a/n: Twilight Sparkle will be one of the main protagonists, but she's going to be a unicorn instead of an alicorn, and Owloicious, Twilight's pet owl, will be Beatrice the bird, so she will have speaking roles. MLP belongs to Hasbro, and OTGW belongs to Cartoon Network and Patrick McHale.

Led through the mist
By the milk light of moon
All that was lost is revealed
Our long bye-gone burdens, mere echoes of the spring
But where have we come, and where shall we end?
If dreams can't come true, then why not pretend?
How the gentle leaves beckons through the leaves
As autumn colors fall

"Somewhere lost in the clouded annals of history, lies a place that few have seen: a mysterious place called the Everfree Forest, where long forgotten stories are revealed to those who wander into the woods."

"Albert Salami, Thomas, Artichoke.."
As Pinkie Pie was coming up with names for her pet alligator, Twilight Sparkle paid no attention and looked at her surroundings with a look of confusion.

"…Pete, Steve, but I think the worst name for this gator is-"
"Hold that thought Pinkie."

When the two mares got a better look of the forest they walked in. They saw animals with glowing red eyes perched on top of tree branches, and a baleful-looking tree with an owl sitting inside of it.

"Where are we?"

"In the woods." Pinkie said casually.

"I mean, what are we doing out here?" Twilight asked panically.

"We're trying to get home."

Twilight gasped and exclaimed, "Oh no! Pinkie Pie, I think we're lost! We should have left a trail or something!"

"Oh I know I know I know!" Pinkie said excitedly. "I could leave a trail of candy from my saddle pouch!"

Twilight gave a sad sigh and said, "No. Though I am lost, my wounded heart resides back in Ponyville in pieces, strewn about the graveyard of my lost love. For only-"

Twilight was interrupted by mysterious knocking sounds, so she, along with Pinkie Pie, got closer to sound, and saw that it was an orange earth pony with blonde hair, a brown cowboy hat, and three apples as a cutie mark chopping wood.

"Pinkie Pie, do you think that mare's a deranged lunatic with an axe waiting out in the darkness for innocent victims?"

"I dunno, maybe we should ask her for help."

"Yeah, I'm not sure if that's a good idea."

"But-"

"Shush!"

"Ooh, is this a shushing game? I love shushing games!"

"Pinkie, this isn't a game, I'm telling you to shush!"

"Shhhh!"

"Shhhh!"

After they both finally remained silent, the woodsmare had already left.

"Shoot. Do you think we should have asked her for help?" Twilight asked.

"Perhaps I can help you. I mean, you are lost, right?"

As Twilight looked around to find the voice, she looked down and saw a brown owl, the one who spoke to the two ponies. Twilight looked scared, for she had never seen a talking cat before.

Pinkie looked at Twilight and said, "Are you ok Twilight?"

"No, that owl just talked! It's crazy because a cat's brain is too small for developing speech."

"Excuse me?" the bird said angrily.

"I'm sorry, its just that it's weird, but it's not like you're weird or anything like that what I mean is… I'm not talking to an owl."

"What're y'all doin' here? Explain yerselves!"

The owl flew away quickly into the forest and said,"Well I guess I'll see you real soon, bye!"

As the orange mare shown a lit lantern in the two mare's faces, Twilight told her that she and her friend would like to get home safely with all their body parts attached.

"These woods here ain't no place for folks like you. Don'cha know that the beast's afoot here?!"

"Beast?! No no no we're just two lost ponies finding our way home, we don't anything about a beast or this place for that matter."

"Well then, welcome to the Everfree Forest."

The orange mare led the two ponies into an old abandoned mill, and tells them that they should be safe there while she works.

"Candy trail, candy trail, candy trail, candy trail…" Pinkie said as she threw pieces of candy on the floor.

Twilight looked quizzically at the orange pony and asked her,"So what is your work exactly?"

While looking into the lit fireplace, the orange pony said, "I grind these here edlewood branches into oil in order to keep this lantern lit."

"Uh huh, and why do you need to keep that thing lit?"

The woodsmare paused in silence, looking into the fire, not willing to give Twilight an answer.

Twilight thought she was crazy, so she walked over to Pinkie Pie and told her about making a run for it, but then she had another idea.

"What if she knows more about this forest than we do? We might have to knock her out first."

Pinkie nodded, but Twilight gave more thought into the plan and realized that it might not be a good idea.

"What are you two whisperin' about?"

Twilight tried to come up with a lie, but Pinkie jumped right in and said,"We're talking about running away."

"Leave if you wish, but remember: the beast haunts these woods. He's in search of lost souls such as yerselves."

"To help us?" Pinkie asked.

"No, he doesn't wanna help ya. If y'all excuse me, I have work to do in the mill. I'll do whatever I can to help ya, if you're still here I mean."

Twilight pondered for a moment and thought that maybe she and her friend could just leave, but she's still not sure.

