloo pouted latching onto Midnights face again.

"Awwwww, I'm sorry. I won't do that again." Midnight smiled giving a chuckle.

Scootaloo stuck her tongue out at Midnight before scrambling up to sit back on top of his head again to watch the fliers.

After another twenty minutes Gilda and Rainbow landed next to Midnight and Scootaloo.

"Wooooo, that was some awesome flying Gild, We should get together again sometime to practice some more." Rainbow smiled

"Sure thing Dash, I'm guna head on home. Take care of yourself alright?" Gilda smirked flying off.

Rainbow waved to her friend turning around to see a orange and purple blurr attach to her face.

"RAINBOW DASH!" Scottaloo squealed happily holding onto Dash for dear life.

"Squirt?! How did you get up here?" Dash asked as she detached the sugar filled filly from her face.

"I can fly now! Not very well but just well enough to get here!" Scottaloo beamed.

"That's pretty impressive. Now all you have to is practice and you can hang out with me while I practice." She smirked causing the little filly to squeal happily.

Rainbow smiled then looked to Midnight dropping the smile and cocking her eyebrow.

"Uh...... why do you have cotton candy all over your horn?" Rainbow smirked.

Midnight deadpanned looking to Scootaloo who just giggled.

"Apparently a little filly thought it would be funny to make me have a pink horn." He gave a smirk at the end of his sentence causing Scootaloo to laugh louder falling over.

"I can take care of that." RD grinned evilly moving forward and licking the length of Midnights horn before he could say anything causing him to tense up. He looked around to see if any other ponies had seen what had just transpired. Noone was looking at him and Scootaloo was just getting over her fit of laughter. He looked up to Dash mouthing the words, 'Your evil.' to her making her shrug with a smile plastered across her face.

"Alright you two. How about we head home. I'm sure your both tired and it is getting rather dark." Midnight stood looking tot he sky seeing the orange hue from the sunset along the clouds above the Cloudisium.

"Awwwww, but I wanted to watch Dash some more." Scootaloo groaned.

"I am kinda tired squirt, How about we meet up here next week for a session together?" Dash smile causing Scootaloo to bounce happily around her.

"Alright ladies, lets head on back then. Scoots your at the mast. Dash your on deck." He smirked shaking his head at the word mast and ruffling his wings at the word deck.

"Aye Aye captain." They both saluted with a giggle climbing onto the huge Alicorn.

XXX

After a short flight to Dash's house she gave him a kiss on the nose before going into her home. He smiled back to the now sleeping bundle between his wings that was Scootaloo and decided it would be far easier not to wake her by teleporting to Ponyville.

A quick flash of magic and he was at Scoots home handing her over to her parents and making his way back to the boutique. It had been another long eventful day and he was about to make it home when suddenly tons of water balloons began smacking him and exploding. He looked around to see Pinkie Pie and Luna tossing them at him.

"Ha HA! The fun has been doubled!" Luna laughed as they chased Midnight around tossing more balloons at him until they had been depleted and he was soaked.

'Yes, another eventful day' He laughed......... Until tomorrow anyway.

40. Spending Hearthswarming Eve alone..............

Midnight awoke to a cold chill running across his body, He had spent the night at Twilight's again to catch up on some magic reading. He had almost copied every spell book within the library, and today would be the last day for those books. He gave a large yawn sitting up quietly, rubbing the sleep from his eyes as he crawled from the bed. He made his way downstairs to see Twilight decorating around the library. Spike hot on her heels holding various decorations.

As he looked at the decorations, he noticed the green and red ribbons tied hither on yonder. Wreaths hung in various spots as well. He walked around giving a big smile as he remembered what time of the year this represented.

"Is it really almost Christmas Twi?" He smiled trotting up to her as she placed a few colorful banners up in a vacant spot.

"Christmas? Whats that?" Twi asked as she finished placing the banners up and turning to Midnight.

"It's a holiday from my world. After all of the variations in books and whatnot I would guess it's called something else in this world." He smirked. "So what holiday do you celebrate this month?"

"It'll be Hearthwarming Eve in two days. The date will be the twenty fourth. Is that like Christmas on your world?" Spike asked giving a grin.

"In so many words yes. On my world Christmas is a holiday representing the birth of a historical person named Jesus Christ. The holiday is religious to a vast amount of people in my world. But most of the mass market has turned it into a day to just give presents to one another without the religious sentiment. What is Hearthswarming about?" Midnight began as Twilight handed him a small book with several ponies adorning the front, three large white ponies seemingly encircling them.

"Read this book, It can tell you everything you need to know about the history of Hearthswarming." Twilight smiled as she turned to Spike grabbing a few more pieces to hang up. But as she pulled a few more pieces a small mistletoe fell from the pile in Spike's arms. As the two walked away Midnight spotted it from the corner of his eye quickly grabbing it up with his magic and bringing it to his face. After realizing what it was he smiled placing it on the tip of his horn following Twilight around for a moment. Spike turned to look at Midnight immediately noticing the Mistletoe and giving a giggle.

"Hey Twi, I think Midnight has something for you." Spike chuckled.

"Ugh, what is it, we have to get the rest of these decorations up." She paused looking at Midnight as she turned around. Midnight gave a grin looking at her then looking up to his horn. Twilight followed his gaze then gave him a sly smile.

"You sneaky little...." She was cut short by a stolen kiss from Midnight. Her face blushed bright red looking to Midnight who just gave her a wink. Spike was rolling on the floor laughing his tail off.

"Well my little bookworm, I think I'm going to go out and have a little fun. If all the mares in Ponyville are anything like you, I think I'll be able to melt to snow with all of the blushing that's about to go on." Midnight chuckled as he headed out the door.

XXX

Midnight had made his way further into Ponyville, As he walked quietly by himself he noticed how much snow had fallen during the night. Much of the ground was covered by a white blanket almost a foot thick. Looking around he noticed many of the foals were riding on either their mother or fathers back as it would be hard for them to walk through the snow. Many of the families roaming the streets smiling had either a present or significant other with them.

"OH! That's right! I need to get my friends some presents." Midnight smiled as he summoned his coin purse from Rarity's boutique. "Hmmmmmmm Only seven thousand bits? I hope that's enough for all of them." He questioned himself as he continued walking.

As Midnight rounded a corner he noticed a small snow fort around twenty feet ahead. "Well, how about that. Seems someone abandoned a perfectly good snow fort. Guess I can make a few modifications to it." He smiled as he used his magic to layer snow block after snow block onto the fort, within a few minutes it looked more like a snow castle than a fort. having two individual floors and several windows to toss snowballs from. He smiled at the snow fort admiring his work before turning to head away from it, only to see four little foals gawking at the castle before them.

"Wow mithter, that ith thso awthome!" A little cream colored filly with a red poofy mane and large red glasses said as she trotted up to the fort.

"Yea, that is just awesome." Another little gray colt spoke up as he ran inside.

Two other little fillies ran in smiling saying 'Thank you.' as they did.

Midnight smiled as he turned to head away, walking further down the street until he saw three little manes poking out of the snow. One purple, one of creamwhite and light purple, and the third a blazing red with a large bow behind it. As he walked closer he noticed little blue shovels breaching the top of the snow tossing aside snow. Sometimes onto each other.

"Hey watch it! Toss the snow to your other side will ya?" Scootaloo groaned.

"Ah'm trying not to hit ya'll but being in the middle making my own path and not seeing either of ya, kind makes it hard ta avoid.

"Girls I'm starting to get really cold. Maybe we should head to Sugar Cube Corner and get some Hot chocolate. I doubt we will get out Cutie Marks in shoveling snow anyway." Sweetiebelle piped up.

"Hot chocolate sounds really good right now." Midnight chuckled looking down to the three oblivious fillies before him.

"UNCLE MIDNIGHT!" They all shouted as they attempting to pounce but only ended up in the snow a few feet from him.

Midnight gave a hardy laugh picking up the three fillies and placing them on his back. He immediately regretted it though as the tiny cold hooves pressed against his back. After being frozen in shock for a few seconds he smiled back at them noticing them shiver slightly, but a smile still adorned their tiny faces.

"Here girls, let me help ya." Midnight smiled as his horn glowed casting a small shield around the area they were sitting on. A small shield popped into place encasing them in warmth and blocking the cold wind as it whipped by. They all gave a contented sigh as they lay down getting comfortable on Midnights back.

As he began to walk Scootaloo pipped up. "So what did Rarity get you for Hearthswarming Sweetiebelle?"

"Well I was wanting a new doll but all the stores were sold out. Knowing my sister though, she'll probably make me an outfit or sweater." Sweetiebelle giggled then asked the same question to the others.

"Well, ah was gunna ask mah sister and brother for a new pair of bucking shoes so I can help'em in the orchard around harvesting time next year but ah was also wanting a new tv for mah room." Applebloom smiled.

"I asked my folks to get me an enchanted scarf so I can fly during the winter. My wing's get really cold during this time of the year." Scootaloo pouted.

"What about you Uncle Midnight?" They all asked in unison causing him to jump slightly.

"Well, I honestly don't have anyone to ask for a present besides Rarity. Plus being an Alicorn makes most presents seem kind of pointless since I can do or almost get anything I want on my own. If I had to choose a present, I would like for all of the girls and I to get together for a nice quiet evening to have a great dinner and to sit around a fireplace drinking some hot chocolate. Spending time with my friends would make me happy. I don't think we have actually spent any time together as a group since after I woke up in that hospital bed when I came into this world. Other than that I don't really want anything. I'm completely happy with what I have." Midnight smiled looking back to the girls. As he looked back though the three fillies noticed the mistletoe on the tip of his horn. They all nodded to each other as Midnight turned his attention back to where he was walking.

"CUTIE MARK CRUSADERS KISSY ATTACK!!!" Upon finishing their shout the all grabbed onto Midnight's face kissing his cheeks and nose repeatedly.

"OH NO! KISSY MONSTERS! My power is useless against them." Midnight playfully groaned falling over into the snow as the kissing assault stopped, He lay there motionless as the girls looked at him.

"Did we overdo it girls?" Scootaloo asked as she trotted up to Midnights motionless head in the snow, his tongue lolling out.

Sweetiebelle gave the girls a wink as she talked. "Oh no, we've killed Midnight, I guess Rarity can go and ask out that cute stallion I saw talking to her the other day." She placed a hoof over her mouth to stifle a giggle.

"What?!" Midnight shouted as he sat upright, causing the three fillies to fall over laughing.

"You three are so mean. Guess I'll have to tell Pinkie Pie to give me all your marshmallows in my hot chocolate." He smirked turning toward Sugar Cube Corner. The three fillies gasped looking to Midnight who was just smiling.

"NO WAY!" They shouted as they rushed past Midnight leaving little trails through the snow as they burst through the door to Sugar Cube corner.

Midnight chuckled at the three as he trotted inside to the smell of some freshly baked Apple cinnamon pie and fresh hot chocolate. The three fillies were all sitting in a booth waiting for Midnight who took a seat across from them.

"How are we doing today deary's?" Mrs. Cake chirped as she trotted up to the booth.

"Cold." Sweetiebelle spoke first.

"Tired." Added Scootaloo.

"Hungry." Added Applebloom.

"And in need of some of that wonderful Apple pie and Hot Chocolate I smelled as we came in." Midnight smirked giving Mrs. Cake a wink.

Mrs. Cake smiled, nodding, and heading back into the kitchen to grab the order. Upon coming back out and setting the sweets and drinks onto the table the fillies thanked her and dug in happily. Midnight nodded for Mrs. Cake to come closer so he could speak into her ear.

"Mrs. Cake. Would you happen to know what Pinkie might like for Hearthswarming?" He spoke softly.

"Oh my, I know just the thing. Carrot and I usually make Pinkie a few of our special cupcakes for Hearthswarming but we have a hard time getting all of the ingredients. If you could get them for us we could make her a few and say that it's from all of us." Mrs. cake beamed.

"Alright, doesn't sound to hard, can you give me a list of what you need?" He beamed back.

"Of course deary, just give me a moment with Carrot." She said as she trotted back into the kitchen. After a few minutes waiting, and several bites of pie later, Mrs. Cake reappeared from the kitchen carrying a small piece of paper.

"Ok, now. This is very important. When you get these items you must NOT use any magic on them. These items absorb magic and can turn the sweetness of the materials sour or bitter. So take precautions with your magic." She spoke in a very serious tone.

"No problem. Guess I'll have to use these for the first time ever." He smirked waving his hooves about.

"So where can I find these items?" He asked

"Well you can find most of them in Canterlot. I know Zecora has a few of the harder to get items. But getting to her home may take a while. She lives in the Everfree forest. If you can't find all of the items in Canterlot, go see her."

"Well, finding her may not be a problem, but I have never met her. This is actually the first time I've heard of Zecora. What should I expect?" He asked.

"Well, I honestly only met the dear twice. She is a Zebra, and speaks rather strangely. Pinkie or her friends will know more since they see her more often than myself." Mrs. Cake smiled.

"Alright. I'll check with Twilight, I don't think asking Pinkie would be wise since it would be about her present." Midnight gave a wink to Mrs. Cake.

"Of course, Now I have to get back into the kitchen, Lots of orders to fill for Hearthswarming." Mrs. Cake smiled as she trotted back into the kitchen.

Midnight sat quietly for a moment thinking about how to go about getting all of the ingredients for Pinkie's present. His concentration only broke when a little purple and orange blurr attached to his face startling him.

"I said pay attention!" Scootaloo yelled as she bear hugged Midnight's face.

"AAAH!"

The other fillies giggled watching Scootaloo scare Midnight. Sweetiebelle piping up as Midnight detached Scootaloo from his face.

"So what are you going to get us for Hearthswarming Uncle Midnight?"

Midnight detached the little orange filly from his face setting her back in her seat, his eyes resting on Sweetiebelle.

"Well, I'm not sure, What would you three like?" he asked but raised a hoof to stop them as the three took in a deep breath.

"Beside's your Cutie Marks. You know I can't give you those." He smirked causing the three to pout.

The three sat there quietly in contemplation for a moment, considering what there Uncle could get for them. After a good 5 minutes Midnight gave a sigh.

"How about this girls. I'll give each of you five gold bits so you can buy what you want. Does that sound fair?" He smirked watching their jaws drop.

He summoned a small coin bag for each of them, placing five gold bits into each. "Now I want you three to get what you want. But I want you to wait until after Hearthswarming to get anything. Your family may have gotten you something that you may want to get already so it would be best to wait. Is that understood?" Midnight smiled causing the three to nod happily.

"Ok then. I'm going to go to Canterlot to get a few things. But I'd like to ask you two to do something for me." He nodded to Sweetiebelle and Applebloom.

"I need you two to find out what your sisters, and also your big brother Applebloom, want for Hearthswarming. Make sure to ask them what they would want that they normally couldn't get themselves." The two fillies nodded back with a determined smile.

"Alright then, I'm heading out." He smiled as he paid for the goods and left the shop. Taking flight above Ponyville and making his way to Canterlot.

As Midnight gained altitude hitting a thermal he began heading toward Canterlot. There were many clouds in the sky, most a dark grey while other a pleasant white. The cold whipped by him causing him to shiver slightly.

"It's a lot colder up here than I thought it would be. Better get a move on." He spoke through chattering teeth as he cast a warming spell on himself, raising a wind barrier shield around him to block the cold wind.

As he began gaining speed, he thought her heard someone shouting at him. He looked around in all directions until he finally saw Rainbow Dash heading right for him. He landed quickly on a cloud waiting for her. After a few seconds she arrived landing beside him.

"Hey Night, where are you headed in such a hurry?" Dash asked as she landed next to him breathing hard from her trying to catch up.

"On my way to Canterlot, gotta pick up a few things. You want to tag along?" He smirked.

"Sure thing!" Rainbow smirked taking flight, Midnight close behind.

XXX

"So your getting some items for the Cake's, That's nice of you. I know being an earth pony is kind of a drag since you can't get around like a Pegasus or use magic like a Unicorn, So I can understand them asking if you could do this for them." Dash smiled as they landed into Canterlot.

"Yea, it's no problem. I'm just glad I can be of help. Oh Dash I was wanting...." Midnight was cut short as Rainbow Dash zipped past him stopping at a wall a few yards from them. He noticed Dash staring at the poster on the wall, a giant smile across her face. He trotted up next to her to see a Wonderbolt's poster adorning the wall.

"Holy cow! The Wonderbolt's are going to have a special show the day after Winter wrap up. This show is going to be SO AWESOME! Ohhhhhhhhh, I wish I could go to it so bad but I heard the tickets have been sold out for months. The only ones left are the really expensive tickets and it would take me a year just to save for even one of those." Dash groaned looking at the poster, a mixture of emotions playing across her face.

'Hmmmmmmm I know what to get Dash now.' Midnight laughed to himself watching her stare at the poster.

"So do you know any of these places Dash?" Midnight levitated the scroll to in front of Dash blocking her vision from the poster.

"Hmmm, Yea. They are actually all on the same street. Ive been to a couple of them before getting Fluttershy a couple rare herbs she uses to make medicine for her animals. Not the cheapest place in Canterlot, but still probably the only shops you'll find that carry this stuff." Dash smirked as she led the way.

As she walked she noticed Midnight falling behind. She looked back to see his eyes staring at her flank, She laughed flicking her tail to his nose to catch his attention. "Eye's up her lover-boy."

He jumped from the whipping his nose just received looking up to see Dash smiling at him.

"Sorry bout that, But when I see so much awesome packed into such a nice shape, I can't help but stare." Midnight winked at her causing her to face hoof.

"Bad joke?" Midnight smirked.

"You'd be surprised how many times I've heard that line." Dash giggled.

"I don't blame them for saying it, as true as it is." He laughed.

"Heh, yea, it's all true." Dash beamed walking proudly.

"Well, that and being the second fastest Pony in all of Equestria." He gave a big grin seeing her stop in her tracks looking back at him as he caught up to her.

"Second fastest?" She growled cocking a brow.

"Eeyup."

"And who is the fastest?" She grinned.

"ME of course." He laughed.

"Bah! You don't count. You use magic to help you out. With me it's just raw talent." She laughed watching Midnight's jaw drop at the comment.

"Well if you put it that way then I guess you're right." He smirked.

As they finished the conversation they both arrived at the first store walking in. It was an herbal store filled with tons of different kinds of herbs, spices, and rare materials. After speaking with the shop keeper and purchasing the items they went to the next store. The routine kept up until they had been to each store and purchased all of the items on the list, taking extreme care not to use magic in the process of handling the merchandise.

After leaving the last shop Midnight thanked Dash for her help. Dash gave him a hug before taking off into the sky leaving a Sonic Rainboom in her wake above Canterlot.

Midnight made his way toward the Castle, It had been a couple weeks since he had last spoken with Celestia and thought it be prudent to check in on her. He made way inside without incident. Guards left and right nodding to him as he passed them. Upon entering the castle however it was a different story. It was bustling with activity. servants and guards were all out in force doing one thing or another. Some placing decorations, others cleaning, guards patrolling. It was never ending. However upon making his way through the labyrinth of ponies he finally saw Celestia at the far end of the hall talking to several guards. There were a lot of ponies in the hall and making his way through all of them would have taken to long so he did the only thing he could think of. Teleport.

A flash of light erupted near the princess as Midnight came into view. The guards all jumped in front of the princess until they noticed who it was then stood at ease.

"Midnight, so good to see you again. How have you been?" Celestia smiled walking up to him and giving him a gentle nuzzle, he giving one in return.

"Been alright, I had an errand to run here in Canterlot and thought I would pay you a visit, and see how our little bump is doing." He smiled looking to Celetia's side noticing a small change in size.

"Oh our little one is growing quite fast. Although it will take roughly another nine months before the little one will be born." She smiled looking back to the bump then back to Midnight gently nuzzling him.

"I will visit as often as time permit's, but in the meantime I need to ask you something." He spoke as they began to walk down the hall away from the hustle and bustle of the castle help.

"So what is it you would like to ask me my dear?" Celestia smiled to Midnight as he began.

"Well, This is my first Hearthswarming here in Equestria and I would like to get all of my close friends a present. However I only know of two that I can get currently. The others will divulge what they want in time." Midnight smirked causing Celestia to giggle.

"And I am taking a guess that one such present is difficult to locate, that is why you are here.." Celestia smiled.

"You never cease to amaze me love. But that was only a small part of why I came by here today. I had initially thought to visit you today regardless of my other reasons that required me to be in Canterlot." He smirked.

"Oh you're such a flatterer. Making this old girl feel wanted like that." She laughed.

"Oh but it's true! I would never pass up the chance to see you my dear. Maybe we should go dancing." He laughed as his horn began to glow taking some instruments setting nearby and making them play. He pulled Celestia to him and began to dance with her. She giggled loudly like a little filly as they danced, not paying attention to the small crowd of help that had gathered to watch them.

After the song ended they gave each other a bow but stopped when they heard the sound of hoof-beats against the floor and some cheering. They looked up to see roughly fifteen maids and butlers standing just inside the room all stamping the floor happily. Celestia blushed lightly while Midnight took a bow.

"Thank you, thank you, be here the same time next week for my next performance he laughed giving everyone a playful wink causing the mares to giggle.

He came back to Celestia's side as they continued walking.

"Midnight that was so random, what has come over you?' She laughed.

"Not a thing Tia, It's always fun to toss a little randomness or chaos into the mix. It helps to liven things up a little." He chuckled as he walked, Celestia stopping in her tracks at what was just said. Midnight quickly noticing the lack of the Sun princess at his side he looked back to see a semi shocked expression across her face.

"Tia? Whats wrong?" He asked turning and moving back to her.

"Well......... Did you just say randomness and chaos?" She asked, a tinge of fear in her voice.

"Yea, I think so. Why? Is that bad?" he asked looking into her now fearful eyes.

"Another said that to me a long time ago, that being's name was Discord. He brought chaos and destruction to Equestria once before then again, before the elements of harmony imprisoned him once again in stone. How is it that you both have said the same thing?" She asked giving Midnight an expression of shock.

"I don't know, I've always thought randomly and do things spontaneously. I am serious at times though. Life requires us to be serious. But on an off day, we can have a little fun by stirring things up in my opinion. That's what fun is. Doing something you wouldn't normally do. And if you do that more often that not, that is your choice. Just remember to be serious when the time calls for it."

"So you wouldn't be chaotic all the time then?" Celestia asked moving closer to Midnight cautiously.

"No way! How would I get anything done if I just played all day and didn't think of what needed to be done?" He laughed.

"Thank goodness." Celestia spoke with a sigh of relief lowering her head.

"OK? So why did you ask?"

"Well. Discord acted exactly as his name says. He caused a lot of problems for not only Equestria, but to Ponyville as well. I'm sure you can locate the book in Twilight's library that can tell you what you need to know. Anyway, I believe we were going to speak about what you needed to ask of me?" She spoke giving midnight a cheesy smile.

"OH! Right! I'm getting presents for the elements and a few close friends and was wondering if you wouldn't mind helping me out. Rainbow Dash wants to go see the Wonderbolt's after Winter Wrap-up, whatever that is and she said all the tickets were sold out except for the special tickets. I just need to know were to get them at if you can supply that info. Also I'm still in the process of finding out what the others want. I have Pinkie Pie's ready to go in my saddlebags. I'm sure you would know what Twilight would want. As for the others, I haven't got a clue. But I'm sure I'll find out soon enough."

"Well as for the ticket's You can go see the box office at the Cloudisium to get those. Twilight has been constantly asking me to loan her a rare book from the royal archives but I haven't had time to have another copy made of the book as it is the only one in existence. If I let you hold onto the book could you make a copy?" Celestia asked with a twinge of hope behind her voice.

"I can do better my dear. I can scan a copy of the book to memory and make one myself when I return home." He beamed.

"Scan, Midnight?" Celestia cocked a brow in askance.

"Oh that's right I never told you. I have a photographic memory and can scan a book instead of read it. It all stays up here permanently." Midnight smiled pointing a hoof to his head.

"That is an unusual spell. I'm afraid I don't know it." She spoke rather startled.

"Believe me, its more of a curse than a spell. If I scan a book, I'll never forget it. So that's why I read most of the time. Reading and scanning are two different things. But if its just a book Twilight wants then it'll be fine." He smiled.

"Well I hope Twilight enjoys the book, please give her and the others my regards." She smiled waving to a guard.

"Can you please take Midnight into the royal archives." She spoke as she pulled a scroll out and began to write on it, then sealing it. "Please give this to the Archivist."

The guard gave Celestia a salute then nodded for Midnight to follow him. Midnight gave Celestia a final nuzzle before leaving after the guard.

XXX

Author's Note: This is the beginning of the Hearthswarming Arch. I had initially planned to have each chapter around 2000 words each but got sidetracked on the details and such so it ended up being just over 4000 words for the first chapter. Look forward to the next chapter though. I hope you guys enjoyed this chapter.

41. Spending Hearthswarming Eve alone...... (Part 2)

Midnight had arrived after an exhausting walk to the depths of the castle. Taking many stairwells further and further down. Upon arriving however the layout of the archives seemed chaotic in nature. The guard that had led Midnight there gave the archivist the scroll Celestia had made out to him. Without looking at it, the older looking pony sat back into his seat as his unfaltering gaze rested onto midnight.

The low light of the magical lamps adorning the walls seemed to brighten slightly as the old stallion leaned back into his seat, the musk of damp air residing through the entire room. Rows of books and scrolls running along the walls of the room. A small glowing lamp at the desk of the archivist sitting behind it. The old pony wore a ragged looking tunic that fell over his flank and tail. The only visible color he had was his crimson red coat and deep grey mane. His face tired and aged, his left eye glazed over instilling darkness into his vision. Midnight stepped closer to him as he opened the scroll. The flickering fire from his mane adding to the already dim light of the room.

"So, Celestia is giving you permission to use one of our ancient texts is she?" The old unicorn looked slowly and shakily from the scroll to Midnight his expression seemingly neutral.

"Give me a moment and I shall bring the book to you." He spoke as he slowly rose from his seat, his speed making even Granny smith seem fast, as he walked over to a shelf. In front of the shelf was a small pedestal with an encased book. All around it were magical locks. The old unicorns horn glowed gently as clicks from the locks could be heard disengaging and letting the glass slowly rise from the book. Midnight walked over to the old unicorn as he looked back to Midnight.

"Do be careful with this book. It is as old as Celestia herself. If not more." He spoke again, a tinge of fear behind his voice.

"There will be no need to even touch the book my friend. It shall remain here, All I need to do is a single spell and its contents will be engraved into my memory." Midnight smiled gently causing the older pony's brows to rise in surprise.

"That spell must be new, I have never heard of it before. It must come in quite handy at times." He smiled as he watched Midnight cast the spell onto the book then release it. The older pony watched as Midnight's face slightly contorted after scanning the book.

"Is something wrong?" He spoke softly watching Midnight.

"N-no, It's just that the contents of this book are............" He trailed off.

"Puzzling? Yes I can understand that. I have read the book countless times attempting to decode all that lies within, I have spent the better part of the last century alone on this book alone. Maybe one day, it's secrets will be revealed. Until then though, one can only hope." The archivist gave a soft chuckle as he placed the glass back onto the case and reengaging the locks.

As the locks were replaced the archivist walked slowly back to his seat. Midnight close behind.

"You said you've spent the better part of the century looking over the text. How old are you exactly?"

The old pony gave a hardy laugh this time surprising Midnight.

"Almost as old as time itself. Celestia herself could not even hold a candle to my age." He gave a small smirk, the wrinkles across his face bending to his smile.

"That is quite a long time. May I ask......" He was cut short as the old pony raised a hoof to stop him.

"I'm afraid that is a story for another time young one. Please do come and see me again, even if it does not involve researching the ancient texts." He smiled waving a hoof from his center to his side slowly, making his chair turn with a loud squeal as it turned with his momentum.

"I will, and thank you for your time." He spoke nodding to the elder as he left the archive, the guard at his side.

XXX

After making his way back to the surface and out of the castle, Midnight took flight toward Cloudsdale to arrive at the Cloudisium. Although the flight was short and uneventful, simply looking at the line ahead of him took all of his ambition to stay.

"Good grief at the line." He spoke as he stood behind roughly several hundred Pegasus ponies. As he stood there though, many eyes began to fall on him in question. His attention however was kept to the line ahead of him.

After about an hour standing in line it had diminished by almost half. Midnight was beginning to grow impatient as he continued standing there. 'Just keep it up, This is for Dash's present.' He thought to himself.

After another two hours he finally arrived to the front of the line walking up to the window, a smaller baby blue pegasus with a white mane behind the window.

"How can I help you today sir?" She chirped happily.

"Finally made it, Yes I'd like to get an advance ticket to the Wonderbolt's show next spring, and can you make it the specialty ticket?" He sighed tiredly. The little pony behind the counter cringed slightly.

"I'm sorry sir but this line is for Sapphire Shores tour. Our advance tickets are the next window over." She pointed with her hoof to the vacant line with noone standing there.

Midnight gawked for a moment before looking at her. "You have to be joking. I've been standing in this line for three hours. Please tell me your joking." He groaned rubbing his temples with his hooves.

"No sir, plus there is a special entrance for royalty to pass the line entirely."

Midnight's eye twitched slightly as he stepped over to the next window, another pony with orange hair and vintage style glasses adorning her face.

"Can I help you?" She spoke with an annoyed tinge to her voice not even looking up.

"I'd like to purchase a couple Special seating Wonderbolt's ticket's please." The irritation in his voice seemingly drowning out hers.

"Thank you sir, that will be seven hundred bits." she said as she waited for the bits to come across the counter.

Midnight groaned hearing the price but forked over the bits. The annoying Pegasus pressing the tickets under the glass, Midnight quickly gathering them up and placing them into his saddlebag. He turned taking flight into the air away from the stadium heading back to Ponyville.

"Ugh! Three down, three to go." He spoke to himself as he started to regret having ever thought of getting his friends any presents.

XXX

He arrived back in Ponyville before Dusk. The orange and red fire playing across the sky turning the once white clouds into a bright spectacle to behold. He gave a heavy sigh landing in front of Sugar Cube Corner and making his way inside. Upon entering, he saw Pinkie playing with the foals.

"Hey Pinkie." Midnight smiled as she waved in return, the two foals bouncing on her as if she were a giant pillow.

"Are the Cakes in?" he asked. Pinkie giggled at the two foals pointing to the kitchen looking at Midnight.

He made his way into the kitchen to see the Cakes cleaning up the mess from the day. Mr. Cake noticing him enter the kitchen put down what he was doing and walked up to Midnight.

"Well hey there. I take it your trip to Canterlot was successful?" He smiled.

"Yes sir, I have all the supplies right here in my bags. Let me just get these tickets and your welcome to the bag." Midnight smiled pressing his nose into the bag after placing it on the floor in front of him, quickly pulling to shiny tickets from them.

"Oh my, are those what I think they are?" Mrs. Cake smiled trotting up, forgetting what she was doing as she looked at the tickets.

"Special seating to the Wonderbolt's, I got them for Rainbow Dash for Hearthswarming. I know she really likes them from what I could tell earlier. Figured I'd get them for her." He smiled but gave a loud gasp as a pink blur flashed in front of him making the tickets disappear.

"OMIGOSH! Dashie will be SOOOOOO happy to get these. Oh I can't wait to tell her." She spoke causing the three to gasp.

"Pinky! No!" Midnight began catching her attention, her bouncing halting in mid air as she looked to Midnight.

"You can't tell anyone about those tickets. It's a gift for Hearthswarming. If you tell anyone then Dash will find out and ruin the surprise." Midnight pouted taking the tickets from her grasp with his magic.

"Ok, I won't say anything. I just want to see her face when she finds out though. She might explode from being so happy, and thats something I've always wanted to see." She giggled.

"You want to see a pony explode from being so happy? Is that even possible?" Midnight cocked a brow staring at the pink pony.

"Yea! I do it all the time. OH! What are you getting me for Hearthswarming?" She smiled widely.

"Now Pinky, You will have to wait to get your present as well. Good thing I hid it so you cant find it." Midnight laughed.

"You hid it!?" Pinky gasped.

"Yes, and no you can't look for it either. It's a surprise." He smirked.

"Ok." Pinky smiled then disappeared into the other room with the foals.

Midnight gave a questionable look to the Cakes who only shook their heads giving a soft chuckle.

"I'll get back to you two tomorrow night ok?" Midnight smiled receiving a nod from the Cakes.

XXX

It was getting late and Midnight still had three other Ponies to get present's for. Not to mention write a book for Twilight. He headed toward the Library, quietly walking inside to see a small glow coming from behind a large stack of books.

"Twilight? You awake?" he whispered as he neared the books looking around the side to see Twilight asleep, her face resting on an open book. He smiled watching as she tossed slightly turning her head and snuggling the book to her.

"You are something else Twi." He chuckled quietly to himself as he pulled a blanket over her. grabbing a blank journal from the shelf, a quill and inkwell from Twilight's desk and heading into the main room of the library. He sat down pulling a small lantern from nearby and placing the book in front of him as the quill dipped into the inkwell then started to write into the open book.

The night carried on for some time until dawn could be seen from the windows. Midnight gave a large yawn as he finished the book placing the worn quill and near empty inkwell back onto Twilight's desk. The book he pulled with him as he climbed the stairs to his guest bed, quickly laying down, his eyes closing and sleep taking him as he hit the pillow.

XXX

Midnight awoke to a crash downstairs. Quickly forgetting the book he leapt from his bed heading downstairs to see several broken shelves and many books littering the floor. To the side sat a stunned purple dragon rubbing his head.

"Spike? You alright?" Midnight asked as he stepped over to the little dragon.

"Yea, I'm fine. Those shelves just up and broke when I was putting books up. Twilight is going to be so mad when she get's back." Spike groaned pulling his face down in worry.

"I'll see if I cant fix them little bro. Just sit back and relax for a bit." Midnight reassured him as his magic went to work on the shelves.

An hour went by before the shelves had been repaired and the books replaced and organized. A very grateful purple dragon giving Midnight a hug as well.

Twilight slowly made her way through the front door, a floating bag of books being floated in behind her.

"Hey Twi, need some help?" Midnight smiled surprising her.

"HEY! Oh no, I'm fine. Just getting these books into the libraries office. They need organized, categorized, and shelferized." She giggled causing Midnight to cock a brow at the terrible joke.

"Come again?" he asked.

"They need to be sorted, stamped and placed on the shelf." Twilight deadpanned.

"Ah, gotcha." Midnight winked.

Twilight sat the books down giving a large yawn. "I think its time for a nap. I don't have anything planned for the day, plus I've been up since early. Time for a little shut eye." She gave a tired smile heading upstairs. Midnight wishing her sweet dreams. After a moment her remembered the book he had written the previous night. He gasped running up the stairs just in time to see Twilight picking up the book with her magic. He leapt over her grabbing the book and crashing across the room into her bed.

"Ouch." He groaned as he fell over sitting upright.

"Midnight?! What in the name of Celestia is wrong with you? Why did you grab that book?" She asked in shock.

"Well....... I............. Uh.................." He trailed off smiling.

"Midnight. What's in that book?" She asked trying to pull it from his grasp with her magic.

"No! Twilight, you can't read this book. It's a surprise!" He shouted holding onto the book as Twilight lifted it and him off the bed.

She immediately stopped, dropping Midnight onto the bed with the book.

"A surprise huh? This wouldn't be a Hearthswarming present would it?" She gave a sly smile causing him to facehoof.

"No.......... Yes................. Maybe?" He grinned sheepishly.

"Well if it is a gift then I won't pursue it. As much as I dislike surprises at times I'm sure that if it's from you then it will be a fantastic gift." She smiled as she jumped into bed pulling the covers over her. Midnight to her bedside.

"Thanks Twi, I hope you like it." He smiled as he got up trotting out of the room back downstairs to see a weird look on Spike's face.

"Oh hey, I have a question for you little bro." Midnight asked coming up to Spike.

"Whatsup?" Spike asked picking up a few books.

"What would you like for Hearthswarming?" Midnight asked making Spike stop to think, placing a claw onto his chin.

"Hmmmmmmm. How about a few giants gemstones? Those are easy to find. You'll need to speak to Rarity or Twilight to get the spell to find them though unless you just want to start digging in random spots." Spike chuckled.

"Well, Twi is taking a nap so the only option I have is Rarity. I'll seeya around little bro." Midnight smiled to Spike as he exited the Library making his way toward the boutique.

XXX

Midnight arrived at the boutique within a few minutes of walking from the library. As usual, Rarity was slaving away at the sewing machine.

"Hey princess, you got a minute?" Midnight smirked causing the ivory pony to turn around quickly.

"PRINCESS?! WERE!?" She squeaked looking around the room only to find Midnight.

"Yes Princess, I'm talking to you." He laughed giving Rarity a nuzzle.

"Oh you are so mean to me at times. I'm beginning to think you prefer Twilight's company over mine for as much time as you spend with her." Rarity playfully whined at Midnight.

"Well, I was going to need her help but she is taking a nap. Spike advised me though that you know the same spell to locate gemstones. Can you teach me?" He asked taking a seat next to her.

"Well darling, I'm no good at teaching the spell. However I do have the spell book regarding that specific spell. Your more than welcome to it. Plus if you don't mind, could you bring me some gems back as well? I need all I can get for these next few orders." She smiled as she floated the book from her desk to in front of him.

"Sure thing. Any specific gems you need?"

"Well......" She thought for a moment pulling a hoof to her chin rubbing it gently.. "I'll need plenty of Diamonds, Sapphires and Rubies. But if you can find some Fire Rubies and Emeralds please bring those as well." She smiled giving him a quick kiss.

"Alright. I have one more question." He smirked as Rarity turned to him cocking her head waiting for the question, He just smiled looking up to his horn then back to her. She gave a devious grin tackling him to the ground kissing him passionatly.

After what seemed like an eternity Midnight managed to pull away from the kissing ivory pony, making his way toward the one place he would rather not return to. The Diamond Dog Fields.

42. Spending Hearthswarming Eve alone... part 3

After a short flight from Ponyville, Midnight arrived at the fields. He pulled the book from his saddle bag, scanning it to learn its information then replacing it into his bag.

"Dang that book was detailed. At least now I know what the hell to look for." He laughed as his horn glowed brightly making every gem within a hundred yards glow through the ground. He went to work pulling up every gemstone he could find, quickly obtaining a large quantity of them. Summoning a portal he began placing them inside it so that he could summon them later. He continued searching the area until no traces were left of the gemstones.

"Time to try another spot." He thought to himself as he took flight heading toward a large mountain in the distance.

As he arrived he could feel heat coming from all around. He flew over the top of the mountain to find that it was indeed a volcano. He ran through the book in his head to see what type of gems might be located in this area then landed along the side of the volcano, casting the gem spell. After a few seconds of looking around he noticed a very large deposit of gems about twenty feet below him through massive amounts of bedrock and coal.

"Hmmmm. This won't be to difficult." He smiled as he cast his teleportation spell on the gems, but nothing happened. "What the?" he spoke in surprise and cast the spell again, which to his disappointment nothing happened. "Dammit, guess we are going to have to drill." He grinned devilishly as he summoned a large glowing drill and stabbed it into the bedrock of the volcano.

An hour went by as he was finally able to pull several very large gemstones from were he had located them with the gem spell. Three very large gemstones and several deposits of them located in the same spot. Two large fire rubies and a diamond, plus an assortment of smaller fire rubies and diamonds. The largest of the gems was roughly almost four feet in diameter, the smallest of the large stones about two and a half feet. The diamond was the middle sized one, roughly three feet. Midnight made quick work of them, placing them all into the portal space.

He took flight from the volcano heading back to Ponyville.

"Well, thats two more down, two to go." He smiled as he headed toward Sweet Apple acres.

XXX

He arrived within an hour of slow flight to Sweet Apple Acres, landing just outside the farm house to see AJ and Big Macintosh sitting on the front porch relaxing.

"Hey guys." Midnight said as he landed a few feet from the house, trotting up to the steps.

"Howdy Night. What brings ya'll out this way? Checkin on AB? Or lookin to build us another barn?" She chuckled.

"Hey, If you got the supplies, I've got the time." He winked joining the laugh.

"I bet he came out for some of yer home cookin." Big mac smirked causing AJ to blush.

"Hmmmmmm." Midnight gave the idea some thought causing AJ to sputter.

"Now you wait just one cotton pickin minute." She spouted causing both of the stallions to laugh loudly.

"I'm just pickin AJ, I actually came by to see what you two would like for Hearthswarming. It's my first one, and I'd like to make it memorable." He smiled.

"Well, I have been meaning ta get ah new Stetson. This one has had its fair share of use over the years and is plum worn out. Ah guess a new one wouldn't be to much trouble." She smiled tossing the hat to the Alicorn as he made a mental note of the size and shape of the hat. He tossed it back landing it slightly crooked on AJ's head. She gave a chuckle straightening it up.

"How about you big guy?" He smirked to the red work horse.

"Ah'm perfectly content with what ah got. Don't need much'o'nothin ta make me happy." He smiled.

"Come on now, ya gotta want something." Midnight sighed.

"What ah want ah really caint have. But that's just me. An no ah ain't telling ya." He smirked leaning back in his chair.

Midnight groaned looking from Mac to AJ who was just chuckling.

"He want's ta ask Fluttershy out but he's to chicken." She laughed as the workhorse gave a whinny of surprise trying to sit upright to quick only to fall backwards onto the porch.

"Heh, so you've got a soft spot for a certain yellow Pegasus huh?" Midnight grinned watching as Mac shoot upright to his hooves staring at the two.

"Ya'll better not say nothing ta Fluttershy or ah'll buck ya inta next week." Mac snorted.

"Hey, don't worry none. I know the perfect gift to get you and Fluttershy." Midnight smiled.

Midnight approached AJ smiling. Leaning down to whisper into her ear. "I hope he won't hate me for what I'm going to get him and Shy."

AJ leaned up whispering back. "Ah don't worry bout him, he's a big softy. Not much can get him riled up. An ah'm sure he will love whatever ya get him an Shy." She smiled then stopped as she noticed the mistletoe hanging from Midnights horn. She gave a sly smirk leaning up and giving him a quick peck on the lips.

"Yer a sneaky one Night." AJ giggled, looking over to her brother she gave a wink. "Hey Mac, take a gander at this fellers horn." She smirked nodding to Midnight.

Big Macintosh looked over squinting to see the mistletoe and gave a sigh as he began to walk over.

"Hey! What're you doing?" Midnight said as he backed away from the approaching Big Macintosh.

"Aw come'on now, Ya ain't guna pass up a smooch since ya got that mistletoe hanging from yer horn are ya?" Mac laughed making a kissy face as he approached.

"Eeyup!" Midnight shouted as he took flight flying away from the red stallion.

AJ and Big Mac fell over laughing as Midnight made a b-line back into Ponyville, a trail of flames in his wake.

XXX

Midnight had made his way back to Ponyville Library. Entering with haste. He breathed hard as he walked in seeing Twilight sitting at her desk, a bed mane and cup of coffee as part of the scene.

"Hey Night!" Spike smiled.

"AAAH!" Midnight shouted in surprise scaring the baby dragon and Twilight.

"WOW! Take it easy bro." Spike laughed seeing Midnights expression of shock.

"Sorry Spike, Just a little jumpy at the moment. Here, you take this." Midnight sighed tossing the mistletoe to Spike.

"Hey I don't want anything to do with that kissy stuff." He groaned holding the mistletoe out as if it were disgusting, slowly heading to the garbage bin.

"Not even if it's from Rarity?" Midnight smirked causing the baby dragon to stop for a moment then place the mistletoe into an unseen pocket on his being.

Midnight gave a soft chuckle as he walked over to Twilight who was reading.

"Hey Twi, got a minute?" He asked sitting down across from her.

"Yea, whatsup?" She smiled setting her book to the side looking up to Midnight.

"Well I was wondering. Is there any good place around here to take a date?" He questioned causing Twilight to blush furiously.

"W-what? Why are you asking me?" She sputtered.

"Well, I'm trying to get Big Mac and Fluttershy a nice evening away together. Don't tell him I told you or he is going to kick my ass." He spoke with a hint of fear in his voice causing Twilight to giggle.

"Hehe, Don't worry, your secret is safe with me. But why not ask Rarity? She will know more about this than me."

Midnight gave her a deadpanned look. "Seriously Twi? Ask the biggest gossip pony in Ponyville where it would be a nice place to go on a first date for Shy and Mac?"

"Yea, I guess your right." She spoke with a giggle then bringing a hoof up to her chin in thought. "Well you can always get them tickets to the theater in Canterlot, and a meal at one of those fancy restaurants. Maybe a little champagne as well." Twilight smiled dreamily thinking of a stallion taking her to do the same thing.

"Thanks Twi, that sounds perfect." He smiled as he headed out the door leaving Twilight to day dream.

XXX

After another flight into Canterlot to find one of those fancy places to eat, and a two way train ticket for two, Midnight headed back to Ponyville arriving at the boutique. It was now around nine pm and snow was starting to fall again. Midnight gave a shiver as he landed heading into the boutique only to dodge a lamp that had been chucked at him by a furious ivory pony.

"What the hell?" he yelled as he dodged another flying object which smashed against the door.

"You CAD! Getting some fancy dinner plans with another pony besides me! And in Canterlot no less!" She shouted hurling another object at him.

"SHIT!" He dodge just in time. "Rar listen to me!" He tried to explain but was cut off as a roll of cloth hit him in the snout.

"Don't your Rar me you jerk. I'm supposed to be the only pony you pamper! I'm the only pony your supposed to love and cherish. I'm.............." She was cut off as Midnight quickly kissed her into silence.

"The only pony that I truly love." He finished giving her a smile.

"You're lying, Why would you get those tickets and reservations?" She asked feeling hurt and looking away.

"First off, those items are gifts for two good friends. Second, I didn't tell you because you like to gossip, and everyone in town would know." He smirked as she shot him a dirty glare, but sighed as he moved in to nuzzle her.

"Then who were they for?" She asked looking up into his eyes with her tear stained face.

"Big Macintosh and Fluttershy." He smiled.

Rarity gasped giving a girly squeal of delight.

"Oh my gosh! You're setting them up aren't you?" Rarity squealed again.

"Yea, AJ pointed out his secret. Figured I'd kill two birds with one stone by knocking out their gifts together. Twilight came up with the idea."

"Twilight?!" Rarity squeaked out in shock, her mouth hanging agape.

"Yeah, surprised me to. Guess she read a book on dating."

The both chuckled at the thought. After the laughing calmed they both began to pick up the shattered lamp and other objects thrown in Rarity's fit of jealousy. Midnight mending them with a spell and replacing them into their respective spots in the boutique.

"So darling. Have you gotten my present yet?" Rarity cooed nuzzling up to Midnight.

"Yeeeeees and your not getting it until Hearthswarming Eve." Midnight smirked.

"Oh but darling I think it would be so much better to give it to me now." She grinned giving him a kiss.

Midnight gave a devilish grin. "Ok, I'll give it to you." he laughed picking her up with his magic and trotting upstairs, Rarity giggling loudly as he made his way into her room tossing her onto the bed.............

Tonight they would make there own way to stay warm in the cold weather.

43. Spending Hearthswarming Eve alone? (part 4)

Morning arrived with another chill. Midnight opened his eyes to see Rarity sleeping silently next to him. Her mane matted from the prior nights fit of passion, a blissful smile across her face. He smiled giving her a gentle kiss and slipping out of bed to take a quick shower before starting breakfast.

The shower was quick and the breakfast had been made. The smell of coffee lingering throughout the boutique. Rarity tossed slightly in bed taking in a deep breath as she awoke to the smell off the freshly brewed energizing liquid. She yawned tossing the covers to the side as she pulled herself from bed, slowly making her way to the bath room to freshen up.

An hour had gone by before Rarity left the bath looking like her usual self. Perfectly curled mane and the fresh scent of lavender adorning her presence. She made way to the kitchen seeing Midnight at the stove making some fresh eggs and a tossed salad already on the counter.

"Well, we are up bright and early, what's the occasion?" Rarity smiled trotting over to the Alicorn and giving him a good morning kiss.

"Well I can't up and leave everyday now can I? Especially after making love to the most beautiful mare in the Universe." He grinned making her blush furiously.

"Oh stop it. You don't mean that do you?" She recoiled blushing, raising her leg to try and cover her face from the red seeping through her ivory coat.

Midnight quickly used his magic to pick up Rarity and swept her off her hooves, leaning over her and holding her in his forelegs. Looking deep into her eyes he smiled.

"I meant it with all my heart." He said making her giggle and lean forward to kiss him, he doing the same.

"Ahem!" came a voice from the kitchen door startling the two into a frozen pose. They looked seeing Sweetiebelle with a look of disgust on her face.

"Eeeeeewwwwww!" She groaned coming in and sitting at the table. They gave a chuckle, separating after a quick kiss to sit at the table. Midnight using his magic to fix a plate for each of the two ladies sitting there..

"So what did you have planned for today darling? You have all the present's accounted for. What's left to do?" Rarity smiled as she took a sip of coffee.

"Well, I actually have two final presents left to get. I'll need Twilights help with one of them, and I'll need you to gather all the girls together as well if it isn't to much trouble. We can all meet at the library." Mid said as he finished his cup of coffee.

"What are you going to do Uncle Midnight?" Sweetiebelle asked as she finished off her morning salad, reaching for her juice box to take a drink.

"Well I need Twilight to help me summon a telescope from my world. Rarity will get all the girls ready for a portrait to be taken as well. I'd like to give Celestia a picture of all of us together and give Luna a nice telescope. I'll need to go to my old house and back to Sugar Cube corner as well to pick up a few things."

"Sounds like a plan to me." Rarity smiled as she finished her coffee, placing the cup into the sink. "I'll go ahead and get the girls ready. I'll tell them to meet at Twilight's tonight around seven. Is that ok darling?"

"That's fine, I should be done with my errands before then. I can get Twilight to help with the telescope while we're at her place. Sweetie, you want to tag along?" Midnight smiled looking down to the little filly.

"Nah, I'm supposed to meet up with Applebloom and Scootaloo so we can try to get our Cutiemark's again." She smiled back as she finished off her juice box tossing it into the trash.

"Alright just don't get into any trouble." Rarity said in a stern voice.

"I know sis." Sweetiebelle groaned heading out the door with her saddlebag.

"I'll see you this evening my dear." Midnight smiled giving Rarity a loving kiss.

"Mmmmmmm, you had better. Or I might just have to get Twilight to change your coat pink." She giggled seeing the expression of horror on Midnight's face.

"Oh God, anything but pink!" He groaned heading out the door.

XXX

Midnight arrived at his old home to see Applejack on the porch roof shoveling snow from it.

"What are you doing AJ?" He yelled causing her to jump slightly.

"Gosh darn it Night don't ya'll sneak up on meh like that! Ya coulda made me sliiiiIIIIIIIIIIP! She yelled as her hoofs hit an icy patch sending her tumbling off of the roof only to be caught within inches of the ground by Midnight's magic.

She opened her eyes after feeling the sudden jolt of stopping in mid air to see Midnight slowly setting her onto the snow covered ground.

"Whew, that coulda been bad. Celestia knows ah don't need another broken leg." She smiled.

"Why were you shoveling all that snow off anyway?" Midnight asked as they headed inside.

"Well, your home isn't built like the rest'o the homes in town. It's a might strange, and can't hold up to the weight o'the snow. We need ta get it off before it caves in the place, and by the way, what in the hay are ya doing out in this weather anyway?" She smirked seeing his confused reaction aboiut the snow.

"Well, I needed to stop by to grab my old recipe book. I managed to forget it among all the books I had moved to the library. Glad I remembered it." He smiled opening a drawer and pulling out a little black book roughly an inch thick, opening it to make sure the recipe he was looking for was still there. "Good, it's still in here." He smiled tossing the book quickly into his saddlebag.

"A recipe book? Ah didn't know you could cook." AJ chuckled

"Actually I can cook a few things, Some well, some not so well. These recipes are actually from my great great grand mother. Some newer ones added as time went by. It was left to me when my parents past about 8 years ago."

"That must be a pretty old book then." AJ smiled as she headed back outside, Midnight right behind her.

"Yea, If I had to guess, its about a hundred and fifty-ish years old. Sure wish I could have met my great great grandmother. You talk about a lady that could cook. From the sotries I was told she was the best cook around." Midnight stopped for a moment thinking back to one of the recipe's, a smile creeping across his face.

"I just thought of a gift I can give Granny Smith." He chuckled catching AJs attention as she made her way back onto the roof of the porch.

"O'really? What that might be?" AJ spoke as she picked up the shovel in her mouth and began to scoop off the snow from the roof.

"Well if you won't tell then I can let you know." he gave a sly grin.

"Now ya know ah aint guna tell nopony." She smirked.

"Well, I have an old apple pie recipe. I think your Granny might find it a rival to her own recipe." He laughed.

"Ah don't know about that, but yer welcome ta give it to her. Just don't say nothin about it rivaling hers, she's a might fical when it comes to competition in baked goods."

"Noted." He smirked. "And let me help you out." he said as his horn glowed casting a spell on AJ. Her hooves began to glow then stopped.

"What did ya just cast on meh?" She asked cocking her hat higher on her head.

"Anti-slip spell. Now you can run on slippery surfaces just like it was the ground your trees grow from. I'll seeya around AJ, Oh and come by Twilight's tonight, I need all the girls there. Seven sharp." He said as he took to the air, AJ nodding in confirmation.

XXX

Rarity had made progress finding most of the girls. Rainbow Dash was the easiest to find as her daily routine when it was cold was to stay at the library with Twilight. Twilight of course was already in the Library so she got two for one this round. Fluttershy was of course at home curled up on her couch drinking some hot chocolate while watching the fire in her fireplace, all of her animals either hibernating or having flown south for the winter.

Pinkie pie was babysitting the foals for the cakes as they were baking and said she could make it on time. Now the only other pony she had to find was Applejack.

She had made her way to Sweet Apple Acres to locate the earth pony. Along the way she passed Midnights old home noticing the snow lacking porch roof. She trotted up to the house making her way around it to see if any other snow had mysteriously vanished.

*CRUNCH*

Her head snapped around hearing a loud crunch in the snow only to see nopony there. She continued walking and suddenly everything when white. She let out a loud muffled and very startled scream from within a pile of snow.

"What in tarnation?!" AJ yelled looking over the edge of the room to see an elegantly curled purple tail waving back and forth from under a large snow pile. AJ gasped seeing what she had just done.

"Hang on Rar, Imma coming!" She shouted as she jumped from the room into a large pile of snow at the other end of the porch, quickly galloping over to her buried friend.

Rarity at this point was hyperventilating trying to get out of the snow covering her and began to thrash about furiously trying to free her self. Using her horn she screamed out as she thrust it through the pile of snow upwards as hard as she could. She broke through but hit something else as she did so, She felt something warm begin to cover her horn. A loud gasp came from AJ as she tried to take in a breath frozen in pain. Rarity looked up to see AJ impaled onto her horn She tried to scream but nothing came out. A trickle of blood soon made its way from the wound down over the sides of Rarity's face. After what seemed like an eternity AJ fell over taking Rarity with her. She landed with a sickening thud onto the pile of now red stained snow. Rarity pulled herself from AJ causing her to yelp in pain curling up into a ball as she lay there. It was then at this point that Rarity screamed, the echo reaching through the Apple orchard all the way to the farm. Big Macintosh had been outside clearing some of the snow from the trees in the orchard. Upon hearing the scream he shot of like a bullet toward the scream, hearing it a second time as he neared Midnight's old home, he rounded the corner to see Rarity sitting there to stunned to move or say anything. Big Mac rushed over seeing the blood on her then noticing his fallen sister he gasped. Without hesitation he pick up AJ onto his back. Rarity sat there to stunned to move.

"Rarity! Snap out of it!" Big Macintosh shouted shaking the blood stained pony. She just sat there staring wide eyed at AJ on Big mac's back.

"Dammit Rar yer gunna hate me for this later....." He growled raising a hoof and striking her across the face which snapped her out of her daze.

She hit the snow with a resounding thud quickly pulling herself upright looking to Big Macintosh with tear filled eyes. rubbing her cheek.

He went up to her looking her in the eyes. "Follow me to the hospital." He glared making her tremble and nod in shock. They made their way quickly to the hospital.

XXX

Back at the library Pinkie Pie suddenly began shaking violently then stopped, catching the rest of the girls attentions.

"Oh no! My Pinkie sense is going crazy. Something really bad just happened!" She shouted in a panic.

"What is it Pinkie?" Twilight asked trotting up to her, Fluttershy and Rainbow Dash making there way to her as well.

Pinkie began to shake again wincing in pain and falling over holding her chest as if she was hurt.

"Owwie!" She cried. "I..... I don't know but whatever it is, we need to go to the hospital to find out. She cried as she stood heading toward the door. The others quickly following behind her.

As they stepped through the door however a certain three fillies ran up to them.

"Ya'll gotta get to the hospital quick, AJ's hurt bad!" Applebloom cried as she turned and ran back toward the hospital. The girls gasped following suit. Sweetiebelle and Scootaloo right at their side.

"What happened?" Twilight shouted as they ran.

"Rarity hurt AJ, it was an accident. She didn't mean to." Sweetiebelle cried as she ran.

"How badly hurt is she?" Dash asked as she flew next to Scootaloo who was crying as well.

"She was covered in blood, Rarity was too, I only saw them for a second when they rushed by." Scootaloo choked out.

"Rarity said she hurt AJ with her horn by accident when she stopped to talk to me, she took off to the hospital before i could ask anything else." Sweetie cried out.

"Rainbow, If they were covered in blood we may need Midnight, go find him and meet us back at the hospital." Twilight commanded causing the blue Pegasus to take off into they sky, looking down over the town and all around her to locate the Alicorn.

45. Rarity's Revenge (Part 1)

Authors Note: I want you all to be aware that AJ's dialect plays a part in the way I write for her. You WILL find misspelled words and other material for her dialog. Also I would like to point out that Pinkie's dialect/dialog is proper as well. I am fully aware of the proper way to write the sentence's that she speaks in this chapter. I wrote her dialog as if she wasn't properly educated in english grammar. Replacing ME for I and some other stuff. I mean come on, she is THE party pony afterall. Ignorance is bliss afterall. And she is the most blissful pony alive. So please don't give me crap about this chapter. Also This will be a two part chapter. The fun begins in the following chapter. Oh and if you guys like reading my stuff, help by giving me a thumbs up. I appreciate it.

__________________________________________________________________________________

Hearthswarming Eve, Although it had not gone as planned turned out alright. Despite a near death experience the two ponies involved pulled through alright and proceeded to have a wonderful evening with their friends.

Pinkie and Twilight had gotten together the following evening to plan a new years celebration since it was only a few days away. They sat in the Library talking things over, snow still falling on the ground outside, adding to the already tremendous amount that lay there. The two sat near a magic fireplace inside the library. It had been specially enchanted to produce heat that would not warm anything other than a living creature and surrounding area so that nothing would catch fire.

"So Twilight, what do you think of my plans for the new years prank on Midnight?" Pinkie beamed.

"Sounds a little risque to me Pinkie. As much as I'd love to see Midnights face during the whole thing I seriously doubt I could join in on the fun. I'm just not cut out for.............well................ you know." Twilight blushed heavily twiddling her hooves as she spoke.

"Oooooooh! But it will be so much fun! Just think of how fun it would be to surprise Midnight. Better yet, think of his reaction! OMYGOSH!!! It is going to be so funny." Pinkie fell over laughing as she thought of what Midnights reaction would be as they surprised him.

"I don't know Pinkie, what about Rarity? What would she................" Twilight was cut off as Pinkie bolted upright speaking.

"It was her and AJ's idea you silly filly." Pinkie smiled.

Twilight's eyes went wide at the thought of Rarity thinking up such an elaborate plan to surprise Midnight.

"Seriously? I mean...... I know that those two are engaged and all but to be so open in a relationship its just like one of those books I read that Midnight had given me. What was the word again? Polygamy? Even though its still practiced here in Equestria I seriously doubt Rarity would allow such a thing to happen in her and Midnight's relationship. I mean mmmmMmMMPH!" Twilight was silenced as Pinkie shoved a hoof into her mouth giving her a slightly annoyed look.

"You're over thinking again Twilight. Just be happy that we get to pull such an awesome prank on him! I can't wait to see his face." She giggled loudly giving a snort or two during the process.

Twilight removed the foreign hoof from her mouth as she began to speak again. "Alright Pinkie, I'll play along, but I don't want things to get out of hoof. I mean, what if Midnight thinks we are serious and tries to follow through? It could seriously be disastmmmmmmmmmMMMPH!" She was cut off again by Pinkie who gave her a smirk. Twilight lowered her ear giving a snort as Pinkie removed the hoof from her mouth once again.

"Good girl. I'll go set everything up since Rarity is working on the outfits. She was lucky enough to get some magazines from AJ the other day that she found in his old house. I wonder if he even remembered that they were still in his home?" Pinkie pondered for a moment looking as if she was really thinking hard then stopped, a smile replacing the thoughtful look on her face as she bounced toward the door of the library.

"I'll bring over the outfit tomorrow night so you can try it on." Pinkie smiled as she exited the library, leaving a crimson faced Twilight behind to ponder of what would occur a few nights from now.

XXX

(Rewind back to earlier that day.)

AJ continued cleaning the snow from the roof of the house Midnight had given the apple family. She had recently purchased an enchanted salve that could easily be applied to a roof that would make any and all snow and rain roll off of it and not build up like it currently was doing. But in order to properly apply it, the roof had to already be clean of the weather related material in question. She had Midnight enchant her hooves again so that she wouldn't slip and continued to removed the snow from the roof. After roughly three hours of work she had cleared the roof and applied the salve.

Afterwards she made her way inside to have a look around. All of Midnights earthly possessions had been left in the house when he handed over the keys to AJ. All he had asked is that if anything was in the way, that it be placed in storage in the attic. AJ being the element of honesty obliged the request as she began packing up a few things from here and there. Pictures were placed gently into several boxes as was some of the decor that she found to be rather odd since it served no other purpose than to decorate. Decorations were fine but the ones laying around the house were not within her taste.

She began in the living room as it was the first room you would walk into if you came in the front door. Any guest could see the area and the objects within it. Having strange decor would cause a pony to think indifferently about the Apple families new home, so the decor had to go. The furniture on the other hoof was extremely comfortable and not worn in the slightest. Although the large couch in the living room wasn't her first color choice (beige) It unfolded into a bed for extra guests to sleep over in case they needed a place to crash or Applebloom decided to have one of her sleep-overs with her to filly friends.

After taking inventory and moving what items AJ deemed necessary to move into storage from the living room, she moved onto the study. She took one look at the book-less room and gave a sigh. It had a few items she would think to move but the room wouldn't be occupied by any guest. This room would be the perfect place to do the Apple Taxes when the time came. So she left the room alone moving onto the garage. It lay empty now as Midnights car had been moved to a museum in Manehattan. All that was left in there was a few cardboard boxes with different items and a large workbench covered in tools to work on the car and property.

AJ trotted over to the boxes going through them one by one. As she went through the first one she noticed mostly garbage and random empty food containers from TV dinners that had been previously consumed. Midnight as a human never really did like to cook so he took the easy route by nuking his precooked food. She closed the lid of the box sliding it next to the door. The next box was a surprise as it contained many different magazines. Human males and females adorned the cover and inside of most of them, even a few children.

"I bet Rar would love these things." AJ chuckled to herself looking through the pile. However as she dug a little deeper she noticed a few other magazines only relating to human females, a lot of them in lingerie. Others more risque. AJ gave a deep blush looking through a couple of the magazines before an evil grin spread across her face.

"Hooooo doggy, Night yer about to get some payback for them bunny ears ya gave us." She snickered closing the box up and hefting it onto her back.

After hauling the box into town she stopped at Rarity's boutique, setting the box next to the door she went inside, the bell ringing above the door as she entered.

"Cooooooomiiiiing." Rarity sang as she pranced into the parlor of the boutique. "AJ darling! Have you finally decided on getting a beautiful dress to show off to a special somepony?" She giggle causing AJ to blush.

"Not exactly Rar, I was wondering if Night was'round." She replied giving a sinister grin.

Rarity felt a chill run up her spine as she watched AJ smile.

"I'm sorry but her is out at the moment. Was there something you needed from him?" She asked, concern in her voice.

"Nope, I was hoping her was out so I could bring in something for ya ta help me on." She snickered as she opened the front door and dragging in the box of magazines.

"What's in the box? Rarity asked as she trotted over.

"Well, this is for you, I found it inside Nights old house. I was thinking we could pull a prank of him because of them ears he gave us when we were in the hospital the other night." She smiled.

Rarity cringed remembering the incident, she had literally killed one of her friends by accident only for Midnight to jump in and save her at the last moment in turn almost ending his life.

"I remember it darling. Although I wish I could forget the whole thing." She said looking away from AJ to the floor as her eyes began to tear up.

"Hey now, none'o'that. Ah alive and still kicking sugarcube. No need for the waterworks. Sides, it was an accident. Nopony blames ya." AJ smile pulling her ivory friend into a hug.

Rarity gave a soft smile as she sniffed slightly. "Alright then. I shall not dwell on it. So what of this prank you would like to pull on my dear stallion?" She smiled.

"Well, ah figure we could do this." She grinned pulling out a few magazines from the box. Rarity's eyes lit up seeing the fashion but her face nearly exploded when AJ showed her the other pictures of what she was planning. She looked up to AJ then back to the magazine several times as AJ told her the plan she had in mind.

"Are you sure darling? Your willing to participate in this?" Rarity giggled thinking that the earth pony would never do such a thing.

"Ah figure we would give him a run for'is money then get a big laugh out of it at his expense." She chuckled.

"Well count me in darling, I would love nothing more than to prank my soon to be husband. I do say though that this is a plan I didn't think you would come up with." Rarity smirked causing AJ to blush.

"Hey now, just cause ah don't act all girly and wear frilly outfits don't mean I haven't had a roll in the hay before. Ah have had a couple stallionfriends in the past. Ah jus'never talk about it is all." She laughed nervously pulling her new stetson from her head and waving it like a fan on herself.

"So who all do you want to join in on this prank?" Rarity grinned.

"Well ah know Pinkie loves to pull pranks, so ah'll ask her. Ah'll ask her to ask Twi if she'd like to join in as well. She is a might sore about those bunny ears. Ah don't think ah'll ever forget that shade of pink she turned midnight in the hospital."

Both of them laughed loudly thinking back to when Midnight had been cornered. Twilight was laughing as she cast the color changing spell on him then a buffer spell to prevent him from removing the spell for an entire day.

"Oh my, yes he was still unhappy having to do errands today as a pink Alicorn. I do say though if his mane was like normal ponies then he could have made an excellent male counterpart to Princess Cadence." Rarity giggled.

"Heh, alright, ah'll get to Pinkie's and see what she thinks, then ah'll have her go ask Twi. Ah know Fluttershy would be way to timid teh do something like this so she is out of the question. RD hates wearing clothing but she is up for a prank. But I wonder if she'll partake in it? Ah'll find her an ask. All ya gotta do is make the outfits, an make sure Night don't find out. We can do the prank on Pinkie's New Years bash."

"Alright then. Once you know who will partake in this little prank please let me know. In the mean time I will make one of these outfits for each of us." Rarity chirped happily as she turned to head into the back room to gather the supplies needed. AJ grinned as she too headed out of the boutique toward Pinkie's.

XXX

AJ arrived at Sugar Cube Corner making her way inside to find only a few customers inside. She took a seat in one of the booths waiting for them to be served before getting Pinkie's attention. After about Twenty minutes and several other customers walking in, the store was now empty. AJ strolled up to the counter getting Mr. Cakes attention.

"Well good afternoon Applejack. What brings you by? Looking to sample one of our newest creations?" He smiled.

"Not tehday Mr. Cake. Ah need teh talk teh Pinkie." AJ smiled.

"HI!" Pinkie shouted from behind AJ as she hung from the ceiling with a huge grin plastered across her face.

AJ whirled around startled by the pink ball of energy, her brow cocking as she looked at the pink pony hanging from the ceiling. She shook her head giving a giggle. "Pinkie, yer way to random for yer own good."

"I know, So what's up? Did you come down to talk to me about a prank?" She giggled seeing the look of confusion across AJ's face. Mr. Cake sighed shaking his head as he went into the kitchen. Knowing Pinkie and the pranks she pulls. He wanted no part in what was about to unfold.

"How in tarnation didja know ah was guna ask ya about a prank?" AJ asked in confusion.

"My back was itching, so it's my lucky day! And knowing my lucky days it's usually Dashie that asks me to help pull a prank on somepony." She smiled. "But since you came by asking for me I assumed you would be asking." She giggled falling to the floor then began bouncing happily around the room.

"Well, yer right on the money there sugarcube, Now lets get teh someplace where we can talk about it. Ah don't want nopony knowing'bout this prank, cept a few friends." She nodded to the stairs. Pinkie leading the way up to her room so they could talk.

After an explination of the events to unfold in pranking Midnight, Pinkie was all for it. Although the prank was out of her normal routine of pranks, it would still shock the Alicorn to no ends.

"I'll go ask Twilight to see is she wants to help out. Knowing her though she will probably sit out. Dash might help though. But then again I think she would have just as much super duper fun just sitting to the side watching." Pinkie smiled as the two left her room heading out of the store. AJ headed back to Rarity's while Pinkie bounced her way toward the library.

XXX

Pinkie arrived at the library in little time, making her way inside she immediately found the purple unicorn at her desk reading through several books at once. It was later in the evening at this point so she knew Twilight was in the process of finishing up her studies for the day. Sneaking over around around Twilight she gazed over her shoulder looking at the book she was so engulfed in.

"OOOOOooooooo, That book looks really hard." Pinkie spoke softly startling Twilight.

"AAAAHHH! PINKIE!" She yelled causing the poink earth pony to fall over laughing.

"Sorry Twilight, but you looked so engrosed in your book that I had to make a comment." She giggled pulling herself upright, a wide grin across her face.

Twilight gave a sigh as she place a bookmark into her book then closing it onto her desk. She turned to Pinkie giving her a smile. "So what brings you by Pinkie. I haven;t gotten any new recipe books lately." She spoke as the Pink pony rocked back and forth on her rump still smiling.

"Oh! No I wasn't looking for a new cookbook, I came by to let you know that Rarity, AJ, and me are planning a prank on Midnight. We thought you might like to join in since he gave us all bunny ears the other day." She smiled spinning on her rump a couple times.

Twilight gave her a questionable look, a small smirk spread across her face. "What kind of prank are we talking about?"

After a few minutes explaining to Twilight what was going to happen, Twilight was almost ready to explode from how red her face had turned.

"So Twilight, what do you think of my plans for the new years prank on Midnight?" Pinkie beamed.

"Sounds a little risque to me Pinkie. As much as I'd love to see Midnights face during the whole thing I seriously doubt I could join in on the fun. I'm just not cut out for.............well................ you know." Twilight blushed heavily twiddling her hooves as she spoke.

"Oooooooh! But it will be so much fun! Just think of how fun it would be to surprise Midnight. Better yet, think of his reaction! OMYGOSH!!! It is going to be so funny." Pinkie fell over laughing as she thought of what Midnights reaction would be as they surprised him.

"I don't know PInkie, what about Rarity? What would she................" Twilight was cut off as Pinkie bolted upright speaking.

"It was her idea you silly filly." Pinkie smiled.

Twilight's eyes went wide at the thought of Rarity thinking up such an elaborate plan to surprise Midnight.

"Seriously? I mean...... I know that those two are engaged and all but to be so open in a relationship its just like one of those books I read that Midnight had given me. What was the word again? Polygamy? Even though its still practiced here in Equestria I seriously doubt Rarity would allow such a thing to happen in her and Midnight's relationship. I mean mmmmMmMMPH!" Twilight was silenced as Pinkie shoved a hoof into her mouth giving her a slightly annoyed look.

"You're over thinking again Twilight. Just be happy that we get to pull such an awesome prank on him! I can't wait to see his face." She giggled loudly giving a snort or two during the process.

Twilight removed the foreign hoof from her mouth as she began to speak again. "Alright Pinkie, I'll play along, but I don't want things to get out of hoof. I mean, what if Midnight thinks we are serious and tries to follow through? It could seriously be disastmmmmmmmmmMMMPH!" She was cut off again by Pinkie who gave her a smirk. Twilight lowered her ear giving a snort as Pinkie removed the hoof from her mouth once again.

"Good girl. I'll go set everything up since Rarity is working on the outfits. She was lucky enough to get some magazines from AJ the other day that she found in his old house. I wonder if he even remembered that they were still in his home?" Pinkie pondered for a moment looking as if she was really thinking hard then stopped, a smile replacing the thoughtful look on her face as she bounced toward the door of the library.

"I'll bring over the outfit tomorrow night so you can try it on." Pinkie smiled as she exited the library, leaving a crimson faced Twilight behind to ponder of what would occur a few nights from now.

XXX

As Pinkie left Twilight's, she made her way around town to locate her fellow prankster, Rainbow Dash. Although it was late, the sun had not fully set. But the cold air, along with the snow was making it harder for the Pinkie pony to stay warm and continue her search.

The sun was about to fully fall beneath the horizon when Pinkie finally found the sky blue Pegasus. She was walking her number one fan home, down the cleared path from the park. They all met in front of Scootaloo's home.

"Hey Pinkie, What's up?" Dash smiled seeing her fellow prankster pony.

"Not much, I've got a great prank planned and I'll need your help." She smiled.

"Hey squirt, I'll seeya later alright? Keep up those wing exercises I showed you and we'll have you doing stunts in ten seconds flat." Dash smiled giving Scootaloo a noogie.

"I will Rainbow Dash. I'll seeya tomorrow." Scootaloo beamed heading into her home.

Dash began to walk with Pink back toward Sugar Cube Corner as they spoke.

"So what's the prank, and who is the victim?" Dash grinned causing Pinkie to giggle as she began, but stopped seeing other ponies walking around. She leaned in whispering the prank into Dash's ear.

*POMF*

Dash's wings stood upright, a bright blush fell across her face as she froze in position. Pinkie fell over seeing her reaction until Dash began, catching her attention again.

"Seriously?! Holy crab apples! I dunno Pinkie. Even if Rarity came up with that I dunno if I could see myself doing that. Yea it's just for fun but..........." She stopped thinking things over.

"Who else is dressing up?" She finished cocking her head to the side.

"Well Rarity came up with the idea, she is making the outfits and will be the first one to start the prank. AJ Twilight and me are going to dress up also. Fluttershy is waaaaay to shy to even be asked, plus her and Big Macintosh are an item now so I don't think he would be to happy about her joining in on the fun. All that's left is you if you'd like to join." She smiled

Dash gave a determined grin as she puffed out her chest proudly. "Count me in. Midnight needs a little more payback than just being turned pink." She stopped thinking of Midnight being pink. She snorted trying to hold in a giggle, Pinkie holding a hoof over her mouth also trying to contain herself. They looked to each other seeing how each one of them were about to burst and just fell over laughing.

After a few minutes laughing and tears shed. The two friends made their way home. Tomorrow would be an interesting day to continue the plan.

46. Rarity's Revenge (Part 2)

The following day was like any other. Rarity had managed to send Midnight out to gather some hard to get gem stones for a client's dress that was in the works. Although she felt bad about fibbing to her love, it would be well worth it in the end once the outfits had been finished for those who would be participating in the prank.

Rarity had finished all of the outfit's and had made her way toward Twilight's, Along the way she had come across AJ sitting at her booth in town. Letting her know that everything was set. AJ nodded telling her she would come by the boutique later to try on the outfit as well as tell anypony else that was in on the prank that everything was ready.

As she made it to Twilight's, she noticed that Pinkie was already inside waiting.

"See, I told you." Pinkie said to Twilight who just face hoofed and pushing a couple bits into her hoof.

"When will I learn about your Pinkie sense?" She groaned.

Pinkie smiled, "Hey, as long as I can keep winning these bets, I don't mind if you ever learn." She giggled.

"Well, assuming you two are talking about me having everything ready. You are correct." Rarity smiled as she trotted over to the others.

"Is Spike...." Rarity nodded to the door.

"Yes he's out running some errand's for me. He will be a little while so we're safe." Twilight blushed watching Rarity pull the outfits from her saddle bag.

Pinkie picked up hers looking at it with wide eyes. "OOOOOOOOoooooooooo."

Twilight floated her outfit over checking it out as well. Her blush only increased seeing how lacy it is. She tossed it back to Rarity giving a sigh. "Alright, I'll see you guys at the boutique for the party."

"But Twilight, you have to try it on to make sure it doesn't need any altering, same for you Pinkie." She smirked causing Twilight to blush again.

"Do I have to?" She groaned, looking to Pinkie as she was fussing with her outfit as she was attempting to put it on but had no clue.

"Yes, and Pinkie dear, please be careful. Let me show you the proper way to put it on." Rarity cautioned as she began showing the others how to put it on.

After a minute The ivory pony was decked out in the most seductive looking lingerie she had ever made. Twilight was about to explode from seeing Rarity in her outfit. She gave an audible gulp as she shakily began to put hers on. She manage to look at Pinkie for a second to see if she had hers on, and sure enough she was bouncing around the room wearing lingerie.

A couple minutes passed as Twilight finished putting on hers, moving over to the mirror in her room to see how she looked.

The others came over looking at themselves as well.

Rarity's lingerie was a deep black with some purple lace perfectly matching her mane and tail. A pair of knee high stockings on her rear legs strapped to a waist garment that fit snugly around her midsection. A pair of Black semi-transparent panties covering her rear. Moving further up her frame was a see through nighty and a bridle around her head and muzzle.

Pinkie's was identical except for the colors. Her lingerie was yellow with pink lace. An odd color but she pulled it off perfectly.

Twilight was fidgeting with her outfit, uncomfortable wearing them, even in front of her friends. Her's was white with a light purple lace matching her coat perfectly.

They all stood in front of the mirror looking at themselves for a moment.

"My goodness, we look simply seductive in these." Rarity cooed.

"Yea! We look so sexy it hurts!" Pinkie bounced around smiling.

"No Pinkie, you need to be seductive, When we pull this prank on Midnight we all need to act as if we actually want him." Rarity corrected.

Pinkie's smile turned into a seductive grin, her eyes taking on the bedroom look as she moved over to the now shocked Rarity, Pulling her into an embrace tilting her backwards and holding her taught she looked into her eyes as she spoke softly to Rarity.

"Oh Rarity, I've never been able to tell you until now, but.......... I love you, I want to be with you, forever and always. Take my body, do with it as you please, but......be gentle." She spoke in a sexy voice moving in to give Rarity a kiss but stopped just inches away. Her eyes shooting open as a huge smile spread across her face. "Like that?" She giggled.

Rarity lay in Pinkies arms in total shock, Her face burning a crimson red as she looked at Pinkie.

"P-perfect darling." She squeaked.

"YEAH!" Pinkie shouted, throwing her hooves into the air and letting Rarity drop, hitting the floor with an audible thud.

Rarity rubbed her head as she sat up looking to Twilight. "You will need to practice as well. Just remember to be seductive." She smiled finding her legs as she began to remove her outfit. Pinkie doing the same. Twilight looked unsure of herself as she sat there, but began removing the outfit as well as she thought about how to approach this without messing up the prank.

After disrobing, the three heard the door to the library open downstairs. Spike had returned from his errands a little earlier than expected.

"Hey Twi. It wasn't to busy at Quill's and Sofa's so I got back pretty quick." He shouted as he placed the bag of items onto her desk in the back room.

As he had gone into the back room though with the bag, Rarity and Pinkie slipped out the front.

"Remember, be at the boutique around eight. I will have all of the clothing ready in my back room. Each box will be labeled by color for each of you. I'll fill in the others when they arrive at the boutique." Rarity whispered to them as she and Pinkie left the library.

'Oh Celestia, what have I gotten myself into?' Twilight thought to herself as she went to her desk to start reading again.

XXX

Rarity had arrived back at her boutique seeing AJ sitting out front munching on an apple.

"Are we ready Applejack?" Rarity smiled.

AJ gave a sigh blushing lightly. "Ah'm having second thoughts on this whole thang. I know it'll be a hoot, but ah'm still not sure what will happen as the result." She said rubbing the back of her head distraught

"Don't worry, Applejack, I am sure that everything will go smoothly, And should Midnight get himself worked up over the whole thing, I shall have my fun with him in everyponies place." She giggled going through the front door leaving a shocked in awe orange earth pony in her wake.

AJ snapped herself to attention quickly following Rarity.

"Are you serious? I know after seeing five of us all in the same room wearing that girly stuff is guna flip his wig sugarcube. Can ya really handle all that onryness in one go?" AJ inquired.

"Oh darling, If you knew Midnight as well as I do, you would know that simply once is never enough." She grinned evilly causing AJ's mouth to hit the floor.

AJ chuckled at the comment after regaining her wits. "Dang girl, sounds teh me like you're more pent up than that Alicorn of yours."

Rarity turned bright red at the comment looking back to AJ. "Well, one would want to have as much fun with the only male Alicorn in existence would they not?"

AJ chuckled again. "Yea, ah wouldn't mind having a roll in the hay with that feller mahself." She grinned causing Rarity to spin around facing her in shock.

AJ just smiled as she passed Rarity into the back room.

"You're serious aren't you?!" Rarity squeaked.

"Well sure ah am. He saved mah sis's life, gave the Apple family a new house, then saved my life." Rarity flinched at that part of the comment. "That feller is more chivalrous than ya give him credit for. Heck, if ya hadn't fell for him ah sure would have." She smirked causing the ivory pony to sputter.

"Well, at least I know where you stand on your feelings for him. I must say though, If you wanted to have a 'roll in the hay' with him, you're more than welcome to." She smiled causing AJ's mouth to drop again.

"W-whut!? Are ya serious?! You got that kinda relationship with him?" She spat.

"He and I have an open relationship yes, but we do have terms that must be followed. As long as the one he is with is not in heat, or is out to keep him for themselves then he is free to rut whomever he wants. The princess does not count at this point as she is already carrying his foal." Rarity spoke as she pulled AJ's lingerie from a dresser drawer.

"Well, ah can guarantee ah ain't guna get knocked up anytime soon. Mah heat done passed a couple months back. The apples have a tendency to have their young during the summer. Thats when mah brother, sis, and I were born. How about you and Sweetiebelle?"

"Well Sweetie was born in late spring, I was born in early fall. Rather far apart I know but mother was getting rather pushy with father about having a second foal so Sweetie came along a month early. The poor dear had such an awful time at first but she has grown up rather strong." Rarity smiled as she helped AJ into her lingerie.

AJ stepped in front of the mirror looking at herself. She removed the clasp holding her tail and mane in place letting the hair fall normally. She posed a couple times in front of the mirror with and without her hat. Her color scheme was a bright green with red lace. The orange would have clashed badly with her coat and tail. But this scheme fit perfectly with her cutiemark.

AJ smiled, satisfied with the outfit, removing it with a little help from Rarity it was placed into a small orange box and locked into a large empty trunk with the others.

"Poor Night is guna flip after we get through with him." AJ and Rarity giggled excitedly.

"Now all I have to do is find Rainbow Dash to get her to try hers on and we will be set." Rarity groaned thinking of the blue blur, wondering were she might be.

XXX

Dash had been making several rounds around Ponyville. It was to cold to fly, the snow was coming down at a brisk pace making visibility difficult. It wasn't a full on blizzard, but very close. The sun was close to the horizon behind vast amounts of clouds. The sky, although grey and speckled with dots of snow, still held the fading light well. It was around six in the afternoon but looked more like nine due to the weather. Dash had been in her cloud home during the day, fixing it up to keep out the cold weather. Being made of enchanted clouds made all the more insulated. The only difference in having no glass in the windows but enchanted to keep the cool air out. There was a lot more to having a cloud home than one might think. It involved a lot of magic and enchantments.

However, Dash had made her way into town to grab a few magical items to help keep her home insulated and even went as far as to gather an enchanted fireplace made specifically for cloud homes. Upon leaving the store 'Colt Lumber' she had gather the items from, she proceeded to trot back toward her home then lift the items up to her cloud home a few at a time. Altogether they were to heavy to fly the entire distance.

As she made her way toward her home, she ran into Pinkie who was happily trotting back toward Sugar Cube Corner.

"Hey Pinkie." She smiled trotting up beside her as she kept her pace toward Sugar Cube Corner.

"OH! Hey Dashie. Rarity was looking for you. She said to come by the boutique for a surprise." Pinkie giggled causing Dash to raise a brow.

"What kind of surprise?" She asked questionably.

"She has your outfit ready for the prank." she smiled widely.

"Alright! I can't wait to see Midnight's face when he shows up at the party. Are all of the supplies ready to go for the party?" Dash asked giving a determined smile.

"Yep, they are ready to go. All we have to do is occupy Midnight while we set it all up at Rarity's."

"I'm sure we can get him to do an errand or something before the party. You know how whipped he is with Rarity." Dash laughed.

"I didn't know he was whipped cream?" Pinkie stopped for a moment, having a thoughtful expression on her face.

"No Pinkie, It means he will do anything she wants him to do." Dash facehoofed.

"Oh, ok then. It would be really strange if he was made of whipped cream though, OH! But he would be so yummy!?" Pinkie bounce happily thinking of a whipped cream Alicorn.

"Heh, well he is definatly filled with cream." Dash giggled.

"OH! REALLY!?" Pinkie's eyes bugged out, a huge smile spread across her face.

"Uh, Pinkie, you do know what I'm talking about right?"

Dash felt her face flush slightly as they continued walking.

"Pinkie, I have to ask. Have you ever been with a stallion before?" Dash asked feeling her face flush a little more.

"Sure Dashie, I hang out with stallions all the time." She smiled, still oblivious to what Dash was referring to.

"Ugh, No Pinkie, I mean have you been with a stallion intimately before?"

Pinkie stopped for a moment thinking about the question.

"No Dashie, I've always been to busy planning parties and hanging out wit you guys to do anything like that before."

Dash was taken aback for a moment. "So you've never rutted before?"

"Nope, why do you ask?" she smiled

"Well you do know that we are playing that prank on Midnight to get him all riled up right? And the prank consists of making him want to rut us all right?"

Pinkie smiled widely. "Of course you silly filly. But its all just a joke right? We weren't actually planning to rut him." Pinkie looked at her in question.

"Well I don't know about the rest of the girls, but I've been wanting to have a little fun with him again." Dash giggled.

Pinkie let out a loud gasp. "OHMYGOSH! So you've rutted with him before?!" she asked, her eyes wide waiting for the answer.

"Eh, yeah, we've rutted once before. But its all cool cause Rarity has an open relationship with him. She doesn't mind him having a little fun every now and then. So if you wanted to, you could have some fun with him as well. But being a virgin and all, I think you might want to wait for the right stallion to experience that with." She said rubbing the back of her head nervously.

"It's ok Dash. Rutting really isn't something I'm interested in. But if I feel the need I can always ask Midnight." She giggled causing Dash's jaw to drop.

"Wow Pinkie. I never expected you to say something like that." Dash stated as she caught back up to Pinkie as they neared Sugar Cube corner.

"Why not? He is a friend afterall. Being able to have fun together is what friends do." She smiled bouncing up the door.

"Well. rutting isn't something you do with just anypony Pinkie. You can if you want, but its better to have feelings for them as well. I mean, I like Midnight a lot. And having a rutting session with him is like a never ending fireworks show in your mind. But I couldn't see myself rutting with him, just to rut when I get a little antsy." Dash smirked.

"Well Dashie. I'm sure it'll be alright either way. Let's just concentrate on the prank, then maybe after we can have some other fun with him." Pinkie giggled.

"Alright Pinkie, I'll head over to Rarity's. I can't wait to see what she came up with for my outfit." Dash grinned as she took off toward Rarity's.

XXX

Dash arrived at Rarity's in less than a minute, landing outside the boutique and making her way in. Opening the door she quickly trotted in. Rarity was at her workstation working on a dress for a client, turning her attention to the ringing door she smiled seeing Rainbow Dash coming in.

"Oh thank heavens you made it Rainbow, The others have already tried theirs on and I am absolutely dieing to see you in yours." Rarity swooned happily.

"Alright, lets do this." Dash smiled as they headed into the back room. Rarity quickly pulled out the lingerie made for dash and helping her into it.

Dash smiled as she trotted in front of the mirror to gaze at herself in the seductive clothing. The main part of it was a gold color, the frill a cascade of rainbow colors to match her mane and tail. A see through nighty with strategically place holes for her wings. It fit snugly but not tight. Rarity looked her over to make sure everything was right. After a few minutes and some posing later, they were both satisfied with the end result. Dash quickly removing the outfit and returning it to Rarity.

"Wow Rar. You really outdid yourself on this one. If I was into all that frilly stuff I'd love to wear that to tease Midnight later." She giggled.

"We will all get our chance at the party darling. Remember to be here early so we can set it all up. I'll let Midnight know that we are having a party, but leave out the prank details of course." She smiled.

"Alright then. I'll see you at the party." Dash smiled trotting outside and taking off into the air.

XXX

*AAAAACHOO!* *sniffle* "Dang, I've been sneezing like this for the past two days. I hope I'm not coming down with a cold." Midnight spoke as he made his way back toward the boutique.

As he arrived making his way in he could hear Rarity at her workstation sewing away at yet another dress.

*Sigh* "That poor girl never takes a break when she needs one." He sighed to himself.

"Hey doll, you sound busy. Anything I can help with?" He spoke as he came up to her giving her a nuzzle.

"Oh darling, you don't need to help. But I do have something to tell you." She beamed.

"Oh?" He smiled back.

"Well as you know, new years will be in a couple days. The girls and I have planed a small party just for a few of us here at the boutique. Pinkie will be here to set everything up tomorrow. We will need some food and drinks as well, So I need you to go the out and gather some of them just before the party starts. Do you mind doing that for us?"

"Sounds good to me. Who all is coming?" He asked cocking a brow.

"Well, I am of course, Pinkie, Twilight, Rainbow, and AJ as well. Fluttershy will be busy, She and Big Macintosh have plans for New years." She smiled.

"I'm so glad that they got together, even if I had to kick them both into play to get it started. Shy is such a sweetheart, and I know Big Mac will treat her right." Midnight smiled as hs sat down on his haunches.

"They do make a cute couple. You are quite the matchmaker my dear." Rarity smiled leaning over and giving him a sweet kiss on the cheek.

"Nah, I just helped to set things in motion is all. I have done that several times before with some friends from back home."

"Really? That reminds me, I have never really asked about your previous life before your coming to Equestria, Please do tell me all about it." She smiled, pulling the dress from the sewing machine and clipping the thread.

"What would you like to know?"

"Everything darling. Do tell me everything." she beamed happily as she put up the dress and trotted into the kitchen to make some tea, Midnight close behind her.

XXX

After several hours of talking and filling Rarity in on his previous like. She seemed shocked at a lot of it. while many other parts made her cry from being happy or sad. Midnight inquired about her past as well finding out a lot of information about her, her family, and of course how she got her cutiemark. She proceeded to tell him about how she met her friends and how they defeated Nightmare Moon, Discord, and Queen Chrysalis. She filled him in about how Twilight's brother, Shining Armor married Princess Cadence as well, inadvertently making Twilight Royalty as well.

"Heh, I'll have to pick on Twilight the next time I see her. I didn't know she had a brother. Seems kinda strange though. She doesn't seem the type to really care about much other than studying. I wonder if she has ever even had a boyfriend before." He smirked pulling a hoof up to his chin, rubbing it in thought.

"My dear, As far as I know, Twilight has never even been on a date before. The poor thing stays cooped up in that library with Spike twenty four seven, just studying. OH! Why don't you take her out, I'm sure she would absolutely love it." Rarity smiled widely.

"OK? And you won't get jealous like you did before will you?" He cringed a little remembering back to when Rarity began to throw stuff at him in a jealous fit of rage.

"No darling, Twilight is a dear friend. She also does not fall under our rules so if she wants to have a little fun with you, she can." Rarity smiled flicking her tail at the Alicorn playfully.

Midnight let out a hardy laugh. "Sweetheart, I honestly don't know whether to be worried or to be turned on by your decision to keep our relationship open. It is by far the strangest thing I have ever come across."

"Oh but you knooooooow you just love it." Rarity grinned trotting up to him and giving him a loving kiss.

"I was skeptical at first, even more so when you got mad at me. But now that we've set up some rules, I couldn't be any happier." He smiled giving her ear a playful nibble.

"Well I'm happy that you're happy darling. Just remember our rules and everything will be fine." She smirked.

"Heh, no need to worry about that." He smiled as they set down to drink some hot tea. Watching the snow fall outside the window.

47. Rarity's Revenge (Part 3)

A couple days had past since the girls had tried on their outfits, and it was now the final day of the year. Pinkie of course was already at Rarity's prepping the entire boutique for the party. Twilight had assisted by making a checklist of the needed supplies which was given to Midnight so that he could get them all and bring them back. Rainbow was out clearing the sky to make it partly cloudy with no snow forecast for that day and night. AJ was at home making some fresh hard cider for the party, and some of her grannys Mareshine. It was so potent that it could peel paint from the wall and ten yards. Rarity was working on a final dress for another client in her room away from the party decorating. Pinkie had a tendency to cause havoc when decorating for a party. Especially if it involved somepony trying to work during the setup.

Midnight set out to find the supplies, It had taken him several hours and several trips to many different stores in order to locate all of the supplies needed for the party. It was getting late in the evening now as the sun was still high above the horizon. It would be another four hours before the sun set completely and the party could begin. As he was making his way back to the boutique, he ran into the Cutie Mark Crusaders.

"What are you three doing out in this weather?" He chuckled seeing the tiny fillies attempting to plow through the snow.

"We wanted to come out to play but didn't think that the snow would be this bad." Scootaloo announced poking her head up just enough to see over the edge of the snow.

"Yea, This years snowfall is radiculus." Applebloom said shaking off some snow that had fallen from the sides of the makeshift path she was attempting to create.

"You girls doing anything tonight?" He asked as they all looked up to him.

"Yea! We're going to stay up late and have a slumber party at Applebloom's. We're going to watch the ball drop on her new TV." Sweetiebelle smiled.

"CUTIEMARK CRUSADERS NEWYEARS EVE SLEEPOVER AT APPLEBLOOMS! YAY!" They all shouted causing Midnight to lay his ears back from the sheer volume.

"Alright girls, you three have fun. Be careful today." He smiled as he waded through the snow back toward the boutique.

XXX

As he made it back, shaking off the snow from his hooves as he entered. He trotted quietly into the kitchen placing all of the items from Twilight's checklist on the counter, quickly organizing them and setting everything except the drinks up. He walked back into the parlor seeing Pinkie still placing streamers all over the place.

"Need some help Pinkie?" he smiled trotting up to her.

"Sure, let's move the ladder over there." Pinkie smiled as she began to climb down the ladder.

"I've got a better idea." He smiled as his horn glowed engulfing Pinkie in a magical aura, she gasped for a second floating off the ladder then began to fly around the boutique, placing the streamers from spot to spot as she flew.

"Weeeeeeeeeeee! Now this is a fun way to put up streamers!" She giggled as she floated to each spot. After a couple minutes though the streamers had all been placed, decorations of all kinds adorning the room. Midnight sat her down smiling as she hopped around.

"Hey there big guy, Care teh help me out?" Aj spoke from the door as she dragged a barrel into the room.

"Sure thing." Midnight smiled lifting the barrel up with his magic.

"Jus'put it in the kitchen. Ah gots a few more outside." AJ smirked as she trotted back outside.

Midnight place the barrel in the corner of the kitchen out of the way of everypony as he went back outside to help get the rest of the supplies AJ had brought.

As he exited the boutique he smirked seeing several other items adorning a small cart that AJ had pulled from her farm.

"What in the world is all this?" Midnight asked looking at it.

"Well, ah figgered we'd have a little fun tonight, so ah got some'o my grannys Mareshine, an afew other items. That barrel is filled with hard cider that ya just put in there." She smiled as Midnight lifted the remaining items, slowly floating them into the house. Once they arrived in the kitchen he opened one of the quarts of Mareshine taking a whiff.

"This doesn't smell anything like the moonshine I've made before." He stated.

"Take ya a swig, ya might think twice after that." AJ chuckled.

Midnight gave a shrug taking a small swig of the clear contents of the mason jar. He managed to swallow it only to start coughing as he placed the mason jar onto the counter. AJ laughing her tale off behind him.

"Holy crap! That is some potent stuff." he spouted after coughing a few times.

"Yea, and that aint even the hardest stuff mah granny can make." AJ chuckled seeing Midnight's eyes go wide at the thought of something stronger than that.

"Best part is, one shot o'that is like a six pack of hard cider. An if you mix it with regular cider ya cain't tell its even in there until yer so plastered ya cain't walk." AJ chuckled again.

"So you plan on spiking a few drinks tonight I take it?" Midnight grinned causing AJ to blush.

"What makes ya say that?" AJ sputtered nervously.

"Heh, no reason. I think it'd be funny as hell to see a few of the girls get drunk. But not as bad as you were before." He smirked causing her to blush furiously, facehoofing as well.

"Ah did get a bit carried away. Jus'make sure nopony drinks more than a shot'o'this. Ah don't want teh have teh takem to the hospital fer alcohol poisoning." She sighed regretting bringing it to the party now.

"Let's just hide it for now. From what I've seen. most ponies are lightweights when it comes to drinking." He chuckled placing the mason jar in the back of the upper most cabinet in the kitchen.

"True, ah've still yet to meet one that can out drink me though." AJ laughed but stopped when she heard Midnight clear his throat. "Ah, you don't count." She grumbled causing him to laugh as they walked into the parlor of the boutique.

XXX

It was starting to get late and the party had just started. Everyone sat chatting with one another when Rarity winked to Twilight to start the process of the prank.

"I'm going to get something from the kitchen." Twilight smiled as she moved quickly toward the kitchen.

A short time later she came back out holding a tray of nachos and cheese. AJ 'accidentally' putting a hoof out and tripping her, sending the snack flying onto Midnight who gasp as the hot cheese quickly stuck to his wings.

"Oh no! Midnight I am so sorry!" She pouted looking at the shocked Alicorn.

He gave a sigh standing up. "It's no problem. I'll just take a quick shower and be right back, alright ladies?" He smiled getting up using his magic to capture what chips and sauce he could to prevent making a further mess.

As they listened quietly they heard the door close to the bathroom. Rainbow flew quietly up the stairs making sure he was in the shower. She flew back down the stairs smiling.

"Let's make this quick girls." She giggled.

After a few minutes rushing to put on their outfits, and making their way upstairs they stopped for a moment just in front of Rarity's room as they heard the shower turn off in the bathroom. A soft gasp escaped each of them as they looked to each other in panic.

"GO! gogogogogogogogo Get on the bed hurry!" Rarity shout whispered. She managed to close the door just in time to hear the clopping of hooves on the floor. They passed Rarity's door as they all held their breath in anticipation. The exhaled as the hoofsteps descended the stairs.

They all found a comfortable and seductive looking position on the bed as Rarity opened the door silently listening downstairs.

"Girl's? Rarity? Where'd ya'll go?" Midnight shouted looking around.

"Up here darling, please do come up we have a surprise for you." She giggled closing the door before he could answer.

Midnight suddenly felt very nervous at the thought of a 'surprise' waiting for him upstairs. He cautiously climbed the stairs taking his time. Reaching the top he looked around awaiting something to jump out and scare him.

"I know those girls are up to something." He grumbled to himself. He quietly walked up to Rarity's door listening in, he could hear a few giggles and mumbling. "Hmmmmmm. I'll just burst in, It might surprise them into delaying an attack if they have one planned." He smirked as his magic gripped the door handle. He took a deep breath bursting into the room.

"AH HA......................................" He stopped as his eyes went to pinpoints at what he saw. The five mares he was partying with downstairs now all lay on Rarity's bed dressed in full lingerie. He was so shocked he was frozen in his AH HA stance looking at them. They giggled at him, Rainbow Dash and Rarity blowing a seductive kiss at him. Twilight blushing profusely while Pinkie was seductively eating a strawberry, AJ tossing her hat at him as her mane and tail fell loose without the bands.

The girls watched as Midnights fire mane and tail suddenly exploded into a firestorm around him.His eyes glowing white for almost tens seconds before completely stopping. His eyes now rolled back into his head and his fire completely gone. He staggered for a moment before finally hitting the floor with a loud thud.

The girls sat there for a moment before bursting into laughter. Tears falling from their faces as they continued laughing. They lay there rolling on the bed from laughing so hard they didn't notice him coming to his senses.

Midnight pulled himself up shaking his head to clear the fog. Looking at the girls laughing, he knew now that it was a joke.

"Think I'll have some fun of my own. Revenge may be best served cold, b ut I still like mine burning hot." He grinned evilly as he turned invisible and moving to the far side of Rarity's bed just behind their line of sight. He de-cloaked and stood there waiting for the laughter to die down before finally speaking.

As he began speaking their heads snapped to his location, a small gasp escaping them as he spoke.

"My my my, Had I known you all wanted to play all you had to do was ask." He smiled devilishly, manifesting a rose that quickly found its way between his maw, his eyebrows wiggling teasingly. He slowly began to climb onto the bed, his mane and tail began to flare up again.

"Uh....... Rar, was this part'o'the plan?" AJ asked looking nervously at the advancing Alicorn.

"No....... But I'm finding myself compelled to not stop it." She grinned mischievously as she moved forward to Midnight.

"I think this is starting to get out of hoof Rarity." Twilight spoke out nervously.

"And why do you say that?" Midnight smirked toward Twilight. "Were you all not prepared to have your way with me?" He smirked.

"I WAS!" Pinkie shouted tackling him off the bed and onto the floor.

AJ, Twilight, and Dash bolted from the bed screaming. Rarity just giggled looking over the edge of the bed seeing Pinkie kissing Midnight, who was shocked beyond belief.

"MMMMMMMMMMWAH!" Pinkie broke the kiss looking down at the stunned Alicorn.

The thre stopped screaming as Rarity started laughing loudly falling back onto the bed. They walked over to the other side of the bed seeing Pinkie continue her kissing assault on the stunned Alicorn.

They smiled to one another knowing now that Midnight was trying to get back at them by pretending to advance on what they had tried to play on him. They all dog piled him kissing him repeatedly. All the time he laughed loudly.

After a few minutes of the kissing torture they stopped letting him get to his hooves. Still chuckling.

"Alright girls. That was not only dreadfully mean, but probably the BEST prank that has ever been played on me. Who was the mastermind?" He chuckled.

AJ stepped forward grinning like a bandit. Midnight cocked an eyebrow. "I didn't figure you to be a prankster AJ. What brought this on?" He smiled.

"Heh! Figured we go out with a bang for this year, why not do that with a prank." She smirked.

Midnight grinned. "Oh I could help this year go out with multiple 'BANGS'." He laughed causing the ladies to giggle.

"I think I'll head back to the library you guys. I don't think I'd like to go out with a 'bang'" Twilight smiled blushing a bright red beneath her coat.

"I think I'd like to continue the party. It would be so much more fun." Pinkie smiled following Twilight.

Midnight looked to the other three ladies before him. "How about we just pick this up another time ladies. I'm sure we will have plenty of opportunities in the future." he smiled.

The three mare smiled nodding in agreement. All walking downstairs still dressed in lingerie.

Midnight watched as they all left, Rarity staying behind for a moment seeing that Midnight was still laying on the bed.

"Are you coming darling?" she smiled.

Midnight lowered his ear back blushing. "I might need some help with that." he grinned causing Rarity to walk over smiling, her horn glowing as she closed and locked the door. leaving a Do Not Disturb sign on the handle as the door shut.

"Well at least you get to go out with one Bang for this year darling." She giggled climbing onto the bed kissing him.

Yes, this year has definately been something else. We can only pray that the future events to unfold are just as INSPIRING as this one.

48. A new Evil............... (part 1)

"WHAT THE HELL!?" Midnight shouted as a ball of lightning flew past him. He had just barely dodged in time.

"Twilight what the hell was that you cast? *ZAP* SHIT!" He asked then was suddenly hit from the rear by a small lightning bolt. He turned just in time to see the orb hit him square in the face, sending him reeling into a bookcase, severely dazed.

"Oh no!? What do I do?" Twilight shouted as she picked up the book she had just pulled the spell from. She hid behind a large stack of books looking to the page she had just learned the new spell from. Her eyes going wide as she looked at the possible outcome of the spell if cast incorrectly.

*WARNING! Do not cast this spell during cloud cover, rain, late evening, night, fall, or winter. Serious side effects may include, Lightning, ball lightning, severe weather, spontaneous combustion of nearby materials, spoilage of food, headaches, nausea, and vomiting*

"You have got to be bucking kidding me!?" She shouted as a small lightning bolt zipped by the stack of books.

Twilight continued to read as she finally came upon what she was looking for, the counter spell for what she had just cast. After a quick read and double check she zipped from behind the books, her horn ablaze as a beam of magic shot out, hitting the magical orb of lightning. After a couple seconds it finally disappeared into thin air. Twilight gave a sigh of relief until she saw a signed black alicorn laying under a pile of books that had fallen atop him from his collision with the bookcase. She rushed over to see him out cold but breathing.

"Oh thank Celestia." She sighed in relief. She lay down quietly next to his side giving him a gentle nudge.

"Mmmmmmm, Ow that smarts." He groaned wincing in pain. He raised his head looking around, his vision finally falling onto the purple unicorn at his side.

"Well I take it that you found a counter spell?" He smirked pulling himself onto his haunches.

"Yeah, I was so excited to finally find an easy spell in that book you gave me that I failed to read the precautions and warnings. I'm sorry you got hurt." She pouted looking away.

"Hey, no worries. I survived didn't I? Besides, we can always learn from failure, It's not like you meant for it to go crazy." Midnight chuckled as he lifted himself up from the floor looking over some slightly singed feathers and fur.

"I know, but I should have been more careful, What if you were hurt worse?" She sighed as her horn began to glow casting a regeneration spell onto Midnight, fixing his burned feathers and fur.

"Ah, I've been through far worse that a little singed body parts. Even if I was hurt any worse, I'm sure you would have found a way to heal me if I was hurt to bad and wasn't awake to fix things myself.

"I know but still." Twilight began again but was cut off.

"Hey, no more beating yourself up alright? I'm perfectly fine now, and everything is back to normal." He smirked leaning down to just inches from her face looking her in the eyes.

Twilight blushed brightly as Midnight moved in closer to her. She looked away shyly before looking back into his gaze.

"Night, stop that, you know that makes me uncomfortable." She spoke quietly, unsure of what to say.

"Sorry, but sometimes it's the only way I can get you to stop beating yourself up. You are just one pony after all, and to be able to think and learn, one must be able to make mistakes at times in order to learn something new. I know you don't like failing at anything, but it only makes you a better pony in the end." He smiled ruffling her mane playfully.

Twilight gave a giggle looking up to Midnight through her messy mane. "I know, and thank you for helping me out. None of the girls will help me out with spell casting anymore since that last incident." She sighed thinking back to when she tried casting a multiplication spell on a cart of apples only to have them explode into applesauce on everything within a hundred yards.

"I don't think they will trust any of my spells for a while." She sighed looking rather dejected.

"Hey, no worries. I'll help out whenever you need it. Just make sure you double check your spells and counterspells before you cast them on someone and you should be alright."

"Thanks Midnight, you really are to nice to ponies at times." She smiled as she began picking up the books that had fallen from the shelf Midnight had been thrown into.

"I try." He smiled as he helped with the books. "So.............. I know you have other spells you've been looking to try. Any of them from that book I wrote for you?"

"Well, besides the one I just bucked up, yes. There are quite a few spells that I would like to try." She smiled as they finished with the books, finally fixing them properly onto the shelf.

"What spells were you interested in trying?" He asked as they walked back over to the book fortress that Twilight had hid behind during the lightning ball attack a few minutes ago.

"Well, do you remember that spell we used to get Luna's telescope for Hearthswarming?" She smiled.

"Yea, what about it?" Midnight felt a tinge of fear for a moment awaiting her response.

"I found another spell that is far older than the one we used. It has other affects and can summon other things than inanimate objects."

"So your saying that if its focused it can summon creatures from other planes?" he asked looking a little shocked.

"Yes, but it needs a large amount of magic to be properly 'guided' for it to work."

"Ok Twi, One, I won't help you with that spell. Two, I will not condone bringing another living creature into your world for any reason. And to further that argument, I want you to remember that I am from another world, pulled here without my knowledge and I am unable to return home. I know it was a fluke from that storm, but still. I will not condone bringing another creature to our plane of existence without their knowledge and approval, and anyone doing so purposely will no longer have my friendship. Is that understood?" He spoke in an authoritative tone looking down at Twilight who coward slightly.

"I-I'm sorry Midnight. I didn't think of that. I won't cast that spell. Please don't be mad." Tears began to well up in her eyes as she looked up to Midnight, A sigh escaping him as he sat down pulling her into a gentle hug.

"No, I'm sorry. I may have strong feelings about that specific subject, and you were only curious. Just promise me one thing. Think of your actions and the consequences to them before you act on them. It could save a lot of heart ache." He smiled at her as he let her go. Gently wiping away the tears that had formed.

"Alright." She smiled pulling the book from her side flipping to another spell inside it, then pressing it up toward Midnight's face. "How about this spell?"

Midnight looked at the spell recalling it in his head. He leaned to the side looking around the book to Twilight who just had an innocent smile spread across her face. "Are you serious?" he asked cocking a brow.

Twilight pouted a lip giving Midnight the most pleading puppy eyes he had ever seen. He face hoofed closing his eyes for a moment only giving Twilight enough time to move a little closer, trying even harder to look more pleading. He opened an eye looking to her.

"Oh God! Alright just please stop with the face. UGH! You know I can't resist that face." He groaned slumping over defeated.

Twilight smiled widely as she closed the book as magic began to make her horn glow.

"I'm just glad there is a counter spell for this one." Midnight sighed as a flash of light erupted from Twilight engulfing the entire room in light.

After a few seconds the light faded. Midnight sat there looking up to Twilight who had an 'OH MY GOD ITS SO CUTE!' expression plastered across her face. She came over to the now miniature Alicorn picking him up and hugging his now tiny frame.

"Awwwwwww, you're so cute!?" Twilight giggled hugging the disgruntled Alicorn to her.

"Yea, I'm just so cute." He croaked, stopping for a moment as he realized his voice had reverted to that of a child as well as his body.

Twilight gave a soft gasp pulling him away and holding him at arms length just under his arms. "Oh my gosh! Say something else." She smiled waiting.

"*ahem* Goo......goo." He spoke flatly making her fall over laughing and hugging him to her chest."

"Come on Twi it wasn't that funny." He smirked pulling himself away from the laughing unicorn.

"I know, but it was just the way you said it." She cackled still rolling.

After a few more minutes of laughter Twilight finally pulled herself together standing up and wiping away a tear from her eye.

"Alright, I'm going out for a bit. I'll be back later to have this spell reversed, and you had BETTER reverse it. I don't think I could stand being this tiny for a week." He groaned only causing Twilight to giggle and nod.

XXX

Midnight felt the gazes of every pony in town resting on his tiny frame. He had shrunk to just a little bigger than the Cutie Mark Crusaders. His normally bright fire mane and tail no longer a licking flame, but a normal mane that bore bright red and orange streaks along its length. His cutie mark still in place on his flank.

As he was walking though, he kept thinking about how his new temporary size could come in handy. Those thoughts quickly vanished however as he found his way toward the park. Upon arriving he headed toward the playground watching all of the younger colts and fillies playing together.

The jungle gym had at least five children while most of the swings next to it were occupied. There was even a small ship looking fort that had several foals playing on it.

"Hello?" a voice from behind Midnight caught his attention. He turned to see his three nieces standing there with a perplexed look on their faces.

"Hey girls, come to say hi to your uncle?" He smirked giving a playful grin.

"Uncle Midnight?" The shouted in shock looking at him, their mouths agape.

"Yea, Twilight cast a reversion spell on me a little while ago. Needless to say this was not how I expected to spend my day." He laughed in his higher pitched voice. Before anything else was said he was tackled by the three fillies who were all hugging him and talking at the same time.

"Oh my gosh! You're our size!

"OOOO Lets go play!"

"Can you still fly and use magic?"

"GIRLS Come on." He laughed trying to pull away only to be pulled back by the giggling trio.

"Come play with us." They all spoke in unison.

Without speaking he was drug along with the three fillies toward the jungle gym.

"So girls, why aren't you out trying for your cutiemarks?" He smirked trying to get them to go crusading instead of dragging him across the playground.

"We're trying to get them today, we thought we would try to have some fun though while doing it." Scootaloo smiled as she fluttered up the ladder on the jungle gym.

"And what exactly are you trying to get them in this time?" Midnight chuckled seeing Sweetiebelle failing at climbing the ladder behind Applebloom.

"Well, we're guna try and get them in gymnastics if we can. But ya gotta be nimble teh do that." Applebloom smirked looking down to Sweetiebelle who was finding it rather difficult to climb the ladder.

"Yea girls, I don't think I can do this. I'm not that nimble WHOA!" Sweetiebelle shouted as she slipped from the ladder falling toward the ground.

"SWEETIE!" Midnight shouted as he grabbed onto the falling filly with his magic, slowly lowering her to the ground.

As she was set softly on the ground a loud cheer erupted from the playground as well as some mixed whispers from a few different foals.

"That was awesome Midnight." Scootaloo shouted looking down to them.

Midnight gave a smirk picking Sweetiebelle up making her squeal out surprised as he floated her up onto the platform Scootaloo was on. He flapped his wings joining them as he landed softly next to Applebloom.

"It's nothing I wouldn't have done if i was my normal size." He smirked as they headed toward the slide.

"So what brought you to the playground Midnight?" Sweetiebelle asked as Scootaloo headed down the slide first.

"I didn't plan on coming here, I was just deep in thought and wandered through here. Guess you could call it a mixed blessing." He smiled as Applebloom was next to go down the slide.

"What do you mean 'mixed blessing'?" she asked sitting down at the top of the slide ready to go down.

"Well, had I not shown up. You may have gotten hurt." He smirked jumping onto the slide behind her, both of them going down the slide together, as they came to the bottom both crashing into the dirt laughing.

"Hehe, yeah, I'm happy you saved me earlier. OOO! Want to go play on the swings?" She smiled trotting playfully toward the them.

Scootaloo and Applebloom followed, Midnight a few steps behind them as they all jumped onto a swing each.

"Uh...... Midnight, somepony is guna have teh push us." Applebloom smirked at the Alicorn.

"Not a problem." He smiled as his horn began to glow. A soft aura appearing behind each of them as it gently began to push.

"Now why didn't I think of that?" Sweetiebelle asked non-nonchalantly.

As they kept to the swings, the conversation rolled back to Sweetiebelle.

"How has your magic practice been going Sweetie?" Midnight asked with a smirk.

"It's been getting much better, Rarity helps me when she can, Plus I heard that a new teacher will be starting at the school soon for everypony who graduates Cheerilee's class." She smiled.

"Oh really? Do you know who that teacher will be?" Midnight smirked again already knowing the answer.

"I heard its going to be some really old pony with a bug eye." Scootaloo emphasizing her disgust by sticking out her tongue and bugging one of her eyes out, causing the other fillies to laugh. Midnight rolling his eyes at their antics.

"So I guess the rumors were true, there is a new little colt on the playground." A loud voice came from behind the four on the swings.

Midnight turned to see a small group of larger colts just a few feet behind them, all having a smirk across their faces. The largest of the group was a Pegasus, at least twice Midnight's size. A ruffled tan mane and dark blue coat. A hammer on a cloud as his cutiemark. The second largest was an earth pony with a coal black mane and light brown coat, with no cutiemark. The third was a unicorn filly, about the same size as Midnight. A bright green mane and a brilliant yellow coat. her cutiemark being a daisy coming out of the ground.

Midnight smiled hopping off of his swing and trotting up to the three. His magic still pushing the girls gently as they watched.

"Hey there, I'm Midnight." He smiled raising a hoof to shake the largest of the three's hoof.

"Haahaha, lookit that. The squirt wants to be friends." The oldest laughed, causing the other two to follow suit. Midnight lowered his hoof back to the ground eyeing them suspiciously.

"Something tells me, you're not here to make friends." Midnight said cocking a brow at the eldest.

"Names Sky Hammer. This is Hoof Breaker and Hazel Vine, everyone calls her Witch Hazel though, and to let you know." The largest of the three leaned down getting right in Midnight's face. "We aren't here to make friends." He let out a snort blowing Midnights mane back.

The three fillies jumped off there swings moving to Midnights side.

"These bullies bothering you Midnight?" Scootaloo growled stepping up and flaring her little wings out.

"Oh ho! You're little filly friend guna save you squirt?" Sky spoke giving a smirk to the orange and purple filly making her recoil with a blush. Sweetiebelle next to trot up next to Midnight.

"She's not his filly friend." Sweetiebelle snapped, her voice cracking as she spoke.

"Oh? And I guess you are then?" Hazel spoke out, venom behind her voice, causing Sweetiebelle to recoil as well.

"None'o us are his filly friends, he's our...." Applebloom interjected but stopped as Midnight raised a hoof to silence her. He looked back giving the girls a wink, they all nodding and sitting down on their haunches. A grin plastered across their faces.

"We're just good friends is all. how about you three?" Midnight spoke in a calm voice.

"We're just here to take over the playground, maybe make a few bits from all of these foals." He smirked raising a hoof to Hoofbreaker who hoofbumped him back laughing. Hazel just rolling her eyes at the two.

"Oh really? Why would you do that? Doesn't daddy make enough bits for you to play with?" Midnight spoke out causing the Sky to snap his head toward him lowering his head slightly.

"What was that shrimp?" He growled.

"OOOoooooo he's guna get it now." Breaker snickered.

"I think he upset Sky" Hazel giggled.

The three fillies behind Midnight watched as everything began to progress much faster than they thought.

"You heard me. Why else would you be stealing bits from those weaker than you." Midnight smirked again causing Sky to snort and turn around.

"Midnight look out!?" Scootaloo shouted just as Sky bucked hard sending Midnight flying backwards into the sawdust under the swings.

Midnight lay there for a moment regaining his bearings as the three fillies rushed over to see if he was alright.

"Midnight are you ok?" Sweetiebelle came over helping the little Alicorn to his hooves. A small trickle of crimson running from his nose.

"Oh no you're hurt." Scootaloo cringed seeing the blood.

Midnight stood up trotting back over to the three, waving the fillies off as he did.

"Now why did you just buck me?" Midnight smirked causing Hazel to back peddle a little from how calm he was being.

"What? You mean this?" Sky bucked at him again, but this time he was ready, quickly stepping to the side as the hooves launched by his head.

"Yes, that would be the action I am referring to." Midnight yawned causing Sky to snort again in frustration.

"I did it because I don't like smart mouth colt's calling my father poor." He snapped bucking at Midnight again, only to miss.

"But wouldn't your family be poor if you had to result to violence to steal bits from other foals who have bits that their parents gave them? Unless of course your just a big bully who can't win a fight against anyone bigger than himself, and has to result in beating up on smaller ponies because they can't fight back." Midnight laughed.

Breaker and Hazel moved back seeing Sky fuming at the comments Midnight made. He began scraping the ground with his hoof, flaring his wings out to make himself look even bigger to try and scare Midnight.

"Oh you're going to pay for that comment." Sky growled as he charge the small Alicorn.

Midnight smirked seeing Sky's blind rage, stepping to the side and planting a hoof firmly into the ground in front of Sky causing him to fall forward into the sawdust.

*oof*

"Now now, there is no need for violence, I am sure we can come to some sort of agreement." Midnight smiled trotting up to just outside Sky's hoof reach.

"PLEGH!" Sky shouted spitting out some saw dust as he looked with an icey stare at Midnight. "The only agreement we can come to is me kicking you little flank!" Sky shouted as his wing flashed out knocking Midnight back a few feet.

"MIDNIGHT!" Sweeitebelle shouted as she rushed toward him only to find her hooves running on thin air. She gasped looking around finally seeing Hazel's horn glowing.

"Now now, we don't want to spoil the show do we?" She cackled levitating Sweetiebelle in the air.

Midnight rose to his hooves again only to get another quick buck into the dirt. Scootaloo and Applebloom rushed over tackling Sky to the ground as Midnight regained his bearings yet again.

"You little twerps *buck* better not get *roll* in the way!" Sky growled as he bucked Applebloom off and rolled over onto Scootaloo knocking the wind out of her.

"ENOUGH!" Shouted Midnight as his horn began to glow, his wings flared out. The shout alone gaining every ponies attention on the playground. All eyes falling on him.

"Oh? Guna save your little filly friends now twerp!" Sky laughed mockingly.

"As a matter of fact yes." Midnight gave an evil sneer, his magic quickly plucking the three fillies up and setting them behind him.

"Huh? Wait a sec, how can you have a horn and wings?" Breaker stepped forward confused as he was just noticing them.

Hazel gasped looking at the little Alicorn in shock. "You idiots! He's an Alicorn!" She shouted as she turned hoof to run away only to be picked up by Midnights magic and pulled back screaming in terror.

"An Alicorn? What's that?" Breaker laughed as he charged the small Alicorn also quickly being snatched up in a field of magic.

"It's what the princess is!" Hazel shouted in panic trying her best to free herself from the magical grasp.

"Oh crap." Is all Sky said as he was lifted up as well, knowing all to well now how badly he had bucked up.

The three fillies as well as the playground all cheered loudly seeing the bullies defeated.

"So now what should we do to them?" Midnight chuckled wiping the blood from his nose.

A mixture of shouts came from the playground. All tossing idea's to the young Alicorn.

"Turn'em into frogs."

"Give them pony pocks."

"Shave all their manes off!"

The last one got quite a few laughs until the next one came up.

"Tell their parents how mean they have been." shouted a very small filly as she walked through the crowd with a big pout on her face, tears welling up in her eyes.

Everyone went silent watching her. A little saddle bag on her side opened as she pulled a little dolly out and tossing it in front of her on the ground. "They broke my dolly because I'm little." She pouted, a little tear falling down her face.

Midnight looked to her picking up the doll with his magic and casting a restore spell on it, the doll glowed as the two pieces became one and the doll reformed. The filly smiled widely as it floated back into her waiting hooves.

"I think her choice would be the most fitting punishment." Midnight smiled as he trotted along toward a gazebo were many adults were located. The three in his floating grasp all crying out "NOOOOOOooooooo!"

XXX

After turning over the three children to their respective parents who all seemed shocked at first by the young alicorn holding their children in the air. The properly punished them, saying they would keep a closer eye on them the next time they came to the park, which by the sound of it. Wouldn't be soon. He made his way back to his three nieces whom all seemed a little shy at the moment.

"Girls? Something wrong?" He asked sitting down looking at them blushing slightly.

"Well.........." Scootaloo started.

"It's kinda what they said earlier." Applebloom spoke softly looking away.

"About us being your filly friends." Sweetiebelle squeaked out covering her mouth with her hooves as they all looked at him.

Midnight laughed loudly falling over. After a minute pulling himself back up.

"Heh, girls, I am your uncle. not your boyfriend. Don't forget that." He smirked at them.

"HEY!" they shouted running over to him.

"What if we wanted a colt friend?" Scootaloo asked before covering her mouth to hide behind her growing blush.

"Well then you would have to find one. I'm sure you three already know that I'm taken." he said as he kept trotting away.

"Yea, my sis has him wrapped around her hoof." Sweetiebelle chuckled seeing Midnights expression turn to shock for a moment.

"Well, even if that is true, I still couldn't be your boyfriend. I'm to old for one." Midnight spouted as they all began to walk away from the park toward Ponyville.

"Well you're not old right now." Scootaloo grinned causing Midnight to stop for a moment looking back at the now three grinning fillies.

"Why me?" Midnight groaned as he took off toward Ponyville laughing as the three fillies took chase.

49. A new Evil............ (part 2)

Midnight had led the way into Ponyville toward the library, the three fillies in tow as they chased the young alicorn.

"Are we tired already?" Midnight laughed seeing the three plop down on a couch just inside the library. They all panted, breathing hard as they try to catch their breath.

"No fair using your magic to help you run away." Sweetiebelle cried, rolling over on the couch.

"Yea, that ain't fair.." Applebloom added.

"How are you that fast anyway? Your just a colt right now?" Scootaloo question giving him a disgruntled look.

"Youthful energy?" He smiled innocently.

"Yea right!" That all groaned in unison making him laugh.

"Anyway girls, it was fun while it lasted, but I'm going to get Twilight to change me back now. I'lll seeya arou......." He was cut short as Twilight spoke.

"There may be a problem with that Midnight." She spoke as if unsure of herself.

Midnight groaned face hoofing. "Let me guess, the spell can only work under a full moon?"

"No, the counter spell to cancel this one requires a specific ingredient." She added looking confused at the Alicorn.

"Yea, it needs Ruby of any size, even dust will work. A partially burned piece of scroll. A lock of wheat, and an ivory butterfly wing. Those are common items right?" He asked as he removed his hoof from his face.

"Actually, the Ivory butterfly wing is no longer obtainable. Ivory Butterflies have been extinct for 6 generations. To even catch one is a serious offense." She gave him a nervous smile seeing his shocked expression.

"You have got to be kidding me Twilight." He groaned falling back on the couch next to the girls.

"I'm so sorry about this." She sighed coming over to the couch and hugging him to her chest.

"We're not!" The three girls giggled pulling Midnight from Twilight's grasp into their own.

"Woo hoo." Midnight cheered in an unamused shout as he was hugged by the Cutiemark Crusaders who just giggle at his plight.

XXX

Hazel, after a scolding from her parents, had made it home and sent to her room. She would be grounded for a month and banned from speaking to either of the colts that were no longer her friends. She lay quietly on her bed as tears welled up in her eyes. Threatening to break the wall but never really making it. She pulled out her journal and began writing in it to express her feelings on paper. Her horn lit up with magic as a quill and ink well floated from her desk to her bed, the journal opening to a new blank page as she began to write.

"Today was awful. My former friends wanted some extra bits so we could all go to Sugar Cube corner to get some sweets but we didn't have enough, So Sky decided he would just beat up some younger fillies or colts and take their bits. The idiot ended up getting his flank hoofed to him by a little Alicorn colt. Then to beat all, the little Alicorn took us all to our parents and told them what had happened. My mom and dad grounded me for a month. Told me I wasn't allowed around Sky or Breaker anymore, but I don't care about them. They started the fight. I just want to get back at that little Alicorn for getting me in trouble, and I have the perfect plan for that. Mother is going to Canterlot on a business trip into the Royal archives tomorrow. She needs another special spell book that is there. I know mother keeps a bunch of old books locked away in her study, she sometimes lets me see them and practice some of the old spells. She keeps one book hidden though. Locked in her desk. I've heard her talking to father about it late at night when they think I'm asleep. She said the book is filled with tons of different forbidden spells. I'll find one of them to help me get back at that stupid Alicorn."

Hazel closed her book placing her hooves together under her chin, an evil smile crept across her face as she replaced the quill, ink well, and journal back into their respective spots.

"Oh yes, when mother leaves tomorrow, I will start my plan for revenge." She giggled menacingly staring out the window from her bed.

XXX

"I'm sorry Midnight, but they are just to rare to be given away, I am sure you can withstand a week like this. It is a rather cute look for you." Celestia smiled at the young Alicorn.

"So you do have a few then?" He smirked at the sun princess.

"We have a small stockpile of them yes, as well as quite a few other very rare or extinct items. They are for emergency use only however and this is no emergency my dear. You will simply return to your normal self in a few days. Please understand that I mean no ill will." She smiled picking up the small Alicorn and hugging him, She gave a giggle as she held him like a baby in her arms.

"I think you are enjoying this way more than you're letting on Tia." He smirked seeing her expression change from happy to slight shock as she realized what she was doing. Celestia set him down blushing a bright red.

"I'm so sorry, It's just that my motherly instincts have been kicking in at unusual times as of late." She recoiled slightly.

"Don't forget the mood swings." Luna interjected with a giggle causing Celestia to snap her head around to her sister giving her a glare.

"Oh come now Tia, we are only making fun. We know you meant no harm, But it was rather amusing seeing that guards expression when you began chastising him and threatening to send him to the moon. We have never seen a guard nearly soil himself from such fear." Luna giggled again as Tia face hoofed.

"I did make a spectacle of myself did I not? I did however apologize to the guard and gave him a weeks paid vacation. The poor dear was so traumatized that he thought I was firing him." Celestia began to giggle, covering her mouth as she did.

*ahem* Midnight announced himself again to gain their attention.

Celestia turned to Midnight, a sad expression across her face. "I am sorry my dear, but you will have to endure the spell. You may even learn from this experience." She smiled.

"I guess I have no choice." Midnight sighed getting up and heading out the door.

"Where are you going?" Twilight asked looking as the Alicorn stepped outside the library door.

"Headed to Rarity's, she needs to know. The sooner I tell her the sooner I can hear the end of her bitching." Midnight laughed seeing the three mares expressions at his use of words.

XXX

It was getting later in the evening as Midnight made his way toward the boutique. The sun was setting as the shadows of the land began to take to the sky, revealing a plethora of stars as they shone brightly across the sky. Midnight gave a sigh as he entered the shop, cringing as the bell above the door signaled his entrance.

"Coooooomiiiiing!" Rarity chirped as trotting could be heard from the back room. She rounded the corner to see a small black Alicorn standing at the door.

"Mu- Mu- Midnight!?" She squeaked.

Midnight smirked as he began.

"Same great taste! Smaller package! Try your new and improved Midnight Flame today!" He struck a dynamic pose puffing his chest out. A grin plastered across his face.

*Thud* Rarity went out like a light.

"Over the top?" He sighed trotting up to the unconscious pony.

"Maybe just a little." Sweetiebelle giggled from the stairs.

"Ugh! Lets get her to bed. God knows I won't hear the end of this." Midnight sighed picking up the Ivory pony in his magic and trotting up the stairs to her room.

Upon placing her on her bed and Sweetie giving him a cold washcloth, she stirred slightly as the cold touch of the damp cloth pressed over her eyes.

"Ugh, Midnight? Is that you darling?" Rarity groaned.

"Yea, just relax, you passed out a minute ago. Your in bed now." He smiled.

"Oh darling. I had the most horrific nightmare. I dreamt you had changed into a young colt and spoke as if in a bad commercial." She sighed pressing the cold cloth to her eyes a little harder.

"What? You didn't like my commercial dialogue?" He chuckled causing her to go rigid.

"Please tell me your not really......." She said as she rose from the bed sitting up on the spot, removing the washcloth and starring at the tiny Alicorn before her.

"AAAAAAAAAAAAHHHHHHHHHH!!!!" Rarity screamed causing Sweetiebelle and Midnight to jump away falling over each other for a moment.

"Whoa whoa whoa! Take it easy!" Midnight shouted causing Rarity to go silent and stare at him. "It's just a spell, it'll wear off in a few day. Don't get so worked up hun." He smiled trotting back over and jumping onto the bed to look her in the eyes.

"B-but, your a colt!? How is that even possible?! Please tell me this is just some terrible joke." She groaned picking up the small Alicorn and looking him over in haste.

"No its not a joke. I agreed to help Twi with a spell." Rarity glared at him for a moment as he raised his hooves in front of himself quickly. "BUT! There is a but dear. But the counter spell that could be used to cancel the magic required an item we didn't expect. And unfortunately that items is almost nonexistent. It's held in the castle and.........." He was cut off by Rarity as she jumped from the bed heading toward the bedroom door.

"Well then lets go get it." She spoke quickly.

"I was going to say that it's under strict lock and key in the castle because the creatures that the item is from are now extinct, that plus, Twilight and I already spoke with both of the princess'." he finished causing her to stop and turn around.

"But isn't there....." She began

"It's only for a week." Midnight spouted.

"But what if we." She started again.

"Not guna happen." He continued.

"What about..." She tried one last time.

"HUN! It ain't guna happen. As much as I'd like to return to my normal size, it just ain't happening. I can try with my magic but you know my magic could cause some serious side effects since it doesn't co-exist with with normal magic here in this world."

Rarity sighed plopping down onto the floor defeated. "I guess it won't be so bad. We will just say that your.............." She began but stopped as Sweetiebelle interrupted.

"My colt-friend!" She smiled widely.

"What?!" Rarity and Midnight spoke out in shock.

"YEA! Why not let him be my colt friend while he is here. I'd be the envy of every filly in Ponyville." She cracked.

Midnight and Rarity looked at each other with concern.

"Sweetie, I don't think that would be such a good idea........" She tried to finish but was interrupted by her sister again.

"But didn't you just say the same thing the day after Uncle Midnight asked you to marry him?" She squeaked out, causing Rarity's entire body to burn a bright red. Midnight at this point was rolling on the floor laughing his flank off.

"That doesn't matter! You are to young for such a thing and I will not......." Rarity was again cut short, this time by Midnight.

"Oh come on sugar. Let's humor her. It couldn't hurt for just this week. Besides, I have a feeling that Scootaloo and Applebloom are going to want to do the same thing." He smirked at Sweetie who just giggled.

Rarity face hoofed again giving a defeated sigh. "Fine, just remember Sweetie that this is only temporary and that your relationship with your uncle is only fictional, and do refrain from calling him uncle, Celestia knows I would die from trying to explain that to anypony."

Sweetiebelle giggled at her sisters frustration heading upstairs to go to sleep. Midnight followed behind Rarity as she headed upstairs to her own room. Upon entering though Midnight closed the door behind him turning to see Rarity with a rather shocked look on her face.

"And what do you think your doing?" She asked the young Alicorn.

"Gettin teh bed, its been a hectic day. I'd like to snuggle up and catch a few Z's" he smiled heading toward the bed but stopped as Rarity moved in front of him.

"Oh no you don't. I can't have a young colt sleeping in the same bed as me." She fumed.

Midnight gave her a deadpan stare. "Sweetiebelle slept in here with you the other night, that's why I went to Twilight's."

Rarity sputtered for a moment.

"But Sweetie is my sister, that is entirely different than having somepony unrelated just sleeping with you who isn't your betrothed or around the same age." She protested.

"I'm your fiance." He deadpanned again.

"Not while your a young colt my dear. I will not be known as a colt cuddler. You will just have to sleep downstairs on the sofa. There are extra blankets in the closet." She stomped her hoof down as a final emphasis of her demands. Midnight gave a sigh turning to head back downstairs grabbing a blanket as he did so.

Tossing the blanket onto the couch he pulled up a few pillows laying on them as he stretched out his wings and legs.

*YAWN* "Wow, I think I might actually enjoy being this size for a while. I've never had anywhere near this much room since I changed into a pony." He smiled looking around then gave a sneaky smile. "Oh goody." he snickered rubbing his hooves together in an evil manner.

He hopped off the couch, his horn glowing as a sharp crack sounded. He vanished from sight, teleporting to Luna's balcony at the castle in Canterlot. Luna was sitting outside drinking some hot tea when he popped in out of nowhere.

"MY GOODNESS!?" Luna shouted almost falling out of her chair, her eye readjusting from the sudden flash.

She looked for a moment realizing who had just appeared so suddenly on her balcony.

"Midnight? *giggle* What brings you here?" She smiled trying to stifle a giggle at his size.

"Haha, get it out of yer system." He smirked causing her to snort before bursting out laughing.

"Yea yea, har dee freaking har. I saw you giggling at me earlier today when you and Tia were at Twilight's." He groaned hearing her laugh harder.

After a couple minutes laughing and many tears shed Luna finally calmed herself to talk to Midnight.

"Dear Midnight, Why has thee come into mine presence this late at night?" She smiled as they walked into her room from the balcony.

"To be honest, I feel like pranking Rarity. I tried to climb into bed with her a few minutes ago and she shrugged me off to the couch because I'm the size of a kid now. She said something about not wanting to be called a colt cuddler. What the hell is that by the way?" He asked rather confused.

"It's meaning varies but in essence it means that an adult has slept with a child." She clarified causing Midnights expression to turn to shock.

"OOOOOOOOOO Kay! Did not expect that one to be present in this world." he said stiffening up.

"What do you mean?" Luna asked, now intrigued.

"Well the same thing happens on my world, except most adults will be jailed for many years for doing such a thing. It's called pedophilia though in my world." He spoke feeling rather disgusted.

Luna looked at him with question. "So you mean that you would never do that here or on your world?"

"I wouldn't rut with a child if thats what you mean. However sleeping in the same bed as them just to comfort them if they have had a bad dream or are upset is different. That I will tolerate. but having intercourse with a child. I would never do that. and anyone else who would I honestly would find rather disgusting. Doing that to a child takes away their innocence and will leave them on a hard road in life." Midnight grumbled at the thought.

"Well, I am sure you did not come here to complain about your lover." Luna smiled, trying to turn the conversation.

"OH! Thats right. I need to borrow my old nerf guns I gave you before." He grinned evilly again rubbing his hooves together causing Luna to join in.

"Oh my, so Rarity is going to be NERFED then?" She giggled rubbing her own hooves together evilly.

"Oh yes, she must pay for making me sleep on the couch." He grinned even wider.

"Then please let me double your fun by showing you what I had made." Luna smirked moving over to a large red velvet curtain with gold trim and a golden rope hanging down from the side. Using her magic she tugged the rope making the curtains flash open quickly revealing the most awesome nerf gun to ever be conceived. Midnight sat there slack jawed for nearly a minute before smiling widely.

"Can you shrink it to fit me?" He smiled to Luna whose horn began to glow as a wicked grin spread across her face.

XXX

Rarity heard a loud snap downstairs, not thinking much of it until it happened again after a few minutes past.

"What is he doing downstairs?" She grumbled as she walked out of her room, heading downstairs. As she neared the bottom though she noticed that the couch was covered in pillows and a cover over the top, In the center of the pillows one was missing showing the darkness inside of the pillow fort. She began to walk over but stopped as a little orange whistle dart rushed by her head.

"What in the world!?" *bing* She stumble backwards as another hit her in the nose perfectly.

"MIDNIGHT!" She shouted as dart after dart launched from within the pillow fort hitting her. She snorted, charging the pillow fort crashing into it tearing through the pillow to see a small gun on a tripod still shooting at her.

"Rarity's zapping mah sentry!" Midnight shouted as Rarity turned the sentry off.

"MIDNIGHT! WHERE ARE YOU!?" She shouted in a huff looking around. Another silent dart pinged her upside the head as she whipped around to try and find the source. Several more hit here causing her to growl out in frustration. She threw her head back shouting again.

"Come out her this instant." She opened her eyes to see Midnight perched upside down on the ceiling. A Twin gatling gun attached to his back with a box of ammunition each. He turned his head to her and the guns followed whirling up.

"Make ME sleep on the couch will you!?" He cackled as little orange darts rang out from the guns faster than could be avoided by the screaming Rarity.

"MWAAAAHAHAHAHAAAA! EAT SQUISHY DARTS BED HOG!" He shouted flying after her. Rarity tossing pillows at him as they went.

Finally after a few minutes the guns whirled to a stop. *clickclickclickclickclickclickcliiiiiiiiiick* Midnight stopped whirling them up again. Nothing but clicks. He looked from his guns to the now towering shadow over him, Rarity's eyes glowing in the dark as several large pillows floated near her.

"AAAAAAAAAAAHH!!!!!!!!!!!!!" Midnight shrieked like a little filly as he took off like a bat out of hell as pillow began to assault him repeatedly.

"Whats the matter darling? Can't take the heat?! Then you shouldn't have stepped into the kitchen!" She shouted cackling behind her words.

"I didn't step into the kitchen, this is the living room." He shouted avoiding a tossed pillow. Rarity stopped for a moment.

"I meant that as a figure of spee*WHAP!*" she was cut short by a pillow that had smacked her in the face.

"HA! Eat pillow!" Midnight shouted throwing another only for it to be caught by Rarity's magic.

"Uh oh!" he squeaked out before running screaming again.

Sweetiebelle sat quietly on the stairs munching on some popcorn while watching the two fight.

"This is so awesome." She giggled as she took a sip from a juice box.

After a good thirty minutes of pillow fighting and nerf wars, a truce was called as a neighbor came over to complain about all the noise. Rarity went back upstairs, still refusing for Midnight to sleep in the same bed with her until the spell wore off. He groaned fixing up the couch again and finding a comfortable spot. His eyes slowly closing until her heard the clip clop of hooves on the floor. He perked his ears up facing the edge of the couch as Sweetiebelle came around to the front.

"Hey Sweetie, whats wrong? You should be in bed." He smiled to her. She gave a yawn as she hopped up onto the couch.

"I'm cold, Rarity keeps the heat to low, and all of my covers don't help." She whined nosing her way under the covers and plopping down next to him.

"Sweetie, we can't sleep together." He started but was cut short by a tearful expression on Sweetiebelle's face.

"But Rarity said your just a colt and you cant sleep with her. I'm cold and your the same size as me. It shouldn't matter that your my uncle. Can't I sleep here?" She spoke tiredly. Not making much sense.

Midnight gave a defeated sigh using his magic to tuck her and himself in as they lay there.

"You know your sister is going to give me hell if she see's us like this." He spoke softly, however it fell on to deaf ears as Sweetie had already fallen asleep pressing close to Midnight, absorbing his warmth. He smiled down to her as he watched her for a short time, his eyes closing just as quickly as sleep began to take him as well.

50. A new Evil............ (part 3)

Authors Note: A little while back I held a contest. It was for my readers to help me choose a name for the badguy in this arc. Sadly I only had two entries, both by the same person. However I chose one of his selections which also made me alter my storyline to wrap around the characters name. Props to shadownamesto for choosing the name Shadowhunter as the badguys name. The name you chose is in this chapter as well as future chapters. Hope you like the story arc, its going to be a long one.

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Rarity awoke feeling a little drained this morning. After last nights fiasco with Midnight and his nerf assault, she had been so hyped up on adrenaline that sleep nary found her until the wee hours of the morning. She gave a tired yawn sliding from her bed, heading downstairs to make some morning coffee. As she turned from the stairs toward the kitchen she noticed Midnight on the couch. Upside down with his forelegs pull to his chest. His head hanging off the edge and a cute snore escaping his lips as he slept.

She gave a smile seeing how cute he was coming over to lift him properly back onto the couch. That is until she noticed movement from a lump beside him under the covers. She gently lifted the overs to see what the movement was and gasped softly seeing her sister laying curled up next to Midnight.

"SWEETIEBELLE! MIDNIGHT!" Rarity shouted causing the two to give a loud whinny of surprise, Sweetiebelle jumping from the couch in a hurry.

"AAAAAAHH! What the hell!?" Midnight shouted flipping off the couch in a panic, landing squarely on his head with an audible thump. "Ow......."

He turned over onto his hooves rubbing the back of his head as he looked up to see a furious looking ivory mare in front of him.

"What is this?!" Rarity shouted causing the two to recoil.

"Nothing, it isn't what it looks like." Midnight began to plead before Rarity interrupted.

"I don't want to hear you're excuses." She then looked to her sister. "Explain yourself." She demanded.

"I was cold, you keep the heat to low and it's still winter. All of those covers didn't help either. I came downstairs and slept next to Uncle Midnight. He was really warm and I couldn't help but snuggle up to him." She whined pressing up next to him again.

Rarity facehoofed rubbing gently between her eyes. "Is that all that happened?"

"YES!" they both answered in unison.

"Fine, fine. Just. Next time please let me know before this happens again. I don't want to end up having to call my fiance Uncle anytime soon." She sighed heading into the kitchen to make some coffee.

Midnight and Sweetie looked at each other for a moment before bursting out laughing.

"Heh, Rarity calling me Uncle. That would be hilarious." He smirked as his youthful body came awake rather quickly.

"Yea, so you wanna go play today? I'm sure the girls are planning something to get our cutiemarks."

"I really don't have anything else to do except be a tiny pony." He laughed sticking his tongue out playfully.

Sweetiebelle smiled as she looked back to the kitchen where her sister was.

"I'm going out, Uncle Midnight is coming with me."

"Alright Sweetie, do be careful." Rarity replied from the kitchen.

The two smiled to each other as they headed out the door to find their friends and crusade for the day.

XXX

"Finally!" Hazel gave a sigh of relief as her mother and father left for Canterlot. She had been waiting for what seemed like hours that morning trying to convince them that she would remain home for the day and stay inside as part of her punishment, even if her father followed her mother to Canterlot for the day.

They had left early that morning around ten. Hazel waited for about an hour to make sure that they were truly gone so that she could begin her plan.

She traverse the house and into her mothers study. Being sure not to disturb anything that would signal her intrusion into her mothers study.

After making her way to the desk in the far corner of the room she rolled the top up just enough to see the locked drawer that she would need to get into. Hazel gave a smirk pulling an enchanted skeleton key hidden in her mane. "Thanks for the key Sky, I'll have to remember to thank you in person when we meet again." She smiled giving the key a gentle kiss before pressing it into the key slot on the desk.

She turned the key hearing the drawer unlock. Gently she pulled it open revealing a small blue book, worn on the edges and a smooth leather feel to it. She picked it up gently with her magic examining it closely. The cover and spine seemed to be made of an odd material that she could only guess was dried skin. She gave a shudder thinking of the poor creature that the hide had came from. After looking the cover over she opened it slowly but stopped mid way as whispers filled the room. She gasped dropping the book closing it.

"Hello?" She asked aloud. No response.

She quietly began to pull the book open again, this time all the way. Whispers began to fill the room again. She recoiled away from the desk looking around to try and find the source but could not. After a few seconds the whispers became a single soft voice. A sinister deep voice that had a slight echo to it. (much like Queen Chrysalis, only male)

"Don't be afraid child, we are here to help you." The voice whispered.

Hazel looked around the room in a panic. "Who's there? Where are you? Show yourself!" She shouted turning back and forth searching for the voice.

"We have many names, yes. Many names indeed. But if you must call us by a name, please, call us Shadowhunter."

Hazel moved slowly back to the book which was slowly flipping pages by itself on the desk. She stood up looking at it as it flipped page by page.

"How...........?" She began but was interrupted as the book stopped on a spell page, and the voice began to speak again.

"Ah, here we are. The spell you seek lies within these few pages." The voice cooed in an icy tone.

Hazel looked over the page, her eyes widening slightly as she read. "This spell summons a shadow spirit to the caster. But what are all of these smudged words?" She asked straining her vision to look at them, attempting to see what they had once said.

"Ah, those are merely a warning as to how powerful the spell is. Controlling a shadow beast is a power that even the strongest of enemies fear." It hissed happily.

Hazel smiled as she looked over the spell, talking to the voice at the same time. "You said my enemies will fear this spell. Does that include Alicorns?" She gave an evil grin to the book.

"Yesssssss, as I said. Even the most powerful of enemies. Alicorns are quite powerful. But a shadow beast is much stronger. And with this spell. You summon the creature, becoming its master for as long as you need it." It began to laugh softly sending a chill up Hazel's spine. She looked one last time over the spell, it was rather simple and required no ingredients. It seemed as if there were no drawbacks to the spell. She smiled one last time as her horn began to glow brightly.

"Very well then, Shadowhunter, I summon thee to my aid." She shouted as her horn erupted in a bright green flurry of magic. Quickly swirling toward the book, she gasped as it hit the book releasing a dark shadow from within the pages. The shadow jumped from the pages quickly encircling the small filly in its blackness. She shut her eyes as the magic dissipated and the shadow disappeared. She opened her eyes looking around the room searching for the shadow in the morning light.

"Where are you Shadow?" she asked looking around.

"I am right here." the voice whispered as one of her forelegs lifted into the air by itself pointing to her own shadow.

"H-how did you do that?" She asked, recoiling in fear for a moment.

"You mean this?" It cackled lifting her foreleg again and giving it a wiggle causing her to gasp with a nod.

"The spell you used summoned me to you. I am now part of your own shadow in the light. I will be passive though until you need me. All you need to do is think of what you want me to do, and it shall be done. Please remember this though. If what you need done requires any magic, I will need to assume control over your magic so that it can be done. I do not posses magic of my own. Only physical strength." It cooed softly causing her to smile.

"So if I think of you slicing that door in half." She smirked at the door but gasped as a black streak ran across it horizontally from each corner to the other, a small creak sounded as the door split into two pieces. One piece falling to the floor, the other swinging on its hinges.

"OH CRAP!" She shouted, automatically thinking of the door repairing itself. She gave a slight grunt as her horn lit up floating the broken piece of the door back to its other half, the entire door glowed for a moment before becoming whole again.

She almost fell to her haunches as she breathed hard for a moment at the sudden consumption of magic.

"That was rather intense." she spoke breathlessly, quickly regaining her strength.

"If you think that was intense, please turn out the lights and you will feel my power." The shadow cackled causing her to smile as her horn flicked the light switch to the room. As the light faded quickly and the blackness engulfed the room, she could feel the adrenaline rush through her.

"I feel it." She smiled wickedly as her vision adjusted to the darkness quickly. Her world fading into black and white. As if she was looking through the darkness and seeing everything as it was without the aid of light.

"Your power will amplify during the night. The more darkness there is, the more power you have. You can even meld into the darkness to become one with it so that you can move quickly from place to place." The shadow grinned.

"Then if I think about going into my room I can.........." She stopped as she saw light envelope her vision, she blinked seeing that she was under her bed. She quickly pulled herself from under the bed giving a smile.

"Remember this. If you use that ability, the place you appear in can only occur if there is a shadow within that area. Please use this ability wisely. As you will return to your original location if there is no safe spot for you to appear through. During the night however, darkness consumes the land, so you may travel without worry."

Hazel smiled as she reappeared in her mother study. She replaced the book into its drawer and locked it shut. She turned with a wicked smile across her face. "Now it's time for some payback."

XXX

Midnight and Sweetiebelle had made their way toward Sweet Apple Acres to meet up with Applebloom and Scootaloo at the farmhouse. The would bring snacks and drinks with them to the treehouse.

As the two walked onto the porch they could hear arguing inside.

"That doesn't sound good." Midnight sighed as he walked toward the door. It flying open, barely missing him as two little fillies crashed into him knocking all three of them down the steps and onto the ground below.

"Get back here ya varmints!" AJ shouted as she rushed out the door jumping from the porch to in front of the fallen three looking forward and around trying to locate them. She stamped the ground giving a snort.

"Why those little....." She stopped as she turned around, her foreleg gently hitting something making her stop. She looked down to see three dazed ponies laying in a heap at her hooves. She gave a grin seeing the two bowled over fillies but stopped as she noticed the black lump underneath them.

"Ow!" Midnight groaned pulling himself from the pile. Sweetiebelle giggling at him as he did so.

"Hey AJ." He smiled as he dusted himself off. climbing to his hooves.

AJ immediately noticed the similarities of the small Alicorn to a much larger one she knew.

"Midnight?" She asked in a shocked tone.

"Eeyup." He smirked helping the other fillies to their hooves.

"What in tarnation?" She began, but stopped as Midnight raised a hoof.

"Twilight." was all he said causing AJ to chuckle.

"Ah swear, the mare has you pegged don't she?" AJ chuckled.

"Apparently so." He laughed.

AJ turned her attention back to the two fillies that she was chasing. "Now for you two." She snorted causing them to freeze up looking at her.

XXX

After a few firm words from AJ, Scootaloo and Applebloom were free to go. Midnight and Sweetiebelle were at their sides.

"So what happened back there?" Midnight asked nodding back to the farm house.

"Me an Scoots snatched a few cookies for our get tagether tehday. Figured we might as well have a few sweets." AB smirked.

"Yea, but AJ caught us before we could get out of the kitchen. She chased us all over the house before we finally got enough room to run to the front door. Then we crashed into you." Scootaloo smirked giving Midnight a playful nudge.

"Good thing she let us keep the cookies. Even if they were crushed when we crashed into ya." AB giggled.

"Yea, I love crushed cookies." Midnight smiled causing the three fillies to stop.

"Why would you like crushed cookies?" Sweetie asked cocking a brow.

"Because you can add them to other stuff to make something awesome." He smirked.

The three fillies looked at each other for a moment before Scootaloo spoke up.

"What kind of stuff?" she asked.

"Let's get to the club house, I can show you there." Midnight smiled flapping his wings once tossing himself backwards toward the treehouse.

They group quickly made way into the clubhouse, Midnight taking the bag of crushed cookies and placing them on the floor. her began crushing the rest of the larger chunks of cookies causing the girls to gasp in horror.

"NOOOOOOO!!!!!" They shouted staring at the crumbled bag of cookies. Tears welling up in their eyes. They stopped looking at the bag to turn their sights to the colt in front of them, giving him an icy glare and pouting lip.

"Easy girls, What I'm about to do will make you smile again." He spoke nervously as he pulled a small jar of peanut butter from Sweetiebelles saddlebags.

Using his magic he pulled a small quarter sized chunk of peanut butter from the jar, using his magic further to cool it so that it would turn a little harder but still be sticky. He tossed it in the cookie bag quickly shaking it up so that the cookie bits would attach to it. He did this three more times giving each of the girls, and himself one. They all looked at the peanut butter cookie ball questionably before midnight tossed his into his mouth munching away happily.

The girls shrugged doing the same, their eyes almost bugging out as their expression turn to pure bliss as they munched on the treat happily as well. After taking a quick drink from a juice box Scootaloo piped up.

"Wow, that was awesome!" She smiled flapping her wings once happily.

"Yea, how come ah never new about that lil trick?" AB asked pressing a hoof to her chin in thought.

"You'd have to know a few tricks growing up like I did. A friend actually showed me that when I was very young. Ever so often he would come over to my house and bring a bowl full of those with him. We'd sit back and talk about the old days while enjoying the treats. It was great." Midnight smiled thinking back to his friend on earth.

"You'll have to show Pinkie Pie that little trick. She might explode from being so happy." Sweeitebelle giggle, emphasizing the explosion by throwing her hooves out and falling backwards causing them to giggle.

"With all the recipe books I gave her I'd be surprised if she hadn't already come across that specific recipe." he laughed.

They sat talking for a few minutes more until the topic of the day came up.

"So what are we doing to get our Cutiemarks today?" Scootaloo asked fluttering her wings in anticipation.

"Well, ah was thinking maybe we could go to Zecora's and talk to her about potion mixing again. This time though we gotta read the books." AB smirked seeing the other two fillies groan.

"Isn't Zecora in the Everfree forest?" Midnight asked casting a slight glare at AB.

"Y-yea, but you're with us today, so we'll be ok right girls?" Ab retorted with a smile, the other two fillies nodding and smiling in agreement.

Midnight groaned facehoofing. "Girl's you know, as well as I do that the Everfree forest is dangerous. Do you really want to go in there?" He looked up to see them pouting and teary eyed. Midnight sighed in defeat.

"Fine, let's get this over with." He groaned as they all jumped forth hugging him.

"YEAH!!!!!!"

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Authors notes: ending the chapter here so you guys can have it and I can rest for the day to think about tomorrows chapter. Hope you like this one. Also, its not as dark as I had planned but as the story progresses it will become darker.

51. A new Evil............ (part 4)

As Midnight and the girls left the tree house for Zecora's, they were lucky enough to leave as the clouds parted in the sky letting the sun shine through. Zecora lived deep in the Everfree forest, to which Midnight had never actually been to. He placed Applebloom in the lead as he followed her. Sweetiebelle and Scootaloo following close behind him. After the long walk from Sweet Apple Acres to the road passing Fluttershy's cottage. They made their way into the forest. Snow was bare on the ground going further into the forest as much of the canopy had caught most of it. It was still early in the day as the sun had just passed its peak in the sky. From the position of the sun Midnight thought it to be around two or three.

"Let's pick up the pace girls. I really dont want to be out late in this forest. I may be an Alicorn, but the forest has always given me the creeps." Midnight spoke as his coat began to stand on end as they walked through the thick foilage.

"Oh come on now, ya ain't scared o'the woods are ya?" Applebloom giggled seeing Midnight swing his vision back and forth.

"It's not the woods that scare me sweetheart, It's what's IN the woods that scare me. Mainly things with eight legs and beady eyes." Midnight shivered giving a slight whimper, his vision quickly snapping around him looking for any traces of the eight legged demons.

"You mean your afraid of spiders?" Scootaloo grinned looking to Sweetibelle whom was shaking her head and mouthing the words "NO! DON'T DO IT!"

"YES! I am afraid of spiders. No I take that back. I am TERRIFIED of them. And if you three are smart then you won't try to prank me about them. Seriously. I have zero tolerance for that type of prank." He croaked out thinking of the nasty little monsters.

"So I guess that means we can't go through that web that's blocking the path ahead." Sweetiebelle smirked pointing to the large web about five yards in front of them.

Midnight stopped frozen in his tracks, eyes locked onto the web. His fur and mane poofed out as far as it would go, he stared at the web trying to scream but nothing came out until Applebloom gingerly walked through it. Midnight tried to move, tried to talk, tried to do anything he could as he noticed the small spider hope from a nearby leaf onto her bow as she kept walking. One of her hooves coming up to removed the webbing from her face and mane.

"Come on ya big baby, nothing to worry about now." She smirked looking back and finally seeing his expression of complete terror.

"What's wrong?" AB asked turning to come back toward him.

His horn lit up brightly, his wings flaring out defensively causing Applebloom to stop.

"Stay back!?" He croaked pointing to Applebloom whom kept walking toward him.

"DON'T COME ANY CLOSER!" He yelled as tears began to well up in his eyes.

"Whats wrong Uncle Midnight?" She asked but stopped as Scootaloo pulled the small spider from her bow, placing it directly on her hoof.

"I think the big bad Alicorn is afraid of the little spider." Scootaloo giggled bringing it closer to her face with a smile. The little spider, (we shall call him Ted for the time being) Teds front legs lifted up as Scootaloo came closer to him. His little legs flicked about in a threatening manner causing her to giggle at the action.

"Look Uncle midnight, He's dancing." Scootaloo smiled pressing her hoof forward as Ted turned facing Midnight who now became white as a ghost. Then without warning Ted jumped from Scootaloo's hoof nearly eight yards from Midnight causing Midnight to scream out like a little filly.

XXX

*BOOM*

"My goodness, what was that blast? It sounded as if it came from the path." Zecora spoke as she exited her home, quickly heading toward the sound nearby.

As she rounded a bend in the treeline she gasped at what she saw. Three little fillies standing side by side, fur charred slightly and black almost all over. A little black Alicorn standing a few yards away, his horn lit up as little lightning bolts sparked from it. Zecora finally recognizing the three fillies took a protective stance in front of them giving a loud snort toward the small Alicorn.

"How dare you attack these three?! Quick girls, Stay behind me!" She shouted lowering her head to charge the Alicorn.

"Wait Zecora. He didn't mean to hurt us." Sweetiebelle shouted moving in front of her quickly to Midnight's side.

Zecora stood up a little shocked at the sudden circumstance.

"Stand away from his horn of static, did you not see he attacked with magic?" She spoke defensively trying to get Sweetiebelle to move back behind her.

"No Zecora. He's our uncle. He just got scared from a spider is all." Applebloom spoke out as she and Scootaloo trotted over in front of the still shaking Alicorn.

Zecora cocked her head to the side for a moment before letting out a laugh.

"This young one is your Uncle you say. But such a word cannot stay. For he looks not much older than you. To be your Uncle would mean he has married a few." She smiled at the little colt causing him to blink, coming back to his senses.

"Huh? What happened?! Where is that eight legged demon!?" He shouted hunkering down looking all around himself.

Zecora look at the three fillies in question.

"He saw a spider and flipped out." Scootaloo giggled.

"Yea, WAY out." Sweetiebelle groaned looking at her singed fur.

XXX

After some calming down and several apologies. They made it to Zecora's without further incident. (it was about fifty yards away around the tree line)

"So you've come to seek my teaching, For this you have been pleading." Zecora waved to several books nearby and a shelf full of potions and ingredients.

"Yea, we were wanting teh get our Cutiemarks in potion making." Applebloom smiled causing Zecora to flinch slightly.

"But this time we can take our time and read about the ingredients." Scootaloo said picking up a book as she began to read.

Midnight picked up a book with his magic using the scan spell he had used on countless other books catching Zecora's attention.

"What is that you have done there? My books are fragile, do you not care?" She croaked out grabbing the book away as he finished the scan.

"My apologies Ms. Zecora. I just used a scan spell on the book to learn its contents. If I did any damage to it by using magic, I am sorry, I should have asked first." He said recoiling slightly from her gaze.

Zecora cocked an eyebrow at him lowering her head pressing a sideways glance to him. Her eye tracing his tiny frame down and then back up.

"You speak as a seasoned one, but your size is that of a young one. Prey tell you let me in on your guise, as I cannot tell with mine own eyes."

"Uh......... What?" Midnight asked rather confused, the zebra before him scoffing in annoyance turning to Applebloom.

"She means, you sound like and adult but look like a child, and wants to know why you talk as if your older." Applebloom smiled before turning back to the book she was reading.

"Oh." Midnight said smiling to the Zebra. "Sorry about that, I'm not to good with rhymes and deciphers."

Zecora let out an annoyed snort at the comment but kept listening as he began.

"Twilight Sparkle cast an old reversion spell on me. It turned me from an adult Alicorn into what you see now. However I kept my mental age in tact. I guess it was just a physical reversion spell." Causing the Zebra to nod, understanding.

"Twilight Sparkle is a dear friend. For she is one I would never offend. Her magic is powerful in fact. I feel pity for those who come across her dark path." Zecora chuckled.

The rest of the evening went as it already was. Midnight getting to know the Zebra and finally getting the hang of her rhyming speech. Even trying to do his own rhyming, only to fail miserably causing the four ladies to laugh at his expense.

The evening approached quickly as the Cutie Mark Crusaders and their tiny Uncle made their way back home. Not before Zecora asked for a lock of the young Alicorns mane which was actually a large chunk. She of course thanked him for his generosity by giving him a special potion, telling him to only use it when all other hope has been lost. Although he didn't think much of that particular phrase. It would never hurt to hold onto it.

XXX

"It is getting rather late young one. Do you not want to test your new found power?" Shadowhunter hissed sweetly into the air around Hazel.

"Not right now. My parents will be home any minute and I really don't want to upset them anymore." She sighed feeling defeated.

"But you have power now to do what you want. Would you let them continue to boss you around?" It spoke in a devilishly concerned voice.

"They are my parent's, they take care of me." she sighed again.

"But what have they done to you today? Bossed you around? Told you to stay at home or else face a harsh punishment? Then leave you to yourself, only to expect you to disobey them so they can laugh while punishing you again and again?" He cooed to her causing her to stiffen up a little in anger at the thought.

"You think they left me here on purpose to see if I would leave the house?" She asked looking to her shadow as it danced slightly in front of her.

"Oh yeeesssssssss, I bet they even had one of your neighbors spying on you so they could tell them that you had left your home, just so they could punish you more. Such sadist's, preying on their only child as if you were a mistake to them." Shadow smiled wickedly as the young filly flinched. her mane and coat bristling slightly. Her tone now becoming filled with anger.

"A mistake?! They would never say that." She growled at the shadow as tears began to well up in her eyes.

"Please young one, I meant no disrespect. I seek to only tell you the truth. If you would like, we can listen to them later tonight when they think you are asleep." It grinned again recoiling slightly as if afraid of the filly as she glared at him.

"W-we can do that?" she asked.

"Yesss YESSSSSS! You can meld into the shadow, using it as a cloak. No one will see you, but you can see them. Let us wait until they think you are asleep, then we can spy on them. Listen to them. Hear what they think about you." He grinned slyly as he stopped suddenly from a sound at the door.

"Hazel dear? Are you still here?" He mother shouted as she entered the home.

Hazel glared silently as she headed toward the living room where her parents had just come in through the front door.

"I told you she would run out while we were gone." Her father grumbled.

"I'm right here." Hazel announced startling her parents causing them to jump slightly as they whirled around. "And no I didn't leave the house Daddy." She grumbled.

"Good girl, I'm glad you learn your lesson from last time." He smirked as he headed into the next room.

Hazel remembered the last time she disobeyed her father. He had summoned an etheral whip and struck her several times with it as punishment. Her mother had to stop him before he brought blood.

"Go on to bed dear. Ill talk with your father." Hazels mother said as she past the young filly following the stallion.

"I'm going to bed." Hazel shouted as she trotted upstairs into her room. She closed the door just hard enough for those downstairs to hear it. She waited for a minute before hearing the soft steps of hooves on the wooden floor. She slid under her cover pretending to be asleep as her mother opened the door. the light from the hall cascading onto the young filly as she lay there in her bed. The door closed without sound eclipsing the room in darkness once again. The shadow gave himself an inner chuckle as part of him detached from the filly quickly slinking its ways downstairs and into the kitchen were her parents were. The air became cold very quickly as it entered into the kitchen causing the elder ponies to see there breath.

"Did it just get colder in here?" The father asked looking up from his paper to see the mother staring in horror at a black shadow as it grinned wickedly before flicking off the light switch.

As soon as the room was enveloped in darkness the shadow had full control over anything that it touched. It quickly enveloped the two parents before they could scream. Seeping into their mouths as they tried to scream only to hold their vocal cords making them breath out in horror as it balled up in there lungs. They struggled hard but quickly succumbed to death as it tore their breath away.

"Your bodies, now belong to me." The shadow snickered as the lifeless bodies twitched for a moment. their eyes opening revealing a severely glazed look upon them.

"We are at your service master." They spoke softly in unison.

The shadow smiled again waving to the living room. "You know what to do."

They unsteadily trotted into the living room taking a seat across from one another as the shadow melded back into Hazels room.

"I believe it is time. They think you are asleep young one." The shadow whispered to her as she lay in bed awaiting his signal.

Without further explanation she melded through the darkness under her cover into a shadow lingering in the living room. She listened closely as her parents spoke.

"I tell you honey, we should never have adopted that little runt." Her father growled crushing his newspaper in frustration and tossing it across the room.

"I'm beginning to think you were right. She has done nothing but get in trouble with those colts since we put her in that new school. We should consider taking her back to the orphanage." Her mother spoke.

Hazel's mouth dropped as tears welled up in her eyes. She spoke softly to herself. "I-I was adopted? But when?"

"You remember the day we got her? She was just a foal, she was so cute. What happened? She turned into this little bitch." Her father growled again in frustration.

Hazel at that moment began to get angry. She could feel her rage slowly building.

"I don't think we could take her back. It has been years after all. The only thing we could do is kill her and make it look like an accident." Her mother said causing the filly to burn with rage further.

"Kill me?! Those bucking pieces of........" Haze stopped as they stood from the couch walking to the stairs. listening to them.

"Might as well get it over with. We can rest easy tonight once she is out of our mane." The father laughed heading toward the stares.

"Hazels fury burst forth as she erupted from the shadows. Black tendrils waving around her.

"KILL ME!?" She shouted causing her parents to gasp loudly turning to her. "Not before I kill YOU!?" She grinned as her eyes glowed crimson red. Shadows bolted up from all angles piercing her parents like hot knives through butter. They retracted quickly, the bodies falling limply to the floor. Their lives extinguished before they hit the floor.

Hazel stood there breathing hard as tears fell from her face onto the floor. The realization hitting her as she snuffed her parents lives from the world. She stopped crying looking up to their lifeless corpses. She spat at them in disgust.

"You weren't my parent's, My true parent's never even cared for me. They put me in a bucking orphanage. Noone cares about me. " She said lowering her head feeling nothing but sorrow.

"I care for you my little one." The shadow hiss lifting her chin up to stare into his glowing red eyes.

"All you have to do is allow me to take you as my own. I will forever be yours to command. Just give yourself to me and everything will be your, dream come true." It hissed happily as the young mares eyes began to glow. She slowly spoke out.

"Y-yes............ you can have me. I am yours." She spoke.

As the last syllable left her lips the shadow engulfed her, taking her very life as his own. A loud cackle escaping them both as they became one. The little filly smiled revealing a crimson red running from her mouth, like dripping blood. Her eyes aglow as if on fire, but it wasn't a bright glow. It was as if it sucked the light right into them. smothering it in their depth of darkness. The beast stopped giving a wide smile as it spoke.

"Time to make a few more playmates." It hissed as if multiple voices spoke in unison. It vanished, melding into the darkness of the room, letting the light from the lamp take hold of the room once again as it flickered a few times before burning out with an audible pop. The fallen bodies of Hazels parents followed the shadow as it melded away from the light in the room.

52. A new Evil............ (part 5)

The day had finally finished, the sun set, and everypony in bed. All except for Midnight who was looking at himself in the mirror. Zecora had cut a third of his mane off from the lower portion of his neck, moving away at a slant as it went higher onto his head. Although the top portion was still to long for it to stick up by itself, it swayed slightly back and forth. Not entirely standing up, but not falling completely down either. He gave a sigh before putting down the mirror.

"Guess it'll be just for the week as well. At least I helped out Zecora. She did say that an Alicorns mane before it turns ethereal holds an extremely potent magic. Almost pure magic at its base form. " He smirked looking his new haircut over one final time before heading back to the couch.

He gave a yawn as he began to climb onto the couch, nosing his way under the cover he blinked as he bumped into something. He focused still pressing his nose to whatever was in front of him, gasping as he pulled back. The cover flung back over a furiously blushing unicorn.

"Sweetiebelle?!" He croaked in surprise seeing her blushing face. "What are you doing on the couch again?"

"I'm sorry, I'm just cold, and lonely." She pouted pulling the cover around her.

"I thought we all discussed this." Midnight spoke remembering their talk the previous day before leaving the boutique.

"I know, but Rarity keeps turning the heat down and she still won't let me sleep with her." She pouted giving Midnight a pleading look.

"UGH! I swear, if Rarity jumps on me again over this I'm just going to tell her that you must have snuck onto the couch while I was asleep. That understood?" He said giving her a serious look.

Sweetiebelle nodded happily lifting the covers for Midnight to hop under them. Climbing up onto the couch reluctantly, her lay down getting comfortable. His head laying on a body pillow (snuggle pillow) so that Sweetie could also use it as one for herself. He gave a yawn pulling the regular pillow he used to sleep on into his embrace turning his back to Sweetiebelle. She snuggled up to his back. He tensed slightly feeling her breath on the back of his neck and shortened mane. He started to say something, but her warmth along with his made the couch feel all that more comfortable. He gave a yawn before his eyes slowly closed. his mind wandering to the threshold of the dreamworld.

XXX

Morning arrived within an instant for Midnight. He gave a yawn as he began to blink the sleep away from the nights rest. He took in another deep breath through his nose but stopped as something tickled his nose causing him to sneeze.

"That smells like lavender and honeydew." He thought to himself as his body began to wake as well, feeling something in his embrace. He snuggled what he thought was his body pillow closer, his wings already wrapped around what he was holding in his arms. He gave another yawn but stopped as he felt his body pillow move. He looked down quickly seeing Sweetiebelle looking up at him, her face flushing bright red, a sweet smile spread across her face. He slowly removed his grip from her as he began to withdraw.

"I'm sorryYYYY!" He squeaked out as Sweetiebelle pulled him back to her causing him to go rigid.

"Don't leave." She spoke softly pressing her face into his chest.

He relaxed a little wrapping his arms back around the filly, resting his head onto his pillow once again. He felt her sigh happily snuggling into him.

"Ain't they just the cutest thing." AJ spoke out causing the Sweetiebelle and Midnight to bolt upright. Fur and manes (and wings) extended to full attention as they looked at the giggling trio in front of them.

"I must say, even though he is to be my betrothed, seeing him as a colt cuddled up with my baby sister is rather cute." Rarity giggled holding a hoof in front of her slightly blushing face.

"Yea, the poor colt is wrapped around her hoof." RD smirked giving Sweetiebelle a nudge, only causing her to blush furiously.

"What. The. Hell?!" Midnight finally spurted out causing them to laugh. Sweetie ducked quietly under the covers wrapping herself in a cocoon to try and block out the world of embarrassment.

"Now now Midnight, That is hardly the language for a young colt to use." Rarity smirked, causing him to gawk at her.

"You have got to be shimmmmmMMMPH!" He began but was interrupted as a bar of soap found a spot in his mouth. He gagged for a moment before spitting it out.

"PLEGH! SERIOUSLY WHAT THE FUUUuuuuuuu........." He stopped for a moment looking to the door seeing Pinkie Pie limping in splattered with blood.

Upon watching Midnights sudden freeze the others trained their attention onto the door seeing Pinkie, who quickly collapsed onto the floor.

"PINKIE! They all shouted in unison coming to her aid quickly. Upon examination, her mane had completely deflated. She had no visible wounds at all. But she was covered in large splotches of blood. The leg she was limping on seemed to be bruised and sprained. He face held the expression of terror as her tried to talk.

"Pinkie, what happened? Can you tell us?" Rainbow Dash asked lifting her up slightly and placing her head onto her lap.

"T-the Cakes............. I d-don't know what happened............" She began before her eyes went wide with horror. She snapped up holding RD at arms length. "The foals!? I forgot about them!?" She screamed as she bolted upright galloping out the door with a limp, only making a few steps before she hit the dirt hard with a slight pained yelp. She pulled her foreleg up to her chest giving a hiss as she took in a breath.

"I don't know whats going on, but Rarity, you stay here with Sweetiebelle. Lock the door and don't open it for anyone you don't know. You two come with me." He nodded to AJ and RD as he used his magic to pick up Pinkie as he flew past her out the door.

Rarity sat in shock for a moment before Sweetiebelle came to her side hugging her.

"What's going on sis?" She asked looking up to Rarity with pleading eyes. Rarity looking down into her eyes, tears welling up in her own.

"I'm not sure Sweetie, but Midnight will find out." She sniffed holding her sister close.

XXX

Midnight, AJ, and RD made it to Sugar cube corner within just a minutes gallop from the boutique. The door lay open, the lights completely out. They stopped just outside, Midnight setting Pinkie down on her haunches as he began.

"Ok Pinkie, before I go in, please, if you can tell me anything, do it now." He said holding Pinkies face in his hooves, his eyes piercing hers with determination.

"I stayed at Fluttershy's last night, and when I came home the door was unlocked. T-the cakes never leave the door open if they have the foals. B-but when I went inside my knee got super pinchy. I went upstairs super quiet. I head some noise coming from their room. It didn't sound like anything I heard before. I pressed my ear to the door listening. All I could hear was loud gasping. Like they were really scared and couldn't scream."

Midnight looked to the others for a moment, a blush on his face as they had all thought the same thing. The Cakes had left the door unlocked by accident in their hurry to get a morning quickie. But before Midnight could say anything, Pinkie continued.

"I kept listening until I heard somepony talking, but the voice was really scarey. It sounded like a stallion and mare talking at the same time, but in a really creepy tone. I peeked through the key hole to see Mr. and Mrs. Cake floating in the air like something was holding them there, but it was so dark in the room I couldn't see what it was. The next thing that happened I saw them fall to the floor. I ran inside thinking they were hurt. But as soon as I opened the door and turned on the light, they were standing there looking at me as if nothing happened. Then they.......... they......." Pinkie began to shake violently, curling up into a fetal position.

"You girls find out the rest. I'm going to get the foals." Midnight spoke out rushing into the house/bakery, his horn alight with magic at the ready.

"They, they, they smiled at me................ they pulled out knives and began stabbing each other." Pinkie began to cry hard. her violent shaking suddenly came to a halt as she passed out, laying there limply on the ground. RD and AJ looked at each other in horror, then to the house as Midnight came out carrying the two foals in his magical grasp, both giggling happily. He placed them in a side saddle holster onto AJ as he rushed back in.

"Midnight?" AJ yelled catching his attention. He looked back with an icy stare causing AJ and RD to freeze.

"Stay there, and no matter what you hear, don't come in." He growled.

AJ and RD looked at each other, worry spread across their faces as they sat there. Waiting. Watching.

XXX

Midnight entered the bakery, his horn ablaze and ready to attack and defend. Before going any further inside he cast a shield spell around himself to keep any attacks at bay, be it magical or other. His horn kept glowing as he used the light from it to help guide his way. Creeping quietly up the stairs as he did before to get the foals, he made it to the Cakes bedroom at the far end of the hall. He pressed his ear to the door listening, waiting.

'No sounds.' He thought to himself as he pressed the door open quickly. Flipping the light switch on he gave a gasp back peddling slightly as he looked around the room. Blood covered almost every inch of the room. The air stinking of death and decay. He gave a slight gag at the smell looking around.

*SLAM* *PING PING PING*

He turned around quickly hearing the door slam, something hitting against his shield several times as he did so.

"Who's there?! Show yourself!" He yelled as the light's suddenly went out. His horn began to glow brightly as he whipped around looking in every direction trying to find the pony responsible for assaulting him and the Cakes.

*PING*

A spark erupted from the hit sending Midnight back a few steps as he regained his bearings.

"So.......... An Alicorn shows himself, prepared for battle?" That is unusual for this plane." A duotone voice spoke out from all around the room.

"Who are you? What have you done to the Cakes?" Midnight snapped looking around still yet.

"The Cakes? Oh you mean these two." The voice hissed happily as the Cakes rose from the shadows in the floor. Both smiling at Midnight.

"Are you two ok?" Midnight asked as he advanced toward them.

"Why we've never been better." Mr. Cake smiled. Mrs Cake joining in the smile.

"Let's get you two out of here." He said walking up to them, his vision still looking around the room for the voice.

*CLANG*

Midnight looked up as a knife bounced off of his shield, held between Mr. Cakes fore hooves.

"Mr. Cake? What's gotten into you?" Midnight shouted backing up and running into Mrs. Cake.

*CLANG*

She attempted to stab Midnight as well. He backed away from them as the smiled at him, advancing on him through the darkness.

"I don't want to hurt you two but I will if I have to stop you." He started but stopped as blood began to run from wounds all over the two Cakes. His eyes went wide seeing the amount of blood hitting the floor as it ran from their cuts.

"You will be our next victim young Alicorn. Your form will make us invincible." The darkness hissed as the cakes lunged ad Midnight.

"Over my dead body!" Midnight's horn erupted as magical light filled the room pressing through every crack, Shattering the windows as all darkness faded from sight.

"NOOOOOOOOOOOOOOOOO!!!!!!!!!" The voice shouted as the light surpassed the dark.

After a moment Midnight looked around the room seeing Mr. and Mrs. Cake, both bleeding badly as they lay on the floor in a heap. At their side a small unicorn filly, out cold as well. He gathered them up with his levitation magic, placing a shield around them as he headed down the stairs and outside. Many ponies had gathered from seeing Pinkie covered in blood and the light that had shattered the upstairs windows to Sugar Cube Corner. Many gasped seeing the bloody bodies of the Cakes. Some loosing their lunch. Others fainting.

"RD get me a spell book on severe injury healing from Twilight, now!" Midnight shouted causing RD to freeze at the sight of the Cakes.

"RAINBOW!" Midnight shouted causing the ground to quake.

She looked to him then took off toward the library. Within only seconds she came back with the book tossing it into Midnights magical grasp.

He lay the Cakes down on the ground as he scanned the book. The spells erupting into his memory.

"Dammit. Only one spell will work in this book, and this is going to fucking suck." Midnight growled as his horn lit up with magic, lifting the Cakes up form the ground, their wounds began to heal quickly. Blood began to disappear from them, wounds disappearing. Midnight let out a pained scream as he writhed in the air with them.

*drip*

*drip drip*

*DRIP*

Blood began to seep from Midnights body as he screamed out.

"NIGHT!" AJ shouted in horror seeing the wounds open up on Midnight. After a few more seconds the Cakes fell softly to the ground completely healed, out cold and alive. Midnight wasn't as lucky. He landed on his hooves shakily as he grimaced in pain. His horn flaring up with magic again as the wounds began to very slowly close up.

"That was actually worse than I thought." Midnight gave a soft chuckle, only to grimace in pain once again as the healing magic slowly began to heal him once again.

"What was that spell?" RD asked looking to Midnight in horror.

"It was a spell called devotion. It removes any wounds from the pony it is cast on and gives one tenth of the damage to the caster. Unfortunately *wince* the wounds were far worse than I thought." He fell to his haunches breathing through pained breaths as his wounds healed quickly. little scars peppering his tiny frame as a reminder of the wounds.

"What happened?" Twilight shouted as she made it to the area RD had flown to. She looked seeing the blood on the ground but no blood on any ponies. She gagged at the smell.

"Midnight just rescued the Cakes and some filly form something. They were hurt a might bad." AJ said as Twilight walked up to the Alicorn colt.

"Something was up there. I don't know what it was, but I couldn't see it at all. It managed to attack me without me seeing it. Lucky for me I had a shield up. The Cakes weren't so lucky. I think whatever it was........." He was cut short by Pinky as she raised her head, her mane and tail still flat.

"It killed them, or made them kill each other." Everypony gasped in horror at what Pinky had just said.

"I watched them stab each other, laughing the entire time. They smiled at me then fell to the floor bleeding." Pinky began to wail uncontrollably. curling up into a ball again as tears fell from her face.

"Pinky, the Cakes are fine now, see." Midnight trotted over into her vision pointing a hoof to the now sleeping Cakes.

Pinky bolted upright and over to them checking every inch of them. "they're ok." She spoke softly falling to her haunches, her hair inflating again as tears of joy came out. She looked around for a moment.

"What happened? How did they?" She began as Midnight spoke out.

"I healed them, and it hurt like a biiiIIIII!" He squeaked out as Pinky picked him up hugging him, whispering thankyou repeatedly to him. Midnight smiled giving her a gentle hug back, stroking her mane softly.

"What happened here Midnight? Why are you covered in scars?" Twilight asked quietly over the crying Pinkie Pie.

XXX

Midnight filled Twilight and everypony else in on what had happened. Twilight rushed back to the library without word. After a few minutes a bright flash erupted from just above Ponyville as Celestia appeared in an array of light. All ponies bowed as she landed.

"What has happened here?" Celestia asked as she came up to Midnight.

After a brief explanation Celestia trotted quietly over to the little filly unicorn. She gently nudged her to try and awake her.

"Uh...........huh? What happened? Were's my shadow?" Hazel had awakened finally looking around, her gaze fell upon a regal set of hooves causing her to look up at the sun princess in awe.

"Shadow?" She asked looking surprised at the filly causing her to recoil. She stood up glaring at the princess for a moment but stopped as she noticed none of her powers were working, not even her magic.

"Little one! Explain yourself." Celestia bellowed causing the filly to back peddle and attempt to run. Celestia teleported into her path causing her to crash into Celestia's leg and fall back looking up at her in horror.

"You will explain." Celestia glared at the filly for a moment as her horn glowed pressing it to the filly's head. She pulled back gasping aloud and falling to her haunches, a look of sheer terror on her face as she began to shake.

"Tia!?" Midnight shouted running over to her. The little filly attempted to run but was snatched up by Midnight as he looked up to the sun princess.

"It has returned." Celestia began to cry. Golden tears falling from her eyes as she curled up onto the ground.

Everyone looked to her as Midnight looked up speaking softly to her.

"Please Tia. What has returned?" He asked causing her to look at him, and then around the group of ponies that were all awaiting an answer.

53. A new Evil............ (part 6)

Celestia had called an emergency meeting at Twilight's library, as it was the closest spot to fill the bearers of the Elements of harmony in on what has come to pass. The mane six, Midnight, Hazel, and the Captain of the Royal guard had assembled there to be briefed. Celestia looked around to the chattering ponies clearing her throat to gain their attention as she began.

"My little ponies. I am afraid that an evil far greater in power than anything you have ever known has come to this world. Shadow Hunter has once again shown itself. Now before you ask your questions, please listen to what I have to say." She began as she looked around the room, all eyes trained on her as she picked up again.

"Shadow hunter is an evil far older and far more powerful than myself. I honestly do not know of it's origin. But I had the disadvantage of coming across its path eons ago when I was very young. I had just ascended into adulthood. I had just turned twenty when this abomination found its way into my world. It started out as it did today. A few ponies loosing their lives. Then as night fell, the number of deaths doubled each night until I was the only one left. Every single living thing on the planet had perished within only a few weeks. All life including the plants and animals died. But not as you know it. Their bodies roamed the world in search of prey. I managed to find a very small group of ponies that had survived. There were about fifty. I left the planet with them in tow within my magic. They watched as I forced the planet into the sun, killing off the evil and setting the dead free from it's plight.

"Over the next few days we scoured the solar system. A few ponies died within my care during that time, but we finally found a new home. This world. We started anew, bringing forth new lives into the world. The world had already been inhabited by several sentient species. We were alien to them, but over time gained their trust. It has been five thousand years since that monster has shown itself." Celestia began to cry again, falling to her haunches. Midnight as well as the rest coming to her side.

"I'm alright." She spoke as she continued. "I had asked the ponies how they came to survive. All of them were quite young. They stated they were not sure but over time I came to find out about the Shadow Hunters weakness. They were all innocent in every way. To young to be corrupted by the plagues of the world. Never having been in a relationship. Just pure and innocent. The shadow cannot manipulate such innocence."

"But what about me?" Hazel interrupted causing all eyes to fall on her.

"What do you mean child?" Celestia asked.

"The shadow took over my body because I gave it to him. How am I not dead along with my retched parents." She snapped causing the princess and others to recoil.

"Child, the Shadow will manipulate you and others that are innocent into doing it's bidding. When you gave yourself to it, it's power increased. But part of you still held on to the hope that what it said to you was a lie. That alone kept it from taking over fully. If you, or any of you ever meet it, get to the light as quickly as possible. Do not listen to it or anything it says. It will all be lies to sway you to its side. Once you have become one with it. You may not be able to get free." Celestia exclaimed.

"Then how did I get free?" Hazel added causing Celestia to stare at her in confusion.

"I do not know. Midnight, what happened in there exactly.?" Celestia asked looking to the tiny Alicorn.

XXX

After an explanation to the princess she hummed in thought.

"I take it that the spell cast on you Midnight, reverted your body back to its stage of innocence. This will give us a fighting chance against the monster. However I am not immune to its wrath. I will remain under guard at all times, I must keep the rotation of the sun constant so that the plant life will not perish on either side of the world. I know that during the night the shadow will grow stronger and ponies will continue to die. However I believe that we can revive them as long as they are held by the Shadow Hunter."

"What about the Cake's?" Pinky asked.

"Although they have not yet awakened, time will tell what will happen. For the time being, everypony remain in the light. I will have a set of unicorn guards stationed here in Ponyville to keep magical light orbs all around to keep the shadows at bay. As for you young one." Celestia glared at Hazel causing her to whimper.

"You will show me how you found the shadow." She growled.

"What if I don't wanna." She attempted to stand up for herself. She soon found out how big of a mistake she made as Celestia rose slowly, an eery red glow about her. Her horn slowly ignited in a red aura, her eyes glowing a bright white as she wrapped the young filly in her grasp of magic. She slowly pulled the screaming filly toward her face as she spoke, venom and ice dripping with mirth from her voice as she spoke, everypony in the room recoiling from her.

"You listen to me you little whelp. That shadow killed an entire planet and wanted more. I saved a hoof full of ponies to repopulate this planet when I wasn't much older than you. I have lived for five thousand years rebuilding my crushed species. I have seen your thoughts and what has happened to you. I can tell you that the shadow killed your parents before they did what happened in front of you. I am prepared to go to any extent in order to save this planet from that monsters wrath. If that means torturing you until you tell me what I want to know, or using forbidden magic to pry the memories from your skull, leaving you destroyed beyond repair. Then I will by all means do that to save my subjects. One life to save many."

"That's enough!" Midnight shouted causing Celestia to snap her attention to him, forgetting about the filly she dropped her to the floor. Hazel quickly running to the nearest pony, shaking with such fear that she wet herself.

"What was that you little runt?" Celestia spoke again, venom dripping from her voice as she neared the tiny Alicorn.

"I said that is enough. The young one will bare the information in time. You do not *GACK*" Midnight was cut short as Celestia grabbed a hold of him around the neck with her magic lifting him off the ground, squeezing gently to prove her point as she spoke, bringing him to just in front of her face, he flailed wildly trying to remove the choking grasp.

"You above all know that time is one thing we do not have. Even now as my sister raises the moon, the shadow kills, growing stronger at each passing second."

*WAP*

Celestia's face quickly turned to the side, a look of utter shock on her face as she slowly turned back to see who had hit her. She gasped softly seeing the pony who had magically slapped her to her senses. Dropping Midnight from her choke hold.

"T-Twilight?" She spoke rubbing her sore jaw. Twilight had tears streaming down her face as she walked up to the princess pulling her into a warm embrace.

"P-please princess. I know it's hard. B-but please stay calm. I am sure we can find a way through this together.." She sobbed softly into her chest. Celestia wrapping her own hooves and wings around Twilight as they set there for a moment.

Celestia looked back up, determination chiseled into her face as she began.

"Please forgive me everypony. I know we must go to whatever lengths to save this planet and every living thing on it. But if I harm one of my subjects in order to do so. Then I am no better than the shadow."

XXX

After the meeting had taken place and strategies discussed. It was decided that Shining Armor would lead the towns Unicorn guard. There would be two shifts through the night. Each guard casting a special light spell that would reflect off of any surface and cascade its light into every direction. The town looked as if it was radiating light from Canterlot. The spell also prevented unwanted teleportation or phase shifting from one place to another. It would keep the shadow at bay for the time being. However. Once daylight returned though, the spell would be of no use as normal daylight would overpower the magical light.

Celestia had returned to the castle to continue working on other plans to try and stop the Shadow Hunter. Midnight and the girls had all stayed at the library talking things over to see if they could come up with any plans. They had fell asleep late in the night and awoke early. Everypony, with only a few hours sleep at most, was in no mood to fight that day. Many mixed feelings and signals were given that morning by each of them. Pinkie had been the worst of the bunch, having already lost her adoptive parents, the Cakes. However she found more courage in herself than she thought as she took care of the foals. Midnight coordinated many of the tasks during the day, Twilight at his side with her checklist of the things that needed to be done. Rarity, Applejack and Fluttershy stayed with the Cutie Mark Crusaders, whom wanted to continue crusading despite the risks that were outside awaiting them. Rainbow Dash was flying perimeter checks all over Ponyville looking for anything strange.

Everything seemed to be going smoothly. That is, until Dash busted in through the Libraries front door.

"We have a problem!" Dash yelled as she flew through the front door to the library, scaring everypony inside.

Midnight strode up in his tiny form. "What's going on?" As the others came to attention as well.

"There is a lot of movement in the Everfree forest. I was doing my rounds when I noticed a clearing that was occupied by a lot of wildlife. Including a Manticore. They were all gathered in a pile in the middle of the clearing looking out into the forest. I circled a few times before they noticed me. I was going to land near them but as I got closer I looked into the forest seeing a ton of darkness and glowing red stuff." She spoke breathlessly as everypony listened.

"This is not good, it's going after all the weaker species first. fighting them one on one won't be a problem, but fighting an army of them is suicide. Twilight, you and the others stay here and formulate a plan. Fluttershy I'll need you with me. Your ability to talk to animals will make this far less troubling. Dash continue your perimeter checks. Report anything you see out of the ordinary." Midnight spoke as he headed toward the door. He stopped as his magic grasped the handle opening the door a little. Looking back he saw a pink tail poking out from some pillows on the couch.

"Fluttershy, come on. we need to get going." He yelled causing her to dig further into the couch, shaking violently in fear.

He turned heading back to the couch. "Shy, we need to get going. I know you're scared but if we don't hurry then those animals and anything else in that open area will be swept up by the Shadow. I will protect you so please don't worry."

Midnight sat next to the shivering yellow Pegasus as she pulled her head from the couch. Gently wiping a tear from her face she looked to Midnight, Her scared expression turning to determination as she spoke.

"Let's go save those animals." She spoke out proudly flaring her wings but then hunching down slightly as she continued.
"Um........ if that's ok with you."

Midnight sighed grabbing her up in his magic as he bolted out the door taking flight Fluttershy giving a soft scream as she was dragged along through the air. Dash close behind them.

XXX

They arrived together flying above the glade of open land that Dash had discovered. It was roughly fifty feet in diameter and all of the animals were in the direct center. The sun was still high in the sky as they slowly landed near the animals whom were all shaking in fear. The manticore and bear that was in the ground stepped forward growling loudly taking a defensive stance.

"Oh my, I've never known manticores to be protective of other creatures. This is odd. And bears don't like manticores either. Something terrible must have happened in order for them to stay like this." Fluttershy spoke as she headed toward the group slowly.

"I don't think approaching them is a good idea Shy." Midnight spoke as he looked around the perimeter of the glade where the forest sprouted up. An endless moving shadow ran around them. never once moving into the light. Sounds of dieing animals filled the air as Fluttershy moved closer to the group in the center of the glade.

"It's ok, we're here to help. We need to get everyone to safety. But in order to do that you need to let us help you." Shy spoke quiet and calm easing the tension in the air. The manticore came forward giving her a slight sniff, it began to purr quietly as it gave her a gentle lick. She gave a slight giggle then looked to the bear who gave her a sniff and gentle nudge with its snout. All of the animals came forward surrounding her. They stopped for a moment as Midnight began to walk toward Fluttershy, all giving a low growl making him stop.

"It's ok everyone, He is here to help me." She spoke causing the mob of animals to sit back down, awaiting for thier safe departure.

"Alright everyone. I'm going to lift us all into the air and fly us back into town. I don't know if any of you have experienced magic or not but please, do not panic while we are in the air." Midnight spoke as his horn began to glow. A roar escaped the forest as he did so causing them all to look back, seeing a large shadow running forth from the treeline into the light, charging at them with untold fury.

"No you don't!" Midnight shouted as he whipped around fast, his horn slicing through the air send a large white sickle through the air crashing into the shadow and splitting it in half. The shadow evaporated quickly from the being that it held captive. The captive was only there for a moment as it began to quickly evaporate as well. It was a large dark grey wolf.

Another roar escaped the forest as many more began to rush forward from the darkness into the light.

"Time to go!" Midnight shouted as his magic grabbed every living thing in the group and launched himself with them into the air, just barely in time as the group of shadows closed in slamming into each other in the sunlight. Everyone looked down at the field of shadows as they began to evaporate into the air. The bodies strewn about as if they had all just up and died as the shadows melted away from the forms. Midnight looked in disbelief at them as he noticed one of the forms crawling back toward the shadows. It didn't make it and soon evaporated as well. Midnight gave a sigh as he looked down toward the perimeter. The shadows all but gave up moving away and back into the forest.

XXX

Midnight arrived back in Ponyville with the small group of animals, upon setting them onto the ground they all marched over giving the little Alicorn so well deserve love as the chittered/murred happily to be saved from the darkness.

"Alright everyone, lets get you into the the shelter." Fluttershy smiled as she led them away to a shelter that had been set up with a magical barrier to house and keep safe any who needed it.

Midnight made a quick B-line to the library to check in and see what was going on. Upon entering he saw nothing but chaos as everypony was running around and doing something. He made his way upstairs, seeing Twilight standing at a table with a sad look on her face looking down. As he arrived next to her he noticed the map she way looking at. It was a huge map of Equestria, The outline of the forest was marked in red while many areas were outlined in green, others in blue surrounding the green.

"What's going on Twi?" Midnight asked catching her attention.

"Celestia sent this map to me while you were gone to save those animals. It shows how much the Shadow Hunter has already taken control of, what areas are at risk and what areas remain safe from harm. As you can see, anything outline in red has been taken over. Anything outlined in blue has yet to be and possibly will be taken over. Anything in green is safe as long as a unicorn is present to cast the spell needed so that shadows cannot form."

"I thought shadows could form under any light as long as something was there to block the light." Midnight spoke rather confused.

"This spell makes a light orb that can penetrate and go through almost any object. As long as the the orbs are present, then no shadow can form and everything in that are will be illuminated. Celestia said it took her almost thirty years to make this spell and was very proud to show it to me. She even had small parchments with the spell on it so that it could be given to anypony who could use and cast magic." She smiled hoofing one of them to Midnight who immediately scanned it and cast the spell. A small white orb of light popped from the tip of his horn as it flew up to just a few feet above him. He looked down gasping as everything below him was covered in light, as if he wasn't there at all.

"This is amazing. We need to get this to every unicorn in Equestria as soon as possible." He spoke as he headed toward the stairs.

"It's already taken care of. The princess has already sent out an untold amount of these parchments to everypony in Equestria. Only non magic using beings will be susceptible to the shadow, and every magic user has been order to have the spell cast and in use twenty four seven, and to cast it on any and all creatures as well. This will stop the shadow before it can take over." She gave a determined smile as she spoke.

"That's good to hear, but what happens when night falls. I know that the spell will have a limited distance and casting that spell time after time will tire out the unicorns. Is there a way to just cast a huge one and destroy the shadow in one blow?"

"No, unfortunately the spell becomes unstable if the diameter goes beyond three yards. An orb cast at that size will also drain most of the magic from the caster. The illumination distance will be great but the spell will go out quickly. Usually within a few minutes, five minutes tops. The small the orb the longer it lasts. but only a specific amount can be cast at one time. That is the only drawbacks." Twilight informed causing Midnight to nod in understanding.

"Alright then. Let's get started with gathering all of the ponies and animals into the shelter. At least there we won't have to worry about them getting taken by the Shadow and its growing army. We can also cast the spell as a shield around Ponyville. I will need you to calculate the distance each orb will need to be in order to last a minimum of ten hours each. I'm going to do a perimeter check with Dash, check on Pinkie, and have a quick word with the princess. Ill be back before nightfall." Midnight spoke, getting confirming nod from Twilight.

54. A new Evil............ (part 7)

"Curse those wretched creatures, They may have saved that small group of animals, and even cost me a few of the ones I have already taken. But when the night falls, I shall show no mercy in obtaining their very souls, yeeeeesssssss." Shadow Hunter hissed loudly as he moved through the forest, careful to avoid any beams of light that happened to flow through the canopy of the Everfree forest.

He moved silently through the forest. Every inch of any shadow that touched the ground or living creature he could feel. It was as if the the entire shadow of the forest had become an extension of his very being. After a few minutes of capturing some other creatures he stopped for a moment in surprise. It's deep crimson eyes going wide for a moment before returning to slits, a smile of what seemed to be dripping blood curled up onto its face.

"My MY! What an excellent surprise this is." It cackled evilly as it melded into itself reappearing inside of a very dark cave near the far edge of the Everfree forest. The Shadow looked up at its next victim as it began to pull even more of its shadow unto itself, increasing its size exponentially. Its eyes now at least thirty feet wide as it looked down from the ceiling of the cave at its prey as it slept.

"You are truly the largest creature I have seen by far. Even your child is a remarkable size." It hissed happily looking from the Ursa Major to the Ursa Minor. The two celestial bears twinkling slightly in the darkness.

The shadow slowly began to envelope the two bears in its darkness. covering every inch of them, only leaving their faces untouched as it waited for the right moment to finish off its prey.

XXX

"Pinkie, how are you doing?" Midnight spoke as he trotted into the hospital room where the Cakes were resting.

"I'm doing better, I just wish the Cakes would wake up. The doctors just don't understand why they won't wake up. I-I wish they would......." Pinkie trailed off as another wave of tears came pouring from her eyes. Midnight trotted over to her standing up on his back legs as he looked up to her, spreading his arms wide offering a hug to the pink pony. She gave a slight sniffle and weak smile as she pulled the small Alicorn into her embrace, gently hugging him.

"Everything is going to be alright Pinkie. I give you my word that I will not rest until that monster has been removed from existence, and all those that it has hurt have been returned to normal." He spoke softly into her ear gently stroking her mane.

She pulled back giving the Alicorn a disheartened smile. "Thank you Midnight. You truly are the best friend a pony could have." She smiled kissing his forehead gently, then letting him hop back down to the floor. "Here, if you need me for anything just say my name out loud." He smiled as his horn began to glow softly. Pressing the tip of it gently toward Pinkie as a small flash erupted from it onto her. She Blinked a few times as her vision returned to normal.

"What was that?" She asked quietly.

"A communication spell. Go ahead and speak my name." He smirked as he stepped back a few spaces.

"Midnight Flame." She spoke quietly as she felt a slight jar to her head.

"Can you hear me Pinkie?" Midnight spoke, but not out loud.

Pinkie gasped as she could hear him but his mouth wasn't moving. "OMIGOSH!" She thought as she let out a gasp.

"Oh my gosh is right Pinkie." Midnight smirked.

"How far will this spell work to?" Pinkie thought.

"Any distance. And anyone with the spell cast on them will also work. If you wish to speak to more than one pony at a time, just say their names one after another. If you want to add them to the conversation just say Add and their name. If someone doesn't want to be heard they can speak, Silent to and the pony's name. They will become mute to that pony. There are a few other details about the spell, but overall it is great for long distant communications." Midnight thought, a smile spreading across his face.

"Cool. Ill let you know if the Cakes wake up. Also, the foals are in daycare in the hospital maternal wing. That way I can be here in case the Cakes wake up."

"Cool. Ill seeya around, Oh and if you need to end the conversation, just say end convo." He smirked as he spoke out the phrase ending the telepathic link.

"Later Pinkie." He smiled heading out the door.

"Now to find RD." He thought to himself as he headed out of the hospital.

Midnight looked up seeing the sun just past three fourths of the way to the horizon. He gave a shudder as he thought of what is to come upon nightfall. Leaping into the air and giving a hard flap to accelerate himself, he flew upwards toward the cloud line looking around as he came to a hover. After a quick look in all directions he could see a blue blur racing toward Ponyville.

"That can't be a good sign." He groaned heading toward RD.

XXX

"That took more effort than I thought it would." Shadow Hunter hissed in annoyance looking to the giant bear as it sat quietly awaiting its command. "It is a shame that the smaller one could not be taken and escaped. I shall find and kill it soon enough however." It smiled looking to the bear in front of it coated in a dark shadow.

"You will attack the town outside of the forest upon sunset. Destroy everything in sight. Kill anything that moves." It hissed again seeing the two bears nod in unison.

"Yessssssss, this will be most entertaining." It cackled loudly, its bellowing voice echoing throughout the cave in a thundering tone.

That was all that was needed though as Rainbow Dash had seen the shadows moving through the forest below and began to follow them to the cave from which the shadow entered. She hovered in the air outside of the cave and well above the tree line as she listened. After a few minutes there was a thunderous roar and the sound of a massive struggle. After roughly ten minutes the noise died down until a loud laughing was heard. She flew back toward Ponyville as fast as her wings could carry her.

As she made it back to Ponyville she saw Midnight heading toward her as she landed near the library.

"We have a big problem." Dash spoke as she breathed hard, attempting to catch her breath.

"I could tell by how fast you were going. What's going on?" Midnight asked trotting up to her as she headed into the library.

"Rainbow?" Twilight said as her attention came to the opening door of the library.

"I think the Shadow just captured something big." Dash spoke as she finally caught her breath.

"Big as in?" Midnight added.

"I'm not sure, but whatever it was it was in a huge cave on the edge of the Everfree forest."

Twilight gasped recoiling, she began to shake slightly as she talked.

"Did the cave have a huge open area in front of it?" Twilight asked.

Yea, why? Is that bad?" Dash spoke in a concerned tone.

Twilight fell to the floor shaking violently in fear, Midnight and Dash rushing to her side as she spoke.

"That cave was home to the Ursa Major and Ursa Minor. If the shadow has taken control of them. We may not have a chance to defend ourselves." She spoke as tears fell from her eyes.

"Oh crap." Midnight spoke as he recalled the story of the two beasts in part of one of the history books of Equestria he had scanned a while back. Comparing the size of each of the two beasts was nothing to laugh at. The Minor could be around seventy feet tall while the Major could reach two hundred fifty feet tall. He sat down for a moment before remembering the spell he had cast for Pinkie. After he explained the spell and how to operate it he cast it on Twilight and Dash. Advising Twilight to do the same to the other members of the group of six.

"I'm going to see the Princess. She will need to know about this." Midnight said as his horn lit up, and in a burst of light he vanished reappearing near Celestia in the castle.

"Tia, we have a problem." He shouted as he appeared causing the guards to bound forward protectively in front of the Princess. Celestia waved them off as Midnight approached in his tiny Alicorn body.

"What has happened?" She asked concerned.

"I have reason to believe that the Shadow has captured an Ursa Minor and Ursa Major. I need to know what we need to do at this point. That species is near extinction as it is. Being the size that they are and how powerful they are, if they are to......." Midnight was cut short as the princess raised a hoof to stop him.

"You have permission to take the lives of those already lost tot he shadow. If there is a way to save them then we need to use as little force as needed for their safe return. Please Midnight We must destroy this thing before it wipes out the entire planet." Celestia spoke, almost in tears.

Midnight nodded to her as he teleported back to Ponyville.

*RRRROOOOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRR*

"What the hell was that?!" Midnight shouted as he looked around inside the library only to see books and no pony in sight. He rushed outside freezing in fright at what he saw. The biggest fucking bear he had ever seen roaring like mad and roughly fifty feet tall standing right in front of him. He tried to move, tried to speak, even tried to piss himself but just couldn't He was frozen in awe and fear. That is until he saw a yellow and pink Pegasus flying up to the bears face. He gave a loud snort finding his protective instincts as he began to power up his horn attack.

"Wait a sec. It's still daylight." He stopped looking at the soon to set sun, then back to the bear who slowly sat down onto the ground with a ground shaking thud. Midnight looked up see Fluttershy trying her best to console the poor creature. He took flight moving next to her as she pet the giant crying bear.

"There there. It'll be ok little one." Fluttershy spoke in a soft voice looking into the Ursa Minors eyes. It gave a quiet rumble gargling sound causing Fluttershy to gasp slightly.

"We will try to save your mother little one. You can stay here in Ponyville until then." She spoke quietly as she led the giant bear toward a field just outside Sweet Apple Acres.

"Fluttershy, whats going on?" Midnight asked coming up to her as she led the bear on.

"This poor babies mother was taken by the shadow. It wants to help fight to get her back." She spoke looking back to see a determined look on the bears face. It giving a low growl in confirmation.

"Wow, I have to admit little guy, you scared me so bad I almost molted my wings." Midnight laughed nervously. The bear looked to Fluttershy who just smiled giving a little giggle, the bear gave a low chuckle shaking its head.

Midnight was taken aback for a moment as he continued talking. "You can understand me?"

The bear nodded as it continued following Fluttershy.

"Fantastic. I think you are our ace in the hole for the fight against your mother." Midnight smirked feeling confident once more.

The bear let out a slight snarl toward Midnight causing him to move away slightly.

"Don't worry. We won't hurt her. If I think to be true what I am thinking, then we can get your mother to return to normal without harming her. Just bare with me alright." He smirked at his pun, Fluttershy and the Minor shaking their heads disapprovingly.

"Sorry." Midnight squeaked rubbing the back of his head.

Upon arriving at the field outside Sweet Apple acres and setting up a plan for the possible events to unfold he cast the telepathic spell on the bear and Fluttershy, he headed toward the farmhouse were he could see Big Macintosh and Applejack setting up some equipment. He landed near them as he spoke.

"Whats up with this weird equipment you two?"

"Hey Night, This here's enchanted gear to ward off them Shadows. It's being distributed around Equestria by the princess' royal guard. All Earth ponies get it." AJ said as she pulled up the final pole. She went over to the base of it pressing her hoof to it. Upon coming in contact with her the pole ignited into a bright light. They all recoiled looking away as the light penetrated everything around them.

"Damn that's bright." Midnight shouted.

"Eeyup. an just in time to." Big Macintosh spoke pointing a hoof to the setting sun.

"Listen you two, I need to let you know about a couple things." Midnight spoke quickly filling them in on the Ursa Minor and the events that had unfolded earlier. He cast the telepathic spell on them letting them know how it works as well.

"Alright. I need to get back into town. If you need anything you know what to do." He said receiving a nod from the two as the looked toward him. He took of quickly toward the field where the Minor was casting the light orb spell many times and attaching them to the baby so that it could move freely with them as protection against the dark. After that he cast it On Fluttershy and himself as they flew back toward Ponyville. The setting sun causing their hearts to race with dread as the night was on the verge of becoming their last.

55. A new Evil............ (part 8)

The air was filled with the howls of the dead and dieing as the sun slowly fell below the horizon. Ponies all over stood guard watching the darkness creep up along the ground closer toward the town and Canterlot.

*CRASH*

"What was that?" Somepony shouted from behind the front line.

The audible sounds of trees snapping and crashing erupted from the forest as the sun finally dipped below the horizon.

"Stand your ground. As long as you remain in the light you will be safe." Midnight shouted as his horn glowed brightly sending out more light orbs, attaching to every living thing in Ponyville.

*SNAP CRASH*

The sound began to get closer as large footsteps began to sound off from within the forest. The sound slowed and the trees within the forest simply groaned aloud before snapping as what everypony feared finally showed itself from within the darkest depths of the forest. The Ursa Major pressed forth from the treeline, dripping blackness from its very being, it's eyes and maw run red with crimson darkness. It's mouth slowly opened as it reared back onto it's back legs lowering its head slightly as it let out a terrible roar causing a few ponies to run in fear.

"STAND YOUR GROUND!" Midnight shouted in the royal wee, although it sounded squeaky coming from his small frame.

"Heheheheeeeeee........... Do you really expect them to follow such a tiny specimen of your caliber? You are so small and helpless it is........... wait!?" The shadow began to speak, snickering at the small Alicorn before recognizing him.

"You're the one who saved those creatures in the glade!? YOU!?" It hissed loudly as it began to take form of a large bipedal shadow, It had no head and the face was part of the exceedingly wide torso, growing thinner as it went toward the ground.

"I'll take care of you myself." It cackled as its right arm shifted into a large sickle as it lunged toward the tiny Alicorn, only to stop, screaming in pain as it hit the light emitting from the orb floating above Midnight.

"I take it you like our magic." Midnight gave a wicked smile as he pressed forward, an audible his escaping the ground as the light drove away the shadows. Shadow Hunter hissed looking up to the Ursa Major.

"ATTACK!" It shouted as the Ursa Major erupted in a loud roar colliding its front paws into the ground charging forward toward the town.

Just as the Major was getting up speed it came to a halt as another roar erupted from behind the Ponies standing just outside of Ponyville along a long line. The Ursa Minor jumped over the line stopping in front of them as it stood up on its hind legs looking up to its mother. It began to call out, speaking in its own language to its mother. The Major stopped for a moment as if it had regained its senses looking at its baby.

"What are you doing?! KILL THEM!" The shadow snapped causing the Major to cry out in pain as it thrashed about, one of its paw smacking into its cub, sending it flying back and into a house crushing it to the ground. The Minor lay there motionless as its mother stopped, freezing in place. Seeing what she had done. Its crimson dark eyes and mouth turned to horror as it shook, dark tears began to run down its face as the shadow began to fall from its body.

"I SAID KILL THEM!" The shadow screamed at the bear causing it to come back to its senses fully. Its look of horror slowly turn to that of pure rage as it turned ever so slowly back to the shadow behind it. A deep rumbling growl escaping it as it spoke out in pony tongue.

"You have cause me to kill my young. I will not rest until I have snuffed your life from thise plane and all others." It growled out as it finally finished turning toward the shadow who just cackled at it.

"You have no power during the night. I AM the night!" The shadows cackled loudly as it grew to ten times the size of the Ursa Major, deep gashes across it in the form of laughing mouths and leering eyes.

"NOW!" Midnight shouted as his and every other unicorns magic peeked. They all released a huge ball of light that envelope everything within a mile of the town in a sudden flash. Every creature, be it shadow or other was washed clean of the shadow. An ear splitting scream erupted from every creature as they all fell to the ground.

"Quickly before the light disperses." Midnight shouted as every unicorn began to cast the light orb spell running through the area and attaching it to each and every creature, some casting the orbs within a specified distance from one another. They all moved as quickly as they could until the giant light orb began to flicker.

"FALL BACK!? Midnight shouted as his horn glowed brightly he grabbed every creature that had not been obliterated by the light and teleported them to safety.

"NOOOOOOO!!!!!" Shouted the shadow as the orb vanished and the darkness sped toward the barrier of the other orbs. It hiss madly as it began to assault the light with its very being. Hissing as the light melted away the darkness upon each hit. After a few minutes Shadow Hunter stopped. Staring at the town as it spoke.

"I will have you all eventually. Nothing can defeat me. You can only keep me at bay for so long. I will make you beg me to take you into my very soul. Even if it means I must destroy the land as well." It hiss as it slinked back into the darkness of the forest.

There was a moment of silence until somepony began to stamp the ground and cheer, others followed until the entire town was in an uproar. Many patting each other on the back.

"MIDNIGHT!" Shouted AJ through their telepathic link.

"OW! Dammit AJ don't yell like that." He scolded.

"We have a serious problem. Get to the farm quick." She cried out.

"On my way." He spoke through the link. Midnight looked to Twilight who was near him. "Trouble at AJ's, you're in command until I return." He spoke causing Twilight to nod in confirmation.

With that his horn began to glow as he disappeared into an array of light reappearing near AJ at Sweet Apple Acres.

*CRASH* *ROOOOOAAAARRRRR* *CRASH* *SNAP* *CRASH*

"What's going on AJ?" Midnight shouted over the noise.

AJ turned to Midnight, tears running down her face. "It's destroying mah trees. We gotta stop it or the town's guna starve." She cried helplessly looking to the falling trees.

"Dammit this is going to hurt." Midnight growled as he began to cast multiple light orb spells at once. They began to shoot out of the tip of his horn faster than could be counted as they flew over the field of trees landing at the tip of every still standing tree. He gasp finally stopping as he spent the remainder of his magic. Loud hissing coming from within the orchard as many shadow beast fell to the light other barely escaping.

"MIDNIGHT!?" AJ shouted running over to the fallen Alicorn as the picked him up cradling him gently.

"I'm fine AJ, just used up my magic is all. I should be alright in a minute." He spoke softly before blacking out.

XXX

Morning arrived much to the shadows dismay, bringing forth the light needed to bath the land in its glory. Another few hours to plan for the shadows next attack.

"SHIT!" Midnight shouted as he bolted upright gasping in a breath and looking around the room. It was bathed in magical and real sunlight as he sat there on the spare bed inside the Apple families home in Sweet Apple Acres. "Oh God what happened?!" He shouted in a panic as he sat there, stopping as he heard hoofsteps coming closer to his room.

*knock knock* "You alright in there sugarcube?" Ajs as as she knocked softly on the door.

Midnight lay back down onto the bed casting out a heavy sigh of relief. "Yea I'm fine. Come on in."

AJ pressed open the door trotting in and taking a seat of the bed next to the small Alicorn.

"What happened last night?" He asked looking down at his hooves laing onto the cover.

"That shadow thang creamed a bunch'o mah families trees. Ya made it in time to take care of'em but not before he took out over half of them. Without help the town may starve now." AJ whimpered looking down laying her ears back in defeat.

"I won't let that happen AJ, Not while there is still a breath in my body." He spoke in a determine tone. As soon as he finished he was swept up into AJ's embrace, who quickly and firmly planted a kiss right on his lips.

*POMF*

AJ broke the kiss blushing heavily as she gave him a giggle. "Thank ya sugarcube. Ah owe ya more than any pony in Ponyville right now. Ah don't think ah could ever repay ya, but I'd be more than willing to try." She smiled toward him as he sat there stunned, his mouth agape. She smiled pressing a hoof under his chin closing it gently.

"Come on now, lets get some breakfast." She smiled hopping off the bed and heading out of the room.

'GOD I love country girls.' Midnight thought to himself as he smiled widely fluttering his little wings as he floated out of the room heading downstairs.

"MIDNIGHT!" Applebloom shouted hurling herself into him and tackling him down the entire flight of stairs. They landed with a hard thud at the bottom, both hissing as pain set in fully.

"Ow ow ow ow ow ow ow ow ow!" Applebloom cried rubbing her head where it had hit the floor.

"OW!" Midnight gave one loud note as he flopped to the floor motionless.

AJ came rushing in seeing the two at the foot of the stairs. "Now dangit AB what'ave ah toldya about tackling anypony at the top of the stairs." She growled rushing over to check each of them.

"To not teh." She cried finally pulling her hooves from the throbbing bulge on her head.

"Thas right. Yer poor Uncle here could wound up hurt, and this feller is trying teh save our world. No go wash up, breakfast is ready." She scolded causing the little filly to limp into the downstairs bathroom.

AJ lifted Midnight from the floor who gave an audible hiss of pain. "Ow, easy there." He groaned as she flipped him upright onto his hooves. Setting him down. Midnight's horn glowed softly as the magic wrapped around his right wing folding it gently with a slight pop to his side. He gave a small wince of pain at the pop but sighed as the magic began to heal the area.

"That didn't sound to good Night." AJ looked at him with concern.

"Just dislocated. I'll be fine with a little rest today. I'll be able to fight tonight with no problem. Has anyone contacted you today?" He asked looking up to AJ as he rolled his wing slightly.

"Pinkie did earlier. Seems all the critters that survived last nights attack are all asleep and won't wake up, just like the Cake's. What do ya think is going on with them?"

"I'm not sure, But I think we can find out. I'm going to the library, I'll need Twilight's help." He spoke as he sat down at the breakfast table.

"But first. I think breakfast is in order." He smiled as he dug into a plate of apple pancakes.

XXX

A short time later he arrived at the library. Walking in quietly looking around to see many ponies working feverishly at their tasks.

"Midnight, Are you alright? I heard what happened at the farm." Twilight rushed over picking him up in a hug.

"I'm fine, but we have more pressing matters." He began but Twilight interrupted

"I heard about the animals as well. Everypony filled me in on the issue. Did you have a plan?" She asked him looking far more concerned.

"Yes, we need to go to the Cake's at the hospital." He said causing Twilight to pick him up without warning with her magic and teleport directly into the Cake's room at the hospital.

"Wow, that felt different." Midnight said as he swayed slightly from the sudden teleportation.

"Sorry, it's just that we don't have a lot of time and need to hurry before nightfall."

Midnight nodded as he hopped off her back and onto Mr. Cakes bed. "Remember that memory spell you used on me that caused us to switch bodies?" he asked causing Twilight to nod.

"I want to go into his mind to see whats keeping him from waking up." He said as his horn began to glow. "You stay out here, If I seem to be in distress then wake me." He said as he pressed his horn to Mr. Cakes forehead.

*FLASH*

Midnight blinked a few times as he looked around. Two rows of door heading down a seemingly endless hallway.

"Take me to Carrot." Midnight spoke as he stood quietly in the same spot.

*click*
*whiiiiirrrrrrrrrrRRRRRRRRRRRrrrrrrrrrrrrrrr*

The rows of door on either side of him moved slowly, gaining speed then slowing back down as a door rush to just within a few feet in front of him. It stood out from the other doors as it was covered in a black shadow that moved slightly in distortion. Midnight lowered his horn casting the light orb spell. A loud shriek escaped from the door as the shadow disappeared. He stood there for a moment hesitating as he reached for the door.

"Midnight?" A voice called from behind him causing him to whip around, his horn ablaze with light causing Mr. Cake to gasp and hunker down covering his head in fear.

"OH! Mr. Cake!? Thank God you're alright." Midnight spoke as he helped the baker to stand.

"What's going on? Where in Equestria are we?" He spoke out confused.

"We are in your mind." Midnight smiled hugging Mr. Cake happily.

Carrot hugged back still confused. "Is this some type of weird magic spell?" He asked.

"Yes, but now you're safe. Let's wake you up now." Midnight smiled canceling the spell before Mr. Cake could ask another question.

*FLASH*

Midnight awoke seeing Twilight smiling, her face wet with tears seeing Mr. Cake flutter his eyes open. Pinkie giving him a death grip hug as she bounced happily as well.

"Girls, lets give him some air. We still need to wake Mrs. Cake and all of the others." Midnight spoke causing the girls to sit back. Pinkie wiped some tears from her face moving over to Midnight and picking him up giving him a kiss on the cheek as she held him to her chest facing away, standing on her hind legs and nuzzling the top of his head as he spoke.

"Mr. Cake, let me fill you in on the current events." Midnight spoke in a serious tone.

56. A new Evil............ (part 9)

Over the next twenty minutes and waking Mrs. Cake, they had both been filled in on what had been going on. Pinkie went to get the foals bringing them back who started crying as they lept into their parents hooves. Pinkie joining in hugging them all as well.

"Now that you two have been brought up to speed, you will need to stay with the others in the safe housing area until this is over." Midnight spoke as he headed toward the door to exit.

"But what if..........." Pinkie trailed off looking to the ground, her ears laying back.

"Don't Pinkie. We need all the hope we can get. If this thing is as powerful as Celestia said it is then we may be in for a serious fight. One final note. I need all of the elements to be ready for a fight at a moments notice. That means you will need to wear your regalia at all times. I have a terrible feeling that something is going to go down soon, but I don't know what." Midnight spoke seeing Pinkies nervousness. He turned heading back to the door, exiting the room.

As he began to exit the hospital, Rarity caught his attention as she was walking into the building.

"Hey hun, everything ok?" Midnight asked looking up to Rarity.

"Yes darling, I just came by to see the Cakes since they have awoken. Pinkie let us all know a short while ago." She smiled pointing to her head insinuating the telepathic magic spell had been used. Midnight gave a nod as he carried on.

XXX

"That blasted Alicorn has gotten in my way for the last time. I need to destroy him quickly before he can put up another fight. But how?" Shadow Hunter questions as he continued building his army within the Everfree forest.

The previous nights fight had been a huge blow to his army. Not only taking his ace in the hole, but many pawns as well. He would need something far more powerful in order to have a chance at fighting back to seize control of this world.

"Celestia has grown much since we last met. I am sure she has since lost her innocence during our time apart. The blast bitch sent my work and myself into the sun all those eons ago. She failed at annihilating me though. I think going back into my original plane though was a mistake. I could have done something else to escape that planet had I had time to think. She wasted no time though. Let's just hope that she has gotten slower in the time she has been alive since that moment." He spoke in a thoughtive manner, Melding from one spot in the world to another. Grabbing as much life as he could to add to his growing army.

"Hmmmmmm, I wonder how well guarded her castle is at this moment." He grinned to himself as he melded into the darknes reappearing just outside of the castle in a very small shadowed area.

"This could prove to be difficult.............. Wait. What is this?" He snickered silently as he melded into the darkness again reappearing in Luna's Chambers.

"Sister, I beseech thee. You must have this magical light cast within your room at all times. You had not seen the chaos in which I had to fight on our previous world. You were but a foal at the time." Celestia spoke in a concerned tone looking around Luna's room into the darkness, A small orb of light cast above her own head to keep her safe.

"Tia, I am the princess of the night. I command the very stars and moon. Do you think that a mere shadow will have any power over me in the least?" Luna spoke in a determined tone.

Celestia moved closer to her sister nuzzling her gently. "Lulu, This shadow is far more powerful than anything I have ever seen. If it were to gain influence over either of us, I fear that all hope would be lost. Please even if for a short time, cast the spell so that you will be safe."

Luna gave a defeated sigh nodding to her sister. Her horn began to glow as a small light orb floated from the tip above her

"Thank you Luna." Celestia smiled giving her sister a hug before leaving the room.

As soon as the door shut Luna smiled releasing the spell and crawling back into bed. "She knows I cannot sleep in the light. I am the princess of the night. My nature demands that I be in the dark." She grumbled to herself as she pulled the covers over herself and closing her eyes.

The shadow grinned evilly as it slinked from the darkness toward Luna. All of the shadows in the room becoming one as it slowly enveloped her. It smiled as it felt of her neck Her heart rate had slowed signalling that she was now asleep.

"Now you shall become one with the darkness at last." Shadow Hunter spoke softly as it quickly engulfed her.

XXX

Midnight gave a hard shudder, his fur and feathers fluffing out fully causing him to stop his walking. "Damn, I wonder what that was." He spoke to himself as he continued his walk. After a short trot back to the library he was about to go in when the door burst open, a little purple and green blur running into him.

"WHOA!" Spike shouted as he tumbled over the tiny Alicorn sending some parchment flying.

Easy there little bro, what's the rush?" Midnight said as he picked himself and the little dragon up. Spike scrambling to get the parchment that he had just burped up from the princess. He whipped it open shoving it toward Midnight's face.

Midnight gasped turning pale as he read the contents of the letter. He looked to the now crying Spike as he spoke.

"Get everyone to the shelter. Things have just taken a turn for the worse." He spoke causing Spike to scramble back into the library.

Midnight walked a few feet away from the entrance to the library speaking softly.
"Link, all." He spoke as his magic telepathic link connected to every pony he had cast it on.

"Girls, is everyone there?" He asked as they all confirmed there presence in the thought.

"We have a serious issue. The shadow has capture Luna." He stopped hearing them all gasp, Twilight breaking down crying in the link as she spoke.

"N-no......... This can't be happening. What will we do now?" She cried.

"I'm not sure, but if we are going up against Luna. I fear that we may loose more than what we can save." Midnight spoke, but stopped as he noticed the sun in the sky quickly changing position.

"EVERYONE GET TO THE LIGHT NOW! IT'S USING LUNA'S POWER TO SET THE SUN!" Midnight shouted in the link and out loud causing every unicorn to begin casting the light spells as quickly as possible.

XXX

Within ten minutes it had become nightfall, the unicorns and Midnight having strained there magic usage to cast as many spells as possible without blacking out from magic loss.

"FUCK!" Midnight shouted as he looked around the town. There were still many areas at had shadows which would become a problem very shortly. He continued casting the light spell on areas as he made his way to the shelter area. Upon arriving however he noticed many areas still engulfed in shadow and ponies screaming out as they were being taken.

"NO!" He shouted forcing his magic flow to the limit as more orbs shot out of the tip sailing to the areas of darkness to light them back up.

It had taken a good ten minutes but the camp had been fully lit However many of the occupants were missing. Including all of the previously sleeping animals minus the few that had been saved from the glade who had all stayed together in the light.

"Midnight!" Twilight shouted as she and the rest of the girls raced toward him. All of them wearing their regalia of the elements.

"Girls, this has just............." He was cut short as clouds began to cover the sky causing the moons glow to be completely blocked out.

"My my my, how the few have fought against me." An evil feminine voice spoke out as it echoing softly from above as it landed directly in the middle of the camp between Midnight and the girls.

Luna appeared, landing in direct light of the spell. The shadow curled and weaved about her body in seemingly slight pain as the voices spoke in unison.

"Give up now and I'll spare you the pain of becoming my slave through force." It spoke out. Luna's very body now completely covered in darkness. only her eyes and mouth dripped a deep crimson red as they spoke.

"How can this be possible?" Midnight shuddered in fear as he back peddled form Luna.

"Oh? This being has the ability to block some magical light. I like this very much as you can see. I can now walk through your little light show. but with some limitations mind you." It cackled as it sprung back into the air taking flight.

"Surrender now, or face the most excruciating pain you have ever felt, from now until the end of time." It shouted in the royal whee encircling the encampment. The shadows army slowly advancing through the light as they make way toward the center.

XXX

As the shadows advanced slowly, many of the shadowed beasts began tackling the light orbs taking them out one by one. It wouldn't be long now until they would reach the main shelter housing everypony in Ponyville as well as all of the creatures including those from the glade, the Ursa Minor and the Ursa Major. Many cries of agony could be heard by all as the shadows began to take lives one by one as it advanced.

Midnight, and the girls were frozen in fear. Each of them trying to console one another as they shadows kept advancing.

"Midnight, what will we do?" Twilight cried out seeing the advancing shadows coming toward them.

"I....... I don't know!" he cried out."

'Think! THINK THINK THINK!' Midnight scolded himself beating his head with his hooves as he tried to come up with a plane of attack or defense. He gasped aloud as his eyes flew open. His horn glowed as a small portal opened and a small vial was pulled from within it. He looked at it with hope as he pulled the cork from the top of it.

'Use this when all other hope has been lost.' Rung out in his head from Zecora. He licked his lips as he pressed the opening to his mouth, the girls all pressing back to him as the shadows were now very near. The only other source of light was the seven orbs above their heads. Midnight downed the vial cringing at its bitter taste. (Fight Music)

*BA-DUM*

His entire body felt as if it was his heart taking a beat.

*BA-DUM*

Midnight fell to the ground as a wave of pain erupted from within him.

*BA-DUM*

His vision blurred as he gasped for air.

*BA-DUM*

The wave of pain ceased as he slowly climbed to his hooves, his entire body began to glow brightly, his mane taking on its ethereal form

*BA-DUM*

He stood up as the light orb above his body began to pulse causing the advancing shadows to hiss in pain as it began to drive them back.

*BA-DUM* *BA-DUM* *BA-DUM* *BA-DUM* *BA-DUM* *BA-DUM*

His entire body began to surge with power as the potions effects began to take full hold of him. His frame began to grow back to its original form, the light orb above him glowing even brighter as it engulfed the other six causing it to grow even larger. Midnight's eyes glowed bright red as his mane and tail erupted in a shower of flames sending a magical orange and red glow all around him.

The Shadow hunter stepped forward into the light hissing loudly as it back peddle slightly into the darkness.

"What is this power!?" It screamed causing Midnight to stare at it with an icy glare.

"Your end!" Midnight shouted as he bolted forward into the shadow army. Screams of all kinds could be heard as Midnight body glowed a penetrating light. Sickles of light encircling his body faster than anything could move. He continued fighting as the girls watched in horror.

"I don't know how long he can keep that up or even how long a light orb that size will be stable. Girl's, we have to use the elements now before the shadow know whats going on." Twilight shouted over the screams of chaos erupting from around them as Midnight tore into the darkness with an unknown rage.

The girls all nodded closing there eyes as the elements began to glow brightly around there necks, Twilight's tiara glowing atop her head.

*flicker*

Twilight's eyes shot open at the sudden change of illumination. She looked up to see the orb flickering slightly. "Girl's we need to work faster."

*SHATTER* The orb began to fall to pieces as little sparkles of light fluttered to the ground. Each one causing the brilliant illumination to soften.

*SHRIEK!*

Midnight snapped his head around in time to see the last of the orb dissipate into the darkness. "NO!" He shouted as he bolted through the darkness to where the girls had been. He stopped as he watched in horror as Twilight was being engulfed into the darkness. The girls trying desperately to pull her from it.

He growled casting the light spell again as he rushed forward. "Not this time! If I can't have her, noone will!" The shadow hiss as a black spike bolt up and through Twilight causing her to gasp in pain.

The shadow released her as she fell limply to the ground blood pouring from the wound in her chest. Midnight pulled her to his chest as he and the girls cried silently.

"No........... NO.............. NOOOOOOOOOOOOOOOOOO!!!!!!!!!!" Midnight shouted as his body and horn began to glow brightly. Light began to slowly encase the girls and Midnight as the shadow hissed violently being pushed back. After a minute a bright rainbow erupted from within the sphere of light pressing the shadow back even further. The light encase a wide area of the ground in its brilliance as five ponies began to appear from the light at five points around the center. Each of the girls except Twilight at a corner. The shape consisting of a pentagon. The rainbow light show slowly shrank to the center of the pentagon, encasing Twilight as she now stood on her back legs covered in light armor, weilding a giant scythe in two glowing hooves. She stood there for a moment as the shadows began to move forward, attempting to capture the girls but quickly bounced off a, invisible fiery shield completely incinerating them.

"What happened?" Twilight spoke out as she became aware she was no longer in pain and seemed to be walking on two legs, and covered in armor while holding the mother of all scythe's.

"Twilight. I don't know what I did but it seems I have literally became your sword and shield." A voice rang out from her chest as a Blue shield over two swords surrounded in flames pulsated bright with each word.

"Looks like you're going to have to fight." Midnight chuckled at the surprised unicorn.

She gasped suddenly in shock at the comment as a set of black scaly wings unfolded from her back. She looked to them as she could feel there presence but only as a separate part of her and not attached. She gave them a test flap sending her a couple feet above the ground. the wings stopped folding out and staying still as she floated there on the spot.

"That's not possible." She spoke in surprise.

"With magic, anything is possible. Now how about we kick some shadow ass?" Midnight laughed as the armor began to glow brightly.

"But I don't know how to fight, much less use one of these....." She spoke but trailed off as the scythe began to move in her hooves like she had known all along how to use a weapon.

"Don't worry about that Twi. I have a feeling that all of my battle experience and knowledge is now a part of you as well with this transformation. Let's put it to the test shall we?" Midnight laughed evilly causing Twilight's expression turn from shock and awe to that of determination to save her world.

"Let's." She grinned as her wings flapped hard sending her bolting at the speed of sound between Rainbow Dash and Pinkie Pie from the pentagon and into the shadow.

Loud shrieks of pain sounded out as large waves of light erupted from within the shadow. Twilight swung the scythe in every direction sending out huge waves of light blades through the land causing the land itself to light up in a brilliant luminescent light. Animals, grass, trees, any type of life that was caught in its path was immediately released from the shadows grasp and kept safe. This lasted a good twenty minutes as the shadow now carved very little of the land around the pentagon of girls.

"Fine, if this is the way you want to play it, then I'll just destroy every living thing on the planet at once." The shadow cackled loudly as the earth rumbled loudly. The clouds began to part as the light from the moon enveloped the land below. Twilight looked gasping in horror as the moon seemed to be getting bigger.

"It's going to crash the moon into the planet!?" Twilight shouted rushing back to the center of the pentagon.

"Twilight, Girl's I hate to say this. But unless we can get some serious magic here, we're bucked." Midnight shouted as they landed into the center of the pentagon.

The moon began to get closer and closer as Twilight began to draw every ounce of magic she could from her body and Midnight. They looked up to the sky together as the moon seemed to be closing in.

"HAAAAAAAAAA HAHAHAHAHAAAAAA!" The shadow cackled from outside the pentagon. "Looks like the end for us all."

*WOOOOOSH*

The Shadow ducked just in time to avoid a flying scythe pass its head almost taking it off.

"And now you have lost you weap *CHUNK* on?!" It froze in place in the air as it looked down seeing a blade protruding from its chest dripping with blood.

"NO!" It shouted as it tried to separate from Luna and flee but was suddenly encased as the Scythe surrounded all of Luna and the shadow at once.

"NOOOOOOOooooooooo............." The shout faded as Luna was released from the orb, dropping to the ground but quickly being caught by Twilight and pulled into the pentagon with her.

The orb of light pulsated bright as it shot up through the sky, heading toward the moon. The girls all looked up watching as the orb passed like a flaming ball of light through the atmosphere colliding with the moon in a shower of colors. The moon after a few second began to shrink as it was pushed back up into orbit around the planet. The moon quickly faded into the horizon as the sun rose quickly into the noon sky. Celestia appearing in a flash just outside of the pentagon of the elements of harmony.

"TWILIGHT!" Celestia shouted as she pressed forward and into the pentagon, gasping as she saw her sister bleeding badly from the wound in her chest and back."

"LUNA!?" She shouted grabbing her up in her magic as she attempted to heal her. A light began to envelope Luna as it appeared from the ground surrounding her.

"Couldn't have given me like another minute to travel back from the moon?" Midnights voice chuckled as Luna was encased in light. Twilight's armor began to glow separating from her body and allowing her to fall back to all fours watching as the glowing armor enveloped Luna as well.

After a few minutes the glowing ceased releasing Luna from its brilliance. She lay quietly on the ground breathing normall, her wounds healed. The glowing lights slowly formed together then separated as a golden tiara fell to the ground the other lights forming a dark Alicorn as he to fell to the ground with a groan.

"Ugh.......... Did we win?" He groaned as he lay there limply trying to lift his head but couldn't.

The girls all rushed to his side as he lay there in a heap. "It's over. If you took care of the main shadow then it will have no power as long as it is away from this planet." Celestia smiled down to him. He giving a weak smile in return.

"Everyone ok?" Midnight asked weakly moving his eyes around to see the girls who were all standing near him.

"Good, all accounted for. Now if you'll excuse me. Im going to pass out now." *SNOOOOOOOOOOOOOOORE*

Everyone looked at Midnight in surprise as a loud snore escaped him, after another snore they all giggled softly, quickly turning into a loud laugh as they listened to their savior snoring the day away.

This was one day they would not soon forget. Not only from the shadow attempting to take over the entire world. But also from the snoring Alicorn that had just saved that same world from that shadow.

Authors Note: This is what Twilight looks like in her armor. http://ponykillerx.deviantart.com/gallery/#/d4zgb4t

57. Armor Clad Vixens

Midnight awoke the next morning feeling the aftermath of the battle from last night. His entire body was more sore than he had ever experienced before. He raised up in bed with shaky legs, his wings laying limply to his sides as he slowly pulled himself from the bed and onto the floor.

"Damn, that spell must have taken more out of me than I thought. How the hell did I do that anyway?" He grumbled as he pulled his wings up to his sides folding them gently inward. He blinked a few times removing the sleep from his eyes as he now noticed were he was.

"What am I doing in the castle?" He asked himself as he looked around the room realizing exactly what room he was in.
"Isn't this Luna's room?" He stopped hearing a slight snore turning around he noticed another lump in the bed he had just removed himself from, A flowing dark blue mane just visible from the top of the covers. His eyes going wide in astonishment as he stood there gawking for a moment.

"No........fucking............way................." He spoke softly as he trotted over to the bed looking at Luna as she slept.

"But how did I........."

"BOO!" Luna yelled flipping the covers from her as she lunged slightly at Midnight.

In that split second Midnight had gone from questioning how he had gotten into the same bed as Luna then suddenly found himself trying to remove his head from the hole he had just made in the ceiling. Luna lay on the bed cackling loudly causing her sister and a couple guards to enter her room.

"Sister? What is all the noise abou.........." Celestia trailed off as she noticed Luna staring and laughing at the ceiling. Her vision quickly falling onto the black Alicorn trying to pull his head from the ceiling. She quickly placed a hoof over her mouth attempting to contain a giggle. The two guards that had followed he in had a harder time than she was as thier mouths began to crack slightly, Some mumbled laughing began to escape them only furthering Celestia to giggle more. After a good ten seconds of seeing Midnight trying to dislodge himself he finally popped his head loose from the hole giving a slight scream as he began to fall to the floor. Unable to open his wings in time he braced himself for an impact that never came. Celestia was giggling loudly as she caught Midnight in her magic setting him onto the floor.

"My dear, I am almost afraid to ask what happened." Celestia smiled warmly trotting up to the disgruntled Alicorn. He giving her an unamused glare as his flank fell to the floor.

"Let's just say I wasn't expecting to wake up in the same bed as Luna." He cocked an eyebrow looking back to Luna who was whistling innocently on the bed looking up into a random spot on the ceiling. She turned her gaze to her sister as a huge smile spread across her face.

"Well, it may come as a surprise Midnight, but when you defeated the shadow last night, Luna's body became very weak since it had used so much of her power on the other beings it had captured to fight you. When we moved her into the castle and further from you we noticed a slight change in the way she was attempting to adjust to the loss. She began to seizure violently when she was pulled further from you. However when you were drew closer she began to calm. The only logical thing the doctors could come up with was to place the two of you in the same bed to rest and heal through the night."

Midnight gave her a puzzled look. "Is that why I feel so sore?"

Celestia gaze him a puzzled look this time as did Luna. "Sore? You shouldn't be sore my dear, Our medical staff worked through the night to replenish your magic and heal the wounds in which your body had obtained from the fight. You shouldn't feel sore in the least."

Midnight cocked a brow but winced in pain as he tried to rise from the floor only to fall back down in a heap. He gave a small yelp of pain as hit hit the floor. Celestia and Luna came over to his side attempting to help him up but only failed as he didn't have the strength now to rise. He lay there silently on the floor for a minute before speaking.

"I feel incredibly weak for some reason." He spoke softly as he looked from Luna to Celestia.

Celestia looked back nodding to a guard who quickly left the room coming back with a doctor and nurse who began to look Midnight over as he lay on the floor. After a few minutes and some scans from the Doctors magic he gave a thoughtful hum as he stood there looking between Midnight and Luna and Celestia. He trotted over to the night princess scanning her as well, Then Celestia. He stopped, clearing his throat as he began.

"It seems we have a little problem." He spoke as he pulled out a chart and began to draw write on it with his magic.

"What seems to be the problem Doctor?" Celestia asked moving forward slightly.

"Well it seems as if Luna is siphoning magic from this fellow unknowingly. At this rate he will be completely drained of all magic within the hour." He spoke causing the girls to gasp softly looking back to Midnight as he gave a tired yawn.

"Is there a way to stop the flow?" Luna asked pleadingly.

The doctor hummed again for a minute as he scanned Luna and Midnight a couple more times before speaking again.

"Well, I fear that there are only two methods to stop the magic flow and possibly return what you have gain from him." The doctor spoke looking around nervously.

"What is it?" Celestia and Luna asked in unison coming closer to the doctor.

"Well, you may not like the concept." The doctor began to back peddle from them slightly as they advanced again.

"Please tell us." Luna pleaded causing the doctor to sigh lowering his head as he spoke.

"The only methods to stop the leeching process is intercourse.........." The doctor paused as a resounding THUD erupted from behind them. Midnight had passed out from the shock of the answer and loss of magic. but mainly magic.

"Or a kiss, as I was about to say." He finished shaking his head at the fallen Alicorn.

Luna looked to the lightly snoring Alicorn before her giving a slight frown. "So I'm guessing the only option is a kiss at this point." She pouted causing her sister to gawk at her.

The doctor gave a cough to signal he was still in the room causing the two regal Alicorns to blush.

"Well a kiss isn't so bad." Luna smirked trotting over to Midnight, lifting his muzzle to hers as she pressed her lips to his. Luna's eyes whipped open in shock as a bolt of electricity bolted through her body. She pulled back from the kiss, her lips still apart as a small plume of smoke escaped her mouth. She sat down quickly with a soft thump starring at Midnight who was starting to come around.

"Luna?" Celestia spoke softly trotting to her sister as she starred at Midnight with awe struck eyes.

"Wow." Is all Luna could muster as she pulled a hoof up to her lips smiling behind it, as she watched Midnight finally come into the waking world before him.

Midnight shook himself as he felt the surge of energy consume him, He opened his eyes once again trying to blink the sleep away as he slowly rose to his hooves looking at Celestia and Luna.

"O.............kay............." He trailed off as he checked himself over, mainly his groin to see if he had been raped while unconscious. He gave a notable sigh of relief as he felt nothing out of the norm in his loins. "So how did we break the mmmMMMMMMPH!" Midnight was caught off guard as Luna had tackled him to the floor kissing him again, another bolt of electricity being sent through them both as the kiss broke. They lay there for a moment looking into each others eyes before speaking softly.

"Wow." They both spoke in almost an inaudible tone.

"Ahem!* came from their side as Celestia tapped her foot onto the marble tiling impatiently, cocking an eyebrow as she starred at the two.

Luna and Midnight blushed as they quickly stood upright at attention in from of the sun princess.

"Doctor, what caused my sister to leech magic from Midnight?" Celestia asked the doctor as she turned to him.

"Well, from what information I had gathered, it seems that your sister and Midnight here have gained a special connection from last nights ordeal. As long as they stay in each others company, Luna will continue to siphon magic from Midnight, however it will not be dangerous to Midnight as long as he can continue to produce magic like normal. He is still currently healing from last nights battle and will continue to get weak as long as they are near each other. But it shouldn't become an issue if Luna can give him a quick peck every other hour unless he leaves the castle to return home."

Luna blushed looking to Midnight who just sat there slack jawed looking at the doctor before shaking himself to his senses.

"Wait, I thought you said intercourse before I passed out." Midnight spoke in broken words looking at the doctor who just blushed.

"Well, there is that method if you two prefer it. However, A kiss will work just as well." He smiled nervously to the glaring male Alicorn.

"I think a kiss will suffice." Celestia sputtered as he wings flared out. "Thank you doctor." She spoke in a slightly more audible tone as the doctor nodded exiting the room with the two guards in tow. Celestia snapped her attention back to Midnight who just grinned at her.

"And why prey tell are you giving me that look Midnight?" Celestia smirked cocking an eyebrow.

"Oh............ no reason." He laughed getting to his hooves. "I do have a question though." He continued.

"And what is that?" Celestia asked, clearly curious.

"How in the hell did I end up here after last night? And what in the world happened?" He asked causing Celestia to sigh, nodding to the door motioning Luna and Midnight to follow her.

XXX

After breakfast had been consumed and Midnight filled in on the previous nights events, he was astonished to find out that somehow he had become a set of armor for Twilight through unknown magic.

"So you have no idea how it happened or what the spell is I used to do it?" Midnight asked as he pushed his empty plate forward onto the table.

"It is a puzzling matter. Furthermore from how Luna is now leeching your magic into her. We will need to study the various effects your spell has on ponies while in action." Celestia smirked as she took a sip of tea.

Midnight sat there, his jaw hanging agape at her response. "Do you seriously want me to attempt that spell again even though I have no idea how I did it?" He asked still in slight shock.

"Yes my dear, I have already sent a request To Twilight and the other elements to meet us outside of Sweet Apple Acres for the tests." She smiled causing Midnight to groan.

"So I have no say so in this?" he asked giving her a disbelieving glare.

"Not this time." Celestia giggled taking a final sip of her tea.

"Will Luna be present?" He asked looking to the night princess.

"Unfortunately not. Since we have yet to remedy the leeching process from between you two, having her present during the tests might cause unwarranted results." Celestia sighed looking to her sister who laid her ears back in disappointment.

"So when do we leave?" He asked looking to the smiling sun princess.

"They should be arriving shortly to the designated area. We should leave shortly to meet them." Celestia smiled as she rose from her seat, Midnight following suit.

XXX

After a quick teleport to the specified location into a field on the Sweet Apple Acres property, Celestia and Midnight arrived in a flash startling the elements.

"Good morning princess." Twilight smiled as she and the others kneeled in her presence.

"Good morning my little ponies. I am sure you all know why we have gathered here this morning." Celestia beamed.

"Well, not entirely." Rainbow Dash added as she rubbed the back of her neck nervously.

"I'll make this short and sweet girls." Midnight spoke out. "Remember when I turned into armor for Twilight last night?"

The girls nodded.

"Apparently the conflicting magic caused Luna to become a magical leech to me. She has been siphoning my magic since last night unknowingly." He spoke causing the girls to look to one another in confusion.

"So why are we here?" Rarity asked trotting forward.

"We are here to see what type of effects Midnights magic may cause when combined with one of you." Celestia added as she looked at the six mares and slightly annoyed Midnight.

"Alright, so how does all this here work?" AJ asked looking from Midnight to Celestia.

"That is something I cannot answer. Midnight can apparently combine with the elements to become a special armor and weapon for them to use in case the elements are not able to defeat a foe. It will be up to him to figure out how he did what he did last night."

The girls all looked at each other in worry as Midnight trotted forward, laying onto the soft grass in front of Twilight.

"Twi, the only way I can think of, to find out how I did what I did is to take a 'walk' down the beaten path." He smirked causing Twilight to nod as her horn began to glow, she slowly pressing it to his forehead.

*FLASH*

After a blinding light erupted from all around them, Twilight and Midnight were now in his mind, standing between the two rows of doors. Twilight looking to the Alicorn who just gave a sigh. He lifted his head as he spoke out.

"Memories." He spoke out.

*CLICK*
*wwwhhhhhiiiiiiIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIRRRRRRrrrrrrr*

A door stopped in front of Midnight, a square plate on one side of the door reading. 'Please refer to who, what, when, or where. The specific event will show below and knowledge will be given upon opening the door.

"Hmmmmmm" Twilight smirked from the door to Midnight.

"Don't you be getting any funny ideas." Midnight laughed causing Twilight to giggle.

"Alright." She smirked as she took in a breath to speak. "Last night, one minute before Midnight cast the combination spell."

The panel to the side of the door began to glow as it showed the specified event and Midnight combining with Twilight. They gave a nervous swallow as they reach to the door pulling it open sending out a flood of information. After a minute the door closed revealing the updated Midnight and Twilight who stood there with a grin.

"I think this is going to be fun." Twilight laughed.

"Let's find out." Midnight chuckled as a bright flash erupted around them sending them back to reality.

They awoke looking at each other with a determined smile, standing up as both of their horns glowed brightly.

"Twilight!?" Shouted everypony around as Twilight and Midnight were engulfed into a blinding light.

After everyone blinked a few times to regain their vision they all gawked at what they saw before them.

Twilight in the same armor as last night. A large sickle in her right forehoof as she stood upright on her hind legs.

"That is so much cooler now that we can watch you." Rainbow Dash grinned causing Twilight to blush.

"Alright, can you hear me Midnight?" Celestia asked as Twilight looked to her.

"We can hear you." Twilight and Midnight spoke in unison through Twilight's mouth causing everypony to gawk.

"Excellent." Celestia smiled as her horn began to glow brightly, causing the ground to shake as a giant rock sprung from the ground fifty yards away. "Please begin different attacks onto this rock. I will monitor you as you do so." Celestia smiled watching the armor clad Twilight who just gave a shrug.

"Alright I guess." She spoke as she lifted the scythe and brung it down at an incredible speed sending forth a giant glowing blade at the rock.

The blade collided with the rock shattering into a beautiful array of light and sparkles, after the light show ended the rock had a huge gash in it. Celestia moved forward gawking at how deep the gash was, She trotted back with a worried smile as she spoke. "Please continue with different attacks." Celestia smiled.

Twilight gave a shrug as the blade began t warp slightly. The blade morphing upward making it look more like a curved lance now. Twilight again swung at the rock. This time causing multiple light blades to scream out hitting the rock.

Twilight just smirked but stopped for a moment as she spoke. "I wonder how potent my magic is now?" She asked in a united voice as he horn began to glow far brighter than normal.

After a moment of charging her power a large purple beam erupted from the tip spreading out as it crashed into the rock just yards away. After the smoke cleared everypony sat in shock looking at the almost completely destroyed rock.

"Wow." Is all Twi-Night could say.

"Alright then." Celestia smiled nervously as they continued testing for another ten minutes before Twilight and Midnight separated.

XXX

"So Midnight, let's continue the experiment." Celestia spoke out regaining his and the others attention.

"What do you mean?" Midnight asked cocking a brow at the sun princess.

"We need to see the effect your spell has on all of the elements, so you will need to combine with all of them as you did with Twilight." She added as she wrote down the information she had gathered from Twilight and Midnight combining.

"Wonderful." Midnight spoke in a flat tone causing the girls to giggle. He turned to the group as he was about to ask who would be next before being bowled over by Rainbow Dash. A huge smile across her face.

"I guess that answers my question." He laughed as his horn glowed brightly merging the two of them into one.

Rainbow dash stood up on her back legs, a wickedly determined grin across her face as she stared at the rock. Her set of armor was very similar to Twilight's but with a few alternative choices of style and armor placement.

Her wings were no longer attached to her back as a bright pair of ethereal blue wings were floating behind her. She had a bladed bracer on each forearm that attached at just above the wrist joint and extended to her elbow in a soft curve. Her mane flowing down her back between her large wings as she opened them wide causing the girls to cheer and gasp in delight.

"You may" *ching ching ching* "Begin?" Celestia spoke looking as Dash suddenly seemed to shift and blurr for just a split second. She blinked as Rainbow smirked speaking out.

"Already done." She chuckled looking to the rock as a slight rumble was heard causing the others to look to the rock before three large chunks of it fell off to either side of the base. Celestia and the other looked back to Rainbow Dash who just blew onto her hoof and rubbed it against her breastplate idly as she stood there.

"How?" Celestia began but stopped as soon as she blinked seeing RD disappear from sight.

"It's all about speed princess." Rainbow giggled as she reappeared next to Celestia causing her to jump slightly.

Celestia nodded taking down more notes as she made another large rock erupt from the ground. After having Rainbow attack the rock several more times, Celestia was satisfied with the result of each attack that had been done also adding other notes to the form as well.

RD and Midnight separated, RD moving back to the group as AJ moved forward with a smirk.

"Ready big guy?" She grinned.

"Eeyup." Midnight laughed seeing AJ's expression quickly shifting again and combining with her. Everyone gasped seeing the armor clad AJ as she stood up onto her back legs. Her hat had become a helmet covering the sides of her face but leaving enough room to make sure she wouldn't be blinded on her sides. The helmet fit snuggly to her head, justting down and forward over the top of her muzzle and mouth. Her armor was an elegant red, similar in shape to Twilights except she had aloos full body armor covering herself. On her back she had three sets of swords that jutted out like wings. The outside part was a long thick double sided longsword. The next sword was a samurai sword and the inner swords were fencing blades.

"Begin." Celestia spoke as AJ's hoofs extended from their resting spot at her sides reaching out into thin air as the outer blades of her wings snapped into her hooves. She quickly did a little blade dance sending out massive shockwaves from her swords into the rock making it explode on contact. The girls cheered her on loudly as a plume of white smoke erupted from her muzzleguard.

Celestia stood in shock for a moment before summoning another rock. AJ smiled tossing the two swords up into the air as she reached out for the next set. The samurai swords. The long blades snapped quickly back onto her back as she lashed out with the thinner swords more quickly then replacing them onto her back as she watched the rock before her fall apart slowly in a similar fashion to Rainbows attack.

Celestia looked on concentrating as she summoned another rock as the quill kept moving on the paper taking notes.

AJ snapped the fencing swords to her hooves as she did so fancy blade dancing with them toward the rock. After a minute it seemed as it nothing had happened to the rock. AJ smirked placing the sword back onto her back walking forward to the rock she pulled it from the ground with incredible strength and tossed it over to where she was once standing. Everypony looked on in shock as they noticed the rock riddled with thousands of holes completely going through it out onto the other side.

Celestia nodded in awe at the feat. "Now how about magic?" She asked looking to AJ who stood there confused. She and Midnight spoke out in her southern drawl.

"Begin yer pardon princess, But earth ponies don't exactly have any real magic they can use."

"What about that incredible strength. Do you think you can do attacks with your hooves?" She asked with a smile.

"Yeah AJ, try stomping the ground, we are earth ponies after all." Pinkie Pie giggled as she jumped up and down.

AJ hummed for a moment before walking a little distance away on her back legs. She faced away from the girls and Celestia as she brought down her forehooves into the ground hard.

*RRRRRUUUUUMMMMMBBBBLLLLLEEEEEE*

The entire ground shook violently as she hit it. She pulled her forhooves up one at a time repeatedly ramming them into the ground as the tremors turned into a violent shake causing everyone to fall to the ground unable to stand. Except Fluttershy and Rainbow Dash who were floating just above the ground in awe.

AJ let out a loud primal scream as she pulled her to forehooves up above her head and slammed them as hard as she could into the ground causing it to break apart and send massive rock spikes from the ground up into every direction around her. The girls gasped as they watched in silence, that is until AJ busted through the rocks with a single blow casually trotting back over to in front of the gawking Celestia.

Midnight separated from AJ giving a huff. "Wow that was intense." He laughed causing AJ to grin.

"Alright Midnight, Lets try Pinkie." Celestia smiled as Pinkie hopped over smiling.

Another bright flash and they had combined. Pinkie's armor however was rather strange to say the least. She was of course standing on her back legs with a huge grin across her face as she looked herself over.

"OMYGOSH THIS IS SO COOL!" She giggled but stopped as she listened to her voice and Midnights combined into one. Everyone began to laugh hearing Midnight voice speaking like Pinkie normally did. After a minute of laughing the princess urged them to go ahead.

Pinkies armor was similar in fashion to AJ's except she had a small cannon attached to each of her forehooves. Instead of a normal looking breastplate she had what seemed to be a tight fitting breast plate with a larger shell like shield attached to her back.

"Alright, let's see how these babies fire!" She laughed as she raised her arm cannons forward at the large rock. She flexed her arms lightly as little light particles began to slowly form at the end of each cannon.

Celestia gasped loudly as she pulled the girls over and behind her as the particles began to fill the tip of each cannon.

"PINKIE! AIM TO THE SKY!" Celestia screamed causing Pinkie to quickly adjust her weapons firing trajectory. After another split second the cannons fire up and into the sky with a deafening boom pushing Pinkie down into the dirt as they continued the blast for almost a full five seconds.

The girls and Celestia looked over to see only Pinkies arms flailing from the spot she had bee crushed into the ground. Pinkie managed to pull herself out of the hole shaking off with a giggle.

"WOW! That was so awesome I don't even know what to say." She giggle looking to her back as she brushed more dirt off. As she was brushing she noticed a large divot in the shell.

"OOOOO! I think I have another cannon." She giggled but her head vanished into the shell as she fell to all four legs, the divot on her shell armor opening and pushing out a very large cannon.

"Oh crap." Celestia spoke as she quickly dug a trench pulling herself and the girls into it. After a few more seconds of particle gathering, and pointing the cannon to the sky at a slight slant it fired. The boom was ten times as loud and the beam ten times as large. The girls and Celestia came up from the trench as Pinkie and Midnight separated.

"Now THAT was an awesome party cannon!" Pinkie laughed as she bounced over to the girls who were all rolling their eyes.

Celestia took a deep breath as she continued writing. "Fluttershy your next."

Fluttershy came forward slowly, he pink mane covering most of her face as she tried to hide behind it. She looked up to Midnight who was smiling warmly to her.

"I......... I don't want to fight." She spoke softly.

"You don't have to Shy, this is just to see what all of our abilities are when I am combined with one of you. "Midnight smile reassuringly causing the yellow Pegasus to smile and move forward.

In a flash of light Fluttershy appeared on her back legs standing nervously with her forehooves pulled up in front of her. Her armor was nothing like the others, It consisted of only shoulder pads and a large cape that fell down almost to the ground.

"This is odd." Celestia said raising an eyebrow while looking Fluttershy over.

"I-is this bad? I'm sorry." Fluttershy looked away dejected.

"It's alright Shy. Maybe this is a good sign, If you don't have armor then that means you have passive or defensive abilities. Didn't you say you cared for animals?" Midnights voice rang out from the armor.

"Y-yes........." She trailed off.

"Well......... Try to think of healing something." He continued.

"Try and heal my orchard. That dang shadow took a lot of my trees out. It'll be months before they are fully healed with any magic." AJ said encouragingly.

"Alright." Fluttershy spoke as she closed her eyes to concentrate. After a minute she began to glow as a bright yellow light erupted from her in every direction.

As the light faded everypony gawked seeing every tree in the orchard completely healed and ready to be bucked as they were all covered in apples, and it was still snowy out.

A loud cheer erupted from the group causing Fluttershy to meep quietly as s small flash erupted from around her again as she and Midnight separated.

"Alright, Rarity it's your turn." Celestia smiled causing Rarity to flick her mane back as she trotted up to her beau. She smiled as she leaned up giving him a kis as they erupted in a bright flash of light.

As everyponies eyes readjusted for the sixth time they gawked at what they saw.

"What is it? Am I horrid looking? Is my mane out of place? OH NO!? Have I turned green?! Please tell me I am not GREEN!?" Rarity spoke out as if horrified.

"Dang Rar. I think you got the best set of armor out of all of us." AJ chuckled looking at her.

Rarity looked herself over gasping with delight. She was floating just above the ground inside floating pieces of armor that was made of a semi transparent purple gem. A beautiful set of white ethereal wings on its back. She looked to her chest as a small breast plate adorned it connecting it to the armor she was now residing inside.

"This is most curious." Celestia spoke out. She trotted up to Rarity, scanning her with a spell.

"What's wrong?" Rarity asked looking rather worried.

Celestia's eyes snapped open in surprise.

"This is amazing. It appears that the reason your armor is so different is due to how much Midnight loves you." Celestia smiled causing Rarity to blush so bright her armor turned a deep red. This caused the girls to giggle at her expense.

"Alright Rarity, You may begin." Celestia smiled nodding toward the large stone. Rarity's face turned to a determined glare as she raised an arm and made the armors fist collide with the ground. A shockwave sprang forth toward the rock as gem spikes erupted from the ground until it reached the rock quickly encasing it in diamond.

"Well that's one way to completely and permanently immobilize an opponent." Twilight gawked.

Rarity gave a smirk as she raised her hoof to just over her right shoulder, a giant clear diamond blade forming behind her as the hand of the armor clutched the grip pulling it upward and then bring it down quickly striking the ground in a slicing motion to the same spot the fist hit. The rock encased in diamond shattered into dust as it was carried away with the wind

"My goodness." Rarity gasped at the power she held by the love from her beau.

A soft light erupted as the armor clad pony returned to two separate ponies. Rarity giving him a soft kiss before returning to the girls.

"Now for the final test." Celestia smiled as she strode over to Midnight.

"Princess?" He spoke rather confused.

"Yes Midnight, now you must combine with me." She smiled.

He gave a sigh as his horn glowed making them erupt into a brilliant white light.

Celestia blinked a few times as her vision cleared. She was standing on all four hooves but completely decked out in light armor. Two swords floating at her sides, her wings were a brilliant golden ethereal as they wave in the non existent wind much like her mane and tail.

"I can feel such massive power. This does not sit well with me. The last time I felt such power I had to send my home planet into the sun, that took every ounce of strength I had, to feel it like this. Here and now." She trailed off. "Midnight, please separate form me." She spoke softly as a light came forth around them making them to separate ponies once again.

"What's wrong Tia?" Midnight asked coming to her side.

"That power will only be needed in case there is no other choice. Please remember that." She spoke looking away from him worriedly.

XXX

After some more talking and further instruction, the girls had gone home as well as Midnight to Rarity's. Celestia had returned to the castle to finish up her report on the mystery spell Midnight had acquired. In her final notes of the night she wrote the following.

"In recent event's I have found myself humbled and also put to the test of my power against a fierce foe. I have found that although there is a limit to my power and I cannot properly take care of my people should the time arise when they need me. Another has come forth to take the lead to protect this world through his sheer passion to save those he love's and wished that no harm to come to them. This Alicorn has far greater power than anything I have seen in my lifespan. Even more so than the great Shadow Hunter. I just hope that in time, he does not turn against all that he loves and cares for. Should that event arise, I do not think I could take his life without pause."

She gently tucked the quill back onto her desk as her magic rolled the scroll up and wrapped it with a ribbon, sealing it with wax as she placed it into a drawer in her desk. She turned her head looking out the window to the setting sun.

"Let's just hope that day never comes Midnight." She spoke softly before blowing out the candle on her desk and heading to bed.

58. The musical

Upon arriving home that night from the apparent torture of having to cast the armor spell from which helped him destroy an evil foe and save an entire world. Midnight was finding it increasingly difficult to fall asleep. He lay ther quietly next to his ivory love, Rarity, watching the quilt rise and fall from her gentle breathing, ever so often he would give a slight jump from a surprisingly loud snore that would escape her. He inwardly chuckled to himself each time.

'Dang I must sleep like a fucking rock if I don't wake up from that shotgun blast.' he laughed to himself listening to her as she slept peacefully.

His mind however was in turmoil as it revolved around the recent events. His change into an Alicorn, impregnating a Sun Goddess, finding love on a different world with a different species, saving lives left and right, and finally destroying an untold evil that could have easily destroyed not only this world, but every other world in the known and unknown universe by magically turning into a set of armor that also saved a friends life.

He turned over gently so as to not wake Rarity as he gently slipped from the bed making his way out of the room and downstairs into the kitchen. He gave a slight yawn as he made a cup of hot chocolate, taking a seat next to the window as he looked outside at the still snow covered ground. He gently blew across the top of the mug to cool the steaming liquid as his vision never left from looking outside. He took a sip of the still hot liquid then set it onto the window seal.

"Uncle midnight?" Sweetiebelle yawned as she trotted silently into the kitchen seeing her uncle sitting next to the window. He turned his gaze over to the doorway seeing his niece giving a large yawn as she trotted toward him.

"Shouldn't you be in bed Sweetie?" He smiled as she yawned again walking over to him, looking up to him with her arms held out hinting she wanted picked up. He gave a soft smile picking her up and holding her gently to his chest as she spoke.

"Your a lot louder than you think when walking through the hall Uncle." She smiled burying her face into his chest.

"I'm sorry, I didn't mean to wake you. I'm just having a hard time falling asleep is all." He kissed the top of her head causing her to giggle.

"Whenever I have a hard time sleeping, Rarity usually sings to me." Sweetiebelle smiled up to her uncle.

"Well if you want, I could sing to you. I don't have the most wonderful voice but I do know a few songs." He said looking down at the yawning filly.

She placed her head onto his chest as he sat there holding her. "That sounds nice." She whispered leaning onto him. Midnight smiled at her as he took in a gentle breath and began to sing softly, but in a deep voice.

Far Over the Misty Mountains Cold,

To Dungeons Deep and Caverns Old,

The Pines were Roaring on The Heights,

The Winds were Moaning in the Night,

The Fire was Red, it Flaming Spread,

The Trees Like Torches Blazed with Light.

As he finished he looked down to see Sweetiebelle fast asleep, her little legs curled up to her chest as she nuzzled into his chest.

"That was beautiful darling, I didn't know you could sing." Rarity spoke softly, leaning on the door frame of the kitchen.

Midnight looked up to her with a tired smile as he lifted Sweetiebelle with his magic walking toward Rarity.

"I can carry a few tunes, but not many. I'm better at playing instruments than singing." He chuckled softly as they headed upstairs into Sweetiebelles room. He gently placing her in her bed and pulling the covers up and onto her tiny frame. She gave a soft mumble as she turned over.

"Mmmmm daddy." Sweetiebelle spoke softly as sleep found her quickly.

Midnight's eyes widened slightly in surprise, he looked to Rarity who just smiled leaning on him. She nodded to the door as she trotted out of Sweetiebelle's room and into her own, softly speaking as she went.

"Sweetiebelle has been with me for a long time. Our parents are always traveling due to their jobs and she never really gets to spend any time with them. I feel more like her mother than her big sister for as much time as I have spent raising her and being here with her." Rarity smiled as she hopped up into bed patting the spot next to her.

Midnight climbed into bed with her as he spoke softly. "I can understand. My mother had several siblings. Most born within a year apart. My grandmother passed shortly after the last child was born. My mother being the oldest of her siblings took the mother role of the family since my grandfather was always between jobs. She took a job when she could and stayed at home to take care of her siblings when she didn't have to work. All the money she got from her job was spent taking care of them and her father. My grandfather eventually abandoned them but left everything behind for them to be taken care of. She met my father when she was working at her job. Luckily for her his parents had a lot of money and she was very pretty. Long story short, they got married after a few months then had me about two years later. I grew up with my aunts and uncles taking care of me along with my mother and father. It was an experience I'll never forget."

Rarity smiled at the wonderful story gently nuzzling into Midnight as he spoke. He hadn't realized it but she was almost asleep as he spoke to her. He smiled down at her as she looked up to him.

"Sing that song you sung to Sweetiebelle." She cooed leaning up to kiss him.

He leaned down giving her a gentle kiss then began to sing to her like he did to Sweetiebelle. After the song was over her could hear her softly snoring into his chest. He gave a tired smile closing his eyes as a single tear fell from his eye's.

"I miss you, Mom and Dad."

XXX

Morning found its way over the horizon sending warm rays of sunlight through the window and onto Midnight as he slept peacefully. As the morning pressed on, he could feel the suns rays warming him up to an uncomfortable level, in turn telling him it was time to get up. He gave a large yawn as he rolled over and off of the bed, giving a stretch as he did. He shook himself fluffing his wings slightly as he made his way downstairs. As he arrived in the kitchen to start the morning coffee he could hear some chirping outside. As he poured himself a cup of coffee he looked out the window to see a few birds playing in the tree. One bouncing on a limb and shaking the snow from it onto another unsuspecting bird that was below. He chuckled as the bird shook off the snow and chirped angrily at the bird above whom seemed to be laughing at the others expense.

"My it is rather noisy this morning." Rarity chirped as she made her way to the coffee table grabbing Midnight's mug of coffee since he wasn't paying attention. He turned to see her taking a sip of the black liquid only to pull the cup away with a disgusted look on her face.

"I'll never understand why you drink coffee just plain black darling." She scoffed as she pulled a cup of her own from the cupboard and pouring her own mixture of the coffee into it, adding some cream and sugar to it, stirring it, then taking a satisfying sip. She smiled sitting back into her chair.

"I was wondering." Midnight began as Rarity looked up to him, he still staring out the window at the arguing birds.

"Is there a music hall or shop in town? It has been a while since I played any instruments and I'd like to see what kind this world has to offer." He smiled looking back to Rarity who stirred her cup of coffee with her magic.

"Well darling, I believe there is an independent shop in town, but it's more or less just some musical enthusiasts home filled with tons of musical gear and such. I must admit I never learned how to play any instrument while I was young. But that never stopped me from loving to watch others perform." Rarity smiled as she took another sip of the diluted and sweetened coffee.

"That sounds interesting. Where is the shop exactly?" He asked trotting over to her.

"It's on the opposite side of town from the library. The shop keeper has a tendency to play music rather loudly and would cause Twilight to tear her mane out if that shop was anywhere near her." Rarity giggled causing Midnight to chuckle slightly at the thought of a crazed bald Twilight.

"Well, I guess there's no time like the present." He smiled as he placed the mug into the sink, rinsing it out as he trotted to the back door.

"Have fun darling, and do watch out for the shop keep, she has a tendency to get carried away with her music." Rarity giggled causing Midnight to cock a brow at her as he stopped in the doorway going outside.

"She?" he asked.

"Yes dear." Rarity grinned causing Midnight to shake his head, giving a loud sigh as he closed the door behind him.

XXX

After stopping at several places to get directions, the last pony he spoke with told him to just listen and he would be able to find the place in question due to the volume and bass coming from the building. After swiveling his ears he finally heard the faint sound of music and audible bass coming from nearby. After a slight course adjustment he headed toward the appropriate building. The volume getting louder as he neared.

After a quick trot toward a house that seemed to vibrate he looked at the windows hearing the bass from inside rattling the windows. He gave a heavy knock on the door expecting to have someone answer it. After a minute of still audible music he knocked again, harder than before. Still no answer. This time however he knocked out of sync with the music, rewarding him with a sudden stop to the music and bass. He listened intently as a set of hoofsteps came toward the door. As the door opened he looked down seeing a solid white unicorn with a striped light and dark blue mane and tail. She wore a pair of dark purple shades that completely covered her eyes. Her cutiemark was a ♫ music note in black, perfectly contrasting with her white coat.

"Can I help you?" She asked looking over the rim of her shades at the tall Alicorn.

"I heard this was the place to purchase some Instruments for the musically inclined." Midnight smirked.

"Heh, been a while since I had a customer. Come on in, have a look around. Anything you see that makes music is for sale. If you know how to play it then please try it out. If you have questions feel free to ask. I'm not much for instructing you on how to play them but I can try. I must admit though, you're the first Alicorn to set foot in my shop." She laughed as she went into the back room, coming back out with a red-bull and taking a sip as she looked Midnight up and down with a cocked brow. Midnight was taking in his surroundings, looking at all of the various musical instruments and electronics.

After a minute of browsing he pulled an acoustic guitar from nearby with his magic, he gently plucked the strings hearing that it was off tune slightly and adjusted it perfectly. He strummed the strings, the guitar letting out a happy harmonious set of notes.

"Heh, not bad. It usually takes everypony at least a few tries to get the tuning correct on an acoustic. Not as hard on an Electric guitar though in my opinion." Vinyl smiled as she pulled out an electric guitar and strummed it once, then adjusted the tension on the strings perfectly the first time. She let out a gentle melody for a minute to impress the Alicorn.

"Very nice. I've always like acoustics though since they are so widely played. But Electrics are fun to cut loose and really rock out." Midnight grinned picking up a spare Electric guitar and played a few quick notes from a song from his home world.

Vinyl cocked a brow at the music being played. "That sounds pretty sweet. Where did you learn that?" She asked nodding her head to the beat.

"It's a song from my world." He smiled as he continued playing, but stopped seeing Vinyl looking at him questionably.

"I'm sorry, We haven't been properly introduced. Names Midnight Flame." He smiled extending a hoof.

"Vinyl Scratch, Stage name is DJPON3." She shot a hoof out bumping Midnight's with a smirk. "You said it was from your home world?" She added.

"Yea, you remember that bad storm during the fall of last year?" He asked causing her to nod in confirmation. "Well I got sucked into this world along with my home. Twilight turned me into the pony you see before you now. I had to stay a pony or end up destroying all of space and time if i reverted back to my original form." He finished playing the instrument and checking it over. "Not a bad piece. Got anything that can throw out a good beat?" He asked causing the white unicorn to smile widely.

"Follow me. I'm sure we have something you can help to toss out a decent beat." She smirked.

"It's not about the instrument, it's how you use it." Midnight added causing her to chuckle.

"Right on!"

After heading into a large back room filled with neon lights and flashing strobes, Midnight was greeted with Vinyls custom DJ outfit. She brought him up onto the platform and began to show him what everything did. He looked at her in slight confusion for some of the items in question and stopped her.

"Some of these seem to be a little confusing. I think I would better understand if we could trade memories on them instead of just talking about them." He smiled nervously.

"For real? You would share your music knowledge with me? That's like, to cool bro. Not many musicians do that ya know. They are always in competition with each other." Vinyl laughed in disbelief.

"Well I'm not really into doing music for a living, I just like to play ever so often at home or when I feel the need to cut loose and relax. I haven't done that since my arrival in this world though. To much going on ya know?" He laughed.

"No prob, So do you want to do the spell or what?" Vinyl smiled trotting up to him.

"Guess I will." He smiled back as his horn glowed.

*FLASH*

The two ponies appeared within a flash of light in Midnights mind. "Music." Midnight spoke out.

*click*
*whiiiiiiiirrrrrrrr*

"Heh guess that door was close." Midnight laughed.

"Cool, care if I do the honors?" Vinyl asked looking up to the Alicorn who nodded to the door.

Vinyl smiled opening the door and releasing the memories from within. She stood up with her arms wide falling back as the memories rushed her. She landed on the ground with an audible thud as the memories swirled around her and Midnight then rushed back into the door. Midnight stood over the dazed and smiling unicorn as he spoke.

"Are you alright?" he asked seeing her drool slightly as she began to speak.

"I.... I think I just came." She laughed in a daze as she breathed hard looking up to Midnight who almost exploded from blushing at the comment.

"Music gasm?" He asked giving a laugh.

"More like my earth shattering, mind bending, PERFECT orgasm." She laughed.

"Glad I could have helped ya out." he smirked as his horn glowed, releasing them from the spell.

After blinking a couple times he realized that Vinyl was now, not only without her shades, but also an uncomfortable distance from his face giving him a seductive look.

"Uh......... Hi." He smiled nervously for a moment before Vinyl grinned.

"I didn't know there was another pony here in Ponyvile that had the same appreciation of music that I do. Much less one that could play more than a single instrument." She giggled.

Midnight, taken aback by the comment, smirked and gave his two cents. "I didn't know that a pony could even play a musical instrument much less appreciate music."

Vinyl's jaw dropped at the comment as she turned her head back to Midnight, her horn glowing. "Let me show you what I know." She grinned as a flash erupted all around them.

They reappeared in a long hallway very similar to Midnight's mind. This one however had doors made of gold and a red velvet rug running the length of the hall.

"Heh, guess we don't have to wait to find my music door." Vinyl laughed standing in front of the door. "Go ahead. Check it out." She smiled as Midnight grabbed a hold of the door knob with his magic pulling it open releasing a flood of musical memories. He fell onto his back from the rush looking up at vinyl with a gawking daze.

"DAMN! I think I almost did the same thing you did." He chuckled as he looked down to his loins but managed to hide them from the peering eyes of the white unicorn.

"Nice." Vinyl chuckled catching a glimpse of the Alicorn's second horn.

Her horned glowed brightly as another flash of light erupted from around them. Midnight blinking again to clear the fog. After a few seconds he blinked seeing Vinyl practically breathing down his neck as his vision came into view.

"You know, I've never let another pony learn what I know about music before. It's kind of a turn on ya know?" She smirked moving a little closer to Midnight.

"Heh. I'm surprised by the amount of knowledge in music you possess. I must admit that it is beyond my own. But at least now I know what all of those devices do that you were trying to teach me about earlier." He grinned as he stood up but felt a piece of himself fall loosely below. He gave a slight gasp falling back to the floor to cover himself as he watched Vinyls eyes grow wide for a moment before turning to a sly expression.

"So I guess I wasn't dreaming earlier." She laughed causing Midnight to blush, laying his ears back.

"Sorry." He spoke softly looking away before being plowed over onto his side in surprise.

"Dunno if you get this often or not, but I am pretty straight forward about everything, and from looking at you, I'm taking a guess that your a bit shy about certain things. So how about I take the lead and toss out a few beats." She smirked rolling the Alicorn onto his back and straddling him.

Midnight looked up at the white pony in surprise but laughed as his horn glowed turning on the music from before. A nice quick beat erupting from all around the shop.

******WARNING ADULT MATERIAL BELOW******

Vinyl reached down rubbing Midnights member to every other beat that escaped the speakers. He leaned up against a large speaker that was exuding the beat from as he listened to the music as Vinyl played with his instrument.

She leaned down giving the length a few loving licks as she rose rubbing her plot against it slicking it up. She grinned removing her shades again as her crimson eyes pierced through the flashing lights. She gyrated her hips with the beat as the head of his member pressed to her opening causing her to squeal out in delight.

"Damn boy, you fucking huge." She groaned pressing down hard to take in as much as she could, giving a pain sigh as she bottomed out then jerked up quickly before slinking down slowly again.

Midnight gritted his teeth at how tight she was, his member throbbing almost in sync with the beat. I'm not huge, your just fucking tight." He groaned out bucking into her causing her to scream out in pleasure.

They continued this for another ten minutes until Midnight finally came hard into her depths. She let out a howl of ecstacy as she came with him, a gush of white and clear fluids erupting from around his cock. She fell forward, her body twitching to the beat of the music, causing Midnight to buck slightly into her each time. After another couple minutes the music stopped.

*******End of adult material*******

Vinyl looked up panting slightly. "That was intense." She hummed happily.

"You're telling me." Midnight laughed.

After a few minutes of cleaning themselves up, and a nice discount for Midnight. He had purchased an acoustic guitar. Playing it as he made his way back to the boutique. Although the visit had gone better than originally planned, Midnight thought that another visit to Vinyls make shift shop would be in order in the near future.

59. A Picnic and a Plague of Ponies!

"OH GOD WHY ME!?" Midnight shouted as he raced away from the crowd of mares that were chasing him screaming in glee.

After a long foot chase he managed to duck around the corner of Sugar Cube Corner, turning invisible along with his guitar he stood silently, holding his breath as a few mares stopped and looked around for him. After a few moments they ran out of the ally screaming as they continued to chase the ghost of his presence.

I'm getting ahead of the story though. Let's rewind to earlier in the day.

XXX

"Rar, I'm going to the park." Midnight said as he placed his new acoustic guitar on his back between his wings.

"Alright darling. Sweetie should be there with her friends. Would you mind taking them this basket?" Rarity smiled as she trotted out of the kitchen to him as he was about to leave the boutique.

"Aren't you coming?" He asked cocking a brow.

"I would love to darling but I simply must finish this order for a very good customer of mine. Do say hello to my sister for me." Rarity smiled giving him a quick peck before trotting back into her work room.

Midnight looked into the basket seeing a lot of sandwiches and other goodies along with a large blanket. "Heh, guess Rarity planned a small picnic for them but got to caught up in work. Ah well more for them." He chuckled as he placed the basket next to his guitar along his back.

Making his way outside he began a slow trot toward the park, giving a smile to a few other ponies as he passed by, they doing the same. He gave a contented sigh as he thought to himself.

'This world, although strange and never dull, has made me happier than any place I have ever been. All these smiling faces, everypony full of cheer and happiness. Family outings that don't end in someone hitting one another or doing something stupid they would regret. Yep, this is defiantly a place I have come to love.'

His walk came to an end as he neared the park playground where he and his nieces had played when he had been shrank to the size of a colt. After a moment of looking around the playground he heard and all to familiar squeal as it echoed from the tube slide. He watched as Sweetiebelle rushed out of the end followed by Scootaloo then Applebloom.

"Girls." He shouted to get their attention. They gave a wide smile each bounding over to him. He set the basket and guitar down to the side quickly, knowing what was about to happen as he was tackled to the ground by the three giggling fillies. He let out a loud laugh hugging the three.

"Good to see you girls to." he smiled as he pulled himself upright and began to set up the small picnic.

"Is Rarity not with you today Uncle Midnight?" Sweetiebelle asked looking around for her big sister.

"I'm afraid not dear, she had some work to finish up for a client. She did say to give you this though." He laughed as he swept her up and started to kiss her face all over.

"Eeeeeeewwwwwwww stopit Uncle." She squealed trying to get away.

The other two fillies giggled seeing their friends plight causing Midnights attention to fall on them.

"Sound like my other two nieces are feeling left out." He chuckled causing them to gasp as they tried to run away screaming but were swept up as he began to kiss their faces as well.

After a minute of kissy attack Midnight, he sat them down as they tried to wipe away the kisses with their front legs.

"Blech! Uncle Midnight that was mean." Scootaloo groaned flapping her wings angrily.

"Yea, ah'm sure mah sister wouldn't mind though." Applebloom giggled.

"Yeah and Rarity eats it up as well." Sweetiebelle smirked rolling her eyes.

"I'm sorry girls but those cute little faces need a good kissing every now and then." Midnight chuckled making them roll their eyes yet again.

"So what did Rarity pack for our lunch?" Sweetiebelle asked looking into the basket as Midnight removed the blanket, setting it up on the ground.

"I'm not sure, She just told me to bring it to you three. But I'm sure if we need anything else I could whip something up." He smiled as he began to pull out several containers of food, plates, and utensils.

As everything was set up the four of them looked at the items Rarity had prepared.

Potato salad, Daffodil and daisy sandwiches. Watercress and cucumber sandwiches. and a large container of tea.

"Uh.......... What's edible besides the daffodil and daisy sandwiches?" Scootaloo ask poking at the potato salad.

"Alrighty then. guess Uncle is going to have to pull out a few tricks." Midnight announced as his horn lit up opening a small portal to which he stuck his head into for a moment the pulled it back out placing a large chocolate cake onto a plate. He placed his head back into the portal then removed it floating a large pizza and BLT's (minus the bacon of course) onto a couple plates. Once again he placed his head into the portal pulling it back out floating a big bowl of spaghetti and pitcher of lemonade onto he cover.

"Now THIS is a picnic lunch." He smiled as the three fillies cheered, all digging into the food. Midnight waiting until they had made a plate before making his own. They sat there eating quietly. At one point giggling as they ate the spaghetti by slurping a single noodle into their mouths making it slap against their little faces as it neared the end of its journey. Midnight did the same with several noodles but stopped the noodle making them wiggle with his magic as he pretended the noodles were attacking him. The girls laughed watching him squirm away from the noodles as they attacked his face. At one point he fell over laying there with the noodles on his face motionless. The girls coming over to inspect him but ran screaming as he shot upright, his face covered in the noodles and sauce, his wings flaring out as he screamed to them.

"SPAGHETTI MONSTER ATTACK! RAAAAAAR!" he laughed chasing the screaming fillies around before the ganged p on him. He fell over pretending to die as the stood on his side triumphantly.

"Cutie Mark Crusaders Spaghetti Monster Killers YAY!" they shouted earning a cheer from a few other watching families.

They jumped from Midnight whom returned upright, cleaning off his face with a bit of magic and trotting back to the picnic.

"Hey uncle, what'cha doin with that there guitar?" Applebloom questioned pointing to it with her hoof.

"Ah, You three didn't know this, but your uncle can play a few musical instruments." He smiled laying down onto the blanket as he put up most of the food so they would all have room to sit and watch.

He began to play a few notes as the fillies watched intently.

He began to pluck the strings as the song began.

After the song ended the three fillies cheered stomping the ground with there forehooves along with a few others that had heard the music from nearby. He looked around to see a small crowd gathering, he gave a smile to his three nieces.

"I guess, Uncle is going to have to play a few more songs for all these nice ponies." He chuckled causing the few ponies that had gathered to cheer.

He gave a sincere smile to the crowd as he began to sing along with the strumming of yet another song.

After the song ended the he looked up to the now large crowd of ponies who had assembled to see him playing. They all cheered as the song came to an end. The three little fillies moving closer to him to get away from the crowd swelling behind them.

"Girls, I think this crowd may be getting out of hoof. I'll play one more song so you three can get out of the park safely alright." He said as he leaned down to them. They gave a nod, gathering the picnic supplies and packing it up. They turned to leave, waving to their uncle as he began the final song. (Minus the bad language)

Upon the end of the last song the crowd roared into a deafening cheer. The ground literally trembled under the applause that was given underhoof. Midnight smiled waving to everypony that had gathered. That is until one over enthusiastic fan rushed him bowling him over screaming in glee as she wrapped her hooves around his neck kissing him.

"Oh crap." Was all he could say before the entire crowd rushed him. The majority being mares screaming like little fillies that had just been given the most awesome birthday gift they had ever gotten.

He managed to shake the mare off, albeit reluctantly, and bolted toward town, the entire mob thinning as he made his way into Ponyville. He looked up and around him seeing many pegasi mares following him as he galloped. Several taking nosedives into the ground trying to tackle him in the process only to eat dirt as they hit the ground from his dodging. He tried using his magic but kept loosing focus as mares began to jump after him.

"Ohshitohshitohshitohshitohshitohshit! AH HA!" He said to himself as he looked to Sugar Cube Corner.

After a long hoof chase he managed to duck around the corner of Sugar Cube Corner, turning invisible along with his guitar he stood silently, holding his breath as a few mares stopped and looked around for him. After a few moments they ran out of the ally screaming as they continued to chase the ghost of his presence.

He gave a sigh of relief as they left the ally.

"Hi Midnight!" Pinkie giggled from behind him causing him to whinny loudly in surprise a she appeared from the back door of the bakery. He turned around seeing the smiling Pinkie Pie, swiveling his ears back as he heard a mare outside the ally shout. "I heard something, lets go back and check."

His eyes went to pinpoints as he picked up the now giggling Pinkie Pie in his magic, rushing into the back door of the bakery. He shut the door quietly as he set Pinkie down. He looked her right in the eyes as he spoke.

"Whatever you do, don't tell them I'm here." He squeaked as he turned invisible.

Just as he turned invisible a mare burst through the back door of the bakery looking at Pinkie.

"Did you just see a black Alicorn run this way?" She said panting as two other mare poked their heads into the bakery then bolted out as Pinkie shook her head no.

"Darn it!, Alright girls, let's split up. we can cover................." The voices trailed off as they rush down the street.

Midnight gave a sigh of relief as he returned to his visible self. "Thank you Pinkie. I owe ya one." He gave an exhausted laugh as he fell to his haunches.

"Why were they chasing you?" Pinkie asked cocking her head as she looked at the guitar across his back.

"Well I was playing a song for my nieces when a crowd gathered to listen. After three songs the crowd rushed me. Even an Alicorn can't get away from a mob like that one." He laughed but stopped as he looked at Pinkie who was smiling widely at him.

"Uh...... What'sup?" He asked nervously.

"You said you owe me one a minute ago." She smiled

"Uh...... yea I did didn't I." He inwardly scolded himself.

Pinkie stood there for a moment waiting, before she started. "Well?"

"Well what?" He asked.

"Aren't you going to play me a song?" She asked still smiling.

"Oh! Right!" he said giving a sigh of relief. "But lets go somewhere quiet, I really don't need another mob of ponies chasing me." He chuckled as Pinkie led him from the kitchen to upstairs into her room.

She jumped onto her bed laying down onto her stomach as she watched Midnight while leaning off the foot of the the bed.

"Alright Pinkie. I hope you like this song. He began as he kept rhythm by tapping his hoof on the floor. After the song ended Pinkie stood up then pounced him to the floor hugging him around the neck.

"That was so super awesome. You soooooo have to get all the girls together and play for them. But in private of course. You don't want another chaotic crowd of cantering ponies after you again now do you?" She giggled causing Midnight to laugh.

"Sure Pinkie, anything for you." He laughed as they stood up and headed back downstairs.

Midnight peeked through the window still seeing many ponies out seemingly looking for him. He looked back to Pinkie for a moment. "Guess I'll have to teleport back to the boutique." He smirked nodding to the pink pony before vanishing in a flash of light, only to reappear in the boutique startling a certain ivory pony.

"Oh my goodness darling I told you to stop doing that. Honestly you're almost as bad as Twilight." She scolded before continuing.

"By the way, a few young mares stopped by telling me about a certain Alicorn playing to them in the park." She smirked causing him to tense up.

"Yea, I meant to play for the girls but after three songs half of Ponyville was there." He rubbed the back of his neck nervously causing Rarity to laugh.

"Well the three are waiting for you upstairs." Rarity smiled causing Midnight to frizzle in his fur.

"Ugh! Better go get this over with." He groaned heading upstairs. However upon reaching the top of the stairs he saw three little fillies poke their heads out of Sweetiebelles room smiling at him.

"Girls?" He asked in confusion then realized what Rarity had said. He chuckled shaking his head as he trotted into her room to play them a few songs away from the hustle and bustle of a thousand ponies trying to get a hold of him. Rarity listening from downstairs as she finished up her work for the day.

Author's Note: BTW I am not a big Green Day Fan. I just typed in Acoustic songs on youtube and they were the first to pop up.

60. A celebrity fan? (part one)

It had been nearly a week since Midnight had shown his true form in Ponyville. He would usually shapeshift to head into town since the entire music incident in the park. In his current form however he could walk around town and do his normal routine without fear of being bowled over by a crowd of crazy mares. His most recent transformation however was into a not so stocky stallion unicorn, his coat was a pleasant orange, while his mane was a dark black. His cutiemark however had not been changed. He had attempted to change it but it would always revert back to what it was. This had proven to become a problem on several occasions when a pony would recognize the mark and ask him about it. Most of the time he could make up a story about it to throw them off, however a few more enthusiastic mares who had seen the Alicorns mark while in the park burned it into their memory and usually took chase. Today however was different. As he made his way through Ponyville, the conversations that he listened to were starting to change slightly from what had happened in the park. Some of the stories that were being told differed from the events that had happened while others were just a complete fictional tale. He laughed inwardly listening to some of them, sometimes even asking a pony or two about what had happened. After a few hours of this however he became tired of the onslaught of stories and decided that it would be a good time to have something to eat.

He made his way to the local diner he had been to many times before. Taking his usual seat in the corner He gave a yawn as he looked out the window watching ponies go about their business.

"Hey there, can I take you order?" Plum Sweet smiled looking to Midnight in his camouflaged form.

"I'll have a pitcher of sweet tea and four daffodil and daisy sandwiches." He said as he looked to her smiling.

Plus cocked a brow at the order looking to Midnight. "That's strange, we usually have an Alicorn come in here who orders that same thing almost everytime."

'Oh shit!' Midnight inwardly scolded himself again as he looked around seeing a couple ponies looking in his direction.

"Yeah, I heard that's what he get's when he comes by here to eat. Figured I'd try it out." He smiled taking a quick glance around the diner seeing the ponies turn back around. He gave a soft sigh of relief as they did. Plum gave a shrug heading back to the kitchen to place the order.

"So." A voice behind Midnight startled him causing him to tense up. "Ya like that Alicorn to eh?"

Midnight calmed himself quickly before turning his head to see who was talking to him. Upon seeing the pony in question his jaw almost hit the floor at how beautiful this mare was. She was a unicorn with a shimmering silver coat, while her mane was a deep blue that looked like the darkened sky as the sun was setting. Her eyes were a light green giving the perfect contrast against her coat and mane. However her mane had been straightened and lay to one side of her face slightly covering it , cut at a straight ninety degree angle from just below her chin to just behind he forelegs. Her accent was rather strange though to which Midnight could not place her origin.

After gawking at her for a moment she gave a small giggle looking him in the eyes. "Cat got yer tongue sweety?"

Midnight shook himself back to reality giving her a smile. "Sorry about that." He chuckled then began again. "Yea, that guy can carry a good tune."

The mare talking to him rose from her seat bringing her food items to his table and taking a seat. She smiled to him as she began.

"Yes he can, ever since the day I heard him playing in the park I have been trying to locate him. I have seen him a couple times while he fled from a small group of mares." She giggled. "But I never got a chance to talk to him. It is rather frustrating. By the way he acts however, you would think that he doesn't like mares." She smirked taking a sip of her drink looking at Midnights expression of horror at what she was hinting at.

"I don't think he is into stallions." Midnight assured her furrowing his bro as he spoke.

"Oh?" She smiled seeing his expression change again to slight worry.

"Y-yea. From what I have heard he is in a relationship." He watched the young mares expression change to sadness before he finished. "But it's an open relationship so he has say as to who he can have fun with."

The young mare's eyes lit up at the finished comment. "Oh my! Then I may have a chance after-all." She squealed happily causing Midnight to cock a brow at her questionably.

Midnights order finally arrived during the conversation, he poured himself a glass of tea bringing it up to his mouth as he continued.

"So what type of chance are you talking about?" He asked before taking a large sip of his drink.

"I want to have his foal." She smiled widely.

"PFFFFFFFFFFFFFFFFFFFFFT! *COUGH COUGH* HOLY! *COUGH* SHIT! *COUGH COUGH*" He continued coughing as the mare came over to him patting his back with her hoof as he began to catch his breath from being strangled on the tea.

"Oh God! What the hell?! Seriously?! You want to have his kid?" He asked in shock looking at her as she took her seat across from him again, giving a disheartened smile as she sat down.

"Yea, I mean, what mare wouldn't want to have a Male Alicorns foal? There has never been a male Alicorn recorded in Equestrias history. Having one now only means one thing. That it's time to expand the equine race. Every mare in this world knows of him now and most want to have his foal. Even many of the married mares, and from what I know now from you, he can father as many foals as he wants." She smiled again.

"Yea..........about that. His current mare has placed a few rules to prevent that. You see, he can have as much fun as he wants as long as he doesn't father any other mares foals." He smiled nervously.

The mare cocked a brow at him for a moment before smiling as she placed her forehooves together on the table, placing her chin on them as she spoke. "I thought you acted a little strange." She spoke in a tone that hinted that she knew what was going on.

Midnights eyes went to pinpoints as he gulped slightly as he pressed slowly to the edge of the booths seat. However he stopped as the young mare spoke up again.

"Now now Midnight, what's the hurry?" She smiled causing him to freeze up slightly.

"M-my name isn't Midnight, that's the Alicorns name you've been looking for isn't it?" He smiled nervously.

The young mare kept her smile as she slowly moved over to the other side of the booth blocking his path. "Yes, yes it is, and you are him. In a devilishly good guise I might add. She smirked looking him up and down before continuing. "Your only flaw however is your cutiemark. Even magic can't change those." She smirked.

"What if I told you that I'm not him? You would still try to convince me and yourself otherwise?" He asked with a slight smirk.

"What if I could prove that you are him?" She grinned causing him to gulp again. "Let's fill in the blanks shall we?" As she began.

"One. You ordered the same thing he orders when he comes here. Two. You are sitting in the same booth he always sits in. Three. You said the word 'guy' instead of stallion. Four. You seem to know a lot about his mare friend."

"Fiance." He interrupted then shot a hoof up to his mouth for correcting her.

She looked at him giving a giggle. "Five. That remark. Six. Your Cutie Mark is identical to his. So please, Don't think of me as stupid." She smirked taking a sip of her drink.

Midnight placed his hooves together in front of himself placing his chin on them mimicking her previous position as he spoke.
"Alright then, you caught me. So are you going to scream out to the world who I really am?"

She gave him a coy smile as she spoke. "Now why would I do that? I've been trying to get a chance to speak with you for a while now. Don't you think it would be counter productive to let every willing mare in Ponyville know that I have located you?" She giggled looking at his confusion.

"Alright then, so am I free to leave then?" He spoke as he started to leave the booth but stopping as she raised her hoof. She gave it a little shake motioning for him to sit back down.

"Not at the moment I'm afraid." She gave a grin causing Midnight to facehoof.

"So what exactly are you after?" He asked causing her to raise a hoof as she was about to speak but stopped her quickly. "Except for knocking you up." He finished.

She gave a disgruntled sigh blowing her mane from the side of her face. while rolling her eyes. "That was just a joke." She pointed out causing Midnight to raise a brow at her. "I'm not in season for one, and two if I was then I wouldn't be thinking as clearly as I am right now. The only thing mares think of while they are in season is to have a foal, and most mares will come into season within the next few months. My heat happen in late spring. Its the first week of February now, So we have a couple months before that happens." She smirked.

"Why must I be tormented by you ponies?" Midnight groaned leaning back in his seat, bringing his hooves up and rubbing his temples only to cause her to laugh.

"And by the way Mrs........." He trailed off looking at her for a moment. "I'm sorry I never got your name." He said crossing his arms, raising his eyebrow at her devious smile.

"You can call me Vanity." She smiled giving him a wink.

His eyes went a little wide for a moment as a thought was on the tip of his tongue but he couldn't place it. "I could have sworn I knew that name from somewhere but I can;t place it." He rubbed his chin in thought looking down to the table as if had the answer. His attention was brought back to her as she gave a soft giggle.

"I think the answer you are looking for is over there dear." She smiled point to a few booths back on the wall.

After turning his gaze back to the item in question he gave a small gasp using his magic to literally tear the poster from the wall and bringing it to him so he could read it properly to make sure he wasn't mistaken. He looked from the poster to the Vanity gawking.

"Vanity Fare? The balletist? I feel like such a boob right now." He groaned rubbing his face in shame.

"A what darling?" She asked cocking her brow at the word.

"Figure of speech, I meant idiot." He said causing her to smirk. "So what does a big time celebrity like yourself want with the only male Alicorn?" He asked taking a sip of his drink.

"Oh nothing much. I get rather bored with all of the formalities of being popular. I find it more satisfying to just get out and have fun. But to do that I must find a friend who isn't there for just the money or to get a piece of tail."

Midnight coughed again from the sudden comment shaking his head.

"PLEASE! Stop doing that. *COUGH*" He groaned as a few more coughs escaped him.

"Oh but it is just so much fun choking you up." She giggled.

Midnight rolled his eyes before looking at his drink, then to Vanity, then back to his drink. Placing a hoof next to his drink he gingerly pushed it away causing Vanity to give a slight pout.

"Oh you're no fun." She grumped causing him to laugh.

"Oh I am loads of fun. I just don't think its the guy who needs to get choked up on the lady." He smirked causing her to laugh.

"That would be a problem now wouldn't it." She chuckled. "But in all seriousness, I just wanted to hang out with you and see what you were like. I have heard of your back story and how you came to be an Alicorn. Celestia herself is even carrying your foal is she not?" Vanity grinned seeing his jaw drop. "Why so shocked? That news is wide spread with her being royalty and a living Goddess. Any and all information about her is common knowledge in this day and age."

"Still that doesn't give others the right to judge her or continue spreading that information." Midnight said in an icy tone.

"My apologies, I did not mean to offend. However you seem to be true to what I have heard about you. Chivalrous and kind to no end. Always taking up for your friends as well." She smiled as she stood up from the booth, her horn glowing a gentle pink as she pulled a couple tickets from a small pouch that was tied neatly around one of her forehooves. She placed them in front of Midnight smiling as she began.

"Please do come to my show, These tickets will allow you backstage after the show as well as admittance into the Cathedral. You may bring your Fiance if you wish. I cannot guarantee that I will still be a lady though in her presence." She giggled as she turned flicking her tail gently at Midnight giving him a wink as she left the diner.

Midnight pulled the tickets up to his face looking them over. They had been autographed by Vanity and a small kiss stamped onto them as well in a small blank box. He sat there for a few minutes as Plum trotted over giving him his bill for the meal. She looked at the tickets giving a smile.

"Into ballet?" She asked as Midnight hoofed her some coins.

"Not really, but I just got them from Vanity herself. I didn't even know ponies did ballet." He cringed at what he had just said seeing Plum's face contort before laughing.

"Midnight, you are no good at holding a disguise." She giggled walking away.

*facehoof*

"I wonder what Rarity will say about this?"

61. A celebrity fan? (part two)

"Absolutely not!" Rarity spoke stomping her hoof in emphasis.

"Seriously hun? You're getting your panties in a wad over a ballet dancer?" He smirked.

Rarity's face contorted at the comment. "What?"

Midnight face hoofed. "Right, always naked, got to remember that."

"Anyway, I don't like the idea of you going to that recital alone." She grumped tossing her nose up.

"That's why she gave me two tickets." Midnight smiled waving the other in front of her causing her eyes to follow it.

"Weeeeeeellllllll." She began as Midnight dangled the ticket in front of her teasingly. "It's not often I get to go to a Canterlot Cathedral to watch THEE Vanity Fare perform." She smiled plucking the ticket from Midnights magical grasp with her own. She looked at the ticket then to Midnight giving him a wry look as she flipped the ticket around pressing it to his face.

"And what prey tell is this? A lipstick kiss?" She squeaked in anger.

"Hey, this one has it too. It because they are backstage passes. I already checked with the Cathedral. They said there were only ten made and cost five thousand bits each." He spoke quickly backing away from Rarity.

She stopped hearing how much they were and nearly choked from gasping so hard in shock, but found her composure in order to glare at the Alicorn before her.

"Still.......... I can only feel a little threatened by her. Her beauty is a rival to my own. What should happen if you fell for her and left me?" Rarity pouted her lip as her eyes watered slightly.

Midnight gave a sigh pulling Rarity close and kissing her passionately. Slowly breaking the kiss and smiling to her as he spoke.

"I know for a fact that you have no worries about me falling in love with another pony. You know you hold my heart, that plus you gave me permission to fuck just about any other pony I want as long as I stay with you. What other wonderful mare would do that?" he smirked.

"Flattery will get you everywhere darling." She giggled kissing him back.

"Eeeewwwwww."

Midnight and Rarity looked to the door seeing Sweetiebelle with a disgusted face.

"Why do I always walk in when you two are doing that. It's so gross." She groaned shaking her head as she walked toward the kitchen, but stopped seeing them smiling then kissing again giving a lip smacking MWAH for each kiss.

"EEEEEEEWWWW EW EW EW EW EW!" Sweetiebelle screamed running into the kitchen as they fell over laughing.

"I guess that's enough emotional scarring for her for today." Midnight laughed pulling away from Rarity only to be pulled back.

"Oh I think a few more kisses are in order." She smiled giving him a wink.

Midnight smiled as they stood up slowly making their way into the kitchen. Sweetiebelle was in the fridge pulling out a few items to make a sandwich when she stopped as a large shadow fell over her. She turned just in time as they picked her up and began kissing her face all over.

A pony walking near the boutique stopped as a resounding NOOOOOOOOOOOOOOO! Emanated from within.

XXX

After some discussions were made, and demands met, Midnight and Rarity had decided to go to the Cathedral. It was this coming weekend, which was literally two days away. So Rarity had time to make a new dress for herself and a tux for Midnight. After some complaining about how the tux would be uncomfortable Rarity made some adjustments assuring Midnight that it would fit properly, and if he thought it was to tight he could always shrink until it felt comfortable.

He gave her an annoyed look at the comment only causing her to laugh loudly. "You are an Alicorn after-all dear. If the horseshoe fits........" She trailed off seeing him face hoof.

"You are just plain AWFUL at times." He groaned as he rubbed the bridge between his eyes only causing her to cackle, giving a little snort when she took a breath.

"Alright alright, enough with all that. What will we do after the show? You know we will have to go backstage and thank her for these tickets right?"

"Well darling, I'm sure that she will be busy with the other holders of backstage passes that are going to see her as well. Being such a graceful unicorn, I am quite positive that she will have a few adoring and very rich fans." Rarity smiled reassuringly.

XXX

"WHAT DO YOU MEAN THOSE WERE THE ONLY TICKETS SOLD?!" Rarity shouted at the box office attendant who back peddled away from Rarity in fear.

"T-that's what it says on my list madam. The only tickets sold for the back stage passes were two single tickets. There are still 8 left to be sold." The attendant squeaked under her gaze.

Rarity stood there for a moment giving an audible snort as Midnight nudged her in the side at a very specific spot causing her to giggle and bounce away slightly.

"Stop that! I am trying to be angry! *nudge* *giggle* Stop it I said. *prod* *giggle*" She kept backing away from Midnight as he prodded her in her ticklish spot gently with his magic so she couldn't avoid it. He had learned over the short time he has been with her that if all else fells, hit her tickle spot.

Midnight gave her a gentle kiss as they strode into the Cathedral. There were many regal looking ponies in dress attire within the confines of the building. Several of which Rarity knew all to well. She nodded toward them as they passed through the lobby.

"That handsome stallion is Fancy Pants. OH! Hoity Toity is here as well!" She smiled, but it soon faded to a look of disgust as she saw a regal white unicorn with a blonde mane and tail. "And THAT sack of manure is Prince Blueblood." She growled causing Midnight to chuckle. They began to walk again but stopped as Blueblood made eye contact with Rarity recoiling and lowering his ears in fear of the Ivory pony as she raised a hoof pointing at her eyes and then to him as if to say 'I'm watching you dick head.'

"Come on dear, we need to find our seats." Midnight said as he tugged her along with his magic.

They made way into the lower section of the Cathedral looking all around at the beautiful hoof made sculpting that adorned the entire inside of the Cathedral. After a moment they found an attendant and asked him where there seats were. After looking at their tickets and going wide eyed he told them they had a choice for a front row seat of an overhanging booth.

Midnight looked down to the front row seeing a large number of other smaller ponies that would be sitting behind him should he had chosen that spot.

"Lets take the booth dear. I would be blocking others with my size if we sat up front." He said nodding up to the overhanging booth.

"Where are the stairs to the booth darling?" Rarity asked the attendant.

"You will need to go back out to the lobby and head down the far right hall, take a left at the third door before......" He was cut short as the lights began to dim.

"No time doll. Hold on." Midnight smirked pulling Rarity close to him as his horn ignited. In a sharp snap and flash of white light they appeared in the balcony looking down to a bunch of glaring ponies as the sound of the teleportation spell resonated throughout the Cathedral. Midnight and Rarity composed themselves taking a seat as the curtain was pulled and the show began.

XXX

"I must admit, Vanity can dance beautifully." Rarity smiled as they watched the dancing pony take a bow as the curtains closed, the lights coming back on as the ponies below began to file out of the Cathedral. Rarity rose as well but stopped as she noticed Midnight still sitting.

"You really intend on speaking to her again don't you?" Rarity sighed placing a hoof onto the bridge of her nose rubbing gently.

"Eeyup." Midnight smiled speaking like Big Macintosh.

"And there is no way I can convince you otherwise?" She pleaded.

Midnight hummed for a moment rubbing his chin before his horn lit up and a rolled up whip manifested between his teeth, He looked to Rarity wiggling his eyebrows causing her to almost explode from blushing.

"NO! ABSOLUTELY NOT!" She squealed for a moment before the lights went dim again causing her and the rest of the ponies below to become silent as a voice was heard over the intercom.

"Mare's and Gentlecolt's Tonight we have a very special and esteemed guest who has traveled her from Ponyville to grace us with his presence. I am sure you have all heard of him in some form or fashion as he is the only male Alicorn in Equestria."

"Oh shit." Rarity and Midnight spoke in unison gawking at Vanity on stage who was speaking into the microphone.

"Please put your hooves together for the one and literally ONLY, Midnight Flame!" Vanity smiled waving a hoof to the overhang balcony as several spotlights shone onto him and Rarity. He gave a nervous smile while Rarity gave a determined one standing next to him.

The sound of the hooves clapping together was audible but weak at best. "Did you know about this?" Rarity said between her smile.

"No." He spoke softly as Vanity began again.

"Please join us on stage Midnight." Vanity smiled waving him down.

He looked to Rarity mouthing the words 'I'm Sorry' to her as he spread his wings taking flight to the stage. He landed giving a solid flap making Vanity step back a few paces as he shot her a nasty look. She just gave a defiant smile as another curtain raised revealing a large grand piano. She smiled giving him a slight bow as he walked to the piano.

Midnight felt a lump form in his throat as he sat down at the piano raising his hooves toward the keys his horn glowing as he concentrated his magic into making a set of ethereal hands that would be tangible so that he could play. His hooves glowed for a moment as the hands formed around them, he gave each digit a test wiggle, giving a smile as he could feel each finger as an extension of his hooves. He gave a sinister smile as he looked to Vanity who now had a look of horror on her face from his expression.

His hooves came up, then quickly down onto the piano stopping just before hitting the keys as the first song began.

After the song had played he smiled to the crowd as his hooves began the second song.

After it had played out he began the third and final song.

Once the final song ended he stood silently walking over to the stages edge and giving a deep bow to the audience. He stayed that way for a few seconds until a roar erupted from the crowd, the walls of the Cathedral shaking from the stamping of hooves onto the floor. Even Rarity was cheering as tears streamed down her face.

XXX

After coming off the stage and thanking everypony who stopped to talk to him and Vanity for stopping at the Cathedral, he finally had a chance to turn to Vanity who was now slightly cowering under not only Midnights gaze, but also under a VERY pissed off Rarity's gaze.

"And what exactly was all of that about?" Midnight growled at the cowering Vanity.

"I'm sorry, but my manager asked me to do it. She said if I didn't get you on stage I could kiss my career goodbye. Please I meant no harm by it." She pleaded causing Midnight to ease his tension.

"Very well. But please, next time give me a head's up before doing something like that. I wouldn't have minded helping you out if you had just asked me instead of setting me up." He said giving Rarity a nudge into her tickle spot to get rid of her glare.

"I am sorry." Vanity frowned looking to the floor.

"It's fine, no harm done, plus I got to play the piano for the first time in almost five years. Glad I still have that ability." He smirked causing the girls to gawk at him.

"Five years?" Vanity asked, shaking a little. Midnight gave a nod and smile causing her to pass out on the spot. A few ponies rushed over to her fanning her face.

"That was quite......... interesting Midnight." A regal voice spoke from behind them causing them to turn around.

"Princess Celestia?" Rarity squeaked as she kneeled, Midnight doing the same before rising again.

"Come now, there is no need for that. Please, let us go to the castle for dinner. We have much to discuss." She smiled turning and leading them out of the Cathedral.

63. Down on the farm

Time passed by as it normally did. Midnight had grown accustomed to his fans and as time crept by the town began to slow their advance on smothering the poor Alicorn with affection for being a popular music sensation. Ever so often he would meet a fan that just had to have an autograph, hug, or romantic interlude. He just thanked his lucky stars that Rarity was ok with all of the crazy mares that just had to have a piece of him at times. His first concert was in a week, he had scheduled the Cathedral for four hours, as it was the minimum he could reserve it for. He had put together a large assortment of songs to play including many on the piano, many on the acoustic guitar and a single song that he had been practicing with his magic to get just right as it included many musical instruments to be played for the duration to the song.

During this time however he felt as if he was forcing himself to do all of this and just felt the need to cut loose and have a day to himself. After advising Rarity of his little retreat for the day he took off with his acoustic guitar into the clouds finding a nice fluffy one to cop a squat on and relaxed, laying back against its awesome fluffiness. He gave a look around checking out his surroundings. The clouds were moving rather slowly through the sky, and a gentle breeze was blowing. The snow had almost all but melted and spring was beginning to show as the vegetation began to turn green with life. He had been told that winter wrap up was in a few days and his help would be needed by the town.

He lay back into his cloud as he pulled his guitar from his back through it. He strummed it a couple times with his magic as he listened to the tune.

"Perfect." He smiled listening to each chord as it was perfectly in tune to be played. He began to play a few songs as he drifted along on the cloud, not paying mind to where he was or even to who was listening. After about thirty minutes thought he had drifted over a certain orange earth ponies farm.

XXX

AJ was in the barn looking around for a pitchfork grumbling because she couldn't find it. Apparently the Cutie Mark Crusaders had thought of a new plan to become balers of hay but failed after undoing one to many already baled squares of hay and couldn't return them back to their square shape.

"Those lil varmints er gonna get it when ah get mah hooves on them." AJ groaned wading through the mass of hay trying very carefully not to collide into any sharp tools that may be hidden.

*faint music heard*

AJ swivels her ears about, stopping in her tracks as she listens to an unfamiliar tune being played. "What in the world?" She starts as she takes a step to the side turning around toward the door, but her hoof meets a rake as it comes down to the ground.

*THWACK*

XXX

"And ah'm coming home toniiIIIIIIGHT!" Midnight stops playing abruptly as the air is suddenly filled with many familiar curse words that he didn't think the ponies of this world knew. He turns to his side looking over the edge of the cloud toward the ground seeing an orange pony screaming as they stomped out of a barn, throwing their hat down, then began to stomp the shit out of said hat.

"Damn, AJ is fucking pissed." Midnight laughed as his hoof gently fell over the strings of the guitar. The sound catching the young mares attention as she looked up directly at Midnight.

Midnight gave a sigh placing the guitar onto his back between his wings, then jumping off the cloud to glide down to the earth below. He landed a few feet from AJ who was now picking up her mangled hat and dusting it off before placing it back on her head.

"Ya alright AJ? I heard some mighty fancy words a minute ago coming from ya." He smirked seeing her blush, pulling her hat over her face.

"Ya really heard that?" She whispered in embarrassment.

"I'd be surprised if some of Ponyville didn't hear it." He laughed causing her to roll her eyes at his comment.

"Well, ah'm just glad Granny is in Appleloosa with Applebloom and Big Macintosh. Ah'd hate teh have them hearing mah potty mouth." AJ sighed as she headed over to a water spicket and began to pump it a few times pulling water from the well below. As the water rushed out she soaked a bandana and placed it on her left eye giving a sigh as she trotted over to the porch of the house taking a seat on the steps.

"I'm guessing that your vivid vocabulary was part of why your holding a wet piece of cloth to your eye, am I right?" Midnight smirked walking over and sitting down on the other end of the steps.

AJ removed the cloth letting midnight see it. He gave a slight hissing sound seeing her eye begin to puff.

"Ooooooooo thats guna be a good shiner." Midnight chuckled.

"Yea, and ah have yer nieces teh thank fer it. Dern fillies made a downright mess o'mah barn. Guna take me a week teh clean it up an find all the tools under all that hay." AJ groaned replacing the cloth onto her eye, wincing as the cool water touched the sensitive swelling socket, she looked over to Midnight for a moment seeing the guitar on his back, giving a smirk.

"Whats with the guitar?" she drolled out in her southern tongue.

"Huh? Oh, I guess you didn't hear. I have a job playing at the Cathedral in Canterlot." He gave a disheartened smile.

"Wait a sec, was that you playing a few minutes ago?" She asked squinting her eyes at him accusingly.

"Yea, I was up top playing. Why?" He asked but stopped as she pointed an accusing hoof at him.

"You done made me black meh eye!" she yelled.

"What?! How did I do that?" he asked backing away slightly from the angry earth pony.

"Ah was in the barn trying teh find mah pitchfork when ah heard a tune a'playing. I turned around to head outside teh see who was playing an stepped on a darn rake." She snapped.

*pffft*

*giggle*

*PFFFFFT*

*PFFFTT HAAAAAAAAAAAAAAAAAA HAHAHAHAAAAAAA* *Deep breath* BWAAAAAAAAAHAHAHAAAAHAAAAHAAAAA *Weeze* *cough cough* *deep breath* AAAAHH HA AAAAH HA HA HA HAAAAAAAAAA!

Midnight burst into a fit of laughter falling onto the ground as tears rolled down his face from laughing so hard. AJ on the other hoof was turning red from not only embarrassment, but anger slowly peaking as it boiled to a point.

"Why ya dern fool." She growled as he jumped up still laughing and running away as she took chase. He kept running away laughing his tail off, he extended his wings but couldn't take flight from how hard he was laughing so he just gave up falling to the dirt and covering his head with his forehooves to await the severe beating he was about to get from an angry orange earth pony.

AJ caught up with him finally, watching as he covered his head up but kept laughing, his wings sprawled out and twitching from every laugh he spewed out. AJ's glare soon began to crack as she watched the Alicorn laughing hystarically on the ground awaiting his punishment.

*Hmmmmmhm hm hm hm* She kept her mouth closed trying to keep in her laughter.

*Pffft* heh heh.

After a failed attempt at keeping her laughter in check she fell to the ground laughing as well.

The two ponies lay there on the grass laughing for a good five minutes before calming down.

"I'm sorry AJ, but I never expected a pony to step on a rake and it black their eye. That has got to be the funniest thing I have ever heard, MAN I wish I could have seen your expression once you realized what had happened." He continued chuckling.

"Well ya sure dang heard it." She grinned causing another fit of laughter to erupt from the both of them.

"Alright alright, heh heh, I'm sorry for laughing. Why don't I heal that for ya so Big Mac don't hunt me down and stomp a new mud hole in my flank." Midnight laughed as his horn glowed a gentle green, an aura of the same color surrounding AJ's bruised eye as it slowly began to heal it.

After a few minutes her eye had been healed, she gave a few blinks looking around then to Midnight. "Thanks. But ya still got a punishment coming fer making me heh do that heh heh."

Midnight face hoofed for a moment as he asked. "So what's my punishment?" He sighed.

"Ya get teh play me a few songs." She smirked.

"I should have known." Midnight groaned as he picked up his guitar that had been tossed aside to prevent it from being stomped into his backside.

"So what ya wana hear?" He smirked as his horned glowed plucking a few random notes.

"Well, how 'bout a country song from your world. Ah done heard'em all here in Equestria." AJ smiled as she found a seat under a large apple tree leaning back onto it.

"I think I know the perfect one." He smiled as he began to play.

As the song ended AJ gave a big smile. "Now that's what ah call music. How many other songs ya know?" She smiled awaiting him to sing another song.

"Heh, yer guna make me keep this up aintcha?" He smirked speaking a little more in his southern accent.

"Eeyup." AJ grinned causing him to laugh.

"Alright but just one more." He said as he strummed the guitar a couple times as the song began.

The song ended as AJ blushed looking at the Alicorn. "That was a might, different." she paused trying to find the words.

"I know. It was the first country music video I had seen that had a futuristic look to it. Threw me off completely the first time I watched it." Midnight laughed.

"That's not really what ah meant sugarcube." She said giving a blush.

At that point the gears in Midnight's head began to turn. The little hamster running on the wheel gave out, having a heart attack as he finally came to realization.

"Oh...... Oh!..... OH! I'm so sorry AJ. I just picked a random song from a list of my favorites. I wasn't really mmmmmMPH!"

Before he could really explain himself AJ moved in for the kill. Kissing him hard. Midnight of course was stunned, but not as much as he normally was when it came to his particular thing. He had grown accustomed to quite a few forward ponies, and he was of course a slut.

"Women, my only weakness." He thought to himself as he laid back onto the soft grass letting AJ kiss him.

After a few minutes AJ gave a slight pant looking into his eyes. "Well pardner, how about we head into the barn and have a roll in the hay." She smirked placing her hat onto his head. He felt a cool sensation run over his body. He looked up to the hat smiling.

"So you've been wearing my Hearthswarming gift this whole time?" He chuckled causing her to blush as they stood up heading into the barn.

"That hat is probably the best present ah ever got." She smirked closing the barn door.

"So a roll in the hay huh?" He smiled jumping up and into the hay, he looked back almost as if in slow motion as AJ's began to yell for him to stop.

*TTHHHHWWWWWWAAAAAAAAAAAAAACK* *snap* *THUD*

AJ face hoofed looking at the now swelling knot appearing on the side of Midnight's head. AJ picked up the remains of the poor rake that had cracked over the side of his head tossing them into an empty barrel. She gave a snort as she let out a scream.

"AAAAAAAAPPLLLLLLEEEBLOOOOOOOOOOOOOM!"

XXX

"Ugh.......... What hit me?" Midnight groaned as he opened his eyes looking around.

"Just stay still ya hard headed fool." AJ said as she pressed an icepack to Midnights head causing him to hiss in pain.

"I swear, when am I going to learn that anytime I'm about to have fun with one of you girls, I need to prepare for and endure LOTS of pain." He chuckled, but quit as the knot on his head throbbed with each laugh.

"So what hit me?" He asked looking to AJ.

"A dead rake that managed to give me a shiner." She giggled.

They looked each other in the eye for a moment before bursting into laughter.

"You have got to be kidding me?" He laughed but began to laugh harder as AJ dug the broken rake from the barrel she had tossed it into.

"Here's the culprit." She said tossing the broken rake to his side. He gave it a look still laughing.

"It's amazing that such a simple tool can cause such chaos." He said as his laughter began to calm.

"Yea, it's a might shame the thing broke over yer thick skull." She chuckled trotting over and laying at his side.

"At least my thick skull saved my brain from that zombie rake." He laughed moving a little closer.

"Heh, zombie rake." AJ chuckled before kissing Midnight again.

XXX

After an hour of vigorous rodeo riding the two ponies lay in the hay in the barn covered in sweat, both smiling as they lay together.

"Now ah gotta admit something. That was by far the best ride I have ever had. To bad it had teh end after just an hour." She looked up to Midnight giving a smirk.

"Damn girl, are you serious?" Midnight laughed.

"Sugarcube, ah'm a earth pony. I make up in dexterity what ah lack in magic an being wingless. If ya ever get the chance teh watch an adult flick with just earth ponies. You'll know what ah'm talking'bout." She giggled.

Midnight lay there for a moment before a big grin spread across his face. "So you know what porn is and have seen it?"

AJ turned white for a moment before bursting into such a bright shade of red it would have made a Red Delicious jealous of the shade.

Midnight chuckled watching AJ get up and heading to the door without a word.

"Awwwww. Come on AJ I was only picking." He said getting up and trotting after her.

*thwack*

"AAAAAAHHHH!!! SON OF A BITCH!"

*THUD*

*OW OW OW OW FUCK OW OW OW OW DAMMIT OW OW OW OW OW and just fucking OW!" Midnight fell over vigorously rubbing his front right legs shin.

"Looks like Mr. Rake claimed a final victim even after he was broken over that hard head o'yers." AJ laughed rolling on the ground in tears as Midnight groaned at the pain and giving AJ the stink eye.

*snort*

"Fine we're even." He laughed standing up and hobbling out of the barn, looking to the ground and watching every step he made. This only resulted in AJ laughing again as they made way toward the farm house.

"Come on in Sugarcube, Ah'll patch ya up." Aj smiled opening the door as Midnight shrank to enter the house.

"Heh, no need for that really." Midnight grinned following her inside anyway, his horn glowing softly as a green aura surrounded his bruised shin.

"Ya know what ah meant." She laughed heading toward the kitchen, then after a few moments bringing out a couple pints of hard cider.

"Cider? and at noon as well? I'm shocked" Midnight grinned giving his best Rarity impression only to make AJ snort while laughing.

"Ya know ya can play her off pretty good." AJ grinned for a moment until Midnights body began to glow. She watched as his form slowly shrank to that of Raritys

"You mean like this darling?" He smirked giving a little prance.

"Ok now that's just creepy." AJ laughed cocking a brow as Midnight returned to his normal form.

"Maybe, but you wouldn't believe how well it works with a prank." Midnight smirked.

AJ gave a grin taking a sip of her hard cider. "Do me then." She laughed.

"I thought I already did." Midnight grinned causing AJ to punch him in the arm. "Ow, alright alright." He laughed as his body glowed from the magic his horn was eminating. His form slowly shrank but his horn stayed. He placed AJ's hat back on his head to cover the horn giving her a smile.

"Well howdy pardner." He spoke mimicing her southern droll.

"That is jes to cool." AJ smirked walking around him to see if there were any flaws. She stopped looking at her doplgangers cutiemark.

"Thas not mah cutiemark" She droned.

"Yea, ah aint got the hang of trying teh change ma cutiemark jes yet." He spoke.

"Ya know ya can jes create an illusion of it right? Ya know also that ya caint change the mark itself. Twilight knows the illusion spell, ya should ask her. An another thang. Ya better not be pranking nopony while in mah form. I'll buck ya three ways from Sunday if ah find out." AJ smirked giving him a glare.

"Yes ma'am." Midnight saluted tossing AJ her hat, letting it land perfectly onto her head..

"Alright ya dang fool, get yer keister outta here, Ah got work teh do." She laughed watching Midnight change back into his original form, going outside and taking flight back toward Ponyville.

64. Let the prank war's begin!

Midnight was making his way back to Ponyville while thinking of some pranks to pull on some of his friends. It had been a while since his previous prank war and felt that it was time to pull a few new pranks on some unsuspecting ponies. He stopped for a moment, landing on a cloud that floated not to high above Ponyville. Rubbing his chin in thought he began to devise several plans on who to prank and what to do. But first her needed that illusion spell from Twilight so that he could make the illusion of a cutiemark from another pony on his flank.

"What would be a good prank to pull on the girls?" He hummed in thought looking down at the small town from his cloud perch. As he was thinking though he noticed an unfamiliar face trotting through Ponyville, and to top it off, it was an Alicorn.

"That's a bit strange. I thought Tia, Luna and myself were the only Alicorns in Equestria. I wonder who this one is." He spoke to himself watching the pink Alicorn as she trotted toward the library.

After a moment, the Pink Alicorn made her way to the library, entering it after knocking. Midnight rose to his hooves diving off the cloud, gliding toward the same spot. "Well, at least I can find out who this pony is and ask Twilight about that spell as well." He smiled as he landed softly onto the dirt just a few yards from the library. He trotted up to the door giving a knock.

"Come in, the library is open." Came Twilights voice from inside.

Midnight with the use of his magic entered into the library speaking as he entered. "Hey Twi, I came by to see if you knew about a spehehawa............" He trailed of in a stupefied manner seeing the pink Alicorn up close now as she looked over at him in slight shock. Although Midnight knew this Alicorn had entered the library, he had not gotten a good look at her until that moment. The hamster running in its wheel inside Midnight brain suddenly tripped, getting its foot caught in a hole in the wheel it was running and and proceeded to spin along with the already fast moving wheel.

"Midnight? You alright?" Twilight asked waving a hoof in front of his face as he stared at the pink Alicorn causing him to snap back to his senses.

"Huh? Oh...... yeah, I was wondering if you had a spell book on illusions. He said as his eyes still never left the Pink Alicorn who was now walking back into Twilight's study room downstairs. As soon as she left the room, Twilight had returned with the book in question to Midnight but was suddenly snatch up as Midnight held her close to his face staring into her eyes as he spoke.

"Who was that?!" He squeaked as his vision glanced back to the doorway to see if the Pink Alicorn was going to come back out.

"Who? Cadence?" Twilight sputtered for a moment watching Midnights reaction.

"Cadence? That pink Alicorns name is Cadence?" He squeaked again.

"Y-yes, She's my sister-in-law." Twilight added causing Midnight to pause for a moment before starting again.

"Sister-in-law? Wait, you have a brother? Why don't I remember that?" He asked as he dropped the startled unicorn to rub his chin in thought.

"I think you met Shining armor only once before. I don't think you two were properly introduced though." She said picking herself up from the floor.

"Hey Twi." He began.

"Yes?"

"Is Cadence in an open relationship with your brother?" He asked flatly.

"WHAT THE HAY MIDNIGHT!" She shouted throwing the book she held in her magical grasp at him walloping him upside the head.

"OW! WHAT?! WHAT'D I SAY?!" Midnight said back peddling from Twilight as she snorted at him.

"You lecherous......... no good....... I can't even think of a word to describe you right now." Twilight shouted stomping toward him.

"Is something wrong Twilight?" Cadence had reappeared from the room she had went into looking at the scene before her.

"It will be once this big jerk apologizes." Twilight grumped pouting her lip out while furrowing her brow in anger.

"Sorry Twi, it was just a question. I didn't think it would upset you." Midnight said looking from Twi to Cadence giving a nervous smile.

"Really Twi? What could this............ Wait a sec. You're an Alicorn?" Cadence eyes went wide in shock for a moment looking at Midnight.

"Yes and he is about to be turned into a rat." Twilight's horn lit up as she prepared to attack.

"OH SHIT!" Midnight yelled before teleporting away just as a beam of magic went through the spot he was previously in, reappearing behind Cadence with a snap and flash of light.

"Twilight Sparkle!" Cadence yelled causing the purple unicorn to recoil. "Stop that this instant. I am sure that just a mere question does not call for such violence. What did he ask to make you so angry?" Cadence asked looking from her to Midnight.

"He asked if you were in an 'open' relationship with my brother." Twilight said flatly.

"Oh.......... Oh my..........." Cadence began to burn a bright red through her pink coat, from a blush that was rapidly taking over her entire body. "Why would you ask such a question?" She gave a nervous laugh looking to Midnight as Twilight stomped over taking a seat next to Cadence on the floor.

"I'm sorry, I just asked because........... well.............. I find you attractive................. and I'm in an open relationship with my fiance." Midnight gave a sheepish smile, but stopped seeing Twilights horn glowing again.

"Now hold on a second!"

*ZAP*

Midnight blinked a couple time looking up at the now giant ponies in front of him. Twilight picked him up using her magic making him squeak out in fear.

"Twilight!" Cadence spoke out in an authoritative tone glaring down at the purple unicorn.

"He deserved it!" She grumped pointing her nose in the air away from Cadence in defiance.

"Change him back." Cadence smirked.

"No." Twilight snapped back defiantly.

"Don't make me tell your mother." Cadence smiled giving a wink to Midnight as he floated helplessly in Twilights magic.

"Go ahead. She can't ground me anymore." Twilight smirked.

Cadence gave a sly smile to Midnight as she began again. "Spike? Are you here?" she shouted.

little claw steps could be heard as the baby dragon walked into the main room of the library. "Yea, whatsup? Oh! Hi Cadence, it's been a while." He smiled walking up to her then stopping as he noticed the floating rat being held in Twilights magic. He pointed to the rat as he looked at Twilight. "Uh?"

"Spike, I need you to take a letter." Cadence smiled causing Twilight to gasp.

"You wouldn't!" Twilight growled.

"My dearest cousin." Cadence began as Spike began to scribble on the parchment.

"UGH! FINE!"

*ZAP*

Midnight appeared with a thud, upside down on the floor, his eyes rolling around in his sockets as he gave out a low groan.

"Ooooooooo that sucked." He let out as he turned upright shaking his head.

"Now for you." She spoke to Midnight as she waved Spike away with a hoof.

"Huh?" Midnight said as Cadence drew nearer to him causing Twilight to gasp watching the two.

Cadence leaned up whispering into Midnights ear. "Play along, I haven't played a prank on Twilight in a while. I feel like making her squirm a bit."

Midnight gave a very sinister grin for a moment before letting it disappear as she pulled away.

"To answer your question Midnight, Yes, Shining armor and myself are in an open relationship." She smiled circling the dark Alicorn, looking him up and down.

Twilights eye twitched as she listened and watched.

"Really? Well then, I guess that makes two of us. Are you doing anything this evening?" Midnight smiled watching the Pink Alicorn give him a wink as she rounded him then looked to Twilight who had a look of horror on her face.

"I don't have any plans, why? Did you have something in mind?" She smiled innocently to him.

Spike looked at the two severely confused and decided to go back to what he was doing prior to Cadence asking him for assistance.

"I was just thinking of maybe a nice dinner and some wine. Maybe a nightcap if you're feeling up to it." He grinned but stopped as Cadence looked to Twilight with worry, his vision falling on her as well.

"Twilight?" Cadence began but stopped as Twilights coat turned a blistering white, her eyes erupting into a red color and her mane and tail turning into a fire much like Midnights.

"I don't care if you tell the princess Cadence, I am going to turn that horny Alicorn into a rat and feed him to Owlilicious." She shouted as her horn erupted in a magical glow.

XXX

"So I was thinking about what you said earlier Dashie and............" Pinkie trailed off speaking to Rainbow Dash as a screaming could be heard from nearby. The two prankster ponies looked to each other then to down the street as a cloud of dust and flames were racing toward them screaming.

*aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaahhhhhhhhhhhhhhhh...................................* the scream trailed off as Midnight made a mad dash down the street, his feathers and backside smoking from being singed.

Pinkie looked to Dash and she to her before they heard a loud blast from down the street. They looked toward the area Midnight had run from seeing a white, orange and red blur bust past them.

"COME BACK HERE YOU PERVERT!" Twilight yelled as she chased after him.

"I think Midnight just stepped in it this time." Dash giggled watching Twilight bolt down the street. Several loud blasts and screams following as Midnight bolted back down the way he had came.

"WHY GOD?! WHY MEEEEEE HE HE HE HEEEEEEeeeeeeeeeee..........." He shouted as he ran by smoking even worse as he bolted by, the feather all but singed off as he became a dot at the end of the street.

"Uh....... I think we should help him. He seems to be a little worse for wear." Pinkie said as they heard a low hum that quickly turned into a raging gust of wind as Twilight flew by them in a roar of fire.

Midnight had run back to the library, in his panicking state his magic became useless and since his wings had all been singed, he was now grounded. Cadence rushed to him as they heard a loud boom com from the end of the street, looking down the path he had come from he saw a roaring flame heading toward him. He gave a defeated sigh pulling a blindfold out from thin air and wrapping it around his eyes. He stood up straight as he face toward the oncoming doom that was a severely pissed off Twilight.

"What are you doing?" Cadence asked as she watched Twilight barreling down the street at them.

"Accepting my fate." Midnight cried. Cadence face hoofed as her horn began to light up with magic.

Just as Twilight was about to run into Midnight, she stopped frozen in the air, halted in a pink glow. Cadence walked over in front of Twilight who was glaring at her with untold fury.

"What are you doing Twilight?" She asked looking her in the eye.

"I'm trying to teach that little pervert a lesson." She snorted fire looking at him.

"Twilight, I think you have done enough." Cadence gave a soft smile.

"No way! I am going to..........." She stopped as Cadence moved from her vision pointing toward Midnight.

"Look at him. I think he has learned his lesson."

Midnight stood there shaking as he awaited the onslaught of pain from the dreaded mare TWILIGHT SPARKLE! His eyes covered with a blindfold as he stood there.

"Besides Twilight, It was just a joke anyway." Cadence giggled looking at Twilight who had a look of shock on her face.

Midnight lifted one side of his blindfold for a moment as he heard talking and didn't feel the pain he had expected.

"You mean you two PLANNED this!?" Twilight growled looking to Cadence who back peddled slightly.

XXX

"Come on Pinkie, we gotta get to Midnight before............." Rainbow Dash trailed off as she heard screaming again. Pinkie stopping beside her after a few seconds listening to the screams as well. They stepped to the side of the street as two ponies rushed past them screaming. One the dark Alicorn Midnight, and the second, a now slightly singed Cadence.
After a few seconds Twilight bust by on fire as she chased them down in a fiery blaze.

"Uh, I don't think we can help them now." Pinkie said as they watch Twilight explode on the two with untold fury.

XXX

"Oh God............ remind me again why we played that prank on Twilight?" Midnight groaned looking over to Cadence from his hospital bed through his bandage covered head.

"Ow! I thought it was a good idea at the time. She used to take pranks so well. I guess when it involves her brother though, she becomes an evil far greater than anything that has existed." Cadence groaned as she tried to move to find a more comfortable position in her hospital bed.

*Knock knock*

"*groan* Come in." Midnight spoke out in pain looking to the door.

Cadence and Midnight both gasped in horror, starting to shake as Twilight entered the room in her normal purple form.

"Ok you two. Have we learned our lesson?" She spoke out authoritatively.

"YES MA'AM!" They spoke in unison not daring to look her in the eye.

"And we will not be pulling anymore pranks on me now will we?"

"NO MA'AM!" The spoke again.

"Good." She smiled as her horn began to light up with magic causing the two Alicorns to sink back into their beds with a whine, but stopped as they felt a tingly feeling covering their bodies. Their injuries slowly beginning to heal. They laid back with a sigh as Twilight healed them.

XXX

Midnight and Cadence had made it back to the library with Twilight. Both of their heads hanging low as they walked.

"Twillie?" Came a voice from nearby as a white unicorn with a blue mane and tail approached them.

"Shining armor!" Twilight spoke happily as she ran up to her brother giving him a nuzzle.

"Uh....... Whats with them?" He asked looking back to Cadence and Midnight who quickly recoiled as Twilight looked back to them with a glare then turning back to her brother with a smile.

"Nothing, they just needed to learn a valuable lesson." She smirked looking back to them. "And what is that lesson?"

"To never prank Twilight when it involves her brother." They both shouted in unison standing at attention.

Shining armor face hoofed as he followed his sister into the library. Midnight leaving as soon as Twilight lost sight of him and Cadence following behind her husband Shining armor, silently cursing the deserting Alicorn as he fled.

65. Avoiding the purple DEATH!

It had been nearly a month since his incident with Twilight and yet Midnight was still trying to avoid her at all costs. She had come by Rarity's boutique to see how he was doing but as soon as Midnight saw her he teleported away. This happened on several occasions. Once in the diner as he was eating, once when he was playing with the Cutie mark crusaders in the park, and once while he was talking to Celestia when she visited Ponyville. Twilight was starting to get angry that Midnight would keep avoiding her but soon realized not only how she hurt the Alicorn physically but emotionally as well. Even Princess Cadence seemed to shy away from her. But Midnight had just turned chicken shit and ran every time he saw Twilight.

Twilight was making her way home, her head lowered to the ground as she walked silently, her ears lay back in shame as to what she had put her friend through. Yes it had been a joke on their part, but she felt what she did at the time to be right, only later realizing that not only had she passed the line of being to far, she had encircled the globe to pass it a second time just to prove her point.

As she finally made it back to the library, walking through the door. She noticed a certain ivory pony getting a small stack of books from a certain swooning purple baby dragon.

"Rarity?" Twilight spoke catching her attention.

"Oh Twilight darling. I just stopped by to grab a few...... books." She gave a nervous smile looking to the purple unicorn.

Twilight cocked a brow trotting over to her, taking a look at the books that she held in her magical grasp. She gave Rarity an accusing look as she began.

"You've already read these books Rarity." She sad flatly causing the ivory pony to laugh nervously.

"Oh but I just felt like reading them again darling." She smiled again looking to the library door then back to Twilight.

Twilight gave a sigh as her horn glowed taking the books from Rarity's grasp and placing them in a neat pile to her side. She looked to Rarity with a softened expression.

"Please tell Midnight to come to the library himself to pick up the books. I need to have a word with him." She said as she trotted by the confused white pony and into the kitchen. Rarity blinked a couple times looking to Spike who just gave her a shrug before picking up the books and taking them to be shelved again.

XXX

"But darling, Twilight asked to speak to you. You're acting like such a foal about all this nonsense. Just go speak to her. Please?" Rarity asked the pacing Alicorn as he was wearing grooves into the floor.

"I can't doll. I might have played a joke on her but she just went to far in retaliation. She honestly hurt me to the point where I thought I was going to die. Even the Shadow we fought together didn't cause me that kind of fear when we fought. I........... I don't think I can ever look her in the face again after what she did." He sighed lowering his head as he spoke.

Rarity lowered her head giving a slight pout, she walked over to the door using her magic to hold the bell so it didn't make any noise as she opened the door letting Twilight inside. Twilight's horn glowed as she latched onto Midnight as she spoke causing him to tense up, his horn already starting to glow but canceled as Twilight's magic took control.

"We need to talk." Twilight spoke softly yet firmly toward Midnight as she turned him around looking him in the eye as she could feel him struggling against her magic to break free.

"Please just listen to me for a moment." She said as she let Midnights mouth move to reply.

"NO! Stay away from me. You really did hurt me Twilight Sparkle and I am beyond forgiveness at this point." He snorted glaring at her as he continued to try ans escape.

Twilight's eyes began to well up as she looked up to the struggling Alicorn, tears began to stream down her face as she watched him glare at her. She lunged forward releasing her magic and grabbing around his midsection holding onto him with all her might.

"PLEASE!?........................please................" She trailed off causing him to freeze at the hold he was in. He looked down at Twilight as he felt her shaking slightly as she breathed.

"Twi........." Midnight trailed off looking down at her feeling her tighten her hold on him as if he was about to vanish into thin air again.

"Please................... even if you don't want to be my friend................ even if you don't want to talk to me.................. even if you don't want to see me ever again................. please............ just listen to what I have to say.................. then you can leave if you want................. just please................ hear me out?" She sobbed.

Midnight gave a defeated soft sigh as his tension left him. he eased back down sitting onto his haunches as he listened to her. Rarity watching from the other side of the room.

"I.........I know you must hate me for hurting you like I did. I know I went to far and I'm sorry for that. I am more sorry than I have ever been at this very moment. You have always been there for me when I needed you, even through the small petty stuff, and even when we fought together against the Shadow Hunter. You have save me from death before and been by my side at all times through thick and thin. I know that I went to far on retaliating against you and Cadence when you pulled that stupid prank." She sobbed. "And I'm sorry. I honestly cannot put into words how sorry I am for doing what I did to you. Friends don't do that to each other. Especially not ones who have been there for each other like we have. If you could ever find it in your heart to forgive my stupid actions. I'll do anything............... Please.................... please....................."

She fell to the floor in a heap as tears streamed down her face. Midnight, now loose from her grasp was free to do what he wanted but stayed there for a minute as he thought of what his answer would be. The silence was long and deafening as all that could be heard was Twilights gentle sobs. Not of sorrow, but of fear of loosing the one friend she had grown to love over time. Not merely as just a friend, But as someone she could count on for any given situation. Someone she could confide in when she truly needed somepony to talk to or to help her. Somepony she looked up to as not only a friend and mentor like Celestia. But as something more.

Midnight gave a final sigh causing Twilight to tense up as she pulled herself from the floor. Her gaze slowly climbed up the dark Alicorn as her eyes latched onto his. Her vision blurred from tears as she gave a soft whimper seeing his mouth begin to move.

"Twilight, I.......... don't know what to say. I know that you must feel terrible now from what happened but that still doesn't change the fact......" He stopped frozen as Twilight yelled out.

"I LOVE YOU!" She shouted pointing her vision to the floor as she shook out of pure fear. Her entire body trembling as she spoke again in almost a whisper. "I love you............" She trembled falling to the floor in a heap.

Midnights eyes went wide hearing the sudden confession. Rarity giving a loud gasp as her hoof moved to her mouth in shock.

Twilight slowly rose from the small puddle of tears that had left her eyes and accumulated onto the floor below her. She gave a soft sniffle as she weakly turned heading toward the door. "I'll.......... be going now." She whimpered.

Midnight had a look of shock on his face not knowing what to do. He looked to Rarity in askance. He knew their rules about the open relationship and having another mare as a marefriend or spouse was out of the question. However as he looked at Rarity she just gave a soft smile and nodded. Midnight needed no further words as his horn lit up pulling Twilight backward into his chest as he wrapped his arms around the tiny unicorn causing her to gasp out in surprise. He place his head gently to the side of her head as he spoke.

"I'm............. sorry as well............... And............ I have grown to love you as well............egghead." He smiled causing Twilight to give a sobbing chuckle as she turned around kissing him. Wrapping her forelegs around his neck and holding onto him for dear life.

XXX

After a short while and some cleaning up within the fells of conversation. All had been righted a the Alicorn now had two tender loving mares at his side. Although Twilights viewpoint on having an open relationship was still being re-ruled and reworded. Midnight could now say that not only did he have one of the most beautiful mares as his fiance, but also an additional marefriend who is the prodigy of the Sun Goddess herself. Life was about to get very interesting from this point forward, and there is no telling as to what would come of it.

66. A picnic with the new mare friend

It had been a couple months since Twilights confession to Midnight, and in front of Rarity no less. Midnight had performed at the Cathedral causing everypony to cheer loudly for his performance and even managed to sell a backstage ticket for a thousand bits. Although the concert was no sell out, roughly eighty percent of the tickets had been sold and his name had spread far and wide. Hopefully his next concert would be a sell out. However the funds from his concert had been placed into a savings account so that he would be able to rent the Cathedral at a later date. That alone would cost him a couple thousand bits.

Ever since Twilights confession though, Midnight had noticed a severe change in the her demeanor. She had released her courage and become far more open with the Alicorn. Being able to call him her colt friend was by far the one thing to make her that open with him. He however has found out far more about Twilight than he would care to admit. She had divulged her history to him, leaving no detail out. The first moment when she first felt something toward him. That alone took some guts as it wasn't from what he had done for her as to what she had seen. This nearly put Midnight in the floor laughing and made a purple unicorn turn red with embarrassment. However as time went on Midnight had to finally let Twilight know that even though they now had a special bond together, it would be best to learn about each other as time went on. This way it would be a never ending roller coaster and neither of them would become bored since they could not predict what the other would do.

Twilight argued that this was just an attempt to avoid the long drawn out conversation and he didn't want to get to know her. He on the other hoof, surprised the young unicorn to the point where she would submit to his idea of the roller coaster relationship with what he had done today.

"I swear Twi, you have got to be the slowest unicorn in Equestria when you have your nose in a book and something needs to be done." Midnight laughed as his magic snatched the book she was reading away.

"HEY! I was at a good part!" She laughed attempting to tackle the Alicorn but just ended up hugging him around the neck.

"You always say that when I take your books." He laughed tossing the book into his saddlebag.

"That's because every page of every book IS the best part." She smirked at him as her magic dug the book from his saddlebag.

"Anyway, we are almost to the spot I told you about. I still don't understand why you wouldn't let me fly you here." He said looking back to Twilight whose nose was deep within her book again. He shook his head with a sigh as they continued on.

"Well, if I had let you fly me here, one I would have gotten flight sick, and two, I wouldn;t have gotten to read this wonderful book." She smiled lowering the book to see the Alicorn trotting ahead of her. "HEY!" She shouted trotting faster to catch up to him.

"Well, this is the spot." Midnight smiled looking around at the huge open field of cattails that swayed in the wind. The Everfree forest far in the distance as well as a certain small cottage that belonged to a certain yellow pegasus. He trotted quietly over to a slightly worn spot next to a babbling brook with water as clear as the finest diamond. Along the small brook were wild flowers as far as a pony could see, along the bank. Small croaks of frogs and chirping of crickets could be heard as Spring had already started and the wildlife had come into full swing, being noisy, but pleasant to listen to.

Twilight's book was suddenly swept away from her again as this time, Midnight stuffed it into his own little summoning portal so that Twilight could not get it as easily. She had made attempts before in opening Midnight's summoning portals only to get a few nasty surprises he had set up so that she would learn a valuable lesson very quickly. Several attempts with little pranks set as a trap taught her to not only value another ponies privacy, but to also pay attention when it is asked of you. At times though while reading she found this hard to do but over the short couple of months they had been together, she was at the tolerance level of roughly thirty/seventy. Seventy percent of the time she would pay attention when asked, while the other she had her nose in a book.

Twilight blinked as the book disappeared and began to scold the Alicorn but stopped as her vision fell onto the scene before her. A blanket had been spread across the ground in the small worn spot next to the brook. A picnic basket lay open to the side as a generous meal was being placed onto the blanket. All around them sat three foot tall cat tails for privacy except for the are that had been cut so that they could view and listen to the babbling brook.

She moved forward to the edge of the bank looking into the brook, *splash* A small fish jumped from the creek into the air and landed with a flop into the water again. Twilight smiled before closing her eyes and listening to all the sound that were around her. The rustling of wind through the weeds. The water falling over rocks within the creek, frogs and insects noisily talking amongst themselves. It was the perfect setting for a picnic.

She trotted over, taking a seat onto the blanket as Midnight began to fix a small plate of food and pour a drink for her. However she still felt that Midnight was hiding something in regards to this picnic that he suddenly wanted to do. As he placed Twilights drink and plate of food in front of her she began.

"So exactly what made you want to do a picnic all the way out here?" She smiled taking a sip of some apple juice.

"Why Twilight Sparkle, I would think you of all ponies would remember what today is." He spoke as if hurt causing her to scrunch her face up in thought. After a minute she smiled but also turned a bright shade of red as she began.

"This is our two month anniversary." She said shyly looking to Midnight who smiled softly at her.

"That is correct my love." He smiled making her blush even more.

"I didn't think you would remember though." She smirked.

"Mwah? Forget? Perish the thought!" He said doing his best imitation of Rarity causing them both to giggle.

Twilight picked up a small sandwich as she began. "So what did you have planned for today other than whisking me away onto a picnic in the seclusion of this area?" She grinned taking a bite of her sandwich.

Midnight stammered for a moment while speaking in surprise. "W-well, I know its been a couple months since we have been together. During that time we have grown to know each other a lot more and have even slept in the same bed together many times. I remembered what you said about waiting until you were ready to take the final step and I have respected your decision." He was cut short as Twilight gave him a shocked look and an accusing glance.

"So you thought you would just bring me out here and woo me into a rutting session?" She snorted angrily.

"Believe it or not, no." He smirked causing her jaw to drop in surprise.

"I intend on waiting for you until you are ready. With something as important as our first time together I don't want to rush it. Especially since you're still a virgin. First times are something to remember and to cherish." He smiled.

Twilight smiled back, tears welling up in her eyes as she stood up and walked over to Midnight and knocking him over onto his back.

"What are you MMMMM!?" He was silenced as Twilight firmly kissed him, he slowly falling into the moment as Twilight lay at his side. They continued kissing for a good ten minutes. Breaking slowly giving a slight pant.

"You are such a tease." Midnight smirked hugging the purple unicorn to him.

"And you're just horny." She laughed causing him to chuckle.

"Hey, with all of these beautiful mares running around, you would be to." He smirked causing her to gasp in shock then punch him in his shoulder with her hoof.

"That is another thing we need to discuss. Our open relationship status. Since Rarity was generous enough to allow me into you're relationship with her. I will continue to allow you to have relations with her. However, I feel that you sleeping around with any pony that just wants a quick rut needs to be addressed." She began.

"So in short?" Midnight smirked causing Twilight to grump.

"IN SHORT, I would like it if you had far less relations with mares you don't know."

"Hmmmmmm. So you don't mind it as long as the number goes down?" He smirked.

"Considerably down." She added.

"As in maybe thirty?" He pressed a hoof to his chin in thought looking to Twilight in askance.

"I was thinking half of that, maybe less." Twilight smiled innocently.

"Hmmmmmm, tough demands from a pony who hasn't offered anything in return." He smirked causing her to blush brightly.

"W-what?! You expect me to offer myself to you in return?!" She shouted in annoyance.

"I never said anything about offering yourself to me sweetheart." He chuckled watching her blush even brighter.

"I was thinking more of you putting down a book when I ask so that I can talk to you without fear of a future misunderstanding." He grinned. "Sounds to me like someone's mind is in the gut-ter." Her laughed loudly watching as Twilight's entire body turned red with embarrassment.

"I-I-I-I-I-I-I-I" She stammered unable to find the words she needed to save herself, but was quickly pulled into an embracing kiss which she found far more relaxing than embarrassing.

"No need to explain dear, I know you're a closet pervert, but don't worry. I won't tell anyone." He smiled but began to laugh loudly as Twilight threw her head back yelling out in annoyance.

"UGH! I can't beat you can I?" She groaned as her horn lit up as a smile crept across her face.

"I know, it's hard to have a battle of wits with an unarmed pony HEY WHAT THE!" *KERSPLASH* He began but shouted as he was suddenly lifted into the air and dropped into the brook with a resounding SPLASH!

Midnight rushed to the surface taking in a deep gasp of air as he broke the waters edge. He had a look of shock as he watched Twilight rolling around on the banks edge laughing her flank off. She stopped for a moment looking to the disgruntled Alicorn but soon busted out laughing harder than before.

"What's so freaking hilarious egghead?" He chuckled.

"Hahahaaa those haaaahahahaa bubbles heheheheee." She managed to choke out pointing a hoof to the bubbles that were coming from around Midnight. He looked around seeing the bubbles coming from his backside in the water then realized what Twilight was laughing at.

"That has got to be the longest far......" She was cut short by midnight.

"HEY! You really need to get your mind out of the gutter." He smirked causing her to stop dead in her tracks from laughing only to glare at him.

"Let's was all those filthy thoughts away shall we?" He grinned as his horn lit up picking Twilight from the ground and bringing her close to him just a few feet above the water. She let our a loud shriek in surprise as she clawed for the ground only to watch as it pulled away from her ever so slowly and water replaced it beneath her. She turned her head to Midnight with a scowl across her face.

"You had better NOT drop me into that water." She demanded crossing her forehooves.

"Ok I won't drop you in." He smirked causing her to give a sigh of relief but then screamed as she was suddenly surrounded by water then was pulled out of the brook as quickly as she was put into it.

"WHAT THE HAY?! You said you weren't going to drop me into it." She yelled, trying to shake the cold water off.

"I didn't drop you into the water." Midnight smiled looking to her confused face.

"You see, THIS *DUNK* is dunking." He chuckled as she was plunged into the water again then was pulled back into the air.
"This!" Midnight stopped his hold of magic around Twilight letting her fall into the water with a resounding splash. "Is dropping you."

Twilight came up to the surface gasping for a breath. Her mane covering most of her face as her horn lit up to pull it away as she began to wade in the water. She looking to Midnight who was swimming around her, a trail of bubble following a soft glow behind him.

"You're a real smart flank you know that?" She giggled trying to hold a scowl on her face but failing miserably.

"And you are just impossible to please at times." Midnight grinned as he laid his ears back lowering himself into the water, circling the purple unicorn.

Twilight cocked a brow at Midnights sudden change. "What are you up to?" Twilight smirked watching as he circled her..

"Dun DUN." he spoke softly as his mouth skimmed the surface of the water.

"What?" Twilight asked still watching him.

"Dun DUN!" He spoke a little louder and faster. causing Twilight to realize what he was doing.

"No!" She began to giggle watching his circle tighten around her. "Stop it. Don't you dare."

"Dun DUN DUN DUN DUN DUN DUN DUN DUNDUNDUNDUNDUNDUN DUN DA DAAAAAAAAAA!" He yelled as he jumped from the water his wings spread wide as he glomped the giggling purple unicorn.

They continued playfully fighting in the water for some time until the setting sun told them it was time to head home. After climbing from the brook they shook off, using magic to hasten the drying process and to quickly put away the food they had managed to not eat during their picnic. As Midnight placed the items back into his saddlebag and the basket into the summoning portal, he pulled a few sandwiches from the basket before closing the portal.

"Hey Twi." She smirked as she turned around and he booped her nose with the sandwich. She grabbed ahold of it with her magic taking a bite.

"This has been a interesting day." Midnight smiled taking a bite of his sandwich.

Twilight looked up to him in between bites before asking. "How so?"

"It's not everyday you find out your marefriend is a closet pervert." He laughed taking off through the field. Twilight hot on his hooves yelling at him.

67. Birthday Shenanigans

"I can't believe I let you talk me into this Rarity." Midnight grumbled a little as they headed toward Sweet Apple Acres, he in the process of carrying an overstuffed set of saddlebags.

"Oh come now darling. You know you will just love it. Besides, it was your idea." She giggled, trotting happily at his side.

"I only meant it as a joke. Hell I didn't even know your world even KNEW about strippers. Hell, most of the populace is friggin nude anyway. Seriously though, what the hell?! I wouldn't even have thought that you girls could get off to a pony stripping, in front of you since you see them running around without them twenty-four seven." He sighed seeing Rarity grin at the thought of her fiance stripping in front of her. She gave a devious smile and giggle as she looked him up and down like a piece of meat.

"You know that's kinda creepy right? I know that we have rutted more times than I can count but seeing you eye me like that is just unnerving." Midnight shuddered slightly ruffling his wings.

"Don't be such a prude. You're the one who comes up with all these kinky ideas. I like to simply play along at times to see how shocked my friends can become without passing out from embarrassment." She smirked causing Midnight to laugh loudly.

"I'm beginning to think you're a sadist in disguise." He grinned evilly at her.

"Oh you have NO idea darling mmmmwaaaahahahahahahaaaaa." She let out an evil laugh giving the same evil smile Midnight was giving her. They both stopped on the path busting out laughing.

After a few minutes of busting a gut they had finished making their way to Sweet Apple Acres where Big Macintosh was waiting in the barn for them. They looked around before entering the barn to make sure AJ wasn't around, then closed the door behind them as they began to set up all of the supplies that Midnight had brought in his saddlebags.

"Ah caint believe yer actually gunna do this for mah sis Night." Big Macintosh sighed pressing a hoof to his forehead in disbelief.

"Why not, I'm sure you've done this for Shy before." He grinned causing the Red stallion to almost explode into a shade of red that only the deepest depths of the sun could muster.

"Now don't ya'll be gettin any ideas. Me'n'Shy are a couple sure, but that don't mean we do all kinds ah crazy stuff." He spoke in a flustered voice only causing Rarity and Midnight to chuckle.

"Why not? I mean you two are a couple after all right? You've been seeing her since I got you two those Hearthwarming presents. I'm still a little surprised by how forward Shy was when you asked her out. That totally blew my mind." Midnight smirked causing the earth pony to rub his withers in slight embarrassment.

"Yea, she is something else. Ah do love her like nopony ever could. I do owe ya fer helping us start out." He smiled.

"Think nothing of it. You two just needed a gentle nudge in the right direction to get started is all." Midnight gave him a wink causing him to smile again. "But if ya still think ya owe me some form of gratitude, then lets work to get all this set up pretty quick. I don't know how long Applebloom is going to keep AJ busy in town. That and Pinkie is supposed to be here now anyway." Midnight spoke looking around for the pink pony. "Is she ever late to set up.........." He was cut off as a Pink pony burst forth from a pile of hay nearby.

"HERE I AM!" Pinkie shouted causing Midnight to step to the side in surprise.

"THWACK*

"SON OF A BITCH! OW OW OW OW OW OWWWWW!" Midnight fell over as he stepped onto the broken rake that had staked its claim by breaking itself over his thick skull, then claimed his shin for the second time. He rubbed his shin frantically trying to make the pain stop while three ponies laughed at his plight.

Midnight stood giving a loud snort looking at the rake as he lifted it from the floor of the barn with his magic. "Ok Mr. Rake, you have claimed your last victim. I hope you have fun where I am about to send you." He smirked opening a small portal then tossing the rake inside before shutting the portal.

Big Macintosh quirked an eyebrow. "Where did ya just send it?" He asked looking around the barn expecting to see it somewhere..

"I put that evil device in orbit." Midnight snickered as he began to talk with Pinkie as she began to decorate the barn for the nights party.

"Orbit? YOU MEAN IN SPACE?!" Big Macintosh squeaked out in surprise.

Midnight turned back to him giving a chuckle. "Eeyup."

Big Macintosh stepped outside the barn looking up into the sky as a little twinkling light shot across the day sky. "Well ah'll be." He laughed as he thought back to how many times he had stepped onto that stupid rake which had given him a multitude of injuries. Including several bloodied noses, two black eyes, and one time being knocked out. He was lucky enough to avoid the shin damaged since it had broke over Midnights head. Now all he had to worry about is when AJ purchased a new rake and forgot it on the floor of the barn again. Hay and darkness make for a killer hiding spot for anything, even a psycho pathic rake hell bent on bloodying everyponies nose on the planet.

XXX

Some time passed as Pinkie finished decorating and the rest of the girls arrived ahead of schedule so that they could all surprise AJ. The barn had been decorated in an apple theme with red and green streamers strewn about the walls floor and tables. A small platform had been placed as a makeshift stage for tonights entertainment. Big Macintosh had decided to let Fluttershy know ahead of time about the events that would unfold in the later hours of the party which caused her yellow coat to turn as red as his. After the temporary heat exchange from the epic blush, Fluttershy had decided to make her way into the Apple families house just before the final show started so that she and Big Macintosh could have a pleasant evening alone.

Everything had been set up and now all that was needed was the birthday girl. They waited around, casually talking until they heard a few taps on the door. They froze as the lights went out just seconds before the door opened revealing a slightly curious Applejack.

"Now what in tarnation? I coulda sworn I just saw lights on in here." She spoke but gave a loud whinny of surprise as the lights flicked on and everyone shouted.

"SURPRISE!"

Applejack stood slackjawed for a moment before laughing. "I shoulda guessed ya'll was gonna throw me a party with the way Applebloom kept me in town all day."

"Well don't just stand there birthday girl. Get in here and party." Midnight laugh causing her to toss her hat to the side as she trotted happily into the barn. Applebloom left to go into the house, being warned that this party was not for little fillies.

The party started up quick in the normal Pinkie Pie Party fashion. The birthday cake had been setup and the candles blown out. Applejack had just turned twenty three and the candles on her cake showed that. Presents were given to which she laughed at a few of them, then almost fell over from opening an unnamed gift from an anonymous source. It was a giant replica of a horse dick. She had opened the box to find it filled with filling paper. She couldn't just pull out the paper so she dumped the contents onto the table next to the cake. It fell out of the box and flopped onto the remainder of the uneaten cake. Everypony except Midnight and Pinkie nearly fell over blushing furiously. The other two, well, they fell over laughing so hard it caused the others to burst out laughing. It was ruled that it had been a gag gift since nopony claimed responsibility for giving it and thus was temporarily made into a unicorn hat, a baseball bat, and various other items not relating to its original sexual nature.

After a couple hours of literally horsing around, AJ noticed the lack of a certain Alicorn in the barn and decided to ask the girls where he had went. Fluttershy upon hearing the question left the barn with Big Macintosh leaving just the five of the girls to the coming attraction.

They all ganged up onto AJ with some effort, tieing her to a chair and sitting her in front of the stage. The others took a seat behind her grinning like devils as the lights began to dim until the room was dark.

"What in the hay is going *click* ON?" AJ yelled out as several spotlights flicked onto the stage before her showing Midnight in a construction workers outfit, along with a big yellow hard hat with a hole placed specifically for his horn. A set of loose fitting brown pants. and a bright orange vest covering his upper body. AJ sat there, face burning ten shades of red as the music kicked into play.

He moved around in a rather unorthodox dance to the music, his horn alight with magic as he began to strip his clothing off piece by piece. First the helmet, which he floated over to AJ, then his vest which was tossed into the small crowd of girls who all tugged at it. then his pants which he literally ripped away revealing a bright green thong with two huge red apples placed strategically onto it. He wiggled his eyebrows at AJ before pulling the makeshift thong away and tossing it onto her snout. The girls were all laughing and cheering Midnight along until finally the show had come to a close.

Once the show stopped the girls untied the orange earth pony from the chair so that the ensuing wrath could commence. However, much to everyponies surprise she walked right up to Midnight, looked him in the eye for several seconds before tackling him into a pile of hay and kissing him. The girls erupted with laughter watching the two roll around for a few moments before separating. The party began to slow once the strip tease had been concluded, and a few of the girls giving the stallions flank a magical pinch.

"Alright girls, now that you have thoroughly embarrassed me to no end." The girls all giggled at this. "What now?"

"The girls all smiled to each other as Pinkie trotted over to a nearby hay bale giving it a kick, toppling it over to reveal a Hard Apple Cider Barrel.

Midnight laughed as he picked it up, pulling it over to him and popping the top of the barrel off to reveal the chilled beverage inside. He pulled some pints from a nearby table dunking them into the brew and hoofing them out to everyone.

He lay down onto a makeshift bed of hay smiling at the girls as they began to drink to their hearts content. AJ however was the first to notice that Midnight wasn't drinking and came over taking a seat next to him.

"Why aintcha drinking with the rest'o us?" She smirked taking a long gulp of the Cider.

"I figured that I would watch you girls embarrass yourselves now that my time in the spotlight is over with." He chuckled causing AJ to grin.

"Bah! These lightweights will be drunk as a skunk afor half the barrel is gone." AJ laughed catching Rainbow Dash's attention.

"Drunk as a skunk huh? I bet I can out drink you any day of the week." She laughed giving a determine smile getting right up into AJ's face. AJ shot back with a grin of her own.

"Oh really? Well let's just see about that." She chuckled as they trotted over to the table to set up the drinking game.

"Oh boy, here we go again." Twilight groaned plopping down next to Midnight with her drink.

"Again? You mean these two have done this before?" Midnight laughed looking from Twilight back to the two drinking ponies sitting at the table.

"Eeyup. And Rainbow Dash has never beaten AJ." She giggled as her first pint was finished off.

"The next hour was spent watching AJ and Dash being cheered on by Pinkie and Rarity. After the tenth pint Dash began to sway heavily before finally headbutting the table with an audible thud. Pinkie and Rarity cheered, AJ throwing her hooves up into the air shouting. "YES! I WIN AGAIN!" before gravity took over and she fell backwards in her seat hitting the hay covered floor, a loud snore escaping her as she lay there. The girls and Midnight erupted in laughter. That is until Rarity chimed in.

"Oh darlings. I feel a prank coming on." She giggled through her rosy cheeks as she sat her drink to the side.

Pinkie bolted over to her falling over giggling to the floor as she was drunk as well. She looked up to the ivory pony with a smile as she asked.

"What kinda prank?"

Rarity smirked waving everypony closer to her as she began. "Lets put Dash and AJ next to each other in the hay over there, along with this little monster." She giggled floating the gag gift AJ had gotten from the table nearby. "Then when they wake up they will see that they are sleeping next to each other and well, you know the rest."

They all laughed at the idea and began to move the two unconscious ponies over to the makeshift bed of hay. They all laughed for a minute before the affects of the alcohol began to fully take effect on them. Pinkie was the first to nod out on the table, her face slightly buried in cake. Rarity was the next to go who had leaned up against Midnight before falling asleep. Then Twilight at his other side. Midnight looked around the barn listening to the snores of the drunken ponies, he gave a soft chuckle as he lay his head down to go to sleep.

XXX

Morning arrived quickly, the crow of an annoying rooster sounding forth as the alarm clock for the farm pony, as it did every morning before. Midnight awoke with a start from the crow, giving a yawn as he began to wake up. As his yawn came to a close as he felt a slight pressure on his chest, That was when he realized he was laying on his back, his wings spread out and wrapped around Rarity and Twilight holding them close to him. His eyes focused on what was laying on his chest, Adrenaline hit him hard as he saw a fluffy pink tail laying across his forehead. He began to scream but held it in as he knew that Pinkie must not have known what she had done. His horn lit up as he took the pink pony and gently lifted her from him and placed her to his side. She gave a stretch, then a gentle scratch to her flank as she rolled over onto her back in the hay. Midnight stopped as he heard some chuckling nearby. He looked around to see Rainbow Dash and AJ standing there giggling like idiots.

"Serves ya right fer trying to prank us." AJ chuckled cocking a brow at the Alicorn.

"Yea, yer prank didn't work. We were both awake when ya put us together last night. I'm pretty good at playing possum." RD smirked to the Alicorn.

Midnight gave a soft chuckle as he lifted the two sleeping ponies from his wings and placing them next to Pinkie. He rolled over standing up and shaking the loose hay from his coat as he trotted over to RD and AJ.

"How about we let those three wake up instead and sit by to watch." He smirked causing them to grin evilly as well.

"That is going to be so awesome." RD laughed.

"I'll go get mah camera." AJ laughed as she galloped toward the house.

"Let's not forget this little monster." RD giggled pulling the giant gag gift from nearby as she gently placed it next to Twilight who immediatly began to cuddle it.

RD and Midnight began to softly laugh at the sight just before AJ came back into the barn with her camera. She walked over to the three ponies, then noticed what Twilight was doing and had to shove a hoof into her own mouth to keep from cackling like a maniac. She managed to barely contain herself before raising the camera up to snap a few photos. After a few compromising positions and many photos later they stowed them away for later as the day began to creep by.

Midnight laughed looking back to the three sleeping ponies. "They are going to freak when they wake up." he laughed.

68. In season? Or Death by Snoo Snoo?

Authors Notes: This chapter is nothing but adult themed. Although it isn't graphic. There are a LOT on insinuations regarding sexual material. But it's still good for a laugh.

--------------------------------------------------------

The sun rose quietly through the morning sky as it broke over the horizon. All of the snow had finally melted and Winter wrap up had passed with the aid of a disgruntled Alicorn. AJ's birthday had passed by with some minor pranks and blackmail pictures, and the plants were beginning to come into full bloom. It was starting to head into spring as now it was almost mid April, and that meant only one thing.

*CRASH*

"Get him girls!" A mare shouted out as they chased a certain black Alicorn through the streets of Ponyville.

'Oh shit! Oh shit! Oh shit! Oh shit! Oh shit! Oh shit!' Midnight began to curse to himself as he sprinted along the ground in a panic from a small mob of mares. "Why in the hell was I not told the specifics about mares going into heat. Sure I don't mind rutting with any mare that wants to, but not when I can fucking knock them up. Oh god! Curse my gigantic loins and my will to fuck." He gasped seeing a small mob of ponies suddenly appear at the mouth of the ally he was running through. He stopped, breathing hard to catch his breath as he turn back to see another group advancing on his position. "DAMMIT!" He shouted looking back and forth as the two groups of mares began to slowly close in on him.

"Time for a new plan." he thought quickly as his horn began to glow brightly.

"CRAP! Get him before he..... *VORP* .....teleports." One of the mares said giving a defeated sigh seeing the empty spot before her where the Alicorn had just been.

"Alright girls, check the entire town. He has to be here somewhere." The young mare shouted getting a nod from everypony. They all broke up the group as they began to search for him.

"Heh, good luck ladies. I am NOT going to be easy to......"

"THERE HE IS!"

"FIND?!" He shouted as he was piledrived through the cloud he was was hiding on from a pegasus mare above him. They began to freefall toward the ground as Midnight opened his wings to slow their decent.

"LET GO!" He shouted trying to at least glide but kept tumbling head over flank through the air.

"I WANT TO HAVE YOUR FOAL!" She shouted as her grip increased around his midsection.

He managed to look down as the ground began to close in on him. His mind raced as his magic began to fill his horn. He risked a glance as the ground came speeding at him. *vORP* He vanished with the pegasus mare just a few feet from the ground.

*SNAP*

He reappeared in a flash of light above a small pond as his velocity carried him into the cold water with a loud splash. He looked around slightly stunned from the speed he had hit the water but quickly regained his bearings as he swam to the surface. The pegasus mare still tightly clinging to his waist giving a gasp as they broke the surface of the water. He swam for the shore doing the back stroke so that the young mare could still breath, however upon reaching the shore he began to pry the young thing from him.

"Seriously sweetheart, you need to let go." He spoke as she tried to bite his hooves as he tried to pry her loose.

"No way, I finally caught you after three hours of chasing you down. I'm in season and I WANT A BABY!" She yelled as her grip squished his midsection.

"Listen darlin, I am in a complicated relationship as it is, and I cannot afford to have the mass of mares to get knocked up by me. I'm sorry but I'm just not going to do this." He chuckled sitting down as his horn began to glow.

"Weren't you that human before?" She asked causing his concentration to break on using magic.

"Yes....... But what does that have to do with anything.

"Have you ever heard of pheromones?" She grinned loosening her grip a little smiling up to him.

"I have but what does that have to do with anything? Wait a sec." Realization hit him as he watched in slow motion as the mare let him loose, turned around and bucked him backwards onto the ground. His sense were knock for a loop for a second but suddenly returned as he looked forward seeing a plot pressed right to his face. He gasped for a second taking a deep breath and suddenly felt all light and happy. He looked forward seeing the most wonderful plot he had ever seen in his entire life pressed almost directly to his nose. His movements began to get sluggish as he smiled. Then as the mare pulled away turning around and coming forward to kiss him he shook his head to clear the fog.

"What the hell was that?!" He shouted in the mares face causing her to giggle.

"That, my dear, was one of your weaknesses finally coming into play." She smirked moving forward but suddenly froze as she watched herself being pulled away from the Alicorn in a field of magic.

"Sorry sweetheart. I'd love to stick around but I have to get home to my FIANCE." He emphasized the word fiance with gusto. His horn lit up as he released the hold on the pegasus then *VORP* teleported before she could reach him.

She stomped the ground in a fury, giving a loud snort as her wings flared out. "I'll have my way with you yet Alicorn."

XXX

*SNAP* Midnight appeared in Rarity's boutique in a flash of light and the snap of a whip. He looked around quickly to make sure that their wasn't any other mare around before giving a sigh and plopping down onto the floor giving and sigh of relief.

"Midnight? Is that you?" Rarity called from the other room.

"Yes, sorry it took so long. I had to do some hurdling and aerobics in town earlier to avoid a few crazy mares." He chuckled as he got up, heading toward the room Rarity was in. He rounded the corner and fell over in a heap staring at the sight before him. Rarity stood there in full lingerie, a rolled up whip in her maw as she wiggles her eyebrows at her lover.

"Oh God! Not you too?!" He Squeaked looking at her.

She stopped for a moment looking at the Alicorn with a puzzled expression. "What are you talking about darling?"

"I have just spent the last three hours running from a mass of in season mares. I am beyond tired at this point, and now I come home to find you dressed up like this. Please for the love of GOD tell me you aren't in season." He pleaded.

Rarity began to laugh loudly causing the Alicorn to whine. "Darling I will not be in heat until mid summer. I am beyond fertile at this POINT!?" She squeaked out the last word as Midnight swooped over to her and pulling her to him with his magic. He gave a sinister grin before kissing her passionately then pulling away to see her face in full blush.

"I hope you're ready for a marathon, because with as many mares that have been hot on my heels today to rut with them, and the thought alone of them all wanting to rut. I have got to relieve this tension the only way I can. By making you walk funny for the next week." He laughed causing her to gasp out, a smile spread across her face as they went upstairs after locking the boutique up and placing a magical seal on the doors so nopony could enter.

XXX

"Twilight, what's wrong with you? You've been acting weird for the past couple days." Spike asked as he watched the purple unicorn pace around the library, ever so often she would stop to place one of her back legs in front of the other and hiking her tail up slightly.

"I'm fine Spike, I just need to take care of a few things. Do you think you can run to Pinkies and grab a few things. I'll give you a few extra bits to get some gems at that nice new shop that opened across town if you do." She smiled at him innocently as he happily agreed, quickly getting the bits and running out the door. Twilight gave a lustful sigh as she was finally alone and could finally take care of a few things. She quickly made her way upstairs jumping onto her bed with glee, pulling out a romance novel, opening it to a specifically dotted page before.

*knock knock*

"CELESTIA DAMMIT!" She yelled into her pillow as she angrily pulled herself from her bed to head to the door.

*knock knock*

"I'm coming!" She yelled. "I wish I was anyway." She grumbled under her breath as she reached the door, replacing her grimace with a smile as she opened the door to reveal several mares who all began to look around the library through the door.

"Is Midnight here? We heard he was here." One of them shouted as they continued looking around.

"I wish he was, why in Equestria do you want to know though?" Twilight groaned, cocking a brow.

The three mares just blush heavily gently scraping the ground with a hoof each. Twilight normally pleasant demeanor took a nose dive as she lifted the three mares from the ground with her magic slowly pulling there faces to her as she spoke with so much ice behind her voice you could see the vapor of her breath.

"You listen to me you little sluts. You may be in heat and after a stallion, but THAT Alicorn is MY Coltfriend. If I so much as see you even look at him within the next month I will personally turn you into toads and toss you into Froggy Bottom Bog with the Hydra's. Is that perfectly clear?"

The three mares pupils went to pinpoints as they curled up tightly in fear together.

"Crystal." They spoke in unison just before Twilight released her hold from them and they ran off with their tails between there legs. Which with them in season was an astronomical feat.

Twilight gave a loud snort as she turn, gently giving the door a kick to close it as she began to walk back to her room.

*Twilight? Are you here? Oh there you are." Came another mares voice from the door as it was pushed open before it could fully close. Twilight dropped her head for a moment before raising it up again and whipping around with a scowl on her face.

"I thought I told you...........to.......... Oh hello mayor." She spoke sheepishly seeing the semi shocked expression on the mayors face.

"Twilight, I am guessing that you're experiencing the same problem as the rest of the mares in town right?" The mayor asked coming in and closing the door behind her.

"Problem?" Twilight asked, curious as to what she was referring to.

"I just received a letter from a friend in Manehatton saying that mares who were coming into season recently have been acting rather stranger than normal. They have become obsessed with finding a stallion to father their foals due to how strong the heat is. The letter went on to say that there seems to be some magical influence to the whole situation. Many of the ponies affected have even turned feral in so many words, chasing down stallions at random and literally making them do.....things to them." She blushed at the last part.

"Yea, it is becoming a problem for me as well. I haven't been able to think straight for the past couple of days, and it's only getting worse. I'm lucky enough to have a coltfriend but I haven't seen him all day. Did the letter say anything else?" Twilight spoke as her back legs ground together.

"There is one bit of good news. It seems that since this is a magical based heat, becoming pregnant with a foal is out of the question. But if a mare is actually in season when they are supposed to be at this time, they can become pregnant." She finished and watched as Twilight fell to the floor with a contented sigh.

"Thank Celestia! I'm not supposed to be in heat until late summer! Now where in the hell is MIDNIGHT!" She snorted as she let her feral instincts to mate take over.

"Twilight, I need your help with this. You're the only pony I know with the magic powerful enough to....." She was cut short as Twilight snorted at her as she passed her heading out the door with a lowered head.

"Can't talk now, Got to find my lover." She said as she left the library and the mayor standing there gawking.

XXX

*knock knock*

"I thought we turned the sign around on the door." Midnight smirked as he nibbled on Rarity. They had already been doing it for about three hours now and there was no signs of stopping anytime soon.

"*eep* We did, but *ooo right there* I wonder who would know that we are here." Rarity panted.

"I know you're in there! Get your well sculpted flank out her right now!" Twilight shouted from outside.

"Was that Twilight?" Midnight asked as he leaned away from Rarity but was immediately pushed down, his horn scrapping the wall just under the window.

"You stay there while I lean out the window to find out." She smirked as she straddle Midnights head and opened the window.. He gave a chuckle smiling upwards to the sight before him.

"Yes ma'am."

Rarity gave a shudder of delight just as she leaned forward slightly out of the window to see a pacing Twilight at her front door.

"Twilight darlING! Ahem, whAAt can I doOOO for you?" She spoke out in higher pitch as Midnight was making short work of her.

"Where is Midnight, I need to talk to him right now. Well I need more than to talk to him but anyway WHERE IS HE!?" She shouted giving a pant.

"He is RRRaather busy at the mOOOOment darling. OW!" Rarity pulled her head back in through the window for a moment. "NO BITING!" Before she reappeared smiling down to Twilight with a flushed face and slight pant.

"He's in there isn't he?" Twilight snorted as her horn began to glow.

"No not at *vorp* all?"

*SNAP* Twilight appeared in Raritys room with a loud snap looking to see Rarity leaning forward out the window as Midnight lay on his back beneath her, he tried raising his head from the loud snap but his horn caused him to get caught on the wall.

"Oh thank Celestia I found you Midnight. I need your assistance right now." Twilight spoke seductively as Midnight turned over and stood upright to face her. Rarity blushing profusely but stopped as she noticed that Twilight hadn't recoiled in embarrassment from seeing what she had seen.

"Twilight? Are you alright." Midnight spoke looking at her as she came up to him with a bedroom look plastered across her face, a slight pant coming from her.

"I will be shortly." She giggled before turning around leaning down onto her forelegs and hiking her tail as high as she could.

*FWOOSH* Midnights mane and tail exploded into a blaze of glory, his eyes going wide.

"TWILIGHT!? WHAT THE HELL!? When did you become so forward?............... Wait............ Are you in season?!" He whimpered pouting a lip out.

"No............ It has something to do with magic.........." She kept hiking her rear higher toward Midnight backing up uncontrollably. "The mayor....... got a letter from a friend in Manehatton............. said that the city........... was overrun with heat crazed mares.............. Sweet Celestia Midnight will you just FUCK ME?!"

"If its a magic instated heat then what about mares getting pregnant?" Rarity asked looking to Midnight as she pressed up against a slightly twitching Midnight.

"She said.............. if its not within my normal time to be in season............... I wont get pregnant.................My time......... is in late summer.............. it's late spring nOWWWWWWWWWWWWWW!" She squealed out as Midnight gave her a satisfying lick. She immediately fell over in a heap, a loud moan escaping her.

"Oh Celestia that was good." She twitch happily on the floor as she slowly turned over.

"Rarity, I think I might need a bit here. Would you mind giving us a bit?" He smiled back to her causing her to giggle.

"Of course darling, but do remember, this is her first time. Do be gentle with her." She laughed but stopped as Twilight tackled him to the floor kissing him hard only stopping for a moment to speak two words.

"Screw that!" She shouted as she began to take control of the situation. Rarity made a hasty retreat listening to the noise as she left, it only getting louder as she made it downstairs.

*6 hours later*

"SAVE ME!" Midnight shouted as he tried to drag himself out of Rarity's bedroom from the sex crazed mare that was dragging him back with her magic.

"And where do you think you're going lover. I haven't had my hundredth orgasm yet, But your close. Eighty three isn't that bad, and I did promise to let you go after a hundred. She grinned seductively as she pulled the Alicorn back and strapping him to the floor with her magic.

"Please Twilight, I have literally emptied my loins to where it hurts. I don't think I could ever fuck again due to your insistent insatiable appetite for making love."

"Making love? We did that the first few times. It's just been 'having fun' as you would put it, since then." She grinned as she stood over him causing him to whimper.

"Don't worry though, I should be sated in another couple hours. I'm already a little tired." She giggled nibbling his chest.

*3 hours later*

"*wheeze* Finally, *wheeze* done." Midnight fell to the floor unconscious as Twilight stood over him drenched in sweat. Rarity at her side keeping Twilight upright as she walked out of the room and into the restroom plopping into the tub as Rarity turned on the water.

"You have made a mess of my room my dear. I hope you had your fun though." Rarity smiled to the weakly smiling Twilight as she laid back in the tub as the water warmed slightly but was left at a cool temperature as the shower head erupted onto her.

"That feels nice." Twilight sighed as the cool water hit her, almost immediately turning to steam.

"I am just glad that I didn't catch what you did. Celestia knows I would probably kill the poor dear from my appetite." Rarity giggled causing Twilight to giggle softly.

"I never knew that having a coltfriend would be so much fun. I am disappointed with myself for not having done this sooner." She smiled as the tub became full of cool water that gently wrapped itself around her heated frame.

*scrape* "Water......" *scrape* "Water......." Midnight pulled himself along the floor toward the bathroom begging for water. Upon reaching and looking into the room he saw a grinning Twilight and Rarity. His eyes went wide as he slowly turned around heading for the stairs.

*scrape* "Death." *scrape* "DEATH!" he wheezed.

Rarity giggled standing up from the side of the tub heading out of the bathroom.

"I'll go save our poor Alicorn. You sit back and relax." She smiled before exiting the bathroom to chase a dehydrated Alicorn who was slowly pulling himself down the stairs.

"This day has been fantastic. Sure hope I can do this again sometime." Twilight smiled as she blew a few bubbles from her hoof into the air.

69. Lessons of normality for a Pony Princess..... (Part 1)

It had been two days since Midnights marathon with Rarity and Twilight. Although the extended marathon he had had with Twilight during the previous day had been fun at the beginning, he soon found out that she had an insatiable sexual appetite. That was until he found all of the information about the apparent magical heat that had spread across Equestria. After some research, and a constantly horny librarian humping his leg while he tried locating said information. He had finally located a spell to purge the magic causing the heat. Of course at the time Twilight was against the idea. Saying that while attempting to rape said Alicorn since he was no longer willing for another marathon.

After casting the spell onto the purple unicorn she immediately began to apologize left and right. Her previous seductive demeanor vanished, replaced with her normal shy bookworm self. However after some talking and relations restored, she finally realized how much love Midnight had for her. Even if she had pretty much raped him under the influence of a magical heat.

Further information was obtained through Celestia that Luna had been afflicted with the heat as well. She had been trying to get in touch with Twilight but had no luck as a little purple dragon had vanished for a couple days during the whole fiasco. Spike reappeared though after almost forty eight hours of being AWOL with almost thirty scrolls addressed from the princess, telling Twilight she needed help with Luna, and the only other being she thought capable of it would be Midnight.

Since that did not come to pass, Luna broke free from Celestia. Managing to order her own personal guard to pleasure her until she passed out. But being a seasoned Alicorn, the ponies soon fell before her, exhausted and unable to continue. Even with the death threats she had thrown at them to give them something to fear should they not continue. Luna however was successfully captured and the spell cast on her to relieve her of the dreaded heat influence magic. She apologized to her night guard giving them a months paid vacation as well. The only problem with that was that now she had no guard to protect her, and refused Celestia's personal guard as they would not have the same magical skills as her guard did. This posed a serious problem since Luna was easily stir crazed and needed to get out of the Castle on a regular basis. After some slight encouraging and possible threat, she had acquired a single guard capable of protecting her while her night guard was on leave, and that guard was.

"Midnight, how are things coming along?" Luna asked looking at the Alicorn as he continued casting spells around Luna's chambers to detect any life form that would be present that intended harm unto her being.

"All is well in the land of Nod." Midnight chuckled but stopped as Luna gave him a questioning stare. "That means everything is good to go."

"Ah, We are still not familiar with the euphemisms you use from your home world. Although intriguing, they are still quite confusing.

"Sorry Luna, it's just part of being raised as a human in my world. As part of speech, humans tend to make references or idiom's that relate to something by saying something else that would in a way, say the same thing but be spoken as something sometimes totally unrelated. For instance. If you see someone doing something stupid but don't want to hurt their feelings by telling them they are stupid since they are a friend. You would speak in a joking tone and tell them 'Yer dumber than a coal bucket if yer gonna do that.' Then give a laugh or soft chuckle." Midnight smirked.

Luna gave him a questionable gaze as she began. "We do not think that calling anypony 'Dumber than a coal bucket' as you put it, would be acceptable in conversation regardless of its use in any given language. That being said, we must remind you that we are royalty and must uphold the given status without fail."

Midnight gave a laughing sigh shaking his head. "Darlin, that, in my opinion is just a bunch oh whooey. Even royalty deserves to have a little fun. Hell, In my opinion it would improve public relations with the the lesser of the high society. Small towns like Ponyville, or even large cities that are bustling with life like Manehatton would enjoy a ruler that could crack a joke and laugh with the rest of them. Even at the simplest of things. Heh, Celestia and yourself consider me royalty since I'm and Alicorn. But would you like to know something?" He leaned over to the night princess who gave a nod.

"I haven't changed that much at all from my original human self. In all honesty, I have probably become more carefree then anything else. I have friends and lovers who I care for. As well as the power to take down any evil that may come to pass. I literally have not been more relaxed in my entire life, and since spending time in Ponyville on a daily basis. I have become more of a friend and fellow citizen of the town instead of royalty. They all know I have power and still respect me, but since I spend so much time with them all, they have just grown to see me as a friend they can count on. I couldn't be happier." He smiled.

Luna pulled a hoof up to her chin in thought. She hasn't been around her ponies as much as she would like to. Plus befriending her subjects instead of them bowing to her had never truly passed through her mind. Although lonely, she sought comfort in the arms of another. Someone she could confide in other than her sister. To be able to just 'hang out' and have fun without worry of being looked at as just another ruler who looked down upon her subjects. She looked up to Midnight in askance. Not speaking, but waiting to be asked.

"Bit for your thoughts?" Midnight smiled.

"I am curious. You speak as if the citizens see you as only an equal and not a ruler. Though they still depend on you in a time of need. How is it that those two things can become one without being a separate entity?"

Midnight's eyes got a little wide at the question. He looked away from Luna as a hoof found a nice scratching spot under his chin.

"You know, I'm not really sure how that specifically works out. All I know is that after spending a lot of time with the ponies there, along with being seen everyday and interacting with them, plus not having an uptight attitude that royalty would normally have 'no offense'."

"None taken."

"I'm just taking a guess, but, doing all of that would not only improve public relations, but cause your 'subjects' to become more easily befriended." Midnight gave a smile to Luna as she began to digest the information.

"So then I should be less formal, more friendly, playfully insult them in the fashion that you spoke of and..." She was cut off by Midnight.

"Now hold on right there." He spoke causing her to give a shocked expression.

"How dare thee interrupt thine princess!" She scowled.

"SHHHH!" Midnight retorted giving a smirk.

Luna Huffed flaring out her wings. "Thee dare to shush thine princess as well?"

"Yes, I do. Now listen up." Midnight gave a snort while giving a soft stomp in emphasis, causing Luna to recoil slightly.

"You need to work on your speech first before deciding to playfully insult someone. Then work on idioms so that you can have a large amount of ammunition to throw in case they decide to retaliate with a few words of their own. That and one other thing. Toss the royal attitude. That will cause you a great deal of grief while trying to befriend someone. Never toss out a line that says you are better than another pony. Even if they get on your nerves or just relatively piss you off. But don't back down either. If they think they can beat you at something, accept the challenge gracefully, unless of course the challenge could result in harm to one or more parties, then you can toss an idiom there way and laugh."

The princess stood there slack jawed. Not only from being talked to in such a manor, but from being shushed for the first time ever, and then laughed at as well.

"W.............. We are without words. We have never been disrespected like this before." Luna began before being interrupted again.

"I'm not disrespecting you my dear. I'm just giving a statement that is in no way meant to be disrespectful. It is meant to be instructive. Also, drop the 'we' when speaking. You aren't two ponies. You are one, and that means speaking in the singular sense." He smiled.

Luna scrunched up her nose, her face burning hot from anger. After a few seconds of looking like she may explode, she let out a defeated sigh lowering her head.

"Canist thow teach me?" She looked up to Midnight seeing a soft smile spread across his face before turning serious causing her to gulp.

"It won't be easy." He snorted as he began to pace back and forth in front of her like a drill Sergent.

"We do not care." She responded puffing out her chest.

"You will be beaten and prodded to no extent. In the metaphorical sense." He smirked looking to her changing expression.

"We will endure."

"You will be corrected on any and everything you say or do."

"We will take it."

"That's what she said." He grinned.

"What?" Luna looked at him questionably.

"*Ahem* You must do everything I say, no matter what it may be."

"We........ wait........... Everything?!" Luna asked with a blush.

Midnight grinned as he walked over to Luna getting an uncomfortable distance from her face causing her to blush brightly.

"Yes, everything." He grinned moving away from her as her blush encased her head.

"Oh and stop thinking of those naughty thoughts. I wouldn't force you to do that." He chuckled causing her to whinny in surprise.

"We were not thinking......." Cut off again.

"Oh yes you were. Your forget one thing. I have had to experience what I am about to teach you my entire life. I may be only thirty years old, but I have had more experience in this area than you have in the few eons you have been alive. There is absolutely nothing you can say or hide that I cannot decode and call you on." He gave a grin seeing her flustered yet again.

"One final note Luna. Since you are in training, your royal title is hereby stripped until you graduate. If you give up then you forfeit your title as princess. Are we clear on this?" He smirked watching her squirm in thought.

"We...."

*AHEM*

"I will not fail. I am certain I can endure your training without fail." She spoke with a determined look on her face that would have destroyed Rainbow Dash's.

"Good. Then get some rest. Tomorrow you are going to experience a whole new hell from what you were taught when you were young. I will make sure that I drill these lessons into your head whether you like it or not. You will be one with the ponies that look up to you. You will become a better pony in the end, and you will most defiantly be more well known and loved by all of your subjects. You lessons will begin at lunch tomorrow. Meet me at the Library in Ponyville at twelve sharp. Tardiness will result in disciplinary action taken. Is that understood?" He huffed turning to her and staring her in the eye.

However this time she did not falter, her gaze remained straight as could be as she spoke.

"Yes sir!"

"Dismissed." He shouted as Luna vanished into a blinding light, teleporting out of the room and into another area of the castle, but reappeared again with a stupid look on her face.

"Midnight?" She began.

"Yes?"

"You forgot that you are supposed to be my guard for the month didn't you."

*facehoof*

"Eeyup." He laughed causing her to giggle.

"Come, let us grab something to eat."

"Get some grub, would be an off idiom to use for that sentence." Midnight smirked.

She gave a giggle before speaking. "Then let us 'get some grub'."

They laughed quietly making their way toward the kitchen. Luna not realizing the torment she was about to endure under the former humans teaching hand.... er hoof."

70. Lessons of normality for a Pony Princess..... (Part 2)

"So that's the plan Twi. I am going to drill her ass until she speaks like a normal pony and can have fun in any given conversation with witty retorts, and snappy idioms. There is a problem though." He rubbed his chin in thought.

"And what would that be?" Twilight gave him a smirk leaning forward on the book she had been reading.

"I have no flipping clue as to how I'm going to do it." He fell to his flank with a dumbfounded expression plastered across his face.

Twilight began to laugh. "Night, All you would have to do is instruct her on her speech, giving her an example of how modern ponies talk. This would be quite easy actually." She smirked.

"And prey tell, how exactly will this be easy?" He asked leaning forward with a gleam in his eye.

"I really didn't want to say this, but if you two can transform into a different pony, all you would have to do is sit at the diner near some ponies who are talking. Have her pay attention to how they speak and what they say. It isn't that hard." Twilight giggled seeing Midnight eyes light up.

"OH...... MY........... GOD! That little bit of advice has PRANK written all over it." He laughed giving the unicorn a kiss.

"I don't think it would be a good idea to prank princess Luna Midnight. She is rather socially withdrawn as it is. Pranking her may have the opposite affect you are trying to put forth."

"Ohhhhhh gripe gripe gripe. Have a little fun Twi. I don't intend on torturing her. I just want to see how she reacts to a few 'different' conversation that she would not normally have listened to." Midnight gave a devious grin in thought causing Twilight to chuckle.

"Oooooooh I understand what you're talking about now. That does sound rather fun." She giggled.

"Want to help?" He smirked.

"By all means." She giggled.

XXX

After an hour of speaking to several friends so that they knew what to do, Midnight returned to the library standing outside as he waited for Luna to arrive. As noon rolled around the princess arrived giving a loud pant as she landed next to Midnight.

"What's wrong sugar?" He smirked giving her a wink only to receive a scowl in return.

"We..."

*AHEM*

"I did what you asked and flew here from the castle. After running into a sudden downpour I had to return to the castle to clean myself up. I then began my flight back to Ponyville to get blasted by a surprise thermal. As it was late in the morn already, I finished the flight here against a high wind. That is why I am out of breath." She spoke as if grinding her teeth.

"I'm glad to see you made it on time my dear. So sorry for the trouble." He spoke teasingly only to get a glare in return.

"Alright then, shall we begin?" He smiled.

"We have yet to begin?" She spoke out as if ready to strangle the Alicorn before her.

"First lesson. Under my instruction you will not retaliate with any form of violence. You may speak your mind but please refrain from anything unladylike."

Luna gave a surprised gasp as she spoke. "I am a princess. I do not speak so rudely toward anypony."

Midnight gave a sinister grin as his horn glowed a bright white. "Not today princess, You are just another citizen of Ponyville."

*FLASH*

Luna opened her eyes blinking a few times to regain her sight. After a moment she looked up to Midnight from a slightly lower perspective.

"What have you *EEP*" Luna pulled a hoof up to her mouth in surprise at her voice. It wasn't her own. "What have you done to me?" She growled.

"Temper temper little miss earth pony." He smirked pulling a mirror from a summoning portal, placing it in front of the newly created earth pony.

Luna gasped as she looked over herself. Her coat was a slightly lighter blue while her mane and tail was solid black with a dark blue streak running through it. Her horn and wings completely gone. She looked up to Midnight with a pouted lip almost ready to cry.

"Today my dear is your day to learn, and the most basic form of learning will start with your inability to use magic or to fly. You will need to 'hoof it' so to speak, around town, and 'Everywhere you go, I'll follow you now.' So don't be picky." He laughed singing the last little bit.

Luna's face began to get very red at this point as she began to speak.

"We demand that you change us back to our regal form." She shouted causing Midnight to pout.

"I'm sorry, but you agreed to the stripping of your title until you graduate. With your title comes power. You are without either under your own choosing." He frowned.

Luna lowered her head scraping the ground with a hoof as she began to move toward Midnight.

"You will get your title and power back when you graduate from this lesson. However if you choose not to go through with this lesson you will still return to your original form."

Luna sat down giving a sigh of relief a small smile escaping her.

"After one year." Midnight continued.

"WHAT!?" Luna shouted.

XXX

"Twi, ah can't believe Night is instructing Luna" AJ laughed as Twilight had finished filling her in on what the plans would be for the day, and AJ's role in them.

"Ah still can't believe ya want me teh do that though. Don't the princess know......." AJ trailed off as she heard a scream coming from down the street. They both looked down the street as a certain black Alicorn was being unceremoniously chased by a dark blue earth pony.

"aaaaaaaaaaAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAaaaaaaaaaaaaaahhhhhhhhh!"

"COME BACK HERE YOU GOOD FOR NOTHING PIECE OF SHIT!" Luna shouted.

AJ looked to Twilight who began to laugh. "Was that who ah thank it was?" AJ gulped.

"That would have been Midnight being chased by a very pissed off Luna. He apparently went through with his spell. I'm surprised it worked to tell you the truth." Twilight giggled.

"Surprised how?" AJ inquired raising a brow.

"Well, had Luna resisted the spell while it was being cast, Midnight would have turned into an Earth pony for a year. I guess he caught her off guard." She laughed.

"Holy horse apples. I woulda laughed mah flank off if he had been turned to ah earth pony. Heh, then ah woulda hired him teh help on the farm." AJ grinned giving a wink at Twilight who burst out laughing.

"Yeah, He can plow the field pretty good can't he." She smirked causing AJ to fall over laughing.

"That was purty good Twi. Ah guess you read that one book Night gave ya huh."

"Like twenty times before scanning it, then another five times after that just so I could understand how to use this silly form of speech. And the term 'That's what she said.' You would be surprised how often it is used as a sexual reference to specific comments made by somepony. I never knew that specific phrases could be made into a perverse comment."

"That right? Ah guess ol'Night is an expert of them then with the way Luna is still chasing him." She smirked as Midnight ran down the street screaming again only to stop and start bucking to get the disgruntled earth pony Luna off him due to her biting him and strangling him around the neck.

"OH GOD! THE PAIN! MAKE IT STOP!!!! AAAAAAAAAAHHHH GET HER OFFA ME!!!! AAAAAAHHHHH!!!" He yelled as he bucked a few more times before dumping her onto the ground and then bolting off into the sky.

"COME BACK HERE SO I CAN PROPERLY KICK YOUR ASS!" Luna shouted stomping the ground in frustration.

"BUT I DON'T OWN A DONKEY!" Midnight laughed as he flew away causing Luna to growl out in a fury stomping the ground beneath her hooves.

Twilight gave a wink to AJ as she trotted over to Luna.

"Is something wrong miss?" Twilight asked, acting as if she didn't know who she was.

Luna whipped around with a snort seeing Twilight back peddle a little from her angry stare.

"That stupid Alicorn mmmmmmmMPHmmmPH!" she began to say what had happened but her lips suddenly glued themselves shut before she could get the words out.

"I'm....sorry?" Twilight asked.

"I was going to say that stupid Alicorn mmmmmmmMPHmmmPH. CELESTIA DAMMIT! He went and mmmmmmmMPHmmmPH AAAAAAAAH!!!!" She shouted stomping the ground with untold fury.

"Calm down, I'm sure everything will be fine Ms?" Twilight asked looking to Luna.

"My name is mmmmmmmMPHmmmPH ......... You have got to be kidding me." She glared up to the clouds silently cursing Midnight.

"What was that?" Twilight smiled nervously.

"Aurora, Aurora Lights." She quickly made up a name.

"So Aurora, are you new in town? I haven't seen you before." Twilight smiled.

"You could say that." She began. "I met that stupid Alicorn a little while ago. He made a few comments I did not find very appealing and proceeded to try and beat him to death."

"You do realize that an Alicorn is considered royalty don't you?" Twilight said as they began to walk.

"I do not care. If one makes a comment that is unappealing or rude, then one must pay for such." She snapped.

"I-I'm sorry, I meant no disrespect. It's just that I don't think my coltfriend would have made such a comment to just any mare in general. What exactly did he say to you?" Twilight inwardly smiled seeing the look of shock on Luna's face.

"C-coltfriend?" Luna stammered in slight shock.

"Yeeeesss. He is my coltfriend. But we have an open relationship so its not uncommon he will speak to other mares. What did he say to you to make you so mad at him. Enough so you would bite him." Twilight giggled.

'Oh no, I can't let myself be known. If I do then I will remain like this indefinately.' Luna inwardly cursed herself trying to think of an excuse She stood there for a moment before Twilight interrupted her train of thought.

"It's alright if you don't want to say anything. I've come to realize that Midnight has a certain way with words that often throw off a pony that isn't familiar with the way he speaks. It does tend to get him into quite a bit of trouble at times." Twilight giggled causing Luna to give a soft smile.

*growl*

They both stopped at the sudden outburst of Luna's stomach causing the princess to recoil in embarrassment.

"Sounds like somepony is hungry." Twilight giggled.

"I am rather peckish." Luna smiled softly.

"Come with me, I know a great diner that has a lot of good items on the menu." She smiled to Luna but stopped seeing her look away in slight shame. "Is something wrong?"

"Unfortunately when I was after your coltfriend I seem to have lost my bits." She sighed.

"That''s ok, I can pay for your lunch to." Twilight smiled.

"Are you sure? I do not want to be of any trouble."

"It's no problem at all. I work at the local library which is owned by Princess Celestia, she pays me well enough so that I can live here close to my friends. I'm more than happy to pay for your lunch in exchange to get to know you." She giggled.

"I appreciate your generosity. It is not often one finds someone they just met that is willing to pay for their lunch." Luna smiled.

"Aurora?" Twilight stopped, cocking her head slightly.

"Yes?"

"Why do you talk like that? It seems rather formal for an earth pony. Are you from Canterlot?" She asked while giving an inward smirk.

"I....... uh........ I am from Manehatton. Yes, that's right. I am just visiting Ponyville for a vacation." Luna stammered trying to find a plausible excuse.

"That's nice. I know a few ponies from Manehatton. Most of them speak similar to you, but their conversations feel a little more lax than ours. Please, don't push yourself to try and impress this small town pony. Everypony in this town would except you no matter how you spoke. Trying to impress them though when it comes to speech though usually ends up with the opposite effect." Twilight smirked.

"What do you mean?" Luna asked, curious.

"In short, you would be causing them to think you're just some uptight snob from the city who thinks they are better than everypony." Twilight put it bluntly causing Luna to gawk.

"We..... I mean...... I did not think of that. I will try to speak in a less formal sense." Luna smiled nervously.

"That's good, oh! Here we are, Let's get a table inside." Twilight smiled trotting inside, Luna just steps behind.

"AJ, Rainbow Dash, what are you two doing here?" Twilight smiled trotting up to their booth giving them a wink.

"Just getting some grub, RD here came by the farm a few minutes ago telling me she say Midnight shooting threw the clouds like he was being chased er something. Figure we'd come down an talk about it a bit." AJ smirked.

"Who's your friend?" RD inquired looking to the earth pony behind Twilight.

"Oh, This is Aurora, she's on vacation here in Ponyville from Manehatton." Twilight smiled taking a seat in the booth with her friends, Aurora taking a seat next to Twilight.

"It's nice teh meet another earth pony from the big city. Ah lived there once when ah was lil. Came back here and got mah cutiemark the same day." AJ smiled

'Cutiemark!?' Luna inwardly cursed looking down to her cutiemark only to gawk. It had been changed as well as her form. It was now two crescent moons placed inside one another surrounded by stars.

"What's wrong Aurora?" Twilight asked noticing her look at her cutiemark.

"Oh..... Nothing, just remembering when I got my cutiemark." She smiled sheepishly.

"What's yer special talent?" AJ inquired looking to Luna.

'Oh no. I can't tell them its moving the stars...........wait............ stars............. YES I've got it." She thought inwardly before speaking.

"Stargazing." She smiled.

"Stargazing? That's kind of silly." RD smirked leaning back in her seat.

"It is not silly, It is very difficult to map all of the stars since one can only see so far." Luna spoke out a little flustered at the response.

"Sorry, didn't mean to upset you. It was just a joke." RD recoiled slightly causing Luna to sigh.

"No, I'm sorry, I'm not used to jokes due to my upbringing. My family was rather strict and demanded excellence." She sighed.

"That's ok, they aren't here so feel free to cut loose." RD smiled raising her forehooves up and placing them behind her head, leaning back into her seat.

"Yea, relax and have fun, that's what a vacation is for." AJ smirked as she poke RD gently in the ribs making her giggle.

"Hey, no tickling." RD laughed flipping AJ's hat down over her face causing Luna to giggle.

"Awright ya big baby. Ya'd think being the fastest Pegasus around would make ya a lil bit more open to a lil tickle ever so often. But nooooooooo, yer more uptight than a cork in a cider barrel." AJ smirked flipping her hat back upright.

"I'm not uptight, I just have to keep my sheer awesomeness in check at all times otherwise my fans would go crazy." RD smirked.

"You mean Scootaloo? That poor filly tries so hard to keep up with you, You should be a little nicer and let her tag along with you more often." Twilight said giving a sense of sternness.

"Yea yea, that kid does have it bad for me though. Anyway, lets get back to Midnight. Do you guys know why he flew off like that?" RD smiled as she looked around the table.

"It seems he was fleeing our new friend here earlier. I saw her on his back trying to strangle him while she was biting him." Twilight giggled causing Luna to slink down into the booth from embarrassment.

"He just made me mad is all." Luna squeaked out.

"Yea, he has a tendency to piss off a lot of ponies at times. But he is an all round GOOD guy, in more ways than one." RD grinned looking to AJ.

"Yea, He might talk a bit strange at times, but boy howdy can he rut like no other." AJ Smirked back giving a wink to Twilight.

Luna's face burst out into a crimson red, only slightly being hide by her coat as she spoke. "Wh-what?"

"Yea, I told you he is in an open relationship with me. My two friends here as well as I, have rutted with him. Being the only Alicorn male makes it soooooooooo much better though since he can use magic to change his overall size." Twilight looked away dreamily.

Luna gawked at the forwardness of the conversation before her. Never had she thought that anypony would ever be so open to discuss such a thing to anypony else. Especially that of such a private nature. Twilight noticing Luna's sudden change in demeanor pipped up.

"We aren't offending you are we?" She asked looking at Luna in concern.

"NO! No. I'm sorry, it's just that I was raised to never speak so openly about such things, and you three seem to just spit out the words like it was nothing to be bothered about. It is a little refreshing and curious at the same time.

"Well, better to be open than to be a tight flank and be all uppity about conversation." AJ smirked.

*growl*

Conversation stopped as they looked to Luna who recoiled in embarrassment.

"I guess it's time to make our order." Twilight giggled as they all picked up a menu, Luna taking a minute to finally get hers up and open.

71. Lessons of normality for a Pony Princess..... (Part 3)

After the four of them placed their orders, then getting them only to watch Luna awkwardly eat hers. Being an earth pony and having to use hooves instead of magic to grab onto objects, including food, is a whole new line of torture for her. After several awkward attempts she began to grasp the knowledge of using hooves. The others decided not to say anything as it may cause an awkward scene to follow. However once they had finished eating it was all down hill from there.

"So Aurora, you don't mind us talking about our relations do you? If you don't then you could add in as well. Nothing like telling an embarrassing story about your lover." Twilight giggled causing Luna to give a sheepish smile.

"I'm ok with the stories. It will take some getting used to but I am sure I can handle it." She smiled.

The next hour was spent on many different vivid details about their experiences with Midnight along with previous other stallions. With the exception of Twilight only having Midnight as her first. During the entire conversation Luna remained a brilliant shade of red under her coat. Still not being able to believe as to what she was hearing. Some of the stories seemed to be downright made up but were backed by some quite vivid detail along with some confirming words from the others at the table. Had it not been for the others laughing and agreeing, Luna would have thought the stories to be entirely made up.

After the hour of embarrassing stories, the small group separated as Luna left with twilight, and Dash with AJ. Twilight led the way toward Rarity's boutique with Luna in tow as she listened to various ponies around her. Taking in all the information that she could in order to turn back into her regal self and throw down a harsh punishment to a certain Alicorn devil.

"Aurora, since you're new in town and just on vacation, why don't I take you by my friends boutique. She has a lovely assortment of fashionable clothing and is also my coltfriends fiance." She smiled watching Luna fall over in shock.

"What? You mean your coltfriend is engaged and you're ok with it?" She squeaked.

"Yea, Like I said, we are in an open relationship. Besides He was engaged to Rarity before I confessed to him, so that technically makes me a third wheel in a sense." Twilight frowned.

"I'm sorry, but what is a third wheel?" Luna asked.

"It means that if there are a couple or group of friends together and somepony else just happens along that they did not intend on tagging along. they are considered a third wheel since they really aren't needed and could possibly be getting in the way. However Midnight doesn't see me as such. Since Rarity is a long time friend, I don't feel like a third wheel. It more of a mutual agreement between us." Twilight smirked watching Luna digest the information.

"That is rather strange. I've never heard of such a play with words. Are there many other ways to speak as such?" Luna inquired trotting up to Twilight's side.

"There are literally countless variables that you can learn over time and even make up your own if you want. But the trick with doing that is to make what you are saying, imply that it relates to what you are referring to. That way somepony does not take it the wrong way and become offended. I honestly took a month to learn how to properly do it, and I'm still learning everyday." Twilight giggled as they finally reached the boutique and heading inside.

"Coooooomiiiiing." Rarity sung as she came from a back room, hearing the bell ring above the door. "Twilight darling how are............ oh my, who do we have here?" Rarity began but stopped seeing the pony following Twilight.

"Rarity, This is Aurora, she's on vacation from Manehatton. She seemed intrigued about our relationship with Midnight so I brought her by to chat." Twilight smiled giving Rarity a wink to let her know it was actually Luna.

"Well then, I would love to gossip all about my darling Midnight over a cup of tea. Would you like one as well?" Rarity smiled trotting to the kitchen.

"Yes please, and I must admit that Midnight and myself did not get off on the right hoof." She admitted to Rarity causing her to stop for a moment.

"Whatever do you mean darling?" Rarity asked as she turned, cocking her head slightly, curious.

"Well, He sort of made some comments earlier I was not familiar with and it made me a little mad." Luna sighed.

"Mad? Really now?" She smirked.

"Ok, furious. I ended up trying to bite his withers off and strangle him." She pulled her hooves up to her face covering her brightening blush of embarrassment.

Rarity began to laugh loudly, as did Twilight.

"Oh ho ho ho my! That does sound like something Midnight would do. Please do excuse the poor dear. He doesn't realize that everypony doesn't have the same whimsical sense with words as he does, and that it will usually offend them more than make them laugh. But we have grown to love the dear and learn about his way with words. It is rather and endearing quality."
Rarity smiled trotting into the kitchen to make some tea as her guests found a spot to take a seat.

After a short time, the tea had been made and drank while the girls continued their conversation. It seemed as if Luna was finally enjoying herself instead of sitting back and listening. Giving a few stories of her own and causing the other two mares to bust out laughing on several occasions. She felt like one of the girls during the whole conversation. That was until the bell rang over the door again. Luna turned giving a gawking stare as Midnight entered the shop.

"Hello ladies, AH! What is she doing here?" Midnight pointed to Luna as he played along with the girls.

"Midnight, get your flank over here and apologize to this poor dear. You offended her with your witty comments." Rarity laughed.

"No no, it's alright. I understand now what he was saying to me. It isn't like he turned me into an entirely different pony or anything." She glared at the Alicorn.

"Yes, well. I'm still sorry for saying those things to you. I still haven't quite gotten the hang of how most ponies can't get the hang of how I speak." Midnight grinned.

"'Get the hang?' What does that mean.?" Luna asked.

"It means they don't understand." Rarity interjected.

"Ah, well I am certainly getting 'the hang' of these phrases as I am exposed to them. Although I don't see the point in them at times." She added.

"It's really all in good fun. Some comments can be made to give a joke or insult, and at times both. It all depends on how you word your sentence and reference certain words with the topic at hoof." Twilight said as she pulled the book she had been studying from Midnight's home world.

"For instance, Midnight was originally human before being brought into Equestria, and most of the phrases he use include the word hand instead of hoof. He tends to forget to change that at times though causing an awkward situation." Twilight smirked to the blushing Alicorn.

"Yea, going from a five digit hand to a stump is an experience all in itself." Midnight chuckled bringing up a hoof and looking at it.

"Oh! You meant hoof by using the word stump as they look the same. I see now. A play with words seems to be interesting when regarding something as a joke or speaking in a playful manner. It all makes sense now." Luna smiled clapping her hooves together with glee.

"Since you understand that. Now all you need to know is how to use them as an insult or playful joke between friends." Midnight chuckled causing Luna to stop and look at him.

"But I would rather not insult somepony unless they did something wrong toward me." Luna added.

"Alright then let me ask you this Twi. Does this world have dynamite? It's an explosive stick used to tear down structures or clear large amounts of land quickly."

"Yes Midnight we know what Dynamite is." Twilight sighed rolling her eyes.

"Alright then. Here is one of my favorite idioms. 'You're so stupid if your brains were dynamite, you wouldn't have enough to blow your nose'."

*PFFFFFFTTTT*

Rarity and Twilight had taken a drink of tea as Midnight spoke, catching the meaning of the sentence they quickly spat out their tea as they were consumed in laughter. Luna sitting there watching them laugh then placing what was meant from the phrase and quickly burst out laughing as well.

After a couple of minutes laughing they finally stopped, catching their breathes and relaxed. Twilight still giggling as she spoke.

"Midnight, that was rich. I didn't think there were idioms that funny." She giggled.

"I have a vast amount of ammunition I can unload at anytime. Its far better to tell in a story when addressing a crowd who will listen and be able to understand. With the ponies of this world being so innocent. It's rather hard to get a laugh out of them when it comes to the idioms I am so used to using." Midnight chuckled.

"Well I'll need to think of a few for myself that could be a little more appropriate so that ponies would understand. Telling somepony that they are dumber than a hay bale doesn't seem to be useful unless they are doing something stupid."

*FLASH*

Luna transformed in a bright flash of light upon finishing that sentence. She looked around blinking for a moment before noticing that Rarity and Twilight were not the least bit surprised.

"What happened?" Luna asked in shock.

"You came up with your own idiom and actually spoke it as a normal pony rather than your regal self." Midnight chuckled.

"So that is all I had to do? Talk normally and make up my own idiom?" Luna began to see red as she spoke.

"No. In order to break the spell you had to accumulate the knowledge and enjoy yourself for once as well. Had you been a tight ass the whole time and never learned anything, you would have stayed an earth pony." He smirked.

"What about the one year time limit?" Luna asked giving a snort.

"Fictional material on my part. Should you have gotten into danger at any point you would have reverted to your Alicorn form, however if you just grumped forever then you may have stayed an earth pony indefinably."

"WHAT!? AND I ASSUME YOU TWO WERE PLAYING ALONG?!" Luna shouted looking at Twilight and Rarity who just gave a nervous laugh as the backed away from the fuming princess.

XXX

"I wonder how things are coming along with the princess AJ. Think we should drop by Rarity's to..........." RD was cut off as several screams were heard coming from nearby. They looked around finally seeing Twilight and Rarity running away from her boutique, A small black and orange maned colt flying beside them. A fuming Princess of the night hot on their heels as she yelled at them.

"COME BACK HERE SO I CAN SEND YOU TO THE MOON! NEVER HAVE I BEEN So embarrassed in all my years as........" Her voice trailed off as they bolted down the path through Ponyville. RD looking to AJ as she spoke.

"I think it'd be best to lay low while the princess takes her frustration out on those three. No use in admitting to something when you know that pain awaits your confession." RD laughed nervously.

"Eeyup." AJ confirmed as they continued trotting along.

72. Filly Friends and the Watering Hole

After the minor episode with Luna. Rarity, Twilight and Midnight paid a hefty price for taking the measures they did to teach the lunar princess a few lessons on how to be normal. Those lessons were paid with the reversion spell that had been cast on Midnight before from his Hearths warming present to Twilight. Yea, you know the one.

After hearing about the raunchy details of their many encounters with Midnight. Luna thought it prudent to make them wait a week before they could do anything, and what better way than to turn the three into children.

Luna had left for Canterlot, leaving the children in the middle of town gawking at what had just transpired. They looked to one another in shock, wondering as to what they should do now. Midnight was standing there looking at the two fillies before him gawking like a colt who had found his first and apparently second love.

"Why are you gawking at us Night?" Twilight spoke out in the sweetest filly voice. Rarity turning to see why he was gawking as well.

"Midnight darling, are you alright?" Rarity asked trotting up to him.

"You two have got to be the cutest fillies I have ever seen in my entire life." He managed to squeake out causing them to giggle.

"You're sweet." Rarity smiled giving his nose a kiss. "But we need to get home and think of what we are going to do to return to normal."

"There is a problem with that Rarity." Twilight spoke up catching their attentions. "The spell Luna used was the same one that I used on Midnight before the Shadow infected Equestria. The only way to break the spell is with an incredible amount of magic, or to wait seven days. In a time of desperation Midnight had to use his magic to save us. A pony can only do that with instinct to a given situation. So in short. Unless Luna releases us from the spell. We will be stuck like this for a week. But at least we can still use magic." Twilight smiled.

"Oh no." Rarity trailed off.

"What?" Midnight asked looking to her.

"Sweetiebelle is going to give me hell to play with her and the crusaders now that I'm a filly again. And I still have those orders to fill." She groaned.

"Heh, don't feel to bad. I had plans this weekend to join Dash at the Wonderbolts show in Cloudsdale. I can't be her date like this." He laughed.

"Why are you laughing? This is serious." Twilight snapped.

"Not really, It'll be fun to be little again. I can hang out with the crusaders and help them get their Cutiemarks, or try anyway. Plus now I get to say I have the two cutest filly friends in Ponyville." He smirked causing them to blush furiously.

"That is wrong on so many levels Midnight." Twilight chuckled.

"Hey, I'm still mad." His tone turned serious.

"And why would that be?" Rarity cocked a brow.

"I can't rut anyone when I'm just a colt." He pouted causing the two fillies to fall over laughing.

XXX

Later that day after talking to the others to let them know what was going on and why they had changed, Rainbow Dash and Midnight agreed to continue on to the Wonderbolt's show without fail. Rarity and Twilight would continue their daily routine as well, with Rarity at her boutique, and Twilight at the Library. However things don't always tend to go as planned. Especially when it involves being turned into a child again.

"But siiiiiiiiiiis." Sweetiebelle whined.

"I'm sorry Sweetie, but I simply must finish these orders. They are due in less than a week and must be fitted and re-sewn if need be. I must have them done ahead of schedule." Rarity sighed.

"So if you get done with them and they fit the pony that ordered them, you won't have to alter it and then you can play?" Sweetiebelle grinned causing Rarity to cringe.

"I......... I guess you could say that. But that is only if no other orders come in as well. I do have to keep a certain standard in order to keep us afloat." She huffed.

"Uncle Midnight makes like ten thousand bits or more at his musical performances in Canterlot. Can't you just use that?" Sweetie smirked.

"Yes I could but those bits rightfully belong to him. Asking him for assistance....." She was cut off as Midnight came into the room.

"Is perfectly alright." He finished causing her to glare at him. "Listen sweetheart. I am perfectly alright with supporting us. I have more than enough bits for us to live comfortably and even have a lot left over on the side. If Sweetie wants us to get together and play with the crusaders, then by all means. Let's go have some fun." Midnight chuckled causing Sweetie to shout out in glee. Rarity just face hoofed before glaring at Midnight once again.

"You do realize that I am going to get dirty and sweaty from this don't you." She growled to Midnight as she got closer to him as they left the boutique.

Midnight gave her a smirk as he leaned over whispering into her ear. "You don't seem to mind getting sweaty when we play."

Rarity pulled away as her entire body burned a crimson red. "T-that is something entirely different. That form of so called 'playing' is what adults do, children have no clue about such a thing." Rarity huffed.

"I don't see a difference since both things involve physical work. So quit complaining. If you get dirty I'll just use my magic to clean you up." He laughed trotting ahead to Sweetie.

"So what are we going to do today to help you get your Cutiemark?" Midnight asked looking over to Sweetiebelle.

"Well, I don't want to say anything because sis will complain and go home. If we can surprise her when we get there then she will have no choice but to stay and help." Sweetie giggled.

"So I'm guessing this little escapade will involve quite a bit of dirt then?" He smirked back to Rarity who was looking around as they walked.

"Yep, we are going to try to get our Cutiemarks at a small pond near Appleblooms. She has a rope swing on an old oak tree that is hanging out over the water. I think we can get our Cutiemarks in rope swinging or in water splashing." Sweetie giggled.

"Wow, I haven't been on a rope swing like that in years. I can't wait to do this now. Oh! But Rarity is going to have a fit once she knows. Guess that means we are going to have to resort to drastic measures." He grinned back to Rarity.

"What are we going to do?" She asked giving a giggle.

"You'll see." He laughed finally catching the ivory fillies attention.

"What's so funny darling?" Rarity inquired trotting up to his side.

"Oh nothing. Just thinking about our plans for the day. I think you are going to have a lot of fun once we get to our destination." He chuckled.

"Oh? So what will we be doing?" She asked giving a questioning gaze.

XXX

"Absolutely not! I will not jump into some filthy pond just to help my sister and her...... HEY! What are you doing?! NO! PUT ME DOWN THIS INSTANT!"

"Ok." Midnight laughed as he tossed the Ivory filly into the pond, a screech leaving her as she flew through the air and met the water with a resounding splash. After a couple seconds Rarity breached the surface of the water taking in a gasp of air.

"All of you are going to regret that!" Rarity yelled as she swam toward the shore of the pond, her dampened mane covering most of her face.

"CANNONBALL!" Midnight shouted as he swung from the rope gaining a lot of air, curling into a ball as he hit the water, sending a large wave over Rarity who just let out a scream in surprise. They both resurfaced taking in a large breath of air. Midnight getting a cheer from the three fillies along the shore line.

"Let me show ya how it's done here on the farm." Apple bloom shouted as she quickly made her way up the tree and out onto a limb opposing the limb that the rope had been tied to. "YEEEEEEHAW!" She shouted as she jumped off the limb holding onto the rope as she barely missed the trunk of the tree, zipping by, forcing herself to stand up on her back legs onto the knot in the rope to increase her speed. She reached its zenith, letting go of the rope as she flipped through the air tucking herself into a ball as she hit the water sending a huge wave over Midnight and splashing against Rarity as she had made it to the shore. AB surfaced taking in a large breath of air and blinking the water away as she heard cheers from all around.

"Dang Applebloom, that has got to be the best cannonball I have ever seen." Midnight laughed as he swam to the shore.

"I bet I can do one just as big!" Sweetiebelle shouted as she took a hold of the rope and jumped from the limb, flying through the air as she let go. Giving a loud scream as her limbs flailed wildly before. *WHAP* Everyone cringed except Rarity who began laughing seeing her sister hit the water hard with the most dreaded of moves. The ever painful belly flop.

Midnight swam over lifting Sweetie out of the water with his magic as he swam back to shore. He laid her onto the bank on her back giving a slight cringe as he saw her now very red stomach. He began to slightly chuckle as he spoke to her.

"Sweetie, I'm guessing that wasn't intentional."

"Ya think?!" *groan* She writhed in pain for a few moments before shakily standing up again. "Let's try that again." Sweetie said as she headed for the tree.

"This time though before you hit, tuck in your limbs so you don't feel like you've been stung by a thousand hornets." Scootaloo shouted just before hitting the water from the swing.

"Haha, real funny." Sweetie hissed as she grabbed onto the rope swing to take her turn, this time however landing very well into the pond.

"Alright, great job." Midnight shouted from on the shore next to Rarity who was trying her best to get dry.

"Hun, ya really need to try that. A rope swing needs to be a part of everyone's life at least one time." He smirked to her only to get a glare in return.

"I will not be forced to do such a thing. I simply despise getting dirty in such a manner. Why would anypony want to do this anyway?" She growled out as her magic rang her mane dry.

Midnight gave a sigh shaking his head. "Will ya at least do it one time, for me or your sis?" He asked pleadingly.

"No, there is nothing you can say or do to change my mind." Rarity grumped.

Midnight's expression went from slightly sad to complete neutral as he spoke. "Do it at least once or I will teleport you above the water once every ten minutes for the next hour."

Rarity sputtered looking to Midnight with wide eyes. "You wouldn't dare!?"

Midnight's horn began to light up catching her gaze and making her eyes go wide. "Try me sour puss." He smirked causing her to glare daggers at him as she slunk toward the rope swing. "Hey girls, Rarity is gonna try it out now." Midnight shouted causing Rarity to growl at him again as she pulled the rope back, jumping up and onto the knot. She let out a scream as the swing hit its mark, letting go she gave a shriek then taking a breath just before she hit the water. She resurfaced and began laughing causing everyone to stare at her in confusion. She continued her laughter as she swam to the bank pulling herself out and shaking the water off.

"Rarity, are you alright." Midnight asked trotting up to her in confusion.

"Your turn." Rarity giggled as her horn exploded with magic launching Midnight into the air and into the water *WHAP*

"Ooooooh that had to hurt." Scootlaoo laughed watching Midnight slowly resurface belly up.

"THAT FREAKING HURT!" Yelled Midnight as he floated in the water causing them all to laugh. He slowly made his way to the shore as his horn lit up. "Honey." Midnight spoke in a sing song voice.

"Yes dear?" She asked turning around.

"CATCH!" He shouted.

*Splat*

Rarity blinked a couple time as mud oozed all over her face and horn. The three crusaders rolling on the ground laughing loudly.

"EEEEWWWWW! MUD!? ARE YOU CRAZ *SPLAT*." She was cut off as another ball of mud found its new home right between her eyes.

"Oh quit complaining. Think of this as a free mud bath courtesy of *SPLAT*" He stopped as a mud ball found its new home upside his head. He let out a loud laugh as he began to dodge mud balls left and right as they came from Rarity across the pond.

"THIS MUD ISN'T IMPORTED! IT'S DIRTY!" Rarity laughed as she kept launching them toward Midnight across the pond.

"Blah blah blah, All mud is dirty. It's not like you can jump *splat* into a mud pile and come out sparkly clean." Midnight picked causing Rarity to fume even more.

"I'll show you jumping into a mud pile!" Rarity shouted as she launched several dozen mud balls at Midnight. He watched them coming and stopped, giving a loud laugh as most of them hit him splattering all over his tiny frame.

"Why didn't you try to avoid them?" Rarity shouted in confusion.

"Because this is the most fun I have had in years." He laughed tossing more at Rarity who began to laugh herself as she let one hit her.

"CUTIEMARK CRUSADERS MUD SLINGERS! YAY!" The three fillies shouted in unison as they began tossing mud left and right at both of the adults turned children.

Another hour passed as they all laughed and became so muddy that they could no longer tell who was who until somepony spoke. They sat down underneath the large oak tree resting in the shade.

"Girls, that has got to be the most fun I have had in forever. Let me know when you three decide to come back down here. I'll be sure to join you." Midnight chuckled.

"As will I." Rarity smiled causing all four of them to stop in there tracks.

"What did you say sis?" Sweetiebelle asked in surprised attempting to shake the mud from her ears.

"I said I would like to join you here again. I must say that this was rather fun. Even if I have become so filthy it will take a week to get all of this mud out, it does not matter. I had fun and accepted the consequences for doing so." She smiled through her mud covered face.

"Then I guess I can help you out then." Midnight smirked as his horn lit up and a portal appeared in front of the four of them. Midnight getting up and trotting through it, coming out on the opposite side clean as a whistle. The girls giggled standing up and trotting through the portal as well, coming out cleaner than they had been when they arrived at the small pond.

The girls and Midnight began their trek back to Ponyville, Midnight noticing that they had not once looked at their flanks to see if they had gotten their Cutiemarks. Curious about this he pipped up.

"Girls. How come you haven't checked to see if you had gotten your Cutiemarks yet?"

The girls stopped for a moment looking back to their blank flanks and shrugged. "Guess we were just having to much fun." Scootaloo smiled.

"Eeyup." Added Applebloom.

"Well, I'm glad you all had fun. This will have to become a regular thing for all of us." Midnight smiled trotting up to Rarity giving her a nuzzle.

"Even after you get back to your normal size?" Sweetiebelle smiled.

"Eeyup." Midnight chuckled getting them to laugh.

'Yes, this day has been a lot of fun. I wonder if Luna is having this much fun since she got back to the castle.' Midnight thought to himself as they trotted along.

XXX

'WHERE DO YOU THINK YOU'RE GOING MR. 'I'D HIT IT!'." Shouted Luna as she chased several guards through the castle causing them to scream in terror as she began to throw random objects at them.

"I'm sorry princess!? It was only a joke!" Shouted the guard as he barely avoided a flying bust of a ponies head as it slammed into the floor next to him.

Celestia stood by watching the whole thing play out, giving a giggle as they rounded the corner for the fifth time.

"I guess the guards will have to watch what they say around my dear sister since her lessons from Midnight."

*CRASH* "COME BACK HERE YOU COWARD!"

73. A date with my filly doesn't go as planned

"UGH! This form is causing me so many problems." Twilight groaned rubbing her temples as she tried to disperse the on setting headache she was getting from scanning books.

"Why don't you just take a breather. Ever since Midnight taught you that spell you've been scanning books left and right. If you had set down to read all of the ones you've already scanned, it would have taken you a couple months to finish them just from reading. So in essence you are two months ahead of schedule in your studies. Come on Twilight, take a break." Spike sighed as he continued placing books onto the shelves.

Twilight looked around her at all of the books that had accumulated over the past week. Spike was right however. Since learning that new spell she has been scanning a multitude of books to learn everything she can. This and the fact Luna had turned her into a filly just kept pressing the point. Take a vacation and relax.

"Alright Spike." Twilight smiled.

"Huh?" He asked looking slightly shocked.

"You're right, I should take a break. Being in this form isn't helping me at all and I am pretty far ahead in my studies. From this moment forward until I return to my normal size, I am hereby on vacation." She smiled as she got up and heading toward the door to make a quick exit.

"Yes!" Spike cheered pumping his little fist into the air but stopped as Twilight poked her head back inside.

"You still have to clean and organize though. But once you're done you can take a break as well." She smiled then left.

"Hey, I'll take what I can get, when I can get it." He chuckled as he began quickly picking up around the library.

Twilight left the library and began heading through town. Although she was now in the form of a filly, that did not negate her from doing some of the things she wanted to do. Like stopping at the local diner to grab a bite to eat, then finish it off with a large ice cream Sunday. Next she went to visit Pinkie at Sugar Cube Corner. Upon entering the shop though, she was swept up by Pinkie who just kept hugging her and telling her how cute she was. After several attempts to get the pink ball of energy to release her she had to teleport to safety.

After a short time walking around, Twilight found herself getting more and more bored. "I wonder what Midnight is up to?" She asked herself, heading toward the Boutique.

XXX

"Midnight darling. Would you be a dear and help me out with this dress?" Rarity asked as she floated it from the mannequin.

"Yea, let me just get into the right form." He sighed as his horn lit up. His body began to shift slowly to the size it needed to be for the dress but stopped. Quickly reverting back to his colt form. "What the hell?" He snorted as he tried again only to revert once again. "You have got to be kidding me!? I can't use transformation magic while in reversion?" He snapped trying once again but failing.

"Nevermind." Rarity sighed as she placed the dress back onto the mannequin she had removed it from. "I guess this order will have to be done the old fashioned way."

Midnight gave a sigh of relief as he watched the dress floating back onto the oversized doll.

*ring*

"Coooooomiiiiiiing." Rarity sang as she pranced toward the door of the shop, but stopped as she noticed the young purple filly unicorn.

"Twilight? What brings you here?" She asked as Twilight trotted over to her.

"Well I was wondering if I could borrow Night for a bit." She smiled seeing his eyes light up.

"Yes, please, by all means." Rarity smirked using her magic to float the Alicorn to her side.

"Say what?" Midnight asked in confusion.

"You have done nothing but groan all morning about helping me with these dresses. Go with Twilight and have some fun, take your mind off of things so when you return you will be fresh and ready to help me." Rarity giggled as she trotted back to her sewing machine.

"I am never going to understand that pony." Midnight chuckled causing Twilight to giggle as well.

"I'm still trying to and I've known her for years." She smiled.

"Well, at least it's never boring. She always has something up her sleeve for me to do." He chuckled as they headed out the door. "So what's up? I figured you would be studying right now."

"Well I normally would be, but since reverting back to this form I can't scan as many books as I could before. That plus Spike made me realize I was two months ahead of schedule for studying. So I gave him time off until I returned to normal." She sighed.

"That was nice of you. I know that poor little dragon needs a good vacation to do what he wants. You need to sit back and relax to. All that studying is going to fry your brain." Midnight smirked as he crossed his eyes and stuck his tongue out causing her to giggle.

"That's why I came by to get you. I have plenty of free time to do what I want and thought it'd be nice if we went out to a show or anything really." She spoke waving a hoof in the air.

"Well, how about we take in a movie. I haven't had the chance to see what kind of movies this world has to offer and I've only been here for what, maybe six months now?" He smiled.

"Well, there aren't any theaters in Ponyville. The closest one would be Canterlot. Think you can teleport us there?" Twilight grinned.

"You bet. Hang on!" He chuckled grabbing a hold of Twilight as his horn lit up. *VORP*

*SNAP*

The two children reappeared in Canterlot, blinking a few times to clear the fog. They looked around for a moment to see where they had arrived at.

"Hmmmm. The Theater should be a couple streets down. We can make better time by heading down that side street." Twilight smiled as she led the way. The two entering the ally and walking a short distance before they heard something scraping the ground behind them.

"Well well well, what do we have here?" A sinister voice came from behind them. Midnight spun around to see a large earth pony dressed in some ragged clothing. a torn bowler hat set atop his head.

"I think we caught us a couple foals boss." Another voice echoed through the ally as another earth pony stepped from the shadows at the other end of the ally.

"Midnight........." Twilight spoke quietly pressing against him.

"Can I help you gentleponies?" Midnight inquired speaking loud enough for them both to hear.

"How about that. This little fella thinks we be a couple gentleponies boss."

"But we are my friend." The big earth pony took a sweeping bow removing his hat and letting it sway along with his hoof in front of him. "We be a couple fine gentleponies." He smirked pulling the lid from a trashcan and picking out a few items from within placing them onto the lid and pressing it toward the to children before them.

"Care for some h'orderves?" The bigger earth pony chuckled dropping the lid in front of them.

"Not really that hungry, but thanks for the offer." Midnight smiled.

"Awwww e'ain't ungry boss." The other pony frowned taking a seat onto the ground and giving the side of his head a scratch.

"That's ok. I'm sure they'll get hungry after a while. You got the sack?" He spoke out to his counterpart on the other side of the children.

"Right'ere." He snickered opening the burlap sack and heading toward the children.

"Miiiiidniiiiiight." Twilight nudged the Alicorn as the two ponies got closer.

"So what's the big deal guys? Going to try and ponynap us?" Midnight smirked.

"This colt is a smart one he is." The apparent boss said with a chuckle.

"At's right, we gonna catch ya and ransom ya off ta ya parent's. Being a foal and taking an ally is always good business for'us. He drolled out. "Now be a good l'ittle fella and hope into this bag eh. We don't like roughing up the youngins."

"Oh but roughing up dirtbag creeps is what I like to do." Midnight laughed as his horn lit up.

"Looky here, this'n knows'ow ta use magic. Bet it ain't much though." The boss laughed but stopped as his cohort and himself were suddenly lifted from the ground.

"Now now, what shall I do with these two very nasty creeps who like to kidnap young ponies." Midnight chuckled looking to Twilight who just hugged him.

"Hey! How can your magic be so strong and you be so l'ittle?" The boss shouted out.

"I'm an Alicorn for one, and I just have a reversion spell cast on me by Princess Luna. I shrank because of that. My original form is bigger than Celestia herself." He laughed causing the two creeps to facehoof.

"Midnight, let's take them to some guards. They can handle them." Twilight smiled nuzzling his neck.

"Dang, and I was hoping to maybe turn them into a couple rats or send them to the moon." He laughed looking up to their shocked faces.

"No need for that now, jes take us to the guards. Or you could be nice and release us." The boss chuckled nervously.

"Nah, I think I'll turn you two into a couple bales of hay then toss you into the storage room of a bakery." Midnight chuckled eliciting a gasp from not only the creeps, but Twilight as well.

"Midnight!" Twilight spoke out in shock.

"Wait. Did you just say Midnight?" The lackey spoke up.

"Yes, that would be my name." Midnight spoke up causing the lackey to laugh loudly.

"Boss, you done screwed up. This fella 'ere took out that shadow thing a while back. Even Celestia and her l'ittle sis couldn't do that." He continued laughing causing the boss to sigh.

"Alright fine, ah made a mistake. So what are ya gonna do? Kill us? Or take us to the guard?"

Midnight smiled evilly as his horn ignited.

XXX

"Night, Do you really think what you did will be enough?" Twilight asked looking back at the two idiots from the Ally.

"Yea, at least this way ponies will know to avoid that ally." He chuckled, taking a look back to see his work.

At the end of the ally on both sides stood each of the creeps that had tried to pony nap them. Their clothing had been mended and washed. Their bodies had been clean and dyed a bright neon orange and pink stripped. A large sign had been placed above them in blinking lights saying. "I pony nap children and ransom them back to their parent's, I didn't get away with it this time. This ally is my place of hiding so please keep your foals at home and away from here."

The two idiots had been frozen into a silly pose while holding the signs up above their head. The spell cast on them would take a week to wear off unless a Unicorn guard took them to jail, in which case it would break then. Since they would be frozen in the pose they were in, no food or water would be needed to keep them alive. The spell would do that.

"I still can't believe you did that." Twilight giggled.

"They deserved much worse. That is one thing I cannot stand. A kidnapper in my opinion deserves a fate worse than death." Midnight growled causing Twilight to slink away slightly.

"But no worries, They will learn their lesson. Even if I have to visit Canterlot more often to do this again. He chuckled.

"What do you mean a fate worse than death?" Twilight asked nervously.

"I'm sorry Twi, I shouldn't have said that. It's just that I have known several families that had their child taken from them. One managed to get their child back after three years, the other couple wasn't so lucky. I'll be honest with you Twi. Had I been alone and in that ally, I would have taken their lives." He sighed seeing Twilight gulp.

"W-would you do that to anypony?" She asked nervously again.

"No, only to those who would harm a child or try to take them away from their parents in order to get a ransom or to do other things to them. I'm not cold blooded Twi. But I do believe in swift punishment to creeps such as them."

Twilight gave a sigh of relief. "Although I don't agree on taking a life unless need be. I understand what you are trying to say."

"Well, take this into consideration. We left those jerks frozen for a week. If the guard doesn't pick them up and jail them then they will be free to do this again. If they manage to do this again then the child that gets caught will endure a lot of suffering, as well as their parents. If things do not go smoothly then the child or children could die in the process, leaving the creeps to do it again later and leaving a family heartbroken. All I did was delay the inevitable." He sighed but stopped noticing the lack of a purple unicorn at his side. He turned his gaze to see her crying a few steps back. He turned heading back to her giving her a gentle nuzzle.

"Are you alright Twi?" He asked raising her gaze to meet his.

"A-as much as I dislike the thought of taking a ponies life. You are right. You only delayed the inevitable. Midnight, you may do what you feel is right." She cried softly as Midnight wrapped his hooves around her.

"The theater is right there. Go ahead and get us a couple tickets. I'll make this quick." He sighed trotting back to the ally.

After ten minutes had passed Midnight returned to the theater, Twilight staring at him with wide eyes as he got near.

"I didn't kill them. I teleported them and myself to Celestia and told her what happened. She said that she would jail them indefinitely. So don't mmmmmMMMPH!"

Twilight had wrapped her hooves around Midnights neck giving him a tender kiss. He pulled back after a few moments looking at her in slight shock. Twilight giggled giving a slight blush.

"Come on now. Just because we are kids right now doesn't mean we can't at least kiss. We will return to our normal sizes in a few days." She smiled giving him another quick kiss.

"I know, it just feels odd is all. Knowing that in your mind you are an adult as well as I. But our bodies are that of children. I would like to avoid doing anything as I am now so that I won't end up thinking like a pedophile." He sighed lowering his head.

"I understand. So if you want to wait to do anything that is fine with me." Twilight smiled but gasped softly as Midnight leaned over giving her a quick kiss.

"I guess a few kisses wouldn't hurt." He smiled causing her to blush as they trotted into the theater leaning onto each other.

74. A date with my filly doesn't go as planned (part 2)

After the movie had ended and the two prior adults left the theater, they made way to a local restaurant to grab some food before heading back to Ponyville. They found a small diner just down the street and headed inside, taking a seat in a booth and opening up their menus. After a couple minutes a waitress trotted over to them smiling.

"Now isn't this adorable. Are you two out on a date?" She spoke playfully.

"Eeyup." Midnight smirked causing Twilight to giggle.

"Yes we are. I would like a tofudog and some hayfries please. And a applejuice for my drink." Twilight smiled hoofing her menu to the slightly shocked waitress.

"Same here, make mine a double though." Midnight smiled but stopped, seeing Twilight cocking a brow at him. "What? I'm hungry."

"Alright then, that'll be twenty bits please." The waitress smiled.

"So we have to pay before we get our food?" Midnight asked cocking a brow.

"Unfortunalty yes, we have had a string of younger customers coming in and leaving without paying so we had to impliment this new rule to keep them out of here." She sighed but stopped as Midnight pressed to silver bits forward.

"I-I'll be right back with your order." She spoke in slight shock.

Twilight giggled looking across the table at Midnight. "She seemed surprised that you went ahead and paid for it."

"I think she was more surprised to see a child with that much money." Midnight chuckled.

After roughly ten minutes of waiting the waitress came back out with the food sitting it onto the table. "Enjoy your meal." She smiled as she turned back toward the kitchen.

"Miss." Midnight spoke up catching her attention.

"Yes?" She smiled turning back to the table, but looked down seeing a silver bit. She looked back up to Midnight with a questioning glance.

"It a tip sugar." He smirked giving her a wink. She smiled picking up the bit and placing it into her apron trotting happily back to the kitchen.

"Midnight, your going to cause her to get mixed signals if you keep flirting like that." Twilight giggled before taking a drink of her juice.

"That's the point. Being a kid is a lot of fun since the adults don't really know how to react to certain things." He chuckled taking a bit of his tofu dog.

"Hey there. How are we doing this evening?" A young colt just a bit bigger than Midnight said as he trotted up to the table giving an evil grin. Three other young colts standing behind him.

"Doing fine, just taking in a quick bite before heading home." Midnight smirked taking a quick sip of his drink to wash down the tofu. He turned to the small group smiling. "Anything I can do for you fella's?

The three younger colts behind the largest of the group chuckled softly as the apparent boss of the group spoke up.

"I noticed ya paid for your meal and gave that horse a big tip." He spoke but was cut off.

"Watch your mouth, You do not call any mare a horse!" Twilight snapped causing them to stare at her in slight shock and confusion.

"What did you say you little horse?" He snapped back causing her to recoil away, tears welling up in her eyes.

"I don't understand, how is the word horse used in this world." Midnight scratched his head looking between the small group and Twilight.

"It means whore you pintsized idiot." One of the guys from the group spoke up eliciting a chuckle from the rest.

"Why what are you going to do about it squirt? Beat us up?" The boss laughed.

"Oh, maybe we can take this pretty little thing home with us and have some fun with her." One of the lackey's spouted as he moved closer to Twilight but stopped as he bumped into something invisible.

"Midnight, go easy of them. They are just young colts afterall." Twilight sniffed.

"Shutup you little horse! GCK!" The boss shouted but suddenly stopped as he was lifted from the ground by an invisible force around his neck. The other three began to run but the same happened to them.

"MIDNIGHT!?" Twilight shouted looking to the confused Alicorn across the table.

"It's not me. But I was about to." He chuckled watching the three flail about until they heard hoofsteps coming through a closed door from the kitchen.

"I am tired of you little shits always coming in here and runnin of mah customers. If I see you little dickless shits come in here one more time, so help me by Celestia I will denut your sorry flanks and mail whats left to yer folks. Not get yer sorry flanks outta my shop and don't come back!" A stout looking Unicorn snapped at the four as he tossed them through the window of the diner then used his magic to return the glass back into its pre shattered state. Twilight and Midnight gawked at him before smiling.

"That was awesome." Midnight chuckled.

"Thank you for that." Twilight smiled.

"No problem you two. It's little punks like that who keep runnin mah busniess off in the first place. They come in here and goad ponies until they get a few bits from them. After seeing ya give a silver bit to mah waitress there, they were gonna hurt ya if they didn't get what they wanted." He spoke giving a sigh.

"Hey dickhead! Eat this!" Shouted a pony from outside as a molotov was thrown through the window of the diner shattering and sending fire all over.

"Dammit!" Shouted the unicorn chef as he began putting out the fire but couldn't due to the fuel spreading all around him.

"Get out of here kids. Get to safety." He shouted but stopped as he noticed Midnight's horn ablaze with magic. Twilight, the chef and the waitress looked on in shock as they watched the fire flicker then stop and began to move backwards coming back together. The shards of the shattered bottle slowly coming together and closing around the fuel then fly slowly back through the window then stopping just outside as the bottle glowed before disappearing through a small portal.

Midnight fell forward onto the table giving a large gasp of breath.

"Damn that was harder than I thought it would be." He sighed before taking a drink of his juice. Twilight and the chef staring at him in disbelief.

"Midnight. Did you just use time altering magic?" Twilight asked in shock.

"Yes, why?" he asked wiping his mouth.

"Kid, that magic is the highest known level of magic possible. To make it just reverse like that is possibly the hardest spell known. And you did it without breaking a sweat. Just who are you anyway?" The chef asked in shock.

"Name's Midnight Flame, don't let my size fool you." He smirked but stopped as the chef and the waitress bowed to him. "Come on now, no need for that. I'm just another pony on a date." He chuckled causing them to rise and looked to each other.

"Please, if you won't let us bow to you then let us........." He stopped seeing Midnight lift his hoof.

"No need. Just think of me as another pony and not royalty. If you have to think of me as something other than a pony, then think of me as a friend." He smiled.

"Very well then, but may I ask one thing?" He smirked.

"Yes?"

"Why are you a midget?" The chef smirked causing Midnight to literally fall out of the booth. Twilight laughing loudly at the comment.

After a brief explanation the cook had been filled in. The chef was against filly foolers and seeing royalty as a child and on a date with a filly didn't sit well with him until everything had been cleared up. The two children finished up their meal and quickly teleported back to the library.

XXX

"Spike, we're back. *yawn*" Twilight shouted as they walked through the entrance to the library.

They stopped though listening to a loud snore. Twilight looking to Midnight who just rolled his eyes.

"I bet he fell asleep eating ice cream again." Twilight snorted as she went into the kitchen to see a purple baby dragon laying on the table. A large ice cream covered spoon in his claws along with a half eaten tub of ice cream at his side. Twilight gave a sigh picking up the ice ream and placing it back into the fridge, then picking up the sleeping dragon and carrying him upstairs to place him in his basket bed.

*yawn* "I think its about time for me to get some sleep." Twilight smiled through droopy eyes.

"I think I'll join you. It has been a long day." Midnight smiled fixing her bed as she crawled up into it. He quickly jumped in letting Twilight snuggle up to him as he tucked the cover in around them. Eyes closing slowly as sleep began to take hold of them.

75. A gift within a gift

*snore* hmmmmm heh heh.............

*snore* Yea thats the spot .............

*snore* yer a naughty one heh heh..........

*snore* *kicks the air gently laughing*

*SPLASH*

"AAAAAAAAAHHHH!" Midnight jumped from his sleeping position on Twilights bed to a prone spot in shock as he was suddenly awakened from his dream by a pail of water being tossed onto him.

"I told you he talks in his sleep." Twilight giggled watching him shiver from the cold water.

"Ah reckon the lil fella won't be talking in'is sleep anytime soon." AJ chuckled putting the bucket down.

"WHAT THE HELL!?" Midnight shouted causing them all to laugh.

"I'm sorry Midnight but you were acting rather strange while asleep. I can guess what you were dreaming about though by the way you were talking." Twilight blushed, covering her mouth with a hoof to stifle a giggle.

"Midnight jumped from the bed, slowly trotting between AJ and Twilight, he stopped just before shaking off like a dog, splashing all of the water from his frame onto them.

"HEY!" They shouted at him in unison.

AJ reach down quickly scooping up the little Alicorn and holding him to her chest with both arms, gently nuzzling the top of his head with her cheek as she spoke.

"Awwwww, is the lil fella all grumpy wumpy?" she spoke causing Twilight to giggle loudly. Midnight just staring at Twilight as he spoke.

"You do realize that I will return to normal in a few days AJ, and I am going to make you pay for this." He deadpanned.

"Well then ah better eat up as much'o this as ah can." AJ giggled nuzzling his head even more, only to cause him to sigh in defeat.

"Oh I know, let's play dress up with him." Twilight smirked causing him to gasp.

"Nope! That's where I draw the line." Midnight squeaked out just before teleporting out of AJ's grasp to next to Twilight.

"Awwww, come on. let us girls have some fun with you for a change." Twilight smiled hugging the tiny Alicorn.

"Hmmmmmm. On one condition." Midnight grinned as he began to whisper into Twilights ear. her face turning a crimson red just before shoving the Alicorn away who began laughing.

"I think I'd rather take my chances elsewhere." She squeaked as she turned, heading downstairs.

"What did ya ask'er?" AJ whispered as she trotted up to him.

"Not much, just for her and Rarity to wear their lingerie together and we all have a little fun together once we're adults again." He chuckled getting up from his spot on the floor. AJ began laughing at the remark but stopped once she saw Twilights death stare from downstairs. She leaned down whispering into his ear as soon as Twilight vanished through the kitchen door downstairs.

"Ah wouldn't mind doing that if'n you can get Rainbow or Rarity to do it as well." She giggled blushing a light red as she pulled away from the shocked Alicorn to trot down the stairs. He shook his head to clear the fog before looking to AJ.

"You had better not be teasing me AJ." He smirked only to cause her to laugh.

XXX

After cleaning himself up, Midnight had made his way to Rainbow's cloud home to pick her up for their date. It was now Saturday and also the day for the Wonderbolt's show at the Cloudisium in Cloudsdale. He arrived quickly wearing a pair of goggles that the Wonderbolt's wear during their routines. His mane slicked back as if in a permanent wind swept look. He grinned as he entered Rainbow's cloud home giving her a shout.

"Hey RD, You up? It's almost time for the show." He yelled hearing some soft hoofsteps coming down the cloud stairs.

"Yea I'm up. Was just getting a few items to take with us to get signed by the team." RD giggled as she began to pull a large sack of items down the stairs behind her.

"You do realize we can't carry all of that stuff right." Midnight groaned.

"I know, Thats why yer gonna put this into your little portal so we can summon it when we see them backstage." RD smiled widely. Midnight gave a sigh as his horn lit up.

"Only for you Dash." He chuckled as the sack was placed into the portal before it closed. "By the way. Got ya a pair of these." He smirked as he tossed a pair of official Wonderbolt's goggles to RD.

"Sweet........ Wait a sec............ ARE THESE NUMBERED!?" She gasped looking at the numbers along the side of them.

"Eeyup, managed to get number one and number two." He smiled tapping the pair of goggle raised just above his eyes and nodding to RD's pair. She smiled widely as she swooped over picking up the tiny Alicorn and kissing him repeatedly.

"ThankyouThankyouThankyouThankyouThankyouThankyou!" she poke out quickly causing the pint sized Alicorn to laugh.

"Come on Dash, we need to get going so we can get ahead of the crowd."

"But the show doesn't start for another 4 hours." Dash said looking to her clock and then to the tickets.

"You do realize that ticket holders with the specialty tickets are allowed in the back as soon as the doors open right?" He chuckled causing her face to nearly explode from the smile that she had emitted.

"Then lets go." She squealed happily as she swooped down, grabbing up the Alicorn and bolting out the door to head toward Clousdale.

XXX

After roughly ten minutes of flying they had reached the Cloudisium, landing outside near all the other ponies who were waiting to get inside. Dash looked around at all of the ponies that had shown up and was quite surprised. The show had sold out except for the specialty tickets which only two had been purchased. So now Rainbow could kick back and relax while hanging with the Wonderbolt's.

"Hey Dash. follow me." Midnight spoke out, gaining her attention as he flew over the crowd toward the booth he had purchase the tickets from before. About thirty feet away was an entrance guarded by two burly looking Pegasi. He landed in front of them looking up to them. Rainbow landed next to him pulling out her tickets.

"Move along kids. This is the royalty entrance." One of the guards spoke up.

"Ahem." Midnight spoke up looking up to them. They both looking down to the pint sized pony before noticing that he was an Alicorn.

"Nice trick kid. But ah ain't......" He stopped as the other guard began to whisper into his ear.

"Ah sorry bout that. Didn't know Luna had tossed a spell onto ya. You two have a good time." He smiled as the other guard opened the door to let them in.

As the walked through the door it quickly closed behind them. They walked down a long corridor before it branched out into a wide room with door all along the walls. The area in question was like a large circle with another hall on the far side of the room adjacent to the one they were currently walking out of. Five doors were laid out on both sides of the room. A small rainbow water fountain in the center surrounded by cloud benches and four pillars. As Midnight and Dash made there way toward the fountain they could hear talking from one of the open doors to the left side of the room. They made there way over to the door just as Celestia walked out.

"Tia?" Midnight spoke out causing her to snap her attention to the tiny Alicorn, giving a soft chuckle while covering her mouth. "Ugh, go ahead get it out of your system." Midnight groaned causing the princess to laugh a little louder.

"I am sorry Midnight, but seeing you as you are now is rather humoring." Celestia smiled.

"I know, I'm just a barrel of laughs aren't I?" He remarked sarcastically.

"Hey princess." Dash spoke out giving a bow.

"Ms. Dash, what a surprise. I hope Midnight is treating you well today." She smiled.

"Well, he managed to get me a couple tickets to see the Wonderbolt's, It's to bad he is in his current size though. Woulda been nice to flaunt him off during our little date." Rainbow sighed.

"I think I can take care of that." Tia smiled as she turned back to the room she had just come out of. "Luna dear. Would you please come here?" Tia asked just a little louder than her normal voice.

"Sister? What is it?" Luna asked but stopped as she noticed Midnight and Rainbow Dash, then looking back to Tia.

"Would you please remove the spell you cast on Midnight?" Tia smiled causing Luna to sigh in defeat.

"I guess so. But I'm still mad at how you went about teaching me how to talk like a modern pony, and the extent you took on doing so." Luna sighed as her horn lit up releasing Midnight from his spell. He shuddered as he returned to his normal size, then smiled as he wrapped Luna into a hug causing her to squeak in surprise.

"I'm sorry for what I did, But you have to admit. The way you're talking now is so modern, maybe we should schedule another date for other lessons." Midnight smiled but stopped as he noticed Luna's horn glowing again.

"Don't make me turn you pink." She exclaimed with a grin.

"JOKING! Just a joke. No pink please." He back peddled causing the three ladies to laugh. "I do have another question though." He spoke catching their attention again. "Can you release Twilight and Rarity as well? I know they are going to give me hell if I show up like this and they haven't turned back to normal."

"When I returned you to normal just now, the spell was broken on all those who it had been cast on. Don't worry." Luna smiled causing Midnight to give a relieved sigh.

"Thanks Luna." He smiled but his attention was suddenly turned to Rainbow as she gasped out loud. He looked down to see a light blue cloud and rainbow trail at his side leading to one of the doors in the room. Rainbow had seen one of the Wonderbolt's exiting their room and made a break for it to talk to them.

"I guess I had better go keep tabs on Dash. She tends to get clingy when it involves the Wonderbolt's. He chuckled, nodding to the princess' then heading across the room to RD.

"Yes really! OH! Here he is now. Midnight this is Spitfire, captain of the Wonderbolt's." Dash smiled as she introduced the two ponies.

"It's a privileged." Midnight smiled nodding to Spitfire.

"It's an honor to finally meet the new Alicorn to arrive in Equestria. Rainbow has told me a lot about you in the three minutes we've spoken." She smirked, getting a giggle out of Rainbow.

Midnight cocked a brow at Rainbow as he spoke. "I hope it's all good." He grinned.

Spitfire smiled as she trotted around Midnight eyeing him up and down. "Mach ten is a feat indeed, and to do that while........ well, you know." She giggled causing Midnights fire mane to burn a bright orange. "Not bad Dash, care if I borrow him sometime?" She smirked causing Midnights jaw to drop only to make them burst out laughing.

"That was evil." Midnight chuckled to Spitfire.

"And why is that?" She asked cocking a brow to the Alicorn.

"You had my hopes up." He grinned causing her jaw to drop this time. Spitfire looking to Dash as she whispered to her.

"Do you guys have that kind of relationship?" she asked causing RD to grin as she whispered back.

"He is engaged and has a mare friend on the side. His partners agreed to leave their relationship open." She giggled causing Spitfire to gawk before smiling.

"Well then." She smiled trotting by the Alicorn and flicking her tail at his nose playfully. "I guess things will get a little more interesting then."

Midnight smirked looking to Dash who just grinned back. "I see why you like the Bolt's so much Dash." Midnight laughed as he trotted after Spitfire.

XXX

After locating their seats near the princess', Dash and Midnight sat back as the show began. The Wonderbolt's erupted from the floor of the Cloudisium, trails of lightning filled smoke in there wake. Rainbow was of course cheering loudly, more so than the rest of the ponies all around her. The show began with the Bolt's breaking off into a series of easier stunts that Rainbow had pulled off easily during her training. Midnight noticed the similarities in the tricks from his time watching Dash perform them in front of him. After a few minutes of performing the stunts, they began to get far more complex. Rainbow ooooing and aaaahing at the sight. That was until the Bolt's took a steep dive and began to pull up at the last second.

"This is one of the hardest stunts to pull off Night. The g-force's that are pulled during this will break an untrained ponies wings." Dash began to explain but stopped as a loud snap echoed through the Cloudisium and one of the Wonderbolt began to scream out as they began to fall through the air.

"That's not......" Midnight began but stopped as Rainbow bolted from her seat, just barely catching the Wonderbolt in mid air before he could hit the floor of the Cloudisium. Midnight rushed to her side as she set the Wonderbolt onto the ground who cried out in pain. A hush fell over the crowd as an emergency medical team came over to get the injured pony. The other Bolt's setting down to check on their fallen comrade.

"AAAH! My wing, Its broke." The Wonderbolt cried out as he pulled his goggles from his head and flinging them to the side. tears streaming down his face from the pain. Spitfire came forward giving her friend a nuzzle as she began to speak.

"Guys, it looks like we are gonna have to cancel the show. We can't perform the rest of our tricks without another flier." Spitfire sighed looking down.

"Hang on a sec, what if you had someone who knew your routines and could keep up?" Midnight grinned causing everypony to stop.

"I guess we could continue. But that pony would have to have some serious skill as well as somepony to help back up the claim. I can;t just let any flier join and cause us to look bad." Spitfire spoke up.

"What if that flier had won the best young fliers competition and saved a few ponies in the process?" Midnight grinned again causing Spitfire to realize who he was speaking about. She turned her head to look at Dash who, if smiled any bigger, would give Pinkie a run for her money.

"Heh, suit up Dash. Today your living the dream." Spitfire chuckled as Dash bowled Midnight over giving him a passionate kiss, then vanishing into the locker rooms. Spitfire right behind her.

"O......k..." Midnight spoke in a stunned voice. Everypony around giggling at him.

XXX

After a few minutes intervention and Spitfire explaining to Dash about what stunts they needed to perform, the show began. Midnight had found a spot with Celestia and Luna in their private booth as they watched the show. Everypony sat in awe watching the rainbow trail gliding along with the smoke and lightning trails. The show continued on for well over an hour until finally they all landed onto the floor of the Cloudisium, fireworks erupting all around them matching the volume of the crowds cheers. The performance had been an utter success.

Midnight, Celestia, and Luna trotted from their booth down to meet up with the Wonderbolt's and Rainbow Dash. Thy arrived after a couple minutes walk to the entrance of the locker rooms.

"Dash, you did fantastic." Midnight smiled as Dash trotted up to him giving him a kiss.

"I have to admit." Spitfire began as she caught their attention. "Dash, if you ever wanted to become a Wonderbolt, you have my blessing." She smirked causing Dash to beam.

They all stopped however as a doctor trotted over to speak with the team. After a few intense minutes of talking the doctor left, Spitfire trotted up to the small group as she began.

"Well it seems our injured Wonderbolt is going to be out of commission for the next month. If not two. He had a pretty back fracture to his wing and it is going to take a while to heal properly and for him to build up his endurance again. We may have to cancel all of the shows for the next couple months unless we can find somepony willing to take his place as a temporary Wonderbolt." She gave a slight smile as her vision fell onto Rainbow who was just gawking.

"I think that's your cue sugar." Midnight said as he gave her ear a nip knocking her back to reality.

"I...... I would be honored if the Wonderbolt's would accept me, even as a temporary flier." Rainbow smiled as tears streamed down her face.

"It's settled then. Welcome to the Wonderbolt's Rainbow Dash." Spitfire smiled as the crowd roared in the stadium.

"You mean to tell me we were on the loud speakers this whole time?" Rainbow gawked.

"I guess you didn't notice from the afterglow of doing all those stunts with us. No worries. You'll get used to it." Spitfire chuckled as she placed a hoof around her withers and waved to the cheering crowd. The rest of the team along with the royalty joining in with them.

Rainbow looked up to Midnight with a tear dampened face, she silently mouthed the words thank you to him. He smiled in return giving her a wink. This had been by far the best day ever for Dash. The future though, would hold other untold stories. But we can wait for those to pop up in time.

76. Athlete's and Chaos

"What a night........" Midnight spoke softly as he rose up in bed, looking around to take in his surroundings.

'Cloud room, check.'

'Cloud bed, check.'

'Beautiful Rainbow mane lover asleep at my side, double check.' He smiled as he leaned over giving her sleeping head a kiss.

*WACK*

Midnight fell out of bed onto the floor of the bedroom holding in a scream of pain as he rolled around holding his nose. Dash laying sprawled out on her bed, on her back snoring softly, her legs gently running in the air. Ever so often they would give a hard buck into the air, to Midnight's misfortune, he had been on the receiving end of a buck.

"Ohn Gawd dat fuhkin hurwt." Midnight groaned out as his horn quickly lit up casting a healing spell onto said nose.

After a minutes of pain and some magical healing later he had recovered. He looked around trying to locate his additional partner but didn't see her. He made his way out of her room to the downstairs kitchen finally finding his other lover.

"Yer up early Fire." Her smirked walking over to her giving her a kiss.

"Hey now loverboy, just cause I got a lil antsy don't mean this'll be a regular thing." Spitfire giggled before taking a sip of her coffee.

"You wouldn't believe how used to hearing that I am. Heh." Midnight gave a smirk as he grabbed a cup of coffee. Glancing over to Spitfire he watched as she let out a yawn then blush as she noticed him smiling at her.

"Is the captain of the Wonderbolt's tired?" He chuckled.

After that triathlon you put Dash and me through last night I'm surprised your not sharing some Z's with her upstairs." She smirked but stopped as she heard a loud snore coming from just that area. She and Midnight looked to each other giving a loud chuckle.

"I guess she was more worn out than either of us with that train wreck of a snore." Midnight laughed.

"Yea, but anyway, I need to head back to the Clousdale. My team needs to get started on training for the next show. Tell Dash she better show up early if she wants to make a good impression." Spitfire smiled as she placed her coffee cup into the sink.

"I thought she did that last night by getting you off 6 times in a row." Midnight snickered.

"Hey, that was impressive. Just not the thing we can show to a family oriented crowd in a stadium filled with ponies looking for daredevils of the aerial nature." She smirked.

"Hmmmm, seems you are well versed in the field of smart ass-ery." He smirked.

"And you in the showboating area." She smirked back causing him to cock a brow.

"Show boating? When did I do that?"

"Twelve times Night......... seriously. Then you passed out. Show boating seems to be one of your specialties. Spitfire chuckled as she opened the door to Dash's house and taking flight, leaving a stunned Alicorn in her wake.

"What's with all the talking down here? Seriously, can't you guys wait til a normal hour?" Dash spoke with a yawn as she entered the kitchen.

"Awake now Ms. Wonderbolt? And by the way its like one in the afternoon." He nodded to the clock overhanging the sink.

"You'd be tired to if you were a normal pony." She smirked as her wings flared out.

"If I was normal then we wouldn't be having this conversation now would we?" Midnight chuckled watching Rainbow deadpan him.

"Guess I'm just lucky you're a weirdo then ain't I?" She grinned leaning up and giving him a quick kiss.

"Yea, but ya never know. I could suddenly turn back into a human one day for all you know." He spoke as he looked into her eyes.

"Heh, doubt that would ever happen. You have way to many mare friends and a Goddess constantly looking after you to prevent that from happening. Besides, if you did then we couldn't play anymore.
She chuckle giving him a grope.

"And why not?" He laughed cocking a brow at her.

"Because then you wouldn't be able to satisfy me the way you can right now smart flank." She laughed, pouring her a cup of coffee.

"It's not the size of the tool, it's how you use it." Midnight grinned evilly as he pressed his snout just below her tail causing her to shriek out in surprise.

"MIDNIGHT!? Come on now, I thought you had enough last night after passing out." She cackled as she flipped up and backwards over Midnight without spilling a drop of her coffee.

"Its always more of a challenge with an athlete." He grinned again, hunkering down playfully at her.

"True, but if you can't keep up then your just in the way." She smirked placing her cup of coffee onto the counter after taking a big drink.

"Clousdale?" He grinned.

"On my mark." Dash grinned opening the door and stepping outside, Midnight taking a spot next to her.

"Alright whenever you're......." He was cut off as Dash did a quick countdown.

"Three. Two. One. GO!" Then bolted of like a rocket.

"HEY!" Midnight shouted as he put forth a burst of speed to catch up to her.

XXX

The two arrived in Cloudsdale in record time. Dash of course taking first place followed by Midnight who just laughed as he landed beside her.

"You do realize you're going to win every time right?" He chuckled as they began to trot along.

"Because I'm the fastest pony in Equestria?" She smiled.

"No, because you have a seriously nice flank." He smirked just before he got a hoof into his shoulder.

"Easy killer, it was a compliment." He chuckled rubbing his shoulder.

"I know, that's what you get for giving me one." She laughed.

"I wonder what I would get for an insult?" Midnight rubbed his chin in thought.

"A buck upside that thick skull of yours. Don't make me get AJ to sic her pet rake on you. I heard the last one kamikazed your head then came back from the dead to claim your shin." She chuckled trotting around him playfully.

"I told that farm girl to not to tell anyone." Midnight face hoofed causing her to cackle.

"Don't worry hard head. I won't spill the brains, I mean beans." She grinned causing him to sigh in disbelief.

"Eeyup. I'm gonna pay her back now." He laughed flipping his wings and tail out toward the pegasus trotting around him, brushing them against her playfully.

"Yea, anyway, I'd better go meet up with the team to start practice. Come by and watch us if you get the chance. Spitfire said we'll be performing a few more shows in the Cloudisium before heading to Manehatten for the next three weeks. You'd better show up to see me off or I might just tell the princess that you're slacking."

"GASP! ME?! SLACKING?! The very idea simply shocks me to no end my dear." He laughed causing her to roll her eyes at his play with words before giving him a quick kiss then heading toward the Cloudisium.

They parted ways as Dash took off toward the Cloudisium and Midnight toward Ponyville. He had been procrastinating on seeing a certain pony for some time now, and it was time to make amends.

XXX

"You bucking dick! What the hell?!" Vinyl shouted at the Alicorn as he backed away from her.

"I did come by to say I was sorry about the whole thing. I never meant to get popular. I was just doing what I love to do for fun. HEY!" He shouted before ducking under a guitar as it was suddenly wedged into the wall he was up against.

"What the hell. Ain;t you even going to fight back?" She snorted throwing a base drum at him which lodged onto his skull.

"I don't hit mares. It's wrong. *BAM* SON OF A *BAM* BITCH! *BAM* STOP *BAM* IT!" He shouted as he kept pressing his hooves onto the drum before finally dislodging it from his head.

"Dammit Vinyl quite it!" She finally shouted as his horn lit up grabbing her into a force field of magical energy. She struggled for a minute before finally stopping to look at him with a loud snort to follow. He brought her closer hit him as he began to speak.

"Listen,, I said I'm sorry. I want to make it up to you. Just name something. Anything and I'll do it. I never meant to hurt you by doing what I did. I didn't mean to avoid you all that time either. I just got busy, and well. Things came up." He sighed looking at her as she looked away, a hurt expression on her face.

"I'll forgive you one two conditions." She grinned causing him to face hoof.

"I knew I was going to regret this." He chuckled.

"You get to help me open my new club across town not only as a celebrity guest, but also a performer under me. Then you have me do an intro for you the next time you hold a concert for the less high brow crowds."

Midnight rubbed his chin in thought before stopping as Vinyl pulled out like a hundred drum sticks.

"Better think quick. These sticks are looking to pound on something." She grinned.

"How about that sweet ass of yours *WHACKITY WHACK WHACK WHACK* "AAAAH OK! OK! I'LL DO IT!" *WHACK* "DAMMIT! You are fucking evil with them things! And don't hit my shin, UGH! I've been hit there to many *WHACK* FUCK! OW OW OW OW OW! ALRIGHT! UNCLE DAMMIT UNCLE!" He shouted rubbing his shin from the sudden whacking.

"I think you enjoy the pain." Vinyl giggled.

"What makes you say that?" He asked smiling up to her.

"Your odd way with words for one. You knew I was going to hit you and you said you wouldn't fight back against a mare. My guess is you're a masochist in disguise." She grinned.

"Nah, I don't enjoy pain on a regular basis. Just when its planned out." He smirked as the pain in his shin died down.

"So you planned this visit then?" She cocked a brow giving a smirk.

"Yep." He snickered causing her to laugh while shaking her head.

"Guess we have a date then." He smiled, standing up and dusting himself off. Vinyl looking up to him through rosy cheeks.

"A date?" She squeaked.

"Of course. You, me, making hot music in front of thousands of ponies. Isn't that what you wanted?" He smirked blowing into her ear.

"Sounds good to me." She grinned. "But don't get your hopes to high. You owe me this much for what I shared with you."

"I'm just surprised you haven't copied all of the songs I knew by heart into your own little records to sell to the masses."

"It's in the works. I figure I have roughly forty albums ready to go." She laughed causing him to gawk.

"Better make sure none of them are what I'm hoping to play." He grinned.

"First come first serve big boy." She pulled up a hoof spitting onto it and pressing it out.

"Sounds good to me DJ." He grinned doing the same, smacking his hoof into hers in agreement.

"Seeya friday night. Don't be late. My crowds tend to get overly hyper and very annoyed by slow things, and they would eat you alive." Vinyl smirked as Midnight trotted out the door.

XXX

"Dammit! I swear I'm never going to learn am I." Midnight groaned as he walked along talking to himself.

"Pissing off every other pony isn't good for business. Nor for getting fucked as often as I do. This is really getting out of hand. I've taken on more than I can handle right now and I'm really starting to get annoyed. I mean, first there is getting engaged, almost destroying the world. Saving friends left and right. Getting a mare friend. Saving the world, becoming some type of music sensation. Gaining untold amounts of knowledge. getting turned into a kid TWICE. Not including all of the little side missions I have had to do and all the shit I've had to endure. I never had this much trouble back in my home world. Now I'm in BFE with a world that looks like a fucking cartoon and filled with magic, mythical creatures, and talking ponies. I don't know whether to consider myself blessed, or royally fucked. No pun intended."

Midnight had been out in the middle of Sweet Apple Acres fuming over himself for the past four hours. Constantly belittling himself and trying to come to term with what he was going to do from this point forward. He had considered all the options and what would be at stake for each one, but couldn't come to a conclusion on what to do. It was already late in April and summer was right around the corner. Not to mention that Celestia would be giving birth within the next five to six months. He was in a relationship with two women who were good friends with one another and approved his status in said relationship. Then there was his nieces along with other close friends who seemed to have feelings for him. After an extensive amount of thinking he finally sat down with a thud, gawking at himself.

"Eeyup. I am beyond screwed at this point, so unless I want to stay screwed I need to either one, buck up and face my fears straight on. Or two. Run like a little bitch to the far reaches of the universe with this awesome power. Who knows. I could find another planet that has oxygen and sentient beings to rule over as their God. Nah to complicated. Plus I'd be targeted for death eventually. Noone likes someone with a lot of power who flaunts it. Guess I had better just stay and fuck around a bit more as I try to remedy all of this chaos." He sighed flopping down onto the ground.

"Did someone say chaos?" A voice echoed softly from all around, giving a slight chuckle. Midnight looked around rather confused.

"Yea, whose their?" He spoke out.

"Oh noone special. Just another fellow who enjoys chaos is all. Would you be kind as to not use your magic around me though. I would prefer not to become a statue anytime soon again." He sighed.

"Sure, You haven't done anything to me, so as far as I'm concerned, we are equal parties." Midnight spoke out just before a flash of light erupted from in front of him, balloons and confetti spraying in all directions.

"Parties? I LOVE parties. Why don't we celebrate my reawakening together then?" Discord smiled widely as he placed a party hat onto Midnight's head along with a small party whistle into his mouth. A piece of cake and cup of chocolate milk manifesting in front of him.

"Reawakening?" Midnight cocked a brow in confusion.

"Yes my dear Alicorn. What better time than now to celebrate." Discord chuckled as a few pink clouds swirled around him raining chocolate milk.

"Wait, aren't you discord?" Midnight said looking at him with squinting eyes. Suddenly a pair of thick glasses manifesting onto his snout as Discord appeared at his side staring through a second set of glasses at where he just was.

"I do say, by jove you're correct!" Discord chuckled tossing the glasses to the side, exploding on impact with the ground.

"I thought the elements turned you to stone." Midnight spoke calmly which began to irritate the draconequus.

"Do you have to speak so plainly. It is rather annoying." Discord said as he picked a piece of earwax from his ear, flipping it into a bush and turning it into a giant ice cream sundae.

"Just my way of tossing some chaos into the mix." Midnight chuckled causing Discord to stop in his tracks, then laughing out loud as he patted the Alicorn on the back.

"That was brilliant my friend, absolutely brilliant. Giving chaos to the chaos bringer. GENIUS! I couldn't have done better myself." He chuckled.

"You do know that the princess' along with the elements are going to try and put you back into your stone prison right?"

Discord gave out a hiss of disgust. "Such language, I do not wish to hear of such a thing. But you are correct. Once they learn of my presence again they will undoubtedly try to imprison me once again." He sighed.

"Why not ask them if you can stay in return for not destroying their world?" Midnight smiled.

"But I am the very entity of chaos itself. To not do chaos would be........."

"Chaotic?" Midnight finished causing the draconequus' eyes to snap open in thought. Discord placing his claw talon under his chin in thought.

"You know. That is probably the first time any single being has ever told me that and it make sense." Discord spoke out taking a seat on thin air next to Midnight as he looked off into the distance.

"Well. Throwing chaos into something only to take it away would cause more chaos since the world would lack it, but never really having gotten rid of it. That is how you broke out of your prison is it not." Midnight grinned to the stunned draconequus next to him. "So in essence, you never left and the world never got rid of you. It was the amount of chaos that was present that changed. So if you could convince the princess that the chaos that would be in the world would not change, even with your presence. And you would agree to have part of your power sealed away so that things wouldn't get out of hand. I'm sure they would welcome you as a friend and not a foe."

Discord sat there in utter shock. His eye twitching as steam came out of his ears in thought.

"To much for that little brain of yours?" Midnight chuckled causing the draconequus to snap back into reality.

"No, I got it. I just wanted to see your face when mine was spewing out steam from the ears. Let me tell you, it wasn't that impressive." Discord sighed.

"Hey. I may not have been here long, but from what I have seen compared to my home world. There is nothing that could surprise me here." Midnight laughed as Discord snapped his talons like fingers making a dancing doughnut appear in front of Midnight.

"OOOOooooo Snack time!" Midnight grinned at the donut making it flee in terror. This only causing Discord to laugh uncontrollably.

"Yes, my friend. I do think we are going to get along just fine." Discord chuckled.

77. Getting to know the Chaos bringer

Discord and Midnight had been walking along through the apple orchard talking as they went along. Ever so often the draconequus would transform a tree into some other form that would bare different fruits or objects. Midnight correcting his actions by turning them back and lecturing him.

"Discord, I'm going to let you in on a little secret." Midnight smirked catching his attention as he floated upside down next to Midnight.

"And what would that be?" He asked looking on in utter fascination.

"You need to chill on doing what you do. You aren't impressing me in the slightest by doing magic tricks. So you are just wasting your talent." Midnight sighed.

"But some other pony will come by eventually to see my work and freak out. Oh that would be such a sight to see." He laughed.

"Yes, I think it would be rather entertaining to watch, but you have to think of the variables that would come into play." Midnight grinned at Discord causing him to shudder slightly.

"I do hate when you do that you know. Being so calm and collected, then suddenly grinning like a bandit toward me when you know something I don't. It is rather unnerving."

"No, its chaotic." He smiled as they both laughed out loud.

"I do say you are by far the most interesting pony I have ever come across since I was brought into this world." Discord smirked flipping upright and patting the Alicorns back hardily.

"I am to please." Midnight smirked before continuing. "Anyway, the variables I was referring to are this. When you transform something into something else in order to 'freak out' per say, a pony or other creature. If you aren't around to watch it happen then what would be the point. All you would do is cause some panic from them before they would try to find someone to tell. By that point all that would be left is confusion, not chaos. That is of course if you happened to stay in that particular area just to watch the chaos unfold, and from what I have gathered about your being. You don't have the patience to do such a thing. You just want to place chaos at random near living creatures just to get a kick out of their reactions." Midnight gave him another smirk as the draconequus rubbed his chin in thought. This being the first time he had listened to any lecture or speech in five thousand years of existing.

"You are correct. I tend to get board rather easy." He said as he turned into a plank of wood then floated around Midnight causing him to chuckle. "But you see, not having the patience to sit and wait is chaotic for myself. I would like to be able to sit by and watch the fun unravel but it gets so boring whilst I wait." He sighed turning back into his original form.

"I understand that. I get bored from time to time as well. It's nothing to be ashamed of. It just takes some getting used to. But if you honestly haven't learned after five thousand years, chances are the only way you will learn is by learning from someone with experience."

"How exactly would I be able to do that?" Discord asked cocking a brow at the Alicorn.

"Well if you want, I can share my memories and experiences with you when it comes to boredom." Midnight smirked.

"You would actually let me copy them from you without a fight?" Discord spoke in slight shock.

"Think of it this way, I'm in the teachers position, and you are the student. I teach, you learn."

"I simply loathe being 'taught' any lessons." Discord placing a talon into his mouth giving a gag motion.

"Heh, then you need to learn this if anything. When you find someone willing to teach you something. Take heed in their words. For what they say and teach can be an added ability, or improve one of your own abilities."

Discord stopped in his tracks as what was said hit him rather hard. He let out a chuckle coming back up alongside Midnight.

"So you are telling me that if I learn new things I could apply what I have learned to my fantastic repertoire of chaos?" He asked with a hopeful glint in his eyes.

"There is always that possibility." Midnight chuckled watching Discord do the shuffle in a seemingly victorious dance.

"Oh! But didn't you say that the princess may ask for part of my power to be sealed?" Discord gave a big frown and puppy dog eyes.

"I didn't say it was certain, just an allegation. If you can prove that your actions will not cause chaos like before, and that you would limit yourself and agree to a power reduction iff needed. Then I would guess that she would allow you to stay under a watchful eye. Keep in mind that you can also cause chaos that would be helpful and cause shock and awe at the same time."

Discord stopped again, this time getting right in Midnights face. "What are you talking about? Chaos is.......chaos. It isn't meant to help. Its meant to be....... well.......... chaotic." He huffed. Midnight giving another sigh as he continued walking. pressing past Discord as he spoke.

"I recall a story Applejack, the element of honesty, told me about their encounter with you. You had changed the size of the apples growing from her trees into giant fruits that weighed them down. An apple that size could feed an entire family for a while as well as be used to make countless other baked and confectionery goods. Every pony that would look at the apple would be so shocked and in awe at the absolute chaotic nature of the fruit that they would not only praise your actions, but possibly request further chaos."

Discord gawked, his jaw literally hitting the ground before he picked it back up and snapped it back onto his head.

"You're saying that if I play my cards right." He manifested a bunch of cards flicking them onto a table of losing hands and pulling the chip lot to him. "I can cause chaos, it be welcomed, AND ponies would possibly request that I do more chaotic things that I could not only do on a possibly permanent basis, but get away with it to without worry of becoming a garden centerpiece?!"

"Eeyup." Midnight chuckled watching Discord literally wring his head trying to fully comphrehend what he had just heard.

"You aren't joking are you? Please tell me you're not joking or causing chaos against me. I CAN"T HANDLE COMPETITION!" He shouted shaking the Alicorn roughly only to stop and drop him as he tried to speak.

"WOOO Take it easy there big guy. I'm not competition. I think logically and thoroughly about things at times. Especially if it will help a friend out." He smiled causing Discord to gasp as tears began to well up in his eyes. Discord sat onto the ground gently putting his hands onto the Alicorn as he looked him in the eyes.

"You...... consider me a friend?" He stuttered slightly.

"Of course, You haven;t done anything to me that would negate my decision to become your friend. Why should I consider you an enemy from your past mistakes, even if it was against my friends and this world. Everyone deserves a chance to renew themselves. Why not give you another chance?" He smiled then was pulled into a hug as the draconequus began to wail loudly onto the Alicorn. Midnight giving another sigh as he patted Discord's back in an attempt to console him.

After about twenty minutes of crying and a completely soaked Alicorn and draconequus later. Discord finally stopped crying and pulled away from Midnight giving a sniffle.

"You really consider me a friend don't you?" He sniffled again.

"What gave it away?" Midnight chuckled.

"Oh you know." Discords demeanor doing a one eighty as he began tossing his talon about in a suggestive manor while speaking. "The shoulder to cry on, the comforting pat on the back, not pushing me away even though you are completely soaked by tears, giving helpful advice without judging me. That sort of thing." Discord smiled giving a girlish giggle.

"I'm glad we can come to an understanding then." Midnight put on an iron clad expression of determination while saluting Discord only to cause him to laugh.

"You know, heh heh, you are possibly the only friend I have next to my daughter. But she doesn't count since we are always trying to oust the other within the confines of chaotic competition." He chuckled.

"I wasn't aware you had a daughter." Midnight said as he cocked a brow.

"Well she isn't really a daughter as she is a creation of mine. But since I created her and gave her my abilities as well, I do consider her to be my daughter in essence." Discord smiled.

"Is she in this world as well?" He asked the draconequus.

"She is, but she will show herself to me when she feels the need. I would like to correct what I said earlier though about her having the same powers as myself. I can't simply give another my same power. That much chaos would probably destroy everything in existence. She has a small amount compared to myself. She can't turn a planet or star into a giant piuece of fruit, but she can cause quite a bit of chaos by herself." He chuckled.

"And what would be her name?" Midnight asked causing Discord to place a talon up to his lips in a shushing manner.

"That is the thing. If you say her name she will be summoned to to the being who said it, and to let you know, her name is." He stopped as he pulled out a picture of a screw and a ball on the same page. Midnight looking around the picture to Discord with an incredulous expression.

"Seriously? That's her name?" Midnight chuckled.

"Hey now, no laughing at my families' name." Discord snorted.

"Not making fun. Just thought it was a curious name. But being the element of chaos, I wouldn't put it past you to choose something similar to yourself." He chuckled.

"Alright then, so when do you want to see Celestia and the others?" Discord asked.

"How about now?" No time like the present. But might I suggest something." Midnight smiled up to the draconequus.

"Yes?" he replied.

"If things don't go as planned, could you at least travel to another planet to cause chaos. I honestly don't like the idea of imprisoning someone for a reason like this. Chaos is in your nature. It's what drives you on. Taking that away would be like putting a pony in prison just because the other doesn't like what the other does for a living in essence. So if worse comes to worse, just teleport away and don't cause any suffering to this world. I am part of protecting this world, and if ordered by the princess I would have to help the elements return you to your stone prison, as much as I dislike the idea." He sighed

"I understand. Although this is the first time I have said it. Thank you, not only for your understanding, but your encouraging words. It does mean a great deal to me." Discord smiled as he manifested a bouquet of roses, handing them to Midnight who took a whiff of them, turned green and turned his head to the side sticking his tongue out in disgust.

"DAM Those are rank!" Midnight coughed as he caught his breath. "Smells like week old tuna left out in the sun on a hot day. WHOOOOOOO."

"HA! Finally caught you off guard, and I must say your reaction was priceless." He chuckled.

"Heh thanks." Midnight grinned manifesting a banana cream pie and splattering it onto Discords face causing him to freeze as it slowly slid down his snout and landed on the ground.

Discord blinked a couple times to see through the filling covering his face as he and Midnight looked to the pie on the ground then back up to each other only to burst out laughing.

"My friend, let us hope that the old snooty pants princess will allow me to stay here. I have a feeling we could become the best of friends over time." Discord chuckled as they continued their trek toward Canterlot.

78. Jailtime for an Alicorn?

After an exhausting walk from Sweet Apple acres all the way to Canterlot the Duo had run across many ponies along the way. Most fled in fear except for a very few who stopped to talk to them. Although somewhat intimidated by Discord the ponies in question did not flee as Midnight was right next to him. Midnight had asked the ponies that stopped to talk to, to advise Twilight in Ponyville that the two were currently on a trek into Canterlot and would like to have an audience with the princess. After hours walking and floating along, and countless words exchanged in conversation, the two had finally reached Canterlot.

"Alright Discord, We are in the home stretch." He stopped as Discord appeared in an old school baseball jersey and began running in place then sliding into a home plate. Jumping up and cheering for himself.

"Ok smart ass." Midnight began again, only for Discord to turn into a donkey in a white lab coat mixing several concoctions of unknown liquids then giving a smile as it exploded in his face. Midnight gave a loud sigh, face hoofing. "Time to be serious my friend. That is if you want to remain mobile and in play for any said period of time." He said finally catching the draconequus' attention, who reappeared at Midnights side giving an annoyed look as he walked along with his arms crossed.

"Being serious is so boring. I honestly don't see the point in it." Discord groaned as they entered through the entrance gate to Canterlot.

"Being serious is fun." Midnight chuckled.

"Really? Please go on." Discord gave a yawn waving a hand in front of his mouth.

"You would be surprised with the ideas you can come up with in order to prank someone by sitting down and really thinking of something to do. I honestly think I could out prank you." Midnight smiled causing the draconequus to gawk in disbelief.

"You out prank the embodiment of chaos? Perish the thought. I feel insulted." He spoke as if hurt.

"Boo hoo. Need a hug?" Midnight picked causing Discord to chuckle.

"You are an absolute riot my friend. I do believe I will enjoy hanging out with you." He laughed.

"Sure. I'll take ya to the bar this weekend if all goes well in the castle. My treat."

"How about that. Already on a friends basis and your offering to take me out on a date?! What kind of girl do you think I am?" He spoke in mock shock turning his nose up and away as if insulted.

"A really ugly one. Think I'll need a bag this time around." Midnight grinned causing them both to burst out laughing as they came up to the gate of the castle.

"One other thing." Midnight spoke out catching his attention.

"Yes?" Answered Discord.

"If you cast any spell what-so-ever onto Celestia for any reason. I'll kill you on the spot." Midnights voice went cold as he looked at the draconequus causing him to slightly shudder before Discord broke out in laughter, slowly coming to a halt as he looked to Midnight.

"You're serious aren't you?" He spoke in slight shock.

"She is carrying my foal. I won't think twice about taking off your head if you do anything to her or my foal." He snorted causing Discord to slightly cower. "Friends don't hurt friends in any form or fashion. Pranks regarding their loved ones are strictly off limits. Understood?" Midnight spoke out causing him to nod.

"Good." Midnight smiled as he walked ahead toward the gate of the castle.

"Wow, didn't see that one coming. Wait a sec, foal? YOU MEAN YOU KNOCKED UP CELESTIA!?" He shouted in complete shock causing Midnight to face hoof.

"Yes, now shut yer trap, we are about to." He was cut off as a Unicorn guard stepped forward wielding a spear and pointing it at the two.