"Hey Pinkie Pie?"

As the pink pony was playing with a log, and she put it down and listened to her friend instead.

"Do you think that there's really a beast out there, or is she just messing with us?"

"Yep!"

"I mean, she could have gotten rid of us by now if that was her plan, and she lit that fire, which is pretty nice of her. I guess there could be a beast, since there was a talking cat. I don't know, sometimes I feel like a boat, upon a winding river, twisting towards an endless black sea. Further and further, drifting away, from where I want to be, or who I want to be."

"I don't know what you're talking about, but did you know that if you soak a raisin in grape juice, it becomes a grape? It's a rock fact!" Pinkie said as she pulled out a rock with a face drawn onto it.

"Not helping. Pinkie, why don't you go play with your gator or something."
"Aww sprinkles. Where is that gator o' mine? Hold on second friend o' mine, Pinkie's coming for ya!" Pinkie then went outside to look for her pet alligator.

"Kitty? Kitty? Where is that gator called Kitty?" As she was looking, she heard a low growling noise coming from the forest, but then heard another noise coming from the mill, so she decided to follow that noise instead. Through a window, she could see the orange pony grinding edlewood branches into oil using machinery. As she was watching, she heard a high-pitched croaking noise coming from the barrel that Pinkie was standing on. She fell into the barrel, and realized she was sitting on her alligator.

"Oh there you are Kitty!"

The growling noise from the forest became closer, and Pinkie felt confused for a second.

"Twilight, is that you?"

Growling.

"Kitty?"

More growling. Suddenly, a giant timber-wolf with glowing green eyes stared down upon the pink pony and her alligator friend.
"Um, hi! My name's Pinkie Pie, and this my nameless pet gator. Can I just say, you have beautiful eyes."

As Twilight was laying on a couch, she heard crashing sounds, and begins to wonder if her friend is okay.

The orange mare heard this as well, and she comes into the other room and asks Twilight, "What's goin' on? Where's your friend?"

Twilight just shrugs, and as Pinkie Pie walks inside the mill, the timber-wolf busts the door down, looking ready to feast on the three ponies.

"It's the beast!" Twilight exclaims.

The orange mare jumps in front of Twilight with an axe to kill the timber-wolf, but before she could do that Pinkie Pie threw a large piece of wood on her head, which left her unconscious.

"Pinkie why did you do that?!"
"That was the plan remember? We knock her out!"
"I told you to forget about that!"
Pinkie Pie then ran up to the timber-wolf and tried to distract it by whacking it with the wooden rod of the axe. When the creature looked at her, Twilight ran and headed towards the room where the orange pony worked, and Pinkie ran away after Twilight.

Pinkie then laughed and said, "This is so much fun!"
Twilight then thought to herself, Sure, if you call a near-death experience fun.

Twilight kept throwing random objects at the creature and used some of her magic to scare it away, but her plan had failed, but Pinkie Pie threw her candy at it, and the timber-wolf started eating it.

"Pinkie, it's eating your candy!"
"I wonder if it ate the candy trail that led to this mill."
Twilight smacked Pinkie on the head and shouted, "Pinkie Pie! You led the beast right to us with your candy! We have to get out of here!"

Pinkie then motioned a hoof toward a ladder, so she and Twilight climbed up and opened up a hole which led to the rooftop. As the timber-wolf
came towards them, Pinkie threw one piece of candy on the ground, and as the creature chased after it, the timber-wolf fell off the roof and got trapped in one of the contraptions attached to the side of the building. Soon, the whole mill became dilapidated, and the timber-wolf is now dead.

The orange pony woke up and looked at the destruction in horror.
"Look what you two did! The mill, it's destroyed, and the oil's all gone!"
Twilight stepped in front of the orange mare and said, "Listen, I am really sorry for what we've done, but look on the bright side: we got took care of the beast for you."

The two ponies looked around and saw nothing but a small white dog with brown spots, laying down on the dirt.
"The dog? That is not the beast! He stalks like the night, he sings like the four winds, he steals the children! You two are responsible for your actions!"

"I'm sorry, I'd fix it for you but I haven't learned any repair spells yet."

The orange mare motioned a hoof towards a straight path and told them to follow it and find a town. Before Twilight and Pinkie headed towards the path, the orange pony gave them one final warning: "Remember, beware of the Everfree Forest, fear the beast, and leave these woods if you can. It is you're burden to bare."

Twilight nodded and thanked her, and the orange pony told Pinkie to give her alligator a name. After that the two friends followed the path.

"Hey Twilight, I think I've come up with a good name for our alligator. I'm gonna call him Twilight Sparkle!"

"That's going to be really confusing."

"Then I'm gonna call you Kitty."

"Oh really? I guess I should start calling you Candy Girl."

The alligator made another croaking sound, Pinkie laughed and said, "Good one, Twilight!"

"Thanks."

"I wasn't talking to you Kitty, I was talking to Twilight!"