"HALT! Midnight Flame, and Discord of Equestria. You have been charged with treason against the throne. You will be placed under arrest at this point in time and brought before the princess' of Equestria to face judgement. Failure to comply will result in immediate extermination. Will you comply?" The guard spoke out as a barrage of other guards came out of a side door from the entrance in force, all of their horns glowing.

"I will comply, as will my friend." Midnight spoke as a Unicorn guard trotted up holding two collars in his magical grasp.

"My apologies your majesty." The unicorn spoke as he placed the collar around midnights neck and a ring over his horn. A magical field quickly being brought around his mid section holding his wings in place.

Discord stood there in disbelief for a moment as he watched what they did to Midnight. The pony began to walk toward him but stopped as he looked at the anger in his face.

"Discord! Remember what I told you. This was a possibility. I won't leave your side. Trust me as your friend." Midnight smiled nervously to the draconequus who gave a heavy sigh moving forward as a pair of cuffs and collar was placed onto him.

"Let's get this over with." Midnight said as they were escorted into the castle.

XXX

The two had finally made it inside of the castle and into the throne room where Celestia and Luna stood at their thrones. The element's of harmony standing in front of them in a V shape heading down the stairs from them. Elements powered and ready to strike if necessary.

"Midnight Flame!" Celestia boomed out in the royal whee shaking the very room and surprising everypony within the vicinity.

"You have been charged with Treason against the throne for aiding a fugitive. How do you plea?" She leered at the two.

"Not guilty." Midnight shouted back.

"State your reasons for aiding Discord." Luna spoke out as she stepped to Celestia's side.

Midnight lowered his head giving a sigh before raising it again as he spoke.

"Your Majesties. My friends. Although I have known Discord for only a few hours now, I have spoken to him on a personal basis. For those few short hours I have come to the conclusion that he has been merely misunderstood in regards to his chaotic nature. We have become friends during this time. Although at first meeting him I was skeptical due to the history written about him. I have talked with him and taught him about how chaos works in the world, and can become harmonious with the elements already present." Midnight was about to continue but was interrupted as Celestia shouted forth again.

"Chaos can never be part of Harmony!" She shouted but was stunned as Midnight stepped forth.

"You're wrong!" He began as his voice boomed out shaking the very foundation of the castle. "Listen to me and heed my words. For your next action could not only hurt a friend, but possibly end a friendship before it could have ever began!" He sighed taking another breath as he spoke normally.

"Have you not noticed that even when Discord was imprisoned that chaos was still ever present. Ponies still got into trouble with daily tasks, ponies would still get into accidents, trouble or find that objects and items become misplaced and other such things. What I am trying to say is that no matter what. Chaos will ALWAYs be present. Having complete harmony without chaos would eventually become boring and all beings would lose the will to live. Forbidding chaos is in itself a death sentence to all living things. Would you sentence your kingdom to death just to get rid of Chaos?" Midnight spoke out causing everyone to look at Celestia. She stood there wide eyed for a moment before Discord spoke up.

"Pause for the dramatic effect." He spoke out causing a few ponies to giggle out, including Midnight."

"I would also like to add this one other piece of information. Discord has agreed to have part of his power sealed if you agree for him to stay and become a part of our culture. To live in harmony with not only the elements, but with society, to be able to be given the chance to make friends and ponies he can count on in his time of need and vice versa. Of course he may create a little chaos at times but he has agreed that it would only be in fun and would right any wrongs he had made. He cannot help what he was born to do and is going against his very nature in order to ask not only for forgiveness, but for a chance to redeem himself from his prior transgressions. As a pony who has lived for eons, for one who has had countless friends that she has loved and lost, for the countless experiences you have had. Could you not, even for this one time, give a former enemy a new chance to become a friend and possible asset to our world?"

Silence overtook the entire throne room as Celestia stepped back in shock at what she had just heard. Luna looked to her and nodded to the door behind the throne but stopped as hoofsteps were heard. Everyone stood in awe as Rarity walked down the stairs from the throne, to in front of Discord.

"Discord, although our previous encounter was not under better circumstances, and you took away my horn as well as threatened Equestria with a total rule of chaos. If Midnight has found it in his heart to have us give you a second chance, then I forgive you for what you have done in the past." She smiled as she stepped up next to Midnight facing the throne.

"Thank you Rarity, I do apologize for what I had done. Midnight is a brilliant being that with his logic, has taught me one thing. Chaos will always be present in the world no matter what, but it will be up to me to make it a tolerable level so that it will fall into harmony with the rest of the elements."

Celestia stood there in shock at what she had just heard. Twice she had imprisoned the draconequus with prejudice because he threatened total rule of chaos over the world, and now he seems humbled, and willingly surrendered himself in order to plea for not only his release from custody, but for a second chance at becoming a better being and to live in harmony with the elements and society. As the time passed while Celestia stood in thought, another set of hoofsteps was heard as Fluttershy stepped forward, quickly followed by the rest of the girls all stating that they have forgiven him and are willing to give him another chance. Celestia of course gave a heavy sigh lowering her head before raising it again as she spoke.

"It seems that my answer has been given for me." She began as everyone of the elements, Discord, and Midnight smiled to one another but stopping as she continued.

"However, your powers will be ninety percent sealed away until I see fit that you have adjusted to society, and vice versa. Should at anytime a pony within my kingdom come forward and have proof of your wrong doing Your powers will be completely sealed away until a time that I see fit for them to be released unto you once again. You will have three strikes. Nothing more, nothing less. Once they have been dealt, you will be sealed away within your stone prison once again. Is that understood?" She spoke out in a less hostile tone.

"Understood princess." Discord spoke out.

Celestia stepped forward as her horn began to glow, and aura of the same color wrapping around Discord as it began to seal away his power. He did not fight or struggle as it had been expected. After a few moments he was released and the shackles removed from him and Midnight.

Midnight released a breath he wasn't aware he had been holding.

"Oh God that was intense." He sighed getting a chuckle from Discord and the girls.

"Discord, be warned once again....." She stopped as Discord stepped forward giving her a hug, surprising everyone around.

"I will not fail you my lady." He smiled as he released her from the hug.

"It's nice to have you back my friend." She spoke softly as a tear left her eye falling to the floor.

"It's good to be back, and might I add that you are simply GLOWING." He chuckled as he snapped his fingers and the entire throne room had been decorated in party paraphernalia. A large banner spread across the room that read 'Welcome back Discord!'."

Yes, things were now starting to get far more interesting. In time, they will become even more so. However, you will have to wait to see those stories as they unfold. Time is a fickle thing. So sit back, relax, and watch the chaos ensue.

80. Screwball and the Cutie Mark Sexy Crusaders?

A few days had past since Discord and Pinkie had been seen walking together through Ponyville arm in hoof. It was a rather odd sight to behold, and many of the ponies in the small town did not approve of the relationship. Others however thought it was nice to not only see Discord happy without terrorizing the town, but Pinkie as well. She had always been the life of the party and reserved to herself when it came to relationships. All she ever thought about was how to make others smile and be happy. However, she was now in the spotlight to not only make a new friend happy, but to find an entirely new type of happiness of her own.

Midnight on the other hoof was having some time to himself. Sitting back and relaxing. He had placed a beacon spell onto Discord and Pinkie to keep tabs on them while they were doing whatever they were doing. However, three days is a long time to be missing in action, and Midnight thought it prudent to find them and see what they were up to.

"I swear, Those two better have a good explanation for being out in B.F.E. doing God knows what. Wait........ Oh God I hope they aren't doing that." Midnight thought to himself as a blush came over his face.

"No.... no....... think positive. Why in Equestria are they so far from town? This spell can lead me to them but it doesn't tell me what they are doing. No, would be to privacy invading. Best to just know where they are then what they are doing." Midnight thought to himself still, as he was flying over the Ever Free Forest toward the duo.

*SPLAT*

Midnight stopped in mid air sprawled out like roadkill onto an invisible force field as he was flying.

"I....... am going............. to KILL.......... that draconequus." Midnight spoke out in slight rage as he literally scrapped his frame from the force field with a magical spatula. After a few seconds to finally return to flight he pressed a hoof forward against the force field making it ripple slightly.

"Discord! I know you're in there. What the hell are you doing? I haven't seen you or Pinkie for three days. Everyone is worried about you two." Midnight spoke out in the royal whee to make sure he was heard.

"Do you have to be so loud? I mean really, use some restraint." Discord spoke out looking to the Alicorn with a smirk, only to burst out laughing as did Midnight.

"Asking for me to restrain myself, from the God of Chaos, That is truly rich my friend." Midnight chuckled. "But anyway, care to invite me in? I'd like to know what you two have been up to for the past few days." He smiled.

"Sure thing." He smirked snapping his talons. In a flash the two transported into the middle of what seemed to be the biggest, most awesome looking amusement park Midnight had ever seen. Midnight gawked for a moment before he noticed Pinkie flying around without a set of wings. Upon noticing Midnight she flew down to him smiling.

"Hey Midnight, what brings you here? Have you come to be one of our first customers to the park? OOOOOOO It is sooooo much fun here. I don't know how long we've been working on it but the rides and games are so much fun. You really need to try them out." Pinkie giggled flying lazily around Midnight.

"You mean to tell me you have been here for three days without sleep Pinkie?" Midnight gawked.

"Has it really been three days? Wow time sure flies when you're...ZZZZZZZZZZZZZZZZZZZZZZZZZZZzzzzzzzzzzzzzzzzz!" Pinkie passed out cold still floating in the air.

"I was wondering how long she was going to last before passing out. Mortal beings are so interesting. Having a body that needs constant rest in order to function. So intriguing." Discord smirked as he pulled the Pink pony into his arms, cradling her like a foal.

"Discord." Midnight spoke softly. "You should have her rest more often. It isn't healthy for any living being to stay awake for more than 24 hours at a time, preferably no more than 16 hours. Every living thing needs at least eight hours of sleep to function properly, and Pinkie tends to push the limit until she just passes out." He sighed looking at the sleeping pink pony in Discords arms.

"Yea, but being around her is just so much fun. Let me put her to bed then I can show you around the park." Discord smiled as a bed manifested onto the ground before them, Discord placing Pinkie onto it and covering her up. They watched as she tossed for a second, pulling the pillow into her arms and hugging it to her chest. A gentle sigh leaving her as they walked away.

"You know Discord, I think she is quite taken with you." Midnight chuckled as they began their trek through the semi finished park.

"You know, I am actually happy with her. I have lived for countless eons and never once have I come across a being like her. Always smiling, aiming to please everyone she comes across. Never giving up hope in the possibility of making someone smile. Over the past three days we have gotten rather close." Discord began to blush, rubbing the back of his neck sheepishly. Midnight looking at him with slight shock.

"No.............. You didn't!?" He squeaked out in surprise.

"Of course not, I may be the God of chaos but I still know how to treat a lady. Pinkie though, is an entirely different story." He chuckled. "But still no, she surprised me though."

"Let me guess, she gave you one of her sneak attack kisses?" Midnight cocked a brow grinning.

"Bu........ how did you know?" He asked squinting his eyes at the Alicorn.

"She's done that to me on several occasions." He laughed seeing Discord cross his arms, giving a scowl.

"Oh don't get yer panties in a wad. She does that to a lot of ponies." He laughed.

"Yea well.......... Anyway, let me give you the grand tour." Discord smiled as he waved all around himself.

After about an hour of walking around the park and showing Midnight everything there was to currently show. Midnight gave him a few ideas of his own to improve certain areas and to even spruce up a few things to give it that little extra flare to really set them off. The park itself was roughly one mile in diameter, with currently six roller coasters, over one hundred separate games, three arcades, several food courts, three offices, five magical playgrounds and ten gift shops. The park was almost complete since Discord was in the process of using his available magic to manifest items for the various food and gift shops. In the specialty areas there was an assortment of wash rooms along with pink cotton candy clouds that rained chocolate milk. Ponies could come up to them, have fun then go wash up.

"I must admit Discord. This is probably the coolest and most chaotic amusement park I have ever seen." Midnight smirked as they finally finished the tour, ending back to where Pinkie was sleeping.

"Thanks, but Pinkie came up with most of the ideas. I just made them. She deserves all the credit." Discord chuckled watching the pink earth pony snoozing away in bed.

"Any plans for the future?" Midnight smirked causing Discord to sputter.

"I-it's to early to tell. But you never know." He grinned giving Midnight a nudge.

"Yea, Oh and one other thing." Midnight chuckled as he punched Discord in his lion arm.

"OW! What was that for?" He laughed rubbing his sore arm.

"For that stupid force field around the park. I flew into it and looked like roadkill for a minute. Be a little more careful." He smirked

"Yes sir!" He saluted comically.

XXX

After his talk with Discord and making sure Pinkie was safe he had made his way back into Ponyville to tell the girls. Discord however had asked that he leave the amusement park out of the story so that it could be a surprise for the town. As for making up a story as to why they both had been missing for three days. That wouldn't be easy to do.

After telling the girls he had found the duo and strategically avoiding the story of what they were doing and where they were. Midnight left Ponyville, heading toward Canterlot to check on Tia and Luna. It had been a few days since their odd encounter and Midnight thought it was time to have a sincere talk with them.

It had taken just under an hour at regular flight speed to reach Canterlot. The dark Alicorn landed outside of the gates making his way in, Guards giving him a questionable look as he strolled by. Upon finding the two regal ladies however, they dismissed their current company seeing the look of agitation on Midnights face. Promptly making their way to a less formal area to speak.

"I sense you are troubled my dear." Tia began as she noticed Midnight's current expression.

"I am quite agitated with the way you treated me the other day. I understand your concern though due to Discords prior record. But still, You should have at least given him a chance to explain himself instead of him letting me defend him as I did." Midnight snorted in annoyance.

"I do regret my hasty decision and would ask forgiveness if possible. I was thinking of not only our kingdom, by my foal as well. The thought of harm coming to our little one did weigh on my conscience considerably. That is why I did what I did." She spoke softly, her expression and demeanor in somewhat a shameful state.

"Understandable, I would like to let you know though. After talking to Discord, I let him know about our little one, and also told him that I would personally lop his head off should he even consider doing anything." He smirked causing Celestia to gawk.

"You told him I am with foal?" She squeaked out.

"Is that a bad thing?" Midnight asked coming up to her.

"Well in a manner of speaking yes. I don't know if he had ever gotten over me." She smiled sheepishly pulling a fore leg up to cover her face slightly.

Midnight's eyes got big for a moment, as what Celestia had said was sinking in. "You mean, you two, were an item once?" He gawked as Celestia nodded. "And I let slip that we are having a foal............. You really need to tell me these things before stuff like this happens again. Seriously? You and Discord? How did that even come to pass? Wait........... Did you two have a kid?" Midnight began but kept breaking off finally stopping as Celestia began.

"Well, to tell you the truth, Discord and I never had a foal. We fell out after he managed to make a foal and raise it in secret by using my gene's to make her." She sighed.

"Wait, you mean to tell me Screwball is your illegitimate child?" Midnight spoke but covered his mouth with his hooves as he realized what he had just said.

"Did someone call for me?" A pony spoke out as she appeared in a flash floating around Midnight. She had a darker pink, almost purple coat closely resembling Pinkie Pie's. A two toned tail of white a lavender. A yellow beanie on her head with a little green propeller spinning above it. Her eyes however were very strange. being white and purple spiraled, looking off into two different directions much like Ditzy Do does.

"Hello my dear, it has been a long time." Celestia smiled to Screwball as her attention turn to the regal princess.

"Momma?" Screwball turned slowly hearing the voice of her illegitimate mother, tears slowly welling up in her eyes. She slowly floated over to her looking up at her smiling face giving a soft gasp as Celestia embraced Screwball, wrapping her wings around her.

"I have missed you my little one." Celestia smiled as she spoke softly nuzzling the top of Screwball's head. Screwball just burying her face into her chest and crying softly. After a minute though Screwball pushed away looking up to her faux mother.

"I thought you couldn't say my name because daddy cursed you and aunty Luna." She spoke softly.

"It is true my dear. But it seems my friend here can say your name just fine." Celestia smiled toward Midnight causing Screwball to look over at him before floating over, turning upside down and making a circle around him.

"How do you know my daddy mister?" Screwball spoke out rubbing her chin in thought.

"Your father and I are friends. He told me about you just recently." Midnight smiled softly toward the floating pony.

"How did you and him become friends? I didn't think daddy liked to have friends since he is all chaotic and stuff." she furrowed her brow in further contemplation.

"Well, we met and talked. He tried to surprise me by doing chaotic things and couldn't get an ire out of me so we began to talk. After that, he decided to stay and remain my friend. He has also made many other friends here as well. Maybe you can to." Midnight chuckled.

"Would you be my friend?" She smiled giving a small gasp of delight in the thought of having a new friend.

"Of course, just don't *OOF!*" Midnight grunted out as he was bowled over by the flying pony hugging him tightly.

"YEEEAAAAAA! A NEW FRIEND!" She giggled happily. Midnight looking to Celestia for a moment seeing her giggle.

"Alright my dear, that is enough, Midnight will need to get going so he can go home. If you want you may stay here in the castle with me and your aunty Luna." Celestia smiled causing the little pony to shout in glee.

"Ok, but I want to hang out with my new friend for a while. I will return tonight." Screwball smiled hugging Midnight around the neck.

XXX

After prying the pony loose and making their way into Ponyville, Screwball had been asking many different questions regarding her father and Midnight. He of course left out the information about Celestia's new foal as it may have been to much for her to handle in such a short period of time. However, there was also the fact that Discord had mentioned that he had given Screwball a certain amount of his abilities and power. To what extent those reached though, he was unsure. After a short time of walking through Ponyvile, they reached Sugar cube corner, heading inside. Upon entering the shop Midnight noticed a certain bouncing pink pony.

"Hey Pinkie, finally get away from your little project to say hi to me again?" Midnight picked only to be bowled over by the pink blur who giggled while hugging him.

"I'm so super duper sorry. I didn't mean to neglect all of my friends. Can you ever forgive me?" Pinkie spoke giving the biggest set of puppy dog eyes and lip quiver Midnight had ever seen.

"Awwwwww, of course I forgive you. You were just having fun with Discord and lost track of time. I do that all the time." He chuckled.

"She knows my daddy?" Screwball popped up in between the hugging duo smiling to Pinkie who just gasped.

"OHMYGOSH! Are you new in Ponyville? Because I haven't seen you before and I know everypony in Ponyville. OH! We will have to throw you a welcome party! OOOO I better go get started." Pinkie spoke out but was halted in mid air as Screwball pulled Pinkie back to her.

"Wow, Even I'm not that fast with magic. You surprise me Screwball." Midnight chuckled causing her to blush.

"Hey! Whats the big idea? I was going to get things ready for your welcoming party." Pinkie grumped.

"Well you didn't answer me. How do you know my daddy?" She asked Pinkie whose eyes went wide for a moment.

"Wait, your daddy is Discord? WOW! That kind of makes you like family to me to." Pinkie giggled hugging Screwball. "I know Discord because he is my boyfriend." She chuckled causing Screwball to gasp.

"What!? When did dad get a marefriend? I didn't think he even liked ponies." Screwball scratched through her beanie in confusion but stopped as she noticed Discord walking back into the front of the bakery holding a picnic basket but stopping and dropping the basket as he noticed his daughter.

"DADDY!" Screwball shouted as she pulled out a samurai sword and ran toward Discord swinging it all around. Discord screaming as he ran away.

"DADDY! *swish* I've missed *swish* you so much *swish* Why didn't *swish* you call *swish* for me?" She giggled.

"MIDNIGHT! I AM GOING TO KILL YOU FOR THIS!!!!" Discord shouted as he ran out of the front door to the bakery, Screwball hot on his heals swinging a sword at him. Pinkie and Midnight stared at each other for a second before rushing after them.

XXX

After catching up to them Discord had managed to pull enough power out of his dwindling magic to turn the sword into a wet noodle. Collapsing onto the ground panting heavily. Screwball latched onto him hugging tightly as Midnight began.

"Sorry Discord. I was in the castle talking and I spoke her name. She popped in quick enough startling everyone."

"Wait a sec, you summoned her in front of Tia? Are you mad?!" He spoke out as his daughter began to squish him in her grasp. "UGH! Ball, will you please let me go?!" He grumbled.

"But I love you daddy." She spoke out in a very icy tone looking up to him with a sinister smile only to make him freeze in fear.

"F-fine........" He sighed as she went back to hugging him.

"What's wrong Discord? I'd figure you'd love to get a hug from your only daughter." Midnight chuckled.

"You haven't spent the past several eons running from her. After I created her and gave her some of my power, things went a little, well.......... chaotic. Her rational sense of mind is as chaotic as was my nature before talking to you. She would do the same things I would except for one slightly different detail." He sighed again.

"And that would be?" Midnight asked, curious.

"She doesn't have the same inhibitions as I do. Which means, if she has something on her mind and wants to do it. It usually happens then and there without hesitation. So if you talk while she is around. She can be highly influenced into doing various different things. Imagine yourself being five years old with my complete powers. That is what she is like permanently." He chuckled.

"So basically Pinkie Pie with your magic?" Midnight chuckled getting a grumpy stare form Pinkie who then giggled at the thought.

"You would be correct on that assumption my friend." Discord laughed. "But add a little more chaos into the mix and you have my daughter here who is crushing my ribs as we speak." He spoke out before teleporting her nearby so she was hugging a tree and not himself.

"I see what you mean." Midnight cringed as he watched her snap the tree in half just from hugging it.

"Uncle Midnight!" was shouted as three fillies tackled the Alicorn, bowling him over as they hugged him.

"Girls! What are you three doing. I haven't seen you all together in almost a week. What have you been up to?" He chuckled hugging each one of them.

"Well, Applebloom has been busy coming up with new ideas we can do to get our cutiemarks. Ever since our last adventure to the swimming hole, we thought it would be easier doing the things we like instead of just doing random things." Scootaloo smiled.

"Yea, it's been a right mess for me teh come up with some ideas though. So Each'o us wrote down ah list of stuff we like teh do. This time we can help each other out in doing one specific thing as ah group to help out just one'o us at ah time." Applebloom added.

"It would be so much easier though to do a lot of this stuff if we were bigger though. Being the same size as an adult would help out a lot." Sweetiebelle sighed.

"Well girls. You will have to wait on that. Growing up is something to wait on. When you get older, your responsibilities change a lot. You have to work hard to make some bits to help support yourself. Getting a job you like is tough, so most of the time you will have to settle on just anything to help pay the bills. That, plus if you get into a relationship, you may want to start a family, or stay single. Everything about being an adult is hard. But sometimes you can find a few perks." Midnight chuckled.

"Yea, but being big helps out when you need to fly, use magic, or be really strong." Scootaloo chuckled flaring out her little wings, and making the other two crusaders nod in agreement.

"I can help out with that." Screwball giggled catching everyone's attention.

"Screwball, don't you *ZAP* dare!" Midnight was to late as the three fillies were now suddenly crushing the Alicorn into the ground as he lay there.

"Bye everypony. I'll see you later." Giggled Screwball as she disappeared in a flash of light.

"I think we had better get back to the park as well Pinkie." Discord chuckled.

"But I.*VORP* they both disappeared in a flash of light.

"Midnight sighed looking at the spot the three had been at, before looking back to the three former fillies now laying on top of him. His entire face flushing a beet red as he did.

"What just happened?" Sweetiebelle spoke as she shook the fog from her head, as did the others. After a minute they finally focus on each other going wide eyed and letting out a shriek each.

"GIRLS!" Shouted Midnight as he covered his ears from the decibel shattering screams, finally catching their attentions.

"Can I get up now?" He spoke out causing the three to jump off of him. After getting to his hooves and ruffling his wings a little to get the dust from the ground off of him he finally focused on the girls again. He gawked seeing them standing there for a moment as mixed emotions sped through him like a bullet train on crack.

Sweetiebelle was standing there slightly taller than her sister, her beauty putting Rarity's to shame. Her body was slightly slimmer and less pronounced, fragile almost.

Applebloom's frame was equal to her sisters in every way. Very well toned for an earth pony, but her mane was a little more bouncy than it used to be. The large red ribbon now small compared to her adult frame.

Scootaloo was probably the only one who could hold a candle to that of Rainbow Dash when it regarded her physic. Very athletic and well toned. Not a hint of fat anywhere to be seen.

All three of them looked at their uncle in slight confusion for a moment before Sweetiebelle spoke up breaking his train of thought.

"Are you ok Uncle Midnight?" She asked causing him to give out a whinny of surprise.

"Y-yea, perfectly fine, well I had better go. Got a few things I need to do today. I'll catch up with you girls later ok? Bye." He spoke quickly as his horn lit up and he vanished in a flash of light.

"O............kay, that was really weird." Scootaloo spoke out in a slightly deeper tone. Giving a smile.

"Eeyup." Applebloom giggled at her voice.

"We should totally go freak out our families." Sweetibelle chuckled.

"I don't know. I think my mom and dad would be really mad." Scootaloo sighed rubbing her withers nervously.

"Well, ah know mah sis would flip her hat three ways from Sunday if she saw me. How about we meet up at Sweetiebelle's to talk about it later?" Applebloom smiled.

After agreeing they went their separate ways, each going to their homes.

XXX

"WHAT DO YOU MEAN MY SISTER IS AN ADULT!" Rarity shrieked in surprise toward Midnight.

"I played no part in it I swear. It was Discord's daughter who did it." Midnight spoke out clapping his forehooves together nervously as he sat onto his haunches.

"Why are you so nervous? It's not like you have anything to worry about." Rarity spoke up catching his attention.

"Actually there is one thing." He said giving a nervous laugh.

"And what is that?" She snorted.

"Your sis, as an adult mind you, is just.............WOW, I can't even put it into words." He chuckled but stopped as he noticed Rarity's glare.

"You had better not be thinking what I think you're thinking." She growled causing him to wave his hooves in front of him defensively.

"NO! Of course not. I would never do that to my niece, even though we aren't related by blood............" He paused in thought.

"MIDNIGHT!" Rarity shouted at him.

"Sorry, sorry, Sister equals off limits. I wouldn't do anything anyway, she is still a child after all." Midnight said but stopped as the bell above the door to the boutique rang signaling somepony coming in.

"I'm not a filly anymore." Sweetiebelle giggled walking into the boutique, causing Rarity and Midnight both to gawk at her adult form. Rarity looking up to Midnight and growing red with anger as she placed a hoof in front of his eyes while speaking.

"Sweetie, go upstairs to your room for a minute. I need to speak to your Uncle in private." Rarity said as Midnight kept trying to peek around her hoof only to get bucked upside the head with a free hoof.

"Alright." Sweetiebelle sighed trotting upstairs with her head held low.

"See what I meant?" Midnight croaked out.

"I saw one thing, and that was the look you were giving your niece." Rarity said with a hint of venom in her speech.

"What look? There wasn't any look!" Midnight said trying to save himself.

"The look I am referring to is the same one you gave to me and the girls during our new years party. And if you want to keep your loins as a permanent attachment to your body. You will forget about any of those thoughts I KNOW you were having toward my sister." She growled causing him to whine.

"I can't help it. I'm a guy, it's part of my genetic code! The only thing stopping me is the fact that they are my nieces." He fell over sighing while rubbing his temples in thought.

"Oh really? So if they weren't you're nieces and you still knew they were still little fillies in their minds, would you still proceed?" Rarity spoke with a hint of disgust.

"NO! Never, that is the last thing in the universe I would even think of. DAMMIT! Why is this so hard?" He groaned out.

"Well, at least You don't have to worry about anything else." Rarity smiled as she nudged his side playfully.

*CRASH*

Midnight and Rarity bolted upright as the door to the boutique was suddenly removed from it's hinges with a hard buck. Two farm ponies rushing in and scrapping the floor with there heads lowered toward the ground staring a hole through Midnight causing him to gulp.

"Ah'm about to buck ya three ways from Sunday and ten times farther from the moon ya dirty perverted monster." Applejack shouted giving a loud snort.

"Eeyup!" Big Macintosh growled as well, charging forward before the Alicorn could even speak.

"WAIT WAIT WAIT! GIVE ME A SECOND TO *BUCK* EX *BUCK* plain........... *BUCK* *stomp trample mangle*

"Now wait just a moment!" Rarity shouted as her horn lit up as she pulled the duo from Midnights now mangled body on the floor, both of them struggling in the air as she lifted them up.

"Put us down so we can stomp a new mud hole in his flank!" AJ growled running and bucking in mid air.

"He didn't do it!" Rarity shouted finally getting the two to stop and stare at her with a blank expression.

"It was Discord's daughter who did this to the crusaders, not Midnight." She sighed sitting them down onto the floor.

"Can ah have some cookies mommy?" *THUD* Midnight said as he raised up swaying back and forth before hitting the floor hard.

The two farm ponies gave a sheepish grin looking from Midnight to Rarity who was now face hoofing with a loud annoyed sigh.

"This is going to be a long day." Rarity groaned.

-----------------------------------------------------------------

Authors Notes: Props to Zaibatsu here on FIMFICTION.NET for giving me this idea with the Cutie Mark Crusaders. Thanks bro. I intend on making this adventure one to remember. LOL On a side note. My wife and I are doing fine. Her cousin will be cremated but I'm not sure if his ashes will be spread or not. His father will be going through his belongings to see what he will donate to those who would respect them. My wife got his car but we will be having some trouble putting it in her name as it was in his mothers name (which passed a little over a year or two ago) and he never put it in his name. Duno how that is going to work out but oh well. I managed to sit down today and yesterday to write some on the story. I added some funny bits but they didn't really make me laugh all that much as I am still a little sad for our loss. No I'm not forcing myself to write. It feels more like a release of tension when I write, so............ I dunno. Hope ya'll enjoyed this chapter.

81. Memories lost and finding someone new?

After waking Midnight and letting him heal himself, he had explained in great detail about the events that had unfolded earlier that evening. AJ and Big Macintosh had apologized to the Alicorn before beginning.

"So Applebloom was telling the truth then? Heh, wonder why I thought she was lying teh me." AJ spoke, rubbing her chin in thought.

"You should really use some restraint the next time this happens." Midnight sighed as he finished healing his body from the trampling.

"NEXT TIME?!" Big Macintosh yelled giving a snort toward Midnight.

"Sorry, just a figure of speech. I wouldn't do that. You know I wouldn't. I love those girls to much to do anything that you think I could do." He waved his hooves in front of him defensively causing Big Macintosh to sit back down.

"Anyway Applejack darling, My sister and Scootaloo have apparently become adults as well. We don't even know if he can reverse this spell that Ms. Ball has cast on them." Rarity sighed looking to her sister who was sitting idly by.

"Only one way teh find out. Night, get crackin." AJ said nodding to Sweetiebelle.

"But I don't wanna change back. It's so much nicer being an adult." She groaned in annoyance.

Midnight gave a sigh as he stood up, heading over to Sweetiebelle and taking a seat across from her as his horn glowed. "I honestly don't know if my magic will even have any effect compared to that of a chaos spell. I don't even know if it will work or backfire, are you sure you want me to do this?" Midnight spoke out worriedly.

"Yes darling, we must at least try if anything." Rarity smiled nervously.

"Sorry Sweetiebelle." Midnight sighed as light began to engulf her in magic.

*BZZZZZZZZZZZZZZZT* *SNAP*

A loud snap echoed through the boutique as everyone was flung away from Sweetiebelle by an unseen force. After a minute of letting the dust settle Sweetiebelle spoke up.

"What happened? Is everypony alright?" She yelled looking around to see the swaying ponies. All except for Midnight who was now wedged into the far wall of the room by his impact. Sweetie gasped as she looked him over for a moment, giving a slight blush. Rarity finally getting a hold of her footing and trotting over to her on wobbling legs.

"Sweetie? Are you........alright....?" Rarity trailed off seeing Midnight as well.

*cr-crack* *THUD*

Midnight fell from the wall onto the floor with a loud thud as the two ponies looked him over, Rarity noticing her sisters blush and immediately covered her eyes with her hoof.

"Sweetie, don't be getting any idea's. You are much..........to.......young?!" She squeaked to a stop noticing her sisters motions with her back legs, being much the same as a mare in season. Rarity gasped as it finally hit her. Her sister was still far to young to understand the implications of coming into season, so this was going to be a rather odd conversation.

"Sweetie, we need to talk." Rarity spoke up as her horn lit up with magic, gently lifting her sister into the air, albeit involuntarily, and taking her into the next room to talk.

As they left the room AJ and Big Macintosh had finally found their footing as well, making their way over to Midnight who was laying on the floor in a heap.

"Uh......... does he look a mite different to you big brother?" AJ asked as she looked Midnight over.

"Eeyup." He confirmed as they both looked over his now mid sized frame. He was now just a little taller than Big Macintosh instead of his normally towering frame. His mane had been reduced, conforming closer to his body. His tail seemed to be the same length but at the same time slightly thinner than its normal appearance.

"Ugh......... Where am I?" Midnight groaned as he stirred.

"Careful now Night, Ya took a mighty hard hit there." AJ said as she trotted over to him.

"Wha......... who's Night?" he said shaking his head in slight confusion causing AJ and Big Mac to look to each other with a worried expression.

"Midnight Flame, That's yer name sugar cube." AJ said as she helped him to his hooves.

"Sorry, but do I know you?" He asked as he looked at AJ causing her to blush slightly. His body looked a lot younger than his original regal frame, but still slightly older than herself and her brother.

"You said my name is Midnight? Why don't I remember that." He sighed, shaking his head to try and make some sense of what was going on.

"Rarity, We may have a problem." AJ shouted back to them.

"I'm telling you I am perfectly............fine." Sweetiebelle spoke as she led Rarity back into the parlor of the boutique only to stop and stare at Midnight, her face putting the color of Big Macintosh's coat to shame as she stood there.

"AJ? What's wrong?" She spoke up as she stopped next to her sister noticing her staring and following her gaze to Midnight as he locked eyes with her, then followed his gaze back to her as she noticed Sweetiebelle's severe blush.

"Midnight? Darling? What happened to you?" Rarity spoke as she stepped in front of him blocking his gaze, knocking him back to his senses for the moment.

"Huh? I'm sorry, you are?" He spoke in question causing her to gasp slightly.

"M-Midnight? Please tell me you are joking. You can't honestly have forgotten your own fiance, have you?" Rarity spoke in shock, hoping that this was all some sort of joke, but realization hit her as she looked over his diminished frame and stature, as if his body had been hit by a reversion spell with only a small amount of power behind it.

"I'm sorry but, I don't know you." He stopped as he looked around."Or any of you for that matter, or my name, or who or what I am. And you said that I'm your fiance? You are very pretty I must admit, but I don't remember asking you to be my wife either. But you all seem to be kind enough to make sure I'm alright, so I guess I can trust you." He gave a nervous smile before locking gazes with Sweetiebelle once again, standing up on shaky legs and slowly walking over to her.

"And who are you my dear?" He smiled as his mane and tail flickered to a lighter red, almost pink.

"You don't remember me Midnight?" Sweetie asked giving him an unsure look.

"I'm sorry but I don't. But that doesn't mean I'm not willing to try and make some new memories with you. He chuckled giving his wings a gentle flap while a fore hoof scrapped the floor nervously.

"She is my younger sister Midnight, and your niece." Rarity interrupted as she pressed between them forcing Midnight to back peddle as he he looked down and away in disappointment at finding out she is his niece, but perked back up since he didn't remember anything regarding his past or present.

"You obviously care about me Ms........?"

"Rarity, and my sister here is Sweetiebelle. My friends over there are Applejack and Big Macintosh." She pointed a hoof to each pony as she introduced them.

"But you must understand something. You tried to cast a spell on my sister here a moment ago and we were all knocked back from a counter spell that we were not aware of that had also been placed on Sweetie. You of course, took the blunt of the blow and it must have given you temporary amnesia. So please do understand our worry as to your current state." She sighed looking up at him.

"My current state? So I take it that my memory wasn't the only thing that was affected."

"It seems that your body has reverted to that of a younger version of yourself. We will need to go see Twilight to see if anything can be done to change you, my sister, and her friends back to normal." Rarity sighed nodding to the door.

"Twilight?" Midnight asked cocking a brow.

"She is your mare friend and the prodigy of Celestia." Rarity continued only to cause Midnight to stop in his tracks.

"Wait, You said that you're my fiance, and now you're saying I have a girlfriend on the side, and you're ok with that? How many other relationships do I have?" He spoke in slight shock.

"*ahem*" AJ coughed giving a smirk, only to cause him to gawk.

"Okay, now you guys are just fucking with me. I'm outta here." *VORP*

Midnight vanished into a bright array of light from teleporting, leaving a group of stunned individuals in his wake.

"Oh Celestia, this is NOT good." Rarity squeaked in panic but stopped as she watched Sweetiebelle run out the door of the boutique.

"Where are you going?" Rarity shouted only to get a slammed door in response as Sweetiebelle left the boutique in a rush. Rarity sat down as her eyes began to well up, then the floodgates opened as she began to cry. Not from saddness, but from sheer confusion and the inability to cope with what had just happened. AJ moving over to her and hugging her gently, running her hoof over her withers to try and comfort her.

"Big Mac, go get Twilight an bring'er back'ere. We need teh have a chat teh see what we can do about all this mess.

82. Memories and marefriends

Authors Notes: I found the best picture possible to show what the CMC's look like all grown up. Now you can see how Rarity can't hold a candle to her grown up sister. Click Here.

"You guys, I have no clue as to what could have happened to change Midnight into his current form, or to erase his memories either. The only way we can find out is if we ask Discord or ScrewbmmmPH!" Rarity began to say her name but was unceremoniously silenced by AJ's hoof being placed in her mouth.

"Now we don't need that crazed pony around teh complicate things. We'll just have to find Discord somehow and ask him." AJ sighed as she removed her hoof from Rarity's mouth.

"And what're we gonna do'bout Applebloom? She been acting a mite strange since she was turned into an adult. Almost as if....." AJ was cut short by Rarity.

"As if she is in season?" She spoke rather bluntly causing AJ's eyes to go to pinpoints.

"Ah'll be right back." AJ shouted as she left the boutique heading toward Sweet Apple Acres. Big Macintosh left behind to speak with the girls.

"And what of Scootaloo, I'm sure the poor dear is having to go through absolute torture if she is having her first heat as well. But I'm sure her parent's will be watching over her." Rarity stopped just as Scootaloo flew in through the broken door panting.

"Where is....... Midnight?" She gasped for breath as her wings fell limply to the floor.

"Scootaloo?" Rarity began but stopped as she began to speak again.

"I have to find him, I think he may be the only one to keep me from.......... doing things." She groaned as her back legs began to rub together slightly.

"What!?" Rarity began but was halted again by Scootaloo.

"YES Rarity, I know all about that adult stuff. So does Sweetiebelle and Applebloom. I'll explain later, UGH! This is so annoying! How long does this last? Because I am ready to............" She trailed off staring at Big Macintosh growing a bright shade of red before shaking herself from her stupor.

"UGH! Sorry Big Mac, but I think this is going to be a little harder than I first thought." She sighed letting her head droop.

"Well then, I think we......" Rarity was once again cut off as AJ burst into the boutique again.

"AB ain't home. She left a note saying she was gonna go find Midnight." AJ panted out as she looked around to everypony.

"WILL YOU ALL QUIT INTERRUPTING ME! IAM TRYING TO TELL YOU THAT WE NEED TO GO AND SEE TWILIGHT! *ahem* she has a homing spell that can locate any pony the caster thinks about." She sighed finally getting the words out.

"Why didn't ya say so Rar, let's go everypony." AJ blurted out as she rushed from the boutique followed by everyone except Rarity who just stood their in a stupor before finally running after them.

XXX

"Twilight? You in?" Applebloom spoke loudly as she came into the library.

"I'm back here." Twilight spoke up waving from behind a tower of books.

"Twilight, I need your help. Do you know any spell to stop a mare from coming into season?" She spoke up finally catching Twilight's attention enough for her to peek around the tower of books, only to gasp seeing Applebloom as an adult.

"OHMYGOSH! How long have I been back there studying?!" She began to panic as she pulled a mirror to in front of her, checking herself over to see if she had aged at all.

"TWILIGHT! Do you have the spell or not?!" Applebloom shouted catching her attention in full this time as she rang her legs together with untold fury.

"Applebloom? How in Equestria did you...." She was cut off as Applebloom pulled Twilight to her pressing her forehead to hers while giving a furious expression.

"If you don't shut up and answer my question, I am going to buck you into next week! GOT IT!?" She yelled causing Twilight to whimper and nod.

"I have the spell, but I can't cast it." She cringed seeing AB's head almost explode from getting so angry.

"Why the buck not?!" She growled.

"I don't have the required ingredients. One of the items I need to cast the spell is from an extinct butterfly. There aren't any available for me to cast the spell."

"Can't ya just make up a spell to do it?" Applebloom groaned.

"I'm sorry but it isn't possible." Twilight sighed as she looked toward the door.

*knock knock*

"Come in." She shouted just as Rarity, Applejack, Big Macintosh, and Scootaloo entered the door.

"APPLEBLOOM!" AJ shouted as she rushed over to her sister.

"Hey sis." AB fidgeted as she stood there before staring at her brother then shaking her head. "This is getting very uncomfortable." She sighed.

"Twilight." Rarity spoke up catching the purple unicorns attention. "We need you to locate Midnight. Something happened earlier and we require his presence to help remedy the problem."

"What? Something else happened besides Applebloom and Scootaloo being turned into adults?" She spoke as if in shock.

"Sweetiebelle is an adult as well, and Midnight, well, Mrs. Ball's spell countered his spell on Sweetie reverting him back a few years and erasing his memory. He left when he thought we were joking with him about our relationship status." Rarity sighed.

Twilight gave a small gasp before trotting over to a book case and pulling spell book from it, quickly locating the needed spell and casting it. After a few moments of searching, she located Midnight and Sweetiebelle.

"We need to get going, and fast." Twilight spoke up as she rushed out of the library, being closely followed by the others as she ran full gallop toward Sweet Apple Acres.

"Twilight?" Rarity spoke up finally catching up to the unicorn.

"I'm not sure exactly where he is but I heard him mention Sweet apple acres and a pond." She spoke out as they continued to gallop.

"That sounds like the pond he threw me into." Rarity snorted, unamused.

"What?" Twilight began to question.

"Never mind, it's a story for another time. Follow me, I know were it is at." She put on a determined face as they broke out into a full gallop.

XXX

"So tell me again Sweetie. Why are you so against your sister?" Midnight smiled as they lay on the soft grass before the large oak overhanging the pond.

"She is always bossing me around, telling me what to do and how to do it. Everything has to be in perfect order for her to be happy, She never even considers my feelings." She sighed nuzzling up to Midnight.

"That's rather strange. I mean it really throws me off because she said she is my fiance, yet I don't think she would be my type considering all that you have told me. She seems a little uptight and high maintenance from what you've said. How could I put up with someone like that?" He sighed trying to figure things out.

"Well it's all ok now though right? I mean, your happy being here with me aren't you?" She gave an innocent pout with big puppy eyes. Midnight gave a soft smile in return as he spoke.

"Of course I'm happy with you." He spoke softly as he moved closer to her, their eyes closing slowly as their lips parted.

"HOLD IT RIGHT THERE!" Rarity shouted as she locked a levitation and magic cancellation spell around the two, quickly pulling them apart.

"What the hell?!" Midnight shouted as he was unceremoniously pulled away from Sweetiebelle. She giving a slight shriek in surprise.

"You are NOT going to lay one HOOF on my baby sister!" Rarity snorted, a hoof scraping the ground.

"Baby sister? PSH! She said she was older than you, and she looks it to. Why do you care anyway? You said you were my fiance, yet we are in an open relationship plus I seem to have a mare friend named Twilight from what was said earlier. I don't even remember what she looks like." He snorted as he tried to break free from the spell that had been cast on him.

"I would be Twilight." She said as she stepped forward causing Midnight to stare at her for a moment.

"Another unicorn? Do I have like a fetish or something with unicorns?" He chuckled placing a hoof under his chin in thought.
"Anyway, I would advise letting me go. I really don't want to have to fight. Especially a couple of beauties such as yourselves." He grinned making them blush slightly.

"I am sorry darling, but we need to get you back to normal before anything happens between you and these three fillies."

"Fillies, HA! What are you talking about? Sweetiebelle is twenty, and her two friends are about the same age from what she has said. She looks around that age as well. You can't honestly sit there with a straight face and tell me that load of crap." He snorted toward Rarity as he attempted to power up his magic, The feedback causing Rarity to strain her own magic.

"Twilight, Can you take over the hold for me? He is trying to break free." She panted slightly straining her magic. Twilight stepped forward taking hold of the two still floating in the air, Midnight's face now showing slight strain from the transfer to a more powerful magic user.

"Night, ya really need teh listen to her. That darn girl'o Discord is responsible for all of this." AJ spoke up.

"If she is responsible then where is she? I would like to know who I am with my own memories instead of being told who I am. I can't honestly trust just anyone who happens by to give me an honest answer. I would rather remain neutral to all parties in this state until I can verify my information, and with you currently holding me against my will here, and continue to refuse my plea for you to release me. I can't help but consider you an enemy at this time." Midnight snorted as his brow furrowed and his horn began to light up.

Twilight's face began to contort with strain against Midnight's magic as it began to swell. Everyone looking to Twilight as she panted trying to keep a hold of Midnight and Sweetiebelle.

"Midnight, please listen to reason. All we want is for.........." Rarity was cut short as Midnight shouted.

"SELFISH LITTLE WORMS! It's all about you isn't it? I have lost my memories and everything that makes me know who and what I am, and you have the gall to state what YOU want without even considering what I want? I am going to give you this last chance to release me and let me be, otherwise I will fight you for my freedom." He snorted as his horn continued to fill with magic.

Rarity sighed looking to Twilight who was sweating and panting hard. "Twilight, let him go." She said causing everyone including Midnight to gasp in disbelief.

"But Rarity, What happens if...." She trailed off seeing Rarity give her a worried smile. Twilight gave a sigh as she released her hold of magic from the two ponies, slowly placing them onto the ground.

Apple bloom and Scootaloo ran forward to Midnight, catching him off guard as they tackled him to the ground hugging him.

"Uncle Midnight, Please don't fight." Scootaloo squeaked out through a soft sob.

"Yea Uncle, We don't wanna be adults anymore. We wana be little fillies again. Ah never realized how much pain mah sis has teh go through when she's in season. This is driving me crazy." She groaned burying her face into his chest.

Midnight lay there in complete awe at what he had just heard, he looked back to see Sweetiebelle with the most sorry expression he had ever seen on a pony plastered across her face.

"Please tell me this isn't true." He spoke out in broken words looking to Rarity who only sighed trotting forward.

"I'm sorry, but it is all true. These three are your nieces, and they are all still fillies. It was only the act of a spell that changed them into what you see before you."

Midnight's mane and tail began to grow a deep crimson red as he slowly pushed himself to his hooves, pressing the girls away from him as he moved to Sweetiebelle.

"Midnight?" Sweetiebelle lowered her ears and head backing away slightly in fear. He moved forward lowering his head to meet her gaze only to cause her to whimper slightly.

"That was very wrong Sweetie. If you had known about all of this then why did you hide it?" He snorted.

"I'm sorry. It's just that, I've never been in season before, plus when you were little a while back I kinda grew feelings for you like my sis. Now that we are adults I thought....." She was cut off by Midnight.

"Sweetie, as much as I may have loved you before I lost my memory, that still doesn't change the fact that you are still a filly and I am still your Uncle. Doing something with you now would cause a lot of problems. I'm sure that Rarity must have said something to me before when it comes to who I could have a relationship with. Sweetie, I will admit that during this time with you I developed feelings for you before I knew you were a filly. However I can't act on those feelings. Not because you are in your current form. But because it would feel wrong to me for taking away your innocence. You have plenty of time to find a boyfriend in the future. You are just acting out because of your heat and feelings for me. I'm sorry sweetie but everyone is right. I need to somehow reverse this to not only turn you three back, but to get my memories back as well." He sighed moving forward and giving her a gentle hug. She gave a soft sigh hugging back.

"I'm sorry I lied to you, and Rarity, I'm sorry for doing everything that I did."

"It's alright Sweetie. Lets just go back home and try to remedy all of this alright?" She smiled giving her sister a hug.

XXX

After a long trek back into Ponyville, they arrived at the library and had summoned Screwball. After some tense moments with the slightly psycho pony, the three fillies had been returned to normal and Midnight back to his original self, all memories included. After a few minutes of sitting in silence Rarity spoke up.

"Alright girls, time to fess up. I want to know how you three know about all of this.......... adult stuff." She spoke out looking down at them with a stern look. As she finished they all looked to each other before pointing a hoof at Applejack.

All eyes fell on AJ as she back peddled nervously. "Ah didn't tellem nothin! What has gotten into ya'll fibbin like that?!" AJ blurted out in defense.

"You seriously didn't tell them anything Applejack?" Rarity asked watching her face closely.

"Not a thing. I don't know how they got that idea." She snorted at the three.

"Well.........." Applebloom began as all eyes now fell on her. "It wasn't really her. When we had a sleepover at the farm we all got bored with the movies we watched on mah new TV so we decided to sneak into her stash of movies." Applebloom began but stopped seeing her sister turn as pale as a ghost. "I grabbed the video on the top of the stack and went back to mah room. I didn't read the title since ah was worried about waking up sis so I just put it into the VCR and hit play. Ah was lucky the volume was already low otherwise sis woulda come in there and bucked us all upside the head."

The three fillies giggled at the comment before Applebloom continued.

"Ah had heard some stories from some older colts about adults playing together in a way that fillys and colts couldn't so I had a rough idea on what the movie was doing. At first we paniced and turned the movie off. But then after a couple of minutes got curious and pressed play again. We watched about twenty minutes of it before ah heard Big Macintosh going down the hall. We turned it off and acted like we were asleep until we heard sis get up and go downstairs. I put the movie back and acted like nothing happened."

At this moment AJ was getting quite a few nasty glares. Except for Midnight who was trying his best not to laugh and failing miserably.

"BAAAAAAAAAAAAHAHAHAHAAAAAAAAA!" Midnight finally cracked as he erupted in laughter causing everyone to raise a brow at him. "Oh my God! That is just so awesome. Hahahaaa."

"And how in the hay is that awesome?" AJ snorted.

"Because that is exactly how I learned about sex." He chuckled wiping a tear from his eye.

Everyone gawked at him before AJ trotted over giving him a hard buck in the shoulder with her fore hoof. He continued chuckling as he trotted over to the fillies, picking them up with his magic and placing them onto his back as he headed toward the door of the library.

"Come on girls. I think we've had enough excitement for one day. Let's go rent you three a movie." He chuckled getting a giggle out of the three but eliciting a gasp from the rest of the group of adults.

"Or we could just go borrow one of AJ's movies again." He smirked.

"Why ya dern fool!" AJ shouted as she took chase, Midnight laughing the entire time as he ran from her.

83. Robots Rakes and Rutting OH MY!?

Life had seemingly calmed down since Discord and Screwball had been added into Ponyville. Screwball had managed to stop herself from being summoned every time someone spoke her name except for a select few ponies. Discord continued learning from Midnight on a regular basis so that he could create chaos at an acceptable level so that Celestia wouldn't throw a hissy fit and turn him into a garden centerpiece again. The unexpected event that had unfolded regarding the Cutie Mark Crusaders had come and gone, with some ire mind you. The feelings between Sweetiebelle as an adult and Midnight had not changed. He still loved her as a niece and she still had a slight crush on him overall, but due to the fact that she is a filly and he an adult, along with various threats from several ponies. One such being Rarity, he would be barred from her in the future once she had become a full fledged mare. But that didn't mean he couldn't still treat her as his niece and take her and the other crusaders on some whirlwind adventures together. Which unfortunately for him, that was today.

"AAAAAAAAAH TURN IT OFF!" Midnight shrieked as he was being chased by a makeshift android diamond dog made of wood and lights. He rounded a corner just as it managed to lunge at him, barely missing.

"Ah can't we didn't put an off switch awn it!" Applebloom yelled as the three crusaders watch it to continue chasing Midnight around the barn.

"UNPLUG IT! AAAAAAAAH! ITS BITING ME!" He let out a loud whinny of surprise as the diamond dog robot clamped down onto his left flank.

Sweetiebelle ran over to the plug outlet and tugged on the plug. "It's stuck! Help me!" She yelled as the other two crusaders came over and they all tugged on the power cord while Midnight began bucking wildly trying to get the robot off of his ass.

*SNAP*

"The three fillies fell back as the power cord let out a loud pop of electricity as it was separated from the outlet. The robot falling quickly to the floor with a mouth full of horse hair. Midnight looked back to his now sore flank seeing the indention of the fake teeth marks that had been forced into the skin. He gave a sigh lowering his head as he trotted over to the crusaders.

"I guess getting our cutie marks in building robot helpers is out of the question isn't it?" Scootaloo groaned.

"I think so Scoots." Midnight chuckled as they began to follow him out of the barn through some hay that had fallen onto the floor during the big scuffle. "Anyway, do you three have any more safer ideas that we could try?"

*WHACK*

Midnight stood stock still as a rake handle decided to say hello to his face, dead center. He gave a pained sigh as he spoke around the device now lodge on his face.

"Let me guess, AJ bought a new rake." He began.

"Eeyup." Confirmed Applebloom starting to chuckle.

"And you three didn't see it being tossed about during my little encounter with the robot?"

"Nope." She giggled.

Midnight slowly raised his hoof from the rake letting it fall back into the hay. "Well, I know one thing." He began.

"Whats that?" Scootaloo smirked.

"I am NEVER coming into this barn of hell again." He groaned wiggling his nose as he stepped around the rake giving it a little kick and spinning it around as he exited the door of the barn.

"What in tar-nation is all this racket out here?" Shouted AJ as she ran up to the barn bumping into Midnight and making him back peddle into the barn again.

*WHACK*

He got a swift smack right in the ass by the rake causing him to jump forward instinctively, in the process bowling over AJ as he landed on top of her. After a few seconds of letting the dust clear from the sudden tackle the Cutie Mark Crusaders let out a soft gasp at what they saw. Midnight was now atop AJ kissing her.

"Woooo HOO! You go sis!" Applebloom chuckled causing the other two crusaders to burst out laughing.

Midnight and AJ separated quickly, both trying to hide a bright blush.

"Applebloom!" AJ sputtered loudly.

"I know, I know, go play somewhere else. The barn is a deadly place to play because of the tools......." She trailed off as the three fillies began walking away.

"Sorry about that AJ." Midnight squeaked out embarrassed.

"Heh, no prob big guy. Why did ya decide to jump me just now?" She smirked edging closer.

Midnight smirked back as he nodded into the barn. "How about we go in there and find out."

AJ gave him a wink as she began to trot inside. "Three......two......one..." *WHACK!*

"MiiiiiiiiidNIIIIIIIIGHT!" Yelled AJ just as Midnight fell over laughing. She came out of the barn with the rake in her mouth, her left eye starting to swell as she glared daggers at him while he rolled around on the ground laughing. She spit the rake out giving a snort before she began to chuckle herself.

"I swear AJ, no matter how many times I see someone do that. I can;t help but laugh my ass off." He continued to chuckle.

"Yea, heh heh. I take it that this thang busted you as well?" She smirked in question.

"Twice actually." He spoke out causing AJ to burst out laughing. "And all within a minute." He chuckled only to cause AJ to cough from laughing so hard.

"How in the hay did ya do that?" She managed to get out between laughing and gasping for air.

"After a failed robot experiment was the first time, Then right before I kissed you the second time." He smirked again.

"Well now that the rake is out in the open how about we go check on the hay. It may need some rolling around in, in order to see if it's safe. She grinned heading back into the barn.

"Sounds good to me." He smiled trotting behind her, but before closing the barn door he stuck his head out glaring at the rake, pulling a hoof up to his eyes then pointing it at the rake. "I'm watching you......" He slowly pulled his head back through the barn door cocking a brow at the rake.

'What the fuck did I do? I'm just a rake!' Was all that was going through the Rakes mind at that moment.

XXX

A couple hours had gone by since the two had gone into the barn, Both AJ and Midnight had fallen asleep in the hay, snoring so loud that the very walls of the barn rattled. This had caught a certain red stallions attention, which brought him inside the barn. He walked in finding the two curled up together on the hay laying on the floor of the barn, both with there mouths agape and a very loud snore escaping them. His eye twitch slightly seeing how Midnight had his arms wrapped around the smaller orange earth pony and gave a snort of disapproval.

"Ahem." Big Macintosh spoke out in his southern droll. The two remained in the same position only giving a slight twitch from the voice.

"AHEM!" He spoke a lot louder on to cause them to twitch a little harder.

"Oh for the love of Celestia, HEY! GET YOUR SORRY FLANKS UP!" He shouted as the both shot upright on the hay blinking at the sudden interruption of their nap.

"Huh? Wha?" AJ spoke out blinking away the sleep before finally noticing her brother standing over her and Midnight.

"Heh, Hey big bro." She spoke sheepishly.

"Huh?" Midnight spoke as he drowsily as he yawned.

"AJ, ya think ya could give us a few minutes alone?" Big Mac gave an annoyed snort looking to Midnight.

"Alright, but no fighting. Ah know what yer gonna say teh him." She cocked a brow at her brother as she stepped out of the barn.

After a few seconds hearing AJ's hoof steps heading toward the house he looked at Midnight cocking a brow.

"Wake up, we need teh talk." He growled causing the Alicorn to snap his attention to the stallion before him.

"Uh.......... Whatsup?" He yawned once more as he stood up to shake the hay from him.

"Take a walk with me, we need teh have ah discussion bout mah sis and yer lil get tehgethers." He spoke as he led the way out of the barn and into the orchard. It was later in the evening as the sun was slowly falling below the horizon. The warm spring air slowly moving through the leaves of the trees as little apples swayed with the breeze. They walked for a few minutes before stop next to a large apple tree.

"Night, ah know AJ and ya are messing around." He sighed causing the Alicorn to give a nervous chuckle.

"Is that a bad thing?" He asked looking at him with a nervous expression.

"Well, ah'd like teh think ya were serious about her instead of just havin a bit'o fun. Ah know what its like teh get with a mare ya fancy but don't intend on keeping." Big Mac sighed looking up at the huge apple tree.

"Honestly, if she wanted to have a relationship outside of a quick rut I wouldn't mind, But having another mare along with the two I already have. Well, to be honest, she would have to get Rarity and Twilight's approval. I do care for AJ, I've already saved her and Appleblooms life. I care for all of the girls, even Fluttershy." He said causing Macintosh to visibly flinch.

"So does that mean you would......with shy?" He spoke out in a low growl.

"I'll be honest with you, Fluttershy is something else. I care for her as a friend. Nothing more. I know that you two are together and I am beyond happy for you two. But I will tell you this one thing. I would never in a million years, hurt a friend in that way. I would never interfere with any relationship no matter how attracted I am to one of them. Being the cheater or the cheatee is not part of who I am." He gave a sigh taking a seat on the ground as he watched Big Macintosh pace in front of the tree.

"What about mah sis? If she said she wanted ya as her stallion and no pony else could have ya, what would ya tell her?" He snorted, furrowing his brow as he stared at Midnight.

"I would tell her it isn't my decision. I love Rarity and Twilight. I agreed with them to have no other pony in our relationship. I wouldn't mind having her as my mare friend, in fact I'd love it. The only problem is getting my current gal's to approve, which I doubt that would happen." He sighed.

"Why is that?" Big Mac asked as he stopped in front of the tree staring blankly at Midnight.

"Well, we have an agreement. At first it was just with Rarity, but then Twilight confessed her love to me in front of Rarity in such a way that Rarity gave in and we all became one big happy family. If AJ did confess and asked either of them, I think they might agree since they have all been friends for sucha long time. But you never know." Midnight shrugged.

"Sounds a mite strange teh me. Ah know relationships can be a bit strange in Equestria because of how few stallions there are, so seeing a stallion with a few mares ain't too uncommon. A few of the mares ah've been with have even asked to have a friend over when we......... well." Big Macintosh chuckled rubbing his whiters in slight embarrassment.

"Big Mac, you dog." Midnight chuckled giving him a nudge.

"Alright now, t'ain't about me. This discussion's about you and mah sis." He gave a friendly snort.

"Alright Mac, how about this? I'll talk to AJ about how far she wants to take our relationship. If she decides on just having some fun without the relationship part, would you let her?" He asked giving an annoyed sigh.

"Well, she is a grown mare and can make her own decisions." Mac began.

"An that's why ya need teh butt out." Came AJ's voice as she appeared from behind the large tree.

"Wha...... How long ya been there?" Big Mac sputtered out in surprise.

"Since ya started. Now ah'm gonna tell ya something, an Night ya better listen up as well." She began causing both of them to stare at her nervously.

"Big bro, Night an I have a pretty physical relationship. Ah don't mind being with him, plus he is a great friend. It's like being able to depend on another pony without all the complications of being involved with them."

"But what happens if ya get pregnant?" Big Mac interjected.

"That won't happen unless ah'm in season, which aint for a few more months anyhow. I know Midnight would do the right thang if that happened. He's too chivalrous for his own good." She smirked giving Midnight a wink.

"Besides that, I won't be around while a mare is in season anyway. If there is one thing I have noticed, it's that I am not immune to the pheramones mares produce while in season. I barely made it away from one Pegasus a while back when all of Equestria was under some type of magical heat." Midnight gave a serious shudder thinking back to when Twilight made him rut her until she got off at least a hundred times, then begged for death afterward only to have Rarity baby him back to health.

"Well, at least he's honest." Mac chuckled giving him a nudge.

"So are we done talking about who I can rut with and what not?" AJ proclaimed giving her brother a stare.

"Ah guess, but ya better not let granny find out. Ah'd hate teh see what she would do to you and Night." He shivered.

They stood there for a moment before giving a soft laugh and heading back toward the farm. Midnight on his way back into town, but not before giving the orange earth pony a kiss good night.

84. A third wheel and the plague

"So you're telling me that Midnight said he wouldn't mind having another mare in the relationship?" Twilight gawked slightly as AJ had just finished her story about the previous day.

"Yea, why? Is it that suprisin?" AJ smirked catching Twilight off guard.

"Well, not really. But our relationship already feels slightly strained since Rarity is engaged to him and he is my colt friend. However, since it is you and not some other pony that I am unfamiliar with, I don't see any issues there. I do have one question though." Twilight said while rubbing her chin in thought.

"Okay........"

"What does your granny think of this situation?" Twilight asked causing AJ to give a heavy sigh.

"Granny Smith don't exactly know about this. She is a mite old fashioned and believes that a relationship consists of one mare and one stallion. Tell'er anything else and she'll throw a tantrum like a bronco bucking at bee's." AJ chuckled at the thought but stopped as she began again. "I don't feel right tellin'er bout how all this is going'bout. It might break her heart to know that her eldest grand daughter has a partial relationship that is purty much physical. She don't take kindly to hearing bout two ponies just ruttin when they get a lil antsy. I don't mind it. But hooo doggy Granny just flips'er lid." AJ sighed attempting to think of a way to keep things civil.

"Well, why not just keep your relationship on the down low? No pony has to know about you and Midnight. I have received quite a few stares from ponies since we came out to the public about our relationship. I feel like a third wheel at times since he and Rarity were together first, but overall I couldn't be happier. Besides, Midnight is well known in Equestria now. I have personally seen him walking out of the Canterlot Cathedral with a mare under each wing and a stupid grin on his face. At first it bothered me a little, but knowing him, I know he will always take Rarity and my feelings into consideration if we need to speak with him about any given subject." Twilight gave a contented sigh thinking about him and all the things they had done since her heartfelt confession not so long ago.

"Yer right sugarcube, maybe a relationship really isn't something I should consider with him. I'm perfectly content otherwise." AJ smiled to Twilight who gave a quiet giggle in return.

"There is one thang that bothers me though." AJ continued, catching Twilight's attention again. "I can't help but noticed the way he looked at mah sis, Sweetiebelle, and Scootaloo when they was all grown up the other day. I'll admit that ah never thought mah sis would grow up to be such a purty mare. But seeing is believing. I bet that Alicorn still has some mixed feelings'bout all of that. Ah think ah'll talk to him about it when I catch up with him later." AJ chuckled.

"Better go easy on that subject. We already talked about it and it seemed to bother him a lot so I just dropped the conversation for his sake."

"Really? What'd he say?" AJ pushed a little to continue the conversation.

"All he told me was that he is a guy and guys will have thoughts about seeing a pretty lady, as he put it. He told me that although Rarity is beautiful, When he saw Sweetiebelle as an adult, all he could think about was her. He admitted to me that Sweetiebelle's beauty was actually far beyond Rarity's. He also went on to say that there would be 'No way in hell' that he would ever have relations with any child, even if they had been magically altered to become an adult. He even went as far as to learn and cast a spell on himself to give him what is called 'Honest Eyes' which gives the being it is cast on to see the truth behind any given guise that a pony has cast."

"That is pretty hard core, Why does he want the truth out of something like that?" AJ had just finished her question as Midnight entered the library.

"Because I don't believe in lieing to get what I want. If I lie to get help then I'm not only hurting myself, but my friends in the process. If it is something like a surprise for another I can see telling a little white lie to get the help needed. But if it is for personal gain, or to hurt another pony. Then I will be against it." He sighed as he trotted in and taking a seat next to Twilight giving her a quick kiss on the cheek.

"Ah must say Night, you have some purty straight forward no non-sense. morals. It's rather refreshing teh hear that there is another pony that thinks like mahself." AJ chuckled.

"Being the element of honesty is a tough job. Even if you don't want to hurt another ponies feelings, its best to just lay out the details in front of them so they can't be hurt later by a lie and finding out the information on their own." Midnight smiled.

"Darn tootin." AJ winked giving a chuckle. "At times I feel bad about having to break the news to another pony, but its always for the best."

"Glad to hear it AJ. I'd expect nothing less from the hardest working pony I have ever met." He chuckled giving her a wink only to make her blush slightly. "So, should I inquire about what you two were talking about just before I walked in?" He cocked a brow slowly changing his gaze from Twilight to AJ then back again.

"Uh........." Twilight began as she looked to AJ nervously.

"We might as well Twi, no reason not teh." AJ chuckled trotting over and taking a seat across from them.

"AJ and I were talking about what you said to her the other day......... About having another pony in your relationship with Rarity and I." Twilight gave a nervous smile looking up to Midnight. He raised his brows in slight shock as he looked back and forth between them once again.

"Alright, What do you think?" Midnight said as he looked to Twilight.

"Well Night, Even though ah'd like teh have a relationship going on with ya, I feel it best teh just keep things civil. Know what ah mean?" AJ began.

"In short, two's company, three's a crowd?" Midnight chuckled.

"Not really, Ah just feel better knowing that yer a friend with benifiets." AJ chuckled causing Twilight to gawk.

"Seriously AJ?" Twilight asked in shock.

"Your decision is fine with me AJ. You know I'll always be there for you and your family if you ever need me. Same goes for every one of the elements." He smiled nodding to AJ who came over and gave him a hug.

"Thanks sugarcube, ah appreciate everything ya've done for mah family an me." AJ said as she pulled away from the hug.

"Not a problem AJ, as long as there is a breath in my body, I will help out where I am needed." He chuckled but stopped as he began to take a few slightly quick but deep breaths.

"AAAACHOO!" Midnight's mane and tail erupted into an inferno as he sneezed hard causing AJ and Twilight to nearly fall over to get away.

"WOAH NELLY! You alright there Night?" AJ asked looking at his slightly stupid expression. After a few moments Midnight shook himself back to reality.

"Wow, that was new." He said as his mane and tail returned to normal.

"Midnight? Are you ok?" Twilight asked coming back up to his side and giving him a gentle nuzzle. He gave a slight sniffle nodding.

"I'm alright, just hope I'm not coming down with a cold. Although I wouldn't be surprised. Ive been here for almost a year now without getting sick. Come to think of it, I don't know anythiiii heeee HEEEEE AAACHOO!" He let out another sneeze, this time his horn lighting up with magic, as soon as the sneeze hit several books explode from all around them.

"I was going to say, that I don't know anything about the types of illness's this world has compared to my own, what the hell happened to those books? And why is it raining paper?" He spoke out in slight confusion.

"Give me one minute Midnight." Twilight said as she located a book on pony physiology and illnesses, floating it to Midnight who immediately scanned it.

"Informative, but it didn't tell me what kind of illness I may haaaaa...... haaaaaa..... HHAAAAAAACHOO!" He sneezed again, this time his wings flying out to the sides of him and knocking over two large towers of books.

"Ugggggghhhhh, Ok, this is getting annoying." He groaned.

"I think I need to send a message to the princess. It is actually quite rare for a pony to catch a cold. Especially an Alicorn." Twilight spoke as she yelled for Spike. After a minute of writing the letter Spike sent it on its way. A few minutes passed before the reply letter had been sent back, Twilight opening it and reading it.

"My most faithful student Twilight,

I am troubled to hear that Midnight has possibly caught a cold. It is quite rare for anypony including an Alicorn to catch a cold. I am sending my personal physician to check on him. Please keep me informed of his status. Also I have sent along this horn ring to keep him from casting any spells should he continue to sneeze as you spoke of. Please tell him to rest and take it easy for a few days until he is feeling better. I look forward to hearing that he has returned to a healthy state.

Her Royal Highness

Princess Celestia."

Twilight finished reading the scroll then levitated the ring attached to the scroll to in front of her. She looekd to Midnight who gave a heavy sigh.

"Seriously? I don't need that stupid thing to keep my magic in cheeeeh heeeeeh HAAAAAAAACHOO!" He sneezed hard as his horn lit up once again. This time causing a book case to explode behind him.

"Heh, I take that back. I'll put it on." He chuckled nervously seeing AJ's jaw slack and a very annoyed expression on Twilight, all within the raining debre that was once books.

XXX

A few hours had passed since Midnight had been placed in the basement of the library with the magic blocking ring attached to his horn. He had sneeze many more times. Each sneeze that would have probably leveled the library by now had it not been for the ring. Twilight had brought some books down for him to read while he waited for the doctor to arrive so that he could be healed and he could finally go on his way for the day.

Another hour had passed by before the doctor had arrived at the library. Twilight introduced herself, as did the doctor before they headed into the basement to check on Midnight. They walked through the door and began to descend the stairs as they spoke.

"It's rather strange Dr. Whooves. I have been looking through all of the medical texts the library has and nothing I have seems to pinpoint what type of illness he has." Twilight spoke as they finally reached the bottom stair and trotted over to Midnight who was still reading but stopped as they neared him.

"Sound's rather strange, yes. So how are you feeling my boy?" He spoke up seeing the slight bags under Midnight's eyes.

"I've been better, this cold hit me hard though. Just a few hours ago I was fine, but now I feel like i've been ran over by a train." He sighed

"Hmmmmm, sounds like a nasty bug you've caught mmm hmmm. Yes, well, let's take a look at that throat shall we?" The brownish earth pony smiled as he pulled on a plastic hoof glove with a tongue depressor attached to it, and pressing Midnight's tongue down so he could see better down his throat. He then went on to checking his ears and other various regions before finally pulling out a small device and turning it about and pressing a button or two on it.

"Alright now, Mrs. Sparkle, would you be so kind as to remove his magic depression device?" The Doctor said as the device began to humm softly as he pointed it toward Midnight.

Twilight used her magic to pull the ring from Midnights horn for just a few seconds before replacing it back after the doctor finished his scan.

"Hmmmmmmm, quite remarkable, yes." He spoke softly looking at the device.

"So what do I have Doc?" Midnight sighed softly. Twilight sitting next to him and giving him a comforting nuzzle.

"Honestly my boy, I haven't the slightest." He chuckled only to cause them to gawk in disbelief.

"Say what? I thought you knew everything when it came to medicine and illnesses." Twilight spoke up rather disgruntled.

"I do my dear, I have over a billion different types of illnesses stored in this little screwdrivers memory core. It can tell me exactly what you have. The only problem is. Your illness isn't registered in it. You my dear boy have something quite new." He spoke up in a rather fascinated tone. "But I can tell you one thing." He began again as he caught there attention.

"You are loosing a lot of magic as time goes on. Your body is compensating by making more, but it won't be long before you have been bled dry of magic. The symptoms however are not going to get better unless we can cure this. You will become weaker and eventually you will not be able to move at all." The doctor sighed only to cause the two ponies before him to gawk again.

"Wait, so you're telling me that I could die from this?" Midnight spoke in shock.

"No, you won't die. You will just become a vegetable. Of course it will only be temporary until you have been cured or get better on your own." He smiled looking at Midnight as if he had given him some positive news.

"That's even worse!?" Midnight shouted catching the doctor off guard.

"I'm sorry my boy, but there is nothing else I can do for you. I recommend you stay here for the time being. If something happens and you are out on your own when the paralysis state comes around, you could be in a very sticky situation."

Midnight gave a defeated sigh as he lay his head down across the book he was reading. "At least tell me it isn't contagious, I can't bare the thought of hurting another pony with this."

"As far as I can tell, this illness originated from your body and will not afflict any other living beings. But that doesn't mean you need to go around hugging everypony." He spoke out in a suggestive manner.

"Understood." Midnight sighed just before unleashing another sneeze. "UGH! I hate being sick." He whined as he curled up pulling a cover over himself, his snout the only visible part poking out from underneath it. His horn having made a hole through the cover as well.

Twilight walked the doctor back upstairs to see him off but stopped him just before so that they could talk.

"Doctor, What do you think is causing this illness?" Twilight asked worriedly.

"I'm not sure my dear. But it seems to be unique to his being. I understand that he was a human before one of your spells didn't go as planned?" He asked cocking a brow at her.

"Yes, he used to be human. Do you think he brought a virus with him when he fell into Equestria?" Twilight asked feeling a pang of fear.

"He could have, it is always a possibility. But for it to be dormant so long and to just now appear seems rather strange." The doctor said as he rubbed his chin in thought. "For the time being though, please keep your distance from him. If he needs anything please use your magic to levitate it to him. We don't need an epidemic on our hooves." He said as he stepped from the library to the awaiting chariot.

"I'll do that, and thank you. If anything else happens I'll send a scroll to the princess." She nodded to the Doctor as the chariot took off back to Canterlot.

"I just hope that this doesn't last." She sighed heading back into the library.

XXX

Four days had passed and Midnight's health kept deteriorating. By the fourth day he could barely move of his own accord and had been moved from the library to a quarantined section of the hospital. He had been placed on a magical IV that would keep his magic level at a constant spot. With the magical ring around his horn he could no longer use magic so that any unfortunate events could not happen when he sneezed. After the first day of being in the libraries basement, the other girls had been notified. Midnight received visitors daily, sometimes more often than not. He had been unable to sleep due to the discomfort of his illness, this was beginning to show in his everyday actions and speech as delirium was setting in, sometimes he would pass out for a short period before waking up in some sort of pain that he could not describe.

On the fifth day however things took a turn for the worse for our hero. After many failed attempts at curing his plague he fell into a coma like state. His eyes would blink very slowly and had lost all of their firey red color revealing a set of deep green eyes. His mane and tail had all but gone out revealing only a lengthy black possum looking tail and a slightly reddish area where his mane had been. He could no longer communicate with those around him at this point which in turn began to drive Twilight and Rarity stir crazy as they took turns sitting with him in the hospital.

Celestia and Luna had been notified of his condition and its decent into his current state. It had been proven that he was not contagious so having them visit would be acceptable. Pinkie however was taking it the hardest since she and Midnight hung out sometimes to pull a few pranks on some unsuspecting ponies. She and Discord had visited once before he had fallen into his coma like state only to get some type of gibberish out of him through conversation.

On the sixth day his eyes closed and he had yet to awaken. He was now completely inert and was barely breathing on his own. The doctors had all but given up on him, even the continuous magical IV's began to take little affect on him. He remained in this state for some time, that is before Zecora arrived in Ponyville from Midnight's missed appointment with her. After talking to several ponies she had come to find Midnight's location in the hospital, she arrived quickly finding Twilight sitting at his side reading a book, heavy bags under her eyes from her sleepless nights.

"Twilight my dear, what is going on here?" Zecora asked as she trotted into the room seeing Midnight hooked up to various machines.

"Zecora? What are you doing here?" She asked as she put the book to her side.

"Midnight and I had set a date, for he was learning about my potions as of late. Upon his failure to come to my home, I began to worry that something dire has begun to grow." She spoke in her rhythmic tongue looking Midnight over.

"He has been sick for almost a week, his condition keeps getting worse Zecora. The doctors don't know what he has or what to do. They said he could be like this permanently if he doesn't overcome this illness." Twilight spoke softly as she began to sob. Zecora coming over to her side and giving her a gentle hug.

"There there my friend, Do not worry about him, I shall bring a few potions that might mend. Or at least find find what ale's him." She smiled pulling away from Twilight and trotting out of the room to head back to her hut.

After a couple hours, Zecora returned to the hospital with a saddlebag full of herbs and potions. She set up shop on the other side of the room from Midnight's bed and began to mix a small brew. After a few minutes she pour the concoction into a small vial and carefully poured the contents into Midnight's mouth then putting a strap around his snout to hold his mouth shut. He began to struggle and cough but it eventually stopped as he swallowed the bile contents down. A minute went by before the potion had taken effect and Midnight's eyes opened to reveal a ghostly white aura that seemed to flow like a mist down the sides of his head and disappear just before it could hit the bed. Zecora let out a soft gasp as she rushed back to her small station and began to mix up another brew.

"Zecora? Whats wrong?" Twilight asked watching her frantic pace.

"Something dire has happened, his body is rejecting his magic and is becoming flattened. If his loss of magic is total, I fear that it could become fatal." She spoke as she continued mixing her potion. Twilight began to sob a little louder as she stood up on the side of Midnight's bed looking down as his eyes continued to leak the white mist before slowly closing again. Twilight's horn began to glow slowly as she pressed it to his head, Zecora to late to notice this as she turned around yelling.

"TWILGHT STOP.................." Was all that was heard before a flash erupted around her and she was now standing in a long hallway inside Midnight's head. But this time, it didn't seem as normal as it did before.

85. What's the worst that could happen?

"Midnight? Are you here? Can you hear me? Why is everything so messed up in here?" Twilight asked as she looked around the long hallway. Instead of its normal straight look it seemed as if someone had grabbed each end of the hall and twisted it like they were wringing out a towel. She trotted slowly down the hallway looking at the doors as she went. Ever so often there would be a loud crack of snap that would surprise her. After a short time of walking however she came up to a door that had a large crack through it. The door was almost completely split in too, and was seeping the memories of that specific room through the little crack. Twilight avoided the door and kept walking but after another ten minutes came to a halt as she was getting nowhere. She took a deep breath exhaling to try and alleviate her tension before speaking.

"Take me to Midnight." She spoke out loudly, the echo resounding off the walls in a terrible crying noise. A loud click was heard as was normal in his state of mind before a loud scraping that sounded like metal against metal was heard. Many loud cracks and snaps could be heard as the hallway began to zip past her toward the final door at the end of the hallway, coming to a sudden halt just a few yard from her. She walked slowly toward the door, watching as it began to malform and contort from something inside that was pressing on it. The door stopped suddenly before the middle of it pressed forward with a terrifying scream of someone as a human face attempted to press through the door. Twilight jumped back terrified at the sudden sight.

"Midnight? Can you hear me?" Twilight shouted as it echoed off the walls once again.

"Twi.......light................" Came an echoing voice as if it was talking softly then gaining in volume.

"Midnight! Where are you?" She shouted, finally happy to hear his voice.

"You...............need................to..............leave............" He spoke out slowly through pained words.

"Where are you? Why do I need to leave?" She shouted.

"Dangerous..........to stay here................ loosing control......... of magic.............. Human self............trying to come back..........." The words echoed softly as he spoke out.

"What do you mean human self Midnight? How is your human form...........supposed..........to........" She trailed off as the door in front of her contorted once again, the face of a human pressing against it with the expression of pain and rage etched into its very form, hands pressing harder outward as if trying to grab Twilight. She back peddled quickly as it swiped at her.

"LEAVE! Or we both die!" Shouted Midnight as his voice echoed repeatedly off the walls, Twilight covering her ears as it pierced her skull causing her to fall over in pain.

*FLASH*
*THUD*

Twilight fell to the floor in a heap, sweating profusely as she looked around her seeing many different ponies. After a minute she had been placed onto a bed nearby. Doctors taking her vitals as she laid there panting for breath.

"W-what happened?" She mumbled out catching a doctors attention.

"You are luck to be alive Mrs. Sparkle. You suffered a severe magical backlash from Mr. Flame there. I am surprised to see you conscious. The doctor spoke as he placed a magical IV into her fore arm.

Twilight winced slightly at the sudden pain as she began again. "Magical backlash? That's not possible. His magic level is to low for that to happen." She grumble sitting up in her bed pressing a hoof to her head to keep the room from spinning.

"Lay back Mrs. Sparkle, Mrs. Zecora advised us of what the problem was and we are in the process of saving Midnight." He spoke out as he gently pressed her back into her bed.

"What happened to him? I was in his mind and he told me that his human side was trying to take over." She sighed looking over at Midnight.

"WHAT!?" Shouted the doctor as he turned back to the group surrounding Midnight. He ran over to a spot on the wall hitting a large red button. "EVERY PONY OUT! EVACUATE THE BUILDING! CODE STRATUS!"

Within three minutes the building had been evacuated. Twilight was pulled from her bed and dragged hurriedly out of the building. Her IV bag between her teeth as they went. As they finally came to a standstill outside Twilight began.

"What in the hey is going on? What does code Stratus mean?" She growled to the doctor tugging her along.

Your friend is about to have a magic meltdown. His body has been rejecting magic since his apparent transformation due to your spell. His species was not akin to magic and being exposed to a form that could very well move the stars has caused his body to reject the magic. At this point one of three things could happen." He began until a scream could be heard from inside the hospital which shook the very ground they walked along. "And im afraid it may possibly be the worst of the three." He lowered his head as the screaming grew in intensity.

"What do you mean? What's happening to him?" Twilight shouted over the screams but got no answer. She made a mad dash toward the hospital but was immediately picked up in a magical field and a magical ring placed onto her horn as she fought back.

"LET ME GO! I NEED TO HELP HIM!" She shouted in pa panicked voice as the screams began to die down, replaced by a slowly growing hum.

"If you go in now you will die! Every pony, lets gain some distance, we don't know how far the field is going to spread." The doctor shouted as the hum grew louder, everypony in the area pushing or pulling injured ponies left and right away from the hospital as Twilight was dragged through the air away as well. She looked back in time to see a bright white orb with many holes in it begin to grow in size around the hospital, it kept growing and growing before stopping and maintaining its shape for just over a minute before collapsing inward. As it collapsed it left a bright sparkle in the air and took all of the color in the area with it leaving everything a monotone grey before slowly regaining its color.

"IT"S OVER! TEAM 3 GET BACK INSIDE TO CHECK ON HIM, THE REST OF YOU BRING THE PATIENTS BACK INSIDE!" The doctor shouted as they all began to move back in. As soon as twilight was released from her bindings she tossed the ring from her horn and rushed back inside. Making a few quick turns she finally arrived back into Midnight's room. Upon entering she gasped loudly at what she saw, falling to the floor in shock.

In the bed before her was not the Alicorn she had grown to love, but Charles, the being that she had transformed him into. She walked over after regaining her senses and placed her head at his side, tears slowly falling from her face as she spoke.

"Oh Midnight, what happened to you?" She wept but stopped as a soft groan escape the human.

"Ugh........ Twilight........... did you cast another weird spell on me? Cause it feels like i've been run over by a train again." He groaned pulling a hand up to his face and rubbing it gently. After a few seconds he stopped, his hand still on his face as he spoke.

"Twilight, I feel my fingers......." He paused as he wiggled his toes. "And my toes.......... Please tell me that I'm not human again." He spoke out in a slightly shocked voice.

"Sorry Charlie." Was all that left her mouth before he pulled his hand away from his face staring as he wiggled his fingers then turning his head to the side to look at the mirror just a few feet away, then turning back to look at Twilight. He gave a soft laughed before his eyes rolled back into his head and he fell back onto the bed out cold.

"CHARLIE!?" She shouted jumping up next to him and giving him a shake.

XXX

After about an hour and notifying the girls and the princess', They had all arrived at the hospital and stood silently in his room. The IV had been removed and replaced with a saline drip so that his body would not reject any more magic.

"Ugh! What happened...........WAIT!" Charles spoke as he finally came around once again, catching every ponies attention as his eyes shot open.

"Don't panic my dear." Celestia spoke up as she quickly came to his side. "You are going to be fine." She smiled nervously at him.

"Ok, quick check here......." He said as he wiggled his fingers and toes. "Eeyup, human again." He sighed in defeat. "how in the hell did this happen?" He groaned rubbing his face.

"Well, That is what is puzzling, but I think I have an answer for you. I am sure you are aware that when you arrived in our world some time ago that this world is filled with magic used by every living and nonliving entity here."

"Yeah, so." Charles spoke up.

"Well, you having never experienced magic before and then suddenly being turned into an Alicorn within a short while of being exposed to said magic overwhelmed your body. As time went on your body began to use the magic and at the same time reject the magic as your body was trying to convert back to your original form. Over time it built up as an immune response and your body finally pushed the magic back, storing all of the energy in your body." The doctor smirked as his horn lit up and he cast a spell on Charles' frame, His stomach quickly beginning to glow before it faded quickly.

"Does this mean he will remain this way?" Rarity spoke up coming to his side and nuzzling him.

"To be honest, I don't know. It seems that any magic that is cast on him is quickly stored into the spot in his stomach area. The spell I just cast was supposed to stop after two minutes. It last roughly ten seconds. So the only thing I can tell you at this time is that his body is constantly pulling magic into itself and storing it. For what purpose, I haven't the slightest idea. Maybe to turn him back into his other form, maybe another reason entirely. But for the time being her will remain the way he is. If any further symptoms begin to show, he will need to come back to the hospital quickly."

Everyone looked at Charles in a somewhat shocked state.

"Well that sucks." Rainbow Dash said breaking the silence.

"And why is that?" Charles chuckled.

"You can't walk on clouds like that." She smirked giving him a wink only to make him face palm and chuckle.

"You are something else Dashie."

"So what do we do now Doc?" Pinkie piped up.

"Well, he is free to go. Just as long as somepony is with him and can bring him back if he begins to have any other symptoms." He said as he looked around the room.

"Sounds good to me." Charles chuckled as he pulled his legs over the side of the bed and heaved himself up only to fall flat on the floor in a heap. "Well........... I guess I had better learn to walk on two legs again before I can get around." He chuckled causing the others to laugh.

XXX

After a few minutes of relearning to walk and a slow walk back to the boutique with many ponies in tow he made his way inside leaning gently on Rarity as they came through the door, the bell signalling their entrance.

"Rarity? Is that you? How is Uncle Midnight?................" She trailed off as she came into the parlor of the boutique, freezing as she saw Charles standing there, his hand on Rarity's back to help keep his balance.

"U...un. uncle Midnight?!" Sweetibelle spoke as tears began to well up in her eyes.

"Oh Sweetie, I'm so sorry you had to see me like this." He sighed kneeling down as she ran and jumped into his arms crying softly into his chest. He took a seat on the floor nodding to Rarity and the others.

"Applejack, Rainbow Dash, can you two get the other crusaders please. They will need to know about this as well." Rarity sighed as they nodded and left the boutique..

Celestia stepped forward presenting a small bracelet to Charles. "My dear, Please wear this. If at any time you need me or Luna simply squeeze the band and think of us. We will appear as quickly as we can." She smiled giving him a gentle nuzzle, he reaching up and giving her a hug in return. Once they separated they left the boutique returning to Canterlot.

A short time passed as Applejack and Rainbow Dash returned with the other crusaders who immediately ran to the human and jumped into his awaiting arms. He sat down on the couch looking at the teary eyed fillies.

"Girls, I am perfectly fine, please stop crying." Midnight sighed hugging the three fillies closer.

"B-but, Uncle Midnight, yer not a pony no more." Applebloom wept softly looking up to him.

"You can't use magic or fly anymore." Scootaloo cried.

"What happened? Why did you turn back?" Sweetiebelle spoke into his chest rubbing her face roughly against him.

"I don't know girls. My body just didn't like the magic so it sealed it away inside me, right here." He said as he placed a hand over the area that had glowed earlier showing the magic being locked away within him.

"Can't ya turn back?" Applebloom asked giving him the most pitiful expression she could muster. He gave a sigh hugging the three close again as he spoke.

"I'm sorry girls, but right now I'll have to stay like this until things can be sorted out. But don't you worry. Uncle Midnight can still play." He smirked giving them a wink making them giggle.

"Come now girls, it's getting late and we have all been very worried about your Uncle. He will be here tomorrow so you can come back....." Rarity was cut off as all three of the fillies latched onto Charles.

"NO!" They shouted in unison catching everypony off guard.

"Now girls." Charles began only to watch as they put on the saddest faces he had ever seen which instantly turned him to mush and giving a loud defeated sigh. "I guess we are having a sleepover tonight ya'll." He chuckled looking around seeing them all giggle as the three fillies quickly hugged him around the neck cheering.

86. CMC torture and the love only a human can give

That night Charles and the crusaders spent a few hours talking and watching some movies together in Sweetiebelles room. He had managed to sit on the floor at the foot of the bed while the three fillies lay on the foot of the bed underneath some covers. Eventually they fell asleep letting Charles finally make his way out of the room and quietly making his way into Rarity's room where she sat waiting for him. He stepped inside slowly closing the door and making his way over to the bed, climbing under the covers and quickly snuggling up to the ivory love of his life.

"Darling, are you going to be alright?" Rarity cooed as she nuzzled him gently.

"I'll be fine, I'm just worried is all." He sighed as he ran his fingers through her mane making her sigh contentedly.

"Why are you worried? You have returned to your original form. I thought you would be happy about this." She spoke looking up and into his eyes.

"Well, to be honest, I would prefer to return to my other form and stay that way. I can't protect everyone now like I could have when I was an Alicorn. With me in this state I feel vulnerable and just incapable of protecting everyone." That plus I can't heal myself like I could when I got hurt doing something stupid. However this has given me a better perspective on things." He chuckled catching her full attention again.

"Really? And what would that be?" She smiled.

"I realize now how how reckless I was everyday I spent as an Alicorn." He chuckled again shaking his head in disbelief. Rarity at this point sat up in bed giving him a cocked brow in question.

"Reckless? You? Never!" She giggled pressing her lips to his for a quick kiss.

"Yes dear, reckless. I knew that with my magic I could throw caution to the wind and take ever greater chances since I would be able to heal myself should any plan not go as planned. Now that I'm human again I fear that I may still have that reckless nature and do something that could potentially kill me." He sighed falling back onto his pillow.

"Well then, I guess this means you will have to spend more time with Twilight and I on a regular basis. Of course though you will need to keep her from casting spells on you once again." She giggled pulling herself onto his chest.

Charles smirked as he watched her moving around in the bed before he began. "Hun, you do know that we have three little fillies in the next room don't you?" He chuckled as he watched her kissing along his bare chest.

"Yes darling, need I remind you that they already know about certain things?" She smirked laying her head onto his chest and looking up into his eyes.

Charles gave a slight shudder as the memories surfaced again of prior events. "Well sweetheart, I think that was the best boner killer I have ever endured." He chuckled as his standing ovation came crashing to the ground.

"Oh you just need some motivation is all." She giggled climbing back up and laying next to him, kissing him roughly.

"Mmmmmm I think that just might work." He chuckled. After a minute of this however a knock came at the door causing them both to bolt upright and frozen in place.

"Y-yes?" Rarity managed to squeak out as the door slowly opened revealing three teary eyed fillies.

"Girls? Whats wrong?" Charles asked as he pulled the covers off of himself and letting his legs fall to the side of the bed.

"When I woke up you were gone, I got scared that you were gone forever." Sweetiebelle began to cry slightly, the other two crusaders nodding in agreement as tears welled up in there eyes. Charles made his way over to them pulling them all into a hug and bringing them over and into bed with he and Rarity.

"Girls, you have nothing to worry about. Even Celestia herself couldn't keep me from you three." He chuckled giving them all a loving squeeze. The gave a contented sighed snuggling up to him and quickly falling asleep. Charles looking over to Rarity giving a weak smile as he whispered. "Raincheck?"

"Raincheck." She smiled leaning over and giving him a quick peck before snuggling into him as well.

XXX

Morning arrived with the smell of pancakes and coffee. Charles gave a yawn as he tried to pull an arm up to his eyes to rub the mornings sleep away but felt a weight on it. After a moment of gently moving his arm and blinking a few times he felt another weight on his chest and throat, and a third resting between his right arm and side. After regaining his sight he looked down with a little effort to see three fillies sleeping on him. Scootaloo laying sprawled out across his left arm upside down and spread eagle, Applebloom sprawled on his chest while nuzzling against his neck and chin, and Sweetiebelle curled up between his right arm and side. He smiled pulling his right hand up and began to gently stroke Sweetiebelle, giving her a gentle nudge while speaking.

"Time to wake up sleepy head." He smiled as she gave the sweetest yawn you ever saw. Her eyes slowly opening as she began to rub the sleep away. Once she was awake she noticed Appleblooms position on Charles and gave a soft giggle covering her mouth. Charles raised his hand up doing the same to her. She awoke giving her uncle a gentle hug around his neck and slowly moved next to the other side of the bed where Rarity had slept, Sweetie joining her.

Charles pulled himself as upright as he could with the orange bundle sleeping across his arm and gave a soft chuckle watching her kick the air gently in her sleep. He pulled his right hand up and gave her a gentle nudge on her side.

"Time to wake up Scoots." He spoke softly only to get a mumble in return. He tried again causing her to stir.

"Mmmmmmm five more minutes mom." She groaned giving a little stretch, her wings giving a few weak flaps as she lay on her back across his arm. At this point Charles gave a smirk to the others as he spoke.

"I think this calls for drastic measures." He grinned causing the other fillies to giggle as he took a deep breath and pressed his lips to her belly and raspberried her as best he could causing her to shriek out in surprise before laughing loudly trying to get away. Her little hooves pressing against his face as her tiny wings flapped hard to try and propel her away from the onslaught that was the dread bubbles on the belly technique. She finally manage to place all four hooves onto Charles' face and push him away as she gasped for air still giggling while looking up to him.

"That was so not cool." Scootaloo chuckled completely flushed.

Charles chuckled as he spoke around the hooves pressing against his face, albeit with slight difficulty.

"Awwww, can't yer uncle have a little fun by tormenting his only nieces?" He chuckled as he began to attempt a second raspberry assault only to make her giggle and push him away.

"Nope! Go torture Applebloom, I heard her saying you couldn't get her because she's an earth pony." She giggle causing Charles to pull away and giving a shocked expression as he looked at Applebloom before smiling. Applebloom gasped before jumping off the bed running toward the door screaming quickly followed by Scootaloo.

"Oh no, I've been left all alone with Sweetiebelle, guess she will need the torture instead." He chuckled causing her to laugh and playfully scream as she rain out of the room behind her friends.

"What is all of that noise?" Rarity shouted as she trotted from the kitchen toward the staircase as three fillies ran by screaming, heavy foot steps quickly following them as Charles descended the stairs and hurdling over Rarity in his chase.

"Come back here you trio of trouble." Charles laughed as they quickly pulled on their crusader capes and stood with their chests puffed out.

"You cannot catch us evil belly bubbler!" Sweeite shouted as the three took off through the boutique.

Charles chuckled leaning down and giving Rarity a good morning kiss before pulling on a shirt and taking chase after the three fillies, making their way outside.

XXX

After about a good thirty minutes of chasing the trio Charles made his way back inside covered in sweat and panting from running around. The girls had decided to take the time they had this morning to go crusading, leaving Charles behind so he could rest up. After walking back in he took a seat at the kitchen table as he eagerly began to consume a plate of pancakes and cup of coffee. Rarity sat across from him reading the morning paper.

"So darling, any plans for today?" Rarity chirped as she flipped another page into the paper with her magic.

"Not really. I'd like to go to Twilight's to see if there is anything in the history books about what happened to me. But seeing as I'm the second human to exist here, I highly doubt that there would be even a drop of information about my incident." He sighed as he sat his cup of coffee down.

"Oh don't feel so downtrodden darling. I am sure that everything will be alright in time. Who knows, maybe that little store of magic in you is being kept there for a reason hmm?" She smiled setting her paper down.

"Yea, but I can't help but feel powerless. Plus the fact that I seem to be storing other magical energy in that spot as well." He stopped for a moment in realization. "Rarity, cast a spell on me." He spoke as if something had garnered his attention.

"Darling?" She spoke rather confused.

"Just something simple, like a levitation spell. Just put the field around me without lifting me up." He said as he pulled his shirt off of his frame and stared at the area the magical energy glowed from before.

Rarity took a deep breath as her horn lit up and encased Charles in a field of magic. After a couple seconds Charles could feel the energy moving all around him and slowly being centered on his gut, as if his abdomen was a drain and all of the magic was water slowly encircling the drain pipe before being pulled in. Rarity gave a slight grunt catching his attention, he looked up to see a slight strain on her face and told her to stop. As she stopped she gave a few pants looking up to Charles in slight shock.

"That was rather strange, I have never had that much trouble casting such a simple spell before." She spoke as she rubbed her forehead gently.

"Your telling me. I've never felt anything like that before. I'll need to get to the library and talk to Twilight about this, maybe she will have an answer." He stated as he rose from his seat, pulling his shirt back on only to stop as a pair of hooves wrapped around his midsection from behind.

"You aren't leaving now are you? And just when we got to be alone..... together." Rarity cooed.

Charles gaze a hardy chuckle as he turned around, tossing his shirt to the side as he swept Rarity up in his arms.

"Well........ Now that you've made that point. I guess a couple hours wouldn't hurt before I arrived at the library." He smirked causing her to place a hoof over her mouth in a mock shocked expression while rolling her eyes.

"Then by all means, let us put those two hours to good use." Rarity giggled wrapping her forelegs around his neck and kissing him passionately as he climbed the stairs with her in his arms.

XXX

A few hours passed by before Charles had finally made it to the library. He was in quite the afterglow from making love to Rarity for the first time in his human form. Although not as beastly as his Alicorn frame, his hands made up for what he lacked in that area.

"Hey bookworm, you home?" He spoke just above a normal tone as he entered the library.

"In here Midni..... Charlie." She hesitated but quickly recovered as Charles made his way into the back room of the library, finding Twilight surrounded by books.

"Hey hun." He smiled walking over and giving her a quick peck.

"Hey yourself." She smirked. "What are you doing out? I thought the doctor told you to take it easy for a few days." She smiled as she closed the book she was reading and crossing her forelegs in front of her.

"Well, you know me. Taking it easy means always hard at work." He smirked giving her a wink.

"Yes, so that means you need to turn into a couch potato and really lay off all the excessive labor." She giggled.

"Oh but what fun would that be?" He laughed as he quickly swept her up in his arms and twirling her around causing her to giggle. "I would start to grow a belly and be lazy, then what fun would I be?" He smirked as he took a quick seat with her in his lap, her back to his chest as he hugged her, nuzzling her head lovingly.

"At least things wouldn't be so chaotic." She giggled looking up at him from her sitting position on his lap.

"Chaotic? Midnight? Perish the thought." Discord chuckled as he appeared in a very small form atop Charles' head.

"I guess its time to tell you my human name Discord." Charles laughed as he quickly grabbed the draconequus from atop his head and held him out as he did the shuffle on his palm.

"This is rather amusing. Seeing an all powerful Alicorn reduced to a mere human. Such a shame really. We had so much fun while you were a pony." He sighed taking a seat on the edge of his palm, kicking the air annoyed.

"True, but I'm sure with a little bit of time I will return to my pony form. It is going to suck having to be without magic and wings though." He sighed hugging Twilight a little tighter.

"Oh pish posh, I can give you both with a flick of the wrist." Discord chuckled as he did just that, making a set of wings and horn appear on the human.

"WHAT THE HELL?!" Charles shouted as he bolted upright dumping Twilight and Discord onto the floor in front of him. He stood there in shock for a moment as he could feel the wings and horn. Her gave his wings a test flap which quickly shredded his shirt upon unfolding. He reached up and pressed a finger to his horn as he could feel magic moving through it. After a second he stopped as his eyes went wide, his hands bolting to his stomach as he buckled, falling to the floor in a heap into the fetal position, giving a loud grunt as he made contact.

"Dis....cord.......... take them............back." He groaned opening a single eye while looking at the draconequus who stood there in shock. After a second he snapped to his sense, flicking his wrist once again to remove the horn and wings. Charles took a deep breath uncoiling from his fetal position on the floor and turning over onto his back spread eagle.

"Discord!" Twilight shouted as she grabbed him up in her magic and bringing him within inches of her snarling face. "What did you do to him?" She snapped.

Discord winced at the sudden outburst looking into the raging inferno that was Twilight's eyes. "I didn't do anything, I just gave him what he asked for, I never meant to hurt him." He spoke, pulling his arms up in front of him, palms forward in a defensive gesture.

"It's alright Twi, I didn't expect that to happen. What happened anyway?" Charles asked as he sat upright taking another deep breath. Twilight setting Discord down and quickly casting the spell the doctor had cast the previous day to show the magical ball accumulating in Charles' gut. They all looked wide eyed as there were now two separate balls of magic swirling around each other similar to a yin and yang sign placed within his gut.

"Ok, now that is just weird." Charles said as he poke his gut gently.

"That is rather strange." Discord nodded as he grew a few inches and stepped forward with a glowing paw gently pressing a single talon to the glowing spot. Charles immediately winced but held still as the three of them watch the glowing orange magic slowly move from Discord into Charles. Discord pulled his talon from his belly looking at it then pressing it to the spot again only to cause Charles to grunt in pain. He did this three more times before Charles yelled at him.

"DISCORD! QUIT IT! THAT FUCKING HURTS!" He snapped causing the draconequus to disappear, only to reappear hanging upside down by his tail from Twilight's horn.

"Oh come now you big baby. I didn't mean to hurt you, I was simply curious as to why your gullet is absorbing my chaos energy along with Equestria's magical energy. I just needed to poke you a few times to make sure my assumptions were accurate." Discord sighed as he swung back and forth from her horn.

"Ahem!" Twilight spoke out causing the draconequus to disappear and reappear his normal size at their sides.

"You two are just so boring at times. Afraid to have a little fun through experimentation." He groaned, flopping down onto a pile of books.

"What do you think is going on Discord?" Twilight asked as she cast the spell again to see the magical energy swirling around still.

"In all honesty. I haven't the slightest idea." He chuckled before pulling a talon up to gently stroke his goatee in thought.
"Which is a first for me. I thought I knew everything, but this completely eludes me." He squealed in surprise pulling his arms up to his chest while dancing happily in a circle.

"What's gotten you so happy?" Charles asked while cocking a brow at the dancing draconequus.

"THIS is what is making me so happy!" He chuckled poking Charles stomach again only to make him wince once again.

"DAMMIT DISCORD! Imma kick your ass if you keep doing that!" Charles shouted as he wrapped his hand around Discords neck.

"Sorry, sorry.....gccckk....... need.........air." He finally gasped as Charles released his hold on him.

"I meant no harm as I said, It's just that this is entirely new to me. Since you are absorbing magical and chaotic energy that practically makes us brothers." Discord laughed slapping Charles on the back hardily.

"Brothers? Then that would make your daughter my niece as well." Charles chuckled causing Discord to hiss in disapproval.

"Yes, but we can speak of that at another time." Discord waved toward nothing in particular. "In the meantime though, I am curious as to how a mere human can absorb the only energy in the universe that I myself can control and wield." He placed a talon to his chin again in thought.

"Well that will have to wait for another time. Right now I need to conduct a few tests on Charlie to see what is going on with the magical energy already in his body, and possibly find the reason why he turned from his Alicorn state back into his original form." Twilight said as she pulled a few books from nearby.

"Is that all? And here I thought you were only trying to get rid of me because you wanted to a little bronco busting." He chuckled as he road on a mechanical bull her pulled form thin air causing Twilight to blush furiously.

"OUT!" Twilight shouted as her horn erupted in magic sending Discord outside and placing a chaos proof shield around the library to prevent him from entering.

"Oh, I think I hit a nerve." Discord chuckled as he went on his way.

Twilight quickly turned around as she heard Charles laughing behind her.. "And what is so funny?" Twilight snapped at Charles causing him to straighten up and stop his laughing.

"Nothing! *snerk* "Nothings funny. *snort* nothing at all." He managed to get out before letting out a loud laugh. "I'm sorry, it's just your reaction to him saying you wanted to do a little 'bronco busting' just set me off." He chuckled as his fit of laughter died down.

Twilight grinned as her horn lit up four books flying from nearby and opening and quickly pinning Charles to the floor.

"Who said he was wrong?" Twilight smiled as her cheeks flushed a bright red.

"WOOOO HOOOO!" Discord shouted like Homer Simpson as he peeked through a window overlooking the room Twilight and Charles were in. Twilight growled quickly tossing several covers over the windows blocking the view.

"D'OH!" Shouted Discord at the sudden block. He gave a sigh as he sauntered off unable to catch a glimpse anytime soon.

"Now.......... where were we." Twilight giggle looking at the smirk spread across Charles' face.

87. I have WHAT wrong with me?

After a rather physical encounter with Twilight, the two managed to take a quick nap. However their previous encounter had let them arrive in the basement of the library instead of Twilight's bed. This was due to the fact that Spike was making several errands around Ponyville and would be coming back to the library to drop off items that he was sent to get during the day.

Twilight had awoke shortly before Charles and decided to make some headway on her search for what has going on with him. So she managed to hook him up to several machines while he was still asleep, taking readings left and right while also experimenting with how much magic he was absorbing and at what rate when a spell was cast on him. During her research though she failed to see that his eyes were open and he was smiling at her as she wrote onto several scrolls.

"Having fun?" He spoke out causing her to jump and gasp as Charles suddenly derailed her train of thought.

"Darn it Charlie, Don't do that!" She chuckled setting down her scrolls and books coming over to sit next to him.

"You know, I never expected to have a mare friend that was so curious about me, that she would end up making me here science experiment." He smirked, cocking a brow while looking at the ever blushing Twilight at his side.

"Quit it, I'm just trying to figure out whats going on with your body and why you turned human again." She sighed rolling her eyes.

"Well, I can certainly tell you what's going on with my body." He chuckled.

"REALLY!? What is it?" Twilight squeed with glee wanting to know.

"It craves a pony called TWILIGHT!" He laughed as he wrapped his arms around her pulling her to him. Twilight let out a giggle pressing a hoof to his face playfully trying to push him away.

"You've already had your dose of me today, now its time to study and figure out what in Equestria made you turn back into a human." She smirked as Charles let her go.

"Awwwww, spoilsport." He groaned flopping back onto the table he was already on.

"I did manage to get a few good readings while you were asleep, But it still doesn't tell me how or why you are absorbing magic and chaos energy. It seems very strange." She said as she levitated her notes up and began to read them again.

"You think there is a way we could speed this up? I'd like to return to my pony form as soon as possible. Not being able to fly or use magic is really getting to me." He sighed.

"I know, and I'm sorry. When I caught a magical cold before, I wasn't able to use magic for almost a week. It gave me a very good perspective and experience in how an earth pony lives. Having to do everything by hoof and mouth without magic was horrible." She sighed in frustration.

"It's fine. Even if I don't ever return to my pony form I still have you, Rarity, and Celestia with my foal." He stopped for a moment thinking. "Twilight, how long does it normally take for a foal to arrive once a pony gets pregnant?"

Twilight stopped, giving him a peculiar look before answering. "Around 11 months, why?" She spoke only to see him face palm giving a loud sigh.

"Celestia is due in roughly a few weeks. I can't believe how much time has passed since my arrival last year. It has literally been almost a full year. Wow, I'm just speechless." He chuckled shaking his head in disbelief.

"True, but think of all that you have done and gained in that time as well. You have saved many ponies lives, saved the entire planet, managed to knock up the princess, gained two lovers and several nieces, befriended a longtime enemy and turned him from evil to good, in so many words." She waved a hoof metaphorically. "Then returned to your human form in some unknown way. I must say, your adventures are far and not very few, with each passing day you mmmPH!" She stopped as he leaned over kissing her. He pulled back giving her a smirk seeing her blush a bright red.

"You talk to much." He chuckled. Twilight just smirked at him wrapping her hooves around his neck.

"Only so you will learn something new smart flank." She gave him a wink before kissing him again.

*beep beep beep beep beep beep*

Their attentions were caught by a loud beeping from one of the machines attached to Charles. Twilight pulled away from him to check on why it was beeping but it suddenly stopped.

"Huh, I wonder why it did that?" Twilight spoke as she trotted back to Charles wrapping her hooves around his neck again. "Now, where were we..... *beep beep beep beep beep beep* OH COME ON!" She threw her hooves up in frustration only to elicit a laugh from Charles as she trotted back over to the machine only to have it stop before she made it to it. She let out an annoyed growl before it hit her.

"Come over here, I want to check something." Twilight said as she stood next to the machine that was beeping before. Charles got up ans stood next to her. She pulled a hoof up and pressed it to Charles, after a few seconds the machine started to go off as she watched the numbers on it rise quickly. After a few seconds she removed her hoof looking at the number humming while rubbing her chin in thought.

"Twi?" Charles began but stopped as she raised a hoof to silence him.

"It seems that your body is absorbing magic from any and all things that can use or hold magic within them. Your current level of magic is starting to increase ever so slowly and doesn't look as if it will stop anytime soon." She said as she lowered her hoof.

"What are you talking about? Magical level?" He spoke in confusion.

"It means the level and amount of magic that you can use in total and what you can hold when you are fully charged."

"Fully charged? You mean there is a limit to magic one being can hold?" He spoke out slightly shocked.

"Yes, I thought you were aware of that." She spoke in surprise.

"No, I knew I could use magic, but I didn't know I had a limit of how much could be held within me." He sighed scratching his head in thought.

"Well, you can increase your overall magic tank by constantly using magic. You see, when you use magic, your body will be able to carry more at one time and also pull in magic more quickly so that..............." She trailed off as realization hit her and she bolted upstairs leaving Charles in a stupor as to what had just happened. After a few moments he began pulling the wires off of him and ran upstairs right behind Twilight.

"Twi? Whatsup? Do you know whats wrong with me?" He spoke out as he rushed through the door to the basement into the lobby of the library to see Twilight looking through several books at once.

"AHA! Here it is!" She spoke bringing the book over to her desk, Charles hot on her heels as he took a seat next to her.

"Well?" He spoke in annoyance.

"Yes, this is what is happening to you alright." She smiled as she pointed to a paragraph in the book as she began to read.

"A pony or creature can contain a finite amount of magic and pulls magic from the world and other ponies around them once there limit has reached a certain point. At some points in time when the pony has aged and continuously uses magic even for everyday tasks. Their bodies may shut down for a given amount of time so that they can pull in a large amount of magic quickly. A pony's body deteriorates while under the constant strain of using magic. Once the body has reached a certain point it will essentially shut down, cutting off all magic going in or out of said individual. However, in rare cases it has been shown that the body will heal itself from the magic consumption by not only shutting down the gateway for usage, but leaving the gateway for accumulating magic open. This was one case having dealt with Starswirl the Bearded during his thrice yearly meditation cycles in which he locked himself away from all other life for exactly two weeks. This information was divulged just before Starswirl disappeared mysteriously, never to be seen again.

Charles sat there slack jawed, completely stunned as to what he had just heard.

"You see, now you won't have to worry about staying human forever. You will return to your pony form in time." Twilight smiled.

Charles fell back onto a pile of books giving a contented sigh, a smile across his face, arms spread out to his sides.

"Thank God, I seriously would freak if I didn't get to use magic again." He smirked turning his head to look at Twilight as she to a seat next to him, laying at his side and nuzzling his chest affectionately. "That among other things." He chuckled catching her attention.

"Really? What would that 'other thing' be exactly?" She chuckled back.

"Well......." He started. "Do you really want to know?" He couldn't help but crack a smile at this point only to cause Twilight to roll her eyes, knowing that something awful was about to be said.

"Yes, just tell me already." She face hoofed.

"I'm not sure if you realize it or not, but you're a screamer." He chuckled only to cause Twilight to cock a brow in question.
"Oh my God you are just to innocent at times." He rolled his eyes as he began to explain. "A screamer is a person, or in this case, a pony that while making love, or just rutting either moans very loudly or screams out in a fit of passion. You usually scream after I've been working on you for a few minutes. I have even had to cast a few muffle spells around the place we were in at the time to keep every pony in town from hearing you." He started to chuckle but burst out laughing as he noticed how red Twilight had become.

"I DO NOT SCREAM!" She defended herself only to stop as he began again.

"Well not this last time you didn't. Apparently you only do that when you're bronco busting." He winked playfully.

"What?" She asked still not catching the hint only to make Charles deadpan.

"As a human my dick isn't as big as when it is when I'm an Alicorn." He sighed but started to laugh again as Twilight covered her face in sheer shock from hearing that. Charles continued laughing for another minute or two while hugging Twilight who only groaned in embarrassment.

XXX

After their short conversation and finding out what was wrong with Charles. They wrote a letter to the princess. After a short time they received a reply thanking them for the wonderful news, along with sharing some information about when the baby was due. The foal would arrive in only a couple weeks. Although things at this point were a little chaotic. Light still shown through even the darkest hour.

88. Mixing Chaos with Harmony, and the big sissy

"Good gravy this has gotten old quick." Discord groaned as he continued to watch the vast amount of ponies going through his newly built park. He would watch as they went along rides, mazes and just about any other thing they did to see how shocked they would be while doing said tasks. After a few days however he began to get bored of watching them, as their shock from the park eventually turned to joy. Discord was in no way happy about the circumstances that now plagued his park, he is the very embodiment of chaos, and as such he should be out do chaotic things and cause disharmony in the land. Though he couldn't do that now since Celestia had sealed away most of his power. Should he try to rise up and take over he could be easily defeated now. However, he still had once ace up his sleeve. Though at that moment he began to rethink his alternative, knowing that in hindsight, this option would cause some very big problems for himself as well as all of Equestria.

As he continued watching the park, his thoughts on the overall consequences of choosing his alternative means of regaining his power looked more and more appealing, despite the obvious repercussions that he would have to endure in the process. After another hour of considering his alternative he snapped too, quickly disappearing and reappearing further out over the Everfree forest.

"*Sigh* I can't believe I'm about to do this." He groaned rubbing his face in disbelief. He pulled his arms up to his chest crossing them and giving a disgruntled sigh once again before speaking.

"Screwball........" He shivered saying the name and wasn't fazed at all as she appeared in front of him within seconds.

"DADDY!" She shouted before wrapping him and a death grip hug, bones heard cracking from how hard she was hugging him.

"GUH!........Hi..............Sweetheart......................Could you...............let daddy go?" He managed to squeaked out causing her to let him go, his entire frame now bent in half as he began to physically remold his body back to its original shape.

"This is the first time you've summoned me in a very long time. I am just so happy I could........... I could explode!" She cackled as she lunged at him, light enveloping her body as she exploded in mid air just before grabbing a hold of Discord.

They both reappeared floating above the forest again, side by side. Discord giving a sigh and rubbing the bridge of his nose before speaking again.

"Hello dear, I called you here for a very important task, do you think you can help daddy out?" He said while forcing a smile.

"Anything for my daddy!" She squealed attempting to hug him but was held back by a talon pressing against her face, her legs running through the air while a silly grin adorned her face.

"Good girl. I want you to give daddy half of your power so he can cause some serious chaos." He snickered only to cause her to stop in shock.

"Can I help too?" She squealed happily while looking at him through the talons spread across her little face.

"Of course my little pony. In fact, I'm going to put you in charge of chaos over Equestria. Doesn't that sound like oodles of fun?" He chuckled bring his hands up in front of him grinning like a bandit who just found a huge cash of gold.

"Woooooooooow. Your actually going to leave me in charge of chaos over a plane? I honestly don't know what to say other thank you." She smiled pulling out a large shovel before hitting him over the head repeatedly as she shouted out many thank you's leaving a severely bruised draconequus in her wake.

After a short trial and error event between Screwball and Discord, he had managed to get enough chaos energy from his daughter to almost break the seal holding his full power back. Although now far more powerful, he would still need to break the spell fully before attempting to take over Equestria.

XXX

"Charlie, we have a problem." Twilight spoke as he came into the library after being summoned by her.

"Ok, and what might that be?" He asked while cocking a brow.

"I've been doing some research about your circumstance and found out some rather disturbing news." She began. "After finding the right sources of information in the Canterlot archives, I found that the magic you are siphoning from the world and ponies cannot stay in conjunction with the chaos energy you absorbed through Discord earlier."

"So....... what do I do?" He asked feeling a little nervous.

"There is nothing you can do until you change back into your pony form. From there you will be able to use the small amount of chaos energy you have obtained already and get rid of it. However......" She trailed off only to get an even more frightened look from Charles. "I fear that the chaos energy inside you will cause you to act differently." She finished.

"What do you mean act differently? As in I could be dangerous?" He asked.

"Not only dangerous, but since you have both energies inside, you may start to feel and act more like Discord did before we had to use the elements of harmony on him turning him to stone.

"So you mean I'll be just like discord, but in pony form?"

"Not entirely, you see, if we can somehow get rid of that chaos energy before your transformation, you will transform back to your normal self without any adverse side effects." She smiled.

"Wait, side effects? What kind of side effects?" He asked moving closer.

"Well, there could be any given number really. A pony who obtains chaos magic could end up like, well, Ms. Ball, Discords daughter." She winced seeing his reaction as he began pulling his hair out in shock.

"Twilight, are you serious? I could end up psychotic with power and possibly even more dangerous since I would be an Alicorn? No way! We have to get this excess energy out of me one way or another." He snapped as he picked up a book on magic theory and began to glance through it hoping to find a remedy to all of this, but before he could get into the book it was pulled away from him in a purple magical field.

"Listen Charlie, there is another thing I need to tell you. If for some reason your two magic fields are even or even close in size to one another before you transform back into an Alicorn, you could very well split into two separate beings since the conflicting energies would be to great to hold inside a single body. However, if you maintain your current level of magic that is stronger than the chaos energy, It has an extremely high chance to dissipate it and remove it from your body."

Charles looked to Twilight smiling before pulling her into a hug swinging her around in a circle.
"That is fantastic, lets just hope Discord doesn't decide to become evil again." He chuckled. "Do you have any idea how long it will be before I turn back into my pony form?" He asked as he came to a spinning stop.

"You should return to normal as soon as your magic is replenished and ready to use. Being an Alicorn though means it could take days, months, even years. Unless of course you pulled magic directly into yourself. OH! That reminds me. There are magic springs throughout the Everfree forest. Zecora's home is about a hundred yards from one that she uses to help with some of her more potent potions. Maybe you should ask her to let you use it. You could become fully charged in a matter of minutes with one of those." Twilight smiled clapping her hooves together excitedly.

"Sounds like a plan to me, I would like my first child to see me as a pony instead of my human form." He chuckled as he stood up heading toward the door.

"Wait, your leaving now?" Twilight asked as she went after him.

"Yea, better now than later. At least now I won't have to worry about the chaos energy taking over." He chuckled only to make her sigh in frustration.

"Alright, well at least let me accompany you. I know your an adept fighter, but since your human at the moment, you might find it rather difficult to fend of a Manticore or other creature in the forest. At least with my magic we can be safe." She smiled as a groan escaped Charles.

"Fine, let's just go so we can get this over with quickly." He sighed as they left the library, making their way quickly out of town as they continued talking.

"What's wrong, Is the siwwy human embawassed that his marefriend is now the protector instead of the protectee." She giggled speaking in a cute voice.

"Twilight, you will never understand how I feel about what it means to me to protect you and everyone else in this world. I can't honestly put it into worlds, its more or less what I feel in regards to it." He groaned rubbing his face with his hands in frustration.

"Aw, come on now, I'm just playing with you................ But seriously how does it feel to be under my protection?" She smirked causing him to throw his hands up in the air and walking ahead of her at a faster pace.

XXX

After a short time they had arrived on the perimeter of the Everfree forest along the path toward Zecora's. Unknown to them however Discord had been spying on them ever since they had been talking in the library. His own curiosity peeked at learning that Midnight could turn evil if he had enough chaotic energy. After following them for sometime they had finally reached Zecora's home before going to the magic spring. A small winding path left from Zecora's home toward the spring, leaving the two with little room to stand apart. At one point they had to walk single file as the bushes and brush began to grow thick.

"Twilight, this is really creeping me out." Charles whined as his eyes flicked back and forth through the brush.

"Don't be such a baby. In this thick of brush we don't have to worry about anything big pouncing on us." SHe giggled as she continued to walk in front of Charles.

"Honestly Twi, I would rather have three Manticores jump me in here than have to deal with even a single spider." He shuddered.

"Seriously? You're afraid of Spiders?" Twilight chuckled but stopped as Charles rushed up to her, pressing his nose to hers while speaking low, fear evident in his eyes.

"Spiders are the very embodiment of evil Twi, I don't know why and honestly I really don't care. But I am so afraid of those little bastards I could honestly leave Equestria if I was ever promised to never have to see one of those little bastards again."

Twilight stepped back in surprise, not only from the sudden admission, but from how close Charles had gotten to her so quickly.

"Would you really leave Equestria if that came up?" She asked feeling hurt.

"Well............ no. I would rather stay here and deal with the bugs than leave. But honestly, if I was given the choice when I first arrived here then I would have said yes. But that was before getting to know you girls." He chuckled nervous but stopped as he spotted a web just above his head to the right. A small spider in the middle.

Discord chuckled to himself as he watched Charles stare at the web before moving slowly away from it. "Hmmmm I think I'll have a little fun." He spoke snapping his talons.

"What was that?" Charles squeaked hearing a snap up above him. He quickly looked around himself finding a large stick and picking it up and waving it about menacingly on to cause Twilight to laugh.

"What are you doing?" She chuckled watching him.

"I am going to beat the shit out of whatever it is making that noise." He said.

*SNAP*

"THERE!" He shouted as he chucked the large stick with all his might into the canopy above him, the stick disappearing from sight as it was lodged up there. He continued looking up squinting his eyes before smiling as the noise disappeared, he looked down to Twilight with a smile.

"Good, I chased it off." He chuckled just before gasping as a horde of vines fell upon him.

Now at this point Charles was feeling good about not seeing any spiders, but suddenly having multiple vines fall on you from all around will not only snap you out of your happy daze, but also make you scream like a little girl while flailing about like you're on fire.

"CHARLIE STOP IT! YOU"RE FINE! IT'S JUST A BUNCH OF VINES!" Twilight shouted causing him to stop mid flail and look at the vines.

"Oh....... Shew that's a relief." He sighed giving a smile. That was, until spiders began to file out from all around the vines onto him.

Zecora was outside water a few of her plants but stopped as she heard a faint scream. She turned as the sound gained volume quickly as Charles scream by faster than anything she had seen in her entire life. His arms up in the air as clumps of dirt shot up from the ground like a rooster tail behind him.

Twilight bolted by her hot on his heels.

'Yep, this is going to be a long day.' Thought Zecora as she turned around to continue watering her plants. The faint sound of laughter being heard in the distance by a very pleased draconequus.

89. A split decision on the chaos theory

After finally catching up to Charles and calming him down from his panic attack. She had finally convinced him to come back to the well. This was only after she had cleared the path from spiders of course. Which with her magic took little time. They had arrived at the well giving a disbelieving gasp as they looked around the area. From their spot looking around the area they could see what looked like a type of stone henge area with white glistening stone in place of the pillars that encircled the well. As they came toward the center of the monument they climbed a few white steps that led up to the glowing blue center of the well.

"I've never seen anything like this Twi, Are you sure this is the magic well?" Charles asked as he leaned slightly forward over the top of the glowing blue well.

"I've been here several times before when I needed to try some high level spells that require a good portion of my magic. In order to learn the spell properly I had to cast it many times. Doing so would have knocked me out on more than one occasion had I not been here to absorb the magic from this well. This place comes in very handy when you need that extra boost of magic." Twilight smiled as she went up to the well and jumped in causing Charles to gawk.

"Seriously? You just jump right in?" He sputtered.

"Yes, it's not like you can get wet from magic silly." She giggled.

"I think I'll pass on that just in case." Charles sighed as he sat down along the edge of the well slowly lowering his hand toward the glowing blue mist.

"This is it, it's not or never." Discord spoke to himself as he made himself intangible, slowly moving through the ground toward Charles. He watched Charles as he slowly began to move his hand toward the well, just as he placed his hand into it Discord grabbed a hold of both of the humans feet through the ground as he began to pump chaos magic into his body.

"NNNNGGGH!!!" Charles winced loudly at the sudden pain his body was experiencing. Twilight noticed the look of pain and came over to his side.

"Are you ok? Does it hurt bad?" She asked nuzzling his arm gently.

"I'm fine Twi. I just wasn't expecting this to feel like it did when Discord kept poking me. Feels like my body is absorbing both magic and chaos magic at the same time. It just doesn't feel right. But Discord isn't her poking me so how could I absorb his magic?" He sighed as the blue mist crept up his arm and through his body, a look of slight pain etched across his face.

"Well, don't worry. If you can hold out for a short time I'm sure you will turn back into Midnight." Twilight smiled leaning up and giving him a kiss but stopped as she looked into his eyes.

"What? What is it Twi?" He asked as she pulled away slightly looking at his eyes in confusion.

"Your eyes are two different colors. One is red and the other yellow." She said as she looked back and forth between the two.

"That sounds, weird." He said as he closed one eye, leaving the other open then reversing the two to see if he could see any different. "Nothing odd on my end." He chuckled looking back to her with a smile.

*BADUM*

Charles felt his entire frame throb once as he let out a gasp of shock. "Twi...."

*BADUM*

"I think it's time........ make some distance between us, quick!"

*BADUM*

"I don't need you getting hurt if things don't go as planned." He spoke as he fell forward slightly holding onto his abdomen, the look of pain spread over his face as he groaned.

*BADUM*

"Alright, I'll be close by if you need me." She spoke as she noticed that he was starting to glow, taking off quickly down the path while looking back toward him.

*BADUM*

"Dammit this hurts!" He growled as he fell onto his side, his arm still in the well soaking up the blue magical mist.

*BADUM*

"And it's only about to get more interesting." Discord chuckled as he pulled himself up through the ground, his tail wrapped firmly around Charles ankle.

"BADUM*

"DISCORD?! What are you doing here?" He asked looking up to the draconequus.

*BADUM*

"Oh not much. Just helping you along." He grinned evilly as he nodded to the ground looking at Charles' feet.

*BADUM*

"What?" He asked as he looked down seeing the yellow chaos energy filing into his body through his foot. He let out a sharp gasp attempting to kick the tail loose but stop as a sharp pain encased his body as Discord placed his hands onto Charles' chest letting more chaos magic enter him. "Why are you doing this?" He groaned out in pain. "I thought we were friends."

"We are friends, but you can't honestly expect the God of Chaos to go against his very nature do you? What he was born to do? That's just like asking an egg to be a chair." He chuckled leaning closer as he began to force more chaos magic into Charles body.

Charles' eyes shot open, both yellow with slit pupils, an evil grin slowly pushing his lips apart to the point of almost splitting his face apart. His hand shot up grabbing Discord by the throat, squeezing it while he spoke.

"Well well well........... I looks as if I have a new little plaything." He chuckled as venom seeped from his very words causing Discord to let go and attempt an escape but was halted by the hand around his throat.

"Leaving so soon? But I haven't drained you of your magic yet." He cackled as his hand began to glow brightly, the yellow flow of chaos magic burning brightly as Charles began to pull it by force from the draconequus.

"What are you doing? You're supposed to be on my side." Growled Discord as her clawed at the hand holding his throat.

"Oh I am, But I'm just making sure you don't pull any other tricks that would cause me trouble." He snarled tossing him to the side as he finished pulling the last bit of magic from Discord. "Hmmmmmm. This is quite nice." He chuckled as his body began to glow a blue and yellow. Separated fully onto either side of his body.

*BADUM*

Charles gasped hard falling to his knees as the ground quaked beneath him. Pulling his arms up and wrapping himself in what seemed like a self hug but was just the reaction to the mind splitting pain his body was suddenly exposed to.

"FUCK! What's...............going on?" HE yelled as the pain made him feel as if her were splitting in half. Which from Discords perspective it was.

Discord sat there in awe as he watched Charles' body begin to glow brightly. One side a bright blue, the other a bright yellow, split down the center. A few seconds went by as the light got to bright to look at causing Discord to shield his eyes and look away. Another few seconds passed as an ear splitting scream came from Charles, then silence and darkness. Discord blinked a few times to regain his vision. Once he had though, he began to wish he hadn't as he gaze upon two bodies laying on the ground. Both identical in almost every way. Midnight was back, but now there were two of him. Discord made his way over quickly to the bodies, using his taloned limb he gently pushed open the eyes of each Midnight. One was a blazing red while the other was a bright yellow with a slit down the center much like a cat eye. Discord chuckled picking up the yellow eyed Midnight and quickly vanishing as a set of hoof beats could be heard coming down the path.

"I think its time to have a little fun." Discord chuckled before vanishing into thin air with his new captive.

Twilight came galloping down the path, stopping as she noticed Midnight laying on the ground unconscious. She went to his side giving him a gentle nudge causing a groan to escape him.

"Ugh!. Where am I?" He groaned raising up slightly with the help of Twilight.

"Your at the magic well. You've turned back into your pony form. Come on, let's get you onto your hooves and head home." She smiled as she helped him up with the aid of her magic.

"Thanks doll." He smiled leaning down and giving her a quick kiss. He wobbled slightly for a moment as he began to recount his body and where everything was at. The two began to trot slowly down the path, Midnight stopping just a few yards from the well and looking back.

"What's wrong Night?" Twilight asked as she noticed him glancing back at the well.

"I....... don't know. I could have sworn I was forgetting something." He said shaking his head and turning back to the path ahead.

"Don't worry. I'm sure it will come to you." She smiled leaning against him lovingly. He smiled back to her as they continued down the path back toward Ponyville.

"Oh yes my friend, It WILL come to you in time." Discord chuckled as he watched the two slowly make their way down the path.

90. Chargem up and movem out

"What do you mean you're not going to help me?" Discord shouted at the yellow eyed Midnight that stood before him.

"Just what I said. You may have helped me out, possibly even have created me. I never asked for your help, or even to be created. I'm my own independent being now." Midnight smirked as a pair of sunglasses appeared on his face, an evil smirk spread across his face. "Deal with it."

At this point Discord was starting to become very annoyed. He had planned on creating the new Midnight with his chaos energy so that he could in turn remove the power buffer Celestia had placed on him. This way, they both could cause massive chaos all over the world without worry of Celestia or any other pony getting in the way. Discord closed his eyes, rubbing his chin in thought as he gauged how much power he had left. Although his energy was low he could still feel it slowly coming back. Before transforming into Midnight, Charles had nearly pulled all of the chaos energy from Discord. Although Midnight had almost killed him by draining almost all of his power, he stopped before that could happen, was that the good Midnight who thought to do that, or did the evil Midnight just want to torment him further.

"So tell me again Midnight." Discord began but stopped as Midnight spoke up.

"Call me Flame, If what you told me is true, then being called by my last name would make things far less confusing." He smirked.

"Very well then Flame, Why won't you help to release my seal so that we can cause some serious chaos." Discord grumbled.

"For several reason." Flame began. "The first is this, Celestia is carrying my foal and I honestly would rather it be born before we start anything. Despite being split into two different beings, I do still have some type of chivalry and kindness. Two: I can't release your bonds anyway with my current level of power. This is going to take time to replenish, So when the time comes for me to release you, we will both have at least enough power to defend ourselves, and three: I don't trust you." He chuckled causing Discord to groan out throwing his hands into the air.

"Seriously? After all the trouble I went through to even create you, you're going to sit there and tell me you don't trust me?" He gawked.

"Eeyup, so shut up and have a seat. If you want to be released from that spell we both need a lot of power to help that along. Meditation is key in pulling in more chaos energy quickly." Flame snarled. "And would you please tell that idiot to go somewhere else. I can't concentrate with her constantly doing stupid shit to annoy me." He snorted looking to Screwball.

"HEY! Noone calls me an idiot and gACK *THUD*" Screwball had begun to defend herself, floating over to Flame as she was speaking before his wing shot out, the bend catching the little purplish pony at the throat before being slammed hard into the ground, Flame standing over her as he lowered his head slowly toward hers while speaking.

"Listen to me you little snot, I won't take shit from anyone, what I say goes, my word is law here. Regardless if you or Discord create me I am still my own being, and from this standpoint I am the most powerful being here. So unless that changes anytime soon, I suggest you shut the fuck up and do what you're told." He snarled to the now petrified pony being held down by his wing. He stopped for a moment as he looked at her, now helpless and scared. A grin spreading across his face as he lifted his wing from her throat. She coughed a couple times rubbing her throat as she slowly began to get to her hooves. He continued watching her as she floated from the ground turning to head away, his eyes never leaving her flank, that was until Discord stepped between his sight and Screwball, his arms crossed, and a snarl across his face.

"Don't even think about it." Discord growled causing Flame to snicker.

"And what are you going to do ya old fart? Your powerless against me rig..... *BAM*" Flame was sent reeling backwards and through a tree, he skidded to a stop on his back. After a couple seconds he regained his sense and jumped up, his fire mane and tail a roaring inferno as he took an offensive stance.

"Looks like I underestimated you old man." Flame cackled as he scraped the ground with his forehooves, fire bellowing from his nostrils as he breathed.

"I may have had a hand in creating you, and you may be more powerful than me or my daughter, and she still annoys the hell out of me, but that doesn't change the fact that she is somepony I created and care for. I will not stand by and watch you take advantage of her for any reason as long as I still breathe." He growled as the two began to circle one another.

"Ah but you see, that is where you're wrong. I will do as I please, I answer to noone. So if I want to have a little fun with that little retard, I will, and there is nothing you or anyone else can do to stop me." He smirked, "One final thing, you won't catch me by surprise again, the next thing you see however, WILL BE THE AFTERLIFE!" He roared as he took off like a bullet hitting Discord hard and sending him several hundred yards backwards through the densely wooded area. Trees snapping like twigs as he flew through them. Discord finally skidded to a halt through the dirt of an open area, wounds clearly visible all over his frame as he groaned out from the pain.

Flame made his way quickly to the fallen God of Chaos as he leaned down pressing a hoof to his chest. He gave an evil smile as venom seeped from his words. "Now then God of Chaos, I think I'll take what is left of your power, don't worry though, I'll be sure to take care of your daughter next." He began to laugh loudly as the yellow glow of chaos energy was being forcefully pulled from Discord.

"N-no, I......I won't let you..........harm............ Screwball!" He snarled as his taloned hand grabbed a hold of the leg pressing against his chest. His other arm quickly deforming then reforming as a large metal rocket fist as he launched it from the ground with tremendous force right into Flame's face. Flame was launched into the air before reaching to top of his trajectory arch then came falling back to earth. Before he hit however he was caught by Discord and Screwball. Flame was out cold as they lay him onto the ground in a heap. Discord snarling at him as he pulled a foot back and kicked the Alicorn square in the gut sending him back a few feet.

"Screwball, I hate to have to ask you this, but can you give me what chaos energy you can without hurting yourself. I need to fix this idiot so he doesn't continue pulling these stunts." Discord snarled at the lifeless Alicorn.

Screwball nodded as she came over to Discord wrapping him in a gentle hug, the yellow glow of the chaos energy could be seen as it began to flow from her into him. After a couple minutes she fell to the ground exhausted. Discord reaching down and giving her head a gentle pat as he walked over to the Alicorn pressing a talon to his forehead and sending a massive jolt into him. Flame's eyes opened slowly as the yellow glow of chaos energy swelled within him. He slowly stood up and looked around before looking to Discord.

"What is your command my king?" He spoke out as he knelt down before him. Discord gave a wicked smile as Flame rose looking forward into nothing, his entire demeanor in a trance like state before Discord placed an arm over Flame's back giving him a gentle tug as they began to walk.

"My friend, we have much to accomplish in a very short amount of time." He chuckled as the three of them began to walk through the forest.

XXX

"Midnight? Is that really you?" Rarity asked as she bolted toward him but stopped as three little blurs busted past her tackling the dark Alicorn to the ground.

"UNCLE MIDNIGHT!" The three shouted with glee as they all tackled him to the ground hugging him. He let out a hardy laugh hugging the three back.

"Girl's! It's good to be back to my normal pony self. I missed you all." He chuckled as he was let go and stood up again, Rarity trotting over and giving him a hug and kiss.

"It's good to have you back darling." Rarity smiled nuzzling him.

"How did you turn back into a pony?" Sweetiebelle asked looking up to her uncle.

"Yea, did you have to battle a manticore to do it?" Scootaloo asked while flapping her tiny wings.

"Did you get Zecora to brew up a magical potion to turn you back?" Applebloom added smiling.

"Now girls. I'm sure your uncle will be more than willing to answer your questions after he has dinner. If he is anything like a unicorn then I am sure he is positively famished." Rarity smiled while nuzzling Midnight.

"How'bout ya'll come over to the farm. We had a mite large harvest tehday and could use a few extra bellies teh help get rid of some of it. Ah bet Big Macintosh an Granny Smith are cooking up a heap'o vitals right now." AJ chuckled.

"No complaints here." Midnight chuckle but stopped as his gut let loose a loud growl causing everyone to laugh.

"I guess that settles the issue." Twilight giggled as they began to file out of Rarity's boutique headin toward Sweet Apple Acres.

"It's so good to finally get back into my pony form." Midnight sighed happily as he stretched his wings wide before wrapping Rarity and Twilight up with them and pulling them to his sides.

"I'm glad as well darling, although I will miss seeing you as a human from time to time." Rarity gave a half hearted smile looking away slightly.

"Well you won't have to worry about that." Twilight smirked causing everyone to look at her. "After all of my testing on Night I came to the conclusion that her will turn into his original human form at least once a year, if not more. It depends on how often he uses his magic."

"Well that is surprising." Rarity giggled looking up at the shocked Alicorn.

"Yea Twi, how did you come about that conclusion?" Midnight asked, curious himself.

"Well, after all the times we have spent fighting the forces of evil and doing things that involved magic. Your natural magic level has been forced dry on almost every occasion. Your body since it's transformation wasn't used to pulling in so much magic after using it all up. Your body felt as if it had reverted back to your human state of being and when the magic flow began fill up It caused your body to force an immune response. That is what caused you to revert to your original form. Just using to much magic before your body could properly replace the lost magic."

Midnight stopped in his tracks for a moment as his face became strained in thought. Twilight stopped just in front of him before talking. "Night? Something wrong?" She asked.

"No, nothing. I keep getting this weird feeling that I'm forgetting something important but can't remember what it is." He sighed but stopped as Twilight looked at him in confusion.

"Night, you're and Alicorn again. You shouldn't have any trouble remembering anything. Are you alright?" She asked as she trotted back to him, a worried expression across her face.

"I'm fine, but it's strange I feel like I'm forgetting something. It's just a weird feeling ya know?" He sighed as he began to walk again to catch up to the group heading toward the Apple families farm.

"Well, ah'm sure ya will remember after getting a bite teh eat. A good country, home cooked meal will do ya right." AJ smiled giving a wink.

"Country? Oh no darling, my delicate taste buds would simply mmmmmPH!" Rarity was quickly silenced as Midnight covered her head up with his wing.

"Quite complaining princess. Yer gonna eat a good home cooked meal and yer gonna like." Midnight teased before releasing her.

"Well I never!" Rarity harrumphed tossing her nose up as she trotted beside Midnight.

"So are ya gonna eat the meal the apple family has so nicely offered or do I have to stay at AJ's to make up for your inhospitable tastes?" He chuckled giving a wink to AJ. Rarity just went slack jawed at the comment before looking from Midnight to AJ as AJ spoke up.

"Heh, sounds good teh me Night. Ya can stay with me for a few days till ol sourpuss gets her tail out of a bind. No worries Rar, ah'll keep'im company." AJ chuckled trotting up and giving him a kiss only to cause Rarity to sputter.

"Fine, i'll have dinner with everypony. But I won't enjoy it." Rarity complained.

XXX

"This meal is fantastic darling. I have never had such a wide variety of, well, southern cooking before. It is absolutely divine." Rarity chirped happily as she grabbed a second helping.

Midnight sat back giving a chuckle around a piece of cornbread he had just taken a bite out of. The others just smiled as they all sat there eating and enjoying each others company. What they didn't know though was that, standing outside of the home looking in through the window was Discord and Flame. They spoke quietly to one another as they continued watching.

"That is your enemy my boy. When the time is right, we shall strike. But until that moment comes, you will need to gain much power and prepare for that battle." Discord chuckled.

"Yes my king." He spoke out quietly in a monotone as they both disappeared from sight. It would be a short time before all of the pieces fell into play, and then, Chaos would rule.

91. The mare knapping and the fight begins

A few days had past since Midnight had split into separate ponies, one of chaos, one of magic. During those days however Midnight had lived his normal life with his daily routine. Helping out around Ponyville and being with his loved ones. Flame however was a different story, Discord had managed to build up his own chaos energy, as well as Screwball and Flame. I took almost a week to finally get enough power from just the three of them so that when combined it had finally released the seal on Discord's power. Upon release though Discords power began to regenerate at an alarming pace. Within a few days he would be at full power again, and with the combined power of Flame and Screwball, he felt he had a chance to finally take over this world, but not without having an ace up his sleeve just in case.

"So you understand the plane Flame?" Discord snickered happily watching Flame nod. "Good, now all we have to do is wait until Celestia finally pops so Midnight will be out of the way temporarily. That bothersome purple unicorn will still be busy with her studies, while he is at the castle with her royal pain in the ass." He chuckled but stopped just as he noticed Midnight leaving the library at a fast pace, leaping into the air with a flap of his wings, then vanishing in a bright flash. Discord looked back down to the library as Twilight exited looking for Midnight.

"MIDNIGHT! I WANTED TO GO TO!" Twilight shouted, giving a snort of annoyance as she stomped back into the library slamming the door behind her. Discord smiled hearing this, as now his plan would be far easier to pull off than first anticipated.

"Change of plan my boy." Discord giggled as he leaned down to speak the new plan into Flame's ear. Flame stood there as everything had been said, giving a nod he teleported to just outside the library and heading inside through the front door. He took a deep breath as he began to switch his personality to that of the good Midnight.

"Sorry for rushing out like that Twi *WHAP*" He back peddled as a small satchel was launched into his face, a strap holding the bag up as he wrapped around his horn.

"No time to argue, Celestia is in labor and I don't want to miss this. I am her star pupil and best friend, I must be there for her while she is having your foal. No time to argue." She said as she jumped up and onto his back, pulling the bag to her with her magic and holding onto it. "Let's go, no time to waste." She spoke out giving Midnight a gentle kick in the side to get him moving.

"No problem." He snickered as he turned around and quickly made his way out the door, launching himself into the air. At this point Twilight felt a sudden pang of alarm as Midnight hadn't teleported to the castle with her. She spoke out over the wind that was rushing by them.

"Midnight? Why haven't you teleported to the castle? We need to get there pronto. Celestia is...........having..." She trailed off as Flame turned his head giving an evil sneer, his yellow eyes glowing as his horn lit up casting a sleep spell on the purple unicorn.

"Time to sleep little one." He cackled as a beam of energy shot from his horn onto Twilight knocking her out cold. He gave a smirk as his horn lit up once again, teleporting Twilight and himself to Discord.

*FLASH*

Discord smiled as Flame appeared with Twilight upon his back. "Good work my boy, couldn't have done this without you."

Flame just gave a smirk as his horn lit up grabbing onto Twilight with his magic and tossing her onto the ground before Discord, a soft thud escaping as she hit the soft ground. "What now my king?" he asked as he lay down onto a grassy area looking to the unconscious unicorn before him.

"Now we wait once more, Celestia will have that foal soon enough, and when she does her power will falter. Then we can strike." He cackled madly as he walked over to Twilight placing a talon onto her forehead and sending a jolt through her entire frame. A soft groan escaped her as she awoke, slowly pulling herself to her hooves as she spoke.

"How can I be of service my king?" She spoke out in a monotone looking forward into nothingness.

"Walk with me Twilight my dear." He giggled as they began to walk away from Flame and into the thick woods just outside of the grassy knoll. Flame watching them as he began to think.

"That stupid idiot really thinks he has me under his control." He snickered. "But we shall see who has the last laugh when the shit hits the fan. Just as long as he continues to believe he has control over me everything will go according to plan." He smiled wickedly as he lay his head down onto the soft grass giving a yawn as he felt sleep take a hold of him.

XXX

"Where is Celestia?" Shouted Midnight as he appeared in a flash inside the castle spooking a couple guards.

"Halt right thACK!" The guard was pulled up to Midnight's face with a grasp of magic as he snarled into his face.

"I know she is having my foal and I want to be there with her when she has it! So you have two options. Tell me where she is or I will personally turn you into a mare and have my way with you for a week straight." He snapped causing the guard to squeak, his tail instinctively pulling up and between his legs.

"She is in her quarters." He squeaked out as Midnight let him go and teleported before he even hit the floor. The guard next to him giving a sigh and shaking his head as he looked at the rookie guard.

"I think you need a little more training son." The older guard chuckled looking at the pony in the fetal position on the floor sucking on his hoof.

Midnight appeared just outside the door to Celestia's chambers with a snap. Several guards stood there slightly stunned as he appeared but bowed to him, opening the door as he walked toward the door heading into the room. As he entered Celestia's chambers he heard a loud shriek of pain. He trotted quickly to her side as she lay on a large medical bed that had been placed in her room for this special event. She gave a pant and smile seeing Midnight had finally arrived motioning for him to come to her side. As he came to her he placed his head next to hers giving her a comforting nuzzle.

"Everything will be ok Tia, I'm here now and I won't leave you." He smiled as tears welled up in his eyes.

"I'm frightened, I have never experienced nnnnnnnngh this type of pain before." She panted out as another wave of pain hit her. Midnight lay at her side trying his best to comfort her, he look to the doctor who was sweating while doing his duty to help birth the foal. After the wave of pain finally subsided Celestia began to speak once again.

"Midnight, thank you for allowing me this. Although I could have done without the pain, I am happy to be a mother at last." She smiled as tears streamed down her face. Midnight pressing his forehead to hers as tears finally escaped his eyes as well.

"I am just as happy as you. This will be my first child as well. I am glad that it was with you though." They both chuckled softly before another wave of pain hit her.

"The foal is crowning, I can see his horn." The doctor announced happily. "Come one princess, give us another good push and it will all be over with."

Celestia's expression changed to that of determination as she took in a breath pressing her head to Midnights chest. She let out a shriek of pain as she pushed hard finally pushing the little one out and into the world. The doctor along with a couple nurse's began to work quickly with the foal as a soft cry was heard. Celestia fell limp, completely exhausted and breathing hard as the pain began to subside.

"You did great Tia. I'm so proud of you." Midnight smiled, tears still streaming down his face as he nuzzled her.

"I don't think I could have done this without you Night." She smiled weakly.

"Night huh? Is my non formal approach finally corrupting you princess?" He smirked causing her to chuckle.

"Maybe, but for now it just feels right." She smiled brightly giving him a kiss.

The doctor gave a smile as he approached the two Alicorns. "Congratulations, you two have a healthy colt Alicorn." He said as he levitated the foal into Celestia's arms. Upon seeing the foal finally it hit her and Midnight hard as they burst into tears of happiness. They were now parent's, and nothing could ruin this moment.

"Knock knock." A voice echoed into the room causing everyone to gasp aloud.

"My my my, what a beautiful moment. A mother and father finally holding their first born. You know I am quite jealous actually." The voice stopped as Discord appeared a few yards away.

"Discord?" Midnight spoke as he looked at the draconequus. His expression turned from confusion to anger as his memories of what had previously transpired flooded into him like a roaring river.

"GUARDS!" Midnight shouted as a line of Unicorns in heavy armor entered the room. "Guard the princess, put up a shield and let nopony, even me, get near her." He snapped as he stood up, his mane and tail an inferno of flames as he stepped past the unicorns just before they put up a shield around themselves and the princess.

"Midnight? What's going on?" Celestia spoke out in confusion and fear.

"Discord has betrayed us, and I fear now that he has broken his seal somehow." He snarled to Discord as his wings flared open, his horn glowing brightly.

"Ah ah aaahhh! You won't be fighting me my friend. I have a special present just for you." Discord chuckled as he snapped a talon making Flame appear just a few yards from Midnight.

"You see, I know I cannot defeat you for several reasons, one is because of how powerful you are. Two: I can't fight a friend." He stopped as he was cut off.

"A friend doesn't threaten his friends in any way, shape, or form, and you have the gall to appear just as my first child is born. You have not only fucked up royally." Midnights eyes, mane and tail flared out, his wings bursting into flame along with them. "But you have also seen your last day." He shouted as he bolted past Flame toward Discord but stopped only an inch away as he froze in mid air as Discord held out Twilight in front of him in his taloned paw. Midnight gave a loud snarl as he backed away landing back onto the spot he was previously in. His inferno of magic still whipping around him.

"Now you see, I don't intend to fight you Midnight my friend, because I know I will loose. This is why I have not only snatched your little playmate here." He chuckled tossing her toward flame, she landing right next to him in an offensive pose while her horn began to glow. "But I intend on her fighting Celestia while you are fighting your better half." He began to chuckle but it quickly turned into a mad cackle.

As Discord was laughing himself silly Midnight disappeared in a flash of light only to reappear moments later with Luna at his side. He nodded to her then to behind himself as she looked back and bolted into the sphere surrounding Celestia. Her horn lit up as another shield surrounded the entire group. She looked back to Midnight nodding, a smirk across her face. The smirk vanished quickly as it turned to shock, Midnight saw this as he began to turn around only to meet a wing across his face launching him hard into the shield surrounding the princess' and rebounding him straight up through several floors and out of the roof of the castle into the sky.

Midnight winced in pain as he was suddenly sucker punched by what felt like an atomic bomb as he hurtled through stone and air. He managed to pull just enough magic to shield the next blow as it sent him further into the sky with a crack of thunder. Flame leveled out as Midnight began flapping his wings and shaking his head to clear the fog from the blow.

"Well now, seems like now is as good a time as any to cut loose and take your place in this world." Flame chuckled as he watched Midnight finally regain his senses.

"Tell me." Midnight began as he glared at his counterpart. "What makes you think you can beat me?" He snarled.

"Well for one, I'm smarter, two: I'm stronger, and thr*BAM*" Flame was cut short as he was hit hard by a wave of continuous fire being bellowed from Midnights horn. He continued the assault until a smoking trail of Flame's body fell from the threshold of fire toward the ground below. He grinned and bolted after the smoking trail, his horn lit up as magic enveloped his wings as he made a quick dive passing by the trail as his wing sliced straight through it. After making a quick turn and hovering, he watched as the trail of smoke began to clear into nothing.

"WHAT!?" Midnight shouted as he began to look around quickly, his horn lighting up as he was trying to put up a shield but stopped as a flaming blur busted by him. Midnight watched as if the world came to a crawl. His hovering position changed as with the next flap of his wings he was launched onto his side. Another flap,and he turned upside down as he began to fall from the sky. Then the pain set in as he looked up to the evil sneer spread across Flames face, and a falling black wing that began to flip through the air slowly after him.

"No...................." Is all he managed to mutter before Flame hit him square in the stomach with as much force as he could give, Both rocketing quickly toward the castle. *BOOM* They broke the sound barrier as they continued their decent hitting a tower causing it to explode in a fiery blaze as they impacted the wall of the mountain the castle was attached to. Flame detached himself from Midnight who was now in the crater his body had made into the mountain. Flame gave a loud laugh as his horn lit up pulling the badly damaged Alicorn from his makeshift grave as he flew through the holes made through several floors back into Celestia's Chambers. He smirked as he dropped the Alicorn at his hooves in front of Luna, the guards, and Celestia. They all looked in shock at the fallen Alicorn, his mane and tail flickered with little life as he lay there.

"Midnight?" Celestia spoke in fear as she looked from one of the dark Alicorn to the other.

"That would be this one love." Flames grinned kicking the Alicorn at the shield expecting him to bounce off only to gasp as he fell through it, landing at Luna's hooves. He charge the shield only to bounce off snarling, he continued attacking repeatedly as the others began talking inside watching the guards strain with each blow to the shield.

"MIDNIGHT!? Please don't die!?" Celestia cried out in horror seeing him bleeding badly from the stump that was once his wing. She gently pulled him to her with her magic as she nuzzled his head crying.

"I............I'm sorry.................I should.............have............been more careful............... I underestimated myself." He gave a pained chuckle at his terrible joke. "I'm not going to be...........of much use...............now am I?" He spoke through pained breaths.

"You're not worth shit now!" Flame yelled as he continued striking the shield surrounding them. "And once I finally beak through this shield, those little sluts will die, but not before I tear your foal limb from limb." He cackled for a moment but stopped frozen in the air as a loud heartbeat could be heard resounding through the entire castle.

*BADUM* Midnight's horn began to glow softly at first, gaining luminosity with each beat.

*BADUM* He began to slowly rise from the floor next to Celestia as his body began to glow.

*BADUM* "No one, even God himself will threaten my family, my foal, or my friends."

*BADUM* "And noone who does, will survive to tell the tale of how they did."

*BADUM* "and survived." He finished as the venom and ice from his very words seeped through the air causing Discord, Screwball, and even Flame to back away in fear. They continued to back away as they watched the stump on Midnight's back begin to heal, forming a new wing in a roar of flames.

*BADUM* "Luna." Celestia began as she caught her sisters attention. "Take care of our foal, we are going to end this once and for all." Celestia spoke as her horn glowed brightly as she placed the foal into Luna's arms. Her own magic healing her body as best as it could from just having give birth.

*BADUM* "Joining the fight are we?" Midnight grinned to Celestia.

*BADUM* "Even with our combined power I don't know if we will be strong enough." Celestia recoiled slightly at the thought of her only child falling into the hands of evil.

*BADUM* "I think we will have a chance if we........." She trailed off as a nervous thought crossed her mind.

*BADUM* "You want me to become you sword and shield don't you?" Midnight finished causing her to gasp softly.

*BADUM* "I am very afraid of what will happen if that occurs." She spoke but stopped as she noticed Flame backing up toward Twilight.

"That's not a bad idea, I think this one will have just enough power to bust through that shield and kill you all at the same time." Flame cackled as he began to glow brightly and envelope Twilight.

"What are you doing?!" Shouted Discord. I don't want to kill them, I just want eternal chaos for all Equestria." He shouted but suddenly froze in thin air as he was enveloped in magic from the now combined Flame and Twilight.

"To bad gramps, I'm sending you packing instead." The two spoke out in unison as they all began to glow a bright white. As the light faded the armored Twilight cackled as a now completely stone Discord fell to the floor bouncing slightly as he impacted the floor. They turned just in time to see the brightest light that had ever graced the universe to envelope everything around them.

XXX

"What is that light?" Rarity shouted as she ran outside of her boutique. As she rounded the corner she stopped in awe as she looked toward Canterlot, the entire city was completely enveloped in a bright white light. The rest of the girls except for Twilight all gathered within minutes of seeing the light to talk.

"Girls, I think something bad has happened. We should get to Canterlot pronto." Rarity spoke nervously just before Rainbow Dash busted through the door of the boutique.

"Twilight's gone, I found this note in the library." Dash said as she began to read it.

"Gather the elements and get to the castle. the fight has already begun. Twilight has been captured." "That's all it says." Rainbow said in shock turning the parchment over, hoping to find more words.

"Girls, let's get goin!" AJ spoke up causing them all to nod. They all quickly left the boutique to gather their elements and then head to the castle. They knew not what fight they were about to head into, but they were ready to fight for each other, for their friends, for Equestria.

92. The love of a parent, friend, and loved one.

As the light slowly faded, Armored Twilight turned to see a now armored Celestia standing before her. Flames influence of the purple unicorn faltered for a moment as they gazed upon the princess. Twilight pulling her hooves up to her head, an expression of pain spread across her face as she back peddled.

"P....princess.....AAAAAAAAAAAAAAAHHHHHH!!!!!!!!" Twilight shouted as her eyes glazed over turning back to the yellow cat eyes that belonged to Flame.

"NO! You will help me fight worm!" The voice of Flame echoed as the two shouted in unison.

Midnight and Celestia watched for a moment as Twilight attempted to push Flame away from her but failed. A silent conversation exchanging between the two as they continued watching. "Tia, I think we can win this fight without actually harming Twilight or Flame. If we can..."

*SHING*

Celestia backed away just in time to avoid a massive scythe as it swung by her. "That was too close Night." Celestia spoke as she continued to avoid the blows expertly. Flame and Twilight continuing their assault on the two but missing at every swing.

"HOLD STILL AND LET ME KILL YOU!" Flame shouted in annoyance as they threw the scythe at Celestia, she ducking down barely avoiding it as it scrapped against the tip of her horn. She stood there for a moment just before leaping into the air doing a back flip over the blade as it boomeranged back to Flame. The two catching it expertly spinning it around, ready for another assault but stopped cold as Celestia bolted toward her faster than she could react. Slamming into her and sending her into the wall with enough force to make it collapse on top of her. Celestia fell back as she watched, waiting for the duo to come back.

After a few moments a groan could be heard under the rubble that had fallen atop Twilight and Flame. Celestia listened intently as the voice was weak.

"Princess...............help me." Twilight spoke softly as a cough escaped her.

"TWILIGHT?!" Celestia shouted as she bolted toward the rubble.

"TIA NO! IT'S A *SHING*" The two celestial beings stopped cold as Twilight erupted from the rubble using the scythe as a lance and skewering the duo straight through the breastplate and chest. They stood stock still as an expression of utter shock and pain spread across their face. Twilight pulled the makeshift lance quickly from them, a spray of blood leapt from the would as they staggered backwards falling to the floor, watching the wound gush blood.

"HA! Now that you have been taken care of, all that leaves is your sis..........." Twilight Flame trailed off as a loud feminine voice shouted gaining their attention.

"You big jerk! How could you do this to my daddy?" Screwball shouted as she hugged Discord lovingly as he lay on the ground as a statue. Twilight Flame snickered as his attention was brought to the fallen draconequus, gingerly walking over to them giving a deep evil laugh.

"And what prey tell is a powerless chaos user going to do about it hmmm?" Twilight Flame smirked leaning down as he was laughing. Screwball looked up with tear filled eyes as her expression turned from hurt and worry to that of determination and wrath.

"FUS RO DAH!"

Twilight Flame was blasted with enough force to send him flying through several walls of the castle. Screwball stood up on her back legs and began to walk toward him as a giant mallet manifested itself into her hooves. She disappeared beyond the first wall as several screams were heard following many loud WHAM's.

"Tia......... Get Luna to heal you................ my power is spent.......... I can't hold this form any longer." Midnight spoke as the armor on Celestia glowed softly before whipping to her side forming the dark Alicorn. They both lay there quietly as Luna came forward using her magic to begin healing Celestia and Midnight.

"NO.........Heal Tia first........... I can wait........" Midnight trailed off as the sounds from the following room stopped just as a pinkish purple pony was launched through the hole she had created. The soft clip clopping of hooves against the floor was heard as Twilight Flame made his way back into Celestia's quarters. As he entered though the others noticed that he had been considerably damaged. Missing a wing and the armor cracked in several places as well as blood pouring from Twilight's forehead. They gasped leaning against the wall for a moment to catch their breath while staring down the trio of Alicorns across the room.

At this point Midnight knew that if he didn't end this now, all hope was lost and his foal along with every other living creature on the planet would be ruled by the iron hoof of his alter ego. He looked back to both of the princess' giving a sorrowful smile as his horn began to glow a soft blue.

"MIDNIGHT NO! We can still fight him......... Don't use that spell!" Luna shouted but it was to late as his body glowed a bright blue evaporating and reforming as a void black armor with glowing red flames surrounding the edges of each point onto Luna.

Luna quickly moved Celestia to within the confines of the shield being projected by the unicorn guard before coming back out and facing her foe. Tears streamed down her face as she spoke softly to Midnight.

"Why........... why did you use that forbidden spell............. You won't survive once you return to your original form.........." She trailed off as light particles began to pull from the air to her hooves as she aimed them forward toward Twilight Flame.

"I'm sorry Luna........... It was this.......... or have you, Celestia, My foal, and every other living creature fall under the rule of this monster. Don't worry.......... I would gladly give my life a thousand times to save everyone.......... Now lets end this." He spoke softly as Luna felt him get weaker still. With a visible nod of determination she launched herself forward before Twilight Flame could react as he stood propped against the wall. A smile across Twilight's face. But this was no evil smile, it was one that someone would give when they know they have done something right by helping to stop an evil that could not be stopped alone.

Just as Luna was striking, the armor glowed on Twilight and vanished. Luna could not stop in time but pulled her hooves just far enough to land at Twilight's sides and into the wall. A bright blue beam of light escaping the ends of her hooves as it made contact. The light faded quickly showing two giant holes that went straight through the castle and mountain. The sky visible on the other end of the long tunnel.

Twilight's eyes opened slightly before she fell to the ground in a heap, hitting the floor with a soft thud, stirring up a cloud of dust upon impact.

*tink*

Luna looked down at the floor as a small piece of her armor fell off hitting the floor. Just as it hit though Flame reformed nearby laying on the floor completely out cold, his mane and tail barely a flicker in the pale light of the room.

"Oh my gosh!" Rarity shouted as the girls finally arrived into the room, taking in the damage that had been done. Rarity gave an audible gasp as she noticed Flame laying on the floor thinking it was Midnight and rushing over to him, Luna bolting in front of her and holding her to prevent her from getting near him.

"RARITY STOP! This is not Midnight." She shouted as she fought to hold back the ivory pony.

*tink* Another small piece of armor fell off of Luna.

"Shes right doll..........." A soft voice spoke out from an emerald in the center of the breastplate on Luna causing everypony to stop and look at it.

"Sorry.........everyone........... I had to use........... that forbidden spell.......... again. I can feel myself...........slipping as we speak........... Please forgive me............... I did this.......... to protect everyone............ I love you all........... Please take care.......... Of Starlight Flame..........." The voice trailed off as the glow from the emerald grew dim and the armor on Luna began to fall off in large pieces, hitting the floor with a loud clang or tink as it made contact.

Everyone sat there in tears as they watched the armor fall away. Flame finally opening his eyes and looking forward as he began to croak out his words.

"Idiot.............. Why did he use that soul spell............ Didn't he know he was going to kill me as well?" He groaned taking in labored breaths catching everyone's attention. Luna came over to him, leaning down and snarling into his face.

"It is because of you that we have lost a dear friend today.......... be thankful that you will not live to endure all of our wrath in the coming times." She hissed out into his face as the breastplate fell from her chest and landing directly onto Flame causing a bright flash before disappearing.

"What in tarnation?" AJ shouted as the flash temporarily blinded everyone in the room.

"HOLD ME DOWN!" Shouted Flame as his head bolted upright, a pained expression on his face.

Before Luna could react Flame began to stand up slowly, but looked as if he was being pushed back somehow. "NO! I will not let you take back this body!" Shouted Flame as he continued to force himself to stand. Luna looked down to the armor on the floor, quickly thinking as she picked up a piece and chucked it at Flame, another bright flash exploding forth as it disappeared from sight. The dark Alicorn gave a loud snort as he was locked into a prone position while standing, every fiber in his body shaking as he spoke out through gritted teeth.

"NNNNNNNOOOOOOOO..................... This is MY BODY!" He spoke before cutting himself off. "LUNA! Whatever you did, keep doing it! I don't know how or why but I am regaining control of this form." He spoke out with a growl.

"Midnight?" Rarity spoke softly as she moved forward looking into Flames eyes seeing one yellow and the other a bright green and glowing.

"I soon will be, please hurry." He spoke again as he was forcing the boddy onto the ground. "Restrain me." He spoke causing Luna to nod and cast several restraining spells onto him locking him to the ground.

"NOOOOO! I will have this body, or die trying." Shouted Flame as his horn began to light up slowly.

"NOW! BEFORE ITS TOO LATE! THROW THE ARMOR AT ME!" Shouted Midnight as he fought to hold back the coming magical attack.

He watched as the armor flew through the air and hit him, disappearing upon impact in a bright flash of light. After a few seconds all the pieces were gone, and Midnight was in control once again. He lay there panting hard through labored breaths.

"Is it you Midnight?" Luna spoke as she came near his head looking into his eyes and seeing the bright green that they held. He gave a loud sigh nodding, his body battered badly and laying motionless against his breathing.

"Heal...............the others............" He spoke out still breathing hard.

The girls gathered Celestia and Twilight together as the elements began to glow softly. Without Twilight's element of Magic however, their power together was greatly reduced. The five began to heal the two as best they could before Midnight finally stood once again but fell to the floor near them.

"Fluttershy.............." He managed to speak out before falling to his side to weak to move.

Fluttershy gave a soft eep before coming to his side. "Rarity.......... can you give me a quick magic boost?" He groaned squinting his eyes shut as Rarity nodded, her horn glowing as a stream of magic flowed from her into Midnight. As soon as he had enough magic he began to glow and evaporate, turning into armor on Fluttershy.

"I don't have much strength Shy, but I have enough to help heal those two." He groaned.

"A-alright." Fluttershy responded as her fore hooves began to glow softly, a soft yellow aura enveloping Celestia and Twilight as they lay there.

A minute passed by as the glowing ceased and the armor fell from Fluttershy softly glowing as it evaporated and reformed into Midnight. Twilight and Celestia letting out a soft groan as they awoke to the devastation that surrounded them.

"What happened here?" Twilight asked but stopped as she saw everyone gathers around Midnight. "MIDNIGHT?!" She shouted bolting over, gently placing her head onto his as she began to cry.

"What happened? Who did this?" Twilight asked as everyone looked at her and then to the floor.

"I..........I did this?" She squeaked out in horror.

"You were under the control of Discord and Flame, Midnight's chaotic counterpart. You had no control of your actions." Luna spoke softly looking down to Midnight as he lay there, his eyes closed and his breathing severely labored.

"I fear it may be to late." Came the soft voice of Celestia as everyone turned to her as she lay on the floor, her foal laying in her hooves wrapped in a blue blanket and cooing softly.

Twilight furrowed her brow as her mind raced to think of a way to save her lover. After a minute her eyes snapped open as she began to speak to Celestia.

"Celestia, I once read a story about a unicorn who saved his lover by giving her the blood of his horn. I need to ask you, Is this a true story?" She spoke in a hurried tone looking back to Midnight. Celestia gave a startled gasp hearing this as she stared at Twilight.

"Twilight, If you do this, your magic may never work again depending on the damage to your horn. Midnight would never want you to do this." She spoke in fear watching the purple unicorn as she turned.

"I am partially to blame for this, I should have been more careful. I should have known this would happen. But since I didn't, I can at least save the one I love." She spoke as she raised her head high before bringing it down quickly, her horn impacting a large rock next to Midnight. She screamed out in pain as it hit, she wobbled slightly before doing it again, then again. On the forth hit however a crack flew through the tip of her horn releasing a softly glowing droplet onto the rock. She winced in sever pain as she walked on weak legs a few steps to Midnight.

"With this magic........... I grant thee life." She spoke out as a large droplet formed on the tip of her horn before falling onto Midnight. His body began to glow from the point of impact of the droplet. After a few seconds his entire frame began to glow brightly before gently fading to its original color. His breathing began to steady as he lay there. Twilight falling onto him as the pain from her horn finally took hold of her driving her into unconsciousness. The others stood there gawking slightly but quickly began to separate as several of them went to find doctors and some of the guard.

A few minutes passed as doctors and the guard had been located and brought to Celestia's quarters. Everypony began to work feverishly to help those injured and to finally get Celestia and her new foal to safety. Although Midnight was now stable he had yet to awaken. The day was done, everyone was safe and accounted for as the sun began to fall into the horizon.

Luna stopped however as she looked around the room searching for the stone draconequus and a certain purplish pony that had managed to save the day at the last second. Both were missing. Luna gave a soft smile as she gave a silent thank you to that little crazy pony that had managed to cause some serious damage to the one foe they fought against together. Should she ever show up again, her actions for that day would be rewarded.

A/N: I had planned on killing off Screwball but decided against it as she would be a fan favorite in some later chapters. Sorry to disappoint guys but I just couldn't bring myself to kill her off. She is just too cute and fun to write about. Also, when Luna did her energy attack it looked like the overboost from a mech inArmored core.

93. Instincts and winging it, literally!

The following day was hard for many of the ponies in Canterlot castle. Constructions crews had been called out to fix the damage that had been dealt during the prior days fight. Midnight was getting the once over by a medical team while Twilight had been placed in intensive care, her horn had taken serious damage and it was thought that her overall magical power would be severely stunted due to her act of valor in saving Midnight. Princess Celestia was resting in the medical ward alongside Twilight and Midnight, her foal in her arms resting quietly.

Earlier that day the foal had been examined by the medical staff due to his unusual coat and mane. The foal had a beautiful black coat matching Midnight's perfectly, while on his back rested a set of ivory white wings. His mane was what really concerned everypony who looked at him. While the foal was awake his mane and tail would gradually shift from a magical transparent orange and red color that flowed just like Celestia's to a solid orange and red mane. While he was asleep his mane would shift back to an opaque and remained still until he awoke. Both the princess and Midnight couldn't have been more proud of their new foal. Celestia, after many eons alive had finally bared a foal. There was one slight problem with this however.

"But princess, we need to take him so we can check his health and magic level. He will only be gone for a short time." The doctor spoke rubbing the bridge between his eyes while giving an annoyed sigh.

"But I......... I..........." She stammered while looking from the foal to the doctor then back to the foal.

"Tia, let the doctor do his job, Star will be safe." Midnight reassured her as the doctor slowly took the foal from the princess, she watching every move he made as the foal was taken from the room causing Celestia to tear up.

"Don't cry, Our young one will be alright." Midnight smiled to her only to get a glare in return causing him to recoil.

"This is my first foal and I have NO CLUE why I am acting this way. This is so unbecoming of me that it actually frightens me." Celestia growled to herself while looking at Midnight.

"Don't worry yourself. He is in good hooves right now. I take it you have never had these feelings before." He chuckled slightly.

"Feelings?" She looked at him questionably.

"Yea, the overwhelming feeling to protect your only child from harm. It's a motherly instinct toward their children. The only thing is that if you have waited this long to have a child, then the feelings are going to be much stronger than it would have been when you were younger." Midnight smiled nervously at her as she glared back.

"Then how can I stop these feelings? I am in constant worry. It is as if I am thinking of all of my subjects at once and know they are on the verge of getting hurt or killed. Multiply that feeling times a hundred and that is what I am currently feeling. This is almost unbearable." Celestia sighed flopping back onto her bed.

"This is my first child as well and I feel the same way." He chuckled.

"Your really don't look as if you are having as hard of a time as I." She rolled her eyes sighing.

"It is much different for a male than a female I'm sure, but at times it can get just as bad for either parent for any given reason. Right now I'm guessing you feel as if you could destroy the entire planet without thinking twice just to save Star from getting hurt." He chuckled.

"YES! B-but, how did you know that?" She spoke rather surprised.

"I feel the same way, I just don't let it show." He smirked.

"Even though you are countless years younger than I you still surprise me by doing things that will sometimes take a great deal of effort to do on my part. It is rather remarkable." She smiled as she began to relax.

"I try, but it is harder than you think at times. In my world a male has to be strong for his loved ones, at times very cold and callus just so he can be the support to hold the family together during tough times. There have been many times when I just wanted to break down and cry to my hearts content but couldn't so that I could help support my family in tough times. I may not look it, but I can also be very emotional at times as well."

"That sounds terrible, why would you put yourself through that?" Celestia asked in shock.

"Alright, let me put it this way. Your guards are mostly male correct?"

"Yes, but what does that have to do with this?" She asked cocking a brow.

"A male is genetically programed to protect any and all of those weaker than he, in the face of danger they have an instinct that is called the fight or flight phase. They will either stand and fight to protect those that are in danger, or flee to save his own hide. They can also fight by fleeing and garnering the attention of the danger should it be a creature hell bent on their destruction. Why do you think I always do stupid things when everyone is in danger. I have willingly said I would trade my life a thousand times over to protect those I love. Even those that I know little to nothing about as well."

Celestia sat there for a moment before speaking up once again. "But if you gave your life to protect somepony then, what would save them later if something else could happen to possibly cause their death?"

Midnight sat there in shock for a moment. He suddenly realized that all of his previous endeavors in saving ponies and loved ones could have gone terribly wrong had he actually died, and now Twilight risked her life, and possibly ruined her chances at magic permanently by saving him. He gave a heavy sigh as he looked up to Tia again speaking.

"I realize now that my previous decisions were rather stupid. I could have made tactical retreats without endangering anyone further but failed by going headlong into the battle. Although the battles came out in my favor I still should have thought things through better to prevent other bad things from happening. I am going to have a time attempting to help Twilight heal her horn." He sighed as he finally realized what he had done.

"You know you don't have to do that right?" Twilight spoke up looking over to Midnight.

"Twi? How long have you been awake?" Midnight stuttered.

"Long enough, and don't worry about me. It was my choice and I can live with that decision." She smiled softly looking at Midnight. "How is the foal? I didn't get the chance to see him yet."

"Little Star is fine my dear. The doctor will bring him back shortly." Celestia smiled.

After a day of rest the trio had been released from the medical ward of the castle to return to what they wanted to do. Celestia would be taking time off from her royal duties to tend to her new foal. Midnight would be back and forth from Ponyville to the castle taking care of Twilight and seeing his foal along with Celestia, and Twilight was taking a well deserved vacation in the library she called home. She was order by the doctors and the princess herself to avoid using magic for the next month while her horn began to heal itself. Any magic use could end up hurting her further to the point where she could possibly never use magic again, and for a unicorn who specializes in magic, this next month was going to be utter hell, for Spike anyway.

"Spike, I need you to get me a couple books before you head out on those errands." Twilight piped up as Spike was getting his backpack on to head into town to get a few items requested by Twilight. After Spike had retrieved the books that had been asked he took his leave heading into town, leaving the purple unicorn to fend for herself.

As Twilight began to read through the books she began to worry more and more about her horn and magic, the books she was reading were by no means very old, but were the best in the medical field in regards to Unicorns. She had come across the repercussions of what she may endure since damaging her horn, and did not like them at all.

"Magic sickness, less resistance to spells, severely weakened magic and usage depending on damage to the horn, the list keeps going. UGH! I can't believe there are so many drawbacks to damaging my horn......" She trailed off thinking of Midnight, a small smile spread across her face. "At least it was worth it." She chuckled before closing the book and trotting toward the door to the library. As soon as she reached the door however she stopped to look at the door knob. She had always used her magic to open the door and never really tried other methods like earth ponies or pegasi. She continued looking at the handle until a knock came at the door startling her back to reality. She stepped back from the door while speaking.

"Come in."

The door swung open slowly as Midnight poked his head inside seeing her standing there oddly.

"Twi? Something wrong?" He asked pushing the door the rest of the way open.

Twilight gave a disheartened sigh as she came up to Midnight giving him a nuzzle. "Sorry, it's just being a unicorn without magic is pretty hard. I only had to deal with this for about a week in the past when I caught that magic cold. Having the thought of possibly having stunted magic among other problems dealing with my horn has really put a damper on my mood. I'm sorry, I don't want to be a boMMMPH!" She stopped suddenly as Midnight pressed his lips to hers then pulled away with a smile seeing her shocked expression.

"You are not a bother Twi. I understand your thoughts on your horn and I will do everything within my power and more to help return your horn back to its original glory." He smiled as he used his magic to lift the unicorn onto his back and trot outside.

"Now then, I'm assuming you were about to head out and into town before I knocked." He said as he looked back seeing her sheepish grin.

"What makes you say that?"

"Because I was standing at your door for a good five minutes before I heard you walk up to it then stop. After a couple minutes I thought I should interrupt your train of thought." He chuckled.

"Why were you standing outside the library for five minutes?" She asked giving a smirk causing him to squeak.

"I.....um...........well I was.............. sorta..........." He trailed of, his mane and tail turning slightly pink.

"Uh huh, From the looks of your mane and tail I think it was something embarrassing." She giggled causing him to sigh in annoyance.

"Let's wait until later to discuss that. In the meantime though why don't you tell me why you were heading into town." He chuckled.

"Well, to be honest, I was going to head to Zecora's to see if she has any type of potion to help my horn heal properly."

"Really? What a coincidence, I was heading there myself." He smiled as they began to trot out of town toward the Everfree forest.

"That is rather strange of you to head into the forest just to see Zecora. All of those spiders and monsters lurking about doesn't upset you?" She smirked only to cause Midnight to roll his eyes and give another annoyed sigh.

"I'm going to let you in on a little secret. I made a new spell that bounces off everything that hits it except of course air since I still need to breathe. Now I don't have to worry about those little monsters getting anywhere near me. They still creep me out but now I wont have to worry about them touching me." He laughed out in defiance.

"Sounds like an interesting spell. You'll have to teach me it sometime." Twilight giggled but stopped as she noticed Midnight's questionable look.

"I'm afraid of snakes......" She spoke softly looking away rather embarrassed.

"Seriously?" I think snakes are freaking awesome. Why are you afraid of them?" He began to laugh but stopped noticing her discomfort.

"It's like you with spiders. I don't know exactly why but they scare me."

"It's alright." He smiled.

"Anyway, why did you need to go to Zecora's?"

"Well, remember when she gave me that potion a long time ago in exchange for some of my mane when I had been reverted to a colt?"

"Yea, what about it?"

"Well, I told her that should I ever bleed or loose something that pertains to my body that I would bring it to her."

"What? What in Equestria are you taking her?" Twilight asked in slight shock.

"If you promise you won't freak out or get sick I'll show you." He sighed shaking his head.

"Fine I promise." She sighed rubbing the bridge of her nose.

Midnight sighed once again as his horn lit up, a small portal popping open next to Twilight. "Look inside."

Twilight cocked a brow as she pushed her head into the portal then pulled it out quickly looking at his wings then back into the portal once again before pulling her head out with a shocked expression.

"WHAT! THE! HELL!?" She shouted in disbelief.

"Yea, ya see. That fight was pretty bad and I lost a wing in the process, I managed to make it grow back with the influence of magic but I managed to keep the wing that was cut off. I figured Zecora could come up with some serious potions if we ever needed them."

"That is just...... gross, how can you pack that thing around with you like that?" She spoke looking a little green.

"I'm not packing it around, its inside my stash area. plus while anything is in there time doesn't pass by so I could keep it there for years in this time but it would be instant there." He chuckled still seeing her expression of utter horror.

As they had finally arrived at Zecora's Twilight hopped down from Midnight trotting up to the door and giving it a know. After a moment Zecora answered letting the two in.

"What a lovely surprise, Twilight and Midnight have arrived before my eyes." She smiled as she went back to her cauldron to continue stirring it.

"Hey Zecora, been a while." Midnight smiled to the zebra as he spoke.

"It has been a while I must admit. But seeing you here has done the trick. What prey tell brings you here, something good I hope my dear."

"Well, I was wondering if you had a potion that could help fix my horn." Twilight asked as she lowered her horn before Zecora.

"My goodness, your horn looks rather bleak, I would take a guess that it makes your magic weak?" She said as she turned to a table covered in potions. Gently pressing some of them to the side as she looked for one in particular.

"Unfortunately I had no choice but to damage my horn to save a life. I wish that I could have done something else because now I can't use magic for a whole month, and it still doesn't guarantee that I will have the same magical capability as before." Twilight sighed looking up to Midnight.

Zecora turned around with a disheartened smile as she spoke. "I am sorry to say that the potion you seek is not here. I lack the ingredients to make it my dear."

Twilight gave a sigh looking to the floor as she began. "What type of ingredients would you need to make the potion?"

Zecora stopped for a moment as she went to a small cupboard pulling out a book, she came back over to her guests showing them the ingredients needed. Midnight gave a questionable gaze at one of them.

"This one says something from an incredible magic source. So that means anything as long as it comes from something with a lot of magic right?" He asked looking up to her from the book.

"True, but finding the item is the key, for you see, it could be something of a mystery. Something more powerful than a magic well, only time can show and tell."

Midnight looked to Twilight and smirked only to cause her to facehoof before he began.

"Zecora, I actually may have something you could use if you don't think it to be a little gross." Midnight chuckled nervously as his horn lit up.

"Hmmmm? An item you have of magical use? More powerful than a well....... I.........deduce?!" She trailed off as Midnight pulled the wing wrapped by a rope, a thick cloth snugly fit around the stub to keep the blood from dripping from it. He floated it carefully over to Zecora who looked at it in astonishment before zipping over to Midnight to check on his wings. She looked at both sides several times in shock to still see them both attached to him. She opened her mouth to start speaking but Midnight beat her to the punch.

"Before you begin let me tell you that this IS one of my wings. There was a bad fight in the castle the other day which caused me to loose it but with the help of some magic it grew back. That is also why Twi has that crack in her horn. She did that to save my life. So can you use this wing to make a potion to fix her horn or not?" He smirked seeing the zebras mouth agape as she nodded.

"Alright then. We shall take our leave. I'll be back in a few days to check on the potions progress. Thanks Zecora." He smiled as he turned to the door but stopped as Zecora spoke up.

"So you have given this rare item to me? To brew countless rare potions and save many a pony?" She asked almost in tears.

"You betcha. First thing on the agenda though is to fix Twilight's horn. That's all I request, and maybe a few potions for emergencies in the future. Never know when another God awful disaster is going to happen." He chuckled as they recieved a smile and nod fro Zecora. They nodded in return as they took there leave heading back into town.

"Want a lift?" Midnight smiled nodding to his back.

"Sure, but how about we go for a little flying session. I think it would be nice to get some fresh air." Twilight smiled as she hopped up onto his back wrapping her arms around his neck and giving his cheek a kiss.

"Anything for you doll." He chuckled as his horn lit up and teleported the two through the canopy to high in the sky. As the appeared however he began to hover in the spot before seeing exactly where he was. "Where to?"

"Anywhere is fine with me. I haven't been flying with you in a while so I think I'll just sit back and enjoy the view." She chuckled.

"As you wish my dear." He grinned as he took a steep dive making her scream out in terror before he leveled out. She grabbed tightly around his neck gasping and shivering in fear for a moment before popping him upside the head with a hoof.

"DON'T DO THAT! You know I hate it when you pull a stunt like that." She growled while pouting a lip at him.

"Sorry, couldn't help myself." He snickered before banking slowly. How about we head to Canterlot. I'm sure the princess has gotten all of the formalities out of the way so she can spend some time with Star.

"That's fine, I'd like to see him again anyway. I didn't have much of a chance the other day before we all left. Plus I'm sure that she will want you to spend some time with him as well." Twilight smiled as they continued their flight toward Canterlot Castle.

"Yep, I bet everything is going smoothly for Tia and Star." He smiled.

95. A fight for a better future

After a few days to prepare for the start of training his first squad of ponies, Midnight had met with several of the captains of the guard. Each having control of their platoons and all answering to the royal captain of the guard Shining Armor. Twilight had arrived in Canterlot to oversee the first part of the training as Midnight would first have to contend with her brother in order to gain the respect of the other captains. After several minutes of discussion, Shining Armor had refused to give control of any of the platoons to Midnight, regardless of his status as an Alicorn since Celestia herself had never once stated that he would be a co-ruler of Equestria.

Since discussions failed it was time to move on to the challenge. In order for Midnight to gain the respect and control of the guard, he would first have to beat each captain in combat. Unfortunately for him there were four captains. Three of which were under the direct order of Shining Armor. Each captain was a different pony race. A unicorn, pegasus, and earth pony. Each squad had a specialized field that would make them stand out from the rest. The unicorn guard was co-directed by Shining Armor and Whip Lash. Two of the more powerful unicorns that resided in Equestria.

The captains had all gathered in the Cathedral for the fight. It had been opened up, all of the floor seating removed and stored. The carpet pulled and rolled up as well revealing a hard stone floor. Seats had been placed around the walls to make it look like an ancient arena that was open to the air much like the Cloudisium. Almost everypony that resided within the guard force had shown up to watch the fight. Each platoon cheering for their own captains as they were introduced before the fight would begin. Celestia had a box seat on the floor level so that she could keep watch of little Star while everything was going on in front of her. Twilight sat at her side playing with Star and watching the arena area nervously. Her thoughts resting on how her brother was going to defend himself against an Alicorn that was more powerful than Celestia herself. She knew this was a one way fight and had begged her brother just to accept defeat and go under Midnight's counsel and training. Unfortunately for her and Midnight, Shining Armor was rather headstrong when it came to his command. The arena was full to the brim with ponies of all kinds, most of which were from the guard while a few others were either friends or family of some of the guard.

After finally settling in a hush fell over the crowd as Luna appeared in a flash in the center of the cathedral. She began to speak using the royal whee.

"Fellow members of the royal guard, Welcome to tonight's event. You have all gathered here to witness a new age of power for Equestria. As you may know, Our resident hero Midnight Flame wishes to help the royal guard to become far stronger than it is now. However he is not a co-ruler to Equestria as per his wish. This has in turn become a problem as he wishes to help keep Equestria safe from harm by teaching everypony within the royal guard how to better defend themselves and fight for your princess' when time calls for it. The captains of the royal guard have all agreed that everypony within the guard is well trained and can fight valiantly without further training. Midnight says differently."

A resounding boo sounded out from the crowd at the last sentence but quickly fell silent as Luna raised a hoof to silence them.

"Your captains have agreed that in order to have Midnight train not only you, but them as well. He must defeat each captain in succession without fail. Then all four at the same time. Midnight has also agreed to give each captain a handicap as well."

A roar of laughter erupted from the crowd from that statement, also causing each captain to snicker.

"Midnight Flame will fight each captain as the same race of pony. If he wins all four fights he will return to his Alicorn self and fight all four captains at once. Should Midnight loose a single fight he will forfeit his plan to retrain the guard. The battle begins in five minutes and will start with our Earth pony Captain, Iron Clad."

As Luna finished announcing the first contender for the day, a roar erupted once again from the crowd. The majority being the earth ponies that all stomped the ground hard sending a shock wave through the entire cathedral. Midnight was on his way to the arena door when he stopped at the floor booth that Twilight, Celestia, and Starlight was in.

"Hey girls." He smiled popping his head in the room. He heard a loud giggle below him as he looked down seeing Star smiling up to him. "Hey squirt, is daddy's lil colt behaving?" He chuckled leaning his head down to blow bubbles on the colts belly making him squeal loudly trying to get away. Twilight and Celestia gave a soft giggle watching him before Twilight spoke up.

"Midnight, I don't want you to fight anypony, especially not my brother. He is probably the strongest Unicorn in all of Equestria next to me and I don't want to see either of you getting hurt, or worse." She sighed looking away as the tinge of fear crept through her voice.

"Don't worry Twi. I'm not going to kill or maim your brother or any pony for that matter. I'm just going to beat the snot out of them so I can then teach them how to properly defend themselves while also being able to attack with maximum strength but with less effort. Twilight, I hate that things had to come to blows but in the end, Equestria will have a military to fear after I am done with them." He spoke as Luna spoke out once again in the royal whee.

"Contenders to the arena floor!" Luna shouted as Iron Clad stepped through a door on the far side of the arena, everypony in the arena cheering loudly for him. Midnight smiled to the small group within the booth before teleporting to the arena floor, walking up to Luna and Iron Clad as they stood in the center of the floor. Iron Clad had a dark rust brown coat and a blistering white mane that stood out against the darkness of his coat. His very demeanor seemed threatening as Midnight stood there looking him over. Midnight's horn glowed as his body began to shrink to the same size as Iron Clad's. His horn and wings disappearing as he shrank. The two ponies stood there looking at each other, Iron with malice, Midnight with a smirk. Luna looked to each of the two ponies and began to speak out in a normal tone.

"Alright you two, this fight is no holds bar, anything goes as long as you don't kill each other. The fight will end if one of you give up, or get knocked out. Are we both ready?"

"Yep." Midnight smirked.

"Yes your majesty." Iron spoke as he took a defensive stand.

"FIGHT!" Luna shouted just before teleporting away.

The two ponies jumped backwards from each other as they began to circle each other slowly. Sizing each other up as they began to talk.

"So yer gonna try and beat an earth pony without using yer magic or wings huh? Yer about to get a nasty wake up call. They don't call me IRON CLAD for nothing." He chuckled to Midnight.

"I haven't met you before so I know nothing about you or how you fight, So in essence I have given you two handicaps. To bad I'm still going to beat the snot out of you." Midnight chuckled only to get an annoyed snort from Iron Clad.

"Let's dance." He snickered as both of the ponies lunged forward quickly closing the gap, both rearing back onto their back legs and slamming their heads forward head butting each other. A loud crack exploded from the impact causing many of the ponies to cringe at the sound. After a moment the two ponies jumped back looking at each other. Midnight was slightly stunned from the blow as his vision slightly blurred. After a moment though he felt something warm slowly creeping down his face. Another roar erupted from the crowd as first blood had been spilled. Midnight had a large gash across his forehead where the two had hit.

"Not bad, for an earth pony." Midnight snickered causing Iron Clad to snort in annoyance and charge again. He jumped spinning around as he pulled his legs in for a powerful buck. Midnight ducked just in time as the hooves blazed past his head within inches. As soon as the legs were fully extended he launched his head straight up hitting Iron Clad hard in the gut and launching him into the air flipping head over tail several times before he hit the floor with a loud thud.

A hush fell over the crowd as Midnight stood there waiting. Iron Clad slowly making his way to his hooves while coughing. He opened his eyes glaring at Midnight as he began to speak.

"Ah was going teh go easy on ya, but ah think its time to pull out the big guns." He smirked as his body began to glow a soft green.

"What's this? I didn't know earth ponies could use magic." Midnight stood there in slight shock as he watched Iron Clad begin to grow a lot thicker. His muscles bulging and becoming more pronounced than before. After a few seconds the glowing stopped.

"Didn't the princess tell you? I'm one of the only earth ponies alive that can call forth their passive magical ability. I use mine to get a lot stronger and far more durable. I hope you've had fun because I'm ending this here and now." He gave a battle cry as he charged Midnight. However this time he was a little slower. He began bucking and kicking wildly at Midnight, missing every blow. After a minute or two of this the blows began to get wilder and desperate. After nearly five minutes Midnight could tell that the magic the earth pony had used to bulk up with was also impairing his judgement and causing him to get very hot headed and careless.

After another missed buck Midnight slunk down, rocketing his back hooves hard right into Iron Clad's gut sending him up and into the air. He let out a pained grunt as the wind was knocked from him, but it wasn't over yet as Midnight turned quickly while the earth pony was flying upwards into the air. He jumped up grabbing onto the pony wrapping his forehooves around his lower torso spinning him upside down as his back legs wrapped around his torso. The momentum of the grapple and jump spinning them in the air as they came crashing down to the floor, Iron Clad's head hitting the ground with a ear splitting crack. Midnight let go of him jumping back as the body fell to the floor in a lifeless heap. The crowd fell silent for a few moments hoping Iron Clad would get up from the hard hit, but he never did. Luna teleported into the arena checking on the fallen earth pony.

"Midnight wins by knock out!" She shouted causing the entire arena to cheer. All accept the earth pony platoon who grumbled at their captains loss.

Midnight quickly returned to his normal form, his horn glowing as it began to heal the wound across his forehead. A scar taking its rightful place as a reminder of another battle.

"The next fight will be our pegasus Captain, Blizzard Wind! Contenders to your positions!" Luna shouted.

After a few seconds Midnight had shrunk to the same size as the Pegasus Captain. His horn quickly disappearing as his wings remained. The two ponies stood there sizing each other up as Luna reminded them once again about the rules before shouting loudly.

"FIGHT!"

Midnight ducked quickly as Blizzard shot over where he was just standing like a rocket.

"DAMMIT this guy is as fast as Dash!" Midnight croaked out in disbelief as he watched the pegasus Captain bounce off the side of the arena as he bolted back toward him. Midnight jumped into the air quickly as a wing clipped the edge of his tail. He turned in time to see the Pegasus pull up into the air doing a loop and hitting Midnight square in the chest as he drove the Alicorn into the ground with a resounding crack, adding a buck to strengthen the blow as he hit. Midnight gasped out as the wind was knocked from him. Jumping up and onto his hooves as he tried to breath once again but was hit hard several times by the wings of the Blizzard white pegasus in front of him. Each blow causing Midnight to back peddle again and again until he was up against the wall. Midnight pulled his hooves up in front of him to block the hits as he began to slowly regain his composure, his eyes focusing and beginning to read the pegasi movements.

After a minute of relentless blows Midnight saw an opening and took it, ducking down as the bend of a wing flew toward his head only to miss and hit the wall with a loud crack. Blizzard let out a loud yelp as he back peddled, a pained expression on his face as his wing drooped slightly.

"My turn." Midnight smirked as he launched from the wall directly into Blizzard, his hooves wrapping around him as he bolted across the arena directly into the wall causing it to collapse onto them both. Midnight busted through the rubble doing a somersault and landing on his hooves ready for another strike as the pegasus pulled himself from the rubble, His left wing in shambles and swollen at the joint. A gash across the side of his face bleeding as he stood there panting. Midnight took this opportunity to charge closing the gap quick.

"I YIELD!" Shouted Blizzard causing Midnight to stop in mid air as a glow encased him. Midnight was set down and released from the spell as he stood in slight awe at what had happened.

"Why did you yield captain?" Midnight asked in shock.

"You busted up my wing. I'm of no use if I can't fly. Most of my attacks deal with me using my wings to increase the force of the attack. I lost as soon as I hit the wall with my wing." He groaned as he hobbled to the exit of the arena looking back at the Alicorn as he returned to his normal self.

Midnight gave a sigh as he headed back to the center of the arena where Luna stood with the third contender, A dark blue Unicorn with an off green mane. His name is Whip Lash. Midnight quickly turned his form to that of a unicorn as he got into place looking to Luna as she took in a breath and shouted.

"FIGHT!"

The two ponies began to circle each other slowly to Midnight's surprise.

"So your name is whip Lash. What is that about?" Midnight smirked watching the unicorn smile as he continued walking.

"Believe me when I say this. My magic will have you doing a double take every time." He grinned as his horn lit up. Midnight's doing the same as he raised a magical shield around his frame. Whip smirked as a bright flash erupted from his horn temporarily blinding Midnight.

"So what do you think?" Came the multiple voices from all around him. Midnight gawked as he looked all around himself seeing countless versions of the pony he was fighting all snickering at him as he spun around. Midnight smirked as he stopped causing the snickers to recede as Whip put on an angry scowl.

"What are you smirking at punk!" Yelled the group of ponies.

"Nice illusion, but you're rather out of practice." Midnight chuckled.

"Out of practice? What are you talking about?" Whip growled as they all began to move forward, closing in on Midnight as he stood stock still waiting.

"You know, mastering a spell will help you survive longer. Just learning the basics is what gets you killed in battle." Midnight grinned as his horn lit up once again causing all of the ponies to stop as one of them was lifted into the air. Whip let out a yelp of surprise as his illusion spell faltered, making everyone of his duplicates vanish into thin air. Midnight pulled him through the air upside down to right in front of him.

"Ready to give up?" *WHAM* Midnight back peddled dropping the unicorn onto the ground as he stumbled from the sudden hoof that landed across his face. Whip grinned as he flipped upright landing onto the ground, quickly turning and bucking Midnight hard causing him to fly backward and skidding across the ground. He lay there motionless as Whip looked at him before a loud cheer erupted from the arena.

"Not bad." Midnight chuckled loudly as the fallen version of him disappeared into thin air. *WHAM* Whip was sent reeling across the arena floor by Midnight as he reappeared next to him. Whip slowly getting to his hooves as he growled out at Midnight.

"But how did you do that? I felt myself hit you!" He snarled.

"Simple illusion trick like yours, but with a twist." Midnight smirked as he trotted over to the shaking unicorn. "Yield, and save yourself the embarrassment of defeat."

"Not while I still breathe!" He shouted turning quickly and bucking Midnight hard only to hit air as his hooves went straight through the illusion.

"WHAT!?" Whip managed to shout just before a flash erupted from behind him. A magical beam hitting him hard and knocking him out before he hit the floor unconscious. He remained there for a good ten seconds before Luna appeared.

"Midnight wins!" She shouted as a cheer erupted from the crowd. "There will be a short intermission before the next match. It shall begin in exactly ten minutes." She continued before vanishing from the arena floor.

Midnight quickly teleport from the arena to just outside the door of Celestia and Twilight's booth. He gave a quick knock before entering only to see Shining armor talking with the two ladies inside. Little star on the far side of the room in a crib asleep. Shining Armor gave him an icy stare as he entered.

"Did I miss anything?" Midnight asked as he walked up to the group. Twilight lowering her ears and pulling back slightly as Shining gave a snort.

"What is the meaning of all this? Why must you fight the royal guard?" Shining asked looking toward Midnight.

"I offered to teach the guard how to better protect these lands from other threats. You and your captains declined the offer. This was the only alternative other than me becoming a co-ruler of this kingdom and forcing you to listen to me as your king." Midnight snorted.

"Then why not become a King so that you can help protect these lands and leave my sister alone." He snapped back only to cause Midnight to lower his head as a glare crept across his face. He pressed forward right up and into Shining Armors face as he began to speak.

"I have saved this world multiple times because of the guards inability to properly protect the life of this world. I have given my life several times to save this world and your sister from the grasp of death itself. I love Twilight, Rarity, and Celestia as equals and they accept my decision on further training your weak guard. If I have to fight every single one of them in order to gain their respect so that they would welcome my knowledge on fighting then by all means. Let it happen. I have seen death many times and have killed countless people during war times in my home world. If you think I would back down from a fight for any reason, then you are sadly mistaken." The sheer ice from Midnight's words caused the three ponies in the room to recoil not only in fear, but shock at knowing that Midnight had killed many in his time as a human on earth.

"You have killed others?" Shining Armor gulped slightly pulling away.

"I have. Although I regret having to do so, it was an inevitable part of war. I do not enjoy taking life from others. But if it means I can protect those I love and care for, Then I will not think twice before tearing my enemy apart." Midnight's gaze caused the white unicorn to shake in fear before Twilight stepped between the two males.

"Stop it! You will not hurt my brother." Twilight growled at Midnight causing his eyes to widen at the sudden interruption.

"I'm not going to kill him. But I am going to show him the terrors of war when we fight in a few minutes." He said looking back to Shining. "If you are not prepared to deal with war, then what good will you be in the fight to save those you care for? I am offering to teach your fellow ponies how to deal with the stress of war and to protect everything they love. If you can't handle that then I will take over as Captain of the royal guard." Midnight snorted causing the three to gasp in surprise.

"That is my position. You have no right to say that." Shining growled but stopped as Midnight pressed his forehead to his, eyes burning with unknown fury.

"I have the power to move the stars. If I was still human I would say that you were right. But I am an Alicorn now. This world would have perished had it not been for me on several occasion. With power comes responsibility. I am responsible for helping this world remain alive through times of great pain and suffering. You, nor anyone else will stand against me if that time should arise again. Take heed in my words, for the day may rise again to try and destroy all life on this planet. I would like to at least say I tried to save this world by teaching those around me how to better protect themselves. Then I can rest in peace knowing I at least tried."

"Enough you two. Settle this in the arena." Celestia scowled toward them.

"Very well." They both spoke in unison as they exited the room walking side by side to the arena entrance.

"Shining." Midnight began, catching him off guard at how his tone had changed to something much lighter.

"Y-yes?

"You know I love your sister right?" Midnight sighed.

"She has told me that before, and she loves you. Although I don't care much for your type of relationship with her, I can tell you make her happy. But should that ever change and you hurt her, Celestia herself will not be able to hide you from my wrath." He grinned.

"Understood brother." Midnight winked as they exited into the arena together.

"Wait......WHAT?!" He spoke out in shock causing Midnight to chuckle as they arrived at the center of the ring.

"Are the contestants ready?" Luna shouted getting a nod from Midnight and Armor.

"FIGHT!"

The two unicorns began circling as they began to talk.

"What did you mean by brother?" Shining asked giving a confused glare toward Midnight.

"Well, that is what you'll be in a few months." Midnight chuckled causing him to finally catch the hint.

"Have you already asked her?" He spoke rather shocked.

"Not yet. I had planned on doing it in a few weeks from now. I doubt she would say yes after I mop the floor with you." Midnight grinned lowering his posture, his horn glowing brightly.

Shining armor chuckled doing the same. "Bring it! And if you win I'll give you my approval. If not then you have to leave Twilie alone."

The two burst forward headbutting each other, their horns scrapping together in a shower of sparks as Midnight spoke out.

"Even if I loose you still couldn't keep me from Twilight. I would fight for her until my last breath." He laughed as they both shot apart in a blast of light skidding backwards across the arena.

As they began to attack each other a large purple shield lifted from all around the arena enclosing them. The magic that was being used triggered a safety measure spell so that the crowd would not be harmed.

"EAT THIS!" Shining yelled as his horn burst forth with incredible light as beams of magic shot forward at Midnight. He only grinned as his horn burst with a spell of its own.

"Only if you can hit me." He yelled back as he vanished reappearing several paces to the side and closer to Armor causing him to gawk slightly before shooting another beam at him. This kept happening until Midnight was directly in front of him smiling. Armor back peddled just as a hoof found its place across his face knocking him off balance and onto the floor. Midnight stood there looking down at him for a moment until Armor turned, glaring at him his horn lit up brightly as he was enveloped in a purple shield. He bolted toward Midnight expecting to hit him but passed straight through him. He gawked for a moment sliding to the side as the illusion rippled in the air. The fake Midnight walked toward Armor grinning as it wavered in the air.

"What's wrong Shining armor? See a ghost?" He spoke as he came within a few paces of him.

"SHOW YOURSELF COWARD!" Shining yelled out looking away from the illusion.

"Not very smart to look away from an illusion pretty boy." The fake Midnight laughed as he raised a hoof striking Shining once again knocking him to the floor.

"How in Equestria?" Shining spoke out in shock as he got to his hooves again. This time he was not stunned as the shield around him absorbed the hit enough to just put him down.

"Didn't Twilight tell you? I know over five thousand spells. Plus I can cast more than one at a time, and in conjunction with each other." Midnight laughed seeing the horror spread across his face.

"So you're casting an illusion spell and a shield spell at the same time?!" He spoke out as he avoided another hoof as Midnight swung at him.

"Very good. But learning that won't save you from getting your flank handed to you." Midnight smirked as he struck Shining from behind sending him toward the fake Midnight who then bucked him into the air. Another illusion of Midnight appearing and grabbing him and pile driving him into the floor of the arena. He lay there motionless as the shield flickered around him.

Midnight flickered back into reality from his invisible state walking over to the fallen Shining armor. "Ready to give up pretty boy?" He smirked but stopped in shock as Shining flickered like his illusion as he smiled up to him.

"Not exactly." He snickered just as a bolt of magic landed directly into Midnights side blasting him across the arena causing the crowd to roar in applause. Midnight stood up on shaking legs from the blast as he spoke, his horn glowing.

"Not bad kid, seems you were watching each of my fights. Seems you can learn a few things, and that is only going to make this win that much sweeter." He grinned as he cast a sight spell onto his left eye. As soon as the spell started Midnight ducked down to avoid a hoof from an invisible Shining armor as he bucked at him. Within an instant Midnight had grabbed the shocked unicorn spinning him around and into the wall to stun him for just a second then dropped him to the floor as he raised a hoof up bringing it down to finally knock him out.

The crowd fell silent as the hoof stopped within an inch of Shining Armors head. Shining was looking up in horror at Midnight, his hooves extended to try and protect himself. He breathed hard staring at him for a moment until Midnight moved away.

"What are you doing? You could have ended it right there?" Shining shouted at him.

"Defeating you would defeat the purpose of training you. I could break your will to fight by beating you in battle or I can stop and offer you a hoof to a better future for you and all of Equestria by teaching you how to fight. My offer still stands, as a friend and future brother in law, I will offer you one more chance to surrender so that I can teach you and all of the guard how to better protect this world. What is your *ZAAAAAAAAP*"

Midnight was sent reeling across the arena into the far wall bouncing off the protective shield in front of the crowd. He hit the ground smoking from the fiery blast, slowly getting to his hooves.

"Does that answer your question ALICORN!" He shouted back as his horn began to grow brighter.

"THAT'S THE SPIRIT! NEVER GIVE UP! NEVER SURRENDER! You have guts my boy! That is a fine quality in a captain. But also stupid when facing an enemy you know you cannot defeat." Midnight stopped at his own words as he realized he had done the same thing every time the world had come under attack and he face impossible odds only to fall as he defeated the evil that had tried to kill everything. He sighed as he walked forward toward Shining armor, his expression neutral. As he got closer Shining could see it in his eyes. That same passion that he was feeling that very instant. His horn began to dim until it was glowing no more. He rose from his attack position to that of a neutral as he looked Midnight in the eyes.

"I yield." Shining Armor spoke out causing the entire arena to gasp out loud. Luna as well as Twilight and the other three captains appeared in the center of the arena as the two walked toward them.

"Captain? Why did you yield?" Asked Whip as he stared in shock.

Shining armors horn lit up as he cast a spell to amplify his voice as he began to speak to the arena.

"Fellow guard and friends. I have yielded to Midnight for many reasons. But one reason alone is why. He has seen far greater evil than any of us could see. He has dealt with war and death. His experience alone outshines us all and he is willing to teach us to protect not only ourselves, but our loved ones and our home. I for one would like to live until I am old and have grandfoals that I can tell stories to. I want us all to live happily and safely from here on out. If that means I must put aside my pride as a stallion in order to better protect those I love and care for, then so be it." He spoke causing everypony to whisper to one another. That was until the clip clop of hooves against stone was heard. The single pair multiplied and kept going until the entire arena was cheering loudly.

Celestia moved to his side talking into Midnight's ear. "I think you have just gained the respect of the captain and the royal guard my dear. You will have quite the bit of work ahead of you from this moment forward. Are you willing to continue?" She asked pulling back seeing the determination across his face as he nodded.

"Nothing can stop me from protecting this world now." He smiled.

96. Bootcamp Day 1

It had been a few days since the battle in the arena between Midnight and the captains of the royal guard. Over the next few days Midnight had been arranging a bootcamp for the first set of troops. The camp was very similar to his home world bootcamp he had lived in during his training. A barracks and multiple beds for each of the guard. This along with a vast training area filled with obstacles and various tracks to sharpen each of the ponies skills. The camp had been made just outside of Ponyville in a field near Sweet Apple Acres. The apple family had volunteered the field as it was no longer fertile land and no plant life other than some dieing grass was growing there. The first set of ponies had arrived in the camp later the previous day. They had all gotten to bed in a timely manner within the barracks as they knew from what had been told to them by their captains that this new training regime was going to be intense and far more difficult than the regime they had first gone through.

All through the barracks each pony was silently sleeping as the night passed slowly by them. Each of the guard content, curled up in their blankets as they lay in silence. The light of the sun could bee seen on the horizon as it was just below it. Ready to breach at any moment.

*SNAP*

In a blinding flash with the crack of a whip Midnight appeared in the middle of the barracks as he began to bellow out in the royal whee.

"EVERYPONY AT ATTENTION! NOW NOW NOW UP UP UP. GET YOUR LAZY FLANKS OUT OF BED NOW BEFORE I START TO STOMP A MUD HOLE IN EACH OF YOUR FLANKS!" He began shouting as soon as he appeared. Many of the ponies screaming out or falling out of bed from being startled. Others stood up in shock as they began to jump from bed within a few seconds, standing at attention at the foot of their beds. Midnight began to walk down the isle as they all began to finally wake up. He kept shouting at them until he reached a single bed where one pony was still covered in his blanket, asleep and oblivious to the world.

"GET YOUR ASS OUT OF BED THIS INSTANT PRIVATE!" He shouted causing the blanket to ripple over the sleeping pony as he still lay there completely asleep.

"SIR!" A pony spoke up that was standing at attention the next bed over. Midnight turned to the private giving him a questionable scowl. "He wears ear plugs while he sleeps sir."

Midnight gave a growl as he spoke out in the royal whee his horn starting to glow just before speaking. "I would advise everypony to cover their ears very well, that is, unless you want to be deaf."

At that moment Midnight was taking in a deep breath as the magic from his horn enveloped his throat and mouth, the earplugs being quickly pulled out of the sleeping ponies ears. Every pony within the barracks quick took cover onto their beds pulling pillows and blankets over their heads.

Outside the barracks Shining armor and Whip Lash were walking by when the windows to the barracks suddenly exploded outward as a deafening shout erupted from inside. The two startled Captains watched as something shot straight through the room into the air above the barracks then quickly fell back down through the same hole it had exited.

The two captains looked to each other in horror before running into the barracks to seat what had just happened. Upon entering they saw an earth pony laying on a completely crushed bed in a daze, Midnight stood at the foot of the bed with a scowl across his face while staring at said pony. Every bed within twenty feet had been pushed away from Midnight from the vocal blast.

"ON YOUR HOOVES SOLDIER!" Midnight shouted to the stunned earth pony as he quickly moved to his hooves, standing at attention. Midnight watched him shaking as he stared at Midnight with a complete look of horror.

"WHAT ARE YOU STARING AT PRIVATE!" Midnight shouted once again causing the pony to blink and stare at him without answering.

"IF I HAVE TO ASK YOU A SECOND TIME I AM GOING TO RIP YOUR HEAD OFF AND SHIT DOWN YOUR THROAT!" Midnight snapped as he pressed his forehead directly to the shaking pony before him.

"NOTHING SIR!" The pony shouted back.

"PRIVATE, FROM THIS MOMENT FORWARD YOU ARE NOT TO WEAR EAR PLUGS UNTIL THE DAY YOU GRADUATE FROM THIS BOOTCAMP! IF YOU FAIL TO ABIDE BY THIS RULE, I WILL PERSONALLY BEAT YOU TO DEATH AND SEND WHAT'S LEFT TO THE PRINCESS. IS THAT UNDERSTOOD?"

"YES SIR!" He shouted.

"GOOD! NOW EVERYPONY HEAD TO THE FIRST TRAINING FIELD IN SECTOR 3. iF YOU HAVE NOT BEEN BRIEFED ON ITS LOCATION, THERE IS A MAP AT EACH EXIT FROM THE BARRACKS. EVERYPONY HAS EXACTLY TWO MINUTES! ANYPONY WHO IS LATE WILL NOT GET TO EAT LUNCH! BEGIN!" Midnight shouted as he disappeared in a flash of light, teleporting to the designated area and leaving everypony stunned within the barracks. That was until one private galloped quickly out of the building, quickly followed by every other pony, some stopping to check the map of the base.

Midnight stood at the designated area, wings flared, his fire mane and tail blazing in the dim sunlight morning. Each pony began to file in quickly as line began to form. After the two minute mark Midnight raised a magical shield that would place a glowing orb over any pony coming through it to signify they were now late. Luckily enough though everypony had made it in time. The two captains had shown up after roughly half of the platoon had arrived. taking there places at Midnight's side. They had been briefed the previous day that the events that would unfold through training would be rigorous and harder than anything Celestia's guard had gone through before. However they were not briefed on the language that would be expelled from Midnight during the process.

"LISTEN UP!" Midnight began as his voice now became considerably lower. "Today's exercises are going to help you build endurance. As I am sure every one of you know, Earth ponies have naturally high dexterity and endurance so this training will be much easier for them right?"

There were some mixed whispers within the platoon as Midnight began once again.

"WRONG!" He shouted causing everypony to tense up. This exercise will also require all earth ponies to strap on a pack with an additional fifty pounds in weight onto their backs! This will put most of you on a level playing field with each other. I will also warn all unicorns to avoid magic usage at all times to try and give the an edge. I have personally placed magic checkpoints throughout the base to change any pony using magic to aid them pink. This will only affect the caster and not the caste. So if one of you decide they want to be a smart ass and cast a spell on another to try and get them in trouble by turning them pink. Then you will love to be pink for the week." Midnight spoke out as the scowl never left his face.

"Your captains have been briefed on what you are to go through today. I will be watching them and everypony at all times with my magic. So if you at anytime complain or otherwise starting belly aching about your training. I will personally punish your sorry flanks. IS THAT UNDERSTOOD?!" He shouted, getting a yes sir in a united voice from everypony before him.

"GOOD! I shall take my leave. You are to follow your Captains orders without fail. At no time are you to disobey them. Disobeying a direct order will have dire consequences." He shouted once again just before a pony stepped forward from the front line.

"SIR!" The pony shouted garnering Midnights attention.

"Yes private?" He spoke loud enough for everypony to hear.

"I am having second thoughts on this training. I would like to be excused from the guard." He shouted as he stared forward straight through Midnight.

Midnight's horn lit up brightly as a bolt of lightning shot forth completely incinerating the pony into dust.
"DISMISSED, FOR ETERNITY!" He shouted with an evil grin causing everypony to recoil in fear.

"ATTENTION!" He shouted getting everypony to stand still. Many shaking in fear as they watched the smoldering ashes in the spot the one pony had been standing.

"DESERTERS WILL NOT BE TOLERATED! It was your choice to join the guard and you have sworn an oath to protect this land and your leaders with your lives. From that moment you have given your life to your rulers and the land you are to protect. Failure will always result in the same consequence, and that is death! I leave you in your Captains care. Do not disappoint me!" Midnight shouted once more before disappearing in a flash of light. Many of the ponies standing there now fell to the ground in complete shock at what had just transpired.. Some rocked back and forth while muttering to themselves. The two captains stood in shock wondering what had just happened before finally pulling themselves together to get the ponies to begin their training.

*SNAP*

Midnight appeared high above the base in a cloud building made specifically for watching the base below. Celestia was standing there looking at the monitors when Midnight stepped up to her side.

"Don't you think you went a little far with that trick Midnight?" She asked as she rewound the video to when Midnight had vaporized the pony.

"Nope, They had no idea that the pony who I blasted with magic wasn't real. It's a good motivator though, at least you will have some seriously tough ponies to help protect this world. I am surprised that not one of them ran after that." He chuckled,

"I think you may have spoken to soon my dear." Celestia sighed pointing at a monitor. A single earth pony was making a mad dash across the base.

"Hmmmm, good thing I set up a spell to teleport any of those idiots who run directly to me." He chuckled watching the pony for a moment. Midnight raised a brow as the pony ran into a building, then coming back out with two others following him to the field he had previously ran from. Looks like Shining Armor sent that pony to get the other Captains." Midnight chuckled.

"Do you think your plan is going to work on them?" Celestia asked giving a nervous smile.

"If it doesn't, then they are going to be in a world of hurt." He grinned.

XXX

"I can't believe what I just saw!?" Shining croaked out in total shock once Midnight had left. "YOU! PRIVATE!" He shouted as he pointed toward an earth pony.

"SIR?" He shouted back.

"Get the other two Captains. They are in their quarters."

The pony saluted and mad a mad dash from the area toward the captains barracks. Once he had made it he spoke out in shock to them as he busted in.

"CAPTAIN!"

The two Captains turned to the private from the sudden interruption of their thoughts. "Private?" Iron Clad spoke.

"Midnight, h-h-h-he killed a pony. Captain Armor sent me for you." He panted still trying to catch his breath.

Without word the two captains dashed from the building heading to Shining and the other guard in sector three. Upon arrival they trotted up to the other Captains as they stood around a dark singed spot on the ground.

"What's this I heard about Midnight killing a pony?" Iron spoke up as he came up to the group."

"He just vaporized him with his magic because he wanted to leave. He killed him right in front of everypony." Whip choked out trying not to cry.

"We can't stand for this! We need to band together to take on Midnight. If he is going to kill a pony just because they would run from a fight then he doesn't deserve to have us as his guard." Shining growled as tears formed in his eyes while looking at the burned ash on the ground.

"We are with you Captain." The three other captains spoke in unison.

"Gather the stallions and talk to them. Let them know they have a choice in this. Tell them all to gather in one hour at the track field. We will settle this then." shining growled as a single tear fell from his eye onto the ash below.

XXX

"MIDNIGHT! I KNOW YOU"RE WATCHING! SHOW YOURSELF!" Shining armor shouted as he paced back and forth on the track field. He was dressed in his full set of armor as was every single pony on base that stood behind him. The three captains stood at equal distance from him in front of the platoon.

*SNAP*

Midnight appeared in a flash of light as he walked up to Shining Armor.

"Captain, what do you have to report?" Midnight spoke as he looked down at the white unicorn before him. "And why are you dressed in your guard armor?"

"Midnight Flame!" Shining spoke out in a tone loud enough for everypony to hear him. "You have killed an innocent pony that wished to leave the guard did you not?"

"I did." He shouted causing many of the ponies to growl at the answer.

"The guard has agreed that your crime of murder cannot go unpunished. You will be sentenced to imprisonment for your crime for eternity. The guard has agreed as one to fight you should you put up a fight. As the Royal Guard of Equestria we cannot let an atrocity as this go without punishment."

"So you all are willing to fight to the death just to put me down?" Midnight shouted as he looked over the platoon.

"YES SIR!" Shouted each and every pony within the area.

"And are you all agreeing to this on your captains orders?"

"NO SIR!" They shouted.

"This is your decisions alone?"

"YES SIR!" They shouted once again.

"And you are willing to die fighting?"

"YES SIR!" They shouted once again just as a loud snap was heard again as a flash of light erupted from in front of everypony. Once their vision returned they looked to see Princess Celestia standing before everypony. Shining Armor and the other Captains quickly grabbing her and pulling her behind them, taking on an aggressive stance toward Midnight.

Midnight smiled before he began to laugh, Celestia joining him by giving a slight giggle.

"CONGRATULATIONS TO THE ENTIRE PLATOON!" Midnight spoke out in the royal whee. "You have all passed your first test!"

Every pony stood there in confusion until Midnight's horn lit up, sending forth some magic and making a pony appear before him.

"The pony I apparently murdered earlier was from an illusion spell. The lightning spell I used vaporized an invisible apple I had laid on the ground where you saw the burnt ash. No pony is going to die from wanting to leave the guard. I am sorry to have deceived you all but this action was to weed out anypony who would desert the guard in the face of certain death. As I have seen, not one of the guard has left. You all have made the princess and I very proud by your loyalty. I would like to give everypony the rest of the day off to prepare for tomorrows training exercises. Although you will still have to wake early. I look forward to seeing everypony bright eyed and bushy tailed in the morning, is that clear?"

"YES SIR!" They all shouted. All except for Shining Armor who slowly came up to Midnight glaring at him. Without word he turned back to the platoon and bucked Midnight across the face sending him into the dirt. The platoon and Celestia let out a gasp. Midnight slowly getting to his hooves and walking up to Shining Armor who was shaking as tears filled his eyes.

"I deserved that, and I would like to apologize for my actions. It was only to help strengthen your bond with your men." Midnight smiled.

"Understood sir." Shining spoke out.

"DISMISSED!" Midnight shouted causing the crowd to disperse.

Midnight began walking away from the group, Celestia catching up to him as she spoke.

"Are you alright? I am shocked Shining Armor would do that to you." She said as she looked at the slight swelling of Midnights jaw.

"It was worth the pain, now his men will know that he cares deeply for them and will fight even the deadliest of enemies to avenge any of them. He will be a far greater Captain after this training has been done. I am already proud of him, and you should be too." Midnight chuckled as the two Alicorn's continued walking.

"I am, and I am sure he is thinking the same thing." Celestia smiled as she looked back seeing Shining Armor saluting the two of them.

97. Bootcamp day 25

The following day fared much better than the previous. Midnight had shown the entire platoon what to expect from his aggressive stance at starting the day so everypony knew what to expect that following morning. Sure enough at exactly the same time Midnight had teleported into the barracks shouting out in the royal whee for them all to wake up and get out of bed. The private from the prior day that had been wearing earplugs was the first to get out of bed and stand at attention much to Midnight's surprise. The entire company had been moved back to sector three for morning exercise to get the blood flowing. To many of the guard had become lax in the past years and had grown quite the belly. Although many of them were still fit, the extra weight would become a hindrance while on duty should they get pulled into a fight. The regime for the first couple weeks would work each of them hard to burn off the excess fat. Bringing them back to a lean and muscular tone.

After the first couple of weeks of training to get the ponies fit, Midnight had brought Twilight along with him to help train them guard in fighting. No, it's not what you're thinking. Twilight had been working in conjunction with the Princess and her unicorn staff at the school in Canterlot to come up with several new spells that would allow the all three races of ponies within the base to train with. After the spells had been cast and recast to make sure they would work properly, Twilight had agreed to join Midnight on base to help with training.

It was just after lunch when the guard had left the mess hall to start training once again. They had all moved back to sector 3 for hoof to hoof combat. Although they had not been briefed on who they would be fighting. Midnight and Twilight had already setup shop for the days training when all of the guard had arrived. They all stood at attention as Midnight trotted forth.

"Good day everypony. Today we have a special surprise for all of you. Today we will be going over the hoof to hoof combat training you went through under Celestia's training. However there is going to be one little change." Midnight spoke out as his horn began to light up.

"My assistant here as you know is the prodigy of Celestia herself and has been working in conjunction with the Royal Academy's leading unicorn professors as well as Celestia herself to come up with this new spell so that you can train properly. I must admit it took me a few minutes to understand the spell myself, however. I believe it will benefit us all in the end." He grinned as he cast the spell making several grey coated ponies to appear before him. One of each race minus the Alicorn race. The ponies stepped forward to each section of the divided guard. standing stock still as Midnight continued.

"You see. Your previous training allowed you to practice your hoof to hoof skills against each other. However it lacked one thing." He spoke as he moved to the far side of the groups in a perfect line with three fake ponies he had just created. He raised his right wing. bringing it quickly down and impacting the ground, the tip of his wing releasing a large light scythe that split the three ponies in half, each of them giving out a pained expression just before vanishing into thin air. The entire platoon gasped seeing what he had just done bud quickly fell silent as he began again.

"The one flaw in your training before was that you could never kill your opponent so that you would know your fighting techniques worked. You were simply trusting what you had been taught. With this spell you will go up against various sized ponies from both genders. Each pony you will go up against will be fake and will be programed to mimic different tactics in order to throw you off guard. At no times are you to trust them because they are also programed to kill you. On a final note. Their attacks will not harm you. They will only stun you temporarily. Once you have been stunned you are considered dead. Each fake pony will have the same battle tactics that you have been trained in so do not hold back no matter which pony you get. Is that understood?"

"YES SIR!" shouted everypony in unison.

"Alright then, We are going to start the training. Once you have defeated a specific number of enemies, no more will appear in front of you. Each pony is set to random and will be one of two, Defensive or offensive. It is up to you to find out which and defeat them. If you fail more then five times you will have to start over from the beginning. Your final opponent is going to be a very special one so please take precaution in fighting them. You may begin once they appear in front of you."

Midnight's horn lit up to a blistering white as he cast the spell once releasing a fake combat pony in front of each of the guard. He gave a slight pant as the spell was cast before trotting back to Twilight under a large tent taking a seat as she floated a pitcher of water to him. He pulled the pitcher up to his mouth taking a large gulp of the chilled liquid giving a contented sigh as he lowered it back to the small table to their side. Midnight looked to the group of ponies as the first kill sounded of with a loud wail of pain. Several zaps had been heard as well as a few of them had been technically killed by the fake ponies. His attention was brought back to Twilight as she spoke up.

"Midnight, I'm not really comfortable being here and hearing all of these screams of pain. I know they're fake, but hearing them still makes me uneasy." She sighed hearing another scream.

"It's ok if you want to go Twi. You honestly need to stay though. I was going to have you help teach them about all of the spells that were made specifically for the guard. I haven't even got to test them out more than a few times. If you want to leave though you can." He smiled to her as she pressed a little closer giving him a quick kiss.

"Wooooooo! You get'er Captain! *ZAP* AAAAUUUUUUUUUGHHHH!" One of the ponies shouted watching Midnight and failing to see the oncoming attack of the spell which sent him into the dirt causing everypony to laugh.

"Eyes on the target slacker. There may be a pretty flank here but consider Twilight here a distraction. In the heat of battle you need to focus on your attacker. Not a cute flank." He shouted only to get a sock in the arm by Twilight. This in turn causing many of the guard to laugh out, and many others to be taken down.

"Alright smartflank, I think I'll stick around for a bit. But if any of these ponies start staring at my flank I might just have to discipline them." Twilight chuckled.

"I honestly don't know if they would enjoy that or not." Midnight laughed.

"I think I could learn to like it captain." One pony spoke up as he quickly took out another fake grey pony. Just as Midnight turned to speak he noticed the new pony that had appeared was the final one for this specific guard. He quickly stood up heading to the guard as he stared at the blue pony before him, slightly gawking at the sight.

"Congratulations, you were the first to get to the end. As you can see, this finally pony is none other than a perfect mirror image of yourself. I am sure you are aware that with each pony you had previously defeated, the next one you fought was much harder correct?" Midnight smirked.

"Yes sir!" Shouted the pony.

"Your final battle will be against yourself. This final pony is programmed with all of the tactics you used during battle plus those that are within the training book of moves to use. If you have not used a specific tactic then this pony will not know that you used it. Be on guard though because fighting your doppelganger will be a hard fight indeed." Midnight snickered as he stepped away from the two. Both dropping into an defensive stance and circling each other.

Midnight watched as they fought for a good ten minutes until each move began to mirror the other and neither was hitting each other. That was until the guard pony did something he would normally never do in a fight which quickly knocked the fake pony into the dirt. The guard quickly poncing upon it and killing it in a flash.

"Congratulations on being the first to succeed my boy." Midnight smiled as he trotted up to the panting guard. "You're dismissed for the day. be prepared for tomorrow though. That training will be a lot harder."

The guard nodded finally catching his breath before he trotted off. Midnight continued watching the guard fight for another two hours until the last one finished. Midnight did not discriminate between the guard ponies for going slower or faster since making a pony rush to do something like fight would in the end get them killed. The last pony to finish was the only one out of the entire platoon that had not lost a single fight with the fake ponies. He may have been slow but he got the job done efficiently. This made Midnight very proud of that one pony. He would have to remember this for a special occasion in the future.

Once the final fight had been won Midnight had called it a day, taking Twilight with him on a walk back to the Library. Although at least a thirty minute walk it would give them time to chat.

"So what do you think Twi? Am I doing right by retraining the guard? Do they show any improvement from what you have seen?" Midnight asked as they walked along the path toward Ponyville.

"Although I haven't seen them fight before. As long as they don't die then I would see it as an improvement." Twilight giggled.
"I think you should give them all a week off though. Everypony has been working very hard as of late and I can see the fatigue in their eyes. They aren't used to all of this training." She continued.

"I think that's a good idea. I have been hard at work here and I would like to visit the girls. Tia has been leaving Star in the care of others at the castle when she visits so she can oversee how well I am training everypony. I would like to see my boy. That and spend some quality time with a few ponies." He grinned giving Twilight's ear a quickly nibble causing her to stiffen up.

"NIGHT! Don't do that! What if somepony saw?" She squeaked as she looked around.

"Doesn't matter to me. I think I could take you into those bushes over there and have my way with you right now if you weren't such a baby about rutting in public places." He chuckled.

"A baby huh? Alright then. I accept your challenge." She smirked.

"Seriously? I don't believe you!" He chuckled but stopped as she trotted ahead of him swinging her tail back and forth teasing him. He grinned leaning his head down and giving a quick lick causing her to jump forward startled.

"Tastes like grape soda." He picked giving her a wink. She only glaring back at him with a flushed face. "What? You said you accept my challenge." He chuckled as he changed course heading toward an opening in the bush line.

"WHAT?! YOU WERE SERIOUS?!" Twilight gasped in shock.

"Of course I was, You know I NEVER joke about a good rut." He grinned as his horn lit up. Lifting Twilight off the ground and pulling her toward him. She only gave an annoyed sigh rolling her eyes as they disappeared behind the brush.

A couple hours had gone by before the two were back at the library where Celestia and Luna were waiting for them. Spike was organizing books as they sat chatting.

"Tia? Luna?" What are you two doing here?" Midnight asked as soon as he saw them. Twilight giving him a hard nudge as she passed him.

"We both came by to check on the status of the guard's training. It has been almost a month now since you have started and although we have gotten many updates. Today was the first real day of training." Celestia said as she watched Twilight come to her side.

"The training has gone very well today. Although I will admit that quite a few of the guard were careless in fighting the spells cast before them. I was surprised to see a single pony go through the entire training without once getting hurt. He may have been the very last to finish but that only shows that he is highly skilled and a rational thinker." Midnight said as he made way to the two Princess' before him, taking a seat across from them.

"So the new spells worked well?" Luna smiled.

"They did very well indeed. Although I would like to continue the training tomorrow, Twilight has asked me to give them all a week off to relax and enjoy themselves." He said as he cocked a brow at the purple unicorn.

"I think a small vacation is in order then." Celestia giggled.

"I guess I can handle that. I have recently heard some rumors going through the barracks that a celebrity nightclub singer has made their way toward Canterlot. I believe her name is Rainy Days. With as much as they have all talked about her I would think it would be great to have her perform for them. Tia, do you think you could pull some strings to get her on base to perform for the guard?" He asked giving a smile.

"I think that could be arranged." She smiled back.

"Alright then, as of tomorrow the entire guard is on vacation." Midnight chuckled. "Let's just hope Rainy can make it before their vacation is over with."

They continued chatting the night away as they sat in the library. The thoughts of giving the guard a week off still playing into the conversation. The guard was almost entirely made of stallions with the exception of a few mares here and there. All of that testosterone building up over those few weeks will boil over once Rainy makes it to the base. Although most of the stallions had families and would go off base to visit them for this week. Many of them were still young and without a mare to call their own. The following week is going to be very interesting.

98. Bootcamp vacation?

The following day had gone better than expected. Midnight had not teleported into the barracks of the sleeping ponies. Instead he came in through the side door a few hours later than his normal wake up call. As he trudged along he would use the tips of his wings to gently nudge all of the sleeping ponies. After a few minutes he had awoken everyone within the barracks. He made his way back to his normal position in the middle of the long room as he began to speak up.

"Good morning everypony. Today I have a special treat for you all. It has been brought to my attention that although you are the royal guard, you are given time to yourself ever so often in order to return to your families and friends or just to spend that time relaxing. As you know from my prior stories, I was never given this opportunity. I stayed in basic training for sometime before graduating and then was shipped off overseas to fight a war that was not my own. But we are not in my world now are we?"

"NO SIR!" Shouted everypony in the room.

"This means that I have the opportunity to not only get a weeks vacation myself but to come up with some new routines and exercises for everypony." He smirked only to get a loud groan from the entire barracks.

"WHAT WAS THAT?!" Midnight shouted causing them all to tense up.

"YES SIR!" They shouted.

Midnight gave a snort putting on a scowl which slowly faded as it was replaced by a grin before he burst into laughter. "I'm sorry for giving you all a hard time just now. I was just joking. I would however like to state that as of this moment you are all on vacation for an entire week."

A roar erupted from the barracks as many of the ponies burst into laughter, some in dance while others gave each other a hardy pat on the back.

"BUT!" Midnight shouted gaining their attention once again. "As part of the final day of your vacation I have planned a special event for you all. I have heard many of you talking over these last few weeks about a certain pony making an appearance in Canterlot. She is apparently well know by the lot of you. Although I have yet to see her for myself, I feel a little uneasy about inviting her to the base. Never the less, I have managed to invite Rainy Days for Sunday's entertainment."

Another roar erupted from the crowd as many came up to Midnight thanking him. Some giving him a hug before saluting and running off. After a good ten minutes the barracks had cleared leaving Midnight by himself as he trudged along before heading out the door.

Midnight made his way to the captains quarters entering the building and knocking on the doors of each one. The doors all began to open as each captain made their way out following Midnight as he went into the room at the far end of the hall. They all sat quietly waiting for Midnight to begin.

"Stallions, today is the start of your first vacation from training. I am sure you all have been wanting to do this for some time. You have Celestia and Luna to thank for this. I had planned on finishing your training before letting you have leisure time, but things are run very differently here than when I had been in training in my home world." He spoke as he sat up straight.

"So now you are free for an entire week to do as you please. But be back here on Sunday early, I have arranged for Rainy Days to come by to sing for the guard." Midnight smirked causing the captains to look at each other in shock.

"Are you serious?" Whip spoke out in shock.

"Yes, so don't be late." Midnight smirked. "Dismissed."

As the three captains left the room, Shining Armor remained behind with Midnight, he began as soon as the door closed.

"Midnight, thank you for giving the guard some leisure time. Your training has been rough on them. I honestly would never have believed that you went through such hell when you were trained on earth. How did you manage to keep your sanity through it all?" He asked giving a concerned look toward Midnight.

"Armor, I am going to tell you something very few know about me. This includes every pony in this world so I will take into confidence that you will not repeat any of this." He spoke out in a serious tone as he placed his hooves together in front of him on the table.

"You have my word." Shining spoke giving a salute.

Midnight gave a grieving sigh as he began. "After training in my home world I had been shipped overseas to fight for my country. You know that much already. What you don't know is who or what I was fighting and for what reason." He began as he thought back to his time at war. "I was sent overseas to fight against a third world country who had been given technology by my country in the near past. Once we had given them weapons we all but left them to fend for themselves. Over time they grew hatred toward my country because not only did we not share their religion, but abandoned them with technology they were not familiar with to fight a loosing battle. The war was bad for them and many lives were lost. Later on they attacked my country in retaliation for not fighting their battle for them. I was sent along with many others to fight them. When I arrived I was shocked to see many children and women killed and their bodies left to rot in the sun. After some time and a few deaths later I ran into a child who was running from some of my unit who were shooting at him. He had no weapons on him and had been shot and was bleeding badly. I managed to calm him down enough to dress his wounds and give him some of my water and food I had in my pack. We both heard my company coming down the path. He was frightened but I assured him it would all be ok. Once my unit arrived and we verified that we were part of the same unit they entered. They all looked at the boy pulling up there rifles and pointing it at them. I jumped in front of the child to keep them from killing him. It was a tense standoff as they began to tell me that the child had shot one of my unit. They pulled the soldier that had been shot inside so he could verify, but before that happened the boy grabbed my sidearm and fired a shot killing one of my unit. Without thinking I grabbed the gun away and snapped his neck. It was all from the training I had gone through and was now instinct within my body. As soon as I let the child go he fell to the ground dead. He couldn't have been more than ten years old. I watched him take the life of a dear friend and then killed him without even thinking. From that moment until a year later I had been placed inside a military compound as a catatonic soldier. Permanently disabled from the terror of war. After that long year I woke up. I was back but not without problems. During my time in that military hospital I lost both of my parents in a car accident. My grandparents had died during my time overseas and I had no wife or child. I was completely alone. A friend had taken my parents home so that I could return to it should I ever come back to reality. I moved back in and stayed for about six years before being pulled into this world. After that, well, you know the rest from your sister." Midnight finished his story, his eyes lifting from the table to see Shining armor silently crying. Without a word Shining came forward and wrapped the Alicorn into a tight hug. Midnight gave a sigh giving him a hug back before gently pushing him away.

"Listen Armor, My past is in the past. I have grown to accept what I had done as part of my duty to protect any and everything I love. That child from my point of view had been raised poorly and with terrible morals. Although his parents would think differently. It was still wrong in my eyes. I will forever regret what I did. But I will never let something like that happen again. I will do everything within my power to save every living creature, no matter who or what they are." Midnight finally gave a disheartened smile as he finished speaking.

"I'm sorry to have doubted you before this moment sir. I now realize the hell you have gone through and respect your decision to help us keep Equestria safe. You can count on me to help train our guard without fail." He saluted Midnight giving a determined smile.

"Dismissed Captain, please be back here on Sunday for the special event. Until then please enjoy your free time. Tell Cadence I said hi as well." He chuckled giving a wink.

"Hey now, you have my sister already. If you even think of going after my wife I will kick your flank regardless of how powerful you are." Shining smirked.

"That's good to know. Now get out of here and give yer mare some love. I'm sure three weeks without a stallion has her quite pent up." Midnight winked causing Shining to blush furiously at the thought. That was until he gave a big grin and bolted out the door.

Midnight went back to leaning against the wall of the room giving a contented sigh. He could feel a considerable amount of weight lifted from his shoulders now and felt more at peace with his surroundings. Although he felt bad about letting a pony know about his past, eventually, one of them would find out through one method or another. Now however was not a time to dwell on the past, now was the time to go home and spend some quality time with the mares he loves along with all his friends.

XXX

Midnight had made his way back into Ponyville along the dirt path from Sweet Apple Acres. It was still very early and everypony was out in force. Many ponies from the base had gone into town to spend a few bits or drinking or trying to woo a single mare within the town. It was a very uncommon site to see the the small town like this. He would continue trotting along giving a nod to some of the guard that he would pass until her reached the boutique. Upon arriving he noticed quite a few stallions standing outside the open door to Rarity's shop. Cocking a brow he spoke up gaining the attention of several stallions from the guard.

"What's going on here?" He spoke up.

"CAPTAIN!? Uh sorry..... we heard that there was a beautiful mare that works at this shop so we all came by to try our chances at her affections. So far everyone that has gone in has either been tossed out, bucked, or singed by her magic." He chuckled.

"Were you going to try your hoof at her?" Midnight asked as a hint of annoyance surfaced within his tone.

"No sir, I have a wife and two foals. I just came by to laugh at these morons for trying their luck." He laughed.

"I guess you are in luck then." Midnight snickered.

"Why is that captain?" He asked cocking a brow at Midnight.

"Because the mare in the shop is my fiance." He spoke with a hint of ice in his voice.

"Oh Celestia. I think I am about to see some fireworks." The young stallions choked out as Midnight began to push his way through the crowd.

"I told you all I am engaged! Now get out!" Rarity shouted as she tossed another stallion out the door and into several others.

"Oh come on now sweetheart, what's your stallion got that I don't?" An earth pony spoke up walking back toward her from being tossed out of the boutique.

Rarity quickly noticed Midnight approaching and gave a big grin before speaking. "Well for one he has a horn and a pair of wings, not to mention a fantastic ethereal mane and tail that you could roast marshmallows on." She chuckled seeing the expression of horror on everyponies face.

"Is there a problem here?" Midnight spoke out in the royal whee catching there attentions. That was of course until they all bolted away shouting "NO SIR!" into different directions.

"Thank you darling, it has been an absolute madhouse here for almost three hours. I had to put poor opal in a room by herself to keep her from being trampled, the poor dear. Not to mention all the dust and dirt that has been tracked into my lovely boutique. This is an absolutmmmmMMPH!" She was quickly silenced as Midnight pressed his lips to hers.

"I missed you to." He chuckled finally breaking the kiss. Rarity smiled kissing him back for a moment before breaking it and pulling away.

"You have left me alone for three weeks darling THREE WEEKS! Not even a kiss until just now. How exactly are you planning on making this up to me hmmm?" She smirked.

"Hmmmm I'm not to sure. I could take you out to dinner, we can go for a movie in Canterlot, then to Sugar Cube corner for desert." He chuckled only to be silenced by another kiss for a moment. Rarity pulled back from him giving a devious grin.

"Oh I think desert should be given first, and second. Maybe even third and fourth as well before dinner." She giggled trotting up the stairs of the boutique, Midnight close behind.

"Guess that means we are now closed for the day." He smirked turning the sign around and locking the door.

Yup, this next week was going to be fun, and who was Midnight to argue with otherwise?

99. Spilling the beans and the big question.

"Are you serious Midnight?" Rarity spoke out in an overall shocked tone. Although she had known the time was coming soon, she did not realize that it would be longer than her brief period of time.

"Yea, I'm telling you first of course because, well, I want your approval on all of this. I don't want you to feel left out or unwanted. I love you and Twi the same and with the both of you saying that you're fine with the way our relationship is and has been going. I thought that it would be alright. But if you are at all against the idea I wilmmmmMPH!" He was cut short as Rarity pressed her lips to his, breaking away after a few moments smiling.

"Darling, You're rambling, and don't worry. I approve of your decision. I think it would be a welcome treat to have another mare in our soon to be marriage. I am still curious though as to when you are going to ask the princess as well." She giggled causing Midnight to sputter.

"W-what?! Seriously?! You have thought about that? Why?" He spoke in slight shock.

"Well my dear, she has has your foal for one, and I know you two have had some fun since the little ones birth. You can't hide anything from me." She giggled watching Midnight facehoof.

"Ok, I'm not going to ask how you know anything because I know you too well. Secondly, I had considered asking Tia but I'm not going to." He sighed removing his hoof from his face.

"Really? Why not?"

"Well for one it would cause way to many problems and undue stress, and before you ask what you should already know. Marrying a princess would turn her into a Queen and I into a King. Since I already have you and Twilight it would turn you two into queens as well." He groaned at the thought.

"Oh but that would be so wonderful darling. Being royalty and having everypony bow before me. It would be a dream come true." Rarity giggled as she nuzzled Midnight.

"More like a nightmare, I don't think you are taking into consideration the implications and complications this would cause. You would have royal duties every waking hour so that means you would have to give up your business. You wouldn't be able to go into town without an escort from the royal guard or myself. Your other friends and family would have trouble getting to see you due to your status. Should another nation decide to attack for any reason then your life would be in danger every waking hour. Not to mention being poisoned by tainted food that was from the hooves of an assassin or pissed off maid or butler. Honey, there is literally countless things to consider by becoming royalty. Your life as you know it now would vanish. Hell, you are taking a chance as it is by marrying an Alicorn that isn't royalty." Midnight sighed nuzzling Rarity gently. He could see her face contort in thought of what he had just said before she finally spoke.

"Midnight, as long as you are at my side I would take on any and everything that would be in my path. Although I do like this simple life in Ponyville. It wouldn't hurt to be a little more upper class." She chuckled giving him a kiss.

"You are just to much you know that." He chuckled as he watched her trot away from him into the next room swaying her tail back and forth teasing him.

"I do try darling, Now go on ahead. I do so want to hear all about how you asked Twilight the big question when you return. I would oh so love to see it in person but I still have many orders to fill. You can show me the memory when you get back." She giggled as she disappeared into the next room.

"Alright doll. I might not be back tonight though if all goes well with Twilight." He chuckled hearing her laugh out to the comment.

"Let her have it darling. I am sure she will be as grateful as I was when you asked me." She giggled.

Midnight gave a laugh as he left the boutique, slowing making his way to the library. His trip though took a slight detour as he headed through the market to pick up a bouquet of roses and a box of chocolates for Twilight. Although he had initially planned this day long ago, it wasn't up until now that he would have the nerve or time to actually pull it off. As he headed through the marketplace he began to gather a few items here and there. Mainly just some items he would need for later, but as he stopped at Rose Lucks small booth, there was a couple in front of him looking over the flowers. The stallion purchased several flowers for the mare he was with. One being a short stem Rose while to others being several different types of flowers. He placed the rose into her mane as they happily munched onto the other flowers. He couldn't help but smile at the two as they trotted off.

Midnight stepped up to the booth placing his order. He pulled back a large bouquet of roses and another bouquet of various other flowers. He placed them into his portal stash before trotting off.

"Now to get that box of chocolates." He smiled as he trotted toward Sugar Cube Corner.

As he got closer he began to think more and more about how he should ask Twilight. He had considered different methods, like going out to eat in Canterlot and placing the ring into a cup of wine. Or maybe go stargazing and dangle the ring in front of the telescope as she is looking at the stars. He wanted this moment to be special unlike what happened with Rarity. He was so deep in thought that he didn't see the couple he had bumped into as they were leaving Sugar sube corner. The small cake that they had splattering all over his face as they made contact. He stepped back sputtering at the sudden cake in his face as he tried to blink the icing away.

"OH NO! I am so sorry, here, let me help you sir." A mare spoke out as the icing was quickly removed by magic. Midnight blinked a few times as he noticed the couple from before. They were the two that was at Rose Lucks booth purchasing a few flowers.

"I'm sorry, I wasn't paying attention and bumped into you two, and I ruined your cake as well. Please, let me make it up to you by getting another one for you. I know the shop keepers here. It will be no problem." Midnight smiled nervously to the two.

"Alright then, Again I must apologize." The mare spoke but was silenced by Midnight as he spoke up opening the door to the shop.

"By all means, don't worry about it. We both came out unscathed so there is no need to apologize." He chuckled as they entered the shop, the three of them heading to the counter.

"Well hey there Midnight." Mr. Cake spoke up. "Come to play with Pinkie and the foals?" He chuckled.

"Not today Mr. Cake, I have some big plans for today and just came by to get a box of chocolates. I would also like to get another cake for this lovely couple. Their other one ended up on my face at the door." He chuckled causing the couple to blush.

"Not a problem, I'll have the cake out in a few minutes." Mr. Cake smiled looking to them. "Alright then, give me a couple minutes." He smiled heading back into the kitchen.

"So, a box of chocolates huh? I'm guessing they are for a lucky mare." The stallion spoke up in a playful tone only to get a elbow in the side from the mare.

"Yea, I was planning on asking her to marry me today. It's been a long time waiting and I've just got up enough nerve to do it." Midnight chuckled.

"Oh I am so happy for you." The mare spoke up bouncing in place. "I'm sorry, we haven't introduced ourselves. My name is Starshine and this playful stallion is Night Light." She smiled.

"Midnight Flame, Pleasure to meet you two. I haven't seen you two in Ponyville before. Are you new?" He asked looking back and forth between them.

"Oh no, we're just on town to visit our daughter." Starshine giggled.

"Here is your orders." Mr Cake chirped as he placed them onto the counter. Midnight placing some bits down as the three ponies left the cake shop. They all began heading in the same direction.

"I guess we have a similar destination." Midnight chuckled to the two.

"Indeed." Starshine smiled as they began to near the library.

"I'm curious though, you said you were visiting your daughter today. Is it her birthday?" Midnight asked nodding to the cake.

"No, We tend to get a cake to share when we visit. Our daughter isn't very big on sweets." Starshine giggled.

"I know my mare friend loves these chocolates." Midnight smirked as they stopped at the door to the library.

"Well I guess this is where we say goodbye." Starshine smiled up to the Alicorn as she knocked on the library door.

"Uh, one final question, what did you say your daughters name was again?" Midnight croaked out, now slightly nervous.

"Twilight Sparkle. Shes the resident librarian of Ponyville. Why do you ask?" Starshine spoke but stopped as Midnight face hoofed.

"Hello?" Twilight asked as she opened the door to see her mother, father and colt friend at the door. "Mom? Dad? Midnight?"

The couple looked up to Midnight in slight shock for a moment before Starshine began to cry and hug Twilight. Night Light looked up to Midnight with a smirk before speaking.

"Welcome to the family my boy." He chuckled only to get a "WHAT?!" from Twilight.

XXX

After a few minutes of explaining everything and Twilight of course coming to the conclusion on her own, she was literally vibrating in anticipation as Midnight bowed before her and pulled the ring on a golden necklace from his stash portal.

"Twilight, would you do me the honor of making me the happiest stallion in the universe and be my bride?" He smiled up to her watching as her eyes began to run like faucets. She leapt forth wrapping her hooves around Midnight's neck.

"YES!" She shouted before kissing him. Starshine and Night Light sitting across from them on the couch. Both holding each others hooves smiling as they both gave a silent tear of happiness. After a couple minutes of watching the two kiss Starshine finally spoke up breaking the silence.

"So when should we expect a grand foal?" She giggled watching the to separate quickly.

"MOTHER?!" Twilight shouted as she turned a blistering red only to make her parents laugh. Midnight blushing as well.

"I still have a lot of studying to do before that happens. A foal will take up all of my time, I would at least like to graduate from Celestia's schooling before that happens. Besides, Midnight already has a foal you can baby." Twilight suddenly pulled a hoof up to her mouth as what she had just said hit her.

"WHAT?!" Both of her parents shouted in shock.

"Yes, well, I have a foal already." Midnight chuckled nervously.

"This is unacceptable! How could you do such a thing and not stay with the mother of the foal. Who is she?!" Starshine shouted out in anger.

"Princess Celestia." Midnight blurted out causing them to laugh for a moment thinking it was a joke.

"Are you serious?! You're the father of Starlight?" Starshine asked in shock.

"I would think the last name would have given me away." Midnight chuckled as he watched realization hit the two ponies.

*THUD*

"MOM!" Twilight shouted as her mother passed out on the floor, Night Light glaring at Midnight for a moment before speaking.

"So you have a foal with the princess and you want to marry my daughter. Are you insane or is this all a game to you?" He snorted.

"Well I'm not just marrying Twilight, I have another fiancee who approves of me asking Twilight as well." Midnight chuckled only to see Night Light gawk.

"Ok, I think I need a drink." Night Light spoke as he headed into the kitchen.

After another minute Starshine awoke, gasping as the thoughts of what had just been said hit her again, She looked up to the Alicorn before speaking.

"Please tell me you were joking." She spoke still in shock.

"No mother, he wasn't, and he has another fiancee as well that will also be a part of our family. We have all agreed on this already and it is my decision so there is no need to worry." Twilight sighed before Starshine snapped her head to Twilight, eyes wide.

"You mean he already asked another pony to marry him?!" She squeaked out.

"Yup." Midnight chuckled.

*THUD*

"UGH!" Twilight groaned out in annoyance as her mother passed out once again.

XXX

After about an hour of talking and a couple of death threats later, Midnight had been welcomed to the family. Albeit reluctantly. Twilight's parent's new that polygamy was practiced in this day and age but never expected their daughter to become part of one of those relationships. Although a bit uncomfortable, the Sparkle family agreed to welcome the Alicorn into the family.

"So about those grand foals." Starshine giggles seeing the two get uncomfortable about the subject.

"It will be a few years before that happens mother. Don't get your hopes up anytime soon." Twilight groaned.

"It's alright honey, I'm sure he has plans as well being an Alicorn." Night Light chuckled.

"Well saving the world seems to be my job, but right now I'm one of the captains of the royal guard." Midnight chuckled.

"Captain? But I thought Shining was captain." Starshine asked looking to Twilight.

"It's complicated really. There are five captains now, Midnight took it upon himself to retrain the guard, including my brother." Twilight sighed.

"Really? I thought the guard wouldn't allow anyone to retrain them without a fight." Night Light spoke up rather concerned.

"Yea, unfortunately the negotiations had to come to blows. That's how I got to retrain them, and before you ask, Shining is perfectly fine. After a short confrontation we agreed to have the guard retrained."

Although The Sparkles looked rather hurt that Midnight had injured one of their young. They accepted the fact that it was for not only his own good, but the guards as well. They continued talking for a while longer, sharing the cake they had brought, along with the chocolates and flower bouquet Midnight had brought for Twilight. Although it had been a strange day to say the least. It turned out pretty well in the end.

100. Q&A Session with the cast.

Well everyone I have reached a milestone today with the 100th chapter to 'What's love got to do with it?' First off I would like to thank each and every person who has Favorited and tracked the story. Next I want to thank Zaibatsu for giving me a shit ton of ideas for future chapters. He gave me the Idea for the adult Cutie Mark Crusaders. Thanks bro. Also I'm not sure if I am missing anyone but if I am I will edit this to add you.

Ok, let me start of by saying that I recieved quite a few questions for the cast of 'What's love got to do with it?' and I am very proud to have them here with me today to answer those questions. I would also like to thank Pinkie Pie for the help in breaking the fourth wall to bring them here Thanks Pinkie.

Pinkie: "No problem, I'm just glad we could all get away from Equestria for a day to help out our author."

Midnight: "Author? What are you talking about Pinkie? And where the hell are we?"

Pinkie: "Oh don't worry your pretty little head. The author is the non pony writing our story."

Midnight: "What? Story? Wait............ You mean we have this author guy to thank for giving us all this hell that we've been put through?"

Pinkie: "Right'o'rooney."

Midnight: " WHERE IS HE AT? IMMA KICK HIS ASS!"

Author: "Easy now big guy, if it weren't for me then you would not only still be human on earth being bored out of your mind and living a pointless life. You would also not have met these wonderful ponies and dragon, have multiple lady friends, be popular, be powerful, or have a child. Now what do you have to say about that?"

Midnight: "I'm still gonna kick your ass regardless. You have put me and these poor girls through hell and killed me three times already. Fuck dude! What did I ever do to you?"

Author: "You helped in making me love to write again."

*crickets chirping*

Midnight: "O.....kay, lets go everyone we need to get back to our own reality."

Author: "But what about all of your fans? They want to ask you some questions."

Midnight:"Fans?" *toothy grin* "Well I guess I could stick around for a while to answer some questions."

Author: "Fantastic! Let's get started. Our first questions is for you Midnight. (Whatever happened to Witch Hazel at the end of chapter 56?)

Midnight: "Little Hazel, she survived the wrath of the shadow hunter and the ensuing fight. However she was magically damaged when the shadow was stripped from her. She and her parents were moved to Canterlot by the princess' so that she could be properly healed by the royal courts Doctors. They are the most highly capable ponies of healing in all of Equestria and have taken it upon themselves to see that she is fully restored to her original health before the shadow took over her body. My nieces sometimes get to see her and have grown quite close to her since that day. Hazel is a good little filly now that all that mess has come and gone. She was just misunderstood is all."

Author: "Good to hear my boy, and just to let everypony know, Hazel will be seen in a future chapter."

Midnight: "This still creeps me out that you have been writing all this shit."

Author: "Get over it ya big baby."

Midnight: *snorts flames*

Author: "Moving along our next question is for Midnight again, Boy you are popular today."

Midnight: "Thank you, thank you very much."

Author: "God you suck at impressions."

Midnight: "Bite me."

Author: "Alright then, your question is from another reader. (Did you ever go the amusement park that Discord and Pinkie created, if so what was your favorite/least favorite ride or attraction there?)"

Midnight: "Well to tell you the truth, Discord had some pretty fucked up ideas when it came to making rides. But he did take my advice on one ride that I absolutely loved. With his Chaotic magic he pulled of a fantastic Realitivity by M.C. Escher. It is by far one of my favorite pieces of art."

Rarity: "My goodness, I wasn't aware that you enjoyed art darling."

Midnight: "Hmmmm could've sworn I told you that. Oh well, more pieces to the puzzle. Heh."

Author: "Alright, next question is for Midnight and Celestia together. (What is Celestia gonna name her foal?)"

Celestia: "Midnight and I had decided on the name Starlight Flame since our foal is a colt. We chose this name for several reason's. The first was of course Midnight's idea, at the time I was not aware that he was simply making fun of me because I am the sun Goddess. That is where Star came from. Light was both of our choosing because the young one is the light of our lives. Flame, on the other hoof was because somepony had to put forth his last name to show that the foal was indeed his."

Midnight: "And might I add it is a wonderful name for a strong young colt to grow up with." *smirk*

Celestia: *facehoof*

Midnight: "Whaaaaaat? Come on it's a great name."

Author: "Alright you two, let's move on to the next question. This one is for Evil/Chaotic Midnight."

Chaos Midnight: "Well well well, looks like I have a fan." *smirks at good Midnight* "What does my fan ask?"

Author: "Your fan asks, Why u so evil bro?"

Chaos Midnight: ".......... Seriously? That's the question I was asked? *sighs* I am 'so evil' because I am the complete opposite of goody four hooves over there. What he thinks is bad I think is good. He doesn't believe in hitting women or mares, I can't wait to smack a bitch for no reason. Its black and white, love and hate, good and evil. Oh and by the way I LOOOOOOOOOVE spiders. That little pussy over there is terrified of an eight legged bug."

Midnight: "Dude they are fucking creepy and shit."

Chaos Midnight: "At least I know what to do now if we ever get separated again. I'll just turn into a big ass spider and chase your pussy ass off."

Midnight: *whines*

Author: "Alright you two, save it for the honeymoon. Our next question is for Midnight once again, dang buddy, you be all up in dis shit."

Midnight: "I know right?"

Author: "Why u be trolling all the time?"

Midnight: "Trolling is fun at times as long as it doesn't harm the one I'm trolling. Besides, they usually start it and I just seek revenge by trolling them back. It's all in good fun though. I never mean any harm behind what I do."

Author: "Here's another one for you Midnight, How can you handle all the mares that throw themselves at you bro?"

Midnight: "I like this guy, heh. Well it makes things far easier when you're an Alicorn. Wielding magic to change your shape and/or form, plus having an extensive amount dexterity helps with 'dealing' with all of them. Except for Twilight, she is insatiable when it comes to that specific area."

Twilight: "HEY! I'll have you know that I have read several books on how important it is to have a healthy sexual appetite with a lover. However you were my first and I was in the thralls of a magic induced heat. Once I started I didn't want to stop *blush*"

Rainbow Dash: "Dang Twi, I honestly can't believe Night was your first. I thought all those romance novels looked a little worse for wear the last time I picked up a Daring do book."

Twilight: "SHUTUP RAINBOW!"

Rainbow Dash: "I still remember that one time I walked in when she was clop...."

Twilight: "Finish that sentence and I'll turn you into an earth pony for the next five years."

Rainbow Dash: "Shutting up."

Author: "Alright you two, lets take a chill pill before someone gets turned into something we might regret. Our next set of questions goes to Midnight, we have three questions for you from this person. The first is, How many pranks can you pull out in 5 mins? The second is, What else scares you as well as spiders? And the third is, What are you going to do when the mares go into heat again?"

Midnight: "Wow, ok lets see. The pranks really depend on if they are quick and easy against multiple ponies or long drawn out ones that are multiple pranks mashed into one. However, I have successfully pulled around forty-three pranks in succession on the maids, butlers, and guards all within five minutes of the first one going off within the castle grounds. Some of them still think it was Luna that did it."

Luna: "WHAT WAS THAT?!"

"Midnight: "*whistles innocently* Alright, as for the second part of your question, not much scares me besides spiders. I have the constant fear of loosing a loved one due to circumstances beyond my control, which at the moment is next to nothing. Other than that, nothing else comes to mind. I do get startled easy when I'm not expecting someone to shout or scream at me. *eyes Pinkie Pie* And as for the third question, I have no clue. As I am sure you are aware from Author, I have a healthy sexual appetite. However that doesn't mean I am going to go around knocking up every mare I see. Nope, I have a plan in the works when it comes to that special time of the year. I won't say what but I'm sure Author is going to show it in due time."

Author: "To true Midnight, I think our audience is going to get a kick out of it. Our next set of questions goes to our resident Librarian, Ms. Twilight Sparkle. Your first question is by the same person who asked Midnight his last three questions. (What was going through your mind when you whipped off the towel from Charles?)"

Twilight: "WHAT!? Seriously?! Do I have to answer that?" *Look of shock and disbelief*

Author: "Eeyup."

Twilight: *groan of annoyance* "Well, to be honest......... I was very curious to meet another sentient species and wanted to know everything about him........ Once I learned he was male and had a lot of intelligence. As well as his love for books nnnnnnnngh, FINE I'll just say it! It was the biggest turn on I have EVER had the chance of experiencing. I had to know what he looked like under that towel! I just LOVE a guy with a huge........... IQ." *blush*

Author: "Sure ya do Twilight." *bro hoofs Midnight* "Alright, next question is, (If I could prove that there is a theory for turning a SPHERE inside out, what would you do?)"

Twilight: "WHAT!? That isn't possible without causing irreparable damage to the structure of the sphere, unless of course you are attempting to use magic to hold it's integrity flush with the walls before turning it inside out. But still, unless you have an entry point into the inside of the sphere I highly doubt it would be possible. But if you could show me the theory, nnnnnngh, and prove that it could work.............. Oh sweet Celestia I would be yours." *bites lip seductively*

Author: "Uh oh Midnight, looks like you might have some competition for Twilight's affection."

Midnight: "Hey, Twilight and I are in an open relationship. It's cool. But I hold no responsibility if that guy dies before getting Twilight off a hundred times in a row."

Twilight: "That's why I love magic, it has so many uses to keep a pony pinned and at attention until I say otherwise."

Midnight: "I can vouch for that. It still scares the shit out of me everytime Twi gets a little antsy." *shudders*

Twilight: "You love every second of it."

Midnight: "Can't argue with that." *chuckles*

Author: "Ok Twilight, next question, How do you feel about being with Midnight AND Rarity as one big happy family?"

Twilight: "It's rather interesting really, Although polygamy is practiced in Equestria due to the low male population, I never really thought that I would be part of one of those relationships. I'm just glad it is with a close friend rather than some pony I don't know."

Author: "Final question before we move on Twi, If you're with Midnight, does that mean the CMC can call you AUNT?"

Twilight: "I guess that would be possible, however Midnight has not asked me to marry him as of yet so technically the term aunt wouldn't apply. That doesn't mean that I won't dislike them calling me Aunt. I just can't wait until My brother Shining armor and Cadence have a foal of their own so that the little one can call me Aunty Sparkle."

Author: "That is just to cute Twi. Alright, our next set of questions are for the lovely Miss Rarity."

Rarity: "Why thank you darling, I do hope that I have a few good ones."

Author: "Yup. You are going to love these." *evil grin* "When you have a foal with Midnight, what would you call it if it was a boy? And what would you call it if it was a girl?"

Rarity: *Expression of complete shock along with a full body blush* "M-my word! I honestly never thought of that before. To be honest, if we had a foal I would rather like to name them after myself or Midnight. I think Ruby would be a lovely name for a filly, and knowing Midnight all to well, we could name our colt Granite or Coal. Diamonds do come from coal, so that name would be an absolute gem."

Author: "UGH! That was a TERRIBLE pun Rarity. Alright next question for the ivory princess. Do you mind spiders?"

Rarity: "EW NO! Absolute horrid creatures. I would feel better if there were none at all within Equestria. But then there would be a lot of other insects if they all disappeared. Although I don't like spiders, I don't discourage others from hating them. Does that sound like a fair answer?"

Author: "Sounds alright with me. Last question for Rarity. If Midnight came back drunk, what would you do?"

Rarity: "Well he has come home before rather tipsy, he can be rather rambunctious when in that state so I have my fun with him until he either passes out, or I get tired and lock him out of the bedroom. Overall though he is still the gentlestallion when he has had a few to many, although a little less chivalrous." *eyes Midnight*

Midnight: "Heh, what can I say? Having the most beautiful mare in Equestria as my fiance keeps me antsy."

Twilight: "And what am I? Chopped liver?"

Midnight: "No dear, I am proud to have you as the most intelligent marefriend a stallion could ever have. Your intellect is second to none."

Twilight: "Awwwww, you are so sweet. *kiss*"

Midnight: "I know how to please my ladies."

Rarity: "Quite." *giggle*

Author: "Keep it in your pants bro."

Midnight: "But I'm a pony, I'm just swinging in the breeze WOOOOOOOOO!" *wiggle wiggle* *WHACK* "GOD DAMMIT WHERE THE HELL DID THAT RAKE COME FROM?!"

Screwball: "Hehehe, oops, sorry."

Midnight: *groan of annoyance*

Author: " Alright, this next question is for Midnight, Twilight, and Rarity all together. As this is the 100th chapter, how do you feel about my buddy Tardis34 making a scene for EVERY chapter up to chapter 100 and possibly beyond?"

Rarity: "As long as he doesn't make fun of my mishaps in the past I am perfectly fine with it. Let the darling draw them."

Twilight: "That sounds rather interesting, I would love to see some of our previous adventures drawn out so that they can be shared amongst everypony.

Midnight: "Draw all of the smutty stuff and both of there more hilarious moments. I fucking dare you! I want to see that shit and remember it forever."

Twilight: *FWOOSH* "MIDNIIIIIIIGHT!"

Pinkie: "OOOO Your Twilight Sparkle just evolved into Rapidash!"

Midnight: "AAAAAAAAAAAAAAAAAAAAAAaaaaaaaaaaaahhhhhhhhhh!" *runs away screaming as fireballs are being thrown at him.*

Twilight: "Come back here and face me like a stallion you CHICKEN!"

Midnight: "But I'm a big chicken just like you said! SEE!? *bock bock begock* OW! Dammit Twilight quite it! OW FUCK THAT BURNS! SORRY SORRY I DIDN'T MEAN IT I SWEAR!"

Twilight: "Fine, but if I see even ONE smutty picture of us by that artist I am not only going to roast him, But you as well." *snort*

Author: "Yet another reason why I am glad to not be in Equestria."

Twilight: "What is THAT supposed to mean?"

Author: "Nothing! Moving on to the next question. Oh Twilight, I think you have a fan because this fella has made a list in honor of your preferred method of organization."

Twilight: *BLUSH* "R-really? I feel honored, and a little warm."

Author: "Alright then, first questions are for you Twilight, If Midnight/Charles asked you to marry him as well as Rarity would you?"

Twilight: "*blush* Yes I would, I think my parents would be very proud of me for marrying him. I am a star pupil of Celestia, Why not at bride to the only male Alicorn as well." *squee*

Author: "Too cute Twi, Alright next question for you is, Did you ever get around to finishing any of the books Midnight donated while he was Charles?"

Twilight: "Actually I have scanned everyone of them with the memory spell that he gave me. I currently have 43,261 books scanned into my memory."

*Entire cast jaws drop*

Twilight: "What? I love to read!" *giggle*

Author: "I'll say. *ahem* Ok next question, If you and Midnight had a foal what would you name it?"

Twilight: "Oh my gosh! Um........... I haven't scanned a book on baby names before, um............. I'm not sure, If we did have a foal I would like to at least have it's last name Sparkle, as for a first name I'm not sure. I will have to think about that one for a while."

Author: "Dang Midnight, you guna be a busy boy."

Midnight: "Don't remind me." *rolls eyes*

Author: "Alright next set of questions goes to you Midnight."

Midnight: "Again? Wow, alright. Shoot."

Author: "Have you ever thought about doing some inventing while in Alicorn form? If not why?"

Midnight: " I have thought about inventing a few things but I still have a lot to learn about this world as well as think of the repercussions of adding human technology to Equestrian technology and magic. Needless to say I have had countless thoughts of how to improve this worlds standard of living, but I don't want to make things so easy for ponies that they end up like the people from earth. Fat, lazy, unmotivated, and dependent on the government or ruler to support them. I have been working on my own book about magic and its uses though."

Twilight: "When did you start that book?! I want to read it!"

Midnight: "Sorry dear, you will have to wait until it is finished, and you can't use the scan spell."

Twilight: *groans dancing around annoyed*

Author: "I think you be the master troll."

Midnight: "Meh, I try."

Author: "Next question, Opinions on Stetsons? If I sent you a stetson would you wear it for the rest of the Q&A? P.S. Ask whoever handled the questions for the attached Stetson..."

Midnight: "Stetson's are fantastic hats, AJ loves the one I got her, but having one when you're an Alicorn is a little hard at times. You have to place it just right over your horn, plus the hat will always move because of my mane. I like them, but they aren't really for me. You can keep the stetson Author."

Author: "Thanks Night." *Places hat on head* "Now all I need is some banjo chase music and a pissed of AJ chasing me."

Applejack: "Don't make me buck you upside the head smarty pants."

Author: "Aw come on now, don't be like that. Anyway, next question is for Miss Rarity. Seeing as you work with gems are they a very common object? If not how much are they worth?"

Rarity: "Gems are a somewhat uncommon item but are plentiful in many different areas of Equestria. There are a few species among this world that actually eat them as a delicacy or as a normal food supply. My little Spikey Wikey loves them. Although I have not tried to taste one myself, Spike has told me about the many different flavors that each gem is unique to. Ruby's taste like Watermelon, Citrine like lemon, topaz like honey, emerald like kiwi, fire ruby's like strawberries, oh my there are just so many different kinds its hard to keep track. But overall gems are plentiful. Otherwise all of the dragons and diamond dogs would starve. As for the overall value of gems, there really isn't any value to them. A single gold bit would get almost a wagon full of them if that is of any reference."

Author: "Wow, that sounds rather interesting. I guess Dragon taste buds are quite different from any other species. No wonder Spike loved those Baked Bad's that AJ and Pinkie made a while back.

Pinkie: "Don't remind me. *urp*"

Author: "Alrighty then, onto the next question. Oh! This one is for the lovely Miss Fluttershy. Don't be afraid dear come on down."

Fluttershy: "*squeak mumble*

Author: "Now Fluttershy, One of our readers wants to know two different things. What's the air speed velocity of an unladen swallow? 2: If you could have any Everfree forest animal as a pet that won't harm anypony. Which would if be and why?"

Fluttershy: "Oh my, that first question is rather hard but I'll try my best to answer it. Depending on the weight of the swallow, the normal speed would be between seven and eighteen meters per second. I hope that helps, and as for the other question, I would love to have a baby hydra as a pet, they are scary when they get bigger, but if they would never harm a pony or other creature I would love to have one. I already have a Manticore as a pet, Mr. fluffy is always such a nice kitty. He helps to guard my home seeing as it's on the edge of the Everfree forest. Angel bunny doesn't like him though."

Author: " Thank you Fluttershy you did very well. Alrighty, onto our next question. Oh princess Celestia, this ones for you, Is there a custom for family last names? Because on earth humans have to take the last name of a spouse upon marriage and often several members of the family will have the same last name."

Celestia: "Here in Equestria everypony has the choice to take a spouses last name. Some families require it such as the Apple family. If Applejack were to marry Midnight, he would have to take Apple as part of his name. Some of the names are traditional while others are purely optional or taken out of respect to the family. But overall, no pony is required to change their last name.

Author: "Thank you princess, that was rather educational. Our next question goes to Princess Luna. Did you know that several humans suffer from a disorder that prevents sleep at night called insomnia? Is there anything similar for ponies?"

Luna: "Why yes, that same disorder does plague some ponies at times, however we have Zecora to thank for showing us an herb that helps to put a pony to sleep, If I recall, it is called Valerian root.

Author: "Hey, I take that on a regular basis for my insomnia. Pretty potent stuff. Alrighty, This next question is for both of our princess'. Did you know your names both mean Sun and Moon in another Earth language respectively?"

Celestia: "Midnight had mentioned this to us before, Although a bit strange, I do not find that it is unwelcome. For as long as both Luna and I have lived, we have come to realize that, although far apart or possibly even in a different dimension. Language barriers will ultimately have words relating to other words even though they will be spoken differently. So It is no surprise.

Luna: "I agree, there are countless different languages within the universe, hearing that there is another word for the sun and moon is no surprise. But thank you for letting us know."

Author: "Wow, I never really thought of that ya know? Countless languages and countless ways to say one particular thing. just awesome. Ok then, let's move on shall we? Our next question is for Princess Luna again. *snicker*"

Luna: "Author? What is so funny?"

Author: " The question is, Has anyone ever called you 'Woona' before?"

Luna: "*facehoof* TIA! Did you tell anypony about that?"

Celestia: "No dear sister *snicker* but now that the cat is out of the metaphorical bag, why not indulge our reader?"

Luna: *sigh* "Very well then, Although I do find that nickname rather irritating if spoken by some, I do have one particular young colt who started that trend of calling me Woona. He is an adorable young colt, his name is Pip. The first time he called me that I was rather stunned and thought it rather cute that he had accidentally mispronounced my name. Although uncommon for one to call me that, I find it somewhat cute if spoken by the young ones."

Midnight: "Awwwwww, does Woona need a hug?"

Luna: "If thee values thy family jewels, then thee would take great care in what thee say to thy Princess of the Night. *glare*"

Author: "OUCH! Better watch it Midnight, Luna looks like she could freeze a barrel of water at fifty yards with that glare. Oh well, onto the next question. Luna, Have you thought about having a foal with Midnight, just like Celestia?"

Luna: "WHAT?!............."

Midnight: "So you have thought of it then. Hehehehe."

Luna: "At one point yes, I will admit it. However, My sister has just recently given birth and has left the Kingdom of Equestria in my care until she see's fit to take on the responsibilities once again. But for the time being, no. Maybe sometime in the future once the young one has grown."

Author: "Awwww, I would love to see what your child would look like with Midnight. With both of you having a dark coat I would think the little one to be one with the night as well."

Luna: "Thank you author, we shall see."

Author: "Cool, ok our next question is for Big Macintosh and Fluttershy. When are you getting married?"

Big Macintosh: *eyes bug out*

Fluttershy: *faints*

Big Macintosh: *checks on Fluttershy while answering* "Well, we ain't quite yet got to that point. We've only been on a hoof full of dates. Ah don't quite reckon we're ready to settle down."

Author: "To bad, I think your foals would be adorable."

Big Macintosh: *glare*

Author: *ahem* "Anyway, next question is for every member of the cast, whoa. The question is, How many of you would like to feature in a epic rap battle and who will you want to go with?"

*soft talking heard for a few minutes between the cast*

Midnight: "I'm not to fond of rap as I find lyrics not to be actual music. Music is done with instruments. But if I had to choose a battle I would have to go up against Discord or my evil twin. Going up against my twin would be a very close battle. Discord, not so much."

Celestia: "A rap battle? Although I am familiar with the term I do not see the point in doing a rap battle."

Luna: "I would go up against my sister obviously, After spending a thousand years on the moon I had to pass the time somehow. Rapping in my previous tongue was all to easy and made for quite the show."

Big Macintosh: "Nope."

Fluttershy: "Um........... I don't want to battle. ....... If thats okay with you."

Twilight: "Alright! Finally I can put all of my knowledge to use by rhyming some words to destroy my competitor. I would definitely go up against Princess Celestia, Midnight, and Rainbow Dash. I have quite a few things I'd like to say."

Celestia: "Twilight?"

Midnight: "I accept your challenge, be prepared for a hurting like no other."

Twilight: "Bring it Night, and don't worry Princess, it's all in good fun."

Rainbow Dash: "I'm not really good with rhymes, but I never back down from a challenge."

AppleJack: "Boy howdy, anyone who goes up against me is looking for a hurting. I don't right have anypony that I would want to go up against though.

Granny Smith: "I'll take on anypony, dern whipper snappers thinking they can beat this ol'mare, they gots another thing comin."

Author: "Dang! Granny Smith is about to open a can on somepony."

Granny Smith: "Not a can youngin, A barrel."

Author: "Aw yea! Get on it Granny Smith."

CMC: "We accept any challenges when it comes to rap battles."

Rarity: "I may be high class but that doesn't mean I cant throw down some sick or dirty lyrics. I have nopony I would challenge, but welcome anypony who does because they have another thing coming if they think they can best me."

Pinkie Pie: "I'll take on anypony and make them smile in defeat as I break the fourth wall over their head!"

Author: "Dang, Pinkie is about to go Pinkamena on some ponies flank."

Pinkie Pie: "Awwww yea! *hoofbump*"

Author: "Alright everypony, calm down. We have all the time in the world for those rap battles, We have another question, this ones for you Twilight. Since Twilight figured out that Midnights' transformation back to human is controlled by the amount of magic he depletes compared to the amount he is able to absorb, will he spend more time in his human form willingly to keep his magic levels high enough to retain his Alicorn form when he needs it? Or will it be totally random when he looses his Alicorn form?

Twilight: "We have found out that over time Midnight will revert back into his human form Charles once his magic is depleted to a specific point. Once he has run out of magic and stops attempting to use magic for a specified time he will revert to a human once again. However, after his human form has adapted to the magic that his body is using and consuming on a regular basis, he will no longer revert back to his human form. This does not include his ability to willingly transform himself back into his human for with the use of magic. We are currently working on several methods to store magic in a condensed state for in such a case as there is a need to use massive amounts of magic at any given time. So don't worry. Midnight may revert back to his human form sometime in the future but he also has the ability to morph into that form if he so wishes."

Author: "That sounds awesome Twi, sure wish I could do that. Ah well. Ok then, we have a special request from PaladinWolf. He wants to know if he can get a hug from our resident Princess of the night."

Luna: "Well I can't simply say no to a fan now can I? *HUG*"

Author: "To cute Luna, to cute. Alright then, lets move on. Our next question is for................... *looks at the paper again* Me?!"

Midnight: "Alright! Congrats author."

Author: "Heh, thats pretty cool. Alright then, this fella has quite a few questions for me. Lets begin.

1.What was it like when you first started 'What's love got to do with it?'

Hmmmm, At first it was all up in the air, I had written another story previously and didn't like the way it turned out so I canceled it and started over from scratch. As I began to go through the story and get more in depth with the main character as a complete copy of myself, I constantly found interesting methods of implementing myself to given situations that would not only be humorous, but at times suspenseful as well. Starting out was a chore as getting a solid foundation for the given storyline was hard. I had wanted to end the story with the death of the main character and stop there, however I received a lot of messages asking for me to continue the story. From that point on I told myself to continue to write as long as I am happy with writing. The praise from the community helps keep me going because I have never had a fan base before. Pleasing my fans makes me happy so I have no intention of ending the story anytime soon.

Did you expect it to be a success?

Honestly, no. I just wanted to write the story because it was in my head. I didn't think it would have gotten as far as it did had it not been for my awesome fans.

Was it a success at first?

No, not at first. I had to advertise my story a little at first and posted to other stories I had read, hoping that others would click my name to see if I had any stories. From that point it began to pick up speed. Now all I want is it to get featured.

Any challenges along the way?

YES! grammar nazi's were the biggest problem. However at this point I would like to thank them for helping me see all of my mistakes that were constant in my story. I have become a better writer because of their constant belittling.

Did you get any harsh criticism and if so how did you take it?

I will share a story about this. I had an internet stalker once that constantly found any and everything I would post then make a stupid comment. It eventually got to the point where I had to get a lawyer to handle it. It stopped for a month before picking up again. After finding out that it was the same person and he broke parole by harassing me once again, he is spending the next ten years (from his court date) in prison. At that point I told myself that I would no longer get upset with trolls online because they are just sad little people themselves and have no life. So I took criticism in stride so it wouldn't bother me. I used that information given by the trolls or criticizers and applied it to better myself in this field so that not only would the ammunition that they would receive be little to none from my mistakes, but it would help me out in the process by increasing my skills in writing."

What were your initial goals and reasons for writing this in the first place?

I had no real goal at first because I never had a fan base. My only reason for writing this was to put it out there so I could read it later when I started on a different writing project so that I could help better myself. The reason for writing it is because I love MLP FIM. I have written countless other stories but never posted them. I will admit that I used to be a FURRY at one point and even went to a convention one time. I have many furry friends but over time lost the will to stay as a so called fur. During that time and even til now I wrote furry stories, then gradually shifted to Sonic the Hedgehog mixed with my furry OC which his name is my handle 'FurStreak' I have kept that handle all this time because it is unique to me. Anyway, I just wanted to write because it was fun to have written a story then read it later on only to say 'I wrote that?'."

Any specific Inspirations?

Sonic the hedgehog, Furry/Furries, my love for art and writing, MLP FIM, Many of the cartoons I love and still watch, Anime and related animations, classic cars/trucks, science, biology, aeronautics, space, astrology, good god I have TONS of things that inspire me, but the number one thing would be my fans for helping me keep this story alive. Thank you all for your continued support and praise.

Author: "Well that does it for the questions. Thanks to everyone who asked a question and thank you to the cast for coming out to answer all of these questions. I will try to hold another Q&A for chapter 150 and another one at 200. If I still get requests to continue the story from there on hopefully I can come up with some new ideas to put out more. Thanks again people and ponies alike."

101. Rainy Days and Nights

"FINALLY IT'S SUNDAY!" Whip lash shouted taking in a deep breath and smiling to the other captains.

"Excited are we now?" Iron Clad chuckled as they trotted along through Ponyville toward the stage that had been put up just outside of the base for the nights entertainment.

"You bet! I have been trying to get the chance to see Rainy Days for about two years now, and every time I get close my chance is lost to the wind." He sighed looking down tot he ground and shaking his her.

"But not tonight! I will finally get to see her for the first time. I sure hope she is as beautiful as she is on her posters." He started prancing about being so giddy about finally meeting Rainy Days he failed to notice the Alicorn in his path as he bumped into him stepping back a few paces to see what he had hit.

"Careful Whip, if you keep prancing around like that I think our boys will think your a little funny." He chuckled getting a laugh out of the other captains.

"Hey now, I ain't into stallions Cap'n. Strictly a mares stallion and that's it." He smirked looking up to the looming Alicorn.

"Alright then kids, get your tails inside. The show is going to start in a few minutes." He laughed as he walked behind the three.

"So Cap'n, ave ya seen Rainy yet? Ah heard she is probably the tallest pegaus mare in Equestria. Heard she is taller'n Luna." Iron Clad chuckled looking back to Midnight.

"I haven't had the chance to even look at a poster of her. To be honest, all I know about her is from what I've heard along with a couple of her songs. Just to busy to do anything else really." Midnight sighed thinking of all the shit he had gone through recently.

"You're kidding?! Seriously? You haven't even seen her poster and you managed to get her to come here to sing for the entire platoon? You have some brass Captain." Blizzard chuckled flaring his wings a bit.

"Sorry to say, I'm just about as busy as royalty." Midnight chuckled as they pressed through the crowd to their booth near the stage. "And unfortunately, that means I have many things to tend to during the day. Most of which right now is planning for tomorrow morning to continue you and your ponies training." He smirked.

"Aw come on now captain. Let's not worry about all that and have fun tonight. I'm sure after seeing Rainy for the first time you are going to go home to your mare and rut like a feral." Blizzard laugh causing the other captains to burst out as well.

"You have got to be............. I seriously doubt that any mare would rival the beauty of my three ladies." Midnight chuckled causing the captains to stop.

"Three?" Iron spoke in slight shock.

"Yea bro, didn't you know that he has two other mares besides the princess." Blizzard chuckled.

"The other two are Rarity and Twilight Sparkle, and they are just as beautiful as the other. Don't press your luck fellas. The show is starting." Midnight chuckled as they took their seats. The lights dimmed and a sultry voice could be heard over the speakers. Rainy pressed a foreleg from behind the curtain showing a red garter hiked up onto the upper part of her leg. She slowly pressed her way forward while singing and causally looking over the audience. Many of the stallions were giving loud cat calls while some others just stood in complete awe as to how beautiful this Pegasus was. Midnight on the other hoof was being laughed at by the three captains that sat at the table with him.

Rainy Continued her sultry trot along the platform until the song came to its end with her walking off stage and behind the curtain, her tail giving a playful flick to the crowd as she vanished behind it.

"So I see your first viewing of Rainy Days was an overall success. Pay up boys!" Blizzard laughed causing the other two captains to toss a bag of bits each to him.

Midnight sat there, his mouth agape, his mane and tail roaring into a blaze of fire, and his wings now permanently at attention. That was until blizzard waved a hoof in front of his face.

"HUH WHAT!?" Midnight snapped back to reality causing the three captains to chuckle. "Was that Rainy?!" He spoke in shock looking to the captains at his table.

"The one and only, as you can tell from the crowd." Iron Clad laughed nodding to the hooting and shouting ponies all around the stage.

"Damn!" Midnight spoke causing them to burst out laughing again.

The rest of the show went as planned. Rainy coming back out for several more songs along with teasing the ponies closest to the stage. However on several occasions Midnight noticed her gaze falling on him during her performance. As the last song finished Midnight continued sitting at his table as the captains and many of the other stallions left heading back to the barracks to get a good nights sleep so that they would be prepared for the morning.

Once there was enough room to maneuver freely without bumping into any other ponies Midnight mad his way to the side of the stage toward the dressing rooms. He was stopped however by two rather stout looking unicorns Each wearing a hat and pair of shades. They looked up to the Alicorn and nodded back.

"Ms. Days is expecting you sir." One of them spoke up as Midnight passed.

'Expecting me huh? I'm starting to have a weird feeling about this.' Midnight thought to himself as he continued down the hallway to a set of large doors. He gave it a gentle knock with a hoof hearing a feminine voice coming from behind them.

"Come in."

Midnight pressed forward stepping inside and closing the doors behind him. Now to say that the room he had just entered was lavish would be an understatement. This room was huge. A large bed to one side as well as a small fridge near a well lit table. A variety of clothing all hung up neatly and spread apart so that a pony could grab it without pulling several others with it. On the other side of the room was a door and a vast amount of pillows laying in one corner around one huge pillow.

"Have a seat dear." Rainy spoke out breaking Midnights viewing of the room. She looked in the mirror on the makeup table she was setting at and nodded toward the large pillow couch near the other door in the room. Midnight walked silently over and took a seat laying his forelegs off the end while watch Rainy.

"So I take it you came by to thank me for coming out and singing for your men right? Then you were going to go on and on about how wonderful I was before complementing me to no ends to try and win my affection to try and rut with me am I right?" She spoke out causing Midnight's expression to turn to shock.

"Sounds to me like you are over thinking this visit darlin." Midnight chuckled causing her to cock a brow at him.

"I will admit that when I first saw you come onto stage I thought that I would love nothing more than to rut you silly." He smirked causing her to laugh.

"So your motives have changed then have they?" Rainy smirked turning around on her seat to stare at the Alicorn.

"To be honest yes, I just thought I would come by and thank you for your patronage toward my men. After the few weeks of hell I have given them, the needed a good break from the everyday routine. You helped to alleviate that tension, if not create a little more." He laughed causing her to smile behind the part of her mane covering some of her face.

"Well I do aim to please most of the time." She sighed.

"I'm guessing all the fame and glamor isn't what you thought it would be." Midnight smirked causing her to roll her eyes.

"I have been doing this for about seven years now and it is the same thing every time I go on stage. Countless stallions all getting there hopes up to try and rut with me. Nopony I have met has thought different." She groaned pulling a drinking from the small fridge.

"I know the feeling, I've had quite a few mares under my wings from my concerts." He chuckled but stopped seeing her eyening him suspiciously.

"So you sing?" She asked giving a slightly disgusted glare.

"Nope, I play instruments. I honestly suck at singing, but with a little magic I can sing like an angel." He chuckled.

"I haven't seen any posters or media coverage of you. Wait......... I think I have. When I was playing in the Canterlot Theater Princess Celestia spoke with me about another Alicorn that had played there previously. She showed me a poster of you." Rainy sat down looking midnight over for a moment. "Can't say I'm all that impressed." She giggled causing Midnights eyes to roll.

"Cute, but you won't get a reaction out of me like that. I haven't played at the theater in a while, been busy saving the planet and all the ponies in it from certain doom. Not much time for a private life ya know." He smirked again.

"That is another thing, you don't speak like any other high class pony I've ever heard of. It's rather unbecoming." She sighed.

"Oh well, can't please them all." Midnight laughed causing her to sigh again.

"You know you are making this a lot harder than it should be." She groaned.

"What? You trying to piss me off and make me storm out of here angry at your insults or belittling? HA! You are going to have to work overtime and a half to get me to do that doll. I am probably one of the most easy going ponies in this world next to one of my friends Big Macintosh, and he's an earth pony farmer at the farm next to the base." Midnight began to chuckle again causing Rainy to scowl slightly.

"So you just came her to thank me then is that all? No second thoughts as to a way to get me to rut with you? No hidden agenda for a second performance? Anything other than a thank you for stopping by?" She stomped while pacing the room, all the time glaring at the Alicorn before her.

"Nope. I did want to speak with you about how your day has gone and try to alleviate some of your tension without the premise of rutting, but I see your just to tense to relax and talk. If you want to chat though just head toward the middle of the base. I'll be in that building should you change your mind." Midnight spoke as he stood up from his laying position on the giant pillow and began to walk to the door.

"What?! Your leaving just like that? Not going to fight for the ultimate prize? A night with the most beautiful mare in all of Equestria!" She snorted in annoyance.

Midnight turned his head back looking at her while speaking. "Why fight for the unobtainable? Besides, it's not like you care about me. You just want the satisfaction of watching me try to get you to rut with me. I know its not going to happen so why try and convince you otherwise? Oh, and please do me a favor, don't talk like you are all that and a bag of chips. You may be beautiful on the outside, but inside your still an ugly jerk hell bent on making others miserable, and to me, that isn't beautiful. It's a pile of crap on a hot summers day." He spoke as he exited the room. Once the door closed he could hear quite a bit of cursing along with a lot of noise from things being bucked or tossed about in rage.

XXX

Midnight had been sitting at his desk in the head quarters of the base for almost two hours now. He had finished up most of his paperwork for the next few weeks and was now almost finished with the new training regime for the guard when he heard a knock at the door.

"Come in." He spoke out flatly as he continued with his paperwork. He looked up after a few seconds from the pony sitting down in the chair across his desk. His eyes went a little wide seeing Rainy sitting there, eyes dampened and mascara running down her cheeks.

"Rainy?" he began but stopped as she raised a hoof to silence him. She took in a deep breath and let it out slowly giving a soft shudder through a quivering lip.

"I have spent the last hour crying because of your remark. Never in all my years as an entertainer has anypony ever said anything so hateful and demeaning to me." She paused as she took in another breath squinting her eyes shut only to send a few tears down her cheeks.

"But I have to admit after thinking about it. You're right. Over time I grew so self confident about my singing and beautiful looks that I grew bitter and cold toward all of the attention I was given. Even though all the stallions I met were the same it still bothers me. What if even one of them were genuine about there feelings? I could be happily married right now with one or more foals. But I traded it all away for this life." She trailed off as a new wave of tears began to fall from her eyes.

Midnight sat there quietly listening to her until she finished and began to cry. As she began to cry he moved over to her gently pulling her into an embrace, wrapping his wings around them both and rocking her back and forth while cooing to her to try and stop the flow of tears. After a few minutes her crying slowly came to a stop. He continued rocking her gently for a few more minutes until he thought it was safe to talk to her.

"You know Rain, You shouldn't berate yourself just from the assumption of one stallion. I am sorry I said those things to you, but you must understand that not everypony is as evil as you make them out to be. Stallions will of course go after the most beautiful mare they find, it's only natural. But that doesn't mean all of them aren't insincere. If I could get to know you I am sure to find you are a fantastic pony at heart, you just need help getting back to your roots." He smiled pulling back and gawking slightly seeing her eyes closed and her mouth slightly parted.

'She fucking fell asleep!' Midnight shouted inwardly.

Midnight gave a soft sigh as his horn lit up picking up the sleeping pegasus in his arms and slowly levitating her to his bed in the back room. He gently placed her on the bed and puled the covers over her. He leaned down giving her forehead a gentle kiss before slowly making his way out of the room and laying across his couch. He gave a wide yawn before resting his head down on the arm rest.

"You know, you are literally the first stallion ever to do that for me." Rainy spoke from the doorway causing Midnight to jump.

"Rainy?!" He spoke looking at her, she smiling back to him. "What did I do again?" He spoke rather puzzled.

Rainy made her way over to the couch as she spoke. "You are the first stallion I have ever pulled that little performance on to actually take me to a bed and put me in it. Before leaving to sleep on the couch. Even a few stallions have done that and slept next to me without actually doing anything to me. But you are the first to actually be a genlte stallion and go to sleep on a couch that is five times to small for you just to make me happy." She gave a sincere smile to Midnight causing him to reach out and bring her into a gentle hug.

"W-what are you doing?" She asked rather shocked.

"That is the first honest smile I have seen come from you, and it was beautiful." Midnight smiled back causing her to tear up once again.

"Now don't start with the waterworks again. Go on back to bed. I'm sure you have other performances you have to get up to get ready for early in the morning." He smirked running a hoof under her eyes to remove the tears. She gave a nod as she pulled away heading back into the room. She turned, looking back to the Alicorn as he attempted to get comfortable but kept tossing and turning.

"Come on you big idiot." Rainy sighed giving him a smirk.

Midnight looked at her cocking a brow. "What?"

"Come on. A stallion as chivalrous as you should at least get a good nights sleep." She nodded to the bed.

"But I thought you..." He was cut off by her again.

"Don't think you're getting lucky. I'm just offering the bed, not my plot." She smirked.

"I think I shall take you up on your offer then. I doubt I could be a total hard flank to all of my men in the morning without at least a few hours sleep in a comfortable bed." He chuckled as they climbed into the bed.

After a few minutes of laying still Rainy could feel Midnight shifting slightly in bed. 'Here we go, to old snuggle then grope routine.' She thought to herself awaiting the roaming hooves that never came. She slowly turned over to see the licking flame of Midnight's mane coming from under the cover.

'Son of a horse! He is actually keeping to himself.' She gawked, but it slowly turned to a sincere smile as she snuggled up against his back wrapping a wing around him.

"Rainy?" he spoke out turning his head to look at her. She gave a soft sigh looking up to him. He smiled as he turned over wrapping his forelegs around her and pulling her gently to his chest, his wings wrapping around her like a living blanket.

"Get some sleep." He spoke softly giving her forehead a kiss.

"You know something." She spoke out.

"Hmm?" was his reply.

"Either you are really good at this, or you are by far the kindest stallion I have ever met. She giggled.

"Can't I be both?" He chuckled getting her to giggle.

"Get some sleep. You can berate me in the morning." Midnight chuckled once again as they slowly drifted off to sleep.

102. A date after the storm

The alarm went off early that morning at five am. Midnight quickly turned the alarm off before Rainy could wake up. He gave a soft yawn as he slowly separated himself from the sleeping pegasus and made his way toward the bathroom to take a shower. After hoping into the shower he heard some soft hoofsteps coming into the bathroom. Without looking he spoke up.

"Rainy?"

"Yes?"

"Sleep well?" He chuckled.

"Believe it or not yes. Considering it was the first time I have slept in the same bed as a stallion without them trying to feel me up." She groaned.

"If you're feeling deprived of that I can still offer it." He laughed but stopped as he heard the toilet flush. "AAAAAH!" He shouted as the water turned hot making him jump away from the onslaught coming from the shower head.

"I don't think that will be necessary my dear." She giggled seeing his expression as he pulled his head from within the shower to glare at her.

"Alright then, but you don't know what your missing. I am the only male Alicorn in this world next to my son after all." He chuckled as the water returned to normal.

"Cute, but still no. I will however try to see you again in the near future. You are quite interesting being as kind as you are. That plus not taking advantage of a poor mare such as myself." She smiled before pouting a lip innocently.

"Innocent? You? Perish the thought." He laughed before screaming again as the toilet was flushed a second time. He quickly jumped from the shower turning off the water and staring daggers at the grey pegasus before him. She just smiling innocently. He grinned at her for a moment before speaking.

"Want to see a cool trick?" He snickered as his horn lit up.

"Not really." *SPLASH* "AAAAH!" She screamed as she was suddenly soaked. She stood there in shock staring at Midnight as he was now dry.

"Neat little trick I use to get dry. Teleporting water molecules from my person to another location. Hit the showers kid." He chuckled leaving the bathroom and heading out the front door toward the barracks.

After his normal routine of teleporting inside and scaring everypony to death, then having them meet at the obstacle course, he stood by berating several ponies for moving to slow, but noticed that everypony on the course had been looking off to the side, letting something take their attention. He looked over to see Rainy making her way toward him. She stopped next to him smiling.

"Looks like your men need a lesson on keeping their attention on the task at hoof." She giggled watching half of the stallions tripping over themselves along the course.

"Nah, I think they all just need a mare as beautiful as you." He smirked causing her to blush.

"Alright you sorry sacks of manure, get your tails in gear before I make you run fifty laps around the base!" Midnight shouted to them finally catching their attention.

"YES SIR!" they all shouted.

"Seems you have everything under control. I think I should take my leave." She smiled as she turned away but stopped, turning back to Midnight and giving his cheek a quick peck.

Midnight stood there in shock for a moment until she began. "Thank you for your kind words and actions. I appreciate the kindness you have shown me. I won't forget it so be prepared to see me sometime in the future." She smiled giving a wink to him.

"Not a problem love." He smiled back getting a few hoots from the stallions running by. He turned back to yell at them as Rainy left, giggling while shaking her head at their antics.

XXX

After another couple weeks of training, the entire platoon was set for graduation from the bootcamp to be released back into the royal guard. The ceremony was short and sweet, with the princess' congratulating them on their performances. Each of their armor had been slightly altered to show that they were now elite instead of the normal royal guard. A small shield with two crossed swords behind it adorning the front breastplate of each set of armor. During the training regime the three captains under Shining Armor had been assigned to the camp to continue training other members of the guard over time. Shining would return to Canterlot to oversee the royal guards implementation back into the castle as well as remaining their with his wife Cadence to continue his duty as Captain of the Royal guard.

Midnight on the other hoof would return to Ponyville to his loved ones as well as remain close by should the captains need a quick refresher course on being an elite guard.

After a week of being back in Ponyville, things had returned to its normal everyday routine. Midnight would continue with helping out where he was needed while still making regular visits to the castle in order to see Celestia and Starlight. The same thing just about everyday. That was until Celestia visited Ponyville one day.

"I am so sorry for dropping by so suddenly and asking you to do this. Something has come up in Manehatten and it requires my immediate attention. Thank you again for being able to foal sit for me Pinkie." Celestia smiled as she floated Starlight over to the pink earth pony.

"Not a problem princess, one more foal added to the bunch will only make things more fun." Pinkie smiled looking back to Pound and Pumpkin Cake as she sat Starlight down next to them.

"If you need anything please let Midnight know, I will be out of town for a few days at the least so I will not be available to make the trip back to Ponyville. Please take good care of Star." She smiled nervously giving Star a quick kiss goodbye before making her way out the door.

Pinkie waved goodbye the princess as she left Sugar Cube Corner in a hurry. She then looked back to the foals smiling.

"Who's ready for a cookie?" She giggled watching them all squeal happily at her.

XXX

A few hours had passed by as Pinkie continued playing with the foals, changing them ever so often when they would need it. Along with feeding them and tending to their needs. After several hours the foals began to tire and had been put to bed for a nap. Pinkie made her way quietly downstairs into the front area of the shop to see Midnight sitting at a booth, reading a book and sipping on a steaming drink.

"Midnight? What brings you by here?" She asked trotting up to him smiling.

"Hey Pinkie." He said returning the smile. "I overheard a pony that came into the library earlier that the princess had stopped by here leaving little Star in your care. I thought I would stop by to see if I could offer my hoof at helping you take care of him."

"It's ok, I just put the foals down for a nap. They should be awake in a couple hours. I'm sorry you came at a bad time though." Pinkie gave a slight pout looking up to the Alicorn.

"It's alright Pinkie, I have many more years ahead of me to play with my son and the Cakes foals. It really isn't a problem, I'm just glad that Tia chose the right pony to take care of Star when she has to leave town on urgent matters." He smiled to Pinkie causing her to blush.

"Awwww, it's nothing really." Pinkie giggled happily.

"But it is Pinkie, You have no idea how taxing and nervous it makes a parent to leave their child in another ponies hooves. Finding one that you know will go all out to protect and keep their child safe is a huge relief, and I couldn't be happier with her choice." He chuckled running a hoof over her mane messing it up slightly only to cause her to giggle further.

"I must admit Pinkie, although you are a little hyper active, you are ideal mother material." He smiled again only to watch her blush furiously.

"R-really? But how? I'm just a regular earth pony." She spoke shyly rubbing her foreleg.

"You are far from regular Pinkie." Midnight began as he caught her attention. "You go out of your way to make others happy, you are great with foals and children alike. You seem to have an endless supply of energy. You are fun to hang out with and are second to none when it comes to pulling pranks. Other than being a little overly hyper active, I would consider you to be the perfect mare." He chuckled seeing her whole body blush a bright red. "Well, I had better go. Since the foals are asleep I should get a few more things done by the time they wake up. I'll be back in a couple hours alright?" He spoke as he got up from the booth. Pinkie just gave a nod and soft smile watching him leave. She continued watching out the window as Midnight disappeared around the corner.

"Pinkie? Is everything alright?" Mr. Cake asked coming up to her as she continued looking out the window.

"Yea! Everything is superduper!" She giggled heading back into the kitchen with the empty cup and plate that had been left on the table. But everything wasn't alright. Pinkie found herself thinking about Midnight and what he had said just a few minutes ago as she continued working while baking and washing dishes. She noticed that he was right. Even though she was just a regular earth pony, all of her qualities pointed toward being the perfect motherly figure. But that wasn't what was keeping her attention. It was the fact that a good friend who was always there for her and her friends had made the comment, and was sincere about what he had said. As she continued thinking about what had been said, the two hours had passed by quickly. Midnight had arrived back in the shop, standing up front awaiting a certain pink pony.

"Pinkie dear." Mrs. Cake spoke up catching the pink earth ponies attention as she was washing a few dishes while staring out the window.

"Yes?"

"Midnight is in the front waiting on you." She smiled.

Pinkie suddenly felt more nervous than she had ever felt before. Her heart picked up pace and a knot formed in her throat as she slowly made her way into the front. As she pressed through the swinging doors from the kitchen she blushed a bright red seeing Midnight smiling at her.

"Are the foals up?" He asked causing her to suddenly gasp. She realized that she had forgotten to check on them during the past couple hours and bolted up the stairs as she spoke quickly.

"I'll go check, be right back."

Midnight sat there slightly stunned at the speed Pinkie had just taken off. He continued sitting there for another minute until he heard hooves coming down the stairs. Pinkie rounded the corner smiling.

"They're still asleep. Best not wake them right away. Don't worry though, the princess left Starlight in my care for the next few days so you will have plenty of time to see him." Pinkie smiled up to the dark Alicorn.

"Alright then, I guess I can come back by tomorrow." Midnight said as he headed toward the door.

"Wait......" Pinkie trailed off as Midnight turned back to her.

"Whatsup Pinkie?"

"Um..........well." She began to fidget slightly running a forehoof around in circles on the floor, not daring to glance up at the Alicorn.

"You're not acting like your normal self Pinkie. Is everything alright?" He asked as he came over to her.

"Y-yea.......... It's just that.......... *sigh* nevermind." She trailed off squinting her eyes closed. She was always so forward about everything she did. Why was this time so different for her.

"I'm free this weekend." Midnight spoke up watching the pink earth pony tense up.

"W-what?" She spoke in shock.

"That's what you were going to ask me wasn't it? I've seen to many mares acting the same way you are now not to know whats on your mind." He chuckled. "So is Saturday ok with you? I can pick you up around seven."

Pinkie sat there burning red before finally nodding.

"Alright then, but I'm still coming by tomorrow to play with the foals." He chuckled giving her a wink. "Better not wear them out before I get to play with them." He smiled heading out the door.

Pinkie sat there for a moment before finally realizing what had just happened and began to bounce around the storefront happily. Mr. and Mrs. Cake coming up front hearing the loud springing noise.

"Pinkie? Is everything alright?" Mr Cake asked as he watched her stop in mid air, bolting over to him and holding his face between her forehooves while speaking.

"Everything is fantastic! I just got asked out on a date!" She squealed happily.

"Really now? Well do tell, who is the lucky stallion?" Mrs. Cake smiled.

"Midnight! I was going to ask him because he is so super duper nice but I was to afraid. He caught wind of that and decided to say yes even though I didn't even ask him." Pinkie continued talking but most of it didn't register to the Cakes. All they heard was that she had a date with Midnight, and that was enough to make them happy.

A/N: A big thanks to Zaibatsu for the "Pinkie's date with Midnight." Idea.

103. Foal sitting with my date

The following day Midnight arrived at Sugar Cube Corner a little earlier than expected. It was well before the lunch hour rush and Pinkie had the foals downstairs in the store front playing with them. As he entered into the shop the foals all turned to him smiling, Starlight bolting across the floor toward him giggling loudly.

"There's my boy!" Midnight spoke loudly as he sat down picking up Star and giving him a hug and nuzzle. The foal giggling and trying his best to wrap his hooves around Midnight's snout. Midnight gave a soft chuckle before looking down to see Pound and Pumpkin Cake extending their little arms toward Midnight suggesting they wanted picked up.

"Come here you two. Midnight chuckled as his horn lit up floating the two foals up to his snout along with Star to give them a nuzzle as well, they giggled loudly all hugging onto his face. "how about a pony ride you three?" He smiled standing up and floating them onto his back between his wings. They all squealed loudly as Midnight began to trot playfully around the storefront. Pinkie giggling at his antics as well.

"You really are very good with foals." Pinkie smiled softly toward Midnight as he bounced a little making the foals squeal out happily.

"I try Pinkie, Little Starlight is my first child, I love him to no ends and would lay down my life for him without even thinking twice. I have babysat before and never really thought about what I have been thinking about now. Having a child of your own is probably the best gift in the world in my opinion. The never ending love you give toward them and what they give in return. It's the gift that never stops giving, and that is the best kind of gift." He smiled as he did a couple quick circles making them squeal loudly.

"I........ I never really thought about that before." Pinkie said as she brought a hoof up to her chin in thought, her gaze looking to the floor. As she sat there in thought she didn't notice Midnight standing in front of her.

"Hey Pinkie." He spoke, catching her attention.

Pinkie snapped to attention raising her gaze up to see him standing in front of her, his face rather close. But that wasn't what surprised her. It took a second before she realized that he had cross his eyes and stuck out his tongue to the side making a silly face at her.

*PFFFFT* "BAAAAHAHAHAHAHAA!" Pinkie burst out laughing falling over and holding her sides. After a minute of laughing she sat back up giggling while looking at Midnight smiling down at her.

"Sorry Pinkie, you just looked so deep in thought I had to derail your train." He chuckled before getting a little kick from the foals on his back, hinting that he should continue trotting about.

"How about we go for a walk? These three want to play and there isn't much room for an Alicorn to move freely in here." He spoke as he nodded toward the door. Pinkie gave a smile nodding as she lead the way.

XXX

After a few minutes they had made their way outside and began trotting around the small town. Midnight getting a few strange looks as he pranced about, but that was until each pony giving him the odd look saw the foals on his back.

"So Pinkie, What made you want to ask me out? I never expected you to want to go out with a serious busy body like me." He chuckled causing her to stop mid bounce before starting again.

"Well, I'm not really sure. You said a few nice things about me the other day that nopony has ever said to me before. It made me think about everything and I realized just how super duper nice you are. I figured we could give it a shot you know?" She smiled back.

"Are you ready though? I mean, after the whole discord incident and all." He said causing Pinkie to stop bouncing and take a seat on the ground, her mane deflated. Midnight turned around seeing her sad expression and came back up to her pulling her into a gentle hug.

"I'm sorry Pinkie, I shouldn't have said anything like that." He spoke softly to her.

"No, it's ok. I know that Discord is gone and I miss him a lot. We got really close while we worked on the amusement park. I thought we had something special. But he just turned back into his old meanie mean pants self and had to be turned back into stone." She gave a pout thinking back to when they had spent a lot of time together, his chaotic nature and her randomness seemingly melding together to create the most fun she had ever had. She looked back up to Midnight as her mane and tail poofed back out as she smiled. "That time has come and gone though Night, I do miss him but him leaving was best for everypony." She picked back up as she began to bounce around happily once again.

"I'm glad you don't dwell on things like that Pinkie, Everypony has experienced some hardship before. I try to help out by supporting those who need a shoulder to cry on or just a friend to talk to. However." He stopped for a moment getting Pinkie's attention. "I don't want you to feel obligated or force yourself to do anything you don't want to. I don't want you to think that I'm going out with you out of pity or just to make you feel better. I love you just as much as I love the rest of my friends and don't want you to ever feel bad. So before we go out on our date, Think about what you really want and if you're ready or not."

Pinkie gave a soft smile as she trotted over to Midnight giving his nose a kiss. "You are a great pony Night, Thank you for caring about my feelings, and yes I feel ready to try once again. Even if we don't work out I know you will still be there for me as a wonderful friend." She giggled before giving him a loving hug.

"Gitty up!" A small voice announced from Midnight's back. He turned his head back to see little Pound Cake bucking his sides to get him to move. He looked back to Pinkie as they both laughed.

XXX

After another hour or so of trotting around Ponyville, the foals had grown tired and fell asleep where they were on Midnight's back. They made their way back to Sugar Cube Corner just as the lunch rush hour had ended. They made their way upstairs to put the foals to bed for their nap before coming back downstairs.

"You know Pinkie, we could consider today a semi-date. Even though we had the foals with us." He chuckled causing her to blush slightly.

"True, but we didn't get to grab anything to eat or see a movie. How are you going to make that up to me?" She giggled playfully.

"How about we go out now? I don't have any plans for the day, plus the shop isn't busy so the Cakes could watch the foals if they don't mind."

"You two go on, we can watch the foals." Mr. Cake smiled from behind the counter.

"Eaves dropping Mr. Cake?" Midnight chuckled cocking a brow at him.

"Only when it involves making Pinkie happy. Now you two go have some fun." He smirked.

Midnight turned back to Pinkie smiling. "So where should we go? My treat."

XXX

The two ponies had made their way to the local diner for a late lunch, Pinkie had suggested it since big fancy places were for boring ponies who were all to uptight and didn't know how to have fun. After ordering and consuming their lunch they order desert. Pinkie of course order the biggest banana split that could be made which included fifty scoops of ten different flavors of ice cream, ten banana's, whip creme, and nuts sprinkled all over it with a cherry placed right on top.

"Hey, watch this." Pinkie giggled as she tossed the cherry into her mouth, stem and all. After about five seconds she pressed her tongue out of her mouth with a pitted cherry and stem wrapped around the pit in a nice bow. Midnight sat there as his mane began to gradually increase in size and color, his eyes wide in disbelief.

"I'm not even going to ask how you did that Pinkie." He chuckled nervously.

"Why? Just because I'm always bubbly and happy doesn't mean I don't know how to have other types of fun." She giggled giving the Alicorn a wink.

"Pinkie......." He trailed off. "I honestly don't know how to react to that. You seem so innocent all the time and when you say something like that I literally get blown out of the water with disbelief. You never cease to amaze me." He chuckled.

"Just being me." She giggled.

After finishing a late lunch they continued their date by walking around Ponyville conversing to one another about random subjects and future pranks that they could pull on a few unsuspecting ponies. The date came to a close a few hours later as they arrived back at Sugar Cube corner. The stood outside for a few minutes closing the evening off with a final conversation.

"Today was....... interesting to say the least Pinkie. We'll have to get together again sometime." Midnight smiled to her as she opened the door to the confectionery shop stepping just inside the door.

"I had a lot of fun today. Spending time with the foals and then with you. We should totally do this again." She giggled to him but stopped as some crying could be heard form inside. "Whoops, the foals are awake. Better go check on them." Pinkie smiled as she headed inside.

Midnight gave a contented sigh as he thought to himself about the days events. 'That Pinkie is something else. Out of all of the ponies I have met, She is the only one to keep me on my toes.' He gave a soft chuckle as he began to turn and head away from the shop.

"Midnight." Pinkie spoke up from the doorway catching his attention.

Midnight stopped turning back only to meet a pair of lips pressed to his as the pinkie earth pony wrapped her hooves around his neck. They stood there for a minute before separating. Pinkie smiling to him as he stood there in slight shock.

"Thanks for today, it was a lot of fun. Even if we don't get to go out again I know you will still be here for me if I ever need another pony for something."

Midnight smiled pulling her into a hug eliciting a gasp from her as he spoke. "Pinkie, you are one in a million, If you ever want to go out again just let me know. I don't care to be your friend or something more, As long as your happy, then I'm happy."

Pinkie gave a soft smile nuzzling his neck for a minute before pressing him away. "Thanks, I'll take you up on one of those eventually." She giggled giving him a wink." Until then however, don't be a stranger." She gave one final smile as she headed into the shop closing the door. Midnight giving a smile as he headed back to the boutique.

"I swear that pony is just so random." He chuckled.

Pinkie stood at the window upstairs in the foals room hold little Pumpkin who had been crying but was quickly falling asleep once again. She smiled looking out the window and watching Midnight trot down the street as she rocked Pumpkin back to sleep.

"Maybe one day I'll find the right stallion Midnight. It might be you, or some other pony. But for now, I'm just happy knowing you're there for me if I need you." She spoke softly before placing Pumpkin back into her crib and heading to bed herself to think about the days events.

104. Popularity Roller Coaster (part 1)

A/N: Shoutout to Zaibatsu for giving me the idea for stalkers. I elaborated on the idea a bit. Thanks bro.

"Yet another beautiful day in Ponyville, I can't believe how good this weather has been lately. Even though its regulated by pegasi, it's still fantastic." Midnight thought to himself as he trotted through town watching the ponies go about their business as usual. He continued making his way through town, stopping ever so often to talk to a friend he had made during his time in the small town, then continued toward his destination. The library.

As he arrived at the library and was about to head inside he stopped suddenly as a cold chill ran down his spine making his mane and tail flicker in response. Swiveling his ears he looked around for a moment before shrugging and heading inside.

"Twi, you home doll?" He spoke out as he entered, Spike was just heading into the main part of the library from the back with a stack of books in his hands.

"Hey Midnight, Twilight's in the back, she's been studying again." He groaned nodding to the books he was carrying.

"Ah, should I come back later?" He asked before hearing Twilight calling from the back.

"Midnight? Come back here I want to talk to you." She spoke up garnering his attention.

"Guess I'm in trouble again." He sighed sticking his tongue out only to make Spike laugh as he trotted into the back room to see Twilight sitting with several books on her desk. "You needed to see me?" He asked taking a seat across from her.

"Yes, I just received this scroll from Princess Luna." She said as she floated the scroll over to Midnight, he taking it with his magic and levitating it in front of himself as he began to read it.

"Ok now that is a little creepy." He chuckled nervously tossing the scroll back to Twilight. "Why are their ponies out stalking celebrities? And the princess' as well? It just seems odd." He sighed.

"Well, I'm sure you had celebrities in your world right?" Twilight began, getting a nod from Midnight. "Well although uncommon, a few ponies do take it upon themselves to try and get a glimpse of a few ponies that are normally hard to see out in public. You have photographers for one, then the overly eccentric fans who follow them around where ever they go Then you have the regular fans who just love them for who they are and what they do. The ones who take it to far though are considered stalkers."

"I know what they are Twi, I just didn't think that there were stalkers in this world. I honestly don't see why somepony could be so infatuated with a certain individual that they would make every waking moment dedicated to trying to become part of that ponies life." Midnight groaned.

"Well, there are quite a few crazy ponies in this world, If I were you I would keep an ear out for anything strange in town. Knowing what I do now from what ponies have pulled in the past, I doubt even you could get away from a truly determined stalker." She giggled.

"Heh, you haven't gone up against me since I have learned all those new spells. I think I could give them a run for their money. Let's just hope they aren't in town, or hunting me for that matter." Midnight shuddered before taking his leave from the library.

Midnight began his trek through Ponyville once again as he headed toward Sweet Apple Acres, as AJ had asked for his help in the fields bucking apples for the day. Big Macintosh was out with Fluttershy at her cottage helping to take care of a few injured animals. Applebloom was in the fields with AJ but wasn't strong enough to buck apples, so she was catching stray apples that failed to fall into the bushels.

Upon arriving at the farm Midnight felt another cold chill run down his spine causing him to look around himself once again. "Where does that creepy feeling keep coming from?" He muttered to himself before turning back onto his path. He was about a hundred yards from the entrance to the farm when he noticed a mare trotting in his direction he hadn't seen before.

"Afternoon ma'am." He smiled, nodding to her.

"Afternoon." She smiled back as she trotted by.

Midnight swiveled an ear back listening as the pony hoofsteps began to pick up pace as she moved further away before silence fell to his ear. 'Hmmmm, that was odd.' He thought to himself as he reached the entrance to the farm. As he made his way further into the farm he could hear the crack of hooves against trees before the soft drumroll of apples hit the ground below, a couple minutes past before he had finally located AJ and Applebloom.

"Hey girls, need some help?" He smiled as he trotted up to them.

"Hey there, bout time ya made it. AB was'bout to explode from wanting teh leave so bad. Her and the girls decided teh try for their marks again tehday but she had teh wait on Uncle teh get;ere afore she was allowed teh leave." AJ chuckled looking to the dancing in place Applebloom.

"Can ah go now sis?" She whined as she trotted in place with anticipation.

"Go one sugarcube, but be careful." She shouted as Applebloom took off like a bullet toward the entrance of the farm.

"Cute kid, wish I had had as much fun as she is having now when I was a kid." Midnight chuckled as he watched the filly gallop away. He turned back to AJ smiling as he spoke.

"So what have you got on the agenda for me today cowgirl?" He smirked before giving a shudder.

"Night? Whatsup? Ya aint chilly now are ya? It's the middle'o summer." AJ laughed as she watched his mane flicker.

"Nope, I've just been getting this creepy feeling all day. It only got worse when Twilight told me that there might be a few stalkers in town looking for celebrities. Not to mention me running across a pony I've never seen before on my way here."

AJ stopped for a second looking to Midnight. "Ya say ya passed a new pony? Was it a young mare a lil shorter than me, with a light green coat and brown mane'n'tail?"

"Yea, thats the one. Why?' he asked.

"That youngin was in mah orchard with a pair'o'binoculars earlier. Said she was bird watchin er sumthin. Ah asked her to leave the orchard and she left. No fuss at'all."

"When I passed her she didn't have a pair of binoculars with her." Midnight hmmmed for a moment swiveling his ears again as his horn lit up. He looked to AJ who had a brow cocked at him before speaking her name.

"Applejack."

'Sorry to open a telepathic link without warning, don't freak out. I'm thinking that pony was a stalker if not part of a group of them. Let's just act like we need something from the barn, I'll explain the details on the way.' He spoke through the link as he then began to talk.

"I think we're gonna need a few more bushels out here. Lets go grab a few more from the barn." He spoke out nodding toward the general direction of the barn. AJ gave a nod as she spoke through the link.

'Ya think there might be more than one pony out here watching us?'

'Not sure, but listen closely, once we get to the barn I'm going to make a clone of each of us to send back out here to buck apples, Then I'm going to make us invisible and cast a spell to let our left eyes see any type of living creature larger than Winona. I'll keep the link open but I want you to tell me if you see any ponies in your fields. I'll search the southern part while you search north. Keep me updated.' He spoke as they trotted into the barn and he began casting the spells.

After a few minutes of preparation, the clones trotted out of the barn with a wagon full of bushels for the apple harvesting, The real Midnight and AJ quickly turned invisible with his spells and began to make their way through the fields. Midnight took flight above the tree line looking down over the grove. After a few minutes of flying AJ spoke through the link.

'Ah found a couple ponies out here, but uh......... They ain't stalking nopony.' She giggled.

'What are they doing?' He asked.

'Having a bit of fun from the angle ah'm looking from. Dang that boy can move.' She giggled.

'AJ! Quit watching them and get back to your search.' He snapped.

'Hang on, ah'm taking some notes.' She giggled once again.

'What could you possibly need notes for?' He groaned.

'I'm thinking you might like what this gal is doing to her stallion, figured ah might try it on you one day.' She began to laugh but erupted as Midnight began to sputter in thought.

'Your evil AJ.' He groaned.

'Nope, ah'm the element of honesty.' She giggled causing him to grown an evil grin.

'Element of honesty huh? Alright then, I have a question for you.' He chuckled.

'It can wait, ah found a group'o ponies hiding near the rutting couple. Head on over'ere.' She spoke up interrupting his thoughts.

'Be there in a flash.' He chuckled as his horn lit up just as he banked toward the fields AJ was in. He could see he glowing outline in the distance and used a stealth teleport to arrive at her side without any sound or flash of light. As he moved closer to her she looked back to him nodding to the tree line about thirty feet ahead of them. There sitting in the bushes were three ponies, all with a pair of binoculars and all staring at the rutting couple nearby.

'Dam voyeurs spying on a couple rutting. I should go over there and kick there asses.' Midnight growled out to AJ in thought.

'Ah should go buckem upside the head for trespassing. in mah fields. Then buck the rutters to.' She snapped back.

'How about this.' Midnight smirked as he began to layout a plan for AJ, a small grin turning into a sinister smile as it spread across her face. She nodded as they both got into place.

"What in tarnation are ya'll doing in mah orchard?" AJ shouted to the three pony voyeurs making them jump and scream in surprise.

"OH CELESTIA! Please don't do that again. You nearly gave us a heart attack." A mare in the group said as they turned to AJ gasping.

"Ah'll ask again, what are ya'll doing trespassing on mah land?" She said giving a loud snort.

"NOTHING! We were just bird watching is all. Your trees attract a lot of different species of birds." The unicorn next to the first pony said.

"Really now? So the birds you were watching wouldn't have been that couple oer there rutting then would it?" AJ smirked before watching the third pony stand up, towering over the other two.

"Well now, what concern of that is it to you?" He spoke out in a deep gruff tone.

"Plenny if'n it means yer trespassing. Now ah'm gonna be nice an ask ya'll teh leave peaceful like. Ah don't right wana call fer backup ya hear?" She smirked as the biggest earth pony she had ever seen pressed forward between the other earth pony and unicorn.

"And what if we say no hmmmm? Think yer back up could make it here in time before we wipe the floor with you?" He chuckled. AJ smiled as she gave a quick whistle causing the larger earth pony to cock a brow as he looked around.

"Heh! Was that supposed to call for yer backup? Guess they turned tail and ran after seeing me." He chuckled but stopped as a hoof poked his side causing him to turn his head to the two ponies behind him. He gawked for a moment freezing up at to what he say. A manticore easily three times his size was standing there towering over the three of them.

"That would be mah backup." AJ chuckled watching the manticore lean down pressing its nose the largest pony and giving a deepp growl while baring its teeth.

"You have a manticore?! AS A PET?!" The biggest pony squeaked in fear.

"I would like to think of it as a mutual friendship." The manticore spoke out causing the unicorn to faint.

"My friend has asked you to leave twice now if she has called me over. So I would like to ask you to leave as well, because after the third time, this orchard becomes my hunting grounds, if you catch my drift." He chuckled licking his maw.

The two ponies gathered up the unicorn on the ground and began quickly trotting out of the field toward the exit. After a few yards the manticore began patting the ground quickly as if her were running causing the two to kick up a dust cloud as they began to bolt faster than Pinkie after a cupcake, out of the fields. After a minute AJ and the manticore fell over laughing loudly.

"Alright, you can change back now Night." Aj chuckled as she watched the manticore transform into Midnight in a bright flash of light.

"I have to admit that was more fun than I thought it would be." He laughed.

"How'bout we go scare that couple next." She smirked nodding in the direction they had seen them.

"To late." Midnight laughed. You should have seen their faces when I popped around a tree asking them if I could join in on the fun while being in the manticore form. I have never seen an expression of orgasmic bliss mixed with utter fear before, it was priceless." He laughed.

"Awwww, and I was hoping teh see it. Guess ya'll jus have'teh let me in yer noggin teh see that memory." AJ chuckled.

"Ugh why does everypony always want to get into my head. Can't they just get enough of my physical form and be happy?" He groaned giving AJ a wink.

"Ah don't know how the females o'yer species do things, but here we likem smart'n'stout." AJ smirked.

"Sorta like yer granny's mareshine sitting on a book huh."

"Exact......whut?" AJ cocked a brow at Midnight only to make him laugh.

"Sorry AJ, didn't mean for that joke to fly over yer head." He laughed.

"Not that ya iggit, THAT!" AJ shouted pointing up to a cloud a pegasus was on pointing a camera at them. They trained their ears forward listening as a soft click and whir sounded.

"Taking pictures without our permission? I don't think so." Midnight smirked as his horn lit up as a single work escaped his mouth before he vanished. "Haste."

Midnight disappeared from sight next to AJ reappaearing behind the pegasus that was lounging on the cloud taking pictures. The pegasus looked through the viewfinder once again to see the Alicorn missing from sight.

"Now where did that pony get to? He couldn't have teleported. I would have heard it." The young mare spoke as she trained the camera through the orchard.

"Now why are you taking pictures of a farmer and an Alicorn? You know taking pictures without permission isn't very nice." Midnight whispered into her ear causing her to scream and jump away from him, falling over the edge of the cloud leaving the camera behind. Midnight gave a smirk as he picked the camera up with his magic and removed the film.

"HEY! That's personal property!" The pegasus snapped, catching his attention as he turned his head to her.

"And the contents of the film are personal property of mine. So we have a tie, what do you suggest we do?" He grinned.

"How about I just take it an run?" She grinned bolting toward Midnight only to see him vanish before her eyes. "WHAT?!"

"Naughty naughty, don't you know not to take things from others?" He chuckled watching her fume.

"Fine then. I want my camera back, you can have the stupid film." She groaned just before Midnight tossed the camera to her.

"Tell your friends that I don't like people taking pictures of me or my friends without permission. Just why are you taking them anyway?" He asked as they both hovered silently in the air.

"There is a contest out right now from the Manehatten Gazette that will pay 10,000 bits to any pony who can get a good shot of you and a mare together. You were with that orange earth pony when you two were picking a fight with my colleagues. Figured I'd get the drop on you." She smirked.

"Ok...... so what does the paper want with a picture of me?" He asked cocking his own brow.

"Don't know, don't care, I just need the bits to pay bills and help my family survive." She snapped back.

"Sorry doll, your going to have to find your bits elsewhere. I think I'll pay that paper a visit." He smirked as he vanished into thin air reapearing next to AJ startling her.

"DAG NABBIT NIGHT!" She shouted pulling off her hat and swatting him with it. "Quit doing that." She smirked. "So whats with all the photo's?"

"Seems the Manehatten Gazette has it out for me. 10,000 bits for a picture of me with a mare. That's all the pony said." He hummed quietly to himself.

"I'll go get mah camera." AJ smirked causing Midnight to do a double take.

"Now don't you start." He chuckled. "Anyway, I think I'll stay invisible for a while to keep these ponies off my case." He spoke as his horn lit up turning him invisible. "Now then, do you still need help with harvest?"

"Ah can wait a couple days if need be. Done got a bunch in the celler ready teh sale at the market. I think you'd better go see what that paper wants with photos of you." AJ said as she placed her hat back on.

"I'll be back to help out as soon as I can. See ya AJ." He said before no other sound was heard.

XXX

Midnight reappeared in the library still invisible, after trotting quietly through the library toward the back room he stopped just outside the door listening to a conversation inside.

"I told you two to leave. I don't care if you're from the paper or what your writing about, my personal life is not on display for all of Equestria, HEY! I said stop taking my picture!" Twilight yelled out as the two ponies made a quick retreat from the library. Just as they passed Midnight however his horn lit up teleporting the film from the cameras onto the table next to him. Twilight took chase after them but was stopped by Midnights magic.

"WHAT THE HAY!?" She shouted in annoyance but stopped as Midnight appeared next to her.

"I take it those creeps were from the Manhatten Gazette?" he snorted.

"Yes and they are getting away with pictures of me."

"You mean, was." He chuckled as he floated the film over to Twilight who quickly incinerated it. "While your at it take care of these too." He said as he tossed her another roll of film.

"I take it you ran into another pony trying to get a story about you as well?" Twilight snorted as she incinerated the other roll of film.

"Yea, for some reason they ae out in force trying to get my photo. That's all I know."

"Those two told me that they were taking pics of his love interests as well. I've already taken care of four separate parties. I am beginning to think none of the girls are safe at the moment." She stopped seeing the look of horror on Midnights face.

"Dammit! I bet they are going to try for Rarity, AJ and Dash as well. Sorry Twi, I'd better get going so I can check on them. You stay here and put up a camera proof shield up around the library. At least a pony won't be able to get in with one." He gave a smirk as he disappeared from sight.

XXX

Midnight reappeared inside the boutique to many bright flashes and Rarity posing for the photos.

"Rarity?! What the hell?" He shouted causing everypony to stop.

"Midnight darling, isn't this fantastic?! These ponies came by on behalf of Photo Finish to take some pictures of me for her new book." Rarity squealed but stopped as she noticed that they were all now taking photos of her and Midnight together. She looked up to Midnight seeing the scowl across his face, his horn bright as magic erupted from it. Every roll of film within the store quickly teleported to in front of them and was promptly destroyed causing the photographers to yell angrily. That was of course until Midnight spoke out in the royal whee.

"Alright you scum! Get your flanks in gear and get out. If I see your sorry flanks in Ponyville again I will personally turn you all into rabbits and feed you to a Manticore!"

The party made a quick retreat leaving the boutique and a stunned ivory pony in their wake.

"Midnight....... darling.........WHAT THE HELL!?" Rarity shouted at him before he turned back to her.

"They were sent by the Manehatten Gazette to get a story on me and the mares I've been with. You and Twilight are apparently front page material." He snorted to the ponies as he noticed one looking in through the window.

"So darling? Free publicity." Rarity giggled.

"Do you realize that the story could be bad publicity and ruin your business as well." He cocked a brow seeing her demeanor change to pure rage.

"I ............ am going to KILL those ponies!" She growl as she stomped toward the front door only to be picked up by Midnight's magic.

"Sorry doll, it'll have to wait until I can come up with a plan of action and find out what exactly is going on." He said as he hugged her to his chest.

"Alright, but you had better let me know as soon as you find out. I do not want to be left out of the loop."

They sat there for a few minutes staring angrily toward the door that the ponies had just left through. Midnight would have to do his homework on a few ponies before charging head long into the office of the Manehatten Gazette.

105. Popularity Roller Coaster (part 2)

A/N: Shoutout to Zaibatsu for giving me the idea for stalkers. I elaborated on the idea a bit. Thanks bro.

After asking around from quite a few ponies including some of the royal guard, Midnight had aquired enough information to find out what was really going on. After gathering Twilight, Rarity, and Applejack in the library he took a deep breath before starting on the topic at hoof.

"Alright girls, I need you to stay calm through this alright. What I'm about to tell you is really going to piss you off." He stated causing them all to give him an annoyed stare.

"It can't be as bad as you're playing it out to be darling. Can it?" Rarity asked in a worried tone.

"Well, for starters, the president of that paper has heard all to much about me. As far as I'm aware he has detailed documents about me stolen from the royal archives. The only problem is that we can't prove it. He also has detailed documents on all of the elements but Pinkie, Rainbow Dash, and Fluttershy are of no interest to him. Just you three."

"Why just us?" Twilight asked looking around the group.

"You three are the only ponies that have been seen with me on multiple occasions, Plus you apparently have spoken about our little interludes together with some friends." He gave a chuckle raising a brow only to watch them blush.

"Well, that still don't tell us why he wants a story on us." AJ spoke up.

"True but that's where Twi and I come in." He snickered. "We are going to stake out the paper so that we can find a pony to mimic and get into the more sensitive areas where big stories are kept under the table until all the information has been received. Twilight, you need to locate one of the top photographers and use your magic to mimic their appearance, I'll do the same. You two." He nodded to Rarity and AJ. "Stay in Ponyville and please stay inside and lock the doors. I would love to stay here and torch every piece of film these idiots have but I can't be in two places at once." He sighed.

"Very well then, I guess I have no choice but to stay at the boutique." Rarity sighed in annoyance.

"Ah can't just up and leave Big Macintosh to the fields. Ah'm already behind as it is. But if'n you can make it back I'm sure ya can help me get the rest of the harvest purty quick." AJ winked to Midnight.

"I'll try my best to get back in a timely manner. Its going to be hard enough just finding a pony to copy to get inside the Gazette." Midnight groaned.

"Let's get going Night, The sooner we get there, the sooner this will be over with and we can relax." Twilight spoke up as she jumped onto his back laying down between his wings.

"Girls, we'll be back within a few days hopefully. Don't get caught by the press." Midnight spoke as he left the library, taking flight toward Manehatten.

XXX

It took a few hours of flying to get to the city, but took no time to find the Gazette. It was one of the few larger buildings within the city and had a large globe at the top that spun around. The words Manhatten Gazette. etched into it. After quickly using his magic to turn both he and Twilight invisible, they landed on a rooftop across from the Gazette.

"Alright Twi, time to start our stake out." Midnight chuckled as he pulled a two pairs of binoculars from his stash portal, handing one to Twilight.

"So who are we looking for?" She asked puling the binoculars up to her eyes and watching the ponies across the street.

"These ponies aren't the only ones who can get info on somepony else." Midnight chuckled pulling out a few folders and setting them to his side as he pulled out a photo from each one, handing them to Twilight.

Twilight put her binoculars down as she floated the pics to ion front of her. "Three different ponies? But only one of them is a mare Night." She said while cocking a brow at him.

"This pony is who we're looking for. He is the head honcho in charge of everything. These other two ponies are who we are going to morph into. We just need to watch the building and wait for them to come out so we can begin."

"Alright, but we have a problem with this." Twilight interjected.

"What did I miss?"

"You forgot to find out what they sound like. We'll get caught if we don't sound like them." She sighed.

"Damn!, Alright then, I guess we will have to go with plan B." He grinned.

"Oh Celestia! What have you got planned?" Twilight gave a slight whimper seeing the evil grin spreading across Midnights face.

"Oh not much, It just involves a couple cameras and some stalking on our part." He chuckled as his stash portal opened once again pulling out two digital cameras handing one to Twilight.

"Midnight? This camera doesn't have any film." She spoke up as she poked and prodded it.

"I keep forgetting your world doesn't have this technology yet." Midnight sighed as he began to teach her how to use the camera. After a few minutes she had grown accustomed to the cameras layout and began to take a few pictures.

"Now here is what we are going to do." Midnight smiled as he began to tell her about what they needed to do. After a few minutes she gave a nod. Using her magic she transformed herself into a random unicorn mare so that she would not become paparazzi bate. Midnight turned into a smaller version of himself minus his wings and turning his coat white, so he could use the camera without being noticed.

XXX

It had been a few hours since the two ponies had started. They both had taken many pictures of their respective targets while they were in some questionable situations. Although it wasn't much, it was a start. The two ponies arrived back at a hotel to get a room for the night so that they could start again early the next day. As they made their way to their room they casually began to talk about how the plan was going.

"Did you get some juicy details on your target?" Midnight chuckled as he floated Twilight's camera up to in front of himself, pressing a few buttons to get the pictures up to scroll through. After a minute he stopped cold in his tracks staring at the camera in front of him, his fire mane turning a light pink.

"I see you found the good pictures." Twilight giggled as they arrived at their room. Midnight began to walk again as he looked away from the camera to Twilight.

"Seriously Twi? Wow, I didn't think you had it in you to take pictures like these." He chuckled as he set the camera onto the bed, opening his stash portal once again as he pulled a small laptop from it and placed the card from the camera into it.

"What in Equestria is that?" Twilight asked as she looked at the small laptop.

"This will make our work much easier." He smirked as he then pulled a small printer from his stash portal and hooked it up.

After about thirty minutes the camera's had been backed up onto the laptop and all the pictures printed out onto some glossy paper in duplicates.

"Ok, so now we wait until tomorrow to take a few more pictures. This way we can get everything in one fell swoop." He chuckled as he browsed through the pictures once more.

"Twi, you never did tell me how you got these pictures." He chuckled causing her to smirk.

"It wasn't hard, I just had to follow that pony around for a while, Once he stopped at a phone booth I used my magic to listen to him from a distance and use the camera to zoom in on him. He was talking to a mare on the other end of the line. After about an hour the mare showed up and they went into a hotel. From there it got a little tricky. I had to use my magic to make myself invisible and teleport into a vacant room in a hotel across the street. After that they just stayed in front of the window while they rutted." She began to blush heavily but stopped as a determined smile spread across her face. "After reading that folder on this pony, I found out he has a mare and three foals. I really don't want to end his marriage Night. But he is cheating on her with this horse." She snorted looking to the picture.

"We aren't really going to publish this information Twi. We are just going to threaten to publish it is all. After tomorrow we need to head into the Gazette to talk to the president about why they want a story on me so bad. I'm sure after finding out we can come to an agreement of some sort. If not then we can have a little fun on the side with them." He chuckled as he began to load the pictures from his camera onto the laptop. Twilight watching at his side as each picture was scrolled through.

"Wow Night, you managed to get a lot of pictures. What does that one mean though. It has a little symbol on it." Twilight asked nodding to one particular picture.

"Ah, now this is something I didn't get to tell you about. It's a video function on the camera. Wish I had told you about it earlier. That little rutting session looked steamy." He chuckled getting a groan from Twilight. "Here, watch it." He said as he clicked onto the video making it pop up onto the screen.

"The two sat there quietly watching the president of the company talking to another pony about some questionable content regarding illegal transactions in the company. Although Twilight was unfamiliar with a few of the terms Midnight filled her in on it as the video came to a stop.

"So what now? You have some good information as do I. Can't we just go in there and talk to them and if they won't budge on getting our information we can bring this up?"

"No Twi, we need to have a few more tidbits just in case. Having plenty of information about a target is better than having just a little. This way, if they try to cover up the information we press on to them, we will always have that other information buried. We just need to avoid letting them know we have more than we let on." He chuckled.

"Interesting, Have you done this before?" Twilight asked causing him to sputter slightly.

"Y-yes, back in my home world. I gathered information about many different people to help out others who were under the thumb of the target. Once enough information had been gathered I gave it to the person who hired me and let them do the rest."

"Have you done that while in this world other than today?" Twilight cocked a brow giving him a questioning gaze.

"No, other than this time I've never had to do this. I always relied on my magic to do everything and stay safe, but since this involves you girls, I had no choice but to step up my game. Personally I don't care what they write about me, but you girls are the elements of harmony and Tia relies on you six. I can bare bad publicity. Noone will think twice about messing with an Alicorn. But regular ponies they can go after."

"I can understand that. I just wish there weren't so many ponies out to get others though." She sighed.

"Some don't care to ruin someone elses life in order to make a few bits. Some of these tabloids will blackmail celebrities in order to get a hefty payout from them to avoid the information being leaked to the public. It happens all to often in my world. Anyway, lets get some sleep. I'm sure tomorrow will be fruitful enough in out endeavors." He chuckled as he plopped down into the bed. Twilight climbing in next to him.

XXX

The following day was indeed fruitful. Twilight had found the same stallion as before and managed to take a video of his encounter with a certain mare that he had seen the prior day. Midnight on the other hoof had went the extra mile taking a huge chance as he made himself invisible along with his camera. He had infiltrated the Gazette's building and made it into the presidents office standing far away from him as he was sitting at a long table.

After about ten minutes the door to the room opened, several ponies walked in all taking a seat quickly as The president of the paper stood and began to talk.

"Good afternoon everypony, Glad to see you could make it." He smirked.

"What's with all this crap? Get to the point so I can do what I need to do to get that information." One of the ponies snapped sitting at the table.

"Very well then." The president began as he pressed a button on the table bringing up a large screen and dimming the lights as a slideshow began to play.

"As you can see, our target has been getting friendly with quite a few mares." He began only to cause Midnight to gawk as he looked at the slideshow of pictures of himself and several mares.

'How in the hell did he get those pictures?!' Midnight growled inwardly as he continued to film.

"We have received a large sum of information about the target, including a few items of particular interest." He chuckled as he pulled up several pictures of Midnight tearing apart a Diamond dog. A few of the ponies looked away in disgust until the pictures switched to something else that stunned everypony in the room. Midnight making love to Celestia herself.

"This here will be the final blow to Midnight Flame and Princess Celestia. With this information we can get everything we ever wanted, possibly more." The president chuckled evilly.

"And what is to prevent Either of them from locking us all up in the dungeons of the castle?" One mare spoke up.

"Very simple, I have hired an assassin that resides within the castle under the guise of an Elite guard. Midnight himself trained him in that little camp they just built not to long ago. He is to target both Celestia and her bastard foal in such a case as Midnight decides to try and sway my decision." He chuckled evilly.

At this point Midnight was in a fury he wanted nothing more than to tear that pony apart and make him pay for this. But that would only endanger his foal and Celestia., he would have no choice now. He would have to go back to the castle to prepare further.

107. Popularity Roller Coaster (part 4)

A/N: Shoutout to Zaibatsu for giving me the idea for stalkers. I elaborated on the idea a bit. Thanks bro.

After the previous days events Charles had taken a pegasus carriage back to Ponyville with Twilight. The ride was silent and without words, Twilight keeping to one side of the carriage as she would glance to Charles ever so often seeing the look of anger spread across his face. Once they had arrived Charles began to walk out of town and toward the Everfree forest, Twilight close behind him.

As they arrived just outside the forest Twilight spoke up for the first time in several hours catching Charles' attention.

"Charlie............ Are you really going to kill that pony?" She spoke in slight hesitation, fear evident in her voice. Charles didn't even look down as he spoke, his attention pointed at the path before him as they began to walk into the forest.

"Twi, as much as I dislike causing you worry or pain, you have to understand where I'm coming from. That pony threatened the life of my child and Celestia. He was set on actually taking those two lives in order to cause great pain and suffering not only to me, but to all of Equestria. What would you have done had that guard actually killed Tia?" He spoke still in anger.

"I...... I don't know. But I wouldn't have killed him." She spoke in confusion and mixed feelings.

"Would you let him rot in the dungeon for the rest of his life, making him suffer from lack of food and a healthy place to rest his head?" He said as he looked down to Twilight for a moment before bringing his sight back to the path, speaking again. "All I'm doing is ending his life sooner rather than later. I don't believe in torture or dragging out someones death. I'm not doing this to be cruel Twi. My decision is the complete opposite, a swift painless death so he will not have to suffer."

Twilight didn't respond, only lowering her head as they continued to walk through the forest. At one point passing a web with several spiders on it. Twilight looked up to Charles expecting him to turn tail and run but he never faltered once from his course. His sheer determination in ending this as soon as possible completely eliminating his fears. After another ten minutes of walking they had arrived at the magic well, Charles taking no time in jumping directly into the middle of the well to start absorbing magic.

"Charlie, I don't want you to take that ponies life. Will you please reconsider this? I don't know how you are feeling about this but I cannot in good conscious approve of your decision." She sighed looking at him with worry.

"Twi." He began as he looked at her. "I want you to understand how I feel about this so that you will not have to worry about it, but I don't want to take away your innocence by showing you these feelings I have. If I am to show you how I feel then we need to go into my mind." He sighed as he stepped out of the well sitting down next to it.

"I am prepared for anything." She spoke as her horn began to glow and pressing it to Charles' forehead.

XXX

After a bright flash of light they blinked a few times as they were now standing inside the long hallway with doors running its length. Charles stood there looking down to Twilight who only looked back with a worried glance.

"Subconscious." Charles spoke out as both sides of the hall began to move past them, after a minute it slowed to a stop as a door at the end of the hall came to them. They looked to each other as he opened the door heading inside followed by Twilight. They took a seat on the pillow in the center of the room as he spoke out once again.

"Parental knowledge, parental instinct, Past weeks thoughts and feelings." As he spoke three books floated from the large shelves that encircled them making up the room. The books floated in front of Charles as he reached out grabbing each of them and placing them on his lap.

"When I open these books Twi, you will know exactly how I feel about all of this, are you sure you want to go through with this?" He sighed looking down to the books.

"I am, if it means I can understand why you would so willingly take a life, I am prepared for this." She spoke out, worry far evident in her voice.

Charles nodded as he opened the first book, parental knowledge. A small flood of information flew out surrounding them. Twilight's expression turned to several different emotions, first confusion, then worry, then understanding. As the information flowed back into the book it closed by itself and was set to the side. Charles reach for the second book parental instinct, then opened it sending out another flood of information. Twilight's face contorted once again as more emotions surfaced. First worry, then anger, then realization before her eyes began to well up and she looked up to Charles almost ready to cry.

The book closed and was set to the side as he pulled Twilight into a hug and opened the third book. Past weeks thoughts and feelings. As the information flooded out he held onto Twilight tightly as it began to flow into them. Twilight immediately began to try and push Charles away and scream as the thoughts rushed into her. She screamed a few more times before sobbing loudly and going limp in Charles' embrace. He slowly loosened his grip as he watched Twilight look up to him through hurt and determined eyes. Tears still running down her face.

"I understand now why you must take his life. Although I still do not approve, I at least know why it must be done." She sighed as he wiped the tears from her face giving her forehead a gentle kiss as he picked her up and carried her out of the room.

Once the left the room Twilight broke the spell sending them back into the real world. They looked at each other for a moment as Charles brought a hand up gently caressing her cheek. Twilight pressing into the hand and looking into Charles eyes.

"Don't let him suffer, even though what he did is unforgivable, grant him a swift end." Twilight said as she pressed herself onto Charles, he wrapping his arms around here as they leaned against the magic well.

"Don't worry sweetheart. He won't even feel a thing." He sighed.

After a short time they separated, Charles standing and jumping back into the well to absorb magic as Twilight sat nearby watching. About an hour later Charles transformed back into Midnight, stepping out of the well in his regal form. They quickly made their way back to Ponyville and separated. Twilight going to the library and Midnight back to the castle.

Upon arriving at the castle he was met just outside of the dungeon by Celestia and several of her elite guard. Her expression showed pain and worry, but also understanding. Midnight gave a nod as he stepped past them and into the dungeon. Celestia closed her eyes as she heard the cell door open to the pony who was about to be put to death. Every pony within the dungeons ears turned to the shouting of the pony as Midnight entered the cell.

"What do you want? WAIT! WHAT ARE YOU DOING?! NO! NOOOO! NOOOOO!" *SHING* *thud*

After a couple minutes Midnight left the cell. He had taken a few pictures with one of his digital cameras so that the photos could be sent to the other parties that were with the unicorn. He passed by the elite guard and Celestia as he left the dungeon. One of the guards began to get curious as to whether or not Midnight had actually killed the pony and stepped over to the door. The guard let out a terrified gasp before emptying the contents of his stomach all over the floor in shock. He made his way back to the princess, a look of complete horror on his face. She gave a nod of understanding and excused the guard as they all made their way back into the upper area of the castle away from the stench of death in the dungeon.

Once they had arrived in the upped floors Celestia located Midnight as he was just printing out the picture and writing the letters to the various members of the group that was trying to blackmail him and Celestia. Tia didn't look at the pictures but knew what they were. Within a few minutes Midnight had finished and placed his computer equipment back into his stash portals for later use.

"I'm going to deliver these letters. I'll return within a couple days after everything has been sorted." He spoke in a monotone before vanishing in a flash of light. Celestia gave a heavy sigh as she continued her trot through the castle. Although she felt terrible about what had just happened, her royal duties demanded her attention. She would have to grieve later when she had time.

Midnight had made his rounds in disguise after locating all of the individuals who was seen with the recently deceased. Upon watching their reactions he would turn into his Alicorn form and give them the warning he would give to each of them. Death would come to those who threaten the royalty of Equestria.

XXX

After the events unfolded and the deeds done, Midnight would return to the castle to advise Celestia of its completion and then return to Ponyville after spending a night at the castle to console Celestia and spend time with his son.

Once he returned to Ponyville he made his way to the library to check on Twilight to see how she was coping with the past days events.

"Twi? You in?" Midnight spoke above his normal tone as he entered the library.

"I'm at my desk." She announced from the back room causing Midnight to make his way to her.

"Twi." He began as he took a seat next to her. "How are you feeling?"

"I've been better, knowing that you took a life has been rather hard to cope with. But I understand you only did it to protect everypony, so I won't hold it against you. You know I love you and I want to stay with you. I just have to accept the fact that there are bad ponies in this world who would hurt others out of greed or to protect another pony. I respect your decision on doing what you did, but that doesn't mean I would do the same." She sighed looking up to him with hurt in her eyes.

"I'm sorry about all of this Twi, Had there been another way or had he never done what he had planned to do things would have turned out differently. But the fact remains. Bad ponies deserve a tough punishment." He sighed.

"Couldn't we have forgiven him like we did to you when you did all of those bad things?" Twilight asked as tears began to well up in her eyes.

"That was different Twi, I wasn't myself when I did those things. I had no control of my actions. If I had had control I would have never done what I did. This pony was within his right mind, he just made bad decisions based on greed and hunger for power. As I said in the past, power can corrupt even the most innocent of beings if they are weak willed and become greedy." He gave a sigh pulling her to his chest hugging her gently as he wrapped his wings around her.

"I know........... Just remember to never take a life again unless you absolutely have to." She said as she looked up into his now dampened eyes. "Midnight?"

"I'm sorry Twi, I thought I could be strong about this." He spoke as his words began to crack before a sob left him. "I hate taking a life, I've taken so many in the past, it hurts so much. I only do it to protect those I care for." He finally broke down falling to the floor in a heap. Twilight lay her head gently onto his as he continued sobbing.

As time lingered on Midnight had eventually cried himself to sleep. Twilight had placed a blanket over him and a pillow gently under his head. She gave a heavy sigh watching as tears continued to pour from his eyes as he slept. She gave him a gentle kiss as she cuddled up next to him pulling a book to in front of her as she would continue reading until she fell asleep as well.

As we look back over our mistakes and actions taken to help those we love. We can't help but see that sometimes we cause pain or sadness either intentionally or not. All actions will have an equal or opposite reaction. Just remember that when you decide to take your chosen path.

108. A sick day for an Alicorn

"A whole year, I can't believe its been just over a whole year since Ive been here Twi. Who would have ever guessed that being pulled into an alternate world and finding it better than your home world would have been possible." Midnight chuckled as he snuggled Twilight against his chest while laying in bed.

"Well I'm happy that you're happy Night. After all the time we've spent together and grown closer, I don't think I could have been happier with any other stallion." She giggled giving his neck a gentle nip.

"Uh huh, You're just to picky with stallions." He smirked watching her lean away and giving him a cocked brow.

"Oh really? Then why don't you elaborate on my perfect stallion?" She smirked.

"Well he has to be handsome, super smart, able to protect you and the world, have a devilishly cunning demeanor, fun eccentric, and all around awesome without making you feel alone or unwanted. Am I close?" He smirked.

"Go ahead and feed your ego, it won't save you from me." She chuckled as she leaned up to kiss him. They both stopped though as skittering footsteps could be heard bolting up the stairs. Twilight made a hasty retreat from the bed heading to the door just as Spike burst in panting.

"Spike? Is everything alright?" Twilight asked as he bent over breathing hard to catch his breath, he raised a hand holding a scroll which was quickly grabbed up by her. She opened it and began to read it out loud.

"Twilight, it is of the utmost importance that Midnight return to the castle, I am afraid Starlight has fallen ill and I was unprepared for this matter. Being a baby Alicorn and catching a cold can be devastating, however, I am without the knowledge of what to do as this is the first Alicorn to be born within five thousand years. My medical staff does not know what to do. Please have Midnight come to the castle as soon as he can."

*SNAP*

"What the?" Twilight looked to the bed to see the covers slowly falling onto the bed and Midnight nowhere to be seen.

"I guess he didn't want to wait." She sighed looking to the bed.

"Uh, Twi?" Spike began. "You alright?" he spoke only to get a snort of annoyance in return as Twilight turned to him giving him a death glare.

"Couldn't have waited another hour could you?" She groaned as she headed toward the bathroom.

"Twi? Where you going now?" He asked as he watched her head into the bathroom while speaking.

"To take a cold shower." She growled as the door slammed shut.

XXX

*SNAP*

Midnight arrived in the castle via teleporting, He looked around seeing a few guards looking at him oddly. Midnight quickly stepped up to one of the guards as he began.

"Where is Celestia and Starlight?" He asked with urgency behind his voice.

"The princess is in her quarters tending to Starlight. She has advised us to *SNAP* let.... you......well that was rude." The guard snorted.

*SNAP* Midnight appeared Just outside of Celestia's quarters making a swift entry and looking around. He located her sitting to the side of the balcony window with Starlight in her arms giving a slight whimper. He made his way quickly to her side as he spoke softly so as to not to disturb Star.

"Tia? How is he?" Midnight asked as he looked from her to Star. The foal was wrapped gently within a small blanket, only his head was exposed as she sat there rocking back and forth while humming softly to him.

"He is fine for the moment, I just got him to go to sleep, the poor thing has kept me up all night crying. I'm afraid he has caught a magic cold and will be rather grumpy for a week." She sighed looking down to him.

"I'll stay to watch over him Tia, You get some rest." Midnight smiled giving her a nuzzle.

"Thank you Night, If you need me though please wake me." She gave a tired smile as she hoofed Star to him and made her way to her bed a few yards away. No sooner than she had hit the bed than Starlight began to cry. She looked over to Midnight giving a heavy sigh as she began to get up. She stopped though as she noticed Midnight raise a hoof to stop her. She laid back down as she watched him take in a deep breath and began to sing in a deep soothing voice.

"Far over the misty mountains cold,
To dungeons deep and caverns old,
The pines were roaring on the height,
The winds were moaning in the night,
The fire was red, it flaming spread,
The trees like torches blazed with light."

Before the final verse was sung, both Celestia and Starlight were fast asleep. Midnight gave a tender smile seeing the two so at peace as they slept. He leaned back into his chair as little star nuzzle against his chest happily.

"Guess I'm going to be here a while." He smirked as a small sneeze escaped Star causing him to give a little whimper. Midnight gently nuzzled the top of his head causing him to go back to sleep. "There there Star, Daddy's here." He smiled hearing a contented sigh escape his foal.

(five hours later)

Celestia woke as the setting sun was casting its final rays through her room and onto her sleeping frame. She gave a tired yawn as she sat up in bed raising a hoof to block the sun as she looked around her room for Midnight and their foal. She moved slowly from her bed heading toward the balcony as she did not see them within the room. She stopped as she noticed Midnight sitting outside with Star still within his arms, His face pointing toward the castle and away from the setting sun.

"Have you been here this whole time my dear?" Celestia asked as she moved to his side.

"Just making sure our little one is happy, that's all that matters to me." He smiled

"I'm glad you came to the castle to help. Most of the unicorn staff are on leave due to Star having a cold." She sighed.

"Why is that?" Midnight asked, curious as to why the unicorn staff would leave in his foals time of need.

"You aren't aware of Alicorn ailment's? Once an Alicorn becomes ill they are extremely contagious to any other magical creature that uses magic. To each other, not so much. But should a unicorn get sick from an Alicorn's cold, their chances of survival are slim to none. A cold to us is like a death sentence to unicorns. For as long as I have lived I have only been sick roughly twenty times. On one occasion a dear friend of mine that was a unicorn scholar would not leave my side. He in turn got sick and passed a week later. I regret that time highly, but it is in the past and I shall not dwell on it." She gave a sigh as she looked to Midnight who now had a slight look of horror on his face.

"Midnight? What's wrong?" She asked feeling slightly alarmed by his expression.

"What would happen to a being turned Alicorn should they get sick by the same cold?" He stuttered in worry causing Celestia's eyes to go wide just before her horn lit up, taking a scan of Midnight. She gave a sigh of relief as the scan came back negative.

"Thank goodness you haven't caught this cold." She smiled. "I think you should go freshen up and head back to Ponyville. I will be ok taking care of our little one. Thank you for staying this long to allow me to sleep." She smiled giving him a quick kiss.

"I'll be here anytime you need me hun. You should really consider having your spell altered to send those scrolls to me and Twilight instead of just Spike. Poor fella has tossed his cookies on several occasions from a surprise scroll while he was eating." Midnight chuckled sticking his tongue out in disgust.

"I will do that, now please, go take a shower and clean yourself well. We do not need another sick Alicorn running around." She smiled to him as he left.

XXX

After thoroughly taking a long shower and scrubbing himself until his fur was about to come out, Midnight made his way back to Ponyville to pick up where he had left off with Twilight.

"I hope Twi isn't upset that I left without her, but at least it was an emergency, I'm sure she'll understand." He spoke as he appeared from his teleportation just outside the library. He made his way in taking a look around. It was rather late and Spike would already be in bed. He continued looking around for Twilight until he finally located her laying on her desk asleep. He gave a chuckle as he came up to her side with a cover, gently placing onto her. He leaned down to give her a kiss but stopped as he heard a shuddering breath escape her. He pulled away as he took a closer look seeing her giving the expression of slight pain, sweat running down her forehead, her eyes squinting slightly as she continue to lay there.

"No, it's not possible." Midnight spoke in slight shock as his horn lit up casting a scan spell onto Twilight. The spell ended and sure enough, Twilight was sick with an Alicorn cold, but how did she get it? He stopped for a moment as he noticed what she was laying on. It was the note from the princess earlier in the day. "Oh no!" He spoke as he rushed from Twilight's office upstairs to see Spike sprawled out on the floor with his blanket in his grasp as he lay there shivering.

"FUCK!" He shouted as he quickly gathered up Spike heading downstairs and grabbing Twilight as well before teleporting to the castles medical wing.

*SNAP*

"I need help here!" He shouted causing several nurses to run to him. "Any unicorn ponies need to exit the area immediately, These two........ have a..........Alicorn cold." His words slowed giving a slightly slur as he shook the fog from his head. He looked around as the room began to spin. "Seems I have it.............. as well.........." *THUD*

"I need some orderlies in here now, Unicorns vacate the premises and initiate quarantine protocols now." An earth pony doctor shouted as he helped one of the nurses place Twilight and Spike onto a stretcher each. "Somepony contact the princess, tell her Midnight is here and sick. We need to cook up the cure for this ailment before it can infect any other pony!" He shouted causing one of the pegasi orderlies to bolt from the medical wing to locate the princess'.

After ten minutes the pegasi that had left the medical wing of the castle had located Luna, She was just coming back from raising the moon and was heading toward the banquet hall to have her breakfast, even though it was just past dinner at this point.

"Princess Luna! We need you and Celestia to come to the medical wing immediately." He panted as he landed next to her, not even giving a bow. Luna picked up on the urgency in his voice an nodded to him.

"Go, I will locate my sister and be there shortly." She spoke quickly as she bolted down the hall to her sisters room. She entered quickly, startling Celestia who was still holding onto Starlight.

"Luna? What is the........" She was cut short as Luna began.

"No time to argue dear sister, we have an emergency in the medical wing that requires our attention." She spoke as she bolted back to the door calling for a maid. Celestia made it to the door just as a maid arrived at the room.

"Take care of the little one. I will return when I can." Celestia spoke as she hoofed Starlight into the waiting hooves of the maid, she giving a nod as the two regal ponies quickly bolted down the hall before teleporting to the medical wings, a soft snap heard as they vanished.

XXX

They appeared in the medical wing seeing many ponies running back and forth from three different rooms. Upon seeing the regal sisters a doctor made his way over to them, not even bowing as he asked them to follow him. They made way quickly into Midnights room, upon seeing him in his current state Celestia rushed to his side.

"Midnight?! Whats wrong? Please tell me you didn't catch Star's cold." She spoke with worry evident in her voice.

"Tia, Don't worry about me. Save Twilight and Spike......... Your letter.............. had the cold on it................ Go save them............. I'll survive............" He spoke before blacking out.

Celestia gasped at what she had heard, realizing that the three of them were sick now because of her. "I forgot to immunize the letter before sending it." She spoke softly as she bolted from the room into the next room with Twilight. She stood there in shock seeing Twilight writhe in agony in the bed. After a moment she stepped forward to her side

"Twilight.............Twilight can you hear me?" She spoke only to get silence in return. She looked back to Luna, worry and horror spread across her face.

"Should we gather one of the potions?" Luna asked Celestia as she trotted up to Twilight's bedside.

"Yes, but bring six of them just in case. We don't know if those potions Zecora made will be potent enough for them. We have to try though." She spoke nodding to give Luna permission to leave.

Thirty minutes passed as Luna had finally returned with the potions in question. Celestia took one from her magical grasp and began to read the note placed onto the side of the potion. Her face turned to horror reading the side effects for a unicorn. She looked back to Twilight who was still writhing in pain without making a single sound. After a quick breath Celestia's horn began to glow as she teleported the contents of the potion directing into Twilight's stomach. Celestia quickly strapped her down and placed a magic buffer ring onto her horn just in time to see it light up. After a few seconds Twilight began to groan, which slowly became a cry, then into a shriek as she tried to thrash about but was held down by the straps. After ten minutes she fell limp onto the bed. The doctors coming in to check her vitals.

"Princess, Twilight will be fine. You should check on Spike, Whatever you did to Twilight you need to do to him. He is getting worse." The doctor spoke as he exited the room.

After a quick change of rooms Celestia did the same routine with Spike. Although he only groaned loudly from teh potion, he seemed to be fairing much better than Twilight. Another minute passed as she made her way into Midnights room once again. He was strapped to the floor while he lay on a mattress that was built into the floor while every inch of him was restrained. The creaking and groaning of the straps and metal could be heard form the sheer force of strength being exerted from him in his attempt to escape. Celestia sat to his side as she pulled another potion from a saddlebag and teleported its contents into his stomach. The effects were almost immediate as his eyes burst open. Flames roaring from them as he looked around, His expression was that of pure rage. Celestia began to cast multiple spells around the room to prevent any further damage to the wing outside of the room. She was not worried about herself however as the inferno simply bounced off of her. She gave a smile seeing Midnight's magic at work protecting her from himself. Another minute went by and still no further changes were present, She gave a worried glance as she teleported yet another potion into Midnights stomach. He began to writhe in pain even more as he let out a deep growl before shrieking in pain. Celestia's horn lit up once again as she placed a muffle spell around the room and herself.

After ten minutes passed Midnight seemed to have calmed slightly but was still fighting the straps. Celestia began to worry as she looked from him to another potion. "I have no choice. I must use one more potion." She gave a slight gulp as she teleported yet another potion into his stomach. After a few second Midnights entire frame burst into fire as an ear splitting scream escaped him.

*SNAP*

"Oh no!" Celestia watched as one of the straps broke. A few more seconds passed as Midnight began to calm and his flames slowly receding. After two minutes he was laying motionless on the ground, the steady rise and fall of his chest giving indication that he was indeed breathing normally. She gave a sigh heading out of the room smiling to the doctor and nurses before hitting the floor out cold.

"TIA!?" Luna shouted in a panic. The doctors gathered her up taking her into a vacant room as well as Luna despite her arguing to stay with her sister.

After a short time and several screams later Celestia and Luna had been administered half of the final potion each before they fell asleep.

(Three days later)

"Ugh. What hit me?" Midnight groaned as he awoke to the sounds of ponies talking around him.

"Midnight!? Your awake!" Shouted Twilight as she rushed over pouncing onto him as he lay in bed.

"OOF! Ow, hey now be careful, I feel as if I was hit by a train." He groaned hugging Twilight to him. He looked around the room to see Celestia, Luna, the Cutie Mark Crusaders, and the rest of the girls, including Spike gathered around him.
"I don't know whether to feel honored or worried about everyone being here. I sure hope this isn't my death bead because it sure as hell isn't comfortable." He smirked getting a groan from everyone.

"Darling, you managed to catch a nasty cold from what the princess has told us. You just now woke up after three days in bed, We thought the worst was going to happen." Pouted Rarity as she climbed onto the bed with him, tears welling up in her eyes.

"I have survived the worst physical and magical fights this world has to offer, you think a cold is going to put me down? Perish the thought." He snickered to Rarity giving her a nuzzle only to make her roll her eyes.

"Oh no." Celestia spoke out catching every ones attention.

"Princess?" Twilight asked looking to her.

"I think Midnight still has the cold. He is acting strangely still." She looked to him with worry in her eyes.

"You mean acting full of himself and being rather snarky?" Twilight added getting a glare from Midnight.

"Yes, that's right." Celestia smirked.

"Don't worry princess, that's a daily thing for him, you'll get used to it in time." Twilight giggled causing the room to burst out laughing. All except Midnight of course who crossed his arms and pouting his lip with a furrowed brow of annoyance.

109. Triple the fun, and pain.

A cool breeze slowly crept through the apple orchard bringing a slight chill with it. It was starting to get later on in the summer causing the leaves to slowly change in color. Most of the orchard had been buck by the Apple family throughout the summer and only a few acres of trees were left to harvest as it would be that winters store of food. With the Zap Apple harvest right around the corner, this would be the last of the regular apple harvest for the year.

Earlier in the week Applejack had asked Midnight for his help in the fields so that everything could go smoothly while harvesting. Applebloom and Granny Smith were out of town to visit some relatives in Manehatten, while Big Macintosh was spending far more time with Fluttershy. They had been going out now for almost a year, and Midnight could tell that things were starting to heat up between the two. With Big Macintosh trotting back to the farm on several occasions, he noticed an extra spring in his step on more than one occasion. But with how quiet both of the ponies were, and how easily Big Macintosh got angry on certain subjects. Midnight thought it best to let him be and only give him a smirk ever so often.

Applejack was in the process of bringing out a wagon load of bushels to load the apples in as they were bucked from the trees. She looked up to see the position of the sun in the sky and knew it was just past eight in the morning. She looked around giving a sigh as she had not seen or heard from Midnight since the prior day when she had asked him to help her out today.

"Now where in Equestria is that dern fool, Ah told'im teh be here early so we can git this done quick and have the rest of the day to relax." She sighed shaking her head in annoyance as she trudged along the tree line, giving her cart a kick to toss a bushel out as she passed by a tree that was ready to buck for the winter harvest. As she crested a small hill however she was greeted by a soft thud in the distance followed by a few more lighter thuds.

"Now don't tell meh he got out here before ah woke up this mornin?!" She spoke in surprise as she crested the hill and saw the dark Alicorn kick another tree sending more fruit to the ground. "Well ah'll be." She chuckled as she approached Midnight.

"Morning AJ, figured I'd cut your workload a bit and get an early start. Figured a farm gal like yerself would get up at the crack'o'dawn. Its about eight now ain't it?" He said before giving a little grunt as he bucked another tree sending more fruit to the ground.

"Ah normally do sugarcube, but tehday is different. This is the last harvest of the season a'side from the Zap Apples the we're gonna git here in another few weeks. So ah figgered ah would take meh time tehday." She smiled as she brought the cart up to Midnight and unlatched herself from it.

"Pretty cool today, looks like we won't work up to much of a sweat." He smirked as his horn lit up, floating several bushels from the cart to nearby, and then floating all of the fallen fruit into them.

"Yea, ah appreciate yer help tehday. Everypony in the Apple home up'n'left me teh fend for the farm. Mah brother has been getting a little extra friendly with Flutters lately, the dern fool is really gettin'is'opes up about her. Ah think he might ask her the big question purty soon." AJ chuckled. "An ah think Applebloom has found'erself a coltfriend as well." She smirked seeing Midnight stop mid kick as his wings fluffed out at the thought.

"Applebloom has a coltfriend?" Midnight asked giving AJ a glare.

She gave a grin as she walked over to him before turning and bucking the tree he stopped mid buck on sending apples falling to the ground. "Well now ah cain't really say fer sure. Ah did overhear her talking to the crusaders about a colt she was interested in. Seems he is a pegasus and a purty smart one at that. Little fella has been flying a bit longer than Scoots by a good two years. Ah've not met'im mahself but ah'm sure AB will show up with him eventually." She gave a chuckle seeing the look of horror on Midnight's face.

"AJ I swear if yer messing with me, ah'm guna stuff yer mouth full of these apples." He groaned.

"My, my, a might overprotective of them fillies are we?" She proded giving a smirk.

"Those three fillies are more like my daughters than I would care to admit. I love them all so much that I would be devastated if I would to ever see them cry." Midnight sighed taking a seat under the tree that had just been bucked.

"Hey now, no need fer that. Ever'lil filly an colt has teh grow up sooner or later." AJ smiled giving him a nudge in the arm.

"I prefer the latter." He chuckled back giving a saddened smile. "But that doesn't mean I can't still help them crusade to get their cutie marks.: He gave a determined smile.

"Ya still got a few more years afore they start going out on dates Night. Ah'm sure that you'll help them get their marks in time. Just don't rush it like they want to." AJ chuckled as she got back up. "Now get yer tail in gear, we gots a lot of trees teh buck, and the sooner its done, the sooner we can have a drink."

Midnight smiled to her giving a nod as his horn lit up just before his hooves hit another tree sending the fruit falling to the ground but was quickly snatched up and placed into a couple bushels before he jumped to the next tree doing the same.

As time went on and Lunch arrived, AJ had been catching herself watching the Alicorn work. Bucking trees left and right while using his magic to catch the apples and place them gently into the vacant bushels so that they would avoid being bruised. She continued watching him as time went on. He building up a sweat as the stench of it filled the air. the sweat rolling down his frame and matting the fur to his body causing his muscles to stand out. At one point though he stopped as he noticed her staring at him for just over a minute and decided to have some fun by giving a stretch to show off a little.

*CRACK*

"AAAAAH!" He shouted out in pain as he fell to the ground, his right wing half way folded out as it twitched.

"NIGHT!? What's wrong?" AJ sputtered as she was knocked from her stare.

"Charlie horse! Right wing! ON THE JOINT! OH GOD THE PAAAAAAIIIIIN!" He shouted as he lay on the ground trying to move but was temporarily paralyzed from the pain.

AJ rushed over to his side as she spoke. "This is gonna hurt for just a sec Night. Brace yerself!" She shouted as she jumped into the air and landed onto his back directly onto the surrounding joint and began to speed trot in place.

Midnight's mouth shot open as a silent scream began to escape him into the air before his mane and tail flickered out for a moment causing his body to go limp and flop onto the ground. After a few seconds he gave a low groan just as his mane and tail re-lit. AJ quickly moved from his back to his side looking at him in worry.

"Ya alright there big guy?" She asked giving his head a quick nudge.

"That has got to be the worst pain I have ever experienced." He groaned as he slowly stood up, his right wing unfolding and falling to the ground. He looked back as he tried to lift it and fold it to his side but winced in pain. "I think the Charlie horse has grounded me temporarily." He sighed.

"Thats what ya get fer trying teh show off smart flank." AJ chuckled.

"Couldn't help myself when I noticed how long you were staring at me." He chuckled only to get a soft gasp in return.

"A-ah was not staring!" She stuttered as she scrunched her nose up looking off into another direction.

"My my, the element of honesty fibbing. What has this world come to?" He laughed seeing her expression.

AJ let out an annoyed sigh as she turned, heading to another tree to buck.

"Come on AJ, I know you were watching me. I've seen you staring several times since you got here. Why not just tell me whats on yer mind?" He smiled nosing her hat from the back, flipping it over her eyes.

"HEY! Now dontcha start that awright? Ah'm just not comfortable talkin'bout all this stuff." She sighed as her head lowered slightly.

"About what? Relationships?" He asked causing her to stop and stare at him.

"How in the hay do you know that?" She spoke out in slight shock as she watched him trot ahead.

"It's pretty obvious cowgirl. You talked about your brother being in a happy relationship, and then Applebloom finding a possible coltfriend, which I WILL find out who he is by the way." He exclaimed giving a very serious nod to AJ only to make her laugh. "I can tell your jealous of them having found happiness before you." He spoke as he took a seat below another tree that was ready to buck.

AJ gave a defeated sigh as she sat next to him. "I guess I can't keep anything from you can I?" she chuckled nervously.

"Well, almost nothing. I still need to know how you feel about all this. I'm running on best guesses. I can't help if I don't know how you truely feel." He smiled down to her.

AJ took in a deep breathe slowly releasing it. "I don't want to ruin our friendship though in case what I want to ask doesn't work out." SHe sighed once again keeping her eyes to the ground.

"So in short you want to have a relationship with me but are afraid that Rarity and Twilight won't agree?" He smirked watching her look up to him in shock before tears began to slightly welll up in her eyes, a slight nod leaving her.

Midnight gave a chuckle pulling her to his chest and wrapping his wings around her, she giving a gasp from the sudden embrace. She looked up to see him smiling warmly down to her before he spoke.

"I have already talked to them about adding other mares to our already growing family. They both agreed that if it was any of the elements, they would be ok with it." He grinned giving her nose a kiss.

"Ah dunno what teh say." AJ spoke in shock.

"Then how about you say yes to my next question. Will you be my marefriend?" He smiled but was tackled in return as AJ kissed him hard holding him to the ground. After a minute they separated smiling to each other.

"I'll take that as a yes." He smiled before kissing her once again.

"Ah thought ah heard some ponies rollin'round out here." Big Macintosh piped up causing AJ to bolt from Midnight in a panic. Her face red from embarrassment. Midnight just chuckled until he saw Fluttershy standing next to Big Macintosh, her face red as well.

Midnight got to his hooves looking at the two who only smiled in return causing Midnight to grin and move to AJ's side taking a seat. He gave a nod to Big Macintosh who gave him a nod back, a silent conversation being passed between the two.

"AJ, I think your brother has something to tell us." Midnight smiled down to her causing her to look to her brother and Fluttershy.

"As you two know, Shy and I have been dating for almost a year now." He smiled seeing his sisters eyes light up, knowing what the coming information would be. "We have been very happy spending our time tehgether and wanted you to be the first teh know sis, and Midnight too since he's here." He smirked giving a wink to Midnight.

"Ah asked Shy for her hoof just a bit ago, an she said yes!" He smiled widely just before AJ rushed the two pulling them into a hug and crying. Midnight giving a smile as he came up to them as well.

"Congratualtions you two, I couldn't be happier for you." He laughed as he patted the red earth pony on the back.

"Now ah can call ya sis Flutters!" AJ squealed causing Fluttershy to squeal happily back as they bounced around happily."

"This has been a hell of a day Mac." Midnight chuckled.

"Sure has, wait........ how has it been a day fer ya?" He asked while cocking a brow at Midnight.

"AJ is my new marefriend." He chuckled getting a smile out of Big Mac.

"Then that makes us brothers." He snickered in return.

"I thought that only happens when ya marry a mare." Midnight said as he cocked a brow back at the red earth pony.

"Guess ya didn't know this then. When ya go out with an Apple family member and decide teh get serious. Asking a pony teh be yer mare or coltfriend is the same as asking them teh marry ya." He laughed watching Midnight facehoof.

"Twilight is going to kill me." He groaned as he continued watching the two bouncing mares.

110. Redemption (part 1)

"Why does the Great and powerful Trixie always end up taking the wrong path?" Trixie groaned as she hit yet another dead end on a long forgotten road. She gave a heavy sigh as she turned around and continued her trot down the path she had just traveled heading back to the main road. After an hours travel she arrived back at the crossroads she had taken earlier. She looked down the path she had travel from earlier that then took her down the path she had just came back from, looking down the third path she sighed as she began her trot down it this time.

A few hours passed before Trixie finally found herself to tired to continue on, she found a spot on the side of the road where she was comfortable enough to sleep for the night and continue on in the morning. She nestled in pulling her hat off and turning it into a makeshift pillow before pulling her cape around her and bundling up. She cast a warming spell onto her cape to keep her warm through the cold night. After giving a tired sigh she began to doze off only to be awoken by the soft clip clop of hooves against the dirt road. She gave a slight groan as she peered through the bush she was laying behind to see a soft orange glow of a flickering flame coming down the road. After a few moments her eyes went wide seeing a dark black coated pony that stood taller than Celestia herself, with a mane and tail made of fire. She curled up tighter as she watched the evil looking pony trot by before stopping as she had accidentally brushed up against the bush from craning her neck to see him.

The evil looking pony turned his glowing red eyes back to the bush that she was hiding behind causing her to gasp and pull back quickly only to cause the bush to rustle louder than the first time. She gave a silent curse as she watched the orange glow from the unknown pony began to get brighter along the ground as he began to trot back toward her. The hoof steps quickly stopped as a deep voice spoke out.

"Is somepony there? Please come out if so. I am not here to harm you, unless of course you intend to harm me, then we might have a problem." The pony gave a soft chuckle as he continued to stand there. After a couple minutes of standing there Trixie watched as the glow began to decrease as the sound of hoofsteps began to grow quiet in the distance and then silence. She slowly left her secluded spot shaking slightly as she looked down the path she was going to take in the morning.

"What in Equestria was that?!" She spoke softly before freezing as a bright orange light suddenly appeared behind her.

"THAT was an Alicorn that just played a trick on somepony to get them to come out from hiding." Midnight chuckled from behind the frozen mare. "Now then, I can see that you're a unicorn, and from the cape, probably an entertainer. So answer me this one question. Why is an entertainer such as yourself scared of me?" He spoke as he trotted to in front of the frozen pony.

"I........ uh...........well..........." She stuttered to try and find her words but stopped as Midnight's horn lit up surrounding her in magic. She let out a shriek in terror trying to get away before seizing up within the magical field. Midnight slowly floating her to in front of him as he spoke.

"No screaming, I'm just trying to help you." He said as he removed the seize spell allowing her to move again.

"Then why do you have me in the air?! PUT ME DOWN!" She yelled before realizing she had just screamed at an Alicorn. "I'm so sorry your majesty, please forgive me." She spoke through her hooves that were now covering her face out of fear. Her eyes snapped open though hearing a loud chuckle coming from Midnight, and then she felt the ground pressing to her hooves. She looked up seeing the Alicorn laughing.

After a moment his chuckles came to a stop as he looked down to the azure unicorn. "I was simply lifting you onto my back so we could travel into town together. Your hooves look a little worse for wear. With the way you were acting I figured you might run away before we could have a chat." He smiled as he lifted the mare into the air once again and placed her onto his back. She gave a gasp as she was lowered into the fire mane but stopped as she felt warmth, but not pain.

"But how?" She began only to hear Midnight chuckle.

"Magic my dear, Now how about we head into town."

"Wait please, I left my hat behind that bush over there." Trixie said causing him to head back. He looked around only to see the hat float up and onto her head as she pulled it from the bush with her magic. "Ok, now Trixie is ready." She smiled.

"Trixie huh?" He smiled.

"Yes, I am the Great and Powerful Trixie, and who might you be kind sir? I was not aware that another Alicorn was present in Equestria, much less a male one." She giggled.

"Midnight Flame, You may have heard of me." He smiled.

"I'm sorry but no, I have not heard of you." She said as she leaned to the side looking at him. He smiled back giving a wink.

"No hard feelings sugar, and don't worry about formalities. I'm not royalty, just another pony from Ponyville." He chuckled.

"Ponyville? Wait, you mean we're heading toward Ponyville?" She gawked slightly in shock.

"Yea, something wrong with that?" He asked coming to a stop.

"Well, I have a history with Ponyville." She sighed biting her lip nervously.

"Was what you did bad? Did you hurt somepony?" He asked as he continued his trot.

"In a manner of speaking you could say what I did was bad. I was doing my performance in the town square and told the townsponies I vanquished an Ursa Major but didn't. Two young colts found an Ursa Minor in the Everfree forest and brought it into town for me to vanquish. At the time I thought it to be an Ursa Major. A pony name Twilight Sparkle ended up taking control of the situation and bringing the baby back to its mother in the Everfree Forest. I left right after and never returned until this moment. I honestly have no idea how they would see me or even if they would remember me. How I hope they have forgotten me." She sighed in worry.

"If it would make you feel better I could always make a small cloud home and enchant you so you can walk on clouds for a few days. No fus, no mus." He smirked.

"You would do that for me?" She squeaked blushing a bit.

"Sure, what you did doesn't seem so bad. At the time I'm sure they were mad, but that doesn't mean they would hold a grudge forever. I can always let you stay with me if you want. I'm sure Applejack wouldn't mind another pony taking a spot in one of her guest rooms."

"Wait, did you say Applejack? I don't think that would work either." She sighed.

"I'm guessing you did something to piss her off to?" He chuckled.

"Indeed, as well as a pony they call Rarity, and Rainbow Dash as well." She smiled nervously.

"Dang, who didn't you piss off?" He laughed only to get silence in return. "Sorry, just meant it as a joke. But don't worry. I'm sure Twilight has forgiven and forgot about the whole thing. We'll try her first." He smiled.

XXX

"Absolutely not!" Twilight snapped, surprising Midnight.

"What, why not? Its been what? Three years since you guys had bad blood? Seriously hun, you need to get over things like this." He sighed looking at her in annoyance.

"Wait...... Hun? Are you two in a relationship?" Trixie asked in shock.

"Yes, and I would like for you to leave my coltfriend alone. Better yet, leave town for good this time." She snapped back.

"TWILIGHT SPARKLE!" Midnight shouted in complete shock. "This young mare may have done something in the past but that's all it is now. In.... The....... Past. You should think twice about what you say. She may have done these things before, but it was before I arrived in this world. So I would like for you to be at least a little bit respectful regardless of her past. She agreed to come back here when I found her on the path to town earlier. She is without a home, so just one night here wouldn't hurt." He said giving a loud snort.

"No, I don't care what you say it isn't going to change my mind." She snapped back again.

Midnight gave a defeated sigh as he turned to leave. "Where do you think your going?" She yelled as her horn lit up grabbing onto Midnight. His own horn lighting up and breaking the magic holding him causing Twilight to wince from the sudden break.

"I'm going to build a cloud home now in the middle of the night and enchant Trixie so she can sleep there because somepony is making an ass out of herself by not letting a former rival spend the night in her home because she is to bent out of shape over something that happened three years ago." He snorted as his voice was turning slowly into a yell.

"Really? So your going to woo her like all the other mares into rutting you to is that it?" She stopped as she noticed Midnight's mane and tail start to burn a deep crimson red, his eyes narrowing as he lowered his head directly in front of her. His voice taking on a deathly tone as he began to speak ever so slowly to her.

"Just because Trixie is a mare does not mean that I am going out of my way to woo her into rutting with me. I may like a good rut, but that does NOT mean that I will rut with anypony that comes into my sights. Now I want you to think about what you just said, I will be back tomorrow sometime to continue this discussion. But as of now we are on a break from each other. I am going to leave now and take Trixie with me so that we can both get some sleep, If you need anything tonight you can send a letter to the princess for all I care." He growled as he picked up Trixie and took off into the sky.

Twilight stood there in shock for a moment before tears began to well up in her eyes. She continued to sit in shock as she spoke out to nopony in particular.

"D-did I just get dumped?" she squeaked out before slowly trudging back into the library.

XXX

"Midnight, I'm sorry for all of the trouble, please, go back to her and leave me be, I'm sure I can find a place to stay for the night." She sighed.

"No, it's already to late. Twilight just needs to cool her jets and suck it up. What you did in the past is already in the past. You came back to Ponyville so that at least means you are willing to ask for forgiveness from then right?" He smiled back askingly.

"Actually, had I known that this road lead back to Ponyville, I would have taken a different path to another city or town." She sighed. "My pride will not let me ask for forgiveness."

"Well then that is something you need to work on." He smirked as his horn lit up and he began to move clouds around into a decent sized home. After a good twenty minutes the home had been finished and Trixie enchanted so that she could walk on clouds. Although hesitant at first she finally moved from Midnights back onto the clouds and began to walk around.

"This is rather nice. I have never been on a cloud before this moment." She smiled as she jumped slightly from the springiness of the cloud.

"Alrighty, I'll see you in the morning." Midnight said with a smile as he jumped into a bed on the far side of the room, digging into the cloud and pulling it like a makeshift cover over him.

Trixie stood there for a moment looking at the bed before climbing onto it an slowly pressing herself into the cloud pulling it over her as well. "I must admit, this is the most comfortable bed......I've ever.........Zzzzzzzzzzz." She never finished as the days wear on her body finally brought her to sleep. Midnight gave a smile listening to the soft snore that escaped her as she slept.

XXX

"Hey! Wake up!" Trixie spoke just above her normal tone as she pressed a hoof to Midnights face.

"*groan* What is it?" He spoke as he cracked open an eye looking at Trixie.

"Twilight is down below yelling for you. She isn't to happy from what I can tell." She sighed.

"Twi is always grumpy in the mornings. Until she gets some coffee in her then all is well." He chuckled as he gave a stretch, pulling himself from his bed. A yawn escaped him as he knelt down enough for Trixie to jump onto his back, then jumping from the cloud home making it vaporize into the air as he glided to the ground below. Once he landed Trixie jumped from his back and trotted off into town, leaving him to speak with Twilight.

Midnight trotted over to Twilight who had her head pointed to the ground. He took a seat across from her waiting for her to start.

"I'm......... sorry. I shouldn't have acted the way I did Night. It has been three years since I saw her but she did leave on bad terms and never even apologized. I was just so upset when I saw her I didn't even consider forgiving her. But when you left and took her side, I............ I just fell apart." She said as she raised her matted tear stained face to Midnight surprising him.
"I thought I had lost you when you said we were on a break. Please don't leave me. Your the first........." She went silent as Midnight pressed his lips to hers, she moving forward and wrapping her hooves around his withers as tears continued down her face. After a few moments they separated pressing their foreheads together.

"I'm sorry for putting you on the spot like that Twi, but you know how I am. Everyone deserves a second chance to redeem themselves. When you wouldn't allow her to apologize, I just left. I'm glad you came around." He smiled looking into her teary eyes. "Come on, lets go find Trixie so we can ask her to apologize to the town."

112. Redemption (part 3)

"Alright then, let's go over the list Twi." Midnight nodded to her as he opened his stash portal and began unloading all of the materials.

"Lumber."

"Check."

"Tools, nails, and screws."

"Check."

"Blue prints."

"Check."

"Foundation materials."

"Check."

"Alright then, let's get to work!" Midnight shouted as his horn lit up a blistering white as tools from all around him began setting up. He pulled the blueprints to in front of him as he quickly set up markers in the soil. He pulled a single shovel to his side just as the markers finished setting up. Twilight gave a giggle as she noticed the single small shovel.

"I don't think you'll be done anytime soon with a single shovel that size."

"Who says I was leaving it this size?" He chuckled as his magic hit the shovel causing it expand and grow fifty times its normal size.

"I guess that will do." Twilight smirked as she watched the shovel plunge into the ground and begin to move the dirt to the side a few yards away. After a few minutes the ground had been dug and evenly set. Midnight set up a force field into the basement pulling it just over a foot from the wall and placing rebar's along the floor and walls holding them in place as he quickly mixed the cement and poured it into place.

"This is amazing." Trixie said as she came up, taking a seat next to Twilight.

"I know, who knew that construction was so interesting." Twilight smiled as the two continued watching Midnight finish up the foundation. Twilight watched as Midnight's face contorted slightly as his horn began to burn brighter with magic.

"Midnight? What spell are you using?" Trixie asked trotting up to him.

"Time manipulation for the concrete. Gonna set it quick so I can finish the house today." He smirked as they listened to the concrete groan slightly from setting. Midnight stopped for a moment taking a few deep breaths before starting on the house.

"Don't you need some saws?" Twilight piped up.

"Not when you can manipulate the air with magic." He laughed as his horn glowed, lifting some of the lumber into the air for a moment before it mysteriously began to separate into many different pieces.

"That's a useful spell when you get in a jam." Trixie smirked.

"You know I can teach you some self defense and offensive spells if you want Trixie. I let Twi there copy my entire spell list right from my head." He chuckled as he continued working.

"Really? How many spells did you learn Twilight?" Trixie asked with a smile.

"Just over ten thousand spells." She smirked causing all of the color to drain from Trixie's face.

"Please tell me your joking!" She squeaked.

"Nope, it's all true, Plus I know over a hundred different spell categories. I just wish I could learn them like he does." Twilight smirked nodding to the Alicorn before them.

"How does he learn them?" Trixie asked looking from Midnight back to Twilight.

"All he does is think of something he wants to have a spell to do and he learns it. Surprised me to at first. I cast a mind spell onto him to allow us to walk around in his head to see memories, we came up to his spell door and the number was moving slowly. But when I asked him why, he said something and the number shot up by five hundred. I couldn't believe it. After opening the door I learned all of his spells from that moment, which reminds me." She stopped as she yelled to Midnight. "We need to have another look at your spell door Night, I need to update my portfolio of spells." Twilight giggled.

"Not a prob babe." He chuckled as he continued working.

"That is just incredible. But what about how he casts them? I'm sure the alchemical ingredients needed for some of them are possibly rare or even non existent." Trixie added giving a scrutinizing tone.

"That's the best part. Every spell he knows is a different version of the spells all of Equestria knows. His spells don't require any ingredients what so ever." Twilight giggled seeing the expression of pure shock on the azure unicorns face.

"Yep, I have saved a TON of bits from not buying any ingredients since I learned his spell list, and believe it or not, his list of spells is superior to normal spells." Twilight smiled.

"Keep feeding my ego Twi and I might just have to reward you." Midnight smirked back to her.

"I might just do that." She winked back.

XXX

After a couple of hours, the house had been finished. Midnight had run a scan spell over the house to make sure everything was in order and nothing was left out of place to cause any problems later. He gave a satisfied nod turning back to the girls.

"All done, just need to put your bed and some furniture in there and we'll be done." He smiled.

"But we never went to a shop to pick them out." Trixie proclaimed, that was until she heard hoofbeats against the ground coming toward them.

"Sorry Trixie, but I had Rarity pick you out some furniture. She has wonderful taste." Twilight smiled but stopped as she saw the look of horror on Midnight's face.

"Please tell me your joking Twilight." He spoke up.

"No, why? Is that a problem?" She asked watching him facehoof.

"Did you set a budget for her?" He asked.

"Uh....oh..........." Twilight gave a nervous smile.

"Ok boys, lets get this furniture inside post haste." Rarity chirped happily as she trotted up to the other girls.

"Trixie darling, I have picked out the most exquisite furniture and bed for you, along with some kitchen supplies and other items." She giggled.

Midnight just stood by as he watched the unicorn moving company pull items left and right from the large pony drawn van.

"Eeyup, there went my savings." He sighed but stopped as he noticed quite a few other items still inside the van. "Rarity, I take it you purchased a few items for yourself as well hmmm?" He spoke up cocking a brow at his ivory love.

"Yes darling, and for Twilight as well. I picked out something fabulous for her. Do come and see it." She chirped happily.

As the four ponies trotted up to the van, Midnight could only dread the amount of bits Rarity had spent on all of the items she had obtained that day.

"Here you are Twilight." Rarity smiled pulling a small glowing orb to her.

"What is it?" Twilight asked while cocking an eyebrow.

"This is something very special for the library, and it will help out Spike quit a bit as well." She giggled. "This little gem will locate any book within your library and magically teleport it to you, It will also teleport the book back to the spot on the shelf it would need to be in as well."

"Oh my goodness, Thank you Rarity." Twilight squealed in glee as she hugged the ivory pony.

"And what did you get darling?" Midnight smirked causing Rarity to smile nervously

"Well, I know how much you hate being my little dress up pony when the clothing I make needs to be just right, so I purchased an enchanted ponyequin that can do the same thing I asked you to do, but without all the groaning and complaining of course." She smirked causing Twilight to giggle.

"Thanks for that dear." He spoke mockingly. "But exactly how much of my savings did you spend today besides the portion I spent?"

"Around five thousand bits I believe." She smiled causing Midnight to give a sigh of relief.

"Thank God."

"And what is that supposed to mean? Did you really think I would spend all of your bits?" She grumped back at him.

"No dear, in the farthest reaches of my mind it is no where present that you would spend all of my money when having free reign to purchase anything and everything you could think of to furnish an unfurnished home." He spoke out in a flat monotone giving her a deadpanned expression. In turn making Twilight and Trixie snort before busting into laughter.

"Well then, I can always take the ponyequin back and kee you as my pin cushion." She smiled causing Midnight to bolt to her side smiling.

"No dear, that will be fine. You can keep the awesome new ponyequin you so expertly picked out to save my hide from being stabbed repeatedly."

"Thank you darling." She smiled leaning up and giving him a quick kiss. Midnight trotting away into the house to supervise the ponies inside. Trixie trotting up to Rarity while watching Midnight leave.

"I must say you have quite the gift. He seems to be wrapped around your hoof several times over." She giggled.

"Oh please, he is as stubborn as a mule at times and will always bitch about something when he isn't in the mood to do anything. Although seldom, it doesn't happen." Rarity sighed.

"I take it this is one of those days when he is being helpful?" Trixie asked cocking a brow.

"Quite the opposite actually. He will of course go out of his way to help a pony in need, but the only reason he is acting so nice toward me at the moment is because, one, I have all of his bits. Two, he knows he is going to have to make up with not only me, but Twilight and Applejack as well. And three, I have him so whipped at times it isn't funny." She giggled causing Trixie to blush.

"So he has three mares? Does that mean all of you......... at the same time?" She asked blushing an even darker shade of red.

"Heavens no........... well not yet anyway." Rarity smiled placing a hoof on her chin in thought while looking at Twilight causing her to explode into a color that would make Big Macintosh jealous.

"RARITY!?" Twilight spoke out in shock seeing a grin spread across her face as she came closer.

"Come now darling, I think we're going to have a little fun with our stallion." She smirked leaning up and whispering into Twilight's ear.

After a moment of listening to Rarity's plan Twilight began to twiddle her hooves nervously.

"Rarity, I-I've never kissed a mare before." She spoke shyly before she looked up seeing Rarity in front of her smiling. Before she could react Rarity planted a firm kiss onto her causing Twilight's fur to stand on end for a moment before relaxing as she pulled away.

"Wow, that wasn't what I expected." Twilight giggled.

"Then how about this?" Rarity smirked before running her tongue the full length of Twilight's horn making it erupt into a shower of sparks and causing her to fall over with a loud moan.

"Really Twilight? One lick and your finished? I'm better than I thought." Rarity giggled brushing a hoof on her chest before pulling it away to gaze at it smiling.

"That was........evil." Twilight snorted giving a smirk, her eyes giving a very hungry look as she got to her hooves taking a lowered posture, her tail flicking back and forth behind her.

"I do think I have awoken the beast/" Rarity giggled giving a satisfied smile, she leaned over to Trixie who was blushing furiously at this moment before speaking quietly. "Get Midnight and bring him here quickly if you want to remember something very interesting."

Just as Rarity finished Twilight bowled her over into the dirt cackling madly. Trixie ran inside her new home to see Midnight pointing a hoof to a corner where one of the ponies would need to place a piece of furniture.

"Midnight, Can you come outside for a moment, Rarity and Twilight need to see you now." She spoke out trying to hide a giggle.

"Al....riiiight?" He spoke, cocking a brow and heading out the door. Once he had made it to the other side of the moving van with Trixie he stopped as his mane and tail erupted into an inferno. Before him was Twilight holding Rarity down and licking the length of her horn while Rarity laid there with her eyes rolled into the back of her head, a goofy smile across her face with some drool hanging down from her loled out tongue.

"Trixie, I'll be back later." He spoke as he walked up to the two playful mares and quickly teleported them and himself away.

"Oh my goodness. What has happened to Ponyville since I left?" Trixie squeaked in surprise before heading into her newly furnished home.

113. Teachers pleasing. (clop chapter, does not interfere with story line and can be skipped if you want)

*FLASH* *SNAP* Midnight, Twilight, and Rarity appeared in a flash within the boutique.

"Ok you two, What. The. Hell?" Midnight croaked out, trying to figure out why his to ladies had decided to have an interlude, in broad daylight, and in front of Trixie no less. The two mares separated for a moment to regain their composure before Rarity began.

"Well darling, I was hoping to play a little prank on you, but a certain unicorn seems to be far to sensitive to last longer than a single lick." She grinned toward Twilight who just twiddled her hooves nervously.

"I can't help it. That was the first time............. I............" She was about to finish but her face erupted into a crimson color matching a red gala.

"What? Don't tell me that was your first horn job!?" Rarity squeaked in surprise.

"Heh......... yea." Twilight blushed giving an innocent smile.

"MIDNIGHT!" Rarity yelled causing him to stiffen in surprise.

"WHAT?! WHAT'D I DO!?" Her yelled back in surprise.

"Out of all the times you have been with Twilight, have you not once given her a horn job?" She snorted causing Midnight mane and tail to erupt into a bright pink as he began to stammer.

"No, not that I can recall.........." He trailed off giving a nervous chuckle only to make Rarity facehoof.

"You two, follow me." Rarity spoke authoritatively. Midnight looked to Twilight and she back nervously as the ascended the stairs and into Rarity's room.

"Alright you two, I am going to show you a few things on how to properly please a unicorn. Twilight, onto the bed please." She smirked.

"WHAT?! Why me first?!" She asked as her entire body erupted into a bright red blush.

"Because one, this is to instruct Midnight and yourself, and two, I am sure our stallion is going to enjoy the show and be far more entitled to please the both of us afterward." She giggled seeing Midnights flame still burning a bright pink.

"Ugh! Can't he go first and I watch?" Twilight groaned.

"A voyeur as well as a pervert? Twilight, I'm shocked!" Midnight grinned causing her to glare at him.

"You just wait until this is over with mister, I am so going tooooOOOOOONNNNNNGHHHH!!!! Oh what was good." Twilight began to argue but before she could finish Rarity licked the length of her horn causing her to seize up before going limp onto the bed.

"I think I can stand to go first." She giggled.

"Now Midnight get your flank over here so you can watch and take notes. I would like to let you know however, if you just watch to get a thrill out of this without taking any notes on how I am about to torture this poor mare. You will not be getting any of this flank for some time." Rarity smirked causing Midnight to groan.

"I knew you were evil, but not this evil." He chuckled as he took a seat on the side of the bed, intent on watching the two mares.

Rarity began a series of different techniques showing how they would cause a unicorn to do certain things when it came to pleasing them via their horn. Twilight would moan, groan, tense up, twitch, among other various things when it came to the oral torture onto her horn. That was until Rarity took the length of her horn into her mouth after telling Midnight what she was going to do. She would suckle the length a couple of times eliciting a groan from Twilight who would try to push her horn further into the warm depths of Rarity's mouth but was held back by Rarity's hooves pressing against her shoulders. She then took the full length into her mouth and began giving the base of the horn a gentle bite. The more pressure she used causing Twilight to buck her hips uncontrollably into the bed. Rarity pulled away from Twilight just as her horn began to spray a bright light of magical sparkles into the air much like a roman candle would. She fell to the bed twitching happily.

"Alright darling, those are the basic's, are you ready to try out what I taught you?" Rarity cooed giving an innocent smile.

Midnight gave an evil grin as he snorted a small fire from his nostrils. "I was beginning to think you were only going to tease me until I exploded." He grinned as he moved forward and began to lick the length of Rarity's horn, she giving a very satisfied moan. As he continued for a few more minutes Twilight finally came around as she blinked away the euphoria that she just endured. Her vision fell upon the two ponies in front of her causing her to bolt upright in bed.

"Twilight mmmmmmm darling, be suuuUUUre to pay attention to what our stallion is doooooooing. Because your going to perfOOOORM on him next." She squealed out between the torturous licks.

"I have to ask something, Is a horn job the same as a blowjob?" Twilight asked causing the two to pull apart for a moment.

"I guess you could say that, except a horn is far more sensitive than a stallions stallionhood. But the techniques are roughly the same, except with far less pressure while biting." She grinned causing Twilight to facehoof. "Why do you ask?"

"Well...........ummmmmm......" Twilight trailed off causing Midnight to pipe up.

"Because Twilight can give a seriously mean blowjob." He chuckled.

"MIDNIGHT!?" Twilight shouted in disbelief.

"What? We're here, naked, and already in the process of fucking each other brains out. Why are you still being such a prude?" He chuckled causing her to snort angrily.

"You don't discuss these matters while making love." She snorted again.

"But we're not making love Twilight darling. This is just a fun rutting session to teach you two a few things on how to properly please one another. I would think you above all others would want to get the highest score possible from being taught something new." Rarity giggled causing Twilight's demeanor to do a 180. She gave a determined smile as she trotted up to Midnight.

"I am about to ace this quiz." She smirked as she licked the length of Midnights horn causing him to seize up.

Rarity pulled away watching Twilight work Midnight's horn for a good ten minutes before it began to glow a bright white. She didn't even pull away as the glowing white sparks of magic began to fill her mouth and throat. She clamped her lips around the base of his horn giving one hard long suckle as he finished off falling onto the bed with the look of utter orgasmic bliss across his face.

"She gets an A in my book." Midnight grinned as he began to turn over only to fall off of the bed and hit the floor with a loud thud. The girls slowly moved to the side giving a large smile seeing the Alicorn's second horn at full attention and throbbing with his every heartbeat.

"So who gets his second horn?" Twilight grinned.

"I'll leave that to you, I want to see if he can apply the techniques he just learn into some deep sea diving." She grinned looking down to the smiling Alicorn.

After a few seconds of adjusting themselves Twilight used her magic to levitate herself just high enough to lower herself onto Midnights throbbing member. She let out a satisfying moan, still blushing from Rarity watching her. Rarity was straddling Midnights face leaning forward toward Twilight as he began working on her already dripping fold. She bit her bottom lip before letting out a moan of her own but stopped in surprise as Twilight leaned forward kissing her roughly as her magic continued to lift and plunge her onto Midnights throbbing member. The y continued for well over an hour before the climax was coming for them all. Mainly Midnight as he was drowning in Rarity's love juices, while Twilight had already came several times.

With a satisfying last few thrust Midnight let the floodgates open as he pumped Twilight full of his seed. After a few tense seconds his orgasm came to an end letting his body fall limply to the floor. A few minutes passed by as the three ponies began to regain their composure.

"Well Twilight dear, I must give you a passing grade as well. I think we will need to move on to the more advanced techniques in the future though." Rarity grinned before biting her bottom limp seductively.

"More advanced?" Twilight spoke out in shock.

"Yes darling, haven't you read the pony sutra? It is in your library after all." She chuckled causing Twilight to blush furiously once again.

"I told Spike never to put that book onto the shelves!" She grumbled.

"So I guess that means it was part of your own private collection then Twi?" Midnight snickered.

Twilight turned toward Midnight giving him a death glare before her horn lit up into a blinding white light and a flash erupted from it.

"Wha? What happened?" Midnight spoke in shock for a moment looking around before seeing Twilight and Rarity smirking and trying to contain a giggle.

"I think you deserve some time at Sugar cube corner Night." Twilight grinned before floating a mirror over to in front of him. He gawked in disbelief as he looked at himself.

Outside the boutique a couple ponies stopped as they listen to the shriek af a poor stallion screaming.

"PIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIINNNNNNNNNNNNNNKKKKKKKKK!!!!!!!!!!!!!!!"

114. A loving mother given a helping hoof

It had been a couple days since Midnight had finished building Trixie's home, and taken care of his two lovely mares. He had visited Trixie few times to make sure she was comfortable and was still willing to open for him during his next performance in the Canterlot Cathedral, although slightly hesitant, she agreed to do the opening act. Midnight had made some serious plans for this performance as it would also have Sapphire Shores performing one of his songs during the performance. Sapphires name alone would ensure a sold out performance. Plus it would get Trixie's name out there and cause her to become a possible household name. But I'm getting ahead of myself.

Today Midnight had gone by Trixie's home to check on her and to see how she was doing. After a short conversation he would come to find out that Trixie had planned on going for a picnic in the park with Twilight so that they could have a chat about some spells she was interested in learning. Twilight, being the studious unicorn she is, offered to teach Trixie a few spells. However there was a slight problem.

"Can you really go to Sugar Cube corner for me to get my order? I'm running late as it is." Trixie sighed, annoyed that she had taken so long in preparing the picnic basket that she had forgotten to pick up her order from The Cake's shop in town.

"It's no problem, but what is the order and where do you want me to meet you?" Midnight asked as they trotted out the door of Trixie's home.

"I had a large order of blueberry muffins commissioned just the other day, but with me waiting until the last moment to fix everything up I forgot to pick them up. Twilight and I are going to the park for a picnic to discuss some spells, I thought it would be nice to have a friendly outing to help our friendship out due to previous bad blood." She sighed looking to the ground as she floated the picnic basket beside her.

"No problem, I'm glad you are trying to make friends though. Twilight and the other elements are great ponies, having them on your side would be more than beneficial." Midnight chuckled. "Anyway, I'll go get the muffins and meet you two in the park in about an hour." He smiled down to the azure unicorn.

"See you there." She smiled back as Midnight broke into a gallop, taking off into the sky with a mighty flap of his wings.

XXX

After a short flight he had arrived in Ponyville just outside of Sugar Cube Corner and quickly making his way inside. Upon entering her noticed the short line of ponies coming from the counter and got in line to wait his turn. A few minutes passed by as each pony was served before he had made it to the counter.

"Heya Night, finally get a craving for something sweet today? We haven't seen you in almost a week." Mr. Cake chuckled.

"Well, you could say that. I'm here to pick up and order for Trixie." He smiled back.

"Alright, give me just a minute to gather them up." He said as he began to pull the muffins from the counter one by one. After a good few minutes Mr. Cake had overfilled a basket with the blue berry muffins and placed them on the counter. Midnight paid for them and began to head out of the shop. As he was exiting the shop he bumped into a light grey Pegasus with a blonde mane, a few bubbles adorning her flank as her cutiemark.

"Oh! I'm so sorry, I didn't see you. Are you alright?" Midnight asked seeing her yellow eyes looking off into two different directions.

"I'm fine Mister, sorry I *sniff* bumped into you. *sniff sniff* Do I smell muffins? *SNIIIIIIIIIIFFFF* BLUEBERRY MUFFINS?!" She gawked as her eyes temporarily aligned as she starred at the floating basket before her.

"Yes, they are. Would you like one?" He smiled as he floated one over to the smiling mare.

Ditzy gave a huge smile as she took the muffin with her forelegs while she hovered in front of the Alicorn. Just as soon as it was within her grip she took a large bite smiling as she munched it happily.

"Fanks Mifter." She spoke out spewing a few crumbs of the muffin out. Midnight gave a chuckle as he continued on his way to the park.

XXX

After a short time Midnight had arrived at the park and began to look around for the two ponies he was supposed to meet. Locating them nearby just under the shade of a large oak tree, he trotted over to them resting the basket of muffins onto the already set blanket.

"Hey girls, we having fun?" He smiled seeing their eyes light up as the basket was set in front of them.

"Thank you so much for getting them for me Midnight, Please sit and join us." Trixie smiled happily as she floated a muffin over to her, taking a bite out of it and giving a satisfied moan through the mouthful.

"Oh these muffins are just fantastic! I can't believe I have gone so long without having one." She sighed happily as she quickly finished off the muffin and bringing another to her side.

"I take it it's been a while?" Midnight said while cocking a brow.

"Almost an entire year actually. I haven't had the time to purchase anything other than a quick meal while on the road performing. Many of the places I've been to didn't have a confectionery shop that served muffins. Most of the shops in the cities I've visited quit making them due to them mysteriously vanishing overnight. I really hate that it has been so long since I've had one of these." Trixie spoke before taking another bite of her second muffin.

"These are really good." Twilight piped up as she finished her first muffin.

"So you two are learning a few new spells huh? I'm guessing since I don't see any books laying around that you two set me up again." Midnight smirked cocking a brow at the two giggling mares.

"Well, I had initially told Trixie that we would do a mind walk spell so she could learn what I already know." She paused as Trixie picked up.

"But since you're already here, it would be a terrible waste to pass up the opportunity to learn the accumulated knowledge you have in spells as you are now."

"I swear." Midnight sighed moving a little closer to the two mares and lowering his lit up horn. "You two and your thirst for knowledge." He chuckled just as they lowered their horns to his, a flash of light erupting around them.

XXX

As the light dispersed around them, the three ponies were now in the long hallway within Midnights head, Trixie looked around seeing the doors cascading down the long hallway, each with a different memory set. She walked along looking at each of the doors in wonder.

"Midnight, you have quite the collection of memories. All of these door pertaining to a specific event or set of events within your life. It is quite remarkable compared to some of the ponies minds I have been inside." Trixie smile still trotting along in aw, but stopped as she noticed the lack of the other two ponies. "Well aren't you going to come along so we can find the spell door?"

"This is your first time in my mind Trixie, Check this out." Midnight grinned as he spoke out. "Spells."

*click*
*whiiiiiiiIRRRRRRRRRrrrrrrr*

One side of the hallway began is slide as the door quickly came to in front of him, Trixie trotting back to his side as she looked up in shock at the numbers above the door. Twilight joining her as well.

"Fifty thousand and some change, not bad." Midnight chuckled.

"You have got to be kidding me!? You know that many spells?" Trixie asked in shock.

"I guess so. care to do the honors?" He smiled nodding to the door causing Trixie to walk up to it and give a gentle tug, pulling it open and causing a flood of information to spill out and through each of the ponies.

A few seconds passed as the information slowly made its way back into the door and closed. Trixie turned around looking to the two ponies before her as her eye began to twitch slightly.

"Trixie? Are you ok?" Midnight began just before Trixie screamed out.

"HOLY COW THATS-A-LOT OF SPELLS!" She smiled excitedly.

"Oh wow! I know how to do that armor spell you have done before Night." Twilight grinned.

"Cool, let's get out of here and have some lunch, you can try out some of the new spells to practice with you two." Midnight smiled as he released them all from the mind walk spell. The three blinked a few times before their vision returned to normal.

"Hey, did we eat all of those muffins?" Trixie piped up while looking to the now empty basket before her.

"No, I only ate two, how about you?" Twilight asked looking to Trixie.

"Two as well, Midnight?" She looked to the Alicorn with a questionable gaze.

"I didn't get to have one." He pouted looking at the empty basket. He gazed inside to see that even the crumbs were missing.
"Whoever took them didn't leave a trace behind." He sighed taking a deep breath of the once filled blue berry muffin basket.

"And I love Blueberry muffins to. I can't believe a pony would steal muffins from right under our noses, literally." He sighed just before a feather floated down from the tree above.

"What's this, a feather?" Twilight asked as she picked it up with her magic.

"Is that a grey feather?" Midnight asked as Twilight floated it over to him. "It is!"

Midnight stopped for a moment as he looked up, into the tree's canopy. Using his magic he floated himself up slowly as he began to look around for any signs of the muffin napper, finally resting his eyes onto some crumbs of said muffins along with a few small strands of blonde hair. He looked down to the two mares on the ground below as he spoke up.

"I know who the culprit is, I'll go find them." He said as he and the grey colored feather vanished in an array of light.

"I hope he won't be to hard on them." Trixie spoke up catching Twilight's attention.

"Why do you say that? I mean, somepony stole all of those muffins from you, aren't you the least bit angry?"

"Think of it Twilight, if somepony stole those muffins, and right from under our noses to top it off. Don't you think they are either crazy or just really hungry? If a pony is so desperate to steal food, they must be having a hard time."

Twilight sat there for a moment in realization. "I didn't think of that. I hope Midnight doesn't do anything stupid." She sighed.

XXX

Midnight reappeared above Ponyville with the feather, hovering in a single spot as his horn cast a tracking spell onto the feather. He released it as it began to quickly fly to its owner. He took off after it as it made a quick decent into Ponyville and stopped as it floated in front of a small two story house. He trotted up tot he door after landing and gave it a quick knock.

"Yes, who is...........it?" A young yellow mare with an orange mane trailed off as she answered the door seeing the dark Alicorn before her. "Oh my, to what do I owe the honor of having an Alicorn visit me today?" She smiled.

"I as wondering Ms......." He trailed off waiting for her to introduce herself.

"Carrot top, you majesty." She smiled giving a little bow.

"No need for formalities Carrot. I am Midnight by the way. I'm rather surprised I haven't met you before in my time here in Ponyville." He smiled, a little embarrassed.

"It's not a problem Midnight, what can I do for you?" She asked cocking her head to the side slightly.

"Ah, yes, I was wondering if a young Pegasus mare with a grey coat is here. I ran into her earlier and didn't get a chance to be introduce." He smiled for a moment before hearing a gasp come from the kitchen, then a loud crash.

"Yes, that would be my room mate, Ditzy Do, and she would be IN THE KITCHEN CAUSING HAVOC!" She shouted back to the kitchen.

"Sorry!" She shouted back.

"Ditzy! You have a visitor." Carrot spoke up as she walked toward the kitchen with the Alicorn in tow.

"Ok, who is..........it?!" She paused as her wings shot out, her eyes focusing on the dark Alicorn before her.

"Hey there, I think you left something behind earlier." He smiled down to the whimpering mare as he pulled out the grey feather that he had found earlier.

"You....... know about..........what I did?" She spoke as her eyes began to well up slightly.

"Yes I do, so are you going to tell me why you took them? I'm sure you couldn't have eaten all of them that quickly." He said as he followed her into the kitchen seeing the basket of muffins on the table. A younger looking light purple/pink mare with a two toned purple and light purple mane, sitting at the table eating one of the muffins. She stopped as she looked up to the Alicorn and then to Ditzy.

"Momma?" She asked looking to Ditzy.

"Momma?!" Midnight spoke in surprise looking to Ditzy as well. "But you don't look much older than some of my friends." He spoke in shock.

"I'm adopted ya big dummy." Sparkler spoke out causing Midnight to look at her with some surprise.

"Alright then, so what are we going to do about this little incident.........." He stopped as he heard a tiny voice pipe up from behind the basket of muffins.

"Mommy! These muffins are really good." Dinky spoke up as she jumped onto the table grabbing another muffin and taking a large bite out of it only to make her cheeks puff out. She gave a little giggle smiling to Midnight as she munched away happily. Midnight cocked a brow to Ditzy as she began.

"Dinky is my foal. Sparkler is her older sister that I adopted some time ago when she was still little. I'm sorry for taking your muffins............ Just take them and go, I'll find a way to pay for the ones that were already eaten." She sighed causing Carrot Top and Sparkler to look at her in shock.

"You didn't steal those from him did you?" Carrot asked in complete shock seeing Ditzy nod. "But why? I thought you were getting plenty of hours at the post office."

"They cut my hours a lot because of a new spell that lets ponies teleport mail directly to the intended party for a few extra bits. The letter or package gets delivered instantly without fail, and with me always loosing packages or letters, the office cut my hours to almost nothing. I've looked for other jobs but nopony will hire me because I'm such a klutz." She sighed.

"So you took them to feed your children then huh?" Midnight asked as the room was greeted with a loud gurgle from Ditzy's stomach.

"And your starving yourself to keep them healthy and fed." Midnight sighed.

"Is that true Momma?" Sparkler spoke out in worry seeing her mother nod.

"Well we can't have that." Midnight spoke up catching their attentions. "Come with me everypony. I'm going to fix all of this." He smiled causing them to look at each other in worry.

"Where are we going?" Carrot asked as they left the house, following the Alicorn.

"Right down the street." He smiled back to them as he picked up pace.

They arrived at a small diner that he had visited quite often. He took a seat in a booth in the far corner along with his four guests.

"I can't pay for all of us to eat here, nor can Ditzy." Carrot spoke up feeling slightly embarrassed about her money situation.

"You don't have to, I'm going to." Midnight smiled causing them to gawk.

"Even after I....." Ditzy stopped seeing him raise a hoof to silence her.

"You only did what you did to help your children, Had it been for a selfish reason then I may have been angry. Although I don't condone stealing, what you did was not that. It was merely providing for your children through any means necessary. I can already tell your a great mother by doing this." He smiled causing Ditzy to give a sniffle before a light sob left her.

"Thank you........ for not being angry with me.... *sniffle*"

"It's alright, now how about we all get some food huh? Order whatever you want." He smiled causing them all to smiled widely.

XXX

After Plum had arrived at the table to take the order she was more than surprised at the amount of food that had been ordered. It took a goo twenty minutes and several trips along with adding a second table to the current one to fit all of the food onto it. They all sat there drooling over the food wondering where they would start, that was until Dinky dove face first into an apple pie causing them all to laugh. It took a good hour to eat most of the food on the tables, each pony sitting back in their seat giving a contented sigh as the looked over their pudgy bellies. Ditzy falling back into the seat as her eyes closed and a light snore began to escape her.

"I guess mommy was really hungry." Dinky piped up as Carrot was cleaning her face with a wet napkin.

"I guess so." Carrot giggled watching the grey Pegasus smile as she snored softly.

After wrapping of the rest of the food, Midnight placed the sleeping Pegasus onto his back and floated the food along with his magic as they all trotted back to their home just down the street. They arrived quickly, entering the house and heading into the kitchen to put away the leftovers. Midnight placed Ditzy onto the couch just before entering the kitchen. The two children have a yawn before heading to bed leaving Carrot Top and Midnight alone in the kitchen.

"I'm sorry for what Ditzy did earlier. Had I known that she was having a hard time I would have offered to take up the slack." She sighed as she took a seat at the table. Midnight doing the same.

"Well, you won't have to worry about that. I you think they are having even the smallest of trouble, let me know. I won't let anypony starve themselves or have a family suffer if it is within my power." He smiled as his horn lit up and a small bag floated from it onto the table with a small tink as it landed.

"What's this?" Carrot asked looking at the bag as Midnight got up heading into the living room, stopping as he watched the grey wild eyed Pegasus snooze away.

"It should keep them afloat for some time. Don't worry about it. Think of it as a gift from a friend who just wants all of his friends to be happy and healthy." He smiled before heading out the door.

Carrot smiled to him before she opened the small bag to see around twenty gold bits resting inside. She gawked in disbelief at the amount of money she was holding. She rushed to the door looking out to see Midnight giving a wink and a smile just before taking flight into the air.

"Heh, I guess all stallions aren't bad after all." Carrot smiled as she closed the door.

XXX

Midnight arrived back at Sugar cube corner to get a new basket of muffins before heading back to the library. Stepping inside he saw Trixie and Twilight casting a few spells back and forth to practice.

"Hey girls, got your muffins here." He smiled as he placed them in the kitchen.

"Did you find out where they went? And what took you so long?" Twilight asked looking at him with a curious expression.

"Everything is taken care of. Don't worry." He smiled as she trotted up to the two unicorns.

"Well, at least we have a snack now." Trixie smiled.

"Yup, and a guinea pig as well, let's try out some of those spells we learned on him." Twilight chuckled as her horn lit up.

"Why must my torment never end?" Midnight sighed just before he was hit with a spell.

115. Being a mare ain't easy (part 1)

The sun was shining brightly that day as the cool air began to move slowly across the land. The trees were already changing with the weather, while the wind was sending a beautiful cascade of different colored leaves flying through the air before finding a resting place on the ground below.

Twilight, Rarity and Applejack had gotten together at the farm for a small bonfire outside to cook some smores and have a pleasant conversation about the summer past. Midnight had arrived from his small trip into town to gather a the few items needed to make the smores. He took a seat across from the three mares as he listened to them chat away.

"I'm telling you Twilight, darling, this past summer was the absolute worst heat that I have ever experienced. Ask Midnight. It took everything I had not to just hold him down and have my way with him." Rarity giggled as she looked to the Alicorn, biting her lip seductively as he gazed into the fire, not paying much attention to the girls.

"My heat was no different than before. But knowing I had a coltfriend made it all that much worse. I had to cast a cooling spell on myself several times a day. Twice more when I saw Midnight. After the first couple of days I had to run him off before I did anything drastic to him." Twilight grinned sheepishly.

"Mah heat wasn't to bad this time'round. Ah'm always used to having a stallion'round the farm cause'o Big Macintosh. It's a mite rough time though knowin ya got a stallion out there willing and ready for ya though. The thought'lone got me all worked up on many'occasion." AJ chuckled looking over to Midnight.

"Come on girls, it couldn't be as bad as your playing it out to be." Midnight laughed as he spoke from across the small fire.

"Midnight darling, you have absolutely no clue how hard it is to be a mare in season. Imagine yourself as a mare and multiplying your thirst to rut by a thousand. That is what it is like to be in season." Rarity sighed.

"There is no way that being in heat is that bad." He groaned in annoyance not believing them for a second.

Twilight placed a hoof onto her chin in thought, catching the other two mares attention.

"Hu oh! Ah see that lil twinkle in yer eye Twi. What'cha cooking up over there." AJ snickered causing everypony to look at her.

"I was just thinking about showing Night how it feels to be in heat, and possibly make a little wager if you girls are up to it." She giggled staring down Midnight from across the fire pit.

"Oh boy, another bet I can win." Midnight chuckled but it slowed to a stop seeing Twilight's smile turn a little more sinister.

"Oh I think we could win this bet all to easy." Twilight chuckled causing him to cock a brow at her.

"What's the prize?" Midnight grinned.

Twilight stopped for a moment as she nodded to the other two mares as her horn lit up placing a sound proof globe around them. They talked for a minute before staring at Midnight with an evil grin each, this only causing him to grin back because out of all of his prior bets with the girls, he had always come out on top. He felt that this time would be no different.

The shield around the girls disappeared as they moved back to their spots with a smug grin spread across their faces.

"Come to a decision on the prize girls?" He chuckled.

"Eeyup, the prize'll be anything you want. That includes having us all three at once if you want." AJ grinned giving him a wink.

Now I'm sure you have heard about how Midnight, when surprised by something he desires, will have his mane and tail erupt into an inferno. This time was no different to tell you the truth. The only difference this time though was the relative size of the inferno which made a forest fire look like a ten dollar grill that was about to putter out in a plume of smoke.

"I'm in!" He spoke as a grin spread across his face.

"But you don't even know what the bet is about." Twilight piped up.

"Don't care, as long as it has nothing to do with spiders, I'll do it." He grinned widely.

Twilight smirked looking back to the others who only smiled back.

XXX

"Are you fucking serious?!" Midnight yelled in disbelief.

"Totally." The three mares laughed.

"And in such a case as I give in and rut with a pony I won't get pregnant?" He groaned in annoyance.

"That's right." Rarity giggled.

"UGH! Fine, if it's only for a week then I'm sure I won't loose." He sighed.

Over the last few minutes the girls had discussed with Midnight about the contest of sorts. He would agree to be turned into a mare for exactly one week. He would keep his normal coat color but it would change to a bright white should he loose and give in by rutting with any other pony, including one made by magic. He could clop all he wants but the girls knew that would only make the heat far worse. He would also have a spell cast on himself so that the heat would be magic based and he would not get pregnant in his mare form. Upon agreeing that the girls prizes would be anything they would want as well, Midnight had been turned into a mare by Twilight.

"This feels really weird being a mare." He spoke as he trotted around.

"And why does it feel weird?" Twilight asked giving a cocked brow.

"Because I don't have my balls smacking against the inside of my legs, not to mention my...."

"OK! I think we get the picture." Twilight spoke up as all three of them blushed furiously.

"So is this it? I don't feel the urge to suddenly rut anypony in sight." Midnight chuckled looking around, mainly at the girls.

"Hang on a sec." AJ grinned as she stepped inside the farmhouse for a minute.

"I still have yet to cast the heat spell on you Night." Twilight smirked.

"That's another thing, I think the town will get a funny vibe when they see me like this. Maybe I should change things up a bit." He spoke up catching Twilight and Rarity's attentions.

The two ponies watched as Midnight began to use his magic to turn his horn invisible, and his mane and tail into a tangible hair. After a few more seconds the color of them change to that of a bright silver. His eyes turning into a sky blue as well.

"Hows this? Think I could pass myself off as another pony?" He smirked seeing the two mares gawking at him blushing.

"That's fine, now for the heat spell." Twilight said as she shook herself back from her stupor, her horn lighting up as a beam shot out, connecting with Midnight.

(At this point in time we shall now call Midnight a she since he has turned into the opposite sex)

Midnight staggered for a moment before coming back to reality. "This isn't so bad. Its a little uncomfortable but other than that I don't feel the urge to go rutting with everypony I see." she chuckled. "I should also change my name as well." She thought for a moment before smiling. "Call me Night Wind."

"Ahem, Night Wind, ah gots a surprise for ya." AJ called out as she walked up behind the stallion turned mare.

"Really now, what's the......sur....pri-hi-hi-hise." She trailed of giving a dreamy look as her vision fell upon Big Macintosh.

"Eeyup, ya'll er gonna win this bet." Big Macintosh chuckled as Night began to drool slightly before shaking herself back to reality.

"What the hell?!" She shouted. "You seriously have to put up with these feelings while in heat?!" HOLY CRAP!" She shouted as the fear of loosing this bet was beginning to become all to clear to her now.

"Ya can still call the bet off sugarcube." AJ chuckled. "But not without some con-see-quences."

"No way, I am going to get through this bet and win!" He smirked giving a determined stance.

"Ya sure about that?" Big Macintosh chuckled before blowing into her ear seductively causing her to bolt to the side blushing furiously.

"THAT'S NOT FAIR!" She choked out shakily, the blush showing through her dark coat.

"Ah ah aaahhhhh. We never set any ground rules on how to play other than the few rules we set for you." Twilight giggled watching the expression of horror rip across Night Winds face.

"Oh my God, what have I done?!" Night Wind choked out as her flank hit the ground in shock.

116. Being a mare ain't easy (part 2)

Although it had only been a few hours since her transformation, Night Wind was already regretting it with vigor as she strolled quietly through town. She would avert her gaze quite often when coming upon any stallion that happened by. Though that did nothing when she was suddenly stopped by one of them for a chat. She was just lucky her coat was solid black or she would be having a serious problem on her hooves.

The girls on the other hoof had been spying on her the entire time, Twilight having placed an invisibility spell onto all three of them so they could follow her without being seen.

"I can't believe how well Night is taking all'this. It's like it ain't bothering'im at all." AJ sighed as she continued watching the stallion turned mare as she continued down the street.

"Oh don't worry about that, I made sure to cast an extra special spell on him just to be sure he would regret ever taking this bet." Twilight grinned evilly.

"Twilight? What do you mean 'extra special' spell?" Rarity asked cocking a brow.

"Oh nothing, I just manipulated the heat spell to grow stronger as time passed." She giggled as they all continued watching the pony.

"Exactly ow'bad is it gonna get sugarcube?" AJ asked giving a smirk.

"You remember that magical heat that swept across Equestria not to long ago?"

Both of the girls nodded.

"It will be ten times as strong as that once the week comes to an end, and with his sex drive already high enough, I won't be surprised if he comes to us begging to have the spell removed." Twilight grinned.

"Twi, has anypony ever told ya how evil you can be at'times?" AJ chuckled.

"Midnight has on more than one occasion, yet another reason to troll his sorry flank." She grinned once more seeing Night stop to talk to yet another stallion.

XXX

Night had slowly but surely made her way through town, stopping ever so often to chat with one of the locals, and in several instances been asked out by a few stallions, and even another mare. Although reluctant at the moment, she refused the dates saying she would only be in town for a week before moving on to another location. A short time would pass before she made it to the library, heading inside only to see Spike giving her an odd look.

"Hi...... uh..... can I help you with anything miss?" Spike asked as he grabbed a couple books, tossing them at a small glowing orb which sent them flying toward and onto a bookshelf.

"Hey Spike, nah I'm good." She sighed. "Just need to take a VERY cold shower." She chuckled.

"This is a library miss, the spa is further into town." He said while cocking a brow.

"Heh, it's me Spike, Midnight." He chuckled.

"Midnight? But..... your a mare?! Wha......how?" He stammered while scratching his head in disbelief.

"Two words Spike, Twilight, and Bet." He sighed in annoyance.

"Ah, that explains the smell as well." He sighed, flaring his nostrils.

"Smell?"

"Yea, It smells like your in season. I take it that was part of the bet." Spike chuckled.

Night stood there for a moment taking in a few deep breaths to see if she could smell the fragrance of a mare in season but couldn't. "I guess I can't smell myself being in heat." She sighed. "But that's a good thing since it won't rile me up anymore than I already am." She chuckled before heading toward the bathroom.

After a good twenty minutes Night stepped from the bathroom giving a contented sigh before heading to the exit.

"Hey Midnight." Spike began.

"Just Night for now Spike, while I'm a mare anyway." He smiled.

"Ok then, A couple stallions stopped by a few minutes ago asking for you. I told them you weren't available at the moment but I could relay a message."

"Oh good grief." She sighed while placing a hoof onto her face. "What did they want?" He asked looking to Spike.

"They both wanted to know if you were single and if you would go out with them this weekend." He chuckled covering his mouth with his claws.

"And who were these two ponies?" Night asked cocking a brow.

"I'm not sure, they seemed to be new in town and saw you come in here. One was an earth pony, his name was Golden Boulder, he has a bright gold coat and a rust brown mane. The other was a unicorn, Emerald Fire. He had a deep green coat and a bright red mane."

Night stood there for a moment as she imagined the two stallions. Spike watched her as a dopey grin slowly spread across her face and a girlish giggle began to escape her.

"I am never going to understand mares." He groaned as he headed into the kitchen.

Night left the library heading back into town. The heat she was experiencing only got worse if she stood still for longer than a few minutes. Even during the shower she couldn't help but cop a feel of herself.

*A few minutes back as Night entered the library*

"Alright girls, time for plan A, are you ready?" Twilight grinned.

"Are you sure about this darling? Isn't this a little underhoofed?" Rarity asked giving an unsure look toward Twilight.

"He agreed to the rules set, interfearance is permitted. Besides, don't you two want to win?" Twilight asked cocking a brow.
AJ and Rarity just looked at each other with a silly grin causing Twilight to groan.

"Seriously?" Twilight looked at them in disbelief. "Well then think of this. Would you rather have us do his bidding, or him doing everything we want?" She grinned causing them to grin evilly.

"Let's do this!" They spoke in unison as Twilight's horn lit up, a beam of magic hitting the two and turning them into stallions each.

"Wow, this feels a mite strange." AJ spoke in a husky stallions voice similar to a deeper version of Braeburn's.

"I agree, OH! Listen to me, my voice is simply to die for." Rarity giggled at her new voice, it sounding sophisticated yet rough. Like a mix between Big Macintosh and Prince BlueBlood.

"One other thing you two, don't act like yourselves. That is a dead give away of who you are, and also don't forget to pick out a new name." Twilight said in a teacher-esque tone.

"Ah think Golden Boulder's a good name." AJ said as he looked himself over.

"I shall be Emerald Fire. It matches my coat and mane perfectly." Rarity smiled looking himself over.

"Alright then, now for your new cutiemarks." Twilight spoke as her horn lit up once again casting an illusion spell that would overlay their current cutiemarks with another. AJ's appeared as a large golden colored rock with little twinkle stars around it, while Rarity's an Emerald with a cloak of fire around it.

"Oh I do believe I am going to have fun like this." Emerald chuckled.

"Dern tootin." Golden smirked.

*Back to the present*

"I really am going to regret this week. I can't believe I fell into this stupid bet willingly." Night sighed as she trotted along not paying attention to where she was going.

*OOF*

Night stumbled forward tripping and falling onto the pony that she had just bumped into.

"Oh I am so sorry, are you ......... alright?" Night said as she shook herself to her senses before staring at the beefiest looking stallion she had ever seen right below her.

"Sure am, but if we stay like this then a few ponies might think differently." Golden chuckled looking up to Night and then to the small crowd of ponies that stopped to look at the two.

Night gave a surprised yelp before bolting upright with a quick flap of her wings. Golden quickly getting to his hooves as well.

"Ah told that lil dragon fella teh give ya a message, didn't think ya would find me an bowl me over just teh get a date." He chuckled causing the mare before him to circle the ground with her hoof nervously.

"No, I'm sorry, I wasn't paying attention to where I was going. Wait, you said you gave a dragon a message to give to me? Then you must be........ Golden Boulder? If I recall correctly from Spike's description."

"Bingo, and you might be...." He smiled to her.

"Night Wind." She smiled back nervously.

"Lovely name for a lovely mare." Golden smiled leaning in closer causing Night's heart to pound, her wings slowly begining to unfurl but stopped as she shook herself from her stupor.

"I......... better be going." She spoke as she began to turn away from the burly stallion.

"Hey now, what's the rush? Did I say something to offend ya?" He spoke out causing her to stop as she looked back.

"No, sorry. I'm just having an off day today is all." She sighed lowering her head.

"Well then how about we have a chat about it? I don't have any plans fer the day, how'bout yerself?"

"No..... but I......" She was cut short as Golden gave her a playful nudge.

"Then come on missy, lets take a trot to the local diner and have a chat over a hot meal, I'm buying." He smiled giving her a wink.

Now at this point Night was beginning to become very conflicted with herself. She knew that this was only a bet, and this stallion was probably just out to get a piece of tail by being chivalrous and offering to talk to her of dinner. However, the heat was starting to cloud her judgement causing her to believe that this was all just him being kind hearted to her. From all of her experience in picking up women and mares alike, from all the lines she had laid out spoken to gain their trust, She was never prepared to have the tables turned on her.

In the shadows Twilight and Emerald were watching the two, giggling silently to themselves as Night had been picked up rather easily, and on the first try no less.

"I do believe that Applejack is going to win this bet for us darling." Emerald giggled as the two ponies walked into the diner taking a seat.

"I'm beginning to think so as well." Twilight smirked as she watched them from a distance.

"Wait, it looks like their arguing now." Emerald spoke up just before Golden was sent flying through the window of the diner and onto the ground by a hard buck. Night Wind jumping through the shattered remains and taking flight away from the area.

Twilight and Emerald bolted to the fallen pony as a loud groan escaped him.

"Dang that pony can buck." He groaned as he began to raise up onto his hooves.

"What in the world did you say to her?" Twilight asked giving a shocked expression.

*two minutes prior*

"So what's a pretty mare like you doing running around here?" Golden smiled.

"Not much really, just visiting the town for a bit to see some friends before I head home at the end of the week." She smiled back sheepishly.

"Then how about we have a drink, to making new friends and possible lovers." He chuckled giving a smirk.

"Ahem, I'm not interested in finding a lover." Night spoke out in a rather annoyed tone.

"Oh come on now missy, ah saw the way ya was looking at me when ya bowled me over earlier. Ya cain't say ya ain't interested." He laughed as he wiggled his eyebrows only to make Night's eye twitch slightly.

"I think this conversation is over, it's obvious you didn't want to just have a chat." Night snorted as she stood up heading toward the door of the diner.

"Now hang on just a sec sugar." He spoke up reaching out a hoof and accidentily hitting her flank instead of grabbing her gently to stop her escape. Night gave a loud snort as her face contorted into that of anger before two well placed hooves connected with the stallion sending him through the window that was next to their booth.

*back to the present*

"Ah think ah'm gonna call it quits." Golden spoke out as he tried to shake the stars from spinning around his head.

"Well I'm not going to give up so easily." Emerald smirked as he took chase.

"I sure hope Rarity has better luck then you did AJ." Twilight giggled seeing the daze earth pony.

117. Being a mare ain't easy (part 3)

Emerald had taken chase after Night as she flew at break neck speeds away from Ponyville. After loosing sight of her, Emerald decided to continue on toward the park that was nearby. The crusaders had mentioned they would be in the park at the playground for the day just to have fun. So it would be nice to sit by and watch as a different pony without interrupting them.

As he neared the playground though he could hear a faint sob coming from a bench nearby but could see nopony sitting there. Upon investigating while trotting up to it he saw Night laying on the bench, her head laying against the cool wood of the bench as tears streamed down her face.

'Time to put on the charm' Emerald spoke inwardly giving a grin as he trotted over to the other end of the bench.

"Excuse me miss, are you ok?" Emerald spoke up startling Night as he bolted upright, wiping her tear stained face with a foreleg.

"Y-yes, I'm fine." She sighed looking away and to the ground.

"Doesn't look like it to me my dear." He spoke in a smooth caring tone which surprised Night. "Something on your mind?"

"The last pony to say something similar to that was only after a piece of tail, and he got what he deserved." Snorted the mare as her wings flared out defensively giving Emerald a stern look.

"My apologies my dear, If you want I can leave you be." He said before smiling inwardly, knowing already how the mare would react.

"No, it's alright, you can stay. This is a park after all." She smiled wiping another tear away.

"So a stallion upset you then? And from your tone I take it he said something rather brash." He said giving a questionable gaze to the mare.

"Heh, just another male trying to get a piece of tail. My friends were right, coming across another pony that is only interested in one thing is a sad experience. I honestly never thought I would feel like this after what happened. I would have normally stayed and gave him a piece of my mind instead of just bucking him through a window." She sighed lowering her head but pulling her vision back to Emerald as he began to laugh.

"HAaaaaa haha, so your the one who sent that pony through the diner's window?! That was rich! I stopped to see what happened but the only pony to speak up said that this stallion had apparently put the moves on a pegasus before he was launched through the window. I'm sorry you had to experience that though. A stallion should be a gentlecolt toward any and all ladies, be they interested or not. Take rejection with stride not harsh words." He continued to chuckle softly causing Night to blush and giggle herself.

After a couple minutes of laughter Night smiled to the unicorn before her. "I'm sorry I never caught your name, I'm Night Wind by the way." She smiled.

"Emerald Flame my dear." He said taking a bow.

"And it seems that your a gentlecolt as well. Let's just hope you don't try to put any moves on me as well. I would hate to leave a smoking crater in the middle of the park." She chuckled evilly.

"Uh..... yes, that would be a terrible thing." He said as a hint of fear was evident in his voice. "Never the less, If you ask me to leave, I shall do so. I promise not to try and make a move on you." He said as he raised a hoof into the air and placing the other over his chest.

"I'll hold you to that." She smirked.

As time passed by slowly the two continued to talk, both coming up with different stories that would pertain to their alternate lives as the ponies they were currently. The two laughed and continued to talk as the sun began to lower in the horizon.

"Well my dear, this has been a pleasant evening. Might I ask if I can walk you home? Or would that be to forward of me?" Emerald smiled softly causing Night to blush furiously behind her black coat.

"No, that's fine. I'm actually staying at Golden Oaks Library with a friend." She smiled as they took their leave from the park heading back toward the library. Upon arriving they stopped outside the door.

"Thank you for walking me back." Night smiled to the stallion before her.

"Not a problem my dear, I hope you have a pleasant evening, and I do hope that we meet again. I enjoyed our conversation." He smiled, as he turned to leave but stopped as Night spoke up."

"Wait." She trailed off as Emerald turned back to her. Night moving forward and wrapping her forelegs around the stallions neck and giving him a gentle hug. "Thanks for talking to me." She smiled as she pulled back seeing a gentle smile across his face.

"Not a problem my dear, have a good evening." He smiled back to her as he took his leave.

Night watched as the stallion disappeared around the corner of the library before giving a sorrowful sigh before turning and heading into the library. Upon entering the library Night noticed her three mares sitting at the table chatting away as she walked up to them.

*A few seconds ago*

Emerald smiled as he turned to leave, slowly making his way around the library. Once he was at the corner he bolted to the rear door of the library as Twilight cast the transformation spell onto him turning him back into Rarity, AJ had been turned back earlier when Emerald ran after Night. They quickly stepped inside sitting at a table just as Night entered the front door to the library.

*Back to the present*

"Hey girls, I'm back, and I still haven't rutted anypony as you can see." She sighed as she took a seat at the table with them.

"Glad teh see ya made it past the first day partner." AJ smirked.

"Have any interesting stories to tell?" Twilight giggled.

"Actually yes, I never knew that knowing all my own pickup lines would be tried on me once I was a mare. This day has been very interesting." She chuckled.

"Do tell." Rarity smiled. "I take it you spoke with some stallions then?"

"Yea, but the one that managed to con me into a slight dinner date ended up getting bucked out the diner window. Never thought a stallion would grab my flank like that even after insulting me by admitting that he wanted a piece of tail. Jerk got what he deserved." Night snorted causing AJ to give a sheepish smile.

"Oh but the second stallion took the cake." Night giggled causing Rarity to beam proudly. "I never in my lifetime, in this world would have thought to have come across a gay stallion." Rarity's smile shattered as an expression of pure shock took its place, this in turn causing Twilight and AJ to laugh loudly.

"I know right, it was hilarious. The poor schmuck didn't even TRY to kiss me when he walked me here. I even yelled to him to wait, gave him a hug and stood there waiting for even a peck and the idiot turned away, trotting off like he wasn't even interested. PFFFFT! HAAAAHAHAHA!!" Night broke down and began to laugh with the other mares, Rarity still in shock as her eye twitched slightly.

"That is the funniest thang ah ever heard." AJ laughed so hard she was now crying, Twilight joining her as Rarity put forth a forced laugh.

"Eh heh heh heh...... Yeeeeessss, hiLARious indeed. Eh heh heh heh."

"Alright you three, I'm going to bed. Maybe I'll meet with the gay stallion tomorrow and go to the spa or something." She chuckled before heading upstairs.

The three mares silently waited until Night had gone to bed before talking again.

"GAY!? She thought I was GAY!? HOW RUDE!?" Rarity squeaked out in disbelief causing her two friends to snicker.

"At least ya didn't get bucked through a pane glass winder." AJ smirked.

"Maybe not, but that insult stung just as much." Rarity spoke placing a hoof to her chest as if wounded.

"Ah quit yer belly aching. At least yer still on her good side. Maybe ya'll can go have one'o dem fancy hooficures at the spa tomar." AJ snickered. "Seeing as ya both like stallions'n all."

Twilight placed her hooves over her mouth as a she tried to block a loud snort before a fit of giggles began to escape her. Rarity just stared at AJ with a shocked expression in disbelief.

"Well I never!" She huffed.

"Ah com'on sourpuss, it's just a joke. Ah'm sure ya can make amends with Night afore ya make some moves on'er." AJ smirked pulling the ivory unicorn into a sideways hug.

"I will try, it seems that I will have to be a little more brash than I had first thought." She hummed silently as she began to make some plans for the following day.

118. Being a mare ain't easy (part 4)

The morning sun broke across the sky, slowly edging its warming rays further and further down the wall on the inside of the library from the window. Creeping slowly until it reached a certain mare who stirred uncomfortably in her bed.

"Ugh, I am so moving this bed tonight, or sleeping in the basement. I was hoping to get a few extra hours of sleep so I wouldn't have to put up with this heat as long today." Night sighed as she slowly pulled the covers from her and stepping out of the bed giving a long yawn while stretching her wings.

The pegasus made her way to the bathroom to take a quick cold shower as she could already feel her heat getting slightly worse than the previous day. The cool water calming her and waking her at the same time as it flowed over her frame.

"This is nice." She sighed until she heard a knock at the door. "Come in."

"Hey Night, I was wondering, did you have any plans for the day?" Twilight asked as she stepped into the bathroom.

"Just to avoid any and all ponies as best as I can." She chuckled as she turned the water off and stepping out of the shower. Using her magic to remove the water from her coat and give herself a quick brush.

"Well, I was asking because the stallion that you said had walked you home is downstairs. He wanted to know if you wanted to have breakfast together." She chuckled.

"Seriously? That fella must love girl time." She chuckled.

"Actually, I spoke with him about that, he seemed a little surprised by the comment but he wanted to let you know that he isn't gay, he was just being courteous because of your bad experience earlier in the day. He didn't want to do anything that would offend you." Twilight smiled innocently.

Night looked at her rather shocked before speaking. "Heh, I guess their are some good stallions in this world after all."

The two headed downstairs, arriving in the main lobby of the library to see the Emerald reading a book as he awaited the pegasus.

"Well good morning my dear, I must apologize for coming off as a pony who preferred the same sex. I meant no disrespect." He smiled nervously toward Night.

"It's alright, I should be the one apologizing, you seemed a little feminine and uninterested. I guess I wasn't reading the signs is all." Night giggled slightly.

"May I make it up to you by taking you out for breakfast? I promise not to grab your flank unless you ask." He chuckled causing Night and Twilight to giggle.

"I think I'll take you up on your offer." She smiled.

Emerald trotted toward the door to open it, catching Night's attention as her eyes went wide looking at the stallions flank as he made his way to the door. Her entire body felt like it was on fire at the moment as the heats effect doubled in strength. She looked to Twilight giving her a death glare as she whispered to her.

"I am so going to make you pay for this stupid heat spell." She snorted before hesitantly following the stallion outside. Twilight sat there as the blood began to slowly leave her face as terror began to set in.

"Dear Celestia, I hope she doesn't mean that." Twilight groaned.

XXX

The two ponies had been walking along chatting as they made their way to a different diner on the other side of town. Night would have to go back and pay for the window in time but that event would not happen today. Upon entering the diner they were promptly seated and given a menu each. It was a slightly more fancy restaurant than the one Midnight had always visited due to the friendly atmosphere and good food. This diner seemed a little more upper crust. Although it was still open like the other diner. The two placed their orders, chatting away while they awaited the food to arrive.

"This place seems a bit more fancy than the other diner. Anything special about it?" Night asked looking to Emerald.

"This diner has a few unique items that are quite flavorful. Especially the desert menu." He smiled while eying Night.

'I knew he was going to crack eventually after hearing that comment.' Night chuckled inwardly to herself.

"What do you recommend?" She asked giving a smile.

"I prefer the cheesecake, it is quite possibly the best I have ever had." He smiled back thinking of the slice he would soon order.

"Cheese cake sounds great, I haven't had a slice in probably a couple years."

"Really? You are missing out my dear, it is probably one of the few guilty pleasures I indulge in on a regular basis." He smirked.

"Really? One of my friends have said the same thing in the past when one of her friends brought her a slice one night at a party." Night said while cocking a brow.

"Eh heh, how odd that we would say the same thing. But you know what they say, great minds think alike." He chuckled nervously seeing Nights skeptical look.

He was saved just in time as the waiter trotted up with their orders floating in front of him. Once they had been placed onto the table they began to eat while still chatting away.

"I haven't seen you in Ponyville before, are you a new resident?" Night asked while taking a sip of her drink.

"Not really, I've visited the town before, but I'm just seeing a few friends before winter rolls around. How about yourself?"

"Visiting friends seems to be the norm with us out of town ponies." She chuckled. "I'm visiting my friend Twilight who runs the local library, as well as Rarity who runs Carousel Boutique, and Applejack who owns Sweet Apple Acres." She smiled but seemed to loose her smile when speaking of Rarity. This caught Emeralds attention causing him to worry as he asked.

"You seem to be a little upset with Rarity, Anything you want to talk about in regards to her?" He asked hoping to alleviate any questions that could be resolved.

"Well, not really. I was just thinking about her fiance and what he was talking to me about her." She began. "It seems he has noticed her slight gain in weight recently and was worried about her."

"Slight weight gain my dear?" Emerald spoke as his eye twitched slightly.

"Yea, he said that when a mare finally has the stallion she is after and can pin him down with marriage she will usually start to fill out since she no longer has to keep up appearances. Shame to because Rarity is a very lovely pony. Made me wonder though why she was getting fat in the flanks." Night giggled covering her mouth. Emerald was now grinding his teeth while trying to smile and laugh with Night, but failing miserably.

"What's wrong? You seem to be a little upset. Do you know Rarity?" Night asked cocking a brow at him.

"Eh heh heh, no not really. I may have met her in my short time within Ponyville but I can't quite recall. What has your friend said about the other two?"

"Nothing much other than one is a hard working earth pony while the other was a bookworm hellbent on learning everything she can about magic. Seems a shame to me really having to spend all your time working or studying. Never really having a social life or trying to start a family of your own. He has told me himself he wouldn't mind having foals with all three of them. Possibly two or three each." She smiled at the thought causing Emerald to gawk.

"Really? Several foals each? He must be quite rich or powerful to want that. Or is he a deadbeat who is just a charmer?" Rarity smirked as Night's eye twitched slightly at the insult.

"Oh not at all, He is the only male Alicorn and a musician as well. Quite the catch really. Shame though one of his mares is getting chubby, he might just try to find another to replace her." She smirked as she finished her drink off.

By this point Emerald (Rarity in disguise) was seething with untold rage at not only being insulted, but being called fat in so many words. However, being a lady in the guise of a stallion she had to put aside the insults to continue through breakfast.

XXX

After the morning meal had been consumed, the two ponies left the diner to take a walk through the local park. They continued walking along until a trio of familiar voices was heard nearby as a frisbee found its way onto their path.

"Hey Mister! Can you toss our frisbee back?" Scootaloo shouted to them.

Emerald looked down to the frisbee picking it up with his magic as he tossed it straight causing it to flip end over end into the ground. Scootaloo and the other fillies giggled loudly seeing this, until Night stepped forward picking it up with her wing and spinning it expertly on the feather at the tip of her wing before tossing it through the air to the three fillies.

"Thanks miss! You should teach your stallion how to play, he is as bad as my sister Rarity." Sweetiebelle giggled out as they took off. Emerald giving a slight gulp as he looked nervously to Night who just smiled.

"What? I never grew up playing outdoor sports." Emerald spoke out nervously.

"It's ok, It's just that you seem to have quite a bit in common with that young fillies sister. Seems like you two would be a matching couple." She smirked.

"I thought you said she was taken by an Alicorn though." He said, stopping along the path.

"She is, but they are in an open relationship, I would be too if I had a fat flank for a fiance." She giggled causing Emerald to puff his cheeks out in anger.

"Now now, there is no need to insult somepony just from their looks." He spoke up as he tried to cool off.

"Alright, but it's not just that, she seems to be such a tight flank as well. Always acting like a snooty upper class pony, trying to woo her way into Canterlot by fitting in and snubbing off her friends that don't want to have that lifestyle. Not very generous if you ask me." She spoke out causing Emerald to literally dance in anger now as they rounded the bend of the walkway to a more secluded area of the park. They continued to walk along, veering off the beaten path into a small grove taking a seat below some trees as the wind swept by.

"Its getting rather chilly, winter will be here soon, I can just feel it." Night smiled while ruffling her wings. "I wonder if Rarity can loose any of that weight during winter though. Not many places to exercise with snow on the ground." She giggled before being bowled over by Emerald.

"That's enough now!" He shouted as his anger was now present in his voice.

"What are you doing?! Get off of me!" Night shouted up to the stallion holding her down.

"No! Not until you..." He was cut off.

"I'm warning you! Move or I'll move you!" She snarled.

"Really?! What are you going to do missy? Smack me with......" *WHACK* He was cut short as a well placed hoof found a home directly into a very vulnerable sack holding two well placed baby making devices that would now probably never work again. The face of Emerald was one to behold as it went from anger to that of complete agony in ten milliseconds flat. His mouth flew open as he fell over clutching his crush eggs of passion while a silent scream fell from his mouth.

"Serves you right jerk, trying to woo me into a false sense of security, then luring me to a secluded area to try and have your way with me." Night snorted as she took flight.

Emerald watched as the world blurred from the pain, he had been told horror stories about the pain only a male could feel but always laughed it off as merely nothing more than something relative to a sprained ankle or headache. He regretted everything he had ever said in regards to that specific terrible experience by having it hoofed to him on a silver platter first hand. He continued to lay there for almost an hour before slowly getting up and walking very unsteadily back to the library.

119. Being a mare ain't easy (part 5)

Emerald had made his way slowly back to the library, dragging himself along and stopping on several occasions behind a bush to expel the contents of his stomach from the pain he was experiencing.

"By all that is *urp* lovely in fashion I will have my revenge." He groaned before finally making it to the back door of the library to see Twilight standing there with a worried expression,

"What in Equestria happened to you?!" She asked as she picked up the stallion and floated him inside before placing him onto the couch. A low groan escaping him as his hooves remained between his back legs trying to nurse his shattered stallion hood.

"Looks like he got a swift kick in the apples." AJ chuckled only to receive a death glare from Emerald.

"Change me back Twilight, this pain is unbearable!" He groaned while writing in pain.

Twilight chuckled softly before changing Emerald back into Rarity, watching as her expression of pain and agony slowly changed as her male parts became female parts once again. Rarity looked up to Twilight giving a sigh of relief as she slowly raised to her hooves.

"I will never in my life go through that pain again. I don't care if he wins that bet or not. There is absolutely nothing that exists that could possibly change my mind." She groaned.

"Ah once hit Big Macintosh in the apples by accident. Never heard a stallion scream like a little filly before. Was the funniest thing ah ever saw. Once he got'is'ead straight though he tanned mah hide. Heh, ah was just a filly then. Still though, he said it was the worst pain'e ever felt." AJ chuckled thinking back.

"Well I do know one thing." Rarity spoke up catching the others attention. "I am going to make that stallion pay for calling me fat." She snorted only to get a giggle from the others. "What's so funny!?" She snorted in annoyance.

"Did he really call you fat?" Twilight asked giving a snicker.

"Why don't I share my memories with you." Rarity smiled.

"Sure, ah'd love teh find out what he said." AJ chuckled.

*A couple minutes into the future.*

"AAAAAHHHHH!!!! SWEET CELESTIA, THE PAIN!" Twilight yelled as she rolled around on the floor.

"Rar's Ah am guna *urp* buck you inteh next week when ah get up from here." AJ groaned while rolling around in pain.

"Now you two know the pain I felt, plus you know what he said." She smirked.

Twilight groaned as her horn flickered lightly as she cast a soothe spell onto herself to numb the pain she was experiencing on an organ not even existing on her. Once she was done she cast it onto AJ who just laid onto the floor in a heap.

"Never again." AJ began. "I will never be a stallion ever again."

"A stallion AJ?" A female voice spoke up from behind the three mares causing them to seize up before turning to see Night standing there with a cocked brow and a smirk across her face.

"Uh........." She began but trailed off as Night moved in closer.

"I think you three owe me an explanation." She glared.

"Nothing happened darling, what are you talking about?" Rarity began but stopped as Night gave an evil grin to AJ before he spoke.

"Did you get turned into a stallion at any time during the past few days AJ?" He smirked while staring her directly in the eyes.

"Nope, never happened." She spoke before scrunching up her face while staring off into another direction.

"Yup, that's what I thought." Night snickered causing Twilight and Rarity to facehoof.

"What?! Ya'll know ah can't lie." She sighed.

"Well darling, now that you have apparently caught us, can you please tell me when you found out we were stallions?" Rarity smiled innocently while fluttering her eyes.

"Honestly, right after I spoke you you girls about Emerald being gay." He smirked but stopped once he saw Rarity's entire body begin to slowly change from its pristine white into a soft pink and then a burning red.

"You mean to tell me you knew I was a stallion when you not only called me fat, but when you kicked me in the BALLS as well?!" Rarity screamed out as she began to scrape the floor with her forehooves so hard it was carving up the wood.

"Now, t-take it easy babe." Night began as she began to back away.

"Whatever happened to the chivalrous stallion who would never hit a mare hmm?" She snarled.

"You were a stallion at the time, that rule didn't apply." He smirked before it turned to that of horror as Rarity took chase after him from the library.

"I'M GOING TO TEAR YOUR MANE OUT AND shove it so far up your............." The yelling trailed off as they disappeared into the distance. Many ponies stopping in shock at the foul language leaving a certain ivory ponies mouth as she chased a certain black pegasus through town.

"Welp, ah guess that's that ain't it?" AJ sighed looking to Twilight who only grinned.

"Oh no, he still has today and five more days ahead of him. He isn't getting off that easy from just being beaten to a pulp by Rarity. I still have quite a few plans for him." She chuckled loudly causing AJ to sigh.

"Well ah hope yer next plan is better than yer first." She chuckled.

"Oh I know this plan will be far better than the first, and I'm going to need your brothers help with it as well." She grinned evilly.

"Uh, Big Macintosh ain't inteh stallions sugarcube." AJ spoke in slight confusion.

"I know, but Midnight is a mare, with mare tendencies and urges. You saw how she didn't turn away from your brother when she first saw him. Besides that, I'm sure your brother has the urge to rut with a pretty mare every now and then right? Does it matter if it's a stallion turned mare?" Twilight asked as the smile never left her face.

"Well, if ya put it that way......" AJ trailed off for a moment before continuing. "Still though, Night knows Big Mac knows about the change. What makes ya think he ain't just trying teh help us out?"

"I have a convincing plan that will turn this all around." Twilight snickered causing AJ to sigh.

"Yer just diabolical Twi."

"I know, isn't it wonderful!" She giggled causing AJ to facehoof.

XXX

After managing to fly away after a long chase from Rarity, Night had traveled to Rainbow Dash's cloud home to sleep for the night. After some convincing and an hour of laughter, Rainbow agreed to let Night stay for the night. The morning came like any other. The warm sun casting its rays of sunshine over the cloud home causing it to warm quickly, only to wake Night from her pleasant slumber into a grouchy as mare hellbent on finding a way to destroy the sun because it woke her.

"Fucking sun." Groaned Night as she groggily climbed from Rainbows bed. She slowly made her way downstairs smacking her lips as she went. Although it was comfortable sleeping on a cloud, having Dash kick her or snuggle up to her during the night was not the most pleasant of experiences when all she wanted was some sleep.

Night arrived in the kitchen to the smell of some freshly made coffee and a note sitting next to the coffee maker.

"Had to do some training this morning, the Wonderbolts asked me to join them for the week in Las Pegasus for a show. Still no word on if my position is permanent though, I can only hope." Night read the note aloud before taking a sip of her coffee only to slightly gag at the potency of it.

"Jesus, what the hell is in this? Frigging cocaine?!" She yelled just before the small sip took affect making her heart race.

"DEAR GOD I THINK I CAN FLY AROUND THE GLOBE!" She shouted as she set the cup down and literally bolted through the wall of the kitchen into the sky flying as fast as she could.

XXX

*BOOM*

"What in the world was that?!" Twilight shouted as she stepped out of the library looking to the sky to see a light gray trail across the sky.

"WhatchalookingatTwi?" Came the jumbled fast words of a black mare standing at Twiligh'ts side looking up to the sky.

"AH! Night what are you....... doing here?" She asked seeing her wide eyes and twitching ears.

"JustcamefromDash'shouse. HadsomeofhercoffeeandnowIfeelgreat." She continued to twitch while smiling.

"Wait! You had some of Dash's coffee?! OH CELESTIA THIS IS BAD!" Twilight yelled as her horn lit up grabbing a hold of Night and dragging her into the library.

*Three minutes later*

"Oh god what hit me?" Night groaned as her head wobbled from side to side dizzily.

"Just take it easy Night, That coffee was specially brew for Dash for her training. Your lucky your heart didn't explode." She sighed pressing a cold washcloth to her eyes making her hiss in slight pain from the cool touch.

"I wish she had told me that in her letter, but being so excited to train with the Wonderbolts I'm not surprised in the least she forgot." Night chuckled, cringing slightly from the sudden blood rush with each chuckle.

Night laid back onto the small couch as she began to relax, the cool cloth over her eyes making her headache slowly disappear.

*BAM*

Night bolted upright at the sudden sound of the library door being slung open by a pair of hooves hitting it. She looked to the door seeing a panting Applejack standing there.

"AJ?" Night began but stopped as she began.

"Ah need yer help, Big Mac is hurt!" She yelled causing Twilight to run into the room giving a hidden smirk.

"Oh no! What happened?" Twilight asked before she and Night took chase after her toward the farm.

"The dern fool went and hooked up to an old piece of farm equipment. It fell apart on'im and pinned'im under it. Ah can't get to'im without hurting mahself something fierce." She yelled as she ran.

"Alright you two, hang on." Night spoke up as her horn lit up teleporting them to the farm.

*SNAP*

They appeared in a bright flash, as the three ran up to a large amount of fallen equipment that had apparently broken and rolled over top of Big Macintosh. Night's invisible horn lit up as she began to lift the heavy machinery from Big Mac and began to slowly pull it piece by piece from him. Night shook her head from the sudden lack of caffeine from her system that Twilight had removed causing her to get slightly dizzy. She staggered toward the pile taking a lower stance to try and further steady herself as she was lifting a the last large piece from the stallion. She swayed for a moment as the large piece began to slightly turn in the air above the two ponies.

"LOOKOUT!" *CLANG CLANG* *THUD THUD*

Night had failed to see two smaller heavy objects that were on top of the larger piece she had lifted. Both pieces rolled from the floating piece of machinery, falling off and hitting Big Macintosh and Night in the head as the larger piece turned sideways hitting the ground and wedging itself in between the two now unconscious ponies.

"OH NO!" Twilight yelled as she and AJ ran up to them, checking to see a small trickle of blood coming from the now small wounds on the two ponies heads.

"Let's gettem inside so we can patchem up Twi." AJ said causing Twilight to nod, using her magic to lift the two out cold ponies into the air and bring them inside.

XXX

After a few hours of being unconscious, Big Macintosh was the first to wake, giving a loud groan as his hoof slowly moved up to his head. AJ rushed to his side as he slowly sat up onto his haunches looking around.

"Ugh..... what happened to me? Where am I?" He said while looking around the room, speaking in a less than country accent.

"Are ya'll ok big brother? Yer talking a mite funny." AJ asked looking at him with a cocked brow.

"Brother? Your my sister?" He asked giving her a perplexed expression.

"Yea, ya got a bump on the noggin a few hours back when Night was trying teh save ya, same thing happened to her." AJ nodded to Night Wind who was still out cold laying on the floor nearby.

When Big Macintosh looked over to the black pegasus his eyes fluttered open in surprise as he looked her over, then back to AJ and Twilight.

"She saved me? But how?" He asked but stopped as the three ponies heard a low groan coming from Night this time.

"Ow! My head." She hissed placing a hoof to the bandage covering her head, curling up slightly. Big Macintosh jumped from the couch making his way quickly to Night sitting at her side.

"You alright? These ponies said we took a nasty hit to the head." He spoke out causing AJ to have an expression of worry on her face.

"What do ya mean these ponies?" AJ asked looking to her brother.

"Uh........ I don't know who you two are, or who I am, or who she is." He spoke before his vision rested onto Night, she looking up to him and then to the girls.

"What happened? Where the hell am I?" She spoke out with fear evident in her voice as she began to cower slightly.

"It's alright, I asked the same thing." He spoke out moving a little closer to Night. "You can't remember anything either?"

"N-no............... what's going on? I'm scared." She spoke as her eyes began to well up.

"Shhhhh shhh shhhh shhh. It's alright, I won't let anypony hurt you." Big Mac said while bringing the black pegasus into a gentle embrace. She nuzzling her face into his chest as a small sob left her.

AJ and Twilight stood there in complete awe as they watched the two ponies before them sitting on the ground, hugging, and completely inept of memories.

"Hey, are you two alright?" Twilight piped up finally, catching their attentions as they looked to her.

"No we're not! Apparently he and I both can't remember a bucking thing!" Night shouted as tears streamed down her face as she began to shake slightly in fear, Big Macintosh pulling her closer to try and ease her fears.
Twilight and AJ sat there in shock as to what they had just heard.

"Big Macintosh and Night Wind must have, amnesia." Twilight croaked.

120. Being a mare ain't easy (part 6)

After some explanations on the events that had recently unfolded on the farm. Big Macintosh and Night Wind had agreed with the two mares before them that they must have indeed received amnesia from the blows to the head they had been dealt. AJ and Twilight would fail to mention that Night was actually male in the disguise of a female due to a bet she had made so that she would not further shy away. Both of the mares though began to worry from how close Night was staying next to Big Macintosh though. She was at his side no matter where he went, leaning onto him to apparently find comfort from the fear she was experiencing from the amnesia. This would be a problem though in the future if the two did not get their memories back.

"Twi, what're we guna do? Ah know yer plan was to get Night here to help save mah brother and teh pretend teh have amnesia, but ah wasn't prepared for it to actually happen. Much less to both ofe'm." AJ spoke out in a whisper to Twilight across the room from the two memory-less ponies.

"Me either, and I can't use any spells on them because it could affect the memory loss. Ooooooooh! What are we going to do?!" She spoke out frantically.

"Ladies?" Big Mac spoke up catching their attentions. "I'm not sure how to go about all of this, but what are we going to do? I mean, I don't remember anything, and neither does this'n." He nodded to Night who was still hugging him. "Can't you just whip up a magic spell to bring the memories back or something?" He sighed while looking down to the teary eyed pergasus who was looking up to him.

"As I was telling your sister, I can't use magic to manipulate your memories into returning because it could do more harm than good. Using magic on ponies who have acquired amnesia could result in total loss of memory in which case the said pony could become nothing more than a shell with little cognitive function. They could take orders and do what they are told, but they would never be able to function within society again as an independent pony. I'm sorry but the risk is far to high to even attempt it." Twilight sighed. "All we can hope to do is to jog your memories back over time."

"I.... I guess we have no choice then." Sobbed Night as she hugged the stallion tighter to her, he doing the same. "C-can I stay here with you?" Night asked while looking up to Big Macintosh.

"Sure ya can." He smiled back nuzzling the top of her head, to Twilight and AJ's surprise, right through the area where Midnights horn should be. Twilight gave a gasp seeing this and bolted to her side pulling her away from Big Mac as she slowly began to swipe her hoof over the area his horn should have been. Night gave a soft gasp pulling her forelegs up and wrapping her wings around herself defensively as she watch Twilight doing the strange action.

Big Mac stepped forward pulling the pegasus to his chest and giving a snort at Twilight as he wrapped his hooves protectively around the scared mare.

"What are you doing?! Your scaring her!" He snapped giving a snort as Night shook slightly in fear, her eyes wide while looking at Night.

"I-I'm sorry, it's just that............" She trailed off. "Nevermind, anyway, it's getting late. We should all head home." Twilight said as she headed toward the door.

"Night, come with me, you can sleep at the library." Twilight spoke up but stopped as she recieved a slightly angry glare from Night.

"I'm staying here with Big Mac." She snorted before nuzzling into his chest affectionately.

"Uh...... Night, ya'll really need teh go to the library. Ah need teh talk to mah brother bout tehday." AJ spoke only to receive a similar glare.

"Now now, Night apparently wants to stay, I don't mind it at all. I think it would be for the best anyway." He sighed while nuzzling her head again, a soft hum escaping her as she pressed her head to his chest.

"Fine, but first thing tomorrow we need to find a way to reverse this and get your memories back." Twilight groaned as she trotted from the house back toward Ponyville.

After showing Big Macintosh his room she tried to show Night the spare bedroom but wouldn't budge from Big Mac's side. Reluctantly she had to let Night stay in the same room as Big Mac, and in the same bed no less. She gave a sigh heading to her own room, thanking the stars that Applebloom was at a slumber party at Scootaloo's.

XXX

That next morning AJ left her bed slowly, giving a yawn as the rooster crowed signalling the sunrise. She made her way as quiet as she could to her brothers room before opening the door to see the two ponies in the same bed snuggled up to each other. She would have thought it to be cute had it not been her stallion in te guise of a mare snuggling up to her brother. Her eye gave a slight twitch before she spoke up causing both of the ponies to bolt upright in bed.

"Up an at'em you two, Its morning and we gots a lot of chores teh do." AJ chortled.

Night gave a tired yawn as she looked out the window to see the sun barely peaking over the horizon. She turned her gaze back to AJ before speaking.

"The sun hasn't even fully come up, and you want us to get out of bed............ you....... are........... INSANE!" She yelled before pulling Big Mac to her and pulling the covers over the two of them.

"Just cause ya''l cain't member nothing don't mean ya'll can skip out on chores. Although you don't live here Night that don't mean room and board'er free. Now get your flank up so we can start some breakfast for mah brother." She snorted.

"Fine, if it means I can cook for this stallion, I'll do it." She smiled giving him a kiss before getting out of bed. AJ standing there in shock as the blood began to leave her face.

"Don't tell me ya'll........" She trailed off seeing the both give a sheepish expression.

"NO! No........ I don't even know him that well yet............ But he has been the perfect gentlecolt about the whole situation." She smiled while running a hoof in a circle along the floor looking back and lowering her ears shyly.

"Ah don't mean teh rain on yer parade, but mah brother already has a mare." She spoke out flatly causing Night to look at her in shock and then back to Big Macintosh pleadingly.

"I don't recall having a marefriend so for the moment I'm going to say that I'm still single." He spoke while running a hoof through his withers before getting out of bed and trotting up to Night's side.

"Shy ain't guna take to kindly teh ya flirting with another mare big brother. Ah jus hope yer memory comes back so all this hoopla will end without anypony getting hurt." AJ sighed as she turned to head downstairs.

XXX

Once breakfast had been made and consumed, the three ponies made way outside to start their daily chores. AJ continued watching the two throughout the day as they never left each others side. Ever so often they would get caught giving one another a quick kiss or seductive look. Night was acting far more like a mare than AJ had ever though possible. At one point she paused thinking about the heat spell and how Night would change color should she rut with anypony. What would Night think happened to her if she rutted with Big Mac and turned white?

As time passed by Twilight came back to the farm with Rarity to check on Night once again, both ponies talking to Night to try and jog her memory without letting out that she was actually a stallion in the guise of a mare. After more failed attempts the two mares had gone back home for the evening to leave them in the care of Applejack once again as Night still refused to leave Big Mac's side.

That night however AJ was surprised to hear a soft squeaking noise coming from her brothers room (which was right next to her room) Her heart sank as she listened to a few grunts and moans coming softly through the wall before they continued to get louder. Had AJ's face been able to turn any redder she may have exploded. After a few minutes of listening to the noises she tried stuffing a pillow into each of her ears to block the sound. After a couple of hours it finally stopped.

"Well at least ah know we won the bet." AJ chuckled before falling asleep.

"The next morning AJ did her normal routine of getting out of bed and heading into her brothers room to wake him and Night. After a few hesitating seconds she stepped in through the door and gawked at what she saw. Night was laying in bed with her brother, but her coat was still jet black. She stood there completely stunned before backing out of the room and quickly making her way downstairs and out the front door going full gallop into town to talk to Twilight.

XXX

"I'm telling ya Twi, ah heardem rutting last night and when ah went teh wakem up this mornin, Night still had her black coat. It never changed teh white like it was supposed teh." AJ spoke frantically.

"It's not possible, that spell should cause her coat to turn white if she rutted. OH CELESTIA! What about the heat spell? I'm sure she is experiencing already five times the normal heat that went across Equestria." Twilight spoke out in worry.

"Let's get to the farm. Maybe the spell just delayed er sumthing." AJ spoke out getting a nod from Twilight as they rushed from the library toward Sweet Apple Acres.

Upon arriving they quietly made their way up the stairs listening as squeaks could be heard from Big Macintosh's room once again causing the two mares to blush furiously.

"Are they rutting? Before lunch?!" Twilight asked in a whisper before a loud moan escape the room causing them both to stare at each other while burning red. The two quietly made their way downstairs still burning with embarrassment as they entered the kitchen to start an early lunch.

A couple of hours went by as the squeaks finally stopped and the shower could be heard from upstairs. Another twenty minutes and both of the ponies had made their way downstairs to see two slightly embarrassed looking mares sitting at the table with already empty plates in front of them.

"Girls? Something wrong?" Big Macintosh spoke out without his accent.

"N-no.......... Nothings wrong." AJ sputtered before scrunching up her face and staring off into another direction.

"Mmmm hmmm." Night spoke up cocking a brow before looking to Big Macintosh. "I guess we were to loud." She chuckled leaning over and kissing him.

"Heh, guess so." He chuckled seeing the two mares shocked expressions.

"WHAT!? You don't care that we heard you?!" Twilight asked as her jaw never left the floor.

"Not really. I mean there are other ponies that live in this house right? Having a lover over would entitle the room mate to hear possible noises when the lover spends the night. Right honey?" Night giggled nuzzling Big Macintosh.

"But then why is your coat still black?" Twilight blurted out in shock only to cover her mouth with her hooves.

"What do you mean still black?" Night cocked a brow looking to Twilight.

Twilight sighed as she began to speak again. "Your coat was supposed to turn white if you rutted with anypony." She deadpanned only to make Night and Big Macintosh to burst out laughing, Twilight now clearly confused.

"I must admit that Mac has quite the load, but not enough to turn me all white." She giggled causing AJ and Twilight to blush furiously once they realized the miscommunication. "Besides, who said I let him pull out." She grinned leaning up to the further reddening stallion at her side.

"LALALALALAAAA I DON'T WANT TO HEAR THIS ABOUT MY OWN BROTHER LAAAAALALALALALA!" AJ yelled covering her hears apparently scared for life upon hearing that information.

Twilight gave a snort, still blushing as she began. "Night, I'm going to tell you something and you are going to have to trust me on this. Your actually my coltfriend in the guise of a mare. We made a bet you couldn't last a week without rutting another pony as a mare in a magic induced heat. I turned you into your current form. Plus your coat was supposed to turn white in such a case as you rutted with anypony."

Night and Big Mac looked at her in confusion then to Night to stare at her black coat before laughing.

"Nice joke, but I haven't changed color as you can see." She giggled. "How many times did I need to rut to have it change though?" She asked looking to Twilight.

"Just once." Twilight spoke out still in disbelief.

"Well, we've already rutted six time in two days. Either your, joking with me, or your apparent spell is broken." She smirked causing Twilight to fume slightly.

"I am going back to the library to check on the spell I cast on you, I'll return shortly." She spoke up while grumpily trotting out of the farmhouse.

Night gave AJ, who was standing in the corner still singing to herself while holding her hooves over her ears, a gentle nudge to bring her back to reality. AJ turning to Night as her hooves fell to the floor.

"Are ya done with the graphic details?" She asked giving a pleading look.

"Yes Applejack, No more stories about nookie with your brother." She giggled.

XXX

As time went by, Twilight had made a visit to Fluttershy's cottage to advise her of Big Macintosh's sudden amnesia along with Night's, leaving out the details about the rutting sessions. However she could not locate the yellow pegasus anywhere. After a couple of hours searching for Fluttershy Twilight gave up, heading back to the library to continue her studies on the magic she had cast onto Midnight.

With each passing day the two memory-less ponies began to grow closer and closer while AJ, Twilight and Rarity grew more and more nervous as the time began to run out on the week long spell. Fluttershy had still not been found and Dash was still in Las Pegasus training under the Wonderbolts. The final day however was probably the worst for the girls as they all had been called into the living room of the Apple families home for some surprise news.

"So what's with all the secrecy darlings?" Rarity asked as the two ponies sat across from the three mares.

"Well, we wanted you three to be the first to know." Big Macintosh Smiled looking back to Night.

"We're getting married!" Night giggled as Mac placed a necklace with a ring on it around Night's neck.

*THUD*

Rarity hit the floor completely out cold from shock. Twilight and AJ had fallen back onto the couch, passed out from the shock as well. Night looked to Big Macintosh giving a hidden grin before she moved across the table to shake the three mares awake.

After a few minutes the three mares sat there shaking in disbelief as to what they had just heard. Twilight was counting down the minutes left until the spell would end so that this whole situation could be rectified.

"I need to tell you three something else as well." Night smiled happily as Mac moved closer to her placing a hoof onto her stomach. "We're going to have a foal as well." She squealed happily.

"ARE YOU BUCKING KIDDING ME?!" Rarity screamed out. Just before Night began to glow softly and her form begin to change to that of Midnight. They sat there for a moment blinking while staring at Midnight.

"Finally, now do you see what I was talking about?" Twilight sighed to finally see Midnight in front of her.

Midnight looked over to Big Mac and gave a sinister grin, Big Mac doing the same to Midnight before they looked to the girls and burst out laughing so hard they began to cry. It took a good ten minutes before they had finished laughing and began to talk to the girls who were at this point turning red in anger.

"Serves you three right for trying to make me loose the bet." Midnight chuckled.

"Wait, you mean to tell me you set this whole week up? And with Big Macintosh?" Twilight gawked.

"Eeyup." Big Macintosh chuckled.

"But why big brother?" AJ asked giving a pouty lip, feeling hurt.

"That would be because of me, I had called in a favor Mac owed to me for this one special event. I knew you girls would go out of your way to try and make me loose this bet so I had Mac fill me in on if you three tried to get him involved. The whole amnesia thing was my idea once he told me that you girls were going to get him to act like he had amnesia alone from that fake accident." He laughed.

"But what about the rutting, and the noises?" Twilight choked out.

Big Mac smiled tossing a tape to AJ who just blushed furiously.

"Better keep your earth pony tapes locked up AJ. You never know when they might be used against you." He smirked at the blushing AJ.

"So you guys set this whole thing up?! Wait....... we all saw you two kissing!" Twilight said causing the other two mares to stare as well.

"As long as it's ah mare, the rules always change." Big Macintosh smirked.

"So you two wouldn't kiss like you are now?" Rarity sputtered causing the two stallions to look at each other dreamily and begin to make kissy faces before laughing loudly only to make the three mares groaned in annoyance.

"Well, ah've slacked on chores enough this week ya'll ah'm heading out to catch up." He smirked as he left the farm house.

"Now then." Midnight grinned causing the three mares to groan. "Let's discuss what your three will be doing for me." He grinned causing them to facehoof.

XXX

"Oh master, these books are so dirty on the bottom shelf. I think I'll clean them for you." Twilight spoke out playfully in a seductive voice as she lowered her front half low to the ground while dusting the shelf lowest to the floor. Hiking her tail high into the air as she did so. Midnight sat there grinning like a bandit as he watched Twilight, dressed in a skimpy maid's outfit made by Rarity for an adult Halloween party the previous year, saunter around the library while leaning down to clean random items and wiggling her flank at Midnight. The bet had been lost by the girls, and since they had agreed to do anything Midnight asked, he had come up with the idea to have them each dress up whenever her want for the rest of the year, as maids. They would then act innocent and naughty at the same time while in his presence, that along with a rigorous rutting session right after. But that was only due to the molesting they would endure while in his presence.

"Are you seriously going to make me do this until new years Midnight?" Twilight groaned before seeing his cocked brow. She cleared her throat before turning back to her acting tone.

"I'm sorry master, I'm a bad little pony and deserved to be punished." She gave a giggle while turning around in front of him, leaning down and hiking her tail while wiggling it seductively.

"Yes, your punishment will be long and pleasing my little one." He grinned at her as he moved forward. Twilight giving a very pleased moan as he did.

"W-well. at least loosing the bet wasn't all bad." She sighed happily.

121. Stage fright and the hidden mark

"What do you mean she canceled?!" Midnight squeaked out while speaking to the manager of the Canterlot Cathedral.

"I'm sorry Midnight, but she sent this letter stating that she wouldn't be able to sing at your performance tomorrow." The manager stated as he hoofed the letter over to the Alicorn. Midnight taking it up in his magic as he began to read it to himself.

"Dear Midnight,

First off I would like to apologize to you in advance for having to cancel my performance within your scheduled time in Canterlot. A few issues have come up recently that require my attention and has forced me to be elsewhere during that time. Please contact me again in the future should you want to schedule another performance along with me.

Kind regards,

Sapphire Shores."

Midnight gave an annoyed snort sending out a flame from his nostrils and igniting the letter that floated before him. "Well then, I guess I will have to fill the slot with somepony else." He groaned. "But who can I fill it with at such short notice?"

It was still early in the morning as Midnight had gone by the Cathedral to make sure that everything was still in place for his performance the following day. Unfortunately for him though he had arrived to find out that one of his opening acts, Sapphire Shores, had canceled at the last moment leaving him with a large gap that would take up almost a quarter of his time in the Cathedral. Not to mention that many of the ponies that had purchased tickets were only getting them to see her, and not him, or the other ponies lined up to also perform that night. He pulled out a small pamphlet to go over the performances for that night to see what he could add in to cover for Sapphire.

"Hmmmmm. Finding a pony for this spot is going to be hard since all it is, is vocals." He spoke as he looked over the list.

Opening act: The Great and Powerful Trixie.
Second act: DJ Pon3

Intermission

Third act: Sapphire Shores
Fourth act: Midnight Flame

He continued looking over the pamphlet hoping that he would think of a replacement so that he wouldn't have to cancel the performance. He had already reserved the Cathedral, and every ticket had been sold out. If he canceled, he would have to refund every single bit. In doing so he would be nearly broke. He gave a heavy sigh as he shook his head to clear the fog only for it to get worse.

"Time for a walk." He said before teleporting back to Ponyville.

XXX

As he arrived in the small town of Ponyville, he immediately began slowly walking along the streets to think of what he could do to fill in the gap at his performance. Although he had already been in this world a little over a year now, had hadn't actually taken the time to find any other ponies that could perform in the music area, much less sing.

After a couple hours of thinking of what to do he finally gave up, heading toward Rarity's boutique to talk with her on if she knew any ponies that could sing.

*ding*

As he entered the shop the bell rang above the door signalling his entrance.

"Comiiiiiiiing." Rarity called from the back room as she made her way to the front. "Midnight, darling............. what's wrong?" She stopped for a moment as she looked at the slightly saddened expression the Alicorn was giving.

"Sapphire Shores canceled for my performance tomorrow." He sighed, feeling defeated as he trotted up to the Ivory pony before him, giving her a nuzzle.

"I'm sorry darling, have you found any other pony to take her spot?" She asked looking up to him as he shook his head.

"No, I can't find a vocalist anywhere. I actually came by here to see if you knew of any that doesn't mind a last second invitation." He said giving a hopefully smile to her.

"I'm sorry darling, but I don't know of any other pony that could sing well without breaking a window or two." She gave a saddened smile as well looking up to the now downtrodden Alicorn.

"I guess I'm stuck then." He sighed as he began to trot toward the door of the boutique to leave only to stop as he heard a faint voice that was singing softly.

"Rarity." He spoke up catching her attention. "Come here and listen."

Rarity made her way to his side noticing his ears swiveling around. "Night? What is it?"

"Can you hear that? It sounds like somepony singing." He stated as his ears stopped in position, finding the direction the voice was coming from. "Who's upstairs?" He asked while looking up the staircase.

"Sweetie is upstairs cleaning her room. Why do you ask?"

"Because I hear a beautiful voice that could possibly fill the empty slot in my performance." He smiled widely as he slowly made his way up the staircase, listening to the heavenly voice that was echoing through the hall. As he made it to in front of Sweetie's room he stopped to listen, closing his eyes and blocking out every other sense except for his hearing. He stood their quietly, listening to every word that was sung before it came to a stop. He opened his eyes smiling just before giving the door a quick knock.

"Come in." Sweetie spoke out cheerfully.

"Hey there Sweetie." Midnight smiled to the young filly.

"Uncle Midnight!" She squealed out happily as she bounded over, giving the Alicorn a hug. "What are you doing here, I thought you were going to be in Canterlot for a few days." She piped up.

"Well, I had to come back to find another pony for my concert. You remember Sapphire Shores?" He asked seeing her nod.
"She had to cancel at the last minute and now I have to find another pony to sing in her place." He sighed giving a sad expression while pouting.

"Oh no. I'm sorry Uncle." She spoke out giving him a tighter hug.

"It's ok Sweetie, you wouldn't know of anypony that wouldn't mind singing in front of a lot of ponies and making a few bits on the side would you?" He smiled.

Sweetie looked to the side placing a hoof onto her chin as she gave a thoughtful look. After a minute she pulled her hoof away shaking her head. "Sorry Uncle, I don't know anypony that could help."

"Not even a little filly?" He asked giving her a smirk.

"No............... wait, you mean me?!" Her voice cracked in surprise.

"Well you do have a very pretty singing voice Sweetie. Why not show it off?" He smiled.

"B-but, I can't sing in front of a crowd of ponies!? What if they laughed at me if I messed up?" She pouted.

"They wouldn't laugh at you, and if they did I would turn them all into frogs." He smirked causing her to giggle.

"Would you really? Even Diamond Tiara and Silver Spoon?" She giggled loudly thinking of them as frogs.

"Yep, even Diamond Tiara and Silver Spoon, I'd even give them a big old wart right on their noses." He chuckled pressing his nose to Sweetie's playfully.

"Ok, I'll sing for you." She smiled happily.

"Yeaaaaaa!" Midnight cheered trotting around with Sweetie on his back causing her to giggle out. "Now how about we go downstairs and get Rarity to make you a dress for the performance?"

"Awwww, do I have to wear one?" She groaned.

"It is Canterlot Cathedral Sweetie. A Lot of important ponies will be watching. Besides, it will only be for about an hour, then you can take it off." He smiled as they made their way downstairs.

"I guess one hour wouldn't hurt." She smiled while thinking it over.

"Rarity, you got a minute?" Midnight asked as he came into the front part of the boutique.

"Yes darling, what is it?" She replied as she came into the front wearing a pair of red glasses and floating a measuring tape along her side.

"I have found a pony to take Sapphires place." He smiled.

"Really now? That was rather quick. Who is the lucky pony?" She asked as she set her glasses and measuring tape to the side.

"ME!" Sweetie yelled as she jumped from Midnight's back onto the floor giving a huge smile.

Rarity stood there in shock as she looked between Midnight and her sister. After a minute she spoke.

"Midnight? Are you sure this is a wise decision? I mean she is just a filly after all." she said causing Sweetie to look a little disheartened.

"She is not just an ordinary filly Rarity." He spoke up as he lifted the little filly into the air and onto his back while trotting around the room playfully. "This little filly can SING! Her voice will have stallions and mares alike fall at her hooves all across the land. She could even beat Sapphire Shores in a sing off. Just a little filly?! Noooooooo, This is a spectacular filly with a beautiful and unforgettable talent!" He smiled while trotting about, only to look back and see a huge blush across Sweeties face.

"Too much?" He asked giving a sheepish grin.

"Just a little." She smiled. "But thank you anyway Uncle." She giggled while hugging his snout.

"So how about that dress my dear?" He chuckled toward Rarity who only rolled her eyes.

"Come with me Sweetie, I should have something finished in a few hours." She smiled only to hear a groan from Sweetiebelle.

XXX

The following day Midnight had arrived at the Cathedral early that morning along with Sweetie at his side. He would be going over the songs that would be sung by her as well as doing the entire performance to make sure everything was in its place. As time passed though he would noticed that Sweetiebelle became more and more worried, slowly pacing back and forth, and even having trouble with getting into her dress as the time approached for the show to start.

"Sweetie?" Midnight spoke up as he trotted to her side.

"Uncle............ I don't know if I can do this.......... There are so many ponies out there." She spoke as her eyes welled up, threatening to let the floodgates open.

"Sweetie, there is nothing to worry about." He smiled warmly while picking the filly up and placing her onto his back.

"That's easy for you to say, your big, and an Alicorn. No pony would laugh at you if you messed up or cried in front of them." She sighed looking away.

"Now that's not true Sweetie, I have had ponies laugh at me before, and I have cried in front of ponies as well." He spoke as ponies began to slowly file into the Cathedral.

"Really? What did you do when they laughed?" She asked feeling extremely curious as to how an Alicorn would handle the situation.

"When they laughed at me, I laughed right back. Of course I felt silly for doing something that would cause them to laugh at me, but when you hear them laughing, you know you have brought a bit of happiness into their lives, even if it is at your expense. That in turn made me happy and caused me to laugh right along with them." He smiled again seeing Sweeties expression change to something more happy.

"But what about when you cried?" She asked feeling a pang of fear.

"Sweetie, I cried because I felt like all was lost and nopony was going to be there for me. Any pony who would laugh at you for crying is not a good pony at all. They don't deserve your attention or to be in your presence. You will always be better than anypony who would laugh at you for crying. But don't worry about that, as long as I'm here by your side, I'll make sure that nopony hurts you in anyway." He smiled to her as tears slowly fell from her eyes, she hugging his snout as if there were no tomorrow.

"Thank you Uncle. I'll do my best." She smiled as he wiped away her tears with a small handkerchief.

Midnight stopped as he listened to the voices begin to die down within the Cathedral as the lights lowered. "It's time to start Sweetie, go get a seat in the front row and watch your Uncle make the ponies laugh." He chuckled as he sat her onto the floor, stepping to Trixie's side.

Sweetie quickly trotted down the stairs leading from the stage and taking a seat into the front row as she watched. Midnight was standing next to Trixie who was starting to hyperventilate.

"Trixie? Are you ok?" Midnight asked looking down to her at his side.

"I'll be ok, It has been a while since our last performance and we are just a little nervous to be performing in Canterlot of all places." She spoke as she began to steady herself as they walked out onto stage behind the curtain.

"Don't worry, I know you'll do great." He smiled down to her as she gave a very nervous smile back just as the announcer began to speak up to introduce the first act. Upon hearing the announcer she seized up in fear, Midnight noticing this he leaned down looking her directly into the eyes.

"Don't you bail on me to Trixie, I already had Sapphire shores bail. Please don't do this" He pleaded only to see her looking through him. He gave a snort listening to the announcer coming to a close, but before he could finish Midnight pressed forth kissing Trixie. She let out a startled but muffled yelp into the kiss before relaxing. They parted, Midnight giving a smirk seeing her flustered appearance. "Are you ok now?"

"Better than alright!" She grinned giving a determined smile as the announcer finished, walking off stage as the curtain raised.

Sweetiebelle sat quietly watching the show as Trixie jumped forward onto the stage in an array of magical fireworks. She would continue with many tricks of her trade using Midnight as her assistant. She sat in awe as Midnight would vanish from sight on one trick to reappear somewhere else, be sawed in half, or being skewered by swords while inside a large box. As the act came to a close everypony within the Cathedral stomped the floor cheering loudly.

After a good ten minutes from the curtain lowering the announcer came back onto the stage to introduce the next act as ponies began to crack glow sticks while moving up toward the stage. The seats would all be removed temporarily during the next performance leaving Sweetie standing and surrounded by a tightly packed crowd. After a minute of concentrating she used her magic to slowly lift herself into the air above the ponies and began to slowly float toward the stairs to the stage but stopped as he magic began to fail. She let out a squeal as she began to fall but stopped as she was suddenly caught above the crowd and pulled toward the stage. She looked up to see her Uncle smiling as he floated her onto his back at the edge of the stage.

"Sorry Sweetie, I forgot about them removing the seats for Vinyls performance. I'll be out there helping her out as well. Do you want to stay here, or would you like to sit on my head while we perform?" He chuckled getting a giggle out of her before she climbed to the top of his head smiling. "I guess that answers my question." He chuckled as the announcer came onto the speakers once again, introducing DJ Pon3 and Midnight.

Vinyl and Midnight trotted up to their positions as the lights dimmed to completely black out the entire Cathedral. All that could be seen was glow sticks being swung about. That was before the beat started.

The crowd had heard that DJ Pon3's newest performance was going to include all new material, but they were unprepared to experience the sickest songs they had ever heard. Midnight stood at her side as they both bobbed to the beats, Sweetiebelle atop Midnights head holding a set of turtle shell earphones to one side of her head as her other hoof waved back and forth causing the crowd to roar and follow along. As the song came to a close though it picked up with an entirely new genre the ponies had never heard.

DJ Pon3 began to sing along as the song began, the beat was slow but strong as her voice echoed through the Cathedral before the heavy beats kicked in. Every pony on the floor danced to the music as it played, slowing down and even stopping before picking up once again as the music changed.

As the song came to a close Vinyl stepped forward eliciting a massive cheer from the crowd as she spoke into the mic.

"How is everypony tonight!" She yelled as the crowd roared back. "Let me hear you make some nooooooiiiiiiise!" She shouted again pressing the mic toward the crowd making them erupt.

"That's what I like to hear! We have a special announcement from our newest resident Alicorn, Midnight Flame!" She shouted while tossing the mic to him.

"Alright!" He shouted eliciting another cheer. "I have an announcement about tonight's performance." He began as the roar slowly receded.

"Unfortunately Sapphire Shores could not make it tonight." He spoke out hearing a few aw's and boo's within the large crowd. "HOWEVER! I have brought a special guest who is by far the most talented singer I have ever had the pleasure of knowing. She is going to be taking Sapphires place tonight so I hope that you all will welcome her with open arms as this is her first ever performance to the public!" He shouted getting a loud cheer from the crowd. She will be out right after this intermission. So sit tight and wait to be amazed!" He shouted again eliciting another roar from the crowd.

XXX

After the stage had been reset and the new instruments set up for the final performances Midnight slowly made his way on stage along with Sweetiebelle who was smiling widely as the curtain had yet to be pulled. Getting into position, Midnight's horn lit up a blistering white as all of the instruments began to play.

After a good ten seconds the crowd began to cheer as they listened to the sweetest voice they had ever heard singing the song. That was until the curtain slowly pulled apart revealing Sweetiebelle in her dress singing into the microphone. She continued even as the crowd went silent for a moment before cheering even louder seeing the young filly smiling to them as she sang.

Once the first song ended she picked up once again singing the second song making the crowd burst alive with a cheer as they listened intently to the filly's voice filling their hearts and ears with her voice. As the song came to a close she smiled to the crowd who roared loudly causing her to cry from being so happy. After a few seconds the crowd went silent before roaring loudly once again as hooves met the floor in a thunderous applause. Midnight coming up to her side smiling as he leaned down to her while speaking.

"Congratulations Sweetie." He smiled giving her a nudge.

"On what uncle?" She asked looking up to him as he nodded back to her flank. She looked back seeing something showing on her flank from just under the edge of her dress. She pulled the dress gently to the side as her eyes went wide, a smiling bursting across her face as she saw her new cutie mark. It was a lovely pastel purple bell with a music note to the side of it.

Sweetiebelle looked up to Midnight with a smile as it slowly broke into a soft sobbing. He picked her up giving her a gentle hug as the crowd continued to cheer on. After a minute Sweetie wiped her face smiling and waving to the crowd.

After setting Sweetie down he moved back to the stage to continue his performance for the night. A short time passed as the concert wrapped up and many of the ponies leaving while a few stayed to get autographs. All of the performers sat behind a long table signing pictures and taking photos with the patrons as the line moved along.

"Finally we got to the front." Groaned Scootaloo as went under the table giving Midnight a nudge in the side. He looking down and smiling as Applebloom and Scootaloo were smiling up to him.

"Hey girls, why didn't you come back stage?" He asked looking at them.

"We, kinda lost our passes in the crowd." Scootaloo grinned sheepishly while rubbing her withers.

"Yea...." Applebloom added giving a sad smile.

"That's alright girls. Hey! Did you see Sweetie singing?" He smiled to them seeing their faces light up.

"Yea, and we saw her get her cutiemark to." Applebloom smiled giving Sweetie a nudge next to Midnight.

"Congratulations Sweetie, I can't believe you finally got it." Scootaloo giggled while hugging the cream colored filly.

"Thanks girls, I owe it all to Uncle Midnight though. If he hadn't offered to let me take that other ponies place to sing. I might not have gotten my cutiemark." She smiled giving her uncle another hug.

"Not a problem girls, I'm just happy to see that you finally got it. Now all we have to do is work on you two." He chuckled as he looked between Scootaloo and Applebloom.

"Alright!" They cheered high hoofing.

The rest of the evening went off without a hitch as the crusaders stayed at Midnight's side. They ended up teleporting back to Ponyville with him, staying at the boutique with Sweetiebelle for the night. Once they had arrived in the boutique the three fillies jumped from their spot on Midnight's back to the floor heading upstairs to Sweetie's room, but not before stopping to show Rarity Sweetie's new cutiemark. Rarity gave a happy squeal hugging her sister tightly seeing the new cutiemark. Sweetie trying her best to get away only to be broke apart from her sister by Midnight. The three fillies headed upstairs to sleep as Midnight stayed downstairs with Rarity to chat.

"I can't believe she finally got her cutie mark. How did she get it?" She asked giving a smile.

"The kid can sing, she had the entire Cathedral cheering louder than they had for any other performers, even me." He chuckled.

"Well I'm glad she finally got her mark. Now she will end up focusing on helping her two friends get theirs." She smirked.

"I'll be helping them along with that. I just hope everything works out and they get theirs as well." He smiled giving Rarity a quick kiss before letting out a large yawn. "Let's get to bed hun, it's been a long day." He smiled softly as they headed to bed for the night. Midnight smiled as he passed Sweetiebelle's room seeing the three fillies sleeping snugly together.

"One down, two to go." Midnight smiled once again as he headed into Rarity's room. Sleep quickly finding him.

122. Taking care of the Apples during Zap Apple harvest

It had been a couple of days since the concert in Canterlot Cathedral, but Sweetiebelle was still on cloud nine from having finally achieved her goal to get her cutie mark. The other crusaders had spent much time with her in planning their next event to try and get their marks as well. But as we know, life will always take away from leisure time to bring us back to reality. Sadly for Applebloom that was this entire week.

"Ah can't believe Granny Smith is sick." Applebloom sighed as she watched AJ bring a tray of food up the stairs and into Granny Smith's room, staying close behind to see if she could help.

"Granny Smith's a tough ol'cookie AB, no need to worry'bout'er while yer sis is on the job." AJ smiled giving a wink to her little sister.

Applebloom stepped over to the side of her grandmother's bed hopping her front legs up onto the side as she watched her slowly eat her breakfast.

"You sure yer gonna be ok granny?" AB asked giving a sad expression.

"Sure as sugar darlin. Ah just hope it's afore the zap apples'er ready teh harvest." She smiled looking down to AB giving her head a gentle rub.

"Shouldn't the zap apples start up soon though? Ah mean, what happens if ya cain't help us make the zap apple jam?" AB sighed looking rather worried.

"Now don't fret none AB, Big Macintosh'n me'll be right there teh do the harvest." AJ smiled giving her sister hope.

Later that day after Applebloom had come back from crusading with her friends, she walked along the path heading toward the farmhouse to have supper before she went to bed that night. Upon entering the farmhouse though she was not greeted with the smell of dinner, or even the faint smell of leftovers. She was greeted with only silence.

"Now that's a bit strange, ah though sis was supposed to cook dinner tonight?" AB spoke to nopony in general as she explored the downstairs of the farm house before heading upstairs.

"Sis? You up'ere?" She spoke out a little louder than her normal tone only to hear a loud cough coming from down the hall.

Applebloom headed slowly down the hall before finally reaching AJ's room, slowly pressing the door open to see AJ laying in bed and her uncle at her side.

"Sis? Uncle Midnight?" What's going on?" She asked as she trotted up to Midnight while looking to her sister.

"Yer sis has caught a mean cold." Midnight spoke up as he floated the thermometer from AJ's mouth to in front of him to see her temperature. "Got a fever to." He sighed. "Looks like its gonna be bed rest for the Apple family for a week. since you won't let me use my magic to cure you." He groaned.

"The Apples never needed magic teh cure a cold before, an they don't need it now. We like the ol'fashioned method, plenty'o bedrest and some good vittles." She smiled before coughing a few times.

"But AJ, the..........." Applebloom trailed off as a loud howl echoed from outside. "Oh no! The first sign!" Applebloom shouted as she looked to her sis.

"Sorry AB, looks like yer the only Apple left teh take care'o the zap apple harvest." AJ sighed feeling defeated.

"I can help." Midnight smiled looking down to Applebloom who just beamed back before looking to her sister.

"Now ya know only Apples are allowed teh do the harvest AB." AJ looked at her sternly causing her to pout. "It's a good thang Night asked meh to be his marefriend. I don't think we could do it without him." She smiled up to the Alicorn who just gave a wink back while smiling to his niece.

"Come'on Uncle, let's get cracking." AB shouted as she bolted from the room to downstairs.

"But what am I supposed to do?" He asked looking back to AJ for the answer.

"AB can fill ya in, she's done the harvest many'o times." AJ smiled as she laid back into her bed, Midnight placing a cold washcloth over her eyes as she gave a contented sigh.

After making his way downstairs he watched as Applebloom dragged a few kettles from teh kitchen along with some large metal dipping ladle.

"Here." AB said as she hoofed a large pot and ladle to him before carrying her own out the door. Midnight stood there with a cocked brow before following her outside.

"AB? What's this for?" He asked just before she started to bang loudly onto her own kettle as it hung from a nail placed into the side of post on the porch.

"We gots teh scared away the Timber wolves." She spoke up as she continued banging on the kettle. Midnight shrugged as he pulled his own up with his magic and began to beat on it as well. After a short time the howls ceased causing the two pot banging ponies to halt their assault on the kitchenware.

"Alright! That was the first sign." AB smiled as she trotted back inside with the pot and ladle on her back.

"First sign of what?" Midnight asked as he followed suit into the kitchen to replaced the kitchenware.

"The first sign of the zap apple harvest of course." AB smiled only to get a questioning stare from her uncle.

"I don't know about Zap apples AB, remember? I've only been here for just over a year. I didn't come by the farm last year when your family did the harvest, think you could teach me?" He smiled down to the little filly who beamed back.

"Ah sure can! Granny Smith done taught me all ah need teh know'bout harvesting the zap apples an making the jam." She smiled.

"Well I will have plenty of time to learn because I'll be taking care of everypony while helping you this week." He smiled back.

"Alright then. It's late right now though. Ah best be gettin teh bed so ah can start preparing tomar fer the rest of the week." AB smiled before giving a large yawn and heading upstairs.

"Guess I had better go check on the others before going to sleep." He smiled as he headed upstairs.

XXX

The following day was like the rest as Midnight got up early to make breakfast for the Apple family and serving it to them in bed while Applebloom ate in the kitchen before heading outside followed by her uncle.

As the pair walked toward the few acres of Zap apple trees, Applebloom began teaching Midnight all about the zap apples and what to look for.

"Alright uncle, tehday is the second day fer the zap apples teh grow, it takes five days afore they are grown and ripen so ya gotta know all the signs." She smiled as they trotted into the center of the large zap apple orchard.

"So what's the second sign?" Midnight asked before hearing a soft crackle as little bolts of electricity could be seen flowing over every tree in sight. He stood in awe as leaves began to pop up slowly all over each and every tree until they were completely covered in them.

"That would be the second sign." Applebloom giggled seeing the look of shock on her uncles face before trotting back to the farmhouse.

Once they had arrived back at the farmhouse Midnight followed the filly into the barn as she instructed her uncle to start loading a few carts with empty bushels for the harvest three days from now. Upon finishing he was then instructed to gather watering cans so that they could water the trees before the apples could appear. But with a little bit of magic he created a small portal around a gardening hose so that it could be pulled to each and every tree to water them without all the extra work. This impressed Applebloom because it would normally take a full day to water each and every tree in that specific orchard.

Once the watering had been finished Midnight replaced the hose before grabbing the wagon with the empty bushels and began to place several of them around each tree. By the time they had finished it was already lunch time. Applebloom was the first to acknowledge this by the loud rumble coming from her belly.

"I guess lunch is in order." Midnight smiled as he hoisted the filly onto his back and trotted back into the farmhouse. Applebloom jumped down as he entered and headed upstairs to check on the other Apples.

"Granny Smith? You awake?" He asked as he knocked gently on the door before entering.

"Ah'm awake sonny, come on in." She smiled while speaking in her frail voice.

"It's time for lunch, want anything specific?" He smiled.

"Just some mater soup'n'crackers sonny. An a glass'o tea." She smiled weakly to him, he giving a nod in return as he left heading into AJ's room doing the same then to Big Macintosh's room before heading downstairs into the kitchen.

"Alright AB, anything specific you want for lunch?" He smiled as her eyes lit up and she began to speak. "Except for sweets." Midnight smirked causing her to pout.

"Ah guess dome dumplins sound good." She smiled.

"Your sister asked for the same thing." He chuckled as his magic went to work as items began to float all around the kitchen to start on each of the items requested.

XXX

After a good hour all of the food had been prepared and was being served. Applebloom was the first as she was already in the kitchen. Midnight placed a steaming plate of dumplings onto the table as Applebloom began to blow on them to cool them down. He made his way upstairs to Big Macintoshs room first, placing a tray with pancakes and a couple muffins along with a glass of apple juice in front of him, he giving a nod to the Alicorn in thanks as he exited the room and into AJ's room. Upon entering Aj was already sitting up in bed with a tired expression and bags under her eyes. She gave a deep sniff smelling the dumplings as Midnight placed the tray onto the bed and giving her forehead a kiss.

"Thanks Night, yer to kind teh me at times." She chuckled.

"I can stay and feed you if you want." He grinned causing her to blush.

"Nah, ya kin feed Granny though, I'm sure she's a mite too tired teh do it herself." She smiled as Midnight gave a chuckle heading into Granny's room.

He slowly set the tray onto the bed as she pulled herself slowly into a sitting position. Midnight placing a straw into her drink so that she wouldn't have to fumble it with her hooves and accidentally spill the contents.

"That mater soup smells a mite fancy sonny. What ya'll put in it?" She asked while looking at it.

"My own recipe, I'm sure you'll like it." He smiled while placing a spoon into the steaming soup and pulling out some before blowing on it to cool it down. Once it cooled he floated it to her mouth as she took another deep breath of the aroma before wrapping her lips around it. Midnight watched with a satisfied smile as Granny Smith's eyes lit up at the wonderful flavor of the soup.

"My goodness, that's probly the best mater soup ah ever had." She smiled as Midnight continued to feed her.

"Night? Can you come'ere fer a sec?" AJ spoke up catching his attention. He looked back to granny who just smiled and waved him to go check on AJ.

"What's up?" He asked as he came into the room but stopped as he saw the blush across AJ's face and the empty plate of dumplings. "Want seconds?" He smirked seeing her give a sheepish nod.

"Them's the best dumplins ah ever tasted Night, ah didn't know ya could cook that good." She giggled.

"Don't thank me, It's my great grandmothers recipe. It actually tastes better with all of the organic ingredients of this world is all." He chuckled as he headed back into the hall and into Granny Smith's room to see her sitting back in her bed with a smile and an empty bowl on her tray.

"Would you like seconds too Granny Smith?" He smiled seeing her nod. "Them's some good vittles sonny, ya'll'll have teh share that recipe with the Apple family." She smiled giving him a wink.

"It'd be my pleasure." He smiled before heading back downstairs to get their second helpings. Upon arriving in the kitchen however he noticed that Applebloom had gotten a second helping as well. She smiling up to him as he chuckled.

After giving them a second helping and cleaning the dishes he went back to check on the three sick ponies to see them all sound asleep. "Good food will do that to ya when yer sick." He chuckled softly before heading back downstairs to see Applebloom passed out on the couch. He gave a smile as he pulled a cover from nearby and placing it onto her gently.

"Guess I can sit back and relax until dinner." He smiled as he pulled a book from his stash portal and began to read.

123. Healing Apples among Zap Apple Jam

The following day went much the same as the previous with Midnight getting up at the crack of dawn to make breakfast for the Apple family. Taking their requests and making the home cooked meal they wanted. Applebloom was already outside with many water pales filled to the brim and ready to be sung to, there was one slight problem though.

"But uncle Midnight?! You promised!" Applebloom whined while giving a pitiful pouty lipped face to the Alicorn.

"I seriously don't understand why I have to be in a bunny costume hoping over each pale while singing my A B C's." He groaned.

"It's how the Apple family has done this for years, and ah ain't about to start doing it any other way." She grumped crossing her arms defiantly.

"Ain't gonna happen AB." Midnight snorted crossing his arms while sitting on the dirt within the middle of the circle of water pales.

Now at this point Applebloom was getting upset since her uncle said he would help but now he wouldn't because of the silly way things would be done. She knew there was only one way left to get things done and decided it was time to pull out the big guns.

*sniff*

Midnight turned his head back toward Applebloom as he heard a soft sniffle. Once his eyes fell onto her he looked in horror as she had her little forelegs up rubbing her eyes as a pout threatened to break into a cry. He continued sitting there until he watched her give a little shuddering whimper as a few small tears fell to the ground dampening it.

"Nooooo nonono don't cry sweetheart." He tried to comfort her but was failing as she suddenly erupted into a loud cry.

"Don't cry! Please don't cry! Look Uncle is in his costume now, see!? A B C D E F G......" He spoke out as he manifested a large bunny costume onto his frame before jumping over each pale while singing. He continued until he made at least one complete revolution arriving back at Applebloom who still had her eyes covered.

"Applebloom please stop crying. I'm sorry. Uncle won't argue anymore about how things are done and leaves you in full charge of the zap apples. I'll do anything you need me to without question from this point forward." He smile nervously awaiting her reply. His smile left him however as Applebloom removed her hooves from her face and smile widely, her face completely dry. She trotted past him giving a big grin as she got into her costume.

"Wait?! You weren't crying? But how?" He began but stopped as Applebloom held up a hoof.

"You said no more questions Uncle Midnight." She grinned causing Midnight to slouch over with an annoyed and defeated look spread across his face.

"You are so manipulative you could give Rarity a run for her money." He snorted hearing AB giggle.

"Come on Uncle, lets sing to the water." She smiled as she began to hop around singing. Midnight following her as he began to sing in a monotone but stopped as AB looked at him.

"Sing in a happy tone Uncle." She huffed causing him to roll his eyes as he started back up in a happier tone.

As the two ponies hopped around the water pales, they were oblivious to the three ponies casually looking out their windows from upstairs, down onto them below. One orange earth pony had a video camera mounted on a tripod looking down at them as they continued hopping around. Completely oblivious to the blackmail that was in store for them.

XXX

Once the water had been sung to and poured onto the trees the third sign finally appeared as the two ponies watched in awe as crows filled the sky for a short time just before flowers began to bloom onto the Zap Apple trees.

"I must say AB, those flowers are beautiful." Midnight smiled as he stood up taking a sniff of one of them. "They smell just like a fresh rainfall." He smiled down to the filly.

"Let me smell one." She smiled as Midnight hefted her up with his magic while she took in a deep sniff of one of the flowers.

"They do smell like a fresh rainfall." She smiled as he set her down.

"Alright then, whats next?" Midnight asked as they trotted along.

"We need teh go inteh town an get some fresh honey." She smiled.

"Well that doesn't sound to hard." He smiled.

XXX

"You have got to be kidding?!" Midnight spoke up as he watched Applebloom talking to the bees as she poured the fresh honey from some honey combs into a few jars.

"Come on Uncle, you kin help talk to them to." Applebloom smiled as she wore a beard of bee's.

Midnight hesitantly stepped forward as a bee landed on his nose. "H-hi there little bee." He put on a nervous smile as several more bee's flew onto his face.

"See Uncle, they like ya." Applebloom giggled as her beard slowly left her and onto her uncle.

"Well this isn't so bad." Midnight smiled as he continued talking to the bee's, his nervousness leaving him. That was until one of the bees landed on his ear causing him to instinctively flick it away.

*ZAP*

"HNNNNNNGH!!" Midnight held in a yell as the bee came back stinging him on the side of his head. He let out a shuddering breath just before all the bee's began to fly from his makeshift beard and swarm around him.

"Uh oh...... *ZAP* AAAAH!!! *ZAP ZAP* OH GOD!" He shouted as he ran around while the bees chased him angrily. Applebloom taking this time to gather up a few more jars before yelling to her uncle.

"I'll meet you back at the farm." She shouted before trotting off happily, leaving her uncle to the bees as he yelled from the stings.

XXX

After arriving back at the farm, Applebloom made her way into the kitchen as she began to set up a long line of jars all around her. Midnight strode in with a groan as many tiny red bumps could be seen all over his frame. He took a seat on the floor with a sigh.

"I hate bee's."

"Well then how about you do the next part uncle, you helped train the royal guard so ah'm sure you got a loud voice right?" Applebloom smiled to her uncle who only cocked a brow at her.

"Yea, what do you want me to do that requires me yelling?" He chuckled.

"We need to make sure none of the jars are weak so they crack under pressure, think you could give them a stern talking to?" She giggled looking around at all of the jars. Midnight gave a smirk looking around to all of them.

"I guess I could whip them into shape." He chuckled just as Applebloom tossed him her granny's helmet before he began. She stood at the door watching as Midnight strode back and forth around the room looking at the jars, that was until he began to shout at them in the royal whee.

"LISTEN UP MAGGOTS! YOU ARE ABOUT TO FACE THE TEST OF YOUR LIFETIME! YOU WILL BE PUT TO THE TEST UNDER SHEER PRESSURE AND LOTS OF HEAT! YOU WILL BE EXPECTED TO GIVE NO LESS THAN A HUNDRED AND TEN PERCENT TO PROTECT THE JAM THAT WILL BE PLACED INSIDE OF YOU FOR THE PLEASURE OF ALL THE PONIES WHO WANT THAT JAM! IF YOU DO NOT FEEL YOU CAN TAKE THE PUNISHMENT, YOU HAD BETTER SPEAK UP NOW BEFORE I STOMP YOU INTO THE GROUND!"

He watched as seven jars crack and three exploded from the sheer force of his voice. He smirked before looking back to ask Applebloom if he had done a good job but saw her wide eyed, her mane, coat, tail, and bow looking as if she had just been hit by a tornado. Midnight, thinking he may have went to far began to say something but stopped as Applebloom shouted back.

"WOW UNCLE! THAT IS ONE WAY TO GET THE WEAK ONES OUTTA HERE!" She giggled.

"Glad I could help. Midnight smiled.

"WHUUUUUT!? AH CAINT HEAR YA!" She shouted back only to make him chuckle, shaking his head.

XXX

The following day the two ponies headed back out to the field to water the trees once more after singing to it of course. As they finished though, the fourth sign appeared as greyish colored apples began to pop up from all of the flowers in the trees.

"So are they ready yet Applebloom?" Midnight asked looking down to the filly.

"Not yet, but why don'tcha go over and buck a tree to make sure." She smiled innocently.

"Midnight gave a smile as he trotted over to a tree and gave it a firm buck, he listened as what sounded like a charge began to stir up the tree before reversing and sending a bolt of lightning through him, launching him away from the tree in into the dirt.

"Looks like they ain't quite ripe yet." She giggled staring at her uncle who was face down in the dirt.

"You did that on purpose didn't you?" He spoke out in a muffled voice before pulling his face away from the dirt.

"Me? NEVER!" She giggled loudly giving an innocent expression.

"Uh huh." He smirked before they headed back into the farmhouse for the day. "So what do we do now?"

"Now we gotta paint some pink polka dots in the kitchen." She smiled but stopped seeing her uncles expression. He just gave a chuckle shaking is head.

"I'm not going to even ask why this time." He laughed as the two stepped into the kitchen before pulling out the pain to start.

XXX

The following day they arrived in the orchard just as the fifth and final sign appeared making the apple turn into a beautiful rainbow color each. Midnight stood in awe as a rainbow shot from tree to tree causing the fruit to explode in color.

"I take it they're rip now?" He asked Applebloom as she gave a nod happily. "Then lets get'a buckin!" He grinned as they spent the next few hours bucking the trees, sending fruit in the the empty bushels below.

Once the trees had been cleared of fruit, the bushels were taken up to the farmhouse and set to the side as Applebloom began setting up everything before she started to make the Zap Apple Jam. It took many hours over the next few days but Applebloom had turn most of the fruit from the trees into a colorful jam that would be enjoyed by everypony around. The other members of the Apple family had finally healed from their colds and made their way downstairs to the fresh scent of some of the finest jam they would ever taste. They all sat around the kitchen table as they tried different items made from the zap apple harvest. Every item made by Applebloom herself, with a little help from her uncle of course.

"This is the best jam ah ever tasted pickle pear, even better than my own recipe. How didja pull it off?" Granny Smith asked, wide eyed at the magnificent flavor of the jam on some toast she had just taken a bite from.

"Uncle Midnight helped me out a lot. Ah even got'im teh sing teh the water." She giggled causing him to smirk.

"Yea yea, but you did all the hard work sweetheart. You stepped forward in your families time of need when they were down and out with a cold. You made them and me very proud by doing this week long event so that they could have the best jam Ponyville will ever taste." He smiled causing Applebloom to blush.

"Aw shucks, t'ain't nothing really." She smiled sheepishly.

"But it is AB, if it weren't for your hard work and skill, we may be in a lot of trouble right now. We're all very proud'o ya." Applejack smiled pulling her sister into a hug.

"Thanks sis, ah'm proud teh be an Apple an will always be here teh help out." She smiled.

*FLASH*

Everypony sat there blinking for a few seconds before looking to Applebloom who sat there staring at her flank seeing her new cutiemark that had appeared.

"Isn't that the zap apple flower?" Midnight asked looking at the blooming flower on Appleblooms flank.

"Ah....... ah did it...........AH GOT MAH CUTIEMARK!" Applebloom yelled as she bowled her sister over hugging her while giggling loudly.

They family sat there laughing loudly, enjoying each others company while tasting the best batch of Zap Apple jam they had ever had. That week had been long and hard for that young filly and her family, but one thing is for certain. Having a family that takes care of one another is a truly happy family.

125. Running of the leaves

The cool air whipped through the small town of Ponyville as it brushed against many of the already color changed leaves on the trees. Some of them floated along the air current as they were torn from the trees, slowly falling before resting onto the ground to help fertilize it for to coming springs bloom.

Twilight sat quietly inside the library, making a checklist of this years running of the leaves event that would be held the following day. Last years event was a huge success as all of the leaves had fallen from the trees to the ground. Many of the earth ponies would come along to gather them up and turn them into compost to help fertilize the ground later on. However, this years event would include a new participant that the town had grown to love overtime. Midnight Flame.

"So what is this 'Running of the leaves' event everypony is so excited over anyway Twi?" Midnight asked as he watched her going through a checklist of the event.

"Well, ponies will be racing through Whitetail Wood to clear the tree of the final leaves before winter can start, but Nightmare Night will also need to pass before the snow can start falling. As for the so called contest, the pony who wins will only received a medal and bragging rights until next year." She smiled as she finally finished her list, looking up to Midnight.

"So all anypony will be doing is running to knock the leaves from the trees? Sounds boring to me." He smirked rolling his eyes.

"Oh come on now, You missed last years event because you were.........." She trailed of giving a blush.

"I was what Twi?" He asked cocking a brow seeing her discomfort.

"You were in Canterlot with the princess......... for a week." She said only to make Midnight snicker. "What's so funny?"

"Considering I've been here for a year and we have been in a relationship for some time, I would have figured that you shyness would have disappeared by now." He smirked causing her to blush. "But you want to know something?" He said while moving closer to her. "Your shyness is what makes you all that more irresistible." He smiled before giving her a slow kiss.

"Ahem." Came a voice from nearby causing Twilight to pull away from Midnight while blushing furiously. "I'm back with those books you asked for Twi." Spike spoke up cocking a brow at the two ponies.

"T-thank you Spike. You can have the rest of the day off if you want." She smile sheepishly causing the baby dragon to beam as he bolted out the door before Twilight could change her mind.

"Well then, since Spike is gone....." He chuckled as he looked from the door back to Twilight puckering his lips but stopped as they met a hoof.

"Not right now Romeo, we still have to set up the town for tomorrows event." She smirked causing him to sigh as she pulled her hoof back.

"Alright......... but I want a raincheck on that kiss." He winked at her getting a giggle form her.

"Raincheck it is then." She smiled.

XXX

After coming through town, Midnight watched as many of the ponies were placing some decorations and fencing up through town to designate the race course. The overall course was roughly two miles and would run through town, then through Whitetail Wood, and end on the other side of town where the starting line would be changed to the finish line. As Midnight walked along though he would be stopped ever so often to help place some decorations in a hard to reach place or to set some posts into the ground with his magic.

After a few hours had passed, the decorations had been placed through town along with a makeshift fence to show the path to take during the contest. As he continued through town to double check everything upon Twilight's orders, he run across the Mayor who was just leaving a local shop to make her way back to townhall.

"Evening Mayor." Midnight spoke up catching her attention.

"Well good evening Midnight, how are the preparations going?" She asked as they continued walking along.

"Everything seems to be going according to plan. No snags yet." He smiled.

"Fantastic, I'm glad everything is going as smoothly as it did last year. You will be racing along with everypony else tomorrow correct?" She asked seeing Midnight nod. "Wonderful, I am sorry that you had to miss it last year with being tied up in your duties. Never the less, you are here now and will be racing along with all the other ponies this year." The mayor stopped in her tracks causing Midnight to stop ahead of her. "My goodness, has it already been over a year since you arrived?" She asked looking to the Alicorn.

"Heh, yea. Can't believe it myself at times. But at least everything has gone smoothly over that time." He chuckled.

"Well with you saving the entire planet on more than one occasion, I wouldn't really call it smooth." She chuckled giving a nervous smile.

"Smooth or not, I will continue to protect this world with every fiber of my being. You just keep doing a good job running the town." He smiled giving her a wink.

"I will, thank you. If you'll excuse me though, I need to finish preparations for the event tomorrow." She smiled before trotting ahead into Townhall.

Midnight cocked a brow as he watched the Mayor continue on into the building before taking his leave, heading back to the library. As he walked into the library however, Twilight noticed his expression and piped up.

"Bit for your thoughts." She smirked while closing her book.

"Heh, I was just wondering about the Mayor is all. I put on the charm and got nothing. Not even a blush. Am I loosing my touch?!" He gasped in horror.

"No, but you need to know that the Mayor is strictly business and nothing else. I don't even think she has had a relationship since coming to Ponyville almost ten years ago." Twilight added causing Midnight to cock a brow.

"Ten years and no relationship? I wonder if she has even put time aside to rut with another pony." He chuckled as he thought of how pent up that mare could be crossed his mind.

"I wouldn't go out of your way to try and charm her Night, you may do more harm than good." Twilight giggled. "Beside's aren't I enough for you?" She giggled once more giving a devious grin.

"You my dear are a fiend and a lech when it comes to me." He chuckled back. "Which at times is a good thing."

"At times huh? When has it ever been bad?" She grinned evilly.

"Well considering the first hundred times almost killed me." He smirked, cocking a brow, causing her face to erupt in a deep red blush.

"Eh heh heh heh, I sorta.......... kinda........... forgot about that." She grinned sheepishly.

"Forgot your first one hundred times?!" He gasped placing a hoof over his chest while acting as if in pain. "Your words sting me." He gasped before falling backwards into pile of books. "It hurts........... so bad......." He spoke melodramatically going limp into the pile.

"Alright smart flank." Twilight sighed in annoyance. "I get the picture, so if you don't want to be my slave again for two hundred times you had better get your flank in gear." She smirked as he bolted upright at the threat.

"Two hundred? Well I could make a bunch of clones of myself.........." He smirked seeing her grin. "Nah!" He chuckled seeing her expression turn to a pout before he trotted up to her giving her a little kiss on the nose.

"You're just to easy to tease at times." He chuckled before heading out the door once again.

XXX

The following day arrived quicker than expected as many ponies gathered for the Running of the Leaves event that was quickly approaching. Many ponies gathered at the starting line as the rules were being read over the loud speaker. Ever since Applejack and Rainbow Dash's fight during one of the prior years races, rules had been set in place to avoid cheating. No magic, wings, or devices would be allowed to give a competitor an edge during the race. Just old fashioned galloping.

"Competitors to the starting line!" Shouted Pinkie over the loud speaker.

"This is going to be fun." Midnight smiled as he pulled up to the rear of the pack of ponies. Twilight trotting up beside him.

"And how exactly is this going to be fun? All you'll be doing is galloping around the course." She smiled while cocking a bro in question.

"Well normally I'm competitive, but being an Alicorn gives me an edge all of its own. I'm just running the race to take in the sights." He winked to Twilight who immediately facehoofed.

"You are such a........." She was cut short as Pinkie came onto the loud speaker once more.

"Competitors get on your mark! Get set! GO!" She shouted as a starter pistol went off signalling the start of the race."

Everypony bolted from the starting line like individually colored bullets through town. Midnight taking up the rear of the pack as he watched the ponies ahead of him. Or to be more specific, their flanks. That was of course until he got a nice jab into one of his flanks by the horn of Twilight sending him bolting forward quickly.

"YIPE! Twilight!? What the hell?" He snorted as he looked back to her seeing her grin.

"You had better keep up or at least try to win. Otherwise no playtime for a week." She grinned evilly toward Midnight.

"No playtime for a week huh.......... wait." The gears began to turn in his head as he realized what Twilight was hinting at.

"No way, you are NOT turning me into a colt again." He snorted before putting on a burst of speed pulling away from the stunned unicorn as he began to pass up many of the ponies ahead of him. She speeding up as well while watching his flank

"Scuse meh, parden meh." Applejack shouted as she pushed through the galloping ponies before seeing a flame in front of her. "Move yer flank Night!" She shouted causing him to grin back at her.

"Come on cowgirl, move that flank and get up here." He laughed causing her to snort out in annoyance.

"Ah can't cause yer flank is right in front of meh!" She shouted with a chuckle as she noticed a few mares near her watching the flank as well. "Better get a move on afore ya get bit." She chuckled.

"Get bit?" Midnight spoke up just before he felt something nip at his flank. "AAH!!" He shout as he put forth another burst of speed pushing past many of the ponies only to make them laugh.

"Free flank, get it while its still on fire!" Rainbow Dash chuckled giving Midnight's flank a nip as well.

"AH! Dammit Dash! OW! What the hell!? AH! I'm not a friggin buffet ya know! DAMMIT!" He continued yelling as he received several more nips from a few ponies to get him further ahead. He looked ahead to finally see the front of the pack approaching just a few ponies ahead. He gave a grin putting forth more speed as he pushed past the last few to the front of the pack, looking back he gave a smirk before it turned to an expression of confusion and then horror as he watched all of the hungry eyes staring at his flanks.

"You have got to be kidding me........" He trailed off realizing what had happened as the finish line came up quickly. After running through the finishing line he veered off to the side as he slowly came to a stop panting hard, flaring his wings out to help cool him down as he was drenched in sweat. He stood there quietly panting as Dash and Applejack trotted up to him breathing hard as well.

"Nice race ya'll." AJ chuckled nodding to the ponies still panting.

"Would have been better if someponies would have stopped biting my flank." Midnight chuckled as he finally caught his breath.

"Aw come on now, ya can't say ya didn't like it." Dash giggled giving him a wink.

"No comment." Midnight groaned rolling his eyes at the two mares who only giggled at him. "Anyway, what was up with all the biting?" He laughed looking around to many of the mares that began to blush.

"Well we figured it was time to have a little fun at your expense." Twilight grinned as she trotted up from the finishing line.

"Really now? And how exactly was that?" He asked cocking a brow behind a sly smirk.

"You always end up at the rear of a race staring at everyponies flanks. We thought it was time to switch that around." Twilight grinned causing many of the other mares to giggle and nod as well.

"Seriously?" Midnight looked around seeing many nods from the small crowd. "Well you girls know you could have just asked me right?" He smirked as he began to dance a little jig while wiggling his flank, getting a few whistles as well as a few groans from the crowd.

"Alright smart flank, that'll be enough of that." Twilight smirked, trotting up to him and giving him a jab with her horn.

"Ow careful where you point that thing. I might start to like it." He chuckled causing her to blush furiously before face hoofing.

"You have no shame do you?" She sighed.

"Hey, when you can run around naked in a town full of other naked ponies, you tend to loose sense of shame in regards to that." He laughed causing everypony within earshot to blush.

"Nothing better than that freedom though." He smiled around to everypony getting a few giggles.

"Attention everypony." Mayor Mare came over the loudspeakers garnering their attentions. "Here are the results of this years Running of the leaves." She spoke out proudly before she began once again.

"Third place goes to Ditzy Do." She smiled as the wild eyed pegasus trotted forward tripping over her hooves and tumbling into the mayor.

"My bad!" She shouted causing a few chuckles to escape the crowd.

After getting up from the sudden tumble the Mayor cleared her throat to begin again. "Second place goes to Rainbow Dash." She smiled as the pegasus flew up accepting the silver token ribbon.

"And finally, our first prize ribbon goes to.............." Pause for dramatic affect. "Rarity!"

"WHAT!?" shouted almost everypony within the crowd as they watched the ivory pony trotting up to the Mayor.

"How did she get first? I didn't even see her." Midnight asked in shock as he thought he was in first place.

Rarity gave a smile looking to the crowd. "Nopony expected to see me run the course so they just tuned me out I guess." She giggled.

"Wait, now I remember seeing you in the crowd before we started. I didn't see a number on you though." Midnight piped up.

"Of course not darling, I would never placed a tacky number on my flank for a contest." She smiled before pulling the number from her mane and unfolding it to show the number 23 on it.

"She is registered under that number." Mayor Mare spoke up causing her to beam.

XXX

"So tell me Rarity, how in Equestria did you get in such good shape." Dash smirked at the ivory Unicorn.

"Oh I have my ways." She beamed happily.

"I be the only reason she ran is cause Night called her a fat flank." AJ snickered causing Rarity to glare at her.

"I most certainly did NOT!...................... Well, maybe a little." She blushed slightly.

"I'm sorry doll, I only meant that as a joke before." Midnight spoke up giving her a nuzzle.

"I know darling, but still. I am always so cooped up in my boutique that I never have time to get out to do anything, and it worried me that somepony would think I was fat so I began to train in secret. Can't you tell the difference?" She smiled before striking a pose causing Midnight to stare at her. He squinted while looking her over seeing her slightly more toned body.

"Yup. I can see the difference babe. Your still not super toned, but you pull it off perfectly giving just the right amount of sleek balance mixed with athleticism." He smiled to her.

"Hey now what about me?" Dash stepped forward striking a pose.

"And meh?!" AJ stepped forward as well.

Midnight groaned, facehoofing. "Am I going to have to spend the night giving you girls compliments?"

"YES!" They shouted in unison before giving a giggle.

"What a day." He sighed as they all began to question him one after another.

126. Nightmare Night (part 1)

"I can't believe your world celebrates Halloween Twi, I have always had so much fun during this time of the year." Midnight chuckled as he trotted around the library.

"Halloween?" She asked while cocking a brow.

"Sorry, I meant Nightmare Night. It's on the same day in your world, just a different name in mine. Still though, I can't wait. I have so many pranks I want to pull that it'll make Pinkie jealous." He snickered evilly thinking of all the pranks he would pull that night.

"Have you decided on a costume yet?" Twilight spoke up breaking his train of thought.

"Actually, no. I've been so busy coming up with pranks I completely forgot to choose one." He spoke in surprise. "And Nightmare night is tomorrow. NNNNGH! *SNORT*" Midnight let out a loud annoyed snort as he would not be able to come up with a costume in time for tomorrow. He wanted to avoid magic usage, or transformation spells because this one time of the year meant he could act the total fool in costume without others thinking he was insane.

"Dammit, maybe I can think of something if I know what my ladies will be wearing." He sighed turning back to Twilight as she sat at her desk. "What're you going to wear for Nightmare Night?" He asked Twilight who only gave him a devious grin.

"Are you sure you want to know?" She giggled seeing his sudden discomfort.

"Uuuuuhhhhhhh..........." He trailed off now getting a little nervous.

"Oh come on you big baby, it's nothing bad." She smirked seeing him relax as she went into the next room, quickly getting dressed.

"Ready?" She asked.

"Sure why not." he chuckled, but stopped as he watched her trot playfully into the room.

"OH......... MY........... GOD!" He squeaked out looking at Twilight's costume. She was dressed up as a Catholic school girl, a white long sleeve button up shirt with a little red tie, a plaid skirt hiked up to show off just part of her cutie mark. and a pair of knee high socks going up her back legs along with complete set of little shiny black shoes to set them off. But that wasn't what set the outfit off. It was the final piece that really did it. A small set of red glasses that she floated from nearby onto the bridge of her nose before giving Midnight a sultry gaze.

"So how do you like it?" She trotted up and around him playfully flicking her tail to his nose.

"Heh hubba da neh........" He slurred out while staring at her, his jaw agape while trying to form words. She gave a sinister smile trotting up to him and pressing his jaw back into its rightful position before giving his nose a quick kiss.

"I believe my job here is complete." She giggled before trotting back into the other room, quickly stripping her clothing off before coming back into the other room smiling. "Well?" She asked giving a smirk.

"You are soooooo going to pay for tormenting me like that." Midnight chuckled.

"Well then, I had better prepare for later then." She giggled, giving him a wink while sticking her tongue out at him.

"I better go check and see what the others are planning to dress up as, and see if Rarity can come up with a costume for me on such short notice." He chuckled seeing Twilight still grinning at him. "I'll take care of YOU later!" He smirked causing her to give a mock shock expression while placing a hoof over her mouth.

"Oh no. Whatever will I do?" She smirked causing Midnight to shake his head giving a chuckle.

XXX

After making a quick exit from the library, he made his way down the street to Rarity's boutique. As he walked by the window he noticed Rarity pulling a costume from a ponequin in the window. Making his way inside, he passed a smiling earth pony who had a small box on his back, who made a quick exit from the store.

"Looks like business is booming right now." Midnight spoke up catching her attention.

"Midnight, darling I have been looking all over for you. I need you to try on your costume I made for you." She beamed as she trotted into the next room.

"Wait......... You chose my costume? But I never asked you to make one." He said while cocking a brow.

"Oh but you are going to love it darling. It will match mine perfectly." She giggled as some shuffling was heard in the next room.

"Really? What are you dressing up as?" He asked as he trotted toward the door she had just gone through.

"Ah ah aaaaah, keep your flank in there. I will not have you spoiling the surprise." She spoke out authoritatively halting his advance.

"Fine fine." He sighed as he sat there for a couple minutes before she trotted slowly back into the room causing him to gasp. "Your kidding me?! But......... how in the hell?!" He stuttered before she floated out a DVD case placing it in front of him. It was a DVD of the Adams family from earth showing all of the human actors on the cover.

"I borrowed a movie from Applejack that was was in your old house. You have quite the collection in there." She giggled causing him to gawk. After watching the movie, I simply fell in love with the female actresses dress, and had to make one of my own for Nightmare Night." She giggled as Midnight looked at the form fitting dress on his ivory love. Her mane and tail now completely straight and solid black.

"But........... what about your mane and tail?! I never thought you would dye it black?!" He choked out in surprise causing her to giggle as she removed a small pendant that was around her neck. In turn causing her mane and tail to return its naturally curled, purple shape.

"Enchanted jewelry darling, I have one for you as well." She smiled as she floated a black tuxedo from the next room to him along with two pendants on a necklace.

"A black tux?" He asked while cocking a brow. "Not very clashing dear." He smirked.

Once you put the pendant on you'll change your mind darling." She giggled.

Midnight hummed quietly for a moment before placing the necklace with the two pendants around his neck. Once it was on, his coat turned to a blistering white while his ethereal mane and tail became a solid, slicked back black. He looked into a large standing mirror at his new colors and gave a dashing grin while striking a couple poses.

"Well? Put on your costume darling." Rarity giggle as she watched him hurriedly putting his costume on. It was just a top piece to a tuxedo, but with it being black it stood out against his now white coat.

"Damn! I make an awesome pony version of Gomez." He grinned as his horn lit up, placing a small mustache onto himself.

"I do say, I agree darling." Rarity giggled trotting by while swaying her hips.

"You are so going to regret that as much as Twilight will if you keep teasing me like that." He chuckled giving a sinister grin.

"Really now? I don't regret any other time." She snickered before turning and giving him a kiss.

"Then I'll just have to work harder next time." He smirked. "But for now, I'm going to get out of this costume and head into town to check on preparations for Nightmare Night tomorrow. I promised the Mayor I would help decorate the town." He smirked once again as he quickly pulled the costume and pendants from him, neatly folding it and placing it onto the counter. "I'll be back later after everything is taken care of." He smiled once again, giving the ivory pony another kiss before heading out the door and into town.

XXX

As Midnight made his way around the small town of Ponyville to help out where he was needed, he noticed how similar the decor was compared to Halloween. Hay bales being placed in small pyramids along with various gourds and pumpkins for decoration. Jack-o-lanterns with candles in them placed on every doorstep. By far, everything was coming together and looking to make this holiday one of the best he has experienced. However, there was still one problem when he was asked to help with some of the other decorations.

"No way, forget it. I don't care if you get mad at me for not doing this, but I am NOT touching a spiderweb or fake spiders." Midnight backed away looking at the jumble of cotton string that would be the web along with the many plastic spiders.

"Now Midnight, these are fake and completely harmless, I honestly don't see why you're so afraid." The mayor chuckled as she dug some of the fake spiders out of the small container they were in and placing them onto the table only to make Midnight recoil in fear.

"Sorry mayor, I have a never ending fear of spiders. To even be this close to a fake one is honestly taking everything I can muster." He chuckled nervously as his vision never left the fake spiders just to make sure they weren't real ones playing possum.

'Hehe, Midnight is so going to freak.' Dash thought to herself as she snuck up slowly behind the Alicorn with a long stick that had several smaller twigs extending from the end. She slowly pressed forward, making sure to be low enough to the ground and far enough away to be out of bucking distance as she gently extended the stick forward brushing it against his ankle.

Upon feeling something brush up against his ankle, plus the paranoia of possible spiders attacking him, Midnight jumped straight up crashing into the ceiling of town hall before his horn lit up with magic as he spun around ready to vaporize the assaulting insect from behind him. He stopped though as he heard Dash laughing her flank off while rolling on the floor. He quickly landed, leaning down into Dash's face giving an audible snort.

"That was not cool Dash." He glared as she slowly stopped her laughing fit to get up and look him directly in the eyes.

"Oh quite complaining you big baby, I can't believe an Alicorn is afraid of a little spider." She giggled.

"So, I bet your afraid of something. Everyone has a fear of something." He snorted.

"Ahem." The mayor spoke up catching their attentions. "Ms. Dash, Since your here, would you mind helping with placing these webs and FAKE spiders since Midnight seems to have an annoying fear of them?" She asked, causing Dash to giggle.

"Sure thing." She smiled trotting over as Midnight passed her, heading toward the door.

"Oh and Night." Dash spoke up catching his attention as he turned back to her. "You forgot this." She snickered while throwing a hoof full of plastic spiders at him causing to whinny in surprise, tripping all over himself to get the buck out of town hall, causing the mayor and Dash to nearly fall over laughing.

XXX

"Luna dear, do you think your costume to be appropriate for tomorrow night? I have a feeling that it may cause quite a bit of uneasy feelings amongst the ponies in Ponyville." Celestia prodded as she watched her sister placing a helmet onto her head and changing her regalia.

"I'm sure Tia, This holiday is after all to try and bribe my former self with candy so that I would not eat the children is it not?" She giggled before using her magic to change her height back to what it was when she was Nightmare Moon. She trotted over to a mirror giving a pleased smile as she turned about, checking to see if there were any flaws in her costume.

"It is as if you were Nightmare Moon reborn." Tia spoke in awe as she watched her sister.

"It does doesn't it, minus the attitude of course." She smiled as she began to remove the costume and reverting back to her original size. "I wonder what Midnight and the elements will think when they see me. This is his first true Nightmare Night, I wonder how he will cope with all of the costumed ponies and pranks." She giggled loudly thinking of his reactions.

"I'm not sure what his or their reactions will be, but please be careful dear sister. You do not want to scare the ponies of that small town into believing Nightmare Moon has been reborn." Celestia spoke out in a motherly tone, worried about the possible consequences of the costume her sister had chosen for tomorrows events.

"No need to worry, I will avoid it as much as possible. But it doesn't mean I will not be having fun otherwise." She snickered thinking of a few ponies to prank as she looked over to a small red curtain with gold fringes adorning it.

"Oh yes, I will have quite a bit of fun tomorrow."

127. Nightmare Night (part 2)

After the day had come to a close and all the decorations had been placed in town. Midnight went back through town one final time to make sure everything was in place.

"Looks like everything will be very well illuminated, pumpkins on each doorstep, a dozen or so hay pyramids, spider (shudder) webs and fake spiders placed all around. glowing orange lights on ponies homes that will be giving out candy and other treats, and finally a magically illuminated walkway for each family and children to walk down to each home to be safe. I must say, this world takes far better care of its people than my home world. Doing something as elaborate as this would have taken a lot of money as well as many kind people to help out." He gave a disheartened sigh thinking back to his home world and what shape it had gotten into during the year he had spent in this world. Who knows, it could have gotten better, or maybe far worse. Only time would tell.

He turned around heading toward Sweet Apple Acres for the night. He had arranged a schedule with his three ladies so that he could spend certain days of the week with each of them while having a day to himself as well. The only problem with this was that Applejack had her family to deal with, Rarity with her sister, and Twilight with Spike. They had all set up times to spend together as a couple but some of those times never panned out as well as they had thought. With AJ, he had been caught once already with her by Big Macintosh who made a quick retreat but had still been noticed. Sweetie had heard some 'strange noises' coming from Rarity's room at one point, while Spike would always walk in just before anything would ever get started. Midnight's luck over the past few months had not gotten any better either. He was constantly being targeted by stallions because he always flirted with every mare that came across his path. On several occasions he would end up fighting while in others he would apologize stating that he wasn't aware that they had a stallion of their own and would honor the stallions request to stop with the flirting. As time went on though things would always change leaving him to his old habits, but always making a mental note about the mares that had come across his path and the stallions they called their own. Tiring yes, unpleasant, definitely, hard on the loins, you bet your sweet ass.

As he arrived at Sweet Apple Acres though, he was welcomed by the sweet smell of apple pie. He took in a deep breath trying to see where the smell was coming from, following it to the side of the farmhouse to eventually locate the said pie on the windowsill of the the kitchen. After taking in another whiff of the freshly baked pie he would then noticed the Granny Smith was standing in the kitchen giving him an odd look. He gave a sheepish smile seeing her give him a smirk.

"Why don'tcha come in sonny, that pie should be ready teh eat in a bit." She smiled as she trotted to the backdoor of the house to let the Alicorn in.

"Sorry bout that Granny, I smelled this pie from quite a ways down the path to the farmhouse. I'd be surprised if half the town isn't drooling right now." He chuckled as he stepped inside.

"Aw now don't get this ol'ponies hopes up. Mah cooking ain't that great." She blushed a bit.

"Granny Smith, your cooking is fantastic. Far better than my own. I have never had a better home cooked meal in my life." He smiled down to the green earth pony.

"Well thankyee sonny, it does my ol'heart good to hear such praise'bout mah cookin." She gave a contented smile before giving the big Alicorn a hug. "Now get on upstairs, Applejack said you was a coming over fer the night. Ah'm so glad she met'cha. That poor girl spends all'er time working the farm an never gets out teh try and find'er somepony teh call'er own. Ya make me proud teh call ya part of the Apples." She smiled once again to the Alicorn as he nodded back, trotting into the living room as he made his way upstairs to AJ's room.

"AJ, you in?" He knocked gently on the door to announce himself.

"Yea sugarcube, come on it." She spoke up.

As Midnight entered the room he couldn't help but stop and gawk seeing AJ in her costume for Nightmare Night. She was decked out in a sheriff's outfit along with her stetson and a badge attached to it. Her costume consisted of a brown vest with a badge, and a pair of chaps with a belt holding them up. The chaps being bare in the back and up around her cutiemark. A pair of hoofcuffs (handcuffs) in her mouth as she wiggled her brows at him.

"You had better not be doing that just to tease me." Midnight smirked at the orange earth pony.

"Aw, come on now. Can't ah have a bit'o'fun teasing mah stallion?" She pouted after tossing the hoofcuffs onto the bed.

"Well............" He trailed off looking down to the pleading eyes of his love. "I guess some teasing is ok." He smirked giving her a quick kiss before she shoved him onto the bed. "HEY!" He spoke out in shock for a moment only to get lassoed and hogtied.

"So then." AJ smirked. "Ah think ah just might tease ya bit tehnight." She smirked before closing her bedroom door and locking it. A grinning Alicorn waiting for her tied to her bed.

XXX

The sun broke over the horizon just as the crow from the farm's rooster sounded off signalling the start of the day. Midnight turned slightly from the annoying alarm clock known as the rooster to see AJ snuggled up to him. Her mane and tail fallen freely about as it was no longer held up by a band. Leaning down he nuzzled her face gently to wake her, she giving a soft groan before opening her eyes.

"Morning sleeping beauty." He smiled softly to her causing a slight blush to escape her.

"Now don't y'all try sweet talking me none." *yawn* "Yain't making me late fer morning chores'n'breakfast." She chuckled before giving the Alicorn a kiss.

After pulling himself from the bed with AJ, they would give a small stretch before heading downstairs to start breakfast.

After breakfast AJ headed back upstairs to get into costume for the day before following Midnight into town. They arrived to see many ponies about while in costume as well. Although it was just around ten in the morning, the town would not wait to start having fun for that day as many festivities had been sat up for the day. Game's of all kinds along with several booths to distribute candied apples, popcorn, and many other things.

The two ponies made it to Rarity's boutique just in time to see the door open and the ivory pony coming out of the door in costume
.
"Hey Morticia." Midnight smirked catching her attention.

"Midnight darling, it's about time you showed up, Hurry now and get into costume." She smiled giving a giggle.

"Ya already got a costume? What is it?" AJ asked while cocking a brow.

"You'll see." He grinned before entering the shop, several minutes passed by before he returned, stepping outside only to cause AJ to gawk.

"Dang!" She grinned. "Ya look jus like............" She stopped for a moment before a blush burst across her face. "RARITY! AH CAIN'T BELIEVE YA TOLDIM!!!" She shouted at Rarity now noticing what her costume was.

"Told me what?" He asked giving a smirk.

"I didn't tell him anything darling. I simply made the costume for him so that we would match for Nightmare Night. You know I would never say anything to anypony if you requested my silence." She giggled looking to the shocked earth pony.

"Uh............. er........" AJ began to trail off trying to hide her embarrassment from the two but was failing badly.

"So what did Rarity supposedly tell me?" Midnight grinned pressing forward to AJ who just kept blushing.

"The beans have been spilled AJ, you know you will have to tell him. That or I could if you want." Rarity giggled watching the look of horror spread across AJ's face.

"She has a crush on Gomez." Sweetiebelle chimed in causing AJ to go completely white in horror, then the others to giggle silently.

"SWEETIE!? How in the hay did you know?!" AJ yelled in surprise.

"I was listening to you and my sis talking the other night. Sorry, I didn't know it was a secret." She pouted causing AJ to sigh.

"It's alright Sweetie, no harm done." AJ sighed as her face burned ten shades of red. looking back to Midnight in costume.

"Alright you three. enough chit chat, lets go play some games." Midnight spoke up breaking their train of though before Sweetiebelle jumped up and onto her uncles back with a small bag.

"That your treat bag Sweetie?" Midnight asked as they started toward the marketplace to play some games.

"I have my costume in it right now, but yes its my treat bag." She smiled.

"Why aren't you in costume?" He asked while looking back to her.

"Well I was going to wait until the others were with me so we could all get ready together." She smiled innocently.

"Uh huh." He smirked. "Are they supposed to meet you somewhere?" He asked again.

"Yea, they should be waiting in the marketplace for me. OH! There they are now." Sweetiebelle smiled as she hopped from the Alicorns back to the ground and running up to meet her friends.

"Scootaloo, Applebloom, do you have your costumes?" She asked with a wide smile.

"Got mah costume right'ere." Applebloom smiled pulling a small pale from her side.

"Me to." Scootaloo smiled pulling a large bag with her costume in it from her back.

"Alright, let's go and get ready." Sweetie smiled as the three fillies trotted off leaving the adults to themselves.

"Those three are just to cute." Midnight chuckled watching the fillies run off.

"Yes but they are quite the hoof full." Rarity sighed. "But ever since they received their cutiemarks the town has been silently thanking Celestia to the lack of destruction from those three."

"I can understand that. They did have a habit of destroying everything in sight at one point just to get their marks." Midnight chuckled.

As the three ponies trotted about trying their luck at some games and taking in a few items from the food booths. The crusaders had put their costumes on and had made it back in a short time. To Midnight's surprise they were dressed as several superheros from his home world.

"Awesome costume's girls." Midnight spoke up with a big smile across his face as he looked down to the three fillies.

"I'm Wonder Mare!" Shouted Sweetie

"Ah'm Super Mare!" Shouted Applebloom.

"And I'm Hawk Mare!" Shouted Scootaloo.

"And together we are, the super hero trio!" They shouted in unison, receiving a few cheers from around them.

"Are we ready to get some sweets girls!?" Shouted Scootaloo causing the other two fillies to shout out in unison.

"YEA!" before bolting off down the street.

"Ah feel sorry for all the ponies those three get candy from." AJ spoke up with a giggle.

"Why is that?" Midnight spoke up looking to her.

"Every year it's the same thang. If they don't get a goo haul from certain house's those three will usually prank them for a week after. Been that way since they got together'bout four years back." AJ sighed. "The ponies in town know teh givem a might large hoof full'o candy just teh avoid the aftermath." She chuckled.

"Sound like me when I was a kid." Midnight laughed.

"You'll have to tell us about it sometime darling, but for the moment, let's go and get Twilight. I'm sure she is ready by now." Rarity smiled as she lead the other two toward the library.

XXX

Upon arriving at the library, Rarity made her way in quickly before the others. "Twilight, darling. Are you here?"

"I'm still getting into costume, I'll be out in a minute." She shouted just as the others came into the library.

"I wonder what Twilight will be this year?" Rarity asked while rubbing her chin in thought.

"Heh, her costume is a little risque but still suits her." Midnight chuckled.

"Ah hope it ain't to bad, we gots a lotta foals runnin round town tehnight." AJ spoke up but stopped as they heard a door close from the back room.

"I had to change my costume at the last minute because I was told it was too revealing and may cause some problems." Twilight sighed before walking into the room in her new costume." So I modified my costume to this. What do you think?"

"Twi?! Wow.......... just wow!" Midnight spoke up while looking at Twilight's newly modified costume. She had changed her knee high socks to some thigh high fishnet stockings and knee high boots. One purple and the other red. Her skirt was now a blood splattered white with a black belt. Her white button up shirt now had the sleeves trimmed off and done up to make them a little poofy along with a tightly fit red and purple girdle around her mid section. She wore two gloves that went up both of her forelegs that were purple on the hoof then red on the arm and reversed on the other arm. Her mane had been split into two single ponytails going outward from the sides of her head, and to top it off she had a white nurses hat adorning her head. Across her eyes rested a black mask that overlaid the white face paint she had applied along with some blush and a ruby red lipstick.

"You guys like it? I'm Harley Equine." She smiled before her horn lit up to float out an over sized mallet to her side.

Midnight stood there just staring at her in her new costume. He would never admit it but this costume was by far much better than the other she had previously tried on to tease Midnight with. The girls stood there for a minute waiting for Midnight to stop staring but didn't.

"Ugh, Midnight, snap out of it." *WHAPSQUEAK* Twilight groaned before walloping him with the over sized squeaky mallet causing the girls to giggle loudly and Midnight to shake himself back to reality.

"HUH! WHA!? Oh, sorry Twi." He smiled sheepishly.

"No problem, let's go, I haven't had breakfast and was looking to get a candy apple or two." Twilight giggled as she passed them, heading out the front door to the library.

As they left the library however, they didn't noticed a certain pony hiding high above them in the clouds, giving an evil snicker and rubbing her hooves together before pulling a large rifle from her side to in front of her. She slowly looked through the site as the crosshairs came onto Midnight. She let out an evil chuckle before pulling the trigger.

128. Nightmare Night (part 3)

As Midnight trotted along with his three ladies, he stopped as his reactive shield activated to a projectile hitting hit causing his shield to turn red temporarily as the projectile bounced off of him and onto the dirt below. He turned around quickly to see another orange projectile coming at him and bouncing harmlessly off his shield. He looked around to see where it had come from but could not locate anypony that would have a............... wait.

Midnight stood there as he floated the little orange dart to in front of him, giving a chuckle as he realized what it was.

"Luna, come out here, don't make me summon my own nerf guns." He chuckled louder but stopped as her watched a dark figure glide gently down from the cloud from which they were hiding on.

"*GASP* Nightmare Moon?!" Twilight back peddled from the mare standing before them. It was indeed Nightmare moon.

"Wait, I thought your girls defeated Nightmare Moon before." Midnight spoke up while cocking a brow at the mare before them.

"Hmmmmm yes, I do recall that moment in time when I was defeated, but I have returned. Fear not however as I come in peace." She paused for a moment while looking around at all of the other ponies and foals that had stopped to see her. "As long as I get some candy, then I will not need to feast on any foals." She began to laugh slowly as it quickly gain volume turning more maniacal causing everypony to run screaming from the area.

"Cute." Midnight spoke up causing the laughing to come to an abrupt stop.

"What?" Luna back peddle at the sudden compliment.

"Was she like this before?" Midnight smirked to his ladies who just giggled. "Because it is quite becoming." He grinned giving Luna a wink only to make her blush.

"What are you talking about?" She spoke out in a threatening tone.

Midnight gave a sly smirk trotting up to her, slowly making a circle around her. "So this is the dreaded Nightmare moon? I must say this form is rather, sensual." He spoke softly before leaning up and speaking the final word into her ear giving it a nip before pulling away to see her entire head burning red.

"Midnight, quit picking on Luna." Rarity spoke up giving a soft giggle before bowing to the night princess. The others following suite.

"Please forgive me princess, I wasn't aware you would be dressing up as.......... well........ your former self." Twilight gave a nervous grin toward Luna.

"I..... I'm sorry as well. Had I known I would get such a response I may have chosen a different costume." Luna spoke out now in her normal voice still baring her blush.

"How did you know it was me though and not really Nightmare moon?" She asked just before Midnight floated the orange dart to in front of her.

"If you had returned to your former self then you would have used a magical bullet instead of a foam dart." He smirked as Luna took it from his grasp and opening a small summoning portal then placing it inside.

"Ahhhhhh, got your own little stash portal now I see." Midnight smirked.

"Yes, and it is going to be very helpful tonight." She giggled as they began to walk along. Every pony stopping to watch the five ponies talking together.

"Really now? I've heard about how this holiday started, but I honestly never thought a princess would take a candy bribe." Midnight snickered.

"Well, the past few years have been fun, and every foal loves to get a good scare on Nightmare Night. Why not enjoy being evil for just one night out of the year." Luna smirked before doing her maniacal laugh once again causing many ponies to run away in fear.

"Luna?" A little voice spoke up from behind the party causing them to stop and turn to it.

"Yes? Oh my goodness, hello Pip." She smiled as the little colt ran forward jumping into Luna's arms for a hug.

"Wow you look really scary this year." He giggled. "Are you going to scare a lot of ponies?"

"Of course I am, I wouldn't be a very good Nightmare Moon if I didn't, now would I?" She smiled as she sat the little foal down.

"No, but that's ok if you didn't, then everypony would like her." Pip smiled as best he could through his black mask.

"So what are you this year? Your costume is all black." Luna smiled as she looked at the cloth covering most of the young colts body.

"I'm a ninja this year, I was a pirate last year, remember?" He giggled before pulling out a large plastic sword and swinging it about menacingly.

"Yes I do remember your costume last year." Luna smiled down to Pip. "Why don't you run along now and get some candy, I will see you later." She smiled as he nodded and took off like a bullet down the street.

"Cute kid." Midnight smiled as he watched the colt run down the street.

"Yes, he is a hoof full. I met him for the first time not long after falling from being the real Nightmare Moon. It was the first Nightmare Night and he came up to me saying it was his first Nightmare Night. After a few unfortunate events he ended up asking me to come back again the following year to scare him and his friends again. I had never felt so loved and feared at the same time. It was interesting to say the least." Luna said as they had now arrived back into the marketplace where many of the games were being held.

As they trotted along, the sun began to move across the sky. Slowly bringing with it the night. After a short time Luna stopped in the middle of the marketplace as her horn lit up. Midnight watched in awe as the moon began to quickly move up from the horizon into the sky and then slowing down to take its position among the stars.

"Whoa........... You know this is probably the third time I've seen you do that Luna and it still amazes me that you can move an object of that size." Midnight smirked at the night princess.

"It took quite a bit of effort when I was younger, but now it like taking in a breath of air. Effortless at most." She smirked back.

"So what are we going to do for the rest of the night?" Twilight spoke up catching the others attentions.

"I'm not sure darling, wasn't Pinkie planning a party for tonight?" Rarity as as she leaned against Midnight.

"I think so, but I thought it wouldn't start until late." Twilight spoke as if trying to confirm her suspicion .

"I'm sure the party can survive without us for the moment. Lets have a bit of fun." Midnight smiled as he trotted over to a dunking booth to see a burly stallion sitting on the seat just above the water.

"Come on an try yer luck, dunk the bigmouth to cool his jets." A mare spoke up standing next to a box of baseballs not far from the booth a few yards back.

"Been a while since I've tossed a baseball." Midnight spoke up as he picked on up with his magic.

"Come on ya big sissy, lets see what ya got." Came the voice of the burly stallion sitting in the booth.

"WHAT?!" Midnight spoke up in slight shock.

"Ya heard me limp horn, lets see what ya got." He cackled as he watched Midnight toss one ball only to miss the target.
"Glad that was the broad side of a barn, but then again I doubt ya could hit that either HAAAAAAAHAHAHAA!"

Midnight gave a determined grin as he picked up another ball and chucked it hard toward the target, hitting it but nowhere near hard enough to dunk the stallion.

"Awwwww, my ma can toss one harder than that. Come on now lets see some strength behind it. Or are ya just a big baby?" He began to cackle again before Midnight grinned using a spell to increase the velocity of the ball, hitting the target and sending a surprised stallion into the drink. Everypony erupted and cheered as the stallion fell but quickly surfaced taking in a gasp of air before climbing onto his platform again.

"Nice shot big guy, now lets see yer marefriend do the *THUNK* AAAAAH *SPLASH*!" Just as he was setting down Twilight tossed a ball hard hitting the bullseye and sending the stallion into the drink again. He resurfaced once again to climb up and onto the platform taking his seat again. He brushed his mane form his face as he was about to speak again. *THUNK* *SPLASH* He only had enough time to take in a breath before hitting the water this time as Luna tossed hitting the mark.

"Alright alright! I'm taking five." The stallion shouted causing the small crowd to roar and cheer.

XXX

The small group continued throught the marketplace playing a game here or there, ever so often they would win a prize and give it away for a passing foal, among other things that they would not be able to carry with them or place within a magical stash portal. It was turning out to be a very pleasant evening. That was of course until they left that area and headed toward Sweet Apple Acre's.

As they made it to the farm, they stood in awe seeing several flashing lights coming from the barn. They were bright white lights and some green one as well sitting on top of a few hay bales. When they trotted up to the entrance to the barn they were greeted by a large red stallion in a bright green frog costume. Upon seeing Big Macintosh they all began to snicker causing him to give a disgruntled sigh,

"Aw'right now, ya'll wana go through the corn maze er not?" He croaked out.

"Sure, but I have to ask, why a frog?" Midnight chuckled only to get a big smile out of Big Macintosh.

"Ya wana see?" He smirked seeing them nod. "Hey Shy, we got's a few ponies who want teh see the magic trick." He spoke up.

Fluttershy gave a smiled as she came around the corner of the barn from the back. Stepping up to Big Macintosh and leaning on him smiling, giving a soft blush. She was dressed in a beautiful sky blue dress with white trim and little butterflies adorning it. A small tiara sat on her head to make her look like a princess.

"Princess and the frog. Nice touch." Midnight smiled as he bro hoofed the giant frog.

"Ya ain't seen nothing yet." He chuckled as he turned to Shy and gave a pucker. She blushing brightly before leaning over and kissing him causing a bright flash of light to erupt from all around him.

After the light had faded, Big Macintosh stood there in a suit similar to Midnights, his mane slicked back as well. To be honest, he looked rather dashing, even when compared to Midnight. The ladies at Midnight's side gave a shocked expression seeing the farm pony in a suit.

"Whut? Ah can be just as civilized as the next pony." He chuckled but stopped as Fluttershy leaned on him again. "But don't plan on it being more than maybe a few days out'o the year. Ah do have a reputation teh keep." He chuckled giving them a wink. "Anyway, head on inteh the maze. There are three exits, an lots'o monsters in there. Better be careful or they might getcha." He began to laugh manically before he and Shy vanished in a puff of smoke.

Midnight looked to the small group of mares following him and grinned. "Ready ladies?"

"Uh......." They trailed off looking at each other nervously before following him into the maze. Once they started they weren't sure which way to take so Midnight lead the way making sure to take nothing but left turns. After a few minutes a pony jumped from hiding in the corn and screamed at them all, in turn causing all the mares to scream out in fright before he jumped back into the corn. This would happen several more times. Once at Midnight who just stood there smirking at the pony before nodding to the girls behind him. The pony ran around the Alicorn screaming at the girls while in costume causing them to bolt away from them before seeing the pony disappear into the corn and then coming back to stand close to Midnight once again.

"Why didn't you protect us Night?" Twilight spoke up while pouting.

"Oh don't be such a baby, nopony is going to hurt you in here, this is all just a game and everypony that jumps out won't harm you." He chuckled before they all rounded another corner and stopped. Midnight was frozen in place as he looked to the site in front of him. It was pony dressed in a realistic looking spider costume, but had its back turn to the group.

"Uh oh, looks like we're about teh see some fireworks." Applejack chuckled as she spoke up causing the spider pony to twitch and slowly turn around.

"No...........noooonononononono, anything but spiders......"Midnight squeaked out as the pony slowly turned around giving an evil grin to the Alicorn then taking a step forward. The girls covered their ears as did the spider before finally hearing the girlish screaming stop. They all looked to Midnight who had just finished screaming. The spider grinned taking another step toward Midnight eliciting another scream. The girls gave an evil grin making eye contact with the spider pony before giving a nod. The spider pony gave one final grin before rushing the Alicorn while hissing loudly causing him to shriek in terror and teleport away leaving the mares to fend for themselves.

"How chivalrous of him to leave us standing here to be attacked by a giant spider." Rarity sighed in annoyance. The spider pony just laughed before turning back and heading to his waiting spot to scare another crowd.

"Is it gone?" Came the voice of Midnight in Twilight's ear.

"Huh? Midnight? Where are you?" She spoke up while looking around only to see the other mares in her group staring at her with a cocked brow each.

"Twilight? Midnight just teleported away." Rarity spoke up.

"I hear him though, and its not like the telepathic spell either, its like he's right here with me.

"Twi, I'm in your ear." He spoke up again before flying out and resting onto the end of her nose. "I shrunk myself and hid, I didn't teleport." He spoke up giving a sheepish smile before slowly returning to his original size.

"Daggum! That's a mite fancy trick right there." AJ chuckled.

"I'll bet it is." Luna giggled as he returned to his normal size giving a sigh.

"You know I won't leave you girls to fight by yourself. Even if it means facing a million spiders I will still be right here for you." He chuckled. Even if I have to do long range spells I'll still be there for you."

XXX

After finding the exit, the small group made their way back into town for more of the festivities and then onto Pinkie's party being held at Sugar Cube Corner. They had all arrived to see the party in full swing. A few ponies were dancing while others mingled and talked. Rainbow Dash was at the buffet table munching on a candied apple while Pinkie was nowhere in sight.

"Hey Dash." Midnight spoke up as he trotted to the table, picking up a few of the smaller items and a cupcake.

"Hey Night, Nice costume. I'm guessing Rarity made you wear it." She chuckled seeing his disgruntled expression.

"Yes but at least it matches hers." He grinned while nodding to the ivory pony across the room who was chatting up another pony.

"I don't get it." Dash said while rubbing her withers.

"I'll loan you the dvd sometime. We're dressed up as Mortisha and Gomez from the Adams Family. Its a show from my world." He smiled down to her. "I'm guessing your a Wonderbolt?" He smirked seeing her beam with pride.

"You bet, I'm actually wearing my uniform right now and not just a costume. Even these goggles are the ones you got me when we went to the Wonderbolts show in Cloudsdale." She beamed looking at the before rushing the Alicorn and hugging him tightly. "I still owe you for that day." She smiled.

"No worries Dash, I'm just happy to have helped you achieve your dream." He smiled while leaning down a bit.

"Thanks." She smiled back before leaning up and giving him a quick kiss. "Now go have some fun. Pinkie should be around here somewhere." She giggled before trotting off.

"I wonder where that pink ball of energy is anyway." Midnight spoke softly to himself while looking around the room to the different costumed ponies. He gave a shrug as he pulled the cupcake he had gotten from the buffet table earlier, and slowly moved it to his mouth, but just as he was about to take a bite, a pink colored tongue shot out from his left, wrapping around the cupcake, and snatching it away from him and into the mouth of a certain pink pony. He turned around cocking both brows in surprise to see Pinkie dressed up as a giant anteater. She even had a long nose thing attached to her muzzle, her tongue sticking out the end of it which was maybe two feet from her face.

"I'm not even going to ask." Midnight chuckled causing Pinkie to giggle

The party continued on into the night as many of the other ponies began to slowly file out of the shop leaving the elements, minus Fluttershy, to continue on with the merriment by drinking and just enjoying everyone's company.

Once the night had come to a close, everypony had managed to stagger home for the night to sleep the nights drinking away. It wasn't until morning that Midnight awoke to a loud snore beside him. He gave a yawn while stretching his wings out, giving a slight groan as his body shuddered from the good stretch.

"Rarity, yer snoring again." He yawned once more while turning around only to stop dead and gawk as he realized that this was not only not Rarity, but also not her bed either. His vision fell to the mare that he awoke next to, his mouth moving but not words coming out. He continued sitting there for a few minutes until he could finally compose himself enough to reach over and give the night princess a gentle nudge, waking her.

"Ugh, Tia, the sun is still to high for you to wake me." She groaned while turning over and pulling the covers over her head.

"Sorry sweetheart, but I'm not Tia." He gave a nervous chuckle as he watched her bolt upright staring at Midnight laying next to her in bed.

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHH!!!!!" The scream was heard through the entire castle but the guards had already been briefed by Celestia that it may happen this morning so that there would be no worries.

129. War and love

"W-w-w-w-what are you doing in my bed?!" Luna squeaked out in surprise as her entire body became more and more crimson. Her wings already at full attention.

"I haven't the slightest, last night was a blur after all the drinking." He spoke out in a nervous tone.

"But we were in Ponyville. How in the hay did we end up in Canterlot?! AND in my bed no less!" She squeaked out again.

"No clue." Midnight laughed nervously. "I wonder if we........." He trailed off seeing her sudden realization as she pulled the covers over herself. Some shuffling occurred before she pulled them back off giving a sigh of relief.

"No we didn't." She sighed. "That would have been rather embarrassing."

"And why would that be embarrassing?" Midnight asked while cocking a brow at the night princess.

"Uuuuuuuh..............." She trailed off for a moment until a knock came at the door. "OH! I'll get it." She smiled before rushing to the door to her bedroom opening it just a little to see who it was. "Tia?" She spoke out in some shock as her sister pressed the door open, stepping into her room.

"I thought I heard a scream earlier from.........in.........here?" She trailed off seeing Midnight laying across Luna's bed with the cover now partially covering part of his back.

"Morning Tia, come to join us?" Midnight smirked causing both of the princess' to gawk. Luna more than Celestia.

"Did you two?" Celestia was cut short as Luna bolted to in front of her shouting.

"NO! No never, huh uh, no way, no how!" Luna kept waving her forelegs in front of her to emphasize the dialogue only to get a giggle from her sister.

"Now now my dear princess of the night, don't fib to your sister. Why would you be embarrassed about our night of passion. I mean you only kept me up the entire night." Midnight grinned causing Celestia to giggle at what she had just heard. Luna on the other hoof was a blistering red from embarrassment.

"Don't worry though Luna, you should be walking normally within another few hours." He gave her a wink, this time Celestia busted out laughing as tears began to well up in her eyes. Luna however was now seeing red as her horn lit up.

"You.......yooooooooouuuuu!" She began.

"I take that as my cue to leave." Midnight snickered as he vanished, teleporting to another location just before a bolt of lightning erupted from Luna's horn, scorching the place he was just at.

Luna gave an annoyed snort before looking to her sister who was just getting her giggle fit under control.

"And why are you laughing so much Tia?" She growled.

"Oh ho ho ho ho my, I haven't laughed that hard in almost an eon." She continued to chuckle while speaking. "Luna dear, I'm sorry to cause you so much trouble this early in the morning. I was in Ponyville along with Starlight doing some Nightmare Night festivities when I saw you two stumble from a bakery. You two must have had quite a bit to drink to be falling over as much as you did. So I teleported you two here to the castle and into your room. Midnight passed out on your bed before I could take him to a guest room, so I thought it would be humorous to see your reaction upon finding him in bed with yourself." She giggled once more before continuing. "I never expected for him to further the little prank, but I am glad he did. After the morning I have had I certainly needed the laugh." Her tone began to get a more serious tone to it as she continued.

"Luna, I must ask you to come with me to the war room, we have some issues that need to be discussed." She was now speaking without any hint of laughter as her serious demeanor took over. Luna looked to her sister as she trotted up to her side as they left the room to head toward the war room.

"Tia? What's wrong? We haven't been in the war room in ages." She asked while looking at the serious expression across Celestia's face.

"I am afraid we have come to dire times sister. I have intelligence on the griffon nation stating they are preparing for war. However, it did not say what other country they are preparing to attack would be. As you know, the King of the griffon nation and I have never been on good terms with one another. I am afraid that they are gearing up their military because of the rumors of Midnight retraining the royal guard. I am to visit with the griffon king tomorrow to be briefed on what is going on. He has requested my presence only and I do not wish for him to be angered anymore than he has already become. So for the time being, you will be left in charge of Equestria, along with the rising of the moon and the sun. I should only be gone for a couple days at most." She spoke as they trotted toward the war room.

"Tia, do you trust them enough to actually go alone? Can you not take some of the elite guard with you?" Luna asked in worry.

"Unfortunately no, the king may become brash should I take any others with me. Although we have never been on good terms, he has always been civil in the past and never brought war against Equestria."

"But what if...." Luna trailed off looking away.

"Nothing will happen dear sister. I shall return within a few days at most."

As the two arrived at the war room they entered to see Shining armor and the other three captains of the guard awaiting them.

"Princess? I thought......" He stopped as Celestia raised a hoof to silence him.

"My sister will be present at our discussions from here on. I expect her to take rule of the kingdom in time and she will need to know everything that I know. Including information regarding times of war." She spoke out in an authoritative tone.

"Very well then, shall we begin?" Iron Clad Spoke up getting a nod from everyone.

XXX

Back in Ponyville Midnight was pacing back and forth within the library. His face contorted as if he was thinking hard. Twilight was nearby reading book as usual but was finding it harder and harder to concentrate while seeing Midnight pacing from the corner of her eye.

"Night, please sit down or go back to the castle. If you are worried about the princess then go see her." She sighed as she looked up from her book.

"I'm not worried Twi, it's just one of those gut feelings I get when something bad is about to happen that I have no control over." He sighed before trotting over and taking a seat next to the purple unicorn. "It's just hard ya know? Having the feeling of being helpless and not being able to do anything about it. It's like I'm human all over again." He sighed lowering his head onto Twilight's.

"Don't feel bad about this Night, bad things happen, and sometimes we can't always predict the outcome or try to avoid it." She gave him a loving nuzzle while looking up to him. "So get your tail out of a knot and go do something to take your mind off of it." She chuckled giving him a playful shove.

"Yes my princess, right away my princess." He chuckled while bowing and walking backward away from her out the door.

XXX

Upon exiting the library, he was greeted by a gust of freezing wind that made every hair on his body stand on end.
"Dang it got cold quick!" He shouted as his horn lit up, placing a warming aura around himself. He began to quickly make his way through town to see snow slowly falling from the cloudy sky above. It was beginning to stick to the ground but would melt after a minute or so, he guessed that at this rate the ground should be covered by nightfall.

After making his way through town and giving a few nods to some of his friends, he made his way toward Sugar Cube Corner. Because what else would be good to do on a cold day than to enjoy a steaming cup of hot chocolate. However, there was a slight problem with his plans as he arrived to see the storefront completely full. Every seat had been taken as well as other ponies standing around and just enjoying the atmosphere. He gave a sigh looking into the window seeing so many ponies inside. It was so cramped that he would not even be able to enter without vastly reducing his size with his magic.

Just as he was about to turn and leave he heard a tap on the window and turned to see who it was.

"Pinkie?" He spoke out while cocking a brow. The pink pony smiled at him and used her hoof to point to the side of the building while making a quick circling motion as well. Midnight gave a nod and smile as he made his way around the bake of the bakery to see Pinkie standing there with two cups of hot chocolate.

"Heya Night! I was wondering when you were going to come by for your regular visits." She giggled while hoofing one of the cups to him.

"The cakes must really be eating up all this business as of late. I'm guessing it has something to do with some of the new recipes they've added to the menus." Midnight smiled while accepting the cup of hot chocolate with his magic and taking a quick sip, giving a contented sigh and the hot fluid warmed him from the inside out.

"Yea, all those recipe books you donated have been a huge help. When business gets slow they advertise a new recipe. Sometimes they will say that its for a limited time only and business really booms then." Pinkie giggled before taking another sip of her steaming drink.

"I'm glad I could help out. Not to mention having someone finally being able to cook some of the items I never could." He chuckled. "I'm good at a few dishes, but sweets were never really part of my list. Well....... maybe a couple, but thats it."

"That's to bad, everypony loves sweets. Especially me!" She beamed causing Midnight to chuckle again.

"By the way Pinkie, I know its still a while from now, but what would you like for Hearthswarming? I might as well start early." He smiled as he placed his cup to his lips for another drink.

"I want your foal." She grinned causing Midnight to spit out his drink and into a coughing fit. After he got his coughing under control he looked to Pinkie in utter shock, but that was before she started to snort and giggle.

Unable to hold it in any longer she burst out laughing.

"Pinkie, when am I going to learn about you pranking me all the time?" Midnight sighed while face hoofing.

"Hopefully never, your just to much fun to prank, hehehehehee."

"Alright miss smarty pants." He chuckled but stopped as he noticed her confused expression.

"Why'd you call me smarty pants? I'm not Twilight's little dolly." She spoke up, cocking her head to the side in question.

"Huh? Twilight's doll? I'm confused." Midnight asked looking to the pink pony who then began to smile.

"Silly, Smarty pants is the name of Twilight's dolly she has had since she was a foal. Didn't she ever tell you about it?" Pinkie asked looking a little shocked.

"Nope, why does she still have it?" He snickered.

"Yea, she always has it close by. With you and her being together I'm surprised you've never saw it." She giggled.

"I think I might just ask her about it, or play a little prank on her." He grinned causing Pinkie to grin as well.

130. War and Love (part 2)

Cold wind swept across the land, bringing snow with it as it fell onto the ground below. The Griffon nation had always had untamed weather much like the Everfree forest in Equestria, so noone knew what to expect of it. Princess Celestia had made her way into the nation by herself and without any guards for protection. Upon arriving at the boundaries of griffon territory she was met with no hostility from escort that led her to the capital. It was a short flight and uneventful, but the escorts would always turn their heads to check her location behind them.

It had been almost a hundred years since her last visit to the griffon nation and as time passed, new rulers would take a stand over the nation to help guide it along the right path into the future. Although Celestia would send letters back and forth to keep on the nations good side, It had recently taken a fall in standing from more recent events. Mainly due to the appearance of a new Alicorn in Equestria, and a weather patrol who had been hired by the griffon nation from Equestria to help maintain the weather around the less populated cities and forests to try and force better plant growth so that wildlife would flourish. Being a griffon meant that their diet would consist of mainly meat, which meant many hunting parties would be sent out to hunt for food in their forests. However, wildlife had seen a massive decline as of late due to over hunting game. This meant that the plants would start to grow large and over a wider area since there would be less herbivorous animals to eat them. The nation has even resulted to hunting other predators in order to keep the nation fed.

Celestia had arrived in the capital with many watchful eyes resting on her as she trotted into the building. She noticed that quit a few of the griffons around her seemed to be malnourished and rather weak. Once inside the building she made her way toward the receptionists desk at the entrance to see a young female griffon sitting behind the desk.

"Princess Celestia, it's an honor to finally meet you." The young griffon spoke giving her a nod. "If you will follow me, I will lead you to the kings meeting room." She spoke as she stepped from behind the desk and began to walk toward the far right door within the large room. Upon entering the receptionist nodded her head to the princess once again before taking her leave.

The room was dimly lit by a single lamp in the center of the room just a few feet above a large round wooden table that was glossed over and looked as smooth as glass.

"Princess, so good of you to make it." Came a voice from the far side of the table as a chair slowly spun around revealing a severely scarred griffon. He was rather large but had several scars over his face and beak. One going across his left eye and across his cheek. Feathers being bare from the marks length. Another scar being present across the top of his head and right shoulder as well. Feathers also bare from the area. He leaned forward as the light reflected from the table onto his face and torso before he brought his talons up and began to tap each one together from pinky talon to index talon. "Please princess, have a seat." He smiled as best he could.

Celestia took a seat directly across from him as he began. "Princess Celestia, Goddess of the sun, and the most powerful being on the planet for the past few eons. I must admit that I am envious of your lifespan. It was my twentieth Great Grandfather who met with you for the first time and agreed to allow you to reside on this planet was it not?" He smiled once again.

"It was, he was a very kind hearted being. Always willing to lend help where it was needed." Celestia smiled remembering her first encounter with him.

"Yes, he was a good being. I have read much history about him, as well as my other fore fathers. They all seemed to love having the ponies of Equestria. Well, except a few of them." He snarled a little as he remember three of the great wars.

"I do regret those times highly as I felt I could work out the details with your nation during those hard times. Your fore fathers during those times did not want to listen to reason however and it resulted in a war each time, at one time taking almost half of each others population during the fight. I do not wish to go through another war and will do what I must in order to avoid it." Celestia sighed. "I am guessing that is why you have called this meeting."

"Very good Princess, I am surprised that you would be so willing to meet our demands head on." He stopped as he noticed Celestia giving him a stern glare. "Pardon me, I meant wishes." He continued. "As I am sure you have heard, our food sources are running rather low due to many parties over hunting wildlife and have resulted in hunting many of the predators within the forests in order to maintain a healthy population. Sadly though we must ask other nations to aid us in our time of need. We have already spoke with the other two great nations which have agreed to give us more hunting ground through their massive forests. Equestria is the last in line to fall into line to help aid us." He gave a slight smirk seeing Celestia raise a brow at the comment.

"So what are you asking for then? Equestria only has a few forests that are populated by some very dangerous creatures. Among the manticor's, dragon's, and even the Ursa's, I would think that they alone would be hunting the forest already to its limit." She said to give him headway as to how dangerous it would be. "Having any griffons within any of the forests of Equestria would only result in endangering the current populace nearby. I'm sure you understand that due to the power and ferocity of the current predators within our forests, having even a single hunting party could result in lost life other than those being hunted."

"Is that a threat?"! He shouted, catching Celestia off guard.

"Not at all, I am simply stating that the dangers within Equestrian forests far exceed any other forests within this world. The only reason my kingdom has maintain balance is because the populace are strictly herbivores and do not hunt."

"I see, so then you will not agree to let the griffon nation to add you to it's list of allies in this event?"

"We are allies, and I do not wish for war for any means, but having hunting parties within our forests will only cause further disharmony and the balance would shift, possibly causing massive loss of life for any lands involved. But I am sorry to say that I must decline your request. However, I would like to share my knowledge on how to keep your populace at an even level so that over population will not cause this problem again." She smiled, but it soon disappeared as he began to speak again.

"I am sorry princess, but I do not believe in lowering the male population just to decrease the overall population. That and we do not believe in having more than a single female to a male. As you are aware, Griffons will usually mate for life and will have up to five children in a litter. Decreasing our male population would only result in weakening our military force. Although our females are quite aggressive, nothing can compare to a male griffons raw power and fighting stamina." He grinned while raising a taloned hand and clenching it into a fist.

"I understand, and I am sorry to further decline to aid your nation in its time of need. But overpopulating will only result in this event each and every time. I do wish you the best of luck in your hunts and hope that your populace will remain healthy." Celestia gave a nod as she stood up turning to the door. "However, at this time I must take my leave, this discussion has been concluded and I do not wish to further anger you." She sighed as she headed toward the door but stopped as two large griffons stepped into the room in front of her. She turned her head back to the now grinning Griffon she had been speaking to, giving a loud sigh. "Has it come to this? Would you really challenge me know that I can move the sun and the stars?"

"It has, and I will my dear. For you see, I have come across a rare artifact that does something miraculous." He chuckled softly as he stood up and walked casually over to the princess. "Guards, take our prisoner into the dungeon. Let's let her stew for a while." He smiled wickedly before tossing a small pendant to one of the guards.

"I am sorry to say, but I cannot stay and become your prisoner." Celestia smiled as her horn lit up to cast a teleportation spell but only fizzled out causing her to gasp in surprise as she attempted the spell several more times. "What is this?" She spoke in shock as she tried many other spells only to have the fizzle out.

"Something my fore fathers cooked up over many years only for me to bring it to fruition. A device that can cancel any and all magic within its radius. Even the most powerful of magic." He grinned before raising a talon and balling it into a fist then striking Celestia across the face knocking her out cold and onto the floor.

"Take her to the dungeon, then get me a messenger. I have a letter to send to her worthless sister." He sneered as the two griffon guards picked up the unconscious princess and dragging her out of the room.

XXX

"I do hope the negotiations are going well. It has been almost two days since my dear sister went to the griffon nation to speak to their king." Luna sighed as she worried about her sisters well being.

"I'm sure everything is fine. I remember negotiations from my home world when nations were at each others throats." Midnight sighed thinking back to the many wars that had emerged from them going bad.

"What happened?" Luna asked, looking hopeful.

"Usually a war each time. Every nations wanted total rule either by democratic parties or dictatorship. Other countries refused and would always end up trying to kill each other off." Midnight gave a heavy sigh wondering if that could happen to this world as well.

"Equestria has had several wars in the past, each one as bloody as the previous. Over time though my sister has grown more motherly and has wanted to take care of every single life within this world. But to do so she must keep a balance of harmony. The other nations have all grown bitter at her methods to create that harmony, saying that it would only weaken them further when in fact it would strengthen them to no ends." Luna sighed again rubbing her forehead with a hoof.

"No worries Luna, I'm sure she is flying back as we speak." Midnight smiled before a small green cloud flew in through the window to her room, quickly manifesting into a scroll with a bright yellow seal on it.

"Its the griffon nations seal. Maybe this is some good news." Luna smiled as she broke the wax seal, opening it as she began to read. After a few seconds she gave a gasp before her magic left the scroll, letting it drop to the floor.

"Luna? Whats wrong?" Midnight asked as he quickly pulled the scroll to him and began to read it.

"Nation of Equestria.

The griffon nation has failed to sway your leader Princess Celestia into allowing our nation to hunt in your forests to help feed our ever growing nation. All we have asked for is a place to hunt for food to further feed our starving populace. We do no take kindly to being denied our right to live and feed in order to grow. For this action we are declaring war on the Nation of Equestria. We have captured your precious princess Celestia and will return her once we have had our fill of hunting within your forests. Any and all attempts to save her will result in the extermination of her and any being trespassing within our lands. Your current leader Princess Luna will be required to surrender your forests to the griffon nation for the Sun Princess' safe return. Any ponies not bearing the seal of the griffon kingdom within our land will be killed on site. Your leader has one day to surrender to our terms before the execution of Princess Celestia."

Luna watched as Midnight read the scroll, with each passing second his mane and tail growing a deeper shade of crimson until it was a licking black flame that looked as if his coat had come to life and began to move on its own.

"Midnight, please calm yourself. We cannot do anything brash or it may result in my sister loosing her life. Please." She spoke out in worry as she had never seen the male Alicorn this angered.

Midnight slowly turned his gaze to Luna as he spoke, his words dripping with ice and venom, giving an echo similar to the changeling queens.

"I am going to destroy this little shit and the entire nation of griffons. I am going to make him suffer for this. He will beg for death when I am through with him, but it will not come. He is going to suffer for a very long time." Midnight rose slowly from his sitting position and began to head out the door.

"Where are you going? What do you plan to do? Do you not care that my sister could loose her life if you attack the griffon nation?" Luna spoke out through trembling words causing Midnight to stop and turn his vision back to her.

"I'm going to the royal vault to get a few potions, and yes, I do care for Celestia. I love her with all my heart, and that is why I must save her." He snarled.

"But the vault can only be opened by myself or my sister, and I do not plan on opening it for a crazy rescue mission that would result in her being killed or having you captured as well." She spoke sternly seeing Midnights eyes narrow.

"If you will not let me in, I will force my way in, and you know what that will cause." Midnight grinned evilly causing Luna to slightly hunker down in fear.

"I will not allow you to endanger my sister. GUARDS! SEIZE HIM!" She shouted just before a row of unicorn guards began to file into the room. All of their horns lit up and ready to attack.

Midnight gave a grin as his horn lit up casting a spell onto himself as he began to walk toward the door once again. Guards on either side of him began to cast spells to halt his advance but only stood there in shock as he continued to move toward the door.

"Princess, our spells aren't working." One of the guards shouted causing Luna's horn to light up as well. She attempted to use a seize spell on the dark Alicorn but failed in each attempt.

"MIDNIGHT!? HOW?!" She spoke in shock, he turning back giving a devious grin.

"My own type of nullification spell. Handy little thing isn't it." He smirked as he left the room, a group of unicorns and the night princess in utter shock at what had just happened.

Luna shook herself from her stupor as she yelled to the guards. "Get the other guard units ready in the courtyard. If Midnight is going to really try and free my sister, we need to stop him so that she will not loose her life." She shouted to them as they quickly ran out of the room to gather the pegasi and earth pony units.

XXX

Midnight arrived in the royal vault to see many of the elite guard standing firm in front of it. One of them stepping forth and speaking.

"On the order of Princess Luna, I must ask you to halt." He spoke out, a hint of fear in his voice.

"I suggest you step aside, I am in no mood to hurt a pony today." He spoke as he stepped right up and into the guards face as he continued. "You know what I am capable of as I trained you and your friends. You know that right now I will not hold back in order to achieve my goal. Do you wish to continue?" He asked while withdrawing back a few steps.

The unicorn guard lowered his stance while staring at Midnight. "I may not be able to win this fight, But the least I can do is slow you down a bit." He gave a loud snort before charging his horn with magic.

"Lightning magic huh, good choice, but fruitless all the same." Midnight smirked as he walked forward through a blaze of lightning that cracked like thunder as it hit his nullification shield sending loud shock waves through the room.

Midnight continued his advance until something caught his eye from the side as a large earth pony collided into his side, sending him to the floor and pinning him there.

"Iron Clad, what a surprise." Midnight chuckled. "I take it Luna sent you as well as the other captains." He laughed while looking up to the earth pony holding him down.

"She did, and we don't want to hurt you but we will if you do not stop your advances. Listen to reason, you will only cause harm to come to her if you continue." He spoke up as the other two captains came to his side. Shining armor standing a good distance away with his horn glowing.

"You know as well as I do that I will stop at nothing to save those I love, This is your only warning, so BACK OFF!" Midnight shouted sending an explosion of air from him, knocking back everything within ten yards of him.

"As Midnight slowly got to his hooves he looked to Shining Armor who was standing in front of the vault, his horn a blistering white and glowing with magic.

"Last chance to move pretty boy." Midnight grinned as his horn lit up.

"I'm sorry." Is all that left Shining Armors mouth before he let loose a spell that hit Midnight hard. Midnight stood there for a moment as he wobbled on his hooves staring at the stallion that had just cast a spell onto him.

"How?" Was all that escaped his mouth before he fell to the ground unconscious.

"Get him to a holding cell, and put a ring on his horn, he is going to be pissed when he wakes up." Shining spoke up as he watched the other guard carry him away. Whip Lash trotting up to his side as he began to leave the vault room.

"Captain, how did you do that?" He asked in surprise.

"It's all thanks my Twilie really. She knew Midnight was a hot head and decided to share his spell list with me. I'm thankful that he shared it with her, because had he not, he may have been already heading toward the griffon nation at this moment." He sighed. "Let's just hope we can change his mind when he wakes up."

131. War and Love (part 3)

The dampness of the holding cell gave a slight stink to the air. Mold and fungus growing along the walls edges and up onto the ceiling. Darkness enveloping each and ever room as little plops of water dripping from nearby would echo through the entire dungeon. After a short time Midnight had awoken from the spell that had been cast on him. Once realization hit him, the adrenaline took over as he bolted upright to his hooves looking around himself only to see the darkness of the holding cell. He attempted to use his magic but failed.

"Dammit, they must have a ring on me." He snorted as he looked into a small standing puddle, the light barely shining off the ring that he would see within the reflection of the water.

"Guards!" He shouted as he trotted to the door of the cell. A small window opening along it as a guard peeked in.

"Yes sir?" He spoke out looking to the Alicorn.

"Are you going to release me or am I going to have to force my way out of here?" He spoke up as his mane began to grow a deeper red.

"Sir, I have been advised to keep you here until a plan of action has been made. Your actions have spoken for you and you will become a danger to all those around you should you attempt a rescue mission on your own. Princess Luna has also advised me to let her know when you have awoken. So please calm yourself as we summon her to speak with you." He spoke out before closing the small window to the holding cell.

Seconds felt like hours within the cell as Midnight continued to think of ways to get free and to save the mother of his foal. Strategies and plans of attack were all that he could think of, among those ideas crept the knowledge of Shining Armor being able to get through his shield and temporarily knock him out. After some time thinking of how he had achieved that, realization hit him.

"Twilight." He snorted in annoyance. "Little bugger shared my spell list with her brother huh. Then I'll just have to create a counter spell." He grinned for a moment before the lock on the cell door could be heard unlatching, then the screech of metal against metal as it slowly swung open. Shining Armor standing at the entrance with his horn glowing.

"Are you going to come peacefully? Or would you like another nap?" He smirked to the Alicorn.

"I prefer option one please." Midnight spoke as he walked quietly from the cell. Several guards at his side with their horns glowing as well.

"Very well then. Let's get back upstairs. Luna has a few plans of attack for the griffon nation she would like your opinion on." Shining smirked as they all made way upstairs into the war room.

XXX

"Those are your best plans of action?" Midnight spoke out in shock at what Luna had just said.

"I am sorry Midnight, but I have never had to plan a rescue mission or prepare for war against another country." She sighed while looking to him. "Perhaps you have a better idea?"

Midnight gave a snort looking around him, the guards still having their horns alight with magic to knock him out again should he attempt a solo mission that could put Celestia in danger.

"I do have multiple plans, most of which include me wiping out that entire nation from the face of the planet. But I am guessing you won't go for that now will you."

"No, war should not have to come to that option." Luna sighed again. "What are your other plans though?"

"Well from the letter we received I can only assume that they have a means to cancel magic usage through some means. Griffons don't use magic like unicorns or Alicorns, and to nullify Alicorn magic they must have something to stop it." Midnight rubbed his chin in thought while looking over a large map on the table in front of him showing the griffon nation.

"Griffons are known for their talents in creating magical items, I would take a guess that they have created some type of device or item that would either suck the magic from around it, or cancel any and all magic spells within a distance of it. As I can still sense my sisters magic, I would guess it would be that latter choice." Luna hummed to herself but stop when she noticed Midnight looking oddly at her. "Midnight?"

"You said you could sense your sisters magic? How can you do that?" He asked, looking a little wide eyed.

"Can you not sense others magic as well?" She asked causing him to shake his head.

"That is rather strange. I will have to show you how to do this, but at a later time as we are running out of said time in order to save my sister. So please, divulge your plans so that we can proceed." She spoke, finally managing to get Midnight to talk about his plans of action.

XXX

"Well Princess, time is almost up and your sister has not sent a return message. I take it that she will let you die here then?" The griffon king smirked while pacing back and forth in front of the cell Celestia was being held in.

"Knowing my sister, she will come up with a plan of action to thwart your plans. As for saving me, I believe she will succeed." Celestia smiled only to get a growl from the griffon king.

"We shall see. I have these little gems placed all over my kingdom." He snickered while placing a talon behind the pendant he wore around his neck. "These nullify any and all magic around them for quite some distance, So believe me when I tell you this. Your nation will be under my rule in a very short time." He grinned to the powerless Alicorn. "I wouldn't worry about your military winning against mine in talon to hoof combat either. I am sure you are aware that my military trains daily while yours has simply stayed the same over the past eon. You have no chance at winning this war princess." He began to cackle loudly before a guards rushed into the room carrying a scroll and handing it to the king.

As he pulled open the scroll and began to read his eyes went wide in surprise before being replaced with an evil grin as he spoke.

"It seems your sister has given up in order for your safe return princess." He snickered.

"What?! This cannot be!" She spoke in shock.

"Here you go, read it for yourself." He laughed as he tossed the scroll into her cell. "I will be meeting with her shortly to sign a surrender document which will give me power over your country. Then I'll release you to her, before I kill you and her." He cackled loudly seeing Celestia's expression of horror as she heard this, then began to read the scroll as talons hitting a rocky floor could be heard leaving the area outside her cell.

"Finally that little shit is gone." Came a voice from the scroll causing Celestia to back peddle from it in surprise. "Sorry Tia, didn't mean to surprise you like that." The scroll chuckled as it gave a soft flash of light, In its place stood a dark Alicorn. "Miss me?" Midnight chuckled as Celestia rushed to him giving him a loving nuzzle. After a moment she pulled away giving a questioning look.

"But how did you do that? The griffon king has some type of device that nullifies magic."

"You forget Tia, My magic is not normal." He snickered. "Now how about we walk out of here and pay the king a visit upstairs." He chuckled seeing Celesita's determined grin. "Oh and one other thing, I know you won't approve but I am going to kill him." He spoke as they stepped to the side of the cell door.

"Midnight, please do not kill him, Although it is sad that the griffon king and his predecessors are rather...... stupid. I do not think that killing him will resolve anything." She sighed looking to Midnight with a pleading expression.

"Tia, if he is as stupid as all those before him, I think it's time for some new blood to take command of the nation." He spoke as his horn lit up, his magic surrounding the door as it vanished into thin air, the same happening to the ring around Celestia's horn.

"I fear that I will be of no use to you to help at this time Midnight." Celestia sighed looking away.

"No worries, you can watch me in action." He grinned as his horn stay lit while casting several spells onto her.

"What did you just cast on me?" She asked while looking at her to see if anything had changed.

"My own little shield spells that I just created. They will block everything for a short time, It also has a buffer to block anything that would normally block magic." He smirked seeing her grin.

"So I take it my magic will work now?" She smiled as she began to cast a spell to see if it would work. Sure enough a small orb of light left the tip of her horn as an illumination spell. She gave a devious grin looking to Midnight before giving him a rough kiss. Midnight stood there in surprise as she broke the kiss.

"Come on, we have a special surprise in store for that moron." Celestia giggled as she trotted down the hall. Midnight giving a devious grin as he shook himself from his stupor.

XXX

"So Princess, you have agreed to surrender if I let your sister go? Without fear of retaliation against the griffon nation and surrendering your country to us?" The griffon king smirked as he glared at the night princess.

"I agree to this only to have my sister returned to me unharmed." Luna spoke with a sigh.

"Very well, then let's get the paperwork taken care of before......." The king stopped in his tracks as the paper burst into flame in front of him. He gave a snarl while looking around the room. "WHO DID THAT?!" He shouted in anger.

"I did." Midnight spoke up as he suddenly appeared next to Luna who was smiling.

The griffon king snapped his attention back to Luna but stopped as he noticed the ominous orange glow of a licking flame attached to the dark Alicorn standing beside her. He gave another grin as he looked to him.

"Well now, I heard the rumors but didn't think they were true until now. So there is a new Alicorn on this world." He snickered. "And I take it that the other rumors of you training Celestia's military are true as well?"

"Yup." Midnight smirked before continuing. "I think I'll give you a chance to surrender before I start wreaking havoc across your nation." Midnight smirked only to get a glare in return.

"I don't think you understand your predicament. I have the power to stop your magic. None of your spells will work here." He grinned evilly but stopped as Midnight disappeared from in front of him. Before he could blink he was met with a wing at his throat and his back to the ground before coughing as he was held to the ground by Midnight.

"Who said I needed magic to help me?" Midnight grinned evilly while looking at the horrified expression of the griffon king pinned below him. After a moment the king grinned as he used a talon to swipe across Midnights face leaving several deep gashes that began to bleed. Midnight back peddled to Luna giving a snort, closing his left eye as blood began to cover it. The griffon king got to his feet giving a smirk.

"Not very good and talon to hoof combat are we?" He grinned but stopped as Midnight's horn began to glow, a green aura surrounding the gashes and healing them back to normal before the blood disappeared from sight as well. The king stood there horrified once again before bring up the pendant that he wore around his neck and looking at it, then to Midnights horn that was alight with magic. "Impossible?!" He shouted as he attempted to bolt but seized up as the spell hit him.

Midnight slowly walked around the king giving a smirk. "I take it that your little pendant there was supposed to stop magic correct?" Midnight release part of the seize spell allowing the griffon to speak and move his head about, he loet out a growl as he spoke.

"Yes, and it should be working now." He gave a loud snort looking up to the Alicorn. Anger spread across his face as he glared.

"I guess I should let you in on a little secret then." Midnight chuckled as he lowered his head to the side of the kings and spoke softly.

"I don't use this worlds magic." He grinned, pulling away to see the look of horror on the kings face. "That and I can manipulate other forms of magic to work in a non-magical environment." He grinned again while nodding to Luna and Celestia. The king looking back to them as their horns lit up with magic."

"I'll get you for this!" Growl the griffon, still glaring at Midnight.

"I don't think you understand your situation you little prick." Midnight shouted as he got right into the kings face giving a snort of annoyance.

"Midnight, please calm yourself." Celestia spoke up causing the Alicorn to clear his throat and pulling away.

"Heh, letting a female walk all over you? Your a pitiful excuse for a male." The griffon king cackled to the Alicorn.

"I do not let anyone walk over me, the princess' and I have a mutual agreement, and I would advise you to stop trying to anger me. We may understand each other and respect each others decision's, but that does not keep me from moving forward with my plans in such a case as you actually piss me off." He snorted again getting into the griffons face.

"Midnight..........." Luna looked to the Alicorn who only glare back.

"I don't believe you, I believe your whipped to the point where your just as weak as they are." He cackled again. "Your nothing while in their presence."

Midnight was now visibly shaking with anger as his mane began to grow a deep red. Celestia upon seeing this began to speak up but stopped as the griffon was sent reeling across the room by one of Midnights wing strikes.

"Midnight, we agreed on keeping him alive." Celestia spoke up.

"Oh he will remain alive alright. But I'll make him beg for death soon enough." Midnight snorted as his horn lit up, a loud snap was heard as the two were teleported away.

"What now" Luna asked in slight shock.

"We can use our own magic now thanks to Midnight, I suggest we wait here for him to return." She sighed taking a seat.

XXX

*SNAP*

Midnight and the griffon king appeared in a wide open meadow on the outskirts of the city. The griffon king shook his head to clear the fog and dizziness from the teleport before his eyes focused on the Alicorn standing a few yards from him. After a few seconds he realized he was no longer under the seize spell and quickly got to his feet taking an offensive pose.

"I take it your wanting a fight, are you going to big a big pussy and use your magic to end this quickly or cheat against a non magic user.?" He snarled.

"Oh no, I plan on making things interesting." Midnight grinned as his horn lit up causing his body to glow. After a few seconds his form changed into that of a griffon causing the king to gawk. "How about now? I think things will be even for the both of us."

The king grinned before letting out a loud screech and bolting toward the Alicorn turned griffon. Midnight moved to the side as a talon grazed his face.

"Hmmmm, not to shabby, I can see the benefit of being half chicken half pussy." He snickered causing the king to roar out at the insult and bolting after Midnight once again only to miss. "Your only problem is your to hot headed. I am to at times, but right now, all that's on my mind is kicking your ass." He snarled back to the king as they both bolted toward each other, taking swipe after swipe, even using their beaks to bite one another.

After ten minutes of fighting the king had been mangled badly, Midnight suffering quite a few cuts and missing chunks of fur and feathers as well.

"You will have to kill me, you know that don't you?" The king spoke out as they began to circle one another again.

"I know the laws of your country, and as much as I would love to tear you limb from limb, I have an agreement with the princess' not to do so." He smirked. "I'm only kicking your ass so you know who the stronger one is." He snickered seeing the king snarl at him.

"Letting a female boss you around eh? Your weak to allow that."

"I'm not weak for doing so, It's probably the best move I could make." He smirked again as the cirle began to grow tighter.

"How is it smart to listen to a female." He snapped back.

"Considering she has lived for eons, her accumulated knowledge of that time puts mine to shame. She may be female, but her experiences compared to mine makes me the child in her eyes. If I lived for eons on end I would be as wise as her. But I can't even hold a candle to her." He smirked causing the king to gawk slightly.

"You willingly listen to a female? That is preposterous!" He shouted again.

"You would be wise to take in others suggestions, even that of the opposite sex. Although I don't listen to her every word, that doesn't mean I am unwilling to listen and learn from other times she speaks to me. The only reason I didn't listen this time is so I could blow off some steam by kicking your ass." He chuckled before launching at the king and knocking him back again. He brought his talons into a fist as he began to slug his across the face causing him to squawk out in pain until his body stopped moving. Midnight stepped back as he loosened his talons placing them back onto the ground as he watched the bloody pulp in from of him bleed and barely breathe. His body glowed softly for a moment until it returned into his Alicorn form.

"Guess that's enough for now." Midnight smirked as his horn lit up, both of them vanishing into thin air once again.

XXX

*SNAP*

Midnight appeared back in the room that he was previously in, The king laying across the table in a bloody mess. The princess' were standing in the far corner with their horns aglow as several griffon guards were at the entrance getting ready to head toward them. Everyone stopped though as they looked at the fallen king laying on the table.

"The king............" One of the griffons spoke out seeing him.

"He has been defeated?!" Another spoke in shock.

"What............. what do we do?" The third spoke looking to the others.

"I would advise you look for a king that will listen to reason." Midnight spoke as he looked to the three. "Or you could always surrender your nation to Equestria." He smirked.

"Midnight........" Luna spoke out garnering his attention.

"I know I know." He sighed.

XXX

After some negotiations between the princess' and a board of elders, it had come to the point where they all agreed that the country of Griffonia would be best run by a group of individuals of both male and female instead of a king hell bent on world domination.

The three celestial ponies left the country, teleporting back to the castle with haste. Once there they were greeted by a smiling foal that bounded up to them quickly.

"Hey there big guy." Midnight smiled widely seeing little Starlight and picking him up causing him to squeal happily.

Celestia came over as well giving her son a gentle nuzzle causing him to giggle louder and hugging her snout.

"Momma's little colt." Celestia giggled.

"Daddy's too." Midnight smirked.

"Mmmmma, mmmmmmommmma." Starlight began as he attempted to form his first word causing the two Alicorns to watch in surprise.

"Say momma." Celestia smiled to the little colt.

"Mmmmomma, momma." He finally spoke then giggling as Celestia nuzzled him happily before tears streamed down her face.

"Say Daddy, daaaaaaaddyyyyyyyyyy." Midnight smiled widely.

"Daaaaa, daaaaaaduh, daaaaddy, daddy." Starlight spoke out causing the dark alicorn to almost burst into tears.

"Momma! Daddy!" Starlight smiled as he looked from Celestia to Midnight.

The two Alicorns smiled as tears streamed from their faces. Although it had been a rough few days for the lot of them, it was all worth it to finally hear their colt's first words.

132. Vacation and a new friend

After the confrontation with the Griffin king, then hearing his sons first words, Midnight had come to find that he was becoming mentally exhausted from having to deal with his normal everyday tasks. Even reading a simple book or playing some music felt taxing to him during this time. So he did the only thing he could think of.

"WHAT!?" Shouted Twilight, Applejack, and Rarity to Midnight's statement. They were gathered in the library earlier in the day upon his request so that he could explain things in further detail.

"Sorry girls, I'm just tired and need to clear my head for a while. I need this retreat or I'm going to go insane." I can't even play my music without twitching now. Everything just seems so hard right now and I don't know why." He sighed as he tossed a few items into his stash portal.

"But what if we need you darling?" Rarity chimed in giving a pout.

"I've given Twilight the spell to cast on you two to contact me. There is a safe word that you will need to speak in order to activate the spell and open a telepathic link directly to me. However I don't want you girls to contact me unless it's an emergency. I'll be gone for at least a week, if not two at the most. I'm sure you can handle things until I return." He gave a sad smile as the portal closed.

"But why are ya going, can't'cha just have a day at the spa er sumthin?" AJ asked giving a pout as well. Midnight looking to her with a cocked brow.

"I'll let Rarity fill you in on the twins for me. The spa can't take my mind off things, only make them worse. For the time being I am going to fly south to the warmer areas of Equestria. I would like to do some sight seeing and explore some of the unexplored terrain. Maybe I'll get lucky and find a nice quiet spot to relax."

"If yer going south, I'd recommend checking out Appleoosa. Mah cousin Braeburn lives there and kin help show ya around." AJ smiled thinking of her cousin's friendly attitude.

"Sounds nice, what should I look for though, considering the name resembles something from a western in my old world, I would guess it to be the same." Midnight chuckled.

"It's an older town not to far inteh the desert if that helps any."

"Sounds like something I'd like to see. I'll stop by there and check it out. Need me to pass anything along when I arrive?" He asked looking to the stetson wearing pony.

"Sure, I'll write a letter and give it to ya in a bit, stop by the farm afor ya head out." AJ smiled as she gave the Alicorn a hug before making her way out the door toward her farm.

"Isn't there anything we could do to change your mind darling? Even though it is just a couple of weeks at most, what will everypony in town think?" Rarity asked, still trying to sway his decision.

"If they ask, just tell them I went on a vacation to take in the sights. I don't know. You know I've never really worried about what other ponies think about me, yet another reason I'm not royalty." He chuckled only to watch the ivory pony sigh.

"Very well then darling. I guess we shall see you in a week or so." She gave a saddened smile as she trotted up to the Alicorn giving him a kiss before leaving the library as well.

Midnight watched Rarity leave before looking back to Twilight who had her nose burried in a book. He cocked a brow wondering why she wasn't trying to con him into staying as well.

"Twi, ain't ya gonna try and say something to make me stay as well?" He smirked as he trotted over to the librarian before flopping down next to her. She gave a sad smile looking up to the Alicorn before leaning onto him.

"No, you have earned a vacation with all the hard work you've done. As much as I'd wish I could go with you, I know you will need time to yourself and to relax in your own way. Just remember to be careful and come back to us before somepony decides they want an alicorn for themselves." She smirked to him while cocking a brow.

"No worries about that doll." He smiled giving her nose a kiss. "I doubt I could put up with anymore crazy mares in my life." He grinned before getting a punch in his arm from the purple unicorn. "OW! He yelled while falling over playfully rubbing his arm.

"Oh get your flank up and get going you big baby." Twilight giggled before tossing several books at him, he trying to dodge only to fall over himself trying to get up and away from the books sailing toward him.

"Your just so abusive." He chuckled putting on a terribly poor expression of a hurt face.

"I can't be abusive to somepony who likes it." She giggled giving a devious grin.

"True." He laughed before trotting back and giving her another kiss, then turning back to the door as he began to head out. "I'll see you in a couple weeks babe." He smiled before exiting the library and closing the door behind him.

"FINALLY!" Twilight sighed in relief as she tossed her maid outfit off and to the side giving a satisfying shake. "Two weeks of freedom from that stupid costume. She sighed happily but then stopped as she looked to the door. "But also two weeks without him." She sighed giving a slight pout before going back to her book.

XXX

After a short flight to the farm, Midnight landed just outside the farmhouse taking in a deep breath. "Smell's like Someponies cooking something." He smiled happily as the smell of a freshly baked apple pie filled his nose. He trotted around the side of the house to the kitchen, slowly peeking in to see AJ placing another pan of confectionery treats onto the kitchen table. Just as she was turning back around though he took in a deep breath.

"HEY AJ!" He shouted causing her to give a loud whinny of surprise while jumping several feet into the air. She turned quickly giving a glare at the Alicorn for a moment before he broke out in laughter. She gave an annoyed sigh trotting over to the window and giving a snort.

"Gettin one last prank in afor ya head out huh?" She smirked.

"Yea, sorry, it was the perfect moment. Besides it's your fault." He smirked.

"Mah fault? How?" She asked giving a surprised look.

"Baking all those wonderful smelling items and letting the smell linger through the farm. I'm surprised you haven't pulled quite a few stallions into your grasp with that technique." He chuckled seeing her blush.

"Ah just make the vittles teh sell in the market. Ya'd be surprised how quick they sell." She beamed.

"With your ability in cooking doll I wouldn't doubt it for a second. By the way, have you finished that letter?" He asked before making his way to the back door and coming inside.

"Sure as sugar." AJ smiled pulling the letter from the table between her lips, letting Midnight take it and place it into his stash portal. He turned back seeing her smiling at him which for some reason made him a little uneasy.

"Uh....... yer creeping me out AJ, I have a feeling ya want something else that I may not like." He spoke giving a nervous expression.

"I was wonderin if'n ya wouldn't mind taking a few vittles with ya teh mah cousin Braeburn. He don't often get teh visit Ponyville an love our home cookin. Could ya take him a bit?" She asked while leaning up to him and giving him an inncoent expression. He gave a sigh knowing he was going to regret this.

"Sure babe, what ya got?" He smiled but stopped as AJ walked into the next room then back into the kitchen with a very large picnic basket as she began to fill it with most of the items on the kitchen table. "You little sneak, you planned this didn't you." He chuckled.

"Nah." She grinned before placing the last item into the basket. "Ah knew ya cain't resist mah charm." She winked before giving him a kiss. "That an ah know yer lil portal thingy don't let time pass like it does'ere. So ah figgered Braeburn'd like some fresh vittles from the Apple oven."

Midnight smirked before levitating the picnic basket up and into his stash portal. "You have me pegged don't'cha?" He asked seeing her smirk.

"Maybe a lil." She giggled. "Now get! Ah'll be waitin on yer sorry flank when ya get back." She chuckled.

"Alright doll, see you in a couple weeks." He smiled back before heading out of the farm house and taking flight.

XXX

After leveling off at a thousand feet, Midnight took in a deep breath while looking around at the ground below. There was little to no cloud cover so he could see fairly well while flying. Using his magic he pulled a map and compass from his portal to take a look at them. After a slight course adjustment he replaced them into his portal. Using his magic he put on a boost of speed to propel him forward while locking his wings into place. "Time for airplane mode." He laughed as he pulled a pair of goggles from his portal and slipped them on just before his speed began to pick up.

After a minute, his speed had topped out at around 100 miles per hour. A normal train ride to Appleoosa would take an tire day, and the only train that ran to Appleoosa topped out at around 35 MPH, and that was with three large earth stallions pulling several cars and an engine. After a quick number crunch he figured that he would arrive there at around six in the afternoon at his current speed. Normally he would teleport to the location but he would have had to have been there before he could teleport to its location.

After several hours of flying and taking in his surroundings, Midnight was astonished at how beautiful the land was. Thick forests with small well travel roads making a path through them. Fara and wide open lands filled with wildlife and farms of every kind. He even flew by several cloud homes along his route, taking care to slow down to make sure that he wouldn't get surprised by a pegasus flying in the area by running into them.

By the time he had reached the desert however, he could feel the heat radiating from the barren land below. Even though it was now around five in the afternoon, the heat was still intense. In the distance though he could see a small speck of a town as he came closer. After another minute or two he arrived still flying high above the town and releasing his movement spell so that he could glide slowly downward into the town. Another few minutes past as he landed just outside of town and began to trot toward the center of town, pulling out the map AJ had given him so that he could find her cousin's home and see the sights as well.

Being new in town however would pose a slight problem as he began to recieve many stares from everypony as he continued trotting through town toward Braeburns home. Although he lived in town, meeting him might pose a problem if he acted the same way as the rest of the ponies did in town.

After a few minutes of walking and taking in the sights of the small town, he arrived at the house in question and proceeded to give a few hard knocks, hearing hoofsteps inside as they came closer to the front door.

"Yes, who is.....it?" Braeburn spoke up but trailed off seeing the dark Alicorn before him.

"Are you Braeburn?" Midnight asked giving a smile.

"Well howdy there partner!" He smiled brightly which surprise the Alicorn. "Ah sure am, ya must be new in town cause ah ain't seen ya before. Why ya asking for me though?" He spoke out happily before giving a questioning look to Midnight.

"Names Midnight Flame, AJ told me you were friendly. Never thought you'd be almost as excited to see a new pony as Pinkie Pie though." He laughed.

"We here in Appleoosa love teh see new folk visiting our little town. It may be a bit out of the way but everpony here loves the place. Ever since the buffalo an us made a peace treaty, things've livened up a bit." He smiled again as he exited his home to sit on the porch, Midnight taking a seat nearby.

"Ya mentioned mah cousin, how is she doing? Ah ain't seen her in quite some time." he asked as he sat back into a rocking chair.

"She's been great as far as I'm aware. She has a hard time fessing up to her problems, but then again she is a bit stubborn." Midnight laughed thinking of all the times AJ came up to ask him something she felt uneasy talking about, only resulting in him getting a chuckle out of the situation.

"She is a might stubborn, but she is ah earth pony after all." He chuckled. "Anyways, how do ya know her?"

"She's my marefriend." Midnight smiled seeing Breeburn smile wide but stopped as he was suddenly encased in a hug.

"Well how'bout that?! That practically makes us family." He laughed before patting the Alicorn roughly on the back. "But why are ya all the way out here without'er? Don't tell me ya'll'er fighting now?" He spoke giving a very concerned look.

"Nah, I'm just on vacation is all. Figured it would be nice to check out the rest of the world since I can do so under my own power." He smirked as his horn lit up and his stash portal opened at his side. "She also asked me to give you a couple things." He said as he pulled the letter out of the portal and floating it to the cowpony.

After a quick flick of a hoof Braeburn had pulled the letter from the envelope and unfolded quickly reading it before giving a huge smile. "Well now that's mighty kind'o her teh have ya bring me some vittles. Ah do miss'er cooking quite a bit. I tell ya, them Apples know a thing'er'three bout cooking some grub."

"Don't I know it, I swear i've put on a lot of weight since becoming her stallion." Midnight laughed causing Braeburn to chuckle.

"Don't worry bout that none, Ah'm sure she has ya working it off in the orchard all the time." He laughed.

"Eeyup." Midnight smirked causing his friend to laugh.

"So where are them vittles, ah'd love teh dig inteh'em after we heat'em up." Braeburn smiled before licking his chops.

"No need to reheat, these are fresh from the oven." Midnight smiled as he pulled the basket from his stash portal and floated it to Braeburn who opened it and inhaled deeply giving a satisfied sigh at the aroma. He turned back to Midnight cocking a brow in question.

"How's it still hot?" He asked.

"My little stash spot here doesn't let time pass like normal. One second in there is like a year here."

"Well ah'll be. That's a might handy ain't it. Bet she loves that lil trick when she needs teh bring things teh the market teh sell." He chuckled as he trotted inside with Midnight to start placing the items onto the table to eat.

"Why don'tcha join me. Don't think ah can eat all these vittles on mah own." He smiled as he hoofed a few plates out.

"It's cool, I don't want to impose, having just met you and all. Besides, I need to head back to the inn and get a room for the night. I can grab a bite to eat there." Midnight smiled as he turned toward the door.

"Non-sense, ah won't have family having teh spend hard earned bits at the inn when they can stay with me, ah mean, it's the least ah could do for ya considerin ya brought me a letter and all these vittles while on yer vacation. Come on now, ah got two extra guest rooms that don't get used and could use another pony to talk to." He smiled.

"Ain't ya got a mare of yer own to keep ya company?" Midnight asked but regretted it seeing Braeburns expression turn a little sad.

"Nah, I've got my eye on a mare but she don't really know ah exist." He sighed.

"Really now? Have you spoken to her?" Midnight asked as they began to fill their plates.

"Well, everytime ah'm in Ponyville ah get to talk to her a little, but she is always zippin'bout and popping outta places that seem impossible from any other ponies point of view." He chuckled.

"Wait, that sounds a lot like a pink earth pony I know." Midnight cocked a brow at the thought but stopped as Braeburn spoke up.

"That would be Pinkie Pie." He smiled giving a contented sigh. "Ah sure wouldn't mind taking her out on the town for a night. Ah just can't get the chance to get her alone to talk though." He sighed as they sat down at the table and began to eat.

"You know, I could put in a good word for you if you want. Since I've arrived here I can teleport back to Ponyville and give her a letter if you want." Midnight smiled seeing his friends face beam.

"Ya would really do that?" He asked while standing up rather excited.

"Sure, what's family for if they can't help each other OUT!?" He squeaked loudly as he was brought into a tight hug.

"Thank ya so much, ah don't know how ah could repay ya." He smiled before releasing the Alicorn.

"Just promise me if you decide not to pursue the relationship with Pinkie that you will let her down gently. I know she is easily excited, but the thought of her having to loose a friend would devastate the poor mare."

"Midnight my friend, I have been after that pony for about three years now and never had a chance to let her know. But I can sure enough give you a letter to give to her that will tell her my feelings. Just don't read it." Braeburn said before giving a stern look.

"It's not in my nature to pry into others relationships. So if you ask me not to read it then I won't." Midnight smirked. "I'm guessing its quite mushy thought from the way yer acting." He continued only to cause the stallion to blush before sheepishly nodding.

"Not a problem, every stallion has a soft spot for the mare they love. So don't worry about me knowing. I know what it's like to have rumors spread about you from being an Alicorn and all." He laughed.

"Alright then, let me get the letter." Braeburn nodded as he made a quick trip into the next room before coming back with the letter in his mouth and giving it to Midnight who placed it into his stash portal.

"I'll deliver it as soon as we're done eating." He smiled causing Braeburn to gawk.

"Ya mean......... ya can deliver it just like that?" He gawked still.

"Yea, teleporting that distance isn't that hard and will only take a few minutes at most." Midnight smirked. "Why, you nervous?" he asked.

"A little, ah sure hope she accepts mah feelings though." He gulped at the thought of being turned down after three years of trying to find the courage to ask Pinkie on a date.

"Don't worry, if she can put up with me then i'm sure she can put up with any pony." Midnight laughed.

"Huh? What ya'll mean by that?" Braeburn asked.

"Well, she and I went out on a date once before but we both agreed that we weren't each others type, but we still remain the best of friends without things getting odd from having gone out before. Nothing happened between us though, and it was just a single date. She is a bit to energetic for me." He chuckled getting the same from Braeburn.

"Yea, thats what ah love about her, all the energy and eagerness to make everypony happy. I bet she would make for a wondering mother." He smiled.

"Dang boy, you got it bad don't ya?" Midnight chuckled seeing him blush.

"Just a little." He smirked back as they finished up their meal.

After a few minutes of convincing the Alicorn to stay with him as a guest, Braeburn watched as Midnight teleported from his home to deliver the letter. After a few minutes he began to worry. Ten minutes later and he was sweating bullets while waiting for Midnight to reappear.

*SNAP FLASH*

"Oh thank Celestia yer back Midnight. How did it go?" He asked as he was literally vibrating in anticipation.

"Well.......... " Midnight trailed off as Pinkie slowly trotted from behind him into view. "She wanted to give you a response in person after reading that letter." Midnight smiled as he watched Braeburn gawk in terror and anticipation as the Pink earth pony slowly walked up to him giving a soft smile. Braeburn was sweating profusely now as he awaited to either be bucked upside the head for the letter he had written, or to be hugged. As Pinkie got closer she gently pulled the stallion into a hug as he tensed up but quickly almost went limp in the embrace as he returned it.

"I wish you had told me a lot sooner." Pinkie gave a soft giggle pulling away.

"I'm sorry......... I tried so many times but could never get the courage up." He sighed looking away in shame.

"Well no need to worry now." Pinkie smiled before turning his face back to her with a hoof before giving him a kiss. After a few moments she broke the kiss smiling. "From what you wrote in that letter, I can tell that you are perfect for Pinkie." She smiled but stopped as she watched Braeburn's eyes roll back into his head and his body going limp in her arms. She gave a giggle looking back to Midnight. "To much?"

"To much." Midnight chuckled as he picked the stallion up and placed him on the couch. "This is going to be a long day." He laughed, taking a seat nearby. Pinkie getting a cold washcloth and playing doctor for her new stallion.

133. Match maker Midnight

After the previous days events with Braeburn, He had been placed on the couch for the night using Pinkie Pie's lap as a pillow. Midnight had taken a guest room upstairs for the night as well. When morning rolled around, Braeburn awoke to the sweet smell of cotton candy wafting through his nose. He gave a yawn and stretch as he rubbed his eyes with his forelegs to get rid of the sleep. Once his eyes opened however, his adrenaline kicked into high gear at what he saw. Pinkie was laying back against the sofa while his head rested in her lap. After a few seconds of shock he began to smile seeing the Pink party pony resting quietly, her eyes closed, and her breathing normal. Although it was an unusual sight to see her in this state, it was not unwelcome.

After another hour of just laying there and smiling as he remembered the previous nights events. Braeburn heard the soft clip clop of hooves against the wooden floor of his home from the stairs. He managed to look to the stairs without moving to much to see the Alicorn coming down them and into the living room. Midnight stopped once he saw the two ponies on the couch, and Braeburn with a bit grin. Midnight gave a quiet chuckle shaking his head as he walked into the kitchen. After a few minutes he trotted back into the living room with a small note and a tiny bag. Midnight gave a nod to Braeburn as he headed out the door without any words being exchanged.

Once Midnight had left and quietly closed the door, Braeburn opened then letter to see what he had written.

Braeburn,

Sorry to sleep and run like this but I will be back later today. I figured you two would need some time to talk things over and see where you would want your new relationship to go. Sorry for surprising you with Pinkie the other night, but after she read that note I thought she was going to explode. Never seen her like that before. Whatever you wrote in that letter must have been something to cause her to act that way. Then for her to act so calm when she arrived here surprised me even further. You've got some skill with the quill my friend, take care of her. I know she'll take care of you.

One other thing. I left you guys some bits to go out and eat or to do whatever. First dates do give the biggest impression after all. I'm not sure as to what would be the best place to go in this little town, so use your best judgement.

Midnight

"What now that's awfully nice'o him." Braeburn chuckled seeing the small bag of bits resting on his chest. He reach up and opened it giving a shocked expression as to how much was actually in there. "Ten gold bits?!" He squeaked. "Is that Alicorn insane?!"

"No, he's just really nice, and rich." Pinkie giggled as she looked down to the stallion still resting his head on her lap. "Morning."

"Uh..... Morning Pinkie." He smiled up to her nervously before she lowered her lips to his giving him a gentle kiss. Once she pulled away she looked at his shocked expression and giggled.

"Why so surprised? After what you wrote in that letter, a kiss is the least I could offer in return." She blushed giving a sincere smile.

"Well........... it took me a long time to write the perfect letter to express how I felt without coming off as a bumbling foal." He chuckled as he pulled himself upright. "It took me almost a year to write that letter."

"Wow, a whole year? How long have you had your eye on me?" She grinned giving a seductive flutter of her eyes, making him blush further.

"Honestly, around three years. It was when AJ brought that apple tree over from Ponyville while we were havin trouble with the local buffalo tribe, that's when I couldn't take my mind off'o ya." He smiled sheepishly.

"Awwwwww, that's so sweet." She smiled before wrapping the stallion into a hug. He doing the same to her.

"Well, since Midnight was nice enough teh give us a thousand bits teh spend for our first date. What would you like to do?"

As the two ponies sat on the couch discussing what they wanted to do for their first date, Midnight was now in the middle of town trying to figure out what to make of everything around him.

XXX

"Let's see here." Midnight spoke softly as he looked at a map of the small town. "Bar, bar bar, another bar, bakery, store, store, one more store, tools and equipment store.........." He trailed off looking at the last spot on the list. "Brothel?!" He grinned as he looked at it then down the street to that specific building. "Didn't know brothels were legal in this world, think I'll check it out." He chuckled as the map floated back into his stash portal and trotted down the street.

As he arrived at the brothel, he looked around to see that it was very well kept and clean compared to what he had seen in western shows from his home world on tv. After a minute of looking at the decor and taking in how beautiful the entire building was on the inside, a young mare strode up to him dressed in what looked like a brothel girl outfit. Lace and frilly cloth covering most of the dress, most of it a dark red while the lace was black and white. The heavy scent of perfume lingering around her.

"Good afternoon sir............" She trailed off seeing that he was an alicorn and quickly bowed in his presence.

"No need for that my dear, I'm not royalty, just another pony on vacation." He chuckled as he watched her hesitate while rising.

"Very well then, what can we do for you?" She asked while cocking her head.

"Am I to assume that this map is correct?" He asked while pulling the map from his stash spot and showing it to her, she looked at it and then to the ALicorn before her before giving a nod causing him to replace the map into his stash.

"Alright then, what are your hourly rates?" He smirked causing the young mare to beam as she began talking the prices over with him as she led him into the next room.

XXX

After about an hour of relaxing on a large couch with quite a few mares in his presence, all of which were trying their best to garner his attention just to them, he stopped as he noticed a door open nearby as two ponies came out of the room it led to. First a stallion with a large handlebar mustache and a ten gallon hat. The a very pretty mare with a painted pony coat. while most of her face was white, she had a long brown patch of fur running the length of snout and up her forehead into her mane. Her mane was a bright white along with several streaks of brown in it. Midnight leaned down to the mare he had spoken with once he had stepped into the brothel earlier.

"Who is that pretty thing?" He asked nodding to the mare as she trotted back into another room.

"Ah I see you've noticed our most popular employee. That one is called Venus and is by far one of the more skilled ponies here." She giggled seeing his expression.

"What's her hourly fee?" He asked giving a smirked to her.

"Uh....... well, its a hundred bits, but I think you should kno..........." She was cut off as Midnight pressed a gold bit to the young mare. "I'll let them know. You can take that room in the far corner." She nodded toward a door on the far side of the room.

Midnight nodded back as he stood up eliciting an aw from the other mares in his presence. "Sorry ladies, maybe next time." He smirked giving them a wink and causing them all to giggle. Once he had arrived in the room he looked around to see how lavish it was compared to the main room of the brothel. Many pillows lined a large bed in the corner of the room while mirrors adorned the ceiling above it. Over on the far side of the room opposite of the bed there was an open door leading to a bathroom. A fireplace was on the other side of the room near the bed, a small fire moving about in it but wasn't producing any heat.

"Guess its a magical fire." Midnight chuckled as he headed toward the bed and plopping down before giving his wings a stretch. As he folded his wings once again he heard a knock at the door as the young painted pony strode in giving a nervous smile. She stopped as she looked at the Alicorn before her laying on the bed.

"Well now, I thought the girls were just trying to trick me into believing I had a powerful stallion as a customer waiting in here, guess I owe them an apology." The pony giggled softly as they strode up to Midnight looking him over.

"Your a bigun alright." The pony smirked. "But nothing I can't handle."

Midnight gave a sly smirk as he began. "Well I can always change my size if that's any consolation." He chuckled seeing her press forward onto the bed and giving him a rough push over onto his back before laying onto his chest.

"That's alright, I think this is just fine." She smirked before roughly kissing him.

After a short period of time, Venus pulled away giving a smile down to the Alicorn before slowly moving down his chest to the area below but was halted as Midnight pulled the pony back up.

"Now now, I know your eager but I think it only to be appropriate for me to get you going as well." He chuckled as his horn lit up as he began to slowly strip the pony.

"Uh........ I don't think you should......" The pony trailed off as the clothing was suddenly pulled away.

"What? Don't tell me your just into oral and nothing else." He said while cocking a brow. "A pretty young mare like yourself not wanting a good rut while working here?"

The young ponys attention snapped to as she looked at Midnight in surprise before speaking nervously. "D-did you just say mare?"

"Yes, why do you.................." The gear in Midnights head began to turn as the sudden realization hit him hard. This young pony had just asked if he had called her a mare. This could only mean one thing he thought before using his magic to lift the pony from him into the air as his eyes went wide at what he saw.

XXX

Braeburn and Pinkie were walking down the street to try and find out where to go when they heard an ear shattering scream coming from the end of the street just before seeing Midnight running from a building shrieking in terror. Midnight bolted down the street toward the two ponies and picked them up with his magic as he bolted down the street further and rushing into Braeburns house with the two ponies in tow.

"Weeeeeeeeeeeee that was fun, can we do it again?!" Pinkie shouted with glee while Braeburn looked a little green from the sudden rush. After a second the two ponies looked around to see Midnight nowhere in sight.

"Midnight? Where'd you go? Braeburn spoke up only to hear a mumbling from upstairs. Slowly the two ponies climbed the stairs until they arrived at a closed door to a guest room. After giving a knock the mumbling stopped as the door slowly opened revealing the two ponies. They looked around the room to see the small licking of a flame on the other side of the bed from the floor and slowly moved to the side of the bed to see Midnight in the fetal position as his mouth moved in soft mumbles.

"Night?" Pinkie spoke out coming to his side and looking at him with worry as he continued to mumble softly.

"Hey, you ok Midnight?" Braeburn asked as he came over and leaned his head down to listen to what he was saying, after a second he pulled back asking Pinkie to leave the room. She gave a sad expression but left, closing the door behind her.

The stallion pulled the Alicorn upright so that he could talk to him eye to eye.

"I'm guessing got pulled inteh getting with a pretty face to didn't'cha?" Braeburn chuckled.

Midnight looked up to Braeburn quickly reaching out with his hooves and grabbing his face as he pulled him directly to his face staring him in the eyes as four words left his mouth with venom.

"Venus has a penis!" He said before releasing Braeburn who just laughed.

"Yea, surprised me to when ah went there not long after he was hired. Poor fella pulls off a mare purty well don't he." He laughed. "Never been with a stallion before that day. He had a mean set'o lips though." He chuckled while blushing furiously. "Never did go back to that brothel after ah found out though." As he stopped he looked to Midnight who had a look of untold fury in his eyes causing him to back away slowly but stopp as he was pulled right to Midnight's face once again with his magic.

"You mean you KNEW?!" He snorted.

"Y-yea, but ya never asked, and if'n I knew you were headed there, I woulda warned ya." He chuckled nervously.

Midnight gave a sigh letting the stallion go. "Sorry." He began. "I was just surprised that there are brothels existing in this world and did even think that there would be stallions in them as well. But if you will excuse me I am going to go and take a long shower and cry for a while." He shuddered at the thought of Venus.

"Well, afor ya go, ah'd like teh request a favor." He smiled. "Do ya think ya could teleport Pinkie an me teh Ponyville? After some talking we decided that a long distance relationship wouldn't work, so I'm moving teh Ponyville."

Midnight sat there in shock for a moment before smiling. "Well now, isn't this a bit quick on the draw?" He asked seeing Braeburn smile.

"Ah've got three years teh make up for big guy. Pinkie is moving a might fast as well, She already considers me her colt friend." He chuckled.

"That's Pinkie for ya. But if your moving, where will you stay? Pinkie lives with her employers currently and I doubt they would allow you to move in."

"Well, ah was planning on selling mah house here an using the bits to buy a house there, but ah sure don't want teh sell this place. It belonged to mah great grand pappy." He sighed.

"How about I move the house for you?" Midnight asked giving a smirk and causing him to gawk.

"You kin do that?" He asked in total shock.

"Yea, how about we do it now? I'd love nothing more than to get as far away as possible from this town right now." He shuddered.

After a couple minutes of talking, the three ponies left the house as Midnight's horn lit up opening his stash portal over top of the house and slowly lowering it around the house to the ground before closing it. A quick teleport later they arrived in Ponyville, Braeburn left the group to head toward town hall to buy a plot of land while Pinkie went to Sugar Cube Corner to tell the Cakes about what had happen earlier the previous day. A couple hours went by when Braeburn met with Midnight one again to show him where his new plot of land would be. A few minutes walk and they arrived at the area. To Midnight surprise it was directly across from his old house outside of Sweet Apple Acre's.

"Well that's a surprise." Midnight smirked. "Had to be close to your cousin didn't you." He smirked.

"Yea, Every time we hold a family reunion, the inn will always be sold out for rooms for the family, plus all the guest rooms are taken in mah cousins house. Even the couch. It's a right mess at times, so ah figgered why not add another house close by for some of the family to stay in." He chuckled.

"Yea, plus I can visit Applejack all the time to help out around the farm when I'm not at Sugar Cube Corner." Pinkie piped up giving a smile.

"Well then. Let's get started." Midnight smiled as his portal was opened up on the ground and slowly lifted upwards revealing Braeburns home.

"Fantastic, sure wish ah could have that kinda power sometimes. It'd make things a might easier to do. But being an earth pony has its perks as well." He chuckled as Pinkie leaned up to him rubbing her cheek to his.

"Alright you two, I'm heading back since everything is taken care of. Tell AJ I said hi." Midnight smiled before disappearing in a flash of light back to Appleoosa.

"Well then." Braeburn smiled. "How about we go grab something teh eat and get a few groceries for our new home."

"Sounds good to me." Pinkie smiled happily before giving her stallion a quick kiss on the cheek.

Another day, another shipping. Things are coming together for all of these ponies. What could be held for them in the future though? Only time will tell.

134. Crime prevention and a surprise from home

134. Crime prevention and a surprise from home

After Midnight's unusual stay in Appleoosea and making a new friend by helping him come out to his crush of three years, he had decided to fly west to Las Pegasus. It took around ten hours to fly to the city even at a hundred miles per hour. Once her landed however it took him a few minutes to properly stretch his wings and be able to fold them back into place at his sides.

As Midnight began to walk the streets of the bustling city he couldn't help but look in awe at how alive and moving everypony was, even at this hour. (1 am) Lights were flashing all around him trying to convince him to step into a casino or bar, there were many nightclubs and even a few brothels down the street he was walking on. Upon passing a brothel however he just gave a shudder thinking about the previous days events that had scared him for life. He still couldn't get the taste out of his mouth from that kiss. As he walked along however he came upon an Inn, it was late and he still had a few days left to relax and enjoy his small vacation. Upon entering the Inn however he looked to see that nopony was behind the counter and there was no bell on the counter like in most Inn's. So he took a seat while pulling a magazine from a end table next to him beside the couch. After a few minutes he let out a large yawn before looking to the counter to see it still vacant of the caretaker. He walked back over and stopped as he hear some shuffling behind the door that was behind the counter.

Midnight trained his ears to the door as he listened quietly to the sounds, making out several voices talking, one was ordering another pony to do something while another was pleading with them to stop what they were doing.

"Dammit.......... Did I seriously walk in on a fight or robbery?" Midnight groaned at his luck as his horn lit up casting an invisibility spell onto himself just before the door opened revealing two masked stallions, one was holding a knife in his magical grasp while the other was a much larger pegasus around the size of Luna.

"Come on, we need to fly!" the pegasus shouted to the unicorn who was about to jump onto his back but froze mid jump as he was encased in a magical field. The pegasus turned back seeing this. "What the fu......." He was stopped mid sentence as he froze up as well.

"What have we here? Two thieves trying to make off with a bag of bits. Not a very nice thing to do." Midnight spoke up as he released his invisibility spell showing himself to the two ponies who could only stare in disbelief. But before Midnight could continue he heard a soft groan coming from the room behind the counter.

"You two chill here for a moment while I check on that noise." Midnight snarled to the two before stepping behind the counter and through the door to see an earth pony laying hogtied on the floor with a gash across his head. After removing the bonds, the pony sat up onto his haunches swaying slightly as Midnight healed his wound.

"You ok sir?" Midnight asked as he used a scan spell to check the ponies vitals.

"I'll be alright, thank you. I'm just a bit angry those punks got away with my money." He sighed.

"Well, they got about twenty feet away." Midnight chuckled as the ponys expression turned to surprised as he left the room followed by the Alicorn. Upon exiting the back room and rounding the counter he saw the two ponys floating in mid air within a magical field then looked back to the Alicorn.

"Did you do this?" He asked in shock.

"Yes, and I believe that bag belongs to you." Midnight nodded to the bag floating alongside the unicorn. The earth pony trotting up and taking it in his mouth as he went back into the back room and placed it within his safe once more, then returning to the front.

"What should we do with these two?" Midnight asked nodding to the thieves as he floated them over to them.

"I can notify the authorities if you can give me a minute." He said getting a nod from Midnight.

After about ten minutes, several police ponies filed into the Inn. All of which were unicorns. Some quick explanations were given before the two ponies were hauled off to jail. By this time it was nearing three in the morning causing the Alicorn to yawn.

"I take it you came by to get a room?" The innkeeper smiled up to the Alicorn who only nodded back giving another yawn.
"Her, you can take the royalty suite, no charge, it's the least I could do for you helping me like that." He smiled as he placed a key onto the counter.

"No I couldn't possibly take a free room......" He trailed off seeing the stallion raise a hoof.

"I won't accept any other way. Call it an even trade since you saved a me a lot of time and money to catch those two later. One night in our royal sweet isn't even a fair trade in my opinion. Still it's the least I can do." He smiled.

"I guess I have no other choice then." Midnight chuckled as the key floated to him within a field of magic.

XXX

The following morning Midnight awoke to the smell of pancakes and freshly brewed coffee. He looked around his room drowsily before seeing a small food cart near an open table. A plate with a clear glass cover over it revealing a large stack of pancakes. To its side was a stick of butter and a small container of syrup. A coffee pot and cup sat in front of the plate as well, already steaming hot.

"Better not offend the nice pony who brought this in for me." Midnight chuckled as he strode from the bed and began to eat at the table.

A short time later Midnight appeared downstairs in the lobby to see the older looking earth pony behind the counter talking to a young mare. As he neared the counter he placed the key onto the counter giving a smiled.

"Thanks for the room and breakfast, I had better get along though. I need to run around and check out the city." Midnight smiled nodding to the ponies as he began to leave.

"Sir?" Came the voice of the young mare as she strode around the counter toward the Alicorn.

"Yes?" He said as he turned around before stopping in surprise as he was suddenly wrapped in a hug by the young mare. "Thank you........ for saving my father." She spoke in a muffled tone as she buried her face into his chest hugging tighter.

"It's no problem. Just glad I was in the right place at the right time." He chuckled giving a hug back before letting go.

"If there's anything you need, just come by and ask." The older stallion chimed in.

"Well, this is my first time in Las Pegasus, some recommendations on places to go would help." Midnight chuckled before seeing the young mare beam.

"I have the perfect places to go for you, just give me a minute." She giggled before quickly trotting into the back office.

"Honey, don't pass off another one of your lists to another customer. You remember what happened the last time don't you?" The older stallion groaned while rubbing the bridge of his nose.

"Oh hush daddy, It was just a fluke that they were remodeling at the time, besides, that pony didn't get hurt bad enough to go to the hospital." She said as she trotted back through the door hoofing a small piece of paper to Midnight. "I made a list of the best places to go that are for either a small or large budget, and if your the gambling type or the conservative type. In total, eight different lists." She beamed happily.

"Wow, you've done your homework. Thanks." Midnight smiled as he looked the list over before leaving the Inn.

XXX

It was around lunch time as Midnight had continued walking through the streets around the city to just take in the sites before he would start on his list of places to visit. Upon taking many pictures with his camera and finding a little out of the way restaurant to eat lunch, he pulled the list out to start his day off.

"Let's see here." He hummed quietly before picking out a list. "Lets go with the big spender package." He smirked as he read down the list. "First stop, Mare-in-time Casino." He said to himself as he flipped the paper over to see where it was located on the map. After a quick glance he smiled seeing that it was just a couple streets over. He took flight making the quick trip there before landing in front of a large fully lit entrance.

As he walked up to the doors a couple unicorns used there magic to open the door for him giving a slight bow.

"Welcome to "Mare-in-time Casino. Please enjoy your visit sire." They spoke out in unison. Midnight giving a nod to them as he entered the building.

As he was walking through the entrance he could help but gaze in awe at all of the lights and sounds that blended in as white noise around him. Slot machines were going off left and right, ponies playing craps, blackjack, and roulette, among other games. Some looking as if they had lost everything while others hitting jackpots. It was all so much to take in, well that was until he saw something that made his heart leap into his throat.

"No....... fucking......WAY!" He choked out as he gazed upon something he never thought he would see again. "My old car!?" He nearly shouted as he rushed over to it seeing that it was indeed his car. After a few minutes he blinked looking around to see other items of human origin in the area.

"Excuse me sir, can I help you?" A stallion spoke up as he walked over to Midnight.

"Yea, would this be a museum?" He asked looking around at everything.

"Yes, this is the only museum slash Casino in Las Pegasus. Why do you ask?"

"Because this is my old car I donated to a museum almost a year ago." He chuckled as he looked it over giving a huge smile.

"Then you must be....." He stopped as Midnight spoke up.

"Midnight Flame. Previously a human, but now an Alicorn." He chuckled seeing the stallion smile.

"Ace." The stallion smiled putting his hoof out and giving the Alicorn a hoof bump. "If you don't mind my ignorance on the subject, I would like to ask you some questions about this item you donated." He spoke out as he levitated a pad and pencil to in front of him.

"No prob." Midnight smiled as they began to chat about the car.

After about an hour, and two notebooks completely filled later, the questioning came to a close.

"Hey, do you mind if I get in and start'er up?" Midnight asked Ace with a smile.

"Start it up? You mean you know how?!" He spoke in slight shock.

"Yea, didn't the princess give you my handbook on the car as well?" He asked rather surprised.

"No, all we received was this item, or car as you call it. and a set of keys. But we attempted to start it but were unable." He sighed as he opened a small portal and pulling out a set of keys. "Your welcome to try if you want." He said while handing the keys over.

"Let me show you a few things about this beast." Midnight chuckled as he shrunk his size a little so he could fit his head easily inside the car before putting the keys into the ignition. Using his magic he pressed the clutch and brake down while putting the car into neutral before turning the key causing the car to roar to life and scare quite a few ponies near it. Midnight closed his eyes as he listened to the roar of the engine. After a few seconds he opened his eyes while hearing the faint sound of music from his stereo.

"What in the............" He trailed off as he turned the key off but leaving power still flowing through the speakers as he increased the volume, listening intently to the stereo. As he listened his eyes nearly bugged out of his head.

"What's wrong Midnight?" Ace asked as he noticed the Alicorns expression of shock.

"The radio...........it's playing news from my home world." He spoke in total shock.

135. Getting informed before the hunt

After speaking with the owner of the Casino slash museum, Midnight was given the chance to remove the radio and speakers from the car and replace it with a magical copy. He had attempted to make a duplicate of the stereo, but it wouldn't tune in to any stations for some reason. It didn't seem as if magic would affect it, but it would interfere with its ability to pick up radio stations. For this reason, Midnight had decided to take the radio and head back to Ponyville. His vacation may have been cut short, but what he got in return was more than anything he could have dreamed of.

XXX

Upon arriving in Ponyville, Midnight headed straight for the library, as Twilight would have an available source of electricity to power the stereo in her basement. As he entered the library however, Twilight looked up in surprise to see her stallion striding in with a look of concentration plastered across his face.

"Night? Whats wrong?" She asked as she closed her book before trotting over to him.

"I'll tell you in a minute, but right now I need to go into the basement. You have a source for electricity down there right?" He asked while still walking.

"Yes, its that machine you made when you first arrived. AJ brought it over after converting your old house to use magic to operate where needed."

"Great!" He laughed as he picked up his pace, practically skipping down the stairs of the basement.

"What do you need it for though? Is it for that thing?" Twilight asked as she pointed a hoof to the stereo.

"Yes, and I have a huge surprise for you." He laughed, barely able to contain his excitement as he began hooking up the speakers to the stereo and then a small battery to it that was connected the the generator.

"Really now? What could have gotten you so excited that......." She trailed off as static filled the speakers for a moment before Midnight gently used a hoof to slowly turn the knobs of the ancient stereo. After a few seconds, voices began to come over the speakers causing Twilight to gasp out. "What in the....."

"Shhhh." Midnight spoke getting her to be quiet as he turned the volume up.

Recently there have been numerous reports of militia groups popping up left and right throughout the United States, fighting any and all law enforcement and causing massive casualties on both sides. The government has since passed martial law in many area's of each and every state. Enacting curfews along with a shoot on sight warning for any and all persons carrying weapons. In other news, massive disappearances of people are still being investigated around the globe since the first disappearance of a young man and his entire home late last year. The person's neighbors stated that he was rather quiet and kept to himself but would never turn them away if they needed help. One day they heard a loud clap of what sounded like thunder one night just before going to bed. But when they went out to investigate, the entire home of their neighbor along with its occupants had completely vanished. All that was left was spewing waterline and dampened ground. Any indication that a house had been there within the past 24 hours were present and it was proven that the house had not been burned or moved. In other news..........

Midnight quickly turned the radio off with his hoof as he stared at it in disbelief. He had just found out that his disappearance had become national news, unless of course it was some other person, but he didn't want to think about that now. All he wanted to think about was the fact that other people were disappearing from his world as he did. Midnight's eyes went wide as a thought occurred to him.

"Twilight, I want to ask you something, and I want you to tell me the truth. Has the princess told you of any other humans to come into this world other than the first and myself?" He asked while looking almost petrified at her.

"N-no, why do you ask?" She spoke rather nervously.

"Twiiiiiiliiiiiight." He gave a snort while giving her a stern look.

"I'm sorry Midnight, I really don't know." She said while pouting out her lower lip.

"Alright then, I guess it's time to talk to Tia." He spoke up as he began to trot up the stairs.

"But, why do you need to talk to her about this?"

"Because I may not have been the only human to be sucked into this world." He said as his vision never left his path up the stairs. "One other thing. Don't use magic on that device and let NO ONE touch it, even yourself or Spike. It is possibly my last link to my home world and I will not loose it for any reason." He said before heading out the front door of the library and disappearing in a flash of light.

"Oh Celestia, I hope he's wrong." Twilight spoke out in worry while staring at the spot Midnight had just disappeared from.

XXX

*SNAP*

Midnight appeared inside the throne room seeing a couple of surprised guards standing at the foot of the large staircase leading up to the throne.

"I need to speak with the princess, It is a matter of urgency." Midnight spoke up causing them to nod as one of them spoke up.

"She is in her quarters tending to the prince." Midnight gave a nod as he teleported to just outside of Celestia's room and giving the door a quick knock.

"Enter." Came a voice from inside just before Midnight entered the room seeing a little black and white ball of energy bolt toward him smiling and giggling.

"Hey there little guy." Midnight smiled as the young colt jump up to his father.

"DADDY!" He shouted happily hugging his fathers snout.

"You've gotten so big!" Midnight chuckled as he lifted the foal from his face smiling. Star just smiling, happy to see his father again. He walked quietly over to Tia giving her a nuzzle before taking a seat across from her, Little Star playing and jumping all over Midnight as he spoke.

"Tia, I have a question, and I need you to tell me the truth." He spoke in a serious tone causing her eyes to widen a bit.

"Midnight?"

"Has there been any other sightings of humans in Equestria since my arrival last year? Please tell me the truth because you know I will find out eventually if you lie to me."

Celestia sat there frozen in shock, her mind raced to find the correct answer to speak but she could not make her mouth move to answer.

"TIA!" Midnight spoke a little louder causing her to sputter slightly.

"M-midnight, I am rather stunned you would ask that question." She spoke trying to delay the answer.

"I need to know Tia. If there are other people from my world here then I want to know so that we can speak. I want to see how they have assimilated into society and if they need any help." He sighed while rubbing the bridge of his snout.

"Night.........." She trailed off before picking up again. "There are others who have appeared over time." She trailed off once again not daring to look into the Alicorn's eyes. "All but two have been added to society unharmed."

"UNHARMED!?" He shouted but recoiled hearing Star begin to sniffle at his sudden outburst. "I'm sorry little buddy." He continued as his voice became soothing to the young foal. Star coming over to him as Midnight picked him up in a hug.

"What do you mean unharmed?" He continued as ice became to coat his words.

"Unfortunately there were incidents with them when they arrived. Several ponies had been hurt or had lost their lives to two of them. Unfortunately one of the humans that appeared was killed on his arrival as he was using one of those powered chariots. He hit a large tree and was found a week later in the burned rubble of it. The second had weapons similar to what you gave my sister. The man had a orange vest and hat. He ran upon a farm on the outskirts of Horseshoe Bay that was being occupied by many ponies tending to the land and harvesting. One of them saw him and went to see what he was since he was wearing a brightly colored material. When the pony spoke to him he used the weapon against the pony and several others before several unicorns brought him down, killing him on the spot. As for the rest, there are three others, two of which were a couple that had decided to become ponies and live in society while the third........" She trailed off again.

"What happened to the third?" Midnight asked.

"She decided to remain human. Although it was difficult for her to remain in society like that. Over the short time she has been in Equestria, she has made friends in the community she is currently living in." She sighed before continuing. "I did not tell you this because out of the few humans to survive. You are the only one to ever turn into an Alicorn. The couple that was turned into ponies were not as lucky. One of them had turned into a unicorn while the other turned into an earth pony. The earth pony has had considerable difficulty adjusting to his new life. Having them know that you were once human could cause a multitude of other problems. I'm sorry for hiding this but I do not wish to further cause them any more trouble. You understand don't you?" She asked giving a pleading look.

"I understand Tia, and I hold no grudge against your decision to hide this from me. But I do want to meet this other human female that has decided to stay her true form." He smirked.

"I really wish you would not, but, knowing you." She sighed. "You will find her in time, so why not tell you." She said before floating a scroll over to Midnight. "She resides in the suburbs of Filly Delphia. As I hear it, she has become a local scientist that is studying magic along with a unicorn group in the area. I have not obtained the name of the facility however, so you must find it on your own."

"I assume this information isn't classified correct?" He asked, looking up to her from the scroll.

"No."

"Good, because I want my girls to know why I'll be gone for a bit. I'm just lucky I still have a few days left of my vacation ahead of me." He sighed thinking of what would be going on over the next three days, however those thoughts came to a halt as he felt Star bouncing on his back between his wings causing him to look back.

"And what are you doing?!" He spoke out in a playful tone causing Star to giggle and bounce further down his back and onto the floor before running around him. "Hey you! Come back here!" He spoke out playfully as he got to his hooves and took chase after the foal causing him to squeal out loudly while running away and around the room. Midnight hot on his heels before he started running toward Tia shouting.

"Momma! Momma! Save me!" He squealed, eliciting a chuckled from Celestia and causing her to stand as she pulled the young one from the floor and onto her back via magic.

"I shall vanquish thee!" She spoke out playfully stepping forward and raising a hoof as Midnight came to her pressing his nose to the hoof before dramatically falling over in a heap as if slain.

"UGH! Ya got me!" *thud* He hit the floor motionless.

"YEAAAAA!" Star giggled jumping from his mothers back and running over to Midnight, climbing up and onto his side while puffing his chest out. "No more monsterses!" He shouted just before Midnight gave a playful roar, picking up the foal and blowing bubbles on his belly to make him squeal loudly.

A few more minutes of playing went on before Midnight said his goodbyes and left the castle to head back toward Ponyville.
Once he arrived however, there were some mixed emotions.

XXX

"But why are you going to see this human darling? Is it not enough to simply have spoken to Celestia about this?" Rarity asked giving a worried stare.

"Sorry doll, This is something I have to do regardless of circumstance. Wouldn't you want to meet another of your kind if you were stranded in a different world from your own?" Midnight asked with a sigh.

"I guess your right, but what do you know of this human other than her being pulled into this world as well?" Rarity asked again.

"From what Tia told me, she is fairly educated in science and biology, she also is working in a facility with quite a few unicorns studying magic. That's all I know so far, but I look to remedy that."

"What are you going to do when you find her though?" Asked Twilight from behind her desk.

"Not sure really, I was going to ask her some questions about how she arrived here and around what date it was. Other than that I really don't have many other questions."

"How'bout why she decided teh stay human instead'o turnin in'teh a pony?" AJ chimed in.

"That is a rather personal question darling, I'm not sure she would want to answer that." Rarity said while cocking a brow rather surprised at what AJ had said.

"Regardless, it's still a question I can ask." Midnight said as he stood, heading toward the exit of the library. "I should be back within a few days."

"Do be careful darling." Rarity spoke up, Midnight giving a nod an smile to his ladies before stepping outside and taking flight toward Filly Delphia.

"Twilight." Rarity began. "How is it possible that other humans were brought into Equestria Twilight? I thought the magical storm that destroyed my boutique was the only one to bring a human here."

"I'm not sure, but since the storm wasn't just a local occurrence, I have a sneaking suspicion that there could have been far more beings brought through those rifts than the princess has led us to believe." Twilight said as she rubbed her chin in thought.

"What ya'll mean Twi?" Asked AJ as her interest peaked.

"Well, since the magic storm was all over Equestria, that means that if there was enough magic focus in more than a single area of the storm, plus how wide spread the storm was. There could very well be an unknown number of other humans to exist not only in Equestria, but across any and every area where the storm was present in the location of a highly magical field."

"So in short, there could be more than just those three?" Rarity asked.

"There could be as little as just those three, or up to a thousand. We just won't be able to tell until Midnight returns so we can use a global scan spell to see." Twilight sighed in worry.

"What if Night decides teh hunt down them other humans an helpem out? Don'tcha think that would take a while teh do?" AJ asked giving a worried look at the thought of Midnight doing a global expedition to find all of the humans.

"That would pose a serious problem, not to mention it placing a strain on all of our relationships with him. As much as I dislike the idea, if that conversation doesn't come up from Midnight, I vote that we put it aside and not tell him. I would love to speak to other humans to find out more about his world, but I can't see Midnight staying gone for an unknown amount of time just to find every human that arrived in this world. I know it sounds selfish, but I think it'd be for the best."

The three ponies looked to each other with worry in their eyes. They had just made a decision that could forever alter their world if Midnight never found out about it. The balance of nations could be changed along with what nation could possibly rule the planet, and this just based from finding humans in their world. What technology could they find or create from those humans. How does one nation cope with the integration of a new species into its society should they remain their original form or not. As time continues, all of these questions will be answered. Let's just hope that the answers we receive, are good ones.

136. Meeting the human and her friends?

It had taken Midnight most of the day to fly to Filly Delphia, straining his magic to near exhaustion to travel quickly through the open sky. Once he had arrived however, he had found a hotel to room for the night. Upon sunrise he awoke to his growling stomach for neglecting to get something to eat the previous day. Over all, his normally high spirits and pleasant demeanor wasn't as good as it should have been.

After making a quick exit from the hotel, he went straight across the street to grab a quick breakfast, giving a nod to the ponies that would bow before him instead of arguing that he wasn't royalty. His mindset was on only one thing at that moment, and that was filling his belly.

"After an hour and a large breakfast with some industrial strength coffee, he paid the tab and left the diner to try and locate the human that he was looking for. After heading toward city hall, he had allocated a map detailing many of the businesses within the city. Another hour of walking around the city to the location in question that had employed the human. He had arrived to the building, entering it and making his way to the receptionists desk.

The building seemed a little old to house such a clean and sterile environment that he had walked into. Black and white marble floors adorned the entrance area while solid white tile floors were in the halls and rooms that was outside of the receptionists area. A large desk sitting in the center of the room along with the older mare that was the receptionist sitting behind the desk.

"Can I help you........." She trailed off looking up to the Alicorn, her eyes going wide. "My apologies your majesty, I was not aware that we would be given a visit from royalty today." She spoke as she bowed her head.

'Hmmmm, If I can play this royalty thing off, it might give me a better chance at finding that human. Maybe....... just this once.' He silently chuckled to himself as he smiled to the older mare behind the desk.

"You need not worry my dear." He began, giving a soft smile like Celestia would to her subjects. "I am here to see the human that your company has employed, that is, if you wouldn't mind paging her."

"It's no trouble at all sire, please, give me a moment and I'll see if she is available." She smiled up to the dark Alicorn before pressing a button on her desk. "Samantha, you have a visitor up front." She spoke into the small intercom box. After a few seconds another voice came from the other end.

"If it isn't important then I don't have time right now. Who is it and what do they want?" She snapped back.

"I'm afraid it is rather important if royalty has asked to see you." She spoke back. Silence filled the air for a few seconds before the voice came back over the intercom.

"I'll be there shortly." was all that was said.

After about five minutes, some squeaking was heard as a pair of sneakers met the marble floor coming from one of the halls down a far corridor. Midnight trained his vision to the hall just as the Samantha walked into the lobby. She stopped just as her vision fell onto the dark Alicorn, her hand coming up to her face as it adjusted a pair of glasses that rested on her nose.

"I'm..... sorry, I was expecting Princess Celestia or Luna. Who might you be?" She asked while looking him over as she walked closer giving a slight bow.

"Name's Midnight Flame." He smiled but stopped as he heard her chuckle.

"Cute, I'm guessing your that human turned Alicorn I've heard so much about." She smirked while crossing her arms. "And imitating royalty? That's a big no no." She laughed. "Does Celestia know your out gallivanting as royalty?"

Midnight was dumbstruck for a moment before giving a sheepish smile. "Sorry, I figured someone that would be in the science field would be to busy just to see somepony who isn't that important."

"True, but still, you shouldn't think so little of me. I may enjoy my work, but that doesn't mean I know how to be hospitable." She smirked again. "Come on, I have a lot of work to do and your holding me up. Might as well allow you to watch while I work." She spoke as she began to walk toward the corridor she had just came from. Midnight hot on her heels as they walked.

As the made a quick trek down the hall, Midnight couldn't help but stare at her in fascination. It had been just over a year since his arrival in this world and he had almost forgotten what the human female frame looked like. As his eyes trained up and down her frame from behind he gave a smile. She was roughly around five feet six inches tall with a thin frame that seemed a little fragile. Her hair was a dark brunette, wrapped up, and placed in a bun on the back of her head. With what looked like a chopstick placed through it to hold it in place. She wore a white lab coat that was open in the front revealing a dark blue shirt and a pair of grey jeans. But what threw off the entire outfit was a pair of bright neon orange tennis shoes. Midnight couldn't help but chuckle seeing them.

"What's so funny?" She spoke up while looking over her shoulder and noticing him looking at her shoes.

"Neon orange shoes huh? I'm guessing that it was your day off work when you got sucked into this world."

Samantha laughed. "Yea, I was actually on my way from my front door to the car to go and pick up a pizza I had just ordered and to return a few movies to redbox. As I was walking the entire twenty feet to the car a gust of wind came out of nowhere. I closed my eyes from the dust that was blown into them. After a minute off rubbing them, I opened them to see nothing but trees and a weird blue glowing well. Luckily there was a path leading through the forest. When I managed to find my way out of the forest I heard talking nearby next to a small shack of a house. When I ran around the corner of the house I stopped and saw a bunch of multi-colored ponies staring at me like I was some monster. Before I could say or do anything I felt myself being lifted off the ground. After a moment of shock, the pony that had lifted me spoke up telling the others they were safe. Of course, hearing and seeing a pony talk for the first time in my entire life made me black out. I woke up in a hospital strapped to a bed still wearing my clothes. The princess had arrived and talked to me, after some hesitation, my geek side began to take over, fascination of their species and hearing that magic was real sold me. I talked with the princess and she offered to turn me into a pony but could not guarantee what type I would become. She had told me about another human that had been transformed into an Alicorn by accident and that he had to stay that way or possibly end up destroying all of existence."

"Yea, that part kind of sucked at the time, but thankfully it turned out for the best seeing as I've saved this world several times over already since then." Midnight chuckled.

"True, and I must thank you for that. I remember the shadow thing that took over a while back. For some reason I was immune to his influence and he couldn't harm me in any way. It was rather strange at the time but after a short time it vanished without a trace. I was told that the new Alicorn had managed to save the planet. So for that, I am in your debt."

"Think nothing of it. Just part of my duty in protecting this world." He smiled. "So why did you decide to remain a human? Isn't the thought of being able to use magic enticing enough to change your mind? Or flying?"

"Well, after thinking about it for a while I was starting to consider being changed into a pony, or hell, even a griffin or dragon. These ponies have spells and magic for just about anything." She laughed. "But I decided to keep my humanity. If I had been turned into an earth pony I would have probably went insane. At least with being a unicorn or pegasus I could handle items with magic or my wings."

"I can understand that. Learning magic though was pretty easy for me." Midnight chuckled thinking back to when he first learned how to use a levitation spell.

"Using magic would seem tough though because of all the alchemical ingredients you would need to have in order to cast some of them though right?"

"Not with me. For some reason I don't need to use the ingredients to cast any specific spell." He chuckled but stopped as he bumped into the human who had stopped right in front of him. She stumbled forward for a second before whipping around with a shocked expression.

"What?! As far as I'm aware, every unicorn, and even the princess needs ingredients to cast certain spells. How is it that you don't need them?" She choked out in awe.

"Dunno, I just think of a spell and cast it."

"Wait, you said you just think of a spell and cast it. You mean you don't read any spell books to learn the spells before casting them?"

"Nope."

"Bullshit!" She shouted giving a smirk. "Fine then." She chuckled as she pulled out a small slip of paper and unfolded it before pressing it toward Midnight. "Do this spell then."

Midnight looked at the paper giving a deadpanned look. "You have got to be kidding me. This has got to be the oldest known fable in human history. Seriously? Turning lead to gold?"

"I have a pencil right here." She smiled pulling one from her lab coat pocket on her chest. "I'm sure you can split it and pull the lead out." She smirked before tossing the pencil to the Alicorn who caught it in his magic giving a sigh.

"Fine." He groaned as the pencil split in two revealing the lead at its center. "But I'll only do a temporary change. A spell like this should not be made known to the public. Even I work for my bits." He sighed before the lead began to glow and slowly change into a golden hue. "Satisfied?" He asked as she plucked the pencil from the magical grasp looking at it.

"Astonishing!" She choked out as she could feel the weight of the gold within the pencil. "But you said it was temporary. Why not make this piece permanent?" She asked while cocking a brow.

"I can see through your little guise sweetheart, and I'm perfectly aware of what science and magic can do in conjunction within this world. Your group of friends that work with you have several type of scan spells. One of which can tell them how a spell was cast and applied to something. Having a permanent spell to turn lead to gold would cause some serious problems in this world and possibly destroy the economy and trade system. I'm not about to divulge a classified spell like that." He smirked seeing her smirk back while pressing her glasses further up onto her face.

"So I take it you're educated as well?" She asked before crossing her arms.

"Six years of college, five years piloting, and four years special ops not including grunt work in military. You won't find a deadlier combination of skill and knowledge." He grinned.

"That with being an Alicorn seems to make you unstoppable. Why not take over the world instead of just wasting your life away toiling about?"

"Doll, I am far from evil and believe in protecting those weaker than myself. I was raised in a caring environment and taught with high moral standards. Even if the beings of this world would willingly give the world to me on a silver platter, I would refuse and remain here to protect them." He spoke giving a sigh. "Evil is simply a perspective, and not within my being."

Samantha stood there for a moment as she thought about what he had just said before turning and walking back down the hall, Midnight still right behind her. "You seem pretty chivalrous and kind. Why couldn't I have found a nice guy like you back on earth?" She chuckled thinking back to all of her bad relationships.

"That reminds me." He began, catching her attention. "What part of earth did you come from?"

Samantha gave a sigh before speaking. "New York City. Not the best place in the world." She groaned.

"Yeah........... I lived in a small town in southeastern Kentucky. Small community, nothing like New York."

"Really? I wouldn't figure you to be more country with the way your talking now." She smirked.

"Same with you city slicker."

They both gave a soft laugh as they came up to a room with a keypad to its side. After entering the number needed, a small buzzing sound emitted from the door as the locks disengaged letting it open. The two making a quick entry as it closed behind them.

"Everyone, we have a visitor." Samantha spoke up grabbing the attention of the five unicorns within the room causing them to set aside what they were doing to meet the new arrival. "I'm sure you have heard of this fellow from rumor." She piped up causing their attention to fall onto the Alicorn and him to step forward.

"Midnight Flame." He nodded to the group as they began introductions.

The first unicorn stepped forward as he lifted a pair of goggles from his eyes, A pair of stone black and brown eyes looking to the pony before him, His dark grey coat and red mane making him stand out the most of all the ponies in the room.

"Names, Stone Forge. Everypony just calls me Forge though." He nodded before stepping back as a young mare stepped forward, Her eyes a piercing Ice blue, while her coat was a fire red equal to Big Macintosh's. Her mane a beautiful yellow.

"Kindle Ro. My friends call my Kinna." She smiled giving a nod to the Alicorn before another young mare stepped forward. Her expression seemed to be neutral as she looked the Alicorn up and down. Her eyes were a brilliant red while her coat was an ice blue, her mane a stunning white.

"Glacia Heart, Everypony calls me Ice if they know whats good for them." She gave a snort at the end causing Midnight to cock a brow.

She stepped back as another unicorn stepped forward that seemed to be an exact opposite of Ice. His mane was a brilliant light blue while his coat was solid white. His eyes a deep purple.

"Orion Light, Just call me Orion." He nodded before stepping back as the final pony stepped forward.

The last unicorn to step forward was the largest stallion Midnight had seen next to Big Macintosh. He however was smiling, although it seemed a bit unsettling. His eyes were squinted shut due to the smile, his Coat was a shiny silver while his mane was a shiny black and overall very well kept.

"Steel Will. Call me Steel please." He smiled a little more before cracking an eye open revealing nothing but white and causing Midnight to visibly stare. "Yes." Steel spoke, breaking Midnights train of thought.

"Pardon?" Midnight asked.

"You were thinking, 'Is he blind?' Am I correct?" He continued to smile.

"Yes, my apologies, I did not want to offend." Midnight spoke out in surprise.

"No offense taken, I've been blind since birth. You tend to get used to it after a while. Besides, I have everypony here to help me when I need it. They may seem to be a rag tag bunch of geeks. But they are the closest thing I have to a family." He spoke up giving the stallion next to him a playful nudge, eliciting a giggle from Kindle.

"Alright, now that introductions have been taken care of, I'm sure you want to know more about why I'm working with a bunch of crazy ponies in the field of magic, especially since I can't do any magic on my own, right?" Samantha smirked.

"If it won't take up to much of your time." Midnight smiled back as they began to walk into another room nearby, leaving the five ponies to get back to their work.

"So that's the human turned Alicorn huh? I didn't detect any type of spells that he was using to protect himself. Maybe we should....." Ice was cut short by a hoof pressing to her lips as Steel continued to smiled before speaking.

"No...... no......... let us continue with our plans, he may prove to be a valuable asset if we play our cards right. He will be part of our group in time, or dead, whichever comes first." Steel's grin became more wicked as both of his eyes opened revealing nothing but solid white. "Let's just try to get as much information out of him as possible before we kill him though." He said before pulling his hoof back and trotting back to his workstation.

137. Getting to know the geeks

As the human and former human talked about different subjects, as well as getting to know one another better. Steel was at his work station standing there in silence before his horn lit up and he walked from the room. Midnight taking notice and looking from the door back to Samantha.

"Sam? Does Steel need any help with moving around in this facility? I've never known a blind pony before and literally have no knowledge on that subject." He asked giving a slightly worried glance back to the door.

"He's fine, He uses his magic to see with. You would be surprised by what that pony can do with his magic." She smiled. "Remember that old comic book character, I think his name was Daredevil?" She said before seeing Midnight nod. "He can actually see with the use of his magic. It's astounding really. He even let me try the spell out by casting it on me. I would close my eyes but I would still see everything around me as vibrating light. He said the spell would increase my overall sensitivity in hearing so that I could echo locate just from any sound made."

"That sound like one amazing spell, an complicated. I can do quite a few complicated spells, but to be honest, even thinking of trying to make a spell to do echo location with your hearing and turning the sounds to a visual perspective while you are blind gives me a headache. I have to hand it to Steel, coming up with a spell like that really impresses me. Especially since I can't do it." He chuckled.

"Really now? The big powerful Alicorn can't do a simple spell?" Ice spoke up in a teasing tone.

"Sounds a bit complicated to me, If I could dissect the spell or copy it from the casters memory then I could pull it apart in my mind to see how it works. I usually learn far easier when I can take things apart so I know how it ticks." He smirked to Ice who only rolled her eyes.

"I thought you said you could think of a spell and make it work?" She smirked back teasingly.

"Well, I could do several spells in sequence and get the same effect, but it wouldn't be the same as doing a single spell that has all of those effects combined. So, in a way I can and can't at the same time." He sighed.

"What about other spells?" Sam asked. "You know, ones that would normally require alchemical agents in order to cast."

"Some are harder than others to cast while others are easy. When I cast a complicated spell then it is usually multiple spells combined into a single spell but all cast at the same time, so it looks like I'm casting a single spell sometimes, but in reality it could be two or up to twenty. After that I have an extremely difficult time concentrating one anything more, so my spell limit is fixed. If a spell is super complicated which would normally cause me to have to think of multiple spells to cast it, I more than likely won't be able to learn or cast it, even with my own variation of the spell. However I do have a scan spell that allows me to read and log any type of written format into my brain. That usually helps out more than naught when I scan a spell book to learn pony versions of a spell that I normally couldn't cast as my own version."

"Wow, back up a second." Ice interjected. "So you can cast multiple spells in a single casting, and up to twenty as well? What the hell?!"

Midnight looked at Ice in surprise seeing her expression on anger, he wasn't sure what to say at that moment because nopony had ever gotten angry about his ability to do such a thing, most just looked on in fascination.

"Sorry?" He smiled nervously. "As you already know, I am a former human. Having my biology changed into what I am now obviously gave me a special talent to do spells that way. It genetics if I were to take a guess. I meant no offense in what I said."

"It's fine, don't mind Ice, she has always been rather........ temperamental." Steel spoke up as he entered the lab once again, only to cause Ice to snort at him before turning and heading back to her station.

"It's no problem. I'm sorry if I offended her though. It wasn't intentional." Midnight apologized.

"As I said, it's fine. But did I hear you correctly from your earlier statement about casting multiple spells at once?" Steel asked as his curiosity peeked.

"Yes, it's not something I brag about because in reality it is very hard to do, as of late it has become far more difficult to concentrate and pull off multi-castings as well. What would normally have taken me only a few hours to get to this city from my own took almost all day." Midnight sighed while rubbing the side of his head with a hoof.

"More difficult you say? That does not sound good at all. But it could be due to your current current abilities and list of available spells as well. If you don't mind me asking, exactly how many spells do you know?" Steel asked giving a small smile.

"Give me a sec to get the number." Midnight said as he closed his eyes for a moment before reopening them. "At this moment, 63,478."

*CRASH*

Everyponies attention snapped to Ice who was no visibly shaking with anger, Her face burning red as well as a magical aura surrounding her horn. On the floor in front of her lay a small broken glass vial with some liquid slowly oozing around the shards.

"You know HOW MANY SPELLS!?" Ice shouted in utter rage while staring down the Alicorn who now just cocked a brow at her.

"ICE!" Steel shouted causing her to flinch, recoiling slightly as she heard the echo in his voice. She knew from previous experience that if Steel shouted, then she had better do as she was told. She pulled back giving a huff, leaving the shattered vial and liquid on the floor.

Midnight gave a sigh as he trotted over using his magic to lift the liquid and glass from the floor while also scrubbing the spot with another spell. He placed the items into a bin nearby before coming back to Steel and Samantha.

"Please accept my apologies for Ice. She tends to get upset easily by those who have more knowledge than she does when it comes to spell casting." Steel said giving a sigh.

"It's alright, had I known I would have refrained from speaking about that particular matter within her presence. I do however feel as if I have overstayed my welcome. Please let her know I do apologize and meant no disrespect, and should she need anything, as well as the rest of your little family here, just let me know and I will see what I can do." Midnight smiled before his horn began to light up.

"Wait please." Steel said, causing the Alicorn's magic to halt. "We do have a sensitive environment here for spells and the like. If you are going to teleport. Please do so from the lobby or outside."

"Sorry about that, I should have asked prior. Thank you all for your hospitality. I shall return in time to speak again, and just to try and get on Ice's better side, please give her this from me." Midnight chuckled as he pulled a small book he had been hiding under his left wing. Levitating it to Samantha. "If she is into learning new spells then she will love this book." He smiled before taking his leave from the room.

"Hmmm, this book looks rather new." Sam said before opening it to see human hand writing. "Wait, is this ancient spell text?" She gawked.

Steel quickly snatched the book away as his magical vision searched the books pages, reading over some of the spells, his eyes going wide with disbelief. "This is an extremely rare copy of a very old book from the royal archives. I have been requesting permission for the past ten years to try and just read this spell book, and that Alicorn just up and gives Ice a copy from just feeling bad about upsetting her?" He spoke in such shock that he literally dropped the book from his magical field. Samantha coming over and picking it up before running her hand over Steels mane, giving a little scratch and causing his leg to hike up involuntarily.

"I told you to quit that." He chuckled, pulling away as his face flushed red.

"Awwwww, but I think its just so adorable. Especially when I scratch your chin." She spoke playfully as she reached toward his chin only to make him pull away as he tried to put on a serious face, but it quickly turning into a smirk.

"D'aaaaaawww." Kindle and Forge spoke in unison giving a chuckle. Steel giving a sigh while face hoofing.

"Back to work you two. You can pick on me during your lunch break." Steel spoke up causing them to chuckle as they turned back to their stations.

"Come on now, they think it's cute that the big serious unicorn has a soft spot for a lady that can scratch all the right spots." She grinned as she wiggled her fingers in a squeezing motion toward him causing him to back peddle.

Steel backed away giving a soft chuckle while trying to speak. "N-no, you stay back. The last time you almost made me pee myself, You are NOT going to tickle me again." He said as he backed up to the door that Midnight had just left from.

"Awwww, now who said I was going to tickle the big strong stallion? I'm sure you could just put a shield up and keep me from doing this if you wanted." She giggled as she chased him from the room.

"I swear, those two acting all lovey dovey like that makes me sick sometimes." Ice groaned as she stepped back into the room.

"I think yer just jealous of those hands and her flirting with your buddy." Kindle giggled but stopped as she was hoisted into the air, upside down, and brought within an inch of Ice's face as she sneered back angrily.

"Mind your own business. I'm in no mood for this crap." She snorted before dropping her onto the floor with a thump and leaving the room.

Kindle picked herself up giving her head a gentle rub as she stared at teh door Ice had just left through.

"Damn?! What's got that mare's tail in a knot? She's never this physical when I've joked with her before."

"Your pretty new to the team so you'll get to know her ticks over time. Just remember to stay out of her way and you'll live longer than the last team member." Forge spoke up giving a sigh.

"Why? What happened to the previous member?" She asked while cocking her head to the side confused.

"The previous member was mysteriously turned into a block of ice while in the break room, as well as several vending machines and some freshly brewed coffee. When they got him out of the block and ran a scan spell on him to check his vitals. Every water molecule in his body had been turned to ice. He was dead before he knew what hit him."

Kindle stood there in shock for a moment looking at the door. "Guess that means no more picking on the Ice pony. No wonder she prefers that nickname to her real name. That's just brutal."

138. Test result are negative?

After being chased around for a short time by Samantha and finally giving in to her obsession with giving him playful scratches, which he now readily accepted since they were out of the eyes of the other ponies. He had made his way back to the lab, entering and heading directly to the others. Once they noticed Steel nodding to them, they all headed toward a back wall. Steel using his magic on an unseen switch, which quickly opened an unseen door.

After heading inside and closing the door, they all took a seat as Steel took the far seat at the end of the table.

"Samantha has left for the night, we can now proceed with the discussion of today's results. However, I would like to thank Ice for her spectacular performance earlier in dropping that little vial and then leaving. It was flawless and worked perfectly. That Alicorn should start to feel the effects pretty soon. However, I am slightly disappointed that we did not get to proceed with the other plan to get him to give us all a copy of his spell list. But in the end I think it would have been for the best. I am surprised that he still has cognitive function from that high of a number spell list." Steel took a seat while taking in another breath to continue.

"As you know, our plans have been going smoothly as of late. The addition of the human to our team was surprising at first, but she has proven to be far more helpful than previously thought. From my own experience with her I have come to the conclusion that she will not take our side in the near future when we start to test our findings on.......... living subjects." He stopped as Kindle spoke up.

"So what are we going to do about her? I may be new to the team but you all already know that when you told me about what you wanted to do, I was all for it. If she is in the way, can't we just kill her when the time is right?"

"Unfortunately not. Her intellect and ability to adapt to thinking about given subjects of magic is beyond what I would consider normal. It is as if she can come up with a theory that is near accurate to what would unfold in reality each time. Although she could become a problem to us in the future, she is far to valuable to loose at this time. Should she pick up on our intentions though, we may have to execute her quickly." He gave a slightly pained expression at saying those words.

"I'm beginning to think you have developed feelings for that human female." Ice spoke up giving a smirk but was immediately silenced as she was torn from her chair by the throat in a magical aura, and pulled across the table to directly in front of Steel.

"You would be wise to watch your mouth whelp. You may be the strongest of the team, but I will NOT tolerate your back talk." He snarled as he pressed his forehead to hers, his eyes glowing a bright white. "Is that understood?"

"GCK! Un....Under.....stood." *GASP* She took in a deep breath of air as she was flung backwards across the table into her seat giving a loud cough while hold her neck.

"Good, now we need to discuss how the spells are coming along for each field. Forge, If you would start please." Steel spoke up causing the male unicorn to clear his throat as he stood, taking a small device into his magical grasp as he lowered the lights and brought up a projector on a screen on the far wall. Giving the device a click the first image rolled onto the screen revealing a pony corpse laying on a table, several pictorial views showing from different angles.

"For the Study of earth based magic, there has been a variety of effects on various, differently deceased, test subjects. Variations have all been temporary however, while others, permanent." He said before clicking to the next set of pictures.

"As you can see, the earth based magic can have single or multiple effects on the corpse, turning it from dirt, or stone, into rotting wood or plant life of various types. Further testing has proven that as the spell is modified to include an alchemical agent that would also be not only the pony's life force in general, but also their body or other agent, it can be manipulated to become a stronger spell. However there is a problem." He trailed off as he clicked to the next set of pictures revealing massive destruction in several labs.

"On several occasions, the deceased subject has temporarily come back to life, the time consisting of merely minutes or no more than a couple of hours at most. During that time they have no cognitive function and simply walk within the area they are confined to or stand still. However, once the spell ends is when the trouble starts. There has been instances that would better be left unsaid. All of the subjects have either turned to stone, exploded, or burst into flames and being completely incinerated." He sighed as he clicked the device one last time revealing several stone statues of ponies that had foliage around them such as vines or plants. Or have a rugged exterior consisting of either stone of a dirt texture.

"Hmmm, seems as if your research has hit a wall. I am guessing that the rest of you have experienced similar problems?" Steel asked as he placed his hooves together while leaning forward slightly onto them as his elbows rested on the table. A unanimous yes resounded around the room. "Very well then, we shall continue researching on cadavers for another month, at which time we will start testing on living subjects. All of which will be unicorns. Unfortunately this type of testing is strictly forbidden, so we will have to find some subjects, through other means."

"You mean pony napping?" Forge spoke up.

"In a sense yes, but I think we can get some slaves from local diamond dog clans instead of doing the dirty work ourselves. Unless of course Kindle wishes to go to some local bars to flirt with a few stallions and mares." He smirked causing the mare to sputter nervously.

"I would rather not Steel. My talents are best put toward future tests." She gulped nervously.

"Well then, I guess it is for the best then since Glacia doesn't seem to be a social pony." Steel snorted toward her, only for her to turn her nose up to him before crossing her arms. "You are just lucky you are the most brilliant scientist I have ever found or that attitude would have cost you your life a long time ago. Just remember that." Steel snorted before getting up and heading toward the door. "I look forward to seeing more positive results once the first batch of test subjects arrive. Be sure to triple check your notes. We do not want to have the authorities or royalty breathing down our necks for what we will be doing. Everypony is dismissed, Kindle, I would like a word with you in private please." He finished off as the others exited the room, the door coming to a slow close as she looked nervously toward Steel, his eyes giving of a frightening glow as he spoke.

"My dear, as you know we are in need of some more potent forms of magic to further our studies and tests."

"Yes sir, but what does that have to do with me?" She asked, almost visibly shaking now.

"As you know. Glacia is extremely hot headed and not a very good mare to be in the company of. This leaves only yourself to pick up the slack for what I am about to ask of you. You will have the choice of doing this, or not. There will be no repercussions should you choose not to, but please note that if you do not take this course, then our research will move at a much slower pace. But if you do take this path, then you may enjoy it as well as help our research." He chuckled.

"What do you want me to do?" She asked as her nervousness began to subside.

"As you know from our intel, that male Alicorn is more powerful than Celestia herself. That and he has a soft spot for mare's in general. If we could get a sample of something from his very being, then I believe it could be molded into a very powerful form of magic that we can use to further our research.

"Wait............. ARE YOU ASKING ME TO SLEEP WITH HIM?!" She gawked in disbelief.

"Well, yes. Just make sure that you take a few hidden sample jars with you to collect the specimen. That is, unless you would rather pack it back here in another way." He chuckled.

"I can't believe this!" She spoke out as her jaw never left the floor. "I swear to CELESTIA! You had better thank your lucky stars that you offered the element of fire to me otherwise I wouldn't even be here." She snorted in disbelief. "I'll do it, but only to hasten our research, and you had better NOT say anything about this to any of the others or so help me I will torch this whole BUCKING building!"

"Understood my dear. Now, if you don't mind. I think our intel stated that the Alicorn was staying at a local hotel. You don't have to do this now, but it would help if you went to speak with him at least. You know, to show him that your interested." He grinned.

Kindle gave a loud snort as she slowly left the room heading out of the building toward her intended destination. Steel sat back in his seat smiling.

"Everything is going smoothly for now. Let us just hope that she will follow through with our plans." He chuckled while looking over toward a corner of the room see a cloaked figure meld from the shadows.

"I have a good feeling that all of your plans will come to fruition. Just remember our deal." The voice spoke in a sinister tone as a smile slowly escaped the hooded figures face.

"Don't worry yourself. I promised you the griffon nations souls and will deliver. Once these idiots finally come through on creating the perfect elemental spells for their assigned elements, they will want to wreak havoc onto something in order to fully test themselves to their farthest potential. But you do realize that my mind altering agent being added to the mixture is what is causing the delay, correct?"

"Yes, but it will be needed in order to control them. I have personally created many spells consisting of the elements, but nothing like we are trying to create now. My subjects in the past that had been under my spells all went insane and could not be controled. They had to be destroyed before they could cause any mass panic. It was a shame to loose them to such a weak spell. But the spell we are doing now is already perfected. The only inclusion to the spell is the addition of the mind control substance. Once the spells have been perfected with it, then we can move on to the next phase." The cloaked figure gave a wicked laughed while staring at Steel.

"You do realize that my own magic is being pushed to its limits each day by just holding this guise, correct?" Steel asked as his horn glowed for a moment, releasing his visual guise to reveal a solid shining body of pure glistening silver. His eyes glowed a brilliant white as he chuckled feeling the tension from holding the spell released.

"You did surprise me when you cast the element of STEEL spell onto yourself even though you knew it could cause insanity. You are the first pony to actually remain as you were before casting the spell. Fortunately for you it was only because of your lineage. You do come from a long line of powerful unicorns."

"Yes, but there is a slight problem with being in this form, All of my weaker spells consume as much magic as a complex spell, while the complex spells cost next to nothing to cast." He groaned thinking of the guise spell he would have to cast more than several times each day." A guise spell is in the lower class spells and normally would take little effort and magic. But his current form causes the exact opposite. Taking more concentration and far more magic than normal just to hold it. This is yet another reason he has a workstation to himself away from the others in his group.

"As time permits, we shall continue to test these spells in conjunction with the mind control serum. Do not forget this. We do not need an elemental pony running amok and destroying these past two years of work." The cloaked figure spoke just before vanishing into thin air.

Steel sat back in his seat giving a sigh as his horn lit up to recast his guise spell. He gave a low groan once it had finished and took his leave from the room muttering quietly under his breath.

"I can't wait until this is all over with. Canterlot will be mine. In due time." He began to chuckle softly before erupting into an insane laugh as the door slowly closed behind him.

139. Becoming human?

It was getting later on in the evening once Kindle had left the lab. After hearing Steel's suggestion to help hasten the process of their plans, she felt reluctant to lower herself to such a standard in order to progress further and faster into her teams research. She continued to walk along as she mulled over everything that would outweigh her interlude with the Alicorn, That was if she could even get with him.

As time passed by, she continued to think as she walked aimlessly toward her destination a few blocks away. It wasn't until she actually bumped into a pony that she shook herself back to reality.

"I'm so sorry, I wasn't paying attention to....." Kindle trailed off as she focused on the pony she had bumped into, seeing a large black Alicorn standing in front of her.

"Well hello again my dear." He smiled down to her. "Kindle, right?" He asked.

"Y-yes....." She trailed off blushing beneath her coat.

"You seemed pretty deep in thought, I'm guessing it pertains to your research." He chuckled seeing her give a sheepish nod.

"Yea, its been pretty difficult as of late. But we are making some head way." She smiled.

"Great, always a pleasure to hear someone making progress in something they love to do. Were you heading home by chance? Or just walking aimlessly while thinking?" He chuckled.

"Just deep in thought. I find it easier to take a walk and think about what could hasten the progress of my research." She smiled. "And what about yourself? Why are you out so late?"

"Just walking about really, thinking about Samantha honestly. She is the first human I've seen since arriving in this world. Its just refreshing to know that I'm not really alone in this world after-all." He smiled back.

"Why would you consider yourself alone? There are countless ponies out there to talk or be with. Or....... are you not into being with ponies?" She asked while cocking her head slightly.

Midnight gave a chuckle shaking his head before looking at her once again. "No, I'm into ponies. I have a foal and three ladies of my own. I've never been happier to be honest."

Kindle gave a pained expression looking away slightly. "So, if you have three mares already, I take it they won't allow you to be with any other mare?"

Midnight was taken aback by the sudden comment but smiled softly toward her before speaking. "To be honest, we have an open relationship. Just as long as those I am with aren't in season or are out to keep me to themselves, I pretty much have free reign."

Kindle gave a smirk as they began to walk further down the street. "So then I'm guessing your after Samantha then huh?" She smirked causing Midnight to sputter.

"N-not really........ I just came to this city to talk to her really. Being the only human in this world would seem a little lonely, Meeting another, even if they were turned into a pony would be a pleasant experience. Regardless of whether or not it ended up being intimate." He chuckled.

"Ah, so you did have ulterior motives then." She giggled giving him a nudge.

"Well, if it happens it happens. I doubt she would want to be with a pony though. Yet another reason why I like magic." He laughed. "I can turn back into my human self if the need calls for it."

"Really now? I would love to see what you looked like as a human." She smiled widely. 'Gotcha now.'

"Really? Your one of the first to say that, but I would feel honored to show you my human form." He smiled as his horn glowed as they came to a stop on the sidewalk. His form slowly began to shift, after a minute he was in his original form, clothed in his outfit that he had arrived in. "Wow, feels weird to be my old self again." He chuckled as he looked down to the gawking pony.

"Wow, so this is what a male of your species looks like? Fascinating!" She giggled as she walked around him giving his clothing a poke. "I still don't understand why your species wears clothing all the time though. I have seen Samantha without her clothing in the local showers within our workplace. Even though she is hairless on most of her body, I don't see the purpose of wearing clothing other than to keep yourselves warm."

"To be honest my dear, Clothing is required in my world. Humans are brought up to feel shameful for showing their naked body to others unless it is with those they love or want to be with intimately. I'm just glad that being a pony in a new world gives me the option to wear clothing if I want to. It feels wonderful to not have any restrictive cloth on my frame." He smirked as he began to glow again, slowly turning back into his pony form.

"You know, I'm pretty good at transformation magic. I wonder if I could cast a spell to turn into a human once to see what it is like." She hummed to herself.

"You know what, I never thought of that before. The spell I used was a reversion spell to turn back into what I was, But a spell to turn into a human sounds rather interesting." Midnight chuckled. "Wonder if I could get my ladies to try that out?"

"Anyway, there is a transformation spell that will allow you to turn into anything you want as long as you think about it." Kindle smirked seeing Midnight surprised expression.

"Sounds interesting. Why not try it?" He chuckled.

"There is a slight problem with that. When I transform, I won't be wearing clothing." She shuffled her hooves nervously, looking to the ground.

"Ah..... well then......." Midnight trailed off before remembering some items in his stash portal. "I have the perfect thing for that. I'm not sure if it will fit you while you are in human form, but at least you wont be naked." He chuckled. "Want to try it out?"

Kindle gave a smile, nodding. "I'd rather not do that out here though." She spoke shyly.

"How about my room at the hotel?" He smiled.

"That sounds perfect." She smiled but stopped as Midnight stepped up to her side, his horn glowing. "Wait? Are you going to...." She didn't finish as both of them vanished in a flash of light. reappearing with a loud snap inside his hotel room. She stumbled slightly before leaning onto Midnight for a moment.

"I take it you don't use teleportation spells do you?" He asked while looking at her trying to shake the dizziness from herself.

"Sorry, I should have mentioned that earlier." She sighed as she took a seat on the floor.

After a minute to recuperate she looked over to Midnight who had a set of clothing on the bed. She trotted over taking a look at a white t-shirt and a pair of baggy shorts. "Are these what you were speaking of?" She asked as she picked them off the bed with her magic to take a closer look.

"Yea, I can step out if you want." He said while nodding to the door.

"You can turn around, but no peeking." She smirked as she watched him turn about on the spot. She took in a deep breath, slowly releasing it as her horn lit up to cast a transformation spell. In her mind she was thinking of a frame similar to Samantha's. Her body began to glow a little at first but slowly began to grow brighter as the time ticked by. After a minute the glowing subsided revealing a human version of Kindle. Long blonde hair reaching the middle of her back, ice blue eyes, and a beautifully tanned body standing around five feet tall. Her breasts however, were quite small, being around maybe a small B cup. After the glow faded she moved slightly to check out her bipedal frame. Flexing her fingers for the first time and wiggling her toes. She looked to the bed seeing the clothes and began to turn but lost her balance and landed onto it causing it to squeak.

"Kindle?" Midnight asked as he still face the other side of the room.

"I'm fine, Just not used to walking on two legs." She giggled. "Give me a minute to get dressed.

After about three minutes of fiddling with the clothes she had finally gotten dressed. She sat on the edge of the bed looking herself over as the smile on her face grew even wider. "Ok you can turn around now." She giggled.

Midnight turned himself around, gawking slightly at the young girl sitting on the edge of the bed. She was a dead ringer to a young woman in her early twenties with a tan that would make every actor in Hollywood jealous.

"Wow.........." Midnight trailed off while staring at her.

"What? Is something wrong?" She asked while looking herself over again.

"N-no, you're stunning." He smiled, still wide eyed, Kindle blushing furiously at the compliment. Midnight gave a chuckle seeing her face turn a deep red. "Sorry, I didn't mean to embarrass you."

"What!? No! You didn't." She said while blushing even more, looking away only to see her face in a mirror on the nightstand next to the foot of the bed. Her face a brilliant shade of red. She gasped, covering her face with her hands.

"That's the problem about being human. No fur to hide that cute little blush." Midnight chuckled seeing her peek through the fingers covering her face. She slowly removed her hands taking in another deep breath to calm herself as her face began to return to normal.

"Sorry, I don't normally get compliments like that." She sighed.

"Really? I'm surprised by that, your a very pretty young lady, and as a mare as well." He smiled seeing her blush slightly again.

"Thank you for that. Just wish I could find a stallion of my own to tell me that on a regular basis." She sighed. "This spell is almost over, I should get out of these clothes before I turn back." She stopped though seeing Midnight Nod and turn around.

"You know, I don't think seeing me naked as a human is any different than when I'm a pony. If you want.........." She trailed off seeing his mane start to turn a light pink as his head slowly turned to the side looking at her. She gave a blushing smile as she slowly took her shirt off and then the shorts placing them onto the bed. All the time Midnight's mane turning a brighter shade of pink. After a few seconds she shuffled nervously under his gaze. "Well? Am I still as stunning?" She asked giving a sheepish smile before she began to glow softly.

After a minute she had returned to her normal pony self. Midnight's mane was still a bright pink as he walked over to her. "Yes, you were more than stunning, and you still are." He smiled seeing her ears lay back in embarrassment. Her vision fell to the floor for a moment before she looked back up into his caring eyes. There was no malcontent or evidence of him trying to woo her into a sense of insecurity. Just loving eyes looking at her as if she was an actual pony that he cared for. She continued to stare into his eyes for a moment before she found herself kissing him. After a minute she pulled back blushing furiously as she realized what she had just done.

"I'M SO SORRY!" She spoke quickly, turning away.

"Hey, it's alright. I thought it was a very nice kiss. Even if it took me by surprise." He chuckled softly. She turned back giving a slight pout.

"You know, your to nice for your own good." She smiled.

"I try." He chuckled a little louder giving her a wink. "Listen, I'll come by the lab tomorrow, If your free, maybe we can go grab some lunch." He smiled seeing her beam.

"Sure!"

"Want me to walk you home?" He asked seeing her blush again behind her coat.

"No, thank you for the offer though." She smiled before heading toward the door. "See you tomorrow." She beamed back as she left the room.

As soon as the door shut Midnight fell over in a heap releasing the breath he didn't know he was holding.

"DAMN! I swear if that mare was any more beautiful I would probably have humped a frigging hole through a brick wall!" He sighed before looking down. "Sorry big guy, guess you'll have to go without for the night." He chuckled down to his nether region.

XXX

Kindle left the hotel with a smile plastered across her face as she walked down the street. After a few blocks however she was greeted by Steel as she rounded a corner where her home was located.

"I see you enjoyed yourself my dear. Did we get lucky?" He spoke while gazing at her.

Her smiled fell from her face quickly being replaced by a slight scowl. "No, but he asked me out to lunch tomorrow. I'll have your specimen then." She snorted as she walked by him.

"Very well. You may have the rest of the day off as well, just bring the specimen back before you go." He grinned as she continued toward her home, entering it and closing the door.

Kindle sat down pressing her back to the door giving a smile at what she had experienced earlier. The actual feeling of love coming from that Alicorn. It was the first time she had felt such love since she was little. It was more than that though. It was as is he cared for her well being and everything. Nothing like what she has been told from other ponies she has talked with. She shook her head slowly giving a sigh.

"That Alicorn is something else." She giggled before heading to bed.

140. DENIED! But in a good way.

The following day came quickly for Kindle as she awoke to the sounds of the bustling city. Sleep had found her quickly for some reason the previous night, which confused her greatly. Normally she would toss and turn while in bed thinking of the days events that had passed her by before finally finding sleep in the wee hours of the morning. Last night however she felt comfort for the first time in a long time. As she went through her morning routine she thought back to the prior nights events. Having spoken to Midnight about being human and about his open relationship. She knew it would be a lot easier to bed him than she had previously thought, but one thing continued to bother her. This would be her first time with a stallion. What should she expect? How should she react to the situation? These questions plagued her mind until she had arrived at the lab a little earlier than her normal arrival time, which surprised most of the others who were already in the process of finishing breakfast or coffee while sitting at their stations.

"You seem awful cheerful this morning." Forge spoke up before taking a sip of his coffee.

"Yea, I just had a good night last night after work. Plus I actually slept well for the first time in years." She smiled back.

"Hmph." Ice snorted before turning to her workstation to begin her testing.

Kindle gave a sigh looking over to Ice before turning to her workstation to begin her research for the day.

"It's going to be a long day." She sighed.

XXX

Lunch arrived quicker than Kindle had thought as she heard the intercom buzz at her station, startling her a little. "Kindle, Mr. Flame has arrived and is requesting your presence." The receptionist spoke quietly over the intercom causing Kindle to smile. She began to trot toward the door but stopped as Steel was standing next to it.

"Don't forget the specimen jars." He said as he floated a few of them over to her. Kindle gave an annoyed glance but took them up, placing them within a saddle bag and placing them onto her back before exiting the room, heading toward the lobby. As she walked into the lobby she saw Midnight sitting next to a small table while reading a magazine to help pass the time. As he heard her hoofsteps along the marble floor though, his vision lifted from the magazine to give a smile seeing her.

"Hey there, ready for lunch?" He asked giving a smile.

"Sure am, where would you like to go? I have plenty of time, Steel gave me the rest of the day off." She smiled seeing him beam.

"Great! But........" He trailed off for a moment. "I'm not familiar with the city. Is there any place you would like to go? Anywhere is fine, it's on me." He chuckled.

"Well there is a nice upper class place about six blocks from here. If you don't mind some snooty ponies glancing at you, the food is great there." She spoke as they left the building.

"Sounds good to me. But six blocks? Really? It will take a while to walk there with all of these ponies on the street, how about a quick flight instead? Since I can't teleport their." He smirked down to the fire red pony.

"Sure, but how am I going to fly there?" She smirked back giving a nod to her back. "No wings."

"Who said you had to fly?" He chuckled as he laid down, motioning to his back. "Hop on."

Kindle's eyes went a little wide looking from his back to his face. "A-are you sure? You won't drop me will you?" She spoke nervously.

"You'll be safe, I promise." He smiled as he watched her slowly climb onto his back and rest between his wings before wrapping her hooves around his neck from behind.

"Alright then, here we go." He laughed as he stood up and began to gallop quickly to gain some speed as his wings opened up, giving a powerful pump as he launched himself into the sky. Kindle screeching loudly from his back and closing her eyes shut.

As Midnight leveled off, Kindle stopped screaming as she felt his wings no longer moving, but felt the rush of wind moving past them. She opened her eyes giving an audible gasp as she took in the site before her. They were flying high above the city making a large loop around it.

"This is amazing!" She spoke softly.

"I know, right? Nothing like being able to fly and see the scenery from above. So where is this place you mentioned?" Midnight spoke up garnering her attention.

After a quick glance to see where the lab was below and what direction it was pointing she looked around to finally locate the place in question.

"Down there." She pointed a hoof at a specific building but quickly returned it to around the Alicorns neck to hold on as he began to quickly descend.

After a couple minutes of descending they landed quietly onto the street in front of the restaurant, heading to the door. Once Midnight entered however, he was greeted by an middle aged unicorn with a mustache and a fancy looking tuxedo top.

"May I help you sire?" He asked giving a slight bow.

"My friend and I would like a booth please." Midnight smiled giving a nod to the unicorn.

"Very good sire, please follow me." He spoke as he picked up a couple menu's before leading them through the dining area filled with other ponies sitting at other tables. Many of which stopped eating and starred at the fire maned Alicorn and the young mare following him to a booth on the far side of the diner. They quickly took their seats as quiet murmurs began to spread across the restaurant.

"Why is everypony staring at us like that?" Kindle asked, feeling a little unnerved.

"Well, you are having lunch with the only male Alicorn in existence. I would take a guess that all of the mare's are jealous, and all the stallions are wanting you for themselves since I was lucky enough to have you as my date." He chuckled softly seeing her gawk slightly.

"Jealous? Seriously?" She spoke in shock before glancing quickly around at all of the sour looks she was getting from every mare in the room, as well as all the sultry gazes from the stallions.

"It happens a lot when I have lunch or dinner with a guest. I've even gotten quite a few odd looks when I went to a bar with another stallion who is a good friend of mine. For three weeks everypony around thought I was for the other team." Midnight chuckled causing Kindle to blush profusely from the thought.

"I'm beginning to regret coming here." Kindle spoke softly trying to hide behind her menu as she unfolded it to find what she would like for lunch.

"Don't worry my dear, the staring won't be long. They usually loose interest once our food arrives. In the meantime however, pick what you want. I am paying after all." He chuckled.

After a few minutes they had picked what they wanted to eat and placed the order. The drinks were brought out quickly before hand. Midnight choosing a soda, and Kindle a lemonade.

"So tell me about yourself my dear, I'm rather interested in why you chose magical science as your field of study." Midnight smiled to her as he took a sip of his drink.

"Well, I love studying in the field of magic and it's applications to various subjects. Researching various effects of items and ponies from various spells is rather interesting. Magical applications are only limited to what we currently have available to cast spells on. That, plus some ponies can develop allergies or ailments toward certain spells. It is fascinating to see what effect will play out on various non-living items." Kindle spoke happily to the Alicorn, finally happy that somepony is willing to listen to her interest in her field of study.

"Interesting, You stated the other day that you have been researching something for a while but have not had any luck with its application. What is it you are trying to do exactly?" Midnight asked causing her to suddenly tense up.

"Well........... I'm not really at liberty to say." She trailed off as she looked away.

"Ah, ok, classified information I take it." He chuckled. "Say no more, I don't want you to get into trouble over that." He smiled to her getting one in return.

"What about you? I've heard rumors about your entrance into this world but I'd like to hear it from the source. Care to elaborate on that?" Kindle said before setting her drink down.

"You sure you want to hear that? It's rather boring." He chuckled again before seeing her nod.

As time went on her began to tell her how he arrived in this world and his previous life on earth. How magic didn't exist in his world and how plain life was for each and every being on the planet. Kindle felt sorry for the human race having to deal with life the way they did. They continued on until the food arrived, ignoring the other ponies within the restaurant who eventually got back to their own conversations. Once the couple had finished eating and paid the tab, they left the restaurant heading to no place in general. They would continue walking down the street and do a little window shopping, even stopping into a local Spencers to look at all of the weird items and gag gifts on display. Midnight picked out a few items of interest to give to his ladies back home as well as purchasing a unicorn hat for Kindle that she thought was rather humorous. The hat itself having a hollow horn attached to it so that she could place her horn inside of it while it was on her head. It was actually a gag gift for earth ponies and pegasi as it would make them look like a unicorn or Alicorn.

They continued walking along until they reached the local park and decided to take a seat under one of the larger trees nearby. Midnight pulling out a large blanket from his stash portal and placing it on the ground for the two of them.

"This has been a rather pleasant day, Thank you Midnight, for taking me out to lunch. It's been a while since I've actually been on a date like this." She spoke, but suddenly stopped and covered her mouth at what she had just said. Midnight cocked a brow to her sudden remark and expression of disbelief at what she had said before chuckling.

"A date? And here I thought it was just a friendly get together for lunch."

"I'm sorry, I meant to say......." She stopped seeing him smile at her.

"Don't worry yourself. I've been on so many dates or get-togethers in the past that I can't really tell them apart now. If you consider this a date, then by all means, it's a date." He smiled down to her seeing her beam back. After a few moments she gave a contented sigh as she shuffled closer to the Alicorn and leaning against him. He opened a wing, gently draping it over her like a living blanket. It was already later in November, and the days had been getting far colder as of late. Normally the cold did not affect pegasi or Alicorns as they were made for high altitudes, and also, some very cold weather. For unicorns however, they relied on their magic to cast warming spells onto themselves in order to stay warm. That, or a friendly wing from a friend or lover.

"This is wonderful." Kindle sighed softly to herself as she nuzzled into Midnight. His wing pulling her closer to his side as she let the warmth dull her senses. She gave a large yawn while looking around before snapping herself awake seeing a pony in the distance near a tree. Steel was standing silently looking at her with his glowing white eyes, a silent conversation sent between them, Steel telling her to hurry up with the plans while she was telling him not to rush it. After the silent word exchange Steel turned, heading behind the tree and vanishing from sight. Kindle looked up to the Alicorn who had his head slightly bent down looking at her as he noticed her sudden gaze.

"Something on your mind?" He asked.

"Well......" She trailed off again. "I was thinking that this was such a wonderful day, and you've been so kind to me with listening to me rant on about my work and such." She trailed off for a moment looking away.

"Listen, don't feel obligated to do anything. This was just a friendly get together, It won't bother me if you decide to call it a night right now and we part ways." Midnight spoke up giving her a playful nudge.

"Cute, but honestly, I appreciate you having done everything that you've done for me today. I wouldn't mind, you know, spending the evening together." She said before blushing behind her coat.

'Wow, did she just really say that? I haven't even put on the charm today to get this far. This is starting to feel a little strange.' Midnight thought to himself as he listened to her. 'Maybe I should try to steer this away from what it's heading to. hmmmmm, no better way to defuse the situation than to be blunt.'

"So....." He trailed off for a moment before sighing inwardly, thinking that he would like to be with this mare, but for some reason it felt forced by her. "Nightcap then?" He gave a smirk seeing her eyes go wide for a moment.

'Yup, defused.' He chuckled inwardly again.

"Read my mind did you?" She giggled.

'WHAT!? No fucking way it was that easy. She has either got to be easy or naive because NOPONY is that easy.' He thought to himself while looking at her expression which seemed slightly more like a forced grin.

"My place or yours?" He asked, hoping she would feel a little turned off about everything, if not totally.

"Let's go to the hotel, I'd rather not mess up my bed since the hotel cleans the rooms daily." She chuckled softly.

As the two made their way from the park to the hotel, Midnight began to feel more and more unsure about the whole thing. Normally in this situation, he would just go with the flow, but something just felt off about the way she was acting. As they got into the room however, Midnight watched as the young mare attempted to walk while swinging her hips seductively toward the bed.

'Man she is really bad at this, It even looks forced.' He sighed to himself watching her jump onto the bed.

"Well? Don't keep a lady waiting." She smirked giving him a wink as he walked over.

"Kindle, I can't help but get the feeling that something seems a little off about this whole situation. Are you sure you want to do this? I'm not forcing you." He spoke with concern in his voice which only made her heart jump into her throat.

"I......... I want this. Why? Do you not want me?" She asked giving a pout, trying to further lure the Alicorn in.

"It's not that, it just feels like your forcing yourself to do this, like you haven't done this sort of thing before." He stopped as he saw her expression changed and a blush making her body turn a deeper shade of red. "Your a virgin, aren't you?" He asked, causing her to lower her head slightly.

"Y-yes, is that a bad thing?" She asked before looking up to his now serious expression.

"Kindle, what's going on? No pony I have ever met that was a virgin would act this way. You are forcing yourself to do this and it's making you very uncomfortable." He snorted as he took a seat next to the bed on the floor.

"I-I'm not forcing myself to do anything, why do you think that? Now come on, get up here already." She smiled nervously while patting the spot next to her.

"Sorry doll, as much as I would like for this to happen, I have to call this off. No offense toward yourself because you have been a very enchanting pony today. But I have some strict morals I follow which also prevent me from doing something with you."

"What the hell are you talking about? I thought you wanted to rut?" She spoke out in a more annoyed tone.

"Sorry doll, I'm going to say this one last time. Your a very nice pony, but a rutting session between us just ain't happening right now." He sighed.

"Fine then. Can you at least tell me why?" She growled.

Midnight's expression turned a lot softer as he began to speak. "You haven't found your special somepony yet, you should save yourself for them. Don't rut somepony just because you want to force yourself to. Something like that needs to be special. I'm sure you will find somepony in time, but I'm sorry to say that it can't be me."

Kindle gawked slightly as to what she had just heard. Being turned down from rutting because he felt that she was forcing herself. He could tell she was uncomfortable about the whole situation and in turn it made him feel bad about it. She couldn't help but smile as she pulled herself from the bed and walked over to him, giving him a warm hug before releasing it and heading toward the door.

"Thank you." She said with a soft smile. "I wish I could find a stallion like you one day." She gave a soft giggle before exiting the room leaving a slightly stunned Alicorn in her wake.

"O......kay?" He trailed of rather surprised. "That usually took a lot longer on previous mares. How the hell did this go so quick?" he gawked as he mulled over what had just happened.

XXX

As Kindle left the hotel, she made her way down the street toward her home. As she rounded the corner she saw steel standing there with a smile. "I take it you succeeded?" He smiled wider as his magic grabbed the saddlebags from the young mare and pulled them over to himself as he quickly opened them and pulled out the jars. He stopped however as he saw that they were empty.

"What?!" He spoke out in shock looking back to the young mare.

"Sorry, it didn't work out as planned." She spoke as she went to pass him but stopped at his side.

"You do realize this is going to lengthen the time needed to make our plans come to fruition don't you?" He snarled.

"I do, and I am sorry for failing." She spoke as she continued on into her home, closing and locking the door behind her as she fell to the floor pressing her back to the door.

"I'm glad it didn't happen." She spoke softly to herself. "He is right though, I should find a special somepony that I can truly give myself to."

141. The cursed Trio

It had been a few days since Midnight had returned to Ponyville. During his time in Filly Delphia he had made two new friends, One being the human Samantha, the second being a fire red unicorn named Kindle. After a couple of days though, Midnight had begun to act a little differently from his norm.

The first sign that was cause for alert however, was memory loss. As you know, an Alicorn does not forget anything, as they use that knowledge to help them later on. At first Midnight had missed an appointment with Dash for a flight session. He played it off by saying that he had been caught up with the crusaders. Yes they still have the group and are helping out other fillies and colt's who have yet to find their special talent.

The second appointment that had been missed was when he was supposed to help AJ on the farm, putting up the rest of the farm equipment for winter. Big Macintosh would have helped, but he was currently in bed with a cold. He had attempted to save himself by telling AJ he had been in a flight session with Dash, but had forgotten about his fib to Dash about being with the crusaders. After AJ had sought out Dash to talk to her about keeping Midnight tied up with training, that is when everything went downhill.

XXX

"Girl's I keep telling you, I'm fine. I'm sorry I lied, but I honestly just forgot and didn't want to say anything." Midnight sighed as he was forcefully placed into a bed in the basement of the library, as Twilight began to hook up several machines to the Alicorn.

"Now don't ya'll be trying teh get outta this, ya hear? Twi said that an Alicorn don't ferget nothin....... ever. So she wants teh run some tests on ya teh make sure ya ain't sick er nothin." AJ snorted toward him.

Applejack prided herself on being able to tell when a pony was lying to her, but having a relationship with the pony in question had slightly dulled her sense toward him. Once she realized that he had lied to her, she went straight to Twilight to ask about why an Alicorn would lie about forgetting something.

"Girl's I really need to get up and do some stuff I had planned for today." He groaned as he began to lift the cover from himself but stopped mid way.

"Something wrong darling?" Rarity began as she looked at his face contort before he released a sigh and pulled the cover back over him.

"Yea, I forgot what I had planned for the day." He snorted in annoyance.

"This is bad girls." Twilight began as everypony looked to her. "My equipment says that something is wrong with Midnight, but it can't tell me what." She sighed before she began to trot up the stairs.

"Twi? Whatcha doin?" AJ asked giving a worried glance.

"I have a book that details some Alicorn and other pony ailment's upstairs. The princess wrote it herself, I'll be back in a minute." She spoke before disappearing through the basement door upstairs. After a few minutes she had made her way back downstairs with the book in question. Once she arrived at Midnight's side she scanned the book, then opened it to the page that had the information she required, placing it in front of the other two mares before walking over to Midnight. AJ and Rarity looking at the opened book as the began to read it.

"Night, I have some bad news. Apparently you have been cursed by a very old form of magic." Twilight sighed as her horn glowed, a beam shooting from the tip and scanning his entire frame. "I'm afraid that this form of curse is extremely hard to destroy as well."

"What kind of curse? And how in the hell did I get it?" He asked as he began to panic.

"I don't know, It says that this is a contact curse that disrupts the knowledge center of the brain. It does various things, but centers itself around the most used part of the brain, and from what I know, That is the long and short term memory in your head. As well as your spell database." She sighed.

"Well don't just stand there darling, can you do the cure spell or not?" Rarity asked in a panic as well.

"I don't know if I can. I would recommend contacting the princess and have her medical staff take a look at him." Twilight said as she pulled a scroll and quill from nearby before writing a letter detailing the information she had found out.

"I don't know twi, what if'n they can't do nothing either?" AJ asked giving Midnight a worried glance.

Twilight gave a snort of annoyance as she laid the quill and scroll down. "DAMMIT! I can't send it to the princess, Spike is in Canterlot."

"Can't you get Rainbow Dash to take the letter to the princess? I know it may take a while but at least she can teleport to Ponyville with Dash once she gets the message." Rarity smiled in hope.

"Great idea, AJ, go and see if you can find Dash and bring her back here. Tell her it's urgent." Twilight said causing AJ to bolt from the library.

XXX

After a good twenty minutes AJ and Dash came back to the library, making their way quickly into the basement.

"What's going on? AJ said Midnight was sick er something." Dash asked as she landed near Twilight while looking at the Alicorn laying in bed who just stared at her.

"I need you to take this letter to Canterlot as fast as you can. Midnight has a very ancient form of a magical curse on him and I would rather have one of Celestia's medical staff or even herself cast the cure spell on him. I'm not familiar with........." She was cut off as Midnight cleared his throat to garner their attention.

"Uh..... sorry to interrupt, but, who are you?" Midnight asked while looking to Rainbow Dash.

Dash just gawked for a moment, to stunned to say or do anything.

"Midnight Darling, You remember Rainbow Dash don't you? The only pony to ever pull of the Sonic Rainboom?" Rarity asked as she stepped up to her Dash's side.

"I'm sorry.......... But I don't." He said giving a confused expression.

"Ok, time for plan B." Twilight spoke up as she moved all of the equipment from nearby to the far side of the room as well as removing all of the wires attached to the Alicorn.

"What's plan B Twi?" AJ asked as she shook Dash roughly to knock her from her stupor.

"Considering how quickly this curse is affecting Midnight, If I don't cast this spell now, he may end up loosing all of his memories permanently, before dieing."

"WHAT?!" They all shouted in unison.

"The memory loss spell will continue to eat away at the most used part of his memories until they are gone, leaving him a shell, unable to retain memories. Once those are gone it moves to the next most used part of his memories, continuing to erase everything until all that is left is his motor control center and automatic systems. He will become paralyzed in time before the spell erases his body's ability to keep his heart beating. That is his automatic system." She spoke giving a tearful glance to the Alicorn who was now looking oddly at her instead of in shock.

"Who are you again?" Midnight asked as he looked to Twilight before her horn lit up casting a spell onto him to knock him out.

"TWILIGHT?!" The three other mares spoke in shock at seeing what she had just done.

"It had to be done. You all know he would have ran if I hadn't knocked him out. Anyway, stand back. I have no choice but to do this spell now if he can't remember me." She snorted as she began to put forth as much magical energy into her horn as possible.

After a couple of minutes, her horn was glowing a blistering white. She managed to squint an eye open to look directly at Midnight as she released the spell letting it envelope him. She gave a sigh as the spell left her horn and began to do its work on the Alicorn, fully enveloping him and the bed he lay on.

"Twi, is that normal for a spell to do that?" AJ asked as they continued to stare at the Alicorn.

"Yes, but the spell does have some side effects that are rare, this is one reason it was never really used within the past few hundred years. There were some instances........" She trailed off looking to the Alicorn.

"What kind of instances?" Dash asked but stopped as they all heard a groan coming from the bed. as the light began to fade from around it.

As the light faded, the four mares all gave a gasp seeing three ponies laying in the bed together. Three mares looked from the three Midnight's to Twilight who only face hoofed.

"This is one of the side effects." Twilight sighed.

"Ugh, what's going on?" One of the Midnights poke up as a hoof was raised and placed on his head, rubbing it gently before stopping and then moving quickly all over his forehead were his horn once stood.

"What the hell! happened to my horn?!" One of them shouted which woke the other two up, causing them to groan at the shouting.

"What's with the shouting? Dammit, can't a guy catch some Z's around here?" The other hornless Midnight spoke up as he turned over, cuddling the third Midnight who has a horn. "Wait........" The cuddler spoke as he opened an eye to stare at a horned Twilight who was just staring back while blushing bright. "AAAAAAAAAHHHHHH!!!!" He shouted as both of the hornless Midnights bolted from the bed. One falling to the floor in a heap while the other was now flying a good distance from the horned pony who exited the bed. while looking from the earth pony Midnight to the pegasus midnight.

"I'm guessing that the spell you used had some side affects that you failed to mention to us Twilight." The unicorn spoke up.

*THUD*

The sound of a pony hitting the floor drew the attention of everypony. Dash giving a groan as she saw Rarity laying on the ground, out cold.

XXX

After a short chat with the, now three, Midnight's. They had all chosen temporary new names in order to keep from being confused as Midnight. The earth pony was named Blade, as his cutiemark was the Sword of Midnights cutiemark. The unicorn was named Buckler since his cutiemark was the shield, and the pegasus insisted on the name Flame, as it was Midnights last name, plus he thought it was cool and suited him.

After a few hours it was beginning to get late. The whole day had flown by due to trying to figure out a cure for Midnight only to split him into three separate ponies. This also posed a problem for Twilight, as she had made it clear that the three Midnight's had to stay at the library so that she could contact Celestia about the spell and what it had done to Midnight. However, they had other plans.

"There is no way I am sleeping in the same bed with two other guys." Blade spoke out with a snort, stomping his hoof into the floor for emphasis.

"Me either, it's so not cool, plus I don't swing that way." Flame spoke up as well.

"Buckler just sat there next to Twilight as she watched the other two dark ponies argue back and forth before they looked to him.

"What about you Buck? Aren't you against staying here?" Flame spoke up.

"Twilight just has it in our best interest to stay here so that once the medical staff from Canterlot Castle arrives, they can fix this little accident and we can become one pony again. If you two want to argue over sleeping arrangements then please. Flip a bit for the bed. The other can have the couch. I for one plan on staying up to try and find a cure for this myself." Buckler spoke up getting a smile from Twilight.

"Suck up." Flame smirked. "What about you Dash? You don't mind me hanging out with you do ya? I can crash on your couch if you'll let me. It's better than being cooped up with a nerd and a hard ass." He chuckle but stopped as Blade gave a loud snort up to him.

"Come down here and say that to my face ya feather brain!" Blade shouted up to the pegasus who only grinned as he dived at the earth pony crashing into him and tackling him across the room. The girls scattering as hooves and wings began to fly about as they fought.

"GENTLEMEN!" Shouted Buckler as his horn lit up, freezing both of the other males in place before pulling them apart. "I am not one for violence, but if you two must fight, please do it where you cannot break things. Like outside for instance." He snorted before releasing the spell on them letting them fall to the floor in a heap.

"HE STARTED IT!" They both shouted while pointing to each other.

Buckler sighed placing a hoof onto his forehead, gently rubbing the base of his horn as he spoke. "Twilight my dear, Although I respect your decision to keep us all here, I must agree with them. If there is to be peace in this library, then we must all have our own space." He sighed.

"Well darlings, If one of you want, one of you may stay with me at the boutique." Rarity smiled nervously.

"Sorry, to fru fru for me." Flame spoke up shaking his head.

"I won't be much help there, ah'd like teh earn mah keep." Blade spoke up giving a nod.

"As much as I would like to as well, I must decline Rarity, I will be staying here with Twilight to find a counter spell to fix all of this." Buckler said as he nodded to the unicorn at his side.

"Very well then." She huffed. "If anypony needs me, they know where to find me." She spoke in a rather hurt tone before leaving the library.

"Well, now that one of us has a place to stay for the night, how about the other two?" Buckler spoke up looking to AJ and Dash.

"I think that has already been decided." Twilight giggled seeing AJ and Dash eyeing the other two ponies.

142. Spending the night with my/our ladies

After leaving the library, Flame would travel with Dash to her cloud home, while Blade would head to Sweet Apple Acres with AJ. Buckler had stayed with Twilight at the library for the night as well. Although his intentions were clear, Twilight couldn't help but pick his brain about the recent events.

"So tell me Buck, Why stay with me to find a cure for your condition? I could manage on my own." Twilight smiled to him as they continued searching through some of the more ancient texts within the library.

"Well my dear, I figured that this would be a good chance to study some tome's together. As you may have noticed from the three of Midnight's personalities, I am the intellectual one, and not surprisingly a unicorn as well." He smiled down to her as they continued looking through the books.

"The others did seem to be rather......." She trailed off.

"Stupid? Quick to react? Hot headed, so to speak." He chuckled.

"Well, if you want to be blunt about it." She giggled. "Don't you feel bad about speaking about your other selves like that though?"

"Not in the least, I admit that I do have some rather questionable qualities as a whole, and more so as a separate entity from being split into thirds. But that does not mean I would lie about who or what I am. I'm content with knowing that as a whole, I am a great pony, as a third of my former self, not so much." He sighed, looking rather dejected.

"Now don't go and beat yourself up, you may be a shadow of your former self, but that doesn't mean you have become a bad pony. You only carry the qualities of your intellectual side now instead of your whole personality. Don't ever think that just because you lost part of yourself from this incident that it will make me feel any different from the Alicorn I fell in love with." Twilight smiled softly giving a blush before leaning in and giving him a gentle kiss.

Buck pulled back a little in shock as he looked at her, unable to form words as his mouth moved. "I-I'm rather shocked about your overall reaction to this situation. I.......... I honestly feel relieved that you would still think of me as the same pony, even though I am not." He chuckled.

"Well you are aware of the fact that I fell in love with you for many reasons right? One of the main reasons being your thirst for knowledge and sheer intellect." She said as her blush began to grow wider, slowly engulfing her head.

"The same from my point of view my dear. I love to sit down with somepony and have an intellectual conversation on just about any subject. Finding those who have that ability however, are far and few between. I was just lucky enough to find a gem in the rough within this small town." He smiled down to her only to make Twilight cover her face as she continued blushing profusely.

"Stop it........ I'm nopony special." She giggled.

"Your right, your not special." He smiled causing her to gawk for a moment before he continued. "You are a once in a lifetime catch." He smiled seeing her entire body erupt in a blush before he moved in, giving her a passionate kiss.

After a few minutes in a makeout session they broke the kiss giving a slight pant. Buck was the first to speak.

"As much as I would like for this to continue, we do have some research to attend to." He chuckled.

"Are you sure?" She smiled back to him giving a lustful expression.

"AHEM! Uh, I suppose that we could resume in the morNING!?" Was all that was said before Twilight pounced.

XXX

As Blade walked with AJ back to the farm from the library, they had decided to strike up a conversation to pass the time.

"Thanks fer letting meh stay with ya AJ, ah just don't feel right sticking with the others and not at least being able teh pull mah own weight for room'n'board." He chuckled while thinking back to the earlier situation.

"Not a prob Night...... ah mean Blade. But would ya mind answering ah question?" AJ asked while looking over to him.

"Ah'm guessing you were gonna ask'bout mah dialect." He chuckled seeing her nod. "Well, in short, when ah was a human. Ah grew up'round a lot of folks who spoke more southern than anything. Ah talked like that up through highschool til ah moved away fer college. When ah was in college, mah proffesors always told meh teh speak more clear like. Over the ten years ah went teh school, they drove it in meh teh speak like ah city slicker. Ah guess being stripped into a third of my former self just took away that intellectual beating ah recieved teh change the way ah spoke." He laughed. "Ah feel a might better as well. Not being mah smart bookwormy self is refreshing ya know? Not alway thinking bout everything like ah used teh. Just a simple earth pony ready teh work."

By this point AJ was giving him an oddly dreamy look. During the time she had spent with him she had never known much about his previous life or how he lived. It was a refreshing and very exilirating view on finding out more about her coltfriend slash fiance.

"So ya wana pull yer weight teh have some room'n'board eh?" AJ smirked seeing him nod with a determined look on his face. "Ah still have quite a bit'o farm equipment teh put up since mah brother is sick. Think ya could help with that?"

"No problem. Just point me to what needs to be moved an ah'll have it done lickity split."

After finally arriving at Sweet Apple Acres, the day had almost completely drawn to a close as the sun was just barely over the horizon, and falling fast. AJ pointed to all of the equipment that needed to be placed inside the barn causing Blade to pause for a moment.

"What'cha doing? We need teh hurry afore it gets to dark." AJ spoke up but stopped as she watched Blade move over to a large wagon and began to pull it to the farthest item first, quickly moving to the items side and hefting it up into the wagon. He proceeded with this same process iwth the rest of the equipment until the wagon creeked loudly from the weight. As he loaded the last item onto the wagon he quickly jumped into the reigns and began to dig his hooves into the ground pulling it up to the barn. After a few minutes of this the wagon came to a stop inside the barn just before some snow began to fall from the cloud covered sky.

AJ trotted up to the barn just as he put the brakes on the wagon and placed a scotch under the wheels to keep it from rolling away. He stopped though as he saw AJ staring at him from the mouth of the barn.

"What?" He asked before cocking a brow.

"How in tarnation didja pull all that inteh the barn?" She spoke in shock as she now noticed how thick his build and size was. He wasn't as tall as Midnight now, just a few hands higher than her brother, and almost twice as thick in muscle mass. She also noticed how his hooves look different as well, being more shaggy just above the hoof while still being trimmed to perfection. After a moment he gave a short sharp whistle to garner her attention.

"Come on back teh realtiy sugar." He chuckled seeing her shake herself from her stupor. "And teh answer yer question, its all in the hips." He chuckled before wiggling his flank at her as he passed by. "So ah take it that's all the work that needs done for tehnight eh?" he spoke up again as she turned to him and quickly trotted up to his side as they entered the house.

"Yea, now how'bout dinner. Ah'm sure ah could rustle ya up something." AJ smiled as they headed into the kitchen.

"Ah am ah might hungry. Wouldn't happen teh have a apple pie or two left over from the market place wouldja?" He smiled as he sat down at the table giving a hopeful expression.

"Actually, Granny Smith jes finished a few fer tomar's day in the market. Yes welcome to one er two if'n ya like, jes lemme heatem up right quick." She smiled as she pulled a couple pies from the fridge and popped them into the oven.

"Sure thang." He chuckled as he sat back in his seat smiling as he watched AJ move about the kitchen before hearing the soft clip clop of tiny hooves. He turned his head to the side seeing Applebloom trot into the kitchen, but stopped as she looked up to him.

"Hello.......... who'er you?" She asked while looking the pony over.

"Don't rec'o'nize yer own uncle sweetheart? Don't blame ya. Ah have gone through a might big change." He chuckled seeing her eyes light up.

"Uncle?!" She spoke up, smiling at him before leaping up and into his arms. "WOW! Yer an earth pony, an ya even speak like us." Applebloom giggled loudly as he tossed her into the air playfully, catching her and setting her back dawn before continuing.

"Yea, Twi had a might big malfunction with a spell an it split me up inteh three ponies. One from each race." He smiled sheepishly.

"I HAVE THREE UNCLES?!" She squeaked out loudly.

"Yea, purty much fer the time being, til Twi can fix us anyway." He chuckled.

"AWESOME! Wait........ I bet scootaloo and Sweetie Belle will have a cow when they find out. Who are the other uncles staying with?" Applebloom spoke up in wonder.

"Flame is with Dash, Buck is with Twi, and me with yer sis." He smiled but stopped as he noticed the confused expression on Appleblooms face.

"Who?" She asked.

"Thats right, ah fergot teh tell ya that we all got new, temporary names til this all blows over. Mah name is Blade, the pegasus pony of Midnight is Flame, and the unicorn part is Buckler." He smiled down to her seeing her smile back at the names.

"Cool. Ah can't wait teh tell the girls tomorah." She giggled before sitting down at the table just as AJ pulled the pies from the oven and setting them onto the table to cool for a minute.

After a few minutes of chatting, the pie had been served and eaten along with a few mugs of apple juice. Applebloom had made her way back upstairs for the night as it was already late. The two other ponies cleaned the dishes before heading into the living room. Blade laying down on the couch just as AJ was heading to the stairs.

"Now what'er ya'll doing there? Get yer flank a movin an get teh bed." AJ spoke up while cocking a brow at him.

"Parden? Ah figgered since ah wasn't mahself ah'd stick teh the couch fer the night. No reason teh expect teh bunk with mah mare if'n ah aint mahself. Just good mannered'n'all. He smirked.

"Ah that's a bunch o'hooey and ya know it. Jes cause ya ain't whole dun mean ya aint welcome in meh bed. Sides, ya ain't as big as ya was afore. Ah'll have plenty'o space in bed now. Unless o'course ya wana freeze down here? Supposed teh get cold tehnight. Having another pony teh snuggle'd be a might nice." AJ smirked nodding up the stairs.

Blade rose from the couch giving a smile as he followed the orange earth pony up the stairs and into her room. Both hopping into bed and snuggling up to one another before turning out the lights.

XXX

Dash and Flame left the library in a hurry, both giving each other a smirk before bolting into the sky as fast as they could toward Dash's home in the clouds. They had given each other a cocky stare in a silent conversation. Daring each other for a race.

Rainbow Dash came to a quick stop as she landed onto the walkway into her cloud home, taking in deep breathes as she watched Flame quickly approaching and landing near her.

"Bout time slow poke, and don't give me that enjoying the view excuse, I can tell you tried to beat me here." Dash grinned to the out of breath pegasus as he took in several deep breaths to revitalize himself.

"Blah blah blah, ya won alright. There, I said it." He snorted in annoyance. "I can't believe when I was whole I used magic so often to increase my speed up all the time. I'm really out of shape." He chuckled.

"That's cool, I'll make sure to get you to train with me to get those wings in shape." Dash smirked again seeing him cock a brow.

"Really now? What kind of training did you have in mind?" He grinned mischievously as he slowly trotted around her.

"O-HO! It's gonna be that way is it?" She laughed before opening the door to her cloud home.

"What? I didn't say anything. Your the one thinking naughty thoughts." He chuckled seeing her blush before a sly grin fell across her face.

"I didn't say anything though. Your the first one to mention something naughty." She giggled seeing him stop and blush slightly before walking toward the couch.

"Bah, so what, I'm the fastest stallion in the sky. Can't I have a little fun every now and then?" He smirked before plopping down onto the couch.

"You can, but I would prefer if it was in a bed instead of on a couch." She smirked while nodding to the stairs.

Flame cocked a brow expecting a prank but stopped as he watched her walk up the stairs while swinging her tail back and forth teasingly. "Oh I think you are about to regret that decision Ms. Skittles." He chuckled under his breath before trotting up the stairs after her.

144. Separation anxiety

144. Separation anxiety

Three days has since passed from the moment Midnight had been split into three separate ponies. During this time each of them had found a place to stay so as to not cause any disharmony between them that would possibly interfere with a spell that could return them to normal. The days seemed to drag on while each part of Midnight began to get closer to each of the mares he was staying with.

Blade would help tend to the farm with AJ, and even give Big Macintosh some time off so that he could go and see Fluttershy since he had gotten better from his cold. The two spent most of the day in the marketplace selling goods to all the ponies that came by. Many of which would stop and look the tall and very well built earth pony over. Some giving him a few odd looks while some of the mares were flirting. He of course was a gentlecolt about everything and stayed next to AJ, unmoving when it came to the other mares.

Flame on the other hoof was constantly in competition with Dash, always flying around or helping her to come up with some new routines for the Wonderbolts. Eventually they would get tired and find a nice soft cloud to take a nap on before waking up to pull a couple pranks on some unsuspecting ponies below.

Buckler had spent all of his time within the library, taking every second he could to read another page within a book to try and locate a spell to help remedy his situation. Twilight would sometimes find him sitting up late at night, bags under his eyes as he had not slept in order to find the needed spell. She would eventually make him go to bed with her, but knew he would end up remaining awake. On one occasion she even had to knock him out with a spell in order to make him rest.

Those few days were quite hard on Buckler, not so much for the others though. However, there was one other who was having an even harder time than all of them combined.

XXX

"Sis, I just sent another pony away that came to get her dress that you were supposed to make for her. You can't keep mopping around up here. Uncle Midnight will be fine." Sweetiebelle sighed as she looked to her sister as she gaze out the window. Her face was stained with dried mascara that had slowly found its way down her cheeks from the tears she had been crying. Sweetiebelle gave a frown seeing her sister sigh and continue looking out the window. It had been three days now since her fiance had been split up into thirds from a spell, but none of the ponies he had been split into wanted to stay with her.

The overall feeling of worthlessness Rarity felt had began to take over her daily routines. She would loose interest in her normal every day tasks and just set them aside. Even her thoughts revolved around why none of Midnights pieces wanted to be around or with her. She could only feel sorrow toward the fact that Midnight may not actually love her at all. This thought alone was slowly eating away at her and causing her to fall farther and farther from the reality she knew. Sweetiebelle on one occasion had to shake her sister back to reality from her zoning out so hard that she had almost become catatonic.

"Sis, you need to relax, Uncle Midnight will be ok. I know Twilight or the princess will find a spell in time." Sweetie sighed as she trotted over to her sister, giving her a loving hug. "Come downstairs, Fluttershy and Big Macintosh brought over some dinner for you and me. Fluttershy said you need to keep up your strength for when Uncle gets back to normal."

Upon finishing Sweetie detached herself from her sister and slowly made her way downstairs. Rarity continued starring out the window looking toward the library in hope that a spell would be found soon. She knew it would take time, but she still couldn't shake the feeling that Midnight didn't love her like the rest of the girls.

XXX

In the castle, Celestia had spent the last three days within the royal archives rummaging through books and even having every professor within her school search through the texts as well. As time passed by however, she became more and more desperate to find a solution to the problem at hoof. After the close of the third day, she was giving up hope that something could be found that would change the Alicorn back into his normal self. She had decided to call it a night and was leaving the library when a loud commotion was heard nearby.

"I've found it! I've found it!" Shouted a unicorn professor as he ran through the crowd who was shouting in glee. After quickly locating the princess he rushed up to her opening the book to the page in question and placing it in front of her. After a few tense moments of looking over the spell, a smile spread across her face, but slowly turned to that of sadness upon seeing they ingredients needed in order to cast the spell. She closed her eyes giving a sigh, taking the book in her grasp and placing it under her right wing.

"Thank you for finding this. Everypony is dismissed, I shall start to gather the needed materials for the spell. Classes may resume next week, so please take this time to relax." She smiled to all the professors who all nodded in confirmation before leaving the royal archives.

As she made her way from the archives and through the library within the castle, she pulled open the book to the page in question once again before reading it to herself.

Counter spell for the Neural Curse Cure Spell that splits a pony into different personalities

Please note that this spell is extremely dangerous and can be fatal to the caster or the castee if done incorrectly. You will need to gather the following ingredients in order for the spell to work. Please note that a large mirror is needed for each of the separate personalities of the pony in question.

Large full body mirror (one for each personality)
10 Ivory Butterfly wings
1 teaspoon of Spectral dust freely given by the ghost of ages past.
1 Fire emerald battery charged to maximum capacity
2 candles (for each mirror)
1 phoenix feather freshly plucked from the source

Celestia mulled over the ingredients again and again. She had every single one of them within the royal vault, but one item in the list was so rare that she had only one of them which was the fire emerald battery. Unlike fire rubies, fire emeralds were almost non existent in this day and age. Most of the diamond dog clans would horde them since they could be a power source for up to twenty years within an entire clans mine. A decent sized clan would have at least a hundred dogs, each with their own burrow withing the mine. A single battery would run nonstop for machinery, lighting, furnaces, among other various things for up to twenty years on a single full charge depending on the size of course. Most of the gems would be rather small, about the size of a baseball. Larger and even far more rare gems like this have been seen as large as a basketball. However, the gem that Celestia held within the royal vault was just about the same size as a softball.

Now that Celestia had looked over the ingredients list, her vision fell onto the spell itself. After reading it over several times she gave a heavy sigh. The spell was difficult. Even for her to do. But at this time, failure was not an option. She had to do this. Not only for herself and Midnight, but for the ponies that loved him as well. They needed him as much as he needed them.

XXX

After some time to think over the spell, she had contacted Twilight, letting her know about the results of finding the spell. She had been told to gather the three ponies that made up Midnight and to bring them to just outside Sweet Apple Acres.

Upon arriving to the specified spot, everypony looked to the setting before them. There were three large mirrors standing up and all facing toward the center of a large transmutation circle on the ground carved into stone. The center of the stone was devoid of light as a large black gem was encased in the center about ten feet in diameter. In the center of that gem rested a fire emerald that glowed a bright orange. The other ingredients had been crushed and mixed together into a small bowl, ready to be placed into specific points of the stone circle. Celestia, along with Luna stood and waited until everypony had arrived. As everypony made it, Celestia began.

"Thank you all for coming so quickly. I am sure that Twilight has told you already about the spell." She stopped for a moment seeing most of them nod.

"Good, then you must also know that this is a very dangerous spell as well. In order for this spell to function properly and bring these three stallions back into a single form, they must all be harmonious in thought. I am saddened to say that this will be the only chance for me to do this spell, as it's ingredients are beyond rare, and I only have a single item of one of them."

"Speaking of rare, Where is Rarity? I thought she would be here to see this through and welcome back her stallion." Rainbow Dash spoke up causing the rest of the ponies to look around to try and locate her.

"Rainbow, why don't you go and check the boutique for her. If she is there, let her know whats going on." Twilight spoke up watching the cyan pegasus nod before taking off.

"Princess, If you wouldn't mind, I would like for Rarity to be present for this occasion. She did seem rather dejected that the three of us refused to stay with her." Buckler said before giving a sigh. "I do feel bad that I refused as well, I meant no disrespect, it's just that I wanted to locate the spell so badly and.........." He trailed off looking to the ground.

"It's alright, do not fret over your decision. I am sure that Rarity is fine and will be more than happy to know that her stallion will soon be whole once more." Celestia smiled to Buckler but stopped as an earth shattering boom rolled across the land just before Rainbow Dash came to a halt onto the ground skidding at least a hundred yards before stopping just inches from everypony.

"You guys, something is wrong with Rarity." Is all she said while panting hard. Everyone looked to each other in worry as they took off toward the boutique.

XXX

After a few minutes of sprinting to the boutique, they all made a quick entry as Dash lead them upstairs and into Rarity's room. She was laying on the floor sprawled out, her eyes had glazed over while staring straight forward into the wall. He mane and coat were severely disheveled and filthy from not having taken a shower in several days. The mascara that once rested on her face were now long black streaks leading from her eyes to the floor into a small dried puddle. She looked like she had even been starved for several days as her ribs were showing slightly through her once ivory coat.

The three remnants of Midnight rushed forward slowly picking her up from the floor and setting her onto her bed. As they tried to set her upright in a seated position, she just fell over, her eyes unblinking, and her breathing almost nonexistent.

"What happened to her?" Asked Flame as he began to trot worriedly in place.

"Duno, but it can't be good." Blade spoke up.

"Let's get her back to the spot where the spell is going to take place. I have a feeling I know what the problem is." Buckler spoke up as he levitated the ivory mare onto his back as they all began to exit the boutique.

XXX

Once they had arrived back to the spot within Sweet Apple Acres. Buckler sat Rarity down in between Twilight and Applejack before stepping in front of her, looking her directly in the eyes as he began.

"Rarity, everything will be ok, if you can understand me, then listen, Midnight will be back shortly. Don't you give up on him." He spoke while looking at her, a passion burning within his eyes as worry began to overtake him. For an instant though he thought he saw her eyes move to meet his, a glimmer of hope. She wasn't lost yet.

"You two get into position." Buckler spoke up to the other stallions, they all nodding in unison in understanding.

As they trotted toward the circle, Celestia began to give them instructions. "You three need to face one of the mirrors each. Once the spell has started, it cannot be stopped for any reason. The consequences are far to great to stop. I will need absolute concentration, so please do not speak. Once the spell has activated you will notice the mirrors start to ripple like water. Once they begin, you will need to walk into the mirror fully. Once inside you will see that you will all be facing forward as if you have turned around and were then walking out of the mirrors. In the center of the mirror circle you will see an object. You will all need to be in sync with each other before touching that object. Once you touch it the floor will slowly give way allowing you to sink into it. If you all have harmonious thoughts then you will reform as Midnight from the void gem within the stone circle. Remember to think in harmonious thoughts."

"I'm pretty sure that we are all thinking of the same thing." Blade spoke up nodding to the others.

"Saving Rarity." They spoke in unison as they quickly got into position.

Celestia stood still as her horn began to glow softly, quickly gaining in luminosity as the transmutation circle began to glow as well as the fire emerald. After a few seconds, the mirrors began to slowly warp and wave about like water. As the rhythm began to stay at a single pace, the three stallions slowly moved forward into the mirrors before them. Each closing their eyes as they walked through the rippling metallic fluid. Upon exiting the mirrors on the other side, they all stood still while looking at the object before them. It was Rarity as she was before Midnight's separation.

"Are you guys seeing this? What is Rarity doing here?" Flame spoke up seeing her.

"Ah see her to." Blade spoke up.

"Same here. I guess it's time then." He chuckled softly as he trotted forth, wrapping his hooves around the ivory mare. The others doing the same. "Everything is going to be ok.........." Buck said before trailing off as the floor began to slowly engulf them into darkness.

Back outside of the mirrors Celestia was starting to sweat from straining her magic. After watching the stallions walk into the mirrors she felt a pang from her magic use as she could tell they had succeeded in harmonizing their thoughts and hearts. She looked up to see the void gem grow an even darker color as a small flicker of light began to escape it. A small licking flame that slowly began to rise up along with a set of black ears and head. After a few short moments Midnight had reappeared fully from the gem, standing tall as if nothing had happened.

After finally appearing he blinked a few times to focus on his surroundings and taking in all the memories he had acquired within the past few days as separate ponies. He then remembered Rarity and the condition she was in, quickly turning around and galloping over to her.

"Rarity!? Oh God, are you ok?" He shouted as he hugged her. She was motionless still while he hugged her. After pulling away he looked down to her with watering eyes. "Rarity? Can you hear me doll?" He asked seeing her finally move and look up to him causing him to sigh in relief.

"Why?" She spoke softly as her eyes began to tear up. "Why don't you love me?"

Midnights heart almost shattered at those words as he looked to her. "What are you talking about, you know I love you."

"Then........... why didn't any of your other selves want to stay with me..........." She trailed off again.

"They all had their reasons. If it had been me I would have never left your side."

"BUT THEY WERE YOU!" She shouted causing him to back away slightly. "THEY WERE.........you........" She fell to the ground as she began to sob quietly.

After a moment of thinking, Midnight smiled as he slowly picked her up into an embrace and began to speak softly into her ear.

"Rarity, you were the first one to ever show me affection and love in this world. Someone to truly be my friend first before moving on to something more than friendship. I fell in love with you as my human self and as Midnight. As time passed I found others that I loved as well that I found a kinship in with parts of myself, not as a whole though, but just parts. The only reason my other selves chose to stay with others is because they could not love you like they loved the others. My feelings for you had been cut into thirds and placed within each of them while the stronger parts of them that felt something toward the others took over. It wasn't because they didn't want to be with you, It was because they were caught in between their feelings for you and the others they had grown to love over time that they could see a part of themselves being in. So don't think they didn't love you, they love you just as much as the others, they were conflicted though and chose the path that was better suited to them. Now that I am whole again, I have all that love ready for you, as a whole and more powerful than anything in existence. Rarity, I love you with all my being and not just because we share interests. Its an honest love that I can freely express. So please, don't thimmmmMMM!?" He was suddenly stopped as Rarity wrapped her hooves around his neck kissing him passionately.

A few seconds into the kiss they broke, Rarity gave a happy sob as she held onto the Alicorn with all her being. Everyone else slowly coming forward to join in the hug as well. It had been a rough few days. But now everything was getting back to normal.

XXX

After the successful casting of the ancient spell. Celestia had requested for Midnight to return to the castle for further testing my be medical staff. It had taken almost three hours to convince Rarity to let him go, but she had agreed so long as he makes no detours and teleports back as soon as he is done.

"Alright Tia, let's get this over with. I want to get back her as quickly as I can. I don't want to keep Rarity waiting." Midnight smirked back to his ivory love who was leaning on the door frame of the door leading into the boutique.

"Very well then. Do you have enough power to teleport?" She asked

"Yep, still a little weak from the spell, but I can still cast it." He smiled as his horn lit up for a second before a loud snap erupted from him sending him backpedaling and falling to the ground.

"SON OF A!!!!!" He yelled as he shook his head from the sudden pain. Rarity quickly coming to his side with Celestia at his other.

"Midnight?! Are you ok?" Rarity asked while looking him over.

"I'm fine, just a little stunned." He said while rubbing his head a little. "What happened? I tried to teleport but something backfired."

Celestia stood there, stock still as she gave a small gasp. "No.........." She spoke softly catching their attention.

"No? What do you mean NO?!" Midnight asked.

"The spell I used to put you back together said that there was an extremely small chance of a side affect." She sighed while looking away.

"And how small of a chance was it?" Rarity asked.

"One in a million."

"And what was the side affect?" Midnight asked while cocking a brow, suddenly feeling uneasy.

"That it would.............. erase every spell you knew from your memory."

*THUD*

"MIDNIGHT!?" They both yelled seeing him pass out from shock.

"He is not going to be happy when he wakes up." Celestia sighed while she watched Rarity giving him gentle nudges to try and wake him.

145. Learning to cast from scratch

145. Learning to cast from scratch

It had taken some time, but Midnight awoke to the feel of a pony snuggling into him in bed. It was already later in the evening and the sun had already set. Luna's moon was high in the sky shining down its brilliance through the slightly cloud covered sky. After taking in his surroundings, Midnight had come to realize that he was at the boutique with Rarity pressing warmly against him in bed. After a few moments of letting everything settle in he remembered what had happened earlier.

'Did Tia really tell me that my entire spell list was gone? If it is I doubt it would be a problem, I have two back up copies of my spells in Trixie and Twilight so I doubt it would be a problem to get them back.' He thought to himself before pulling his ivory love closer to him and nuzzled the top of her head.

"Mmmmmmm, Midnight?" She spoke softly, nuzzling his neck.

"Sorry doll, didn't mean to wake you." He spoke softly to her as he wrapped a wing around her pulling her close.

"It's fine, I'm just glad that your finally home." She sighed.

"It's good to be home. I'm sorry you endured what you did. I'll stay here for a week to make it up to you, how does that sound?" He chuckled.

"That sound's nice, I was hoping to talk to you about something as well." She smiled up to him giving a deep blush.

"Uh huh, from that blush I'm guessing it is something embarrassing?"

"Well, In a manner of speaking it is." She gave nervous giggle causing Midnight to cock a brow.

"Do you want to speak about this now? Or tomorrow?" He asked as he began to feel a little nervous.

"Now would be a good time darling. I feel that if I do not get this off my chest, so to speak, that I may never get the nerve up to ask you again." At this point she had her face buried in Midnight's chest while speaking, the muffled words were hard to understand but came out none the less.

"I'm all ears sugar." He chuckled, giving her ear a nip.

Rarity pressed away from him gently as she looked up and into his eyes. "I've been thinking about this for a while now, and once you told me how much you cared for me the other day, it made more happy than I have ever felt. I want us to stay together for as long as time will allow us. I want us to create something beautiful together." She smiled as her eyes began to well up.

"R-Rarity? Are you asking what I think your asking me?" He spoke up in slight shock.

She smiled up to him before pulling him close as she began. "I want to have a foal with you." She choked out while nuzzling into his neck.

Midnight lay there quietly for a minute as he let that soak in before he started. "Doll, I don't want you to do this on a whim, You need to think about this. I would be more than happy to have a foal with you, but you need to ask yourself, is this what you truly want, or is this something you think I would want?" He paused as she pulled away looking up to him with tear stained eyes.

"This is what I want. I have never been this happy with any other stallion. I want to share my life with you and create one of our own. What do you think?" She smiled seeing his eyes well up as well.

"Sounds to me like Starlight is going to have a playmate in the future." He chuckled softly while hugging her close.

"Well, it will be a while at least. I won't go into season for some time. But it will give us enough time to prepare and gather what we need. Plus this will be an excellent opportunity to clean out one of my spare rooms for the nursery." She giggled.

"Wow, to be a father again........." He trailed off as his expression changed to slight embarrassment.

"Something wrong darling?"

"Well, I shouldn't really say anything........ But AJ was planning on doing the same thing. She spoke with Blade about it to break the ice. So I have a feeling that you may have someone else to talk to about this." He chuckled worriedly.

"That sounds marvelous." She squeaked out happily.

"Huh? I thought you might be upset about this."

"Of course not darling. Applejack and I may not see eye to eye, but that doesn't mean I would forbid her from having the greatest gift a pony could ask for. I would feel honored for her to have your foal as well." She smiled widely causing the Alicorn to visibly relax.

"Thank God, I was afraid....." He stopped as she pressed a hoof to his mouth.

"Let's worry about that in the morning darling. For now, let me just enjoy having you by my side." She smiled before removing her hoof and then giving him a tender kiss.

They gave a soft smile to each other as they closed their eyes and let sleep take them. The thoughts of a bouncing baby foal running through their dreams.

XXX

The following morning Midnight awoke to the pleasant smell of breakfast and fresh coffee. After a quick shower he made his way downstairs to see a bright eyed and bushy tailed (so to speak) Rarity, who had just finished making breakfast and placed it onto the table.

"Well good morning sleepyhead." She cooed.

"Mornin, what's with the full course breakfast?" He asked before giving her a quick kiss.

"I just thought it would be nice to have breakfast together since you helped me to get out of my funk, so to speak. That and I am going to need all the energy I can get today. I'm now four days behind on several dresses that I was commissioned for, and the customers are not happy. I will be at this all day with no breaks just to catch up." She sighed.

"I'll stay out of your mane then, I have to go by Twilight's anyway to get a copy of my spells from her." He groaned. "I can't believe all of my spells are gone..........." He trailed off for a moment before pipping up once again. "Wait, If my spells are gone, then I should be able to just think of the spell I want to cast and it form in my head like before right?"

"I don't know darling. If that is the way you have done it in the past then I am sure you would be able to do that again right?"

Midnight sat there for a moment as he thought of the levitation spell he would cast to help him eat his breakfast by lifting the utensil's. After a few seconds of thinking about the spell his horn lit up before sending out a spark of magic that jostled him roughly in his seat.

"DAMMIT!" He growled as he rubbed his head. "Why can't I do what I did before to learn new spells?! I can't even use a levitation spell." He groaned out in annoyance as he lowered his head to the table, resting his chin and jaw onto it while looking pitifully at his food. That was until he saw a fork slowly lift some scrambled eggs to in front of him. He looked at the fork seeing a light blue aura surrounding it, then to Rarity who was smiling.

"You are not feeding me." He smirked.

"Oh come now, indulge me. I haven't fed you before because you were so insistent on doing this yourself. I think it would be cute since you are powerless to stop me now." She giggled giving a devious grin.

Midnight sighed giving a deadpanned look before opening his mouth. "Here comes the choo choo train." She spoke playfully.

"Oh god, now this?" He groaned only to elicit a loud giggle from Rarity.

"As I said darling, indulge me this one time." She said before pouting her lip.

"UGH! Fine........ But you had better not tell anypony about this." He snorted as he took a bite, letting the fork be pulled from his maw as it went to the plate for another pass.

XXX

After an embarrassing breakfast, Midnight had left the boutique, making his way to the library to speak with Twilight about his spells. Upon entering the library however, he was greeted to the sounds of conversation in Twilight's study. As he made his way to the doorway he gave a little knock before poking his head in to see Trixie and Twilight chatting away.

"Midnight? How are you feeling?" Twilight asked as she stopped the conversation between herself and Trixie.

"Doing better now, but I seem to have a big problem." He chuckled as he walked in and took a seat.

"What seems to be the problem Midnight?" Trixie asked, all to curious as to what would cause an Alicorn problems.

"Well, you remember yesterday when Tia put me back together?" He asked, getting a nod from Twilight and Trixie.

"Yes, I was just telling Trixie about it. But why? What's the problem?" she asked while cocking her head slightly.

"Well, when she succeeded in putting me back together, there was a side effect from the spell." He stopped for a moment seeing them nod.

"It wiped out my entire spell list in my head, not only that, I can't think about a spell I want and create it anymore." He sighed.

Twilight and Trixie sat there, eyes wide in astonishment before speaking.

"If it wiped out your spell list, you should still be able to learn spells like you did before..............." She trailed off thinking for a moment. "Wait a sec, if you don't have any spells and you can't learn them by thinking about them, then you must need to learn them as a regular unicorn would."

"Well, I was thinking about just getting a copy of my spells from one of you two, if that would be alright. It would save me a lot of time." He chuckled seeing her roll her eyes.

"Fine, but I was hoping to be able to teach you how to do a real spell instead of you cheating like this." She giggled as she walked over to him.

"Maybe next time, if there is one that is." He smiled as her horn lit up.

*FLASH*

As the light dimmed around the two ponies they were now in a long hallway with doors leading down either side of them and fading into the distance.

"Spells." Midnight spoke up as a loud click was heard and one wall began to move quickly into a single direction, many doors passing them by quickly until it slowed to a stop in front of a door with 'Spells' written across the front of it.

"Ok........ What's up with that number Twi?" Midnight asked as he looked to the top of the door seeing the number 1,000 chiseled into stone, the numbers glowing a soft red, while to its side was a counter with four zero's on a changing counter.

"This isn't good." Twilight spoke up garnering his attention. "I've seen this in ponies before that had stunted magic. This number in stone signifies the number of spells you will be able to learn and keep in total. The counter is the spells you have learned so far."

"WHAT?! You mean I can't have my entire spell list back again?!" He shouted in surprise.

"It seems that way." She gave a nervous smile while hearing him sigh in annoyance.

"Well, I know I need at least a few spells in my list for the time being. Let's get into your head so I can at least have those." He groaned as another flash surrounded them and placed them into Twilight's mind.

"Subconscious." Twilight spoke out as both walls of the hallway quickly moved past them and slowed as the end of the hall came into view.

They made there way into the subconscious area and looked around seeing countless books lining the walls.

"Go ahead and speak the spells you want to relearn." Twilight smirked seeing Midnight groan before speaking.

After a few minutes of speaking and gathering the books. He began to open them one by one as a small flood of information left the book and into his mind. It had taken nearly twenty minutes but he had relearned around a hundred spells that he would use quite often. They quickly left the room once he had finished and canceled the spell returning himself and Twilight back into reality.

Once they returned, Midnight pushed forth a levitation spell onto a nearby book to make sure his spell was working properly. He smiled seeing the book float into the air and next to him. After placing it down he opened his stash portal to see all of his items he had left in it before still within it and unchanged.

"FINALLY! It feels good to be able to use magic once again. I'm just pissed that now I'm limited to only a thousand spells." He sighed.

"A thousand?" Trixie asked while looking at him rather confused.

"Yea, apparently my magic was stunted from that spell that put me back together, or that stupid curse. I have no clue. But if I ever find out who did that to me, I am going to tear them apart." He snorted in annoyance.

"Well, let us hope that pony stays well enough away from you. I do not think I would like to see you tear a pony apart." Trixie said giving a slight shudder.

"Don't worry. I'd never do that in front ya'll." He sighed feeling rather useless now. "Twi, I'm going to Canterlot to talk to Tia about this whole mess. Then I'm going into the royal archives to look and see if there is a way to extend the number of spells I can learn to a higher number. If Rarity comes by asking for me, let her know where I'm at ok?" He said only to receive a nod in confirmation. "Thanks doll." He smiled before giving her a wink. His horn lighting up as he vanished in a flash of light.

"Twilight? Is he really limited to just a thousand spells?" Trixie asked in slight shock.

"I'm afraid so. I hate that he has been afflicted with such a terrible thing, but he will just have to endure and realize exactly what spells he requires the most over others. I mean seriously. What is a pony going to do with over 500 different types of prank spells." She chuckled causing Trixie to do the same.

"True, but you are right. He does have quite a few rather redundant spells in his old list." Trixie's face contorted slightly as she ran across one particular spell. "Did he seriously come up with a spell to turn a flower into a waffle?!" She spoke up garnering Twilight's attention for a moment. "Let's see if it works." She smiled as she looked to a flower pot that had a few flowers left in it, her horn lighting up as she directed a beam at them turning them into waffles.

"Huh, I'll be." Twilight giggled. "You hungry? I think I could go for a waffle." She smiled.

"Sure." Trixie smirked before rolling her eyes. "What a useless spell."

146. Spells and Matrimony

146. Spells and Matrimony

A/N: This chapter moves rather quickly I know. But I don't want it dragged out over several chapters just so you guys already know what is going to happen. So here it is. I did write it a lot longer than I would have a normal chapter, so at least you get the feel of it.

----------------------------------------------------------------------------------

Celestia sat quietly in her quarters, humming softly to little Starlight as he was being put down for a nap. It was around lunch time already and Celestia had been up for most of the morning since raising the sun and keeping an eye on a very energetic foal. As time wore on though he gradually wore himself out and became cranky as he tried to fight sleep. That however ended quickly with the soft humming of his mother holding him in her arms lovingly. Once she had determined that he had fallen asleep, she placed him ever so gently into his crib before kissing his forehead and quietly left the room, letting one of the head maids tend to him in case he awoke.

Celestia left her room with a contented smile. Never once had she experienced the joy of being a mother, nor the worry that came with it. But now that she had finally bared a foal, all of that changed. Along with the fact that the father of the foal was more than kind to herself and the foal.

She quietly made her way down the hall, heading toward the banquet hall to have a late lunch. She would make many turns here and there before finding herself walking into the banquet hall to see Midnight sitting at the table waiting on her.

"Midnight? How are we feeling today?" She asked giving him a soft smile while walking over to him to give him a gentle nuzzle.

"I've been better, but unfortunately my trip to the castle today is not with good news." He sighed while looking away.

"What's troubling you? Is it about your spells being lost?"

"In a manner of speaking, yes. I had Twilight look into my mind to check on my spells to make sure that they were truly gone. What we found however was troubling to say the least."

Celestia scooted over to him, her attention on every word that he spoke as he continued.

"Turns out that my magical capability to remember spells has been greatly stunted. I can now only remember a thousand spells at most instead of my previous number that was around fifty thousand."

"Well, at least you can still remember a large number of them. Most unicorns live their life only having memorized around a hundred or so spells. To remember a thousand is a great feat indeed. But do not despair. I am sure you will not have need for more than that in the future." She smiled to him softly before leaning onto him.

Midnight gave a disheartened smile back as he nuzzled the top of Celestia's head before speaking again. "Tia, I do have some other news that is on the brighter side." He smiled to her as she pulled away awaiting his response.

"Rarity and Applejack have asked me to be the father of their foals." He smiled widely as a bigger smile broke across her face.

"What wonderful news. To think that you will have two more foals in time is a blessing all in it's own. I am very happy to hear this." She smiled giving a soft giggle. "Plus our little one will have some playmates as well."

"Yea........" He trailed off for a moment looking away.

"Midnight?" Celestia began to ask before he looked back to her with a smile.

"Tia, I know that a lot of things have happened since my time within this world, along with becoming a father and having found several ponies to spend my life with. I've grown quite fond of a couple more ponies as time has passed, and would like to pursue those relationships as well. I feel a little afraid and embarrassed at the same time though in asking them. I know this is out of the blue and all, but I really need some advice on what you would do in a similar situation." He sighed once again as his ears lay back in embarrassment.

"This is new, why would you be afraid to tell somepony that you love them and wish to remain by their side?" She asked.

"For one, I wouldn't want their life to be any harder than it already is, two, I already have three mares, adding two more honestly makes me feel like I'm just using them as a toy for my own pleasure. I don't want them to feel as if I have been playing them this whole time when I actually love them. That plus all the rumors and such would just make things feel awkward and just unpleasant overall."

"That's very noble of you to think of such a thing. But let me ask you this. Do you think they would care as long as they had you there by their side during those times, should they ever appear?"

Midnight sat there thinking for a moment before a smile crept across his face. He looked to Celestia for a moment before slowly moving in and giving her a tender kiss. After a few seconds he pulled away seeing her face radiating a bright red.

"W-what was that for?" She stuttered slightly giving a smile.

"For giving me the answer I needed to do this." He smiled as his horn lit up, pulling a small box from under his wing to in front of him. He gave a smile as he kneeled in front of her while still looking up to her, the small box floating silently there still to be opened.

"Celestia, I know this is far overdue and I should have done this from the beginning, I feel so silly from not having done this from the start, but then I may not have saved this world as many times as I have already. So I think it is high time that I ask you the question I have wanted to ask you from the beginning. Celestia, Goddess of the sun, and the light of my life. Will you marry me?"

Silence followed for a few seconds as he opened the small box revealing a precariously made diamond horn ring. He smiled up to her seeing her eyes begin to water slightly before she bowled him over, hugging him before wrapping her wings around him as she spoke.

"Are you sure you want to head down this road? You will become royalty and have to deal with all of the hardships that I must endure. It will not be a pleasant experience to live the life that I do. But the rewards are well worth it in the end. As long as you are a kind and caring ruler."

"I understood that much before I asked you." He chuckled before rising and pulling the ring from the case, still awaiting an answer.

"Then yes, I will be your bride." She smiled as tears slowly began to stream down her face as the ring was placed onto her horn.

As soon as they pulled back from each other a roar erupted from the doorway as a flood of butlers, maids, and members of the royal guard began to file into the room. The two Alicorns sat there in slight shock as the ponies filled the room all cheering loudly.

"Hail to the King and Queen!" was shouted over and over causing them to smile softly to the crowd.

After a few minutes the crowd had died down and went back to their normal routines within the castle. Midnight and Celestia took a walk through the castle to discuss their future together as well as the other ponies that Midnight would also be marrying in time.

"So tell me Midnight, you spoke of two others that you wished to betroth, I was apparently one of them, but who might be the second?" She smiled causing him to give a nervous chuckle, in turn making his mane turn a slightly lighter shade of red.

"Well Tia, to be honest, while I was split into separate ponies, I found a side of myself that I didn't know truly existed until I started arguing with a certain pony, before racing her." He chuckled. "She honestly set my heart ablaze with ever fiber of her being during those few days. We have had our fun in the past, I will admit. But she is just one of those ponies that are not only a loyal friend, but a great pony altogether."

"Racing, Loyal, fun. Sounds to me like you have quite the crush of Mrs. Rainbow Dash." She chuckled seeing his mane turn a bright pink. "But does she feel the same way? And would she want to live as royalty as well? You do realize that by marrying me that any other mare that you add into the relationship will become royalty as well correct?"

"I understood that from the start yes, Now I am going to have to tell the girls and see what they think. I know Rarity will be all for it, as well as Twilight, Dash and Applejack on the other hoof. I'm not to sure about. "An athlete and a farmer just doesn't seem the type to want to have fame and fortune as well as power to rule a country." He sighed softly thinking about the possible outcomes of what could happen once he told them.

"I do not think you will have to worry. Even if they do not agree to wed you, that does not mean that they will not continue to love you as they do." She smiled giving him a playful nudge.

"True, but telling them is going to be the hard part." He chuckled.

"I think I may have a way for you to tell them without even speaking." Celestia grinned toward Midnight while eying him up and down.

"You have my ear, what do you have planned?" He smirked.

"Come with me, I think you will be pleasantly surprised." She giggled as they headed toward a far room nearby.

XXX

"You know Tia, I have to admit that this was a great idea, Plus I never knew that I would look this good in regalia made for a stallion. There is only one slight problem though." Midnight sighed while looking at himself in the mirror. He was covered in a set of regalia that would indicate himself being royalty. The armor was a bright gold matching Celestia's in color perfectly. It was molded to his frame in several areas, but there was one slight problem that he noticed.

"I look evil......." He sighed. "And rather intimidating as well. Is there anyway that I can just wear this while in the castle? I really don't want my friends to shy away just because I look like such a badass."

Celestia trotted silently around him as she took in what he was saying. The regalia was nice looking, but overall it did look intimidating.

"I don't see why you should have to wear it at all times, very well then. You can wear it in the castle only, if you wish." She smiled up to him seeing him return the smile.

"Think I should go ahead and get this over with? Or surprise them?" He chuckled for a moment before seeing Celestia's devious grin.

"I think a surprise is in order. Please do tell me about their reactions though, I am sorry to say that I will not be able to go with you. I have several meetings today that require my attention." She sighed.

"You know Tia, you should take a break every once in a while. Have Luna take over for the day and teach her how to do everything that you do." He smirked before moving toward the door.

"I would not mind taking a break now and again, but Luna........... She has a rather odd way of dealing with situations. She seems so free spirited and child like, even after all these years."

"Well, being locked away for a thousand years will take away from the fun you would have had as a younger pony. I just think she wants to catch up with that lost time and have some fun. After a while I'm sure she'll come around." He chuckled. "But until then, I wouldn't mind filling in for you when you need a break. Seeing as soon I'll be royalty as well."

"You will need to stay in the castle for some training on royal matters in time. But for now, go and show the others your new title. I am sure they will be pleasantly surprised." Celestia smile as Midnight gave a nod and left the castle.

XXX

After leaving the castle, he took flight heading toward Ponyville. Midnight would have normally teleported, but this time he needed to think of a proper way to let his ladies know what he had just done without causing them to freak out. He played the scenarios over and over again in his head to see what outcome would be the worst, while the other being the best. From the time he has gotten to know each of them and their little ticks, he already knew the best way to deal with the situation.

As he got closer to the small town, his horn lit up as he cast an invisibility spell onto the regalia that he was wearing. He had decided to not surprise them by just showing up in it, but to let them know in so many words before showing them.

Upon entering the airspace above the small town, he quickly descended, landing just outside of the library before making his way in.

"Twi? You here?" He spoke up as he entered the library.

"I'm in the study." She spoke up causing him to make his way into the room Trixie and Twilight were in previously.

As he entered though, he noticed that Trixie had already left. Twilight was of course at her desk studying and not paying much attention to what was going on around her.

"Hey doll." Midnight spoke up causing her vision to move from the book she was reading onto him.

"Hey............ What's wrong? You look nervous." She said before closing her book to give her undivided attention to the Alicorn before her.

"Well, in a manner of speaking you could say that." He chuckled. "Twi, you know you make me very happy right?"

"Riiiiight." She spoke out knowing something was up.

"And you know that we will eventually get married right?"

"Yeeeeees."

"Well, I wanted you to be the first to know something. Plus I wanted your approval as well. What do you think about me adding a fourth mare to our ever growing family?" He smiled nervously only to get an annoyed glance in return.

"Seriously?............ You want to add another mare." She sighed. "Is it at least somepony I know?" She grumbled.

"Well, yes. But I would also like to add that it also comes with quite a few benefit's." He smiled.

Twilight cocked a brow toward the comment. "What would be those benefit's?" She asked before she noticed Midnight's horn lighting up as his regalia became visible.

"Well, for one, it means your going to be a queen." He smiled nervously as he watched her eyes turn to the size of dinner plates.

"D-did you really.......... ask the princess?" She spoke out in shock only to see him nod.

As she watched Midnight nod, she slowly pulled herself from behind her desk and trotted over to the dark Alicorn, looking him over in his new regalia. Her silence however was beginning to unnerve him, causing him to speak up.

"Twi, you seem oddly calm about all of this."

Twilight just gave a smile before trotting back over to her desk while smiling. "Well, I knew it would happen in time. I mean, she did have your foal after all. Plus I know you have had a weak spot for her since the first day you met her." She giggled seeing him blush slightly. "That and she already told me." She smirked before tossing a scroll toward the confused pony.

Midnight picked the scroll from the air without a word and read it to himself. He gave an annoyed groan before tossing it back. "I guess she couldn't wait to tell her prized pupil about what had happened." He chuckled.

"So I'm guessing from your reaction that you approve?" He asked.

"I do, but that doesn't mean that Rarity or Applejack will approve. I have a feeling Rarity will approve, but AJ............. I don't know." She said while rubbing her chin in thought, giving a worried expression.

"Well, I guess there is no time like the present." He sighed as his horn lit up turning the regalia invisible once more.

"Don't worry, I haven't spoken with them about this......... yet." She grinned.

"Come on, at least let me have a little fun." He laughed, giving her a wink before exiting the library.

XXX

As he arrived at the boutique, he made his way inside. As the bell over the door rang he heard an annoyed sigh coming from the far room.

"Coooooomiiiiing." Rarity spoke out as she left the room and stopped, seeing Midnight smiling at her. "Darling? Why did you not just teleport inside?"

"Because you told me not to, remember? That snap when I teleport startles you." He chuckled seeing her roll her eyes.

"Well thank you for being so considerate darling. But do tell, why are you back so later? I thought you were going to talk to Twilight about your spells."

"Well, I did, but then I had to talk to Tia about something as well about the whole spell thing. Then one thing lead to another and it ended up as a surprise in the end. That's yet another reason I came back to the boutique." He smiled causing her to cock a brow at him.

"Your surprises usually result in a prank of some sort. If this time is any different then please let me know before you decide to do something foalish." She smirked.

"Well, to be honest. It isn't a prank." He smiled as his horn lit up, turning the regalia visible once again.

As his regalia came into view, Rarity's eyes slowly began to enlarge as her pupils went to pinpoint. Her jaw making a slow trip to the floor before she spoke out.

"M-midnight............ D-did you really? Did you ask the princess?" She squeaked out before looking up into his eyes and seeing him nod.

*THUD*

"Dammit.............." He sighed as he picked up the unconscious pony into his magical grasp and gently lifted her onto the couch nearby. He gave her a gentle shake a couple of times to try and wake her. "Rarity, wake up, this is no time to play possum." He groaned seeing her still out cold. He looked around for a moment before giving a wicked grin.

"OH MY GOSH! RARITY! YOUR DRESSES ARE ON FIRE!" He yelled only to get a shriek in return as she bolted upright and snapped her head around to find the fire. She stopped however as she heard a loud laugh come from the Alicorn.

"You know how much I hate it when you do that!" She growled.

"It got your lazy flank up didn't it." He continued laughing only to get an annoyed groan from the white unicorn.

"Well since I am awake now, would you care to tell me about why you are really wearing that regalia? And looking quite....... evil." She cringed slightly.

"Yea, that's what I told Tia, heh. Anyway, I did ask her earlier. Hence the outfit." He smiled.

At this point Rarity was conflicted. She was ready to explode from hearing this gossip and wanting to spread it around, while at the same time she knew that it would only cause herself problems along with the princess, and the rest of the mares within their relationship.

"Does this also mean.........." She trailed of giving a cocky smile.

Midnight sighed while face hoofing. "Yes dear, you will be a queen." As soon as he finished he covered his ears with his hooves as an ear splitting squeal erupted from Rarity, which also shattered every window within a hundred yards of her.

After his ears quit ringing he looked around to assess the damage done by the decibel shattering squeal. Broken windows were scattered about the shop as well as part of the way down the street in all directions. He turned back to the ivory pony giving a grumpy expression.

"You do realize that this needs to be kept under wraps for the time being right?"

"Yes, of course darling." She smiled, visibly shaking with anticipation to spread the gossip to the nearest available pony.

"If I have to put a curse on those lips to keep you from telling anyone I will." He smirked.

"I won't tell a soul." She smiled widely as beads of sweat began to form on her forehead.

Midnight gave a smirk as he watched her fidget repeatedly for a good two minutes before giving a sigh.

"I know you can't wait to say something. But at least let me find AJ before you go nuts ok?" He groaned seeing her visibly bouncing like Pinkie Pie around her shop happily.

"Thankyouthankyouthankyouthankyou!" She giggled out before kissing him and literally pushing him out the door so that he could hurry and find AJ. As he left he changed his regalia invisible once again before finally being pushed out the door.

XXX

Applejack wasn't hard to find, she was set up in the marketplace with a few apples and other items she was selling. As Midnight approached her she gave a smile and nod to him before serving another customer. He made his way around the small line of ponies and to behind the stand, giving AJ a playful nudge.

"Hey there sugar cube. What ya'll doing out'n'about? Thought Rarity had ya tied up, so teh speak." She chuckled giving him a wink.

"Well, I've been tied up all morning getting myself put back together." He smirked only to cause her to chuckle.

"Yea, that was a might big mess'n all. But at least ya'll'er back teh normal."

"Well in so many words perhaps." He sighed.

"Eh? What's wrong?" She asked as she hoofed some change to a customer she had just served.

"When I returned to normal, my ability to make and store my own types of magical spells was damaged. So now I'm limited to a thousand spells in total, to store in my memory. I'll look to see if there is a way to fix this over time, but that isn't really important right now. I came by to ask you a question."

"Well shoot, ah don't like teh be kept waitin." She smirked.

"What would you say if you would be able to become royalty?" He asked, causing her to stop and look at him oddly.

"Me be royalty? HA! Ah'm jes a simple earth pony in a small town, with a big farm. Ah don't right have time teh be a princess er nothin. If ah had a choice, ah'd have teh decline. This here town and a lot of Equestria depends on the Apple Family teh grow and sell apples, and keepem fed. Ah'd be a might happy teh have it happen, but ah'm a workin girl. All that fancy stuff an high society hoo ha jes ain't fer me. Why do ya ask?" She said as she looked back up to him as his horn was glowing.

Midnight stood there quietly as his regalia finally turned visible for AJ and the rest of the ponies nearby to see. All of the ponies in the area bowed before him, except AJ who just gawked.

"I asked Celestia to marry me earlier, As of that moment I was considered royalty." He sighed slightly looking away but tensed up for a moment as he felt AJ wrap her hooves around his neck, giving him a hug.

"Ya know yer a might stubborn and surprising pony. But that don't mean ah don't love ya still. As much as ah'd like teh continue on and marry ya, ah cain't now that ya done gone and asked the princess ya dern fool. Still though, that don't mean that ya cain't come by the farm teh visit. Maybe even have a roll in the hay." She smirked giving him a wink. "Big Mac is gonna be a might angry though. Ya don't just up an leave an Apple."

"But I didn't leave." He smirked. "We are still together, but we won't be getting married. Unless you decide to become a queen in time."

"Well, ah could always hire some ponies teh take over the farm with being a queen an all." She smiled slyly while looking up to the beaming Alicorn. "Ah guess ah could marry yer sorry flank if'n ya ask nicely." She giggled.

"Then by all means, would you do me the honor of becoming my bride as well?" He smiled while bowing before her. AJ's face lit up in a deep crimson red as she looked around seeing many of the towns ponies smiling widely at seeing this happen.

"Ah guess, since yer being suh nice about it'n'all." She smiled while still blushing.

Midnight raised from his bow giving her a soft smile before giving her a quick kiss. " I'm going back to the library for a bit to talk to Twi. Meet me there after yer done in the market."

AJ gave a nod and smile seeing him trot away. Once he was out of sight she pulled her hat from her head and began fanning her face.

"Boy howdy, that stallion knows jes how teh rile me up." She chuckled before talking to the next customer in line.

147. A Dash of Excellence

After finally talking to all but the last of his future brides, Midnight had finally located his final mare, Rainbow Dash. He had been contemplating this moment for a while and mulling over the scenario's in his head to see how things would go. As he came closer to his target he felt a pang of nervousness welling up inside him. His approach to Dash would have to be far different from the others. Although she may be the element of loyalty, That did not require her to be loyal and wed the Alicorn that was about to ask for her hoof. This would be a life long decision that would require her to truly find what she would be loyal to. A pony or person can only be loyal to an extent.

Midnight hovered quietly for another minute before slowly landing on a nearby cloud and floating up to the one Dash was taking a nap on. As he neared her he couldn't help but smile from hearing her light snore as she was sprawled out on her cloud.

"Ahem......" Midnight cleared his throat to hopefully awake the cyan Pegasus from her slumber. He was greeted with her giving a slight jump before another snore escaped her.

"Daaaaaaash." He spoke softly into her ear making it flick lightly. "Time to get uuuuuuuuuuup." He chuckled before blowing into her ear.

"MMMmmmmmmmmm five more minutes." She grumbled as she turned over only to fall off her cloud, giving a loud shriek as she fell toward the earth below. After a few seconds though Midnight was greeted by a slightly annoyed Rainbow Dash who fluttered back up to her cloud, taking a seat and giving him a sour look.

"Not cool." She grumbled toward the Alicorn only to get a smirk in return.

"Hey, at least this time I didn't use a storm cloud and lightning to wake you." He chuckled.

Dash gave a pout while looking up to the Alicorn which for the first time caught him off guard, since Dash was never known for giving a disappointed expression.

"Dash?" He started but stopped as she gave a gentle flap of her wings, propelling the cloud she was laying on closer to him. "You ok?" He stopped as she pressed closer to his face, giving a slightly bigger pout and puppy dog eyes that could melt iron. That was of course until her face began to crack a smile. Then erupt into laughter.

"UGH! Dash I hate when you pull pranks like that. You literally just blow my entire perspective of you out of the water." He groaned while falling over onto his cloud.

"You have to admit it keeps things interesting." She chuckled.

"Yea, and speaking of interesting. I have a question for you." He smirked, causing her to sit upright onto her cloud.

"Yeah? And what would that be?" She grinned.

"Well, I was wondering, I know we've been a bit more than friends for some time now, and this last little encounter when I spent time with you as Flame has brought me to realize something." He began, only to elicit a sigh from Dash. "I was wondering if, maybe, you might want to....... I don't know...... marry me?"

At this point Dash just smiled at him, It wasn't a cocky smile, but a soft smile like she wanted to say something, but didn't want to disappoint him at the same time.

"Night, I honestly don't know what to say. I expected this for a while, considering you already asked Rarity and Twilight."

"And, Applejack, and Celestia." He gave a sheepish smile seeing her cock a brow.

"Seriously? Four mare and me?" She asked seeing him nod. "Whoa........" She trailed off for a moment while rubbing her chin. "Night, as much as I'd like to have you as my stallion, I'm going to have to say no."

Midnight stopped at this moment, not so much as in disbelief, but that fact that one of the few mares that he knows and loves just shot him down from being asked to marry him.

"W-why?" He asked feeling rather stupid.

"Don't feel bad big guy. I'm just more of a one pony show when it comes to having a stallion. I really don't mind it all that much since your with my best friends and all, but having the princess in the bunch as well just pushed it to far for me. Don't get me wrong, I still love you, but I'm not queen material. Plus I have worked so hard to finally achieve my dream to be a Wonderbolt. It took me just over fifteen years to finally achieve that dream. Being a queen means that I would have to give up that dream to go into......bleh.... .politics." She shuddered at the thought. "But hey, your still my go to guy for when I get a little antsy." She chuckled. "And don't think that just because your going to be my king now means that I won't still pull a prank on you." She laughed before giving him a playful nudge.

"Huh............. I can understand your point of view on this whole thing. I wish you would reconsider, but it is your life after all." He smiled. "I hope this won't make things awkward between us though." He chuckled.

"Are you kidding?! Things couldn't possibly get any weirder between us."" She laughed before giving him a punch in the shoulder. "So....... you're really going to be a king huh?"

"Yep. I know it's going to be a whole new ballpark of fun. That and I hope to have a couple more foals in time." He smirked toward Dash who cock a brow at the comment.

"Really now? And who might be the mare's who would agree to such a thing." She laughed.

"Well, Rarity for one, and maybe Applejack when she's ready." He smiled causing her to gawk.

"WOW! That is so awesome. I never thought Rarity would even have a foal with wanting to be all high society material and all that girly stuff. And AJ?! Seriously?! She's like, the hardest working pony I know. If she agreed to have your foal then...... wow......... I honestly don't know how to react to that." She chuckled.

"Maybe if one of them turn out to be a Pegasus, you and Scoots can give them flying lessons when they're ready." He smiled over to her, only to see her beam.

"You bet! But for now, it's the waiting game. Your gonna have to wait until they go into season first. Then there is the wedding, and all that planning. If I were you, I'd let Pinkie do all the planning. She might explode though from knowing that most of her best friends are getting hitched." She chuckled.

"Yea, I appreciate your honesty on letting me know why you chose not to be my bride though. I takes a true friend to be able to say something like that without letting their friend down. Thanks Dash." He smiled before standing up on his cloud. "Oh and one more thing." He gave a devious grin before leaning over and licking her cheek up to her eye.

"EEEEWWW! WHAT THE HAY!?" She squeaked out while rubbing her cheek to get the slobber off. She looked back to Midnight just as he took of from the cloud laughing.

"SEE THE RAINBOW! TASTE THE RAINBOW!" He continued laughing as he fled.

"I'll get you back for that!" She yelled.

XXX

Midnight began his trip back toward Ponyville, mulling over his new status and relationships. Not to mention the thought of telling Pinkie about everything so that she could help Celestia in planning the wedding. But there was still one thing that was bothering him about it all. He had grown to love his open relationship with his ladies, but as the thought of finally settling down with them circled his mind, he realized that the open relationship status would have to come to an end as well. He knew the implications of becoming royalty as well as getting married. He would have to suck up his pride and love only the mares he would be wed to. Until then however, It was a free for all.

There was one thing however that also kept him from going about and having some fun with other mares. It was a surprising to himself as it would be to anypony else. He was happy, content with knowing he had four mares that loved him unconditionally and would do anything for him. It was a hard thing to swallow at that moment, but he realized that if they could love him that way, then he could do the same for them.

He had arrived back in Ponyville within a short time. Dash had been just outside the town from drifting along with the wind so it was a short flight. After making a quick landing outside of the library, he made his way inside.

"Hey Twi, you busy?"

"Kinda, I just located a weird spell I didn't know about." She smiled as she continued reading through the book she had in front of her.

"Really? What is it?' He asked as he trotted to her side.

"Its a spell that takes the parts of ponies that the caster likes about them, and combines them into one, making an entirely new pony out of it. To be honest it kind of sounds like what we just went through with you. only in reverse." She chuckled.

"I don't want to go through that again." Midnight groaned. "But it still sounds interesting, is that all the spell does?"

"Yes, it says that it can take the parts of multiple ponies personalities and turn those into a new pony." She smiled at the thought.

"So you mean it will make a new pony out of just the parts of other individual ponies that the caster likes? Doesn't that seem a little cruel in a way. I mean your making the perfect pony of your dreams by taking the parts you like from other ponies and forgetting the other stuff altogether. Nopony should be perfect. Flaws are what make us unique." Midnight sighed at the thought. Thinking back to a few days ago when he was split into different ponies that the girls thought were perfect for them in a sense.

"Your right, but it says that this spell will only last a few days at most before that pony disappears, returning those that the spell was cast on back to normal."

Midnight sat there slightly confused for a moment before speaking up. "Wait, so what does the spell do then? Does it remove or duplicate those elements the caster finds appealing from the targets, or does it turn the targets themselves into the pony from the elements the caster finds appealing?"

After looking over the spell and description, Twilight rubbed her chin before reading it several more times.

"I'm not sure. This is an old spell and the author didn't provide a very good emphasis on what the spell requires and does. Just what the end result is without the details of how it came to be." She said before cocking a brow at the spell in question.

"Sounds to me like that book needs to be re-written with the correct details on the spells. I would hate to see what would happen if the spell was stuck that way after it being cast, causing several ponies to merge into one forever. They may be the perfect pony for the caster, but the caster just took away several lives in the process of making that pony. If it was just for science, and not permanent, then I could see doing that."

Twilight gave a sly grin looking to Midnight before speaking. "So what is your favorite thing about me then?"

Midnight gawked at her for a moment before answering. "Seriously Twi? You have to ask?"

"Yes, now spill it. I want to know." She giggled.

'Well........ If you have to know, it's your intellect and drive to learn new things. Your ambition to be the best that you can be by learning everything you can about magic. Your intellectual conversations are second to none, even to Tia. Having a conversation with you makes me feel smarter every time we talk because I can always learn so much from you." He smiled nervously toward her but stopped as he noticed how red her face was getting from the compliments.

"I......... never knew you like that part of me." She stuttered slightly looking up to him shyly.

"Twi, you are the smartest pony I have ever met. You may be a little geeky at times, but that is what I love about you. You are always teaching me something new, and I love a mare that has brains." He chuckled before giving her nose a kiss.

"What about Rarity and Applejack? I hate to admit it, but they really aren't all that smart when it comes to what I know." She said smugly. "But that doesn't mean they aren't still great friends."

"Your right to a point doll." Midnight began causing Twilight to cock her head slightly in confusion. "You see, those two are also extremely intelligent in their own way. Rarity is very adept in her knowledge of gems and her passion for fashion. I have yet to meet another pony with her intellect in those areas. She also has the beauty card on her side as well. She always keeps up her appearance and demeanor to make herself look like a high society pony, but still has friends that aren't into that. She is a very classy gal." He chuckled. "AJ on the other hoof is a business smart pony, and a fantastic farmer. Plus her morals when it comes to family are second to none. She can buy and sell with the best of them, take care of her farm and family at the same time, and still make time to be with her friends and have a relationship. It takes a lot of willpower just to do that." He smiled thinking of them.

"What about Celestia?" She smirked.

"She is a pony in an entirely different category. She has many qualities I like. But her motherly nature is very appealing. Along with her kindness and willingness to help when it is needed. Not to mention her wisdom is beyond any other thing I have ever encountered. I feel inferior to her in every way, but she accepts me as an equal."

"You shouldn't feel inferior to anypony Night. Some ponies just have qualities that others do not possess or have little of. One can work to improve those qualities over time, so don't worry about it." Twilight said giving his nose a kiss.

"Thanks Twi, you are something else, ya know that?" He chuckled as he pulled her into a hug, wrapping his wings around her.

"I try." She said smugly, giving a giggle before pressing away. "Now what do you think about this spell? Should I get Rarity and Applejack over here to try this out?"

"I'm guessing you want me to do this spell on you three don't you." He deadpanned.

"Yep." She grinned.

"And your not at all worried that I'll like what comes out of it?"

"Nope."

"Your doing this to torment me aren't you."

"Yup." She giggled.

Midnight let out a groan of annoyance. Twilight always knew how to torment him in many ways, It was another one of her special qualities that he didn't care for, but found fun none the less.

148. The perfect mare?

A/N: A shout out to 501st Party Brigade for the idea to this chapter. It's been a long time coming but I finally got to it.

After some talking with Twilight to find out exactly what the spell would do, she had confirmed that the spell would not remove the specific parts of the pony the caster was thinking about. The spell would only copy the information and put it into a new body. After mulling over the possibilities of the outcome however, he had agreed to cast the spell. The girls had already been gathered in the library for the event.

"Girls, I really feel awkward doing this. You know I love all three of you just the way you are, which confuses me as to why you would even want to do this." Midnight sighed while looking at the three mares before him.

"Well for one, it will show us exactly what you want in the perfect mare by taking your favorite quality from each of us and placing it into a new body. You won't have to worry about the spell lasting to long though. At most it will last three days, or as low as a day. Then the mare that had formed will just disappear." Twilight smirked seeing Midnight still looking rather uncomfortable.

"Besides darling. We will all still be here with you. There will be nothing to worry about." Rarity piped up giving a smile.

Midnight gave an annoyed sigh as he looked over the spell one more time, his horn lighting up as he readied it to be cast.

"I can't believe you three are so willing to torment me like this." He snorted seeing them giggle.

"Jes cast the spell." AJ smirked seeing Midnight roll his eyes.

Midnight released the spell onto the three mares before him. They all began to slowly glow brighter and brighter until Midnight could no longer keep his eyes on them, bringing up a forehoof to shield his eyes, he waited. After a minute of waiting the light slowly began to fade to the point where he could look at them once again. As he lowered his hoof he gawked for a moment as all he saw was a single mare laying quietly on the floor with her eyes closed.

"You have got to be kidding me..........." Midnight choked out as he starred at the mare laying quietly on the floor. The three others nowhere in sight. He looked around, speaking up to try and find the others.

"Girls?! This isn't funny. If your playing a prank on me then please stop it. This isn't funny." He spoke out in worry as he looked around the room, only to stop as a soft groan escaped the mare on the floor.

"Ugh, where am I?" She spoke out as her hoof slowly moved to her forehead, rubbing gently.

"Are you ok...........?" He trailed off as he realized that he didn't know what to cal the new mare. "What's your name my dear?"

She slowly shook her head to try and clear the fog as she got to her hooves. Midnight just now being able to take in what she looked like as he gazed at her in shock. Her coat was a deep royal purple, Much darker than Twilight's coat, or Rarity's mane. Her mane however was rather wavy Blueish Purple, with a single orange streak running through it and her tail. Also with being two unicorns and an earth pony, she had a horn as well. After finally opening her eyes and connecting with Midnight's, his heart melted at the site seeing one green eye and one blue eye. After a moment of gazing at her dreamily he shook himself back to reality.

"I'm sorry. I didn't mean to stare." He said as he helped her to her hooves.

"Thank you Midnight." She smiled Shyly causing him to stop for a moment before speaking.

"I take it you have the collective memory of my three ladies don't you." He smiled softly to her seeing her nod. "But what about a name? I don't think they came up with one before this spell was cast."

"Well........." She trailed off for a moment as she looked herself over, then to her Cutie Mark that was a combination of the three mares that she had formed from. It was a single apple that was in the form of a gem with little magical sparkles all around it. The color of the gem was a bright red while the sparkles were white. After seeing her cutiemark for the first time she looked back up to Midnight with a smile. "How does Ruby sound?"

"That sounds like a wonderful name." He chuckled but suddenly stopped as a pair of hooves were wrapped around his neck.

Ruby pulled back for a moment giving another shy smile as she looked into the stallions eyes before her.

"Uh...." Midnight trailed off as his mane began to turn a lighter shade of red.

"Now don't ya'll get embarrassed." She giggled. "I may be your favored collective parts of your mares, but I am still those three mares." She smirked only the way AJ could.

"So that means, everything that those three have experienced.............. You know about?" He stopped as his mane began to burn a soft pink.

"Yep." She giggled. "Which means I know all of your little ticks." She smirked again as she began to walk around him, flicking her tail to his nose teasingly.

"You do realize that means that I also know your ticks as well." He grinned as his wing gently pressed against a specific spot on her side causing her to jump away giggling. 'Heh, Rarity's tickle spot.'

"Well, ah must say that I have my work cut out for me. You knowing my ticks, and I yours. I think this is going to be a rather interesting day." She giggled but stopped as a growl escaped her stomach.

"I take it that none of my ladies had breakfast did they?" Midnight chuckled seeing her sheepish expression. "Come on, let's go have some lunch."

Ruby gave a nod as she jumped onto his back giving a giggle and wrapping her hooves around his neck while nuzzling the side of his head. He rolled his eyes as they left the library heading toward the diner just down the street. As he trotted along however, he received a few odd looks from ponies that he would pass. Some cocking a brow, while other just gave a smile or giggle. He would hate to admit it, but this is the kind of thing he liked. Having a loving mare that would show some affection while in public. He thought for a moment giving a smile. 'This is part of Rarity that has come out.'

After a few minutes walk they arrived at the diner, Ruby hopping from his back as they both went in and took a seat at Midnight's normal booth. Once seated, Ruby picked up a menu and began looking over it to find what she want. Midnight always picked the same thing so he just sat back and admired the mare sitting across form him. As they waited, Plum Sweet arrived to take their order, giving the new mare a peculiar glance before turning back to Midnight.

"So we have a new friend?" She asked with a cocked brow.

"More like several combined into one." He chuckled causing her to look back to the mare who just misled to her.

"He cast a spell onto his fiance's which combined them into a single pony, which would be me. Hi, mah names Ruby." She smiled to Plum who just starred for a moment.

"Fiance's?" Plum piped up. "Just how many mares have you got wrapped around your hoof?" She smirked.

"Well, four currently." He chuckled seeing her eyes go a little wide. "Applejack, Rarity, Twilight, and Celestia."

Plum stood there dumbfounded before realizing that she was in the presence of her new king and gave a bow.

"I'm sorry, had I known I wou..........." She was stopped as she saw Midnight hoof in her vision that had been lowered due to her bow. He gave the motion for her to rise, as she did she saw him smiling to her.

"Don't worry about the formalities sweetheart. Today we are just two ponies having lunch." He chuckled giving her a wink.

Plum rose quickly giving a smile. "Very well then, I take it you're getting the usual?" She looked to Midnight seeing him give a nod before she turned to Ruby. "And what will you have?"

"Hmmmmm, Ah'd like slice of apple pie, a garden salad. a large apple cider, and ah daisy sandwich." She smiled to her before noticing Midnight's cocked brow. "Whut? Ah'm hungry." She said with a grin.

XXX

As the time passed them by, they chatted away while waiting for their lunch. They were by no means strangers at all, as Midnight new much about his ladies, while Ruby had the collective knowledge of them along with Midnight's favorite little things about his ladies. Once the food had arrived they both made quick work of it, paying for the meal and then leaving just as they arrived.

"So what do you want to do?" Midnight asked her as he trotted along with her on his back.

"How about we go for a little flight session. It has been a while since you've taken us flying." She smirked before giving his ear a nip.

"Better hold on then." He laughed as his wings spread wide before he gave them a hard flap, launching them both into the sky. Ruby giving out a loud shriek as the wind rushed by.

After a minute of gaining some altitude, he leveled off and began to glide along with the cold air currents. It was still late in the year and the sky was filled with snow filled clouds, ready to drop snowflakes at a moments notice.

"It is rather beautiful up here." She smiled as she looked toward the ground and out into the distance to see the horizon.

"It sure is." Midnight smiled as he turned his head to look at the mare on his back. After a few seconds of looking around she noticed his gaze and began to blush profusely.

"Stop that, I can't believe you picked all three bashful natures of us. I feel like Fluttershy right now trying to hide away." She giggled softly.

"Well, your not as bad as her, but its still adorable." He smirked before getting a jab in the shoulder. "OW, and I guess that was AJ getting me back."

"Ya think?" She smirked to him before leaning up closer toward his face.

"Uh........." He began as his mane began to turn a light pink.

"My my..... embarrassed? I wouldn't think you of all ponies would be embarrassed around me." She grinned.

"Well......." He trailed of giving a shy smile. "I know your all three of my ladies combined, but I feel a little strange about doing anything with you because they would know about it. Plus I don't think AJ would be into having more than one pony in a party, if ya know what I mean." He chuckled.

"If I had any doubts darling, I wouldn't act this way. If one of them says no, then that would automatically make me choose not to do something. As of this moment though, I can't help but feel a little put off by the way your acting. Keeping me from having any fun is just torture." She said while pouting her lip out just as Rarity would.

Midnight kept flying as he let what she said sink in. After analyzing what she had said, he had come to the conclusion that all three personalities were not in fact bound together, but staying together and deciding what should be done in those situations. Once he had thought everything over, he gave a sinister grin before speaking once again.

"Alright then, how about we go into town and grab a few apples for a snack, Go to that fancy dress shop in Canterlot to grab a couple of dress, then to the antique book store to grab a couple first editions, then head over to Sweet Apple Acres to have a bonfire using the books and dresses as kindling?" He looked back to see Ruby's face contort between joy and anger. It kept going back and forth for a minute before she gave a snort.

"What the hell!? Ain't ya'll got any sense in that thick skull'o yours?" She shouted, causing Midnight to laugh.

"Sorry, I just wanted to make sure my assumptions were correct." He laughed.

"An what would that be?" She asked giving an annoyed look.

"That your separate personalities can still conflict with one another if I say or do something that one of them doesn't approve of."

Ruby's eye lit up at the comment as she began to mull over everything. Obviously now Twilight had taken over once something scientific came forth.

"That is very interesting! Several personalities fighting over a decision. Even if one of them liked on part of the suggestion, and the others didn't, the body would become conflicted between the decisions on what to do. Wow." She giggled.

"But that means there is a problem with the spell." Midnight spoke up causing her to look at him oddly. "That means since my ladies have combined into a single entity, that pony, namely you, will have a separate personality from them that is apparently passive. Once they make a decision on something then you would follow it. If one of them did not agree while the other two did. You would do it, but you would also be conflicted and feel uneasy or bad about doing what you did. However, since the girls are friends, then they would usually settle on one agreement so as to not make the third uncomfortable. Sound about right?"

Ruby mulled over the concept for a minute before smiling. "That seem logical. But pulling a prank like that to cause an intense emotion is what seems to cause the conflicting natures to start. I would suggest not doing that again, for fear of it having a side effect on the personalities."

"Alright then. So what now? I've already circled Ponyville three times now." He chuckled causing her to press a hoof to her chin in thought.

"Let's get back to the library. As much as I would like to continue this little experiment, it seems as if we have run into a wall that could cause some troubles."

Midnight gave a nod as he nosed down, gliding quickly into town and landing just outside the library. Once they made their way in, Ruby grabbed up the book and turned it to the spell page they had used before to get the cancellation spell.

"Here you go, Just cast this and we'll be back to normal." She smiled.

Midnight stood there for a moment looking from the book to Ruby, then back. "Something wrong?" She asked before Midnight moved in giving her a quick kiss. She stood there for a moment in slight shock, but smiled up to him after it had worn off.

"Sorry, But I had to at least give the perfect mare a kiss before never seeing her again."

"You know that is a bunch of hooey right? Just get use back together and cast the spell. I don't mind waiting." She smirked giving him a wink as she moved in giving him a slower kiss. After a minute they moved away from one another smiling.

"Just don't forget me." She smiled as Midnight's horn lit up, causing the mare before him to glow a bright white light. After a minute it faded leaving three mares laying on the floor of the library.

"You three back to normal?" Midnight spoke up causing them to jump slightly as their eyes flickered open.

"Why do I feel like I'm covered in hair spray?" Rarity piped up.

"Why do uh feel so weak?" Twilight groaned.

"And why do I feel so heavy?" AJ spoke up in a normal tone.

"For one, Rarity, you use like a can each time you fix your mane. Two, Twi, you need to stop studying so much and get out more, and three. AJ your an earth pony, that's normal." Midnight chuckled but stopped as the three mares looked at each other, their mouths agape.

"YOUR ME!" They all shouted as they pointed to each other in shock.

"Uh........... what just happened?" Midnight asked while looking between the three mares.

149. Trading places

A/N: Please be aware of this format while reading. When I have Twilight, Rarity, and Applejack talking to each other, they know who is in which body and will address them by their proper name. When I am talking about the character, they will be addressed as what body the character is currently in. If another pony is speaking to them then they will address them as the pony they see and not currently whose mind is in that body. Confusing I know, try writing the damn thing and abiding by these rules. Please also note, that the way each of these three talk will be in their original voices, but with the other ponies dialect. Rarity's body will have Twilight's mind, Twilight's body will have Applejack's mind, and Applejack's body will have Rarity's mind. This is the hardest chapter I have written so far,

"WHAT HAPPENED!?" Shrieked AJ in Rarity's tone of voice.

*THUD* Applejack was out, hitting the floor with a thud.

"How in Equestria did this happen?!" Shouted Rarity in an educated tone.

"What are you girls talking about?" Midnight asked causing Rarity and AJ to look at him.

"Midnight, we've all switched bodies somehow." Rarity spoke up giving a shocked expression to the Alicorn.

"O.........k, then who would you be Rarity?" He asked, while cocking a brow.

"Twilight! And from the passed out Applejack I am guessing that would be Rarity, UGH! Can this day get any worse?!"

As if on cue a loud burp came from upstairs as a sleepy dragon slowly began to make his way down and into the library front. He rubbed his eyes as he handed the scroll to Twilight and then went back upstairs as if nothing happened.

"I think Spike is getting a little upset with the scrolls coming during his nap time." Rarity giggled as she lifted the scroll to her face and began to read it. "GREAT! JUST GREAT!" She yelled before tossing the scroll to Midnight who snatched it up and began to read it.

My faithful student

I need you to locate Midnight as soon as possible and have him come to the castle immediately. There is a certain matter that requires his attention and he will be here for some time. Please advise him that this is urgent.

Princess Celestia.

Midnight gave a deadpanned look to Rarity who was only rubbing her head trying to figure out what she could do to fix this situation.

"Twi..... Rarity........ugh! I don't know what to call you, but listen. Tia needs me for something so I'll be gone for a bit. I'll send a scroll to let you know when I'll be back. But I'll wait an hour or so until Spike wakes up." He smiled before teleporting away.

"Great, now we ain't got Night teh help us out." Twilight spoke up while she looked herself over.

"That is the least of our problems right now. How in Tartarus are we going to get back to normal?!" Rarity shouted causing AJ to groan softly.

"I do say, can you two keep it down. My head is simply splitting at the moment." AJ piped up as she finally awoke.

As AJ finally came to she looked around only to see Twilight, and then her own body looking at her in slight confusion. Her eyes went to pinpoints as she rushed into the bathroom, after a few seconds a shriek came from the bathroom before AJ walked out with her eyes beginning to water.

"How could this have happened?! I'm an EARTH PONY!? and not just any earth pony, I'm....... I'm...... APPLEJAAAAHAHAHAAAACK!" She continued to wail while falling to the floor in a heap.

"Hey now, no need teh fuss sugarcube. Ah don't right like being in Twi's body either. Ah'm not used teh being this physically weak." Twilight spoke up as she looked herself over.

"And I don't like the feeling of being covered in all of these chemicals and perfume. Shew! Rarity, how do you even breathe with all of this on you?" Rarity asked as she scrunched her nose up at the fumes.

"I'll have you know that I take pride in being so eloquent and beautiful thank you very much. And another thing......... wait......... where are you going?" AJ asked Rarity as she watched her head toward the bathroom.

"I am going to take a shower. I can't breathe properly with all of these cosmetic fumes suffocating me." Rarity spoke up as she quickly locked herself in the bathroom.

"But my beautiful mane and tail will be ruined!" AJ cried out as she banged on the door.

"Take it easy, S'not like ya cain't fix it again when we get back teh normal." Twi smirked. "Sides, what'cha gonna do anyhow? Ya'll'er in mah body, an ah'm in Twi's........ wait, If'n ah'm in Twi's body. Then that means ah can use magic!" She began to giggle as she played through the possibilities in her head.

"Now don't think that just because you can now posses unicorn magic that you can pull pranks and such. You are still in Twilight's body, and anything you do will inevitably cause her problems in the future." AJ spoke before sticking her nose in the air a little.

"Ah quit yer whining. Ah know good'n'well what not teh do, But ah have ah feeling that this t'ain't gonna be a ride in the park. What about......... WHAT IN TARNATION?! What ya'll pullin out mad hair bands fer?!"

"They just feel so restrictive darling. Besides, you can always fix them back, It's not like you really preen as much as you should." AJ stopped for a moment as her eyes got big and a smile spread across her face.

"IDEEEEEAAAAAA!" She giggled, only to cause Twilight to grimace.

"What ya'll got planned cause ah KNOW ah aint gonna like it." Twilight groaned in annoyance.

"Well, since you obviously hate the spa darling, and I am in your body and simply love to go. How about I take your body there and, spruce it up a bit. Our darling stallion can pay for it of course." She giggled.

"Well, ah don't right like the idea of gettin all fancied up. But since ah'm not really going to the spa in mah mind, I guess it won't hurt. Jes don't go overboard, none o'them fancy mane colors er stuff like that." Twilight snorted.

"Don't worry darling. I will get my usual. Your muscles just seem so tight and tense that it feels somewhat hard to move." AJ said while gently prodding her side and flank.

"HEY! No touching!" Twilight yelled causing AJ to stiffen up and look at her. After a second she gave a devious smile as her hoof slowly began to lift back and toward her tail. "Now don't make me buck ya'll upside the head, that's not right."

"Oh don't worry darling. I would never dream of doing such a thing. It is just to much fun though teasing you. Making you think that I would do something like that. But you do realize one thing don't you?" AJ giggled. "Once we have all wed our stallion, it would only seem fitting to have a little rendezvous together."

Twilight's face erupted into a brilliant shade of red at the thought of all three of them, or even four, counting the princess, making love at the same time. Twilight stopped however as she heard Applejack laughing her flank of at her own expression and trotted up to her snatching her stetson off of her head and placing it onto her own. AJ stood there for a moment as a sudden rush of cool air made her shiver.

"What was that?!" She squeaked as she looked at her fur bristling in the cool air of the library.

"That would be what ya'll feel without mah hat on. Night got this fer me during last Hearths Warming when ya'll..............." She trailed off thinking about last years incident that almost took her life.

"I am sorry for that darling." AJ spoke up giving a slight pout and hugging her friend close.

"I know, it's alright. I did survive after all thanks to that lunkhead of a stallion we got." She chuckled.

"Finally, freedom from all of that cosmetic nightmare." Rarity spoke up as she left the bathroom while rubbing a towel through her mane to get rid of the excess water. AJ gave a gasp seeing Rarity's tail still damp and lightly dragging the floor. She bolted over to her and lifted it with the end of her muzzle giving a growl.

"Twilight, dear, WOULD YOU PLEASE NOT LET MY TAIL DRAG THE FLOOR!" AJ shouted causing Rarity to lift her tail up quickly.

"Sorry, you should really consider using less mane spray and makeup, It took me almost ten minutes to get your eye shadow and eyeliner out of your fur alone. Not including the mane spray. I'm just lucky that I can still use magic, albeit not very strong. But still useful." She smiled as she pulled the towel from her mane and pulled a brush out to begin brushing it. AJ turning a pale color as she watched Rarity tugging at her mane and brushing her coat the wrong way.

"OK! I have had enough of watching you torture my poor body by removing all of my hard work to look beautiful. I am going to the spa to have my usual done to Applejack's body. At least I can see what she looks like to be far more presentable once it is done." AJ snorted as she left the library all to quickly.

"So whut now?" Twilight asked, looking to Rarity.

"I guess I'll try to find a way to remedy this whole situation. So I guess you can go about your business for the day." Rarity sighed as she went toward Twilight's study to look for a counter spell.

"Alright then. If'n ya find a spell fer all this, ya kin find me at the farm. Big Mac'n'me er gonna be moving a few hay bales in the loft of the barn teh help insulate a few critter pins." Twilight chuckled. "Ah cain't wait teh see what Big Mac thinks bout me switching inteh yer body Twi."

"Yea, and I bet Rarity is going to have a whole new outlook on earth ponies once she realizes she can't use magic." Rarity giggled.

"Hoo boy, I dread hearing that conversation." Twilight giggled back.

(AJ and Rarity after fixing their manes/tails)

XXX

"I can't believe that Applejack has gone so long without preening herself. Her hooves are an absolute mess, He mane and tail are in shambles, OH! and just look at these split ends! The poor dear works herself to the bone on a daily basis and just manages to take a shower. But fear not dear Applejack. Once I am done with your body, you will have Midnight wrapped around your hoof with just a glance." Applejack giggled as she headed into the spa.

"Welcome miss Applejack, It has been a while since we have seen you." Lotus piped up once she entered the shop.

"What can we do for you today?" Aloe smiled while stepping closer.

"Girls, I would like the usual." She smiled at them only to get a cocked brow in return.

"Uh, Miss Applejack. You don't have a usual. This is the first time you have been in here in almost a year." Aloe spoke up feeling rather confused.

"Oh, um........ I meant Rarity's usual." She smiled nervously until they both beamed.

"Oh miss Applejack, you will look so fabulous after this, I take it you would like a hooficure as well?" Lotus beamed.

"Yes please, I wish to look as fabulous as my friend Rarity." AJ chuckled softly as they took her into the back to begin.

After a couple of hours in the spa, AJ emerged giving off a glow she had never had before. Her coat was shimmering in the light, her mane and tail glistening like diamonds. But there was just one odd thing about her that really made it seem strange.

(AJ after the spa.)

"Why do ya look like Rarity sis?" Applebloom asked AJ as she was walking away from the spa.

"Huh? Oh Applebloom, darling, so good to see you again." AJ smiled down to her only to get a goofy expression in return.

"You feelin ok sis? Yer talking a might funny. Kinda like Rarity." AB asked while getting a little closer, eying her sister up and down.

"Sorry Applebloom, I guess you haven't been informed as of yet. Applejack, Twilight and I, Rarity, have accidentally switched bodies. Your sister is in Twilight's body, while Twilight is in my body. Um....... Applebloom dear, are you alright?" She stopped as she noticed Applebloom's expression of utter shock. Before she ran off screaming that is. AJ stood there in shock for a moment seeing the dust trail of Applebloom as it lead out of town toward Sweet Apple Acres. She gave a shrug and continued on her course back to the library.

150. An out of body experience

After finding her sister, or what she thought was her sister in town. Only to find out that it was Rarity in her sisters body, Applebloom hauled ass, so to speak, back toward the farm. As she had almost finished making her trip, she came upon Twilight walking down the path toward the farm.

"TWILIGHT! TWILIGHT! Ya gotta help me!" She shouted as she rushed to in front of the purple unicorn.

"Whoa now AB, What's all the ruckus'bout?" Twilight said as she looked down to the young filly who now stared wide eyed at her.

"S-sis?" Applebloom stuttered as she looked to the now smiling and stetson wearing mare before her.

"Eeyup, Ah'm guessing ya run inteh one'o the others in town." She sighed. "Apparently a spell went a lil cooky and switched our minds inteh different bodies. Ah got Twi's body." She chuckled. "But, dun you worry AB, Twi is working on fixin this whole mess. Til then though ah figgered ah'd do a few things round the farm. Been practicing Twi's magic while ah was walkin. Gettin purty good at it to." She smiled as she levitated a few rocks from the path, squinting her eyes at them as they began to float around in a circle.

"So you are Applejack? This is really weird........... But kinda cool at the same time." She smiled. "Ah know Twilight knows Uncle Midnight's spells, does that mean ya'll do to since yer in her body?"

Twilight stood there for a moment as she began to think about the spells that Twilight knew. After a minute of thinking, several spells began to pop into her mind. Another minute and she rubbed her head as all the spells were temporarily unlocked within her mind.

"Ow, that's a might big list o'spells." She groaned a little before looking at Applebloom. "Guess ah know the list, why'd ya ask though?"

"Cause if you can cast spells now, that means you can do all sorts of things around the farm. Even cast a spell on the dishes teh keepem from lettin food stick to'em. Ah don't like doing the dishes." She sighed.

"Heh, that a might smart thinkin AB. Let's get home so ah can get teh work." Twilight chuckled as they continued toward the farm.

"What about Big Macintosh? Ya'll gonna tell'im bout this whole mess to?"

"Ain't got much choice AB. Dunno how long ah'm gonna be like this either. Might be a few hours, might be a few days. who know?" Twilight sighed as they continued toward the farm.

XXX

Rarity was sitting quietly in the library at Twilight's desk, scrounging through several books to find the spell needed to return them to normal when a loud burp sounded of from upstairs, followed by loud grumbling as a tiny dragon made his way downstairs and into Twilight's study. He stopped in the doorway however as he noticed Rarity sitting behind Twilight's desk, reading several books at once.

"Rarity? What are you doing down here? And where is Twilight?" He sighed as he made his way over to the desk and placed the scroll onto it.

"Hmmm? Oh hey Spike. Did the princess send another scroll?" Rarity asked in Twilight's educated tone causing Spike to stare for a moment.

"What are you talking about Rarity? You sound just like Twilight does when you asked that, and what in the hay happened to your mane and tail?" He said while cocking his head to the side giving it a scratch.

"Oh, um, You were asleep during the whole incident. Applejack, Rarity, and I ended up switching bodies due to a spell that didn't quite work out." She laughed nervously. "So now I'm trying to find a counter spell to turn us back to normal."

"That is really creepy, you know that?" He cringed slightly before exiting the room to continue with his daily tasks within the library.

As Rarity continued searching through several books, she pulled the scroll to in front of her, unrolling it and reading it.

"Its from Midnight." She beamed as she read on.

Dear Twilight

Sorry to have run off so quick but Tia had a little foal emergency along with an unknown pony making a sudden appearance within Equestria. I am not at liberty to say at the moment as to who or what this pony is, but I do know that I will be here for a few days. I'm sorry it will take so long but Tia is in need of my skills in this endeavor. I would also like to let you know that I may have a cure for that spell. If you remember, we ended up exchanging bodies for a short time. You can do the same method to return yourselves back to your own bodies. You might want to try that out to make sure. I would recommend you returning to your body first so that the others can return to theirs with the proper method as well. Please let me know when or if you have done this, as I am worried about my ladies well being.

Love,

Midnight

Rarity beamed at the scroll as the answer was given to her to fix the spell gone awry. "That's my stallion." She smiled as she happily danced around her desk. "Now to get the others back so we can fix all of this." She said as her horn lit up to teleport but fizzled out.

"What?!" She spoke out in shock for a moment, trying the teleportation spell once again but failing. "I know that spell, so why can't I do it? Surely Rarity isn't that weak with magic........." She trailed off for a moment. "Or maybe she doesn't know that spell." Realization suddenly dawned on her as she facehoofed.

"Well, I guess I can teach this unicorn body a few things." She giggled as she began to pull out a few books of spells and began to read. Although she mentally knew the spells, Rarity's body lacked the actual knowledge to follow through with them. It would take her a few hours to read up on quite a few spells she had been asking Rarity to learn so that she could help her in the future. After reading the material, All Twilight would have to do is tell Rarity about the spells she had memorized within Rarity's body and she would be able to do them. The same would go toward the others as well. Except Rarity, Since she was in Applejack's body.

XXX

As Applejack walked around town, she began to receive quite a few odd looks seeing as Rarity had given her a makeover. Most earth ponies did little to spruce up when they would own and work on a farm. It was usually the wealthier earth ponies that would go out of their way to look good. Such as Diamond Tiara, Silver Spoon, and Filthy Rich. However, this day would be an exception to that since the mind of three ponies had been transferred into one another bodies.

Applejack was walking along feeling more than fabulous since all eyes were on her. Although Rarity was in her body, it still didn't hurt to eat up the attention she was getting. Through her walk however, she arrived at the boutique, quickly making her way inside. Once she had walked inside she was surprised to see Sweetiebelle standing there giving her an odd look.

"Uh...... Hi Applejack, Applebloom's not here, and Rarity is out. By the way, why do you look just like her?" She asked while cocking her head slightly.

"Sweetie, it is me, Rarity. I was just somehow transferred into her body. It is rather odd I know but I am still your big sister." Applejack smiled lovingly.

"Uh, sure Applejack. You sound like Rarity, but I don't fall for pranks as easy as my sister." Sweetiebelle gave a little smirk and giggle.

"I fall for pranks? When was the last time I fell for a prank darling?" She asked giving a little huff.

"I don't know about you, but Rarity fell for my PB and J sandwich trick a week ago. It was really funny. I can't believe she thought Uncle Midnight set up that whole sandwich thing. It was really funny seeing her turn green when she tasted those pickles I put in her sandwich." She began giggling but slowly came to a stop seeing Applejack's face starting to turn a bright red along with what seemed like steam coming from her ears.

"I'm guessing you weren't kidding when you said you were my sister were you?" Sweetie gave a nervous laugh seeing AJ snarling at her.

XXX

"Well, I'm glad that's over. Teaching Rarity some new spells was fun but tiring. I can already feel her body getting bored with having read so many spell books, and a slight headache from not using her magic like she normally does when making dresses. I am rather amazed at how large her magical container is though. It rivals my own, but her power is nowhere near mine." She sighed as she headed out of the library.

"Now to find the girls." Rarity stopped as she heard a loud scream coming from nearby as Sweetiebelle bust past her.

"COME BACK HERE YOU LITTLE MONSTER!" AJ shouted as she bolted around the corner after the filly only to stop as she plowed into Rarity.

"Rarity?! Why are you chasing Sweetiebelle?" Rarity asked as she tried to shake herself from being dazed after the collision.

"That little filly just admitted to pulling a prank on me last week. I thought it was our dear Midnight who had done it and made him sleep on the couch because of it." Applejack snorted in annoyance.

"Oh.......... so that's why he came over on his scheduled day to be with you." She chuckled nervously.

"WHAT?! You mean he came over to the library because I put him on the couch?! THAT NO GOOD! RAAAAAAAAAAGH!" By this point Applejack had become so furious she was literally stomping and bucking all around her. Trampling a few flowerbeds and even kicking the library door in. Until Rarity placed a magical field around her and lifted her into the air as she continued making a display of untold fury.

"Rarity, you need to calm down. I have some good news." Rarity smiled as she pulled her attention to her.

"What could possibly be such wonderful news that it would cause me to forget all about what I have just gone through?" She snorted while grinding her teeth.

"I have the cure for the spell." Rarity beamed cause AJ to gasp before beaming as well.

"FABULOUS! Please do put me back in my body darling, I oh so miss myself." She pleaded giving the biggest puppy eyes you could ever see, along with the saddest pout one pony could muster.

"I'm sorry Rarity, But I will need to transfer Applejack to your body first. You don't know the spell I use to do it yourself, then I would be stuck in Applejack's body forever." She sighed while seeing her friend facehoof.

"Fine, let's go find Applejack so we can get this over with. Didn't she say she was going home?"

"Yes, I believe so. I would teleport us there but you never developed your magic enough to do the spell." Twilight gave an annoyed pout causing Applejack to give a nervous laugh.

"I do regret that now. If I had done so then we could already be in the transferring process." She sighed as Rarity put her down. "Let us move with haste. I would rather not be in Applejack's body any longer than I have to." She said before trotting quickly in the direction of Sweet Apple Acre's, Rarity hot on her heels.

XXX

Once they arrived at the farm the looked in awe seeing hay bales moving all over the farm in a light purple aura.

"Come on big brother, yer loosing by a landslide." Twilight chuckled seeing Big Macintosh running back and forth from the barn with other bales of hay, quickly tossing them toward several pens that needed to be insulated for winter.

As the other two mares made their way toward Twilight, she lost concentration of the levitation spel she was using and quickly dropped around ten bales of hay.

"What in tar nation are ya'll running out this way fer? Wait........... did ya'll find a spell teh change us back? AND WHAT IN THE HAY DIDJA DO TO MAH MANE'N'TAIL?!" She yelled.

"You should thank our stallion for telling me what I already knew, but forgot." Rarity giggled. "It won't take long to do but there is a slight problem. I have to transfer into my body first and then transfer you two."

"And to answer your question darling, I gave you a makeover. You look simply ravishing!" Applejack giggled.

Alright then. but why couldn't ya jes transfer yerself and Rarity back teh normal afor me?"

"If she transfers us," She said while pointing to herself, and Rarity. "Then she will be stuck in your body for quite some time. Until one of us learn how to do the spell that does it."

"Awright, fine. Let's get this overwith so uh can get un-purtyfied an get back teh work." Twilight groaned as she still stared daggers toward Applejack.

XXX

After a quick magic session, the three mares had returned to their own bodies. Each giving a different reaction once they awoke from the spell. Twilight just smiled. feeling her magic and body back to normal, Rarity looked herself over in a mirror on AJ's dresser, she gave a pout seeing herself without all of her hard work. AJ on the other hand just smiled as they all walked outside.

"Applejack, darling, you haven't said much about what I have done to your body while I was you. Are you upset with me?" Rarity asked giving a hint of fear.

"Believe it or not ah feel better than ah ever have. Despite smelling a lil funky from yer perfume and shampoo choices. Mah back and muscles feel really loose. Even mah hooves feel great. Ah guess that girly mare stuff can be purty good on occasion. Ah jes might join ya in the spa one day when ah'm all tense an such. But dun be gettin any ideas bout mah mane er tail. Ah still dun like that fancy shmancy stuff. Ah think Night would have a downright heartattack if'n he saw me now." She chuckled.

"Oh don't worry Darling, I plan on showing him your new style as soon as he arrives at the boutique." She giggled as she took off down the path back into town.

"Whut? Whatcha mean ya'll er gonna show him.......... YOU TOOK PICTURES DIDN'T YA?!" AJ yelled as she chased after the ivory unicorn. Twilight laughing as she followed close behind.

Q&A session Part 2

A/N: Spoiler questions will be in this as well as the normal questions, I have taken the liberty of coloring the spoiler questions RED so that those of you who would prefer not to see spoilers, can pass these up.

Welcome one and all to round 2 of the Q&A session. In this chapter, which really isn't a chapter at all, you, the reader, will be asking the cast some questions. The questions can be anything you want answered, but I cannot guarantee that the cast will answer any risque questions. So, first off, thank you readers for posting your questions, and having read 'What's love got to do with it?' I have spent a long time writing everything you have read so far and have also enjoyed every minute of it. I am sure that the cast has enjoyed it as well. Well...... most of it anyway. ANYWAY! ON TO THE QUESTIONS!

Author: Hello again everypony, are we ready to answer some questions for our readers?"

Midnight: I swear, just when I get to sleep I have another one of these fucking weird ass dreams again. Wasn't the last one good enough author?

Author: Hey now, no need to be grumpy about this, your fans admire you and just want some questions answered.

Midnight: Yea yea, let's get this over with. I have a nice comfy bed calling for me.

Author: How about everypony else? Are you guys ready.

Pinkie: You bet! I am soooooooo glad to be able to do this again author. Although I'm not to happy that you haven't had much of me or Fluttershy in the story so far.

Author: Sorry about that Pinkie I just love you and Fluttershy to death but you are probably the hardest characters to write for.

Fluttershy: It's ok, I don't mind, Really. Besides, alot of your story seems to be a little scary for me. I don't like scary things.

Author: Awwwww no need to worry Shy, Big Macintosh will be at your side to keep you safe. How are you two doing anyway?

Fluttershy: *BLUSH* Oh! Um......... we're doing great, he asked for my hoof not to long ago. I said yes of course. He is such a gentlecolt.

Author: I'm happy to hear that Shy. Any plans to start a family in the future?

Fluttershy: *squeak*

Big Mac: Now don't go an ask'er a question like that! That's none'o yer business.

Author: Alright alright! Sheesh. Just wondering since I'll be the one writing out the storyline for your foal. *grin*

Big Mac: Why I aughta stomp a.....

Author: MOVING ON! Ok, so our first question is for, well........... noone in general, it's just a request.

Q: Can i kill the new villians ass?

A: Sorry my friend, the new bad guy I will be implementing may be in the sequel. After much consideration and the lack of chapters left, I will have to move him into the sequel for everything to work out.

Author: Our next question is for me, YEAH!!!

Q: WILL he ever visit earth again?

and why does it feel like i started reading this yesterday?

A: As for your referring to HE, I would guess you mean Midnight. At this time I do not intentionally have anything planned to have him return to earth. However there will be an instance in the near future where he get's Twilight to open a temporary portal into the world by piggy backing Midnight's computers internet signal. Time will tell as to see if he can visit his old world.

Author: Alright, now for our next set of questions from a single person. Twilight my dear, the first question is for you.

Twilight: Yea! Finally something fun to do!

Author: Alright, our reader.................

Twilight: Author? What's wrong?

Author: Well, this is the same person who told you about the turning a sphere inside out from before, remember?

Twilight: Yes I remember, And I saw the strange video that proved what he said.........

Author: I'm guessing you remember what you told him as well right?

Twilight: Uh.......... yeeeeeeees. *blush*

Author: Alright then, so that our readers can understand what in the hell we are speaking about, here is the question.

Q: Last time I proved of turning a sphere inside out, didn't see that coming I bet, heh heh. SO! Has this changed the way you see things?

Twilight: It has on many levels yes, I was very surprised to see the animation of how a sphere could be turned inside out without causing any damage to the actually structural integrity of the sphere. Although it would not work on a solid physical sphere, a magic shield could in essence be turned inside out to reverse the polarity of it while it is around an object. Such as having a shield that would normally block things from coming into it while it is around a pony being protected, the shield could also become a prison for a pony, blocking all attacks and attempts to exit the shield, thereby keeping everypony on the outside of that shield safe. I am impressed with the application of this and have already implemented it into my spell list. Although I do not have to purposely reverse the shield, I can cast a reverse shield now thanks to this information. And I would also like to say that yes, I will be yours for this one time. I don't break a promise, even if it is a little silly. *trots into an empty room with the person who asked the question*

Author: WHOA! HEY! Dang! Midnight: Ain't you gonna say or do anything?

Midnight: Nope, She is a grown mare, plus we still have an open relationship, and to be honest, I feel sorry for that guy. I have experienced Twilight's ravenous appetite for sex firsthand, and I am betting that he will die a happy man/pony........... whatever.

Author: Heh, nice one Night. Ok, our next question is for our two resident princesses, Celestia and Luna.

Celestia: Thank you author, it is a pleasure to see you again.

Author: Thank you Tia, As always, the honor is mine to be in your presence once again.

Luna: We thank thee for this opportunity to have time away from the castle to answer some questions for our fans.

Author: Not a problem Luna, but...... I thought Midnight gave you some speech lessons to help you speak like a normal pony.

Luna: He did, but this feels natural to me to speak in the old tongue. However, for the rest of this session, I shall speak normally if you would prefer?

Author: That would be awesome Luna, thanks. Anyway, our reader asks.

Q: Celestia and Luna! Being probably the most important ones of the world, how old were you both when you started to raise and lower the sun/moon?

Celestia: Well.......... that has been quite a while back I must say. But to be honest, I was still quite young when I had risen the sun for the first time. I was 27 when I first raised the sun on this new world. As I am sure you are aware, The Shadow Hunter had taken over my birth planet, causing me to use drastic measures and send it into the sun within our solar system. When I found a new planet for my race to start over, the planet rotated in perfect sync with the sun, keeping that side facing the sun permanently. I had used my magic to pull the sun around the planet so that it could have normal weather and a livable environment. Most of the populace of the planet stayed at the edge of the hot and cold areas of the world so that they could survive and grow food properly to live on. When I arrived with my sister and the small group of ponies. I had offered to do this for the planet in exchange for a land to let my little ponies flourish.

Luna: Yes, it was a trying time for the both of us. As time went on however, I grew into a young adult and took over raising the moon for my dear sister. Although it's mass was not as large as the sun, I managed to take over raising it while still very young. If I remember correctly, I was 16 at the time.

Author: Wow, I must say that is rather amazing. To have that much power is just breath taking. Remind me to never get on your bad sides. Ok, our next question is for our resident farmer. Miss Applejack.

Q: What does a zap apple actually taste like? And what causes them to look rainbow colored?

Applejack: Well now....... that is a might strange question. Teh be honest reader ah'm not quite sure how they get that rainbow color. Granny Smith ran across them when her family made the first settlement known today as Ponyville. They were in the Everfree forest, an ah'm not sure if'n ya know er not, but the Everfree Forest is a might scary place. T'ain't natural. As fer the flavor of'em, its a might hard teh explain really. They're sweet'n'tangy at the same time. Imagine an apple that has varying amounts of sweet to tang. As ya take a bite of the apple, the red, orange, and yeller go from sweet to sweetest. The red being like ah red galla, while the yeller is like a golden delicious. Now the green blue an purple are a might strange. The green is like a kiwi, while the purple is like ah plum. The in bahtween colors are a mixture of the two. So when ya bite inteh a Zap apple, ya get the mixture of those flavors while also feeling a tingly sensation in yer mouth and even when ya swaller. Best dern apple ah ever had.

Author: That sounds like the most awesome fruit I have ever heard of. I must have one of those apples.

Applejack: Welp, sorry teh burst yer bubble sugarcube, but the zap apple harvest was a while back, gonna be around ten months afore its time again.

Author: Dang! Oh well, the wait will make it all the sweeter when it arrives. Ok, our next question is for our Fashionista, Miss Rarity.

Rarity: Thank you darling, I will try my best to answer any question our reader will be asking.

Q: You like lots of gems and are the best fashionista in the world, so what colors do you like best?

Rarity: Thank you for the compliment darling, as for my favorite colors, they would be royal purple, white, and blue sapphire or blue diamond.

Author: That's great Rarity, Blue is my favorite color as well.

Rarity: Great minds think alike my dear.

Author: Yes they do, onto our next question.........

(Twilight enters the room alone from the back room giving a tired smile)

Author: Twi? I guess your finished then?

Twilight: For the moment anyway, That guy has some gusto to keep going like that.

Midnight: Yea? Bet he can't last to 100.

Twilight: We shall see. *GRIN*

Author: Whoa hey! nothing graphic right now. Anyway Twi, our next question is for you.

Q: You hatched Spike from an Egg, managed to calm a Ursa Minor and send it home and you're the element of magic. When you were younger, did you ever think about becoming the most powerful unicorn out there?

Twilight: To be honest, no. I was just happy doing magic and learning. I had no intention on becoming the most powerful unicorn in Equestria. I am sure that in time there will be others who will be as powerful, if not exceed my power. However, I am content knowing that few can stand against me when the time calls for action to save the world once again.

Author: Well said Twi. Well said. Our next question is for our resident Rainbow Dash!

Dash: Awesome! It's about time I get a question, and it better be good!

Author: Heh, don't worry Dash. This is probably one of the most awesome questions you could get.

Dash: SWEET!

Q: Seeing as you can pull off a sonic rainboom by breaking the sound barrier....what do you think would happen if you went faster than light? Anything awesome?

Dash: Wow, faster than the speed of light? That is pretty fast. But if I could do that I might actually break the focal point of light seeing as I leave a rainbow trail in my wake. The light spectrum is white and can break down into all the colors of the rainbow when introduced to a prism. But if those colors reached the speed of light, along with physical mass like me, it could have different effects. It would be awesome no matter what happened. But I don't want to end up doing that and hurting somepony.

(Entire cast gawks at Dash)

Dash: What? Just because I'm athletic doesn't mean I'm stupid, beside, Midnight is the egghead who told me about the speed of light. Blame him. I just happened to look up the information after talking to him about it.

Author: Alright Dash, guess we'll have to think of you a little differently from now on then huh? Heh, anyway, our next question is for Midnight once again.

Midnight: Fire away.

Q: Do you think the locals will see you differently when you become a king? Do you think you'll ever get your full spell list back?

Midnight: To be honest, I have received a few varying degrees of stares because of the news. Some of the ponies in town and around Canterlot have acted differently than before while many of the others just remain the same. It's a relief to know that this will not affect my over all presence in town as it did from before. I have a lot of friends now, I don't want them to think of me differently just because I'm a king now. As for my spell list, I would like to have it back, but due to the apparent curse that was cast on me along with a hay wire restoration spell that cured it. I don't know if that will ever be possible. But only time will tell.

Author: Hmmm, I'll see what I can do about that Night. You were just to over powered before, and now your just like an overpowered unicorn instead of an Alicorn.

Midnight: Thanks........ I think?

Author: Ha! Alright then, our next question is for the all to energetic, Pinkie Pie!

Pinkie: YEA! A question to answer! OOOO! Is it about cookies!? Because I just baked some for everypony! (hoofs them out to everyone)

Author: Thanks Pinkie! These are great! But anyway, sorry to say it isn't about cookies.

Pinkie: What about cake? Or cupcakes? Or Applepie? Or tuna?

Author: PINKIE! Wait........ tuna? Why would it be about tuna?

Pinkie: I don't know you silly nilly.

Author: Alright then Pinkie, your question is.

Q: Could you throw a party for ANY reason? Does there need to be a reason to party?

Pinkie: Well, there doesn't need to be a reason to have a party. But it is always nice to have somepony as the center of attention for the party. This way the group can focus their attention onto that pony and make them super duper happy. But then again, there are some other parties that are sad. But I won't go into that. It makes me really sad, and I don't like to be sad.

Author: Well said Pinkie. I don't like sad things either, its always good to be optimistic about things.

Pinkie: Yep *Hugs the author* So don't be sad about anything, be happy!

Author: Thanks Pinkie I will do that. Alright, onto the next question, and this one is for the entire cast.

Q: Right, from the first day, up to here. Everything has changed! Many events, lots of different crazy adventures. What do you see happening in the future? And another! *chuckles* Who do you think would win at a apple cider drinking contest? heh heh heh

Author: As for the future, I have many things planned, one of those things include Midnight having two more foals along with more crazy adventures in Equestria. There will be no shortage of fun and epic events. As well as some tear jerker moments.

Midnight: So I am going to have two more foals?! AWESOME! What will they be? A colt? A filly? What species and color will they be? OH! And what will I name them?!

Rarity: Now darling, those are questions to be answered in time. Besides, You have already picked a name for our foal, be it a filly or colt.

Midnight: Yea......... but it's nice to know ahead of time. The anticipation of knowing I will have two more foals in time is killing me. I want to hold them and play with them so back that it isn't funny.

Celestia: Don't forget about little Starlight, he is getting quite big now and can even speak. When you move into the castle in the future, you will have plenty of time to play with him, as well as the others when they are born.

Author: Such a beautiful thing *sniff*

Midnight: As for the cider drinking contest, I know I could drink anypony under the counter. The benefit of being part human and less affected by alcohol while in this world.

Applejack: Ah'd like teh see ya try and drink me under again.

Midnight: Is that a challenge?

Applejack: You bet your sweet flank it is.

Midnight: Alrighty then. It's a date.

Author: Ok you two, you'll have time for that later. First though you guys have to finish answering your fans questions. Midnight. You've got another one.

Q: From all of the ponies you have met in your time in Equestria, who has been the most influential to you?

Midnight: Hmm, that's a tough one. To be honest though, every pony I have met has given me some form of influence to better myself and do the right things. Even in the heat of the moment, whether it be in bed, arguing, or on the battle field. I have always wanted to become a better person, and with a world filled with mostly happy-go-lucky ponies that are rather friendly. It has been a never ending parade of influence. I will admit, at first it was a little annoying. To always be expected to be nice and kind to everypony around. But that all changed when I realized how innocent most of the populace is and how little experience they have had to bad times. That innocence alone drove me to become better not only for myself. But for everypony in this world. However, one pony stands out among every single one on the planet that influenced me the most.

Rarity: Midnight darling, I never knew.......

Midnight: It's alright doll, but I will tell you that one pony has made me not only the happiest pony on the planet, but has also driven me the hardest to become the best that I can be in every aspect. That one pony is my son. Starlight. From the first moment I saw him my heart burned with a passion to keep any and everypony safe from harm. To rise up and take charge, to be a protector for every living thing on the planet. And overall, to value life to the fullest extent possible. I don't like taking a life, but if I must in order to protect those I love. Then I will.

Author: Very well said my boy. I'm proud to have created you for this story and cant wait to see what other adventures I can write for you.

Midnight: You better watch what you write, I'm not into all the pain and suffering. So if you pull any more of that crap, the next time I see you I am going to rip your hea......

Author: Whoa, easy there killer. Everything I write for you is only to help you improve in the future. No need for violence. Besides, if you kill or maim me though, the story ends.

Midnight: Which leaves us all in limbo...........

Author: Right, so on with the questions!

Q: Midnight what would you do if your chaotic counterpart came back and was twice as powerful.

Midnight: Well, to be honest I think we may all be screwed with the way things are currently. My spell list has been reduced to a thousand spells. I am now significantly weaker than I once was since I have far less spells at my disposal. Plus now I will have to use spells like a normal pony, which means I have to use alchemical ingredients for some of them. Yep, definitely screwed if it happens.

Q: Would you be happy with your 1000 spells now or your whole spell list. P.S. Watch out for steel ponies.

Midnight: I'm not happy that I am limited to a thousand spells. It make me feel inadequate in properly taking care of and defending everypony from dangerous situations............ Uh......... What does he mean by steel ponies?"

Author: *Ahem* Nothing, nothing at all........ Moving on.

Midnight: Author, I want to know what he meant by that.

Author: Drop it or I'll turn you into a peacock for a month in the story.

Midnight: Moving on *SMILE*

Author: Good, now our next question is for our dear Twilight Sparkle.

Twilight: Thank you author.

Q: Twilight what would you do if Midnight was suddenly taken from you.

Twilight: I would find him of course. There is no place that Midnight could go that I could not find him. Plus the princess has the ability to cross over into the plane of death in case he does perish for any reason. And then I would tear apart the pony or creature that took him from me. *smile*

Author: Dang Twi, that's brutal.

Twilight: Noone messes with my stallion. *Grabs author pulling him unnervingly close while staring him in the eyes* And I mean noone!

Author: *whimper* O.......k *scrambles away as he is released* Ok onto the next question...... wait...... its a gift for Pinkie.

Pinkie: *GASP* a gift for me?! WHAT IS IT WHAT IS IT?! *tars open the package to see a strange looking ball and a note* It says that it is a gift for anything you need.

Author: ok, what does that mean?

Pinkie: I dunno. Hang on AAAAH! ITS MOVING!? *Throws it at author* *SPLAT*

Author: AAAAAHH GET IT OFF GET IT OFF! *FLAIL* *Item falls to the floor and turns into a large cupcake vending machine*

Pinkie: OOOOOOooooooooo!

Author: Dammit Pinkie....... wait, what the hell is that? *Watches as Pinkie presses a button on the machine and it begins vending cupcakes.

Pinkie: YEAAAA CUPCAKES!

Author: Ok, that is in no way creepy.......... Moving on........ Pinkie, you have a question along with your gift.

Q: what would you call a cake that tasted like pie and a pie that tasted like cake?

Pinkie: Hmmmmmm that's a toughy. Maybe a Cie and a Pake? No that sounds to strange. I guess it would depend on the flavor of them. But I bet they would be really good *drools*

Author: They do sound rather tempting, but anyway, onto our next question. Oh, hey Midnight, you got a few questions again.

Midnight: Cool.

Q:How do you feel about rock n roll? Is Equestria ready for it? Ever think of introducing the ponies to The three Stooges? Have you ever been to the pony dentist? Ever prank Princess Luna?

Midnight: I love rock'n'roll. Most of the music I listen revolves around it. It's playing it though as a pony that poses a problem. I'm just glad that I can still play music with a spell. Otherwise I would be screwed in my music career. As for Equestria being ready for it, I have already played a few concerts with a few rock'n'roll songs. At first many of them thought it was a strange form of music. Even Vinyl thought it was strange and she does freaking dubstep. Now THAT is strange music. Anyway, it took off pretty quickly. There are already quite a few bands making their own songs relating to that genre of music. Hmmmm, as for the Three stooges thing, I have actually introduced the crusaders to them via DVD. I've never seen them laugh so hard. Of course Rarity and AJ got on my case over it because it gave them to many ideas on playing pranks on other ponies. It was a mess that I'd rather not get into again. So now I have to keep tabs on my movie collection and regulate what the girls watch. As for going to the pony dentist, nope never been. One of the benefits of being an Alicorn. Magic helps keep my teeth clean and cavity free. *SMILES* And the answer to your last question is yes. I have pranked her on more than one occasion. Many of those times though she never found out it was me *snicker* Just you wait till I move into the castle and become king. I am going to torment her.

Author: Dang Night, introducing music into Equestria, showing the crusaders what the three stooges are, never going to the dentist, AND pranking Luna. I think you have earned the right to your own troll name.

Midnight: I try.

Author: Alrighty then....... Rarity, you have several questions from one of your fans.

Rarity: Wonderful darling, I do oh so answering my fans inquisitive minds.

Q: Has human fashion caught on? What are your views on socks? Has Midnight ever sang to you? Ever sang to him?

Rarity: Hmmmm, I must say that human fashion has failed to catch on in retrospect. However, I have been getting quite a few orders for lingerie due to me misplacing my own outfit one night on a ponyquin and having a customer stumble across it. Since then I have had almost a hundred orders. As for socks. They have been in equestria for some time now. When Sweetiebelle and I had finished the Sisterhooves social sometime back, I managed to get her to dress up in a frilly dress for the first time in ages. She decided that it would be funny to wear two different color striped socks on each leg. It didn't match the outfit but it was still rather cute.

Author: Just so the readers know, I have included a link to the video and the time to show you the socks and the listed times as well.

20:50 (socks on cloths line) 21:00 (Sweetie wearing socks) (2 different pairs)

Rarity: Wait?! You mean there is a show about us?!

Author: Well, yes, but Midnight isn't in it. Everything in what I have written doesn't follow the show 100% Plus Midnight is my creation.

Twilight: That is rather neat.

Midnight: More like unnerving as hell.

Author: Ok, getting off topic here. Time for our next question. This one is for........... Discord?!

Discord: Why thank you dear author, I do love a good question.

Author: Alright then, here it is.

Q: Why did you go back to being evil? Do you feel bad that you broke Pinkie's heart? Wouldn't you prefere to actually get together and use chaos for good?

Discord: I never went back to being evil dear reader. I am the God of Chaos. I was never really evil in the first place. Evil depicts that the being in question has tendencies to hurt others in order to gain power or influence. I don't believe in hurting ponies or any creature for that matter. I just like to cause chaos in such a way as it..... throws a wrench into the gears of life.
Breaking Pinkie's heart was the last thing on my mind and I highly regret it. But I couldn't go against my very nature and avoid causing chaos. In the end it was a regrettable decision, but now that she has another pony to love and care for her, I feel happy knowing that she is happy. As for your last question, no, just no. I tried that and it wasn't the same thing as doing it at random to cause fear and panic. Chaos may be universal and never ending. But It does have a specific set of functions that I refuse to allow happen when it comes to how it is implemented into a situation.

Author: Well said Discord, I may have to think up some new ideas for returning you to the story pretty soon.

Discord: Thanks........ I think.

Author: Ok, our next set of questions go to our lovely princess'

Q: So, Celestia! Do Alicorns actually live forever, or just a really long time that seems like forever!

Celestia: An Alicorn can live forever as long as they avoid a situation that would cause them to perish. An Alicorn's magic is what keeps them alive for so long. The magic is at least a millions times as potent as a unicorns magic. This is also a great way to explain the lifespans of ponies. You see, the more magic that is within a pony, the longer their lifespan is. This is why unicorns can live to be several hundred years old, while Pegasi live to around a hundred. Earth ponies on the other hoof live to around their late eighties and as old as a hundred. It all depends on the magic they posses.

Author: Very informative, nice to know facts about ponies lifespans. Ok Luna your up next.

Q: Luna! Despite people sleeping through the night, it contains amazing sights of stars and constellations! A whole holiday has been made dedicated to the night, so what do you think of Nightmare Night?

Luna: Although at first I was skeptical of the so called holiday, I am happy that it has come to pass. It not only gives me a chance to blow off a little steam by pulling quite a few pranks. But also gives me the chance to properly talk to all of my subjects. Over all, I am pleased with the holiday.

Author: That's great, So are you dressing up as anything kinky next year Luna?

Luna: WHAT?! HOW DARE Y............

Author: Moving on, our next question is for Cadence?

Cadence: Well then, this is a first. I would love to answer some questions though for our readers.

Q: Cadance! You get your very own question! So, What relation are you with Celestia and Luna and due to being married to Shining Armour, does this make him royalty?

Cadence: My relation with Luna and Celestia is this. We are sisters in a sense, but we do not come from the same mother and father. My parent's came to this world around twenty years ago with me as a foal. Their time of ascension was drawing near and they had noone to take care of me when they had to leave to join the maker. Don't misunderstand me, they did not perish. They simply moved on into a higher plain. Celestia and Luna raised me for quite some time until my husband had caught my eye when his sister was chosen for Celestia's school for gifted unicorns. As time past I fell in love with Shining Armor and decided to foal sit his sister to be near him more often. As time passed though I grew to Love Twilight as a baby sister. It was quite fun to have a little sister of my own. Oh the stories I have. *grins to Twilight*

Twilight: Cadence, you better not tell anypony about our adventures.

Cadence: Don't worry Twilight, stories about your book fortress and wars with your brother will remain a secret..... whoops!

Twilight: CADENCE!?

Author: Ok you two, no fighting, save it for the mud pit. ONTO THE NEXT QUESTION!!!!!

Q: Pinkie! How many different treats can you bake in 1 hour? Whats your favorite cake topping? Aaaaand whats your favorite treat of them all?

Pinkie: Oh wow, if I make a single treat onto a baking pan and make them super duper small, with all of the ovens the Cakes have at Sugar Cube Corner. I could make around a thousand different goodies! My favorite cake topping is chocolate of course silly! And my favorite treat would be the one that the cakes get me each year for Hearths warming. It's this really awesome cake that disappears if you use magic near it, so you have to use a fork by hoof to eat it. Here's a picture of it.

Its the bestest cake ever!

Author: That actually looks really good Pinkie.

Pinkie: You should try it author!

Author: Break the fourth wall for me so I can come to Equestria and we'll see. Alright then, onto the next question.

Q: Trixie! How does it feel to be accepted back into Ponyville and have friends who are there for you?

Trixie: I must say that it is quite a refreshing experience. If it had not been for Midnight, I may have lost myself and wandered into the Everfree Forest during my more than sad times. But I am grateful for his assistance and Ponyville's acceptance in welcoming back. Even with my past transgressions.

Author: I would hate to have left you there Trixie, good thing Midnight was there at the right time.

Midnight: Funny thing is I don't even remember taking a walk that late in the evening.

Author: That's the magic of the author my friend. HA! Anyway, we have two final questions and they are for me!!!

Q: What made you compelled to start this story? Was it one thing or multiple?

Author: To be honest, I had started another story and didn't like the way it turned out, so I made a second story which is this one. It turned out so well and got so many good reviews that I had to continue it. This is the first time I had fans praising my work so of course I continued the story. So over all, it was more than one reason. The first being I wasn't satisfied with my first version, and the second being that my fans loved the second version.

Alright everyone, that's all the questions I received for the second Q&A session. The third and final one will be when the story comes to a close. Be sure to ask your questions for then as well.

151. It begins................

As Midnight left Ponyville, he quickly teleported the remaining distance to the castle, arriving inside the throne room with haste. As he entered he was greeted by a lunar and sun guard, both of which ushered him quickly through the secret door behind the thrones.

"Well, first time I've been in here." He spoke out in surprise as he looked around the room before his vision rested on the two princess' sitting at a table on the far side of the room. Their vision was not cast on Midnight, but to the table in front of them. Sitting at the table was Cadence and Shining Armor as well as two other ponies of which Midnight had not seen before.

As he made his way up to the table, he took a seat next to Celestia as her vision never left the table. Midnight sat there in silence as he listened to the unknown ponies.

"Now that everyone is here, we can properly start. Please forgive us your majesties, but this does require all of your attentions." A dark grey unicorn with a white mane spoke up nodding to his friend, a sky blue pegasus with an equally sky blue mane and tail.

"We have recently gathered information about a possible attack on Equestria as a whole, as well as other nations that could be in danger. Our intelligence has gathered information about five locations that may be coming under attack by an unforeseen enemy in due time. From what has been gathered, it turns out that the locations are each nations capitals, and those that plan attack want to take over each of these nations to call their own. As for now we are not sure if they are working together to accomplish this feat, or working as a separate entity. Either way, we do know that they plan on using a ancient form of forbidden magic. At this time we are still gathering information. We have however gather several pictures of the possible parties in question that will be a part of the final product, but at this time it is only speculation, and no hard evidence to back up the claim other than word of mouth." The unicorn gave snort as he levitated a folder, opening it and spreading the contents of it across the table.

When Midnight's eyes fell onto the pictures, his heart skipped a beat, his eyes went wide, and his jaw hung slack in shock as he levitated one of the pictures to in front of him.

"Kindle?! But how? Why? Whats going on?" He asked, the over all feeling of helplessness covering his entire face as the picture fell back to the table.

"Sir? You know these ponies?" The pegasus looked at him with an icy glare as the two guards from before stepped up behind him.

"Yes, I know this young mare. She was part of a scientific group that I have visited while on vacation in Fillydelphia a while back. I had heard of another human here in Equestria and finally located them. She was working alongside a group of five ponies that was working on a project."

"Sir, do you know what they were working on?" The unicorn asked.

"No, unfortunately Kindle said it was classified and that no information could be given about it. The human female, Samantha is working alongside them as well, but from what I have gathered, she isn't to keen on what they are working on." Midnight said while giving a sigh. He stopped however as he saw the corner of another picture poking out from behind a piece of paper, he quickly snatched it up to see what it was but only gave an odd look before his eyes went wide in astonishment.

"STEEL!? But.......... whats wrong with him?" He spoke out in shock seeing Steel with a coat that looked like shining silver and glowing eyes.

"You know this pony as well?" Celestia piped up when looking at his expression of horror. Midnight began to speak but quickly pulled the rest of the photos up to him as he gazed at them. Sure enough, Ice had a picture there as well as a cloaked figure.

"Yes, but what does that have to do with the fact that you think these ponies and possible human is conspiring to take over several nations and Equestria?" He snorted as he looked to the two unknown ponies.

"Because Steel, as you have named him, killed three ponies to keep this picture from ending up in our hooves." The pegasus said giving a note of sadness.

"He.......... did........... what?!" Midnight's voice was low, low enough to hear the venom seeping through his teeth. The room felt much colder upon hearing these words leave his lips and echo calmly through the room.

"He killed several special ops ponies that were working espionage to gather this information. For some reason, Steel could hear the shutter in the magical camera used to take the pictures. The only strange thing was that the pony taking the pictures was almost a mile away and sitting on a cloud."

"Do you know if his death was quick?" Midnight asked as he shut his eyes tightly as they began to tear up.

"No, it wasn't. He tortured him for two days before a rescue squad made it to him. Two of the squad was killed while the rest managed to retake the camera and bring it back. The unicorn said as he pulled the camera from the floor and placed it onto the table.

"But why was the camera not destroyed by Steel?" Celestia asked as she looked over to Luna.

At this moment Midnight saw everything moving in slow motion as the expression changed on the unicorn across the table. It went from puzzled to a sinister grin as his hoof raised into the air and began to fall quickly toward the camera. Midnight's horn lit up upon seeing this and he quickly placed a shield around himself and everyone in the room, including the unicorn who had just hit the camera.

A bright flash erupted from the camera causing everyone to close their eyes and flatten their ears as a loud explosion rang out. Everything around them shook violently for a few seconds until it finally stopped. Midnight opened his eyes to see that a gigantic sphere almost twenty feet in diameter was carved out of the castle. Using the camera as its focal point. Without thinking Midnight cast a seize spell onto the unicorn and pegasus, locking them in place as he used levitation magic to float everypony to safety on the far side of the throne room. Celestia and Luna cast several scan spells to check and see if anything else was trapped. Upon failure to detect anything they nodded to Midnight who released his spell on everypony except for the two unknown's in front of him.

"Nice trick there. To bad it failed." Midnight snorted as he got right into the unicorns face. The unicorn only growling in response. "And what about you smart flank?" Midnight redirected his attention to the pegasus who was only staring in shock.

"What are you talking about?! I didn't know the camera was rigged to explode?! Recon! What the hell has gotten into you?" The pegasus shouted toward his friend, apparently named Recon.

"So what if I planted a little explosive in the camera. No biggie right?" He smiled innocently.

"Wait a sec, your not Recon!" The pegasus shouted causing the unicorn to grow visibly worried.

"What are you talking about?" He snarled.

"You're not Recon because Recon isn't his name. And he hates that nickname I gave him ten years ago. Everytime I call him that he flies off the handle and starts cussing me, even in front of the princess'."

The being snarled as a bright green glow enveloped him, quickly fading to reveal a dark black pony with bug like eyes. It gave a loud his as it tried to get loose from the magical hold.

"What the hell is that?!" Midnight shouted as he stared in awe.

"That, would be a changeling. It seems that queen Chrysalis has decided to attempt another taking of Canterlot, among other areas of the world." Cadence said as she trotted up to the young changeling. It giving a loud hiss and bearing its fangs at her.

"Princess Cadence, I am going to have to ask you to leave this one to me, as well as the pegasus. If we have the enemy in our hoof, then I can gather information from them to help save us all." Midnight spoke up causing her to step back and give a sneer toward the changeling.

"What do you plan on doing to them Midnight?" Celestia asked as she trotted to his side.

"I'm not going to lie Tia, I have military training that I am not proud of. Interrogation procedures that will yield results in a short time. But I'm going to need a few things." He smirked to the now cowering changeling.

"I am not going to approve of this method Midnight. Torturing another just to obtain information is not what we do." Celestia spoke up as her horn lit up, grabbing ahold of the changeling and pulling it toward her. It stopped in mid air though as the magical aura around it changed back to Midnight's. Celestia let out a grunt of pain as she back peddled from the sudden jar of loosing her grip on it.

"I didn't say you had a choice in this matter dear." Midnight spoke up with a hint of ice in his voice. "This thing is going to fork over the information on a silver platter when I'm done with it. From the Intel it has already given, it seems that there is a force that is attempting to take over this world and they do not discriminate when it comes to killing to get their way. I may not like my methods to get this information, but do you think that pony who was captured felt the same way when he was being tortured for information?"

Silence fell over the room as Midnight looked around. After a minute he spoke up. "I'll be in the dungeon if you need me. Make sure it is important though because you don't want to be near us during this."

"No....NO NOOOOO! Chrysssssalisss ssssaid nothing about thissss! NO! YOU CAN'T! CCCCCELESTIA! SSSSSAAAVE MEEEEEE!" The changeling cried before it and Midnight vanished in a bright light from teleporting.

"Sister, Do you think Midnight will harm the young one?" Luna asked while looking worriedly toward Celestia.

"I fear that he will, but he is correct when he said that they did not discriminate in killing other ponies. Although I do not agree with his method, he will be the only pony capable of doing this in order to save our kingdom." Celestia sat there for a while as her two sisters tried to console her.

"I'll gather the guard and have them step up training. If Midnight has taught me one thing, It is to expect the unexpected. In this case, an impending war." Shining Armor spoke up as he quickly teleported from within the room to the barracks.

"I shall keep an eye out here in Canterlot as well. Shining has taught me a few keen eye skills that will aid me. Might I borrow a few of the guard as well as we travel the streets Tia?" Cadence asked as she headed toward the door of the throne room.

"Yes, please take as many as you need. I will begin preparations here in the castle for when Midnight has obtained the required information.

152. Torture and Love

Midnight arrived within the confines of the dungeon with the changeling still within his magic grasp. He stepped inside of one of the long forgotten rooms that held many different torture devices. Celestia had removed them from the main rooms a long time ago as she had come to believe that torture and severe punishment were no longer fit to be given in this day and age. Midnight on the other hand thought differently. If getting information from the enemy meant getting the upper hand in the coming war, then he would use everything at his disposal to get that information. Although he didn't like what he was about to do, he would do it to save those he loved.

Midnight quickly placed the changeling into the confines of some magical cuffs that would prevent it from changing into any shape that would allow it to get free. As well as nullify its magic from being cast. It hiss and cursed at Midnight while struggling to get free. But it was of no use. It winced slightly as a small cracking sound fell from one of its limbs that was being held taught in the irons.

"Let me go Alicorn, and I will see to it that the Queen does not kill you when she takes over this land." It snickered but stopped as it felt a pressure on the small crack it had made on its leg.

(Tidbit of information for all of you people out there. Changelings have exoskeletons much like real insects. If to much pressure is placed on that point, it can crack, split or even break completely)

Midnight gave a sneer toward the small changeling as his mane gave the room they were in an ominous glow. He turned back to a small table as he floated it and the contents resting on top of it to the changelings side. The young changeling looked at the tools in horror as he realized what he had stepped into. Back in the hive he had taken part in torture sessions to pull information from enemies of the hive. Some of them even being of his own species that deserted the hive to live a normal life on their own. He had witnessed the gruesome horror that they endured before finally dieing while in terrible pain. He gave a nervous expression toward the Alicorn as he saw a small pair of pliers lift from the table and float toward him. He instinctively tried pulled back and away only to hit the table he was strapped to.

"We can do this the easy way or the hard way. It's your choice." Midnight spoke up as his expression remained neutral.

"You can kill me, but I will never tell you anything." It snapped back.

"Oh you won't die, but you will beg for death after I am done with you, even then you will not have that pleasure, and do you know why?" Midnight snarled. "Because I am going to heal you after every single session so that we can do this over and over again until you give me all of the information you have." He smirked now seeing the changelings look of absolute horror. Even during his time torturing his captives to death he never healed them so that he could continue the torture or to gain more information before their lives blinked out of existence.

"Are you really going to do thaAAAAAAAAAAHHHHH!" The changeling began to speak until Midnight clamped the pliers onto the edge of one of his exoskeletal shells and began to pull it away from him causing the flesh underneath to tear away from it. Midnight continued this for another minute before stopping and releasing his grip, the changeling sobbing in pain as green and glowing blood oozed from the wound.

"That is your answer changeling, and it will continue for the rest of your life unless you tell me what I want to know." Midnight snarled into the changelings face who only began to laugh at him.

"Do your worst you sick fuck. We will see what happens." It snapped back giving a pant from the pain.

Midnight stepped back giving a growl toward the fake pony before him. He would have his work cut out for him. But he could try the worst tortures first so that the results would be quicker. Or just let the pain linger before being healed. Then he smiled to himself as one idea stepped forward above the rest. But he would need access to the royal archives to see if those spells even existed.

After a moment of thinking he smiled to the changeling who only grew a worried expression. "I take it you have heard of torture spells have you not?" Midnight chuckled as he saw the expression on its face change to horror. "I am going to go find those spells and then come back after I have learned them. I will then torture you endlessly until the information I require is given to me by yourself. You will not die or pass out during the process either because I already know the spells to keep you awake and alert. Oh and I failed to mention this one special spell as well." He grinned seeing the changeling loose control of its bladder. "This spell will make you far more sensitive to any and everything I will do to you. So the pain you experienced just a moment ago, imagine that times a thousand." He laughed as the changeling began to sob uncontrollably.

"Ok.....*sob*......ok, I'll tell you what you want to know." It cried as Midnight's smile widened.

'Thank God, I really don't like hurting anyone, even this creature. Thank you Baxter for that training in interrogation procedures.' Midnight thought to himself as he sighed internally.

XXX

A few hours passed by as Midnight made a mental copy of the changelings entire memory database onto a large stack of scrolls. Everything the changeling knew was plastered onto those scrolls. Midnight gave a smile as he placed the scrolls into his stash portal and began to leave the room.

"Now that I've given you what you want to know, are you going to releassssse me?" The changeling asked as it pulled at its bindings.

"Sorry to say that your going to have to stay for the time being. Would you like anything to eat or drink though, I can at least make your stay a little more comfortable."

The changeling gave him a deadpanned expression. "Do you even know anything about changelingsssss? We do not eat food like you do. We survive by living off the love of otherssss." He said before giving an annoyed snort.

"So then all you need is someone to love you?" Midnight asked giving a smirk.

"In essssssence, yesssss. Indirect love worksssss, but noone has loved a changeling in a thoussssand yearsssss. How could you........." He trailed off as he felt a wave of love envelope him. The changeling closed his eyes as he relished the feeling that began to fill his stomach to the brim. He let out a satisfied burp as he fell limp into his bindings. Midnight unhooked his bindings from being held up and then hooked them to the floor as the changeling looked up to him, the feeling of love gone from him but a full belly remained.

"How did you do that?" It asked Midnight as it looked up to him curiously.

"I love any and all creatures, even my enemies. I would prefer not to fight and to get along with everything in this world. But it just seems that most of the ones that start the fight want to finish it just to get their way. If your species lives from the love of others, I could help fill that empty space if they are willing to see reason and get along with my species." He smiled down to the young one who gave him a perplexed expression.

"You are the firsssssst pony to ever sssssay or do sssssuch a thing to or for a changeling, even after our little ssssession." He shuddered. "Had I known you were so willing to help feed usssss I would have been more willing to give you your information." It half smiled toward Midnight which looked more like a sneer.

"Well, this is a rather odd change of events. What changed your mind? The fact that I love every living thing, or the fact that I can give you a full belly in a matter of seconds?" Midnight laughed.

"To be honesssst. Both. I think this is the first time in my life that I have actually felt love from another that was directed right at me instead of a pony I mask myself as. I like thissss feeling, I feel more nourished than I have ever felt before, and I wish to keep this feeling."

"Sounds good to me, but I would like to do one thing first before I can truly trust you. I will be back in a few minutes." Midnight smiled to the little changeling and vanished in a bright flash of light.

XXX

After about ten minutes, Midnight returned with Celestia at his side. The changeling sat quietly as he looked from Celestia to Midnight and then back to her as she moved forward.

"Do not be afraid little one, I am simply going to look into your thoughts." She said but stopped as the changeling gave a nod, showing no hint of fear or anger. She pressed forward as her horn lit up pressing it to his head. A few seconds went by as she pulled back giving a smile down to the changeling.

"It seems what you said is true dear Midnight. You may do as you wish." She smiled as she vanished in a bright light.

"Well then, I guess this is your lucky day. And I would also like to apologize for my earlier actions in harming you." Midnight said as his magic released the bindings on the changeling.

The little one stood up giving his forelegs a gentle rub as he looked up to the Alicorn in front of him, He could feel the love radiating from him and it felt wonderful. Without a word he slowly stepped forward and wrapped his forelegs around one of Midnight's and gave a gentle squeeze.

"Thank you." Is all he said before he felt s gentle nuzzle on top of his head. He pulled back seeing Midnight smiling warmly at him.

"If you want to go then you are free to do so, but I would also like to ask that you stay for a while, to know that I am as good as my word. The guards have been notified that you have permission to leave Canterlot, but let it be known, that once you leave, you may not be able to return. As you know, there is a war that is about to be waged upon us, and we cannot distinguish one changeling from another. I can offer you a home here as well. I will make sure that you are properly fed and treated well as well.........." Midnight trailed off as he looked to the changeling. "I'm sorry, but I never got your name, and I am further sorry to say that I cannot tell your gender as well." Midnight said giving a sheepish smile.

"I do not have a name, nor a gender. Changelings are born as an asexual being, having both genders and yet none as we cannot reproduce like regular ponies. Once we choose a gender to become and mask ourselves as. We have that capability. But, as for now I am simply nothing."

"Well now that won't do, what gender do you prefer to mask yourself as?"

"I usually become female as it is the easiest for us to use in order to manipulate others."

Midnight stopped for a moment, giving a smile. "I just noticed something else, you stopped hissing when you speak a word with an S sound in it."

The changeling gave a chuckle. "That is only used as an intimidation tactic on my race's behalf, as many ponies are afraid of snakes or other creatures that hiss. Having fangs helps to increase that guise." It laughed as it ran it's tongue over its fangs.

"So would you like to stay for a time with me? I can offer you a place to sleep and plenty of food. All that I ask in return is for you to learn more about why I believe that every race can work in harmony, and live together."

The changeling lowered its head as it spoke. "I need to let you know something. Queen Chrysalis did not send me as I have told you before."

Midnight stood there a little in shock at the confession, but listened intently.

"The picture you saw of the cloaked figure, It was not a changeling. It was the daughter of Discord."

153. Changling Love and The hunt

As Midnight listened to the changelings story, he grew more and more shocked hearing all of the information. After hearing the final parts of the story he was literally shaking. Not in fear, but worry. Once he had mulled over the information, he and the changeling teleported into the throne room where constructions was taking place to repair the damage that the castle had taken in the recent bombing attack. The little insect pony stayed close to the Alicorn as they walked toward Celestia. Many of the guards and members of the construction crew giving him disapproving looks as he passed by.

"Tia, we need to have another meeting. Can you get Cadence, Armor, and Luna together and meet me in the Garden?" Midnight asked as he spoke quietly into her ear.

"Yes, but what does it pertain to? Has our newest citizen divulged other information?" She smiled warmly to the changeling.

"C-citizen?" It asked as he looked rather shocked.

"Yes my dear, If you are willing to be a friend rather than a foe, you are welcome to be a citizen of Equestria." She smiled giving a soft giggle.

The changeling sat down on its haunches quietly as its solid colored eyes began to moisten a little. Pulling its hooves up to it's face and giving a soft whimper as the tears began to flow from hearing this and feeling the love radiating from all around him. It stopped though giving a gasp as it was pulled into a hug by Celestia, her wings wrapping warmly around it. The young changeling cried quietly into Celestia's chest as it pressed its face harder into her. After a few minutes the little one had cried itself to sleep. Celestia smiled down to it as she levitated it slowly up and onto her back, resting it between her wings as she began to trot alongside Midnight as they made way toward the garden.

After locating the remaining members of the royal court, they had all made way into the royal gardens of the castle to speak. During the trip though the changeling had awoken to find itself resting comfortably on Celestia's back. It couldn't help but smile as her ethereal mane waved about and around it. Giving a light giggle it pressed its hooves up and through her mane playfully before they had reached the gardens.

"I'm glad we could get together again so quickly after our last little encounter." Midnight chuckled. "But before we start, I want to let everypony know that this little changeling is on our side now, and has agreed to give us every bit of information she knows."

The changeling as well as everypony else looked to Midnight questionably at the mention of the word 'she'. After a quick explanation they had all agreed to refer to the changeling as a she. But no name has been given to her as of yet.

"As you know from the reports from earlier, it appeared that our newest enemy was the Changeling Queen Chrysalis. However, upon befriending out guest here." Midnight smiled down to the changeling who smiled back happily. "She has let me know that our enemy is not actually Chrysalis, but the daughter of Discord himself.

The group sat in stunned silence as they mulled over the new information. Cadence being the first to speak up.

"Little one, I don't understand though how you could get mixed up with miss Ball, could you explain that situation?" She asked while cocking her head in confusion.

"I would rather not, as it is a painful story, but I will since you are the first friends I have had since my hatching." It smiled nervously.

"I don't mean to interrupt, but that was something else I was wondering about, how old are you exactly?" Midnight asked as he thought of how quickly she had warmed up to him and even her little playful antics with Celestia's mane.

"Um...... I think I am around ten years old. Why?" She said only to get a shocked expression from everyone, more so from Midnight as his eyes began to water.

"I'm........ sorry." He spoke softly as he brought the changeling into a loving hug. Whispering sorry over and over into her ear.
"I never intended on hurting a child. Yet I did.......... Can you ever forgive me?" He asked while looking to the young one.

"If I hadn't forgiven you already, I wouldn't be here." She smiled as she hugged him warmly around the neck.

After a few minutes of daaawwwwwww, the two separated as the young changeling began her story.

"It wasn't long ago when I left the hive on a mission to locate new sources of love to feed my colony. On my journey I had run into a pony in the middle of the Everfree forest that was crying next to a large stone statue. I transformed in the guise of a stallion and made my way to her to try and comfort her in order to at least give me some form of nourishment so that I could continue my quest. What followed next, was unexpected."

XXX

(Shortly after Midnight's fight with Flame)

"Are you ok miss?" The stallion asked as he neared the purple-ish pony the bore a small beanie atop its head.

"Leave me changeling, I do not want to be bothered by the likes of your species." She snorted back causing the stallion to stare in shock for a moment before he changed back into a changeling.

"How did you know I was a changeling?" It hissed back while taking a defensive stance.

"I am the daughter of Discord. Screwball the great! I will not be fooled by any guise from your insectoid race." She snarled back as she hugged the stone statue in front of her.

"Why are you crying and hugging that statue?" the changeling asked as she stared unblinking at Screwball.

"This is my father, Discord. He was changed to stone by an evil clone of a pony we once thought to be a friend. But he turned out to be far more evil than I had expected. He imprisoned my father as this tacky statue. Even with what little power I have left I cannot break him free from his stone prison." She cried. "Daddy.......... please don't leave me again." She cried as she slowly fell into a slumped position in front of the statue.

"I..... am sorry to hear about your father." The changeling said quietly as it walked up to Screwballs side and took a seat as it gazed up to the draconequus.

"How could a changeling feel sorrow?" She snorted as she looked to the changeling with a glare.

"I am still young, our emotions are beaten from us before we are allowed to leave the colony to find food. I have feigned being emotionless for some time in order to keep my sanity. My queen does not want any of her minions to express emotion and to follow her command without question. I may be her fledgling, but that does not mean she is my mother. I never even knew my father, so I can understand how you feel about wanting your father back. It's because I have no family. Just fellow minions of the hive." It sighed as it looked to the ground. The changeling stopped though as it felt something new. A feeling that only it has experienced once before. It looked up to Screwball who was smiling softly to it before wrapping it in a hug. After a few seconds the changeling gave a satisfied burp before being released.

"If you want, you can be my sister, or brother, because I can't really tell what gender you are." Screwball giggled softly looking the changeling up and down.

"I guess being a little sister wouldn't be so bad." She laughed softly which sounded more like a pausing hiss sound.

"Do you think you could help me return my father to normal? I would love you forever if you did." She smiled widely.

The changelings eyes widened at the comment. Being loved forever meant a never ending food supply. And she had never truly experienced this type of love before. It was far more filling than what her mother had given her in the past. She gave a bright smile and nodded to Screwball who only brought her into another hug once again.

XXX

"After that I don't really remember much other than what was in that folder I had given you from before. I was always helping miss Ball but never really paying attention to what was going on around me since she was always keeping me fed. As of late however, I have noticed a steady decline in her love toward me as her sister. I began to grow more and more hungry, at several points I was starving. Then miss Ball asked me to copy the form of a pony she had killed that had taken her picture, then return the camera when that pony I was disguised as, was rescued. She said that the camera was rigged to harm anything organic and not withing its blast radius, except for me. After seeing your throne room so badly damaged, I can only take a guess that she was lying to me to get rid of me."

The changeling sat there as her head lowered and she began to cry softly, but stopped as Midnight and the rest of the group pulled together in a large group hug.

*BUUUUUURP*

"Scuse me....." The changeling said giving a slight pink tint to her cheeks from blushing, causing the rest of the ponies around her to laugh softly.

"So then little one. Now that we know the relative story of what's going on and part of what we are up against. I think getting things in order will be needed before the war begins. I will work with Armor and the Guard on training for the time being. Tia, contact the other nations to advise them of what is going on so that they can be prepared to face the threat as well. Luna, I need some of your night guard to do some espionage once we find out where Miss Ball is. Cadence................" He trailed off. "Sorry, but I have no clue what your specialty is or what you can do." He chuckled only to get a facehoof from Cadence.

"I will work alongside my sisters and where needed. I can pass information back and forth between everypony as well to keep them up to speed." She smirked.

"Great idea. Now then......" Midnight stopped as he looked down to his new little friend who gave him a gentle nudge, and a sad expression.

"What about me? Can I help?" She asked.

"For the moment you need to stay safe in case Miss Ball decides to try and find you. That place would be by my side." He smiled as he lifted her onto his back and rested her between his wings. She gave a contented smiled as she rested quietly there.

"Alright everypony, let's get to our tasks." He gave a determined grin as he nodded to Shining Armor, he giving one in return as they left to their designated tasks.

XXX

Celestia, with the help of a few members of her court, began writing letters to fellow nations describing the details of the impending war. Although she was not in good terms with the griffon nation due to their king deciding that world domination was the best choice, she sent a letter to them anyway detailing the information she had gathered. A reply was sent back to her with the following.

Princess Celestia,

Due to our previous bad experiences with each other, you still find it within your good nature to let our nation know about the impending war from an unknown enemy. Although I would like to say 'thank you' for this information, I cannot. We have already been sent a warning from the attacking party that if we ally ourselves with any other nation, attacks would begin immediately. With it being winter and our food stores depleting rapidly. We cannot survive a head on attack and win against any offending nation. As much as we would like to be your allies in this fight, we must decline.

The princess' sat there looking sadly at the letter, giving a soft sigh as they let it fall to the table in front of them.

"Tia, maybe we should consider letting a few hunting parties into the Everfree. Many of the predators that take up shelter within the forest are hibernating at this time while many of the prey they hunt have moved south for the winter to continue grazing." Luna said looking worried.

"I am afraid you are correct dear sister. But having them hunting in our forests will be a sign of becoming ally's in this fight, and we do not want them to be wiped out due to our aid. I fear that we may need to have a hunting party dispatched to gather the required 'meat' for the griffon nation for winter. But I only know of one pony that can do such a task without being scarred for life from killing another living creature." She sighed while rubbing her temples in thought.

"Do you think he will do it? Even after the griffon king held you hostage?" Luna asked feeling the worry build in the pit of her stomach.

"We can only hope." She sighed as she sent the last of the letters in a magical vapor into the sky toward it's intended target.

XXX

"Seriously? You want me to go south to hunt for creatures and then teleport the meat to the Griffon kingdom?" Midnight sat there in shock. He had been in Equestria over a year now and this was the first time he had been asked to willing kill something in order to aid another party, much less one that had done several offenses to the kingdom of Equestria.

"I am sorry to have asked you Midnight my dear. But if this war is going to be hard on all of the nations involved, we must aid each other as best as we can in secret, or fear having these other nations attacked before they are ready to defend themselves." Celestia sighed feeling a pang of guilt about sending her fiance to kill to aid a country that wasn't really an ally.

"Tia, as much as I dislike this idea, I can understand your point of view. We don't know what we will be up against, so we will need every ally we can get. I'll go hunting for you, I already know what the griffon nation will and will not eat, and I have the perfect idea to keep them happily fed without causing massive depopulation to our forest's wildlife." He smiled slightly.

"Really? But how can you do that and keep an entire nation of omnivores fed properly with a healthy diet of 'meat'." She gave a disgusted expression at the word.

Midnight smirked as he began to talk to the sun and lunar ponies about his plan. It would be a long shot but he knew what to do.

154. Griffon chow from a Savior?

"I can't believe I let her talk me into doing thiiiiiiiis!?" Midnight shouted as he ran from a large Hydra in Froggy Bottom Bog, leading it away from its nest and several miles away. Slowing down just enough to let it believe that it was going to catch him and have him for lunch.

"God I feel so stupid for doing this." Midnight growled as they finally reach a large, open field. The Hydra following closely behind him and roaring loudly as it kept running. After another minute of running the hydra roared out in annoyance, finally giving up as it let Midnight continue to run away. It turned about on the spot only to stop as it was placed into a seize spell. Midnight came to in front of it, hovering in front of its faces as he gave a smirk.

"Sorry to do this big guy, but you are about to save an entire nation with that big ass of yours. Or should I say, heads." He spoke as he pulled one of the head and necks back over the creatures back, then using his magic to chop the other thre off at the base of their necks. The heads and necks fell to the ground with a wet plop as blood began to pour from them. Midnight continued to watch the stumps that were left slowly grow back. Two heads and necks replacing each spot that had been chopped off. "Thank you Greek mythology for being right!" Midnight smirked as he continued lopping off the heads at the base of their necks as soon as they had reformed.

After only about twenty minutes, Midnight had cut the heads off a total of sevens times from three of the four heads. Once the seventh time had come around the creature could no longer stand up as there were almost 200 heads total coming from it. Midnight watched as the creature suffocated itself from the amount of heads that were attached to its body. It died shortly after the final heads grew into place. Laying around him were countless heads and necks of the beast he had slain. Although he didn't like having to kill the beast, he felt better knowing that this one creature would feed a nation for all of the winter. Hell maybe even the summer if they know how to keep the meat prepared and preserved for long periods of time. If that would fail, they could always turn it into beef jerky.

Midnight flew around in a large circle around the completely filled field. Blood and gore in every corner. His horn lit up as he began to place every piece of meat into his stash portal so that it would keep until he could get to the griffon nation to help them. After about three hours of loading the dead carcase into the portal he had finally finished before closing it. He left a couple of the heads and necks on either side of the field as he knew the smell of blood would attract some of the local predators that did not hibernate during this time of the year.

XXX

After finishing up and using his magic to clean himself thoroughly of the stench of blood, he teleported back to the castle with haste. He arrive just in time to see his son bounding playfully around the throne room while Celestia was speaking with her sister nearby.

"Heya squirt." Midnight spoke up catching his sons attention.

"DADDY!!!!!" He yelled as he bounded over, flapping his little wings rapidly to let him slightly glide across the room.

"Well now, it seems that my little colt is trying to fly." He chuckled as he watched him bound over to him and jump up and onto his back before trotting over to Celestia and Luna.

"Ladies, the job is complete, and I am proud to say that it only took a single hydra. I have over 400 tons of meat ready to be given to the griffon kingdom." He smiled to them as they gave a slightly disgusted look back.

"I am sorry to say that although it is pleasing to hear that the griffon kingdom can now thrive once again, I am still disheartened to hear that a life has been taken within Equestria." Celestia sighed, but smiled as Starlight bound from his fathers back and onto her own.

"I am going to travel to the griffon kingdom in a guise and invisible as well. It will take a few days to travel across the lands to the various stores and such to give out this their food. I should return within three days if not sooner. If I need you or vice versa, I still have that bracelet you gave me some time ago for emergencies." Midnight said as he gave his son one last nuzzle, then Celestia as he turned away. "I'll be back before you know it." He smiled as his horn began to glow brightly, his form shifting to that of a griffon. He stopped however as Starlight shouted.

"CHICKEN!"

Celestia, Luna and Midnight erupted in laughter at the foals comment. Midnight even going as far as clucking and walking around while bobbing his head back and forth. This causing the two princess' to cry from laughing so hard. Then to finally take it one final step further, he puffed out all of his feathers and giving the biggest puppy eyes he could muster.

"Stop! Please stop! You are killing us haaaaaaaaaahahahahaaa." Luna continued to laugh while Celestia was still attempting to breathe. Little Starlight on her back giggling like mad.

"Ok you three, I guess that's enough for now. I'll see you later." He smiled as he slowly faded from sight as his invisibility spell had been cast.

XXX

Midnight had teleported the full distance into the land of Griffonia. He knew that the griffon nation would not accept any aid from Equestria so he only had one viable option available in order to feed the nation. Go to every single butcher in each town, as well as cart food into the lower class areas to donate food to those with little or no money to pay for food.

His first stop was the butcher closest to the capital. Only a few blocks away and down a shady looking street. Upon making his way down the alley, he passed several individuals, two of which were holding out their talons, begging for some money or even food. He gave a sigh as he passed them by and toward the butcher shop. Once he arrived he gazed through the window to see only meat hooks hanging in a enclosed window. As he stepped inside, the bell above the door rang signalling his entrance. A voice shouted from the back room in a husky tone.

"Sorry, we're sold out right now, No new shipments will arrive until next week."

"I'm sorry, but I'm not here to make a purchase." Midnight spoke up as silence spread throughout the room for a few seconds. Talons hitting the tiled floor could be heard before a large griffon pressed his way through a swinging door into the front. He wore a butcher apron that was rather bloody and smelled just as bad. Midnight would have wrinkled his nose in disgust had he not currently had a beak instead of his muzzle.

"So ya ain't her teh buy, then what the hell do ya want?" The large griffon squawked.

"I am here to make a delivery on behalf of an anonymous third party. May we go into the meat locker so that I can unload the cargo?" Midnight spoke in a suave and smooth tone.

The large griffon cocked a brow at Midnight giving him a questioning gaze before speaking. "I don't see no package, much less any meat for the locker. What are you up to?" He asked as he rounded the counter while flaring his wings.

"I can only unload my cargo within a meat locker, as I have been enchanted by the third party to only allow a portal to open in order to deliver food. Free of charge of course." He smiled a little seeing the butchers eyes widen before he beamed, tucking his wings to his sides happily from hearing the mention of free food.

"Very well then my friend, please follow me." He said as he rounded the counter and went through the swinging door, Midnight close behind as they entered into the kitchen. Midnight looked around to see several small animals already cleaned and ready to be cooked while there was still a few smaller ones that was still resting on a couple of meat hooks above the butchers table nearby.

The griffon stepped onto a platform and turned to Midnight as he motioned for him to join him. Once Midnight was on the platform, the butcher pressed a button and the platform began to slowly lower down. After a couple of minutes and around twenty foot decent. The air felt cold and slightly damp. Midnight's breath as well as the butchers formed into visible vapors upon reaching the bottom floor.

"Alright now, let's see whatcha got." The butcher smirked, but stopped as a portal opened revealing the entire stash of meat.

The butcher gawked silently at the huge amount of meat within the portal, taking in a deep breath to digest how fresh the kill was. His eyes shot open wide in realizing that this kill was less than a few hours old. Looking to Midnight he laughed.

"So tell me, how much of this is free for me to put into my shop. I realize its a hydra from the stench, but in these hard times, any griffon out there would eat any meat just to survive. This meat falls under the middle class of best meats, so it should sell pretty quick." He chuckled.

"The party who donated this stated that I should go to each and every butcher that I can find and let them fill their lockers to the brim. Should I begin unloading them?" Midnight asked seeing the look of happiness on the griffons face.

"Be my guest." He smiled, waving a talon about the empty locker room.

Midnight stepped forward, placing a single talon into the portal causing one of the heads and necks to float out in a magical field, he pointed to the far wall and it floated over to it, resting onto the floor with a soft squishing thud. This continued until the room was completely full. The butcher began to carve up one of the necks as soon as the first one had been placed. Byt the time Midnight had finished, the butcher had filled his shop to the brim with fresh meat. The smell lingering far and wide as he had closed the door to finish carving up the meat to sell for the day. As Midnight finished he headed back to the platform and went upstairs to see the entire front filled with squawking griffons, all asking for different cuts of meat. The butcher was to only one working the shop at the time as he had to let his staff go due to how little meat he could keep in the shop. As soon as Midnight entered through the swinging door the butcher called out to him.

"Hey kid, think you can help me here? I need to carve up some more meat."

"I'd love to but I don't know the prices." He shouted back over the crowd.

"Can ya carve then? I have the carving sheet on the wall for this stuff." He yelled back as he continued to sell the meat to the customers.

"Yea, what do you need?" Midnight shouted back.

"Everything! This stuff is going to fast for me to be picky." He laughed.

"Be right back then. Midnight chuckled as he went into the kitchen to start.

After about thirty seconds he came back through the door carrying a large metal pan stacked high with meat. "Fresh cuts!" He yelled out causing the crowd to roar out in praise. He placed them on the back counter as he helped to pack and label the meat quickly. Midnight giving a contented sigh to actually have hands again. Once it had been packed he made his way into the back once again, a minute passed this time as he came back out with the meat already packaged and ready to sell. The butcher gave a slightly shocked expression but didn't pay any mind. He was to happy to be making a mint from his customers to care.

A few hours passed as the customers started to slow, and the crowd growing ever smaller. After five hours, noone was left to serve but the store front was still completely full of meat. The butcher turned the open sign around, locked the door and went back into the kitchen to see Midnight sitting idly carving some meat and packaging it.

"Hey kid, thanks fer yer help, ya save my hide tehday." He laughed, giving Midnight a rough pat on the back.

"Not a problem my friend, I took the liberty to refill your freezer with meat after be swarmed by customers. I was surprised to see that about half of the freezer was gone. before restocking it. You guys really were bad off weren't you?" Midnight asked seeing the butcher give a sheepish grin.

"Yea, had it not been for you, I would have had to shut down mah business. Ah don't think the missus would have liked that idea. She woulda took my hatchling's and left had I told her. OH! That reminds me, think you could help me carry some of this meat home? Even as a butcher I don't often get such a large meal in these times ya know?" He sighed.

"Sounds good to me. Let's grab what I have already carved up." Midnight smirked as he nodded to the large pile on the far counter.

The two gathered up as much as they could carry and headed out of the back door of the shop, taking flight into the evening sky, after a couple of minutes flying they had arrived at their location with fresh meat in talon. The butcher Made his way inside his home, holding the door to let Midnight follow him in as well.

"Glade, Buzz, Gilda, I'm home, we also have a guest and a surprise for everyone!" The butcher shouted just before Midnight closed the door. The two walking into the kitchen as he began to pull out a few skillets to start super. "Hey kid, I never got your name, Mines Bane." He said while nodding to Midnight.

"Night Wing. Just call me Night though." Midnight smirked as the butcher skillfully flipped a couple of skillets onto the stove with an audible clang.

"Honey? Did I hear you correctly? Do we have a...... well hello there." Glade smiled to Night as she entered the kitchen to see the two males preparing the food. "My goodness, where did all of this come from?" Glade beamed as she took a deep breath of the carved hydra that was being opened and dumped into the skillets and pans.

"You have this'n teh thank for the grub hun. He was sent on a mission teh feed all of Griffonia. His employer decided teh do what I had told the council teh do years ago." Bane chuckled

"And what would that be dad?" Gilda asked as she strode proudly into the kitchen giving a cocky smirk. That was, until she saw Night helping her father place the meat into the stove and onto the range as it began to cook.

"To grab a hydra and keep lopping of its heads. It's an endless source of food. But did they listen, noooooooooooooo, noone listens to the butcher." He snarled as he flipped a large steak over in the frying pan.

"So, whose the dweeb?" Gilda chuckled only to get a smirk in response from Midnight.

"Hmmm, what was that? I could hear you from the yawn you just caused me from the lame comment." He laughed only to see Gilda puff up at the insult. Bane just laughed loudly seeing his daughter so flustered.

"This'n is the one who is helping to fill our bellies for tonight and many more to come my dear. So watch that tongue'o yers. Don't need teh be offending such a good fella." He laughed as he tossed a medium rare steak onto a large plate and began to cook another.

"Huh, he don't seem so tough. He's got a mouth on'im though, Kinda cute the way he talks back to me." She purred.

Midnight grinned giving her a wink as he began to place much more of the meat into the fridge. After closing the fridge he turned back to stop as Gilda was right up in his face, their beaks almost touching.

"Well well well, Red eyes. That's an uncommon trait for a griffon." She smirked. "Most griffons have either green, yellow, black, or on occasion, brown eyes. Only a few have been seen with red eyes like yours. The last one that was seen was about ten years ago, right dad?" Gilda chuckled as he handed her a plate with a big juicy steak on it.

"I smell food!" Buzz yelled as he burst into the kitchen onto to tumble through the air and land upside down, skidding across the tiled floor and into the garbage can. "Ow."

"Easy there killer. Plenty to go around, and good cuts for all as well." Bane piped up as he tossed a plate onto the table then flipped the steak he was cooking through the air, letting it land perfectly onto it.

"Nice shot dad!" Buzz smiled as he scrambled up to the table, pulling the plate to him and began to eat.

"Hey Night, how do you like your steak?" Bane asked as he began to cook one.

"Well done please." Night replied only to make them all stop. "What, I like a challenge when I eat." He chuckled causing Bane to laugh.

"Yer something else kid." He laughed again as he continued to cook the large teak. All the time Midnight was thinking of the steak to come.

'Oh crap, I haven't had a steak since I arrived in Equestria. What the hell am I going to do? After all this time without meat can I stomach it? Dammit, being a pony has really made me soft in this area. No wonder I've been having a hard time coming to terms with killing that hydra. Ah well, better suck up my pride and brace myself." He sighed inwardly as he sat down at the table. Gilda setting down a beer in front of him as she cracked one open for herself.

"Now Gilda, what have I said about drinking my beers." Bane said giving a firm tone.

"I know dad, but isn't this a 'special occasion' since we are going to stuff ourselves tonight." She chuckled.

"Well, I guess it wouldn't hurt." He smirked.

"Can I have one too?" Buzz piped up flaring out his little wings. He was pretty small, if Midnight had to take a guess, Buzz should be around the same age as the crusaders.

"Sorry my boy, you are still to young for these drinks. Tell ya what though, one of the local shops carries a non-alcoholic beer, I'll get you one of those tomorrow, then you'll know what they taste like." Bane smirked seeing his son beam.

"Here ya go Night, Nice and tough, but not burnt." Bane smiled as he tossed a plate to Night then sent the steak flying through the air, which was quickly caught by Night on his plate. "Nice catch, most guests usually miss cause they aren't expecting it." He laughed as he came over to the table with his own plate.

Midnight sat there for a moment seeing the griffons eating with their talons. Gilda even using her claws to cut her meat in a single flick of the talon. He smirked as he made a few quick slicing maneuvers with his talon to see the meat fall apart in perfect little squares.

"Nice one, but cant you do this?" Gilda smirked as she tossed a large piece of her steak into the air and made a lightning fast swipe several times at it. The steak now falling to her plate into tiny bite size bits.

"That was sweet, but sorry to say, I'm not that cool." He smirked only to see Gilda give a slight blush.

"Awwwww, is this a budding romance or what." Bane laughed loudly seeing his daughters face explode into a large poof of feathers from embarrassment.

"DAAaaaaaad." She groan giving a facepalm.

"Ha!" Buzz laughed only to get scooped up into a headlock as Gilda began to give him a noogie.

"You little dweeb, what're you laughing at?!" She chuckled.

"It's just so cute when siblings fight like that." Midnight grinned only to make Gilda freeze as her feather began to poof out again.

"One more compliment like that and she may moult Night, better be careful." Glade giggled seeing her daughter so flusttered.

As the evening went on, Midnight had another steak and two more beers. They weren't as potent as hard apple cider but the still made him feel a little lighter on his feet. As he headed out the door he gave a shiver at how cold it was, his own feathers fluffing out to show his discomfort.

"Hey Night, yer welcome to stay the night if you want. It's only proper that I offer you a place to sleep for helping me out earlier." Bane smiled as he hugged his wife close.

"I'd love to take you up on your offer my friend, but I have many other butchers to see across your country in the three days I'll be here. Then I have to head out." Midnight smiled to them as he spread his wings.

"Head out to where?" Gilda asked.

"Back to Dragonia. Momma dragons get rather upset when their young stay away to long." He smirked giving her a wink as he took off into the sky. The griffon family gawking at what they had just heard.

155. Saving Griffonia

As the evening fell into night, Midnight had continued his journey through Griffonia. Although It was now night and most of the shops had closed down for the evening. Midnight knew that he would have to go a step further in order to supply the butchers with meat. To his disappointment though, he had to break in. By breaking in I mean stealth teleporting into the premises, and then filling the lockers and storefronts with meat.

As dawn was breaking over the horizon, Midnight had just finished filling the fortieth butcher shop and teleported out of it when he let out a large yawn.

"Man, now I remember why I hated that third shift job." He chuckled softly as he took flight.

The early morning sun shone through the slightly cloudy morning. The clouds showing a bright orange and slightly pink hue as the sun slowly crept higher and higher into the sky. Midnight was looking down while flying over a butcher shop he had filled earlier in the night. As he gazed down to it he noticed that quite a few griffons were standing in a line outside the store front. Apparently they had smelled the fresh meat just like the first shop owner he had visited before. He gave a knowing chuckle as he headed toward the next city in the long line of others that her would need to visit in order to fill their shops. He gave another yawn as he flew along his path.

"Man I am so freaking sleepy." He yawned before landing onto a small cloud. "I guess a small nap wouldn't hurt." He chuckled as he pulled an alarm clock on a string from his stash portal then placed it around his neck. He lay down onto the cloud before casting a small warming spell onto himself. Before he had rested fully onto the cloud he was out like a light.

XXX

"Hey! Dweeb! Wake up!" Came a voice from Midnight's side along with a sharp jab to his arm.

*BRIIIIIIIIIIIIIING*

"AAAAAAAAAAHHHHHHH!!!" He squawked out in surprise as his eyes shot open just as the jab connected with his arm and the alarm closk going off at the same time. He stood up onto the cloud he was previously sleeping on, fur and feathers on end as he looked around quickly. He stopped though as he turned to the laughing griffon at his side.

"Duuuuuuude! That is the funniest thing I have ever seen!" Gilda laughed loudly while sitting on a small cloud.

Midnight gave an annoyed snort toward her as he began to do a few stretches to loosen his muscles from his nap. He gave a long yawn before looking over to Gilda who was just eying him over.

"Take a picture, it'll last longer." He smirked to the gazing griffon only to get her to chuckle.

"No camera dweeb. Sides, yer not my type." She smirked.

"Really now? A griffon from legend, and you're not the least bit interested? I feel a little hurt." He smirked back in mock pain.

"Heh, cute, still though, you're not my type." She laughed.

"So then why stalk me?" He grinned causing her to sputter for a moment.

"I uh.......... wanted to say thanks again......... for.......... you know............. helping out my family........." She trailed off for a moment. "It's not like other griffons to help out each other in their time of need, but you really stuck your neck out for us back there, and all of these other butchers as well." She smiled softly.

"It's no problem. All part of who I am after all." He chuckled.

"So are you really part dragon? Or are you just joshing me?" She spoke up causing him to chuckle.

Midnight smirked, know this question would come up eventually. He took in a deep breath and bellowed out a large plume of fire before looking over to Gilda with a smirk. "That answer yer question sweetheart?" He chuckled.

"Whoa, seriously? But I thought you were just part of an old wise tail. You know, a work of fiction?" She said giving a hint of slight fear.

"Sorry to disappoint." He said while looking down over the edge of the cloud he was resting on.

"No, I didn't............ Ugh! Never mind." She groaned. "I just never thought all of those old stories my father told me when I was a cub were real is all. Then I come across you, a savior to all of Griffonia, who goes out of his way to help every single griffon to be fed and saved from starvation. It's just kinda humbling ya know?" She said giving a sheepish grin while scratching through her head feathers.

"Hey, don't get me wrong here. I'm glad to have helped out. I don't want to see any being suffer from being starved to death. Even you look a little worse for wear darlin." He said while nodding to her slightly bared ribs.

"Hey now, no staring." She spoke up while unfolding her wing over her side and giving a huff.

"Sorry, I'm sure you'll get that back to normal in no time though, as long as you don't grow tired of eating hydra meat that is." He chuckled.

"Yea, it's a bit more chewy than I like, but it has enough flavor to make up for it." She smirked.

"Anyway, mind telling me why yer stalking me?" He chuckled seeing her blush again.

"Well, I just wanted to say thanks again, and if your ever in town again, you should stop by and say hi. It's not often we get to see a legend in the flesh ya know. Plus it would do the town some good and keep their hopes up seeing you as well." She smiled.

"I'll see what I can do, no promises though. Even being as old as I am I still can't get away from mother since she still see's me as a hatchling." Midnight face palmed only to cause Gilda to laugh.

"So how old are you then? I thought most dragons left to be on their own when they were around twenty or so years old."

"Yea, because they get freaking huge. Me on the other hand, I'm almost fifty and Mama dragon keeps a watchful eye on me. It's so humiliating at times." Midnight sighed trying to keep up his guise.

"Fifty?! Yer an old timer?" She chuckled.

"In griffon years maybe. But I'll live for a few hundred years. Dragons live to be around a thousand years old. Griffons around a hundred. Seeing as I am a mix of the two, I would say maybe three hundred years would be a good bet for my lifespan. Besides that, I'll stay in my prime for at least a hundred years." He chuckled giving Gilda a wink.

"Cute, but yet barking up the wrong tree." She smirked.

"Heh, got your eye on a certain lady then?" He laughed.

"Well, some pony anyway. But the last time we spoke wasn't of such good terms. Plus I hurt her friends feelings as well. I doubt she would think of me anytime soon." Gilda sighed.

"Never know until you try sugar. Anyway, thanks for the wake up call. I had better get back to saving all of Griffonia." He chuckled before taking flight.

"You'll come back by won't you? To at least say goodbye." Gilda asked giving him a smile.

"My dear, with me it is never goodbye, it is merely, until we meet again." He smiled giving a bow before taking off toward another city.

156. Legend of Griffonia before returning home.

After managing to find every butcher in Griffonia, Midnight had prevailed in filling each and every shop with meat. After finally moving away from the final shop, he noticed that he still had quite a bit of meat left. It wasn't much, just around enough to fill half of a butchers shop for a final time. He looked over the meat in the portal before closing it.

"I guess I'll take Gilda's invitation up on visiting her family once again. No harm in doing that right?" He smiled to himself as he made his way back to his starting point. As he arrived, flying above the first butcher shop he had visited, he noticed that there was a commotion going on below just outside the butchers shop. There seemed to be several griffons outside, all yelling at the large butcher as he stood his ground. The three other griffons were dressed in blue shirts, golden buttons lining the center of them going from the neck, down to the bottom. A bright golden star on the upper left torso of the shirt. All of the griffons wore a black had with another golden star in the middle front of them.

"Well now, I guess this world does have cops after all." Midnight chuckled for a moment but stopped as he watched the three griffons tackle the butcher. Fists began to fly as the butcher began to beat them off of him.

"This isn't going to end well." Midnight sighed as he leapt from the cloud and began his decent to the earth below. He landed in the same ally way the butchers shop was in, around ten yards from the actual fight. He made his way quickly over to the fighting group just as the police had pinned Bane to the ground and placed him in cuffs.

"What seems to be the problem here gents?" Midnight asked as he looked over the situation.

"Night? NIGHT!? Thank the maker you're here. Can you please tell these idiots that you donated that meat to me? They think I went into the forests and killed a Hydra on my own, then went around selling it to all the butcher shops." He shouted but stopped as one of the police landed a quick jab into his face.

"SHUTUP YA MANGY PIN CUSHION!" One of them yelled, causing the others to laugh as well. "We got all the proof we need in yer shop. Let's take'im in boys." One of them laughed out as they hoisted Bane onto two of their backs and began to pack him down the street. they stopped however as Midnight stepped into their path.

"I think you should release my friend fellas. He is right that I donated the meat to his shop, as well as every other butchers shop in this nation. But you need not worry. The meat was not take from your forests. It was donated by a third party." Midnight smiled but stopped as he watched them unceremoniously dump Bane onto the ground.

"Heh, looks like we have a confession fellas. Release that idiot and cuff this'n. We can take'im in and get our reward." The griffon who had slugged Bane spoke up.

"I will go willingly, there is no need for th *CRACK*" Midnight was cut off as he was sending flying backwards from a hard left straight.

"Keep quiet criminal scum. You talk when we say so." The griffon who had sucker punched him shouted as he came over to the fallen body, but was quickly sent flying backwards, and over the three griffons that were in the way.

"Now I have managed to keep calm this far, and have avoided using any type of force. But if you little pricks are going to continue this shit, then I might just have to kick your asses." Midnight snorted a plume of fire causing them all to stop in their tracks."

"D-did he just snort fire?" One of the officers spoke up in shock. All of them looking up and into his eyes seeing the furosity being held back behind the red glow around his pupils.

"Ah fergot teh mention. This fella's momma is a dragon." Bane chuckled as he sat upright and tugged at his bindings. "Now if'n ya'd be so kind as teh take these damn cuffs off." Bane growled to them but stopped as he watched Midnight slowly walk over to him and break the cuffs off of his talons. "Thanks mate." He smiled as he got to his feet.

"So, what'll it be? Let me follow you to wherever you need me to go, or fight? Please say fight, Oh please say it. I haven't been in a fight with a dragon in ages. I think this might actually be a good warmup, well........ with maybe another twenty griffons. Then it might be a warmup." Midnight chuckled seeing there shocked expressions.

"You fought a dragon?" Bane spoke up giving a smirk.

"Yea, my brother was a real dick when we were growing up. Always hoarding his gems, and taking mine. I eventually learned how to control a bit of magic and whopped his tail on multiple occasions. Needless to say, he doesn't take my gems anymore." Midnight laughed.

"But I thought you said you was enchanted the other day." Bane asked in surprise.

"Sorry to lie to ya, I've been trying to keep a low profile so this news doesn't get out. It's not easy being half dragon ya know." Midnight sighed. Keeping this guise up was going to be difficult if the government was going to get involved.

"Fine then, ya said ya'd go quietly right?" One of the officers spoke up again.

"Yea?" Midnight said while cocking a brow.

"Then get yer tail in gear. We need to take you to see the elders." He spoke up again as he turned and began to walk down the ally.

"I will in a moment. I just need to help my friend one final time." Midnight spoke up as he walked casually into the butchers shop and into the cooler. He looked around seeing that most of the meat was gone. He gave a little smirk as he emptied the last of the hydra meat from his portal and made his way back upstairs and into the ally.

"Right then, Lead on." He said before giving Bane a talon shake and pat on the back. "Seeya friend."

XXX

The group had made their way through town and into the capital. After a few silent minutes of walking through the building, they had arrived into the chambers of the elders who were already sitting there waiting. Midnight took a seat in the middle of the room as he was looked down upon the elders sitting behind tall platforms that lined the walls of the room. A light being shone onto each of them and himself from the darkness.

"So then, is this the being that has been traveling across the nation and donating food to all of the butchers?" One of the Elders spoke up.

"Yes sir." Midnight spoke up causing them to stare at him then back to the officers. "With your permission elders. I am willing to answer your questions. There is no need for your intimidation tactics with the police officers standing behind me." He spoke up but stopped as one of the cops shouted.

"SILENCE YOU IDIOAAAAAAAAAAAAAAHHHHHHHHH!" He began but seized up when his talon came into contact with Midnight. A bolt of lightning bursting forth and coursing through his body, knocking him back and into the others.

"As you can see, I can leave at any time I wish, as well as defend myself. I would recommend that you call off the dogs before my temper decides to be the other judge of my actions." Midnight snorted once again, sending a plume of fire from his nostrils.

"Sir, would you please answer a question for us." Another elder asked.

"Very well, but to answer your main question. Yes, I am half dragon." He smiled to them only to cause them to gawk.

"So that means you have the ability to use magic, and to breathe fire I take it?" Another Elder spoke up causing the others to softly mumble between themselves.

"Yes, and I take it you want proof?" Midnight asked seeing the Elder who had asked him wave a talon in a sweeping motion.

"You have the floor good griffon." He smiled.

Midnight stepped forward, taking in a deep breath and releasing it as a large plume of fire for all to see. He then waved his talons about as a magical haze began to waft from them and form into a glowing ball of light. He released it letting it float upwards and explode into an array of light, filling the room with a shower of soft white sparkles that fell slowly to the floor, disappearing before they could even touch it.

"Is further proof needed?" Midnight asked as he looked around, stopping as one of the Elders climbed from his seat and slowly made his way to him.

"I have been told of the magical healing powers of the half breeds. I have terrible arthritis in my body. Do you have the ability to............" He trailed off as Midnight smiled warmly to him, lifting a talon and placing it onto his forehead. The griffons body began to glow a soft green, shaking slightly as he could feel the pain he had always experienced began to slowly melt away. After a couple of minutes the glowing stopped, Midnight backing away as he watched the old griffon begin to flex his wings and legs without any pain at all. Even giving a few hard flaps to hover in the air for a moment. He landed giving a smile before moving in and shaking Midnights talon firmly then looking to the other Elders.

"This is the chosen one of lore my friends. Our time in the shadows has come to an end!" He shouted causing the entire group of Elders to erupt in cheers.

'Oh boy, what have I gotten myself into?' Midnight thought to himself.

After several hours of talking and finding out more information about Midnight. He had let the council of Elders know that his stay in Griffonia was only temporary, and that it was only to make sure that the nation would not starve. He had convinced them that he would return in dire times of need, but only then. Until that day he would have to return home, to mother. Unless they wanted a grouchy mother dragon to deal with. Although they found his situation slightly humorous, they let him be on his way, thanking him for his help. In time he would return. Until then, they would be wise to heed the words of other nations.

XXX

After feeding a nation, Midnight had made his way back to Equestria. Stopping in Ponyville to see how his ladies were doing since he had left when they had switched bodies. He entered the library quietly, knowing that he was in for some harsh words from his lavender unicorn.

"Twi? You here? Or are you still AJ?" He spoke up before hearing Twilight's voice.

"I'm in the study, and I am back to normal no thanks to you." She shouted causing him to cringe slightly.

'I can fight demons, monsters, evil creatures of all kinds, but I am helpless against my ladies.' He sighed inwardly as he walked into the study in his normal form.

"Hey doll, sorry to ruuUUUUUUN!" He yelped out as he ducked under a book that had been thrown at him.

"You left us, You left us when we needed your help you jerk!" Twilight shouted giving a pout.

"Sorry, sorry, but I was needed for a special mission that couldn't wait." He said as he picked up the book that had been thrown at him and carrying it to Twilight. Taking a seat at her side and wrapping a wing around her.

"You even missed your two days with me." She pouted while looking up to him.

"I'm sorry hun, You can blame Tia for taking me away from you." He chuckled as he gave her nose a kiss.

"What did she need that was so important that it would take you three days to accomplish?" She sighed while looking away.

"I had to save a nation from starvation." He spoke bluntly causing Twilight to stare at him oddly.

"Seriously?" She asked.

"Eeyup, had to kill a hydra and feed the griffon nation, but don't mention that to anypony else. It's all hush hush, ya know? Royal business and all that." He chuckled.

"So you killed a hydra? Then fed an entire nation with just that one creature? How?" She asked feeling a little sick at hearing that he had killed another creature willingly.

"I won't go into the details, but it involved letting its heads grow back multiple times." He sighed. "Don't think the worst of me. I was just trying to save many lives by only ending a single life. I don't like the fact that I killed a hydra, but at least that one life saved countless others." Midnight sighed looking down to Twilight who just gave him a weak smile in return.

"I'm not mad. I hate that a life had to be ended, but at least what was left over was put to good use in the end." Twilight said while nuzzling up to her love.

"Yea, so, what happened with that switching bodies thing?" He asked rather quickly to change the subject.

"Well, remember when we switched bodies?" She asked him giving a smirk.

"Yea?"

"Well, we did the same thing to return to our normal bodies. But you should have seen what Rarity did to Applejack's body before then." Twilight giggled.

"Oh God. What did she do?" Midnight asked while face hoofing.

"See for yourself." She giggled as she pulled out a few pictures and hoofing them to Midnight.

Midnight sat there for a full minute as he began to digest what he was seeing. He began to softly laugh as he went through them. Then stopped as he saw the final product of Rarity's wrath. Applejack had her mane and tail up in Rarity's normal curls. As he gazed at the picture his mane began to turn a soft pink.

"Night?" Twilight asked giving a smirk.

"Whoa................ AJ looks really good like Rarity." He smiled before flipping to the next picture, his mane and tail erupting into a bright pink before turning to its normal color. "Did............ did Rarity really take these pictures of AJ while she was in her body?!" He squeaked out seeing her in provocative poses while wearing lingerie.

"Yup, and she got her back for that already as well." Twilight giggled.

"Ugh! I'm afraid to ask." Midnight face hoofed.

"I'm sure you will notice when you stay at Rarity's tonight." She giggled.

"Yea, but for now I should get back to the castle to let Tia know about everything that happened. I'll be back her before I go to Rarity's tonight." He smiled to her as he got up to leave.

"Tell the princess I said hi, and that the next time she sends you on a crusade, to pick a day of the week when you aren't staying with me." She giggled.

"Will do my lady." He smiled, taking a bow and vanishing into thin air.

"I swear, that stallion is going to be the death of me one day." She chuckled before picking up a book and delving back into it once again.

157. Love given, Love received

157. Love given, Love received

Midnight had arrived at the castle in a flash of light from teleporting. After a few minutes of asking where the princess was, he had located her in her quarters. As he slowly made his way in he noticed Celestia placing Starlight down for the night in his crib. He may have been growing quickly, but he was still a foal after all.

"Hey Tia." Midnight whispered as he came up to her side next to the crib. Both of them looking down to their foal.

"He has been sleeping so soundly as of late. I wish it were as easy for me to sleep so at ease." Celestia sighed as they pulled away from the crib and heading over to her bed.

"I take it the promise of war is keeping you up at night." Midnight said as he watched his lady climb into bed, he pulling the covers up and onto her.

"It has sadly. I have not been at war in so long that the news has been far more disturbing than in previous times. Sleep has eluded me since your departure in the days prior. How was your mission by the way? Did you succeed?" She asked as she snuggled into her pillows while looking to Midnight.

"I am happy to say that it was a success. With some odd results in the end. But still, a success none the less." He chuckled softly.

"Then please, tell me of the story at a later time. It feels as if a weight has lifted from my shoulders hearing that the griffon nation is no longer in disarray, and I thank you for your help in the matter." Celestia smiled as she gave a large yawn.

"Well now, that was rather strange." Midnight chuckled to her seeing her yawn.

"Oh please, you have yet to face the unrestrained wrath that is your bride to be." Celestia giggled.

"So I take it your prepared to dutch oven me when we are sleeping together after being married?" He smirked only to see her look of confusion.

"Dutch oven?" She asked before Midnight leaned down and whispered what it was in her ear.

Upon hearing what a dutch oven was she covered her mouth, leaping from the bed and galloping to the balcony taking flight, Midnight close behind her. Once she had made it several hundred yards away she fell onto a cloud and erupted in laughter as tears streamed down her face. Midnight landed next to her as she was holding her sides from laughing so hard. Each chuckle causing her wings to spasm and her ethereal mane and tail to literally throb and convulse with her.

Midnight took a seat grinning like a bandit until she had slowly pulled herself back in control. She took several deep shuddering breaths as sh sat up looking at Midnight through tear stained eyes.

"First of all, if you ever tell me something that funny again while our foal is asleep in the same room, I will personally throw you into the dungeon for the night." She chuckled.

"Does it involve whips and chains? Because I'm all for that." He smirked for a second as they both burst into laughter once again.

"When am I going to learn that no matter what I say, you are going to have some retort that I have never heard of in all my years." She laughed.

"Hopefully never, I still have quite a few remarks I would love to tell you during our more public events." He laughed back.

"Well then, for the time being please refrain from such humor. We do not want to have little Star up all night from such outbursts like I just experienced."

"Not a problem love." He smiled as they flew quietly back into her quarters, she returning to bed and being tucked in by Midnight.

Celestia lay there quietly as she watched Midnight's glowing mane casting a dancing glow around the room. His presence already making the evening feeling more soothing to her.

"Midnight......." Celestia trailed off looking up to him. Midnight smiled down to her, asking what she needed without even uttering a single word.

"Thank you, for everything you've done." She gave a small yawn as she closed her eyes, letting her dreams take her as he leaned down and gave her forehead a gentle kiss.

"Your welcome love............." He trailed off as he headed to the balcony, closing the large glass doors behind him before taking flight. "Even though it isn't everything I could have done." He sighed as he flew from the castle and vanished in a small flash of light.

XXX

Midnight appeared back in the library through a stealth teleport. He slowly turned himself invisible as he trotted quietly into Twilight's study to see he still reading quietly behind her desk. He leaned up behind her, placing his mouth just next to her ear as he spoke.

"You should pay more attention to your surroundings sugar."

Twilight let our a shriek as she bolted from her spot to across her desk and into a pile of books. She turned around staring around her desk to see who or what had snuck up on her. She stopped though as she heard a soft chuckle then glared at the Alicorn as he turned himself visible once again.

"MIDNIGHT! How many times do I..........." She stopped as Midnight pulled her to him via magic, Midnight wrapping his wings around her as he looked down and into her eyes.

"Now now, don't berate me just when I get the chance to come back and make amends." He smiled lovingly to her.

"Uh huh, As much as I would like for you to make amends, tonight is Rarity's night with you, and I do NOT want to listen to her complain to me for keeping you from her." She smirked as she pushed him away.

"Awwwww, not even a kiss g'bye?" He asked as he fell over in front of her. Pouting his lip out and giving big adorable eyes toward her.

Twilight gave a sigh as she leaned down and gave him a kiss, then squeaked out as she was pulled to him once again as Midnight wrapped himself around the little unicorn.

"Ugh, Midnight. Do you seriously, hehehe, NO! hahaha STOP IT! HEHEHEEE, QUIT IT! *Snort* Don't make me BWAAAAHAHAHA Bite you!" She began to laugh as Midnight began to nibble on her ticklish spots along her sides. After a minute of torture she finally managed to free herself by teleporting away.

"Awwwww, can't I have a little fun?" He pouted as he trotted playfully toward her again. Twilight lowering her stance as her horn glowed.

"Go play with Rarity tonight. I'll think of a few ways you can 'play' with me when its your night with me next week. Until then, keep your little tickle torture sessions to the others." She giggled.

"Ugh, fine. Spoil sport." He smirked, giving her a quick kiss before heading to the door. "You know Twi...." He smiled as he turned back to her. "You're probably the only mare in the world that I find a challenge, and that makes my heart race." He smiled giving her a wink as he stepped through the front of the library and took flight.

Twilight sat there looking at the door as her whole body erupted into a bright crimson, her heart racing at what she had just heard. "Well then............ I guess that puts me at the top of the list." She giggled before heading to bed.

XXX

Landing outside of the boutique, Midnight made his way inside through the front upon seeing the lights still on through the window. As he came inside, the bell signaled his entrance but was never answered by the singsong voice of his ivory love. It was already nightfall, so seeing the lights still on in the boutique seemed a little off. Upon making it into Rarity's workroom however, showed him exactly what was amiss.

Rarity lay sound asleep across her workbench. The remains of a dress to be finished in time laying still attached to the sewing machine before her. Midnight gave a chuckling sigh as he slowly picked her up and carried her to bed.

"You work way to much love. You need a vacation." He spoke softly as he had made it upstairs, placing her into her bed.

"Uncle Midnight?" Sweetiebelle's voice came from the door. Midnight turned to see her giving a little yawn while rubbing her eyes with her foreleg.

"Hey there." He chuckled softly after tucking Rarity in and making his way to her, picking her up and placing her onto his back. "What are you doing up so late?"

"Sorry, but I heard the bell ring downstairs. I thought Rarity closed the shop up hours ago. She always holds the bell if she has friends come in late." She yawned again as she nuzzled the back of her Midnight's neck.

"Ah, I see. How about we go lock up shop then and get you some hot cocoa? I''m sure it'll help you get back to sleep." He smiled back to her seeing her nod.

As the two ponies made their way downstairs, Midnight watched Sweetie lock the door and check it before making his way into the kitchen to fix a cup of hot cocoa for her.

"I haven't seen you or the other crusaders in about a week. What have you three been up to?" He smiled as the water heated quickly before he poured some into a cup, then hoofing it to Sweetiebelle as she began to mix her own amount of cocoa in it.

"We've been helping other fillies and colt's to get their cutiemarks. We already managed to get two of them out of the fifteen we have in the club now." Sweetie beamed sleepily before taking a gulp of her steaming drink.

"Fifteen, that's a lot of crusaders. Can your little clubhouse hold all of them?" He smiled seeing her yawn again.

"Yea, but we could use some more room for future members. Plus we are getting bigger since we are growing up." She giggled.

Midnight smiled seeing that Sweetiebelle was right. He had failed to notice in the past, but she had grown quite a bit in the past few months. Maybe she had hit her growth spurt or something, but she was definitely getting taller.

"I think I could help you girls out if you want. Just let me know what you need done to the clubhouse and I can fix it." He smiled to her but stopped as he looked down to the sleeping filly laying silently onto the table. The cup of cocoa still in her hooves and steaming. He gave a soft chuckle as he picked her up gently with his magic before placing the cup into the sink. Walking slowly and quietly he made his way upstairs once again and placed the sleeping filly into her bed for the night. He turned back to the door to see Rarity leaning against the frame.

"I thought I heard somepony downstairs a minute ago." She smiled as she pulled away from the door and nodded down the hall. Midnight followed her to her bedroom and quickly climbed in beside her. The two laying there looking at each other as they spoke.

"You've been gone for a few days darling. Twilight mentioned that the princess asked you to come to the castle in an urgent letter. Was it something bad?" She asked giving a soft yawn.

"Not really, but I would rather speak about it tomorrow when we're both awake." He smiled as he pulled her close.

"I guess I can wait. But I think you should spend the day with Twilight tomorrow, she seemed rather downtrodden from you having missed your time with her this week." She giggled softly.

"Yea, she seemed upset enough to throw a book at me." He laughed.

"Then you do that, go stay with her tomorrow night. I will be fine here." She smiled up to him before giving him a quick kiss.

"Thanks doll. I'm sure Twi will appreciate it." He said as he snuggled her close. The two lay there quietly as the sound of falling snow loomed all around them. Sleep taking them as the night went on.

158. Love only parent's can give

"I've done it! I've actually done it!" Orion shouted as he danced in place at his workstation. "Steel! Check out these results!" He continued as Steel made is way over to Orion's workstation. His horn glowing as he began to use several scan spells to check the progress of the experiment.

"By the maker.............. You've done it!" He shouted giving a huge smile.

"Woo hoo......" Ice spoke up giving a sarcastic shout that seemed rather weak. "So then, one down, three to go am I correct?"

"Watch your tongue, this experiment is more valuable than anything you could possibly think of. You know what happens to those that this spell is cast on if not done to perfection." Steel snarled to Ice who only rolled her eyes.

"Yea, yea, they go insane and die. Anyway, since Orion here has managed to finish his studies, does that mean he is going to help us now?" She groaned.

"Yes, but not until we continue testing for several more days just to make sure that this experiment is full proof." Steel smirked as he patted Orion roughly on the back. "After that, drinks are on me."

Steel stood there with Orion for a few minutes as he went over his steps in fixing his version of the elemental spell that would soon be cast on himself. Steel made many mental notes on how he had come to the final chapter of his experiment, he would need to test the results in the same way with other elemental spells that they had avoided to see if it would still work on them in the future. As they continued though, Kindle turned back to her workstation giving a soft sigh while still mixing her alchemical ingredients before casting the spell onto a piece of dead flesh. After a few seconds of waiting the flesh shriveled and turned to dust.

"Another failure." She sighed as she wrote down the ingredient mixture beside a new number. "Failure number 23,648." She stepped back from her workstation, giving the bridge of her snout a gentle rub.

"Still not making any headway Kinna?" Samantha asked as she stepped over to the crimson mare, giving her withers a gentle rub.

"No sadly. I've been doing all of this research for over a year now and I just can't seem to understand why this specific chemical makeup is having such a hard time being conjoined with this spell. It seems as if the spell could work without it but Steel says that it requires it." She sighed leaning onto Samantha's leg, Sam reaching down and scratching her mane atop her head.

"Don't let it get you down, I'm sure your time will come when you'll find the right mixture. Until then though, I believe it is your lunch time." She smiled to the crimson unicorn who smiled back. "Come on, let's go get some grub, my treat."

XXX

The two friends had made their way from the large building to just down the street to a local diner. They found their seats quickly and placed an order before they began their conversation.

"Sam, have you thought anymore on the experiments?" Kindle asked as she took a sip from her drink.

"Somewhat, but I don't really see the point in these experiments. Is there a reason we keep trying to fix these spells with unusual alchemical combinations? It seems rather redundant to me." Sam chuckled.

"Well, if you were a unicorn, then you would see the logic behind creating new spells by adding alchemical ingredients. Sometimes it can lengthen a spell, make it stronger or weaker, or make it do something entirely different. We study magic our entire lives. Making new spells helps drive us to make a better future. Did you not do that in your home world?"

"We did, but magic wasn't present in my world. We always tried to further enhance our technology to try and make life easier to live. Eventually it got to the point where we became dependent on machines for even the simplest of daily tasks. That's one of the reasons I dislike this idea in a whole. This world seems to be perfect as it is. Much of the population has almost no trouble at all doing what they need to do. And if they do run into it, then they always have friends they can count on to help in almost any given situation. So you'll understand why I think that continuing down this path isn't my idea of the best choice." Sam sighed as she sat back into her seat.

They sat quietly for a moment before Kindle spoke up again.

"Hey Sam, I never did ask you much about your home world. What was it like? And when did you get transported here to Equestria?"

"Never thought you would ask those types of questions." Same giggled before continuing. "I was zapped into this world in the year 2028 by the years in my world. Technology was abundant and anyone who had a dollar to their name would purchase some form of technology. Whether it be something to play games on, to a new limb or bio enhancement that would help them to live a better life or even to make it easier for them to commit a crime. It was all about money and enhancing yourself through technology. I never did get into that though. I may have done the implants before, but getting them myself was something else entirely."

"What's a bio enchantment?" Kindle asked, clearly confused.

"Its something similar to spells in your world. it changes parts of the body to make you have a stronger ability to do something. My race would sometimes cut off limbs and replaced them with machines to increase their overall strength to that limb. Sometimes even going as far as replacing their entire body by having their brains transplanted into a machine. They wouldn't get sick, or hungry. The least they would need to do is purchase a replacement nutrient supply to keep their brains functional and to keep them alive inside their machined bodies. It sounds terrible, and in my opinion it is. I would rather live my life normally instead of lengthening it just to watch all of my friends and family die before I do."

"So your species can live longer with those enhancements?" Kindle asked as she cocked a brow.

"Yea, normally a human can live to around eighty years, sometimes up to a hundred or later, but its rare for those to live later than that without the aid of machines. With certain enhancements, the life expectancy can be boosted from the average lifespan, to up to five times that or more."

Kindle sat there in shock, living for several hundred years would be a miracle in this world or any other. Many of the elder ponies across Equestria were jealous of the princess' due to them being able to live an immortal life span. But knew that they to could perish if the right circumstances were to arise.

"So, do you think you could show us how to do the same thing in this world?" Kindle asked curiously.

"Sorry to say Kinna, This world has to many ways already in order to lengthen the lifespan of an individual. If I put forth my knowledge in the matter then a pony could live to be a thousand years old. That, mixed with countless ponies would tip the balance to far off the scale and cause to much strife for the young and the old. The population would not see a downfall for some time. By then the world would be suffering far to much to even feed the most recently born into the world. You would be trading far to much to gain so little. In the end, it would end up being a terrible choice. Even if I was tortured for the information, I would never divulge it for that simple fact. I could not willingly give up that information knowing it could cause the end of the world."

Kindle sat there for a minute as she digested the information, as well as the plans Steel had concocted for the group to take over other nations. Kindle was a good girl, but wanted power. She had lived most of her life in an orphanage, being kicked from home to home because her new parent's could not cope with her previous instability. As time went on she began to loose far to much hope and was looking forward to ending her torment. Until she was adopted one final time.

XXX

*8 years prior*

"What is with these ponies? Can't they tell that all I am is trouble?" Kindle spoke to herself as she paced back and forth in her room. "I've tried all of my tricks and pranks, done everything I can think of to make them mad enough at me to send me back to the orphanage, but they just ignore it............. why?" She quietly sat down on the edge of her bed as tears began to form in her eyes. She took in a shuddering breath before bolting upright as a knock came from the door to her room.

"Kindle? Are you ok sweetie?" The comforting voice of her newly adopted mother asked.

"No......... go away............" She shouted back before jumping onto her bed and burying her face into her pillows.

"Kindle, please don't be upset. We aren't mad at you." Came the voice of her newest father.

"Why not?! I've done so many bad things to you and you just ignore it?! WHY!?" She screamed back before burying her face into her pillows again as she began to cry into them. She stopped for a moment though as she heard the door open into her room as her adoptive parent's made their way in. They gave her a sad smile as they both sat next to her on her bed. He mother brushing her hoof through her mane while the father gave her a gentle nudge to get her attention.

"Kindle dear..........." Her father began. "Do you want to know the reason why we aren't' mad at you, no matter what you do?" He asked causing her to slowly pull upright in her bed and look at him through tear stained eyes.

"It's because we love you unconditionally. No matter what you say or do, we will always be here for you." Her mother smiled to her.

"What if I burned down the house? Would you still love me then?" She snorted at them, but their expressions never changed.

"We would still love you just as much as we do now." Her father smiled down to her as they both gently pulled her into a hug.

Kindle sat there quietly, unmoving to return the affection she was getting. After a short time they separated, it was getting late and they had to work tomorrow. Kindle would have the day off from school as it was a Saturday and she could do what she wanted.

(Later the next day)

"Get that hose connected! Hurry up before the fire spreads!" Shouted a firepony as they tugged some of the hoses loose from the fire cart. A couple of pegasi began to move some rainclouds over the burning home.

"Is anyone inside?! Did anypony check?!" Shouted one of the neighbors before hearing a shriek as a mare screamed from the crowd.

"My baby! She's inside!? Oh Celestia somepony please save her!" The young mare panicked but stopped as her husband bolted through the crowd and into the building.

"KINDLE! WHERE ARE YOU? CAN YOU HEAR ME?" He shouted through coughing breaths as he bolted up the stairs and into her room. He continued looking around until he heard some coughing coming from the closet. As he tore the doors open he saw Kindle laying there, motionless but still breathing. He quickly pulled her up and onto his back as he bolted to the door but stopped as a large wooden beam fell across his path. Fire blazing from it.

"Dammit!" He shouted as he looked around. His vision rested onto the window as his face turned to sheer determination. He took a hard turn and ran for the window, jumping through it, sending shards of glass in all directions as he held onto his daughter.

Time seemed to slow as he burst through the window. The sting of the glass cutting into him, the burning of the smoke in his lungs. Then weightlessness.............. then falling............ then shock as the ground met with his backside. The added weight from his daughter squishing him into the hard ground below. They skidded to a stop as the muffled voices of ponies all around him echoed into his head. He watched through blurred vision as his daughter and he were placed into separate carts and taken to the hospital.

*beep*

*beep*

*beep*

*beep*

*beep*

The steady sound of the heart monitor beeped away as the mother sat between her husband and daughter in the hospital. It had been only a few hours since they had lost their home to a fire, and Kindle had been rescued.

"Ugh, honey?" The stallion spoke up from his bed.

"Oh goodness! Your finally awake." She beamed as she leaned over giving him a gentle hug.

"How's Kindle? Did she make it?" He asked as he attempted to sit up in his bed but was gently pressed back down by his wife.

"She's fine. The doctor's said that she inhaled a lot of smoke but she will fully recover in a matter of days. You on the other hoof are going to need some bed rest for that stupid stunt you pulled. Honestly, jumping out of the second story window. What were you thinking?" She snorted while giving his shoulder a gentle smack.

"Ow hey, injured pony here." He chuckled. "It was worth the pain to save Kindle. Besides, the way into the room was blocked as I was trying to get her out of the house. Last logical choice, jump out the window and pray for the best." He chuckled, wincing in pain. "Thank Celestia Kindle survived though. I don't think I could have lived with myself had I not saved her." He smiled softly while looking over to his adoptive daughter. He stopped though as he took a better look at her, this catching his wife's attention as she looked over to see Kindle silently crying, but unmoving.

"Kindle? Honey?" The mare began as she moved over to her but stopped as Kindle pulled away opening her eyes as tears streamed down her face.

"I did it..........." She trailed off for a moment. "I told you I would set the house on fire.............. so what do you think of me now!" She squeaked out, ready to hear the words that so many other adoptive parents had shouted at her. She pulled her hooves up to her face as the tears never stopped flowing, her anticipation of hearing those words only getting worse as she waited. She gave a soft gasp though as she felt two sets of arms gently wrap around her and pulling her into a gentle hug.

"We still love you as much as we did before. Don't ever think that just because you do something wrong, means that our love for you will ever change." Her mother said quietly.

"I would give my life up for you in an instant my dear. Don't forget that. And if you don't believe me, just look at how bad of condition I am in right now." He chuckled as he pulled away slightly to show her the stitches and bruises he had received in the fall.

Kindle looked him over then to her mother, both of them giving a loving smile as her tears began to flow freely now.

"I'm so sorry..............." She whispered. "Please don't leave me." She continued as they just pulled her into a tighter hug.

XXX

"Kinna?........... Hey Kindle, you ok hun?" Samantha asked as she snapped her fingers in front of the crying mares face.

"Huh? Oh, sorry..........." She trailed off as she pulled a foreleg up to wipe her eyes.

"Why are you crying?" Samantha asked as she got up and moved to the crimson ponies side, draping an arm around her shoulders and pulling her into a sideways hug.

"No reason really. Just some good memories that was brought to light from what you said a minute ago. Thanks." She smiled looking up to her friend.

"No problem Kinna, You know I'll be here for you if you ever need me." She smiled back.

"And I for you as well." She giggled.

The two sat there quietly as the waitress brought out their food. They managed to finished off their break in silence before heading back to the lab to continue to work. The thought's of Kindle parents still fresh in her memory. She would have to set some time aside to visit them soon, and thank them for being their for her, to show her what true friendship and love means.

160. Screwed all over

The chill of the evening felt as if it had made the room warmer from Steel's perspective as he trotted back and forth across from the cloaked figure before him. The overall presence of evil far beyond his own seemingly to close for comfort. A short time ago he was reading up on the most recent success of one of the elemental spells that Orion had successfully combined with an unknown substance which was a mind control serum. However, none of his colleagues knew that, they only thought it would increased the over all performance of the spell in question that would turn them into elementalists.

Steel came to a stop after a few more pacing rounds, turning to the cloaked figure before him. He had become aware that the cloaked figure was far more powerful than they let on due to his sudden teleportations from random locations, to new locations that the cloaked figure had taken upon themselves to call a place of meeting and discussing the topics at hoof. This such place was within a pink cloud shaped like a small Greek Colosseum that had chocolate milk fountains within it. He wasn't sure how he was walking on the cloud, or why it smelled like cotton candy. But he was sure of one thing, the cloaked figure was far more powerful than he would ever become.

"So how has the spell assimilation coming along with the mind control serum? I have heard that one of your friends has been successful recently." The cloaked figure smiled, hiding behind the darkness of the hood that overhung their face.

"It is coming along rather smoothly. In time we should have the rest of the spells finished and ready for casting." Steel smiled back to the cloaked figure.

"Very good, I am looking forward to our plan to start, so that we may become the new rulers of this world." The cloaked figure said as they leaned back into a giant plush beanbag.

"If I may be so bold as to ask, Why are you so determined to be rid of that Alicorn? I am aware that he has done something to cause you some sort of suffering. But he seems rather harmless, and might I say........ stupid." Steel chuckled but stopped cold as a loud snort erupted from the cloaked figure as two hooves came up to the hood covering their head. The hooves pressed the hood back slowly as they revealed the pony in question.

"I want revenge on that bastard, for imprisoning my father." Screwball stated as her normally wild eyes were focused on Steel with untold fury.

Steel stepped back for a moment seeing the swirling eyes of the pony before him, They would have been rather intimidating along with her expression, had it not been for the beanie she was wearing atop her head. Steel looked at her for a moment in slight confusion before he realized just who he had taken up a contract with.

"The daughter of Discord himself. Screwball. I feel rather intimidated knowing that you have taken it upon yourself to plan out these events. More so knowing your prior history." He said as he took a seat onto the floor across from her. "But do tell, why end the Alicorns life instead of torturing him in some way? Would it not be more satisfying to hear his screams of agony than to see the light simply fade from his eyes as you snuff his very life from existence?" He added.

"Oh he will suffer, but not as you know it." She grinned evilly. "I will capture his very soul and do with it as I please over time. Then when the time comes and my fathers breaks free from his stone prison, I will hand that soul over to him to play with as he see's fit. Tormenting the flesh is nothing compared to tormenting the soul."

Steel sat there as he felt a cold chill run up his spine from what he had just heard. Although he was evil in many ways, using certain forbidden magic that would capture a soul of a deceased pony was not something he would do. Being a part of that however in order to gain power was a different story.

"So you just want his soul to torture until the end of time? Then why not just up and grab him while he is weak from the curse I had placed upon him?" Steel asked as he mulled over her overall reaction to the situation.

"It isn't my style to just up and do something like that. I may have intentions, but that doesn't mean I will go through with them all in one blow. I like to watch my prey before finally pouncing upon them. Unlike my father who would just up and do something at random in order to surprise his prey. I like the option of bringing a plan to fruition over time. Toss in a few random chunks that would aid the progression, and then laugh as everything falls into place. This is something my father failed to realize over time, in turn it caused his capture on three separate occasions. I do not plan to make the same mistake." She smirked.

"Understandable, But why? Wouldn't it be easier to strike while the iron is hot?" He asked but immediately regretted it as Screwball was now right up an in his face.

"I do things MY WAY! What I have planned is of no business to YOURSELF or ANY PONY ELSE! Do NOT questions my motives if you value your hide. I will see to it that my plan lingers before it comes to fruition. All you need to do is sit by and do what I tell you, WHEN I tell you to do it. Otherwise I will have no use for you, and you know what I do with things I have no use for correct?" She grinned evilly causing Steel to visibly shake from remembering what had happened to the previous pony who was going to be the element of fire.

Steel had watched the whole thing play out. His colleague had brought to his attention that the serum that was being added to the spells were in fact mind control chemicals. She had brought him to the side to let him know, but he had already known. Screwball had shown up after listening in on the conversation and had stripped the ponies soul from her body and placed it into an enchanted magical gem that would normally house magical energy like a battery. The body was still very much alive, but it was a mere shell without a soul. It would live on with help but anything that happened to it, the soul would feel. He had watched as Screwball tortured the body since it would not move or fight back, while the screams of agony came from the soul trapped within the gem. He was forced to watch over a few hours time, as the spirit within the gem began to crack, slowly turning insane from the torture. Screwball after a few short days of torture, replaced the soul back into it's original body and watched as the pony took its own life to be free from the torment and pain she had been forced into. Out of everything Steel had seen or done. This was by far the most cruel and undeserving punishment he had ever witnessed.

"I understand............. master." He spoke as he gave a bow, Screwballs lips curled up into a pleased smirk as she waved a hoof, making Steel vanish from in front of her and back to his original location.

"Now then, back to my painting session." Screwball smiled as she floated a paintbrush from a cup of rainbow paint and began to swat a giant canvas multiple times. The picture of a squirrel suddenly appearing on it as if by magic. "Ah, another masterpiece!" She smiled widely as she picked it up and chucked it into a nearby fireplace where it turned into a dancing doughnut with a top hat and monocle.

"Quite." It spoke up before being gobbled up by the crazy pony."

XXX

Steel reappeared in his home in the blink of an eye. He looked around to see that everything had returned to normal before giving a shiver. "I think I am going to regret getting mixed up with that crazy ass pony. Screwball seems to have gone insane since Discord's imprisonment." He sighed. "I just don't want what she did to my friend to end up happening to me." He sighed as he looked over the photo of a young mare he once knew. The same one who had ended her life not so long ago. He traced a hoof across the mares face within the photo as he spoke. "I miss you, Ember." A silent tear left his eyes as he returned the photo of his wife back onto his desk. "I just wish that you weren't as smart as you were, then maybe........... maybe we could have avoided that who situation."

XXX

"COME BACK HERE!" Twilight shrieked at a Rainbow maned pegasi as it was carrying a giggling pink pony away from the scene. Twilight stomping the ground in frustration as her clear embarrassment of being a crimson red was starting to change back into her normal lavender color.

"Easy doll, your getting worked up over nothing." Midnight chuckled as he came up to her side, only to get a snort of annoyance in return.

"What do you mean nothing?! That feather brain just admitted to spying on us when we were in the clouds the other day............ doing stuff." She blushed furiously as the expression off annoyance and anger never left her face.

"Oh come on, it's not like we haven't been caught before." He chuckled but stopped as Twilight looked to him in anger.

"SO! What in Tartarus does that have to do with the fact that Rainbow and Pinkie just pranked us WHILE we were playing Charades. When they got onto that beanbag in the library and starting making all those.......... sounds. Then grinned at us..........." She trailed off as her body was a burning red.

"Don't get your tail in a knot love. I'm sure we can think of a way to get back at them in the near future. I mean, Hearthswarming is right around the corner after all, and I have still yet to get them a present. Maybe you could enchant one of them, to saaaaaaaay, maybe switch their minds into each other?" Midnight grinned seeing his lavender loves eyes light up.

"Oh your goooooood." She grinned.

"I do try." He smirked as he brushed a hoof against his chest.

"Speaking of Hearthswarming, you still haven't told me what you want." Twilight giggled seeing his embarrassed reaction.

"Yea, about that, I don't really have anything in mind at the moment. I have pretty much everything I could have wished for upon becoming an Alicorn and then having several lovely ladies to become my bride in the near future." He chuckled. "But if you really want to get me something, then how about you sing at my next performance?" He smiled.

"SING!?" Twilight choked out in surprise. "B-but, I haven't sang out in public since my brother got married. Why would you want me to sing?!"

"Well, considering how beautiful your voice is, I'm surprised by your reaction to the request." Midnight chuckled seeing her clear confusion.

"But you've never heard me sing before." She stated plainly.

"Every morning after you wake up and jump into the shower." He grinned as he watched her body begin to burn a bright red at realizing what had happened.

"You mean you've heard me sing, while I was in the shower?!" She squeaked out.

"Yup, and you have a very beautiful voice. You should really write a song or two, If not for yourself, then for me." He smirked.

"Ugh! I can't believe you sometimes." She groaned out as she trotted away from him toward her bedroom upstairs. Midnight hot on her heels as he continued picking playfully at her.

161. Adoption and Wedding plans

Hearthswarming was just around the corner, just a week actually, and Midnight had finally finished gathering presents for everypony. Some were a challenge, while others rather simple. It had taken him most of the past two months to obtain some of the items in question for his friends and loved ones. While one had taken him almost six months to procure. Normally it wouldn't have taken as long to get one item in specific, but Midnight had to get some information from two ponies in specific over time, then build the item in secret to make it the perfect present. Along with a few enchantments for fast travel between three places as well. But over all, he knew the two ponies he had made the present for would be beyond thankful when they were given the present.

Midnight was sitting quietly in the castle as he was looking after Starlight and the little changeling. It had been a few days since he had returned to the castle from his trip into Ponyville to be with Rarity and Twilight, and he needed to head back to the castle to spend some time with his son, fiance, and newly adopted daughter.

During his time away however, Celestia had come up with a name for the changeling since the young one could not think of one to come up with on her own.

"Marina, keep an eye on your little brother please." Midnight spoke up catching the little changelings attention.

The changeling, now named Marina, had liked the name Celestia had given to her. However, she could not just walk around the castle in the form of a changeling all the time. Just in the company of her adoptive mother and father. Her new form that she had chosen was of a young pegasus filly, her coat being a soft silver, while her mane was a sky blue. Her eyes a deep blue compared to her mane and tail. Although she could change form at will, she could not use magic like a regular unicorn could, hence her decision to take the form of a pegasus.

"Yes daddy." She smiled as she played with her little brother. Both wrestling and hopping around their father.

"Marina seems to have taken up the role of our daughter rather quickly, don't you think so?" Celestia spoke up as she entered her quarters just upon hearing the word daddy.

"Yea, and it just melts my heart every time I hear it." Midnight chuckled softly as Celestia took a seat beside him.

The two Alicorn's watched the two foals playing happily together, bounding around the room playfully and even running into a few things at times. After a few moments though Star came running toward them squealing loudly as Marina was right behind him growling playfully.

"Grrrrrrr I'm gonna get you! Grrrrrrrr!" She giggled as she chased the foal.

"Save me daddy!" Star giggle as he fluttered his little wings rapidly as he jumped onto Midnight and climbed his withers up to his horn, sticking his tongue out toward his big sister.

Marina just giggle as she flapped her little wings, hovering up toward her brother and reaching her hooves out like she was going to get him, After she had ascended to right in front of her fathers face, he pressed his muzzle to her belly and began the dreaded bubble belly torture technique, making her squeal loud as she held onto his face for a moment before pulling away and flying around his head.

"No fair taking his side!" She giggled.

"Who said I was taking side?" Midnight chuckled as his horn lit up, pulling his son from atop his head and placing him onto the floor belly up as he began to do the same bubble belly torture to him. Starlight squealing out loudly from the relentless assault.

Star giggled out as he managed to push his father away from him with all four hooves before scrambling away with his sister. Midnight gave a soft chuckle at the two as they played.

"To think we have just obtained another child seems shocking, does it not?" Celestia giggled softly to Midnight.

"Yea, and to think I will have a couple more in the near future as well really has me worried." Midnight chuckled nervously.

"Worried?"

"Of course, I mean, four kids? Three of which will be blood, and don't get me started with the fifth one in question. I doubt Twilight would want to have a foal anytime soon. But Applejack and Rarity have already said they would want one. It's humbling and nerve wracking at the same time. To know I have several ladies, and most of them all wanting to have foals with me. Oy vay!?" He fell over in a heap next to Celestia.

"Do not worry yourself my dear. Although your presence has been little in the time that our young one has been born, your over all impact in being a father figure has been far stronger than most stallions within our kingdom." Tia smiled down to him as he cocked a brow back up to her.

"Our kingdom? I wasn't aware that my status had changed as of yet." He chuckled, but stopped as Celestia lay her head down across his neck, nuzzling him gently.

"And what if I had decided to change that? Were you not ready to become a king upon asking me to marry you?" She gave a devious grin seeing him chuckle.

"But of course my dear." He said playfully. "It all about becoming king after all." He chuckled giving her a wink.

"Really now? Well at least I know that my kingdom would be in good hooves should I decide to take a vacation." She giggled again.

"Oh? Back to my now are we? Such indecisiveness should not be running a country, nooooooo most certainly not." He grinned only to make her roll her eyes at his playful banter.

"In all my years I have never met a pony like you, or even one with a way with words either." She smiled softly before giving his neck a nip.

"Oh really? Then I guess I will have to liven things up a bit at your next Grand Galloping Gala. As well as tease some of the maids and guard as well. I do believe I could have this castle turn into a mad house in maybeeeeeee a couple of months?" He grinned deviously back to her causing her to laugh.

"You would torment the ponies that prepare your food and guard you and your loved ones?" She asked while cocking a brow.

"Well, maybe just a little. I don't really need anyone to piss in my cheerios or anything." He smirked causing Tia to snort before covering her mouth with a hoof, a blush gently showing across her face. "Did you just...." He asked as he rolled onto his other side to look at her.

"No! No...... you heard nothing!" She spoke out as her face flushed a brighter red.

"Mmmmmhmmm." He began to laugh softly. "A princess that snorts while laughing, so unladylike like." He picked only to cause her to groan.

"Well at least it isn't as bad as my sister." She snickered.

"OOOOOOooooooo juicy bits about your sister? Do tell." He laughed as he sat upright grinning like a bandit.

Celestia grinned evilly for the first time in years, having lived with her sister for most of her life she had counted her peculiar quips that could be used as blackmail many times over. But having her future husband know these things could produce some rather entertaining results.

"Yes, well, I do have quite a few things on her that would devastate her should anypony ever find out. Others would just be embarrassing altogether." She giggled as she leaned over and began to whisper into Midnight's ear.

Midnight sat there unblinking as Celestia began to tell him a few things about her sister. Hi eyes getting wider as his pupils shrank, his mouth slowly dropping further and further before the side of his mouth turned into a devious grin.

"Oh good lord!" He turned to Tia giving an incredulous look. "Does she really do that?" He asked in shock.

"Sometimes while at the dinner table, as long there is nopony other than me at the table."

"I am soooooo going to love moving in here, Luna is going to kill me though, I just know it." Midnight laughed loudly thinking of the future pranks he was going to do to his sister-in-law.

"That is another thing I wanted to speak to you about." Celestia spoke up in a more serious tone. Midnight turning back to her. "You see, once a pony marries royalty, they become royalty themselves. Family, although, does not carry the title as well unless it is the child of one or more of that member of royalty. So I am afraid that Applejack, Twilight, and Rarity, will be a Duchess each rather than a queen or other member of royalty."

"So basically just a high noble? I guess Rarity could settle for that. The other two I doubt would care. Applejack was worried more about leaving her family and farm and having to move into the castle with us." He chuckled. "But since they will just be noble's. They can remain where they are if they so wish correct?"

"Correct my dear. Although I can keep a few guards stationed with them if they request it." She smirked seeing Midnight facehoof.

"Those girls can take care of themselves, I'm sure you're aware of that." He laughed.

"They did manage to take care of Nightmare moon and Discord on their own. I wouldn't be surprised if they had taken care of many other foes as well. But now that you are here as an ally and guardian as well. I know that Equestria will be in good hooves for as long as the elements and yourself are here." She smiled.

"And what about yourself Tia? You didn't mention yourself along with us. I have a feeling your hiding something." He said while giving an accusing stare.

"I'm not hiding anything, it's just that.............. I've grown tired........... tired of fighting, of protecting........... and sometimes......... of living." She sighed. "I've seen and have been through so much in my five thousand years of existence. Having lived for so long, and having lost so many friends has been so tiring and unpleasant."

"But now that you have a foal, would it not make you happy to see him grow into a strong and kind ruler when it is our time to pass the flame?" Midnight smiled softly to her.

"You surprise me yet again. I was expecting a harsh retort for what I said, and here you say something I was not expecting. But you are correct in your assumption. I do want to see him grow and continue on in my stead. However, I must admit one thing to you that I fear.........." She trailed off looking away.

"You see, when an Alicorn family has a foal, they have the option of being able to move on at anytime once the foal is born. Their physical body simply fades away into magic that will become part of the land. Their souls however can move on into the afterlife. The children of them have the ability to pass over for a short time each year in order to see their parents once more before returning back into the physical plane."

"So your saying, once our young has grown into a wise enough ruler, you wish to pass on?" He spoke out softly, his heart feeling the sting of the very thought of loosing Celestia.

"Yes............." She sighed.

"I understand, and I will not try to stop you when that time comes. You have already lived for so long. Asking you to remain here just to please my selfish desire wouldn't be fair to you. But I can guarantee one thing. You will be missed and loved still once you have gone. Don't ever forget that." He smiled as he leaned over to nuzzle her lovingly.

"Thank you for understanding." She smiled softly to him. "But, now for a change of topic." She giggled. "As I said before, I have the ability to move to an alternate plane to see my parents again. I have been waiting for you to have asked me for my hoof so that I could have you meet my parent's before we are to wed. So that they may give their blessing to us. What I didn't tell you is that I can bring one other pony with me to see them as well."

Midnight sat there for a moment staring at Celestia in slight shock. Meeting her parent's was something one would want to bare witness to. To have their blessing would be as if God himself came down and blessed you. He shook himself from his stupor giving a smile. "I would love nothing more than to see them and get their blessing."

"Then shall we go? I only need to have Luna or a maid look after our young for a short time. The spell itself is lengthy and tiring to say the least, so if you can supply any magic to help It would be most appreciative." She smiled to him as he gave a nod.

"Not a problem my dear. I can supply all of my magic for the spell if you need. I would rather meet your parents as my true form instead of as my pony self. I feel as if I were lying to them right to their faces should I appear as I am now. Do you think they would mind that you are going to wed a human?"

"My mother would not care, she has tried to set me up with so many ponies over the short time they were with me that I was ready to strangle her. I think she would love to know that you are to be my husband and father of our foal. My father on the other hoof..........." She trailed off.

"That doesn't sound like he would be to happy to know about us." Midnight cringed slightly.

"Well, father was rather stubborn when he was alive. Living for fifteen thousand years will drive a pony quite crazy when it comes right down to it." Celestia giggle.

"Dang, fifteen thousand? How old is your mother?" He chuckled but stopped as Celestia's eyes went wide with horror, her hooves pulling Midnights face right to her's as she stared into his eyes.

"Under NO circumstances are you to ask her that question. Even if all of time was about to end, you are never to ask her that question!"

Midnight coward slightly under the intense gaze he was suddenly placed under. He managed to squeak out "Ok." before being released and a smile replacing the stern gaze that Celestia had just given him.

"Good, then let us call a maid so that we can begin the process." She smiled as she stood, heading to the door and pulling a small rope to signal a maid to come to her quarters.

"Good grief, I wonder if she really meant that?" Midnight spoke under his breath as they waited for the maid to arrive.

162. Meeting the parents, and the Almighty one?

Celestia and Midnight had summoned a maid to take the children out of Celestia's quarters so that they could begin the spell in question to send them to the afterlife plane. After a quick spell exchange with the princess, Midnight focus all of his available magic along with Celestia casting the spell into a united spell between them. After a few seconds the space around them illuminated into an intense blinding white light before softly fading around them. Midnight looked himself over as he was standing on a cloud next to Celestia, but as his human form Charles.

"Seems my magic drain worked." He smirked over to her as she gave him a soft smile.

"It seems so, and you have your clothing as well. However, let us make haste, even though you used up all of your power in order to help cast this spell, it will only last a couple of hours at best in both realms. My family will be rather easy to find though, so there is no worry about not finding them."

The two began to walk through the plane, Charles looking all around him to see so many different new things and surprisingly, many different species as well. As they walked along, Charles noticed several humans wondering about as well. He looked to Celestia in surprise as he began.

"That was a human back there, is it possible that the afterlife realm is connected to all realities?" He asked feeling a slight adrenaline rush.

"Yes, were you not aware that all of creation has a linked afterlife, no matter what reality the previously living had come from?" Celestia asked.

"No, I thought that they would have their own. But if they are all linked, then that means............" He trailed off, stopping on the spot as his eyes began to water, streams of tears running down his face as he saw two people that he never thought he would see again until his time had come. "Mom.................. Dad.............." He fell to his knees as they smiled to him, slowly walking up to him and bringing him into a loving hug.

"My baby........... Please tell me that you didn't pass on." His mother spoke out as she hugged him tightly. His father doing the same.

"Mom, don't cry, I'm not dead." He chuckled softly as he held onto his parents as if they would vanish if he let go.

"Then how?" His father spoke up before he noticed Celestia and pulled away from his son as he went to one knee, bowing before her. Charles' mother looked to the father then to Celestia giving a small gasp as well before doing the same.

"Mom? Dad? What are you....." He stopped as Celestia spoke up.

"Rise young ones, you need not bow before me at this time. I am simply a visitor to the afterlife at this moment, as is this young man." She smiled seeing Charles' parent's look questionably from the white Alicorn to their son.

"But, how did you?" His father began but stopped as Charles came over to Celestia and gave her a hug. The parent's giving a gasp as did everyone else around them.

"Charlie!? Are you insane?! You aren't allowed to touch a Goddess or God for any reason!" His father shouted as he reached over and tore his son from Celestia who just gave a soft laugh seeing his surprised expression. Please forgive him your majesty." He spoke as he went back to kneeling in front of her.

"Dammit dad!" Charles yelled out as he managed to shake off his grasp. "I was about to tell you two before you dragged me over here that Celestia is my bride to be." He said giving a huff toward his father.

Everything stopped at the comment. No breaths were taken, no sound was made. Not even the air flowing about the area dared to make a sound. That was, until a booming laugh erupted from all around them causing everyone, even Celestia to flinch.

"HAAAAAAHAHAHahahahaaa! So my daughter finally found herself a suitor eh?" A large white Alicorn with a red and orange fire mane spoke up as he pressed through the crowd surrounding them.

"Daddy, so good to see you again." Celestia spoke up as she trotted over to her father and gave him a loving hug.

"STAR! Get your flank over here! Our daughter has paid us a visit, and with a stallion no less!" He shouted loudly as his voice echoed all around the plane.

"Star?" Charles asked as he looked to Celestia.

"My mothers name is Morning Star, My fathers name is Blazing Dusk." She smiled softly before it turned to a wide smile as her mother pushed through the crowd giving a bright smile as well toward her.

Charles stood there in silence as he looked Morning Star over for a moment. She was an Alicorn as well, but her coat was a deep blue just like Luna's, while her mane and tail was a yellowish color similar to the morning sun as it crested the horizon. It flowed just like Celestia's as well.

"My daughter, how good it is to see you again." She beamed as she pulled the princess into a hug. "Did I hear my blowhard husband correctly? Did you bring a stallion with you?" She giggled giving a hopeful expression.

"Well, he is a stallion in a sense mother. He has chosen to show you his real form instead of his pony form though." Celestia smiled as she pulled away from her mother as Charles walked up and gave a gentle bow.

"Name's Charles, But my pony name is Midnight Flame." He smiled to the two Alicorn's.

"Pony name?" Charles' mother asked in surprise.

"Uh yea, It's a funny story actually. It seems that there was a magical storm in Celestia's world that tore me and our house from earth mom. I ended up in Equestria. Celestia and I, well, fell for each other after I was turned into a pony by her protege." Charles chuckled.

"Then why aren't you a pony now?" His father asked.

"Well, Tia said that the spell she had to cast would practically drain her magic and make her tired while here. So I volunteered to use all of my available magic to send us here so that she could speak at ease without worry of falling asleep from overuse of magic. When my pony form uses all of its magic at once, I return to my human form temporarily until I have regained enough magic to return to my Alicorn form."

Star and Dusk paused, staring at the human for a moment at what they had just heard.

"Did I just hear him right? Did he say Alicorn form Tia?" Star asked in surprise.

"Y-yes mother. Twilight Sparkle, my personal student, cast the transformation spell onto Charles to turn him into a temporary pony. The result though was a mixed blessing as it turned him into an Alicorn, which he had to remain as due to the magic involved. He then saved Equestria twice from destruction. The first time from the shadow hunter, the second from an evil clone of himself that Discord had managed to make." She said giving a sheepish smile.

"Well then, I guess we know where you stand on your beliefs then." Dusk chuckled. "But still, being a former human turned Alicorn, then being married to my eldest daughter. I'm sorry to say that I do not approve." he said rather flatly.

"What do you mean you don't approve?! Isn't my son good enough for your daughter?" Charles' father shouted as he walked forward causing everyone to gasp at the sudden outburst toward one of the afterlife planes God's.

"You would be wise to watch your tongue whelp." Dusk spoke out coldly as he glared at Charles' father.

"No! You watch yours, my father was defending me and I will not have anyone, even God himself speak that way to him." Charles shouted back as he pressed his forehead right to Dusk's, his eyes burning with rage.

The two remained that way for a minute before Dusk finally pulled away and burst into laughter. Charles stood their rather dumbstruck as he looked at the Alicorn.

"My boy, in all my years, not one being has stood up to me for any reason during that time. It humbles my heart to know that my daughter is going to marry someone who would risk life and limb to stand up to protect those he loves and cares for. So for you my son-in-law, I give you my blessing to marry my daughter."

*THUD*

Everyone stared for a moment at the fallen body of Charles' father as he laid sprawled out from shock.

"TOM!" Charles' mother shouted out as sh cradled his head in her hands, giving his cheeks a gentle slap to revive him.

"Huh..... Wha..... May? What happened?!" Tom bolted upright to see everyone staring at him.

"I guess standing up to a God will do that to a person once they realize how badly they screwed up." Dusk laughed. "But don't worry, I hold no grudges on those willing to stand up for their loved ones." He continued.

"Wait, so your telling me that your a God in the afterlife?" Charles gawked slightly. "And I just mouthed off to you?!" He gawked even more. "I think I need to sit down."

Everyone at this point burst into laughter seeing Charles' perplexed and nervous expression upon realizing what he had just done. After a minute he regained his composure and stood back up taking in a couple deep breaths.

"Alright, now that I know you aren't mad at me I think we can continue." He smiled nervously. "But I do have a question." He said as the elder Alicorn's looked to him. "You stated that you are a God, which also implies that their are more than one God. Would you care to explain?" He asked giving cocked brow.

"Not at all my son, come, walk with us, your parent's may join us as well if they would like." Dusk smiled softly to the two elderly looking people following close behind their son.

They walked along toward an ancient looking greek building with many towering stone pillars holding the roof up. As they entered the building, the inside was far larger than what it looked like on the outside. Once they had entered, Charles and his parent's look up to either side of the room to see large seats made of stone with large pillowy cushions that rested under each figure that sat upon them. Each of the beings were either an Alicorn or winged being of a different species. Many of them were conversing back and forth to each other but came to a stop as they noticed the three humans walking behind the Alicorn's that had just entered.

"What mockery is this?" Shouted another Alicorn from the left side of the room. "What are mere humans doing within the halls of Asgard?" He continued but stopped as Charles glared at him. "How dare you look at me in such a way!" He shouted as his horn lit up sending a bolt of lightning toward Charles for it to only stop as one of Celestia's wings shot forth, blocking the bolt and sending it back to its caster. The Alicorn stopping it before it could make contact.

"You will address these guest's accordingly great grandfather." Celestia spoke up causing his eye to twitch in annoyance. "As will the rest of the court of Gods." She spoke up looking around. "This human as you put it is also an Alicorn, and my betrothed to be, So I would suggest that you all get along for the short time that we are here. I would also like you all to welcome his parent's as well into the folds. As they will be present in some future discussions as well." She snorted slightly causing the rooms occupants to murmur softly to each other.

"Ah here we are my friends and daughter. Celestia has met this fellow several times before, many times as a young filly when I had visited my parents on this plane." Dusk smiled to his blushing daughter. "This would be the almighty one. The first God and the creator of everything in existence." He smiled to the young looking man that sat smiling on the throne at the end of the room. The three Alicorn's and humans bowed before him, rising slowly from the greeting.

"So this is God? I mean, THEE God? Then why is there so many other God's?" Charles piped up seeing the young man smile.

"Each of these are God's to their own reality my son. They take the form of what they find most comfortable and of what species they had first mad within that reality they had created. You just so happened to be torn from one reality to another and managed to get in good grace's with a visible God, unlike the one from your world that likes to play hide and seek far to often." He said as he glanced to a couple of thrones away at a smirking individual.

"I can't help it if I like to see what faith alone causes my creations to do when I am not present. To be honest I am rather jealous of Fred's universe that he created and left to Celestia, the newest God residing over it." He sighed.

"So your the God to my plane?" Charles asked as he looked up to the man sitting idly in a throne that had just spoken.

"I am, and I wondered where you had vanished to from Earth. I had not planned on your life ending at that point. But then again, I try not to interfere with the lives of those I created in my own image." He smiled. "But if you would like, I can return you to Earth."

"I appreciate the offer, but I have a new home now, and a family." He smiled as he leaned into Celestia, rubbing his cheek to hers.

"A family?" Star spoke up.

"Uh oh......." Charles trailed off feeling his spin begin to freeze slightly.

"You mean to tell me you have had a foal with this young man?" Star spoke up causing the rest of the court to go silent.

"Yes mother, I have, and I will not let you belittle me, my husband to be, or son for any means." She said as she spoke defensively, however coming to a stop as her mother began to cry and pulled her into a crushing hug.

"Oh my baby! I have a grandfoal!" She squeaked out at first before shouting it loudly and proudly causing the entire court to erupt in a cheer.

Charles stood there in a stupor as he received many slaps on the back from quite a few of the God's within the room. Even his mother and father coming up to relish in the news that they also have a grandchild.

After a short time, the cheers settled down into a dull roar as every God began to pick back up in their discussions with other Gods. The alpha God, the three Alicorn's, and the three human's left the hall to walk away from all the noise to talk.

"So then Dusk, I take it you would like me to welcome this young one into our folds as a legitimate God? Even though he is human and only transformed into an Alicorn upon a magical spell from your plane?"

"I'm sorry to interrupt, but if it would please you and cause you far less grief, I don't mind remaining an Alicorn and just keeping a regular title like the rest of the occupants of this plane." He said giving an honest smile.

"My my, such a humble thing to say." God chuckled as he pulled the man into a sideways hug, pressing the side of his head to Charles'. "But to be honest, I like to shake things up from time to time in the court. All of those blowhards constantly bickering with one another gets tiring, ya know? You are the proverbial wrench that I am going to throw into the gears to shake things up. So don't worry about the whole title thing. That's pretty much all it is, a title." He laughed, releasing him. "Anyway, Dusk, I know you brought him here to get my approval for him to wed your daughter, and to be honest I will give it. So long as he treats her right."

Charles stood there in awe, he had just received the approval of God himself to wed Celestia. His parent's were in tears from hearing this as well and just hugged Charles and God into a group hug. The moment passed though as Celestia and Midnight flickered slightly.

"It seems that our time is coming to a close here everyone." Celestia spoke up feeling disheartened that her time with her parents and even God himself was so short.

"Don't worry little one. Your beau was the one who cast the spell. You simply guided it, so you can visit again anytime you desire. I do believe that His parent's as well as your own would love to see their grandchild. So please do bring the little one when you arrive again." God smiled as he gave Celestia a hug. "Now go, return safely to your plane." He smiled as he waved at them, a light coming from his hand as it enveloped them then faded as they opened their eyes to see that they had returned to Celestia's quarters.

"That was, something else." Charles said as he rubbed his eyes gently, the stream of tears having fallen from his eyes onto his cheeks, and moving down his face. "Looks like I'm human again, well, for a short time anyway." He chuckled but stopped as he was pulled into a hug by Celestia.

"Thank you, for doing what you did." She smiled as she pushed him away, then punching him in the arm with a hoof.

"OW What the hell?!" He chuckled as he rubbed the sore spot that had just been hit.

"That was for speaking out of line like you did to my father and interrupting the Alpha God. Don't you realize he could have turned you to dust with just a thought?!" She sighed in annoyance.

"Tia, I would walk from the end of the universe to the other, I would swim across the river Styx, I would lay my life down, all for you and those I love. Facing a God and even speaking up to them or out of line means nothing to me if I am protecting those I love. So don't think I wouldn't even get in a fist fight with any of them if the insulted you or anyone I care for." He laughed only to see her roll her eyes.

"I bet I could take one of'em." He smirked but stopped as a scroll snapped into existence in front of him. Celestia grabbing it out of the air and opening it up to read it. She gave a groan as she tossed it to Charles and walked out of the room.

"What the?" He trailed off as he read the letter.

Dear Charles/Midnight Flame

I look forward to our little boxing match, as well as many of the other God's. We have all taken a number as to which one will be fighting you first when you cross over to meet us from now on. Just remember to keep the boasting to yourself at times if it involves us. Since you are an illegitimate member of the court now, we can hear your words as well as see most of your actions. But don't worry, anything that happens in the bedroom is out of our vision. Looking forward to seeing you again.

God

"Great, now I've got God himself trolling my ass." Charles groaned as he crushed the letter up and tossed it over his shoulder.

163. Hearths Warming shenanigans

It had been a day since Midnight's visit to the afterlife to meet his future in-laws as his human self. Even standing up to a God as well during his visit. Upon coming back into his own reality he had turned into his human self once again. Some time passed during that day as he had managed to accumulate enough magic to return to his Alicorn self once again. He was feeling a little more nostalgic than normal from the visit. This in turn, prompted him to take the day in full stride to complete several things he has been needing to do for a while. The first thing on his list, to locate and wrap presents for all of his friends and loved ones.

"Alright then, I've already got a few presents fixed and ready to go. The Cakes are making that special cake again for Pinky since I managed to get the ingredients a month ago. Rarity's present was rather hard to get, but I managed to get it anyway. I can't believe that cloth she wanted cost so much." He groaned thinking of the price. "Fluttershy and Big Mac get a trip together to Las Pegasus and a few bits as well. Dash get's a first edition, first issue, limited edition, Sky Blast Wonderbolt, action figure. Applejack get's a new set of enchanted mane and tail holders to prevent her from getting dirty while working. The crusaders get some bits to pick out what they want." He smiled looking over his list. "Now all that's left is Twilight's, Celestia's, Starlight's, Luna's and Marina's present. Then I'm done." He sighed softly as he sat down.

Midnight had been thinking for most of the day on what to get the rest of his friends and loved ones for Hearthswarming this year, and it was only a week away. From all the extra time that he had he was procrastinating something fierce, and it had come up to bite him in the end as the day began to draw closer. After reading a few books within the library however, he had located what he thought would be the perfect present for his lavender loves present for the special holiday. However it would take a day to synthesize and properly enchant. He could go into Canterlot to purchase one, but he could not guarantee that it would work as he wanted it to, plus it was hella expensive, even for royalty.

After doing his research he had located a spell to enchant a battery gem to pull magic into it over time so that it could recharge itself without the aid of a unicorn or other third party to charge an empty container repeatedly once it had run out. The only hard part was getting the battery to charge quickly, and the spell involved could be cast quickly onto the gem to make it charge slowly, or cast the spell onto the gems slowly in order for it to charge quickly. After reading the spell, Midnight was definitely sure that the physics of this world were really fucked up compared to his home worlds. Then again, he has met the Gods of these worlds, so thinking about the physics really didn't bother him that much.

As he had gathered the items for the spell, he had advised the guard within the castle that he was not to be disturbed for any reason within the next 24 hours, as he would be casting a very difficult spell and he would need complete concentration in order to cast it.

Midnight walked around a large magical circle that he had drawn onto the floor via magic to enchant the small gem that lay in the middle of it. The gem was an extremely rare purple diamond that would match twilight's coat perfectly. As he gathered the items he needed and p[laced them into specific points around the circle, he moved to the side as his horn lit up to begin the spell. He gave a heavy sigh as he spoke out. "Twenty four hours to cast this spell. You had better like this present Twi."

XXX

The snow covered ground shone brightly today. The sun reflected off of it as the rays penetrated through the slightly cloudy skies above. Most of Ponyville had a thick layer of the white powder covering it, which in turn kept many of the ponies indoors for the day. Well, most of them anyway.

*SPLAT*

"HA! Gotcha Pinkie!" Dash cackled as she hit Pinkie with a large snowball, in turn making the pink party pony shiver and giggle as she started tossing them back at Dash who was easily dodging them left and right.

"He he heeeee, I'll get you back Dashie! Just hoooooold still." *SPLAT* "WHOOPSY!" Pinkie squeaked as her snowball was dodged by the rainbow pegasus and landed right in the middle of Rarity's face causing her to sputter.

"PINKIE!" She shouted, causing the earth pony and pegasus to bolt.

"SORRY!" They shouted as they took off in different directions.

Rarity stood there growling for a moment before it turned into a giggle. "I swear, those two still act like foals at times." She sighed as she brushed the cold snow from her face. "Still though, at least they are out having fun instead of inside annoying me. Celestia knows those two have way to much pent up energy." She smirked. "Speaking of pent up energy, I wonder where Applejack is today, I haven't seen her in a couple of days, not since our darling stallion left for Canterlot."

Rarity began making her trek toward Sweet Apple Acre's to locate the orange earth pony. Even though it was rather cold out and the ground was covered in a thick layer of snow, Rarity had become accustomed to the fact that she would inevitably get dirty at times, and so she would suck up her pride and go with the flow.

After about thirty minutes of walking through the frigid snow, she had arrived at the Apple family farmhouse and knocked on the door. After a moment the door was answered by Applebloom.

"Well howdy Rarity. What' ya'lll doing out in this weather? Ain't it a mite cold for ya?" She asked as she let the ivory unicorn into the warm home. Rarity gave a slight shudder or pleasure as the warm air greeted her upon entering the house.

"It is a bit cold for my tastes my dear, but never the less, I must do what I must in order to get things done." She smiled to the farm filly. "And today, that is to locate your sister. Would she happen to be home?"

"Nah, sis went out earlier to look for a present for Uncle Midnight. She's been gone for a few hours now. Hey, did you get him anything yet?" AB asked her giving a smile.

"Yes I did, and no I will not tell you what I got him." She grinned to the little filly.

"Aw shoot, sis wouldn't tell me either. Ya'll ain't no fun at times." She groaned as she turned to head back upstairs.

"When do you think Applejack will return darling?" Rarity asked before the filly could make it up the stairs.

"Ah, maybe another hour er two ah guess. Granny Smith is takin a nap, an Big Macintosh is at Fluttershy's. Sis done said ah cain't go out by myself in the snow since its purty deep an all. Ah was wantin teh meet up with Sweetiebelle and Scootaloo to go play though." She sighed but stopped, giving a big smile. "Hey, would ya'll mind takin me teh see Sweetiebelle? Ah mean, if'n it ain't to much teh ask." The farm filly smiled widely to the ivory pony before her.

"Not at all darling, but do tell your grandmother first, and dress warmly. It is very cold out." Rarity smiled seeing her beam and rush up the stairs, falling a couple of times in her rush.

After a few minutes, Applebloom had made her way back downstairs with her saddlebag, a scarf, and a beanie that covered most of her head and ear's. "All set." She smiled as the two left the farm house and began their trek through the snow covered path back into Ponyville.

"So, what do ya think Uncle Midnight'd like fer Hearthswarming? I ain't found nothin teh get him yet." The filly asked as they trotted along.

"I'm not sure my dear, maybe you could make him something. I know Sweetie was wanting to have a photo of her and I made for him. Maybe you and your sister could do the same?" Rarity smile to the young filly seeing her thinking it over.

"Well, since ya'll'er doing that, don't'cha think it might be a bit strange teh do the same thing?" She asked giving a raised brow.

"Hmmmmm, you may be correct on that assumption. Maybe you could make him a stocking filled with some of your sisters cooking? I know he just raves about how he loves apple pie and a few other dishes that she makes." Rarity giggled. "I do make a few rather stupendous dishes myself. Although they aren't quite to his tastes." She sighed. "Still though, I shall not give up hope in finding a dish that would make him melt in my hooves."

"Yea, maybe. ah'll ask sis later tehnight when she gets back."

The two continued on, walking in silence until they reached the boutique. Rarity had advised the two to stay in town if they were going to play outside in the snow so that if the weather took a turn for the worse, then they could find a safe place to stay quickly. Rarity had made the decision to stay at the boutique to finish a few orders that had been placed as Hearthswarming presents.

The two crusaders were now making their way through the thick snow toward Scootaloo's home, making plans on what to do for the day while the snow had yet to start falling once again.

"So what do you think? Should we go to the park and build a snowpony, sugar cube corner, or go and see if Spike can come and play with us when we get Scootaloo?" Sweetiebelle asked as she trudge through the snow.

"Ah dunno, Let's get Scoots and go play. Spike dun said he don't like the cold, being a dragon an all. Maybe ah can get mah sis's hat teh let him wear, seeing as it's enchanted." Applebloom beamed.

"Nah, yer sis loves that hat way to much to let us borrow it. I've seen her give my sister the evil eye for even asking to try it on. The only other pony I've seen her let near it is Uncle Midnight." Sweetie giggled.

"Yea........" Applebloom trailed off for a moment seemingly deep in thought. "Let's get Scoots an hurry to Sugar Cube Corner. Ah bet Pinkie has some fresh hot chocolate and gingerbread cookies made."

"Yea, I bet that will warm us up." Sweetiebelle smiled as they managed to trot quickly through the snow toward their friends house.

XXX

"I'm sorry girls, but Scootaloo has a cold and can't come out for a while." Scootaloo's mother said causing Sweetiebelle and Applebloom to frown. "I'll let her know that you came by though."

The two fillies gave a sigh as the door closed. Their trio had now been knocked down to a duo for the day, and they had planned for quite a bit of fun for the day as well. As they trudged along though, they had decided to go ahead and make the trip to Sugar Cube corner without Scootaloo, but would leave with a small bag filled with some goodies to help make their sick friend happy.

After the short trek to their destination, they made their way inside and took a seat next to the window. There were a few ponies still within the store whom were enjoying a hot drink and some sweets as they watched the world go by outside.

"Hey girls, did ya stop by for some goodies? Or just to get out of the cold. I don't like the cold without a nice cup of hot chocolate. OH! Can I get you two a cup? OOOOOooooo and some cookies! I just pulled some fresh ones out of the oven." Pinkie said rather quickly while starring at the two fillies sitting in the booth before her.

"Just ah couple hot chocolates and some gingerbread cookies please." Applebloom smiled to the party pony.

"Okie dokie lokie." She smiled as she hopped back into the kitchen to fetch the order.

"So what are ya gonna get Uncle Midnight fer Hearthswarming?" Applebloom asked Sweetie as they watched the world go by outside.

"I'm not really sure, I heard that he asked Twilight to sing in his next concert, and since I got my cutiemark from singing, maybe I could perform a song for him as a surprise." She beamed but it slowly faded as realization came to her. "But his next concert isn't until after new years. So then he would think I didn't get him anything." She sighed.

As if on cue, Pinkie appeared at their table with their order, smiling as she placed it in front of them.

"Trying to decide what to get Midnight for Hearthswarming girls?" Pinkie smiled to them.

"Yea, and we can't think of anything good for me to get him." Sweetiebelle stated while falling forward onto the table.

"Yea, he is pretty difficult to get present's for. Even I have a hard time thinking of something to get him. But he always seems happy to get something I can bake or cook. For such a big stallion, he has quite the appetite." Pinkie giggled. "Why not get him a cake that says best uncle ever? I know he loves carrot cake."

"He like's Mr. Cake?" Applebloom said while scrunching her nose in disbelief.

"No silly, Carrot Cake, the actual cake. He told me its his favorite kind of cake, OOOOOo with cream cheese frosting to!" She beamed.

"You know what, I think I'll get him that, since I can't really think of anything else to get him at the moment." Sweetiebelle sighed.

"I'll have it ready for you on Hearths Warming Eve. I'll even giftwrap it and put your's and Rarity's name on it." Pinkie smiled to her.

"Thanks Pinkie, I owe ya one." She smiled back to the pink party pony before she hopped back into the kitchen.

"Well, now that our gifts for Uncle are taken care of, what'cha wanna do?" Applebloom asked as she looked outside for a moment before stopping and waving Sweetiebelle's attention to what she was looking at.

The two fillies watched as several foals wrestled in the snow and began to throw snowballs at each other. The two fillies grinned to each other before shouting. "SNOWBALL FIGHT!" Then chugged the remainder of their drinks and stuffed their cookies into their saddle bags before running out the door.

164. The element of Ice and Fire

"Well now, it's about bucking time!" Ice snorted giving a pleased smile as she looked into the beaker she had just poured a certain mixture of chemicals into before using her magic on it. "Hey Steel, Check this out!" She shouted from her workstation to across the room.

Steel as well as the rest of the group of ponies all huddled around Glacia's workstation to see a stable mixture of chemicals and magic sitting quietly on the desk.

"Fantastic! Now we have two down, and two to go." Steel smiled widely as he levitated the mixture in front of him and cast several scan spells onto it to make sure that it was truly stable enough to be implemented into the spell. "It appears to be stable enough Ice, congratulations on your success."

Ice stood there with a smirk plastered across her face, She had works diligently for over a year to finally get to this point, and she was going to rub it in every ponies face as much as she could.

"Yea, well, It wasn't that hard. Just trial and error really. But now that mine is finished I guess that means we can double our efforts to finish the last two. How is that coming along you three?" She grinned as she looked over to Kindle, Forge, and Orion.

"We've been making headway with the tests, but it's still to early to know if it will remain stable for an extended period of time, or indefinitely. Otherwise we will still be melting or blowing stuff up." Orion said as he looked over to his and Forge's workstation.

"My testing has been getting closer to becoming finished. I've been getting more stable reactions, but nothing solid as of yet. I hope to make a breakthrough before Heart's and Hooves Day." Kindle beamed at her near accomplishment.

Fantastic news to hear everypony. Since we are getting so close to our goal, along with Glacia's success in her experiment. I would like to give everyone the rest of the week off to rest and to go over what you have already compiled in data. We will meet again next Monday morning to go over notes." Steel smiled to the group as he turned to head back to his desk.

"Well then, how about we go grab a beer Forge?" Orion chuckled as he nudged his friend.

"You read my mind." Forge chuckled as they went into their locker room to put up their labcoat's.

"Seeya around." Ice smirked as she walked past Kindle toward the locker room as well.

Kindle stood there looking at her workstation, giving a defeated sigh as she mulled over her previous experiments. After a couple of minutes she was startled as Steel walked up to her side.

"Kindle? Is something wrong? I gave everypony the rest of the week off and your still standing here. Something on your mind?" He asked in a rather kind voice that wasn't his normal character.

"I'm....... I'm just annoyed that I haven't made much headway into finding the right alchemical ingredients or combinations to get my spell finished and ready for casting. To have that power indefinitely, but also having it just out of reach is so annoying. I want that power so bad I can feel myself already burning the ground around me." She snorted as her horn lit up a little causing her to visibly radiated heat.

Steel only smiled at these words before he could feel the heat radiating from the young mare. He watched as the ground around her began to discolor from the heat.

"Kindle, your damaging the floor." He spoke out in a monotone to catch her attention.

Kindle's eyes snapped open as her horn stopped glowing. Her body going back to its normal temperature. After a few seconds she looked around her at the discolored floor and gave a sigh as she lowered her head.

"Dammit! I just want to get this crap over with so I can help the others. I know Ice isn't going to help at all now that she has her research finished. Why can't I just cast the stupid spell without the ingredients." She groaned but stopped as she pulled a hoof to her mouth at what she had just said.

"What?!" Steel's voice was low and dangerous as he glared at the young unicorn before him. She turning to meet his gaze and backing away slightly upon seeing his eyes glowing.

"I'm sorry, I just wanted to see what the spell would do without the ingredients." She squeaked. "It worked fine without them, I just wanted to get this done so badly that I didn't care what the consequences were."

Steel stood there as the anger left his face, then was replaced with a grin. "So then, you are dedicated to our cause then?"

"Of course! Why wouldn't I be? I mean, you did offer me unlimited power to take over one of the nations outside of Equestria. I wasn't about to pass that up." She smiled nervously. "Why? Did you think I was going to just take this spell and run?"

"No, but I do have a question, How long have you known that the spell would work without the alchemical ingredients?"

"About a week after we started." She giggled. "I just got bored with all my failures and did the spell without the item's you requested they be done with. I mean, what's another failure if you already know it's going to fail right?" She chuckled. "Boy was I wrong. I was just lucky I was alone at the time, otherwise I may have gotten in trouble from going against procedure."

"So you've been toiling away all this time, still trying to get the spell right with the requested ingredients, even though you knew it would work without them? Why?" He asked giving her a questionable glare.

"I just wanted to do things properly so that we could all work together toward our goal. Regardless of what the others think, I want this, and I'm willing to do anything for that power." She gave a devious grin while making her comment, Steel's grin only matching hers as he nodded over to the door.

"Lock the doors my dear, I am going to show you something quite astonishing." He smiled as his horn lit up, locking one of the doors nearest to him. Kindle doing the same to the other doors on the far side of the room then coming back over to meet her friend and mentor.

"Now, I am only going to ask you this once more. Are you truly dedicated to our cause, and willing to follow our orders without question?" He asked her causing her to blink.

"Our orders?" She asked cocking her head slightly in confusion.

"Yes, our orders, you don't think that all of this was planned just by me do you?" He smirked causing her to nod. "Silly girl, You have yet to meet the one to give me these spells in the first place. She is the one who has requested our help." He grinned a little wider. "I'm sure you've heard of Discord, have you not?"

Kindle gave a nod, feeling the worry of what she was thinking of, actually becoming a reality.

"Well, as you know, Discord has been imprisoned in stone once again upon fighting the new Alicorn. I am not sure of all of the details, but he was powerful enough to put down the God of Chaos. However, Discord's daughter remained alive and well. She is the one who has asked for our help, and is willing to give us the world in return for taking that Alicorn's life. Are you still willing to help us with our endeavor?"

"I am, I want this more than anything. Even if it means I have to take his life, I know that our future will still be far better if we are in control." She smiled wickedly but stopped as she heard a voice from behind her, whipping around to see who had snuck into the room.

"I'm glad to see that you're so willing to help us little one." Screwball smiled to the young mare. "Seeing as you are so willing, I think I can allow you to cast the spell onto yourself without the ingredients added." She smiled warmly, but it quickly turned to a death glare as her eyes focused onto her. "But at the first sign of betrayal, or if you dare to not follow even a single order. I will personally snuff your life from existence. Is that understood?"

Kindle took a step back but nodded. Upon nodding in agreement, Screwball smiled again before turning to Steel.

"She's all yours then Steel, Do make sure she doesn't go insane though." She giggled before vanishing into thin air.

"Insane? What was she talking about?" Kindle asked Steel as she turned to him.

"The spell, without the aid of the ingredients, has been known to drive those that it has been cast on, insane. If you still want to go through with the trial and error of experimenting, you have that option still. But if not, I cannot guarantee that you will remain as you are in the mental capacity. If you have a strong mind and will like me." He trailed off for a moment as his horn glowed softly, releasing his guise to show his true form, causing Kindle to gasp upon seeing him. "Then you will be able to have untold power." He grinned wickedly toward her.

Kindle stood there for a few moments admiring Steel's true form. His body looked like living chromed steel while his eyes glowed a bright white. After a minute she smirked. "So, will I be on fire or something when I cast this spell?"

"My dear, you will have the very element of fire at your command, to do with as you please. What your body will turn into is not something I am familiar with. But if it is anything like me, then it will be just as intimidating." He chuckled.

"So then, how do we do this? Do I just cast the spell?" She asked.

"That's all you need to do. Just remember to put every bit of your magical reserve into the spell. The more power you have in the spell, the less likely chance you will have to go insane." He grinned as he stepped back.

Kindle smirked as she began to focus all of her power into her horn, it steadily began to grow in illumination as time passed on, the clear look of strain spreading across her face as she pumped every ounce of magic into her horn. After a couple of minutes her eyes flew open as the strain was gone and replaced with a blinding light coming from her eyes. The magic was released as her body began to glow a soft red and continued to grow a deeper red. Her mane began to slowly turn transparent as it moved about on its own, slowly turning into a licking flame. After several minutes passed the glowing subsided as she stood there silently, her head lowered and her eyes closed.

Steel stepped forward with his horn glowing, just in case the young unicorn had gone insane from the spell. "Kindle? How do you feel?" He asked.

Kindle slowly raised her head, her eyes glowing a bright red as she grinned wickedly. A plum of fire escaping her lips as she spoke. "What a rush!" She cackled for a moment before smiling toward Steel. "So is this the power you spoke of? I can feel it coursing through my very being. It feels............" She trailed off looking to Steel as he spoke.

"Indescribable? Amazing? More than you could have ever dreamed? I could go on." He laughed seeing her grin.

"By far, it's the best feeling I have ever experienced, and I won't give this up........... for anything, or anypony." She began to laugh softly, slowly turning into a mad cackle.

Samantha stood outside the door peering through the window of the door in complete shock as she looked at the two elemental ponies within the confines of the room. She stepped away quietly, removing her sneakers and walking down the hall to prevent any noise from coming from her as she made her silent escape. Upon exiting the building she quickly made her way home.

"Oh my God! What the hell did I just witness?" Samantha spoke in a shaking voice as she closed the door to her home behind her. Taking a seat and pressing her back against the door. She sat there for some time before she could get up enough nerve to get up and go to her bedroom. She took a seat on her bed, pulling her legs up to her chest and wrapping her arms around them as she went over what she had seen in her head. After a short time had passed, she had decided to keep what she had seen to herself. Going back to work would prove to be a little difficult, acting normally in front of her co-workers possibly harder. But she knew that something was up, and it would be up to her to find out what to do about it.

Author's Note

Just to let everyone know, Kindle's name as a LINK was not made by myself. It has something to do with the coding of the website. I have tried to alter it so that it does not show up as a link without changing the name but have failed. It only goes to google. but I still do not recommend clicking it.

165. Snuggle buddy and the Exploding Alicorn

"Finally finished, I can't believe it took a whole day to cast that damn spell." Midnight groaned as he crawled into his guest bed in the castle. It was later in the evening the next day when he had finished the spell. Twilight's Hearths Warming present had been finished and successfully tested. The battery would hold a full days worth of magic within it, in short, it would give her a full charge of magic that it would normally take her an entire day to accumulate on her own from the natural amount her body could make within that time. The gem itself would replenish itself over time as well, normally it would take the gem a full day to recharge itself had it been a short casting. However since Midnight went the extra mile and took an entire day to cast the spell, the gem would refill completely within ten minutes. The gem itself would have vulnerabilities from this as well, making it fragile to multi-charges. Should Twilight or any other pony that could use magic charge the gem more than three times within a day from completely empty, the gem would crack, and then explode like a ton of dynamite.

Just as Midnight was laying his head down onto his pillow, a knock came at the door startling him awake once again. He gave an annoyed snort as he groaned out.

"Go away, I'm trying to sleep." He said just before the door opened revealing the princess of the night.

"Now is that anyway to speak to royalty?" She smirked as she strode into the room.

"It is if you haven't slept in twenty-four hours and spent an entire day casting a spell to make a Hearths Warming present for somepony." H snorted as he lay his head back down onto his pillow giving a large yawn.

"Oh come now, surely you aren't as tired as you say you are." She giggled as she moved to the side of his bed. Midnight only raising his head to give her an incredulous look before speaking.

"Fair warning, if you don't let me get some sleep, I am going to pull you into bed with me and use you as a snuggle pillow." He smirked causing her to blush a little before backing away from him.

"You wouldn't dare!?" She spoke out with a giggle.

"You have five seconds to exit the room. Commencing countdown to snuggle." He grinned as he began to countdown.

"Five."

"You don't honestly think...."

"Four."

"That I would allow you...."

"Three."

"To threaten me with...."

"Two."

"Being snuggled should I....."

"One."

"Not leave you alAAAAACK!" She squeaked out as she was suddenly pulled into bed via Midnight's magic, Midnight quickly wrapping his hooves around her from behind so she couldn't kick him away.

"MIDNIGHT! WHAT HAS GOTTEN INTO YOU!?" She shouted just before a pillow was placed under her head. Midnight resting his head on top of hers giving a soft sigh as he snuggled her closer.

"Pillows, shouldn't talk. They should be quiet, and soft, and cuddly." He chuckled as he continued to hold her to him. After a minute she quit trying to get away which in turn surprised him.

"You do realize that once I am free, I am going to personally make you pay for this." She snorted.

"Uh huh, is that why you quit trying to get away." He chuckled feeling her tense up.

"Well........... It has been a long time since I have shared a bed with someone other than my sister. Much less a stallion......" She trailed off. "And I do find this, comfortable." She giggled.

"Then just relax and enjoy the moment, or at least until I fall asleep." He yawned. "By the way, why did you come in here anyway?" He asked before closing his eyes.

"Well, I was wondering why you had locked yourself away for the entire day, I was........ worried that somepony had upset you or something of that nature......." She trailed off for a moment. "But since you have obviously just been toiling away at casting a spell, I see no further use trying to convince you to come out." She stopped for a moment expecting a reply, but it never came. "Midnight? Did you fall asleep?" She asked softly as she slowly turned over to face him.

As she finished turning over slowly she gave a soft smile seeing the dark Alicorn's eyes shut, his breathing slow and steady, his mouth slightly parted as his warm breath gently caressed the Night Princess. She hadn't realized it, but a blush was slowly encasing her entire head as she realized that she was in bed, with a stallion that was for the first time, much larger than herself. She gave a girlish giggle wondering what her sister would think about her stallion having pulled her sister into bed with him.

While she lay there giving a giddy smile at the stallion sleeping soundly before her, she moved in slowly, giving him a quick kiss before slowly pulling herself from the bed and heading out of the room. Once she had closed the door behind her she shook her head giving another giggle before heading back down the hall.

"Well now, that was a surprise." Midnight chuckled softly to himself as he pressed a hoof to his lips. "Didn't think she had it in her to pull a stunt like that." He chuckled before closing his eyes and finally falling asleep.

XXX

Luna had made her way to her sisters quarters without stopping. Although it wasn't far from where Midnight was, there were still a few guards along the path. Some of which would nod to the princess or bow should they be lower ranked. Upon entering her sisters room, the sun princess smiled to her sister as she sat on the balcony reading a book.

"Good evening Luna, I take it you saw to why my stallion has locked himself away for an entire day?" She asked giving a soft smile.

"It appears as if he was casting a spell during that time to make a present for somepony." She giggled.

"Hmmmmm, curious. I wonder what spell he would need to cast for such a long period of time in order to create something." She asked looking rather thoughtful. "I guess I could ask him tomorrow." She smiled but cocked a brow looking to her sister whom was fidgeting slightly in her presence.

"I take it that wasn't all he did as well." Celestia grinned toward her sister causing her to blush and sputter slightly.

"N-no......... Yes............. Maybe?" Luna sputter giving a sheepish smile.

"You don't have to say anything if you feel uncomfortable about it. I have learned to expect strange behavior from my stallion whenever he is nearby. It proves to keep things interesting I must say." Celestia giggled softly as she got up and headed to her bed.

"Yes, he is full of surprises." Luna chuckled. "I guess I will leave to let you rest Tia, I will see you in the morning for breakfast." She said softly as she gave her sister a nuzzle before heading out of the room.

Luna made her way quietly toward her quarters without incident. Once she made her way inside, she headed toward her balcony as she gazed out toward the stars above, giving a smile as they twinkled brightly. As she stood there she looked over to her previous Hearthswarming present from Midnight. A large telescope that was a thousand times more powerful than any telescope that she had used before. The word MEAD engraved along the side of it. As she looked at it she pressed a small button on its side, turning it on. After a few seconds a small display lit up and she punched in a few numbers as it came to life and moved to a specific spot in the sky. Luna moved her vision to the eyepiece as she gazed through it to see a beautiful galaxy spread across her entire field of vision. It was more beautiful than anything she had ever seen while looking into the night sky.

(What Luna was seeing)

She would have to thank Midnight with a good present this year, as last year, her present to him was not anywhere near as nice as what he had gotten her. After a moment she smiled as her horn lit up as she looked into the heavens. Little twinkles of light suddenly popping into existence as she moved them about in the sky. After a few minutes and some precise calculations she was satisfied with the end result.

"A new constellation for a dear friend." She smiled as she looked over the horse shaped constellation in the sky. "Surely having something like this would be the best gift a pony could ask for." She beamed. I shall show this to him on Hearth's Warming night."

Luna continued to sit there as the cold night air passed her by, causing her coat to bristle as it nipped at her. After a few more minutes she came back inside and closed the doors to her balcony. She gave the constellation one final glance and smile before heading out of her room to do her nightly duties.

XXX

Morning arrived all to soon for Midnight as the sun crested over the horizon, its warm rays heating up his black coat as he lay sprawled out and cocked sideways in bed. He gave a soft yawn as he blinked away the nights sleep from his eyes.

"Time for another day to get some more present's." He yawned again as he hopped out of bed and stretched his wings and legs out.

As he made his way into the dining hall, he took a seat next to Celestia as she and Luna had already arrived early to have breakfast together.

"Mornin ladies." He smiled to them as he began to make a plate for himself. "I noticed you decided to leave after I fell asleep the other night Luna." He smirked to her causing her to spit out her drink in a comedic manner before gawking and blushing at him.

"Left after you had fallen asleep?" Celestia asked while cocking a brow at her sister.

"IT WAS HIS FAULT! I WAS TAKEN CAPTIVE!" Luna shouted before covering her mouth with her hooves.

"Captive my dear?" Celestia giggled as she looked to Midnight.

"I didn't see you trying to make an escape during my countdown warning." He chuckled seeing her entire body begin to turn a crimson red.

"I......... I......... I......." She stammered before throwing her hooves into the air in frustration. "UGH!"

"Luna was just in the wrong place at the wrong time. I spent yesterday casting a spell that would take twenty-four hours to finish. After I had completed the spell, I went to bed. Luna just so happened to wonder why I had locked myself away for a day and came to visit to see if she could cheer me up. I had just laid down to go to sleep, and you know how grumpy I am when sleep deprived." He chuckled. "She then ignored my warning about turning her into a snuggle pillow. I even gave her a countdown. I think she secretly wanted me to snuggle her." He grinned toward the Night princess who was just covering her face as she blushed.

"Did she not try to get away?" Celestia asked giving a hidden smirk.

"At first, after a couple minutes she relaxed and went with it. Even turning over and giving me a kiss before sneaking off." He grinned, giving a wink to the now in shock Night Princess as she stared at him.

"YOU WERE AWAKE?!" She squeaked out as her body never stopped blushing.

"I was being courteous and giving you ample chance to get away. I was rather tired and didn't feel like fighting all night. I just thought you might enjoy a little snuggle session on a cold night. Kinda surprised me though with that little smooch ya gave me." He grinned giving her a wink. "Had I known you thought that way about me, I would have asked you out on a date a while back."

At this moment, Luna was blushing so hard that even her mane was turning red. She began to speak, but all that came out was a jumbled of words that made no sense, then as if things couldn't get any more awkward. *THUD* She passed out from sheer embarrassment, hitting the floor with a soft thud. Celestia and Midnight looked over to her as her color began to turn to normal. Midnight got up from his seat giving an evil grin as he looked to Celestia.

"I wouldn't recommend doing what I think you are about to do." She chuckled as she covered her mouth from smiling so wide.

Midnight grinned evilly as he nudge Luna gently onto her back. Celestia let out a snort as she placed both hooves over her mouth to control herself. Even the guards standing at the door watched in horror at what was about to happen. Midnight took in a deep breath as he lowered his head and blew bubbles onto Luna's stomach.

XXX

"So are ya ready for the Hearths Warming party sugarcube?" Applejack asked Twilight as she was tossing some books at a glowing white orb that sent them flying onto the shelves around the library.

"Yes, and I even finished getting everypony their presents as well. A few days ahead of schedule thank goodness." She beamed as she tossed a few more books into the orb.

"Great, ah know Pinkie can't wait teh give that youngin his first present. Plus we get teh celebrate it tehgether in Canterlot castle this year as well. Can't believe it really. That dern fool of a stallion actually got the princess to let us have the party in the castle." She chuckled but stopped as a faint scream was heard outside causing the two ponies to rush out of the library to see who was doing the screaming. Once they had left the library the scream was quickly replaced by a loud explosion as a stream of black smoke began to fly from Canterlot castle toward Ponyville.

"What in Equestria?" Twilight began but stopped as the trail of smoke began to get closer toward their position.

"MOVE YER TAIL!" AJ shouted as she bowled the purple unicorn over just as the trail of smoke slammed into the ground where she was previously standing.

After the dust cleared the two ponies as well as everypony in the entire area walked over to the small crater to see Midnight in a heap, severely singed all over and still smoking.

"Ugh........... remind me never to surprise tickle Luna EVER again." He groaned in pain as he lay there.

"Ah'll go get the bandages." AJ said with a chuckle as she went into the library.

"I'll get the idiot." Twilight sighed as she levitated the Alicorn into the air and brought him into the library.

166. Finding the perfect presents

"Why do I torment myself so?" Midnight groaned as he laid on Twilight's bed covered in bandages while she was using her magic to heal the parts of him that were singed.

"If you would learn not to tease Luna, then I would suspect that you would come out a lot less singed and lack quite a few bruises as well." Twilight smirked to the Alicorn as he peeked through a bandage covering his head.

"Now ya'll should know better than teh mess with Luna. She ain't been around fer the past thousand years, so ya gotta give her time teh get used to yer antics sugarcube." Applejack smiled toward him, he only giving her an incredulous look.

"Luna has been around me for over a year now, this will be our second Hearthswarming together. If she can't get her tail out of a bind within a year, then she's just going to be a tight flank forever." He chuckled before wincing as Twilight removed a bandage.

"Hold still you big goof." She sighed in annoyance.

"Why can't you just heal me instead of putting bandages on me only to rip them off a few minutes later?" He groaned.

Twilight stopped for a moment before giving a sheepish smile.

"No............ You little SADIST!?" He yelled as he struggled with the bandages to get out of bed and pounce the evil lavender pony before him.

"Hey now, you deserve most of this punishment thank you very much. Always tormenting poor Luna. You should be ashamed." She retorted giving a huff.

Midnight stopped struggling as he glared at Twilight for a moment. "Really? You didn't say that when you helped me and Rarity play that prank on her before."

"THAT was before I knew she was going to use that stupid reversion spell on all of us." She snorted back as she pressed forward giving the Alicorn a return glare.

"So you wouldn't have went along with the prank if you knew that she would retaliate?" He smirked. "You are a sadist in disguise." He began to laugh but stopped as a lightning bolt erupted from Twilight's horn hitting him. "AAAAAHHH!"

He lay there twitching for a moment as Twilight turned, pointing her nose in the air and then trotting downstairs. Applejack stared at the now smoking Alicorn for a moment before giving a sigh as she walked up to the side of his bed.

"Ya'll got a screw loose or somethin?" She asked as she put out the small patch of burning fur near his shoulder.

"Not really, I just love these girls so much, it's hard not to pick on them." He chuckled. "Besides, life would be boring if we couldn't pick on each other a little. It's all in good fun." He chuckled as he pulled himself from bed, his horn lighting up as he cast a healing spell onto himself. "Besides, I knew Twilight was putting those bandages on me just to hurt me anyway. It's her way of telling me I did something she disapproves of. Well, that and the fact I think she may be a closet sadist as well as a pervert." He chuckled.

"I HEARD THAT!" Twilight shouted from downstairs causing him to flinch.

"I'm guessin ya like the pain is why ya keep doing it then huh." AJ chuckled, expecting a retort, but none came. She eyed the Alicorn for a moment. "Seriously?" She asked seeing Midnight give a sheepish grin.

"What can I say? I love it when my ladies beat me sometimes." He laughed.

"Well why didn't ya say so." Applejack grinned. "Ah gots a whole mess'o stuff ah'd like teh try out in one'o mah cellars." She grinned evilly causing Midnight to visibly stare in astonishment.

"I HEARD THAT TOO!" Twilight shouted causing them to laugh.

"I think I'd better go apologize to the abusive librarian before she decides to turn me into a gelding." He chuckled seeing AJ wince.

XXX

After a few minutes of begging forgiveness, Twilight eventually forgave the Alicorn for his shenanigans. But not before he promised to apologize to Luna for what he did earlier. After he agreed, she shooed him off so that she could finish up with organizing the library before the party at Canterlot castle the following day.

Midnight left the library to continue his search for the perfect gifts for the ponies left on his list, which included Luna, Starlight, Celestia, and Marina. As he took flight however, he began to mull over the possibilities of items he could get each of them. Celestia was a God, so getting anything for her would really be meaningless, the same applied for Luna really, but he wouldn't give up the search to find something for them. Starlight would be easy since he was still a foal, Marina would be a little tricky since she is a changeling. Of course he would have to get something for her to show her that his love for her as a father is true and never ending. After a few minutes of flying toward Canterlot he smiled as he thought of the perfect present for his adopted daughter.

"To the jewelry store and then to the photographer." He chuckled as his horn lit up, teleporting him into the center of Canterlot Marketplace. He looked around at the shops and the very few ponies that were out in the cold weather. After asking a couple of the ponies in the marketplace where he could find the jeweler, he was pointed into the right direction and headed toward the shop.

The bell above the door rang as Midnight entered into the jewelry shop, giving himself a shake from the cold winter air. As he looked from side to side at the various displays of jewelry he heard a voice call out to him followed by hoof steps.

"I'm sorry to say but we're closed for the evening........." The elder stallion trailed off as he saw Midnight standing before him. "Oh! Your majesty, I wasn't aware that you would be paying my shop a visit today, seeing as it is Hearths Warming eve and all." He smiled sheepishly.

"My apologies, but I have a last minute items that I wish to purchase for somepony. If you would allow me of course." He smiled to the shopkeeper who nodded as he stepped behind the counter.

"What are we looking for today? A ring, a pocket watch, a necklace?" He asked as he waved a hoof over the counters.

"I was looking for a two lockets. One will be going to my daughter, and the other to my bride to be. So they must be of the highest quality." He smiled happily.

"Ah, it sound's as if you love these two very much." He smiled as he began to shuffle through a cabinet that was below the counter and out of view.

"I do very much. My adopted daughter Marina, and Princess Celestia mean more to me than anything." He smiled seeing the shopkeeper look up at him with dinner plate eyes.

"Ahem! Well them, if you'll give me a moment to go in the back to get our select pieces, I am sure you will find something you like." He beamed as he stepped quickly into the back room. Midnight stepping forward as he looked into the counters at all of the fancy pieces of jewelry.

After a few minutes and a single crash of something falling later, the shopkeeper came back into the front with two boxes floating in his magical grasp. As he set them onto the counter he smiled while opening the flip top of each piece. Each locket had a brilliantly made necklace that was made of pure diamond. The links had been magically made without breaking the diamond allowing them to look like intricately laid and flattened chain links. On the bottom of the necklace hung a Ruby heart shaped locket that was held together by magic and split down the center. Midnight pulled a hoof up and gently touched the locket making it open slowly revealing the blank space where a photo would go in each piece. After a moment of looking at them in complete awe, Midnight smiled warmly to the shopkeeper.

"I'll take them both. How much do I owe you good stallion?" He asked as he opened his portal and pulled out a bag of bits.

"Well, they are quite expensive unfortunately due to how they were made........" He trailed off giving a sheepish grin.

"I would suspect so due to the intricate detail involved with them. So please, how much?"

"They're ten thousand bits each." He said giving a smile as silence filled the air for a moment, until the bag of bits hit the floor.

"Well, good thing Hearthswarming is only once a year." Midnight chuckled as he pulled a second bag of bits from his stash portal and set them both onto the counter.

The shopkeeper stood there as he quickly counted the bits, all the while his mouth hung open at just having made twenty thousand bits on a day that he wasn't even open. After a couple of minutes he finished and quickly placed the items into a bag each, then handing them over to Midnight who gave him a smile before placing the items into his stash portal and left the shop.

After leaving the shop he teleported into the castle and stopped a maid, asking her to locate a magical camera that would print out a photo that was just taken and meet him in Celestia's quarters. A short time later she had arrived with the camera and even set it up for him as she waited to take the said pictures.

"Midnight, is there a reason why you are taking a picture of all of us as a group?" Celestia asked as she picked up Starlight, placing him in front of her, while Midnight did the same to Marina.

"Its for someponies present's." He smiled to her. "Now everypony smile for the camera." He said causing them all to smile.

After a quick flash from the camera, a few pictures left the camera on a white film of paper. It was like a Polaroid camera, except it was done with magic. Midnight picked up two of the photos and placed the third into a picture frame, placing it next to Celestia's bed.

"I'll be back shortly." He smiled as he left the room leaving a semi-stunned family behind.

The two foals went back to playing while Celestia just cocked a brow in confusion. "What could he use those photos for as a Hearthswarming present?" She asked herself as she watched her foals playing.

XXX

After a few minutes of carefully cutting out the photos and then shrinking them to the right size, he placed them into each locket before wrapping them flip top boxes with some golden paper and a bow each, then writing Celestia and Marina's names onto them, he returned them to his stash portal for the time being. As he glanced out the window he noticed how dark it was getting out and knew he had little time left to acquire the last of the presents. After thinking for a few more minutes on some presents he settled on the idea of getting a few items from his home world by summoning them. He was just lucky enough that he had recopied his summoning spell from Twilight that he had used to acquire Luna's gift from last year.

After making his way back into his guest bedroom he took a seat on his bed, his horn glowing brightly as he began to summon items left and right. One item in particular was a problem, but after some quick thinking and an interplanal internet connection later. He had acquired Twilight, and Starlight's gifts.

Starlight would get most of the toys that he had summoned since Marina would get the locket as well as a few toys. Twilight would get an iPad completely filled with mostly downloaded books and quite a few games as well. Luna's was tough since it wasn't really a gift at all, more of an apology letter along with a little added bonus that he knew he would regret. But at least it would make thing even between them in the end. Now all that was left, was to wait for morning to arrive along with the rest of his ladies and friends.

167. Presents, presents, and slavery

Hearths Warming Day had finally arrived. Celestia had risen the sun at its normal time that morning, the rays shining brightly over the snow covered ground as it flooded through the windows of each and everypony. Midnight had made his way into Ponyville the previous night to bring his friends to the castle. The Elements of Harmony, Spike, Sweetiebelle, and Applebloom, had all arrived. Scootaloo would spend that time with her family, as Big Macintosh would spend that time with Granny Smith since she didn't like to travel when it was cold outside.

Midnight had spent most of the night arranging the presents below a large tree in the dining hall of the castle. Making sure that everything was perfect for everypony involved. By the time he was finished and had gone to bed, he was so tired he could barely keep his eyes open. That morning however was pleasant in all means, the castle staff had a couple of days off with pay to see their own families. Applejack being the favored cook of the group for home cooked meals, had gotten up at the crack of dawn as usual to make a hardy meal for everypony. Pinkie, of course joined her, making quite a few treats as well.

After the table had been set and all the ponies had awoken, they took a seat as they began to eat their breakfast. Marina even trying some of the sweets, since her overall form of sustenance was the love of her family and those around her. Starlight on the other hoof was being a little difficult when it came to concentrating on eating when there was a huge pile of presents laying around a massive tree not ten yards from the table. The morning carried on as the adults finished their breakfast and attempted to get the children to finish theirs as well. Another ten minutes passed before they were done and everypony began to gather around the tree so that presents could be exchanged.

To everyponies surprise, Celestia and Luna sat on either side of the tree as they hoofed out all of the presents. Midnight making sure to keep the best ones for last as they all began to open their gifts.

"Awesome!" Dash shouted as she tore open her gift seeing the Wonderbolt action figure. "I have been looking for this relic for years! How in the hay did you get it?!" She squealed happily as she flew over to hug the dark Alicorn.

"Just another perk from being me." He grinned giving her a wink.

"Oh........... my." Fluttershy said as she opened her present to see two tickets to Las Pegasus, and a bag full of golden bits. She looked to Midnight with an unsure glance as if to ask what this is for.

"Shy, I wanted to give you and Big Mac a kickstarter present for when you two get married. I'm not sure where you guys planned to have your honeymoon, but, if you wanted to go to Las Pegasus, then I'm glad to have helped. If not, you can always use the bits for the vacation of your dreams." He chuckled but stopped as he was suddenly wrapped in a hug from the yellow pegasus.

"Thank you." She said softly before pulling away.

"ME NEXT! ME NEXT!" Pinkie shouted as she carefully opened her present, already knowing what it was. She beamed seeing the awesome cake she had received last year as well, and began to happily cut pieces out for everypony.

Applejack stepped forward with her present and began to open it revealing a shiny looking set of red bands. She cocked a brow at them for a moment before reading the letter that came with them.

Applejack

Happy Hearthswarming love, I know that this present may not seem like much, but these bands are for your mane and tail. They are enchanted to keep you clean for those days when you are working on the farm. They will remove any and all dirt and perspiration that would normally attach itself to your being during that time. I hope you like them.

Midnight

"Well how'bout that. Thank ya kindly Night." AJ smiled before giving the stallion a quick kiss.

"Oh I wonder what this is?" Rarity smiled brightly as she began to open her present from Midnight. Once she pulled it open she gawked at the fabric within, her expression turning from shock to overjoyed at what she held in her hooves. She looked to Midnight for a moment before speaking. "Is....... Is this really?" She sputtered slightly.

"Mithril silk. Strongest cloth in Equestria. I also received several spells along with it so that you can enchant it easily." He smiled just before being bowled over as Rarity kissed his face all over. The children all sticking out their tongues and going.

"Eeeeeewwww."

After getting back up from Rarity's kissing assault, he watched as Twilight opened her gift only to give a look of confusion.
"Um, Midnight, what is this exactly? I've never seen or heard of anything like this before." She asked as she opened the package and levitated an iPad from within the box. Applejack seeing the back of it and automatically noticing the bitten silver apple on it.

"What is that? It's got an apple on the back'o it." AJ said as she nodded to it, Twilight turning it over and seeing it as well.

Midnight moved forward as he pulled it to him and pressed a button on the top corner of it, The screen coming to life and causing everypony to gasp at the sight.

"This, my friends, is technology from my world. It's called an iPad, and can do an assortment of things. I have a few games downloaded onto it, as well as about a hundred thousand books. I have also enchanted its power supply to never become exhausted." He smiled seeing Twilight's eyes light up in curiosity as well as confusion.

"How can something so tiny and thin hold so many books?" Twilight asked as she watched Midnight begin to work the overall controls of the device, as well as where everything was located.

"This is an electronic device Twi. It runs on electricity. Similar to the magical energy within your world. I just had to modify a gem battery to replace the regular battery inside it. Now it will never have to recharge itself. That isn't the only thing I got you though." He chuckled as he pulled a second gift out, hoofing it to her.

Twilight's eye's went wide as she looked at the small necklace and gem attached to it. Rarity gawking as well as she noticed what type of gem it was.

"Is that a...... Purple Diamond?!" Rarity gawked.

"An enchanted purple diamond. It's a mana battery that can hold a full days natural charge of magic from a single pony. In this case, Twilight. It can recharge to full in ten minutes as well once it runs out. But you would have to pull off some serious spells to drain that much magic. Be careful though, you can't charge it more than three times from empty to full in a day, otherwise it will break. I thought you might enjoy this for when your practicing your maGIC!?" He squeaked out the last bit as he was suddenly pulled into a tight hug.

"Ooooooo thankyouthankyouthankyouthankyouthankyou!" Twilight beamed as she placed the necklace onto herself and gazed at it.

Rarity gave the stallion a nudge to get his attention. "A purple diamond darling? That is quite a difficult item to get."

"Not as hard as getting mithril silk and comes with several spells made specifically to enchant it." He said giving her a cocked brow. "And just to let you all know, I got you what I thought you would like, and spared no expense in getting them. Some of you are a little more difficult to get present's for than others because of the way you live and your overall stubbornness." He winked to Applejack causing her to chuckle. "So don't think I don't love you just as much as one of the others just because I got something that seemed less expensive." He chuckled.

"I still see quite a few presents under the tree my dear, would you like for my sister and I to hoof them out?" Celestia asked giving a smile. Midnight giving a nod as she began to levitate the presents into separate piles. "My goodness, you seemed to have gone overboard on our little ones." She giggled as she began to pull many small presents into Marina and Starlight's piles. The two jumping around them in glee as they watched the piles get higher and higher.

Starlight began tearing his open rather quickly as Marina was opening hers slowly seeing the oddities before her. This being her first Hearth's warming eve she wanted it to last for as long as it could. After she had opened hers she began to play with here toys as did Starlight, both smiling and being happy as could be. That was of course until Celestia and Luna began to open their presents.

"Why thank you Pinkie." The two princess' smiled as they opened a box each that had the specially enchanted cake that she had gotten as well. Luna's eye twitching slightly at seeing it and remembering what had happened last year. They continued opening presents, each getting the same gift from each pony, some just in a separate color that would match them in some way, be it a cutiemark insignia, or other. Rarity having made them a lovely scarf each, Applejack having made a very special recipe apple pie for them as well. Twilight, giving them both a rare book that she had come across recently, while Dash would give them tickets to one of her first show with the Wonderbolt's in Canterlot. Fluttershy giving Celestia an over sized open birdcage for Philomena, and Luna a book on assertiveness while keeping your voice down.

The two crusaders that were present knew that their Uncle would give them the same thing as last year, but this time they wouldn't waste all of the bits on candy and useless items. Five hundred bits goes a long way when you don't buy useless items.

Then the final three presents came out. Midnight hoofing them to Celestia Luna and Marina. The young changeling opening hers first and looking at it in awe as she pulled it out.

"What is it daddy? It's very pretty." She smiled as Midnight pressed a hoof gently to the center of the heart shaped pendant, it splitting down the center and slowly opening to reveal the picture they had all taken together the previous day.

"This is to show you that you are part of a family now, and you never have to worry about anything ever again. We will always love you no matter what, so don't think that if we get a little busy at times that we don't love you." He smiled down to her as her eyes teared up a little. He picked her up gently and gave her a hug, the love radiating from him to her.

*Buuuuurp* "Scuse me." Marina said giving a sheepish smile.

Celestia smiled as she opened her present seeing the same thing that her daughter had just received, but quite a bit bigger for her neck. "Thank you Midnight, I shall keep it on my being always." She giggled softly before giving him a quick kiss.

All attention was now on Luna as she was opening her present, pulling out a small piece of paper and reading it to herself. Midnight immediately gave a sigh seeing her expression turn from shock to bemusement, then to a sinister grin as her eyes flickered to him.

"Dear sister? What did you get?" Celestia asked as she floated the note over to read it. She gave an annoyed sigh as she looked to Midnight. "I am afraid that you may have gotten yourself into something rather deep this time my dear." She chuckled seeing Luna rub he hooves together in an evil manner, causing all of the others to look between them curiously?

"Slave for a day to make up for all of your prior transgressions against me Midnight? I do believe my sister is correct. You will regret this. But not today. Perhaps in early spring or summer. But not now." She began to laugh maniacally, slowly coming to a stop as she grinned evilly at him.

"I get the feeling that this has happened before with another pony." Midnight shuddered as he looked to Celestia seeing her nod.

"Yes, I am sure you have seen the memorial we have in the palace garden correct?" She asked seeing him nod. "That belongs to the last pony who offered Luna the same thing. Needless to say he didn't survive the MMMPH!" Celestia was quickly silenced by Luna's hoof being placed into her mouth quickly to prevent those words from being spoke.

"You vowed never to reveal that days events sister, and I shall hold you to that." She grinned seeing Celestia roll her eyes.

"Uh oh, ah think our stallion just stepped in it this time." AJ chuckled seeing his nervous expression.

"He did, but let us not worry about what is to come, as this is a happy occasion, and this present has most certainly made me very happy." Luna beamed. "On with the festivities!" She announced as Pinkie pull several board games out of nowhere and began to set them up.

The rest of the evening went along very nicely. Many games being played, the children playing together with all of the toys that Starlight and Marina had received. They even going as far as to build a pillow fort and everypony joining in on the mock battle of the sacred pillow.

Twilight was sitting idly scrolling through the massive database of books that was within the tablet device she had gotten. They were all of course books from Midnight's home world, but there were countless sources of knowledge as well as fiction in it.

As the day went on, they began to tell stories about previous events, laughing at many of them, while some of the others brought them together in a huddle of fear. Plans for New Years even discussed as to what they would be doing then. Then the one subject that Midnight had avoided at all costs came up.

"So when are we getting married Midnight?" Twilight spoke up causing him to sputter, and make the others laugh.

"W-well.......... I hadn't really picked a date as of yet. I know each of you have your favorite time of the year, and I figured we could all compromise on the date.

"How about the day after the Summer Sun Celebration?" Celestia said with a smile. That weeks weather is planned to be sunny, and it would be nice to have it without having a cloud in the sky."

After a few nods from the other brides, they all agreed on the day. Rarity would end up making the dresses, except for Celestia's. As she had had one made long ago for her first wedding that never came to be, but that is a story for another time. As for the rest of the day, many plans would be made, many by Luna for the day she chose to make Midnight pay for all of the pranks he had pulled on her in the past.

168. A vacation on New Years

Hearths Warming Day had come to a close, but not before Midnight had received presents from his ladies and friends as well. Twilight giving him a books as usual from her choice of presents for everypony. Applejack giving him a custom made saddle for when he takes her, Twilight, or any other pony on a flight. Dash giving him an autographed poster of herself with the Wonderbolts. Rarity giving him an enchanted horn ring that would magnify some of his spells when cast. Fluttershy, along with Big Macintosh, gave him a hoof sewn quilt. The crusaders had gotten together on their present, making him a vinyl record of Sweetiebelle singing several songs, Applebloom having made the artwork for the sleeve that the record resided in, and Scootaloo having found a place to have it all made at. Pinkie, of course made some treats for the Alicorn, smiling widely as he munched on them happily. Celestia had advised him that her present would need to wait til later on when they were alone.

However, upon nightfall, Luna had told Midnight that her present was not a tangible item. Even though he had made her angry many times over, she still felt that all of his good deeds that he had done for Luna and toward her deserved at least a present worth mentioning. Upon nightfall though, the group had made their way outside into the cold night air as they gazed at all of the beautiful stars that twinkled in the night sky. Luna stepping forth and turning to the group with a smile.

"Midnight, although you have gone to great lengths to torment me on several occasions, you have also been one of the best friends that I and the rest of Equestria could have ever asked for. So for this reason, I would like to honor you with something that only I can do." She smiled softly seeing the Alicorn raise a brow at the comment.

"I'm almost afraid to ask, but what is it that only you can do?" He asked feeling a little nervous.

"I have made something just for you." She smiled as she looked to the heavens making the constellation she had made the previous night twinkle brightly in the sky. "This constellation is what I am referring to. I have dubbed it, 'The Midnight Stallion'."

Midnight stood there in awe for what seemed like hours as he gaze at the brightly shining field of stars before speaking.

"Y-you really did that............. for me? Even after all of my pranks?" He asked as he felt his heart swell with joy.

"I did, even if you are annoying at times, I still respect you and your ways. You are the best friend that I have ever had, and I wanted to thank you properly. Although this does not equal in value to what I truly feel that I owe you, It is still something that I believe you deserve in the end." She smiled as she stepped forward giving the dark Alicorn a hug.

"Luna.......... I............ can't believe you did something like this for me. Thank you." He smiled down to her giving her a warm hug back.

"Your still not getting out of your present." She grinned.

"Dammit........." He sighed making everypony laugh.

XXX

The following day fared much better for everypony as they were getting ready for new years. It was going to be sunny all across the land so that each and everypony could come out and watch a meteor shower to ring in the new year, made specifically by Luna for the enjoyment of all to see. However, not everypony was getting ready to celebrate. As we are about to see.

"DAMMIT!" Kindle growled to herself as she looked at the floor of her home that she had just walked across. It was singed to a dark black, leaving hoofprints burned into the floor from each step she took. "How in Tatarus am I going to fix that?!" She groaned as she walked around seeing her hoof prints still leaving a smoking trail behind her. She stopped for a moment as her horn lit up to cast a guise spell and shield spell onto herself. The guise turning her back into her old self while the shield spell was wrapped around her hooves to prevent the floor of her home from being burned further than what it was currently. She gave a sigh as she cast several more spells onto the areas from which she had burned, cleaning them nicely but still having left the imprint of her hooves burned into the floor.

After making sure that her house wouldn't catch on fire from her new elemental nature, she made her way into the bathroom to take a shower. Turning the hot water on she waited until it began to steam before placing a hoof into the stream to check the temperature. She cocked a brow as she felt that the water was cold, but steaming from being so hot. She turned the cold water all the way off and the hot water up a notch, hoping that it would be at least luke warm for her. After pressing her hoof into the water a second time she gave a sigh seeing that the water was still cold.

"I guess that being the element of fire is going to be a little more difficult than I first thought." She sighed as her horn lit up, casting a spell onto the now full tub of water that was steaming from the hot water. The steam stopping its accent toward the ceiling and no longer evaporating. She gave a smile as her horn lit up once again as she cast another spell onto the water. The tub it was in starting to smolder slightly as she stared at it. She pulled a hoof up and placed it gently into the water feeling that it was now rather warm to her touch. She cast one final spell to check the overall temperature of the water giving a wide eyed expression as the results were clear.

"Seven hundred degree? And its just a little more than warm for me?" She groaned as she slowly stepped into the tub and relaxed, giving a sigh as the water enveloped her. "I have a feeling that this is going to be quite bothersome in the future. But at least I've got the power I wanted." She smiled before giving a glum look. "I still can't believe I fooled Steel though. I don't want to kill anypony, I just wanted this power to help them in case something happened and they needed a hero like Mare-Do-Well." She smiled. "Now that was a hero. Always out protecting the ponies and saving the day, she's almost as cool as that new Alicorn, Midnight." She giggled remembering her previous experience with the stallion. After a few minutes of reminiscing about her date, along with the fact that she had tried to seduce the Alicorn only to fail, brought a smile across her face.

"Maybe I could be the good guy?" She thought to herself as she continue to lay in the scalding water. "I mean, I wanted to get back at all of those idiots from my past, but now that I actually have the power........" She trailed off thinking about how easy it would be to just wipe out an entire nation with her newly acquired power. "No........... I can't, It wouldn't be right." She sighed as she splash a little of the water out of the tub and onto the floor, it turning to steam as it hit. "Maybe I should just get rid of this power. I can't even take a bath or walk around without something catching ablaze or water turning to steam before it even touches me." She sighed a she pulled herself from the tub, the water in her fur vaporizing as the cool air touched it. Using her magic she lowered the temperature f the water before letting it drain. She would have to get used to the fact that her new found powers would also cause quite a bit of difficult living for her now.

As she headed toward bed she stopped in front of a mirror to gaze at her new body. Her coat is now a blistering red that moved slightly, like the heat waves you see coming from a something that has been heated up in the summer sun. Her mane and tail remained on fire, the licking flame more real the ethereal like Midnight's. Her eyes had changed color to a sinister looking red, further enhancing her overall intimidating looks. She turned her expression to that of something more evil and sinister and automatically recoiled from seeing it. It wasn't her, this body wasn't hers. It was meant for something far more evil. More sinister than anything she could think of. It was meant for killing............. everything. She gave a heavy sigh as a tear slowly fell from her eyes, trailing down her cheek and finally falling to the floor, causing the spot to his loudly as it made contact. She leaned down to look at the spot and noticed that it was slowly being eaten away.

"Acid? You have got to be kidding me!?" She said before taking a sniff of the air around the spot. "No, it's sulfur." She said as she rubbed the spot with her hoof to get it to stop smoking. "Dammit, I can't even feel bad without damaging something now. What the hell?! I'm starting to regret even doing this now." She groaned as she stomped toward her bed but stopped as her horn lit up to cast several spells onto everything in the room to prevent it from catching fire from her higher temperature.

After a few minutes she finally lay down to go to sleep As she lay there she couldn't help but think over all of the things she would now have to change in the future just to keep herself alive and well. But considering the spell that had been cast on her. She wouldn't really need much to survive on. Her new diet would be bothersome overall since everything that got within a few feet of her would catch fire, burn, or evaporate unless enchanted. Her new diet would consist of gemstones since they would not melt unless heated to a few thousand degree or more. To bad she wasn't a dragon or she might enjoy that option.

As she continued laying there, going over her options, she gazed out the window to the brightly star lit sky. She gave a slight smile seeing a new constellation in the shape of a certain fire maned stallion she knew.

"I guess that big lug got into good graces with Princess Luna." She chuckled. "She must like him quite a bit if she did that for him." She said as she gave a yawn. "So what should I do?" She asked herself as she rolled onto her back to stare at the ceiling. "Should I continue with my plans, or should I just quite and disappear until the impending war starts and passes?" She stopped however as she thought of the possible outcomes. "what if Steel actually wins and I'm not there to have helped?! He'll hunt me down and kill me." She whimpered softly at the thought. "But what if the princess' and Midnight win and I'm on the opposing team? They'll banish me or kill me as well." She gawked. "Oh Celestia, what will I do?" She sighed as she lay back in her bed, mulling over the possibilities that could come out of this whole mess.

"Either way, I think thing's aren't going to turn out in my favor in the end." She sighed softly before turning over and closing her eyes to try and fall asleep. She would have to go over the ideas tomorrow while at work.

XXX

"Dammit!" Kindle groaned as she stepped into the lab to see nopony around.

"Forgot about me giving everypony time off did we?" Steel spoke up with a chuckle.

"Yea, figured pass the time by trying the left over spells and trying to get them to work with the alchemical agents. It's not like I have anything else to do." She sighed.

"Then why not go on a little vacation? How about you go spy on our target? I'm sure you can get in his good graces once again, if not find out a few details from the horses he has as mates. I'm sure any intel that we can get would be of use in the near future." Steel chuckled for a moment.

"I......... guess that's not a bad idea." She trailed off for a moment. "I guess a trip to Ponyville is in order then." She smiled softly before heading to the door of the lab.

"Do keep your guise up though. I am sure that you will be questioned a lot if you go around melting all the snow as you step through it." He smirked.

"Will do." She said as she left the lab, giving a sigh of relief as she was no longer in Steel's presence.

XXX

Kindle had taken the train from Philly Delphia all the way to Ponyville, It took several hours through the thick snow covered tracks, but she had made it none the less. Upon stepping out of the train she shivered upon feeling the cold wind rush past her. Her guise faltering for just a moment to melt some of the snow that stood around her. Luckily for her, no other ponies were out at this hour.

After a few minutes of walking she had finally come to an inn just down the street from town hall and Sugar Cube corner. As she entered though she could feel the cold air replaced with the tinge of warmth from the fireplace that was burning brightly on the far side of the main room of the inn.

"My goodness, what is a young mare like yourself doing out in this cold weather?" An elder stallion spoke up from his desk as he peered over the top of it to see her trotting over to him.

Kindle turned to the voice, walking over to the tall desk and peered over it to see the elder stallion smiling at her. "I just arrived in town and was looking for a room for the night, you wouldn't happen to have one available do you?" She asked giving a smile.

"We do, it'll be twenty bits for a night though. The holiday season along with new years has kept us pretty booked." He started but stopped as she hoofed the bits over to him.

"It's not a problem, I'm just in town visiting a friend. It's a little late for me to stop by and surprise him though." She giggled softly.

"Ah, a good friend I take it?" He smiled giving her a wink and causing her to blush.

"N-not really, He has several mares already, I'm just a friend, nothing special." She smiled softly to the elder stallion.

"You say he has several mares?" He asked cocking a brow. "I only know of one stallion in this small town that has the gall to have several mares, and that would be Mr. Flame." He smirked. "And you say your just friends with him?" He asked seeing her nod. "Well then, a friend of the savior of Equestria deserves a discount at this inn." He smiled as he hoofed back half of the bits she had just paid him. "If you do see him tomorrow, please tell him to stop by. I'd like for him to autograph a photo for my granddaughter." He chuckled.

"I will, and thank you." She smiled as she headed to her room for the night. Maybe tomorrow would be more promising than she first thought.

169. Friends? Or enemies?

The following day started out like most before it. Kindle would get up, brush her mane and tail, head out and into town to grab breakfast before walking around aimlessly to try and locate the stallion she was looking for. It was already the day after Hearths Warming, and many of the residents of Ponyville who had taken the chance to visit family out of town, were now heading back home. The train station was very busy as there would be a train pulling in almost every other hour to let ponies off of it.

Kindle had spoken with several ponies in town who stated that they had seen the dark Alicorn along with a group of other ponies, leave Ponyville a couple of days prior. She could only guess that they had traveled out of town to see family and friends as well. After making her way to the train station she sat idly inside the station, watching the trains come and go as she awaited the arrival of the Alicorn along with his friends. After sitting there for around four hours, another train arrived to let ponies off and head back home. To Kindle's delight, she saw the dark Alicorn step off of the train, along with a gaggle of mares and two fillies.

"There is no way he has two fillies." She gawked for a moment before seeing the stallion pick up the two fillies and place them onto his back, a smile never leaving his face. "Then again, I could be wrong." She hesitated for a moment, thinking of whether or not to step out of the inside of the station to say hi to him. But she was feeling conflicted. She new that he was her friend, but what would happen if she just showed up out of nowhere to say hi to him when he had six mares around him already. Were they all his mares? Or were they his friends as well? Maybe even both! She was mulling over all of the possibilities that she failed to notice that he had stopped just inside the station once he saw her.

"Hey Kindle! You ok?" The voice of the dark Alicorn spoke up causing her to snap to attention.

"OH! Um, Hi Midnight." She smiled sheepishly seeing the rest of the mare having stopped to see this new mare that Midnight apparently knew.

"What are you doing in Ponyville? I thought you and your team were to busy working on your project to take a vacation." He chuckled to the fire red mare before him.

"Well, we had a breakthrough with two of the members, so Steel gave us a week off to have some fun. I thought I might pay a friend a visit to see how he was doing." She smiled nervously toward him upon seeing the other mares who had stopped along with him to see who she was.

"Well that is wonderful news. I'm happy for you and your team. You did say that you've been working on that project for over a year now correct?" He asked seeing her nod. "Well then it was about time that you had some success in getting some results. Congrats doll." He beamed.

Kindle blushed a little beneath her coat upon hearing those words from the stallion. She stopped however as she noticed everypony pant slightly.

"Is it just me or did it get rather warm in here rather quickly?" Rarity asked as she attempted to fan herself with a flier that she had pulled from a nearby board.

Kindle gulped for a moment as her horn lit up for a second to recast her heat shield around herself to keep her new temperature from being detected. The group smiled as the heat vanished and was replaced by the stale air of the inside of the train station.

"Were you leaving Ponyville? Or were you waiting for somepony?" Midnight asked the fire red unicorn.

"I was actually waiting on you to return. A few ponies said that you had left for Canterlot the other day and was going to return today. I just thought I would stop by and see how you were doing." She smiled nervously seeing several of the mares near him giving her a scrutinizing look.

"Well now, that's a surprise, but not an unwelcome one." He chuckled. "Oh, You have yet to me my friends and my fiance's." He smiled as he stepped to the side as he introduced each of the mares that was with him along with the two fillies that were on his back and a small purple dragon.

Rarity gave a smile as she stepped forward. "It's so nice to meet one of my stallions many friends. What pray tell brought you to Ponyville though? Surely you didn't just stop by to pay our darling stallion a surprise visit, did you?" She asked but stopped as she saw the sheepish smile spreading across Kindles face.

"Well, you could say that." Kindle giggled but stopped as she received several stares from the group, including a couple of nasty glares. "Don't worry though, he is just a friend is all. I........ don't have any family to visit during this time of the year." She pouted a little looking away, but was suddenly swept up in a hug by the group.

"Then you'll just have to be a part of our family." Pinkie smiled widely at her, the rest nodding or agreeing as well.

"I don't want to impose." Kindle said as she wiggled slightly within the group.

"Nonsense, If you have no family to call your own, then you are more than welcome to spend some time with us." Rarity beamed at her.

"Absolutely. I know how hard it is when you can't visit family during the holidays, my brother is married to princess Cadence, and my mother and father tend to disappear during this time of year. So I take time to spend it with my stallion and my friends." Twilight smiled to them all.

"Th- thank you all, I honestly don't know what to say." Kindle said with a soft smile.

"Then don't say ah thang sugarcube. Jes enjoy your time with your friends." Applejack chuckled as she pulled the unicorn from the group. "Now how'bout we get home so we can unpack. Ya'll'er welcome teh spend the night at the farm if'n ya want. It's my night teh have this'n over anyway." AJ chuckled again as she winked to the Alicorn.

"Thank you, but, how can you just up and trust me like that?" Kindle asked giving her a peculiar glance.

"Well, ya'll er friends with Night, an ya don't seem teh have any ill intent. Unless o'course ya plan teh try an steal'im away from us. Then there'll be a problem." AJ smirked giving a chuckle. "Seeing as ya seem like ah nice pony though, ah don't think we should worry none. Side's, we got this'n here pegged. He ain't goin teh stray anytime soon." She laughed as she gave the Alicorn a playful shove.

"Yea, yea, I can't go out with any more mares now that I'm getting married. I have four lovely ladies that can put up with my antics, why should I ask for more?" Midnight laughed as he got another shove from Twilight.

The group began to walk toward town as they continued to talk.

"Four mare's? So who all here is getting married to you then?" Kindle asked as she looked through the group.

"Well, Rarity was the first one I asked." He said as Rarity beamed happily at him. "Then Twilight." He chuckled seeing her nudge him again. "Then Applejack." He laughed as he gave her a playful nudge.

"But that's only three, you said you had four." Kindle asked as he looked to the others within the group.

"Well, the fourth would be Princess Celestia." He chuckled seeing Kindle gawk at him. "As you know, she stays in Canterlot. So having her come to visit Ponyville isn't an easy task during this time of the season."

"That is............ just............... whoa." Kindle stuttered as she mulled over the relationship that Midnight was in.

'So he is getting married to Twilight Sparkle, the prodigy of Celestia herself. Rarity, a fashion designer. Applejack, one of the biggest pioneer's in Equestria for the food industry. And then to Princess Celestia?! Either this Alicorn is incredibly lucky, or completely insane to have done this.' Kindle thought as they continued walking through town. Making stops at several places until all that was left of the group was herself, Applejack, Applebloom, and Midnight, as they headed toward Sweet Apple Acres.

XXX

Upon arriving at the farm house, the small group was greeted by a large red earth stallion and an elder light green mare. The group spent a couple of minutes talking and exchanging hugs as they all headed inside. Introductions were made yet again between Kindle and the rest of the Apple family as they sat down at the kitchen table to have an early dinner.

"So yer just a friend from the big city eh?" Granny Smith piped up giving a soft smile.

"Yea, Midnight visited my team a few months back to check on a rumor about another human. That other human is my friend and co-worker. So we managed to get together and become friends." Kindle smiled over to the stallion.

"How is Samantha doing? I haven't been able to visit again due to so much going on here. With all of the wedding plans, and the holidays zipping by. You could say that I've been as busy as Celestia just trying to keep up." Midnight chuckled.

"Ya'll er gonna have teh take a break eventually brother. Ah think new years'd be a good opportunity teh do jes that." Big Macintosh chuckled toward the Alicorn.

"That does sound good, I know Pinkie will be throwing a party again like always, and I'm sure we could grab a couple of barrels of cider to help with the celebration. It's only a couple more days away anyway. Why not join us Kindle? I'm sure you can take a few extra days to celebrate the new year with us can't you?" Midnight asked giving her a wink.

"I would love to, if that's ok with your friends that is." She smiled nervously toward AJ.

"Sugarcube, yer as much of a friend to us as that big lug sitting across from ya. Yer more than welcome to join our lil festivities." AJ chuckled toward Kindle.

"I would be honored to join everypony this year." She smiled seeing them all smile to her.

XXX

After dinner had been eaten and the dishes washed by the dark Alicorn, the group headed into the living room to sit in front of the roaring fireplace as it warmed the room. Kindle took this opportunity to sit close to the fire and release part of her magical field so that she could enjoy the moment by not worrying about her loosing to much magic while keeping herself from burning down the entire house. Kindle sat quietly starring into the fireplace as AJ pressed up against Midnight on the couch. Big Macintosh and Applebloom were playing checkers on the floor while Granny Smith was asleep in her rocking chair near the fireplace.

After a short time they began to file toward their bedrooms, Kindle being shown to the guest bedroom while AJ and Midnight went into her room for the night. Upon laying down and casting several spells onto the room to prevent herself from causing a fire while she slept, she glanced out the window to gaze at the stars that filled the sky. After a few minutes she pulled herself from her bed and headed over to the window, opening it and laying her head onto the window seal to look at the brightly lit, star filled sky.

"It's so beautiful out here compared to the city, and so peaceful. I can see so many stars that I feel like............ like......." She trailed off as Midnight spoke up.

"Like you could fall into the sea of stars and get lost in them?" He smiled from his window next door. Kindle looking over to see him gazing toward the sky.

"Y-yea........" She trailed off.

After a few minutes, she pulled her head back into her room with a sigh. Closing the window and heading back to her bed, but stopped as a knock came from her door. "Come in." She said as she noticed the orange glow from Midnight's mane before he even entered.

"Hey, need somepony to talk to?" He asked as he came into the room and closed the door behind him.

"Not really.........." She trailed off as her horn lit up to quickly cast her shield spell onto herself once again. Midnight not really paying attention to the sudden use of magic as he took a seat next to her bed, looking to the floor.

"You know I'm your friend right? You can talk to me about anything." He smiled over to her seeing her lay her ears back slightly in a blush.

"I know, but it's not something I can freely talk about." She sighed as she sat down facing away from him and looking out the window toward the star filled sky.

"Still though, if you ever feel you need somepony to talk to, you can speak to me, or any of those that you've met today. I'm sure they can help you out if you just ask." He said as he trailed off before starting again.

"What was the real reason you came to Ponyville?" He asked as he watched her tense up at the question.

"I...... can't say." She sighed. "It's not that I don't want to tell you, it's that I can't." She growled to herself as she flopped backwards onto her bed.

"Well, in any case, I'll be here in case you ever feel the need to tell me whats on your mind. You are my friend after all, and that's what friends do for each other. They are there for each other when they need them." He smiled as he stood up and looked down to her as she looked away blushing.

"Thank you............ " She said softly as she slowly curled up in her covers, Midnight taking his leave from the room and closing the door quietly behind him.

Kindle lay there quietly as she mulled over what she had gone through that day, and the new friends she had made in the process. In time she knew she would have to fight them all, and when that moment arrived, could she really do that? Or would she go against her other friends and co-workers to help save Equestria, and the world.

170. Secret's revealed

"How the hell did I end up in this mess?!" Kindle thought to herself as she galloped full stride through the Ever Free Forest. Dodging trees left and right as many of the dead leaves and trees burst into flame as she strode by them. Leaving a very clear trail of destruction behind her from her elemental magic.

"Don't let up! We need to put that pony down!" Shouted a male from further back that was trailing her with a group of Royal Guard.

Kindle kept running frantically through the woods as she could hear them getting closer. She knew she could take them all on and kill them easily, but she didn't even remember how she had ended up in the forest, and being chased by them in the first place. As she continued on she finally hit a clearing as she made her way through the field of high weeds. After a minute she noticed Midnight standing in the field looking to her with a sad expression. She came to a halt as she panted heavily from the nonstop sprint she had endured through the forest.

"Midnight, thank the maker. You've got to help me!?" She began but stopped as she was quickly levitated off the ground, a magic horn ring placed onto her horn to prevent her from using magic. She looked to Midnight in shock as he stand there, tears streaming down his face as his expression turned to that of pure rage. It was then that she looked to his side seeing the dead bodies of the Elements of harmony, Celestia, Luna, and many other ponies as well. She looked back to Midnight in horror as she spoke softly.

"Who..........did this?" She asked as tears began to stream from her face. They stopped however as she watched the dark Alicorns mane turn from its normal orange and red into a solid black licking flame that began to slowly envelope his entire body.

"You............... You were the one................ who took away everything............... everything I held dear................. everything I loved................... everything I have dreamed of................. and now your going to pay for this................ for the rest of your natural life I will torment you as you have tormented me byt taking away everything I had. Not even God himself will be able to save you now." He spoke as his horn lit up, a beam hitting Kindle and causing her to scream out in pain.

*GASP*

Kindle shot up in bed as she looked around the guest room she was in, her heart pounding in her chest as her eyes darted around to see if she was alone or not. After a few seconds she gave a sobbing sigh as she pressed her hooves to her face in disbelief.

"It was all a dream........." She began to sob as she thought over what she had seen. The utter devastation that had been dealt to the world around her. The vast amount of deaths and pain that had been caused from a war that was yet to be. She continued sitting in her bed until a voice came from outside her room.

"Come on down for breakfast Kindle, it'll get cold if you wait any longer." Midnight shouted from halfway up the stairs.

"I'll.............. be down shortly." She spoke out nervously as she slowly pulled herself from the bed and began to brush her mane and tail out, casting several spells onto herself to refresh them.

After a few minutes had passed by, Kindle had made her way downstairs and into the kitchen to see a plate of food waiting for her. The others had already eaten and headed out for the day while Midnight was taking care of the dishes like he normally would when being a guest in the Apple families home.

"Bout time you woke up sleepy head." Midnight chuckled as his gaze never left the dishes he was washing.

"Yea, sorry about that. I didn't sleep well last night." She yawned as she took a seat and began to consume her breakfast.

"Didn't sleep well? That's odd. These are probably the most comfortable beds I have ever slept in next to a cloud bed." Midnight chuckled. "Care to talk about it?"

"I'd rather not." She began. "I.......... just had a nightmare is all." She sighed.

Midnight turned from the dishes to look at her expression of sadness. Taking the opportunity, he trotted over to her and gave her a loving hug, feeling her tense up at the hug for a moment before relaxing.

"I don't know what you dreamed, but if you aren't willing to talk about it, then I can't try my best to help you. Sometimes we all have bad dreams. Others, not so much. But if you ever need a pony to talk to, I'm here for you." He smiled down to her seeing her give a disheartened smile back.

"Even if.............." She trailed off for a moment shaking her head. "Never mind." She finished with a sigh as she pulled away from him.

"Hey now, if you want to talk then go ahead. I will try my best to help you out if I can." He smiled softly to her seeing her expression become a little more nervous.

"It's just that........... In my dream I saw a lot of death and destruction.............. I've never seen that before and it scarred me." She sighed as she closed her eyes tightly. "You were there as well............ but you weren't you. Your mane and tail were solid black and moving like it is now. Then you............ you............... hurt me." She finished as she pressed her hooves to her face as she began to cry softly.

Midnight stood there in slight shock from hearing this. Gently pulling the crimson unicorn into a hug and wrapping his wings around her lovingly.

"Kindle, it's ok. You don't have to worry......... It was just a dream afterall. Your safe here, so please don't think I would hurt you. You're my friend, and friends don't hurt each other." He smiled down to her as she moved her hooves from her eyes to look up at him. "There now." He smiled softly to her. "Don't ever worry yourself for any reason when it comes to me. I am your friend, and as your friend I will do anything within my power to help you." He smiled to her but stopped suddenly as she pressed up and forward to him, there lips meeting for just a moment before she pulled away and pressed her head gently to his chest as she spoke.

"Thank you..........." She sighed before pushing away gently and walking into the living room leaving a stunned Alicorn in her wake.

Midnight sat there quietly as his brain attempted to kick start itself once again. After a couple of minutes he shook himself back to reality as he made his way into the living room to see Kindle sitting very close to the fireplace.

"Kindle? Um........" He trailed off as he tried to think of the proper thing to say to her. "I'm not sure what to say, but I will say this. Regardless of what you feel, I will still be here for you if you need me. Maybe not as your stallion, but definitely as your friend." He smiled warmly to her as her began to get closer but stopped as the heat surrounding the crimson unicorn became unbearable to stand in due to the heat. He back peddled a bit before pressing forward once again only to stop as the heat began to burn his face and make him cough. He quickly used his magic to pull Kindle away from the fire and toward him but stopped as he pressed her forward again as the heat intensified around him.

"What the hell?!" He coughed for a moment as Kindle turned to him.

"Midnight, I don't want to lie anymore about this. Can we talk in private? Away from the farm?" She said as her horn lit up to cast her shield spell onto herself once again.

Midnight gave her a questioning look for a moment before nodding as his horn lit up and they vanished in a flash of light.

XXX

The two ponies reappeared in a wide open meadow on the farm. Snow covering the field far and wide as they stood facing each other. Kindle taking this moment to speak first.

"Midnight, I need to tell you something. I want you to know first off that you have been the best friend I have ever had for the short time that we have known each other, and I don't want that to change." She smiled nervously toward him.

"Kindle, you starting to freak me out. Why would I consider you anything but a friend? You've done nothing to cause me to think otherwise." He smiled to her for a moment, until he noticed a wide area of snow beginning to melt rather quickly around her.

"Midnight, I need to tell you something very important." She sighed.

"How important exactly?" he asked as he watched the snow finish melting in a ten foot radius of the crimson unicorn.

"The fate of Equestria and all those living in it important." She said with a more serious tone. "You remember my team correct?" She asked before seeing the Alicorn nod. "Please don't think that Samantha is part of this because she isn't. Her morals are very similar to yours from what I've seen, and she is innocent in all aspects." She paused for a moment to collect her thoughts.

"Our project that we have been working on for some time now has to deal with several forbidden spells. These spells can turn anypony into an elemental, giving them full control of their specified element. The spells were being used in conjunction with an alchemical agent for some reason. But Steel never told us why it needed to be used. Glacia and Orion just recently accomplished their tasks in making the right mixtures needed for the spells. Steel allowed me to cast my spell without it though." She looked away from Midnight in fear as her horn lit up, releasing all of her guises and shields to show her new form.

"Kindle............... What? Why?................ Why is Steel using forbidden spells? And why did you join them?" He asked in shock as he gaze at the young elemental mare before him.

"Because she wanted power over those who wronged her in the past, and to take over this world with us." Screwball spoke up as Kindle was blasted with a beam of energy, causing her to scream out in pain before falling limply to the ground.

"KINDLE! AAAAHHHHHH!" Midnight shouted as he was suddenly blasted backwards, skidding through the snow to a stop as his horn lit up to encase him in a shield. He got to his hooves quickly as he saw a chromed covered pony lifting Kindle into the air and placing her onto his back.

"Stupid mare, you've ruined our tactical advantage. Now we're going to have to rush the rest of the project." Steel growled to her. "You're just lucky we found the right mixture to your spell shortly after you cast it on yourself." He snorted as a syringe floated out of a small portal and plunged into her backside, the contents being forced into her as she lay there unconscious.

"What are you doing to her?" Midnight shouted as he bolted forward, but was quickly knocked backwards by a large mallet that Screwball was holding. He skidded through the snow again as he flipped upright an onto his hooves. He flared his wings out as his mane grew a deeper red. "Release her and face me cowards!" He shouted to them. Steel stepping forward with a snarl but stopped as Screwball raised a hoof in front of him.

"In good time Alicorn. You will see us again, and soon." Screwball laughed as they disappeared.

Midnight began casting detection spells to try and track and locate them as he looked around, still on guard. After a minute he still had not located them and shouted out in frustration.

"FUCK!"

Using his magic he teleported into Ponyville, quickly making his way to the library as he thought.

"This is bad, REALLY BAD!"

171. Preparations

171. Preparations

After Midnights failed attempt at locating Kindle via magic, he rushed back to Ponyville, heading directly to the library and bursting through the door.

"TWILIGHT! We have a problem!" Midnight shouted as he made a quick entrance, startling the librarian and her assistant.

"Midnight?! What's going on? What's the problem?" She asked as she made her way out from behind her desk.

"Screwball showed up and ponynapped Kindle. Kindle was telling me some stuff about her work and her co-workers wanting to take over Equestria and she just popped out of nowhere with some chrome looking pony and took Kindle before I could react in time." He panted as his nervousness was setting in about the whole situation.

"Chrome?" She asked as she stared at the Alicorn in slight confusion.

"It's like highly polished metal, UGH! No time to explain, I need you to find the girls and then send a letter to Celestia when you have them all gathered. I'm going to teleport to Canterlot to let Celestia and Luna know about what happened. Once the letter arrives I'll teleport back and teleport everypony to the castle. Make sure you girls have your element regalia with you." He said as his horn lit up, upon seeing Twilight nod in confirmation he teleported.

"I hope Kindle is alright." Twilight spoke to herself as she rushed out of the library to find the other element bearers.

XXX

Midnight appeared in the throne room in a bright flash of light and the snap of a whip. After a few seconds he opened his stash portal and pulled his regalia from it and quickly placed it on. This would cause less hesitation from the guard when he began to throw orders around. After just a few seconds, he had place his regalia onto his frame and quickly made his way out of the throne room and into the hallway leading to it. Upon exiting the throne room however, he ran into a couple of guards that were standing outside of it.

"You two, follow me!" He spoke up quite loudly causing them to jump a little from being startled. They looked to each other for a moment and then back to Midnight as he quickly made his way down the hall.

"Sir?" One of the guards began as they followed him. "What's going on? And why do you have your regalia on? You never wear it."

"I need you two to listen carefully. We are getting ready to have a war start from what I am aware of, I want you to lock down the castle, no guests get it until further notice. Any patrons or guests that are currently in the castle will need escorted out with haste. This is a level 5 detail, and all priority will be for the protection of the princess', the prince, and my son Starlight. Further detail will be given shortly. As of this moment though, you two will need to spread the word. Get going and do not under any circumstance let anypony into the castle. Alert Shining Armor and Cadence as well. We may need his shield spell in time." Midnight finished causing the two pony guard to salute him before rushing off in different directions.

After a few more minutes, Midnight had locate Princess Celestia in her quarters as she was changing Starlight. He made a quick entry, startling the sun goddess.

"Midnight? What's wrong?" She asked upon seeing his stern expression.

"We have a problem, and I fear that it may lead to something terrible." He said as he made his way over to her, giving her a gentle nuzzle as he looked down to his giggling son who had just gotten a fresh diaper.

Celestia picked the young foal up and placed him onto her back as she turned to Midnight and began to walk toward the door to her room.

"Have you notified Luna?" She asked as they exited the room.

"Not yet, You were my first priority along with our son. Twilight is getting the element bearers ready and will be sending you a scroll soon to notify me that she has gathered them. Until then, we need to get the castle prepared." He said as they headed toward Luna's quarters.

"The elements, what about the elements? And what did you mean by getting the castle prepared? Prepared for what?" She asked as a nervous expression covered her face.

Midnight stopped in the hallway just outside of Luna's quarters, He turned his head just as he was about to knock on her door. "We need to get the castle ready, for war."

XXX

Screwball and Steel had reappeared in hish private office with Kindle on his back. After a quick buck, he had launched her off and onto the desk with a soft thud. He turned to her giving a snarl as he looked down to her laying there unconscious.

"I can't believe this little whelp decided to turn on us." He snapped. "What in Tartarus was she thinking?"

"It doesn't matter at this point Steel, all that we need to concentrate on now is removing all of the materials of your work out of the building and into a safe location so that we can finish our work on the last element. Forge needs to finish his work quickly, and with four other ponies helping him along, the results will be within our hooves in a very short time. Your just lucky to have found Kindles proper ingredients so soon after letting her change. Once she wakes up, she will be the first pony to be taking orders from us, and the first on the battlefield as well." Screwball grinned to the out cold pony laying across Steel's desk.

"Even so, I hope this mind control serum works on her. We are going to have a problem if it doesn't." He snorted.

"If all else fails, then we can kill her. There is no need to trouble ourselves with her if she can't take any orders. Other than that, we will need her power in order to kill the Alicorns and the element bearers." She snarled as she thought of Midnight and what he had done to her father.

"Midnight is mine though, I am going to make him suffer for turning daddy to stone again." She said as a look of determination spread across her face.

The two began to quickly gather all of the materials within their workplace and started to place them into a portal that Screwball had made to quickly transport them. After about twenty minutes, they had loaded every item that they would need in order to continue their research for the last spell to be completed. Upon finishing though they separated so that they could contact the rest of the team so that they could begin working quickly. Steel knew that he had told them that they could have the week off, but considering what Kindle had done, he thought that canceling the vacation would go over better if the group knew what might be in store for them in the near future.

A couple of hours passed by before Steel had located most of the group, Screwball locating the final pony and quickly teleporting Orion and herself to Steels location with the other two ponies. Upon getting together, Screwball opened a small portal, going inside and closing it behind her and the group once they had entered as well. As they stood there gawking slightly at the pile of papers and chemical agents, Steel began.

"I'm sorry to have canceled your vacation so abruptly everypony, but we have run into a problem. It appears that the Alicorns have caught wind to our scheme and are gearing up to take us out before we even get the chance to fight. So our master has kindly made us this area to work in private to finish the final spell so that we can begin our plan of action against this world." He smirked but stopped as Ice spoke up.

"What do you mean final spell? I though Kindle and Forge both needed to finish their spells." She spoke up in a cocky tone.

"Kindle found her combination shortly after I let everypony off for the week. The idiot ended up casting the spell onto herself without further testing it and ended up killing herself." He snorted in annoyance trying to pass the information off as fact. But Kindle was being held captive in another area that Screwball had made to imprison her until the time was right to pounce upon Equestria and all of it's nations.

"Dammit Kindle." Orion sighed as the look of pain spread across his face.

"It's alright you three, we will still have more than enough power to begin our plans once we have Forge's spell complete. So I need you all to begin work immediately, Keep each other updated on the items you have used for the spell to see if the results are compatible or not. Work fast and keep each mixture separated far from one another. We won't have time to sit and wait for the reactions, and for this reason we need to do as many as possible, then stop for a short time as the first set of ingredients begin to react that you have worked on."Steel sad as his horn lit up and he began to separate all of the materials that had been piled up in the center of the room.

"So you want us to start mixing stuff with the spell at random and hope for the best? That seems a little reckless." Orion spoke up but stopped as Steel lowered his guise showing his chrome coat.

"Do you see this? This is one of the results of the spell with the proper mixture. Each element will be different and unique. We don't have tome to pussyhoof around. We need to pass up the safe way to get this done and go forward with it as quickly and as efficiently as possible. If that means placing each of these mixtures twenty yards apart just to see if they explode, implode, or do any other type of reaction when mixed, then so be it. This little dimension that our master has created can sustain quite a bit of damage, so don't worry about the environment. Just worry about getting results and getting that spell finished. We don't know what the Alicorns will do to prevent us from taking over, so this is top priority. Now everypony get to work!" He shouted the final sentence sending them all running quickly around to gather the supplies needed to start working.

Screwball stepped up to his side with a smirk as she began. "Such a very motivating speech Steel, you even gave me a chill with that one." She grinned as she rubbed up against him.

"Just doing my part m'lady." He smiled as he bowed his head to her. "I shall begin work as well, please let me know if the mind control serum works properly on Kindle when she awakens." He said as he pulled away from her and began to pick up and organize the pile in the middle of the room.

Screwball gave a sinister grin as she watched them all working quickly to try and get things organized before they began to start working on the final spell in question.

"I'll soon have your head mounted on my wall Midnight, just you wait." She grinned evilly before disappearing into thin air.

XXX

Midnight was in the process of ordering the guard around the castle to be on high alert, and to keep an ear out in case any disturbances were caused within the nation of Equestria. After an hour of sending out warning fliers to the heads of every city within the kingdom, he continued working within the castle, standing near Celestia at all times, awaiting the scroll from Twilight to let them know that they had gotten together. As he was giving one more order to some of the guard however, a waft of green smoke floated in through an open window and manifested into a scroll which was quickly snatched up by Celestia as she read it. She looked to him giving a nod in confirmation, upon which he quickly teleported to Ponyville, then teleporting back to the same spot with the six element bearers.

"Ok, everything is set as for security for Canterlot. Let's get into the war room with everypony so we can start." Midnight said as they all followed him to the throne room. He speaking to a couple of guards quickly to have them notify the captains of the guard to meet them there.

After a few minutes of walking in silence, they arrived into the throne room and headed up to and behind the throne through a hidden door. Once inside the group waited for a couple more minutes for the captains to arrive.

"Alright then, now that everypony is here we can begin this discussion." Midnight spoke up as his horn lit up, spreading a large map across the table. "Girls, Some of the stuff you are about to hear will not be pleasant, and will possibly frighten you as well, but I need everyone alert and paying attention to what I am about to say. I hate to say it, but as the elements of harmony, you have a duty to protect this world. As an Alicorn and future king, I have that responsibility as well. Although I will admit, I would do it anyway." He chuckled but stopped as he saw them cock a brow at him.

"Ahem, anyway." He began as the map unfurled onto the table showing different parts of Equestria. Using his magic he quickly brought up locations on the map into a more detailed view. "A few hours ago Kindle and I were just outside of Sweet Apple Acres, she had convinced me to walk with her so that she could speak with me on something the seemed to bother her. Upon reaching a secluded area she divulged that she and her team had been working with several forbidden, elemental spells that could transform a pony into an element that would be able to fully control the element they bore. Kindle, had shown me that she was the element of fire." He said as he brought up some pictures of the pony from memory and displayed them onto the table.

"She looks a lot like you Midnight." Pinkie said as they all looked back and forth from the picture to the Alicorn before them.

"Despite her looks, I couldn't get within a few yards of her due to the amount of heat she was putting off. Anyway, another pony that looked like highly polished Steel showed up alongside Screwball, they ponynapped her before I could do anything to stop them. From what I could gather from her, she didn't want to be part of that group any longer and just wanted to be left alone to do as she pleased. That is my assumption though. I did noticed that the chrome pony injected her with some type of liquid from a syringe while she was out cold. I have no clue what it was, but I have a feeling that I won't like hearing what it actually is." He took a breath giving a sigh before Celestia began.

"You said that she was an elemental fire pony?" Celestia asked as Midnight gave a nod in confirmation. "This is not good, those forbidden spells have been locked away in the royal vault for over an eon. How could she have gotten a hold of them?" Celestia asked as she rubbed her chin in thought.

"Don't forget that she has the same abilities as Discord himself dear sister." Luna began. "She may have snuck into the vault and grabbed the book without any resistance from the spells you cast onto it. Discord did steal the Element bearers regalia before without any effort." She sighed.

"True, my dear sister. I will check the vault shortly to see if the book still resides where I had left it. We will also need to place the rest of the contents of the vault into a highly secure area to prevent them from being used against us during the fight to come." She sighed.

"F-fight?!" Fluttershy whimpered as she curled up nervously as she attempted to hide behind her mane.

"It's ok Shy, we will try to fix things before it comes to blows. But if it doesn't work, then yes, we will have to fight. We will also need your ability to heal in the end as well, I have a feeling that this fight is going to cause quite a few ponies to receive many injuries, or worse." Midnight sighed in annoyance. "I can't believe that Screwball is doing this. Doesn't she realize that it wasn't me who turned Discord to stone? It was my evil twin for God's sake." He growled.

"Please Midnight, let us keep a level head in this situation. Screwball is the daughter of Discord after all, and anypony who has had anything remotely similar happen to them that has happened to her would feel the need to seek revenge on those involved." Celestia spoke out as she placed a comforting hoof onto Midnight's shoulder.

"Still, I wish it hadn't come to what it did before." He sighed as he slumped down a little.

"Never the less, we will still need to prepare the kingdom to defend itself." Shining Armor spoke up, receiving nods from everypony in the room.

"I hate to say this as well, but should any elemental pony show up for any reason, we need to capture them as quickly as possible. If capturing them fails..........." Celestia hesitated as she gulped slightly at the words that were about to escape her mouth. "We will need to eliminate them at all costs." She finished causing almost everypony in the room to gasp.

"Princess?! Are you sure that it will come to that?" Twilight spoke up, fear evident in her voice.

"I am sorry to say this, but yes. The reason those spells were forbidden is because they can cause extreme psychosis, rendering the pony that had the spell cast on them to go insane with power. They will eventually devolve into a feral version of a pony that craves nothing but destruction and death. They will stop at nothing until the world around them has crumbled, leaving nothing standing except for the plumes of smoke coming from the destroyed remains of what was once standing." Celestia closed her eyes as tears streamed slowly from them. "I once had the misfortune of seeing this happen to the student of a dear friend of mine. The student killed him without even blinking. Then laughed." She trailed off as she remembered that day. "That cold, heartless laugh.............. It haunted my dreams for decades after that. In the end, I had no choice but to teleport that pony into the vacuum of space to end their spree of destruction."

Midnight sat there staring at the sun princess in awe. "Did you really teleport them into outer space?" He spoke softly in slight shock seeing her nod.

"Had I known how to reverse the spell to give them back their sanity, I would have. But unfortunately, no spell exists to do so. All those that it is cast on eventually go insane, so I am sorry to say that all of those who have had it cast onto themselves..........." She stopped to take a shuddering breath. "Must perish."

Everyone bowed their heads a little upon hearing this. Death was not a common factor in Equestria, even during times of war the heads of each nation would come to discuss things without having to resort to blows. But with the battles that have recently passed within the past year, and the amount of ponies that had fallen during those times. It had become an all to real reality for them all. Death was inevitable, especially when those involved would stop at nothing to gain power and influence over others.

172. Evil good? or Evil bad?

The discussion within the war room had ended on a sour note. Celestia admitting that those who would have the elemental spell cast upon them would need to be put down. No counter spell was known at that time, so none of those involved with the spell would stay sane for long after having it cast on them. It could last a short time or up to several years, but it never ended well. As the discussion continued however, Midnight had convinced Celestia to let him do some tests on the affected ponies to see if a counter spell could be made, as long as he did not torture them. This would be his only chance to try and save his friend, and he would do anything possible to do so.

After a short time within the war room, Midnight had advised the elements to stay close to the castle for the time being, as it was not known when the attacks could happen, or where they would strike. Midnight along with the captains of the royal guard had dispatched several units of twenty guard around Equestria to each city. The larger cities would have reserve units at bases found within the city, while the smaller places like Dodge City and Appleloosa would need units sent to them. The increased security would prove to be helpful in keeping the citizens of those cities calm in the coming war. However, this was not the same in the other nations among that world.

XXX

"AAAAAAAAAAH HAHAHAHAAAAAAA KNEEL BEFORE ME OR DIE!" Twilight shouted at her iPad as she furiously tapped the screen. It had been a few days since Hearths Warming Eve, and just as long since Kindle had been captured by her former friends. Everyone had been on guard since then within the castle, taking shifts to prepare for the oncoming war. Twilight had decided to pass the time the only way she knew how, and that was to read and play games on her present that Midnight had gotten her for hearts Warming.

After figuring out how to properly use the tablet, she had read several books and even got into a couple of the games that had been downloaded onto it. Once such game was the ever classic, WORMS. Twilight had come to find the game very addicting when it came to strategizing on locations and weapon selections. This in turn caused her some great frustration upon loosing on many occasion.

As time progressed however, New Years was coming up quickly. It would be the following night, and everyone wanted nothing more than to have fun during that time. The only problem was that war was looming over them, and they had no real free time to do what they wanted. That of course didn't stop one certain pink pony from setting up a party within the castle.

"OHMIGOSH! I can't wait until tomorrow night! This is gonna be the bestest party EVER!" Pinkie shouted happily as she bounced around the dinning hall, placing decorations here and there for the event. Midnight on the other hand was still doing patrols around the city with several pegasus in tow. He was still wearing his regalia which made him look rather intimidating. Although he still smiled to everypony, many of them would avoid his path at all costs. Some even going as far as to hide.

"I am really starting to hate this stupid armor." Midnight sighed as yet another pony quickly vanished from the streets.

"Sir." One of the pegasi guard spoke up, garnering his attention. "If you don't like your regalia, you do have the choice to not wear it. The princesses only wear theirs because they contain several enchantments that are active at all times, as is yours."

Midnight looked back to the guard giving a smirk. "And what exactly are the enchantments? I never thought about asking."

"One is a shield spell on your breastplate, and your shoes contain a non slip spell."

"Well that seems a little useless unless I'm out of magic. Even then I wouldn't be able to wear them since I would turn back into a human temporarily." He groaned as he opened his stash portal and placed his regalia into it. "Still, it doesn't help that I seem to be terrifying everypony while wearing it. I guess it would be best for the time being to take it off though." He chuckled.

"This impending war has everypony including myself on edge. It's so difficult knowing that war looms right around the corner, yet we have to wait until the enemy decides to attack. Lowering our guard, even for a moment could cost lives." Midnight sighed.

"True sir, but living on the verge of fear is not living. It is like waiting for death to finally take us. We know its there, and it's coming, but we just don't know that day or time it will arrive." One of the pegasi guards said as he strode up next to the future king.

"You have a point." Midnight said as he trailed off for a moment, then began to smile as a thought crossed his mind.

"Sergent, Alert the guard to go back to normal shifts. I will personally be taking care of everything in Canterlot for the time being." He said as he spread his wings, ready to take flight.

"Sir?"

"We cannot live in fear all the time. So I will place a few enchantments around Canterlot to help warn us in case of a sudden invasion. The rest of you help him spread the word. I shall notify the princess'." Midnight smiled as he took flight toward the castle.

XXX

"So you want us to just lower our guard like nothing was going to happen? Celestia asked in slight shock.

"Don't say it like that doll, I've already placed many enchantments around the city to alert us if an intruder happens to make their way into the city. I have also take the liberty to relearn my communications spell in case something does happen. As long everypony still remembers how to work it, it will still be active on them." He smirked as he began to speak through the spell now.

'So if anyone needs to contact any other pony, just say their name and start talking within your mind. They will have to do the same to talk back as well.' He smiled as he looked at their semi shocked expressions.

"So what do we do in the meantime?" Twilight asked as they all nodded to the Alicorn in unison at the question.

"I think Pinkie has something for use to do." He smiled warmly to the grinning pink earth pony.

XXX

The new years party came quickly, with everypony, including the princess' attending it. The castle was rather lively for having just removed the war status from the kingdom, and reinstating normal conditions. Nopony knew how long it would be before it would start, so now they would live everyday like it was their last. Enjoying each others company, sitting together to tell stories of all kinds. Spending time with friends, and family, The normal stuff that we take for granted everyday that we live on.

However, as New Years Eve rolled around,they all sat quietly as they watched the second hand quietly tick away at the time. As the final minute before the new year would begin, started to count down, They waited until the last ten seconds before starting to countdown the time. Once the time hit 12am, they all shouted and began to sing, ringing in the new years properly. Even the evil that threatened Equestria was celebrating this time. Although it was a bit awkward.

"Another year, hooray............" Ice stated flatly as she took another swig of wine from the bottle she was levitating in front of her.

"Oh come on now Ice, no reason to be a stick in the mud. Yes, we may be on the verge of war with Equestria, Yes we may have lost Kindle, and yes I may have had to much to drink, but that doesn't mean we can't have fun." Orion chuckled drunkily as he wrapped Ice in a sideways hug.

"Good grief Orion, you smell like a brewery." Ice groaned in annoyance as she tried to block the intense smell of alcohol from her nose.

"Yea, I know, This is some killer stuff though. I got it from my dad about five years ago before he died. He said that the princess gave it to his great great great great great GREAT! Grandfather. It's like a THOUSAND years old scotch. You should try some! I even got Steel to try a shot, and you know what a hard ass he is!" Orion laughed as he poured another shot of the burning drink.

"I have to admit." Steel began as he released a small hiccup. "This is probably the best scotch I have had. Glacia, you shouldn't pass up an opportunity to try something that is ten times your age." He chuckled as she sipped on his drink.

"I've already been drinking on this bottle for over an hour now." She said as she levitated it to her lips only to drink air. She pulled it up to her eye with a pout as there was nothing left inside. "Dammit, I can't even get drunk off of a bottle of wine?" She grumbled before Orion pressed a glass filled with the old scotch in it into her hooves.

"See if your mare enough to drink with the big boys." Orion chuckled but stopped as a hoof was pressed to the side of his face before he was unceremoniously shoved off the couch, laughing as he hit the floor.

"I can drink ten times what you can moron." She shouted as she threw her head back, downing the drink in one gulp. After a few seconds her eyes shot open as the glass fell from her magical grasp. She panted heavily at the severe burning sensation. "HOLY CRAP!" She squeaked as she galloped over to the mini bar to grab a bottle of water. The rest of the ponies in the room laughing loudly at her.

After downing a bottle of water she walked quietly over to Orion. Swaying slightly in her steps as she did so before plopping back down beside him as her eyes began to sag a little. A smile slowly creeping onto her face.

"Boy that stuff will make you pretty warm." She said as she looked over to Orion. He cocking a brow at seeing the Ice pony smile for the first time.

"You know, you have a beautiful smile. It's a shame you have to be such a dick all the time." He chuckled seeing her blush at the compliment before her expression turned to anger.

"What the hell do you mean I'm a dick all the time?!" She shouted back as she pressed her forehead to his.

"Just what I said, Your a bitch all the time, a cold hearted bitch who doesn't do anything but complain." He smirked back, pressing his forehead harder to hers.

"If it weren't for jerks like you, then I wouldn't be such a dick all the time!" She snapped back with a growl.

"Bitch!"

"Jerk!"

"Ice queen!"

"DICK!"

"FUCKING MMMMPH!" Orion was about to finished but was halted as Glacia pushed him over onto his back while kissing him roughly.

"WOOOOO, Get on it kid!" Forge shouted as he took another drink.

Glacia separated from the forced kissed giving a devious grin, her horn lighting up as a field surround Orion, lifting him into the air as she trotted happily into the next room with him.

"Wait?! I thought we were fighting?" Were the last words that left his mouth before the door closed behind them.

Forge and Steel sat there laughing like idiots the whole time.

XXX

Morning arrived quickly for the group as the sun shone in through the windows to wake the group up. Steel yawned as he squinted slightly from the bright light that invaded his vision. He sat up slowly from his position on the couch as he rubbed his eyes. After a moment he noticed his guise had worn off and he quickly corrected it as a lump laying next to him on the couch began to move.

"Oh Celestia! I think I'm dieing." Forge spoke up as he covered his head with a couch cushion.

"Get up ya big baby, we need to get some breakfast in us before we head back to the mistresses to begin work again." Steel sighed as he pulled himself from the couch and giving him a gentle nudge.

"Oh crap!" Forge began as his cheeks puffed a little, his face turning green as he bolted for the bathroom to empty his stomach.

"Idiot." Steel groaned as he walked over to the closed door and opened it to see Glacia and Orion still laying in the same bed together. The heavy sent of the previous nights alcohol and the marathon of sex still heavy within the room.

"GET UP!" Steel shouted from the door causing both ponies to bolt upright in the bed before they groaned out at the invading light. They covered their eyes in protest for a moment before stopping as they both realized where they were.

"WHAT THE HELL!?" They shouted in unison while looking at each other, both cringing from the sudden volume.

"Fucking hell! what are you doing in bed with me?!" Glacia snarled toward Orion.

"I should ask the same thing!" He spoke up but stopped as he took a sniff. "Did we?" He trailed off looking to the now obviously in shock Glacia as her eyes went wide and she looked down to her now matted fur.

"Dammit!" She shouted as she covered her face.

"YES!" Orion shot his hooves up into the air as he grinned from ear to ear. *WHACK*

Glacia gave a snort as she nodded in approval of Orion's limp body laying on the other side of the bed. A pair of bright red horse marks on his face. Steel just looking at her in disapproval as she walked by.

"What? The fuckhead deserved it." She spoke up with a smirk. Steel giving a sigh as he levitated the unconscious pony onto his back as they all began to head out of Steels house and toward their new workplace.

"The shit I put up with to take over the world." Steel groaned as he followed behind her.

173. Foal sitting, an Alicorn's perspective

It had been a couple of weeks since new years had passed by as Canterlot went back to it's normal routine. Everypony was taking it easy and going about their normal routines. After making sure that his enchantments and spells were working properly through Canterlot, Midnight had made his way back to Ponyville with not only his son Starlight, but also his adopted daughter Marina. Having spoken with Celestia about the whole war thing had really upset her to the point where she was having trouble concentrating on the tasks at hoof and worrying about the well being of her foals.

After some convincing however, Midnight had managed to convince the solar princess to let him take the foals with him for a week long visit in Ponyville, thereby giving her free time to do the things she thought necessary. However, upon arriving in Ponyville, Midnight suddenly regretted taking the two foals along with him.

"What the hell?! MARINA! STARLIGHT! Get your tails back here!" Midnight shouted as he took chase after the two foals as they ran around to look at everything. Starlight taking flight above his sister as they looked at all of the decor the small town had to offer, as well as peeking into some of the shop windows to see all types of oddities that they had never seen before.

After a minute of galloping after the two foals, he had finally caught them just as they were going into Sugar Cube Corner. Because, yeah, what foal wouldn't be attracted to a giant gingerbread house in the middle of a small town filled with normal buildings.

The two foals made a quickly entry into the shop, shaking what little snow they had on them off and onto the floor near the door. They stopped and gawked in amazement at all of the confectionery treats that littered the cabinets and display cases throughout the shop. After a moment though their father appeared behind them, his horn lit up as he captured the two in his magical grasp.

"HA! Thought you two could get away didn't you?!" He chuckled softly but stopped as they didn't respond. They were just drooling at the sight of all the sweet treats around them.

"Midnight?" Came a cheerful voice from the kitchen as a certain pink earth pony pressed through the doors, giving a loud gasp as she saw the two foals smiling at her with glee. "OMIGOSH!" Is all that was said from Pinkie as a pink blur busted past Midnight taking the foals from his grip and placing them into a big hug.

"How are you two doing? Have you come to play with Pound and Pumpkin Cake?" Pinkie asked with a big smile. Starlight giggling loudly while nodding while Marina just gave a confused expression causing Pinkie to gasp. "OH! That's right, Marina hasn't met them yet! Hang on a minute and I'll go get them." She smiled as she vanished in a puff of pink smoke, reappearing with the two laughing foals bouncing on her back before jumping to the floor and coming over to Starlight with a smile. Stopping for a moment as they saw Marina sitting next to him. The two foals looked up to Pinkie then to Midnight as they introduced the changeling in the guise of a pegasus to them.

"Pound Cake, Pumpkin Cake, This is Marina, She's Star's older sister." Midnight smiled as he rubbed his cheek lovingly to the side of her face causing her to giggle. The two foals smiled widely as the pounced onto her bowling her over and hugging her playfully. After a minute of playful leaps and bounds they rushed up the stairs into the Cakes foals, room to play.

"Good grief." Midnight sighed as he released a breath he wasn't aware that he was holding in.

"What's wrong Night?" Pinkie asked cocking her head slightly with a smile.

"Those two are a hoof full, mixed with the twins though means they are going to be a ball of energy for the rest of the day." He chuckled.

"Yea, but isn't it great to see them smiling all the time? Who wouldn't want to have happy foals?" She giggled.

"I still can't wait to have one with Applejack, and Rarity. Maybe Twilight as well when she's ready." He smiled thinking of what they would be. Since he is an Alicorn, The chances of him having a unicorn with Rarity were very high. Applejack would have a one of three chance to have any type of foal, while Twilight would most certainly have a unicorn.

"Sound's like someone is going to be busy." Pinkie grinned to the now furiously blushing Alicorn before her.

"PINKIE!?" He spoke in shock causing her to giggle loudly at his expense. She stopped however as he snickered. "So how are you and Braeburn coming along?"

Pinkies cheeks turned a rosy red as she traced her hoof in circles on the floor.

"We're doing gooooooood." She smiled, but not her normal smile, this is one that one would give upon finding true happiness. The feeling of finding that one being you would want to spend your life with.

"Uh huh, he better be treating my favorite party pony right, or I might just have to bop him upside the head." Midnight chuckled.

"He is great! I never thought a pony could understand me like he does. It's like he knows..............." She trailed off as a peculiar look came over her face before being replaced with a smile. The thoughts of Braeburn being a spy falling from her mind. "Anyway, we've spent a lot of time together, we even met each others parent's." She giggled thinking of the event and how it unfolded.

"Meeting the in-laws already?" Midnight laughed seeing Pinkie's face burst into a bright shade of red at the comment.

"W-well, I don't know if he feels that way about me or not. I stay at his house sometimes when I can, but most of the time I have to stay here and take care of the foals for the Cakes. So traveling back and forth aaaaaall the way across Ponyville is a chore in itself." She sighed.

"I understand Pinkie, and maybe I can help you out with getting back and forth a little quicker." He smiled as he headed to the stairs, making his way up and into her room. After looking around the room he smiled as he saw a mirror on the far wall, trotting up to it with his horn lit up. After a second of concentrating, he hit it with a beam of magic.

"What did you just do to my mirror Midnight?" She asked, clearly confused. He gave her a wink while nodding.

"Just watch, I'll be right back." He smiled as he teleported away. After a few moments of looking at the mirror it began to ripple slightly like water after a pebble had been dropped into it. She inched closer for a second just before.

"BOO!" Midnight pressed his head through the mirror scaring the pink pony to near death. She fell over with a horrified expression across her face before bursting into laughter as she watched Midnight step through the mirror the rest of the way. She stopped laughing however as a certain earth pony followed behind the Alicorn.

"BRAEBURN!" Was all that the young stallion heard before being bowled over in a hug from Pinkie.

"Well howdy sugar." He chuckled as he hugged her tightly. "This big guy done said ya missed me and wished ya could save some time goin back'n'forth. So he done made us a lil portal we can go back and forth through teh save some time." He chuckled giving a knowing wink to the Alicorn.

"So does that mean it's a two way portal?" Pinkie asked with a smile.

"You bet." Midnight smirked seeing her beam before bowling him over and giving him a hug.

"THANKYOUTHANKYOUTHANKYOUTHANKYOUTHANKYOUTHANKYOU!" She shouted while hugging tighter.

"GCK! No....... problem..........Pinkie.......... need..........air!" He spoke as she finally release him so that he could take in a much needed breath.

"Sorry." She giggled but stopped for a moment. "What If the foals come in here and try to go through?" She asked giving a worried glance to the mirror.

"They won't be able to go through without you having go through with them. It's just for you and your stallion." He chuckled. It also has an alarm in case Mister or Mrs. Cake need you. They can tap on the mirror a few times for the alarm to go off to catch your attention, and don't worry, it not an actual alarm, its magic based so you hear it in your mind. But only once so you won't have to endure it constantly." He smirked.

"Awesome!" Marina spoke up from the doorway as she bounded over after hearing the comment about the mirror. "So this mirror is linked to where?" She asked.

"To my home in jes outside of town, lil filly." Braeburn smiled down to her.

"Wow." She smiled as she tapped a hoof onto the mirror.

"Daddy?" Braeburn spoke up rather confused.

"Braeburn." Midnight spoke in a monotone as his mental link connected with the stallion. 'Marina is adopted, she is also a changeling, so don't worry if you ever see a young changeling within my presence.' He smiled down to the stallion who just smiled back giving a nod.

"Right then, now that ah got some time with my mare, ya mind watching the lit'lins?" Braeburn asked giving a knowing wink to the Alicorn.

"I guess watching these four won't be a problem." He smiled as he looked down to them giving a warm smile.

"Great! Be back later." Was all that Midnight heard before seeing the mirror ripple, and the sheer lack of a certain two earth ponies. He then heard a giggle then a crash from downstairs, turning his head quickly back to the spot where the four foals had been sitting, then finding it vacant, he quickly teleported downstairs and rushed into the kitchen only to get a face full of flour as a large bag pelted him over the head. Giving a loud snort and blowing some of the flour out of his nose, he sighed.

"Yep, this is going to be a long day." He sighed as he he came into the kitchen to fix the aftermath of four playing foals who had just ransacked the entire kitchen.

XXX

"Come on Twilight, you've been fawning over that thing Midnight got you for Hearth's Warming since you opened it. You haven't even picked up a single book since then." Spike groaned as he lay sprawled out on the floor in boredom.

"This 'thing' as you put it contains over a billion words collected within almost two hundred thousand books. I don't even think I could read all of them before I turn into a grandpony." She giggled. "But I sure will try." She beamed.

"Well, don't you think studying is more important?" The young dragon smirked, thinking he hit a soft spot in the lavender mare.

"Celestia gave me a month off of studying to relax and prepare for the oncoming war. She want's me to read up on some more defensive and offensive spells, along with helping Midnight to train in hoof to hoof combat as his armor." She smirked seeing the young dragon facepalm. "But that doesn't mean that you have to stay inside and be bored. You have plenty of free time to yourself as well." She grinned toward him seeing him think that over for a minute before smiling and rushing out the front door of the library.

"Yep, knew that would work." Twilight giggled as she continued reading through one of the physics books Midnight had put onto the tablet. Her face contorting into several different expressions as she read them. "Boy, these books are completely wrong." She chuckled before finishing them up and moving onto the next piece of literature.

XXX

In the boutique however, there was a little commotion between two sisters as they argued over a certain burnt lunch.

"Sweetie, I know you enjoy trying to make me my meals, but you simply must stop burning everything, I wasn't aware that you could even burn an already burnt piece of toast." Rarity sighed as she floated the solid black piece of smoking toast to in front of her before placing it into the garbage.

"I'm sorry sis, but everything just burns to easily." She sighed, lowering her head.

"It's ok Sweetie, Just remember to let me handle the cooking when you are hungry and everything will come out smashingly." Rarity beamed at her self compliment.

"Alright......." She trailed off looking a little sad. However, all of those feelings were put aside once they heard the bell ring signalling someone coming into the boutique. Rarity and Sweetie quickly making their way into the parlor of the shop to see four foals bouncing around Midnight who was looking a little ragged.

"Heeeeeeeelp meeeeeeeee!" He said as they all giggled loudly at him. Rarity coming up to him and suddenly garnering the attention of the foals. They giving her an evil grin as they slowly began to close in on her, smiling.

"Wow, uncle Midnight, your foal sitting all of them?" Sweetiebelle smiled widely as they looked over to her and bounded over playfully. Rarity coming over to the Alicorn as he sprawled out onto the floor giving a sigh.

"Darling, why are you taking care of four foals?" Rarity asked as her eye gave a little twitch.

"Pinkie gave me a sad story about her and Braeburn, long story short, I made a portal through her mirror to his house and back so they could visit each other and save a lot of time in the process. She is spending some 'quality time' with him while I babysit the Cakes kids. She sits for Star and Marina all the time, its the least I could do for her." He chuckled before hearing a crash in the kitchen. He covered his head with his hooves giving a long groan.

"Seriously, if our foal is going to be this bad, I am going to have to give having more kids a second thought." He groaned louder as he got to his hooves following Rarity into the kitchen but stopping as she let out an ear piercing scream. He looked to the counter to see a bolt of clothing being unceremoniously eaten by the garbage disposal.

"Oh for the love of......" He began as he rushed over to stop the menacing disposal gorging itself on the cloth.

Rarity glared daggers at the Alicorn as the foals all jumped down and ran into a different room giggling loudly. Sweetiebelle giving a worried glance to her sister, knowing that she would be in trouble soon enough. Midnight gave a sigh as he followed the foals into the next room.

"I'll keep an eye on them." He sighed but stopped, turned, then ran by Rarity screaming as several bolts of cloth were following him and smacking him repeatedly. The foals in hot pursuit as he ran out the back door. Rarity blinking as everything happened so quickly.

"What just happened?" She asked as the door closed behind them.

174. The Great and even MORE powerful Trixie?

After being chased around for a few minutes by several bolts of cloth and four overly energetic foals. They had finally gotten to cold to continue the chase and huddled together as they were placed onto Midnights back between his wings, his fire mane roaring up and around them to keep them warm. As the day progressed however, he noticed that they began to get more and more quiet until finally all talking ceased. He looked back to see all four of them sound asleep, huddled together in a small pile. Placing a small shield around them to block out any sound that could wake them, he gave a slightly worried glance upon seeing Marina's guise having fallen once she had fallen asleep. It shouldn't be a problem though while he was carrying her and the other foals though. Or so he hoped.

A short time passed by as Midnight continued his trot around town, making sure that everything was safe and that no unexpected visitors had shown up. It didn't take long before he ran into a pony he hadn't seen in a while.

"Heya Trixie." He smiled to the blue unicorn as she turned to see him.

"Well now, I haven't seen you around in some time, have you been hiding from Trixie?" She asked while cocking a brow at him.

Midnight gave a heavy sigh lowering his head slightly. "No, it's just been hectic as of late. Royal duties, along with planning my wedding, then foal sitting today. I honestly don't have much time to myself anymore."

Trixie gave a saddened smile as she came up to the Alicorn, giving him a gentle hug. "Now now, I'm sure you will find time to relax, you are free to visit me anytime you want. I can help out with just about anything, if you need help that is." She smirked.

"Heh, being an Alicorn has its perks doll. The only time I need help is when I have a hundred things to do, and I'm human." He chuckled softly before seeing Trixie's odd expression. "Sorry, I think I mentioned before that when I'm out of magic I turn human again."

"I think I recall you saying something along those lines, But I never thought you to be serious about that." She asked while cocking her head to the side slightly.

"Yea, it's a lot of fun when you can't use magic and have to do everything by hand, or hoof. I basically turn into an earth pony once I deplete my magic reserve. It sucks to be honest. I've gotten so used to using my magic and wings to do everything I need to do, that when it comes to physically doing something, I tend to get annoyed at the tasks." He chuckled again.

"I understand that much. I am sure you've heard about unicorns getting a magic cold before correct?" She asked, seeing Midnight nod in knowing what she was referring to. "Well, when I have caught one of those colds in the past, I had to avoid using magic for a few days, and up to a week or more. Doing everything by hoof was such a chore. But it was nice to finally get a hooves-on approach to doing something that needed done." She giggled slightly. "So don't worry, I have felt your pain before." She smiled softly as they continued walking along.

"So what are you doing out in this blistering cold?" He asked giving her a smirk.

"I just had to come out to grab a few items I needed in order to cast a new spell I've learned. I'm just lucky that the Ponyville herbs'n'alchemy store carried what I needed, although they aren't as fresh as I had hoped." She sighed as she opened her saddlebag to look at a few of the more dried out items. "Still though, they should work fine for what I need to do."

"Glad to hear it......." He paused for a moment as something occurred to him. "Hey Trixie." He began, catching her attention once more. "Remember when I shared my spell list with you before?" He asked, getting a nod in confirmation. "You got my armor spell to in that list, have you happened to cast it as of yet onto anypony?"

Trixie placed a hoof onto her chin in thought for a few moments before answering. "No, I believe I would remember though if I had. Why do you ask?"

"Well, I don't know if you're aware of this or not, but Equestria may be going to war soon against a new enemy, and I'm going to need all the help I can get. That is, if your interested?" He smiled nervously to her.

"But of course I am, What kind of pony would let her fans get hurt, plus having to show off my talents against the forces of evil will greatly increase my fan base." She giggled.

"I can see that happening." Midnight chuckled. "You are quite a pony after all." He smirked seeing her blush slightly. "Anyway, I'll drop by your house shortly, I'd like to check out that spell and see one of my own as well in action."

"I should be in the middle of casting a spell within the next few hours, so If I don't answer the door, your free to come in." She smiled up to him.

"Alright then, I'm sure I can find a pony to foal sit temporarily in the mean time."

"Why not bring them along? I'm sure they can be entertained from a few spells that I possess." She giggled. "I am a show mare after all, entertaining the community is what I do."

"Well, I guess it wouldn't hurt. But I can't watch all four of them and do what I need to at the same time. Two is hard enough, four is next to impossible." He laughed. "But I'm sure we could handle them. Just let me check with Pinkie to see if it's ok."

"I'll see you then." She smiled as she trotted ahead toward her home.

XXX

After coming back to Sugar Cube Corner, Pinkie and Braeburn had still not returned. So giving the foals back to the pink earth pony was out of the question for the time being. "I guess they will just have to come along for the ride." Midnight chuckled seeing the foals chatting quietly with each other on his back. Pinkie had advised him that the Cakes had left for the day to go on a small outing with a couple of other friends to Canterlot to gather a few items for the shop. This left Pinkie in charge of the shop and the foals until they returned.

Upon heading out from the confectionery shop, Marina and Starlight awoke from their nap, the changeling quickly turning her guise back on as she yawned, while Starlight stretched his little wings out. After a short trip back to Trixie's house, Midnight gave the door a knock, awaiting a response from within. After a minute of nopony answering he gently pushed the door open, making his way inside. After looking around in the darkened house for a moment he noticed a glow coming from around a closed door, and made his way over to it.

"Trixie? I'm here." He spoke softly as he opened the door to see Trixie with her eyes closed and her horn lit up as a transmutation circle was illuminated on the ground before her with several items placed in the center of it.

"I'll be done in a few minutes, please wait in the living room if you will. I put out some snacks for the little ones if they are hungry." She spoke without opening her eyes, still concentrating on her spell.

"I'll wait for you then." He said as he exited the room, the two foals on his back staring back at the big magical circle on the ground.

A few minutes passed by before Trixie had finished with her spell and came out of the room to see two foals sitting quietly on the living room couch, munching happily on some cookies and milk. Midnight had taken the opportunity to look at a completely filled bookshelf that was almost overflowing with books.

"You have quite the collection of spell books my dear." Midnight said as he heard the hoofsteps of the show pony coming into the living room.

"Those spells are mainly for showy spells, nothing more really." Trixie giggled softly as she sat onto the couch next to the foals who smiled happily at her as they finished their little treat.

"From a few of the titles, it seems to me that a few of these are offensive spell books. I saw a couple of defensive spell books as well." Midnight chided as he brought a couple of them over to her.

"Well, a lot of the spells I use are great for show if you can cancel them at just the right moment. They sometimes burst in an array of sparks and such. Mixed with a shield spell, they can do the same over a wider area. But casting multiple shield spells and offensive spells is very tiring." She sighed as she took one of the books from Midnight, opening it to a specific page and handing it back to him to show him the spells in question.

"Wait..... You cast multiple shield spells along with offensive spells?" He asked looking rather surprised.

"Yes....... why? Can you not do the same?" She asked while cocking a brow.

"I can but only a few at most. I can't pull off more than a few at once." He chuckled feeling a little embarrassed.

"Hmm, does that mean you can't make an inverse shield either?" She asked with a smirk causing him to cock a brow in question.

"You mean a shield that will allow things to get in, but not out?"

"Yes, the applications are quite intriguing if you get into a scuffle that you can't get away from." She grinned.

Midnight stood there for a moment as he thought that over, his eyes going wide at the possibilities of using that particular spell in a fight.

'Damn, I should have thought of that before. I can trap an enemy inside the sphere, and when they cast an offensive spell, it will backfire and hit them. Plus I can hit them with my own spell to increase the damage or destroy them.' He thought while giving a confident smirk.

"Trixie, who exactly do you make an inverse shield?" Midnight asked, causing her to take a seat onto the couch and pull out a small book littered with bookmarks and notes.

XXX

It took a couple of hours to complete the training that Midnight had to endure to teach him how to invert a shield spell, but once he had learn the spell, it was probably going to be his most powerful spell next to his armor spells. Speaking of which, Midnight looked to see the foals laying quietly on the couch asleep. He smiled down to them as he floated a small cover onto them then turned to Trixie.

"Hey." He began in just above a whisper. "I wanted to try something with you, but never got the chance before." He said causing the unicorn to blush furiously.

"W-what?!" She squeaked in surprise.

"Come on, let's go outside so we don't wake the foals." He chuckled softly as he headed out the front door, Trixie hesitantly following him as she closed the door behind her. The two stepping off the porch and onto the snow covered ground.

"Midnight, isn't it a bit cold to do anything out here?" She spoke as her face was still burning red.

"Not really, It won't take long, I promise." He smiled to her causing her to give a deadpanned expression.

"Seriously? Were you just thinking about yourself when you asked me to come out here?" She spoke with a huff.

"What? No! I wanted to try the armor spell with you. What did you think............I meant?" He trailed off before his mane began to turn a slight pink. "Trixie!? Your a naughty pony." He chuckled giving her a wink.

"WHAT?! N-n-n-n-n-no! I wasn't thinking of rutting with you?!" She shouted before clasping both forehooves over her mouth as her entire body began to burn a bright red. Midnight laughing loudly at the comment.

"Ok heh heh, I think I've embarrassed you enough for today." He chuckled as his horn lit up. "Time for a makeover." He smirked as he turned into a bright light, vanishing into thin air and reappearing as a set of armor and a large staff onto the azure unicorn.

Trixie blinked for a moment as she stood on her two hind legs, a staff standing next to her while being held in a single hoof. She began to lean forward to go back onto two legs but just began to walk as a biped, giving a slight gasp.

"Niiiiiiiice, this set of armor is pretty powerful in offensive magic, I can feel it. Not much for defense though." Midnight's voice resonated from the gem that clasped her cape together around her neck and onto her chest.

"Midnight?" Trixie spoke out, hearing but not seeing the Alicorn.

"Right here doll." He spoke up making the gem glow brighter on her chest.

"Wait? Your ON ME?!" She squeaked out as she turned a bright red.

"I'm your armor, so yes I am on you. Not like you weren't ready for a little touchy feely a few minutes ago." He began to chuckle but stopped as he could feel her anger boil a little. "Sorry, sorry, shutting up now." He said before the armor glowed softly, vanishing into thin air before turning back into his Alicorn form.

"So, that was interesting. Now do me." Midnight smiled widely only to see Trixie gawk and blush a bright shade of red. "What I meant to say was, please use my armor spell and turn into a set of armor on me." He said giving a facehoof.

Trixie gave an annoyed snort as her horn lit up to cast the spell. Her figure disappearing and reappearing as a set of light armor on Midnight. It wasn't very elaborate but still showed that it could be used as light armor. Several links of armor covering the bottom of his legs, while a light breastplate covered his torso. On his back was a cape that split down the center, held together by small chains looped through small holes to allow his mane to flow freely through. The cape fell over his flanks slightly as it waved about in a wind that did not exist. It was semi-transparent, allowing those who looked closely enough to see through it. The decorations on the cape were not elaborate but showed Trixie's and Midnight's Cutie Marks on it at the bottom of each corner of it. As Midnight continued to observe the set of armor, several gems about the size of a baseball began to float around him. Each a different color being green, red, blue, yellow, and diamond.

"This is pretty cool, power level for spells has increased, light armor, and these five gems, hmm." He thought as he looked at them. "I'd like to test these gems out but I don't want to risk causing any noise to wake the kids. Rain check on testing everything out?" He asked Trixie, the gem clasping his cape together lighting up for a moment as the armor evaporated and turned back into Trixie.

"I guess that will have to do." She spoke with a blush, turning her head away from the Alicorn. Midnight sneaking over to her and speaking into her ear softly.

"Don't forget the rain check." He chuckled as he watched her jump from feeling his breath in her ear.

"S-sure......." She trailed off as she stiffly walked back into the house, Midnight following so he could gather up the foals.

175. Starting a war after dropping off the foals

After picking up the foals from within Trixie's home, Midnight left, making his way back to Sugar Cube Corner. Once he arrived, Pinkie met him at the door, and was immediately tackled by the twins back into the shop, both giggling loudly as they made contact.

"Thanks for taking care of them Midnight, I can tell your two has had fun with them today." Pinkie smiled as Marina and Starlight gave a slight pout at seeing their friends going back to the pink earth pony.

"Yea, they have been a hoof full. I'm just glad Marina is older than Star, Having two brand new foals would be an adventure all in it's own." Midnight chuckled. "Still though, I can't wait to have more." He smiled as he watched his two foals getting more comfortable on his back. "So how did your little get together with Braeburn go? Any plans for the future?" He grinned seeing her blush.

"Well, we're still getting to know each other right now, but we go so good together that I'm pretty sure that he may be the one." Pinkie beamed happily.

"Well, you let me know how things progress. Cause if it gets to the getting married part, I want to personally throw you and him a party." Midnight chuckled seeing her eyes light up.

"OH but I should throw the party for us." Pinkie giggled loudly at the idea.

"I admit that would make things easier since you are the party queen, but how about taking a break and letting your friends throw one for you so you can enjoy it without worrying about how everypony feels about it. I promise to make it the best party that I can." He smiled to her before she moved in, giving the Alicorn a warm hug.

"Thanks Midnight." She smiled warmly to him before turning and heading back into the shop with the foals in tow.

Midnight turned back into the street as he gave his wings a gentle flap. "We ready to go back home kids?" He asked as they both shouted in glee as he took flight. "So how should we go back to the castle? Teleport? Or race?" He smiled as he heard them both shout.

"RACE!"

"Alrighty then! Hold on tight!" Midnight shouted as his horn lit up, placing a shield around all of them so that the drag of the wind wouldn't pull the foals from him as he gained speed through the sky. After a few seconds, breaking the sound barrier as a trail of flames scorched the sky behind him.

XXX

After almost a minute of flight, the dark Alicorn landed in Canterlot with the two foals who were both squealing loudly at having experienced their first Sonic Flamebow. Midnight chuckling at them as they flew around him making loud zooming sounds as he walked into the castle. The guards giving him a nod and bow of the head before smiling at the two foals antics.

Upon entering the castle however, not all was well. A guard had made his way through the castle and to Midnight as he entered the castle so that he could quickly bring him into the war room. The foals were given to one of the castles caretakers along the way.

As he entered the war room, he was greeted with nervous expressions as he took a seat next to Celestia and across from Shining armor and Whip Lash who seemed quite a bit worse for wear.

"What's going on? And what happened to you Whip?" He asked as his once smiling face turned to that of seriousness and worry upon seeing the bandaged unicorn sitting next to Shining Armor.

"Now that you've arrived before we could send out a letter to find you, the meeting can begin ahead of schedule." Whip Lash spoke out as Shining began to bring the map laying on the table before them to life, zooming in on one of the nations Midnight had not yet visited since his arrival in Equestria,

"This is the nation of the Minotaur. Just recently I had been dispatched to their kingdom to help prepare them for war against The Elite Six." Whip Lash began but stopped as Midnight spoke up.

"The Elite Six?" He asked.

"Those are the ponies you spoke of that have gathered the elemental spells." Celestia spoke up causing Midnight to nod in understanding.

"Yes, and unfortunately, one of them attacked the Minotaur nation earlier yesterday while we were their. My detachment was severely injured, and two perished at the hands of a stone unicorn. I managed to go hoof to hoof with him for a short time, but his skill and power were far beyond my own. Even with your new training Midnight, we weren't able to deter him in the slightest. In the end my detachment fled with me back to Equestria. Recent word from the Minotaur nations has stated that its military is falling fast to this elemental pony of stone, and will not last for much longer." Whip Lash sat back into his seat quietly as he felt himself getting a little dizzy. Upon realizing that his wounds were far more severe than he had let on, Midnight began to use his healing spell on the unicorn, his expression slowly loosing the expression of pain and suffering to that of being more relieved from the pain.

"I thought that Kindle said that there were still two more ponies that had yet to become successful with their research into their spells." Luna stated.

"Apparently the group redoubled their efforts in trying to find what they needed in order to cast the spells." Midnight spoke up as he rubbed his chin in thought.

"This isn't good at all, we need to send out several detachments to the Minotaur nation to fight off the invader. If he has killed two of my guard, then there is no telling who else the fiend will kill to accomplish his goal." Celestia announced while slamming a hoof onto the table in a fury.

"Normally I would agree with you Tia, but this time I have to disagree." Midnight stated causing them all to stare at him in astonishment. "If a single pony with this much power is taking down a nation all on his own, and is one of six in a group. I think it would be wiser to wait until the others have shown themselves and attacked other nations before we make a move." He spoke in a monotone, devoid of any emotion.

"But what about all of the lives that will be lost? Don't you care about them?" Celestia spoke up, her tone being annoyed and hateful upon hearing him say this.

"I do care for them, and every living thing on the planet. But we can't rush in to aid every nation that is being hit, especially if only one of those six have shown themselves. It could be a trap that we would be deliberately walking into for all we know. Then we would be wiped out before we could defend ourselves. No, this time we have to take extreme caution, and study our enemy as they reveal themselves. You will need to find out all of the elemental spells being used so that we can find their weakness as well. That information alone can give the other nations a handicap against each pony they face." Midnight stopped for a moment to go over what he had just said, taking in a deep breath to continue.

"So for the time being, we will need to keep the Equestrian military on full alert, Each detachment will need at least two of each pony race so that in case of an attack, one of them can take down information and relay it to us so we can formulate a plan."

"Just one of them?" Luna spoke up in a slightly shuddering tone.

"You speak as if more of my guard will fall at the hooves of these elementals." Celestia spoke up with a hint of anger in her voice.

"Listen, and listen well. This is war, and there will always be casualties during such times. If this was a simple meeting between nations leaders, then it may not result in bloodshed. But we are dealing with a highly aggressive force that will end the life of any and all who oppose them. Do not under any circumstance face them alone or even in a small group. We need to go all out on each of them. If possible we need to hit them one at a time and destroy them before they can find a way to fully oppose us." Midnight snapped back with a loud snort.

"Destroy them? I would think it be more appropriate to just capture them and punish them for their crimes." Cadence spoke up garnering everyponies attention.

"I'm sorry to say Cadence, capture is not an option." Shining Armor stated flatly as he lowered his gaze to the table with a sigh. "These ponies are lethal, and will stop at nothing, even taking multiple lives, in order to gain power."

"He's right, it is sad to say, but the only option is extermination. As you stated before Tia, they will eventually go insane. A being with that much power, carelessly throwing it around in that state can and will destroy much of the world and end many lives." Midnight stated as well.

"So what shall we do in the meantime? The minotaur nation is under great distress because of this individual pony. We have already sent word that this is a rouge pony that does not belong to our nation. This way they will not send their military into our lands." Luna asked.

"The only thing we can do is send some pegasi to spy on that pony from a distance. We will need any and all information we can get to help in the process of killing it and prevent as few civilian casualties as possible." Midnight stated causing them all to give nervous expressions.

"What will we do until they decide to all come forth?" Whip Lash spoke up.

Midnight leaned forward onto the table, placing his forehooves together as he placed them under his chin. "We gear up, and prepare every city, town, and village, for war."

After agreeing to what needed to be done, they began to make plans of action against the oncoming war. They could no longer relax, it would be a short time until Heart's and Hooves day, along with Winter Wrap Up. So preparing for the holidays along with the planning of starting spring was going to be difficult. Time would tell however if their plans would work, or fail and doom the world.

176. The battle begins

As a stone hoof impacted the ground, it sent giant rock spikes straight up in all directions around Forge. The expression on his face was completely neutral as his eyes darted back and forth through the onslaught of minotaurs that were quickly advancing toward him. Another strike sent a shockwave through the ground, ripping it apart and causing a few of the minotaurs to fall between the cracks into the chasm below.

Another wave of the horned beasts rushed him, all of them dog piling on top of him and pounding away with their hooves and fists to try and kill the stone hard pony. The pony took hits left and right, yet no expressions of pain or remorse show upon his face. For a moment his horn glowed as the cracks along his body began to glow a bright red, erupting fire and molten stone in all directions from each and every crack. His mouth opened wide as the very fires of Tartarus itself seemed to bellow out and completely incinerate anything within twenty yards of him.

Many of the minotaurs fell back as the fires spread quickly, engulfing anything that got in its way. This fight had been going on for three days straight now, with the minotaurs loosing ground every second that they did not attack. But while attacking, they would loose even more life than the land they cherished.

"Fall back! Call in the Shaman, See if they can do anything!" On of the larger minotaurs yelled causing them all to back away from the slowly advancing stone pony.

After a minute of watching the pony slowly walk along, bellowing out fire onto any structures that he would pass as well as smashing his hooves into the ground to make the world tremble underneath him. The shaman Minotaurs arrived. Each dressed in thick earthy robes, many of them having staffs or some type of branch they would use as a type of wand. These were no ordinary Minotaur. These individuals were magically locked with the land to create peace and harmony throughout the world. Their magic could help plant life grow and thrive in even the most barren of lands. Their healing powers were the strongest in the world. Yet their fighting ability, would be of the lowest as well.

As they all stood there, they began to chant as one, causing the land around them to erupt in life. The grass bloomed out to several feet in a matter of seconds, followed by flowers that exploded into an array of colors. Vines began to quickly grow toward and onto the stone pony, locking him to the round in defiance of his continued advance. After a few seconds the pony stopped moving as he was encased in vines. Covering him with layer upon layer of foliage that would seem to suffocate any living creature should it have fallen prey to them.

After a few quiet seconds the Minotaur began to smile, thinking that they had finally beaten the monstrosity. Until the vines began to expand outward from the pony they were attempting to imprison. They exploded away from the stone pony in a shower of flame and shards of rock. Several shard hitting some of the shaman as they continued chanting.

After another minute, the stone pony was almost within range of the shaman to use his bellows to kill them. The ground began to quake as the chanting quickened from the shaman, splitting apart as a large stone golem slowly climbed out of the ground and looked around, seeing the shaman all staring at the stone pony who then began to bellow onto the golem, making it screech out in annoyance. The golem roared out at the stone pony, making Forge just stand their and stare at the twenty foot giant. His horn began to light up quickly, but it was to late as the hand of the golem reached out with a giant swing of its arm, connecting its massive fist into the pony and sending him skyward at the blink of an eye. Forge began to fly head over hoof through the air as he attempted to correct his posture in the air, failing as his sheer weight caused him nothing but problems. Making him a giant wrecking ball as his high arch began to fall, sending him hard into the ground below almost a thousand foot away.

"Get those shaman to make more of those golems, use whatever resources they need to do so and kill that damn pony!" One of the minotaurs shouted from the line.

The shaman began to chant quickly in unison as the ground quaked, sending forth more and more stone golems as they began to advance on Forge as he slowly stood, his horn glowing as he quickly began a trot, into a gallop as his form began to grow large with each passing second. Soon he was as tall as the golems and at ramming speed. His momentum alone began to send the golems flying left and right as he barreled through them like a hot knife through butter. Seconds passed by as he charged through them and into the shaman, sending them flying left and right. One being unfortunate enough to be under one of his hooves as it came crashing down, sending blood, bone, and body parts in all directions.

High above the nation sat several pegasi that were watching the whole thing play out below. Some of them getting sick from the sight of what war had brought to them. Others just writing down every detail they could about the stone pony that was destroying everything in its path.

After quietly talking to one another and activating an enchanted gem around one of their necks, the pony turned invisible as they took the current gathered intel on the enemy back to Equestria.

XXX

"So what do you think about the element of earth and stone master?" Steel asked Screwball as they watched him destroying another home of the minotaurs as he crushed it underhoof. Everything being seen through an enchanted mirror.

"This is going to be far more entertaining than I first thought." She giggled as she leaned back into her plush, over sized Spongebob beanbag chair. "But it will get far more entertaining once that bastard Alicorn shows and fights us all. I have some very special torture planned for him." She cackled.

"Dare I ask what?" Steel chuckled seeing her grin evilly toward him.

"Let's just say this, I am not going to break him physically until later on. I am going to break his mind first." She giggled evilly.

"Oh I do love it when your this evil." He grinned for a moment as she gave him a seductive look, pulling him close as she gave the tip of his nose a playful lick.

"Then your going to love what I am going to do when we win this war." She grinned evilly before roughly kissing the Steel pony.

XXX

The pegasi that had been taking intel on the enemy had taken several hours of flight at top speed in order to arrive back at the castle in time to see several platoons of ponies heading out of Canterlot to travel to one of Equestrias cities. The young light blue pegasus quickly landed, panting hard as his wings drooped from having flown so hard for such a long period of time. After quickly trotting up to one of the guard, he hoofed over a small tube with parchment in it to another guard.

"Take this to the princess, it's urgent." He spoke before falling to the ground in a heap, breathing hard as his sore muscles ached to the point where he could no longer move.

The guard that had received the tube quickly rushed into the castle and toward the throne room. The royalty along with the captains of the guard were all sitting around a large table that had a huge map on it. The war room had proven to be inadequate for what needed to be done as for planning ahead for the war that would soon be upon their doorstep. So moving the war room into the throne room was the only logical choice.

"Princess, urgent news from the land of the minotaur." The stallion guard spoke as he quickly hoofed the tube to Celestia. She pulling the parchment out of the tube and reading it quickly, her expression turning to that of horror as she looked upon it.

"This is terrible." She spoke in a soft tone, Midnight taking the parchment as he began to read it aloud.

"The enemy appears to have a body made of pure stone with cracks running all over it. Visible powers are as follows from what has already been seen.

Stone body (type unknown)
ability to create molten rock/fire
breaths projectile fire
Earthquakes
can break apart the ground to open wide chasms
rock spikes
increase size and durability
seemingly immune to physical attacks

This is all of the current data collect. More will arrive as it is witnessed."

"Sounds like we are going to have a time dealing with this monster." Midnight said as he placed the scroll into a small bin next to the table.

"How can we fight something like that? It sounds like we won't even be able to scratch this thing, let alone defeat it." Cadence stated in worry.

"Don't give up before we even get the chance to fight it." Shining Armor spoke up with a determined grin. "With all of these spells that Midnight created, I'm sure that we can find at least one of them to use to defeat these bastards."

"The only problem with that is that I can't use all of them anymore." Midnight spoke up in a monotone. "Ever since that damned curse hit me, I'm still stuck with only the use of a thousand spells, and with what I currently have memorized, I only have a few spots left for spells that we can use against these monsters."

Midnight gave a sigh as he placed a hoof in between his eyes, rubbing the bridge of his nose as he continued. "There are only a few of us that have my list. Twilight, Trixie, Shining Armor, and Celestia." He began but was cut off.

"I ............ have that list as well dear Midnight." Luna spoke up giving a nervous chuckle. Midnight looking to her and then to Tia while cocking a brow. She gave a sigh nodding in confirmation about the question he was going to ask.

"Alright then, adding Luna to the mix, we have a total of five individuals who can cast my list of spells. Other than that, I will let everypony decide on who can be trusted with what spells are needed to win this war." He said while looking around the table to each pony in question. "Alright then, are the plans set for the first strike?" He spoke up seeing Shining Armor nod in confirmation. "Very well then, let's shake things up a bit."

At that, Midnight's horn lit up as his body glowed for a few seconds then split into two. Standing before everypony was two Midnight's. They nodded to each other as one of their horns lit up and vanished in a bright flash of light. "First strike initiative is on its way." Midnight grinned as the group began to talk again about future plans of action..

XXX

We go back to the minotaur nation to see much of the capital in ruins along with most of the city. Bodies of the fallen littered the ground as the stone pony continued its advancement through the battlefield. Killing off any who got in its way as well as tearing down any and all structures that could house the enemy. The elemental pony was back to its normal size as continued on, but was suddenly halted in its advance as an ear splitting explosion sent the pony flying back and through the air. Crashing into the hard ground below before skidding to a stop in some fallen rubble of a building that had fallen a short time ago.

Forge slowly stood up as he looked around. His face devoid of any expressions. After a minute of looking around, his eyes fell upon Midnight Flame as he stood where the stone pony had been launched from. After a few seconds of standing there, a bright flash of light erupt from next to Forge showing a light purple pony with a beanie atop her head. Her expression that of pure rage and determination as she glared at the Alicorn, several hundred feet away.

"It's about time you showed yourself you pony wanna-be!" She shouted toward midnight who only smiled in return.
"I am going to make you suffer, for the rest of your life you will be nothing more than a shell of your former self!" She slowly increased in volume til the end, she then bolted toward the dark Alicorn with such speed that Midnight didn't see it coming and was hit square in the chest. A magical light erupting from the point of impact as his shield took most of the damage, sending both ponies flying backwards in a brilliant display of sparks. Midnight stood after being plowed backwards, taking in a deep breath as his horn lit up. His expression neutral as he lowered his stance and charged Screwball, his wings glowing brightly as they were encased in his magical glow.

Screwball stood up, giving her head a shake from the blow. Giving a slight gasp as she noticed the Alicorn charging her. However, as soon as she stood into a defensive stance, Midnight disappeared from sight, causing her to blink as she turned her head to look around her to try and locate him. Her vision finally fell on him as a streak of light busted straight through her body. She gave a gasp as she felt pain for a moment before quickly using her magic to halt her body from falling to the ground. There, she floated in two pieces as her body was encased in her magic, slowly pressing the two halves together as they began to heal and become whole again.

"Nice trick, but it won't work on me you idiot." She growled as she landed back onto the ground as her whole self. "Just for that, I'm going to enjoy what I am about to do to you." She cackled as she disappeared, reappearing in front of the Alicorn as she reared her head back and then brought it down, connecting her forehead to Midnight's just below his horn. The two stayed in the position for several moments, both ponies eyes shut tight as a glow encased them both. After a few seconds, Screwballs eyes shot open, along with Midnight's as he gave a sinister grin, His horn alighting and holding onto the pony before him as his body began to glow brighter and brighter.

"YOU SON OF A........." Screwball trailed off as the light erupted from the Alicorn as an explosion. The blast roaring outward and engulfing the entire area, along with the stone pony that was standing idly by as he watched the fight progress.

Once the smoke cleared, Screwball lay on the ground bleeding badly, her body torn asunder. She slowly managed to get to her hooves as she took in what she saw all around her. The area the explosion was focused on was now a large crater. The elemental pony now lay silently on the ground as the cracks along his frame began to loose its red glow like a slowly cooling coal that had been pulled from the fire. The devastation from the explosion had disintegrated everything that was no longer living in a five hundred foot radius.

"Damn you Midnight, that was low, even for you." Screwball growled as she glanced around her to see if another exploding clone was nearby. After a few seconds she slowly moved over to the fallen pony, gathered him up in her magic, then vanished from sight.

XXX

Back in the throne room of the Castle of the Alicorn princess', Midnight's eyes shot open as he felt his clone get destroyed from the kamikaze attack it had used. Information from the fight flooding into his mind as he saw the entire fight being replayed in his thoughts. He gave a loud sigh, catching everyponies attentions as he began to speak.

"We have a problem with Screwball. My clone didn't kill her, and she now knows the extent we are prepared to take in order to wipe them off the face of the planet."

The group sat in stunned silence as they let that bit of information sink in. Only time would tell what would happen next in this giant game of chess. Let's just hope that checkers is the preferred game to play by Screwball in the future.

177. The battle has begun

Screwball re-appeared with the fallen Forge in her domain. Steel quickly coming to her aid as she tossed the stone pony to the side and fell onto a large beanbag, taking in a pained breath as Steel began to administer a healing spell onto her.

"That fucking coward..............." She began, taking in another pained breath as she could feel one of her ribs move back into place before healing. "He used a suicide clone on me." She hissed as the healing spell slowly finished healing her major wounds before moving to the others.

"A suicide clone? I wasn't aware that he had that ability." Steel said as he went over the mental notes in his head.

"Yea, he does, and two can play at that game." She grinned evilly as she waved a hoof making several clones of herself appear before her, all of them smiling evilly.

"Are you sure that this is a wise decision mistress? Knowing how much power you have, these clones could destroy a large area when they explode. Don't you think it would be a waste of your power and a large area of land as well, just to kill off one pony?" He asked but stopped as she glared at him.

"I don't care if I have to blow up the moon just to get rid of that bastard. I WILL have his head on a pike by the time I am done with him, and nothing will get in my way, is that understood?" Screwball growled to Steel causing him to visibly withdraw backwards away from her.

"Understood mistress." He said before turning his attention to Forge. "Damn, the clone did a number on forge. He is barely alive." He said as he began to administer a healing spell onto him. The glowing in between the cracks of his stone flesh starting to slowly regain their glow.

"I am going to take a guess that we are going to have to go all out with our new abilities for the oncoming fights?" Steel asked as he finished healing forge and helping him to stand once again. Forge took in a deep breath before silently walking over and standing by the other four elemental ponies.

Screwball stood as she walked in front of the other elemental ponies, all of whom had been transformed and under the influence of the mind control serum. She paused momentarily as she looked at them, giving an evil grin as she looked them over.

Stone Forge, holding his name with his element of stone and earth. Creating fire and molten lava by constantly causing friction by rubbing the stones in his body together at high speeds. His magical ability aiding by causing his body to grow larger and more durable for battle, as well as making him being able to spew fire from his mouth like the bellows of a real forge.

Glacia Heart, or Ice as everypony knows her, has a body made purely out of solid ice that is as hard as diamond. Her mane an ethereal mist that flows slowly out of her body and into the air. Each step she takes causing the ground around her to freeze solid upon contact. Her abilities along with her magic are being able to create ice spikes from the moisture in the air as well as being able to project a freezing current in any direction, using herself as the focal point. Hoof to hoof combat is not an option with her as she can freeze anything down to the cellular level. Fighting her would be your end.

Orion Light was a surprise when he cast the spell onto himself. His physical form completely vanished revealing only visible air currents that swelled around in a single spot to make a semi visible form of a unicorn. He being one of the only two ponies that can fly without the aid of wings by using his airy body to manipulate the wind to the point of it actually becoming a part of him. Although his physical form is the weakest out of the five, his powers are the strongest since he can literally control the air we breath.

Kindle Ro, the element of fire itself. The dryer it is in one area the better it is for her to incinerate. Using her magic along with her element, she can take flight by super heating the air around her to propel her in any given direction. Her body is a blistering red that seems to move just like fire while her mane and tail are flames that dance in the air. Her powers being one of the stronger elements as she can heat the area around her to the point of several kelvin. In short, up to almost a hundred thousand kelvin, which could ignite the atmosphere around her, creating a small nuclear explosion in any given area.

Finally we have Steel, His element is that of metals. His form is invulnerable to any and all attacks except for attacks on his mind. His strength is a hundred thousand times stronger than any earth pony, allowing him to crush anything unlucky enough to get within his grasp. His magic helps to deter any type of mental attacks while also enhancing his vision by giving him a 360 degree peripheral sight so that no enemy can take him by surprise.

As Screwball looked over the ponies before her she smiled as she stopped in front of Orion before speaking.

"Today is your lucky day young stallion." She chuckled. "I want you to head into the griffon nation and start tearing the capital apart. Leave nothing alive, and no building standing."

Orion stepped forward giving a nod as he vanished from site. Steel coming to Screwball's side as he began.

"Do you think it wise to send our most powerful player into combat so early?"

"I do, simply because that blasted Alicorn will think that we are just sending in the weakest of the group first to test him and those other ponies. If we send in Orion now, they may just give up in their quest to fight us. Then I can take his life without fail." She cackled madly.

"Let us hope that your plan pulls through. I dare not think of what would happen otherwise." Steel sighed as he looked over the rest of the elemental ponies before him.

XXX

Orion appeared high above the griffon nation as his form flowed freely through the sky. He took in his surroundings as he gauged which area would be best to attack first off, but seeing as much of the city was pushed together, he began to attack everything at once.

Using his magic and abilities of his element, he concentrated air blasts in many areas of the city. The air condensing and being compacted into a small ball before being placed inside of a building or structure, then blocking off all exit points where the air could leak he released the seal around the compacted air, creating a huge pressure explosion within that area. This in turn making it seem like an explosive had gone off in the building causing it to explode outwards in every direction. A few fires started from oil lamps that had been broken, but other than that, the air remained clear despite the dust that would come from the falling rubble.

Griffons from all around the city took flight to see what was going on. Some of them falling from the sky for seemingly no reason as their lifeless corpses hit the ground below. After a short time, Orion had been located in the sky, hiding in plain sight, however as the griffons got closer to him they all began to hold their necks and fall from the sky, dieing before they even hit the ground. After seeing many of the griffons fall, others began to flee in fear, but not making it to far before exploding in a huge shower of blood and gore. Feathers, blood and guts raining down onto everything below as the wind element pony created a smaller explosion of air inside of each of the griffons that fled from his sight.

XXX

The air was calm in the castle as the royalty began to gather new intel on a new elemental that had shown itself in Griffonia. From what had been gathered, it appeared that the elemental was pulling no punches in his endeavor to destroy any and everything in sight. The small group sat quietly, thinking of options to try and disable or destroy this pony altogether.

"So what are our options?" Celestia asked to everyone at the table.

"I think another kamikaze clone could take this one out easily." Midnight spoke up, awaiting approval from the group.

"But this being is made of nothing but air, how can we destroy something like that?" Luna spoke up, a tinge of fear in her voice.

The group sat in silence for a moment until the options had been weighed on how to effectively take care of this elemental. After a few minutes Midnight spoke up once again.

"I have a plan, but this is going to take more magic than my clone can dish out. I'll need to have a magic boost on him in order for this to work." He smiled to Celestia as his horn glowed brightly, another clone of himself popping into existence beside him.

"Time for a boost." The clone spoke up as Celestia began to infuse the clone with magic. After a few minutes the clone had the look of strain on its face as it spoke out.

"Alright, that's enough. Any more and I won't be able to contain myself any longer." His expression turned to a look of strain and slight pain as he nodded to the group before teleporting away.

"So what is this plan that you have that would require so much power?" Luna asked as Celestia leaned on her for a moment to gather herself.

"Well, I only know of one way to destroy something made of air, and that would require making a vacuum of some sort. And the only way that can happen is if my clone turns invisible and gets close enough to that pony, encases him in a shield so that nothing can get in or out, then expand it as far as he can. every molecule within the shield will expand to the point where he will no longer be able to control himself or the air around him. then essentially die or vanish into nothing, and if that doesn't work, I have something else planned as well.."

Midnight smiled as he though this would be the easiest way to deal with the problem without actually getting to close to the battlefield. However, not all plans go by the letter.

XXX

Griffonia was taking severe damage and casualties from Orion as he bombarded the land below with air bombs. Even causing sonic booms through the air to temporarily stun his enemies. At one point, a griffon had actually taken a swipe at the elemental before being shredded apart by several air sickles that literally sliced him into a thousand pieces.

The air was thick with the smell of blood, the ground littered in destruction and death as the elemental continued to rain death upon the capital. But, just as the pony was about to continue his attack, he felt a disturbance in the air around him. Quickly looking around for the disturbance he saw the dark Alicorn heading right for him but stopped just outside of his field of magic usage. The Alicorn's horn lit up into a bright neon white. Orion looked around him feeling something wrong, and stopped as he felt himself being pulled apart. Expanding if you will. His face contorted slightly into pain as his horn lit up, surrounding himself in his own shield to counteract the other shields presence. Midnight's clone noticed this fairly quickly and teleported himself into the shield with the pony, using his magic to make his entire body erupt into a giant flame that greedily ate away at the precious oxygen that the pony was made of.

There was a short scream as the shield exploded outwards, Orion trying to make his escape but failed as the shield the clone had made quickly shrank, causing the air to super heat and go out quickly as the air elemental was wiped from the face of the planet.

XXX

Midnight felt the end of his clone as it had destroyed the elemental. He gave a rye smile as he nodded to the group.

"One down, five to go." He spoke out causing them all to cheer loudly.

"With that one out of the way, the others may be hesitant to continue their attacks. So don't get to excited just yet." Shining Armor spoke up causing the cheers to die down.

"That is a possibility. Let us continue with the plans to see if we can find more suitable ways to end this threat quickly and without the need for more death." Celestia spoke up as they all nodded, going back to work.

XXX

"FUCK!" Screwball shouted as she felt the life of Orion get snuffed out. "He was a key player! How in the hell did they come up with a way to kill him so easily?!" She continued shouting as she stomped around.

"Mistress, If I may be so bold." He began as Screwball began to glare at him. "Orion may have been strong and weak at the same time, but we do have the others to think about. Maybe we can send two out at once, or all of us together. With that much power, I doubt they could all stand against us." Steel spoke in a calming voice, his attempt at diffusing the situation becoming more pronounced as Screwball took in a deep breath to calm herself.

"Very well then." She began as she looked to the others. "Ice, Forge, double-team in Dragonia. Reptiles hate the cold, so stir them up a little and drive them toward a heat source. Forge, use your abilities to wipe them out, and if any other ponies show up, combine your efforts and wipe them out. If it looks as if you are going to loose, Return here." She snarled to them only to make them nod and vanish, teleporting to the land of the dragons.

178. Death and planning for the end

Dragonia, a huge island almost the size of Equestria itself, and very close to its borders as well. Filled with huge dragon's of all shapes and sizes, most who could breathe fire and are almost completely immune to the magic that is within this world. A hard target indeed that would be a challenge for any culture or race that would be adept in magic usage. But what about elemental magic? Yes, that is the question. Would Forge and Ice be able to strike down these monstrous beasts? The answer to that question is, kind of.

The two ponies appeared in the land of the dragons, separating from each other as they began to quickly get to works. Ice quickly made her way toward a nearby volcano as her horn glowed brightly to cool the area she was in to freezing temperatures. Upon making it to the side of the volcano however, she could feel the heat radiating from the lava that was spewing black smoke from the top. As she trudged along the side of the mountain, Teleporting ever so often to a visible and stable area, she arrived at the top, looking down into the volcano with an emotionless face. After gauging the right amount of magic, she blasted a beam of supercooled air into the volcano. A loud hiss erupted from the glowing orange rock and ore that began to quickly cool down and turn back into solid matter once again.

After a few minutes, the lava bed had been turned into solid rock, causing the area to cool far quicker than before. Many dragons roaring out in annoyance as there source of heat was taken from them, and fled the area to find a new place to roost. Some of them catching sight of the solid white, crystallized pony and taking a dive at her. Thinking she would be an easy meal........... They were wrong.

As the dragons swooped down to pick the pony from the edge of the volcanic opening, Ice blasted one of them with a beam of magic which supercooled the air to several hundred degrees below 0. Upon impact the dragon began to freeze down to the cellular level, screeching out as they became numb in seconds before their blood and body turned to ice before they shattered into a million pieces upon impacting the ground. Several others attempted to do the same, and all of them fell victim to the frost pony.

The other dragons, upon seeing their friends and family perish at the hoof of this elemental pony, fled as the air began to cool around them. Fear driving them on to escape their inevitable death, directly toward the warmer region, where Forge was waiting to pounce.

The dragons began to fly quickly through the sky, landing at the side of a large molten lava lake. Some of them even going as far as to dive into the lava to warm themselves. The barren land around them covered in rocks and dead shrubbery from the excessive heat and sulfur fumes that rode through the air around them.

*SCREEEEEEEEEEEEEECH*

One of the dragons roared out in a shriek of pain as they thrashed about in the lava lake before being pulled under. The other dragons just starring at the spot, expecting the dragon to resurface. Elder dragons weren't known for playing pranks, much less to have any humor at all. So this was a little shocking to them as they continued to stare, until another dragon that was warming themselves in the lava lake shrieked out as they were pulled under.

At this point the dragons began to quickly removed themselves from the lake and stand on the rim of it, starring out into the areas that the other dragons had been dragged under. Suddenly a small bump surfaced, pushing the molten rock to the sides as part of a dragon surfaced. Then another, and another until twenty or more pieces of the few dragons surface. The smell of cooking flesh filled the air as it quickly began to burn. The dragons along the rim of the lake roared out in anguish and rage upon seeing more of their brethren dead and being cooked within the lake.

That roaring came to a stop however as many large spikes erupted from the rim of the lake, piercing straight through a few of the dragons, and causing the rest of them to take flight to avoid certain death. As they took flight however, the lake began to swell in the middle as a form began to slowly emerge, taking shape of a three hundred foot pony. The lava began to cool and form stone flesh onto the pony as the cracks leaked molten lava like a very slow water fall. After a few more seconds he finished forming, his eyes opening to reveal the flames of Tartarus itself. The dragons all roared loudly as they began to fly around the giant pony, swiping at him and using their tails as makeshift bludgeons as they attempted to down their new enemy.

Forge looked around to see many dragons flying around him, His movements were very slow and sluggish as he continued looking around before slowly opening his mouth to reveal nothing but the orange glow of lava and the dark spots of large boulders resting in the midst of it. Slowly the giant pony took in what seemed like a breath of air before quickly roaring and spitting out molten lava and boulders toward the dragons.

They dodged and waved through the assault for a few moments, boulders and hot lava soaring past them. They all grinned thinking that they had avoided death and sailed toward Forge only to fall from the sky, death taking them as those boulders exploded, sending thousands of shards of rock like spears through anything within their range. Many of the dragons began to fall to the exploding boulders, some even surviving as they hit the ground. Two unlucky ones happened to land onto the pony's back, thinking they were safe. Until the glowing cracks widened without warning, letting them fall into the lava blood of the stone pony, and then closing like a vice around them, crushing them into a sizzling mush that quickly became nothing more than burnt flesh that added to Forge's size.

XXX

"Things seem to be going far better than expected in the land of the dragon's mistress. No enemies can stand against Forge when he is in his element." Steel grinned evilly as he and Screwball watched everything play out through a magical mirror.

*C-crack*

Screwball and Steel turned their gaze toward the statue of Discord as it cracked slightly. Screwball running up to it smiling with glee as she spoke.

"Yeeeeeesssss, This chaos is making daddy stronger. It won't be much longer until he can break free from his stone prison. And then we will see what those Alicorn's can do against us both." She began to laugh softly, it slowly turning into a mad cackle as she hugged her father.

'We will see what happens with that.' Steel thought to himself as he gave a sinister grin toward Screwball before looking back to the fight at hoof.

XXX

Back at the royal castle, the group had received some intel from Dragonia about the event's that were unfolding their. The land was ruled by the dragons, and only such since they were mostly feral and lacked a lot of cognitive behaviors that could create a society. The land was ruled by the strongest dragon, and what that dragon wanted, became law upon thinking it. However, this also meant that they lacked the knowledge on how to use teamwork to take down an enemy, as they always resulted in going one on one with the enemy, in which case they would die, or distract them long enough for another dragon to kill the enemy.

"So what do we do about this mess?" Shining spoke up, causing the others to look down slightly as they thought.

"There isn't much we can do. The dragon nation doesn't have any laws, so they could attack any and all living things that happen to stroll into their lands. This also means that we cannot help them since we would be in danger of being killed by them as well. Seeing a giant pony would make them think that the ponies of Equestria are attacking them for no reason." Luna spoke up causing them to gawk slightly.

"But if we don't at least try to take on these things, the dragons will invade Equestria to try and get rid of the possible source of the menace since it is a pony. They would think that we sent them since our borders are so close together." Midnight spoke up as his horn lit up with magic, casting several clones of himself and causing his own body to glow a soft white for a moment. After the light disappeared, Charles stood there rubbing his temples slightly as he tried to think.

"Alright, this transformation thing is getting annoying. I've used all of my magic, or what was left of it, to create these clones." Charles stated as he nodded to the three clones. "You three know what to do, so get to it." He said as they nodded before disappearing.

"What did you do?" Celestia asked as she looked to the human standing before everyone.

"I sent them out to try and do some damage to that monster in the dragon lands. Suicide clones that can change form will help out a lot." He chuckled before swaying slightly, his hand shooting out to the table to steady himself and causing the others to look at him in slight alarm. "I'm fine, just dizzy from using all of my magic." He stated before taking a seat and placing his head into his hands as he rubbed his eyes gently.

"Please wait here, I will go to the vault and return momentarily." Celestia spoke up before quickly leaving the throne room.

"Don't tell me she's......... Luna began but stopped as Charles spoke up.

"She's getting a magic potion for me. I don't blame her. These are dire times, and we need all the help we can get." Charles sighed as he sat back into his seat.

XXX

In the land of the dragons, the three clones of Midnight appeared, all three quickly shifting their forms into that of mid sized dragons before taking flight toward the area where Ice and Forge were at. As they arrived within visual range of the towering pony, they nodded to one another as they split off to fly around him.

Forge continued to stand in place as he slowly looked around him to see many different dragons flying around or away from him. He opened his mouth, releasing a huge plume of fire toward the dragons that were in front of him. Knowing that the fire wouldn't do them any harm, the dragons continued to fly through it but fell to the earth below as more exploding boulders were hidden within the fire. This caused many of the dragons to land onto the pony and begin to wail on him with all of their combined strength. Tearing rock and molten lava away from his hide as quickly as they could before being swallowed alive into his body before being crushed.

The three Midnight clones watched as they formed a strategy. One of them flying onto the stallions back and starting to wail much like the others did, but raised a shield around himself before being pulled into the molten blood of the beast. After a few seconds of being consumed into the liquid rock, there was an earth shattering explosion that nearly broke the lumbering giant in half. A scream escaped the elemental as he fell sideways onto the hard ground and out of the lava lake. The other clones watched as he began to slowly heal his body back into what it was.

"I think we are going to need to resort to plan B." One of the clones spoke to the other which nodded as they flew toward the fallen pony. Both starting to glow for a moment before one of them stopped, falling out of the sky and to the ground below in the same pose he was in while flying. The last clone looked down to see the other clone shatter onto the ground upon impact. He looked around just in time to see Ice staring at him with those lifeless eyes as she was sending a coldfront toward him.

He could feel himself freezing up and quickly teleported several hundred feet away before flying directly into the mouth of the screaming stone pony Forge. The fallen giant clamping down onto the clone, presumably ending his existence. The giants eyes went wide for just a moment before his head exploded into flying rock and lava in every direction.

Ice stared at the fallen pony for a moment, her eyes narrowing before her horn lit up and teleported back to Screwballs base of operations.

XXX

Screwball was seething anger as she cursed loudly, stomping the floor in rage as she walked in front of the last two elementals that she had control over. Steel at her side as he spoke.

"Mistress, please calm yourself. I am sure we GCK!" He was unceremoniously stop as he was pulled from the ground by his neck by an unseen force from Screwball. She pulling him directly to her face as she glared into his blinded eyes.

"I will be calm when that fucking Alicorn is DEAD! Don't you even attempt to try and console me through this matter. I have been planning this for months and I WILL have that Alicorn dead for what he did to daddy! If you value your life, then I suggest you stop with this crap and help me figure out a full proof plan to kill him." She snorted before releasing him and letting him fall to the floor in a heap as he gasped for air.

"*COUGH* I'm sorry *cough* mistress. Maybe it is time *cough* to go with the final plan?" He spoke out as he rubbed his metallic neck.

Screwball gave a sinister smile as she looked to her father who was still slowly cracking. Edging his way to freedom.

"I think that would be the final push to free him. Let us prepare for the final fight." She began to chuckle softly before it turned into a mad cackle that gave Steel a cold chill as it ran up his spine.

'I know this is going to be the end for us, I really should have listened to mother and turned into a librarian. Soooooo much safer than this crap.' Steel sighed to himself as he went into the next room to prepare for the final battle.

179. Ancestrial powers?

Charles sat idly by within the throne room as Celestia returned with several potions floating in her magical grasp. As she floated one of them to Charles he looked at it, giving a soft sigh as he uncorked the top of it and downed the entire bottle. Giving a disgusted face once it passed over his tongue and down his throat. He gave a couple quick coughs as his stomach began to glow slightly before expanding outward to cover his entire body. After a few seconds, he had returned to his Alicorn self.

"I really hate having to use those potions Tia, We need to keep as many of them as possible in case something else happens in the future." Midnight spoke up as he smacked his lips a little from the after taste of the potion.

"I understand your concern my dear, but I have a feeling that these potions will be needed now, more than ever." She sighed as she placed a potion into her regalia, and hoofing the other to her sister who did the same. "These potions will enhance our magic usage and ability to create more magic in a shorter period of time that it would normally take us."

"Let us hope that we will not have to use these though, and finish the job with minimal damage and casualties." Luna stated as well.

"I am going to pull a few of them from my stash as well to keep on hoof in case they will be needed. I still have 12 of the potions left that Zecora made, let's just hope that we won't use them all to fight the enemy." Midnight spoke as he pulled a few of them out of his stash portal before closing it back and placing the potions onto his being with magic as a glue source.

After a few more minutes, everything stopped as Midnight's eyes widened for a moment, giving a smirk as he spoke out to the group before him.

"One of the elementals has been put down."

The group cheered loudly for a moment before stopping and lowering their heads. Celestia speaking first.

"I do not want to cheer for the death of another, so let us be thankful that this pony will no longer be able to hurt another being without the use of such cheer."

The others nodded slowly before Midnight spoke up. "Tia, how many other nations are their in this world?"

"Several others, but the population in them is little to none. Saddle Arabia is part of Equestria, but it does not connect to our main land. There is also The Land of the Worg, A nation filled with intelligent wolves and were-creatures. Their government is based from a group of Elders, much like Griffonia. However, they have the ability to use magic on a different scale than the ponies of Equestria........." She paused for a moment as she mulled over a peculiar thought. This catching the others attentions to the point of them breaking her train of thought.

"Tia?!" Midnight shouted causing her to snap to attention and stare at him in somewhat of a shock from the volume he had spoken with.

"What? Yes! I'm sorry, I was just thinking of something rather odd." Celestia spoke as she gave a thoughtful glance at the dark Alicorn.

"Care to let us in on that particular idea? Since you did seem rather deep in thought, I am a little curious myself." Midnight chuckled seeing her sheepish smile.

"Well, it just occurred to me about the Worg's method of casting spells. If I recall correctly, they cast their spells much like you used to before being cursed." She said as she rubbed her chin in thought slightly.

"Wait, you mean to tell me there is a race that can think up a spell and then just cast it like I used to? So what's to keep them from taking over this planet as well?" Midnight stated rather bluntly.

"Their ability to cast strong spells takes almost twenty times as long as a pony of this world. That plus they cannot cast powerful spells. The entire populace of the Worgs can cast spells, some better than others. But they mainly cast spells to just help with daily life and to help procure food. Their population is very small as well. Less than a quarter of the griffon population." Celestia stated as she continued to mull over the similarities in Midnight's ability to previously cast spells like the Worg.

"That still doesn't explain how I was able to cast spells like them though."

"Tia, wasn't there a unicorn that was once able to cast spells much like Midnight when he was bitten by a Worg?" Luna asked as she recalled a story of old.

Celestia's eyes went wide as she remembered the story, her horn lighting up as she vanished from sight for a moment and then reappeared with the crack of a whip. A huge smile spread across her face as she pulled open the book to the page in question that told the story.

"Here it is, a story of old." Celestia said as she began to read out loud. "Starswirl the bearded once traveled to the land of the Worg in search of an ancient artifact that had been stolen from Equestria during the early years of it's founding. The land had been given to me and all of the ponies upon our arrival in the world, but still had many other sentient species that lived here. Over time they began to horde relics of magic, one such being the great unification stone. Starswirl the Bearded had traveled to the Worg nation to find it but failed, having returned from the nation with many wounds across his body. Many of them bite marks from the Worg that he had battled and beaten. As time passed he had read many new spells to try and cast them. However one day he had run out of certain alchemical ingredients in order to cast a particular spell. He had wondered what the consequence would be if he would cast without that ingredient, so he cast it. Upon it's casting however, none of the ingredients had been consumed, leaving him bewildered and asking why. Upon closer inspection, he noticed that the spell in question had changed since it didn't use and ingredients for its casting, and became far more potent. This started his research into casting more spells without ingredients. Before his mysterious disappearance, it was said that he had well over a hundred thousand spells. But no pony could every cast them even though he had made a record of them."

The group sat there in stunned silence for a minute before Luna spoke up once again.

"But that doesn't explain how Midnight could cast spells like him either. Have you ever been bitten by a Worg Midnight?" Luna asked as she looked to him.

"When I was in my home world, I was bitten by a large timber wolf while on vacation with my parents. My grandfather had been bitten by one as well as a tiger. But he was part of a native tribe to my country that existed before the countries founding. Do you think that might have played a part in it as well?" Midnight stated.

"There is that possibility, but we won't know for sure until we run a few tests." Celestia said causing Midnight to flinch a little.

"I don't like the way you said that." He said as a nervous expression fell upon his face.

XXX

After some explaining, Midnight had been taken into the medical wing of the castle to have the so called 'tests' administered onto him to check and see what his ancestors had passed down to him through his DNA. He had been placed into a series of magically run devices that hooked up to almost every part of his body. Several needles being placed into him to gather some blood and running it through a machine as well to bring up a list of different species of animals along with how they had become part of who he is now.

As the medical staff along with Celestia watched the monitor, they looked on in astonishment at how many different creatures had caused harm to, or had been a part of or friend to Midnight's ancestors.

"This is simply amazing Night. I had no idea that your history contained so many different relationships with animals. Most of them being fought, but also a few that had them as friends to the point of being part of their families." She spoke in awe as she looked at the list as it continued to grow.

"They would be called pet's in my world Tia, but regardless of that fact, many people consider certain animals to be part of their family, even though they cannot communicate like we do." He said as he craned his head to look at the monitor as well.

"It says here that your ancestors, had many different type of 'pets' as you put it, but three seem to repeat quite often. One being a wolf, another a tiger, and the final one being a bald eagle? I don't understand, this bird doesn't look bald." She said as she pushed the monitor to in front of Midnight.

"Tia, it's not bald, it just has that name because it's head is solid white feathers." He said as he looked over the list to see that the three main animals that were used as pets were also the number one in related injuries as well.

"So what does this mean besides the fact that I have these as part of my ancestry?" He continued.

"Well, to be honest, it means quite a lot. You see, when a being has any types of injuries that they had obtained from another living creature through the means of drawing blood by biting, or injecting them with something. That becomes part of them and their future offspring. This explains why you were able to cast spells by just thinking of them, and why Starlight is able to fly and cast spells before he is even a year old." She spoke out feeling relieved upon finding the answer that had plagued her since Starlight had first flown and cast his first spell.

"So then that means........." Midnight trailed off as realization hit him. "Tia, does this mean that if I let a Worg bite me, I can get regain my ability to think of spells and cast them along with remembering everyone of them without having a limited number of spells?" He said as a smile spread across his face, feeling hopeful that this would be a possibility.

"I have no clue at this time Midnight, but I can send a diplomatic letter to the Worg nations elders to have you meet with their eldest witch doctor." She stated as she began to float over a parchment and quill.

As she was starting to write onto the parchment, everything stopped as Luna burst through the medical wing door, almost taking it off it's hinges.

"Tia! The attack on Equestria has begun!" She shouted causing both of the Alicorn to nod to each other, Celestia moving to her sisters side as Midnight pulled all of the wires and needles from his body and quickly trotting to her side as they quickly teleported to the throne room.

Upon appearing in the throne room, many ponies were already moving at a frantic pace as orders were being given by Shining Armor and Cadence. The three other captains already having been dismissed from the meeting and sent to their platoons.

"Shining Armor, give us an update please." Celestia spoke as he was giving one of his soldiers an order. The pony galloped off as he finished his order before Shining turned around to the map on the table in front of them.

"We have had confirmation that Screwball, along with three elemental ponies have begun their attack on Equestria. They are taking no time to site see and are barreling through Horse Shoe Bay toward Baltimare as we speak." Horse Shoe Bay has already seen huge devastation by them and many of the ponies from the small city have evacuated, heading toward Canterlot by train and boat. The rivers will be safe from them for the time being, but the train can still be attacked if the enemy dares to try." Shining stated as he showed the areas on the map.

Midnight looked at the map for a moment before gazing toward the area of the Everfree forest. He gave a questioning squint before he turned around to head out of the throne room.

"Night? Where are you going? We need you here for support and tactics." Luna stated as the others looked to see his horn lighting up.

"I'm going to see somepony real quick. I won't be more than a few minutes at most. Standby for ten minutes before taking action with any plans." He said just before he vanished into thin air.

180. Worgs, wars, and saving the day?

Upon teleporting out of the castle, Midnight had arrived just outside of Zecora's home within the Everfree forest. The loud snap that as let off upon his arrival had startled the Zebra within her home, causing her to make a quick exit to see what the noise had been.

"What was that noise that did startle me?" She paused for a moment seeing Midnight walking up to her. "What a surprise, It is Midnight I see." She smiled before reaching up and giving him a quick hug.

"Hey Zecora, long time no see." He smiled as they separated and headed into her hut.

"It has been a while I must agree, but please do tell, what do I owe the pleasure of seeing thee?" She said as she went back to stirring her cauldron. A heavy scent of something bitter escaping it in the form of a light green mist.

"I'm sorry to say there isn't any time for pleasantries, I just have a couple of questions before I head back to the castle to start preparing Equestria for war." Upon finishing his sentence the Zebra looked at him in slight shock. "I need to know, do you have any type of ingredient that is in the form of Worg saliva? And will it kill me or make me sick in any way if I put it into my bloodstream?"

Zecora's eyes grew a lot bigger as she listened to the questions, her movements stating otherwise as she quickly move from the cauldron to a shelf, pulling out two small bottles that were corked before moving back to Midnight.

"These two items are what you seek, but be warned, using them can make your future bleak. The saliva of a Worg is in this vase, before taking it in, you should take a pause. The chemical make up can cause an infection, but the power it unfolds will cause much destruction." She gave a sigh as she looked to the other small potion. "This is the powdered bone of a Worg once new, but the calling of his time was quite undue. Taking this will cause untold pain, but limitless power for a short time, you will obtain."

Midnight stood there for a moment before speaking. "Can I take these with me? I promise to bring you a fresh supply as soon as possible." He asked seeing her nod. After placing one of them into his portal, he pulled a small knife from it and quickly made a small cut on his chest, causing Zecora to cringe slightly. Then using his magic he pulled some of the saliva from the bottle and pressed it into the wound making it his loudly as if it were made of acid. His reaction was only instinct as he growled out in pain for a moment before the hissing stopped. After intentionally putting the saliva in a makeshift wound he placed the small potion into his portal, but noticing the knife still covered in his blood he floated it over onto the table near Zecora, she looking at it with a surprised expression before looking to the Alicorn.

"Call it another parting gift. I'm sure you can find a use for Alicorn blood." He chuckled before nodding to her and vanishing in a small flash of light.

Zecora went over to the knife and picked it up carefully, placing it into a bowl to let a few small droplets of the blood flow from the tip of the knife into the center of it. She quickly began to grab a few ingredients before placing some of them into the bowl and mixing it quickly. She placed the knife with the rest of the now drying blood into a vase and wrapped the top tightly with a small tarp and string to keep moisture out of it but to allow air in to dry it. She would use the blood flakes in another potion sometime later.

XXX

Midnight had taken only a few minutes to finish what he had planned to do before teleporting back into the castle. Upon his arrival he noticed Shining Armor to stop talking to the group before seeing him and then speaking once more.

"Alright, now that our firepower is back, let's go with plan A first. Then we move on to plan B." He stated as the group quickly parted. Several of the Elite Guard saluting him before quickly leaving the throne room. Midnight made his way up to Shining as he began.

"Night, I need you to be support until we can gauge what the enemy is capable of dishing out in their combined state. Head over to Baltimare with stealth active. Scope out what you can but remain alert and protected. If you go down, then I fear we may not have a chance to win this war." He stated causing the Alicorn to nod in understanding.

"Keep me posted with the telepathic spell." Midnight stated before he vanished in a quick flash of light, reappearing in Filly Dephia.

"Dammit, I really wish I had made it to Baltimare before today, it wouldn't be such a pain to avoid those idiots I'm trying to stay hidden from at this point. Then again there is.........." He paused for a moment as he felt his heart beat hard.

*BA-DUM*

Midnight pulled his forehooves up to the wound on his chest as he took a short dive in the sky above the city, pulling up just in time to land on a cloud. He stood there panting for a moment as he felt the wound burn with vigor for a few seconds before easing off.

"What........ the hell was that?" He asked himself before shaking the sudden pain off and launching himself into the air. Pumping his wings hard to gather speed along with the use of his magic. "Dammit, not time to think about it now. I need to get to Baltimare quick, and without breaking the sound barrier. Good thing its only about ten miles out." He grinned as he put forth a burst of speed quickly reading five hundred miles per hour.

After only a few seconds the city came into view, his horn lighting up as he turned invisible and placed a strong shield around him to prevent any attacks unto his being. He looked around the city as he continued to fly before seeing several plumes of smoke in the distance, signalling that specific area was under attack. As he made his way over to the area he watched in horror as Kindle was bellowing out huge plumes of fire from her horn, completely incinerating everything within a hundred feet of her. He continued watching as Steel and Ice were also a short distance away, dealing damage to everything in sight.

After a few minutes Midnight listened as a scream filled the air around him. A pony was being attacked, but what could he do without revealing his location? He felt a pang of guilt as he sat there idly by, watching as a young mare was pulled by magic from a building by Steels magical grasp. Her wings and hooves kicking the air as she tried to free herself.

Steel laughed maniacally as he trotted over to Ice, speaking up to garner her attention from her work.

"Hey! Popsicle for brains! Put this pony on Ice!" He yelled as he tossed the pony quickly through the air toward Ice, The pony trying to right herself, giving a hard flap to avoid a magical beam that quickly bolted by her which would have ended her life. She continued to fall, her vision resting on the Ice pony that she was quickly hurtling toward. Time slow for her as she turned her head to see the pony for one last time as her horn lit up before a beam shot out of her horn. She clamped her eyes shut knowing it was the end. There was a sudden jolt which knock the breath from her for just a second as she curled up into a ball. After feeling the wind on her face she opened one eye slowly as she looked up to see a black Alicorn hauling ass through the sky with her in his forelegs, moving away from the city at break neck speeds.

"Wha- What happened?! I thought I was dead!" She spoke out, catching his attention.

"You almost were, Not hold on, we are about to break the sound barrier." He stated as the cone began to quickly form around him, the snap of thunder erupting as they passed through the barrier, leaving a trail of flames behind him.

After a minute of flying, they stopped on a cloud for a quick breather, Midnight looking around to make sure that they had not been followed. He turned back to the mare who had a few tears welling up in her eyes, she lunged forward wrapping her hooves around Midnight's neck as she cried softly.

"Thank you............. thank you for saving me......." She trailed off as sobbing ensued. Midnight wrapping a foreleg around her and hugging her gently.

"It's no problem miss, It's the duty of the future king and a friend to save his friends and subjects." He smiled as he pulled back from her a little. She smiled back as she placed two hooves, one on either side of his face as she moved in slowly, her eyes giving a bedroom look.

"Uh........ what are you doing?" He asked, already knowing.

"A hero deserves a reward, don't you think?" She smiled seductively as she moved in a little closer.

"I..... guess so." He smiled nervous as he moved in slowly, closing his eyes.

"To bad your not a hero." She stated flatly causing his eyes to shoot open just in time to see a beanie slam into his forehead.

XXX

Darkness...........

Pitch black darkness...................

In the distance................. a tiny pinpoint of light................

Midnight could feel himself moving toward the light................ slowly............... but with haste...............

The light grew brighter................. and brighter still as his vision began to come into focus..............

Ponyville................ he was back in Ponyville................ walking alongside Applejack, Twilight, and Rarity...........

The Cutie Mark Crusaders were in the distance closing in on them............ smiles covering their faces as they laughed........... happy to see their uncle...........

A flash of light caught his eye as he looked up just in time to see a spear come straight down, impaling Sweetiebelle through her back and pinning her to the ground.

Midnight was frozen still as he watched the light drain from her eyes. Rarity running forth to help save her sister but stopped as she erupted in flames, her screams tearing at Midnight's ears and mind as he watched her slowly cook before him.......... his body unable to move as though it were completely frozen in time. He tried to speak out but no words came, only silence as he continued to watch the horror pan out in front of him.

Applebloom and Scootaloo tried pulling the spear from there fellow crusader, crying out in horror to save their friend from the embrace of death itself. The stopped, held still in time as two more spear erupted from the spear holding Sweetiebelle to the ground, impaling them through the chests. They gasped out in shock and pain as their vision fell onto Midnight. Both trying to speaking out as their little hooves reached toward there uncle, asking him to save them. But her couldn't, he was frozen in time as he watched. Applejack and Twilight rushed over to the filly's to try and save them but were struck from above by a lightning bolt each. Applejack screaming out in pain as she tripped and fell forward, impaling herself onto the same spear that had taken her sister from her.

Twilight stopped as she looked up into the sky for just a moment, her eyes going wide as Celestia landed onto her, stomping her body into the ground and trampling it to death before she could react. Celestia had an evil sneer plastered across her face as she looked to Midnight.

"It's all your fault, your FAULT that you corrupted my student and the elements! Your FAULT that they couldn't use the elements to take on Screwball and her elemental ponies. You disgust me! I don't want to ever see you in this world ever again, and take this trash with you!" She shouted as she levitated Starlight in front of her, using her magic to quickly rip the foal in half and flinging it at Midnight.

No words...................... just complete and utter horror........................ terror beyond imagination.............. Complete and utter helplessness in defending himself and those he loved and cherished beyond his very life.

*blink*

Midnight stood there smiling once again as he trotted along with Applejack, Twilight and Rarity.

Off in the distance the Cutie Mark Crusaders were smiling and galloping toward their uncle, happy to see him again................

XXX

Midnight stood there with his eyes half closed, slowly blinking as Screwball could feel the horror of seeing his loved once being killed right in front of him in his mind. The terror and helplessness he felt was sweet revenge that Screwball was happy to wallow in. She smiled over to Steel who was watching he giggle madly at the Alicorn as he was helpless to do anything but be subjected to the endless horror that was plaguing his mind currently.

"Do you think it wise to leave him like this mistress? Won't his friends come to his aid?" He asked but stopped as Screwball stopped laughing and turned, slowly advancing on him.

"Not at all. For you see, I have made a nice shield that will remain around him until my death. Which will never come." She giggled madly as she looked back to the Alicorn as tears streamed down his face. "He will endure complete hell until he dies, which if I have anything to do with it, will never come." She cackled loudly as she turned back to Steel smiling with an evil grin.

"So nothing can get through? Not even the elements?" Steel asked as he looked from his mistress to the Alicorn that had been placed under a hypnosis spell standing behind her.

"Nothing, not even the Gods themselves combined into one." She grinned.

Steel looked back to Midnight, now feeling a little sorry that he had to endure what he was enduring. It quickly vanished though as a loud crack sounded off in the sky above them.

"Finally, I was starting to get bored." Screwball smirked as she watched the elements land before her.

181. The beast within........

The element bearers had landed about ten yards from Screwball, Steel, and Midnight who was still in his trance like state. Applejack, Twilight, and Rarity noticing his lax state and quickly bolting to his side with the others, standing guard in front of him.

"Girls, shield stance." Twilight spoke out as the others stood in a pentagon pattern around the Alicorn, quickly powering their elements up and raising a shield that surrounded the Alicorn and themselves. Twilight went over to check on Midnight but was quickly repelled backwards from the invisible shield that surrounded him. She backed up, stunned for a brief moment before raising a hoof and tapping it against the shield, a small ripple emanating from the soft impact and moving outward into the air around him.

"A shield?" She stated in confusion as she looked at the Alicorn.

"That's right, and nothing can break through it. I made sure of that." Screwball grinned evilly toward the purple unicorn. Twilight turning back to the Chaos pony as she began.

"What are you doing to him? Why is he crying?" She snorted out.

"I am carrying out my revenge on him for turning my father to stone." She chuckled. "He will live the rest of his life in that dreamlike state, watching helplessly as those he loved die before his very eyes, over and over again. A never ending cycle that will in time break his very mind and leave him an emotionless husk to die as he is still forced to watch on." Screwball began to giggle softly as it turned into a maniacal laugh. Causing Twilight to bolt forward out of the protective shield, charging toward Screwball in a fit of rage.

"Ah ah aaaaah." Steel spoke out as he stepped between the two ponies quickly, taking the full impact of Twilight's charge only to make her dead stop upon impact. She staggered for a moment as the wind was knocked from her. Steel smiling as he quickly turned around and bucked her hard, sending her flying backwards through the elements shield and bouncing off of the one shield surround Midnight before being sent into the dirt.

"Sorry about that, guess I don't know my own strength." Steel chuckled as he watch the others glare at him as he brushed a hoof on his chest.

Twilight lay on the ground shaking as she tried to stand. Using every bit of strength she could muster to force herself up and onto her legs.

"You won't get away with this." She spoke out in a shuddering breath.

"But we already have.......... Can't you see that your precious Alicorn is trapped in a never ending spell of torment. He can no longer help you or even himself. And since he is out of the way, killing you will be that much easier." Screwball cackled as she bolted forward, hitting the shield the elements had made around the Alicorn with everything she had.

The shield rippled in a spectacle of light upon the impact, sending a loud shock wave in all directions. Screwball continued cackling madly as she kept hitting the shield with everything she had. Blow after blow causing it to ripple and scream out as it was forced to hold strong against the blows.

XXX

*Cr-crack*

*rumble*
*crack*

*RUMBLE*

Discord's stone prison had begun to crack much faster now, the cracks reaching all over his stone body, softly glowing as his power continued to climb. The stone encasing him slowly falling off as it revealed his talon hand which slowly began to close up and form a fist.

XXX

"MIDNIGHT! WAKE UP! YOUR UNDER A SPELL!" Twilight shouted toward the Alicorn as she attempted to break through the barrier of his mind and the spell holding him hostage.

In midnight's mind however, he didn't hear her yelling for him to wake up. All he could hear was her screaming in agony, asking him for help as she was being stomped to death over and over by Celestia before seeing his foal being ripped apart and tossed at him in disgust before the events started over again. This had been going on for over an hour now, and the tears had stopped a short time ago as he watched helplessly. The sadness and torment he was enduring, slowly being turned to anger and spite as his mind broke through the first barrier of the spell. He could now tell that the event's were being replayed in front of him, and this alone angered him to no ends.

*c-crack*

The element bearers gave a gasp as they saw a crack form in the shield surrounding them. Fluttershy recoiling in fear and causing the shield to waver for just a second as Screwball landed another blow causing a small hole to appear where her hoof had penetrated it. She pulled the hoof back as she smiled evilly through the barrier toward them.

"It's only a matter of time before I kill you all, then take over this pathetic world for daddy!" She cackled on as she pulled out a giant mallet and began to smash it into the shield, causing it to crack further upon each hit.

XXX

*RUUUUUMMMMMMBBBBBBLLLLLLLEEEEEEEE*

*CRACK*
*SNAP*

*CRACKLE*

Discord's stone prison began to crack further and further, each cracked line of the stone glowing brighter and bright as he continued to try and break free. One arm was now completely void of stone as it lowered to his side, waiting for the rest of his body to become free so that chaos could rule.

XXX

The shield surrounding the element bearers began to break further now with each blow. Pieces falling from it left and right like broken glass as Screwball hammered away at it with her mallet. She let out a loud war cry as she spun around several times to gain momentum before slamming the mallet one final time into the shield, making it shatter and fall into a million pieces around the elements and Midnight. They all staggered for a moment as the shield fell to the ground. That was all that was needed as Screwball quickly placed shields around all of them individually and pulled them to in front of her.

"My my myyyyyyyyyyyyy..................... Looky at what I have. A gaggle of mares that can't keep a shield up to protect themselves, and a foalish Alicorn who fell into an easy trap. I do think now that my father would be ecstatic to see this." She chuckled for a moment as she watched them all glare at her.

"You won't get away with this. Midnight will fight your spell and return to save this world once again." Rarity shouted toward the chaos pony only to make her snarl as she pulled the trapped ivory pony to within inches of her face.

"Shut your trap! I hold all the cards here, and I have you all beaten! There is absolutely nothing that can stop me now!" She grinned for a moment before stopping as a voice spoke up.

"Think again demon!" Came the icy words of the dark Alicorn from behind them.

Screwball moved the element bearers to the side as they all turned to the Alicorn still held within the shield she had made. But something was different that caused them all to slightly recoil in fear. Midnight's mane and tail were now a solid black flame, looking to be an extension of his coat. His expression that of rage and hate as he grinned evilly at her. His teeth no longer the normal molars that everypony had, but fangs that increased his ability to bring fear into their hearts. But what really caused them fear wasn't those details, it was his eyes.

Midnight's iris' had turned in a solid red while the whites had turned a bright green. A deep purple mist slowly rising from the outer rims of his eyes as he stared a hole through the slightly cowering Screwball.

"THAT'S NOT POSSIBLE! DOW DID YOU BREAK FREE FROM MY SPELL!" Screwball shouted toward the Alicorn as he took a step forward and stopped as his horn scraped the shield surrounding him, sparks flying off as he continued to pressed into it.

"You forgot one thing about me moron." Midnight grinned again as he ran his tongue over his sharp teeth. "I may be a pony now, but my very nature is human, and that alone is what I used to break that spell. It's fueling me right now to capture you and whisk you away into a far off place so that I can torture you, maim you, rape and beat you, hurt you emotionally, physically and mentally. Oh we are going to have so much fun when I get ahold of you. I doubt anything could stop me now." Midnight continued to grin seeing not only Screwballs face of fear and horror, but also the element's faces of confusion and fear as to what they had just heard.

XXX

*CRACK SNAP*

Discords stone prison had finally fell as he vanished from sight before the final piece of stone had even met the ground.

XXX

Midnight smiled wickedly as his horn scrapped the shield surround himself, he pressed forward as the hunger on his face grew even more intense. His craving and blood lust growing as his body was now being consumed in the licking black flame.

*Crack*

The shield surrounding Midnight cracked at the point where his horn began to press through the shield. He smiled seeing the expression of horror and fear spread further onto Screwballs face. After pulling back he rammed forward driving his horn further through the shield, it starting to glow as he forced power into it and causing his own shield to press outward from his horn to further break the shield.

"Thats not possible!" Screwball squeaked out in fear as she began to pull back in fear, her shield surrounding the element bearers faltering enough for them to break free and quickly move to behind Midnight as he let out a scream of bloodlust. The shield surrounding him shattering and falling to the ground. Screwball watched in complete horror as Midnight's wings opened, sending a cascade of black flames outward as he launched himself toward her, his mouth open as he turned his head sideways, ready to bite into her neck and end her pitiful life.

*flash*

Screwball blinked as she was coiled up into a floating fetal position, looking forward to where her attacker should be, but only saw brown fur. She gave a small gasp as she looked up to see Discord with a look of pain across his face. She manage to look around him slightly as she saw Midnight floating there, his mouth clamped onto the draconequus' taloned foreleg and bleeding badly.

Midnight, upon seeing Screwball peeking around Discord flew into a further fit of rage as his mouth clamped down, separating Discord's taloned arm from his body. Discord let out a howl of pain as he kicked out with both back legs, flinging each of them apart in a flash of speed.

"I'll kill you Screwball, and I'm going to enjoy it. I'll never enjoy anything so much for the rest of my life as I watch your very soul scream as I tear it from your dieing corpse." Midnight cackled madly as he was now lost in his blood lust.

"Time to go........." Discord spoke as he pulled Screwball to him with his bear arm and vanished in a flash of bright light causing Midnight to blink before letting out a roar of complete rage, the sound wave spreading across the land like a sonic boom tens times over.

"Midnight!" Shouted Twilight from behind him causing him to whip around and glare at the bearers for a moment before his expression softened slightly.

"T-Twilight?!" He spoke in shock as he finally noticed her and the others for what seemed like the first time.

Twilight and the other took a step closer to him causing him to visibly step back in a panic.

"NO! Stay away! This is another one of those tricks Screwball is playing with my mind!" He spoke as the rage left his eyes for a moment as they returned back to their normal green iris'.

"Midnight, it's us. We're the real versions of what you thought was real while under her spell. Don't be afraid, we're all safe now." Twilight spoke out in a soothing voice as she took another step closer. Midnight's mane and tail slowly returning to a normal shade of color as he was frozen in his stance for just a moment. His breaths suddenly becoming ragged as he staggered for a moment, his eyes clenching shut as he struggled to breath before falling to the ground in a heap, his body shaking as he let out a howl that seemed like a dieing scream of pain.

"What's going on?! What's wrong with him?!" Twilight shouted as they all rushed up to him but stayed just out of his reach as a bright flash erupted from next to him.

"It's from something he took a short time ago." Luna stated as she enveloped the dark Alicorn in her magic as Celestia stood next to her, her horn glowing brightly as the sun began to crest over the horizon.

"What do you mean its something he took?" Rarity asked as she looked at the writing Alicorn.

"It appears he has obtained an extremely rare form of saliva from Zecora. She mistakenly gave him the wrong vial of Worg saliva that had been tainted with that of one of the few alpha were's that inhabited the ancient lands of the worgs before our arrival on this world." Celestia stated. "She managed to locate a pegasus shortly after Midnight arrived in her hut to request the saliva. It took just under an hour for the pegasus to reach us and tell us about what had happened. We are just lucky enough to have reached him in time to see the effects were off for the time being."

"What do you mean the time being princess?" Dash asked while staring at Midnight in worry.

"I am afraid that during the final phase of the moon each month, he will turn into a were until sunrise. During this time he will evoke a form of rage called berserker. His normal feelings toward killing or hurting anything will be completely reversed from what he lives by. I am afraid that his rage will be beyond control during this time.

"Isn't there a way to cure it?!" Twilight asked as she looked to him in worry as he finally quite writing in pain and began to breath normally as he slept.

"I am afraid not. An alpha were form cannot be cured through conventional means." Celestia sighed as she looked to Midnight.

"Then what can we do?" Fluttershy asked in sorrow.

"I am afraid that there is nothing we can do at this time." Luna sighed as they looked to the sleeping Alicorn still in her magical grasp.

182. Hurt and hurting

182. Hurt and hurting

The cool air silently filled Celestia's quarters from the cracked balcony window leading to the snow cover that had fallen outside. The sun had risen to almost high noon and the warm rays had already moved beyond her bed that the sleeping Dark Alicorn lay in. He tossed and turned for a moment, murmuring in his waking sleep before bolting upright in bed with a gasp, His eyes flying open before closing tightly as he let out a groan of pain that flooded into his head.

"Dammit! What they hell happened to me the other night?" He hissed as he rubbed his eyes gently with his forelegs.

"Take it easy, you've had a pretty bad experience and need your rest." Twilight cooed softly to him from beside the bed.

Midnights eyes shot open as he forgot the pain he was experiencing, quickly replaced by sheer joy upon seeing Twilight at his bedside. His face slowly changed from joy to shock and then sadness ass his eyes began to well up. He choked for a few seconds as tears began to stream down his face before he pulled Twilight into his arms, sobbing loudly.

"T-twilight....... *sob* Thank God your alive....... *choke*cough*." He sputtered as he wrapped his forelegs around her then his wings as he held her tightly to him, fearing that she would disappear if he let go.

Twilight pulled back from him for a moment as she looked into his tear stained eyes. Giving a knowing smile as she could feel what he had gone through from his actions toward her. He stopped though as his head pulled back to look around the room that he was in. It was Celestia's bedroom within the castle. His eyes narrowed slightly before shooting open seeing the crib next to the bed. With Twilight still in his embrace, he bolted over to the crib to see Starlight sleeping soundly in it. His eyes continued to pour out with tears as his heart soared with the feeling of joy upon seeing his son ok and unharmed.

*knock knock*

Midnight turned his head toward the door of the room as he glared at it, his horn quickly glowing brightly as he placed a shield up and around the three of them as he watched the door open. He quickly placed Twilight behind him and next to Starlight as he watched a white hoof slowly pass beyond the door revealing a regal white Alicorn. She turned to him giving a soft smile at first but stopped upon seeing his defensive pose.

"Midnight? What are you......" She began but was cut off.

"I won't let you lay a hoof on Twilight or Starlight! I'll protect them til my last breath." He snorted angrily as he scrapped the floor.

"Midnight! It's ok, nopony is here to hurt you or Star. It was Screwball who made you think what happened in your mind was real." Twilight spoke up as she moved to in front of the Alicorn causing him to pause for a moment.

"But......"

"But nothing!" Twilight snapped at him causing him to back peddle. "It was an advanced spell to trick your mind into believing what you saw was real. As you can see, we are all fine." She said as she pressed her forehooves to the sides of his face to make him look at her.

Midnight looked at her with contempt for a moment as his vision quickly went back to Celestia who had a worried expression plastered across her face. He wretched his face from Twilight's grasp as he turned back to the sleeping foal within the crib behind them. As he turned back he stopped as Celestia had moved closer to check on him. His instincts kicking into high gear as he lowered his posture, flaring his wings out angrily and causing her to stop.

"Midnight, please understand that the spell used on you was nothing more than one to manipulate your mind. I would never hurt Starlight, Twilight, or you in any way shape or form. Please.......... your frightening me." Celestia spoke out as she stared helplessly at the dark Alicorn who slowly moved back into a resting position and lowered the shield surround them.

"I.......... I don't know what to believe right now............ Everything from last night is mostly a blur, and I can taste.......... blood........... why do I taste blood?" He stated as he ran his tongue over his lips and teeth.

"Come with me, the element's and I need to fill you in on last nights events." Celestia stated as she pulled Starlight from his crib and floated him along with them as the exited the room.

XXX

Once the three had made it into the dining hall, they found the rest of the element's along with Shining Armor, Cadence, Luna, and the three other captains of the guard all sitting and talking at the large table while eating lunch. However, once they noticed Midnight entering into the room, a hush fell over them.

Midnight made his way toward the table and stopped for a moment as he saw Applejack and Rarity sitting together, then bolted to them as he hugged them tightly. The others watched as a few tears were shed from Midnight as he hugged them to him. After a few minutes they parted and sat near one another as they began to chat quietly and eat an early lunch.

"So everything I saw the other day was a trick that Screwball had played on my mind. Some type of weird spell?" Midnight asked as he looked to the group.

"I am afraid so my dear." Celestia began. "It placed great strain on your mind, I am actually surprised that you are acting so normal since being subjected to that torment. A normal pony would have had a meltdown and be broken from such an ordeal."

"You forget, I am only a pony in body, my mind is still human. I have seen things far worse than what I was subjected to in that spell. The only reason that it had any effect on me was because it showed me horrifying pictures and events of those I love and cherish over and over again. I don't remember anything beyond the moment the images stopped though. What exactly did happen?" He asked while looking to everypony. The elements looking worriedly to each other before Twilight started.

"Midnight, Zecora accidentally gave you something that she didn't intend to. The worg saliva that you had requested from her had been in the same type of vial, but was labeled while the one she gave you wasn't." She stated while staring at him. "The one she gave you was filled with the saliva of a worg elder were."

Midnight could fill his heart skip a beat as he heard this comment. "Did.......... you just say were? As in werewolf?" He gulped slightly.

"Yes, and the reason you can't remember anything from last night is because you were transformed into your were counterpart for a short time before reverting back upon sunrise." Twilight stated as she looked to his worried face.

"But I thought werewolves were nothing more than fiction......" He paused as he face hoofed. "Then again I am in a world that looks like a cartoon and have been turned into a mythical creature while having faced certain death several times over already only to come back to life. So what's not to believe." He chuckled slightly

"So what now? Am I going to turn into a were....... THING when the full moon pops out?" He asked while waving a hoof in a figurative manner.

"Unfortunately for you Midnight, this event takes place for an entire week during each month as the moon goes through its final cycle." Luna piped in causing him to groan.

"Ok then, so how many days do I have left before I can remain normal from this apparent curse." He asked while looking to the night princess.

"Two days, and during that time you will have to remain under lock and key, and tightly guarded as well." She began but stopped as Midnight spoke out.

"WHAT!? Why the hell do I have to be imprisoned like that?" He snorted.

"Midnight......" Twilight began as she caught his attention, coming up to his side. "I can show you why if you will let me." She paused for a moment as he gave a nod and lowered his head a little as her horn lit up.

After a couple of minutes they pulled apart as the spell broke. Midnight's face looking completely horrified from what he had just witnessed.

"I....... I can't believe............ that I said or did any of those things.............. And did I really do that to Discord?" He asked, shocked beyond belief.

"I am afraid so Midnight, and that is another thing we are going to have to worry about as well." Celestia spoke up catching everyponies attention.

"What do you mean?" He asked.

"Midnight........... You bit Discord............. while in were form." She spoke softly causing his eyes to go wide in horror.

"But what I experienced during those few short moments was something I would have never done. It was like I had a bloodlust, I wanted nothing more than to hurt Screwball in any way shape or form I could think of. Those things I said to her.......... was........... not something I would say or do." He stated as he mulled over it.

"That is true Midnight, you wouldn't had done those things. But the curse of the were's causes a being to do the exact opposite of what they would normally do. If a person is kind and caring, they would turn to a cold and callus being when they turn into their were form. This is going to prove to be very troublesome tonight and tomorrow." Celestia stated in worry causing them all to look upon her in worry as well.

"Why? What is going to happen?" Dash spoke up as she looked to the princess'.

"If Discord has been infected with the curse of the were, his actions are going to be the complete opposite of what they would normally be." Luna stated in worry.

"Which means his carefree chaotic attitude, and his will against hurting others is going to turn him into the deadliest enemy we will ever face." Midnight spoke up causing them all to slink back into their seats with worry.

"So he will be a cold, calculating being that desires nothing more than to destroy life and hurt others?" Pinkie spoke up as her mane and tail deflated.

"I am afraid so Pinkie." Celestia stated before continuing. "That plus he is the God of Chaos, so his powers will not be restrained in the least when fighting against anypony. We can only hope to keep him at bay until the morning arrives."

They all sat quietly as the contemplated what was going to happen once night fell upon the world. Much planning would need to be done in the meantime to prevent the world from being destroyed.

XXX

That morning with Discord.

"AAAAAAAAAAH!" Discord let out a scream of pain as they reappeared in a flash of light some distance away. Screwball moved to the side away from her father as she looked on in horror at his bleeding stump that was once a taloned arm.

"Dammit! No sooner than I get released from that blasted prison of stone than I have my arm taken off by a former friend." He snarled as he dance on the spot while holding his arm in pain.

"I'm sorry daddy, I was just trying to get you out of your prison and kill the Alicorn that imprisoned you at the same time." Screwball stated as she came over and hugged her father lovingly.

"Kill him?! Why would you want to kill him?! Killing is not what we do Screwball." He snorted at her in disapproval.

"B-but, he imprisoned you! Why not kill all those who wish to defy chaos?!" She looked up to him pleadingly.

Discord gave a sigh as he sat down quietly, pulling his daughter into a loving hug as he used his magic to manifest a new arm for himself in place of the stump he now had. He wiggled his talons a few times to make sure that it was back to normal before speaking.

"Screwball, I am the element of chaos, which is the very thing that bring harmony together. I created disorder and chaos, not death and destruction. Those silly ponies don't realize it right now, but if there was no chaos in the universe, then all of existence would crumble. Chaos exists in every corner of everything in existence. Whether it's stubbing a toe by accident or even causing an alien race to stop its invasion into a new world because someone forgot to put a gasket into the ion propulsion emitter. No matter what or where it happens, chaos is the building block of what keeps harmony together. So don't ever for any reason think that you can destroy harmony for any reason. We may not like each other, and we may fight like brother's and sister's, but that doesn't mean that we can live without each other as balance within this universe." Discord gave a sigh upon hearing his own words before Screwball began.

"Then why did you pick this world to bring chaos to daddy? Why not just go out into the far reaches of the universe to cause it on another planet?" She asked while looking up to him.

"That is the beauty of this planet my dear, this is the first and only planet I have ever been to that can actually stand up against me in any way shape or form. This planet has the very elements of harmony itself upon it. I never intended on taking over this world, I've just been here to drive them batty as hell with chaos. They think harmony is perfect and sweet, but they still don't realize that chaos will always be there to throw a wrench into the gears every day of the week." He began to chuckled loudly before continuing. "So until that day comes when those annoying elements and Celestia herself come to me and tell me they understand, I will still be here, even if they continue to lock me into stone for the rest of time. I will remain here until they figure this out for themselves."

Screwball sat there for a moment as she placed a hoof onto her chin, thinking on what her father had just said. Discord upon seeing his daughter actually deep in thought felt a pang of worry before he spoke up.

"What is it?" He asked causing her to narrow her eyes at him accusingly.

"So out of all the heartache I have had to endure in the past while you were imprisoned in stone, you just continued to do what you wanted, without even considering my feelings? Knowing tha I would be alone in the world all by myself with no friends or other family I could look to?" She asked as she puffed her chest out as tears began to fill her eyes.

Discord sat there for a moment in silence, his eyes wide as he came to realizing what he had done to his only daughter.

"I....... I'm sorry............ I never thought about the..............." He was suddenly cut off as a mallet landed square into his chin sending him into the sky as Screwball stood there, tears streaming down her face as she shouted at him as he sailed off.

"THAT'S RIGHT! YOU DIDN'T THINK! YOU JUST DID WHAT YOU WANTED! AND YOU HURT ME IN THE PROCESS!" She slowly fell to the ground as she cried out, all alone once again. But her saddened face slowly began to turn to anger and then to a devious grin as her pupils went to pin points.

"I'm going to end everything, by destroying the element's of harmony, then, my chaos can rule."

Screwball began to giggle softly as it slowly turned into a maniacal laugh. The element's were about to face their toughest enemy, the spawn of the chaos bringer. Screwball the mad.

183. Split personalities and the destruction of the universe

183. Split personalities and the destruction of the universe

"I'LL KILL YOU ALL! RELEASE ME AND FACE YOUR TORMENT!" Midnight shouted as chains could be heard rattling and creaking in strain against him fighting to get free from his cell. But let's not get ahead of ourselves. Let's take a step back to a few hours prior.

XXX

"I think this is going to be the only way for everypony to be safe until the fourth quarter cycle of the moon has passed. It's only for a few hours anyway, so don't feel bad about what I am about to go through." Midnight stated as he, Celestia, Luna, Twilight, Shining Armor, and a gaggle of unicorn guards all followed him into the dungeon.

"But Midnight, don't you think this is being overly cautious?" Twilight stated as the creaking of a heavy cell door sounded off through the dark dungeon as Midnight pulled it open with his magic.

"Sorry to say Twi, even with everything I've asked you all to do to me may not be enough. I am sorry to say that I have kept my full power hidden from you guys for a long time. The only reason I have kept my power in check is because it causes my brain to feel as if it is going to explode." He chuckled for a moment as he entered the cell and lay down onto the floor as the guard and Shining Armor began to chain him in magical restraints. Even placing several magic suppressing rings onto his horn and strapping them tightly on so that there was no chance he could pull them free. After a few minutes he had been properly restrained to the floor, with a collar placed around his upper and lower neck, blinders over his eyes that were then held taught by several straps, and several strong magic suppressing rings placed at the base middle and tip of his horn. The over all strength of them being so potent that it even suppressed his mane and tail from staying lit. Once those had been fixed, his wings had been restrained in several places as well as his legs being buckled to the floor in a seated position. Although temporarily blinded he smiled weakly to everypony as he lay his head down onto a large slab of stone and was chained to it. He gave a sigh as he felt Twilight nuzzle him once before pulling away.

"I still can't believe this is all really necessary to keep him restrained." Twilight stated as she looked at the dark Alicorn in worry.

"I doubt this is myself, but Midnight requested it just to make sure that we remain safe from him during this time." Celestia stated as she nodded to Luna.

"One final thing everypony." Midnight spoke up as Luna's horn lit up. "Don't believe anything I say when I transform. I love you all and would never hurt you for any reason. As Tia stated before, Anything I say or do is the complete opposite of what I truly feel or believe." He smiled but stopped as he gasped out for a moment, his body pulling at the chains as strain was evident on his face.

"Oh God! W-what.......... what is this.............pain! Aaaaah AAAAHHHHHH!" He began to thrash wildly at his bindings as he screamed out in pain. His body began to grow a little thicker along with his coat becoming more pronounced as it grew out a little more.

Everyone watched in silence and in horror as Midnight began to transform, his teeth extending into razor sharp knives that drooled as his growling maw turned into a sinister grin. After a dew seconds his thrashing stopped as his breathing became a little heavy before becoming normal once again.

"Twiiiiiiiiliiiiiiiiiiiiight." He spoke out in a sing song voice before giving a slight smile.

"M-midnight?" She spoke in worry as she took a step closer but stopped as his ears swiveled to stop at her position.

"Be a dear and take all of these restraints off for me. I'm perfectly fine." He smiled softly showing his fangs off.

"Twilight, please exit the room. He has already transformed into his were state." Celestia spoke up as she looked down to the fully restrained Alicorn. He giving an annoyed snort back as he spoke.

"Oh my, the great sun Goddess who bared my bastard child. Aren't you going to beg me for another one? I did have quite a bit of fun....." He stopped as Celestia shouted toward him.

"SILENCE! You will remain here until morning, at which point you will be released once you have returned to normal. Until that time you are to silent and fully restrained." She snapped back causing his brows to visibly lift behind the blinders.

"Oh my, such a forceful tone, I do believe that it has turned me on a great deal." He chuckled as he could feel the heat radiating from the embarrassed mares standing in the room.

"Enough! You will remain silent as the Princess has stated. Further denial of these orders will result in punishment." Shining armor stated as he stepped forward with several unicorn guard at his sides.

"The pretty boy reveals himself, Such a shame you're so weak though. I would expect more of a challenge of you to fight me when I have my way with your little sister." He began to chuckle but it turned into a roar of pain as Shining Armor lashed out with a bolt of electricity from his horn, hitting the Alicorn square in the side.

Everyone else quickly left the room as Midnight began to shout out at them. "I'LL KILL YOU ALL! RELEASE ME AND FACE YOUR TORMENT!" He thrashed wildly against his bonds as he attempted to break free. Shining Armor and the other guards leaving the room and locking it tightly with several enchantments before placing a buffer onto the room to block all of the sounds coming from it.

The princess' and Twilight walked away from the room with their heads held low in sorrow, knowing that Midnight didn't really mean what he had said, but that still didn't take the sting away that the words left upon them when they heard it.

XXX

"Well that was unpleasant." Discord stated matter-of-factly as he dislodged himself from a mountainside that he had landed into from Screwball's hit. He stood upright, shaking himself thoroughly before brushing the dust off of his frame.

"Looks like I am going to have a time convincing my daughter about the facts of co-existing with harmony. Even if she won't really listen." He sighed softly before taking flight toward Canterlot. "Better to start off with talking to Tia about everything before all hell breaks loose, and find out why Midnight tore my arm off."

As Discord made his way to the castle in Canterlot, he looked around to see a ton of activity within the guard. He pulled his taloned paw up to his chin as he wrapped his goatee around a single talon in thought.

"What in this world is Tia thinking with all of these guard? She knows they can't do anything to me or Screwball, so what's the point?" He stated as he vanished into a small flash of light, reappearing inside the throne room where Celestia, Cadence, Shining Armor, Luna, and a gaggle of guard were all standing and talking with the Elements of Harmony.

"My my, what a wonderful sight to see." He spoke up as he caught their attention.

"DISCORD!" Twilight shouted as the Elements began to power up.

"Wait please, I come in peace." He stated as he pulled up his paws, palms forward as he moved behind Celestia.

"Yea right!" Shining Armor spoke up as his horn lit up with magic. The same said for Cadence and Luna.

"Wait everypony, Discord willingly came here knowing we could easily capture him once again." Celestia began as she looked back to him seeing his swollen chin. "And from the looks of it, I think he has a good excuse."

Discord stepped forward with a smile as he hugged Celestia for a moment before pulling away only to seize up in a spell. Everypony looking to Twilight as her horn was alight with magic.

"Twilight?!" Celestia spoke in a sharp tone to her student.

"I'm sorry princess, but Midnight did bite him, or did you forget." She stated as she looked to the draconequus. The others following suite.

"He did bite me, but what does that have to do with anything?" Discord asked as his eyes moved back and forth from Twilight to Celestia.

"Discord, Midnight has been infected with the were curse. He took off your arm while in his transformed state, so you should be infected as well." Celestia spoke as she looked up to him. Discord just laughing for a moment and causing them all to cock a brow at him.

"Oh my goodness, that is quite a good laugh you just gave me. But you have failed to grasp several things about that." He stated with a chuckle. "I bled out and also replaced my arm, plus God's cannot be stricken with curses like other beings can. So you won't be seeing me as some crazed critter howling at the moon and throwing around chaos carelessly." He laughed.

"Twilight............ release Discord." Celestia spoke up hesitantly.

"But Princess." She tried to rebuttal.

"Now my student." She spoke in a sharp tone causing Twilight to flinch backwards before releasing her hold on the draconequus.

"Ahhhhh, much better." Discord smiled as he wrapped a arm around Celestia with a smile. "Now then, the reason I have come to you all. It seems that my daughter, Screwball, has taken it upon herself to believe that chaos should rule without harmony present."

"I thought that's what you wanted to do." Twilight spoke up with an annoyed expression.

"NO, no, far from that actually. I had intended on letting the ponies that held the elements find this out for themselves, but it seems as if I will have to divulge this tid bit of information to help you all out." Discord sighed in annoyance, his several millennia of trying to show this world the truth without actually speaking it getting ready to be blown away all because his daughter is on a power trip and is hell bent on destroying the universe.

"You see my little ponies............" He began to tell them all in length about how chaos would be present even if he was locked away, and the only reason he continued to exist in this world was because it was the only one he had ever come across that could stand up against his power. After a few minutes they all stood there in complete shock from hearing all of this from the God of chaos himself.

"So your telling us that unless we stop Screwball, and she manages to destroy the elements of harmony, all of existence will come to an end and start over?" Twilight spoke out in utter shock.

"That would be it, yes, and as much as I dislike the idea, we are going to have to either imprison her, or destroy her." He sighed softly looking to the ground in dismay. "She is my daughter after all, and I don't want her to perish, but I don't want her to have to endure being imprisoned for all of time either. But there isn't a choice to be had. She must be put down."

He wiped away a tear that had made it into the corner of his eye, Celestia moving to him and bringing him into a comforting hug, knowing that this would be an experience even a God would come to dread.

"So what's stopping us from doing this right now?" Cadence spoke up catching the others attentions.

"I may have only been free for a short time, but I can easily tell you right now that we are currently being overpowered by my daughter and her little group of minions." Discord spoke up as he looked around to see the visible lack of a Dark Alicorn. "And from the lack of my friend, I suspect that he is currently being restrained due to his curse. For the night anyway." He spoke before giving a yawn.

"Her minions? You mean the elemental ponies?" Shining Armor spoke up causing the draconequus to stare at him in disbelief.

"Did you say elemental ponies?" He looked at the white unicorn in shock seeing him nod. "Oh boy, now she has crossed the line." Discord said before smacking a palm pretty hard onto his face and pulling it down, stretching it before giving a sigh. "She has gone to far this time. She knew not to go that far." He groaned.

"Why? I mean, I know that she has them under her control and wants to take over this world, but what about that is upsetting to you?" Twilight asked as she looked up to Discord.

"Twilight my dear, this is bad for one big main reason. She has tipped the scales of balance between chaos and harmony. With this plain in such an unbalanced state, I will not be able to fully control the chaos that ensues. Which means........." He trailed off as Celestia took over.

"Which means, that, unless harmony is restored, and balance between the two are achieved. This world, as well as the rest of this entire plain of existence, will cease to exist." Celestia stated causing them all to look at each other in shock.

"Bingo, and the fact that now I can't do ANY type of chaotic thing while this is going on is going to drive up up the wall." He groaned out.

"So the chaos bringer can't do any chaos until his daughter is put out of commission?" Shining spoke out giving a smirk.

"Oh shut up!" Discord grumbled as he crossed his arms and taking a seat on the floor while grumbling.

"I can only imagine what your going through." Twilight grinned.

"Imagine when I took your horn away while you and the other elements went through that hedge maze the first time we met. Now times that by a million. That is what I'm feeling right now." He sighed.

"Ouch." Twilight stated as she recoiled.

"Well then, let's formulate a plan to take care of Screwball, without destroying the universe." Luna stated as she stepped up to the table and rolled out a large scroll. Everyone including Discord stepping up to give out ideas.

184. I'm BAAAAaaaaaaack!

Morning arrived fairly quick for the small group of ponies in the throne room. They had stayed up for most of the night to discuss the best way to end this conflict as quickly as possible without having it end in the destruction of the universe. Unfortunately for the group however, the only ones to remain awake during that morning was Luna and Discord. The rest had fallen asleep while in the midst of the discussion.

Upon time for the sun to rise, Luna took it upon herself to do the honors since her sister had stayed up to help plan for the oncoming fight. Discord on the other hand didn't really need sleep since he was held captive by his stone prison for so long. The two made their way quickly into the dungeons once the sun had risen, making their way to Midnight's holding cell. They stopped however on the outside of the door for a moment as the enchantments around the room were lifted before they entered to see the Alicorn still within his shackles and chains, strapped to the floor.

"My goodness, that seems a little cruel even from my perspective." Discord spoke up but stopped as a soft gasp was heard from Midnight.

"DISCORD?! Is that you?" Midnight spoke up causing the room to fall quiet for a moment.

"Yes, it's good to see you aga......" He was cut off as a loud groan was heard from the chains being pulled and tugged at, a loud snap as one of them shattered under Midnight's strength.

"I'm................going to............*SNAP* kill you..........." He snarled as another set of chains groaned before snapping.

"What is this power?! You should not be able to have so much strength while under such enchanted restraints." Luna spoke up causing the dark Alicorn to pause for a moment.

"Luna? W-what are you doing with Discord?! Don't tell me he captured you?" Midnight panicked for a moment before doubling his efforts at escape, His horn starting to glow underneath the horn restraints as he growled out, forcing every ounce of magic he could into his horn to break free. A soft crackle could be heard as the rings began to glow, starting to melt from the sheer force of magic behind them.

"Midnight, calm yourself. Discord is here to help us." Luna stated causing Midnight to pause for a moment before continuing his escape.

"Let me see for myself." He snapped back with a snort of fire as the horn restraints finally melted away, his magic coming to life as the rest of the restraints exploded off of him. He stood up quickly looking to the door, his iris' a bright glowing red while the white had turned green, a purple mist coming from the corners of his eyes as his rage boiled. He snarled to the draconequus baring his pony teeth, they no longer holding the sharpness of the fangs from his were form. After a moment of looking from Luna to Discord, he gave an audible snort before calming himself enough to where his eyes returned to their normal colors.

Luna stepped forward looking a little uneasy as to what she had just witnessed.

"Midnight, come with us to the throne room so that we can fill you in on the details of Discords return." she stated as she turned to the door and began to head out only to stop as a soft thud fell from behind her. She turned back to see the dark Alicorn completely out cold and on the floor of the cell.

"He must have been up all night in his were form trying to break free from his shackles." Discord stated as he picked the Alicorn up and shrunk him down to the size of a young colt, walking behind Luna as he carried him.

The three arrived into the throne room to the smell of fresh coffee and breakfast. Most of the others had awoken while Luna and Discord had gone to get Midnight.

"I see that you have returned with Midnight.......... as a foal?" Celestia spoke up seeing Midnight being carried by Discord.

"Isn't he just precious like this?" Discord picked as he pressed a talon to the foals belly as he attempted to tickle him. Midnight eyes shooting open upon contact. He stared at the draconequus for a moment before his eyes narrowed and his horn lit up into a blinding white light. Midnight stood in his normal form beside Discord who was now inside of an orb shield floating a few feet from the ground, the dark Alicorn glaring at him.

"Alright Discord, explain yourself." Midnight spoke up as the rest of the room just gawked at him for a moment. Discord sat down inside the shield, crossing his legs and arms as he gave a disgruntled look toward Midnight and then to Celestia.

"Well? Aren't you going to tell him to release me?" Discord grumbled.

"Midnight, would you......." Celestia was quickly cut off by Midnight as her turned his head to the side slightly to glare at her.

"SILENCE! I have experienced nothing but hell and torment for the past few days, I have watched those I love and cherish killed before my eyes in the form of a spell cast by YOUR daughter Discord. I will not under any circumstance sit idly by and let something like that happen again, even if it means taking the initiative and capturing you ahead of time before anything can be done by your chaotic magic. So help me, if I EVER learn that you have harmed even a single hair on anyponies head, not even an entire platoon of God's can keep me from tearing you apart."

The room fell to a dead silence before Celestia's horn began to glow, surrounding Discord's shielded body as she began to float him over to him but stopped as a loud snap was heard, Midnight's magic tripling in an instant and breaking her hold on him.

"Tia, I am not sure if you are aware or not, but it's rude to take things without asking, especially if that thing is currently being restrained without reason to be let go." Midnight spoke out with ice in his voice.

"Oh this is pointless." Discord stated as he snapped his fingers, disappearing before reappearing in the same exact spot. "What?!" He shouted as he did it several more times before groaning out in annoyance.

"Like my God proof shield Discord? Nothing gets in or out of it. So somepony needs to start talking, and quick. I'm loosing my patience."

"Midnight, Discord was released the other day and came to us to tell us about what is happening with Screwball. Apparently she has gone insane with power and wants to destroy harmony. He is here to help us put her down." Celestia spoke up as she trotted forward but stopped as she saw Midnight's glare.

"Please, understand that he means no harm. He cannot use his powers while his daughter still exists. She has thrown the balance between harmony and chaos off balance. It will need restored before he can do anything at all." She stated as she made her way over to the Dark Alicorn, giving him a worried smile as the others just continued to watch.

Midnight looked into Celestia's eyes for a moment before turning to Discord as his horn lit up making the draconequus glow for a moment inside the shield before he dropped it, releasing Discord.

"Let it be known that you are now under a very unique spell that I have just created. If at any time you hurt anypony, you will experience a pain unlike any you have ever felt." Midnight spoke up only to see Discord smirk at him.

"Really now? Are you not aware that a God cannot be placed under any type of curse." He chuckled for a moment before seeing Midnight continue with his smirk.

"Then why don't you see if it works or not? Come on, try to hurt me." Midnight chuckled.

Discord stood there for a moment as he looked Midnight up and down once before reaching his his taloned hand out and flicking Midnight's nose. Upon contact however, Discord seized up as a bolt of lightning shot through his body. He left out a puff of smoke from his mouth before falling over onto the floor with a thud, little sparks of electricity still jumping over his body.

Midnight stepped forward as he glared at the draconequus for a moment before speaking. "I'm back to my old self once again, which means that any spell that I want to create. is mine to command. And just to make sure that nothing like this happens again." Midnight stated before his horn lit up with several different colors as he began to cast multiple spells onto himself.

"Midnight?" Twilight spoke up while looking at him oddly.

"Just countermeasures for anything that gets flung at me doll." He stated before his horn went back to its normal color while his body began to shrink for a moment, glowing softly before his human form was seen.

"That spell took every last bit of magic I could muster. Good thing it stays in effect even while I'm human." Charles smirked.
"Hey! Discord! Wake up." Charles stated as he jabbed the draconequus gently in his ribs making him roll over with a giggle.

"Stop that, I'm ticklish." He laughed for a moment before opening his eyes as looking up to a human who was staring at him with an annoyed expression.

"Oh...........no you didn't............" Discord spoke as he slowly got to his feet and stood. His vision meeting and then lowering as he towered over Charles who just kept his annoyed expression toward Discord. "You do realize that you have no magic and no way to defend yourself don't you?" Discord chuckled before seeing Charles smile at him causing him to flinch slightly.

"Try me." Charles smirked.

"ENOUGH!" Luna shouted out in the royal whee, causing both of the males to turn their attention to her in surprise. "We don't have the time nor the privilege to fight amongst one another. We have a war to fight and win, and you two are acting like foals in a school yard ready to fight." She puffed angrily. "So if you would be so kind as to shut your traps and stop trying to kill one another, we can get to business."

Charles and Discord gawked at her for a moment, Charles giving a slight blush upon seeing Luna being so commanding. Discord leaned slight onto Charles from behind, placing his paws onto his shoulders as he spoke into his ear.

"Bossy isn't she? But I can tell you like that about her." Discord began to chuckle but stopped as Charles curled his hand into a fist and quickly swung it up and to the side of his own face, punching the draconequus right in the nose, making him fall back onto the floor holding it as he spoke out in a muffled tone.

"GEEEZE! Cahn't ah Gawd mahke a doke wiffout giting hewt?!" He groaned in pain as he stared up to Charles who just glared at him from over his own shoulder.

"Charles........" Celestia began causing him to point to Discord.

"He started it!" He grumped before crossing his arms.

"Awwwww did I hewt da babies feewings?" Discord chuckled.

"THAT'S IT!" Charles erupt as he turned and lunged at him, Discord screaming out like a little girl before stopping as Charles floated in Celestia's magical grasp just a few few from him.

"Charles, that will be quite enough. You two can beat each other to death later on, but for the time being we need to keep our heads together and formulate a backup plan to our current one. As well as filling you in on what we have already gotten down so far." Celestia stated as she floated the human over and sitting him down between the elements. His three ladies coming over and hugging him to try and ease his tension. Which surprisingly seemed to melt away as the snuggled into him lovingly.

"Fine, but let it be known, I don't trust him in the least right now. Not after what he pulled the last time." Charles spoke out toward him causing him to sigh.

"I'll get your friendship back, even if it kills me to do so." Discord spoke as he gave a disheartened smile toward Charles.

"Let us hope that it does not evolve into that Discord." Luna stated as she stepped up to the table. "Now then, let us go over the plans and get Midnight, er.... Charles, up to speed."

Over the next hour, the group spent a lot of time going over the basic plan that they would use in order to capture or in the needed event, kill Screwball. The entire time while going over the plan, Charles kept rubbing his chin, deep in thought before finally speaking up.

"Girls," He began only to cause Discord to clear his throat and raising a brow. "As I said, girls." He stopped to see Discord throw his hands up in the air in defeat. Charles smiling at his frustration. "This plan isn't going to work."

"What do you mean it isn't going to work?" Twilight asked, looking confused. "Both of the princess' and even my brother came up with this plan." She grumbled, looking quite annoyed toward her fiance.

"I'm not here to degrade what you guys are saying about this plan. I just know that it will fail when the time arrives." He sighed as he rubbed the bridge of his nose.

"Explain." Rarity spoke up from beside him.

"Alright, did any of you take into account that Screwball has gone insane and will use all of her power to kill anything in her path that stands in her way of taking over this world?" Charles asked as he looked around seeing sheepish expressions.

"Right then, let me prove something to everyone." He stated as he stepped over to the side of the throne and pulled out a dagger from a hidden opening and tossing it onto the floor amongst the group.

"Shining Armor." He spoke out garnering the white unicorns attention. "Pick up the knife."

Shining Armor stepped forward as his magic grabbed the knife from the floor and pulled it up to in front of him. Charles took in a deep breathe before starting again.

"I need everyone to remain calm and to not interfere." He stated before looking directly to the white unicorn. "Now stab me."

Everything stopped at this as the group gawked at Charles in disbelief.

"Are you insane?! I'm not going to stab my friend." He spoke up, tossing the knife back onto the ground.

"Then your going to die." Charles stated as he pulled a dagger from the same spot he had pulled the other from and began to run toward Shining armor. Every horn in the room lit up as they all sent spells flying toward Charles but they all bounced off of a shield that was surrounding him. He began to close the gap quickly before lunging at Shining Armor.

In a flash the knife was pulled from the ground by Shining Armors magic and then plunged into Charles chest as he was held in the air by the knife buried to the hilt into his chest. Everyone stared in shock, Rarity falling over unconscious upon seeing her loved one being stabbed before her eyes. Charles hung there for a moment before dropping the knife in his grasp to the floor, letting it clang noisily against the stone floor.

After a few seconds Shining Armor lowered the body to the floor before it jumped backwards off of the knife, surprising everypony in the room.

Charles stood up as he brushed himself off giving Shining an approving glance. "I'm glad you took the initiative and did what you had to do."

"ARE YOU INSANE?!" Shouted Twilight as she rushed over to Charles, staring at the spot where the knife had impaled him only to see nothing there, just a red spot from the hilt having held him in the air for a short time.

"I want you all to pay attention to what I am about to say." He started but stopped as a hoof met him across the face. He turned his head slowly back to see Twilight glaring at him through watering eyes.

"I'm sorry for scarring you all, but there is something you must understand. An enemy can always use magic to confuse you into believing that they are your friend. If the moment arrives when you know that they are not who you think they are, you need to take the first strike before they have a chance to retaliate. Screwball will stop at nothing to hurt any and every living thing in existence just to achieve her goal. You cannot second guess yourself if you have the opportunity to take her life. I know it is a hard decision to make. But if you hesitate, you, as well as many others could perish at her hoof. Is that understood?"

There was a few moments of silence before Discord appeared at Charles side, picking up the knife and quickly jabbing it into his side once before pulling it out and looking at it funny. There was a small gasp from the crowd as he began to stab Charles all over, Charles giving him an annoyed glance before Discord stabbed a little to hard causing Charles to grunt in pain for a moment and send another lightning bolt through Discord who quickly fell over smoking again. The knife flipping out of his hand and sticking the edge into the floor.

Twilight went over to the knife and pulled it from the ground in her magical grasp and stared at it before scraping the blade along the floor sending sparks out from it.

"This is a real knife?!" She squeaked out in horror as she dropped it, making it clang against the floor.

"I enchanted it Twi, It won't hurt anypony unless it is in my knowing grasp. Even then it will only hurt those I want it to." He stated as he picked the knife up and ran it across his arm, shaving off a few pieces of hair, then quickly lifting it up and slicing straight through his arm, the blade disappearing as it went through his arm not leaving a scratch.

"Now do you understand the concept of why your plan will not work. It delves onto the fact that you didn't include that Screwball is willing to kill for what she wants. I am sorry to say this, but our actions must be nothing less than lethal at this point for the oncoming war. Fight to win, or die trying."

A silence filled the room as the words sunk in. Everypony knew what they had to do, but could they do it when the time came?

185. Finding the cure

It had been nearly three weeks since Discord had been released from his stone prison, and he was having a very difficult time adjusting to the fact that he could not use his chaotic powers because of the balance leaning more toward chaos than harmony. He had even resulted in walking to almost everywhere he went. The results being nothing more than an annoyed glance from him upon his passing other ponies.

Midnight had returned to himself once again and was dreading the coming week. It would be the fourth quarter of the new moon which meant that he would have to spend his nights alone and confined in the dungeon. He had even gone as far as to make a few spells to hinder his magic while in his were form. But there was still one problem that was plaguing him.

"DAMMIT!" Midnight shouted as he paced back and for within the alchemy lab inside the castle. It was filled to the brim with various ingredients, beakers, and other scientific related paraphernalia, to which he was using to the best of his knowledge to try and find a cure for his were curse. At one point, he tried to make a cure all spell that would completely expunge any and all spells, curses, and anything foreign from the body, but that had not worked as it would have possibly removed his transformation spell that had turned him into an Alicorn.

After many attempts and many spells later, he had failed to find a cure in those few short weeks. But he never gave up, even moving himself into the alchemy lab of the palace in order to find the cure he needed. However, even though luck was not on his side in finding a spell or item that could remove his curse, he would find luck in the fact that Screwball and her elemental minions had seemingly vanished from the face of the planet.

"I have got to find that cure, and soon." Midnight thought to himself as he gave a tired sigh, closing the book he was currently reading on about Were elders and the worg nation.

"Midnight? Are you in here?" Twilight spoke out as she poked her head into the alchemy lab, looking around to the various instruments of science before her vision fell onto her stallion sitting at a table in the far corner of the lab.

"There you are, everyone had been looking for you. It's almost sunset and you haven't went to the dungeon. Everyone was getting worried that you wouldn't make it in time." Twilight said as she came up to his side nuzzling gently into him.

"Sorry Twi, I've just been trying to find a cure for this damned curse for weeks now, plus Screwball hasn't shown hoof nor hair of herself, so you can understand why I'm feeling a little unnerved." Midnight replied giving a yawn before standing up and heading to the door with Twilight at his side.

As the two ponies made their way into the dungeon. Twilight couldn't help but feel bad for what Midnight had to go through just to keep everypony safe from himself. She looked up to him from his side as she noticed the pained expression that was present across his face. He had gone to such lengths to protect everypony, even cursing himself in order to better protect them, but only making the situation far more dangerous in the end.

Another few minutes passed as they finally arrived into the dungeon, Midnight making his way to his usual cell while letting Twilight and a couple of the guard to restrain him for the night ahead. It would be a long and slow night, but after having spent the last three days straight looking for a cure to his curse, His were form would be to tired to really put forth any effort to free himself.

Once Midnight had been fully restrained, Twilight gave his nose a gentle kiss, bringing a smile to his face before he spoke out.

"Love ya Twi, let the others know I love them as well, and don't worry, we will have this curse removed shortly. I can feel it." He smiled to her before relaxing as best he could while under his restraints.

"Love you too, I'll see you in the morning." She said softly before exiting the room. The door to the cell closing and making a loud groan before the magical locks clicked into placed, soundproofing the room from the outside world.

Twilight made her way back upstairs, heading toward Celestia's quarters. Although the sun was barely visible on the horizon, she new that her mentor would still be up late to tend to Star and to make plans on what to do in case Screwball attempted a surprise invasion of Canterlot.

As Twilight arrived at Celestia's quarters, she gave the door a gentle knock before opening it to reveal the princess laying quietly on her bed with Starlight in hoof, sound asleep on a pillow next to her. She gave a smile seeing him resting peacefully on the pillow as Celestia placed a small cover over him before tucking it around his tiny frame. The princess nodded to the balcony, giving Twilight silent instructions to meet her there so they could talk.

As they went out onto the balcony and closed the doors behind them. They gave a smile as they looked to the foal on the bed still sound asleep before beginning their conversation.

"I take it Midnight is in his cell for the night?" Celestia asked as she looked out toward the sunset.

"He is......." She trailed off for a moment as she looked out to the sunset with her mentor. "Do you think we will find the cure to the were curse?" She asked as she looked up to the princess, She looking back and giving a sad smile.

"I wish I could answer that for you Twilight, but for as long as I have lived on this planet, the worg nation has never once let any other nation know if there was a cure for were-ism. This is due to the fact that once a creature becomes a were, they will eventually want to go to the worg nation to be amongst the others that are afflicted with the same thing." She gave a heavy sigh as she watched the sun finally dip below the horizon.

They sat in silence for a few minutes before Twilight placed a hoof onto her chin in thought. Celestia noticing this and speaking up to garner her attention.

"You have that twinkle in your eye my student." She smiled to her as Twilight turned to her.

"I was wondering. If the were creatures within the worg nation change during the third quarter of the moon cycle. Wouldn't they all do different things like Midnight does? I mean, doesn't the nation take precautions against those that can pose a threat like Midnight does?"

Celestia sat there for a moment before a grin fell onto her face. "Twilight, I think we may have just found a way to save our beloved from his curse." She giggled softly as she turned, heading back into her quarters to pick up a scroll and quill, quickly writing something down before whisking it away.

"Princess?" Twilight began to ask before Celestia spoke up.

"I have just sent a letter to the Worg Elders stating that a fellow Alicorn has been stricken with the were curse. Tomorrow morning I will be taking Midnight, along with myself, to their capital to have a word with the elders. I think after a few minutes of explaining the circumstance, they will come around and give us the cure."

"What do you plan on doing?" Twilight asked seeing her mentors vague expression.

"Let's just say, I doubt they will want to go to war against an insane Alicorn." She chuckled.

XXX

Morning arrive fairly quickly for Midnight as he was awoken from his slumber by the loud groan of the cell door.

"MMmmmmmmm, I guess it's morning now since I don't feel like I want to tear everything apart." He spoke up as he felt his restraints being removed.

"It is my dear, and I have a special surprise for you." Celestia spoke up causing his ears to perk up and a smile to cross his face as he heard her voice.

"Good to hear your voice this morning love. To what do I owe the honor of your presences this morning? And what specifically do you mean by surprise?" He asked just as his blinders were removed causing him to blink a few times to adjust to the light that was flooding the room from the magical lamps that was floating in the sun princess' grasp.

"Well, I think I may have found a way to cure your curse, I'll fill you in on the way." She stated as Midnight stood up, shaking himself slightly from being cramped by the chains and bindings.

XXX

After a slow walk out of the dungeon and into the upper parts of the castle, the two had finished their discussion on what would go on while they were in the Worg nation. Although the plan was a risk, and could cause a conflict between Equestria that the Worg's, it would needed to be done in order to help Midnight, and to save Equestria in the end.

"Alright Tia, I have my regalia on, and my new title will be King Flame? Is there anything else besides what you told me to do that I should know?" Midnight asked as he adjusted a piece of his regalia.

"Just play along, I'm sure you can figure out what to say and do should things not go as planned." She chuckled as she looked to him as he kept tugging at his regalia.

"Yea, it's all good. I'll know what teh do." He said but stopped as he noticed Celestia's expression and pout. "Yea yea, I know, speak as royalty and not some country bumpkin." He sighed in annoyance before the two vanished in a flash of light.

The two reappeared in the middle of the square outside of the capital. A few different species all staring at the two Alicorn as they headed toward the gate where several guards had been placed.

"Halt please." stated a large dire wolf that looked more feral than intelligent. Midnight stood there for a moment as he looked at the wolf that was around the same size if not bigger than her was. Behind the wolf stood a minotaur that had picked up a phone and began speaking through it while staring at him and Celestia. Midnight continued to look at the dire wolf in fascination for a moment until the wolf gave a small growl before speaking up.

"What're you looking at?" He spoke up in a gruff tone.

"I'm sorry, I didn't mean to seem rude, It's just that you remind me of another wolf I saw a while back near my friend's home. I believe her name was........ Kogu? If I recall correctly, and she had a cub with her, I believe Kria was her name as well." He stated as he spoke to the dire wolf who quickly smiled to him.

"Well now, I wasn't aware that my great aunt had any friends, much less one that would be an Alicorn. I haven't seen her in about five years though, so, she may have lightened up. How is she doing?" He asked as his stance became a little more relaxed.

"She seemed to be doing fine, She live within the Everfree forest in Equestria with her daughter. We actually met under questionable circumstances, but after letting her know I meant no harm to her or her cub, she gradually understood that I really meant no harm and became friend rather than foe." Midnight stated as the minotaur came back out of his booth to address the two Alicorn.

"The Elders stated that you may enter." He spoke up as he pressed a small switch to open the gate.

"Alright then Tia, let's go. Oh and before I forget, Name's Midnight Flame."

"Grenald." The dire wolf state as he lifted a paw to Midnight, he doing the same as they shook.

"Nice to meet you, I would like to state as well, if you want to send your aunt a letter or anything, I don't mind taking it with me and giving it to her." Midnight smiled to the wolf who smiled back.

"Well then, I'll have it ready for when you come back out." He chuckled as he went into the small booth and picked up some parchment and a quill before starting on his letter.

The two Alicorn made their way into the capital, looking around to see it laid out much like Canterlot except for the ground was made of polished cobblestone. Far less hooves saw the ground, being replaced by softly padded feet and paws. So that made the trip unnaturally smooth for them as they walked along. As they entered the Capital building though, they looked around seeing polished limestone in place of marble. The various colors looking like a mixture of paints that had been spread across the ground and then torn up to replace the walls. Little sparkles of light emanating from every part of it as it caught the light.

After a few minutes of walking, they arrived into a large room with a large platform that swung around the center in layers. Behind each tier sat several elder looking wolves and were-wolves that looked down toward them.

"Princess Celestia, It has been some time since you have graced us with your presence." One of them spoke up as he smiled.

"It has been some time Daefon, I see that you are still looking as spry as I last saw you." She giggled to him causing him to chuckle.

"Ah, to be young again. Age has been kind to me my dear. I may not be able to go on the hunt any more, but that doesn't stop me from chasing a few pretty tails." He laughed loudly sending an echo throughout the room, and causing a few eyes to roll as well.

"So then, what pray tell has brought you before the council of Elders today? And who might this stallion be at your side?" He stated before the elders looked down to Midnight.

"First, please let me introduce you to the new king of Equestria, This is Midnight Flame." Celestia stated as he stepped forward giving a slight bow to them.

"Ah, I have heard of the new Alicorn that had arrived in Equestria, but had yet to see him until this very moment." Daefon stated before taking a quick sniff of the air, his eyes taking on a skeptical look. "And from his scent, I can tell that he has been afflicted with the curse of the were?" He stated causing quiet chatter to be heard from the rest of the council.

"It is true, he has been afflicted with the curse, that is why we are here today, to ask the council to cure him." Celestia spoke up giving a pleading look.

The group of elders looked to each other as they began to speak to each other in rumbles and growling that sound more feral than intelligent. After a few minutes of this Daefon cleared his throat as he spoke up.

"The elders have decided that giving the cure to anyone is not within our best interest. Having an Alicorn within our nation with expand our power greatly over time. So I assume you understand why we must decline." He spoke giving a disheartened smile.

"Very well then, But I would like to let the council know something ahead of time. As you know, the curse of becoming a were causes one to act and become the complete opposite of what one normally is. My king is noble and chivalrous, he despises taking a life and wishes to try and talk instead of battle or fight. I assume you understand where this will lead once he changes." She stated as she looked around to the slightly nervous expressions.

"That means nothing to us! Once he has decided to become a member of our society, he will agree to be restrained during his time of change." One of the other elders spoke up but stopped as Midnight let out a laugh.

"Do you honestly think I would abandon my loved ones and children in order to move to a nation that only accepts those who want other beings of power to be a part of their culture?" Midnight stated in an annoyed tone.

After a minute of more grumbling and growls Daefon spoke up.

"We understand your reluctance to join our society, but in time you will adjust."

"Until then, you're just going to let me run rampant and kill everything in sight?" Midnight spoke up a little louder, his tone becoming more forceful.

"What do you mean, 'let you run rampant'?" Another elders asked.

"You don't think I'm going back to Equestria like this do you?" Midnight grinned causing the elders to look to one another nervously.

"Celestia? You don't plan on leaving him here do you?" Daefon spoke up again, garnering her attention.

"Until he is cured from his curse, he cannot legally take the title of king, and until that moment he has agreed to remain outside Equestria to avoid harming any ponies." She spoke up causing the other elders to roar out.

"This is preposterous! Why would you dump him onto another notion just because he has a curse?!" One of them shouted.

"Because THIS nation has the cure to free me of this curse. Since I cannot return home for fear of hurting any and all of those I love. I will remain in the land from which the curse came from. What I do during the time I am a were is of no concern to me since it will not be within my nation." Midnight stated causing them all to roar out again.

After a short time of talking to one another Daefon stepped down from his seat into the center of the room where Midnight and Celestia were standing. His figure bearing a large thick coat that fell open in the front. The color looking almost a deep burgundy, similar to dried blood. He looked to Celestia first giving a sigh and lowering his head before pulling one part of his coat to the side and revealing a Small vial of liquid. Taking it in his paw he slowly handed it over to Midnight who took it into his magical grasp, giving it a skeptical look before casting a spell to detect if it had any poisons in it. After coming out clean Daefon spoke up.

"Take this as you are transforming into your were state. The pain will be unlike anything you have ever felt, but you will be rid of your were counterpart." He stated as he turned around to head back to his seat but stopped as Celestia gave him a warm hug from behind.

"Thank you, my friend." She sighed.

Midnight smirked seeing the old wolfs tail wagging slightly behind him. "Alright you two, get back to Equestria. You have what you came for."

After a few moments the two Alicorn gave a nod before exiting the building and heading toward the gate where Grenald sat by with a letter in his maw.

"I see you have finished your letter." Midnight stated as he plucked it from Grenald's maw.

"Aie, do tell my aunt that I will visit when I can. And to take care of my baby cousin."

"I will, and take care." Midnight spoke as the two vanished in a flash of light.

186. The wedding plans

Once Midnight and Celestia had returned to Canterlot and he having taken the cure to remove his curse. Life had unexpectedly returned to normal. Screwball had yet to show herself and her minions were nowhere in sight. The nations that had previously been attacked had managed to come together in order to help each other out in returning their destroyed cities back to normal. However, one certain day was close at hand, and the planning for it was something to behold all in it's own.

The Royal Wedding, Midnight would be taking the hooves of his four ladies come Heart's and Hooves day. It would be one of the more celebrated days in Equestria once the princess wed Midnight, and would be celebrated as more than just a holiday in the future. However, some plans never always go as planned.

For the moment however, Midnight and Twilight were sitting in the library in Ponyville as they began to prepare for the wedding that would be held within the castle in just over a week.

"So we have Pinkie setting up the food with the Cakes for the wedding. Rarity will be doing the decor since she insisted on it, as well as the dresses, except for Tia's. Shining Armor will work in conjunction with Rainbow Dash for security. Vinyl Scratch will be in charge of the music and related lighting. The crusaders will be the flower fillies as well as Marina. Fluttershy will be tending to Starlight during the actual ceremony. My ladies will all have a bridesmaid each, and now I need to find a best man or stallion." Midnight had been going over the planning of the wedding ever since he had cured his were curse. Mulling over every little detail to make sure that this wedding would be not only one to remember, but something extremely special for each of his ladies.

"That sounds about right Night, but who are you going to choose as your best stallion?" Twilight piped up as she went over her checklist again to make sure everything had been taken care of.

"That's the thing that is bothering me Twi, I honestly don't know many other stallions other than Big Macintosh, and he want's to be the one giving Applejack away since..........." He trailed off as he gave a saddened sigh, Twilight moving over and giving him a hug while speaking to him.

"I know Applejack's mother and father passed away some time ago, but there is no need to be sad about it now. Didn't you say that you would be able to visit the afterlife with any pony at your side? Like the princess' do once a year?"

"Yea, but I'm only supposed to be able to do that once a year." He sighed as he looked a little downtrodden.

"But you did see them last year, and it is close to Heart's and Hooves day into the new year. Sooooooooooooo." Twilight smirked up to the dark Alicorn causing him to smile.

"I was thinking that I would have to wait at least 365 days before I could see them again, but if what you just said is true, then I could seem my folks and her's anytime this year. Twilight, you are an absolute gem." Midnight chuckled before kissing her.

"I do try to help out when I can." She chuckled. "But for now, let's find you a best Stallion."

"Did I hear that right? Midnight is looking for a best stallion?" Discord smirked as he popped around the corner, surprising them.

Over the past three weeks, Discord and Midnight had seemingly mended their friendship. Although it was a rough start, the two had come to the conclusion that Chaos and harmony could co-exist, even if they did annoy each other on a regular basis. Since coming to that conclusion, the two had hung out more often than not. Speaking on many different subjects, and points in time. Midnight had come to find out that Discord has never willingly hurt a being for any reason, but while causing chaos, that alone could cause different forms of pain or suffering, even death in some instances. Although Midnight did not agree with Discord's methods in some aspects, he is the God of Chaos, and will do his job when the time calls for it. But for now, he would have to sit idly waiting until Screwball showed herself so that the final battle could begin.

"Yes, Discord. I am looking for a best stallion. You wouldn't know of any that would take up that position would you?" He asked, causing Discord to scratch his goatee in thought.

"I do know of one in particular that would be interested." He smirked.

"Has he ever been a best man before?" Midnight asked giving a smirk back.

"Best man, best stallion, best guacamole, you name it and he has probably been the best at whatever it is." He chuckled.

"Well then, would you like to be my best draconequus?" Midnight asked causing Discord to visibly stop.

"You mean, you wouldn't want me to change my form to be a pony? You would want me to just be.......... myself?" He asked in shock.

"Why would I ask you to be something that you're not just to please the guests? You are you, whether anypony likes it or not. Even if you are annoying at times, that doesn't mean I would ask you to change who you are just to satisfy anypony else." Midnight chuckled as he gave the draconequus a quick jab in the arm.

"Well............. thank you............... really. I have only been asked to be myself one other time in my entire existence, and that was when I was very young and the universe had just been created." He said through a choking sob.

"Well, although it makes me feel bad that I am the second to ask you to be nothing more than yourself. I still feel honored to be among those who have asked." Midnight chuckled as he pulled the draconequus into a sideways hug and giving him a noogie."

"Alright you to overgrown children. Let's get back to the business at hoof." Twilight spoke up as she finishing organizing the checklist for the ump-teenth time.

"I think we have everything covered Twi." Midnight stated as he released Discord. "Now all that is left is rehearsal and planning the bachelor and bachelorette parties."

"Oh I know a few individuals that would be great for the bachelor party." Discord chuckled. "They will be the life of the party once it gets started."

"I'll let you organize that then, just remember, don't get too out of hand." Midnight chuckled back to him as he gave a salute before disappearing into thin air.

"I bet Discord is loving the fact that Chaos and Harmony are becoming more and more balanced as time goes on. Screwball really messed up the balance a few weeks back."

"Yea, I still wish she would come around and not be hell bent on the destruction of all existence. I think she would make for a great friend if she wasn't so....... so.........."

"Insane? Screwy? Totally loco in the cabasa?" Twilight smirked causing Midnight to pout a little and nod.

"Yea............... who knows, maybe she will think things over and turn over a new leaf?" Midnight gave a disheartened smile as the two of them continued the conversation.

XXX

"All of my plans are ready to be set into motion. It won't be long now until we can finally strike and rid this world of Midnight and ever other living thing in existence." Screwball cackled madly as she rubbed her hooves together evilly.

"Mistress, I thought you just wanted to take over this world and get rid of the Alicorn so you and I can rule over all of the lesser ponies with an iron hoof." Steel stated as he trotted up to her desk, looking over the scattered papers and materials that held her plans as well as various other information.

"I did, plan on doing that. But times have changed, and now all I want is revenge. I'm tired of going day to day with noone to love me or even care if I exist or not. Daddy has left me because he doesn't believe in ruling over every living thing. I have no mother, and now the only pony that I cared for hates me because I hated him for imprisoning my father. I just want this whole existence to end." She sighed as she laid back into her seat.

"But, wouldn't it be more interesting to rule over everypony in this world?" Steel asked, trying to steer her plan back toward what it was originally.

"No........... What would be better, to be loved and admired, or feared and loathed, but still have power over every living thing?" Screwball asked as she looked to Steel for the answer.

"I would think that being loved and admired would be the best choice, but working to that point takes much more time than one would have in order to live happily and comfortably. So going with the second choice would be better in my opinion. However........" He trailed off for a moment seeing Screwball staring at him. "Being feared and loathed will only lead to loneliness. It is far easier to destroy many things than it is to create them. But the rewards are far better than when you use force to do other things." He sighed as he realized what he had truly done.

Steel had worked for many years trying his best to become somepony he knew that he could not become. During that journey he grew tired and cold toward many different ponies, even his own wife who died at the hoof of Screwball due to her mistake in finding out that the serum used in their elemental spells would be used as a mind altering drug, and place them under total control of another pony. Screwball didn't want that information leaked to the others so she killed her without a second thought. That event was always still fresh in Steel's mind. Each time he replayed that moment over in his head he would grow more and more resentful toward Screwball and her wanting to destroy things. It wasn't until just recently he had realized that she was no longer in her right mind, however much of what it was, was sane to begin with. But now he could see the error of what he had done, and the lives he and his team mates had taken in order to gain such power. Now he only had a short window before he too would go insane due to the elemental spell he had cast on himself. The others would be more lucky since they could no longer think as an individual, but as a slave. They would never go insane and would always be at Screwball's beck and call.

As Steel turned, he looked back to Screwball who had taken her beanie off and began to idly flick the propeller with her hoof, both bored and ready to begin the fight at a moments notice. However, it wouldn't be long before the fight would start. They would only have to wait until the Ponies guard was at an all time low in order to make the first devastating strike. Then things would tip into her favor. Even if Steel abandoned her.

187. To love, or not to love.....

Time was moving by fairly quick for the residents of Ponyville and Canterlot. The wedding was set for Heart's and Hooves day only two days from today. But that wasn't what was making Midnight nervous. He knew that everything was set and nothing would go wrong to disrupt the wedding. No, it was what was going to happen later today that really made him nervous.

"I can't believe I asked Discord to organize the bachelor party. For all I know he is going to bring fifty women there to strip for us........... Wait, there aren't any sentient species on this planet that wear clothing. So what the hell do they do then?" Midnight spoke idly to himself as he paced back and forth in Celestia's quarters, Starlight playing quietly with Marina over next to the door to the balcony. The sunlight from outside shining in onto the two foals.

"Daddy, why are you so nervous?" Marina spoke up as she looked over to him, her little brother placing another block onto the stack that already stood almost as tall as the both of them.

Midnight paused for a moment as he came over to his two foals, sitting down onto his haunches while crossing his forelegs in front of him. Star smiling up to him while Marina just gave him a puzzled look.

"Honey, It's nothing really, just something that I asked Discord to do for me. Knowing him though, it means that his little surprises could get out of hoof. I just hope he doesn't go overboard on anything. That's the last thing I need right now."

Starlight, while listening to the tone of his fathers voice as he spoke, got up from his spot and trotted over to in front of him and sat down on his haunches, Midnight laying his head down onto the floor and looking up to his son and daughter. Star gave him a smile as he pulled a hoof up and gently patted his fathers nose while speaking.

"Don't worry daddy, you be ok." Starlight smiled to his father before wrapping his hooves around his snout and giving him a hug. Midnight giving a contented smile before blowing bubbles onto the foals belly, making him squeal out and bounce away.

"I'm not worried, because I have you two to make me smile even on my worst day." He said as he playfully chased after them, both squealing loudly as the raced around the room.

"My goodness, what is all this commotion about?" Celestia spoke up as she came into the room.

"MOMMY!" The two foals shouted in glee as they both raced over to her.

"TIA!" Midnight shouted as he bolted over and playfully tackled her to the floor with the two giggling foals as well. All of them laughing loudly before untangling themselves and standing once more.

"I see that you're in rather high spirits today dear." Celestia giggled as she gave her stallion a nuzzle.

"It's because we have such wonderful little foals to help keep them high." Midnight chuckled as he nosed Star, making him giggle out.

"True, but I am afraid I must inform you that your presence has been requested in the throne room. You have a rather...... unusual visitor waiting for you." Celestia smiled to him causing him to cock a brow.

"Alright then, but watch these two, I think they were attempting to build a fort out of blocks so they could battle those fluffy pillows on your bed." Midnight chuckled seeing them smile widely before bolting back over to the pile of blocks to continue building. Celestia letting out a giggle seeing them quickly placing blocks up and around them. "I'll be back shortly." He smiled before taking off.

After a few minutes of walking along he had finally arrive into the throne room, looking around he didn't notice anypony, but there was a young human female standing near the staircase to the throne.

"Samantha?" Midnight spoke out quickly in somewhat of a shock. The young lady turning her head and giving a smile as she noticed the dark Alicorn.

"Well now, it has been a while since I've seen that ugly mug." She chuckled as she walked over but stopped as Midnight's horn lit up, a beam of magic washing over her for just a moment before the magic faded from it. "O.......kay?"

"Sorry, but I am sure that you're aware that we are at war with Screwball and a band of elemental ponies, all of which were your previous co-workers." Midnight stated as he trotted up to her.

"Yes, and that's why I am here, to give you this." Samantha stated as she pulled out a small booklet, Midnight quickly taking up in his magic as he flipped it open to read it.

"These are all of the notes that I could gather about the spells and potential weaknesses regarding the ponies that would bare the element that they had been given. I'm not sure if it will be of any use, but you should be the one to have them, just in case." She said as the book left her hands as Midnight began to skim over a few pages to check out the notes.

"Thank you Sam, this will indeed be a helpful tool in the coming war. But I have a feeling that this is not the only reason that you came by Canterlot." He smirked seeing her rubbing the back of her neck sheepishly.

"To be honest, no, it isn't. I've been worrying about Kindle for a while now and have been going over what notes were left in the labs. It seems that the only reason that we were doing those tests were because they wanted to add a mind control serum to the spell but couldn't figure out how to since each spell was different. I actually saw Kindle and Steel doing that spell on herself before I left the building and went home. I knew something was up after seeing them like that and talking like they were mad, but I never thought they would be the subject of the war that Equestria is preparing for." She said as she shuffled slightly back and forth, worry evident on her face.

"You said you saw them do the spell? But, didn't you say that there was a mind control serum that was to be added to the spell? What was it for other than the obvious?"

"I went back to the labs later that night to gather samples from all of the lab tests, the ones that were complete anyway. The only ones that I could get were for Kindle, Glacia, and Orion."

"Wonderful! I take it those were the few items that I scanned from my spell just a few moments ago?" He asked as he nodded to her pocket.

"Yes, they are. You're free to keep them because I won't be going anywhere near that facility anytime soon." Sam stated as she gave a shudder. "I hate that Kindle got involved with this whole thing. She was such a good kid, one of the few ponies that befriended me without prejudice unlike some of the others." She sighed while rubbing the bridge of her nose.

"Don't worry yourself, Kindle was talking to me before Steel and Screwball showed up to pony nap her. She was saying that she didn't really want to do any of the stuff she had planned to since she got to experience it firsthand. I'm sure that with these notes you've gathered, we may have a chance to return her to normal, if not, give her back her free will."

Samantha gave a saddened smile before wrapping her arms around the dark Alicorn. "I just hope that we can find a cure for her elemental spell before she goes insane."

"That will be taken care of as soon as she is within our grasp." Midnight smiled to her causing her to cock a brow slightly.

"Really? But I thought that specific spell didn't have a counter spell to return a pony to normal." She said as she pulled back from Midnight.

"That is the beauty of being me. Having the ability to make a spell at the very thought of it is within my grasp, however there is a problem with it." He stated as his expression turned to concentration. "I will need to use a scan spell on her before I can make the spell. This will ensure that it can be cast on her without her having any serious side effects."

"Such as?" Samantha asked as she waved her hand out in a flourish.

"Death, coma, being placed into a permanent vegetable state? The list goes on sadly." He sighed as he lowered his head.

"I......... see." Sam said as she lowered her vision to the floor.

"Alright, time for a change of subject." Midnight stated as he spoke up in a more chipper tone.

"I do say that you are correct my dear friend." Disocrd spoke up as he appeared in the blink of an eye next to them, Samantha pulling back in slight shock upon seeing the draconequus. "Ah, and we have another human in our midst. Please, let me introduce myself." Discord chuckled as he did a little bow, sweeping his arms in front of him and to the side. "Discord, God of Chaos." He said as he raise his vision to meet Samantha's, a smile creeping across his face as he noticed her staring at him in shock.

"Uh........" She trailed off looking from Discord back to Midnight and then back once again.

"Don't worry about Captain Disco, he is a friend, albeit a strange one." Midnight smirked before giving the draconequus a playful nudge.

Discord grinned as he manifested a large disco ball, lights, music, and a completely accurate white disco outfit with matching purple undershirt made of silk onto himself before pulling Samantha to him and doing a little jig with her.

Midnight chuckled as he watched them dance for a moment, Samantha more unwilling than willing. Just as Discord spun her around once and let her fall into his bear arm he smiled down to her wiggling his eyebrows for a moment before his face contorted into that of pain. When he opened his eyes he was looking up toward the disco ball spinning on the ceiling. Samantha standing over him with a smirk spread across her face. Midnight just standing to the side with a shock expression across his face.

"Next time, ask a lady before you go into a full disco dance and dragging her into it, and keep those hands off my ass." She snapped as she pointed to the draconequus lying on the floor before walking back over to Midnight as he continued to gawk at her.

"Third degree black belt. I've surprised quite a few low lifes that had roaming hands before." She smirked looking back to Discord who had raised his head to stare unblinking at the human female. "I'll be around the castle for the day, I'll fill you in on my other plans later on, as long as this one decides to play nice and keep his grubby paws to himself." She smirked again looking to Discord before giving him a wink and walking away.

Midnight trotted over to the draconequus lying on the floor still and looked down to his smiling face in confusion.
"Dude, you just got kicked in the groin, and then slammed into the floor. Why in the hell are you smiling?"

"Wow, I think I'm in love." He chuckled only to cause Midnight to groan, facehoofing.

188. The Bachelor Party!

The time had arrived, it was later in the evening when Midnight had been brought into the guards barracks for his bachelor party. Many of the guard had gotten together with Discord to come up with ideas for the said party, and since Discord was without using his power for the time being. However, that did not stop him from coming up with some seriously awesome ideas, along with the fact that a few pegasi guards to do a few errands out of town to get a few items that would be needed for this special occasion.

The guards along with Discord had set up in the mess hall of the barracks for the nights events. A small stage had been set up at the far end of the room with a large pole running from the floor to the ceiling. A DJ had set up on the side of the stage for the music. Unfortunately for Midnight however, it wouldn't be Vinyl Scratch that would be running the show.
Several tables had been set up along with a few chairs that occupied the length of the wall for some of the elder guards that had been watching over the castle for many years. They may not be as spry as they used to be, but they still had some partying left in them.

As the sun began to fall past the horizon, the activity around the barracks began to increase dramatically. Guards filing in and going out. Many of which were changing shifts on the hour so that they could come to the party as well. The only bad part for them however was that they would not be able to consume any alcohol if they had a shift within the next eight hours. But that didn't stop them from having a hell of a time at the party.

Once the party had started, and the guards along with Discord managing to pull Midnight away from what he was doing. The dark Alicorn had been successfully dragged to the barracks for his bachelor party just as it was getting ready to go into full swing. Discord patted him hardily on the back as they looked around to all of the other stallions having a grand time.

"My boy, this is a milestone in your short life, getting married to four lovely mares, as well as becoming a king. I honestly couldn't have done a better job myself." Discord chuckled as he sat down near the Alicorn.

"I must admit, I've been looking forward to my own bachelor party after having been to a few of my friends back on earth. Talk about freaking crazy. Strippers, booze, music, all kinds of awesome packed into one small area. I guess bachelor parties are universal." Midnight laughed as he greeted a few of the guards that he had personally trained. Just as he was about to ask a question though, he noticed a certain white unicorn with a blue mane walking up to him.

"Shining Armor, finally get a few moments away from your lady to have some fun with the rest of the stallions?" Midnight chuckled only to get a quick jab in the arm.

"Hey, I can still get out and do my own thing. Cadence is pretty understanding when it comes to allowing her stallion to go out and have fun with his friends." He chuckled back.

"Really? So you didn't give her an excuse to come out and sneak into my party then?" Midnight chuckled seeing his sheepish grin.

"He's whipped." Discord chuckled seeing the unicorns disgruntled expression.

"I am not whipped." He retorted.

"Hi Cadence, decide to join us?" Midnight spoke up while looking over Shining Armors shoulder causing him to spin around and look around frantically before turning back around to see the two laughing their flanks off.

"Really funny you two." Shining groaned, rolling his eyes.

"Don't worry bro, your safe in here. I have a few guards rotating at the exits to keep any ladies out of here." Midnight stated as he nodded to one of the doors. Shining looking to it to see a couple unicorns stationed at them.

"Unicorns?" Shining asked while cocking a brow in question.

"Yea, I was told that we might have a couple party crashers that could manipulate their appearance to look like a stallion. The entrances have been enchanted to shield non stallions." Midnight chuckled.

"Sound's like my sister is wanting to keep a close eye on you so that you don't get out of hoof." Shining laughed.

"Hey, I told her and my other ladies that they have free reign at their bachelorette party. So shouldn't I have the same privilege?" He asked giving a smirk.

"Yea, I just hope that they aren't going crazy at their party right now." Shining stated but stopped as he placed a hoof over his mouth.

"HA! I knew they would have their party at the same time as mine! Little sneaks. But then again, I wasn't planning on spying on theirs like they are mine." Midnight chuckled.

"How do you know they are spying on your party?" Shining asked as he looked a little confused.

"If I know my ladies as well as I think I do, Rarity would have come up with the idea, Twilight would use her magic to help make it happen, and Applejack to find somepony to set it in motion. Well, that and I enchanted the entire barracks to notify me when a bug has been placed in here." Midnight laughed loudly as he looked up to a corner of the room and waved. "Hi girls!" He said just before his horn lit up and a small flash appeared in the same corner, teleporting a small gemstone into orbit.

XXX

"Darn it!" Twilight shouted as her view of the party was now a view of the planet.

"Ah, don't feel bad sugar cube, our stallion knows his limits when it comes to us." Applejack smirked as she tossed a bit onto the stage in front of her.

"I know, but I can't help but get a little worried that something bad might happen to him during this whole thing. I mean sure, I can't detect if he is spying on us, but did he seriously have to teleport my enchanted gem into orbit? It took me like twenty times to get that spell right in order for me to use it as a camera that could project an image into this little television set."
Twilight groaned in annoyance as she placed the tv to the side and tossed a bit onto the stage as well.

"Darling, you simply must stop with all of your worry. It will cause you to gain so many wrinkles before your time. Plus, I trust our dear stallion. He knows what he is permitted to do and what will get him a month on the couch." Rarity giggled as she tossed a couple of bits onto the stage as well, only to get a tail brushed across her face in return.

"I must admit that this is rather enjoyable, In all of my time as ruler of Equestria, I have never indulged in a party such as this." She giggled as her horn lit up causing the stallion dancing on stage to give a yip as he felt his flank getting pinch by an invisible hand. The other girls laughing at the site.

The girls had all gathered into the dining hall of the castle for their party. Twilight had organized the event with her check list, Rarity had managed to gather a few stallions as dancers for the party, Applejack having brought plenty of her family's cider's, while the princess invited the maids of the castle to the party as well as any of the female guards that wanted to attend. They knew that Midnight wouldn't be spying on them and didn't really care. This would be the only time that they would have left to truly enjoy themselves as a single pony, and they were going to eat it up.

The stage was adorned with many lights as well as large speakers that were blaring out some loud music. To the left of the stage was none other than the original DJ Pon3, mixing it up with her sick music and hard beats. Although that specific music wasn't within Celestia's tastes, it wasn't unwelcome.

On the stage stood three stallions in a triangle, dancing perfectly to the music while having nothing but a thong and bow tie on. One of them having tossed his thong to Rarity who blush profusely, as well as the other three mares sitting next to her.

The girls were defiantly enjoying themselves at their party, but what about the guys.

XXX

"Damn!" Midnight stated as he watched a young mare on stage moving in such a way that would cause Midnight to think twice about a ponies flexibility. "Who is that?" He asked as he nudge Shining Armor who was sitting next to him.

"I believe her name is Blossom Forth." He smirked, his eyes going wide as she bent nearly in half and giving her inner thigh a teasing lick while looking rather seductively toward Shining. He only bursting into a bright shade of red upon seeing this.

"HA! I take it Cadence isn't that flexible?" Midnight chuckled giving his soon to be brother-in-law a playful nudge.

"Surprisingly not, but her special talent is love, so in my opinion, she is a perfect lover." He chuckled, giving a nudge back.

"Heh, quality over quantity right?" He retorted.

"Better believe it." He smirked. "Still though, I don't think I could handle four mares at once."

"Heh, I've dealt with seven after one of my concerts here in Canterlot." Midnight smirked back seeing his awestruck expression.

"Seriously? Seven?" He gawked.

"Yea, that was one hell of a night. I was sore for a week after that to." Midnight chuckled.

"Was it worth it?" Shining grinned, raising a brow.

"Hell yeah!" Midnight laughed loudly just before taking a drink of cider and nodding to Discord. "So Discord, how many ladies have you managed to get to put on a show for us tonight?"

"Oh we have a few in line. I am sure that you will be pleasantly surprised." He chuckled.

"Well keepem coming. The Night is still young!" He shouted out getting a loud cheer from the stallions in the room.

After several hours of dancing mares and drinking, a young mare appeared on stage in a full western style dress. and began dancing for all the stallions, getting a loud cheer from them. Midnight who had a few drinks began to look at the mare in question for a moment before his eyes went to pinpoints, then returned to normal as a wicked grin spread across his face.

Once the young mare had finished dancing, Midnight made his way over to her, giving a knowing smile as he tapped on her shoulder to gain her attention. She turned around to see the dark Alicorn and withdrew slightly.

"Um...... hello again." Venus said in a slightly quiet tone compared to the music that was still blaring loudly.

"Come with me, I'd like for you to do me a favor." Midnight chuckled as he nodded to the back. The apparent 'mare' following him until they had enough room to speak frankly to one another.

"So tell me something, how did you end up on the roster for this party?" Midnight asked, causing Venus to flinch slightly.

"I was hoof picked out of all the mares in Appleloosa to come to this bachelor party. I wasn't told who it was for, other than a higher up." He stated as he shuffled nervously.

"Well then, I would like to officially welcome you to my bachelor party." Midnight chuckled seeing him beam. "I would also like to ask you to give a very good friend a special dance. But don't let him or anypony else know your little secret."

Venus gave a slight giggle as Midnight leaned down and began to whisper what to do and when.

After another thirty minutes, the crowd was pretty much drunk other than a few who had duty to attend to in a few hours. Midnight had taken the stage while floating a microphone up to him as he spoke to the crowd.

"Is everypony having a great time tonight?!" He shouted into the mic only to get a roar of approval. "Alrighty then! I have a special dance lined up just for my future brother-in-law." He shouted again to get a cheer from the crowd, as well as a few aw's. "Shining Armor! Get your Flank up here!"

Shining Armor took a minute to wade through the crowd to get onto stage, giving a cocked brow to Midnight in question as to what he was about to experience. After setting the unicorn onto a chair on stage, Midnight nodded to the DJ as some music began to play.

Venus came out from behind the stage and began to give Shining a rather erotic dance, causing him to blush a bright red and causing the crowd to yet out and cheer. The dance only lasted a few minutes, and once it ended, Venus gave his cheek a kiss before exiting the stage.

The now red stallion left the stage with a cheer from the crowd and few rough pats on the back while laughing. Discord came up to Midnight while rubbing his chin in thought. He placed a arm around the Alicorn, pulling him closer so he could talk to him.

"I thought you would be the one to get a dance from that pretty little thing. Why did you give him that dance instead of taking it for yourself."

Midnight gave a grin as he leaned up and spoke into the draconequus' ear before he pulled away to see the shocked expression on his face.

"Your pulling my chain! Seriously?" Discord sputtered in shock as he looked to Venus who was having quite a few stallions around her, all wanting to speak with her.

"Yep, heh. I meant to ask you as well, who did you send to Appleloosa to pick 'her' out?" Midnight chuckled as Discord placed a paw onto his chin in thought.

"I believe he is one of the captains, Blizzard Wind I believe his name was." Discord stated before continuing. "He said that he had been with her before on several occasions, but never really got to start up a relationship because there would be complications. Now I understand why." Discord chuckled.

"Well then, I guess we have something to do after the party. Just make sure Venus doesn't leave just yet. I'll go and talk to Blizzard." Midnight chuckled as the two separated.

The party was still in full swing, but now the bachelor had a goal to accomplish. Would he succeed? We will find out soon enough.

189. The bachelor party (part 2)

As the party began to draw into the later hours of the night, Midnight had taken it upon himself to stop drinking and move forward with his plans to talk to Blizzard Wind, the pegasus captain of the guard, in a more private area. Well, as private as you could get in a mess hall filled with semi drunken stallions, all of which were partying pretty hard.

"Blizzard, a word if you please?" Midnight spoke up to the stallion as he trotted toward one of the more vacant areas of the mess hall. Blizzard giving him a questioning look as he followed the dark Alicorn.

Once they had found a spot to sit and talk without fear of anypony eavesdropping, Midnight began.

"Blizzard, I've been told that you've gone to Appleloosa on several occasions to meet a certain somepony. Somepony named Venus?" Midnight smirked seeing Blizzards face erupt into a bright red before he turned his head to the side slightly to clear his throat.

"Um...... aaaaah, I don't know what you're talking about sir." He sputtered slightly as his eyes darted around the room. Finally landing onto the pony in question as 'she' was sitting at a table, talking to Shining Armor.

"No need to hide it my friend. I am perfectly ok with your decision on that type of relationship." Midnight chuckled only to see Blizzard lower his head slightly.

"Sir, I don't want to seem like a bad pony for stating this, but I don't care what anypony thinks about my preference when it comes to who I want to be with." He stated as his eyes met Midnight's in a piercing gaze.

"I'm happy to hear that, it isn't often that a pony will stand up to others when it comes to that topic. You make me proud to call you one of the captains of the royal guard." Midnight smiled to him only to receive a slightly disheartened smile in return. "Now then, I was told that you had requested that this particular pony be brought to the party, but never divulged why. Care to explain?"

Blizzard gave a long sigh as he closed his eyes, opening them as he looked over to Venus across the room, still sitting idly talking to Shining Armor. He smiled seeing 'her' laugh.

"Sir, I was hoping to let that stallion know about my feelings for him, but every time I get near him, I.......... I get weak in the knees. It's like........... I don't know."

"Like your heart is a flutter, your stomach filled with butterfly's, and your on cloud 9?" Midnight finished for him only to cause him to lower his head and nod slightly, his face burning red.

"I couldn't have said it better myself." He chuckled softly as he looked up to Venus again only to see 'her' smiling toward him, and walking over to the table they were sitting at. Blizzard's eyes shot open as they began to dart back and forth around the room, attempting to find a way out of this moment in time. He knew that he felt he wasn't ready for this, not here, not now. He began to get up but felt his hooves glued to the floor. He tried pulling them up but they wouldn't budge. After looking to them he noticed a small field of magic holding them to the floor, then looked to Midnight whoes horn was glowing the same color. He gave a glare toward Midnight as he spoke two words before sitting back down.

"You....... suck!"

Midnight gave a chuckle for a moment but stopped as Venus arrived at the table, taking a seat next to Blizzard.

"Fancy meeting you here sugar." 'she' said, giving him a heart warming smile. "I'm beginning to think you're setting up these little meetings just to see me." She giggled causing Blizzard to give a goofy smile.

"Venus, I'm sure that you've already met one of my Captains of the guard. Blizzard Wind. I also think he was wanting to speak with you about something as well." Midnight stated causing Blizzard to give a nervous gulp. "I'll just let you two talk." He chuckled as he gave a wink to Venus before leaving the table to go and speak with Shining Armor across the room.

As Midnight made his way across the room, he took a seat next to the white unicorn so that he could watch across the way to see how the conversation was going between the two ponies he had just left.

"How are we doing brother?" Midnight spoke up catching his attention as he sat down next to him.

"I would be doing a little better had you not had Venus give me a lap dance in front of the entire guard." Shining groaned, rolling his eyes.

"Well, then you wouldn't have had the bachelor party experience, and that would make me a saaaaaad pony." Midnight chuckled as he gave his best looking pout. Shining giving a chuckle before giving him a quick jab in his arm.

"You, sad? Perish the thought." He laughed. "But seriously, why have her give me a lap dance instead of taking it for yourself? It is your bachelor party after all."

"Well, I thought this would be the perfect opportunity for some revenge, so I had 'her' help me out." Midnight chuckled seeing Shining's eyes go a little wide before turning into a squinting glare.

"Revenge? For what?" he asked in slight shock.

"Remember that time you knocked me out from one of my own spells?" He grinned seeing Shining face hoof.

"Yea, and that merited revenge?" He asked incredulously.

"You knocked out an Alicorn with his own spell in front of a whole gaggle of the guard. That was pretty embarrassing." Midnight groaned.

"Fine, you got your revenge, although I don't see how it was."

"Well, I am guessing you don't know Venus at all, otherwise you wouldn't have gone on stage, much less let her give you a peck on the cheek." Midnight chuckled seeing Shining cock a brow. He leaned down and spoke into Shinings ear giving a chuckle. "Venus is actually a stallion."

Now at this moment, several things occurred. Shining Armor pulled back from Midnight giving him a shocked expression, he then looked over and across the room to see Blizzard and Venus kissing, at which point his jaw dropped to the floor before looking back to Midnight.

"Does Blizzard know?!" He asked only to get a nod in return.

Shining Armor stopped gawking for a moment before his expression turned to anger and then worry as he looked around to all of the stallions in the room. His vision finally falling onto Midnight as he gave a pleading look.

"Don't worry bro, I ain't going to tell anypony. I just thought we could have this little event happen so that you'll remember not to knock me out anytime in the future." Midnight chuckled giving him a wink.

Shining Armor glared at him before laughing loudly. "Has anypony ever told you that you are absolutely devious?"

"Midnight brushed a hoof against his chest giving a smirk. "On more than one occasion actually." He chuckled as he looked sideways toward his brother.

At that moment though, Blizzard and Venus trotted up to the table smiling as 'she' was leaning onto Blizzard.

"I take it the talk went well you two." Midnight smiled to them giving a wink.

"It did, and I would like to request a short leave from duty sir." Blizzard said as he gave a salute.

"How long?"

"Just a few days, I will return to duty for your wedding." He stated giving a smile.

"Granted." Midnight grinned to the two only to cause them both to blush.

"Blizzard............" Shining spoke up catching his attention before looking to Venus for a moment and giving a slight pout. "Is it true?"

Blizzard gave a sheepish grin before nodding. "Yes sir. Please do not think ill of me. I just never really found mare's attractive." He chuckled nervously.

"So all those times I caught you looking at other stallions flanks." He chuckled seeing Venus give Blizzard a playful shove.

"Yeeeeeeeees, let's not get into that please. I just managed to get the stallion of my dreams here and I don't need a fellow captain derailing my relationship before it even gets a chance to get started." Blizzard groaned giving a face hoof in annoyance.

"Go on you two, I'll see you before the wedding starts Blizzard, and do me one favor." Midnight stated as he caught his attention. "Go and have fun. You two make a cute couple." He chuckled causing Venus to wrap 'her' hooves around Blizzards neck before giving him a kiss. Blizzard giving a dopey grin before chuckling.

The two stallions made a slow exit from the party, many of the guard seeing the two all over each other and giving out some loud cat calls. Good thing they weren't the wiser about Venus being a stallion, otherwise the captain would have had his hooves full with his platoon of pegasi.

XXX

Back in the dining hall where the girls were having their party, Twilight had been dragged on stage by her mentors magic so that she could get a lap dance from the three stallions currently adorning the stage. Applejack, Rarity, and the princess all hooting and yelling at Twilight as her face turned a bright shade of red.

"I can't believe Midnight don't mind us having this much fun at our party." AJ stated as she chuckled at Twilight who was having a stallion grinding her thigh.

"Darling, our stallion is very understanding, and I doubt that once this party has concluded, he will feel much different. But.......... Considering that he will be royalty, I may be wrong." Rarity stated as she rubbed her chin in thought.

"Either way, this has been one of the most enjoyable nights I have ever had when in regards to it being 'fun'." Celestia stated as one of the stallions came over to her, daring to flick his tail at her nose playfully.

"I think you would have a lot more fun as just a regular pony princess, I've never seen you so carefree while at a party. Much less at a party like this one." Twilight piped up as she leaned forward, giving the stallion that was shaking his flank at her a little nip and making him bolt forward in surprise, only to fall off of the stage and land directly on top of Rarity.

"Oh my, such a naughty boy." Rarity giggled as the stallion gave a nervous grin before dancing over top of her. The other mares in the room hooting loudly and laughing before the stallion moved to the side and helped her up, then jumping back on stage.

"I do believe this night couldn't get any better." Rarity giggled as she took her seat once again.

"Don't be to sure about that." Celestia giggled as she nodded to the stage as Twilight was led off of it, only to be replaced by Luna whom was quickly surrounded by the stallions as they began to dance for her. The four mares of the evening bursting out laughing as they noticed her face bursting out in a deep red beneath her dark blue coat.

"I guess this evening will remain eventful." Rarity giggled loudly as she cheered the stallions on.

XXX

The sun began to break the horizon with the help of Celestia's magic. She giving a large yawn from having stayed up all night to party with her new family. Luna was currently eating breakfast with a smile while the others were out cold and laying quietly to the far side of the room on a large pile of pillows. Celestia having already left to her quarters for the morning since raising the sun. It was an eventful night for the night princess, even though the party was not meant for her, she still had fun seeing her sister and future sister-in-laws making total asses out of themselves. Yes, she would have stories to tell once they were awake.

However, Midnight and his friends were not in the same boat. He was currently sprawled out on the floor of the barracks along with about twenty other stallions from the guard who had to much to drink. All asleep from the long night of partying. Shining Armor was making his way around the room giving a chuckle at all of the stallions he knew well enough from the guard, being out cold from having drunk too much. After making his way out of the mess hall, he made his way to the guest room where Cadence was just getting up from a pleasant nights sleep.

"Morning." He spoke as he saw her brushing out her mane, coming over to her and giving her a kiss.

"Good morning, oh.......... my." She began as she waved a hoof in front of her nose. "You smell like a brewery, did you drink last night?" She asked giving him a skeptical glance.

"Believe it or not my dear, I didn't. I was simply in the wrong place at the wrong time when somepony tripped and sent several pints of cider onto me. I may smell awful, but at least i'm sober." He chuckled as she headed toward the bathroom. "I'll just take quick shower before going to sleep. I'll need at least a few hours to recuperate from that party." He chuckled.

"Alright then, I'll see you for lunch." Cadence smiled as she headed out of the room.

Shining looked into the mirror in the bathroom giving a sigh at the bags under his eyes. "Boy, that was some party." He chuckled.

190. The day I've dreamed of since I was small

Yes, the day had finally arrived. Heart's and Hooves Day. A day when everypony with a special somepony would celebrate their love for one another. Many would celebrate in different ways, whether it be a dinner and an evening together under the stars, Or a day filled with passion in the bed together. For the young ones who would be inexperienced in those areas, a quick trip to Sugarcube Corner to get some ice cream and root beer would suffice.

But today however would be yet another reason to celebrate, as it was time for the Royal wedding of Princess Celestia, along with three of the element bearers, to become betrothed to Midnight Flame. This day had been planned out to the fullest extent, and being held within Canterlot, it would be the largest and most fantastic wedding ever to grace the planet.

The castle had been decorated with many different hues to symbolize the four brides that would soon be wed. The throne room had been affixed with many decorations and banners. Many pews had been lined up from the entrance of the throne room to the far end, exceeding the limit that would normally be placed into that room. This being due to the fact that the entire Apple family had arrived to see Applejack become a bride. That alone took up nearly ten pews.

The thrones had been moved back to against the wall to allow for the procession to commence at the scheduled time, which was fast in approaching. It would only be another twenty minutes before the wedding would begin, and the crowd of ponies had already filled every seat in the throne room along with standing cram packed, shoulder to shoulder, flank to flank while more still attempted to file into the room. It was getting to the point where the guard had to reconsider the actual room be closed and continue the event within the palace garden. But luckily for them, only a hoof full of other ponies were left out of the room to stand just outside and watch from the door.

However, they would be lucky enough to get to see the brides first before any other pony. As the time neared, Midnight had made his way to the front to stand next to a large draconequus that was dressed in a very nice tuxedo and smiling widely as he looked around to all of the ponies within the room then to the dark Alicorn that was standing next to him.

"I can't believe you asked me to be your best pony Midnight. In all of my years in existence, I have never been asked to be a best pony. I may have crashed quite a few weddings to cause some chaos, but this! This feels like the most important honor I could ever receive." Discord chuckled as he hugged Midnight roughly for a moment before releasing him and fixing his tux back, pressing a few wrinkles from it.

"It's no problem my friend. After going through everything you have had to endure only to realize that things could finally work out between chaos and harmony, This is the least I can do for such a friend." Midnight chuckled seeing him beam. "Just make sure that the chaos that you decide to do comes after the wedding is over."

Discord gave him a playful salute before hearing the music begin, signalling that the wedding had officially began. At that moment, everypony stood and looked back toward the entrance to see the doors slowly open to reveal three little fillies tossing petals onto the ground as they skipped happily down the path toward Midnight. Once they had arrived the stepped off to the side opposite of the groom before the first Bride began to make her walk down the path.

Rarity was in a gem laced wedding dress that she had painstakingly made over a period of several months, having changed several things as time went on so that it would be perfect for her. It was an elegant white, laced with many blue sapphires that would match her cutie mark perfectly. She strode proudly down the path, beaming brightly as she went. Her mother and father off to the right side front pew watching as she stopped to give them a hug before stepping up to beside her stallion.

Following Rarity was Twilight who began her approach just as Rarity had made it to the front. Her dress was hoofed down to her from her mother who had worn it for her own wedding to Twilight's father. Rarity of course had offered her to make a new dress for her that would be a match to her own, but was refused so that should could honor her families tradition of passing down the dress. The dress was a dark blue unlike traditionally dresses that were white. It had some slightly older fashioned lace along the edges that faded into a darker blue and then to black much like when the evening sky began to loose its last bit of light, allowing the Twilight hour to come upon the sky. As she made it to the front, her mother gave a smile as tears flowed from her eyes, Twilight's father hugging her gently as he to smiled to his daughter.

Next was the hardest working pony in Ponyville, Applejack. She had pulled out a surprise that noone had known about, even her brother and sister. Granny Smith had told her about her wedding dress that she had passed down to her daughter, Applejack's mother, that she had also worn on her wedding day, much like Twilight's mother had hers. Applejack agreed without hesitation to wear the dress, even though it was out of style and extremely old fashioned. She felt great pride in being able to wear something that her mother had once worn for her wedding as well. The dress was a light yellow that was a contrast to her mothers coat of orange, just like hers. Her mane however threw it off slightly as her mothers mane was a dark brown, but she carried her fathers mane color, which of course was the brilliant blonde that she currently bore that matched the dress perfectly, blending into it and making it look as if it was actually part of her.

Finally the moment had arrived as the music kicked up into a more fancy tempo as Princess Celestia came through the entrance, her loving smile shining brightly throughout the room. Everypony looked on in awe as her wings unfolded revealing a light rainbow effect that would trail slowly behind her. Her normal regalia had been removed. The shoes being replaced with blue diamond regalia. Her chest piece having been removed so that the dress could stay in its place. Her crown had been removed so that her mane could flow more freely as she walked down the path.

As Celestia walked down the path, listening to the wedding march music play, she couldn't help but shed a tear as she made the trek. In all of the time she had been alive, she never thought this day would have come. But it was here, at this very moment in time, being played out in real life. No longer a dream that she had been having for so many times before. Yes, it was here, and nothing could ruin this moment for her.

Once she had made it to the front of the path, she, along with the three elements, stepped up to Midnight's side as he looked forward with them just before the music came to a quiet stop, and the pastor began to speak out.

"Good afternoon to you all, and thank you for being present for this momentous day in Equestrian history. We are gathered here today to witness the betrothing of these five individuals into a single, wonderful family, and to bring forth a new age to our great nation. Our Princess Celestia, along with three of the elements of harmony, generosity, magic, and honesty, will be wed to Midnight Flame, protector and savior of our world on more than one occasion. Together, they will bring forth far more happiness and well being to our world as they continue to give their knowledge and experience to help guide us into the future."

As the priest continued on, a single pony gave a yawn as she floated outside the window of the castle. Invisible to any and all around her. "This is so boring, just get on with it so I can murder them." Screwball groaned as she watched the display pan out inside.

The priest gave a smile as the last vows had been said and the rings floated from the ring bearers pillow. Little Starlight was standing silently, smiling up to his mother and father as the rings floated past him. One being placed onto each of the ladies present. Applejack's had been placed onto a golden necklace and placed around her neck while the others had been placed onto their horns at the very base. Midnight's rings were placed along the length of his horn. One at the base and going up to the tip at a quarter of the length of the horn, the tip bearing a golden ring that encompassed it. Each ring etched with symbol bearing each of the ladies cutie marks. Celestia's being the very tip while Rarity's was at the base, housing three little blue diamonds, Twilight's being the second and bearing three little purple stars, while Applejack's was next to Celestia's ring bearing three little orange apples.

The priest gave another smile as he floated a set of crowns up to the newly wed quintet, placing two large crowns onto the Alicorns, and three smaller ones onto the Elements. The priest gave one last shuddering breath as he spoke the one line before he could make things official.

"If there be anypony present that objects to these ponies being wed in holy matrimony, please speak now, or forever hold your peace." After a second there came a loud boom as the doors to the throne room were ripped away and flung backwards into the hall leading to it.

"I OBJECT!" Screwball shouted as she strolled into the room with an evil snicker. Everypony in the room gasping at the interruption of the royal wedding taking place.

"The horror! THE HORROR!" One pony shouted before passing out onto the floor beneath the pew she was sitting at.

"Oh come now, it isn't everyday you worthless pieces of flesh and bone get to see a royal wedding get interrupted by a God." She chuckled.

"You're no God Screwball, You're a Demi-God ad best, and that is because I created you." Discord spoke up as he stepped forward to in front of Midnight and his ladies.

"SHUT UP! I AM a God, and I will prove it by wiping everypony in this room and the face of the planet out of existence!" She screamed as the whole castle began to shake violently.

"Guards! Operation Gallant Knight commence!" Midnight shouted causing the words to quickly spread, in return causing every unicorn guards horn to light up as a massive teleportation of every citizen within Canterlot had been made, transporting them to a safe location. The only ponies left within the castle now were a few unicorn guard, along with the rest of the royal guard, it's captains, Princess Celestia, Princess Luna, Midnight, and the elements of harmony.

"I had a feeling this would happen today Screwball, and I cam prepared." Midnight grinned as his horn lit up making his tuxedo vanish into thin air and quickly being replaced by his royal regalia which exploded into life as flames began to flow from it. Celestia stepping up as well as Luna as they too did the same, their dresses vanishing only to be replaced by a new set of regalia that had been forged for them for battle. Each set consisting of less detail, but giving off far more magical protection than their prior sets.

The Elements were next as they stepped up, their regalia powering up and making their dresses vanish to reveal their elements around their necks, and Twilight's resting on her head.

Screwball gave a surprised expression as she spoke out. "All of this, just for me?" She giggled before it turned into a sinister snarl causing the castle to shake violently. "You shouldn't have!"

As she finished speaking, the last three elemental ponies she had helped to create, entered into the room. Steel taking up a position to Screwball's left with Kindle by his side, and Ice taking up the position to Screwball's right. All of them in a stance ready to strike.

"I think it's time to finish this fight, once, and for all." Screwball laughed as they all bolted toward each other.

191. The day I've dreamed of since I was small (part 2)

The citizens of Ponyville all stared toward Canterlot as a massive explosion erupted from the side of the mountain it was attached to. They could see several lines of light and a single rainbow trail moving quickly through the sky, once they met they would let out a loud boom and shock wave before bouncing back from one another, heading outward in an arch before connecting once more to repeat the explosion time and time again. After a minute of this they collided with one of the towers causing it to crumble down the mountainside. One of the streaks of light came out of the rubble first as it streaked across the sky, Within a few seconds the rainbow streak busted from the bottom of the mountain as it followed quickly after it.

The citizens watched silently as they prayed to Celestia that this event would end quickly, with their world still intact.

XXX

A few minutes

The two parties made it across the room in the blink of an eye. Midnight and Celestia having stayed put as their horns glowed brightly to cast many spells at once onto each of the element bearers. Discord at the Elements side as his fist connected with Steel's face sending him flying backwards at an alarming speed, crashing through many walls and into the side of the mountain. He quickly bolted after the pony just before there was a flash of light and Midnight disappeared, reappearing onto Rainbow Dash as a set of armor, and she connecting with screwball, quickly bucking her left and right before they both reared back with their right fore hooves and let them fly, connecting with each other across the cheek and making them fly backwards out of the castle through a window each.

The others had all been enchanted to keep from being burned alive or frozen to death as they attacked Kindle and Ice at the same time. Their elements helping to protect them but still leaving them vulnerable to physical harm. After a couple of minutes of fighting they had managed to separate the two elemental ponies and making them follow a split group of the elements into different directions.

In the skies above Canterlot, Midnight Dash was colliding with screwball, each landing a blow or blocking the other. Cracks of thunder erupted from each intense hit as they arched backwards and then back to each other before another brutal collision occurred.

"I'm going to end this quickly, and then I'm going to go after your precious little home town." Screwball shouted as she headed back toward the combined two, manifesting her giant mallet before they could react and slamming it into them. The combined ponies hurtled backward into one of the towers hanging over Canterlot, causing it to crumbled onto them.

After a few seconds Dash opened her eyes giving a cough from the dust as she looked around her to see the rubble being pushed back by a glowing shield surrounding her.

"Thanks Night." She said as she pushed some power from her element into the Alicorn armor.

"Thank me when we kill that little bitch." He spoke out as the shield erupted outward, flinging anything within twenty yards into every direction. The two bolting into the sky and breaking the sound barrier in less than two seconds as they flew after Screwball with the determination to save the world.

XXX

Back in Canterlot, Rarity, Pinkie Pie, Fluttery, and Celestia had gone after Kindle, while Twilight, Applejack, and Luna went after Ice. Discord was still fighting Steel who seemed to be taking no damage at all as the two erupted from the other side of the mountain in a hail of flying stones and smoke. Discord grabbed Steel by his rear hooves and spun around as quickly as he could causing the wind to slowly pick up into a vortex around him. After a few more seconds Discord released his grip as he flung the pony downward into the ground causing it to form a huge crater. He flew down toward the impact sight just as the dust was beginning to settle. Just before he he was about to land he saw a glow and quickly teleported to the other side of the crater as several large metal spikes went through the spot he had been in. The spikes continued onward giving out a loud SHING when they hit either rock or other debris.

"You don't think I'm going to be that easy to kill do you God of Chaos?" Steel shouted as he looked around to try and find the draconequus.

"Oh no, I plan on having some fun with you, it has been eons since I last had a fight like this. So don't worry, I will let you live long enough to regret having turned against this world." Discord chuckled from all around the elemental pony.

"Shut up! I already regret it! Your daughter is insane for making me think we could have won this fight again not on you, but three Alicorn's? How in Tartarus did she think it would be possible?" Steel shouted as he continued to look around himself for the draconequus.

"Wait, so then why are you going along with her plans?" Discord asked as his voice trailed off around Steel.

"Because she can kill me faster than you could, that is for sure." He spoke out but stopped as he was gasping for air. Discord appearing in front of him giving a smirk at the pony as he fell over holding onto his throat. He looked up to Discord with pleading eyes. before he finally took a lung full of precious oxygen. Coughing loudly as he panted.

Discord bent down as he glared at the Steel pony. "I can end this fight quicker than you might think idiot, but it isn't in my nature to kill others. But that doesn't stop me from beating them almost to death." He snarled as the pony backed up from him. Fear evident in his eyes. "Screwball has only a fraction of my power, I was released and given free reign with my full power. The last time I fought Midnight's evil counterpart, he turned me to stone because I had near a tenth of my power. Now I can wipe out all life as we know it."

"Then what is stopping you from doing that?" Steel coughed one final time as he glared at Discord.

"I told you, I cannot kill. Sure I can beat you almost to death, that would be very chaotic. But I cannot take a life because I was never supposed to create it." He sighed.

"But Screwball is your daughter isn't she? That means you had to have at least....." He was quickly interupted byt Discord.

"AH! Don't say it. I never created her through that method. I used magic, and she was the result of it. She can freely take life unlike myself. However that doesn't make it right, and looks bad on me." He groaned throwing his arms up in the air.

"How can death make the God of Chaos look worse than what he already is?" Steel asked giving a cocky smirk.

"Because I am forbidden to take life. As a God I am bound by my word upon creation. I can cause chaos to no extent which can in the end cause the loss of life. Chaos and Strife leading to possible death. But I am strictly forbidden from taking a life without using those methods. Which means I am only going to beat you almost to death." He said before charging the elemental pony.

"WAIT!" Steel yelled as he pulled his hooves up to protect himself from the impact that never came. He opened his eyes and slowly lowered his hooves to see just how close a bear paw with claws fully extended were from his head.

"You had better have a good reason for asking me to stop." Discord snarled as he jumped back twenty feet.

"Listen, if you can keep me safe from Screwball, I'll give up. As much as I would love to win this fight and have control over my own nation. It isn't worth all of the grief and death. Just, keep me safe from her." He pleaded only to cause the draconequus to glare at him while thinking.

"Fine, your coming with me then to take care of the other elemental ponies." Discord stated flatly as he teleported Steel and himself into the castle where the others were battling the other elementals.

XXX

*Flash*

"CRAAAAAAAAAAaaaaaaaaaaaaap!" *BAM*

Discord appeared into the castle just as Applejack whizzed by backwards before crashing through a wall. The draconequus looked to the Steel pony just before taking a huge spike of ice in the gut. He growled out as he waved a paw over the area making the spike disappear and the wound magically heal itself. He raised another paw forward deflecting several other shards of ice as the crystal looking elemental pony. Walking along and making the ground freeze beneath her upon each step.

Just as Discord raised his hand to fling a fireball at the elemental pony, Applejack rushed by with the sound of a full stampede of buffalo as she made contact with the pony. Sending her flying backwards through another wall.

"Discord? Did you take care of the other one?" Shouted Twilight as she glanced to see him walking toward her and Luna as their horns began to glow brightly to help Applejack in fighting Ice.

"The other one has decided to help us by not fighting. All he wants is to survive and to return to normal." Discord stated as he walked up next to the duo as they released their magic onto Applejack to help her battle Ice. She sending the Ice pony into the air with a powerful buck before she came back down into another hard buck sending a loud cracking sound through the palace as the ice ponies frame cracked under the pressure of the buck.

"Why has he decided to just now to do this?" Luna asked.

"Because I would rather live to regret what I have already done than for that crazy bitch to destroy this entire world." Steel spoke up as he stopped next to Discord.

"Very well then. We shall aid you as long as you aid us. Now tell us how to defeat these beings." Luna shouted as she deflected several ice shards with her magic.

"You have to fight the elements with an element." He shouted just before his horn lit up to deflect a large ice shard that was heading toward Discord.

"Heat! We need some serious heat!" Twilight shouted as Luna deflected yet another ice shard as it shattered against their shields.

"I don't have any heat spells memorized Twilight. That is Tia's specialty." Luna shouted as she flared her wings out before wrapping her forelegs around Twilight and jumping into the air to avoid an ice comet that plowed through the position that they had just been occupying.

"Discord!" Twilight shouted to him.

"I know! I know! Get Tia!" He shouted back as he snapped his talons making Steel and himself disappear into thin air, leaving the girls to continue fighting the element of ice.

192. The day I've dreamed of since I was small (part 3)

Discord had left the scene of some of the elements of harmony fighting against the elemental Ice pony to locate Celestia and the others. Currently he was flying through the castle with Steel at his side, flying within his magical grasp as they attempted to locate the other group.

"So tell me, is the only reason you're giving up is because your outnumbered and outgunned. Or is it because you fear death?" Discord asked as they turned another corner, listening to the destruction that was steadily getting closer.

"I........... to be honest, I have lived my entire life being blind with only the aid of a spell to help aid me in seeing. I grew angry over time at those who had better lives and no handicaps to hinder their development. I wanted to cause all of them pain and suffering so that they could feel my pain. But when Screwball said she wanted to destroy everything in existence so that they all could feel her pain............ It made me realize that.......... that what I was doing wasn't worth all the pain and suffering I was causing. I may be a cold hearted pony at times, but that doesn't mean that I am unwilling to change to become a better one. I just want to have a normal life." He sighed as the finally came to a stop just as a plume of fire melted through some of the solid cobblestone walls.

Discord stepped back just in time to avoid some of the molten rock that fell to the floor. "WOOOOOOO! Dat's a spicey'a meat'a'ball!"

"DISCORD! GET BACK!" Celestia shouted as a beam of energy shot out from her horn, hitting Kindle only to warp around the heat she was emitting from all around herself. "Magic isn't working on her!"

"Most magic won't work on Kindle!" Steel shouted as the pony galloped toward the princess, the ground heating up and smoking upon each impact of her hoof against it.

"DISCORD?! I thought you were fighting that pony?!" Pinkie shouted as she used her element to jump away from the fire pony and run along the ceiling, only to jump down and buck her backwards through the hole she had just created in the wall.

"No time to explain. Tia! I need you to go to the other group, they require fire magic in order to deal any damage to that Ice pony." Discord shouted as she continued to fire beams of energy at the fire pony.

"I am not sure if you are aware of this or not my dear, but I am currently preoccupied with this elemental." Celestia spoke up as she darted away from a plume of fire that had been sent her way.

"Discord, I.......... I think I can stop Kindle, but I'm going to need a minute." Steel spoke as his horn lit up.

"Ugh! Fine, but hurry up." Discord groaned as he watched the battle being played out.

"Discord! You could help you know!" Rarity yelled as she picked up pieces of the fallen cobblestone wall and began to hurl them at the fire pony, only to have them melt before they could reach her.

"What can I do?" He yelled back. "You know I can't use my magic because it will upset the balance further."

"RAAAAAAAAAGH! Fine! Use mine!" Rarity yelled in frustration as her horn lit up causing her to vanish and reappear onto the draconequus as a set of diamond armor. In his hand he wielded a large blue diamond mallet that glowed brightly.

"What....... just happened?" Discord began but was suddenly flung sideways out of the path of another plume of fire that almost singed him badly.

"Pay attention you idiot! Or you're going to get us both killed!" Rarity shouted as the chest plate on the draconequus glowed for each passing word. "Now attack her!"

"But I can't take a life! It's forbidden for me to do so!" He began but stopped as Rarity spoke up once again.

"You're not going to kill her, I am! I am your armor and weapon currently so it will be me taking her life. NOW HURRY THE BUCK UP!" She shouted once again causing Discord to chuckle as he pulled the large mallet backwards like an oversized baseball bat.

"Batter up!" *WHAM* He swung the hammer as hard as he could, connecting it into the side of Kindles head and spinning her around so fast that it actually created a small vortex of fire. After a few seconds, the fire pony came to a stop, laying on the ground as a line of blood oozed from her head and onto the floor. A loud sizzling sound escaping as it made contact with the cobblestone.

"You done yet Steel?!" Discord shouted to the pony as he turned around seeing his horn glowing brightly.

"Yep!" He shouted back as he let loose a beam of magic onto the fire pony for a full ten seconds before falling to the ground panting.

"So what did you do exactly? I don't see any change in her." Celestia stated as she trotted up, her horn a blazing white with power as she grabbed a hold of the fire pony, placing her into a reversed shield. They all stopped however as Kindle let out a low groan of pain.

"Ooooooooh............. What hit me?" Kindle groaned in pain.

"I freed her from the mind control she was under. She's on your side now." Steel stated with a smirk. "Now you've got your FIRE power to take care of Ice." He chuckled at his own pun, but causing the others to groan in annoyance.

"Fire power? What is he talking about, and what the hell happened to me?" Kindle spoke up as she looked around herself.

"Kindle, Screwball put you under some type of mind control shortly after you had the elemental spell cast onto yourself. Since the spell had been cast before the mind control had been used, your new physical form became much more resistant to it due to your power level. I just used a high powered counter spell to reverse it is all." Steel stated before continuing. "For now though, we need you to go and fight Ice before she does any more damage."

Kindle stood there for a moment, still held within Celestia's magical shield. Her face contorting for a moment at to what she had just heard.

"Fuck you Steel!" She yelled causing everypony to gawk. "You're the one who said I could do this fucking spell on myself, then for some reason, I wake up in the middle of a seriously fucked up Canterlot castle, with the princess and a bunch of ponies.............. and Discord?! I'm not doing shit until somepony explains exactly what in the hell is going on." She huffed before placing her flank right onto the ground within the shield.

"UGH! We don't have time for this!" Rarity growled out as the armor on Discord glowed before melting away and returning back into her pony form. "If you don't help us, then there is a high possibility that Midnight, along with my friends could get hurt, or even perish. So please pull your head out of your bum long enough to just help us!" Rarity fumed as she gave a stomp of her hoof onto the ground.

"Midnight..............? He's here?" Kindle asked in surprise. "And he's fighting as well?"

"Yep, and we need your help and Celestia's to take care of the Ice elemental pony before we can go to aid him." Discord sighed.

"Wait, Ice is here? And you want me to fight her? In her elemental form?" Kindle gave a sinister grin as her entire body erupted into an inferno. "I am so going to kick that bitch's ass."

Everypony standing there gave a determined grin as Discord pulled them all close. "Alrighty! Everypony get with their buddy!" He chuckled as he snapped his talons once making them vanish from sight, teleporting to Ice's location.

XXX

Elsewhere, Screwball and Midnight Dash were still duking it out as they flew over the town of Ponyville. The two ponies desperately trying to anger Screwball to the point where she would chase them, but kept failing in that endeavor as she continued trying to attack the town.

"Why are you protecting these ants?! They are nothing but a waste of space!" Screwball shouted toward the duo as they flew into one another, then separating only to fly back into each other for one more hit.

"I am protecting them because they are my friends and loved ones, and I will do so until my last breath." Midnight's voice shouted from the armor as the two ponies grappled in the air, sending kicks and punches back and forth. Some being blocked while others made contact. After finally grabbing a hold of Midnight Dash and pinning her wings to her body, Screwball gave a loud cackle as she turned headfirst toward the ground and screamed out as they made a quick decent.

"TIME TO DIE!"

*BOOM*

The ground shook violently as they made impact into the ground, Screwball jumping quickly back into the air before the dust had settled so that she could look at her handy work from above. She stopped though as a small glow could be seen within the dust cloud as it began to thin out. Screwball gave a growl at what she was witnessing.

Midnight had separated from Rainbow Dash, holding her within a magical field of protection, His horn alight with power as a small portal opened next to him, two vials of something were floating out of it and quickly being downed by the two ponies.

"What was that? What did you just drink?" Screwball yelled toward them, they only giving a smirk as they tossed the vials to the ground making them shatter upon impact.

"That, was something a good friend made for us." Midnight chuckled as he smirked, giving a nod to Rainbow as her Element lit up brightly causing her body to glow and vanish before reappearing onto Midnight as as set of armor completely new to him.

The new armor was a light cyan blue just like Dash's coat. It fit onto his frame along with his current regal armor. The flames that came from his armor now a multi-colored hue of a Rainbow as it danced about just like a normal flame. Armor ran along tip front of his wings leaving a serrated blade that could cut through light itself. His head now had a half helmet that swooped backward and down, leaving a hole in the top as it let his horn move easily through it. A chest plate that was once white and covered a small part of his chest now spread out to the sides at an angle to make it more aerodynamic, leaving a pointed tip that was red, the color of Dash's Elemental Regalia. His hooves seemed to float off of the ground as his new shoes seemed to emit a visible wind that looked almost tangible.

"It doesn't matter how strong you are, you're still only half Alicorn, the other half is a weak human, and that makes me.........." She stopped as Midnight shouted out.

"NOTHING! You're nothing Screwball. You were created with magic, nothing else! Then you go and shun your only father because he tells you that it is wrong of you to kill in order to gain power. You're nothing but a waste of magic." He shouted causing the purple-ish pink ponys eyes to visibly water.

"Now night, while she's distracted." Dash spoke causing Midnight to vanish from sight. Screwball gasp as she felt a small tingle in her gut that quickly spread all around her midsection. She slowly looked down to see blood beginning to pour out of her as the lower half of her body fell toward the ground below.

"No........" she whispered as pain consumed her world. "NOOOOOOOOOOOOOOOO!" She screeched out as a white light engulfed her, pressing Midnight back several hundred feet before it shrank back to her. He opened his eyes to see her only a few inches away from him, glaring death at him.

"Screwba...." He didn't get to finish as he was hit hard with a mallet, sending him flying in a large arch toward Canterlot, Screwball hot on his heels. He managed to look back through the pain to see her following him.

"Heh, guess that made her mad." He chuckled.

193. The day I've dreamed of since I was small (part 4)

Back in Canterlot, Kindle, Celestia, Discord, Steel, Rarity, Fluttershy, and Pinkie Pie had teleported back to the others to see them still attempting to fight off Ice to the best of their abilities. As they had jumped backwards from the Ice pony to attempt another assault, but stopped as what looked like a huge fireball plowed into the ice pony.

"What in the?" Twilight began but stopped as Celestia made it quickly to her side.

"I believe you requested some extra FIRE power dear sister." Celestia stated with a smirk toward her sister.

"Tia, you are simply awful at puns." Luna stated with a roll of her eyes but squeaked out as the fire pony roared by her and through a wall. Ice following quickly after her and bypassing the others without a second glance.

"Do you think she can handle that other pony?" Rarity asked just before the ice pony was sent reeling backward through the hole she had just came through at an alarming speed.

"EAT THAT YOU BITCH!" Kindle roared out as she flew after her, sending a wave of fire off of her body.

"My goodness." Celestia stated toward the foul language.

"No time to doddle my dear, we need to check on Midnight and Rainbow Dash to see if they have......" Discord began but stopped as the ceiling in front of them collapse as the dark Alicorn came crashing through it and through the floor as well as several other floors below.

After a few more seconds, Screwball came crashing through the hole as well, giving a battle cry as she went after him. Discord blinked a couple of time before he began.

"Well I guess that answers my question." He chuckled.

"And what was the question." Twilight asked as she looked over the edge of the hole to stare at the darkness below.

"Is Midnight getting his ass kicked right now or not?" He chuckled but stopped as all of the ponies glared at him.

"Sheesh, sorry! You're all so touchy about him." He sighed in annoyance.

"Get bit!" Applejack snorted as she jumped down the hole after the ponies, quickly followed by the rest of the group.

XXX

As Midnight finally crashed through the final floor of the castle and into the dungeon below, he managed to roll out of the way just in time as Screwball plowed into the ground next to him. He quickly got to his hooves taking a defensive stance as he watched Screwball scream out in anger before charging toward him like a bolt of lightning, connecting with him and sending out a crack of thunder as both ponies were sent backwards from a forehoof to the jaw. Both skidded to a stop on the floor, slowly pulling themselves upright as they panted for breath.

"Give up............... I'm going to destroy this world, and everything in it............ and you can't ............ stop me." Screwball growled out between breaths.

"Screwball, I'm sorry for any pain that I caused you in the past, even if it was my darker half that did it, he was still part of me............. Please........... think of what your wanting to do........... You will be ending countless lives by destroying this world." He paused for a moment to gather himself. "Your actions will not only cause this world to perish, but also all of existence......... You keep throwing the balance between chaos and harmony off to the point where it is starting to affect everything."

"Shut up! This isn't just about daddy anymore! He doesn't love me now because of you. I wanted to seek revenge for him, and now he hates me because I wanted to kill you. It's all your fault." She cried out as tears streamed down her face.

"No Screwball......." Discord began as he landed through the large hole in the ceiling. "I don't hate you at all. You are still my little girl, and I would do anything for you."

"Then why are you protecting the one who placed you back into your stone prison? Why are you denying me the right to kill him? Why are you fighting against me?" She wailed as tears began to flow freely from her face.

"Because Chaos cannot directly take the lives of any being. They can only do so through causing chaos to the environment and allowing the being to fall from it over time. But even that way I do not approve of taking life. Screwball, you can't take lives simply because they upset you or do bad things to you. It is against our very nature to do that, and the punishment from doing so is severe. You are just lucky enough to be a pony that I created, alone. You do not fall within those rules, that is why I am asking you, not only as a friend, but as your father and creator. Please stop all of this madness. Your continued actions are causing a massive rift in the balance to chaos and harmony. If you continue on this course, then all of creation will come to a halt and have to be restarted from the beginning."

"If that means that I can have my way, and get rid of this insect. Then so be it!" Screwball began to shake violently as the ground started to move in conjunction. Stones began to fall from the ceiling left and right as the castle began to give way to the shaking.

"Dash!" Midnight spoke out.

"Light speed?" She asked through the glowing chest armor.

"Light speed and haste." He stated as his horn began to glow brightly causing everything to come to a standstill.

It took midnight almost twenty minutes to grab everypony inside of the castle and quickly take them to Ponyville, but those twenty minutes were only twenty milliseconds in real time. Screwball looked around her after blinking only once to realize that every pony within the castle had just vanished. She roared out as light consumed her body.

XXX

"Is everypony ok?" Celestia asked as she blinked. One second she was inside her castles dungeon which was falling all around her, the next she was in Ponyville with everypony that had already been teleported there for safety.

"We're fine princess, but what's going on?" Sweetiebelle stated as she trotted up to the white Alicorn.

"We are in a fight to save this world, and all of existence as well." She stated as she looked to the castle just as a white light erupted from it. A few seconds later the ground quaked as an earth shattering explosion sounded off. Celestia looked back to the castle to see it no longer there, but the pieces of it were flying in every direction, including toward Ponyville.

"LUNA! SHIELD THE TOWN!" Celestia shouted as her horn lit up into a blinding white light.

"On it!" Luna shouted back as her horn lit up as well, the two celestial sisters conjoining their power to bring up a large shield which surrounded the town in their magical aura. Stones began to hit the shield a few seconds after the shield had come up. Pinging off like bullets ricocheting off of a solid object. The sound alone began to come to a deafening roar for a few seconds before finally subsiding as the dust began to clear from the countless impacts.

Once the pings had come to a stop, the two princess' lowered the shield around the town giving a sigh of relief. That was of course until a smoking black Alicorn crashed into the ground in front of them, Dash being held against his chest as he lay there.

"Midnight!" Many of the ponies shouted as they rushed to his side. Dash slowly pulling herself from his limp grip as she stood over him crying.

"Stupid! Stupid Midnight!" She wept seeing his body almost completely torn to shreds and bleeding badly.

"What happened?" Twilight asked as she came up to his side and began using her magic to attempt to heal him.

"The big idiot couldn't get out in time to avoid that final blast. I was his armor so I could have taken the brunt of it and still survived, but he forced me back into pony form and managed to put up a shield around us just before it hit us." Dash stated as she nosed the Alicorn on the ground.

"At least you're safe now Dash." He managed to chuckle only to cough out some blood. "Ow, that smarts." He stated through a pained breath as he began to force himself to stand.

"Midnight, you need to rest. We can fight for you." Celestia said as she came to his side.

"That's what you think!" Screwball shouted as she bolted toward Midnight, he managing to push the ponies near him away with his wings and hooves just before she made contact with him, sending him backwards through a crowd of screaming ponies.

All around the center of Ponyville were now many injured ponies from that final hit. Screwball stood over the fallen body of Midnight as he lay there, completely motionless and barely breathing. She smiled giving a soft chuckle that quickly turned into a mad cackle.

"I've done it.......... I'VE DONE IT!" She shouted through a maddening cackle.

All of the ponies around the town center began to help friends and family to get away as the crazed pony continued laughing. One little unicorn though was crawling slowly toward Midnight, pain covering her face as she cried out in pain. Not only from being hurt, but seeing her uncle near death.

"Un............... Uncle............. Midnight.........." Sweetiebelle spoke out as she pulled herself closer toward the Alicorn causing him to slowly open an eye and looked around as blood covered it, blurring his vision to the point of almost being blind.

"Swee..........tie..........." He managed to speak out as his body tried to move to pull himself closer to the filly.

"What?!" Screwball shouted as she stopped laughing to see the scene before her. "How are you still alive?!" She screamed to the Alicorn as he lay writhing on the ground. Sweetiebelle managing to get to her hooves and walk over to her uncle, standing in front of him in a protective stance.

"You........... won't hurt my UNCLE!" Sweetiebelle shouted as her little horn lit up, picking up the surprised chaos pony and throwing her back twenty feet before she to fell to the ground panting. Her magic completely spent.

Screwball quickly picked herself up from the ground, her eyes wide at what had just happened. "Did I..... just get tossed like a ragdoll by a foal?!" She squeaked out in shock before laughter consumed her once again. She came to a stop however as Celestia, Luna, and the rest of the Elements of Harmony stepped in front of Midnight, cutting off Screwball's path to him, All ready to fight to the bitter end.

"What in Tartarus is all of these ponies doing out here? And what is with all this noise?! I can't even think of a good beat to play my music with everypony making enough noise to make even me scratch one of my vinyls!" Vinyl Scratch shouted as she pressed through the crowd only to stop as the came upon Midnight and the Princess'. She stared at the fallen Alicorn for a moment, gawking at his terrible condition before a look of anger came over her face.

"Who hurt my friend?!" She growled low and deep, causing everypony who heard her to have their fur stand on end.

"I did, and I'll be killing him now. So just piss off!" Screwball shouted as she came over and pressed her nose right to Vinyls.

Vinyl gave a smirk as she backed up for a moment and walked around Screwball a few paces before stopping. Her horn lighting up as she lowered her shades over her eyes, pulled out a set of turtle shell earphones, and flipped her mp3 player on that Midnight had given her for Hearth's Warming.

"Sorry you nut job. Nopony hurt's my friend and gets away with it." She grinned as she took in a huge breath of air as her horn lit up. She opened her mouth just as her magic reached her mouth and throat as she let out an ear shattering scream. Blue ripples of magic echoing out in waves at sonic speeds towards Screwball who only had enough time to let her eyes go wide before she was blasted with such force that some of her fur, mane and tail were rip out by the roots as it hit her, sending her flying at a super sonic speed backwards and out of town.

Vinyl closed her mouth taking in another breath to steady herself before walking over to Midnight who had an eye open to look up at her, he gave a weak smile as he managed to speak out a few words.

"Hey doll, nice to see you drop by. Sorry I can't get up to make you some tea, I am kinda fucked up at the moment." He chuckled for a moment before coughing out some more blood.

"Dang bro, just sit tight. We'll get you fixed up pretty quick. Nopony can get up from that blast for at least ten minutes. Even that nut job." Vinyl chuckled as she waved the others over who began to administer some healing magic. Celestia even managing to open Midnight's stash portal to retrieve a potion to give him.

Everypony began to work frantically to do what they could, because this ten minute window would be all they would get before Screwball came back, with a vengeance.

194. The day I've dreamed of since I was small (part 5)

194. The day I've dreamed of since I was small (part 5)

It had taken almost the entire ten minute window, but Midnight had been healed and given a potion to help regenerate his magic and wounds. Many of the ponies around town who had been hit by the flying Alicorn were being healed by many of the unicorns that knew healing magic, along with the princess' aiding them as well. During the time that Screwball had been gone though, the town was surprised to see Kindle and Ice fighting up above the town. The sky was filled with clouds which began to vanish into thin air as Kindle passed by them, only to reappear as Ice chased her.

"Guys, I know Kindle wants to take care of Ice on her own, but if she looses and that pony gets anywhere near this town. The lose of life could be immense." Midnight stated as he looked around seeing many of their worried faces contort in fear.

"Did you say ice pony?" Vinyl asked as she raised her shades, cocking a brow to the dark Alicorn.

"Yea, why?" He asked.

"Well, If Kindle hasn't taken care of that pony yet, that means she needs help. What better way to shatter some ice then with some sound waves?" She grinned to the Alicorn as his expression turned from slightly confused to realization, a grin plastered across his face.

"You don't get air sick do you?" He asked as his horn lit up.

"No way, why do you ask?" She asked just before Midnight vanished, reappearing as a set of armor onto her. She blinked a couple of times as her vision was filled with unfamiliar images.

"Nice, I guess being a tech geek, and a musical sensation gives you a leg up on technology when it comes to magic huh?" Midnight asked through the glowing stone on her chest plate.

Everypony looked on in awe at Vinyl's new set of armor that she wore that was Midnight Flame. Instead of some light or heavy armor. Vinyl's entire body was now covered in many pieces of armor that seemed to be a part of her instead of just resting onto her body. Each hoof had a solid shoe that had many different lines along it leading to a circular pattern on all sides and the bottom. All of which glowed a bright blue. The shoes continued up her legs to each joint which then had a glowing shield covering them before the armor continued up and onto her body. Her chest piece looked like futuristic earth technology, or rather a Gundam torso that looked sleeker and conformed better to her body. Moving up to her head was a piece of armor that covered her spine and seemed to meld into her flesh before it split off doing a ninety degree turn to move around her head only to stop at the edge of her peripheral vision and turn into a light green set of shades that the continued on to connect in front of her. Targeting and hostile's information being fed into it to show her the location of enemies and friendlies. On her back however was the coup de gras. A set of metal wings that jutted out like knives into the air as she stood up onto her back legs giving a smirk. The wings unfolded into a second set that attached as well. Both having bright blue glowing lines of energy running along them. At the tips of each wing you could see a visible warping of the air around them before it moved along the entire wing itself. Another couple of seconds later she was hovering off of the ground with a gentle hum resonating from her wings.

"Nice, I wonder what kind of weapons I've got." She spoke in a semi-robotic voice.

"No time to find out at the moment doll, Hostile in bound, EVERY PONY SCATTER!" Midnight shouted as the crowd quickly dispersed, heading in every direction just before Kindle and Ice crashed into the ground just a few feet from Vinyl.

"You freaking bitch! Just DIE already!" Kindle shouted as she let loose a plume of fire from her mouth onto the Ice pony. A loud hiss sounding off as much of her began to melt only to reform quicker than Kindle could react to.

"Kindle, need some help?" Midnight shouted through the gemstone on Vinyls chest.

"It you wouldn't mind please. I've had my fun. It's time to end this." She shouted back as she avoided several ice spikes that had been flung at her.

"Vinyl, if you please." Midnight chuckled as she took to the air above the two ponies, her sights locking onto the target. She was startled for a moment as her forelegs pulled themselves up, pointing toward Ice as the targeting icon began to flash.

"Sonic Wave!" She shouted as sound waves erupted from the bottom of her hooves down toward Ice, She only looking up just in time for the waves to hit her and pin her to the ground, completely sprawled out.

"Time to crank the frequency!" She shouted as the pitch of the sonic pulses became higher and higher. Ice's normally blank expression began to falter as the vibrations began to literally crack her body. Her expression becoming that of pain, then agony before she let out a loud scream just before she shattered into a million pieces, all of which were quickly melted away by Kindle as she gave a snort.

"Finally!" Kindle shouted with a sigh of relief.

"Not bad Scratch, I like your style." Midnight chuckled causing her to blush.

"Don't get to cocky!" Shouted Screwball as she plowed into Vinyl, knocking her back several hundred feet.

Vinyl came to a stop in the air as the the area around her rippled from the unheard sonic pulse that were causing her to fly.

"Heh, back for more punk? Well then, I won't disappoint." Vinyl smirked but stopped as Screwball pressed a hoof forward then pulled it back in an expression of 'come get some'. "Big mistake beanie brains." Vinyl chuckled as the air around her rippled as a loud sonic boom was heard before she vanished.

Screwball didn't have time to react as a hoof hit her square into the stomach just before a loud Sonic boom was heard, and music began to play all around her. Each beat consisting of a punch or kick. Screwball doing her best to block or avoid the hits at first but kept getting hit. After listening to the music though she began to see the sequence in which Vinyl was throwing hits toward her. But as soon as she memorized them, they would change up once again as a different beat came from the music around her. About a minute into the assault the hits became far more intense as each connecting hit would rattle Screwball.

Vinyl hit her one last time sending her flying into the sky before she took off after her, just as the music kicked back in she began connecting blow after blow along with sonic attacks that caused her very bones to vibrate. A few seconds into it Screwball opened her eyes letting loose a massive light that temporarily blinded Vinyl, giving Screwball just enough time to start wailing on her.

Screwballs assault was short lived as Vinyl Shouted out much like before but with less intensity.

"HEY!" Came from her in a wave of ripples which halted Screwballs assault just long enough for Vinyl to continue her assault. Shouting ever so often to stun the pony before wailing onto her again and again.

After quite the assault Screwball flew backwards away from the pony so that she could gather herself, breathing hard as she assessed the damage to her body.

"Quitting so soon?" Vinyl asked as she floated there for a moment, grinning like a bandit. "Let's kick it up a notched." She grinned as two sections of her wings broke off to combine and glow as they began to transform into something Screwball had never seen before.

"What is that?!" She asked as her eyes went wide as it began to glow brighter and brighter.

"Oh this? It's nothing special, it's just my BASS CANNON!" Vinyl yelled as the glowing shrank quickly to a point before erupting from the center of the large weapon she was holding, hitting Screwball dead center before she could react and sending her hurtling into the ground at the speed of sound.

Screwball crashed into the ground with such force it caused the ground to ripple outward, making a huge crater in the center of town along with the others that had been made already. Vinyl flew down to the groaning chaos pony as Midnight began.

"Screwball, This is your last chance to give up. You aren't going to win this fight, so just admit defeat. We won't allow you to destroy this world, or all of creation. But we will allow you to live if you just give up already." He sighed as they floated just out of her reach.

"I've.......... come this far." She strained to take a breath before glaring at the floating pony in armor. "It's pointless to stop now, IF ALL THAT'S LEFT IS MY DEATH!" She shouted as an invisible force wave pushed back everything, even the ground in a spherical shape around Screwball.

Vinyl pulled up her fore hooves to take the blunt of the hit as she was flung backwards. Before she knew it, the glowing from her armor flickered before it began to fade. An alarm sounded of as her visor showed the word ALERT across it.

"What's going on Night?" She shouted as the continued to skid backwards on the ground. Coming to a stop just short of a crowd of ponies.

"NO! NOT NOW!" Midnight shouted just before the armor glowed, disappearing and reappearing as Charles standing next to Vinyl.

Screwball glanced over to the white unicorn, now without armor, and then to the human standing next to her. Screwball's grin became more and more wicked as she began to slowly trot toward them before galloping and then taking a burst of speed as she flew toward them.

"SHIIIIIIIIIIIIIIIIIIIIIIIIIIIIIT!" Charles yelled out as he pulled up hit arms to in front of him and standing in front of Vinyl as he was hit hard, sending him backwards into Vinyl, knocking her out of the way and then skidding to a stop a hundred foot back.

Charles lay there, stunned badly and bruised all over from the hit. His vision blurring as he looked to the sky above. Hoof steps were heard as time seemed to pass by slowly. Screwball coming into his vision as she glared down to him. He gave a cough as he weakly lifted his hand up, Screwballs eyes going wide for a moment as she looked at the strange appendage before it rested onto her cheek. Her eyes darted from the hand back to Charles' smiling face. He knew it was over, her couldn't move and knew this was his time. The only words that left his mouth before darkness took him were.

"I'm sorry.............. for hurting you.............." Darkness engulfed his vision as his hand fell to the ground, a small cloud of dust stirring up as it made impact.

Before Screwball could say or do anything, there was a loud crack as the sky suddenly split like broken glass. The normal blue hue of the day turning into a dark red and then black as it faded into the horizon.

"No.................." Discord spoke out softly as he looked around before another loud crack erupted from the sky as another visible line shot through it like broken glass. "Everyone, you must destroy Screwball, at any cost. I'm going to the realm of the God's to try and delay what is about to happen. Do everything within your power to destroy her. That is the only option left." Discord shouted as the ground beneath them began to tremble slightly, he vanished in a flash of light.

The elements were to stunned to say or do anything as they looked to the fallen human laying at Screwballs hooves. Celestia, Luna, and the elements making their way over to see Charles laying there, no visible expression of pain or suffering on his face. Just a plain, serene expression, the only one that can come with sleep, or death.

Screwball backed away from the fallen human, a smile spread across her face as she looked to the sadness etched onto all of the ponies before her. It quickly was turned to shock as the entire group turned to glare at her as they began to surround Charles.

After a few more seconds, Screwball became annoyed at the lack of action and spoke up.

"Well? Come on! Meet your end!" She shouted with a mad cackle. It came to a halt though as she watched all of them beginning to glow, gaining in luminosity as the seconds passed by. "I think I fucked up this time." Was the last words to leave Screwballs mouth as she looked at the sight before her.

195. The day I've dreamed of since I was small (part 6)

As the light cleared, allowing Screwball to gaze upon the being before her. She gawked at what she was seeing. Standing before her was Charles, decked out in a set of solid white armor that covered him from head to toe. On his back rested three sets of ethereal wings, all white and flowing as if cloth in the wind. Coming up from his shoulders were a connecting look that stood above him as if floating, horizontal to his back. It was in the shape of a sun, the rays shooting out from it. Inside the large symbol was a crescent moon. All around the edges were each symbol of the Elements of Harmony in a gemstone set within the large object.

After gawking at the being before her, Screwball had also realized that the ground beneath her had stopped shaking, along with the sky having stopped cracking. Her expression going from shock to anger once again as she snorted toward the being before her.

"So you delayed the destruction of all space and time. Big deal. I'll still have my way once I destroy y......." *WHAM* She never finished as a fist met her directly in the face as it sent her backwards and into the sky above. Charles taking flight as he went after her.

XXX

*In Charles' mind*

"Girl's? What happened?" Celestia spoke out in confusion as she looked around into total darkness. the only visible thing being the girls as she were sitting in a large circle looking to one another.

"I have no clue." Twilight stated as she looked around as well. "The last thing I remember was seeing Charles............ dead." She spoke out as tears began to form in her eyes, but stopped as a large pool manifested itself in the center of the group. Everypony looking into it to see Screwball getting nailed with an armored fist. They stopped for a moment as realization hit them. An armored fist!

"Charlie is alive!" Pinkie giggled loudly as she hugged Dash who was sitting beside her. The others hugging one another, happy to know that he was still alive, and fighting Screwball. The next question to come out was from Celestia as she continued to look into the pool of light, seeing the armored fists wailing onto Screwball with unrelenting force.

"But why are we here? And how did Charles get that armor?" Celestia asked, catching the attention of the others.

"It must have been due to the Elements princess, and your and Luna's magic. We all seemed to want to get back at Screwball for......... killing him........... so we must have combined into a single set of armor onto him. But that doesn't tell us how he came back to life. He was so badly damaged that nothing could have survived a hit like that." Twilight shuddered remembering his serene expression as she gaze down at him.

"He may still be gone my student." Celestia began. "This may be his last lingering thoughts brought to life why our combined magic. It has happened before." She sighed but stopped as a voice echoed around everypony.

"I'm............ not dead yet." Came the voice of the human all around the ponies as they let out a soft gasp.

"Charles? But how?" Twilight spoke out with concern.

"I don't know, but..... I know that I died. I met my parent's only for a second before they pushed me away. They said it wasn't my time, and that I needed to save everyone, and everything. I don't know what's going on or how I ended up with this power, but I'm not wasting any time to find out. Screwball must not live any longer than she has to. I don't want to take her life, but if I don't............... Then everything in existence, will perish." He stated softly, sadness in his voice.

XXX

At this moment, Screwball was blocking hit after hit from the armored human. Each time he would swing and connect with her she would scream out in pain as she could feel bones cracking under the vast pressure being used behind each blow. She ducked and weaved to avoid blows, trying to throw her own and making them connect with the armored human only to see no effect as he continued his assault.

'No.......... this can't be how it ends........... I won't let it.......' Screwball thought to herself as she took one final hit and let it make her fly backwards into the sky, using her own chaos magic to propel her on at even greater speeds. Charles bolted after her as he broke the sound barrier upon launch. the crack of thunder escaping behind him as he quickly gained on the pony in question before grabbing her by the mane and coming to a halt in mid air. She let out a scream as a hand full of her mane was torn from her scalp. She turned around with a wide swing only to stop as a fist connected with her stomach in an ear splitting crack of thunder. Her eyes went to pinpoints as she tried to breath but couldn't. Every fiber of her being telling her to move, to breath, to run away and save herself. But it was over.

The chaos pony's eyes came up to looked at her attacker as his hands came up. One grabbing another handful of her mane, holding her outstretched as the other hand came to in front of her, fingers pointed into the shape like he was about to scratch her, palm forward as a light began to quickly gather into the center of his palm.

"So.......... this is it............." She stated as she closed her eyes just as the light began to blind her.

"I'm sorry.............." Was the last words that she heard from the human as an energy wave erupted from his hand. Charles watched as her serene expression quickly vanished as flesh was torn from bone, then the bone disintegrating from the energy wave as well.

All that was left was a tuft of her mane that was still in his hand. He quickly descended to the ground below as he looked at the hair, giving a said sigh as he held it. Once he was on the ground, Steel and Kindle came up to him as he began to glow. Eight ponies appearing through the glow as he stood there silently looking at the tuft of hair.

"Is that?" Steel asked as he looked at the tuft of hair in Charles' hand, he pressed it forward as Steel took it from him in his magical grasp.

"That's all that is left of her." Charles sighed again as a tear left his eye. However, it halted as another loud crack escaped the sky above. Everypony looking up to it to see another large crack split through it as if it were made of glass.

"I don't understand, we defeated her. Why is the sky still doing that?" Twilight asked but stopped as a loud shriek was heard.

Everypony looked to Steel as he was quickly being wrapped up by the tuft of hair that Charles had given him. He kept trying to brush it away and pull it from him as his shrieks of terror filled the air. Before anypony could act, Steel was completely covered with the tuft of hair as light began to seep through it. The hair having formed a cocoon around the elemental pony and pressing outward as light continued to pour out through the ever increasing cracks.

"EVERYPONY DOWN!" Celestia shouted as they dropped to the ground as the hair exploded outward in an array of light.

After a few seconds of letting the dust settle, they all looked to see Steel no longer there, but what was there was something else entirely.

"I'm......... baaaaaaaaaaaaaaack!" Came the distorted voice of Screwball as her now grey and shimmering coat glistened brightly in the sun. Her mane now swept backwards and down her neck and back. Her tail now shorter and sharp at the ends of each tip. Eye's a blistering red while she now had a horn that slightly curved, she gave an evil smile as her now sharpened canines shown brightly toward everypony. "And now, I'm going to end this world......." She trailed off as her horn began to glow brightly. "And everything in CREATION!"

"Everypony get out of town, quickly!" Charles shouted as he waved at them. Many running away as fast as they could, some falling and being help by others from the quaking earth beneath them.

*C-CRACK*

They all stopped as they looked up to see another crack split through the sky, it was coming. Time was at it's end, and they all knew it.

"Time to DIIIIIIIIIiiiiiiiiieeeee." Screwball spoke out in a singsong voice as a beam of magic erupted from her horn. Blasting several ponies around her and turning them into stone.

"NO!" Charles shouted as he ducked to the side avoiding the beam of magic. "Tia! Toss me a magic potion!" He shouted as the princess pulled one from Midnight's stash portal and teleported it to his hands. He quickly pulled the top open and downed the bitter drink. He panted for a few seconds as he began to glow.

"Come on. COME ON!" He shouted just before his body turned into his Alicorn form. His horn a blazing white as he looked around to the ponies being scattered and turned to stone. After a second he locked his magic onto the ponies and teleported them to Sweet Apple Acres. The statues being sent with them as well.

He looked around one final time before seeing Screwball's horn glowing again as she stared toward Kindle who was the closest pony to her. She let loose her magic in a powerful beam. As it was heading toward Kindle, it stopped as it hit an invisible shield as a glow encased her. Kindle blinked a few times to see herself now covered in armor that was as black as the void. Small plumes of black smoke coming from it as it slowly vanished into the air surrounding her.

"Kindle, think you can take care of Screwball like this?" Midnight's voice called out from the armor.

"I hope so, because if not......" She looked over to the chaos/elemental pony before her. "Then we are so screwed."

196. The day I've dreamed of since I was small (part 7)

This was it, the final battle. Midnight Kindle, against Steel Screwball. Two ponies on each side, brought together as one in a battle to either save all of creation, or to destroy. They were still standing in Ponyville near the center of the small town, many craters and much destruction had already scarred the small town along with quite a few injuries to much of the populace. But that didn't matter at this moment. The only thing that would matter, was to finally bring down the hammer upon Screwball to end her attempt at destroying everything in existence.

"Screwball, please stop this. Don't you realize that if you succeed, you will also die?" Midnight shouted through the armor on Kindle.

"I know I'll perish along with everything else. That's my plan you idiot. Destroy all of creation with me along with it." She snorted back.

"But why? Can't you understand that there are countless planets out there other than this one the houses life? There are literally an infinite number of realities as well with countless other lives, and you're going to stand there and tell me it's ok to destroy all of that because you are just pissed off at the world because it isn't going your way?" He shouted back.

"Yes!" She laughed as it began to turn into a slightly more insane cackle, her eyes literally swirling around in her head.

"Midnight, I fear that when she combined with Steel, she sped up the insanity process that comes with the elemental spell. She is exuding the symptoms far stronger that her normal insanity." Celestia spoke out as another loud crack split across the sky.

"Insanity? Wait, you mean this elemental spell causes insanity?" Kindle spoke out in shock.

"Yes, but I think we can counter it, but first things first." Midnight stated as the armor let out a puff of smoke. "Time to kick some ele-MENTAL ass!" He chuckled causing the crowd to groan out as the combined ponies bolted in a burst of fire toward Screwball. She still cackling like mad even when they hit her.

"So how exactly did you plan on defeating me?" Screwball laughed as she brought a hoof up and swung it at Kindle. She ducking out of the way as she opened her mouth and let a plume of fire burst forth with enough intensity to cause part of her mane to melt away.

"I figured I'd melt you down and turn you into a door stop. Or a really nice toilet. That way I can shit on your grave daily!" Kindle shouted as she let loose another plume of fire but missed as Screwball kicked her away.

"I'll show you the proper way to make a door stop!" Screwball laughed as a large door manifested in her hooves as she spun around, hitting Kindle with it and knocking her back through the sky before bolting after her.

"Midnight!" Kindle shouted as she couldn't regain control of her trajectory.

"On it!" He shouted back as a set of fire wings erupted from her back causing her to flip backwards as she finally regained control.

"We're going to have to do something desperate in order to beat her Kindle, Can you handle unrestrained power?" He spoke out as they watched Screwball getting closer.

"Unrestrained? You mean you've been holding back?!" She shouted in disbelief.

"I've had to! My mind is still human and can't handle all of the power. But If we don't go all out, it will all be for naught." He stated as he quickly opened his stash portal and pulled out a potion. "Drink this, it will temporarily give us an endless supply of magic." Midnight stated as Screwball was getting closer as each second passed by.

Kindle quickly down the potion, shuddering at the bitter taste. She threw the bottle at Screwball who pulled an arm up and smashed it as she plowed into the fire pony. They grappled in the air, swinging madly at one another for a few seconds until Kindle's back hooves bucked Screwball back a hundred feet from her. At that moment Kindle felt her magic throb in her head as time began to slow for her and Midnight. She looked forward to Screwball as she seemed to slow down to a tenth of her speed as she lunged at her.

"What the hell?" Kindle thought for a moment.

"You like? It's my haste spell. It increases speed by however much magic you put into it. We have maybe five minutes of strong magic usage with my haste spell at this pace, so make it count." He spoke out causing her to grin evilly toward Screwball.

"All I need is a few seconds to gather enough magic to put her down." She grinned as her horn lit up into a blistering white as she quickly began to fall back in order to continue her magic gathering.

After falling back into Ponyville, she landed back into the center of town just as she had gathered enough magic into her horn to cast what would be her final spell to end the fight. Screwball, during this event had been gathering magic into her horn as well.

"You ready for this night?" Kindle asked.

"No time like the present." He chuckled as they bolted toward Screwball.

"Time to die you ingrates!" Screwball shouted back as she bolted toward the two ponies.

Time seemed to come to a crawl as the ponies made the hundred yard dash to one another, as they got closer to one another, they pulled back their heads before thrusting them forward, headbutting one another and letting there gathered magic release from their horns. Kindle smirked into Screwball's face as she jumped back. Screwball stopped as a pain expression covered her face, her body beginning to glow brightly.

"What spell did you use on her?" Midnight asked as they watched the pony fall to the ground screaming out in agony.

"Its a heat curse, It causes whatever it is cast on to heat up until it melts, ignites, crumbles, or explodes. Its also to quick for a counter spell." She grinned as she watched the metallic pony writhe as she began to melt.

"You aren't as lucky as you think." Screwball shouted as she grinned through the pain toward Midnight Kindle. "Let's see how you like being in a stone prison for all eternity." She laughed maniacally before she finally melted fully. the large puddle of molten metal finally stopped glowing and began to loose its red glow just as Midnight Kindle felt the pain and weight of stone encasing their body.

"What?! No! She can't have seriously cursed............us........." Midnight's words began to slow as the pony covered in armor began to become more rigid. The two looking to Celestia and the Elements as a tear fell from her eye and rolled down her cheek. It fell toward the ground and let out a small thud as it to turned to stone just before impact.

Everyone looked on at the statue pony covered in armor. There was a silent weep that started and gradually grew as everypony within the small town wept for their fallen friends. Celestia coming over and giving a small sniffle as she let her tears flow freely. Starlight and Marina, along with the crusaders and the elements coming forward to also pay their respects.

"Momma?" Starlight spoke out while looking at the statue.

"Yes my baby?" She asked as she pulled the foals into her embrace.

"Is daddy going to be ok?" He asked as he looked to the statue. Marina and the others joining his glance.

"I'm sure he will be fine." She said as they all wept silently.

XXX

It had been three weeks since the battle to save creation. Canterlot was still in the process of being rebuilt as many ponies from all over Equestria came to help. Twilight with the aid of Luna and Celestia had turned all of the ponies that had been turned to stone by Screwball back into their original forms. All except one, Midnight Kindle had been exposed to far to much magic while being cursed. This in turn made it impossible to return them to normal.

During the aftermath of the war with Screwball, Discord had returned to help lend a hand in the reconstruction of Canterlot, as well as to help with any other tasks that needed tending to. He would constantly travel into the garden to see the statue of his friend as he continued to protect his friend as her armor. Looking up to the healed sky he gave a faint smile as he gave a silent prayer for his friends.

"I know you aren't dead you two. Just rest though, until we can find a way to get you two back." He sighed as he gave the statue a pat on the back before heading back into the castle to help in the rebuild.

XXX

During those few weeks after Midnight and Kindle had been turned to stone along with Screwball's defeat. Twilight, Rarity, and Applejack had not slept well, or eaten almost nothing as they were hit the hardest by the loss of their loved one. The three were always together in the library, hoping and praying that Celestia, Luna, or some other powerful being could undo the curse placed onto their loved one.

"Twilight, darling................. Is there nothing in any of your spell books that can tell us how to cure our stallion?" Rarity asked as she looked to the purple unicorn sitting behind a stack of books, silently reading through yet another book on curses.

"I'm afraid not. I've looked through every reference guide and spell book in the library at least a dozen times now. and I still haven't found a cure." Twilight sighed as she close yet another book before rubbing her eyes.

"Well ah ain't givin up." Applejack stated with a snort. "If'n ah can do anything teh help, then jes ask." Applejack stated as she gave a determined smile while wiping a tear from her cheek.

"While you are in the market selling your goods AJ, ask anypony if they know about any books that could have a spell to cure a stonification curse. Rarity, you do the same. In the meantime, I'll do some traveling to see if there are any book stores, or libraries in Equestria that might have one within them that could have a cure." Twilight stated causing her friends to look at each other in worry.

"Twilight dear, what about your studies? What about Spike and the library?" Rarity asked as she looked around the room at the mess of books scattered about during their scavenging for the book that would aid them in returning Kindle and Midnight back to normal.

"I'll take Spike to Canterlot, The library on the other hoof will be attended by another pony while I am on my journey." She stated as she began to fill her saddlebag.

As she finished filling her bags, she was brought into a hug by her two friends. She hugging them back before pulling away as he horn lit up and teleported herself to Canterlot.

"I do hope that Twilight can find a counterspell quickly." Rarity stated as she leaned on Applejack.

"Me to sugarcube............ me to....."Applejack sighed as they looked at the now silent library before them.

197. The journey

Twilight had arrived in Canterlot while it was still in the process of being rebuilt. After looking around she had finally found the princess' helping out with the reconstruction of the city. Twilight looked on in awe as many large stones floated about in the sky that were enveloped in a golden glow just before they split up into many different pieces and began to fall slowly to the ground to form a home of one of the residents of the city.

During the explosion that Screwball had created, it had completely destroyed the entire city, along with the countless books and artifacts that the Canterlot Library once held. All of that knowledge, lost, never to been seen again. Twilight gave a tired sigh as she trotted over to the princess.

"Hello Princess." She sighed before giving her mentor a hug.

"Good day to you my faithful student. What brings you to New Canterlot today?" Celestia said with a smile as she nuzzled Twilight.

"Princess, I am going to go on an expedition across Equestria to try and locate a spell that will aid us in releasing Midnight and Kindle from their stone prison. I can't take Spike with me and I would like to request that he be permitted to stay in Canterlot." She stated causing Celestia's eyes to go a little wide.

"Twilight? Are you sure about this?" She asked as she watched the young unicorn nod sadly.

"I don't want to leave Ponyville, or Spike. But I know that if I don't, then I will regret having not looked for the answer to free our stallion." She sighed again as she squint her eyes shut. Tears seeping from the corners and falling down her cheeks.

"Very well then." Celestia smiled to her student. "Then let me aid you in your quest." She smiled as she opened a small portal and pulled out a regal necklace, placing it onto her student.

"What's this?" Twilight asked as she looked down to it.

"This insignia will let you purchase anything you need at anytime you wish. It is also enchanted to protect you when you need protecting. So you will no longer need to worry about your well being during your adventure. Just remember to come back as quickly as you can once you find the answer. Midnight, as well as all of your friends will be here and waiting for your safe return, whether or not you have found what you are looking for." Celestia smiled to her as she gave her one final nuzzle.

"Thank you princess. I will try my best to find a spell to save our stallion." She smiled just before her horn lit up one final time and she disappeared, teleporting back to Ponyville.

XXX

Back in Ponyville, everything was moving along just as it would every day before. Rarity and Applejack had pulled the other elements together at Sugar Cube Corner for a farewell surprise party, hosted by none other than Pinkie Pie herself. Dash had gone to wait at the library just in case Twilight had returned and went there instead of around to her friends homes to say goodbye.

As Dash entered into Sugar Cube Corner first, the girls all took in a deep breath before yelling out SURPRISE! Just as Twilight entered into the shop.

"Girls? What's going on?" Twilight asked as she looked around the room to see all of her friends with tear stained faces.

"Well, we didn't want you to disappear thinking you weren't going to be missed darling. So we told Pinkie and well, you scan see the rest." Rarity smiled sadly as she looked around the shop to see it decorated. A large banner that said Come back soon, plastered across it hanging across the entrance to the shop.

"Ya know we're gonna miss ya Twi, no matter how long yer gone." Applejack smiled to her as she pulled Twilight into a hug.

"I'm gong to miss you too girls." She giggled softly as she rubbed a tear from her eye.

"Alright, enough with the mushy stuff! Let's PARTY!" Pinkie shouted causing them all to cheer.

XXX

Several hours later it was getting later into the evening. The party had come to a close, allowing Twilight to head back to the library so that she and Spike could organize it one last time.

As she entered into the library however, she heard some soft crying coming from in her study. Trotting quietly to the door she entered to see Spike sitting at her desk as he was writing a letter. He stopped however as he saw Twilight coming toward him.

"Twilight!" He shouted as he skidded over the desk, sending parchment and books flying as he leapt at her, making contact and wrapping his little arms around her neck, hugging her tightly. :I thought you left me without saying goodbye." He cried out as the purple unicorn wrapped her hooves around the little dragon, hugging him tightly as well.

"Silly Spike, you know I would never leave you without doing that. You're my best friend and number one assistant after all right?" She smiled to him as she pulled away seeing his tear stained face nod happily toward her. "Good." She giggled as she pulled away from him. So what were you writing just a minute ago?" She asked as she looked to the desk.

"It was......... a goodbye letter. To let you know that I'll miss you, and wait for you to come home, no matter how long it will take." He chuckled sheepishly.

"Well then, you had better finish writing it. It will be nice to read the letter while I'm gone. So that I'll know that you'll be here waiting for when I return." She smiled giving him another rough hug.

"Twi........." Spike began, catching her attention again. "Do you really have to go?" He asked.

Twilight gave a sigh as she lowered her head. "Spike, as much as I would like to stay, I need to find a counter spell to save Midnight and Kindle. To return them to normal. They saved all of creation, so it's the least I could do to help them."

"I understand, and don't worry, I'll take good care of the library while your gone." He smiled giving her a salute.

"Don't you think you may need some help here?" She asked as she looked around at all of the still stacked books.

"No way! Don't forget that present Rarity got you." He chuckled as he pointed to the glowing orb floating within a glass case on her desk.

Twilight gave a giggle upon seeing the glowing orb. "Yea, that was nice of her wasn't it. I'm just glad you won't have a hard time taking care of the library while I'm away." She smiled softly to the baby dragon. "I'm going to go to sleep early so I can finish packing in the morning." She said as she headed out of the room.

"Ok, I'll finish up putting the books up before heading to bed myself." Spike said as he pulled the orb from the case and walked into the main part of the library as he began to toss a few books at it.

Twilight went upstairs as she listened to books being re-shelved through the magical orb. As she lay down onto her bed, she pulled the covers up onto her, taking in a deep breath as she could still catch the lingering smell of the last time Midnight had laid in that same bed with her. She began to silently cry into her pillow as the heart ache was to much for her. As the night went forth, sleep found her although reluctantly as it left her pillow stained with tears and her bed with a cold sweat that followed her through the night. The morning however, would shed new light onto her path, so that she may go forth into the world and find the one spell to bring her stallion, and her shattered world, back together once again.

Q&A Session THE FINALE!!!!!

Q&A Session THE FINALE!!!!!

Welcome to the final Q&A session with the cast for 'What's Love got to do with it?' As sad as it is for me to finally complete this story, it had to be done. But fear not my friends, for a sequel is in the works as we speak. So let's get right down to it shall we? Welcome back the cast of the story with more questions than ever before!

Midnight: Ugh..... Not another one of these things. I could have sworn I cast multiple spells on myself last time to prevent this from happening to me again.

Author: Sorry Night, but spells don't work on the author. HA!

Midnight: ................ You.............. suck.........

Author: Oh come on now, don't be like that. We've got so many people with questions this time. Your fans are begging to hear from you guys."

Midnight: Fine fine........... Let's get started so I can go back to being a statue or something.

Author: Alrighty then, our first question is for you Night, "please tell me what shampoo you use to retain your natural hair shape."

Midnight: Shampoo? Well now that is an odd question. *chuckle* But anyway, I use Rarity's shampoo that she has imported from someplace overseas. Out of all the shampoo I have tried, she has had the best one out of all of them, even compared to Celestia's in Canterlot. It's called, 'Pampered Pony'

Rarity: Really darling? You like my shampoo? Well that explains why I have to purchase more than one bottle a month now.

Midnight: Sorry doll, but that shampoo rocks. I'll have to sneak a bottle into Celestia and Luna's bath sometime.

Celestia: Will you now? *giggle* It must be quite the shampoo in order for it to keep your attention like that.

Luna: Indeed, but I would like to try it as well. Your coat has a fantastic sheen to it. I always wondered what you used in order to make it shine like that.

Midnight: So you've been checking out my coat Luna? *grin*

Luna: N-no! I-i-i-i-i-i mean............ maybe? *sheepish grin*

Celestia: *facehoof*

Midnight: What can I say? the mares dig me. *chuckle*

Entire cast: *groan*

Author: Heh, alright then ladies man, let's move on to the next question. This one is for Celestia, Rarity, Twilight, and Applejack. "We saw that screwball hurt 'your stallion' and well all know that your were pretty mad but really how much did you really want to kick screwballs ass! on a scale of 1 to 100?"

All four: 1,000,000,000!

Twilight: To be honest, I doubt I have ever wanted to hurt a pony more than that moment.

Rarity: I concur darling. Screwball needed a good thrashing when she hurt my poor stallion.

Applejack: Ah'd ah bucked her ten ways from Sunday had ah gotten a'hold o'her.

Celestia: I must admit, out of all of my years alive, I had not been more angry than that moment.

Author: Ouch! Screwball better hide for the rest of eternity then, cause I doubt she could live to see the end of everyponies wrath on this note. Ok then, our next question is for Discord, get on down here ya big goof.

Discord: Well thank you author, it is a privilege to be in your story again, after our last bad encounter anyway. *yawn* So then, what is my question?

Author: Our readers asks, "How did your meeting with the Gods go? I bet they were surprised to see you on the side of good!"

Discord: Well, as much as I dislike hanging out with other God's at times, this one went rather well. But there was a little snafu that I would hate to relive. *shudder* When I left Equestria to go to the domain of the God's, it was a very trying moment in time and I had little time to react the way I did. I did however get to meet the alpha God, albeit by breaking some rules of the realm of the God's. Normally I would have to wait for a time in order to speak with my creator, much like every other God as well as formally living beings. But this was a special circumstance, so I got bumped to the head of the line. You see, the balance of chaos and harmony had almost been broken, so I had to do the one thing I never thought I would do. I had to ask God to remove my Chaos powers and turn me mortal until Midnight had won the fight. Had he lost, then all of creation would have crumbled and would have to be started over by the alpha God. Luckily for every living entity, Midnight won, and my powers restored. It was the longest ten minutes of my life.

Author: Wow Discord, ten minutes being mortal? That must have been terrifying *chuckle*

Discord: It was! I even had an itch on my backside that I couldn't reach! It was horrible!

Author: Poor baby, heh, ok then, onto our next question. "Pinkie did you like the gift i sent you if so, can pass out these anything you want spheres to everypony please."

Pinkie: I sure did! And sure, I'll pass them out for you! *starts passing them out to everypony*

Midnight: So what is this thing? *looks at the glowing sphere*

Pinkie: Silly, its a 'Anything you want' Sphere. You tell it what you want and it creates it on the spot for you.

Twilight: Really? Hmmmmmmm.

Rarity: OH! I want Diamond silk! *flash* Oooooooooooh myyyyyyyyyyyyy GOODNESS! *goes to make a fabulous outfit with the diamond silk*

Midnight:*eyes the orb suspiciously before whispering to it* *flash* *another Luna appears*

Luna: Midnight? What did you ask it for? And why is there another ME standing there next to you?

Second Luna: Come to the dark side my love, we will have a never ending night of passion

Midnight: *squee*

Entire female cast: MIDNIGHT!

Midnight: Ugh! Fine! You girls never let me have any fun. *second Luna disappears*

Luna: Midnight............. I had no idea that you had feelings like that........... toward me. *Blush*

Midnight: Heh, I do. So does that mean you want to fulfill my dreams Princess of the night?

Luna: Maybe at a later time perhaps. *grin*

Author: Ok you to, don't make me hose you down. We have more questions from your fans. Midnight, "Any theories as to why Screwball was so hard to kill? "

Midnight: My only theory is that it was because she was a Chaotic. Discord is a Spontaneous Chaotic, which means he does things at random. Screwball turned from that into a Planned Chaotic, which is controlled Chaos. She would have a plan and do anything she could in order for that plan to succeed. Discord may have plans, but he doesn't care how long it takes to get it done and follows a set of rules in order for that plan to come to fruition. Screwball on the other hoof can make a plan that she wants to come to fruition as quickly as possible, in which case she will resort to breaking any and all rules to accomplish that feat. Even if it means the end of everything.

Author: Wow, Screwball must have a screw loose to want to do something that bad.

Screwball: You better believe it!

Author: Heh, alright then, our next question goes to Braeburn, "How's it going with Pinkie?"

Braeburn: It's going a might fine. Pinkie'n'I have been seeing each other for a bit now. We go tehgether like peanut butter 'n'jelly. Ah do think she's the one, an I plan on asking her teh be mah mare purty soon.

Pinkie: Awwwwww, I can't wait! *Hugs Braeburn*

Author: I have a feeling you two will be perfect together. They're so cute! Ok, next question is for Luna, "How do you feel about the loss of a good friend, and how will you use your hearths warming present from him now?"

Luna: As much as I would love to still use that present, It will not be possible until Twilight has found a cure to change him and Kindle back from their stone prison. Maybe then we shall have our fun then. *evil grin*

Midnight: I'm looking forward to it doll.

Author: Good grief you two. Next question goes to Screwball, "How do you feel? Are you still hell-bent on destroying the universe?"

Screwball: "Well, considering the author killed me off, I can't feel much. As for still wanting to destroy the universe, nah, I don't feel the need anymore. I think it was just a phase.

Discord: Phase indeed.

Author: Heh, kids, am I right Discord?

Crusaders: We resent that!

Author: Sorry girls, next question goes to the Council of Gods, well now this was unexpected. "How do you hope to contain Screwball in the afterlife? Will you grant Discords request to help Kindle Flame?"

The Council: Screwball was a rouge being created by the God of Chaos, Discord. Upon creation, she had obtained a small fraction of Discords soul, as well as a very small segment of Celestia's. Those two segments combined to create her own soul, which upon her passing, was sent into our domain. Since her arrival she has become well known among the council as well as far less insane. Although her attitude is much to be desired, over time she will become part of the council as well. As for Discords request in helping Kindle Ro and Midnight Flame to return to normal. The council is forbidden from making direct contact with other God's dimensions or domains of creation. The alpha God has made that rule so that harmony will remain at an even level with chaos. In time, those who have come to love those that have been turned to stone, will eventually find a cure for them. We as the council of Gods know all and see all. Even the events that have not happened yet.

Author: Wow, that is like, too cool.

The Council: We know, right?

Author: Heh yea, seems legit enough right? Alright then, Celestia and Luna, we have a question for you two.........

Celestia: Author? What is wrong? Is the question bad?

Author: No, just rather strange, our next question is, 'This may seems strange buuuut how do you get your manes to flow like that? Looks nice!'

Luna: That...... is kind of odd, but none the less, we shall answer it.

Celestia: Indeed we shall, We have been living for eons and have, in time, perfected a special shampoo that helps our natural magic to help keep our manes and tails sparkling as if the stars had made their home within them. The best part is the special ingredient though, which is......

Screwball: THE BLOOD OF THE CRYSTAL PONIES!

Discord: SCREWBALL! Back in the box! *smacks her upside the head with a squeaky mallet* BAD SCREWBALL! BAD!

Screwball: But DAAAAAAAAAAAAAAaaaaaaaaaaaaaaad!

Author: *ahem*

Celestia: As I was saying, the special ingredient is......

Screwball: CRYSTAL PONY EYEBALLS! WHEEEEEEEEEEEEEEEeeeeeeeeeeeeeeee! *runs around away from Discord and his whimpy mallet*

Celestia: UGH! Never mind.

Author: Alright alright, on to the next question. Discord!

Discord: *stops chasing the crazy pony* Huh? One for moi! I'm touched!

Author: Discord, now that you're free and actually helped save the universe, does this make you, Celestia, Luna and everyone else all friends? Were you even enemies with Celestia to start with?

Discord: Well now, an intelligent question from a mortal, I am surprised. Haaaaa hahahaha, ahem, anyway. Celestia, Luna, and I were never really friends until they learned that chaos and harmony must be as one instead of one overpowering the other. The only reason I decided to go a little far with my chaotic nature was in order to even the balance between the two. After I had my fun, I would have let them win again. To bad the Elements trapped me so soon afterward. But being released again because of a certain human helped in that department. However, now that the two princess' have learned what they needed to know. I can now play my part as planned. Adding just the right amount of Chaos.

Celestia and Luna: To the right amount of Harmony.

Discord: Precisely!

Author: That is just epic on its own level you three. Now if you would only toss a certain other human into the same dimension and world as you are, *points to self* that would make if THEE most EPIC tale of all time.

Discord: Ooooooo I'm sorry Author, but that would flip the chaotic scale three fold with your imagination.

Author: Dammit! Oh well I tried. ON TO THE NEXT QUESTION!!!!! Ahem, Screwball, sweety, you have a question.

Screwball: YEAAAAAAAH! *wallops Discord with a giant squeaky hammer repeatedly* I'M SO HAPPY!!!!!!

Author: Trying to destroy everything and such does seem a little extreme. But what was driving it? Was it the pain from the feeling of betrayal from Discord? Because you started to free him, but then you hated him and continued for nothing. Anyone else in the cast able to make sense of this?

Screwball: Well, daddy was mean to me after I went through all that work to free him again only for him to yell at me because I wanted to kill stuff. *glares at Discord* But after being destroyed, I got to talk to the Council of God's and they explained it far better than daddy could.

Discord: Seriously? You managed to get to talk to the council so soon after being destroyed?

Screwball: Yes, after some persuasions that fell into place *evil grin*

The Council: Never underestimate a demi-god on a rampage after being killed.

Author: Words to live by I'm sure. So then, the next question is for Twilight, 'Able to make any reason as to why Screwball got hellbent on this?'

Twilight: It's chaos, it can't be explained.

Discord: I couldn't have said it better myself. Hehehehe.

Author: Alrighty, Pinkie and Braeburn! 'Will you two be getting married? And what would you name your child if you have one and it was a boy, or a girl?'

Pinkie: I'll let you tell them. *smile*

Braeburn: Well alrighty then. Ahem! Pinkie an I have already gotten married in'tween the ending of this here story and the sequel. We've even had a young foal as well. His name is Golden Ginger, that being an apple name'n'all. He has a golden yeller coat and a red mane.

Midnight: Buh.... WHA!?

Braeburn: Hey now, being'round Pinkie has given me the ability teh break the fourth wall too ya know. It's opened up all kinds o'fun for us.

Pinkie: Yup!

Author: good grief, I'm going to have to figure out a way to do that as well in time. But until then, let's move on to another question. This one is for Kindle. ' How many times has anyone tried making bad fire jokes such as saying you're 'hot stuff'? '

Kindle: Far to many times I'm afraid. It has gotten to the point where I'm picking up the joke before they even get a few words into it.

Author: Boy Kindle, I guess when it comes to picking out the jokes among comments, you're on fire!

Kindle: I wonder if the Diamond Dogs like burnt human flesh.......... *evil grin*

Author: wow now, no need to heat things up on my account *sniff* do you smell somethiiiIIIIIIIIIIIIING ON FIRE! AAAAAAAAHHHH I'M ON FIRE!!!!!!!!!!!!! *runs around flailing*

Celestia: Oh my, well, until the author manages to put himself out, I guess I could take over with the messages. Hmmmmm, oh, here we are. The next question from the readers is for Rarity. 'What do you think is the best item of clothing you've ever made?'

Rarity: Hmmmm, I would have to say that my finest piece was something I made for Midnight some time ago. It was a spider silk vest that was dyed black, the same as his coat. It would fit under his regalia when he was kinged to help protect him when the time called for it. Spider silk is almost as strong as mithril silk, but far easier to obtain. Woven together several times it is stronger than the human equivalent called kevlar I believe?

Midnight: Yep, and far more comfortable. I wear it under my regalia every time I adorn them.

Rarity: You're so sweet. *kiss*

Midnight: I try *grin*

Celestia: You have made Luna and I a set as well in the past as well my dear. Before having them, our regalia always did seem a bit tight or managed to chafe us. It is very comfortable. On to the next question. This one is for Fluttershy. Oh my, you have three questions from this reader.

Fluttershy: meep

Celestia: Come now Fluttershy, there is no need to worry. They are very easy. 'What's your favorite animal? How do you feel on Midnight and Kindle's being trapped in stone dilemma? When did you first meet Angel?'

Fluttershy: Oh.......... Um, I don't really have a favorite animal. But if I had to choose, it would be a phoenix. They are just so majestic and magical. Philomena comes by my cottage sometimes to say hello ever since our little encounter at the party Pinkie held for the princess. She has been a very good friend to me since then. The next question is kind of sad. I didn't know Kindle that well, but having her and Midnight trapped in stone made me cry............ *sniff* Midnight always came by the cottage to check up on me, even going as far as to dress up and play tea party with some of the animals at times. *giggle* it was really cute. But still, having him locked away in stone made me sad. I really enjoyed his company, and the animals miss him a lot as well, even little Angel Bunny.

Angel Bunny: *huff*

Fluttershy: It's ok Angel, Twilight will find a cure in time. Oh, and the last question, I met Angel some time ago in the Everfree Forest. He was still a baby then and his burrow had been dug up by some nasty diamond dogs who........ who....... *sniff*

Midnight: It's alright Shy, I can tell them. *hugs Shy* Angel's burrow had been dug up by diamond dogs looking for a meal. He was the only survivor from his family.

Angel Bunny: *pout*

Fluttershy: It's ok Angel, I may not be your real mommy, but I will always love you and take care of you. *hugs Angel Bunny*

Angel Bunny: *hugs*

Celestia: That is so precious.

Author: Yeah, now that I'm no longer on fire, I am pretty sure that I can continue the session, if that is ok with you princess.

Celestia: Please do author.

Author: Ahem! Ok then, next question is for............... the entire cast.

*mumbles heard from everypony*

Author: Alright then, this one is from Tardis of Dr Whooves. He is requesting a group hug from the entire cast. *looks toward him giving a cocked brow*

*Everyone pulls Tardis of Dr Whooves into a group hug*

Author: Alright alright break it up. Seems like the fans get more attention than the author............. *pout*

Midnight: That's because the fans don't put us through hell.

Author: You just wait you garden centerpiece *mumble grumble* Next question! Tia, Has anyone ever called you molestia?

Celestia: Molestia? Um.............. *looks to Midnight* Just one pony has *blush*

Midnight: And it was worth the look on your face for that entire week we were together. HA!

Author: Nice.... *brohoofs Midnight*

Midnight: I know right?

Author: Ok, enough talking about the princesses sex life, our next question is for Trixie, What have you been doing lately?

Trixie: The great and powerful Trixie has been doing a few shows in Ponyville, as well as Canterlot. Ever since Midnight purchased a home for me, I have not had to work as much to keep a roof over my head. I've just had to work to keep food in my belly. Ever so often Midnight has come by to say hello and to see if I needed anything. Although I don't need anything, I still feel like I owe that stallion so much in return for his kindness.

Midnight: It's cool Trixie, I'm just glad to have helped is all.

Author: Chivalrous to the end, this guy is to much. heh. Alright, next question is for Spike. Since you can't be with rarity who do you want as a special somepony?

Spike: Well, right now I'm to young to really be in a relationship, but in the sequel I will be five years older so then I can finally have a special somepony. But for now, I'm just happy working in the library.

Author: Too cool little bro, Ok then, Luna, you have a few questions from an admirer.

Luna: An admirer? I feel the love.

Author: Heh, don't get to hot and bothered just yet princess. Have you ever peeked into your sister's dreams? You know- for Dream Science? Which do you prefer- socks or stockings? What's your favorite snack food?

Luna: I have peeked into my sisters dreams on occasion, although they are always pleasant. I do not interfere with them or show my presence.

Celestia: Really? Why come into my dreams dear sister?"

Luna: I grow bored at night, and my night guard isn't really the brightest bunch when it comes to intelligent conversation.

Night Guard: We resent that princess.

Luna: Anyway, as for the next question, I like them both. Stocking for more intimate moments, and socks for those cold days having to walk on the cold coblestone floors of the castle. My favorite snack food though is graham crackers and peanut butter.

Author: Huh............ that's pretty cute Luna.

Luna: *BLUSH* W-what is? my stockings? My socks? What?!

Author: the graham crackers and peanut butter. I didn't know you liked eating sticky things.

Mindight: *rimshot*

Author: HA! Ok, next question before Luna kills me, Mac! Fluttershy! This one is for the both of you. What will you name your foals?

Fluttershy: meep! *BLUSH*

Big Macintosh: Well, seeing as shy is now out cold from that question, ah guess ah'll answer it. We had twins in the sequel story. Our daughter's name is Honey Luck, and our son's name is Little Macintosh. Our daughter is an earth pony with a dark yellow coat and an orange mane. Our son though is a Pegasus with a red coat and a two toned pink and red mane.

Author: And they are adorable. I can't wait to write something just for them in the sequel.

Big Macintosh: *eyes author* Better not be dangerous.

Author: No worries, they will be safe, they are to young after-all to be put in harms way. ok, next question is for Twilight. *looks at question and laughs.

Twilight: Huh? What's so funny Author?

Author: Hehe, What has gotten into you when you had the first 100 with Midnight?

Twilight: *erupts into full body blush* Oh......... um........... well.......... that was due to a magical heat that washed over Equestria. I wasn't really myself during that time........... but it was still fun.

Midnight: Says the mare who almost made me die from dehydration.

Author: OOOOoooooooo, but what a way to go! Heh, next question is for Rarity. Would you give up your sophisticated fashion for Midnight?

Rarity: I don't think that is a fair question, Midnight would never let me give up something I love to do just for him, and I would find it very difficult to do so. I honestly cannot answer that question.

Author: To each their own right Rarity?

Rarity: Quite.

Author: Heh, ok, Midnight: Here's one for you. what drives you to always be loyal to your friends and loved ones without ever faltering or wishing for some kind of benefit in return?

Midnight: That is what friends do for one another. A true friend will always be there for their friends, be the outcome have benefits or consequences. I love all of my friends, and would go to the ends of time itself for them. I don't expect anything in return, but then again, they are always there for me when I need them. So it's always good to have close friends, regardless of whether or not it is beneficial.

Author: Too true Night, Too true. Sweetiebelle, our next question is for you, what were u thinking when u manipulated uncle midnight the way u did while in your adult body? Now that your 5 years older (which means you're how old?) do u still have those thoughts about Midnight creep into your head every now and then and do u plan on making a move?

Sweetiebelle: *pout* I wasn't thinking straight when that happened. Uncle Midnight was trying to help us and I went out and did something I could have regretted a lot. But we have grown closer over time and have come to the agreement that nothing would ever happen like that between us. With him being an old fart and marrying my sister, I don't really think many ponies would like that type of relationship.

Midnight: Old Fart?!

*Entire cast giggles*

Sweetiebelle: Now that I am five years older in the sequel, which makes me 16 now. I can make my own decisions on stallions that peak my interest. As for Midnight, I will not be going after him. My sister loves him and he is a bit old for me.

Author: Cool, I guess being an old fart has it's disadvantages as well, don't it Night?

Midnight *grumbles*

Author: Heh, ok, Cutie Mark Crusaders, this question is for all three of you. Do u 3 have a social somepony or some kind of high school crush?

Scootaloo: Well, being older now means we have had a couple of coltfriends. I don't have anypony I'm interested in, But I think Applebloom has one.

Applebloom: Yea, Ah got a colt friend right now. His name is Button. We've been going out for a couple years, but we ain't gotten serious since we're still young. Ah don't plan on doing anythang either until ah'm older.

Applejack: Good girl, ya don't need any'o that trouble for a few years yet.

Author: Yep, good to know you three are smart kids. Hey Spike, got another one for you little bro. how do u feel about the whole midnight dating twilight,rarity (aka your crush), applejack, and princess Celestia?

Spike: Ugh...... another question like that. Seriously, why do ponies think this stuff bothers me. Anyway, I'm happy for the big guy, I know my affection toward Rarity was only a crush, and I still have plenty of time to find somepony or dragon. I'm happy for them.

Author: Nice to know where you stand lil dude. Luna, you're up next. Do u plan on randomly appearing in more funny scenarios? Do you still have those nurf guns and if so which ones your favorite? Do u have a hidden crush on midnight even though he is already married to your sister and if so what do u plan on doing about it?

Luna: *giggle* I do not plan any of the events that shall unfold in the story, But I do plan on having quite a bit of fun when I get the chance to. Especially with Midnight's present that I have yet to redeem. As for the Nerf Guns, I have had the chance to acquire quite a few more by summoning them from Midnight's home world, as well as design a few of my own. My favorite would be my sniper rifle. It has magically propelled foam darts that remain in a straight line and are immune to any weather conditions that would interfere with its trajectory. It slows down though as it comes to its target, so as to not hurt them. I have popped a few from my balcony all the way into Ponyville on many occasion.

Twilight: So that's where those little foam darts came from that kept pelting me while I was studying on the balcony of the library a few months back.

Author: Wow, Luna is lethal with firearms. Sniping somepony that is miles away with ammo that is immune to everything. That is epic.

Luna: I try, and to answer your final question, I had a crush on the stallion at one point in time, I will admit. But that time has come and gone. I have since found another special somepony to spend my time with, although I will not divulge who it is.

Author: Yep, but expect it to be in the sequel HA!........ Midnight, your turn again. This is a long one. what was it like when you went into full rage mode as you turned into a werewolf, was it painful, do you remember any of what happened while in it, and where were you mentally while in that state. Like were you in your own subconscious left to wander and roam through your mind or in a sleep like state as your other side took control?

Midnight: To be honest, there was some pain when my teeth transformed from molars into canines. I was physically exhausted upon transforming back into my normal self though as my muscles reverted back to their normal state. As for my mind, I was there and fully aware the entire time. The only difference from that though was that my inhibitions had been completely removed and it made me do things that I felt was wrong while in my normal state. Imagine yourself, completely free in mind and body, with no worries of consequences for any action you took against anything. Then throw in the mind of a sadist with god like powers and that is what you got.

Author: A psychopath hellbent on killing any and everything in sight before destroying the universe?

Midnight: Yup, and that ain't gonna happen ever again.

Author: Heh, no worries. I don't plan on turning you into a psycho wolfman anytime soon again. On to the next question. Hey Spitfire, this ones for you doll.

Spitfire: It's about time, I was starting to feel left out.

Author: Alright, your question is, what made you betray Rainbow Dash like that and feel no guilt for it as you ruined her reputation for the rest of her life?

Spitfire: Uh.............. What is this person talking about? Dash and I are cool. I mean, yea, we had a threesome with Midnight, but I never betrayed her or did anything to ruin her reputation. But if you're talking about the sequel, then yea, Dash and I were an item for some time. We broke up for a couple of months but then got back together. No big really, just needed to cool our jets for a bit.

Author: Yea, must of been for the sequel. On to the next question. Twilight, you're up again, what were some of the adventures you went on while searching for the stone cure and what was probably the most dangerous one?

Twilight: Ooooooo, that is a special part of the story that Author is going to write later on. I will say this though. I have met many different beings on my journey's One in specific being a dragon that isn't Spike, and another within the griffon and worg nations. I have traversed the globe and have a lot of stories to tell. And they will be told......... in time *sly grin*

Author: And I can't wait to write them Twi, they may even be a separate story all on their own. Who knows. We can only wait and see. Well guys, that is all for this Q&A session. And looking at the number it looks as if I have reached chapter 200, even if the number on the chapters don't match up. Now you guys need to go and start on the sequel and start on it. Updates are Tuesdays and Friday's so stay tuned.

Author's Note

Thank you guys for staying with this story for its entirety. It really humbles me that I have such awesome fans. Stay tuned for the sequel. Its already being written two days a week until it is finished.

★1. Surging Storms!

The wind howled as it tore leaves from the trees, causing the branches to snap under the sheer force of the wind. Apples fell left and right from the trees all over Sweet Apple Acres, many being bruised or damaged badly. Applejack was out in the fields with Big Macintosh catching as many of the apples as they could before they could hit the ground to avoid being damaged. No sooner as one bushel had been filled then another one was kicked into play. Big Macintosh breathed heavily as he ran as fast as his hooves could carry him, ducking and weaving to avoid falling branches and catching falling apples as they were blown from the trees. He yelled to Applejack as he finished filling another bushel and rushed to get another.

"AJ! Don't worry'bout the apples, Ah've got as much of the field covered as ah can. Go find ah Pegasus and see why the weather is acting all crazy."

"But, Mac, we need teh..." Applejack was suddenly cut off by Big Macintosh as he stomped the ground hard sending a small tremor around her.

"No buts! Now GET!" He snorted as he started running to catch more apples.

Applejack's eyes went wide in surprise at Big Macintosh's sudden vocal outburst. She hesitated for a moment then took off toward Ponyville at top speed. Although the wind was gusting all around, there was no rain to be seen or felt. The sky was covered in thick grey clouds which seemed to roll with the wind. AJ made it quickly into Ponyville and began looking all around for a Pegasi. She was mainly looking for Rainbow Dash, as she could make it to Cloudsdale to find out what is wrong with the weather, but had no luck. A loud crack of lightning shot across the sky briefly illuminating everything in sight then going back to a dull grey as the wind continued its torrent. AJ was having a hard time moving in the wind, she looked around for some cover but all the shops and houses were shut tight. No lights were on anywhere in sight.

"Gotta find shelter. This is getting to dangerous for anypony teh be out in." She said as she continued looking around.

XXX

Twilight settled in quietly listening to the wind outside as it continued tearing through Ponyville. Spike was curled up underneath a blanket at her side, shivering slightly in fear as the huge tree library creaked and groaned under the constant pressure of the wind. The creaking began to grow as a loud SNAP was heard, then a loud crash. A gust of wind began filling the library as it had snapped off the large balcony overhang branch on the Tree house library. Twilight jumped up, running up the small flight of stairs to the area were the balcony once stood, using her magic to block the wind.

"SPIKE! I need you to take an emergency letter!" Twilight yelled over the roaring wind as it pressed harder against her magical barrier. Spike rushed to get a red piece of parchment, then back to Twilight who was straining her magic against the wind. He put quill to parchment as Twilight began.

"Princess, This is urgent! Ponyville and possibly all of Equestria may be in danger from this storm. A part of the library has already suffered heavy damage and I am using all my power to keep it together from this terrible wind. Why are the Pegasi creating such a terrible storm? If this continues then there may be many injured ponies and creatures from this constant wind damaging things. Please help. Twilight." She spoke as Spike began rolling the parchment into a bund and breathed in to send it.

"Wait Spike, Use the emergency breathe, That will send it to Celestia and not just her chambers or throne. Spike gave a shudder as he took in a deep breathe and held it. He opened his mouth and breathed out slowly letting loose what seemed like a blue slow motion flame as it incinerated the parchment in his hand. Instead of floating away in a green smoke though like the normal method in sending a scroll. This one vanished into thin air being instantly delivered to Celestia. Only a few moments had past when Spike let loose a loud burp that turned into a reply parchment from Celestia. Spike quickly began to read it.

"Twilight, I am currently in Cloudsdale speaking with the weather team, This weather phenomenon is not due to the Pegasi, But due to an extremely rare magic storm that hasn't been seen for several hundred years. I have seen many in the past and they will always have destructive force. Please, if you are able, let everypony know about this danger, and to remain indoors or undercover until it has past. I do not wish to see another pony hurt. I am unable to use my magic to try and disperse the storm as magic usage will only make it worse in the areas nearest to the magic focal point. Please do not worry about the library. Do not use your magic for any means unless there is no other choice. Stay safe. Celestia."

Twilight gasped at the thought of the princess being unable to do anything about the storm and the fact magic could cause it to get worse. Realization hit her, she was using magic to block the broken staircase from the wind. She immediately stopped the magic flow letting the air rush in. The wind had gained much force since she began using her magic, hitting her and Spike hard, and pushing them back and down the staircase. She squinted her eyes through the massive force of wind and located spike, picking him up as she yelled over the roaring wind.

"We need to get to Sweet Apple Acres! The Apple family has several storm cellars everypony can use for shelter."

Spike nodded and held on tight to Twilight as she made way to the door of the library. Twilight braced herself on the side of the door before she opened it. The force of wind literally tore the door from its hinges as she opened it, causing it to fly across the room and wedge itself like a knife into a bookcase, in turn, causing books and paper to fly in every direction. She squinted her eyes as she forced herself outside through the wind. Upon making it out the door though the wind shifted directions and was now blowing away from her, into the direction she was going. Although she could now see, she couldn't help but be pushed in that direction. Every step she took made her move roughly 5 steps in order to keep her from falling. She managed to make it just down the street to Sugarcube Corner before she noticed a sign in the window. "Evacuated". She then looked across the street and to other houses and shops, Almost everyone of them had that same sign. The lavender unicorn smiled knowing her friends were now probably safe, and picked up pace giving a light trot as the wind blew her harder making it seem as if she was running at full speed toward Sweet Apple Acres.

XXX

Applejack was not fairing well. She had almost made it to Ponyville when a rouge limb had struck her hard on her front right leg. She could no longer walk in the wind without falling down so she had taken shelter in a small cave on side of the path to Ponyville. She lay quietly as she watched debris fly around outside. Giving a loud sigh as she lay her head down. She hated not being able to help anyone and hated even more when it came to getting hurt. Even though she was a workhorse, she was always careful to not get hurt. AJ snapped upright as she saw a purple pony skid by the cave on their side. The pony smacked hard into a tree and lay there out cold. Peeking her head out of the cave as the wind rushed by, she watched the wind as it had turned into a now, gale force speed, uprooting trees left and right. AJ squinted to see what pony was crazy enough to be out in this weather, looking over to the tree where the little purple pony lay, she saw some movement as something else purple detached from the pony.

"Oh hayseed, its Twilight and Spike." She said, her heart racing, seeing Twilight hurt. Spike managed to stand up only to be forced back onto Twilight who was out cold. He reached down and shook her hard trying to wake her but to no avail. A rope suddenly lashed out in the wind against Spike and Twilight. Spike looked up seeing the rope and gave it a tug, the rope tugged back. He traced it back to what he saw was a cave but couldn't see who was pulling it. Without thinking he tied the rope around Twilight then pulled himself along the length of the rope edging his way to the cave. After what seemed like an eternity he made it into the cave.

"Oh thank Celestia yer ok. Where's Twilight?" AJ said welcoming the young dragon into the cave.

"APPLEJACK!" He yelled rushing up to her giving her a hug.

"Ow careful there partner, mah legs hurt." She said lifting it to avoid any weight being put on it.

"I'm sorry, but we need to get Twilight in here, she's hurt to. We'll need to drag her in." He said as he picked up the rope and tugged.

"Here Spike, Tie the rope teh me an'push. We can pull her inteh the cave."

After a few moment AJ and Spike were slowly dragging the unconscious unicorn toward the cave. After a few minutes they had managed to pull Twilight into the cave. She was still out cold and covered in dirt and leaves from outside, Her left side was scratched and bruised from the drag, and her head was bleeding badly. AJ gave Twilight a gentle nudge trying to wake her and was greeted with a soft groan.

"Oh thank Celestia she's still alive." AJ smiled laying down beside the purple pony, trying to keep her warm. The three friends sat quietly, huddled together inside the cave, waiting to see when the storm would stop, and help could be reached.

5. Inventing and Reconstructing.

A few minutes drive later they arrived into the outside of town. Twilight mentioned that the roads, although not narrow, were well traveled in Ponyville so the ground would be rather rough to drive on. Charles pulled over off the main road stopping the car and letting everyone out. They walked through town receiving some looks from other ponys as they had noticed the human following close behind the small group.

The first stop was the blacksmith. Although he didn't create weapons, he did create a large assortment of other items that you would normally find for many different things. Steel wheels and shocks for wagons, metal hitches, nails, couplers. You would be surprised to see all the things he could make.

Twilight and Charles entered the shop, It was an open air shop just surrounded by a fence, a small gazebo type room over the fire pit, a smelter to one side and various other tables and tools around the area as well. A dark grey unicorn was at the anvil, using his magic to hold and strike a large piece of iron that he had just pulled from the coals sending spark's in every direction. Some bouncing off his blacksmith's apron and goggles. Just as his hammer hit and was about to raise again Twilight spoke up catching his attention.

"Mr. Irons, can you help us please?"

Mr irons stopped for a moment looking up at the purple pony and the human next to her. Unfazed he used his magic to place the iron he was working with into a large barrel of water, a loud hiss and steam escaping as the red hot iron met the water. Placing his hammer to the side table and raising his goggle to the base of his horn away from his eyes he walked silently over to the pair waiting patiently for him. He looked the human up and down then to Twilight, his expression neutral.

"Mr. Irons, My friend here is in need of some high quality steel, or stainless steel if you can manage it." Twilight said with a smile.

The blacksmith eyes went wide at the mention of high quality. He looked back to the human with a smile. "My boy, you must appreciate high quality to ask for stainless steel. It is by far the hardest and most challenging steel to make in Equestria. How much were you needing exactly? Do you have measurements?"

Twilight was shocked, This is the first time she had heard the blacksmith speak in almost 3 years. He usually just nodded and pointed to a board that had pricing on it to get his bits.

Charles proceeded to tell Mr. Irons what he was after and how much. Mr. Irons smiled widely, you could practically see little dollar signs in his eyes. After agreeing to a price the two left the shop and made way to the next shop.

AJ stepped forward as they neared the next shop, all to familiar with the shop keeper. Charles and AJ entered as the rest remained outside. Another Unicorn was inside the shop behind the counter.

The female unicorn that was dark blue with a light blue and white mane. She turned to the two hearing the bell ring as they entered. "Well good afternoon Applejack. Have we run out of mason jars already..... OH MY!" She shouted seeing the human beside AJ, her magic suddenly stopping and releasing its hold on a couple large jars. Charles quickly moved forward grabbing them just inches before they could hit the ground and shatter. He gave a smile as he placed them onto the counter.

"Better be careful my dear, those 2 jars could have made quite a mess." He said giving one a pat on the side. Mrs. Mason stood in awe for a moment looking at the human then realizing she was being rude to her customers spoke up with a nervous smile. "Oh i'm sorry, were are my manners. Can help ya'll with anything?" She spoke in a light southern accent.

"Well ma'am, Im actually in need of a couple jars just like these two." Charles said placing his hand onto one of the two jars he had just caught. Mrs. Mason smiled at him pushing the jars toward him.

"No charge for you my friend." AJ and Charles gave an odd look. "Well if you hadn't caught them, I would be cleaning them up off the floor. So it's your lucky day. You saved us both on this event." Mrs. Mason said giving a smile.

"Well thankya kindly ma'am, I'll be sure to repay your kindness one day, So if you ever need anything don't hesitate to come see me next to Sweet Apple Acres." Charles smiled giving a slight bow as he and AJ exited the shop. Mrs. Mason waved goodbye as a bead of sweat rolled down her brow.

Exiting the shop they all gathered and headed toward Sugar Cube Corner, Pinkie Pie leading the way. Upon entering the shop the smell of many different types of cakes, pies, and other baked goods mixed into the air, causing everyone to sniff at the pungent aromas.

"Wow, Mr. and Mrs. Cake are really baking it up today. But who is watching the foals?" Pinkie said as she headed into the kitchen to find the shopkeepers. Upon entering pinkie noticed the frantic pace the Cakes were making in baking several item's at once. The foals were in a side saddle riding on Mrs. Cake.

"Hey there Mr. and Mrs. Cake. You sure are busy. What's the big rush? Need any help?" Pinkie said giving a wide smile.

"Oh thank Celestia, you're here Pinkie. Would you mind watching the foals for a little while? We have this huge order to take care of for a good customer and we are running a little behind schedule due to the foals taking our time." Mrs. Cake said as she bounded over to Pinkie.

"Sure thing Mrs. Cake, Let me just tell my friends, OH! I have a new friend with me today, he's from WAAAAAY out of town. Would you like to meet him?" Pinkie smiled as she took the saddle bags with the foals in them onto her back.

"Well sure Pinkie, Any friend of yours is a friend of ours." Mr. Cake said as he finished icing some cupcakes and heading out to the store front were the ponies and Charles were at.

"Hey Charlie! Mr. and Mrs. Cake would like to meet you." Pinkie beamed as she came into the storefront followed by the two. Mrs. Cake stopped in the doorway shocked at seeing Charles standing there. Behind her Mr. Cake bumped into her asking whats wrong as he looked over top of her seeing Charles as well.

"You'd be surprised how many times Charlie has gotten those looks today." Pinkie laughed

"Oh i'm so sorry dearys, I was expecting another pony, but i've never seen a being like this before. Please pardon my curiosity, Charlie was it?" Mrs. Cake asked apologetically.

"Charles, But Charlie seems to be the nickname ive been stuck with thanks to this little pink ball of energy." He said giving a smile and ruffling Pinkies hair, in turn making the twins laugh. "Oh and what do we have here?" Charles smiled kneeling and looking at the foals. They in turn reaching for him to pick them up. Charles smiled looking back to the Cakes, "May I?" The Cakes gave a nod and smile.

Charles was careful to pick them up, one in each arm. Charles played with them as Pinkie walked over to the Cakes. "The foals really seem to like him." She beamed.

"Uh Pinkie, Were did you say this Charles came from?' Mr. Cake asked as he watched Charles playing with the foals.

"Oh, he got swept into Equestria during the big magic storm, He's from another world entirely."

The cakes gave each other a nervous glance as they watched Charles play with the foals then realization hit as they had been wasting time on their order that was due not long from now.

"Oh no! We need to hurry! This order isn't going to fill itself. Pinkie take care of the foals, stay here also, we will be back in a couple of hours." Mr. Cake said as he and Mrs. Cake rushed into the kitchen. The sound of dishes and the shuffling of boxes could be heard as they made way out the rear entrance with all they had prepared.

"Awwwww, that's no fun, I wanted to take the foals with all of us to your house Charlie. But that's the Cakes for ya, Busy as can be and always worried about the foals." Pinkie frowned as she gathered up the foals that were tackling Charles on the floor. She made her way upstairs with the foals in saddle.

"Well those two were cute. Id like to see them again when Mr. and Mrs. Cake don't think I'm a monster." Charles sighed picking up the 2 mason jars and heading outside closely followed by the small pony group minus Pinkie Pie.

XXX

A short while later they had all made it back to Charles' home. Upon coming into view of his home he noticed a small van just outside with many different ponies walking around and even into his home.

Thinking the worst he pulled up to his home coming to a quick stop. As he was almost to the front door, out walked Celestia and another pony with a hardhat on. His features made him look a little rugged, a hammer and board crossed cutiemark was on his flank. "Whats going on here?" Charles said giving the princess a questionable look. She looked back giving a warm smile.

"I would like to formally welcome you to Equestria by fixing your home. It did receive some amount of damage during the storm. The work should be done by the end of the day. You have no worries my friend." The regal princess said smiling
as she walked around to his side standing as he watched the ponies work on his beloved home.

"I appreciate the offer princess but their are many other's that are far worse off than I. Some ponies have lost their home's or have also received damage. Even as a welcome gift from yourself I cannot accept this while others are either homeless or almost to that point from the damage. I may be new here in your world, but I am far from being first in line for this." He said as he gained the attention of everypony around. The princess' smile never left her face as she spoke. "Spoken like a true friend, but I didn't tell you the rest. You see I have every working party available in Equestria working on homes far and wide, Rarity's home and boutique will be finished in just under a couple of weeks. The Library is being worked on by a group of nature specialist ponies that help plants grow at a rapid pace. It shouldn't take more than a few day's to finish the Library. Applejack has many friend's helping out on her farm as well from being everyponys savior with her apple cellar." Celestia beamed.

Charles was taken aback by this and kneeled at her feet. "I'm sorry princess, please forgive me. I was just...." He was cut short by the princess this time.

"Just thinking of everypony else's well being before your own, Yes I know. Please never let that part of you die or become clouded young one. For it will always bring joy to yourself and those around you. I must go now, there are many more places I must visit before Equestria has been repaired. If you need anything please do not hesitate to ask, One last thing before I part ways, Here, take these bits. If you are going to stay here in Equestria, this should help you get started along the way." Celestia smiled as she pulled a large bag of bits from a saddlebag on her side. placing it in Charles' hand's. She walked up to him whispering into his ear, "I will give you a weekly allowance until you have settled into Ponyville and have acquired a job locally or of your own accord. Please don't hesitate to contact me for any reason, even trivial ones." She said, a hint of bashfulness behind her voice as she nuzzled him gently then moving back spreading her wings and launching
herself into the air, disappearing out of sight in a flash.

Charles stood there dumbfounded. as he looked into the bag of bits and at the ponies who worked tirelessly to fix his home.

AJ couldn't help but look into the bag as well. "Land sakes! The princess must really like you to give you that many bits. Why that's at least a Cider days worth."

"Oh my! With that many bits you could not only fix your home, but build a brand new one just like it next door." Rarity swooned

"Heck yeah! Or go see all the Wonderbolts shows for the next ten years." RD piped in.

"Or open a animal hospital." Fluttershy beamed.

Charles was overwhelmed as he sat down under an apple tree near his front porch. Closing the bag up and setting it to his side. He closed his eye's resting against the tall tree. He opened his eyes seeing the girls staring at him.

"Whats wrong sugarcube?" Aj spoke interrupting his thoughts.

"Not a thing, "I've just realized that Ive found a home in a place alien to me, and ive never been happier than I am right now." He said pulling the group into a hug. Mixed squeals and giggles could

be heard as Charles pulled them into a loving hug. "This is it," Charles thought to himself. "This is the fresh start I was looking for."

A/N: This is not the end of the story, I have a LOT more planned for the future and have many other chapters written and ready to publish (minus the editing of course) So stick around for the next chapter which will be out on Saturday around 4pmish eastern.

21. Polygamy and sinister plans

Morning broke across the sky with pleasant weather. It was mildly cloudy out as Pegasi were placing clouds in specific spots across the sky. Midnight awoke to a series of pats on his nose. He gave a small yawn as he opened his eyes to see a little white bunny sitting on an end table in front of him. his little arms cross and a disgruntled expression across his face.

"Hey little guy, morning." Midnight yawned again stretching his wings out.

Angel noticed Fluttershy as soon as Midnight lifted his wing from over her while stretching. The little bunny looked from Fluttershy back to Midnight with an angry expression. He stamped his foot repeatidly giving a huff. Midnight raised an eyebrow but didn't pay the little bunny any mind. Midnight turned his head to Fluttershy giving her a gentle nudge.

"Hey there Shy. Time to wake up." He nosed her cheek gently. She gave a tired yawn coming to. Her eyes slowly opening as she took in her surroundings.

"Hmmm?" she looked to Midnight her eyes fluttering open wide as she remembered last night. A blush crossed her face as she moved from the cloud onto the floor making her way silently into the kitchen to start breakfast, Angel bunny hot
on her hooves.

Midnight gave another yawn Turning his head to the three fillies on his back. "Time to wake up girls." He smiled seeing them stir a little.

"Mmmmmmm 5 more minutes." Scootaloo said stretching out.

"Yea." Sweetiebelle groaned burying her face into Midnights wing.

"*yawn* Ok. Thanks for letting me sleep in Big Mac." Applebloom yawned a little rubbing her eyes. Once she opened them she saw Midnight smiling at her.

"Huh? Oh that's right. We stayed at Fluttershy's last night." She smiled at Midnight then hopped down from his side straight through the cloud landing on the floor. Midnight stretched again pressing his hooves through the cloud to the floor below making the cloud dissipate quickly as he took a few steps behind Applebloom.

"Fluttershy sounds like shes making breakfast. You girls can stay if you'd like but I really need to get going. I have a lot of things I need to do today."

Midnight smiled levitating the other two fillies from his back and placing them onto the couch.

"Thanks Uncle Midnight, we'll stay'round here for a bit, we still need'tah try that zookeeping thingy to get our cutiemarks." Applebloom smiled.

Midnight smiled back as he rounded the corner into the kitchen seeing Fluttershy preparing a small breakfast for the fillies and herself. She had overheard Midnight saying he needed to go so prepared a smaller breakfast.

"I'll try to come by more often to say hello Fluttershy. It has been fun but I need to go. Thank you for inviting us to stay last night." He smiled causing her to smile happily to him.

"Oh..... it was no trouble at all. It was very nice to sleep on a cloud for the first time in a while. That was the best nights sleep I've had in ages. Please do come back again." She smiled but lowered her gaze to the stubborn bunny smacking at her hoof with his little foot to get some food.

Midnight gave a chuckle as her turned heading to the front door. He watched as Applebloom shook the sleeping fillies awake as he exited. Applebloom giving a giggle at them as she was used to getting up early to help on the farm with her sister and brother.

Upon exiting Fluttershy's home he was greeted with a cold wind that sent a shiver down his spine, his firey mane brightened at the sudden shock.He gazed, around looking at many of the trees, the colors were beginning to change on the leaves, It was getting later on in the year and closer to winter. The air was relatively silent as it swept through the land. Many animals and insects were getting ready for winter as the time was coming to fruition. It would only be a couple months before the snows started to cover the land leaving a bright white blanket behind. Midnight took in a deep breath feeling the cold air fill his lungs. He released it quickly shooting flames from his nostrils making his blood flow. Opening his wings he shot
off into the air like a bullet over the Everfree forest, quickly gaining altitude.

He looked around seeing little cloud cover. He banked slowly turning back to Ponyville. After a few minutes he
arrived in town, landing next to Rarity's boutique. He unlocked the door making his way inside. Using magic to muffle his hoofsteps he made his way upstairs climbing into bed with Rarity. She shuffled slightly as he found a comfortable
spot then closed his eyes.

After a couple hours he awoke to the smell of breakfast, He looked over to the clock seeing that it was roughly ten am. Looking to his side he noticed he was alone in bed. Climbing out of bed he made his way downstairs stiffing a yawn as he came into the kitchen. Sweetiebelle was sitting there drinking a small juice box, She smiled to midnight giving a little wave. He smiled back then looking to Rarity who was cooking. He trotted quietly over to her from behind giving her a gentle nuzzle as she stepped away from what she was cooking. She gave a startled yelp looking to Midnight then giving him a quick kiss.

"EEEEEWWWWWW!" Sweetiebelle groaned watching the two making them laugh. Midnight gave Rarity a wink nodding to Sweetiebelle as they walked over to her from behind.

"Don't worry Sweetiebelle." Midnight began.

"We love you to." Rarity finished as they both pressed their lips to either of Sweetiebelles cheeks causing her to try and get away.

"EEEEEWWWW EW EW EW!" Sweetiebelle shouted trying to get away but coundn't.

Midnight and Rarity pulled back watching Sweetiebelle rub her cheeks and sticking her tongue out at them. They gave a chuckle as did Sweetiebelle.

"What's on the agenda for today love?" Midnight smiled taking a seat opposite of his niece at the table.

"Oh I don't really have anything planned for today darling. If you would like to though, we could go to the spa. I'm sure Aloe and Lotus would LOVE to give one of their specials." Rarity winked causing Midnight to face hoof.

"But you know, when Twilight and I were there last they did seem a bit nervous from learning that you are now an Alicorn." Rarity giggled as she finished cooking and made a few plates for each of them.

"So they were nervous huh? That could be fun to take advantage of." Midnight gave a big grin thinking of a few ways to torment the spa ponies. Sweetiebelle wasn't paying much attention to the conversation, finishing up her second breakfast and heading out to play with her friends.

"You know darling, I do love you, but if you wanted to have some fun with others I wouldn't really mind." Rarity smiled causing Midnight to choke on his drink.

"W-what? Are you serious?" he sputtered.

"Why of course darling. I'm not sure if you have noticed but the male population in Equestria isn't very large at all. Most males have a special somepony in their lives while few take it upon themselves to have many. It's not a surprising practice, albeit unusual. However finding mares that are not offended with sharing their male with other mares is the hard part. Just as long as you remember to come home to me then I wont argue with you." Rarity smiled giving him a loving kiss on the nose.

Midnight sat there stunned thinking over the possibilities in his head. He sat there for almost 10 minutes just going over the ideas before Rarity kissed his cheek waking him from his daze.

"Is it surprising that I would give you permission darling?" She asked cocking her head to the side slightly.

"Well................. kind of. You see, In my world it is usually against the law to practice polygamy. Very few countries practice or even allow it. Other countries ban it and make laws against it. So when you say your not against the idea of me going out and finding another pony to be an addition to our family, it does kind of surprise me."

Rarity smiled at him. "So does that mean you'll go to the spa with me?" Rarity cooed rubbing up to him giving his ear a little nibble.

Midnight laughed. "If it means I can get back at those twins, then yes. I'm all for it."

They both let out a laugh giving each other a sinister smile.

36. Finding a way out, In more ways than one!

As the light faded Twilight found herself in a battlefield unlike any she has ever read about. The sky was scorched with thick smoke and bright flashes of light as explosions burst in the clouds and smoke. Loud buzzing could be heard from above as old planes from previous world wars flew across the sky. Loud whistling sounded off as the planes carpet bombed the ground below. Loud sirens went off signalling everyone to take cover. On the ground tons of humans and ponies alike were all battling and trying to also get away. Many were fighting one another while others helped each other out in finding safety. Twilight was in awe seeing the carnage that was playing in Midnights dream. Tears filled her eyes as she could see the bodies of many ponies strewn all around her. Some in piles reaching twenty feet high. Hundreds of human bodies littered the ground as well. adding to the mixture of death and destruction.

"Sweet Celestia! What is going on here?!" Twilight cried as she looked around trying to locate Midnight.

After a few seconds she was startled as she heard a loud whinny in the sky. She looked up to see Midnight racing through the sky followed by several jets, all shooting at him. She watched as he pulled a couple aerial maneuvers to get behind the jets quickly taking them out and sending them in a fiery blaze to the ground, each hitting a building and taking them down with them.

"MIDNIIIIIIIIGHT!" Twilight screamed catching his attention.

Midnight quickly landed grabbing Twilight with his magic and taking to the sky again, he raised a camouflage shield around them to deter any more attacks as he headed toward a hideout point.

"TWILIGHT!, I thought I told you to stay in the bunker, Your going to get yourself killed out here like the others did trying to help me. I cant loose you too. I'm taking you back and your going to stay there even if I have to put up a class ten barrier!" He snapped looking back at her with cold eyes.

"Midnight, Your drea...." She was cut off as an anti air missile exploded next to them sending them spiraling out of control.

"NO!" Midnight shouted as he grabbed onto Twilight with his magic and quickly regaining control of his flight. He leveled out as his horn glowed brightly locating the source of the missile.

"Let it rain!" He shouted as multiple fiery meteors fell from the sky at the target quickly destroying it.

"Midnight, you have to listen to me! Your dreaming!" Twilight shouted as she climbed up his back speaking into his ear.

As he listened he felt the world seem to shift but go back to what was happening.

"What are you talking about? This war has been going on for almost a month. I've been battling those damn invaders ever since they opened that damned rift and started coming through." He growled as he began to pick up speed toward the bunker.

"No you haven't Night, I cast a sleeping spell on you and your having this nightmare. You need to wake up but cant until this dream is over or you realize this isn't real." She shouted.

Midnight felt the world suddenly become fuzzy and slow as he watched it all move below him. Then before he could speak everything went black.

"What's going on?" He shouted in panic as the world reappeared as if time had stopped. He looked around seeing tracer rounds still in the air. missiles stopped cold in mid air. People and ponies halted in action.

He landed in a group of people and ponies fighting. Time suddenly unfroze but only for the living as they went from there stopped poses to a neutral stance, all looking at Midnight.

"W-what is this?" He spoke, now visibly shaking in fear.

"This is all a dream." The unified voices of every pony and human spoke in unison.

As if broken, the world around Midnight and Twilight began to crack like a piece of glass. Glass cracking and shattering could be heard all around as if pieces of this reality were now falling apart.

Twilight moved to in front of Midnight looking him in the eyes, her fore hooves holding his attention on her.

"Midnight! This is all a dream, once you realize that you can control it and wake up!" She began to cry watching mixed emotions play across Midnight's face.

"I-I don't know what to believe." He cried as he watched as time slowed, Every human began to raise their weapons to point them at Midnight and Twilight.

"No..........." Twilight whispered as the guns fired in slow motion. The bullets heading toward them. She gasped looking at Midnight who had a serene expression on his face, as if ready for death to take hold of him. She leaned forward crying as she pressed her lips to his. His expression went to shock as a bright light erupted from all around.

XXX

Twilight and Midnight awoke, eyes flying open as they looked into each others eyes. They slowly pulled apart from the kiss they were sharing.

"Twilight? What's going on?" Midnight spoke in a shaken voice.

"You were having a nightmare and I couldn't wake you, I had to enter your dream to........." She was cut off as Midnight pressed his lips to her's again. Although startled she gladly went with it. She pressed forward still kissing him as she climbed into bed with him. Her spell that once bound him now released. She lay down with him quietly, pulling the covers over them as she finds a comfortable spot. They broke the kiss, Twilight blushing profusely looking into his eyes.

"Night...... I....... I don't want to........" She stopped as he gave her a quick peck on the lips.

"It's fine, Just being here Is enough for me." He smiled pulling her close, his wings wrapping around them both. She gave a contented sigh as she buried her face into his chest. Her ear laying against him, hearing his heart beat. She lay there for a few minutes listening to his heart rate getting slower and slower. She smiled looking up to see him sleeping peacefully.

"Midnight............... what's going on in that head of yours?" She thought to herself as her horn began to glow again. Another bright flash faded as she appeared in Midnights mind. She looked around seeing that she was in the long hallway again. She looked around to locate Midnight but couldn't see him.

"Where is Midnight?" She asked quietly to herself.

*Click*
*Whirrrrrrrrrrrr*

Both sets of walls with doors began to slide quickly past her. It began to slow as it came to the end of the hallway. She looked up to the door seeing that it had a little cloud with Midnight as both a human and his new Alicorn self asleep as a picture on it.

She opened the door looking inside. All around her were countless book's stacked as high as she could see, the room seemed to have a non-existent ceiling. The room expanded out into a circular pattern connecting in the back wall roughly twenty yards in diameter. In the middle of the room was Midnight who was laying on a giant round pillow. His eyes were closed as a little cloud floated above his head not four feet from him. The cloud flickered lightly as if lightning coursed through it ever so often.

"I guess this is what ponies look like when they aren't dreaming while they are asleep." She giggled.

She walked over quietly to Midnight climbing up and onto the pillow with him. He stirred lightly reaching out with his forelegs and pulling her to his chest. She gave a slight giggle looking up to his sleeping face.

"Well I guess being snuggled twice in reality and in his mind is pleasant enough. Best not wake him." She smiled closing her eyes and releasing the spell.

XXX

Midnight awoke quietly, the morning sun shown brightly through the window, warming his frame under the covers. He yawned widely as he wiped the sleep from his eyes looking forward. He blinked a couple times trying to take in what he was seeing. After a minute of shaking in fright he screamed.

Twilight awoke with a fright as she heard her own voice screaming but wasn't the one who was doing the actual screaming. Both ponies jumped from the bed looking at each other in shock.

"Twilight?" Midnight spoke but it was Twilight's voice.

"Midnight?" She spoke but it was his voice.

They looked each other over for a moment taking in what they were seeing. Somehow................ they had switched bodies while asleep.

Author's Note: Heh heh. Hope you guys like cliffhangers. Cause now ya gotta wait a little bit for the next chapter. LOL I'm such a troll. Anyway, I hope you enjoyed this chapter because the next is going to be FUCKING EPIIIIIIIIC!!!!!@@##!@!@#!

44. Spending Hearthswarming Eve alone..... Not on my watch!

Midnight was taking his time today until seven rolled around so he could meet the girls at the library. He had made it to Sugar Cube Corner just a couple hours after Pinkie had left. It was around five in the afternoon and he was inside with the Cakes baking a very special surprise for Celestia and the combined gift from the Cakes and Midnight to Pinkie.

After finishing up, they prepared the surprise in a large box wrapped with a delicate golden ribbon and another box with a Pink ribbon. He placed the packages gently between his wings with his mouth making sure not to use magic to lift them, then making his way happily toward the library as it was nearing seven o'clock.

Upon arriving he gave the door a gentle knock with his hoof. After a moment noone answered so he tried the handle. It was unlocked. Using his magic he turned the knob letting himself in to see the lights still on but noone was there.

"Girls? Its almost seven. Are you ready to take the portrait?" He yelled to see if anyone was there. Silence only followed.

He sat there for the better part of an hour until it was almost seven forty-five. He gave a sigh laying down. "I guess Rarity couldn't get them to come by, and I was hoping to give the girls the presents tonight." He sighed.

As he sat there he summoned the rest of the gifts from his hide away portal, already wrapped and ready to be opened. Placing them under the tree Twilight and Spike had set up,smiling at the sight. Three large gemstones sitting behind the tree against the wall wrapped with a large ribbon each made him chuckle a bit. Finding a box big enough for them would have taken up way to much space and probably wouldn't have fit in the room. He gave a yawn as he laid there watching the lights dancing through the tree. Slowly getting more and more drowsy as time lingered. After another ten minutes he could hear screaming outside, it was faint but audible. He stood upright quickly making his way outside to see a blue blurr careen into him sending him into the snow.

"Midnight! Oh thank Celestia! We need to get to the hospital, AJ's hurt!" Dash screamed.

Without thinking Midnight grabbed a hold of Dash pulling her to him and teleporting to in front of the hospital. They made way inside seeing the girls and the Crusaders outside the operating room door. A light was on above the door indicating that an operation was currently being done. Midnight walked up to them, they turned to see him coming up and immediately ran up to him crying.

"Girls? What happened to AJ?" He asked.

"I-it was an accident." Rarity cried looking up to Midnight through her tear stained face, That was when Midnight noticed the heavy orange stain which covered most of her face.

His eyes went wide seeing how large the stain was. "Where is she?" he asked as they all looked to the operating room door.

Without a word he pressed gently through the group of girls and through the door. It swung closed behind him. The girls sat there holding each other crying softly as they wait.

XXX

Midnight strode through the door to see several unicorns all working feverishly on the orange earth pony on the table. She was unconscious and hooked up to several machines. One was breathing for her while another was taking her vitals.

"What is he doing in here? Get him out of here!" One of the doctors yelled to an orderly who quickly ran up to the Alicorn.

"Sir you need to leave. This is no place for........" He was cut off as the heart monitor flat lined.

"She's crashing!" One of the doctors yelled grabbing some panels to shock her back to life.

The orderly suddenly felt a cold chill run through his body as Midnight leaned down to speak into his ear.

"Move." Midnight spoke, ice and death behind his voice.

The orderly shook, frozen in fear as Midnight walked past him.

"She's flat lining, hit her again!" A doctor yelled again then noticed the Alicorn approaching.

"What is he still doing here!? I said to get him..............." He was cut short by Midnight as he shouted.

"SILENCE!" He paused seeing everyone motionless. "Diagnosis." He spoke only to receive silence.

His mane began to turn a bright red and grow as he looked to a doctor who was shaking in fear.

"I...... said........ DIAGNOSIS!" He shouted again.

"Severe blood loss, punctured right lung which is also collapsed." He squeaked.

Midnight strode over to AJ a tear running down his face hearing the heart monitor screaming out a long flat tone. His horn began to glow gaining luminosity as each moment passed. The light consumed the room quickly.

XXX

Outside the room the girls sat shaking as they heard Midnight shout, not out of fear, but with worry. Until they saw light seeping through the cracks around each of the doors. Upon nodding to each other, no words were exchanged. The girls strode quietly through the door, gasping at what they saw. Midnight was glowing white, his horn engulfed with magic, his frame and AJ's floating in the air, his arms wrapped around her still frame. They stayed that way for what seemed like an eternity until the magical glow soon began to fade then vanished. Midnight falling to the floor on his back with a loud thud, AJ resting on his chest. The girls made way over to him as the doctors came out of hiding. They gathered to see that both Midnight and AJ were both breathing and asleep. Midnight's mane flickered lightly, almost non existent as they lay there.

A unicorn doctor came over to the two looking at Midnight. He quickly cast a spell on him gasping. He went over to the wall pressing a button and speaking into it.

"Code black, level 1, operating room 3!" He shouted, his voice resounding over the loudspeakers.

After a moment several unicorns came rushing into the operating room, then a few more. This kept up until the room was packed with unicorns all of there horns glowing brightly.

"What's going on?" Twilight asked the doctor.

"This Alicorn used a forbidden spell to save this young mares life. He is going to die if we don't get his magic level back up within the next two minutes." He said ushering them to the side of the room as it was impossible for them to leave due to the amount of unicorns inside.

Dash floated above the large group seeing AJ suddenly lifted and floated into another room.

"They're taking AJ" She shouted quickly flying after her into the room, leaving the rest of the girls behind.

"Ladies, I need you to listen. What you are about to see is going to be unpleasant. Do not under any circumstance intervene. If you stop the process for any reason, the Alicorn may die." He said gaining their attention.

As he finished he yelled back to everypony. "BEGIN!"

A flash of light filled the room, then screams of pain. Midnight was now floating in the air screaming and thrashing wildly. His legs and wings were quickly bound with magic. His body in full magical restraints. His screams echoed through the hospital shaking its very foundation, until only silence followed.

He was placed onto a gurney and wheeled away into the other room with AJ. The unicorns quickly left the room, the stench of sweat being left behind, Many of the unicorns panting heavily from over exerting themselves from the magic being used.

The girls slowly made way into the back room seeing AJ and Midnight laying in separate gurneys side by side. Heart monitors and IV's in place. They gave a sigh of relief moving to between the beds. Applebloom jumped up laying at her sisters side. Sweetiebelle in her sisters embrace, and Scootaloo hugging onto Dash. It was going to be a long night.

XXX

Morning arrived without notice in the windowless room. The clock on the wall ticked away as the time passed by.

"Oh man....." Midnight groaned as he stirred.

"What happened?" he said as he looked around seeing all eyes fall on him, which immediately began to water.

"Oh God! Is AJ alright?" he shouted raising up only to recoil in pain laying back down.

The girls moved slightly so that Midnight could see AJ across from him at his side. He looked over giving a sigh of relief. He looked to see her heart monitor going strong. He turned his gaze back to the group.

"I'm glad she made it." He sighed resting again only to cringe as he felt three sets of hooves climb onto his chest. Three little fillies quickly hugging him around the neck crying softly.

"I'm alright girls." He smiled hugging back. The group of mares all smiling at the scene before them.

"Where's mah hugs?" AJ spoke up as she looked to everyone who quickly turned to her.

"AJ!" they all shouted.

"SIS!" Applebloom shouted over them all jumping from Midnight to her sister hugging her.

"Are ya ok sis?" Applebloom cried.

"Ah'm fine. Ah don't feel any pain a'tall. Which is kinda strange considering the damage.............." She said lowering the cover to see no wound at all.

"What in the..........?" She began then remembered seeing Midnight in the bed next to her. Her head shooting around to see him smiling gently.

"Yea, sorry AJ, I did it again." He smiled.

AJ sighed shaking her head. "Yer just to nice Night."

"You know ya love me though." He chuckled then cringed in pain.

"Night?" AJ spoke getting out of bed and moving to his side. The others trying to stop her only to be pushed away.

"I'm fine, I just used up my magic again to save you is all. I should be fine in a day or so." He smiled reaching a hoof out to her, AJ taking his hoof with hers.

"Alright then, but ya better stop this or ya just might kill yerself next time if that ever happens." She laughed through teary eyes.

"Heh, I'd do this again and again if it meant saving you girls." He chuckled, wincing in pain again.

"Everyone smile!" Pinkie shouted as she bounced over to them pointing to the camera she sat up a few yards away.

"Huh?" they all shouted as they turned to see the camera. *SNAP*

XXX

It was Hearthswarming Eve in the palace. Luna and Celestia sat quietly opening a few gift's they had received from some of their closer friends. Luna opened a large box giving a girlish squeal as the paper was quickly torn from it.

"WOW!" She spoke in an almost inaudible voice as she stared at the massive telescope before her. "It's from Midnight, Tia." She giggled pulling the wrapping tag up to her vision. "What did he get you............?" She trailed off looking to her sister who was crying and looking an opened box. Luna trotted over to her to see what was causing her sister to cry. As soon as she saw it her eyes watered as well before they both burst out laughing.

They fell over laughing as the pictures fell to the floor. On them were the mane six, the Crusaders, and Midnight in the middle of each picture.

The first picture shows all of the girls looking at the camera with a 'Huh?' expression splattered across their faces, except Pinkie who was at that moment was smiling as she was placing a set of bunny ears on Midnight.

The next picture it shows them all smiling except for Midnight who was looking up at the bunny ears, his face in shock.

The third picture was of them all laughing at Midnight who was fuming at Pinkie, who was just rolling around laughing.

The fourth picture was the best. Midnight had his arms crossed, a smug grin on his face as he faced the camera but looked to the girls near AJ's bed who all now had bunny ears instead of their regular ears.

The fifth picture the girls were running after Midnight who bolted from his bed, only his flank and tail could be seen in the picture.

The sixth and final picture showed them all in a group photo smiling. Three of the mane six to each side of Midnight smiling. The Cutie Mark Crusaders in the front smiling, with the words, 'Happy Hearthswarming from your friends.' across the front.

After their fit of laughter the two Princesses opened the box again that the pictures were in to see a Beautiful chocolate covered cake. A bright red cherry in the center and strawberries adorning the rim of it. To the sides of the cake in the box were four cupcakes. One each one had something written on them. A post it note was in the inside flap of the box stating to not use magic on them or the consequences would be terrible. And also to place the cupcakes in a specific order.

Celestia use her hooves to place the cupcakes in order, They read

'The' 'Cake' 'Is A' 'Lie'

Celestia rubbed her chin in thought as Luna cut a slice of the cake placing it on a plate.

"What do you suppose the letter meant by not using magic on them Tia?" Luna asked as she attempted to use her hooves to use the fork to cut a small piece of cake, but failing miserably.

"I don't know." She said as she turn to see Luna growling at her piece of cake because she couldn't use the utensils.

"Well, using these blasted things by hoof is impossible. I'm using my spells." Luna grumbled using her magic to lift the plate and using the fork to cut a piece of the cake. She smiled as it floated to her mouth, her lips closing around the small bite. Her eyes shot open as she pulled the clean fork from her mouth. She repeated the action again, then again and again until the cake was gone from the plate. Luna's face flushed bright red, her cheeks puffing out as she tossed the plate and fork into the fireplace storming out of the room.

Celestia looked at the cake repeating Luna's first motion with magic, As her lips closed around the cake on the fork it disappeared into thin air. She did this action once more to be sure before giggling. She then took the fork in her hoof slowly cutting a piece of the cake then slowly training it to her mouth. Upon her lips closing around it this time it did not disappear and she was rewarded with the most excellent cake she had ever eaten.

She continued savoring each bite she took until that slice was gone. She looked back down to the pictures softly speaking to herself.

"Oh Midnight, I see you got a hold of the Cakes special cake recipe." She giggled as she took another slice of cake onto her plate.

XXX

The girls had all arrived at Twilight's. Each gathered around the tree and pulling presents left and right. Pinkie was of course the first to go but was warned to take caution with opening her present.

As she slowly opened it she smiled widely pouncing Midnight and giving him a bone crushing hug then rushed into the kitchen to grab some plates and silverware. It was a cake exactly like the one he had given Celestia. Pinkie already knew about it from previous years so she knew about the note that was also attached to the inside of the box.

Next up was Rarity who opened a large bag seeing countless flawless gemstones then looking up to the two of the largest gemstones she had ever seen, She immediately tackled Midnight kissing him repeatedly.

Next up was Spike who had been eying the giant gemstones since he walked into the room the previous day while everyone was in the hospital. After Rarity moved her giant fire ruby and diamond to the side Spike dove at the other largest fire ruby munching at it happily.

AJ was next as she opened her present revealing a brand new stetson hat. She looked at a small note attached to it that read. "I hope you like this hat AJ, I had it enchanted just for you. It will keep you warm in the winter and cool in the summer."
She smiled giving Midnight a kiss making him blush.

Next up was Rainbow Dash. She tore open her present with vigor, she froze for a moment bringing out two tickets to the Wonderbolt's show next spring. After a few second of shaking she fell over out cold a wide smile plastered across her face.

Next up was Twilight. She already knew that she was getting a book so at that moment she wasn't to surprised. That is until she read the title and screamed jumping around the room in glee.

"OHMYGOSH! How did you get this?!" She squealed to Midnight.

"I scanned the copy the princess has and made you a copy. Now you can say you have one of the only two existing copies of the oldest book in Equestria." He smiled and was immediately pounced by the purple unicorn and smothered in kisses.

Finally we reach Fluttershy and Big Macintosh. They had been advised to open theirs together. As they did however both burned a bright red. Big Mac almost catching on fire from burning a brighter red than his coat. They looked to each other giving a shy smile.

"So.... Uh Shy. Would you like ta go grab dinner sometime?" He spoke while rubbing the back of his head nervously.

Shy moved forward gently pulling his arm to her chest holding it gently. Lowering her head and placing it on his chest.

"I thought you'd never ask." She spoke quietly causing the room to burst into a cheer.

As the night progressed Sweetiebelle and Applebloom opened their gifts. AB getting a new pair of bucking shoes and a TV. Sweetiebelle getting the sweater she knew she was going to get and a bottle of fancy perfume.

The night went by slowly as they sang songs and played games. Sharing Pinkie's cake and also playing the cake is a lie prank on the two unicorns, everyone laughing at them then letting them in on the joke after a couple thin air bites.

"This is a holiday to remember." Midnight smiled as he watched everyone enjoy themselves.

"I defiantly can't wait until next years celebration."

62. Becoming popular has its drawbacks

Authors Notes: This is just a filler chapter to give you guys a relative feel as to how Midnight thinks and wants to live. It is short and not elaborate. It doesn't play to much into the overall storyline but helps you 'Get-to-know' the main character.

The group of ponies had arrived at the castle in a very short time as it was only a few hundred yards from the castle itself. Rarity looked to Midnight silently asking him what the princess could want from him. He gave a shrug as they continued walking into the castle. Celestia looked back seeing their wordless conversation and decided to interrupt.

"Midnight my dear." She began as his attention came to her. He trotted up next to her as she began again. "That music you played earlier was remarkable. Was it from your world?" She asked giving a warm smile.

"Y-yes, It's from many years ago by some very, now famous, musical talents." he smiled back.

"Were they not famous then?"

"In a manner of speaking yes. Although one of the composers were deaf when he created one of the musical masterpieces I played."

Celestia stopped for a moment causing Midnight to stop a few steps ahead of her. "How is that possible that a being could create such a wonderful work of art like that and be deaf to the sounds needed to produce it?"

Midnight gave a shrug. "I have no clue Tia, sometimes greatness does not need to have an ability in order to create something that would have needed that ability in order to make it art."

Celestia placed a hoof to her chin in thought for a moment before continuing her trot into the castle, closely followed by Midnight and Rarity along with a few guards.

XXX

They had arrived in the dining hall along with several other ponies that had decided to join them. One being Princess Luna, another being Prince Blueblood, who upon seeing Rarity took the seat furthest from her at the far end of the table. Rarity gave an evil smirk at a bowl of potato salad and then to Blueblood. That was before Midnight gave her a nudge.

"You asked me to behave, now I expect you to as well." He gave a soft snort as he followed her vision and knew what she was planning. She looked up to him with a pouting lip.

"Nope, not guna work this time. You may not like him but that doesn't give you the right to continue torturing him whenever you see him. Now stop this or I'll make you apologize to him." He stated looking over to the cowering unicorn.

Rarity gave a soft gasp of disbelief looking at Midnight, then to Blueblood, then back to Midnight. She gave a huff gritting her teeth as she whispered. "Alright."

Midnight gave her a smile turning back to the Celestia but stopped as he watched Rarity move her hoof from her eyes to him then back again. He gave her a quick prod causing her to giggle then snap her attention back to him giving him a dirty look. He smiled doing the same gesture that she did causing her to cover her mouth to stifle a laugh. He just smiled before turning his attention back to Celestia.

"So what's the occasion Tia?" Midnight asked looking to her as she had just finished taking a bite of food and swallowed.

"Well my dear, I have some good news that you are a part of as well." She smiled happily causing Midnight to cock a brow in interest. "You are going to be a father of a healthy baby boy."

*THUD*

"Midnight?!" Rarity squeaked seeing the out cold Alicorn on the floor with a smile spread across his face. Rarity quickly grabbed a cup of water splashing it on his face causing him to bolt upright gasping.

"HUH!? WHA!?" he shouted looking around seeing everyponies smiling faces. Including Prince Blueblood who came over and gave him a hug.

"I am going to have a baby cousin! This is fantastic news." Prince Blueblood smiled happily.

"Yes, another young prince will be born. I simply cannot wait to see the young one." Rarity smiled dabbing her eyes gently with a napkin to soak up the welling tears.

"Tia, I..... I am beyond words. I cannot express how happy I am to hear this." Midnight smiled as tears streamed down his face.

"I am as well my dear. I had also wanted you and Rarity here so that I may ask her something as well." Celestia smiled catching Rarity's attention.

"Princess?" she asked, curious.

"I will be holding a baby shower in a few months and would like for you to help host it." She smiled.

*THUD* Rarity hit the floor out cold, a wide smile across her face this time.

"I am beginning to think that they have something that could be contagious." Prince Blueblood mumbled to no pony in particular.

Celestia gave a soft laugh as Midnight pulled Rarity upright fanning her face until she awoke.

"Oh.....MY! Princess I would love nothing more than to help host the baby shower." Rarity squealed with glee causing her to laugh again.

"Thank you my little pony. I look forward to the event. However in the meantime. Midnight?" She said looking to the dark Alicorn catching his attention again. "Would you do me the honor of playing us a song?"

Midnight puffed his chest out proudly. "I would be honored." He smiled giving a bow as he trotted toward the grand piano just across the room. He sat down, his horn glowing as it did before in the Cathedral, manifesting tangible ethereal hands over his hooves. He lowered them to the piano as the song began.

After the song ended Midnight turned to everypony seeing them in tears, even Celestia was crying with a weak smile adorning her face. He stood slowly trotting over to Celestia and gave her a gentle nuzzle then to Rarity doing the same.

"That was beautiful darling." Rarity spoke in a broken tone as the tears fell from her face. Midnight leaned down kissing her gently.

"Midnight my dear, would you like to have the honor of composing or playing music in the Cathedral on a regular basis?" Celestia asked waving a hoof for him to come over to her.

Midnight made his way back to Celestia giving a nod. "If that means I could have a job doing something I love to do then by all means. Yes I would be honored in playing there for everyone."

"Huzzah!" Luna shouted causing everypony to giggle at her enthusiasm.

"So when would you like to start?" Celestia smiled looking to Midnight as she spoke.

"I get to choose when to start?" Midnight asked in a rather shocked tone.

"Yes my dear. Are you not aware of how musicians work?" Especially those that play in esteemed theaters?" She asked looking at him with her head slightly tilted.

"Not really. I've always just played music for fun. It wasn't until recently that I felt the need to pump out a few tunes." He laughed nervously causing Rarity to roll her eyes at the remark.

"Well, in either matter you are free to schedule a concert at the Cathedral anytime you deem appropriate. Please remember to plan them at least a month ahead and schedule a time that will not interfere with other musicians." Celestia smirked at seeing Midnights smile.

"This has got to be the best thing to ever happen to me!" Midnight laughed.

XXX

"This has got to be the worst thing to ever happen to me!" Midnight groaned looking over all of the paperwork for his first scheduled performance in the Canterlot Music Cathedral. He was taking his time going over the paperwork and gawking at how much it was to actually rent the Cathedral for a single hour. It had also a minimum charge for three hours in place.

"I'm just Lucky that my first performance is free so that the revenue I get can go toward renting the Cathedral for a later date." Midnight sighed as he tossed the papers back onto the desk frustrated.

"Well darling. Fame does have its perks once your name has gotten out." Rarity swooned at the thought of her fiance becoming a celebrity.

"You know, after all the crap I have been through in life, I never once thought of being pulled into another world and becoming a celebrity by playing the music that other artists created in my home world here. I am not only ecstatic, but shocked beyond belief as well. This has been a nightmare and dream come true all rolled into one." He chuckled.

Rarity came over to him with a questioning look on her face. "You mean to tell me that the music you played before was not your creations?"

"Nope, Its all from my world. Like I said before, I love to play music. I don't really have the talent to actually write any." He sighed.

"That's fine darling. It shouldn't matter since the music is from your home world. Just don't let that slip out and you should be making more fans and money than you can handle."

"That's another thing I'm afraid of. I don't want to have all of that. I'm perfectly content with my current lifestyle. I mean look at it. I'm engaged to the most beautiful mare in Equestria." Rarity blushed furiously at the comment. "My fiance has given me permission to have an open relationship. I have wonderful friends. I am in fantastic relations with a Goddess of the sun and moon. I will be a father soon, albeit with a Goddess but DAMN! I have the ability to use magic and to fly. And to top it all off I am a freaking ALICORN! Just this alone makes me happy. I shouldn't need anything else. I actually don't want anything else. The only reason I'm doing the theater thing and playing music for money is to have enough money to help support you and myself. This.............. this is all to much." Midnight gave a sigh falling to the floor letting his legs and wings fall limply into a sprawling pose. He actually looked like a giant piece of roadkill that was set ablaze on the floor of the boutique.

Rarity trotted over to him laying down next to his head as she spoke. "Darling, nopony is forcing you to do these things. If you want to just stay here at the boutique and help me with my work I would be more than happy to have you. Just remember to not push yourself. You may be an Alicorn right now, but deep down in that big heart of yours is the human that came into this world. I am perfectly content at the moment. I could not have asked for a better life. Well, except for being extremely rich and popular." She giggled causing Midnight to roll his eyes at her. She reached out a hoof giving his should a playful nudge. "Oh come now. I have always wanted to be popular and live in Canterlot among all the sophistication. I just happened to fall into the arms of an Alicorn in the process of doing so is all." She giggled giving his nose a quick kiss.

"You are too much at times." Midnight laughed raising his head and looking at her with a cocked brow.

"I know, but you love every minute of it." Rarity teased.

They began to move to each other for a kiss but stopped as Sweetiebelle walked into the room. She gawked for a moment before pulling a hoof up and covering her eyes.

"Proceed." she giggled.

Midnight and Rarity smiled giving each other a little kiss then pulling apart.

"Alright Sweetie it's over." Rarity smiled causing Sweetiebelle to lower her hoof with a relieved sigh. She began walking toward the kitchen when Midnight called out to her.

"Sweetiebelle." He spoke, watching as she turned around, just as she did he reached up and kissed Rarity again.

"EWWWWW EW EW EW!" Sweetiebelle groaned running into the kitchen causing them to laugh loudly.

79. Getting to know the Element of Chaos

It had been about a week since Discord had been released into the world with most of his power sealed away. He had found contentment in listening to Midnight every chance he could get. Learning new ways to improve himself and his abilities, how to become a better friend, and how to live a normal life. Well, as normal as one could live, being the embodiment of chaos. However during his time spent in Ponyville, most of the towns residents had not taken a liking to the idea of the being once responsible for turning their town upside down with chaos, to becoming a resident of the area. Many shunned him whilst he walked alone. Ever so often he would do a magic trick or something fun in his taste of the word, to try and cause them to laugh. Sometimes it would work, others it didn't. During that week in Ponyville however, he had amassed quite a few friends. The elements, although a little skittish at first, warmed up to him and his antics. He in turn got to know each of them first hand as he began to hang out with each of them. After speaking to them all, he had come to find Pinkie Pie to be the most fun to hang around with, spending several days at Sugar Cube Corner talking to her and even helping out in the kitchen by cooking and even manifesting special treats that only he could muster. The Cakes, including the foals found his presence much like a refreshing breeze that would blow by you on a cool day before stopping and letting you warm up once again. The foals however, loved him while he played with them. Doing all sorts of chaos related magic to make them gawk in awe then burst out laughing in glee. Hey, babies have simple thoughts and needs. It's easy to please them, and Discord was eating up their attention. At one point even asking if he could babysit them with Pinkie Pie. Although a little hesitant, the cakes agreed, but Pinkie would have to be present with him during his sitting times.

After another week of scouring the town to make friends, Discord had come to realize that most of the ponies now knew that he really meant what he said by asking for a second chance. He worked hard, forcing his boredom into oblivion at tasks he thought to tedious and to time consuming to do. Bringing forth the information that Midnight had explained to him time and time again. Ever so often he would run across a pony that wanted to do a prank on a friend but needed a little magical assistance for the process. Discord had become the go to guy for all things prank related. This, in turn, got him a job at Gilly's Gag's and Gift's shop. (Remember the episode where Pinkie and Rainbow Dash came out of a building shaped like a jesters hat? Yep, that's the name of the shop) Being an expert in chaos and pranks, customers, comedians, and even nobles looking to have a little fun would come from far and wide to talk to the one and only Discord. God of Chaos, to obtain ideas and even products to help them prank others with.

After a month had passed by, Discord had finally become a full fledged member of society, accepted now by the majority of Ponyville, with the exception of those who still held a grudge against him. He had obtained many friends far and wide and would visit them on a regular basis to say hi, or help out in some way. It was a new life for him, a new start, and nothing was going to get in the way.

"GET OUT OF THE WAY!" Shouted Midnight toward Discord just before crashing into him. They tumbled over the dirt road before skidding to a stop.

"Do you think you could have given me a little more heads up, that actually hurt a little." Discord groaned as she sat upright rubbing his head.

"Sorry about that. Dash has been teaching me some new tricks and I haven't quite gotten the hang of them yet." Midnight chuckled.

"Can't you just do that spell thingy where you look into her mind and relearn everything she has already learned?" Discord sighed.

"I could, but what would be the fun in that?" Midnight laughed as he flapped his wings a couple of times to start hovering just above the ground.

"You think learning is fun? GAG me with a spoon." He groaned in disgust.

"Discooooord." Midnight began as he eyed the draconequus.

"Yea yea, I know. Learning something new is a blessing, Take what you can get when you can get it, and so on and so forth, blah blah blah......." He trailed off as he continued walking toward his destination.

Midnight gave a heavy sigh as he watched Discord walk away. Rainbow swooping down next to Midnight as he was lost in thought. Landing onto his back and wrapping her hooves around his neck catching him off guard.

"HEY!" He began before seeing her as he looked to the side.

"Hey yourself. What's up with sourpuss?" Dash said as she nodded toward Discord as he walked away.

"I'm guessing he is bored out of his mind. Care if we wrap up and I go talk to him?" He asked, getting a nod from the sky blue Pegasus.

"Great." He smiled as he took off after him. Dash spinning in the air, confused as to how Midnight could move like that.

"After about a minute of quickly trotting, Midnight had arrived next to Discord who had just kept his talons up under his chin, scratching it lazily as he walked.

"Penny for your thoughts." Midnight smiled softly to the draconequus.

"You know, I haven't been here long but I feel as if it has been an eon already. I've made friends, helped out many ponies. Even gone as far as to help others out of just the sheer kindness of my heart, and most of the time I still wanted to turn them into something random at some point, but I resisted the urge as it hit me. I don't know how much longer I can last in this hellish environment without a lot of chaos going on at once." Discord groaned falling back onto the ground.

"Well, I did have an idea that I was saving for later, but you would have to get approval from the princess in order to start it up." Midnight grinned seeing Discord's face light up.

"Well. Don't keep me waiting. You know how I hate waiting." He laughed.

"I was thinking you could probably start up an amusement park." Midnight smiled only to cause Discord to give a 'HUH!?' expression.

"What?"

"Yea, you could do that, but give it a chaotic twist. You know, being able to walk upside down through a plethora of stairs that doesn't go anywhere, also change the gravitational pull of a selected area to push and pull ponies all around. I'm sure you could come up with an idea or two. Hell, invite Pinkie, I'm sure she would love to give you ideas." Midnight grinned playfully nudging the draconequus.

"That pink pony is by far, the most fun, ball of energy, I have ever had the pleasure of meeting. She is so random that it throws even me for a loop." He laughed as he gazed up toward the clouds, a dreamy look on his face. Midnight noticing this and deciding to have a little fun at Discords expense.

"So I take it you like Pinkie." Midnight spoke in a rather plain voice.

"Yea she is one random pony, wait, what did you just.......... Oh no..........." Discord trailed off as he watched a grin spread across Midnight's face.

"No, You better not." He spoke as Midnight began to turn toward Ponyville.

"I mean it." Discord smirked seeing the Alicorn turn his head and talk.

"I had better not what? I'm just going into Ponyville." Midnight smiled innocently.

"You know what I mean." Discord chuckled following behind Midnight as his trot speed picked up.

"I have no clue my friend. I was just going to Sugar Cube Corner to get a few goodies. Don't you want a treat?" He grinned.

"Yeaaaaaa, NO! I mean No!" He spoke up in a mock scowl.

"Yeeeeees you do." Midnight grinned as his trotting became a slight gallop, Discord hot on his heals as he began to fly after the Alicorn.

"No, don't you dare tell Pinkie!" Discord shouted.

"Don't tell me what?" Pinkie spoke up as she popped out of a bush next to both of them, in turn making them fall flat on their faces into the dirt path.

"PINKIE!?" Discord shrieked in surprise causing her to fall over laughing at the expression he was giving. After a few moments of gathering himself, and giving Midnight a glare, he walked up to Pinkie rubbing the back of his neck nervously.

"Well? What didn't you want to tell me? OOOOOOO Is it a secret? I LOOOOOOOVE secrets. I promise I won't tell anypony." She smiled happily.

Discord looked back to Midnight who just smiled at him nodding toward Pinkie. He gave a sigh lowering his head as his eyes looked up and into hers as she smiled in front of him.

"Pinkie Pie, I know we've been friends since the day Celestia allowed me to stay in Ponyville. I have grown quite attached to you." He smirked as his chaotic nature began to take over slightly as he suddenly became Pinkie's Mane and bounced with her as she giggled. "I feel as if we have grown very close to one another and feel as if I should explore this further." He said but was cut off.

"Me to silly nilly. I didn't really think much about it at first, but with you spending most of your time with me and the Cakes, us always having fun together, and you helping me throw the best parties I have literally ever thrown before. I think we should go out on a date sometime." She smiled causing both Midnight and Discords jaws to hit the ground so hard they left an impression of the word DURRRRRR in it.

"Wow, I honestly never expected that answer." Discord spoke out in total confusion.

"Let me be the first to tell you this Discord my friend. Pinkie is basically the embodiment of randomness as well as laughter. I can honestly say that within all of my time spent in this world. Not once have I been able to pinpoint anything that Pinkie has done." Midnight chuckled. "So this is going to be very interesting in the least, and possibly the end of the world as we know it." He laughed causing them to laugh as well.

"Yea, me and Pinkie dating? I never thought that would happen either." Discord chuckled.

"Why not? I'm random, you're chaos, we should totally get together and create some random chaos." Pinkie smiled causing Discord to look to Midnight, and him back before speaking.

"I like the way she thinks." Discord smiled before stepping forward and offering an arm to the pink earth pony. "Shall we go?" Discord bowed to her as she placed a fore hoof through the loop in his arm.

"Let's." She giggled as they began to skip down the dusty road leaving a bewildered Midnight in their wake.

"Alright then. Either this has gone drastically wrong, or the world has come to an end." Midnight said as he shook his head in confusion giving a chuckle as he watched the two skip down the road.

94. Foal sitting, potions, and training like a human.

"WAAAAAAAAAAAAAAAAAAAAAAH!" Came the voice of Starlight Flame as it cracked a few windows in the room he was in. Celestia lowered her ears as the ear splitting scream erupted from the tiny foal. She had been attempting to feed the foal but was failing as he kept pushing the bottle away. A quick check of his diaper and it was as dry as a bone. Celestia was now at her wits end in dealing with the foal. She had no experience in all the years she had lived in dealing with a foal. She had read countless books on parenting and taking care of young but having to deal with it first hoof was starting to make her crack.

The maids and butlers had all but given up trying to console the foal, even a few guards with children of their own backed away from the deafening scream of the foal. It had literally gotten to the point where Celestia was considering using magic to keep the foal from screaming. That was of course before she looked out the window seeing Midnight making his approach toward the castle.

"Oh thank the maker." Celestia sighed as her horn lit up. A loud crack resounded through the room as Midnight along with Twilight on his back appeared in a daze in Celestia's quarters.

"Wha.... huh?!" Midnight spoke out in surprise as his flight was suddenly halted by the summoning spell of Celestia.

"Midnight, You are officially on foal sitting duty as of now." Celestia spoke out quickly hoofing the foal to him and exiting the room with haste. He stood there in shock for a moment as everything happened so quickly. That was before Starlight began his new marathon of screaming. The two covered their ears for a moment as the scream rang out finally shattering the window in Celestia's room, tiny shards of glass falling to the floor and balcony.

"What in the name of Celestia is making him scream like that?!" Twilight managed to shout above the scream from the foal.

Midnight stood there for a moment looking at the foal floating in his magical grasp. The baby would stop for a moment to look at him then began to scream again. He gave a smile to the foal which caught his attention as the volume to the scream came to a halt, the foal giving a little sniffle as it looked up to him with those brilliant blue eyes. Midnight smiled again opening his mouth slightly to make a slightly silly expression causing the foal to smile.

"He just wants to play is all." Midnight smiled as he pulled his hooves up in front of his face.

"Where's daddy?" He spoke softly in a playful tone causing Starlight to giggle softly.

"HERE HE IS!" He spoke quickly in a little louder tone causing Starlight to giggle loudly throwing his hooves about. Midnight continued with this playful act for a good ten minutes until Celestia slowly made her way back into the room, a shaking cup of coffee in her magical grasp.

"How in Equestria?.............." She trailed off watching Midnight play with Starlight. He had sat the foal onto the floor and began bouncing playfully around him causing him to giggle and cackle loudly at the antics of his father. Celestia came over to Twilight who was at this point holding a broom in her mouth to sweep up the fallen glass from the shattered window.

"Let me handle that Twilight, I know this must be hard for you." She smiled as Twilight gave her the broom and dust pan.

"It's no trouble at all princess, in fact it is helping me learn a little more about how tough it is to be an earth pony. I never knew how hard others had to work without using magic." She said as she watched the princess quickly clear the glass from the floor.

"Tia! Tia look!" Midnight spoke suddenly causing the two mares attentions to be drawn to the foal who was slowly pushing himself up onto his legs. He was a little shaky for a moment but slowly began to place one hoof in front of the other as he finally took his first step.

"Such a smart young colt aren't you?" Celestia giggled coming over and giving Star a gentle nuzzle. The foal giggled pushing himself up onto his back legs as his front legs gently wrapped around Celestias nose.

"He is just so cute." Twilight smiled as she trotted over, taking a seat on the floor near him. Star quickly noticing the purple unicorn and making a shaky turn as he began to slowly walk toward her. Twilight's eyes went a little wide as she watched the foal slowly making his way to her. She looked from him to Celestia and Midnight then back to the foal wondering what she should do. "Um............" She began to slightly panic.

"It's alright Twi, just play with him." Midnight smiled nodding to Star.

"But I've never played with a foal before." She sputtered as Star finally made it to her and nosed her arm upwards.

"I keep forgetting that you were a bookworm since birth. Remember what I was doing a few minutes ago?" Midnight sighed before continuing.

"Yea, should I do that?" Twilight asked as she noticed the foal making a sad expression.

"I would suggest it unless you want to upset him." Midnight chuckled watching Star begin to huff a little.

Just before Star could let out a cry Twilight pulled her hooves up in front of her face. "Where's Twilie? THERE SHE IS!" She smiled causing the foal to giggle softly. She continued this act for a few more minutes until Star was bouncing around her happily.

"She seems to have the same problem as I." Celestia chuckled at Twilight while speaking to Midnight.

"What? Your sheer lack of knowledge on how to take care of a foal even though you are eons older than me? NAH! Perish the thought." Midnight chuckled seeing her disgruntled expression.

"I will admit that in all my years as the ruler of this world I had never thought on how to take care of a foal, running this nation has taken all of my time along with taking care of my sister." Celestia sighed as she lay onto her bed watching Twilight play with Star. Midnight taking a seat at her side watching as well.

"You should really take some time out to read a few books on parenting Tia, and speak with a few ponies that you know have a family. You would be surprised at all of the details you can learn about bringing up a foal.....*sniff*........... I have raised quite a few cousins in my past life *sniff sniff* phew what is that smell?" Midnight wrinkled his nose as he covered it with a hoof.

"That would he a good hint to change a certain foals diaper." Celestia giggled as she got up from her bed heading over to the crib station next to her. Twilight bringing over the foal as it bounced around her while she walked.

"Up we go little one." Celestia giggled to Star as she lifted him into the air with her magic and quickly placing him onto the changing station. After a few seconds he had been cleaned and changed, then released back onto the floor as Twilight and he began to bounce around the room playing.

"You know Tia, I can recommend a good foal sitter." Midnight smiled giving her a nudge.

"Really? Who would that be?" She asked.

"Pinkie Pie, she foal sits the Cakes children all the time when they need a break. From what I've seen she does a fantastic job. Being the element of laughter has it's perks when it comes to foals." Midnight chuckled thinking back to when he watched them play.

"Doesn't she reside in Ponyville though?" Celestia asked giving a slightly fearful expression.

"Yes, but don't worry. The Cakes foals are a unicorn and a pegasus. She should have no trouble with Star after dealing with those two." He chuckled.

"Uh....... Princess." Twilight spoke out garnering the two Alicorn's attentions. They looked over just in time to see Starlight's horn begin to glow as Twilight was slowly lifted from the floor into the air.

"Is that normal?" Midnight asked watching the scene unfold.

"Not for a unicorn or Alicorn." Twilight spoke out as she spun slowly in the air amongst the giggles of Star.

"I'm starting to think that this is going to be a lot harder than I had originally planned." Midnight chuckled nervously just before Starlight dropped Twilight onto a large pillow.

"I'm thinking the same thing." Celestia sighed.

XXX

A few weeks had passed by since Starlight's first use of magic. During that time he had grown a little and began to use magic sporadically. At times it would be just to play while others it would be when he was upset and noone would play with him. This in turn caused quite a bit of destruction around the castle. Although the amount of magic being used by Star was small, it was in fact very potent and could cause quite the bit of chaos. A few rooms had been set up with magical barriers to prevent him from using his magic, This was for the safety of not only himself but to anypony who was with him at that time.

During these few weeks however, Pinkie had made several visits to the castle to foal sit while Celestia dealt with some of her royal duties. In this time Pinkie had grown quite accustomed to the antics and magic use of little Star, always playing and having fun with him at every chance she could. On several occasions the princess and Midnight himself had caught her rocking the foal to sleep after several long hours of playtime. Although rare for the pink earth pony to sit still longer than a few seconds, the site was a welcomed touch to the cycle of the Star's everyday life.

After a month of constant attention the young foal began to try and explore his surroundings, trying his very best to escape his room at every turn. Celestia had managed to have a special saddle made just for the foal so that it would hinder his magic while they walked about the castle. Although he seemed a bit upset at times for not being able to use his magic or do many of the things he wanted, it was all left in the past as his eyes wandered the great castle as he and his mother roamed the halls.

After only a month, Celestia had become accustomed the the cycles of her foal and had learned quite a bit from a lot of her subjects in regards to raising a child. The biggest help was that of the Cakes in Ponyville since they had twins. Little Pound and Pumpkin Cake. On more than one occasion the Cakes had been invited to the castle along with the twins so that the three foals could have a play date. Pinkie Pie, of course, being the moderator of the play sessions while the Cakes continued to give the princess the much needed support of the Cakes experiences with the twins.

Where was Midnight in all of this however? He had visited his son on more than one occasion, even sat and played with him. But as of late he had not spent much time with his foal. Let's take a look and see what's going on with him shall we?

XXX

Midnight had been running errands for Zecora for the past few days, getting some herbs from shops across Equestria so that she could make some exceedingly rare potions that had been hoofed down from past generations of her family. At one point however he had to make a special trip to Canterlot to ask Celestia for some ivory butterfly wings. Even though the stockpile that was there was plentiful, she had been reluctant to release them to any party, even Midnight. However once she learned of Zecora's mission to make some of the rarest potions known to all of ponydom. She managed to part with a small amount of them.

After bringing them back to Zecora, the zebra was so thrilled to obtain the rare ingredients that she failed to notice the kiss she had given the dark Alicorn in her haste to get them ready to add to her already bubbling cauldron. He sat back watching her intently as she added a few items to the pot over the next hour. Idle conversation was exchanged back and forth, although at times it was hard for Midnight to understand what she was saying, her body language made up for what she was saying in the end.

After three long hours Zecora had finished the first batch of potions that had been promised to Celestia and Midnight in exchange for the rare ingredients that had been given to her. After placing the potions into his stash portal Midnight parted ways heading back to the castle to turn over a portion of them to Celestia. Each one had a warning label and specific instructions on what they would do along with which potions to not mix them with and with what foods to avoid eating them with during that day. Some of the warnings stated that in doing so the being who did go against the labeling could experiences mild nausea to death if the right combinations were taken. As for the effects of them, well that is a story for another time.

Midnight had finally arrived at the castle from his trip to procure the potions made by Zecora handing them over to Celestia upon meeting.

"I must say Night, having these extremely rare potions is a blessing. I am rather surprised that you had kept your dismembered wing though. It seems rather.......... disgusting from my point of view. Sorry to say." She spoke giving a slightly disgusted expression.

"Well it was my wing, and I was rather attached to it after all." He smirked hearing one of the guards that was walking with them snort while trying to hold back his laughter.

"I am sure that you were." Celestia giggled at the comment. "But now that you have so generously donated it to Zecora, she has made quite a few extremely rare potions to help us in the future should we need them."

"Just glad that I could do my part in keeping everypony safe from harm." He stopped for a moment giving a puzzled expression, Celestia and her guard stopping as well.

"Midnight?" She gave a questioning look before seeing him chuckle and start walking again.

"Nothing, it's just the first time I have used everypony in a sentence without thinking." He smirked.

"I guess that mean you are finally accepting your pony side in your everyday endeavors." She smiled as they had finally arrived at the royal vault.

"I haven't been here before." Midnight spoke as he looked around the area before watching Celestia place her horn into a slot in the door in front of them. Several clicks could be heard as the door slid open revealing the treasure trove inside.. Midnight stopped just outside the door looking in as he gazed upon all of the treasures that lay within the vault. Slowly making his way inside he continued looking at everything within his sight. Countless piles of golden bits lay strewn about the vault as well as several different sets of regalia on several ponyquines much like the ones Rarity used in her shop to place dresses on. He stopped though as he looked upon a painting that looked very old and had a human on it as well as Celestia. Both smiling happily together.

"I see you have located the painting of the first human in Equestria." Celestia spoke softly causing Midnight to jump slightly startled before looking back to the painting.

"So this is the infamous first human in Equestria. That is rather amazing. His clothing looks so ancient though, was that what he wore all the time?" Midnight asked hoping to find out more information.

"Yes, he stated that he lived in the time of knights and kings. His life was that of a farmer whom cared for the lands far and wide to grow food to nurture any and all who needed it. He helped save the first generations of Equestria before we arrived on this planet. Although it was a very sad time when he was lost, I do not grieve for him. It was just over a thousand years ago this day that his life was taken by my sister during her more troubled times. But I hold no ill will toward Luna. The times will go on and memories left in the past. I am just glad that I no longer dwell on previous memories and what could have been.

"I understand Tia, having things happen and dwelling on the 'what could have been' will only bring grief. You are very wise to let those memories drift away. Think of the now and the future. How can we make it better, how can we be there for anypony that needs us? Those are what we should think of." Midnight stopped for a moment bringing up his hoof to rub his chin in thought.

"Night? I see that glint in your eyes again, what are you skeeming this time?" Celestia chuckled only to make him grin.

"Well, from the point I arrived in this world to this point in time that we share currently. This world has been threatened on many occasions and I have had to save the day for most of them. I have a feeling that your military power is rather weak and the only reason the other countries in this world don't attack your land and take it over is because you control the sun and moon. Without them revolving the world would die."

"You are correct on your assumptions my dear Midnight. But what does that have to do with my military force being weak?"

"Well, if your guard were better equipped and further skilled, they could give us all a better chance at survival should another attack take place on Equestria, or even this entire world. Might I ask a favor?" Midnight smirked to the princess who just looked at him, the very thought of her guard being weak starting to gnaw at her.

"What would be that favor?" She asked, knowing what was about to be asked already.

"Let me train your guard. I am sure that all of my previous knowledge in the military would improve your forces vastly to help better protect this world." He said giving a determined grin.

Celestia stood there as a heavy sigh left her. She knew all to well that this day would come and dreaded it. Although her guard was strong, they were in no way capable of handling any of the situations that had previously transpired. Some even fled at the sight of danger, most only having joined the ranks of her guard to gather a good paycheck for seemingly easy tasks of just keeping watch or to protect her on her trips to other places. Had they failed to protect her she could always defend herself. But what was the point of having a guard if they couldn't protect her. She looked to Midnight giving a nod as she spoke.

"You may train them Midnight, but please be warned. I have personally taught the captains of the guard, you will have to prove to them that you have a far greater ability to protect and fight than each of them. It will not be easy to defeat them. Even with magic as an Alicorn."

"Believe me when I say this Tia. I can improve their talents in fighting to protect this world than any other individual could." He chuckled as he left the vault to prepare for the first training session.

106. Popularity Roller Coaster (part 3)

A/N: Shoutout to Zaibatsu for giving me the idea for stalkers. I elaborated on the idea a bit. Thanks bro.

Both Midnight and Twilight arrived at the castle with haste, not wanting to waste any time in telling Celestia what they had found. Midnight had advised Twilight of how to act and not to stare at any other the guards should any of them be the assassin. Once they had found Celestia, Midnight began.

"Tia, we need to have a chat, it is of the utmost importance." Midnight spoke out in a stern tone causing Celestia to cock a brow at him. She gave a nod as they left the throne room heading down a long hall, two guards following them as they went.
"Where is my boy at? I haven't seen him in a few days." Midnight gave a fake smile to Celestia that she quickly noticed.

"He is in my chambers with a maid tending to him. We can go there if you would like to chat and see him at the same time." She smiled back giving a hidden wink.

"Wonderful." Midnight chuckled as they trotted along. Twilight just behind them as was the two guards.

Upon entering her chambers the guards took their stances just outside the room to keep watch. The maid was relieved of duty from tending to the foal and left the room. As soon as the door closed Celestia began to talk but was quickly cut off as Midnight raised a hoof to silence her. She watched as his horn ignited with magic as many different spells were cast around the room. Once he finished he gathered up Starlight and cast several spells onto him as well causing Celestia to become slightly alarmed.

"Midnight? What are you doing?" She asked coming up to him and Star, she casting her own spell to detect what kind of spells had just been cast on Star and the room.

Midnight looked to her with urgency in his eyes. "We have an assassin in the castle, he is one of the elite guard and was hired by the president of the Manehatten Gazette to kill you and Star under certain circumstances." He spoke while still casting spells onto Star and then he began casting them onto Celestia.

"Why are you casting so many different kinds of shield spells? Do you not think I am capable to protecting myself or our foal?" She snorted in slight annoyance before Midnight moved forward giving her a loving kiss.

"I know you are capable hun, I just want to make sure that nothing that could harm you should get through." He chuckled giving her a wink as he cast one final spell onto her and Starlight's mouth.

"What was that spell?" Tia asked as she felt her lips tingle slightly.

"Anti poison and magic spell in case something you eat has either in it. The rest of the spells are roughly the same type of shield spells for your body but at tapered toward weapons and magic even my own magical destructive spells will not work on you now." He smirked as he began casting the same spells onto Twilight.

"Princess, this is very urgent. The president of the Manehatten Gazette is planning on blackmailing you into giving him and his friends possible power over Equestria. We have documented proof of everything here." Twilight nodded to Midnight as he pulled out a computer from his stash portal, quickly opening it and turning it on.

After a few minutes of going through all of the information and several videos, Celestia was dumbstruck on the insane amount of information that was leaked to the press.

"Seems as if I will have to tighten security and find this assassin." She snorted in anger.

"No, don't let up that you know Tia, it could only endanger others and yourself if you let on that you know about this. Just continue to act normal and go about your normal routine, but keep Star with you at all times. If anything happens to him I wont think twice about killing another pony." Midnight stated with ice behind each words.

"I shall keep him with me at all times. But what are you going to do now? If you do not want me to have him arrested, what would you do instead?" Celestia asked giving a hint of fear.

"Oh I have ways of doing things. I am far more skilled in this area than I let on my dear." He chuckled. "Now, as for you." He looked at Twilight. "You are to stay by the princess until further notice. If at any time something catches your eye, use the telepathic link to let me know. I'm going back to the city to do a little reporting of my own." He grinned as he left the room nodding to the guards on his way out of the castle.

XXX

Once Midnight had arrived back in Manehatten, he found a spot on a rooftop and began his task of doing quite a few different things. One such thing was to create some false pictures of the president of the company as well as his friends through the use of magic of course. Creating them by making a clone of himself and transforming it into the pony of choice wasn't that hard. Getting it to do difficult tasks would be the problem.

After taking many pictures and video of the parties in question he quickly made several duplicates and placed them within his stash portal. He made a few files and folders placing tangible pictures into them so that the offending party could take a look at them.

"Alright, now comes the hard part." He spoke to himself as he morphed into the form of an earth pony and made his way toward the gazette.

As he entered the building he looked around seeing how similar it was to buildings in his home world. A nostalgic piece of home right here in front of him.

"Sir?" A mare spoke from the receptionists desk for the third time.

"Huh? Oh sorry about that, I'm just not used to the city, and this building is huge." He chuckled as he trotted up to the desk. "I'm here to see the president of the company." He gave a smile only to get a cocked eyebrow in return.

"Do you have an appointment sir?" She asked as she looked over the books.

"No, but I was sent on behalf of Midnight Flame. I'll take a seat while you let him know." He smiled seeing her slightly shocked expression.

After a few minutes had passed a couple large unicorn stallions arrived in the lobby standing in front of Midnight.
"Sir?" One of them began. "Your presence is requested upstairs."

"About time, I figured he'd send a couple guards down for me." He spoke as he stood up following one guard while the other stayed a few paces behind him. They took the elevator to the top floor, exiting it quickly.

"Sir, we will need to check your saddlebag for weapons or other items." One of the guards said as he stopped Midnight.

After a quick search and scan from the unicorns magic, Midnight was allowed into the room closely monitored by the two unicorn guards. He took a seat around twenty feet from the desk of a large pale grey unicorn with a dusty blue mane that sat behind the desk. This was indeed the pony he had taken the information from earlier the previous two days.

"So I hear that Midnight Flame sent you to me my boy. This is not very pleasing to hear at all. What would the Alicorn want you to discuss with me?" He asked as he placed his forehooves together and resting his chin on them while looking across his desk at Midnight in the guise of an earth pony.

"Well sir, He advised me to give you this folder and tell you one thing." He spoke as he pulled out a small sealed envelope hoofing it to one of the guards. "He says that he is aware of your scheme and has one of his own should you attempt to go through with it. That and multiple copies of these documents are set to teleport to every desk of every president of every paper in all of Equestria." He smirked as he watched the look of horror spread across the unicorns face as he flipped through all of the pictures several times.

"B-but?! How in Tartarus did he get these pictures? I never did any of this?!" He spoke in utter shock throwing the pictures onto the desk and began pacing back and forth. After a few minutes he piped up.

"You tell Midnight that I still have an ace up my sleeve and can stand having these pictures published. But if he does publish them I will take from him the one thing he most dearly loves." He sneered only to see the earth pony before him go wide eyed.

"He never said anything about that....." the earth pony trailed off getting a snicker from the unicorn. "Still, he said that if you didn't surrender the information, he would go through with his plan. It was his way or nothing."

"Big mistake." The unicorn growled as his horn lit up sending a bright ball of light from its tip. the ball floated out the window and into the sky quickly exploding in an array of light before disappearing. "I guess he will have to live knowing he just killed somepony very important to him." He laughed but stopped as he noticed the smile across the earth ponies face.

"Whats wrong? Cat got your tongue?" Midnight spoke as his voice changed to its original tone causing all three unicorns to gasp.

"Get him you idiots!" The president shouted as his horn lit up. Before they could blink all three ponies stopped in their tracks as Midnight vanished. They looked around the room for a moment before Midnight reappeared in his original form in front of the unicorns desk. All three of the unicorns horns lit up for a moment before a bolt of electricity was sent through them knocking out the two guards but only paralyzing the president unicorn. He looked up from the floor gritting his teeth as he let out a loud snort seeing the magic ring placed around his horn. He looked over to Midnight as he began.

"I'll still kill Celestia and your bastard foal." He chuckled with a sinister grin.

'Midnight, the guard was caught, he put up a fight and injured a few ponies but Celestia and Starlight are ok.' Twilight spoke through the telepathic link.

"Seems your assassin failed. Let's go for a little ride shall we?" He chuckled as he teleported himself and the unicorn to the palace.

XXX

After a quick and loud entrance Midnight tossed the unicorn to some of the elite guard as he trotted to Celestia's side.

"This scum is the one who started all of this, I'll gather his friends in time." He grinned.

"You won't find them, and your information is going to be plastered all over the front page. I can't wait to see the ponies of Equestria's faces once they find out all of this information." He spat back as the guards restrained him.

"Tia, you got that potion I asked for?" He spoke looking back to the princess who quickly floated it over to him.

"Are you sure this is needed? I hate to have to use one of these rare potions just for something this small." She sighed watching him consume the contents quickly. His entire frame began to glow a light blue as it quickly began to move to his horn.

"I think your going to like this little spell douche bag, I made it just for you." Midnight chuckled as his horn erupted in magic, the strain of using so much magic at once clearly spread across his face as a beam of light shot straight up into the sky and spread out making a large circle around the entire planet. The circle began to move slowly in a single direction, as it finished a complete revolution it doubled in speed making two more revolutions before stopping and vanishing.

Midnight fell to the floor panting as his magic was completely drained. His body began to glow a bright white as his form began to slowly shift. After a minute the light faded showing a human in Midnight's place.

"WHAT!?" The unicorn shouted in complete shock.

"Heh, guess you didn't know I'm a human from another world did you asshole." Charles laughed.

"Charlie? But how?" Twilight asked as she came forward to his side.

"Side effect from the potion I guess. It's ok, I don't mind staying like this until I get some magic again." He smirked then looked to the unicorn giving a death glare. "As for you, guards, take him to the dungeon and toss him into a maximum security cell. I'll deal with him personally once I return to normal."

The two elite looked to Celestia who only nodded in confirmation. They made a quick exit from the room taking a screaming unicorn with them.

"Charles? What do you plan on doing with him?" Celestia asked as she trotted up to him slowly.

"I'm going to kill him." He said flatly causing Celestia and Twilight to gasp.

"What?! But you can't!?" Twilight spoke in shock only to get a glare from Charles as he began.

"That filthy bastard was going to kill Celestia and Starlight, my only child. I have zero tolerance toward anything, be it human or pony, that has any plans to hurt a child or loved one. I am only going to say this once Twilight. His head will roll, and then I will have pictures of it sent to each of his friends that were in that room when I was spying on them. I will include a note saying only one thing, This is what happens to those who go against the night. We will have no problems after that." He spoke through ice causing the two mares to glanced worriedly at him.

"Charles, this is not how I rule Equestria." She began but was interrupted.

"That is why your followers are trying to hurt you then. You are to kind toward everypony. All it takes is one to start a rebellion to try and overthrow you so that they can take your spot on the throne. I may not be royalty but I sure as hell will not let any living thing or not, hurt you, my foal, or anypony I love and care for, continue to live if it means that they could try it again. Once I return to my Alicorn form, I will kill him, whether you approve of it or not." He said as he left the throne room making his way out of the castle.

Once he left, Celestia fell to the floor in a heap as she began to sob. Twilight coming to her side quickly.

"Princess?!" She began but stopped as Celestia gave a sniffle.

"Twilight, as much as I dislike the idea of Charles or Midnight taking a life. He is correct. If I were to allow that pony to live, he could very well try to hurt somepony else again. That includes Starlight. When it comes to my only foal, I will not take such a threat lightly. I just didn't want to break down in front of Midnight and agree to such terms. I am going to allow him to take that ponies life. Be it unwilling or not, I have no choice. For the safety of everypony including Starlight, he must die........" She trailed off as another sob began to escape her. Twilight doing her best to comfort the white Alicorn.

"Oh Midnight............. What is going on inside of you?" Twilight whispered as she and Celestia lay there on the floor of her quarters.

111. Redemption (part 2)

As Midnight and Twilight made their way into town, Midnight couldn't help but notice how Twilight was leaning on him and nuzzling him affectionately. He flicked his tail around giving her flank a gentle swat causing her to bolt forward in surprise causing him to chuckle.

"What was that for?" Twilight grumped, pouting out a lip.

"Just doing it to catch your attention miss lovey dovey." He smiled making her blush a bit. "I'm guessing you thought I left you for good earlier huh."

Twilight gave a pout before wrapping her arms around the Alicorn's neck hugging him tightly. He wrapped a foreleg around her hugging back.

"Don't worry Twi, I was just a little mad. It will take more than that to get rid of me." He smiled giving her a kiss.

"I was just so afraid.......... You are my first real relationship partner and when you left like you did the other night. I felt my heart shatter. I don't want to loose you, and if that means I have to suck up my pride and forgive a pony that wronged me in the past. I'll do it." She gave a half hearted smile before Midnight kissed her nose.

"I'm glad you can be so noble about this. Trixie really seems to need a friend right now, and I feel like I'm the only one she has." He spoke as they arrived into the marketplace hearing some light shouting.

"Ah don't care if'n ya came back to apologize. Ya nearly destroyed the town with yer lies and them two colts bringing that giant bear inteh town. Yer lucky ah don't buck ya outta the market." Applejack growled to the now cowering Trixie.

"I'm sorry, I only came back to apologize and to purchase an apple." She sighed hearing her stomach growl.

"Yer apology don't mean nothing teh me nor the town. An if'n ya want an apple their ten bits each." She snapped back angrily.

"AJ! What the hell is wrong with you?" Midnight snorted as he trotted up to the scene from which several ponies were all watching.

"Whut'r ya talkin'bout? This'n here just shows up apologizing like everything's alright." She snorted back.

"I'm perfectly aware of her past and I am going to ask you the same thing I asked Twilight. Will you please forgive her. She has apologized and feels awful from what she did." He asked looking back to Trixie who was hiding slightly behind his forelegs.

AJ lowered her posture scrapping the ground with her forehoof. "You'd best be backin away from my coltfriend missy."

"What? But I thought Twilight was............." She trailed off hearing the orange earth pony snort once again.

"AJ!" Midnight shouted breaking her train of thought for a moment and causing her to look up to him. "You had better stop this right now. Your acting like a foal." He snorted causing her to gawk.

"But she...." She was cut off.

"I don't care what she did in the past. It's all in the past and that's where it will remain. This poor pony has asked for forgiveness from everypony she has come up to today and has been met with the same reaction. Nopony wants to forgive her and that makes me sick. You all forgave me when I was infected with poison joke and ended up hurting a lot of ponies. You forgave me when My evil twin tried to destroy and kill everything in sight. You even forgave me for my past life and all the people I hurt."

"That's different." AJ interjected.

"No it's not! Everything I did was far worse than what she did. So if anyone in Ponyville is going to hold a grudge on her for the tiny infraction she had done, which was nothing more than a small lie, then Ponyville has a grudge against me as well for all of the destruction and pain I have caused." Midnight was not aware until he had finished, but he was speaking out in the royal whee. Once he was done he looked around the marketplace seeing all eyes on him in disbelief.

"Very well, I guess I had better start looking for another place to live then." He snorted in annoyance before he began to trot away.

"Wait........... Night............. ah'm sorry." AJ began causing him to stop. "Yer right, ah think we all just need to swallow our pride'n forgive Trixie." She said as she slowly trotted to the azure unicorn wrapping her in a hug, her eyes going wide from the sudden embrace. Twilight joined in as well causing Trixie to cry softly before many other ponies came to join in as well. Midnight gave a soft smile looking at the sight before him.

XXX

After a short time and a few other apologies, Trixie had been welcomed back into Ponyville, although at first glance it had been rough, everything had been settled and forgiven. After some negotiations, Trixie had acquired some land near Fluttershy on the outskirts of the town to build a new home. However, there was a slight problem.

"I can't believe my savings had dwindled to such a low level, I am completely broke now from purchasing that land." Trixie sighed as she looked over her deed to the land she had just purchased. "How am I going to eat? Where am I going to sleep?" She groaned.

"I could help you out if you want." Midnight gave a gentle smile toward Trixie catching her attention.

"No, you've done so much for me already, I couldn't possibly ask for your assistance again." She sighed as she pressed her hooves to her temples rubbing them gently as she tried to come op with a plan of action.

"How about this. From what I know about you already, you're an entertainer. I can supply the bits to build you a new house if you'll be my opening act when I perform in Canterlot Cathedral. Sound like an even trade?" He smiled causing her to gawk in disbelief.

"You perform in Canterlot? But........ what do you do?" She asked while still gawking.

"Well, I'm a musician for one, and I've trained Celestia's royal guard as well. That is just a drop in the bucket though really." He chuckled but stopped as he looked at the expression of disbelief on Trixie's face.

"That surprising?" He asked her giving a chuckle only to see her nod. "So do we have a deal?" He smiled putting forth his hoof which Trixie took up and giving a firm shake. "Alright then. Let's go pick you out a floor plan for your new home." He chuckled.

"Wait, you mean you can just up and buy the items to build any home you want?" Trixie spoke in shock once again.

"I've done a few shows in the cathedral, so yes I have the bits. Plus we don't have to hire a construction crew either. I can build it myself." He chuckled but stopped as he heard a soft sob coming from Trixie.

"Hey..... Hey now, whats with the water works?" He asked trotting up to her and pulling her into a hug.

"I-I'm sorry, it's just that nopony has ever been so kind or willing to go out of their way for me before. I keep thinking this is all a dream, and I don't want to wake up if it is." She sobbed again into Midnight's chest as he hugged her tighter.

"Don't worry, this isn't a dream, and you are going to be perfectly fine, trust me." He smiled nosing her cheek and making her blush. Trixie pulled away slightly, her face flushing lightly before she looked up to Midnight. She gave a slight smile before closing her eyes and raising herself toward him, her lips slightly parted as she pressed forward.

Midnight was slightly surprised by the action, but gave a smile as he leaned down giving her a tender kiss. After a moment they parted, Midnight giving a soft smile while she was blushing ten shades of red.

"Alright, lets go get that floor plan and lumber so we can start on your new home." He chuckled catching her off guard. She watched as he got up and trotted ahead, giving a sigh as she watched his flank the entire time.

"Quite a sight isn't he?" Twilight spoke up derailing her train of thought.

"W-w-w-what?!" Trixie sputtered looking to Twilight who had found a seat right next to her.

"I saw you two kissing." She said while raising a brow toward Trixie.

"I'm so sorry.......... please............. don't make me leave." She began to cry before Twilight stopped her.

"Hey, listen, Midnight and I have an open relationship. Although I am still a little upset about your little event three years ago I have already forgiven you. But don't take that as an invitation to muscle in on my stallion. You can have whatever fun you want with him, but he is still mine." She smirked trotting ahead to Midnight's side.

Trixie sat there in shock as to what she had just heard before a smile crept across her face and she took off after the two.

124. Sweets before the flight of a lifetime

As the weather began to chill further, it was clear that winter was close. The trees were now almost completely bare except for those in White tail wood. Red's yellow's and brown's of different shades were on the countless leaves the had fallen or still remained among the trees. Two of the crusaders had received their cutiemarks after trying so hard for so long to obtain them. Scootaloo was having a hard time though being the last of the three to get hers. Jealousy clouding her judgment but not getting in the way.

Rainbow Dash and Midnight had agreed to a flight session with the young pegasi to help her blow off some steam. However there was a problem with that.

"UGH! I can't believe there is a scheduled storm for today." Scootaloo groaned while looking out the window at the cloudy sky.

"Well, it's not all bad Scoots." Midnight smiled catching her attention. "We can go to Sugar Cube corner and grab something if you three want."

"Yea, that sounds like a great idea." Sweetiebelle smiled.

"I guess....... it's ok." Sighed Scootaloo as she gaze out the window to the sky.

"Then afterward we can all go flying." Midnight smirked causing the orange pegasus to gasp.

"But there is a schedule downpour later. We might get sick if we fly in the rain, and I hate getting sick." Exclaimed Scootaloo with a grump.

"Who said anything about getting wet?" Midnight smirked as his horn glowed placing a shield around Scootaloo, Applebloom pressing her hooves to it giggling.

"I keep forgetting about that." Scootaloo giggled sheepishly.

"Well?" Midnight smiled nodding to the door.

"Uh....." Sweetiebelle started, catching everyponies attention. "I'm afraid of heights." She squeaked. "Does everypony mind if I stay down here? Where it's safe." She smiled innocently.

"It's ok Sweetie, but your still coming to Sugar Cube corner with us right?" Midnight said while pouting a lip causing the three fillies to giggle.

"Of course! What little filly wouldn't want a cookie on a rainy day." She giggled as the four of them left the boutique.

As they trotted along however, Scootaloo was watching the clouds giving yet another sigh. She hated this time of the year because she would always get cold while flying, causing her to usually hang near the ground and bundle up. Using her scooter once again to get around with her friends.

"No worries Scoots, It may be cold up there, but my magic will keep you warm." Midnight smiled down to the filly who smiled back, fluttering her wings happily as she lifted from the ground and onto her uncles back with her friends.

"Can I come with ya'll?" Applebloom asked with a smile.

"You can't fly though." Scootaloo giggled.

"Ah know that, ah meant can ah ride on yer back Uncle?" Applebloom asked while pouting her lip out.

"YEEEES Yes just stop with the lip." He sighed as he covered his eyes with a hoof only to make the girls giggle.

"I'd say you three have this big softy wrapped around your hooves." Dash giggled as she landed next to the small group of ponies.

"DASHIE!" Scootaloo yelled as she jumped from Midnights back and flying into her, wrapping her hoves around her neck and hugging her tightly.

"Hey squirt, you ready for some lessons today?"

"You know it!" She shouted giving a determined smile.

"Well let's get to it." Dash smirked as she was about to take off but stopped.

"We're going to Sugar Cube Corner for a snack. How about afterwards?" Midnight spoke out catching Dash's attention.

"Sure, I wouldn't mind a cup of cocoa right now anyway." She smirked to the Alicorn. "Yer buying though." She chuckled.

"Well I do have to take care of my girls don't I?" He chuckled as he leaned down giving Rainbows ear a nip causing her to to blush.

"Hey! Don't you start that now." She stuttered as her wings unfurled.

The three crusaders gave a smirk to each other before they began to sing in unison.

"Dash and Midnight sitting inna tree, K I S S I N G! First comes love, second comes marriage, then comes Dash with a foal in a carriage." They broke out in giggles as they finished, Dash glowing red as she trotted along with an embarrassed expression across her face. Midnight stopped giving a chuckle before bringing a hoof to his chin in thought.

"Night?" Dash began. "What're you thinking about."

"I wonder what our foal would look like." He snickered.

*POMF*

Dash gave a look of horror mixed with bliss as she heard the question, the crusaders laughing loudly only to cause her to blush a brighter shade of red.

"Just kidding." He picked as he trotted ahead.

"HEY! What if I wanted a foal with you?" She gasped covering her mouth as her entire body turned a crimson red. Midnight and the crusaders burst out laughing seeing this, Midnight picking her up and placing her on his back as well as he spoke.

"Well then Dash, I'd like to to know when the wedding is." He chuckled looking back to her now grumpy face and cross arms. The crusaders making kissy faces and noises at her.

"Alright you three I think we've tormented Dash enough." He chuckled once again getting an aw out of the girls. "Let's get inside so you three can get some goodies."

"And what about me?" Dash asked while cocking a brow.

"Come on, you can get something to sour puss." He laughed but stopped as she trotted by him flicking her tail and whipping his nose playfully.

After trotting in behind the blue pegasus, Midnight watch the girls go all over the shop picking out a few items before finally heading to the counter. Dash took a seat at the booth next to the window after placing an order for some hot cocoa for the group. Midnight would pay for the items then take a seat next to Dash blocking her in and giving her a playful nudge. She giving an elbow to his side causing him to jump sideways.

"So what are you going to teach me today Dash?" Scootaloo piped up while taking a sip of her cocoa.

"Just some normal stuff to help build up your endurance, nothing special." She smirked.

"Hey, I'll take any kind of training as long as your with me Rainbow Dash." Scootaloo beamed.

XXX

After finishing up with the snacks,, Sweetiebelle headed back to the boutique for the evening while the rest of them left the confectionery shop to take flight, Applebloom taking a seat onto her uncles back. They climbed higher into the sky above Ponyville before leveling out.

"Alright squirt, let's do some wing pushups." Dash smiled as the two of them stopped flapping and fell a few feet before flapping hard a single time to launch them back up to where they once were in the sky. They continued this action for several minutes until Scootaloo was having a hard time getting back to the spot she was falling from.

Midnight pulled a few clouds to them as they took a quick breather. "You're really building up some stamina Squirt. Soon you'll be as awesome as me." Dash grinned causing the orange filly to beam.

*CR-BOOM*

The four ponies screamed out in surprise as a bolt of lightning busted through the clouds nearby.

"That was pretty close." Midnight spoke out with a hint of fear.

"Ah don't worry, lightning just stings a little if ya get hit." Dash smirked.

"Yea, I bet it does." Midnight deadpanned. "Anyway, if it's lightning I think we should head back ho..." *CRACK BOOOOOOM*

Midnight didn't get to finish as a bolt of light burst through to cloud above them striking all four of the ponies sending them plummeting toward the ground unconscious.

Scootaloo gave a low groan as she felt wind rushing past her, she blinked a couple times to get rid of the fog as she finally realized what had happened. She turned over spreading her wings to start gliding as a pain erupted through her body. She gave a groan as she looked around to try and find the others. after a few seconds she located them falling toward earth below her. She folded her wings half way as she took a nosedive after them, slowly catching up as she gained speed while pressing her hooves forward. After a few seconds she caught up. She gave her uncle and Rainbow a quick pat on the cheek to try and wake them but failed. After another few seconds she heard a scream.

"Applebloom?!" She shouted as she jumped from Dash and bolted downward seeing her friend far ahead of her. The ground closing in as she tried to slim her body to go faster.

'Oh no! I'm not going to make it!' She thought as tears began to well up in her eyes watching one of her closest friends hurtling toward he early demise. 'I need to go faster!' she thought to herself before flapping hard to send her rocketing down to the falling earth pony. 'Faster!' She told herself as another burst of speed erupted from her as she watched the ground closing in quicker. She squinted her eyes shut before cracking them just a little as tears streamed from them.

'I will save Applebloom or die trying!' She thought as she took in a deep breath and flapping her wings as hard as she could to further her speed, a white cone quickly pressing past her as she hurtled faster toward her friend. Then it all stopped in time. Everything began to move so slowly around Scootaloo as she watched the ground rushing up to meet her. But she wouldn't let it win, she wouldn't let it take her friends life if she had anything to say or do about it. She gave a snort as she flapped one hard final time sending out an orange shock wave as she broke the sound barrier leaving behind a purple streak behind her as she bolted downward catching Applebloom and pulling up just in time as her hooves barely scraped against the soft grass as she rushed by it leaving a rooster tail of dust before pulling up, carrying her flightless friend in her forehooves.

As she slowed she began to glide back toward earth while looking around for her uncle and idol. She landed in a grassy meadow, setting Applebloom down who wrapped her hooves around her friends neck while crying into her.

"It's ok Applebloom, yer safe." She smiled hugging her friend close.

"Scootaloooooo!? Applebloooooooom!?" came the voices of Midnight and Dash as they yelled to try and find the two fillies.

"Down here!" Shouted Scootaloo as they quickly landed next to the two fillies pulling them both into a hug.

"Are you two alright?! Are you hurt?!" Midnight asked as he turned them every which way to make sure they were fine.

"We're fine Uncle Midnight. Are you two ok?" Scootaloo asked as she was set down.

"We all got hit by the lightning bolt and blacked out. What happened afterward?" Dash asked looking to the fillies.

"Scoots saved me. Ah was falling through the air when she zoomed by leaving a purple trail behind an..........." Applebloom trailed off as they all looked to the sky seeing the light purple trail that was slowly disappearing into the air surround it.

"Wow Scoots, I think you just did your own Sonic Rainboom. Even though its just purple." Dash chuckled while ruffling the filly's mane.

"Thats not all." Midnight spoke up nodding to the filly, Applebloom gasping as she looked to Scootaloo's flank.

"What the..........." Scootaloo trailed off as she looked to her flank seeing a cloud with an orange and purple lightning bolt coming from it.

"That looks awfully familiar." Midnight grinned looking to Dash who just gawked.

"I GOT MY CUTIEMARK!" *thud* Scootaloo passed out onto the ground from the shock of not only saving her friend and breaking the sound barrier, but from also getting her cutiemark as well.

"I guess it was just to much for the poor girl." Dash giggled, watching as Midnight placed the two fillies onto his back as they began to trot back to Ponyville. The day had finished off with quite the adventure for the small group. Many stories would be told and shared with others as time went on, but for now. Getting home before the rain started was all that was on everyponies mind.

143. Breakfast with a side of bad news

Morning arrived all to quickly for the three parts of Midnight. Although the prior night was eventful for two of the three, Blade had decided to be a gentlepony about staying in the same bed with his orange love. They stay in each others arms for the entire night, relishing each others heat as the cold winter night fell over the farm. Blanketing it in a small layer of snow.

Before the sun crested onto the horizon, Blade had slowly made his way from the bed to downstairs quickly in order to start breakfast for the Apple Family. After about thirty minutes of cooking several dishes and setting the table, he gave a proud smile at what he had accomplished with being an earth pony and not being able to use magic to quicken what he had already done.

Just as he was finishing with the last of the pancakes he trained his ears backwards hearing the soft clip clop of hooves on the wooden floors of the farm house as they came nearer, but very slowly. Without breaking his view from the range he spoke up.

"Mornin Granny Smith. Ah just finished the flapjacks, wouldja like fer me teh make ya a plate?" He spoke up as he turned seeing the old green mare setting down at the table giving a soft smile to him.

"Why thank ya sonny, but if'n ya don't mind my askin, ya look a lot like my grand daughters stallion, but ah coulda swore he was one'o them Alicorns." She spoke up just as he had finished placing a couple flapjacks onto her plate along with two eggs and some toast.

"Well, yer right on the money there, cept now ah'm an earth pony. One'o her friends cast a spell onteh me and split me inteh three ponies. Ah'd be the brawn'o the bunch." He chuckled as he went back to the sink to clean the dishes that he had just dirtied in order to cook.

"That's a might strange, but still, ah'd say yer manners'ave improved, as well as that flank." She chuckled as she watched him turn back to her giving a wink.

"Now don't ya'll start flirtin or AJ might have some competition on'er hooves." He laughed.

"Shoooooot, back in mah day ah was a purty thang. Ah had stallions from all'round coming teh try their hooves at courting meh. Now ah'm jes an old mare in a house, raising three'o mah grandchildren. Ain't got much time left, but ah'll surenuff love everybit'o it s'long as ah got mah Grandkids, and maybe a great grandchild as well." She smirked to the stallion who only smirked back.

"Honestly, ah wouldn't mind having a foal with AJ, but she is a might stubborn when ti comes to workin'round the farm. Only problem ah'd have with it is gettin her to actually keepin teh the house while she's carrying. Wouldn't want anythang happnin to the lit'lin." He chuckled.

"Really now?" Big Macintosh spoke up as he trotted quietly into the kitchen.

The two stallions gave each other a nod before Big Macintosh strode up to his grandmothers side giving her a quick hug.

"Morning Granny, Thought ah smelt a good breakfast being made down'ere." He chuckled softly before giving a slight sniffle.

"Ere'now, take a seat an ah'll get ya a plate brother." Blade smiled over to him seeing him nod in acceptance of the help.

"So'ave ya talked teh AJ bout having a foal?" He spoke up again as he sat down at the table.

"Not yet, but ah figgered since ah was split up ah'd ask her now since when ah'm whole ah tend teh be a might weak round mares. Specially AJ." He chuckled. "Then when ah'm whole again, we can talk about it more thoroughly since ah got the ball a'rollin."

"Or we can skip the conversation since ya done spoke with mah family bout it." AJ spoke up as she entered the kitchen giving a smirk.

"Ah swear, ya'll got cotton shoes if'n ah can hear yer granny coming teh the kitchen WHILE ah'm cookin, but cain't hear ya'll while we're chatting all quiet like." Blade laughed. "So now that ya know sugar, what do ya think?"

AJ sat down at the table blushing a bright red as she looked around at her granny, then her brother, before stopping on Blade.

"Well, ah ain't gettin any younger, plus ah would like teh have a lit'lin afor it's grannies time." She gave a saddened smile looking to Granny Smith.

"Now don'tcha rush nothin on my account youngin. Ah may be old, but ah ain't down'n'out yet." Granny Smith smiled to AJ.

"Ya know AJ, I dun think ah ever asked ya how old ya are. Ya wouldn't want teh have a youngin to young now." Blade spoke up as he took a seat at the table to fix himself a plate as AJ was already making her own.

"Ah'm twenty-four, Big Mac is twenty-eight, AB is ten, an Granny Smith is....." She stopped as Granny Smith yelled.

"HOLD ON NOW! Don't ya'll be telling this here fella mah age. Ah might not be as spry as ah used teh be but ah still got mah pride teh think of." SHe spoke out in surprise making them all giggle.

"No worries Granny Smith, Dun matter how old ya are on the outside, It's what ya feel like on the inside that counts." Blade chuckled giving her a wink.

"Darn tootin." Granny spoke up giving a chuckle.

They all continued talking throughout the morning as they enjoyed breakfast. Applebloom was awoken a short time later so that she could enjoy her breakfast as well before the morning chores started. Once she had finished, she went upstairs to check on her brother who still had his cold and was told to remain in bed for the day while she looked after him.

Granny Smith stayed inside doing a few things here and there while AJ and Blade had left the house to go and feed the animals around the farm as well as clearing some of the snow so they could roam freely in there pens. It wasn't long before everything was finished and they would head toward the library to meet up with Twilight to see if she had found any information on the spell that had split the Alicorn into thirds.

XXX

Clouds exploded left and right as two pegasi were flying around and through many of them as they raced through the sky. Flame was having some difficulty keeping up with the cyan pegasus he had spent the night with. During there encounter however, Flame had made the mistake of calling the young mare Skittles out loud causing her to get more the slightly annoyed. So she had ended up nicknaming him Flop instead of Flame, emphasizing her remark with his quote saying he was 'The fastest stallion in Equestria.' while nodding to the bed. So after a slightly heated argument, they had decided to make a bet on who would win a race from her home to Ponyville while clearing as many of the regular clouds as possible, each being sure to count there's and the others while in flight.

After a good five minutes of flying and busting up some clouds they arrived neck and neck, landing just outside of the library.

"HA! I so won that race." Flame smirked toward Dash.

"Yeah right! I so left you in the dust." Dash smirked back.

"No way!"

"Yes way!"

They continued shouting back and forth for a minute pressing their foreheads together and looking into each others eyes as their snarls and snorts came to a stop as they suddenly embraced each other, kissing hard.

"I beginning to think that arguing with me is a turn on for you." Flame smirked again as he pulled away from her.

"Hey, when somepony puts up as good of a fight as me to win a race only to tie with me, they deserve a little attention." She smirked before walking toward the door of the library while flicking her tail back toward Flame.

"Well, I try not to disappoint." He grinned as he trotted quickly up behind her giving a quick lick and causing her to jump into the air as her face burst forth into a bright red.

"You are something else! Midnight would have NEVER been this forward in public." She giggled before landing next to him.

"Well, I guess that chivalrous side of him isn't part of me. Cause I can't wait to leave you in the dust the next time we fly." He laughed giving her a playful nudge.

"Right back at ya slow poke." She retorted before they entered the library to see Blade and AJ already sitting nearby while Buckler and Twilight were talking quietly in the next room out of sight.

"Hey there earthworm." Flame picked toward Blade.

"Sup feather brain." He retorted only to get a sneer as Flame began to walk toward him, AJ quickly getting up and getting between them.

"Now hold on boys, this ain't no time teh be fighting. The princess is in the next room talkin with Twi and Buck about whats going on with this hoo ha of a spell. She asked us to stay in here."

Flame gave a snort toward Blade who did the same before turning and moving to Dash's side. They all took a seat as they waited for the others to come back into the room.

XXX

In the other room Celestia was having a hard time coming to terms with what was going on with the ancient spell and the curse that had befallen the father of her child. She mulled over all the possibilities that could have happened within that short time frame that was Midnight's vacation, but could not come to a conclusion.

"Twilight, Buckler, I am sorry to say that I am without answer to this particular problem. Although it has happened in the past, I am afraid to admit that I never found a cure or counter spell for what had happened to the individuals that had the same curse. I will however search the royal archives to try and locate a spell that would remedy this situation. But in the mean time I need you all to take care of each other so that nothing else will befall you." She sighed as she stood up heading toward the door to the other room.

"I am saddened to hear that I we may stay like this, but at least it isn't that bad." Buckler smiled.

"How can you say it isn't all bad? What could possibly benefit you so much that you would willingly accept staying this way." Twilight asked in surprise.

"Because I can now spend more time with you. I know that you and Myself as a whole were an item at one point and I can safely say that my feelings have not changed in the slightest. Applejack has Blade as well, the only problem I can see is with Flame. He and Dash go well together but Rarity is without Midnight. I would accept staying in this form if it meant staying with you, but I cannot in good conscience do this know that I would be hurting one of my other ladies in the process. The decision is hard I will admit, but I will go with the right one, and try to find a spell or item to bring us back into a whole being." He sighed looking away. In his heart he wanted to stay with Twilight, they both had so much in common while at the same time being lovers and best friends. It was as if he could properly understand the mare of his dreams as a whole, but only with a third of his being.

"I shall return to Canterlot to search the archives to begin my search, I will gather the professors from the college as well to help aid in the search and temporarily cancel classes. This issue demands our attention to its fullest. Twilight, I shall keep you informed of our progress. Buckler, I know this is hard but please remember, you are part of a single entity, It would not be fair to Midnight if you and your other selves did not combine back into him. I hope you understand." She sighed before leaving the room into the main part of the library.

Once Celestia entered the front part of the library, the four ponies that were once seated, rose and gave a bow to her before rising again.

"Flame, Blade, I know this is sudden, but I must head back to Canterlot. Buckler and Twilight will fill you in on our conversation." She said before stopping at the door an looking back. "And I want you three to get along peacefully. If I hear that you have been fighting again I will personally lock you two up until this issue is resolved. Is that understood?" She spoke giving a soft stomp with her fore hoof.

The two stallions looked to each other then back to the princess giving a slight gulp. "Yes your majesty." They spoke in unison eliciting a smile from her.

"Good, Now I shall be on my way." She spoke before she left the library. As soon as the door closed a small flash of light and a quiet snap indicated her having teleported back to the castle.

"So what was all that about that fighting?" Flame asked looking to Buckler.

"Celestia stated that if we fall into disharmony with each other that even if a counter spell could be located, we would not be able to reform as Midnight because we cannot agree on a simple matter." He sighed as he mulled over the long term affects of them all being apart.

"So that mean you three are going to get along if we have to tie you together in order to do it." Twilight spoke up as she pressed forward.

"So how long is this going to take? Because I hate waiting." Flame spoke up again.

"Anywhere from a few hours to a few weeks." Buckler said causing them to gasp.

"WHAT!? No way!" Dash gawked.

"I'm sorry, but that is how it has to be. The princess will be putting aside her royal duties in order to help locate any information that could aid in our return as Midnight. We will just have to make due for the time being." Buck said with a sigh.

"Well, this is gonna be a fun time." AJ chuckled.

159. Armored Midnight and the voyeur

159. Armored Midnight and the voyeur

It was still early in the morning when Midnight had made his way to the library from the boutique. Although it was his turn to spend time with Rarity, she had asked him to go ahead and spend the day with Twilight. Not entirely from her generosity, but to keep him out of her mane as she tried to work.

He had arrived at the library rather quickly compared to other times. For some reason he just felt a little more excited to spend time with Twilight that day. Be it from what he had planned, or any other various reason. It just made him that much more excited.

"Twi, you up yet?" He shouted as he came in the front door of the library.

"Yes Night, and I'm with a customer." She spoke up from one of the far rooms.

'A customer? Can you really call someone checking out a book a customer?' He thought to himself as he trotted toward the back room.

As Midnight entered the back room he saw the so called customer. His expression getting a little happier.

"Hey Vinyl, long time no see." He spoke up as he looked to the DJ pony who was looking over a couple of books that Twilight had given her.

"Hey big guy, been a while." She smirked, nodding to the Alicorn. "When you gonna have another concert? My turntables are gettin dusty."

"I actually have on planned not to long from now. I was hoping to have it after winter wrap up. You free then? I've got quite a few songs lined up this time unlike our last performance, and don't worry, Sapphire Shores won't be attending this one either." He laughed.

"Yea, that blowhard cancels a lot of her shows. Probably why she keeps loosing popularity. I mean seriously, you can't expect everypony to just fall at your hooves if you keep canceling tour dates. Never good for business." She chuckled. "Anyway, I just came by to see if Twilight had any new magazines or books on new popular music styles."

"Plus you keep asking if that one magazine finally came in with you on the cover." Twilight smirked causing Vinyl to blush.

"Yea, that too. But hey, give me a break. Yer stallion here is the one who made my dream a reality." She smirked up to the Alicorn. "He shared his music with me. I've already made a few CD's and published them. Most of that music is just sick, and the world knows it."

"Glad I could help, but don't forget to save me some of them. I do plan to have around six songs for the next concert." He chuckled. "And of course your invited as well. I have a couple of songs I'd like to do a duet with you on."

"Seriously? I'm usually a solo act bro, but if yer that desperate for a star, I guess I could pencil you in." She smirked before giving Midnight a playful nudge.

"Keep that up and your head might explode. Feeding your ego like that could be dangerous for everypony around you." Midnight smirked, giving a nudge back.

""Yea yea, I'll keep that in mind when I release my next album." She grinned. "Until then though, come by my shop, We'll see what those duet songs you've planned sound like." Vinyl gave a smile before heading toward the door, looking back to the Alicorn. "See you two later."

Midnight gave a chuckle before turning back to Twilight as Vinyl left the library with a magazine and book in tow.

"Hey doll, you free for the day or are you going to be buried in books again?" He asked as he trotted up to her as she was placing a few books back onto the shelves.

"I've got plenty of time today. I'm ahead on my studies thanks to your scan spell, so I have plenty of free time." She beamed at him. "Why? I thought you were going to spend some time with Rarity." She said as she cocked her head slightly.

"Yea, she said she had a lot to do today and sent me out, making a point that I should spend my time today with you since we missed our days this week."

"Awwww, I'll have to thank her, but first we need some plans for today." Twilight smiled as she began to pull out a scroll and quill, but stopped as Midnight grabbed them with his own magic and returned them to her desk.

"How about we wing it today? Just go out and do things at random." He smiled as he snatched Twilight up and a full body hug. She giggling as he nuzzled the side of her face.

"I guess we could, but I think it would be better to plan things out first." She gave a sideways smirk to him laughing.

"Naaaaaaah, Randomness is way more fun. Planning things out is just boring at times because you know what you're going to do. Have a little fun and decide on the fly." He chuckled before nibbling her neck playfully, making her squirm and giggle.

"ALRIGHT! Alright, random it is you crazy Alicorn." She laughed before teleporting from his grasp to his side.

"You really need to let me torment you more often doll. You look so cute when your flustered." Midnight laughed seeing her turn a crimson red.

"Stop that. You know I'm easily embarrassed. Anyway, Let's get going, I'm sure you have something planned for the day with me. If not, I would be really surprised." She smirked as she walked toward the door but stopped as she was suddenly picked up and placed onto Midnight's back before being blinded by a bright flash. Then wind, cold cold wind.

Twilight opened her eyes to see nothing but clouds all around her as she lay on her stallions back. The cold wind was suddenly replaced by warmth as she was surrounded by a magical aura.

"MIDNIGHT!?" She shouted as she realized where she was. The two had teleported into the sky high above Ponyville.

"Yes dear?" She grinned back.

"You know I hate heights! What in tartarus is wrong with you?!" She continued shouting as she wrapped her hooves around his neck.

"Oh quit being such a baby. We're only 800 feet above the town." He laughed. I can go higher though if you want." He began to chuckle as his wings bent at more of an angle to make him ascend. Until Twilight smacked him upside the head of course.

"NO! Not higher, go lower." She yelled into his ear.

"That's what she said." Midnight grinned back to her as he watched realization of what was said cause a mixture of emotions on her face.

First, confusion, then realization, then embarrassment. It was a sight to behold.

"You pervert, you know what I meant." She shouted again.

"Fine, you big baby. You didn't seem to have any fear when I gave you wings that one time."

"That was different, When I lost the wings during flight, it made things rather scary." She grumped.

"Well then. how about this?" He smiled as his horn glowed brightly. A flash of light erupting from him as he disappeared and reappeared as armor and a set of drake wings onto Twilight. She rubbed her eyes for a moment as she realized what had just happened.

"Better?" Midnight spoke up as Twilight's armor.

"Ugh, did you really have to do that?" Twilight groaned as she hovered on the spot. "And where is my Scythe? I though you would be the weapon as well."

"Well, I can make the weapon disappear to become a higher grade set of armor. I thought you knew that." Midnight said as Twilight placed a hoof onto her chin in thought.

"Hmmmm, Now that you mention it, I do feel a little bulkier without a weapon, but it doesn't take away from my movement. Maybe............" She trailed off.

"Bit for your thoughts." Midnight chuckled.

"I was just thinking. You shared your spell list with me before, remember?"

"Yea, so?"

"Well, that means I have your armor spell as well." She smirked as she could feel Midnight realize what she was thinking.

"HOLY CRAP! You so have to do that spell on me!" He shouted just before returning to normal and letting Twilight stay on his back.

"Are you sure?" She grinned evilly.

"YES YES! Don't torment me woman!" He squealed out in glee.

"Alright, fair warning though. Don't do anything stupid." She smirked as her horn began to glow, he body disappearing as it slowly enveloped the Alicorn below her.

After a few seconds, the light around Midnight vanished, being replaced by an awe inspiring set of purple armor. He had purple shoes similar to his regalia, a chest plate, flank guards, wither and neck guards, but what really made things interesting was the fact that his wings had disappeared and were replaced by a set of ethereal wings made from a purple wisp of smoke. His fire mane and tail mixing along with them to give an eery show of purple fire. Midnight looked himself over for a minute to check out the visuals.

"Very nice Twi. But there is a definite lack of armor and weapons, I'm taking a guess that your own abilities have multiplied my own." He spoke out in thought.

"Only one way to find out, cast a spell." She laughed.

Midnight thought for a moment about what spell to cast, giving a devious grin his horn lit up as a beam of light engulfed him.

"So Twi, ever broke the sound barrier?" He asked before vanishing from sight.

XXX

*BOOOOOOOOOOM*

"This is incredible!" Midnight shouted over the sound of the wind as he bolted through the sky. It had only taken him a few seconds to reach mach ten. Behind him lay a wide trailed of purple fire through the sky.

"Yes it is, think we could go faster?" Twilight shouted as adrenaline rushed through her.

"Only one way to find out." Midnight laughed as he pushed more magic through his body and into his wings. The ethereal glow of them brightening as the world became a total blur. He looked down to see Canterlot passing by every few seconds as night turned to day and then back again.

"Are we?" Twilight began but stopped as Midnight finished.

"Circling the globe? Eeyup." He laughed as they began to slow down. After a minute they came to a halt just above Ponyville, landing onto a cloud and returning to normal. Twilight taking up her position on her stallions back once again.

"That, was intense." Midnight laughed as he caught his breath.

"Wow, I never thought that becoming armor like that could be so............ thrilling." She beamed.

"Oh crap!" Midnight spoke up catching his unicorn's attention. "I shared my list with Trixie and Tia as well." He began to grin.

"Not today, your spending time with me remember?" She spoke out as she bit down on his ear and giving a playful tug.

"Ow ow ow, hey now mistress of pain, I know, I know." He laughed as he tried to tug away but only felt her bite down a little harder. He stopped pulling as he felt her warm breath escaping softly into his ear, in turn causing him to look back at her with a cocked brow.

Twilight grinned at him with a sultry gaze before moving closer and kissing him roughly. After a minute the separated, looking into each others eyes.

"Well now, had I known that becoming armor would get you this riled up, I would have MMMF!" He was quickly silenced by a hoof pressed into his mouth.

"Shut up and kiss me you idiot." Twilight laughed.

"Yes ma'am." He grinned.

XXX

"Seeya Dash, good practice today." Spitfire spoke up as she nodded to the rainbow pegasus before breaking off and flying away toward her own destination.

"Later." Dash spoke up as she gave a friendly nod back and broke off her flight path, heading toward Ponnyville. "Dang that practice today was brutal, and I thought my practice sessions were tough." She giggled. "Ah well, nothing like practicing with the Wonderbolt's to really get the blood flowing." She said as a determined smirk flash across her face. "Now its time for some............." She trailed off as a flash of black caught her eye from a cloud nearby. "What was that?" She asked herself as she landed on a cloud, looking off toward the black spec laying on a cloud.

After training her eyes onto the target in question she gave a smirk. "What's Midnight doing out here?" She asked herself as a grin spread across her face. "Aw yea, time to prank a pony." She giggled quietly as she dug herself into the cloud, hiding her presences as she spread her wings out of the sides of it and giving a few gentle flaps to propel her toward her target.

As she got closer though she listened over the sound of the wind as soft moaning could be heard.

"What in the hay?" She thought to herself as she gently spread the cloud in front of her face to try and see what was going on. Once her eyes had witnessed what was going on however she seized up, her body turning a crimson red.

"OMIGOSH! Twi and Night are rutting up here?! Don't they know pegasi could catch them doing this?" She thought to herself. "Well, better me than anypony else. I guess I'd better............. let............them..........." She trailed off as she cocked her head slightly from watching the two. "Dang, Night never did that to me before.......... or that............. GEEZ! Ok time to go." She said as a trickle of blood oozed from her nose at seeing what was going on. She slowly managed to make the cloud descend just enough so that she was out of sight before pulling out of the cloud and flying off to Ponyville.

"Hoo boy, I am so going to get onto Night for rutting out in the open like that." She giggled to herself. "And then I'm going to do the same thing." She gave a devious grin as her cheeks flushed a bright red.

Epilogue

As much as I would have liked to make 200 chapters, I failed. I couldn't drag it on any further than what I had already written. But still, this story has gone on for so long. Updates almost daily were made to honor my following fans addiction to this story. As you have read, Midnight and Kindle have been turned to stone, Twilight is leaving Ponyville in search for a spell to return them to normal, while the royal sisters along with many other ponies from across Equestria continue to rebuild Canterlot.

Twilight's friends will indeed miss her as will Spike and the rest of the friends she had made along the way. The others will live on while Twilight is on her journey. Hopeful that she will return within a short time, having succeeded in finding a spell to release the cursed ponies.

Thank you all for staying with me through this journey into my mind to help bring out a story for you all to enjoy. I would like to let everyone know also that there is going to be a sequel to this story. I am already writing on it but regret to inform my readers that there may only be one or two updates a week at most, as I am currently starting on my first novel that my fans helped to inspire. Keep checking back as well as I will be going through each chapter to properly read and edit them so that I may get featured eventually.

A big thank you to any and every person who gave me ideas for this story as well as sticking by me through all of my hard times while writing it.

PS: Yes ther will be a sequel. I am already in the process of writing the first few chapters as well as working on the middle and end of the plot. I will submit it in mid or late January so don't worry guys. It's coming. Until then though I will be working on starting my novel as well as properly editing ALL of the chapters to this and every story I currently have published. Just be patient.